Results of the 90th Annual General Meeting
African Rainbow Minerals Limited
(Incorporated in the Republic of South Africa)
(Registration Number 1933/004580/06)
JSE Share code: ARI
ISIN: ZAE000054045
("ARM" or the "Company")
Results of the 90th Annual General Meeting
The shareholders of ARM ("Shareholders") are advised that at the annual general meeting of Shareholders ("Annual
General Meeting") held on Friday, 8 December 2023, in terms of the notice of Annual General Meeting distributed to
Shareholders on 26 October 2023, all of the resolutions tabled were passed by the requisite majority of votes cast by
Shareholders present in person or represented by proxy.
As at Friday, 1 December 2023, being the voting record date ("Voting Record Date"), the total issued share capital of ARM
was 224 667 778 ("Issued Shares") and the total number of votable shares was 196 053 038 ("Votable Shares"). The
number of ARM shares voted in person or by proxy at the Annual General Meeting was 177 580 424 shares, representing
79.04% of the Issued Shares and 90.58% of the Votable Shares.
The voting results were as follows:
SHARES
VOTED SHARES
AS A ABSTAINED
PERCENT AS A
SHARES NUMBER OF PERCENT OF
SHARES VOTED OF ISSUED ISSUED
VOTED FOR AGAINST SHARES SHARES SHARES
RESOLUTION (%)* (%)* VOTED (%) (%)
Ordinary resolution number 1
Re-election of Mr AD Botha as a Director 72.92% 27.08% 177 577 440 79.04% 0.00%
Ordinary resolution number 2
Re-election of Mr JA Chissano as a Director 68.38% 31.62% 177 576 740 79.04% 0.00%
Ordinary resolution number 3
Re-election of Mr WM Gule as a Director 74.85% 25.15% 177 576 740 79.04% 0.00%
Ordinary resolution number 4
Re-election of Mr DC Noko as a Director 99.73% 0.27% 177 578 573 79.04% 0.00%
Ordinary resolution number 5
Re-election of Dr RV Simelane as a Director 72.19% 27.81% 177 577 440 79.04% 0.00%
Ordinary resolution number 6
Election of Mr VP Tobias as a Director 99.17% 0.83% 177 578 573 79.04% 0.00%
Ordinary resolution number 7
Appointment of KPMG Inc as external 93.08% 6.92% 177 578 573 79.04% 0.00%
auditor and Ms S Loonat as the designated
auditor
SHARES
VOTED SHARES
AS A ABSTAINED
PERCENT AS A
SHARES NUMBER OF PERCENT OF
SHARES VOTED OF ISSUED ISSUED
VOTED FOR AGAINST SHARES SHARES SHARES
RESOLUTION (%)* (%)* VOTED (%) (%)
Ordinary resolution number 8
Election of Audit and Risk Committee
Members
Ordinary resolution number 8.1 68.21% 31.79% 177 576 740 79.04% 0.00%
Mr TA Boardman
Ordinary resolution number 8.2 68.31% 31.69% 177 576 740 79.04% 0.00%
Mr F Abbott
Ordinary resolution number 8.3 71.61% 28.39% 177 576 740 79.04% 0.00%
Mr AD Botha
Ordinary resolution number 8.4 95.11 % 4.89% 177 578 573 79.04% 0.00%
Mr B Nqwababa
Ordinary resolution number 8.5 99.75% 0.25% 177 578 573 79.04% 0.00%
Ms PJ Mnisi
Ordinary resolution number 8.6 71.64 % 28.36% 176 597 494 78.60% 0.44%
Dr RV Simelane
Ordinary resolution number 9 92.03% 7.97% 177 578 573 79.04% 0.00%
Non-binding advisory vote on the
Company's Remuneration Policy
Ordinary resolution number 10 75.73% 24.27% 177 578 573 79.04% 0.00%
Non-binding advisory vote on the
Company's Remuneration Implementation
Report
Ordinary resolution number 11 91.53% 8.47% 177 173 128 78.86% 0.18%
Placing control of the authorised but
unissued Company shares in the hands of
the Board
Ordinary resolution number 12 90.77% 9.23% 177 173 128 78.86% 0.18%
General authority to allot and issue shares
for cash
SHARES
VOTED SHARES
AS A ABSTAINED
PERCENT AS A
SHARES NUMBER OF PERCENT OF
SHARES VOTED OF ISSUED ISSUED
VOTED FOR AGAINST SHARES SHARES SHARES
RESOLUTION (%)* (%)* VOTED (%) (%)
Special resolution number 1
Annual retainer fees and per Board meeting
attendance fees for Non-Executive Directors
with effect from 1 July 2023
Special resolution number 1.1 94.31% 5.69% 177 374 828 78.95% 0.09%
Annual retainer fees for Non-Executive
Directors
Special resolution number 1.2 94.31% 5.69% 177 374 828 78.95% 0.09%
Fees for attending Board meetings for Non-
executive Directors
Special resolution number 2 94.31% 5.69% 177 374 828 78.95% 0.09%
Committee meeting attendance fees for
Non-executive Directors
Special resolution number 3 98.80% 1.20% 177 374 828 78.95% 0.09%
Financial assistance for subscription for
securities
Special resolution number 4 97.75% 2.25% 177 374 828 78.95% 0.09%
Financial assistance for related or inter-
related companies
Special resolution number 5 99.34% 0.66% 177 374 828 78.95% 0.09%
Issue of shares in connection with the
Company's share or employee incentive
schemes
Special resolution number 6 89.91% 10.09% 177 579 062 79.04% 0.00%
General authority to repurchase shares
* Expressed as a percentage of the number of shares voted per resolution (rounded to the nearest two decimals).
Sandton
11 December 2023
Sponsor: Investec Bank Limited
Date: 11-12-2023 03:30:00
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