Anglo American
Annual Report 2015

Plain-text annual report

A N G L O A M E R I C A N P L C A N N U A L R E P O R T 2 0 1 5 ANNUAL REPORT 2015 DRIVING CHANGE, DEFINING OUR FUTURE INTRODUCTION DRIVING CHANGE, DEFINING OUR FUTURE While the mining industry continues to face considerable external pressures as global economic uncertainty prevails and the developing world’s demand drivers evolve, we have responded decisively to materially strengthen our balance sheet through sustainably improving cash flows and focusing our strategy. We will redefine our portfolio by focusing on our global leadership positions in diamonds and platinum group metals and our world class position in copper. Anglo American will be focused on its competitive, long life assets, with considerable organic growth opportunities, that mine the materials that are expected to benefit from long term consumer-driven growth trends as the global economy evolves and emerging market economies mature. Anglo American will be uniquely positioned for these expanding markets. Our ability to operate responsibly, efficiently and effectively is at the heart of how we do business and cater to society’s needs, and how we will deliver the sustainable value that all our stakeholders demand and expect. 2 3 4 1 6 5 ANNUAL REPORT 2015 DRIVING CHANGE, DEFINING OUR FUTURE Cover images 1. Haul trucks in the open pit at Los Bronces copper mine in Chile. 2. The expanding Forevermark™ diamond brand is now available in 1,760 outlets worldwide. 3. Safety representative Richard Tshimenze inspects a blast area in the open pit at Venetia diamond mine in South Africa. 4. Processors Raesetja Teffo (left) and Malesela Kutumela at the water-filtration plant at Platinum’s Mogalakwena North concentrator in South Africa. SUSTAINABILITY REPORT 2015 DRIVING CHANGE, DEFINING OUR FUTURE 5. Inspecting equipment at the Los Bronces Las Tórtalas mine are hyperbaric filters operation co-ordinator Sergio Aliago (left) and mechanical maintenance operator Luis Toro. 6. Thickeners at the concentrator plant at Collahuasi copper mine located in the Andes in northern Chile, 3,500 metres above sea level. Other sources of information You can find this report and additional information about Anglo American on our corporate website. Although we have chosen not to produce an ‘integrated report’, we have included a comprehensive overview of our non-financial performance in this report. More detailed information on our sustainability performance is provided in our Sustainability Report. This can be found on our corporate website. For more information, visit www.angloamerican.com/reporting Throughout the Strategic Report we use a number of financial and non-financial measures to assess our performance. The measures are defined on page 180. The return on capital employed (ROCE) measure used throughout this report is attributable ROCE and is the primary return measure used in the Group. See page 182 for the definition and calculation of attributable ROCE. ‘Tonnes’ are metric tons, ‘Mt’ denotes million tonnes, ‘kt’ denotes thousand tonnes and ‘koz’ denotes thousand ounces; ‘$’ and ‘dollars’ denote US dollars and ‘cents’ denotes US cents. PERFORMANCE HIGHLIGHTS CONTENTS GROUP PERFORMANCE Underlying EBIT Total dividends paid per share $2.2 bn 2015 2014 $2.2 bn $4.9 bn $0.32 2015 2014 $0.32 $0.85 Underlying earnings Total capital expenditure $0.8 bn 2015 2014 $0.8 bn $4.0 bn $2.2 bn 2015 2014 $4.0 bn $6.0 bn Underlying earnings per share Net debt $0.64 2015 2014 $0.64 $12.9 bn $1.73 2015 2014 $12.9 bn $12.9 bn Loss attributable to equity shareholders $(5.6) bn 2015 2014 $(2.5) bn $(5.6) bn Loss per share $(4.36) 2015 2014 $(1.96) $(4.36) Number of fatalities Group attributable ROCE 6 2015 2014 5% 2015 2014 5% 9% 6 6 Total recordable case frequency rate (TRCFR) 0.93 2015 2014 0.93 0.80 GHG emissions 18 Mt CO2 equivalent 2015 2014 18 Mt 17 Mt Energy consumption 106 Million GJ 2015 2014 Total new water consumed 222 Mm³ 106 Million GJ 108 Million GJ 2015 2014 222 Mm3 196 Mm3 Strategic report At a glance 02 Chairman’s statement 04 06 Our business model 08 Marketplace review 12 16 20 24 Chief Executive’s statement Strategic imperative: Focus the portfolio Strategic imperative: Focus on delivery Strategic imperative: Develop core business processes Strategic imperative: Create a high performance culture Key performance indicators Group financial review 30 34 36 40 Managing risk effectively 46 49 52 54 56 58 62 64 Platinum De Beers Copper Nickel Niobium and Phosphates Iron Ore and Manganese Coal Corporate and other Chairman’s introduction Directors Executive management The Board in 2015 Sustainability Committee Nomination Committee Audit Committee Audit Committee report Remuneration Committee Directors’ remuneration report Policy on director remuneration Director remuneration in 2015 Governance 65 66 69 71 76 77 78 80 82 83 84 93 101 Outstanding share interests 104 Remuneration in 2016 105 Committee members during 2015 106 Seven-year remuneration and returns 108 Statement of directors’ responsibilities 108 Responsibility statement Independent auditor’s report Financial statements 110 114 Principal statements 118 Notes to the financial statements Financial statements of the 169 parent company 172 Summary by business operation 173 Key financial data 174 Exchange rates and commodity prices Ore Reserves and Mineral Resources 176 Estimated Ore Reserves 178 Estimated Mineral Resources Other information 180 Performance measures 183 Production statistics 186 Quarterly production statistics 187 Non-financial data 188 The business – an overview 190 Directors’ report 193 Shareholder information 194 Other Anglo American publications 01 Strategic reportAnglo American plc Annual Report 2015STRATEGIC REPORT AT A GLANCE REPOSITIONING THE BUSINESS CORE ASSETS We are focusing our business on our core portfolio of world class assets (as highlighted in the map opposite) – in diamonds, platinum group metals (PGMs) and copper – that provide the raw materials to meet growing consumer-driven demand in the world’s maturing and developed economies. We are focused on making a real difference, through safe and responsible mining, to provide the ingredients to meet those aspirations – from homes, vehicles, household appliances and electronics to luxury goods such as jewellery. Our mining operations, future growth projects and exploration and marketing activities will extend across southern Africa, South and North America, Asia and Europe. Our portfolio of competitive, long life mining assets will be positioned to deliver robust profitability and cash flows through the price cycle. We are adapting to create a greatly streamlined and agile business, with the technical and marketing expertise and critical mass to compete effectively for, and to deliver, future opportunities, both within and beyond our portfolio. CANADA VICTOR Product: Diamonds Type: Open pit Production 2015: 0.6 million carats Life of Mine: 3 years GAHCHO KUÉ (PROJECT) Product: Diamonds Type: Open pit Production 2015: due to commence H2 2016 Life of Mine: 13 years CHILE COLLAHUASI Product: Copper Type: Open pit Production 2015: 200.3 kt (attributable) Reserve Life: 70 years LOS BRONCES(1) Product: Copper Type: Open pit Production 2015: 401.7 kt Reserve Life: 25 years Precious metals Diamonds Base metals and minerals PLATINUM DE BEERS COPPER NICKEL NIOBIUM AND PHOSPHATES $263 million Underlying EBIT $571 million Underlying EBIT $228 million Underlying EBIT $(22) million Underlying EBIT $119 million Underlying EBIT 12% Group EBIT 4% ROCE 17 Operating assets(2) 2,337,300 Production ounces platinum South Africa Zimbabwe Asset locations 26% Group EBIT 6% ROCE 9 Operating assets(2) 28.7 Production million carats (100% basis) Botswana South Africa Namibia Canada Asset locations 10% Group EBIT 3% ROCE 4 Operating assets(2) 708,800 Production tonnes Chile Asset location (1)% Group EBIT (1)% ROCE 2 Operating assets(2) 30,300 Production