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Exxaro Resources Limited
Environmental, social and
governance report for the year ended
31 December 2023

Stakeholder-inclusive approach

Strong stakeholder relationships are critical to supporting Exxaro's business success, particularly during challenging periods and times of change. Stakeholder surveys indicate that our relationship strength varies but is generally high and comes with high expectations.

Our stakeholder relationships are a critical enabler of our sustainable development and business success. It is through collaborative and mutually beneficial partnerships with our stakeholders that we are able to leverage opportunities, mitigate risks and respond to issues facing our business in a just, responsible and effective manner.

Our stakeholder context and engagement approach

The current operating environment continues to be characterised by high demand for service delivery and job creation to advance social progress, an incoherent political context with policy uncertainty, geopolitics and economic and market volatility threatening livelihoods through inflation. Business is increasingly called to intervene and apply its resources to the advantage and benefit of communities and society. We follow an intentional engagement approach in our response to stakeholders, which involves aligning our thoughts, decisions, actions and expected outcomes. This approach has been in place since 2017 and guides us in creating mutual value with our stakeholders.

Structure for intentional engagement

Our stakeholder engagement procedures clarify the reasons for, methods and monitoring of relationships and are supported by our stakeholder engagement policy, plans, principles and key account management (KAM) approach. The strategy-led and outcomes-driven KAM approach ensures we address stakeholder issues, manage risks, leverage opportunities and deliver on our strategic objectives.

Our stakeholder engagement plans align with our strategy and include levels of accountability, material issues and risks, and enable us to track feedback, and monitor and report on our performance. We regularly update these plans to ensure they are fit for purpose.

We ensure engagement effectiveness by conducting assurance and audits of our procedures. Exxaro's board and executive committee are responsible for stakeholder management and engagement.

We are responding to issues raised and interests highlighted by stakeholders in our 2022 reputation tracking survey and regular engagements in 2023.

Stakeholder universe

We use our ERM process and project workshops to identify and analyse our stakeholders, assessing the impact of our activities on them and their impact on our ability to deliver on our strategy, contribute to our ESG performance and address risks. We categorise our stakeholders into four key groupings (government, communities, business and value chain participants) and identify relevant engagement objectives and strategies as required.

Government

  • Governmental departments
  • Local governments
  • Political parties
  • Provincial government
  • District municipalities
  • Regulators

Value chain participation

  • Unions
  • Investors/shareholders
  • Strategic suppliers
  • Partner in delivery
  • Sponsors
  • Customers
  • Employees
  • Service providers

Business

  • NGOs
  • Media
  • Professional industry bodies
  • Other mining organisations
  • Universities
  • Financial community
  • Non-profit organisations

Communities

  • Local media
  • Faith-based organisations
  • Taxi association
  • Farmers and landowners
  • Other mining companies
  • Local SMMEs
  • Communities
  • Local leadership
  • Local schools

Quality of relationship

The management and quality of our relationships with stakeholders impact Exxaro's ability to deliver on our strategy. We measure the quality of relationships through different assessments (such as reputation, baseline and culture surveys or self-assessments) and our engagement strategies, which include stakeholder feedback and response strategies.

No existing relationship or the relationship has challenges

Good relationship with opportunity for improvement

Established relationship but can be improved

Very strong relationship based on mutual trust and respect

Detailed disclosure:

Stakeholders in this category include the Department of Mineral Resources and Energy (DMRE), Department of Public Enterprises, Department of Health (DoH), dtic, Department of Cooperative Governance and Traditional Affairs, Presidency, Parliament's Portfolio Committee on Agriculture, Land Reform and Rural Development, the Presidential Climate Change Commission, the Mpumalanga and Limpopo premiers' offices, local municipalities, Industrial Development Corporation of South Africa, South African Local Government Association, Municipal Infrastructure Support Agent and provincial growth agencies.

