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## INTEGRATED ANNUAL REPORT

#### for the year ended 31 December 2024

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#### CONTENTS

01

OVERVIEW

Group performance in 2024 1

About this report 2

Chairman's letter 4

02

THUNGELA AT A GLANCE

About Thungela 10

Our purpose 11

Our South African operations 12

Our Australian operation 14

Our projects 15

03

STRATEGY AND VALUE CREATION

Message from the chief executive officer 20

Our strategy 24

Business model 26

Material matters 28

Business risks and opportunities management 34

Stakeholder engagement 40

04

OUR IMPACT

Approach to ESG 46

Our contribution to society 47

05

OUR PERFORMANCE

ESG performance 50

Market in context 54

Review of financial performance 56

Summarised consolidated financial statements 68

Review of operational performance 73

06

GOVERNANCE

Leadership 78

Governance structure 82

Governance philosophy 83

Social, ethics and transformation committee

report 91

Health, safety, environment and risk

committee report 93

Investment committee report 95

Nomination and governance committee report 96

Remuneration report 98

07

RESOURCES AND RESERVES

Resources and Reserves 132

08

GROUP INFORMATION

Shareholder information 180

Glossary 182

Appendix 1: UK Listing Rules disclosure table 189

Forward-looking statements disclaimer and

third-party information 190

Corporate information IBC

CONNECT WITH US

Follow us on LinkedIn and Facebook

www.thungela.com

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#### GROUP PERFORMANCE IN 2024

Delivering on our purpose of responsibly creating value together for a shared future

#### SAFETY

#### Fatality

#### None

(2023: One)

#### TRCFR Group

1.93

(2023: 2.80)

#### South Africa

1.07

(2023: 1.40)

#### Australia

1

13.21

(2023: 22.63)

#### CREATING SHARED VALUE

#### Nkulo CommunityPartnershipTrust

#### R102 million contribution

(2023: R156 million)

#### Sisonke EmployeeEmpowermentScheme

#### R102 million contribution

(2023: R156 million)

#### OPERATIONAL SOUTH AFRICA

#### Export saleable production

13.6Mt

(2023: 12.2Mt)

#### Export equity sales

12.6Mt

(2023: 11.9Mt)

#### FOB cost per export tonne

△

R1,151

(2023: R1,134)

#### FINANCIAL

2

#### Adjusted EBITDA

△

#### R6.3 billion

(2023: R8.5 billion)

#### Dividends per share

R13.00

(2023: R20.00)

#### Share buyback

#### R460 million

(2023: R442 million)

#### Earnings per share

R26.76

(2023: R37.66)

#### Headline earnings per share

R25.59

(2023: R34.97)

#### OPERATIONAL AUSTRALIA

2

#### Export saleable production

4.1Mt (100% basis)

(2023: 1.0Mt)

#### Export equity sales

4.1Mt (100% basis)

(2023: 0.9Mt)

#### FOB cost per export tonne

△

R1,674

(2023: R1,886)

1

The total recordable case frequency rate (TRCFR) for Australia in 2023 reflects the performance for 12 months.

2

The Group financial results and operational performance for Australia in 2023 include the results of the Ensham Business for the four months from the acquisition date of

31August 2023 to 31 December 2023.

△

This symbol denotes alternative performance measures. Refer to Annexure 1 in the Annual Financial Statements for the year ended 31 December 2024.

Integrated Annual Report for the year ended 31December 2024 1

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#### ABOUT THIS REPORT

REPORTING SCOPE AND BOUNDARY

This Integrated Annual Report provides information onthe

performance of Thungela Resources Limited, its subsidiaries,

joint operations and associates (collectively, Thungela or the

Group or the Company) for the financial year ended

31 December 2024.

Any material events after this date and up to the board

approval date of 17 April 2025 have also been included,

such as macroeconomic updates and events after the

reporting period.

OUR STAKEHOLDERS AND REPORTING UNIVERSE

This report is primarily prepared for the providers of financial

capital. However, for transparency, it is also relevant to

other stakeholders, such as labour unions, regulators,

governments, customers, suppliers, employees and society.

Itis supplemented by additional disclosures and more

granular reporting in our annual reporting suite, which is

comprised of the Annual Financial Statements and

theEnvironmental, Social and Governance (ESG) Report.

Thesereports should be read together for a complete

understanding of our business and performance and

aremade available on our website at

www.thungela.com/investors.

REPORT REPORTING STANDARDS AND

FRAMEWORKS

Integrated

Annual

Report

• International Financial Reporting Standards

(IFRS)

• Companies Act 71 of 2008, as amended

(Companies Act of South Africa)

• King IV Report on Corporate Governance

for South Africa (2016) (King IV

TM

)

1

• the Johannesburg Stock Exchange Limited

(JSE) Listings Requirements

• the UK Listing Rules

• the UK Disclosure Guidance and

Transparency Rules

• Integrated Reporting Framework

• The Resources and Reserves information in

this report has been developed in line with

the South African Code for the Reporting of

Exploration Results, Mineral Resources and

Mineral Reserves, 2016 (the SAMREC

Code), the South African Code for the

Reporting of Oil and Gas Resources,

2015 (the SAMOG Code) and the

Australasian Code for Reporting of

Exploration Results, Mineral Resources and

Ore Reserves, 2012 (the JORC Code)

• Certain financial information may have

been extracted from the Annual Financial

Statements for the year ended

31December 2024

Annual

Financial

Statements

• IFRS, as issued by the International

Accounting Standards Board (IASB) and

the IFRS Interpretations Committee

(collectively, the IFRS Accounting

Standards)

ESG

Report

• Global Reporting Initiatives (GRI)

Sustainability Reporting Standards,

specifically the GRI 12: Coal Sector

Standard, 2022

• International Sustainability Standards Board

(ISSB) IFRS Sustainability Disclosure

Standards, IFRS S2 Climate-related

Disclosures

• Sustainability Accounting Standards Board

Coal Standard

For further detail guiding our Annual Financial Statements

and ESG disclosures, refer to the specific reports.

REPORTING PURPOSE AND PROCESS

Our reporting purpose encompasses our approach to value

creation and is enhanced by integrated thinking. It includes

information on our financial, operational and ESG

performance, strategy, business model, material matters,

business risks and opportunities, stakeholder engagement,

governance, remuneration practices and 2025 guidance,

among other matters. The six capitals are integrated into our

business model, refer to pages 26 and 27, and trade-offs

have also been included for balanced reporting.

The investor relations team, which reports to the office of the

chief executive officer, prepares and owns the integrated

reporting process. The Group executive committee approves

the content and commitments. The audit committee review

the Integrated Annual Report in detail and the annual

reporting suite is reviewed by the subcommittees, before

being recommended to the board of directors (board). The

Integrated Annual Report is signed off by the board, who is

the owner of the report.

As a responsible miner of coal, we recognise the

importance of the 17 United Nations (UN) Sustainable

Development Goals (SDGs). This is evidenced by linking the

UN SDGs to our business model and material matters.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

2 Integrated Annual Report for the year ended 31December 2024

1

Copyright and trademarks are owned by the Institute of Directors in South Africa,

and all its rights are reserved.

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MATERIALITY

We are committed to the double materiality determination

process. This allows us to identify material matters that

impact our ability to create value (financial materiality) and

our influence on the environment, communities and society

(impact materiality). Material matters that influence our

ability to create and sustain value for our stakeholders over

the short, medium or long term are identified through our

annual materiality workshop and grouped into themes. The

outcomes of this process are available on pages 30 to 33.

COMBINED ASSURANCE AND CONTROLS

We utilise a combined assurance model with internal and

external assurance providers to ensure the information we

provide and our underlying processes support the credibility

and integrity of our reporting. The Group’s internal audit

function assesses financial, operating, compliance and risk

management controls, with oversight from the audit

committee. To establish the effectiveness of the control

environment, the roles of senior management, internal

control functions, internal and external audits, as well as the

board subcommittees, are considered.

Report and nature of

assurance

Independently externally

assured by

Annual Financial

Statements: financial

information

PricewaterhouseCoopers

Incorporated (PwC) – refer to

pages 46 to 52 of the Annual

Financial Statements

ESG Report: selected key

sustainability information

Deloitte & Touche – refer to

pages 169 to 173 of the ESG

Report

BOARD RESPONSIBILITY STATEMENT

The board, supported by the subcommittees, acknowledges

its responsibility to ensure the integrity of the annual

reporting suite for the year ended 31 December 2024. This

includes the Integrated Annual Report that is prepared in

accordance with the Integrated Reporting Framework.

This report was prepared under the supervision of senior

management, on behalf of the board, and is subject to a

robust internal and external review process. The board

reviewed the 2024 Integrated Annual Report to satisfy itself

of its veracity and the balance achieved in the report, and

to consider whether it reflects the collective mind of the

board. The board believes the report presents a balanced

view of the Group’s performance for the financial year

under review and addresses our strategy, business model,

material matters, business risks and stakeholder

engagement, all of which impact our value creation.

Guided by the audit committee, the board approved the

2024 Integrated Annual Report on 17 April 2025.

Sango Ntsaluba

Chairman

July Ndlovu

Chief executive officer

23April 2025

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 3

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#### CHAIRMAN’S LETTER

As we reflect on 2024, a year that fortified Thungela’s

unwavering commitment to our purpose – to responsibly

create value together for a shared future – and underpinned

our achievements for the year. Iam pleased to report that

this commitment is exemplified bya business that has

operated fatality-free for 25 consecutive months.

Subsequent to the period under review, escalating

geopolitical and trade tensions, that include the introduction

of punitive trade tariffs between major economies, have

heightened the risk of a global recession, thereby increasing

commodity price and foreign exchange rate volatility.

Demand for our high-quality thermal coal product continues to

feature in the global energy mix. Our resolve for growth has

been undertaken in a world of geopolitical uncertainties,

infrastructure complexities in SouthAfrica and the impact of

softer price environments. We however,continue to make

significant progress in executing on our strategy.

Our geographic diversification strategy is highlighted by the

establishment of the Thungela Marketing International

business in the United Arab Emirates (UAE) that marked a

significant milestone for our business. We have also

acquired a further 15% interest in the Ensham Mine, that will

enhance the Group’s production profile and earnings. This is

a clear demonstration of our ability to operate in

various geographies.

In addition, our South African portfolio has shown growth for

the first time in three years. Our two life extension projects,

in South Africa, continue to progress, as Elders delivered first

coal in March 2024 and Zibulo North remains on schedule

to be completed during 2026. These projects enable us to

maximise value from our existing assets and build a

sustainable and long-life competitive business. We are

pleased to report that we have signed an extension of the

long-term agreement with Transnet Freight Rail (TFR), up to

March 2028. This allows TFR time to focus on continuing to

improve and stabilise the rail performance.

OUR FIRST VALUE IS SAFETY

Thungela remains unconditional and single-minded on

operating a fatality-free business. We have seen substantial

advancements resulting from our efforts to improve our safety

culture and accountability across all levels of leadership in

the business. Our three safety pillars remain the bedrock

aswe advance on our safety journey – back to basics,

leadership visibility and critical controls.

In South Africa, we recorded a historic low total recordable

case frequency rate (TRCFR) while in Australia, we materially

improved the TRCFR since we took over operational control

on 1September 2023. While we celebrate

accomplishments, we remain vigilant, recognising our

commitment to ensure that all our employees return home

unharmed, to their families each and every day.

DRIVING OUR ESG ASPIRATIONS

Our approach to ESG, through our ESG framework, guides

our decision-making across the business. We have clear

plans and targets which we monitor regularly. Our aim is

unwavering to minimise our impact through all stages of the

mining lifecycle while delivering shared value for all our

stakeholders.

Environmental

We are committed to responsible environmental

stewardship. This entails conserving natural resources,

minimising mining’s inherent negative impacts and restoring

the land we disturb for sustainable, productive use.

Following the environmental incident at the Khwezela

Kromdraai site in 2022, all milestones associated with

therehabilitation process have been completed and

biomonitoring shows that the Wilge River has returned to a

pre-incident condition.

As a company that produces coal, we are acutely aware of

our role in addressing climate change. This begins with the

transparent disclosure of our climate-related risks and

opportunities. We are making good progress toward our

de-carbonisation commitment to reduce Scope 1 and 2

greenhouse gas emissions by 30% by 2030. In addition,

we have also pledged our pathway to net zero emissions

by 2050. These targets have been set from a 2021

baseline and are outlined in detail in the ESG report.

Social

Our purpose, to responsibly create value together for a

shared future, enjoins us to share the value we create in a

meaningful way, with those most affected by our mining

activities, especially our employees and communities. We

are pleased to share with you our continued positive impact

in several areas.

First, our ambition to “spike on social” in ESG is

headlinedby thesignificant cash contributions we have

made to the Sisonke Employee Empowerment Scheme and

the Nkulo Community Partnership Trust. Together the two

trusts have received R1.7 billion since the listing of Thungela

in June 2021.

Secondly, our employees are our ambassadors, and

creating a workplace where people can be the best of

themselves is at the heart of our people approach. As a

result, Thungela has been recognised as a top employer of

choice for a third consecutive year. This recognises the

impressive work we have embarked on in creating an

inclusive, fair and diverse culture that enables us to attract

and retain the best talent to deliver our strategic priorities.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

4 Integrated Annual Report for the year ended 31December 2024

![]()

As we reflect on 2024, a year that fortified Thungela’s

unwavering commitment toour purpose – to responsibly

create value together for a shared future – and underpinned

ourachievements for the year.

Thirdly, we believe in investing in uplifting the lives of the

communities around our mines. In 2024, we launched a

comprehensive early childhood education initiative in

Mpumalanga. This initiative aims to improve access to

quality education and skills development in our host

communities schools, contributing to long-term socio-

economic development.

Lastly, we are pleased to deliver another significant

transaction that empowers black entrepreneurs in our

country. The Rietvlei coal mine was established, together

with our black economic empowerment partners, as a

domestic-focused coal project, with direct ownership

benefits to local communities. With the mine now fully

operational and a sustainable value accretive domestic

contract in place, Thungela resolved to sell its interest to our

black partners in November 2024. This demonstrates

economic inclusion with the parties to the transaction being

able to fully participate in the economic benefits of the

operation.

Governance

Governance effectiveness has been a key focus area during

the year and we have progressed towards our goal of

becoming a world-class board. The board’s diverse set

ofknowledge, skills and experience informs our business

decisions with a commitment to demonstrating and

entrenching a culture of ethics and good governance

acrossthe Group.

The performance and effectiveness of the board and

individual directors are evaluated annually. The evaluation

of the board and subcommittees alternate each year,

between internal and external appraisals. Internal

assessments focus less on individual performance, while

external evaluations include 360-degree individual

assessments. In 2024, an independent external evaluation

of the board and its subcommittees was completed. Overall,

the evaluation determined that the board remainshighly

effective.

The Thungela annual reporting suite provides a transparent

account of our performance for 2024. The annual reports

have been compiled in accordance with the various

reporting frameworks, standards and best practices. This

demonstrates our commitment to improve disclosure and

meet the evolving reporting expectations of our stakeholders.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 5

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CREATING STAKEHOLDER VALUE

The strong 2024 results showcased operational excellence,

with both the South African and Australian operations

recording strong export saleable production. We are

encouraged by the positive developments in Transnet aimed

at ensuring reliability of the rail network. The margin

contributions from our operation in Australia and the

marketing business in Dubai demonstrates the benefits of our

geographic diversification strategy.

Thungela’s capital allocation framework remains the

cornerstone of our strategy and prioritises returns to

shareholders. Our approach acknowledges the diverse

preferences of our shareholder base and we are

accordingly committed to provide returns to our shareholders

through a combination of dividends and share buybacks.

The board reaffirms its commitment to the dividend policy,

which is to distribute a minimum of 30% of adjusted

operating free cash flow

△

to shareholders. Total returned

toshareholders of R2.3 billion, including share buybacks

ofapproximately R460 million, represents 64% of

adjustedoperating free cash flow for the financial

year2024, that is above the stated dividend policy

ofaminimum of 30%.

INVESTING IN OUR FUTURE

In South Africa, our two life extension projects, Elders and

Zibulo North Shaft, progress well and remain on schedule

and within budget. These projects are crucial for our future

growth, competitiveness and sustainability, and their timely

execution positions us well for the years ahead.

The Lephalale Coal Bed Methane (LCBM) project, situated

in the Waterberg coal field in Limpopo in South Africa, is a

significant methane gas resource that we are evaluating for

development opportunities. A capital investment will be

made in 2025 which will demonstrate the value in the

use of the gas.

In line with our geographic diversification strategy, the

Group acquired the remaining interest in the Ensham Mine

from Bowen Investment, in Australia, and have also entered

into an agreement with our co-investors, Audley Capital and

Mayfair, to acquire their interest in Sungela Holdings.

On completion of this transaction, the Group will own

100% of the Ensham Business. This allows us to fully

implement, in a uniform manner, well-established mining

practices and processes.

OUR BOARD

We honour the memory of Thero Setiloane, a valued board

member, who sadly passed away on 1 May 2024. Thero

served as chairman of the social, ethics, and transformation

committee, and a member of the audit committee and the

health, safety, environment, and risk committee. I thank him

posthumously, for his wise leadership and contribution.

We  welcome  Tommy  McKeith  to  the  board  of  directors,

who brings 30 years of invaluable experience to the board.

Tommy  was  appointed  as  an  independent  non-executive

director, and assumed the roles of chairman of the social,

ethics, and transformation committee, and a member of both

the audit committee and the health, safety, environment and

risk committee, effective 1 October 2024.

We acknowledge that a well planned and managed

leadership transition is underway at Thungela. Our current

chief executive officer, July Ndlovu, is set to retire at the end

of 2025. July's exceptional leadership, extensive mining

experience, and strategic guidance has been instrumental in

Thungela's growth and success. Under his stewardship,

Thungela has navigated complex market dynamics,

strengthened its operational excellence, and made

significant strides in safety performance and sustainability

initiatives. July led the completion of the Group’s first major

acquisition in Ensham, a strategic decision to reduce the

Group’s exposure to a singlegeography.

Following a comprehensive selection process, I am pleased

to announce that the board has appointed Moses Madondo

as our incoming chief executive officer designate, effective

1 August 2025. Moses brings over 25 years of mining

experience, having served in various senior leadership

positions, most recently as the chief executive officer of

De Beers Group Managed Operations.

To ensure a smooth transition, July will work closely with

Moses to facilitate a seamless handover of responsibilities.

On behalf of the board and all Thungela stakeholders,

Iwould like to express our deepest gratitude to July for his

outstanding contribution to our company and the coal

industry, and we wish him well in his future endeavours.

Atthe same time, we warmly welcome Moses and look

forward to working with him.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

6 Integrated Annual Report for the year ended 31December 2024

![]()

IN CLOSING

As we move into 2025, Thungela is well-positioned to

navigate the evolving global energy landscape. Our focus

remains steadfast on safety and building operational

resilience while executing our strategy. Strengthening our

ESG practices and enhancing our disclosures remain at the

forefront of our agenda, reflecting our commitment to

responsible mining, environmental stewardship, and positive

community impact.

We recognise that our success is built on our people, and

we remain committed to developing a diverse and talented

workforce that will successfully drive Thungela's strategy into

the future.

Lastly, on behalf of the board, I sincerely thank our

employees, shareholders, and all stakeholders for their

continued support and trust. I want to also thank my board

colleagues for their support during the year.

Sango Ntsaluba

Chairman

23April 2025

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 7

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02

THUNGELA

AT A GLANCE

8

9

![]()

02

### THUNGELAAT A GLANCE

8

9

![]()

#### ABOUT THUNGELA

Thungela, which means ‘to ignite' in isiZulu, is a global pure-play producer and exporter of high-quality, cost-competitive

thermal coal, with operations in South Africa and Australia. Our quality coal reserves and marketable production, position us

as a key player in the global energy market as we deliver coal through world-class ports, powering nations.

The Group owns interests in and produces its thermal coal from six mining operations located in Mpumalanga, South Africa,

which consist of both underground and opencast mines, namely Goedehoop, Greenside, Isibonelo, Khwezela, Zibulo and

Mafube. Thungela disposed of its controlling interest in the Rietvlei Colliery on 30 November 2024.

In 2023, Thungela acquired 85% of the Ensham Mine in Queensland, Australia, marking a significant move towards

executing one of the Group’s strategic pillars of geographic diversification. On 28 February 2025, a further 15% interest in

the Ensham Mine was acquired, as an event after the reporting period.

The establishment of Thungela Marketing International in Dubai underscores the Group’s commitment to capture the full

margin on its products and engaging with the international commodities market as a global coal producer.

In other parts of the value chain, Thungela holds a 50% interest in Phola Coal Processing Plant, and a 23.56% direct interest

in Richards Bay Coal Terminal (RBCT). The terminal is one of the world’s leading coal export terminals, with an advanced 24-

hour operation and a design capacity of 91Mtpa.

Thungela is committed to operating in a responsible way to ignite value for a shared future. We want to ensure that our

mining activities positively impact our employees, shareholders and the communities where we operate.

#### WHO WE ARE

Who we are

We are a future-oriented, pure-play

producer and exporter of thermal coal

with an expanding global footprint.

Our culture

Our people are the heartbeat of our

organisation. Our high-performance

culture values excellence, agility and

accountability.

Ambition

To create and deliver value for all our

stakeholders.

#### VALUES

Safety

We are unconditional about

protecting the lives of all our people –

at work and at home – in health and

wellbeing.

Care and Respect

We show humanity to all through our

commitment to make a positive impact

where we can.

Accountability

We take responsibility for our

decisions, actions and performance,

togrow in success and learn in failure.

Excellence

We are passionate about being the

best at what we do and always seek

to raise the bar.

Agility

We stay well-informed, ensuring our

ability to be responsive, keep things

simple and make quick decisions.

Entrepreneurship

We have an owner's mindset because

we know that every small change adds

to greater impact.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

10  Integrated Annual Report for the year ended 31December 2024

![]()

#### OUR CULTURE

Our business is built by our people, for our people and stakeholders. That is why we are passionate about giving them a

working environment that supports their personal aspirations and professional goals.

We Enrich

We offer an enriching world of work

in which employees are encouraged

to fulfil their potential. Individual

development plans, exciting career

paths and opportunities to stretch and

develop themselves are the tools we

give our employees to do this.

We Energise

We are bold, ambitious and driven by

an owner mindset. This creates an

engaged workforce that drives our

high-performance culture.

We Embrace

Being a good employer means

creating a sense of belonging where

people can bring their whole selves to

work. We believe in embracing the

differences that make our people, and

our business, unique.

We Empower

We empower our employees with the

trust and autonomy they need to

achieve results. Where possible, we

have flexible productive working

arrangements. We also support a

healthy work-life balance.

We Engage

We support agile decision-making and

honest open communication. Our

leaders strive to always be engaged

and open to ideas, including

dissenting views. This is how we

growtogether.

We Care

Core to our culture is the Thungela

value of Care and Respect. Beyond

caring for our people’s safety and

overall wellbeing, we care for our

environment and communities in which

we operate.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 11

We are uncompromising in our commitment to safety. This means

working to the highest health and safety standards to make sure that

no person comes to harm while earning a living for their family.

We hold ourselves to the highest governance principles across our

operations and work with people who care about positive outcomes.

We carefully manage our impacts – now and once our operations

reach the end of their lives. The land we mine today must be put to

sustainable and productive use tomorrow.

Being a responsible miner means being a responsible neighbour.

We want our communities to thrive and for the impacts we leave on

them to be positive ones.

We want everyone close to our

business to share in the real and

unique opportunities for economic and

social development that mining brings.

This is in our very DNA as our

employees and communities share a

stake in our business.

We create this value for our investors

and all our stakeholders by focusing

on our strategic ambition and related

priorities.

We believe that everyone has a role to play in

creating value. That is why we are committed to

collaborating, engaging and building meaningful

relationships with our stakeholders.

Our shareholders, employees, business and social

partners all help us to generate value and in turn,

they share in this value.

The value we create

contributes to a brighter future

for all of us. By achieving our

mutual objectives, we – together

with all our stakeholders – can

look forward to a future worth

sharing.

#### Our purpose

#### To responsibly create value together for a shared future

![]()

#### OUR SOUTH AFRICAN OPERATIONS

#### GREENSIDE COLLIERY

Market: export and domestic

Coal Resources

• Measured: 7.9Mt

•

Indicated: 4.0Mt

Coal Reserves

• Proved: 10.4Mt

• Probable: 1.9Mt

Mining method:

underground –

bord and pillar

Life of mine (LOM): 4 years

#### ZIBULO COLLIERY

Market: export and domestic

Coal Resources

• Measured: 377.3Mt

• Indicated: 55.8Mt

Coal Reserves

• Proved: 21.3Mt

• Probable: 22.0Mt

Mining method: underground –

bord and pillar, and opencast

LOM: 8 years

#### KHWEZELA COLLIERY

Market: export

Coal Resources

• Measured: 39.5Mt

• Indicated: 8.9Mt

Coal Reserves

• Proved: 21.9Mt

• Probable: 1.5Mt

Mining method: opencast

LOM: 5 years

MAFUBE COLLIERY

1

Market: export

Coal Resources

• Measured: 29.5Mt

• Indicated: 1.2Mt

Coal Reserves

• Proved: 82.6Mt

• Probable: 33.0Mt

Mining method: opencast

LOM: 19 years

1

Resources and Reserves are shown at 100%.

GOEDEHOOP COLLIERY

Market: export and domestic

Coal Resources

• Measured: 236.5Mt

• Indicated: 9.0Mt

Coal Reserves

• Proved: 2.6Mt

• Probable: 0.2Mt

Mining method: underground –

bordand pillar

LOM: 1 year

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

12 Integrated Annual Report for the year ended 31December 2024

Integrated Annual Report for the year ended 31December 2024   13

#### ISIBONELO COLLIERY

Market: domestic

Coal Resources

• Measured: 15.3Mt

• Indicated: —

Coal Reserves

• Proved: 3.9Mt

• Probable: —

Mining method: opencast

LOM: 1 year

![]()

#### OUR SOUTH AFRICAN OPERATIONS

#### GREENSIDE COLLIERY

Market: export and domestic

Coal Resources

• Measured: 7.9Mt

•

Indicated: 4.0Mt

Coal Reserves

• Proved: 10.4Mt

• Probable: 1.9Mt

Mining method:

underground –

bord and pillar

Life of mine (LOM): 4 years

#### ZIBULO COLLIERY

Market: export and domestic

Coal Resources

• Measured: 377.3Mt

• Indicated: 55.8Mt

Coal Reserves

• Proved: 21.3Mt

• Probable: 22.0Mt

Mining method: underground –

bord and pillar, and opencast

LOM: 8 years

#### KHWEZELA COLLIERY

Market: export

Coal Resources

• Measured: 39.5Mt

• Indicated: 8.9Mt

Coal Reserves

• Proved: 21.9Mt

• Probable: 1.5Mt

Mining method: opencast

LOM: 5 years

#### MAFUBE COLLIERY

1

Market: export

Coal Resources

• Measured: 29.5Mt

• Indicated: 1.2Mt

Coal Reserves

• Proved: 82.6Mt

• Probable: 33.0Mt

Mining method: opencast

LOM: 19 years

1

Resources and Reserves are shown at 100%.

#### GOEDEHOOP COLLIERY

Market: export and domestic

Coal Resources

• Measured: 236.5Mt

• Indicated: 9.0Mt

Coal Reserves

• Proved: 2.6Mt

• Probable: 0.2Mt

Mining method: underground –

bordand pillar

LOM: 1 year

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

12 Integrated Annual Report for the year ended 31December 2024

Integrated Annual Report for the year ended 31December 2024 13

#### ISIBONELO COLLIERY

Market: domestic

Coal Resources

• Measured: 15.3Mt

• Indicated: —

Coal Reserves

• Proved: 3.9Mt

• Probable: —

Mining method: opencast

LOM: 1 year

![]()

#### OUR AUSTRALIAN OPERATION

#### OPERATION

# ENSHAM

Ensham is an underground thermal coal mine located in the

Bowen Basin in Queensland, Australia. Thungela Resources

Australia Pty Limited (Thungela Resources Australia) owns 72.5% of

Sungela Holdings. Sungela Holdings owns 85% of the Ensham

Mine. On 28 February 2025, a further 15% interest in the

Ensham Mine was acquired. On 14 March 2025, we

announced that we entered into an agreement with Audley

Capital and Mayfair to acquire their 27.5% interest in Sungela

Holdings. Upon completion of this transaction, the Group will own

100% of the Ensham Business.

Ensham extracts coal using a fully mechanised bord and pillar

mining method, mining two main economicalseams. The thermal

coal mined from underground is crushed and does not require

further beneficiation. The Blackwater rail system traverses the

property, connecting the dedicated rail load-out terminal with the

Port of Gladstone.

The current LOM plan for Ensham is scheduled to complete

miningdeclared reserves by 2044. We are evaluating priority

exploration targets and determining the optimal portions of the

Mineral Development Licences for conversion into mining licences

in order to take advantage of the full potential of Ensham's

resources.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

14 Integrated Annual Report for the year ended 31December 2024

#### ENSHAM MINE

Market: export

Coal Resources

1

• Measured: 4.5Mt

• Indicated: 465.4Mt

Coal Reserves

1

• Proved: 26.2Mt

• Probable: 42.6Mt

Mining method: underground -

bord and pillar

LOM: 20 years

1

Reserves and Resources are shown at 100%.

![]()

#### OUR PROJECTS

# ELDERS

The Elders production replacement project is an underground

mine that is designed to replace the volumes from the

Goedehoop Colliery, as that operation nears the end of its

life. It is anticipated that this project will sustain regional jobs

and existing community suppliers.

The Elders on-site infrastructure is planned to facilitate the

production of up to 4.0Mtpa of run of mine (ROM) when it

reaches steady state in 2026. Initially, the focus will be on

extracting coal from the higher-quality No 2 Seam, with the

flexibility to mine the No 4 Seam sequentially or

simultaneously based on market demand. TheNo 2 Seam is

well suited to produce a washed 5,700kcal/kg export

product while the No 4 Seam is better suited for domestic

customers as a lower-grade domestic product.

To date, we have incurred capital expenditure of

R1.8billion, with a further R100 million to be spent to

complete the project. Project construction was completed in

the last quarter of 2024 and ramp-up is in progress.

KEY STATISTICS

Expected capital

expenditure (capex) to

completion

R1.9 billion

LOM

12 years steady-state (No 2 Seam)

Production profile

4.0Mtpa ROM (No 2 Seam)

Quality

5,700kcal/kg

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024  15

![]()

#### OUR PROJECTS

# ZIBULO NORTH SHAFT

The Zibulo North Shaft project will enable access to the

Zondagsfontein West reserves, extending the LOM to

2040, and ensuring the continued utilisation of the full wash

capacity allocation of the Phola Coal Processing Plant. The

new shaft will improve operational efficiency and optimise

the cost structure by reducing travel distances to the coal

face. This will further mitigate the loss of ROM production as

the opencast operation reaches end of life in 2025, and

will de-risk the Zibulo operation through access to additional

panels.

The new shaft is positioned approximately 8km northwest of

the existing shaft on the edge of the Zondagsfontein West

resource area, which was acquired and licensed at the

same time as the Zondagsfontein East (current Zibulo)

miningarea.

The on-site infrastructure is aimed at sustaining ROM

production of up to 8Mtpa after the initial underground

development has been completed. The export product

quality will target a 5,700kcal/kg based on current

operational strategies, while production beyond 2035 will

target a domestic market.

A total investment of R1.8 billion has been incurred to date,

with more than 70% of the project complete. We are

expecting to spend a further R800 million in 2025 and

2026 to complete the project.

KEY STATISTICS

Expected capex to

completion

R2.6 billion

LOM extension

Through to 2040

Production profile

Maintain 8Mtpa ROM

Quality

6,000kcal/kg

5,700kcal/kg

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

16 Integrated Annual Report for the year ended 31December 2024

![]()

#### OUR PROJECTS

# LEPHALALE COAL BED METHANE

OVERVIEW

The LCBM project is located approximately 30km north-east

of the town of Lephalale within the largely undeveloped

Waterberg coalfield in Limpopo, South Africa. Thungela

holds an exploration right, which covers a total area of

approximately 132,000 hectares and owns approximately

12,500 hectares of surface rights within the exploration

right footprint.

POTENTIAL DEVELOPMENT

Thungela has initiated a capital investment of R400 million

for the acquisition of a modular liquefied natural gas (LNG)

plant and the associated site infrastructure, which will

demonstrate the value in use of the gas resource. The LNG

will initially be used to generate power at one of our

operations, in order to reduce the impact of load curtailment

during periods of electricity shortage.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 17

![]()

03

STRATEGY AND

VALUE CREATION

18

19

![]()

03

### STRATEGY ANDVALUE CREATION

18

19

![]()

#### MESSAGE FROM THECHIEF EXECUTIVE OFFICER

Our 2024 results demonstrate continued operational

excellence and underscore the disciplined execution of our

strategic priorities. Full-year export saleable production

exceeded guidance in both South Africa and Australia.

Notably, South African production grew for the first time in

three years due to increased productivity and improved rail

performance. The higher production and a focus on cost

efficiencies resulted in a free-on-board (FOB) cost per export

tonne

△

below guidance. Our two key life extension projects,

Elders and Zibulo North Shaft, remain on schedule and on

budget. Safety remains our first value and we are

unconditional about protecting the lives of our people. We

are proud to report that we have been operating a fatality-

free business for 25 consecutive months.

Our increased focus on accountability and our safety culture

is delivering meaningful safety improvements. The Group

total recordable case frequency rate (TRCFR) was 1.93,

compared to 2.80 in 2023. South Africa achieved a historic

low TRCFR of 1.07, compared to 1.40 in the prior year. In

Australia, the TRCFR improved significantly to 13.21,

compared to 22.63 in the full year 2023, reflecting a strong

focus on improving conditions, leadership visibility and

critical controls.

Group revenue increased by 16% year-on-year to

R35.6 billion, as Ensham was included for the full 12 months

in 2024, in comparison to the four months following

acquisition in the prior year (September to December 2023).

The Group generated adjusted EBITDA

△

of R6.3 billion and

net profit of R3.5 billion, with the Ensham Business

contributing R676 million to net profit in 2024. The margin

contribution from our operation in Australia and the marketing

business in Dubai showcase the benefits of our geographic

diversification strategy. The Group ended the year with net

cash

△

of R8.7 billion.

While the impact of a softer price environment across the

Richards Bay and Newcastle Benchmark coal prices

continues to impact our financial results, it is encouraging to

note the improvement in the performance of Transnet Freight

Rail (TFR) post the annual maintenance shutdown period,

which was completed in July 2024. TFR achieved a run rate

of 51.9Mtpa for 2024, an 8.4% increase in performance

from 2023 for the industry, with an average annualised run

rate of 56.2Mt in the second half of the year, from an

annualised run rate of 47.3Mt in the first half of the year.

In South Africa, export saleable production of 13.6Mt ended

above the guidance range of 11.5Mt to 12.5Mt, and

increased by 11% year-on-year, from 12.2Mt in 2023. The

higher production output in 2024 was particularly notable

given that three underground mining sections were removed

in 2023 in response to the rail constraints. In line with the

improved rail performance, our South African operations

ramped up production without adding additional capacity or

material cost to the business.

FOB cost per export tonne excluding royalties

△

of R1,130

was below the low end of the guidance range of R1,170,

mainly due to higher production volumes.

In Australia, Ensham recorded strong export saleable

production of 4.1Mt (on a 100% basis), an increase of 52%

from the annualised run rate of 2.7Mt at the date of

acquisition. The improvement is mainly attributable to

productivity projects and the reconfiguration of the mine to

include a fault development crew dedicated to traversing

geological faults, while the remaining sections mine in

productive areas. FOB cost per export tonne excluding

royalties

△

of R1,433 was below the low end of the guidance

range of R1,590, mainly driven by higher production and cost

initiatives implemented during the year.

Global thermal coal market landscape

The softer thermal coal price environment continued

throughout the year. Milder winter conditions in the Northern

Hemisphere led to subdued demand in Europe, where coal

and gas stock levels remained elevated, impacting the

South African coal market. The market for high calorific

value product from Australia was shaped by high stock

levels brought upon by sluggish seaborne demand in the

main Asian coal markets, such as China, India, Japan and

South Korea.

We  remain  confident  in  the  long-term  fundamentals  of  the

role of coal in the energy  mix  in support of  global  energy

demand.  The  International  Energy  Agency  confirmed  in  its

‘World Energy Outlook 2024’ report published in

October 2024, that the outlook for coal demand remains

firm. There is strong energy demand from emerging markets,

with countries such as China and India continuing to invest

in new coal-fired power stations to meet the energy needs

required to sustain economic growth, as well as demand

that is maintained due to delays in projected closure dates

for existing coal-fired power stations. Seaborne traded

thermal coal demand is expected to remain close to

one billion tonnes  in  2025.  It is important to note  that  the

higher coal  demand in these regions  more than offsets the

decline in the use of coal in developed economies.

Ongoing geopolitical tensions and uncertainties continue to

impact the energy markets, leading to coal and gas supply

volatility. Seaborne thermal coal market supply may be

impacted by in-country supply in key emerging markets, such

as China and India.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

20 Integrated Annual Report for the year ended 31December 2024

![]()

Progress on our strategic priorities

We have made significant progress in 2024 towards

building a sustainable and long-life business across our

geographies. In South Africa, our two life extension projects,

Elders and Zibulo North Shaft, are key to improving our life

of mine and long-term competitiveness, and remain on

schedule and within budget. Total expansionary capital

expenditure for these two projects since commencement is

R3.6 billion. The construction phase of the Elders project is

complete, and the ramp-up is progressing well, with the

deployment of two production sections to date. The mine is

anticipated to produce at a run rate of 4Mt of run of mine

coal per annum, upon reaching steady state in early 2026.

The Zibulo North Shaft project is ongoing with completion

expected in 2026, which will extend the current

underground operation’s life to 2038. Themine is expected

to produce at a run rate of up to 8Mt of run of mine coal

per annum on completion of the project.

The Lephalale Coal Bed Methane (LCBM) project, situated

in the Waterberg coal field in Limpopo in South Africa, is a

significant methane gas resource that we are evaluating for

development opportunities. A capital investment of

approximately R400 million will be made in 2025 for the

acquisition of a modular liquefied natural gas plant and

associated site infrastructure, which will demonstrate the

value in use of the gas.

The Rietvlei coal mine was established to develop a

domestic-focused coal project with a direct benefit to local

communities through an equity shareholding. The intention of

Thungela, with an effective 34% shareholding, was to

ensure the sustainability of the operation while our black

economic empowerment partners developed the project,

and at the appropriate time to exit our position. With the

mine now fully operational and a domestic contract in

place, Thungela resolved to sell its interest to the existing

partners for a total cash consideration of R186 million. The

transaction demonstrates economic inclusion and our

partners, together with the local communities, participate in

the full economic benefits of the operation.

In December 2024, we announced our intention to

acquire a further 15% interest in the Ensham Mine

for a total consideration of AUD48 million. We are

pleased to advise that the relevant conditions

precedent have been met, and the transaction was

completed on 28 February 2025. On 14 March

2025, we also announced that we had entered into

an agreement with Audley Capital and Mayfair to

acquire their 27.5% interest in Sungela Holdings, for

an upfront cash consideration of USD1.7 million, as

well as contingent deferred consideration of up to

USD15.5 million payable over a period of up to

sixyears. Upon completion of this transaction, the

Group will own 100% of the Ensham Business.

These transactions enable us to further execute our

geographic diversification strategy in Australia, enhancing

the Group’s production profile and earnings, as well as

maximising value through Thungela Marketing International.

The resource development plan at Ensham, which was

initiated post acquisition, is progressing well. This will

assist us to identify the full potential of the asset and

the related capital required to extract value from

brownfield opportunities.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 21

![]()

Shareholder returns and capital allocation

In 2024, we completed two share buybacks for a total

consideration of R601 million, or 3.2% of issued share

capital. The share buybacks acknowledge the diverse

preferences of our shareholder base and reflect our

confidence in the Group's attractive long-term outlook and

robust financial position.

The Group generated cash flows from operating activities of

R5.3 billion for the year. After investing R1.7 billion in

sustaining capital expenditure

△

, this resulted in an adjusted

operating free cash flow

△

of R3.6 billion for the year. We

remain committed to building a long-life competitive business

with an expansionary capital spend of R1.7 billion during

2024.

Driving our ESG aspirations informs our approach to our

existing business, how we plan future projects and how we

evaluate potential acquisitions. In Australia, we contributed

R970 million into an investment vehicle, similar to the green

fund in South Africa, to secure the necessary financial surety

for the Ensham rehabilitation liabilities, while we pursue

acceptance into the Queensland Financial Provisioning

Scheme. In South Africa, we contributed a further

R204 million into the green fund in 2024. Including these

investment contributions, as well as the ongoing spend on

rehabilitation activities, the Group environmental liability

coverage

△

has increased to 54%, compared to 40% in

2023.

At 31 December 2024, the Group’s net cash

△

position was

R8.7 billion. We continue to reserve R900 million to fund

our life extension projects to completion and R400 million

for the LCBM project. Given the current weak market

conditions, the board considers it appropriate to maintain a

cash buffer of R5.4 billion. The Group holds undrawn credit

facilities of R3.2 billion.

The board reaffirms its commitment to the dividend policy,

which is to distribute a minimum of 30% of adjusted

operating free cash flow

△

to shareholders. A final dividend

of R11 per share has been declared, taking total dividend

to R13 per share. The board has also approved a share

buyback of up to R300 million. Total returned to

shareholders, including share buybacks of

R460 million, is

64% of adjusted operating free cash flow

△

for 2024.

Since listing the business in 2021, the Sisonke Employee

Empowerment Scheme and the Nkulo Community

Partnership Trust have together received

R1.7 billion,

including

R204 million relating to 2024, demonstrating

Thungela’s ability to deliver strong returns to all of our

stakeholders.

Looking ahead

In line with our purpose - to responsibly create value

together for a shared future - we are confident that our

disciplined capital allocation approach will ensure that

Thungela delivers value for our people, communities and

stakeholders over the long term.

In particular, our focus remains on operating a fatality-free

business and delivering operational excellence by

controlling the controllables. As we position the business to

take advantage of the long-term fundamentals supporting

coal demand globally, we remain committed to productivity

improvements and to enhancing the cost competitiveness of

our operations, driven by the Elders and Zibulo North Shaft

projects. We are confident that executing our strategic

priorities will create meaningful shareholder value.

July Ndlovu

Chief executive officer

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

22 Integrated Annual Report for the year ended 31December 2024

![]()

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

23

Shareholder returns and capital allocation

In 2024, we completed two share buybacks for a total

consideration of R601 million, or 3.2% of issued share

capital. The share buybacks acknowledge the diverse

preferences of our shareholder base and reflect our

confidence in the Group's attractive long-term outlook and

robust financial position.

The Group generated cash flows from operating activities of

R5.3 billion for the year. After investing R1.7 billion in

sustaining capital expenditure

△

, this resulted in an adjusted

operating free cash flow

△

of R3.6 billion for the year. We

remain committed to building a long-life competitive business

with an expansionary capital spend of R1.7 billion during

2024.

Driving our ESG aspirations informs our approach to our

existing business, how we plan future projects and how we

evaluate potential acquisitions. In Australia, we contributed

R970 million into an investment vehicle, similar to the green

fund in South Africa, to secure the necessary financial surety

for the Ensham rehabilitation liabilities, while we pursue

acceptance into the Queensland Financial Provisioning

Scheme. In South Africa, we contributed a further

R204 million into the green fund in 2024. Including these

investment contributions, as well as the ongoing spend on

rehabilitation activities, the Group environmental liability

coverage

△

has increased to 54%, compared to 40% in

2023.

At 31 December 2024, the Group’s net cash

△

position was

R8.7 billion. We continue to reserve R900 million to fund

our life extension projects to completion and R400 million

for the LCBM project. Given the current weak market

conditions, the board considers it appropriate to maintain a

cash buffer of R5.4 billion. The Group holds undrawn credit

facilities of R3.2 billion.

The board reaffirms its commitment to the dividend policy,

which is to distribute a minimum of 30% of adjusted

operating free cash flow

△

to shareholders. A final dividend

of R11 per share has been declared, taking total dividend

to R13 per share. The board has also approved a share

buyback of up to R300 million. Total returned to

shareholders, including share buybacks of R460 million, is

64% of adjusted operating free cash flow

△

for 2024.

Since listing the business in 2021, the Sisonke Employee

Empowerment Scheme and the Nkulo Community

Partnership Trust have together received R1.7 billion,

including R204 million relating to 2024, demonstrating

Thungela’s ability to deliver strong returns to all of our

stakeholders.

Looking ahead

In line with our purpose - to responsibly create value

together for a shared future - we are confident that our

disciplined capital allocation approach will ensure that

Thungela delivers value for our people, communities and

stakeholders over the long term.

In particular, our focus remains on operating a fatality-free

business and delivering operational excellence by

controlling the controllables. As we position the business to

take advantage of the long-term fundamentals supporting

coal demand globally, we remain committed to productivity

improvements and to enhancing the cost competitiveness of

our operations, driven by the Elders and Zibulo North Shaft

projects. We are confident that executing our strategic

priorities will create meaningful shareholder value.

July Ndlovu

Chief executive officer

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

22   Integrated Annual Report for the year ended 31December 2024

![]()

#### OUR STRATEGY

Our five strategic pillars enable us to deliver on our purpose to responsibly create value together for a shared future.

Safety

Safety is our first value.

We do not waver in our

commitment to operating a

business that is free of

fatalities and injuries.

Drive our ESG

aspirations

ESG remains at the heart

of our strategy and informs

our approach to our

existing business, how we

plan future projects, and

how we evaluate potential

acquisitions. We maintain

a broad ESG perspective,

recognising thesocio-

economic implications in

and around our business

while managing a

transition to a low-carbon

future.

Maximise the full

potential of our

existing assets

We are continuously

improving the competitive

positioning and cash

generation of the assets we

own and operate today –

through productivity

initiatives and the

execution of approved

capital projects, on

schedule and within

budget.

Create future

diversification

options

We continue to develop a

future pathway for our

business by pursuing

geographic diversification

and leveraging our core

skills. We also consider the

divestment or winding

down of high-cost tonnes

or stranded resources

within our portfolio.

Optimise capital

allocation

The ongoing

implementation of an

efficient capital allocation

strategy, based on our

approved investment

evaluation criteria, ensures

that any capital allocation

options compete with

additional shareholder

returns in the form of

additional dividends and

share buybacks.

OUR INVESTMENT EVALUATION CRITERIA

Our investment evaluation criteria have been designed and implemented to optimally balance responsible stewardship with

the need to upgrade our portfolio and create shareholder value. They have been and continue to be critical to all investment

decisions, ensuring that any investment competes with additional shareholder returns. We continue to evaluate all merger and

acquisition opportunities against these criteria.

Environmental Social Governance

Responsible

stewardship

• Consider the impact

on global carbon

output

• No net loss of

biodiversity

• Support existing

regional communities

and the supplier base

• Improved

transparency and

accountability

Cost/margin curve Payback Capital intensity

Upgrade our

assetportfolio

• Target lower half of

global seaborne cost

curve

• Target short payback

periods

• Competitive capex

per tonne when

compared to

alternative options

Net present

value/capex Internal rate of return Closure costs

Maximise

shareholdervalue

• Net present value

• Capital efficiency

• Internal rate of return

higher than our

nominal weighted

average cost of

capital

• Cash flows to fund

closure cost provisions

beyond current life of

mine

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

24 Integrated Annual Report for the year ended 31December 2024

![]()

STRATEGIC FOCUS AREAS

We continue to execute on our strategy and monitor several focus areas.

Safety

Initiatives Outcomes

Relentless drive to operate a business free from fatalities and injuries

• No fatalities in 2024

• Group TRCFR of 1.93

Drive our ESG aspirations

Initiatives Outcomes

Implement optimised rehabilitation and closure plans

• Ongoing optimisation of rehabilitation activities, planning and

associated costs

Operate with a credible pathway to net zero by 2050

• 4MW solar photovoltaic plant commissioned in November 2024

• Delivering carbon and energy intensity reductions across the business

• Identifying emissions off-setting opportunities that support our strategy

Continue to create shared value

• R204 million total contribution to employee and community trusts

1

based on the 2024 financial performance

Maximise the full potential of our existing assets

Initiatives Outcomes

Deliver productivity improvements

• Productivity initiatives successfully implemented across our South

African portfolio as well as at Ensham during 2024

Enable an optimised cost structure

• Cost containment initiatives implemented during 2024, with a focus

on targeting cost reduction across the Group

Optimise use of rail and port infrastructure to enhance marketing

optionality

• Improved rail performance increases our ability to optimise our

products to achieve improved realised prices

• Thungela Marketing International achieved higher premiums and

lower discounts in the second half of the year

• Supported several TFR initiatives, through the coal industry forums

Develop and deliver production replacement and life extension

projects

• The Elders and Zibulo North Shaft projects are on schedule and in

line with budget

Create future diversification options

Initiatives Outcomes

Divestment of stranded resources and high-cost tonnes

• Divestment of our 34% interest in Rietvlei Mining Company

Proprietary Limited (RMC) to a 100% historically disadvantaged South

African company aligns with our focus on high-margin operations

Geographic diversification

• Ongoing evaluation of opportunities that includes Australia, given our

presence in this region

Diversification where we have demonstrated our 'right to win'

• Ongoing evaluation of various options in accordance with our

investment evaluation criteria

Optimise capital allocation

Initiatives Outcomes

Maintain liquidity buffer throughout the commodity cycle

• The liquidity buffer remains in line with the needs of the Group

Evaluate projects and acquisition opportunities which deliver

superior returns over time

• Several acquisition opportunities were evaluated during 2024,

focusing on value-adding transactions

• The Elders and Zibulo North Shaft extension projects remain on

schedule and in line with budget

Shareholder approval for share buybacks

• Two share buybacks were completed in 2024, amounting to

R441 million and R160 million, respectively. Announced a share

buyback of up to R300 million

1

Sisonke Employee Empowerment Scheme and the Nkulo Community Partnership Trust

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 25

OUR STRATEGY

Our five strategic pillars enable us to deliver on our purpose to responsibly create value together for a shared future.

Safety

Safety is our first value.

We do not waver in our

commitment to operating a

business that is free of

fatalities and injuries.

Drive our ESG

aspirations

ESG remains at the heart

of our strategy and informs

our approach to our

existing business, how we

plan future projects, and

how we evaluate potential

acquisitions. We maintain

a broad ESG perspective,

recognising thesocio-

economic implications in

and around our business

while managing a

transition to a low-carbon

future.

Maximise the full

potential of our

existing assets

We are continuously

improving the competitive

positioning and cash

generation of the assets we

own and operate today –

through productivity

initiatives and the

execution of approved

capital projects, on

schedule and within

budget.

Create future

diversification

options

We continue to develop a

future pathway for our

business by pursuing

geographic diversification

and leveraging our core

skills. We also consider the

divestment or winding

down of high-cost tonnes

or stranded resources

within our portfolio.

Optimise capital

allocation

The ongoing

implementation of an

efficient capital allocation

strategy, based on our

approved investment

evaluation criteria, ensures

that any capital allocation

options compete with

additional shareholder

returns in the form of

additional dividends and

share buybacks.

OUR INVESTMENT EVALUATION CRITERIA

Our investment evaluation criteria have been designed and implemented to optimally balance responsible stewardship with

the need to upgrade our portfolio and create shareholder value. They have been and continue to be critical to all investment

decisions, ensuring that any investment competes with additional shareholder returns. We continue to evaluate all merger and

acquisition opportunities against these criteria.

Environmental Social Governance

Responsible

stewardship

• Consider the impact

on global carbon

output

• No net loss of

biodiversity

• Support existing

regional communities

and the supplier base

• Improved

transparency and

accountability

Cost/margin curve Payback Capital intensity

Upgrade our

assetportfolio

• Target lower half of

global seaborne cost

curve

• Target short payback

periods

• Competitive capex

per tonne when

compared to

alternative options

Net present

value/capex Internal rate of return Closure costs

Maximise

shareholdervalue

• Net present value

• Capital efficiency

• Internal rate of return

higher than our

nominal weighted

average cost of

capital

• Cash flows to fund

closure cost provisions

beyond current life of

mine

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

24   Integrated Annual Report for the year ended 31December 2024

![]()

#### BUSINESS MODEL

Our business model is designed to deliver on our purpose – to responsibly create value together for a shared future. Thungela

seeks to create and preserve value for our stakeholders by effectively managing various resources and relationships, known as

the six capitals, as referred to in the Integrated reporting framework.

#### CAPITAL INPUTS

The resources and relationships we rely on are informed by

our strategic intent and values

#### Financial

Strategic pillar: Optimise capital allocation

Value: Accountability – we take responsibility for our decisions,

actions and performance to grow in success and learn from failure

• Equity capital

• Cash flow and working capital

management

• Self-insurance structure

• Capital allocation

#### Social and relationship

Strategic pillar: Drive our ESG aspirations

Value: Care and Respect – we show humanity to all through our

commitment to make a positive impact where we can

• Social contract with host

communities and government

• Ongoing interactions with

regulators and tax authorities

• Engagement with trade unions

• Regular engagement with

shareholders and the investor

community

• Relationships with suppliers

#### Natural

Strategic pillar: Maximise the full potential of our existing assets

Value: Entrepreneurship – we have an owner's mindset because

we know that every small change adds to greater impact

• In situ 784.9Mt Coal resources

and 201.3Mt Coal reserves

• Land managed:

70,047 hectares

• Freshwater abstraction: 1170ML

• Energy consumed: 3.74 million GJ

• Electricity: 484,256MWh

• Diesel: 54,007kl

#### Manufactured

Strategic pillar: Maximise the full potential of our existing assets

Value: Excellence – we are passionate about being the best at

what we do and always seek to raise the bar

• Six mining operations in

SouthAfrica

• One mine in Australia

• Port infrastructure

(23.56% ownership in RBCT)

• Rail entitlement in South Africa

and Australia

#### Human

Strategic pillar: Safety

Value: Safety – we are unconditional about protecting the lives of

all our people – at work and at home – in health and wellbeing

• Employees: 4,754

• Contractors: 2,349

• Inclusive culture, promoting

diversity and skills development

training

#### Intellectual

Strategic pillar: Create future diversification options

Value: Agility – we stay well-informed, ensuring our ability to be

responsive, keep things simple and make quick decisions

• Integration of Ensham

• Establishment of Thungela

Marketing International

• Intellectual property (processing

plants)

• Brand excellence

• Partnerships and joint ventures

• Leadership and talent

management

#### BUSINESS ACTIVITIES

We are a future-oriented, leading thermal

coalbusiness

#### Resource conversion

• Evaluation of resources aligned with long-term business

planning and strategy

• Successful track record in developing resources

#### Mining

• Effective, efficient and responsible open-pit and

underground coal mining

#### Processing

• Production of high-quality export thermal coal through wash

plants

• Production of domestic thermal coal to meet customer

specifications

#### Sales and marketing

• High calorific value thermal coal destined for export markets

• Focus on margin-driven commercial opportunities

• Guaranteed access to key export markets through a leading

global coal export terminal

• Establishment of Thungela Marketing International to

enhance the value of our coal

#### Closure and rehabilitation

• The remediation and/or redevelopment of the land to a

sustainable state

#### Stewardship

• Sustainable and responsible use of resources

• Collaborative partnerships aimed at empowering and

uplifting surrounding communities and employees

• A well-established leadership team guided by codes of

governance

#### OUTPUTS

What we produce

Primary Secondary

• Export saleable

production: 17.7Mt

• Export equity sales:

16.7Mt

• Domestic saleable

production: 9.5Mt

• Greenhouse gas (GHG)

emissions (Scope 1 and 2):

1065ktCO

2

equivalent

• Total waste to landfill:

3,977 tonnes

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

26 Integrated Annual Report for the year ended 31December 2024

![]()

We require inputs of each capital to deliver on our strategy as we advance on some of our prioritised UN SDGs. We

consider the availability of the capitals and the trade-offs between them as we seek to maximise positive outcomes and limit

value erosion.

#### OUTCOMES

To create and preserve value for all our stakeholders

Financial

• Revenue: R35.6 billion

(2023: R30.6billion)

• Adjusted EBITDA: R6.3 billion

(2023: R8.5billion)

•

Adjusted operating free cash flow:

R3.6 billion (2023: R6.8 billion)

• Net cash at 31 December 2024:

R8.7 billion (2023: R10.2billion)

• Capex: R3.4 billion (2023: R3.3 billion)

• EPS: R26.76 per share

(2023: R37.66 per share)

• HEPS: R25.59 per share

(2023: R34.97 per share)

• DPS: R13 per share (2023: R20 per share)

• Share buybacks: R460 million

(2023: R442 million)

Social and relationship

• Sisonke Employee Empowerment Scheme

contribution: R102 million

(2023: R156million)

• Nkulo Community Partnership Trust

contribution: R102 million

(2023:R156million)

•

Local procurement spend – South Africa:

R2.3 billion (2023: R2.0 billion)

• BEE Level 5 (2023: 5)

• Group social spend:

R61 million, including

Thuthukani of R33 million

(2023: R126 million)

• Whistleblower calls: 248 (2023: 69)

• Level 3-5 social incidents: 16 (2023: 16)

Natural

• Reportable environmental incidents: One

(2023: Two)

• Land rehabilitated: 310 hectares

(2023:163 hectares)

• Clean treated water discharged

into Olifants River: 827ML

(2023: 3,701ML)

• Potable water to eMalahleni

Municipality: 7,082ML (2023: 6,581ML)

Manufactured

• FOB cost per export tonne excluding

royalties – South Africa: R1,130

(2023: R1,084)

• FOB cost per export tonne excluding

royalties – Ensham: R1,433

(2023: R1,544)

• Advancements of projects:

Zibulo North Shaft, Elders and

Lephalale coal bed methane

• Total rail tonnes: 12.5Mt

(2023: 12.3Mt)

Human

• Fatalities: None (2023: One)

• TRCFR: 1.93 (2023: 2.80)

• Learning and development spend: R195

million (2023: R185.5 million)

• Voluntary turnover: 4.1% (2023: 3.8%)

• Historically disadvantaged

persons in senior management:

67% (2023: 65%)

• Women in senior management:

36% (2023:34%)

Intellectual

• Ensham integration 100% completed

(people, systems, processes)

• Thungela Marketing International fully

established (people, systems, processes,

offices, customers, brand)

• Trusted brand reputation

• Succession plans in place for

chief executive officer and

chief financial officer and all other

critical roles

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 27

• Limited access to funding

• Cash buffer maintained

• Dividend payments decrease financial

capital in the short term, offset by longer-term

shareholder value

• Balancing profitability with social

responsibility and legal obligations

• Balancing economic growth through coal-

fuelled energy with our obligations as a

responsible corporate citizen

• Prioritising capital expenditure to enhance

production delivery negatively impacts

financial capital in the short term

• Fair remuneration supports the retention of

future-fit employees, positively impacting

human and social capital while negatively

impacting financial capital in the short term

• Investment in employee training positively

impacts human capital but negatively

impacts financial capital in the short term

• Strategic diversification and investment in

systems, processes and the brand reduce

financial capital in the short-term, offset by

long-term gains in all the capitals

#### TRADE-OFFS

Navigating organisational decisions to

achieve strategic balance

![]()

#### MATERIAL MATTERS

Our materiality approach is driven by material matters that significantly influence our ability to create and preserve value over

the short, medium and long term. We apply the double materiality lens in our materiality assessment. This allows us to identify

material matters that have a significant bearing on enterprise value (financial materiality) as well as the broader impact we

have on society and the environment (impact materiality).

Workshops are conducted annually, involving senior internal stakeholders representing a diverse range of functions in the

business. The process culminates in material matters being identified, prioritised and grouped into key themes based on the

double materiality lens, which takes into account financial materiality and impact materiality. The material matters identified

during the workshops are reviewed by the Group executive committee and proposed to the board for final approval.

The materiality determination process

Identification

External and internal analysis, stakeholder engagement, and

a review of global, local and industry-specific matters

Impact assessment

Internal stakeholders evaluate the impact by applying the

double materiality lens

Prioritisation

Ranking discussed in a multi-disciplinary material matters

workshop

Integration

Review and approval of the matters solidifies alignment with

our strategic priorities

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

28 Integrated Annual Report for the year ended 31December 2024

![]()

#### MATERIALITY MATRIX

#### Material matters ranked by relevance for Thungela and its stakeholders

Key material theme Material matter

Safety Eliminating fatalities

Rail infrastructure Reliability of rail

infrastructure (TFR)

Stewardship a. Responsible mine

closure and

environmental provisions

b. Engaging our

employees

c. Empowering

sustainable communities

d. Complying with

regulation and

practising good

governance

Capital allocation and

shareholder returns

a. Driving business

sustainability

b. Maintaining production

profile

c. Price and foreign

exchange

Growth Successfully integrating

and ramping up of

Ensham

Climate change

a. Reducing operational

GHG emissions

(Scope 1 and 2)

b. Executing on our

pathway to net zero

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 29

![]()

The most recent workshop held resulted in the identification of 12 material matters, grouped into six overarching themes.

