10 Aug 2020 13:49
10 August 2020
Petropavlovsk PLC (the "Company")
Results of Requisitioned General Meeting
The Requisitioned General Meeting (the "RGM") of Shareholders of Petropavlovsk PLC (the "Company") was held at 11 am on 10 August 2020 at the offices of White & Case LLP, 5 Old Broad Street, London EC2N 1DW.
Resolutions proposed by Prosperity
Resolutions 1 and 3 to 6 failed. Resolution 2, to appoint Mr Michael Kavanagh as a Director of the Company was approved by Shareholders. However, Resolution 18, proposed by Everest was also approved. As stated in the Company's Circular and Notice of Requisitioned General Meeting (the "Notice"), Resolution 18 proposed that all Directors appointed since 9 July 2020 up until the conclusion of the RGM are removed as Directors. Consequently, Mr Kavanagh's appointment as a Director terminated upon the passing of Resolution 18.
Resolutions proposed by Everest
Resolutions 7 and 8 failed. Special Resolution 19 was approved. The Company is now required to arrange for an independent forensic investigation of related party transactions during the 3 years prior to the date of the RGM. Full details of the Resolution are contained in the Circular, which is available on the Company's website.
All other Resolutions proposed by Everest were approved by Shareholders.
Board
Following the RGM the Board comprises of: Mr James W. Cameron Jr, Mr Maksim Kharin, Ms Charlotte Philipps and Mrs Katia Ray.
All voting was undertaken on a poll.
The table below shows the votes received for and against each of the Resolutions.
Resolution | Votes For | Votes Against | Votes Withheld | Total Votes Cast (excl. Withheld) | ||||
Shares | % of Shares Voted | Shares | % of Shares Voted | Shares | ||||
1 | Re-appoint Mr Damien Hackett | 1,468,200,200 | 44.91% | 1,801,252,926 | 55.09% | 77,336,089 | 3,269,453,126 | |
2 | Appoint Mr Michael Kavanagh | 1,778,761,658 | 54.41% | 1,490,633,261 | 45.59% | 77,394,295 | 3,269,394,919 | |
3 | Re-appoint Mr Harry Kenyon-Slaney | 1,467,964,819 | 44.90% | 1,801,360,345 | 55.10% | 77,464,051 | 3,269,325,164 | |
4 | Re-appoint Dr Pavel Maslovskiy | 1,467,403,925 | 44.88% | 1,801,891,114 | 55.12% | 77,495,175 | 3,269,295,039 | |
5 | Re-appoint Mr Timothy McCutcheon | 1,414,209,960 | 43.26% | 1,855,035,583 | 56.74% | 77,530,671 | 3,269,245,543 | |
6 | Appoint Mr Vitaliy Zarkhin | 1,464,556,545 | 44.80% | 1,804,686,948 | 55.20% | 77,535,721 | 3,269,243,493 | |
7 | Appoint Mr Paul Bushell | 704,521,031 | 32.07% | 1,492,465,801 | 67.93% | 1,149,808,693 | 2,196,986,832 | |
8 | Appoint Mr Ivan Kulakov | 854,201,818 | 36.39% | 1,493,313,059 | 63.61% | 999,280,648 | 2,347,514,877 | |
9 | Re-appoint Mr James Cameron Jr | 2,181,662,387 | 88.31% | 288,680,643 | 11.69% | 876,749,279 | 2,470,343,030 | |
10 | Re-appoint Ms Charlotte Philipps | 2,181,221,789 | 88.30% | 289,010,590 | 11.70% | 876,519,930 | 2,470,232,379 | |
11 | Re-appoint Mr Maksim Kharin | 2,180,649,780 | 88.27% | 289,726,378 | 11.73% | 876,376,151 | 2,470,376,158 | |
12 | Re-appoint Ms Ekaterina Ray | 2,281,603,221 | 91.21% | 219,851,922 | 8.79% | 844,681,166 | 2,501,455,143 | |
13 | Remove Mr Peter Hambro | 3,053,475,433 | 93.00% | 229,789,932 | 7.00% | 63,566,945 | 3,283,265,365 | |
14 | Remove Dr Alya Samokhvalova | 3,031,611,622 | 92.34% | 251,660,016 | 7.66% | 63,472,380 | 3,283,271,638 | |
15 | Remove Ms Angelica Phillips | 3,053,925,200 | 93.02% | 229,043,338 | 6.98% | 63,775,480 | 3,282,968,538 | |
16 | Remove Mr Jonathan Smith | 3,054,098,101 | 93.03% | 228,758,054 | 6.97% | 63,887,863 | 3,282,856,155 | |
17 | Remove Mr Martin Smith | 3,062,819,841 | 93.30% | 219,965,959 | 6.70% | 63,958,218 | 3,282,785,800 | |
18 | Remove any person appointed as Director since 9 July up to the end of this AGM | 1,525,697,758 | 50.58% | 1,490,827,430 | 49.42% | 330,265,735 | 3,016,525,188 | |
SPECIAL RESOLUTION | ||||||||
19 | Independent financial forensic investigation | 2,521,880,721 | 83.86% | 485,344,313 | 16.14% | 339,453,308 | 3,007,225,034 | |
Notes:
1. A 'Vote' withheld is not a vote in law and is not counted in the calculations of the votes 'For' or 'Against' a resolution
2. The total number of shares in issue as at 6pm on 7 August 2020 was 3,899,492,481 ordinary shares with 3,899,492,481 voting rights
3. c.86% voting capital was instructed
The voting figures will be displayed shortly on the Company's website at www.petropavlovsk.net
This announcement contains inside information for the purposes of Article 7 of Regulation (EU) No 596/2014.
About Petropavlovsk
Petropavlovsk PLC (LSE: POG. MOEX: POGR) is a major integrated Russian gold producer with JORC Resources of 21.03Moz Au which include Reserves of 8.46Moz Au. Following its IPO on the Alternative Investment Market (AIM) in 2002, Petropavlovsk was promoted to the London Stock Exchange in 2009, where today it is a Premium Listed company and a constituent of the FTSE 250, FTSE 350 and FTSE All Share indices.
The Company's key operating mines (Pioneer, Malomir and Albyn) are in the Amur Region in the Russian Far East. Petropavlovsk has produced a total of c.7.8Moz of gold since operations began in 1994 and has a strong track record of mine development, expansion and asset optimisation.
The Group recently entered a new era of growth following the successful commissioning and start-up of its flagship asset, the Pressure Oxidation (POX) Hub at Pokrovskiy, which enables the processing of the Company's abundant refractory reserves and resources.
Petropavlovsk is one of the region's largest employers and one of the largest contributors to the sustainable development of the local economy.
Enquiries
Please visit www.petropavlovsk.net or contact:
Petropavlovsk PLC Patrick Pittaway / Max Zaltsman / Viktoriya Kim
| +44 (0) 20 7201 8900 TeamIR@petropavlovsk.net |
Peel Hunt LLP Ross Allister / David McKeown / Alexander Allen | +44 (0) 20 7418 8900 |
Canaccord Genuity Limited Henry Fitzgerald-O'Connor / James Asensio | +44 (0) 20 7523 8000 |
Buchanan Bobby Morse / Kelsey Traynor / Ariadna Peretz
| +44 (0) 20 7466 5000 POG@buchanan.uk.com |