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ZEDA LIMITED AGM Information 2025

Dec 19, 2025

48853_rns_2025-12-19_bd1eb284-45e1-4a37-97a9-0c001b294c84.pdf

AGM Information

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NOTICE OF ANNUAL GENERAL MEETING

FOR THE YEAR ENDED 30 SEPTEMBER 2025

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Registration number: 2022/493042/06 JSE share code: ZZD (Zeda Limited or the Company or the Group)

This Notice of Annual General Meeting (AGM) is provided to

Shareholders may elect to receive all shareholder correspondence any time by contacting the Company's transfer secretaries at

message. Registration is free for all shareholders of Zeda Limited.

Printed copies of the audited annual financial statements for the year ended 30 September 2025 may be obtained from 1691 from 09:00 to 16:00 on business days or by emailing

The full Consolidated financial statements of the Company and the remuneration report are available on our website,

CORPORATE INFORMATION Zeda Limited

Board of Directors

Independent Non-Executive Directors

Ngao Motsei

Executive Directors

Ramasela Ganda (Group Chief Executive Officer) Thobeka Ntshiza (Group Finance Director)

Company's registered office

2 Sysie Road, Croydon, 1691 Johannesburg, South Africa (PO Box 221, Isando, 1600)

Company Secretary

Chioneso Sakutukwa

Johannesburg, South Africa (PO Box 221, Isando, 1600)

Nedbank Limited, acting through its Nedbank Corporate and Investment Banking Division

(Registration number: 1951/000009/06)

Nedbank 135 Rivonia Campus, 135 Rivonia Road, Sandown, Sandton, 2196 South Africa (PO Box 1144, Johannesburg, 2000)

SizweNtsalubaGobodo Grant Thornton Inc.

(Registration number: 2005/034639/21) 221 Garsfontein Road, Menlyn, (PO Box 2939, Saxonwold, 2132)

Investor Relations, Strategy and Corporate Affairs

Babalwa George

(PO Box 221, Isando, 1600)

JSE Investor Services South Africa Proprietary Limited (Registration number: 2000/007239/07)

13th Floor, 19 Ameshoff Street, (PO Box 4844, Johannesburg, 2000)

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CONTENTS

Letter from the Chairman 2
Election of Non-Executive Directors and committee members 3
Notice of Annual General Meeting 6
Form of proxy 14
Notes to the form of proxy 17
Electronic participation application form 18

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LETTER FROM THE CHAIRMAN

Dear shareholder

The Board of Directors of Zeda Limited (Zeda Limited or the Company) cordially invites you to join the Company's virtual Annual General Meeting (AGM) at 12:00 on Wednesday, 11 February 2026.

The Company will hold a virtual AGM through online participation. The online platform will enable shareholders to attend and view proceedings at the AGM, ask questions related to the business of the AGM, and vote in real time. If it becomes necessary for Zeda Limited to provide further updates on the arrangements for the AGM, we will inform you through our investor website (www.zeda.co.za/investors/) and via the Stock Exchange News Service (SENS). While you will be able to vote online during the AGM, you are encouraged to lodge a vote by proxy ahead of the AGM.

The Company has retained the services of The Meeting Specialist Proprietary Limited (TMS) to remotely host the AGM on an interactive electronic platform to facilitate remote participation and voting by shareholders.

Shareholders who wish to participate in and/or vote at the AGM are required to complete the electronic participation application form attached hereto and email same to TMS at [email protected] or contact them on +27 81 711 4255 or +27 84 433 4836 as soon as possible, but in any event no later than 12:00 South African Standard Time (SAST) on Monday, 9 February 2026.

If shareholders wish to participate in the AGM, they should instruct their central securities depository participant (CSDP) or broker to issue them with the necessary letter of representation to participate in the AGM, in the manner stipulated in their custody agreement.

These instructions must be provided to the CSDP or broker by the cut-off time and date advised by the CSDP or broker to accommodate such requests.

TMS will assist shareholders with the requirements for electronic participation in and/or voting at the AGM. TMS is further obliged to validate (in correspondence with Zeda Limited, the transfer secretaries' and shareholders' CSDPs) each shareholder's entitlement to participate in and/or vote at the AGM before providing the shareholder with the necessary means to access the AGM and/or the associated voting platform.

Shareholders will be liable for their own network charges in relation to electronic participation at the AGM. Any such charges will not be charged to the account of the JSE Limited (JSE), Zeda Limited, the transfer secretaries or TMS.

The JSE, Zeda Limited, the transfer secretaries or TMS cannot be held accountable in case of loss of network connectivity or other network failure due to insufficient airtime, internet connectivity, internet bandwidth and/or power outages that prevent any shareholder from participating in and/or voting at the AGM.

Shareholders are strongly encouraged to ensure they have a stable internet connection with sufficient bandwidth capabilities to participate in the AGM. In addition, shareholders are strongly encouraged to submit their proxies beforehand, even if they intend to attend the AGM, to ensure their votes are counted in the event of any delays or disruptions to shareholders' network connectivity and/or loss of network connectivity by shareholders during any part of the AGM.

For administrative purposes only, we request that completed forms be emailed to [email protected]. Forms of proxy may also be submitted electronically to the Chairman before the start of the AGM or voting on any resolution commences as set out in this notice.

The following documents are enclosed:

  • Notice of the AGM setting out the resolutions to be proposed at the meeting
  • A form of proxy
  • An electronic participation application form

Zeda Limited is committed to responsible environmental stewardship and the continual reduction of our environmental footprint, which is a key pillar of our sustainable development strategy. We recognise our role in fostering environmental awareness across our value chain and remain intentional about implementing initiatives that help mitigate our impact on the environment.

In line with this commitment, and to reduce paper consumption, solid waste, and our overall carbon footprint, we will be printing a limited number of copies of the 2025 integrated report. Shareholders who wish to receive a printed copy are invited to email their request to [email protected].

We also encourage the use of electronic communications, which not only support our environmental objectives but also enable the Company to achieve administrative efficiencies, reduce printing and postage costs, and expedite the dissemination of information to shareholders.

The 2025 integrated report, together with the full Consolidated financial statements of the Company and its subsidiaries, including the Directors' report, the independent auditor's report, the Audit Committee report, the Social, Ethics and Transformation Committee report, and the remuneration report, is available on our website at www.zeda.co.za/investors/.

