ENDEAVOUR ANNOUNCES RESULTS OF ANNUAL GENERAL MEETING

Rhea-AI Summary

Endeavour Mining plc announced that all resolutions were passed during its Annual General Meeting (AGM) on May 24, 2022. The CEO, Sébastien de Montessus, acknowledged Michael Beckett for his contributions upon retirement and welcomed new board members Venkatakrishnan Srinivasan and Ian Cockerill. Notably, the Directors’ Remuneration Policy saw over 90% support, while the annual report on directors' remuneration received only 70% support, prompting further shareholder engagement. The total issued shares were 248,646,262, with a 79.79% voting turnout.

Positive

• All AGM resolutions passed with significant support.
• New board appointments aimed at enhancing governance.

Negative

• Directors’ Remuneration Report received only 70% support, indicating shareholder concerns.

ENDEAVOUR ANNOUNCES RESULTS OF ANNUAL GENERAL MEETING

London, 24 May 2022 – Endeavour Mining plc (LSE:EDV, TSX:EDV, OTCQX:EDVMF) (“the Company”) is pleased to announce that all resolutions at today’s annual general meeting (“AGM”) were duly passed by shareholders.

Sébastien de Montessus, President and CEO, commented “Michael Beckett has played an invaluable role in Endeavour’s transformation into the leading global gold producer we are today. On behalf of us all at Endeavour, I would like to thank him for his outstanding contribution and leadership. On a personal level, I am grateful for the mentorship and support that Michael has offered me throughout this period. His breadth of knowledge has been indispensable, and we all wish him the very best on his retirement. I would also like to welcome Venkat as our new Chair, and I look forward to working closely with both him and Ian Cockerill, our new Senior Independent Non-Executive Director, as they join our Board.”

All resolutions were taken by poll and the results for the resolutions voted upon at the annual general meeting are set out below:

RESOLUTION		VOTES FOR	% FOR	VOTES AGAINST	% AGAINST	TOTAL VOTES	% OF ISC VOTED	VOTES WITHHELD
ORDINARY RESOLUTIONS
1. To receive the 2021 Annual Report	198,263,935		99.95%	91,464	0.05%	198,355,399	79.77%	65,581
2. To re-elect James Askew as Director	193,718,140		97.64%	4,673,922	2.36%	198,392,062	79.79%	28,918
3. To re-elect Alison Baker as Director	194,774,289		98.18%	3,617,099	1.82%	198,391,388	79.79%	29,592
4. To elect Ian Cockerill as Director	198,293,573		99.95%	97,620	0.05%	198,391,193	79.79%	29,787
5. To re-elect Livia Mahler as Director	197,924,448		99.76%	466,760	0.24%	198,391,208	79.79%	29,772
6. To re-elect David Mimran as Director	193,717,093		97.64%	4,675,025	2.36%	198,392,118	79.79%	28,862
7. To re-elect Sébastien de Montessus as Director	196,800,413		99.20%	1,591,353	0.80%	198,391,766	79.79%	29,214
8. To re-elect Naguib Sawiris as Director	193,696,286		97.63%	4,695,274	2.37%	198,391,560	79.79%	29,419
9. To elect Srinivasan Venkatakrishnan as Director	197,163,176		99.38%	1,228,654	0.62%	198,391,830	79.79%	29,149
10. To re-elect Tertius Zongo as Director	180,879,503		91.17%	17,512,462	8.83%	198,391,965	79.79%	29,014
11. To reappoint BDO LLP as auditors	198,429,294		98.51%	3,010,251	1.49%	201,439,545	81.01%	147,810
12. To authorise the Audit Committee to fix the remuneration of the auditors of the Company	195,688,192		98.64%	2,699,406	1.36%	198,387,598	79.79%	33,382
13. To approve the Directors’ Remuneration Policy set out on pages 135 to 147 in the 2021 Annual Report	178,821,773		90.52%	18,721,174	9.48%	197,542,947	79.45%	878,031
14. To approve the Directors’ Remuneration Report (excluding the Directors’ Remuneration Policy) set out on pages 128 to 155 in the 2021 Annual Report	139,138,636		70.14%	59,243,189	29.86%	198,381,825	79.78%	39,153
15. Authority to allot shares or grant rights to subscribe for or to convert any security into shares	193,805,520		97.68%	4,599,669	2.32%	198,405,189	79.79%	15,790

