2019 Annual General Meeting Voting Results

South32 Limited

(Incorporated in Australia under the Corporations Act 2001 (Cth))

(ACN 093 732 597)

ASX / LSE / JSE Share Code: S32 ADR:SOUY

ISIN: AU000000S320

south32.net

24 October 2019

Resolution details

Instructions given to validly appointed proxies(as at proxy close)

Number of votes cast on the poll(where applicable)

Resolution Result

Resolution

Resolution Type

For

Against

Proxy'sDiscretion

Abstain

For

Against

Abstain*

Carried /Not Carried

Resolution 2A Re-election of Mr Wayne Osborn as a Director

Ordinary

3,270,727,963

11,399,501

22,446,166

3,762,794

3,303,134,890

11,404,917

3,763,294

Carried

98.98%

0.34%

0.68%

99.66%

0.34%

Resolution 2B Re-election of Mr Keith Rumble as a Director

Ordinary

3,264,447,667

17,674,816

22,480,037

3,733,904

3,296,889,465

17,680,232

3,734,404

Carried

98.79%

0.53%

0.68%

99.47%

0.53%

Resolution 3 Adoption of the Remuneration Report

Ordinary

3,197,810,426

69,759,521

22,026,238

18,612,354

3,220,326,268

69,797,409

19,194,229

Carried

97.21%

2.12%

0.67%

97.88%

2.12%

Resolution 4 Grant of awards to Executive Director

Ordinary

3,196,159,242

85,322,430

22,113,727

4,610,250

3,221,374,201

85,370,077

11,424,428

Carried

96.74%

2.59%

0.67%

97.42%

2.58%