Edgar Filing: HARMONY GOLD MINING CO LTD

Page 1

As filed with the Securities and Exchange Commission on October 23, 2015

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

________________________

FORM 20-F

(Mark One)

REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended June 30, 2015

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of event requiring this shell company report

For the transition period from

Commission file number: 001 — 31545

HARMONY GOLD MINING COMPANY LIMITED

(Exact name of registrant as specified in its charter)

REPUBLIC OF SOUTH AFRICA

(Jurisdiction of incorporation or organization)

RANDFONTEIN OFFICE PARK, CNR WARD AVENUE AND MAIN REEF ROAD,

RANDFONTEIN, SOUTH AFRICA, 1759

(Address of principal executive offices)

Riana Bisschoff, Group Company Secretary

Tel: +27 11 411 6020, riana.bisschoff@harmony.co.za, fax: +27 (0) 11 696 9734,

Randfontein Office Park, CNR Ward Avenue and Main Reef Road, Randfontein, South Africa, 1759

(Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person)

Securities registered or to be registered pursuant to Section 12(b) of the Act:

Ordinary shares, with nominal value Rand 50 cents per share*

(Title of Class)

American Depositary Shares (as evidenced by American Depositary Receipts),

each representing one ordinary share

(Title of Class)

* Not for trading, but only in connection with the registration of American Depositary Shares, pursuant to the requirements of the Securities and Exchange Commission.

Securities registered or to be registered pursuant to Section 12(g) of the Act:

None

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:

None

The number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the last full fiscal year covered by

this Annual Report was 436,187,133 ordinary shares, with nominal value of Rand 50 cents per share

_______________________________________________________________________________________________

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. YES

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934. YES

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing
requirements for the past 90 days. YES

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File
required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files)**. ; YES

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated
filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer

Accelerated filer

Non-accelerated filer

Small reporting company

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:

US GAAP

International Financial Reporting Standards as issued

by the International Accounting Standards Board

Other

If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to
follow**:

Item 17

Item 18

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

YES

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court**.

YES

**Not applicable to the registrant

- i -

TABLE OF CONTENTS

PART I

ITEM 2.

ITEM 1.

OFFER STATISTICS AND EXPECTED TIMETABLE

IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS

ITEM 3.

KEY INFORMATION

ITEM 4.

INFORMATION ON THE COMPANY

ITEM 4A.

UNRESOLVED STAFF COMMENTS

ITEM 5.

OPERATING AND FINANCIAL REVIEW AND PROSPECTS

ITEM 6.

DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES

ITEM 7.

MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS

ITEM 8.

FINANCIAL INFORMATION

ITEM 9.

THE OFFER AND LISTING

ITEM 10.

ADDITIONAL INFORMATION

ITEM 11.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

ITEM 12.

DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES

PART II

ITEM 13.

DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES

ITEM 14.

MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND
USE OF PROCEEDS

ITEM 15.

CONTROLS AND PROCEDURES

ITEM 16A.

AUDIT COMMITTEE FINANCIAL EXPERT

ITEM 16B.

CODE OF ETHICS

ITEM 16C.

PRINCIPAL ACCOUNTANT FEES AND SERVICES

ITEM 16.D.

EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES

ITEM 16E.

PURCHASE OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED
PURCHASERS

ITEM 16F.

CHANGE IN REGISTRANT’S CERTIFYING ACCOUNTANT

ITEM 16G.

CORPORATE GOVERNANCE

ITEM 16.H.

MINE SAFETY DISCLOSURE

PART III

ITEM 17.

FINANCIAL STATEMENTS

ITEM 18.

FINANCIAL STATEMENTS

ITEM 19.

EXHIBITS

SIGNATURE

S-1

- ii -

This document comprises the annual report on Form 20-F and the annual report to shareholders for the year ended

June 30, 2015 (“Harmony 2015 Form 20-F”) of Harmony Gold Mining Company Limited (“Harmony” or the
“Company”). Pursuant to Rule 12b-23(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”),
the information for the Harmony 2015 Form 20-F set out below is being incorporated by reference from the Harmony
Integrated Annual Report 2015 included as exhibit 15.1 to the Harmony 2015 Form 20-F (“Integrated Annual Report
2015”).

Only (i) the information set out below with the reference to specific pages of the Integrated Annual Report 2015,

including any page references incorporated in the incorporated material unless specifically noted otherwise (ii) the
cautionary statement concerning forward-looking statements on the inside cover and (iii) the Exhibits, shall be deemed to
be filed with the Securities and Exchange Commission (“SEC”) for any purpose. Any information herein which is not
referenced in the Harmony 2015 Form 20-F or the Exhibits themselves, shall not be deemed to be so incorporated by
reference. References in these documents to the Harmony website are included as an aid to their location and, unless
otherwise expressly stated, are not incorporated by reference into this document.

USE OF TERMS AND CONVENTIONS IN THIS ANNUAL REPORT

Harmony Gold Mining Company Limited is a corporation organized under the laws of the Republic of South

Africa. As used in this Annual Report on Form 20-F (“Harmony 2015 Form 20-F”), unless the context otherwise
requires, the terms “Harmony” and “Company” refer to Harmony Gold Mining Company Limited; the term “South
Africa” refers to the Republic of South Africa; the terms “we”, “us” and “our” refer to Harmony and, as applicable, its
direct and indirect subsidiaries as a “Group”.

In this annual report, references to “R”, “Rand” and “c”, “cents” are to the South African Rand, the lawful

currency of South Africa, “A$” and “Australian dollars” refers to Australian dollars, “K” or “Kina” refers to Papua New
Guinean Kina and references to “$”, “US$” and “US dollars” are to United States dollars.

This annual report contains information concerning our gold reserves. While this annual report has been prepared

in accordance with the regulations contained in the SEC’s Industry Guide 7, it is based on assumptions which may prove
to be incorrect. See Item 3: “Key Information—Risk Factors—Estimations of Harmony’s gold reserves are based on a
number of assumptions, including mining and recovery factors, future cash costs of production and the price of gold. As
a result, quantities of gold produced may differ from current estimates.”

This annual report contains descriptions of gold mining and the gold mining industry, including descriptions of

geological formations and mining processes. We have explained some of these terms in the Glossary of Mining Terms
included in this annual report. This glossary may assist you in understanding these terms.

PRESENTATION OF FINANCIAL INFORMATION

We are a South African company and the majority of our operations are located in our home country. Accordingly,

our books of account are maintained in South African Rand and our annual and interim financial statements are prepared
in accordance with International Financial Reporting Standards as issued by the International Accounting Standards
Board (“IFRS”). This annual report includes our consolidated financial statements prepared in accordance with IFRS,
translated into US dollars. All financial information, except as otherwise noted, is stated in accordance with IFRS.

In this annual report, we also present “cash costs”, “cash costs per ounce”, “all-in sustaining costs” and “all-in

sustaining costs per ounce”, which are non-GAAP measures. An investor should not consider these items in isolation or
as alternatives to production costs, cost of sales or any other measure of financial performance presented in accordance
with IFRS. The calculation of cash costs, cash costs per ounce, all-in sustaining costs and all-in sustaining costs per
ounce may vary significantly among gold mining companies and, by themselves, do not necessarily provide a basis for
comparison with other gold mining companies. For further information, see Item 5:“Operating and Financial Review
and Prospects—Costs—Reconciliation of Non-GAAP Measures”.

We have included the US dollar equivalent amounts of certain information and transactions in Rand, Kina and A$.

Unless otherwise stated, we have translated: (i) balance sheet items at the closing rate as reported by Reuters on the last
business day of the period (R12.16 per US$1.00 as at June 30, 2015 and R10.61 per US$1.00 as at June 30, 2014),
(ii) acquisitions, disposals and specific items such as impairments at the rate prevailing at the dates applicable to such
transactions and (iii) income statement items at the average rate for the year (R11.45 per US$1.00 for fiscal 2015, R10.35
per US$1.00 for fiscal 2014 and R8.82 per US$1.00 for fiscal 2013). Profit from discontinued operations included in the
income statement in fiscal 2013 is translated from Rand to US dollars at the average exchange rate for the eight month
period (R8.55 per US$1.00 for the period July 1, 2012 to February 28, 2013). Capital expenditures for fiscal 2016 have
been translated at an exchange rate of R12.50 per US$1.00. By including these US dollar equivalents in this annual
report, we are not representing that the Rand, Kina and A$ amounts actually represent the US dollar amounts, as the case
may be, or that these amounts could be converted at the rates indicated. For further information, see Item 3:“Key
Information—Selected Financial Data—Exchange Rates”.

- iii -

CAUTIONARY STATEMENT ABOUT FORWARD-LOOKING STATEMENTS

This annual report contains forward-looking statements within the meaning of the safe harbor provided by

Section 21E of the Exchange Act and Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), with
respect to our financial condition, results of operations, business strategies, operating efficiencies, competitive positions,
growth opportunities for existing services, plans and objectives of management, markets for stock and other matters.
These include all statements other than statements of historical fact, including, without limitation, any statements
preceded by, followed by, or that include the words “targets”, “believes”, “expects”, “aims” , “intends” , “will”, “may”,
“anticipates”, “would”, “should”, “could”, “estimates”, “forecast”, “predict”, “continue” or similar expressions or the
negative thereof.

These forward-looking statements, including, among others, those relating to our future business prospects,

revenues and income, wherever they may occur in this annual report and the exhibits to this annual report, are necessarily
estimates reflecting the best judgment of our senior management and involve a number of risks and uncertainties that
could cause actual results to differ materially from those suggested by the forward-looking statements. As a consequence,
these forward-looking statements should be considered in light of various important factors, including those set forth in
this annual report. Important factors that could cause actual results to differ materially from estimates or projections
contained in the forward-looking statements include, without limitation:

overall economic and business conditions in South Africa, Papua New Guinea, Australia and elsewhere;

estimates of future earnings, and the sensitivity of earnings to the gold and other metals prices;

estimates of future gold and other metals production and sales;

estimates of future cash costs;

estimates of future cash flows, and the sensitivity of cash flows to the gold and other metals prices;

statements regarding future debt repayments;

estimates of future capital expenditures;

the success of our business strategy, development activities and other initiatives;

estimates of reserves statements regarding future exploration results and the replacement of reserves;

the ability to achieve anticipated efficiencies and other cost savings in connection with past and future
acquisitions;

fluctuations in the market price of gold;

the occurrence of hazards associated with underground and surface gold mining;

the occurrence of labor disruptions;

power cost increases as well as power stoppages, fluctuations and usage constraints;

supply chain shortages and increases in the prices of production imports, availability, terms and
deployment of capital;

changes in government regulation, particularly mining rights and environmental regulation;

fluctuations in exchange rates;

the adequacy of the Group’s insurance coverage;

socio-economic or political instability in South Africa, Papua New Guinea, Australia and other countries in
which we operate.

We undertake no obligation to update publicly or release any revisions to these forward-looking statements to

reflect events or circumstances after the date of this annual report or to reflect the occurrence of unanticipated events,
except as required by law.

PART I
ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS

Not applicable.

ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE

Not applicable.

ITEM 3. KEY INFORMATION

A. SELECTED FINANCIAL DATA

The selected consolidated financial data below should be read in conjunction with, and are qualified in their

entirety by reference to, our consolidated financial statements, and the notes thereto, set forth beginning on page F-1,
and with Item 3:“Key Information—Risk Factors” and Item 5: “Operating and Financial Review and Prospects”.
Historical results are not necessarily indicative of results to be expected for any future period.

Selected Historical Consolidated Financial Data

We are a South African company and the majority of our operations are located in our home country. Accordingly,

our books of account are maintained in South African Rand and our annual and interim financial statements are prepared
in accordance with IFRS. This annual report includes our consolidated financial statements prepared in accordance with
IFRS, translated into US dollars. The selected historical consolidated income statement and balance sheet data for the last
five fiscal years are, unless otherwise noted, stated in accordance with IFRS, and has been extracted from the more
detailed information and financial statements prepared in accordance with IFRS, including our audited consolidated
financial statements as of June 30, 2015 and 2014 and for each of the years in the three years ended June 30, 2015 and the
related notes, set forth beginning on page F-1.

Discontinued operations for the periods below include the Evander operations in South Africa, as well as our

Mount Magnet operations in Australia. The assets and liabilities of the Evander operation were classified as held for sale
in fiscal 2012 following the signing of a sale of shares and claims agreement with Pan African Resources plc (“Pan
African”). The results of this operation have been presented as a discontinued operation. In fiscal 2010, Australia’s
Mount Magnet operations were classified as held for sale and the results of the Mount Magnet operation presented as
discontinued operations when an agreement for its disposal to Ramelius Resources Limited (“Ramelius”) was concluded
in fiscal 2011. The reclassifications in respect of discontinued operations were done in terms of IFRS 5 — Non-Current
Assets Held for Sale and Discontinued Operations. See Item 4: “Information on the Company—Discontinued Operations
and Operations Recently Placed on Care and Maintenance—Discontinued Operations: Evander” and note 12 “Disposal
Groups Classified as Held for Sale and Discontinued Operations” of our consolidated financial
statements, set forth beginning on page F-1.

Fiscal year ended June 30,

2015

2014

2013

2012

2011

($ in millions, except per share amounts, cash costs per ounce and all-

in sustaining costs per ounce)

Income Statement Data
Revenue ..............................................

1,348

1,515

1,803

1,953

1,659

(Impairment)/reversal of impairment

of assets .........................................

(285)

(135)

(274)

(39)

Operating (loss)/profit ........................

(433)

(146)

(193)

271

(Loss)/profit from associates ..............

(2)

(10)

—

(7)

(Loss)/profit from continuing

operations before taxation .............

(436)

(145)

(191)

245

Taxation..............................................

621

(69)

(Loss)/profit from continuing

operations ......................................

(374)

(118)

(260)

261

Profit/(loss) from discontinued

operations ......................................

—

(2)

Net (loss)/profit ..................................

(374)

(118)

(224)

336

Basic (loss)/earnings per share from

continuing operations (US cents) ..

(86)

(27)

(60)

Diluted (loss)/earnings per share

from continuing operations (US
cents) .............................................

(86)

(27)

(60)

Basic (loss)/earnings per share (US

cents) .............................................

(86)

(27)

(52)

Diluted (loss)/earnings per share (US

cents) .............................................

(86)

(27)

(52)

Weighted average number of shares

used in the computation of basic
(loss)/earnings per share................

434,423,747

433,212,423

431,880,814

430,817,682

429,310,123

Weighted average number of shares

used in the computation of diluted
(loss)/earnings per share................

438,091,109

434,715,373

432,716,622

432,022,229

430,420,068

Dividends per share (US cents)⁽¹⁾

.......

—

Dividends per share (SA cents)⁽¹⁾

.......

—

100

Other Financial Data
Cash costs per ounce of gold from

continuing operations ($/oz)⁽²⁾

.......

1,003

988

1,146

1,101

1,004

Total cash costs per ounce of gold

($/oz)⁽²⁾

..........................................

1,003

988

1,137

1,086

1,009

All-in sustaining costs per ounce of

gold from continuing operations
($/oz)⁽²⁾

..........................................

1,246

1,242

1,522

1,431

N/A

Balance Sheet Data
Assets
Property, plant and equipment ............

2,430

3,116

3,279

3,992

4,607

Assets of disposal groups classified

as held for sale...............................

—

174

Total assets .........................................

2,972

3,852

4,221

5,250

5,880

Net assets............................................

2,200

2,925

3,229

4,139

4,450

Equity and liabilities
Share capital .......................................

4,035

4,036

4,033

Total equity.........................................

2,200

2,925

3,229

4,139

4,450

Borrowings (current and non-current)

280

270

254

221

230

Liabilities of disposal groups held for

sale ................................................

—

Other liabilities ...................................

492

657

738

844

1,198

Total equity and liabilities ..................

2,972

3,852

4,221

5,250

5,880

⁽¹⁾

Dividends per share relates to the dividends recorded and paid during the fiscal year.

⁽²⁾

Cash costs per ounce and all-in sustaining costs per ounce are non-GAAP measures. Cash costs per ounce and all-
in sustaining cost per ounce have been calculated on a consistent basis for all periods presented. Changes in cash
costs per ounce and all-in sustaining costs per ounce are affected by operational performance, as well as changes
in the currency exchange rate between the Rand and the US dollar. Because cash cost per ounce and all-in

sustaining costs per ounce are non-GAAP measures, these measures should therefore not be considered by
investors in isolation or as an alternative to production costs, cost of sales, or any other measure of financial
performance calculated in accordance with IFRS. The calculation of cash costs, cash costs per ounce, all-in
sustaining costs and all-in sustaining costs per ounce may vary from company to company and may not be
comparable to other similarly titled measures of other companies. For further information, see Item 5:“Operating
and Financial Review and Prospects—Costs—Reconciliation of Non-GAAP measures”.

Exchange Rates

Unless otherwise stated, balance sheet item amounts are translated from Rand to US dollars at the exchange rate

prevailing on the last business day of the period (R12.16 per US$1.00 as at June 30, 2015 and R10.61 per US$1.00 as at
30 June, 2014), except for acquisitions, disposals and specific items such as impairments that are converted at the
exchange rate prevailing on the dates of the transactions and income statement item amounts that are translated from
Rand to US dollars at the average exchange rate for the period (R11.45 per US$1.00 for fiscal 2015, R10.35 per US$1.00
for fiscal 2014 and R8.82 per US$1.00 for fiscal 2013). During the year, the Rand/dollar closing exchange rate ranged
between R10.50 and R12.58 per US$1.00. Profit from discontinued operations included in the income statement in fiscal
2013 is translated from Rand to US dollars at the average exchange rate for the eight month period (R8.55 per US$1.00
for the period July 1, 2012 to February 28, 2013).

As of October 16, 2015, the exchange rate per US$1.00 was R13.08.⁽¹⁾

The following table sets forth, for the past five fiscal years, the average and period end rates for Rand expressed in

Rand per US$1.00. The exchange rates are sourced from Reuters, being the closing rate at period end.

Fiscal Year Ended June 30,

Average⁽²⁾

Period End⁽¹⁾

2011 ....................................................................................

6.99

6.78

2012 ....................................................................................

7.77

8.21

2013 ....................................................................................

8.82

9.98

2014 ....................................................................................

10.35

10.61

2015 ....................................................................................

11.45

12.16

Month of

High

Low

May 2015............................................................................

12.14

11.78

June 2015............................................................................

12.58

12.10

July 2015 ............................................................................

12.70

12.24

August 2015........................................................................

13.34

12.62

September 2015 ..................................................................

14.06

13.25

October 2015 (through October 16, 2015)..........................

13.91

13.03

⁽¹⁾

Based on the interbank rate as reported by Reuters.

⁽²⁾

The daily average of the closing rate during the relevant period as reported by Reuters.

Fluctuations in the exchange rate between Rand and the US dollar will affect the dollar equivalent of the price of

ordinary shares on the Johannesburg Stock Exchange (“JSE”), which may affect the market price of the American
Depositary Shares (“ADSs”) evidenced by American Depositary Receipts (“ADRs”) on the New York Stock Exchange
(“NYSE”). These fluctuations will also affect the dollar amounts received by owners of ADSs on the conversion of any
dividends on ordinary shares paid in Rand.

B. CAPITALIZATION AND INDEBTEDNESS

Not applicable.

C. REASONS FOR THE OFFER AND USE OF PROCEEDS

Not applicable.

D. RISK FACTORS

In addition to the other information included in this annual report and the exhibits, you should also carefully

consider the following factors related to our ordinary shares and ADSs. There may be additional risks that we do not
currently know of or that we currently deem immaterial based on information currently available to us. Although
Harmony has a formal risk policy framework in place, the maintenance and development of which is undertaken on an
ongoing basis so as to help management address systematic categories of risk associated with its business operations,
any of these risks could have a material adverse effect on our business, financial condition or results of operations,
leading to a decline in the trading price of our ordinary shares or our ADSs. The risks described below may, in

retrospect, turn out to be incomplete and therefore may not be the only risks to which we are exposed. Additional risks
and uncertainties not presently known to us or that we now believe are immaterial (and have therefore not been
included), could also adversely affect our business, results of operations or financial condition. The order of presentation
of the risk factors below does not indicate the likelihood of their occurrence or the magnitude or the significance of the
individual risks. The risks described below could occur individually or cumulatively and intensify in case of a cumulative
occurrence.

Risks Relating to Our Business and the Gold Mining Industry

The profitability of our operations, and cash flows generated by those operations, are affected by changes in the

price of gold. A fall in the gold price below our cash cost of production for any sustained period may lead to losses and
require Harmony to curtail or suspend certain operations.

Substantially all of Harmony’s revenues come from the sale of gold. Historically, the market price for gold has

fluctuated widely and been affected by numerous factors, over which Harmony has no control, including:

demand for gold for industrial uses, jewelry and investment;

international or regional political and economic trends;

strength or weakness of the US dollar (the currency in which gold prices generally are quoted) and of other
currencies;

monetary policies announced or implemented by central banks, including the US Federal Reserve;

financial market expectations on the rate of inflation;

interest rates;

speculative activities;

forward sales by gold producers;

actual or expected purchases and sales of gold bullion held by central banks or other large gold bullion
holders or dealers; and

production and cost levels for gold in major gold-producing nations, such as South Africa, China, the United
States and Australia.

In addition, current demand and supply affects the price of gold, but not necessarily in the same manner as current
demand and supply affect the prices of other commodities. Historically, gold has retained its value in relative terms
against basic goods in times of inflation and monetary crisis. As a result, central banks, financial institutions and
individuals hold large amounts of gold as a store of value and production in any given year constitutes a very small
portion of the total potential supply of gold. Since the potential supply of gold is large relative to mine production in any
given year, normal variations in current production will not necessarily have a significant effect on the supply of gold or
its price. Uncertainty on global economic conditions has impacted the price of gold significantly since fiscal 2013 and
continued to do so in fiscal 2014 and in fiscal 2015 and may continue to do so in the future.

The volatility of gold prices is illustrated in the table, which shows the annual high, low and average of the

afternoon London bullion market fixing price of gold in US dollars for each of the past ten years:

Annual gold price: 2005 – 2015

Price per ounce (US$)

Calendar year

High

Low

Average

2005..............................................................................................

537

411

445

2006..............................................................................................

725

525

604

2007..............................................................................................

841

608

695

2008..............................................................................................

1,011

713

872

2009..............................................................................................

1,213

810

972

2010..............................................................................................

1,421

1,058

1,225

2011..............................................................................................

1,895

1,319

1,572

2012..............................................................................................

1,792

1,540

1,669

2013..............................................................................................

1,694

1,192

1,411

2014..............................................................................................

1,385

1,142

1,266

2015 (year to October 16, 2015)...................................................

1,296

1,081

1,176

On October 16, 2015, the afternoon fixing price of gold on the London bullion market was US$1,181/oz.

While the aggregate effect of these factors is impossible to predict, if gold prices should fall below Harmony’s cash

cost of production and capital expenditure required to sustain production and remain at these levels for any sustained
period, Harmony may record losses and be forced to curtail or suspend some or all of its operations. In addition,
Harmony would also have to assess the economic impact of low gold prices on its ability to recover any losses that may
be incurred during that period and on its ability to maintain adequate reserves.

Harmony’s average cash costs per ounce of gold produced from continuing operations was US$1,003 in fiscal

2015, US$988 in fiscal 2014 and US$1,146 in fiscal 2013. Harmony’s average all-in sustaining cost per ounce of gold
sold was US$1,246 in fiscal 2015, US$1,242 in fiscal 2014 and US$1,522 in fiscal 2013.

Foreign exchange fluctuations could have a material adverse effect on Harmony’s operational results and financial
condition.

Gold is priced throughout the world in US dollars and, as a result, Harmony’s revenue is realized in US dollars, but

most of our operating costs are incurred in Rand and other non-US currencies, including the Australian dollar and Kina.
Any significant and sustained appreciation of the Rand and other non-US currencies against the dollar will materially
reduce Harmony’s Rand revenues and overall net income.

As Harmony currently does not enter into forward sales, commodity derivatives or hedging arrangements on future
gold production, it is exposed to the impact of any significant decreases in the gold price.

As a rule, Harmony sells its gold at the prevailing market price. Currently, the company does not enter into forward sales,
commodity derivative or hedging arrangements to establish a price in advance for the sale of future gold production,
although Harmony may do so in future. As a result, Harmony may realize the benefit of any short-term increase in the
gold price, but is not protected against decreases; if the gold price should decrease significantly, Harmony’s revenues
may be materially adversely affected.

Global economic conditions could adversely affect the profitability of Harmony’s operations.

Harmony’s operations and performance depend on global economic conditions. A global economic downturn may

have follow-on effects on our business. These could include:

key suppliers becoming insolvent, resulting in a break-down in the supply chain; or

the availability of credit being reduced—this may make it more difficult for Harmony to obtain financing for
its operations and capital expenditure or make financing more expensive.

Coupled with the volatility of commodity prices as well as the rising trend of input costs, such factors could result

in initiatives relating to strategic alignment, portfolio review, restructuring and cost-cutting, temporary or permanent
shutdowns and divestments. Further, sudden changes in a life-of-mine plan or the accelerated closure of a mine may give
rise to the recognition of liabilities that are not anticipated.

In addition, uncertainty on global economic conditions may also increase volatility or negatively impact the market

value of Harmony’s securities.

Estimations of Harmony’s gold reserves are based on a number of assumptions, including mining and recovery
factors, future cash costs of production and the price of gold. As a result, quantities of gold produced may differ from
current estimates.

The mineral reserve estimates in this annual report are estimates of the mill-delivered quantity and grade of gold in

Harmony’s deposits and stockpiles. They represent the amount of gold that Harmony believes can be mined, processed
and sold at prices sufficient to recover its estimated future cash costs of production, remaining investment and anticipated
additional capital expenditures. Harmony’s mineral reserves are estimated based on a number of factors, which have been
stated in accordance with the South African Code for the Reporting of Exploration Results, Mineral Resources and
Mineral Reserves (“SAMREC Code”) and the Australian Code for the Reporting of Mineral Resources and Mineral
Reserves (“JORC”) and the SEC's Industry Guide 7. Calculations of Harmony’s mineral reserves are based on estimates
of:

future cash costs;

future gold prices; and

future currency exchange rates.

These factors, which significantly impact mineral reserve estimates, are beyond Harmony’s control. As a result,

reserve estimates in this annual report should not be interpreted as assurances of the economic life of Harmony’s gold
and other precious metal deposits or the future profitability of operations.

Since these mineral reserves are estimates based on assumptions related to factors detailed above, should there be

changes to these, we may in future need to revise these estimates. In particular, if Harmony’s cash operating and

production costs increase or the gold price decreases, recovering a portion of Harmony’s mineral reserves may become
uneconomical. This will lead, in turn, to a reduction in estimated reserves.

Harmony’s operations have limited proved and probable reserves, and exploration and discovery are necessary

to maintain current gold production levels at these operations. Exploration for gold and other precious metals is
speculative in nature, may be unsuccessful and involves many risks.

Risks include those related to:

locating orebodies;

geological nature of the orebodies;

identifying the metallurgical properties of orebodies;

estimating the economic feasibility of mining orebodies;

developing appropriate metallurgical processes;

obtaining necessary governmental permits; and

constructing mining and processing facilities at any site chosen for mining.

Harmony’s exploration efforts might not result in the discovery of mineralization, and any mineralization

discovered might not result in an increase in proved and probable reserves. To access additional reserves, Harmony will
need to successfully complete development projects, including extensions to existing mines and, possibly, new mines.
Development projects would also be required to access any new mineralization discovered by exploration activities
around the world. Harmony typically uses feasibility studies to determine whether to undertake significant development
projects. Feasibility studies include estimates of expected or anticipated economic returns, which are based on
assumptions about:

future gold and other metal prices;

anticipated tonnage, grades and metallurgical characteristics of ore to be mined and processed;

anticipated recovery rates of gold and other metals from the ore; and

anticipated total costs of the project, including capital expenditure and cash costs.

A failure in our ability to discover new reserves, enhance existing reserves or develop new operations in sufficient

quantities to maintain or grow the current level of our reserves could negatively affect our results, financial condition and
prospects.

Actual cash costs, capital expenditure, production and economic returns may differ significantly from those
anticipated by feasibility studies for new development projects.

It can take a number of years from the initial feasibility study until development is completed and, during that time,

the economic feasibility of production may change. In addition, there are a number of inherent uncertainties in
developing and constructing an extension to an existing mine or any new mine, including:

availability and timing of necessary environmental and governmental permits;

timing and cost of constructing mining and processing facilities, which can be considerable;

availability and cost of skilled labor, power, water and other materials;

accessibility of transportation and other infrastructure, particularly in remote locations;

availability and cost of smelting and refining arrangements;

availability of funds to finance construction and development activities; and

spot and expected future commodity prices of metals including gold, silver, copper, uranium and
molybdenum.

Competition with other mining companies and individuals for specialized equipment, components and supplies

necessary for exploration and development, for mining claims and leases on exploration properties and for the acquisition
of mining assets also impact existing operations and potential new developments. Competitors may have greater financial
resources, operational experience and technical capabilities – all which could negatively affect the anticipated costs and
economic returns.

Harmony currently maintains a range of focused exploration programs, concentrating mainly on a number of

prospective known gold mineralized areas in Papua New Guinea (“PNG”). During fiscal 2015, fiscal 2014 and fiscal
2013, the bulk of exploration expenditure was allocated to activities in PNG. However, there is no assurance that any

future development projects will extend the life of our existing mining operations or result in any new commercial
mining operations.

Costs associated with pumping water inflows from closed mines adjacent to our operations could adversely affect
Harmony’s operational results.

Certain of our mining operations are adjacent to the mining operations of other companies. A mine closure can

affect continued operations at an adjacent mine if appropriate preventative steps are not taken. In particular, this could
include the ingress of underground water when pumping operations at the closed mine are suspended. This can result in
damage to property, operational disruptions and additional pumping costs, which would adversely affect any one of our
adjacent mining operations.

Infrastructure constraints and ageing infrastructure could adversely affect Harmony’s operations

Mining, processing, development and exploration activities depend on adequate infrastructure. Reliable rail, ports,

roads, bridges, power sources, power transmission facilities and water supply are critical to the company’s business
operations and affect capital and operating costs. These infrastructures and services are often provided by third parties
whose operational activities are outside the control of the company.

Once a shaft or a processing plant has reached the end of its intended lifespan, higher than normal maintenance and

care is required. Maintaining this infrastructure requires skilled human resources, capital allocation, management and
planned maintenance. Although Harmony has implemented a comprehensive maintenance strategy, incidents resulting in
production delays, increased costs or industrial accidents may occur. Such incidents may have an adverse effect on
Harmony’s operating results and financial condition.

Fluctuations in input production prices linked to commodities may adversely affect Harmony’s operational results
and financial condition.

Fuel, energy and consumables, including diesel, heavy fuel oil, chemical reagents, explosives, tires, steel and

mining equipment consumed in mining operations form a relatively large part of the operating costs and capital
expenditure of a mining company. Harmony has no control over the costs of these consumables, many of which are
linked to some degree to the price of oil and steel.

Fluctuations in oil and steel prices have a significant impact on operating cost and capital expenditure estimates

and, in the absence of other economic fluctuations, could result in significant changes in the total expenditure estimates
for new mining projects or render certain projects non-viable.

The supply of electricity and increases in the cost of power may adversely affect the results of our operations and our
financial condition.

In South Africa, each of our mining operations depends on electrical power generated by the state utility, Eskom,

which holds a monopoly on the South African market. As a result of increased demand exceeding available generating
capacity, South Africa has been subject to disruptions in electrical power supply. In fiscal 2008, electricity supply was
interrupted by Eskom, halting production at certain of our mines. This led to management restructuring operating
processes to control and reduce our consumption of electricity at all our operations. During November 2014, Eskom
reintroduced a schedule of rolling blackouts, or “load shedding”. Eskom cannot guarantee that there will be no power
interruptions and is again facing very tight supply reserve margins in 2015, which can be expected to continue in the
medium term. An insufficient supply of electricity may affect our operational results and financial condition.

As a result of Eskom’s planned capital expansion program to deal with power constraints, an average annual tariff

increase of 8% for the five-year multi-year price determination period has been approved by the National Energy
Regulator of South Africa (“NERSA”). The first increase was implemented on 1 April 2013. During October 2014
NERSA granted a 12.69% increase in electricity prices – effective from April 2015. There can be no assurance as to the
existence or nature of any government intervention with respect to tariff increases in the future. During the 2015 budget
speech it was announced that draft carbon tax legislation will be published during 2015 for public consultation – with a
view that such taxes will become law during 2016. Whilst details on the determination of quantum of such tax are not
available, increases will have a negative impact on our results of operations going forward.

PNG has limited power generation and distribution capacity. This capacity is increasing but, currently, Harmony

mines and projects still partially rely on our own diesel-generated power. The cost of this power will fluctuate with
changes in the oil price.

Also, see Item 5:“Operating and Financial Review and Prospects—Electricity in South Africa.” and “Integrated

Annual Report 2015—Harmony in Action—Environmental performance” on pages 100 to 119.

We may experience problems in identifying, financing and managing new acquisitions and integrating them with our
existing operations.

Acquiring new gold mining operations involves a number of risks including:

our ability to identify appropriate assets for acquisition and/or to negotiate acquisitions on favorable terms;

obtaining the financing necessary to complete future acquisitions;

difficulties in assimilating the operations of the acquired business;

difficulties in maintaining our financial and strategic focus while integrating the acquired business;

problems in implementing uniform standards, controls, procedures and policies;

increasing pressures on existing management to oversee a rapidly expanding company; and

to the extent we acquire mining operations outside South Africa, Australasia or PNG, encountering
difficulties relating to operating in countries in which we have not previously operated.

Our ability to make successful acquisitions and any difficulties or time delays in achieving successful integration of

any of such acquisitions could have a material adverse effect on our business, operating results, financial condition and
share price.

Certain factors may affect our ability to support the carrying value of our property, plant and equipment, goodwill and
other assets on our balance sheet.

Harmony reviews and tests the carrying value of its assets when events or changes in circumstances suggest that

this amount may not be recoverable.

At least on an annual basis for goodwill, and when there are indications that impairment of property, plant and

equipment and other assets may have occurred, estimates of expected future cash flows for each group of assets are
prepared in order to determine the recoverable amounts of each group of assets. These estimates are prepared at the
lowest level at which identifiable cash flows are considered as being independent of the cash flows of other mining assets
and liabilities. Expected future cash flows are inherently uncertain, and could materially change over time. Such cash
flows are significantly affected by reserve and production estimates, together with economic factors such as spot and
forward gold prices, discount rates, currency exchange rates, estimates of costs to produce reserves and future capital
expenditures.

As at June 30, 2015, Harmony had substantial amounts of property, plant and equipment, goodwill and other assets

on its consolidated balance sheets. Impairment charges relating to property, plant and equipment and other assets were
recorded in fiscal 2015 and if any one or a combination of these uncertainties should occur, management may be required
to recognize further impairment charges, which could affect Harmony’s financial results and condition. See Item 5:
“Operating and Financial Review and Prospects—Critical Accounting Estimates—Impairment of Property, Plant and
Equipment” and “—Carrying Value of Goodwill.”

Given the nature of mining and the type of gold mines we operate, we face a material risk of liability, delays and
increased cash costs of production from environmental and industrial accidents and pollution.

The business of gold mining involves significant risks and hazards, including environmental hazards and industrial

accidents. In particular, hazards associated with underground mining include:

rock bursts;

seismic events;

underground fires;

cave-ins or fall-of-ground;

discharges of gases and toxic chemicals;

release of radioactive hazards;

flooding;

mining of pillars (integrity of shaft support structures may be compromised and cause increased seismicity);

processing plant fire and explosion;

critical equipment failures;

accidents; and

other conditions resulting from drilling, blasting and the removal and processing of material from a deep-
level mine.

Hazards associated with opencast mining (also known as open-pit mining) include:

flooding of the open-pit;

collapse of open-pit walls;

processing plant fire and explosion;

accidents associated with operating large open-pit and rock transportation equipment; and

accidents associated with preparing and igniting of large-scale open-pit blasting operations.

Hazards associated with waste-rock mining include:

accidents associated with operating a waste dump and rock transportation;

production disruptions caused by weather;

processing plant fire and explosion; and

critical equipment failures.

We are at risk from any or all of these environmental and industrial hazards. The occurrence of any of these

hazards could delay production, increase cash costs and result in financial liability to Harmony.

The nature of our mining operations presents safety risks.

