Tiger Brands | Integrated Annual Report 2025 - Our governance approach to sustainability

OUR GOVERNANCE APPROACH TO SUSTAINABILITY

GOVERNANCE

Our board of directors oversees governance and management, guiding ethical, sustainable practices that integrate environmental, social and governance-related impacts, risks and opportunities, aligned with our purpose to nourish and nurture more lives every day.

DIRECTION AND TONE

The Tiger Brands board provides overall ethical leadership and strategic direction in the best interests of the company, guided by regulatory and legislative requirements, codes of good practice and market benchmarks.

BOARD OVERSIGHT

Responsibility for sustainability governance and management is delegated to specific board committees. The primary oversight role is held by the social, ethics and sustainability committee (SESCO). The nomination and governance committee (NAGC), remuneration committee (REMCO) and audit and risk committee (ARC) also contribute in specific areas.

Key sustainability governance structures

The SESCO oversees the governance and management of sustainability-related issues, including the environment, natural resources, climate change, ethical conduct, stakeholder relationships, employee engagement and community needs. The SESCO ensures these issues are integrated into group strategy, addressing both Tiger Brands' societal impact and the effects of sustainability-related risks and opportunities on the company. The SESCO further monitors and reviews the company's safety, health and environment (SHE) impacts, including climate change impacts. Additionally, the SESCO ensures compliance with laws, regulations and best practices and reviews the company's performance in managing these aspects. Finally, the SESCO reviews the sustainability report in conjunction with the ARC
The ARC monitors and reviews the processes for identifying, assessing and prioritising impacts, risks and opportunities, including sustainability-related risks and opportunities and integrates these into group risk management. The ARC also reviews the sustainability disclosures in the integrated report before recommending it for board approval
The NAGC ensures board performance is regularly reviewed, ethical governance protocols are followed and leadership succession is managed. The committee facilitates board member induction, training and development, ensuring the board has the necessary expertise, including in sustainability and climate change, to oversee the group's strategic response to these issues
The REMCO engages on and approves the company's remuneration policy and strategy, including incentives linked to sustainability performance targets

Terms of reference

The board charter and terms of reference for board committees reflect their sustainability mandates. These documents consider the King IV Code on Corporate Governance, JSE Listings Requirements and the Companies Act. The terms of reference for the SESCO explicitly mention climate change in defining its mandate to monitor and review environmental impacts, risks and opportunities, and oversee ethical governance and responsible corporate management. The ARC terms of reference provide for the review of the sustainability disclosures for inclusion in the integrated report. All committee terms of reference are available at www.tigerbrands.com.

Sustainability-related roles of all board committees

Sustainability integration

The SESCO and the ARC each convene four times a year. During these meetings, the SESCO engages on Tiger Brands' sustainability performance and the management of material sustainability and climate-related impacts, while the ARC reviews related risks and opportunities. They provide guidance to the chief executive officer and the executive team and report to the board after each meeting. The SESCO's reports to the board include feedback on sustainability performance, management approach and key activities. Other committees also submit post-meeting reports to the board on their areas of responsibility. The annual work plans for the SESCO and the ARC ensure that relevant sustainability topics are discussed at meetings and reported to the board and for public disclosure.

More information on the composition, capabilities and committees of our board, as well as our corporate governance practices is available in the governance section of this report.

MANAGEMENT

Sustainability is of strategic importance across the business, with executive management driving its implementation. We are enhancing public disclosure and strengthening our management of sustainability impacts, risks and opportunities to support long-term resilience.

MANAGEMENT OVERSIGHT

The implementation of our sustainability strategy is driven by chief officers of our enabling functions and business unit managing directors, who are all members of our executive committee (Exco) and supported by senior managers with direct responsibility for specific sustainability-related activities. Our Exco facilitates the management of Tiger Brands' operational activities. They are directly responsible for overseeing the development and implementation of policies and strategy, and for driving progress against operational-level goals and targets, including those relating to sustainability and climate change. The Exco meets at least monthly and more often when necessary.

More information on the Exco is reported in this report.

MANAGEMENT PROCESSES

Policy framework

We have a robust policy framework that supports the governance and management of ethical business conduct and social and environmental impacts. Our policy framework aligns with all relevant legislation and supports our compliance activities. All policies are audited internally on a regular basis to ensure they adequately drive compliance with relevant legislation and routine management processes ensure that all policies are regularly updated.

