THUNGELA RESOURCES LIMITED - Report on proceedings at the annual general meeting

Report on proceedings at the annual general meeting

THUNGELA RESOURCES LIMITED
(Incorporated in the Republic of South Africa)
Registration number: 2021/303811/06
JSE Share Code: TGA
LSE Share Code: TGA
ISIN: ZAE000296554
Tax number: 9111917259
(‘Company’ or ‘Thungela Resources’)

REPORT ON PROCEEDINGS AT THE ANNUAL GENERAL MEETING

At the annual general meeting (“AGM”) of the shareholders of Thungela Resources held on Wednesday, 31 May 2023, all the ordinary and special
resolutions proposed at the AGM were approved by the requisite majority of votes, save for ordinary resolution number 5 relating to the general
authority for directors to allot and issue shares, which was withdrawn. In this regard, the Company confirms the voting statistics from the AGM as
follows:


                                             Votes cast disclosed as a percentage   Number of      Shares voted            Shares abstained
                                              in relation to the total number of    shares voted   disclosed as a          disclosed as a
Resolutions                                     shares voted at the meeting                        percentage in           percentage in
                                                                                                   relation to the total   relation to the total
                                                 For                 Against                       issued shares*          issued shares*


Ordinary resolutions:
1.  Re-appointment of the independent            99.98%              0.02%          73 338 004     52.20%                  0.12%
    external auditor
2.1 Re-election of retiring director: JN         99.29%              0.71%          73 325 155     52.19%                  0.13%
    Jekwa
2.2 Re-election of retiring director: TML        99.37%              0.63%          73 336 864     52.20%                  0.12%
    Setiloane
3.1 Election of audit committee                  99. 04%             0.96%          73 337 514     52.20%                  0.12%
    member: KW Mzondeki
3.2 Election of audit committee                  98.65%              1.35%          73 336 274     52.20%                  0.12%
    member: TML Setiloane
3.3 Election of audit committee                  98.81%              1.19%          73 337 633     52.20%                  0.12%
    member: BM Kodisang
4.1 Non-binding advisory vote on the             92.46%              7.54%          73 331 157     52.20%                  0.12%
    remuneration policy
4.2 Non-binding advisory vote on the             80.60%              19.40%         73 332 499     52.20%                  0.12%
    implementation report
5.  General authority for directors to                                        RESOLUTION WITHDRAWN
    allot and issue ordinary shares
6.  Authorisation to sign documents to           99.96%              0.04%          73 330 265     52.20%                  0.12%
    give effect to resolutions

Special Resolutions:
1.  General authority to acquire the             99.96%              0.04%          73 123 800     52.05%                  0.27%
    Company’s own ordinary shares  
2.  Remuneration payable to non-                 93.24%              6.76%          73 331 315     52.20%                  0.12%
    executive directors
3.  Granting of financial assistance in          98.86%              1.14%          73 328 275     52.19%                  0.12%
    terms of sections 44 and 45 of the
    Companies Act of South Africa

*Total issued shares are 140 492 585            

The special resolutions will, where necessary, be lodged for registration with the Companies and Intellectual Property Commission in due course.

1 June 2023
Rosebank

Company Secretary
Francois Klem
Email: Francois.klem@thungela.com

Investor Relations
Ryan Africa
Email: ryan.africa@thungela.com

Media Contacts
Tarryn Genis
Email: tarryn.genis@thungela.com

UK Financial adviser and corporate broker
Liberum Capital Limited
Tel: +44 20 3100 2000


Sponsor
Rand Merchant Bank (A division of FirstRand Bank Limited)

Date: 01-06-2023 04:00:00
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