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LONMIN PLC - Annual general meeting Voting results

Release Date: 31/01/2013 17:48
Code(s): LON     PDF:  
Wrap Text
Annual general meeting  – Voting results

Lonmin Plc (Incorporated in England and Wales)
(Registered in the Republic of South Africa under registration number 1969/000015/10)
JSE code: LON
Issuer Code: LOLMI & ISIN : GB0031192486 ("Lonmin")

31 JANUARY 2013

ANNUAL GENERAL MEETING – VOTING RESULTS

At the Annual General Meeting held on 31 January 2013 resolutions 1-5, 7-9 and 11-18 in the Notice of
Meeting were considered by shareholders by means of a poll vote and all resolutions were duly adopted
with votes cast being as set out below :

Resolution 1: To receive the report and accounts for the year ended 30 September 2012

        Votes for       % of    Votes against      % of    Total votes cast   % of issued        Number of
                       votes                      votes                             share   shares on which
                        cast                       cast                           capital        votes were
                                                                                   voting          withheld
     468,242,106       99.32       3,213,046       0.68       471,455,152        82.92%             923,416

Resolution 2: To approve the directors’ remuneration report for the year ended 30 September 2012

        Votes for       % of    Votes against      % of    Total votes cast   % of issued        Number of
                       votes                      votes                             share   shares on which
                        cast                       cast                           capital        votes were
                                                                                   voting          withheld
     322,667,098       70.97     131,987,137      29.03       454,654,235        79.97%          17,728,932

Resolution 3: To reappoint KPMG Audit Plc as the Company’s auditors

        Votes for       % of    Votes against      % of    Total votes cast   % of issued        Number of
                       votes                      votes                             share   shares on which
                        cast                       cast                           capital        votes were
                                                                                   voting          withheld
     466,400,353       98.99       4,747,089       1.01       471,147,442        82.87%           1,235,157

Resolution 4: To authorise the Board to agree the auditors’ remuneration

        Votes for       % of    Votes against      % of    Total votes cast   % of issued        Number of
                       votes                      votes                             share   shares on which
                        cast                       cast                           capital        votes were
                                                                                   voting          withheld
     465,709,472       98.70       6,112,231       1.30       471,821,703        82.99%             558,482




Resolution 5: To re-elect Roger Phillimore as a Director
        Votes for       % of    Votes against         % of   Total votes cast   % of issued        Number of
                       votes                         votes                            share   shares on which
                        cast                          cast                          capital        votes were
                                                                                     voting          withheld
     232,715,447       74.45      79,883,243         25.55      312,598,690        54.98%        159,781,987

Resolution 6: To re-elect Ian Farmer as a Director

Following Mr Farmer’s resignation from the board on 31 December 2012, this resolution was not put to a
vote and therefore not carried.

Resolution 7: To re-elect Len Konar as a Director

        Votes for       % of    Votes against         % of   Total votes cast   % of issued        Number of
                       votes                         votes                            share   shares on which
                        cast                          cast                          capital        votes were
                                                                                     voting          withheld
     224,995,284       71.74      88,637,611         28.26      313,632,895        55.16%        158,747,782

Resolution 8: To re-elect Jonathan Leslie as a Director

        Votes for       % of    Votes against         % of   Total votes cast   % of issued        Number of
                       votes                         votes                            share   shares on which
                        cast                          cast                          capital        votes were
                                                                                     voting          withheld
     282,991,482       90.42      29,994,119          9.58      312,985,601        55.05%        159,397,131

Resolution 9: To re-elect David Munro as a Director

        Votes for       % of    Votes against         % of   Total votes cast   % of issued        Number of
                       votes                         votes                            share   shares on which
                        cast                          cast                          capital        votes were
                                                                                     voting          withheld
     284,737,542       90.91      28,460,141          9.09      313,197,683        55.09%        159,185,463

Resolution 10: To re-elect Cyril Ramaphosa as a Director

As announced on 23 January, Mr Ramaphosa did not seek re-election to the board. Accordingly, this
resolution was not put to a vote and therefore not carried.

Resolution 11: To re-elect Simon Scott as a Director

        Votes for       % of    Votes against         % of   Total votes cast   % of issued        Number of
                       votes                         votes                            share   shares on which
                        cast                          cast                          capital        votes were
                                                                                     voting          withheld

     284,776,282       90.93      28,422,609          9.07      313,198,891        55.09%        159,183,324
Resolution 12: To re-elect Mahomed Seedat as a Director

        Votes for       % of     Votes against      % of     Total votes cast    % of issued        Number of
                       votes                       votes                               share   shares on which
                        cast                        cast                             capital        votes were
                                                                                      voting          withheld
     283,900,401       90.65       29,272,840        9.35       313,173,241         55.08%        159,209,905

