BRIKOR LIMITED — Proxy Solicitation & Information Statement 2025

Jul 31, 2025

BRIKOR

BRIKOR LIMITED

THE SPIRIT OF BRICK MAKING

NOTICE OF ANNUAL GENERAL MEETING

2025

Supplement to the Integrated Annual Report 2025

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BRIKOR LIMITED REPORTING SUITE 2025

INTEGRATED ANNUAL REPORT

(published on 30 July 2025)

The Integrated Annual Report is our primary report to stakeholders. It shows the relationship between the interdependent elements of value creation at Brikor.

ANNUAL FINANCIAL STATEMENTS

(published on 19 June 2025)

The Annual Financial Statements provide a comprehensive overview of Brikor's financial position (consolidated and separate) and enables our stakeholders to understand our financial performance.

NOTICE OF ANNUAL GENERAL MEETING

(published on 30 July 2025)

The Notice of Annual General Meeting ("AGM") provides supporting information for shareholders to participate in the AGM and contains a Form of Proxy.

ENVIRONMENTAL, SOCIAL AND GOVERNANCE REPORT

(published on 30 July 2025)

Our Environmental, Social and Governance ("ESG") Report is a detailed account of our environmental, social and governance activities during the reporting period and also includes economic indicators related to sustainability together with alignment to the Ten Principles of the United Nations Global Compact.

KING IV™ APPLICATION REGISTER

(published on 30 July 2025)

The King IV™ Application Register contains disclosure on Brikor's application of the King IV™ principles as well as the governance disclosures applicable to listed companies outlined in the JSE Listings Requirements.

EXECUTIVE SUMMARY OF COMPETENT PERSON'S REPORT (published on 30 July 2025)

The Competent Person's Report provides updated estimates and reconciliation of mineral resources and mineral reserves and conforms to the South African Code for reporting of Exploration Results, Mineral Resources and Mineral Reserves (SAMREC) (2016) and section 12.13 of the JSE Listings Requirements. The full Competent Person's Report is also available on our website at https://brikor.net/wp-content/uploads/2025/07/COMPETENT-PERSONS-REPORT-2025-FINAL.pdf.

The reporting suite is available on the following link:

https://brikor.net/investor-centre/#reportingsuite2025

For quick and easy access, scan the QR code on your smartphone

Follow us online at www.brikor.co.za

• Direct access to all the above reports is available on release
• Our website has detailed investor, sustainability, governance and business information

How to navigate this Notice of AGM

For easy navigation and cross-referencing, we have included the following icon within this Notice of AGM:

Information available on our website

Information available elsewhere in this Notice of AGM

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CONTENTS

Page

2 Letter to shareholders
3 Our Board of Directors
4 Shareholders' diary
7 Notice of AGM
17 Form of proxy
18 Notes to the form of proxy
19 Corporate information

BRIKOR LIMITED Notice of AGM 2025

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LETTER TO SHAREHOLDERS

Dear Shareholder

I have the pleasure of inviting you to attend Brikor Limited's AGM, which will be held at Brikor Limited, Plant 1 Main Boardroom, 1 Marievale Road, Vorsterskroon, Nigel at 10:00 on Wednesday, 27 August 2025. The AGM is a valuable opportunity for shareholders to communicate with the Board to review the performance of the Company.

The following documents are enclosed:

• Shareholder's diary;
• Profiles of the Board of Directors;
• Notice of AGM setting out the resolutions to be proposed at the meeting;
• Form of proxy; and
• Corporate information.

Brikor supports the use of electronic communications to reduce its paper consumption. As a result, the majority of our year-end reports are available on our website only. The use of electronic communications delivers savings to the Company in terms of administration, printing and postage costs, and speeds up the delivery of information thereby benefiting our shareholders.

The 2025 Reporting Suite comprising the Integrated Annual Report (also containing the Report of the Remuneration Committee and the Report of the Social and Ethics Committee), Annual Financial Statements (including the Report of the Audit and Risk Committee, the Directors' Report and the Independent Auditor's Report), Notice of AGM, King IV™ Application Register, ESG Report and Executive Summary of the Competent Person's Report is published on our website, www.brikor.co.za, together with the full Competent Person's Report.

Should you wish to receive a printed copy of any of these documents, please e-mail your request to the Company Secretary at melinda@fusioncorp.co.za.

For the avoidance of doubt, this Notice of AGM should be read in conjunction with the aforementioned reports and financial statements, which are hereby incorporated herein by reference.

If you are unable to attend, you may, as a shareholder, exercise your right to take part in the proceedings by submitting a form of proxy.

I look forward to welcoming you at the meeting.

Yours sincerely

Allan Pellow
Chairperson

28 July 2025

BRIKOR LIMITED Notice of AGM 2025

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SHAREHOLDERS' DIARY

	2025
Financial year-end	28 February
Year-end results published	Thursday, 19 June
Record date for the purposes of determining which shareholders are entitled to receive the Notice of AGM	Friday, 25 July
Distribution of Integrated Annual Report Reporting Suite 2025	Wednesday, 30 July
Last day to trade for the purposes of being entitled to participate in and vote at the AGM	Tuesday, 19 August
Record date on which members must be recorded as such in the register maintained by the transfer secretaries of the Company for the purpose of being entitled to participate in and vote at the AGM	Friday, 22 August
Last day to lodge forms of proxy for the AGM for administrative purposes by 10:00 on AGM at 10:00 on	Monday, 25 August
Results of the AGM published on SENS	Wednesday, 27 August

Notes:

1. All times referred to above are local times in South Africa.
2. Any variation of the above dates and times will be approved by the JSE and released on SENS.
3. Shareholders should note that, as transactions in shares are settled in the electronic settlement system used by Strate, settlement of trades takes place three business days after such trade. Therefore, persons who acquire shares after the last day to trade in order to be eligible to vote at the AGM, will not be able to vote thereat.
4. A shareholder may submit the form of proxy at any time before the commencement of the AGM (or any adjournment of the AGM).
5. If the AGM is adjourned or postponed, forms of proxy submitted for the initial AGM will remain valid in respect of any such adjournment or postponement.

