Access To Information


MANUAL OF ALLIED ELECTRONICS CORPORATION LIMITED ("ALTRON") in terms of Section 51(1) of the Promotion of Access to Information Act 2 of 2000 ("the Act") THE PURPOSE The purpose of this document is to serve as the Manual of Altron as required in terms of the Act, and to provide a reference as to the records held and the procedures that need to be followed to request access to such records 2 INTRODUCTION Altron, together with its subsidiaries (which incorporates operating divisions), is a Group of Companies that operates in the telecommunications, information technology, multi media and power electronics fields. Altron holds the majority of shares in the following listed entities: Allied Technologies Limited Bytes Technology Group Limited. In addition, Altron One (Proprietary) Limited ("Fintech") and Power Technologies Limited ("Powertech") are wholly owned subsidiaries of Altron. This Manual will cover the records held by Altron, Fintech, Powertech and their respective operating subsidiaries and divisions, whereas the records of Altech and BTG, and their respective operating subsidiaries and divisions, will be dealt with in separate Manuals which will be prepared and published by Altech and BTG respectively. Accordingly, the subsidiaries (which incorporate operating divisions) covered by this Manual are: ALTRON FINTECH POWERTECH Bilven (Pty) Ltd. Altron One Finance Acceptances (Pty) Ltd ABB Powertech Transformers (Pty) Ltd. Altronex (Pty) Ltd. Altron One Finance Solutions (Pty) Ltd Aberdare Cables (Pty) Ltd Technologies Acceptances Finance (Pty) Ltd. Altron One Information Services (Pty) Ltd Aberdare Cables International Holdings (Pty) Ltd. Ventron Corporation (Pty) Ltd Altron One Informatics (Pty) Ltd Aberdare Fibre Cable Systems (Pty) Limited Altron Finance (Pty) Ltd. Altron One Investment Holdings (Pty) Ltd Aberdare Fibre Optic Cables (Pty) Limited Altron Leasing & Finance (Pty) Ltd. Aberdare Metallic Profiles (Pty) Limited Altron Management Services (Pty) Ltd Alcon Marepha (Pty) Limited Altron Properties (Pty) Ltd Battech (Pty) Limited Global Village Network Technology (Pty) Ltd. Battery Technologies (Pty) Limited Aeromaritime International Management Services (Pty) Ltd Buzwebethu Investments (Pty) Limited Altron Investment Holdings (Pty) Ltd. DC Components (Pty) Limited 3 Altron One (Pty) Limited Desta Power Matla (Pty) Ltd Fintech (Pty) Ltd Erf 234 Wadeville (Pty) Ltd Erf 2619 Korsten (Pty) Ltd Erf 2620 Korsten (Pty) Ltd Formbat (Pty) Limited Instrumentation and Control Technology (Pty) Ltd Ke-Matomo Technologies (Pty) Ltd Power Technologies International Holdings (Pty) Ltd. Powertech Calidus (Pty) Ltd Powertech Industries (Pty) Ltd Powertech Industrial Group (Pty) Ltd. Powertech Properties and Investments (Pty) Ltd. Renergy Technologies (Pty) Ltd Richards Bay Cable Distributors (Pty) Ltd. Sabat Battery Company (Pty) Ltd. Southern Cross Investments (Pty) Ltd Strike Technologies (Pty) Limited Tridonic SA (Pty) Limited Whiteleys (Pty) Limited Consolidated Sewing Machine Company (Pty) Ltd Desta Power Matla Holdings (Pty) Limited Erf 22/23 of Muswelldale (Pty) Limited Lascon Properties (Pty) Ltd Powertech Batteries (Pty) Ltd. Powertech Batteries International Holdings (Pty) Ltd Powertech Holdings (Pty) Ltd. 4 U-Lite Holdings (Pty) Ltd For purposes of this Manual Altron, Fintech and Powertech will jointly be referred to as "the Group". 5 SECTION I: CONTACT PERSON AND ADDRESS DETAILS OF ALTRON required by Section 51(1)(a)) The Chief Executive Officer ("CEO") of Altron has duly authorised the contact person below to ensure that the Act is complied with: Contact Person: Mr A G Johnston Physical Address: Altron House 4 Sherborne Road Parktown, 2193 Johannesburg Postal Address: P O Box 981 Houghton 2041 SOUTH AFRICA Telephone: (011) 645 3600 Fax: (011) 726 5778 e-mail address: (asajohnston@altron.co.za SECTION II: GUIDE ON HOW TO USE THE ACT as read with Section10) The South African Human Rights Commission has compiled a guide, in terms of Section 10 of the Act, containing such information as may reasonably be required by a person who wishes to exercise any right contemplated in the Act. This guide was published in the first half of 2005 and access to it, and to any amended versions thereof, can be found on the website of the South African Human Rights Commission at African Human Rights Commission offices at 29 Princess of Wales Terrace, Cnr York and St Andrews Street, Parktown, Johannesburg, Tel No (011) 484-8300. The Human Rights Commission may be contacted directly at: The South African Human Rights Commission EAIA Unit The Research and Documentation Department Postal address: Private Bag 2700 Houghton 2041 Telephone: (011) 484-8300 Fax: (011) 484-0582 e-mail address: (as required by Section 51(1)(b),www.sahrc.org.za, or