The environmental and industrial risks identified above also present safety risks for Harmony’s operations and its

employees and could lead to the suspension and potential closure of operations for indeterminate periods. Safety risks,
even in situations where no injuries occur, can have a material adverse effect on Harmony’s operations and production.
See Item 4: “Information on the Company—Business Overview—Regulation—Health and Safety – South Africa” and
“Integrated Annual Report 2015 – Harmony in Action – Safety and health” on pages 58 to 75.

Illegal mining, or criminal mining, as well as theft of gold and copper bearing material at our operations could pose a
threat to the safety of employees, result in damage to property and could expose the company to liability.

Civil disturbances and criminal activities such as trespass, illegal mining, sabotage, theft and vandalism could lead

to disruptions at certain of Harmony’s operations.

The activities of illegal and artisanal miners, which include theft and shrinkage, could cause damage to Harmony’s

properties, including pollution, underground fires, or personal injury or death, for which Harmony could potentially be
held responsible. Illegal mining could result in the depletion of mineral deposits, potentially making the future mining of
such deposits uneconomic.

Rising gold and copper prices may result in an increase in gold and copper thefts. The occurrence of any of these

events could have a material adverse effect on Harmony’s financial condition or results of operations.

Harmony’s insurance coverage may prove inadequate to satisfy future claims against it.

Harmony has third-party liability coverage for most potential liabilities, including environmental liabilities.

Harmony may be subject to liability for pollution (excluding sudden and accidental pollution) or other hazards against
which we have not insured or cannot insure, including those for past mining activities. Harmony also maintains property
and liability insurance consistent with industry practice, but this insurance contains exclusions and limitations on
coverage. In addition, there can be no assurance that insurance will be available at economically acceptable premiums.
As a result, Harmony’s insurance coverage may not cover the claims against it for environmental or industrial accidents
or pollution, which could have a material adverse effect on Harmony’s financial condition.

Harmony’s operations may be negatively impacted by inflation.

Harmony’s operations have been materially affected by inflation. Inflation in South Africa has fluctuated widely in

recent years, reaching 11.6% at the end of fiscal 2008 before decreasing within the inflation range of 3% - 6% set by the
South African Reserve Bank. At the end of fiscal 2014 and fiscal 2015, inflation was 6.6% and 4.7%, respectively.
However, working costs, in particular wages, have increased in recent years, resulting in significant cost pressures for the
mining industry. In addition, electricity prices rose by 25% in fiscal 2010 and fiscal 2011, 16% in fiscal 2012 and 9.6% in
2013. An average annual increase of 8% was affected in fiscal 2014, with an additional increase of 12.69% from April
2015. There is a risk that further high tariff increases in fiscal 2016 and in the future will have a negative effect on the
profitability of our operations.

The inflation rate in PNG ended fiscal 2013 at 7.5% and 2014 at 6%, while the annualized inflation stood at 6.1%

at the end of fiscal 2015.

Harmony’s profits and financial condition could be adversely affected when cost inflation is not offset by

devaluation in operating currencies or an increase in the price of gold.

The socio-economic framework in the regions in which Harmony operates may have an adverse effect on its
operations and profits.

Harmony has operations in South Africa and PNG. As a result, changes to or instability in the economic or political

environment in any of these countries or in neighboring countries could affect an investment in Harmony. These risks
could include terrorism, civil unrest, nationalization, renegotiation or nullification of existing contracts, leases, permits or
other agreements, restrictions on repatriation of earnings or capital and changes in laws and policy, as well as other
unforeseeable risks.

In PNG, a mining legislative and tax regime review has been commissioned whereby various PNG government

agencies are involved in the process. The policies and legislation being reviewed are the Mining Act 1992, Mining Safety
Act 1997, Mineral Policy and sector policies including offshore mining policy, sustainable development policy,
involuntary relocation policy and mine closure policy. The Chamber of Mines and Petroleum of PNG, as the
representative industry body, has been collating information from industry participants regarding the review of current
legislation and policy as part of the response to the governments mining legislation review.

It is difficult to predict the future political, social and economic direction in these countries, or any other country in

which Harmony operates, and the impact government decisions may have on its business.

Actual and potential shortages of production inputs may affect Harmony’s operations and profits.

Harmony’s operational results may be affected by the availability and pricing of consumables such as fuel,

chemical reagents, explosives, steel and other essential production inputs. Issues with regards to availability of
consumables may result from shortages as well as long lead times to deliver, which could result in production delays and
production shortfalls. These shortages and delayed deliveries may be experienced where industrial action affects
Harmony’s suppliers. These issues could also affect the pricing of the consumables, especially if shortages are
experienced. The price of consumables may be substantially affected by changes in global supply and demand, along
with weather conditions, governmental controls and other factors. A sustained interruption to the supply of any of these
consumables would require Harmony to find acceptable substitute suppliers and could require it to pay higher prices for
such materials. Any significant increase in the prices of these consumables would increase operating costs and affect
production considerations.

Harmony’s ability to service its debt will depend on its future financial performance.

Harmony’s financial performance will be affected by its operating performance as well as by financial and other

factors, and in particular the gold price, certain of which are beyond the control of the company. Various financial and
other factors may result in an increase in Harmony’s indebtedness, which could adversely affect the company in several
respects, including:

limiting its ability to access the capital markets;

hindering its flexibility to plan for or react to changing market, industry or economic conditions;

limiting the amount of cash flow available for future operations, acquisitions, dividends, or other uses;

making it more vulnerable to economic or industry downturns, including interest rate increases;

increasing the risk that it will need to sell assets, possibly on unfavorable terms, to meet payment obligations;
or

increasing the risk that it may not meet the financial covenants contained in its debt agreements or timely
make all required debt payments.

We compete with mining and other companies for key human resources.

Harmony competes with mining and other companies globally to attract and retain key human resources at all

levels with the appropriate technical skills and operating and managerial experience necessary to continue operating its
business. The need to recruit, develop and retain skilled employees is particularly critical with historically disadvantaged
South Africans (“HDSAs”), women in mining in South Africa, and recruiting and training local landowners in PNG. The
global shortage of key mining specialists, including geologists, mining engineers, metallurgists and skilled artisans has
been exacerbated by increased mining activity across the globe. There can be no assurance that Harmony will attract and
retain skilled and experienced employees. Should Harmony lose any of its key personnel, its business may be harmed and
its operational results and financial condition could be affected. See Item 4: “Information on the Company—Business
Overview—Regulation—Employees” and “Integrated Annual Report 2015 – Harmony in Action – Employees and
communities” on pages 76 to 99.

Since Harmony’s labor force has substantial trade union participation, Harmony faces the risk of disruption from
labor disputes and non-procedural industrial action.

Despite a history of constructive engagement with labor unions, there are periods when various stakeholders are

unable to agree on dispute resolution processes. Disruptive activities on the part of labor, which normally differ in
intensity, then become unavoidable. Due to the high level of union membership among our employees, we are at risk of
production stoppages for indefinite periods due to strikes and other disputes, especially wildcat strikes. During fiscal
2013, Harmony’s Kusasalethu operation was severely affected by unlawful strike action, which had a significant impact
on our financial results. During September 2013, there was a four day strike relating to the wage negotiations. We are not
able to predict whether we will experience significant labor disputes in future, or what the financial impact of any such
disputes may be. See Item 4: “Information on the Company—Business Overview—Regulation—Employees”, “Integrated
Annual Report 2015—Harmony in Action—Employees and communities” on pages 76 to 99 and “Integrated Annual
Report 2015—Understanding Harmony—Managing our risks and opportunities” on page 44. South African
employment law sets out minimum terms and conditions of employment for employees. Although these may be
improved by agreements between us and the trade unions, prescribed minimum terms and conditions form the benchmark
for all employment contracts. See “Integrated Annual Report 2015 – Understanding Harmony – Stakeholder
engagement” on pages 52 to 56.

We are required to submit a report under South African employment law detailing the progress made towards

achieving employment equity in the workplace. If this report is not submitted, we could incur substantial penalties.

Developments in South African employment law may increase our cash costs of production or alter our

relationship with our employees and trade unions, which may have an adverse effect on our business, operating results
and financial condition.

HIV/AIDS poses risks to us in terms of productivity due to sick absenteeism as a result of tuberculosis co-infection
and costs.

The HIV/AIDS epidemic in South Africa and PNG poses risks to us in terms of potentially reduced productivity,

and increased medical and other costs. If there is a significant increase in the incidence of HIV/AIDS infection and
related diseases among the workforce over the next several years, this may have an adverse impact on our operations,
projects and financial condition. See “Integrated Annual Report 2015 – Harmony in Action – Safety and health” on
pages 58 to 75.

The cost of occupational healthcare services and the potential liabilities related to occupational health diseases may
increase in future.

Harmony’s operations in South Africa are subject to health and safety regulations which could impose significant

cost burdens. The present Mine Health and Safety Act 29 of 1996 imposes various duties on mines and grants the
authorities broad powers to, among others, close unsafe mines and order corrective action on health and safety matters.
Operations in PNG are subject to the following laws and regulations: PNG Mining Act 1992, PNG Mining Safety Act
1997, PNG Mining Safety Regulation 1935 (updated 2006) and PNG Environment Act 2000.

There is a risk that the cost of providing health services and implementing various programs could increase in

future, depending on changes to underlying legislation and the profile of its employees. This increased cost, should it
transpire, is currently indeterminate.

The Occupational Diseases in Mines and Works Act 78 of 1973 (“ODIMWA”) governs the payment of

compensation and medical costs for certain illnesses contracted by people employed in mines or at sites where activities
ancillary to mining are conducted. The principles of compensation under ODIMWA were tested in the Mr. Thembekekile
Mankayi v AngloGold Ashanti court case. The Constitutional Court held that the compensation Mr Mankayi received
under the ODIMWA was inferior to the compensation one would receive under the Compensation for Occupational
Injuries and Diseases Act 130 of 1993. As a result, the Constitutional Court decided that an employee, who was awarded
compensation in terms of ODIMWA, is not precluded from claiming common law damages from an employer.
Following a decision by the Constitutional Court, applications were filed at the South African High Court for a
certification of a class of current and former employees who suffer from silicosis against a number of current and former
gold mining companies in South Africa, including Harmony. See “Item 8: Financial Information—Consolidated
Statements and Other Financial Information—Legal Proceedings” and “Integrated Annual Report 2015—Harmony in
Action—Safety and health” on pages 69 to 71 for further information. It is uncertain as to whether the Company will
incur any costs related to silicosis claims in the future and due to the limited information available on any claims and
potential claims and the uncertainty of the outcome of these claims, no estimation can be made for the possible
obligation. Should Harmony be unsuccessful in defending any claims that may be lodged, it would have an adverse
impact on the Company’s financial condition. See note 34 “Commitments and Contingencies” to our consolidated
financial statements set forth beginning on page F-1.

Laws governing mineral rights affect our business and could impose significant costs and burdens.

Our operations in South Africa and PNG are subject to legislation regulating mineral rights. Certain of the

Company’s properties may be subject to the rights or the asserted rights of various community stakeholders, including
indigenous people. The presence of those stakeholders may therefore have an impact on Harmony’s ability to develop or
operate its mining interests.

In South Africa, we are governed by the South African Mineral and Petroleum Resources Development Act, 2002

(Act 28 of 2002) (“MPRDA”) and in PNG by the Mining Act of 1992 (PNG). See Item 4: “Information on the Company
—Business Overview—Regulation—Mineral Rights - South Africa” for a description of the principal objectives set out in
the MPRDA.

The MPRDA was promulgated as effective legislation on 1 May 2004. A draft Mineral and Petroleum Resources

Development Amendment Bill, 2012 was published in December 2012 for comment. On March 12, 2014 the bill was
approved by the National Assembly and required the President of South Africa’s approval. Subsequently, in January
2015 the bill was referred back to the National Assembly by the President of South Africa for reconsideration. As a result
of the uncertainties surrounding the bill, many changes are expected and we cannot yet determine the full impact that the
draft bill may have on our business.

Under the MPRDA, tenure over established mining operations is secured for up to 30 years (and then renewable for

periods not exceeding 30 years each), provided that mining companies applied for new-order mining rights over existing
operations within five years of May 1, 2004 or before the existing right expires, whichever was the earlier date and fulfill
requirements specified in the MPRDA and the Broad-Based Socio-Economic Empowerment Charter for the South
African mining industry (“Mining Charter”). The licenses for all of our South African operations have been granted.
We will be eligible to apply for new licenses over existing operations when they expire, provided we comply with the
MPRDA. Failure to comply with the conditions of the mining licenses could have a material adverse effect on our
operations and financial condition.

The Mining Charter was signed by government and stakeholders in October 2002 followed by a Revised Mining

Charter signed on September 13, 2010. The Mining Charter requires programs for black economic empowerment and the
promotion of value-added production (beneficiation) in South Africa. In particular, targets are set out for broad-based
black economic empowerment in the areas of human resources and skills development; employment equity; procurement
and beneficiation. In addition, the Mining Charter addresses socio-economic issues, such as migrant labor, mine
community and rural development and housing and living conditions. It also includes a requirement for mining entities to
achieve a minimum of 26% HDSA ownership of mining assets by 2014. In order to measure progress in meeting the
requirements of the Mining Charter, companies are required to complete a scorecard, in which the levels of compliance
with the objectives of the Mining Charter can be “ticked off” after every year.

All the Revised Mining Charter targets must have been achieved by the end of the 2014 calendar year. Harmony

believes that it had complied with the Revised Mining Charter’s requirement to achieve a minimum of 26% HDSA
ownership of mining assets by 2014. See “Integrated Annual Report 2015—Harmony in Action—Mining Charter
Compliance” on pages 168 to 170.

The South African Department of Mineral Resources (“DMR”) and the mining industry, however, disagree on the

interpretation of the Revised Mining Charter’s ownership requirement and have separately approached the High Court of
South Africa for a declaratory order. Should the DMR, based on the declaratory order, find that Harmony is not in
compliance with the Revised Mining Charter in relation to the ownership requirement, the Company may challenge the
decision in court. The outcome of such court action is uncertain.

Should Harmony breach its obligations in complying with the MPRDA, the Revised Mining Charter or any future

amendments to the Mining Charter, its existing mining rights in South Africa could be suspended or cancelled by the
Minister of Mineral Resources. It may also influence the Company’s ability to obtain any new mining rights. Any such
suspension or cancellation could have a material adverse effect on the results of operations as well as the Company’s
financial condition.

The MPRDA also makes reference to royalties payable to the South African state in terms of the Mineral and

Petroleum Resources Royalty Act (Act 28 of 2008) (the “MPRRA”). The MPRRA provides for the payment of a royalty
according to a formula based on gross sales and EBIT, as defined under the MPRRA, after the deduction of capital
expenditure. This rate is then applied to revenue to calculate the royalty amount due, with a minimum of 0.5% and a
maximum of 5% for gold mining companies. For fiscal 2015, the average royalty rate for our South African operations
was 0.5% of gross sales. If the maximum royalty rate of 5% for gold mining companies is applied, it could have a
material adverse effect on the financial condition of the Company.

Mineral rights in PNG are controlled by the government of PNG which initially awards exploration licenses but

retains a statutory right, at any time prior to the commencement of mining, to obtain a participating interest of up to 30%
in mining development projects at historical cost. The government then administers mining tenements under the relevant
mining legislation, and mining companies must pay royalties to the government based on production. The types of

tenements issued include: exploration license; mining lease; special mining lease; alluvial mining lease; lease for mining
purpose; and mining easement.

Harmony’s PNG mining operation is subject to a 2% royalty payment to the government of PNG. If we want to

expand any of our initiatives in PNG into additional areas under exploration, these operations would need to convert the
existing exploration licenses prior to the start of mining and that process could require landowner title approval. There
can be no assurance that any approval would be received.

We are subject to extensive environmental regulations.

As a gold mining company, Harmony is subject to extensive environmental regulation. We expect the trend of

rising production costs due to compliance with South African and PNG environmental laws and regulations to continue.

The MPRDA, certain other environmental legislation and the administrative policies of the South African

government regulate the impact of the Company’s prospecting and mining operations on the environment. On the
suspension, cancellation, termination or lapsing of a prospecting permit or mining authorization, Harmony will remain
liable for compliance with the provisions of various relevant regulations, including any rehabilitation obligations until a
closure certificate is issued by the DMR. This liability will continue until the appropriate authorities have 1) certified that
the Company has complied with such provisions or 2) authorized the transfer of liability to a competent party.

Estimates of ultimate closure and rehabilitation costs are significant and are based principally on current legal and

regulatory requirements that may change materially. Environmental provisions are accrued when they become known,
probable and can be reasonably estimated based on industry good practice. In future, Harmony may incur significant
costs for compliance with increasingly stringent requirements being imposed under new legislation. This may include the
need to increase and accelerate expenditure on environmental rehabilitation and to alter environmental provisions, which
could have a material effect on its results and financial condition. Harmony may also face increased environmental costs
should other mines in the vicinity fail to meet their obligations on the pumping or treatment of water.

The South African government has reviewed requirements imposed on mining companies to ensure environmental

restitution. For example, following the introduction of an environmental rights clause in South Africa’s constitution, a
number of environmental legislative reform processes have been initiated. Legislation passed as a result of these
initiatives has tended to be materially more onerous than previous laws in South Africa. Examples of such legislation
include the MPRDA, the National Nuclear Regulator Act 1999, the National Water Act of 1998 and the National
Environmental Management Act 1998, which include stringent ‘polluter pays’ provisions. The adoption of these or
additional or more comprehensive and stringent requirements, particularly for the management of hazardous waste,
pollution of ground and groundwater systems and duty to rehabilitate closed mines, may result in additional costs and
liabilities.

Harmony’s PNG operations are also subject to various laws and regulations relating to protection of the

environment, which are similar in scope to those of South Africa. The Environment Act 2000 governs the environmental
permitting and regulatory aspects of mining projects. An environmental impact statement is required when projects are
likely to have a significant adverse impact on the environment. This statement must be lodged with the Department of
Environmental Conservation where, for large projects, it may be forwarded to Environment Council for review. Public
consultation is an integral part of this review.

See “Integrated Annual Report 2015—Harmony in Action—Environmental performance” on pages 100 to 119 for

further discussion on the applicable legislation and our policies on environmental matters.

Mining companies are increasingly required to consider and ensure the sustainable development of, and provide
benefits to, the communities and countries in which they operate.

As a result of public concern about the perceived ill effects of economic globalization, businesses in general and

large international companies such as Harmony, in particular, face increasing public scrutiny of their activities.

Like other mining companies, Harmony is under pressure to demonstrate that while it seeks a satisfactory return on

investment for shareholders, other stakeholders including employees, communities surrounding the operations and the
countries in which they operate, also benefit from their commercial activities. Such pressures tend to be particularly
focused on companies whose activities are perceived to have a high impact on their social and physical environment. The
potential consequences of these pressures include reputational damage, legal suits and social spending obligations.

Existing and proposed mining operations are often located at or near existing towns and villages, natural water

courses and other infrastructure. Mining operations must therefore be designed to mitigate and/or manage their impact on
such communities and the environment. Specifically at our PNG operations, cognizance of landowner rights may require
measures that could include agreed levels of compensation for any adverse impact the mining operation may continue to
have on the community. The cost of these measures could increase capital expenditure and operating costs and therefore
impact Harmony’s operational results and financial condition.

Compliance with emerging climate change regulations could result in significant costs for Harmony, and climate
change may present physical risks to our operations.

Greenhouse gases (“GHGs”) are emitted directly by Harmony’s operations and indirectly as a result of consuming

electricity generated by external utilities. Emissions from electricity consumption are indirectly attributable to Harmony’s
operations. There are currently a number of international and national measures to address or limit GHG emissions,
including the Kyoto Protocol and the Copenhagen Accord, in various phases of discussion or implementation.

Following recent environmental summits, including the one hosted in South Africa in 2011, South Africa has

committed voluntarily to 30% clean energy by 2025, aiming for the country’s GHG emissions to peak by 2020–2025,
plateau for a decade and then decline by 40% by 2050.

In line with this aim, the country’s key carbon-emitting sectors, including energy and transport, have until end

2015 to finalize ‘carbon budgets’ and appropriate strategies to support these targets. Adopting a carbon budget model
reflects government’s acceptance of the relative energy and carbon intensity of the economy and the need to create the
setting required for industries to make the transition to a more carbon-constrained environment.

The Minister of Environmental Affairs noted that government would actively consult with industry on developing

carbon budgets to identify an “optimal combination” of mitigation actions to strike a balance between South Africa’s
socio-economic imperatives, especially creating and preserving jobs, as well as the need to manage climate change
impacts and contribute to global efforts to stabilize GHG concentrations.

In February 2013, the South African Minister of Finance announced that a carbon tax would be implemented in the

2015 financial year. The proposal is to implement the tax at a fairly low level, and define a rising price path over time –
at this stage, a carbon tax of US$10/t (South African R120/t) of CO

e for 40% of scope 1 emissions is expected in 2015,

increasing annually by 10% during the first phase (January 1, 2015 to December 31, 2019) followed by Phase 2 of
another five years. Implementation of Carbon Tax has been delayed to 2016 confirmed in the 2015 budget speech given
by the South African Minister of Finance. This was done in order to align the design of the carbon tax to the desired
emissions reductions outcomes being developed by the Department of Environmental Affairs. Following extensive public
consultation on the proposed tax during 2013, a number of adjustments to the policy proposal would also be made, and
this includes, amongst others, using some of the revenue generated from the carbon tax to fund an energy efficiency tax
incentive scheme.

Certain of our current mines have a life expectancy of up to 25 years, by which time GHG regulations are expected

to be a permanent feature of the global economy. Future climate change regulation will therefore need to be considered
for all Harmony’s extensions and acquisitions. All new greenfield and brownfields projects are required by company
policy to consider the impact of climate change in their design and planning.

PNG’s national office of climate change and environmental sustainability is studying the potential for future

economic growth to be driven by renewable energy. PNG has adopted a climate change policy but implementation
actions to date are very limited. The implications of the climate change policy on Harmony’s operations in PNG have
not yet been established but are not expected to have significant impacts.

The largest portion of GHG emissions is predominantly electricity-related, with electricity expenditure amounting

to 16

% of Harmony’s cash costs in South Africa. While cost management is clearly a strategic issue for Harmony, of

even greater importance is that energy supply be constant and reliable, given the implications of loss of energy on both
production and health and safety. GHG emissions regulations, which would increase the price of energy, will affect
Harmony significantly, as will regulation that stipulates emission thresholds, or sets technology standards that may result
in insecure energy supply. Already certain compliance costs from power suppliers are being passed on to the Group in the
form of price increases. For instance, in South Africa since 2009, Harmony has paid a levy of R0.02 - R0.035 per
kilowatt hour for electricity generated by fossil fuels. In the recent budget speech the Minister of Finance proposed an
increase in the electricity levy by an additional R0.02 per kilowatt hour. The implementation of the proposed increase in the electricity levy is still to be determined. These levies may increase over time and additional levies may be introduced in

future in South Africa or PNG, which could result in a significant increase in our costs.

See “Integrated Annual Report 2015 —Harmony in Action—Environmental performance” on pages 110 to 111 for

disclosure regarding our GHG emissions.

Our operations in South Africa are subject to water use licenses, which could impose significant costs.

Under South African law, Harmony’s local operations are subject to water use licenses that govern each

operation’s water use. These licenses require, among other issues, that mining operations achieve and maintain certain
water quality limits for all water discharges, where these apply. The majority of our South African operations are lawful
users with existing water permits in terms of the Water Act of 1954. Nevertheless, the South African operations have
applied to the relevant regional directors for water use licenses in terms of the National Water Act, 1998. Submissions

were made as early as 2003 and Harmony has been working closely with the regional directors in the review process. A
few operations have been issued with draft licenses for review and iteration.

We anticipate that the conditions of the licenses may require Harmony to consider and implement alternate water

management measures that may have a significant cost implication for our business. Any failure on Harmony’s part to
achieve or maintain compliance with the requirements of these licenses for any of its operations may result in Harmony
being subject to penalties, fees and expenses or business interruption due to revoked water licenses. Any of these could
have a material effect on our business, operating results and financial condition.

There is a possibility of the South African National Treasury instituting an environmental levy for the management

of acid mine drainage (“AMD”) in future.

See “Integrated Annual Report 2015 —Harmony in Action—Environmental performance” on pages 100 to 102

and pages 112 to 114 for disclosure regarding our water usage and management.

We may have exposure to rehabilitate potential groundwater pollution, which may include salination, and radiation
contamination that may exist where we have operated or continue to operate.

Due to the interconnected nature of mining operations, any proposed solution for potential flooding and decant risk

posed by deep groundwater needs to be a combined one supported by all mines located in the goldfields and government
in the event of legacy issues. As a result, the DMR and affected mining companies are involved in developing a regional
mine closure strategy. In view of limited current information, no reliable estimate can be made for any possible
obligations or liabilities for the Company, which could be material and have an adverse impact on Harmony’s financial
condition. No provision for any potential liability has been made in the financial statements.

See “Integrated Annual Report 2015 —Harmony in Action—Environmental performance” on pages 100 to 119.

Investors in the United States may have difficulty bringing actions, and enforcing judgments, against us, our directors
and our executive officers based on the civil liabilities provisions of the federal securities laws or other laws of the
United States or any state thereof.

We are incorporated in South Africa. Each of our directors and executive officers (and our independent registered

public accounting firm) resides outside the United States. Substantially all of the assets of these persons and substantially
all our assets are located outside the United States. As a result, it may not be possible for investors to enforce a judgment
against these persons or ourselves obtained in a court of the United States predicated upon the civil liability provisions of
the federal securities or other laws of the United States or any state thereof. A foreign judgment is not directly
enforceable in South Africa, but constitutes a cause of action which will be enforced by South African courts provided
that:

the court that pronounced the judgment had jurisdiction to entertain the case according to the principles
recognized by South African law with reference to the jurisdiction of foreign courts;

the judgment is final and conclusive;

the judgment has not lapsed;

the recognition and enforcement of the judgment by South African courts would not be contrary to public
policy, including observance of the rules of natural justice which require that the documents initiating the
United States proceeding were properly served on the defendant and that the defendant was given the right to
be heard and represented by counsel in a free and fair trial before an impartial tribunal;

the judgment does not involve the enforcement of a penal or revenue law; and

the enforcement of the judgment is not otherwise precluded by the provisions of the Protection of Business
Act 99 of 1978, as amended, of the Republic of South Africa.

Compliance with new and changing corporate governance and public disclosure requirements adds uncertainty to our
compliance policies and increases our costs of compliance.

Laws, regulations and standards relating to accounting, corporate governance and public disclosure, “conflict

minerals” and “responsible” gold, new SEC regulations and other listing regulations applicable to us are subject to
change and can create uncertainty for companies like us. New or changed laws, regulations and standards could lack
specificity or be subject to varying interpretations. Their application in practice may evolve over time as new guidance is
provided by regulatory and governing bodies. This could result in continuing uncertainty on compliance matters and
higher costs of compliance as a result of ongoing revisions to such governance standards.

In terms of Section 404 of the Sarbanes-Oxley Act of 2002 (the “Sarbanes-Oxley Act”), we are required to furnish

a report by our management on our internal control over financial reporting. The report in this annual report contains,
among other matters, an assessment of the effectiveness of our internal control over financial reporting as of the end of

the fiscal year, including a statement as to whether or not our internal controls over financial reporting are effective. If we
fail to maintain the adequacy of our internal controls, we may not be able to ensure that we can conclude on an ongoing
basis that we have effective internal control over financial reporting in accordance with the Sarbanes-Oxley Act. The
requirement to evaluate and report on our internal controls also applies to companies that we may acquire and therefore,
this assessment may be complicated by any future acquisitions. While we continue to dedicate resources and
management time to ensuring that we have effective controls over financial reporting, failure to achieve and maintain an
effective internal control environment could have a material adverse effect on the market’s perception of our business
and our stock price. See Item 15: “Controls and Procedures” for management’s assessment as of June 30, 2015. In
addition to management’s assessment of internal controls over financial reporting, we are required to have our
independent registered public accounting firm publicly disclose their conclusions regarding the effectiveness of
Harmony’s internal controls over financial reporting.

We are committed to maintaining high standards of corporate governance and public disclosure, and our efforts to

comply with evolving laws, regulations and standards in this regard have resulted in, and are likely to continue to result
in, increased general and administrative expenses.

Failure to comply with laws, regulations, standards, contractual obligations whether following a breach or breaches
in governance processes or fraud, bribery and corruption may lead to regulatory penalties, loss of licenses or permits,
negative effects on our reported financial results, and adversely affect our reputation.

Harmony operates in multiple jurisdictions, including those with less developed political and regulatory

environments, and within numerous and complex frameworks. Our governance and compliance processes may not
prevent potential breaches of law, accounting principles or other governance practices.

Harmony’s Code of Ethics, among other policies, standards and guidance, and training thereon may not prevent

instances of unethical or unlawful behavior, including bribery or corruption, nor guarantee compliance with legal and
regulatory requirements, and breaches may not be detected by management.

Sanctions for failure by the company or others acting on its behalf to comply with these laws, regulations,

standards and contractual obligations could include fines, penalties, imprisonment of officers, litigation, and loss of
operating licenses or permits, suspensions of operations, negative effects on Harmony’s reported financial results and
may damage the company’s reputation. Such sanctions could have a material adverse impact on the company’s financial
condition and results of operations.

Investors may face liquidity risk in trading our ordinary shares on the JSE Limited.

The primary listing of our ordinary shares is on the JSE Limited. Historically, the trading volumes and liquidity of

shares listed on the JSE have been low relative to other major markets. The ability of a holder to sell a substantial number
of our ordinary shares on the JSE in a timely manner, especially in a large block trade, may be restricted by this limited
liquidity. See Item 9: “The Offer and Listing—Listing Details—The Securities Exchange in South Africa.”

Sales of large quantities of our ordinary shares and ADSs, or the perception that these sales may occur, could
adversely affect the prevailing market price of such securities.

The market price of our ordinary shares or ADSs could fall if large quantities of ordinary shares or ADSs are sold

in the public market, or there is a perception in the marketplace that such sales could occur. Subject to applicable
securities laws, holders of our ordinary shares or ADSs may decide to sell them at any time. The market price of our
ordinary shares or ADSs could also fall as a result of any future offerings it makes of ordinary shares, ADSs or securities
exchangeable or exercisable for its ordinary shares or ADSs, or the perception in the marketplace that these sales might
occur. We may make such offerings of additional ADS rights, letters of allocation or similar securities from time to time
in the future.

Shareholders outside South Africa may not be able to participate in future issues of securities (including ordinary
shares) carried out by or on behalf of Harmony.

Securities laws of certain jurisdictions may restrict Harmony’s ability to allow participation by certain shareholders

in future issues of securities (including ordinary shares) carried out by or on behalf of Harmony. In particular, holders of
Harmony securities who are located in the United States (including those who hold ordinary shares or ADSs) may not be
able to participate in securities offerings by or on behalf of Harmony unless a registration statement under the Securities
Act is effective with respect to such securities or an exemption from the registration requirements of the Securities Act is
available thereunder. Securities laws of certain other jurisdictions may also restrict Harmony’s ability to allow the
participation of all holders in such jurisdictions in future issues of securities carried out by Harmony. Holders who have a
registered address or are resident in, or who are citizens of, countries other than South Africa should consult their
professional advisors as to whether they require any governmental or other consents or approvals or need to observe any
other formalities to enable them to participate in any offering of Harmony securities.

The liquidity and price of our ADRs, and our ability to raise capital, may be negatively impacted if our ADSs are
delisted from the NYSE and by the measures that we take to address non-compliance with the NYSE continued listing
standards.

Our ADRs are currently listed for trading on the NYSE. There are a number of continuing requirements that must

be met in order for our ADRs to remain listed on the NYSE and the failure to meet these listing standards could result in
the delisting of our ADRs from the NYSE. On September 8, 2015, we received notice that we are not in compliance with
the continued listing standard requiring a listed security to maintain a minimum average closing price of $1.00 per ADR
over a consecutive 30-trading-day period. Under the NYSE’s rules, we have a period of six months from the date of the
NYSE notice to bring the 30-trading-day average closing price of our ADRs above $1.00. During this period, our ADRS
will continue to be traded on the NYSE, subject to the Company’s compliance with other NYSE listing requirements. In
the event we are not able to meet the requirements necessary for continued listing on the NYSE, our ADRs could be
subject to delisting from the NYSE.

We are considering several options to regain compliance with this standard, which could involve, among other

things, changing the number of our ordinary shares that each ADS represents. Any change to the ordinary share to ADS
ratio could significantly reduce the total number of ADSs outstanding and also potentially reduce the number of public
holders, which may reduce the liquidity of our ADSs and could adversely affect price at which our ADSs trade. In
addition, if our ADSs cease to be listed for trading on the NYSE for any reason, the liquidity of our ADSs may be
materially reduced and result in a corresponding material reduction in the price of our ADSs. Furthermore, any such
delisting could harm our ability to raise capital on terms acceptable to us, or at all, and may result in the potential loss of
confidence by investors, suppliers, business partners, licensees, customers and employees. Such consequences may
materially and adversely affect our business, financial condition and results of operations.

As we have a significant number of outstanding share options, our ordinary shares are subject to dilution.

We have several employee share option schemes in operation. The employee share option schemes came into effect

in 2003 and 2006, while awards under an employee share ownership plan (“ESOP”) governed by a trust called the
Tlhakanelo Employee Share Trust (“Tlhakanelo Trust”) for employees other than management were made in August
2012 and in March of each subsequent year. Shares were issued to the trust on August 31, 2012. Our shareholders have
authorized up to 60,011,669 of the issued share capital to be used for these plans. As a result, shareholders’ equity
interests in us are subject to dilution to the extent of the potential future exercises of the options through share schemes.

We may not pay dividends or make similar payments to our shareholders in the future.

Harmony’s dividend policy is to pay cash dividends only if funds are available for that purpose. Whether funds are

available depends on a variety of factors, including the amount of cash available, our capital expenditures and other cash
requirements existing at the time. Under South African law, we are only entitled to pay a dividend or similar payment to
shareholders if we meet the solvency and liquidity tests set out in the Companies Act 71 of 2008 (as amended) including
its Regulations (the “Companies Act”) and our current Memorandum of Incorporation. Cash dividends or other similar
payments may not be paid in the future.

On April 1, 2012, a dividends tax (“Dividends Tax”) was introduced at a rate of 15% on dividends declared by

South African companies to beneficial shareholders borne by the shareholder receiving the dividend. This replaced
Secondary Tax on Companies. Although the substitution of Secondary Tax on Companies with Dividends Tax may
reduce the tax payable on our South African operations, thereby increasing distributable earnings, the withholding tax
will generally reduce the amount of dividends or other distributions received by shareholders.

In addition, Harmony’s foreign shareholders face investment risk from currency exchange rate fluctuations

affecting the market value of any dividends or distributions paid by the company.

The use of contractors at certain of the company’s operations may expose Harmony to delays or suspensions in
mining activities and increases in mining costs.

Harmony uses contractors at certain of its operations to mine and deliver ore to processing plants as well as for

other purposes. At mines employing mining contractors, contracting costs represent a significant proportion of the total
operating costs of these operations and the company does not own all of the mining equipment.

Harmony’s operations could be disrupted, resulting in additional costs and liabilities, if the mining contractors at

affected mines have financial difficulties, if a dispute arises in renegotiating a contract, or if there is a delay in replacing
an existing contractor and its operating equipment to meet business needs at expected cost levels. Increases in contract
mining rates, in the absence of associated productivity increases, will also have an adverse impact on the company’s
results of operations and financial condition.

In addition, Harmony’s reduced control over those aspects of operations which are the responsibility of contractors,

their failure to comply with applicable legal, human rights and regulatory requirements, or their inability to manage their
workforce or provide high quality services or a high level of productivity could adversely affect Harmony’s reputation,

results of operations and financial condition, and may result in the company incurring liability to third parties due to the
actions of contractors.

Our jointly-controlled assets may not comply with our standards.

Harmony does not have full management control over some of its assets which are controlled and managed by joint

venture partnerships. The control environment of these assets may not align with our management and operating standards, controls and procedures. Failure to adopt equivalent standards, controls and procedures could lead to higher costs and reduced production, which could adversely affect our results and reputation.

Breaches in our information technology security processes and violations of data protection laws may adversely
impact the conduct of our business activities.

Harmony maintains global information technology (“IT”) and communication networks and applications to

support our business activities. Our extensive IT infrastructure and network may experience service outages that may
adversely impact the conduct of our business activities. IT security processes protecting Harmony’s IT infrastructure and
network may not prevent future malicious action or fraud by individuals, groups or organizations resulting in the
corruption of operating systems, theft of commercially sensitive data, including commercial price outlooks, mergers and
acquisitions and divestment transactions, misappropriation of funds and disruptions to our business operations.

