Remuneration & Human Resources committee chairperson’s letter

Ensuring fair, responsible
and transparent remuneration

Maria Richter
Chairperson: Remuneration and Human Resources Committee

Dear Shareholders,

I am pleased to present the AngloGold Ashanti remuneration report for the year ended 31 December 2021. In it, I provide an overview of our remuneration and human resource practices and their alignment with the Company’s strategic objectives. The Remuneration and Human Resources Committee (the committee) aims to ensure that the remuneration policy and its implementation play a key role directing the efforts and behaviours of employees and leaders to in turn ensure the safe and sustainable creation of value for stakeholders over the long term.

The principle of fair and responsible pay continues to guide our decision making, with particular emphasis on recognising the contribution of all AngloGold Ashanti employees. We had previously committed to review the Company’s remuneration policy and did so with input and advice from our remuneration advisor to ensure that it reflects our pay philosophy and the current realities of our business and industry. I believe our remuneration policy achieved its intended objectives during an especially challenging period, however, the committee exercised its judgement to adjust certain Deferred Share Plan (DSP) performance achievement results downwards.

Several important considerations informed decisions taken by the committee this year, including financial and non-financial performance in both relative and absolute terms; competition in the market for scarce skills; the views and expectations of stakeholders; our broad suite of environmental, social and governance (ESG) objectives; and the impact of COVID-19.

The committee decided that no annual salary increases would be awarded to executives (with one exception) or to senior management for 2022, given the organisational restructuring undertaken at the end of 2021 and the need to closely manage costs. In light of this decision, the non-executive directors (NEDs) will not be receiving a fee increase for 2022 to align themselves with the executives and senior management teams.

The Company continued to work with employees and other stakeholders to lend assistance in dealing with the ongoing impact of the pandemic, including aiding vaccine access and other medical and social support where needed. We believe approximately 85% of the workforce was fully vaccinated (excluding boosters) by the end of 2021. Vaccine mandates are now in place at our corporate offices in Johannesburg, Denver and Perth. As the second year of the pandemic draws to a close, no employee has seen their remuneration affected by the pandemic, and no government COVID-19 grants were requested or received to support the business.

Another key initiative was a culture and values survey which covered the global business. The response was strong, with almost 11,000 employees responding. The survey’s findings will allow us to evolve the business, our culture and values in line with views expressed by our employees.

Disclosure and transparency

The committee has fulfilled the requirements of its terms of reference. While we have focused on ensuring that our reporting is clear and transparent, we continue to look for further improvement in this regard.

Notwithstanding the positive results of our non-binding advisory votes for our remuneration policy and implementation reports for 2020, we continued our engagement with a number of shareholders who provided constructive feedback in respect of both our policy and its implementation.

Actions from shareholder engagement

We maintained our dialogue with shareholders in respect of remuneration practices, listening to concerns and suggestions for alignment with evolving best practice. As a result of the engagements during 2021, we took the following actions:

  • Extended the Minimum Shareholding Requirement (MSR) for all executives to apply one-year post termination
  • Introduced an MSR for NEDs in order to strengthen alignment between the interests of NEDs and those of AngloGold Ashanti shareholders and to reflect best practice in the gold mining sector
  • Reviewed the appropriateness of the DSP

In addition, we considered further best practice initiatives and made the following changes:

  • Reviewed, updated and approved various policies in important matters, such as: Diversity and Inclusion Policy; Policy and Procedure for Dealing with Poor Conduct; Grievance Policy; Acting Allowance Policy; AngloGold Ashanti Standards of Conduct; and Anti-Discrimination and Sexual Harassment Policy
  • Updated the malus and clawback clauses in the Remuneration Policy

These policies are available on our corporate website, www.anglogoldashanti.com.

The remuneration policy and implementation report for reporting period 2020 were tabled for two separate, non-binding advisory votes at the Annual General Meeting (AGM) held on 4 May 2021, in line with the JSE Listings Requirements and King IV recommendations.

The table below furthermore details the results of shareholder voting at the 2020 and 2019 AGMs.

