REG - Gem Diamonds Limited - Results of Annual General Meeting

Gem DiamondsAnnouncement

05/06/2024 13:15

For best results when printing this announcement, please click on link below:
http://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20240605:nRSE2616Ra&default-theme=true

RNS Number : 2616R  Gem Diamonds Limited  05 June 2024

5 June 2024

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, 5 June 2024 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 26 April 2024 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 2023 Annual Report                     102,251,112  100.00%  -           -%         17,624

 2       To approve the Directors' Remuneration Policy         67,235,441   65.75%   35,022,771  34.25%     10,524

 3       To approve the Directors' Remuneration report         69,554,686   68.02%   32,703,526  31.98%     10,524

 4       Appointment of auditor                                102,268,212  100.00%  -           -%         524

 5       Remuneration of auditor                               102,268,212  100.00%  -           -%         524

 6       Re-elect Harry Kenyon-Slaney                          49,746,600   92.50%   4,035,618   7.50%      48,486,518

 7       Re-elect Michael Lynch-Bell                           72,436,714   99.97%   22,725      0.03%      29,809,297

 8       Re-elect Mike Brown                                   72,436,714   99.98%   12,725      0.02%      29,819,297

 9       Re-elect Mazvi Maharasoa                              71,317,374   98.42%   1,142,065   1.58%      29,809,297

 10      Re-elect Rosalind Kainyah                             72,446,714   99.98%   12,725      0.02%      29,809,297

 11      Re-elect Clifford Elphick                             70,363,067   97.11%   2,096,372   2.89%      29,809,297

 12      Re-elect Michael Michael                              70,363,067   97.11%   2,096,372   2.89%      29,809,297

 13      To renew the Directors' authority to allot shares     71,503,932   69.92%   30,764,280  30.08%     524

 14      Authority for the Company to purchase its own shares  100,327,766  98.10%   1,940,446   1.90%      524

 

The Board notes that although Resolutions 2, 3 and 13 were duly passed, they
did not reach the 80% threshold primarily because of the votes cast by a
significant shareholder.

 

Resolution 2 represents the three-year cycle to approve the new Directors'
Remuneration Policy. The revised policy includes minor amendments to the
policy approved at the 2021 AGM and is in line with UK-listed market best
practice. The Board wrote to the Company's 20 largest shareholders prior to
the finalisation of the new policy and no concerns were raised by any of these
shareholders. It is therefore disappointing that Resolution 2 only received
65.75% support.

 

Resolution 3 represents the resolution supporting the Directors' Remuneration
Report which implemented the Remuneration Policy approved at the 2021 AGM by
90.60%. The Board has previously discussed the remuneration structure with the
Company's largest shareholders. The Board is aware that one such shareholder
has a materially different view of how remuneration should be structured.

 

Resolution 13 represents routine AGM business and reflects UK-listed company
market practice. The Board considers the flexibility afforded by the authority
to allot shares to be in the best interests of the Company. 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 its
shareholders. The Company will publish an update on this engagement, in
accordance with the UK Corporate Governance Code, within six months of the
2024 AGM and in the Company's 2024 Annual Report and Accounts.

 

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 5 June 2024 is 139,715,915
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

Kiki Constantopoulos, Company Secretary

Tel: +44(0) 203 043 0280

ir@gemdiamonds.com

 

Celicourt Communications

Mark Antelme/Felicity Winkles

Tel: +44 (0) 207 777 6424

 

About Gem Diamonds:

Gem Diamonds is a leading global producer of high value diamonds. The Company
owns 70% of the Letšeng mine in Lesotho. The Letšeng mine is famous for the
production of large, exceptional white diamonds, making it the highest dollar
per carat kimberlite diamond mine in the world.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
 or visit
www.rns.com (http://www.rns.com/)
.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
.   END  RAGSSIFEIELSESM