RANDGOLD & EXPLORATION COMPANY LIMITED - Results Of The Annual General Meeting

Results Of The Annual General Meeting

Randgold & Exploration Company Limited
(Incorporated in the Republic of South Africa)
(Registration number 1992/005642/06)
Share Code: RNG
ISIN: ZAE000008819
(“the Company”)

RESULTS OF THE ANNUAL GENERAL MEETING

Shareholders are hereby advised that at the annual general meeting of the Company held at
11:00 today, Friday, 17 May 2019, at The Westin Cape Town, Convention Square, Lower
Long Street, Cape Town (“AGM”), all of the resolutions were passed by the requisite majorities
of the Company’s shareholders.

Details of the results of the voting at the AGM are as follows:

                                           Votes
                            Votes for      against
                            resolution     resolution
                            as a           as a                           Number of       Number of
                            percentage     percentage                     shares          shares
                            of total       of total                       voted at        abstained
                            number of      number of     Number of        AGM as a        as a
Resolutions                 shares         shares        shares           percentage      percentage
proposed at the             voted at       voted at      voted at         of shares in    of shares in
AGM                         AGM            AGM           AGM              issue           issue

Ordinary resolution         99.92%         0.08%         43 780 232       58.70%          0.03%
number 1:
To re-elect P
Burton as director

Ordinary resolution         99.92%         0.08%         43 780 232       58.70%          0.03%
number 2:
To confirm V Botha
as a non-executive
director

Ordinary resolution         98.47%         1.53%         43 780 232       58.70%          0.03%
number 3:
To re-appoint DC
Kovarsky as
member of the
audit and risk
committee

Ordinary resolution         99.99%         0.01%         43 780 232       58.70%          0.03%
number 4:
To re-appoint JH
Scholes as
member of the
audit and risk
committee

Ordinary resolution         99.99%         0.01%         43 780 232       58.70%          0.03%
number 5:
To re-appoint P
Burton as member
of the audit and risk
committee

Ordinary resolution         99.98%         0.02%         43 780 232       58.70%          0.03%
number 6:
To re-appoint
KPMG Inc. as the
auditor of the
Company

Ordinary resolution         98.40%         1.60%         43 777 529       58.69%          0.03%
number 7:
Non-binding
endorsement of the
Company’s
remuneration policy

Ordinary resolution         98.40%         1.60%         43 777 529       58.69%          0.03%
number 8:
Non-binding
endorsement of the
Company’s
implementation
report on the
remuneration policy

Special resolution          99.92%         0.08%         43 777 529       58.69%          0.03%
number 1:
Approval of
remuneration of
non-executive
directors

Special resolution          99.92%         0.08%         43 780 232       58.70%          0.03%
number 2:
Approval of right to
provide financial
assistance as
contemplated in
section 45 of the
Companies Act

Note:
Total number of shares in issue as at the date of the AGM was 74 585 065.

Johannesburg
17 May 2019

Sponsor
PSG Capital

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