RESOLUTION		VOTES FOR	% FOR	VOTES AGAINST	% AGAINST	TOTAL VOTES	% OF ISC VOTED	VOTES WITHHELD
SPECIAL RESOLUTIONS
16. General authority to disapply pre-emption rights	194,850,614		98.21%	3,549,430	1.79%	198,400,044	79.79%	20,936
17. Additional authority to disapply pre-emption rights	192,981,151		98.11%	3,725,345	1.89%	196,706,496	79.11%	1,714,484
18. Authority to purchase own shares	198,260,841		99.93%	144,772	0.07%	198,405,613	79.79%	15,368
19. Authority to call general meetings on not less than 14 clear days’ notice	194,592,863		98.08%	3,818,299	1.92%	198,411,162	79.80%	9,459

As at the date and time of the AGM, the total number of issued ordinary shares of the Company was 248,646,262 and the Company held 213,900 ordinary shares in treasury. The total number of voting rights for the ordinary shares was therefore 248,432,362. A vote withheld is not a vote in law and is not counted in the calculation of the proportion of votes ‘for’ or ‘against’ a resolution.

While Resolution 13, to approve the Directors’ Remuneration Policy, received support exceeding 90%, the Board notes that Resolution 14, to approve the annual report on directors' remuneration contained in the Directors' Remuneration Report, received approximately 70% support. Endeavour will therefore continue to engage with shareholders in the coming months and will publish an update on that engagement within six months of the AGM.

Copies of resolutions passed at the AGM, other than resolutions concerning ordinary business, will shortly be uploaded to the FCA’s National Storage Mechanism in accordance with Listing Rule 9.6.2 and available to view at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism.  

CONTACT INFORMATION

Endeavour Mining Martino De Ciccio Vice President - Strategy & Investor Relations +44 203 640 8665 mdeciccio@endeavourmining.com

Brunswick Group LLP in London Carole Cable, Partner +44 7974 982 458 ccable@brunswickgroup.com   Vincic Advisors in Toronto John Vincic, Principal +1 647 402 6375 john@vincicadvisors.com

ABOUT ENDEAVOUR MINING PLC

Endeavour Mining is one of the world’s senior gold producers and the largest in West Africa, with operating assets across Senegal, Cote d’Ivoire and Burkina Faso and a strong portfolio of advanced development projects and exploration assets in the highly prospective Birimian Greenstone Belt across West Africa.

A member of the World Gold Council, Endeavour is committed to the principles of responsible mining and delivering sustainable value to its employees, stakeholders and the communities where it operates. Endeavour is admitted to listing and to trading on the London Stock Exchange and the Toronto Stock Exchange, under the symbol EDV.

For more information, please visit www.endeavourmining.com.

Neither the Toronto Stock Exchange nor the Investment Industry Regulatory Organization of Canada accepts responsibility for the adequacy or accuracy of this press release.

 

Attachment

• 220524 - NR - Results of Annual General Meeting

FAQ

What were the results of Endeavour Mining's AGM on May 24, 2022?

All resolutions at Endeavour Mining's AGM were passed, with a notable vote of over 90% for the Directors' Remuneration Policy.

How did shareholders vote on the Directors’ Remuneration Report?

The Directors' Remuneration Report received approximately 70% support from shareholders.

Who were the new board members announced at the AGM?

Venkatakrishnan Srinivasan was elected as Chair and Ian Cockerill as Senior Independent Non-Executive Director.

What percentage of shares were voted at the Endeavour Mining AGM?

The total number of votes represented 79.79% of the issued shares.

What was the total issued ordinary shares of Endeavour Mining as of the AGM?

The total issued ordinary shares of Endeavour Mining was 248,646,262.