SAB 201406240040A Annual Financial Report SABMiller plc JSEALPHA CODE: SAB ISIN CODE: SOSAB ISIN CODE: GB0004835483 Annual Financial Report SABMiller plc has today submitted a copy of the 2014 Annual Report and Accounts, Notice of the 2014 Annual General Meeting and Shareholder Proxy Form (UK) to the National Storage Mechanism and they will shortly be available for inspection at www.hemscott.com/nsm.do. The Annual Report and Notice of Annual General Meeting are also available on the Company’s website www.sabmiller.com SABMiller plc’s Annual General Meeting will be held on Thursday, 24 July 2014 at the InterContinental London Park Lane, One Hamilton Place, Park Lane, London W1J 7QY. A condensed set of SABMiller’s financial statements and information on important events that have occurred during the financial year and their impact on the financial statements were included in SABMiller’s preliminary results announcement released on 22 May 2014. That information, together with the information set out below, which is extracted from the 2014 Annual Report, constitutes the material required by Disclosure and Transparency Rule 6.3.5 to be communicated to the media in unedited full text through a Regulatory Information Service. This announcement is not a substitute for reading the full 2014 Annual Report. Page numbers and cross- references in the extracted information below refer to page numbers and sections in the 2014 Annual Report. PRINCIPAL RISKS AND UNCERTAINTIES (page 18 & 19) Principal risks Focused on managing our risks The principal risks facing the group and considered by the board are detailed below. The group’s well-developed risk management process is described in the corporate governance section while financial risks are discussed in the Chief Financial Officer’s review on page 39 and in note 21 to the consolidated financial statements. Principal risk Context Specific risks Possible impact Mitigation Associated we face strategic elements Industry The global • Failing to Lower growth rate, • Continued competitor • Retaining a consolidation brewing and participate in the profitability and and target analysis to broad portfolio of beverages right financial returns. consider strategic and operations. industry is opportunities. financial implications of • Creating superior expected to • Paying too potential transactions. revenue growth continue to much to acquire • Potential transactions are and profitability for consolidate. a business. subject to continual and our investors. There will • Not rigorous analysis. Only continue to be implementing opportunities with potential opportunities to integration plans to create value are enter attractive successfully. pursued. growth markets, • Failing to • Proven integration to realise identify and processes, procedures synergy benefits develop the and practices are applied from integration capabilities to ensure delivery of and to leverage necessary to expected returns. our global scale. facilitate market • Activities to deliver and category synergies and leverage entry. scale are in place, monitored closely and continuously enhanced. • Developing non- traditional capabilities to enter and grow profitably in new markets. Change in Consumer • Failing to Market positions • Ongoing evaluation of • Offering beers consumer tastes and develop and come under our brand portfolios in and soft drinks preferences behaviours are ensure the pressure, market every market to ensure that appeal to constantly strength and opportunities are that they target current local tastes. evolving, and at relevance of our missed, lower top and future opportunities • Creating superior an increasingly brands with line growth rates for profitable growth. revenue growth rapid rate. consumers, and profitability. • Developing a beer and profitability for Competition in shoppers and category structure that our investors. the beverage customers. enables us to grow both • Producing industry is • Failing to the value of the beer economies of expanding and continue to category, and our share of scale and skill. becoming more improve our it. fragmented, commercial • Ensuring we have deep complex and capabilities to understanding of changing sophisticated. deliver brand consumer and industry propositions dynamics in key markets, which respond enabling us to respond appropriately to appropriately to changing opportunities and issues consumer which may impact our preferences. business performance. • Building our brand equities through innovation and compelling marketing programmes; creating a pipeline of opportunities to support our premium offering. • Focus on monitoring and benchmarking commercial performance and developing the critical commercial capabilities that are required in order to win in local markets. Management We believe that • Failing to Failure to deliver • Building the group’s • Offering beers capability our people are identify, develop the group’s leadership talent pipeline and soft drinks our enduring and retain an strategic and through our Global Talent that appeal to advantage and appropriate financial Management model, local tastes. therefore it is pipeline of ambitions. strategic people • Creating superior essential that we talented resourcing and long-term revenue growth develop and managers for Lower long-term talent pipeline. and profitability for maintain global the present and profitable growth. • Sustaining a strong our investors. management future needs of culture of accountability, • Producing capability. the group. empowerment and economies of personal development. scale and skill. Regulatory With an • Regulation Lower growth, • Rigorous adherence to • Retaining a changes increasingly high places profitability and the principle of self- broad portfolio of profile debate increasing reduced regulation backed by operations. over alcohol restrictions on contribution to appropriate policies and • Offering beers consumption in the availability local communities management review. and soft drinks many markets, and marketing of in some countries. • Building licence to trade that appeal to the alcohol beer. capabilities across the local tastes. industry is • Tax and excise Loss of consumer group to facilitate sound • Creating real and coming under changes cause goodwill and risk analysis and lasting economic more pressure pressure on public sentiment. mitigation plan and social benefits from national pricing. development. in communities. and international • Anti-alcohol • Constructive regulators, advocates erode engagement with NGOs and local industry government and all governments. reputation. external stakeholders on alcohol-related issues.