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BRIKOR LIMITED Notice of AGM 2025

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PROFILES OF THE BOARD OF DIRECTORS

at 28 July 2025

INDEPENDENT NON-EXECUTIVE DIRECTORS

Allan Pellow (75)

Designation: Independent Non-Executive Chairperson
Qualifications: Diploma in Business Management
Date appointed: 21 February 2018

Knowledge and skills:
- Ethics
- Strategy
- Corporate Governance
- Remuneration
- Stakeholder relations

Board sub-Committee membership:
- Chairperson of the Nomination Committee
- Member of the Remuneration Committee

Mamsy Mokate (65)

Designation: Lead Independent Director
Qualifications: BCom (Acc); Post-Graduate Diploma in Business Management; AGASA
Date appointed: 12 April 2017

Knowledge and skills:
- Finance and assurance
- Reporting
- Ethics
- Strategy
- Sustainability
- Risk
- Corporate governance
- Remuneration
- Stakeholder relations

Board sub-Committee membership:
- Chairperson of the Remuneration Committee
- Chairperson of the Social and Ethics Committee
- Member of the Audit and Risk Committee
- Member of the Nomination Committee

Funeka Mtsila (57)

Designation: Independent Non-Executive Director
Qualifications: Diploma General Nursing and Midwifery (Umlamli and Umtata General Hospital); BCur Ed et Admin (UJ); BTech Occupational Health (TUT); Management Advancement Programme (Wits Business School); Nuclear Project Management (UNW: Areva Scholarship)
Date appointed: 18 June 2021

Knowledge and skills:
- Legal and compliance
- Ethics
- Strategy
- Sustainability
- Risk
- Corporate governance
- Remuneration
- Stakeholder relations
- Mining

Board sub-Committee membership:
- Member of the Audit and Risk Committee
- Member of the Social and Ethics Committee
- Member of the Nomination Committee

Steve Naudé (74)

Designation: Independent Non-Executive Director
Qualifications: BCom; CA(SA); MBA
Date appointed: 22 October 2019

Knowledge and skills:
- Finance and assurance
- Reporting
- Legal and compliance
- Ethics
- Strategy
- Sustainability
- Risk
- Corporate governance
- IT and digital
- Remuneration
- Stakeholder relations

Board sub-Committee membership:
- Chairperson of the Audit and Risk Committee
- Member of the Remuneration Committee
- Member of the Nomination Committee

BRIKOR LIMITED Notice of AGM 2025

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Profiles of the Board of Directors

continued

NON-EXECUTIVE DIRECTORS

Michiel Laubscher (45)

Designation: Non-Executive Director
Qualifications: MBA; CA(SA)
Date appointed: 1 February 2024

Knowledge and skills:

• Finance and assurance
• Reporting
• Ethics
• Strategy
• Risk
• Corporate governance
• Remuneration
• Stakeholder relations
• Marketing
• Manufacturing
• Mining

Board sub-Committee membership:

• Member of the Remuneration Committee
• Member of the Nomination Committee
• Member of the Social and Ethics Committee

Corné Oberholzer (54)

Designation: Non-Executive Director
Qualifications: MBA; LLM; LLB; B Juris; Attorney
Date appointed: 23 May 2024

Knowledge and skills:

• Reporting
• Legal and compliance
• Ethics
• Strategy
• Risk
• Corporate governance
• Stakeholder relations
• Marketing
• Mining

BRIKOR LIMITED Notice of AGM 2025

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Profiles of the Board of Directors

continued

EXECUTIVE DIRECTORS

Garnett Parkin (42)

Member of the Institute of Directors South Africa
Designation: Chief Executive Officer
Qualifications: Cambridge University Syllabus
Matriculation; Entrepreneurship Certificate
Potchefstroom University (Financial and Business Management); International Hotel School (Front Office Management); UNISA Subjects (Public Administration, English, Communications); Stellenbosch University Business School (Leadership Development and Junior Management)
Date appointed: 20 February 2007

Knowledge and skills:
- Finance and assurance
- Reporting
- Legal and compliance
- Ethics
- Strategy
- Sustainability
- Risk
- Corporate governance
- IT and digital
- Remuneration
- Stakeholder relations
- Marketing
- Manufacturing
- Mining

Joaret Botha (37)

Member of the Institute of Directors South Africa
Designation: Financial Director
Qualifications: BCom (Hons); CA(SA)
Date appointed: 29 June 2020

Knowledge and skills:
- Finance and assurance
- Reporting
- Legal and compliance
- Ethics
- Strategy
- Sustainability
- Risk
- Corporate governance
- Manufacturing
- Mining

Joe van Rensburg (70)

Designation: Executive Director: Mining
Qualifications: Senior Teaching Diploma
Date appointed: 23 May 2024

Knowledge and skills:
- Mining

BRIKOR LIMITED Notice of AGM 2025

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NOTICE OF ANNUAL GENERAL MEETING

BRIKOR LIMITED

Incorporated in the Republic of South Africa

Registration number: 1998/013247/06

JSE share code: BIK

ISIN: ZAE000101945

("Brikor" or "the Company" or "the Group")

NOTICE

Notice is hereby given that the AGM of Brikor shareholders recorded in the register as at Friday, 25 July 2025 will be held at Brikor Limited, Plant 1 Main Boardroom, 1 Marievale Road, Vorsterskroon, Nigel at 10:00 on Wednesday, 27 August 2025, for the purpose of considering, and if deemed fit, passing, with or without modification, the resolutions set out below in the manner required by the Companies Act.

PURPOSE

The purpose of the AGM is to transact the business set out in the agenda below.

AGENDA

• Presentation of the audited consolidated and separate financial statements of Brikor, including the Directors' Report and the Report of the Audit and Risk Committee for the year ended 28 February 2025, including the unmodified audit opinion, and the aforementioned reports, published on Brikor's website www.brikor.co.za.
• Presentation of the Social and Ethics Report, outlined on pages 79 to 82 of the Integrated Annual Report, published on Brikor's website www.brikor.co.za.
• To consider and, if deemed fit, approve, with or without modification, the ordinary and special resolutions that follow.

Kindly note that in terms of section 63(1) of the Companies Act, no 71 of 2008, as amended ("the Companies Act"), meeting participants (including proxies) will be required to provide reasonably satisfactory identification before being entitled to participate in or vote at the AGM. Forms of identification that will be accepted include original and valid identity documents, driver's licenses and passports.