tonnes Brazil Asset location 5% Group EBIT 14% ROCE 4 Operating assets(2) 6.3 niobium 1,111 phosphates fertiliser Production thousand tonnes Brazil Asset location For more information See page 46 For more information See page 49 For more information See page 52 For more information See page 54 For more information See page 56 02 Anglo American plc Annual Report 20151641322803 42002*13122ARREPOSITIONING THE BUSINESS We are focusing our business on our core portfolio of world class assets (as highlighted in the map opposite) – in diamonds, platinum group metals (PGMs) and copper – that provide the raw materials to meet growing consumer-driven demand in the world’s maturing and developed economies. We are focused on making a real difference, through safe and responsible mining, to provide the ingredients to meet those aspirations – from homes, vehicles, household appliances and electronics to luxury goods such as jewellery. Our mining operations, future growth projects and exploration and marketing activities will extend across southern Africa, South and North America, Asia and Europe. Our portfolio of competitive, long life mining assets will be positioned to deliver robust profitability and cash flows through the price cycle. We are adapting to create a greatly streamlined and agile business, with the technical and marketing expertise and critical mass to compete effectively for, and to deliver, future opportunities, both within and beyond our portfolio. ZIMBABWE UNKI Product: PGMs Type: Underground, mechanised Production 2015: 66,000 ounces Reserve Life: 30 years S i t r a t e g c r e p o r t BOTSWANA SOUTH AFRICA(3) JWANENG Product: Diamonds Type: Open pit Production 2015: 9.8 million carats Life of Mine: 20 years ORAPA COMPLEX* Product: Diamonds Type: Open pit Production 2015: 10.6 million carats Life of Mine: 2-24 years NAMIBIA NAMDEB* Product: Diamonds Type: Opencast Production 2015: 0.5 million carats Life of Mine: 4-20 years DEBMARINE NAMIBIA* Product: Diamonds Type: Offshore marine mining Production 2015: 1.3 million carats Life of Mine: 20 years MOGALAKWENA* Product: PGMs Type: Open pit Production 2015: 392,000 ounces Reserve Life: >25 years AMANDELBULT* Product: PGMs Type: Underground Production 2015: 437,000 ounces Reserve Life: 13-20 years VENETIA* Product: Diamonds Type: Open pit and underground Production 2015: 3.1 million carats Life of Mine: 31 years VOORSPOED Product: Diamonds Type: Open pit Production 2015: 0.7 million carats Life of Mine: 6 years BAFOKENG-RASIMONE Product: PGMs Type: Underground Production 2015: 180,000 ounces (100% basis) Reserve Life: 25 years MOTOTOLO* Product: PGMs Type: Underground Production 2015: 115,000 ounces (100% basis) Reserve Life: 5 years MODIKWA* Product: PGMs Type: Underground Production 2015: 105,000 ounces (100% basis) Reserve Life: >27 years Bulk commodities Corporate and other IRON ORE AND MANGANESE COAL $671 million Underlying EBIT $457 million Underlying EBIT $(64) million Underlying EBIT (3)% Group EBIT Australia, Brazil, Chile, China, Europe, Singapore, South Africa Locations 30% Group EBIT 5% ROCE 9 Operating assets(2) 54,052 iron ore 3,112 manganese ore 214 manganese alloys Production thousand tonnes South Africa Brazil Australia Asset locations 21% Group EBIT 9% ROCE 19 Operating assets(2) 21,208 metallurgical – export 33,758 thermal – export Production thousand tonnes Australia South Africa Colombia Asset locations For more information See page 58 For more information See page 62 For more information See page 64 Shaded area represents countries of operation as at 31 December 2015. * Orapa complex includes: Damtshaa and Letlhakane operations; Namdeb includes Elizabeth Bay, Mining Area 1 and Orange River operations; and Debmarine Nambia relates to the Atlantic 1 operation. Amandelbult includes Dishaba and Tumela operations. Mogalakwena and Modikwa Reserve Life truncated to the last year of current Mining Right. Only five years of Ore Reserves are declared for Mototolo as per Glencore policy. Venetia Life of Mine is the combined open pit and underground operations. (1) Includes Chagres, which will be retained and remain as an integrated smelter. (2) Operating assets relates to mining or processing operations contributing to the Group’s results during 2015. Included within De Beers’ operating assets is Snap Lake, which was placed onto care and maintenance in December 2015. Kumba Iron Ore’s Thabazimbi mine, which ceased mining in September 2015, is excluded from Iron Ore and Manganese operating assets. (3) In addition to the assets listed, the Group’s platinum mines are also supplemented by Anglo American Platinum’s three smelters at Polokwane, Mortimer and Waterval, as well as its Precious Metals Refinery and Base Metals Refinery, all located in South Africa. More detailed information on our Ore Reserves and Mineral Resources can be found on our corporate website www.angloamerican.com/ore-reserves- and-mineral-resources-report-2015 03 Strategic reportAnglo American plc Annual Report 20151641322803 42002*13122AR STRATEGIC REPORT CHAIRMAN’S STATEMENT OUR BOLD STEPS TO TRANSFORM OUR FUTURE Sir John Parker In 2015, the world economy continued to struggle, with most emerging economies slowing sharply. Russia and Brazil fell into deep recessions. China’s continuing slowdown, and the associated renminbi weakness, triggered severe turbulence in financial markets and depressed demand for industrial materials. This had a major impact on the prices of our mined products and mining equities, which continued their steep fall, accelerating towards the end of the year. RESULTS Anglo American’s own basket of commodity prices, which declined by 9% in 2014, decreased by a further 24% in 2015, with our share price slumping to record lows. We delivered underlying EBIT of $2.2 billion (2014: $4.9 billion). Over the past two years, price falls have impacted underlying EBIT by $6.6 billion, of which $4.2 billion was in 2015 alone. STRATEGIC FOCUS Given that no mining company in today’s market can rely on an early uplift in prices, we have acted to create a new Anglo American with a deleveraged balance sheet. We are, therefore, refining our focus towards a core portfolio of a reduced number of world class assets. These comprise our leading positions in diamonds, platinum group metals (PGMs) and our very attractive position in copper. They are long life, competitive assets – with the mineral potential to organically grow to create an attractive new Anglo American business with good profitability through the cycle. They are also mid- to late-cycle commodities and products which afford our Group greater exposure to the fast-growing consumer sectors of the global economy, within which lie a number of next-generation clean energy and other environmental technologies that rely upon such products. We will thus, over time, rebalance the Group away from the commodities which are more heavily linked to the steel industry and the urbanisation phase of development in China and other emerging and developing economies. The restructuring will be challenging given its scale and boldness, but the streamlined organisation structure and clearly defined Operating Model under Mark Cutifani’s leadership, as well as the well-thought-through plans for discussion with our wide range of stakeholders, give us confidence in their execution. 