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Results of the 25th Annual General Meeting of shareholders of Exxaro
EXXARO RESOURCES LIMITED
Incorporated in the Republic of South Africa
(Registration Number: 2000/011076/06)
JSE share code: EXX
ISIN code: ZAE000084992
ADR code: EXXAY
Bond issuer code: EXXI
(Exxaro or the Company)
RESULTS OF THE 25TH ANNUAL GENERAL MEETING OF SHAREHOLDERS OF EXXARO
Exxaro shareholders are advised that, at the annual general meeting (AGM) of shareholders of the Company
held on Wednesday, 27 May 2026, the ordinary and special resolutions proposed at the meeting were unaltered
from that reflected in the Notice of AGM and were approved by the requisite majority of votes.
In this regard, Exxaro confirms the voting statistics from the AGM as follows:
Total number of shares in issue 349 913 674
Total number of shares represented (including proxies) at the AGM 294 325 101
Proportion of total voteable shares represented at the AGM 86.08%
Resolution Votes cast disclosed as a Number of Shares Shares voted Shares abstained
percentage of the total Voted disclosed as a disclosed as a
number of shares voted at percentage of the percentage of the total
the meeting total issued shares issued shares
For Against
Ordinary resolution number 1.1: Re-election of Ms 99,86% 0,14% 294 295 140 86,07% 0,01%
Nondumiso Ketwa as an independent non-
executive director
Ordinary resolution number 1.2: Re-election of Ms 96,65% 3,35% 294 295 138 86,07% 0,01%
Chanda Nxumalo as an independent non-
executive director
Ordinary resolution number 1.3: Re-election of Mr 85,56% 14,44% 294 294 385 86,07% 0,01%
Peet Snyders as an independent non-executive
director
Ordinary resolution number 2.1: Election of Mr 99,25% 0,75% 294 295 140 86,07% 0,01%
Billy Mawasha as a member of the group audit
committee
Ordinary resolution number 2.2: Election of Ms 99,94% 0,06% 294 295 140 86,07% 0,01%
Nondumiso Ketwa as a member of the group audit
committee
Ordinary resolution number 2.3: Election of Ms 96,32% 3,68% 260 466 241 76,18% 9,90%
Nosipho Molope as a member of the group audit
committee
Ordinary resolution number 2.4: Election of Ms 96,56% 3,44% 278 328 379 81,40% 4,68%
Chanda Nxumalo as a member of the group audit
committee
Ordinary resolution number 3.1: Election of Ms 99,85% 0,15% 294 295 140 86,07% 0,01%
Geraldine Fraser-Moleketi as a member of the
group Social, Ethics and Responsibility committee
Ordinary resolution number 3.2: Election of Ms 99,95% 0,05% 294 295 140 86,07% 0,01%
Phumla Mnganga as a member of the group
Social, Ethics and Responsibility committee
Ordinary resolution number 3.3: Election of Mr 97,08% 2,92% 294 294 385 86,07% 0,01%
Peet Snyders as a member of the group Social,
Ethics and Responsibility committee
Ordinary resolution number 3.4: Election of Ms 96,32% 3,68% 260 466 241 76,18% 9,90%
Nosipho Molope as a member of the group Social,
Ethics and Responsibility committee
Ordinary resolution number 4: Resolution to re- 100,00% 0,00% 294 294 385 86,07% 0,01%
appoint KPMG Inc. as independent external
auditor for the financial year ending 31 December
2026, until the conclusion of the next AGM
Ordinary resolution number 5: Resolution for a 77,49% 22,51% 286 388 473 83,76% 2,32%
general authority to place authorised but unissued
ordinary shares under the control of the directors
Ordinary resolution number 6: Resolution for a 75,11% 24,89% 294 295 345 86,07% 0,01%
general authority to issue shares for cash
Ordinary resolution number 7: Resolution for a 87,61% 12,39% 294 258 965 86,06% 0,02%
general authority to repurchase shares
Ordinary resolution number 8: Resolution to 100,00% 0,00% 294 295 185 86,07% 0,01%
authorise a director and/or the group company
secretary to implement the resolutions set out in
the notice convening the AGM
Special resolution number 1: Special resolution to 99,85% 0,15% 294 295 183 86,07% 0,01%
approve non-executive directors' fees for the
period 1 June 2026 to the end of the month in
which the next AGM is held
Special resolution number 2: Special resolution to 77,37% 22,63% 294 291 428 86,07% 0,01%
authorise financial assistance for the subscription
of securities
Special resolution number 3: Special resolution to 89,01% 10,99% 294 294 845 86,07% 0,01%
authorise financial assistance to related or inter-
related companies
Non-binding advisory resolution 1: Resolution 93,95% 6,05% 292 800 776 85,64% 0,45%
through non-binding advisory vote to approve the
Exxaro remuneration policy
Non-binding advisory resolution 2: Resolution 93,51% 6,49% 292 800 776 85,64% 0,45%
through non-binding advisory vote to endorse the
implementation of the Exxaro remuneration policy
M NANA
GROUP COMPANY SECRETARY
28 May 2026
Lead Equity and Debt Sponsor Joint Equity Sponsor
Absa Corporate and Investment Bank, a Tamela Holdings Proprietary Limited
division of Absa Bank Limited
Date: 28-05-2026 02:00:00
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