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Report on proceedings at the Annual General Meeting and appointment of Acting Chief Financial Officer
Kumba Iron Ore Limited
A member of the Anglo American plc group
(Incorporated in the Republic of South Africa)
(Registration number 2005/015852/06)
Share code: KIO
ISIN: ZAE000085346
(“Kumba” or “the company”)
REPORT ON PROCEEDINGS AT THE ANNUAL GENERAL MEETING AND APPOINTMENT OF ACTING CHIEF FINANCIAL OFFICER
At the eleventh (11th) annual general meeting (“AGM”) of the shareholders of Kumba held today, 11 May 2017, all the ordinary and special resolutions
proposed at the meeting were approved by the requisite majority of votes. In this regard, Kumba confirms the voting statistics from the AGM as follows:
Votes carried disclosed as a Shares abstained
percentage in relation to the total Shares voted disclosed as a
number of shares voted at the disclosed as a percentage in
meeting Number of percentage in relation to the total
shares voted relation to the total issued share capital*
issued share capital*
Resolutions
For Against
Ordinary resolution number 1: To re-
appoint Deloitte & Touche as 100.00% 0.00% 298,784,226 92.77% 0.00%
independent auditors
Ordinary Resolution Number 2.1 - To
re-elect by way of separate resolutions,
the following non-executive directors 99.99% 0.01% 298,784,871 92.77% 0.00%
by rotation in terms of the
memorandum of incorporation: Allen
Morgan
Ordinary Resolution Number 2.2 - To
re-elect by way of separate resolutions,
the following non-executive directors 99.99% 0.01% 298,773,471 92.76% 0.01%
by rotation in terms of the
memorandum of incorporation:
Buyelwa Sonjica
Ordinary Resolution Number 2.3 - To
re-elect by way of separate resolutions,
the following non-executive directors 99.99% 0.01% 298,774,521 92.76% 0.01%
by rotation in terms of the
memorandum of incorporation: Dolly
Mokgatle
Ordinary Resolution Number 2.4 - To
re-elect by way of separate resolutions,
the following non-executive directors 99.98% 0.02% 298,774,521 92.76% 0.01%
by rotation in terms of the
memorandum of incorporation:
Nonkululeko Dlamini
Ordinary Resolution Number 2.5 - To
re-elect by way of separate resolutions,
the following non-executive directors 99.98% 0.02% 298,783,121 92.77% 0.00%
by rotation in terms of the
memorandum of incorporation:
Seamus French
Ordinary Resolution Number 2.6 - To
re-elect by way of separate resolutions,
the following non-executive directors 99.98% 0.02% 298,784,521 92.77% 0.00%
by rotation in terms of the
memorandum of incorporation:
Stephen Pearce
Ordinary Resolution Number 2.7 - To
re-elect by way of separate resolutions,
the following non-executive directors 99.99% 0.01% 298,783,471 92.77% 0.00%
by rotation in terms of the
memorandum of incorporation:
Terence Goodlace
Ordinary Resolution Number 3.1 - To
elect, by way of separate resolutions,
the following directors as members of 99.77% 0.23% 298,733,565 92.75% 0.02%
the Audit Committee in terms of
Section 94 of the Companies Act No. 71
of 2008 as amended: Allen Morgan
Ordinary Resolution Number 3.2 - To
elect, by way of separate resolutions,
the following directors as members of 99.77% 0.23% 298,723,215 92.75% 0.02%
the Audit Committee in terms of
Section 94 of the Companies Act No. 71
of 2008 as amended: Dolly Mokgatle
Ordinary Resolution Number 3.3 - To
elect, by way of separate resolutions,
the following directors as members of 99.95% 0.05% 298,784,871 92.77% 0.00%
the Audit Committee in terms of
Section 94 of the Companies Act No. 71
of 2008 as amended: Terence Goodlace
Ordinary Resolution Number 4 -
Approval of the remuneration policy 83.40% 16.60% 298,683,411 92.73% 0.03%
and its implementation thereof by way
of a non-binding advisory vote
Ordinary Resolution Number 5 -
General authority for directors to allot 98.82% 1.18% 298,784,186 92.77% 0.00%
and issue ordinary shares
Special Resolution Number 1 - Approval
of the revised Memorandum of 93.93% 6.07% 298,784,272 92.77% 0.00%
Incorporation
Special Resolution Number 2 - General 99.71% 0.29% 298,786,521 92.77% 0.00%
authority to issue shares for cash
Special Resolution number 3 - Approval
of remuneration of non-executive 99.99% 0.01% 298,777,328 92.76% 0.01%
directors
Special Resolution Number 4 - Approval
for the granting of financial assistance 99.10% 0.90% 298,782,441 92.76% 0.00%
in terms of Sections 44 and 45 of the
Companies Act No. 71 of 2008
Special Resolution Number 5 - General 99.48% 0.52% 298,786,891 92.77% 0.00%
authority to repurchase shares
*Total issued share capital is 322 085 974.
The special resolution/s will, where necessary, be lodged for registration with the Companies and Intellectual Property Commission in due course.
As previously communicated to the market, Frikkie Kotzee, the Chief financial officer stepped down at the annual general meeting today, after 5 years in
the role. A rigorous process is underway to identify and appoint his replacement. In the interim, the Company advises that Johan Prins will assume the role
of Acting Chief Financial Officer. Johan is currently the executive head of finance and plays a critical role in providing high level guidance and support to the
board and executive management team.”
Centurion
11 May 2017
Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)
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