REMGRO LIMITED — Proxy Solicitation & Information Statement 2025

Nov 2, 2025

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(Incorporated in the Republic of South Africa) (Registration number 1968/006415/06) (Share code: REM ISIN: ZAE000026480) (the Company)

Form of proxy

This form of proxy is only for use by:

• 1. Registered shareholders who have not yet dematerialised their Remgro Limited ordinary shares; and
• 1. Registered shareholders who have already dematerialised their Remgro Limited ordinary shares and are registered in their "own names" in the Company's uncertificated securities register.(1)
• (1) See explanatory note 3 overleaf.

For completion by the aforesaid registered shareholders who hold ordinary shares of the Company (shareholder) and who are unable to attend the 2025 Annual General Meeting of the Company to be held on Thursday, 27 November 2025, at 10:30 am, at The Lord Charles Hotel, Corner of Main Road and Broadway Boulevard, Somerset West, 7130 and via electronic communication (the AGM).

I/We
	of (address)	contact details (telephone number)
	being the holder(s) of ordinary shares in the Company, hereby appoint (see instruction 1 overleaf)
1.				or, failing him/her,
2.				or, failing him/her,
	3. the chairman of the AGM, as my/our proxy to attend, speak and vote for me/us and on my/our behalf or to abstain from voting at the AGM and at any adjournment thereof, as follows (see note 2 and instruction 2 overleaf):
		Insert an "X" or the number of votes exercisable (one vote per ordinary share)
	Ordinary resolutions	In favour of	Against	Abstain
	1. Appointment of auditor
2.	Election of director – Ms S E N De Bruyn
3.	Election of director – Ms M Lubbe
4.	Election of director – Mr P J Moleketi
5.	Election of director – Mr M Morobe
6.	Election of director – Mr N J Williams
7.	Election of member of the Audit and Risk Committee – Ms S E N De Bruyn
8.	Election of member of the Audit and Risk Committee – Mr G G Nieuwoudt
9.	Election of member of the Audit and Risk Committee – Mr K S Rantloane
	10. Election of member of the Social and Ethics Committee – Mr M Morobe
	11. Election of member of the Social and Ethics Committee – Ms S E N De Bruyn
	12. Election of member of the Social and Ethics Committee – Ms M Lubbe
	13. Election of member of the Social and Ethics Committee – Mr P J Moleketi
	14. Election of member of the Social and Ethics Committee – Mr K S Rantloane
	15. General authority to place 5% of the unissued ordinary shares under the control of the directors
	16. Non-binding advisory vote on Remuneration Policy
	17. Non-binding advisory vote on Remuneration Implementation Report
	Special resolutions
1.	Approval of directors' remuneration
2.	General authority to repurchase shares
3.	General authority to provide financial assistance for the subscription and/or purchase of securities in the Company or in related or inter-related companies
4.	General authority to provide financial assistance to related and inter-related companies and corporations
5.	Amendments to the Memorandum of Incorporation
	Signed at on			2025
	Signature(s)
	Assisted by
	(where applicable)

Please read the notes and instructions overleaf.

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Notes

• 1. A shareholder entitled to attend and vote at the AGM is entitled to appoint one or more proxies to attend, speak and vote in his/her stead. A proxy need not be a registered shareholder of the Company.
• 1. On a poll, every holder of ordinary shares shall be entitled to one vote per ordinary share held and every holder of B ordinary shares shall be entitled to 10 votes per B ordinary share held.
• 1. Shareholders whose uncertificated shares are registered in their "own name" are shareholders who elected not to participate in the Issuer-Sponsored Nominee Programme and who appointed Computershare Investor Services Proprietary Limited as their Central Securities Depository Participant (CSDP) with the express instruction that their uncertificated shares are to be registered in the electronic uncertificated securities register in their own names.

Instructions on signing and lodging the form of proxy

• 1. A 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 overleaf, with or without deleting "the chairman of the AGM", but any such deletion must be initialled by the shareholder. Should this space(s) be left blank, the proxy will be exercised by the chairman of the AGM. The person whose name appears first on the form of proxy and who participates in the AGM will be entitled to act as proxy to the exclusion of those whose names follow.
• 1. A shareholder's voting instructions to the proxy must be indicated by the insertion of an "X", or the number of votes which that shareholder wishes to exercise, in the appropriate spaces provided overleaf. Failure to do so will be deemed to authorise the proxy to vote or to abstain from voting at the AGM as he/she thinks fit in respect of all the shareholder's exercisable votes. A shareholder or his/her proxy is not obliged to use all the votes exercisable by him/her or by his/her proxy, but the total number of votes cast, or those in respect of which abstention is recorded, may not exceed the total number of votes exercisable by the shareholder or by his/ her proxy.
• 1. A minor must be assisted by his/her parent or guardian unless the relevant documents establishing his/her legal capacity are produced or have been registered by the Transfer Secretaries.
• 1. The completed forms of proxy must be lodged with the Transfer Secretaries of the Company, Computershare Investor Services Proprietary Limited at Rosebank Towers, 15 Biermann Avenue, Rosebank, 2196, South Africa, or posted to the Transfer Secretaries at Private Bag X9000, Saxonwold, 2132, South Africa, or via email at proxy@computershare.co.za, to be received by them not later than Tuesday, 25 November 2025, at 10:30 am (South African time) for administrative purposes, provided that any form of proxy not delivered to the Transfer Secretaries by this time may be emailed to the Transfer Secretaries (who will provide same to the chairman of the AGM) at any time before the AGM.
• 1. 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 Transfer Secretaries or waived by the chairman of the AGM.
• 1. 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.
• 1. The appointment of a proxy in terms of this form of proxy is revocable in terms of the provisions of section 58(4)(c) read with section 58(5) of the Companies Act (No. 71 of 2008), as amended, and accordingly a shareholder may revoke the proxy appointment by cancelling it in writing, or making a later inconsistent appointment of a proxy, and delivering a copy of the revocation instrument to the proxy and to the Company.
• 1. The completion of any blank spaces overleaf need not be initialled. Any alterations or corrections to this form of proxy must be initialled by the signatory(ies).
• 1. The chairman of the AGM may accept any form of proxy which is completed other than in accordance with these instructions provided that he is satisfied as to the manner in which a shareholder wishes to vote.