Engagement purpose

  • Collaborate to find solutions for socio-economic challenges
  • Partner in mutually beneficial projects
  • Participate in shaping policies
  • Invest in South Africa's socio-economic development
  • Support our efforts in driving business resilience and managing country risk
  • Demonstrate our ESG performance and how Exxaro responds to ever-increasing demands, responsible environmental management and community commitments through improved communication

Engagement methods

  • One-on-one, in-person and virtual engagements
  • Dialogue platforms
  • Events and sponsorships
  • Quarterly reports

Stakeholder expectations and issues

  • The role of big business in solving broader societal issues
  • Responsible water management, minimising environmental impact and overcoming climate change issues
  • Community-related actions around post-mine business, job development and broader community upliftment*
  • Innovation and industry thought leadership
  • Transnet Freight Rail (TFR) performance
  • Socio-economic development*
  • Municipal service delivery*
  • Local procurement*

Our response

Several partnerships and initiatives enable us to address government's expectations, including:

  • Facilitating SLP development consultation and regularly collaborating on projects
  • Refining and consolidating the Sustainable Growth and Impact strategy
  • Implementing the Social Impact strategy
  • Collaborating with the Limpopo and Mpumalanga health departments

Outcomes and value delivered

  • Socio-economic development: R1 897 million through SLP projects (particularly infrastructure), skills, local procurement and SMME development
  • Corporate social investment (CSI): R71.95 million
  • Campaign against gender-based violence (GBV): Committed R3.5 million over two years to government's anti-GBV fund
  • Taxes: R1 652 million employee tax and R5 039 million company tax contributions to the national fiscus

Regulators

Detailed disclosure:

Exxaro aims to go beyond compliance in our business activities. Stakeholders include the DMRE, Department of Water and Sanitation (DWS), Water Tribunal, Department of Forestry, Fisheries and the Environment (DFFE), Department of Employment and Labour (DEL) and the JSE.

Engagement purpose

  • Manage compliance with regulatory requirements for business sustainability
  • Maintain strong relationships with stakeholders at national and provincial level
  • Assist with relevant applications to ensure licence to operate
  • Collaborate in shaping policies
  • Ensure the success of our current and future businesses
  • Communicate and demonstrate how we respond to issues important to government, industry and society while delivering on our purpose

Engagement methods

  • One-on-one, in-person and virtual engagements
  • Dialogue platforms
  • Quarterly reports where required

Stakeholder expectations and issues

  • Improve communication on plans and strategies
  • Water use licences (WULs)
  • Comply with new standards for discard dumps

Our response

  • Reporting quarterly as required by our regulatory bodies
  • Ensuring robust internal auditing processes, strategies and management controls to improve compliance and risk mitigation
  • Engaging proactively with government, including the:
    • DWS and DFFE on decant at Durnacol and Hlobane mines in closure
    • DMRE on Matla mining right renewal (providing useful guidance and traction on applications)
    • DWS and DMRE on discard dumps
    • DWS and Water Tribunal on Matla WUL renewal
  • Regularly reviewing and actioning complaints received at mines
  • Processing information requests through the Promotion of Access to Information Act, 2000 (Act 2 of 2000) (PAIA) and managing them accordingly

Outcomes and value delivered

  • Ongoing compliance with regulations
  • A number of stoppage notices and deviations noted

Employees

Detailed disclosure:

Understanding our employees’ needs and expectations is linked to our success. Employees see us as an agent of change.

Engagement purpose

  • Identify opportunities to collaborate on and co-create solutions with employees
  • Demonstrate our progress against goals through regular communication
  • Align employees’ focus, profile and development efforts with our strategy and culture
  • Empower employees to manage change through information sharing and capabilities training
  • Identify opportunities for skills development as we transform and transition our business
  • Strengthen our culture
  • Distinguish competitive advantage
  • Promote resilient business performance
  • Improve employee engagement/morale
  • Build capabilities
  • Improve trust and relationships
  • Education
  • Awareness
  • Employee engagements provide an opportunity for employees to be heard

Engagement methods

  • Daily, weekly, monthly and quarterly meetings
  • Newsletters
  • Digital engagement through short videos, information screens, emails, bulk SMS and BU-specific communication campaigns
  • LetsConnect mobile platform
  • CEO roadshows
  • Ad hoc and annual communication campaigns
  • Training initiatives
  • Performance management and KPI setting

