ANNOUNCEMENTS 2019

Results of annual general meeting

Northam shareholders (“shareholders”) are advised that at the annual general meeting of shareholders held on Thursday, 7 November 2019 (“AGM”), the ordinary and special resolutions, as set out in the notice of AGM dated Tuesday, 20 August 2019, were approved by the requisite majority of shareholders present or represented by proxy at the AGM. Further details regarding the voting results for each of the resolutions are contained below.

The total number of Northam shares eligible to vote at the AGM is 509 781 212.  

All resolutions proposed at the AGM, together with the number and percentage of shares voted, the percentage of shares abstained, as well as the percentage of votes carried for and against each resolution, are as follows:

Ordinary resolution number 1.1 – re-election of Mr DH Brown as a director

Shares voted For Against Abstained
440 892 301
86.49%
93.94% 6.06% 0.00%

Ordinary resolution number 1.2 – re-election of Mr R Havenstein as a director

Shares voted For Against Abstained
440 892 301
86.49%
91.83% 8.17% 0.00%

Ordinary resolution number 1.3 – re-election of Mr JG Smithies as a director

Shares voted For Against Abstained
440 892 301
86.49%
99.99% 0.01% 0.00%

Ordinary resolution number 1.4 – re-election of Ms TE Kgosi as a director

Shares voted For Against Abstained
440 892 301
86.49%
94.34% 5.66% 0.00%

Ordinary resolution number 1.5 – election of Ms AH Coetzee as a director

Shares voted For Against Abstained
440 892 301
86.49%
99.93% 0.07% 0.00%

Ordinary resolution number 2 – re-appointment of Ernst & Young Inc. as the independent external auditors of the group

Shares voted For Against Abstained
440 892 301
86.49%
82.92% 17.08% 0.00%

Ordinary resolution number 3.1 – re-election of Ms HH Hickey as a member of the audit and risk committee

Shares voted For Against Abstained
440 892 301
86.49%
96.89% 3.11% 0.00%

Ordinary resolution number 3.2 – re-election of Mr DH Brown as a member of the audit and risk committee

Shares voted For Against

Abstained

440 892 301
86.49%
94.27% 5.73%

0.00%

Ordinary resolution number 3.3 – election of Dr NY Jekwa as a member of the audit and risk committee

Shares voted For Against Abstained
440 892 301
86.49%
99.99% 0.01% 0.00%

Ordinary resolution number 3.4 – election of Mr JJ Nel as a member of the audit and risk committee

Shares voted For Against Abstained
440 892 301
86.49%
100.00% 0.00% 0.00%

Ordinary resolution number 4.1 – non-binding endorsement of the group’s remuneration policy

Shares voted For Against Abstained
440 890 223
86.49%
86.35% 13.65% 0.00%

Ordinary resolution number 4.2 – non-binding endorsement of the group’s remuneration implementation report

Shares voted For Against Abstained
440 890 223
86.49%
87.16% 12.84% 0.00%

Special resolution number 1 – approval of non-executive directors’ fees for the year ending 30 June 2020

Shares voted For Against Abstained
440 890 223
86.49%
99.92% 0.08% 0.00%

Special resolution number 2 – approval of financial assistance in terms of section 45 of the Companies Act, No. 71 of 2008

Shares voted For Against Abstained
440 892 301
86.49%
99.59% 0.41% 0.00%

Special resolution number 3 – approval of general authority to repurchase issued shares

Shares voted For Against Abstained
440 883 795
86.48%
98.70% 1.30% 0.00%

Notes

  • Percentages of shares voted are calculated in relation to the total issued share capital of Northam.
  • Percentage of shares voted for and against 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 share capital of Northam.

Johannesburg
7 November 2019

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One Capital