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Board & committees

AngloGold Ashanti's board, which has ultimate responsibility for corporate governance, is guided by its commitment to ensuring sound governance principles and practices.

AngloGold Ashanti's governance structures and processes demonstrate our commitment to high standards of business integrity and ethics in all its 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.

AngloGold Ashanti supports the principles and aims of diversity at board level and recognises and embraces the benefits of a diverse board. Broader diversity, specifically focusing on gender, race, culture, age, field of knowledge, skills and experience will be considered in determining the optimal composition of the board and succession planning, and when possible will be balanced appropriately for the board to be effective as a whole.

The overriding role of the board is to ensure the long-term sustainability and success of the business, 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 is supported by five 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.

Board diversity

Audit and Risk Committee

Terms of Reference: Audit and Risk Committee PDF, 285KB

  • Oversees the integrity of our financial reporting, the existence of proper internal controls, the integrity of the <IR>, <AFS>, <R&R> and of our risk management processes
  • Assesses AngloGold Ashanti's continuing ability to operate as a going concern, assists the board with oversight of IT governance, risk management and implementation of the group ethics and regulatory compliance programme
  • Ensures the Company has qualified external auditors and internal auditors

More detailed information on the committee's achievements is available in the <IR>Audit and Risk Committee: chairperson's report

Members

Alan Ferguson (chairman), Rhidwaan Gasant, Maria Richter, Jochen Tilk

Social, Ethics and Sustainability Committee

Terms of Reference: Social, Ethics and Sustainability Committee PDF, 396KB

  • Key responsibility is to assist the board in monitoring matters relating to safety, health, the environment and ethical conduct, and to ensure that AngloGold Ashanti develops and behaves as a responsible corporate citizen
  • Ensures that our sustainability strategy positions AngloGold Ashanti as a leader in mining and that sustainability objectives are effectively integrated into the business
  • Oversees the integrity of and approves the <SR>

More information on the work done during the year by the committee is available in the <SR>

Members

Kojo Busia (chairman), Maria Ramos, Nelisiwe Magubane, Jochen Tilk

Remuneration and Human Resources Committee

Terms of Reference: Remuneration and Human Resources Committee PDF, 150KB

  • Assists the board in ensuring that remuneration policies are in AngloGold Ashanti's long-term interests
  • Ensures that, in terms of decisions made, non-executive directors, executive directors, senior management and all other employees are fairly and responsibly remunerated and that shareholder value is delivered
  • Assists the board in the development of AngloGold Ashanti's human resources environment

More information on the achievements of the committee is available in the <IR>Human Resources and Remuneration Committee: chairperson's report

Members

Maria Richter (chairperson), Rhidwaan Gasant, Alan Ferguson, Albert Garner


Nominations Committee

Terms of Reference: Nominations Committee PDF, 146KB

  • Develops processes to identify, assess and recommend board candidates for appointment as executive and non-executive directors, including the Chairman and CEO, as well as for the company secretary, and at the same time fully considers succession planning and leadership within the group
  • Reviews board composition, including the balance of gender, race, culture, age, field of knowledge, skills, experience and independence
  • Develops and implements the annual board evaluation processes, whether internal or external
Members

Maria Ramos (Chairperson), Rhidwaan Gasant, Kojo Busia, Alan Ferguson, Jochen Tilk

Investment Committee

Terms of Reference: Investment Committee PDF, 153KB

  • Assesses individual capital projects and investment and divestment opportunities to ensure that they and any financing proposals are in accordance with AngloGold Ashanti’s primary mission to creating sustained shareholder value in the long term
  • Ensure that project and investment evaluation guidelines, which must include appropriate strategic, operational, financial, technical and sustainability guidelines and other procedures for the allocation of capital, are consistently and properly applied
Members

Jochen Tilk (Chairperson), Rhidwaan Gasant, Kojo Busia, Albert Garner, Christine Ramon

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