Stakeholder expectations and issues

  • Improved employee relations and relationship management
  • Better communication, reciprocal dialogue and including employees in decisions that affect them
  • Focus on improving DEI
    • Clear B-BBEE implementation and commitment
    • Support women in business and women in the workplace
  • Talent management
    • Fairness in promotion processes and effective reward systems
    • Skills development, including mentorship and longer-term support
    • Youth development programmes and job opportunities
  • Tangibly demonstrate how we are addressing environmental, community, employee and diversity issues (broader social issues)
  • Maintain high health and safety standards

Our response

  • Engaging on the performance of the new group incentive scheme (GIS) and line of sight (LOS) incentive schemes, the organisational effectiveness project at head office, the CEO’s family code of conduct, safety and wellness (including masterclasses on topics such as stress and resilience) in 2024
  • Facilitating women in mining team awareness sessions on GBV, LGBTQIA++, governance succession planning and mentorship training
  • Promoting informal mentorship programmes at head office
  • Communicating the FerroAlloys divestment decision
  • Expanding communication on diversity and equity at head office and BUs with a key focus on promoting inclusion of traditionally marginalised groups such as women, the LGBTQIA++ community, black people and people living with disabilities
  • Intensifying engagement efforts through our listening and employee engagement strategy, which forms part of understanding insights on critical issues for priority, demonstrating our commitment towards delivering on our priorities

Outcomes and value delivered

  • Paid R4 806 million in employee salaries, wages and benefits, including GreenShare employee scheme
  • Continued intense focus on safety: LTIFR below the 0.05 target

Labour unions

Detailed disclosure:

Our collaborative relationship with labour unions is critical to ensure successful employee relations. Exxaro has a pluralist approach to union recognition but only formally engages with unions where recognition agreements have been concluded and these unions maintain their collective bargaining rights. These stakeholders include elected officials of recognised labour organisations at BU level and provincial or regional level (National Union of Mineworkers (NUM), National Union of Metalworkers South Africa (NUMSA), Association of Mineworkers and Construction Union (AMCU) and Food and Allied Workers Union (FAWU)).

Engagement purpose

Through engagements, relationship building and collaboration with labour unions, we aim to better understand their objectives to ensure fair labour practices, minimise the risk of labour unrest and maintain workplace harmony. This enables us to proactively resolve issues or concerns and keep engagements functional.

Engagement methods

  • Ongoing monthly engagements at BUs and quarterly at employer level (Exxaro Coal and Exxaro Coal Mpumalanga)

Stakeholder expectations and issues

Ongoing issues for labour organisations are employee wages and benefits, health and safety, diversity, learning and development, reskilling the workforce and post‑platforms.mine business development.

Dissatisfaction with the new LOS incentive scheme is surfacing with production cutbacks due to Transnet challenges.

At Grootegeluk, AMCU is close to the recognition threshold, whicht platforms could be part of wage negotiations in 2024.

Our response

  • Communicating business/financial performance, social impact, DEI and transformation initiatives as and when updates are available
  • Engaging on the impact of Transnet's performance challenges
  • Agreeing to NUM's request for higher thresholds in future when unions require recognition
  • Planning to manage potential union rivalry as AMCU nears the recognition threshold

Outcomes and value delivered

  • Well-established engagement and communication structures
  • Union input on business growth strategies
  • Training and development
  • Regulatory compliance ensures unions are able to negotiate fairly and equitably with Exxaro on behalf of their members

Communities

We operate in four local municipalities in Limpopo and Mpumalanga, with closed mines in three other municipalities, including two in KwaZulu-Natal.

