About this report

Exxaro's integrated report covers our financial, operational and environmental, social and governance (ESG) performance as well as the challenges and opportunities ahead.

In line with our corporate value of honest responsibility, this report reflects our commitment to sustainable development, given the South African socio-economic and environmental context, and determination to entrench effective governance and global best practices in all operations. It also reflects maturing reporting processes and confidence in our ability to set and measure progress towards targets. We disclose key performance indicators across the six sustainability capitals, with targets and actual performance, for an informed evaluation of our progress.

Understanding our sustainability capitals

Scope and boundary

This report covers the financial year to 31 December 2018, as well as key subsequent developments, and follows the 2017 report. While content is primarily aimed at providers of capital, we trust the report will be informative for all stakeholders. For a complete view, this report should be read with the group and company annual financial statements (AFS), comprehensive supplementary report, and mineral resources and reserves statement on our website.

Notice of the group annual general meeting, form of proxy and summarised financial statements were mailed to shareholders as statutorily required.

Content is guided by our strategic objectives, material issues, legislative and regulatory requirements, including the Companies Act of South Africa 71 2008, as amended (Companies Act), (the new mining charter is only effective from January 2019), Department of Trade and Industry codes of good practice and the JSE Limited Listings Requirements. We are also guided by global best-practice standards, including the International Integrated Reporting Council's (IIRC) framework for integrated reporting, United Nations Global Compact and Sustainable Development Goals (SDGs), GRI Standards, King Report on Governance for South Africa 2016 (King IV™) and AccountAbility 1000SES.

The audited AFS are prepared in accordance with International Financial Reporting Standards (IFRS).

King IV™ is a registered trademark of the Institute of Directors of Southern Africa

This report includes all Exxaro's wholly owned operations and subsidiaries. We include limited information on operations where we do not have management control but have a significant interest or joint control, namely Cennergi Proprietary Limited (Cennergi) and Sishen Iron Ore Company Proprietary Limited (SIOC). Our 23.4% shareholding in Tronox Limited continues to be classified as a non-current asset held-for-sale, and we remain committed to monetising this asset through an efficient and staged sales process.

This report has been prepared against the GRI's Standards (formerly Global Reporting Initiative), and the GRI index is on our website. The supplementary report provides detailed disclosure on key aspects of our operations. Methods for determining specific GRI indicators are summarised in the text or detailed in our glossary.

Corporate activity since Exxaro's inception makes data comparability challenging in some areas; this is explained where it will aid understanding.

Under the reporting requirements of the Department of Mineral Resources (DMR) for the 2014 mining charter scorecard, Exxaro discloses its performance per mining right for the review period on its website. Group performance against the scorecard is available on request.

Combined assurance

The board, supported by the audit committee, is ultimately responsible for Exxaro's system of internal control. This is designed to evaluate, manage and provide reasonable assurance against material misstatement and loss. We apply a combined assurance model to optimise the assurance from management as well as internal and external providers while fostering a strong ethical climate and mechanisms to ensure compliance. Our approach to combined assurance can be found here.

Through our board-approved enterprise risk management approach, management identifies key risks facing Exxaro and implements the necessary internal controls. The process is monitored and evaluated by internal audit, while independent external auditors cover key controls and accounting matters during their audit. Each year, key sustainability indicators are selected for reasonable or limited external assurance (page 82 of the supplementary report, with comparable information for trend analysis, where possible).

The board and audit committee assessed the effectiveness of controls for the year to 31 December 2018 as satisfactory, principally through a process of management self-assessment (including formal confirmation from executive management), reports from internal audit, independent external audit and other assurance providers.

Materiality

Materiality is determined by carefully analysing our risks, strategic goals and the outcomes of ongoing consultation with stakeholders.

In a new approach and to give voice to board deliberations, for this report we interviewed all our non-executive directors. Their responses illustrated the depth of experience from which Exxaro benefits, as well as the expertise across our capitals that typifies a balanced and unified board of directors. We have consolidated their comments as quotes from the board's view throughout this report.

All insights from the materiality process are prioritised and crystallised into our material issues, and inform strategic refinements to maintain progress towards our goal of creating value for all stakeholders.

Board responsibility

The board acknowledges its responsibility for the integrity of Exxaro's integrated and supplementary reports.

Although the process of integrated reporting is still evolving, we have applied our collective mind to the preparation and presentation of information in this report, guided by the IIRC framework.

Continuous efforts are made to incorporate best practice and improve our level of reporting, including an independent assessment of key aspects of sustainability reporting and disclosure by PricewaterhouseCoopers Incorporated (PwC).

Together with management, and reflecting on our operating context, strategy and value-creation model, we believe this integrated report addresses all matters that have, or could have, a material effect on our ability to create value.

The board reviewed and approved the content of the integrated report and accompanying statutory information (mailed to shareholders) prior to publication.

24 April 2019

Certificate by group company secretary

In terms of section 88(2)(e) of the Companies Act, I, SE (Saret) van Loggerenberg, in my capacity as group company secretary and legal, confirm that, to the best of my knowledge, for the year ended 31 December 2018, Exxaro Resources Limited (Exxaro) has filed with the Companies and Intellectual Property Commission all such returns and notices as required of a public company in terms of the Companies Act and that all such returns and notices appear to be true, correct and up to date.

SE van Loggerenberg
Group company secretary and legal

Pretoria

24 April 2019