04 DISPOSAL AND CLOSURE OF ASSETS During 2015, disposal transactions completed or announced amounted to $2.1 billion, and our disposals programme has subsequently been increased to a cumulative total of $5-6 billion by the end of 2016. Discussions are currently under way with potential buyers of our Niobium and Phosphates businesses and our Barro Alto and Codemin nickel operations in Brazil; as well as our Moranbah and Grosvenor coal mines in Australia, amongst others. Appropriate decisions about such disposals will be made over time, based on value and other factors. In light of the commodity price environment, the Company has ceased or is ceasing production at a number of operations. Operations that have been placed onto long term care and maintenance include Peace River Coal and Snap Lake (diamonds) in Canada, while Thabazimbi (iron ore) in South Africa has reached the end of its life and is being closed. Plans have been initiated to place Twickenham (platinum) in South Africa onto care and maintenance, while the Damtshaa (diamonds) operation at the Orapa complex in Botswana was placed onto temporary care and maintenance from 1 January 2016. STABILISING THE BALANCE SHEET We have seen the positive effects of productivity improvements in our operations throughout the year. These, combined with significant cost reductions, coupled with asset sales, and assisted by favourable exchange rate movements in our major countries of operation, have enabled us to keep net debt at a stable $12.9 billion, despite persistent price decreases for our commodities. LIQUIDITY AND DEBT TARGETS Despite maintaining strong liquidity, with c.$15 billion of cash and undrawn facilities, we are nevertheless taking further steps to substantially strengthen the balance sheet, thus unlocking value and supporting the rebuilding of shareholder equity. Given the current extremely low price levels for our products, which may persist for some time, we are targeting a significant reduction of our net debt to below $10 billion in 2016, and to be less than 2.5 times EBITDA in the medium term. Following on from these cost reductions and cash savings, we are targeting being free cash flow positive in 2016, at current prices and exchange rates. DIVIDEND We maintained a 32 cents per share dividend at the interim stage. However, given the sharply deteriorating commodity price environment in the second half of the year, and the need to conserve cash and reduce debt, regrettably we had to take the unavoidable step of suspending dividend payments. When we resume dividend payments, we will move to a payout ratio-based policy, which we will define at that time. Anglo American plc Annual Report 2015S i t r a t e g c r e p o r t as he had expressed a wish to concentrate on his business interests in South Africa. The Board would like to thank him for his keen commercial and strategic capability, and sound judgement over the past four years. During 2015, we commenced an external evaluation of the Board and we remain committed to doing this every three years, as well as to upgrading our internal process of evaluation in the intervening years. A WORD OF THANKS I want to particularly thank all our Board members and the executive management team led by Mark Cutifani for the professionalism and dedication to find the right strategic route through the turbulent and uncertain period we are experiencing in the mining industry. My thanks and the appreciation of the whole Board go to all our employees and contractors, who have been through and continue to face significant change as we navigate towards calmer waters. OUTLOOK Following the plunge in mining commodity prices from 2012, the outlook for raw materials remains challenging as China’s continuing slowdown unfolds and policymakers try to rebalance and restructure the economy away from its heavy reliance on infrastructure investment. In addition, the potential for higher US interest rates and a stronger dollar could present stiff headwinds for the global economy, especially emerging economies. However, with commodity prices at such depressed levels, following some four years of decline, we are finally beginning to see more supply-side discipline in certain of our commodities and a reduction in expenditure on large-scale mining expansion projects, which should in due course put a floor under prices. Against this background, Anglo American has responded with a bold plan to concentrate the business, within a strong balance sheet, on an established core of world class assets. This will place us well as China’s economy matures and as developed consumer-led economies – especially the US and Europe – continue to grow. As your Chairman, I believe that the new Anglo American will be more resilient and positioned to generate sustainable positive returns and growth for shareholders through the mining cycle. OUR STRATEGIC REPORT Our 2015 strategic report, from pages 2 to 64, was reviewed and approved by the Board on 15 February 2016. Sir John Parker Chairman SAFETY One critical and enduring priority for us is the Board’s continued close involvement with safety. We make no apology that safety performance is at the front end of our agenda at every Board meeting, with our goal being to achieve zero injuries. In 2015, our Group regrettably recorded six fatalities. However, this level, while six too many, equals the record low figure reported in 2014 – when the number of hours worked at many of our deep level, and potentially hazardous, platinum mines was significantly lower owing to a five-month period of industrial action. Any death while on company business saddens us all. In our Sustainability Committee, under the dedicated chairmanship of Jack Thompson, himself an experienced miner, we investigate the causes and lessons learnt for each loss of human life in great detail. Our much improved second six months with, notably, a fatality-free final quarter, was particularly encouraging. VALUES AND CULTURE In today’s increasingly stringent legal and regulatory environment, mining companies are being subjected to unprecedented close scrutiny by their various stakeholders. This behoves everyone who works for Anglo American to constantly work on building the trust that is an integral part of our deep-seated reputation for doing the right thing, including a respect for human rights everywhere, and to show zero tolerance to any form of bribery and corruption. During the year, the Board requested outside input and challenge in assessing the Ethical Framework at Anglo American. Following on from this, several recommendations were made and considered by the Board. Implementation of the recommendations approved by the Board will take place during 2016. As a Board, we acknowledge that, in practical terms, the ‘tone from the top’ starts with us, regardless of the state of the market. This is particularly true for me as your Chairman in my dealings with Board members, senior management and all manner of stakeholders. It is also the case for our Chief Executive, and his management team, who are required to conduct all engagements – both inside and outside the business – with the respect and integrity demanded. And it is how each of us, as employees of Anglo American, should embody the Company’s values in our daily work. Actions and behaviours speak louder than any words and set the tone at all levels in our organisation. In these exceptionally tough times for our industry, it is especially important that our integrity, consistency in behaviour and transparency in all our dealings remain paramount. THE BOARD Succession planning at Board level for all Board members, including the Chairman, is kept under regular review by the non-executive directors and the Nomination Committee. Tony O’Neill, our Group Director of Technical and Sustainability, was appointed to the Board in July as Technical Director, and I should like to acknowledge his vast mining experience, knowledge, inventiveness and the strong leadership he has brought to our technical team, particularly in supporting the turnaround of underperforming operations. We have also, with great regret, had to accept the resignation of Phuthuma Nhleko 05 Strategic reportAnglo American plc Annual Report 2015 STRATEGIC REPORT OUR BUSINESS MODEL OUR BUSINESS MODEL TOGETHER, WE CREATE SUSTAINABLE VALUE THAT MAKES A REAL DIFFERENCE 06 BUSINESS INPUT CAPITALS CREATING VALUE THROUGH MINING THE RAW MATERIALS REQUIRED TO MEET GROWING CONSUMER- DRIVEN DEMAND These capitals are the key stocks of value that are increased, decreased or transformed through