Results of the 85th 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”)
Results of the 85th Annual General Meeting
The shareholders of ARM (“Shareholders”) are advised that at the annual general meeting of Shareholders (“Annual
General Meeting”) held on Friday, 7 December 2018, in terms of the notice of Annual General Meeting distributed to
Shareholders on 30 October 2018, 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, 30 November 2018, being the voting record date (“Voting Record Date”), the total issued share capital of
ARM was 220 365 903 (“Issued Shares”) and the total number of votable shares was 191 751 163 (“Votable Shares”). The
number of ARM shares voted in person or by proxy at the Annual General Meeting was 167 103 542 shares, representing
75.83 of the Issued Shares and 87.15 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 Dr M M M Bakane-Tuoane as 83.62 16.38 167 103 542 75.83 0.00
a Director
Ordinary resolution number 2
Re-election of Mr A D Botha as a Director 98.96 1.04 167 103 542 75.83 0.00
Ordinary resolution number 3
Re-election of Mr T A Boardman as a 99.51 0.49 167 103 542 75.83 0.00
Director
Ordinary resolution number 4
Re-election of Mr W M Gule as a Director 86.37 13.63 167 103 542 75.83 0.00
Ordinary resolution number 5
Re-election of Mr A K Maditsi as a Director 85.67 14.33 166 184 339 75.41 0.42
Ordinary resolution number 6
Election of Ms A M Mukhuba as a Director 96.13 3.87 167 103 542 75.83 0.00
Ordinary resolution number 7
Re-appointment of Ernst & Young Inc. as
external auditor and re-appointment of 90.49 9.51 167 103 542 75.83 0.00
Mr L I N Tomlinson as the person designated
to act on behalf of the external auditor
Ordinary resolution number 8
Election of Audit and Risk Committee
Members
Ordinary resolution number 8.1 100.00 0.00 167 103 542 75.83 0.00
Mr T A Boardman
Ordinary resolution number 8.2
Dr M M M Bakane-Tuoane 83.93 16.07 167 103 542 75.83 0.00
Ordinary resolution number 8.3
Mr A D Botha 97.26 2.74 167 103 542 75.83 0.00
Ordinary resolution number 8.4
Mr A K Maditsi 83.83 16.17 166 184 339 75.41 0.42
Ordinary resolution number 8.5
Mr J P Möller 100.00 0.00 167 103 542 75.83 0.00
Ordinary resolution number 8.6
Dr R V Simelane 83.53 16.47 167 103 542 75.83 0.00
Ordinary resolution number 9
Adoption of the 2018 Conditional Share Plan 99.15 0.85 166 184 339 75.41 0.42
Ordinary resolution number 10
Non-binding advisory vote on the 89.58 10.42 166 145 153 75.40 0.43
Company’s Remuneration Policy
Ordinary resolution number 11
Non-binding advisory vote on the
Company’s Remuneration Implementation 92.15 7.85 166 145 153 75.40 0.43
Report
Ordinary resolution number 12
Placing control of the authorised but
unissued Company shares in the hands of
the Board 94.01 5.99 167 103 542 75.83 0.00
Ordinary resolution number 13
General authority to allot and issue shares 90.73 9.27 167 103 542 75.83 0.00
for cash
Special resolution number 1
Annual retainer fees and per Board Meeting
attendance fees for Non-Executive Directors
Special resolution number 1.1
Annual retainer fees for Non-Executive 95.83 4.17 167 103 542 75.83 0.00
Directors
Special resolution number 1.2
Per Board meeting attendance fees for Non- 98.43 1.57 167 103 542 75.83 0.00
executive Directors
Special resolution number 2
Committee meeting attendance fees for 98.60 1.40 167 103 542 75.83 0.00
Non-executive Directors
Special resolution number 3
Financial assistance – for subscription for 79.32 20.68 167 103 542 75.83 0.00
securities
Special resolution number 4
Financial assistance – for related or inter- 99.44 0.56 167 103 542 75.83 0.00
related companies
Special resolution number 5
Issue of shares in connection with the 2018 98.60 1.40 167 103 542 75.83 0.00
Conditional Share Plan
Special resolution number 6
General authority to repurchase shares 96.49 3.51 166 184 339 75.41 0.42
* Expressed as a percentage of the number of shares voted per resolution (rounded to the nearest two decimals).
**Expressed as a percentage of the Issued Shares as at the Voting Record Date (rounded to the nearest two decimals).
Sandton
10 December 2018
Sponsor: Investec Bank Limited
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