Working collaboratively with them to address the harmful use of alcohol. • Investment to improve the economic and social impact of our businesses in local communities and working in partnership with local governments and

NGOs. Acquisition A key aspect of • Failing to Lower growth • Embedding of the • Retaining a of Foster’s the Foster’s deliver rates and SABMiller Ways (its broad portfolio of acquisition was integration profitability. processes, systems and operations. the delivery of a objectives and tools) throughout the • Offering beers turnaround plan commercial and Damage to the Foster’s business. and soft drinks with specific and operational group’s reputation • Commercial efforts in that appeal to communicated excellence for strong market to effectively local tastes. financial value targets commercial deliver volume, value and • Creating superior creation. communicated capability and for market share gains. revenue growth as part of the making value • Continued monitoring of and profitability for turnaround plan. creating progress against the our investors. • Failing to acquisitions. integration plan, including • Producing achieve the frequent and regular economies of synergy and tracking of key scale and skill. cost saving performance indicators. commitments of the transaction. Delivering We continue to • Failing to Increased • Senior leadership closely • Creating superior business execute major derive the programme costs, involved in monitoring revenue growth transformation efficiency expected delays in benefit progress and in making and profitability for programmes benefits from the realisation, key decisions. our investors. that will simplify projects business • Mechanisms in place to • Producing processes, currently under disruption, track both costs and economies of reduce costs way. reputational benefits. scale and skill. and allow local • Failing to damage, reduced • Rigorous programme management contain competitive management and teams to focus programme advantage in the governance processes more closely on costs or ensure medium term. with dedicated resources their markets. execution is in and clear accountability. line with planned timelines. Information There is • Disruption of Loss of • Continued articulation • Producing and cyber increasing information competitive and implementation of economies of security sophistication of technology (IT) advantage and information security scale and skill. cyber-attack systems and a reputational policies. • Creating superior capabilities. loss of valuable damage through • Increased investment to revenue growth Business’s and sensitive the publicised loss improve information and profitability for increasing information and of key operating security awareness, our investors demand for assets. systems and intelligence and consumers’ and • Significant confidential data. implementation of sound customers’ business security processes. personal data disruption. Adverse effect of • Building and enhancing means • Failing to profitability, cash processes to deal with IT legislators rightly comply with flows or financial security incidents. continue to tightening position. impose tighter legislation poses data a threat of management significant control. financial penalties or restrictions. RELATED PARTY TRANSACTIONS Note 32 to the consolidated financial statements on page 158 details the following related party transactions. 32. Related party transactions a. Parties with significant influence over the group: Altria Group, Inc (Altria) and the Santo Domingo Group (SDG) Altria is considered to be a related party of the group by virtue of its 26.8% equity shareholding in SABMiller plc. There were no transactions with Altria during the year. SDG is considered to be a related party of the group by virtue of its 14.0% equity shareholding in SABMiller plc. During the year Bavaria SA and its subsidiaries made donations of US$14 million (2013: US$nil) to the Fundación Mario Santo Domingo, pursuant to the contractual arrangements entered into at the time of the Bavaria transaction in 2005, under which it was agreed that the proceeds of the sale of surplus non-operating property assets owned by Bavaria SA and its subsidiaries would be donated to various charities, including the Fundación Mario Santo Domingo. At 31 March 2014 US$nil (2013: US$nil) was owing to the SDG. b. Associates and joint ventures Details relating to transactions with associates and joint ventures are analysed below.

