AGM Update Statement
29 November 2019
GEM DIAMONDS LIMITED
("Gem Diamonds" or "the Company")
AGM Update Statement
In the June 2019 AGM results announcement, the Board of Gem Diamonds Ltd noted the proportion of votes cast against Resolutions 5 to re-elect Harry Kenyon-Slaney and Resolution 8 to re-elect Clifford Elphick. In accordance with Provision 4 of the UK Corporate Governance Code the Company has sought to engage with significant shareholders who voted against these resolutions.
Resolution 5 passed with 76.60% participating shareholders voting in favour and Resolution 8 passed with 78.72% participating shareholders voting in favour.
In response to the votes received, since the AGM members of the Board and the executive management team have engaged in consultation with several of the Company's larger shareholders on concerns raised. We understand that the significant votes received against the two directors, principally related to the Board's approach on share buybacks, dividends and board composition.
Through discussions the reasoning behind the Board's decision not to currently recommend a share buyback programme or payment of dividend were clarified. As stated in the half year review issued in September 2019, the Company's dividend policy is dependent on the results of the Group's operations, its financial condition, cash requirements, future prospects, profits available for distribution and other factors deemed to be relevant at that time. The present position of the diamond market and the need to maintain appropriate levels of cash reserves, were key factors in the Board's current approach to these share capital matters, and they will continue to be regularly reviewed by the Board.
Since the AGM the Board has appointed Ms Mazvi Maharosoa as an independent non-Executive Director. Mazvi brings a wealth of diamond experience, skills and diversity to the Board as well as an in-depth knowledge of Lesotho. The composition of the Board is evaluated on an ongoing basis and will continue to be appraised.
Any further updates on communication with shareholders on these matters, and relevant justification for the re-election of all directors of the Company, will be provided in the 2020 Annual Report and Accounts and associated documentation.
The Gem Diamonds Limited LEI number is 213800RC2PGGMZQG8L67
For further information:
Gem Diamonds Limited
Susan Wallace, Company Secretarial department
Tel: +44 (0) 203 043 0280
Mark Antelme/ Jimmy Lea
Tel: +44 (0) 208 434 2754
About Gem Diamonds:
Gem Diamonds is a leading global diamond producer of high value diamonds. The Company owns 70% of the Letšeng mine in Lesotho and is currently in the process of selling its 100% share of the Ghaghoo mine in Botswana. The Letšeng mine is famous for the production of large, top colour, exceptional white diamonds, making it the highest dollar per carat kimberlite diamond mine in the world.
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