RCL FOODS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 1966/004972/06)
ISIN: ZAE000179438
Share Code: RCL
(“the Company” or “RCL FOODS”)

CHANGES TO THE BOARD AND BOARD COMMITTEES

In compliance with paragraph 3.59 of the JSE Limited Listings
Requirements, the board of directors of the Company (“the Board”)
wishes to advise shareholders of the following changes to the Board
and its committees, with effect from 3 September 2024.

Stepping down
The following directors have notified the Board of their intention to
step down from the Board:
• Mr Jannie Durand – who in his role as the Chief Executive Officer
   of Remgro Limited has been a member of the Board for more than 14
   years and served as Chairman for more than 12 years. In line with
   tenure term considerations, Mr. Durand has indicated that he will
   not stand for reappointment as Chairman of the Board. Over the
   years Mr. Durand’s leadership, combined with his knowledge and
   expertise in navigating challenges have been invaluable to the
   Board and the Company. Whilst Mr. Durand’s absence will be felt,
   his departure also presents an opportunity for the Board to appoint
   an independent chairperson. This opportunity was both championed
   and supported by him.
• Mr Hein Carse – who steps down as a consequence of his retirement
   from his employment with Remgro. Mr Carse has been a member of the
   Board since 1 February 2013.
• Mr Pieter Louw – who steps down to focus on his other commitments
   in the broader Remgro Group, which include his recent appointment
   as Chairman of the board of Rainbow Chicken Limited. Mr Louw has
   been a member of the Board since 1 December 2008.
• Mr Peter Mageza – who will retire in accordance with the provisions
   of the Board Charter, as he will reach 70 years of age this year.
   Mr Mageza has been a member of the Board since 1 September 2009.

Each of these directors has made substantial contributions to the
Board over many years, guiding the          Company through numerous
significant developments in its journey, including the recent
strategic portfolio review. The Board extends its gratitude to each of
them for their invaluable service, and wishes them well in the future.

Changes to existing positions
The Board has approved the following changes relating to existing
Board members:

•   Mr Carel Vosloo, who was appointed as Mr Durand’s alternate on 16
    November 2023, has been appointed as a non-executive director of
    the Company, and will serve as a member of the Remuneration &
    Nominations Committee.
•   Dr Penny Moumakwa, currently an independent non-executive director,
    has been appointed as the chairperson of the Remuneration &
    Nominations Committee.
•   Mr George Steyn, currently Lead independent director, has been
    appointed as the chairperson of the Board. He will step down as a
    member of the Audit Committee and will continue to serve as a
    member of the Risk Committee, and the Remuneration and Nominations
    Committee, where he will continue to chair Nomination matters.

The Board wishes these members well in their new roles.

New appointments
The Board has approved the following new appointments:
• Mr Richard Rushton has been appointed as an independent non-
   executive director of the Company and will serve as a member of the
   Risk Committee.
   Mr Rushton has a BComm from the University of the Witwatersrand. He
   started his career at Adcock Ingram Limited and went on to hold a
   variety of senior positions at SABMiller in Africa, Asia and Latin
   America from 1997 to 2013. He joined the Distell Group as Group
   Chief Executive Officer in 2013 and retired from that position in
   2023, following the acquisition of Distell by Heineken. He is an
   active non-executive director and investor in unlisted companies,
   and currently serves as the non-executive chairman on Rubicon (Pty)
   Ltd.
• Ms Lwanda Zingitwa has been appointed as a non-executive director
   of the Company.
   Ms Zingitwa currently serves as Remgro’s Investor Relations and
   Investments Executive and provides strategic oversight on the
   boards of a number of Remgro’s portfolio assets. She qualified as a
   chartered accountant in 2010, and she has trained and spent the
   bulk of her career in investment banking, specifically mergers and
   acquisitions as a senior transactor at Rand Merchant Bank. She
   subsequently joined Dr Jabu Mabuza as his chief of staff and
   strategic advisor across various portfolios, before her move to
   Remgro. She currently serves on the boards of Siqalo Foods, where
   she also chairs the Social and Ethics committee, Enerweb, Capevin
   Spirits and Discovery Insure, where she is also a member of the
   Audit Committee.

The Board welcomes the new appointees and looks forward to the impact
of their skills and expertise.

Westville
30 August 2024

Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)