Engagement purpose

  • Demonstrate and communicate how Exxaro is sharing economic gains fairly with our host communities through local employment, local procurement, community development initiatives, skills development and ESD (shared value narrative)
  • Build relationships and understanding of community needs to enable collaboration and successful community projects
  • Proactively resolve issues raised by stakeholders before protests emerge (risk management)

Engagement methods

  • Quarterly stakeholder engagement forums
  • Participation in district and provincial engagement platforms
  • Socio-economic impact assessments every five years
  • Quarterly external BU newsletters
  • Community protests at mines
  • Ongoing participation in multi-stakeholder, collective impact structures such as the Impact Catalyst* – a partnership to create mechanisms that drive large-scale socio-economic initiatives

Stakeholder expectations and issues

Community expectations remain consistent across all our host communities. These include:

  • Opportunities for:
    • Local procurement and sustainable job creation
    • Learning and development, including youth empowerment, scholarships and learnerships
    • Socio-economic, local and supplier development, including support for and empowerment of women-owned businesses and other local SMMEs
  • Road and recreational facility infrastructure
  • Municipal service delivery
  • Transformation and gender equality

Our response

  • Engaging with communities and local municipalities through stakeholder engagement forums to address local recruitment and procurement expectations:
    • The board met with Mpumalanga host communities in 2023 to address common concerns (including employment and local procurement, training and development opportunities for youth, engagement with traditional authorities and collaboration in addressing crime)
  • Determining and developing impact projects that reflect South African diversity in SLP projects (including education) for beneficiaries and development partners
  • Leeuwpan:
    • Engaging with traditional authorities to address community protests about procurement and recruitment opportunities in 2023
    • Continually engaging with the local municipality to facilitate SLP project delivery
  • Durnacol:
    • Addressing employment of local people by the rehabilitation contractor
    • Reviewing supply chain management processes for mines in closure
    • Investigating digital training and development opportunities for employees and communities
    • Advancing community development initiatives (including tree planting at several local schools and the water treatment project proceeding to design phase)
  • Hlobane:
    • Advancing the water treatment project (now in design phase)
    • Planning to hand over Kids on Bikes to the local school in 2024
  • Grootegeluk:
    • Resolving the local business forum's call to disband the mine's existing engagement forum through direct engagement
    • Addressing misinformation about recruitment and procurement during stakeholder engagement forums
    • Continuing regular socio-economic development engagements and media communication
  • Belfast:
    • Addressing delays in completing LED project with the Emakhazeni local municipality
    • Regularly engaging with LED and municipality managers and the stakeholder engagement forum
    • Closing off complaints for the year
    • Hosting the first stakeholder day for SMME engagements on funding and other procurement issues
  • Matla:
    • Continuing to focus on youth development in 2023 (through the Lula Rides and SME.TAX programmes as well as driving licence training with our contractors, Komatsu and Jodan Construction, for 52 community members)
    • Meeting with local traditional leaders to address concerns about LED projects raised during board engagements
    • Addressing farm labourers' water and sanitation concerns (challenged by land tenancy status) by seeking advice on the matter
    • Effectively collaborating with the social facilitator and GaNala executive forum to minimise community protests in 2023
    • Resolving delays (in 2024) in implementing LED projects due to changes in the project management team

Outcomes and value delivered

  • Contributed R86.91 million towards socio-economic development programmes in communities
  • Aga Setshaba donated R26.93 million
  • Invested R14.5 million in SLP infrastructure projects, providing 29 temporary construction jobs and services (education infrastructure and waste management) for 30 745 beneficiaries
  • 25 000 learners benefited from our R40.4 million investment in early childhood development (ECD), whole school development, school infrastructure and resources and research and development (university chairs)
  • Matla LoM capital expansion project employed 125 local people (skilled, semi-skilled and labourers) — more than core skilled employees of main contracting companies
  • ESD programme approved R1.1 million in grants and R110.2 million in loans for 14 entities
  • Total procurement spend on local SMMEs was 11% (achieving our 11% target) — Exxaro empowered 263 local black-owned SMME suppliers
* The Impact Catalyst is a collaborative partnership founded by Anglo American, the Council for Scientific and Industrial Research, Exxaro and World Vision South Africa to create mechanisms that drive large-scale, socio-economic development initiatives through public-private partnerships. The initiatives are designed to leverage collaboration across sectors – selected for impact beyond the scale of individual participants. Joint programmes are established between the Impact Catalyst and the Office of the Premier in certain provinces through collaborative regional development platforms. The first regional socio‑economic development platform was launched in Limpopo in 2018, focusing on improving health, wellbeing and living conditions. The Impact Catalyst then expanded to include Mpumalanga and Northern Cape communities.

