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CRD - Central Rand Gold Limited - Results of Annual General Meeting
Central Rand Gold Limited
(Incorporated as a company with limited liability under the laws of Guernsey,
Company Number 45108)
(Incorporated as an external company with limited liability under the laws of
South Africa,
Registration number 2007/0192231/10)
ISIN: GG00B24HM601
LSE share code: CRND JSE share code: CRD
("Central Rand Gold" or the "Company")
RESULTS OF ANNUAL GENERAL MEETING
Shareholders are hereby advised that at the Annual General Meeting ("AGM") of
Central Rand Gold held at 11:00 on Tuesday, 24 April 2012 (UK time);
resolutions 1, 2, 3, 4 and 6 were passed by shareholders on a show of hands.
Following a poll, requested by the Chairman, resolution 5, an ordinary
resolution failed to be passed by the shareholders as the requisite percentage
of votes required was not obtained.
At the AGM the following resolutions were put to the meeting as ordinary
resolutions:
1. To receive and consider the Company`s annual accounts for the financial
year ended 31 December 2011, together with the directors` and auditors`
reports on the annual accounts.
2. To re-appoint KPMG LLP as auditors to the Company to hold office from the
conclusion of the meeting, until the conclusion of the next meeting at which
accounts are laid before the Company, and to authorise the directors to fix
their remuneration.
3. To re-elect Miklos Salamon as a director of the Company, who retires by
rotation in accordance with Article 16.6 of the Articles and being eligible to
do so, offers himself for re-election.
4. To re-elect Patrick Malaza as a director of the Company, who retires by
rotation in accordance with Article 16.6 of the Articles and being eligible to
do so, offers himself for re-election.
5. To approve the Director`s remuneration report for the financial year ended
31 December 2011.
The following resolution was put to the meeting as an extraordinary
resolution:
6. That the directors be and are hereby empowered to allot equity securities
wholly for cash, pursuant to the authority conferred by Article 4.1 and
Article 10.6 of the Articles as if Article 10.1 of the Articles did not apply
to any such allotment, provided that this power shall be limited to the
allotment of equity securities:
(a) in connection with an offer of such securities by way of rights to
holders of shares in proportion (as nearly as may be practicable) to
their respective holdings of such shares, but subject to such
exclusions or other arrangements as the directors may deem necessary
or expedient in relation to fractional entitlements, or any legal or
practical problems under the laws of any territory, or the
requirements of any regulatory body or stock exchange or otherwise;
and
(b) otherwise than and in addition to sub-paragraph (a) of this
resolution, up to a maximum aggregate nominal amount equal to
GBP799,841 (being approximately 5 per cent of the issued share
capital of the Company as at 23 March 2012);
and provided that this authority shall expire on the 15 month anniversary of
the date of this resolution or on the conclusion of the Company`s next general
meeting, if earlier, save that the Company may, before such expiry make an
offer or agreement which would or might require equity securities to be
allotted after such expiry and the directors may allot equity securities in
pursuance of any such offer or agreement, notwithstanding that the power
conferred hereby has expired and in this resolution the expression ``equity
securities`` and references to the "allotment of equity securities" shall bear
the same respective meanings as in Article 1.1 of the Articles.
The proxy votes cast before the meeting in respect of the individual
resolutions were as follows:
RESOLUTION FOR AGAINST WITHHELD
1 45,876,209 0 23,000
2 45,157,128 455,484 286,597
3 44,955,117 944,092 0
4 44,999,135 900,074 0
5 11,520,772 34,134,419 244,018
6 45,219,154 440,055 240,000
Issued ordinary share capital as at 24 April 2012: 1,599,682,990
Issued on behalf of: Central Rand Gold Limited
For further information, please contact:
Central Rand Gold +27 (0) 11 674 2304
Johan du Toit / Patrick Malaza
Investec +44 (0) 20 7071 4300
Chris Sim / Neil Elliot
Merchantec Capital +27 (0) 11 325 6363
Monique Martinez / Marcel Goncalves
Buchanan +44 (0) 20 7466 5000
Bobby Morse / James Strong
Jenni Newman Public Relations +27 (0) 11 506 7351
Proprietary Limited
Jenni Newman
24 April 2012
Johannesburg
JSE Sponsor
Merchantec Capital
Date: 24/04/2012 13:48:33 Supplied by www.sharenet.co.za
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