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CRD - Central Rand Gold Limited - Results of Annual General Meeting

Release Date: 24/04/2012 13:48:33      Code(s): CRD
CRD - Central Rand Gold Limited - Results of Annual General Meeting             
Central Rand Gold Limited                                                       
(Incorporated as a company with limited liability under the laws of Guernsey,   
Company Number 45108)                                                           
(Incorporated as an external company with limited liability under the laws of   
South Africa,                                                                   
Registration number 2007/0192231/10)                                            
ISIN: GG00B24HM601                                                              
LSE share code: CRND JSE share code: CRD                                        
("Central Rand Gold" or the "Company")                                          
RESULTS OF ANNUAL GENERAL MEETING                                               
Shareholders are hereby advised that at the Annual General Meeting ("AGM") of   
Central Rand Gold held at 11:00 on Tuesday, 24 April 2012 (UK time);            
resolutions 1, 2, 3, 4 and 6 were passed by shareholders on a show of hands.    
Following a poll, requested by the Chairman, resolution 5, an ordinary          
resolution failed to be passed by the shareholders as the requisite percentage  
of votes required was not obtained.                                             
At the AGM the following resolutions were put to the meeting as ordinary        
resolutions:                                                                    
1. To receive and consider the Company`s annual accounts for the financial      
year ended 31 December 2011, together with the directors` and auditors`         
reports on the annual accounts.                                                 
2. To re-appoint KPMG LLP as auditors to the Company to hold office from the    
conclusion of the meeting, until the conclusion of the next meeting at which    
accounts are laid before the Company, and to authorise the directors to fix     
their remuneration.                                                             
3. To re-elect Miklos Salamon as a director of the Company, who retires by      
rotation in accordance with Article 16.6 of the Articles and being eligible to  
do so, offers himself for re-election.                                          
4. To re-elect Patrick Malaza as a director of the Company, who retires by      
rotation in accordance with Article 16.6 of the Articles and being eligible to  
do so, offers himself for re-election.                                          
5. To approve the Director`s remuneration report for the financial year ended   
31 December 2011.                                                               
The following resolution was put to the meeting as an extraordinary             
resolution:                                                                     
6. That the directors be and are hereby empowered to allot equity securities    
wholly for cash, pursuant to the authority conferred by Article 4.1 and         
Article 10.6 of the Articles as if Article 10.1 of the Articles did not apply   
to any such allotment, provided that this power shall be limited to the         
allotment of equity securities:                                                 
    (a)  in connection with an offer of such securities by way of rights to     
         holders of shares in proportion (as nearly as may be practicable) to   
their respective holdings of such shares, but subject to such          
         exclusions or other arrangements as the directors may deem necessary   
         or expedient in relation to fractional entitlements, or any legal or   
         practical problems under the laws of any territory, or the             
requirements of any regulatory body or stock exchange or otherwise;    
         and                                                                    
    (b)  otherwise than and in addition to sub-paragraph (a) of this            
         resolution, up to a maximum aggregate nominal amount equal to          
GBP799,841 (being approximately 5 per cent of the issued share         
         capital of the Company as at 23 March 2012);                           
and provided that this authority shall expire on the 15 month anniversary of    
the date of this resolution or on the conclusion of the Company`s next general  
meeting, if earlier, save that the Company may, before such expiry make an      
offer or agreement which would or might require equity securities to be         
allotted after such expiry and the directors may allot equity securities in     
pursuance of any such offer or agreement, notwithstanding that the power        
conferred hereby has expired and in this resolution the expression ``equity     
securities`` and references to the "allotment of equity securities" shall bear  
the same respective meanings as in Article 1.1 of the Articles.                 
The proxy votes cast before the meeting in respect of the individual            
resolutions were as follows:                                                    
RESOLUTION     FOR              AGAINST          WITHHELD                       
1              45,876,209       0                23,000                         
2              45,157,128       455,484          286,597                        
3              44,955,117       944,092          0                              
4              44,999,135       900,074          0                              
5              11,520,772       34,134,419       244,018                        
6              45,219,154       440,055          240,000                        

                                                                                
Issued ordinary share capital as at 24 April 2012: 1,599,682,990                
Issued on behalf of: Central Rand Gold Limited                                  
For further information, please contact:                                        
Central Rand Gold                       +27 (0) 11 674 2304                     
Johan du Toit / Patrick Malaza                                                  
Investec                                +44 (0) 20 7071 4300                    
Chris Sim / Neil Elliot                                                         
Merchantec Capital                      +27 (0) 11 325 6363                     
Monique Martinez / Marcel Goncalves                                             
Buchanan                                +44 (0) 20 7466 5000                    
Bobby Morse / James Strong                                                      
Jenni Newman Public Relations           +27 (0) 11 506 7351                     
Proprietary Limited                                                             
Jenni Newman                                                                    
24 April 2012                                                                   
Johannesburg                                                                    
JSE Sponsor                                                                     
Merchantec Capital                                                              
Date: 24/04/2012 13:48:33 Supplied by www.sharenet.co.za                     
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