Investors

Detailed disclosure:

Our investors include shareholders (78.5% South African and 22.1% offshore) and analysts. We include ESG ratings agencies (such as FTSE Russell, MSCI and Sustainalytics) in this stakeholder group.

Engagement purpose

We prioritise regular engagement with our shareholders to keep them well informed and updated on our strategy, performance, capital allocation, dividends, remuneration and other governance policies. We aim to foster transparency, maintain our reputation, and promote our ESG performance. We also aim to demonstrate how we preserve shareholder value, protect returns and prudently allocate capital while upholding a strong culture of transparency – enhancing our ability to access capital and facilitating the successful execution of our Sustainable Growth and Impact strategy.

Through these continuous updates, we build trust and enhance our overall reputation as a responsible and sustainable business.

We proactively seek engagement with underweight and nonholder investors to gain a deeper understanding of their views on Exxaro and their specific investment criteria. This allows us to gather valuable insights that help us better align our strategies with market expectations.

We engage with ESG ratings agencies to gain valuable feedback and recommendations that inform our efforts to enhance our overall ESG ratings. These ratings, in turn, shape external perceptions of our performance and guide our ongoing strategy development.

Engagement methods

  • Interim and annual results presentations and roadshows
  • Finance director’s pre-close message and calls
  • Annual non-deal and governance roadshows
  • Capital Markets Day and site visits
  • Underweight and non-investor engagements
  • Conferences
  • Solicited meetings
  • AGM
  • Sell-side roundtables
  • Investor/industry and climate conferences
  • Investor perception surveys

Stakeholder expectations and issues

Engagements with investors in 2023 focused on key themes such as capital allocation and deployment strategies, and cash retention in light of our strategy. Discussions also focused on our growth ambitions to transition away from coal into new minerals opportunities and growing the energy business. The availability of value accretive opportunities in the identified minerals and Exxaro’s ability to successfully execute on these are key concerns for investors. The ongoing rail logistics issue remains a key concern for investors given the impact this has on our export business.

Regarding engagements on ESG matters, investors indicated general satisfaction on Exxaro’s transparency around ESG. Many indicated that previous concerns were adequately dealt with. Remuneration was a key theme of the 2023 governance roadshow, with largely positive investor sentiment towards Exxaro’s remuneration approach. More detailed disclosure on Exxaro’s scope 3 emissions reduction roadmap was requested and some investors indicated that they are actively encouraging a higher level of accountability around the sustainability function at Exxaro. The non-tabling of resolutions proposed by Just Share was raised as a concern of several investors. However, most investors were satisfied that the board was proactively engaging with Just Share on the issues raised.

Our response

  • Keeping shareholders informed about progress, updates and milestones related to the above key themes through a proactive investor relations engagement calendar
  • Regularly engaging with investors through the engagement methods mentioned above and other channels such as investor presentations, annual reports, speaking opportunities and press releases, etc
  • Clearly articulating Exxaro’s investment thesis, outlining the risks and rewards of transitioning away from coal and into new minerals, growing the energy business, and providing insights into the market and economics that exist within these opportunities
  • Clearly articulating Exxaro’s capital allocation strategy, cash retention strategy and value-driven approach towards investment decisions and potential M&A activity to support the long-term operational needs and growth of the business
  • Communicating rail logistical updates and Exxaro’s commitment to working collaboratively with industry stakeholders to find a solution to this issue
  • Communicating our remuneration approaches as appropriate during engagements to reduce ambiguity
  • Communicating Exxaro’s proactive approach to addressing societal issues and economic inequality through the Social Impact and DEI strategies
  • Considering investor feedback in our reporting suite and implementing suggestions that enhance the credibility, transparency and robustness of our reports

Outcomes and value delivered

  • R5 505 million dividend payouts to shareholders (R10.10/share) and special dividend of R5.72
  • Our FTSE Russell ESG index score remained high at 3.9/5

Customers

Detailed disclosure:

We have domestic and offshore customers in Europe, Asia and other markets. Eskom remains our largest customer with 73% of our sales (2022: 75%). The lower energy availability factor in 2023 impacted Eskom's offtake of coal across several power stations.

