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Results of annual general meeting
NORTHAM PLATINUM HOLDINGS LIMITED NORTHAM PLATINUM LIMITED
Incorporated in the Republic of South Africa Incorporated in the Republic of South Africa
Registration number: 2020/905346/06 Registration number: 1977/003282/06
Share code: NPH ISIN: ZAE000298253 Debt issuer code: NHMI
(“Northam Holdings” or the “company” or, together with Bond code: NHM015 Bond ISIN: ZAG000164922
its subsidiaries, “Northam” or the “group”) Bond code: NHM016 Bond ISIN: ZAG000167750
Bond code: NHM018 Bond ISIN: ZAG000168097
Bond code: NHM019 Bond ISIN: ZAG000168105
Bond code: NHM020 Bond ISIN: ZAG000172594
Bond code: NHM021 Bond ISIN: ZAG000181496
Bond code: NHM022 Bond ISIN: ZAG000190133
Bond code: NHM023 Bond ISIN: ZAG000190968
(“Northam Platinum”)
RESULTS OF ANNUAL GENERAL MEETING
Northam Holdings shareholders (“shareholders”) are advised that at the annual general meeting of shareholders held
on Tuesday, 25 October 2022 (“AGM”), all the ordinary resolutions (other than the non-binding resolutions 4.1 and 4.2)
and special resolutions, as set out in the notice of AGM dated Tuesday, 16 August 2022, were passed 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.
Each resolution proposed at the AGM, together with the number and percentage of Northam Holdings ordinary shares
(“shares”) voted, the percentage of shares in respect of which shareholders abstained from voting and the percentage
of votes carried for and against each resolution, are as follows:
Ordinary resolution number 1.1 – re-election of Mr JG Smithies as a director
Shares voted For Against Abstained
335 324 906 99.85% 0.15% 0.08%
84.55%
Ordinary resolution number 1.2 – re-election of Ms TE Kgosi as a director
Shares voted For Against Abstained
335 304 349 91.19% 8.81% 0.09%
84.54%
Ordinary resolution number 1.3 – re-election of Ms HH Hickey as a director
Shares voted For Against Abstained
335 304 349 92.68% 7.32% 0.09%
84.54%
Ordinary resolution number 2 – appointment of Pricewaterhouse Coopers Inc. (with the designated external audit
partner being Mr AJ Rossouw CA(SA)) as the independent external auditors of the group
Shares voted For Against Abstained
335 304 809 99.87% 0.13% 0.09%
84.54%
Ordinary resolution number 3.1 – election of Ms HH Hickey as a member of the audit and risk committee
Shares voted For Against Abstained
335 304 219 99.51% 0.49% 0.09%
84.54%
Ordinary resolution number 3.2 – election of Dr NY Jekwa as a member of the audit and risk committee
Shares voted For Against Abstained
335 304 219 99.67% 0.33% 0.09%
84.54%
Ordinary resolution number 3.3 – election of Mr MH Jonas as a member of the audit and risk committee
Shares voted For Against Abstained
335 304 219 95.55% 4.45% 0.09%
84.54%
Ordinary resolution number 4.1 * – non-binding endorsement of the group’s remuneration policy
Shares voted For Against Abstained
335 301 049 43.52% 56.48% 0.09%
84.54%
Ordinary resolution number 4.2 * – non-binding endorsement of the group’s remuneration implementation report
Shares voted For Against Abstained
335 301 049 44.01% 55.99% 0.09%
84.54%
Special resolution number 1 – approval of non-executive directors’ fees
Shares voted For Against Abstained
335 304 262 97.82% 2.18% 0.09%
84.54%
Special resolution number 2 – approval of financial assistance in terms of sections 44 and 45 of the Companies Act
No. 71 of 2008
Shares voted For Against Abstained
335 304 219 94.72% 5.28% 0.09%
84.54%
Special resolution number 3 – approval for the general authority to repurchase issued shares
Shares voted For Against Abstained
335 286 202 80.20% 19.80% 0.09%
84.54%
*As more than 25% of the votes cast by shareholders present or represented by proxy at the AGM on ordinary
resolutions 4.1 and 4.2, respectively, were against the non-binding endorsement of the group’s remuneration policy and
the non-binding endorsement of the group’s remuneration implementation report, the company will continue to engage
with dissenting shareholders (i.e. those shareholders who voted against the group’s remuneration policy and/or
remuneration implementation report) and hereby invites such shareholders to send comments / concerns / questions
relating to the group’s remuneration policy and/or remuneration implementation report, in writing, to Ms PB Beale, the
company secretary of Northam, via email at trish.beale@norplats.co.za, to be received by no later than close of business
on Thursday, 15 December 2022.
Notes
- The total number of shares eligible to vote at the AGM was 396 615 877. 1 share is held in treasury and not eligible
to vote at the AGM.
- Percentages of shares voted are calculated in relation to the total issued share capital of Northam Holdings,
amounting to 396 615 878 shares.
- Percentage of shares voted for and against are calculated in relation to the total number of shares voted in respect
of the relevant resolution.
- Abstentions are calculated as a percentage in relation to the total issued share capital of Northam Holdings.
Johannesburg
25 October 2022
Corporate Advisor and Sponsor to Northam Holdings
One Capital
Attorneys to Northam Holdings and Northam Platinum
Webber Wentzel
Corporate Advisor and Debt Sponsor to Northam Platinum
One Capital
Date: 25-10-2022 05:00:00
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