Prioritising good governance

Committee reports

Board committees provide focused expertise and strategic oversight, enabling the board to delegate responsibilities effectively and strengthen decision making. This structure reinforces accountability, objectivity and ethical leadership, while ensuring robust oversight of sustainability, risk and ESG performance across the group.

This section details the mandates, activities and key focus areas of Exxaro’s committees, reflecting their contribution to sustainable value creation and robust corporate governance.

Focus areas at a glance

Audit committee report

This review reflects the committee’s role in providing independent oversight of financial reporting, internal controls and risk management. It details how the committee ensured compliance with legal and regulatory frameworks, reviewed audit and assurance processes and strengthened governance through external and internal audit coordination.

Investment committee report

We unpack the committee’s approach to evaluating and recommending key investment decisions in line with Exxaro’s Sustainable Growth and Impact strategy. This section outlines how the committee reviewed metals and energy growth pipelines, assessed due diligence outcomes and monitored strategic acquisitions and divestments.

Logistics committee report

This report describes the committee’s role in mitigating rail and infrastructure challenges that impact coal and metals exports. It explores the development of long‑term logistics solutions, stakeholder engagement efforts and the monitoring of regulatory reforms affecting freight and rail capacity.

Nomination committee report

We unpack the committee’s focus on board composition, succession planning and governance effectiveness. The report highlights how the committee reviewed the group governance framework, aligned governance with King IV principles and exceeded board diversity targets. It also covers annual performance evaluations and governance roadshows.

Remuneration committee report

This overview provides insight into how the committee ensures fair, transparent and responsible remuneration practices. It details key initiatives, including wage gap monitoring, incentive scheme enhancements and alignment of executive remuneration with shareholder expectations and evolving regulatory requirements.

RBR committee report

This report outlines the committee’s role in strengthening Exxaro’s risk management framework, focusing on strategic, operational, financial and regulatory risks. It explains how the committee enhanced business continuity planning, assessed crisis management protocols and integrated risk governance into decision-making processes.

SERC report

This review outlines the committee’s mandate to oversee Exxaro’s impact on public interest and corporate citizenship. It details how SERC monitors human rights practices, social impact strategies, ESG governance and sustainability-related disclosures. Key focus areas include stakeholder engagement, employment equity targets, safety performance and the development of Exxaro’s decarbonisation roadmap.