ACACIA MINING PLC - 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

   

VOTES OF INDEPDNDENT SHAREHOLDERS (EXCLUDING THE VOTING INTERESTS OF BARRICK GOLD CORPORATION AND ITS ASSOCIATES AS CONTROLLING SHAREHOLDER) ON THE RESOLUTIONS FOR THE ELECTION OF THE INDEPENDENT NON-EXECUTIVE DIRECTORS
	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.

ENQUIRIES

For further information contact:

Acacia Mining plc	[phone]
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.

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