a hard copy can be obtained from the SouthPAIA@sahrc.org.za Web site: www.sahrc.org.za 6 SECTION III: CATEGORIES OF RECORDS AVAILABLE 51(1)(c)) The following categories of records are automatically available without a person having to request access in terms of this Act: 1. Statutory records - all companies (whether private or public) Memorandum of association Articles of association Certificate of incorporation Certificate to commence business Register of directors Form CM5 - reservation of name Form CM7 - shortened form of name Form CM8 - defensive names Form CM9 - change of name Form CM11 - increase in authorised capital Form CM15 - allotment of shares Form CM14A - repurchase of shares Form CM18 - Registration of Court Orders Form CM19 - redemption of preference shares Form CM21 - where records are kept if not at registered office Form CM22 - registered office Form CM25 - waive period of notice of meeting Form CM26 - special resolutions Form CM27 - consent to act as a director Form CM29 - directors and officers Form CM31 - appointment/resignation of auditors Form CM32 - change of year end Form CM45 - conversion of one type of company to the other Form CM52 - exemption to lodge annual financial statements 2. Listed company records available for inspection (as required by Section Share register Monthly download from STRATE. Dividend register Annual register as supplied by the transfer secretaries Financial statements Annual report Interim report Preliminary results Trading updates published (profit forecasts) JSE news (SENS) Appointments/resignation of directors Share dealings of directors 7 Dividend declarations Announcements : Rights offers Mergers and acquisitions Share placings Claw-back offers Scheme of arrangements Prelisting statements Corporate transactions Circulars to shareholders Notices of general meetings Shareholders' meeting minutes General meetings of the company Annual general of the company 3. Corporate communications Press releases Staff magazine Corporate video Analyst presentations Corporate mission statement Memos from the Chairman 4. Human Resources Employment Equity returns to the Dept of Labour Work skills development plan submitted to Fasset Standard Terms and Conditions of Employment applicable to all Staff 5. Intellectual property List of Altron trademarks and registration numbers 6. Immovable property Title deeds 7. Company investments List of subsidiary companies, associates and joint ventures 8. Employee benefits Altron Group Pension Fund Altron Group Retirement Fund Altron Medical Aid Scheme 8 As the above are separate entities, information pertaining to these entities must be requested direct from those funds themselves. The actuaries of the retirement funds are Alexander Forbes Limited. 9. Auditors The company's auditors are KPMG, 1 Empire Crescent, Parktown. 10. Share Option Schemes. 11. Copies of the relevant trust deeds. SECTION IV: RECORDS AVAILABLE IN ACCORDANCE WITH LEGISLATION required by Section 51(1)(d) Records are available in accordance with the following current South African legislation (only to the extent that the relevant Act makes disclosure of records compulsory): (as - The Occupational Health and Safety Act No. 29 of 1996; - The hazardous Substances Act No. 15 of 1973; - The health Act No. 63 of 1977; - The Atmospheric Pollution Prevention Act No. 45 of 1965; - The Compensation for Occupation Injuries and Diseases Act No. 130 of 1993; - The Stock Exchanges Control Act No. 1 of 1985; - The Value Added Tax Act No. 89 of 1991; - The Income Tax Act No. 58 of 1962; - The Companies Act No. 61 of 1973; - Basic Conditions of Employment Act No. 75 of 1997; - Employment Equity Act No. 55 of 1998; - The Labour Relations Act No. 66 of 1985; - Skills Development Act No. 97 of 1998; - The Medical Schemes Act No. 131 of 1998; - The Pension Funds Act No. 24 of 1956. SECTION V: DETAIL TO FACILITATE A REQUEST FOR ACCESS TO RECORDS (as required by Section 51(1)(e)) Any request for access to records should be submitted on the prescribed form C (a copy of which is attached) which should be sent to the Head of Altron whose name and address details appear in Section I hereof. 