Resolution 13: To re-elect Karen de Segundo as a Director

        Votes for       % of     Votes against      % of     Total votes cast    % of issued        Number of
                       votes                       votes                               share   shares on which
                        cast                        cast                             capital        votes were
                                                                                      voting          withheld
     284,692,083       90.90       28,503,927        9.10       313,196,010         55.09%        159,184,667

Resolution 14: To re-elect Jim Sutcliffe as a Director

        Votes for       % of     Votes against      % of     Total votes cast    % of issued        Number of
                       votes                       votes                               share   shares on which
                        cast                        cast                             capital        votes were
                                                                                      voting          withheld
     277,172,081       88.60       35,657,482      11.40        312,829,563         55.02%        159,554,673

Resolution 15: Directors' authority to allot shares
The text of this resolution reads as follows:
“That the Directors be and they are hereby generally and unconditionally authorised in accordance with
section 551 of the Companies Act 2006 (the “Act”) to exercise all the powers of the Company to allot
shares in the Company and to grant rights to subscribe for, or to convert any security into, shares in the
Company (“Rights”) up to an aggregate nominal amount of $189,300,000, provided that this authority shall
expire on the date of the next AGM of the Company or, if earlier, on 30 April 2014, save that the Company
shall be entitled to make offers or agreements before the expiry of such authority which would or might
require shares to be allotted or Rights to be granted after such expiry and the Directors shall be entitled to
allot shares and grant Rights pursuant to any such offer or agreement as if this authority had not expired;
and all unexercised authorities previously granted to the Directors to allot shares and grant Rights be and
are hereby revoked”.

        Votes for       % of      Votes against       % of    Total votes cast         % of         Number of
                       votes                         votes                           issued    shares on which
                        cast                          cast                            share         votes were
                                                                                     capital          withheld
                                                                                     voting
     289,804,054       61.42       182,007,419       38.58       471,811,473        82.98%            570,664

Resolution 16: Purchase of own shares (Special Resolution)
The text of this resolution reads as follows:
“That the Company be generally and unconditionally authorised to make market purchases (within the
meaning of section 693(4) of the Companies Act 2006) of ordinary shares of US$1 in the capital of the
Company (“ordinary shares”) on such terms and in such manner as the Directors may from time to time
determine provided that:
(a)   the maximum number of ordinary shares that may be purchased is 56,800,000;

(b)   the minimum price that may be paid for an ordinary share is US$1;

(c)   the maximum price that may be paid for an ordinary share is an amount equal to 105% of the
      average of the middle-market prices shown in the quotation for an ordinary share as derived from
      the London Stock Exchange Daily Official List for the five business days immediately preceding the
      day on which the ordinary share is contracted to be purchased;

(d)   this authority shall expire at the conclusion of the next AGM of the Company after the passing of this
      resolution or, if earlier, on 30 April 2014 unless previously renewed, varied or revoked by the
      Company in general meeting; and

(e)   the Company may enter into a contract to purchase its ordinary shares under this authority prior to
      its expiry, which contract will or may be executed wholly or partly after such expiry, and may
      purchase its ordinary shares in pursuance of any such contract”.

        Votes for       % of    Votes against      % of    Total votes cast   % of issued        Number of
                       votes                      votes                             share   shares on which
                        cast                       cast                           capital        votes were
                                                                                   voting          withheld
      462,558,372      98.04        9,239,776      1.96       471,798,148        82.98%             586,536

Resolution 17: Notice period for general meetings, other than annual general meetings (Special
Resolution)
The text of this resolution reads as follows:
“That a general meeting, other than an annual general meeting, may be called on not less than 14 clear days’
notice”.

        Votes for       % of    Votes against      % of    Total votes cast   % of issued        Number of
                       votes                      votes                             share   shares on which
                        cast                       cast                           capital        votes were
                                                                                   voting          withheld
      425,861,409      90.26      45,946,623       9.74       471,808,032        82.98%             579,285

Resolution 18: Modification of the Balanced Scorecard Bonus Plan)
The text of this resolution reads as follows:
“That the Lonmin Plc Balanced Scorecard Bonus Plan, in the form, or substantially in the form, produced to
the Meeting and signed by the Chairman for the purposes of identification, be hereby approved and the
directors be hereby authorised to do all things which they may consider necessary or expedient in
administering the Bonus Plan”.

        Votes for       % of    Votes against      % of    Total votes cast   % of issued        Number of
                       votes                      votes                             share   shares on which
                        cast                       cast                           capital        votes were
                                                                                   voting          withheld
      416,495,573      88.72      52,953,167      11.28       469,448,740        82.57%           2,935,383
Enquiries:

Rob Bellhouse                                           +44 (0)20 7201 6000
Company Secretary
Lonmin Plc

Tanya Chikanza                                          +44 (0)20 7201 6007
Head of Investor Relations
Lonmin Plc

END
Sponsor: J.P. Morgan Equities South Africa Proprietary Limited

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