Materiality process

Our independently facilitated annual materiality process helps identify and validate our most material sustainability issues, guiding strategy and disclosure while onboarding new members into the reporting process. This participatory approach involves a half-day workshop with executive and senior management teams, where we collectively assess our business model, dependencies, impacts, external environment and stakeholder interests – drawing on insights from investor and ESG ratings, internal risk assessments, stakeholder engagements and sector-relevant ESG trends. First introduced in 2019, this structured process is updated each year, with the most recent iteration conducted in April 2025 to inform this year's reporting cycle.

Risk management

Sustainability-related impacts and risks are managed through the application of our standard risk management structure, processes and methodologies. From this system we can extract climate and sustainability-related risks, analyses and assurances. We evaluate these risks over the short term (less than 12 months), medium term (one to three years) and long term (beyond three years).

More information on our risk management process is provided in this report.

We have formalised bottom up and top-down processes for identifying and monitoring sustainability and climate-related impacts and risks at operational and strategic levels.

Bottom-up process: We identify and monitor social and environmental impacts and risks bottom-up at an operational level across our business. The manufacturing units report on environmental and social indicators, which are collated into an overall scorecard, included on the risk register if necessary and reported quarterly to Exco. Any necessary mitigation plans are reviewed on a quarterly basis in the ARC and SESCO and ultimately reported to the board. Individual risks that are material in impact, and/or collectively significant enough to be represented as a common risk at the group level are incorporated into the group risk register
Top-down process: We also identify and monitor sustainability and climate-related risk top-down at a strategic level in relation to our strategic business objectives as part of our enterprise risk management (ERM) processes and we include these risks in the group risk profile. Currently, climate change is treated as a single emerging risk, because of the sheer size and complexity of the issues in its scope, which we are now beginning to unpack. Specific risks are captured as the relationship with our business becomes apparent, including the potential impact of climate change on our operations, strategy, value chain and markets. All risks captured are reviewed through the operational risk management committee, ARC and the board where necessary

Key sustainability-related management roles

The chief marketing and strategy officer – supported by the marketing and innovation strategy director, group nutritionist, and business unit marketing directors – implement activities aimed at enabling consumers to improve their health and wellbeing and ensuring responsible marketing and communications practice
The chief people officer – supported by the people experience director and human resources directors for categories and functions – implement activities aimed at building a purpose-led culture, characterised by strong leaders, diverse future-fit talent, robust employee relations and an inclusive and energising workplace
The chief legal and corporate affairs officer – supported by the director for enterprise and supplier development and transformation and director corporate affairs and sustainability – oversees the group-wide integration of sustainability and climate change, as well as activities to build partnerships, improve livelihoods and promote societal accountability. In addition, supported by the general counsel, compliance and litigation and group company secretary, the chief legal and corporate affairs officer drives processes and systems aimed at inculcating a culture of ethical behaviour and managing activities relating to human rights protection, whistle-blowing, anti-corruption and bribery and training in respect of the code of conduct and declaration of interest policies
The chief manufacturing officer – supported by the supply chain operations support director, director for safety, health and environment, risk and sustainability director, and director of quality and food safety – implement activities aimed at building an ethical supply chain, ensuring quality and food safety, managing safety, security, health and environment (SSHE) and significantly reducing our environmental footprint
The business unit managing directors have full responsibility and accountability for the sustainability performance of their divisions and report directly to the chief executive officer
The chief financial officer (CFO) is responsible for procurement, including preferential procurement and ethical supply chain, supported by the procurement director
The chief executive officer (CEO) is fully accountable to the board on the management of sustainability issues and ensures that the sustainability strategy is effectively integrated into the business

We are in the early stages of integrating climate change into our risk management processes across operations, strategy, value chain and markets. Consequently, our most significant sustainability and climate-related issues are not yet fully aligned with our strategic planning horizons or capital allocation. Nonetheless, we are making incremental progress. In 2023, we began unpacking climate and sustainability-related risks through internal and external specialist engagements. In 2024, we completed a water risk assessment to identify key water-related risks for our operations and continue to monitor climate-driven disruptions in our supply chain.

ASSURANCE

We have adopted a combined assurance model with internal and external assurance processes for both financial and non-financial data, as detailed here. We are making progress with digitalising key management processes, with the aim of extending this to sustainability data management and reporting in the years ahead.