TIDMTHS
RNS Number : 8279Q
Tharisa PLC
23 February 2023
Tharisa plc
(Incorporated in the Republic of Cyprus with limited
liability)
(Registration number HE223412)
JSE share code: THA
LSE share code: THS
A2X share code: THA
ISIN: CY0103562118
LEI: 213800WW4YWMVVZIJM90
('Tharisa' or the 'Company')
Results of the Annual General Meeting and dividend conversion
rates and timetable
Shareholders are advised that all the resolutions tabled at the
Annual General Meeting of shareholders held on Wednesday, 22
February 2023 (in terms of the notice dispatched on Thursday, 22
December 2022), were passed by the requisite majority. A poll was
conducted on each resolution.
Details of the results of voting at the Annual General Meeting
are as follows:
Total number of shares in issue on 22 February 2023: 302 596
743
Total number of shares entitled to vote at the Annual General
Meeting: 299 901 330
Resolution For Against Total shares Abstained
voted in
person or
by proxy
Shares Shares Shares Shares
------------ ------------ ------------- ------------
% of shares % of shares % of shares % of shares
voted voted entitled entitled
to vote to vote
------------ ------------ ------------- ------------
Ordinary resolution 210 335
1: 454 0 210 333 454 41 315
Adoption of Annual
Financial Statements 100% 0.00% 70.13% 0.01%
------------ ------------ ------------- ------------
Ordinary resolution 210 335
2: 454 0 210 333 454 41 315
Appointment of Ernst
& Young as external
auditors 100% 0.00% 70.13% 0.01%
------------ ------------ ------------- ------------
Ordinary resolution 209 803
3.1: 928 528 897 210 332 825 43 944
Re-election of Carol
Bell as a non-executive
director 99.75% 0.25% 70.13% 0.01%
------------ ------------ ------------- ------------
Ordinary resolution 210 330
3.2: 765 2 060 210 332 825 43 944
Re-election of Omar
Kamal as a non-executive
director 100% 0.00% 70.13% 0.01%
------------ ------------ ------------- ------------
Ordinary resolution 210 333
3.3: 325 500 210 333 825 42 944
Re-election of Roger
Davey as a non-executive
director 100% 0.00% 70.13% 0.01%
------------ ------------ ------------- ------------
Ordinary resolution 135 891
4: 801 74 454 653 210 346 454 30 315
Placement of authorised
but unissued shares
under the directors'
control 64.60% 35.40% 70.13% 0.01%
------------ ------------ ------------- ------------
Ordinary resolution 137 199
5: 476 73 135 638 210 335 114 41 655
Dis-application
of pre-emptive rights 65.23% 34.77% 70.13% 0.01%
------------ ------------ ------------- ------------
Ordinary resolution 174 411
6: 970 35 922 644 210 334 614 42 155
General authority
to issue shares
for cash 82.92% 17.08% 70.13% 0.01%
------------ ------------ ------------- ------------
Ordinary resolution 203 426
7.1: 951 6 908 503 210 335 454 41 315
Approval of the
Group remuneration
policy 96.72% 3.28% 70.13% 0.01%
------------ ------------ ------------- ------------
Ordinary resolution 200 975
7.2: 020 9 360 934 210 335 954 40 815
Approval of the
Remuneration Implementation
Report 95.55% 4.45% 70.13% 0.01%
------------ ------------ ------------- ------------
Special resolution 205 078
1: 694 5 258 560 210 337 254 39 515
General authority
to repurchase shares 97.50% 2.50% 70.13% 0.01%
------------ ------------ ------------- ------------
Ordinary resolution 208 943
8: 986 1 404 268 210 348 254 28 515
Dividend 99.33% 0.67% 70.13% 0.01%
------------ ------------ ------------- ------------
Ordinary resolution 210 334
9: 329 2 925 210 337 254 39 515
Directors' authority
to implement resolutions 100% 0.00% 70.13% 0.01%
------------ ------------ ------------- ------------
Dividend currency conversion rates and timetable
The final dividend of US 4.0 cents per share having been
approved by shareholders, Tharisa advises as follows:
Shareholders on the principal Cyprus register will be paid in
US$, shareholders whose shares are held through Central Securities
Depositary Participants (CSDPs) and brokers and are traded on the
JSE will be paid in South African Rand (ZAR) and holders of
Depositary Interests traded on the LSE will be paid in Sterling
(GBP). The dividend will be paid from income reserves and may
therefore be subject to dividend withholding tax depending on the
tax residency of the shareholder.
