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Results of the 92nd Annual General Meeting
African Rainbow Minerals Limited
(Incorporated in the Republic of South Africa)
(Registration Number 1933/004580/06)
JSE Share code: ARI
ISIN: ZAE000054045
("ARM" or the "Company")
Results of the 92nd Annual General Meeting
The shareholders of ARM ("Shareholders") are advised that at the annual general meeting of Shareholders ("Annual
General Meeting") held on Friday, 5 December 2025, in terms of the notice of Annual General Meeting distributed to
Shareholders on Wednesday, 29 October 2025 all of the resolutions tabled were passed by the requisite majority of votes
cast by Shareholders present in person or represented by proxy.
As at Friday, 28 November 2025, being the voting record date ("Voting Record Date"), the total issued share capital of
ARM was 208 710 769 ("Issued Shares") and the total number of votable shares was 192 813 357 ("Votable Shares"). The
number of ARM shares voted in person or by proxy at the Annual General Meeting was 172 700 837 shares, representing
82.75% of the Issued Shares and 89.57% of the Votable Shares.
The voting results were as follows:
SHARES
VOTED SHARES
AS A ABSTAINED
PERCENT AS A
SHARES NUMBER OF PERCENT OF
SHARES VOTED OF ISSUED ISSUED
VOTED FOR AGAINST SHARES SHARES SHARES
RESOLUTION (%)* (%)* VOTED (%) (%)
Ordinary resolution number 1
Re-election of Mr TA Boardman as a 75.69% 24.31% 172 698 708 82.75% 0.00%
Director
Ordinary resolution number 2
99.43% 0.57% 172 698 708 82.75% 0.00%
Re-election of Mr DC Noko as a Director
Ordinary resolution number 3
91.92% 8.08% 172 698 708 82.75% 0.00%
Re-election of Mr B Nqwababa as a Director
Ordinary resolution number 4
Re-election of Mr JC Steenkamp as a 99.54% 0.46% 172 698 708 82.75% 0.00%
Director
Ordinary resolution number 5
99.98% 0.02% 172 698 708 82.75% 0.00%
Election of Ms TG Ramuthaga as a Director
Ordinary resolution number 6
97.22% 2.78% 172 698 708 82.75% 0.00%
Election of Mr PW Steenkamp as a Director
Ordinary resolution number 7
Re-appointment of KPMG Inc. as external
auditor and appointment of Mr C Basson as 100.00% 0.00% 172 698 708 82.75% 0.00%
the designated auditor
Ordinary resolution number 8
Election of Audit and Risk Committee
Members
Ordinary resolution number 8.1
75.15% 24.85% 172 698 708 82.75% 0.00%
Mr TA Boardman
Ordinary resolution number 8.2
73.71% 26.29% 172 698 708 82.75% 0.00%
Mr F Abbott
Ordinary resolution number 8.3
75.67% 24.33% 172 698 708 82.75% 0.00%
Mr AD Botha
Ordinary resolution number 8.4
99.97% 0.03% 172 698 708 82.75% 0.00%
Mr B Kennedy
Ordinary resolution number 8.5
99.93% 0.07% 172 698 708 82.75% 0.00%
Ms PJ Mnisi
Ordinary resolution number 8.6
91.94% 8.06% 172 698 708 82.75% 0.00%
Mr B Nqwababa
Ordinary resolution number 8.7
99.98% 0.02% 172 698 708 82.75% 0.00%
Ms TG Ramuthaga
Ordinary resolution number 9
Election of Social and Ethics Committee
Members
Ordinary resolution number 9.1
99.93% 0.07% 172 698 708 82.75% 0.00%
Ms PJ Mnisi
Ordinary resolution number 9.2
99.53% 0.47% 172 698 708 82.75% 0.00%
Mr DC Noko
Ordinary resolution number 9.3
99.98% 0.02% 172 698 708 82.75% 0.00%
Ms TG Ramuthaga
Ordinary resolution number 9.4
99.90% 0.10% 172 698 708 82.75% 0.00%
Mr JC Steenkamp
Ordinary resolution number 10
Non-binding advisory vote on the 90.72% 9.28% 172 698 708 82.75% 0.00%
Company's Remuneration Policy
Ordinary resolution number 11
Non-binding advisory vote on the
81.78% 18.22% 172 698 708 82.75% 0.00%
Company's Remuneration Implementation
Report
Ordinary resolution number 12
Placing control of the authorised but
89.80% 10.20% 172 698 708 82.75% 0.00%
unissued Company shares in the hands of
the Board
Ordinary resolution number 13
General authority to allot and issue shares 89.38% 10.62% 172 698 708 82.75% 0.00%
for cash
Special resolution number 1
Annual retainer fees and per Board meeting
attendance fees for Non-Executive Directors
with effect from 1 July 2025
Special resolution number 1.1
Annual retainer fees for Non-Executive 98.82% 1.18% 172 698 708 82.75% 0.00%
Directors
Special resolution number 1.2
Fees for attending Board meetings for Non- 98.82% 1.18% 172 698 708 82.75% 0.00%
executive Directors
Special resolution number 2
Committee meeting attendance fees for 95.63% 4.37% 172 698 708 82.75% 0.00%
Non-executive Directors
Special resolution number 3
Financial assistance for subscription for 98.60% 1.40% 172 698 708 82.75% 0.00%
securities
Special resolution number 4
Financial assistance for related or inter- 99.82% 0.18% 172 698 708 82.75% 0.00%
related companies
Special resolution number 5
Issue of shares in connection with the
97.79% 2.21% 172 698 708 82.75% 0.00%
Company's share or employee incentive
schemes
Special resolution number 6
88.78% 11.22% 172 695 730 82.74% 0.00%
General authority to repurchase shares
* Expressed as a percentage of the number of shares voted per resolution (rounded to the nearest two decimals).
Sandton
8 December 2025
Sponsor: Investec Bank Limited
Date: 08-12-2025 05:17:00
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