TIDMGKP

RNS Number : 5420Q

Gulf Keystone Petroleum Ltd.

19 June 2020

19 June 2020

Gulf Keystone Petroleum Ltd. (LSE: GKP)

("Gulf Keystone", "GKP" or "the Company")

Result of Annual General Meeting

The Board of Gulf Keystone is pleased to announce that all the resolutions proposed at the Company's Annual General Meeting ("AGM") held today at 10am (local time) in Amsterdam, were duly passed by shareholders.

The results of the AGM are as follows:

 
 RESOLUTION                           VOTES FOR     %       VOTES        %       VOTES TOTAL   % of     VOTES WITHHELD 
                                                             AGAINST                            ISC 
                                                                                                VOTED 
      1. THAT Deloitte 
       LLP be re-appointed 
       as the Company's 
       auditor to hold 
       office from the 
       close of this meeting 
       until the close 
       of the Company's 
       next annual general 
       meeting and that 
       the Board of Directors 
       be authorised to 
       determine the auditor's 
       remuneration.                  119,640,191   98.99   1,223,766    1.01    120,864,092   57.45    135 
                                     ------------  ------  -----------  ------  ------------  -------  --------------- 
      2. THAT Mr Jaap 
       Huijskes, be and 
       is hereby re-appointed 
       as a Director in 
       accordance with 
       the Bye-laws.                  85,958,769    71.12   34,904,969   28.88   120,864,092   57.45    354 
                                     ------------  ------  -----------  ------  ------------  -------  --------------- 
      3. THAT Mr Martin 
       Angle, be and is 
       hereby re-appointed 
       as a Director in 
       accordance with 
       the Bye-laws.                  115,991,572   95.97   4,872,166    4.03    120,864,092   57.45    354 
                                     ------------  ------  -----------  ------  ------------  -------  --------------- 
      4. THAT Mr David 
       Thomas, be and is 
       hereby re-appointed 
       as a Director in 
       accordance with 
       the Bye-laws.                  116,438,068   96.34   4,425,670    3.66    120,864,092   57.45    354 
                                     ------------  ------  -----------  ------  ------------  -------  --------------- 
      5. THAT Mr Jón 
       Ferrier, be and 
       is hereby re-appointed 
       as a Director in 
       accordance with 
       the Bye-laws.                  86,698,614    71.73   34,165,124   28.27   120,864,092   57.45    354 
                                     ------------  ------  -----------  ------  ------------  -------  --------------- 
      6. THAT Ms Kimberley 
       Wood, be and is 
       hereby re-appointed 
       as a Director in 
       accordance with 
       the Bye-laws.                  116,008,081   95.98   4,855,657    4.02    120,864,092   57.45    354 
                                     ------------  ------  -----------  ------  ------------  -------  --------------- 
      7. THAT Mr Ian Weatherdon 
       be and is hereby 
       appointed as a Director 
       in accordance with 
       the Bye-laws.                  120,420,939   99.63   442,799      0.37    120,864,092   57.45    354 
                                     ------------  ------  -----------  ------  ------------  -------  --------------- 
      8. THAT the Directors' 
       Remuneration Report 
       as set out in the 
       Annual Report for 
       the year ended 31 
       December 2019 be 
       and is hereby approved.        84,095,030    69.58   36,768,858   30.42   120,864,092   57.45    204 
                                     ------------  ------  -----------  ------  ------------  -------  --------------- 
      9. THAT the Company 
       be generally and 
       unconditionally 
       authorised to make 
       market purchases 
       of its Common Shares 
       in such manner as 
       the Directors shall 
       from time to time 
       determine, provided 
       that: i. the maximum 
       aggregate number 
       of Common Shares 
       hereby authorised 
       to be purchased 
       is 22,942,956 (representing 
       approximately 10% 
       of the aggregate 
       issued common share 
       capital of the Company); 
       ii. the minimum 
       price (exclusive 
       of any expenses) 
       which may be paid 
       for a Common Share 
       is its nominal value; 
       and the maximum 
       price (exclusive 
       of any expenses) 
       which may be paid 
       for a Common Share 
       is not more than 
       the higher of: (a) 
       an amount equal 
       to 5% above the 
       average of the middle 
       market quotations 
       of the Common Shares 
       in the Company (as 
       derived from the 
       London Stock Exchange 
       Daily Official List) 
       for the five business 
       days immediately 
       preceding the date 
       on which that Common 
       Share is contracted 
       to be purchased; 
       and (b) an amount 
       equal to the higher 
       of: i. the price 
       of the last independent 
       trade of a Common 
       Share; and ii. the 
       highest current 
       independent bid 
       for a Common Share 
       on the London Stock 
       Exchange at the 
       time the purchase 
       is carried out, 
       as derived from 
       the London Stock 
       Exchange Trading 
       System; iii. such 
       authority shall 
       expire (unless otherwise 
       renewed, varied 
       or revoked by the 
       Company in a general 
       meeting) at the 
       conclusion of the 
       AGM of the Company 
       in 2021 except that 
       the Company may 
       at any time prior 
       to the expiry of 
       such authority make 
       a contract or contracts 
       to purchase Common 
       Shares which will 
       or might be completed 
       or executed wholly 
       or partly after 
       the expiration of 
       such authority and 
       may make a purchase 
       of Common Shares 
       in pursuance of 
       any such contract 
       or contracts and 
       may hold as Treasury 
       Shares any Common 
       Shares purchased 
       pursuant to the 
       authority conferred 
       in this resolution.            119,564,698   99.93   78,638       0.07    120,864,092   57.45    1,220,756 
                                     ------------  ------  -----------  ------  ------------  -------  --------------- 
      10. That the amendments 
       to the rules of 
       the Long Term Incentive 
       Plan 2014, in the 
       form produced to 
       the AGM and initialled 
       by the Chairman 
       for the purposes 
       of identification, 
       be and are hereby 
       approved.                      119,326,793   98.76   1,504,066    1.24    120,864,092   57.45    33,233 
                                     ------------  ------  -----------  ------  ------------  -------  --------------- 
 

