Result of AGM
Serabi Gold plc held its Annual General Meeting on June 18, 2026, where ordinary and special resolutions were voted on. The adoption of the Directors' Report and financial statements for the year ended December 31, 2025, and the declaration of a final dividend of 5 pence per ordinary share were overwhelmingly approved with over 99.9% of votes in favour. However, resolutions to approve the Directors' Remuneration Report and Directors' Remuneration Policy saw significant opposition, with 52.34% and 50.37% of votes against, respectively. All directors proposed for re-election, including Michael Lynch-Bell, Michael Hodgson, Colm Howlin, Luis Azevedo, and Deborah Gudgeon, were approved with substantial majority votes, ranging from 71.13% to 98.04%. The re-appointment of PKF Littlejohn LLP as auditor and the authorisation for the Audit and Risk Committee to fix their remuneration were also passed with high approval rates. Resolutions authorising the directors to allot shares and allot equity securities for cash, including for acquisitions and capital investments, were approved with approximately 94% of votes in favour. The company also received authorisation for market purchases of its ordinary shares.
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Serabi Gold plc (AIM:SRB, TSX:SBI), the Brazilian-focused gold mining and development company, announces that at the Annual General Meeting of the Company held at 3:00pm on 18 June 2026, the ordinary and special resolutions (the “Resolutions”) proposed in the notice of meeting dated 22 May 2026 (the "Notice of Meeting”) were voted via a poll as follows:
Unless otherwise stated all defined terms in this announcement are consistent with the definitions set out in the Notice of Meeting.
| RESOLUTION | VOTES FOR | % | VOTES AGAINST | % | VOTES TOTAL | % of ISC* VOTED | VOTES WITHHELD |
|---|---|---|---|---|---|---|---|
| 1. That the Directors' Report and financial statements of the Company for the year ended 31 December 2025 be received and adopted. | 15,314,622 | 99.94% | 9,813 | 0.06% | 15,324,435 | 20.08% | 19,039,905 |
| 2. To declare a final dividend of 5 pence per ordinary share for the year ended 31 December 2025. | 15,426,627 | 99.95% | 8,374 | 0.05% | 15,435,001 | 20.23% | 18,929,339 |
| 3. To approve the Directors’ Remuneration Report for the year ended 31 December 2025 set out on pages 82 to 93 of the 2025 Annual Report (excluding the Remuneration Policy).** | 7,350,751 | 47.66% | 8,073,405 | 52.34% | 15,424,156 | 20.21% | 18,940,184 |
| 4. To approve the Directors’ Remuneration Policy set out on pages 85 to 89 of the 2025 Annual Report.** | 7,656,210 | 49.63% | 7,769,379 | 50.37% | 15,425,589 | 20.21% | 18,938,751 |
| 5. To re-elect Mr Michael Lynch-Bell as a Director. | 14,566,497 | 94.56% | 837,257 | 5.44% | 15,403,754 | 20.19% | 18,960,586 |
| 6. To re-elect Mr Michael Hodgson as a Director. | 14,928,431 | 96.87% | 481,831 | 3.13% | 15,410,262 | 20.19% | 18,954,078 |
| 7. To re-elect Mr Colm Howlin as a Director. | 14,768,001 | 95.83% | 641,971 | 4.17% | 15,409,972 | 20.19% | 18,954,368 |
| 8. To re-elect Mr Luis Azevedo as a Director. | 10,960,046 | 71.13% | 4,447,918 | 28.87% | 15,407,964 | 20.19% | 18,956,376 |
| 9. To re-elect Ms Deborah Gudgeon as a Director. | 15,105,868 | 98.04% | 302,366 | 1.96% | 15,408,234 | 20.19% | 18,956,106 |
| 10. To re-appoint PKF Littlejohn LLP as auditor of the Company. | 15,454,124 | 99.82% | 27,764 | 0.18% | 15,481,888 | 20.29% | 18,953,941 |
| 11. To authorise the Audit and Risk Committee of the Company to fix the auditors' remuneration and the terms of their engagement. | 15,412,434 | 99.85% | 22,437 | 0.15% | 15,434,871 | 20.23% | 18,929,437 |
| 12. That the Directors be and are hereby authorised to allot shares in the Company up to a nominal value of £2,500,000. | 14,524,753 | 94.15% | 902,058 | 5.85% | 15,426,811 | 20.22% | 18,937,529 |
| 13. That subject to the passing of resolution 12, the Directors are empowered to allot equity securities for cash, up to (a) a maximum nominal value of £757,000 and (b) a further nominal amount of 20% of the allotment or sale under (a) for the purpose of a follow-on offer. | 14,552,790 | 94.41% | 861,226 | 5.59% | 15,414,016 | 20.20% | 18,950,324 |
| 14. That subject to the passing of resolution 12, the Directors, in addition to the authority granted under resolution 13, are empowered to allot equity securities for cash, up to (a) a maximum nominal value of £757,000 for the purpose of financing an acquisition or other capital investment and (b) a further nominal amount of 20% of the allotment or sale under (a) for the purpose of a follow-on offer. | 14,357,188 | 93.11% | 1,062,100 | 6.89% | 15,419,288 | 20.21% | 18,945,052 |
| 15.That the Company be and is hereby unconditionally and generally authorised for the purpose of section 701 of the Companies Act 2006 to make market purchases (as defined in section 693 of that Act) of ordinary shares of 10 pence each in the capital of the Company | 15,391,404 | 99.74% | 39,890 | 0.26% | 15,431,294 | 20.22% | 18,933,046 |
* ISC – Issued Share Capital
** Advisory resolutions
The person who arranged for the release of this announcement on behalf of the Company was Andrew Khov, Vice President, Head of Investor Relations & Business Development.
Assay results reported within this release include those provided by the Company's own on-site laboratory facilities at Palito and have not yet been independently verified. Serabi closely monitors the performance of its own facility against results from independent laboratory analysis for quality control purpose. As a matter of normal practice, the Company sends duplicate samples derived from a variety of the Company's activities to accredited laboratory facilities for independent verification. Since mid-2019, over 10,000 exploration drill core samples have been assayed at both the Palito laboratory and certified external laboratory, in most cases the ALS laboratory in Belo Horizonte, Brazil. When comparing significant assays with grades exceeding 1 g/t gold, comparison between Palito versus external results record an average over-estimation by the Palito laboratory of 6.7% over this period. Based on the results of this work, the Company's management are satisfied that the Company's own facility shows sufficiently good correlation with independent laboratory facilities for exploration drill samples. The Company would expect that in the preparation of any future independent Reserve/Resource statement undertaken in compliance with a recognized standard, the independent authors of such a statement would not use Palito assay results without sufficient duplicates from an appropriately certificated laboratory.
Notice
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