Proposed changes to Articles of Incorporation

Gemfields Group Limited (“Gemfields”) is pleased to advise that it has completed an external review of its Articles of Incorporation (“Articles”). The review arose as a result of specific suggestions received from a shareholder group, and which Gemfields then expanded to include a general review taking into account AIM and JSE practices, Guernsey law (where Gemfields is registered) and the governance benchmarks set by a peer group of other, including large diversified, mining companies. The intention is to better align Gemfields with appropriate market practice and further improve the corporate governance framework.

A copy of the proposed amendments to the articles of incorporation arising from the review (and which remain subject to the approval of the Gemfields board) can be downloaded here. Gemfields invites feedback and commentary (which can be sent to [email protected]) on the proposed amendments by 17:00 UK time on Friday 11 December 2020.

Should the feedback received necessitate further amendments, Gemfields will make available a second iteration of the proposed amendments to the Articles well before approval of the amended Articles is sought from shareholders at Gemfields’ 2021 AGM.