the activities of our organisation, over the short, medium and long term. FINANCIAL Our shareholders own the business. They expect attractive, sustainable returns, reflecting the risk they take in funding the business. HUMAN Our people are the business. We aim to resource the organisation with a capable, engaged and productive workforce. We are committed to ensuring no harm comes to any of our workforce. INTELLECTUAL We aim to drive aggressive innovation to support consistent over-delivery on commitments. We link our technical and marketing knowledge to ensure we invest our efforts in the key leverage points in the ‘mine to market’ value chain. NATURAL In order for us to mine, we first need to find locations rich in the minerals our customers need. Once operational, we require water, electricity and fuel in order to run our mines, process our products and move them to our customers. MANUFACTURED Throughout our value chain, we require a host of specialised equipment. The products we purchase, through our optimised supply chain, must deliver optimum value. SOCIAL AND RELATIONSHIPS Open and honest engagement with our stakeholders is critical in gaining and maintaining our social and legal licence to operate and, therefore, the sustainability of our business. The transition to a more streamlined business delivers a portfolio uniquely positioned for the expanding consumer-driven markets through: • Focusing on those commodities positioned to meet the shift away from infrastructure investment towards consumer-driven demand, i.e. diamonds, PGMs and copper. • Retaining and developing our highest quality world class ore bodies with competitive industry cost positions, driving sustainable profitability throughout the cycle. • Streamlining the portfolio, though preserving balance to ensure there is not over-reliance on any one product group or geography, while retaining established technical and marketing capabilities and the critical mass to compete effectively for, and deliver, future opportunities. OUR DIVERSE VALUE CHAIN… As a company, we operate across the entire mining value chain – from exploration through to marketing. Although we are focused on resource development, mining and operations, we are developing other areas of the value chain, e.g. our marketing capabilities, when we can see opportunities to deliver increased value. Find: our exploration teams discover mineral deposits in a safe and responsible way to replenish the Mineral Resources that underpin our future success. Plan and build: working with all our stakeholders, we plan and build some of the most effective, efficient and environmentally sound mines in the world. Mine: we operate open pit and underground mines, although we will move to predominantly open pit mining as we transition the portfolio. Process: we generate additional value by processing and refining many of our products. Move and market: we provide products to our customers around the world, meeting their specific technical and logistical requirements. Close or divest: In whatever way we exit an operation, we do so in accordance with our Good Citizenship Business Principles, with a focus on the social and environmental impact. STRATEGY The Group Management Committee (GMC) is responsible for developing Anglo American’s strategy and policies, as discussed and approved by the Board. Implementation of the strategy is monitored by the GMC, and measured through our KPIs, against our pillars of value. For more information See page 14 Anglo American plc Annual Report 2015CREATING VALUE THROUGH MINING THE RAW MATERIALS REQUIRED TO MEET GROWING CONSUMER- DRIVEN DEMAND CAPITAL ALLOCATION With a high quality asset portfolio and diverse value chain, we can focus our effort and capital at the points in the value chain that deliver most value, according to the commodity we are mining and current and projected market conditions. I O N S H I P S T A L E L R S O C I A FIND S P I H S N O I T A L E R L A I C O S CLOSE OR DIVEST MOVE AND MARKET PLAN AND BUILD S O C I A L R E L A T I O N S H I P S MINE S O C I A L R E L A T I O N S H I P S MEASURING VALUE THROUGH OUR SEVEN PILLARS SAFETY AND HEALTH To do no harm to our workforce. ENVIRONMENT To minimise harm to the environment. SOCIO-POLITICAL To partner in the benefits of mining with local communities and governments. PEOPLE To resource the organisation with an engaged and productive workforce. PRODUCTION To extract our Ore Reserves in a sustainable way to create value. COST To be competitive by operating as efficiently as possible. FINANCIAL To deliver sustainable returns to our shareholders. PROCESS For more information See page 34 SOCIAL RELAT I O N S H I P S For more information on how we allocate capital See page 21 RISK MANAGEMENT GOVERNANCE Risk is inherent in all our business activities. We are committed to an effective, robust system of risk identification and an effective response to such risks to support the achievement of our objectives. The aim of good governance is to promote excellent decision-making and the effective execution of those decisions. In practice, this means ensuring decisions are made by the right people, with the right information, at the right time and that they are then executed effectively. Our governance controls throughout the business ensure that we act ethically and with integrity for the benefit of our people, our stakeholders, our business and the world at large. For more information See page 40 For more information See page 65 07 Strategic reportAnglo American plc Annual Report 2015 STRATEGIC REPORT MARKETPLACE REVIEW MARKETPLACE REVIEW 2015 proved to be yet another challenging year for the mining industry – continued economic uncertainty, slowing economic growth and demand, and the resulting sharply lower commodity prices led to the value of many mining companies falling to historic lows and management teams having to implement a range of initiatives to reduce operating and capital costs, to conserve cash and protect their balance sheets. THE SHIFTING GLOBAL ECONOMIC ENVIRONMENT A number of global trends have developed in recent years that have had a significant bearing on the economic performance and prospects of many countries that play a major role in the global trade of mined products: CHINA’S SLOWDOWN According to the IMF, global GDP increased by 3% in 2015, compared with 3½% in 2014. Since the global financial crisis in 2008/09, the world economy’s growth rate has consistently fallen short of its pre-crisis levels, raising concerns about a protracted ‘secular stagnation’ within the advanced economies, in which growth is persistently weak. In the emerging economies, average growth rates are likely to remain depressed as China’s infrastructure-fuelled boom fades. The IMF estimates that the advanced economies grew by 2% in 2015, slightly faster than in 2014. While growth picked up modestly in the US, Europe and Japan, it remains subdued relative to the pre-crisis trend, and there are worries the crisis has had a long term detrimental effect on the future path of output. The emerging economies experienced a further marked slowdown in 2015, with aggregate growth of 4% compared with 4½% in 2014. China’s economy has slowed significantly in recent years as it has begun to mature following a period of unprecedented national infrastructure development that absorbed ever larger volumes of raw materials, particularly iron ore and metallurgical coal for steel production. Most forecasters expect a further slowdown over the next five to 10 years, reflecting the end of the investment boom, diminishing potential for ‘catch-up’ growth, a shrinking workforce, and a significant debt overhang in the corporate sector. The continuing slowdown in China is inevitably inflicting damage on other emerging economies, and especially among mining-commodity producers. Economists are now becoming more cautious about medium term growth prospects in these economies. Brazil and South Africa