For any of the ordinary resolutions numbers 1 to 15 (inclusive) to be adopted, more than 50% of the voting rights exercised on each such ordinary resolution must be exercised in favour thereof.

Ordinary resolutions 13 and 14 require endorsement through non-binding advisory votes by shareholders. Should either resolution 13 or resolution 14 be voted against by 25% or more of the voting rights exercised, the Board of Directors will enter into an engagement process to ascertain the reasons for the dissenting votes and appropriately address legitimate and reasonable objections and concerns raised.

PRESENTATION OF ANNUAL FINANCIAL STATEMENTS

The consolidated and separate annual financial statements, which include the external Independent Auditor's Report, the Audit and Risk Committee Report and the Directors' Report for the year ended 28 February 2025, have been distributed as required and have been published on Brikor's website www.brikor.co.za, and will be presented to shareholders at the AGM.

BRIKOR LIMITED Notice of AGM 2025

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Notice of AGM
continued

SOCIAL AND ETHICS REPORT

The Company's Social and Ethics Report included on pages 79 to 82 of the Integrated Annual Report, published on Brikor's website www.brikor.co.za, will serve as the Social and Ethics Report to the Company's shareholders. Any specific questions to the Social and Ethics Committee may be sent to the Company Secretary prior to the AGM.

1. RE-APPOINTMENT OF DIRECTOR

Ms Mamsy Mokate and Mr Steve Naudé retire by rotation. The Board has considered Ms Mamsy Mokate and Mr Steve Naudé's experience, expertise and contribution to the Board and has confirmed their continuance as directors of the Board. Ms Mamsy Mokate and Mr Steve Naudé, being eligible, offered themselves for re-election as directors of the Company.

Accordingly, shareholders are requested to consider and, if deemed fit, approve the ordinary resolutions set out below.

Ordinary resolution number 1

"RESOLVED that the re-appointment of Ms Mamsy Mokate as an Independent Non-Executive Director of the Company be and is hereby approved."

Ordinary resolution number 2

"RESOLVED that the re-appointment of Mr Steve Naudé as an Independent Non-Executive Director of the Company be and is hereby approved."

Explanatory note

In accordance with the Company's Memorandum of Incorporation ("MOI"), one third of the non-executive directors are required to retire at each AGM and may offer themselves for re-election. In addition, the appointment of any person to the Board of Directors is subject to confirmation by the shareholders.

The reason for ordinary resolutions number 1 and 2 is that the MOI of the Company, the Listings Requirements of the JSE Limited ("the Listings Requirements") ("JSE") and, to the extent applicable, the Companies Act, require that a component of the non-executive directors rotate at every AGM of the Company and, being eligible, may offer themselves for re-election as directors.

The MOI of the Company and the Listings Requirements also require that any director appointed by the Board of the Company be confirmed by the shareholders at the AGM.

Brief curriculum vitae of each of the directors up for re-election and confirmation to the Board appear on page 4.

2. APPOINTMENT OF AUDITORS

Ordinary resolution number 3

"RESOLVED that the re-appointment of Nexia SAB&T, Registered Auditors, and Mr Aneel Darmalingam as designated audit partner, upon the recommendation of the Audit and Risk Committee, as independent auditors of the Company be and is hereby approved."

Explanatory note

The reason for ordinary resolution number 3 is that the Company, being a public listed company, must have its financial results audited and such auditor must be appointed or re-appointed each year at the AGM of the Company as required by the Companies Act.

BRIKOR LIMITED Notice of AGM 2025

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Notice of AGM

continued

3. ELECTION OF THE AUDIT AND RISK COMMITTEE MEMBERS ("AUDIT AND RISK COMMITTEE")

Note: For avoidance of doubt, all references to the Audit and Risk Committee of the Company is a reference to the Audit Committee as contemplated in the Companies Act.

It is proposed that the independent non-executive directors, as indicated below, be appointed as members of the Audit and Risk Committee.

3.1 Ordinary resolution number 4

"RESOLVED that Mr Steve Naudé, being eligible, and subject to the passing of ordinary resolution number 2, be and is elected as a member and Chairperson of the Audit and Risk Committee of the Company, as recommended by the Board of Directors of the Company, until the next AGM of the Company."

3.2 Ordinary resolution number 5

"RESOLVED that Ms Mamsy Mokate, being eligible, and subject to the passing of ordinary resolution number 1, be and is elected as a member of the Audit and Risk Committee of the Company, as recommended by the Board of Directors of the Company, until the next AGM of the Company."

3.3 Ordinary resolution number 6

"RESOLVED that Ms Funeka Mtsila, being eligible, be and is elected as a member of the Audit and Risk Committee of the Company, as recommended by the Board of Directors of the Company, until the next AGM of the Company."

The reason for ordinary resolutions numbers 4 to 6 (inclusive) is that the Company, being a public listed company, must elect an Audit Committee and the Companies Act requires that the members of such Audit Committee be appointed, or re-appointed, as the case may be, at each AGM of a Company.

Brief curriculum vitae of each of the directors up for election to the Audit and Risk Committee appear on page 4.

4. ELECTION OF SOCIAL AND ETHICS COMMITTEE MEMBERS

4.1 Ordinary resolution number 7

"RESOLVED that Ms Mamsy Mokate, being eligible, and subject to the passing of ordinary resolution number 1, be and is elected as a member and Chairperson of the Social and Ethics Committee of the Company, as recommended by the Board of Directors of the Company, until the next AGM of the Company."

4.2 Ordinary resolution number 8

"RESOLVED that Mr Steve Naudé, being eligible, and subject to the passing or ordinary resolution number 2, be and is elected as a member of the Social and Ethics Committee of the Company, as recommended by the Board of Directors of the Company, until the next AGM of the Company."

4.3 Ordinary resolution number 9

"RESOLVED that Ms Funeka Mtsila, being eligible, be and is elected as a member of the Social and Ethics Committee of the Company, as recommended by the Board of Directors of the Company, until the next AGM of the Company."

4.4 Ordinary resolution number 10

"RESOLVED that Mr Michiel Laubscher, being eligible, be and is elected as a member of the Social and Ethics Committee of the Company, as recommended by the Board of Directors of the Company, until the next AGM of the Company."

