Appointment of new non-executive director / Board and committee changes

SABMiller plc is pleased to announce that Mr Guy Elliott has agreed to join the SABMiller board as an independent non-executive director with effect from 1 July 2013.

Mr Elliott, age 57, has been the Chief Financial Officer of Rio Tinto plc and Rio Tinto Limited since 2002. He will be stepping down from these positions on 18 April 2013, although he will continue as a senior executive director of Rio Tinto plc and Rio Tinto Limited until the end of 2013.

Mr Elliott began his career in 1977 with Kleinwort Benson, and then joined the Rio Tinto Group in 1980 after gaining an MBA at INSEAD. He held a variety of marketing, strategy and general management positions in the Rio Tinto Group, including Head of Business Evaluation, and President of Rio Tinto Brasil, before being appointed as Chief Financial Officer in 2002. He has been a non-executive director of Royal Dutch Shell plc since 2010 and the chairman of its audit committee since May 2011. He was previously a non-executive director of Cadbury plc from 2007 until its acquisition by Kraft in 2010, and during his tenure he served as chairman of the audit committee until April 2009, and as senior independent director from 2008 until 2010.

SABMiller also announces that Mr Cyril Ramaphosa, who has been an independent non-executive director since March 1999, will not be seeking re-election this year, and will retire from the board at the annual general meeting in July 2013.

The following consequential and other changes to the composition of the board’s committees are also intended to become effective from the conclusion of the annual general meeting in July 2013:

• Mr Graham Mackay, who it is intended will become Non-Executive Chairman at the conclusion of that meeting when Mr Alan Clark becomes Chief Executive, will succeed Mr John Manser as chairman of the nomination committee. Mr Manser will remain a member of the nomination committee, and Ms Helen Weir, who was appointed as a non-executive director in May 2011, will join the nomination committee in place of Mr Ramaphosa.
• Ms Lesley Knox, who was appointed as a non-executive director in May 2011, will succeed Mr Miles Morland as chairman of the remuneration committee. Mr Morland will remain a member of the remuneration committee, and Mr Guy Elliott will join the remuneration committee.
• Mr Guy Elliott will also join the audit committee.

At the conclusion of the annual general meeting in 2014, the board of SABMiller expects the following further changes to the composition of the board and its committees:

• Mr John Manser, who has been an independent non-executive director since 2001, and Mr Miles Morland, who has been an independent non-executive director since 1999, will not seek re-election and will retire from the board at the conclusion of the annual general meeting in 2014.
• Mr Guy Elliott will succeed Mr Manser as Deputy Chairman and senior independent director and will become a member of the nomination committee.
• Mr Mark Armour, who has been an independent non-executive director since 2010, will succeed Mr Manser as chairman of the audit committee.

Commenting on this year’s changes, Mr Graham Mackay, Executive Chairman of SABMiller plc, said:

“I am delighted to welcome Guy Elliott as a director. He is a highly experienced business leader, with a strong reputation as a seasoned non-executive in the international business community and in the City. He has been part of the leadership team of a global business working across a mix of emerging and developed markets, and has deep experience of working through joint ventures and partnerships – all very pertinent to our business structure – as well as an understanding of consumer facing businesses acquired during his time on the Cadbury board.

“Guy will be an excellent addition to our board, and his appointment reflects our continued commitment to the process of progressive renewal of the board.

“At the same time, I am saddened that Cyril Ramaphosa has decided that in light of the increasing amount of time which he will need to devote to his public service commitments, he cannot continue as a director of SABMiller. Cyril has served SABMiller with distinction since his first appointment as a director and as acting chairman of our predecessor company in South Africa in 1997, and his wise counsel, his infectious good humour, and his deep understanding will be sorely missed. The directors are grateful to Cyril for his friendship and dedication over many years of service, and on behalf of everyone at SABMiller, we wish him every success in facing the challenges of his new role.”