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Northam’s R6.6 billion Black Economic Empowerment Transaction approved and results of general meeting
NORTHAM PLATINUM LIMITED
Incorporated in the Republic of South Africa
(Registration number 1977/003282/06)
Share issuer code: NHM
ISIN code: ZAE000030912
Debt issuer code: NHMI
ISIN code: ZAG000099524
(“Northam”)
NORTHAM’S R6.6 BILLION BLACK ECONOMIC EMPOWERMENT TRANSACTION APPROVED AND RESULTS OF GENERAL MEETING
Northam shareholders (“shareholders”) are advised that at the general meeting (“GM”) of
shareholders held on Thursday, 19 March 2015, the special and ordinary resolutions, as set
out in the notice of GM dated 17 February 2015, were approved by the requisite majority of
shareholders present or represented by proxy at the GM.
Paul Dunne, Chief Executive Officer of Northam, said: “Northam is delighted to announce
the approval of our landmark BEE transaction. Northam appreciates the overwhelming
shareholder support. The exceptionally high shareholder turnout confirms the importance of
this transaction to Northam’s shareholders and the deep level of support for the transaction.”
The following tables set out the percentage of votes exercised For and Against each
resolution at the GM, and the Percentages Abstained.
In summary, the resolutions essential to the implementation of the proposed black economic
empowerment transaction received shareholder approvals of between 98.6% and 99.1%.
The proposed change in Northam’s memorandum of incorporation received 84.3%
shareholder approval. More than 91% of Northam’s shareholders voted on the resolutions.
In the tables below, the:
- Shares Voted on a resolution are disclosed as a number and a percentage in
relation to the total issued share capital of Northam;
- Votes carried For and Against on a resolution are disclosed as a percentage in
relation to the total number of shares voted at the GM; and
- Percentage Abstained is calculated as a percentage of the total issued share
capital of Northam.
Special resolution number 1 – adoption of new MOI *
Shares Voted For Against Percentage Abstained
364 047 236 84.3% 15.7% 0.1%
91.6%
* Special resolution number 1 will be filed with the Companies and Intellectual Property Commission in due
course.
Special resolution number 2 – directors’ authority to issue shares in terms of sections
41(1) and 41(3) of the Companies Act
Shares Voted For Against Percentage Abstained
364 512 586 99.0% 1.0% 0.0%
91.7%
Special resolution number 3 – financial assistance in terms of sections 44 and 45 of the
Companies Act
Shares Voted For Against Percentage Abstained
362 995 678 99.1% 0.9% 0.4%
91.3%
Special resolution number 4 – general authority to repurchase issued shares
Shares Voted For Against Percentage Abstained
364 155 781 98.6% 1.4% 0.1%
91.6%
Ordinary resolution number 1 – specific issue of subscription shares
Shares Voted * For Against Percentage Abstained
291 311 512 98.8% 1.2% 18.4%
73.3%
* As set out in the GM notice to shareholders, the PIC and its associates were not permitted to vote on ordinary
resolution number 1.
Ordinary resolution number 2 – specific issue of new Northam shares
Shares Voted * For Against Percentage Abstained
291 311 512 98.8% 1.2% 18.4%
73.3%
* As set out in the GM notice to shareholders, the PIC and its associates were not permitted to vote on ordinary
resolution number 2.
Johannesburg
19 March 2015
Sole Corporate Advisor, Bookrunner, Sponsor and Debt Sponsor
One Capital
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