4.5 Ordinary resolution number 11

"RESOLVED that Ms Ronel Coetzee, being eligible, be and is elected as a member of the Social and Ethics Committee of the Company, as recommended by the Board of Directors of the Company, until the next AGM of the Company."

The reason for ordinary resolutions numbers 7 to 11 (inclusive) is that shareholders are required to elect the members of the Social and Ethics Committee at each AGM of the Company, in accordance with the Companies Act as amended pursuant to the Companies Act Amendments. The effect is that the aforesaid directors and Group HR Manager will be appointed as members of the Social and Ethics Committee of the Company.

Brief curriculum vitae of each of the directors up for election to the Social and Ethics Committee appear on pages 4 and 5.

BRIKOR LIMITED Notice of AGM 2025

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Notice of AGM

continued

A brief curriculum vitae of Ms Ronel Coetzee is shown below:

Ronel Coetzee (53)
HR Manager
Skills Development Facilitator; Personal Profile Analysis; ABET Facilitator; Professional Assistant Diploma
Date appointed: 19 May 2008
Number of years with the Group: 17

Ronel has over three decades' expertise in the Human Resources realm as an experienced Human Resources Manager. Her extensive background encompasses adept personnel management, recruitment, and the formulation of robust HR strategies, policies and procedures. Her strengths lie in fostering strong employee relations, facilitating training and development initiatives, and effectively managing performance.

5. AUTHORISED AND UNISSUED ORDINARY SHARES

Ordinary resolution number 12

"RESOLVED that the authorised and unissued ordinary share capital of the Company be and is hereby placed under the control of the directors of the Company which directors are, subject to the JSE Listings Requirements and the provisions of the Companies Act, authorised to allot and issue and otherwise dispose of all or part thereof at their discretion any of such shares at such time or times, to such person or persons, company or companies and upon such terms and conditions as they may determine, such authority to remain in force until the next AGM of the Company."

6. NON-BINDING ENDORSEMENT OF BRIKOR'S REMUNERATION POLICY AND REMUNERATION IMPLEMENTATION REPORT

To consider and approve the Remuneration Policy as contained in the Report of the Remuneration Committee for the year ended 28 February 2025 as set on pages 69 to 73 of the 2025 Integrated Annual Report obtainable from the Company's website www.brikor.co.za.

6.1 Ordinary resolution number 13

"RESOLVED that shareholders endorse, by way of a non-binding advisory vote, the Company's Remuneration Policy as set out on pages 69 to 73 of the Integrated Annual Report."

To consider and approve the Remuneration Implementation Report as contained in the Report of the Remuneration Committee for the year ended 28 February 2025 as set on pages 74 to 78 of the 2025 Integrated Annual Report obtainable from the Company's website www.brikor.co.za

6.2 Ordinary resolution number 14

"RESOLVED that shareholders endorse, by way of a non-binding advisory vote, the Company's Remuneration Implementation Report as set out on pages 74 to 78 of the Integrated Annual Report."

Explanatory note

The reason for ordinary resolution numbers 13 and 14 is that King IV™ recommends and the JSE Listings Requirements in paragraph 3.84(j) stipulates that the Remuneration Policy and the Remuneration Implementation Report of the Company be endorsed through separate non-binding advisory votes by shareholders.

Should either resolution 13 or resolution 14 be voted against by 25% or more of the voting rights exercised, the Board of Directors will enter into an engagement process to ascertain the reasons for the dissenting votes and appropriately address legitimate and reasonable objections and concerns raised.

BRIKOR LIMITED Notice of AGM 2025

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Notice of AGM

continued

7. GENERAL AUTHORITY TO THE COMPANY TO REPURCHASE ITS OWN SHARES

Special resolution number 1

"RESOLVED, as a special resolution, that the Company and the subsidiaries of the Company be and are hereby authorised, as a general approval, to repurchase any of the shares issued by the Company, upon such terms and conditions and in such amounts as the directors may from time to time determine, but subject to the provisions of sections 46 and 48 of the Companies Act, the MOI of the Company and the Listings Requirements, including, inter alia, that:

i. the general repurchase of the shares may only be implemented through the order book operated by the JSE trading system and done without any prior understanding or arrangement between the Company and the counterparty;

ii. this general authority shall only be valid until the next AGM of the Company, provided that it shall not extend beyond fifteen months from the date of this resolution;

iii. an announcement must be published as soon as the Company has acquired shares constituting, on a cumulative basis, 3% of the number of shares in issue prior to the acquisition, pursuant to which the aforesaid 3% (three percent) threshold is reached, containing full details thereof, as well as for each 3% (three percent) in aggregate of the initial number of shares acquired thereafter;

iv. the general authority to repurchase is limited to a maximum of 20% (twenty percent) in the aggregate in any one financial year of the Company's issued share capital at the time the authority is granted;

v. a resolution has been passed by the Board of Directors approving the purchase, that the Company has satisfied the solvency and liquidity test as defined in the Companies Act and that, since the solvency and liquidity test was applied, there have been no material changes to the financial position of the Company and its subsidiaries ("the Group");

vi. a decision by the Board involving the repurchase of more than 5% (five percent) of the issued shares of any class will, as required by section 48(8) of the Companies Act, be subject to the requirements of sections 114 and 115 of the Companies Act;

vii. the general repurchase is authorised by the Company's MOI;

viii. repurchases must not be made at a price more than 10% above the weighted average of the market value of the shares for the five business days immediately preceding the date that the transaction is effected. The JSE will be consulted for a ruling if the Company's securities have not traded in such five-business day period;

ix. the Company may at any point in time only appoint one agent to effect any repurchase(s) on the Company's behalf; and

x. the Company may not effect a repurchase during any prohibited period as defined in terms of the Listings Requirements unless there is a repurchase programme in place, which programme has been submitted to the JSE in writing prior to the commencement of the prohibited period and executed by an independent third party, as contemplated in terms of paragraph 5.72(h) of the Listings Requirements."

Reason for and effect of special resolution number 1

The reason for and effect of special resolution number 1 is to grant the directors a general authority in terms of its MOI and the Listings Requirements for the acquisition by the Company or by a subsidiary of the Company of shares issued by the Company on the basis reflected in special resolution number 1. The Company has no immediate plans to use this authority and is simply obtaining same in the interests of prudence and good corporate governance should the unforeseen need arise to use the authority.