ITEM 4. INFORMATION ON THE COMPANY

A. HISTORY AND DEVELOPMENT OF THE COMPANY

The information set forth under the headings:

“—About this report” on page 2;

“—About Harmony—Who Harmony is” on pages 4 to 7;

“—About Harmony—How we performed” on pages 8 to 9;

“—About Harmony—Our strategy and investment case” on page 25 ;

“—Understanding Harmony—Our business context” on pages 38 to 40;

“—Harmony in Action—Operational performance” on pages 120 to 122;

“—Governing Harmony—Directors’ report” on pages 208 to 209; and

“—Additional Information—Directorate and administration” on inside back cover

of the Integrated Annual Report 2015 is incorporated herein by reference. Also see note 20 “Investments in Associates”
and note 21 “Investments in Joint Operations” of our consolidated financial statements, set forth beginning on page F-1.

In the 2015 fiscal year, we did not receive any public takeover offers by third parties or make any public takeover offers in respect of other companies’ shares.

Recent Developments

Developments since June 30, 2015

Since the end of fiscal 2015, the following significant events have occurred:

Harmony has signed a US$12.0 million guarantee for the ARM Broad Based Economic Empowerment (BBEE)

Trust, a member of the African Rainbow Minerals ("ARM") group. The guarantee is for additional security for the ARM
BBEE Trust loan due to Nedbank Limited. The fair value of the guarantee is US$1.1 million at 30 September 2015.

On September 27, 2015, 2,259 performance shares (ordinary shares) vested in the name of Graham Briggs.

There were no further changes in the shares held by directors between June 30, 2015 and October 23, 2015.

On October 2, 2015, Harmony announced that it has reached a three year wage agreement with the National Union

of Mineworkers, UASA and Solidarity, effective from July 1, 2015. Increases range from 6% for miners, artisans and
officials to 10.4% for category 4 employees. Miners, artisans and officials will receive an increase in their standard rate
of pay of 6% back-dated to 1 July 2015. Increases in the second and third years of the agreement will be guaranteed at
6%. Regrettably, the Association of Mineworkers and Construction Union (AMCU) has rejected the offers made by the
company. Since agreement has been reached with unions representing the majority of employees at Harmony, the
agreement will be extended to all employees.

B. BUSINESS OVERVIEW

The information set forth under the headings:

“—About Harmony” on pages 4 to 7;

“—Understanding Harmony” on pages 37 - 56;

“—Harmony in Action—Safety and health” on pages 58 to 75;

““—Harmony in Action—Employees and communities” on pages 76 to 99;

“—Harmony in Action—Environmental performance” on pages 100 to 119;

“—Harmony in Action—Operational performance” on pages 120 to 152;

“—Harmony in Action—Projects and exploration” on pages 153 to 158;

“—Governing Harmony—Directors’ report” on page 208 to 209

of the Integrated Annual Report 2015 is incorporated herein by reference.

Capital Expenditures

Capital expenditures for all operations and capitalized exploration incurred for fiscal 2015 amounted to US$226

million, compared with US$244 million in fiscal 2014 and US$429 million in fiscal 2013. During fiscal 2015, capital
expenditure at PNG accounted for 9% of the total, with Kusasalethu accounting for 19%, Phakisa accounting for 16%
and Tshepong accounting for 13% of the total. During fiscal 2014, capital expenditure at PNG accounted for 5% of the
total, with Kusasalethu accounting for 20% and Phakisa and Target 1 each accounting for 14% and 11% respectively of
the total. During fiscal 2013, capital expenditure at PNG accounted for 28% of the total, with Kusasalethu accounting for
11% and Phakisa and Target 1 each accounting for 9% of the total.

The focus of our capital expenditures in recent years has been underground development and plant improvement

and upgrades. Construction at these projects has been completed in certain areas, and production, if not yet at full
capacity, has started from these areas at all our current growth projects. During fiscal 2015, the capital expenditure was
funded from the Company’s cash reserves, as well as by borrowings under its loan facilities. See Item 5: “Operating and
Financial Review and Prospects—Liquidity and Capital Resources” and “Integrated Annual Report 2015 —Harmony in
Action—Operational performance” on pages 123 and 124.

We have budgeted approximately US$171 million for capital expenditures in fiscal 2016. Details regarding the

capital expenditures for each operation are found in the “Integrated Annual Report 2015 —Harmony in Action—
Operational performance” on page 124. We currently expect that our planned operating capital expenditures will be
financed from operations and new borrowings as needed.

Reserves

As at June 30, 2015, we have declared attributable gold equivalent proved and probable reserves of 42.6 million

ounces: 22.1 million ounces gold in South Africa and 20.5 million gold and gold equivalent ounces in PNG. In instances
where individual deposits may contain multiple valuable commodities with a reasonable expectation of being recovered
(for example gold and copper in a single deposit) Harmony computes a gold equivalent to more easily assess the value of
the deposit against gold-only mines. Harmony does this by calculating the value of each of the deposits commodities,
then dividing the product by the price of gold. For example, the gold equivalent of a gold and copper deposit would be
calculated as follows: ((gold ounces x gold price per ounce) + (copper pounds x copper price per pound)) / gold price per
ounce. All calculations are done using metal prices as stipulated in the discussion below. Harmony assumes a 100%
metallurgical recovery in its calculations unless otherwise stated. The year-on-year negative variance in mineral reserves
is due to the following reasons:

normal depletion of 1.2 million ounces;

change in surface sources; and

a 4.4 million ounces decrease of reserves due to restructuring (Hidden Valley, Kusasalethu, Doornkop,

Masimong) and closure of Target 3.

We use the SAMREC Code, which sets out the internationally recognized procedures and standards for reporting

of mineral resources and mineral reserves. We use the term “mineral reserves” herein, which has the same meaning as
“ore reserves”, as defined in the SAMREC Code. Our reporting of the PNG Mineral Reserves complies with the 2012
JORC code. This code is materially the same as the SAMREC Code. In reporting of reserves, we have complied with the
SEC's Industry Guide 7.

For the reporting of Mineral Reserves the following parameters were

applied:

a gold price of US$1,230 per ounce;

an exchange rate of R11.38 per US dollar,

the above parameters resulting in a gold price of R450,000/kg for the South African assets;

the Hidden Valley Operations and Wafi-Golpu project in the Morobe Mining Joint Ventures used prices of
US$1,250/oz gold (“Au”), US$20/oz silver (“Ag”), US$10/lb molybdenum (“Mo”) and US$3.10/lb copper
(“Cu”) at an exchange rate of US$0.85 per A$.

gold equivalent ounces are calculated assuming a US$1,400/oz Au, US$ 3.10/lb Cu and US$23.00/oz Ag
with 100% recovery for all metals. These assumptions are based on those used in the 2012 pre-feasibility
study; and

“gold equivalent” is computed as the value of the company’s gold, silver and copper from all mineral
resources/reserves classifications divided by the price of gold. All calculations are done using metal prices as
stipulated.

In order to define the proved and probable mineral reserve at our underground operations, we apply the concept of

a cut-off grade. At our underground operations in South Africa, this is done by defining the optimal cut-off grade as the
lowest grade at which an orebody can be mined such that the total profits, under a specified set of mining parameters, are
maximized. The cut-off grade is determined using our Optimizer computer program which requires the following as
input:

the database of measured and indicated resource blocks (per operation);

an assumed gold price which, for this mineral reserve statement, was taken as R450,000 per kilogram (gold
price of US$1,230 per ounce and an exchange rate of R11.38 per US dollar);

planned production rates;

the mine recovery factor which is equivalent to the mine call factor (“MCF”) multiplied by the plant
recovery factor; and

planned cash costs (cost per tonne).

Rand per tonne cash costs of the mines are historically based, but take into account distinct changes in the cost

environment, such as the future production profile, restructuring, right-sizing, and cost reduction initiatives.

For the block cave reserve at Golpu (PNG), we used our consultants’ proprietary tool called “Block Cave mine

optimizing software computer program” to define the optimal mine plan and sequencing.

The open pit reserve at Hidden Valley (PNG) is defined by a pit design based on the optimal output from Whittle

open pit optimization software.

See the table below in this section for the cut-off grades and cost per tonne for each operation.

The mineral reserves represent that portion of the measured and indicated resources above cut-off in the life-of-

mine plan and have been estimated after consideration of the factors affecting extraction, including mining, metallurgical,
economic, marketing, legal, environmental, social and governmental factors. A range of disciplines which includes
geology, survey, planning, mining engineering, rock engineering, metallurgy, financial management, human resources
management and environmental management have been involved at each mine in the life-of-mine planning process and
the conversion of resources into reserves. The oreflow-related modifying factors used to convert the mineral resources to
mineral reserves through the life-of-mine planning process are stated for each individual operation. For these factors,
historical information is used, except if there is a valid reason to do otherwise. Owing to depth and rock engineering
requirements at our underground mines, some mines design stope support pillars into their mining layouts which
accounts for approximately 7% to 10% discounting. Further discounting relates to the life-of-mine extraction to provide
for geological losses.

Our standard for narrow reef sampling with respect to both proved and probable reserve calculations for

underground mining operations in South Africa is generally applied on a 6 meter by 6 meter grid. Average sample
spacing on development ends is at 2 meter intervals in development areas. For the massive mining at the Target 1
operation, our standard for sampling with respect to both proved and probable reserves are fan drilling with “B” sized
diamond drill holes (43mm core) sited at 50 meter spaced sections along twin access drives. The Kalgold opencast
operations are sampled on diamond drill and reverse circulation drill spacing of no more than 25 meters on average.
Surface mining at South African operations other than Kalgold involves recovering gold from areas previously involved
in mining and processing, such as metallurgical plants, waste rock dumps and tailing dams (slimes and sand) for which
random sampling is used.

The PNG resources are hosted in large porphyry or related mesothermal geological systems. Data is gained through

diamond drilling using PQ down to NQ sized core. The core is cut in half, one half sampled at a maximum of 2 meter
intervals and the other half stored in designated core storage facilities. Drill spacing at our Hidden Valley operations is
typically on less than 20 meter centers for measured category, 20 to 40 meter centers for the Indicated category and
greater than 40 meters for Inferred category material. Due to the nature of the Golpu porphyry mineralization, drill
spacing is increased to 100 to 200 meters for indicated and greater for inferred. Assaying for gold is by fire assay and
various methods are used for copper and other elements. All assays informing the resource calculation are analyzed at a
National Association of Testing Authorities (“NATA”) accredited commercial laboratory. Extensive Quality
Assurance/Quality Control work is undertaken and data is stored in an electronic database.

Our mining operations’ reported total proved and probable reserves as of June 30, 2015 are set out below:

Mineral Reserves statement (Imperial) as at June 30, 2015

Operations Gold

PROVED RESERVES

PROBABLE RESERVES

TOTAL RESERVES

Tons

(millions)

Grade

(oz/ton)

Gold oz⁽¹⁾

(000)

Tons

(millions)

Grade

(oz/ton)

Gold oz⁽¹⁾

(000)

Tons

(millions)

Grade

(oz/ton)

Gold oz⁽¹⁾

(000)

South Africa Underground
Bambanani.............................

1.7

0.331

565

—

1.7

0.331

565

Joel ........................................

2.2

0.155

347

4.1

0.152

621

6.3

0.153

968

Masimong..............................

1.9

0.113

212

0.2

0.107

2.1

0.112

235

Phakisa ..................................

6.7

0.193

1,294

2.3

0.218

498

9.0

0.199

1,792

Target 1 .................................

3.5

0.159

562

4.2

0.150

625

7.7

0.154

1,187

Tshepong...............................

20.2

0.163

3,294

3.6

0.131

474

23.8

0.158

3,768

Unisel ....................................

2.0

0.133

269

0.9

0.127

111

2.9

0.131

380

Doornkop...............................

1.5

0.146

211

4.1

0.152

636

5.6

0.151

847

Kusasalethu ...........................

7.1

0.199

1,418

22.2

0.174

3,856

29.3

0.180

5,274

Total South Africa

Underground

46.8

0.174

8,172

41.6

0.165

6,844

88.4

0.170

15,016

Mineral Reserves statement (Imperial) as at June 30, 2015

Operations Gold

PROVED RESERVES

PROBABLE RESERVES

TOTAL RESERVES

Tons

(millions)

Grade

(oz/ton)

Gold oz

(1)

(000)

Tons

(millions)

Grade

(oz/ton)

Gold oz

(1)

(000)

Tons

(millions)

Grade

(oz/ton)

Gold oz

(1)

(000)

South Africa Surface
Kalgold ...............................

6.4

0.028

181

11.7

0.033

393

18.1

0.032

574

Free State Surface—

Phoenix .........................

95.4

0.008

792

—

95.4

0.008

792

Other ...................................

194.0

0.008

1,508

613.9

0.007

4,188

807.9

0.007

5696

Total South Africa

Surface

295.8

0.008

2,481

625.6

0.007

4,581

921.4

0.008

7,062

Total South Africa

342.6

10,653

667.2

11,425

1,009.8

22,078

Papua New Guinea⁽²⁾

Hidden Valley .....................

1.5

0.032

13.3

0.052

693

14.8

0.050

743

Hamata................................

0.2

0.032

1.2

0.069

1.4

0.064

Golpu ..................................

—

248.0

0.025

6,194

248.0

0.025

6,194

Total Papua New Guinea

1.7

0.032

262.5

0.027

6,966

264.2

0.028

7,022

Total

344.3

10,709

929.7

18,391

1,274.0

29,100

⁽¹⁾

Metal figures are fully inclusive of all mining dilutions and gold losses, and are reported as mill delivered tons and head grades. Metallurgical
recovery factors have not been applied to the reserve figures.

⁽²⁾

Represents Harmony’s attributable interest of 50%.
Note: 1 ton = 907 kg = 2,000 lbs.

In addition to the gold reserves, we also report our gold equivalents for reserves for silver and copper from our

PNG operations. Gold equivalent ounces are calculated assuming a US$1,400/oz for gold, US$3.10/lb copper and
US$23.00/oz for silver with 100% recovery for all metals.

Gold Equivalents⁽²⁾

Silver

Proved reserves

Probable reserves

Total reserves

Tons
(millions)

Gold
Equivalents
(oz)⁽¹⁾

(000)

Tons
(millions)

Gold
Equivalents
(oz)⁽¹⁾

(000)

Tons
(millions)

Gold
Equivalents
(oz)⁽¹⁾

(000)

Hidden Valley

1.5

13.3

217

14.8

232

Copper

Proved reserves

Probable reserves

Total reserves

Tons
(millions)

Gold
Equivalents
(oz)⁽¹⁾

(000)

Tons
(millions)

Gold
Equivalents
(oz)⁽¹⁾

(000)

Tons
(millions)

Gold
Equivalents
(oz)⁽¹⁾

(000)

Golpu

—

248.0

13,265

248.0

13,265

Total Gold Equivalents

1.5

261.3

13,482

262.8

13,497

Total Harmony including gold
equivalents

344.3

10,724

929.7

31,873

1,274.0

42,597

In addition to the gold reserves, we also report our attributable reserves for silver and copper from our PNG

operations. Metal prices are assumed at US$23.00/oz for silver, US$3.10/lb for copper, and molybdenum at US$15/lb.

Papua New Guinea: Other⁽²⁾

Silver

Proved Reserves

Probable Reserves

Total Reserves

Tons

(millions)

Grade

(oz/ton)

Silver oz⁽¹⁾

(000)

Tons

(millions)

Grade

(oz/ton)

Silver oz⁽¹⁾

(000)

Tons

(millions)

Grade

(oz/ton)

Silver oz⁽¹⁾

(000)

Hidden Valley................

1.5

0.595

917

13.3

1.024

13,582

14,8

0.980

14,499

Golpu .............................

—

248.0

0.040

9,864

248.0

0.040

9,864

Copper

Tons

(millions)

Grade

(%)

Cu lb⁽¹⁾

(millions)

Tons

(millions)

Grade

(%)

Cu lb⁽¹⁾

(millions)

Tons

(millions)

Grade

(%)

Cu lb⁽¹⁾

(millions)

Golpu .............................

—

248.0

1.096

5,992

248.0

1.096

5,992

Molybdenum

Tons

(millions)

Grade

lb/ton

Mo lb⁽¹⁾

(millions)

Tons

(millions)

Grade

lb/ton

Mo lb⁽¹⁾

(millions)

Tons

(millions)

Grade

lb/ton

Mo lb⁽¹⁾

(millions)

Golpu .............................

—

248.0

0.162

248.0

0.162

⁽¹⁾

⁽²⁾

Represents Harmony’s attributable interest of 50%.

Note: 1 ton = 907 kg = 2,000 lbs

Our methodology for determining our reserves is subject to change and is based upon estimates and assumptions

made by management regarding a number of factors as noted above in this section. Cost per tonne and cut-off grade per
operation are as follows.

Operations gold

Underground Operations

Surface and Massive Mining

Cut-off grade

(cmg/t)

Cut-off cost

(R/Tonne)

Cut-off grade

(g/t)

Cut-off cost

(R/Tonne)

South Africa Underground
Bambanani ...................................................

1,491

2,753

—

Joel ...............................................................

800

1,530

—

Masimong ....................................................

906

1,578

—

Phakisa .........................................................

790

1,985

—

Operations gold

Underground Operations

Surface and Massive Mining

Cut-off grade

(cmg/t)

Cut-off cost

(R/Tonne)

Cut-off grade

(g/t)

Cut-off cost

(R/Tonne)

Target 1 ........................................................

—

3.40

1,748

Tshepong......................................................

650

1,781

—

Unisel ...........................................................

880

1,571

—

Doornkop .....................................................

680

1,622

—

Kusasalethu ..................................................

813

1,874

—

South Africa Surface
Kalgold.........................................................

—

0.54

164

Free State Surface ........................................

—

0.168

Cut-off

% Cu

Cut-off cost

(A$/Tonne)

Cut-off grade

(g/t)

Cut-off cost

(A$/Tonne)

Papua New Guinea
Hidden Valley ..............................................

—

0.910

32.5

Hamata .........................................................

—

0.910

32.5

Golpu ...........................................................

0.2

22.0

—

Operations gold

Underground Operations

Surface and Massive Mining

Cut-off grade

(cmg/t)

Cut-off cost

(R/Tonne)

Cut-off grade

(g/t)

Cut-off cost

(R/Tonne)

SILVER
Papua New Guinea
Hidden Valley............................................

—

0.910

32.5

COPPER
Papua New Guinea
Golpu.........................................................

0.2

22.0

—

Notes on Cut-off:

Surface and massive mining are stated in g/t (g/t is grams of metal per tonne of ore).

All SA underground operations are stated in cmg/t (cmg/t is the Reef Channel width multiplied by the g/t which indicates the gold
content within the Reef Channel).

Notes on Cut-off cost:
Cut-off cost refers to the cost in R/Tonne or A$/Tonne to mine and process a tonne of ore.
Notes on Copper:
Cut-off is stated in % Cu.
Notes on Golpu:
Cut-off is based on 0.2% copper; molybdenum and gold mined as by-product.

Geology

The major portion of our South African gold production is derived from mines located in the Witwatersrand Basin

in South Africa. The Witwatersrand Basin is an elongated structure that extends approximately 300 kilometers in a
northeast-southwest direction and approximately 100 kilometers in a northwest-southeast direction. It is an Archean
sedimentary basin containing a six kilometer thick stratigraphic sequence consisting mainly of quartzites and shales with
minor volcanic units. The majority of production is derived from auriferous placer reefs situated at different stratigraphic
positions and at varying depths below the surface in three of the seven defined goldfields of the Witwatersrand Basin.

Our Hidden Valley project comprises low sulphidation carbonate-base metal-gold epithermal deposits within the

Morobe Goldfield, in the Morobe Province of PNG. In the Hidden Valley project area, a batholith of Morobe
Granodiorite (locally a coarse grained monzogranite) is flanked by fine metasediments of the Owen Stanley
Metamorphics. Both are cut by dykes of Pliocene porphyry ranging from hornblende-biotite to feldspar-quartz
porphyries. A number of commonly argillic altered and gold anomalous breccias are known, including both hydrothermal
and over printing structural breccias. The Hidden Valley deposit is hosted in the Moribe Granodiorite, dominated by a
series of post-Miocene faults, both north and north-west trending, control the gold mineralization.

Our Wafi project comprises the sedimentary/volcaniclastic rocks of the Owen Stanley Formation that surround the

Wafi Diatreme and host the gold mineralization. Gold mineralization occurs associated with an extensive zone of high-
sulphidation epithermal alteration overprinting porphyry mineralization and epithermal style vein-hosted and replacement
gold mineralization with associated wall-rock alteration. The Golpu Copper-Gold project is located about one kilometer
northeast of the Wafi gold orebody. It is a porphyry (diorite) copper-gold deposit. The host lithology is a diorite that
exhibits a typical zoned porphyry copper alteration halo together with mineralization in the surrounding metasediment.

The mineralized body can be described as a porphyry copper-gold “pipe”. The Wafi gold mineralization and alteration
partially overprints the upper levels of the Golpu porphyry copper-gold mineralization.

Discontinued Operations and Operations Recently Placed on Care and Maintenance

Discontinued Operations: Evander

Introduction: The Evander operations are located in the province of Mpumalanga in South Africa and comprise an

amalgamation of the former Kinross, Bracken, Leslie and Winkelhaak mines into a mining right of 36,898 hectares, and
additional adjacent prospecting rights comprising 19,933 hectares. Ore is treated at the Kinross plant. On February 28,
2013, the conditions precedent for the sale of Harmony’s 100% interest in Evander Gold Mines Limited (“Evander”) to
Pan African were fulfilled and the transaction was completed. Prior to completion of the transaction, Harmony received a
distribution of US$23 million from Evander. The final purchase consideration amounted to US$144 million.

History: Gold mining in the Evander Basin began in 1955. Eventually, four mining operations were established at

Evander. In 1996, as a result of the depletion of mineral reserves, all four mining areas were merged to form Evander
Gold Mines Limited. In August 1998, Harmony acquired Evander as a wholly-owned subsidiary.

Geology: The area covered by Evander’s mining authorization and mineral rights is situated within the Evander

basin, a geologically discrete easterly extension of the main Witwatersrand Basin. Only one economic reef type, the
Kimberley Reef, is mined at Evander. In addition to the faulting of the reef horizon, there are numerous dykes and sills
that complicate the mining layouts, the most significant of which is an extensively developed dolerite footwall sill that
occasionally intersects the Kimberley Reef, causing displacements within it.

Mining Operations: Due to the fact that the Evander mining operations were only included in the Harmony Group

for eight months before the sale of operations was concluded, there is no comparative data to report for fiscal 2013.
Therefore no discussion has been included.

Production analysis:

Fiscal Year Ended June 30,

Evander

2015

2014

2013⁽¹⁾⁽²⁾

Production
Tons (‘000)........................................................................................

—

430

Recovered grade (ounces/ton) ...........................................................

—

0.146

Gold produced (ounces) ....................................................................

—

62,855

Gold sold (ounces) ............................................................................

—

60,862

Results of operations ($)
Product sales (‘000)...........................................................................

—

102,256

Cash cost (‘000) ................................................................................

—

63,397

Inventory movement (‘000)...............................................................

—

Production profit (‘000) ....................................................................

—

39,958

Cash costs
Per ounce of gold ($).........................................................................

—

1,009

Capex (‘000) ($) ...............................................................................

—

16,419

⁽¹⁾

Amounts include results up until the end of February 2013.

⁽²⁾

Amounts include production from surface sources.

Operations Recently Placed on Care and Maintenance: Target 3

Target 3 (previously Loraine 3) and Freddies 7 & 9 shafts were acquired from Pamodzi Gold Free State

(Proprietary) Limited (In Liquidation) (“Pamodzi FS”) in February 2010. Target 3 is situated near the town of
Allanridge in the Free State Province, some 270 kilometers southwest of Johannesburg. Located on the northern limit of
the Welkom Goldfields, the site is accessed via the R30 motorway situated between the towns of Bothaville and
Welkom.

Geology: At Target 3 Shaft there remains a mix of remnant ore blocks including shaft pillar blocks where scattered

mining can be exploited, and a number of areas of virgin ground where conventional mining can take place, with the
potential to exploit zone 3 in the Freddies 9 Shaft area.

The gold mineralization exploited by Target 3 is contained within the Basal Reef, B Reef, A Reef (Kimberly

Formation) and Elsburg Reef, a succession of Elsburg a pebble conglomerate reefs hosted by the Van Heeverrust
(Eldorado Formation). Synclinal fold forms the major structural feature and is manifested as an asymmetric syncline
whose axis trends N 15° W, with a general plunge of 10—12° north.

The Target 3 Shaft orebody has characteristics that suit massive mining techniques in the Eldorados which enable

design to be centered on a mechanized operation.

Mining operations: During fiscal 2015 the operation was placed on care and maintenance. This decision was

taken based on the financial performance of the operation and the future capital that was required to extend the life of the
mine.

Production analysis:

Fiscal Year Ended June 30,

Target 3

2015⁽¹⁾

2014

2013

Production
Tons (‘000) ......................................................................................

331

355

Recovered grade (ounces/ton) .........................................................

0.156

0.137

0.147

Gold produced (ounces)...................................................................

15,529

45,429

52,277

Gold sold (ounces)...........................................................................

16,140

45,301

51,859

Results of operations ($)
Product sales (‘000).........................................................................

19,432

58,788

83,573

Cash cost (‘000)...............................................................................

(14,870)

(53,856)

(58,343)

Inventory movement (‘000).............................................................

(603)

708

Production profit (‘000)...................................................................

3,959

4,992

25,938

Cash costs
Per ounce of gold produced ($)........................................................

958

1,185

1,116

All-in sustaining cost
Per ounce of gold sold ($)................................................................

1,114

1,514

1,477

Capex (‘000) ($)..............................................................................

1,785

12,385

16,444

⁽¹⁾

Placed on care and maintenance in October 2014, therefore no discussion has been included for fiscal 2015.

Tonnages milled decreased from 355,000 tons in fiscal 2013 to 331,000 tons in fiscal 2014. This was due to

environmental conditions (unable to develop sub-shaft areas) and erratic grades in secondary reefs and complex geology
necessitating many unplanned crew moves. The erratic grades in secondary reefs in which more than 70% of mining on
Target 3 and hanging wall / footwall conditions in Basal and B-Reefs resulted in the decrease in recovery grade from
0.147 ounces per ton in fiscal 2013 to 0.137 ounces per ton in fiscal 2014. In fiscal 2014 ounces produced decreased by
13% to 45,429 ounces, primarily as a result of a decrease in recovered grade and tons generated. The average tons milled
in fiscal 2014 was 27,580 tons per month, compared with 29,583 tons per month in fiscal 2013.

Revenue decreased to US$58.8 million in fiscal 2014 as a result of the decrease in ounces produced. Cash costs per

ounce increased from US$1,116/oz in fiscal 2013 to US$1,185/oz in fiscal 2014. This was mainly due to a decrease in
production. Cash costs for Target 3 was US$53.9 million in fiscal 2014, compared with US$58.3 million in fiscal 2013.
Cash costs in Rand terms increased by 10% this increase was primarily attributed to an increase in electricity costs of 8%
as well as an increase in contractor cost to rehabilitate the second escape to comply with safety standards and procedures,
but was however negated in dollar terms due to the weakening of the Rand in fiscal 2014.

Regulation

Mineral Rights

South Africa

South African law no longer provides for the separate ownership of surface and mineral rights. The promulgation

of the MPRDA in May 2004, and its amendment in July 2013, provides that all mineral rights in South Africa are now
vested in the South African State. The principal objectives of the Act are:

to recognize the internationally accepted right of the state of South Africa to exercise full and permanent
sovereignty over all the mineral and petroleum resources within South Africa;

to give effect to the principle of South Africa’s custodianship of its mineral and petroleum resources;

to promote equitable access to South Africa’s mineral and petroleum resources to all the people of South
Africa;

to substantially and meaningfully expand opportunities for HDSAs including women, to enter the mineral
and petroleum industry and to benefit from the exploitation of South Africa’s mineral and petroleum
resources;

to promote economic growth and mineral and petroleum resources development in South Africa;

to promote employment and advance the social and economic welfare of all South Africans;

to provide security of tenure in respect of prospecting, exploration, mining and production operations;

to give effect to Section 24 of the South African Constitution by ensuring that South Africa’s mineral and
petroleum resources are developed in an orderly and ecologically sustainable manner while promoting
justifiable social and economic development; and

to ensure that holders of mining and production rights contribute towards socio-economic development of the
areas in which they are operating.

Under the MPRDA, tenure over established mining operations is secured for up to 30 years (and renewable for

periods not exceeding 30 years each thereafter), provided that mining companies applied for new-order mining rights
over existing operations within five years of May 1, 2004, or before the existing right expired, whichever was the earlier
date and fulfilled requirements specified in the MPRDA, its Regulations and the Mining Charter.

The MPRDA also makes reference to royalties payable to the South African state in terms of the MPRRA. The

MPRRA provides for the payment of a royalty according to a formula based on gross sales and EBIT, as defined under
the MPRRA, after the deduction of capital expenditure. This rate is then applied to revenue to calculate the royalty
amount due, with a minimum of 0.5% and a maximum of 5% for gold mining companies. For fiscal 2015, the average
royalty rate for our South African operations was 0.5% of gross sales.

The Mineral and Petroleum Resources Development Act 28 of 2002 was promulgated as effective legislation on 1

May 2004. A draft Mineral and Petroleum Resources Development Amendment Bill, 2012 (“MPRDA Bill”) was
published in December 2012 for comment. On March 12, 2014 the bill was approved by the National Assembly and
required the President of South Africa’s approval. Subsequently, in January 2015 the bill has been referred back to the
National Assembly by the President of South Africa for reconsideration.

The MPRDA Bill, however, raises some concerns as it relates to Harmony’s business:

Concentration of rights

The MPRDA Bill seeks to amend the MPRDA to provide that the Minister must refuse to provide a mining
right or an exploration right if this will result in a concentration of rights under the control of the applicant.

Ownership of tailings created before 1 May 2004

The MPRDA provides that historic tailings are not regulated in terms of the MPRDA; however, the MPRDA
Bill purports to amend the MPRDA so as to render historic tailings subject to regulation under the MPRDA,
resulting in the South African State gaining custodianship of historic tailings.

Mineral beneficiation

A key change is that the MPRDA Bill now makes it mandatory for the Minister to “initiate or promote the
beneficiation of minerals and petroleum resources in the Republic of South Africa”. The MPRDA Bill
affords the Minister broad discretion over beneficiation, without providing any criteria under which such
discretion should be exercised.

Issue of a closure certificate

The MPRDA Bill envisages that a rights holder will remain liable for environmental and associated damage
caused by prospecting and mining operations, even after (and notwithstanding) the issue of a closure
certificate by the Minister. This means that a rights holder will no longer be indemnified from liability after
the issue of a closure certificate.

Harmony is, through the Chamber of Mines of South Africa, working closely with government to ensure that the

MPRDA Bill is drafted to support continued investment in mining in South Africa.

The Mining Charter was signed by the government and stakeholders in October 2002 and contains principles

relating to the transfer, over a ten-year period, of 26% of South Africa’s mining assets (as equity or attributable units of
production) to HDSAs, as defined in the Mining Charter. In order to measure progress in meeting the requirements of the
Mining Charter, companies are required to complete a “Scorecard”, in which the levels of compliance with the Mining
Charter can be ticked-off every year. The Mining Charter and Scorecard require programs for black economic
empowerment and the promotion of value-added production (beneficiation) in South Africa. In particular, targets are set
out for broad-based black economic empowerment in the areas of human resource and skills development; employment
equity; procurement beneficiation and direct ownership. In addition, the Mining Charter addresses socio-economic issues
such as migrant labor, mine community and rural development, and housing and living conditions.

Following a review of the progress made by the mining industry after the first five years of implementing the

provisions of the Mining Charter, the DMR amended the Mining Charter and a Revised Mining Charter was released on

September 13, 2010. The requirement under the old Mining Charter for mining entities to achieve a 26% HDSA
ownership of mining assets by the year 2014 has been retained in the new Revised Mining Charter. Harmony believes
that it had complied with this requirement. In addition, in terms of the Revised Mining Charter, mining companies must,
inter alia:

facilitate local beneficiation of mineral commodities;

procure a minimum of 40% of capital goods, 70% of services and 50% of consumer goods from HDSA
suppliers (i.e. suppliers of which a minimum of 25% + 1 vote of their share capital must be owned by
HDSAs) by 2014. These targets will however be exclusive of non-discretionary procurement expenditure;

achieve a minimum of 40% HDSA demographic representation by 2014 at top management (board) level,
senior management (EXCO) level, core and critical skills, middle management level and junior management
level;

invest up to 5% of annual payroll in essential skills development activities; and

implement measures to improve the standards of housing and living conditions for mineworkers by
converting or upgrading mineworkers’ hostels into family units, attaining an occupancy rate of one person
per room and facilitating home ownership options for all mineworkers in consultation with organized labor.

All targets must have been achieved by the end of calendar 2014.

December 2014 marked the end of the five-year period of implementation of the Mining Charter. Harmony will

continue to comply with the Mining Charter until a new Charter is applicable. See “Integrated Annual Report 2015—
Harmony in Action—Mining Charter Compliance” on pages 168 to 170. In addition, mining companies are required to
monitor and evaluate their compliance with the Revised Mining Charter, and must submit annual compliance reports to
the DMR. The Scorecard makes provision for a phased-in approach for compliance with the above targets over the five
year period ended in 2014. For measurement purposes, the Scorecard allocates various weightings to the different
elements of the Revised Mining Charter. Failure to comply with the provisions of the Revised Mining Charter will
amount to a breach of the MPRDA and may result in the cancellation or suspension of a mining company’s existing
mining rights.

We actively carry out mining and exploration activities in all of our material mineral rights areas. Accordingly, the

MPRDA has not had a significant impact on our mining and exploration activities because we applied for and were
granted the conversion of all of our old-order mining rights into mining rights in terms of the MPRDA. We now have to
comply with the required annual and bi-annual reporting to the DMR on the Social and Labor Plans, Environmental
Management Programs, and Progress Reports on our prospecting rights.

In March 2015, the Minister of Mineral Resources Minister Advocate Ngoako Ramatlhodi released the

assessment of the mining industry’s compliance with the Mining Charter. Harmony notes the difference of opinion in
how some black economic empowerment (“BEE”) transactions are recognized. To this end, the DMR and the mining
industry have agreed to jointly seek a ‘declaratory order’ from a South African court to ensure the correct interpretation
of the rules governing the BEE component of the Charter. This is a proactive and necessary step to promote regulatory
certainty for the mining industry.

We have been working on our program of licensing since 2004, which involved the compilation of a mineral assets

register and the identification of all of our economic, mineral and mining rights. We have secured all “old mining rights”
and validated existing mining authorizations. Our strategy has been to secure all strategic mining rights on a region-by-
region basis. The conversion of mining rights for our operations was granted and all of our mining areas are
secured/supported by new-order mining rights.

The Mineral and Petroleum Royalty Act 28 of 2008 and the Mineral and Petroleum Royalty Administration Act 29

of 2008 were assented to on November 21, 2008 with the commencement date set as May 1, 2009. However, the date on
which royalties became payable was deferred to March 1, 2010. Royalties are payable to the government according to
formula based on earnings before interest and tax. This rate is then applied to revenue to calculate the royalty amount
due, with a minimum of 0.5% and a maximum of 5% for gold. For fiscal 2015, the average royalty rate for our South
African operations was 0.5% of gross sales.

Mineral Rights

Papua New Guinea

According to the Mining Act of 1992 (PNG) mineral rights in PNG belong to the government of PNG, which has a

statutory right to acquire up to 30% of any project at the historic exploration cost prior to grant of a mining lease.

The government then issues and administers mining tenements under the relevant mining legislation, and mining

companies must pay royalties to the government based on production.

The key difference in PNG is that citizens have the right to carry out non-mechanized mining of alluvial minerals

on land owned by them. These customary rights do not extend over a mining lease, unless an alluvial mining lease is
obtained.

Almost all land in PNG is owned by a person or group of persons, and is not generally overlaid by landowner title

issues. There is, however, considerable difficulty in identifying landowners of a particular area of land because land
ownership may arise from both contract and inheritance, and because of the absence of a formal written registration
system.

Prior to commencing exploration, compensation for loss or damage must be agreed with the landowners. Prior to

commencing mining, a written agreement must be entered into with landowners dealing with compensation and other
matters.

In PNG, Morobe Consolidated Goldfields Limited and Newcrest PNG 1 Limited hold a mining lease and various

exploration licenses granted by the Minerals Resource Authority for the Hidden Valley Project. Both parties have
obligations under a memorandum of agreement with the state, local government and the landowners.

