OVERVIEW I II CONTENTS

2 14 Group profi le 's values 4 16 Remgro's unlisted investments Directorate and ownership structure Originally established in the 1940s by 6 20 A strong family legacy Tomorrow matters the late Dr , Remgro aims to be the trusted investment company 8 23 Investment strategy Doing business ethically of choice that consistently creates 10 24 sustainable stakeholder value. Remgro's approach to capital allocation Consolidated results at year-end 12 26 Remgro’s profi t at holding company level Investment portfolio analysis

1 GROUP PROFILE

DIVERSIFIED CONSUMER FINANCIAL PORTFOLIO SOCIAL IMPACT HEALTHCARE INFRASTRUCTURE INDUSTRIAL INVESTMENT MEDIA Our interests PRODUCTS SERVICES INVESTMENTS INVESTMENTS VEHICLES consist mainly of investments (2) in the following

industries 44.6% 77.1% 30.6% 54.7% 50.0% 36.3% 32.3% 4.0% 50.0%

(3) (1)

31.8% 44.1% 23.3% 24.9% 28.1% 0.1% 100%

(3)

100% 22.8% 100% 44.1% 100%

Equity accounted investment

Subsidiary

Investment at fair value through other comprehensive income 30.0% 37.7% 100% Listed entity

Number of Remgro nominated director/s; alternates excluded (3)

infrastructure fund (1) Voting rights in Distell equal 56.4%. (2) Voting rights in Blue Bulls equal 36.7%. 33% 16.2% (3) Limited Partners in Pembani Remgro, Milestone Capital and Prescient – therefore limited (or no) voting rights. 2 3 REMGRO’S INDUSTRIAL INFRASTRUCTURE Why does UNLISTED PGSI holds an interest in PG Group Remgro invest Holdings, ’s leading infrastructure fund INVESTMENTS integrated fl at glass business. in certain CIVH’s key operating PRIF is a fund Air Products produces oxygen, companies are Dark focused on private nitrogen, argon, hydrogen and carbon sectors? CONSUMER PRODUCTS Fibre Africa and Vumatel, sector investment in dioxide for sale to major industrial which construct and own infrastructure across users. It also distributes industrial fi bre-optic networks. the African continent. Our investment strategy… gases and ancillary equipment to the Siqalo Foods manufactures spreads which merchant market. • Emphasises investments that will make it sells under market-leading trade marks, including Flora, Stork, Rama, Rondo. a signifi cant contribution to Remgro’s Total South Africa refi nes and markets earnings petroleum and petroleum products in SEACOM provides The Energy Exchange South Africa, and also distributes to high-capacity local and of Southern Africa acts • Prioritises signifi cant infl uence and board neighbouring countries. international fi bre-optic as a market place where FINANCIAL SERVICES representation connectivity, internet independent generators Wispeco manufactures and distributes and cloud services to the can sell their surplus extruded aluminium profi les used in wholesale and enterprise energy to industrial and • Gives preference to unlisted investments Business Partners invests capital, knowledge the building, engineering and durable markets in Southern and commercial entities who and skills in viable SMEs by providing goods sectors. East Africa. need it. funding, support and mentoring to • Prioritises entities where Remgro can entrepreneurs. It also manages the Sukuma Fund which Remgro donated R500m to identify sustainable value over the long DIVERSIFIED INVESTMENT VEHICLES SOCIAL IMPACT INVESTMENTS term during the Covid-pandemic.