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ELECTION OF NON-EXECUTIVE DIRECTORS AND COMMITTEE MEMBERS

Non-Executive Directors for re-election

Yolanda Miya (46)

Position: Independent Non-Executive Director

Qualifications: BBusSci (Finance); INSEAD: Women Global Leaders

Date of appointment: 10 June 2022

Committees:

Chairman of the Remuneration Committee Member of the Audit Committee Member of the Investment and Transactions Committee Member of the Nomination Committee

Other material directorships:

Global Credit Ratings Co. Proprietary Limited, Raise the Children NPO

Sibani Mngomezulu (53)

Position:

Independent Non-Executive Director

Qualifications:

Chartered Director (SA); MA (International Development); Master's in Oil and Gas Law; Master's in Banking and Finance Law; LLM in Banking and Bourse; LLB

Date of appointment:

10 June 2022

Committees:

Chairman of the Social, Ethics and Transformation Committee Member of the Investment and Transactions Committee Member of the Remuneration Committee

Other material directorships:

Luvivi Governance Services Proprietary Limited

Marna Roets (58)

Position:

Independent Non-Executive Director

Qualifications:

CA(SA); CTA; BCom (Hons); BCom

Date of appointment:

1 October 2023

Committees:

Chairman of the Information Technology and Risk Committee Member of the Audit Committee Member of the Investment and Transactions Committee Member of the Remuneration Committee

Other material directorships:

AECI Limited, No More Plastics Proprietary Limited

For full Board members' profiles, refer to page 14 of the integrated report.

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ELECTION OF NON-EXECUTIVE DIRECTORS AND COMMITTEE MEMBERS

Audit Committee members for election

Donald Wilson (68)

Position: Independent Non-Executive Director

Qualifications: CA(SA); CTA; BCom

Date of appointment:

10 June 2022

Committees:

Chairman of the Audit Committee Member of the Information Technology and Risk Committee Member of the Remuneration Committee

Other material directorships:

BHBW Holdings Proprietary Limited, Mpact Limited, Tiger Brands Limited

Yolanda Miya (46)

Position: Independent Non-Executive Director

Qualifications: BBusSci (Finance);

INSEAD: Women Global Leaders

Date of appointment:

10 June 2022

Committees:

Chairman of the Remuneration Committee Member of the Audit Committee Member of the Investment and Transactions Committee Member of the Nomination Committee

Other material directorships:

Global Credit Ratings Co. Proprietary Limited, Raise the Children NPO

Marna Roets (58)

Position: Independent Non-Executive Director

Qualifications:

CA(SA); CTA; BCom (Hons); BCom

Date of appointment:

1 October 2023

Committees:

Chairman of the Information Technology and Risk Committee Member of the Audit Committee Member of the Investment and Transactions Committee Member of the Remuneration Committee

Other material directorships:

AECI Limited, No More Plastics Proprietary Limited

For full Board members' profiles, refer to page 14 of the integrated report.

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ELECTION OF NON-EXECUTIVE DIRECTORS AND COMMITTEE MEMBERS

Social, Ethics and Transformation Committee members for election

Sibani Mngomezulu (53)

Position: Independent Non-Executive Director

Qualifications:

Chartered Director (SA); MA (International Development); Master's in Oil and Gas Law; Master's in Banking and Finance Law; LLM in Banking and Bourse; LLB

Date of appointment:

10 June 2022

Committees:

Chairman of the Social, Ethics and Transformation Committee Member of the Investment and Transactions Committee Member of the Remuneration Committee

Other material directorships:

Luvivi Governance Services Proprietary Limited

Ramasela Ganda (51)

Position: Group Chief Executive Officer

Qualifications:

CA(SA); CTA; BCom (Hons); BCom

Date of appointment:

17 May 2022

Committees:

Member of the Social, Ethics and Transformation Committee

Other material directorships:

Tourism Business Council of South Africa

Ngao Motsei (61)

Position: Independent Non-Executive Director

Qualifications:

PhD (Organisational Behaviour); Master of Regional Planning; BSocSci (Hons); BA

Date of appointment:

10 June 2022

Committees:

Member of the Information Technology and Risk Committee Member of the Nomination Committee Member of the Social, Ethics and Transformation Committee

Other material directorships:

Safrican Insurance Limited, Sanlam Developing Markets Limited, Zutari Proprietary Limited

For full Board members' profiles, refer to page 14 of the integrated report.

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Notice of Annual General Meeting

Zeda Limited

Incorporated in the Republic of South Africa Registration number: 2022/493042/06

JSE share code: ZZD ISIN: ZAE000315768

(Zeda Limited or the Company)

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In terms of section 59(1) of the Companies Act, 71 of 2008 (as amended) (the Companies Act), notice is hereby given that the fourth Annual General Meeting (AGM) of the shareholders of the Company will be held (subject to any adjournment, postponement or cancellation) virtually on Wednesday, 11 February 2026 at 12:00 for the purpose of considering and, if deemed fit, passing, with or without modification, the resolutions set out hereafter.

RECORD DATES

In accordance with section 62(3)(a) read together with sections 59(1)(a) and (b) of the Companies Act, the following dates apply to the AGM:

  • Record date for determining those shareholders entitled to receive the Notice of the AGM: Friday, 12 December 2025
  • Notice of AGM distributed to shareholders on Friday, 19 December 2025
  • Last day to trade to be eligible to participate in and vote at the AGM: Tuesday, 3 February 2026
  • Record date (for voting purposes at the AGM): Friday, 6 February 2026
  • Results of AGM released on SENS on or about Wednesday, 11 February 2026

ACTION BY SHAREHOLDERS

Shareholders entitled to attend and vote at the AGM may appoint one or more proxies to attend virtually, speak and vote thereat in their stead. A proxy need not be a shareholder. Completion of a form of proxy will not preclude such a shareholder from attending virtually and voting (in preference to that shareholder's proxy) at the AGM.

Proxy forms must be completed by certificated shareholders and "own name" registered dematerialised shareholders who wish to be represented at the AGM. Dematerialised shareholders (without "own name" registration) must notify their central securities depository participant (CSDP) or broker of their intention to attend the AGM for their CSDP or broker to issue them with the necessary authorisation letter to enable them to attend the AGM, or, alternatively, should the dematerialised shareholder not wish to attend the AGM, they should provide their CSDP or broker with their voting instructions.

For administrative purposes only, we request that completed forms be emailed to [email protected]. Forms of proxy may also be submitted electronically to the Chairman before the start of the AGM or voting on any resolution commences as set out in this notice.

During the AGM, each shareholder will have voting rights determined in terms of the voting rights attached to the shares held by such shareholder as set out in the Memorandum of Incorporation (MOI).

