Last checked at 23 Nov 2018 12:37
23 November 2018 |
Petra Diamonds Limited
("Petra" or the "Company")
Results of Annual General Meeting
Petra Diamonds Limited is pleased to announce that, at its AGM held earlier today, shareholders passed each of the ordinary and special resolutions by the requisite majorities on a poll. The full text of each resolution is contained in the Notice of Annual General Meeting, which is available on the Company's website. The total number of votes cast for each resolution is set out in the table below.
Resolutions | Votes for (incl. discretionary) | % of Votes Cast | Votes Against | % of Votes Cast | Total Votes Cast | Total Votes Withheld |
Ordinary resolutions | ||||||
1. To receive the Financial Statements of the Company for the year ended 30 June 2018, together with the Reports of the Directors and Auditors thereon ("2018 Annual Report"). | 602,337,580 | 100.00 | 0 | 0.00 | 602,337,580 | 1,323,572 |
2. To approve the Directors' Annual Remuneration Report for the year ended 30 June 2018, as contained in the 2018 Annual Report. | 572,130,274 | 97.34 | 15,632,119 | 2.66 | 587,762,393 | 15,898,759 |
3. To re-appoint BDO LLP as auditors to act as such until the conclusion of the next AGM of the Company. | 602,869,873 | 99.87 | 790,222 | 0.13 | 603,660,095 | 1,057 |
4. To authorise the Directors of the Company to fix the remuneration of the auditors. | 587,397,449 | 99.94 | 366,428 | 0.06 | 587,763,877 | 15,897,275 |
5. To re-appoint Mr Adonis Pouroulis, who retires in accordance with the Company's Bye-Laws, as a Director of the Company. | 456,260,262 | 77.88 | 129,585,306 | 22.12 | 585,845,568 | 17,813,361 |
6. To re-appoint Mr Christoffel Johannes Dippenaar, who retires in accordance with the Company's Bye-Laws, as a Director of the Company. | 599,632,627 | 99.33 | 4,024,372 | 0.67 | 603,656,999 | 4,153 |
7. To re-appoint Mr Anthony Carmel Lowrie, who retires in accordance with the Company's Bye-Laws, as a Director of the Company. | 510,965,292 | 84.64 | 92,691,707 | 15.36 | 603,656,999 | 4,153 |
8. To re-appoint Dr Patrick John Bartlett, who retires in accordance with the Company's Bye-Laws, as a Director of the Company. | 603,347,697 | 99.95 | 309,302 | 0.05 | 603,656,999 | 4,153 |
9. To re-appoint Mr Alexander Gordon Kelso Hamilton, who retires in accordance with the Company's Bye-Laws, as a Director of the Company. | 595,257,619 | 98.61 | 8,399,380 | 1.39 | 603,656,999 | 4,153 |
10. To re-appoint Ms Octavia Matshidiso Matloa, who retires in accordance with the Company's Bye-Laws, as a Director of the Company. | 603,449,724 | 99.97 | 207,275 | 0.03 | 603,656,999 | 4,153 |
11. To re-appoint Mr Jacques Breytenbach, who was appointed as a Director by the Company's Board of Directors in accordance with the Company's Bye-Laws on 19 February 2018, as a Director of the Company. | 603,456,070 | 99.97 | 204,179 | 0.03 | 603,660,249 | 903 |
12. To authorise the Directors of the Company to allot Relevant Securities within the meaning of Bye-Law 2.4 of the Company's Bye-Laws. | 601,139,673 | 99.58 | 2,518,951 | 0.42 | 603,658,624 | 2,528 |
Special resolution | ||||||
13. To disapply the pre-emption provisions of Bye-Law 2.5(a) pursuant to Bye-Law 2.6(a)(i) of the Company's Bye-Laws. | 601,132,290 | 99.58 | 2,521,534 | 0.42 | 603,653,824 |
7,328 |
Notes:
1. Votes "For" and "Against" are expressed as a percentage of votes received.
2. A "Vote withheld" is not a vote in law and is not counted in the calculation of the votes "For" or "Against" a resolution.
3. Total number of ordinary shares in issue as at 5pm on 22 November 2018 was 865,336,485.
In accordance with LR 9.6.2R the full text of resolution 13 has been submitted to the National Storage Mechanism and will be available for inspection at www.Hemscott.com/nsm.do.
All resolutions were passed at the Company's Annual General Meeting today with the requisite majority of votes. However, in respect of resolution 5 (the re-appointment of Adonis Pouroulis as Non-Executive Chairman) we acknowledge that a number of our shareholders did not support this resolution.
As recently highlighted in the announcement regarding the appointment of the two new Independent Non-Executive Directors to the Board, the Nomination Committee is focused on progressing with its three-year succession plan which is in line with Petra's development from a phase of intensive capital expenditure and expansion to a focus on steady-state operations. In addition, the Company is further reviewing and optimising the composition of the Board, board committees and senior management structures as well as addressing improving skills and diversity at the higher levels of the business, whilst maintaining continuity and stability.
The Board has made solid progress with its Succession Plan to date and the Company will continue to engage with shareholders and will make further announcements with regards to Board composition later in FY 2019.
~ Ends ~
For further information, please contact:
Petra Diamonds, London Telephone: +44 20 7494 8203
Marianna Bowes investorrelations@petradiamonds.com
Salisha Ilyas
Buchanan Telephone: +44 20 7466 5000
(PR Adviser) pdl@buchanan.uk.com
Bobby Morse
About Petra Diamonds Limited
Petra Diamonds is a leading independent diamond mining group and a consistent supplier of gem quality rough diamonds to the international market. The Company has a diversified portfolio incorporating interests in three underground producing mines in South Africa (Finsch, Cullinan and Koffiefontein) and one open pit producing mine in Tanzania (Williamson). It announced in July 2018 the proposed disposal of its interest in the Kimberley Ekapa Mining JV in South Africa. It also maintains an exploration programme in Botswana and South Africa, which is currently under review.
Petra's strategy is to focus on value rather than volume production by optimising recoveries from its high quality asset base in order to maximise their efficiency and profitability. The Group has a significant resource base of ca. 290 million carats, which supports the potential for long-life operations.
Petra conducts all operations according to the highest ethical standards and will only operate in countries which are members of the Kimberley Process. The Company aims to generate tangible value for each of its stakeholders, thereby contributing to the socio-economic development of its host countries and supporting long-term sustainable operations to the benefit of its employees, partners and communities. Petra is quoted with a premium listing on the Main Market of the London Stock Exchange under the ticker 'PDL' and is a constituent of the FTSE4Good Index. For more information, visit www.petradiamonds.com.