2014 2013

US$m US$m Purchases from associates1 (168) (227) Purchases from joint ventures2 (93) (97) Sales to associates3 9 46 Sales to joint ventures4 23 25 Dividends receivable from associates5 224 113 Dividends received from joint ventures6 903 886 Royalties received from associates7 25 27 Royalties received from joint ventures8 2 2 Management fees, guarantee fees and other recoveries received from associates9 11 17 Management fees paid to joint ventures10 (2) (2) Sale of associate to joint venture11 – 21 1 The group purchased canned Coca-Cola products for resale from Coca-Cola Canners of Southern Africa (Pty) Limited (Coca-Cola Canners); inventory from Distell Group Ltd (Distell) and Associated Fruit Processors (Pty) Ltd (AFP); and accommodation from Tsogo Sun Holdings Ltd (Tsogo Sun), all in South Africa. 2 The group purchased lager from MillerCoors LLC (MillerCoors). 3 The group made sales of lager to Tsogo Sun, Delta Corporation Ltd (Delta), Anadolu Efes Biracilik ve Malt Sanayii AS (Anadolu Efes), and Distell. 4 The group made sales to MillerCoors. 5 The group had dividends receivable from Société des Brasseries et Glacières Internationales SA, Brasseries Internationales Holding Ltd, and Morrocaine d’Investissements et de Services SA (Castel) of US$97 million (2013: US$21 million), Coca-Cola Canners US$5 million (2013: US$11 million), Distell US$20 million (2013: US$21 million), Tsogo Sun US$34 million (2013: US$33 million), Delta US$17 million (2013: US$12 million), International Trade and Supply Limited $18 million (2013: US$14 million), Grolsch (UK) Ltd US$1 million (2013: US$1 million) and Anadolu Efes US$32 million (2013: US$nil). 6 The group received dividends from MillerCoors. 7 The group received royalties from Delta and Anadolu Efes. 8 The group received royalties from MillerCoors. 9 The group received management fees from Delta, guarantee fees from Delta and BIH Brasseries Internationales Holding (Angola) Ltd (BIH Angola), and other recoveries from AFP. 10 The group paid management fees to MillerCoors. 11 In 2013 the group sold its interest in Foster’s USA LLC to MillerCoors for cash consideration. At 31 March 2014 2013

US$m US$m Amounts owed by associates – trade1 42 68 Amounts owed by joint ventures2 5 5 Amounts owed to associates3 (39) (150) Amounts owed to joint ventures4 (16) (14) 1 Amounts owed by AFP, Delta and Anadolu Efes and BIH Angola. 2 Amounts owed by MillerCoors. 3 Amounts owed to Coca-Cola Canners, Castel and Tsogo Sun. At 31 March 2013 this balance included US$100 million received in compensation for the loan participation deposit relating to the Angolan businesses managed by Castel. 4 Amounts owed to MillerCoors. Guarantees provided in respect of associates’ bank facilities are detailed in note 21. c. Transactions with key management The group has a related party relationship with the directors of the group and members of the excom as key management. At 31 March 2014 there were 25 (2013: 26) members of key management. Key management compensation is provided in note 6c. DIRECTORS’ RESPONSIBILITY STATEMENT IN RESPECT OF THE CONSOLIDATED FINANCIAL STATEMENTS (page 88) The directors are responsible for preparing the annual report, the directors’ remuneration report and the financial statements in accordance with applicable law and regulations. Company law requires the directors to prepare financial statements for each financial year. The directors have prepared the consolidated financial statements in accordance with International Financial Reporting Standards (IFRSs) as adopted by the European Union, and the parent company financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards) and applicable law. Under company law the directors must not approve the consolidated financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and company and of the profit or loss of the group for that period. In preparing those financial statements, the directors are required to: – select suitable accounting policies and then apply them consistently; – make judgements and accounting estimates that are reasonable and prudent; – state whether IFRSs as adopted by the European Union and applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the group and parent company financial statements respectively; – prepare the financial statements on the going concern basis unless it is inappropriate to presume that the group and the company will continue in business. The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the transactions of the company and group and disclose with reasonable accuracy at any time the financial position of the company and group and enable them to ensure that the company and consolidated financial statements and the directors’ remuneration report comply with the Companies Act 2006 and, as