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 inaugural (1st) annual general meeting (“AGM”) of the shareholders of Thungela Resources held on Tuesday, 24 May 2022, all the ordinary
and special resolutions proposed at the AGM were approved by the requisite majority of votes, save for special resolution number 1 relating to
the general authority to acquire the Company’s own ordinary shares. In this regard, the Company confirms the voting statistics from the AGM as
follows:

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

Ordinary resolutions:
1. Re-appointment of the independent external 99.68% 0.32% 68 982 960 50.61% 0.09%
auditor
2.1 Re-election of retiring director: SS Ntsaluba 92.90% 7.10% 68 974 691 50.60% 0.09%
2.2 Re-election of retiring director: KW Mzondeki 90.43% 9.57% 68 974 726 50.60% 0.09%
2.3 Re-election of retiring director: TML Setiloane 99.68% 0.32% 68 974 690 50.60% 0.09%
2.4 Re-election of retiring director: BM Kodisang 93.67% 6.33% 68 960 290 50.59% 0.10%
2.5 Re-election of retiring director: SG French 97.41% 2.59% 68 974 786 50.60% 0.09%
2.6 Re-election of retiring director: J Ndlovu 98.82% 1.18% 68 977 995 50.60% 0.09%
2.7 Re-election of retiring director: GF Smith 99.26% 0.74% 68 978 091 50.60% 0.09%
3.1 Election of audit committee member: KW 97.51% 2.49% 68 974 622 50.50% 0.09%
Mzondeki
3.2 Election of audit committee member: TML 99.09% 0.91% 68 974 644 50.60% 0.09%
Setiloane
3.3 Election of audit committee member: BM 97.36% 2.64% 68 973 198 50.60% 0.09%
Kodisang
4.1 Non-binding advisory vote on the 94.00% 6.00% 68 967 802 50.60% 0.10%
remuneration policy
4.2 Non-binding advisory vote on the 91.11% 8.89% 68 967 847 50.60% 0.09%
implementation report
5. General authority for directors to allot and issue 82.36% 17.64% 68 984 426 50.61% 0.09%
ordinary shares
6. Authorisation to sign documents to give effect 97.82% 2.18% 68 979 819 50.60% 0.09%
to resolutions

Special Resolutions:
1. General authority to acquire the Company’s 66.77% 33.23% 68 798 724 50.47% 0.22%
own ordinary shares
2. Remuneration payable to non-executive 98.25% 1.75% 68 957 871 50.59% 0.10%
directors
3. Granting of financial assistance in terms of 96.81% 3.19% 68 970 251 50.60% 0.09%
sections 44 and 45 of the Companies Act of
South Africa

*Total issued shares are 136 311 808.

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

25 May 2022
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: 25-05-2022 09:00:00
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