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Results of Annual General Meeting
GEMFIELDS GROUP LIMITED
(formerly Pallinghurst Resources Limited)
(Incorporated in Guernsey)
(Guernsey registration Number: 47656)
(South African external company registration number 2009/012636/10)
Share code on the BSX: GML.BH ISIN: GG00BG0KTL52
Share code on the JSE: GML
("Gemfields" or the "Company")
Results of Annual General Meeting
Shareholders are advised that at the Company’s Annual General Meeting (“AGM”) held on Friday 10th May
2019, all of the binding resolutions set out in the notice and proposed at the meeting were passed by the
requisite majority of shareholders.
Details of the voting results at the AGM are as follows:
Total issued number of ordinary shares 1,431,685,553
Shares held by the Company (with no voting rights) (117,342,899)
Total issued number of ordinary shares (with voting rights) 1,314,342,654
Total number of shares present/represented including proxies at the
meeting (including shares abstained from voting) 861,003,430
Percentage of ordinary shares represented at the meeting 65.51%*
Resolution proposed For Against Abstain**
Ordinary Resolution 1:
To adopt the Company’s Annual Report for the year ended 31 800,590,848 13,667 60,398,915
December 2018. 100.00% 0.00% 4.60%
Ordinary Resolution 2:
To re-elect Carel Malan, who is retiring by rotation, as a Director of 800,442,805 207,174 60,353,451
the Company. 99.97% 0.03% 4.59%
Ordinary Resolution 3:
To re-elect Brian Gilbertson, who is retiring by rotation, as a Director 800,206,526 463,453 60,333,451
of the Company. 99.94% 0.06% 4.59%
Ordinary Resolution 4:
To elect each of Martin Tolcher, Lumkile Mondi and Carel Malan 800,480,993 164,771 60,357,666
(subject to his re-election as a Director pursuant to Ordinary
Resolution 2) to the Company's Audit Committee. 99.98% 0.02% 4.59%
Ordinary Resolution 5:
To reappoint BDO LLP as the Company's auditor (until the conclusion 800,543,042 90,123 60,370,265
of the 2020 Annual General Meeting) and to authorise the Directors
to fix their remuneration. 99.99% 0.01% 4.59%
Ordinary Resolution 6:
General authority to issue shares for cash. 696,457,801 95,250,570 69,295,059
87.97% 12.03% 5.27%
Special Resolution 1:
General authority to acquire (repurchase) ordinary shares. 769,980,248 21,716,881 69,306,301
97.26% 2.74% 5.27%
Special Resolution 2:
General authority to cancel shares. 800,496,531 157,616 60,349,283
99.98% 0.02% 4.59%
Non-binding advisory vote:
To endorse the Company’s Remuneration Policy (as set out within the 545,180,718 244,107,932 71,714,780
Remuneration Committee Report). 69.07% 30.93% 5.46%
Non-binding advisory vote:
To endorse the Company’s Remuneration Implementation Report (as 500,298,472 288,992,708 71,712,250
set out within the Remuneration Committee Report). 63.39% 36.61% 5.46%
* All percentage figures are rounded to two decimal places.
**Abstentions are represented as a percentage of total issued number of ordinary shares (with voting rights).
The Company acknowledges that more than 25% of shareholders have voted against the endorsement of the
Company’s Remuneration Policy and Remuneration Implementation Report. The Company will follow up and
engage with those shareholders in due course.
Additional information on Gemfields
Gemfields is a world leading supplier of responsibly sourced coloured gemstones. Gemfields is the operator
and 75% owner of both the Kagem emerald mine in Zambia (believed to be the world’s single largest
producing emerald mine) and the Montepuez ruby mine in Mozambique (one of the most significant recently
discovered ruby deposits in the world). In addition, Gemfields also holds controlling interests in various other
gemstone mining and prospecting licenses in Zambia, Mozambique, Ethiopia and Madagascar.
Gemfields’ outright ownership of Fabergé - an iconic and prestigious brand of exceptional heritage - enables
Gemfields to optimise positioning, perception and consumer awareness of coloured gemstones, advancing the
wider group’s “mine and market” vision.
Gemfields has developed a proprietary grading system and a pioneering auction and trading platform to
provide a consistent supply of coloured gemstones to downstream markets, a key component of Gemfields’
business model and has played an important role in the growth of the global coloured gemstone sector.
Further information on Gemfields Group Limited can be found at www.gemfieldsgroup.com.
For any press enquiries please contact us on investor.relations@gemfields.com.
Guernsey
10th May 2019
Sponsor
Investec Bank Limited
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