AGM participants may be required, in terms of section 63(1) of the Companies Act, to provide identification to the reasonable satisfaction of the Chairman of the AGM. An official identification document issued by the South African Department of Home Affairs, a driver's licence, or a valid passport will be accepted as sufficient identification.

Shareholders who have any doubt as to the action they are required to take in respect of the following resolutions should consult their CSDP, broker, banker, attorney, accountant, or other professional advisor immediately.

VOTING AND PROXIES

Voting at the AGM will be conducted by way of a poll. Shareholders, or their duly appointed proxies, will be able to cast their votes electronically via the meeting platform. In terms of section 63(6) of the Companies Act, every person who is present at the AGM, including by way of electronic communication as provided for in this notice, and whether as a shareholder or as the proxy or representative of a shareholder, shall have one vote in respect of each share held by that shareholder.

ELECTRONIC PARTICIPATION

The AGM will be held entirely by electronic communication as contemplated in section 63(2)(a) of the Companies Act. Accordingly, shareholders will only be able to access the AGM electronically via the electronic platform hosted by TMS, and the Company has made provision for the Company's shareholders or their proxies to participate electronically in the AGM. Shareholders who wish to participate in and/or vote at the AGM are required to complete the electronic participation application form attached hereto and email same to TMS at [email protected] or contact them on +27 81 711 4255 or +27 84 433 4836 as soon as possible, but in any event no later than 12:00 (SAST) on Monday, 9 February 2026.

TMS will follow a verification process to confirm each applicant's entitlement to participate in and/or vote at the AGM. Thereafter, TMS will provide each verified shareholder or their duly appointed proxy with the electronic meeting invitation required to access the AGM.

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PURPOSE

The purpose of the AGM is to:

  • a. Present to the shareholders of the Company the audited annual financial statements for the 12 months ended 30 September 2025, as approved by the Board of Directors, including:
  • The Directors' report
  • Independent auditor's report
  • The remuneration report
  • The report of the Audit Committee
  • The report of the Social, Ethics and Transformation Committee

The annual financial statements for the period ended 30 September 2025 are available on the Company's website at .

  • b. Consider and, if deemed fit, to pass, with or without modification, the ordinary and special resolutions (resolutions) set out hereunder in accordance with the requirements of the Companies Act and the Listings Requirements of the JSE (JSE Listings Requirements).
  • c. Consider any and all matters of the Company as may lawfully be dealt with at the AGM.

RESOLUTIONS FOR CONSIDERATION AND ADOPTION

Ordinary resolutions

To consider and, if deemed fit, to pass, with or without modification, all the ordinary resolutions relating to the business set out below. The minimum percentage of voting rights required for each of the ordinary resolutions set out below to be adopted is more than 50% (fifty per cent) of the voting rights exercised on each of the resolutions by shareholders present or represented by proxy at the AGM.

1. Ordinary resolution number 1: Re-election of Non-Executive Directors

Mr Sibani Mngomezulu, Ms Yolanda Miya, and Ms Marna Roets will retire by rotation at this AGM in accordance with the provisions of articles 7.1.5 and 7.1.6 of the Company's MOI, and having so retired and being eligible, offer themselves for re-election.

Ordinary resolution 1.1

"Resolved that the re-election of Mr Sibani Mngomezulu as an independent Non-Executive Director who, in terms of articles 7.1.5 and 7.1.6 of the Company's MOI, retires by rotation at this AGM, but being eligible to do so, offers himself for re-election, is hereby confirmed with effect from 11 February 2026."

Ordinary resolution 1.2

"Resolved that the re-election of Ms Yolanda Miya as an independent Non-Executive Director who, in terms of articles 7.1.5 and 7.1.6 of the Company's MOI, retires by rotation at this AGM, but being eligible to do so, offers herself for re-election, is hereby confirmed with effect from 11 February 2026."

Ordinary resolution 1.3

"Resolved that the re-election of Ms Marna Roets as an independent Non-Executive Director who, in terms of articles 7.1.5 and 7.1.6 of the Company's MOI, retires by rotation at this AGM, but being eligible to do so, offers herself for re-election, is hereby confirmed with effect from 11 February 2026."

Abbreviated résumés in respect of each of the Directors noted in ordinary resolutions 1.1 to 1.3 above appear on page 3 of this notice.

In addition to the Directors retiring by rotation, shareholders are advised that, after serving on the Board from 1 August 2023, Ms Xoliswa Kakana resigned from the Board due to ill health with effect from 15 October 2025.

Ms Kakana subsequently passed away on 30 October 2025. Ms Kakana will be remembered for her dedicated service, marked by integrity and excellence, as well as for her specialised contributions to key elements of the Company's growth strategy.

2. Ordinary resolution number 2: Appointment of the members of the Audit Committee

This resolution is proposed to elect by way of separate resolutions an Audit Committee comprising independent Non-Executive Directors, as provided for in section 94(4) of the Companies Act and appointed in terms of section 94(2) of the Companies Act, to hold office until the next AGM and to perform the duties and responsibilities stipulated in section 94(7) of the Companies Act and the King IV Report on Corporate GovernanceTM for South Africa, 2016 (King IV)1 and to perform such other duties and responsibilities as may from time to time be delegated by the Board, all subsidiary companies and controlled trusts.

The Nomination Committee has evaluated the nominees for election to the Audit Committee and confirms that each nominee is an independent Non-Executive Director as contemplated in the Companies Act and the JSE Listings Requirements, and collectively they possess the appropriate balance of skills, experience and capacity for Audit Committee membership. The nominees are financially literate and have recent and relevant financial experience, and an understanding of integrated reporting (including financial reporting), internal financial controls, risk management, combined assurance, and external and internal audit processes. They are familiar with IFRS Accounting Standards and other applicable reporting standards and regulatory requirements. The Board has considered the Nomination Committee's assessment and recommends the election of Ms Yolanda Miya, Ms Marna Roets, and Mr Donald Wilson to the Audit Committee in terms of section 94(2) of the Companies Act, to perform the duties set out in section 94(7) and King IV. See résumés on page 4.

Copyright and trademarks are owned by the Institute of Directors in South Africa NPC and all of its rights are reserved.

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Ordinary resolution 2.1

"Resolved that, subject to her re-election as an independent Non-Executive Director of the Company, the appointment of Ms Yolanda Miya as a member of the Audit Committee be and is hereby confirmed with effect from 11 February 2026."