9 Altron has in its possession the following categories of records on the subject matters referred to hereunder: CATEGORIES AND RECORD SUBJECTS ALTRON CORPORATE DIVISION Chief Executive's office The Chief Executive's office records comprise the following main categories: - Statutory Records - Administration Records - Research Records - Sponsorship Records - Internal Reports and Communications - Financial Reports Corporate Finance The Corporate Finance department provides specialist financial services to the Group. Corporate Finance records comprise the following main categories: - Technical Records - Departmental Administration Records - Technical Publications - Quoted Company Records - Internal Reports and Communications Group Tax Group Tax provides advice to the Group on all aspects of taxation. Group Tax records comprise the following main categories: - Tax Records - Corporate, Subject and Country Records - Administrative Records - Internal Reports and Communications Internal Audit Internal Audit's purpose is to provide the Corporate Offices and Operations held through Altron with independent assurance that risks are being appropriately managed across the Group. Internal Audit records comprise the following main categories: 10 - Risk Management Records - General Correspondence - Group Audit Practice Records - General Administration Records - Audit Reports and Supporting Working Papers Accounting The Accounting department maintains financial and management accounts for the Group and provides back-office activities that support Integrated Treasury and Cash Management. Corporate Account records comprise the following main categories: - Accounting Records - Investment Records - General Correspondence - Management Reports - Treasury Dealing and Settlement Records - Transactional Records - VAT Records - PAYE Records - Tax Records - Consolidation Records - Internal Reports and Communications Company Secretary The Company Secretary provides company secretarial services to the Group. Company Secretary records comprise of the following main categories: - Contracts and Agreements - Property Records - Intellectual Property Rights Records(Trademarks, Patents, Registered Designs and Copyright) - General Correspondence - Investment Records - Share Registration Records - Statutory Records - Minute Books - Internal Reports and Communications Human Resource (HR) Department The Human Resource Department's primary objective is to develop and implement a competitive human resource strategy that will support the Group. Human Resource records comprise the following main categories: 11 - General Correspondence - Employee Records - General HR Policies and Procedures - Training Records - Pension Records - Employee benefit Records - Labour Relations Records - Statutory Records - Employment Equity Records - Contracts Legal Department The Legal department provides assistance with all corporate legal matters material to the Group. Legal department records comprise the following categories: - Working Files - General Correspondence - Copies of Agreements - Statutory Records - Litigation Records - Legal Records - Internal Reports and Communications Medical and Occupational Health Services Medical provides general clinic services to Group employees. Medical records comprise the following main categories: - Accounting Records - Medical Records - Contracts and Agreements - General Correspondence - Medical Policies - Minutes of Meetings - Medical Reference material - Clinic Policies - Employee Records - Minutes of Meetings - Medical Reference Material - Clinic Policies - Employee Records - Minutes of Meetings Information Technology Department (ITD) ITD is responsible for developing, supporting and providing assurance on the implementation of IT policies, standards and best practice in the Group. ITD records comprise the following main categories: 12 - General Correspondence - Contracts and Agreements - Operational Records - Maps and Diagrams - Asset Records - Policy Records : SECTION VI: ACCESS REQUEST PROCEDURE AND PRESCRIBED FEES A request for access to records must be made in the prescribed Form C (a copy of which is attached) which should be sent to the address, fax number or electronic mail address. Please note that an initial, non-refundable request fee of R57,00 (inclusive of VAT) is payable on submission. This fee is not applicable to personal requests, i.e. individual seeking access to records pertaining to those individuals themselves. In the event that a request for access is successful an access fee will be payable for the search, reproduction and/or preparation of records and will be calculated based on the fee prescribed under the Act. The access fee must be paid prior to access being given to the requested record. Request for information will be evaluated and the applicant will be notified within 30 days after receipt of the request in the prescribed format of the following: Notification of extension period (if required) Applicants must take note that in terms of the Act the 30 days period mentioned above may be extended for a further period of not more than 30 days under certain circumstances (details will be provided together with the notification of such extension); The access fee and/or deposit The applicant will be informed of the access fee (if any) which is payable for having access to the records. In addition, a deposit may be requested which is fully refundable in the event that the