• Focuses on South African investments KTH is a black economic controlled and other African countries through MEDIA company focused on investment investee companies banking services, media and Our social impact investments intend to generate strategic investments. Its major a measurable, benefi cial social impact alongside eMedia Investments, the only independent investments include Kagiso Media a fi nancial return. Our social impact investments • Considers investments in other countries free-to-air television broadcaster in South Africa, Limited, Momentum Metropolitan primarily consist of the interests in the Blue Bulls rugby on an opportunistic basis has a range of media interests, of which e.tv is Holdings Limited and Servest Group franchise, Academy of Sport and the the most signifi cant. Proprietary Limited. Stellenbosch Football Club. 4 5 Remgro’s legacy begins with the late Dr Anton Rupert, CREATING SHAREHOLDER a South African businessman, philanthropist and VALUE SINCE 1948: A STRONG conservationist. In 1948, he established the tobacco FAMILY LEGACY company Voorbrand, forerunner of Rembrandt. Remgro aims to be the trusted investment company of choice that consistently creates sustainable stakeholder value The four key infl ection points 1988 2000 2008 2020 regardless of economic or socio-political in Remgro’s history that have Separation of local and SA holding structure Remgro unbundled its Remgro unbundled its cycles. Indicative of a belief in Remgro reshaped our trajectory. overseas interests and the collapsed into two investment in British 28.2% investment in RMB and its future, Dr Anton Rupert’s son, These have allowed us to founding of Compagnie listed companies, American Tobacco plc Holdings Limited (RMH) Johann, chairs Remgro and , drive value creation through Financière Richemont AG, Remgro and VenFin to its shareholders by to its shareholders by and his grandsons, Anton Rupert (junior) a rebalanced portfolio with a Swiss-listed luxury goods way of an interim way of an interim and Paul Neethling are non-executive an increased focus on group built out by dividend dividend Directors on the Remgro Board. unlisted investments in specie in specie Dr Rupert’s son, Johann

1948: Dr Rupert founded 1989: 1991: Johann Rupert 2018: Anton Rupert (junior) 2019: Paul Neethling Voorbrand, which appointed Deputy appointed Chairman appointed as non-executive appointed as non-executive eventually became Chairman of the of the Rembrandt Director of Remgro Director of Remgro forerunner of Rembrandt Group

1940s 1950s 1970s 1980s 1990s 2000 2008 2009 2016 2017 2018 2020

1956 1993 2009 2017 2018

Listed on the JSE Co-founded Vodacom Remgro and Rights issue Disposed of 25.75% (disposed in 2006) VenFin remerge for a total shareholding in consideration of South Africa in exchange R9 945 million for Siqalo Foods 6 7 INVESTMENT STRATEGY

Acquire Hold Group Dispose/unbundle

Signifi cant contribution to Remgro’s Remgro’s portfolio of investments is grouped No value to be added earnings Consumer products into three buckets:

Cash Growth Turnaround generative Value over the long term assets assets Maturity profi le of business Financial assets services Healthcare Signifi cant infl uence and Board We understand the importance of maintaining Risk profi le has changed representation are integral CRITERIA (inter alia) the right balance between these asset groupings to preserve our strong balance sheet and Infrastructure Unlisted preference continue driving long-term shareholder value. Strategic reasons

Investment criteria

Sectors we avoid: mining, gambling

Prevailing culture and Expected return Environmental Viability of products Social responsibility Barriers to entry ethics of the Board on investment > footprint of the and services and their awareness of the and management Remgro’s internal enterprise life cycles enterprise team hurdle rate 8 9 REMGRO TAKES A LONG-TERM, Remgro’s value contribution as an MEASURED APPROACH TO investment holding company CAPITAL ALLOCATION • Strategic input Capital is expensive and not infinite. Capital • Allocation of: allocation is our most important function. » Financial capital to further growth We need to be disciplined in our allocation of » Manufactured capital capital and if wrong, act quickly and decisively. » Human capital in management support » Relationship capital in identification of opportunity We inevitably base capital allocation models on certain » Intellectual capital assumptions about the future. However, many recent, global events have proven that change truly is the only » Environmental capital constant. Never have we needed a margin of safety as much as now in our investment decisions. • Treasury services (as required) Our long-term approach allows investee companies’ management teams to pursue sustainable opportunities, rather than short-lived gains, and ensures credibility, • Dealmaking ability (environment for corporate transactions) stability and continuity during challenging trading periods.