Ordinary resolution 2.2

"Resolved that, subject to her re-election as an independent Non-Executive Director of the Company, the appointment of Ms Marna Roets as a member of the Audit Committee be and is hereby confirmed with effect from 11 February 2026."

Ordinary resolution 2.3

"Resolved that the appointment of Mr Donald Wilson as a member of the Audit Committee be and is hereby confirmed with effect from 11 February 2026."

Abbreviated résumés in respect of each of the Directors noted in ordinary resolutions 2.1 to 2.3 above appear on page 4 of this notice.

3. Ordinary resolution number 3: Appointment of the members of the Social, Ethics and Transformation Committee

Pursuant to the amendments to the Companies Act, effective from 27 December 2024, the members of the Social, Ethics and Transformation Committee, which also fulfils the role of social and ethics committee in terms of section 72(4) of the Companies Act and regulation 43 of the Companies Regulations promulgated thereunder, are required to be elected by shareholders at each AGM.

The Nomination Committee has evaluated the nominees of the Social, Ethics and Transformation and confirms that the committee will comprise a majority of Directors who are not involved in the day-to-day management of the Company and who have not been so involved in the previous three financial years, and that the nominees collectively have the experience and capacity appropriate to the Company's size, circumstances and industry, in compliance with the Companies Act, the JSE Listings Requirements, and the principles of King IV. The Board has considered the Nomination Committee's assessment and recommends the election of Mr Sibani Mngomezulu, Dr Ngao Motsei and Ms Ramasela Ganda. See résumés on page 5.

Ordinary resolution 3.1

"Resolved that, subject to his re-election as an independent Non-Executive Director of the Company, Mr Sibani Mngomezulu is hereby elected as a member of the Social, Ethics and Transformation Committee with effect from 11 February 2026."

Ordinary resolution 3.2

"Resolved that Dr Ngao Motsei is hereby elected as a member of the Social, Ethics and Transformation Committee with effect from 11 February 2026."

Ordinary resolution 3.3

"Resolved that Ms Ramasela Ganda is hereby elected as a member of the Social, Ethics and Transformation Committee with effect from 11 February 2026."

Abbreviated résumés in respect of each of the Directors noted in ordinary resolutions 3.1 to 3.3 above appear on page 5 of this notice.

4. Ordinary resolution number 4: Reappointment of independent external auditor

The Audit Committee has assessed the external audit experience, capacity, industry knowledge, and independence of SizweNtsalubaGobodo Grant Thornton Inc. (SNG Grant Thornton) as external auditors and Muhammad Joosub as the designated individual registered auditor, in compliance with the Companies Act, the JSE Listings Requirements, and the principles of King IV. Having considered the committee's assessment, the Board has adopted its recommendation to propose the reappointment of both for the financial year ending 30 September 2026.

"Resolved that SNG Grant Thornton be reappointed as the independent external auditor of the Company and of the Group for the financial year ending 30 September 2026, with Muhammad Joosub being the individual registered auditor who has undertaken the audit for the Company for the ensuing financial year."

5. Ordinary resolution number 5: Approval of the remuneration policy and implementation report by way of a non-binding advisory vote

Ordinary resolution 5.1

"Resolved that the Company's remuneration policy, as reflected on page 113 of the integrated report, be and is hereby endorsed by way of a non-binding advisory vote, in terms of King IV, proposed as being reasonable by the Remuneration Committee of the Company."

Ordinary resolution 5.2

"Resolved that the implementation report, as reflected on page 123 of the integrated report, be and is hereby endorsed through a non-binding advisory vote as recommended in terms of King IV, proposed as being reasonable by the Remuneration Committee of the Company."

Note: King IV recommends, and the JSE Listings Requirements mandate that the Company's remuneration policy and implementation report be tabled to shareholders for a non-binding advisory vote at each AGM. Failure to pass these resolutions will not have legal consequences relating to existing arrangements. However, the Board will take the outcome of the vote into consideration when assessing the Company's remuneration policy going forward, and will, in the event that either the remuneration policy or the implementation report, or both, have been voted against by 25% or more of the voting rights exercised by shareholders, provide dissenting shareholders with information as to how to engage with the Company in regard to this matter as well as to the timing of such engagement in the voting results announcement.

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6. Ordinary resolution number 6: General authority to place 5% of the unissued ordinary shares under the control of the Directors

"Resolved that the unissued ordinary shares in the authorised share capital of the Company be and are hereby placed under the control of the Board, which is hereby authorised, as a general authority in terms of the MOI, to allot and issue any such shares upon such terms and conditions as the Board, in its sole discretion, may deem fit, subject to the provisions of the Companies Act, the MOI and the JSE Listings Requirements to the extent applicable, provided that this approval shall be valid only until the next AGM of the Company and that the aggregate number of ordinary shares to be allotted and issued in terms of this ordinary resolution number 6 is limited to 5% of the number of the unissued ordinary shares in the authorised share capital of the Company at the date of this notice of AGM, being 2 000 000 000 (two billion) ordinary shares."

Note: Clause 4.2 of the MOI provides that the Board may resolve to issue authorised shares, but only to the extent that such issue has been approved by the shareholders at the general meeting, either by way of a general or specific authority. The purpose of ordinary resolution number 6 is to provide such general authority, which shall remain subject to the provisions of all limitations contained in the Companies Act, the MOI and the JSE Listings Requirements, to the extent applicable. The authority in terms of ordinary resolution number 6 cannot be used to issue shares for cash as contemplated in the JSE Listings Requirements.

7. Ordinary resolution number 7: Signature of documents

"Resolved that each Director be and is hereby individually authorised to sign all such documents and do all such things as may be necessary for or incidental to the implementation of those resolutions to be proposed at the AGM convened to consider the resolutions, which are passed, in the case of ordinary resolutions, or are passed and registered where necessary by the Companies and Intellectual Property Commission, in the case of special resolutions."

Special resolutions

To consider and, if deemed fit, to pass, with or without modification, all of the special resolutions relating to the business set out below.

The minimum percentage of voting rights required for each of the resolutions set out in the items numbered 8 to 10 below to be adopted is 75% (seventy-five per cent) of the voting rights exercised on each of the resolutions by shareholders present or represented by proxy at the AGM.

8. Special resolution number 1: Approval of Non-Executive Directors' fees

In terms of section 66(9) of the Companies Act, as read with King IV and the JSE Listings Requirements, a company is required to pre-approve the payment of remuneration to Non-Executive Directors for their services as Directors for the ensuing financial year by means of a special resolution passed by shareholders of the Company within the previous two years.