In terms of section 48(2) (b)(i) of the Companies Act, subsidiaries may not hold more than 10% (ten percent), in aggregate, of the number of the issued shares of a Company. For the avoidance of doubt, a pro rata repurchase by the Company from all its shareholders will not require shareholder approval, save to the extent as may be required by the Companies Act.

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BRIKOR LIMITED Notice of AGM 2025

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Notice of AGM

continued

Information relating to special resolution number 1

1. The directors of the Company or its subsidiaries will only utilise the general authority to repurchase shares of the Company as set out in special resolution number 1 to the extent that the directors, after considering the maximum number of shares to be purchased, are of the opinion that the position of the Company and its subsidiaries ("the Group") would not be compromised as to the following:

2. the Group and Company's ability in the ordinary course of business to pay its debts for a period of twelve months after the date of this AGM and for a period of twelve months after the repurchase;

3. the consolidated assets of the Group and the Company will at the time of the AGM and at the time of making such determination be in excess of the consolidated liabilities of the Group and the Company. The assets and liabilities should be recognised and measured in accordance with the accounting policies used in the latest audited financial statements of the Group and the Company;
4. the ordinary capital and reserves of the Group and the Company after the repurchase will remain adequate for the purpose of the business of the Group and the Company for a period of twelve months after the AGM and after the date of the share repurchase; and

5. the working capital available to the Group and the Company after the repurchase will be sufficient for the Group and the Company's requirements for a period of twelve months after the date of the notice of the AGM.

6. General information in respect of major shareholders, material changes and the share capital of the Company is contained in the Integrated Annual Report, as well as the full set of financial statements, being available on Brikor's website or which may be requested and obtained in person, at no charge, at the registered office of Brikor during office hours.

7. The directors, whose names appear on pages 4 to 6 of this Notice, collectively and individually accept full responsibility for the accuracy of the information given and certify that to the best of their knowledge and belief there are no facts that have been omitted which would make any statement false or misleading, and that all reasonable enquiries to ascertain such facts have been made and that this notice of AGM contains all information required by the JSE Listings Requirements.

In order for this special resolution number 1 to be adopted, the support of at least 75% (seventy-five percent) of the total number of votes, which the shareholders present or represented by proxy at this meeting are entitled to cast, is required.

8. APPROVAL OF NON-EXECUTIVE DIRECTORS' FEES

Special resolution number 2

*RESOLVED, as a special resolution:

• that the Company be and is hereby authorised to pay remuneration to its non-executive directors for their services as directors, as contemplated in sections 66(8) and 66(9) of the Companies Act; and
• that the remuneration structure as set out below, be and is hereby approved:

	Proposed fee for the ensuing two-year period R	Fee paid since the AGM held on 22 August 2024 R
Brikor Board of Directors
Chairperson of the Board – monthly retainer	25 523	24 308
Other non-executive directors – monthly retainer	12 762	12 154
Attendance fees per Board and/or Board sub-Committee meeting
Chairperson of the Board and/or sub-Committee	9 601	9 144
Board and/or sub-Committee member	6 381	6 077

The increase approved at the AGM held on 22 August 2024 remains in place until 22 August 2026. It is proposed that an additional increase of 5% be approved for a two-year period, remaining valid until 27 August 2027.

The same remuneration structure will be followed where any non-executive Board member is required by the Board to attend any other sub-Committee meeting where his or her inputs are needed.

BRIKOR LIMITED Notice of AGM 2025

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Notice of AGM

continued

Fees payable to non-executive directors are exclusive of value added tax.

In order for this special resolution number 2 to be adopted, the support of at least 75% (seventy-five percent) of the total number of votes, which the shareholders participating or represented by proxy at this meeting are entitled to cast, is required.

Explanatory note

In terms of section 66(8) and section 66(9) of the Companies Act, a company may pay remuneration to directors for their services as directors, unless otherwise provided by the MOI and on the approval of shareholders by way of a special resolution. Executive directors are not specifically remunerated for their services as directors, but as employees of the Company and, as such, the resolution as included in the notice requests only approval of the remuneration payable to non-executive directors for their services as directors of the Company.

Aligned to King IV™, it is the Company's practice and intention to remunerate its non-executive directors a fixed monthly retainer fee and a fee per meeting, subject to attendance of meetings.

9. INTER-COMPANY FINANCIAL ASSISTANCE

Special resolution number 3

"RESOLVED in terms of Section 45(3)(a)(ii) of the Companies Act, as a general approval, that the Board of the Company be and is hereby authorised to approve that the Company provides any direct or indirect financial assistance ("financial assistance") will herein have the meaning attributed to it in Section 45(1) of the Companies Act) that the Board of the Company may deem fit to any company or corporation that is related or inter-related ("related" or "inter-related") will herein have the meaning attributed to it in Section 2 of the Companies Act) to the Company, on the terms and conditions and for amounts that the Board of the Company may determine, provided that the aforementioned approval shall be valid until the date of the next AGM of the Company."

Reason for and effect of special resolution number 3

The reason for and effect of special resolution number 3 is to grant the directors of the Company the authority, until the next AGM, to provide direct or indirect financial assistance to any company or corporation which is related or inter-related to the Company. This means that the Company is authorised to grant loans to its subsidiaries and to guarantee the debt of its subsidiaries.

In order for this special resolution number 3 to be adopted, the support of at least 75% (seventy-five percent) of the total number of votes, which the shareholders present or represented by proxy at this meeting are entitled to cast, is required.

10. FINANCIAL ASSISTANCE – THIRD-PARTY INTER-COMPANY TRANSACTIONS

Special resolution number 4

"RESOLVED, in terms of Section 44(3)(a)(ii) of the Companies Act, as a general approval, that the Board of the Company be and is hereby authorised to approve that the Company provides any direct or indirect financial assistance ("financial assistance" will herein have the meaning attributed to it in Sections 44(1) and 44(2) of the Companies Act) that the Board of the Company may deem fit to any company or corporation that is related or inter-related to the Company ("related" or "inter-related" will herein have the meaning attributed to it in Section 2 of the Companies Act) and/or to any financier who provides funding by subscribing for preference shares or other securities in the Company or any company or corporation that is related or inter-related to the company, on the terms and conditions and for amounts that the Board of the Company may determine for the purpose of, or in connection with the subscription of any option, or any shares or other securities, issued or to be issued by the Company or a related or inter-related company or corporation, or for the purchase of any shares or securities of the Company or a related or inter-related company or corporation, provided that the aforementioned approval shall be valid until the date of the next AGM of the Company."