application is ultimately refused. Decision on request The applicant will be informed whether or not the application for access has been denied, or granted. In the event that it is granted the information referred to above pertaining to the 13 access fee, any deposit payable and any other relevant matters will be advised. In the event that the applicant is refused the applicant will be given adequate reasons for the refusal and will be informed that the applicant may lodge an application with a Court against the refusal of the application, as well as the procedure (including the period) for lodging such application. Grounds for refusal The Group may legitimately refuse to grant access to a requested record that falls within a certain category. Grounds on which the Group may refuse include: - Protecting personal information that the Group hold about a third person (who is a natural person), including a deceased person, from unreasonable disclosure; - Protecting commercial information that the Group holds about a third party or the Group (for example trade secrets, financial, commercial, scientific or technical information that may harm the commercial or financial interests of the Group or the third party); - If disclosure of the record would result in a breach of a duty of confidence owed to a third party in terms of an agreement; - If disclosure of the record would endanger the life or physical safety of an individual; - If disclosure of the record would prejudice or impair the security of property or means of transport; - If disclosure of the record would prejudice or impair the protection of a person in accordance with a witness protection scheme; - If disclosure of the record would prejudice or impair the protection of the safety of the public; - The record is privileged from production in legal proceedings, unless the legal privilege has been waived; - Disclosure of the record (containing trade secrets, financial, commercial, scientific, or technical information) would harm the commercial or financial interests of the Group; - Disclosure of the record would put the Group at a disadvantage in contractual or other negotiations or prejudice it in commercial competition; - The record is a computer programme; and - The record contains information about research being carried out or about to be carried out on behalf of a third party of the Group. 14 Records that cannot be found or do not exist If the Group has searched for a record and it is believed that the record either does not exist or cannot be found, the requester will be notified by way of an affidavit or affirmation. This will include the steps that were taken to try to locate the record. Third party information If access is requested to a record that contains information about a third party, the Group is obliged to attempt to contact this third party to inform them of the request. This enables the third party the opportunity of responding by either consenting to the access or by providing reasons why the access should be denied. In the event of the third party furnishing reasons for the support or denial of access, our designated contact person will consider these reasons in determining whether access should be granted, or not. 6208B ? the Berne Convention. Copyright in this Manual will at all times vest in Allied Electronics Corporation Limited and is protected under 15 FORM C REQUEST FOR ACCESS TO RECORD OF PRIVATE BODY (Section 53(1) of the Promotion of Access to Information Act, 2000 (Act No.2 of 2000)) [Regulation 10] A. Particulars of private body The Head: _________________________________________________________________ _________________________________________________________________ _________________________________________________________________ B. Particulars of person requesting access to the record (a) The particulars of the person who requests access to the record must be given below. (b) The address and/or fax number in the Republic to which the information is to be sent must be given. (c) Proof of the capacity in which the request is made, if applicable, must be attached. Full names and surname: ______________________________________________ ___________________________________________________________________ Identity number: ______________________________________________________ Postal address: ______________________________________________________ ___________________________________________________________________ ___________________________________________________________________ _____________________________ Fax number: ___________________________ Telephone number: ______________ E-mail address: _______________________ Capacity in which request is made, when made on behalf of another person: ______ ___________________________________________________________________ 16 C. Particulars of person on whose behalf request is made This section must be completed ONLY if a request for information is made on behalf of another person. Full names and surname: ______________________________________________ ___________________________________________________________________ Identity number: ______________________________________________________ D. Particulars of record (a) Provide full particulars of the record to which access is requested, including the reference number if that is known to you, to enable the record to be located. (b) If the provided space is inadequate, please continue on a separate folio and attach it to this form. The requester must sign all the additional folios. 