Wafi Mining Limited and Newcrest PNG 2 Limited hold various exploration licenses granted by the Minerals

Resource Authority for the Wafi-Golpu Project, and have entered into a compensation agreement with landowners on one
of its exploration licenses.

There has been a significant rationalization of Harmony’s (100%) tenement holding in PNG and Harmony now

manages two main project areas, which include the Tari project in the Southern Highlands and the Magavara project in
the Milne Bay Province for which a tenement application was submitted.

In PNG there are no applicable exchange control restrictions but the PNG central bank does have to be informed of

all transactions and has to approve lending facilities and interest rates charged.

In PNG, a mining legislative and tax regime review has been commissioned whereby various PNG government

agencies are involved in the process. The policies and legislation being reviewed are the Mining Act 1992, Mining Safety
Act 1997, Mineral Policy and sector policies including offshore mining policy, sustainable development policy,
involuntary relocation policy and mine closure policy. The Chamber of Mines and Petroleum of PNG as the
representative industry body has been collating information from industry participants regarding the review of current
legislation and policy as part of the response to the government’s mining legislation review. Harmony is represented on
the chamber’s sub-committee and is actively participating in discussions.

Health and Safety – South Africa

For many years, the safety of persons working in South African mines and quarries was controlled by the Mines

and Works Act of 1956 and then by the Minerals Act of 1991 which was replaced by the Mine Health and Safety Act.
The Minerals Act of 1991 has subsequently been repealed and the MPRDA promulgated. The Mine Health and Safety
Act has since been amended by the Mine Health and Safety Amendment Act, Act 74 of 2008. The objectives of the Mine
Health and Safety Act (“MHSA”) are:

to protect the health and safety of persons at mines;

to require employers and employees to identify hazards and eliminate, control and minimize the risks relating
to health and safety at mines;

to give effect to the public international law obligations of South Africa that concern health and safety at
mines;

to provide for employee participation in matters of health and safety through health and safety
representatives and the health and safety committees at mines;

to provide effective monitoring of health and safety measures at mines;

to provide for enforcement of health and safety conditions at mines;

to provide for investigations and inquiries to improve health and safety at mines;

to promote a culture of health and safety in the mining industry;

training in health and safety in the mining industry; and

co-operation and consultation on health and safety matters between the State, employers, employees and
their representatives.

The MHSA prescribes general and specific duties for employers and others, determines penalties and a system of

administrative fines, and provides for employee participation by requiring the appointment of health and safety

representatives and the establishment of health and safety committees. It also entrenches the right of employees to refuse
to work in dangerous conditions. Key amendments to the MHSA include the following:

training records must be kept;

employer investigations;

permanent committees of the MHSC;

health and safety management system;

administrative fines increased from R200,000 to R1 million; and

offences — applicable to the employer.

See “Integrated Annual Report 2015—Harmony in Action—Safety and health” on pages 58 to 75.

Health and Safety – Papua New Guinea

PNG has a significant mining industry, and a developing system of occupational health and safety. The PNG

Mining (Safety) Act of 1977 is the principal legislation, which addresses a range of issues such as working hours,
minimum safety and reporting requirements. Other legislation and regulations also apply. The PNG Mining (Safety) Act
and Regulations are currently under review as part of the overall review of mining legislation in PNG.

See “Integrated Annual Report 2015—Harmony in Action—Safety and health” on pages 58 to 75.

Labor Relations

South Africa

Employee relations in South Africa are guided by the Labour Relations Act as well as by company and mine-based

recognition agreements. In South Africa, Harmony recognises four labour unions. As at financial year-end, these unions
and their corresponding representation were as follows, namely the National Union of Mineworkers (at 66%); the
Association of Mineworkers and Construction Union (at 15%); the United Association of South Africa (at 10%) and
Solidarity (at 2%). About 93% of our South African workforce is unionised, with the balance not belonging to a union.
See“Integrated Annual Report 2015—Harmony in Action—Employees and communities” at page 80.

Australia

Employee relations in Australia are regulated by a combination of federal and state statutes that stipulate minimum

standards and provide for collective bargaining and action. All employment contracts are based on the Fair Work Act of
2009 and the National Employment Standards. Our Australian workforce is not unionized.

Papua New Guinea

Employee relations in PNG are regulated by the Employment Act of 1978 (PNG) and the Employment of Non-

Citizens Act 1978 (PNG). Individual contracts are entered into, and the workforce is not unionized.

In PNG, wages are guided by independent market research that compares mining, oil and gas companies in the

region. Industrial relations at Hidden Valley have been established through regular dialogue between management and
employees via the Employee Relations Committee. Employees at PNG are not unionized, however, Hidden Valley Mine
employment is guided by an MOA between the Landowner Association, the Company and the government. The MOA
governance process requires that, when qualifications and experience are equivalent, employment preference is given to
local and landowner candidates before individuals from other provinces or countries. Compliance with this agreement is
a critical issue in maintaining Hidden Valley Mine’s license to operate.

C. ORGANIZATIONAL STRUCTURE

The information set forth under the heading:

“—About Harmony” on page 4

of the Integrated Annual Report 2015 is incorporated herein by reference. Also see note 2.1
“Consolidation” of our consolidated financial statements, set forth beginning on page F-1.

D. PROPERTY, PLANT AND EQUIPMENT`

The information set forth under the headings:

“—Harmony in Action—Environmental performance” on pages 100 to 119;

“—Harmony in Action—Operational performance” on pages 120 to 152;

“—Governing Harmony—Directors’ report” on pages 208 to 209

of the Integrated Annual Report 2015 is incorporated herein by reference. Also see note 14 “Property, Plant and
Equipment” and note 30 “Cash Generated by Operations” of our consolidated financial statements, set forth beginning on
page F-1.

Also see Item 4: “Information on the Company—Business Overview——Reserves”, “—Geology” and “—
Capital Expenditures” and Item 5: “Operating and Financial Review and Prospects—Tabular Disclosure of Contractual
Obligations”.

ITEM 4A. UNRESOLVED STAFF COMMENTS

Not applicable.

ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS

You should read the following discussion and analysis together with our consolidated financial statements,

including the related notes, set forth beginning on page F-1.

A. OPERATING RESULT

Overview

We are currently the third largest producer of gold in South Africa and are an important producer in PNG. Our gold

sales for fiscal 2015 were 1.10 million ounces of gold. As at June 30, 2015, our mining operations and projects reported
total proved and probable reserves of approximately 42.6 million gold equivalent ounces and in fiscal 2015 we processed
approximately 19.9 million tons of ore.

For segment purposes, management distinguishes between “Underground” and “Surface”, with each shaft or group

of shafts or open-pit mine managed by a team (headed by a single general manager) being considered to be an operating
segment.

Our reportable segments are as follows:

Bambanani, Doornkop, Joel, Kusasalethu, Masimong, Phakisa, Target 1, Target 3 (operations were
suspended and placed on care and maintenance during the December 2014 quarter), Tshepong, Unisel and
Hidden Valley;

the Evander operation, sold in February 2013, was classified as discontinued operations; and

all other shafts and surface operations, including those that treat historic sand dumps, rock dumps and
tailings dams, are grouped together under “Other — Underground” and “Other — Surface”.

Recent Accounting Pronouncements

Harmony’s accounting policies are described in the notes to the consolidated financial statements set forth

beginning on page F-1. Recently adopted accounting policies, as well as recent accounting pronouncements with the
potential for impact on the consolidated financial statements, are described in note 2 “Accounting Policies” to our
consolidated financial statements set forth beginning on page F-1.

Critical Accounting Policies and Estimates

The preparation of our financial statements in accordance with IFRS requires management to make estimates and

assumptions that affect the reported results of our operations. Actual results may differ from those estimates. We have
identified the most critical accounting policies upon which our financial results depend. Some of our accounting policies
require the application of significant judgment and estimates by management in selecting the appropriate assumptions for
calculating financial estimates. By their nature, these judgments are subject to an inherent degree of uncertainty and are
based on our historical experience, terms of existing contracts, management’s view on trends in the gold mining industry
and information from outside sources.

Our significant accounting policies and critical accounting estimates and judgments are described in more detail in

note 2 “Accounting Policies” and 3 “Critical Accounting Estimates and Judgments”, respectively, to our consolidated
financial statements set forth beginning on page F-1. This discussion and analysis should be read in conjunction with
such consolidated financial statements and the relevant notes. Management has identified the following as critical
accounting policies because estimates used in applying these policies are subject to material risks and uncertainties.
Management believes the following critical accounting policies, together with the other significant accounting policies
discussed in the notes to our consolidated financial statements, affect its more significant judgments and estimates used
in the preparation of our consolidated financial statements and could potentially impact our financial results and future
financial performance.

Gold mineral reserves

Gold mineral reserves are estimates of the amount of ounces that can be economically and legally extracted from

the Group’s properties. In order to calculate the gold mineral reserves, estimates and assumptions are required about a
range of geological, technical and economic factors, including quantities, grades, production techniques, recovery rates,
production costs, commodity prices and exchange rates.

Estimating the quantities and/or grade of the reserves requires the size, shape and depth of the orebodies to be

determined by analyzing geological data such as the logging and assaying of drill samples. This process may require

complex and difficult geological judgments and calculations to interpret the data. These reserves are determined in
accordance with the SAMREC Code, JORC and SEC Industry Guide 7.

Because the economic assumptions used to estimate the gold mineral reserves change from year to year, and

because additional geological data is generated during the course of operations, estimates of the mineral reserves may
change from year to year. Changes in the proved and probable reserves may affect the Group’s financial results and
financial position in a number of ways, for example depreciation and amortization charged in the income statement may
change as they are calculated on the units-of-production method.

The estimate of the total expected future lives of our mines could be materially different from the actual amount of gold
mined in the future. See Item 3:“Key Information—Risk Factors—Estimations of Harmony’s gold reserves are based on
a number of assumptions, including mining and recovery factors, future cash costs of production and the price of gold.
As a result, quantities of gold produced may differ from current estimates”

Depreciation of Mining Assets

Depreciation of mining assets is computed principally by the units of production method over the life-of-mine,

based on estimated quantities of economically recoverable proved and probable reserves, which can be recovered in
future from known mineral deposits.

The preparation of consolidated financial statements in compliance with IFRS requires management to assess the

useful life of each of its operations separately based on the characteristics of each deposit and select the reserve/resource
base that best reflects the useful life of the operation. In most instances, management considers the use of proved and
probable reserves for the calculation of depreciation and amortization expense to be the best estimate of the life of the
respective mining operation. Therefore, for most of the Company’s operations, we use proved and probable reserves
only, excluding all inferred resources as well as any indicated and measured resources that have not yet been deemed
economically recoverable.

In some instances proved and probable reserves alone may not provide a realistic indication of the useful life of

mine and related assets. In these instances, management may be confident that certain inferred resources will eventually
be classified as measured and indicated resources, and if economically recoverable, they will be included in proved and
probable reserves. Management is approaching economic decisions affecting the mine on this basis, but has not yet done
the necessary development and geological drill work to improve the confidence to the required levels to designate them
formally as reserves. In these cases, management, in addition to proved and probable reserves, may also include certain,
but not all, of the inferred resources associated with these properties as the best estimate of the pattern in which the
asset’s future economic benefits are expected to be consumed by the entity.

Management only includes the proved and probable reserves and the inferred resources that have been included in

the life-of-mine plan. To be included in the life-of-mine plan, resources need to be above the cut-off grade set by
management, which means that the resource can be economically mined and is therefore commercially viable. This
consistent systematic method for inclusion in the life-of-mine plan takes management’s view of the gold price, exchange
rates as well as cost inflation into account. The board of directors and management approach economic decisions
affecting these operations based on the life-of-mine plans that include such resources. In declaring the resource,
management would have had to obtain a specified level of confidence of the existence of the resource through drilling as
required by the SAMREC Code or JORC. For further discussion on mineral reserves, see “—Gold mineral reserves”
above.

During the periods presented, the Company added the inferred resources that were included in the life-of-mine

plans at Doornkop and Masimong to the proved and probable reserves in order to calculate the depreciation expense. The
depreciation calculation for all other operations was done using only the proved and probable reserves. At these two

operations, there has been a steady conversion of the inferred resources included in the life-of-mine plan into measured
and indicated resources that are then classified as reserves if economically viable. In addition, there have been no
instances during the periods presented where subsequent drilling or underground development indicated instances of
inappropriate inclusion of inferred resources in such life-of-mine plans. As such, management is confident that the
inclusion of the inferred resources included in the life-of-mine plan in calculating the depreciation charge is a better
reflection of the pattern of consumption of the future economic benefits of these assets than would be achieved by
excluding them.

Management’s confidence in the economical recovery of these inferred resources is based on historical experience

and available geological information. The surface drilling spread (surface boreholes) and underground advance drilling at
Doornkop South Reef and Masimong have indicated that the portion of the inferred resources included in the life-of-mine
plan exist and can be economically mined with a high level of confidence in the orebodies. The surface boreholes have
been used to determine the existence of the orebodies as well as the location of major geological structures and the
mineralogy of the orebodies. However, since further drilling and underground development necessary to classify the
inferred resources as measured and/or indicated resources and then as reserves, if economically recoverable, has not been
done yet, they remain in the inferred resource category. Geological drilling can only be done as and when the
underground infrastructure is advanced.

Additional confidence in existence and commercial viability is obtained from the fact that the orebodies

surrounding these two operations have already been mined over many years in the past. We mine continuations of the
same reefs that these mined-out operations exploited. At Masimong and Doornkop South Reef, the geological setting of
the orebodies are such that there is an even distribution of the mineralized content, and reliance can be placed on the
comparable results of the surrounding mines. As these results are already known, simulations and extrapolations of the
expected formations can be done with a reasonable degree of accuracy. Although this information will not allow the
classification of inferred resources to measured and indicated resources and then as a reserve if economically viable, it
does provide management with valuable information and increases the level of confidence in existence and grade
expectation.

Future capital expenditure necessary to access these inferred resources, such as costs to complete a decline or a

level, has also been included in the cash flow projections for the life-of-mine plan and have been taken into account when
determining the pattern of depreciation charge for these operations.

Due to the fact that the economic assumptions used to estimate the proved and probable reserves and resources

change from year to year, and because additional geological data is generated during the course of operations, estimates
of the resources and proved and probable reserves may change from year to year. Changes in the proved and probable
reserves and the inferred resource base used in the life-of-mine plan may affect the calculation of depreciation and
amortization. The change is recognized prospectively.

The relevant statistics for the two operations have been included below.

Applicable to the Fiscal Year Ended June 30,

Doornkop South Reef

2015

2014

2013

Years (life-of-mine plan)

Reserves (Tons million)

8.4

7.3

5.4

Resources (Tons million)

34.3

34.4

29.1

Total inferred resources (Tons million)

24.5

21.8

23.3

Inferred resources included in life-of-mine plan
(Tons million)

9.6

14.3

Future development costs

Rand million

269.0

226.0

227.3

US$ million

23.5

21.8

27.7

Depreciation expense for the fiscal year

As reported (US$ million)

5.0

4.1

12.1

Excluding inferred resources (US$
million)

10.3

11.6

23.2

Applicable to the Fiscal Year Ended June 30,

Masimong

2015

2014

2013

Years (life-of-mine plan)

Masimong

Reserves (Tons million)

7.3

9.1

7.6

Resources (Tons million)

75.5

109.6

124.9

Total inferred resources (Tons million)

58.2

82.3

100.9

Inferred resources included in life-of-mine plan
(Tons million)

3.7

4.0

4.9

Future development costs

Rand million

16.4

0.0

US$ million

1.4

0.0

Depreciation expense for the fiscal year

As reported (US$ million)

4.5

3.9

14.1

Excluding inferred resources
(US$ million)

6.1

6.9

15.8

Both the Masimong and Doornkop operations were restructured during fiscal 2015 to address the current low gold

price and high input cost environment. At Masimong, orebody development has been scaled down and the expected life
of mine has been shortened to three years in order to improve profitability by reducing costs and improving margins. At
Doornkop, the new life-of-mine plan, with a lower rate of production has been shortened to 15 years and will focus on
mining higher grade areas. The impact of the revised life-of-mine plans for Masimong and Doornkop are expected to
only have an impact on the depreciation computations from fiscal 2016.

Impairment of Property, Plant and Equipment

We review and evaluate our mining assets for impairment when events or changes in circumstances indicate the

related carrying amounts may not be recoverable. An impairment loss is recognized for the amount by which the asset’s
carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs
to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there
are separately identifiable cash flows (cash generating units). Each operating shaft, along with allocated common assets
such as plants and administrative offices, is considered to be a cash generating unit as each shaft is largely independent of
the cash flows of other shafts and assets.

Future cash flows are estimated based on estimated quantities of recoverable minerals, expected commodity prices

(considering current and historical prices, price trends and related factors), production levels and cash costs of
production, capital and reclamation costs, all based on detailed life-of-mine plans. The significant assumptions in
determining the future cash flows for each individual operating mine at June 30, 2015, apart from production cost and
capitalized expenditure assumptions unique to each operation, included a gold price, silver price and exchange rate
assumptions as follows:

Fiscal year ended June 30, 2015

Short term

Medium

term

Long term

US$ gold price per ounce ............................................................

1,150

1,180

1,200

US$ silver price per ounce...........................................................

14.00

14.50

17.00

Exchange rate (R/US$)................................................................

12.17

11.86

11.66

Exchange rate (PGK/US$)...........................................................

2.75

The term “recoverable minerals” refers to the estimated amount of gold that will be obtained from proved and

probable reserves and related exploration stage mineral interests, except for other mine-related exploration potential and
Greenfields exploration potential discussed separately below, after taking into account losses during ore processing and
treatment. Estimates of recoverable minerals from such exploration stage mineral interests are risk adjusted based on
management’s relative confidence in such materials. With the exception of other mine-related exploration potential and
Greenfields exploration potential, estimates of future undiscounted cash flows are included on an area of interest basis,
which generally represents an individual operating mine, even if the mines are included in a larger mine complex. In the
case of mineral interests associated with other mine-related exploration potential and Greenfields exploration potential,

cash flows and fair values are individually evaluated based primarily on recent exploration results and recent transactions
involving sales of similar properties.

As discussed above under “Gold mineral reserves”, various factors could impact our ability to achieve our

forecasted production schedules from proved and probable reserves. Additionally, gold prices, capital expenditure
requirements and reclamation costs could differ from the assumptions used in the cash flow models used to assess
impairment. The ability to achieve the estimated quantities of recoverable minerals from exploration stage mineral
interests involves further risks in addition to those factors applicable to mineral interests where proved and probable
reserves have been identified, due to the lower level of confidence that the identified mineralized material can ultimately
be mined economically. Assets classified as other mine-related exploration potential and Greenfields exploration
potential have the highest level of risk that the carrying value of the asset can be ultimately realized, due to the still lower
level of geological confidence and economic modeling.

During fiscal 2015, we recorded an impairment of property, plant and equipment of US$285 million, an

impairment of US$12 million was recorded in fiscal 2014 and an impairment of assets of US$274 million was recorded
in fiscal 2013. Material changes to any of these factors or assumptions discussed above could result in future impairment
charges, particularly around future commodity price assumptions. A 10% decrease in commodity price assumptions at
June 30, 2015 would have resulted in an additional impairment at Phakisa of US$103 million, Doornkop of US$76
million and Hidden Valley of US$38 million. The decreases noted would have resulted in impairments at Target 1 of
US$77 million, Target 3 of US$3 million, Tshepong of US$57 million (of which US$48 million is goodwill), Unisel of
US$1 million and other Harmony assets of US$32.3 million.

Carrying Value of Goodwill

We evaluate, on at least an annual basis, the carrying amount of goodwill to determine whether current events and

circumstances indicate that such carrying amount may no longer be recoverable. For the purposes of assessing
impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash generating
units). Each operating shaft, along with allocated common assets such as plants and administrative offices, is considered
to be a cash generating unit as each shaft is largely independent of the cash flows of other shafts and assets. To
accomplish this, we compare the recoverable amounts of our cash generating units to their carrying amounts. The
recoverable amount is the higher of an asset’s fair value less costs to sell and value in use. If the carrying value of a cash
generating unit were to exceed its recoverable amount at the time of the evaluation, an impairment loss is recognized by
first reducing goodwill, and then the other assets in the cash generating unit on a pro rata basis. Assumptions underlying
fair value estimates are subject to risks and uncertainties. If these assumptions change in the future, we may need to
record impairment charges on goodwill not previously recorded.

As at June 30, 2015 substantially all of our goodwill related to the Tshepong and Bambanani cash generating units.

A 10% decrease in commodity price assumptions at June 30, 2015 would have resulted in impairment on goodwill of
US$48 million at Tshepong. An impairment of US$123 million on goodwill relating to Phakisa was recorded in fiscal
2014. No impairment on goodwill was recorded during fiscal 2015 or fiscal 2013.

Provision for environmental rehabilitation

Our mining and exploration activities are subject to various laws and regulations governing the protection of the

environment. Estimated long term environmental obligations, comprising pollution control, rehabilitation and mine
closure, are based on the Group’s environmental management plans. Annual changes in the provision consist of finance
costs relating to the change in the present value of the provision and inflationary increases in the provision estimate, as
well as changes in estimates. The present value of environmental disturbances created is capitalized to mining assets
against an increase in the rehabilitation provision. The rehabilitation asset is depreciated as discussed above.
Rehabilitation projects undertaken, included in the estimates are charged to the provision as incurred. The cost of
ongoing current programs to prevent and control pollution is charged against income as incurred.

Deferred Taxes

The taxable income from gold mining at our South African operations was subject to a formula to determine the

taxation expense. The tax rate calculated using the formula was capped to a maximum mining statutory rate of 34% for
fiscal 2015, fiscal 2014 and fiscal 2013. Taxable income is determined after the deduction of qualifying mining capital
expenditure to the extent that it does not result in an assessed loss. Excess capital expenditure is carried forward as
unredeemed capital expenditure and is eligible for deduction in future periods, taking the assessed loss criteria into
account. Further to this, mines are ring-fenced and are treated separately for tax purposes, with deductions only being
available to be claimed against the mining income of the relevant ring-fenced mine.

In terms of IAS 12 — Income Taxes, deferred tax assets and liabilities are measured at the tax rates that are

expected to apply to the period when the asset is realized or the liability is settled, and at our South African operations,
such average tax rates are directly impacted by the profitability of the relevant ring-fenced mine. The deferred tax rate is

therefore based on the current estimate of future profitability of an operation when temporary differences will reverse,
based on tax rates and tax laws that have been enacted at balance sheet date.

The future profitability of each ring-fenced mine, in turn, is determined by reference to the life-of-mine plan for

that operation. The life-of-mine plan is based on parameters such as the Group’s long term view of the US$ gold price
and the Rand/US$ exchange rate, as well as the reserves declared for the operation. As some of these parameters are
based on market indicators, they differ from one year to the next. In addition, the reserves may also increase or decrease
based on updated or new geological information.

We do not recognize a deferred tax asset when it is more likely than not that the asset will not be utilized.

Assessing recoverability of deferred tax assets requires management to make significant estimates related to expectation
of future taxable income. Estimates of future taxable income are based on forecasted cash flows from operations,
reversals of deferred tax liabilities and the application of existing tax laws in each jurisdiction. To the extent that future
taxable income differs significantly from estimates, our ability to realize the net deferred tax assets recorded at the
balance sheet date could be impacted. Additionally, future changes in tax laws in the jurisdictions in which we operate
could limit our ability to obtain the future tax benefits represented by deferred tax assets recorded at the balance date.

During fiscal 2015, management evaluated the deferred tax asset related to Australian entities, following the

recognition of the impairment of property, plant and equipment at Hidden Valley. Harmony derecognized the deferred
tax asset to the extent which future taxable profits were no longer probable. The full amount related to Australia of US$5
million was derecognized. Subsequent increases in the deferred tax asset will be recognized when future taxable profits
are probable.

Revenue

Most of our revenues are derived from the sale of gold. As a result, our operating results are directly related to the

price of gold. Historically, the price of gold has fluctuated widely. The gold price is affected by numerous factors over
which we do not have control. See Item 3:“Key Information—Risk Factors—The profitability of our operations, and cash
flows generated by those operations, are affected by changes in the price of gold. A fall in the gold price below our cash
cost of production for any sustained period may lead to losses and require Harmony to curtail or suspend certain
operations”. As a general rule, we sell our gold produced at market prices to obtain the maximum benefit from increases
in the prevailing gold price and do not enter into hedging arrangements such as forward sales or derivatives that establish
a price in advance for the sale of our future gold production.

Significant changes in the price of gold over a sustained period of time may lead us to increase or decrease our

production in the near-term.

Harmony’s Realized Gold Price

In fiscal 2015, the gold price remained volatile and the average gold price in US dollars received by us was

US$1,222 per ounce. The market price for gold (and, accordingly, the price received by us) is affected by numerous
factors over which we have no control. See Item 3:“Key Information—Risk Factors—The profitability of our operations,
and cash flows generated by those operations, are affected by changes in the price of gold. A fall in the gold price below
our cash cost of production for any sustained period may lead to losses and require Harmony to curtail or suspend
certain operations”.

The following table sets out the average, the high and the low London Bullion Market price of gold and our

average US dollar sales price during the past three fiscal years:

Fiscal Year Ended June 30,

2015

2014

2013

($/oz)

Average .....................................................................................

1,224

1,296

1,605

High...........................................................................................

1,340

1,420

1,792

Low ...........................................................................................

1,142

1,195

1,192

Harmony’s average sales price — continuing operations

(1)

.......

1,222

1,299

1,603

(1)

Our average sales price differs from the average gold price due to the timing of our sales of gold within each year.

Costs

Our cash costs typically make up between 70% and 75% of our total costs (excluding impairments). The remainder

of our total costs consists primarily of exploration costs, employment termination costs, corporate and sundry
expenditure, and depreciation and amortization. Our cash costs consist primarily of production costs exclusive of
depreciation and amortization. Production costs are incurred on labor, equipment, consumables and utilities. Labor costs
are the largest component and typically comprise between 50% and 55% of our production costs.

Our all-in sustaining costs from continuing operations increased marginally from US$1,242 in fiscal 2014 to

US$1,246 in fiscal 2015. The primary reason for the marginal increase in US dollar terms is the weakening of the Rand
against the US dollar in fiscal 2015. This weakening of the Rand resulted in the Rand amounts being translated at a
higher rate of R11.45 compared to R10.35 in fiscal 2014. The increase in gold ounces sold and decrease in capital
expenditure were offset by the impact of increased labor and energy costs, as well as inflationary pressures on supply
contracts.

Our cash costs for continuing operations have increased from US$988 per ounce in fiscal 2014 to US$1,003 in

fiscal 2015, due to the impact of increased labor and energy costs, inflationary pressures on supply contracts and decrease
in production volumes. Management continuously review costs at all operations, to ensure that costs are properly
managed and within budget.

Our US translated costs are very sensitive to the exchange rate of the Rand and other non-US currencies to the US

dollar. See Item 5:“Operating and Financial Review and Prospects—Exchange Rates”. Appreciation of the Rand and
other non-US currencies against the US dollar increases working costs at our operations when those costs are translated
into US dollars. See Item 3:“Key Information—Risk Factors—Foreign exchange fluctuations could have a material
adverse effect on Harmony’s operational results and financial condition”.

The average exchange rate of the South African Rand depreciated approximately 11% against the US dollar in

fiscal 2015 compared to fiscal 2014. In the case of our International operations, the Australian dollar depreciated by 9%
against the US dollar in fiscal 2015, while the Kina depreciated by 2% against the US dollar in fiscal 2015.

Management conducts a thorough review of costs at all operations to ensure that costs are properly managed and

within budget. However, it should be noted that there are risks beyond our control such as safety stoppages, which would
result in production being negatively affected while certain costs would still be incurred. This is discussed in more detail
in “Risk Factors—Given the nature of mining and the type of gold mines we operate, we face a material risk of liability,
delays and increased cash costs of production from environmental and industrial accidents and pollution” and “—The
nature of our mining operations presents safety risks”.

Reconciliation of Non-GAAP Measures

All-in sustaining costs, all-in sustaining costs per ounce, total cash costs and total cash costs per ounce are non-

GAAP measures.

The World Gold Council (“WGC”) published industry guidance in June 2013 on the calculation of “all-in

sustaining costs” and “all in cost” non-GAAP measures, developed to create a better understanding of the overall costs
associated with producing gold. Although Harmony is not a member of the WGC, we started disclosing all-in sustaining
costs in the 2014 fiscal year (only for continuing operations). The all-in sustaining cost measure is an extension of the
existing cash cost measure (refer below) and incorporates costs related to sustaining production.

All-in sustaining costs include mine production costs, transport and refinery costs, applicable general and

administrative costs, costs associated with movements in production inventories, ore stockpiles, as well as ongoing
environmental rehabilitation costs, transfers for stripping activities and costs associated with royalties. Employee
termination costs are included, however employee termination costs associated with major restructuring and shaft
closures are excluded. The following costs are also included: local economic development (“LED”) expenditure for
continuing operations, share-based payments for continuing operations, corporate costs, sustaining exploration costs and
sustaining capital expenditure including ongoing capital development (“OCD”) expenditure and rehabilitation accretion
and amortization for continuing operations. Gold ounces sold are used as the denominator in the all-in sustaining costs
per ounce calculation.

Our cash costs consist primarily of production costs and are expensed as incurred. The cash costs are incurred to

access ore to produce current mined reserves. Cash costs do not include capital development costs, which are incurred to
allow access to the orebody for future mining operations and are capitalized and amortized when the relevant reserves are
mined.

Total cash costs include mine production costs, transport and refinery costs, applicable general and administrative

costs, ore stockpiles, as well as ongoing environmental rehabilitation costs as well as transfers for stripping activities and
costs associated with royalties. Employee termination cost is included, however employee termination costs associated
with major restructuring and shaft closures are excluded. The costs associated with movements in production inventories

are excluded from total cash costs. Gold ounces produced are used as the denominator in the total cash costs per ounce
calculation.

Changes in all-in sustaining costs per ounce and cash costs per ounce are affected by operational performance, as

well as changes in the currency exchange rate between the Rand and the US dollar and, in the case of the Papua New
Guinean operations, the Kina. All-in sustaining costs, all-in sustaining costs per ounce, total cash costs and total cash
costs per ounce are non-GAAP measures. All-in sustaining costs, all-in sustaining costs per ounce, total cash costs and
total cash costs per ounce should not be considered by investors in isolation or as an alternative to production costs, cost
of sales, or any other measure of financial performance calculated in accordance with IFRS. In addition, the calculation
of all-in sustaining costs, all-in sustaining costs per ounce, total cash costs and total cash costs per ounce may vary from
company to company and may not be comparable to other similarly titled measures of other companies. However, we
believe that all-in sustaining costs per ounce and cash costs per ounce are useful indicators to investors and management
of a mining company’s performance as they provide (1) an indication of the cash generating capacities of our mining
operations, (2) the trends in all-in sustaining costs and cash costs as the Company’s operations mature, (3) a measure of a
company’s performance, by comparison of cash costs per ounce to the spot price of gold and (4) an internal benchmark
of performance to allow for comparison against other companies.

While recognizing the importance of reducing all-in sustaining costs and cash costs, our chief focus is on

controlling and, where possible, reducing total costs, including overhead costs. We aim to control total unit costs per
ounce produced by maintaining our low total cost structure at our existing operations. We have been able to reduce total
costs by implementing a management structure and philosophy that is focused on reducing management and
administrative costs.

The following is a reconciliation of total all-in sustaining costs from continuing operations only, as a non-GAAP

measure, to the nearest comparable GAAP measure, cost of sales from continuing operations:

Fiscal year ended June 30,

2015

2014

2013

(in $ millions, except for ounce amounts)

Total cost of sales from continuing operations –

under IFRS.......................................................

1,645

1,549

1,829

Depreciation and amortization expense................

(212)

(205)

(223)

Rehabilitation credit/(costs)..................................

(1)

Care and maintenance costs of restructured

shafts................................................................

(9)

(6)

(8)

Employment termination and restructuring costs .

(22)

(26)

(5)

Share-based payments ..........................................

(1)

(11)

(7)

Impairment of assets.............................................

(285)

(135)

(274)

Other.....................................................................

—

(4)

LED costs .............................................................

Corporate, administration and other expenditure

costs .................................................................

Exploration (sustaining) .......................................

—

Capital expenditure (OCD)...................................

154

151

187

Capital expenditure (Exploration, abnormal

expenditure and shaft capital) ..........................

151

Total all-in sustaining costs from continuing

operations ........................................................

1,375

1,449

1,711

Per ounce calculation:
Ounces sold ..........................................................

1,103,793

1,166,682

1,124,312

Total all-in sustaining costs per ounce from

continuing operations.......................................

1,246

1,242

1,522

Continuing operations

The following is a reconciliation of total cash costs from continuing operations, as a non-GAAP measure, to the

nearest comparable GAAP measure, cost of sales from continuing operations:

Fiscal year ended June 30,

2015

2014

2013

(in $ millions, except for ounce amounts)

Total cost of sales from continuing operations –

under IFRS ...........................................................

1,645

1,549

1,829

Depreciation and amortization expense.....................

(216)

(207)

(227)

Rehabilitation credit/(costs) ......................................

(1)

Care and maintenance costs of restructured shafts ....

(9)

(6)

(8)

Employment termination and restructuring costs ......

(22)

(26)

(5)

Share-based payments ...............................................

(18)

(26)

(30)

Impairment of assets..................................................

(285)

(135)

(274)

Other..........................................................................

—

(4)

Gold inventory movement.........................................

(22)

Total cash costs from continuing operations .............

1,081

1,158

1,303

Per ounce calculation:
Ounces produced .......................................................

1,077,466

1,171,987

1,137,297

Total cash costs per ounce from continuing

operations .............................................................

1,003

988

1,146

Discontinued operations

The following is a reconciliation of total cash costs from discontinued operations, as a non-GAAP measure, to the

nearest comparable GAAP measure, cost of sales from discontinued operations:

Fiscal year ended June 30,

2015

2014

2013

(in $ millions, except for ounce amounts)

Total cost of sales from discontinued operations – under

IFRS.................................................................................

—

Care and maintenance costs of restructured shafts ...............

—

(1)

Employment termination and restructuring costs .................

—

Share-based payments ..........................................................

—

(5)

Other.....................................................................................

—

(1)

Gold inventory movement....................................................

—

Total cash costs from discontinued operations.....................

—

Per ounce calculation:
Ounces produced ..................................................................

—

62,855

Total cash costs per ounce from discontinued operations ....

—

1,009

Total Harmony — Continuing and discontinued operations

The following is a reconciliation of total cash costs, as a non-GAAP measure, to the nearest comparable GAAP

measure, cost of sales under IFRS:

Fiscal year ended June 30,

2015

2014

2013

(in $ millions, except for ounce amounts)

Total cost of sales – under IFRS.....................................

1,645

1,549

1,897

Depreciation and amortization expense ..........................

(216)

(207)

(227)

Rehabilitation (costs)/credit............................................

(1)

Care and maintenance costs of restructured shafts..........

(9)

(6)

(9)

Employment termination and restructuring costs............

(22)

(26)

(5)

Share-based payments ....................................................

(18)

(26)

(35)

Impairment of assets .......................................................

(285)

(135)

(274)

Other...............................................................................

—

(5)

Fiscal year ended June 30,

2015

2014

2013

(in $ millions, except for ounce amounts)

Gold inventory movement ..............................................

(22)

Total cash costs...............................................................

1,081

1,158

1,365

Per ounce calculation:
Ounces produced ............................................................

1,077,466

1,171,987

1,200,152

Total cash costs per ounce ..............................................

1,003

988

1,137

Within this report, our discussion and analysis is focused on the all-in sustaining costs and total cash costs measure.

Exchange Rates

Our revenues are very sensitive to the exchange rate of the Rand and other non-US currencies to the US dollar.

Currently, the majority of our earnings are generated in South Africa and, as a result, most of our costs are incurred

in Rand. Since gold is generally sold in US dollars, most of our revenues are received in US dollars. The average gold
price received by us during fiscal 2015 decreased by US$77 per ounce to US$1,222 per ounce from US$1,299 per ounce
during fiscal 2014. Appreciation of the Rand against the US dollar increases our US dollar working costs at our South
African operations when those costs are translated into US dollars, which serves to reduce operating margins and net
income from our South African operations. Depreciation of the Rand against the US dollar reduces these costs when they
are translated into US dollars, which serves to increase operating margins and net income from our South African
operations. Accordingly, strengthening of the Rand generally results in poorer earnings for us if there is not a similar
increase in the gold price.