have suffered particularly from the drop in commodity prices, which has only been partly offset by their weaker currencies. Their underlying potential growth rates have fallen to around 2%-2½% a year compared with 3½%-4% at the height of the commodity boom. 2014 2010 2005 2000 2014 2010 2005 2000 2014 2010 2005 2000 % 60 57 42 23 50 38 22 12 45 34 15 5 Iron ore Copper Nickel Source: IMF 80 70 60 50 40 30 20 10 0 1952 1962 1972 1982 1992 2002 2012 Household consumption Investment Source: China’s National Bureau of Statistics India’s economy is the exception to this weaker growth story. Following the election of Narendra Modi’s Bharatiya Janata Party, GDP growth has picked up markedly. If the new government implements more far-reaching reforms, the economy could see its growth rate running at around 7%-8% per year in the medium term. THE TRANSITION OF EMERGING ECONOMIES China’s slowdown is, however, also a corollary of the authorities’ determination to rebalance and restructure the economy. Over the past two decades, the country has experienced an extended investment boom. The government is now promoting a less capital-intensive growth model. Inevitably, this implies lower aggregate economic growth rates and weaker demand growth in many commodity-intensive sectors, such as steel and cement, albeit mitigated by potentially stronger demand for other metals and minerals, including diamonds, PGMs and copper. 08 Anglo American plc Annual Report 2015 Indexed 2015 commodity prices . 0 1 = 5 1 0 2 y r a u n a J 1 , x e d n I e c i r P 1.1 1.0 0.9 0.8 0.7 0.6 0.5 (15)% Thermal coal (15)% Diamonds (24)% Platinum (24)% Anglo American Metallurgical coal (26)% (28)% Copper (29)% Nickel (34)% Iron ore Jan 2015 Iron ore (Platts 62% CFR China) Metallurgical coal Thermal coal Source: Anglo American Commodity Research Copper Nickel Platinum Diamonds Anglo American basket price Dec 2015 SUPPLY OF COMMODITIES EXCEEDING DEMAND The decline in investment expenditure in China has weighed particularly on prices for metals and minerals. As a result, 2015 marked a year of much weaker demand growth for most mined commodities, while supply continued to increase. A number of supply cuts have been implemented across the mining industry. To date, however, such cuts have proved to be insufficient to stimulate a meaningful price recovery in the absence of stronger demand growth. Diamonds End-consumer demand for diamonds continued to be robust in the US, which is the largest consumer market for polished diamonds, with an estimated 45% share of demand. Chinese demand growth for diamond jewellery saw a considerable slowdown after being the engine of growth for the industry in the last decade. Other emerging markets saw weaker consumer demand, exacerbated by the strength of the US dollar. The resulting demand weakness was amplified into the value chain, with jewellery retailers reducing their desired stock levels and, consequently, their purchasing from the midstream. Faced with lower polished demand and high stocks, built up during 2014 and early 2015, the midstream sector reduced its demand for rough diamonds, which caused a build-up of inventory, with downward pressure on rough diamond pricing. Looking forward, global carat production is expected to grow followed by a period of stabilisation. Post-2020, there is potential for a production decline given the lack of recent discoveries of significant scale and depletion of the resource base. This decline in production, combined with the expected growth in consumer demand for diamond jewellery, points to strong prospects for the diamond business in the medium to long term. Precious metals Platinum production recovered from strike-affected 2014 levels, with an estimated 14% increase in mined supply, to reach levels similar to 2013. Supply from autocatalyst recycling, however, is thought to have decreased as recyclers held onto scrap in the low price environment. Higher platinum offtake by the autocatalyst and industrial sectors was largely offset by lower demand from the jewellery sector. Combined with outflows from physical exchange traded funds (ETFs), the net effect was a more balanced market in comparison with the substantial market deficit in 2014. Palladium demand for autocatalyst and industrial applications was relatively stable year-on-year. In line with the platinum market, the increase in mined supply, together with outflows from ETFs, reduced the significant market deficit recorded in 2014. The weak South African rand contributed to the steady decline in PGM prices through 2015. Although, in the near term, the growth outlook for PGMs is unclear due to potentially reduced platinum jewellery demand in China and uncertainty surrounding the autocatalyst market, longer term demand is forecast to be robust given the expected demand for new and cleaner vehicles in maturing economies, coupled with increasingly stringent global emissions legislation. Base metals Slowing demand growth was a key contributor to the weak copper market during 2015 – global consumption was below expectations, while forecasts for Chinese demand growth in particular have been scaled back. Although cuts or unintended disruptions to output increased during 2015, removing close to 1.2 Mt of copper from global mined production, recently commissioned mines are now ramping up and are set to add considerable tonnage to the market over the medium term. Over the long term, supply is expected to struggle to meet growing demand given limited sources of new primary copper supply, declining grades and more challenging mining conditions in the existing global portfolio of ageing copper mines. Despite the ban on Indonesian exports of nickel ore continuing in 2015, a number of factors negatively affected the nickel market. These included an abrupt fall-off in Chinese (and global) stainless steel production, by far the largest end-using sector of nickel, as well as Chinese nickel pig iron output beating expectations. Refined production growth outside of China also remained reasonably strong in the absence of significant price-induced cutbacks, even as the declining price cut deep into the global cost curve. As a consequence, LME inventories increased throughout the year, reaching unprecedented levels by year end. Bulk commodities Steel demand fell globally by about 3% in 2015 – the first annual decline since 2009 – largely due to Chinese demand softening by around 5%. This resulted in a decrease in the consumption of both metallurgical coal and iron ore. Iron ore fundamentals deteriorated on the back of declining global demand and strong growth in low-cost supply, particularly from Australia. A number of new projects are ramping up, or are expected to be commissioned in the near future, delivering a total of 250 Mtpa of new supply since 2013, equivalent to 12% of 2015 global supply, compared with demand growth of only 50 Mtpa. 09 Strategic reportAnglo American plc Annual Report 2015 STRATEGIC REPORT MARKETPLACE REVIEW MARKETPLACE REVIEW continued In metallurgical coal, the slump in Chinese imports largely offset stronger demand from India and other Asian markets, with overall seaborne trade reducing slightly from 290 Mt in 2014, to around 275 Mt. While Australian supply was maintained, other less competitive sources such as the US and Canada were displaced. The impact of China’s slowing growth profile, coupled with an increase in hydro-power generation in the country, also affected thermal coal demand there, with imports falling by c.25% year-on-year. However, the continued reliance on thermal coal for power generation, particularly in the developing world, has limited the downward price impact of slowing growth relative to other bulk commodities. PROLONGED DOWNTURN IN COMMODITY PRICES The combination of subdued demand and, in some instances, oversupply of commodities has placed significant downward pressure on prices. The chart on page 9 shows the percentage reduction in the