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Endeavour Announces Results of Annual General Meeting

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Endeavour Mining announced that all resolutions were passed at its annual general meeting held on May 30, 2024. Key resolutions included re-electing directors Alison Baker, Patrick Bouisset, Ian Cockerill, Livia Mahler, Sakhila Mirza, Naguib Sawiris, and Srinivasan Venkatakrishnan. Additionally, Cathia Lawson-Hall and John Munro were elected as new directors. BDO LLP was reappointed as auditors with authorization for the Audit Committee to fix their remuneration.

The resolutions also approved the Directors' Remuneration Report, performance share units under the Equity Incentive Plans, and granted authority to allot shares. Special resolutions included general and additional authority to disapply pre-emption rights and to purchase own shares, among others.

78.75% of issued share capital was voted, reflecting strong shareholder engagement.

Positive
  • All AGM resolutions passed successfully.
  • Majority of board members re-elected with high approval rates (97.68% to 99.97%).
  • New directors Cathia Lawson-Hall and John Munro elected with over 99.65% approval.
  • BDO LLP reappointed as auditors with nearly unanimous support (99.78%).
  • 78.75% of issued share capital voted, indicating robust shareholder engagement.
Negative
  • 3.90% of votes against the Directors' Remuneration Report, indicating some shareholder dissatisfaction.
  • 4.11% votes against additional authority to disapply pre-emption rights, showing slight resistance.

        

ENDEAVOUR ANNOUNCES RESULTS OF
ANNUAL GENERAL MEETING

London, 30 May 2024 – 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.

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

RESOLUTION VOTES
FOR
%
FOR
VOTES
AGAINST
%
AGAINST
TOTAL VOTES % OF ISC VOTED VOTES WITHHELD
ORDINARY RESOLUTIONS
1. To receive the 2023 Annual Report 192,864,486 99.99% 22,051 0.01% 192,886,537 78.75% 202229
2. To re-elect Alison Baker as a Director 188,601,954 97.68% 4,477,039 2.32% 193,078,993 78.83% 9771
3. To re-elect Patrick Bouisset as a Director 193,014,597 99.97% 65,614 0.03% 193,080,211 78.83% 8553
4. To re-elect Ian Cockerill as a Director 192,632,321 99.77% 447,788 0.23% 193,080,109 78.83% 8656
5. To re-elect Livia Mahler as a Director 191,174,973 99.01% 1,901,925 0.99% 193,076,898 78.83% 11866
6. To re-elect Sakhila Mirza as a Director 192,958,867 99.94% 119,312 0.06% 193,078,179 78.83% 10586
7. To re-elect Naguib Sawiris as a Director 193,027,319 99.97% 52,868 0.03% 193,080,187 78.83% 8578
8. To re-elect Srinivasan Venkatakrishnan as a Director 191,032,789 98.94% 2,046,793 1.06% 193,079,582 78.83% 9183
9. To elect Cathia Lawson-Hall as a Director 192,408,494 99.65% 671,172 0.35% 193,079,666 78.83% 9098
10. To elect John Munro as a Director 193,015,480 99.97% 61,501 0.03% 193,076,981 78.83% 11784
11. To reappoint BDO LLP as auditors 197,681,121 99.78% 442,117 0.22% 198,123,238 80.89% 30727
12. To authorise the Audit Committee to fix the remuneration of the auditors of the Company 197,714,446 99.78% 431,618 0.22% 198,146,064 80.89% 7901
13. To approve the Directors’ Remuneration Report as set out on pages 151-167 of the 2023 Annual Report 185,538,381 96.10% 7,538,233 3.90% 193,076,614 78.83% 12152
14. To approve, ratify and confirm the performance share units for issuance under the Company’s Equity Incentive Plans 190,840,251 98.84% 2,231,156 1.16% 193,071,407 78.82% 17358
15. Authority to allot shares or grant rights to subscribe for or to convert any securities into shares 187,208,946 96.96% 5,862,509 3.04% 193,071,455 78.82% 17311
SPECIAL RESOLUTIONS
16. General authority to disapply pre-emption rights 185,746,012 96.21% 7,311,584 3.79% 193,057,596 78.82% 31170
17. Additional authority to disapply pre-emption rights 185,102,351 95.89% 7,938,410 4.11% 193,040,761 78.81% 48005
18. Authority to purchase own shares 193,026,334 99.99% 24,925 0.01% 193,051,259 78.81% 37507
19. Authority to call general meetings on not less than 14 clear days’ notice 190,093,430 98.46% 2,981,613 1.54% 193,075,043 78.82% 13723

As at the UK record date for the AGM (28 May 2024), the total number of issued ordinary shares of the Company was 244,943,013 and there were 25,980 ordinary shares held in treasury. The total number of voting rights for the ordinary shares was therefore 244,917,033.

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.

Copies of the 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 will be available to view at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

CONTACT INFORMATION

For Investor Relations Enquiries: For Media Enquiries:
Jack Garman Brunswick Group LLP in London
   
Vice President of Investor Relations Carole Cable, Partner
+44 203 011 2723 +44 7974 982 458
investor@endeavourmining.com        ccable@brunswickgroup.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

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FAQ

What resolutions were passed at Endeavour Mining's AGM on May 30, 2024?

All proposed resolutions were passed, including re-election and election of directors, reappointment of auditors, approval of Directors' Remuneration Report, and granting authority to allot shares.

What was the shareholder engagement at Endeavour Mining's 2024 AGM?

78.75% of the issued share capital was voted, indicating strong shareholder participation.

Were there any significant dissenting votes at Endeavour Mining's 2024 AGM?

Yes, 3.90% of votes were against the Directors' Remuneration Report and 4.11% against additional authority to disapply pre-emption rights.

Who were the new directors elected at Endeavour Mining's 2024 AGM?

Cathia Lawson-Hall and John Munro were elected as new directors.

What was the approval rate for the reappointment of BDO LLP as auditors in Endeavour Mining's 2024 AGM?

BDO LLP was reappointed with a 99.78% approval rate.

ENDEAVOUR MNG PLC

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