GOVERNANCE THE BOARDTHE BOARDCHAIRMANSir John ParkerGBE, FREng, DSc (Eng), ScD (Hon),DSc (Hon), DUniv (Hon), FRINA70, joined the Board as a nonexecutivedirector on 9 July 2009 andbecame chairman on 1 August 2009.Sir John is also chairman of theNomination Committee and is amember of the Safety and SustainableDevelopment (S&SD) Committee.He is a non-executive director ofCarnival Corporation and EADS aswell as deputy chairman of DP World.Sir John is also President of the RoyalAcademy of Engineering and a VisitingFellow of the University of Oxford.Sir John was previously chairman ofNational Grid plc, senior non-executivedirector and chair of the Court of theBank of England, joint chair of Mondiand chair of BVT and P&O plc.CHIEF EXECUTIVECynthia CarrollMSc, MBA, DSc (Hon)56, was appointed CEO on 1 March2007, having joined the Board on15 January 2007. Cynthia chairs theGroup Management Committee(GMC) and the Executive Committee(ExCo) and sits on the S&SDCommittee. She is a non-executivedirector of BP plc and chairs <strong>Anglo</strong><strong>American</strong> Platinum and De Beers.Cynthia is the former president andCEO of Alcan’s Primary Metals Groupand a former director of <strong>Anglo</strong>GoldAshanti Ltd and Sara Lee Corporation.In October <strong>2012</strong> Cynthia announcedher decision to step down as CEO witheffect from 3 April 2013. She will alsostep down from the Board at the AGMon 19 April 2013.92 <strong>Anglo</strong> <strong>American</strong> plc <strong>Annual</strong> <strong>Report</strong> <strong>2012</strong>FINANCE DIRECTORRené MédoriDoctorate in Economics55, was appointed to the Boardon 1 June 2005, becoming financedirector on 1 September 2005.René is a member of GMC and ExCoand chairman of the InvestmentCommittee. He is a non-executivedirector of <strong>Anglo</strong> <strong>American</strong> Platinum.René recently joined the board ofPetrofac Limited as a non-executivedirector. He is a former financedirector of The BOC Group plc andwas a non-executive director ofSSE plc (formerly Scottish andSouthern Energy plc) until June <strong>2012</strong>.SENIOR INDEPENDENTDIRECTORDavid ChallenMA, MBA69, joined the Board on 9 September2002 and was appointed as the seniorindependent non-executive directorin April 2008. He is chairman of theAudit Committee and a member ofthe Nomination and RemunerationCommittees. David is currentlychairman of the EMEA governancecommittee at Citigroup and seniornon-executive director of SmithsGroup plc. He is currently a deputychairman of the UK’s Takeover Panel.Previously he was chairman of J. HenrySchroder & Co. Limited, where hespent most of his professional career.NON-EXECUTIVE DIRECTORSSir CK ChowDEng (Hon), CEng, FREng, HonFHKIE,FIChemE62, was appointed to the Board on15 April 2008 and is a member ofthe Nomination and RemunerationCommittees. He is currently chairmanof Hong Kong Exchanges and ClearingLimited and a non-executive directorof AIA Group Limited.Sir CK was appointed as a memberof the Executive Council of theHong Kong Special AdministrativeRegion in July <strong>2012</strong>. He is chairmanof the Hong Kong General Chamberof Commerce, and was recentlyappointed chairman of the AdvisoryCommittee on Corruption by theHong Kong SAR Government.Between 2003 and 2011 he was CEOof the MTR Corporation in Hong Kong.Former positions include those of CEOof Brambles Industries, GKN PLC andnon-executive chairman of StandardChartered Bank (Hong Kong) Limited.Prior to joining GKN PLC he workedfor The BOC Group plc for 20 years,joining its board in 1993.Sir Philip HamptonMA, ACA, MBA59, joined the Board on 9 November2009. He is chairman of theRemuneration Committee and amember of the Audit Committee.Sir Philip is chairman of The RoyalBank of Scotland and brings to<strong>Anglo</strong> <strong>American</strong> significant financial,strategic and boardroom experienceacross a number of industries.His previous appointments includechairman of J Sainsbury plc; financedirector of Lloyds TSB Group plc, BTGroup plc, BG Group plc, British Gasplc and British Steel plc, executivedirector of Lazards, and non-executivedirector of RMC Group plc andBelgacom SA.Phuthuma NhlekoBSc (Eng), MBA52, joined the Board on 9 March2011 and is a member of the AuditCommittee. Phuthuma is also anon-executive director of BP plcand chairman of Pembani Group(Pty) Limited.He previously served as a director ona number of boards in South Africa,including Nedbank Group, AlexanderForbes, Bidvest and Old Mutual (SA).Ray O’RourkeKBE, HonFREng, CEng, FICE, FIEI66, joined the Board on 11 December2009. He is a member of the Auditand S&SD Committees.Ray founded the O’Rourke Groupin 1977, having begun his career atKier and J Murphy & Sons. In 2001,the O’Rourke Group acquired JohnLaing to form Laing O’Rourke, nowEurope’s largest privately ownedconstruction company, of whichRay is chairman and CEO.Ray has a proven track record indelivering complex and large-scaleprojects around the world, mobilisinglarge numbers of people with greatsuccess and applying leading projectmanagement practices. As a memberof the S&SD Committee, he has akeen interest in safety.