SAFETY

Material matter Impact on value creation Our response Link to strategy

Eliminating

fatalities

• All employees and contractors

return home safely every day

• Introduced safety as a standalone

strategic pillar to reinforce it as our first

value

• Safety is included as a metric on the

business performance scorecard and is

a metric that is included for all

employees as a performance measure

• Developed a safety strategy

Safety

Link to top 10 key

residual risks

Employee safety

and health

UN SDG

RAIL INFRASTRUCTURE

Material matter Impact on value creation Our response Link to strategy

Reliability of rail

infrastructure in

South Africa (TFR)

• The performance of rail networks

operated by TFR materially

affects our ability to export coal

to customers

• Created additional stockpile capacity,

utilising physical infrastructure

advantages, such as rapid load-out

terminals

• Managed stockpile capacity with

free-on-truck sales

• Engaged industry and supported TFR

through the procurement of batteries

and locomotives as well as signalling

and security interventions

Maximise

the full potential of our

existingassets

Create

future diversification

options

Link to top 10 key

residual risks

Coal transport

networks

UN SDG



THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

30 Integrated Annual Report for the year ended 31December 2024

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STEWARDSHIP

Material matter Impact on value creation Our response Link to strategy

Responsible mine

closure and

environmental

provisions

• Our proactive approach in going

beyond compliance impacts

financial performance and our

reputation. Our purpose is

intrinsically linked to our social

licence to operate

• An integrated approach to mine

closure planning

• Execution of concurrent rehabilitation

and closure plans

• Understanding the impact of the

National Environmental Management

Act (NEMA) Financial Provisioning

Regulations

• Achieving our ESG scorecard targets

• Cash collateralisation of environmental

liability over time

Drive

our ESG aspirations

Link to top 10 key

residual risks

Environmental

management

Employee safety

and health

Community

relations

Legislative risk

Engaging our

employees

• The value of engaged employees

is evidenced in higher

productivity and improved

performance

• Enhancing value for employees through

the Sisonke Employee Empowerment

Scheme

• Fostering a high-performance and

inclusive culture that drives performance

through the contributions of diverse

people

• Recognised as a ‘Top Employer’ in

South Africa

Empowering

sustainable

communities

• Community investment aligns with

our purpose and is linked to

reputational value

• Enhancing value for communities

through the Nkulo Community

Partnership Trust

• Preferential local procurement

• Enterprise and supplier development

through Thuthukani

• Community projects as part of social

and labour plans and corporate social

investment

UN SDG









Complying with

regulations and

practising good

governance

• Compliance with regulatory and

governance practices is key to

ensuring the Group’s operational

and financial position, and

maintaining our reputation with

stakeholders

• Evolving governance frameworks

• Enhancing risk management and

internal controls

• Independent board evaluation

• Code of Ethics training

• Compliance awareness across multiple

jurisdictions

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 31

The most recent workshop held resulted in the identification of 12 material matters, grouped into six overarching themes.

SAFETY

Material matter Impact on value creation Our response Link to strategy

Eliminating

fatalities

• All employees and contractors

return home safely every day

• Introduced safety as a standalone

strategic pillar to reinforce it as our first

value

• Safety is included as a metric on the

business performance scorecard and is

a metric that is included for all

employees as a performance measure

• Developed a safety strategy

Safety

Link to top 10 key

residual risks

Employee safety

and health

UN SDG

RAIL INFRASTRUCTURE

Material matter Impact on value creation Our response Link to strategy

Reliability of rail

infrastructure in

South Africa (TFR)

• The performance of rail networks

operated by TFR materially

affects our ability to export coal

to customers

• Created additional stockpile capacity,

utilising physical infrastructure

advantages, such as rapid load-out

terminals

• Managed stockpile capacity with

free-on-truck sales

• Engaged industry and supported TFR

through the procurement of batteries

and locomotives as well as signalling

and security interventions

Maximise

the full potential of our

existingassets

Create

future diversification

options

Link to top 10 key

residual risks

Coal transport

networks

UN SDG



THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

30   Integrated Annual Report for the year ended 31December 2024

![]()

CAPITAL ALLOCATION AND SHAREHOLDER RETURNS

Material matter Impact on value creation Our response Link to strategy

Driving business

sustainability

• Long-term growth and profitability • Reaffirming our commitment to the

dividend policy and capital allocation

framework

• Maintaining adequate balance sheet

flexibility, including an appropriate

liquidity buffer

• Reserving cash for the execution of key

life extension projects

• Share buybacks

Maximise

the full potential of

our existing assets

Maintaining

production profile

• Impact on the Group’s

operational and financial

performance, as well as the

credibility of management

• Productivity improvements at Ensham

and at our South African operations

• Extended LOM and the competitiveness

of the South African portfolio with the

Elders and Zibulo North Shaft projects

Create

future diversification

options

Price and foreign

exchange

• Impact on earnings and cash

flow

• Thungela Marketing International

commenced with the marketing

functions of our South African and

Australian assets

• Maintain appropriate cash buffer

• Optimise foreign currency

management

Optimise

capital allocation

Link to top 10 key

residual risks

Commodity price

and foreign

exchange rate

fluctuations

UN SDG

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

32 Integrated Annual Report for the year ended 31December 2024

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GROWTH

Material matter Impact on value creation Our response Link to strategy

Successfully

integrating and

ramping up of

Ensham

• Geographic diversification

strengthens our business and

resilience, positively impacting

our operational and financial

performance and benefiting our

stakeholders

• The benefits of Ensham’s full integration

include system standardisation and

consistency in reporting and

operational practices

t

Create

future diversification

options

Link to top 10 key

residual risks

Strata and

geotechnical

failure

UN SDG

CLIMATE CHANGE

Material matter Impact on value creation Our response Link to strategy

Reducing

operational GHG

emissions (Scope 1

and 2)

• Costs to meet intermediate

emission reduction target

• Reducing carbon intensity of existing

operations annually

• Improving ESG performance

Drive

our ESG aspirations

Executing on our

pathway to net

zero

• Declining coal demand in the

long term

• Developing a detailed climate strategy

and pathway to achieve net zero by

2050

• Setting intermediate emission reduction

target for 2030

• Increased ESG and climate-related

disclosures, including the

recommendations of the Task Force on

Climate-Related Financial Disclosures

Link to top 10 key

residual risks

ESG and climate

change

Environmental

management

UN SDG



05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 33

![]()

#### BUSINESS RISKS AND OPPORTUNITIESMANAGEMENT

RISK MANAGEMENT

Thungela is exposed to a diverse range of risks that stem

from both internal and external sources. Our risk assessment

entails a dynamic and iterative process of identifying and

evaluating risks. This includes assessing the likelihood and

consequence of an adverse event on our strategic

objectives, relative to the specified risk tolerances.

Central to the responsibilities of both the board and the

Group executive committee is the oversight of risk

management. To this end, the board has endorsed a

comprehensive integrated risk management process. This

process involves systematically applying management

policies, procedures and practices throughout the

organisation. It encompasses crucial tasks such as effective

communication, consultation on risk-related topics and the

establishment of context. Furthermore, it ensures that we

identify, analyse, evaluate, treat, monitor and review risks as

an integral part of our business processes.

Both the health, safety, environment and risk committee and

the audit committee are responsible for monitoring and

assisting in this process. They regularly evaluate the

integrated risk management process and lines of defence so

that risk is recognised, managed, mitigated and reported in

a timely and appropriate manner. Effective risk management

is integrated into our management practices and provides

sustainable value creation and predictable operational

performance.

The Ensham Mine and Thungela Marketing International was

incorporated into the Thungela integrated risk reporting

process in 2024.

By effectively managing risk, we safeguard our people,

assets, legal position, values, reputation and the

environment. In doing so, we not only mitigate risk, but

identify opportunities to best serve the long-term interests of

our stakeholders.

RISK ASSESSMENT PROCESS

The risk assessment process is an iterative process and is undertaken on a consistent basis, as illustrated below:

COMMUNICATION AND CONSULTATION

Establish the context

MONITORING AND REVIEW

Group, operation or project objectives, internal and external environment and dependencies

Risk identification

Identify the risks to pre-defined Group, operation or project objectives

Risk analysis

Identify root causes Identify contributing factors

Identify potential

consequences

Risk evaluation

Determine existing controls

Determine

likelihood

Determine

consequence

Calculate rating

Determine risk

appetite status

Risk treatment

Actions required to reduce the risk rating to an acceptable level

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

34 Integrated Annual Report for the year ended 31December 2024

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RISK MANAGEMENT FRAMEWORK

Thungela's integrated risk management framework includes

the following key principles:

• The board considers risk in a manner that enables the

organisation to set and achieve its strategic objectives

• Risk is owned by the Group executive committee

• Risk management is integrated across the organisation

and embedded in critical business processes to support

day-to-day activities and executive decision-making at

both operational and corporate levels

RISK RATING

The purpose of a risk rating is to prioritise and assess risks

over time. It is a combination of consequence (what could

happen if the risk event occurs) and likelihood (the

probability of the risk event occurring). This is measured in

terms of a 5x5 risk matrix.

RISK APPETITE AND TOLERANCE

Risk appetite and tolerance are core considerations in our

integrated risk management process. The process evaluates

the relationship between the potential consequences of a risk

materialising and the actual condition of the controls or

management actions in place to mitigate those

consequences.

When risks exceed our appetite limits, they threaten the

achievement of our objectives and may require a change to

our strategy. Risks that are approaching the limits of our risk

appetite require specific management actions to ensure they

remain within acceptable appetite limits.

Our risk matrix combines the assessment of the consequences

of risks, the status of management actions and the internal

control environment that prevents or mitigates those risks.

Risks that have significant consequences will be within the

risk appetite if adequate controls or management actions

arein place. Risks exceed our risk appetite if a significant

consequence is not properly managed or if effective

management actions have not yet been implemented.

TOP 10 KEY RESIDUAL RISKS

A residual risk refers to the risk that remains after all identified mitigation measures have been applied. Our top 10 key

residual risks and their ratings against the 5x5 risk matrix are detailed below.

Risk ranking table

1

Coal transport networks

6

Strata and geotechnical failure

2

Community relations

7

Legislative exposure

3

Relocation and resettlement

8

Commodity price and foreign exchange fluctuations

4

Employee safety and health

9

Cyber and information security

5

ESG and climate change

10

Environmental management

Residual risk rating Consequence type

Likelihood Insignificant Minor Moderate High Major

Almost certain

2,3 1

Likely

10 5,6,7,8

Possible

4

Unlikely

9

Rare

Risk level

High

A high risk exists that management’s objectives may not be achieved. An appropriate mitigation strategy must be

devised immediately.

Significant

A significant risk exists that management’s objectives may not be achieved. An appropriate mitigation strategy should

be devised as soon as possible.

Medium

A moderate risk exists that management’s objectives may not be achieved. An appropriate mitigation strategy should

be devised as part of the normal management process.

Low

A low risk exists that management’s objectives may not be achieved. Monitor the risk; no further mitigation is required.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 35

![]()

The table below outlines the top 10 key residual risks that have been identified as having a potential impact on our ability to

achieve our strategic objectives.

1. Coal transport networks

Frequent and unscheduled

disruptions by TFR materially

affects our export capability

and our profitability.

• We continue to engage TFR at all levels to seek

sustainable solutions.

• We have implemented several actions to mitigate

the operational and financial impacts on our

business, including the prioritisation of the highest

margin coal on the available trains.

• Free-on-truck sales, as required, to manage stock

levels and to ensure incremental revenue

generation for the Company.

–

Create

future

diversification

options

2. Community relations

The demands and

expectations with regard to

employment and

procurement from various

host communities.

• We have social commitments through the Social

and Labour Plan (SLP) and Corporate social

investment (CSI) programmes.

• We regularly engage with host communities.

• The Nkulo Community Partnership Trust ensures

that our host communities benefit from our financial

success.

• Host community procurement spend is aimed at

supporting economic activity and growth around

our operations.

Drive

our ESG

aspirations

3. Relocation and

resettlement

Legal action and community

unrest could result from an

inability to complete

household and grave

resettlements, as well as

livelihood restoration

projects. This could result in

disruptions to operations

and reduced access to

resources.

• We undertake fact-finding mediation processes to

verify and assess complaints and claims.

• We undertake post-resettlement working group

engagements as well as cultural heritage studies.

•

Our relocation and resettlement practices align with

the Department of Mineral and Petroleum Resources

guidelines on Mine Community Resettlement, the

International Finance Corporation’s Performance

Standards 5 (land acquisition and involuntary

resettlement) and 8 (cultural heritage), the South

African Human Rights Commission, the National

Heritage Act and, with regards to grave

relocations, the Mpumalanga Cemeteries,

Crematorium and Exhumation of Bodies Act.

Drive

our ESG

aspirations

4. Employee safety and

health

There are inherent safety

and health risks associated

with mining activities.

• We continuously review and upgrade our safety

systems, culture and programmes.

• We have developed a safety strategy founded on

three core fundamentals: back to basics, work

management and safety culture.

–

Safety

5. ESG and climate change

Future shareholder and

industry expectations in

relation to ESG matters

could impact the

profitability of the Group.

• We apply a fit-for-purpose ESG framework,

incorporating environmental stewardship, shared

value for stakeholders and responsible

decision-making and leadership. Our chief

executive officer continues to lead engagements

with stakeholders on significant ESG matters.

–

Drive

our ESG

aspirations

6. Strata and geotechnical

failure

Fall of ground in our

underground mines and slope

failure in our opencast mines

could result in safety-related

incidents, significant

businessinterruptions and

property damage.

• Underground operations – ground support is

designed by a competent person and installed

using fit-for-purpose equipment and according to

mine standards and procedures.

• Opencast operations – drilling, blasting and

excavation are completed according to the slope

design to mitigate the rock fall and slope stability

risks.

–

Safety

Key risk Mitigation

Change

from 2023

Link to

strategic pillar

Increased

—

Unchanged Decreased

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

36 Integrated Annual Report for the year ended 31December 2024

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Key risk Mitigation

Change from

2023

Link to

strategic pillar

7. Legislative exposure

We continue to encounter

competing applications for

our existing mineral and

prospecting rights.

Additionally, we are facing

general criminality with illegal

miners at several of our

operations.

• Specialist law firm acts on our behalf.

• Ministerial engagement between the chief

executive officer and the Minister of Mineral

Resources and Energy.

–

Maximise

the full potential

of our existing

assets

8. Commodity price and

foreign exchange

fluctuations

The volatility of the

benchmark coal prices and

currency exchange rates

impacts our profitability and

cash generation. A

prolonged weakness in

benchmark coal prices could

undermine the sustainability

of our business.

• Our portfolio is positioned on the lower half of

the global seaborne cost curve to improve

margins and reduce cash requirements during

periods of lower prices.

• A price risk management steering committee is

constituted specifically to monitor decisions and

expenditure on swaps, related financial

instruments and fixed-price transactions.

• Establishment of Thungela Marketing

International.

Optimise

capital allocation

9. Cyber and information

security

The global increase in

cyberattacks continues and

represents a threat to our

business in terms of financial

loss and reputational

damage. Cyberattacks

impacting the operational

technology environment could

result in the occurrence of

safety-related incidents as a

result of the unavailability of

safety monitoring systems.

• Critical systems are continually assessed to

protect our information and safeguard

infrastructure critical to our sustainability.

• Security solutions have been deployed by a

managed security services provider.

–

Maximise

the full potential

of our existing

assets

10. Environmental management

Our licence to operate and

ability to sustain the business

could be influenced by our

level of compliance with

environmental legislation.

• Annual performance assessments of

environmental management programmes.

• Quarterly reviews on water, surface and

groundwater monitoring and long-term

hydrogeological and geochemical modelling

for all mines to address volumes and quality.

• We engage regularly with various regulators in

South Africa and Australia to ensure

compliance with material aspects relating to

environmental regulations.

Drive

our ESG

aspirations

Increased

—

Unchanged Decreased

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 37

![]()

EVENT RISKS

These are very high-severity, low-likelihood events that are distinctive to a mining business and could result in multiple fatalities

or injuries, an unplanned fundamental change to our business or the way we operate. These events have significant financial

consequences. Event risks are not rated in the 5x5 risk matrix as they are always treated with the highest priority.

Event risk Mitigation

Underground fires, gas and explosion

An underground gas-related incident, an underground

explosion or exposure to an irrespirable atmosphere could

result in potential fatalities, injuries, significant business

interruptions and property damage.

• We ensure compliance with mandatory critical control

processes, including but not limited to the monitoring and

management of ventilation systems and stone dusting

controls.

• We have emergency preparedness and response

procedures.

• Competent persons conduct event risk reviews.

Shaft conveyance and shaft integrity failures

Mechanical failure of the shaft conveyance or structural

integrity failure of the shaft could result in potential

fatalities, injuries, significant business interruptions and

property damage.

• We maintain compliance with shaft management standards,

regulations and guidelines.

• We conduct shaft management tests, including live condition

monitoring of mechanical components and daily inspections

by competent persons.

• Competent persons conduct event risk reviews.

SAFETY AS A KEY RISK

While our risk assessment identifies various critical factors, safety transcends risk categorisation. At Thungela, safety is an

unwavering commitment, not a ranked priority. We hold the wellbeing and safety of our people to be paramount. Every

incident is unacceptable, and we continuously strive for excellence through proactive risk management, robust training

programmes and open communication. Safety is our first value and the foundation upon which we build sustainable

operations and long-term value creation.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

38 Integrated Annual Report for the year ended 31December 2024

![]()

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

39

EVENT RISKS

These are very high-severity, low-likelihood events that are distinctive to a mining business and could result in multiple fatalities

or injuries, an unplanned fundamental change to our business or the way we operate. These events have significant financial

consequences. Event risks are not rated in the 5x5 risk matrix as they are always treated with the highest priority.

Event risk Mitigation

Underground fires, gas and explosion

An underground gas-related incident, an underground

explosion or exposure to an irrespirable atmosphere could

result in potential fatalities, injuries, significant business

interruptions and property damage.

• We ensure compliance with mandatory critical control

processes, including but not limited to the monitoring and

management of ventilation systems and stone dusting

controls.

• We have emergency preparedness and response

procedures.

• Competent persons conduct event risk reviews.

Shaft conveyance and shaft integrity failures

Mechanical failure of the shaft conveyance or structural

integrity failure of the shaft could result in potential

fatalities, injuries, significant business interruptions and

property damage.

• We maintain compliance with shaft management standards,

regulations and guidelines.

• We conduct shaft management tests, including live condition

monitoring of mechanical components and daily inspections

by competent persons.

• Competent persons conduct event risk reviews.

SAFETY AS A KEY RISK

While our risk assessment identifies various critical factors, safety transcends risk categorisation. At Thungela, safety is an

unwavering commitment, not a ranked priority. We hold the wellbeing and safety of our people to be paramount. Every

incident is unacceptable, and we continuously strive for excellence through proactive risk management, robust training

programmes and open communication. Safety is our first value and the foundation upon which we build sustainable

operations and long-term value creation.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

38   Integrated Annual Report for the year ended 31December 2024

![]()

#### STAKEHOLDER ENGAGEMENT

Our stakeholders are at the core of our purpose – to

responsibly create value together for a shared future. Our

stakeholder engagement strategy acknowledges the critical

role of stakeholders in our business, and our work is

underpinned by maintaining and strengthening stakeholder

relationships based on respect, trust and transparency. The

long-term sustainability and success of our business hinges

on stakeholder buy-in and support.

Stakeholder engagement is crucial to fostering environmental

care, driving economic benefits, ensuring regulatory

compliance and identifying and managing current and

potential risks, impacts and opportunities.

Through collaboration we are also able to enhance

operational processes and performance, drive innovation,

influence policy, share and learn from best practice, ensure

investment security and drive improved socio-economic

outcomes in communities. We conduct annual stakeholder

mapping, where we evaluate stakeholders and categorise

them based on their interest or influence on the business. This

activity feeds into our materiality assessment, which is based

on the issues that are most material to our stakeholders, as

well as our ability to create value.

The information below provides details about our key

stakeholders, their interests, and how we engage with them.

OUR PEOPLE AND TRADE UNIONS

• Employee safety, health and

wellbeing

• Conditions of employment

• Labour relations

• Life of mine

• Skills development

• Career progression

• Inclusion and diversity

• Transformation deliverables

• Sisonke Employee Empowerment

Scheme

• Wage negotiations

• Site toolbox talks, mine information

meetings and town hall sessions

• Union and management forums

• Various site forum meetings (for

example: employment equity, skills

development, and women in mining

forums)

• Employee engagement briefs

• Employee newsletter

• One-on-one meetings

• Performance reviews

• Sisonke Employee Empowerment

Scheme annual general meeting

• Cultivating a robust safety and health

culture and ongoing wellness support

• An attractive employee value

proposition

• Regular, transparent engagement

• Ongoing investment in training,

career growth and tailored

development plans

• Meeting and exceeding internal and

legislated targets for employment

equity

COMMUNITIES

• Socio-economic development

• Skills development

• SLP project implementation

• Nkulo Community Partnership Trust

• Employment and procurement

opportunities

• Enterprise and supplier development

(ESD) opportunities

• Management of grievances

• Mine closure

• Land and labour tenant claims

• Livelihood restoration-related to

resettlement

• Cultural rights related to grave

relocation

• Land use and access

• Access to graves

• Community engagement forums

• Online platforms

• Post-resettlement working groups and

engagements with next of kin

• Mine business forums

• Public participation forums

• Farm dweller engagement platform

• Community newsletter

• Traditional authorities forum

• Collaborating with local municipalities

and provincial government to

understand and address challenges

• SLP consultations with stakeholders

including local municipalities and

communities

• Generating jobs and business

opportunities by prioritising host

community employment and

procurement

• Investing in long-term programmes that

contribute towards the achievement of

our four impact goals, including the

Thungela Education Initiative and

Thuthukani ESD programme

• Strengthening the capacity of host

community organisations to drive local

progress

• Building relationships through

agreements with host communities,

traditional authorities and First Nations

people

• Implementing post-resettlement livelihood

restoration programmes

• Implementing our grave relocation

framework

Interests Engagement methods Our response

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

40 Integrated Annual Report for the year ended 31December 2024

![]()

Interests Engagement methods Our response

INDIGENOUS PEOPLES AND TRADITIONAL AUTHORITIES

• Formal recognition of traditional

authorities as key stakeholders

• Access to land for cultural practices

• Protection or preservation of culturally

significant items and areas

• Collaboration on issues such as youth

empowerment, education, local

employment, procurement and CSI

• A quarterly forum for traditional

authorities

• Ad hoc meetings

• Site visits and meetings with First

Nations Peoples representatives as

per the cultural heritage management

plans

• Cultural heritage management plans

in place at all sites

• Effective and collaborative working

relationships with First Nations

Peoples and traditional authorities

GOVERNMENTS AND REGULATORS

• Legal compliance with all relevant

legislation and regulations

• Permitting and licensing

• Payment of taxes, royalties and other

levies

• Health and safety

• New mining projects

• Employment and procurement

opportunities

• Socio-economic development

projects, particularly infrastructure-

related investments, public-private

development partnerships, SLP

projects and municipal capacity

building

• Impact of operations on host

communities and municipalities

• Nkulo Community Partnership Trust

• Land access

• Spatial planning

• Collaboration, joint monitoring and

technical support on the

implementation of local economic

development projects (LED)

• Collaboration on emergency

preparedness and response plans

• Impacts of mine closure and

alignment to the provincial just energy

transition plans

• Engagement forums

• Business forums

• Site inspections and visits

• Ad hoc meetings

• Public participation forums

• Future forums

• Integrated development planning

forums

• LED forums

• One-on-one engagement on specific

projects

• Annual reports

• Presidential Climate Commission

stakeholder consultations and

workshops

• Maintaining an effective governance

and compliance framework

• Paying royalties and taxes to host

governments and transparent

engagement with tax authorities when

necessary

• Elevation of safety to a standalone

strategic business pillar and

implementation of our safety strategy

• Ongoing consultation and

engagement with relevant authorities

at various levels on projects, concerns

and policy development

• Generating jobs and business

opportunities by prioritising host

community employment and

procurement

• Inclusion of green economy skills

development opportunities for

employees and Thuthukani

participants

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024  41

#### STAKEHOLDER ENGAGEMENT

Our stakeholders are at the core of our purpose – to

responsibly create value together for a shared future. Our

stakeholder engagement strategy acknowledges the critical

role of stakeholders in our business, and our work is

underpinned by maintaining and strengthening stakeholder

relationships based on respect, trust and transparency. The

long-term sustainability and success of our business hinges

on stakeholder buy-in and support.

Stakeholder engagement is crucial to fostering environmental

care, driving economic benefits, ensuring regulatory

compliance and identifying and managing current and

potential risks, impacts and opportunities.

Through collaboration we are also able to enhance

operational processes and performance, drive innovation,

influence policy, share and learn from best practice, ensure

investment security and drive improved socio-economic

outcomes in communities. We conduct annual stakeholder

mapping, where we evaluate stakeholders and categorise

them based on their interest or influence on the business. This

activity feeds into our materiality assessment, which is based

on the issues that are most material to our stakeholders, as

well as our ability to create value.

The information below provides details about our key

stakeholders, their interests, and how we engage with them.

OUR PEOPLE AND TRADE UNIONS

• Employee safety, health and

wellbeing

• Conditions of employment

• Labour relations

• Life of mine

• Skills development

• Career progression

• Inclusion and diversity

• Transformation deliverables

• Sisonke Employee Empowerment

Scheme

• Wage negotiations

• Site toolbox talks, mine information

meetings and town hall sessions

• Union and management forums

• Various site forum meetings (for

example: employment equity, skills

development, and women in mining

forums)

• Employee engagement briefs

• Employee newsletter

• One-on-one meetings

• Performance reviews

• Sisonke Employee Empowerment

Scheme annual general meeting

• Cultivating a robust safety and health

culture and ongoing wellness support

• An attractive employee value

proposition

• Regular, transparent engagement

• Ongoing investment in training,

career growth and tailored

development plans

• Meeting and exceeding internal and

legislated targets for employment

equity

COMMUNITIES

• Socio-economic development

• Skills development

• SLP project implementation

• Nkulo Community Partnership Trust

• Employment and procurement

opportunities

• Enterprise and supplier development

(ESD) opportunities

• Management of grievances

• Mine closure

• Land and labour tenant claims

• Livelihood restoration-related to

resettlement

• Cultural rights related to grave

relocation

• Land use and access

• Access to graves

• Community engagement forums

• Online platforms

• Post-resettlement working groups and

engagements with next of kin

• Mine business forums

• Public participation forums

• Farm dweller engagement platform

• Community newsletter

• Traditional authorities forum

• Collaborating with local municipalities

and provincial government to

understand and address challenges

• SLP consultations with stakeholders

including local municipalities and

communities

• Generating jobs and business

opportunities by prioritising host

community employment and

procurement

• Investing in long-term programmes that

contribute towards the achievement of

our four impact goals, including the

Thungela Education Initiative and

Thuthukani ESD programme

• Strengthening the capacity of host

community organisations to drive local

progress

• Building relationships through

agreements with host communities,

traditional authorities and First Nations

people

• Implementing post-resettlement livelihood

restoration programmes

• Implementing our grave relocation

framework

Interests Engagement methods Our response

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

40 Integrated Annual Report for the year ended 31December 2024

![]()

Interests Engagement methods Our response

SHAREHOLDERS AND INVESTMENT COMMUNITY

• Capital allocation framework and

shareholder returns

• Transnet Freight Rail (TFR)

performance

• Thermal coal market dynamics

• Ensham opportunities

• Progress on Elders and Zibulo North

Shaft projects

• Climate change and related

disclosures, including pathway to net

zero

• Thungela Marketing International

• Stock Exchange News Service

announcements on the Johannesburg

Stock Exchange

• Regulatory News Service

announcements on the London Stock

Exchange

• Interim and annual results

announcements, presentations and

financial statements

• Chief financial officer’s pre-close call

• Annual reporting suite

• Meetings, roadshows, conferences

• Investor relations page on our

website

• Annual general meeting

• Through our disciplined capital

allocation framework, we are

committed to shareholder returns

through dividends and share

buybacks

• Transparent disclosure and consistent

reporting on financial and business

performance

• A dedicated management team with

a strong track record of executing

strategic priorities and achieving

operational excellence by controlling

the controllables

• Timely communication on corporate

actions

• Effective engagement with the

investment community and

management as well as investor

relations

BUSINESS PARTNERS AND CUSTOMERS

• Market development and Thungela

response

• Security of supply

• Business continuity

• Supplier relationship management

• Logistics

• Various engagements

• Board meetings

• Operational committee meetings

• Technical forums

• Coal conferences

• We launched Thungela Marketing

International in 2024

• Industry engagement and support to

TFR – for example, procurement of

batteries and locomotives, signalling

and security interventions etc.

• Creation of additional stockpile

capacity and utilisation of physical

infrastructure advantages – for

example, rapid load-out terminals

• Free-on-truck sales to manage

stockpile capacity

SUPPLIERS

• Procurement and payment processes

• Responsible sourcing and supply

chain stewardship

• Inclusive procurement opportunities

• Creating sustainable host community

businesses through ESD and job

creation targets

• Collaboration on development

projects and stakeholder

engagements

• Market and industry development

opportunities

• Supplier relationship management

• Supplier development training

opportunities

• Supplier roadshows

• Individual supplier engagements

• Digital platforms for supplier

engagements

• Advertising through existing market

channels

• ESD programme

• Collaboration with original

equipment manufacturers on their

provision of technical support for

small, medium and micro-sized

enterprises (SMMEs)

• Community and business

engagement forums

• Building an agile, lean and effective

supply chain function through

optimisation, automation and

digitalisation

• Publication of our responsible

sourcing policy

• Achieved ambitious inclusive

procurement targets

• Ongoing implementation of our

Thuthukani ESD programme

• Significant supplier contracts include

contributions to local expenditure,

employment and investment in

communities

• Communicating our approach to

inclusive procurement, initiatives,

progress and successes to host

communities

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

42 Integrated Annual Report for the year ended 31December 2024

![]()

Interests Engagement methods Our response

MEDIA

• Company performance

• TFR performance

• Growing geographic footprint

• Markets and industry trends

• Significant social and environmental

projects and community involvement

• Decarbonisation and the future of

coal

• Job creation

• Public private partnerships

• Thought and industry leadership

• Results presentations

• Press releases

• Media statements

• Interviews

• Website

• Annual reports

• Social media

• Media engagements on the back of

annual and interim financial results

• Proactive interviews on achievements

• Regular media engagement

• Media events and site visits

• Media responses

CIVIL SOCIETY

• Environmental rights, protection and

disclosures

• Climate change and the responsible

energy transition

• Community impacts and benefits

• Partnerships in development projects

• Adequacy of closure provisions

• Meetings

• Subject-specific forums

• Requests for information through the

Promotion of Access to Information

Act

• Rigorous management of

environmental risk and regular and

transparent disclosure.

• Climate change targets and

implementation of our pathway to net

zero by 2050

• Resolving grievances related to

mining impacts and positive social

investment.

• Engage with and respond to various

stakeholder groups as appropriate

• Implementation of our socio-

economic strategy and social impact

goal

INDUSTRY BODIES

• Safety, health and environmental

compliance, improvement and

innovation

• Policy and regulation

• Community development

• Meetings

• Seminars

• Workshops

• We play an active role in industry

bodies and in many instances take

on leadership positions

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024  43

![]()

04

OUR IMPACT

44                                                             45

![]()

04

### OUR IMPACT

44                                                           45

![]()

#### APPROACH TO ESG

DRIVING OUR ESG ASPIRATIONS

Driving our ESG aspirations is one of the five pillars of our

business strategy. While we recognise that the demand for

coal may decline over time, we firmly believe that while it is

still in use, it is essential that coal be produced responsibly.

Operating sustainably is an integral part of our way of

doing business. Through our ESG framework, we have

embedded ESG into how we work, across existing sites and

in any new projects or initiatives we consider.

We aim to minimise our impact and take care of the

environment through all stages of the mining lifecycle,

delivering shared value for all our stakeholders while

providing a safe and decent working environment for our

employees and contractors. We invest intentionally and

meaningfully in host communities and adhere to the highest

ethical standards.

Our code of conduct is the foundation of our business culture

and guides the behaviour we expect from all employees,

business partners, board members and suppliers. We use

strong management systems to oversee our risks and

impacts, have committed and engaged leadership, and are

committed to effective and transparent stakeholder

engagement.

Our aspiration is to ‘spike in the social element of ESG’. We

do this by generating employment and economic

opportunities in the regions where we operate, the taxes and

royalties we pay, and the execution of our socio-economic

development approach. The Sisonke Employee Partnership

Scheme and the Nkulo Community Partnership both receive

dividend contributions, allowing employees and communities

to benefit from our success.

ESG issues are often interrelated and are part of a complex

ecosystem that is continually evolving. Each element has the

potential to influence others, similar to the energy trilemma.

For example, a rapid and disorderly transition to variable

renewable energy, while reducing carbon emissions, is likely

to negatively impact energy security and grid stability,

increase the cost of electricity and affect the most vulnerable

people in society. Likewise, climate change, biodiversity and

ecological services are intricately linked. Our approach to

ESG dictates a balanced view, where all elements require

careful management and consideration in the decisions we

make.

Full details related to our ESG approach and performance are included in the ESG Report available at www.thungela.com/investors.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

46 Integrated Annual Report for the year ended 31December 2024

![]()

#### OUR CONTRIBUTION TO SOCIETY

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024   47

Total wages and benefits

#### R6.7 billion

(2023: R4.7 billion)

Group social spend

#### R61 million

(2023: R126 million)

Total taxes and royalties

#### R4.5 billion

(2023: R5.6 billion)

Group supplier spend, with % local spend

#### R9.7 billion, 24%

(2023: R9.6 billion, 21%)

Nkulo Community Partnership Trust

#### R102 million

(2023: R156 million)

Sisonke Employee Empowerment Scheme

#### R102 million

(2023: R156 million)

APPROACH TO ESG

DRIVING OUR ESG ASPIRATIONS

Driving our ESG aspirations is one of the five pillars of our

business strategy. While we recognise that the demand for

coal may decline over time, we firmly believe that while it is

still in use, it is essential that coal be produced responsibly.

Operating sustainably is an integral part of our way of

doing business. Through our ESG framework, we have

embedded ESG into how we work, across existing sites and

in any new projects or initiatives we consider.

We aim to minimise our impact and take care of the

environment through all stages of the mining lifecycle,

delivering shared value for all our stakeholders while

providing a safe and decent working environment for our

employees and contractors. We invest intentionally and

meaningfully in host communities and adhere to the highest

ethical standards.

Our code of conduct is the foundation of our business culture

and guides the behaviour we expect from all employees,

business partners, board members and suppliers. We use

strong management systems to oversee our risks and

impacts, have committed and engaged leadership, and are

committed to effective and transparent stakeholder

engagement.

Our aspiration is to ‘spike in the social element of ESG’. We

do this by generating employment and economic

opportunities in the regions where we operate, the taxes and

royalties we pay, and the execution of our socio-economic

development approach. The Sisonke Employee Partnership

Scheme and the Nkulo Community Partnership both receive

dividend contributions, allowing employees and communities

to benefit from our success.

ESG issues are often interrelated and are part of a complex

ecosystem that is continually evolving. Each element has the

potential to influence others, similar to the energy trilemma.

For example, a rapid and disorderly transition to variable

renewable energy, while reducing carbon emissions, is likely

to negatively impact energy security and grid stability,

increase the cost of electricity and affect the most vulnerable

people in society. Likewise, climate change, biodiversity and

ecological services are intricately linked. Our approach to

ESG dictates a balanced view, where all elements require

careful management and consideration in the decisions we

make.

Full details related to our ESG approach and performance are included in the ESG Report available at www.thungela.com/investors.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

46   Integrated Annual Report for the year ended 31December 2024

![]()

05

OUR

PERFORMANCE

48

49

![]()

05

### OURPERFORMANCE

48

49

![]()

#### ESG PERFORMANCE

PERFORMANCE DASHBOARD

Key performance indicators

2024

2023

Safety and health

Fatalities

—

1

Total recordable case frequency rate (TRCFR) – Group

1.93

2.80

TRCFR – South Africa

1.07

1.40

TRCFR – Australia

1

13.21

22.63

Environment

Total energy consumed (million GJ) – Group

1

3.74

3.37

Total energy consumed (million GJ) – South Africa

3.13

3.14

Total energy consumed (million GJ) – Australia

1

0.61

0.23

Energy intensity (MJ/total tonne moved)

2

14.79

15.33

Total scope 1 and 2 emissions (ktCO

2

e) – Group

1

1,065

845

Total scope 1 and 2 emissions (ktCO

2

e) – South Africa

3

741

743

Total scope 1 and 2 emissions (ktCO

2

e) – Australia

1

324

102

Carbon intensity (kg CO

2

/total tonne moved)

2,3

3.50

3.63

Freshwater abstraction (ML) – Group

1,170

718

Freshwater abstraction (ML) – South Africa

373

369

Freshwater abstraction (ML) – Australia

1

797

349

Water efficiency (reuse/recycle) (%)

2

97

96

Water treatment (%)

4

64

56

Number of level 3 – 5 environmental incidents

1

2

People

Historically disadvantaged people in senior management (%)

2,5

67

65

Women in senior management (%)

2,5

36

34

1

Energy and emission data and freshwater abstraction for Ensham for the period from 1 September 2023 to 31 December 2023 has been included in the Group totals for

2023 and reflected in the Australian data. The TRCFR for Australia in 2023 reflects the performance for 12 months.

2

These indicators are for South Africa only.

3

Total scope 1 and 2 emissions and carbon intensity for 2023 have been restated due to updated fuel use emission factors to improve accuracy of reporting.

4

The water treatment metric for 2023 has been restated due to a calculation error that was corrected

5

These metrics reflect employees in senior management, including the Group executive committee.

SAFETY

In 2024, we elevated safety to a standalone strategic pillar,

reinforcing its significance to our business. This sent a clear

message to all levels of leadership that the elimination of

fatalities comes before all else.

More specific safety performance metrics were included in

each leaders’ performance contract, while we continued with

frontline leadership development to improve safety culture and

undertook an intensive review of our critical controls, which

was supported by an independent third party.

We are pleased to report that these actions contributed to an

improved safety performance and at 31December 2024,

we had been fatality free for 22months. The Group TRCFR

improved to 1.93 in 2024 from 2.80 in 2023.

Group total recordable injuries fell to 26 in 2024, from

48in 2023. In South Africa, the TRCFR improved to 1.07,

from 1.40 in the previous year.

Ensham achieved a significant improvement in its TRCFR,

achieving a rate of 13.21 in 2024, from 22.63 in 2023.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

50 Integrated Annual Report for the year ended 31December 2024

![]()

ENVIRONMENTAL STEWARDSHIP

All milestones associated with the rehabilitation process

following the incident at the Khwezela Kromdraai site on

14February 2022 have been completed. Biomonitoring

shows that the Wilge River, apart from macro-invertebrate

populations, has returned to pre-incident condition. The fish

breeding facility at Loskop Dam Nature Reserve continues to

operate, with 6,500 fish released into the river system to

date. This will continue until the biomonitoring indicates that

fish varieties and abundance have returned to pre-incident

levels.

We reported one level 3 environmental incident in 2024

(2023: two level 3 incidents). No level 4 or 5 incidents

occurred and no regulatory stoppages or pre-directives

wereissued.

WATER MANAGEMENT

After achieving a 52% reduction in freshwater abstraction in

2023 to 369ML, abstraction remained stable at 373ML in

2024. Freshwater abstraction at Ensham was 797ML, in

line with their permitted allocation. We are investigating

options to reduce this abstraction. We have consistently

achieved our target of 75% water reuse and recycling for

the last four years, achieving 96% in 2024, and we also

achieved our water treatment target of 40%.

We provide for post-closure water treatment costs using a

combination of active and passive water treatment methods,

based on research and development activities at our

operations. We are actively working to prove the efficacy of

passive water treatment technologies in collaboration with

academia and the relevant government departments.

Thebiological sulphate reduction passive treatment plant,

commissioned in 2022, continues to yield positive results

and a techno-economic assessment of the feasibility of

scaling the plant for field application will be carried out

in2025.

Other nature-based post-closure water management solutions

include phytoremediation, a process that uses trees to

stabilise water levels. We have planted over 250,000 trees

across our South African sites to date.

GREENHOUSE GAS EMISSIONS REDUCTION AND

BASELINE UPDATE

In 2023, we published our target to reduce our scope 1

and 2 emissions by 30% by 2030 (from a 2021 baseline),

and our pathway to achieve net zero by 2050.

In line with the Greenhouse Gas Protocol and ISO 14064,

we have updated our baseline to include Ensham’s 2021

emissions. We have also updated liquid fuel combustion

emission factors to improve the accuracy of our reporting.

The 2021 baseline has increased from 819kt carbon

dioxide equivalent (ktCO

2

e) to 1,331ktCO

2

e. Ensham

contributes 496ktCO

2

e, while the emission factor update

contributes 16ktCO

2

e to the increase.

Total scope 1 and 2 emissions for the Group in 2024 were

1,065ktCO

2

e, 20% lower than the 2021 adjusted

baseline. In South Africa, scope 1 and 2 emissions were

741ktCO

2

e, relatively stable from 743ktCO

2

e in 2023.

Carbon intensity was 3.6% lower at 3.50kg CO

2

e per total

tonne moved compared to 3.63kg CO

2

e per total tonne

moved in 2023.

Scope 1 and 2 emissions at Ensham were 324ktCO

2

e in

2024 compared to 496ktCO

2

e in 2021. The reason for

the 34% decrease is that the mine moved into a methane-

rich area in 2021, and was only able to commence with

pre-draining and flaring the methane towards the end of

2021. The mine has since implemented a system of pre-

drainage and flaring of the methane ahead of mining in

each section, resulting in the sustained reduction of these

emissions.

Energy intensity in South Africa decreased by 3.5% to

14.79GJ per total tonne moved, down from 15.33GJ per

total tonne moved in 2023. Total energy consumption for

theGroup in 2024 was 3.74 million GJ compared to

3.37million GJ in 2023. The increase is a result of the

addition of the energy consumption of the Australian

business from 1 September 2023 to 31 December 2023,

compared to the full year of 2024, to the Group total.

We continue to drive efficiency across our operations and to

work towards our 2030 target. Central to our pathway to

net zero is the incorporation of a minimum of 19 megawatts

(MW) of renewable electricity by 2030. The 4MW solar

plant at the Zibulo Colliery was commissioned in

October2024. In addition, afeasibility study for a 4MW

plant at Elders is complete and the necessary permit

applications have been made.

CREATING VALUE FOR A SHARED FUTURE

We are committed to being a trusted social partner by

building positive relationships and upholding our

responsibility to leave a legacy that lasts beyond the life of

our mines.

The Nkulo Community Partnership Trust (the trust) handed

over its first two projects in 2024. The trust donated

approximately R6million worth of essential medical

equipment and supplies to the Witbank Tertiary Hospital for

use in the care of critically ill patients. It also donated a

16,000 litre honeysucker truck to the Steve Tshwete Local

Municipality. These vacuum trucks are used to drain septic

tanks, unblock sewage pipes and empty pit latrine systems in

rural areas.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024  51

ESG PERFORMANCE

PERFORMANCE DASHBOARD

Key performance indicators

2024

2023

Safety and health

Fatalities

—

1

Total recordable case frequency rate (TRCFR) – Group

1.93

2.80

TRCFR – South Africa

1.07

1.40

TRCFR – Australia

1

13.21

22.63

Environment

Total energy consumed (million GJ) – Group

1

3.74

3.37

Total energy consumed (million GJ) – South Africa

3.13

3.14

Total energy consumed (million GJ) – Australia

1

0.61

0.23

Energy intensity (MJ/total tonne moved)

2

14.79

15.33

Total scope 1 and 2 emissions (ktCO

2

e) – Group

1

1,065

845

Total scope 1 and 2 emissions (ktCO

2

e) – South Africa

3

741

743

Total scope 1 and 2 emissions (ktCO

2

e) – Australia

1

324

102

Carbon intensity (kg CO

2

/total tonne moved)

2,3

3.50

3.63

Freshwater abstraction (ML) – Group

1,170

718

Freshwater abstraction (ML) – South Africa

373

369

Freshwater abstraction (ML) – Australia

1

797

349

Water efficiency (reuse/recycle) (%)

2

97

96

Water treatment (%)

4

64

56

Number of level 3 – 5 environmental incidents

1

2

People

Historically disadvantaged people in senior management (%)

2,5

67

65

Women in senior management (%)

2,5

36

34

1

Energy and emission data and freshwater abstraction for Ensham for the period from 1 September 2023 to 31 December 2023 has been included in the Group totals for

2023 and reflected in the Australian data. The TRCFR for Australia in 2023 reflects the performance for 12 months.

2

These indicators are for South Africa only.

3

Total scope 1 and 2 emissions and carbon intensity for 2023 have been restated due to updated fuel use emission factors to improve accuracy of reporting.

4

The water treatment metric for 2023 has been restated due to a calculation error that was corrected

5

These metrics reflect employees in senior management, including the Group executive committee.

SAFETY

In 2024, we elevated safety to a standalone strategic pillar,

reinforcing its significance to our business. This sent a clear

message to all levels of leadership that the elimination of

fatalities comes before all else.

More specific safety performance metrics were included in

each leaders’ performance contract, while we continued with

frontline leadership development to improve safety culture and

undertook an intensive review of our critical controls, which

was supported by an independent third party.

We are pleased to report that these actions contributed to an

improved safety performance and at 31December 2024,

we had been fatality free for 22months. The Group TRCFR

improved to 1.93 in 2024 from 2.80 in 2023.

Group total recordable injuries fell to 26 in 2024, from

48in 2023. In South Africa, the TRCFR improved to 1.07,

from  1.40 in the previous year.

Ensham achieved a significant improvement in its TRCFR,

achieving a rate of 13.21 in 2024, from 22.63 in 2023.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

50   Integrated Annual Report for the year ended 31December 2024

![]()

Wecontributed R204 million to the Sisonke Employee

Empowerment Scheme and the Nkulo Community

Partnership Trust, collectively, based on our performance

in2024.

In South Africa, our socio-economic development strategy

identifies four impact goals. These are improving access to

quality education and skills development, improving access

to income generation opportunities, improving the quality of

community services, and reducing communities’ and

suppliers’ reliance on mines. By focusing our efforts on these

impact goals, we can achieve measurable improvements in

the quality of the lives of people living in host communities.

One of these projects is the R160 million, five-year

education initiative, which we developed and launched in

January 2024. The programme will improve access to

quality education for learners in 45 no-fee schools in

Mpumalanga, supporting learners from grade R to grade

four, as well as their dedicated educators.

Our enterprise and supplier development (ESD) programme,

Thuthukani, is the primary vehicle through which we drive

small, medium and micro enterprise development in South

Africa, which contributes to our impact goals. It offers

business skills training, mentorship and support, technical

enablement and loan funding from a financial institution at

preferential rates to improve access to income-generating

opportunities and reduce communities’ reliance on the

mines. A significant milestone in 2024 was the signing of a

R200 million co-funding agreement with Absa to support

entrepreneurial development and economic growth in host

communities. During 2024, we spent R32 million on ESD

initiatives. This benefited 11 suppliers, 22 enterprise

development beneficiaries and 35 businesses that were

aided through the programme’s technical enablement

initiative.

In 2024, three operations submitted updated Social and

Labour Plans (SLPs) to the Department of Mineral and

Petroleum Resources (DMPR) for approval as part of the five-

year cycle. Recognising the potential risks during the 2024

election year, a proactive decision was made to temporarily

suspend the execution of some projects for the safety of our

employees and contractors. Consequently, a restricted

number of corporate social investment and SLP projects

were executed, including: the renovation and expansion of

the Zamelani Abadala Old Age Group Centre in the

Govan Mbeki Local Municipality by the Zibulo Colliery, the

official opening and handover of an art studio for the world-

renowned Ndebele artist, DrEsther Mahlangu and several

infrastructure improvement projects at schools by

Goedehoop and Mafube.

OUR PEOPLE

We achieved Top Employer certification for the third

consecutive year. We continue to make considerable

improvements in key areas such as leadership and career

development, diversity, equity and inclusion and wellbeing.

We depend on agile, highly-motivated individuals and

teams who are equipped with the knowledge, skills and

insights needed to excel in an ever-changing business

environment. Learning and development plays a crucial role

in our people strategy as it contributes to the overall

efficiency, safety, and sustainability of our operations. In

2024, we spent R195 million on training, or 4.6% of our

wage bill, compared to R186million, or 4.4% of our wage

bill, in 2023.

We saw an increase in the percentage of historically

disadvantaged people in senior management, from 65% in

2023 to 67% for the year, while the representation of

women in senior management improved to 36% from 34%

in

2023.

GOVERNANCE

We honour the memory of Thero Setiloane, a valued board

member, who sadly passed away on 1 May 2024. Thero

served as chairman of the social, ethics, and transformation

committee, and a member of the audit and the health,

safety, environment, and risk committees. We welcome

Tommy McKeith to the board of directors. Tommy was

appointed as an independent non-executive director,

assuming the roles of chairman of the social, ethics, and

transformation committee, and member of both the audit

and the health, safety, environment and risk committee,

effective 1 October 2024.

Furthermore, we are pleased to share that ESG metrics

related to the Ensham Mine have been integrated into the

2024 report where possible. While progress has been

made, some areas require further attention to ensure

accurate data collection and alignment. As we navigate

these changes, we remain committed to upholding our

governance standards and advancing our sustainability

efforts.

Full details related to our ESG approach and performance are included in the ESG Report available at www.thungela.com/investors.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

52 Integrated Annual Report for the year ended 31December 2024

![]()

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

53

![]()

#### MARKET IN CONTEXT

MACROECONOMIC ENVIRONMENT

Thermal coal markets had a turbulent start to the year, with

prices reaching multi-year lows during the first half of 2024.

However, the second half of 2024 saw a modest recovery

in energy commodity prices, including coal, on the back of

heightened geopolitical risks. Several factors impacted

thermal coal prices, including a milder than expected winter

in the Northern Hemisphere, which led to elevated coal and

gas stock levels and healthy inventory reserves as Asian

import hubs entered the summer season. Once the Northern

Hemisphere summer was in full effect, a robust restocking

campaign emerged in North and Southeast Asia due to

increased energy demand. This activity supported the

Richards Bay and Newcastle Benchmark coal prices in the

second half of the year.

Australian coal markets were impacted by high stocks at the

start of the year due to a delayed La Niña effect and a

reduction in demand from Northeast Asian markets. This

was due to the earthquakes in Japan and the extended coal

plant maintenance period following the events. In addition,

the increased usage of nuclear and gas-fired power further

curbed coal demand. This, coupled with Northeast Asia’s

diversification of its import base, introduced new coal

regions into the market.

While the South African coal market was on the positive

end of Asia’s import base diversification strategy, which had

a positive effect on demand, the second half of the year felt

the impact of a weakened steel market.

The lull in infrastructure development and the depressed

property market in China resulted in an oversupplied steel

market, which led to cheap exports to other Asian markets,

including India, where domestic steel production was

already under pressure. India had strong domestic coal

output in 2024 which increased competition for seaborne

coal imports. Improved coal availability, coupled with

sluggish demand in the second half of 2024, resulted in

wider discounts to the index.

Continued geopolitical tensions and uncertainties weighed

on strategic energy security in 2024, which led to overall

price volatility. Adequate gas storage levels and continued

Russian gas supply in the first half of the year, coupled with

the mild European winter, resulted in reduced coal demand

and lower prices. In the second half of the year, Europe

saw a warmer summer, gas supply interruptions and the end

of the piped gas transit deal from Russia, culminating in

support for coal indices. The prolonged tensions in the

Middle East, which threatened to overflow into Iran, piqued

concerns around both oil and gas supplies, which in turn

elevated energy commodity prices and firmed up coal

prices.

According to McCloskey’s January 2025 seaborne trade

outlook, expectations for seaborne coal demand over the

next five years are that it will marginally reduce, but remain

above one billion tonnes per annum. Emerging economies

in Southeast Asia are likely to drive demand for thermal coal

in the near future as the more developed economies pursue

renewable energy goals. China and India will continue to

dominate as the largest importers of seaborne coal.

PERFORMANCE IN SOUTH AFRICA

Thermal coal price and

exchange rate

2024

2023

Richards Bay Benchmark coal

price (US$/tonne)

105.30

121.00

Average realised export price

(US$/tonne)

91.56

103.67

Average realised export price

(Rand/tonne)

1,679

1,913

Realised price as a % of

Richards Bay Benchmark coal

price

86.9

85.7

ZAR:US$ average exchange

rate

18.34

18.45

The Richards Bay Benchmark coal price averaged

USD109.56 per tonne during the second half of the year,

compared to USD101.05 per tonne in the first half of the

year. The average Richards Bay Benchmark coal price for

2024 was USD105.30 per tonne, compared to

USD121.00 per tonne in 2023.

The discount to the Richards Bay Benchmark coal price in

the first half of the year was 15.2%, attributable mainly to

the need to reduce high stocks of our low-grade coal. The

discount in the second half of the year narrowed to 11.1%

with a key focus on high grade market placement. The

average discount for the full year was 13.1%, compared to

14.3% in 2023. Our focus in 2025 will be on the

continued prioritisation of the highest margin coal on rail

given the ongoing rail constraints.

Following the establishment of Thungela Marketing

International, the Group has additionally benefited from the

1% commission which was previously paid to Anglo

American Marketing Limited (AAML) as well as premiums

achieved on certain coals from South Africa.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

54 Integrated Annual Report for the year ended 31December 2024

![]()

PERFORMANCE IN AUSTRALIA

Thermal coal price and

exchange rate

2024

2023

Newcastle Benchmark coal

price (US$/tonne)

134.85

172.79

Average realised export price

1

(US$/tonne)

124.00

155.85

Average realised export price

1

(Rand/tonne)

2,274

2,929

Realised price as a % of

Newcastle Benchmark coal

price

1

92.0

110.6

ZAR:US$ average exchange

rate

1

18.34

18.79

1

Figures presented for 2023 include the Ensham Business for the four months from

acquisition date of 31 August 2023 to 31 December 2023.

The Newcastle Benchmark coal price had a comparable

trend to the Richards Bay Benchmark coal price, recording

a first half average of USD130.66 per tonne, compared to

USD139.03 per tonne in the second half of the year. The

average Newcastle Benchmark coal price for 2024 was

USD134.85 per tonne, compared to USD172.79 per

tonne in 2023.

The discount achieved against the Newcastle Benchmark

coal price in 2024 was 8.0%, compared to a 10.6%

premium achieved for the four months from acquisition date

to 31December 2023. The premium achieved in 2023

was attributed to a higher proportion of fixed price contracts

at the time of the acquisition of the Ensham Business. The

discount in 2024 was mainly due to lower demand in the

traditional Asian markets, which resulted in higher spot sales

and buyers sourcing greater volumes from new suppliers.

THUNGELA MARKETING INTERNATIONAL

Following the expiration of the agreement with AAML in

June2024, Thungela assumed full marketing rights for our

South African coal. This provided us with an opportunity to

leverage our equity coal both in South Africa and Australia,

by maximising value from the extraction of the resource to

the delivery of the product to the market.

Thungela Marketing International is based in the Dubai Multi

Commodity Centre (DMCC) in the UAE, one of the leading

international commodity trading hubs. We have successfully

recruited a diverse and experienced marketing team, and

we have also built strong banking relationships with various

banks in the UAE to further enhance our ability to transact in

the region and with our customers.

TRANSNET FREIGHT RAIL PERFORMANCE

TFR’s performance showed significant improvement, resulting

in 51.9Mt being railed for the industry in 2024, compared

to 47.9Mt in 2023. This improvement was mainly as a

result of the performance in the second half of the year,

which coincided with the completion of the annual

maintenance shutdown period in July 2024. During the

second half of the year, TFR railed at an annualised run rate

of 56.2Mt for the industry, up from an annualised run rate

of 47.3Mt in the first half of the year.

The improvement in rail performance seen in the second half

of the year has been due to collaborative efforts between

TFR, the coal industry and the National Logistics Crisis

Committee. These efforts include the fitment of critical spares

and the introduction of additional locomotives on the North

Corridor line. The ongoing line maintenance, which

included improvements to the signalling system that was

hard-hit by crime, among other challenges, resulted in

improved train cycle times. Significant efforts are still

required to restore the line to its historical performance

levels, and Thungela, together with industry, remains

dedicated to supporting TFR in addressing these critical

challenges.

The mutual cooperation agreement remains a key enabler to

ensure that security efforts remain effective, with a key focus

on decreasing crime-related incidents. This agreement has

also provided great value when major incidents, such as

derailments, occur on the line, ensuring that resolution time

is swift. The agreement will remain in place in 2025 to

provide continuous support to TFR.

Rail performance remains the most significant risk to our

South African business, and achieving a consistent and

continued improvement in TFR performance is a priority for

Thungela.

We are pleased to report that we have signed an extension

of the long-term agreement with TFR, up to March 2028.

This allows TFR time to focus on continuing to improve and

stabilise the rail performance.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024  55

#### MARKET IN CONTEXT

MACROECONOMIC ENVIRONMENT

Thermal coal markets had a turbulent start to the year, with

prices reaching multi-year lows during the first half of 2024.

However, the second half of 2024 saw a modest recovery

in energy commodity prices, including coal, on the back of

heightened geopolitical risks. Several factors impacted

thermal coal prices, including a milder than expected winter

in the Northern Hemisphere, which led to elevated coal and

gas stock levels and healthy inventory reserves as Asian

import hubs entered the summer season. Once the Northern

Hemisphere summer was in full effect, a robust restocking

campaign emerged in North and Southeast Asia due to

increased energy demand. This activity supported the

Richards Bay and Newcastle Benchmark coal prices in the

second half of the year.

Australian coal markets were impacted by high stocks at the

start of the year due to a delayed La Niña effect and a

reduction in demand from Northeast Asian markets. This

was due to the earthquakes in Japan and the extended coal

plant maintenance period following the events. In addition,

the increased usage of nuclear and gas-fired power further

curbed coal demand. This, coupled with Northeast Asia’s

diversification of its import base, introduced new coal

regions into the market.

While the South African coal market was on the positive

end of Asia’s import base diversification strategy, which had

a positive effect on demand, the second half of the year felt

the impact of a weakened steel market.

The lull in infrastructure development and the depressed

property market in China resulted in an oversupplied steel

market, which led to cheap exports to other Asian markets,

including India, where domestic steel production was

already under pressure. India had strong domestic coal

output in 2024 which increased competition for seaborne

coal imports. Improved coal availability, coupled with

sluggish demand in the second half of 2024, resulted in

wider discounts to the index.

Continued geopolitical tensions and uncertainties weighed

on strategic energy security in 2024, which led to overall

price volatility. Adequate gas storage levels and continued

Russian gas supply in the first half of the year, coupled with

the mild European winter, resulted in reduced coal demand

and lower prices. In the second half of the year, Europe

saw a warmer summer, gas supply interruptions and the end

of the piped gas transit deal from Russia, culminating in

support for coal indices. The prolonged tensions in the

Middle East, which threatened to overflow into Iran, piqued

concerns around both oil and gas supplies, which in turn

elevated energy commodity prices and firmed up coal

prices.

According to McCloskey’s January 2025 seaborne trade

outlook, expectations for seaborne coal demand over the

next five years are that it will marginally reduce, but remain

above one billion tonnes per annum. Emerging economies

in Southeast Asia are likely to drive demand for thermal coal

in the near future as the more developed economies pursue

renewable energy goals. China and India will continue to

dominate as the largest importers of seaborne coal.

PERFORMANCE IN SOUTH AFRICA

Thermal coal price and

exchange rate

2024

2023

Richards Bay Benchmark coal

price (US$/tonne)

105.30

121.00

Average realised export price

(US$/tonne)

91.56

103.67

Average realised export price

(Rand/tonne)

1,679

1,913

Realised price as a % of

Richards Bay Benchmark coal

price

86.9

85.7

ZAR:US$ average exchange

rate

18.34

18.45

The Richards Bay Benchmark coal price averaged

USD109.56 per tonne during the second half of the year,

compared to USD101.05 per tonne in the first half of the

year. The average Richards Bay Benchmark coal price for

2024 was USD105.30 per tonne, compared to

USD121.00 per tonne in 2023.

The discount to the Richards Bay Benchmark coal price in

the first half of the year was 15.2%, attributable mainly to

the need to reduce high stocks of our low-grade coal. The

discount in the second half of the year narrowed to 11.1%

with a key focus on high grade market placement. The

average discount for the full year was 13.1%, compared to

14.3% in 2023. Our focus in 2025 will be on the

continued prioritisation of the highest margin coal on rail

given the ongoing rail constraints.

Following the establishment of Thungela Marketing

International, the Group has additionally benefited from the

1% commission which was previously paid to Anglo

American Marketing Limited (AAML) as well as premiums

achieved on certain coals from South Africa.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

54 Integrated Annual Report for the year ended 31December 2024

![]()

#### REVIEW OF FINANCIAL PERFORMANCE

#### For the year ended 31December 2024

Net profit for the year

#### R3.5 billion

(2023: R5.0billion)

Headline earnings per share

R25.59

(2023: R34.97)

Adjusted EBITDA

△

#### R6.3 billion

(2023: R8.5billion)

Net cash

△

#### R8.7 billion

(2023: R10.2billion)

Total dividend per share

R13.00

Total dividend of

#### R1.8 billion

to shareholders

We are pleased with our full-year performance, which

demonstrates the importance of remaining focused on

managing the elements within our control. During the first

sixmonths of 2024, our business was impacted significantly

by weak prices and poor rail performance, but our

consistent focus on operational excellence and productivity

improvements meant that we were well positioned to

respond when these external factors improved in the second

half. Ultimately, this operational readiness enabled us to

outperform on volume and cost guidance for the full year.

We continued to deliver on the disciplined execution of our

strategic priorities, including our capital projects, which

remain on schedule and within the spend previously guided.

TFR performance improved markedly in the second half of

2024, resulting in a total of 51.9Mt railed for the industry,

compared to 47.9Mt in 2023. After a very weak first half,

with a run rate of 47.3Mtpa, the annual maintenance

shutdown period in July was successful and the ramp-up in

performance following the shutdown was faster and more

sustained than in recent years. The average run rate in the

second half of the year was 56.2Mtpa.

