ASX-listed Jupiter Mines has advised that shareholders have voted against the adoption of its 2021 Remuneration Report, giving effect to a spill resolution.
Additionally, shareholders have voted in favour of appointing Scott Winter and Peter North as directors of the company, while directors standing for re-election, Andrew Bell and Paul Murray, did not get a majority vote during the company’s annual general meeting on July 30.
The company has confirmed it will host a spill meeting on or about October 19, while the closing date for director nominations is September 17.
The spill resolution is a resolution to hold another meeting of shareholders at which the current board, excluding MD Priyank Thapliyal, will cease to hold office, and resolutions to appoint directors to those vacated offices will be put to a vote.
The vacating directors are eligible for re-election at the spill meeting. If shareholders pass all of the resolutions at the spill meeting, none of the directors when the first strike was received, other than the MD, will remain as directors of the company.
In explaining the process, Jupiter says that, at the 2020 annual general meeting, the votes against the remuneration report were more than 25% of the votes cast on the resolution (the first strike).
If 25% or more of the votes that were cast on resolution one were voted against the adoption of the 2021 Remuneration Report (the second strike), then resolution two, or the spill resolution, would be put to shareholders.
If the spill resolution passes (with 50% or more of eligible votes cast) another meeting of shareholders would be held (the spill meeting) to re-elect the board of the company.
Meanwhile, Jupiter says its Tshipi manganese operation, in South Africa’s Northern Cape province, has remained profitable despite the impact of Covid-19 and other mining challenges.
Jupiter holds a 49.9% interest in Tshipi é Ntle Manganese Mining, which operates the Tshipi Borwa mine.
Some of the mining challenges in the 2021 financial year included delayed fleet mobilisation, excessive rainfall, equipment availability and the Covid-19 lockdown.
Tshipi has nonetheless reported healthy exports despite these challenges.
Jupiter is moving forward as a pure play manganese company after embarking on a demerger process for its iron-ore assets.
For the 2022 financial year, the company has been focusing on managing costs, addressing outstanding items for expansion of the Tshipi Borwa mine to 4.5-million tonnes a year and consolidating the mine and other opportunities in the Kalahari manganese field.
Jupiter will pay out A$59-million of dividends for the 2021 financial year, after posting a net profit after tax of A$126-million.