REG - Hochschild MiningPLC - Results of EGM & AGM

Hochschild MiningAnnouncement

26/05/2022 11:00

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RNS Number : 9369M  Hochschild Mining PLC  26 May 2022

 

 

_________________________________________________________________________________

26 May 2022

Results of EGM & AGM

Hochschild Mining PLC (the "Company") announces the results detailed below of
the polls taken at the Extraordinary General Meeting (the "EGM") and Annual
General Meeting (the "AGM") held earlier this morning at which all proposed
resolutions were passed.

 

As announced on 23 February 2022, at the conclusion of the AGM:

(i)    Graham Birch and Dionisio Romero retired from the Board, and Mike
Sylvestre and Nicolas Hochschild joined the Board as Independent Non-Executive
Director and Non-Executive Director respectively;

(ii)   Tracey Kerr assumed the Chair of the Sustainability Committee; and

(iii)  Mike Sylvestre joined the Sustainability and Nomination Committees.

 

In accordance with Listing Rule 9.6.2R, the Company has submitted copies of
the resolutions dealing with the AGM special business as well as the EGM
resolutions to the National Storage Mechanism, which will shortly be available
for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) .

 

As announced on 20 April 2022, at the conclusion of the EGM following the
approval of shareholders, the Company entered into deeds of release in favour
of the Company's shareholders and directors in relation to its dividend
rectification process.

 

Following the passing of all resolutions at the EGM, the Company will seek
approval by the Court of England and Wales for the following:

(i)    a capitalisation of the Company's merger reserve followed by a
cancellation of the shares that are issued with the sum arising on the
cancellation being credited to the Company's retained earnings reserve;

(ii)   the subsequent reduction of all or part of the Company's share
premium account and the crediting of the amount by which the share premium
account is reduced to the Company's retained earnings reserve; and

(iii)  the reduction in the nominal value of the Ordinary Shares from 25
pence per Ordinary Share to 1 pence per Ordinary Share.

 

Note

The number of Ordinary Shares in issue on 26 May 2022 at 6 p.m. was
513,875,563. Shareholders are entitled to one vote per share.  A vote
withheld is not a vote in law and is not counted in the calculation of the
proportion of votes cast.

________________________________________________________________________________

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) 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 currently operates three underground epithermal vein mines, two
located in southern Peru and one in southern Argentina. Hochschild also owns
the Mara Rosa Advanced Project in Brazil as well as numerous long-term
projects throughout the Americas.

 

LEI: 549300JK10TVQ3CCJQ89

 

 

 

 

 

 

 

 

 

 

 

 

 

 EGM Resolutions                                                                                                      VOTES FOR        % OF VOTES CAST (1)      VOTES AGAINST      % OF VOTES CAST (1)      TOTAL VOTES      VOTES WITHHELD

 ("S" denotes Special Resolution)
 1                                   Dividend Rectification (S)                                                       174,081,152      99.95                    94,372             0.05                     174,175,524      215,953,215(2)
 2                                   Capitalisation of Merger Reserve & Cancellation of Bonus Shares (S)              389,977,782      99.98                    96,726             0.02                     390,074,508      54,231
 3                                   Reduction of Capital (S)                                                         390,008,211      99.98                    74,399             0.02                     390,082,610      46,129

 1.   Excludes votes withheld

 2.   Includes votes withheld by the Directors, the Related Party Former
 Director and the Substantial Shareholder and each of their respective
 associates (such capitalised terms carrying the meanings given to them in the
 Company's shareholder circular dated 20 April 2022).

 AGM Resolutions                                                                                                      VOTES FOR        % OF VOTES CAST (1)      VOTES AGAINST      % OF VOTES CAST (1)      TOTAL VOTES      VOTES WITHHELD

 ("O" denotes Ordinary Resolution, "S" denotes Special Resolution)
 1                                   Receipt of 2021 Report and Accounts (O)                                          396,050,815      99.49                    2,048,156          0.51                     398,098,971      291,233
 2                                   Approve 2021 Directors' Remuneration Report (O)                                  384,113,210      96.44                    14,168,466         3.56                     398,281,676      108,528
 3                                   Approve the final dividend (O)                                                   398,357,139      99.99                    2,326              0.01                     398,359,465      30,739
 4                                   Re-elect Jorge Born Jr. (O)                                                      384,840,241      97.58                    9,531,375          2.42                     394,371,616      4,018,588
                                     Votes of the independent shareholders(2)                                         187,939,935      95.17                    9,531,375          4.83                     197,471,310      4,018,588
 5                                   Re-elect Ignacio Bustamante (O)                                                  363,817,842      96.92                    11,555,683         3.08                     375,373,525      23,016,679
 6                                   Re-elect Jill Gardiner (O)                                                       391,909,116      99.38                    2,462,500          0.62                     394,371,616      4,018,588
                                     Votes of the independent shareholders(2)                                         195,008,810      98.75                    2,462,500          1.25                     197,471,310      4,018,588
 7                                   Re-elect Eduardo Hochschild (O)                                                  345,552,755      92.60                    27,628,049         7.40                     373,180,804      25,209,400
 8                                   Re-elect Eileen Kamerick (O)                                                     380,317,187      96.44                    14,044,429         3.56                     394,361,616      4,028,588
                                     Votes of the independent shareholders(2)                                         183,416,881      92.89                    14,044,429         7.11                     197,461,310      4,028,588
 9                                   Elect Tracey Kerr (O)                                                            393,703,155      99.83                    658,461            0.17                     394,361,616      4,028,588
                                     Votes of the independent shareholders(2)                                         196,802,849      99.67                    658,461            0.33                     197,461,310      4,028,588
 10                                  Re-elect Michael Rawlinson (O)                                                   364,521,902      92.44                    29,823,714         7.56                     394,345,616      4,044,588
                                     Votes of the independent shareholders(2)                                         167,621,596      84.90                    29,823,714         15.10                    197,445,310      4,044,588
 11                                  Re-appoint Ernst & Young LLP as auditors (O)                                     373,095,677      93.66                    25,247,788         6.34                     398,343,465      46,739
 12                                  Authorise the Audit Committee to set the auditors' remuneration (O)              375,141,522      94.18                    23,202,943         5.82                     398,344,465      45,739
 13                                  Authorise directors to allot shares/grant rights to subscribe for or to          396,767,673      99.60                    1,588,456          0.4                      398,356,129      34,075
                                     convert any securities into shares (O)
 14                                  Disapply statutory pre-emption rights (S)                                        397,640,044      99.83                    672,585            0.17                     398,312,629      77,575
 15                                  Disapply statutory pre-emption rights to finance an acquisition or other         392,721,429      98.59                    5,635,200          1.41                     398,356,629      33,575
                                     capital investment (S)
 16                                  Authorise the Company to make market purchases of own shares (S)                 396,170,087      99.48                    2,090,470          0.52                     398,260,557      129,647
 17                                  Authorise general meetings other than AGMs to be called on not less than 14      388,288,320      97.47                    10,071,309         2.53                     398,359,629      30,575
                                     clear days' notice (S)

 

1.     Excludes votes withheld

2.     Under Listing Rule 9.2.2E R, resolutions on the re-election of any
independent director must be approved by (a) the shareholders of the Company;
and (b) the independent shareholders of the Company (i.e. excluding the
196,900,306 shares owned by Pelham Investment Corporation which is ultimately
controlled by Eduardo Hochschild)

 

 

 

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