The improved rail run rate enabled us to deliver stronger

than anticipated production, with our South African

operations delivering 13.6Mt of export saleable production,

exceeding the guidance range of between 11.5Mt and

12.5Mt. This performance was driven mainly by

productivity improvements at Zibulo and Khwezela, without

reintroducing previously decommissioned sections. The

higher achieved production somewhat countered the impact

of inflation on unit costs, and we achieved an FOB cost per

export tonne

△

of R1,151 (R1,130 per tonne excluding

royalties).

Ensham produced 4.1Mt (on a 100% basis), exceeding the

revised guidance range of between 3.5Mt and 3.8Mt, as

the mine navigated fault zones more effectively than

expected. As a result of the increased production, FOB cost

per export tonne

△

was R1,674 (R1,433per tonne

excluding royalties).

Export equity sales from our South African operations

amounted to 12.6Mt, compared to 11.9Mt in the previous

year. This improvement materialised mainly in the second

half of 2024, corresponding to the improved rail

performance. At Ensham, we realised 4.1Mt of export

equity sales, on a 100% basis, in line with the production.

Seaborne thermal coal prices softened in 2024, with

theRichards Bay Benchmark coal price averaging

USD105.30 per tonne, down from USD121.00 per tonne

in 2023. Prices were especially soft in the first half of the

year due to a milder than expected winter in the Northern

Hemisphere, and higher coal and gas stockpile levels

across Europe. Thesecond half of the year saw a partial

recovery in energy prices, including coal, on the back of

geopolitical uncertainty.

Thungela Marketing International commenced with the

marketing of coal from our South African operations in

July2024. The average discount to the Richards Bay

Benchmark coalprice narrowed to 13.1% in 2024,

compared to 14.3% in2023, on the back of direct market

access and the saving of the 1% marketing fee previously

paid to AAML.

The Newcastle Benchmark coal price averaged

USD134.85 per tonne in 2024, compared to

USD172.79 per tonne in 2023. The discount to the

Newcastle Benchmark coal price in 2024 was 8.0%,

compared to a premium of 10.6% for the period from

acquisition on 31 August 2023 to 31 December 2023.

The 2023 premium was driven by a relatively higher

proportion of fixed price contracts in the sales book, which

were concluded based on a higher Newcastle Benchmark

coal price at the start of that year.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

56 Integrated Annual Report for the year ended 31December 2024

![]()

Thungela generated a net profit of R3.5 billion in 2024,

comprising R2.9 billion generated in South Africa (including

the margin earned by Thungela Marketing International) and

R676 million generated in Australia. The net profit was

supported by net finance income of R894 million, with net

financing gains of R658 million earned from positive

movements on cash held in foreign currency as well as

derivatives held over future conversions of foreign currency.

Profit was negatively impacted by impairment losses of

R278million recognised at Goedehoop as the mine nears

the end of its life during 2025.

Capital expenditure for the Group was R3.4 billion. At our

South African operations, sustaining capital expenditure

△

amounted to R1.1billion, while expansionary capital

expenditure totalled R1.7billion, which pertains to our

twoongoing life extension projects. Sustaining capital

expenditure

△

at Ensham was R605 million (on an 85%

basis). Both sustaining and expansionary capital

expenditure were in line with our guidance.

The Group generated adjusted operating free cash flow

△

of

R3.6 billion for the year and at 31December 2024 had a

net cash

△

balance of R8.7 billion.

ADVANCING OUR STRATEGIC PRIORITIES

Long-term value creation goes beyond the financial

performance of our business, and we are pleased with the

improvement in the Group’s TRCFR during the period to

1.93, compared to 2.80 in 2023.

We also continue to make good progress in driving our

ESG aspirations. In South Africa, we contributed a further

R204 million to the green fund (as required by the providers

of the financial guarantees) as we continue to set aside

funds to cover future environmental liabilities.

Wecontributed R970 million to an investment vehicle in

Australia, similar to the green fund, to be used as cash

collateral for the Ensham rehabilitation liability, while we

continue to pursue acceptance into the Queensland

Financial Provisioning Scheme. We also spent R625million

on ongoing rehabilitation in South Africa, mainly at the

Kromdraai and Bokgoni sites at Khwezela, as well as

R292million on rehabilitation activities at Ensham.

As a result of these activities, our environmental liability

coverage

△

for our South African operations increased to

69% and, when combined with the Ensham Mine, our

Group coverage increased to 54%, compared to 40%

at31December 2023.

The Elders and Zibulo North Shaft projects are progressing

well, and are on schedule and within budget. The successful

completion of these projects is crucial as they will enhance

our cost competitiveness, extend the life of our South African

business and support host communities through sustaining

jobs and local suppliers.

Elders delivered first coal in March 2024, and ramp-up

activities continue towards steady state capacity, which is

expected to be reached in early 2026. We have incurred

capex of R1.8billion on the project up to the end of

December, of which R1.7billion has been paid in cash.

R519million was spent in 2024, predominantly on

developing the portal into the coal reserve and on surface

infrastructure. We expect to spend a further R100 million to

complete the project in 2025. The mine is expected to

produce at a run rate of 4Mt of run of mine coal per annum

when it reaches steady state.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024  57

![]()

The Zibulo North Shaft project is progressing well and we

expect completion in 2026, which will extend the life of

Zibulo’s underground operation through to 2038. Themine

is expected to produce at a run rate of 8Mt of run of mine

coal per annum when it reaches steady state. To date, we

have spent R1.8 billion, including R1.1billion in 2024.

We are expecting to spend a further R800 million in 2025

and 2026.

During 2024, we obtained the necessary licences to

develop a demonstration plant at the LCBM project. The

aim of this plant is to demonstrate the marketability of the

gas. Once commissioned, the modular liquefied natural gas

plant will supply gas to a power generation facility to be

deployed at one of our existing operations, partially

substituting the Eskom electricity usage. We expect to spend

approximately R400 million on the demonstration plant and

related infrastructure in 2025.

We continue to progress towards our objective of

geographic diversification, with further advancements at

both Ensham and Thungela Marketing International in

2024.

Thungela assumed operational control of Ensham in 2023,

following the acquisition of an 85% interest in the Ensham

Business through our 72.5% held subsidiary, Sungela

Holdings. The improvement in operational performance at

Ensham since the acquisition has resulted in Ensham

contributing significantly to the Group’s profit. In

December2024, Thungela Resources Australia signed an

agreement to acquire the remaining 15% of the Ensham

Mine and related companies for a total consideration of

AUD48 million. The conditions precedent relating to this

transaction have been met and the transaction was

completed on 28 February 2025. This increases the

Group’s effective participation in the earnings generated

byEnsham to 92.5%.

Thungela Resources Australia also entered into an

agreement with our co-investors on 14 March 2025 to

acquire their 27.5% interest in Sungela Holdings, for an

upfront cash consideration of USD1.7 million, as well as

contingent deferred consideration of up to USD15.5 million

payable over a period of up to six years. Upon the

completion of this transaction, the Group will own 100% of

the Ensham Business.

The marketing team in the UAE was fully established during

the year, and Thungela Marketing International has taken

over the marketing activities for our South African coal from

AAML. Thungela Marketing International is now responsible

forthe marketing of all of our South African and Australian

export coal.

DISCIPLINED CAPITAL ALLOCATION

Prioritising shareholder returns through a combination of

dividends and share buybacks is a cornerstone of

Thungela’s capital allocation framework.

Demonstrating our commitment to shareholder returns, the

board has declared a final

ordinary cash dividend of

R1.5billion, or R11per share. This represents 58% of

adjusted operating freecash flow

△

generated in the second

half of the year.

Furthermore, the board announced a share buyback of up to

R300 million, to be completed before the next AGM on

5June 2025. The share buyback will be subject to ongoing

favourable market conditions.

Together with the interim dividend of

R281 million and

share buyback of

R160 million already completed, this

brings total shareholder returns relating to 2024

performance to

R2.3billion in aggregate, representing 64%

of adjusted operating freecash flow

△

for 2024.

The Sisonke Employee Empowerment Scheme and the

N

kulo Community Partnership Trust will receive R172 million

in total in relation to our performance for the second half of

the year, taking the full-year contribution to the trusts to

R204million.

CONCLUSION

Our full-year performance underscores the importance of

maintaining focus on the elements under our control. Our

commitment to operational excellence and productivity

enhancements enabled us to navigate the price and rail

weakness experienced in the first half, while setting us up

fora better performance in the second half of the year.

We continued to execute on our strategic priorities,

including the acquisition of a further 15% in the Ensham

Mine. This acquisition, together with our life extension

projects in South Africa, demonstrates our commitment to

disciplined capital allocation through investments that

enhance long-term value creation.

This focus on controlling the controllables has allowed us to

successfully navigate a challenging year, while enabling

strong shareholder returns and delivering on our purpose to

responsibly create value together for a shared future.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

58 Integrated Annual Report for the year ended 31December 2024

![]()

FINANCIAL OVERVIEW

Rand million (unless otherwise stated)

2024

2023

Revenue

35,554

30,634

Operating costs

(31,751)

(23,737)

Profit for the reporting period

3,544

4,970

Attributable to non-controlling interests

(48)

(192)

Attributable to the equity shareholders of the Group

3,592

5,162

Earnings per share (cents/share)

2,676

3,766

Headline earnings per share (cents/share)

2,559

3,497

Dividends per share (cents/share)

1,300

2,000

APMs

△

Adjusted EBITDA

6,255

8,454

Adjusted EBITDA margin (%)

18

28

FOB cost per export tonne (Rand/tonne) – South Africa

1,151

1,134

FOB cost per export tonne excluding royalties (Rand/tonne) – South Africa

1,130

1,084

FOB cost per export tonne (Rand/tonne) – Ensham Business

1

1,674

1,886

FOB cost per export tonne excluding royalties (Rand/tonne) – Ensham Business

1

1,433

1,544

Adjusted operating free cash flow

3,589

6,806

Net cash

8,671

10,176

Capital expenditure

(3,396)

(3,288)

Environmental liability coverage (%)

54

40

OPERATIONAL OVERVIEW

kt

South Africa

Run of mine

25,235

24,095

Export saleable production

13,595

12,214

Domestic saleable production

6,500

8,087

Total saleable production 20,095

20,301

Export equity sales

12,551

11,926

Third-party export sales

468

—

Domestic sales from thermal export stockpiles

1,095

1,491

Other industrial and domestic sales

5,476

7,271

Total sales  19,590

20,688

Ensham

Run of mine (85%)

1

3,423

839

Export equity saleable production (85%)

1

3,458

860

Commodity purchases from Bowen (15%)

1,2

610

152

Total saleable production 4,068

1,012

Export equity sales (100%)

1,3

4,068

884

Total sales  4,068

884

1

Results for the Ensham Business presented for the year ended 31 December 2023 reflect the results for four months from the acquisition date of 31 August 2023.

2

Commodity purchases from Bowen reflect 15% of the operations of the Ensham Mine, to align with the sales made through Ensham Coal Sales.

3

The sales volume reflects 100% of the coal sold from the Ensham Mine. This includes tonnes sold in Australia at export parity prices, which are considered export equity sales.

The table above reflects the financial results as disclosed in the consolidated financial statements for the year ended 31December

2024, including the alternative performance measures as included in Annexure 1 of the Annual Financial Statements. The Group

acquired a controlling interest in the Ensham Business on 31 August 2023, and the consolidated results for the year ended

31 December 2023 include the results of the Ensham Business for the four months from the acquisition date to 31 December 2023.

Refer to note 2A and note 15 of the Annual Financial Statements for further detail.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024  59

![]()

REVENUE

Revenue increased by 16% to R35.6 billion (2023:

R30.6billion). Revenue in South Africa declined by

R1.7billion due to a 13% year-on-year decrease in the

Richards Bay Benchmark coal price. Revenue in Australia

increased to R9.3 billion, compared to R2.6 billion for the

four months to 31 December 2023, as the Group

accounted for a full 12 months of Ensham’s performance,

although this was partly offset by the impact of a weaker

Newcastle Benchmark coal price.

Our South African operations achieved an average realised

export price of USD91.56 per tonne in 2024 compared to

USD103.67 per tonne in 2023. The realised export price

as a percentage of the Richards Bay Benchmark coal price

averaged 86.9% for 2024 (2023: 85.7%).

The Ensham Business achieved an average realised export

price of USD124.00 per tonne, compared to

USD155.85 per tonne achieved in the four months to

31December 2023. The realised export price as a

percentage of the Newcastle Benchmark coal price

averaged 92.0% for 2024, a discount of 8.0%, compared

to a premium of 10.6% realised in 2023. The premium

realised last year resulted from the composition of the sales

book, which included a higher proportion of fixed price

contracts that were concluded above the benchmark price.

The stronger average exchange rate of the South African

rand to the US dollar of R18.34 (2023: R18.45) had a

negative impact on reported revenue, as the majority of

export sales are undertaken in US dollars.

OPERATING COSTS

Operating costs increased by R8.1 billion to R31.8 billion

from R23.7 billion in 2023, mainly as a result of the Group

accounting for a full 12 months of the operations of the

Ensham Business.

The Ensham Business recognised operating costs of

R8.2billion in 2024, an increase of R6.0 billion over the

amount recognised in 2023 for the four months from the

acquisition date.

Operating costs in South Africa increased from

R21.6billion in 2023 to R23.5 billion in 2024. The

movements in operating costs detailed in the remainder of

this section relate to costs incurred in South Africa only.

Royalties decreased by R322million, from R603 million in

2023, due to the lower realised prices in the year.

Our operations were impacted by inflation of 4.9%,

contributing to the higher operating costs. The costs incurred

to produce the incremental export saleable production of

1.4Mt amounted to R1.2 billion, which was offset by a

reduction in costs of approximately R700 million due to

lower domestic production. Selling expenses reduced year-

on-year.

Stockpiles were utilised to meet our sales obligations,

resulting in an increase in the inventory production

movement cost of R389 million.

The increase in commodity purchases of R558 million

relates primarily to volumes bought from third parties in order

to fulfil our sales obligations when port stocks were affected

by poor rail performance at the start of the year.

Environmental provisions were impacted by the annual

independent cost assessment, as well as changes in the

planned timing of rehabilitation work. The resultant non-cash

charge for 2024 was R310 million higher than in 2023.

23.7

6.0

-0.3

0.1

0.9

0.4

0.4

0.6

0.4

-0.4

31.8

2023 Ensham Royalties Forex

revaluation

Inflation Production

and selling

expenses

Inventory

movement

Commodity

purchases

Environ-

mental

provisions

and non-

cash

Contribution

to trusts

2024

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

60 Integrated Annual Report for the year ended 31December 2024

Rbn

![]()

ADJUSTED EBITDA

△

The Group generated adjusted EBITDA

△

of R6.3billion

(2023: R8.5 billion) at an adjusted EBITDA margin

△

of

18%, compared to 28% in 2023

. The decline in earnings

was mainly driven by lower benchmark coal prices and a

stronger average exchange rate of the South African rand to

the US dollar.

The impact of inflation on operating costs in South Africa

remains elevated, although it was lower than in the previous

year (4.9% compared to 7.1% in 2023). The positive

impact from the higher export volumes sold was countered

by the lower domestic sales and the costs associated with

the variances in production.

The South African business, including the margin earned by

Thungela Marketing International, contributed R4.2 billion to

adjusted EBITDA

△

, while the remainder was contributed by

Ensham.

8.5

1.3

-3.0

0.3

-0.9

1.2

-0.9

-0.4

-0.4

-0.3

0.5

0.4 6.3

2023 Ensham Price and

forex

Royalties  Inflation Export

sales

volume

Domestic

sales

volume

Inventory

movement

Production

and selling

expenses

Environ-

mental

provisions

Non-cash Trusts 2024

PROFIT

Profit for the reporting period decreased to R3.5 billion

(2023: R5.0 billion), primarily driven by weaker benchmark

coal prices in the year.

Profit attributable to the equity shareholders of the Group

was R3.6billion (2023: R5.2 billion). In 2024, non-

controlling interests were allocated a loss of R48 million

(2023: R192million) based on losses incurred at the

underlying statutory entities.

Profit was positively impacted by the disposal of the Group’s

interest in Rietvlei Mining Company. Total cash received for

the disposal was R186million, with a non-cash profit of

R601 million recognised due to historical losses incurred in

the entity.

The Group entered into and settled several contracts for the

sale of foreign currency in 2024. Net finance income of

R894 million incudes R658 million from positive movements

on cash held in foreign currency as well as derivatives held

over future conversions of foreign currency.

The Group recognised impairment losses of R278million at

Goedehoop, as the mine approaches the end of its life

during 2025.

The Group incurred an income tax expense of R1.5 billion

for 2024, which resulted in an effective tax rate of 29%

(2023: 31%). This was higher than the statutory tax rate in

South Africa of 27%, primarily due to non-deductible

expenses incurred across the Group and an increase in the

deferred tax asset that was not recognised in RMC, based

on ongoing losses in that entity until its disposal.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024  61

Rbn

![]()

EARNINGS PER SHARE AND HEADLINE EARNINGS

PER SHARE

Profit attributable to the equity shareholders of the Group of

R3.6 billion is equivalent to R26.76 per share, compared to

R37.66 per share in 2023.

Headline earnings attributable to the equity shareholders of

the Group of R3.4billion are equivalent to R25.59 per

share, compared to R34.97 per share in 2023.

To determine the headline earnings for the year, the

earnings attributable to the equity shareholders of the Group

were adjusted by the after tax impact of the profit on

disposal of RMC, offset by the impairment losses recognised

in our South African operations.

These per share figures are based on a weighted average

number of shares outstanding (WANOS) of 134,238,447

(2023: 137,056,628), with the decrease largely

attributable to the impact of the share buybacks undertaken

in 2024.

ADJUSTED OPERATING FREE CASH FLOW

△

AND

CASH AND CASH EQUIVALENTS

The Group generated adjusted operating free cash flow

△

of

R3.6 billion (2023: R6.8 billion).

The difference between the adjusted EBITDA

△

and the

adjusted operating free cash flow

△

generated is mainly

attributable to sustaining capital expenditure

△

, tax payments,

cash spent on environmental and other provisions and the

impact of derivatives.

Sustaining capex

△

reduced adjusted operating free cash

flow

△

by R1.7 billion (including sustaining capex

△

of

R605million at Ensham).

The Group paid income taxes of R1.3 billion.

Amounts applied to reduce environmental and other

provisions of R1.0billion mainly relate to the continued

rehabilitation work focused on the Khwezela Colliery and at

Ensham. This is offset by a non-cash increase in provisions

of R443 million, resulting mainly from the annual assessment

of the environmental provisions.

Adjusted operating free cash flow

△

was positively impacted

by the cash inflows from the settlement of derivative

contracts related to the sale of foreign currency, amounting

to R905million.

The Group ended the year with cash and cash equivalents

of R10.1 billion. After deducting the cash held in the

Sisonke Employee Empowerment Scheme and the Nkulo

Community Partnership Trust of R872 million, and

R560million held in escrow for the acquisition of the

remaining 15% interest in the Ensham Mine, net cash

△

amounted to R8.7billion at the end of the year.

6.3

-0.1

-1.7

-1.3

-1.0

0.4

0.9

0.1 3.6

Adjusted

EBITDA

△

Working

capital

Sustaining

capex

△

Income taxes Amounts

applied to

provisions

Increase in

provisions

Derivatives Non-cash

and other

Adjusted

operating free

cash flow

△

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

62 Integrated Annual Report for the year ended 31December 2024

Rbn

![]()

ENVIRONMENTAL PROVISIONS

Environmental provisions are comprehensively assessed on

an annual basis and determined with assistance from

specialist independent environmental consultants.

Theenvironmental provisions recognised at

31 December 2024 amounted to R12.0billion (2023:

R11.7 billion).

Investments ringfenced in the environmental rehabilitation

trusts and the green funds in South Africa and Australia

equated to R6.4 billion (2023: R4.7billion).

In South Africa, in line with our commitment to the providers

of financial guarantees, we contributed R204million to the

green fund in 2024. In Australia, we contributed

R970million to an investment vehicle, similar to the green

fund, to secure the financial surety required by the

Queensland Financial Provisioning Scheme.

Our environmental liability coverage

△

for the South African

operations has increased to 69%. When combined with the

Ensham Mine, Group coverage has increased to 54%

(2023: 40%), as we continue our efforts to cash

collateralise our rehabilitation obligations.

In South Africa, our environmental provisions are based on

our interpretation of the currently enforceable environmental

laws. On 1 February 2024, the Minister in the Department

of Forestry, Fisheries and the Environment published a notice

deferring the transition date of the 2015 NEMA Financial

Provisioning Regulations, but a revised date has not yet

been published. We await confirmation of a revised

transition date.

In Australia, mining companies in Queensland are required

to contribute to the Queensland Financial Provisioning

Scheme in relation to their regulatory environmental

rehabilitation costs. Thiscontribution can be made by way

of a payment into a pooled fund (pool) or the provision of a

financial surety, as determined by the scheme manager.

Ensham is required to obtain financial surety for the

environmental rehabilitation costs, while acceptance into the

pool is actively pursued.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024  63

![]()

#### SOUTH AFRICAN OPERATIONS

OPERATIONAL PERFORMANCE

Run of mine increased by 4.7% to 25,235kt (2023:

24,095kt). This was achieved through focused productivity

improvement drives at Khwezela, Mafube and Zibulo. These

volumes were partially offset by volumes lost as the Rietvlei

Colliery transitioned to care and maintenance during the

year, before being sold.

The strong run of mine performance drove export saleable

production, which increased by 11% to 13,595kt (2023:

12,214kt). Export saleable production was further

enhanced by higher yields from Zibulo, and the resumption

of a secondary production operation at Greenside.

Export equity sales increased by 5.2% to 12,551kt

(2023:11,926kt), enabled to a degree by the improved

railperformance of TFR in the second half of the year. This is

evident when considering sales volumes of 6,033kt in the

firstsix months, compared to 6,518kt in the second half of

the year.

We continued to mitigate the risk of breaching on-mine

stockpile capacity through the sale of lower quality export

coal into the domestic market through free-on-truck sales of

1,095kt (2023: 1,491kt).

Domestic saleable production decreased by 20% to

6,500kt (2023: 8,087kt). Higher production from

Isibonelo, as it recovered from operational challenges in

theprevious year, was offset by a decline at the other

operations as a result of reduced domestic demand.

Domestic sales decreased by 25% to 5,476kt (2023:

7,271kt).

FOB COST PER EXPORT TONNE

△

The FOB cost per export tonne excluding royalties

△

was

R1,130 in 2024, compared to R1,084 in the previous year.

FOB cost

△

was below the low end of the 2024 full-year

guidance, mainly due to the positive impact of higher

production volumes. The FOB cost

△

was impacted by

inflation and a lower domestic revenue offset.

The non-cash charge related to the annual assessment of the

environmental provisions and costs relating to supplementary

operating activities further increased the FOB cost

△

.

The FOB cost per tonne

△

increased by 1.5% to R1,151,

compared to R1,134 in 2023.

1,134

-50

1,084

70

33

23

25

-110

5 1,130

21 1,151

FOB cost

per tonne

△

2023

Royalties FOB cost

per tonne

excluding

royalties

△

Inflation Domestic

revenue

offset

Production

and selling

expenses

Environ-

mental

provisions

Volume Marketing FOB cost

per tonne

excluding

royalties

△

Royalties FOB cost

per tonne

△

2024

CAPITAL EXPENDITURE

The South African business incurred capital expenditure of

R2.8 billion (2023: R3.0 billion) comprising both sustaining

capex

△

and expansionary capex (mainly from life extension

projects).

Stay-in-business capex of R903 million (2023: R1.1 billion)

was spent mainly onmachine overhauls.

Stripping and development capex was R192 million

(2023:R250 million) and was spent on accessing

life-of-mine reserves at Zibulo, Khwezela and Mafube.

Expansionary capex of R1.7 billion in 2024 included

R519million spent on the Elders project and a further

R1.1billionon the Zibulo North Shaft project.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

64 Integrated Annual Report for the year ended 31December 2024

Rbn

![]()

#### ENSHAM BUSINESS

OPERATIONAL PERFORMANCE

In 2024, Ensham produced 4,068kt of export saleable

production on a 100% basis, or 3,458kt onan 85% basis.

This compares to 860kt (on a 85% basis) for the last four

months of 2023, following the acquisition of Ensham.

Ensham recognised 4,068kt (2023: 884kt for the four

months from acquisition) of export equity sales, which

includes sales made in Australia at export parity prices or

better. The sales included 610kt tonnes (2023: 152kt for

four months) purchased from Bowen in line with its 15%

ownership of the Ensham Mine.

OPERATING COSTS AND FOB COST PER EXPORT

TONNE

△

The Ensham Business incurred total operating costs of

R8.2billion, of which R2.7 billion related to production

costs.

As Ensham Coal Sales manages all coal sales from the

Ensham Mine, 100% of revenue from the mine is recognised

and the cost for the proportion of coal sales reflecting

Bowen’s 15% participation in the Ensham Mine is

accounted for as a commodity purchase. The Ensham

Business therefore incurred R1.4 billion relating to coal

purchases from Bowen.

The mine incurred R915 million in logistics costs, consisting

mainly of rail and port costs to sell its product, and

depreciation for the year amounted to R1.0billion.

The FOB cost excluding royalties

△

in 2024 decreased by

7.2% to R1,433 per tonne (2023: R1,544 per tonne),

despite an increase in the non-cash charge related to the

annual assessment of environmental provisions. The unit cost

improvement was largely due to the improved production

rates achieved.

Including royalties, the FOB cost per tonne

△

was R1,674

(2023: R1,886 per tonne).

This graph does not reflect historical financial information, other than the net cash

△

balance at 31 December 2024. This is accordingly a conceptual representation of the

intended utilisation of the net cash

△

on hand at the reporting date.

CAPITAL EXPENDITURE

The Ensham Business incurred capital expenditure of

R605million (on an 85% basis) in 2024.

Stay-in-business capex was spent mainly on machinery

overhauls and building new mining equipment to address

operational requirements.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024  65

2.7

1.3

0.1

1.4

0.9

1.0

0.8

Mine free on rail

costs

Inventory

movement

Commodity

purchases from

Bowen

Logistics costs  Depreciation and

other

Total operating

costs 2024

4.8

Rbn

Royalties

Employee costs

Production costs

8.2

![]()

8.7

-0.9

-0.4

-1.5

-0.2

-0.3

5.4

3.2 8.6

Net cash

December 2024

Elders and

Zibulo North

Shaft

LCBM project Final dividend

declared

Trusts Share buyback Cash buffer Facilities Liquidity

CAPITAL ALLOCATION

Thungela’s capital allocation framework remains the

cornerstone of our strategy and prioritises returns to

shareholders. Our approach acknowledges the diverse

preferences of our shareholder base and we are

accordingly committed to provide returns to our shareholders

through a combination of dividends and share buybacks.

We also ensure that we are able to maintain balance sheet

flexibility during periods of weaker prices, while remaining

agile to take advantage of supportive market conditions.

In 2024, we purchased 4,510,667 ordinary shares, or

3.2% of the issued share capital, through two share

buybacks announced at our 2023 annual results and 2024

interim results, respectively. The total consideration for these

shares was R601 million. These shares are held as treasury

shares by a subsidiary of the Group.

The capital allocation framework also seeks to cash

collateralise our environmental liabilities over time. In

SouthAfrica, we contributed a further R204million to the

green fund, as required by the providers of the financial

guarantees. In Australia, wecontributed R970 million into

an investment vehicle, similar to the green fund in South

Africa, to be used as cash collateral for the Ensham

rehabilitation liability, while we pursue acceptance into the

Queensland Financial Provisioning Scheme.

The Group generated cash flows from operating activities of

R5.3 billion for the year. After investing R1.7 billion in

sustaining capex

△

, this resulted in an adjusted operating

free cash flow

△

of R3.6 billion for 2024.

At 31 December 2024, the Group’s net cash

△

position was

R8.7 billion.

Thungela has consistently delivered on, and surpassed, our

commitment to distribute a minimum of 30% of adjusted

operating free cash flow

△

to shareholders. In line with past

practice, recognising the strength of our balance sheet, the

board has declared a final dividend of

R11 per share, or

R1.5 billion. The board has also approved a further share

buyback of up to

R300 million, to be completed by the date

of the next AGM, subject to favourable market conditions.

Together with the interim dividend of

R281 million and a

share buyback of

R160 million already completed, this

brings total shareholder returns relating to 2024

performance up to

R2.3 billion in aggregate, representing

64% of adjusted operating freecash flow

△

generated

in2024.

The Sisonke Employee Empowerment Scheme and the

Nkulo Community Partnership Trust will also receive a further

R172millioncollectively, adding to the R32 million they

received based on our interim results.

The board continues to reserve R900 million for the

completion of the Elders and Zibulo North Shaft projects,

and R400 million for the LCBM project.

The softer coal price environment experienced in 2024 has

continued to deteriorate, and we expect energy prices to

further weaken in the near term. This is a result of coal and

gas inventories that remain elevated, and constrained

economic activity in our export markets. Accordingly, the

board considers it appropriate to maintain a cash buffer of

R5.4 billion at this time. The Group also holds undrawn

credit facilities of R3.2 billion.

This graph does not reflect historical financial information, other than the net cash

△

balance at 31 December 2024. This is accordingly a conceptual representation of the

intended utilisation of the net cash

△

on hand at the reporting date.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

66 Integrated Annual Report for the year ended 31December 2024

Rbn

![]()

8.7

-0.9

-0.4

-1.5

-0.2

-0.3

5.4

3.2 8.6

Net cash

December 2024

Elders and

Zibulo North

Shaft

LCBM project Final dividend

declared

Trusts Share buyback Cash buffer Facilities Liquidity

CAPITAL ALLOCATION

Thungela’s capital allocation framework remains the

cornerstone of our strategy and prioritises returns to

shareholders. Our approach acknowledges the diverse

preferences of our shareholder base and we are

accordingly committed to provide returns to our shareholders

through a combination of dividends and share buybacks.

We also ensure that we are able to maintain balance sheet

flexibility during periods of weaker prices, while remaining

agile to take advantage of supportive market conditions.

In 2024, we purchased 4,510,667 ordinary shares, or

3.2% of the issued share capital, through two share

buybacks announced at our 2023 annual results and 2024

interim results, respectively. The total consideration for these

shares was R601 million. These shares are held as treasury

shares by a subsidiary of the Group.

The capital allocation framework also seeks to cash

collateralise our environmental liabilities over time. In

SouthAfrica, we contributed a further R204million to the

green fund, as required by the providers of the financial

guarantees. In Australia, wecontributed R970 million into

an investment vehicle, similar to the green fund in South

Africa, to be used as cash collateral for the Ensham

rehabilitation liability, while we pursue acceptance into the

Queensland Financial Provisioning Scheme.

The Group generated cash flows from operating activities of

R5.3 billion for the year. After investing R1.7 billion in

sustaining capex

△

, this resulted in an adjusted operating

free cash flow

△

of R3.6 billion for 2024.

At 31 December 2024, the Group’s net cash

△

position was

R8.7 billion.

Thungela has consistently delivered on, and surpassed, our

commitment to distribute a minimum of 30% of adjusted

operating free cash flow

△

to shareholders. In line with past

practice, recognising the strength of our balance sheet, the

board has declared a final dividend of R11 per share, or

R1.5 billion. The board has also approved a further share

buyback of up to R300 million, to be completed by the date

of the next AGM, subject to favourable market conditions.

Together with the interim dividend of R281 million and a

share buyback of R160 million already completed, this

brings total shareholder returns relating to 2024

performance up to R2.3 billion in aggregate, representing

64% of adjusted operating freecash flow

△

generated

in2024.

The Sisonke Employee Empowerment Scheme and the

Nkulo Community Partnership Trust will also receive a further

R172millioncollectively, adding to the R32 million they

received based on our interim results.

The board continues to reserve R900 million for the

completion of the Elders and Zibulo North Shaft projects,

and R400 million for the LCBM project.

The softer coal price environment experienced in 2024 has

continued to deteriorate, and we expect energy prices to

further weaken in the near term. This is a result of coal and

gas inventories that remain elevated, and constrained

economic activity in our export markets. Accordingly, the

board considers it appropriate to maintain a cash buffer of

R5.4 billion at this time. The Group also holds undrawn

credit facilities of R3.2 billion.

This graph does not reflect historical financial information, other than the net cash

△

balance at 31 December 2024. This is accordingly a conceptual representation of the

intended utilisation of the net cash

△

on hand at the reporting date.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

66   Integrated Annual Report for the year ended 31December 2024

Rbn

OPERATIONAL GUIDANCE – 2025

South Africa Ensham

Export saleable production (Mt) (Ensham on a 100% basis)

12.8 – 13.6 3.7 – 4.1

FOB cost per export tonne

△

(Rand/tonne)

1,220 – 1,300 1,650 – 1,780

FOB cost per export tonne excluding royalties

△

(Rand/tonne)

1,210 – 1,290 1,470 – 1,580

Capital – sustaining

△

(Rand million) (Ensham on a 100% basis)

1,400 – 1,700 700 – 950

Capital – expansionary (Rand million)

1,100 – 1,200 nil

Royalties are calculated using an assumed Richards Bay Benchmark coal price of USD102.00per tonne and an assumed Newcastle Benchmark coal price of USD125.00

per tonne.

SOUTH AFRICAN OPERATIONS

Export saleable production guidance for 2025 of 12.8Mt

to 13.6Mt is informed by improved productivity and

performance of TFR. The range is based on expected rail

performance of between 54Mtpa, at the lower end of the

guidance, and 58Mtpa at the upper end. The midpoint of

the guidance is aligned with the improved annualised run

rate observed in the second half of 2024.

Our production footprint is entering a period of transition as

the Goedehoop mine and Zibulo opencast operations reach

end of life in 2025. The Elders and Zibulo North Shaft

projects will continue to ramp up to full production during

2026.

FOB cost per export tonne excluding royalties

△

is expected

to be between R1,210 and R1,290. Including royalties, the

range is between R1,220 and R1,300 per tonne, based

on an assumed Richards Bay Benchmark coal price of

USD102per tonne.

Sustaining capital expenditure

△

is expected to range

between R1,400million and R1,700 million.

Expansionary capital expenditure is expected to be between

R1,100million and R1,200million, which includes

ongoing spend primarily on theZibulo North Shaft project,

and R400million related to the LCBM project.

ENSHAM

Export saleable production guidance for 2025 is between

3.7Mt and 4.1Mt (on a 100% basis). The guidance is

consistent with 2024 production as it allows for the mine to

traverse known geological faults during the year. We have

made good progress on improving productivity and will

seek further opportunities as our South African and

Australian operations continue to share best practices.

FOB cost per export tonne excluding royalties

△

is expected

to be between R1,470 and R1,580. Including royalties, the

range is between R1,650 and R1,780 per tonne, based

on an assumed Newcastle Benchmark coal price of

USD125per tonne. We have already started to review

opportunities for further productivity improvement and cost

savings at Ensham.

Sustaining capital expenditure

△

is expected to be between

R700 million and R950 million (on a 100% basis). This

includes once-off capital expenditure of approximately

R250 million, predominantly on land in order to secure

outstanding mining licences.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024  67

![]()

#### SUMMARISED CONSOLIDATEDFINANCIAL STATEMENTS

SUMMARISED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER

COMPREHENSIVE INCOME

For the year ended 31December 2024

Rand million

2024

2023

Revenue

35,554

30,634

Operating costs

(31,751)

(23,737)

Transactions arising from the acquisition of the Ensham Business

(9)

(171)

Gain on bargain purchase

–

565

Acquisition and integration costs

–

(454)

Expenses for conditional shares granted to non-controlling interests

(9)

(123)

Fair value adjustments to acquisition related derivatives

–

(159)

Profit on disposal of investment in subsidiary

601

–

Impairment losses

(278)

(266)

Fair value gains on derivative financial instruments

–

97

Restructuring costs and termination benefits

(13)

(51)

Profit before net finance income and tax 4,104

6,506

Net finance income 894

696

Investment income

1,393

1,394

Interest expense

(1,157)

(1,024)

Other net financing gains

658

326

Profit before tax 4,998

7,202

Income tax expense

(1,454)

(2,232)

Profit for the reporting period 3,544

4,970

Attributable to:

Non-controlling interests

(48)

(192)

Equity shareholders of the Group

3,592

5,162

Other comprehensive (loss)/income

Items that may be reclassified to profit or loss

Foreign exchange translation (losses)/gains

(373)

155

Items that will not be reclassified to profit or loss

Remeasurement of retirement benefit obligations

(9)

25

Fair value losses on financial asset investments

–

(3)

Related tax

2

(6)

Other comprehensive (loss)/income for the reporting period (380)

171

Total comprehensive income for the reporting period 3,164

5,141

Attributable to:

Non-controlling interests

(69)

(186)

Equity shareholders of the Group

3,233

5,327

Earnings per share

1

Basic (cents/share)

2,676

3,766

Diluted (cents/share)

2,642

3,692

1

The earnings per share has been calculated using a weighted average number of ordinary shares outstanding of 134,238,447 (2023: 137,056,628).

The consolidated financial statements from which this extract was derived have been prepared under the supervision of Deon Smith CA(SA), chief financial officer. The summarised consolidated

financial statements are derived from the consolidated and separate financial statements on which PricewaterhouseCoopers Incorporated has expressed an unqualified opinion. A copy of the

independent auditor's opinion, together with the Annual Financial Statements is available on www.thungela.com/investors/financial-results

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

68 Integrated Annual Report for the year ended 31December 2024

![]()

#### SUMMARISED CONSOLIDATED STATEMENT OF FINANCIAL POSITIONAs at 31December 2024

Rand million

2024

2023

Assets

Non-current assets

Intangible assets

300

313

Property, plant and equipment

19,722

19,477

Environmental rehabilitation trusts

4,266

3,740

Investment in associate

199

78

Deferred tax assets

770

471

Financial asset investments

2,259

1,054

Investment in insurance structure

1,489

1,445

Trade and other receivables

229

194

Other non-current assets

66

72

Total non-current assets   29,300

26,844

Current assets

Inventories

3,444

4,011

Trade and other receivables

4,977

4,284

Current tax assets

235

298

Financial asset investments

18

24

Derivative financial instruments

—

66

Cash and cash equivalents

10,103

10,959

Total current assets   18,777

19,642

Total assets

48,077

46,486

Equity

Stated capital

11,323

11,323

Contributed capital

965

965

Merger reserve

2,606

2,606

Treasury shares

(980)

(493)

Share-based payments reserve

246

214

Other reserves

(49)

308

Retained earnings

11,449

9,686

Equity attributable to the shareholders of the Group   25,560

24,609

Non-controlling interests

544

(13)

Total equity

26,104

24,596

Liabilities

Non-current liabilities

Lease liabilities

19

32

Retirement benefit obligations

400

399

Deferred tax liabilities

1,567

1,637

Environmental and other provisions

11,789

11,135

Total non-current liabilities   13,775

13,203

Current liabilities

Trade and other payables

6,093

6,537

Loans and borrowings

—

66

Lease liabilities

31

34

Environmental and other provisions

1,130

1,948

Derivative financial instruments

462

—

Current tax liabilities

482

102

Total current liabilities   8,198

8,687

Total liabilities

21,973

21,890

Total equity and liabilities

48,077

46,486

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024  69

![]()

#### SUMMARISED CONSOLIDATED STATEMENTOF CHANGES IN EQUITY

#### For the year ended 31December 2024

Rand million

Stated capital

Contributed

capital

Merger

reserve

Treasury

shares

Share-based

payments

reserve

Other

reserves

1

Retained

earnings

Total equity

attributable

to

shareholders

of the Group

Non-

controlling

interests Total equity

Balance at 1January 2023

11,323    965    2,606    (302)

83    145    11,453    26,273    (114)   26,159

Purchase of shares by Group companies   —    —    —    (259)

—    —    —    (259)   —    (259)

Total comprehensive income/(loss) for the reporting period   —    —    —    —

—    165    5,162    5,327    (186)   5,141

Dividends paid   —    —    —    —

—    —    (6,920)   (6,920)   (1)   (6,921)

Movements in share-based payments reserve

2

—    —    —    —

56    —    71    127    —    127

Conditional shares granted to non-controlling interests in the

Ensham Business   —    —    —    —

123    —    —    123    —    123

Non-controlling interests arising from the acquisition of the

Ensham Business   —    —    —    —

—    —    —    —    226    226

Change in ownership of the Ensham Business   —    —    —    —

(48)   (2)   (12)   (62)   62    —

Treasury shares issued to employees on vesting of share

awards   —    —    —    68

—    —    (68)    —    —    —

Balance at 31December 2023   11,323    965    2,606    (493)

214    308    9,686    24,609    (13)   24,596

Purchase of shares by Group companies

—    —    —    (724)

—    —    —    (724)   —    (724)

Total comprehensive (loss)/income for the reporting period

—    —    —    —

—    (359)   3,592    3,233    (69)   3,164

Dividends paid

—    —    —    —

—    —    (1,630)   (1,630)   (44)   (1,674)

Movements in share-based payments reserve

2

—    —    —    —

32    —    113    145    —    145

Conditional shares granted to non-controlling interests in the

Ensham Business

—    —    —    —

9    —    —    9    —    9

Change in ownership of the Ensham Business

—    —    —    —

(9)   2    (75)   (82)   82    —

Disposal of investment in subsidiary

—    —    —    —

—    —    —    —    588    588

Treasury shares issued to employees on vesting of share

awards

—    —    —    237

—    —    (237)   —    —    —

Balance at 31December 2024   11,323    965    2,606    (980)

246    (49)   11,449    25,560    544    26,104

1

Includes the retirement benefit obligation reserve of R153 million (2023: R160 million) and the foreigncurrencytranslation reserve with a debit of R202 million

(2023: R148 million credit).

2

Includes movements as a result of share-based payment expenses of R145 million (2023: R127 million) reduced by the impact of the vesting of shares of

R113 million (2023:R71million)under the Thungela share plan.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

70 Integrated Annual Report for the year ended 31December 2024

Integrated Annual Report for the year ended 31December 2024   71

![]()

#### SUMMARISED CONSOLIDATED STATEMENTOF CHANGES IN EQUITY

#### For the year ended 31December 2024

Rand million

Stated capital

Contributed

capital

Merger

reserve

Treasury

shares

Share-based

payments

reserve

Other

reserves

1

Retained

earnings

Total equity

attributable

to

shareholders

of the Group

Non-

controlling

interests Total equity

Balance at 1January 2023

11,323    965    2,606    (302)

83    145    11,453    26,273    (114)   26,159

Purchase of shares by Group companies   —    —    —    (259)

—    —    —    (259)   —    (259)

Total comprehensive income/(loss) for the reporting period   —    —    —    —

—    165    5,162    5,327    (186)   5,141

Dividends paid   —    —    —    —

—    —    (6,920)   (6,920)   (1)   (6,921)

Movements in share-based payments reserve

2

—    —    —    —

56    —    71    127    —    127

Conditional shares granted to non-controlling interests in the

Ensham Business   —    —    —    —

123    —    —    123    —    123

Non-controlling interests arising from the acquisition of the

Ensham Business   —    —    —    —

—    —    —    —    226    226

Change in ownership of the Ensham Business   —    —    —    —

(48)   (2)   (12)   (62)   62    —

Treasury shares issued to employees on vesting of share

awards   —    —    —    68

—    —    (68)    —    —    —

Balance at 31December 2023   11,323    965    2,606    (493)

214    308    9,686    24,609    (13)   24,596

Purchase of shares by Group companies

—    —    —    (724)

—    —    —    (724)   —    (724)

Total comprehensive (loss)/income for the reporting period

—    —    —    —

—    (359)   3,592    3,233    (69)   3,164

Dividends paid

—    —    —    —

—    —    (1,630)   (1,630)   (44)   (1,674)

Movements in share-based payments reserve

2

—    —    —    —

32    —    113    145    —    145

Conditional shares granted to non-controlling interests in the

Ensham Business

—    —    —    —

9    —    —    9    —    9

Change in ownership of the Ensham Business

—    —    —    —

(9)   2    (75)   (82)   82    —

Disposal of investment in subsidiary

—    —    —    —

—    —    —    —    588    588

Treasury shares issued to employees on vesting of share

awards

—    —    —    237

—    —    (237)   —    —    —

Balance at 31December 2024   11,323    965    2,606    (980)

246    (49)   11,449    25,560    544    26,104

1

Includes the retirement benefit obligation reserve of R153 million (2023: R160 million) and the foreigncurrencytranslation reserve with a debit of R202 million

(2023: R148 million credit).

2

Includes movements as a result of share-based payment expenses of R145 million (2023: R127 million) reduced by the impact of the vesting of shares of

R113 million (2023:R71million)under the Thungela share plan.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

70 Integrated Annual Report for the year ended 31December 2024

Integrated Annual Report for the year ended 31December 2024  71

![]()

#### SUMMARISED CONSOLIDATED STATEMENTOF CASH FLOWS

#### For the year ended 31December 2024

Rand million

2024

2023

Cash flows from operating activities

Profit before tax

4,998

7,202

Net finance income

(894)

(696)

Profit before net finance income and tax

4,104

6,506

Non-cash movements relating to the acquisition of the Ensham Business

1

9

(283)

Profit on disposal of investment in subsidiary

(601)

—

Impairment losses

278

266

Fair value gains on derivative financial instruments

—

(97)

Depreciation and amortisation

2,452

1,557

Share-based payment charges

145

127

Increase in provisions

1

443

270

Loss on sale of property, plant and equipment

14

8

Other adjustments

(3)

47

Movements in working capital

(99)

2,737

Decrease in inventories

452

212

(Increase)/decrease in trade and other receivables

(1,055)

1,581

Increase in trade and other payables

504

944

Cash flows from operations

6,742

11,138

Amounts applied to reduce environmental and other provisions

(1,016)

(860)

Settlement of derivative financial instruments

905

344

Income tax paid

(1,342)

(2,119)

Net cash generated from operating activities   5,289

8,503

Cash flows from investing activities

Expenditure on property, plant and equipment

(3,333)

(3,116)

Purchase of right-of-use assets

(130)

(48)

Expenditure on intangible assets

(63)

(172)

Cash outflow on the acquisition of the Ensham Business

—

(2,770)

Purchase of financial asset investments

(1,179)

(210)

Investment in insurance structure

—

(200)

Repayment of loans granted to investees

35

25

Loans granted to investees

—

(280)

Advance of quasi-equity loans to associate

(121)

(35)

Investment income received

685

1,026

Proceeds received on disposal of investment in subsidiary

186

—

Net cash utilised in investing activities   (3,920)

(5,780)

Cash flows from financing activities

Interest expense paid

(76)

(43)

Capital repayment of lease liabilities

(47)

(31)

Repayment of loans and borrowings

113

(1)

Settlement of derivative related to the acquisition of the Ensham Business

—

(55)

Purchase of shares by Group companies

(724)

(259)

Dividends paid to the equity shareholders of the Group

(1,630)

(6,920)

Dividends paid to non-controlling interests

(44)

(1)

Issue of shares by subsidiary to non-controlling interests

—

61

Net cash utilised in financing activities

(2,408)

(7,249)

Net decrease in cash and cash equivalents

(1,039)

(4,526)

Cash and cash equivalents at the start of the reporting period

10,959

15,299

Net decrease in cash and cash equivalents

(1,039)

(4,526)

Effects of changes in foreign exchange rates

3

183

186

Cash and cash equivalents at the end of the reporting period   10,103

10,959

1

Non-cash movements relating to the acquisition of the Ensham Business in the year ended 31 December 2024 related to the expenses for conditional shares granted to

non-controlling interests. In the year ended 31 December 2023, these movements consisted of the gain on bargain purchase of R565 million, offset by the expenses for the

conditional shares granted to non-controlling interests of R123million and the fair value adjustments to acquisition-related derivatives of R159 million.

2

Increase in provisions includes amounts recognised in the statement of profit or loss and other comprehensive income in respect of environmental and other provisions of

R419million (2023: R32 million) and contributions to the Nkulo Community Partnership Trust of R94 million (2023: R276 million).

3

Effects of changes in foreign exchange rates consists of foreign exchange gains on cash and cash equivalents of R281 million (2023: R163 million) recognised in net

finance income, and a loss on the revaluation of the cash balances held in foreign subsidiaries of R98 million (2023: R23 million gain) recognised in other comprehensive

income.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

72 Integrated Annual Report for the year ended 31December 2024

![]()

#### REVIEW OF OPERATIONAL PERFORMANCE

#### For the year ended 31December 2024

UNDERGROUND OPERATIONS

GOEDEHOOP COLLIERY

2024

2023

Fatalities

—

—

TRCFR

1.10

0.38

Total saleable production (kt)

3,378

4,087

Export saleable production (kt)

2,258

2,458

Domestic production (kt)

1,120

1,629

FOB cost per tonne

△

(Rand/tonne)

1,420

1,309

FOB cost per tonne excluding

royalties

△

(Rand/tonne)

1,388

1,238

Capex (Rand million)

—

18

Safety

Goedehoop recorded a TRCFR of 1.10, compared to 0.38

for the prior period as three recordable incidents were

reported in 2024, compared to one in 2023.

Performance

Export saleable production of 2,258kt for the year was

8.1% lower than the comparative period, largely due to

adverse geological conditions as the mine nears end of life.

Domestic saleable production decreased by 31% to

1,120kt as demand from domestic customers reduced.

FOB cost per tonne excluding royalties

△

of R1,388 was

12% higher than the comparative period due to the lower

production.

GREENSIDE COLLIERY

2024

2023

Fatalities

—

—

TRCFR

1.11

2.27

Total saleable production (kt)

2,312

1,940

Export saleable production (kt)

2,312

1,940

Domestic production (kt)

—

—

FOB cost per tonne

△

(Rand/tonne)

1,177

1,317

FOB cost per tonne excluding

royalties

△

(Rand/tonne)

1,143

1,271

Capex (Rand million)

21

87

Safety

Greenside recorded a TRCFR of 1.11, compared to 2.27

in the prior period as three recordable incidents were

reported in 2024, compared to six in 2023. This

improvement is the result of focused safety initiatives on site.

Performance

Export saleable production of 2,312kt for the year was

19% higher than the comparative period. This increase was

driven by the resumption of an additional production and

processing unit.

FOB cost per tonne excluding royalties

△

of R1,143 was

10% lower than the comparative period, mainly as a result

of the higher production.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024  73

![]()

ZIBULO COLLIERY

2024

2023

Fatalities

—

1

TRCFR

0.79

1.44

Total saleable production (kt)

5,004

4,247

Export saleable production (kt)

5,004

4,247

Domestic production (kt)

—

—

FOB cost per tonne

△

(Rand/tonne)

1,054

1,088

FOB cost per tonne excluding

royalties

△

(Rand/tonne)

1,049

1,077

Capex (Rand million)

1,508

1,017

Safety

Zibulo recorded a TRCFR of 0.79, compared to 1.44 in the

prior year as three recordable incidents were reported in

2024, compared to eight in 2023, driven by an increased

focus on critical controls.

Performance

Export saleable production of 5,004kt in 2024 was 18%

higher than the prior period, driven by productivity

improvements resulting in a 15% increase in run of mine

year-on-year, as well as improved yields in the underground

operation, despite challenging geological conditions.

FOB cost per tonne excluding royalties

△

of R1,049 was

2.6% lower than the comparative period, mainly as a result

of the higher production levels.

ENSHAM MINE

2024

2023

1

Fatalities

—

—

TRCFR

13.21

22.63

Total saleable production (kt)

4,068

1,012

Export saleable production

(kt) (85%)

3,458

860

Commodity purchases from

Bowen (kt) (15%)

610

152

Domestic production (kt)

—

—

FOB cost per tonne

△

(Rand/tonne)

1,674

1,886

FOB cost per tonne excluding

royalties

△

(Rand/tonne)

1,433

1,544

Capex (Rand million)

605

289

1

The 2023 figures reflect the results for the last four months of the year following

the acquisition of Ensham on 31 August 2023.

Safety

The business has implemented a focused approach, aligned

with Thungela’s standards and best practice. This has

yielded early results, reducing TRCFR to 13.21 in 2024,

compared to 22.63 for the comparative period.

Performance

Ensham produced 4,068kt of export saleable production on

a 100% basis in 2024. This represents a significant

improvement over the run rate of 2.7Mtpa at the time when

Ensham was acquired. Total saleable production includes

610kt of commodity purchases from Bowen, compared to

152kt in the four months from acquisition in 2023.

The FOB cost per tonne

△

was R1,674 per tonne, or

R1,433 per tonne excluding royalties. The lower cost

compared to the prior year is attributable to an improved

productivity focus as well as the introduction of an

additional production unit in 2024.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

74 Integrated Annual Report for the year ended 31December 2024

![]()

OPENCAST OPERATIONS

KHWEZELA COLLIERY

2024

2023

Fatalities

—

—

TRCFR

0.46

0.49

Total saleable production (kt)

2,239

1,642

Export saleable production (kt)

2,239

1,627

Domestic production (kt)

—

15

FOB cost per tonne

△

(Rand/tonne)

1,130

1,371

FOB cost per tonne excluding

royalties

△

(Rand/tonne)

1,112

1,373

Capex (Rand million)

133

422

Safety

Khwezela maintained a solid safety performance and

recorded a TRCFR of 0.46 in 2024, compared to 0.49 in

the prior period with one recordable incident reported in

each year.

Performance

Export saleable production increased by 38% to 2,239kt

due to productivity improvements and a higher yield in the

current period. Khwezela produced 1,258kt of run of mine

in the second half of 2024, representing a 28%

improvement from the first half.

The FOB cost per tonne excluding royalties

△

of R1,112 has

decreased by 19% compared to the prior period, mainly

due to the higher production levels and a favourable

movement on the non-cash cost relating to the environmental

provisions.

MAFUBE COLLIERY (ATTRIBUTABLE)

2024

2023

Fatalities

—

—

TRCFR

1.92

2.15

Total saleable production (kt)

1,700

1,510

Export saleable production (kt)

1,700

1,510

Domestic production (kt)

—

—

FOB cost per tonne

△

(Rand/tonne)

970

964

FOB cost per tonne excluding

royalties

△

(Rand/tonne)

949

921

Capex (Rand million)

145

127

Safety

Mafube recorded an improved TRCFR of 1.92 in 2024,

compared to 2.15 in the prior period driven by higher hours

in 2024, with four recordable incidents reported in both

years.

Performance

Export saleable production at 1,700kt was 13% higher than

the prior period as a result of improved equipment

performance and fewer operational challenges compared

to2023.

FOB cost per tonne excluding royalties

△

of R949 increased

by 3.0%, mainly due to the impact of above-inflationary

costs relating to maintenance.

ISIBONELO COLLIERY

2024

2023

Fatalities

—

—

TRCFR

1.67

2.86

Total saleable production (kt)

4,194

4,050

Domestic production (kt) (incl.

coal purchases)

4,194

4,050

FOR cost per tonne

(Rand/tonne)

556

516

Capex (Rand million)

45

63

Safety

Isibonelo recorded an improved TRCFR of 1.67 in 2024,

compared to 2.86 in the prior year as three recordable

incidents were reported in 2024, compared to five in

2023. Focused safety initiatives delivered the improvement.

Performance

Domestic saleable production was 3.6% higher at 4,194kt

in 2024. Productivity improvement in 2024 was attributed

to improved equipment performance and the impact of

lower rainfall compared to the prior year.

The free-on-rail (FOR) cost per tonne of R556 increased by

7.8% mainly due to higher maintenance, fuel, and

transportation costs.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024  75

ZIBULO COLLIERY

2024

2023

Fatalities

—

1

TRCFR

0.79

1.44

Total saleable production (kt)

5,004

4,247

Export saleable production (kt)

5,004

4,247

Domestic production (kt)

—

—

FOB cost per tonne

△

(Rand/tonne)

1,054

1,088

FOB cost per tonne excluding

royalties

△

(Rand/tonne)

1,049

1,077

Capex (Rand million)

1,508

1,017

Safety

Zibulo recorded a TRCFR of 0.79, compared to 1.44 in the

prior year as three recordable incidents were reported in

2024, compared to eight in 2023, driven by an increased

focus on critical controls.

Performance

Export saleable production of 5,004kt in 2024 was 18%

higher than the prior period, driven by productivity

improvements resulting in a 15% increase in run of mine

year-on-year, as well as improved yields in the underground

operation, despite challenging geological conditions.

FOB cost per tonne excluding royalties

△

of R1,049 was

2.6% lower than the comparative period, mainly as a result

of the higher production levels.

ENSHAM MINE

2024

2023

1

Fatalities

—

—

TRCFR

13.21

22.63

Total saleable production (kt)

4,068

1,012

Export saleable production

(kt) (85%)

3,458

860

Commodity purchases from

Bowen (kt) (15%)

610

152

Domestic production (kt)

—

—

FOB cost per tonne

△

(Rand/tonne)

1,674

1,886

FOB cost per tonne excluding

royalties

△

(Rand/tonne)

1,433

1,544

Capex (Rand million)

605

289

1

The 2023 figures reflect the results for the last four months of the year following

the acquisition of Ensham on 31 August 2023.

Safety

The business has implemented a focused approach, aligned

with Thungela’s standards and best practice. This has

yielded early results, reducing TRCFR to 13.21 in 2024,

compared to 22.63 for the comparative period.

Performance

Ensham produced 4,068kt of export saleable production on

a 100% basis in 2024. This represents a significant

improvement over the run rate of 2.7Mtpa at the time when

Ensham was acquired. Total saleable production includes

610kt of commodity purchases from Bowen, compared to

152kt in the four months from acquisition in 2023.

The FOB cost per tonne

△

was R1,674 per tonne, or

R1,433 per tonne excluding royalties. The lower cost

compared to the prior year is attributable to an improved

productivity focus as well as the introduction of an

additional production unit in 2024.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

74   Integrated Annual Report for the year ended 31December 2024

![]()

06

GOVERNANCE

76

77

![]()

06

### GOVERNANCE

76

77

![]()

#### BOARD OF DIRECTORS

Sango Siviwe

Ntsaluba

Independent non-executive

chairman

Kholeka Winifred

Mzondeki

Independent non-executive

director

Benjamin (Ben) Monaheng

Kodisang

Independent non-executive

director

Seamus Gerard

French

Independent non-executive

director

BCom, BCompt (Hons), CTA,

HDip Tax Law, MCom in

Development Finance,

CA(SA)

BCom, FCCA (UK) BCom, BCompt (Hons),

CA(SA)

BEng

 

Age: 64

Nationality: South African

Appointed: 1 January 2021

Age: 57

Nationality: South African

Appointed: 12 February 2021

Age: 54

Nationality: South African

Appointed: 16 March 2021

Age: 62

Nationality: Irish

Appointed: 4 June 2021

Sango is the founder and chief

executive officer of Aurelian

Capital and also co-founded SNG-

Grant Thornton, a leading auditing

and accounting firm. He has a

wealth of knowledge and

experience, having spent over

three decades in leadership

positions in operations, investment

and finance. He also has extensive

board experience in listed, public

sector and unlisted companies

locally and abroad. Sango brings

invaluable experience to the board

on governance, analytical analysis,

sensitivities to emerging world

trends, and a strong understanding

of social and environmental

matters.

Kholeka has over 20 years’

experience in governance and

senior financial management. She

has served as financial director

and chief financial officer in

several organisations, including the

Fortune 500 company, 3M. In

addition, she has served and is

serving on several boards and was

chairman of Trudon Proprietary

Limited (Yellow Pages), a

subsidiary of Telkom SA SOC

Limited. Kholeka was part of the

team that pioneered Trudon’s

digital journey. She has been a

finalist in the Nedbank/BWA

Businesswoman of the Year Award

and has also served as an audit

member at the United Nations

World Food Programme, ona

pro bono basis.

Ben is the founder and chief

executive officer of ALT Capital

Partners and has over 25 years of

investment and business experience

across asset classes throughout the

African continent. He serves on

several boards including Absa

Bank Botswana Limited, Vukile

Property Fund Limited and Sphere

Private Equity Proprietary Limited.

Prior to this, he was chairman of

the South African Property Owners

Association and Wesgro. In

addition, Ben was chief executive

officer of Sanlam Alternatives, and

a managing director of STANLIB

Asset Management Limited and

Old Mutual Property Proprietary

Limited.

Seamus was chief executive officer

designate and Europe Hub

managing director of the

international engineering and

construction company, Laing

O'Rourke plc. Prior to joining Laing

O’Rourke, he was chief executive

officer of Anglo American’s bulk

commodities and other materials

division, responsible for the coal,

iron ore and nickel businesses.

Skills and experience

Leadership, investment, auditing,

operations, taxation, board

experience, governance, financial

services, transport, logistics,

mining, sustainability, food

production

Skills and experience

Management, risk management,

retail, consumer, sustainability, IT,

digital technology, governance,

finance, accounting, strategy,

board experience, leadership

Skills and experience

Operations, finance, business

development, risk management,

investment banking, fund

management, sustainability, asset

and investment property

management, governance

Skills and experience

Governance, mining, executive

management, leadership, board

experience, sustainability,

community development

Chairperson Committee

C

Audit Health, safety,

environment and risk

Investment Nomination and

governance

Remuneration and

human resources

Social, ethics and

transformation

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

78 Integrated Annual Report for the year ended 31December 2024

![]()

Yoza Noluyolo

Jekwa

Independent non-

executive director

Thero Micarios

Lesego Setiloane

Independent non-

executive director

Thomas (Tommy)

David McKeith

Independent non-

executive director

July

Ndlovu

Chief executive officer,

executive director

Gideon (Deon)

Frederick Smith

Chief financial officer,

executive director

MBChB, MBA BSc, BEng BSc, (Hons), GDE

(Mining and Mineral

Engineering), MBA

BSc (Hons) (Engineering),

MBL, Senior Executive

Programme (Columbia

Business School)

BCom (Hons), CTA,

CA(SA)

Age: 49

Nationality: South African

Appointed: 12 August 2022

Age: -

Nationality: South African

Appointed: 7 March 2021

Passed away: 1 May 2024

Age: 61

Nationality: Australian

Appointed: 1 October 2024

Age: 59

Nationality: South African

Appointed: 1 September 2016

Age: 47

Nationality: South African

Appointed: 1 July 2017

Yoza is the chief executive

officer and founder of Thrive

Capital Partners, an

investment firm focused on

infrastructure and impact

investing in South Africa and

Sub-Saharan Africa. Prior to

this, Yoza was the chief

executive officer of Mergence

Investment Managers

Proprietary Limited, a mid-

sized diversified asset

management company with

c.R35billion of assets under

management. She has

extensive investment banking

experience, having worked

as an originator and structurer

of acquisition financing and

investments for mid to large-

cap corporates. She has

served as a dealmaker at

Rand Merchant Bank and as

a principal in acquisition and

leverage finance at Nedbank

Limited. She currently serves

as an independent non-

executive director on the

boards of Brait plc, Broll

Property Group and Northam

Platinum Limited.