prices of the metals and minerals produced by Anglo American over the course of 2015. As the global market for commodities has deteriorated, the mining sector has been characterised by a marked reduction in costs in most regions, resulting in average industry costs falling; for example, metallurgical coal costs have declined by an estimated 15% over the year. However, the oversupply of many commodities has meant that prices have generally fallen by considerably more than costs, which has led to a significant portion of the industry becoming loss-making. CHALLENGES FACING THE MINING INDUSTRY AND ANGLO AMERICAN In light of the global trends described above, there are a number of challenges currently facing the mining industry and Anglo American, including: REDUCING COSTS Significant cost reductions and efficiency efforts are being undertaken across the mining industry in a bid to improve relative positions on commodity cost curves and, hence, profitability. The measures being taken include: headcount reductions; a focus on core assets to improve productivity, with many companies taking the decision to close capacity and remove high cost production; and maintaining strong capital discipline. Lower oil prices have helped many producers lower their input costs (although higher energy costs and high inflation in both South Africa and Brazil have hampered cost reduction efforts in those commodity producing countries), while the devaluation of many local currencies is also helping miners’ costs in US dollar terms. One of the effects of weakening local currencies, however, is that marginal producers are being supported for longer, thereby prolonging the period of oversupply. MANAGING CAPITAL ALLOCATION PRIORITIES AND REDUCING DEBT The now lengthy period of commodity price weakness has had a significant impact on the health of mining companies’ balance sheets. Across the mining sector, companies are making efforts to preserve cash and reduce capital commitments. Capital expenditure – both future commitments and actual spend – has been cut considerably, with few new projects being approved for development and, indeed, corporate focus has now shifted to placing loss-making, excess capacity onto care and maintenance. A MORE DIFFICULT MINING ENVIRONMENT Grade deterioration and ore reserve depletion are important determinants of both longer term supply requirements and cost trends. A wide variety of factors is likely to continue to provide structural upward cost pressure, including: availability of both water and power; declining head grades; technical problems; increasing infrastructure costs as mines are built in more remote locations; and the shift to underground mining as easy to access near-surface ore bodies are depleted. Consequently, mining companies face a significant challenge to reduce costs and improve productivity against a background of limited investment appetite and few significant breakthroughs in technological capability. Technological innovation and a focus on operational improvements are likely to be critical to the achievement of sustainable cost and productivity improvements. STAKEHOLDER ACTIVISM AND GOVERNMENT REGULATION Mining companies across the world are facing greater demands and expectations from increasingly vocal stakeholder groups, with often competing interests. Governments, which had become used to high levels of revenue from mining at the peak of the commodity cycle, are having to adjust to a much more challenging environment. They are under pressure to strike a balance between delivering more benefit and regulatory reform, while at the same time not deterring much-needed private sector investment. TRAINING AND RETAINING SKILLED EMPLOYEES AND MAINTAINING SOUND LABOUR RELATIONS As mining methods become more technically complex, the need to train and retain skilled staff becomes ever more important. In an environment where older, less-productive mines are being placed onto care and maintenance or sold, and technical innovation leads to more mines being mechanised, maintaining positive labour relations enables business continuity and enhanced productivity, as skilled labour shortages and industrial unrest can significantly affect production and costs. 10 Anglo American plc Annual Report 2015ANGLO AMERICAN’S RESPONSE In response to the significant challenges facing the mining industry as a whole and Anglo American, including the lower commodity price environment, we have set out the details of wide-ranging measures that will sustainably improve cash flows and materially reduce net debt, while focusing the Group’s strategy and streamlining the organisation. Anglo American will be focused on competitive, long life assets with considerable organic growth opportunities that mine the materials expected to benefit from long term, consumer-driven growth trends as the global economy evolves and developing economies mature. FOCUS ON DE BEERS, PGMS AND COPPER • Materially streamlined core portfolio of 16 assets • Improved competitive profile – advantaged cost positions, world class ore bodies, and balance of geographic and end markets • Asset quality, mineral endowment options and scale to support future opportunities • Differentiated, premium positioning for expanding consumer-driven markets. PORTFOLIO TRANSFORMATION UNDER WAY CASH FLOW ENHANCEMENTS FURTHER STRENGTHEN BALANCE SHEET • Nickel, Niobium and • $1.9 billion of cost and Phosphates, and Moranbah and Grosvenor metallurgical coal disposal processes under way • Further progress made on other previously announced disposal processes, including certain platinum assets in South Africa, and thermal and metallurgical coal operations in South Africa and Australia. productivity improvements in 2016, expected to continue into 2017 and beyond as the organisation is aligned with streamlined portfolio • Step change 50% ($250 million) central and global support cost reduction in the medium term • 25% year-on-year reduction in total capex expected, to less than $3.0 billion in 2016 • Dividend suspended and will resume with payout ratio when appropriate • Strong liquidity maintained, with c.$15 billion of cash and undrawn facilities. FOCUSED PORTFOLIO THAT DELIVERS SOCIO-ECONOMIC TRENDS Current global economic trends suggest slowing demand growth for infrastructure investment commodities, towards more consumer-driven product demand. 512 million Forecast number of middle class households in China and India combined by 2030, compared to 204 million in 2015, a 150% increase. 9 Nine of the most important jurisdictions worldwide – covering 80% of global car sales – are adopting more stringent vehicle emission and fuel economy standards. $270 billion Global new investment in renewable energy in 2014, an increase of 17% on 2013. Sources: Bain & Company, The International Council on Clean Transportation, Frankfurt School – UNEP Collaborating Centre, Copper Development Association Inc., and Clean Energy Ministerial. CONSUMER TRENDS The burgeoning middle class in emerging markets is stimulating consumer spending, while the developed world is experiencing rising demand for clean energy technologies and renewables. 2%–4.5% Global rough diamond demand in real value terms is expected to grow between 2% and 4.5% annually over the next 15 years. 20 million The number of electric vehicles, including plug-in hybrid and fuel cell vehicles, the Electric Vehicles Initiative seeks to help deploy by 2020. 