Special resolution 1.1

"Resolved that, in terms of the provisions of section 66(9) of the Companies Act, the annual remuneration payable to the Chairman of the Board for his service as such for the financial year ending 30 September 2026, be and is hereby approved on the basis as set out in the table on page 11."

Special resolution 1.2

"Resolved that, in terms of the provisions of section 66(9) of the Companies Act, the annual remuneration payable to the Non-Executive Directors, other than the Chairman of the Board, for their services as Directors for the financial year ending 30 September 2026, be and is hereby approved on the basis set out in the table on page 11."

Special resolution 1.3

"Resolved that in terms of the provisions of section 66(9) of the Companies Act, the annual remuneration payable to the Chairman of the Audit Committee for his service as such for the financial year ending 30 September 2026, be and is hereby approved on the basis as set out in the table on page 11."

Special resolution 1.4

"Resolved that, in terms of the provisions of section 66(9) of the Companies Act, the annual remuneration payable to the members of the Audit Committee for their service as such for the financial year ending 30 September 2026, be and is hereby approved on the basis as set out in the table on page 11."

Special resolution 1.5

"Resolved that, in terms of the provisions of section 66(9) of the Companies Act, the annual remuneration payable to the Chairman of the Information Technology and Risk Committee for her service as such for the financial year ending 30 September 2026, be and is hereby approved on the basis as set out in the table on page 11."

Special resolution 1.6

"Resolved that, in terms of the provisions of section 66(9) of the Companies Act, the annual remuneration payable to the members of the Information Technology and Risk Committee for their service as such for the financial year ending 30 September 2026, be and is hereby approved on the basis as set out in the table on page 11."

Special resolution 1.7

"Resolved that, in terms of the provisions of section 66(9) of the Companies Act, the annual remuneration payable to the Chairman of the Remuneration Committee for her service as such for the financial year ending 30 September 2026, be and is hereby approved on the basis as set out in the table on page 11."

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Special resolution 1.8

"Resolved that, in terms of the provisions of section 66(9) of the Companies Act, the annual remuneration payable to the members of the Remuneration Committee for their service as such for the financial year ending 30 September 2026, be and is hereby approved on the basis as set out in the table below."

Special resolution 1.9

"Resolved that, in terms of the provisions of section 66(9) of the Companies Act, the annual remuneration payable to the Chairman of the Social, Ethics and Transformation Committee for his service as such for the financial year ending 30 September 2026, be and is hereby approved on the basis as set out in the table below."

Special resolution 1.10

"Resolved that, in terms of the provisions of section 66(9) of the Companies Act, the annual remuneration payable to the members of the Social, Ethics and Transformation Committee for their service as such for the financial year ending 30 September 2026, be and is hereby approved on the basis as set out in the table below."

Special resolution 1.11

"Resolved that, in terms of the provisions of section 66(9) of the Companies Act, the annual remuneration payable to the Chairman of the Nomination Committee for his service as such for the financial year ending 30 September 2026, be and is hereby approved on the basis as set out in the table below."

Special resolution 1.12

"Resolved that, in terms of the provisions of section 66(9) of the Companies Act, the annual remuneration payable to the members of the Nomination Committee for their service as such for the financial year ending 30 September 2026, be and is hereby approved on the basis as set out in the table below."

Special resolution 1.13

"Resolved that, in terms of the provisions of section 66(9) of the Companies Act, the annual remuneration payable to the Chairman of the Investment and Transactions Committee for his service as such for the financial year ending 30 September 2026, be and is hereby approved on the basis as set out in the table below."

Special resolution 1.14

"Resolved that, in terms of the provisions of section 66(9) of the Companies Act, the annual remuneration payable to the members of the Investment and Transactions Committee for their service as such for the financial year ending 30 September 2026, be and is hereby approved on the basis as set out in the table below."

Special resolution 1.15

"Resolved that, in terms of the provisions of section 66(9) of the Companies Act, the annual remuneration payable to the Non-Executive Directors for their attendance at any ad hoc meetings convened during the financial year ending 30 September 2026, be and is hereby approved on the basis as set out in the table below."

Note: Board and committee fees comprise an annual base fee that remunerates Non-Executive Directors for the attendance of planned meetings plus up to two special meetings. Special meetings in excess of two per annum will attract an ad hoc meeting fee. Specific guidelines are in place to define what constitutes a special meeting for which an ad hoc fee of R16 380 per meeting will be paid. The Chairman of the Board will also earn ad hoc fees for special Board meetings and, in respect of committees on which he serves, special committee meetings in excess of two per annum. The ad hoc meeting fee was set with the guidance of a PwC benchmarking exercise.

Non-Executive Directors' fees

FY2026
(R)
FY2025
(R)
Change
(%)
1.1
Main Board – Chairman (all-inclusive)*
1 392 431 1 338 876 4%
1.2
Main Board – Member
404 492 388 935 4%
1.3
Audit Committee – Chairman
333 661 320 828 4%
1.4
Audit Committee – Member
168 895 162 399 4%
1.5
Information Technology and Risk Committee – Chairman
175 518 168 767 4%
1.6
Information Technology and Risk Committee – Member
101 859 97 941 4%
1.7
Remuneration Committee – Chairman
213 203 205 003 4%
1.8
Remuneration Committee – Member
105 505 101 447 4%
1.9
Social, Ethics and Transformation Committee – Chairman
166 932 160 512 4%
1.10 Social, Ethics and Transformation Committee – Member 101 859 97 941 4%
1.11
Nomination Committee – Chairman
166 932 160 512 4%
1.12 Nomination Committee – Member 101 859 97 941 4%
1.13 Investment and Transactions Committee – Chairman 175 518 168 767 4%
1.14 Investment and Transactions Committee – Member 101 859 97 941 4%
1.15 Fee per ad hoc meeting 16 380 15 750 4%

* Investment and Transactions Committee and Nomination Committee fees are not payable to the Chairman of the Board, as his fee is all-inclusive.

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  1. Special resolution number 2: Authority to provide loans or other financial assistance, as contemplated in section 45 of the Companies Act, to related or interrelated persons, including subsidiaries (other than subsidiaries registered, incorporated or domesticated in South Africa), associates and joint ventures

"Resolved that, in terms of section 45 of the Companies Act, the shareholders of the Company hereby approve of the Company providing, at any time and from time to time, but subject to Board approval at such time, during the period of 2 (two) years commencing from the date of this special resolution, any direct or indirect financial assistance as contemplated in section 45 of the Companies Act to a present or future subsidiary that is not registered, incorporated or domesticated in South Africa, associate or joint venture of the Company or any other related or interrelated persons, and provided that the Board is satisfied that:

  • Immediately after providing the financial assistance, the Company would satisfy the solvency and liquidity test contained in the Companies Act (the solvency and liquidity test)
  • The terms under which the financial assistance is proposed to be given are fair and reasonable to the Company."

