EDV:CC - ENDEAVOUR ANNOUNCES RESULTS OF ANNUAL GENERAL MEETING
ENDEAVOUR ANNOUNCES RESULTS OF ANNUAL GENERAL MEETING
London , 24 May 2022 – Endeavour Mining plc (LSE:EDV, TSX:EDV, OTCQX:EDVMF) (“the Company”) is pleased to announce that all resolutions at today’s annual general meeting (“AGM”) were duly passed by shareholders.
Sébastien de Montessus, President and CEO, commented “ Michael Beckett has played an invaluable role in Endeavour’s transformation into the leading global gold producer we are today. On behalf of us all at Endeavour, I would like to thank him for his outstanding contribution and leadership. On a personal level, I am grateful for the mentorship and support that Michael has offered me throughout this period. His breadth of knowledge has been indispensable, and we all wish him the very best on his retirement. I would also like to welcome Venkat as our new Chair, and I look forward to working closely with both him and Ian Cockerill, our new Senior Independent Non-Executive Director, as they join our Board .”
All resolutions were taken by poll and the results for the resolutions voted upon at the annual general meeting are set out below:
| RESOLUTION |
| VOTES FOR |
| % FOR |
| VOTES AGAINST |
| % AGAINST |
| TOTAL VOTES |
| % OF ISC VOTED |
| VOTES WITHHELD |
| ORDINARY RESOLUTIONS |
| 1. To receive the 2021 Annual Report |
| 198,263,935 |
| 99.95% |
| 91,464 |
| 0.05% |
| 198,355,399 |
| 79.77% |
| 65,581 |
| 2. To re-elect James Askew as Director |
| 193,718,140 |
| 97.64% |
| 4,673,922 |
| 2.36% |
| 198,392,062 |
| 79.79% |
| 28,918 |
| 3. To re-elect Alison Baker as Director |
| 194,774,289 |
| 98.18% |
| 3,617,099 |
| 1.82% |
| 198,391,388 |
| 79.79% |
| 29,592 |
| 4. To elect Ian Cockerill as Director |
| 198,293,573 |
| 99.95% |
| 97,620 |
| 0.05% |
| 198,391,193 |
| 79.79% |
| 29,787 |
| 5. To re-elect Livia Mahler as Director |
| 197,924,448 |
| 99.76% |
| 466,760 |
| 0.24% |
| 198,391,208 |
| 79.79% |
| 29,772 |
| 6. To re-elect David Mimran as Director |
| 193,717,093 |
| 97.64% |
| 4,675,025 |
| 2.36% |
| 198,392,118 |
| 79.79% |
| 28,862 |
| 7. To re-elect Sébastien de Montessus as Director |
| 196,800,413 |
| 99.20% |
| 1,591,353 |
| 0.80% |
| 198,391,766 |
| 79.79% |
| 29,214 |
| 8. To re-elect Naguib Sawiris as Director |
| 193,696,286 |
| 97.63% |
| 4,695,274 |
| 2.37% |
| 198,391,560 |
| 79.79% |
| 29,419 |
| 9. To elect Srinivasan Venkatakrishnan as Director |
| 197,163,176 |
| 99.38% |
| 1,228,654 |
| 0.62% |
| 198,391,830 |
| 79.79% |
| 29,149 |
| 10. To re-elect Tertius Zongo as Director |
| 180,879,503 |
| 91.17% |
| 17,512,462 |
| 8.83% |
| 198,391,965 |
| 79.79% |
| 29,014 |
| 11. To reappoint BDO LLP as auditors |
| 198,429,294 |
| 98.51% |
| 3,010,251 |
| 1.49% |
| 201,439,545 |
| 81.01% |
| 147,810 |
| 12. To authorise the Audit Committee to fix the remuneration of the auditors of the Company |
| 195,688,192 |
| 98.64% |
| 2,699,406 |
| 1.36% |
| 198,387,598 |
| 79.79% |
| 33,382 |
| 13. To approve the Directors’ Remuneration Policy set out on pages 135 to 147 in the 2021 Annual Report |
| 178,821,773 |
| 90.52% |
| 18,721,174 |
| 9.48% |
| 197,542,947 |
| 79.45% |
| 878,031 |
| 14. To approve the Directors’ Remuneration Report (excluding the Directors’ Remuneration Policy) set out on pages 128 to 155 in the 2021 Annual Report |
| 139,138,636 |
| 70.14% |
| 59,243,189 |