9,000 lbs A photovoltaic solar farm plant can use approximately 9,000 lbs of copper per megawatt of peak capacity. Meeting global consumer- driven demands ANGLO AMERICAN DELIVERS Our core portfolio will focus on De Beers, PGMs and Copper, driven by consumer-driven markets. De Beers Through our 85% interest in De Beers, the world’s leading diamond company, we offer a differentiated and high quality position to meet growing consumer demand. PGMs As the world’s leading PGM producer, we are helping to develop innovative technologies in fields such as automotive, clean energy and chemicals. Copper With interests in two of the world’s largest copper mines, we supply copper products to a range of industries, including telecommunications, renewable energy technologies and electric vehicles. For more information See page 16 11 Strategic reportAnglo American plc Annual Report 2015 STRATEGIC REPORT CHIEF EXECUTIVE’S STATEMENT CREATING THE NEW ANGLO AMERICAN Mark Cutifani The global economic environment and its effects on prices presented the industry with significant challenges during 2015. Against the strong headwinds of a 24% decrease in the basket price of our products, our ongoing intense focus on operational costs and productivity delivered a $1.3 billion(1) underlying EBIT benefit in the year, providing some mitigation. Weaker prices accounted for a $4.2 billion negative impact to underlying EBIT, while weaker currencies in our producer countries served to provide $1.8 billion of mitigating benefit. The net negative effect of $2.4 billion was the major driver of the 55% decrease in underlying EBIT to $2.2 billion for the year. Overall, our copper equivalent unit costs(2) reduced by a further 16% in US dollar terms, representing a 27% total reduction since 2012. Despite our internal improvements, underlying EBITDA decreased by 38% to $4.9 billion and underlying earnings reduced by 63% to $0.8 billion. We have, however, been able to maintain our level of net debt and liquidity at $12.9 billion and $14.8 billion respectively, through improvements we have made to the business, significant capex reductions, making the tough decisions on some of our more marginal assets and the delivery of our asset disposal commitments. Recalibrated commodity price assumptions and losses on the disposal of certain assets have caused us to record pre-tax impairments and related charges in the second half of $3.8 billion. Safety and environmental performance is a leading indicator of how businesses are run. The greater the degree of planned work and stable operations, the safer our people will be. In 2015, we achieved the Group’s best safety performance in a full production year, reflecting the intense focus on high risk activities, standards and controls. I am particularly pleased with the 80% reduction in environmental incidents since 2013. However, I am deeply saddened to report that we lost six of our colleagues during the year, reminding us in the most acute way how much work we still have to do to ensure our people go home safely from work every day. I am encouraged, though, by the significant improvement in the second half of the year, with a fatality-free final quarter. The achievement of this milestone reminds us all that our goal of zero harm is achievable. (1) Excludes $0.8 billion volume downside at De Beers in response to market conditions. (2) See page 180 for the definition and calculation of copper equivalent unit costs. (3) The Life of Mine plan for Mogalakwena mine extends until 2105, beyond the current Mining Right expiry (in 2040). Applications for extensions to the Mining Right will be submitted at the appropriate times. There is reasonable expectation that such extensions will not be withheld. 12 OPERATIONAL PERFORMANCE In my previous annual statement I reiterated that creating a platform of operational excellence is fundamental to delivering the full potential from our asset base, independent of the market’s external influences. In fact, weaker markets emphasised a greater need for operating discipline, to ensure that we are operating to deliver optimal cash flows while preserving the assets’ longer term integrity. In 2015, we have continued to focus our attention on those assets that contribute the majority of earnings to Anglo American and that offer us the greatest upside potential. Of particular note, our two world class copper assets in Chile have both recovered well from their respective challenges. The mitigation plans put in place at Los Bronces in response to the water shortages in the first half of 2015 proved effective and, once those water constraints were lifted following much-needed snowfall, the operation’s strong performance in the second half of the year delivered total annual production of 401,700 tonnes, just 1% below the prior year. Similarly at Collahuasi, where certain plant stability issues were identified early in the year, the operation delivered an exceptional performance in the last quarter, resulting in production of 200,300 tonnes (attributable) for the year, only a 3% decrease, despite the major challenges that were confronted. In our Platinum business, the flagship Mogalakwena mine, with more than 25 years of Reserve Life(3) and a highly competitive cost position, achieved a further 6% increase in production to 392,000 ounces for the year. The strong mining performance resulted from a number of operational enhancements, including improved equipment efficiencies, better drill penetration rates, increased shovel loading hours and truck loads, while higher grade and increased concentrator recovery performance combined to deliver record production. In Australia, at our underground longwall metallurgical coal operations, we have seen significantly improved performance underpinned by improved cutting rates. This has been achieved by embedding automation to enable bi-directional cutting at Grasstree, resulting in record production at that mine through a 40% increase in run-of-mine tonnes. Bi-directional cutting is also planned to be rolled out at Moranbah in 2016, building on the 7% increase in run-of-mine tonnes achieved in 2015. At both operations, the implementation of the Operating Model has resulted in the stabilisation of processes through detailed planning while driving accountabilities to the operating teams. At the Sishen iron ore mine in South Africa, the sharply deteriorating iron ore price during 2015 caused us to take a fresh look at the already revised mine plan, with a focus on reducing operating costs further. This work is in progress and requires a significant scaling back of the mine’s considerable waste stripping activities, achieved by redesigning the pit to a smaller and lower cost configuration, to preserve the economic sustainability of the mine through Anglo American plc Annual Report 2015S i t r a t e g c r e p o r t a potentially prolonged iron ore price environment. As a result, Kumba is targeting a cash break-even position at an iron ore price of less than $40 per tonne. In Brazil, our Nickel business has benefited from the tough decision, in 2014, to intervene to rebuild the two furnaces. The 12-month rebuild process was delivered ahead of plan and below budget and without a single lost time injury – a remarkable achievement for the entire team. First production was achieved in September 2015, and we have seen a 10% improvement in C1 unit costs compared with 2014, largely as a result of having two furnaces operating at their full design capacity. DELIVERING PORTFOLIO COMMITMENTS Our portfolio transformation is well on track, from c.65 assets in 2013 to 45 today. We completed or announced $2.1 billion of disposal transactions in 2015, largely from the $1.6 billion completed sale of our 50% interest in Lafarge Tarmac to Lafarge SA, as agreed in 2014. This transaction brought the aggregate proceeds received by Anglo American for the sale of its Tarmac assets to approximately $2.5 billion since the decision to sell Tarmac in 2008. We have subsequently also announced the sale of our interests in the Tarmac Middle East businesses to Colas, part of the Bouygues Group. In Copper, we completed the sale of our Norte assets (Mantoverde and Mantos Blancos) in Chile to an Audley Capital-led consortium for $300 million, with potential upside. We have since agreed a number of other transactions, including the sale of the Rustenburg platinum operations to Sibanye Gold for at least ZAR4.5 billion in nominal terms (approximately $275 million) and