Votes For Against Withheld
Remuneration policy
4 May 202195.304.70.22
10 June 202088.0411.960.35
9 May 201998.311.690.40
Remuneration implementation report
4 May 202186.3413.660.22
10 June 202087.5212.480.35
9 May 201958.5141.490.40

Operational context and performance

The gold sector continued to grapple with the direct and secondorder impact of the COVID-19 pandemic, increased stakeholder expectations, a paucity of skilled personnel in some jurisdictions, increasing pressure to address the effects of climate change, accelerating inflation across more categories of inputs, and challenges in replacing the depleted Ore Reserve. Delivering on market commitments safely and consistently, while navigating those challenges, remains the key objective of the business.

The year was marked by significant operational difficulties – see CEO’s review and Regional performance – notably due to the suspension of underground mining at Obuasi in May, following the tragic underground death of a contractor after a sill-pillar failure. The significant effect of this halt to production, which lasted from May through to the end of December 2021, was compounded by further production losses spread across the remainder of our sites. These production shortfalls, the consequent impact on operating costs and accelerating inflation across many categories of inputs, were the principal factors leading to the revision of the cost and production outlook during the year, snapping a seven-year streak of meeting guidance.

There were positives; our exploration geologists replaced our depleted Ore Reserve for the second consecutive year – see Mineral Resource and Ore Reserve – summary in this report and the <R&R> – a vitally important achievement in a sector struggling to replenish mineral inventories. More ounces were upgraded to the Proved and Probable Ore Reserve, a clear sign that our reinvestment strategy – aimed at increasing orebody confidence, mine lives and operating flexibility – is gaining traction. The business generated free cash flow of $104m for the year. Despite the free cash flow generated for 2021, which was modest in the current gold price environment, the committee applied a downward adjustment from stretch to target on the 2021 DSP nCroe annual performance achievement to further recognise the operational challenges experienced in the current year.

Our absolute greenhouse gas emissions fell markedly – down 69% since 2007, the baseline year used when we first set our emissions intensity targets – as we saw the cumulative benefit of asset closures, sales and efficiency gains, including not having the large Scope 2 GHG emissions from our South Africa portfolio, the last of which was sold in 2020. The board approved the Company’s Climate Change Strategy in November 2021, creating a clear pathway to manage the risks and opportunities a changing climate brings, and we published an inaugural Climate Change Report, aligned with the recommendations of the Task Force on Climate related Financial Disclosures – see <CCR>.

While our all injury frequency rate of 2.14 per million hours worked was well below the average of our peers in the International Council on Mining and Metals, the achievement was marred by two workplace deaths – the first at Serra Grande in Brazil, in February 2021, and the second at Obuasi in Ghana, in May 2021 – see In memoriam in the <SR>. Our heartfelt condolences go to the family and loved ones of those who passed away, along with the assurance that lessons learned have been applied to those and other sites in the portfolio to avoid a repeat. The committee applied a downward adjustment on the 2021 DSP safety annual performance achievement as a result of these fatalities. In addition, a revised safety strategy is being rolled out across the business to take us closer to our goal of zero harm in the workplace.

The overall DSP annual performance achievement result was 70.73% post the downward adjustments of 7.5% for nCROE and 4% for safety. This is compared to the 2020 DSP annual performance achievement of 116.57%.

Operating model

To improve the quality and consistency of AngloGold Ashanti’s operating performance, the executive team designed and began implementing a new Operating Model, and organisational structure. This change to the business, spearheaded by new CEO Alberto Calderon and supported by the board and executive management team, brings cost efficiencies and greater clarity to the organisation with respect to how and what work is done and single point of accountability. This, therefore, required a reduction in roles – mainly at the mid- and senior- management levels – across the portfolio and will ultimately improve operational outcomes. For more on the Operating Model, see the CEO’s review and outlook and human capital in the Business model.

The committee, supported by the human resources team, maintained its focus on gender equality, employment equity and skills retention through this process. See People, safety health and sustainability.

Leadership changes

Alberto Calderon, formerly CEO of Melbourne-based Orica, was appointed CEO on 1 September 2021, after an extensive global search. Immediately after joining, Alberto initiated a full review of AngloGold Ashanti’s Operating Model.

