Woolworths Holdings Limited
(Incorporated in the republic of South Africa)
Registration number: 1929/001986/06
LEI: 37890095421E07184E97
Share code: WHL
Share ISIN: ZAE000063863
Bond company code: WHLI
(“the Company” or “the Group”)


RESULTS OF THE 2023 ANNUAL GENERAL MEETING

Shareholders are advised that at the Annual General Meeting (“AGM”) of the Company held today,
Wednesday, 22 November 2023, all the ordinary and special resolutions were passed by the requisite
majority votes. Non-binding Advisory Resolutions 1 and 2, relating to the Company’s Remuneration Policy
and the Remuneration Implementation Report, were not endorsed by shareholders.

Details of the voting statistics for each resolution are as follows:

                                              VOTES CAST                             SHARES         SHARES
                                              DISCLOSED AS A % OF                    VOTED          ABSTAINED
                                              TOTAL SHARES VOTED       NUMBER OF
                                                                                     DISCLOSED AS   DISCLOSED AS
                                              AT THE AGM               SHARES
                                                                                     A % OF TOTAL   A % OF TOTAL
                                                                       VOTED
                                                                                     ISSUED         ISSUED
                                              FOR         AGAINST
                                                                                     SHARES*        SHARES*
   Ordinary Resolution 1:                     96.88%      3.12%        743,097,762   75.16%         0.01%
   Election of director – Lwazi Bam
   Ordinary Resolution 2:
   Re-election of directors
   Ordinary Resolution 2.1                    98.67%      1.33%        743,095,462   75.16%         0.01%
   • Roy Bagattini
   Ordinary Resolution 2.2                    99.60%      0.40%        743,095,462   75.16%         0.01%
   • Sam Ngumeni
   Ordinary Resolution 2.3                    99.25%      0.75%        743,097,768   75.16%         0.01%
   • Clive Thomson
   Ordinary Resolution 3:
   Election of Audit Committee members
   Ordinary Resolution 3.1                    97.85%      2.15%        743,097,768   75.16%         0.01%
   • Lwazi Bam
   Ordinary Resolution 3.2                    97.07%      2.93%        743,095,468   75.16%         0.01%
   • Christopher Colfer
   Ordinary Resolution 3.3                    99.94%      0.06%        743,095,468   75.16%         0.01%
   • Thembisa Skweyiya
   Ordinary Resolution 3.4                    98.65%      1.35%        743,097,768   75.16%         0.01%
   • Clive Thomson
   Ordinary Resolution 4:                     99.83%      0.17%        743,097,768   75.16%         0.01%
   Re-appointment of KPMG Inc. as
   external auditor
   Non-binding Advisory Resolution 1:         46.55%      53.45%       743,079,246   75.16%         0.01%
   Endorsement of the Remuneration
   Policy**
  Non-binding Advisory Resolution 2:         74.26%   25.74%      743,079,246    75.16%          0.01%
  Endorsement of the Remuneration
  Implementation Report**
  Special Resolution 1:
  Remuneration of Non-Executive
  Directors for the period 1 January 2024
  to 31 December 2024 (exclusive of value-
  added tax)
  Special Resolution 1.1                     98.11%   1.89%       743,052,509    75.15%          0.01%
  • Board and Board Committees
  Special Resolution 1.2                     98.72%   1.28%       743,052,509    75.15%          0.01%
  • United Kingdom-based non-executive
      directors
  Special Resolution 1.3                     78.35%   21.65%      743,036,599    75.15%          0.01%
  • Australia-based non-executive
      director
  Special Resolution 2:                      99.98%   0.02%       743,021,557    75.15%          0.02%
  General authority to acquire
  (repurchase) shares



* The total issued share capital of the Company as at the record date of 17 November 2023 was 988,695,949
  ordinary shares, including 84,261,465 Treasury Shares.

** Having engaged extensively with the Company’s major shareholders prior to the AGM, the Board is
   cognisant of shareholder concerns in relation to the Remuneration Policy. In the main, these pertain to
   our shareholders belief in the growth potential of the Group which they are of the view should be
   reflected more robustly in the Long-Term Incentive Scheme’s targets. We further note that the voting
   protocol of certain shareholders is to link their Remuneration Implementation Report vote to the
   Remuneration Policy vote. Given that a 75% majority of votes was not achieved in respect of Non-binding
   Advisory Resolutions 1 and 2, shareholders are further invited to forward written submissions on the
   Remuneration Policy and Remuneration Implementation Report to the Group Company Secretary by
   email at Governance@woolworths.co.za by the close of business on Friday, 1 December 2023.


Cape Town
22 November 2023

Debt and Equity Sponsor
Investec Bank Limited