Thero served as a non-

executive director on the

board ofFoskor and was

also a director and board

member of the Oppenheimer

Memorial Trust. He

previously held the positions

of chief executive officer for

Business Leadership South

Africa, and executive vice

president of business

sustainability at AngloGold

Ashanti Limited. Thero was

also an executive director at

Real Africa Holdings Limited

and the deputy chief

executive officer for the

commercial division of

Transtel, he held various

board positions that included

chairmanship of Rand

Refinery Proprietary Limited,

Nuclear Fuels Corporation

of South Africa Proprietary

Limited, the Agricultural

Research Council, and Swiss

Re Life & Health Africa

Limited.

Tommy is an experienced

chairman, non-executive

director and chair/member

of board committees, with

over 35 years of mining

company leadership,

corporate development,

project development and

exploration experience.

Having worked in bulk,

base and precious metals

across numerous

jurisdictions, Tommy brings

deep and strategic insights

to the boards on which he

serves, with a strong focus

on value creation.

July is an experienced

mining executive and has

worked in different

commodities over the last

three decades. He was

previously chief executive

officer of Anglo American

plc’s (Anglo American) South

African coal business, and

prior to that occupied the

position of executive head of

processing at Anglo

American Platinum Limited.

Deon was previously the

chief financial officer of

Anglo American’s South

African coal business and

subsequently assumed

responsibility for strategy,

business development and

finance. Prior to joining the

Thungela team, he was

responsible for several

finance functions across

Anglo American and its

divisions for over 14years,

including corporate finance,

capital management, shared

accounting services, and risk

and audit. Prior to joining

Anglo American, Deon

spent six years with KPMG

where he completed his

articles and managed a

software joint venture.

Skills and experience

Corporate finance, risk

management, investment

banking, fund management,

sustainability, healthcare,

infrastructure, impact

investing, executive

management, leadership,

board experience

Skills and experience

Governance, mining,

leadership, retail, fund

management, sustainability,

large-scale industrial,

agriculture, education,

research, IT, digital

technology, board

experience

Skills and experience

Executive management and

leadership, mining, project

development, exploration,

corporate development,

entrepreneurship, board

experience

Skills and experience

Operations, mining, risk

management, executive

management, sustainability,

large-scale industrial, board

experience

Skills and experience

Strategy, finance, auditing,

risk management, investment

banking, legal, IT/tech/

digital, financial services,

corporate finance, mergers

and acquisitions

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 79

![]()

#### EXECUTIVE MANAGEMENT

Johan

van Schalkwyk

Chief operating officer

Leslie

Martin

Executive head: technical

Lesego

Mataboge

Executive head:

human resources

Mpumi

Sithole

Executive head:

corporate affairs

BEng  BEng  BA, PGDip BA (Hons)

Age: 50 Age: 53 Age: 52 Age: 46

Johan has held a number of

management roles at several

collieries of Anglo American’s

South African coal business and

was the general manager at

Kumba Iron Ore Limited's Sishen

mine. Under his leadership, these

mines achieved prestigious safety,

productivity and efficiency awards

within the Anglo American Group.

He was previously the head of

operations and business services

for Anglo American’s South African

coal business.

Leslie is a mechanical engineer,

having commenced his career at

Anglo American in 1996 as a

junior engineer in the coal

business. He has held various

roles, including general manager

and head of the safety and

sustainable development

department, and has experience in

underground and opencast mining,

process plants, projects and

construction. Leslie successfully

integrated the operational risk

management process into the

operating model of Anglo

American’s South African coal

business.

Lesego has extensive experience in

human resources within the natural

resources sector, having worked at

Kumba Iron Ore Limited and

ArcelorMittal SA Limited. He was

previously head of human

resources at Anglo American’s

South African coal business.

Mpumi previously held the position

of head of corporate affairs at

Anglo American’s South African

coal business. Prior to this, she

wasmedia and external relations

manager at Anglo American

Platinum Limited. Before joining

Anglo American, Mpumi was

headof communications at Sanofi.

Mpumi has held leadership

positions at various companies

andhas extensive experience in

communications and brand

management, reputation

management, media relations,

stakeholder engagement, socio-

economic development, and ESG

strategic management.

Chairperson Committee

C

Audit Health, safety,

environment and risk

Investment Nomination and

governance

Remuneration and

human resources

Social, ethics and

transformation

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

80 Integrated Annual Report for the year ended 31December 2024

![]()

EXECUTIVE MANAGEMENT

Johan

van Schalkwyk

Chief operating officer

Leslie

Martin

Executive head: technical

Lesego

Mataboge

Executive head:

human resources

Mpumi

Sithole

Executive head:

corporate affairs

BEng  BEng  BA, PGDip BA (Hons)

Age: 50 Age: 53 Age: 52 Age: 46

Johan has held a number of

management roles at several

collieries of Anglo American’s

South African coal business and

was the general manager at

Kumba Iron Ore Limited's Sishen

mine. Under his leadership, these

mines achieved prestigious safety,

productivity and efficiency awards

within the Anglo American Group.

He was previously the head of

operations and business services

for Anglo American’s South African

coal business.

Leslie is a mechanical engineer,

having commenced his career at

Anglo American in 1996 as a

junior engineer in the coal

business. He has held various

roles, including general manager

and head of the safety and

sustainable development

department, and has experience in

underground and opencast mining,

process plants, projects and

construction. Leslie successfully

integrated the operational risk

management process into the

operating model of Anglo

American’s South African coal

business.

Lesego has extensive experience in

human resources within the natural

resources sector, having worked at

Kumba Iron Ore Limited and

ArcelorMittal SA Limited. He was

previously head of human

resources at Anglo American’s

South African coal business.

Mpumi previously held the position

of head of corporate affairs at

Anglo American’s South African

coal business. Prior to this, she

wasmedia and external relations

manager at Anglo American

Platinum Limited. Before joining

Anglo American, Mpumi was

headof communications at Sanofi.

Mpumi has held leadership

positions at various companies

andhas extensive experience in

communications and brand

management, reputation

management, media relations,

stakeholder engagement, socio-

economic development, and ESG

strategic management.

Chairperson Committee

C

Audit Health, safety,

environment and risk

Investment Nomination and

governance

Remuneration and

human resources

Social, ethics and

transformation

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

80   Integrated Annual Report for the year ended 31December 2024

Carina Venter

Executive head: safety,

health and environment

Bernard

Dalton

Executive head:

marketing

Dan Reynolds

Executive head:

Australia

Appointed:

1 January 2025

Francois Klem

Company secretary

Retired from role:

31 October 2024

Tovi Ellis

Company secretary

Appointed:

1 November 2024

National Diploma in

Safety Management,

MBA

B.Eng (Metallurgy) CIS, Diploma in

Business Management,

Diploma in Company

Secretaryship

BCom, CIS, Certificate

in Advanced Company

Law

Age: 47

Age: 63

Age

: 51

Age: 61 Age: 42

Carina has held several

management roles in Anglo

American’s South African

coal business, having started

her career at SasCoal

Engineering. She was

previously the head of safety

and health at Anglo

American’s South African

coal business.

Bernard is a seasoned

marketing professional, with

more than 36years of

experience in the mining

and metals industries, having

spent a number of years with

BHP Billiton Aluminium, BHP

Energy Coal South Africa

Limited and South 32 Limited

(South 32). He has worked

in Singapore on commodity

trading and risk

management, is known for

his extensive commercial

knowledge, and is a director

at the RBCT. Prior to joining

Thungela, he was group

manager marketing and

sales for South 32, where he

established the marketing

strategy and structure for

domestic and export sales

across Johannesburg and

London.

Dan has over three decades

of mining industry

experience across diverse

commodities, including

various operational roles in

both underground and

opencut coal mines in

central Queensland.

He has also held several

global leadership positions

covering Australia, South

Africa, Chile and Brazil,

and was most recently a

mining executive for Anglo

American in Australia prior

to joining Thungela.

Francois previously worked

as a company secretary for

Massmart Holdings Group,

Central News Agencies,

and Anglo American

Platinum Limited. He also

worked as the corporate

governance manager for

Anglo American’s South

African coal business prior to

the demerger.

Tovi previously worked as

Group Company Secretary

for Omnia. Prior to joining

Omnia, Tovi gained

valuable experience in

various company secretarial

positions in financial services

firms, such as Alexander

Forbes and Momentum

Investments. She has also

fulfilled a number of other

roles at public and private

institutions, such as the

SABC and SA Express

Airways.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 81

![]()

#### GOVERNANCE STRUCTURE

#### Board

Audit

committee

• Duties include

overseeing and

reporting on the

effectiveness and

integrity of the

Group’s

accounting and

financial

reporting, external

audit, internal

audit, integrated

reporting and

combined

assurance

Remuneration

and human

resources

committee

• Oversees human

resource

development,

talent

management and

skills retention

• Reviews the

remuneration

report for board

and shareholder

approval, and

considers all

remuneration-

related matters,

including salary

increases and

incentive awards

Investment

committee

• Reviews and

evaluates all

investments and

related financing,

divestments,

corporate

restructuring and

financing

proposals, and

makes

recommendations

to the board

• Monitors project

execution and

post investment

reviews

Nomination

and

governance

committee

• Nominates, elects

and appoints

board members

• Responsible for

board succession

planning, board

performance

evaluations,

reviewing and

recommending

sound governance

principles, and

monitoring

regulatory

compliance

Social,

ethicsand

transformation

committee

• Oversees

transformation,

employment

equity and

compliance with

the Ten Principles

of the United

Nations Global

Compact

(UNGC)

• Manages broad-

based black

economic

empowerment

(B-BBEE), ethics

and responsible

business

practices,

stakeholder

relations and

responsible

corporate

citizenship

Health, safety,

environment

and risk

committee

• Oversees Group

risk, information

management (IM)

as well as

sustainability with

a focus on safety,

health and the

environment

• Determines the

Group’s risk

appetite and

reviews legal

matters

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

82 Integrated Annual Report for the year ended 31December 2024

![]()

#### GOVERNANCE PHILOSOPHY

#### PURPOSE AND APPROACH

OUR COMMITMENT

When our leaders live our values, they enhance

accountability, ensure ethical and effective leadership, and

ensure that the Group fulfils its role as a responsible

corporate citizen.

We are committed to applying sound governance principles

and ethical standards as outlined in the King IV Report on

Corporate Governance for South Africa, (2016) (King IV™).

We also adhere to the performance standards set by the

International Finance Corporation, and industry standards

that apply in the geographies where we operate. We

manage our business with integrity, diligence, and fairness.

This commitment is reflected through our responsible

operations, taking accountability for our actions, and the

transparent and accurate reporting of all aspects of our

performance. The board ensures these principles are

practised, communicated throughout the organisation, and

shared with all our stakeholders.

The board sets the tone and leads the Group ethically,

effectively and responsibly. It is responsible for establishing

an ethical culture throughout the organisation, which is

facilitated through the implementation of our business

integrity policy, code of conduct and antitrust policy. When

making decisions, our board members ensure they are well-

informed, act independently, demonstrate courage, maintain

awareness and insight, and manage any conflicts of interest

that may arise. The board works with our executive team to

deliver on our purpose and safeguard the interests of all

stakeholders. This is done by steering the Group’s strategic

direction to create economic value for stakeholders in the

short, medium and long term by securing Thungela's long-

term sustainability. The board guides and oversees the

Group’s performance regarding its critical role in society as

an employer and as a contributor to transformation and

economic growth.

GOVERNANCE DESIGNED TO EMBED AN ETHICAL

CULTURE

Clear governance structures are in place to rigorously

monitor and manage this crucial area. We take a zero-

tolerance stance on unethical behaviour.

To embed an ethical culture, we have a Group-wide code

of ethics and a whistleblowing policy and procedure, which

have been approved by the board and are communicated

throughout the organisation. Our values, principles,

leadership code and policies set out our expectations for

leaders, employees, contractors, suppliers and other

stakeholders, and guide their conduct. Our policy is to

address unethical behaviour promptly and fairly while

recognising and rewarding ethical conduct.

WHISTLEBLOWING

HAIBO is our independently managed whistleblowing

service, it is integral to the elimination of unethical

behaviour. It is available both to internal and external

stakeholders, including employees, contractors, business

partners and members of the general public.

It allows for the anonymous reporting of illegal,

inappropriate and unscrupulous behaviour, and guarantees

the confidentiality and protection of whistleblowers. Our

policy on whistleblowing can be accessed on our website.

Reporting is actively encouraged via a range of internal

andexternal communication platforms as, well as during

return-from-leave induction and mandatory training on

aspects such as human rights, our code of conduct, bullying,

victimisation and harassment.

Whistleblowers can make reports in the language of their

choice using a toll-free hotline and a dedicated email

address. In 2024, the hotline was contacted 248 times.

This resulted in 59 official reports, 30 had no evidence of

wrongdoing and 48 were resolved by the end of the year.

The social, ethics and transformation committee regularly

reviews a summary of reports to identify possible trends and

corrective actions. It also reviews feedback on incidents

andthe outcomes of investigations. Incidents that have a

substantial financial impact, or significant impact on the

control environment, are reported to the audit committee for

any sign of perversive internal control breakdowns.

EDUCATION AND AWARENESS

Awareness of Group policies, ethics, the code of conduct,

business integrity, antitrust behaviour and our whistleblowing

service is created regularly through Thungela Weekly, our

weekly electronic newsletter, which is sent to employees and

contractors via SMS or email. External service providers are

also made aware of our internal policies in agreements,

which make specific reference to relevant policies and

requirements around anti-money laundering and anti-terrorism

practices.

Board members are also regularly made aware of policies

and procedures applicable to them. Copies of these, as well

as details about our whistleblowing service, are shared via

email and our online board portal. Board members,

prescribed officers and the company secretary also attend

refresher training presented by our sponsor, Rand Merchant

Bank (RMB). This training covers the JSE Listings

Requirements, the board's responsibilities and any changes

that impact the board or theGroup.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 83

![]()

#### THE ROLE OF THE BOARD

The Board remains committed to upholding sound

corporate governance principles, best practices, and

responsible corporate citizenship. To this end, it ensures a

clear division of responsibilities at Board level, promoting a

balanced distribution of power and authority. This structure

prevents any single individual from exercising unfettered

decision-making power, with the majority of directors being

non-executive. The executive committee, led by the chief

executive officer, is responsible for executing on the board-

approved strategy.

STRATEGIC DIRECTION

The guiding principles of King IV steer the board's

responsibilities in providing strategic direction. The board

prioritises value creation by developing strategies that aim to

increase and preserve value, while safeguarding against

value erosion. The responsibility for implementing the

strategy is delegated to the Group executive committee,

which is provided with clear definitions of its organisational

leadership role is accountable for delivering operational

business performance. The Group executive committee's

performance is measured against agreed key performance

indicators (KPIs). The King IV principles provide the board

with a structured framework to evaluate the governance

effectiveness of itself and its committees, and to implement

any necessary enhancements.

RESPONSIBILITIES

The board’s collective responsibility for its primary

governance roles includes:

• Strategic direction: The board provides clear strategic

direction by setting and steering the strategic direction of

the Group. It delegates the formulation and development

of the Group’s short, medium and long-term strategy, and

governs risk with the aim of supporting the achievement of

a good performance against strategic objectives. The

board and executive committee work together to create

value for all stakeholders, ensuring that our strategy and

business model are fit for purpose in the short, medium

and long term. They also ensure we retain the flexibility to

adapt to changing market conditions and secure the

sustainability of the business.

• Accountability: Our governance framework designates

theboard as the custodian of corporate governance,

providing the board with effective control to ensure

business accountability. The roles and responsibilities

areset out in our board charter, which is based on the

Thungela memorandum of incorporation (MOI) and

governance framework. The charter and the MOI are

available on our website. The Thungela approval

framework ensures that business matters are managed and

approved at the appropriate levels and that the board

retains overall control and oversight of the business. The

framework is reviewed annually to confirm its relevance

based on current market and economic conditions. The

executive committee is responsible for implementing and

executing the board-approved strategy while ensuring

accountability for performance through reporting and

disclosure.

• Policy and planning: The board reviews and approves

business policies and processes that contribute to value

creation through good governance, corporate social

responsibility, and an ethical culture and ensures the

integrity of risk management and internal controls.

• Oversight and monitoring: The board’s oversight and

monitoring of performance contribute value to the business

and its stakeholders by ensuring a fair and transparent

approach.

By mandating its committees to act on its behalf, the board

is able to:

• Ensure adequate succession planning at senior levels

• Effectively review operational performance and

management

• Ensure the implementation of, and compliance with,

governance processes and procedures, with zero

tolerance for fraud and corruption

• Ensure the business operates safely

• Focus on climate change, driving the pathway to net zero

emissions

COMMITMENTS

The board has committed to operating in line with all

relevant regulations, and acknowledges:

• Its responsibility for ensuring that the business complies

with all statutory obligations specified in its MOI, the

Companies Act of South Africa, the JSE Listings

Requirements and other regulatory requirements

• Its endorsement of the King IV principles and recognises

the need to conduct affairs with integrity and in

accordance with generally accepted corporate practices

• It is ultimately responsible for the Group’s performance

• To ensure that the Group complies with regulations across

the multiple jurisdictions in which we operate

• Its responsibility to ensure that the Group complies with the

UK Listing Rules, Market Abuse Regulations and the UK

Disclosure Guidance and Transparency Rules

• Its responsibility regarding climate change, with a

particular focus on water management, land

rehabilitation, the environment, carbon emissions, and

climate change reporting requirements

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

84 Integrated Annual Report for the year ended 31December 2024

![]()

THE ROLE OF THE BOARD

The Board remains committed to upholding sound

corporate governance principles, best practices, and

responsible corporate citizenship. To this end, it ensures a

clear division of responsibilities at Board level, promoting a

balanced distribution of power and authority. This structure

prevents any single individual from exercising unfettered

decision-making power, with the majority of directors being

non-executive. The executive committee, led by the chief

executive officer, is responsible for executing on the board-

approved strategy.

STRATEGIC DIRECTION

The guiding principles of King IV steer the board's

responsibilities in providing strategic direction. The board

prioritises value creation by developing strategies that aim to

increase and preserve value, while safeguarding against

value erosion. The responsibility for implementing the

strategy is delegated to the Group executive committee,

which is provided with clear definitions of its organisational

leadership role is accountable for delivering operational

business performance. The Group executive committee's

performance is measured against agreed key performance

indicators (KPIs). The King IV principles provide the board

with a structured framework to evaluate the governance

effectiveness of itself and its committees, and to implement

any necessary enhancements.

RESPONSIBILITIES

The board’s collective responsibility for its primary

governance roles includes:

• Strategic direction: The board provides clear strategic

direction by setting and steering the strategic direction of

the Group. It delegates the formulation and development

of the Group’s short, medium and long-term strategy, and

governs risk with the aim of supporting the achievement of

a good performance against strategic objectives. The

board and executive committee work together to create

value for all stakeholders, ensuring that our strategy and

business model are fit for purpose in the short, medium

and long term. They also ensure we retain the flexibility to

adapt to changing market conditions and secure the

sustainability of the business.

• Accountability: Our governance framework designates

theboard as the custodian of corporate governance,

providing the board with effective control to ensure

business accountability. The roles and responsibilities

areset out in our board charter, which is based on the

Thungela memorandum of incorporation (MOI) and

governance framework. The charter and the MOI are

available on our website. The Thungela approval

framework ensures that business matters are managed and

approved at the appropriate levels and that the board

retains overall control and oversight of the business. The

framework is reviewed annually to confirm its relevance

based on current market and economic conditions. The

executive committee is responsible for implementing and

executing the board-approved strategy while ensuring

accountability for performance through reporting and

disclosure.

• Policy and planning: The board reviews and approves

business policies and processes that contribute to value

creation through good governance, corporate social

responsibility, and an ethical culture and ensures the

integrity of risk management and internal controls.

• Oversight and monitoring: The board’s oversight and

monitoring of performance contribute value to the business

and its stakeholders by ensuring a fair and transparent

approach.

By mandating its committees to act on its behalf, the board

is able to:

• Ensure adequate succession planning at senior levels

• Effectively review operational performance and

management

• Ensure the implementation of, and compliance with,

governance processes and procedures, with zero

tolerance for fraud and corruption

• Ensure the business operates safely

• Focus on climate change, driving the pathway to net zero

emissions

COMMITMENTS

The board has committed to operating in line with all

relevant regulations, and acknowledges:

• Its responsibility for ensuring that the business complies

with all statutory obligations specified in its MOI, the

Companies Act of South Africa, the JSE Listings

Requirements and other regulatory requirements

• Its endorsement of the King IV principles and recognises

the need to conduct affairs with integrity and in

accordance with generally accepted corporate practices

• It is ultimately responsible for the Group’s performance

• To ensure that the Group complies with regulations across

the multiple jurisdictions in which we operate

• Its responsibility to ensure that the Group complies with the

UK Listing Rules, Market Abuse Regulations and the UK

Disclosure Guidance and Transparency Rules

• Its responsibility regarding climate change, with a

particular focus on water management, land

rehabilitation, the environment, carbon emissions, and

climate change reporting requirements

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

84   Integrated Annual Report for the year ended 31December 2024

BOARD COMPOSITION AND MEMBERSHIP

The board comprises eight members, including two

executive directors, and six independent non-executive

directors. This is in accordance with the board charter,

which requires that there be a majority of non-executive

directors who bring an independent view to its

decision-making.

The knowledge and experience of the board is diverse, with

board members having accounting, financial, mining

technical, engineering, sustainability and management skills,

as reflected in their curricula vitae which are available on

our website at www.thungela.com/about-us/who-we-are.

New board members are required to retire and avail

themselves for re-election at the AGM following their

appointment to the board. Tommy McKeith will retire for

election due to his appointment to the board on

1 October 2024, he will replace Thero Setiloane, who

passed away on 1 May 2024.

Non-executive board members already appointed are

required to retire by rotation, and Sango Ntsaluba and

BenKodisang were re-elected as non-executive board

members at the 2024 AGM. Kholeka Mzondeki and

Seamus French will stand for re-election in 2025.

Our current chief executive officer and executive director,

July Ndlovu, will reach the retirement age of 60 in

July 2025, in accordance with the Company’s retirement

policy, he is scheduled to retire from the employment of

Thungela in 2025. Following a comprehensive selection

process, the board of directors has appointed Moses

Madondo as the incoming chief executive officer designate,

effective 1 August 2025.

Any non-executive director whose term of office exceeds

nine years will be subject to a rigorous annual review by the

nomination and governance committee, taking into account

their performance and independence. A statement

confirming such a director’s independence would be

included in the Integrated Annual Report and will be subject

to shareholder approval at the upcoming AGM.

The mandatory retirement age for non-executive directors

is 70. At this age, the director shall vacate office at the end

of the financial year in which they turn 70, unless the board

decides otherwise based on a recommendation from the

nomination and governance committee.

The nomination and governance committee follows a

transparent and formal process in recommending suitable

candidates for the board's consideration. Directors shall be

appointed and removed in accordance with the provisions

of the Thungela MOI, the Companies Act of South Africa

and any other applicable law or regulatory provisions.

The need for additional skills or experience relevant to the

size of the business is assessed annually by the chairman in

consultation with the company secretary and the nomination

and governance committee. Where gaps are identified, the

necessary processes are followed to scope, identify and

nominate the necessary talent to the board.

EVALUATION OF BOARD AND DIRECTORS'

PERFORMANCE

The performance and effectiveness of the board, the board

committees and individual directors are evaluated annually

against the principles of King IV and other measures. This

annual evaluation provides the board with a mechanism and

outcomes through which to assess its governance

performance and make improvements where necessary.

The board and committee evaluations alternate each year

between internal and external appraisals. Internal

assessments focus less on individual performance,

while external evaluations include 360-degree

individual assessments.

In 2024, an independent external evaluation of the board

and its committees was completed. Overall, the evaluation

determined that the board remains highly effective.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 85

![]()

INCLUSION AND DIVERSITY

The Group recognises and embraces the benefits of having a

diverse and inclusive board and workforce as an essential

element in maintaining a competitive advantage. In this

regard, the board has adopted the Thungela inclusion and

diversity policy, which is applicable to the board and

employees. A summary of this policy is available on the

Group’swebsite at www.thungela.com/our-people.

In terms of this policy, when considering the composition of

the board, cognisance is taken of the benefits of all aspects

of diversity specifically including, but not limited to, gender

and race diversity.

This is to attain the appropriate balance of knowledge and

experience, skills, race, gender, culture, age and

independence for the board to effectively discharge its role

and responsibilities.

All board appointments are made on merit, in the context of

the skills, experience, independence and knowledge that the

board as a whole requires to be effective. The nomination

and governance committee annually reviews and considers

whether the board's size, diversity and demographics make

it effective. The assessment done in 2024 provided positive

feedback to the board and expressed confidence in the

independence of individual board members.

KEY FOCUS AREAS FOR 2024

During the year, the Thungela board addressed the

following areas, in addition to their normal statutory

responsibilities set out in the Thungela's MOI, read with the

board charter, the aim was to create long-term value for

shareholders and other stakeholders:

•

Reviewed and approved the 2024 interim and annual

results, including all documents published as part of the

annual results, such as the Integrated Annual Report,

ESG Report, Climate Change Report, Remuneration

Report, and Notice of AGM

•

Monitored the Group's performance in terms of safety,

health and the environment, with the objective of

operating a fatality-free business

•

Agreed on the Group's strategy at the annual strategy

workshop, and continuously reviewed the strategy for

relevance

•

Reviewed and approved the 2025 budget

•

Reviewed and considered feedback on the board and

committee evaluation process

•

Approved the going concern analysis and solvency and

liquidity assessments in preparation for the interim and

annual results

•

Approved the final and interim dividend declarations in

line with the proposed capital allocation structure

•

Nominated the independent external auditor and audit

partner for appointment by the shareholders at the AGM

•

Recommended the 2025 non-executive directors' fees for

shareholder approval at the AGM on 5 June 2025

•

Reviewed the progress on key capital projects, Elders

and the Zibulo North Shaft

•

Engaged with the executive on the Group’s talent

management process, planning and people development

•

Appointed a new company secretary, Tovi Ellis, to

replace the previous company secretary, who has

reached retirement age

•

Appointed a new independent non-executive director,

Tommy McKeith, to the board, and as a member of

relevant board committees to fill the vacancies left by the

untimely passing of Thero Setiloane

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

86 Integrated Annual Report for the year ended 31December 2024

![]()

KEY FOCUS AREAS FOR 2025

Key focus areas for the board in the year ending

31December 2025 will be, among others:

• Operating a fatality-free business

• Prioritising safety, health and the environment

• Continued development and training for board members

• Appointing a lead independent non-executive director

• Ongoing focus on infrastructure challenges, such as TFR

and power availability

• Reviewing the strategy of Thungela to ensure a

sustainable business plan and continued assessment of

diversification options

• Clearly defining B-BBEE aspirations

• Assessing and addressing social risks and impacts related

to mine closures

• Focusing on the pathway to zero emissions and

decarbonisation

• Continuing efforts in rehabilitation, water management

and high-risk underground water structures

• Reviewing financial and business performance against set

targets

• Continuing to identify and address risks and opportunities

for the business

• Maintaining focus on talent attraction and retention

• Continued focus on key capital projects, Elders and the

Zibulo North Shaft

• Considering the appropriateness of the board's size and

skills and potential need to appoint additional members

to broaden the board’s skill sets

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 87

![]()

#### Board committees

All the committees have clear mandates and oversight responsibilities for various aspects of the business, as well as individual

terms of references, that have been approved by the board. All committees are constituted in line with the applicable King IV

requirements.

The board may also appoint ad hoc subcommittees to assist it in making strategic decisions on urgent or business-critical

matters.

Board and board committee compositions are subject to continuous reviews, while the responsibilities delegated to each are

formally documented in their respective terms of reference, which are available on our website.

The current composition of each committee is set out below:

Audit committee

Remuneration and

human resources

committee

Social, ethics and

transformation

committee

Health, safety,

environment and

risk committee

Investment

committee

Nomination and

governance

committee

Kholeka Mzondeki

\*

Ben Kodisang

Tommy McKeith

1

Thero Setiloane

2

Ben Kodisang

\*

Seamus French

Yoza Jekwa

Tommy McKeith

1

\*

Yoza Jekwa

Thero Setiloane

2

July Ndlovu

Lesego Mataboge

3

Seamus French

\*

Sango Ntsaluba

July Ndlovu

Tommy McKeith

1

Thero Setiloane

2

Yoza Jekwa

\*

Sango Ntsaluba

Seamus French

Kholeka Mzondeki

Sango Ntsaluba

\*

Kholeka Mzondeki

Ben Kodisang

See pages 42 to

45 of the Annual

Financial Statements

for full report.

See pages 98 to

102 for full report.

See pages 91 to

92 for full report.

See pages 93 to

94 for full report.

See page 95 for full

report.

See pages 96 to

97 for full report.

\*Chairperson

Board and committee meetings and attendance: 1 January to 31 December 2024

Member Board

Audit

committee

Remuneration

and human

resources

committee

Social, ethics

and

transformation

committee

Health, safety,

environment

and risk

committee

Investment

committee

Nomination

and

governance

committee

SS Ntsaluba 5/5 Invitee Invitee Invitee 5/5 3/4 2/2

KW Mzondeki 5/5 5/5 —

—

— 4/4 2/2

BM Kodisang 5/5 5/5 2/2

—

— — 1/2

SG French 5/5 — 2/2

—

5/5 2/4 —

YN Jekwa 5/5 1/5 2/2 3/3 — 4/4 —

TD McKeith 1/5 1/5

— —

1/5 —

—

TML Setiloane 2/5 2/5

—

2/3 2/5 — —

J Ndlovu 5/5 Invitee Invitee 3/3 5/5 Invitee Invitee

GF Smith 5/5

Invitee Invitee — Invitee Invitee —

LE Mataboge

3

—

— — 2/3 — — —

1

Tommy McKeith (chairperson – appointed 1 October 2024).

2

Thero Setiloane (passed away 1 May 2024).

3

Lesego Mataboge, the executive head of human resources, attended the social, ethics and transformation meetings as a member.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

88 Integrated Annual Report for the year ended 31December 2024

![]()

Board committees

All the committees have clear mandates and oversight responsibilities for various aspects of the business, as well as individual

terms of references, that have been approved by the board. All committees are constituted in line with the applicable King IV

requirements.

The board may also appoint ad hoc subcommittees to assist it in making strategic decisions on urgent or business-critical

matters.

Board and board committee compositions are subject to continuous reviews, while the responsibilities delegated to each are

formally documented in their respective terms of reference, which are available on our website.

The current composition of each committee is set out below:

Audit committee

Remuneration and

human resources

committee

Social, ethics and

transformation

committee

Health, safety,

environment and

risk committee

Investment

committee

Nomination and

governance

committee

Kholeka Mzondeki

\*

Ben Kodisang

Tommy McKeith

1

Thero Setiloane

2

Ben Kodisang

\*

Seamus French

Yoza Jekwa

Tommy McKeith

1

\*

Yoza Jekwa

Thero Setiloane

2

July Ndlovu

Lesego Mataboge

3

Seamus French

\*

Sango Ntsaluba

July Ndlovu

Tommy McKeith

1

Thero Setiloane

2

Yoza Jekwa

\*

Sango Ntsaluba

Seamus French

Kholeka Mzondeki

Sango Ntsaluba

\*

Kholeka Mzondeki

Ben Kodisang

See pages 42 to

45 of the Annual

Financial Statements

for full report.

See pages 98 to

102 for full report.

See pages 91 to

92 for full report.

See pages 93 to

94 for full report.

See page 95 for full

report.

See pages 96 to

97 for full report.

\*Chairperson

Board and committee meetings and attendance: 1 January to 31 December 2024

Member Board

Audit

committee

Remuneration

and human

resources

committee

Social, ethics

and

transformation

committee

Health, safety,

environment

and risk

committee

Investment

committee

Nomination

and

governance

committee

SS Ntsaluba 5/5 Invitee Invitee Invitee 5/5 3/4 2/2

KW Mzondeki 5/5 5/5 —

—

— 4/4 2/2

BM Kodisang 5/5 5/5 2/2

—

— — 1/2

SG French 5/5 — 2/2

—

5/5 2/4 —

YN Jekwa 5/5 1/5 2/2 3/3 — 4/4 —

TD McKeith 1/5 1/5

— —

1/5 —

—

TML Setiloane 2/5 2/5

—

2/3 2/5 — —

J Ndlovu 5/5 Invitee Invitee 3/3 5/5 Invitee Invitee

GF Smith 5/5

Invitee Invitee — Invitee Invitee —

LE Mataboge

3

—

— — 2/3 — — —

1

Tommy McKeith (chairperson – appointed 1 October 2024).

2

Thero Setiloane (passed away 1 May 2024).

3

Lesego Mataboge, the executive head of human resources, attended the social, ethics and transformation meetings as a member.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

88   Integrated Annual Report for the year ended 31December 2024

#### GOVERNANCE PRACTICES

CODES, REGULATIONS AND COMPLIANCE

The board is responsible for our compliance with laws,

codes and standards, all of which are integral to our culture

and the achievement of our strategic objectives. It has

delegated the implementation of an effective compliance

framework to the legal and risk and assurance teams.

Supervision of risk management is delegated to the health,

safety, environment and risk committee, while the nomination

and governance committee reviews and monitors

compliance.

Thungela complies with various codes and regulations

referenced in the Companies Act of South Africa, the JSE

Listings Requirements and the UK Listing Rules, and KingIV.

Internal audits are regularly performed to assess compliance

with these and other legal and industry obligations.

KING IV

The board is committed to good corporate governance

practices in the execution of its fiduciary duties. These

include thoseset out in King IV. Following a rigorous self-

assessment process, the board is satisfied that Thungela has

adopted all 16 principles of King IV and consistently

monitors their application.

As a JSE-listed company, we are required to report on the

extent to which the King IV principles are applied. Details

may be found in the Thungela King IV register available at

https://www.thungela.com/investors/corporate-governance.

INTERNAL ASSURANCE

The internal risk and assurance function provides

independent and objective assurance over risk management,

internal controls, governance, and the processes in place for

an effective and efficient internal control environment.

#### REGULATORY COMPLIANCE

We recognise the importance of complying with legislation

and adhering to non-binding codes and standards,

embedding a culture of compliance, and providing the

board and management with the assurance that all relevant

legal and regulatory requirements have been met.

The compliance function is divided between the legal and

risk and assurance disciplines, and is aligned with our

strategic objectives.

The compliance function provides reports to the nomination

and governance committee on the level of regulatory

compliance achieved. Representatives of this function attend

committee meetings by invitation.

ANNUAL COMPLIANCE CERTIFICATE

The annual compliance certificate confirming our adherence

to the JSE Listings Requirements was submitted to the JSE in

April 2025.

TRADING IN SECURITIES

A code published on our website sets out how trading in

Thungela shares should be conducted by directors,

prescribed officers, the company secretary and restricted

employees. In line with the JSE Listings Requirements, it

prohibits directors and restricted employees from trading in

any Thungela securities without obtaining prior approval

from the chairman, chief executive officer or company

secretary.

Directors, prescribed officers and the company secretary of

any major Thungela subsidiary must also publicly disclose

their own and their associates’ dealings in these shares.

The JSE defines a period during which trading is prohibited.

For Thungela, these closed periods are as follows:

• from 1 January each year to the date on which the

annual financial results are published

• from 1 July each year to the date on which the interim

financial results are published

• any period when Thungela is trading under a cautionary

announcement

• any period when there exists price-sensitive information

related to Thungela securities

This prohibition applies equally to directors, prescribed

officers, restricted employees, restricted employees’

associates and any person (internal or external), with access

to price-sensitive information. The company secretary

regularly reviews and updates an insider list for relevance.

At the start of a closed period, directors, restricted

employees and insiders are formally advised of the

commencement and duration of the closed period. Trading

embargoes are also imposed on individuals who possess

price-sensitive information at any given time.

There were no instances of non-compliance with the dealing

code and the JSE Listings Requirements in 2024.

SPONSOR

We understand our sponsor’s role and responsibilities and

have cultivated a good working relationship with RMB. We

are satisfied that RMB executed its mandate with due care

and diligence during the year under review.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 89

![]()

COMPANY SECRETARY

Our company secretary, Tovi Ellis

\*

, has been appointed in

line with the requirements of the Companies Act of South

Africa and the JSE Listings Requirements. The company

secretary’s duties include:

• Ensuring that board procedures are followed and

reviewed regularly

• Ensuring the board conducts its affairs in line with all

applicable rules and regulations

• Providing the board and individual members with detailed

guidance on how their responsibilities should be properly

discharged in the best interests of the Group and in line

with good governance practices

• Providing counsel and guidance to the board on its

individual and collective powers and duties

• Eliciting responses, input and feedback for board and

board committee meetings

• Preparing and circulating board and board committee

papers

• Preparing and circulating minutes of shareholder, board

and board committee meetings

• Maintaining statutory records

• Reporting to the board on any non-compliance with the

Thungela MOI or the Companies Act of South Africa

• Certifying in the relevant Annual Financial Statements that

all companies in the Group have filed the required notices

and returns in accordance with the Companies Act of

South Africa

• Ensuring that interim and Annual Financial Statements and

reports are properly distributed

• Carrying out the other functions required of a company

secretary by the Companies Act of South Africa, the JSE

Listings Requirements and the UK Listing Rules

• Considering the regulatory universe and providing the

board with updates and proposed changes to laws and

regulations

• Assisting the nomination and governance committee with

the appointment of directors and advising on legal and

regulatory compliance

• Advising the board on regulatory filing and public

disclosure relating to governance processes

• Drafting and distributing the notice of the AGM to all

shareholders

• Drafting and releasing announcements on both the JSE

Stock Exchange News Service (SENS) and the Regulatory

News Service (RNS) of the London Stock Exchange

• Assisting with director induction and training programmes

• Assisting with the board evaluation process by an external

service provider and executing the internal process

• Acting as a business integrity implementation manager

and supporting human resources with the implementation

of the code of conduct, and the training and awareness

process

• Taking responsibility for the rollout of awareness on our

antitrust policy, including dawn raids

• Assisting in the drafting of the governance sections of the

Integrated Annual Report and the ESG Report, as well as

the individual board committee reports

The board is satisfied with the competence, qualifications

and experience of the company secretary and that in

executing her duties of governance and administration, Tovi

maintained an arm's length relationship with the board and

its directors.

INFORMATION TECHNOLOGY AND GOVERNANCE

The health, safety, environment and risk committee is

responsible for reviewing and approving an information

technology governance framework for implementation by

management. The IM function is responsible for managing

corporate information by implementing processes, roles,

controls and metrics that treat it as a valuable business asset.

Quarterly progress updates are presented to the health,

safety, environment and risk committee, which reports into

the quarterly board meeting.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

90 Integrated Annual Report for the year ended 31December 2024

\*

Tovi Ellis, was appointed as Company Secretary on 1 November 2024, following the retirement of Francois Klem.

![]()

#### SOCIAL, ETHICS AND TRANSFORMATIONCOMMITTEE REPORT

The committee assists the board in monitoring the Group's activities relating to ethics, training, talent and skills development,

preferential procurement, enterprise development, diversity and socio-economic development. It is responsible for the

management of B-BBEE and oversees the execution of the stakeholder engagement framework related to material issues and

the opportunities thereof. In addition, the committee oversees participation in the UNGC to ensure the Group meets

fundamental responsibilities in human rights, labour, environment and anti-corruption.

COMMITTEE

Tommy McKeith (chairperson – appointed 1 October 2024)

Thero Setiloane (passed away 1 May 2024)

Yoza Jekwa

Lesego Mataboge

July Ndlovu

The board chairman has a standing invitation to attend all committee meetings, while Group executive committee members

and heads of department participate when required. The committee meets at least twice a year prior to scheduled board

meetings. Attendance at meetings is set out on page 88.

ROLES AND RESPONSIBILITIES

The committee has various roles and responsibilities as set

out in its terms of reference and detailed below:

• Stakeholder engagement

• Good corporate citizenship and community development

• Ethics and responsible business management

• Transformation

Stakeholder engagement

• Provides oversight and reporting on ethics and

stakeholder relations based on material issues

• Reviews and provides the board with assurance on the

integrity of sustainability-related information in our

Integrated Annual Report, ESG Report and Climate

Change Report. The Climate Change Report has now

been integrated into the ESG report.

Good corporate citizenship and community development

The committee is responsible for ensuring that the company

is meeting its commitment in terms of the Mineral and

Petroleum Resources Development Act (MPRDA) social

requirements and its own commitment to good corporate

citizenship as well as the sustainability of the communities in

which we operate, including:

• Monitoring policies and activities that promote equality,

prevent unfair discrimination and reduce corruption

• Monitoring activities that secure our licence to operate by

meeting the MPRDA's requirements

• Monitoring policies that manage social risks and impacts,

including those associated with human rights, life

extension projects and mine closure

• Review and approve our approach to socio-economic

development, KPIs and objectives

• Consider and make recommendations to the board on

our business’s impact on host communities

• Periodically review sponsorships, donations and

charitable contributions

• Review the identified social impacts of mine closure

Ethics and responsible business management

• Finalise Thungela's membership to the UNGC

• Incorporate human rights training into Thungela

operational standard induction training while also

communicating with non-connected employees

• Implement Voluntary Principles on Security and Human

Rights based on the outcome of a gap analysis

• Perform an annual review of policies and processes

relating to ethics and their effectiveness

• Provide guidance and input into the risk management

framework, ensuring that appropriate ESG risks are

considered and reviewed as part of the annual materiality

assessment for integrated reporting

• Continue to improve ESG disclosures while also

preparing the business to align with the International

Sustainability Board (ISSB) S1 and S2. The ISSB

standards are global sustainability-related financial

reporting standards developed to better meet investor

needs on sustainability reporting. The standards were

launched in June 2023 and we are aligning our

reporting to comply with these in 2027, in line with the

expectations of our listing on the London Stock Exchange

• Roll out phase one of the Green Engine project as social

mitigation for mine closure

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 91

![]()

TRANSFORMATION

The committee oversees compliance with the MPRDA,

particularly aspects associated with transformation. In

addition the committee:

• Sets the Group's ambition and monitors status and

compliance with B-BBEE and MPRDA

• Publishes our B-BBEE annual verification certificate

and ensures the submission of the compliance report

to the B-BBEE commission

• Ensures the correct balance of transformation activities,

including investment in skills that facilitate enterprise and

supplier development, socio-economic development and

maintaining Company stability

• Considers material external developments in the fields of

transformation and sustainable development, have these

assessed and provide appropriate strategic guidance

• Make recommendations to the board on possible

participation, cooperation and consultation on

transformation, community and social development issues

with government, non-governmental and labour unions

The committee

• The committee is further responsible to review strategic

people issues, including progress on transformation and

major employee relations issues

• Review performance in human resources development,

diversity and retention against internal transformation

targets and legislative imperatives and make

recommendations to the remuneration and human

resources committee

• Every year, the committee presents to the shareholders at

the AGM, the Integrated Annual Report and the

ESG report

KEY FOCUS AREAS IN 2024

• Continue to align ESG disclosures with the ISSB S1 and

S2 reporting standards

• Optimise our B-BBEE scorecard

• Launch the Thungela Education Initiative

• Promote talent retention and attraction

• Become a UNGC participant

• Consider responsible mine closure and social risks and

impacts

• Train our workforce on human rights

• Continue to drive the talent strategy through annual talent

reviews and succession planning process, including

tracking and delivering on talent KPIs

• Review the root causes for whistleblowing incidents

KEY ACCOMPLISHMENTS IN THE 2024 FOCUS

AREAS

• Achieved level 5 B-BBEE status ahead of our 2025 target

• The Thungela Education Initiative was launched

successfully in January 2024. It focuses on the foundation

to intermediary phase at 45 lower quintile schools

declared as no-fee schools in host communities in

Mpumalanga

• Concluded a co-funding agreement with Absa, one of

Africa's leading financial services groups. Absa reserved

R200 million for beneficiaries of our Thuthukani enterprise

and supplier development programme. This allows small,

medium and micro-sized enterprises who require

substantial funding, an opportunity to access finance

• Successfully launched online training on human rights.

More than 200 employees and contractors have

completed the training

• Relocated 91 graves enabling Mafube to access critical

areas essential to the current business plan. Our grave

relocation framework has been implemented in

accordance with the South African Human Rights

Commission, the National Heritage Act, the

Mpumalanga Cemeteries, Crematorium and Exhumation

of Bodies Act and the International Finance Corporation's

performance standards 5 and 8

KEY FOCUS AREAS FOR 2025

• Continue to optimise our B-BBEE scorecard

• Develop and implement the green economy strategy as

part of our enterprise and supplier development strategy

to reduce reliance on mines

• Continue to drive the talent strategy through annual talent

reviews and succession planning processes, including

tracking and delivering on talent KPIs

• Continue to review root causes for whistleblowing

incidents

• Promote talent retention and attraction

• Implement education initiative interventions

• Become a UNGC participant

Tommy McKeith

Social, ethics and transformation committee chairperson

23April 2025

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

92 Integrated Annual Report for the year ended 31December 2024

![]()

#### HEALTH, SAFETY, ENVIRONMENT AND RISKCOMMITTEE REPORT

The committee has overall oversight of risk, information management and sustainability, with a focus on health, safety and the

environment. It determines the Group’s risk appetite and reviews legal matters.

COMMITTEE

Seamus French (chairperson)

Thero Setiloane (passed away 1 May 2024)

Tommy McKeith (appointed 1 October 2024)

Sango Ntsaluba

July Ndlovu

The chief financial officer and other Group executive committee members attend meetings where appropriate. The

committee convenes at least four times a year prior to scheduled board meetings. Attendance at meetings is set out on

page88.

ROLES AND RESPONSIBILITIES

The committee has various roles and responsibilities as set

out in its terms of reference and detailed below:

• Safety, health and environment (SHE)

• Risk and Assurance

• IT governance

• Legal and regulatory

Safety, health and environment

• Review and develop framework policies and guidelines

for the management of sustainable development issues,

including SHE and climate change

• Review and oversee climate change-related risks and

opportunities, including performance against targets and

the implementation of the pathway to net zero

• Review SHE elements of the Group’s strategy and

business plan, external SHE reporting and regulatory

disclosures, and the findings of external auditors

• Consider the performance of individual operating units

• Consider material local and international regulatory and

technical developments, and provide strategic guidance

• Consider the impact of Thungela's activities, products and

services on the environment

• Monitor regulatory compliance with, more specifically in

relation to:

◦ Mine Health and Safety Act

◦ MPRDA

◦ National Environment Management Act

◦ National Environmental Management Waste Act

◦ National Health Act

◦ National Water Act

◦ Occupational Health and Safety Act

Risk and assurance

• Commission and consider sustainable development audits

for legal and internal compliance

• Ensure management systems, such as hazard

identification and risk assessment, medical surveillance

and incident investigations, and other systems that aid in

identifying and managing risks are in place

• Oversee the development and annual review of the risk

management plan and the biannual review of the

executive risk register

• Ensure that the risk management plan is disseminated and

integrated into day-to-day activities across the business

• Ensure that frameworks and methodologies are

implemented to enable the business to better anticipate

unpredictable risks

• Prioritise and rank risks to focus responses and

interactions

• Review the reports concerning the existence and

effectiveness of controls to address controllable risks

• Report risks with financial implications to the audit

committee

IT governance

• Review and approve an information management

governance framework for management’s implementation

• Manage IM risks effectively

Legal and regulatory

• Manage legal risks effectively

The committee

• Every year the committee reports to shareholders at the

AGM and through the use of the Integrated Annual

Report

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 93

![]()

KEY FOCUS AREAS IN 2024

• Ensure Thungela's safety and health objectives are

achieved

• Review the Ensham health and safety systems and

controls, aligning these to the Group's standards

• Guide response plans to address the risks identified

• Review rehabilitation and water management plans

• Review climate change risks and opportunities and the

organisation's management thereof

• Review the pathway to net zero emissions and

decarbonisation

• Successfully completing IM separation and transition

services

• Manage IM risks effectively

• Obtain the Mafube Mine Residue Dump licence

• Manage the risks of community relations effectively

• Manage the TFR risk effectively

KEY ACCOMPLISHMENTS IN THE 2024 FOCUS

AREAS

• Maintain a fatality-free business

• Alignment of Ensham's health and safety systems and

controls to the Group's standards

• Successfully completed the IM separation and transition

services

• A total of 250,000 trees have been planted through the

company's water management projects in South Africa

• Opened a fish breeding facility at Kromdraai

• Development of safety culture KPI's with the objective to

implement and improve safety plans

KEY FOCUS AREAS FOR 2025

• Continue to run a fatality-free business

• Manage TFR risk effectively

• Ensure Thungela’s safety and health objectives are

achieved

• Continue to align Ensham's reporting with the group

• Continue to guide response plans to address the risks

identified

• Continue to improve rehabilitation and water

management plans

• Review climate change risks and opportunities and the

organisation’s management thereof

• Review the pathway to net zero emissions and

decarbonisation

• Ensure improvements in the safety culture initiative

• Continue to manage IM risk effectively

• Continue to manage legal risk effectively

Seamus French

Health, safety, environment and risk committee chairperson

23April 2025

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

94 Integrated Annual Report for the year ended 31December 2024

![]()

#### INVESTMENT COMMITTEE REPORT

The committee's purpose is to consider and, if appropriate, recommend to the board proposed new investments, the disposal

of existing investments, and other business opportunities that align with the Group’s overall strategy, such as material

acquisitions, mergers, investments, divestments, and disposals.

The committee is responsible for reviewing investment strategies, policies and capital allocation.

COMPOSITION

Yoza Jekwa (chairperson)

Sango Ntsaluba

Seamus French

Kholeka Mzondeki

The chief executive officer and the chief financial officer have standing invitations to the committee's meetings. This

committee meets at least four times a year before the board's scheduled meetings. The attendance at meetings is set out on

page 88.

ROLES AND RESPONSIBILITIES

The duties and responsibilities of the committee members are

set out in the terms of reference, and are in addition to the

duties and responsibilities they have as members of the

board of directors

The committee is required to:

• Consider, monitor and evaluate:

◦ investments (including related financing), divestments,

corporate restructuring and financing proposals

◦ acquisitions and disposals

◦ significant capital projects

◦ capital allocation decisions, such as buybacks and

dividends proposed

◦ major commercial and procurement agreements that

require board approval, making such

recommendations as it considers appropriate in

accordance with the Thungela approvals framework

◦ proposed plant and mine closures and make the

necessary recommendations to the board

• Ensure that investments, disposals or acquisitions are in

line with the Company’s overall strategy

• Conduct planning and forecasting to enable the board to

make informed decisions regarding significant investment

and divestment matters

• Assess the risks and impacts of proposed projects,

activities and outputs in the context of the economic,

social and natural environments in which the Company

operates

• Monitor the execution of investments, mergers and

acquisitions, divestments, disposals, and takeover

activities approved by the board

• Confirm that appropriate due diligence procedures have

been followed when acquiring or disposing of assets

• Track the performance of investments, mergers and

acquisitions, and takeover activities approved by the

board

• Perform such other investment-related functions as may be

determined by the board from time to time

KEY FOCUS AREAS IN 2024

In 2024, the committee:

• Considered and recommended the acquisition of the

remaining 15% interest in the Ensham business in

Australia to the board for approval

• Reviewed the quarterly capital expenditure report

• Reviewed the quarterly merger and acquisitions pipeline,

including asset disposals

• Reviewed the quarterly capital allocation update

• Monitored Transnet's performance and marketing efforts

KEY ACCOMPLISHMENTS IN THE 2024 FOCUS AREAS

On 28 February 2025, the Group obtained the remaining

15% interest in the Ensham business.

KEY FOCUS AREAS FOR 2025

In 2025, we plan to:

• Consider and recommend significant investments and

capital allocations for board approval

• Consider and recommend for board approval the

possible disposal of assets in line with the requirements

set out in the Thungela approvals framework

• Track the performance of major acquisitions and projects

post acquisition

• Consider and evaluate proposed mine and plant closures

and make the necessary recommendations to the board

• Consider and evaluate major commercial and

procurement agreements and make the necessary

recommendations to the board in accordance with the

Thungela approvals framework requirements

• Ongoing monitoring of existing projects

Yoza Jekwa

Investment committee chairperson

23April 2025

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 95

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#### NOMINATION AND GOVERNANCECOMMITTEE REPORT

The committee is responsible for nominating, electing, and appointing board members, as well as planning for the succession

of the board, chief executive officer, and chief financial officer. It also conducts board performance evaluations, recommends

training and development, reviews and recommends sound governance principles, and monitors regulatory compliance.

COMPOSITION

Sango Ntsaluba (chairperson)

Kholeka Mzondeki

Ben Kodisang

The chief executive officer and the executive head of human resources, Lesego Mataboge, have standing invitations to the

meetings. The members of the committee are all independent non-executive directors, in accordance with the

recommendations of King IV. The committee meets at least twice a year prior to scheduled meetings of the board.

Attendance at meetings is set out on page 88.

ROLES AND RESPONSIBILITIES

The primary purpose of the nomination and governance

committee is to oversee the succession planning for the

board, chief executive officer and chief financial officer. It

also conducts ongoing skills assessments, development and

training, and oversees the implementation of good corporate

governance processes and procedures that meet

international standards.

The committee is responsible for monitoring and ensuring

Group compliance with all applicable laws, including the

requirements set out in the Companies Act of South Africa,

the JSE Listings Requirements, the London Stock Exchange

Listing Rules, our code of conduct, the King IV Code, and

other laws applicable in jurisdictions where Thungela

operates.

Nominations

The committee has the duty to:

• Conduct a transparent process, preparing a description

of the role and capabilities required for a specific

appointment, then identifying and assessing suitable

candidates, conducting preliminary interviews, and

nominating candidates for board approval to fill board

vacancies or add skills to the board if and when a lack

of skills are identified, including the chief executive officer

position

• Oversee the recruitment and appointment of a company

secretary should a vacancy arise

• Evaluate the independence of directors who have served

for nine years or longer and recommending to the board,

if appropriate, that they continue to serve on the board

• Recommend for re-election directors retiring by rotation for

re-election at the AGM

• Review notifications from board members to serve on

other boards in accordance with the guidelines approved

by the board

• Implement succession planning for the leadership of the

Company, both executive and non-executive, having line

if sight of the pipeline, and updating the board regularly

on its status

• Ensure that the board is an appropriate size and

composition bearing in mind the Company’s growth,

economic circumstances and other factors

• Ensure that the board is appropriately equipped to make

decisions by having access to a variety of perspectives

and skills that equip it to act in the best interests of the

Group as a whole and make recommendations to the

board when necessary

• Consider the nomination for the appointment of a lead

independent non-executive director should the size or

circumstances of the Company justify the said

appointment

• Oversee the development and implementation of an

annual process for evaluating the performance of the

board, its committees, individual directors, and the

company secretary

• Implement corrective processes in the event of poor

performance

• Ensure that induction and ongoing training and

professional development are provided to both new and

current directors

• Review the Nomination and Governance Committee

Report for inclusion in the Integrated Annual Report

• Annually review the terms of reference of this committee

and recommend changes for board approval

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

96 Integrated Annual Report for the year ended 31December 2024

![]()

Governance

The committee is also responsible for:

• Promoting sound corporate governance and delivering

governance outcomes, such as an ethical culture,

effective control and legitimacy with due regard to our

contribution to the UN SDGs

• Reviewing shareholder proposals for inclusion in the

Notice of the AGM and making recommendations to the

Board

• Approving governance policies and procedures that

define the role of the board, duties of directors and

prescribed officers, nomination, selection, appointment

and removal of directors, conflicts of interest procedures,

and processes to enhance corporate governance

• Updating the board regularly on regulatory changes that

impact the business

• Reviewing the governance sections in the integrated

reports

• Reviewing the Notice and the minutes of the AGM of the

Company and recommend these to the board for approval

• Reviewing the governance policy every three years and

recommend it to the board for approval

• Ensuring that the Company and all the Group companies

comply with policies regulating governance such as

business integrity, antitrust, code of conduct, the dealing

code, insider trading and price-sensitive information

• Reviewing developments in corporate governance and

best practices, considering their impact and implication

for the Company’s processes and structures and making

recommendations to the board where necessary

• Evaluating and monitoring the regulatory governance

requirements and code of business conduct within the

Company

• Apply the principles of good governance and best

practices as set out in the King Code, along with all

applicable governance-related legislation and standards

of the jurisdictions in which Thungela operates

• Regularly reviewing and making recommendations to the

Board regarding the Governance section of the Group’s

Approvals Framework

KEY FOCUS AREAS IN 2024

In 2024, the committee:

• Reviewed the internal board evaluation feedback and

considered action plans going forward

• Reviewed the revised corporate governance policy and

recommended it for board approval

• Recommended for the non-executive directors retiring by

rotation for re-election at the June 2025 AGM of

shareholders

• Considered and recommended the minutes of the 2024

AGM of shareholders for board approval

• Reviewed notifications from board members to serve on

other boards

• Discussed and agreed processes for succession planning

for the chief executive officer and chief financial officer

positions

• Reviewed declarations of business interest for board

members and the independence of non-executive

directors

• Considered and recommended the appointment of the

new company secretary for board approval to replace

the retiring company secretary

• Scoped, interviewed and proposed to the board the

appointment of a new independent non-executive director

to replace Thero Setiloane, who sadly passed on 1 May

2024, and provided the necessary recommendations for

board committee appointments

• Scoped and interviewed candidates to succeed the chief

executive officer, and recommended two final candidates

for board interviews

KEY ACCOMPLISHMENTS IN THE 2024 FOCUS AREAS

Appointment of a designate chief executive officer.

KEY FOCUS AREAS FOR 2025

In 2025, we plan to:

• Implement actions in response to matters identified in the

internal assessment process

• Review and recommend for board approval the notice of

the 5 June 2025 AGM of shareholders

• Monitor the succession planning process for the chief

executive officer and chief financial officer and implement

processes for board succession

• Consider improvements to Group-wide corporate

governance processes aligned with international best

practices

• Recommend for re-election the non-executive directors to

retire by rotation at the June 2026 AGM of shareholders

• Consider and recommend for board approval the minutes

of the 5 June 2025 AGM of shareholders

• Review declarations of business interest for board

members and monitor the independence of non-executive

directors

• Consider the changes to the Companies Act when

promulgated and ensure effective compliance through

theGroup

• Prepare for the introduction of the King V Report on

Corporate Governance for South Africa and ensure

continued effective compliance by the governing body

and its committees

• Consider the appropriateness and potential benefits of

appointing a lead independent director

Sango Ntsaluba

Nomination and governance committee chairperson

23April 2025

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 97

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#### REMUNERATION REPORT

REMUNERATION AND HUMAN RESOURCES COMMITTEE

The purpose of Thungela's remuneration and human resources committee (the

committee) is to support the board in executing its duties as it relates to

remuneration and other human resources matters. The committee regularly

assesses and refines the Group's remuneration and human resources practices, to

ensure that these continue to support the delivery of the Group’s strategy in a fair

and responsible manner. By providing oversight, the committee ensures

transparency in the Group's remuneration and human resources disclosures,

enabling stakeholders to assess the efficacy of the management of remuneration,

human resources, and the associated governance practices. Attendance at

meetings is set out on page 88.

The committee confirms that it has complied with its mandate as outlined in the

terms of reference on our website, www.thungela.com. Additionally, it has

followed the provisions and guidance outlined in King IV concerning remuneration

governance, in alignment with the applicable JSE Listings Requirements.

Chairperson

Ben Kodisang

Members

Seamus French

Yoza Jekwa

Section 1:

Background statement

Provides the overall context of the

Group’s performance and its impact

on remuneration, while also

providing an overview of committee

activities and decisions.

Section 2:

Remuneration philosophy

andpolicy

Describes the Group’s remuneration

policy as it relates to executive

director, prescribed officer, and

non-executive director remuneration.

Section 3:

Implementation report

Outlines the detail of the

implementation of the remuneration

policy including disclosures on

executive director, prescribed

officer, and non-executive director

remuneration.

#### SECTION 1: BACKGROUND STATEMENT

PURPOSE AND REMUNERATION

In 2024, the committee continued its efforts to drive a

clearer and fairer alignment between remuneration decisions

and the Group’s purpose – to responsibly create value

together for a shared future – and strategic priorities. These

efforts, including a detailed review of the Group’s

remuneration and related policies, enabled the committee to

ensure that the purpose and strategic priorities are fully

considered in remuneration decisions.

KEY PERFORMANCE CONSIDERATIONS FOR

REMUNERATION

A focus on controlling the controllables has enabled

Thungela to deliver strong operational and financial results

in2024. This was achieved in the context of a softer coal

price environment, constrained TFR capacity in South Africa

(notwithstanding the rail performance improvements seen in

the second half of the year), and other exogenous market

challenges that impacted the operating environment.

The committee was informed by the Group’s strong

performance and achievements, driven by productivity

improvements and cost efficiencies, despite ongoing

challenges, when making remuneration decisions related

to 2024.