The Board notes that Resolutions 2, 5, and 8 were duly passed but did not attain the support of 80% of shareholders who voted. In accordance with provision 4 of the 2018 UK Corporate Governance Code, the Board will consult and engage with shareholders as appropriate. The Company will provide an update within six months of the AGM, in accordance with the 2018 UK Corporate Governance Code.

Gulf Keystone currently has 19,059,064 common shares held in treasury. The Company has resolved to cancel all treasury shares, save for 1,000,000, which will be used to satisfy historical vested share options. The Company continues to have 210,370,502 common shares in issue with voting rights.

The information communicated in this announcement is inside information for the purposes of Article 7 of Regulation 596/2014.

Enquiries:

 
 
 Celicourt Communications:    + 44(0) 20 8434 2754 
 Mark Antelme 
  Jimmy Lea 
 

or visit: www.gulfkeystone.com

Notes to Editors:

Gulf Keystone Petroleum Ltd. (LSE: GKP) is a leading independent operator and producer in the Kurdistan Region of Iraq. Further information on Gulf Keystone is available on its website www.gulfkeystone.com

Disclaimer

This announcement contains certain forward-looking statements that are subject to the risks and uncertainties associated with the oil & gas exploration and production business. These statements are made by the Company and its Directors in good faith based on the information available to them up to the time of their approval of this announcement but such statements should be treated with caution due to inherent risks and uncertainties, including both economic and business factors and/or factors beyond the Company's control or within the Company's control where, for example, the Company decides on a change of plan or strategy. This announcement has been prepared solely to provide additional information to shareholders to assess the Group's strategies and the potential for those strategies to succeed. This announcement should not be relied on by any other party or for any other purpose.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

END

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June 19, 2020 08:30 ET (12:30 GMT)

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