MERAFE RESOURCES LIMITED - Results of the annual general meeting

Results of the annual general meeting

MERAFE RESOURCES LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 1987/003452/06)
JSE and A2X share code: MRF
ISIN: ZAE000060000
("Merafe" or the "Company" or the "Group")

RESULTS OF THE ANNUAL GENERAL MEETING

Merafe is pleased to advise its shareholders ("Shareholders") that all the ordinary and special resolutions
proposed in the notice of the annual general meeting ("AGM") dated 6 March 2026 and tabled at the Company's
AGM held at 11:00 today, 13 May 2026 were passed by the requisite majority of votes cast by Shareholders
present or represented by proxy. As announced on SENS on Tuesday, 12 May 2026, Ordinary Resolution
Numbers 2.1 and 3.1 were withdrawn from consideration and voting at the AGM.

The voting results with respect to the resolutions were as follows:

 Resolutions                          Number of       Percentage       Percentage      Percentage     Abstentions
                                   shares voted        of shares        of shares       of shares
                                                           voted            voted           voted
                                                                            "For"       "Against"

 Ordinary resolution 1:           1 642 574 140           65.73%           99.99%           0.01%           0.01%
 Adoption of the Group
 audited annual financial
 statements and reports from
 the directors and relevant
 committees for the year
 ended 31 December 2025

 Ordinary resolution 2.2:         1 642 755 640           65.73%           99.93%           0.07%           0.00%
 Re-election of Mr. Daniel
 Green as a director of the
 Company

 Ordinary resolution 3.2:         1 642 756 073           65.73%           99.98%           0.02%           0.00%
 Election of Mr. Katlego Tlale
 as a member of the Audit
 and Risk Committee

 Ordinary resolution 3.3:         1 642 756 073           65.73%           99.92%           0.08%           0.00%
 Election of Ms. Nonhlanhla
 Mabusela?Aikhuere as a
 member of the Audit and
 Risk Committee

 Ordinary resolution 3.4:         1 642 755 640           65.73%           99.12%           0.88%           0.00%
 Election of Mr. Jeffrey
 Mclaughlan as a member of
 the Audit and Risk
 Committee

 Ordinary resolution 4.1:         1 642 756 073           65.73%           99.97%           0.03%           0.00%
 Election of Mr. Ditabe Chocho
 as a member of the Social,
 Ethics and Transformation
 Committee

 Ordinary resolution 4.2:         1 642 755 640           65.73%           99.98%           0.02%           0.00%
 Election of Ms. Nonhlanhla
 Mabusela-Aikhuere as a
 member of the Social, Ethics
 and Transformation
 Committee

 Ordinary resolution 4.3:         1 642 756 073           65.73%           99.98%           0.02%           0.00%
 Election of Mr. Stephan Phiri
 as a member of the Social,
 Ethics and Transformation
 Committee

 Ordinary resolution 5: Re-       1 642 756 073           65.73%           99.98%           0.02%           0.00%
 appointment of Deloitte &
 Touche Inc. as the external
 registered auditors of the
 Company and Ms. Tumellano
 Morake as the designated
 audit partner

 Ordinary resolution 6:           1 642 483 420           65.72%           99.87%           0.13%           0.02%
 General authority to
 repurchase Company shares

 Ordinary resolution 7:           1 642 756 073           65.73%           99.98%           0.02%           0.00%
 Authority to sign all
 documents required to give
 effect to all resolutions
 contained in the notice of
 AGM

 Ordinary resolution 8.1:         1 641 988 640           65.70%           95.45%           4.55%           0.04%
 Non-binding advisory vote on
 the Company's remuneration
 policy

 Ordinary resolution 8.2:         1 641 988 640           65.70%           95.45%           4.55%           0.04%
 Non-binding advisory vote on
 the Company's remuneration
 implementation report
 
 Special resolution 1.1:          1 642 738 640           65.73%           99.92%           0.08%           0.01%
 Approval of non-executive
 directors' fees – chairperson
 of the board of directors of
 Merafe ("Board")

 Special resolution 1.2:          1 642 738 640           65.73%           99.92%           0.08%           0.01%
 Approval of non-executive
 directors' fees – Board
 member

 Special resolution 1.3:          1 642 739 073           65.73%           99.63%           0.37%           0.01%
 Approval of non-executive
 directors' fees – Audit and
 Risk Committee chairperson

 Special resolution 1.4:          1 642 738 640           65.73%           99.63%           0.37%           0.01%
 Approval of non-executive
 directors' fees – Audit and
 Risk Committee member

 Special resolution 1.5:          1 642 739 073           65.73%           99.55%           0.45%           0.01%
 Approval of non-executive
 directors' fees –
 Remuneration and
 Nomination Committee
 chairperson

 Special resolution 1.6:          1 642 738 640           65.73%           99.55%           0.45%           0.01%
 Approval of non-executive
 directors' fees –
 Remuneration and
 Nomination Committee
 member

 Special resolution 1.7:          1 642 738 640           65.73%           99.63%           0.37%           0.01%
 Approval of non-executive
 directors' fees – Social,
 Ethics and Transformation
 Committee chairperson

 Special resolution 1.8:          1 642 738 640           65.73%           98.75%           1.25%           0.01%
 Approval of non-executive
 directors' fees – Social,
 Ethics and Transformation
 Committee member

Notes:
-   Percentages of shares voted are calculated in relation to the total issued share capital of Merafe.
-   Percentages of shares voted "For" and "Against" each resolution are calculated in relation to the total number
    of shares voted in respect of such resolution.
-   Abstentions are calculated as a percentage in relation to the total issued share capital of Merafe.


Sandton
13 May 2026

Sponsor
One Capital

Date: 13-05-2026 03:55:00
Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
 the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, 
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
 information disseminated through SENS.