Pan African Resources PLC
(Incorporated and registered in England and Wales under Companies Act 1985 with registered
number 3937466 on 25 February
2000)
Share code on AIM: PAF
Share code on JSE: PAN
ISIN: GB0004300496
(“Pan African” or the “Company” or the
“Group”)
RESULTS OF ANNUAL
GENERAL MEETING
Pan African shareholders (“Shareholders”) are advised
that at the annual general meeting (“AGM”) of Shareholders
held on Tuesday, 20 November 2018,
all the ordinary and special resolutions, save for ordinary
resolution numbers 8 and 10 and special resolution number 11, as
set out in the notice of AGM dated 19 September 2018, were
approved by the requisite majority of Shareholders present or
represented by proxy.
The total number of Pan African ordinary shares
(“Shares”) eligible to vote at the AGM is 2,234,687,537.
All resolutions proposed at the AGM, together with the
percentage of shares abstained, as well as the percentage of votes
carried for and against each resolution, are as follows:
Ordinary resolution number 1: To receive and adopt the
directors’ report, the audited statement of accounts and the
auditor’s report for the year ended 30 June
2018
Shares Voted
1,711,249,951
76.58% |
Abstained
415,021
0.02% |
For
100% |
Against
0.00% |
Ordinary resolution number 2: To re-elect Mr JAJ Loots as
a director of the Company
Shares Voted
1,711,162,837
76.57% |
Abstained
502,135
0.02% |
For
99.76% |
Against
0.24% |
Ordinary resolution number 3: To re-elect Mr GP Louw as a
director of the Company
Shares Voted
1,711,050,237
76.57% |
Abstained
614,735
0.03% |
For
99.76% |
Against
0.24% |
Ordinary resolution number 4: To re-elect Mrs HH Hickey
as a member of the audit committee
Shares Voted
1,711,028,862
76.57% |
Abstained
636,110
0.03% |
For
99.06% |
Against
0.94% |
Ordinary resolution number 5: To re-elect Mr KC Spencer
as a member of the audit committee
Shares Voted
1,555,243,607
69.60% |
Abstained
156,421,365
7.00% |
For
85.01% |
Against
14.99% |
Ordinary resolution number 6: To re-elect Mr TF Mosololi
as a member of the audit committee
Shares Voted
1,691,785,286
75.70% |
Abstained
19,879,686
0.89% |
For
99.89% |
Against
0.11% |
Ordinary resolution number 7: To endorse the Company’s
remuneration policy (Note 1, 2)
Shares Voted
1,535,958,147
68.73% |
Abstained
175,706,825
7.86% |
For
51.10% |
Against
48.90% |
Ordinary resolution number 8: To endorse the Company’s
remuneration implementation report (Note 1, 2)
Shares Voted
1,535,960,747
68.73% |
Abstained
175,704,225
7.86% |
For
48.61% |
Against
51.39% |
Ordinary resolution number 9: To re-appoint Deloitte LLP
as auditors of the Company and to authorise the directors to
determine their remuneration
Shares Voted
1,711,235,311
76.58% |
Abstained
429,661
0.02% |
For
85.50% |
Against
14.50% |
Ordinary resolution number 10: To authorise the directors
to allot equity securities (Note 1)
Shares Voted
1,711,018,645
76.57% |
Abstained
646,327
0.03% |
For
46.21% |
Against
53.79% |
Special resolution number 11: To approve the
disapplication of pre-emption rights (Note 1)
Shares Voted
1,691,882,357
75.71% |
Abstained
19,782,615
0.89% |
For
45.40% |
Against
54.60% |
Special resolution number 12: To approve market purchases
of ordinary shares
Shares Voted
1,711,237,094
76.58% |
Abstained
427,878
0.02% |
For
99.16% |
Against
0.84% |
Notes
- Percentages of Shares voted are calculated in relation to the
total issued ordinary share capital of Pan African.
- Percentages of Shares voted for and against each resolution are
calculated in relation to the total number of Shares voted in
respect of each resolution.
- Abstentions are calculated as a percentage in relation to the
total issued ordinary share capital of Pan African.
- In accordance with the UK Corporate Governance Code, when 20%
or more of the votes have been cast against the board
recommendation for a resolution, the company will consult with
those shareholders who voted against ordinary resolution numbers 7,
8 and 10 and special resolution number 11 (“Resolutions”),
(“Dissenting Shareholders”) in order to ascertain the reasons for
doing so, following which an update on the views expressed by such
shareholders and the subsequent actions taken by the company will
be issued.
- Furthermore, as required in terms of the King IV Report on
Corporate Governance for South
Africa, 2016 and paragraph 3.84(k) of the JSE Limited
Listings Requirements, Pan African invites those Shareholders who
voted against ordinary resolutions number 7 and 8 to engage with
the Company regarding their views on the Company’s remuneration
policy and the remuneration implementation report.
Dissenting Shareholders may forward their concerns / questions
pertaining to the Resolutions to the Company Secretary via email at
phil.dexter@corpserv.co.uk by close of business on 30 November 2018. The Company will then respond
in writing to these Shareholders, and if required, engage further
with the Shareholders in this regard.
Johannesburg
20 November 2018
Contact information |
Corporate Office
The Firs Office Building
1st Floor, Office 101
Cnr. Cradock and Biermann Avenues
Rosebank, Johannesburg
South Africa
Office: + 27 (0) 11 243 2900
Facsimile: + 27 (0) 11 880 1240 |
Registered Office
Suite 31, Second Floor
107 Cheapside
London
EC2V 6DN
United Kingdom
Office: + 44 (0) 20 7796 8644 |
Cobus
Loots
Pan African Resources PLC
Chief Executive Officer
Office: + 27 (0) 11 243 2900 |
Deon Louw
Pan African Resources PLC
Financial Director
Office: + 27 (0) 11 243 2900 |
Phil Dexter
St James's Corporate Services Limited
Company Secretary
Office: + 44 (0) 20 7796 8644 |
John Prior / Paul Gillam
Numis Securities Limited
Nominated Adviser and Joint Broker
Office: +44 (0) 20 7260 1000 |
Taryn Carter
One Capital
JSE Sponsor
Office: + 27 (0) 11 550 5030 |
Ross Allister / James Bavister / David McKeown
Peel Hunt LLP
Joint Broker
Office: +44 (0) 207 418 8900 |
Julian Gwillim
Aprio Strategic Communications
Public & Investor Relations SA
Office: +27 (0)11 880 0037 |
Jeffrey Couch / Thomas Rider
BMO Capital Markets Limited
Joint Broker
Office: +44 (0) 20 7236 1010 |
Bobby Morse / Chris Judd
Buchanan Communications
Public & Investor Relations UK
Office: +44 (0) 20 7466 5000 |
|
Website:
www.panafricanresources.com |
|