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Board & committees

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AngloGold Ashanti’s Board of Directors is committed to sound governance principles to effectively supporting operations in a rapidly changing macroeconomic environment.

The Board’s role is to guide, challenge and support management in delivering the Group’s business objectives and strategy, grounded in the belief that good governance supports long-term value creation and business sustainability.

Our governance structures and processes demonstrate our commitment to high standards of business integrity and ethics in all our activities. They are supported by our values-driven culture and Code of Business Principles and Ethics (Our Code). The Board acts with independence and its members have the appropriate competencies and experience to execute their fiduciary duties.

The Board’s overriding role is to ensure the business’s long-term sustainability and success, for the mutual benefit of all stakeholders. Its overall role is one of strategic leadership. This includes the setting, monitoring and review of strategic targets and objectives, the approval of capital expenditure, acquisitions and disposals, and oversight of governance, internal controls and risk management.

The Board continues to monitor the governance framework that has been implemented to ensure it appropriately reflects the Company’s current status and the Board’s ambition.

Download the Board Corporate Governance Guidelines pdf, 224kb

Committees

The Board is supported by four committees to which it delegates certain functions without abdicating any of its own responsibilities. This process of formal delegation involves documented and approved terms of reference, which are reviewed annually, or more often when required. More information on the Board Committees can be found in the Company’s Annual Report and Form 20-F.

Audit and Risk Committee

Responsibilities
  • Oversee the preparation and presentation of the Company’s financial statements, ensuring compliance with IFRS, UK GAAP and SEC requirements, and review key accounting judgements and disclosures
  • Monitor the independence, performance, and effectiveness of the External Auditor, approve audit scope and fees, and evaluate their audit findings and recommendations
  • Review and endorse the internal audit plan, assess the adequacy of internal controls, and ensure that key audit recommendations are effectively addressed
  • Evaluate the Group’s risk management framework, monitor significant financial and operational risks, and review the robustness of combined assurance across the business
  • Oversee compliance with legal, regulatory, and ethical standards, including whistleblowing arrangements (Speak-up), fraud detection procedures and financial governance policies
Members
  • Diana Sands (Chair)
  • Kojo Busia
  • Bruce Cleaver
  • Alan Ferguson
  • Albert Garner
  • Jinhee Magie

Audit and Risk Committee Charter
PDF, 179KB

Compensation and Human Resources Committee

Responsibilities

The Committee assists the Board in ensuring that AngloGold Ashanti sets compensation fairly, responsibly and transparently to promote the achievement of strategic objectives and positive outcomes in the short, medium and long term by:

  • Reviewing and determining compensation of Executive Directors and members of the Executive Committee
  • Approving and recommending compensation plans and programmes
  • Overseeing human resources policies and strategy, aimed at creating and sustaining the technical and managerial excellence required to support the attainment of the Company’s global objectives and achieve a globally competitive workforce
Members
  • Albert Garner (Chair)
  • Alan Ferguson
  • Nicky Newton-King
  • Diana Sands
  • Marcus Randolph

Compensation and Human Resources Committee Charter
PDF, 102KB

Nominations and Governance Committee

Responsibilities
  • Oversees succession planning for the Board and assists the Board regarding identification, selection, qualification, recruitment and retention of Board members and candidates for nomination to the Board as executive or non-executive directors
  • Advises on Board and Committee membership, including size, composition and structure
  • Oversees an annual evaluation of the Board and its Committees, and considers independence
  • Advises on corporate governance matters, including significant legal and governance developments and more generally on appropriateness of the corporate governance mechanisms and frameworks within the Company
Members
  • Jochen Tilk (Chair)
  • Bruce Cleaver
  • Alan Ferguson
  • Albert Garner
  • Diana Sands

Nominations and Governance Committee Charter
PDF, 95kb

Social, Ethics and Sustainability Committee

Responsibilities
  • Develop, review and periodically assess the Company’s goals, initiatives and programmes with respect to ESG matters
  • Monitor the processes for managing ESG-related risks and opportunities
  • Annually review the Company’s compliance record against laws, regulations and company policies relating to ESG matters
  • Consider material legal and regulatory developments in relation to ESG matters
  • Receive and consider the results of any ESG-related audits
Members
  • Bruce Cleaver (Chair)
  • Kojo Busia
  • Jinhee Magie
  • Nicky Newton-King
  • Marcus Randolph

Social, Ethics and Sustainability Committee Charter
PDF, 95kb

Executive Committee

The Executive Committee is a management committee composed of the chief officers of the Group.

Chief Executive Officer Alberto Calderon has the delegated responsibility for the execution of AngloGold Ashanti’s strategy and reports to the Board. He chairs the Executive Committee that is responsible for the day-to-day management of the Group’s affairs. The Committee’s work is supported by country and regional management teams as well as by Group corporate functions.

For information on individual members of the Executive Committee, see Leadership.