Changes To Logistical Arrangements For The Randgold AGM To Be Held On Friday, 29 May 2020 RANDGOLD & EXPLORATION COMPANY LIMITED (Incorporated in the Republic of South Africa) (Registration number 1992/005642/06) Share Code: RNG ISIN: ZAE000008819 (“the Company” or “Randgold”) CHANGES TO LOGISTICAL ARRANGEMENTS FOR THE RANDGOLD AGM TO BE HELD ON FRIDAY, 29 MAY 2020 Shareholders are referred to the announcement published on SENS on Monday, 23 March 2020 advising shareholders, inter alia, of the date, time and venue of the Company’s upcoming annual general meeting (“AGM”). Due to the disruptions caused by COVID-19 and the resultant restrictions placed on public gatherings, the AGM will no longer be held in person and will only be accessible through electronic participation, as permitted by the JSE Limited and the provisions of the Companies Act, No. 71 of 2008, as amended (“Companies Act”), and the Company's memorandum of incorporation. The AGM will continue to take place at 11:00 on Friday, 29 May 2020. Shareholders who wish to participate in and/or vote electronically at the AGM should contact 4 Africa Exchange Registry (“4AXR”) on admin@4axregistry.co.za or on +27 11 100 8389 as soon as possible and by no later than 11h00 on Thursday, 28 May 2020. Shareholders may still register to participate in and/or vote electronically at the AGM after this date, provided, however, that those shareholders are fully verified (as required in terms of section 63(1) of the Companies Act) and are registered at the commencement of the AGM. Dematerialised shareholders would still need to submit proxies via the Central Securities Depository Participants (“CSDP”) or obtain a letter of representation to attend the AGM. 4AXR will assist shareholders with all the requirements for electronic participation and is obliged to validate the information of each shareholder’s entitlement to participate in and/or vote at the AGM before providing it with the necessary means to access the AGM electronically and/or the electronic voting platform. Aside from the costs incurred by Randgold as a result of the hosting by 4AXR of the AGM by way of a remote interactive electronic platform, which shareholders can choose to access, shareholders will be liable for their own network charges in relation to electronic participation in and/or voting at the AGM. Any such charges will not be for the account of the JSE, Randgold and/or 4AXR. None of the JSE, Randgold or 4AXR can be held accountable in the case of loss of network connectivity or other network failure due to insufficient airtime, internet connectivity, internet bandwidth and/or power outages which prevents any such shareholder from participating in and/or voting at the AGM. Notwithstanding the availability of the electronic voting platform, shareholders may still submit forms of proxy to 4AXR (in the case of certificated shareholders and dematerialised shareholders with “own-name” registration) or provide instructions to their appointed CSDP or broker (in the case of dematerialised shareholders without “own-name” registration) by no later than 11h00 on Wednesday, 27 May 2020 or the time and date stipulated by the CSDP or broker, respectively. For the avoidance of doubt, forms of proxy submitted to 4AXR or the Transfer Secretary in respect of the AGM prior to this announcement, remain valid. Johannesburg 13 May 2020 Sponsor PSG Capital Date: 13-05-2020 04:00:00 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.