Explanatory note

The reason for special resolution number 2 is to obtain approval from shareholders to enable the Company to provide financial assistance, when the need arises, in accordance with the provisions of section 45 of the Companies Act. Special resolution number 2 specifically includes the provision of intercompany loans within the Group that are provided in the ordinary course of business to subsidiaries that are not registered, incorporated or domesticated in South Africa, associates and joint venture entities.

  1. Special resolution number 3: Authority to provide loans or other financial assistance, as contemplated in section 44 of the Companies Act, to related or interrelated persons (including subsidiaries, associates and joint ventures)

"Resolved that, in terms of section 44 of the Companies Act, the shareholders of the Company hereby approve of the Company providing, at any time and from time to time, but subject to Board approval at such time, during the period of 2 (two) years commencing from the date of this special resolution, any direct or indirect financial assistance as contemplated in section 44 of the Companies Act to a present or future subsidiary that is not registered, incorporated or domesticated in South Africa, associate or joint venture of the Company or any other related or interrelated persons, and provided that the Board is satisfied that:

  • immediately after providing the financial assistance, the Company would satisfy the solvency and liquidity test contained in the Companies Act (the solvency and liquidity test); and
  • the terms under which the financial assistance is proposed to be given are fair and reasonable to the Company."

Explanatory note

The reason for special resolution number 3 is to obtain approval from shareholders to enable the Company to provide financial assistance, when the need arises, in accordance with the provisions of section 44 of the Companies Act. Special resolution number 3 specifically includes the provision of intercompany loans within the Group that are provided [in the ordinary course of business] to subsidiaries, associates and joint venture entities.

11. Special resolution number 4: General authority to acquire and/or repurchase ordinary shares

"Resolved that, subject to compliance with the JSE Listings Requirements, sections 46 and 48 of the Companies Act, and the Company's MOI, the Company and/or any of its subsidiaries from time to time be and are hereby authorised, at their discretion, to acquire and/or repurchase ordinary shares issued by the Company, provided that:

  • a. the number of ordinary shares acquired and/or repurchased in any one financial year will not exceed 5% (five per cent) of the ordinary shares in issue as at the beginning of the financial year;
  • b. the acquisition and/or repurchase of the ordinary shares must be effected through the order book operated by the JSE trading system and done without any prior understanding or arrangement between the Company and the counterparty (reported trades are prohibited);
  • c. this authority shall only be valid until the earlier of the date of the next AGM of the Company or for 15 months from the date of this resolution, whichever period is shorter;
  • d. at any point in time, the Company may only appoint one agent to effect any repurchase(s) on the Company's behalf;
  • e. in determining the price at which the Company's ordinary shares are acquired and/or repurchased in terms of this general authority, repurchases may not be made at a price greater than 10% (ten per cent) above the weighted average of the market price for the ordinary shares for the five business days immediately preceding the date on which the transaction is effected;
  • f. the number of shares acquired and/or repurchased and held by a subsidiary or subsidiaries of the Company shall not collectively exceed 10% (ten per cent) in aggregate of the number of issued shares in the Company at the relevant times;
  • g. the Company may only effect the repurchase once a resolution has been passed by the Board confirming that the Board has authorised the repurchase, that the Company has passed the solvency and liquidity test and that since the solvency and liquidity test was done, there have been no material changes to the financial position of the Group;

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  • h. the Company or its subsidiaries may not acquire and/or repurchase ordinary shares during a prohibited period as defined in paragraph 3.67 of the JSE Listings Requirements unless they have in place a repurchase programme. The Company must instruct only one independent third party, which makes its investment decision in relation to the ordinary shares independently of, and uninfluenced by, the Company, prior to the commencement of the prohibited period, to execute the repurchase programme. The repurchase programme must be submitted to the JSE in writing prior to the commencement of the prohibited period and must include (i) the name of the independent agent; (ii) the date the independent agent was appointed by the Company; (iii) the commencement and termination date of the repurchase programme; and (iv) where the quantities of securities to be traded during the relevant period are fixed (not subject to any variation); and
  • i. an announcement in accordance with paragraph 11.27 of the JSE Listings Requirements will be released on SENS when the Company has cumulatively repurchased 3% (three per cent) of the initial number of the ordinary shares in issue at the time this general authority is granted (initial number), and for each 3% (three per cent) in aggregate of the initial number acquired thereafter."

Explanatory note

The reason for and effect of this special resolution number 4 is to authorise the Directors, if they deem it appropriate and in the interests of the Company, to instruct the Company or its subsidiaries to acquire and/or repurchase ordinary shares issued by the Company, subject to the restrictions contained in the above resolution. It is the intention of the Directors to use such authority should prevailing circumstances (including tax dispensations and market conditions), in their opinion, warrant it.

Other disclosures in terms of paragraph 11.26 of the JSE Listings Requirements

The JSE Listings Requirements require the following further disclosures, which are contained in the Group's annual financial statements, which are available on the Company's website:

Material change

Other than the facts and developments reported in the Group and Company annual financial statements distributed on 25 November 2025, and the integrated report distributed on 19 December 2025, there have been no material changes in the affairs, financial or trading position of the Group since the publication of the Group annual financial statements for the 12 months ended 30 September 2025.

Directors' responsibility statement

The Directors, whose names appear on page 14 of the integrated report distributed on 19 December 2025, collectively and individually accept full responsibility for the accuracy of the information pertaining to special resolution number 3, and certify that, to the best of their knowledge and belief, there are no facts in relation to special resolution number 3 that have been omitted that would make any statement in relation to special resolution number 3 false or misleading, and that all reasonable enquiries to ascertain such facts have been made; and that special resolution number 3, together with this notice, contains all information required by law and the JSE Listings Requirements in relation to special resolution number 3.

Adequacy of working capital

After considering the effect of the maximum repurchase, the Directors confirm that for a period of 12 months after the date of this notice:

  • the Company and the Group will be able, in the ordinary course of business, to pay their debts;
  • the assets of the Company and the Group will be in excess of the liabilities of the Company and the Group. For this purpose, the assets and liabilities should be recognised and measured in accordance with accounting policies used in the latest audited annual Group financial statements;
  • the share capital and reserves of the Company and the Group will be adequate for ordinary business purposes; and
  • the working capital of the Company and the Group will be adequate for ordinary business purposes.