The exchange rates obtained when converting US dollars to Rand are determined by foreign exchange markets,

over which we have no control. The conversion rate for balance sheet items as at June 30, 2015 is R12.16 per US$1.00,
except for specific items within equity that are converted at the exchange rate prevailing on the date the transaction was
entered into. This compares with a conversion rate of R10.61 per US$1.00 as at June 30, 2014, reflecting a depreciation
of 15% of the Rand against the US dollar. Income statement items were converted at the average exchange rate for fiscal
2015 of R11.45 per US$1.00, reflecting a depreciation of 11% of the Rand against the US dollar when compared with
fiscal 2014. Profit from discontinued operations included in the income statement in fiscal 2013 is translated from Rand
to US dollars at the average exchange rate for the eight month period (R8.55 per US$1.00 for the period 1 July 2012 to
28 February 2013).

The majority of our working costs are incurred in Rand and, as a result of this, depreciation of the Rand against the

US dollar decreased our working costs when translated into US dollars. Offsetting this decrease are increases in our labor
costs as well as inflationary pressures on our consumables and energy costs, which served to decrease operating margins
and net income reflected in our consolidated income statement for fiscal 2015. Appreciation of the Rand against the US
dollar would cause an increase in our costs in US dollar terms. Similarly, at our International operations, appreciation of
the Australia dollar or Kina against the US dollar would cause an increase in our costs in US dollar terms. See Item 3:
“Key Information—Risk Factors—Foreign exchange fluctuations could have a material adverse effect on Harmony’s
operational results and financial condition”.

On June 4, 2014 the Bank of Papua New Guinea introduced an exchange rate trading band requiring all foreign

currency traded in the market to be ± 75 basis points (± 0.0075 PGK/US$ points) from the official interbank rate. This
had the effect of strengthening the Kina by approximately 10% and the US$ equivalent of Kina denominated costs
higher. The Bank of Papua New Guinea has weakened the Kina against the US$ by approximately 40 basis points per
month in fiscal 2015. Since the introduction of the trading band the Kina has weakened by 13% against the US$ as at 30
June 2015. Should the trading band continue and depending on the level the exchange rate is set at, it could have a
negative impact on the results of the Hidden Valley operation, as well as the cost of development at Golpu and other
PNG exploration sites.

Inflation

Our operations have been materially affected by inflation. Inflation in South Africa was 4.7% at the end of fiscal

2015, 6.6% at the end of fiscal 2014 and 5.5% in fiscal 2013. Working costs, especially wages, have increased
considerably over the past several years resulting in significant cost pressures for the mining industry. In addition, the
effect on inflation of the increase in electricity tariffs of 9.6% in fiscal 2013, 8% in fiscal 2014 and 12.7% in fiscal 2015
together with an estimated increase of approximately 12.7% in fiscal 2016, will have a negative effect on the profitability
of our operations.

The inflation rate in PNG ended fiscal 2013 at 7.5% and 2014 at 6%, while the annualized inflation stood at 6.1%

at the end of fiscal 2015.

Our profits and financial condition could be adversely affected if the cost inflation is not offset by a concurrent

devaluation of the Rand and other non-US currencies and/or an increase in the price of gold. See Item 3: “Key
Information—Risk Factors—Our operations may be negatively impacted by inflation”.

South African Socio-Economic Environment

We are a South African company and the majority of our operations are in South Africa. As a result, we are subject

to various economic, fiscal, monetary and political policies and factors that affect South African companies generally.
See Item 3: “Key Information—Risk Factors—The socio-economic framework in the regions in which Harmony operates
may have an adverse effect on its operations and profits”.

South African companies are subject to exchange control limitations. While exchange controls have been relaxed

in recent years, South African companies remain subject to restrictions on their ability to deploy capital outside of the
Southern African Common Monetary Area. See Item 10: “Additional Information—Exchange Controls”.

Social and Labor Plans, or SLPs, have been developed for each of our South African operations. These SLPs are

prepared in line with legislation governing the participation of HDSAs in mining assets.

We have been granted all of our mining licenses under the MPRDA. We have therefore already started to incur

expenses relating to HDSA participation. We believe the biggest challenge will lie in maintaining these licenses, as we
will have a responsibility in respect of human resource development, procurement and local economic development. We
are unable, however, to provide a specific amount of what the estimated cost of compliance will be but we will continue
to monitor these costs on an ongoing basis.

Electricity in South Africa

In South Africa, almost all of the energy we consume is in the form of electricity purchased from the national

power utility, Eskom, which is largely derived from coal-fired power stations.

The adequacy of Eskom generation capability depends upon such factors as the installed capacity, unit size, plant

reliability, demand forecasting error and the shape of the load curve. The reserve margin is a deterministic criterion,
which provides perhaps the simplest available measure of system security.

Since November 2014, the electricity supply in South Africa has been under pressure, with power interruptions

(also referred to as load shedding) occurring at short notice, similar to the power interruptions and electricity supply
shortages experienced in 2008. Eskom has increased the planned maintenance on its existing generating capacity which
also contributes to the smaller reserve margin. South Africa’s electricity supply constraint has worsened, largely owing to
inadequate maintenance of existing generating capacity and the absence of new project and plants to address increased
consumer and industrial demand.

The supply and demand for electricity is very tight especially during the evening peak periods between 17h00 and

20h00. Harmony participates voluntarily in the Eskom Demand response program to reduce their demand during the said
periods. Various load clipping and load shifting projects were implemented by the South African operations to reduce the
electricity demand during evening peaks. Load shifting is generally achieved by rescheduling the pumping to pumps
water mainly outside of the evening peaks. Load clipping is achieved by reducing the compressed air demand during
evening peak periods. Harmony also benefits financially from this as the Eskom tariffs are more expensive during that
period. The risk of having power outages will be mainly limited to the evening peak periods in the current situation. This
could change during summer months as the demand profile does not have the same evening peaks as during winter
months, additional maintenance is scheduled for summer months hence reducing the reserve margin. Should there be
major unplanned outages of Eskom generation capacity, it will be a country or sector problem and municipalities should
be the first to have power outages.

The South African government has set up a ministerial electricity “war room” in order to address the following:

Short-term funding, maintenance and diesel supply concerns.

Speeding up the completion of the Medupi, Kusile and Ingula power stations.

Procuring additional co-generation capacity of about 800 MW.

Increasing gas generation. The South African government has released a request for proposals for 3,126MW of

power from natural gas, with initial power expected to be available by 2020. Steps are also under way to switch Eskom’s
open-cycle gas turbines from diesel to natural gas.

Obtaining up to 2,500MW from independent power producers generating electricity from coal, which should start

being added to the national grid by 2020.

The Medupi power station’s Unit 6 generator was synchronized to the national grid in March 2015, one unit at

Ingula is scheduled for the end of 2016, with a second in 2017, and one unit each from Medupi and Kusile in 2017.

South Africa has signed five international nuclear agreements with Russia (who is seen as the preferred bidder),

France, China, South Korea and the US as it moves ahead with the procurement for its Nuclear Energy Programme. A
decision is due in March 2016.

Tariffs

Like all mining companies, Harmony is a major user of electricity, mostly supplied by South Africa’s power utility,

Eskom. Energy is a significant and growing portion of our operating costs, given rising electricity tariffs. After an
average increase of 22% in each of fiscal 2010, fiscal 2011 and fiscal 2012, tariffs rose by a further 9.6% in fiscal 2013
and 8% in fiscal 2014 and 12.69% in fiscal 2015. On October 3, 2014, NERSA announced the approval of the
implementation plan of the Regulatory Clearing Account (“RCA”) balance for Eskom. This is a once-off recovery from
standard tariff customers and other Eskom customer categories. The implementation of the second Multi-Year
Determination RCA in 2015/2016 will result in an average tariff increase of 12.69% from the 8% approved in the third
Multi-Year Determination decision of February 2013.

Energy efficiency

Harmony has worked closely with Eskom to manage electricity use and peak demand, underlining our commitment

to reduce energy consumption. This includes demand-side management (“DSM”) strategies to reduce electricity
consumption in peak periods; timing our pumping to coincide with cheaper off-peak periods, making more efficient use
of Eskom tariffs that reward load-shifting, and improving the efficiency of pumping operations.

We have implemented various energy efficiency projects in recent years, resulting in an average load reduction of

40.66MW and energy savings of 345GWh since 2009. We have also committed to five DSM projects for 2016. The
average evening peak load reduction will be 12MW and the anticipated energy savings will the 3,602MWh per month.

Renewable energy

At present, Harmony is considering a number of renewable and alternate energy projects, prioritized below:

bio-energy project in the Free State Province;

development of a solar park at Kalgold aims to develop solar capability to be fed into the Eskom electricity
grid;

photovoltaic power plants in the Free State Province on Harmony owned land;

power generation by turbines at Kusasalethu.

See “Integrated Annual Report 2015—About Harmony—Social and ethics committee chairman’s report” on pages 22 to
24 and “Integrated Annual Report 2015—Harmony in Action—Environmental performance—” on pages 100 to 119.

Results of Operations

Years Ended June 30, 2015 and 2014

Continuing Operations

Revenues

Revenue decreased by 11%, from US$1,515 million in fiscal 2014 to US$1,348 million in fiscal 2015. This

decrease can be attributed to a 6% decrease in the gold price received of US$1,222 per ounce for fiscal 2015, compared
to US$1,299 per ounce for fiscal 2014 and a decrease in gold sold. Our gold sales decreased by 5%, from 1,166,682
ounces in 2014 to 1,103,793 ounces in 2015. The decrease in ounces can be attributed mainly to numerous production
stoppages at Kusasalethu, lower-than-expected recovered grade at Target 1 and a breakdown in the overland conveyor

belt and planned maintenance at the metallurgical plant impacted production at Hidden Valley. Target 3 was placed on
care and maintenance during fiscal 2015.

At Bambanani (excluding Steyn 2, which was placed on care and maintenance during March 2014) ounces sold

increased by 15% from 82,530 in fiscal 2014 to 94,748 in fiscal 2015. The recovery grade and tons milled increased by
2% and 11% to 0.370 ounce per ton and 253,000 tons respectively in fiscal 2015 following the development and mining
of the high grade shaft pillar.

At Phakisa ounces sold increased by 7% from 95,263 in fiscal 2014 to 101,468 ounces in fiscal 2015. This was

mainly a result of a 6% increase in tons milled from 636,000 tons in fiscal 2014 to 674,000 tons in fiscal 2015 as the
operation continues to build up production.

At Tshepong ounces sold increased by 3% from 135,161in fiscal 2014 to 139,437 ounces in fiscal 2015. This was

mainly a result of a 5% increase in tons milled from 1,044,000 tons in fiscal 2014 to 1,095,000 tons in fiscal 2015.

At Target 3 ounces sold decreased by 64% from 45,301 in fiscal 2014 to 16,140 in fiscal 2015. Target 3 was placed

on care and maintenance during the December 2014 quarter following a sustained period of cash flow losses and
significant capital expenditure required to sustain the operation.

At Target 1 ounces sold decreased by 14% from 144,936 ounces in fiscal 2014 to 124,358 ounces in fiscal 2015.

This can mainly be attributed to the 12.3% decrease in the recovery grade from 0.170 ounce per ton in fiscal 2014 to
0.149 ounces per ton in fiscal 2015. The grade in fiscal 2015 normalized following the higher recovered grade in fiscal
2014 and is in line with the life-of-mine recovery grade.

At Hidden Valley ounces sold decreased by 9% from 106,322 ounces in fiscal 2014 to 96,548 in fiscal 2015. This

is mainly due to the 9% decrease in volumes milled from 2,207,000 tons in fiscal 2014 to 2,012,000 tons in fiscal 2015.
Hidden Valley’s operations were adversely impacted by breakdowns in the overland conveyor, a safety stoppage due to
the fatality in December 2014 and scheduled maintenance at the metallurgical plant. Hidden Valley’s poor operational
performance and the impact of low commodity prices and high input costs resulted in the restructuring of the operation.

At Masimong ounces sold decreased by 8% from 87,064 in fiscal 2014 to 80,087 in fiscal 2015. This was mainly a

result of the decrease in the recovered grade by 9% from 0.118 ounces per ton in fiscal 2014 to 0.107 ounces per ton in
fiscal 2015. To address the poor performance of the operation, Masimong was restructured in fiscal 2015 to improve
profitability. Orebody development at Masimong has been significantly reduced and greater focus has been placed on
mining higher grade areas.

At Kusasalethu ounces sold decreased by 5%, from 145,673 in fiscal 2014 to 138,151 in fiscal 2015. This was

mainly due to safety stoppages, underground fires and illegal mining activities during fiscal 2015. During the first half of
fiscal 2015, the life-of-mine of the operation was optimized by ensuring greater focus on profitable and higher grade
areas. The optimization resulted in the abandonment of the unprofitable and lower grade areas of the mine. Levels 78 to
95, four of the existing 11 levels at Kusasalethu were abandoned. Volumes decreased by 21% to 1,001,000 tons, ounces
produced decreased by 16% to 127,092 ounces, however, recovered grade increased by 6% to 0.127 ounce per ton in
fiscal 2015.

Cost of sales

Cost of sales includes production costs, depreciation and amortization, impairment of assets and employment

termination and restructuring costs.

a) Production costs (cash costs/all-in sustaining costs)

The following table sets out our total ounces produced and weighted average cash costs per ounce and total ounces sold
and weighted average all-in sustaining costs per ounce for fiscal 2014 and fiscal 2015:

Year Ended June 30, 2015

Year Ended June 30, 2014

Percentage

(increase)/decrease

Cash costs

All-in sustaining

costs

Cash costs

All-in sustaining

costs

Cash

costs

per

ounce

All-in

sustaining

costs per

ounce

(oz

produced)

($/oz)

(oz sold)

($/oz)

(oz

produced)

($/oz)

(oz sold)

($/oz)

South Africa
Kusasalethu .......

127,092

1,283

138,151

1,615

150,916

1,171

145,673

1,570

(10)

(3)

Doornkop ..........

85,618

1,092

87,160

1,382

83,687

1,264

84,653

1,574

Phakisa ..............

100,246

1,016

101,468

1,364

95,680

1,079

95,263

1,463

Tshepong...........

137,540

1,008

139,437

1,252

135,772

981

135,161

1,247

(3)

Year Ended June 30, 2015

Year Ended June 30, 2014

Percentage

(increase)/decrease

Cash costs

All-in sustaining

costs

Cash costs

All-in sustaining

costs

Cash

costs

per

ounce

All-in

sustaining

costs per

ounce

(oz

produced)

($/oz)

(oz sold)

($/oz)

(oz

produced)

($/oz)

(oz sold)

($/oz)

Masimong .........

79,187

1,080

80,087

1,323

87,385

1,082

87,064

1,353

Target 1 .............

122,944

837

124,358

1,086

144,453

702

144,936

939

(19)

(16)

Bambanani ........

93,495

649

94,748

752

95,424

686

95,165

797

Joel ....................

72,596

908

74,911

1,061

75,072

885

74,204

1,019

(3)

(4)

Unisel ................

54,495

1,080

55,138

1,296

59,093

981

58,964

1,196

(10)

(8)

Target 3

(1)

...........

15,529

958

16,140

1,114

45,429

1,185

45,301

1,514

Other – surface ..

94,105

1,000

95,647

1,075

93,236

1,018

93,976

1,095

International
Hidden Valley

(2)

94,619

1,065

96,548

1,395

105,840

991

106,322

1,244

(7)

(12)

Total

continuing
operations .....

1,077,466

1,103,793

1,171,987

1,166,682

Weighted

average .........

1,003

1,246

988

1,242

(1)

The Target 3 operation was suspended and the mine placed on care and maintenance during the December 2014 quarter.

(2)

Cash costs and all-in sustaining costs would have been US$1,230 per ounce andUS$1,557 per ounce (2014: US$1,184 per ounce and US$1,438 per ounce) respectively had silver byproduct credits of US$16 million (2014: US$20 million) or US$169 per ounce produced, US$166 per ounce sold (2014: US$192 per ounce produced, US$191 per ounce sold) not been taken into account.

Our total average all-in sustaining costs per ounce increased marginally from US$1,242 per ounce in fiscal 2014 to

US$1,246 per ounce in fiscal 2015.

Our average cash costs increased by 2%, or US$15 per ounce, from US$988 per ounce in fiscal 2014 to US$1,003

per ounce in fiscal 2015. Cash costs per ounce vary with the working costs per ton (which are, in turn, affected by the
number of tons processed) and grade of ore processed. Cash costs expressed in US dollars per ounce also vary with
fluctuations in the Rand-US dollar exchange rate, because most of our working costs are incurred in Rand. Offsetting the
depreciation of the Rand against the dollar in fiscal 2015 is the decrease in ounces produced and sold by 8% and 5%
respectively (increase in the denominator in the per ounce calculation). Operating costs in Rand terms increased by 6%.
The South African Rand depreciated by 11% against the US dollar when compared to fiscal 2014. Operating costs in
Rand terms were affected mainly by an increase in costs on Kusasalethu, Tshepong, Target 1 and Hidden Valley where
costs increased by 14%, 18%, 13% and 4%, respectively, year on year. Annual increases in labor costs as well as
inflationary pressures on our consumables and increase in electricity tariffs also contributed towards higher operating
costs in fiscal 2015.

At Doornkop, the cash cost per ounce decreased by 14% from US$1,264 per ounce in fiscal 2014 to US$1,092 per

ounce in fiscal 2015. The all-in sustaining cost per ounce decreased by 12% from US$1,574 per ounce in fiscal 2014 to
US$1,382 per ounce in fiscal 2015. The decrease was mainly due to the increase in gold produced and ounces sold at
Doornkop as production in fiscal 2014 was severely impacted by the safety stoppages in fiscal 2014 due to the
underground fire in February 2014.

At Phakisa, the cash cost per ounce decreased by 6% from US$1,079 per ounce in fiscal 2014 to US$1,016 per

ounce in fiscal 2015. The all-in sustaining cost per ounce decreased by 7% from US$1,463 per ounce in fiscal 2014 to
US$1,364 per ounce in fiscal 2015. This was primarily due to an increase in ounces produced and sold as production
continues to ramp up.

At Bambanani, the cash cost per ounce decreased by 5% from US$686 per ounce in fiscal 2014 to US$649 per

ounce in fiscal 2015. The all-in sustaining cost per ounce decreased by 6% from US$797 per ounce in fiscal 2014 to
US$752 per ounce in fiscal 2015. This was due to an increase in ounces produced and ounces sold as result of higher
recovered grades at Bambanani as the production from mining the high grade pillar continues to ramp up.

At Target 1 the cash cost per ounce increased by 19% from US$702 per ounce in fiscal 2014 to US$837 per ounce

in fiscal 2015. The all-in sustaining cost per ounce increased by 16% from US$939 per ounce in fiscal 2014 to US$1,086
per ounce in fiscal 2015. The increase in the cash cost per ounce and all-in sustaining cost per ounce was mainly due to
the decrease in gold produced and gold sold as the recovered grade reduced by 12% to 0.149 ounce per ton in fiscal 2015.

At Kusasalethu the cash cost per ounce increased by 10% from US$1,171 per ounce in fiscal 2014 to US$1,283 per

ounce in fiscal 2015. The all-in sustaining cost per ounce increased by 3% from US$1,570 per ounce in fiscal 2014 to

US$1,615 per ounce in fiscal 2015. This was mainly due to the decrease in gold produced and gold sold as the operation
was severely impacted by several stoppages during fiscal 2015.

At Unisel, the cash cost per ounce increased by 10% from US$981 per ounce in fiscal 2014 to US$1,080 per ounce

in fiscal 2015. The all-in sustaining cost per ounce increased by 8% from US$1,196 per ounce in fiscal 2014 to US$1,296
per ounce in fiscal 2015. The increase was mainly due to the decrease in gold produced and gold sold. Operations were
impacted by a fatality in April 2015.

At Hidden Valley, the cash costs per ounce increased by 7%, from US$991 per ounce in fiscal 2014 to US$1,065

per ounce in fiscal 2015. The all-in sustaining cost per ounce increased by 12%, from US$1,244 per ounce in fiscal 2014
to US$1,395 per ounce in fiscal 2015. The increase was primarily due to the decrease in gold production owing to
operational and safety stoppages during fiscal 2015.

b) Depreciation and amortization

Depreciation and amortization increased from US$207 million in fiscal 2014 to US$216 million, or 4%, in fiscal

2015 despite the 4% decrease in tons milled from 20,713,000 tons in fiscal 2014 to 19,919,000 tons in fiscal 2015. In
Rand terms, there was an increase in depreciation and amortization expense of 15%. The increase in the depreciation and
amortization in fiscal 2015 is mainly due to the revised useful lives and residual values of most of Harmony’s operations.
The estimated quantities of economically recoverable proved and probable reserves reduced year-on-year from fiscal
2014 to fiscal 2015 following the annual life-of-mine reassessment conducted in fiscal 2014.`

c) Employment termination and restructuring costs

The charge for employment termination and restructuring costs decreased from US$26 million in fiscal 2014 to

US$22 million in fiscal 2015. Costs in fiscal 2015 relate to the restructuring at Kusasalethu, Masimong and Hidden
Valley. Target 3 was placed on care and maintenance and voluntary severance packages were offered to management in
September 2014. For fiscal 2014, the costs relate to the completion of the restructuring programmes embarked on by the
group’s South African operations and at Hidden Valley, both having started during fiscal 2013.

d) Impairment of assets

The impairment charge amounted to US$285 million in fiscal 2015 compared to an impairment charge of US$135

million in fiscal 2014. The charge in fiscal 2015 relates primarily to Hidden Valley, where a charge of US$174 million
was recognized following a change in the life-of-mine plan during the annual planning process. Low US$ commodity
prices and high operating costs resulted in the shortening of the life-of-mine of the operation. Stripping activities in the
new plan have been significantly reduced, resulting in a decrease in the reserves to be mined and the lower recoverable
amount at 30 June 2015. An impairment of US$85 million was recognized for Doornkop following the decision to
restructure Doornkop and the completion of the revised life-of-mine for the operation. The revised life-of-mine plan
includes lower production levels and focuses on higher grade areas. The new plan resulted in a lower recoverable
amount. In addition, an impairment of US$23 million for Phakisa following the annual life-of-mine reassessment and
US$4 million for Freddies 9 was recognized as plans to develop the project further at this stage have been stopped.
The charge in fiscal 2014 relates primarily to Phakisa, where a charge of US$130 million was
recognized.

Exploration expenditure

In fiscal 2015, exploration expenditure decreased from US$44 million to US$23 million, primarily as a result of

capitalizing the project exploration and evaluation expenditure for the Golpu project following the board approval of the
Golpu prefeasibility study in December 2014. The approval and progression to the final feasibility study stage, together
with the reserves previously declared demonstrates the technical and commercial viability of the Golpu project.

Loss on scrapping of assets

During fiscal 2015, Harmony management embarked on a life-of-mine optimization process in respect of the South

African operations. The optimization ensured greater focus on mining profitable and higher grade areas at our operations
and therefore resulted in the abandonment of lower grade and unprofitable areas from the life-of-mine plan for certain of
the operations.

A loss on scrapping of US$42 million (2014: US$nil) was recorded. The abandonment of unprofitable areas in the

plans resulted in the derecognition of property, plant and equipment as no future economic benefits are expected from
their use or disposal and a loss on scrapping of property, plant and equipment amounting to US$20 million and
US$20 million was recorded for Kusasalethu and Masimong each. A loss of US$2 million was also recorded for
Tshepong.

Other expenses (net)

Other expenses increased from US$20 million in fiscal 2014 to US$33 million in fiscal 2015. The increase is

primarily due to the foreign exchange translation loss relating to the translation of the US$ revolving credit facilities into
Rand from US$15 million in fiscal 2014 to US$33 million in fiscal 2015. The Rand weakened by 15% from a closing
rate of R10.61 in fiscal 2014 to R12.16 in fiscal 2015.

Loss from associate

The loss for fiscal 2015 follows the finalization of Rand Refinery’s 2013 and 2014 financial statements which

accounted for the known inventory discrepancy at that date. Harmony recorded a further US$2 million against the loan to
Rand Refinery for its share of the loss. The inventory discrepancy arose from the implementation of a new Enterprise
Resource Planning System by Rand Refinery. Harmony recognized a loss of US$12 million in fiscal 2014 to account for
its share of this discrepancy.

Net gain on financial instruments

The gain of US$1 million in fiscal 2015 relates primarily to the fair value gain recognized on the equity-linked

deposits (“ELDs”) held by the environmental trusts, which are classified as fair value through profit or loss investments.
The gain recognized on the ELDs in fiscal 2014 was US$16 million. The decrease in fiscal 2015 compared to fiscal 2014
is mainly due to the maturity of the existing ELDs.

Income and mining taxes

In fiscal 2014 and 2015, the tax rates for companies were 34% for mining income and 28% for non-mining income

for South African companies and 30% for Australian companies and PNG mining companies.

Income and mining tax

2015

2014

Effective income and mining tax rate ................................................

(14)%

(19)%

The effective tax rate for fiscal 2015 was lower than the mining statutory tax rate of 34% for us and our

subsidiaries as a whole. The most significant items causing the group’s income tax provision to differ from the mining
statutory tax rate were there are no tax consequences relating to the impairment recorded on Hidden Valley, deferred tax
assets not recognized which relates primarily to the Hidden Valley operation and the deferred tax credit resulting from
the reduction in the average deferred tax rates at the South African operations mainly due to lower estimated profitability
following the completion of the updated life-of-mine plans.

Deferred tax rates for the South African operations are calculated based on estimates of the future profitability of

each ring-fenced mine when temporary differences will reverse. The future profitability of each ring-fenced mine, in turn,
is determined by reference to the life-of-mine plan for that operation, which is based on parameters such as the Group’s
long term view of the US$ gold price and the Rand/US$ exchange rate, as well as the reserves declared for the operation.
As some of these parameters are based on market indicators, they differ from one year to the next. In addition, the
reserves may also increase or decrease based on updated or new geological information. Changes in the future
profitability of each ring-fenced mine impact the deferred tax rates used to recognize temporary differences at these
operations. See “— Critical Accounting Policies and Estimates—Deferred taxes” above. The decrease in deferred tax on
temporary differences due to changes in estimated effective tax rates results primarily from a decrease in the effective
deferred tax rate at Freegold (includes the Bambanani, Joel, Phakisa and Tshepong operations) and Randfontein Estates
(includes the Doornkop and Kusasalethu operations) . The deferred tax rate at Freegold decreased from 20.3% in fiscal
2014 to 16.7% in fiscal 2015 and Randfontein Estates decreased from 18.9% to 14.3%, both decreases mainly due to the
lower estimated profitability.

South Africa. We pay taxes separately on mining income and non-mining income. The amount of our South

African mining income tax is calculated on the basis of a formula that takes into account our total revenue and profits
from, and capital expenditure for, mining operations in South Africa. 5% of total mining revenue is exempt from taxation
in South Africa as a result of the application of the gold mining formula. The amount of revenue subject to taxation is
calculated by deducting qualifying capital expenditures from taxable mining income. The amount by which taxable
mining income exceeds 5% of mining revenue constitutes taxable mining income. We and our subsidiaries each make our
own calculation of taxable income.

Australia. Generally, Australia imposes tax on the worldwide income (including capital gains) of all of our

Australian incorporated and tax resident entities. The current income tax rate for companies is 30%.

Harmony Gold (Australia) Proprietary Limited and its wholly-owned Australian subsidiary companies are

group members are generally ignored for tax purposes. This allows the group to transfer assets between group members
without any tax consequences, and deems all tax losses to have been incurred by the Head Company of the group.

Withholding tax is payable on dividends, interest and royalties paid by Australian residents to non-residents, which

would include any dividends on the shares of our Australian subsidiaries that are paid to us. In the case of dividend
payments to non-residents, a 30% withholding tax applies. However, where the recipient of the dividend is a resident of a
country with which Australia has concluded a double taxation agreement, the rate of withholding tax is generally limited
to 15% (or in the case of South Africa 5% where the dividend is paid to a company which controls at least 10% of the
Australian dividend paying company). Where dividends are fully franked, no withholding tax applies as an effective
credit is allowed against any withholding tax otherwise payable, regardless of whether a double taxation agreement is in
place. However, due to the tax profile of Harmony Gold Australia it is not expected to have any franking credits in the
foreseeable future.

Where conduit foreign income received by an Australian company is paid from Australia as a dividend, it is not

subject to dividend withholding tax.

Australia has a Controlled Foreign Company regime which effectively attributes certain types of passive income

derived by offshore subsidiaries and taxes that income as if it had been derived in Australia under Australian tax rules.

PNG. The Hidden Valley mine in PNG commenced operations in fiscal 2010. We are also reviewing other

potential projects and carrying out extensive exploration.

PNG mining projects are taxed on a project basis. Therefore each project is taxed as a separate entity, even though

it may be one of a number of projects carried on by the same company. In certain circumstances there is an ability to
transfer the tax benefit obtained through exploration expenditure between projects and wholly-owned companies. Tax
losses are generally quarantined and cannot be transferred between projects.

PNG mining companies are taxed at a rate of tax of 30%. Mining operations in PNG are subject to a 2% royalty

which is payable to the PNG Government.

Capital development and exploration expenditure incurred in PNG is capitalized for tax purposes and can be

generally deducted at 25% per annum on a diminishing value basis against project income, with the deduction being
limited to the lesser of 25% of the diminished value or the income of the project for the year.

PNG imposes dividend withholding tax of 10% on dividends paid by PNG mining operations to non-residents.

Although PNG also imposes interest withholding tax on interest paid off-shore, the PNG Tax Act exempts interest paid to
non-resident lenders from withholding tax where the PNG company is engaged in mining operations in PNG. These rates
only apply once an entity has commenced mining and do not apply to entities at the exploration stage.

Discontinued Operations

There were no discontinued operations in fiscal 2015 and fiscal 2014.

Years Ended June 30, 2014 and 2013

Continuing Operations

Revenues

Revenue decreased by 16%, from US$1,803 million in fiscal 2013 to US$1,515 million in fiscal 2014. This

decrease can mainly be attributed to a 19% decrease in the gold price received of US$1,299 per ounce for fiscal 2014,
compared to US$1,603 per ounce for fiscal 2013.

Our gold sales increased by 4%, from 1,124,312 ounces in 2013 to 1,166,682 ounces in 2014. The increase in

ounces can be attributed mainly to the build-up in production at Kusasalethu following the labor unrest in fiscal 2013 and
an increase in production at Hidden Valley due to the commissioning of the crusher.

At Kusasalethu ounces sold increased by 68%, from 86,742 in fiscal 2013 to 145,673 in fiscal 2014. The shaft

began to return to normal production levels during the second half of fiscal 2014 after production was severely affected
by labor unrest during fiscal 2013. As a result both volumes and recovered grade increased by 61% and 7% respectively.

At Bambanani ounces sold increased by 43% from 66,359 in fiscal 2013 to 95,165 in fiscal 2014. This is mainly

due to the 25% increase in the recovery grade from 0.290 ounces per ton in fiscal 2013 to 0.363, following the
development and mining of the high grade shaft pillar.

At Hidden Valley ounces sold increased by 26% from 84,299 ounces in fiscal 2013 to 106,322 in fiscal 2014. This

is mainly due the 14% increase in the recovery grade from 0.042 ounces per ton in fiscal 2013 to 0.048 ounces per ton in
fiscal 2014. The restructuring and operational improvements, including the commissioning of the new crusher, aided the
turn-around at Hidden Valley.

At Phakisa ounces sold increased by 22% from 77,902 in fiscal 2013 to 95,263 ounces in fiscal 2014. This was

mainly a result of an 8% increase in recovered grade to 0.150 ounces per ton in fiscal 2014. Tons milled increased by
13% from 565,000 tons in fiscal 2013 to 636,000 tons in fiscal 2014.

At Target 1 ounces sold increased by 15% from 126,191 ounces in fiscal 2013 to 144,936 ounces in fiscal 2014.

This can mainly be attributed to the increased recovery grade from 0.161 ounce per ton in fiscal 2013 to 0.170 ounces per
ton in fiscal 2014. Volumes milled increased by 8% from 790,000 tons in fiscal 2013 to 851,000 tons in fiscal 2014.

At Joel ounces sold decreased by 28%, from 102,625 in fiscal 2013 to 74,204 in fiscal 2014. This was mainly due

to stoppages arising from the flooding of the shaft bottom. The recovered grade decreased from 0.154 ounces per ton in
fiscal 2013 to 0.124 ounces per ton in fiscal 2014. Volumes milled decreased by 10% from 674,000 tons in fiscal 2013 to
604,000 tons in fiscal 2014.

At Doornkop ounces sold decreased by 26% from 114,135 in fiscal 2013 to 84,753 in fiscal 2014. This is mainly

due to the safety stoppages as a result of the underground fire in February, 2014. Tons milled decreased by 27% from
1,112,000 tons in fiscal 2013 to 812,000 tons in fiscal 2014.

At Masimong ounces sold decreased by 25% from 115,679 in fiscal 2013 to 87,064 in fiscal 2014. This was mainly

a result of the decrease in volumes milled from 958,000 tons in fiscal 2013 to 739,000 tons in fiscal 2014. The recovered
grade decreased by 2% from 0.121 ounces per ton in fiscal 2013 to 0.118 ounces per ton in fiscal 2014.

At Target 3 ounces sold decreased by 13% from 51,859 in fiscal 2013 to 45,301 in fiscal 2014. This was mainly a

result of a 7% decrease in recovery grade from 0.147 per ton in fiscal 2013 to 0.137 in fiscal 2014 and a 7% decrease in
volumes milled from 355,000 tons in fiscal 2013 to 331,000 tons in fiscal 2014.

Cost of sales

Cost of sales includes production costs, depreciation and amortization, impairment of assets and employment

termination and restructuring costs.

a) Production costs (cash cost/all-in sustaining costs)

Year Ended June 30, 2014

Year Ended June 30, 2013

Percentage

(increase)/decrease

Cash costs

All-in sustaining

costs

Cash costs

All-in sustaining

costs

Cash

costs

per

ounce

All-in

sustaining

costs per

ounce

(oz

produced)

($/oz)

(oz sold)

($/oz)

(oz

produced)

($/oz)

(oz sold)

($/oz)

South Africa
Kusasalethu...............

150,916

1,171

145,673

1,570

88,093

1,951

86,742

2,616

Doornkop ..................

83,687

1,264

84,653

1,574

116,738

1,046

114,135

1,343

(21)

(17)

Phakisa......................

95,680

1,079

95,263

1,463

78,255

1,428

77,902

1,937

Tshepong...................

135,772

981

135,161

1,247

133,554

1,212

132,944

1,555

Masimong .................

87,385

1,082

87,064

1,353

116,256

960

115,679

1,222

(13)

(11)

Target 1.....................

144,453

702

144,936

939

127,542

842

126,191

1,193

Bambanani ................

95,424

686

95,165

797

66,970

1,025

66,359

1,144

Joel............................

75,072

885

74,204

1,019

103,782

729

102,625

890

(21)

(14)

Unisel........................

59,093

981

58,964

1,196

58,289

1,111

58,000

1,370

Target 3.....................

45,429

1,185

45,301

1,514

52,277

1,116

51,859

1,477

(6)

(3)

Other – surface..........

93,236

1,018

93,976

1,095

110,534

1,073

107,577

1,172

International
Hidden Valley

(1)

........

105,840

991

106,322

1,244

85,007

1,533

84,299

2,711

Total continuing

operations............

1,171,987

1,166,682

1,137,297

1,124,312

Weighted average......

988

1,242

1,146

1,522

(1) Cash costs and all-in sustaining costs would have been US$1,184 per ounce and US$1,438 per ounce (2013:

US$1,827 per ounce and US$3,032 per ounce) respectively had silver byproduct credits of US$20 million (2013:
US$25 million) or US$192 per ounce produced, US$191 per ounce sold (2013: US$294 per ounce produced,
US$297 per ounce sold) not been taken into account.

Our all-in sustaining costs per ounce decreased by 18% from US$1,522 per ounce in fiscal 2013 to US$1,242 per

ounce in fiscal 2014.

Our average cash costs from continuing operations decreased by 14%, or US$158 per ounce, from US$1,146 per

ounce in fiscal 2013 to US$988 per ounce in fiscal 2014. Cash costs per ounce vary with the working costs per ton

(which are, in turn, affected by the number of tons processed) and grade of ore processed. Cash costs expressed in US
dollars per ounce also vary with fluctuations in the Rand-US dollar exchange rate, because most of our working costs are
incurred in Rand. The reduction in cash cost per ounce and all-in sustaining cost per ounce was largely due to the
depreciation of the Rand against the dollar in fiscal 2014 and the increase in ounces produced and sold by 3% and 4%
respectively (increase in the denominator in the per ounce calculation). Operating costs in Rand terms increased by 5%.
The South African Rand depreciated by 17% against the US dollar when compared to fiscal 2013. Operating costs in
Rand terms were affected mainly by an increase in costs on Kusasalethu, Target 1, Bambanani and Phakisa where costs
rose by 18%, 12%, 15% and 8%, respectively, year-on-year as production increased. Annual increases in labor cost of
6% and 8% as well as inflationary pressures on our consumables and energy costs of 7% and 8% respectively were also
contributors towards a higher operating cost.

