Circular to Amplats Shareholders - Anglo American Platinum

1.6.4 Directors’ interests in transactionsNo Director has any beneficial interest, directly or indirectly, in any transactions (including theCommunity Development Transaction) effected by Amplats during the current or immediatelypreceding financial year. No Director has any interest in transactions effected by Amplatsduring an earlier financial year which remain in any respect outstanding or unperformed.2. Other information2.1 Material changesThere has been no material change in the financial or trading position of Amplats and itssubsidiaries since the issue of the interim results for the six months ended 30 June 2011 and the dateof this Circular.2.2 Exchange ControlNo Exchange Control approval is required in relation to the issue of the Subscription Shares to theTrust as the Beneficiaries will be registered in South Africa.2.3 LitigationThe Directors of Amplats are not aware of any legal or arbitration proceedings, pendingor threatened, that may have or have had a material effect on the financial position of the Group in thetwelve months preceding the date of this Circular.2.4 Corporate governanceAmplats maintains sound corporate governance as a core business principle.The Board considers that the Company and its subsidiaries fully comply with principles of the Codeof Corporate Practices and Conduct contained in the King lll Report.The Company has a unitary Board comprising two executive and eleven non-executive Directorsas defined by the King lll and the roles of Chief Executive Officer and Chairman are separate.While the Chairman is a non-executive director, she is not considered to be independent as detailedin Annexure 8. Seven non-executive Directors are independent.Further details relating to Corporate Governance can be found in Annexure 8.2.5 Directors’ responsibility statementThe Directors, whose names appear in paragraph 1.6.1 on page 26 of this Circular, collectivelyand individually, accept full responsibility for the accuracy of the information given in this Circularand certify that, to the best of their knowledge and belief, there are no other facts, the omissionof which would make any statement in this Circular false or misleading, and all reasonableenquiries to ascertain such facts have been made and that this Circular contains all informationrequired by the Listings Requirements.2.6 ConsentsThe merchant bank and sponsor, the legal and tax advisers (Community Development Transaction),the community engagement advisers, the legal advisers (Companies Act and Share Schemes) andthe Transfer Secretaries have all provided their written consent to their names being published in thisCircular and have not withdrawn their consent prior to the publication of this Circular. The ReportingAccountants have provided their written consent to their names and reports being included in thisCircular in the form and context in which they appear and have not withdrawn their consent priorto the publication of this Circular.2.7 Documents available for inspectionCopies of the following documents will be available for inspection during normal business hours(Saturdays, Sundays and public holidays excluded) at the registered office of Amplats from14 November 2011 to 14 December 2011 :28