OVERVIEW CHAIRMAN’S STATEMENTCHAIRMAN’SSTATEMENTIn a very tough year, we made significantprogress in overcoming the most seriouschallenges to our business, to the benefitof everyone invested, directly or indirectly,in <strong>Anglo</strong> <strong>American</strong>.Sir John Parkerrecognise that over the next two years we will bear a heaviercapital expenditure burden as we seek to complete thedevelopment of Minas-Rio and Grosvenor in Australia, afterwhich we expect capital expenditure to be moderated.We have a substantial potential pipeline of high-quality growthoptions in the most attractive commodities. However, giventhe increased challenges involved in developing large andcomplex greenfield sites, the Board will apply a highlydisciplined approach to the allocation of capital, with smaller,lower-risk brownfield expansion projects more likely to findfavour. Prior to Board approval of large greenfield projectswe will explore the merits of seeking suitable partners.Given theincreasedchallengesinvolved indevelopinglarge andcomplexgreenfieldsites, theBoard willapply a highlydisciplinedapproach tothe allocationof capital.OUR PERFORMANCEIt was a difficult year for the mining industry and<strong>Anglo</strong> <strong>American</strong> encountered its share of challenges.Against a backdrop of a marked economic slowdown inChina, a troubled euro zone and only a sputtering recoveryin the US, the industry faced falling prices, while profitabilitywas further impacted as costs continued to rise well aboveinflation in many countries. In our own business, in SouthAfrica, we had to contend with lengthy illegal industrial actionat our Platinum and Kumba Iron Ore operations – whichultimately had the effect of tipping <strong>Anglo</strong> <strong>American</strong> Platinuminto making a loss for the year. In the first half of the year,we also encountered operational setbacks in our Copperbusiness, where output is now stabilising. At our largestcapital project, the Minas-Rio iron ore project in Brazil, adiversity of problems led to a revised delivery date andcapital-cost increases. This led us to review the carryingvalue of the asset, writing it down by $4 billion (after tax).DIVIDENDS AND CAPITAL ALLOCATIONIn spite of all these challenges affecting cash flow, the Boardwas able to recommend a final dividend of 53 cents per share,giving a rebased total dividend for the year of 85 cents, a 15%increase, reflecting our confidence in the underlying business.This increase completes the rebuilding of our dividend fromzero in 2009, to a new base level competitive with ourdiversified peer group.The three major projects we commissioned in 2011 – BarroAlto nickel, Los Bronces copper expansion and Kolomela ironore – have all been ramping up. At Minas-Rio, however, theinevitable knock-on effect of permitting and other delays haveresulted in the project’s capital expenditure rising to anexpected $8.8 billion, if a Group-held risk contingency of$600 million is consumed, with the first iron ore shipment dueby the end of 2014. I am confident, however, that Minas-Riowill become one of the world’s great high-quality iron oremines, with high potential cash generation and a publishedresource base of well over 5 billion tonnes, a more thanfourfold increase since acquisition.<strong>Anglo</strong> <strong>American</strong>’s objective is to maintain a strong investmentgrade rating – which demands rigorous capital discipline. WeDELIVERING VALUEIn these volatile times, boards have a heightenedresponsibility to ensure that management delivers enduringvalue for shareholders. That is why, following almost a yearof studying various options and social plans, we haveannounced a proposed major restructuring of our Platinumbusiness. We aim to return it to a sustainable profit and a moresecure future for the 45,000 employees who would remain.I am glad to report we have had positive dialogue with theSouth African government, with a joint commitment to worktogether on this restructuring and the finalisation of ourrecovery plans.It is pleasing to report that, following the dispute with theChilean state copper producer, Codelco, we were able toretain majority control of <strong>Anglo</strong> <strong>American</strong> Sur and to establisha new relationship that positions us to build a strong futurefor our business in Chile. We were also able to generate$2.3 billion of incremental proceeds for shareholderscompared to the original option price.Our acquisition from the Oppenheimer family of its 40%shareholding in De Beers now gives shareholders greaterexposure to the world’s No. 1 diamond company. We believeDe Beers is well positioned to capitalise on the positivefundamentals in diamonds, with the supply of gem diamondslikely to fall well short of demand over the long term.SAFETY AND SUSTAINABLE DEVELOPMENTThe number of people who lost their lives on companybusiness fell to 13; sadly, this is 13 too many. Our lost-timeinjury frequency rate, which had reached a plateau in recentyears, also resumed a downward trend. Overall, duringCynthia Carroll’s six-year watch, on a like-for-like basis, theannual number of deaths Group-wide fell by half. This stepchange in performance is great testimony to Cynthia’ssafety leadership, as well as the commitment of her seniormanagement team. Their tireless endeavours in leading thesafety agenda have brought about real and lasting change inthe way we approach our drive for zero harm. I know ourincoming chief executive Mark Cutifani, during whose watchat <strong>Anglo</strong>Gold Ashanti, over a similar timeframe, the company’ssafety record improved significantly, is also determined to takethe lead on this most fundamental of issues.As a company, <strong>Anglo</strong> <strong>American</strong> takes climate-changemitigation and water management particularly seriously –with targets for these included in the performance contracts02 <strong>Anglo</strong> <strong>American</strong> plc <strong>Annual</strong> <strong>Report</strong> <strong>2012</strong>