At Kusasalethu the cash cost per ounce decreased by 40% from US$1,951 per ounce in fiscal 2013 to US$1,171

per ounce in fiscal 2014. The all-in sustaining cost per ounce decreased by 40% from US$2,616 per ounce in fiscal 2013
to US$1,570 per ounce in fiscal 2014. This was mainly due to the shaft returning to normal production levels during the
second half of fiscal 2014 after production was severely affected by labor unrest during fiscal 2013.

At Hidden Valley, the cash costs per ounce decreased by 35%, from US$1,533 per ounce in fiscal 2013 to US$991

per ounce in fiscal 2014. The all-in sustaining cost per ounce decreased by 54%, from US$2,711 per ounce in fiscal 2013
to US$1,244 per ounce in fiscal 2014. The decrease was primarily due to the completion of the project to upgrade the
crusher and the over-land conveyor in fiscal 2014, which resulted in a decrease in total cash costs and increase in
production.

At Bambanani, the cash cost per ounce decreased by 33% from US$1,025 per ounce in fiscal 2013 to US$686 per

ounce in fiscal 2014. The all-in sustaining cost per ounce decreased by 30% from US$1,144 per ounce in fiscal 2013 to
US$797 per ounce in fiscal 2014. This was due to an increase in ounces produced and ounces sold as result of higher
recovered grades at Bambanani as the production from mining the high grade pillar continues to ramp up.

At Phakisa, the cash cost per ounce decreased by 24% from US$1,428 per ounce in fiscal 2013 to US$1,079 per

ounce in fiscal 2014. The all-in sustaining cost per ounce decreased by 24% from US$1,937 per ounce in fiscal 2013 to
US$1,463 per ounce in fiscal 2014. This was primarily due to an increase in ounces produced and sold as production
continues to ramp up and the ventilation issues that halted production in fiscal 2013 was resolved in fiscal 2014.

At Doornkop, the cash cost per ounce increased by 21% from US$1,046 per ounce in fiscal 2013 to US$1,264 per

ounce in fiscal 2014. The all-in sustaining cost per ounce increased by 17% from US$1,343 per ounce in fiscal 2013 to
US$1,574 per ounce in fiscal 2014. The increase was mainly due to the decrease in production as a result of safety
stoppages following the underground fire in February 2014 and delays relating to blockages caused by the fire in the
higher grade areas.

At Joel, the cash cost per ounce increased by 21% from US$729 per ounce in fiscal 2013 to US$885 per ounce in

fiscal 2014. The all-in sustaining cost per ounce increased by 14% from US$890 per ounce in fiscal 2013 to US$1,019
per ounce in fiscal 2014. The increase was mainly due to the decrease in production as a result of stoppages relating to
the flooding of the shaft bottom in fiscal 2014.

At Masimong, the cash cost per ounce increased by 13% from US$960 per ounce in fiscal 2013 to US$1,082 per

ounce in fiscal 2014. The all-in sustaining cost per ounce increased by 11% from US$1,222 per ounce in fiscal 2013 to
US$1,353 per ounce in fiscal 2014. The increase was mainly due to the decrease in production at the shaft.

b) Depreciation and amortization

Depreciation and amortization decreased from US$227 million in fiscal 2013 to US$207 million, or 9%, in fiscal

2014. The primary reason for the decrease in US dollar terms is the weakening of the Rand against the US dollar in fiscal
2014. This weakening of the Rand resulted in the Rand amounts being translated at a higher rate of R10.35 compared to
R8.82 in fiscal 2013. In Rand terms, there was an increase in depreciation and amortization expense of 7%. Tons milled
increased by 2% from 20,259,000 tons in fiscal 2013 to 20,713,000 tons in fiscal 2014. Depreciation at Kusasalethu
increased by US$3 million or 10% in fiscal 2014, primarily due to the increase in tons milled from 784,000 in fiscal 2013
to 1,260,000 in fiscal 2014. Depreciation increased at Tshepong by US$5 million, at Phakisa by US$6 million and at
Hidden Valley by US$7 million due to the increase in tons mined.

c) Employment termination and restructuring costs

The charge for employment termination and restructuring costs increased from US$5 million in fiscal 2013 to

US$26 million in fiscal 2014. The costs in fiscal 2014 relate to the restructuring at Hidden Valley and the voluntary
severance package program in South Africa which was conducted in fiscal 2014 in order to reduce costs. This program
was concluded in June 2014.

d) (Impairment)/reversal of impairment of assets

The impairment charge amounted to US$135 million in fiscal 2014 compared to an impairment charge of US$274

million in fiscal 2013. The charge in fiscal 2014 relates primarily to Phakisa, where a charge of US$130 million was
recognized following a change in the life-of-mine plan during the annual planning process. The change resulted after the
completion of a feasibility study in the current year on the proposed decline shaft, which showed significant additional
capital requirements. It was therefore decided not to proceed with the sinking of the decline shaft. The exclusion of the
decline shaft from the life-of-mine plan resulted in a decrease in the reserves of Phakisa of two million ounces. In
addition, an impairment of US$3 million for Steyn 2 (included in the Bambanani segment) and US$2 million for St
Helena was recognized following the decision not to mine these operations in future. The charge in fiscal 2013 relates
primarily to Hidden Valley, where a charge of US$268 million was recognized.

Exploration expenditure

In fiscal 2014, exploration expenditure decreased from US$76 million to US$44 million, primarily as a result of the

cost cutting measures implemented and the current drilling program at Wafi-Golpu reaching completion in fiscal 2014.

Other expenses (net)

Other expenses decreased from US$40 million to US$20 million in fiscal 2014. The decrease is primarily due to the
reduced foreign exchange translation loss relating to the translation of the US$ syndicated revolving credit facility into
Rand from US$40 million in fiscal 2013 to US$15 million in fiscal 2014.

Loss from associate

The loss for fiscal 2014 was impacted by adjustments to the Rand Refinery management accounts applied by

Harmony, following the inventory discrepancy arising from the implementation of a new Enterprise Resource Planning
System by Rand Refinery. Harmony has recognized a loss of US$12 million in fiscal 2014 to account for its share of this
discrepancy.

Profit on disposal/(impairment) of investments

The investment in Wits Gold was sold to Sibanye Gold Limited (“Sibanye”) for a total consideration of US$5

million in fiscal 2014. The accumulated gain of US$1.3 million recognized in equity during the year was reclassified to
the income statement, offsetting the impairment recognized during the year, resulting in a profit on disposal. During
fiscal 2013, an impairment of US$10 million was recognized on the investment in Wits Gold, following the assessment
by management at June 30, 2012 that the investment had suffered a permanent decline.

Net gain on financial instruments

The gain of US$16 million in fiscal 2014 relates primarily to the fair value gain recognized on the ELDs held by

the environmental trusts, which are classified as fair value through profit or loss investments. The gain recognized on the
ELDs in fiscal 2013 was US$20 million.

Income and mining taxes

In fiscal 2013 and 2014, the tax rates for companies were 34% for mining income and 28% for non-mining income

for South African companies and 30% for Australian companies and PNG mining companies.

Income and mining tax

2014

2013

Effective income and mining tax rate ................................................

(19)%

36%

The effective tax rate for fiscal 2014 was lower than the mining statutory tax rate of 34% for us and our

subsidiaries as a whole. The most significant items causing the group’s income tax provision to differ from the mining
statutory tax rate were there are no tax consequences relating to the impairment of goodwill recorded on Phakisa,
deferred tax assets not recognized which relates primarily to the Hidden Valley operation and the deferred tax credit
resulting from the reduction in the average deferred tax rates at the South African operations mainly due to lower
estimated profitability.

Deferred tax rates for the South African operations are calculated based on estimates of the future profitability of

the Masimong, Unisel and Other surface operations). The deferred tax rate at Freegold decreased from 22.9% in fiscal
2013 to 20.3% in fiscal 2014 and Harmony decreased from 26.4% to 13.4%, both decreases mainly due to the lower
estimated profitability.

South Africa. We pay taxes separately on mining income and non-mining income. The amount of our South

Australia. Generally, Australia imposes tax on the worldwide income (including capital gains) of all of our

Australian incorporated and tax resident entities. The current income tax rate for companies is 30%.

Harmony Gold Australia (Proprietary) Limited and its wholly-owned Australian subsidiary companies are

recognized and taxed as a single entity. Under the consolidation rules all of the Australian subsidiary companies are
treated as divisions of the Head Company, Harmony Gold Australia. As a result inter-company transactions between
group members are generally ignored for tax purposes. This allows the group to transfer assets between group members
without any tax consequences, and deems all tax losses to have been incurred by the Head Company of the group.

Withholding tax is payable on dividends, interest and royalties paid by Australian residents to non-residents, which

Where conduit foreign income received by an Australian company is paid from Australia as a dividend, it is not

subject to dividend withholding tax

Australia has a Controlled Foreign Company regime which effectively attributes certain types of passive income

derived by offshore subsidiaries and taxes that income as if it had been derived in Australia under Australian tax rules.

PNG. The Hidden Valley mine in PNG commenced operations in fiscal 2010. We are also reviewing other

potential projects and carrying out extensive exploration.

PNG mining projects are taxed on a project basis. Therefore each project is taxed as a separate entity, even though

PNG mining companies are taxed at a rate of tax of 30%. Mining operations in PNG are subject to a 2% royalty

which is payable to the PNG Government.

Capital development and exploration expenditure incurred in PNG is capitalized for tax purposes and can be

PNG imposes dividend withholding tax of 10% on dividends paid by PNG mining operations to non-residents.

Discontinued Operations

There were no discontinued operations in fiscal 2014. Evander, the only discontinued operation in fiscal 2013, was

sold to Pan African Resources at the end of February 2013.

Continuing and discontinued operations

Net (loss)/profit

The net loss decreased from US$224 million in fiscal 2013 to a net loss of US$118 million in fiscal 2014. This is

due to the factors discussed above.

Other Financial Information

Export Sales

All of our gold produced in South Africa during fiscal 2013 to 2015 was refined by Rand Refinery. Rand Refinery

is owned by a consortium of the major gold producers in South Africa and Harmony holds a 10.38% interest at June 30,
2015. All of our gold produced in PNG in those periods was sold to The Perth Mint Australia, a Perth-based refinery.

Recent Developments

See Item 4: “Information on the Company—History and Development of the Company—Recent Developments—

Developments since June 30, 2015.”

B. LIQUIDITY AND CAPITAL RESOURCES

We centrally manage our funding and treasury policies. There are no legal or economic restrictions on the ability of

our subsidiaries to transfer funds to us. We have generally funded our operations and our short-term and long-term
liquidity requirements from: (i) cash generated from operations; (ii) credit facilities and other borrowings; and (iii) sales
of equity securities.

Fiscal year ended June 30,

2015

2014

2013

($ in millions)

Operating cash flows ...................................................................

176

219

363

Investing cash flows ....................................................................

(253)

(255)

(320)

Financing cash flows ...................................................................

(5)

Foreign exchange differences......................................................

(22)

(17)

(45)

Total cash flows ..........................................................................

(84)

(37)

(7)

Operations

Net cash provided by operations is primarily affected by the quantities of gold sold, the gold price, the Rand-US

dollar exchange rate, cash costs per ounce and, in the case of the International operations, the Australian dollar and Kina
versus US dollar exchange rate. A significant adverse change in one or more of these parameters could materially reduce
cash provided by operations as a source of liquidity.

Net cash generated by operations decreased from US$219 million in fiscal 2014 to US$176 million in fiscal 2015.

This was mainly due to the decrease in revenue which is attributable to the decrease in gold sold in fiscal 2015, increases
in production costs due to increases in labor, materials and electricity and other inflationary pressures in fiscal 2015.

Investing

Net cash utilized by investing activities was US$253 million in fiscal 2015, as compared with US$255 million in

fiscal 2014. Additions to property, plant and equipment were US$246 million in fiscal 2015 compared with US$254
million in fiscal 2014.

Financing

Financing activities generated US$15 million in fiscal 2015, compared with US$16 million generated in fiscal

2014.

In fiscal 2015, we drew down US$80 million (2014: US$60 million). US$35 million and US$45 million were

drawn down respectively on the Nedbank Rand and US dollar revolving credit facilities. Loan repayments in fiscal 2015
amounted to US$65 million (2014: US$44 million). No dividends were paid in fiscal 2014 and 2015.

Outstanding Credit Facilities and Other Borrowings

On December 20, 2013, we entered into a loan facility with Nedbank, comprising a revolving credit facility of

R1,300 million (US$126 million). Interest accrues on a day-to-day basis over the term of the loan at a variable interest
rate. In January 2015, R400 million (US$35 million) was drawn down. At June 30, 2015, the remaining R900 million
(US$74 million) on this facility is available until December 2016.

On December 22, 2014, we entered into a loan facility agreement which was jointly arranged by Nedbank Limited

and Barclays Bank Plc, comprising a revolving credit facility of up to US$250 million. All conditions precedent were
met during February 2015 and US$205 million was drawn down to repay the syndicated revolving credit facility,
resulting in a net cash outflow of US$65 million. The remaining US$45 million was drawn down during May 2015.
Interest accrues on a day-to-day basis over the term of the loan at a variable interest rate. The facility is repayable on
maturity during February 2018.

We need to comply with certain debt covenants for both the Nedbank facility and US dollar revolving credit

facility. The debt covenant tests were renegotiated during December 2014 and are as follows:

The group’s interest cover ratio shall not be less than five (EBITDA

/Total interest paid).

Tangible Net Worth

to total net debt ratio shall not be less than six times or eight times when dividends are

paid.

Leverage

shall not be more than 2.5 times.

EBITDA as defined in the agreement excludes unusual items such as impairment and restructuring cost.

Tangible Net Worth is defined as total equity less intangible assets.

Leverage is defined as total net debt to EBITDA.

We complied with the relevant covenants during fiscal 2015.

Recently Retired Credit Facilities and Other Borrowings

On August 11, 2011, we entered into a loan facility arranged by Nedbank Limited and FirstRand Bank Limited

(acting through its Rand Merchant Bank division) (syndicate), comprising a US$300 million syndicated revolving credit
facility. The facility was utilized to fund exploration project in PNG. Interest at LIBOR plus 260 basis points, was paid
quarterly. The syndicated revolving credit facility was repayable after three years. The outstanding amount on the
syndicated revolving credit facility was settled in February 2016 by drawing against the new facility entered into on
December 22, 2014.

Capital Expenditures

Total budgeted capital expenditures for fiscal 2016 are US$171 million. Details regarding the budgeted capital

expenditures for each operation are found in “Integrated Annual Report 2015—Harmony in Action—Operational
performance” on page 124. We currently expect that our planned operating capital expenditures will be financed from
operations, including use of our current facilities, as described in “—Outstanding Credit Facilities and Other
Borrowings” above, and new borrowings as needed.

The following table sets forth our authorized capital expenditure as of June 30, 2015:

$’million

Authorized and contracted for

(1)

..........................................

Authorized but not yet contracted for .................................

Total ...................................................................................

(1)

Including our share of the PNG joint venture’s capital expenditure of US$2 million.

Working Capital and Anticipated Financing Needs

The board believes that our working capital resources, by way of cash generated from operations, borrowings and

existing cash on hand, are sufficient to meet our present working capital needs. The South African operations are
generally expected to fund their capital internally. The Golpu project in PNG is, however, expected to require additional
capital expenditure over the next three to six years to complete construction, most of which will be funded from cash
generated by operations and the balance by debt which. We may also consider other options or structures to finance
Golpu. For more information on our planned capital expenditures, see “—Capital Expenditure” above. Also see “Item 3:
“Risk Factors—To maintain gold production beyond the expected lives of Harmony’s existing mines or to increase
production materially above projected levels, Harmony will need to access additional reserves through exploration or
discovery”. Our board believes that we will have access to adequate financing on reasonable terms given our cash-based
operations and modest leverage. Our ability to generate cash from operations could, however, be materially adversely
affected by increases in cash costs, decreases in production, decreases in the price of gold and appreciation of the Rand
and other non-US$ currencies against the US dollar. In addition, South African companies are subject to significant

exchange control limitations, which may impair our ability to fund overseas operations or guarantee credit facilities
entered into by overseas subsidiaries. See Item 10: “Additional Information—Exchange Controls”.

The information set forth under the headings:

“—Harmony in Action—Operational performance—Outlook for FY16” on pages 123 to 125

of the Integrated Annual Report 2015 is incorporated herein by reference.

D. TREND INFORMATION

The information set forth under the headings:

“—Harmony in Action—Operational performance” on pages 120 to 122 and pages 126 to 152

of the Integrated Annual Report 2015 is incorporated herein by reference.

E. OFF-BALANCE SHEET ARRANGEMENTS

Our obligation with regards to operating leases is US$0.34 million and relates to the offices in Brisbane and PNG.

This amount at June 30, 2015 is due within 12 months. Contractual obligations in respect of mineral tenement leases in
PNG amount to US$57 million at June 30, 2015.

F. TABULAR DISCLOSURE OF CONTRACTUAL OBLIGATIONS

Our contractual obligations and commercial commitments consist primarily of credit facilities, post-retirement

healthcare and environmental obligations.

Contractual Obligations on the Balance Sheet

The following table summarizes our contractual obligations as of June 30, 2015:

Payments Due by Period

Total

($’million)

Less Than 12

Months July 1,

2015 to

June 30, 2016

($’million)

12-36 Months

July 1, 2016

to June 30,

2018

($’million)

36-60 Months

July 1, 2018

To June 30,

2020

($’million)

After 60

Months

Subsequent

June 30, 2020

($’million)

Bank facilities

(1)

..........................................

307

297

—

Non-current liabilities

(2)

.............................

—

Post-retirement health care

(3)

......................

—

Environmental obligations

(4)

......................

182

—

182

Total contractual obligations ..................

504

297

—

197

(1)

See Item 5: “Operating and Financial Review and Prospects—Liquidity and Capital Resources—Outstanding
Credit Facilities and Other Borrowings”.

(2)

This liability relates to the Sibanye Beatrix ground swap royalty provision. See note 27 to our consolidated
financial statements set forth beginning on page F-1.

(3)

This liability relates to post-retirement medical benefits of Freegold employees at the time of acquisition as well as
for former employees who retired prior to December 31, 1996 and is based on actuarial valuations conducted
during fiscal 2015.

(4)

We make provision for environmental rehabilitation costs and related liabilities based on management’s
interpretations of current environmental and regulatory requirements. See Item 5: “Operating and Financial
Review and Prospects—Critical Accounting Policies—Provision for environmental rehabilitation”.

Commercial Commitments

The following table provides details regarding our commercial commitments as of June 30, 2015:

Amount of Commitments Expiring by Period

Total

($’million)

Less Than 12

Months July 1,

2015 to

June 30, 2016

($’million)

12-36 Months

July 1, 2016

to June 30,

2018

($’million)

36-60 Months

July 1, 2018

To June 30,

2020

($’million)

After 60

Months

Subsequent

June 30, 2020

($’million)

Guarantees

(1)

............................................

—

Capital commitments

(2)

............................

—

Total commitments expiring by

period ................................................

—

(1)

Amount of Commitments Expiring by Period.

(2)

Capital commitments consist only of amounts committed to external suppliers, although a total of US$21 million
has been approved by the board for capital expenditures.

G. SAFE HARBOR

The information set forth under the heading “Cautionary statement about forward-looking statements” on the

inside front cover is incorporated herein by reference.

ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES

A. DIRECTORS AND SENIOR MANAGEMENT

The information set forth under the heading:

“—About Harmony—Board and management” on pages 28 to 36

of the Integrated Annual Report 2015 is incorporated herein by reference.

B. COMPENSATION

The information set forth under the heading:

“—Governing Harmony—Remuneration report” on pages 190 to 201

of the Integrated Annual Report 2015 is incorporated herein by reference.

C. BOARD PRACTICES

The information set forth under the headings:

“—Governing Harmony—Corporate governance” on pages 172 to 189;

“—Governing Harmony—Remuneration report” on pages 190 to 201; and

“—Governing Harmony—Audit and risk committee chairman’s report” at page 202

of the Integrated Annual Report 2015 is incorporated herein by reference.

D. EMPLOYEES

The information set forth under the heading:

“—Harmony in Action—Employees and communities” on pages 76 to 99

of the Integrated Annual Report 2015 is incorporated herein by reference.

E. SHARE OWNERSHIP

The information set forth under the headings:

“—Governing Harmony—Remuneration report” on pages 190 to 201; and

“—Additional information—Shareholder information” on pages 220 to 221

of the Integrated Annual Report 2015 is incorporated herein by reference.

ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS

A. MAJOR SHAREHOLDERS

We are an independent gold producer, with no single shareholder exercising control. As of October 16, 2015, our

issued share capital consisted of 436,189,392 ordinary shares. To our knowledge, (A) we are not directly or indirectly
owned or controlled: (i) by another corporation; or (ii) by any foreign government, and (B) there are no arrangements
(including any announced or expected takeover bid), the operation of which may at a subsequent date result in a change
in our control.

The voting rights of our major shareholders do not differ from the voting rights of other holders of the same class

of shares.

Significant changes in the percentage ownership held by major shareholders in the past three years are described

below under “—Related Party Transactions”.

A list of the holders that hold 5% or more of our securities as of October 16, 2015 is set forth below:

Holder

Number of Shares

Percentage

Deutsche Bank Trust Company Americas ⁽¹⁾

.............

185,612,329

42.55

Allan Gray Unit Trust Management Ltd. ⁽³⁾

..............

79,719,417

18.28

ARM Ltd. ⁽²⁾⁽³⁾

...........................................................

63,632,922

14.59

Private Investors (North America) ^{(3) (4)}

.......................

31,947,653

7.32

Public Investment Corporation of South Africa ⁽³⁾

.....

27,674,528

6.34

Van Eck Global ⁽³⁾⁽⁵⁾

.....................................................

25,735,152

5.90

(1)

Deutsche Bank Trust Company Americas has acted as the depositary (“Depositary”) with respect to the
ADSs evidenced by ADRs as of October 10, 2011 . Holding disclosed represents outstanding ADRs on
October 16, 2015.

(2)

Patrice Motsepe, our Chairman, has an indirect holding in ARM Limited.

(3)

Holdings as of September 30, 2015.

(4)

Private Investors (North America)'s holding includes 31,928,958 held in ADR form and is included in (1) above.

(5)

Van Eck's holding of 25,735,152 is held in in the form of ADRs and is included in (1) above.

B. RELATED PARTY TRANSACTIONS

The information set forth under the heading:

“—Governing Harmony—Directors’ report” on pages 208 to 209

of the Integrated Annual Report 2015 is incorporated herein by reference. Also see note 20 “Investments in Associates”
note 21 “Investment in Joint Operations” of our consolidated financial statements, set forth beginning on page F-1.

C. INTERESTS OF EXPERTS AND COUNSEL

Not applicable.

ITEM 8. FINANCIAL INFORMATION

A. CONSOLIDATED STATEMENTS AND OTHER FINANCIAL INFORMATION

Please refer to Item 18: “Financial Statements and Item 3: “Key Information—Selected Financial Data”.

Legal Proceedings

None of our properties is the subject of pending material legal proceedings. We have experienced a number of

claims and legal and arbitration proceedings incidental to the normal conduct of our business, such as the ones described
below.

Silicosis (and other occupational diseases)

AngloGold Ashanti court case

On March 3, 2011, judgment was handed down in the Constitutional Court, in the case of Mr Thembekile

Mankayi v AngloGold Ashanti Limited regarding litigation in terms of the Occupational Diseases in Mines and Works
Act (ODIMWA). The judgment allows claimants, such as Mr Mankayi, to institute action against their current and
former employers for damages suffered as a result of them contracting occupational diseases which result from their
exposure to harmful quantities of dust whilst they were employed at a controlled mine as referred to in ODIMWA. In this
regard, should anyone bring similar claims against Harmony in future, those claimants would need to prove that silicosis,
as an example, was contracted whilst in the employ of the company and that it was contracted due to negligence on the
company’s part to provide a safe and healthy working environment. The link between the cause (negligence by the
company in exposing the claimant to harmful quantities of dust whilst in its employ) and the effect (the silicosis) will be
an essential part of any case.

South Africa class action

On August 23, 2012, Harmony and certain of its subsidiaries (Harmony group) were served with court papers in

terms of which three former employees made application to the South Gauteng High Court to certify a class for purposes
of instituting a class action against the Harmony group. In essence, the applicants want the court to declare them as
suitable members to represent a class of current and former mineworkers for purposes of instituting a class action for
certain relief and to obtain directions from the court as to what procedure to follow in pursuing the relief required against
the Harmony group.

Similar applications were also brought against various other gold mining companies for similar relief during

August 2012.

On January 8, 2013, the Harmony group, alongside other gold mining companies operating in South Africa

(collectively the respondents), was served with another application to certify two classes of persons representing a class
of current and former mine workers who work or have worked on gold mines owned and/or controlled by the respondents
and who allegedly contracted silicosis and/or other occupational lung diseases, and another class of dependents of mine
workers who have died of silicosis and who worked on gold mines owned and/or controlled by the respondents. The
Harmony group opposed both applications and instructed its attorneys to defend the application.

Following receipt of the aforesaid application, the Harmony group was advised that there was a potential

overlap between the application of August 23, 2012 and the application of January 8, 2013. After deliberation between
the respondents’ attorneys and the applicants’ attorneys, it was resolved that the applicants’ attorneys will consolidate the
two applications, together with three other similar applications. The applicants' attorneys delivered an amended
application for consideration by the respondents. On October 17, 2013, the five certification applications were
consolidated by order of court. It was agreed between the parties that the respondents have until May 30, 2014 to answer
the allegations made in the consolidated class certification application, and to state reasons why a class or classes should
not be certified.

On May 30, 2014, the Harmony group served its answering affidavit to the consolidated class certification

application. On September 15, 2014, the applicants’ attorneys delivered their replying affidavit to the answering
affidavit. The applicants’ attorneys have also joined further applicants to the present proceedings and amended the relief
sought against the gold mining companies on a number of occasions.

On December 12, 2014, the Treatment Action Campaign and Sonke Gender Justice (both non-profit

organizations) (applicants) brought a formal application to the consolidated class certification application to be admitted
as amici curiae (i.e. friends of the court). On August 28, 2015, the applicants were admitted as amici curiae. However, at
the certification application enrolled for hearing between October 12, 2015 and October 23, 2015, they may only present
legal submissions as to whether a certification of a class action should be granted or not.

Silicosis court case

On May 3, 2013, Harmony and one of its subsidiaries received a summons from Richard Spoor Attorneys on

behalf of an employee. The plaintiff is claiming US$2.1 million in damages plus interest from Harmony and one of its
subsidiaries, and another gold mining group of companies. The plaintiff alleges to have contracted silicosis with
progressive massive fibrosis during the course of his employment. At this stage, and in the absence of a court decision on

this matter, it is not yet certain as to whether the company will incur any costs (except legal fees) related to the above
claim.

Due to the limited information available on the above claims and potential other claims, and the uncertainty of the
outcome of the consolidated class certification application, no costs estimation can as yet be made for the possible
obligation.

Watut River damage claims

Legal proceedings commenced in December 2010 against the Hidden Valley mine in PNG over alleged damage

to the Watut River (which runs adjacent to the Hidden Valley mine), alleged to have been caused by waste rock and
overburden run-off from the mine. The damages sought by the plaintiffs were not specified. The defendants intend to
defend the claims. No active steps have been taken by the plaintiffs in this proceeding for more than two years. It is not
practicable to make any reasonable assessment of the prospects of the plaintiffs succeeding should they proceed with
these claims, nor the potential liability of the defendants if the plaintiffs were to succeed. As a result, no provision has
been recognized in the financial statements for this matter.

US class action

On April 18, 2008, Harmony Gold Mining Company Limited was made aware that it had been named as a

defendant in a lawsuit filed in the US District Court in the Southern District of New York on behalf of certain purchasers
and sellers of Harmony’s American Depositary Receipts (ADRs) and options with regards to certain of its business
practices. Harmony retained legal counsel. The company reached a mutually acceptable settlement with the plaintiff class
and this settlement was found to be fair and reasonable and was approved by the United States District Court in
November 2011. A single class member filed an appeal of the District Court’s order approving the settlement. That
appeal resulted in the United States Court of Appeals for the Second Circuit affirming the decision of the District Court
on more than one occasion. The objecting plaintiff requested that the United States Supreme Court review the decision of
the Second Circuit. Following the denial of the request for review of the case by the Supreme Court in May 2014, the
case has been concluded. The distribution of the settlement amount, held in escrow, to the plaintiff class of the lawsuit
filed in the United States of America was completed during the 2015 financial year. From both legal and accounting
perspectives, the matter is now concluded.

B. SIGNIFICANT CHANGES

Not applicable. See Item 4: “Information on the Company—History and Development of the Company—Recent

Developments—Developments since June 30, 2015.

ITEM 9 THE OFFER AND LISTING

A. OFFER AND LISTING DETAILS

The information set forth under the heading:

“—Additional Information—Shareholder information” at page 220

of the Integrated Annual Report 2015 is incorporated herein by reference.

As of October 16, 2015, there were 1,777 record holders of our 185,612,329 ADRs in the United States.

The high and low sales prices in Rand for our ordinary shares on the JSE for the periods indicated were as follows:

Harmony

Ordinary Shares

(Rand per

Ordinary Share)

High

Low

Fiscal year ended June 30, 2011

Full Year.........................................................................

103.25

71.90

Fiscal year ended June 30, 2012

First Quarter....................................................................

106.00

85.80

Second Quarter ...............................................................

115.75

92.64

Harmony

Ordinary Shares

(Rand per

Ordinary Share)

High

Low

Third Quarter ..................................................................

101.75

82.88

Fourth Quarter ................................................................

89.00

72.84

Full Year.........................................................................

115.75

72.84

Fiscal year ended June 30, 2013

First Quarter....................................................................

85.71

67.50

Second Quarter ...............................................................

74.05

65.20

Third Quarter ..................................................................

75.64

53.40

Fourth Quarter ................................................................

58.25

33.47

Full Year.........................................................................

85.71

33.47

Fiscal year ended June 30, 2014

First Quarter....................................................................

42.47

32.74

Second Quarter ...............................................................

36.14

24.48

Third Quarter ..................................................................

40.32

27.25

Fourth Quarter ................................................................

35.60

27.72

Full Year.........................................................................

42.47

24.48

Fiscal year ended June 30, 2015

July 2015 ........................................................................

15.85

11.94

August 2015....................................................................

14.25

11.25

September 2015 ..............................................................

12.20

8.63

As of October 16, 2014...................................................

11.10

8.55

On October 16, 2015, the share price of our ordinary shares on the JSE was R11.10.

Our ADSs, evidenced by ADRs, are listed on the NYSE The high and low sales prices in US dollars for our ADRs

for the periods indicated, as reported on the NYSE were as follows:

NYSE

Harmony ADRs

($ per ADR)

High

Low

Fiscal year ended June 30, 2011

Full Year...........................................................................

15.57

9.72

Fiscal year ended June 30, 2012

NYSE

Harmony ADRs

($ per ADR)

High

Low

First Quarter......................................................................

14.87

11.50

Second Quarter .................................................................

14.37

11.34

Third Quarter ....................................................................

13.31

10.70

Fourth Quarter ..................................................................

11.04

8.70

Full Year...........................................................................

14.87

8.70

Fiscal year ended June 30, 2013

First Quarter......................................................................

10.34

8.21

Second Quarter .................................................................

8.96

7.50

Third Quarter ....................................................................

8.96

5.94

Fourth Quarter ..................................................................

6.38

3.30

Full Year...........................................................................

10.34

3.30

Fiscal year ended June 30, 2014

First Quarter......................................................................

4.33

3.30

Second Quarter .................................................................

3.67

2.36

Third Quarter ....................................................................

3.77

2.36

Fourth Quarter ..................................................................

3.34

2.52

Full Year...........................................................................

4.33

2.36

Fiscal year ended June 30, 2015

July 2015 ..........................................................................

1.34

0.95

August 2015......................................................................

1.16

0.84

September 2015 ................................................................

0.89

0.60

As of October 16, 2015.....................................................

0.84

0.58

On October 16, 2015, the closing share price of our ADRs on the NYSE was US$0.80.

B. PLAN OF DISTRIBUTION

Not applicable.

C. MARKETS

The information set forth under the heading:

“—Additional Information—Shareholder information” on pages 220 to 221

of the Integrated Annual Report 2015 is incorporated herein by reference.

The Securities Exchange in South Africa

The JSE is the sixth largest emerging market exchange and by far the leading exchange in Africa, playing a

leadership role in the continent, supporting South Africa’s role as the African financial hub. It is also recognized as a
leading exchange in the global resources sector.

As South Africa’s only full service securities exchange, the JSE connects buyers and sellers in five different

markets: equities, which includes a primary and secondary board, equity derivatives, agricultural derivatives and interest
rate instruments. The JSE is one of the top 20 exchanges in the world in terms of market capitalization. The market
capitalization of the JSE equities market was R11,925 billion (US$982 billion) at June 30, 2015. The mining market
capitalization was R1,920 billion (US$158 billion) at June 30, 2015, 16% of the overall JSE market capitalization and
constituted 13% in terms of value traded.

Strate Settlement

Under Strate, South Africa’s Central Securities Depository (“CSD”), there are essentially two types of clients:

controlled and non-controlled. A controlled client is one who elects to keep his shares and cash with his broker and these
shares are held in custody at the broker’s chosen Custodian Bank, the CSD Participant (“CSDP”). A non-controlled
client is one who appoints his own CSDP to act as custodian on his behalf. Equity settlements take place on a contractual
T+5 (where T= trade date) settlement cycle. Securities and funds become due for settlement five business days after the
trade. Contractual settlement is a market convention embodied in the rules of the JSE which states that a client has a
contractual obligation to cause a JSE trade to settle on settlement day. The JSE, in its capacity as Settlement Authority,
ensures that all on-market trades entered into by two JSE member firms settle five days after the trade date. There is
currently a market-wide project underway to reduce the settlement cycle to three days after the trade date.

D. SELLING SHAREHOLDERS

Not applicable.

E. DILUTION

Not applicable.

F. EXPENSES OF THE ISSUE

Not applicable.

ITEM 10. ADDITIONAL INFORMATION

A. SHARE CAPITAL

The information set forth under the heading:

“—Additional Information—Shareholder information” on pages 220 to 221

of the Integrated Annual Report 2015 is incorporated herein by reference.

B. MEMORANDUM OF INCORPORATION

Information on our Memorandum of Incorporation can be found in Harmony’s Annual Report on Form 20-F for

the fiscal year ended June 30, 2014 which was filed with the SEC on October 23, 2014, is available on the SEC’s website
and is incorporated herein by reference.

C. MATERIAL CONTRACTS

Neither the Company nor any member of the group of which it is a party has entered into any material contracts,

other than in the ordinary course of its business, during the two years immediately preceding the publication of this
document.

D. EXCHANGE CONTROLS

Introduction

The following is a general outline of South African exchange controls. Investors should consult a professional

adviser pertaining to the exchange control implications of their particular investments.

The Republic of South Africa’s exchange control regulations provide for restrictions on the exportation capital

from a Common Monetary Area member, consisting of South Africa, the Republic of Namibia and the Kingdoms of
Lesotho and Swaziland. Transactions between South African residents (including corporations) and foreigners are subject
to these exchange controls, which are administered by the Financial Surveillance Department of the South African
Reserve Bank (“SARB”).

Since 1995 a number of exchange control regulations have been relaxed with regard to both residents and non-

residents. Following the initial reforms, ongoing relaxations have been introduced with the aim of achieving a
macroprudential risk based approach to the management of foreign exchange. The reforms are being made to, among
other things, enable international firms to make investments through South Africa to the rest of Africa and to further
enhance opportunities for offshore portfolio diversification for resident investors. In addition, the relaxations have also
significantly raised the size of the discretionary allowances available to residents for overseas transactions.

A considerable degree of flexibility is built into the system of exchange controls, and the SARB possesses

substantial discretionary powers in approving or rejecting the applications that fall outside the authority granted to
authorized dealers.

These comments relate to exchange controls in force at June 30, 2015. These controls are subject to change at any

time, however, the government has previously announced most changes during the annual budget statement in February.
It is not possible to predict whether existing exchange controls will be changed by the South African government in the
future. Even though the trend in recent years has been the continued gradual relaxation of the exchange controls, this may
change given the current volatility in international markets.

