EX-99.1 2 votingresult_20140430.htm ANNUAL GENERAL AND SPECIAL MEETING VOTING RESULTS votingresult_20140430.htm


Exhibit 99.1
 
May 2, 2014

British Columbia Securities Commission
Alberta Securities Commission
Autorite des marche financiers
Manitoba Securities Commission
New Brunswick Securities Commission
Nova Scotia Securities Commission
Ontario Securities Commission
Registrar of Securities, Nunavut
Saskatchewan Securities Commission
Superintendent of Securities, Newfoundland and Labrador
Superintendent of Securities, Prince Edward Island
Superintendent of Securities, Yukon Territory
Superintendent of Securities, Northwest Territories
Toronto Stock Exchange


Re: Report of Voting Results

In accordance with Section 11.3 of National Instrument 51-102 - Continuous Disclosure Obligations (“NI 51-102”), we advise of the results of the voting on the matters submitted to the annual general and special meeting (“Meeting”) of the shareholders (“Shareholders”) of New Gold Inc. (“Company”) held on April 30, 2014 in Toronto, Ontario.

The matters voted on at the Meeting and the results of the voting were as follows:

Item 1: Election of Directors

On a vote by ballot, each of the eight nominees in the Company’s management information circular dated March 19, 2014 (“Circular”) were elected as directors of the Company.

Director Nominee
Number of Shares
Percentage of Votes Cast
Votes For
Votes Withheld
Votes For
Votes Withheld
David Emerson
332,101,110
4,779,328
98.58%
1.42%
James Estey
333,901,163
2,979,275
99.12%
0.88%
Robert Gallagher
334,523,427
2,357,011
99.30%
0.70%
Vahan Kololian
333,714,760
3,165,679
99.06%
0.94%
Martyn Konig
333,774,387
3,106,052
99.08%
0.92%
Pierre Lassonde
333,725,527
3,154,911
99.06%
0.94%
Randall Oliphant
326,402,750
10,477,688
96.89%
3.11%
Raymond Threlkeld
317,764,883
19,115,554
94.33%
5.67%
 

 
New Gold Inc. Suite 1800, Two Bentall Centre, 555 Burrard Street, Vancouver, BC V7X 1M9   T  +1 604 696 4100  F  +1 604 696 4110
 
www.newgold.com
 
 

 



Item 2: Appointment of Auditor

On a vote by show of hands, Deloitte LLP was appointed as the auditor of the Company to hold office until the close of the next annual meeting of Shareholders or until their successors are appointed, and the directors of the Company were authorized to fix the remuneration of the auditors.  The Company received the following proxy votes from shareholders in respect of this resolution:

Number of Shares
Percentage of Votes Cast
Votes For
Votes Withheld
Votes For
Votes Withheld
385,576,885
771,827
99.80%
0.20%


Item 3: Approval of Unallocated Options under Stock Option Plan

On a vote by ballot, the unallocated options issuable pursuant to the Company’s Stock Option Plan were approved and authorized until the date of the Company’s annual shareholders’ meeting to be held in 2017 (provided that such meeting is held on or before April 30, 2017).

Number of Shares
Percentage of Votes Cast
Votes For
Votes Against
Votes For
Votes Against
319,747,554
17,392,320
94.84%
5.16%


Item 4: Approval of Amended Long Term Incentive Plan

On a vote by show of hands, the payment obligations of the Company under outstanding Performance Share Units (“PSU”) previously granted under the Company’s Long Term Incentive Plan were authorized, at the discretion of the Board, to be satisfied by the issuance of common shares from treasury and unallocated PSU issuable thereunder were approved and authorized until the date of the Company’s annual shareholders’ meeting to be held in 2017 (provided that such meeting is held on or before April 30, 2017).  The Company received the following proxy votes from shareholders in respect of this resolution:

Number of Shares
Percentage of Votes Cast
Votes For
Votes Against
Votes For
Votes Against
326,258,070
10,871,128
96.78%
3.22%

 


 
New Gold Inc. Suite 1800, Two Bentall Centre, 555 Burrard Street, Vancouver, BC V7X 1M9 T +1 604 696 4100 F +1 604 696 4110
 
www.newgold.com
 
 

 

 
Item 5: Say on Pay Advisory Vote

On a vote by show of hands, the shareholders accepted the Board’s approach to executive compensation. The Company received the following proxy votes from shareholders in respect of this resolution:

Number of Shares
Percentage of Votes Cast
Votes For
Votes Against
Votes For
Votes Against
326,831,216
10,297,983
96.95%
3.05%


New Gold Inc.

"Lisa Damiani"

Lisa Damiani
Vice President, General Counsel and
Corporate Secretary











 

New Gold Inc. Suite 1800, Two Bentall Centre, 555 Burrard Street, Vancouver, BC V7X 1M9 T +1 604 696 4100 F +1 604 696 4110
 
www.newgold.com