The South African economy has and will certainly continue • Decentralised management approach to suffer hardship, but we have faith in our Group’s ability, largely due to our prudent investment strategy and low gearing ratios, to weather any storm and overcome challenges. • Internal audit and risk services (as required)

• Formal and informal associations, providing our investee companies with opportunities to benefit from a wider network Jannie Durand Chief Executive Offi cer 10 11 REMGRO’S PROFIT AT HOLDING COMPANY LEVEL

The best approximation of Remgro’s profit at holding company level • Dividends received from • Net impairment of investments • Profit/loss on the investee companies • Net corporate costs, including realisation of (at the centre) comprises: • Interest received remuneration and other investments How we benefits paid to employees • Foreign exchange rate make • Interest paid movements • Taxation paid our money

Capital Distribution to allocation shareholders in new and existing And how we investments distribute it again 12 13 AS A DIVERSIFIED INVESTMENT We are committed to managing our business in a HOLDING COMPANY, REMGRO’S sustainable way and upholding the highest standards of ethics and corporate governance. Remgro’s value system PRIMARY OBJECTIVE IS TO incorporates the guidelines for doing business successfully MAXIMISE VALUE CREATION drawn up by its founder, Dr Rupert, nearly 60 years ago. AND SUSTAINABLE GROWTH. These values include the following:

Honesty Courtesy Trust Mutual Accountability Diversity Correctness Service because it lasts which means dignity the belief that all support that people are to build partnerships because it creates in every respect the longest without pride and will work out well responsible for their with people from a trust with friends to your client, your so that you push friendliness without if everyone is actions and the range of different and opponents fellow human being, others up the ladder subservience doing their duty diligence wherewith social and ethnic your country of success while they administer the backgrounds climbing yourself, Company’s assets because if you pull and information others down, you will also fall

14 15 DIRECTORATE AND OWNERSHIP STRUCTURE

“This is a Group that sets an example of how J P RUPERT J J DURAND J MALHERBE companies should be Appointed: 18 August 2000 CHIEF EXECUTIVE OFFICER Appointed: 11 October 2006 CHAIRMAN managed. Decisions I MB I RN I are made after thorough analysis of the risks and rewards. A E RUPERT P J NEETHLING M LUBBE Good governance and Appointed: 29 November 2018 Appointed: 28 November 2019 COMPLIANCE AND CORPORATE SOCIAL integrity in all that it INVESTMENTS MB does is sacrosanct. Non-executive directors The performance over a long period of time

AR Audit and Risk Committee MB Management Board attests to it.” N J WILLIAMS I RN Investment Committee Remuneration and Nomination Committee CHIEF FINANCIAL OFFICER – PK Harris, former independent non- Chairman SE Social and Ethics Committee I MB

Executive directors executive director 16 17 DIRECTORATE AND OWNERSHIP STRUCTURE CONTINUED

S E N DE BRUYN Ownership structure N P MAGEZA Appointed: 16 March 2015 Remgro’s issued share capital consists LEAD INDEPENDENT DIRECTOR Appointed: 4 November 2009

AR SE RN AR SE of two classes of shares:

Ordinary shares of P J MOLEKETI M MOROBE no par value 529 217 007 ordinary shares of no par value Appointed: 4 November 2009 Appointed: 18 June 2007 Listed on the JSE • Each ordinary share has one vote AR RN SE

B ordinary shares of G G NIEUWOUDT K M S RANTLOANE no par value 39 056 987 B ordinary shares of no par value Appointed: 28 November 2019 Appointed: 30 November 2020 • Each B ordinary share has ten votes I Unlisted Independent non-executive directors I

F ROBERTSON All of the unlisted B ordinary shares are held by Rupert Beleggings Proprietary Limited, a company incorporated in South Africa which is the holding vehicle for the Rupert family interests in Remgro. As at Appointed: 28 March 2001 30 June 2020, the unlisted B ordinary shares were entitled to 42.62% (2019: 42.62%) of the total votes of DEPUTY CHAIRMAN shareholders of the Company.