Government Regulatory Considerations

Shares

A foreign investor may invest freely in shares in a South African company, whether listed on the JSE or not

through normal banking channels against settlement in foreign currency or Rand from a non-resident rand account. A
foreign investor may also sell his or her share investment in a South African company and transfer the proceeds out of
South Africa without restriction. However, when the company is not listed on the JSE, the SARB must be satisfied that
the sale price of any shares reflects fair market value.

Under present South African exchange control regulations, our ordinary shares and ADSs are freely transferable

outside the Common Monetary Area between non-residents of the Common Monetary Area. No prior SARB approval is
required for the transfer of proceeds to South Africa, in respect of shares listed on the JSE, provided these funds enter the
country through the normal banking channels. In addition, the proceeds from the sale of ordinary shares on the JSE on
behalf of those holders of ordinary shares who are not residents of the Common Monetary Area are freely remittable to
those holders. Share certificates and warrant certificates held by non-residents will be endorsed with the words “non-
resident.”

Loans

Generally, the granting of loans to us or our subsidiaries, and our ability to borrow from non-South African sources

and the repatriation of dividends, interest and royalties by us will be regulated by the Exchange Control Department of
the SARB. If a foreign investor wishes to lend capital to a South African company, the prior approval of the SARB must
be sought mainly in respect of the interest rate and terms of repayment applicable to such loan.

Interest on foreign loans is subject to a withholding tax of 15% and freely remittable abroad, provided the loans

received prior approval from the SARB. However, this rate may be reduced depending on the applicability of a double
taxation treaty.

Investments

We are required to seek approval from the SARB to use funds held in South Africa to make investments outside of

South Africa.

Dividends

Dividends declared by a quoted company are subject to a withholding tax of 15% and freely transferable out of

South Africa from both trading and non-trading profits earned in South Africa through a major bank as agent for the
SARB to non-resident shareholders. However, this rate may be reduced depending on the applicability of a double
taxation treaty.

Where 75% or more of a South African company’s capital, voting power, power of control or earnings is directly

or indirectly controlled by non-residents, such a company is designated an “affected person” by the SARB, and certain
restrictions are placed on its ability to obtain local financial assistance. We are not, and have never been, designated an
“affected person” by the SARB.

If an affected entity made use of local borrowing facilities, the affected entity must apply for SARB approval prior

to remitting dividends offshore. As a general rule, an affected entity that has accumulated historical losses may not
declare dividends out of current profits unless and until such time that the affected entity’s local borrowings do not
exceed the local borrowing limit.

E. TAXATION

Certain South African Tax Considerations

The discussion set out in this section is based on current law and our interpretation thereof. Amendments to the law

may change the tax treatment of acquiring, holding or disposing of our ordinary shares or ADSs, as applicable, which
changes may possibly occur on a retrospective basis. The following summary is not a comprehensive description of all of
the tax considerations that may be relevant to a decision to purchase, own or dispose of our ordinary shares or ADSs, and
does not cover the tax consequences that depend upon your particular tax circumstances. In particular, the following
summary addresses tax consequences for holders of ordinary shares or ADSs who are not residents of South Africa for
tax purposes from a South African perspective. It specifically excludes the tax consequences for persons who are not
residents of South Africa for tax purposes whose holding of shares or ADSs is effectively connected with a permanent
establishment in South Africa through which the holder carries on business activities, or who is not the beneficial
recipient of the dividends, or where the source of the transaction or dividends is deemed to be in South Africa. In
addition, it does not cover the tax consequences for a holder that is not entitled to the benefits of the double taxation
agreement concluded between the Republic of South Africa and the United States of America signed on February 17,
1997 (“US Treaty”). It also assumes that the holders hold the ordinary shares or ADSs on capital account (that is, for
investment purposes) as opposed to on revenue account (that is for speculative purposes, as trading stock). We
recommend that you consult your own tax adviser concerning the consequences of holding our ordinary shares or ADSs,
as applicable, in your particular situation.

Dividends

With effect from April 1, 2012, South Africa introduced a Dividends Tax, which is a withholding tax on dividends

borne by the shareholder receiving the dividend. Previously, South Africa imposed a corporate tax known as secondary
tax on companies (“STC”) at the rate of 10% on dividends declared by a South African company. It is important to
appreciate that STC was not a withholding tax on dividends borne by the shareholder, but a tax on profits of a company
borne by the company. The rate at which Dividends Tax is levied is 15%. Dividends Tax is imposed on, amongst others,
non-resident shareholders, and it is withheld by the company declaring and paying the dividend to its shareholders or the
regulatory intermediary, as the case may be, as a withholding agent.

Article 10 of the US Treaty provides that a dividend paid by a company that is a resident of South Africa for tax

purposes to a resident of the US for tax purposes may be taxed in the US. Article 10 of the US Treaty further provides
that such a dividend may also be taxed in South Africa. However, the tax charged in South Africa may not exceed 5% of
the gross amount of the dividends if the beneficial owner is a company that holds directly at least 10% of the voting stock
of the South African company paying the dividends. In all other cases, the US Treaty provides for a withholding tax of
15% of the gross amount of the dividends.

With effect from January 1, 2012 it is deemed that an amount will be derived by a person from a source within

South Africa if the amount constitutes a dividend received by or accrued to that person.

Capital Gains Tax

Capital Gains Tax (“CGT”) was introduced in South Africa with effect from October 1, 2001. In the case of an

individual, 33.3% of the capital gain is included in the individual’s taxable income (effectively 13.65% should the
individual pay tax at the marginal rate). In the case of a corporate entity or trust, 66.6% of such gain is included in its
taxable income (effectively a rate of 18.6% for a corporate entity and 27.3% for a trust). CGT is only applicable to non-
residents if the proceeds from the sale are attributable to a permanent establishment of the non-resident shareholder. The
US Treaty (which will prevail in the event of a conflict) provides that the US holder of ordinary shares or ADSs will not
be subject to CGT if the assets have been held as capital assets, unless they are linked to a permanent establishment of
such non-resident shareholder in South Africa. To the extent that shares or ADSs are held on revenue account, a similar
principle applies with reference to the payment of income tax. Accordingly, income tax is only payable to the extent that
the gain is attributable to the carrying on of a business in South Africa through a permanent establishment situated in
South Africa. The current corporate rate is equal to 28%. Any gains realized on the disposal of equity shares are
automatically deemed to be of a capital nature if the equity shares have been held for a continuous period of at least three
years. Such provision applies automatically and is not elective. However, this deeming provision does not include an
ADS.

Generally the domestic laws of South Africa provide that an amount received or accrued in respect of the disposal

of an asset that constitutes immovable property held by that person or any interest or right of whatever nature of that
person to or in intellectual property where that property is situated in South Africa is deemed to have been sourced in
South Africa and be subject to South African tax. It includes the disposal of any equity shares held by a person in a
company if:

80% or more of the market value of the equity shares, ownership or right to ownership or vested interest, as
the case may be, at the time of disposal thereof is attributable directly or indirectly to immovable property
held otherwise than as trading stock; and

the person directly or indirectly holds at least 20% of the equity shares in the company or ownership or right
to ownership of the other entity.

The provisions of the US Treaty override the deemed source rules to the extent applicable. Article 13 of the US

Treaty provides that South Africa is entitled to tax a gain that is attributable to the alienation of real property situated in
South Africa, which concept includes the equivalent of a US real property interest, even if held through shares.

Securities Transfer Tax

Security Transfer Tax (“STT”) is payable in respect of the transfer of any security issued by a South African

company. STT is levied at a rate of 0.25% of the taxable amount of the security concerned (generally the market value).
A security is defined to include a depository receipt in a company, in addition to shares in a company. STT is not payable
on the issue of any security.

Although ADSs in respect of our shares are not listed on the JSE, reference is specifically made to the transfer of

depository receipts in a South African company. As a consequence, STT will therefore be payable on the transfer of
ADSs. In addition, the process of depositing shares listed on the JSE in return for ADSs, or withdrawing such shares
from the deposit facility, may attract STT as and when the shares are transferred to or from the depository institution.

STT is payable by the broker or participant if a transaction is effected through a stockbroker or an exchange

participant, but it may be recovered from the person acquiring the beneficial ownership of the rights concerned. In other
instances, STT is payable by the person acquiring beneficial ownership.

STT is also payable on the subsequent redemption or cancellation of shares or ADSs.

Interest

South Africa has imposed a withholding tax on interest paid by any person to or for the benefit of any foreign

person to the extent that the interest is regarded as having been received or accrued from a source within South Africa at
the rate of 15% with effect from March 1, 2015. In terms of the US Treaty this rate is reduced to zero. However, the rate
may change to 5% or 10% once the US Treaty is renegotiated.

Withholding tax on Service Fees

Currently it is proposed that a withholding tax on service fees at the rate of 15% will be introduced on any service

fee that is paid by any person to or for the benefit of any foreign person to the extent that the amount is regarded as
having been received by or accrued to that foreign person from a source within South Africa. The concept of service fees
is defined very widely and includes an amount that is received or accrued in respect of technical services, managerial
services and consultancy services.

Capitalization Shares

Capitalization shares issued to holders of shares in lieu of cash dividends are currently not subject to Dividends

Tax. However, these shares have a base cost of zero.

Voting Rights

There are no limitations imposed by South African law or by our charter on the right of non-resident or foreign

owners to hold or vote our ordinary shares.

Certain Material United States Federal Income Tax Considerations

Except as described below under the heading “—Non-US Holders,” the following is a discussion of certain

material US federal income tax consequences for a US holder of purchasing, owning, and disposing of the ordinary
shares (for purposes of this summary, references to the ordinary shares include the ADSs, unless the context otherwise
requires).

You will be a “US holder” if you are a beneficial owner of ordinary shares and you are:

an individual who is a citizen or resident of the United States;

a corporation (or other entity taxable as a corporation for US federal income tax purposes) organized under
the laws of the United States, any state thereof, or the District of Columbia;

an estate whose income is subject to US federal income tax regardless of its source; or

a trust if: (i) a US court can exercise primary supervision over the trust’s administration and one or more US
persons are authorized to control all substantial decisions of the trust or (ii) it has a valid election in effect
under applicable US Treasury regulations to be treated as a US person.

A “non-US holder” is a beneficial owner of ordinary shares that is not a US holder for US federal income tax

purposes. If you are a “non-US holder,” the discussion below under “Non-US Holders” will apply to you.

This summary is based on the US Internal Revenue Code of 1986, as amended, (the “Code”), its legislative history,

existing and proposed US Treasury regulations, published Internal Revenue Service rulings, and court decisions that are
now in effect, any and all of which are subject to differing interpretations and which could be materially and adversely
changed. Any such change could apply retroactively and could affect the continued validity of this summary. This
summary does not consider the potential effects, both adverse and beneficial, of any proposed legislation which, if
enacted, could be applied, possibly on a retroactive basis, at any time.

This summary does not purport to be a comprehensive description of all of the tax considerations that may be

relevant to a decision to purchase the ordinary shares. In particular, this summary deals only with US holders that will
hold the ordinary shares as capital assets within the meaning of Section 1221 of the Code. It does not address
considerations that may be relevant to you if you are an investor that is subject to special tax rules, such as a bank, real
estate investment trust, regulated investment company, insurance company, dealer in securities or currencies, trader in
securities or commodities that elects mark-to-market treatment, person that will hold the ordinary shares as a hedge
against currency risk or as a position in a “straddle” or conversion transaction, tax-exempt organization, person whose
“functional currency” is not the US dollar, person liable for alternative minimum tax, or a person who owns directly,
indirectly or by attribution, at least 10% of our stock. This summary also does not address any aspect of US federal non-
income tax laws, such as gift or estate tax laws, or state, local, or non-US tax laws, or, except as discussed below, any tax
reporting obligations of a holder of our ordinary shares.

If a partnership (including for this purpose any entity treated as a partnership for US federal income tax purposes)

is a beneficial owner of the ordinary shares, the US federal income tax treatment of a partner in the partnership generally
will depend on the status of the partner and the activities of the partnership. A holder of the ordinary shares that is a
partnership and partners in such a partnership should consult their own tax advisors about the US federal income tax
consequences of acquiring, holding, and disposing of the ordinary shares.

In general, if you hold ADSs, you will be treated as the holder of the ordinary shares represented by those ADSs

for US federal income tax purposes.

We believe that we will not be a passive foreign investment company (“PFIC”), for US federal income tax

purposes for the current taxable year. However, we cannot assure you that we will not be considered a PFIC in the
current or future years. The determination whether or not we are a PFIC is a factual determination that is based on the
types of income we earn and the value of our assets and cannot be made until the close of the applicable tax year. If we
were currently or were to become a PFIC, US holders of ordinary shares would be subject to special rules and a variety of
potentially adverse tax consequences under the Code.

Each prospective purchaser should consult his or her tax advisor with respect to the United States federal, state,

local and foreign tax consequences of acquiring, owning, or disposing of shares or ADSs.

Taxation of Distributions Paid on Ordinary Shares

Subject to the discussion in “—Passive Foreign Investment Company Rules” below, under US federal income tax

laws, if you are a US holder, the gross amount of dividends that you receive in cash (or that are part of a distribution that
any shareholder has the right to receive in cash) in respect of the ordinary shares generally will be subject to US federal
income taxation as dividend income to the extent paid out of our current or accumulated earnings and profits (as
determined for US federal income tax purposes). You must include the amount of any South African tax withheld from
the dividend payment in this gross amount even though you do not in fact receive it. Dividends received by certain non-
corporate US holders will generally be taxed at a maximum rate of 20%, where certain holding period and other
requirements are satisfied, if such dividends constitute qualified dividend income. Qualified dividend income includes
dividends paid by a “qualified foreign corporation”, and we believe that we are, and will continue to be, a “qualified
foreign corporation” for US federal income tax purposes. Holders of ordinary shares should consult their own tax
advisors regarding the availability of the reduced dividend tax rate in light of their own particular circumstances.
Dividends will not be eligible for the dividends-received deduction generally allowed to US corporations in respect of
dividends received from certain US corporations.

Dividends paid in South African Rand will be included in your gross income in a US dollar amount calculated by

reference to the exchange rate in effect on the day you receive (or the depository receives, in the case of the ADSs) the
dividend, regardless of whether the payment is in fact converted into US dollars. If the foreign currency received as a
dividend is not converted into US dollars on the date of receipt, a US holder will have a basis in the foreign currency
equal to its US dollar value on the date of receipt. Generally, any gain or loss resulting from currency exchange

fluctuations during the period from the date you include the dividend payment in income to the date you convert the
payment into US dollars will be treated as ordinary income or loss. The gain or loss generally will be income or loss from
sources within the United States for foreign tax credit limitations. You should generally not be required to recognize any
foreign currency gain or loss to the extent such dividends paid in South African Rand are converted into US dollars
immediately upon receipt by the applicable party. If we distribute non-cash property as a dividend, you generally will
include in income an amount equal to the fair market value of the property, in US dollars, on the date that it is distributed.
Subject to certain limitations, a US holder may be entitled to a credit or deduction against its US federal income taxes for
the amount of any South African taxes that are withheld from dividend distributions made to such US holders. The
decision to claim either a credit or deduction must be made annually and will apply to all foreign taxes paid by the US
holder to any foreign country or US possession with respect to the applicable tax year.

Dividends received from us will generally be income from non-United States sources, for US foreign tax credit

purposes, subject to various classifications and other limitations. The rules relating to computing foreign tax credits are
complex. You should consult your own tax advisor to determine the foreign tax credit implications of owning ordinary
shares.

Distributions in excess of current and accumulated earnings and profits, as determined for US federal income tax

purposes, will be treated as a non-taxable return of capital to the extent of your basis in the ordinary shares and, to the
extent in excess of such basis, will be treated thereafter as capital gain from the sale or exchange of such ordinary shares.

Taxation of the Disposition of Ordinary Shares

Subject to the discussion in “—Passive Foreign Investment Company Rules” below, if you are a US holder and you

sell or otherwise dispose of your ordinary shares, you will recognize capital gain or loss in an amount equal to the
difference between the US dollar value of the amount you receive on the sale and your adjusted tax basis in the ordinary
shares, determined in U.S dollars. Such gain or loss generally will be long-term capital gain or loss if you held the
ordinary shares for more than one year. After January 1, 2013, long-term capital gain recognized by a non-corporate US
holder is generally subject to a maximum tax rate of 15% but may be as high as 20%. In general, any capital gain or loss
recognized upon the sale or exchange of ordinary shares will be treated as US source income or loss, as the case may be,
for US foreign tax credit purposes. Your ability to offset capital losses against income is subject to limitations.

Deposits and withdrawals of ordinary shares by US holders in exchange for ADSs will not result in the realization

of gain or loss for US federal income tax purposes.

To the extent that you incur South African securities transfer tax in connection with a transfer or withdrawal of

ordinary shares as described under “— Certain South African Tax Considerations—Securities Transfer Tax” above,
securities transfer tax will not be a creditable tax for US foreign tax credit purposes.

Medicare Tax on Unearned Income

US holders that are individuals, estates, or trusts and whose income exceed certain thresholds will be required to

pay an additional 3.8% tax on “net investment income,” including, among other things, dividends on and capital gains
from the sale or other disposition of ordinary shares. US holders that are individuals, estates, or trusts should consult their
tax advisors regarding the effect, if any, of this tax on their ownership and disposition of our ordinary shares.

Non-US Holders

If you are a non-US holder of the ordinary shares, you generally will not be subject to US federal income or

withholding tax on dividends received on such ordinary shares, unless such income is effectively connected with your
conduct of a trade or business in the United States, and the dividends are attributable to a permanent establishment (or in
the case of an individual, a fixed place of business) that you maintain in the United States, if that is required by an
applicable income tax treaty as a condition for subjecting you to US federal income taxation on a net income basis. In
such cases, you generally will be taxed in the same manner as a US holder and will not be subject to US federal income
tax withholding. If you are a corporate non-US holder, “effectively connected” dividends may, under certain
circumstances, be subject to an additional “branch profits tax” at a 30% rate or a lower rate if you are eligible for the
benefits of an applicable income tax treaty that provides for a lower rate.

If you are a non-US holder of the ordinary shares, you will also generally not be subject to US federal income or

withholding tax in respect of gain realized on the sale of such ordinary shares, unless: (i) such gain is effectively
connected with your conduct of a trade or business in the United States, and the gain is attributable to a permanent
establishment (or in the case of an individual, a fixed place of business) that you maintain in the United States, if that is
required by an applicable income tax treaty as a condition for subjecting you to US federal income taxation on a net
income basis or (ii) in the case of gain realized by an individual non-US holder, you are present in the United States for
183 days or more in the taxable year of the sale or other disposition and certain other conditions are met. In the first case,
the non-US holder will be taxed in the same manner as a US holder. In the second case, the non-US holder will be subject
to US federal income tax at a rate of 30% on the amount by which such non-US holder’s US-source capital gains exceed

such non-US holder’s US-source capital losses. If you are a corporate non-US holder, “effectively connected” gains may,
under certain circumstances, be subject to an additional “branch profits tax” at a 30% rate or a lower rate if you are
eligible for the benefits of an applicable income tax treaty that provides for a lower rate.

Passive Foreign Investment Company Rules

We believe that our ordinary shares will not be treated as stock of a PFIC for US federal income tax purposes for

the current tax year. The determination of whether or not we are a PFIC is a factual determination that cannot be made
until the close of the applicable tax year and that is based on the types of income we earn and the value of our assets
(including goodwill), both of which are subject to change. In calculating goodwill for this purpose, we will value our
total assets based on the total market value, determined with reference to the then-market price of the ordinary shares,
and will make determinations regarding the amount of this value allocable to goodwill. Because the determination of
goodwill will be based on the market price of the ordinary shares, it is subject to change. It is possible that the US
Internal Revenue Service may challenge our valuation of our assets (including goodwill), which may result in us being
classified as a PFIC. Thus, it is possible that we may be or become a PFIC in the current or any future taxable year, and
we cannot assure you that we will not be considered a PFIC in any such tax year.

In general, if you are a US holder, we will be a PFIC with respect to you if for any taxable year in which you held

the ordinary shares:

at least 75% of our gross income for the taxable year is passive income; or

at least 50% of the value, determined on the basis of a quarterly average, of our assets is attributable to assets
that produce or are held for the production of passive income.

Passive income generally includes dividends, interest, royalties, rents (other than certain rents and royalties derived

in the active conduct of a trade or business), the excess of gains over losses from certain types of transactions in
commodities, annuities, and gains from assets that produce passive income. If a foreign corporation owns at least 25% by
value of the stock of another corporation, the foreign corporation is treated for purposes of the PFIC tests as owning its
proportionate share of the assets of the other corporation and as receiving directly its proportionate share of the other
corporation’s income.

If we are treated as a PFIC, and you are a US holder that did not make a mark-to-market election, as described

below, you will be subject to special rules with respect to:

any gain you realize on the sale or other disposition of your ordinary shares; and

any excess distribution that we make to you (generally, any distributions to you during a single taxable year
that are greater than 125% of the average annual distributions received by you in respect of the ordinary
shares during the three preceding taxable years or, if shorter, your holding period for the ordinary shares).

Under these rules:

the gain or excess distribution will be allocated ratably over your holding period for the ordinary shares;

the amount allocated to the taxable year in which you realized the gain or received the excess distribution
will be taxed as ordinary income;

the amount allocated to each prior year, with certain exceptions, will be taxed at the highest tax rate
applicable to you in effect for that year; and

the interest charge generally applicable to underpayments of tax will be imposed in respect of the tax
attributable to each such year.

Special rules apply for calculating the amount of the foreign tax credit with respect to excess distributions by a

PFIC.

If you own shares in a PFIC that are treated as marketable stock, you may make a mark-to-market election. If you

make this election in a timely fashion, you generally will not be subject to the PFIC rules described above in respect to
your ordinary shares. Instead, in general, you will include as ordinary income each year the excess, if any, of the fair
market value of your ordinary shares at the end of your taxable year over your adjusted basis in your ordinary shares.
You will also be allowed to take an ordinary loss in respect of the excess, if any, of the adjusted basis of your ordinary
shares over the fair market value at the end of your taxable year (but only to the extent of the net amount of previously
included income as a result of the mark-to-market election). Your basis in the ordinary shares will be adjusted to reflect
any such income or loss amounts, and any further gain on a sale or other disposition of the ordinary shares will be treated
as ordinary income.

We do not intend to furnish you with the information that you would need in order to make a “qualified electing

fund” election to include your share of our income on a current basis.

If you own ordinary shares during any year that we are a PFIC, you must file US Internal Revenue Service Form

8621 (whether or not a mark-to-market election is made) that describes the distribution received on the ordinary shares
and the gain realized on the disposition of the ordinary shares. The reduced tax rate for dividend income, discussed above
in “Taxation of Distributions Paid on Ordinary Shares,” is not applicable to dividends paid by a PFIC.

The rules dealing with PFICs and the mark-to-market election are very complex and affected by various factors in

addition to those described above. Accordingly, you should consult your own tax advisor concerning the application of
the PFIC rules to your ordinary shares under your particular circumstances.

US Information Reporting and Backup Withholding Rules

Payments of dividends and sales proceeds that are made within the United States or through certain US-related

financial intermediaries are subject to information reporting and may be subject to backup withholding, currently at a rate
of 28%, unless the holder: (i) is a corporation or other exempt recipient or (ii) provides a taxpayer identification number
and certifies that no loss of exemption from backup withholding has occurred. Backup withholding is not an additional
tax, and the amount of any backup withholding from a payment will be allowed as a credit against the US holder’s or the
non-US holder’s US federal income tax liability provided that the appropriate returns are filed. A non-US holder
generally may eliminate the requirement for information reporting and backup withholding by providing certification of
its foreign status to the payor, under penalties of perjury, on Internal Revenue Service Forms W-8BEN or W-8BEN-E, as
applicable.

Information with Respect to Foreign Financial Assets

US holders of “specified foreign financial assets” with an aggregate value in excess of US$50,000 (and in some

circumstances, a higher threshold) are generally required to file an information report with respect to such assets with
their tax returns. “Specified foreign financial assets” may include financial accounts maintained by foreign financial
institutions, as well as the following, but only if they are not held in accounts maintained by financial institutions:
(i) stocks and securities issued by non-United States persons, (ii) financial instruments and contracts held for investment
that have non-United States issuers or counterparties and (iii) interests in foreign entities. Holders are urged to consult
their tax advisors regarding the application of this reporting requirement to their ownership of the ordinary shares.

THE PRECEDING DISCUSSION OF CERTAIN UNITED STATES FEDERAL INCOME TAX
CONSEQUENCES IS INTENDED FOR GENERAL INFORMATION ONLY AND DOES NOT CONSTITUTE
TAX ADVICE. ACCORDINGLY, EACH INVESTOR SHOULD CONSULT ITS OWN TAX ADVISOR AS TO
PARTICULAR TAX CONSEQUENCES TO IT OF PURCHASING, HOLDING, AND DISPOSING OF THE
ORDINARY SHARES, INCLUDING THE APPLICABILITY AND EFFECT OF ANY STATE, LOCAL, OR
FOREIGN LAWS, AND PROPOSED CHANGES IN APPLICABLE LAWS.

F. DIVIDENDS AND PAYING AGENTS

Not applicable.

G. STATEMENTS BY EXPERTS

Not applicable.

H. DOCUMENTS ON DISPLAY

Our current Memorandum of Incorporation may be examined at our principal place of business at: Randfontein

Office Park, Corner of Main Reef Road and Ward Avenue, Randfontein, 1759, South Africa.

We also file annual and furnish interim reports and other information with the SEC. You may read and copy any

reports or other information on file at the SEC’s public reference room at the following location:

Public Reference Room

100 F Street, NW

Room 1580

Washington D.C. 20549

Please call the SEC at 1-800-SEC-0330 for further information on the public reference rooms. The SEC filings are

also available to the public from commercial document retrieval services. We file electronically with the SEC, and the
documents it files are available on the website maintained by the SEC at www.sec.gov.

This Annual Report on Form 20-F reports information primarily regarding Harmony’s business, operations and

financial information relating to the fiscal year ended June 30, 2015. For more recent updates regarding Harmony, you
may inspect any reports, statements or other information that Harmony files with the SEC.

No material on the Harmony website forms any part of this Annual Report on Form 20-F.

I. SUBSIDIARY INFORMATION

Not applicable.

ITEM 11 QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The information set forth under the heading “Cautionary statement about forward-looking statements” on the

inside front cover is incorporated herein by reference.

General

We are exposed to market risks, including credit risk, foreign currency risk, commodity price risk and interest rate

risk associated with underlying assets, liabilities and anticipated transactions. Following periodic evaluation of these
exposures, we may enter into derivative financial instruments to manage these exposures. We have policies in areas such
as counterparty exposure and hedging practices, which have been approved by our audit committee. We do not hold or
issue derivative financial instruments for trading or speculative purposes.

We did not apply hedge accounting to incidental hedges held in the past.

In accordance with IAS 39 — Financial Instruments: Recognition and Measurement, we account for our derivative

financial instruments as hedging transactions if the following criteria are met:

in the case of a hedge of an anticipated future transaction, there is a high probability that the transaction will
occur.

Foreign Currency Sensitivity

In the ordinary course of business, we enter into transactions denominated in foreign currencies (primarily US

dollars, Australian dollars and Kina). In addition, we incur investments and liabilities in US dollars, Australian dollars
and PNG Kina from time to time. As a result, we are subject to transaction and translation exposure from fluctuations in
foreign currency exchange rates. We do not generally hedge our exposure to foreign currency exchange rates.

Our revenues and costs are very sensitive to the exchange rate of the Rand and other non-US currencies to the US

dollar because gold is generally sold throughout the world in US dollars, but most of our operating costs are incurred in
Rand and other non-US currencies. Appreciation of the Rand and other non-US currencies against the US dollar increases
working costs at our operations when those costs are translated into US dollars, which reduces operating margins and net
income from our operations. Depreciation of the Rand and other non-US currencies against the US dollar reduces these
costs when they are translated into US dollars, which increases operating margins and net income from our operations.
See Item 3:“Key Information—Exchange Rates” and “Key Information—Risk Factors—Foreign exchange fluctuations
could have a material adverse effect on Harmony’s operational results and financial condition”.

We did not have any currency contracts in place as of June 30, 2015, 2014 or 2013.

Commodity Price Sensitivity

General

The market price of gold has a significant effect on our results of operations, our ability to pay dividends and

undertake capital expenditures, and the market prices of our ordinary shares.

Gold prices have historically fluctuated widely and are affected by numerous industry factors over which we do not

have any control. See Item 3: “Key Information—Risk Factors—The profitability of our operations, and cash flows
generated by those operations, are affected by changes in the price of gold. A fall in the gold price below our cash cost of
production for any sustained period may lead to losses and require Harmony to curtail or suspend certain operations”.
The aggregate effect of these factors, all of which are beyond our control, is impossible for us to predict.

Harmony’s Hedging Policy

As a general rule, we sell our gold production at market prices. We generally do not enter into forward sales,

commodity, derivatives or hedging arrangements to establish a price in advance for the sale of our future gold production,
although we may do so in the future.

Commodity Sales Agreements

We did not have any forward commodity sales agreements in place during fiscal 2015, 2014 or 2013.

Interest Rate Sensitivity

Our interest rate risk arises mainly from long-term borrowings. We have variable interest rate borrowings. Variable

rate borrowings expose us to cash flow interest rate risk. Interest rate risk arising from long-term borrowings is offset by
cash, restricted cash and restricted investments held at variable rates.

Sensitivity analysis—borrowings

A change of 100 basis points in interest rates on borrowings at June 30, 2015, 2014 and 2013 would have

increased/(decreased) profit or loss before tax by the amounts shown below. This analysis assumes that all other variables
remain constant.

June 30,

2015

2014

2013

($ in millions)

Increase in 100 basis points..............................................................

(3)

Decrease in 100 basis points ............................................................

Sensitivity analysis – financial assets

A change of 100 basis points in interest rates on financial assets at June 30, 2015, 2014 and 2013 would have

increased/(decreased) profit or loss before tax by the amounts shown below. This analysis assumes that all other variables
remain constant.

June 30,

2015

2014

2013

($ in millions)

Increase in 100 basis points..............................................................

Decrease in 100 basis points ............................................................

(3)

(4)

For further information on sensitivities, see note 4 to our consolidated financial statements “Financial Risk

Management” set forth beginning on page F-1.

ITEM 12. DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES

A. DESCRIPTION OF DEBT SECURITIES

Not applicable.

B. DESCRIPTION OF WARRANTS AND RIGHTS

Not applicable.

C. DESCRIPTION OF OTHER SECURITIES

Not applicable.

D. AMERICAN DEPOSITORY SHARES

On October 7, 2011, Harmony appointed Deutsche Bank Trust Company Americas in place of Bank of New York

Mellon as its Depositary for the ADSs evidenced by ADRs. A copy of our form of amended and restated deposit
agreement (the “Deposit Agreement”) among the Depositary, owners and beneficial owners of ADRs and Harmony was
filed with the SEC as an exhibit to our Form F-6 filed on September 30, 2009.

The Depositary collects fees for delivery and surrender of ADSs directly from investors depositing shares or

surrendering ADSs for the purpose of withdrawal or from intermediaries acting for them. The Depositary collects fees for
making distributions to investors by deducting those fees from the amounts distributed or by selling a portion of the
distributable property to pay the fees.

The principal terms regarding fees and charges that an ADR holder might have to pay, as well as any fee and other

payments made by the Depositary to us as part of the Deposit Agreement, are summarized below.

Fees and Expenses

Persons depositing shares or ADR holders must pay:

For:

$5.00 (or less) per 100 ADSs (or portion of 100 ADSs)

The execution and delivery of ADRs

The surrender of ADRs

$.02 (or less) per ADS

Any cash distribution to you

A fee equivalent to the fee that would be payable if
securities distributed to you had been shares and the
shares had been deposited for issuance of ADSs

Distribution of securities distributed to holders of
deposited securities which are distributed by the
depositary to ADR holders

Registration or transfer fees

Transfer and registration of equity shares on our
share register to or from the name of the depositary
or its agent when you deposit or withdraw shares

Expenses of the depositary

Cable, telex and facsimile transmissions (when
expressly provided in the Deposit Agreement)

Converting foreign currency

Taxes and other governmental charges the depositary or
the custodian have to pay on any ADR or share
underlying an ADR, for example, stock transfer taxes,
stamp duty or withholding taxes

As necessary

Any charges incurred by the depositary or its agents for
servicing the deposited securities

As necessary

In addition, ADR holders must pay any tax or other governmental charge payable by Depositary or its custodian on

any ADS or ADR, deposited security or distribution. If an ADR holder owes any tax or other governmental charge, the
depositary may:

refuse to effect any transfer of such ADRs or any withdrawal of ADSs;

withhold any dividends or other distributions; or

sell part or all of the ADSs evidenced by such ADR,

and may apply dividends or other distributions or the proceeds of any sale in payment of the outstanding tax or other
governmental charge. The ADR holder remains liable for any shortfall.

Fees and payments made by the Depositary

The Depositary has agreed to reimburse Harmony for expenses Harmony incurs that are related to establishment

and maintenance expenses of our ADR facility. The Depositary has agreed to reimburse Harmony for its continuing
annual stock exchange listing fees. The Depositary has also agreed to pay the standard out-of-pocket maintenance costs
for the ADRs, which consist of the expenses of postage and envelopes for mailing annual and interim financial reports,
printing and distributing dividend checks, electronic filing of US federal tax information, mailing required tax forms,
stationery, postage, facsimile, and telephone calls. It has also agreed to reimburse Harmony annually for certain investor
relationship programs or special investor relations promotional activities. In certain instances, the Depositary has agreed
to provide additional payments to Harmony based on any applicable performance indicators relating to the ADR facility.
The amount of reimbursement available to Harmony is not necessarily tied to the amount of fees the Depositary collects from investors.

During the fiscal year ended June 30, 2015, Harmony received net direct and indirect payments of approximately

$0.72 million from the Depositary.

PART II

ITEM 13 DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES

Not applicable.

ITEM 14 MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS

AND USE OF PROCEEDS

Not applicable.

ITEM 15 CONTROLS AND PROCEDURES

A. DISCLOSURE CONTROLS AND PROCEDURES

As of June 30, 2015, our management, with the participation of our Chief Executive Officer (“CEO”) and Chief

Financial Officer (“CFO”), carried out an evaluation, pursuant to Rule 13a-15 promulgated under the Exchange Act of
the effectiveness of our “disclosure controls and procedures”. Based on the foregoing, our management, including the
CEO and CFO, concluded that our disclosure controls and procedures were effective as of June 30, 2015.

B. MANAGEMENT’S ANNUAL REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

Our management is responsible for establishing and maintaining effective internal control over financial reporting

and for the assessment of the effectiveness of internal control over financial reporting. Our internal control over financial
reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the
preparation of financial statements for external purposes in accordance with generally accepted accounting principles.
Harmony’s internal control over financial reporting includes those policies and procedures that (i) pertain to the
maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the
assets of the Company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation
of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of
the Company are being made only in accordance with authorizations of management and directors of the Company; and
(iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or
disposition of the Company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect

misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to risk that controls may
become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures
may deteriorate.

Management conducted an evaluation of the effectiveness of its internal control over financial reporting based on

the framework in "Internal Control —Integrated Framework (2013 Framework) issued by the Committee of Sponsoring
Organizations of the Treadway Commission (“COSO”). Management has assessed the effectiveness of internal control
over financial reporting, as of June 30, 2015, and has concluded that such internal control over financial reporting was
effective based upon those criteria.

PricewaterhouseCoopers Inc., an independent registered public accounting firm, which has audited the

consolidated financial statements included in this Annual Report, has issued an attestation report on the effectiveness of
Harmony’s internal control over financial reporting as of June 30, 2015.

C. ATTESTATION REPORT OF THE REGISTERED PUBLIC ACCOUNTING FIRM

See report of PricewaterhouseCoopers Inc., an independent registered public accounting firm, which is included on page F-2 of exhibit 99.1. The consolidated financial statements, together with the auditors' report of PricewaterhouseCoopers Inc., are incorporated by reference to exhibit 99.1 and shall be deemed filed as part of the Harmony 2015 Form 20-F.

D. CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

There has been no change in Harmony’s internal control over financial reporting that occurred during fiscal 2015

that has materially affected or is reasonably likely to materially affect, Harmony’s internal control over financial
reporting.

ITEM 16A. AUDIT COMMITTEE FINANCIAL EXPERT

Mr. John Wetton, independent non-executive chairman of the audit and risk committee, is regarded as being the

Company’s “audit committee financial expert” as defined by the rules of the SEC.

