TIDMACA
20 April 2018
Acacia Mining plc ("Acacia" or the "Company")
Registration number 7123187
Results of voting at 2018 annual general meeting
The Annual General Meeting of Acacia was held on 19 April 2018. As at the date
of the annual general meeting, the total number of issued Ordinary Shares was
410,085,499. Therefore, the total number of votes exercisable at the meeting
was 410,085,499. The full text of the resolutions proposed at the annual
general meeting was set out in the notice of annual general meeting dated 14
March 2018.
All resolutions at the meeting were put to Acacia's shareholders on a poll. The
final voting figures of the poll as certified by the scrutineers, Computershare
Investor Services PLC, were as follows:
Total votes For (*) % Against (*) % Vote
cast withheld (*
*)
Ordinary Resolutions
1 Approval of the 370,396,745 370,089,235 99.92 307,510 0.08 0
audited annual
accounts for the
Company for the
financial year ended
31 December 2017,
together with the
Directors' Report and
the Auditors' Reports.
2 Approval of the 369,799,726 300,675,151 81.31 69,124,575 18.69 597,019
Directors'
Remuneration Report
(other than the part
containing the
Directors'
Remuneration Policy)
for the financial year
ended 31 December
2017.
3 Election of Kelvin 370,394,500 365,256,406 98.61 5,138,094 1.39 2,244
Dushnisky as a
Director
(non-executive) of the
Company.
4 Election of Peter 370,394,684 369,242,183 99.69 1,152,501 0.31 2,061
Geleta as a Director
(executive) of the
Company.
5 Election of Rachel 370,394,683 348,190,364 94.01 22,204,319 5.99 2,061
English as a Director
(independent
non-executive) of the
Company.
6 Election of Andre 370,394,684 369,158,090 99.67 1,236,594 0.33 2,061
Falzon as a Director
(independent
non-executive) of the
Company.
7 Election of Michael 370,394,683 345,108,597 93.17 25,286,086 6.83 2,061
Kenyon as a Director
(independent
non-executive) of the
Company.
8 Election of Steve 370,394,683 348,151,764 93.99 22,242,919 6.01 2,061
Lucas as a Director
(independent
non-executive) of the
Company.
9 Election of Stephen 370,394,684 369,160,168 99.67 1,234,516 0.33 2,061
Galbraith as a
Director
(non-executive) of the
Company.
10 Re-appointment of 370,365,340 369,262,453 99.70 1,102,887 0.30 31,404
PricewaterhouseCoopers
LLP as auditors of the
Company (the
"Auditors") to hold
office until the
conclusion of the next
general meeting of the
Company at which the
accounts are laid
before the Company.
11 Grant of authorisation 370,392,133 370,305,174 99.98 86,959 0.02 4,612
to the audit committee
of the Company to
agree the remuneration
of the Auditors.
12 Grant of authority to 370,391,950 369,722,368 99.82 669,582 0.18 4,795
the Directors,
generally and
unconditionally
pursuant to Section
551 of the Companies
Act 2006 (the "Act")
to exercise all powers
of the Company to
allot shares in the
Company or to grant
rights to subscribe
for or to convert any
security into shares
in the Company up to
an aggregate nominal
amount of GBP
13,532,821, and up to
a further nominal
amount of GBP13,532,821
in connection with a
rights issue, provided
that this authority
shall expire on the
date of the Company's
next annual general
meeting or 28 June
2019, whichever is
earlier.
Special resolutions
13 Grant of authority to 370,393,569 369,938,328 99.88 455,241 0.12 3,176
the Directors of the
Company pursuant to
Sections 570 and 573
of the Act to allot
equity securities
(within the meaning of
Section 560 of the
Act) wholly for cash
as if Section 561(1)
of the Act did not
apply (a) in
connection with a
pre-emptive offer or
rights issue or (b)
otherwise up to an
aggregate nominal
value of GBP2,050,427.
This authority shall
expire when the
authority to allot
referred to above
expires.
14 In addition to 370,393,568 369,848,873 99.85 544,695 0.15 3,176
resolution 13 above,
grant of authority to
the Directors of the
Company pursuant to
Sections 570 and 573
of the Act to allot
equity securities
(within the meaning of
Section 560 of the
Act) for cash as if
Section 561 of the Act
did not apply provided
that this power is (a)
limited to allotment
of equity securities
up to an aggregate
nominal value of GBP
2,050,427 and (b) used
only for the purposes
of financing (or
refinancing, if the
power is to be
exercised within six
months after the date
of the original
transaction) a
transaction which the
Directors determine to
be an acquisition or
other capital
investment of a kind
contemplated by the
Statement of
Principles on
Disapplying
Pre-Emption Rights.
This authority shall
expire when the
authority to allot
referred to above
expires.
15 Grant of authority to 370,311,588 369,803,892 99.86 507,696 0.14 85,156
the Company for the
purpose of Section 701
of the Act to make
market purchases (as
defined in Section 693
(4) of that Act) of
Ordinary Shares each
in the capital of the
Company, subject to
satisfying certain
conditions and
provided that the
authority shall expire
at the conclusion of
the Company's next
annual general
meeting, or 28 June
2019, whichever is
earlier.
16 Grant of authority to 370,394,802 360,942,493 97.45 9,452,309 2.55 1,943
the Company to call a
general meeting other
than an annual general
meeting on not less
than 14 clear days'
notice.
VOTES OF INDEPEDNDENT SHAREHOLDERS (EXCLUDING THE VOTING INTERESTS OF BARRICK
GOLD CORPORATION AND ITS ASSOCIATES AS CONTROLLING SHAREHOLDER) ON THE
RESOLUTIONS FOR THE ELECTION OF THE INDEPENDENT NON-EXECUTIVE DIRECTORS
Ordinary resolutions: Total votes For (*) % Against (*) % Vote
cast withheld (*
*)
5 Election of Rachel 108,147,733 85,943,414 79.47 22,204,319 20.53 2,061
English as a Director
(independent
non-executive) of the
Company.
6 Election of Andre 108,147,733 106,911,140 98.86 1,236,594 1.14 2,061
Falzon as a Director
(independent
non-executive) of the
Company.
7 Election of Michael 108,147,733 82,861,647 76.62 25,286,086 23.38 2,061
Kenyon as a Director
(independent
non-executive) of the
Company.
8 Election of Steve 108,147,733 85,904,814 79.43 22,242,919 20.57 2,061
Lucas as a Director
(independent
non-executive) of the
Company.
(*) Includes discretionary votes
(**) A vote withheld is not a vote in law and is not counted in the calculation
of the proportion of votes for and against a resolution.
ENQUIRIES
For further information contact:
Acacia Mining plc +44 (0)207 129
7150
Giles Blackham, Head of Investor Relations and
Corporate Development
This announcement is for information purposes only and does not constitute an
invitation or offer to underwrite, subscribe for or otherwise acquire or
dispose of any securities of Acacia in any jurisdiction.
END
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