AR RN 18 19 • Strengthen our Society Ikamva Labantu is a leading community-led non- Community • Ikamva Labantu governmental organisation supporting the socio- development • Stellenbosch Community economic development of 's township TOMORROW initiatives Development Programme communities. The organisation works closely with community members to identify and address the MATTERS critical needs of children, youth and senior citizens. Cultural • The Remgro Cape Whalers as Ikamva Labantu continually supports current and development part of the Field Band emerging community initiatives with the focus on initiatives Foundation protection and promotion of human rights and dignity. Remgro’s value creation goes beyond the financial • TSiBA Remgro’s Stellenbosch Schools Project aims to to include social upliftment, environmental impact • The SciMathUS programme create an environment where learners are given the and genuine stakeholder value. Most of Remgro’s • SUNCEP (Stellenbosch opportunity to develop holistically to reach their full Entrepreneur- University’s Centre for Pedagogy) potential. This initiative includes learner support programmes to address literacy, numeracy, life skills, ship, training earnings are generated from investments in South • Columba Leadership leadership, sport development as well as assistance and education • Community Keepers to teachers in some schools. Africa. Therefore, it is a business viability imperative initiatives • Helpmekaar Bursary Fund that South Africa prospers. • The Click Foundation As part of the above initiative, Remgro is in the • SA College for Tourism process of providing broadband access to all the schools in the Stellenbosch municipal area (the • Stellenbosch Schools Project Stellenbosch Schools Broadband Initiative), which aims to serve as a catalyst in closing the digital We are a We participate We hold a strategic stake Our corporate head office in Environment • Peace Parks Foundation divide that exists in the Stellenbosch area. member of the in the Carbon in Energy Exchange of Stellenbosch holds a 5 Star initiatives • WWF South Africa Ethics Institute Disclosure Southern Africa: looking Office rating from the Green of South Africa Project (CDP) for scale renewable energy Building Council of South Africa Healthcare Stellenbosch Academy of Sport (SAS) is a high- opportunities (GBCSA). • Organ Donor Foundation of SA initiatives performance training base for local and international athletes and teams. SAS impacts the community We are a Level 6 We have a We are included in the through its “Wellness – making Stellenbosch Healthier” contributor in terms of MSCI ESG FTSE/JSE Responsible CSI programme. The programme uses football, netball the BBBEE Scorecard A Rating Investment Index and other sport codes to bring youth and families of Stellenbosch together to educate them on healthy • SA Golf Development Board Sport living and cultural diversity. The Stellenbosch Football • Endurocad SA Endurance development Club (SFC) contributes to this programme and through Investing in the community: We aim to maintain CSI spending Academy the Club Vision: “To build a sustainable football initiatives • Stellenbosch Academy of Sport pathway and brand for the Cape Winelands region of approximately 2.5% of net free cash flow annually. In this and be a catalyst for social upliftment”, SFC intends regard, an official CSI committee meets regularly to consider to be a powerful facilitator for social change and to provide inspiration for young footballers in our area. and approve grants to institutions in need. 20 21 DOING BUSINESS ETHICALLY

The three pillars of sustainable 1 By always considering the impact of the Company’s strategy development: on its commercial sustainability, the indirect impact on the society in which it operates, as well as the environment, results economic, social in Remgro being a responsible corporate citizen and investor. and environmental sustainability practices, 2 “Our true power have always been part does not lie in our Leadership based on ethical foundations results in a culture of Remgro’s values. of ethical and moral behaviour and compliance with laws, rules, sameness, but in codes and standards. Consistent achievement of objectives creates trust, whilst ethical environments also foster high staff our rich diversity: morale. Diversity of fauna and flora; people 3 and cultures.” By always striving to “do the right thing” Remgro positions – Dr Anton Rupert itself as the trusted investment partner of choice. 22 23 24 25 26 27 Going beyond

Brands as at 30 June 2020 28 29 version 4

30 31 32 33 www.remgro.com

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