A detailed analysis of our financial and operational

performance is set out on pages 50 to 75

of this report and

further detail can also be found in our 2024 ESG Report.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

98 Integrated Annual Report for the year ended 31December 2024

![]()

Key performance indicators

Financial

Adjusted EBITDA

△

R6.3 billion

(2023: R8.5 billion)

Adjusted operating free cash

flow

△

R3.6 billion

(2023: R6.8 billion)

Operational

FOB cost per export tonne

excluding royalties

△

– South

Africa

R1,130

(2023: R1,084)

FOB cost per export tonne

excluding royalties

△

– Ensham

R1,433

(2023: R1,544)

Export saleable production

17.7Mt

(2023: 13.1Mt)

Safety

TRCFR – South Africa

1.07

(2023: 1.40)

TRCFR – Australia

13.21

(2023: 22.63)

Fatalities

None

(2023: One)

Environmental, social and governance

Representation of historically

disadvantaged persons in

management – South Africa

73.9%

(2023: 72%)

Improvement in energy

intensity – South Africa

3.5%

(2023: 5.1%)

Water abstraction – South

Africa

373ML

(2023: 369ML)

OUR COMMITTEE ACTIVITIES

The board chairman, chief executive officer, chief financial

officer, executive head of human resources, and the head of

reward for the Group are standing invitees to all committee

meetings. The management employees are not part of any

discussions regarding their own remuneration.

Members of the committee continue to have access to

various sources of information and advice necessary to

inform independent judgements on remuneration and related

matters, in the context of various market trends related to

executive remuneration. The committee continually compares

the Group's remuneration strategy with local and global

remuneration trends.

This extends to regulations, compliance, and stakeholder

perceptions, as well as risks associated with the current

structure of the remuneration strategy.

An established South African law firm, Bowmans, is

appointed as the independent reward advisor to the

committee. The firm was invited to attend committee meetings

and provided specialised advice regarding evolving our

remuneration policy and governance framework. They also

conducted market research to inform proposals related to

executive remuneration and non-executive directors’ fees. We

are satisfied that the advice was independent and objective.

Bowmans will continue asthe committee’s independent

reward advisor until 31December 2025.

Deloitte provided assurance on elements of executive

remuneration, specifically the procedures followed in

determining the performance outcomes of the short-term

incentive (STI) award and aspects of the conditional share

award. ShareForce was used as an independent expert in

determining the shareholder performance outcomes of the

conditional share award.

The Group’s independent external auditor, PwC, has not

provided advice to the committee.

The committee utilised additional benchmarking data and

market research from RemChannel and Mercer and were

satisfied with the integrity of the data provided.

Mandated matters for 2024

• Review and approval of the remuneration policy

and associated subsidiary policies for the Group,

to ensure practices remain relevant, compliant,

and appropriate

• Review and guidance on human resource matters

and practices, with a specific focus on talent

management and succession planning

• Approval of annual target setting for STIs and

long-term incentives (LTIs) for both financial and

non-financial targets to ensure that they maintain

the right balance between various interests

• Approval of the 2024 STI and 2022 LTI

performance scorecard outcomes

• Approval of annual salary increases for

management employees in South Africa, Australia

and the UAE, effective 1 January 2025

• Approval of remuneration for the executive

directors and prescribed officers

• Recommendation of the non-executive directors'

fees for board support

• Approval of the remuneration report

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 99

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REMUNERATION POLICY CHANGES

Our remuneration strategy is critical for enhancing our

employee value proposition and enabling Thungela to drive

a high-performance culture. These are foundational to our

ability to deliver on our strategic priorities and, consequently,

our purpose. In 2024, a thorough review of our

remuneration and related policies was conducted. This

ensures that our remuneration delivers a fair balance

between the remuneration outcomes and the effort and

performance of executive directors and prescribed officers,

aligning to our focus on value creation for all our

stakeholders. The detailed review, along with our annual

assessment, resulted in the following remuneration

enhancements:

Minimum shareholding requirements (MSR)

Changed the

measurement

approach for MSR

to using market

value as defined

in the Thungela

2021 share plan

at the point of

assessment rather

than the closing

share price.

Reduced the

interval between

MSR

measurements

following the

initial

measurement

from five to three

years.

Increased

differentiation

between the chief

financial officer as

an executive

director and the

prescribed officers

by increasing the

MSR percentage for

the chief financial

officer to 150% of

total guaranteed

package from the

original 100%.

Malus and clawback

Updating the definition of the clawback amount to the net

(post-tax) value rather than the gross (pre-tax) value.

The Group’s level of compliance with applicable legislation,

standards and codes remains a committee priority across the

countries of operation. Where appropriate, the committee

takes guidance from independent remuneration consultants

on new legislation and any changes required to the

remuneration policy are made to remain compliant.

EXECUTIVE DIRECTOR AND PRESCRIBED OFFICER

TOTAL REMUNERATION

The Group’s remuneration philosophy is aimed at

remunerating our employees in line with the market median,

except where there are valid reasons for differentiation. The

committee commenced a project in 2023 to review the roles

and resultant remuneration of the executive directors and

prescribed officers to ensure that they remain aligned with

the changing structure of the Group. This was supported

by a rigorous annual benchmarking analysis of total

remuneration of the executive directors and

prescribed officers.

Both reviews were supported by our independent reward

advisors. The remuneration review included a

comprehensive analysis of all remuneration elements,

including fixed remuneration, STIs and LTIs. These elements

are benchmarked against an appropriate comparator group

and external survey data, representative of the Group’s size

and complexity.

In 2023, these analyses identified that four of our prescribed

officers were graded lower than the complexity of their roles

and were lagging the market in their total guaranteed

package compared to the market median of the peer group

based on these updated grades. The committee accordingly

approved the following adjustments to their total guaranteed

packages, in addition to the approved annual inflation-

linked increase, over a two-year period:

Bernard Dalton Executive head of marketing 5%

Lesego Mataboge Executive head of human

resources

7%

Mpumi Sithole Executive head of corporate

affairs

7%

Carina Venter Executive head of safety, health

and environment

7%

In the benchmarking analysis performed for 2024, two key

issues were identified in relation to the total remuneration for

executive directors and prescribed officers:

• The LTI opportunities for our executive directors and

prescribed officers lag the market median by between

14% and 67%

• The total guaranteed package for the chief financial

officer lagged the peer group market median by 11%,

although within an acceptable tolerance range (80% to

120% of the peer group market median)

Based on the outcomes of the benchmarking analysis, the

committee approved the following changes to align all

executive directors and prescribed officers with the market

median:

• Increased the conditional share opportunity of executive

directors and prescribed officers as follows:

Chief executive

officer

Chief financial

officer

Prescribed

officers

200% 140% 120%

(prev: 100%) (prev: 80%) (prev: 80%)

• Adjusted the total guaranteed package of the chief

financial officer by 13% over a two-year period, with the

first tranche implemented on 1 January 2025

Based on the implementation of the decisions by the

committee the average compa-ratio across our executive

directors and prescribed officers is now 98% when compared

to the market median of the associated peer group.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

100 Integrated Annual Report for the year ended 31December 2024

![]()

SHAREHOLDER ENGAGEMENT

At Thungela's most recent AGM on 4 June 2024, our

shareholders took part in non-binding advisory votes on the

remuneration policy and its implementation, and a special

resolution on non-executive directors’ fees. The graphs below

represent the level of approval of shareholders of these items

over the past threeyears:

Remuneration policy (%)

96 92 94

2024

2023

2022

Implementation report (%)

94 81 91

2024

2023

2022

Non-executive director's fees (%)

97

93 98

2024

2023

2022

The 2023 remuneration policy and implementation report

received approval rates of 96% and 94%, respectively, at

the 2024 AGM. Theseoutcomes indicate that most of our

shareholders are aligned to the purpose and decisions of the

committee in relation to remuneration. The committeewill

continue to take advantage of any opportunities to

constructively engage with shareholders to understand the

reasons for the dissenting votes. During 2024, no major

concerns were raised by shareholders regarding matters

pertaining to remuneration.

The Group will again present its remuneration policy and

implementation report, contained respectively in section 2

and section 3 of this report, for a vote in two separate,

non-binding ordinary resolutions at the AGM scheduled for

5June 2025.

If more than 25% of our shareholders vote against either or

both sections, Thungela will note the outcome in the

announcement of the results of the AGM. Any dissenting

shareholders will also be invited to engage with Thungela,

and the method of shareholder engagement will be

communicated by the committee. A summary of concerns

and the committee's response will beincluded in the

remuneration report for the year ending 31December 2025,

if required.

The proposal relating to non-executive directors’ fees,

outlined in section 3 of this report, will be presented as a

special resolution at the AGM.

KEY FOCUS AREAS FOR 2025

During 2025, the committee will continue to focus on the

execution of the remuneration principles and policy, while

increasing its focus on the effectiveness of the Group's talent

management and human resources strategies and practices.

The key focus areas for 2025 will include:

• aligning with the governance and reporting requirements

of the Companies Amendment Act of South Africa once

fully promulgated;

• providing assurance that our talent management and

succession planning efforts are driving the desired

outcomes;

• expanding the pay gap measures allowing the committee

to review and understand the level of pay fairness and

equality in the Group at the required level of detail;

• driving the effective integration and alignment of

remuneration and human resources practices across the

Group; and

• reviewing the market trends associated with remuneration

and human resources to identify opportunities to enhance

our approach to remuneration and human resource

management.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 101

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DRIVING FAIR AND RESPONSIBLE REMUNERATION

The Group is aware of its responsibility to ensure that it

maintains fair and responsible remuneration practices.

The Group,along with other stakeholders globally, believe

that eliminating arbitrary factors in remuneration decisions

and driving intentional actions to reduce remuneration gaps

are extremely important for promoting a fairer and more

equal society. The committee reviews our remuneration

practices annually to determine if employees are paid fairly,

and out-of-cycle adjustments are made where required, using

an additional budget approved each year by the committee

to address these pay matters.

The Group regularly review the minimum salaries of our

employees to ensure alignment with local market practices

and prescribed or regulated norms associated with the

countries in which we operate. Based on the review in

2024, our minimum salaries continue to meet or exceed

these norms.

In 2024, the Group continued our practice of reviewing

both our vertical and horizontal pay gaps.

Vertical pay gaps

Internally, vertical pay gaps are measured using the Palma

ratio and the 5:5 ratio, which was introduced as part of the

Companies Amendment Act. The Group has seen an

improvement in the outcomes of these metrics in 2024.

Once the applicable sections of the Companies Amendment

Act for South Africa come into effect, we will report on the

outcomes of the applicable ratios.

Horizontal pay gaps

We have completed a detailed horizontal pay gap analysis

for the second year in 2024. The methodology utilised for

this analysis was consistent with the previous year, as it

focused on determining the average total guaranteed

package (TGP) of comparable groups. Comparable groups

were constructed in line with the criteria outlined in the

Employment Equity Act. This was then used to calculate

comparable employee ratios. Our analysis in 2024

reaffirmed that there are no systemic issues of racial or

gender pay discrimination in our South African environment.

The Group continues to analyse market trends for measuring

fair and responsible remuneration by tracking them through

ongoing analyses of income differentials, horizontal pay

gaps and pay equity outliers, while investigating how to

drive and track fair and responsible remuneration as part of

our sustainability strategy. We are investigating extending

these analyses across the Group in 2025.

CONCLUSION

Our 2024 results reflect our continued focus on operational

excellence and the disciplined execution of our strategic

priorities. Achieving these strategic priorities has required a

re-evaluation of our remuneration policy to ensure that we

are able to attract and retain the right leadership skills to

deliver the Group’s strategy.

The committee believes that the Group's remuneration policy

has achieved its objectives in 2024 and that the approved

changes will ensure that it remains competitive and aligned

with market best practice. We will continue to engage with

our stakeholders to understand how we can further improve

our remuneration policy and principles, to ensure that we

balance all stakeholder interests while delivering our strategy

and purpose. The committee is confident that it has

discharged its duties with diligence, ensuring that fair and

responsible remuneration practices are executed equitably.

Lastly, I would like to thank the board, the committee

members, management and its advisors for their support and

efforts during the year.

Ben Kodisang

Remuneration and human resources committee chairperson

23April 2025

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

102 Integrated Annual Report for the year ended 31December 2024

![]()

#### SECTION 2: REMUNERATION PHILOSOPHY AND POLICY

REMUNERATION PHILOSOPHY

Thungela’s reward philosophy enables the effective delivery of our strategy by driving a high-performance culture. Our culture

allows our employees to continually reinforce our purpose and values through their ongoing performance.

We have adopted a remuneration philosophy that is designed to attract, retain and incentivise employees who are

committed to delivering on the Group's strategic objectives, thereby responsibly creating value for all stakeholders.

REMUNERATION PRINCIPLES

Our remuneration policy has been aligned with the recommendations of King IV and is based on the below principles, with

the aim of delivering fair and responsible remuneration.

Alignment with Group strategy and culture

Remuneration practices are constantly reassessed to ensure that they are aligned with the Group’s strategy and

support the entrenchment of its values and leadership behaviours.

Competitive pay level

Remuneration is set at a competitive level within the relevant market to ensure that the Group attracts, motivates,

and retains highly-talented individuals.

Internal equity

Reward is managed to adhere to the principle of responsible, equal, fair, and competitive pay.

Link with shareholder interests

Incentive-based rewards are linked to achieving excellence and aligned with shareholder interests over the short,

medium, and long term.

Risk-based approach

Long-term incentive schemes are designed and applied to minimise stakeholder exposure to unreasonable risk.

Relevance

Performance measures and targets for incentive plans are structured to operate effectively throughout the business

cycle and support the business strategy. These are also continually reviewed to ensure that they remain aligned

with market trends, stakeholder expectations, and any legislative or regulatory requirements.

Communication

Transparent communication of the reward policy and its implementation to all our stakeholders through ongoing

engagement using various channels.

APPLICATION OF THE REMUNERATION POLICY

Our remuneration policy applies to Thungela and its subsidiaries as a Group, unless otherwise agreed. In instances where

Thungela does not have effective management control, this policy will apply as far as it hasbeen agreed with the other

shareholders.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 103

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COMPONENTS OF TOTAL REMUNERATION

Our approach to total remuneration is founded on our remuneration principles. It is comprised of fixed and variable

remuneration. Our aim is to remain competitive relative to our peers regarding the fixed remuneration that we offer, while

ensuring an appropriate balance with variable remuneration opportunities, which are aimed at motivating and rewarding the

achievement of strategic objectives through discretionary effort.

#### Total remuneration

#### Fixed remuneration Variable remuneration

Basic salary Benefits

Other non-

package

benefits

Cash bonus

Deferred

bonus

share (DBS)

award

Conditional

share

award

Total guaranteed package

(TGP)

Short-term

incentive

(STI)

Long-term incentive

(LTI)

Fixed remuneration

At Thungela, fixed remuneration is determined based on the size and complexity of the role, benchmarked against local

market conditions. It is influenced by the individual’s experience, performance, and potential. The Group’s fixed remuneration

is currently structured on a 'basic salary plus benefits' basis.

Composition of fixed remuneration

Basic salary

Basic salary is set in line with the applicable market conditions and benchmarked on an annual basis to determine whether

it remains in line with the market applicable to the role. For executive directors and prescribed officers, the review of the

basic salary forms part of the annual total remuneration benchmarking process.

Benefits

Guaranteed benefits include any allowances which enable the employee to fulfil their role, such as travel allowances,

housing allowances, and position allowances. These vary according to local market conditions and practice.

Core benefits are offered as a condition of service. These comprise of retirement benefits

1

, medical aid or insurance, and

death and disability cover. The structure of these benefits reflect the applicable local market practices and legislative

requirements of the country of operation.

Optional benefits vary according to the country of operation.

Other non-package benefits

These are mostly non-recurring benefits that are paid in specific situations. These include leave encashments, long service

awards and travel or expense reimbursements.

1

In South Africa, retirement benefits are provided through defined contribution funds, with contribution levels aligned with market best practice and the rules of the

applicable fund.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

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AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

104 Integrated Annual Report for the year ended 31December 2024

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Annual increases

The annual increase in total guaranteed packages are set per country and are determined by considering Group

performance, affordability, prevailing consumer inflation and average industry and sector increases. Collective bargaining

agreements in South Africa and Australia govern the determination of the annual increase for unionised employees. Increases

are implemented on 1 January each year, while in South Africa the increases for unionised employees occur between June

and July.

Any remuneration deviations from internal pay ranges or market rates for a specific role are addressed accordingly. Market

adjustments are informed by positioning current salaries within a tolerance pay range and comparative ratio for a specific

discipline, job, or grade. Pay levels that are not within the tolerance pay range are adjusted to align more closely with the

market’s 50th percentile.

Short-term incentive

The Group’s annual STI is designed to encourage and reward employees who demonstrate accountability for Thungela's

success by consistently delivering on their individual objectives, aligned to those of the Group. These need to be delivered in

a manner that aligns with our values, thereby ensuring the creation of stakeholder value. We are driving the continuous

improvement of our performance management framework to ensure that the discretionary effort of our employees is rewarded

in an effective and consistent manner.

The calculation of the STI for executive directors and prescribed officers is outlined below:

Bonus rate:

Annual basic salary x

on-target incentive

percentage linked to

their level

Business results:

70%

Individual results:

30%

Remuneration and

human resources

committee discretion:

May modify based

on discretion allowed

STI payable

for the year

Bonus rate

The individual STI is comprised of a cash

bonus and a deferred bonus in the form of

forfeitable shares. The maximum level of these

bonuses is determined as a percentage of the

employee’s annual basic salary.

05 OUR

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06 GOVERNANCE 07 RESOURCES

AND RESERVES

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INFORMATION

Integrated Annual Report for the year ended 31December 2024 105

95%

80%

48%

40%

STI cash bonus STI DBS

Chief executive officer Chief financial officer and

prescribed officers

![]()

Business results (70%)

Business results are measured by an overall performance scorecard approved annually by the committee.

Remuneration outcomes based on the performance scorecard are scrutinised and adjusted by the committee

where necessary to ensure that the final awards reflect the non-controllable aspects of the environment, which

might not be fully considered in the scorecard approach.

The performance scorecard is split into four performance categories that are weighted as follows:

Performance category Weighting

Safety and health 10%

ESG 10%

Production 30%

Finance 20%

Individual results (30%)

The individual results are allocated on a simple five-tier scale, with each tier relating to a specific remuneration

outcome. It is structured as follows:

Rating scale Remuneration outcome

Leading

30%

Strong

24%

Solid

18%

Developing

12%

Unsatisfactory

0%

If an employee is rated as Developing, they will forfeit 50% of the deferred component of their STI, while if an

employee is rated as Unsatisfactory, they will forfeit 100% of the deferred component of their STI.

For executive directors, the committee approves a balanced scorecard on an annual basis. The balanced

scorecard comprise of three sections, namely:

• key priorities

• top risks

• our pillars of sustainable value

The pillars of sustainable value are shared and drive the metrics in the STI performance scorecard, but the key

priorities are specific outcomes to be achieved by the individual executive director. These are therefore the

outcomes that drive the individual results. These key priorities are linked to the Group’s five strategic pillars.

The ratings of the executive directors are discussed and approved by the committee on an annual basis.

In the case of exceptional performance by an employee in achieving corporate milestones that add significant value to the Group,

Thungela may, in addition, approve discretionary cash bonuses of up to 25% of their annual basic salary. Such awards are not

applicable to executive directors or prescribed officers. These awards are managed within the approved annual financial limitations,

and payments are duly reported at the following committee meeting to uphold the required governance standards.

More details of the outcomes for the STI for the 2024 performance year and its impact on executive remuneration, and the

composition of the 2025 STI performance scorecard are provided in the implementation report.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

106 Integrated Annual Report for the year ended 31December 2024

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Long-term incentive

Thungela’s LTI plans have a time horizon of more than a

year and are divided into two categories: forfeitable and

conditional share awards. These awards are granted and

settled in ordinary shares for South African participants and

are granted in units and settled in cash for participants in

Australia and the UAE. All shares that are used in the

allocation and settlement of these awards are purchased in

the market to avoid shareholder dilution.

Forfeitable share awards

These are annual or ad-hoc awards of units or shares in

Thungela, the vesting of which will be determined by the

participant fulfilling the applicable employment condition.

Ifthe award is made in shares, then they are held by an

escrow agent on behalf of the participant until the vesting

date. These shares attract voting and dividend rights for the

period they are held in escrow but can only be traded once

they have vested. If the award is made in units, the

participant will receive a cash settlement equivalent to the

value of the dividends based on the number of units

allocated, when dividends are declared.

Thungela’s remuneration policy makes provision for three

types of forfeitable shares:

Deferred bonus shares

(DBS)

These make up a portion of the

employee’s annual STI.

Governance: remuneration policy

Sign-on shares

Used to compensate new

employees for remuneration

forfeited because of joining

Thungela.

Governance: remuneration policy and

sign-on award policy

Retention shares

Used in limited instances to retain

key talent below the Group

executive committee level.

Governance: remuneration policy and

retention award policy

All these awards vest in three equal tranches over a three-

year period.

Conditional share awards

Each year, we award units or shares in Thungela to eligible

participants, with the vesting contingent on continuous

employment over a three-year period and the achievement

of key performance conditions. These conditions are aimed

at delivering value for all stakeholders. Dividends paid on

the underlying units or shares are rolled up into the award

and are settled as dividend equivalent shares or cash on the

vesting date, if and to the extent the awards vest.

Maximum awards of conditional shares expressed as a

percentage of the annual basic salary of the participant are

as follows:

Chief executive

officer

Chief financial

officer

Prescribed

officers

200% 140% 120%

Each conditional share award has specific performance

conditions linked to it. The performance conditions consist of

four performance categories with the following weightings:

Performance category Weighting

Shareholders 25%

Financial 20%

Production sustainability 25%

ESG 30%

Performance conditions are measured over the three-year

performance period applicable to the specific conditional

share award. On the conclusion of the performance period,

the committee will determine the level of achievement related

to each performance condition.

For each performance condition, the following vesting rules apply:

• 0% will vest for performance below threshold

• 30% will vest for performance at threshold

• 60% will vest for performance at target

• 100% will vest for performance at stretch

Linear vesting will apply for performance between threshold

and target, and target and stretch.

The weighted average of the outcomes for each of the

performance conditions will determine the overall vesting

percentage of the award. Any portion of the award that

does not vest because of partial or non-fulfilment of the

performance conditions will immediately lapse and the

shares or units constituting that portion of the award will

consequently be forfeited.

The implementation report contains more information on the

performance outcomes achieved for the 2022 conditional

share awards, and the composition of the performance

conditions associated with the 2024 conditional share

awards.

05 OUR

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06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 107

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Remuneration mix scenarios

The graphs below illustrate the remuneration outcomes at

different levels of performance, with each element disclosed

as a percentage of annual basic salary.

The maximum award values for the annual cash and DBS

portions of the STI award and the conditional share award

are aligned with the policy percentages provided earlier.

The ‘on-target’ values are determined as 60% of the

maximum for both the STI and the LTI awards. The LTI value

excludes share price movements and is disclosed based on

the award value for the current year, multiplied by the

applicable vesting percentage.

100 100 100

95

57

48

29

200

120

Basic salary STI cash STI DBS

LTI

Maximum On-target Minimum

100 100 100

40

48

80

24

140

84

Basic salary STI cash STI DBS

LTI

Maximum On-target Minimum

100 100 100

80

48

40

24

120

72

Basic salary STI cash STI DBS

LTI

Maximum On-target Minimum

Total remuneration benchmarking

The committee, in collaboration with management and our

advisors, conducts an annual total remuneration

benchmarking analysis to ensure alignment with and

facilitation of the Group’s strategy. This review includes a

comprehensive analysis of all remuneration elements

including fixed remuneration, STIs and LTIs for the executive

directors and prescribed officers. These elements are

benchmarked against an appropriate comparator group and

external survey data that is representative of the Group’s size

and complexity.

We utilise the services of reputable benchmarking survey

providers, such as RemChannel and Mercer, to provide

points of comparison for determining external equity within

our remuneration environment. Macroeconomic factors, such

as the prevailing CPI, are taken into consideration when

comparing remuneration to the external market, and external

remuneration survey information is adjusted to consider both

the assumed movement in salaries and the time that has

elapsed between the date of the survey and the date when

the analysis was performed.

We also use this data in conjunction with external

benchmarks from the mining industry to develop pay bands

and incentive plans, as well as for reviewing the Group's

employee benefits.

To benchmark the remuneration of our executive directors

and prescribed officers, we compare them against a select

peer group of companies currently comprised of eight JSE-

listed mining companies with primarily South African resident

executives.

External remuneration comparator group

African Rainbow Minerals Limited

DRD Gold Limited

Exxaro Resources Limited

Harmony Gold Mining Co Limited

Northam Platinum Limited

Pan African Resources plc

Royal Bafokeng Platinum Limited

Tharisa plc

THUNGELA INTEGRATED

ANNUAL REPORT 2024

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AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

108 Integrated Annual Report for the year ended 31December 2024

Chief executive officer (%)

Chief financial officer (%)

Prescribed officers (%)

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CHANGE OF CONTROL PROVISIONS AND THEIR IMPACT ON SHARE PLANS

In the case of a change of control, a portion of all outstanding awards vest early, on a time pro-rated basis, and adjusted to

reflect the impact of applicable performance conditions. The balance of the awards will continue in force, based on the

original conditions, unless this is not feasible. In this case, they will be exchanged for replacement awards with similar

conditions and a similar fair value on the transaction date.

In the case of changes in capital structure, including rights offers, distributions of capital, share splits and consolidations, then

all outstanding awards must be adjusted so that the participants are no worse off than before the transaction. The

determination and verification that participants are no worse off will be performed by an independent expert.

MALUS AND CLAWBACK PROVISIONS

The malus and clawback provisions allow the board, following the recommendation of the committee, to apply its discretion

to reduce or claw back any incentive award (in whole or in part) to ensure that the incentive outcomes are fair, appropriate,

and correctly reflect business performance. This discretion can be applied in the case where certain trigger events have

occurred.

Malus is the ability of the Group to reduce unvested or unpaid awards before the end of the vesting period or prior to

payment. It can be enacted for the following periods related to each type of award:

STI cash STI DBS LTI conditional share award

From the end of the performance period

to the STI payment date.

During the period prior to the vesting of

the DBS awards.

During the performance period covered

by the award (pre-vesting).

Clawback is the ability of the Group to recoup, in full or in part, the value of vested shares for payments for the duration of

the clawback period. It can be enacted for the following periods related to each type of award:

STI cash STI DBS LTI conditional share award

Three years from the STI payment date. Three years from the vesting of each

tranche of the DBS awards.

Three years from the vesting date.

The malus and clawback provisions may be implemented based on various trigger events, including:

• any error that had a material impact on the calculation of the incentive award;

• material misstatements of Group results and performance measures that result in the incorrect or inappropriate

determination of incentive award values;

• gross misconduct or behaviour by the participant that brings the Group into disrepute;

• material failings in risk management, especially in the case of events affecting the safety or health of employees, the

environment, and/or communities;

• a participant deliberately misleading the Group, market or Group’s shareholders regarding the financial performance or

position of the Group; and

• actions by the participant that amount to poor performance.

05 OUR

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AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 109

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EXECUTIVE DIRECTORS’ AND PRESCRIBED

OFFICERS’ TERMS OF EMPLOYMENT

Minimum shareholding requirements

Executive directors and prescribed officers are required to

accumulate and hold a predetermined and market-aligned

minimum shareholding. The MSR must be accumulated from

personal investment shares and committed shares from the

vested forfeitable and conditional shares.

They are required to accumulate and hold an appropriate

percentage of their vested share incentive awards to meet

the target. The extent to which targets have been met is

calculated by multiplying the market value of a share in

Thungela by the number of applicable MSR shares held and

expressing this as a percentage of their annual total

guaranteed package at the time. Market value is determined

as the 20-day volume-weighted average price (VWAP)

immediately prior to the date on which a determination is

made of the level of MSR achievement.

MSR target holdings per executive director or prescribed officer

are as follows:

• 200% for the chief executive officer

• 150% for the chief financial officer

• 100% for prescribed officers

Current members of the Group executive committee are

required to build up the target shareholding over five years,

starting from 7 June 2021, the date of listing. Executive

directors or prescribed officers who have been appointed post

the listing date would be required to build up the target

shareholding over five years, following the date of their

appointment as an executive director or prescribed officer.

Contractual commitments

All executive directors and prescribed officers have

permanent employment contracts with Thungela or its

subsidiaries. These contracts prescribe a notice period of

sixmonths for executive directors and three months for

prescribed officers. Executive directors and prescribed

officers are subject to a restraint-of-trade period of six months

from the date of termination of their contract.

External appointments

Executive directors and prescribed officers are not permitted

to hold external directorships or offices without the

applicable written approval. For the executive directors

approval is governed by the committee, while for prescribed

officers the approval lies with the chief executive officer.

Based on the relevant approval being received, the Group's

policy on internal and external directorships stipulates the

following:

• The executive director or prescribed officer may only

retain fees payable from one external directorship. Fees

for internal directorships or offices may never be retained

and must be ceded to Thungela.

• The external appointments may not interfere with the

executive director’s or prescribed officer’s duties and

obligations to Thungela.

Sign-on awards

Sign-on awards compensate newly appointed executive

directors or prescribed officers for the loss of forfeited

awards from their previous employer. These awards will

either be in cash or shares, or a combination of the two,

depending on the vesting period of the forfeited awards.

Cash sign-on awards are made with the stipulation that

should the employee leave the Group as a fault or bad

leaver during a stipulated period, they would need to repay

the award on a pro-rated basis. Sign-on awards made in

shares are made as forfeitable shares in Thungela and vest

in three equal tranches over a three-year period, starting on

the first anniversary of the executive director’s or prescribed

officer's appointment date with the Group.

Severance payments

There are no predetermined severance payment

arrangements for any employee. Local legislation, market

practice and, where applicable, agreements with

recognised trade unions will determine whether severance

payments are due and how the amount should be

calculated.

Post-retirement medical aid benefits

The post-retirement medical aid subsidy is a benefit that

provides qualifying Thungela retirees with the continuation of

50% contributions from the Company to the Witbank

Coalfields Medical Aid Scheme (WCMAS).

Eligibility for the subsidy is limited to employees who were

permanently employed by Thungela and a member of the

WCMAS prior to 1 January 2002. In addition, employees

need to be permanently employed and active members of

the fund at the time of their retirement or death.

One prescribed officer, Leslie Martin, is eligible for this

benefit.

Termination benefits

There are no contractual obligations to effect payment on

termination, other than in respect of payments required under

applicable local legislation or Group policy. The STIs and

LTIs will be dealt with based on the nature of the termination

and at the committee's discretion.

The committee makes the decision regarding the treatment of

any mutual separation agreements.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

110 Integrated Annual Report for the year ended 31December 2024

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Short-term incentives

STI cash

No fault/good leaver termination

Death, retirement, disability, dismissal

for operational reasons

STI cash payments will be pro-rated for

the year and paid on termination.

Fault/bad leaver termination

Resignation, dismissal Not eligible for any STI cash for the

period of the performance year

employed.

Long-term incentives

Deferred bonus shares Conditional shares

No fault/good leaver termination

Death, normal retirement and early

retirement at the Company's request,

disability, dismissal for operational

reasons

DBS awards will be accelerated to the

termination date.

Awards will be accelerated but will be

pro-rated to reflect the time served of the

applicable vesting period and the

committee’s estimate of the level of

achievement of performance conditions.

Fault/bad leaver termination

Resignation, dismissal, early retirement

at the employee's request

Any unvested DBS awards will

immediately be forfeited.

The right to receive any shares awards

will immediately be forfeited.

NON-EXECUTIVE DIRECTORS’ FEES

Principle

The fees for non-executive directors are intended to reflect

the responsibility, experience, time requirement and risk

taken by directors in a growing, multinational coal company

like Thungela. The fees are reviewed annually to ensure that

they remain appropriate.

Basis of pay

Fees paid to non-executive directors are based on an annual

retainer for board and board committee roles, excluding ad-

hoc meeting fees depending on the requirements. The board

chairman and the lead independent director's fees are

determined on an ‘all-inclusive’ basis and additional fees are

not paid for board committee membership. The other non-

executive directors receive fees for their board roles in

addition to the fees for their roles as chairpersons or

members of board committees. If there is a change of

committee membership for a non-executive director, the

appropriate amended monthly fee will be paid on a

pro-rated basis.

Non-executive directors do not participate in any STI or LTI

arrangements and do not receive any fees linked to their

level of performance. They are reimbursed for incidental

travel or business expenses incurred as part of the execution

of their duties.

Service contracts

Non-executive directors are not employed by the Group and

are expected to disclose any conflicts of interest prior toand

during their tenure. If any conflict identified is considered to

impact their independence, they will not participate in any

decision that is affected by this conflict.

Benchmarking

For the benchmarking of non-executive directors' fees, we

make use of the same comparator group as for executive

directors and prescribed officers.

The current fee policy, details of actual fees paid per

non-executive director, and the fees proposed for 2025 are

included in the implementation report. The proposed fees

will be included in the Notice of the AGM for shareholder

approval by a special resolution at the AGM on

5June2025.

NON-BINDING ADVISORY VOTE ON

REMUNERATION POLICY

The remuneration policy, as described in section 2 of the

remuneration report, is subject to a non-binding advisory

vote by shareholders at the AGM. If more than 25% (of

those shareholders voting) vote against the policy, the

committee will consult with dissenting shareholders to

determine the reasons for their objections. Any such

concerns will be considered by the committee when

assessing changes for the subsequent year. A summary of

the concerns and the committee's response thereto will be

included in the following year’s remuneration report.

05 OUR

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06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 111

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#### SECTION 3: IMPLEMENTATION REPORT

INTRODUCTION

The committee is satisfied that the implementation of the remuneration policy has been carefully considered, to ensure that the

remuneration outcomes of the executive directors and prescribed officers align with the execution of our strategic objectives

and the creation and preservation of value for all our stakeholders. The disclosures in the implementation report highlight how

we continue to deliver on our promises to stakeholders and how the decisions by the committee have translated into the

remuneration outcomes of the executive directors, prescribed officers, and non-executive directors. There were no deviations

from the Thungela remuneration policy in 2024.

BASIC SALARY

Basic salary increases are based on market insights and benchmarking from Bowmans, RemChannel and Mercer, supported

by an analysis of the historical and forecasted CPI environment for the individual countries and regions of operation. Based

on the outcomes of the analysis performed, the committee approved the following increases:

South Africa Australia United Arab Emirates

5.0% increase on total

guaranteed package for

executive directors,

prescribed officers, and

management employees,

which equated to a 5.5%

increase on basic salary

effective 1 January 2025.

Increases for bargaining unit

employees are affected in the

middle of the calendar year,

and for 2025 these will

depend on the outcome of

the wage negotiation

process.

3.5% increase on basic

salary for management

employees effective

1 January 2025.

2.3% increase on basic

salary for management

employees effective

1 January 2025.

The figures below provide a comparative view of increases between executive, management, and bargaining unit employees

against CPI for South Africa, Australia, and the UAE.

Basic salary adjustments

South Africa

1

Australia

1

UAE

1

6.5

7.5

7.0 7.0

0.0

3.5

4.5

6.0

5.5 5.5

3.5

4.5

6.0

5.5

5.5

4.5

7.0

6.0

4.8

4.7

2021

2022

2023 2024 2025

3.5

3.3 3.3

2024 2025

2.3

2.3

2.5

2024 2025

Bargaining unit Management Executives CPI

1

For 2025, management and executive increases are as approved by the committee and the CPI forecast as per the International Monetary Fund (IMF).

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

112 Integrated Annual Report for the year ended 31December 2024

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Based on the outcome of the job evaluation process in 2023, the external reward advisory service provider completed a

remuneration benchmarking analysis for the Group’s executive committee. The evaluation identified that four of the prescribed

officers were lagging in the market in relation to their total guaranteed package by between 10% and 15%. Based on the

outcome of the analysis, the committee approved additional adjustments to their total guaranteed packages over a two-year

period. The second tranche of these adjustments were implemented as of 1 January 2025:

Bernard Dalton Executive head of marketing 2.5%

Lesego Mataboge Executive head of human resources 3.5%

Mpumi Sithole Executive head of corporate affairs 3.5%

Carina Venter Executive head of safety, health and environment 3.5%

The first tranche of the adjustment for Deon Smith, the chief financial officer, of a 6.5% increase on his total guaranteed

package was also implemented as of 1 January 2025.

No other adjustments were made to the basic salaries for executive directors or prescribed officers during 2024.

SHORT-TERM INCENTIVES

As indicated in section 2 of the report, we have not made any changes to the STI calculation during 2024.

2024 Short-term incentive outcomes

Business results

As part of the determination of the performance outcomes for 2024, the committee considered different non-controllable

external factors when deciding on the appropriateness of the outcomes of the STI. A process was followed to normalise the

non-controllable external factors, which was independently reviewed and approved by the committee to ensure that the

outcomes are reflective of Thungela’s actual performance.

The table below outlines the four performance categories, which comprise the business results (70%) component of the STI

with the proportional weighting thereof. It further includes the outcome of the business results when compared to the weighting

for each measure.

Business results performance

Performance category Metric | Measure

Weighting

(%) Result %

Safety and health

10%

TRCFR - South Africa 5

100

TRCFR - Australia 2.5

100

HIV % treatment 2.5

99

ESG

10%

Level 4 – 5

environmental incidents

2.5 100

Energy intensity 2.5

100

Inclusive procurement 2.5

100

Inclusion and diversity 2.5

85

Production

30%

Export saleable production 20

100

FOB cost per export tonne 10

100

Finance

20%

Adjusted EBITDA

△

10 79

Adjusted operating free

cash flow

△

10 100

Total 70

96

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AND RESERVES

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INFORMATION

Integrated Annual Report for the year ended 31December 2024 113

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Individual results for the executive directors

The remaining portion of the STI (30%) is determined by individual results for each executive director and prescribed officer.

For the executive directors, the committee approves a balanced scorecard which contain key individual priorities for the year.

These key priorities are linked to the Group’s strategic pillars and are focused on the role of each executive director in the

execution of the strategy.

The following tables provide a description of the performance in 2024 for each executive director against their key priorities,

by strategic pillar.

July Ndlovu – chief executive officer

Individual deliverable category

Weighting

(%) Performance description

Level of

achievement

Safety

5

In 2024, our intentional focus on the elimination of

fatalities has led to us operating fatality free for the

22 months up to 31 December 2024. We have also

achieved our lowest ever TRCFR in South Africa and a

significant reduction in Australia. This was supported by

implementing an independent verification of our critical

controls across the business, which has driven the delivery

of various action plans.

Drive

our ESG aspirations

5

In 2023, we reported on our target to achieve our

pathway to net zero by 2050. We have continued to

explore various opportunities and this included the design

of renewable energy projects to support operational

energy needs. In South Africa, we have initiated an

education programme supporting schools in our areas of

operation and a passive rehabilitation programme through

the planting of trees across our operations.

Maximise

the full potential of

existing assets

9

Ensham delivered 4.1Mt of export saleable production in

2024, a step-up of 52% from the annualised run rate when

we took operational control of the business. In South

Africa, export saleable production grew 11% year-on-year

and we exceed production guidance. The Elders and

Zibulo North Shaft projects remain on schedule and within

budget.

Create

future diversification

options

6

Two approved commercial transactions were successfully

completed in 2024. Thungela Marketing International has

also been fully established and has delivered a higher-than-

expected value uplift. The pipeline of potential merger and

acquisition targets has continued to evolve in partnership

with the board.

Optimise

capital allocation

5

Our disciplined approach to capital allocation drives our

ability to maintain the required levels of liquidity to grow

the business. We have been able to derive significant

value from the successful implementation of various

financial instruments.

Overall performance

30

Above stretch target Target exceeded Target met Target not met Below minimum threshold

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

114 Integrated Annual Report for the year ended 31December 2024

![]()

Deon Smith – chief financial officer

Individual deliverable category

Weighting

(%) Performance description

Level of

achievement

Safety

2

In 2024, our intentional focus on the elimination of

fatalities has led to us operating fatality free for the

22months up to 31 December 2024. We have also

achieved our lowest ever TRCFR in South Africa and a

significant reduction in Australia. The chief financial officer

continues to own and execute the strategies associated

with group risk mitigation.

Drive

our ESG aspirations

3

Implementation of the approach for determining the

commercial value of the Group's ESG commitments.

Continuous improvement in the Group's governance

framework.

Maximise

the full potential of

existing assets

10

Completed the identification of various resource

development opportunities at Ensham. The business has

also delivered productivity improvements at all our

operations, supported by the programmes put in place to

manage operational costs. The Elders and Zibulo North

Shaft projects remain on schedule and within budget.

Create

future diversification

options

10

Executive owner of this strategic pillar. Drove the successful

delivery of two commercial transactions during 2024 in

line with the approved merger and acquisition strategy.

This included the sale of our stake in RMC and the

acquisition of the remaining 15% of Ensham. Ensured the

effective evolution of our potential merger and acquisitions

pipeline.

Optimise

capital allocation

5

Drove the capital allocation approach that enhances our

ability to maintain the required levels of liquidity to grow

the business. Secured extension of short-term facilities that

were negotiated in 2023. Managed the design and

implementation of financial instruments that have yielded

significant value. These instruments make use of our ability

to effectively manage our production and marketing

approaches to deliver value.

Overall performance

30

Above stretch target Target exceeded Target met Target not met Below minimum threshold

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 115

![]()

2024 STI performance outcomes for the executive directors

The performance outcomes for the executive directors in 2024, compared to minimum, on-target and stretch remuneration

levels, as well as the performance in 2023 and 2022 are illustrated below:

Chief executive officer (%) Chief financial officer (%)

100 100 100 100 100 100

57

95

86

73

70

29

48

43

37

36

100 100 100 100 100 100

48

80

72

61

64

24

40

36

31

32

Minimum

On-target

Maximum

Actual

performance

2024

Actual

performance

2023

Actual

performance

2022

Minimum

On-target

Maximum

Actual

performance

2024

Actual

performance

2023

Actual

performance

2022

Basic salary

STI cash

STI DBS

Basic salary

STI cash

STI DBS

2025 Short-term incentive performance scorecard

The STI performance scorecard for 2025 was proposed by the chief executive officer and approved by the committee. The

details associated with the measures and targets for each of the four performance categories are outlined below:

Performance category Performance area

Weighting

(%) Performance measure Threshold On-target Stretch

Safety and

health

10%

TFCFR – South Africa 5 5% improvement on

average of the previous

three years

1.27 1.23 1.14

TFCFR – Australia 2.5 20% improvement year-

on- year

10.89 10.57 9.83

HIV and treatment –

South Africa

2.5 % of employees who

know their HIV status

88.35 95 97.85

ESG

10%

Level 4–5 environmental

incidents

2.5 Number of incidents 1 0 0

Energy intensity 2.5 % annual improvement

against 2025 target

1.86 2 2.06

Inclusive procurement –

South Africa

2.5 % of addressable spend 18.6 20 20.6

Inclusion and diversity –

South Africa

2.5 % HDP in management 73.9 76.2 78.4

Production

30%

Export saleable

production

20 Amount of export

saleable production (Mt)

15.81 17 17.51

FOB cost per export

tonne

△

10 FOB cost per export

tonne

△

(Rand/tonne)

1,408.12 1,316 1,276.52

Finance

20%

Adjusted EBITDA

△

10 Adjusted EBITDA

△

(Rand million)

3,657.48 4,204 4,498.28

Adjusted operating free

cash flow

△

10 Adjusted operating free

cash flow

△

(Rand million)

797.79 917 981.19

Total 70

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

116 Integrated Annual Report for the year ended 31December 2024

LONG-TERM INCENTIVES

2022 Conditional share award vesting

The vesting of conditional share awards is based on achieving stretch performance conditions, measured over a three-year

period. The performance period for the 2022 conditional share award, which was allocated in March 2022, was from

1 January 2022 to 31 December 2024.

The table below highlights the performance outcomes achieved for the 2022 award. This award vested in March 2025, at

the end of the three-year vesting period.

Performance outcomes

Performance

category Performance area

Weighting

(%) Description

Weighted

achievement

(%)

Shareholders

25%

Relative TSR (local) 7.5

The stretch target for the relative TSR

performance condition related to local peers

was achieved

7.5

Relative TSR (global) 7.5

The stretch target for the relative TSR

performance condition related to global peers

was achieved

7.5

Dividend yield 10

The stretch target in relation to relative dividend

yield performance condition was achieved

10

Financial

20%

Cash margin per export

saleable tonne

20

The stretch target for the cash margin per export

saleable tonne improvement performance

measure was achieved

20

Production

sustainability

25%

Life of business 15

The stretch target for the resource to reserve

conversion measure was achieved

15

Life capital intensity 10

The stretch target for the capex per attributable

export saleable tonne measure was achieved

10

ESG

30%

Carbon emissions 10

The stretch measure related to the reduction on

GHG emissions from a 2016 baseline was

achieved

10

Fresh water import 2.5

The stretch target related to the reduction in

freshwater import measure was achieved

2.5

Potable water usage 2.5

The stretch target related to the reduction in

potable water usage measure was achieved

2.5

Water treatment 2.5

The target for the water treatment measure was

achieved, but not the stretch target

1.9

Water reuse/recycle 2.5

The stretch target for the water reuse/recycle

measure was achieved

2.5

Inclusion and diversity 10

The stretch target for the HDP representation in

middle management measure was achieved

10

Total 100 99.4

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024   117

![]()

LONG-TERM INCENTIVES

2022 Conditional share award vesting

The vesting of conditional share awards is based on achieving stretch performance conditions, measured over a three-year

period. The performance period for the 2022 conditional share award, which was allocated in March 2022, was from

1 January 2022 to 31 December 2024.

The table below highlights the performance outcomes achieved for the 2022 award. This award vested in March 2025, at

the end of the three-year vesting period.

Performance outcomes

Performance

category Performance area

Weighting

(%) Description

Weighted

achievement

(%)

Shareholders

25%

Relative TSR (local) 7.5

The stretch target for the relative TSR

performance condition related to local peers

was achieved

7.5

Relative TSR (global) 7.5

The stretch target for the relative TSR

performance condition related to global peers

was achieved

7.5

Dividend yield 10

The stretch target in relation to relative dividend

yield performance condition was achieved

10

Financial

20%

Cash margin per export

saleable tonne

20

The stretch target for the cash margin per export

saleable tonne improvement performance

measure was achieved

20

Production

sustainability

25%

Life of business 15

The stretch target for the resource to reserve

conversion measure was achieved

15

Life capital intensity 10

The stretch target for the capex per attributable

export saleable tonne measure was achieved

10

ESG

30%

Carbon emissions 10

The stretch measure related to the reduction on

GHG emissions from a 2016 baseline was

achieved

10

Fresh water import 2.5

The stretch target related to the reduction in

freshwater import measure was achieved

2.5

Potable water usage 2.5

The stretch target related to the reduction in

potable water usage measure was achieved

2.5

Water treatment 2.5

The target for the water treatment measure was

achieved, but not the stretch target

1.9

Water reuse/recycle 2.5

The stretch target for the water reuse/recycle

measure was achieved

2.5

Inclusion and diversity 10

The stretch target for the HDP representation in

middle management measure was achieved

10

Total 100 99.4

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 117

![]()

2024 Conditional share award allocation

The 2024 conditional share award was made in May 2024, and will be measured over the period from 1 January 2024 to

31 December 2027. Our executive directors will have an additional two-year holding period following the conclusion of the

three-year vesting period.

The performance conditions for this award were changed to reflect our pathway to net zero and our new global footprint.

This meant that our focus on carbon intensity shifted to focus on the implementation of renewable energy, while our inclusion

and diversity metrics were split to reflect both a South African target related to HDP representation and a global target for

female representation in middle management and above positions.

Performance conditions

Performance

category Performance area

Weighting

(%) Performance measure Threshold On-target Stretch

Shareholders

25%

Relative local TSR 12.5

Performance against index return

of local competitors

Index

return

Index

return +

3% p.a.

Index

return +

6% p.a.

Relative global TSR  12.5

Performance against index return

of global competitors

Index

return

Index

return +

3% p.a.

Index

return +

6% p.a.

Financial

20%

Cash margin per

export saleable

tonne

20

% change in cash margin from

2023 base (price and foreign

exchange neutral)

(3)% —% 3%

Production

sustainability

25%

Life of business 15

% life extended because of

resource to reserve conversion

(additional LOM saleable

tonnes/base LOM saleable

tonnes) (adjusted for reserve

depletion)

—% 10% 20%

Life extension

capital intensity

10

Capex per incremental saleable

tonne from life extension projects

relative to most recent projects

(Mafube and Navigation

weighted) (relative %)

(3)% —% 5%

ESG

30%

Renewable energy

implementation

10

MW of renewable energy

implemented

17 19 20

Fresh water import 2.5 ML reduction 123 137 151

Potable water

usage

2.5 ML reduction 249 269 296

Water treatment 2.5 % change against a 40% target (5)% —% 5%

Water reuse/

recycle

2.5 % change against a 75% target (8)% —% 5%

Inclusion and

diversity

5

% HDP representation in middle

management and above against

a 70% target (South Africa only)

(3)% —% 5%

5

% female representation in middle

management and above, against

a 25% target (global)

(3)% —% 5%

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

118 Integrated Annual Report for the year ended 31December 2024

![]()

The TSR peer groups for the local and global metrics are outlined below:

Local TSR peer group Global TSR peer group

Salungano Group Limited

Exxaro Resources Limited (excluding earnings and dividend

per share from iron ore)

Arch Resources Inc

New Hope Corp Limited

Peabody Energy Corp

Whitehaven Coal Limited

Yankuang Energy Group Company Limited

Banpu Power Public Company Limited

PT Adaro Energy Tbk

The committee is cognisant that the number of companies within our local relative TSR peer group has declined over the last

three years. Given the risk that this poses to the integrity of a critical shareholder performance area, we have concluded an

investigation to consider alternatives that could effectively measure the creation of shareholder value for the 2025 award.

Theoutcome is the replacement of the local relative TSR metric with an absolute TSR metric measured on Group performance

against its cost of equity.

The committee have also taken the opportunity to review the global relative TSR peer group and have concluded that it

remains a valid comparator group for the conditional share awards. No changes have therefore been made to the global

relative TSR peer group.

REMUNERATION OUTCOMES FOR OUR EXECUTIVE DIRECTORS AND PRESCRIBED OFFICERS

The disclosures that follow set out the details of the 2024 remuneration outcomes for the executive directors and prescribed

officers of Thungela. The disclosures cover the following three components:

Total single figure of

remuneration

The schedules are aligned with the total single figure (TSF) remuneration disclosure

requirements of King IV and set out the total remuneration for the years ended

31December 2024 and 31 December 2023.

Statement of unvested

awards and cash flows

The schedules of unvested awards and cash flows are aligned with King IV disclosure

requirements, which state that the value of awards at year-end represents the fair value of

shares. The value on settlement represents the cash value of all awards that were settled

during 2024.

Minimum shareholding

requirements

The MSR achievement tables outline the percentage fulfilment target MSR as at

31December 2024.

King IV recommends that the implementation report should contain details of payments made due to the termination of

employment of executive directors or prescribed officers. During 2024, no such termination payments have been made.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 119

![]()

Remuneration outcomes for July Ndlovu – chief executive officer

Schedule of total single figure of remuneration

Rand thousand

2024

2023

Basic salary

8,578

8,131

Retirement and benefits

1

1,348

1,276

Other

2

29

81

Fixed remuneration 9,955

9,488

STI cash

3,4

7,456

5,924

STI DBS

5,6

3,767

2,993

LTIP restricted

7

38,607

—

Total variable remuneration on current policy 49,830

8,917

Thungela retention and milestone awards

8

—

58,704

Total Anglo American policy and demerger —

58,704

Total remuneration

59,785

77,109

1

Retirement and benefits include pension fund contributions, medical aid contributions and recurring cash allowances.

2

Other payments such as Unemployment Insurance Fund (UIF), leave encashments and long service awards.

3

Thungela cash component of the STI, which is attributable to the 2024 financial year, to be paid in the 2025 financial year.

4

Thungela cash component of the STI, which is attributable to the 2023 financial year, but paid in the 2024 financial year.

5

Thungela deferred bonus component of the STI, which is attributable to the 2024 financial year to be awarded in the 2025 financial year.

6

Thungela deferred bonus component of the STI, which is attributable to the 2023 financial year but awarded in the 2024 financial year.

7

Thungela 2021 LTIP awards granted to executive directors on 16 November 2021. The performance was measured on 16 November 2024 andthe awards were

therefore reflected in the final year of the performance period. The awards to the executive directors are subject to a furthertwo-year holding period before they may be

disposed of.

8

Thungela milestone awards were granted on 11 November 2021. The final tranche of this award vested in full on 4 June 2023 based on the achievement of the

employment condition.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

120 Integrated Annual Report for the year ended 31December 2024

![]()

Statement of unvested awards and cash flows for the 2024 financial year

Award

price

(Rand/

share)

Share Movements

Award type

Award

date

Vesting

date

Cash value

on settlement

(Rand)

Year-end

fair value

3

(Rand)Opening Granted

1

Forfeited Committed

2

Vested Closing

Conditional shares

4

LTIP 2021 16-Nov-21 16-Nov-24 36.34

347,425 35,115 (79,951) (302,589) — — — —

LTIP 2022 07-Mar-22 07-Mar-25 135.54

97,352 9,840 — — — 107,192 — 8,350,686

LTIP 2023 26-Apr-23 26-Apr-26 164.06

52,867 5,345 — — — 58,212 — 4,534,948

LTIP 2024 24-May-24 24-May-27 120.63

— 72,435 — — — 72,435 — 5,642,976

Forfeitable shares – Deferred bonus shares

5

DBS 2022 (2) 22-Mar-22 22-Mar-24 159.72

5,306 — — — (5,306) — 646,433 —

DBS 2022 (3) 22-Mar-22 22-Mar-25 159.72

5,307 — — — — 5,307 — 689,061

DBS 2023 (1) 27-Mar-23 27-Mar-24 195.56

4,663 — — — (4,663) — 568,096 —

DBS 2023 (2) 27-Mar-23 27-Mar-25 195.56

4,663 — — — — 4,663 — 605,444

DBS 2023 (2) 27-Mar-23 27-Mar-26 195.56

4,663 — — — — 4,663 — 605,444

DBS 2024 (1) 18-Mar-24 18-Mar-25 116.55

— 8,561 — — — 8,561 — 1,111,560

DBS 2024 (2) 18-Mar-24 18-Mar-26 116.55

— 8,561 — — — 8,561 — 1,111,560

DBS 2024 (3) 18-Mar-24 18-Mar-27 116.55

— 8,562 — — — 8,562 — 1,111,690

522,246 148,419 (79,951) (302,589) (9,969) 278,156 1,214,529 23,763,369

Vested awards committed to MSR

2

Held 2021 LTIP award

— — — 302,589 — 302,589 — 39,288,156

1

The LTIP awards granted include a total of 51,625 shares, which were added to the LTIP awards as dividend equivalent share awards granted related to the dividends

paid by Thungela in the year ended 31 December 2024.

2

Committed shares are restricted shares that have either been committed under the MSR policy or are held as per the rules of the conditional share awards for an additional

holding period.

3

The 30-day VWAP for determining the fair value of unvested awards on 31 December 2024 is R129.84 per share.

4

Conditional shares were granted under our remuneration policy. Conditional shares were calculated at a vesting rate of 60% which is the ‘on target’ percentage as stated

in section 2 of this remuneration report.

5

Deferred bonus shares are forfeitable shares that are granted under our remuneration policy as part of our annual STI process.

Minimum shareholding requirements as at 31 December 2024

MSR fulfilment date

1

2026

Number of MSR shares

2

556,233

Market value of MSR shares

3

(R’000)

71,537

Total annual guaranteed package

4

(R’000)

9,926

MSR target holdings based on time elapsed (%)

120

Achieved MSR target holdings

5

(%)   721

1

The MSR fulfilment date is the financial year by which the executive is required to meet 100% of the MSR requirements.

2

The number of MSR shares is comprised of all personal investment shares, excluding shares subject to a hedging arrangement, and committed shares under the MSR

policy. This excludes any unvested shares under the STI DBS and LTIP plans.

3

The 20-day VWAP for determining the market value of the MSR shares on 31 December 2024 is R128.61 per share.

4

Total annual guaranteed package is comprised of the basic salary and retirement and benefits components on the schedule of TSF remuneration.

5

The fulfilment percentage is the value of the MSR shares divided by the executive’s annual total guaranteed package as at 31 December 2024.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 121

![]()

Remuneration outcomes for Deon Smith – chief financial officer

Schedule of total single figure of remuneration

Rand thousand

2024

2023

Basic salary

5,539

5,251

Retirement and benefits

1

896

848

Other

2

25

37

Fixed remuneration 6,460

6,136

STI cash

3,4

4,055

3,222

STI DBS

5,6

2,027

1,611

LTIP restricted

7

16,185

—

Total variable remuneration on current policy 22,267

4,833

Thungela retention and milestone awards

8

—

29,352

Total Anglo American policy and demerger —

29,352

Total remuneration

28,727

40,321

1

Retirement and benefits include pension fund contributions, medical aid contributions and recurring cash allowances.

2

Other payments such as UIF, leave encashments and long service awards.

3

Thungela cash component of the STI, which is attributable to the 2024 financial year, to be paid in the 2025 financial year.

4

Thungela cash component of the STI, which is attributable to the 2023 financial year, but paid in the 2024 financial year.

5

Thungela deferred bonus component of the STI, which is attributable to the 2024 financial year to be awarded in the 2025 financial year.

6

Thungela deferred bonus component of the STI, which is attributable to the 2023 financial year but awarded in the 2024 financial year.

7

Thungela 2021 LTIP awards granted to executive directors on 16 November 2021. The performance was measured on 16 November 2024 andthe awards were

therefore reflected in the final year of the performance period. The awards to the executive directors are subject to a furthertwo-year holding period before they may be

disposed of.

8

Thungela milestone awards were granted on 11 November 2021. The final tranche of this award vested in full on 4 June 2023 based on the achievement of the

employment condition.

Statement of unvested awards and cash flows for the 2024 financial year

Award

price

(Rand/

share)

Share movements

Award type

Award

date

Vesting

date

Cash value

on settlement

(Rand)

Year-end

fair value

3

(Rand)Opening Granted

1

Forfeited Committed

2

Vested Closing

Conditional shares

4

LTIP 2021 16-Nov-21 16-Nov-24 36.34

145,650 14,721 (33,518) (126,853) — — — —

LTIP 2022 07-Mar-22 07-Mar-25 135.54

50,294 5,083 — — — 55,377 — 4,314,090

LTIP 2023 26-Apr-23 26-Apr-26 164.06

27,312 2,761 — — — 30,073 — 2,342,807

LTIP 2024 24-May-24 24-May-27 120.63

— 37,420 — — — 37,420 — 2,915,168

Forfeitable shares – Deferred bonus shares

5

DBS 2022 (2) 22-Mar-22 22-Mar-24 159.72

2,647 — — — (2,647) — 322,485 —

DBS 2022 (3) 22-Mar-22 22-Mar-25 159.72

2,647 — — — — 2,647 — 343,686

DBS 2023 (1) 27-Mar-23 27-Mar-24 195.56

2,712 — — — (2,712) — 330,404 —

DBS 2023 (2) 27-Mar-23 27-Mar-25 195.56

2,712 — — — — 2,712 — 352,126

DBS 2023 (3) 27-Mar-23 27-Mar-26 195.56

2,712 — — — — 2,712 — 352,126

DBS 2024 (1) 18-Mar-24 18-Mar-25 116.55

— 4,607 — — — 4,607 — 598,173

DBS 2024 (2) 18-Mar-24 18-Mar-26 116.55

— 4,607 — — — 4,607 — 598,173

DBS 2024 (3) 18-Mar-24 18-Mar-27 116.55

— 4,608 — — — 4,608 — 598,303

236,686 73,807 (33,518) (126,853) (5,359) 144,763 652,889 12,414,652

Vested awards committed to MSR

2

Held 2021 LTIP award

— — — 126,853 — 126,853 — 16,470,594

1

The LTIP awards granted include a total of 23,249 shares, which were shares added to the LTIP awards as dividend equivalent share awards granted related to the

dividends paid by Thungela in the year ended 31 December 2024.

2

Committed shares are restricted shares that have either been committed under the MSR policy or are held as per the rules of the conditional share awards for an additional

holding period.

3

The 30-day VWAP for determining the fair value of unvested awards on 31 December 2024 is R129.84 per share.

4

Conditional shares were granted under our remuneration policy. Conditional shares were calculated at a vesting rate of 60% which is the ‘on target’ percentage as stated

in section 2 of this remuneration report.

5

Deferred bonus shares are forfeitable shares that are granted under our remuneration policy as part of our annual STI process.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

122 Integrated Annual Report for the year ended 31December 2024

![]()

Minimum shareholding requirements as at 31 December 2024

MSR fulfilment date

1

2026

Number of MSR shares

2

197,237

Market value of MSR shares

3

(R'000) 25,367

Total annual guaranteed package

4

(R’000)   6,435

MSR target holdings based on time elapsed (%)  90

Achieved MSR target holdings

5

(%) 394

1

The MSR fulfilment date is the financial year by which the executive is required to meet 100% of the MSR requirements.

2

The number of MSR shares is comprised of all personal investment shares, excluding shares subject to a hedging arrangement, and committed shares under the MSR

policy. This excludes any unvested shares under the STI DBS and LTIP plans.

3

The 20-day VWAP for determining the market value of the MSR shares on 31 December 2024 is R128.61 per share.

4

Total annual guaranteed package is comprised of the basic salary and retirement and benefits components on the schedule of TSF remuneration.

