HOCHSCHILD MINING PLC — AGM Information 2021

May 27, 2021

National Storage Mechanism | Additional information

RNS Number : 0888A

Hochschild Mining PLC

27 May 2021

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27 May 2021

Result of AGM

Hochschild Mining PLC (the "Company") announces the results detailed below of the poll taken at the Annual General Meeting (the "AGM") held earlier this afternoon at which all proposed resolutions were passed.

The Board notes the level of votes against Resolution 2 (approval of the 2020 Directors' Remuneration Report) and Resolution 11 (the re-election of Dionisio Romero Paoletti).

Approval of 2020 Directors' Remuneration Report

The Directors appreciate the support received for the Remuneration Report in an extremely difficult year.

The Company recognises that the partial restatement of annual bonus objectives during the year is not usual practice but was considered necessary by the Remuneration Committee (the "Committee").  This was in light of the significant disruption suffered at the operations, primarily resulting from Covid-related suspensions which were mandated by governmental authorities.  Furthermore, the Committee felt that the level of bonus should reflect management's excellent performance in responding to the unprecedented challenges posed by the pandemic.  A detailed explanation of the reasoning for the adjustments has been provided in the 2020 Annual Report and Accounts and through personal engagement with the Company's major shareholders.

Re-election of Dionisio Romero Paoletti

With regards to Resolution 11, the Board notes shareholders' continued concerns in connection with Mr Romero's availability in light of the number of publicly-listed boards of which he is a member.  The Board has considered the matter, noting that Mr Romero serves on the Hochschild Board as a nominee director of the Company's major shareholder, Pelham Investment Corporation, which is ultimately controlled by Eduardo Hochschild. 

Mr Romero has continued to reassure the Board of his availability and commitment to the Company.

The Company values open and transparent dialogue with all stakeholders and will continue to engage with its shareholders to ensure their views on the above matters and, in general, are known and understood.  An update will be provided, as required by the UK Corporate Governance Code, within six months of the AGM.

Copies of Articles of Association & Resolutions

Copies of the new Articles of Association and resolutions passed as Special Business at the Annual General Meeting are being submitted to the UK Listing Authority and will shortly be available for inspection at the National Storage Mechanism at:  https://data.fca.org.uk/#/nsm/nationalstoragemechanism

Note

The number of Ordinary Shares in issue on 25 May 2021 at 6pm was 513,875,563. Shareholders are entitled to one vote per share.  A vote withheld is not a vote in law and is not counted in the calculation of the proportion of votes cast.

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Enquiries:

Hochschild Mining PLC

Raj Bhasin                                                                        +44 (0)7825 533495

Company Secretary

Hudson Sandler

Charlie Jack                                                                    +44 (0)20 7796 4133

Public Relations

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About Hochschild Mining PLC

Hochschild Mining PLC is a leading precious metals company listed on the London Stock Exchange (HOCM.L / HOC LN) with a primary focus on the exploration, mining, processing and sale of silver and gold. Hochschild has over fifty years' experience in the mining of precious metal epithermal vein deposits and currently operates three underground epithermal vein mines, two located in southern Peru and one in southern Argentina. Hochschild also has numerous long-term projects throughout the Americas.

LEI: 549300JK10TVQ3CCJQ89

Resolution ("O" denotes Ordinary Resolution, "S" denotes Special Resolution)			VOTES FOR		% OF VOTES CAST1		VOTES AGAINST		% OF VOTES CAST1		TOTAL VOTES		VOTES WITHHELD
1	Receipt of 2020 Report and Accounts (O)		416,621,275		99.44%		2,327,284		0.56%		418,948,559		1,124,015
2	Approve 2020 Directors' Remuneration Report (O)		282,820,516		67.47%		136,328,236		32.53%		419,148,752		923,822
3	Approve the Directors' Remuneration Policy (O)		359,539,286		85.60%		60,498,907		14.40%		420,038,193		34,381
4	Approve the final dividend (O)		420,045,646		99.99%		3,202		0.01%		420,048,848		23,726
5	Re-elect Graham Birch (O)		418,545,391		99.85%		631,300		0.15%		419,176,691		895,883
	Votes of the independent shareholders2		221,645,085		99.72%		631,300		0.28%		222,276,385		895,883
6	Re-elect Jorge Born Jr. (O)		415,723,097		98.98%		4,290,011		1.02%		420,013,108		59,466
	Votes of the independent shareholders2		218,822,791		98.08%		4,290,011		1.92%		223,112,802		59,466
7	Re-elect Ignacio Bustamante (O)		404,291,184		99.96%		151,968		0.04%		404,443,152		15,629,422
8	Elect Jill Gardiner (O)		418,650,207		99.67%		1,392,902		0.33%		420,043,109		29,465
	Votes of the independent shareholders2		221,749,901		99.38%		1,392,902		0.62%		223,142,803		29,465
9	Re-elect Eduardo Hochschild (O)		343,389,223		84.90%		61,085,929		15.10%		404,475,152		15,597,422
10	Re-elect Eileen Kamerick (O)		396,790,854		94.46%		23,252,255		5.54%		420,043,109		29,465
	Votes of the independent shareholders2		199,890,548		89.58%		23,252,255		10.42%		223,142,803		29,465
11	Re-elect Dionisio Romero Paoletti (O)		246,736,444		61.06%		157,365,608		38.94%		404,102,052		15,970,522
12	Re-elect Michael Rawlinson (O)		385,429,732		91.76%		34,613,376		8.24%		420,043,108		29,466
	Votes of the independent shareholders2		188,529,426		84.49%		34,613,376		15.51%		223,142,802		29,466
13	Re-elect Sanjay Sarma (O)		419,541,770		99.88%		501,339		0.12%		420,043,109		29,465
	Votes of the independent shareholders2		222,641,464		99.78%		501,339		0.22%		223,142,803		29,465
14	Re-appoint Ernst & Young LLP as auditors (O)		403,588,361		96.08%		16,457,747		3.92%		420,046,108		26,466
15	Authorise the Audit Committee to set the auditors' remuneration (O)		420,043,659		99.99%		3,552		0.01%		420,047,211		25,363
16	Authorise directors to allot shares/grant rights to subscribe for or to convert any securities into shares (O)		416,128,643		99.07%		3,912,190		0.93%		420,040,833		31,741
17	Disapply statutory pre-emption rights (S)		414,346,386		99.99%		34,156		0.01%		414,380,542		5,692,032
18	Disapply statutory pre-emption rights to finance an acquisition or other capital investment (S)		418,249,565		99.58%		1,768,243		0.42%		420,017,808		54,766
19	Authorise the Company to make market purchases of own shares (S)		418,621,104		99.68%		1,326,903		0.32%		419,948,007		124,567
20	Adopt new Articles of Association (S)		420,049,029		99.99%		5,202		0.01%		420,054,231		18,343
21	Authorise general meetings other than AGMs to be called on not less than 14 clear days' notice (S)		413,120,756		98.35%		6,937,555		1.65%		420,058,311		14,263

1.     Excludes votes withheld

2.     Under Listing Rule 9.2.2E R, resolutions on the re-election of any independent director must be approved by (a) the shareholders of the Company; and (b) the independent shareholders of the Company (i.e. excluding the 196,900,306 shares owned by Pelham Investment Corporation which is ultimately controlled by Eduardo Hochschild) 

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