 | North American Palladium Ltd. 200 Bay Street, Suite 2350 Royal Bank Plaza, South Tower P.O. Box 93 Toronto, Ontario M5J 2J2 Canada Tel: (416) 360-7590 Fax: (416) 360-7709 |
May 14, 2012
REPORT OF VOTING RESULTS
| TO: | Alberta Securities Commission |
| | Autorité des marchés financiers |
| | British Columbia Securities Commission |
| | Manitoba Securities Commission |
| | New Brunswick Securities Commission |
| | Nova Scotia Securities Commission |
| | Ontario Securities Commission |
| | Prince Edward Island Securities Office |
| | Saskatchewan Financial Services Commission |
| | Superintendent of Securities, Newfoundland and Labrador |
Toronto Stock Exchange
In accordance with section 11.3 of National Instrument 51-102 –Continuous Disclosure Obligations, we hereby advise of the results of voting on the matters submitted to the annual meeting (the “Meeting”) of the shareholders (the “Shareholders”) of North American Palladium Ltd. (the “Corporation”) held on May 11, 2012. At the Meeting, Shareholders were asked to consider certain matters.
The matters voted upon at the Meeting and the results of the voting were as follows:
Item 1: Election of Directors
By a vote by way of show of hands, the number of directors elected at the meeting was seven and the following directors were elected to hold office for the ensuing year or until their successors are elected or appointed:
| Nominees | Number of Shares For | Percentage of Votes Cast |
| Steven R. Berlin | 54,426,251 | 72.35% |
| William J. Biggar | 54,327,828 | 72.22% |
| C. David A. Comba | 54,516,476 | 72.47% |
| André J. Douchane | 42,120,137 | 55.99% |
| Robert J. Quinn | 54,428,736 | 72.35% |
| Greg J. Van Staveren | 54,416,406 | 72.34% |
| William J. Weymark | 54,377,221 | 72.29% |
Item 2: Appointment of Auditors
By a vote by way of show of hands, KPMG LLP were appointed auditors of the Corporation to hold office until the close of the next annual meeting of the Shareholders or until their successors are appointed, and the directors of the Corporation were authorized to fix the remuneration of the auditors.
| Number of Shares For | Percentage of Votes Cast |
| 115,360,815 | 96.35% |
| | NORTH AMERICAN PALLADIUM LTD. | |
| | | |
| | (signed) Trent C. A. Mell | |
| | | |
| | Trent C. A. Mell | |
| | Vice President, Corporate Development, | |
| | General Counsel & Corporate Secretary | |
