Shoprite : Integrated Report 2023

Contents

Introduction

Enablers of sustainable enterprise value

Accountability and

About this report

Shoprite Holdings Limited (the Shoprite Group, or the Group or the Company) is an investment holding company headquartered in Cape Town, South Africa. The Company's primary listing is in the Food Retailers and Wholesalers' Sector of the Johannesburg Stock Exchange (JSE). The Company has three secondary listings on the A2X, the Namibian Stock Exchange (NSX) and the Lusaka Stock Exchange (LuSE).

impact on the planet include investing in renewable energy and programmes to reduce our water and electricity consumption.

This report is supplemented by our reporting suite, online communications and publications, stakeholder communications and additional information available on our website www.shopriteholdings.co.za.

Reporting scope and boundaries

The Group's integrated reporting boundary covers the Group's operations in South Africa and the nine African countries in which it operates. The financial reporting boundary covers the results of the Group's operations and includes its subsidiaries.

Our business

Leadership

Our performance

shareholder information

Appendices

Our Integrated Report provides insight into the Group's business model, governance processes and strategy. It evaluates our economic and environmental, social and governance (ESG) outcomes to provide a balanced, transparent and integrated view of our creation of value in the year under review, and our prospects of creating sustainable enterprise value in the medium and long term.

This year's theme of our report, Investing through the cycle, reflects the Group's commitment, despite the enormous cost burden of load-shedding, to maintain its business-as-usual customer price and value proposition while continuing to invest in our medium-to-long-term strategic objectives. We believe sustaining our investment in our customers via prices, promotions and stock availability, store refurbishments, new stores, store operations, our supply chain, learning and skills development, our people, technology and digital, which will protect and extend our market-leading position in the future.

We are doubling down on our digital investment to maximise our share-of-wallet and unlock alternative income. We are investing in additional supply chain capacity to meet the organic growth demands of our expanding store network, which includes new store formats, supplying the new stores we acquired, and transforming our fresh foods supply chain to support our substantial market share gains. We invest in and empower our people and unemployed youth through learning and skills development. Our investment in the sustainability and growth of our business provides additional employment opportunities, and through our investment in the Shoprite Employee Trust, we can improve our employees' financial status. Our investment in lower prices shields our price-sensitive customers and contributes to food security, as does our tireless efforts to

contain our internal food inflation. By investing in local, commercially viable small, medium and micro-enterprises (SMMEs), we are providing them with access to working capital on favourable terms and helping

them grow into larger-scale suppliers with the ability to employ more people from local communities. Our efforts to reduce our

The reporting frameworks applied in the preparation of our report

Our integrated reporting is guided by the:

• Principles and requirements of the International Framework (2021)
• Sustainability Accounting Standards Board's (SASB) Standards
• United Nations Global Compact (UNGC)

Adheres to the:

• Companies Act 71 of 2008, as amended (Companies Act)
• JSE Listings Requirements
• Principles of the King IV Report on Corporate Governance™* for South Africa, 2016 (King IV™*)
• International Financial Reporting Standards (IFRS)

Includes information on:

• How we have delivered against the three United Nations Sustainable
  Development Goals(SDGs) we have identified as being the goals to which we can make the most meaningful contribution.

Our approach to materiality

We apply the principle of materiality and the concept of double materiality

in assessing what information should be included in our Integrated Report. We define material matters as being those most material to the Group's ability to create, maintain or erode enterprise value through our annual materiality determination process, and base our reporting on the results of this process.

The process we followed is set out in the section Material matters and therisks and opportunities they createof this report.

Navigate the report

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Indicates where further information can be found online

Capitals

Providing information required by the readers for whom this report has been prepared

Our reporting is intended to provide the information that the investment community and providers of debt require to make an informed assessment of our performance in terms of creating, sustaining or eroding value during the year under review, and what our performance in this regard is likely to be in the mid to long term. However, we intend to provide information relevant to our other key stakeholders, including our employees, customers, government, regulators and society as well.

Assuring the integrity of our report

We use a combined assurance model to ensure the information we provide, and our underlying processes support the credibility and integrity of our reporting. Execution of our assurance plan and reporting is monitored by the Audit and Risk Committee, which reports to the Board quarterly on its execution and to shareholders annually (see pages 7 to 9 of the Annual Financial Statements). Material sustainability information has been approved internally by the Board, based on the recommendation of the Social and Ethics Committee.

Reporting suite

INTEGRATED REPORT

FOR THE YEAR ENDED 2 JULY 2023

Integrated Report

Available online at

www.shopriteholdings.co.za/shareholders-investors.html

ANNUAL

FINANCIALAnnual Financial Statements

STATEMENTS 2023

Available online at

www.shopriteholdings.co.za/shareholders-investors.html

SUSTAINABILITY REPORT

FOR THE YEAR ENDED 2 JULY 2023

Sustainability Report

Available online at

www.shopriteholdings.co.za/sustainability.html

Our application of King IV™

Available online at www.shopriteholdings.co.za/governance.html

Forward-looking information

This report contains certain information which may constitute forward-looking statements regarding the Group's operations and its performance prospects. These statements, by their nature, involve an inherent level of uncertainty because they relate to future events and circumstances that may be beyond the Group's control. They do, however, reflect our best judgement and estimates informed by the Group's Board-approved business plans as at the time of publication of this report. Within this context, the directors advise readers to use caution in the interpretation of any forward-looking statements contained in this report. The Group cannot take responsibility for updating or revising any forward-looking statements except as required by applicable legislation or regulation. Any forward-looking information has not been reviewed or reported on by the Group's auditors.

Board approval

To our valued stakeholders

Welcome to our Integrated Report for the year ended 2 July 2023, which is one of our primary vehicles for communicating with our stakeholders. It has been prepared with the aim of providing a balanced, transparent, and integrated review of the Group's financial performance and our material sustainability matters during the financial year.