Reason for and effect of special resolution number 4

The reason for and effect of special resolution number 4 is to grant the directors the authority, until the next AGM of the Company, to provide financial assistance to any company or corporation which is related or inter-related to the Company and/or to any financier for the purpose of or in connection with the subscription or purchase of options, shares or other securities in the Company or any related or inter-related company or corporation. This means that the Company is authorised, inter alia, to grant loans to its subsidiaries and to guarantee and furnish security for the debt of its subsidiaries where any such financial assistance is directly or indirectly related to a party subscribing for options, shares or securities in the Company or its subsidiaries. A typical example of where the Company may rely on this authority is where a subsidiary raised funds by way of issuing preference shares and the third-party funder requires the Company to furnish security, by way of a guarantee or

BRIKOR LIMITED Notice of AGM 2025

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Notice of AGM

continued

otherwise, for the obligations of its subsidiary to the third-party funder arising from the issue of the preference shares. The Company has no immediate plans to use this authority and is simply obtaining same in the interests of prudence and good corporate governance should the unforeseen need arise to use the authority.

In order for this special resolution number 4 to be adopted, the support of at least 75% (seventy-five percent) of the total number of votes, which the shareholders present or represented by proxy at this meeting are entitled to cast, is required.

In terms of and pursuant to the provisions of Sections 44 and 45 of the Companies Act, the directors of the Company confirm that the Board will satisfy itself, after considering all reasonably foreseeable financial circumstances of the Company, that immediately after providing any financial assistance as contemplated in special resolution numbers 3 and 4 above:

• the assets of the Company (fairly valued) will equal or exceed the liabilities of the Company (fairly valued) (taking into consideration the reasonably foreseeable contingent assets and liabilities of the Company);
• the Company will be able to pay its debts as they become due in the ordinary course of business for a period of twelve months;
• the terms under which any financial assistance is proposed to be provided, will be fair and reasonable to the Company; and
• all relevant conditions and restrictions (if any) relating to the granting of financial assistance by the Company as contained in the Company's MOI have been met.

11. AUTHORISATION OF THE DIRECTORS TO IMPLEMENT THE SPECIAL AND ORDINARY RESOLUTIONS

Ordinary resolution number 15

"RESOLVED that any one director of the Company or the Company Secretary be and is hereby authorised to do all such things as are necessary and to sign all such documents issued by the Company so as to give effect to such ordinary resolutions and special resolutions with or without amendment and, where applicable, registered."

12. OTHER BUSINESS

To transact such other business as may be required at an AGM.

QUORUM, ELECTRONIC PARTICIPATION, IDENTIFICATION, VOTING AND PROXIES

Quorum

A quorum for the purposes of considering the resolutions above shall consist of three shareholders of the Company personally present or represented by a proxy (and if the shareholder is a body corporate, the representative of the body corporate) and entitled to vote at the AGM. In addition, a quorum shall comprise 25% of all voting rights entitled to be exercised by shareholders in respect of the resolutions above.

The date on which shareholders must be recorded as such in the register maintained by the transfer secretaries, JSE Investor Services (Pty) Ltd (One Exchange Square, Gwen Lane, Sandown, Sandton, 2196), for the purposes of being entitled to attend, participate in and vote at the AGM is Friday, 15 August 2025.

Electronic participation

Should any shareholder (or representative or proxy for a shareholder) wish to participate in the AGM electronically, that shareholder should apply in writing (including details on how the shareholder or representative (including proxy) can be contacted) to the transfer secretaries, at the address below, to be received by the transfer secretaries at least seven business days prior to the AGM (thus to be confirmed) for the transfer secretaries to arrange for the shareholder (or representative or proxy) to provide reasonably satisfactory identification to the transfer secretaries for the purposes of Section 63(1) of the Companies Act and for the transfer secretaries to provide the shareholder (or representative or proxy) with details on how to access the AGM by means of electronic participation. The Company reserves the right not to provide for electronic participation at the AGM if it determines that it is not practical to do so, or an insufficient number of shareholders (or their representatives or proxies) request to participate in this manner.

BRIKOR LIMITED Notice of AGM 2025

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Notice of AGM

continued

Identification, voting and proxies

1. The date on which shareholders must be recorded as such in the share register maintained by the transfer secretaries of the Company ("the share register") for purposes of being entitled to receive this notice is Friday, 25 July 2025.
2. The date on which shareholders must be recorded in the share register for purposes of being entitled to attend and vote at this AGM is Friday, 22 August 2025 with the last day to trade being Tuesday, 19 August 2025.
3. Meeting participants will be required to provide proof of identification to the reasonable satisfaction of the Chairperson of the AGM and must accordingly bring a copy of their identity document, passport or driver's licence to the AGM. If in doubt as to whether any document will be regarded as satisfactory proof of identification, meeting participants should contact the transfer secretaries for guidance.
4. Shareholders entitled to attend and vote at the AGM may appoint one or more proxies to attend, speak and vote thereat in their stead. A proxy need not be a shareholder of the Company. A form of proxy, which sets out the relevant instructions for its completion, is enclosed for use by a certificated shareholder or own name registered dematerialised shareholder who wishes to be represented at the AGM. Completion of a form of proxy will not preclude such shareholders from attending and voting (in preference to that shareholder's proxy) at the AGM.
5. The instrument appointing a proxy and the authority (if any) under which it is signed must reach the transfer secretaries of the Company at the address given below before 10:00 on Wednesday, 20 August 2025, provided that any form of proxy not delivered to the transfer secretaries by this time may be handed to the Chairperson of the AGM at any time prior to the commencement of the AGM.
6. Dematerialised shareholders, other than own name registered dematerialised shareholders, who wish to attend the AGM in person, will need to request their Central Securities Depository Participant ("CSDP") or broker to provide them with the necessary authority in terms of the custody agreement entered into between such shareholders and the CSDP or broker.
7. Dematerialised shareholders, other than own name registered dematerialised shareholders, who are unable to attend the AGM and who wish to be represented thereat, must provide their CSDP or broker with their voting instructions in terms of the custody agreement entered into between themselves and the CSDP or broker in the manner and time stipulated therein.
8. Shareholders present in person, by proxy or by authorised representative shall, on a show of hands, have one vote each and, on a poll, will have one vote in respect of each share held.

