TIDMGEMD
RNS Number : 9950B
Gem Diamonds Limited
07 June 2023
7 June 2023
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 7 June 2023 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 28 April 2023 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
To receive
the 2022 Annual
1 Report 105,381,665 99.99 5,387 0.01 19,763
------------------ ------------ ------ ----------- ---------- -----------
To approve
the Directors'
Remuneration
2 report 72,745,289 69.02 32,651,526 30.98 10,000
------------------ ------------ ------ ----------- ---------- -----------
Re-appointment
3 of auditor 103,202,343 97.91 2,204,472 2.09 0
------------------ ------------ ------ ----------- ---------- -----------
Remuneration
4 of auditor 105,401,428 99.99 5,387 0.01 0
------------------ ------------ ------ ----------- ---------- -----------
Re-elect Harry
5 Kenyon-Slaney 73,278,971 97.76 1,680,790 2.24 30,447,054
------------------ ------------ ------ ----------- ---------- -----------
Re-elect Michael
6 Lynch-Bell 74,884,923 99.91 64,838 0.09 30,457,054
------------------ ------------ ------ ----------- ---------- -----------
Re-elect Mike
7 Brown 74,888,906 99.91 70,855 0.09 30,447,054
------------------ ------------ ------ ----------- ---------- -----------
Re-elect Mazvi
8 Maharasoa 73,330,149 97.83 1,629,612 2.17 30,447,054
------------------ ------------ ------ ----------- ---------- -----------
Re-elect Rosalind
9 Kainyah 74,894,923 99.91 64,838 0.09 30,447,054
------------------ ------------ ------ ----------- ---------- -----------
Re-elect Clifford
10 Elphick 71,678,333 95.62 3,281,428 4.38 30,447,054
------------------ ------------ ------ ----------- ---------- -----------
Re-elect Michael
11 Michael 71,678,333 95.62 3,281,428 4.38 30,447,054
------------------ ------------ ------ ----------- ---------- -----------
To renew the
Directors'
authority to
12 allot shares 73,302,558 69.54 32,104,257 30.46 0
------------------ ------------ ------ ----------- ---------- -----------
Authority for
the Company
to purchase
13 its own shares 103,202,343 97.91 2,204,472 2.09 0
------------------ ------------ ------ ----------- ---------- -----------
The Board notes that although Resolutions 2 and 12 were duly
passed, they did not reach an 80% threshold primarily because of
the votes cast by a significant shareholder.
Resolution 2 is the annual approval of the Directors'
Remuneration Report and Resolution 12 is the Authority to Allot
Shares.
Resolution 2 represents the resolution supporting the Directors'
Remuneration Report which implemented the Remuneration Policy
approved at the 2021 AGM. The Board has previously discussed the
remuneration structure with the Company's largest shareholders and
is aware that one such shareholder has a materially different view
of how remuneration should be structured. The Board will continue
to engage with shareholders on this subject.
Resolution 12 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 2023 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 7 June 2023 is
141,033,105 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
ir@gemdiamonds.com
Celicourt Communications
Mark Antelme/Felicity Winkles
Tel: +44 (0) 207 770 6424
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
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