5

The fulfilment percentage is the value of the MSR shares divided by the executive’s annual total guaranteed package as at 31 December 2024.

Remuneration outcomes for prescribed officers

Schedule of total single figure of remuneration

Johan van

Schalkwyk Leslie Martin Lesego Mataboge Mpumi Sithole Carina Venter Bernard Dalton

Rand thousand

2024

2023

2024

2023

2024

2023

2024

2023

2024

2023

2024

2023

Basic salary

4,319

4,094

3,751

3,556

2,758

2,526

2,758

2,526

2,758

2,526

3,274

3,028

Retirement and

benefits

1

704

667

627

593

474

435

443

410

414

390

547

517

Other

2

25

810

39

26

125

243

129

103

150

215

31

39

Fixed

remuneration 5,048

5,571

4,417

4,175

3,357

3,204

3,330

3,039

3,322

3,131

3,852

3,584

STI cash

3,4

3,162

2,512

2,746

2,182

2,019

1,428

2,019

1,428

2,019

1,428

2,397

1,858

STI DBS

5,6

1,581

1,256

1,373

1,091

1,009

714

1,009

714

1,009

714

1,198

929

LTIP vested

7

13,766

—

12,877

—

9,662

—

9,543

—

9,184

—

12,249

—

Variable

remuneration 18,509

3,768

16,996

3,273

12,690

2,142

12,571

2,142

12,212

2,142

15,844

2,787

Total

remuneration

23,557

9,339

21,413

7,448

16,047

5,346

15,901

5,181

15,534

5,273

19,696

6,371

1

Retirement and benefits include pension fund contributions, medical aid contributions and recurring cash allowances.

2

Other payments such as UIF, leave encashments and long service awards.

3

Thungela cash component of the STI, which is attributable to the 2024 financial year, to be paid in the 2025 financial year.

4

Thungela cash component of the STI, which is attributable to the 2023 financial year, but paid in the 2024 financial year.

5

Thungela deferred bonus component of the STI, which is attributable to the 2024 financial year, to be awarded in the 2025 financial year.

6

Thungela deferred bonus component of the STI, which is attributable to the 2023 financial year but awarded in the 2024 financial year.

7

Thungela 2021 LTIP awards granted to prescribed officers on 16 November 2021, which vested on 16November2024based on the achievement percentage of the

performance condition. The awards were settled using Thungela shares ownedbythe Group.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 123

![]()

Statement of unvested awards and cash flows for the 2024 financial year

Johan van Schalkwyk – chief operations officer

Award

price

(Rand/

share)

Share movements

Award type

Award

date

Vesting

date

Cash value

on settlement

(Rand)

Year-end

fair value

3

(Rand)Opening Granted

1

Forfeited Committed

2

Vested Closing

Conditional shares

4

LTIP 2021 16-Nov-21 16-Nov-24 36.34

116,312 11,755 (26,766) — (101,301) — 13,765,793 —

LTIP 2022 07-Mar-22 07-Mar-25 135.54

39,216 3,964 — — — 43,180 — 3,363,895

LTIP 2023 26-Apr-23 26-Apr-26 164.06

21,296 2,153 — — — 23,449 — 1,826,771

LTIP 2024 24-May-24 24-May-27 120.63

— 29,179 — — — 29,179 — 2,273,161

Forfeitable shares – Deferred bonus shares

5

DBS 2022 (2) 22-Mar-22 22-Mar-24 159.72

2,082 — — — (2,082) — 253,651 —

DBS 2022 (3) 22-Mar-22 22-Mar-25 159.72

2,083 — — — — 2,083 — 270,457

DBS 2023 (1) 27-Mar-23 27-Mar-24 195.56

1,798 — — — (1,798) — 219,051 —

DBS 2023 (2) 27-Mar-23 27-Mar-25 195.56

1,799 — — — — 1,799 — 233,582

DBS 2023 (3) 27-Mar-23 27-Mar-26 195.56

1,799 — — — — 1,799 — 233,582

DBS 2024 (1) 18-Mar-24 18-Mar-25 116.55

— 3,592 — — — 3,592 — 466,385

DBS 2024 (2) 18-Mar-24 18-Mar-26 116.55

— 3,592 — — — 3,592 — 466,385

DBS 2024 (3) 18-Mar-24 18-Mar-27 116.55

— 3,593 — — — 3,593 — 466,515

186,385 57,828 (26,766) — (105,181) 112,266 14,238,495 9,600,733

1

The LTIP awards granted include a total of 18,406 shares, which were added to the LTIP awards as dividend equivalent share awards granted related to the dividends

paid by Thungela in the year ended 31 December 2024.

2

Committed shares are restricted shares that have either been committed under the MSR policy or are held as per the rules of the conditional share awards for an additional

holding period.

3

The 30-day VWAP for determining the fair value of unvested awards on 31 December 2024 is R129.84 per share.

4

Conditional shares were granted under our remuneration policy. Conditional shares were calculated at a vesting rate of 60% which is the ‘on target’ percentage as stated

in section 2 of this remuneration report.

5

Deferred bonus shares are forfeitable shares that are granted under our remuneration policy as part of our annual STI process.

Leslie Martin – executive head of technical

Award

price

(Rand/

share)

Share movements

Award type

Award

date

Vesting

date

Cash value

on settlement

(Rand)

Year-end

fair value

3

(Rand)Opening Granted

1

Forfeited Committed

2

Vested Closing

Conditional shares

4

LTIP 2021 16-Nov-21 16-Nov-24 36.34

108,801 10,996 (25,038) — (94,759) — 12,876,801 —

LTIP 2022 07-Mar-22 07-Mar-25 135.54

34,060 3,443 — — — 37,503 — 2,921,634

LTIP 2023 26-Apr-23 26-Apr-26 164.06

18,496 1,871 — — — 20,367 — 1,586,671

LTIP 2024 24-May-24 24-May-27 120.63

— 25,342 — — — 25,342 — 1,974,243

Forfeitable shares – Deferred bonus shares

5

DBS 2022 (2) 22-Mar-22 22-Mar-24 159.72

1,860 — — — (1,860) — 226,605 —

DBS 2022 (3) 22-Mar-22 22-Mar-25 159.72

1,860 — — — — 1,860 — 241,502

DBS 2023 (1) 27-Mar-23 27-Mar-24 195.56

1,562 — — — (1,562) — 190,299 —

DBS 2023 (2) 27-Mar-23 27-Mar-25 195.56

1,562 — — — — 1,562 — 202,810

DBS 2023 (3) 27-Mar-23 27-Mar-26 195.56

1,563 — — — — 1,563 — 202,940

DBS 2024 (1) 18-Mar-24 18-Mar-25 116.55

— 3,120 — — — 3,120 — 405,101

DBS 2024 (2) 18-Mar-24 18-Mar-26 116.55

— 3,120 — — — 3,120 — 405,101

DBS 2024 (3) 18-Mar-24 18-Mar-27 116.55

— 3,120 — — — 3,120 — 405,101

169,764 51,012 (25,038) — (98,181) 97,557 13,293,705 8,345,103

1

The LTIP awards granted include a total of 16,773 shares, which were added to the LTIP awards as dividend equivalent share awards granted related to the dividends

paid by Thungela in the year ended 31 December 2024.

2

Committed shares are restricted shares that have either been committed under the MSR policy or are held as per the rules of the conditional share awards for an additional

holding period.

3

The 30-day VWAP for determining the fair value of unvested awards on 31 December 2024 is R129.84 per share.

4

Conditional shares were granted under our remuneration policy. Conditional shares were calculated at a vesting rate of 60% which is the ‘on target’ percentage as stated

in section 2 of this remuneration report.

5

Deferred bonus shares are forfeitable shares that are granted under our remuneration policy as part of our annual STI process.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

124 Integrated Annual Report for the year ended 31December 2024

![]()

Lesego Mataboge – executive head of human resources

Award

price

(Rand/

share)

Share movements

Award type

Award

date

Vesting

date

Cash value

on settlement

(Rand)

Year-end

fair value

3

(Rand)Opening Granted

1

Forfeited Committed

2

Vested Closing

Conditional shares

4

LTIP 2021 16-Nov-21 16-Nov-24 36.34

81,639 8,252 (18,787) — (71,104) — 9,662,323 —

LTIP 2022 07-Mar-22 07-Mar-25 135.54

24,192 2,445 — — — 26,637 — 2,075,129

LTIP 2023 26-Apr-23 26-Apr-26 164.06

13,138 1,329 — — — 14,467 — 1,127,037

LTIP 2024 24-May-24 24-May-27 120.63

— 18,630 — — — 18,630 — 1,451,352

Forfeitable shares – Deferred bonus shares

5

DBS 2022 (2) 22-Mar-22 22-Mar-24 159.72

1,350 — — — (1,350) — 164,471 —

DBS 2022 (3) 22-Mar-22 22-Mar-25 159.72

1,350 — — — — 1,350 — 175,284

DBS 2023 (1) 27-Mar-23 27-Mar-24 195.56

1,207 — — — (1,207) — 147,049 —

DBS 2023 (2) 27-Mar-23 27-Mar-25 195.56

1,207 — — — — 1,207 — 156,717

DBS 2023 (3) 27-Mar-23 27-Mar-26 195.56

1,207 — — — — 1,207 — 156,717

DBS 2024 (1) 18-Mar-24 18-Mar-25 116.55

— 2,043 — — — 2,043 — 265,263

DBS 2024 (2) 18-Mar-24 18-Mar-26 116.55

— 2,043 — — — 2,043 — 265,263

DBS 2024 (3) 18-Mar-24 18-Mar-27 116.55

— 2,043 — — — 2,043 — 265,263

125,290 36,785 (18,787) — (73,661) 69,627 9,973,843 5,938,025

1

The LTIP awards granted include a total of 12,367 shares, which were added to the LTIP awards as dividend equivalent share awards granted related to the dividends

paid by Thungela in the year ended 31 December 2024.

2

Committed shares are restricted shares that have either been committed under the MSR policy or are held as per the rules of the conditional share awards for an additional

holding period.

3

The 30-day VWAP for determining the fair value of unvested awards on 31 December 2024 is R129.84 per share.

4

Conditional shares were granted under our remuneration policy. Conditional shares were calculated at a vesting rate of 60% which is the ‘on target’ percentage as stated

in section 2 of this remuneration report.

5

Deferred bonus shares are forfeitable shares that are granted under our remuneration policy as part of our annual STI process.

Mpumi Sithole – executive head of corporate affairs

Award

price

(Rand/

share)

Share movements

Award type

Award

date

Vesting

date

Cash value

on settlement

(Rand)

Year-end

fair value

3

(Rand)Opening Granted

1

Forfeited Committed

2

Vested Closing

Conditional shares

4

LTIP 2021 16-Nov-21 16-Nov-24 36.34

80,631 8,150 (18,555) — (70,226) — 9,543,011 —

LTIP 2022 07-Mar-22 07-Mar-25 135.54

24,192 2,445 — — — 26,637 — 2,075,129

LTIP 2023 26-Apr-23 26-Apr-26 164.06

13,138 1,329 — — — 14,467 — 1,127,037

LTIP 2024 24-May-24 24-May-27 120.63

— 18,630 — — — 18,630 — 1,451,352

Forfeitable shares – Deferred bonus shares

5

DBS 2022 (2) 22-Mar-22 22-Mar-24 159.72

1,343 — — — (1,343) — 163,618 —

DBS 2022 (3) 22-Mar-22 22-Mar-25 159.72

1,344 — — — — 1,344 — 174,505

DBS 2023 (1) 27-Mar-23 27-Mar-24 195.56

1,207 — — — (1,207) — 147,049 —

DBS 2023 (2) 27-Mar-23 27-Mar-25 195.56

1,207 — — — — 1,207 — 156,717

DBS 2023 (3) 27-Mar-23 27-Mar-26 195.56

1,207 — — — — 1,207 — 156,717

DBS 2024 (1) 18-Mar-24 18-Mar-25 116.55

— 2,043 — — — 2,043 — 265,263

DBS 2024 (2) 18-Mar-24 18-Mar-26 116.55

— 2,043 — — — 2,043 — 265,263

DBS 2024 (3) 18-Mar-24 18-Mar-27 116.55

— 2,043 — — — 2,043 — 265,263

124,269 36,683 (18,555) — (72,776) 69,621 9,853,678 5,937,246

1

The LTIP awards granted include a total of 12,265 shares, which were added to the LTIP awards as dividend equivalent share awards granted related to the dividends

paid by Thungela in the year ended 31 December 2024.

2

Committed shares are restricted shares that have either been committed under the MSR policy or are held as per the rules of the conditional share awards for an additional

holding period.

3

The 30-day VWAP for determining the fair value of unvested awards on 31 December 2024 is R129.84 per share.

4

Conditional shares were granted under our remuneration policy. Conditional shares were calculated at a vesting rate of 60% which is the ‘on target’ percentage as stated

in section 2 of this remuneration report.

5

Deferred bonus shares are forfeitable shares that are granted under our remuneration policy as part of our annual STI process.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 125

![]()

Carina Venter – executive head of safety, health and environment

Award

price

(Rand/

share)

Share movements

Award type

Award

date

Vesting

date

Cash value

on settlement

(Rand)

Year-end

fair value

3

(Rand)Opening Granted

1

Forfeited Committed

2

Vested Closing

Conditional shares

4

LTIP 2021 16-Nov-21 16-Nov-24 36.34

77,600 7,843 (17,858) — (67,585) — 9,183,990 —

LTIP 2022 07-Mar-22 07-Mar-25 135.54

24,192 2,445 — — — 26,637 — 2,075,129

LTIP 2023 26-Apr-23 26-Apr-26 164.06

13,138 1,329 — — — 14,467 — 1,127,037

LTIP 2024 24-May-24 24-May-27 120.63

— 18,630 — — — 18,630 — 1,451,352

Forfeitable shares – Deferred bonus shares

5

DBS 2022 (2) 22-Mar-22 22-Mar-24 159.72

1,323 — — — (1,323) — 161,182 —

DBS 2022 (3) 22-Mar-22 22-Mar-25 159.72

1,324 — — — — 1,324 — 171,908

DBS 2023 (1) 27-Mar-23 27-Mar-24 195.56

1,109 — — — (1,109) — 135,110 —

DBS 2023 (2) 27-Mar-23 27-Mar-25 195.56

1,110 — — — — 1,110 — 144,122

DBS 2023 (3) 27-Mar-23 27-Mar-26 195.56

1,110 — — — — 1,110 — 144,122

DBS 2024 (1) 18-Mar-24 18-Mar-25 116.55

— 2,043 — — — 2,043 — 265,263

DBS 2024 (2) 18-Mar-24 18-Mar-26 116.55

— 2,043 — — — 2,043 — 265,263

DBS 2024 (3) 18-Mar-24 18-Mar-27 116.55

— 2,043 — — — 2,043 — 265,263

120,906 36,376 (17,858) — (70,017) 69,407 9,480,282 5,909,459

1

The LTIP awards granted include a total of 11,958 shares, which were added to the LTIP awards as dividend equivalent share awards granted related to the dividends

paid by Thungela in the year ended 31 December 2024.

2

Committed shares are restricted shares that have either been committed under the MSR policy or are held as per the rules of the conditional share awards for an additional

holding period.

3

The 30-day VWAP for determining the fair value of unvested awards on 31 December 2024 is R129.84 per share.

4

Conditional shares were granted under our remuneration policy. Conditional shares were calculated at a vesting rate of 60% which is the ‘on target’ percentage as stated

in section 2 of this remuneration report.

5

Deferred bonus shares are forfeitable shares that are granted under our remuneration policy as part of our annual STI process.

Bernard Dalton – executive head of marketing

Award

price

(Rand/

share)

Share movements

Award type

Award

date

Vesting

date

Cash value

on settlement

(Rand)

Year-end

fair value

3

(Rand)Opening Granted

1

Forfeited Committed

2

Vested Closing

Conditional shares

4

LTIP 2021 16-Nov-21 16-Nov-24 36.34

103,495 10,458 (23,816) — (90,137) — 12,248,717 —

LTIP 2022 07-Mar-22 07-Mar-25 135.54

29,000 2,932 — — — 31,932 — 2,487,631

LTIP 2023 26-Apr-23 26-Apr-26 164.06

15,749 1,592 — — — 17,341 — 1,350,933

LTIP 2024 24-May-24 24-May-27 120.63

— 22,117 — — — 22,117 — 1,723,003

Forfeitable shares – Deferred bonus shares

5

DBS 2022 (2) 22-Mar-22 22-Mar-24 159.72

1,247 — — — (1,247) — 151,923 —

DBS 2022 (3) 22-Mar-22 22-Mar-25 159.72

1,248 — — — — 1,248 — 162,040

DBS 2023 (1) 27-Mar-23 27-Mar-24 195.56

1,447 — — — (1,447) — 176,289 —

DBS 2023 (2) 27-Mar-23 27-Mar-25 195.56

1,447 — — — — 1,447 — 187,878

DBS 2023 (3) 27-Mar-23 27-Mar-26 195.56

1,447 — — — — 1,447 — 187,878

DBS 2024 (1) 18-Mar-24 18-Mar-25 116.55

— 2,656 — — — 2,656 — 344,855

DBS 2024 (2) 18-Mar-24 18-Mar-26 116.55

— 2,657 — — — 2,657 — 344,985

DBS 2024 (3) 18-Mar-24 18-Mar-27 116.55

— 2,657 — — — 2,657 — 344,985

155,080 45,069 (23,816) — (92,831) 83,502 12,576,929 7,134,188

1

The LTIP awards granted include a total of 15,386 shares, which were added to the LTIP awards as dividend equivalent share awards granted related to the dividends

paid by Thungela in the year ended 31 December 2024.

2

Committed shares are restricted shares that have either been committed under the MSR policy or are held as per the rules of the conditional share awards for an additional

holding period.

3

The 30-day VWAP for determining the fair value of unvested awards on 31 December 2024 is R129.84 per share.

4

Conditional shares were granted under our remuneration policy. Conditional shares were calculated at a vesting rate of 60% which is the ‘on target’ percentage as stated

in section 2 of this remuneration report.

5

Deferred bonus shares are forfeitable shares that are granted under our remuneration policy as part of our annual STI process.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

126 Integrated Annual Report for the year ended 31December 2024

![]()

Minimum shareholding requirements at 31 December 2024

Johan van

Schalkwyk

Leslie

Martin

Lesego

Mataboge

Mpumi

Sithole

Carina

Venter

Bernard

Dalton

MSR fulfilment date

1

2026 2026 2026 2026 2026 2026

Number of MSR shares

2

4,377 90,069 — 18,713 98 8,846

Market value of MSR shares

3

(R‘000)

563 11,584 — 2,407 13 1,138

Annual total guaranteed package

4

(R ‘000)

5,023 4,379 3,232 3,200 3,172 3,821

MSR target holdings based on time elapsed (%)

60 60 60 60 60 60

Achieved MSR target holdings

5

(%) 11 265 — 75 — 30

1

The MSR fulfilment date is the financial year by which the executive is required to meet 100% of the MSR requirements.

2

The number of MSR shares is comprised of all personal investment shares, excluding shares subject to a hedging arrangement, and committed shares under the MSR

policy. This excludes any unvested shares under the STI DBS and LTIP plans.

3

The 20-day VWAP for determining the market value of the MSR shares on 31 December 2024 is R128.61 per share.

4

Total annual guaranteed package is comprised of the basic salary and retirement and benefits components on the schedule of TSF remuneration.

5

The fulfilment percentage is the value of the MSR shares divided by the executive’s annual total guaranteed package as at 31 December 2024.

NON-EXECUTIVE DIRECTORS’ FEES

The remuneration of non-executive directors is inclusive of board attendance fees, board committee attendance fees and ad-hoc

board fees for any additional work and meetings conducted.

The fees paid to non-executive directors in the year ending 31 December 2024 are as follows:

2024

(R '000)

2023

(R '000)

Director Chairing Appointment date Board Committee Total

Board Committee Total

Sango Ntsaluba

1

Board 1 January 2021

1,715 — 1,715

1,622 — 1,622

Kholeka Mzondeki

2

Audit committee 12 February 2021

569 701 1,270

540 670 1,210

Ben Kodisang

3

Remuneration

and human

resources

committee

16 March 2021

569 625 1,194

540 590 1,130

Seamus French

4

Health, safety,

environment and

risk committee

4 June 2021

569 610 1,179

540 554 1,094

Yoza Jekwa

5

Investment

committee

12 August 2022

569 698 1,267

540 381 921

Tommy Mckeith

6

Social, ethics and

transformation

committee

1 October 2024

146 160 306

— — —

Thero Setiloane

7

7 March 2021

277 299 576

540 590 1,130

1

The board chairman’s fee is inclusive of all committee appointments. The board chairman also chairs the nomination and governance committee.

2

Kholeka Mzondeki also serves on the nomination and governance committee, as well as the investment committee.

3

Ben Kodisang also serves on the audit committee and nomination and governance committee.

4

Seamus French also serves on the remuneration and human resources committee, and the investment committee.

5

Yoza Jekwa also serves on the social, ethics and transformation committee, and the remuneration and human resources committee.

6

Tommy McKeith was appointed to the board on 1 October 2024. He also serves on the audit committee and the health, safety, environment, and risk committee.

7

Thero Setiloane passed away on 1 May 2024. At the time of his passing, he chaired the social, ethics and transformation committee and served on the audit committee

and the health, safety, environment and risk committee.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 127

![]()

The following table outlines the non-executive directors’ fees for the board and each committee chairperson and member,

along with the proposed non-executive directors’ fees for 2025:

Position

Proposed fees for the

year ending

31 December 2025

Fees for the

year ended

31 December 2024

Board

Chairman

1,2

1,840,582

1,752,935

Lead independent director

1

1,315,121

1,252,496

Member 613,527

584,312

Audit committee

Chairperson 368,116

350,587

Member 221,180

200,163

Investment committee

Chairperson 296,210

268,063

Member 191,031

181,935

Social, ethics and transformation committee

Chairperson 269,952

257,097

Member 191,031

181,935

Remuneration and human resources committee

Chairperson 269,952

257,097

Member 191,031

181,935

Nomination and governance committee

2

Chairperson 269,952

257,097

Member 191,031

181,935

Health, safety, environment and risk committee

Chairperson 269,952

257,097

Member 191,031

181,935

Ad-hoc meeting fees

3

Per meeting 26,586

25,320

1

The board chairman and the lead independent director's fees are inclusive of all committee appointments.

2

The board chairman is also the chairperson of the nomination and governance committee.

3

Ad-hoc meeting fees to deal with time-critical board matters are limited to four additional meetings per year.

The 2025 fees were benchmarked against the comparator group outlined in section 2. All the fees were found to be in the

relevant tolerance range and therefore a general increase of 5.0% is proposed in line with the approved total guaranteed

package increase for the executive directors. Based on the approval of shareholders at our AGM on 4 June 2024, the fees

for the investment committee chairperson and the members of the audit committee will increase by an additional 5.5% in

2025.

The proposed non-executive directors’ fees for 2025 were recommended by the committee and were approved by the board

on 15 November 2024 for onward recommendation to the AGM. These fees will be voted on by the shareholders at the

AGM on 5 June 2025 by special resolution.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

128 Integrated Annual Report for the year ended 31December 2024

![]()

DIRECTORS' INTERESTS IN THUNGELA RESOURCES LIMITED SHARES

According to the register of directors' interests, maintained by Thungela in accordance with the provisions of section 30(4)(d)

of the Companies Act of South Africa, the directors of Thungela disclosed their interests in the ordinary shares of Thungela as

at 31 December 2024

The table below shows the number of Thungela shares held by each director as at 31 December 2024:

Direct

beneficial

Indirect

beneficial 2024

2023

Non-executive directors

Sango Ntsaluba

3,710 — 3,710

3,710

Kholeka Mzondeki

788 — 788

788

Thero Setiloane

— — —

—

Ben Kodisang

— — —

—

Seamus French

— 30,816 30,816

26,487

Yoza Jekwa

— — —

—

Tommy McKeith

— — —

—

Executive directors

July Ndlovu

1

596,550 — 596,550

772,764

Deon Smith

2

219,130 — 219,130

330,868

1

At 31 December 2024, a discrepancy was noted between July Ndlovu’s shareholding and the share register. This discrepancy is due to a collar hedge transaction, as

announced on the JSE SENS and LSE RNS on 5 June 2024. This strategy can cause temporary differences in reported shareholdings, which will be rectified upon the

transaction's expiration on 3 June 2026.

2

At 31 December 2024, a discrepancy was noted between Deon Smith’s shareholding and the share register. This discrepancy is due to a collar hedge transaction, as

announced on the JSE SENS and LSE RNS on 29 April 2024. This strategy can cause temporary differences in reported shareholdings, which will be rectified upon the

transaction's expiration on 28 April 2026.

NON-BINDING ADVISORY VOTE ON THE IMPLEMENTATION REPORT

The implementation report, as disclosed in section 3 of the remuneration report, is subject to a non-binding advisory vote by

shareholders at the AGM. If more than 25% (of those shareholders voting) vote against the implementation report, the

committee will consult with dissenting shareholders to determine the reasons for their objections. Any such concerns will be

considered by the committee when considering changes for the subsequent year. A summary of the concerns and the

committee's response thereto will be included in the following year’s remuneration report.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 129

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07

RESOURCES

AND RESERVES

130                                                           131

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07

### RESOURCESAND RESERVES

130                                                           131

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#### RESOURCES AND RESERVES

#### As at 31December 2024INTRODUCTION

For the reporting of South African Coal Resources, Coal Reserves and Gas Resources, Thungela conforms to the

South African Codes for the Reporting of Exploration Results, Mineral Resources and Mineral Reserves, 2016

(the SAMREC Code) and the Reporting of Oil and Gas Resources, 2015 (the SAMOG Code) adopted by the

JSE. These codes are accepted as the minimum standards, recommendations and guidelines for the public

reporting of Coal Resources, Coal Reserves and Gas Resources. The reporting of the Australian Coal Resource

is based on the SAMREC Code (2016 Edition) and the Coal Reserve is based on the Australasian Code for

Reporting of Exploration Results, Mineral Resources and Ore Reserves, 2012 (the JORC Code). The JORC Code

conforms to the standards of the Committee for Mineral Reserves International Reporting Standards (CRIRSCO),

accepted by the JSE as compliant. The Group also conforms to the JSE Listings Requirements Section 12, Part 1.

The estimates (tonnes and qualities) for individual assets are reported on a 100% basis and the attributable

ownership is stipulated in the Coal Resources and Coal Reserves statement. Resources are reported on an

exclusive basis.

STATEMENT BY THE LEAD COMPETENT PERSON

By signing this statement, the lead competent person,

Bart Van de Steen, confirms that the information disclosed in

this section of the Integrated Annual Report is compliant with

the various codes and the relevant JSE Listings Requirements

Section 12, Part 1. The Coal Resources, Coal Reserves and

Gas Resources are published in the form and context in

which they are intended. The lead competent person has not

been unduly influenced by Thungela or any person. The lead

competent person has more than 30 years of relevant

experience in the main commodity under consideration and

is registered as a professional engineer with the Engineering

Council of South Africa (ECSA).

Bart Van de Steen

Head of resource development and operational excellence

PhD

ECSA, Registration No: 20050122

COMPETENCY

Pursuant to the requirements of the JSE Listings Requirements

Section 12, Part 1, clause 8 of the SAMREC Code,

clause 5 of the SAMOG Code and clause 9 of the JORC

Code, a written consent statement by the coal competent

person has been signed in the individual asset competent

person’s report. A written consent statement by the qualified

reserves evaluator for Gas Resources has also been

received. They have consented to the inclusion of their

estimates in the form and context in which they appear in

this section of the Integrated Annual Report.

A list of the competent persons and qualified reserves

evaluator, their affiliation and relevant years of experience is

available at the end of this section.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

132 Integrated Annual Report for the year ended 31December 2024

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RESOURCES AND RESERVES

As at 31December 2024

INTRODUCTION

For the reporting of South African Coal Resources, Coal Reserves and Gas Resources, Thungela conforms to the

South African Codes for the Reporting of Exploration Results, Mineral Resources and Mineral Reserves, 2016

(the SAMREC Code) and the Reporting of Oil and Gas Resources, 2015 (the SAMOG Code) adopted by the

JSE. These codes are accepted as the minimum standards, recommendations and guidelines for the public

reporting of Coal Resources, Coal Reserves and Gas Resources. The reporting of the Australian Coal Resource

is based on the SAMREC Code (2016 Edition) and the Coal Reserve is based on the Australasian Code for

Reporting of Exploration Results, Mineral Resources and Ore Reserves, 2012 (the JORC Code). The JORC Code

conforms to the standards of the Committee for Mineral Reserves International Reporting Standards (CRIRSCO),

accepted by the JSE as compliant. The Group also conforms to the JSE Listings Requirements Section 12, Part 1.

The estimates (tonnes and qualities) for individual assets are reported on a 100% basis and the attributable

ownership is stipulated in the Coal Resources and Coal Reserves statement. Resources are reported on an

exclusive basis.

STATEMENT BY THE LEAD COMPETENT PERSON

By signing this statement, the lead competent person,

Bart Van de Steen, confirms that the information disclosed in

this section of the Integrated Annual Report is compliant with

the various codes and the relevant JSE Listings Requirements

Section 12, Part 1. The Coal Resources, Coal Reserves and

Gas Resources are published in the form and context in

which they are intended. The lead competent person has not

been unduly influenced by Thungela or any person. The lead

competent person has more than 30 years of relevant

experience in the main commodity under consideration and

is registered as a professional engineer with the Engineering

Council of South Africa (ECSA).

Bart Van de Steen

Head of resource development and operational excellence

PhD

ECSA, Registration No: 20050122

COMPETENCY

Pursuant to the requirements of the JSE Listings Requirements

Section 12, Part 1, clause 8 of the SAMREC Code,

clause 5 of the SAMOG Code and clause 9 of the JORC

Code, a written consent statement by the coal competent

person has been signed in the individual asset competent

person’s report. A written consent statement by the qualified

reserves evaluator for Gas Resources has also been

received. They have consented to the inclusion of their

estimates in the form and context in which they appear in

this section of the Integrated Annual Report.

A list of the competent persons and qualified reserves

evaluator, their affiliation and relevant years of experience is

available at the end of this section.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

132   Integrated Annual Report for the year ended 31December 2024

#### OVERVIEW OF ASSETS – SOUTH AFRICA

#### GOEDEHOOP

The greater Goedehoop Colliery comprises the currently

active Goedehoop North (GHN) Colliery (formerly known

as Bank Colliery) and the closed Goedehoop South (GHS)

Colliery. Since 2006, the two collieries have been

managed as one operation. The collieries have their own

processing plants (the GHS plant is now dismantled) and

train loading facilities. There are also GHN and GHS

mineral residue deposits (MRDs).

The GHN Colliery is an underground bord and pillar coal

mine located approximately 165km east of Johannesburg in

the Mpumalanga province of South Africa.

LEGAL TENURE

Goedehoop Colliery is covered by three converted,

executed and registered mining rights (MRs), three new order

executed and registered mining rights (NOMRs), and one

MR that is granted, awaiting execution and registration

(Komati Power Station MR).

Thungela Operations Proprietary Limited (TOPL) owns

100%of the MRs and has the exclusive right to mine coal

on or under theseareas.

A section 102 application was executed in January 2024

for the exclusion of portions of the farm Wilmansrust, in favor

of Puckree Group Proprietary Limited (Puckree Group). The

registration is pending.

GHN and GHS operate under several environmental

management programme reports (EMPr), environmental

authorisations (EAs) and water use licences (WULs). All the

required permits are in place for the activities at the

operation.

The colliery does not require a waste management licence

(WML) and no longer holds a valid air emission licence as

incineration activities have ceased.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 133

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GHN and GHS await the outcome of several land claims,

which require validation or claimant verification while others

require gazetting, negotiation and settlement.

There are currently no known impediments to tenure security.

The surface rights are owned by various entities, including

TOPL. Some of the TOPL-owned surface rights are leased to

third-party tenants.

EXPLORATION ACTIVITIES AND EXPENDITURE

Exploration activities for 2024 include 18 vertically cored,

collar surveyed boreholes targeting the mineable No 4

Seam around the western block at GHN. Additional cover is

provided by underground in-seam, non-core directional

drilling ahead of the mining faces.

Logging and sampling of the vertical cored boreholes are

done as soon as possible after drilling to avoid deterioration

of the coal core. The core is photographed with logging,

sampling and analytical results uploaded to Minescape

Geological Database (Minescape GDB), which includes

validation processes during importing of data.

Coal samples collected during 2024 were sent to the South

African National Accreditation System (SANAS) accredited

laboratory, Bureau Veritas (BV), based in Middelburg,

Mpumalanga.

For 2025

, the planned exploration expenditure is estimated

at R0.7 million, focusing only on the GHN west block

reserves.

GEOLOGICAL SETTING AND MODELLING

The Goedehoop Colliery is located in the Witbank Coalfield

where, generally, five coal seams are present. These consist

of, from the bottom upwards, the No 1 Seam sequentially to

the No5Seam at the top, with inter-seam partings

consisting of mainly siltstone and sandstone. The No 4

Seam and No2Seam are the only contributors to the

GHN Colliery’s export product.

The typical qualities of the No 4 Seam reported resources,

on, a raw air-dried basis, are 27% ash, 22MJ/kg calorific

value, 1.3% sulphur, 2.7% inherent moisture and

21%volatile matter. The typical qualities of the No 2 Seam

reported resources, on a raw air-dried basis, are 31% ash,

21MJ/kg calorific value,1.0% sulphur, 2.4% inherent

moisture and 20% volatile matter.

The Goedehoop area has been intruded by transgressive

Karoo dolerites in the form of sills and dykes and stringers.

Minor faulting occurs infrequently.

The Ogies Dyke, a major west-east trending intrusion of up

to 20m thick and over 100km in length, sub-divides GHN

into twodomains. Resources declared south of the Ogies

Dyke host more complex structures.

The coal seams are modelled in Datamine's Minescape 3D

modelling software. Based on the borehole information, this

software uses pre-defined criteria with interpolators to

construct the coal seam model with estimates ofraw qualities

as gridded surfaces. Washability data for each coal seam is

utilised separately in the resource estimation process.

The cut-off parameters applied for the resources reported

area 1.5m minimum thickness cut-off on the underground

No 4Seam and a 2.0m minimum thickness cut-off on the

underground No 2 Seam, with an overall maximum

thickness cut-off of 4.5m on both seams. The cut-off

parameter for the opencast resources reported is a 0.5m

minimum thickness cut-off. Resources with ash greater than

50% and dry ash free volatiles less than 24%, are excluded.

MINING ACTIVITIES

GHN Colliery has two sections mining the No 2 Seam and

two sections mining the No 4 Seam, using mechanised bord

and pillar mining. The minimum practical mining height in

the No4 Seam is 2.7m while in the No 2 Seam maximum

mining height is 4.5m. The roof conditions are generally

good and the pillar design appropriate.

Due to varying seam height restrictions of the No 4 Seam

and No2 Seam, the continuous miner (CM) equipment is

adapted to ensure maximum productivity. The cutting heights

in the No 2 Seam are dictated by an in-seam parting and

safety factors, rather than actual seam heights.

Mining equipment, other than CMs, used underground

includes shuttle cars, roof bolters, feeder breakers and a

series of conveyor systems, all supported by the required

ancillary equipment.

The remaining life of mine (LOM) is estimated at one year

with a total run of mine (ROM) reserve of 2.8Mt. There are

no Inferred Coal Resources included in the LOM plan.

PRODUCTION AND COAL PROCESSING

The annual production ROM for GHN Colliery for 2024

was3.5Mt (2023: 3.9Mt).

The 5,850kcal/kg net as received (NAR) export product is

produced in a single-stage processing wash plant, which

treats the coarse and finer coarse coal separately.

Product and waste streams are sampled using automatic

samplers as the coal leaves the plant. Saleable product is

sent directly onto a stockpile. Coal is then loaded onto trains

and dispatched to the Richards Bay Coal Terminal (RBCT).

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

134 Integrated Annual Report for the year ended 31December 2024

![]()

GHN and GHS await the outcome of several land claims,

which require validation or claimant verification while others

require gazetting, negotiation and settlement.

There are currently no known impediments to tenure security.

The surface rights are owned by various entities, including

TOPL. Some of the TOPL-owned surface rights are leased to

third-party tenants.

EXPLORATION ACTIVITIES AND EXPENDITURE

Exploration activities for 2024 include 18 vertically cored,

collar surveyed boreholes targeting the mineable No 4

Seam around the western block at GHN. Additional cover is

provided by underground in-seam, non-core directional

drilling ahead of the mining faces.

Logging and sampling of the vertical cored boreholes are

done as soon as possible after drilling to avoid deterioration

of the coal core. The core is photographed with logging,

sampling and analytical results uploaded to Minescape

Geological Database (Minescape GDB), which includes

validation processes during importing of data.

Coal samples collected during 2024 were sent to the South

African National Accreditation System (SANAS) accredited

laboratory, Bureau Veritas (BV), based in Middelburg,

Mpumalanga.

For 2025

, the planned exploration expenditure is estimated

at R0.7 million, focusing only on the GHN west block

reserves.

GEOLOGICAL SETTING AND MODELLING

The Goedehoop Colliery is located in the Witbank Coalfield

where, generally, five coal seams are present. These consist

of, from the bottom upwards, the No 1 Seam sequentially to

the No5Seam at the top, with inter-seam partings

consisting of mainly siltstone and sandstone. The No 4

Seam and No2Seam are the only contributors to the

GHN Colliery’s export product.

The typical qualities of the No 4 Seam reported resources,

on, a raw air-dried basis, are 27% ash, 22MJ/kg calorific

value, 1.3% sulphur, 2.7% inherent moisture and

21%volatile matter. The typical qualities of the No 2 Seam

reported resources, on a raw air-dried basis, are 31% ash,

21MJ/kg calorific value,1.0% sulphur, 2.4% inherent

moisture and 20% volatile matter.

The Goedehoop area has been intruded by transgressive

Karoo dolerites in the form of sills and dykes and stringers.

Minor faulting occurs infrequently.

The Ogies Dyke, a major west-east trending intrusion of up

to 20m thick and over 100km in length, sub-divides GHN

into twodomains. Resources declared south of the Ogies

Dyke host more complex structures.

The coal seams are modelled in Datamine's Minescape 3D

modelling software. Based on the borehole information, this

software uses pre-defined criteria with interpolators to

construct the coal seam model with estimates ofraw qualities

as gridded surfaces. Washability data for each coal seam is

utilised separately in the resource estimation process.

The cut-off parameters applied for the resources reported

area 1.5m minimum thickness cut-off on the underground

No 4Seam and a 2.0m minimum thickness cut-off on the

underground No 2 Seam, with an overall maximum

thickness cut-off of 4.5m on both seams. The cut-off

parameter for the opencast resources reported is a 0.5m

minimum thickness cut-off. Resources with ash greater than

50% and dry ash free volatiles less than 24%, are excluded.

MINING ACTIVITIES

GHN Colliery has two sections mining the No 2 Seam and

two sections mining the No 4 Seam, using mechanised bord

and pillar mining. The minimum practical mining height in

the No4 Seam is 2.7m while in the No 2 Seam maximum

mining height is 4.5m. The roof conditions are generally

good and the pillar design appropriate.

Due to varying seam height restrictions of the No 4 Seam

and No2 Seam, the continuous miner (CM) equipment is

adapted to ensure maximum productivity. The cutting heights

in the No 2 Seam are dictated by an in-seam parting and

safety factors, rather than actual seam heights.

Mining equipment, other than CMs, used underground

includes shuttle cars, roof bolters, feeder breakers and a

series of conveyor systems, all supported by the required

ancillary equipment.

The remaining life of mine (LOM) is estimated at one year

with a total run of mine (ROM) reserve of 2.8Mt. There are

no Inferred Coal Resources included in the LOM plan.

PRODUCTION AND COAL PROCESSING

The annual production ROM for GHN Colliery for 2024

was3.5Mt (2023: 3.9Mt).

The 5,850kcal/kg net as received (NAR) export product is

produced in a single-stage processing wash plant, which

treats the coarse and finer coarse coal separately.

Product and waste streams are sampled using automatic

samplers as the coal leaves the plant. Saleable product is

sent directly onto a stockpile. Coal is then loaded onto trains

and dispatched to the Richards Bay Coal Terminal (RBCT).

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

134   Integrated Annual Report for the year ended 31December 2024

#### GOEDEHOOP NORTH MINERAL RESIDUEDEPOSITS

The GHN MRD facility consists of coarse and fine fraction

material, derived from previously mined and beneficiated

coal. The coarse material, together with some of the as-

arising discard from the coal handling preparation plant

(CHPP), is currently being reclaimed and sold to a third

party. The contractor has mined and beneficiated 1.4Mt

during 2024.

The estimated Coal Resource is derived from a geological

model constructed in Datamine's Minescape 3D modelling

software, using borehole data together with a flown digital

terrain map (DTM) of the topography and a pre-mined

topography surface asthe estimated base.

Nine vertically stacked horizontal layers have been defined

to reflect the variation in raw coal qualities. An assumed bulk

density of 1.6g/cm

3

for the coarse fraction was used to

estimate the tonnage. Nofines material is included in the

Coal Resources or Coal Reserves.

The material is loaded and transported directly to the

contractor’s plant for beneficiation.

#### GOEDEHOOP SOUTH MINERAL RESIDUEDEPOSIT

The GHS MRD Coal Resources and Coal Reserves were

declared for the first time in 2021. The contractor has mined

and beneficiated 2.6Mt for 2024 to produce a saleable

4,800kcal/kg product.

The GHS MRD comprises original coarse material and

high-quality fines slimes compartments, all enclosed by

coarse residue.

The estimated Coal Resource is derived from a geological

model constructed in Datamine's Minescape 3D modelling

software, using borehole data, a flown DTM of the

topography and pre-mined topography surface as the

estimated base.

Eight vertically stacked horizontal layers have been defined

to reflect the variation in raw coal qualities. An assumed bulk

density of 1.6g/cm

3

was used to estimate the tonnage.

Nofines material is included in the Coal Resources or Coal

Reserves.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 135

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#### GREENSIDE

The Greenside Colliery is an underground coal mine located

approximately 120km east of Johannesburg, close to the

town ofeMalahleni in the Mpumalanga province of

SouthAfrica.

It forms part of the South African Coal Estate (SACE)

complex, together with Khwezela North (also known

asLandau) and Khwezela South (also known as Kleinkopje).

The rapid load-out terminal (RLT) and the eMalahleni Water

Reclamation Plant

(EWRP) lie approximately 2.5km northeast

of the colliery. The colliery hosts an MRD, a CHPP complex

and two inclined shafts to the underground workings.

LEGAL TENURE

The Greenside Colliery holds one granted and executed

converted MR and one granted NOMR, pending execution

and registration.

There are a number of properties in the Greenside MR and

Landau MR which are common to both. There is accordingly

an overlap of the Greenside and Landau MRs. Through

Thungela’s resource optimisation strategy for the SACE

complex, comprising the Greenside, Landau and Kleinkopje

MRs, resources have been rationalised over the life of these

mines to ensure profitable mining of the reserves.

Approval for a section 102 application, submitted to the

Department of Minerals and Energy (DMRE) in February

2021, for certain portions under the Kleinkopje MR

(Khwezela South) to be included into the Greenside MR has

subsequently been approved.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

136 Integrated Annual Report for the year ended 31December 2024

![]()

GREENSIDE

The Greenside Colliery is an underground coal mine located

approximately 120km east of Johannesburg, close to the

town ofeMalahleni in the Mpumalanga province of

SouthAfrica.

It forms part of the South African Coal Estate (SACE)

complex, together with Khwezela North (also known

asLandau) and Khwezela South (also known as Kleinkopje).

The rapid load-out terminal (RLT) and the eMalahleni Water

Reclamation Plant

(EWRP) lie approximately 2.5km northeast

of the colliery. The colliery hosts an MRD, a CHPP complex

and two inclined shafts to the underground workings.

LEGAL TENURE

The Greenside Colliery holds one granted and executed

converted MR and one granted NOMR, pending execution

and registration.

There are a number of properties in the Greenside MR and

Landau MR which are common to both. There is accordingly

an overlap of the Greenside and Landau MRs. Through

Thungela’s resource optimisation strategy for the SACE

complex, comprising the Greenside, Landau and Kleinkopje

MRs, resources have been rationalised over the life of these

mines to ensure profitable mining of the reserves.

Approval for a section 102 application, submitted to the

Department of Minerals and Energy (DMRE) in February

2021, for certain portions under the Kleinkopje MR

(Khwezela South) to be included into the Greenside MR has

subsequently been approved.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

136   Integrated Annual Report for the year ended 31December 2024

Since receiving the original WUL, a selection of licences

and an exemption have been issued for water use related

activities. Greenside has a main WUL, which supersedes the

previous WUL, an east block integrated water use licence

(IWUL), a 3A dump WUL, and a WUL for the removal of

underground mine water. The colliery operates under one

consolidated EMPr and several EAs.

The colliery does not require a WML in terms of the

National Environmental Management: Waste Act 59

of2008.

There are currently no known impediments to tenure security.

The surface rights are owned by a number of different

entities, including TOPL. The TOPL-owned properties are

commonly leased to third-party tenants.

EXPLORATION ACTIVITIES AND EXPENDITURE

Exploration activities for 2024 included 24 vertically cored,

collar surveyed, standard downhole geophysical surveyed

surface boreholes, targeting the mineable No 4 Seam.

Additional cover is by annual underground in-seam panel

and directional non-core drilling, ahead of the mining faces.

Logging and sampling of the vertical cored boreholes are

done as soon as possible after drilling to avoid deterioration

of the coal core. The core is photographed and logging,

sampling and analytical results uploaded to Minescape

GDB, which includes validation processes during importing.

Coal samples collected during 2024 were sent to the

SANAS-accredited laboratory, BV, based in Middelburg,

Mpumalanga.

For 2025, the planned exploration expenditure is estimated

at R7.7 million.

GEOLOGICAL SETTING AND MODELLING

The Greenside Colliery is located in the Witbank Coalfield

where five coal seams are present. These consist of, from the

bottom upwards, the No 1 Seam sequentially to the

No 5Seam at the top, with inter-seam partings consisting of

mainly shale or siltstone and sandstone, with thicknesses

ranging between 1.5m and 23m. The No 4 Seam and the

re-processing MRD are currently contributing to the colliery’s

export product.

The typical qualities of the No 4 Seam reported resources,

on a raw air-dried basis, are 25% ash, 23MJ/kg calorific

value, 1.6% sulphur, 2.5% inherent moisture and

23%volatile matter.

The colliery is sub-divided into two distinct domains, by a

major northwest, southeast trending normal fault system with

a measured maximum throw of 30m in the southeast. The

throw gradually decreases to an approximately 1m throw

towards the northwest. Mining has been constrained by the

fault system, with development from the east and west

stopping on approaching the fault zone.

Several dolerite dykes have been identified by drilling and

mining, but the impact on mining is limited to occasional

cases of poor ground conditions experienced during mining.

The coal seams are modelled in the Datamine’s Minescape

3D modelling software. Based on the borehole information,

the software uses pre-defined criteria with interpolators to

construct the coal seam model, with estimates of raw

qualities as gridded surfaces. Washability data for each

coal seam is utilised separately in the resource estimation

process.

The cut-off parameters applied for the No 4 Seam resources

reported are a minimum total overburden thickness of 20m,

a 2.0m minimum thickness cut-off and a maximum thickness

cut-off of 4.5m. Resources with ash greater than 45% and

volatiles less than 17% are excluded.

MINING ACTIVITIES

The Greenside Colliery is an underground coal mine with

four sections (one prime section and three conventional

sections) mining the No 4 Seam at relatively shallow depths,

using the mechanised bord and pillar mining technique. The

practical mining height averages at 3.0m. The roof

conditions are generally good.

Mining equipment used underground includes CMs, shuttle

cars, roof bolters and a series of conveyor systems. Mining

activities are further supported by the required ancillary

equipment. An incline shaft is used to access the

underground workings.

Based on a 12.3Mt total ROM reserve, the LOM is

estimated at fouryears. There are no Inferred Coal

Resources included in the LOM plan.

The overall mine plan is to fully extract the exposed reserves

in the south-eastern portion (east block) of the mine.

PRODUCTION AND COAL PROCESSING

The annual production ROM for the Greenside Colliery for

2024 was 3.1Mt (2023: 3.1Mt).

The washing plant complex produces a primary product

5,700kcal/kg NAR. The middlings product produced is a

4,800kcal/kg NAR.

The plant (also known as the No 4 Seam plant) consists of

three modules, with modules 1 and 2 being identical and

joined by a spiral plant circuit. Module 3 is separate and

has its own spiral plant circuit. The plant is well maintained

and quality control is good, with sufficient numbers of

automatic samplers being used.

A flotation plant recovers the ultra-fines material from the

No4 Seam plant discard stream using froth flotation.

The primary product is transported via a conveyor to RLT,

from where it is railed to the RBCT for export. Themiddlings

product is sold to the export and domestic markets.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 137

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#### GREENSIDE MINERAL RESIDUE DEPOSIT

The Greenside MRD consists of discard material, derived

from the No 5 Seam, No 4 Seam, No 2 Seam, and

No 1Seam. The Bullnose, West Flanks and portions of the

East Flank, reported as mineable reserves in 2021, were

depleted. The East Flank resources were sterilised with waste

piled on top. The South Flank East and the middle portions

are being mined.

Due to the forecast production of 2025, a portion of the

South Flank West and South West has been transferred from

coal inventory to reportable resources and converted to

reportable reserves.

New and old slimes areas are excluded. Volumes towards

the base of the MRD are excluded from the estimate due to

uncertainty of the base surface.

The estimated Coal Reserves is derived from a geological

model constructed in Datamine's Minescape 3D modelling

software, using borehole data together with a DTM flown

top surface.

Eleven vertically stacked horizontal layers define the

variation in raw coal qualities. An assumed bulk density of

1.6g/cm

3

was used to estimate the tonnage.

A domestic product is derived from washing MRD material

through the No 5 Seam plant and blending it with material

derived from the No 4 Seam middlings. The product is then

soldtothe export market.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

138 Integrated Annual Report for the year ended 31December 2024

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#### ISIBONELO

Isibonelo Colliery has opencast reserves and resources

reported.

The colliery is located approximately 150km east of

Johannesburg, 13km northeast of the town of Secunda in

theMpumalanga province of South Africa.

The opencast operation is constrained by the MR boundary,

a 70m corridor between the opencast resource and the coal

inventory, and the rivers to the west and east of the resource

area, which form part of the MR boundary.

The operation consists of a north and south pit, with the main

offices and workshops approximately 16km south of the

opencast operations.

LEGAL TENURE

The Isibonelo Colliery holds one granted and executed

converted MR and two section 102 applications have been

granted, which include the Zimele Block and the Block F

Triangle areas into the current MR.

An additional section102 application is pending approval

by the DMRE, which relates to the underground Block4sale

transaction. Inaddition, a section 102 pertaining to a

portion of portion RE/4 of the farm Rietfontein 101 IS, is yet

to besubmitted.

Isibonelo Colliery operates under one WUL. The licence

includes and supersedes all activities previously licensed

under numerous water use related licences issued to the

colliery. The colliery operates under two approved EMPrs

and two approved EAs.

Three land claims are currently registered, of which two

require validation and/or investigation. TOPL has fulfilled its

obligations in this regard and any further action required is

the responsibility of the Restitution Management Support

Office (RMSO). A third land claim is currently in the Land

Claims court. In addition, four land claims have been

dismissed.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 139

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There are currently no known impediments to tenure security.

The surface rights are owned by a number of different

entities of which the majority are owned by TOPL and

leased to a number oftenants.

EXPLORATION ACTIVITIES AND EXPENDITURE

Exploration activities for 2024 included 28 vertically cored,

collar surveyed, downhole geophysical surveyed surface

boreholes. Additional geotechnical holes and overburden

identification holes were also drilled.

Logging and sampling of the vertical cored boreholes are

done as soon as possible after drilling to avoid deterioration

of the coal core. The core is photographed and logging,

sampling and analytical results uploaded to Minescape

GDB, which includes validation processes during importing

of data.

Coal samples collected during 2024 were sent to the

SANAS-accredited laboratory, BV, based in Middelburg,

Mpumalanga.

No exploration activities are planned for 2025. The coal

supply agreement with Sasol Mining Proprietary Limited

(Sasol) ends in 2025.

GEOLOGICAL SETTING AND MODELLING

The Isibonelo Colliery is located in the Highveld Coalfield

where four coal seams are present. These consist of, from

the bottom upwards, the underdeveloped No 2 Seam

sequentially to the No 5 Seam at the top. Only the No

4Seam is declared as Coal Resources and Coal Reserves.

The typical qualities of the No 4 Seam reported resources,

on a raw air-dried basis, are 27% ash, 21MJ/kg calorific

value, 0.8% sulphur, 5.3% inherent moisture and

23%volatile matter.

No faulting was detected during exploration drilling or

mining activities. A sill identified on the aeromagnetic survey,

as well as in boreholes, is situated above the No 4 Seam

and has little effect on the coal seam. Three thin dolerite

dykes were intersected during mining, but with little effect on

the mining or coal seam.

The coal seams are modelled in Datamine’s Minescape 3D

modelling software. Based on the borehole information, the

software uses pre-defined criteria with interpolators to

construct the coal seam model, with estimates of raw

qualities as gridded surfaces. There are no washability

analyses since the colliery produces araw product.

The cut-off parameter applied for the No 4 Seam reported

resources is a 0.5m minimum thickness cut-off. Resources

with ash greater than 50%, calorific value less than

17.5MJ/kg and raw dry ash free volatiles less than

24%are excluded.

MINING ACTIVITIES

The colliery is an opencast operation consisting of a north pit

and a south pit. Both pits support a dragline operation and

are assisted by a pre-strip truck and shovel fleet.

The main equipment used in the pits includes two draglines,

hydraulic shovels, haul trucks, dozers, excavators and rotary

drills, with the required ancillary support equipment. The

mine layout was designed to suit the available mining

equipment.

The revised mining schedule accelerates the mining of the

south pit due to lower costs, with reserves converted to

resources outside of mine plan (RoMP) in the north pit. This is

due to constraints in the financial and economic modifying

factors related to the coal supply agreement (CSA) with

Sasol coming to an end in 2025. A potential continuation of

the mining activities is currently under discussion.

The remaining LOM is estimated at one year with total ROM

reserves of 3.9Mt. There are no Inferred Coal Resources

included in the LOM plan. The terms of the CSA with Sasol

determine the LOM.

PRODUCTION AND COAL PROCESSING

The total delivered tonnage for 2024 was 4.2Mt (2023:

4.0Mt) with a 100% saleable raw product.

The colliery's full production is solely supplied to

Sasol

Synfuels Operations under the CSA. The CSA contract was

revised on 1June2019 and expires on 31 December

2025. The targeted supply for 2025 is 3.9Mtpa over the

12-month period.

The coal from the pit is transported to the ROM tip by truck.

The coal is crushed, screened and sized at the crushing and

screening plant. There is an automatic satellite sampling

plant at the point of sale. The coal analysis is critical to

ensure quality compliance.

The final product is transported by a 14km conveyor from

the crusher plant to point of sale at the Isibonelo bunker.

From there it is transported by a 22km long conveyor directly

to the coal stockyard situated at the

Sasol Synfuels

Operations plant, just south of the town of Secunda.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

140 Integrated Annual Report for the year ended 31December 2024

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#### KHWEZELAKHWEZELA NORTH

Khwezela North (also known as Landau) consists of the

current operating Navigation pit as well as the Kromdraai

pit, which is currently being rehabilitated. The Clydesdale

SACE life extension project lies on the southern boundary of

the Landau MR. Coal Resources are not reported for this

project due to current environmental permitting

considerations. An active MRD (Blaauwkrans), receives as-

arising material from the Navigation plant. Inactive or

dormant MRDs are also located in thearea.

The Navigation pit is located approximately 120km east of

Johannesburg, 22km west of the town of eMalahleni in the

Mpumalanga province of South Africa. It forms part of the

SACE complex, together with Khwezela South (formerly

known as Kleinkopje) and the Greenside Colliery (refer to

the Greenside overview).

The Navigation pit is constrained by the MR boundary,

Eskom powerlines, the Transnet railway to the north, the

Clewer settlement in the west, the Navigation CHPP and

theNavigation MRD to the south.

The RLT as well as the EWRP lie south of the pit.

LEGAL TENURE

Khwezela North holds one granted and executed converted

MR – the Landau MR.

A section 102 application was granted during November

2024 for the exclusion of a portion of the farm

Elandsfontein, in favor of Saldomate Proprietary Limited. The

granted application is pending execution and registration.

Khwezela North operates under numerous approved EMPrs,

EAsand WULs.

05 OUR

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06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 141

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The colliery does not have a WML. For the Kromdraai

rehabilitation programme, a WML was awarded in May

2024. An integrated water use license application (IWULA)

amendment was submitted to the Department of Water and

Sanitation, to ensure that the Kromdraai section has an IWUL

with conditions based on the current status pertaining to the

rehabilitation phase. The IWUL is pending a decision by the

regulator.

Three land claims were settled by financial compensation or

dismissed and no further action is required.

There are currently no known impediments to tenure security.

The surface rights are owned by a number of different

entities, of which the majority are owned by TOPL and

leased to various tenants.

EXPLORATION ACTIVITIES AND EXPENDITURE

Exploration activities for 2024 included 22 vertically cored

and collar surveyed surface boreholes.

Logging and sampling of the vertical cored boreholes are

done as soon as possible after drilling to avoid deterioration

of the coal core. The core is photographed and logging,

sampling and analytical results uploaded to Minescape

GDB, which includes validation processes during importing

of data.

Coal samples collected during 2024 were sent to the

SANAS-accredited laboratory, BV, based in Middelburg,

Mpumalanga.

For 2025, the planned exploration expenditure is estimated

at R6.1 million.

GEOLOGICAL SETTING AND MODELLING

Khwezela North is located in the Witbank Coalfield where

five coal seams are present. These consist of, from the

bottom upwards, the No 1 Seam sequentially to the

No 5Seam at the top, and all contribute to the resource

and reserve base. At the Navigation pit, all seams, with the

exception of the No 3 Seam, to a greater or lesser extent,

have previously been mined underground, with the select

portion of the No 2 Seam mined most extensively. The

No 4Seam, No 2 Seam, and No 1 Seam currently

contribute to the colliery’s export product, with the No 5

Seam reported as a resource.

The typical qualities of the No 5 Seam reported resources,

on a raw air-dried basis, are 22% ash, 25MJ/kg calorific

value, 1.6% sulphur, 2.5% inherent moisture and

26%volatile matter. The typical qualities of the No 4 Seam

reported resources, on a raw air-dried basis, are 23% ash,

24MJ/kg calorific value, 1.7% sulphur, 2.4% inherent

moisture and 23% volatile matter. The typical qualities of the

No 2 Seam reported resources, on a raw air-dried basis,

are 34% ash, 20MJ/kg calorific value,1.0% sulphur,

2.2%inherent moisture and 20% volatile matter.

The typical qualities of the No 1 Seam reported resources,

on a raw air-dried basis, are 16% ash, 28MJ/kg calorific

value,1.4% sulphur, 2.0% inherent moisture and 28%

volatile matter.

Northwest-southeast striking faults encountered at the

Greenside Colliery extend into the Navigation area, but do

not impact mining. Northeast-southwest trending dolerite

dykes are encountered, but with little impact on mining.

The coal seams are modelled in Datamine’s Minescape 3D

modelling software. Based on the borehole information, the

software uses pre-defined criteria with interpolators to

construct the coal seam model, with estimates of raw

qualities as gridded surfaces. Washability data for each

coal seam is utilised separately in the resource estimation

process.

The cut-off parameter applied for the reported resources is a

1.0m minimum thickness on all seams. Resources with ash

greater than 50% and volatiles less than 17% are excluded.

MINING ACTIVITIES

The Navigation pit is an opencast operation with a pre-strip

operation allocated to a truck and shovel fleet. The overall

stripping ratio is low compared to other similar opencast

operations. The main operational risk is the potential for

spontaneous combustion in the old workings.

The primary mining equipment includes a dragline, hydraulic

shovels, haul trucks, overburden drills and a coaling drill,

and issupported by the necessary ancillary equipment.

The main boxcut is in the north of the pit near the railway

line where the overburden is the shallowest. The boxcut is

constrained by available spoil space and is developed in

two parts. The development of a third boxcut commenced

recently.

The LOM is estimated at five years and the total ROM

reserves at 23.4Mt. Inferred Coal Resources make up 2% of

the LOM plan (equivalent to 0.5Mt reserves).

PRODUCTION AND COAL PROCESSING

The annual production ROM for 2024 was 4.3Mt (2023:

3.0Mt). Due to the constraints influencing pit extensions, little

room is left for expansion of the resources and reserves

footprint.

The CHPP produces a primary export product at a calorific

value of 5,700kcal/kg NAR.

The plant consists of two identical modules, A and B. The

fines are treated in a Teeter Bed Separation module in series

with spirals, and the fines product coal is added back to the

export product.

The primary product is stockpiled and transported to the RLT

via a conveyor, from where it is railed to the RBCT for

export.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

142 Integrated Annual Report for the year ended 31December 2024

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#### KHWEZELA SOUTH

The resources at Khwezela South (also known as Kleinkopje)

are limited to the Bokgoni 2A pit, which was placed on

care and maintenance with effect from the first quarter of

2021. No Coal Reserves are declared over the area.

Theremaining Coal Resource from the Bokgoni 2A pit is

declared under RoMP. Other coal remnants within the MR

are contained in the old 5W pit in the south, NorthWest

and Landau 1 and 2 Blocks, as well as in the MRD at

Klippan.

