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PAN AFRICAN RESOURCES PLC - Results of annual general meeting and salient dividend dates

Release Date: 22/11/2017 09:00
Code(s): PAN     PDF:  
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Results of annual general meeting and salient dividend dates

Pan African Resources PLC
(Incorporated and registered in England and Wales under Companies Act 1985 with
registered number 3937466 on 25 February 2000)
Share code on AIM: PAF
Share code on JSE: PAN
ISIN: GB0004300496
(“Pan African” or the “Company” or the “Group”)


RESULTS OF ANNUAL GENERAL MEETING AND SALIENT DIVIDEND DATES


RESULTS OF ANNUAL GENERAL MEETING

Pan African shareholders (“Shareholders”) are advised that at the annual general meeting
(“AGM”) of Shareholders held on Tuesday, 21 November 2017, all the ordinary and special
resolutions, save for special resolution number 12, as set out in the notice of AGM dated
20 September 2017, were approved by the requisite majority of shareholders present or
represented by proxy.

The total number of Pan African ordinary shares (“Shares”) eligible to vote at the AGM is
2,234,687,537.

All resolutions proposed at the AGM, together with the percentage of shares abstained, as
well as the percentage of votes carried for and against each resolution, are as follows:

Ordinary resolution number 1: To receive and adopt the directors’ report, the audited
statement of accounts and the auditors’ report for the year ended 30 June 2017

Shares Voted          Abstained              For                    Against

1,732,569,582         271,339
77.53%                0.01%                  100%                   0.00%


Ordinary resolution number 2: To approve the payment of a final dividend for the year
ended 30 June 2017*

Shares Voted          Abstained              For                    Against

1,732,569,582         271,339
77.53%                0.01%                  99.99%                 0.01%

*Shareholders are referred to the salient dates and conversion rate details of the final
dividend below.


Ordinary resolution number 3: To re-elect Mr RM Smith as a director of the Company

Shares Voted          Abstained              For                    Against

1,709,749,337         23,091,584
76.51%                1.03%                  96.92%                  3.08%


Ordinary resolution number 4: To re-elect Mr KC Spencer as a director of the Company

Shares Voted          Abstained              For                    Against

1,709,749,337         23,091,584
76.51%                1.03%                  98.91%                  1.09%


Ordinary resolution number 5: To re-elect Mrs HH Hickey as a member of the audit
committee

Shares Voted          Abstained              For                    Against

1,610,557,753         122,283,168
72.07%                5.47%                  98.29%                 1.71%


Ordinary resolution number 6: To re-elect Mr KC Spencer as a member of the audit
committee

Shares Voted          Abstained              For                    Against

1,709,768,961         23,071,960
76.51%                1.03%                  77.59%                 22.41%


Ordinary resolution number 7: To re-elect Mr TF Mosololi as a member of the audit
committee

Shares Voted          Abstained              For                    Against

1,709,743,259         23,097,662
76.51%                1.03%                  94.14%                 5.86%


Ordinary resolution number 8: To endorse the Company’s remuneration policy

Shares Voted          Abstained             For                   Against

1,698,261,810         34,579,111
76.00%                1.55%                 80.99%                19.01%


Ordinary resolution number 9: To endorse the Company’s remuneration implementation
report

Shares Voted          Abstained             For                   Against

1,698,218,227         34,622,694
75.99%                1.55%                 82.70%                17.30%


Ordinary resolution number 10: To re-appoint Deloitte LLP as auditors of the Company
and to authorise the directors to determine their remuneration

Shares Voted          Abstained             For                   Against

1,732,569,813         271,108
77.53%                0.01%                 99.76%                0.24%


Ordinary resolution number 11: To authorise the directors to allot equity securities

Shares Voted          Abstained              For                   Against

1,732,477,132         363,789
77.53%                0.02%                  57.05%                42.95%


Special resolution number 12: To approve the disapplication of pre-emption rights

Shares Voted          Abstained             For                    Against

1,709,537,603         23,303,318
76.50%                1.04%                 57.67%                 42.33%


Special resolution number 13: To approve market purchases of ordinary shares

Shares Voted          Abstained             For                    Against

1,732,570,213         270,708
77.53%                0.01%                 94.03%                 5.97%


Notes
- Percentages of Shares voted are calculated in relation to the total issued ordinary share capital of
   Pan African.
- Percentages of Shares voted for and against each resolution are calculated in relation to the total
   number of Shares voted in respect of each resolution.
- Abstentions are calculated as a percentage in relation to the total issued ordinary share capital of
   Pan African.


