Enhanced Investments - Financial Portal

Results of the annual general meeting

Published: 2023-05-17 15:55:20 ET

Merafe Resources Limited
(Incorporated in the Republic of South Africa)
(Registration number: 1987/003452/06)
JSE share code: MRF
ISIN: ZAE000060000
(“Merafe” or the “Company” or the “Group”)

RESULTS OF THE ANNUAL GENERAL MEETING

Merafe is pleased to advise its shareholders (“Shareholders”) that all the ordinary and special resolutions
proposed in the notice of the annual general meeting (“AGM”) dated 17 March 2023 and tabled at the
Company’s AGM held at 11:00 today, 17 May 2023 were passed by the requisite majority of votes cast by
Shareholders.

The voting results with respect to the resolutions were as follows:

 Resolutions                      Number of       Percentage      Percentage    Percentage     Abstentions
                                shares voted        of shares       of shares     of shares
                                                        voted           voted         voted
                                                                        “For”    “Against”

 Ordinary resolution 1:        1 910 081 550          76.43%          99.98%          0.02%           0.08%
 Adoption of the Group
 audited annual financial
 statements for the year
 ended 31 December 2022

 Ordinary resolution 2.1:      1 911 277 770          76.48%          93.71%          6.29%           0.03%
 Re-election of Ms
 Matsotso Vuso as a
 director of the Company

 Ordinary resolution 2.2:      1 911 317 770          76.48%          99.98%          0.02%           0.03%
 Re-election of Mr Jeffrey
 Mclaughlan as a director
 of the Company

 Ordinary resolution 2.3:      1 911 277 770          76.48%          99.95%          0.05%           0.03%
 Re-election of Mr Katlego
 Tlale as a director of the
 Company

 Ordinary resolution 3.1:      1 911 177 770          76.47%          93.17%          6.83%           0.03%
 Re-appointment of Ms
 Matsotso Vuso as a
 member of the Audit and
 Risk Committee
Resolutions                    Number of     Percentage    Percentage    Percentage    Abstentions
                             shares voted      of shares     of shares     of shares
                                                   voted         voted         voted
                                                                 “For”    “Against”

Ordinary resolution 3.2:     1 911 177 770       76.47%        99.95%         0.05%         0.03%
Re-appointment of Mr
Katlego Tlale as a
member of the Audit and
Risk Committee

Ordinary resolution 3.3:     1 911 177 770       76.47%        99.95%         0.05%         0.03%
Appointment of Ms
Nonhlanhla Mabusela-
Aikhuere as a member of
the Audit and Risk
Committee

Ordinary resolution 4:       1 911 317 770       76.48%        99.27%         0.73%         0.03%
Re-appointment of
Deloitte and Touche Inc.
as the external registered
auditors of the Company
and Ms Tumellano
Lavhengwa as the
designated audit partner

Ordinary resolution 5:       1 911 157 370       76.47%        99.98%         0.02%         0.03%
Authority to sign all
documents required to
give effect to all the
resolutions contained in
the notice of AGM

Ordinary resolution 6.1:     1 909 250 292       76.40%        98.41%         1.59%         0.11%
Non-binding advisory vote
on the Company’s
remuneration policy

Ordinary resolution 6.2:     1 909 250 292       76.40%        98.41%         1.59%         0.11%
Non-binding advisory vote
on the Company’s
remuneration
implementation report
Resolutions                     Number of     Percentage    Percentage    Percentage    Abstentions
                              shares voted      of shares     of shares     of shares
                                                    voted         voted         voted
                                                                  “For”    “Against”

Special resolution 1.1:       1 910 088 292       76.43%        99.80%         0.20%         0.08%
Approval of non-executive
directors’ fees –
Chairperson of the board
of directors of Merafe
(“Board”)

Special resolution 1.2:       1 910 088 292       76.43%        99.78%         0.22%         0.08%
Approval of non-executive
directors’ fees – Board
member

Special resolution 1.3:       1 910 088 292       76.43%        99.80%         0.20%         0.08%
Approval of non-executive
directors’ fees – Audit and
Risk Committee
chairperson

Special resolution 1.4:       1 910 088 292       76.43%        99.80%         0.20%         0.08%
Approval of non-executive
directors’ fees – Audit and
Risk Committee member

Special resolution 1.5:       1 910 088 292       76.43%        99.80%         0.20%         0.08%
Approval of non-executive
directors’ fees –
Remuneration and
Nomination Committee
chairperson

Special resolution 1.6:       1 910 090 292       76.43%        99.80%         0.20%         0.08%
Approval of non-executive
directors’ fees –
Remuneration and
Nomination Committee
member

Special resolution 1.7:       1 910 228 292       76.44%        99.80%         0.20%         0.07%
Approval of non-executive
directors’ fees – Social,
Ethics and Transformation
Committee chairperson
 Resolutions                     Number of      Percentage      Percentage      Percentage     Abstentions
                               shares voted       of shares       of shares       of shares
                                                      voted           voted           voted
                                                                      “For”      “Against”

 Special resolution 1.8:      1 910 230 292          76.44%          99.80%           0.20%           0.07%
 Approval of non-executive
 directors’ fees – Social,
 Ethics and Transformation
 Committee member

 Special resolution 2:        1 910 186 692          76.43%          97.87%           2.13%           0.07%
 Loans or other financial
 assistance to related or
 inter-related companies

 Special resolution 3:        1 911 215 770          76.48%          99.00%           1.00%           0.03%
 General authority to
 repurchase Company
 shares

Notes:
-   Percentages of shares voted are calculated in relation to the total issued share capital of Merafe.
-   Percentages of shares voted “For” and “Against” each resolution are calculated in relation to the total
    number of shares voted in respect of such resolution.
-   Abstentions are calculated as a percentage in relation to the total issued share capital of Merafe.

Sandton
17 May 2023

Sponsor
One Capital

Enhanced Investments, Inc.
329 South Oyster Bay Road #2085
Plainview, NY 11803
team@eninvs.com

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All statements made via social media sites sponsored or maintained by Enhanced Investments and its affiliates are for informational purposes only and do not constitute a comprehensive description of Enhanced Investments' investment advisory services.
Certain investments are not suitable for all investors. Before investing, consider your investment objectives and applicable fees. The rate of return on investments can vary widely over time, especially for long term investments. Investment losses are possible, including the potential loss of all amounts invested. Information provided by Enhanced Investments is for informational and general educational purposes only and is not investment or financial advice.