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Results of Annual General Meeting of Gold Fields Limited held on 28 May 2025
Gold Fields Limited
Incorporated in the Republic of South Africa
(Registration Number 1968/004880/06)
JSE, NYSE, DIFX Share Code: GFI
ISIN: ZAE000018123
("Gold Fields" or the "Company")
RESULTS OF ANNUAL GENERAL MEETING OF GOLD FIELDS LIMITED HELD ON 28 MAY 2025
Shareholders are advised that at the hybrid Annual General Meeting of Gold Fields
Limited held on Wednesday, 28 May 2025 at 13:30, all resolutions except Special
Resolution one (1) were passed by the requisite majority at the Company's Annual
General Meeting ("AGM") held in person at 150 Helen Road, Sandown, Sandton and
through electronic participation. In accordance with recommended practices, a
poll was conducted on each resolution during the meeting.
Details of the results of the voting are as follows:
Total issued share capital: 895 024 247
Total number of shares present/represented
including proxies at the meeting: 773 817 734
being 86,46% of the total votable shares
Ordinary resolutions % of votes % of votes Number of % of % of
for the against the shares shares shares
resolution resolution voted voted abstained
ORDINARY RESOLUTION – RE-ELECTION OF EXTERNAL AUDITORS AND DESIGNATED AUDIT PARTNER
1: Appointment of PwC as 99.96% 0.04% 773,752,374 86.45% 0.01%
external auditors
ORDINARY RESOLUTIONS ELECTION AND RE-ELECTION OF DIRECTORS
2.1: Election of 99.84% 0.16% 773,739,729 86.45% 0.01%
director – AT Dall
2.2: Election of 99.92% 0.08% 773,742,856 86.45% 0.01%
director – ZBM Bassa
2.3: Re-election of 99.33% 0.67% 773,754,583 86,45% 0.01%
director – SL McCrae
2.4: Re-election of 99.84% 0.16% 773,742,791 86.45% 0.01%
director – MC Bitar
2.5: Re-election of 99.56% 0.44% 773,755,437 86.45% 0.01%
director – JE McGill
2.6: Re-election of 99.73% 0.27% 773,754,350 86.45% 0.01%
director – A Andani
ORDINARY RESOLUTIONS – ELECTION AND RE- ELECTION OF AUDIT CHAIRPERSON AND AUDIT
COMMITTEE MEMBERS
3.1: Re-election of a 99.06% 0.94% 770,321,263 86.07% 0.39%
member and Chairperson
of the Audit Committee –
PG Sibiya
3.2: Election of Audit 99.27% 0.73% 773,750,447 86.45% 0.01%
Committee member – ZBM
Bassa
3.3: Re-election of 99.80% 0.20% 773,748,553 86.45% 0.01%
Audit Committee member –
CAT Smit
Ordinary resolutions % of votes % of votes Number of % of % of
for the against the shares shares shares
resolution resolution voted voted abstained
ORDINARY RESOLUTIONS – ELECTION OF SOCIAL, ETHICS AND TRANSFORMATION ("SET") COMMITTEE
MEMBERS
4.1: Election of a 99.83% 0.17% 773,735,403 86.45% 0.01%
member and Chairperson
of the SET Committee –
MC Bitar
4.2: Election of SET 99.72% 0.28% 773,735,784 86.45% 0.01%
Committee member – A
Andani
4.3: Election of SET 99.60% 0.40% 773,735,926 86.45% 0.01%
Committee member – MJ
Fraser
4.4: Election of SET 99.60% 0.40% 773,735,456 86.45% 0.01%
Committee member – SL
McCrae
4.5: Election of SET 99.79 0.21% 773,733,820 86.45% 0.01%
Committee member – CAT
Smit
ORDINARY RESOLUTIONS – ADVISORY ENDORSEMENTS OF REMUNERATION POLOCY AND REMUNERATION
IMPLEMENTATION REPORT
5.1: Advisory 93.28% 6.72% 773,509,863 86.42% 0.03%
endorsement of the
Remuneration Policy
5.2: Advisory 96.84% 3.16% 771,938,074 86.25% 0.21%
endorsement of the
Remuneration
Implementation Report
ORDINARY RESOLUTIONS – AUTHORITY TO IMPLEMENT THE RESOLUTIONS
6: Authority to 99.97% 0.03% 773,320,656 86.40% 0.06%
implement the
resolutions
Special Resolutions % of votes %of votes Number of % of % of
for the against the shares voted shares shares
resolution resolution voted abstained
SPECIAL RESOLUTION – APPROVAL FOR THE ISSUING OF EQUITY SECURITIES FOR CASH
1: Issue of equity 68.82% 31.18% 773,589,690 86.43% 0.03%
securities for cash
SPECIAL RESOLUTIONS REMUNERATION OF NON-EXECUTIVE DIRECTORS
2.1: The Chairperson 98.02% 1.98% 773,522,225 86.42% 0.03%
of the Board (all-
inclusive fee)
2.2: The Lead 96.74% 3.26% 773,554,010 86.43% 0.03%
Independent Director
of the Board (all-
inclusive fee)
2.3: Members of the 96.81% 3.19% 773,524,704 86.42% 0.03%
Board (excluding the
Chairperson and Lead
Independent Director
of the Board)
2.4: The Chairperson 98.10% 1.90% 773,505,982 86.42% 0.03%
of the Audit
Special Resolutions % of votes %of votes Number of % of % of
for the against the shares voted shares shares
resolution resolution voted abstained
Committee
2.5: The Chairpersons 98.09% 1.91% 773,502,707 86.42% 0.04%
of the Nominating and
Governance
Committee,
Remuneration
Committee, Risk
Committee,
SET Committee, SHSD
Committee, Strategy
and Investment
Committee and
Technical Committee
2.6: Members of the 98.10% 1.90% 773,520,360 86.42% 0.03%
Audit Committee
(excluding the
Chairperson of the
Audit Committee and
Lead Independent
Director of the
Board)
2.7: Members of the 98.09% 1.91% 773,502,832 86.42% 0.04%
Nominating and
Governance
Committee,
Remuneration
Committee, Risk
Committee,
SET Committee, SHSD
Committee, Strategy
and
Investment Committee
and Technical
Committee
SPECIAL RESOLUTION – ACQUISITION OF THE COMPANY'S OWN SHARES
3: Acquisition of the 99.59% 0.41% 773,743,447 86.45% 0.01%
Company's own shares
SPECIAL RESOLUTION – APPROVAL FOR THE COMPANY TO GRANT INTER-GROUP FINANCIAL ASSISTANCE IN
TERMS OF SECTIONS 44 AND 45 OF THE COMPANIES ACT
4: Approval for the 99.49% 0.51% 770,259,226 86.06% 0.40%
Company to grant
inter-Group financial
assistance in terms
of sections 44 and 45
of the Companies Act
28 May 2025
Sponsor
J.P. Morgan Equities South Africa (Pty) Ltd
Date: 28-05-2025 05:41:00
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