The Board of Directors acknowledges its oversight of the integrity of the Group's reporting. The Audit and Risk Committee is tasked with the role of overseeing the preparation of this report and interrogating the content, process and assurance in respect of the integrity of the report. The other Board committees also provided oversight of the content related to their respective mandates. The Audit and Risk Committee recommended the 2023 Integrated Report for approval by the Board.

The Board reviewed the 2023 Integrated Report to satisfy itself as to its veracity and the balance achieved in the report and to consider whether the report is reflective of the collective mind of the Board.

Delivering on our purpose and our SDG commitment

The Shoprite Group recognises the importance of delivering on the SDGs by 2030. While all SDGs are relevant to the Group, it has identified three of them to which it makes the most meaningful contribution. These three SDGs align closely with the Group's purpose, strategic objectives and role as a responsible corporate citizen.

The Board considered materiality for the purposes of the Integrated Report and the effect that the presence or absence of information might have on the accuracy or validity of a statement in the Integrated Report, or a decision by stakeholders. The Board satisfied itself of the authenticity of information used for internal decision-making by management, the Board and its committees, as well as the integrity of the Integrated Report.

The Board is of the view that, to the best of its knowledge and belief, the Integrated Report addresses matters material to stakeholder decision-making by explaining the impact of the Group's value-creation process over time. It takes into consideration the Group's impact on its stakeholders and the environment in which it operates.

The Board approved the report on 29 September 2023.

SDG 2

End hunger, achieve food security and improved nutrition, and promote

sustainable agriculture

Our key purpose of pioneering access to the most affordable goods and services is to contribute to food security by keeping essential and nutritious foods affordable.

Our corporate social investment (CSI) programme focuses on providing hunger relief and contributing to food security. We contribute to the promotion

of sustainable agriculture

through our enterprise and supplier development (ESD)

programme.

SDG 8

Promote sustained, inclusive and sustainable economic growth, full and productive employment and

decent work for all

Through the growth of our business, we are promoting sustainable economic growth. By employing more than 153 000 people, to whom we pay salaries and on which they pay taxes, we contribute to productive employment and decent work. Our CSI focus on addressing youth unemployment is contributing to full and productive employment and decent work for its beneficiaries.

Our purpose includes creating economic opportunities. These include the efforts of our ESD programmes and our discretionary procurement, to create economic opportunities for historically disadvantaged SMMEs and the people they employ in their businesses. They include the opportunities created

by our investments in new stores and formats, our supply chain, and technology as well.

SDG 12

Ensure sustainable consumption and production

patterns

Our purpose is to protect our planet, which includes the Group's commitment to sustainable resource management throughout our operations. We focus on increased efficiencies regarding energy, emissions, and water; reducing waste (in particular reducing food waste in our own operations and at an agricultural level), recycling and reusing waste; diverting packaging waste from landfills to recycling facilities, and our management of biodiversity. Through our Supplier Code of Conduct we encourage our suppliers to adopt sustainable practices.

Our purpose is to uplift lives every day by

• pioneering access to the most affordable goods and services
• creating economic opportunity
• protecting our planet.

These large reusable and recyclable bags are designed to reduce the number of bags shoppers have to pay for when they travel in a taxi.

Our values

Our values guide our behaviour to fulfil our purpose, and they define how we do business.

Doing the right thing

Putting our customers first

Acting ethically and with integrity

Making a difference beyond our own doors

Saving to share

Relentlessly focusing on improving productivity and managing costs to provide our customers with the lowest prices

Pioneering access to the most affordable goods and services

Shoprite focuses on affordability by providing lower prices you can always trust on the things you need most. As a responsible corporate citizen, Shoprite addresses affordability through its R5 bread and R5 meal solutions, as well as providing hunger relief through

its Mobile Soup Kitchens, community food gardens, surplus donations and meals for children in early childhood development (ECD) centres.

Usave is South Africa's thriftiest retailer, ensuring access to the lowest possible prices through simple, no-frills retail solutions on your doorstep. This limited assortment retail format is based in community areas, close to where our customers live.

Checkers and Checkers Hyper offer customers better value, choice and range. Positioned in the mid-to-uppersegment, they aim to democratise premium food retail by making it accessible to more people. The Checkers Sixty60 on-demand one-hourdelivery app makes shopping effortless and in-storeproduct partnerships and formats such as Petshop Science, Little Me (baby), Outdoor and UNIQ (clothing) illustrate our investment in retail adjacencies to increase our share of spend.

Creating economic opportunity

As the largest private sector employer in South Africa, the Shoprite Group is a meaningful contributor to employment and employment growth. We also contribute to youth employment via our bursary programme, the Retail Readiness skills programme (RRP) and the YES4Youth work experience programme. Our Shoprite Employee Trust pays a distribution to our employees and encourages retention, as to qualify as a beneficiary an employee must have worked for the Group for two years.

We create economic opportunity through our supplier development programme by procuring from small and medium companies, as well as those that are owned by previously disadvantaged individuals.

Protecting our planet

As a responsible retailer, we are constantly looking for opportunities to reduce our impact on the environment through our environmental sustainability programmes, which include mitigating climate change; reducing food waste, reusing and recycling waste; sourcing products responsibly; and protecting water resources. In addition, we are constantly increasing the installed capacity of our solar PV systems at our current and new distribution centres and at our stores, where it is possible for us to install PV systems.

The Group has validated science-based targets to ensure that its climate-related actions are impactful and meaningful.

Helping others where we can

Developing local

Investing in our people

Creating opportunities

Embracing economic transformation

Supporting communities where our customer needs are the biggest