The leadership team saw several changes during the year as the executive team received an infusion of external experience.

With the appointment of the new CEO, Christine Ramon, who had led the Company as Interim CEO for the year to the end of August 2021, returned to her role as CFO. In February, it was announced that Christine had opted to take early retirement in order to spend more time with her family. She leaves a significant legacy after her more than seven years with the Company and her work in protecting a tradition of disciplined capital allocation, is evidenced by our strong balance sheet. She will begin early retirement in June 2022 with her last day of employment being 31 December 2022. We extend our deep gratitude to Christine and wish her well in her future endeavours.

Ian Kramer, who was deputised as Interim CFO, returned to his role as Senior Vice President: Group Finance; and Vaughan Chamberlain, Senior Vice President: Exploration, was appointed Interim Chief Development Officer on 1 October 2021, a position he will hold until 1 April 2022. Terry Briggs, formerly Vice President Planning at Newmont Corporation, has been appointed Chief Development Officer, effective from 1 April 2022.

Our thanks go to Christine, Ian and Vaughan for stepping into these important roles during the year and stewarding the Company through its transition.

Graham Ehm, a 33-year veteran of the Company, retired as Executive Vice President: Planning and Technical Development, and Sicelo Ntuli, COO: Africa, separated from the Company due to the reconfigured Operating Model, effective 31 December 2021, after 22 years with AngloGold Ashanti. We give both our sincere thanks for their enormous contributions over their careers with AngloGold Ashanti and best wishes for their future endeavours.

Graham was replaced on 15 October 2021 by Marcelo Godoy, formerly Senior Vice President of Exploration at Newmont Corporation. Ludwig Eybers, COO: International since 2019, has resumed his role as COO for the entire portfolio.

Lisa Ali, formerly the executive in charge of Human Resources and Sustainability at Newcrest, has been appointed as Chief People Officer, effective from 1 April 2022. Lisa replaces Italia Boninelli, an experienced former executive of AngloGold Ashanti, who has ably and successfully filled the role since 1 April 2021.

The single total figure reporting in the Remuneration implementation report provides the remuneration details aligned to the shareholder approved standard conditions of employment.

2021 2022
Enhancement of remuneration policy by tightening recruitment eligibility criteria for awards granted in lieu of forfeiture Focus on results and action plan of our organisational culture and values survey outcomes particularly in relation to gender and diversity
Enhancement of the malus and clawback provisions Continued focus on equality of gender remuneration
Increased MSR for members of the Executive Committee and introduction of MSR for NEDs Continued engagement with shareholders
Enhanced performance management review process Continued focus on succession planning, talent management and development
Focus on health and well-being of our employees particularly in light of the COVID-19 pandemic Continued focus on employee health and well-being
Review and refresh of Company policies to ensure that they remain current and relevant Ensuring training on all key human resource policies at all levels of the organisation including the board
Continued focus on succession planning and development Further review of the DSP scheme, to ensure global best practice and continued close alignment with shareholders’ interests
Continued implementation of diversity framework
Enhancing our relationships with our shareholders

Thanks

Lastly, our thanks to PwC, who provided invaluable advice as our remuneration adviser over several years. With PwC now being appointed as our new external auditor, we have commenced a tender process to identify new independent remuneration advisers ahead of the AGM in May 2022.

I would like to thank Maria Ramos for her steadfast leadership and expert direction in her first year as Chairperson of the board. The support and guidance she has provided to the committee and myself personally has been invaluable. I would also like to thank my colleagues on the committee for their tireless commitment to ensuring fairness, equity and transparency in our remuneration practices. With the executive changes, the committee met more frequently, and I am thankful for their engagement and support over this time of transition in the Company.

My gratitude also goes to our management team for resilience in a year marked by a host of challenges. I extend my sincerest thanks especially to Italia Boninelli, as executive sponsor to the committee, for lending her decades of experience to our efforts.

Our work in the year ahead will remain focused on ensuring that our overall human resource strategy, practices and policies are closely aligned with the needs of the business and the requirements of our shareholders.

Sincerely,

Maria Richter
Chairperson: Remuneration and Human Resources Committee