In addition, the audit committee members through their collective experience meet a majority of the definitions of

the SEC for an “audit committee financial expert” in both the private and public sectors. The members have served as
directors and officers of numerous public companies and have over the years developed a strong knowledge and
understanding of IFRS, overseeing the preparation, audit and evaluation of financial statements. We believe that the
combined knowledge, skills and experience of the Audit Committee, and their authority to engage outside experts as they
deem appropriate to provide them with advice on matters related to their responsibilities, enable them, as a group and
under the guidance of Mr. Wetton, to act effectively in the fulfillment of their tasks and responsibilities required under
the Sarbanes-Oxley Act.

ITEM 16B CODE OF ETHICS

The information set forth under the heading:

“—Governing Harmony—Corporate governance” on page 172 and 180

of the Integrated Annual Report 2015 is incorporated herein by reference.

ITEM 16C PRINCIPAL ACCOUNTANT FEES AND SERVICES

A. AUDIT FEES

The following sets forth the aggregate fees billed for each of the two past fiscal years for professional fees to our

principal accountants for the audit of the annual financial statements or for services normally provided by the accountant
in connection with statutory and regulatory filings or engagements for those fiscal years.

Fiscal year ended June 30, 2014 .............. US$

1.909 million

Fiscal year ended June 30, 2015 .............. US$

1.652 million

B. AUDIT-RELATED FEES

The following sets forth additional aggregate fees to those reported under “Audit Fees” in each of the last two

fiscal years that were provided by the principal accountant that are reasonably related to the performance of the audit or
review of the financial statements:

Fiscal year ended June 30, 2014 .............. US$

0.247 million

Fiscal year ended June 30, 2015 .............. US$

0.001 million

Fees related to interim reviews.

C. TAX FEES

The following sets forth the aggregate fees billed in each of the last two fiscal years for professional services

rendered by the principal accountant for tax compliance, tax advice and tax planning:

Fiscal year ended June 30, 2014 .............. US$

0.033 million

Fiscal year ended June 30, 2015 .............. US$

0.088 million

Services comprised advice on disclosure for completion of certain tax returns.

D. ALL OTHER FEES

The following sets forth the aggregate fees billed in each of the last two fiscal years for products and services

provided by the principal accountant not described above, and relate primarily to sustainability assurance services:

Fiscal year ended June 30, 2014 .............. US$

0.191 million

Fiscal year ended June 30, 2015 .............. US$

0.059 million

E. AUDIT COMMITTEE PRE-APPROVAL POLICIES AND PROCEDURES

Our audit committee pre-approves our engagement of PricewaterhouseCoopers Inc. to render audit or non-audit

services in terms of its non-audit services policy. All of the services described above were approved in terms of the
company’s delegation of authority framework and the audit committee’s policy on non-audit services.

ITEM 16D. EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT

COMMITTEES

Not applicable.

ITEM 16E. PURCHASE OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED

PURCHASERS

None.

ITEM 16F. CHANGE IN REGISTRANT’S CERTIFYING ACCOUNTANT

Not applicable.

ITEM 16G. CORPORATE GOVERNANCE

Significant ways in which Harmony’s corporate governance practices differ from practices followed by US
domestic companies under the listing standards of the NYSE.

Foreign private issuers, such as Harmony, must briefly highlight any significant ways in which their corporate

governance practices differ from those followed by US domestic companies subject to the listing standards of the NYSE.
Set out below is a brief summary of the significant differences.

US domestic companies are required to have a nominating/corporate governance committee and all members of

this committee must be non-executive directors. The JSE Listing Requirements also require the appointment of such a
committee, and stipulate that all members of this committee must be nonexecutive directors, the majority of whom must
be independent. Harmony has a Nomination Committee comprised of five non-executive board members. The lead
independent non-executive director serves as chairman of the Nomination Committee. For US domestic companies, the
chairperson of this committee is required to be the chairperson of the board of directors. The current chairman of our
board of directors, Patrice Motsepe, is chairman of one of Harmony’s largest shareholders, African Rainbow Minerals
Limited, and is thus not independent. He is, however, in terms of South African governance practices, a member of the
Nomination Committee. The lead independent non-executive director was re-appointed in August 2015.

US domestic companies are required to have a compensation committee composed entirely of independent

directors. Harmony has appointed a Remuneration Committee, comprising seven board members, all of whom are non-
executive and six of whom are independent.

The non-executive directors of US domestic companies must meet at regularly scheduled executive sessions

without management. Although the JSE Listing Requirements do not require such meetings, the board meets without
executives after each board meeting. The board also has unrestricted access to all company information, records,
documents and property. Directors may, if necessary, take independent professional advice at the Company’s expense
and non-executive directors have access to management and may meet separately with management, without the
attendance of executive directors.

ITEM 16H. MINE SAFETY DISCLOSURE

Not applicable.

GLOSSARY OF MINING TERMS

The following explanations are not intended as technical definitions, but rather are intended to assist the general

reader in understanding certain terms as used in this annual report.

Alluvial: the product of sedimentary processes in rivers, resulting in the deposition of alluvium (soil deposited by a river).

All-in sustaining costs: all-in sustaining costs include mine production costs, transport and refinery costs, applicable

general and administrative costs, costs associated with movements in production inventories, ore stockpiles, as
well as ongoing environmental rehabilitation costs as well as transfers for stripping activities and costs associated
with royalties. Employee termination costs are included, however employee termination costs associated with major restructuring and shaft closures are excluded. The following costs are also included: LED expenditure for
continuing operations, share-based payments for continuing operations, corporate costs, sustaining exploration
costs and sustaining capital expenditure including OCD expenditure and rehabilitation accretion and amortization
for continuing operations. Depreciation costs are excluded. All-in sustaining costs per ounce are attributable all-in
sustaining costs divided by attributable ounces of gold sold.

Auriferous: a substance that contains gold (Au).

Beneficiation: the process of adding value to gold products by transforming gold bullion into fabricated gold products.

By-products: Any products emanating from the core process of producing gold, including silver and uranium in South

Africa and copper, silver and molybdenum in Papua New Guinea.

Carbon in leach (CIL): Gold is leached from a slurry of gold ore with cyanide in agitated tanks and adsorbed on to

carbon granules in the same circuit. Granules are separated from the slurry and treated to remove the gold.

Carbon In Pulp (CIP): Gold is leached conventionally from a slurry of gold ore with cyanide in agitated tanks. The

leached slurry passes into the CIP circuit where carbon granules are mixed with the slurry and gold is absorbed
onto the carbon. Granules are separated from the slurry and treated to remove gold.

Carbon In Solution (CIS): a process similar to CIP except that the gold, which has been leached by the cyanide into

solution, is separated by the process of filtration (solid/liquid separation). The solution is then pumped through six
stages where the solution comes into contact with the activated carbon granules.

Cash costs: total cash costs include site costs for all mining, processing and administration, reduced by contributions

from by-products and include royalties and production taxes. Depreciation, rehabilitation, corporate
administration, retrenchment, capital and exploration costs are excluded. Total cash costs per ounce are
attributable total cash costs divided by attributable ounces of gold produced.

Conglomerate: a coarse-grained classic sedimentary rock, composed of rounded to sub-angular fragments larger than

2mm in diameter (granules, pebbles, cobbles, boulders) set in a fine-grained matrix of sand or silt, and commonly
cemented by calcium carbonate, iron oxide, silica or hardened clay.

Cut-off grade: minimum grade at which a unit of ore will be mined to achieve the desired economic outcome.

Decline: an inclined underground access way.

Depletion: the decrease in quantity of ore in a deposit or property resulting from extraction or production.

Development: process of accessing an orebody through shafts or tunnelling in underground mining.

Electro-winning: the process of removing gold from solution by the action of electric currents.

Elution: removal of the gold from the activated carbon before the zinc precipitation stage.

Exploration: activities associated with ascertaining the existence, location, extent or quality of mineralized material,

including economic and technical evaluations of mineralized material.

Fabricated gold: gold on which work has been performed to turn it into a product, such as jewelry, which differs from a

pure investment product, such as a gold bullion bar.

Footwall: the underlying side of a fault, orebody or stope.

Forward sale: the sale of a commodity for delivery at a specified future date and price.

Gold reserves: the gold contained within proved and probable reserves on the basis of recoverable material (reported as

mill delivered tons and head grade).

Gold produced: refined gold derived from the mining process, measure in ounces or kilograms in saleable form.

Grade: quantity of gold contained in a unit weight of gold-bearing material, generally expressed in ounces per short ton

of ore.

Greenfield: a potential mining site of unknown quality.

Head grade: the grade of the ore as delivered to the metallurgical plant.

Indicated mineral resource: Part of a mineral resource for which tonnage, densities, shape, physical characteristics, grade

and mineral content can be estimated with a reasonable level of confidence. It is based on exploration, sampling
and testing information using appropriate techniques from outcrops, trenches, pits, workings and drill holes. The
locations are too widely or inappropriately spaced to confirm geological and/or grade continuity but close enough
for continuity to be assumed.

Inferred mineral resource: Part of a mineral resource for which tonnage, grade and mineral content can be estimated with

a low level of confidence. It is inferred from geological evidence and assumed but not verified geological and/or
grade continuity. It is based on information gathered through appropriate techniques from outcrops, trenches, pits,
workings and drill holes that may be limited or of uncertain quality and reliability.

Leaching: dissolution of gold from crushed or milled material, including reclaimed slime, prior to absorption on to

activated carbon.

Level: the workings or tunnels of an underground mine that are on the same horizontal plane.

Measured mineral resource: part of a mineral resource for which tonnage, densities, shape, physical characteristics,

grade and mineral content can be estimated with a high level of confidence. It is based on detailed and reliable
exploration, sampling and testing information using appropriate techniques from outcrops, trenches, pits,
workings and drill holes. The locations are spaced closely enough to confirm geological and grade continuity.

Measures: conversion factors from metric units to US units are provided below.

Metric unit

US equivalent

1 tonne

= 1 t

= 1.10231 short tons

1 gram

= 1 g

= 0.03215 ounces

1 gram per tonne

= 1 g/t

= 0.02917 ounces per short ton

1 kilogram per tonne

= 1 kg/t

= 29.16642 ounces per short ton

1 kilometer

= 1 km

= 0.621371 miles

1 meter

= 1 m

= 3.28084 feet

1 centimeter

= 1 cm

= 0.3937 inches

1 millimeter

= 1 mm

= 0.03937 inches

1 hectare

= 1 ha

= 2.47105 acres

Metallurgical plant: a processing plant used to treat ore and extract the contained gold.

Mill delivered tons: a quantity, expressed in tons, of ore delivered to the metallurgical plant.

Milling/mill: the comminution of the ore, although the term has come to cover the broad range of machinery inside the

treatment plant where the gold is separated from the ore.

Mineralization: the presence of a target mineral in a mass of host rock.

Mineralized material: a mineralized body that has been delineated by appropriately spaced drilling and/or underground

sampling to support a sufficient tonnage and average grade of metals to warrant further exploration. Such a
deposit does not qualify as a reserve until a comprehensive evaluation based upon unit cost, grade, recoveries, and
other material factors conclude legal and economic feasibility.

Mineral reserves: that part of mineralized material which at the time of the reserve determination could be economically

and legally extracted or produced. Mineral reserves are reported as general indicators of the life-of-mineralized
materials. Changes in reserves generally reflect:

development of additional reserves;

depletion of existing reserves through production;

actual mining experience; and

price forecasts.

Grades of ore actually processed may be different from stated reserve grades because of geologic variation in different

areas mined, mining dilution, losses in processing and other factors. Recovery rates vary with the metallurgical
characteristics and grade of ore processed. Neither reserves nor projections of future operations should be
interpreted as assurances of the economic life-of-mineralized material nor of the profitability of future operations.

Open-pit/Opencast/Open cut: mining in which the ore is extracted from a pit. The geometry of the pit may vary with the

characteristics of the orebody.

Ore: a mixture of mineralized material from which at least one of the contained minerals can be mined and processed at

an economic profit.

Ore grade: the average amount of gold contained in a ton of gold bearing ore expressed in ounces per ton.

Orebody : a well-defined mass of mineralized material of sufficient mineral content to make extraction economically

viable.

Ounce: one Troy ounce, which equals 31.1035 grams.

Overburden: the soil and rock that must be removed in order to expose an ore deposit.

Overburden tons: tons that need to be removed to access an ore deposit.

Placer: a sedimentary deposit containing economic quantities of valuable minerals mainly formed in alluvial

environments.

Precipitate: the solid product of chemical reaction by fluids such as the zinc precipitation referred to below.

Probable reserves: reserves for which quantity and grade and/or quality are computed from information similar to that

used for proved reserves, but the sites for inspection, sampling, and measurement are farther apart or are otherwise
less adequately spaced. The degree of assurance, although lower than that for proved reserves, is high enough to
assume continuity between points of observation.

Prospect: an area of land with insufficient data available on the mineralization to determine if it is economically

recoverable, but warranting further investigation.

Prospecting license: an area for which permission to explore has been granted.

Proved reserves: reserves for which: (a) quantity is computed from dimensions revealed in outcrops, trenches, workings

or drill holes; grade and/or quality are computed from the results of detailed sampling; and (b) the sites for
inspection, sampling and measurement are spaced so closely and the geologic character is so well defined that
size, shape, depth and mineral content of reserves are well-established.

Pyrite: a brassy-colored mineral of iron sulphide (compound of iron and sulfur).

Quartz: a mineral compound of silicon and oxygen.

Recovery grade: the actual grade of ore realized after the mining and treatment process.

Reef: a gold-bearing sedimentary horizon, normally a conglomerate band, which may contain economic levels of gold.

Refining: the final stage of metal production in which final impurities are removed from the molten metal by introducing

air and fluxes. The impurities are removed as gases or slag.

Rehabilitation: the process of restoring mined land to a condition approximating its original state.

Sampling: taking small pieces of rock at intervals along exposed mineralization for assay (to determine the mineral

content).

Shaft : a shaft provides principal access to the underground workings for transporting personnel, equipment, supplies, ore

and waste. A shaft is also used for ventilation and as an auxiliary exit. It is equipped with a surface hoist system
that lowers and raises conveyances for men, materials and ore in the shaft. A shaft generally has more than one
conveyancing compartment.

Slimes: the finer fraction of tailings discharged from a processing plant after the valuable minerals have been recovered.

Slurry: a fluid comprising fine solids suspended in a solution (generally water containing additives).

Smelting: thermal processing whereby molten metal is liberated from beneficiated mineral or concentrate with impurities

separating as lighter slag.

Spot price: the current price of a metal for immediate delivery.

Stockpile: a store of unprocessed ore.

Stope: the underground excavation within the orebody where the main gold production takes place.

Stripping: the process of removing overburden to expose ore.

Sulphide: a mineral characterized by the linkages of sulfur with a metal or semi-metal, such as pyrite, FeS.

Syncline: a basin-shaped fold.

Tailings: finely ground rock from which valuable minerals have been extracted by milling.

Tailings dam (slimes dam): Dam facilities designed to store discarded tailings.

Ton: one ton is equal to 2,000 pounds (also known as a “short” ton).

Tonnage: quantities where the ton or tonne is an appropriate unit of measure. Typically used to measure reserves of gold-

bearing material in situ or quantities of ore and waste material mined, transported or milled.

Tonne: one tonne is equal to 1,000 kilograms (also known as a “metric” ton).

Trend: the arrangement of a group of ore deposits or a geological feature or zone of similar grade occurring in a linear

pattern.

Unconformity: the structural relationship between two groups of rock that are not in normal succession.

Waste: ore rock mined with an insufficient gold content to justify processing.

Waste rock: the non-mineralized rock and/or rock that generally cannot be mined economically that is hoisted to the

surface for disposal on the surface normally close to the shaft on an allocated dump.

Yield: the actual grade of ore realized after the mining and treatment process.

Zinc precipitation: a chemical reaction using zinc dust that converts gold solution to a solid form for smelting into

unrefined gold bars.

PART III
ITEM 17 FINANCIAL STATEMENTS

Not applicable.

ITEM 18 FINANCIAL STATEMENTS

The following consolidated financial statements, together with the auditors' report of PricewaterhouseCoopers Inc., are incorporated by reference to exhibit 99.1 and shall be deemed filed as part of the Harmony 2015 Form 20-F:

· Index to Financial Statements;

· Report of Independent Registered Public Accounting Firm; and

· Consolidated Financial Statements.

1TEM 19. EXHIBITS

1.1

Memorandum of Incorporation of Harmony (previously known as Memorandum and Articles of
Association) (incorporated by reference to Harmony’s Annual Report on Form 20-F for the fiscal year ended
June 30, 2014, filed on October 23, 2014)

*2.1

Notice to shareholders dated October 23, 2015 in respect of the annual general meeting to be held on
November 23, 2015

2.2

Deposit Agreement among Harmony, Deutsche Bank Trust Company Limited, as Depositary, and owners
and holders of American Depositary Receipts, dated as of October 7, 2011 (incorporated by reference to
Harmony’s Annual Report on Form 20-F for the fiscal year ended June 30, 2011, filed on October 24, 2011)

2.3

Form of ADR (included in Exhibit 2.2) (incorporated by reference to Harmony’s Annual Report on Form 20-
F for the fiscal year ended June 30, 2011, filed on October 24, 2011)

4.1

Harmony (2003) Share Option Scheme, as amended (incorporated by reference to Harmony’s Annual
Report on Form 20-F for the fiscal year ended June 30, 2005, filed on November 3, 2005)

4.2

Deed of Extinguishment of Royalty (Wafi-Golpu Project) dated February 16, 2009 (incorporated by
reference to Harmony’s Annual Report on Form 20-F for the fiscal year ended June 30, 2009, filed on
October 26, 2009

4.3

Hidden Valley Joint Venture Agreement dated May 22, 2008 between Morobe Consolidated Goldfields
Limited, Newcrest PNG 1 Limited and Hidden Valley Services Limited (incorporated by reference to
Harmony’s Annual Report on Form 20-F for the fiscal year ended June 30, 2009, filed on October 26, 2009)

4.4

Master Co-operation Agreement dated on or about August 5, 2008 between Hidden Valley Services Limited,
Wafi-Golpu Services Limited, Morobe Exploration Services Limited, Harmony Gold (PNG Services) Pty
Limited and Newcrest Mining Limited (incorporated by reference to Harmony’s Annual Report on Form 20-
F for the fiscal year ended June 30, 2009, filed on October 26, 2009)

4.5

Amended and Restated Sale Agreement dated March 30, 2012 between Evander Gold Mines Limited,
Harmony Gold Mining Company, Taung Gold Secunda (Proprietary) Limited, Taung Gold Limited, Clidet
No. 790 (Proprietary) Limited and Clidet No. 791 (Proprietary) Limited (incorporated by reference to
Harmony’s Annual Report on Form 20-F for the fiscal year ended June 30, 2012, filed on October 29, 2012)

4.6

Amended and Restated Sale of Shares and Claims Agreement, dated August 15, 2012, between Harmony
Gold Mining Company, Emerald Panther Investments 91 (Proprietary) Limited, Pan African Resources Plc
and Evander Gold Mines Limited (incorporated by reference to Harmony’s Annual Report on Form 20-F for
the fiscal year ended June 30, 2012, filed on October 29, 2012)

4.7

Harmony Shared Services Agreements, dated May 30, 2012, between Harmony Gold Mining Company and
Evander Gold Mines Limited (incorporated by reference to Harmony’s Annual Report on Form 20-F for the
fiscal year ended June 30, 2012, filed on October 29, 2012)

4.8

Evander Shared Services Agreements, dated May 30, 2012, between Harmony Gold Mining Company and
Evander Gold Mines Limited (incorporated by reference to Harmony’s Annual Report on Form 20-F for the
fiscal year ended June 30, 2012, filed on October 29, 2012)

4.9

Sale of Business Agreement, dated May 30, 2012, between Harmony Gold Mining Company and Evander
Gold Mines Limited (incorporated by reference to Harmony’s Annual Report on Form 20-F for the fiscal
year ended June 30, 2012, filed on October 29, 2012)

4.10

Sale of Business Agreement dated March 20, 2013 between Harmony Gold Mining Company Limited and
Business Venture Investments No. 1692 Proprietary Limited (incorporated by reference to Harmony’s
Annual Report on Form 20-F for the fiscal year ended June 30, 2013, filed on October 25, 2013)

4.11

First Addendum to the Sale of Business Agreement dated May 24, 2013 between Harmony Gold Mining
Company Limited and Business Venture Investments No. 1692 Proprietary Limited (incorporated by
reference to Harmony’s Annual Report on Form 20-F for the fiscal year ended June 30, 2013, filed on
October 25, 2013)

4.12

Second Addendum to the Sale of Business Agreement dated June 24, 2013 between Harmony Gold Mining
Company Limited and Business Venture Investments No. 1692 Proprietary Limited (incorporated by
reference to Harmony’s Annual Report on Form 20-F for the fiscal year ended June 30, 2013, filed on
October 25, 2013)

4.13

Subscription, Sale and Shareholders’ Agreement dated March 20, 2013 between Harmony Gold Mining
Company Limited, Business Venture Investments No. 1692 Proprietary Limited, Histopath Proprietary
Limited, Business Venture Investments No. 1677 Proprietary Limited, Business Venture Investments No.
1687 Proprietary Limited, Business Venture Investments No. 1688 Proprietary Limited and the Trustees for
the time being of the Harmony Gold Community Trust (incorporated by reference to Harmony’s Annual
Report on Form 20-F for the fiscal year ended June 30, 2013, filed on October 25, 2013)

4.14

First Addendum to the Subscription, Sale and Shareholders’ Agreement dated May 28, 2013 between
Harmony Gold Mining Company Limited, Business Venture Investments No. 1692 Proprietary Limited,
Histopath Proprietary Limited, Business Venture Investments No. 1677 Proprietary Limited, Business
Venture Investments No. 1687 Proprietary Limited, Business Venture Investments No. 1688 Proprietary
Limited and the Trustees for the time being of the Harmony Gold Community Trust (incorporated by
reference to Harmony’s Annual Report on Form 20-F for the fiscal year ended June 30, 2013, filed on
October 25, 2013)

4.15

Second Addendum to the Subscription, Sale and Shareholders’ Agreement dated July 10, 2013 between
Harmony Gold Mining Company Limited, Business Venture Investments No. 1692 Proprietary Limited,
Histopath Proprietary Limited, Business Venture Investments No. 1677 Proprietary Limited, Business
Venture Investments No. 1687 Proprietary Limited, Business Venture Investments No. 1688 Proprietary
Limited and the Trustees for the time being of the Harmony Gold Community Trust (incorporated by
reference to Harmony’s Annual Report on Form 20-F for the fiscal year ended June 30, 2013, filed on
October 25, 2013)

4.16

Sale of Shares Agreement dated March 6, 2013 between Harmony Gold Mining Company Limited and The
Trustees for the time being of the Malibongwe Women Development Trust (incorporated by reference to
Harmony’s Annual Report on Form 20-F for the fiscal year ended June 30, 2013, filed on October 25, 2013)

4.17

Contractor Agreement dated March 20, 2013 between Harmony Gold Mining Company Limited, Business
Venture Investments No. 1692 Proprietary Limited and ARMGold/Harmony Freegold Joint Venture
Company (Proprietary) Limited (incorporated by reference to Harmony’s Annual Report on Form 20-F for
the fiscal year ended June 30, 2013, filed on October 25, 2013)

4.18

Services Agreement dated March 20, 2013 between Harmony Gold Mining Company Limited and Business
Venture Investments No. 1692 Proprietary Limited (incorporated by reference to Harmony’s Annual Report
on Form 20-F for the fiscal year ended June 30, 2013, filed on October 25, 2013)

4.19

Sale of Property Agreement dated March 20, 2013 between ARMGold/Harmony Freegold Joint Venture
Company (Proprietary) Limited and Business Venture Investments No. 1692 Proprietary Limited
(incorporated by reference to Harmony’s Annual Report on Form 20-F for the fiscal year ended June 30,
2013, filed on October 25, 2013)

4.20

Agreement of Lease dated March 20, 2013 between ARMGold/Harmony Freegold Joint Venture Company
(Proprietary) Limited and Harmony Gold Mining Company Limited (incorporated by reference to
Harmony’s Annual Report on Form 20-F for the fiscal year ended June 30, 2013, filed on October 25, 2013)

4.21

Borrower Pledge and Cession Agreement dated March 20, 2013 between Business Venture Investments No.
1677 Proprietary Limited and Harmony Gold Mining Company Limited (incorporated by reference to
Harmony’s Annual Report on Form 20-F for the fiscal year ended June 30, 2013, filed on October 25, 2013)

4.22

Borrower Pledge and Cession Agreement dated March 20, 2013 between Business Venture Investments No.
1687 Proprietary Limited and Harmony Gold Mining Company Limited (incorporated by reference to
Harmony’s Annual Report on Form 20-F for the fiscal year ended June 30, 2013, filed on October 25, 2013)

4.23

Borrower Pledge and Cession Agreement dated March 20, 2013 between Business Venture Investments No.
1688 Proprietary Limited and Harmony Gold Mining Company Limited (incorporated by reference to
Harmony’s Annual Report on Form 20-F for the fiscal year ended June 30, 2013, filed on October 25, 2013)

4.24

Borrower Pledge and Cession Agreement dated March 20, 2013 between Histopath Proprietary Limited and
Harmony Gold Mining Company Limited (incorporated by reference to Harmony’s Annual Report on Form
20-F for the fiscal year ended June 30, 2013, filed on October 25, 2013)

4.25

Cashflow Waterfall Agreement dated March 20, 2013 between Harmony Gold Mining Company Limited,
Business Venture Investments No. 1692 Proprietary Limited, Histopath Proprietary Limited, Business
Venture Investments No. 1677 Proprietary Limited, Business Venture Investments No. 1687 Proprietary
Limited and Business Venture Investments No. 1688 Proprietary Limited (incorporated by reference to
Harmony’s Annual Report on Form 20-F for the fiscal year ended June 30, 2013, filed on October 25, 2013)

4.26

Addendum to the Cashflow Waterfall Agreement dated May 28, 2013 between Harmony Gold Mining
Company Limited, Business Venture Investments No. 1692 Proprietary Limited, Histopath Proprietary
Limited, Business Venture Investments No. 1677 Proprietary Limited, Business Venture Investments No.
1687 Proprietary Limited and Business Venture Investments No. 1688 Proprietary Limited (incorporated by
reference to Harmony’s Annual Report on Form 20-F for the fiscal year ended June 30, 2013, filed on
October 25, 2013)

4.27

Term Loan Facility Agreement dated March 20, 2013 between Business Venture Investments No. 1677
Proprietary Limited and Harmony Gold Mining Company Limited (incorporated by reference to Harmony’s
Annual Report on Form 20-F for the fiscal year ended June 30, 2013, filed on October 25, 2013)

4.28

Addendum to the Term Loan Facility Agreement dated May 23, 2013 between Business Venture
Investments No. 1677 Proprietary Limited and Harmony Gold Mining Company Limited (incorporated by
reference to Harmony’s Annual Report on Form 20-F for the fiscal year ended June 30, 2013, filed on
October 25, 2013)

4.29

Waiver letter dated June 24, 2013 in respect of the Term Loan Facility Agreement dated March 20, 2013
between Business Venture Investments No. 1677 Proprietary Limited and Harmony Gold Mining Company
Limited (incorporated by reference to Harmony’s Annual Report on Form 20-F for the fiscal year ended
June 30, 2013, filed on October 25, 2013)

4.30

Extension letter dated May 10, 2013 in respect of the Term Loan Facility Agreement dated March 20, 2013
between Business Venture Investments No. 1677 Proprietary Limited and Harmony Gold Mining Company
Limited (incorporated by reference to Harmony’s Annual Report on Form 20-F for the fiscal year ended
June 30, 2013, filed on October 25, 2013)

4.31

Term Loan Facility Agreement dated March 20, 2013 between Business Venture Investments No. 1687
Proprietary Limited and Harmony Gold Mining Company Limited (incorporated by reference to Harmony’s
Annual Report on Form 20-F for the fiscal year ended June 30, 2013, filed on October 25, 2013)

4.32

Addendum to the Term Loan Facility Agreement dated May 24, 2013 between Business Venture
Investments No. 1687 Proprietary Limited and Harmony Gold Mining Company Limited (incorporated by
reference to Harmony’s Annual Report on Form 20-F for the fiscal year ended June 30, 2013, filed on
October 25, 2013)

4.33

Waiver letter dated June 24, 2013 in respect of the Term Loan Facility Agreement dated March 20, 2013
between Business Venture Investments No. 1687 Proprietary Limited and Harmony Gold Mining Company
Limited (incorporated by reference to Harmony’s Annual Report on Form 20-F for the fiscal year ended
June 30, 2013, filed on October 25, 2013)

4.34

Extension letter dated May 10, 2013 in respect of the Term Loan Facility Agreement dated March 20, 2013
between Business Venture Investments No. 1687 Proprietary Limited and Harmony Gold Mining Company
Limited (incorporated by reference to Harmony’s Annual Report on Form 20-F for the fiscal year ended
June 30, 2013, filed on October 25, 2013)

4.35

Term Loan Facility Agreement dated March 20, 2013 between Business Venture Investments No. 1688
Proprietary Limited and Harmony Gold Mining Company Limited (incorporated by reference to Harmony’s
Annual Report on Form 20-F for the fiscal year ended June 30, 2013, filed on October 25, 2013)

4.36

Addendum to the Term Loan Facility Agreement dated May 24, 2013 between Business Venture
Investments No. 1688 Proprietary Limited and Harmony Gold Mining Company Limited (incorporated by
reference to Harmony’s Annual Report on Form 20-F for the fiscal year ended June 30, 2013, filed on
October 25, 2013)

4.37

Waiver letter dated June 24, 2013 in respect of the Term Loan Facility Agreement dated March 20, 2013
between Business Venture Investments No. 1688 Proprietary Limited and Harmony Gold Mining Company
Limited

4.38

Extension letter dated May 10, 2013 in respect of the Term Loan Facility Agreement dated March 20, 2013
between Business Venture Investments No. 1688 Proprietary Limited and Harmony Gold Mining Company
Limited (incorporated by reference to Harmony’s Annual Report on Form 20-F for the fiscal year ended
June 30, 2013, filed on October 25, 2013)

4.39

Term Loan Facility Agreement dated March 20, 2013 between Histopath Proprietary Limited and Harmony

Gold Mining Company Limited (incorporated by reference to Harmony’s Annual Report on Form 20-F for
the fiscal year ended June 30, 2013, filed on October 25, 2013)

4.40

Addendum to the Term Loan Facility Agreement dated May 24, 2013 between Histopath Proprietary
Limited and Harmony Gold Mining Company Limited (incorporated by reference to Harmony’s Annual
Report on Form 20-F for the fiscal year ended June 30, 2013, filed on October 25, 2013)

4.41

Waiver letter dated June 24, 2013 in respect of the Term Loan Facility Agreement dated March 20, 2013
between Histopath Proprietary Limited and Harmony Gold Mining Company Limited (incorporated by
reference to Harmony’s Annual Report on Form 20-F for the fiscal year ended June 30, 2013, filed on
October 25, 2013)

4.42

Extension letter dated May 10, 2013 in respect of the Term Loan Facility Agreement dated March 20, 2013
between Histopath Proprietary Limited and Harmony Gold Mining Company Limited (incorporated by
reference to Harmony’s Annual Report on Form 20-F for the fiscal year ended June 30, 2013, filed on
October 25, 2013)

4.43

First Addendum to the Amended and Restated Sale of Shares and Claims Agreement dated October 30,
2012 between Harmony Gold Mining Company Limited, Emerald Panther Investments 91 Proprietary
Limited, Pan African Resources plc and Evander Gold Mines Limited (incorporated by reference to
Harmony’s Annual Report on Form 20-F for the fiscal year ended June 30, 2013, filed on October 25, 2013)

4.44

Second Addendum to the Amended and Restated Sale of Shares and Claims Agreement dated November 30,
2012 between Harmony Gold Mining Company Limited, Emerald Panther Investments 91 Proprietary
Limited, Pan African Resources plc, Evander Gold Mines Limited, Randfontein Estates Limited and Firefly
Investments 251 Proprietary Limited (incorporated by reference to Harmony’s Annual Report on Form 20-F
for the fiscal year ended June 30, 2013, filed on October 25, 2013)

4.45

Third Addendum to the Amended and Restated Sale of Shares and Claims Agreement dated February 28,
2013 between Harmony Gold Mining Company Limited, Emerald Panther Investments 91 Proprietary
Limited, Pan African Resources plc, Evander Gold Mines Limited, Randfontein Estates Limited and Firefly
Investments 251 Proprietary Limited (incorporated by reference to Harmony’s Annual Report on Form 20-F
for the fiscal year ended June 30, 2013, filed on October 25, 2013)

4.46

Covering Mortgage Bond dated November 30, 2012 between Emerald Panther Investments 91 Proprietary
Limited and Evander Gold Mines Limited (incorporated by reference to Harmony’s Annual Report on Form
20-F for the fiscal year ended June 30, 2013, filed on October 25, 2013)

4.47

Pledge and Cession Agreement dated February 28, 2013 between Emerald Panther Investments 91
Proprietary Limited and Harmony Gold Mining Company Limited (incorporated by reference to Harmony’s
Annual Report on Form 20-F for the fiscal year ended June 30, 2013, filed on October 25, 2013)

4.48

Pledge and Cession Agreement dated February 28, 2013 between Pan African Resources plc and Harmony
Gold Mining Company Limited (incorporated by reference to Harmony’s Annual Report on Form 20-F for
the fiscal year ended June 30, 2013, filed on October 25, 2013)

4.49

Harmony 2006 Share Scheme (2010 Amended Version) (incorporated by reference to Harmony’s Annual
Report on Form 20-F for the fiscal year ended June 30, 2013, filed on October 25, 2013)

4.51

First Addendum to the Exchange and Sale of Mining Right Portions Agreement dated April 16, 2014
between Armgold/Harmony Freegold Joint Venture Company Proprietary Limited and Sibanye Gold
Limited (incorporated by reference to Harmony’s Annual Report on Form 20-F for the fiscal year ended
June 30, 2014, filed on October 23, 2014)

4.52

Reinstatement and Second Addendum to the Exchange and Sale of Mining Right Portions Agreement dated
May 6, 2014 between Armgold/Harmony Freegold Joint Venture Company Proprietary Limited and Sibanye
Gold Limited (incorporated by reference to Harmony’s Annual Report on Form 20-F for the fiscal year
ended June 30, 2014, filed on October 23, 2014)

4.53

Amended Trust Deed of the Tlhakanelo Employee Share Trust between Harmony Gold Mining Company
Limited and Riana Bisschoff, dated March 14, 2014 (incorporated by reference to Harmony’s Annual Report
on Form 20-F for the fiscal year ended June 30, 2014, filed on October 23, 2014)

*4.54

Harmony 2006 Share Scheme (2015 Amended Version) – marked up version to be presented to the
shareholders for approval at the annual general meeting to be held on November 23, 2015

*4.55

Revolving credit facility agreement of up to USD250 000 000 dated December 22, 2014 for Harmony Gold
Mining Company Limited arranged by ABSA Bank Limited and Nedbank Limited (acting through its
Nedbank Capital Division) with Nedbank Limited (acting through its Nedbank Capital Division) acting as
Facility Agent

*4.56

Annexure A to Exhibit 4.55 - Transfer Certificate dated May 5, 2015

*4.57

Annexure B to Exhibit 4.55 - Accession Deed dated May 6, 2015

*4.58

Amendment and Restatement Agreement amongst Harmony Gold Mining Company Limited, the Original
Guarantors listed in Schedule 1 hereto, Nedbank Limited (acting through its Nedbank Capital and Nedbank
Corporate divisions) (as Arranger and Original Lender) and Nedbank Limited (acting through its Nedbank
Capital division) (as Facility Agent), dated February 5, 2015

*8.1

Significant subsidiaries of Harmony Gold Mining Company Limited

*12.1

Certification of the principal executive officer required by Rule 13a-14(a) or Rule 15(d)-14(a), pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002

*12.2

Certification of the principal financial officer required by Rule 13a-14(a) or Rule 15(d)-14(a), pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002

*13.1

Certification of the principal executive officer, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

*13.2

Certification of the principal financial officer, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

*15.1

*99.1

Consolidated Financial Statements 2015 dated October 23, 2015

Harmony Integrated Annual Report 2015 dated October 23, 2015

Filed herewith

S-1

SIGNATURES

Pursuant to the requirements of Section 12 of the Exchange Act, we hereby certify that we meet all of the

requirements for filing on Form 20-F and that we have duly caused this annual report to be signed on our behalf by the
undersigned, thereunto duly authorized.

HARMONY GOLD MINING COMPANY LIMITED

By: /s/ Graham Briggs

Graham Briggs

Chief Executive Officer

Date: October 23, 2015