RESULTS OF THE ANNUAL GENERAL MEETING
Shareholders are hereby advised that the annual general meeting of the Company was held entirely by way of electronic participation at 10:00 today, Tuesday, 28 July 2026 (“AGM”).
Shareholders are further advised that at the AGM, all of the resolutions were passed by the requisite majorities of the Company’s shareholders.
Details of the results of the voting at the AGM are as follows:
Ordinary shares ³
| Resolutions proposed at the AGM | Total number of ordinary shares voted | % of Ordinary shares voted
¹ |
Votes for resolution (%) ² | Votes against resolution (%) ² | Ordinary shares abstained (%) ¹ |
| Ordinary resolution number 1.1: Election of Alupheli Sithebe as a non-executive director | 86 254 963 | 81.57% | 99.99% | 0.01% | 0.05% |
| Ordinary resolution number 1.2: Election of Vincent Raseroka as a non-executive director | 86 254 963 | 81.57% | 99.99% | 0.01% | 0.05% |
| Ordinary resolution number 2.1: Re-election of Gloria Serobe as a non-executive director | 86 254 963 | 81.57% | 99.64% | 0.36% | 0.05% |
| Ordinary resolution number 2.2: Re-election of Melvyn Lubega as a non-executive director | 86 254 963 | 81.57% | 99.99% | 0.01% | 0.05% |
| Ordinary resolution number 3.1: Re-appointment of Tshidi Mokgabudi to the Audit and Risk
Committee (“ARC”) |
86 255 483 | 81.58% | 99.99% | 0.01% | 0.05% |
| Ordinary resolution number 3.2: Re-appointment of Herman Singh to the ARC |
86 255 483 |
81.58% |
99.99% |
0.01% |
0.05% |
| Ordinary resolution number 3.3: Re-appointment of Ronel van Dijk to the ARC | 86 255 483 | 81.58% | 99.99% | 0.01% | 0.05% |
| Ordinary resolution number 3.4: Re-appointment of Melvyn Lubega to the ARC | 86 255 483 | 81.58% | 99.99% | 0.01% | 0.05% |
| Ordinary resolution number 3.5: Re-appointment of Robert Radley to the ARC | 86 255 483 | 81.58% | 99.64% | 0.36% | 0.05% |
| Ordinary resolution number 4.1: Re-appointment of Ronel van Dijk to the Social, Ethics and Sustainability Committee (“SESCom”) | 86 255 483 | 81.58% | 99.99% | 0.01% | 0.05% |
| Ordinary resolution number 4.2: Re-appointment of Tshidi Mokgabudi to the SESCom | 86 255 483 | 81.58% | 99.99% | 0.01% | 0.05% |
| Ordinary resolution number 4.3: Appointment of Alupheli Sithebe to the SESCom | 86 255 483 | 81.58% | 99.99% | 0.01% | 0.05% |
| Ordinary resolution number 5: Re-appointment of KPMG Inc. as independent external auditor | 86 255 483 | 81.58% | 99.99% | 0.01% | 0.05% |
| Ordinary resolution number 6: Placing authorised but unissued shares under the control of the directors | 86 255 483 | 81.58% | 73.12% | 26,.88% | 0.05% |
| Ordinary resolution number 7: Approval of remuneration policy |
86 255 483 |
81.58% |
79.67% |
20.33% |
0.05% |
| Ordinary resolution number 8: Approval of remuneration implementation report | 86 255 483 | 81.58% | 98.37% | 1.63% | 0.05% |
| Ordinary resolution number 9: General authority to repurchase Company shares | 86 255 483 | 81.58% | 98.72% | 1.28% | 0.05% |
| Ordinary resolution number 10: Authority to implement resolutions | 86 255 483 | 81.58% | 99.99% | 0.01% | 0.05% |
| Special resolution number 1: Approval of non-executive directors’ remuneration | 86 254 963 | 81.57% | 96.31% | 3.69% | 0.05% |
| Special resolution number 2: Financial assistance for subscription and/or purchase of securities | 86 255 483 | 81.58% | 96.31% | 3.69% | 0.05% |
| Special resolution number 3: Financial assistance | 86 255 483 | 81.58% | 99.64% | 0.36% | 0.05% |
Notes:
- As a percentage of the total number of ordinary shares in issue at the date of the AGM (excluding treasury shares and B ordinary shares).
- As a percentage of the total number of ordinary shares voted at the AGM (excluding treasury and B ordinary shares).
