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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, 119KB

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

Alan Ferguson (Chairperson), Rhidwaan Gasant, Maria Richter, Jochen Tilk, Nelisiwe Magubane

Social, Ethics and Sustainability Committee

Terms of Reference: Social, Ethics and Sustainability Committee PDF, 141KB

  • 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 (Chairperson), Maria Ramos, Scott Lawson, Nelisiwe Magubane, Jochen Tilk

Remuneration and Human Resources Committee

Terms of Reference: Remuneration and Human Resources Committee PDF, 102KB

  • Assists the board in ensuring that AngloGold Ashanti remunerates fairly, responsibly and transparently so as to promote the achievement of strategic objectives and positive outcomes in the short, medium and long termAssists the board in ensuring that AngloGold Ashanti remunerates fairly, responsibly and transparently so as to promote the achievement of strategic objectives and positive outcomes in the short, medium and long term
  • Reviews, oversees and, where appropriate, approves human resources group policies and strategies 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

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 and Governance Committee

Terms of Reference: Nominations Committee PDF, 94KB

  • Assists the board in the implementation of programmes to ensure that the board’s composition and size is appropriate at all times, oversees the annual evaluation of the board and its committees, as well as the independence assessment and qualification and competence of the company secretary
  • Considers the extent to which the general corporate governance mechanisms and frameworks of the Company are appropriate and effective, and makes appropriate recommendations to the board
  • Develops processes to identify, assess and recommend board candidates for appointment as executive and non-executive directors, including the Chairperson and CEO, as well as the company secretary, and at the same time considers succession planning for the boardexternal
Members

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

Investment Committee

Terms of Reference: Investment Committee PDF, 153KB

  • Assesses individual capital projects and investment and divestment opportunities to ensure that they are in accordance with AngloGold Ashanti’s primary mission to create sustained shareholder value in the long term
  • Ensures that project and investment evaluation guidelines, including appropriate strategic, operational, financial, technical and sustainability guidelines and other procedures for the allocation of capital, are consistently and properly applied
  • Oversees the integrity of and approves the <R&R>
Members

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

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