{"url_path":"/sec/karo/10-k/2026/item-16g","section_key":"item-16g","section_title":"Item 16G CORPORATE GOVERNANCE**","topic":"sec","document":{"doc_type":"20-F","doc_date":"2026-06-09","source_url":"https://www.sec.gov/Archives/edgar/data/1828102/0001213900-26-066795-index.html","accession_number":"0001213900-26-066795","cik":"0001828102","ticker":"KARO","issuer_name":"Karooooo Ltd.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1828102/0001213900-26-066795-index.html","primary_entity_key":"0001828102","primary_entity_name":"Karooooo Ltd."},"word_count":361,"has_tables":true,"body_markdown":"**Item 16G. CORPORATE GOVERNANCE**\n\n** **\n\nWe are a “foreign private issuer”\nunder the securities laws of the United States and the rules of Nasdaq. Under Nasdaq’s rules, a foreign private issuer is subject\nto less stringent corporate governance requirements. Subject to certain exceptions, the rules of Nasdaq permit a foreign private issuer\nto follow its home country practice in lieu of the listing requirements of Nasdaq. We intend to follow home country practices in lieu\nof the listing requirements of Nasdaq with regard to the following:\n\n \n\n \n●\nthe requirement under Section\n5605(e)(2) of Nasdaq listing rules that companies must adopt a formal written charter or board resolution, as applicable, addressing\nthe nominations process and such related matters as may be required under the U.S. federal securities laws;\n\n \n\n \n●\nthe requirement under Section\n5605(d) of Nasdaq listing rules that a compensation committee comprised solely of independent directors governed by a compensation\ncommittee charter oversee executive compensation;\n\n \n\n \n●\nthe requirement under Section\n5605(b)(2) of Nasdaq listing rules that the independent directors have regularly scheduled meetings with only the independent directors\npresent;\n\n \n\n \n●\nthe requirement under Section\n5605(c) of Nasdaq listing rules that a quorum must consist of at least 331⁄3 percent of the outstanding shares of a listed\ncompany’s common voting stock; and\n\n \n\n \n●\nthe requirement under Section\n5610 of Nasdaq listing rules that a company must have adopted one or more codes of conduct applicable to all directors, officers\nand employees, and that such codes are publicly available.\n\n \n\nOtherwise, we intend to follow the requirements of Nasdaq to the extent\npossible under Singapore law.\n\n \n\nIn addition, because we are a foreign private\nissuer, our directors and executive officers are not subject to short-swing profit liability under Section 16 of the Exchange Act. They\nwill, however, be subject to the obligations to report changes in share ownership under Section 13 of the Exchange Act, insider trading\nreporting obligations under Section 16 of the Exchange Act, and related SEC rules to the extent appropriate.\n\n \n\nThe SEC maintains an internet site that contains\nreports, proxy and information statements, other information regarding issuers that file electronically with the SEC and the address\nof that site is http://www.sec.gov"}