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Friday 21 April, 2017


Result of AGM

21 April 2017

Acacia Mining plc (“Acacia” or the “Company”)
Registration number 7123187

Results of voting at 2017 annual general meeting

The Annual General Meeting of Acacia was held on 20 April 2017. As at the date of the annual general meeting, the total number of issued Ordinary Shares was 410,085,499. Therefore, the total number of votes exercisable at the meeting was 410,085,499. The full text of the resolutions proposed at the annual general meeting was set out in the notice of annual general meeting dated15 March 2017.

All resolutions at the meeting were put to Acacia’s shareholders on a poll. The final voting figures of the poll as certified by the scrutineers, Computershare Investor Services PLC, were as follows:

Total votes cast For (*) % Against(*) % Vote withheld(**)

Ordinary Resolutions
1 Approval of the audited annual accounts for the Company for the financial year ended 31 December 2016, together with the Directors’ Report and the Auditors’ Reports. 380,608,368 378,682,081 99.49 1,926,287 0.51 96,326
2 Approval of the Directors’ Remuneration Report for the financial year ended 31 December 2016. 380,201,574 371,674,846 97.76 8,526,728 2.24 503,118
3 Approval of Directors’ Remuneration Policy 380,703,543 333,828,526 87.69 46,875,017 12.31 1,149
4 Declaration and approval of a final dividend of US 8.4 cents per Ordinary Share, for the year ended 31 December 2016. 380,704,694 380,605,256 99.97 99,438 0.03 0
5 Election of Kelvin Dushnisky as a Director (non-executive) of the Company. 380,623,728 375,416,004 98.63 5,207,724 1.37 80,965
6 Election of  Bradley (“Brad”) Gordon as a Director (executive) of the Company. 380,703,729 380,599,127 99.97 104,602 0.03 965
7 Election of Ambassador Mwapachu as a Director (independent non-executive) of the Company. 378,858,746 358,672,276 94.67 20,186,470 5.33 1,845,947
8 Election of Rachel English as a Director (independent non-executive) of the Company. 380,704,594 380,704,330 100.00 264 0.00 100
9 Election of Andre Falzon as a Director (independent non-executive) of the Company. 380,697,570 380,190,280 99.87 507,290 0.13 7,123
10 Election of Michael Kenyon as a Director (independent non-executive) of the Company. 380,703,465 380,519,127 99.95 184,338 0.05 1,229
11 Election of  Steve Lucas as a Director (independent non-executive) of the Company. 380,704,330 380,604,892 99.97 99,438 0.03 364
12 Election of  Peter Tomsett as a Director (independent non-executive) of the Company.*** 380,704,330 380,599,992 99.97 104,338 0.03 364
13 Election of Stephen Galbraith as a Director (non-executive) of the Company. 380,660,840 380,178,560 99.87 482,280 0.13 43,853
14 Re-appointment of PricewaterhouseCoopers LLP as auditors of the Company (the “Auditors”) to hold office until the conclusion of the next general meeting of the Company at which the accounts are laid before the Company. 380,258,103 380,230,784 99.99 27,319 0.01 442,751
15 Grant of authorisation to the audit committee of the Company to agree the remuneration of the Auditors. 380,704,694 380,545,927 99.96 158,767 0.04 0
16 Grant of authority to the Directors, generally and unconditionally pursuant to Section 551 of the Companies Act 2006  (the “Act”) to exercise all powers of the Company to allot shares in the Company or to grant rights to subscribe for or to convert any security into shares in the Company up to an aggregate nominal amount of £13,532,821,  and up to a further nominal amount of  £13,532,821 in connection with a rights issue, provided that this authority shall expire on the date of the Company’s next annual general meeting or 30 June 2018, whichever is earlier. 380,703,243 372,983,260 97.97 7,719,983 2.03 1,450

Special resolutions
17 Grant of authority to the Directors of the Company pursuant to Section 570 of the Act to allot equity securities (within the meaning of Section 560 of the Act) wholly for cash  as if Section 561 (1) of the Act did not apply (a) in connection with a pre-emptive offer or rights issue or (b) otherwise up to an aggregate nominal value of £4,100,854. This authority shall expire when the authority to allot referred to above expires. 380,704,693 373,388,485 98.08 7,316,208 1.92 0
18 Grant of authority to the Company for the purpose of Section 701 of the Act to make market purchases (as defined in Section 693 (4) of that Act) of Ordinary Shares each in the capital of the Company, subject to satisfying certain conditions and provided that the authority shall expire at the conclusion of the Company’s next annual general meeting, or 30 June 2018, whichever is earlier. 380,643,554 379,738,185 99.76 905,369 0.24 57,300
19 Grant of authority to the Company to call a general meeting other than an annual general meeting on not less than 14 clear days’ notice, provided that facilities are available to shareholders to vote by electronic means for meetings called at such notice. 380,700,665 377,331,801 99.12 3,368,864 0.88 188
20 Approve amendment to the Company’s Long-Term Incentive Plan 380,704,592 372,258,800 97.78 8,445,792 2.22 100


Ordinary resolutions: Total votes cast For (*) % Against(*) % Vote withheld(**)
7 Election of Ambassador Mwapachu as a Director (independent non-executive) of the Company. 116,611,796 96,425,326 82.69 20,186,470 17.31 1,845,947
8 Election of Rachel English as a Director (independent non-executive) of the Company. 118,457,644 118,457,380 100.00 264 0.00 100
9 Election of Andre Falzon as a Director (independent non-executive) of the Company. 118,450,620 117,943,330 99.57 507,290 0.43 7,123
10 Election of Michael Kenyon as a Director (independent non-executive) of the Company. 118,456,515 118,272,177 99.84 184,338 0.16 1,229
11 Election of  Steve Lucas as a Director (independent non-executive) of the Company. 118,457,380 118,357,942 99.92 99,438 0.08 364
12 Election of  Peter Tomsett as a Director (independent non-executive) of the Company.*** 118,457,380 118,353,042 99.91 104,338 0.09 364

(*) Includes discretionary votes
(**) A vote withheld is not a vote in law and is not counted in the calculation of the proportion of votes for and against a resolution.

(***) Peter Tomsett stepped down from the Board following the AGM.


For further information contact:

Acacia Mining plc +44 (0)207 129 7150
Giles Blackham, Investor Relations Manager


This announcement is for information purposes only and does not constitute an invitation or offer to underwrite, subscribe for or otherwise acquire or dispose of any securities of Acacia in any jurisdiction.

a d v e r t i s e m e n t