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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

Report of Foreign Private Issuer

Pursuant to Rules 13a-16 or 15d-16 under

the Securities Exchange Act of 1934

Dated 23 May 2018

Commission File Number: 001-31318

GOLD FIELDS LIMITED

(Translation of registrant’s name into English)

150 Helen Rd.

Sandown, Sandton 2196

South Africa

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F

Form 40-F

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): _____

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): _____

Gold Fields Limited

Incorporated in the Republic of South Africa)

Registration Number 1968/004880/06)

JSE, NYSE, DIFX Share Code: GFI

ISIN: ZAE000018123

"Gold Fields" or “the Company”)

RESULTS OF ANNUAL GENERAL MEETING OF GOLD FIELDS LIMITED HELD ON 22 MAY

2018 AND CHANGES TO THE DIRECTORS

Shareholders are advised that at the Annual General Meeting of Gold Fields
Limited held on Tuesday 22 May 2018, the ordinary and special resolutions,
as well as advisory endorsement of the company’s remuneration policy, as
set out in the notice of the annual general meeting dispatched to
shareholders on 23 March 2018 were passed, on a poll, by the requisite
majorities.

Details of the results of the voting are as follows:

Total issued share capital:
Total number of shares present/
represented including proxies at the meeting:

701 334 127

821,532,707

being 85% of the total votable shares

Ordinary

resolutions

Number of

shares

voted

Shares

voted for:

Shares

voted

against:

Shares

abstained

1.Re-appointment

of auditors

639 977 164

624 095 818

15 881 346

61 356 963

% of total

issued

% of shares

voted

% of

voted

% of

total

issued
shares

100%

97,52%

2,48%

7,47%

2.1 Re-election

of a director:
CA Carolus

699 910 128

698 883 101

1 027 027

1 423 999

% of total
issued

% of shares
voted

% of
shares

voted

% of
total

issued
shares

100%

99.85%

0,15%

0,17%

2.2 Re-election
of a director:

RP Menell

699 907 104

698 978 585

928 519

1 427 023

% of total

issued

% of total

issued

% of total

issued

% of

total

issued

85.20%

99.87%

0.13%

0.17%

2.3 Re-election

of a director:
SP Reid

699 903 082

698 870 286

1 032 796

1 431 045

total

issued

%99.85 of
total

issued

%0.15 of
total

issued

% 0.17 of
total

issued

100%

99.93%

0.07%

0.11%

3.1. Re-election

of Audit
Committee

member: YGH

Suleman

699 931 569

699 576 429

355 140

1 402 558

% of total
issued

% of shares
voted

% of
shares

voted

% of
total

issued

100%

99.95%

0.05%

0.17%

3.2. Re-election
of a member of

the Audit

Committee: A

Andani

699 929 121

699 594 473

334 648

1 405 006

% of total

issued
shares

% of shares

voted

% of

shares
voted

% of

total
issued

100%

99.95%

0.05%

0.17%

3.3 Re-election

of a member of

the Audit
Committee: PJ

Bacchus

699 908 172

699 576 233

340 939

1 425 955

% of total
issued

% of
total

issued

100%

99.95%

0.05%

0.17%

3.4 Re-election

of a member of
the Audit

Committee: RP

Menell

699 913 365
% of total

697 853 211

2 060 154

1 420 762

issued

% of total

issued

% of total

issued

% of

total

issued

100%

99.71%

0.29%

0.17%

% of total
issued

% of
total

issued

100%

99.30%

0.70%

0.11%

4. Approval for
the issue of

authorised but

unissued
ordinary shares

699 777 267

621 643 289

78 133 978

1 556 860

% of total
issued

% of shares
voted

% of
shares

voted

% of
total

issued

100%

88.83%

11.17%

0.19%

Special

resolutions

Number of

shares

voted

Shares

voted

for:

Shares

voted

against:

Shares

abstained:

1.Approval for

the issuing of

equity

securities for
cash

699 737 922

622 442 338

77 295 584

1 596 205

% of total

issued

% of total

issued

% of total

issued

% of total

issued

100%

88.95%

11.05%

0.19%

Advisory

endorsement of
the remuneration

policy

692 241 930

664 950 888

27 291 042

9 092 197

% of total

issued

% of shares

voted

% of

voted

% of

voted

100%

96.06%

3.94%

1.11%

2. Approval for
the remuneration
of non-executive

directors

699 611 130

686 586 098

13 025 032

1 722 997

% of total
issued

% of shares
voted

% of
shares

voted

% of total
issued

100%

98.14%

1.86%

0.21%

3. Approval for

the Company to

grant inter-
group financial

assistance in

terms of section

44 and 45 of the
Act

699 618 163

691 994 664

7 623 499

1 715 964

% of total

issued

% of shares

voted

% of

voted

% of total

issued

100%

98.91%

1.09%

0.21%

4. Acquisition

of the Company’s

own shares

699 827 936

699 364 508

463 428

1 506 191

% of total

issued
shares

% of shares

voted

% of

shares
voted

% of

shares
voted

100%

99.93%%

0.07%%

0.18%

5.Approval of
the Amendment of

the Gold Fields

Limited 2012

Share Plan

699 382 557

656 869 433

42 513 124

1 951 570

% of total
issued

% of shares
voted

% of
shares

voted

% of
shares

voted

100%

93.92%

6.08%

0.24%

Over 85% of votable shares were represented at the AGM.

The special resolutions will be filed with the Companies and Intellectual
Property Commission in accordance with the requirements of the Companies
Act, No 71 of 2008.

The Board has taken a decision to put Gold Fields Group’s audit work from
the 2018 financial year onwards out for tender.

In terms of paragraph 3.59 of the JSE Limited’s Listings Requirements,
shareholders are advised that Don Ncube, who is the current Chair of the
Social, Ethics and Transformation Committee, has retired as a non-
executive director of the Gold Fields Board of Directors (“the Board”),
with effect from this AGM. The Board would like to thank Mr Ncube for his
valuable contribution to the Company over the past 15 years and wish him
everything of the best in his future endeavours.

Dr Carmen Letton will serve as the new Chair of the Social, Ethics and
Transformation Committee with effect from this AGM.

23 May 2018
Sponsor
J.P. Morgan Equities South Africa (Pty) Ltd

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on

its behalf by the undersigned, thereunto duly authorised.

GOLD FIELDS LIMITED

Dated: 23 May 2018

By:

/s/ Nicholas J. Holland

Name:

Nicholas

Holland

Title:

Chief Executive Officer