CENTRAL RAND GOLD LIMITED - RESULTS OF ANNUAL GENERAL MEETINGRelease Date: 01/07/2014 14:00:00 Code(s): CRD PDF(s):  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: GG00B92NXM24
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 11:00am on Tuesday, 1 July 2014
(UK time), all resolutions put to the meeting were passed by
shareholders by poll.
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 2013 together with the
directors' and auditors' reports on the annual accounts.
2. To 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 elect Mr Nathan Taylor as a non-executive director of the
Company.
4. To elect Mr Jason Hou as a non-executive director of the Company.
5. To elect Mr Allen Phillips as an independent non-executive
director of the Company.
6. As Mr Patrick Malaza resigned as a director of the Company after
the Company issued its notice of AGM, ordinary resolution number
6 to re-elect Mr Patrick Malaza as a director of the Company
was withdrawn.
7. To approve the Directors Remuneration Report for the financial
year ended 31 December 2013.
The following resolution was put to the meeting as an extraordinary
resolution:
8. 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 pursuant to sub-paragraph
(a) of this resolution up to a maximum aggregate nominal
amount equal to £112,771.21 (being approximately 15 per cent
of the issued share capital of the Company as at 30 May
2014),
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 annual 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:
ORDINARY FOR AGAINST WITHHELD
RESOLUTIONS
1. To receive the 2013 36 305 541 47 864 460
Annual Report and
Accounts
2. To appoint KPMG LLP 36 353 865 0 0
as auditors to the
Company and to
authorise the
directors to fix
their remuneration
3. To elect Mr Nathan 12 314 701 47 864 23 991 300
Taylor as a director
4. To elect Mr Jason Hou 12 314 701 47 864 23 991 300
as a director.
5. To elect Mr Allen 36 353 865 0 0
Philips as a director
7 To approve the 36 270 001 79 864 4 000
Directors’
Remuneration
EXTRAORDINARY
RESOLUTIONS
8. To disapply pre- 30 897 609 5 456 256 0
emption rights
The Notice of Annual General meeting is available on the Company’s
website at www.centralrandgold.com.
For further information, please contact:
Central Rand Gold +27 (0) 87 310 4400
Johan du Toit / Nathan Taylor
Charles Stanley Securities Limited +44 (0) 20 7149 6478
Marc Milmo / Mark Taylor
Merchantec Capital +27 (0) 11 325 6363
Monique Martinez / Marcel Goncalves
Buchanan +44 (0) 20 7466 5000
Bobby Morse / Louise Mason
Jenni Newman Public Relations +27 (0) 11 506 7351
Proprietary Limited
Jenni Newman
Johannesburg
1 July 2014
Sponsor
Merchantec Capital
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