By order of the Board

Fusion Corporate Secretarial Services (Pty) Ltd
Registration number 2000/011257/21

Company Secretary
Melinda Gous
28 July 2025

Registered office
Suite E014
Midlands Office Park East
Mount Quray Street
Midlands Estate
Midstream, 1692

Transfer secretaries
JSE Investor Services (Pty) Ltd
Registration number 2000/007239/07
One Exchange Square
Gwen Lane
Sandown
Sandton, 2196
PO Box 4844
Johannesburg, 2000

BRIKOR LIMITED Notice of AGM 2025

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BRIKOR LIMITED Notice of AGM 2025

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FORM OF PROXY

BRIKOR LIMITED

Registration number: 1998/013247/06 • Incorporated in the
Republic of South Africa • JSE code: BIK • ISIN: ZAE000101945
("Brikor" or "the Company" or "the Group")

ONLY TO BE COMPLETED BY CERTIFICATED AND DEMATERIALISED SHAREHOLDERS WITH "OWN NAME" REGISTRATION.

If you are a dematerialised shareholder, other than with "own name" registration, do not use this form. Dematerialised shareholders other than those with "own name" registration who wish to attend the AGM, must inform their CSDP or broker of their intention to attend and request their CSDP or broker to issue them with the relevant Letter of Representation to attend the AGM in person and vote, or, if they do not wish to attend the meeting in person, but wish to be represented thereat, provide their CSDP or broker with their voting instructions in terms of the relevant custody agreement entered into between them and their CSDP or broker in the manner and cut-off time stipulated therein.

An ordinary shareholder entitled to attend and vote at the AGM to be held at Brikor Limited, Plant 1 Main Boardroom, 1 Marievale Road, Vorsterskroon, Nigel at 10:00 on Wednesday, 27 August 2025 is entitled to appoint a proxy to attend, speak or vote thereat in his/her stead. A proxy need not be a shareholder of the Company.

All forms of proxy must be lodged at the Company or the Company's transfer secretaries, JSE Investor Services Proprietary Limited, One Exchange Square, Gwen Lane, Sandown, Sandton, 2196 (PO Box 4844, Johannesburg, 2000) before the time appointed for the meeting, excluding Saturdays, Sundays and public holidays or may be tendered at the meeting.

I/We (please print name in full)

of (address)

Telephone work: Telephone home:

being an ordinary shareholder(s) of the company holding ordinary shares in the company do hereby appoint

1. or failing him/her
2. or failing him/her
3. the Chairperson of the AGM

or failing him/her the Chairperson of the AGM as my/our proxy to act for me/us at the AGM of the Company to be held on Wednesday, 27 August 2025 and at any adjournment thereof, for the purpose of considering, and, if deemed fit, to vote for or against the resolution with or without modification and/or to abstain from voting thereon, in respect of ordinary shares in the issued capital of the Company registered in my/our name(s) in accordance with the following instructions:

	Number of votes (one per share)
		For	Against	Abstain
Ordinary resolution number 1:	Re-appointment of Ms Mamsy Mokate as Independent Non-Executive Director
Ordinary resolution number 2:	Re-appointment of Mr Steve Naudé as an Independent Non-Executive Director
Ordinary resolution number 3:	Re-appointment of auditors, Nexia SAB&T, represented by Mr Aneel Darmalingam
Ordinary resolution number 4:	Re-appointment of Mr Steve Naudé as member and Chairperson of the Audit and Risk Committee
Ordinary resolution number 5:	Re-appointment of Ms Mamsy Mokate as member of the Audit and Risk Committee
Ordinary resolution number 6:	Re-appointment of Ms Funeka Mtsila as member of the Audit and Risk Committee
Ordinary resolution number 7:	Appointment of Ms Mamsy Mokate as member and Chairperson of the Social and Ethics Committee
Ordinary resolution number 8:	Appointment of Mr Steve Naudé as member of the Social and Ethics Committee
Ordinary resolution number 9:	Appointment of Ms Funeka Mtsila as member of the Social and Ethics Committee
Ordinary resolution number 10:	Appointment of Mr Michiel Laubscher as member of the Social and Ethics Committee
Ordinary resolution number 11:	Appointment of Ms Ronel Coetzee as member of the Social and Ethics Committee
Ordinary resolution number 12:	The authorised and unissued ordinary share capital of the Company be and is hereby placed under the control of the directors
Ordinary resolution number 13:	Non-binding endorsement of Brikor's Remuneration Policy
Ordinary resolution number 14:	Non-binding endorsement of Brikor's Remuneration Implementation Report
Special resolution number 1:	General authority to the Company to repurchase its own shares
Special resolution number 2:	Approval of Non-Executive Directors' fees
Special resolution number 3:	Section 45 authority to provide financial assistance to companies related to or inter-related to Brikor
Special resolution number 4:	Section 44 authority to provide financial assistance to companies related to or inter-related to Brikor
Ordinary resolution number 15:	Authorisation of the directors to implement the special and ordinary resolutions

Insert an "X" in the appropriate block. If no indications are given, the proxy will vote as he/she deems fit. Each member entitled to participate and vote at the meeting may appoint one or more proxies (who need not be a member of the Company) to attend, speak and vote in his/her stead.

Signed at on 2025

Signature

Assisted by (where applicable)

Please read the notes on the reverse side hereof.

BRIKOR LIMITED Notice of AGM 2025

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NOTES TO THE FORM OF PROXY

(which include, inter alia, a summary of the rights established by Section 58 of the Companies Act, as amended (Companies Act).

Instructions on signing and lodging the AGM proxy form

1. A Brikor Limited shareholder may insert the name of a proxy or the names of two alternative proxies of the shareholder's choice in the space(s) provided, with or without deleting "the Chairperson of the AGM". The person whose name appears first on the form of proxy and who is present at the meeting will be entitled to act as proxy to the exclusion of those whose names follow.