regards the consolidated financial statements, Article 4 of the IAS Regulation. They are also responsible for safeguarding the assets of the company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. A copy of the consolidated and company financial statements is placed on the company’s website. The directors are responsible for the maintenance and integrity of the statutory and audited information on the company’s website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions. The directors consider that the annual report and accounts, taken as a whole, is fair, balanced and understandable and provides the information necessary for shareholders to assess the group’s performance, business model and strategy. Each of the directors, whose names and functions are listed on pages 46 and 47 of this annual report, confirm that, to the best of their knowledge: – the consolidated financial statements, which have been prepared in accordance with IFRSs as adopted by the EU, the Companies Act 2006 and Article 4 of the IAS Regulation, give a true and fair view of the assets, liabilities, financial position and profit of the group; and – the management report contained in this annual report includes a fair review of the development and performance of the business and the position of the group, together with a description of the principal risks and uncertainties that it faces. The directors in office at the date of this report have each confirmed that: – so far as the director is aware, there is no relevant audit information of which the group’s auditors are unaware; and – he or she has taken all the steps he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the group’s auditors are aware of that information. John Davidson General Counsel and Group Company Secretary 24 June 2014 Sponsor: J.P. Morgan Equities South Africa (Pty) Ltd This announcement does not constitute an offer to sell or issue or the solicitation of an offer to buy or acquire ordinary shares in the capital of SABMiller plc (the “company”) or any other securities of the company or its subsidiaries or associates in any jurisdiction or an inducement to enter into investment activity. This announcement is intended to provide information to shareholders. It should not be relied upon by any other party or for any other purpose. This announcement includes ‘forward- looking statements’ with respect to certain of SABMiller plc’s plans, current goals and expectations relating to its future financial condition, performance and results. These statements contain the words ‘anticipate’, ‘believe’, ‘intend’, ‘estimate’, ‘expect’ and words of similar meaning. All statements other than statements of historical facts included in this announcement, including, without limitation, those regarding the company’s financial position, business strategy, plans and objectives of management for future operations (including development plans and objectives relating to the company’s products and services) are forward-looking statements. Such forward-looking statements involve known and unknown risks, uncertainties and other important factors that could cause the actual results, performance or achievements of the company to be materially different from future results, performance or achievements expressed or implied by such forward-looking statements. Such forward-looking statements are based on numerous assumptions regarding the company’s present and future business strategies and the environment in which the company will operate in the future. These forward-looking statements speak only as at the date of this announcement. Factors which may cause differences between actual results and those expected or implied by the forward-looking statements include, but are not limited to: material adverse changes in the economic and business conditions in the markets which SABMiller operates; increased competition and consolidation within the global brewing and beverages industry; changes in consumer preferences; changes to the regulatory environment; failure to deliver the integration and cost-saving objectives in relation to the Foster’s acquisition; failure to derive the expected benefits from the global efficiency programmes; and fluctuations in foreign currency exchange rates and interest rates. The company expressly disclaims any obligation or undertaking to disseminate any updates or revisions to any forward-looking statements contained herein to reflect any change in the company’s expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based. The past business and financial performance of SABMiller plc is not to be relied on as an indication of its future performance. Date: 24/06/2014 03:45:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited (‘JSE’). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.