Sir John ParkerCynthia CarrollRené MédoriDavid ChallenSir CK ChowSir Philip HamptonPhuthuma NhlekoRay O’RourkeAnne Stevens Jack Thompson Peter WoickeMark CutifaniIncoming CEOByron GroteNominated independentnon-executive directorAnne StevensPhD, BSc64, joined the Board on 15 May<strong>2012</strong> and is a member of the AuditCommittee. She has served on theboard of Lockheed Martin Corporationas a non-executive director since2002 and is also the chairman andCEO of a privately held IT servicesbusiness, SA IT.Anne’s 16-year career with FordMotor Company culminated in herappointment as chief operating officer(COO) for the Americas, a positionshe held until 2006.Prior to joining Ford in 1990, Annespent ten years in a number ofengineering, product developmentand sales and marketing roles atExxon Chemical Co and threeyears as chairman and CEO ofCarpenter Technology.Anne brings a wealth of experiencefrom a number of global industries.Her engineering training and widerangingcommercial acumen andexperience gained across North,Central and South America hasstrengthened the experience ofthe Board.Jack ThompsonBSc, PhD63, joined the Board on 16 November2009 and is a member of theRemuneration and S&SD Committees.He will become chairman of the S&SDCommittee upon the retirement ofPeter Woicke in April 2013. He iscurrently a non-executive directorof Molycorp Minerals LLC andTidewater Inc.Jack was previously chairman andCEO of Homestake Mining Co., vicechairman of Barrick Gold Corp. andhas served on the boards of CenterraGold Inc., Century Aluminum Co.,Phelps Dodge Corp., Rinker GroupLtd. and Stillwater Mining.Jack brings experience gained atall levels of the mining industry andhas received wide recognition as amining executive.Peter WoickeMBA70, joined the Board on 1 January2006, is chairman of the S&SDCommittee and is a member ofthe Nomination and RemunerationCommittees.He is currently a member of the boardof trustees of the Ashesi UniversityFoundation and a member of theboards of Saudi Aramco, the Institutefor Human Rights and Business andthe Chesapeake Bay Foundation.From 1999 to 2005, Peter wasexecutive vice president of theInternational Finance Corporation(IFC). Prior to joining the IFC, Peterheld numerous positions for nearly30 years with J.P. Morgan and hewas also a managing director of theWorld Bank.Peter has indicated that he wishesto retire from the Board this yearand accordingly will not be standingfor re-election at the AGM in April.INCOMING CEOMark CutifaniBE (Mining Engineering)54, has been appointed as a directorand CEO with effect from 3 April 2013.Mark is currently CEO of <strong>Anglo</strong>GoldAshanti Limited, a position he has heldsince 2007. Before joining <strong>Anglo</strong>GoldAshanti, Mark was COO at Vale Incowhere he was responsible for Vale’sglobal nickel business. Prior to this heheld senior executive positions withthe Normandy Group, Sons of Gwalia,Western Mining Corporation,Kalgoorlie Consolidated Gold Minesand CRA (Rio Tinto).Mark has over 35 years’experience of the mining industryacross a wide range of geographiesand commodities.NOMINATED INDEPENDENTNON-EXECUTIVE DIRECTORByron GrotePhD Quantitative Analysis64, is a non-executive director ofUnilever NV and Unilever plc anda member of the Cornell UniversityJohnson Graduate School ofManagement Advisory Council.He joined The Standard Oil Companyof Ohio in 1979 and in 1985 becamedirector of planning for its miningsubsidiary, Kennecott.In 1988 Byron was appointed ascommercial vice president for BP’sAlaskan North Slope productionactivities. In 1989 he becamecommercial general manager of BPexploration, based in London, andthen group treasurer and CEO of BPfinance in 1992. In 1994 he took up theposition of regional chief executive inLatin America. In 1995 Byron becamedeputy CEO of BP Exploration.Following the merger of BP andAmoco in 1999, Byron was appointedexecutive vice president, explorationand production. He was appointed tothe BP board in 2000 and he servedfor two years as CEO of BP Chemicalsand then as BP’s chief financial officer(CFO) from 2002 until 31 December2011. He will retire from the board ofBP in April 2013.Byron has been nominated forelection as a director at the AGM on19 April 2013.Governance<strong>Anglo</strong> <strong>American</strong> plc <strong>Annual</strong> <strong>Report</strong> <strong>2012</strong> 93