South32 : Leadership Team Changes

17 January 2019

South32 Limited

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

(ACN 093 732 597)

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

ISIN: AU000000S320 south32.net

SOUTH32 LEADERSHIP TEAM CHANGES

South32 Limited (ASX, LSE, JSE: S32; ADR: SOUHY) (South32) is pleased to announce changes to the Group's leadership team.

Katie Tovich will succeed Brendan Harris as Chief Financial Officer (CFO) from 1 May 2019. To ensure a smooth transition, Katie will immediately assume the role of Deputy Chief Financial Officer.

Brendan will take over from Peter Finnimore as Chief Marketing Officer (CMO) assuming responsibility for South32's commodity marketing and supply functions. Brendan will move to Marketing from 1 July 2019 to work with Peter to enable handover of our global customer relationships.

South32 Chief Executive Officer Graham Kerr said: "These appointments mark the culmination of a succession process that highlights the diverse talent within our organisation, whilst broadening the skills and experience of our leadership team."

"With more than 25 years' experience in the global resources industry in senior finance and marketing roles, including setting up and leading our Treasury function, Katie is ideally placed to lead our finance team and continue our disciplined approach to capital management," Mr Kerr said.

"Brendan was an integral member of the leadership team that established South32 and has been an outstanding CFO overseeing our strong balance sheet and predictable returns to shareholders. Brendan's extensive financial and market experience will be invaluable as he moves into the role of CMO."

"Peter established South32's marketing team, creating a fit-for-purpose, commercially focused function. With a career spanning more than 25 years, he has forged strong relationships with our customers and played a key role in reshaping the market pricing mechanism for alumina. While Peter will remain CMO for a transitional period, I would like to take the opportunity to thank him for his contribution to South32 and wish him well in his future endeavours."

Ends

Brendan Harris biography

Brendan Harris commenced as Chief Financial Officer in November 2014 and played an integral role in the establishment and listing of South32. He is currently responsible for overseeing South32's disciplined capital management framework and is accountable for Financial Reporting, Management Reporting, Treasury, Business Evaluation, Tax, Corporate Affairs, Investor Relations, Risk and Assurance, and Brazil Alumina.

Prior to South32, Brendan was Head of Investor Relations at BHP between 2011 and 2014 based in the United Kingdom and then Australia, having been Vice President Investor Relations Australasia from July 2010. During his career, Brendan held various roles in investment banking, including Executive Director Metals and Mining Research at Macquarie Equities.

Brendan holds a Bachelor of Science in geology and geophysics from Flinders University.

Registered Office Level 35 108 St Georges Terrace Perth WA 6000 Australia

ABN 84 093 732 597 Registered in Australia

Katie Tovich biography

Katie Tovich has more than 25 years' global experience in the resources sector covering commodities marketing, finance, risk management, corporate affairs and investor relations. At South32, Katie has held senior leadership positions including Vice President Corporate Affairs and Investor Relations, and Head of Treasury.

Prior to South32, Katie held senior finance and marketing roles at BHP in Australia and Asia, including Vice President Corporate Finance, Head of Finance Worsley Alumina and Vice President Finance Marketing - Carbon Steel Materials. Earlier in her career, Katie held finance and marketing management positions at WMC Resources Limited in Australia and North America.

Katie holds a Bachelor of Commerce degree from the University of Tasmania. She is also a member of the Institute of Chartered Accountants Australia and New Zealand and a graduate of the Australian Institute of Company Directors.

About South32

South32 is a globally diversified mining and metals company. We produce bauxite, alumina, aluminium, energy and metallurgical coal, manganese, nickel, silver, lead and zinc at our operations in Australia, Southern Africa and South America. We are also the owner of a high grade zinc, lead and silver development option in North America and have several partnerships with junior explorers with a focus on base metals. Our purpose is to make a difference by developing natural resources, improving people's lives now and for generations to come, and to be trusted by our owners and partners to realise the potential of their resources.

Further Information

Investor Relations

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Further information on South32 can be found atwww.south32.net.

JSE Sponsor: UBS South Africa (Pty) Ltd

17 January 2019