LEGAL TENURE

Khwezela South holds one granted and executed converted

MR (Kleinkopje MR), and one prospecting right (PR) for

which a renewal application has been submitted and is

awaiting adjudication.

Approval for a section 102 application, submitted to the

DMRE in February 2021 for certain portions under the

Kleinkopje MR (Khwezela South) to be included into the

Greenside MR, has subsequently been approved. The

Kleinkopje MR has an authorised EMPr andEA.

Two land claims require validation or gazetting by the

department, while two claims have been settled. An

objection has been submitted against one land claim, which

required claimant verification, and the objection is pending.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 143

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EXPLORATION ACTIVITIES AND EXPENDITURE

Exploration activities have been suspended since 2020.

Previous activities included vertical cored and collar

surveyed surface boreholes and aeromagnetic surveying with

a minimal amount of standard downhole geophysics due to

the flat-lying strata and the high density of cored boreholes.

Logging and sampling of the vertical cored boreholes were

done as soon as possible after drilling to avoid deterioration

of the coal core. The core was photographed and logging,

sampling and analytical results uploaded in Minescape

GDB, which includes validation processes during importing.

Coal samples were sent to SANAS-accredited laboratories.

There is no 2025 budget for exploration activities at

Khwezela South.

GEOLOGICAL SETTING AND MODELLING

Khwezela South is located in the Witbank Coalfield where

five coal seams are present. These consist of, from the

bottom upwards, the No 1 Seam sequentially to the No

5Seam at the top, with the exception of the No 3 Seam,

which is not part of the resource base. Asmall graben with

a 10m throw lies to the northeast of the Bokgoni 2A pit. No

major dolerite intrusions have been encountered.

The typical raw air-dried qualities of the reported resources

range from 20% to 30% ash, 21MJ/kg to 26MJ/kg

calorific value, 1.0% to 2.0% sulphur, 1.9% to 2.3%

inherent moisture and 21% to 27% volatile matter between

the seams.

The coal seams are modelled in Datamine’s Minescape 3D

modelling software. Based on the borehole information, the

software uses pre-defined criteria with interpolators to

construct the coal seam model, with estimates of raw

qualities as gridded surfaces. Washability data for each

coal seam is utilised separately in the resource estimation

process.

The cut-off parameter applied for the resources is a 0.5m

minimum thickness on all seams. Resources with ash greater

than 50% and volatiles less than 17% are excluded.

MINING ACTIVITIES

The Bokgoni 2A Pit was put on care and maintenance in

2021 and no mining has taken place since then.

PRODUCTION AND COAL PROCESSING

No coal processing has taken place since the mine was

placed on care and maintenance.

#### KHWEZELA SOUTH MINERAL RESIDUEDEPOSIT

The rehabilitation of the Khwezela South (also known as

Landau 3) MRD started in 2024 and will continue during

2025.

No Coal Resources or Coal Reserves are reported over the

MRDs at Khwezela South.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

144 Integrated Annual Report for the year ended 31December 2024

![]()

#### MAFUBE

The Mafube Colliery is an opencast operation in which

South Africa Coal Operations Proprietary Limited (SACO)

holds a 50% direct interest and Exxaro Coal Mpumalanga

Proprietary Limited (Exxaro) holds the remaining 50%. The

JVis termed Mafube Coal Mining Proprietary Limited

(Mafube Coal Mining).

The colliery is located approximately 160km east of

Johannesburg and 30km east from the town of Middelburg

in theMpumalanga province of South Africa.

The opencast operation is constrained primarily by the MR

boundary. Internal to the MR, the coal sub-crop defines the

resource limit.

The operation consists of six planned pits. The mining

strategy is to schedule the mining pits to maximise the Coal

Reserve recovery by maintaining steady-state production up

to the end of the LOM.

The declared resources and reserves are as evaluated and

estimated through Exxaro.

LEGAL TENURE

The Mafube Colliery holds one granted and executed

NOMR and one granted and executed converted MR.

Mining operations currently occur in the Nooitgedacht

Reserve MR.

The Mafube Colliery operates under numerous approved

EMPrs, EAs and WULs. The environmental management

plan, IWUL, and NEMA licences for the current mining

areas are in place and compliant.

The application processes for authorisation in terms of the

National Environmental Management: Waste Act

(NEMWA) and NEMA for the mining of Pan 11

(Nooitgedacht North) catchment was concluded and the

final Environmental Impact Assessment (EIA)/EMPr was

submitted to the DMRE in October 2023.

05 OUR

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06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 145

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The record of decision has been submitted to the DMRE for

review and the drafting of the EA. Mafube is currently

awaiting the final EA issuance. The WUL application was

submitted to the Department of Water and Sanitation in

August 2024, following the completion of the additional

technical specialist studies. Approval is anticipated in quarter

one of 2025.

Several land claims are registered. Some have been

dismissed, others require validation or claimant verification,

and a few require further negotiations prior to settlement.

There are various competing applications over Mafube’s

MRs. Mafube has lodged objections and appeals against

the applications and the outcomes from the DMRE are

pending.

Mafube Coal Mining is aware of a legal challenge in

respect of the competing application pertaining to the

remaining extent of portion 1 of the farm Patattafontein

412JS. Ifnot resolved, the reserve base will be reduced

byapproximately 3%.

The surface rights are owned by a number of different

entities, with some portions of the surface rights owned by

Mafube Coal Mining and leased to a number of tenants for

agricultural purposes.

EXPLORATION ACTIVITIES AND EXPENDITURE

Exploration activities for 2024 included 168 vertically cored

and collar surveyed boreholes.

Logging and sampling of the vertical cored boreholes are

done as soon as possible after drilling to avoid deterioration

of the coal core. The core is photographed and logging,

sampling and analytical results captured in an acQuire GIM

Suite SQL database, managed by Exxaro.

Coal samples collected during 2024 were sent to the

SANAS-accredited laboratory, BV, based inMiddelburg,

Mpumalanga.

For 2025, the planned exploration expenditure is estimated

at R22.6 million.

GEOLOGICAL SETTING AND MODELLING

The Mafube Colliery is located close to the northern edge of

the Witbank Coalfield where four coal seams are present.

These consist of, from the bottom upwards, the No 1 Seam

sequentially to the No 4 Seam at the top. The No 2L Seam

is the main source of the declared Coal Resources and Coal

Reserves, with the No4 Seam (split into the No 4U and No

4L) and No 1 Seam also contributing.

The typical qualities of the No 4U Seam reported resources,

on a raw air-dried basis, are 34% ash, 18MJ/kg calorific

value, 0.8% sulphur, 4.0% inherent moisture and

20%volatile matter. The typical qualities of the No 4L Seam

reported resources, on a raw air-dried basis, are 40% ash,

16MJ/kg calorific value, 0.9% sulphur, 3.9% inherent

moisture and 20% volatile matter.

The typical qualities of the No 2L Seam reported resources,

on a raw air-dried basis, are 27% ash, 21MJ/kg calorific

value, 1.0% sulphur, 4.1% inherent moisture and

21%volatile matter. The typical qualities of the No 1 Seam

reported resources, on a raw air-dried basis, are 34% ash,

19MJ/kg calorific value, 0.7% sulphur, 3.3% inherent

moisture and 21% volatile matter.

No faulting was detected during exploration drilling or

mining activities. Dolerite intrusives, tentatively identified from

the aeromagnetic survey, have not been confirmed by

drilling or mining activities.

The geological model is constructed using the Geovia Minex

Dassault Systems software and is managed and maintained

by Exxaro. The gridded coal seam surfaces, interpreted from

boreholes, were constructed using set criteria or relationships

between the seams, using the growth algorithm. Raw and

washability quality grids were also constructed.

The cut-off parameter applied for the No 4U Seam,

No 4LSeam and No 2L Seam reported resources is a

minimum thickness of 1.0m on all seams. A 0.8m minimum

thickness cut-off is applied to the No 1 Seam. Resources

with ash greater than 50% are excluded.

MINING ACTIVITIES

Currently, the No 2 Seam and No 1 Seam are being

extracted.

The main equipment used in the pits are dozers, excavators,

haul trucks, coal and overburden drills, with articulated

dump trucks used for topsoil removal.

The LOM is estimated at 19 years with total ROM reserves

of 115.6Mt. This is in line with the Mafube plant capacity

of 5.8Mtpa ROM. Only 0.2% of the LOM plan is derived

from Inferred Coal Resources (equivalent to 0.1Mt reserves).

PRODUCTION AND COAL PROCESSING

The actual ROM production for 2024 was 5.7Mt (2023:

4.8Mt). After processing, this produced a 5,800kcal/kg

NAR export product together with a 4,800kcal/kg NAR

middlings export product. An additional raw domestic

product has been identified and included in the declared

saleable products, to be included for the remainder of the

LOM.

The CHPP is operated by Mafube on behalf of the JV.

ROM coal is transported from the pit to the CHPP by a 7km

overland conveyor. The CHPP is a single module, treating

coarse and finer coal in separate dense medium cyclones.

Both saleable export products are transported by a 14km

overland conveyor to the RLT.

The CHPP also uses filter presses to process ultrafines. This

product is sold on demand to the inland market.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

146 Integrated Annual Report for the year ended 31December 2024

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#### ZIBULOZIBULO OPENCAST

Zibulo Opencast (OC) is located approximately 100km

eastof Johannesburg, close to the town of Ogies in the

Mpumalanga province of South Africa. The Zibulo MR is

held by Anglo American Inyosi Coal Proprietary

Limited(AAIC).

Zibulo OC forms part of the Zibulo Colliery, which includes

the underground (UG) bord and pillar operation situated

16km southwest of Ogies, as well as the Zondagsfontein

West project area to the west of the underground operation.

The pit is constrained by the MR boundary as well as the

N12 highway in the north and the R545 road in the south.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 147

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LEGAL TENURE

Zibulo OC holds one granted and executed NOMR. The pit

operates under several EMPrs, EAs and WULs. It does not

require a WML, and all of the required environmental

permits are in place. An amendment to the WUL has been

submitted to license additional activities.

The surface rights are owned by AAIC and a third party.

No land claims are recorded over the Zibulo OC MR.

There are currently no known impediments to tenure security.

EXPLORATION ACTIVITIES AND EXPENDITURE

Exploration activities for 2024 included 12 vertically cored,

collar surveyed, downhole geophysical surveyed surface

boreholes. Some of the production (drill and blast) holes

were used for the structural interpretation.

Logging and sampling of the vertical cored boreholes are

done as soon as possible after drilling to avoid deterioration

of the coal core. The core is photographed and logging,

sampling and analytical results are uploaded in Minescape

GDB, which includes validation processes during importing

of data.

Coal samples collected during 2024, were sent to the

SANAS-accredited laboratory, BV, based in Middelburg,

Mpumalanga.

No exploration expenditure is planned for 2025 due to the

complete depletion of the reserve by the end of 2025.

GEOLOGICAL SETTING AND MODELLING

Zibulo OC is located in the Witbank Coalfield where

typically five coal seams are present. However, at Zibulo

OC only three seams occur, which consist of, from the

bottom upwards, the No 1 Seam sequentially to the

No 4Seam at the top. The No 5 Seam has been eroded

and the No 3 Seam is not present. The No 4 Seam and

No2 Seam both contribute to the colliery’s export product.

The typical qualities of the No 4 Seam, on a raw air-dried

basis, are 22% ash, 24MJ/kg calorific value, 1.5% sulphur,

3.4% inherent moisture and 23% volatile matter. The typical

qualities of the No 2 Seam, on a raw air-dried basis, are

25% ash, 23MJ/kg calorific value,1.0% sulphur,

3.0%inherent moisture and 22% volatile matter.

Zibulo OC is sub-divided into two distinct domains, north

and south, by the Strategic Fuel Fund (SFF) pipeline

servitude. No faults or dolerites are present in the area.

Granted WULs to mine thewetlands to the east and south

are available.

The coal seams are modelled in Datamine’s Minescape 3D

modelling software. Based on the borehole information, the

software uses pre-defined criteria with interpolators to

construct the coal seam model, with estimates of raw

qualities as gridded surfaces. Washability data for each

coal seam is utilised separately in the resource estimation

process.

The cut-off parameter applied for the resources is a 0.5m

minimum thickness on all seams. Resources with ash greater

than 50% and volatile matter less than 17% are excluded.

MINING ACTIVITIES

The Zibulo OC pit is a truck and shovel contractor-operated

mini-pit. The northern portion of the pit is depleted. The

boxcut development in the southern pit commenced in

2021. Rock engineering aspects are well managed, with

adequate risk controls implemented.

Zibulo OC has the required infrastructure including a

substation and electrical reticulation, haul roads, mining

equipment and a ROM crushing plant.

The remaining LOM is estimated at one year with total ROM

reserves of 0.8Mt. There are no Inferred Coal Resources

included in the LOM plan.

PRODUCTION AND COAL PROCESSING

The actual production ROM for 2024 was 1.1Mt (2023:

0.9Mt). The coal is combined with the Zibulo UG coal,

producing a saleable 6,000kcal/kg NAR export product

and a 4,800kcal/kg NAR middlings export product.

The Zibulo OC operation supplements the underground

production ROM to the Phola Coal Processing Plant (PCPP)

so that the maximum allocated throughput capacity of

8Mtpa can be achieved. The Zibulo OC coal is trucked to

the PCPP which is situated onthe western border of Ogies.

The PCPP is a 50:50 JV between AAIC and Seriti Power

Proprietary Limited. The plant has a nominal capacity of

16Mtpa, of which the Zibulo Colliery is entitled to 8Mtpa

according to the JV agreement. The ROM from both the

Zibulo OC and the Zibulo UG operations is processed at

the PCPP.

The PCPP has dedicated ROM and product stockpiles for

each of the JV partners. There are two rail loops connected

to Transnet Freight Rail with two load-out facilities. Fine coal

is fed to spirals and the spirals product stream is split

between the export and middlings product, depending on

the quality produced.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

148 Integrated Annual Report for the year ended 31December 2024

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#### ZIBULO UNDERGROUND

Zibulo UG is a bord and pillar operation located

approximately 100km east of Johannesburg, 16km

southwest of Ogies in the Mpumalanga province of

SouthAfrica.

It forms part of the Zibulo Colliery which includes the Zibulo

OC operation and the Zondagsfontein West Project.

The Zibulo MR is held by AAIC.

LEGAL TENURE

Zibulo UG holds one granted and executed NOMR, which

comprises the current underground mine and the

Zondagsfontein West life extension project.

A section 102 application was submitted to exclude a

portion of the farm Straffontein from the Zibulo MR in favor

ofMnambithi Mining Proprietary Limited.

The colliery operates under several EMPrs, EAs and WULs.

All the required environmental permits are in place for the

operation. An amendment to the WUL has been submitted to

license additional activities. Due to the inclusion of the

Zondagsfontein West Project area in the LOM, an

amendment to the current EMPr of Zibulo UG, to cover the

underground workings and surface infrastructure, has been

submitted to the DMRE and is awaiting approval.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 149

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The surface rights for Zibulo UG are currently owned by

numerous different entities, including AAIC.

A purchase agreement has been concluded to secure

surface rights for portion RE/11 of the farm Leeuwfontein

219 IR and is currently in the registration process.

Subsequently, a purchase agreement has been concluded to

secure portion RE/2 of the farm Zondagsfontein 253 IR,

among others. The aforementioned portions are critical for

the Zibulo life extension project.

Five land claims are registered over the Zibulo UG MR,

which require either dismissal, gazetting, validation or

approval by the RMSO. The claims do not impact the current

underground mining.

There are currently no known impediments to tenure security.

EXPLORATION ACTIVITIES AND EXPENDITURE

Exploration activities for 2024 included 16 vertical cored,

collar surveyed, standard downhole geophysical surveyed

surface boreholes. Additional cover is by underground

in-seam panel and directional non-core drilling ahead of

mining faces.

Logging and sampling of the vertical cored boreholes are

done as soon as possible after drilling to avoid deterioration

of the coal core. The core is photographed and logging,

sampling and analytical results captured in Minescape GDB,

which includes validation processes during importing.

Coal samples collected during 2024 were sent to the

SANAS-accredited laboratory, BV, based inMiddelburg,

Mpumalanga.

For 2025 the planned exploration expenditure is estimated

at R19.8 million.

GEOLOGICAL SETTING AND MODELLING

Zibulo UG is located in the Witbank Coalfield where five

coal seams are present. These consist of, from the bottom

upwards, the No 1 Seam sequentially to the No 5 Seam at

the top, with inter-seam partings consisting of mainly siltstone

and sandstone, with thicknesses ranging between 1m and

20m. The No 2 Seam is currently the only underground

contributor to the colliery’s export product.

Pre-Karoo paleo-highs influence the No 2 Seam thickness

and elevation, particularly where the seam truncates against

these paleo-highs.

The No 4 Seam and No 5 Seam are declared as RoMP

and are considered to be economic Coal Resources for

future mining, with the select No 4 Seam as a domestic

product and the highly vitrinitic No 5 Seam as a possible

metallurgical coal. However, the No 5Seam potential is

restricted by thickness, weathering and extensive sill

influence.

The typical qualities of the No 5 Seam reported resources,

on a raw air-dried basis, are 18% ash, 25MJ/kg calorific

value, 1.7% sulphur, 4.5% inherent moisture and

30%volatile matter. The typical qualities of the No 4 Seam

reported resources, on a raw air-dried basis, are 33% ash,

18MJ/kg calorific value,1.1% sulphur, 4.0% inherent

moisture and 22% volatile matter. The typical qualities of the

No 2 Seam reported resources, on a raw air-dried basis,

are 29% ash, 20MJ/kg calorific value,1.1% sulphur, 1.6%

inherent moisture and 22% volatile matter.

Faulting is minimal across Zibulo UG, except for the major

graben structure in the north, striking east-west across the

colliery. The graben consists of a series of sub-parallel faults

with varying throws along strike. The graben was also

intersected in the neighbouring underground workings of

Khutala Colliery and has a magnetic signature clearly visible

on the aeromagnetic survey. Five fence line patterns were

drilled to better define the extent of the graben at

ZibuloUG.

Dolerite intrusions and associated stringers occur throughout

the area and large sills appear close to the surface, affecting

mostly theNo 5 Seam.

The coal seams are modelled in Datamine’s Minescape 3D

modelling software. Based on the borehole information, the

software uses pre-defined criteria with interpolators to

construct the coal seam model, with estimates of raw

qualities as gridded surfaces. Washability data is treated

separately in the resource estimation process.

The cut-off parameters applied for the underground resources

reported are a 1.5m minimum thickness on the No 5 Seam,

a 2.0m minimum thickness on both the No 4 and No 2

Seam and an overall average 4.5m maximum thickness. A

minimum thickness of 30m total overburden is also applied

to the underground resources reported. Resources with ash

greater than 50% and dry ash free volatiles less than 24%

are excluded.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

150 Integrated Annual Report for the year ended 31December 2024

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MINING ACTIVITIES

Zibulo UG is a bord and pillar operation targeting a

selective mining horizon between 3.3m and 4.5m thick in

the No 2 Seam. The current configuration comprises four

conventional and two prime sections.

The operation is equipped with CMs, shuttle cars, feeder-

breakers and conveyor belt systems. The UG infrastructure

consists of a vertical shaft for transporting man and material,

and an incline shaft for the conveyance of coal.

A graben in the north divides the reserve into two domains,

the coal quality on either side is similar and both domains

are scheduled to be mined.

The optimal LOM is estimated at eight years and is

supported by a total ROM reserve base of 42.5Mt.

There are no Inferred Coal Resources included in the current

underground colliery. A 25% Inferred Coal Resources in

mine plan is included in the overall LOM with the inclusion

of the Zondagsfontein West project in the total LOM. The

Inferred Coal Resources in mine plan are envisaged to be

mined from 2035 and an action plan is in place to reduce

the percentage, before mining commences in the area.

PRODUCTION AND COAL PROCESSING

The actual production ROM for Zibulo UG for 2024 was

5.3Mt (2023: 4.7Mt), producing a combined saleable

6,000kcal/kg NAR export product and a 4,800kcal/kg

NAR middlings export product.

The underground ROM coal is transported to the PCPP via a

16km long overland conveyor. The product coal from both

the Zibulo OC and the Zibulo UG is loaded for export at the

PCPP RLT and railed to the RBCT. The majority of the

middlings coal is railed to the RBCT for blending with other

coal products, with a small amount sold free on rail or free

on truck to inland customers.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 151

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#### OVERVIEW OF ASSET – AUSTRALIA

#### ENSHAM

The Ensham Mine is the primary asset of the Ensham joint

venture and comprises several tenements located within the

Bowen Basin in Queensland, Australia, approximately

40kmnortheast of the town Emerald and 200km west

ofRockhampton. The mine is situated directly north of

theCapricorn highway and the Central railway line.

Thungela acquired a majority interest in the Ensham Mine,

through its wholly owned subsidiary, Thungela Resources

Australia Pty Limited (Thungela Resources Australia), and

assumed operational control of the Ensham Mine from

1September 2023. Thungela Resources Australia holds a

controlling interest (72.5%) in Sungela Holdings Pty Ltd and

its wholly owned subsidiary, Sungela Pty Ltd (Sungela).

Pursuant to the acquisition, Sungela owned 85% of the

Ensham Mine, through an unincorporated joint venture, with

the remaining 15% being owned by LX International.

In December 2024, Thungela Resources Australia

announced its intention to acquire LX International’s 15%

interest in the unincorporated joint venture, subject to the

receipt of regulatory approvals and the fulfilment or waiver

of certain conditions precedent to the transaction.

The colliery reports mainly underground resources and

reserves, with some opencast resources declared as well.

Subject to some regulatory approvals, Ensham has a LOM

through to 2044.

Open cut mining commenced in 1994. The open cut is on

care and maintenance, while rehabilitation continues in

accordance with the Progressive Rehabilitation and Closure

Plan (PRCP) schedule. The underground mining commenced

in 2011 as a bord and pillar operation.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

152 Integrated Annual Report for the year ended 31December 2024

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OVERVIEW OF ASSET – AUSTRALIA

ENSHAM

The Ensham Mine is the primary asset of the Ensham joint

venture and comprises several tenements located within the

Bowen Basin in Queensland, Australia, approximately

40kmnortheast of the town Emerald and 200km west

ofRockhampton. The mine is situated directly north of

theCapricorn highway and the Central railway line.

Thungela acquired a majority interest in the Ensham Mine,

through its wholly owned subsidiary, Thungela Resources

Australia Pty Limited (Thungela Resources Australia), and

assumed operational control of the Ensham Mine from

1September 2023. Thungela Resources Australia holds a

controlling interest (72.5%) in Sungela Holdings Pty Ltd and

its wholly owned subsidiary, Sungela Pty Ltd (Sungela).

Pursuant to the acquisition, Sungela owned 85% of the

Ensham Mine, through an unincorporated joint venture, with

the remaining 15% being owned by LX International.

In December 2024, Thungela Resources Australia

announced its intention to acquire LX International’s 15%

interest in the unincorporated joint venture, subject to the

receipt of regulatory approvals and the fulfilment or waiver

of certain conditions precedent to the transaction.

The colliery reports mainly underground resources and

reserves, with some opencast resources declared as well.

Subject to some regulatory approvals, Ensham has a LOM

through to 2044.

Open cut mining commenced in 1994. The open cut is on

care and maintenance, while rehabilitation continues in

accordance with the Progressive Rehabilitation and Closure

Plan (PRCP) schedule. The underground mining commenced

in 2011 as a bord and pillar operation.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

152   Integrated Annual Report for the year ended 31December 2024

LEGAL TENURE

The Ensham deposit comprises nine tenements, including

seven mining leases and two mineral development licences

(MDL).

Environmental approvals are in place for the current

operations which are within existing mining leases. Future

underground operations are planned to extend into

MDL217. Ensham has submitted a mining lease application

to convert a portion of MDL217 into a mining lease to allow

for the extension. The application process commenced in

quarter one of 2020, with approval anticipated in 2025.

There are currently no known impediments to tenure security.

EXPLORATION ACTIVITIES AND EXPENDITURE

Exploration activities for 2024 included 59 vertical

boreholes, of which 25 were sampled.

Drill cuttings and cored holes are logged and sampled. The

core is photographed and, where possible, geophysical

wireline logging of boreholes is undertaken. The samples are

analysed on a raw basis, with a small portion sent for

limited float/sink analyses.

The borehole spacing is deemed sufficient to define the

areas of resource confidence. Geostatistical and classical

statistical analysis is used to assist in determining the

variability of the deposit.

2D seismic surveys were completed across the mine leases

and MDL area. Seven 3D seismic surveys were undertaken

over the target areas covering 39km

2

.

For 2025 the planned exploration expenditure is estimated

at AUD3.5 million.

GEOLOGICAL SETTING AND MODELLING

Ensham is located in the central part of the Bowen Basin.

The economic seams occur in the Rangal Coal Measures,

which has an average thickness of 100m and a strike length

of over 80km. The economic seams, contributing towards

the reported resources and reserves, are the Aries (A) Seam

and Castor (C) Seam, with the Pollux (P) Seam included in

the open cast resources. These seams have a typical

economic thickness of 2m up to 6m. The Orion Seam at the

bottom of the package is considered uneconomical and is

not reported.

The typical qualities of the Aries and Castor Seams reported

resources, on a raw air-dried basis, are

between 10% and

15% ash and between 26MJ/kg and 28MJ/kg calorific

value.

The project area is bound in the east by the sub-crop on the

Comet Ridge and in the west by depth. Normal faulting

occurs throughout the deposit, ranging in throw from 2m to

more than 20m. There are two principal orientations of

faults, east-west and northwest-southeast.

The coal seams are modelled in the Maptek Vulcan

V2023.4.3D geological modelling software, using both

grid and block modelling techniques.

The cut-off parameter applied for the underground resources

reported is a 1.5m minimum thickness and a 0.5m minimum

thickness for the opencast resources reports.

MINING ACTIVITIES

Ensham is an underground bord and pillar mine, with five

production units, mining the coalesced Aries and Castor

Seams, and one fault development unit. Surface infrastructure

is in place to support the operation at the current production

levels.

The combined Aries and Castor Seam is typically 5m to 6m

thick over most of the underground area, thinning to less than

3m in the west where the seams splits come in. The depth of

cover in the reserve area ranges from less than 50m in the

mined-out south-eastern portion of the mine to over 200m in

the west.

Mining equipment used underground includes CMs, shuttle

cars, mobile bolters, load haul dumps (LHD), personnel

carriers and a series of conveyor systems.

The orientation of the faults determines to a large extent the

orientation of the panels and the overall mine layout. The

underground workings are accessed through drifts from the

final voids of the opencast.

Within the MDL boundary, the proved reserves were

downgraded to probable reserves to reflect the necessity for

mining lease approval prior to extracting the Coal Reserves.

The LOM is estimated at 20 years with the total ROM

reserves at 68.8Mt. There are no Inferred Coal Resources in

the mine plan.

PRODUCTION AND COAL PROCESSING

The total production for Ensham in 2024 was 4.1Mt ROM

(2023: 2.9Mt for the full year).

The coal is not washed, but removed from underground via

a conveyor belt, crushed and sized in a coal handling plant

and transported via rail to the RG Tanna coal terminal in

Gladstone, 340km from the Ensham Mine, for shipping as

an export product. Aproduct yield of a 100% is assumed

and is considered representative of the remaining deposit.

There are no mine tailings as there is no coal washing

process.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 153

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#### OVERVIEW OF ASSET PROJECTS – SOUTH AFRICA

#### ELDERS

The Elders project revised feasibility study (FS), covering the

extraction of both the No 4 Seam and No 2 Seam, was

completed in June2022. Following this, the project was

approved by the Thungela board in August 2022.

The Elders project area is located approximately 60km south

of the town of Middelburg in the Mpumalanga province of

South Africa.

Within the Elders MR, three distinct domains exist, with a far

north opencast domain (not reported since only

underground mining is envisaged at present), the central

underground domain (resources and reserves reported) and

the southwest underground domain (not reported due to the

impact of transgressive sills compartmentalising and

devolatilising the coal seams).

The focus area is the underground central area, with the

economic target being the No 4 Seam and No 2 Seam,

ofwhich the No2Seam has the better quality.

The declared resources and reserves in this report are made

up of these two economic seams.

The project area is constrained by the MR boundary, a

railway line to the northeast, a paleo-high truncating the

seams in the south and southeast as well as sub-crops in the

north and west due to the pre-Karoo topography.

The Olifants River and Viskuile River flow through the north

and centre of the study area and an extensive wetland is

present in the area. The 1:100-year flood line of the rivers

cuts across the planned mining areas.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

154 Integrated Annual Report for the year ended 31December 2024

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LEGAL TENURE

AAIC holds one granted and executed NOMR.

A sale of a portion of the mining right and a property

agreement were concluded with Sudor Coal Proprietary

Limited for Portion 5 of the farm Middelkraal 50 IS and

Portion of Portion RE of the farm Middelkraal 50 IS (also

known as Pit 4). Subsequently, a tripartite agreement was

concluded with Umcebo Mining Proprietary Limited

(Umcebo) for the aforementioned portions and a section

102 application has been submitted to the DMRE during

2024 to abandon the portions in favour of Umcebo.

AAIC currently owns approximately 3,500ha of the total

surface rights relating to the approved mining right area.

Thesurface rights owned by AAIC sufficiently cover the

planned surface infrastructure to facilitate the planned mining

operations. Therefore, no additional surface rights will be

acquired for the project.

The Elders project has two approved WULs and two EAs

and EMPrs.

There are a number of land claims which are under

investigation and registered with the Regional Land Claims

Commissioner, requiring validation or gazetting, and AAIC has

lodged a number of objections against certain land claims.

There are currently no known impediments to tenure security.

The surface rights are owned by a number of different

entities, the majority of which are owned by AAIC and

leased to various tenants.

EXPLORATION ACTIVITIES AND EXPENDITURE

There were no exploration activities in 2024.

Previous logging and sampling of all the vertical cored

boreholes was done as soon as possible after drilling, to

avoid deterioration of the coal core. The core was

photographed and logging, sampling and analytical results

were uploaded to Minescape GDB, which includes

validation processes during importing.

Coal samples were sent to SANAS-accredited laboratories.

For 2025, the planned exploration expenditure is estimated

at R10.6 million.

GEOLOGICAL SETTING AND MODELLING

Elders is located close to the northern margin of the Highveld

Coalfield where five coal seams are present. These consist

of, from the bottom upwards, the No 1 Seam sequentially to

the No 5 Seam at the top, with the No 4 Seam and No

2Seam declared as Coal Resources and Coal Reserves.

The typical qualities of the No 4 Seam reported resources,

on a raw air-dried basis, are 30% ash, 21MJ/kg calorific

value, 1.0% sulphur, 3.3% inherent moisture and

22%volatile matter.

The typical qualities of the No 2 Seam reported resources,

on a raw air-dried basis, are 26% ash, 22MJ/kg calorific

value,1.0% sulphur, 3.0% inherent moisture and 24%

volatile matter.

No faulting was detected during exploration drilling.

However, dolerite intrusives were identified on two

aeromagnetic surveys and a high resolution SkyTEM survey

and results from the geophysics survey tool, the MagSQUID.

Boreholes have confirmed some of these features and where

the sills are close to the coal seams, devolatilisation and/or

burning may be evident.

The coal seams are modelled in Datamine’s Minescape 3D

modelling software. Based on the boreholes information the

software uses pre-defined criteria with interpolators to

construct the coal seam model, with estimates of raw

qualities as gridded surfaces. Washability data for each coal

seam is utilised separately in the resource estimation process.

The cut-off parameter applied for the underground resources

reported is a 2.0m minimum thickness on both No 4 Seam

and No 2 Seam and an overall 4.5m maximum thickness.

A25m minimum overburden thickness is also applied.

Resources with ash greater than 50% and dry ash free

volatiles less than 24% are excluded.

MINING ACTIVITIES

The mine is an underground bord and pillar operation using

primarily CMs. Access to the underground workings is via a

boxcut with portals onto the No 2 Seam and No 4 Seam

horizons. The mining operation will mine the No 2 Seam

first, followed by the No4 Seam.

The mine is designed with up to five CM sections at full

production.

Construction on site commenced in quarter four of 2022,

with the establishment of a site office and the initial phase of

the boxcut development.

First coal was mined during the first quarter of 2024, and as

at 31 December 2024, two CM sections were in

operation.

The LOM is estimated at 24 years (for the No 2 Seam and

No 4 Seam together) and is supported by a ROM reserve

base of 79.7Mt. Only 1% of the LOM plan is derived from

Inferred Coal Resources (equivalent to 0.7Mt reserves).

PRODUCTION AND COAL PROCESSING

The mine will produce around 3.5Mtpa, peaking at

4.2Mtpa ROM over the LOM. A 5,700kcal/kg NAR single

product, from the No 2 Seam, is earmarked for the export

market, with a changeover to a domestic product of

4,500kcal/kg NAR, from the No 4 Seam, for the local

market.

Coal from the colliery is currently transported by road and

processed at the existing CHPP at Goedehoop North.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 155

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#### SOUTH RAND

The South Rand project is part of a disposal process with the

abandonment of the granted MR, a pending MR and also

the pending renewal PR. RoMP have been declared

unchanged as the transaction is not complete.

The South Rand project area is divided into two portions.

The northern portion, named the Heidelberg Project area,

and the Balance Project area, which is situated to the south

of the Heidelberg Project. The project area is bounded to

the north by an east-west trending paleo-high, which divides

the two project areas. The Heidelberg Project is situated in

the Gauteng province and the South Rand Balance Project

area is situated in both the Gauteng and Mpumalanga

provinces.

South Rand is owned by AAIC.

South Rand held one granted MR (92 MR), one pending MR

(10034 MR) and one pending renewal PR (70 PR).

The area is well drilled with cored boreholes, quality

analyses of the different coal seams and downhole

geophysical surveys since the 2009 exploration programme.

Exploration activities ceased at the end of 2013.

South Rand is located in the South Rand Coalfield and is

structurally complex as a result of dolerite intrusions and

faults.

The No 2 Seam is the main seam, with a select portion of the

No2 Seam, called the SM3, declared as Coal Resources.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

156 Integrated Annual Report for the year ended 31December 2024

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#### WATERBERG COAL

The Waterberg project comprises a number of farms,

collectively known as Dalyshope. It is a coal development

project located close to the Botswana border, 55km

northwest of the town of Lephalale inthe Limpopo province.

Dalyshope is the main study area and does not include the

other scattered areas which are part of the PR.

Dalyshope consists of two basic coal deposit types, i.e. the

upper multiple seam coal deposit type (typical of the

Waterberg Coalfield) and the lower thick interbedded seam

coal deposit type (typical of the Witbank and Highveld

Coalfields). Both these coal deposit types constitute the

declared Coal Resources.

Dalyshope is constrained by the PR boundary and

the1:100-year flood line of the Limpopo River, which

traverses the northwest corner of Dalyshope. A number of

pristine pans, with high environmental sensitivity, are found

across Dalyshope and the legal 500m buffer zones were

added to the exclusion zones of the potential opencast

portion of the resource.

LEGAL TENURE

The Waterberg project holds two converted PRs.

The Waterberg 5 PR pertains to the nearby farm Boompan

237LQ and other more distant farms, none of which are

included in this report.

The Waterberg 7 PR consists of the Dalyshope study area

and isolated farms. No resources have been declared over

the isolated farms.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 157

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Both PRs have been renewed the permissible number of

times and have now expired. However, a mining rights

application (MRA) covering both PRs was accepted by the

DMRE in 2020 and a decision is currently pending.

Thungela may thus continue with prospecting activities unless

the MRA is denied.

Various authorisations and licences were applied for in

2020 in support of the proposed mining operations,

including an EA, a WML and a WUL as well as a Tree

Permit. All of these applications await approval.

There are no known land claims or other impediments to

tenure security on the Dalyshope study area.

The surface rights are owned by different entities. TOPL owns

the surface rights of the farms covering the declared

resources. Operations on any of the other farms would need

surface rights tobe acquired.

EXPLORATION ACTIVITIES AND EXPENDITURE

Past exploration activities included vertical cored and collar

surveyed surface boreholes, and an aeromagnetic survey as

well as a 2D seismic survey.

Standard downhole geophysical surveys were carried out on

the majority of the boreholes. The downhole geophysics are

required to accurately correlate the coal zones and

interbeds, and establish the correct sampling intervals.

Logging and sampling of the vertical cored boreholes are

done as soon as possible after drilling to avoid deterioration

of the coal core. The core is photographed and logging,

sampling and analytical results captured in Datamine GDB,

which includes validation processes during importing of

data.

Exploration resumed in December 2019, and was managed

under contract by Universal Coal Development IV Proprietary

Limited (UCD). Exploration activities include surface drilling,

downhole geophysics, geotechnical drilling and large

diameter drilling.

Coal samples were sent to SANAS-accredited laboratories.

For 2025, there is no planned exploration expenditure.

GEOLOGICAL SETTING AND MODELLING

The Dalyshope study area is located close to the

southwestern edge of the Waterberg Coalfield, within the

Ellisras Basin.

At Dalyshope, the coal is found in the upper Grootegeluk

Formation and the lower Goedgedacht Formation of the

EccaGroup.

The interbedded Grootegeluk Formation is divided into the

Prime Zone and the underlying Transition Zone. Coal

Resources are derived from the Prime Zone.

The Goedgedacht Formation contains coal seams similar to

the Witbank Coalfields. Three seams, ES1 Seam, ES2 Seam

and ES3 Seam, are identified in the Dalyshope area, with

the ES2 Seam being the target seam.

The typical qualities of the prime upper, prime middle and

prime lower seams, on a raw air-dried basis, range between

52 and 57% ash, 10 and 13MJ/kg calorific value,

0.7and 1.2% sulphur, 2.4 and 2.8% inherent moisture and

19 and 21% volatile matter. The typical qualities of the

ES2Seam, on a raw air-dried basis, are 30% ash,

21MJ/kg calorific value,1.9% sulphur, 3.0% inherent

moisture and 22% volatile matter.

Several small displacement faults have been inferred by 2D

seismic lines surveys in the southern portion of the Dalyshope

area. Another anomaly in the north was identified by the

low-resolution aeromagnetic survey and 2Dseismic line, but

no abnormal features were intersected by closely spaced

boreholes drilled to target the anomaly. Nodolerite

intrusions have been intersected in any of the boreholes.

The coal seams are modelled in Datamine’s Minescape 3D

modelling software. Based on the borehole information, the

software uses pre-defined criteria with interpolators to

construct the coal seam model, with estimates of raw

qualities as gridded surfaces. Washability data is utilised to

determine the percentage of material floating at a

1.8cutpoint density.

STUDIES RELATED TO MINING AND COAL PROCESSING

TOPL signed a farm-out agreement with UCD over the

Dalyshope project area. In terms of the agreement, UCD is

appointed as contractor to conduct and fund the

continuation of prospecting activities over Dalyshope, where

for a minimum expenditure UCD can earn an agreed

participating interest in the project.

Certain conditions are in place that must be met before UCD

can earn the participating interest.

Various studies have been undertaken, or are in progress, to

develop an appropriate exploitation plan. This work is

managed by UCD, as part of the agreement.

The current plan envisages four open pits, but only two pits

have been tentatively scheduled.

With borehole data being reviewed for the plant design

parameters, a modular cyclone plant is under consideration

to produce an export and domestic product.

A preliminary geotechnical assessment focused on civil

aspects and studies is underway regarding the preparation

of the block plan and layout. This is further supported by the

associated mechanical, electrical and instrumentation

designs and requirements. Water is planned to be sourced

from multiple potential sources which may include the Gas

Project (located in the northern part of the Coalfield) or the

Mokolo and Crocodile River (West) water augmentation

project. The respective pipeline routes are to be determined.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

158 Integrated Annual Report for the year ended 31December 2024

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#### ZONDAGSFONTEIN WEST

Zondagsfontein West (ZFNW) project is an underground life

extension project to the current Zibulo UG operation, with

the North Shaft FS concluded in September 2022 and

audited/reviewed in October 2022. The project was

approved by the Thungela board in 2023 and the

implementation phase started in 2024.

ZFNW forms part of the Zibulo Colliery, which includes the

Zibulo OC operation situated 3km north of Ogies and the

UG bord and pillar operation situated 16km southwest of

Ogies. The project area is located approximately 90km east

ofJohannesburg, in the Mpumalanga province of

SouthAfrica.

The Zibulo MRs are owned by AAIC.

The Zibulo UG operation started in the southeast portion of

the MR and is developing northwards, with plans to cross

the graben structure (refer to the Zibulo overview) and then

mine north of the graben, whereafter it is expected to

expand into the ZFNW project area.

ZFNW is constrained by the MR boundary, the current

Zibulo UG LOM in the east, and the Wilge River as part of

the MR boundary in the west. Subcrops and pinch-outs

against paleo-highs also restrict the resource base.

LEGAL TENURE

Zibulo UG holds one granted and executed NOMR, which

comprises the current underground mine and also includes

the ZFNW life extension project.

05 OUR

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06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 159

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During the FS phase, an amendment to the current EMPr of

Zibulo UG to cover the underground workings and surface

infrastructure for the project was submitted to the DMRE and

approval was obtained in May 2023.

Five land claims are registered over Zibulo UG MR, which

require either dismissal, gazetting, validation or approval by

the RMSO. The claims do not impact the project.

There are currently no known impediments to tenure security.

The surface rights for the Zibulo Colliery are currently owned

by numerous different entities, including

AAIC.

A purchase agreement has been concluded to secure

surface rights for portion RE/11 of the farm Leeuwfontein

219 IR and is currently in the registration process.

Subsequently a purchase agreement has been concluded to

secure portion RE/2 of the farm Zondagsfontein 253 IR,

among others.

EXPLORATION ACTIVITIES AND EXPENDITURE

Exploration activities for 2024 included eight vertical cored,

collar surveyed, standard downhole geophysical surveyed

surface boreholes.

Logging and sampling of the vertical cored boreholes are

done as soon as possible after drilling to avoid deterioration

of the coal core. The core is photographed and logging,

sampling and analytical results captured in Minescape GDB,

which includes validation processes during importing.

Coal samples collected during 2024 were sent to the

SANAS-accredited laboratory, BV, based in Middelburg,

Mpumalanga.

The planned exploration expenditure for 2025 is

incorporated in the Zibulo UG estimated expenditure of

R19.8 million.

GEOLOGICAL SETTING AND MODELLING

ZFNW is located towards the western edge of the Witbank

Coalfield where five coal seams are present. These consist

of, from the bottom upwards, the No 1 Seam sequentially to

the No 5 Seam at the top, with inter-seam partings

consisting of mainly siltstone and sandstone. The No 2

Seam is currently the only contributor to the declared UG

Coal Resources and Coal Reserves. Noopencast Coal

Resources are declared at present.

The typical qualities of the No 2 Seam reported resources,

on a raw air-dried basis, are 31% ash, 20MJ/kg calorific

value, 1.0% sulphur, 3.9% inherent moisture and 22%

volatile matter.

Pre-Karoo paleo-highs influence the No 2 Seam thickness

and coal qualities, where the seam is truncated against

these paleo-highs. A paleo-valley is also evident in the west.

Faulting is expected to be minimal except for the area

adjacent to the graben structure. The magnetic signature of

the graben, clearly visible on the aeromagnetic survey at

Zibulo UG, disappears in the west.

Since no significant displacement has been identified by the

drilling, it is assumed that the effect of the graben tails off to

the southwest of the study area.

Dolerite intrusions and associated stringers, with minimal

effect on the coal seams, occur at Zibulo UG and it is

anticipated that these will continue in the ZFNW project

area. Several dykes have been interpreted from the

aeromagnetic survey. Based on experience from Zibulo UG,

these are likely to be Pre-Karoo in age and would have no

impact on the coal seams.

The coal seams are modelled in Datamine’s Minescape 3D

modelling software. Based on the borehole information, the

software uses pre-defined criteria with interpolators to

construct the coal seam model, with estimates of raw qualities

as gridded surfaces. Washability data for each coal seam is

utilised separately in the resource estimation process.

The cut-off parameter applied for the resources is a 2.0m

minimum thickness. Resources with ash greater than 50%

and dry ash free volatiles less than 24% are excluded.

MINING ACTIVITIES

An underground bord and pillar operation using CMs, similar

to the Zibulo UG operation, is planned. Construction of a new

access shaft north of the graben, in the Zibulo UG mining

area, and an overland conveyor to tie into the current Zibulo

UG overland conveyor are in the implementation phase.

All surface and underground access infrastructure for the

planned mining operation were finalised during the FS.

The LOM for the extension is estimated at 16 years with the

planned start of shaft bottom development in the north

towards the west envisaged for 2025, and increase to at

least 4.0Mtpa by 2029. There will be a simultaneous ramp-

down in the Zibulo UG reserves from 2028.

The LOM is supported by a total ROM reserve base of

85.1Mt, with a 33% Inferred Coal Resources in mine plan

(equivalent to 28.1Mt reserves), included in the overall LOM

as currently reported. The Inferred Coal Resources in mine

plan is envisaged to be mined from 2035, and recent

drilling has reduced the percentage to less than 10%. This

will reflect in the 2025 Integrated Annual Report.

PRODUCTION AND COAL PROCESSING

ROM production is expected to peak at 8.4Mtpa, which is

equivalent to the plant capacity. The export product quality

will target a 5,700kcal/kg based on current operational

strategies, while production beyond 2035 will target a

domestic market.

Coal processing is scheduled to occur through the PCPP.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 INTRODUCTION 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

160 Integrated Annual Report for the year ended 31December 2024

![]()

#### LEPHALALE COAL BED METHANE

The Lephalale Coal Bed Methane (LCBM) project is in the

northwest of the Limpopo province, close to the Botswana

border. The project covers a resource area of 83,400ha in

the centre of the Waterberg Coalfields and is near the town

of Lephalale.

Thungela holds an exploration right, which covers a total

area of approximately 134,000ha, and owns

approximately 12,500ha of surface rights within the

exploration right footprint.

An application for a Bulk Sampling permit and amendment

to the Exploration Work Program (EWP) was submitted

during 2024 and subsequently granted, pending execution

and registration.

The prospective coal formation in the Waterberg Basin is

confined to the Grootegeluk or Beaufort No 1 Seam (BS1)

formation. Faulting occurs throughout the basin affecting and

compartmentalising the coal material and underlying

basement.

Thungela has gathered degasification and permeability data

from 85 cored holes and 31 percussion holes throughout the

area. An additional 5-well pilot production test site has been

operational for a ten-year period resulting in valuable

historical production data.

Advanced Resource International Inc. has independently

conducted an assessment on the gas-in-place (GIP) and

recoverable resources for the project. All the resource

definitions and estimations presented in this report are in

accordance with the Petroleum Resource Management

System (PRMS) classifications and definitions. The resource

assessment was constrained to 25 parcels covering priority

areas for development within the LCBM rights owned by

Thungela.

The resources are classified as contingent resources, with an

assigned maturity level of ‘development pending’. Based on

the level of certainty, the contingent resources are

categorised as 2C resources, meaning that there is at least a

50% probability (P50) that the quantities recovered will

equal or exceed the resources defined in the four different

well spacing cases (16.2, 24.3. 32.4 and 40.5 hectare

spaces requested by TOPL).

Total GIP (Tscf) = 3.54

Based on the PRMS, the resource attributable to the LCBM

project is classified as 2C Contingent Resources and ranges

between 725.5Bscf and 1,569.3Bscf, depending on the

selected field development plan.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 161

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#### ESTIMATED COAL RESOURCES AND COALRESERVES STATEMENT

CLASSIFICATION AND ESTIMATION OF COAL

RESOURCES AND COAL RESERVES

Coal Resource classification for the South African assets is

based on the South African guide to the systematic

evaluation of coal exploration results, Coal Resources and

Coal Reserves (SANS10320:2020) and outlined in the

SAMREC Code, which classifies Coal Resources into

categories (Reconnaissance, Inferred, Indicated and

Measured) on a function of increasing geological

confidence in the estimate and is based on the density of

points of observation, physical continuity of the coals seams

and the distributions of coal qualities. Coal Resources at the

Group’s South African based operations and projects

exceed the minimum borehole density criteria outlined in

SANS 10320:2020. Other geological parameters

considered include seam depth, seam thickness and

structural features (faults, dykes, sills, paleo-highs etc.).

Forthe South African operations producing a saleable

export product, cored drill holes with sampled and analysed

washability data points of observations are used to define

the resource classification category for each seam

individually.

For the Australian Ensham Mine, Coal Resources are

classified according to the guidelines in the SAMREC Code.

The confidence categories are classified on a function of

increasing geological confidence in the estimate and is

based on the density of points of observation, physical

continuity of the coal seams, and the distributions of coal

qualities. In addition, statistical analysis is conducted to

determine optimal ranges for each resource category.

All Coal Resources must have reasonable prospects for

eventual economic extraction (RPEEE). Typically, the term

“eventual” refers to a period of up to 50 years. Other

parameters to consider include, but are not limited to, legal

tenure and regulatory compliance (particularly environmental

compliance), cultural and socio-political aspects,

engineering parameters including mining methods and

geotechnical considerations, marketing and commercial

(including economic) assumptions, and infrastructure

development requirements.

Geological factors applied during the Coal Resource

estimation process are similar for most of the operations/

projects where Coal Resources are declared. They include,

but are not limited to, minimum/maximum seam thickness

cutoffs, maximum raw ash percentage, coal qualities (e.g.

calorific value, volatiles, sulphur), overburden ratio limits

(opencast), depth below surface limits (underground),

exclusion zones due to areas of structural complexity and/or

igneous intrusions and geological loss percentages, which

reflect the confidence in the resource estimate.

The South African Coal Resource estimates are derived from

resource models, built in the 3D geological modelling

software Minescape, a Datamine product. The resource

models are reviewed internally every year. For the 2024

reporting cycle, the resources estimates for most operations

are on a first principle report basis, resulting from a re-

evaluation of the Coal Resources, except for the Elders

where estimations are based on depletion.

The Ensham Coal Resource estimate is derived from a

resource grid and block model, built in the 3D geological

modelling package, Vulcan V2023.4.1, a Maptek product.

For the 2024 reporting cycle, the resource estimate is on a

first principle report basis, resulting from a re-evaluation of

the Coal Resource. The resource estimates were managed

and are signed off by the Group.

Coal Reserves are classified as either Proved or Probable

Coal Reserves dependent upon the Coal Resource

classification included in the Coal Reserves, along with other

factors of uncertainty pertaining to accessing the reserves.

Modifying factors used to convert Coal Resource estimates to

Coal Reserve (ROM and saleable) estimates include, but are

not limited to, mining method, mining loss, mining extraction,

practical mining heights, contamination/dilution, overall

mining recovery, wash plant factors, surface moisture

(correction factor), and commodity prices, among other

financial parameters. Application of the modifying factors

should create a reasonable schedule of the expected

performance on a ROM and a saleable coal product basis.

The modifying factors for each South African operation are

signed off by the relevant responsible persons and this

provides assurance that all factors are appropriate. The

modifying factors are tracked and reconciled to ensure

accurate estimations of Coal Reserves.

The South African Coal Reserve estimates are derived from a

mining model scheduled in the scheduling software package

XPAC, an RPM product. For the 2024 reporting cycle,

estimations for most operations are on a first principle

reporting basis, resulting from a re-evaluation of the Coal

Reserves, except for Elders where estimations are based on

depletion.

The Ensham Coal Reserve estimates are derived from a

mining model scheduled in the software package Deswik,

which is part of the Sandvik Mining and Rock Solution

business area. The reserve estimates are in accordance with

the requirements of the JORC Code, 2012 and were

managed and are signed off by Measured Group

Proprietary Limited.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

162 Integrated Annual Report for the year ended 31December 2024

![]()

The figure in the illustration below shows the relationship between Exploration Results, Coal Resources and Coal Reserves and

sets out the framework for classifying tonnage and quality estimates as outlined in the SAMREC Code and the JORCCode.

The following flow chart illustrates the complete planning cycle and the LOM plan forms the basis for reporting reserves from

first principle:

The conversion and modifying factors used during the conversion from Coal Resources to Coal Reserves and saleable

product, per colliery and project, is tabulated on the following pages.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 163

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#### CONVERSION FACTORS RESERVES

Colliery/project Country

Mineable

Seam

Geological

loss

(%)

Mining

loss

(%)

Mining

extraction

(%)

Contamination

(% or cm)

Surface

moisture

(%)

Contract

moisture

(%)

Derating factor

(coal

remaining)

1

Goedehoop North UG

SA S4 7.0 3.0 72.9 13.5% 3.6 8.0 —

S2 10.0 3.0 68.5 9.4% 3.6 8.0 —

Greenside UG

SA S4 7.0 3.0 71.0 7.5% 2.5 8.0 —

Isibonelo OC

SA S4 5.0 6.0 94.0 2.0% 3.0 8.0 —

Khwezela North OC

SA S4 10.0 5.0 70.0 4.0% 3.0 8.0 89.0

S2 10.0 5.0 86.0 17.0% 3.0 8.0 83.0

S1 10.0 4.0 90.0 8.0% 3.0 8.0 93.0

Mafube OC

SA S4 10.0 10.0 95.0 10cm 4.4 8.0 —

S2 10.0 10.0 95.0 10cm 4.4 8.0 —

S1 10.0 10.0 95.0 10cm 4.4 8.0 —

Zibulo OC

SA S4 8.0 5.0 95.0 3.0% 4.0 9.0 —

S2 8.0 5.0 95.0 3.0% 4.0 9.0 —

Zibulo UG

SA S2 8.5 5.0 67.0 10cm 4.0 9.0 —

Ensham UG

AUS A&C 12.0 2.0 46.4 10cm 8.0 13.0 —

Elders UG

SA S4 10.0 3.0 64.3 Sliding scale

2

4.0 8.0 —

S2 10.0 3.0 63.6 Sliding scale

2

4.0 8.0 —

Zondagsfontein West UG

SA S2 7.5 5.0 69.9 Sliding scale

2

4.0 8.0 —

OC = Opencast

UG = Underground

SA = South Africa

AUS = Australia

1

Previous UG mining of seams accounted for

2

Contamination on a sliding scale dependent on thickness of mining height

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

164 Integrated Annual Report for the year ended 31December 2024

![]()

#### MODIFYING FACTORS BENEFICIATION PROCESS

Colliery/project Country Product

Min.

cutpoint RD

Max.

cutpoint RD

Plant

organic

efficiency

(%)

Product CV

(MJ/kg)

(AR)

Total loss of

fines

(%)

Coarse

fines to

spirals

(%)

Coarse

fines spiral

efficiency

(%)

Ultra fines

to flotation

(%)

Ultra fines

to discards

(%)

Goedehoop North

UG

SA

Primary

export

1.3 1.8 95.0 26.9 14.0 7.0 65.0 — 7.0

Greenside UG

SA

Primary

export

1.4 1.7 96.0 26.2

17.0

11.0 70.0 6.0

—

Secondary

export

1.8 2.0 63.0 21.5 — — —

Isibonelo OC

SA

Raw

product

— — — — — — — — —

Khwezela North

OC

SA

Primary

export

1.4 1.9 96.0 26.4 20.0 7.8 60.0 — 11.2

Mafube OC

SA

Primary

export

1.4 1.9 96.0 26.7

16.0

— — —

7.4

Secondary

domestic

1.6 1.9 89.0 21.6 8.6 46.0 —

Zibulo OC

SA

Primary

export

1.4 1.9 92.0 27.2

14.0

— — —

6.0

Secondary

export

1.5 1.9 97.0 21.5 8.0 90.0 —

Zibulo UG

SA

Primary

export

1.4 1.9 92.0 27.2

14.0

— — —

6.0

Secondary

export

1.5 1.9 97.0 21.5 8.0 90.0 —

Ensham UG

AUS

Raw

product

— — — — — — — — —

Elders UG

SA

Primary

export

1.3 1.9 92.5 26.5 14.0 6.0 75.0 8.0

Secondary

domestic

— — — — — — — — —

Zondagsfontein

West UG

SA

Primary

export

1.3 1.9 97.0 27.2 15.0 8.0 75.0 7.0

Secondary

export

1.5 1.9 90.0 21.5 — — — — —

OC = Opencast

UG = Underground

SA = South Africa

AUS = Australia

AR = As Received

Risks that could result in a material change of the Coal

Resources or Coal Reserves are also assessed and

quantified. The main Coal Reserve risks for the South African

operations are the coal price for the product, together with

the rail capacity constraints. There are limited Coal Resource

risks due to the conservative approach Thungela takes in

environmentally sensitive areas.

#### ESTIMATED GAS RESOURCES STATEMENT

The reporting of Gas Resources in South Africa is in

accordance with the SAMOG Code, providing the basis for

minimum disclosure. The SAMOG Code adopted the

classification principles of the PRMS and the Canadian Oil

and Gas Evaluation Handbook.

The evaluation and disclosure of Gas Resources must be

prepared by a qualified reserves evaluator (QRE), who is

conversant with the content of the SAMOG Code.

The SAMOG Code definition for the project, defined as

coal bed methane, means natural gas, primarily made up of

methane, contained in coal deposits. The disclosed 2C

Contingent Resources classification can be described in

terms of certainty and maturity.

Based on the level of certainty, 2C Contingent Resources

corresponds to P50, which means it has at least a 50%

probability (P50) that the quantities recovered will equal or

exceed the resources defined in each of the five well

spacing cases.

The maturity level assigned to these resources is

“Development Pending” and the PRMS describes this maturity

level as a “discovered accumulation where project activities

are ongoing to justify commercial development in the

foreseeable future”.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 165

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#### COAL RESERVES

(1)

SOUTH AFRICA

At 31December 2024

2024

2023

ROM

tonnes

(2)

Yield

(3)

Saleable

tonnes

(2)

Saleable

qualities

(4)

ROM

tonnes

(2)

Yield

(3)

Saleable

tonnes

(2)

Saleable

qualities

(4)

Ownership

%

Life

(years)

Mining

method Classification

Mt ROM % Mt kcal/kg

Mt ROM % Mt kcal/kg

Goedehoop

100 1 UG

Thermal

(Export)

Proved

2.6 53.3 1.4 6,070

6.4 46.8 3.0 6,190

Probable

0.2 48.4 0.1 6,080

0.2 46.3 0.1 6,190

Total 2.8 53.0 1.5 6,070

6.6 46.8 3.1 6,190

Greenside

100 4 UG

Thermal

(Export)

Proved

10.4 60.1 6.3 6,190

15.0 56.2 8.3 6,300

Probable

1.9 54.6 1.1 6,170

2.1 45.7 1.0 6,320

Total 12.4 59.3 7.3 6,190

17.2 54.9 9.2 6,300

Isibonelo

100 1 OC

Synfuel

Proved

3.9 100.0 3.9 4,800

7.4 100.0 7.4 4,820

Probable

— — — —

— — — —

Total 3.9 100.0 3.9 4,800

7.4 100.0 7.4 4,820

Khwezela

North

100 5 OC

Thermal

(Export)

Proved

21.9 47.0 10.5 5,980

26.4 44.3 11.5 6,040

Probable

1.5 51.7 0.6 5,990

2.1 35.0 0.7 6,040

Total 23.4 47.3 11.1 5,980

28.5 43.6 12.2 6,040

Mafube

50 19 OC

Thermal

(Export)

Proved

82.6 54.1 44.6 5,860

82.6# 65.3# 46.9# 5,320^

Probable

33.0 49.7 16.7 5,880

32.1# 64.2# 20.6# 5,370^

Total 115.6 52.8 61.3 5,870

114.7# 65.0# 67.5# 5,330^

Thermal

(Domestic)

Proved

100.0 11.4 4,780

100.0# 9.7# 4,470^

Probable

— — —

100.0# 0.6# 4,520^

Total 100.0 11.4 4,780

100.0# 10.3# 4,470^

Rietvlei

0 - OC

Thermal Proved

— — — —

20.9 78.1 16.3 5,510

(Domestic) Probable

— — — —

2.5 78.1 1.9 5,510

Total — — — —

23.4 78.1 18.2 5,510

Zibulo

100 8

Thermal UG Proved

20.5 61.3 12.6 5,620

24.7 64.4 16.0 5,560

(Export) Probable

22.0 42.3 9.3 5,490

24.3 69.7 17.0 5,600

Total 42.5 51.5 21.9 5,560

49.0 67.0 32.9 5,580

Thermal UG Proved

— — —

— — —

(Domestic) Probable

— — —

— — —

Total — — —

— — —

Thermal OC Proved

0.8 78.0 0.6 5,680

2.4 77.1 1.8 5,730

(Export) Probable

— — — —

— — — —

Total 0.8 78.0 0.6 5,680

2.4 77.1 1.8 5,720

Thermal OC Proved

— — —

— — —

(Domestic) Probable

— — —

— — —

Total — — —

— — —

Total

70

Thermal Proved

142.7 55.0 76.0 5,870

185.8 61.1 87.5 5,590

(Export) Probable

58.6 47.5 27.8 5,760

63.2 65.5 39.4 5,510

Total

201.3 53.0 103.8 5,840

249.2 62.5 126.9 5,570

Total

50

Thermal Proved

100.1 11.4 4,780

86.3 26.0 5,120

(Domestic) Probable

— — —

83.3 2.5 5,280

Total 100.0 11.4 4,780

86.0 28.5 5,130

Total

100

Synfuel Proved

100.0 3.9 4,800

100.0 7.4 4,820

Probable

— — —

— — —

Total 100.0 3.9 4,800

100.0 7.4 4,820

Mining method: OC = Opencast/Cut, UG = Underground.

Reserve Life = The scheduled extraction period in years for the total Coal Reserve in the approved LOM plan.

For the multi-product operations, the ROM tonnes apply to each product.

The saleable tonnes cannot be calculated directly from the ROM Reserve tonnes and should not be directly applied to the ROM tonnes.

Ownership percentages for totals are weighted by saleable tonnes and should not be directly applied to the ROM tonnes.

#

Mafube 2023 reserves were reported on an air-dried basis. ^Mafube 2023 reserves energy was reported on Net as Received (NAR) basis.