OverviewAN EVALUATION OF THE BOARD BY ANEXTERNAL FACILITATOR, WITH NO PRIORRELATIONSHIP WITH ANGLO AMERICAN,WAS COMPLETED IN FEBRUARY <strong>2012</strong>.For more information turn to page 96REPRESENTATION OF WOMENON THE BOARD27%For more information turn to page 91of our business unit CEOs. It is pleasing, therefore, that ourapproach to sustainable development continues to receiveglobal recognition. At the Quellaveco copper project inPeru – historically, a challenging environment in which toconduct mining operations – we successfully concludeda community ‘dialogue table’; this resulted in groundbreakingagreements that satisfy our host communitieson water use, the environment and social responsibility. In<strong>2012</strong>, <strong>Anglo</strong> <strong>American</strong> was recognised for the 10th yearrunning for excellence in sustainability by the Dow JonesSustainability Index, achieving the highest ranking in themining industry. We were also awarded a platinum rankingin the <strong>2012</strong> Business in the Community CorporateResponsibility Index, the UK’s leading voluntary benchmarkof corporate responsibility – the only mining group to secureplatinum status.GOVERNANCEOver the past few years, governance pressures on listedcompanies have been growing in intensity. Shareholders,institutional and individual alike, have sought to holdunderperforming managements and boards to account.In the 3½ years I have been chairman of your company,therefore, I have sought to refresh and strengthen theBoard by bringing in members with a range of skill-setsand experiences that can add value to our business andmaintain capital discipline. It is in that light that we appointedAnne Stevens in May <strong>2012</strong>. Anne is an engineer withextensive industrial experience, including operating in arange of South <strong>American</strong> countries in which we are present.I also wish to take this opportunity to thank Dr MamphelaRamphele, who stepped down in July, for the wealth ofexperience and insight she brought to the Board’s affairs.Mamphela, who was a key figure in South Africa’s strugglefor democracy, later had a distinguished career, includingserving as vice-chancellor of the University of Cape Townand as a managing director of the World Bank.Peter Woicke will also be standing down from the Board at theforthcoming AGM. He has been a director since 2006 andchairman of the Safety and Sustainable (S&SD) Committeefor the past three years. Peter has brought a wealth ofexperience and knowledge about development in emergingeconomies to our proceedings and has ensured that <strong>Anglo</strong><strong>American</strong> remains at the forefront of the major sustainabilityissues facing our industry. We are indeed grateful for hisleadership in this important area of our operations.We are fortunate to have Jack Thompson’s extensivemining experience and knowledge of safety to take overas chairman of the S&SD Committee and to build onPeter Woicke’s excellent work.The Board is also proposing the appointment of Dr ByronGrote as a non-executive director at the forthcoming AGM.Byron has more than three decades’ experience in the naturalresources sector, including nine years as chief financial officerof BP. He will be retiring from BP and stepping down from theBP board in April. It is intended that Byron will, after a period ofinduction, take over the chairmanship of the Audit Committeefrom David Challen, who has rendered outstanding service inthis role. I am glad that David, whose independence is not indoubt, has agreed, given the extensive changes to Boardmembership since late 2009, to serve for at least anotheryear as the senior independent non-executive director.In terms of the Board’s composition, the biggest change,of course, was Cynthia Carroll’s decision in October to stepdown as chief executive and from the Board, in April, withthe agreement of the Board. Cynthia’s leadership has had atransformational impact on <strong>Anglo</strong> <strong>American</strong>. She developeda clear strategy and created a strong and unified culture anda streamlined organisation.Cynthia lived out <strong>Anglo</strong> <strong>American</strong>’s values to the full and herlegacy includes, among many other things, a step-changeimprovement in safety, sustainability and the quality ofour dialogue with governments, communities and otherstakeholders around the world. As a Board, we not onlythank her but wish her all success and good wishes in theyears ahead.I led the Board’s global search to identify the best possiblecandidate for the role of chief executive. Mark Cutifani wasthe Board’s unanimous choice to succeed Cynthia, and hewill take up his post on 3 April 2013. Mark comes to us from<strong>Anglo</strong>Gold Ashanti, where he led the successful restructuringand development of its business. He is an experiencedlisted-company chief executive who has a focus on creatingvalue, and a seasoned miner, with broad experience of miningoperations and projects across a wide range of commoditiesand geographies, including South Africa and the Americas, aswell as his native Australia. He is a highly respected leader inthe global mining industry, with values strongly aligned tothose of <strong>Anglo</strong> <strong>American</strong>.In terms of enhancing the Board’s contribution to<strong>Anglo</strong> <strong>American</strong>’s affairs, during the year the Board joinedthe company’s most senior executives in an internal strategyforum, and will do so again in June 2013. In addition, theresults of an external effectiveness review of the Board, whichI commissioned in 2011, were presented to the Board in<strong>2012</strong>. The results of the review, together with details of all ofour governance arrangements, can be found in the CorporateGovernance section (pages 90–134) of this report.OUTLOOKDuring <strong>2012</strong> there were significant macroeconomic policychanges, which should support a stronger recovery in 2013and beyond. There are now clear signs of an upturn in UShousing, which should reinforce a broader economic recoveryhelped by ultra-loose monetary policy. In China, theauthorities have also eased policy to stimulate faster growth.But the country’s newly installed leadership is mindful of theneed to rebalance the economy, which will restrain growthover the next few years. In Europe and Japan, activity hasbeen weak, but there are signs of improvement and changesin policy should boost growth in 2013. In the medium term,we see continuing robust demand for industrial commoditiesas emerging economies continue to industrialise andadvanced economies invest in upgrading their infrastructure.Sir John ParkerChairmanThe numberof people wholost their liveson companybusiness fellto 13, whileour lost-timeinjury frequencyrate, whichhad reacheda plateau inrecent years,also resumeda downwardtrend.For more informationturn to page 27<strong>Anglo</strong> <strong>American</strong> plc <strong>Annual</strong> <strong>Report</strong> <strong>2012</strong> 03
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Anglo American plc20 Carlton House