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Results of the AGM & engagement with shareholders regarding the group’s remuneration policy & implementation report
NORTHAM PLATINUM HOLDINGS LIMITED NORTHAM PLATINUM LIMITED
Incorporated in the Republic of South Africa Incorporated in the Republic of South Africa
Registration number: 2020/905346/06 Registration number: 1977/003282/06
Share code: NPH ISIN: ZAE000298253 Debt issuer code: NHMI
("Northam Holdings" or the "company" or, together with Bond code: NHM015 Bond ISIN: ZAG000164922
its subsidiaries, "Northam" or the "group") Bond code: NHM016 Bond ISIN: ZAG000167750
Bond code: NHM019 Bond ISIN: ZAG000168105
Bond code: NHM020 Bond ISIN: ZAG000172594
Bond code: NHM021 Bond ISIN: ZAG000181496
Bond code: NHM022 Bond ISIN: ZAG000190133
Bond code: NHM023 Bond ISIN: ZAG000190968
Bond code: NHM024 Bond ISIN: ZAG000195926
Bond code: NHM025 Bond ISIN: ZAG000195934
Bond code: NHM026 Bond ISIN: ZAG000195942
("Northam Platinum")
RESULTS OF THE ANNUAL GENERAL MEETING AND ENGAGEMENT WITH SHAREHOLDERS REGARDING THE GROUP'S REMUNERATION POLICY
AND REMUNERATION IMPLEMENTATION REPORT FOR THE YEAR ENDED 30 JUNE 2023
Northam Holdings shareholders ("shareholders") are advised that at the annual general meeting of shareholders held
on Monday, 30 October 2023 ("AGM"), (i) all the ordinary resolutions other than the non-binding advisory ordinary
resolutions numbers 4.1 and 4.2, and (ii) special resolution number 2, as set out in the notice of AGM dated Tuesday,
22 August 2023, were approved by the requisite majority of shareholders present or represented by proxy at the AGM.
As announced on SENS on Friday, 27 October 2023, special resolution number 1 was withdrawn from consideration
and voting at the AGM.
For each resolution proposed at the AGM, the number and percentage of Northam Holdings ordinary shares ("shares")
voted on the resolution, the percentage of votes for and against each resolution and the percentage of shares in respect
of which shareholders abstained from voting on such resolution, are as follows:
Ordinary resolution number 1.1 – re-election of Mr TI Mvusi as a director
Shares voted For Against Abstained
305 741 187 65.08% 34.92% 0.31%
77.09%
Ordinary resolution number 1.2 – re-election of Mr GT Lewis as a director
Shares voted For Against Abstained
305 741 187 70.37% 29.63% 0.31%
77.09%
Ordinary resolution number 1.3 – re-election of Dr NY Jekwa as a director
Shares voted For Against Abstained
305 740 687 68.49% 31.51% 0.31%
77.09%
Ordinary resolution number 2 – re-appointment of PricewaterhouseCoopers Incorporated (with the designated
external audit partner being Mr AJ Rossouw CA(SA)) as the independent external auditors of the group
Shares voted For Against Abstained
306 587 849 99.66% 0.34% 0.09%
77.30%
Ordinary resolution number 3.1 – election of Ms HH Hickey as a member of the audit and risk committee
Shares voted For Against Abstained
305 740 447 68.11% 31.89% 0.31%
77.09%
Ordinary resolution number 3.2 – election of Dr NY Jekwa as a member of the audit and risk committee
Shares voted For Against Abstained
305 740 447 67.76% 32.24% 0.31%
77.09%
Ordinary resolution number 3.3 – election of Mr MH Jonas as a member of the audit and risk committee
Shares voted For Against Abstained
305 740 447 63.55% 36.45% 0.31%
77.09%
Ordinary resolution number 4.1* – non-binding endorsement of the group's remuneration policy
Shares voted For Against Abstained
305 604 380 33.45% 66.55% 0.34%
77.05%
Ordinary resolution number 4.2* – non-binding endorsement of the group's remuneration implementation report
Shares voted For Against Abstained
305 604 380 40.13% 59.87% 0.34%
77.05%
Special resolution number 2 – approval of financial assistance in terms of sections 44 and 45 of the Companies Act,
No. 71 of 2008
Shares voted For Against Abstained
305 740 760 98.47% 1.53% 0.31%
77.09%
Special resolution number 3 – approval for the general authority to repurchase issued shares
Shares voted For Against Abstained
306 577 157 74.20% 25.80% 0.10%
77.30%
*As more than 25% of the votes cast by shareholders present or represented by proxy at the AGM on ordinary
resolutions number 4.1 and 4.2 were exercised against the non-binding endorsement of the group's remuneration policy
and remuneration implementation report ("non-binding advisory resolutions"), the company will continue to engage
with dissenting shareholders (being shareholders who voted against any of the non-binding advisory resolutions) and,
in accordance with the JSE Limited Listings Requirements and the recommendations of the King IV Report on Corporate
Governance for South Africa, 2016, hereby invites such shareholders to send their comments / concerns / questions
/ recommendations regarding the group's remuneration policy and/or remuneration implementation report, in writing, to
Ms PB Beale, the company secretary of Northam, at trish.beale@norplats.co.za, so as to be received by no later than close
of business on Friday, 15 December 2023.
Notes
- Percentages of shares voted on the resolutions are calculated as a percentage of the total issued share capital of
Northam Holdings, amounting to 396 615 878 shares.
- Percentages of shares voted for or against the resolutions are calculated as a percentage of the total number of
shares voted in respect of the relevant resolution.
- Abstentions are calculated as a percentage of the total issued share capital of Northam Holdings.
Johannesburg
30 October 2023
Corporate Advisor and Sponsor to Northam Holdings
One Capital
Corporate Advisor and Debt Sponsor to Northam Platinum
One Capital
Attorneys to Northam Holdings and Northam Platinum
Webber Wentzel
Date: 30-10-2023 05:25:00
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