| 29.86% |
| 198,381,825 |
| 79.78% |
| 39,153 |
| 15. Authority to allot shares or grant rights to subscribe for or to convert any security into shares |
| 193,805,520 |
| 97.68% |
| 4,599,669 |
| 2.32% |
| 198,405,189 |
| 79.79% |
| 15,790 |
| RESOLUTION |
| VOTES FOR |
| % FOR |
| VOTES AGAINST |
| % AGAINST |
| TOTAL VOTES |
| % OF ISC VOTED |
| VOTES WITHHELD |
| SPECIAL RESOLUTIONS |
| 16. General authority to disapply pre-emption rights |
| 194,850,614 |
| 98.21% |
| 3,549,430 |
| 1.79% |
| 198,400,044 |
| 79.79% |
| 20,936 |
| 17. Additional authority to disapply pre-emption rights |
| 192,981,151 |
| 98.11% |
| 3,725,345 |
| 1.89% |
| 196,706,496 |
| 79.11% |
| 1,714,484 |
| 18. Authority to purchase own shares |
| 198,260,841 |
| 99.93% |
| 144,772 |
| 0.07% |
| 198,405,613 |
| 79.79% |
| 15,368 |
| 19. Authority to call general meetings on not less than 14 clear days’ notice |
| 194,592,863 |
| 98.08% |
| 3,818,299 |
| 1.92% |
| 198,411,162 |
| 79.80% |
| 9,459 |
As at the date and time of the AGM, the total number of issued ordinary shares of the Company was 248,646,262 and the Company held 213,900 ordinary shares in treasury. The total number of voting rights for the ordinary shares was therefore 248,432,362. A vote withheld is not a vote in law and is not counted in the calculation of the proportion of votes ‘for’ or ‘against’ a resolution.
While Resolution 13, to approve the Directors’ Remuneration Policy, received support exceeding 90%, the Board notes that Resolution 14, to approve the annual report on directors' remuneration contained in the Directors' Remuneration Report, received approximately 70% support. Endeavour will therefore continue to engage with shareholders in the coming months and will publish an update on that engagement within six months of the AGM.
Copies of resolutions passed at the AGM, other than resolutions concerning ordinary business, will shortly be uploaded to the FCA’s National Storage Mechanism in accordance with Listing Rule 9.6.2 and available to view at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
CONTACT INFORMATION
| Endeavour Mining Martino De Ciccio Vice President - Strategy & Investor Relations +44 203 640 8665 mdeciccio@endeavourmining.com |
| Brunswick Group LLP in London Carole Cable, Partner +44 7974 982 458 ccable@brunswickgroup.com Vincic Advisors in Toronto John Vincic, Principal +1 647 402 6375 john@vincicadvisors.com |
ABOUT ENDEAVOUR MINING PLC
Endeavour Mining is one of the world’s senior gold producers and the largest in West Africa, with operating assets across Senegal, Cote d’Ivoire and Burkina Faso and a strong portfolio of advanced development projects and exploration assets in the highly prospective Birimian Greenstone Belt across West Africa.
A member of the World Gold Council, Endeavour is committed to the principles of responsible mining and delivering sustainable value to its employees, stakeholders and the communities where it operates. Endeavour is admitted to listing and to trading on the London Stock Exchange and the Toronto Stock Exchange, under the symbol EDV.
For more information, please visit www.endeavourmining.com .
Neither the Toronto Stock Exchange nor the Investment Industry Regulatory Organization of Canada accepts responsibility for the adequacy or accuracy of this press release.
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