Results of the 86th 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 86th Annual General Meeting The shareholders of ARM (“Shareholders”) are advised that at the annual general meeting of Shareholders (“Annual General Meeting”) held on Friday, 6 December 2019, in terms of the notice of Annual General Meeting distributed to Shareholders on 28 October 2019, 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, 29 November 2019, being the voting record date (“Voting Record Date”), the total issued share capital of ARM was 222 008 324 (“Issued Shares”) and the total number of votable shares was 193 393 584 (“Votable Shares”). The number of ARM shares voted in person or by proxy at the Annual General Meeting was 172 505 284 shares, representing 77.70% of the Issued Shares and 89.20% 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 78.29 21.71 172 504 822 77.70 0.00 Re-election of Mr F Abbott as a Director Ordinary resolution number 2 90.69 9.31 172 479 822 77.69 0.01 Re-election of Mr M Arnold as a Director Ordinary resolution number 3 99.58 0.42 172 504 822 77.70 0.00 Re-election of Mr DC Noko as a Director Ordinary resolution number 4 Re-election of Mr JC Steenkamp as a 91.87 8.13 172 504 822 77.70 0.00 Director Ordinary resolution number 5 Re-appointment of Ernst & Young Inc. as external auditor and appointment of 89.57 10.43 172 504 822 77.70 0.00 Mr PD Grobbelaar as the person designated to act on behalf of the external auditor Ordinary resolution number 6 Election of Audit and Risk Committee Members Ordinary resolution number 6.1 99.61 0.39 172 504 822 77.70 0.00 Mr TA Boardman Ordinary resolution number 6.2 79.85 20.15 172 504 822 77.70 0.00 Dr MMM Bakane-Tuoane Ordinary resolution number 6.3 91.02 8.98 172 504 822 77.70 0.00 Mr AD Botha Ordinary resolution number 6.4 79.83 20.17 172 479 822 77.69 0.01 Mr AK Maditsi Ordinary resolution number 6.5 78.92 21.08 172 504 822 77.70 0.00 Dr RV Simelane Ordinary resolution number 7 Non-binding advisory vote on the 93.29 6.71 171 803 883 77.39 0.32 Company’s Remuneration Policy Ordinary resolution number 8 Non-binding advisory vote on the 93.26 6.74 171 806 563 77.39 0.31 Company’s Remuneration Implementation Report Ordinary resolution number 9 Placing control of the authorised but 95.74 4.26 172 504 822 77.70 0.00 unissued Company shares in the hands of the Board Ordinary resolution number 10 General authority to allot and issue shares 98.00 2.00 172 504 613 77.70 0.00 for cash Special resolution number 1 Annual retainer fees and per Board Meeting attendance fees for Non-Executive Directors Special resolution number 1.1 Annual retainer fees for Non-Executive 97.28 2.72 172 173 388 77.55 0.15 Directors Special resolution number 1.2 Per Board meeting attendance fees for Non- 99.02 0.98 172 173 388 77.55 0.15 executive Directors Special resolution number 2 Committee meeting attendance fees for 99.06 0.94 172 504 067 77.70 0.00 Non-executive Directors Special resolution number 3 Financial assistance – for subscription for 93.93 6.07 172 504 613 77.70 0.00 securities Special resolution number 4 Financial assistance – for related or inter- 98.81 1.19 172 504 613 77.70 0.00 related companies Special resolution number 5 Issue of shares in connection with the 96.56 3.44 172 173 934 77.55 0.15 Company’s share or employee incentive schemes Special resolution number 6 95.56 4.44 172 450 944 77.68 0.02 General authority to repurchase shares * Expressed as a percentage of the number of shares voted per resolution (rounded to the nearest two decimals). **Expressed as a percentage of the Issued Shares as at the Voting Record Date (rounded to the nearest two decimals). Sandton 9 December 2019 Sponsor: Investec Bank Limited Date: 09-12-2019 05:04:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.