Result of AGM
Gemfields Group Limited announced the results of its Annual General Meeting held on June 23, 2026, where all ordinary resolutions and special resolution 2 were passed, with non-binding advisory votes also receiving over 75% shareholder support. However, special resolution 1, concerning the general authority to issue shares for cash and waiver of pre-emption, failed to pass with the required 75% majority, receiving only 39.93% of the vote. The total number of ordinary shares represented at the meeting was 1,183,478,616, or 68.64% of the total 1,724,230,526 voting shares.
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Share code on JSE:GML (General Segment of JSE Main Board) / AIM:GEM
("Gemfields" or the "Group" or the "Company")
Results of Annual General Meeting 2026
LONDON, 23 JUNE 2026
Shareholders are advised that the Company's Annual General Meeting ("AGM") was held today, Tuesday 23 June 2026.
All ordinary resolutions and special resolution 2 were passed by the requisite majority of shareholders. Both non-binding advisory votes were also passed, with the support of over 75% of shareholders.
The Company acknowledges that special resolution 1 was not passed by the requisite 75% of shareholders required.
Details of the voting results at the AGM are as follows:
| Total number of Ordinary Shares (with voting rights) | 1,724,230,526 | ||
| Total number of Ordinary Shares present/represented including proxies at the meeting ( including shares abstained from voting) | 1,183,478,616 | ||
| Percentage of Ordinary Shares represented at the meeting | 68.64% | ||
| Resolution proposed | For | Against | Abstain 1 |
| Ordinary resolution 1: | |||
| To adopt the Company's Annual Report for the year ended 31 December 2025 | 1,180,912,933 99.78% | 2,565,683 0.22% | 94,670 0.01% |
| Ordinary resolution 2: | |||
| To re-elect Patrick Sacco, who is retiring by rotation, as a Director of the Company | 1,180,715,522 99.77% | 2,759,091 0.23% | 98,673 0.01% |
| Ordinary resolution 3: | |||
| To re-elect Mary Reilly, who is retiring by rotation, as a Director of the Company | 1,180,795,038 99.77% | 2,679,575 0.23% | 98,673 0.01% |
| Ordinary resolution 4: | |||
| To re-appoint Mary Reilly to the Company's Audit and Risk Committee | 1,180,752,894 99.77% | 2,721,719 0.23% | 98,673 0.01% |
| Ordinary resolution 5: | |||
| To re-appoint Kwape Mmela to the Company's Audit and Risk Committee | 1,180,762,104 99.77% | 2,708,909 0.23% | 102,273 0.01% |
| Ordinary resolution 6: | |||
| To re-appoint Simon Scott to the Company's Audit and Risk Committee | 1,180,844,116 99.78% | 2,629,260 0.22% | 98,673 0.01% |
| Ordinary resolution 7: | |||
| To re-appoint Ernst & Young LLP as the Company's auditor (until the conclusion of the 2027 annual general meeting) and to authorise the Directors to fix their remuneration | 1,180,905,236 99.78% | 2,566,959 0.22% | 101,091 0.01% |
| Special resolution 1: | |||
| General authority to issue shares for cash and waiver of pre-emption | 472,504,038 39.93% | 710,973,207 60.07% | 96,041 0.01% |
| Special resolution 2: | |||
| Amendments to the Company's Long Term Incentive Plan | 1,053,480,062 89.03% | 129,756,065 10.97% | 337,159 0.02% |
| Non-binding advisory vote: | |||
| Endorsement of the Company's Remuneration Policy | 1,038,788,501 87.78% | 144,603,518 12.22% | 181,267 0.01% |
| Non-binding advisory vote: | |||
| Endorsement of the Company's Remuneration Implementation Report | 1,053,581,884 89.03% | 129,861,229 10.97% | 130,173 0.01% |
1 Abstentions are represented as a percentage of total number of Ordinary Shares (with voting rights).
| KAGEM MINING LINKEDIN | |
| MONTEPUEZ RUBY MINING LINKEDIN |
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