Engagement purpose

  • Understand customers and strategic partners’ requirements and foster mutually beneficial relationships through continuous engagement and information sharing
  • Engagements focus on the environment (including scope 3 emissions mitigation), trends, market sentiment, exploring future relationships and improving operational and financial performance

Engagement methods

  • Outbound marketing
  • Email correspondence
  • Meetings at different levels of customer organisations
  • Marketing conferences

Stakeholder expectations and issues

  • Quality, consistent and reliable product supply and responsive service
  • Improved communication and demonstrations of our approach to solving societal issues, improving the lives of our communities, minimising our environmental impact, becoming climate resilient and addressing climate change issues
  • Customers in several market segments are vulnerable to the economic climate, inflationary pressure, weakening rand, sluggish growth and the impacts of load shedding on production (including increases in operating costs due to the use of diesel generators)

Our response

  • Increasing engagements with customers about their challenges
  • Facilitating strategic discussions to strengthen relationships in the longer term

Outcomes and value delivered

  • Safe production
  • Reliable and continuous supply of coal to all customers in terms of quantity/volumes, quality and affordability

Suppliers

Detailed disclosure:

Suppliers are crucial participants in our value chain. We have over 5 000 active registered vendors in the provinces where we operate. We categorise our suppliers as strategic, SMMEs and local.

Engagement purpose

Engagements aim to achieve mutually beneficial operational, financial, environmental and social impact goals.

Engagement methods

  • Direct, proactive engagement with strategic suppliers in line with our supplier relationship management framework
  • Contract reviews
  • Quarterly contractor forum platform at our BUs
  • Interaction via our vendor services helpdesk

Stakeholder expectations and issues

  • Timeous communication of business opportunities
  • Collaboration for shared value
  • Evidence of Exxaro’s good corporate citizenship, thought leadership and strong management

Our response

  • Regularly engaging with strategic suppliers (as part of our supplier relationship management programme) to address key issues: cost savings, supplier diversity and transformation (black ownership and participation), supply security, risk management and decarbonisation strategies
  • Publishing user-friendly guidelines (for Exxaro’s procurement systems, policies and processes) on our website to address SMME supplier concerns highlighted in the 2022 reputation survey
  • Communicating our local procurement strategy and sharing progress at BU stakeholder engagement forums
  • Supporting local suppliers by providing education about accessing business and funding opportunities

Outcomes and value delivered

  • Immediate payment terms for SMMEs
  • 11% of total procurement spend with local black-owned SMMEs
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BUSINESS OVERVIEW
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Navigating this report
Building momentum and resilience for sustainable growth and impact
About this report
Who we are

ESG IN CONTEXT
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Our approach to ESG
Transitioning into a low-carbon business
Delivering measurable results and impact
Stakeholder-inclusive approach

ENVIRONMENT
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Environment
Climate change adaptation and resilience
Air quality management
Energy efficiency
Water security
Biodiversity protection
Mine closure and rehabilitation
Waste management

SOCIAL
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Social
Building momentum with people
Prioritising safety
Integrated health and wellness
Engaged employees
Talent management
Co-creating and preserving value with communities
Enterprise and supplier development
Supply chain sustainability
Respecting and upholding human rights

GOVERNANCE
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Governance
Board key matters in focus
Ethical culture
Performance and value creation
Adequate and effective control
Trust, good reputation and legitimacy
Our board of directors
Executive leadership
Audit committee report
Investment committee report
Logistics committee report
Nomination committee report
Remuneration committee report
Risk and business resilience committee report
Social, ethics and responsibility committee report
Remuneration report

SUPPLEMENTARY INFORMATION
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Assurance report
Appendix A: Criteria
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