About

Caledonia Mining Corporation Plc (“Caledonia” or “the Company”) has adopted the Quoted Companies Alliance Corporate Governance Code (the “Code”). The ten principles of the Code are described below together with an explanation of how the Company applies the principles.

In addition to the disclosures set out below against the principles, the correct application of the Code requires that the Chair provides a clear explanation of how the Company applies the Code (the corporate governance statement):

CHAIR’S CORPORATE GOVERNANCE STATEMENT

“As Chair of Caledonia Mining Corporation Plc, I am pleased to present our Corporate Governance Statement for the year ended 2025 on behalf of my fellow directors (“Directors”). Our commitment to strong governance is fundamental to our strategy, our values, and our long-term success in Africa’s gold mining sector.

Caledonia operates in a complex and dynamic environment, and our governance framework is designed to support sustainable growth, manage risk, and uphold the trust of our shareholders, employees, and host communities. Notwithstanding adherence by the Company to the governance laws and principles that are relevant to the Company by virtue of its multi-jurisdictional operating environment, we continue to apply the principles of the Code, which provides a practical and proportionate framework for AIM-listed companies like ours.

The Code, which was recently updated, sets out best practices for small to medium companies and we have outlined the ten principles of the Code and explained how the Company has applied them in the table below.

Our board of Directors (“the Board”) remains focused on delivering long-term value through disciplined capital allocation, risk management and strategic oversight. The successful ramp-up of the Central Shaft at Blanket Mine and the acquisitions of the Bilboes, Motapa and Maligreen projects are key milestones that reflect the Company’s strategic ambition and execution capability.

The Board has two executive Directors and eight independent non-executive Directors, thus ensuring a majority of independent views on the Board. All major decisions relating to the business are made by the Board as a whole, supported by the work of its committees (“the Committees”) and their recommendations. The Board will continue to review the composition of the Board and its Committees as the Company grows and evolves.

The Directors have a wealth of experience from diverse professional and personal backgrounds. I am responsible for leading the Board, including ensuring that an appropriate level of diversity is maintained to promote distinct perspectives, and for implementing a robust governance framework. The CEO is responsible for executing the strategy of the business and for ensuring that the Company’s business model is implemented effectively and in line with the Company’s values.

The Board meets at least quarterly and as required from time to time to consider specific issues required for decision by the Board. Amongst other things, the Board is responsible for setting the Company strategy, ensuring corporate governance is of an appropriate standard, approving the business plan, appointing the CEO and approving the appointment of executive officers. The Board reviews key business risks regularly, including the financial and non-financial risks facing the business.

As we expand our footprint in Zimbabwe and pursue new opportunities, our governance practices will evolve to meet the demands of a growing and increasingly complex business. We remain committed to the principles of accountability, integrity, and stakeholder engagement.

On behalf of the Board, I thank our shareholders for their continued support and our staff for their dedication and hard work.”

John L Kelly

Chair of the Board

Caledonia Mining Corporation Plc

March 2026