SALIENT DIVIDEND DATES

Shareholders are referred to the Group’s results that were released on 20 September 2017,
wherein an exchange rate of South African Rand (“ZAR”) to the British Pound (“GBP”) of
ZAR/GBP: 17.00:1 was used for illustrative purposes to convert the proposed ZAR dividend
of ZAR0.08279 per share into GBP.

Shareholders are advised that, following the approval of the final dividend at the AGM, the
exchange rate for conversion of the final dividend into GBP is a fixed exchange rate of
ZAR/GBP: 18.51:1 which translates to a final GBP dividend of 0.44727 pence per share. The
dividend will be distributed from income reserves.
The following salient dates apply:

 Currency conversion date                           Tuesday, 21 November 2017
 Last date to trade on the exchanges                Tuesday, 5 December 2017
 Ex-dividend date on the JSE                        Wednesday, 6 December 2017
 Ex-dividend date on the LSE                        Thursday, 7 December 2017
 Record date                                        Friday, 8 December 2017
 Payment date                                       Thursday, 21 December 2017


Notes
- No transfers between the Johannesburg and London registers between the commencement of
   trading on Monday, 4 December 2017 and close of business on Friday, 8 December 2017 will be
   permitted.
- No Shares may be dematerialised or rematerialised between Wednesday, 6 December 2017 and
   Friday, 8 December 2017, both days inclusive.

The final dividend per share was calculated on 2,234,687,537 total shares in issue equating
to ZAR0.08279 per share or 0.44727 pence per share.

The South African dividends tax rate is 20% per share and therefore Shareholders who are
liable to pay dividends tax will receive a net dividend of ZAR0.06623 per Share (0.35782
pence per Share). Non-South African tax resident investors may qualify for a lower dividend
tax rate, subject to completing a dividend tax declaration form which is available from
Computershare Investor Services Proprietary Limited or Link Asset Services who manage
the SA and UK register, respectively. The Company's South African income tax reference
number is 9154588173.


Johannesburg
22 November 2017


CONTACT INFORMATION

Corporate Office                             Registered Office
The Firs Office Building                     Suite 31
1st Floor, Office 101                        Second Floor
Cnr. Cradock and Biermann Avenues            107 Cheapside
Rosebank, Johannesburg                       London
South Africa                                 EC2V 6DN
Office: + 27 (0) 11 243 2900                 United Kingdom
Facsimile: + 27 (0) 11 880 1240              Office: + 44 (0) 20 7796 8644
www.panafricanresources.com                  Facsimile: + 44 (0) 20 7796 8645


Cobus Loots                                  Deon Louw
Pan African Resources PLC                    Pan African Resources PLC
Chief Executive Officer                      Financial Director
Office: + 27 (0) 11 243 2900                 Office: + 27 (0) 11 243 2900

Phil Dexter                                 John Prior / Paul Gillam
St James's Corporate Services Limited       Numis Securities Limited
Company Secretary                           Nominated Adviser and Joint Broker
Office: + 44 (0) 20 7796 8644               Office: +44 (0) 20 7260 1000

Sholto Simpson                              Ross Allister / Chris Burrows
One Capital                                 Peel Hunt LLP
JSE Sponsor                                 Joint Broker
Office: + 27 (0) 11 550 5009                Office: +44 (0) 20 7418 8900

Julian Gwillim                              Jeffrey Couch / Neil Haycock / Thomas Rider
Aprio Strategic Communications              BMO Capital Markets Limited
Public & Investor Relations SA              Joint Broker
Office: +27 (0)11 880 0037                  Office: +44 (0) 20 7236 1010

Bobby Morse / Chris Judd
Buchanan Communications
Public & Investor Relations UK
Office: +44 (0) 207 466 5000

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