- The total number of ordinary shares in issue as at the date of the AGM was 109 880 974 shares, of which 4 143 688 were treasury shares. Accordingly, the total votable ordinary shares were 105 737 286 ordinary
Ordinary shares and B ordinary shares ³
| Resolutions proposed at the AGM | Total number of shares voted | % of total shares voted
¹ |
Votes for resolution (%) ² | Votes against resolution (%)
² |
Shares abstained (%)
¹ |
| Ordinary resolution number 1.1: Election of Alupheli Sithebe as a non-executive director |
92 984 103 |
82.68% |
99.99% |
0.01% |
0.04% |
| Ordinary resolution number 1.2: Election of Vincent Raseroka as a non-executive director | 92 984 103 | 82.68% | 99.99% | 0.01% | 0.04% |
| Ordinary resolution number 2.1: Re-election of Gloria Serobe as a non-executive director | 92 984 103 | 82.68% | 99.67% | 0.33% | 0.04% |
| Ordinary resolution number 2.2: Re-election of Melvyn Lubega as a non-executive director | 92 984 103 | 82.68% | 99.99% | 0.01% | 0.04% |
| Ordinary resolution number 3.1: Re-appointment of Tshidi Mokgabudi to the ARC | 92 984 623 | 82.68% | 99.99% | 0.01% | 0.04% |
| Ordinary resolution number 3.2: Re-appointment of Herman Singh to the ARC |
92 984 623 |
82.68% |
99.99% |
0.01% |
0.04% |
| Ordinary resolution number 3.3: Re-appointment of Ronel van Dijk to the ARC | 92 984 623 | 82.68% | 99.99% | 0.01% | 0.04% |
| Ordinary resolution number 3.4: Re-appointment of Melvyn Lubega to the ARC | 92 984 623 | 82.68% | 99.99% | 0.01% | 0.04% |
| Ordinary resolution number 3.5: Re-appointment of Robert Radley to the ARC | 92 984 623 | 82.68% | 99.67% | 0.33% | 0.04% |
| Ordinary resolution number 4.1: Re-appointment of Ronel van Dijk to the SESCom | 92 984 623 | 82.68% | 99.99% | 0.01% | 0.04% |
| Ordinary resolution number 4.2: Re-appointment of Tshidi Mokgabudi to the SESCom |
92 984 623 |
82.68% |
99.99% |
0.01% |
0.04% |
| Ordinary resolution number 4.3: Appointment of Alupheli Sithebe to the SESCom | 92 984 623 | 82.68% | 99.99% | 0.01% | 0.04% |
| Ordinary resolution number 5: Re-appointment of KPMG Inc. as independent external auditor | 92 984 623 | 82.68% | 99.99% | 0.01% | 0.04% |
| Ordinary resolution number 6: Placing authorised but unissued shares under the control of the directors | 92 984 623 | 82.68% | 75.06% | 24.94% | 0.04% |
| Ordinary resolution number 7: Approval of remuneration policy | 92 984 623 | 82.68% | 81.14% | 18.86% | 0.04% |
| Ordinary resolution number 8: Approval of remuneration implementation report | 92 984 623 | 82.68% | 98.49% | 1.51% | 0.04% |
| Ordinary resolution number 9: General authority to repurchase Company shares | 92 984 623 | 82.68% | 98.81% | 1.19% | 0.04% |
| Ordinary resolution number 10: Authority to implement resolutions | 92 984 623 | 82.68% | 99.99% | 0.01% | 0.04% |
| Special resolution number 1: Approval of non-executive directors’ remuneration | 92 984 103 | 82.68% | 96.58% | 3.42% | 0.04% |
| Special resolution number 2: Financial assistance for subscription and/or purchase of securities | 92 984 623 | 82.68% | 96.58% | 3.42% | 0.04% |
| Special resolution number 3: Financial assistance |
92 984 623 |
82,68% |
99,67% |
0,33% |
0,04% |
Notes:
- As a percentage of the total number of ordinary shares and B ordinary shares in issue as at the date of the AGM (excluding treasury shares).
- As a percentage of the total number of ordinary shares and B ordinary shares voted at the AGM (excluding treasury shares).
- The total number of ordinary shares and B ordinary shares in issue as at the date of the AGM was 116 610 114 shares, of which 4 143 688 were treasury shares. Accordingly, the total votable shares were 112 466 426 shares, of which 105 737 286 were ordinary shares and 6 729 140 were B ordinary shares.
No resolutions were added or amended at the AGM.
28 July 2026 Johannesburg
Sponsor
Valeo Capital (Pty) Limited