2. A Brikor Limited shareholder's instructions to the proxy must be indicated by the insertion of the relevant number of shares to be voted on behalf of that shareholder in the appropriate box provided. Failure to comply with the above will be deemed to authorise the Chairperson of the AGM, if he/she is the authorised proxy, to vote in favour of the resolutions at the meeting, or any other proxy to vote or to abstain from voting at the meeting as he/she deems fit, in respect of all the shares concerned. A shareholder or his/her proxy is not obliged to use all the votes exercisable by the shareholder or his/her proxy, but the total of the votes cast and in respect whereof abstentions are recorded may not exceed the total of the votes exercisable by the shareholder or his/her proxy.

3. When there are joint registered holders of any shares, any one of such persons may vote at the meeting in respect of such shares as if he/she was solely entitled thereto, but, if more than one of such joint holders be present or represented at any meeting, that one of the said persons whose name stands first in the register in respect of such shares or his/her proxy, as the case may be, shall alone be entitled to vote in respect thereof. Several executors or administrators of a deceased member, in whose name any shares stand, shall be deemed joint holders thereof.

4. It is recommended that the proxy forms should be lodged with the transfer secretaries of the Company, JSE Investor Services (Pty) Ltd, One Exchange Square, Gwen Lane, Sandown, Sandton, 2196 or posted to the transfer secretaries at PO Box 4844, Johannesburg, 2000, to be received before 10:00 on Monday, 25 August 2025, provided that any form of proxy not delivered to the transfer secretaries by this time may be handed to the Chairperson of the AGM prior to the commencement of the AGM, at any time before the appointed proxy exercises any shareholder rights at the AGM.

The form may also be emailed to meetfax@jseinvestorservices.co.za.

1. Any alteration or correction made to this form of proxy must be initialed by the signatory(ies).

2. Documentary evidence establishing the authority of a person signing this form of proxy in a representative capacity must be attached to this form of proxy unless previously recorded by the Company's transfer secretaries or waived by the chairperson of the AGM.

3. The completion and lodging of this form of proxy will not preclude the relevant shareholder from attending the AGM and speaking and voting in person thereat to the exclusion of any proxy appointed in terms hereof, should such shareholder wish to do so.

SUMMARY OF RIGHTS CONTAINED IN SECTION 58 OF THE COMPANIES ACT

In terms of section 58 of the Companies Act:

• a shareholder of a company may, at any time and in accordance with the provisions of section 58 of the Companies Act, appoint any individual (including an individual who is not a shareholder) as a proxy to participate in, and speak and vote at, a shareholders' meeting on behalf of such shareholder
• a proxy may delegate her or his authority to act on behalf of a shareholder to another person, subject to any restriction set out in the instrument appointing such proxy
• irrespective of the form of instrument used to appoint a proxy, the appointment of a proxy is suspended at any time and to the extent that the relevant shareholder chooses to act directly and in person in the exercise of any of such shareholder's rights as a shareholder
• any appointment by a shareholder of a proxy is revocable, unless the form of instrument used to appoint such proxy states otherwise
• if an appointment of a proxy is revocable, a shareholder may revoke the proxy appointment by: (i) cancelling it in writing, or making a later inconsistent appointment of a proxy and (ii) delivering a copy of the revocation instrument to the proxy and to the relevant company
• a proxy appointed by a shareholder is entitled to exercise, or abstain from exercising, any voting right of such shareholder without direction, except to the extent that the relevant company's memorandum of incorporation, or the instrument appointing the proxy, provides otherwise
• if the instrument appointing a proxy or proxies has been delivered by a shareholder to a company, then, for so long as that appointment remains in effect, any notice that is required in terms of the Companies Act or such company's memorandum of incorporation to be delivered to a shareholder must be delivered by such company to:
• the relevant shareholder; or
• the proxy or proxies, if the relevant shareholder has: (i) directed such company to do so, in writing and (ii) paid any reasonable fee charged by such company for doing so.

BRIKOR LIMITED Notice of AGM 2025

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CORPORATE INFORMATION

BRIKOR LIMITED

Incorporated in the Republic of South Africa

Registration number: 1998/013247/06

JSE code: BIK

ISIN: ZAE000101945

Registered office

1 Marievale Road

Vorsterskroon

Nigel, 1490

(PO Box 884, Nigel, 1490)

Telephone: 011 739 9000

Facsimile: 011 739 9021

Directors as at 28 July 2025

Mr Allan Pellow (Chairperson) *

Ms Mamsy Mokate (Lead Independent Director) *

Mr Garnett Parkin (Chief Executive Officer)

Ms Joaret Botha (Financial Director)

Mr Michiel Laubscher #

Ms Funeka Mtsila *

Mr Steve Naudé *

Mr Corné Oberholzer #

Mr Joe van Rensburg (Executive Director: Mining)

• Independent Non-Executive

Non-Executive

Company Secretary

Fusion Corporate Secretarial Services (Pty) Ltd

Registration number 2007/008376/07

Suite E014

Midlands Office Park East

Mount Quray Street

Midlands Estate

Midstream, 1692

(PO Box 68528, Highveld, 0169)

Tel: (012) 749 6793

Fax: 086 616 6545

Designated Adviser

Exchange Sponsors (2008) (Pty) Ltd

44a Boundary Road

Inanda

Sandton, 2196

(PO Box 411216, Craighall, 2024)

Auditors

Nexia SAB&T

119 Witch-Hazel Ave

Highveld Techno Park

Centurion, 0157

(PO Box 10512, Centurion, 0046

Docex 15, Centurion)

Commercial banker

Nedbank Limited

Shop 17, Selcourt Towers Centre

Cnr Wit, Ramona and Hewitt Roads

Selcourt

Springs, 1559

Transfer secretaries

JSE Investor Services (Pty) Ltd

One Exchange Square

Gwen Lane

Sandown

Sandton, 2196

(PO Box 4844, Johannesburg, 2000)

Attorneys

Werksmans Attorneys

The Central

96 Rivonia Rd

Dennehof

Sandton, 2196

(Private Bag 10015, Sandton, 2146)

BRIKOR LIMITED Notice of AGM 2025

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BRIKOR LIMITED

www.brikor.co.za