The currency equivalents of the dividend, based on the weighted
average of the South African Reserve Bank's daily rate at
approximately 10:30 (UTC +2) on 5 December 2022, being the currency
conversion date, are as follows:
Exchange rate Dividend per share in payment
currency
South Africa ZAR 17.2587/US$ 69.03480 South African cents per
- JSE share
---------------- ---------------------------------
United Kingdom GBP 0.81486/US$ 3.25944 pence per share
- LSE
---------------- ---------------------------------
The timetable for payment of the dividend is as follows:
Declaration and currency conversion Monday, 5 December 2022
date
Currency conversion rates announced Thursday, 23 February
2023
Last day to trade cum-dividend rights Tuesday, 28 February
on the JSE 2023
Last day to trade cum-dividend rights Wednesday, 1 March 2023
on the LSE
Shares will trade ex-dividend rights Wednesday, 1 March 2023
on the JSE from
Shares will trade ex-dividend rights Thursday, 2 March 2023
on the LSE from
Record date for payment on both JSE Friday, 3 March 2023
and LSE
Dividend payment date Wednesday, 15 March 2023
No dematerialisation or rematerialisation of shares within
Strate will be permitted between Wednesday, 1 March 2023 and
Friday, 3 March 2023, both days inclusive. No transfers between
registers will be permitted between Thursday, 23 February 2023 and
Friday, 3 March 2023, both days inclusive.
Tax implications of the dividend
Shareholders and Depositary Interest holders should note that
information provided should not be regarded as tax advice.
Shareholders are advised that the dividend declared will be paid
out of income reserves and may therefore be subject to dividend
withholding tax depending on the tax residency of the
shareholder.
South African tax residents
South African shareholders are advised that the dividend
constitutes a foreign dividend. For individual South African tax
resident shareholders, dividend withholding tax of 20% will be
applied to the gross dividend of 69.03480 South African cents per
share. Therefore, the net dividend of 55.22784 South African cents
per share will be paid after 13.80696 South African cents in terms
of dividend withholding tax has been applied. Shareholders who are
South African tax resident companies are exempt from dividend tax
and will receive the dividend of 69.03480 South African cents per
share. This does not constitute legal or tax advice and is based on
taxation law and practice in South Africa. Shareholders should
consult their brokers, financial and/or tax advisors with regard to
how they will be impacted by the payment of the dividend.
UK tax residents
UK tax residents are advised that the dividend constitutes a
foreign dividend and that they should consult their brokers,
financial and/or tax advisors with regard to how they will be
impacted by the payment of the dividend.
Cyprus tax residents
Individual Cyprus tax residents are advised that the dividend
constitutes a local dividend and that they should consult their
brokers, financial and/or tax advisors with regard to how they will
be impacted by the payment of the dividend.
Additional information required by the JSE Listing
Requirements
Tharisa has a total of 302 596 743 ordinary shares in issue on
22 February 2023, of which 299 901 330 carry voting rights and are
eligible to receive dividends.
Paphos, Cyprus
23 February 2023
JSE Sponsor
Investec Bank Limited
Connect with us on LinkedIn and Twitter to get further news and
updates about our business.
Investor Relations Contacts:
Ilja Graulich (Head of Investor Relations and
Communications)
+27 11 996 3500
+27 83 604 0820
igraulich@tharisa.com
Financial PR Contacts:
Bobby Morse / Oonagh Reidy
+44 207 466 5000
tharisa@buchanan.uk.com
Broker Contacts:
Peel Hunt LLP (UK Joint Broker)
Ross Allister / Georgia Langoulant
+44 207 7418 8900
BMO Capital Markets Limited (UK Joint Broker)
Thomas Rider / Nick Macann
+44 207 236 1010
Berenberg (UK Joint Broker)
Matthew Armitt / Jennifer Lee / Detlir Elezi
+44 203 207 7800
Nedbank Limited (acting through its Corporate and Investment
Banking division) (RSA Broker)
Carlyle Whittaker
+27 11 294 0061
About Tharisa
Tharisa is an integrated resource group critical to the energy
transition and decarbonisation of economies. It incorporates
exploration, mining, processing and the beneficiation, marketing,
sales, and logistics of PGMs and chrome concentrates, using
innovation and technology as enablers. Its principal operating
asset is the Tharisa Mine, located in the south-western limb of the
Bushveld Complex, South Africa. The mechanised mine has an 18 year
pit life and can extend operations underground by at least 40
years. Tharisa also owns Karo Mining Holdings a development stage,
low-cost, open-pit PGM asset located on the Great Dyke in Zimbabwe.
The Company is committed to reducing its carbon emissions by 30% by
2030 and the development of a roadmap is continuing to be net
carbon neutral by 2050. Tharisa plc is listed on the Johannesburg
Stock Exchange (JSE: THA) and the Main Board of the London Stock
Exchange (LSE: THS).
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END
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