12. Report from the Social, Ethics and Transformation Committee

In accordance with Regulation 43(5)(c) of the Companies Act, the Chairman of the Social, Ethics and Transformation Committee or, in his absence, any member of the committee, will be present to address any questions in respect of the Social, Ethics and Transformation Committee's report as included in the integrated report.

13. Other business

To transact such other business as may be transacted at the AGM of the Company.

By order of the Board

Chioneso Sakutukwa

Company Secretary 19 December 2025

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Only for the use of registered holders of certificated ordinary shares (ordinary shares) and holders of dematerialised ordinary shares with own name registration at the AGM to be held virtually at 12:00 (SAST) on Wednesday, 11 February 2026.

Holders of ordinary shares in the Company (collectively, shares) (whether certificated or dematerialised) through a nominee must not complete this form of proxy but should inform that nominee timeously, or, if applicable, their central securities depository participant (CSDP) or stockbroker, of their intention to attend the AGM and request such nominee, CSDP or stockbroker to issue them with the necessary authorisation to attend or provide such nominee, CSDP or stockbroker with their voting instructions should they not wish to attend the AGM in person. Such shareholders must not return this form of proxy to the transfer secretaries.

I/we of
Being the holder(s) of ordinary shares or
hereby appoint of
or, failing him/her

hereby appoint the Chairman of the AGM, as my/our proxy to attend, speak and vote for me/us and on my/our behalf at the meeting, which will be held for the purpose of considering and, if deemed fit, passing, with or without modification, the ordinary and special resolution(s) to be proposed at the AGM and at each adjournment of the meeting and to vote for or against such resolutions or to abstain from voting in respect of the shares registered in my/our name, in accordance with the following instructions (see note 9 on page 17).

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PART A – TO BE COMPLETED BY ORDINARY SHAREHOLDERS

* Insert an "X" or the number of ordinary shares (see note 9 on page 17).

Ordinary resolutions For Against Abstain
Ordinary resolution 1.1:
Re-election of Mr Sibani Mngomezulu as an independent Non-Executive Director
Ordinary resolution 1.2:
Re-election of Ms Yolanda Miya as an independent Non-Executive Director
Ordinary resolution 1.3:
Re-election of Ms Marna Roets as an independent Non-Executive Director
Ordinary resolution 2.1:
Appointment of Yolanda Miya as a member of the Audit Committee
Ordinary resolution 2.2:
Appointment of Marna Roets as a member of the Audit Committee
Ordinary resolution 2.3:
Appointment of Donald Wilson as a member of the Audit Committee
Ordinary resolution 3.1:
Appointment of Sibani Mngomezulu as a member of the Social, Ethics and Transformation Committee
Ordinary resolution 3.2:
Appointment of Ngao Motsei as a member of the Social, Ethics and Transformation Committee
Ordinary resolution 3.3:
Appointment of Ramasela Ganda as a member of the Social, Ethics and Transformation Committee
Ordinary resolution 4:
Reappointment of independent external auditor
Ordinary resolution 5.1:
Approval of the remuneration policy by way of a non-binding advisory vote
Ordinary resolution 5.2:
Approval of the implementation report by way of a non-binding advisory vote
Ordinary resolution 6:
General authority to place 5% of the unissued ordinary shares under the control of the Directors
Ordinary resolution 7:
Signature of documents

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PART A – TO BE COMPLETED BY ORDINARY SHAREHOLDERS continued

Insert an "X" in the relevant spaces below according to how you wish your votes to be cast. However, if you wish to cast your votes in respect of a lesser number of ordinary shares than you own in the Company, insert the number of ordinary shares held in respect of which you desire to vote (see note 9 on page 17).

Special resolutions For Against Abstain
Special resolution 1: Approval of Non-Executive Directors' fees
BOARD
Special resolution 1.1: Chairman (all-inclusive fee)*
Special resolution 1.2: Non-Executive Directors
COMMITTEES
Audit Committee
Special resolution 1.3: Chairman
Special resolution 1.4: Members
Information Technology and Risk Committee
Special resolution 1.5: Chairman
Special resolution 1.6: Members
Remuneration Committee
Special resolution 1.7: Chairman
Special resolution 1.8: Members
Social, Ethics and Transformation Committee
Special resolution 1.9: Chairman
Special resolution 1.10: Members
Nomination Committee
Special resolution 1.11: Chairman
Special resolution 1.12: Members
Investment and Transactions Committee
Special resolution 1.13: Chairman
Special resolution 1.14: Members
Ad hoc fees
Special resolution 1.15: Fee per ad hoc meeting
Special resolution 2: Authority to provide loans or other financial assistance, as contemplated
in section 45 of the Companies Act, to subsidiaries, associates and joint ventures
Special resolution 3: Authority to provide loans or other financial assistance, as contemplated
in section 44 of the Companies Act, to related or interrelated persons (including subsidiaries,
associates and joint ventures)
Special resolution 4: General authority to acquire and/or repurchase ordinary shares

* Investment and Transactions Committee and Nomination Committee fees are not payable to the Chairman of the Board, as his fee is all-inclusive.

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NOTES TO THE FORM OF PROXY

Instructions on signing and lodging of the Annual General Meeting (AGM) form of proxy.

