PALLINGHURST RESOURCES LIMITED - Both resolutions passed at General Meeting 96% Approval for Gemfields acquisition

Both resolutions passed at General Meeting – 96% Approval for Gemfields acquisition

PALLINGHURST RESOURCES LIMITED
(Incorporated in Guernsey)
(Guernsey registration Number: 47656)
(South African external company registration number 2009/012636/10)
Share code on the BSX: PALLRES ISIN: GG00B27Y8Z93
Share code on the JSE: PGL
("Pallinghurst")

Both resolutions passed at General Meeting – 96% Approval for Gemfields acquisition

Shareholders are advised that at the Company’s General Meeting held on Monday, 26 June 2017, all
the resolutions set out in the notice of meeting and proposed at the meeting were passed by the
requisite majority of shareholders.

Details of the voting results at the General Meeting are as follows:

Total issued number of ordinary shares                                                      760,452,631
Total number of shares present/represented including proxies at the
meeting (including shares abstained from voting)                                            518,596,548
Percentage of ordinary shares represented at the meeting                                         68.20%


Resolution proposed                                            For            Against        Abstain*
Special resolution 1:
To approve the Pallinghurst Share Plan, Proposed
Extension, amended Articles to reflect the new
management structure, increase in the amount
payable to non-executive directors as fees to a
maximum of US$100,000 each and the general                  403,707,874       114,844,174       44,500
authority to repurchase up to 152,090,526 Ordinary
Shares.                                                           77.85%           22.15%        0.01%
Ordinary resolution 1:
To approve the takeover offer to be made by or on
behalf of Pallinghurst to acquire the total issued and      496,669,799        21,917,249          9,500
to be issued share capital of Gemfields not already
owned by Pallinghurst.                                            95.77%            4.23%        0.00%

*Abstentions are represented as a percentage of total issued number of ordinary shares.

Guernsey

26 June 2017

Transaction sponsor: UBS

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