Rietvlei Coal Reserves have been excluded following the sale of the Company's interest in the operation.

.

Table footnotes appear at the end of the section.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

166 Integrated Annual Report for the year ended 31December 2024

![]()

#### COAL RESERVES

(1)

#### MRDSSOUTH AFRICA

At 31December 2024

2024

2023

ROM

tonnes

(2)

Yield

(3)

Saleable

tonnes

(2)

Saleable

qualities

(4)

ROM

tonnes

(2)

Yield

(3)

Saleable

tonnes

(2)

Saleable

qualities

(4)

Ownership

%

Life

(years) Classification

Mt ROM % Mt kcal/kg

Mt ROM % Mt kcal/kg

Goedehoop

NorthMRD

100 1

Thermal

(Domestic)

Proved

— — — —

— — — —

Probable

0.5 100.0 0.5 3,020

1.9 100.0 1.9 3,020

Total 0.5 100.0 0.5 3,020

1.9 100.0 1.9 3,020

Goedehoop

SouthMRD

100 1

Thermal

(Export)

Proved

— — — —

— — — —

Probable

1.1 100.0 1.1 3,070

3.2 100.0 3.2 3,340

Total 1.1 100.0 1.1 3,070

3.2 100.0 3.2 3,340

Greenside MRD

100 1

Thermal

(Export)

Proved

— — — —

— — — —

Probable

1.5 30.2 0.6 5,500

1.9 34.3 0.7 5,500

Total 1.5 30.2 0.6 5,500

1.9 34.3 0.7 5,500

Total Reserves

MRDs

100

Total

(Export)

Proved

— — — —

— — — —

Probable

2.6 75.4 1.7 3,930

5.1 88.2 3.9 3,730

Total 2.6 75.4 1.7 3,930

5.1 88.2 3.9 3,730

Total Reserves

MRDs

100

Total

(Domestic)

Proved

— — — —

— — — —

Probable

0.5 100.0 0.5 3,020

1.9 100.0 1.9 3,020

Total 0.5 100.0 0.5 3,020

1.9 100.0 1.9 3,020

MRD = Mineral residue deposit.

Table footnotes appear at the end of the section.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 167

![]()

#### COAL RESOURCES

(5)

SOUTH AFRICA

At 31December 2024 (exclusive from Reserves)

2024

2023

MTIS

(5)

Coal

quality

(6)

MTIS

(5)

Coal

quality

(6)

Ownership % Mining method Classification

Mt

kcal/kg

(6)

Mt kcal/kg

(6)

Goedehoop

100 OC/UG

Measured

236.5 5,520

243.8 5,240

Indicated

9.0 5,780

5.8 5,520

Total Measured and Indicated 245.5 5,530

249.6 5,250

Inferred (in LOM plan)

(7)

— —

— —

Inferred (excl LOM plan)

(8)

5.9 5,470

6.8 5,540

Total Inferred 5.9 5,530

6.8 5,540

Greenside

100 UG

Measured

7.9 5,650

8.5 5,620

Indicated

4.0 5,580

4.0 5,570

Total Measured and Indicated 11.8 5,630

12.5 5,600

Inferred (in LOM plan)

(7)

— —

— —

Inferred (excl LOM plan)

(8)

1.6 5,140

1.6 4,950

Total Inferred 1.6 5,140

1.6 4,950

Isibonelo

100 OC

Measured

15.3 5,000

16.4 5,260

Indicated

— —

— —

Total Measured and Indicated 15.3 5,000

16.4 5,260

Inferred (in LOM plan)

(7)

— —

— —

Inferred (excl LOM plan)

(8)

— —

— —

Total Inferred — —

— —

Khwezela North

100 OC

Measured

10.7 5,020

10.7 5,030

Indicated

3.9 5,090

4.5 5,080

Total Measured and Indicated 14.6 5,040

15.1 5,040

Inferred (in LOM plan)

(7)

0.4 5,130

1.0 5,310

Inferred (excl LOM plan)

(8)

1.7 4,940

2.1 5,000

Total Inferred 2.1 4,980

3.1 5,100

Khwezela South

100 OC

Measured

28.8 6,020

28.8 6,020

Indicated

5.0 6,010

5.0 6,010

Total Measured and Indicated 33.8 6,020

33.8 6,020

Inferred (in LOM plan)

(7)

— —

— —

Inferred (excl LOM plan)

(8)

0.5 6,190

0.5 6,190

Total Inferred 0.5 6,190

0.5 6,190

Mafube

50 OC

Measured

29.5 5,010

26.6 5,190

Indicated

1.2 5,130

1.4 5,190

Total Measured and Indicated 30.7 5,010

28.0 5,190

Inferred (in LOM plan)

(7)

0.1 5,270

0.2 4,690

Inferred (excl LOM plan)

(8)

0.2 4,520

0.5 5,050

Total Inferred 0.3 4,700

0.7 4,950

Rietvlei

- OC

Measured

— —

5.0 4,910

Indicated

— —

0.8 4,960

Total Measured and Indicated — —

5.8 4,910

Inferred (in LOM plan)

(7)

— —

— —

Inferred (excl LOM plan)

(8)

— —

— —

Total Inferred — —

— —

Zibulo

100 UG

Measured

377.3 4,900

376.4 4,900

Indicated

55.8 4,800

55.5 4,700

Total Measured and Indicated 433.1 4,890

431.9 4,870

Inferred (in LOM plan)

(7)

— —

— —

Inferred (excl LOM plan)

(8)

5.7 6,000

1.4 6,000

Total Inferred 5.7 6,000

1.4 6,000

Total Resources

98

Measured

706.0 5,170

716.2 5,090

Indicated

78.9 5,050

77.0 4,930

Total Measured and Indicated 784.9 5,160

793.2 5,070

Inferred (in LOM plan)

(7)

0.5 5,160

1.2 5,210

Inferred (excl LOM plan)

(8)

15.6 5,580

12.9 5,440

Total Inferred 16.1 5,570

14.1 5,420

Mining method: OC = Opencast/Cut, UG = Underground.

Ownership percentages for total is weighted by Total MTIS.

2024/2023 Zibulo MTIS and Coal Qualities excludes Project Zondagsfontein West (reported separately under Projects).

2024/2023 Total Resource excludes Project Zondagsfontein West.

Rietvlei Coal Resources have been excluded following the sale of the Company's interest in the operation.

Table footnotes appear at the end of the section.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

168 Integrated Annual Report for the year ended 31December 2024

![]()

#### COAL RESOURCES

(5)

#### MRDS SOUTH AFRICA

At 31December 2024 (exclusive from Reserves)

2024

2023

MTIS

(5)

Coal quality

(6)

MTIS

(5)

Coal quality

(6)

Ownership % Classification

Mt kcal/kg

(6)

Mt kcal/kg

(6)

Goedehoop North MRD

100 Measured

12.9 3,290

12.9 3,290

Indicated

— —

— —

Total Measured and Indicated 12.9 3,290

12.9 3,290

Inferred (in LOM Plan)

(7)

— —

— —

Inferred (excl LOM Plan)

(8)

— —

— —

Total Inferred — —

— —

Goedehoop South MRD

100 Measured

— —

0.4 3,340

Indicated

— —

— —

Total Measured and Indicated — —

0.4 3,340

Inferred (in LOM plan)

(7)

0.4 3,130

0.4 3,130

Inferred (excl LOM plan)

(8)

0.5 3,070

0.6 3,070

Total Inferred 0.9 3,090

1.0 3,090

Greenside MRD

100 Measured

— —

— —

Indicated

— —

— —

Total Measured and Indicated — —

— —

Inferred (in LOM plan)

(7)

— —

— —

Inferred (excl LOM plan)

(8)

— —

— —

Total Inferred — —

— —

Khwezela South MRD

100 Measured

— —

2.9 3,790

Indicated

— —

— —

Total Measured and Indicated — —

2.9 3,790

Inferred (in LOM plan)

(7)

— —

— —

Inferred (excl LOM plan)

(8)

— —

— —

Total Inferred — —

— —

Total Resources MRDs

100 Measured

12.9 3,290

16.2 3,380

Indicated

— —

— —

Total Measured and Indicated 12.9 3,290

16.2 3,380

Inferred (in LOM plan)

(7)

0.4 3,130

0.4 3,130

Inferred (excl LOM plan)

(8)

0.5 3,070

0.6 3,070

Total Inferred 0.9 3,090

1.0 3,090

MRD = Mineral residue deposit.

Table footnotes appear at the end of the section.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 169

![]()

#### COAL RESERVES

(1)

#### PROJECTSSOUTH AFRICA

At 31December 2024

2024

2023

ROM

tonnes

(2)

Yield

(3)

Saleable

tonnes

(2)

Saleable

qualities

(4)

ROM

tonnes

(2)

Yield

(3)

Saleable

tonnes

(2)

Saleable

qualities

(4)

Ownership

%

Life

(years)\*

Mining

method Classification

Mt ROM % Mt kcal/kg

Mt ROM % Mt kcal/kg

Elders

100 23

Thermal

UG Proved

42.5 57.6 26.3 5,880 43.0 57.6 26.3 5,880

(Export)

Probable

37.2 34.6 0.1 5,900 37.2 34.6 0.1 5,900

Total 79.7 46.9 26.4 5,880 80.2 46.9 26.4 5,880

Thermal

UG Proved

— — — — — —

(Domestic)

Probable

100.0 34.0 4,490 100.0 34.0 4,490

Total 100.0 34.0 4,490 100.0 34.0 4,490

Zondagsfontein West

100 16

Thermal

UG Proved

— — — — — — — —

(Export)

Probable

57.0 58.0 33.2 5,420 57.0 58.0 33.2 5,420

Total 57.0 58.0 33.2 5,420 57.0 58.0 33.2 5,420

Thermal

UG Proved

— — — — — —

(Domestic)

Probable

— — — — — —

Total — — — — — —

Total Projects

100

Thermal

Proved

42.5 57.6 26.3 5,880 43.0 57.6 26.3 5,880

(Export)

Probable

94.2 57.9 33.3 5,420 94.2 57.9 33.3 5,420

Total 136.7 57.8 59.6 5,620 137.2 57.8 59.6 5,620

Total Projects

100

Thermal

Proved

— — — — — —

(Domestic)

Probable

100.0 34.0 4,490 100.0 34.0 4,490

Total 100.0 34.0 4,490 100.0 34.0 4,490

\*Reserve life = The scheduled extraction period in years for the total Coal Reserve in the approved LOM Plan.

For the multi-product reserves, the ROM tonnes apply to each product.

The saleable tonnes cannot be calculated directly from the ROM Reserve tonnes and should not be directly applied to the ROM tonnes.

Ownership percentages for totals are weighted by saleable tonnes and should not be directly applied to the ROM tonnes.

Table footnotes appear at the end of the section.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

170 Integrated Annual Report for the year ended 31December 2024

![]()

#### COAL RESOURCES

(5)

#### PROJECTS SOUTH AFRICA

At 31December 2024 (exclusive from Reserves)

2024

2023

MTIS

(5)

Coal quality

(6)

MTIS

(5)

Coal quality

(6)

Ownership % Classification

Mt kcal/kg

(6)

Mt kcal/kg

(6)

Elders

100 Measured

29.1 5,040

29.4 5,040

Indicated

8.3 4,860

8.3 4,860

Total Measured and Indicated 37.4 5,000

37.6 5,000

Inferred

8.4 4,940

8.4 4,940

South Rand

100 Measured

79.5 4,860

79.5 4,860

Indicated

171.8 4,850

171.8 4,850

Total Measured and Indicated 251.3 4,850

251.3 4,850

Inferred

233.5 4,590

233.5 4,590

Waterberg

100 Measured

892.1 2,930

892.1 2,930

Indicated

532.3 2,850

532.3 2,850

Total Measured and Indicated 1,424.4 2,900

1,424.4 2,900

Inferred

672.1 2,980

672.1 2,980

Zondagsfontein West

100 Measured

6.5 4,910

6.5 4,910

Indicated

7.4 4,780

7.4 4,780

Total Measured and Indicated 14.0 4,840

14.0 4,840

Inferred

44.8 4,670

44.8 4,670

Total Projects

100 Measured

1,007.2 3,160

1,007.5 3,160

Indicated

719.8 3,370

719.8 3,370

Total Measured and Indicated 1,727.0 3,250

1,727.3 3,250

Inferred

958.8 3,470

958.8 3,470

South Rand unchanged pending the full completion of the disposal process.

Project Zondagsfontein West reported separately (excluded from Zibulo).

Projects Elders and Zondagsfontein West Inferred resources includes Inferred included LOM Plan and excluded LOM Plan.

Project Waterberg combined OC and UG MTIS and qualities.

Due to the uncertainty attached to Inferred Coal Resources, it cannot be assumed that all or part of an Inferred Coal Resource will necessarily be upgraded to an Indicated or Measured

Coal Resource after continued exploration.

Table Footnotes appear at the end of this section.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 171

![]()

#### COAL RESERVES

(1)

#### AUSTRALIA

At 31December 2024

2024

2023

ROM

tonnes

(9)

Yield

(3)

Saleable

tonnes

(9)

Saleable

qualities

(4)

ROM

tonnes

(9)

Yield

(3)

Saleable

tonnes

(9)

Saleable

qualities

(4)

Ownership

%

Life

(years)\*

Mining

method Classification

Mt ROM % Mt kcal/kg

Mt ROM % Mt kcal/kg

Ensham

61.63 20 UG

Thermal

Proved

26.2 100.0 26.2 6,130

32.0 100.0 32.0 6,680

(Export)

Probable

42.6 100.0 42.6 5,840

34.6 100.0 34.6 6,420

Total 68.9 100.0 68.9 5,950

66.6 100.0 66.6 6,540

\*Reserve life = The scheduled extraction period in years for the total Coal Reserve in the approved LOM Plan.

The saleable tonnes cannot be calculated directly from the ROM Reserve tonnes and should not be directly applied to the ROM tonnes.

2023 saleable qualities reported on an air-dried moisture basis

#### COAL RESOURCES

(10)

#### AUSTRALIA

At 31December 2024 (exclusive from Reserves)

2024

2023

MTIS

(10)

Coal quality

(6)

GTIS Coal quality

Ownership % Mining Method Classification

Mt kcal/kg

(6)

Mt kcal/kg

Ensham

61.63 OC/UG Measured

4.5 6,150

66.4 6,420

Indicated

465.4 6,180

969.8 6,380

Total Measured and Indicated 469.9 6,180

1,036.2 6,380

Inferred (in LOM plan)

(7)

— —

— —

Inferred (excl LOM plan)

(8)

193.8 6,310

47.0 6,400

Total Inferred

193.8 6,310

47.0 6,400

2023 coal qualities reported on an air-dried basis

Table footnotes appear at the end of the section.

#### GAS RESOURCES

(1)

#### PROJECTSSOUTH AFRICA

At 31December 2024

2024

2023

Gas-in-place 2C Contingent Resources

(5)

Gas-in-place 2C Contingent Resources

(5)

Ownership %

Tscf

(2)

Range

(4)

Bscf

(3)

Tscf

(2)

Range

(4)

Bscf

(3)

Lephalale CBM

(1)

100

3.5 725.5 and 1,569.3 3.5 725.5 and 1,569.3

(1)

Coal Bed Methane

(2)

Tscf = Trillion standard cubic feet

(3)

Bscf = Billion standard cubic feet

(4)

Range = Value dependent on selected field development plan

(5)

Resource Classification in accordance with the PRMS classification

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

172 Integrated Annual Report for the year ended 31December 2024

![]()

#### TABLE FOOTNOTES

1. Coal Reserves are quoted on a ROM basis in million

tonnes, which represents the tonnes delivered to the

plant. Saleable reserve tonnes represent the estimated

product tonnes. Rounding of figures may cause minor

computational discrepancies.

2. ROM tonnes are quoted on an as delivered moisture

basis and saleable tonnes on a product moisture basis.

3. Yield – ROM % represents the ratio of saleable reserve

tonnes to ROM reserve tonnes and is quoted on a constant

moisture basis or on an air-dried to air-dried basis.

4. The coal quality for Coal Reserves is quoted as

kilocalories per kilogram (kcal/kg). Kilocalories per

kilogram represent calorific value (CV) on a gross as

received (GAR) basis. CV is rounded to the nearest

10kcal/kg.

5. Coal Resources are quoted on a mineable tonnes in situ

(MTIS) basis in million tonnes, which are additional to

those Coal Resources that have been modified to

produce the reported Coal Reserves. Coal Resources are

reported on an in situ moisture basis. Rounding of figures

may cause minor computational discrepancies.

6. The coal quality for Coal Resources is quoted on an in

situ heat content as kilocalories per kilogram (kcal/kg),

representing CV rounded to the nearest 10kcal/kg.

7. Inferred (in LOM plan) refers to inferred Coal Resources

that are included in the LOM extraction schedule of the

respective operations and are not reported as Coal

Reserves.

8. Inferred (excl LOM plan) refers to inferred Coal

Resources outside the LOM plan but within the mine

lease area.

9. ROM tonnes are quoted on an as delivered moisture of

12% and saleable tonnes on a product moisture of 12%.

10.Coal Resources are quoted on a MTIS basis in million

tonnes, which are additional to those Coal Resources

that have been modified to produce the reported Coal

Reserves. Coal Resources estimated at 10% in situ

moisture. Rounding of figures may cause minor

computational discrepancies.

#### EXPLANATORY NOTES

OPERATIONS

Estimations for most operations are on a first principle report

basis, resulting from a re-evaluation of the Coal Resources

and Coal Reserves, except for Elders where estimations are

based on depletion.

Goedehoop: Coal Reserves decreased primarily due to

production and the downgrading of Coal Reserves due to

prioritising higher yielding areas before moving operations

to Elders. The decrease in Coal Reserves is partially offset by

additional reserve blocks identified in the western mining

area of Goedehoop North.

A portion of the Goedehoop South MR, which includes Coal

Resources, was sold to the Puckree Group.

Greenside: Coal Reserves decreased due to production and

downgrading due to an updated layout.

Isibonelo: Coal Reserves decreased due to production,

offset by the reallocation of Coal Resources to Coal Reserves

to accommodate the extension of the contract with Sasol to

December 2025.

Khwezela North: Coal Reserves decreased primarily due to

production and the decrease in the contamination factors as

well as end of cut losses. Inferred in mine plan is converted

to reportable Coal Reserves as a result of additional drilling

information.

Mafube: Coal Reserves decreased due to production and

the exclusion of No 4 Seam parting which was previously

included. This is partially offset by the increase of both the

Coal Reserves and Coal Resources due to additional drilling

information.

Rietvlei: Coal Reserves and Coal Resources have been

excluded following the sale of the Company’s interest in the

operation.

Zibulo OC: Coal Reserves decreased due to production and

the overestimation of mining during the previous reporting

period.

Zibulo UG: Coal Reserves decreased due to production,

end of panel losses and the transfer to Coal Resources in

areas with poor ground conditions. This is partially offset by

the increase in Coal Reserves due to a change in the layout.

Goedehoop North MRD: Coal Reserves decreased due to

production.

Goedehoop South MRD: Coal Reserves decreased due to

production.

Greenside MRD: Coal Reserves decreased due to

production, partially offset by the conversion of Inventory

Coal to Coal Reserves for the 2025 forecast production.

Ensham: Coal Reserves decreased due to production, offset

by a change in the layout. Coal Resources decreased as a

result of the application of geological losses to the

reportable resources and the reallocation of Coal Resources

to Inventory Coal due to sparse borehole spacing in a

defined area. Previously reported Coal Resources pertaining

to structures, sealed panels, and remnants between mined

out panels have been excluded.

PROJECTS

Elders: Coal Reserves decreased due to first coal production

and the Coal Reserves and Coal Resources in the boxcut

area have been excluded.

Zondagsfontein West: Reported on an unchanged basis as

the LOM was not updated.

South Rand: Coal Resources are part of a pending sale

process.

Lephalale Coal Bed Methane: Unchanged reporting of Gas

Resources.

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 173

![]()

RESOURCE AND RESERVE RECONCILIATION

2023 vs 2024

The 2024 Coal Resources and Coal Reserves estimations

are derived from first principle competent person's reports.

Only significant and material changes to the resource and

reserve base between 2023 and 2024 are recorded.

These changes are tracked by the various reconciliation

categories in the graphs below.

For the LCBM project, the resources are as reported in

2023. Since these resources are reported as unchanged, no

reconciliation graph is required.

The comparison between the total Coal Reserves, including

MRDs of 31December 2023 and 31December 2024, is

illustrated in Figure 1.

Production includes the tonnes mined and adjustments for

the over/underestimations of mining from the previous

reporting period and the mining gains/losses during the

reporting period.

Conversions from resources to reserves are mainly due to the

extension of the Isibonelo contract with Sasol and the

change in mine design at Ensham. In addition, resources to

reserves conversions cater for the 2024 production outside

of mine plan at various operations and to fulfil the

contractual commitments at Goedehoop South MRD and

Greenside MRD.

New information pertains to additional drilling information

at Mafube and Khwezela, upgrading the classification.

Transfer refers to the reallocation of reserves to resources

outside the mine plan, mainly due to geological conditions

at Zibulo underground and due to prioritising higher yielding

areas at Goedehoop before the move to Elders. For

Mafube, the No 4 Seam parting previously reported, is

excluded.

Reconciliation adjustments account for reserve losses due to

coal sterilised at Greenside and Zibulo opencast as well as

a reserve gain due to the change in the reported moisture

percentage base from 2023 to 2024 at Mafube (see table

footnotes).

Disposal of Coal Reserves at the Rietvlei Colliery following

the sale of the Company's interest in the operation.

FIGURE 1: OPERATIONS – YEAR-ON-YEAR CHANGES IN COAL RESERVES 2023 vs 2024

Tonnes (Mt)

322.6

-39.0

12.5

4.7

-7.9

4.0

-23.4

273.6

2023

Production

Conversion

Economic

Assumptions

New

Information

Model

Refinement

Methodology

Transfer

New

Technology

Stockpiles

Reconciliation

Adjustment

Acquisitions

Disposals

2024

The comparison between the total Coal Resources (excluding

projects) of 31December 2023 and 31December 2024 is

illustrated in Figure 2.

Conversion from resources to reserves are mainly due to the

extension of the Isibonelo contract with Sasol and the

change in mine design at Ensham. In addition, resources to

reserves conversions cater for the 2024 production outside

of mine plan at various operations and to fulfil the

contractual commitments at Goedehoop South MRD.

New information pertains to the additional drilling

information upgrading the classification and/or improved

modelling techniques at Ensham, Isibonelo, Khwezela North,

Mafube and Zibulo underground.

Methodology includes the resource estimation refinement at

Mafube and at Ensham, the application of geological losses

to the reportable resources.

Transfer refers to the reallocation of reserves to resources

outside the mine plan due to geological conditions, mainly

at Zibulo underground and at Goedehoop North because of

prioritising higher yielding areas before the move to Elders.

For Mafube, the No 4 Seam parting previously reported in

resources, is also excluded. At Ensham, sparse borehole

spacing, resulted in the reallocation of resources to

reconnaissance inventory.

Reconciliation adjustment accounts for resources previously

reported at Ensham that are now excluded due to structures,

sealed panels and remnants between mined out panels.

Disposal of Coal Resources at the Rietvlei Colliery following

the sale of the Company's interest in the operation.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

174 Integrated Annual Report for the year ended 31December 2024

![]()

FIGURE 2: OPERATIONS – YEAR-ON-YEAR CHANGES IN COAL RESOURCES OUTSIDE MINE PLAN 2023 vs 2024

Tonnes (Mt)

1,907.6

-12.1

3.0

-102.1

-225.0

-83.6

-9.2

1,487.4

2023

Depletion

Conversion

Economic

Assumptions

New

Information

Model

Refinement

Methodology

Transfer

New

Technology

Stockpiles

Reconciliation

Adjustment

Acquisitions

Disposals

2024

The comparison between the total Coal Reserves (Projects) of

31December 2023 and 31December 2024 is illustrated

in Figure 3.

Zondagsfontein West is reported on an unchanged basis as

the life of mine was not updated. At Elders, the first coal was

mined and any reserve under the boxcut has now been

excluded.

FIGURE 3: PROJECTS – YEAR-ON-YEAR CHANGES IN COAL RESERVES 2023 vs 2024

Tonnes (Mt)

137.2

-0.4 -0.1

136.7

2023

Production

Conversion

Economic

Assumptions

New

Information

Model

Refinement

Methodology

Transfer

New

Technology

Stockpiles

Reconciliation

Adjustment

Acquisitions

Disposals

2024

The comparison between the total Coal Resources (Projects)

of 31December 2023 and 31December 2024 is

illustrated in Figure 4.

Zondagsfontein West is reported on an unchanged basis as

the life of mine was not updated. At Elders, the resource

under the boxcut has now been excluded. The South Rand

resources have been left unchanged pending the full

completion of the disposal process.

FIGURE 4: PROJECTS – YEAR-ON-YEAR CHANGES IN COAL RESOURCES 2023 vs 2024

Tonnes (Mt)

2,686.2

-0.3

2,685.8

2023

Depletion

Conversion

Economic

Assumptions

New

Information

Model

Refinement

Methodology

Transfer

New

Technology

Stockpiles

Reconciliation

Adjustment

Acquisitions

Disposals

2024

05 OUR

PERFORMANCE

06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 175

![]()

#### COMPETENT PERSONS REGISTER 2024

COAL RESOURCES

Asset Competent person

1

Relationship with Group

2

Professional registration/

affiliation

Years of

relevant

experience

Goedehoop L. Whitecross Full-time employee SACNASP (400535/14) 8

Goedehoop MRDs L. Whitecross Full-time employee SACNASP (400535/14) 8

Greenside L. Whitecross Full-time employee SACNASP (400535/14) 8

Greenside MRD L. Whitecross Full-time employee SACNASP (400535/14) 8

Isibonelo M.L. Lemekoana Full-time employee SACNASP (122617) 16

Khwezela North L. Whitecross Full-time employee SACNASP (400535/14) 8

Khwezela South L. Whitecross Full-time employee SACNASP (400535/14) 8

Khwezela MRD L. Whitecross Full-time employee SACNASP (400535/14) 8

Mafube J.K.R. Kgarume Full-time employee at Exxaro

3

SACNASP (117081) 11

Zibulo M.L. Lemekoana Full-time employee SACNASP (122617) 16

Elders M.L. Lemekoana Full-time employee SACNASP (122617) 16

South Rand M.L. Lemekoana Full-time employee SACNASP (122617) 16

Waterberg M.L. Lemekoana Full-time employee SACNASP (122617) 16

Zondagsfontein West M.L. Lemekoana Full-time employee SACNASP (122617) 16

Ensham N. Haniff Full-time employee SACNASP (400316/04) 18

COAL RESERVES

Asset Competent person

1

Relationship with Group

2

Professional registration/

affiliation

Years of

relevant

experience

Goedehoop V.S. Mosebele Full-time employee SAIMM (707387) 7

Goedehoop MRDs V.S. Mosebele Full-time employee SAIMM (707387) 7

Greenside L.A. Masemola Full-time employee SAIMM (710962) 20

Greenside MRD L.A. Masemola Full-time employee SAIMM (710962) 20

Isibonelo M. Katuruza Full-time employee SACNASP (400214/14) 17

Khwezela North E. Phelane Full-time employee SACNASP (008181) 17

Khwezela MRD E. Phelane Full-time employee SACNASP (008181) 17

Mafube D. Xaba Full-time employee SACNASP (400019/05) 24

Zibulo T. Muofhe

Full-time employee

SACNASP (400059/17) 17

Zondagsfontein West T. Muofhe

Full-time employee

SACNASP (400059/17) 17

Elders K.R. Donaldson

Full-time employee at Mindset Mining

Consultants Proprietary Limited

4

ECSA (200590031) 37

Ensham P.W. Brisbane Associate with the Measured Group

5

AusIMM (322150) 43

QUALIFIED RESERVES EVALUATOR REGISTER 2024

Asset QRE

1

Relationship with Group

2

Professional registration/

affiliation

Years of

relevant

experience

Lephalale Coal Bed

Methane

James Caballero

Full-time employee with Advanced

Resources International, Inc.

6

Society of Petroleum Engineers

(SPE 0658617)

26

1

Competent person signed consent form, relevant to each asset, is included in the individual competent persons’ report.

2

Thungela Resources Limited, 25 Bath Avenue, Rosebank, Johannesburg, 2196, Gauteng, South Africa.

3

Exxaro Resources Limited, The conneXXion, 263B West Avenue, Die Hoewes, Centurion, 0163, Gauteng, South Africa.

4

Mindset Mining Consultants Proprietary Limited, 298 Stokkiesdraai Street, Erasmusrand, Pretoria, 0181, Gauteng, South Africa.

5

Measured Group Propriety Limited, Level 14/116 Adelaide St, Brisbane, QLD, 4000, Australia.

6

Advanced Resources International Inc., 4501 Fairfax Drive, Suite 910, Arlington, VA 22203, USA.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

176 Integrated Annual Report for the year ended 31December 2024

![]()

COMPETENT PERSONS REGISTER 2024

COAL RESOURCES

Asset Competent person

1

Relationship with Group

2

Professional registration/

affiliation

Years of

relevant

experience

Goedehoop L. Whitecross Full-time employee SACNASP (400535/14) 8

Goedehoop MRDs L. Whitecross Full-time employee SACNASP (400535/14) 8

Greenside L. Whitecross Full-time employee SACNASP (400535/14) 8

Greenside MRD L. Whitecross Full-time employee SACNASP (400535/14) 8

Isibonelo M.L. Lemekoana Full-time employee SACNASP (122617) 16

Khwezela North L. Whitecross Full-time employee SACNASP (400535/14) 8

Khwezela South L. Whitecross Full-time employee SACNASP (400535/14) 8

Khwezela MRD L. Whitecross Full-time employee SACNASP (400535/14) 8

Mafube J.K.R. Kgarume Full-time employee at Exxaro

3

SACNASP (117081) 11

Zibulo M.L. Lemekoana Full-time employee SACNASP (122617) 16

Elders M.L. Lemekoana Full-time employee SACNASP (122617) 16

South Rand M.L. Lemekoana Full-time employee SACNASP (122617) 16

Waterberg M.L. Lemekoana Full-time employee SACNASP (122617) 16

Zondagsfontein West M.L. Lemekoana Full-time employee SACNASP (122617) 16

Ensham N. Haniff Full-time employee SACNASP (400316/04) 18

COAL RESERVES

Asset Competent person

1

Relationship with Group

2

Professional registration/

affiliation

Years of

relevant

experience

Goedehoop V.S. Mosebele Full-time employee SAIMM (707387) 7

Goedehoop MRDs V.S. Mosebele Full-time employee SAIMM (707387) 7

Greenside L.A. Masemola Full-time employee SAIMM (710962) 20

Greenside MRD L.A. Masemola Full-time employee SAIMM (710962) 20

Isibonelo M. Katuruza Full-time employee SACNASP (400214/14) 17

Khwezela North E. Phelane Full-time employee SACNASP (008181) 17

Khwezela MRD E. Phelane Full-time employee SACNASP (008181) 17

Mafube D. Xaba Full-time employee SACNASP (400019/05) 24

Zibulo T. Muofhe

Full-time employee

SACNASP (400059/17) 17

Zondagsfontein West T. Muofhe

Full-time employee

SACNASP (400059/17) 17

Elders K.R. Donaldson

Full-time employee at Mindset Mining

Consultants Proprietary Limited

4

ECSA (200590031) 37

Ensham P.W. Brisbane Associate with the  Measured Group

5

AusIMM (322150) 43

QUALIFIED RESERVES EVALUATOR REGISTER 2024

Asset QRE

1

Relationship with Group

2

Professional registration/

affiliation

Years of

relevant

experience

Lephalale Coal Bed

Methane

James Caballero

Full-time employee with Advanced

Resources International, Inc.

6

Society of Petroleum Engineers

(SPE 0658617)

26

1

Competent person signed consent form, relevant to each asset, is included in the individual competent persons’ report.

2

Thungela Resources Limited, 25 Bath Avenue, Rosebank, Johannesburg, 2196, Gauteng, South Africa.

3

Exxaro Resources Limited, The conneXXion, 263B West Avenue, Die Hoewes, Centurion, 0163, Gauteng, South Africa.

4

Mindset Mining Consultants Proprietary Limited, 298 Stokkiesdraai Street, Erasmusrand, Pretoria, 0181, Gauteng, South Africa.

5

Measured Group Propriety Limited, Level 14/116 Adelaide St, Brisbane, QLD, 4000, Australia.

6

Advanced Resources International Inc., 4501 Fairfax Drive, Suite 910, Arlington, VA 22203, USA.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

176   Integrated Annual Report for the year ended 31December 2024

05 OUR IMPACT 06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

177

![]()

08

GROUP

INFORMATION

178                                                           179

![]()

08

### GROUPINFORMATION

178                                                           179

![]()

#### SHAREHOLDER INFORMATION

#### For the year ended 31December 2024

THUNGELA’S PUBLIC AND NON-PUBLIC SHAREHOLDING

Ordinary shares

The Thungela share register at 31 December can be analysed as follows:

2024

Shareholder spread

Number of

shareholders

% of total

shareholders

Number

of shares

% of issued

share capital

1 to 1,000 shares

39,582    92.73    3,302,155    2.35

1,001 to 10,000 shares

2,308    5.41    7,170,067    5.10

10,001 to 100,000 shares

590    1.38    19,073,635    13.58

100,001 to 1,000,000 shares

186    0.43    54,292,677    38.64

1,000,001 shares and above

20    0.05    56,654,051    40.33

Total   42,686    100.00    140,492,585    100.00

2023

Shareholder spread

Number of

shareholders

% of total

shareholders

Number

of shares

% of issued

share capital

1 to 1,000 shares   45,034    93.42    3,777,928    2.69

1,001 to 10,000 shares   2,271    4.71    7,018,797    5.00

10,001 to 100,000 shares   680    1.41    22,259,141    15.84

100,001 to 1,000,000 shares   204    0.42    55,774,076    39.70

1,000,001 shares and above   17    0.04    51,662,643    36.77

Total

48,206    100.00   140,492,585    100.00

2024

Distribution of shareholders

Number of

shareholders

% of total

shareholders

Number

of shares

% of issued

share capital

Banks and nominee accounts

472    1.11

7,528,175    5.36

Brokerage accounts

154    0.36

19,517,974    13.89

Individuals and private trusts

39,888    93.44

19,682,660    14.01

Insurance and assurance companies

59    0.14

2,845,718    2.03

Investment companies

85    0.20

1,876,861    1.33

Mutual funds

472    1.11

43,280,415    30.80

Other corporations

236    0.55

1,629,428    1.16

Pension and provident funds

419    0.98

29,907,199    21.29

Private corporations

891    2.09

13,031,880    9.28

Sovereign wealth funds

10    0.02

1,192,275    0.85

Total   42,686    100.00

140,492,585    100.00

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

180 Integrated Annual Report for the year ended 31December 2024

![]()

2023

Distribution of shareholders

Number of

shareholders

% of total

shareholders

Number

of shares

% of issued

share capital

Banks and nominee accounts   230    0.48

7,071,245    5.03

Brokerage accounts   150    0.31

16,950,517    12.07

Individuals and private trusts   45,073    93.50

20,591,226    14.66

Insurance and assurance companies   114    0.24

3,353,774    2.39

Investment companies   79    0.16

2,326,694    1.66

Mutual funds   580    1.20

47,183,503    33.58

Other corporations   262    0.54

381,853    0.27

Pension and provident funds   663    1.38

30,127,075    21.44

Private corporations   1,044    2.17

11,125,673    7.92

Sovereign wealth funds   11    0.02

1,381,025    0.98

Total

48,206    100.00

140,492,585    100.00

2024

Shareholding type

Number of

shareholders

% of total

shareholders

Number

of shares

% of issued

share capital

Non-public shareholders

Directors and prescribed officers

11    0.03    1,048,288    0.75

Treasury shares held by Group companies

2  0.00   5,686,373    4.05

Public shareholders   42,673    99.97    133,757,924    95.20

Total   42,686    100.00    140,492,585    100.00

2023

Shareholding type

Number of

shareholders

% of total

shareholders

Number

of shares

% of issued

share capital

Non-public shareholders

Directors and prescribed officers   11    0.02    1,219,028    0.87

Treasury shares held by Group companies   2  0.00   2,900,285    2.06

Public shareholders

48,193    99.98   136,373,272    97.08

Total

48,206    100.00   140,492,585    100.00

Major shareholders

According to Thungela’s share register at 31 December, the following shareholders held shares equal to or in excess of 5.0%

of the issued ordinary share capital of the Company:

2024

Beneficial shareholding of more than 5.0%

Number

of shares

% of issued

share capital

Government Employees Pension Fund

20,263,512    14.42

Total   20,263,512    14.42

2023

Beneficial shareholdings of more than 5.0%

Number

of shares

% of issued

share capital

Government Employees Pension Fund

20,962,781    14.92

Total

20,962,781    14.92

05 OUR IMPACT 06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 181

![]()

#### GLOSSARY

AAIC Anglo American Inyosi Coal Proprietary Limited

AAML Anglo American Marketing Limited

AGM Annual general meeting

Anglo American  The Anglo American plc Group, and its subsidiaries

APM Alternative performance measure

AUD Australian dollar

B-BBEE Broad-based black economic empowerment

Bowen Bowen Investment (Australia) Proprietary Limited, a subsidiary of LX International

Bscf Billion standard cubic feet

BV Bureau Veritas

Capex Capital expenditure

CA(SA) Chartered Accountant South Africa

CHPP Coal handling preparation plant

CM Continuous miner, a machine used in mining operations to extract coal or ore continuously from a

seam or face

CO

2

Carbon dioxide

CO

2

e Carbon dioxide equivalent

Coal Reserves Modified indicated and measured coal resources, including consideration of modifying factors

that affect extraction. This represents the economically extractable material

Coal Resources The in situ coal for which there are reasonable prospects for eventual economic extraction

Conditional shares Shares or share awards allocated with a conditional right to receive a share on vesting subject to

the fulfilment of the employment condition and the performance condition

Contingent Resources The quantities of gas estimated to be potentially recoverable from known accumulations by

application of development projects, but which are not currently considered to be commercially

recoverable due to one or more contingencies

CPI Consumer price index

CSA Coal Supply Agreement

CSI Corporate social investment

CV Calorific value of thermal coal

DBS Deferred bonus shares

Demerger The process to separate Thungela from Anglo American, as fully described in the Combined

Prospectus and Pre-listing Statement of Thungela, published on 8 April 2021

DFFE Department of Forestry, Fisheries and the Environment

DMRE Department of Mineral Resources and Energy

DTM Digital Terrain Map

EA Environmental authorisation

EBITDA Earnings before interest, tax, depreciation, and amortisation

ECSA Engineering Council of South Africa

Term used Definition

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

182 Integrated Annual Report for the year ended 31December 2024

![]()

Term used Definition

EIA Environmental impact assessment

Employment condition Condition of continued employment with the Group for the duration of the employment period

Employment period Period commencing on the award date and ending on the date specified in the award letter

during which the participant is required to fulfil the employment condition

EMPr Environmental management programme report

Ensham Business Thungela’s interest in Sungela Holdings, Sungela, Ensham Resources, Ensham Coal Sales and

Nogoa Pastoral, collectively

Ensham Coal Sales Ensham Coal Sales Pty Limited

Ensham Mine An unincorporated joint venture between Sungela and Bowen

Ensham Resources Ensham Resources Pty Limited

Environmental

provisions

The Group’s obligations to undertake decommissioning, rehabilitation, remediation, closure and

ongoing post-closure monitoring activities when environmental disturbances are caused by the

development or ongoingproduction of a mining property, as well as the decommissioning of

infrastructure established on theoperating sites

ESD Enterprise and supplier development

ESG Environmental, social and governance

EUR Euro

EWRP eMalahleni Water Reclamation Plant

Exxaro Exxaro Coal Mpumalanga Proprietary Limited

FCA The Financial Conduct Authority of the UK or its successor from time to time

FOB Free on board

FOR Free on rail

Forfeitable shares Share or share award where the vesting is subject to fulfilment of the employment condition

FS Feasibility study

FSMA The UK Financial Services and Markets Act 2000 (as amended from time to time)

Gas-in-place or GIP The quantity of gas that is estimated to exist originally in naturally occurring accumulations before

any extraction or production

Gas Resources Naturally occurring accumulations of gases, typically hydrocarbons, within the Earth's crust that

have the potential to be extracted and utilised for various purposes

GDB Geological database

GHG Greenhouse gas

GHN Goedehoop North Colliery

GHS Goedehoop South Colliery

GJ Gigajoule

Goedehoop Goedehoop Colliery

Greenside Greenside Colliery

GRI Global Reporting Initiative

Group Thungela and its subsidiaries, joint arrangements and associates

HDP Historically disadvantaged person(s)

HEPS Headline earnings per share

HIV Human immunodeficiency virus

IASB International Accounting Standards Board

IFRS Accounting

Standards

International Financial Reporting Standards as issued by the IASB and the IFRS Interpretations

Committee (previously known as the IFRIC).

05 OUR IMPACT 06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 183

![]()

Term used Definition

Indicated Coal

Resource

The portion of the Coal Resource for which the derived quantities and qualities are estimated with

sufficient confidence, although lower in confidence than a measured Coal Resource, in the

geological evidence, to allow for the application of modifying factors to support mine planning

and the evaluation of the economic viability of the resource. An indicated Coal Resource may only

be converted to a probable Coal Reserve

Inferred Coal Resource The portion of the Coal Resource for which the derived quantities and qualities are estimated with

lower confidence in the geological evidence. An inferred Coal Resource is not converted to a

Coal Reserve

Isibonelo Isibonelo Colliery

ISIN International Securities Identification Number

ISO ISO International Organization for Standardization

IWUL Integrated water use licence

JORC Code Australian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves, 2012

JSE Johannesburg Stock Exchange Limited

JSE Listings

Requirements

The Listings Requirements issued by the JSE under the South African Financial Markets Act 19 of

2012 (as amended from time to time) to be observed by issuers of equity securities listed on the

JSE

JV Joint venture

kcal/kg kilocalories per kilogram

Khwezela Khwezela Colliery

King IV The King IV Report on Corporate Governance

TM

for South Africa, 2016. Copyright and

trademarks are owned by the Institute of Directors in Southern Africa NPC and all of its rights are

reserved

km Kilometre(s)

KPIs Key performance indicators

kt A measure representing 1,000 tonnes

ktCO

2

e Kilotonne of CO

2

equivalent

LCBM project Lephalale coal bed methane project

LNG Liquefied natural gas – natural gas converted into a liquid state for easy transportation and storage

LOM Life of mine, the duration of time to extract possible resources

LOM plan A design and financial/economic study of an existing operation in which appropriate assessments

have been made of existing geological, mining, social, governmental, engineering, operational,

and all other modifying factors, which are considered in sufficient detail to demonstrate that

continued extraction is reasonably justified

LSE London Stock Exchange

LTI Long-term incentive

LTIP Long-term incentive plan

Mafube Mafube Colliery

Mafube Coal Mining Mafube Coal Mining Proprietary Limited

MAR Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16April2014

on market abuse and the delegated acts, implementing acts, technical standards and guidelines

thereunder as modified and as such legislation forms part of UK domestic law by virtue of the

European Union (Withdrawal) Act 2018, and as modified by UK domestic law from time to time

MDL Mineral development license

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

184 Integrated Annual Report for the year ended 31December 2024

![]()

Term used Definition

Measured Coal

Resource

The portion of the Coal Resource for which the derived quantities and qualities are estimated with

sufficient confidence in the geological evidence, to allow for the application of modifying factors

to support detailed mine planning and the evaluation of the economic viability of the resource. A

measured Coal Resource may be converted to a proved or probable Coal Reserve

Mineral Resource A concentration or occurrence of material of intrinsic economic interest in or on the earth’s crust in

such form, quality and quantity that there are reasonable prospects for eventual economic

extraction. The location, quantity, grade and continuity of a mineral resource are known,

estimated or interpreted from specific geological evidence and knowledge. Mineral Resources are

sub-divided, in order of increasing geological confidence, into inferred, indicated and measured

categories

ML Megalitres (million litres)

Modifying factors Considerations used to convert mineral resources to mineral reserves, including, but not restricted

to, mining, processing, metallurgical, infrastructure, economic, marketing, legal, environmental,

social and governmental factors

MOI Memorandum of incorporation

MPRDA The South African Mineral and Petroleum Resources Development Act 28 of 2002

MPRDA Regulations Mineral and Petroleum Resources Development Regulations, 2004, published under the Mineral

and Petroleum Resources Development Act 28 of 2002

MR Mining right

MRA Mining right application

MRD Mineral residue deposit

MSR Minimum shareholding requirements

Mt Million tonnes

MTIS Mineable tonnes in situ

Mtpa Mt per annum

MW Megawatt

NAR Net as received

NCI Non-controlling interest

NED Non-executive director

NEMA The South African National Environmental Management Act 107 of 1998 (as amended from time

to time)

NEMA Financial

Provisioning

Regulations

Financial Provisioning Regulations, 2015, published under the National Environmental

Management Act 107 of 1998

Newcastle benchmark

coal price

Newcastle benchmark price reference for 6,000kcal/kg coal exported from Newcastle,

Australia. The NEWC Index is the main price reference for physical coal contracts in Asia and is

the settlement price for a significant volume of index-linked contracts

NGO Non-profit organisation independent of government, commonly focused on social, environmental,

or humanitarian missions

Nkulo Community

Partnership Trust

The Nkulo Community Partnership Trust, previously referred to as the CPP

Nogoa Pastoral Nogoa Pastoral Pty Ltd

NOMR New order mining right

OC Opencast/cut operations/mine

Overburden The material that lies above the mining area of economic interest

PCPP Phola Coal Processing Plant Proprietary Limited

05 OUR IMPACT 06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 185

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Term used Definition

Performance condition A performance condition to be satisfied in order for conditional awards to vest under the Thungela

share plan

plc Public limited company

PR Prospecting right

PRMS Petroleum Resource Management System

Proved and probable

coal reserves

Proved coal reserves are modified measured coal resources, including consideration of modifying

factors that affect extraction. It is the economically extractable material. Probable coal reserves are

modified indicated or measured coal resources, including consideration of modifying factors that

affect extraction

QRE Qualified reserves evaluator

Queensland Financial

Provisioning Scheme

Mechanism established under the Mineral and Energy Resources (Financial Provisioning) Act

2018 requiring a security deposit from the holders of an environmental authority (EA) to cover

potential rehabilitation costs in the event such holders fail to comply with their environmental

management and rehabilitation obligations

RBCT Richards Bay Coal Terminal Proprietary Limited or the Richards Bay Coal Terminal

Reasonable prospects

for eventual economic

extraction (RPEEE)

An assessment done by the Competent Person in respect of technical and economic factors likely

to influence the prospect of economic extraction. Multiple factors are considered including

geological, mining, metallurgical, economic, legal, governmental, environmental, and socio-

political factors

Reserve Life The period in years in the approved LOM plan for scheduled extraction of proved and probable

Coal Reserves

Richards Bay

benchmark coal price

Benchmark price reference for 6,000kcal/kg thermal coal exported from the RBCT

Rietvlei Rietvlei Colliery

RLT Rapid load-out terminal

RMB Rand Merchant Bank

RMC Rietvlei Mining Company Proprietary Limited

RMSO Restitution Management Support Office

RNS Regulatory News Service of the LSE

ROM Run of mine, representing the material extracted from mining operations before it is processed into

saleable product

RoMP Resources outside of mine plan

SACE South African Coal Estate

SACNASP South African Council for Natural Scientific Professions

SACO South Africa Coal Operations Proprietary Limited

Saleable reserves The reported saleable reserve product type is subject to prevailing market conditions and may be

sold in accordance with the current environment

SAMOG Code South African Code for the Reporting of Oil and Gas Resources, 2015

SAMREC Code South African Code for the Reporting of Exploration Results, Mineral Resources and Mineral

Reserves, 2016

SANS 10320:2020 South African National Standard 10320: “The South African guide to the systematic evaluation of

coal resources and coal reserves” Second Edition

SANAS South African National Accreditation System

SASA The share and asset sale agreement, related to the acquisition of the Ensham Business

Sasol Sasol Mining Proprietary Limited

SDGs Sustainable Development Goals, a global agenda set by the United Nations to address social,

economic, and environmental challenges by 2030

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

186 Integrated Annual Report for the year ended 31December 2024

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Term used Definition

SENS The Stock Exchange News Service of the JSE

SFF Strategic Fuel Fund

SHE Safety, health and environment

Sisonke Employee

Empowerment Scheme

Sisonke Employee Empowerment Scheme Trust, previously the SACO Employee Partnership Trust

SLP Social and Labour Plan

SMMEs Small, medium and micro-sized enterprises

Sponsor JSE sponsor of Thungela, namely RMB

STI Short-term incentive

Synfuel A coal specifically for the domestic production of synthetic fuel and chemicals

Sungela Sungela Pty Ltd

Sungela Holdings Sungela Holdings Pty Ltd

t A measure representing one tonne

TFR Transnet Freight Rail, a division of Transnet SOC Limited

TGP Total guaranteed package which is comprised of basic salary and retirement and benefits

The Companies Act of

South Africa

The Companies Act 71 of 2008 (as amended)

Thermal domestic Low to high-volatile thermal coal primarily for domestic consumption for power generation

Thermal export Low to high-volatile thermal coal primarily for export in the use of power generation

Thungela or the

Company

Thungela Resources Limited

Thungela Marketing

International

Thungela Marketing International Holdings Proprietary Limited

Thungela Resources

Australia

Thungela Resources Australia Proprietary Limited

Thungela Resources

Holdings

Thungela Resources Holdings Proprietary Limited

Thungela share plan Shareholder-approved share plan, structured in line with the requirements of Schedule 14 of the

JSE Listings Requirements, that aims to attract, retain and incentivise highly skilled individuals

Thuthukani Thungela's enterprise and supplier development programme

TOPL Thungela Operations Proprietary Limited

Transnet Transnet SOC Limited

TRCFR Total recordable case frequency rate per million man hours

Trusts The Sisonke Employee Empowerment Scheme and the Nkulo Community Partnership Trust,

collectively

Tscf A measure representing trillion standard cubic feet

TSF remuneration Total single figure remuneration

TSR Total shareholders' return

UAE United Arab Emirates

UG Underground

UIF Unemployment Insurance Fund

UK The United Kingdom of Great Britain and Northern Ireland

05 OUR IMPACT 06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 187

Term used Definition

Performance condition A performance condition to be satisfied in order for conditional awards to vest under the Thungela

share plan

plc Public limited company

PR Prospecting right

PRMS Petroleum Resource Management System

Proved and probable

coal reserves

Proved coal reserves are modified measured coal resources, including consideration of modifying

factors that affect extraction. It is the economically extractable material. Probable coal reserves are

modified indicated or measured coal resources, including consideration of modifying factors that

affect extraction

QRE Qualified reserves evaluator

Queensland Financial

Provisioning Scheme

Mechanism established under the Mineral and Energy Resources (Financial Provisioning) Act

2018 requiring a security deposit from the holders of an environmental authority (EA) to cover

potential rehabilitation costs in the event such holders fail to comply with their environmental

management and rehabilitation obligations

RBCT Richards Bay Coal Terminal Proprietary Limited or the Richards Bay Coal Terminal

Reasonable prospects

for eventual economic

extraction (RPEEE)

An assessment done by the Competent Person in respect of technical and economic factors likely

to influence the prospect of economic extraction. Multiple factors are considered including

geological, mining, metallurgical, economic, legal, governmental, environmental, and socio-

political factors

Reserve Life The period in years in the approved LOM plan for scheduled extraction of proved and probable

Coal Reserves

Richards Bay

benchmark coal price

Benchmark price reference for 6,000kcal/kg thermal coal exported from the RBCT

Rietvlei Rietvlei Colliery

RLT Rapid load-out terminal

RMB Rand Merchant Bank

RMC Rietvlei Mining Company Proprietary Limited

RMSO Restitution Management Support Office

RNS Regulatory News Service of the LSE

ROM Run of mine, representing the material extracted from mining operations before it is processed into

saleable product

RoMP Resources outside of mine plan

SACE South African Coal Estate

SACNASP South African Council for Natural Scientific Professions

SACO South Africa Coal Operations Proprietary Limited

Saleable reserves The reported saleable reserve product type is subject to prevailing market conditions and may be

sold in accordance with the current environment

SAMOG Code South African Code for the Reporting of Oil and Gas Resources, 2015

SAMREC Code South African Code for the Reporting of Exploration Results, Mineral Resources and Mineral

Reserves, 2016

SANS 10320:2020 South African National Standard 10320: “The South African guide to the systematic evaluation of

coal resources and coal reserves” Second Edition

SANAS South African National Accreditation System

SASA The share and asset sale agreement, related to the acquisition of the Ensham Business

Sasol Sasol Mining Proprietary Limited

SDGs Sustainable Development Goals, a global agenda set by the United Nations to address social,

economic, and environmental challenges by 2030

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

186 Integrated Annual Report for the year ended 31December 2024

![]()

Term used Definition

UK Listing Rules The listing rules relating to admission to the UK Official List made under section 73A(2) of FSMA

UK Officials List The official list of the FCA

UNGC United Nations Global Compact, a voluntary initiative encouraging businesses to adopt

sustainable and socially responsible practices

UN SDG United Nations Sustainable Development Goal

US United States of America

USD United States dollar

VWAP Volume-weighted average price

WANOS Weighted average number of ordinary shares outstanding

WML Waste management licence

WCMAS Witbank Coalfields Medical Aid Scheme

WUL Water use licence

ZAR South African rand

ZFNW project Zondagsfontein West project

Zibulo Zibulo Colliery

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

188 Integrated Annual Report for the year ended 31December 2024

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APPENDIX 1

#### UK LISTING RULES DISCLOSURE TABLE

Disclosure as required by section 9.8.4 C of the UK Listing Rules has been provided below:

Listing Rule Information per the Rule Disclosure

9.8.4 (1) Interest capitalised by the Group in the period under review,

including any related tax relief

Not applicable

9.8.4 (2) Published unaudited financial information (LR 9.2.18 R) Not applicable

9.8.4 (4) Long-term incentive schemes involving a director (LR 9.4.3 R) Refer to the remuneration report on

pages103 to 129

9.8.4 (5) Waiver of or agreement to waive any emoluments from the

Company or subsidiary by a director

None

9.8.4 (6) Details of waiver of future emoluments by a director None

9.8.4 (7) Non pro rata allotment of the Company’s shares for cash, not

specifically authorised by the shareholders

None

9.8.4 (8) Non pro rata allotment of major subsidiaries' shares for cash, not

specifically authorised by the shareholders

None

9.8.4 (9) If the Company is a subsidiary of another company, details of the

parent undertaking

Not applicable

9.8.4 (10) Contracts of significance involving the Group and a director or

controlling shareholder

None

9.8.4 (11) Provision of services contract to the Company or subsidiaries by

acontrolling shareholder

Not applicable

9.8.4 (12) Shareholder has waived or agreed to waive any dividends One shareholder on the LSE has waived

any dividends to be declared, the value

of which is below 1% of the dividend

declared

9.8.4 (13) Shareholder has agreed to waive any future dividends One shareholder on the LSE has waived

any dividends to be declared, the value

of which is below 1% of the dividend

declared

9.8.4 (14) Agreement between the Company and a controlling shareholder

(LR 9.2.2.AD R)

Not applicable

05 OUR IMPACT 06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

Integrated Annual Report for the year ended 31December 2024 189

![]()

#### FORWARD-LOOKING STATEMENTSDISCLAIMERAND THIRD-PARTY INFORMATION

This document includes forward-looking statements. All

statements included in this document (other than statements of

historical facts) are, or may be deemed to be, forward-

looking statements, including, without limitation, those

regarding Thungela’s financial position, business, acquisition

and divestment strategy, dividend policy, plans and

objectives of management for future operations (including

development plans and objectives relating to Thungela’s

products, production forecasts and resource and reserve

positions). By their nature, such forward-looking statements

involve known and unknown risks, uncertainties and other

factors which may cause the actual results, performance or

achievements of Thungela, or industry results, to be

materially different from any future results, performance or

achievements expressed or implied by such forward-looking

statements. Thungela therefore cautions that forward-looking

statements are not guarantees of future performance.

Any forward-looking statement made in this document or

elsewhere is applicable only at the date on which such

forward-looking statement is made. New factors that could

cause Thungela’s business not to develop as expected may

emerge from time to time and it is not possible to predict all

of them. Further, the extent to which any factor or

combination of factors may cause actual results to differ

materially from those contained in any forward-looking

statement are not known. Thungela has no duty to, and does

not intend to, update or revise the forward-looking statements

contained in this document after the date of this document,

except as may be required by law. Any forward-looking

statements included in this document have not been

reviewed or reported on by the Group’s independent

external auditor.

The information contained within this announcement is

deemed by the Group to constitute inside information as

stipulated under the market abuse regulation (EU)

No.596/2014 as amended by the market abuse

(amendment) (UK MAR) regulations 2019. Upon the

publication of this announcement, this inside information is

now considered to be in the public domain.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

190 Integrated Annual Report for the year ended 31December 2024

![]()

#### CORPORATE INFORMATION

THUNGELA RESOURCES LIMITED

(Incorporated in the Republic of South Africa)

Registration number: 2021/303811/06

JSE share code: TGA

LSE share code: TGA

ISIN: ZAE000296554

Tax number: 9111917259

(‘Thungela’ or the ‘Group’ or the ‘Company’)

REGISTERED OFFICE

Thungela Resources Limited

25 Bath Avenue

Rosebank

Johannesburg

2196

South Africa

Tel: +27 11 638 9300

POSTAL ADDRESS

PO Box 1521

Saxonwold

2132

DIRECTORS

Executive

July Ndlovu (chief executive officer)

Gideon (Deon) Frederick Smith (chief financial officer)

Independent non-executive

Sango Siviwe Ntsaluba (chairman)

Kholeka Winifred Mzondeki

Thero Micarios Lesego Setiloane (passed away

1May2024)

Benjamin (Ben) Monaheng Kodisang

Seamus Gerard French (Irish)

Yoza Noluyolo Jekwa

Thomas (Tommy) David McKeith (Australian) (appointed

1October2024)

PREPARED UNDER THE SUPERVISION OF

Gideon (Deon) Frederick Smith CA(SA)

GROUP COMPANY SECRETARY

Altovise (Tovi) Alaxa Ellis (appointed 1 November 2024)

INVESTOR RELATIONS

Hugo Nunes

Email: hugo.nunes@thungela.com

Shreshini Singh

Email: shreshini.singh@thungela.com

MEDIA

Hulisani Rasivhaga

Email: hulisani.rasivhaga@thungela.com

SA TRANSFER SECRETARIES

Computershare Investor Services Proprietary Limited

Rosebank Towers

15 Biermann Avenue

Rosebank, 2196

Private Bag X9000

Saxonwold, 2132

Email: Web.Queries@computershare.co.za

Tel: +27 11 370 5000

UK TRANSFER SECRETARIES

Computershare Investor Services (Jersey) Limited

Queensway House

Hilgrove Street, St Helier

Jersey, Channel Islands

Email: WebCorres@computershare.co.uk

Tel: +44 03 7070 2000

SPONSOR

Rand Merchant Bank

(a division of FirstRand Bank Limited)

Tel: +27 11 282 8000

UK FINANCIAL ADVISER AND CORPORATE BROKER

Panmure Liberum Limited

Tel: +44 20 3100 2000

If you have any queries regarding your shareholding in

Thungela Resources Limited, please contact the transfer

secretaries on: +27113705000.

Disclaimer

All images in this document have been used with the permission of the subjects in the images or their legal guardian, and with the understanding that these

images could be published widely, including on the internet, and may be seen throughout the world by people with access to the internet.

05 OUR IMPACT 06 GOVERNANCE 07 RESOURCES

AND RESERVES

08 GROUP

INFORMATION

FORWARD-LOOKING STATEMENTS

DISCLAIMERAND THIRD-PARTY INFORMATION

This document includes forward-looking statements. All

statements included in this document (other than statements of

historical facts) are, or may be deemed to be, forward-

looking statements, including, without limitation, those

regarding Thungela’s financial position, business, acquisition

and divestment strategy, dividend policy, plans and

objectives of management for future operations (including

development plans and objectives relating to Thungela’s

products, production forecasts and resource and reserve

positions). By their nature, such forward-looking statements

involve known and unknown risks, uncertainties and other

factors which may cause the actual results, performance or

achievements of Thungela, or industry results, to be

materially different from any future results, performance or

achievements expressed or implied by such forward-looking

statements. Thungela therefore cautions that forward-looking

statements are not guarantees of future performance.

Any forward-looking statement made in this document or

elsewhere is applicable only at the date on which such

forward-looking statement is made. New factors that could

cause Thungela’s business not to develop as expected may

emerge from time to time and it is not possible to predict all

of them. Further, the extent to which any factor or

combination of factors may cause actual results to differ

materially from those contained in any forward-looking

statement are not known. Thungela has no duty to, and does

not intend to, update or revise the forward-looking statements

contained in this document after the date of this document,

except as may be required by law. Any forward-looking

statements included in this document have not been

reviewed or reported on by the Group’s independent

external auditor.

The information contained within this announcement is

deemed by the Group to constitute inside information as

stipulated under the market abuse regulation (EU)

No.596/2014 as amended by the market abuse

(amendment) (UK MAR) regulations 2019. Upon the

publication of this announcement, this inside information is

now considered to be in the public domain.

THUNGELA INTEGRATED

ANNUAL REPORT 2024

01 OVERVIEW 02 THUNGELA

AT A GLANCE

03 STRATEGY AND

VALUE CREATION

04 OUR

IMPACT

190   Integrated Annual Report for the year ended 31December 2024

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