2025 Integrated annual report

Board committees

Audit and risk committee

Refer to page 10 in ESG report and committee chairman's report on page 3 of the annual financial statements.

Nomination committee

Refer to page 116 in ESG report.

Remuneration committee

Refer to page 134 in ESG report.

Technical committee*

Refer to page 115 in ESG report.

Investment committee*

Refer to page 114 in ESG report.

Non-executive directors' committee

Refer to page 117 in ESG report.

Social and ethics committee

Refer to report of committee chairman on page 18 of ESG report and statement of committee chairman on page 4 in climate change and water report.

*  Formerly investment and technical committee until reconstituted as separate committees in February 2025.

Refer to ESG report for more information.

Board oversight of strategy

Understanding that our stakeholders are central to achieving our strategic priorities, we engage regularly and constructively with our stakeholder groups at all levels (detailed on page 16).

To illustrate, our people have found creative solutions to drive progress amid the prevailing global uncertainty. We also continually assess how the company is perceived and valued by shareholders, current and prospective, as well as specialist stakeholders focused on sustainability-related (ESG) aspects of our business. Across the group, management teams are focused on trends and shifts in our markets that may affect how we implement our strategy.

Stakeholder feedback informs decisions taken at meetings of the board. At the same time, the effectiveness of the board and its committees has become increasingly important in rapidly changing markets. Board effectiveness was again externally assessed this year (see page 106 of the ESG report). These assessments are instrumental in developing the board's objectives and work plan for F2026 and beyond.

One of the primary functions of the board is to ensure ARM's strategy is carefully considered, clearly defined and actionable. Management is accountable to the board for implementing all facets of this strategy, while the board is responsible for ensuring implementation proceeds against plan while considering broader developments to be taken into account in refining the strategy. Either directly or through its mandated committees, the board maintained and monitored its robust processes to ensure that good governance and ethical behaviour are central to the way ARM operates.

ARM has a world-class management team and board. Our skilled and experienced directors are committed to good governance and ethical practices. Equally, their contribution is invaluable to ARM achieving its strategic objectives for the sustainable benefit of our shareholders and stakeholders.

Our corporate governance: outcomes and practices

Consistent with the approach of King IV to disclosure, ARM considers and applies the principles of corporate governance relevant to ARM (both those recorded in King IV and in terms of best practice in international governance standards).

ARM is confident that these practices assist in maintaining good performance in the governance outcomes of ethical culture, effective control and legitimacy with stakeholders.

The King IV application register is available on www.arm.co.za.

Key actions in F2025

Strategic objectives
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    RESPONSIBLE

Operate our portfolio of assets safely, responsibly and efficiently

The board approved targets and governance enhancements that underpin our long-term environmental objectives

A policy on diversity and inclusion at board level was renewed, reinforcing ARM's commitment to transformation

Given the protracted downturn in commodity markets, approved and monitored initiatives to reduce costs

Approved share repurchase and intra-group distribution of shares in specie to optimise shareholder value

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    RESILIENT

Allocate capital to investments that create and preserve value

Monitoring status of 100MW renewable energy project for ARM Platinum

Approved closure of Cato Ridge Works and Alloys, disposal of Assmang's interest in Sakura (Malaysia) and cessation of operations at Beeshoek

Considered increasing ARM's interest in Surge Copper

In collaboration with peers and industry bodies, approving appropriate capital and expertise to address key infrastructural risks, ie logistics, water and energy

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    READY

Focus on value-enhancing, integrated growth

ARM's growth depends on good governance. The board and its committees regularly review information about our safety and health culture and performance, approach to assessing and monitoring risk, and real-time sustainability-related data. ARM published its required annual GISTM conformance reports in August 2025

Approved implementation of a hedging collar transaction over 24% of ARM's equity in Harmony