REG - Hochschild MiningPLC - AGM Update

Hochschild MiningAnnouncement

12/12/2024 07:00

For best results when printing this announcement, please click on link below:
https://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20241212:nRSL7534Pa&default-theme=true

RNS Number : 7534P  Hochschild Mining PLC  12 December 2024

 

_____________________________________________________________________________________

12 December 2024

 

Update statement on 2024 AGM voting results

 

In accordance with the UK Corporate Governance Code, Hochschild Mining PLC
(the "Company") provides an update following its enquiries of, and
interactions with, significant shareholders in response to voting at this
year's Annual General Meeting (the "AGM").

 

Re-election of Eduardo Hochschild

The Board notes that the level of voting against the re-election of the Chair,
Eduardo Hochschild, reflects continued concerns with regards to his tenure as
Chair and succession planning.  This notwithstanding, the Directors are
encouraged to see the continued increase in the level of support for Eduardo
Hochschild's re-election over the past two years.

 

As previously announced by the Company and as set out in the Company's 2023
Annual Report, the Directors believe that, taking into account Eduardo
Hochschild's long-standing involvement with the Company, his significant
shareholding (through his control of Pelham Investment Corporation ("Pelham")
the Company's largest shareholder), and the governance structure and practices
that have been adopted, his continued role as Company Chair remains in the
best interests of the Company.

 

The Company confirms that a succession plan is in place in relation to the
Chair and while Eduardo Hochschild has no plans to retire in the short to
medium term, he has informed the Board that, absent any change in
circumstances, his intention is to retire by the age of 70 (being within the
next 9 years).

 

Re-election of Michael Rawlinson

The voting by the independent shareholders on the re-election of Michael
Rawlinson primarily reflects concerns with regards to (a) his time commitments
in light of his other board positions and (b) in the case of one significant
shareholder, the lack of women at senior management level.

 

-  Time Commitment

The Nomination Committee has assessed the availability and commitment of each
of the Directors and is satisfied that since his appointment in 2016, Michael
has demonstrated a consistently high level of participation and rigour as a
Hochschild Mining Board member and as Chair of the Remuneration Committee and
Senior Independent Director.  It is noted that, as previously disclosed,
Michael Rawlinson will be retiring from the Board at the conclusion of the
2025 AGM and will be succeeded by Tracey Kerr as the Senior Independent
Director.

 

-  Gender Diversity

The Board is acutely aware of the employee gender imbalance within the mining
industry overall and is proud of the work undertaken by management in seeking
to address the issue at Hochschild Mining.  This continues to be a key area
of focus for the Board which, through the Sustainability Committee, oversees
various initiatives to promote diversity within the workforce and, through the
Nomination Committee, ensures that senior management succession plans consider
the opportunities of facilitating diversity at a senior level.  Further
details on the Company's diversity-led programmes will be provided in the 2024
Annual Report and the standalone 2024 Sustainability Report.

 

Rule 9 Waiver

Finally, the Board notes the level of votes against resolution 16, the
approval of the Rule 9 Waiver from the UK Takeover Panel which reflects
concerns with what has been described as "creeping control" that Eduardo
Hochschild would indirectly benefit from as a result of any share buyback
undertaken by the Company in which Pelham does not also tender its shares
pro-rata (a "Share Buyback Excluding Pelham").

 

The Company set out, in the announcement dated 13 June 2024, the rationale of
the Independent Non-Executive Directors (the "INEDs") in putting the proposal
to shareholders.  The INEDs note the objections raised by certain
shareholders but feel that, in the right circumstances, maintaining
flexibility to return value to shareholders through a Share Buyback Excluding
Pelham would be in the best interests of all shareholders.

 

The INEDs will consider this position again in Q1 2025 and will revert to
shareholders with details, by way of the Notice of the 2025 AGM, if the
decision is taken to propose the renewal of the Rule 9 waiver (subject to the
approval of the UK Takeover Panel).

________________________________________________________________________________________

 

Enquiries:

 

Hochschild Mining PLC

Raj Bhasin
                          +44 (0)7825 533495

Company Secretary

 

Hudson Sandler

Charlie Jack
                         +44 (0)20 7796 4133

Public Relations

________________________________________________________________________________________

 

About Hochschild Mining PLC

Hochschild Mining PLC is a leading precious metals company listed on
the London Stock Exchange (HOCM.L / HOC LN) and crosstrades on the OTCQX
Best Market in the U.S. (HCHDF), with a primary focus on the exploration,
mining, processing and sale of silver and gold. Hochschild has over fifty
years' experience in the mining of precious metal epithermal vein deposits and
operates two underground epithermal vein mines: Inmaculada, located in
southern Peru; and San Jose in southern Argentina, and an open pit gold mine,
Mara Rosa, located in the state of Goiás, Brazil.  Hochschild also has the
Monte do Carmo Advanced Project and numerous long-term projects throughout the
Americas.

___________________________________________________________________________________

 

Forward looking statements

This announcement may contain forward looking statements. By their nature,
forward looking statements involve risks and uncertainties because they relate
to events and depend on circumstances that will or may occur in the future.
Actual results, performance or achievements of Hochschild Mining PLC may, for
various reasons, be materially different from any future results, performance
or achievements expressed or implied by such forward looking statements.

 

The forward-looking statements reflect knowledge and information available at
the date of preparation of this announcement. Except as required by the
Listing Rules and applicable law, the Board of Hochschild Mining PLC does not
undertake any obligation to update or change any forward-looking statements to
reflect events occurring after the date of this announcement. Nothing in this
announcement should be construed as a profit forecast.

 

LEI: 549300JK10TVQ3CCJQ89

 

- ends -

 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
 or visit
www.rns.com (http://www.rns.com/)
.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
.   END  UPDUARBRSKUUAAA