Result of AGM

Pan African Resources PLC
(Incorporated and registered in England and Wales under Companies Act 1985 with registered number 3937466 on 25 February 2000)
Share code on AIM: PAF
Share code on JSE: PAN
ISIN: GB0004300496
(“Pan African” or the “Company”)

RESULTS OF ANNUAL GENERAL MEETING

Pan African shareholders are advised that at the annual general meeting (“AGM”) of shareholders held on Friday, 27 November 2015, all the ordinary and special resolutions, as set out in the notice of AGM dated 30 October 2015, were approved by the requisite majority of shareholders present or represented by proxy.

The total number of Pan African shares eligible to vote at the AGM is 1,831,494,763. The highest number of shares voted in person or by proxy was 1,360,548,519 representing 74.29% of the total issued share capital of the same class of Pan African.

All resolutions proposed at the AGM, together with the percentage of shares abstained, as well as the percentage of votes carried for and against each resolution, are as follows:

Resolution number 1 (Ordinary resolution): To receive and adopt the directors’ report, the audited statement of accounts and the auditors’ report for the year ended 30 June 2015

Shares Voted 1,360,417,888 (74.28%)

Abstained 5,516 (0.00%)

For 100%

Against 0.00%

Resolution number 2 (Ordinary resolution): To approve the payment of a final dividend for the year ended 30 June 2015

Shares Voted 1,360,548,519 (74.29%)

Abstained 4,885 (0.00%)

For 100%

Against 0.00%

Resolution number 3 (Ordinary resolution): To re-elect Mrs H H Hickey as a member of the audit committee

Shares Voted 1,360,513,133 (74.28%)

Abstained 40,271 (0.00%)

For 99.99%

Against 0.01%

Resolution number 4 (Ordinary resolution): To re-elect Mr K C Spencer as a member of the audit committee

Shares Voted 1,360,513,133 (74.28%)

Abstained 40,271 (0.00%)

For 89.02%

Against 10.98%

Resolution number 5 (Ordinary resolution): To re-elect Mr T Mosololi as a member of the audit committee

Shares Voted 1,360,513,133 (74.28%)

Abstained 40,271 (0.00%)

For 99.99%

Against 0.01%

Resolution number 6 (Ordinary resolution): To endorse the Company’s Remuneration Policy

Shares Voted 1,360,509,162 (74.28%)

Abstained 44,242 (0.00%)

For 88.41%

Against 11.59%

Resolution number 7 (Ordinary resolution): To re-elect Mr K C Spencer as a director of the Company

Shares Voted 1,360,513,133 (74.28%)

Abstained 40,271 (0.00%)

For 94.16%

Against 5.84%

Resolution number 8 (Ordinary resolution): To re-elect Mr J A J Loots as a director of the Company

Shares Voted 1,360,513,133 (74.28%)

Abstained 40,271 (0.00%)

For 100%

Against 0.00%

Resolution number 9 (Ordinary resolution): To re-elect Mr G P Louw as a director of the Company

Shares Voted 1,360,513,133 (74.28%)

Abstained 40,271 (0.00%)

For 73.77%

Against 26.23%

Resolution number 10 (Ordinary resolution): To re-appoint Deloitte LLP as auditors of the Company and to authorise the directors to determine their remuneration

Shares Voted 1,360,524,793 (74.28%)

Abstained 28,611 (0.00%)

For 100%

Against 0.00%

Resolution number 11 (Ordinary resolution): To authorise the directors to allot equity securities

Shares Voted 1,360,468,078 (74.28%)

Abstained 85,326 (0.00%)

For 63.67%

Against 36.33%

Resolution number 12 (Special resolution): To approve market purchases of ordinary shares

Shares Voted 1,360,548,519 (74.29%)

Abstained 4,885 (0.00%)

For 99.95%

Against 0.05%

Notes

• Percentages of shares voted are calculated in relation to the total issued share capital of Pan African eligible to vote
• Percentage of shares for and against  are calculated in relation to the total number of shares voted at the AGM
• Abstentions are calculated as a percentage in relation to the total issued share capital of Pan African eligible to vote

30 November 2015

Pan African Resources Enquiries

Cobus Loots	Deon Louw
Pan African Resources PLC	Pan African Resources PLC
Chief Executive Officer	Financial Director
Office: + 27 (0) 11 243 2900	Office: + 27 (0) 11 243 2900
Phil Dexter	John Prior / Paul Gillam / James Black
St James's Corporate Services Limited	Numis Securities Limited
Company Secretary	Nominated Adviser  and Joint Broker
Office: + 44 (0)207 796 8644	Office: [phone]
Matthew Armitt / Ross Allister	Sholto Simpson
Peel Hunt LLP	One Capital
Joint Broker	JSE Sponsor
Office: [phone]	Office: + 27 (0) 11 550 5009
Julian Gwillim	Daniel Thöle
Aprio Strategic Communications	Bell Pottinger PR
Public & Investor Relations SA	Public & Investor Relations UK
Office: [phone]	Office: + 44 (0) 203 772 2500

http://www.panafricanresources.com/