    1. A deletion of any printed matter and the completion of any blank spaces need not be signed or initialled. Any alterations must be signed, not initialled.
    1. The Chairman shall be entitled to decline to accept the authority of a signatory:
  • a. under a power of attorney; or
  • b. on behalf of a company, unless the power of attorney or authority is deposited with the meeting scrutineers, The Meeting Specialist Proprietary Limited (TMS) – email address: [email protected] – by no later than 12:00 (SAST) on Monday, 9 February 2026.
    1. The signatory may insert the name of any person(s) whom the signatory wishes to appoint as his/her proxy in the blank space/s provided for that purpose.
    1. Where there are joint holders of shares and if more than one such joint holder is present or represented, then the person whose name appears first in the securities register in respect of such shares or his/her proxy shall alone be entitled to vote in respect thereof.
    1. The completion and lodging of this form of proxy will not preclude the signatory from attending the AGM and speaking and voting in person thereat should such person wish to do so, to the exclusion of any proxy appointed in terms hereof.
    1. If, in the appropriate place on the face of the proxy, there is no indication of how to vote in respect of any resolution, the proxy shall be entitled to vote as he/she deems fit in respect of that resolution.
    1. The Chairman of the AGM may reject or accept any form of proxy which is completed other than in accordance with these instructions, provided that in the event of acceptance, he/she is satisfied with the way a shareholder wishes to vote.
    1. If the shareholding is not indicated on the form of proxy, the proxy will be deemed to be authorised to vote the total shareholding registered in the shareholder's name.
    1. Please insert an "X" in the relevant space according to how you wish your votes to be cast. However, if you wish to cast your votes in respect of a lesser number of shares than you own in the Company, insert the number of shares held in respect of which you wish to vote. Failure to comply with the above will be deemed to authorise the proxy to vote or to abstain from voting at the AGM as he/she deems fit in respect of all the shareholder's votes exercisable at the meeting. A shareholder or his/her proxy is not obliged to use all the votes exercisable by the shareholder or by his/ her proxy, but the total of the votes cast 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 form of proxy sent by electronic medium to the transfer secretaries within the time allowed for submission shall be deemed to constitute an instrument of proxy.
    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 Company Secretary or waived by the Chairman of the AGM.
    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 Company Secretary.
    1. Voting at the AGM will be conducted by way of a poll. Each shareholder present or represented will have one vote in respect of each share held, and votes will be cast electronically via the meeting platform.

Summary in terms of section 58(8)(b)(i) of the Companies Act, 71 of 2008 (as amended)

Section 58(8)(b)(i) provides that if a company supplies a form of instrument for appointing a proxy, the form of proxy supplied by the company for the purpose of appointing a proxy must bear a reasonably prominent summary of the rights established by section 58 of the Companies Act, 71 of 2008 (as amended), which summary is set out below:

  • A shareholder of a company may, at any time, appoint any individual, including an individual who is not a shareholder of that company, as a proxy, among other things, to participate in and speak and vote at a shareholders' meeting on behalf of the shareholder.
  • A shareholder may appoint two or more persons concurrently as proxies and may appoint more than one proxy to exercise voting rights attached to different securities held by the shareholder.
  • A proxy may delegate the proxy's authority to act on behalf of the shareholder to another person.
  • A proxy appointment must be in writing, dated and signed by the shareholder, and remains valid only until the end of the meeting at which it was intended to be used, unless the proxy appointment is revoked, in which case the proxy appointment will be cancelled with effect from such revocation.
  • A shareholder may revoke a proxy appointment in writing.
  • A proxy appointment is suspended at any time and to the extent that the shareholder chooses to act directly and in person in the exercise of any rights as a shareholder.
  • A proxy is entitled to exercise, or abstain from exercising, any voting right of the shareholder without direction.

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ELECTRONIC PARTICIPATION APPLICATION FORM

Zeda Limited

Incorporated in the Republic of South Africa Registration number: 2022/493042/06 JSE share code: ZZD ISIN: ZAE000315768 (Zeda Limited or the Company)

ELECTRONIC PARTICIPATION IN THE ZEDA LIMITED VIRTUAL ANNUAL GENERAL MEETING TO BE HELD AT 12:00 (SAST) ON WEDNESDAY, 11 FEBRUARY 2026

  • Shareholders or their proxies who wish to participate in the AGM via electronic communication (participants) must apply to the Company's meeting scrutineers to do so by emailing the form on pages 19 and 20 (the application) to the email address of the Company's meeting scrutineers, The Meeting Specialist Proprietary Limited (TMS), by no later than 12:00 (SAST) on Monday, 9 February 2026. The email address is as follows: [email protected].
  • Shareholders who have dematerialised their shares, other than those shareholders who have dematerialised their shares with "own name" registration, should contact their central securities depository participant (CSDP) or broker in the manner and time stipulated in their agreement with their CSDP or broker:
  • to furnish them with their voting instructions; and
  • in the event that they wish to participate in the meeting, to obtain the necessary authority to do so.
    1. Participants will be able to vote during the AGM through an electronic participation platform. Such participants, should they wish to have their vote(s) counted at the AGM, must provide TMS with the information requested in the form.
    1. Each shareholder who has complied with the requirements will be contacted between 9 and 10 February 2026 via email with a unique link to allow them to participate in the electronic AGM.
    1. The cost of the participant's phone call or data usage will be at his/her own expense and will be billed separately by his/her own telephone service provider.
    1. The cut-off time, for administrative purposes, to participate in the AGM will be 12:00 (SAST) on Monday, 9 February 2026.
    1. The participant's unique access credentials will be forwarded to the email/mobile telephone provided in the form.

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ELECTRONIC PARTICIPATION APPLICATION FORM CONTINUED

Participation application form

Name and surname of shareholder: Name and surname of shareholder representative (if applicable): ID number of shareholder or representative: Email address: Mobile number: Telephone number: Name of CSDP or broker (if shares are held in dematerialised format): SCA number/Broker account number: Own name account number: Number of shares: Signature: Date:

By signing this form, I agree and consent to the processing of my personal information above for the purpose of participating in the AGM.

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ELECTRONIC PARTICIPATION APPLICATION FORM CONTINUED

Terms and conditions for participation at the Zeda Limited Annual General Meeting to be held at 12:00 (SAST) on Wednesday, 11 February 2026 via electronic communication.

The cost of dialling in using a telecommunication line/webcast/web-streaming to participate in the AGM is for the expense of the participant and will be billed separately by the participant's own telephone service provider.

The participant acknowledges that the telecommunication lines/webcast/web-streaming are provided by a third party and indemnifies Zeda Limited, the JSE Limited and TMS and/or their third-party service providers against any loss, injury, damage, penalty or claim arising in any way from the use or possession of the telecommunication lines/webcast/web-streaming, whether or not the problem is caused by any act or omission on the part of the participant or anyone else. In particular, but not exclusively, the participant acknowledges that he/she will have no claim against Zeda Limited, the JSE Limited and TMS and/or its third-party service providers, whether for consequential damages or otherwise, arising from the use of the telecommunication lines/webcast/web-streaming or any defect in it or from total or partial failure of the telecommunication lines/webcast/web-streaming and connections linking the telecommunication lines/webcast/web-streaming to the AGM.

Participants will be able to vote during the AGM through an electronic participation platform. Such participants, should they wish to have their vote(s) counted at the AGM, must act in accordance with the requirements set out above.

Once the participant has received the link, the onus to safeguard this information remains with the participant.

The application will only be deemed successful if this application form has been fully completed and signed by the participant and delivered or emailed to TMS at [email protected].

Shareholder name:
Signature:
Date:

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