GFI 201405090030A
Results of AGM
Gold Fields Limited
Incorporated in the Republic of South Africa)
Registration Number 1968/004880/06)
JSE, NYSE, DIFX Share Code: GFI
ISIN: ZAE000018123
"Gold Fields" or “the Company”)
RESULTS OF ANNUAL GENERAL MEETING OF GOLD FIELDS LIMITED HELD ON 9 MAY
2014
Gold Fields Limited shareholders are advised that all the results of the
business conducted at the annual general meeting held on Friday 9 May 2014
in Sandown, Sandton, South Africa (including a percentage of the total
number of shares voted) are as follows:
1. Reappointment of auditors
Resolved that KPMG Inc., upon the recommendation of the current Audit
Committee of the Company, be reappointed as the auditors of the
Company until the conclusion of the next AGM.
For Against Abstain
99.59% 0.41% 44,385,316
2. Re-election of a director – K Ansah
Resolved that Mr K Ansah, who was first appointed to the Board on 2
February 2004 and who retires in terms of the Company’s Memorandum of
Incorporation, and who is eligible and available for re-election, is
re-elected as a director of the Company.
For Against Abstain
98.35% 1.65% 3,456,715
3. Re-election of a director – NJ Holland
Resolved that Mr NJ Holland, who was first appointed to the Board on
14 April 1998 as an executive director and who retires in terms of
the Company’s Memorandum of Incorporation, and who is eligible and
available for re-election, is re-elected as a director of the
Company.
For Against Abstain
99.90% 0.10% 3,453,123
4. Re-election of a director – PA Schmidt
Resolved that Mr PA Schmidt, who was first appointed to the Board on
6 November 2009 as an executive director and who retires in terms of
the Company’s Memorandum of Incorporation, and who is eligible and
available for re-election, is re-elected as a director of the
Company.
For Against Abstain
97.77% 2.23% 3,454,990
5. Re-election of a member of the Audit Committee – GM Wilson
Resolved that Ms GM Wilson is re-elected as a member of the Audit
Committee with effect from the end of this AGM, in terms of section
94(2) of the Act.
For Against Abstain
93.54% 6.46% 34,970,592
6. Re-election of a member of the Audit Committee – RP Menell
Resolved that Mr RP Menell is re-elected as a member of the Audit
Committee with effect from the end of this AGM, in terms of section
95(2) of the Act.
For Against Abstain
97.80% 2.20% 3,466,791
7. Re-election of a member of the Audit Committee – DMJ Ncube
Resolved that Mr DMJ Ncube is re-elected as a member of the Audit
Committee with effect from the end of the AGM, in terms of section
94(2) of the Act.
For Against Abstain
99.98% 0.02% 3,166,264
8. Approval for the issue of authorized but unissued ordinary shares
For Against Abstain
91.35% 8.65% 2,647,990
9. Advisory endorsement of the remuneration policy
For Against Abstain
69.79% 30.21% 38,773,758
10. Special resolution number 1: Approval for the issuing of equity
securities for cash
For Against Abstain
90.99% 9.01% 16,424,829
11. Special resolution number 2: Approval of the remuneration of non-
executive directors.
For Against Abstain
87.56% 12.44% 5,456,220
12. Special resolution number 3: Approval of the Company to grant
financial assistance in terms of section 44 and 45 of the Act.
For Against Abstain
98.95% 1.05% 2,152,422
13. Special resolution number 4: Acquisition of the Company’s own shares.
Although Gold Fields had put forward Special Resolution No 4 as set
out in the notice of meeting and had received sufficient votes prior
to the meeting to pass the special resolution as presented, in line
with feedback from shareholders, it was proposed at the meeting to
amend this resolution by reducing the 20% maximum down to 10% and the
amendment was adopted.
For Against Abstain
86.24% 13.76% 1,045,350
Over 81.69% of votable shares were represented at the AGM.
The special resolutions will be filed with the Companies and Intellectual
Property Commission in accordance with the requirements of the Companies
Act, No 71 of 2008.
09 May 2014
Sponsor
JP Morgan Equities South Africa (Pty) Ltd
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