1. Description of record or relevant part of the record: _____________________ ______________________________________________________________ ______________________________________________________________ ______________________________________________________________ 2. Reference number, if available: ____________________________________ 3. Any further particulars of record: ___________________________________ _____________________________________________________________ _____________________________________________________________ _____________________________________________________________ 17 E. Fees: (a) A request for access to a record, other than a record containing personal information about yourself, will be processed only after a been paid. (b) You will be notified of the amount required to be paid as the request fee. (c) The is required and the reasonable time required to search for and prepare a record. (d) If you qualify for exemption of the payment of any fee, please state the reason therefore. request fee hasfee payable for access to a record depends on the form in which access Reason for exemption of payment of the fee:________________________________ ___________________________________________________________________ ___________________________________________________________________ F. Form of Access to the Record: If you are prevented by a disability to read, view or listen to the record in the form of access provided for in 1 to 4 hereunder, state your disability and indicate in which form the record is required. Disability: _______________________ Form in which record is required:_____ ________________________________ ________________________________ ________________________________ ________________________________ ________________________________ ________________________________ Mark the appropriate box with an "X" NOTES: (a) Compliance with your request in the specified form may depend on the form in which the record is available. (b) Access in the form requested may be refused in certain circumstances. In such a case you will be informed if access will be granted in another form. (c) The fee payable for access to the record, if any, will be determined partly by the form in which access is requested. 18 1. If the record is in written or printed form: copy of record * inspection of record 2. If the record consists of visual images: (this includes photographs, slides, video recordings, computer-generated images, sketches, etc.) view the images copy of the images* transcription of the images* 3. If the record consists of recorded words or information which can be reproduced in sound: listen to the soundtrack (audio cassette) transcription of soundtrack * (written or printed document) 4. If the record is held on computer or in an electronic or machinereadable form: printed copy of record* printed copy of information derived from the record * copy in computer readable form * (stiffy or compact disc) * If you requested a copy or transcription of a record (above), do you wish the copy or transcription to be posted to you? Postage is payable. YES NO G. Particulars of right to be exercised or protected: If the provided space is inadequate, please continue of a separate folio and attach it to this form. The requester must sign all the additional folios. 1. Indicate which right is to be exercised or protected: ____________________ _____________________________________________________________ _____________________________________________________________ 2. Explain why the record requested is required for the exercise or protection of the aforementioned right: ______________________________________________________________ ______________________________________________________________ ______________________________________________________________ 19 H. Notice of decision regarding request for access: You will be notified in writing whether your request has been approved/denied. If you wish to be informed in another manner, please specify the manner and provide the necessary particulars to enable compliance with your request