| Chairperson: Billy Mawasha from 1 April 2025 | Meetings: Seven |
| Members: Isaac Malevu, Mandlesilo Msimang, Chanda Nxumalo and Peet Snyders | Attendance: 91% |
| Changes: None in 2024. However, as the committee chairperson was appointed CEO from 1 April 2025, he stepped down as chairperson and member of the committee. The board appointed Billy Mawasha as the new committee chairperson effective 1 April 2025. | |
Billy Mawasha
Chairperson
Isaac Malevu
Mandlesilo Msimang
Chanda Nxumalo
Peet Snyders
This committee plays a key role in the execution of the Exxaro Sustainable Growth and Impact strategy. The committee has an independent role where it:5`
Importantly, the committee reviews the strategic fit, risk profiles and outcomes of financial, technical and legal due diligence for major investments. The committee ensures adherence to all Exxaro's governance processes and oversees that potential investments meet the approved hurdle rates, set from time to time, before Exxaro commits any funds. The committee considered various energy and minerals opportunities throughout 2024. These opportunities were considered using robust investment criteria that protect our stakeholders' interests in Exxaro and in that regard did not conclude any transaction that Exxaro believed met its requirements. The board is committed to protecting Exxaro's value and will not approve the pursuit of projects outside the approved investment criteria.
An investment opportunity therefore first serves at the committee where a detailed review is conducted in line with the investment criteria approved by the board. After the review, the investment opportunity may be recommended by the committee to the board for final approval.
The committee's terms of reference are reviewed annually. The next review will be in the second quarter of 2025 and will be submitted to the board for approval. The review will ensure the terms of reference remain aligned to relevant legislation, regulations and King IV.
The committee's mandate requires that disclosures of interest are made at the time of circulating information to the committee members and before the commencement of any meeting. Any declaration and/or recusal by members is captured in the meeting minutes to ensure transparency.
Key focus areas 2024/2025 |
| Monitor divestments and acquisitions |
| Review and recommend minerals investment guidelines for approval |
| Monitor portfolio management of investments and post-investment reviews |
| Guide and recommend participation in proposed acquisitions that fit our long-term minerals and energy strategy |
The committee, in carrying out its duties, has due regard of its terms of reference and the principles and recommended practices of King IV. The committee is satisfied that it has conducted its affairs and discharged its responsibilities in accordance with its terms of reference.
IR