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African Rainbow Minerals Limited
(Incorporated in the Republic of South Africa)
(Registration Number 1933/004580/06)
JSE Share code: ARI
ISIN: ZAE000054045
(“ARM” or the “Company”)
Results of the 90th Annual General Meeting
The shareholders of ARM (“Shareholders”) are advised that at the annual general meeting of Shareholders (“Annual
General Meeting”) held on Friday, 8 December 2023, in terms of the notice of Annual General Meeting distributed to
Shareholders on 26 October 2023, all of the resolutions tabled were passed by the requisite majority of votes cast by
Shareholders present in person or represented by proxy.
As at Friday, 1 December 2023, being the voting record date (“Voting Record Date”), the total issued share capital of ARM
was 224 667 778 (“Issued Shares”) and the total number of votable shares was 196 053 038 (“Votable Shares”). The
number of ARM shares voted in person or by proxy at the Annual General Meeting was 177 580 424 shares, representing
79.04% of the Issued Shares and 90.58% of the Votable Shares.
The voting results were as follows:
SHARES
VOTED SHARES
AS A ABSTAINED
PERCENT AS A
SHARES NUMBER OF PERCENT OF
SHARES VOTED OF ISSUED ISSUED
VOTED FOR AGAINST SHARES SHARES SHARES
RESOLUTION (%)* (%)* VOTED (%) (%)
Ordinary resolution number 1
72.92% 27.08% 177 577 440 79.04% 0.00%
Re-election of Mr AD Botha as a Director
Ordinary resolution number 2
68.38% 31.62% 177 576 740 79.04% 0.00%
Re-election of Mr JA Chissano as a Director
Ordinary resolution number 3
74.85% 25.15% 177 576 740 79.04% 0.00%
Re-election of Mr WM Gule as a Director
Ordinary resolution number 4
99.73% 0.27% 177 578 573 79.04% 0.00%
Re-election of Mr DC Noko as a Director
Ordinary resolution number 5
72.19% 27.81% 177 577 440 79.04% 0.00%
Re-election of Dr RV Simelane as a Director
Ordinary resolution number 6
99.17% 0.83% 177 578 573 79.04% 0.00%
Election of Mr VP Tobias as a Director
Ordinary resolution number 7
Appointment of KPMG Inc as external
auditor and Ms S Loonat as the designated 93.08% 6.92% 177 578 573 79.04% 0.00%
auditor
SHARES
VOTED SHARES
AS A ABSTAINED
PERCENT AS A
SHARES NUMBER OF PERCENT OF
SHARES VOTED OF ISSUED ISSUED
VOTED FOR AGAINST SHARES SHARES SHARES
RESOLUTION (%)* (%)* VOTED (%) (%)
Ordinary resolution number 8
Election of Audit and Risk Committee
Members
Ordinary resolution number 8.1
68.21% 31.79% 177 576 740 79.04% 0.00%
Mr TA Boardman
Ordinary resolution number 8.2
68.31% 31.69% 177 576 740 79.04% 0.00%
Mr F Abbott
Ordinary resolution number 8.3
71.61 % 28.39% 177 576 740 79.04% 0.00%
Mr AD Botha
Ordinary resolution number 8.4
95.11 % 4.89% 177 578 573 79.04% 0.00%
Mr B Nqwababa
Ordinary resolution number 8.5
99.75% 0.25% 177 578 573 79.04% 0.00%
Ms PJ Mnisi
Ordinary resolution number 8.6
71.64 % 28.36% 176 597 494 78.60% 0.44%
Dr RV Simelane
Ordinary resolution number 9
Non-binding advisory vote on the 92.03 % 7.97% 177 578 573 79.04% 0.00%
Company’s Remuneration Policy
Ordinary resolution number 10
Non-binding advisory vote on the
75.73 % 24.27% 177 578 573 79.04% 0.00%
Company’s Remuneration Implementation
Report
Ordinary resolution number 11
Placing control of the authorised but
91.53% 8.47% 177 173 128 78.86% 0.18%
unissued Company shares in the hands of
the Board
Ordinary resolution number 12
General authority to allot and issue shares 90.77% 9.23% 177 173 128 78.86% 0.18%
for cash
SHARES
VOTED SHARES
AS A ABSTAINED
PERCENT AS A
SHARES NUMBER OF PERCENT OF
SHARES VOTED OF ISSUED ISSUED
VOTED FOR AGAINST SHARES SHARES SHARES
RESOLUTION (%)* (%)* VOTED (%) (%)
Special resolution number 1
Annual retainer fees and per Board meeting
attendance fees for Non-Executive Directors
with effect from 1 July 2023
Special resolution number 1.1
Annual retainer fees for Non-Executive 94.31 % 5.69% 177 374 828 78.95% 0.09%
Directors
Special resolution number 1.2
Fees for attending Board meetings for Non- 94.31% 5.69% 177 374 828 78.95% 0.09%
executive Directors
Special resolution number 2
Committee meeting attendance fees for 94.31% 5.69% 177 374 828 78.95% 0.09%
Non-executive Directors
Special resolution number 3
Financial assistance for subscription for 98.80% 1.20% 177 374 828 78.95% 0.09%
securities
Special resolution number 4
Financial assistance for related or inter- 97.75% 2.25% 177 374 828 78.95% 0.09%
related companies
Special resolution number 5
Issue of shares in connection with the
99.34 % 0.66% 177 374 828 78.95% 0.09%
Company’s share or employee incentive
schemes
Special resolution number 6
89.91% 10.09% 177 579 062 79.04% 0.00%
General authority to repurchase shares
* Expressed as a percentage of the number of shares voted per resolution (rounded to the nearest two decimals).
Sandton
11 December 2023
Sponsor: Investec Bank Limited
