| 14 November 2023 | LSE: PDL |
Petra Diamonds Limited
("Petra" or the "Company")
Results of Annual General Meeting
Petra Diamonds Limited announces that, at its Annual General Meeting (AGM) held earlier today, all resolutions set out in the Notice of AGM put to the AGM were passed by the requisite majority.
The full text of each resolution is contained in the Notice of AGM, which is available on the Company's website at https://www.petradiamonds.com/investors/shareholders/meetings/.
Each of the resolutions put to the Annual General Meeting was voted on by way of a poll and the results are set out below. Resolution 6 was withdrawn prior to the AGM as Mr Peter Hill CBE did not offer himself up for re-election as a Director of the Company, as announced on 13 November 2023.
| Resolutions | Votes for (incl discretionary) | % of Votes cast | Votes against | % of Votes Cast | Total Votes Cast | Total Votes Withheld |
| Ordinary resolutions | ||||||
| 1. To receive the Financial Statements of the Company for the year ended 30 June 2023, together with the Reports of the Directors and Auditors (the 2023 Annual Report). | 131,093,808 | 99.77 | 300,312 | 0.23 | 131,394,120 | 127,485 |
| 2. To approve the Directors' Remuneration Policy, as contained in the 2023 Annual Report. | 128,932,971 | 98.03 | 2,587,621 | 1.97 | 131,520,592 | 1,013 |
| 3. To approve the Directors' Annual Remuneration Report (other than the part containing the Directors' Remuneration Policy) for the year ended 30 June 2023, as contained in the 2023 Annual Report. | 128,933,692 | 98.03 | 2,586,900 | 1.97 | 131,520,592 | 1,013 |
| 4. To re-appoint BDO LLP as auditors to hold office until the conclusion of the next AGM of the Company. | 131,218,269 | 99.77 | 302,323 | 0.23 | 131,520,592 | 1,013 |
| 5. To authorise the Directors of the Company to fix the remuneration of the auditors. | 131,218,308 | 99.77 | 302,284 | 0.23 | 131,520,592 | 1,013 |
| 6. To re-elect Mr Peter John Hill, who retires in accordance with the Company's Bye-Laws, as a Director of the Company. | RESOLUTION WITHDRAWN | |||||
| 7. To re-elect Mr Richard Neil Duffy, who retires in accordance with the Company's Bye-Laws, as a Director of the Company. | 131,218,041 | 99.77 | 302,551 | 0.23 | 131,520,592 | 1,013 |
| 8. To re-elect Mr Jacques Breytenbach, who retires in accordance with the Company's Bye-Laws, as a Director of the Company. | 117,598,780 | 89.41 | 13,921,812 | 10.59 | 131,520,592 | 1,013 |
| 9. To re-elect Ms Varda Shine, who retires in accordance with the Company's Bye-Laws, as a Director of the Company. | 128,477,372 | 97.69 | 3,043,220 | 2.31 | 131,520,592 | 1,013 |
| 10. To re-elect Mr Bernard Robert Pryor, who retires in accordance with the Company's Bye-Laws, as a Director of the Company. | 111,672,135 | 84.91 | 19,848,457 | 15.09 | 131,520,592 | 1,013 |
| 11. To re-elect Ms Deborah Gudgeon, who retires in accordance with the Company's Bye-Laws, as a Director of the Company. | 111,659,454 | 84.90 | 19,861,138 | 15.10 | 131,520,592 | 1,013 |
| 12. To re-elect Ms Alexandra Watson, who retires in accordance with the Company's Bye-Laws, as a Director of the Company. | 109,871,731 | 83.54 | 21,648,861 | 16.46 | 131,520,592 | 1,013 |
| 13. To re-elect Mr Jon Stephen Dudas, who retires in accordance with the Company's Bye-Laws, as a Director of the Company. | 130,761,556 | 99.42 | 759,036 | 0.58 | 131,520,592 | 1,013 |
| 14. To elect Ms Hillaren Lerato Molebatsi who was appointed by the Company's Board of Directors in accordance with the Company's Bye-Laws on 3 April 2023, as a Director of the Company. | 130,838,060 | 99.77 | 302,544 | 0.23 | 131,140,604 | 1,013 |
| 15. To authorise the Directors of the Company to issue and allot Relevant Securities within the meaning of Bye-Law 2.4 of the Company's Bye-Laws up to an aggregate nominal amount of £32,366.96 up until the next AGM of the Company. | 82,620,905 | 62.82 | 48,899,687 | 37.18 | 131,520,592 | 1,013 |
(1) The Board notes that although resolution 15, passed, it had a significant number of votes cast against it. The Board will continue its ongoing dialogue with Shareholders and consult as appropriate to fully understand any concerns in relation to this resolution. In accordance with provision 4 of the 2018 UK Corporate Governance Code, the Board shall provide an update on these engagements within six months of the AGM.
(2) As explained in the Company's announcement on 13 November 2023, Peter Hill CBE did not offer himself up for re-election as a Director at the AGM and therefore ceased to be Chair of the Board and the Nomination and Investment Committees immediately following the conclusion of the AGM today. As explained in the Company's announcement on 13 November 2023, Varda Shine has been appointed interim Chair of the Board and Chair of the Nomination and Investment Committees, with effect from the conclusion of the AGM today. Bernard Pryor, Non-Executive Director and Chair of the Health and Safety Committee will become the interim Senior Independent Director. Varda Shine will remain as Chair of the Remuneration Committee.
(3) As explained in the Company's 2023 Annual Report, Johannes Bhatt retired from the Board immediately following the conclusion of the AGM today.
~ Ends ~
For further information, please contact:
Petra Diamonds, London Telephone: +44 20 7494 8203
Patrick Pittaway investorrelations@petradiamonds.com
Julia Stone
About Petra Diamonds Limited
Petra Diamonds is a leading independent diamond mining group and a supplier of gem quality rough diamonds to the international market. The Company's portfolio incorporates interests in three underground mines in South Africa (Finsch, Cullinan Mine and Koffiefontein) and one open pit mine in Tanzania (Williamson). The Koffiefontein mine is currently on care and maintenance in preparation of closure.
Petra's strategy is to focus on value rather than volume production by optimising recoveries from its high-quality asset base in order to maximise their efficiency and profitability. The Group has a significant resource base which supports the potential for long-life operations.
Petra strives to conduct all operations according to the highest ethical standards and only operates in countries which are members of the Kimberley Process. The Group aims to generate tangible value for each of its stakeholders, thereby contributing to the socio-economic development of its host countries and supporting long-term sustainable operations to the benefit of its employees, partners and communities.
Petra is quoted with a premium listing on the Main Market of the London Stock Exchange under the ticker 'PDL'. The Group's loan notes, due in 2026, are listed on the Irish Stock Exchange and admitted to trading on the Global Exchange Market. For more information, visit www.petradiamonds.com.
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