To view the PDF file, sign up for a MySharenet subscription.

LONMIN PLC - Results of AGM

Release Date: 16/03/2018 07:05
Code(s): LON     PDF:  
Wrap Text
Results of AGM

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 : GB00BYSRJ698 ("Lonmin")


LEI: 213800FGJZ2WAC6Y2L94

16 MARCH 2018

ANNUAL GENERAL MEETING – VOTING RESULTS

At the Annual General Meeting held on 15 March 2018 all resolutions 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 2017

        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
     172,052,899      98.52       2,585,910       1.48        174,638,809         61.76            47,685

Resolution 2: To approve the Directors’ remuneration policy

        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
     149,546,810      85.66      25,045,159     14.34         174,591,969         61.74            94,288

Resolution 3: To approve the directors’ remuneration report (other than the Directors’ remuneration
policy) for the year ended 30 September 2017

        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
     147,981,019      86.01      24,068,382     13.99         172,049,401         60.84         2,636,842

Resolution 4: To reappoint KPMG LLP 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
      88,661,997      96.15       3,551,472       3.85         92,213,469         32.61        82,472,472

Resolution 5: To authorise the Audit & Risk Committee of 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
     174,595,812        99.98           33,604       0.02      174,629,416           61.75            56,829


Resolution 6: To re-elect Brian Beamish 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

     166,707,986        95.85        7,210,304       4.15      173,918,290          61.50           767,938

Resolution 7: To re-elect Kennedy Bungane 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
     174,516,329        99.94          112,782       0.06      174,629,111           61.75            57,129

Resolution 8: To elect Gillian Fairfield 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
     174,370,853        99.85          261,297       0.15      174,632,150           61.75            54,089

Resolution 9: To re-elect Len Konar as a Director – resolution withdrawn

        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
                                          RESOLUTION WITHDRAWN

Resolution 10: 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
     169,154,451        96.86        5,479,365       3.14      174,633,816           61.76            52,669

Resolution 11: To re-elect Ben Magara 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
     174,507,326       99.93          119,961         0.07        174,627,287            61.75            51,192


Resolution 12: To re-elect Varda Shine 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
     169,289,806       96.94        5,344,836         3.06        174,634,642            61.76            51,844

Resolution 13: To re-elect Barrie van der Merwe 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
     174,517,204       99.94          111,526         0.06        174,628,730            61.75            57,759

Resolution 14: 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 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 US$9,410, provided that this authority shall expire on the
date of the next AGM of the Company or, if earlier, on 15 June 2019, 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
      91,365,878       52.32        83,260,546        47.68        174,626,424          61.75            60,071




Resolution 15: 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 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 28,200,000;

        b) the minimum price that may be paid for an Ordinary Share is US$0.0001;

        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 15 June 2019 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
     171,946,517        98.46        2,684,659       1.54        174,631,176           61.75            47,299

Resolution 16: 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
     171,502,570        98.21        3,134,275       1.79        174,636,845           61.76            49,654


The Board recognises that the significant vote against Resolution 14 (authority to allot shares) is a
reflection of, and in accordance with, prevailing institutional guidelines in South Africa, which differ from
those generally applied in the UK by companies with primary listings on the London Stock Exchange. The
Board notes that the authority granted today by shareholders falls within the Investment Association’s
Share Capital Management Guidelines.



Enquiries:
Seema Kamboj                                           +44 (0)20 3908 1070
Company Secretary
Lonmin Plc

Tanya Chikanza                                         +44 (0)20 3908 1073
EVP, Corporate Strategy, Investor Relations
and Corporate Communications
Lonmin Plc

END

Sponsor: J.P. Morgan Equities South Africa (Pty) Ltd

Date: 16/03/2018 07:05:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
 the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, 
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
 information disseminated through SENS.

Share This Story