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| Date | 8 Jun 2022 |
| Time | 18:01:14 |
| Category | AGMs and other meetings |
| ID | 2275O |
8 June 2022
GEM DIAMONDS LIMITED
("Gem Diamonds" or "the Company")
Results of Annual General Meeting
The Company announces that at its Annual General Meeting ('AGM') held at 10.00 a.m. on Wednesday 8 June 2022 all resolutions put to the meeting were duly passed by poll vote.
The full text of the resolutions considered at the AGM is contained in the Notice of AGM published on 29 April 2022 which is available on the Company's website at www.gemdiamonds.com
Results of the poll vote on each resolution are set out below:
.
|
Resolution |
For |
% For |
Against |
% Against |
Withheld |
|
|
1 |
To receive the 2021 Annual Report
|
86,618,778 |
99.33 |
581,850 |
0.67 |
19,763 |
|
2 |
To approve the Directors' Remuneration report
|
49,271,442 |
86.8 |
7,491,895 |
13.2 |
30,457,054 |
|
3 |
Re-appointment of auditor
|
84,848,770 |
97.28 |
2,371,621 |
2.72 |
0 |
|
4 |
Remuneration of auditor
|
87,220,391 |
100 |
0 |
0 |
0 |
|
5 |
To approve a final dividend of 2.7 US cents per ordinary share
|
87,220,391 |
100 |
0 |
0 |
0 |
|
6 |
Re-elect Harry Kenyon-Slaney
|
51,530,424 |
90.76 |
5,242,913 |
9.24 |
30,447,054 |
|
7 |
Re-elect Michael Lynch-Bell
|
51,575,950 |
90.86 |
5,187,387 |
9.14 |
30,457,054 |
|
8 |
Re-elect Mike Bell
|
51,534,958 |
90.77 |
5,238,380 |
9.23 |
30,447,054 |
|
9 |
Re-elect Mazvi Maharasoa
|
56,682,317 |
99.84 |
91,021 |
0.16 |
30,447,054 |
|
10 |
Re-elect Rosalind Kainyah
|
56,743,088 |
99.95 |
30,249 |
0.05 |
30,447,054 |
|
11 |
Re-elect Clifford Elphick
|
51,626,325 |
90.93 |
5,147,012 |
9.07 |
30,447,054 |
|
12 |
Re-elect Michael Michael
|
51,609,604 |
90.9 |
5,163,733 |
9.1 |
30,447,054 |
|
13 |
To renew the Directors' authority to allot securities
|
51,071,213 |
58.55 |
36,149,178 |
41.45 |
0 |
|
14 |
Authority for the Company to purchase its own shares
|
84,848,770 |
97.28 |
2,371,621 |
2.72 |
0 |
The Board notes that although Resolution 13 was duly passed, it did not reach the 80% threshold primarily as a result of votes cast by a significant shareholder.
The Board is disappointed in this outcome, given that the resolution represents routine AGM business and reflects UK listed company market practice. The Board considers the flexibility afforded by this authority to be in the best interests of the Company and shareholders and notes that it has received support at past AGMs. However, the Board is aware that certain shareholders have a policy of not supporting such resolutions. The Board remains committed to continuing an open and transparent dialogue and will accordingly, seek to continue to engage with those shareholders regarding their views in this area. The Company will publish an update on this engagement, in accordance with the UK Corporate Governance Code, within six months of the 2022 AGM and in the Company's 2022 Annual Report and Accounts. It will report on any steps that have been taken to understand shareholders' views in relation to these resolutions and what impact any feedback may have on future decisions to be taken by the Board and actions or resolutions to be proposed.
1. All resolutions were passed.
2. Votes "For" and "Against" are expressed as a percentage of votes received.
3. A "Vote withheld" is not a vote in law and is not counted in the calculation of the % of shares voted "For" or "Against" a resolution.
4. The total voting rights of the Company on 7 June 2022 is 139,227,807 Ordinary Shares of US$ 0.01 each. The Company holds 1,520,170 Ordinary Shares in Treasury.
5. In accordance with LR 9.6.2, a copy of the resolutions, other than those concerning ordinary business, will be submitted to the UK Listing Authority and will in due course be available for inspection via the FCA National Storage Mechanism.
6. These poll results will be available shortly on the Company's website www.gemdiamonds.com
For further information, please contact:
Gem Diamonds Limited
Susan Wallace, Company Secretarial department
Tel: +44(0) 203 043 0280
Celicourt Communications
Mark Antelme/Felicity Winkles
Tel: +44 (0) 208 434 2643
About Gem Diamonds:
Gem Diamonds is a leading global diamond producer of high value diamonds. The Company owns 70% of the Letšeng mine in Lesotho and is currently in the process of selling its 100% share of the Ghaghoo mine in Botswana. The Letšeng mine is famous for the production of large, top colour, exceptional white diamonds, making it the highest dollar per carat kimberlite diamond mine in the world. www.gemdiamonds.com