the sale of the Dartbrook thermal coal mine in Australia to Australian Pacific Coal for up to A$50 million (approximately $36 million). Post the year end, we agreed the sale of the Callide thermal coal mine in Australia to Batchfire Resources for an undisclosed sum; this transaction remains subject to a number of conditions. We have made significant progress, albeit in an environment that has been deteriorating at a faster pace. CREATING THE NEW ANGLO AMERICAN We are taking decisive action to sustainably improve our cash flows and materially reduce net debt, while focusing on our most competitive assets. We will focus the portfolio on our global leadership positions in diamonds and PGMs and our world class position in copper. This unique combination of assets, enhanced by our commercial marketing expertise, will have the advantage of benefiting from the ongoing shift away from infrastructure investment towards consumer- driven demand, positioning Anglo American for these expanding markets. We will manage our other assets, in bulk commodities and other minerals, for cash generation or disposal over time. We have a detailed series of measures, including the delivery of $1.9 billion of cost and productivity improvements, to deliver positive free cash flow in 2016 and beyond, and an additional $3-4 billion in asset disposal proceeds. As a result, we are targeting a net debt reduction of $3 billion to less than $10 billion in 2016, assuming current commodity prices and exchange rates, and are targeting net debt of $6 billion in the medium term, supporting a return to a solid investment grade credit rating. We of course recognise the current challenging environment in which to deliver disposals. We are already engaged with parties interested in several of our assets, but we will only complete those transactions which deliver appropriate value for our investors. So, while we have accelerated our disposal processes, and given our targeted positive free cash flow and our robust liquidity position, we will take appropriate time to secure value outcomes from the disposal programme. The materially streamlined core portfolio of 16 assets will also enable a step change 50% reduction in central and global support costs and a c.60% reduction in indirect headcount as assets are sold and central support requirements are downsized and recalibrated. Our core portfolio creates a highly attractive, competitive and well balanced business, with the leverage of scale, technical expertise and mineral endowment options, which offer considerable upside potential over the long term. By taking such action, we are creating a Group that will also be significantly stronger in the short term – it will be streamlined, focused, with lower overhead and indirect costs and positioned to deliver robust profitability and cash flows through the cycle. PARTNERS IN THE FUTURE During the year we maintained our work on developing strong relationships with host communities and continued the roll-out of our stringent Social Way standards across our businesses. Performance against Social Way requirements improved significantly in 2015, although a continuing focus will be required to achieve full compliance by the end of 2016. Just as 2015 was a difficult year for the mining industry, it was a challenging one for host communities, with the implementation of operational efficiency measures, the placing of mines onto care and maintenance and mine closures negatively affecting host communities, as evidenced by protests in mining communities across South Africa. In response, we have continued to roll out our new approach to socio-economic development which leverages our value chains and skills, focusing in particular on local procurement, enterprise development, and local government capacity development. We have also developed a unique diagnostic tool to measure progress and effectiveness in this critical area and this is being deployed at certain of our operations. 13 Strategic reportAnglo American plc Annual Report 2015 STRATEGIC REPORT CHIEF EXECUTIVE’S STATEMENT We have continued to engage in broader dialogues about society’s expectations of the mining industry, not least to ensure that we are listening to what our host communities need. The engagement between mining companies and faith groups continues to yield productive discussions, with events held in Rome and Cape Town and a number of site visits organised to help contextualise the nature of the challenge while also highlighting proven successes. We have also continued to integrate the Development Partner Framework, whose development was hosted by the Kellogg Innovation Network at Northwestern University, into our own approach to managing community relations. OUTLOOK The world economy continued to struggle in 2015, with output growth falling short of expectations yet again. There were signs of encouragement in the advanced economies, mainly reflecting some improvement in Europe. But emerging economies, particularly the large commodity producers, suffered from the effects of China’s marked slowdown. Over the next few years, most forecasters expect a strengthening of global economic growth, albeit gradually, principally in response to firmer recoveries in the US and Europe. Consumer spending is picking up and business investment should strengthen. India’s economy should continue to grow more strongly, in contrast to more subdued activity in Brazil, Russia and South Africa. China’s economy is adjusting to its ‘new normal’. Its aggregate growth rate is falling owing to several longer term trends: the end of its infrastructure investment boom, less potential for ‘catch-up’ growth, an ageing population, and a debt overhang in the corporate sector. Its demand for some commodities – notably those most related to infrastructure OUR STRATEGY IN ACTION OUR MISSION AND VISION DRIVING CHANGE OUR MISSION: Together, we create sustainable value that makes a real difference OUR VISION: To be partners in the future FOCUS THE PORTFOLIO Prioritising time and capital on the assets that offer the most attractive long term value creation potential FOCUS ON DELIVERY Maintaining a highly competitive mindset with innovation and outstanding delivery at the forefront of how we drive change DEVELOP CORE BUSINESS PROCESSES Becoming industry leaders in critical areas, extracting maximum value from our assets and products $2.1bn $2.1 billion disposal transactions completed or announced in 2015 A number of operations across the Group have ceased or are ceasing production $1.3bn $1.3 billion(1) of cost and productivity improvements delivered in 2015 $2.0bn $2.0 billion capex reduction to $4.0 billion, including a 30% decrease in SIB capex in 2015 >$400m >$400 million underlying EBIT improvement from marketing activities since 2013 ~$100m Avoided energy costs in 2015 driven by ECO2MAN and business improvement projects CREATE A HIGH PERFORMANCE CULTURE Ensuring our organisation and people have the critical core skills to improve returns 1,500 Indirect support roles reduced by 1,500 in 2015 (1) Excludes $0.8 billion volume downside at De Beers in response to market conditions. 14 DEFINING OUR FUTURE A CHANGING WORLD The ongoing economic slowdown in developing countries and the precipitous fall in commodity prices requires Anglo American to strengthen its balance sheet, while focusing its strategy, acting decisively to achieve our ambition… “To create a resilient business that delivers robust profitability and sustainable, positive cash flows through the price cycle.” Anglo American plc Annual Report 2015investment such as iron ore and coal – is likely to remain weak for several years. But there are some encouraging signs of a gradual rebalancing of the economy. Consumer spending has been robust and many analysts expect this trend to continue, which implies a more positive and sustainable demand outlook for diamonds, PGMs and copper, amongst others. THANK YOU On behalf of my colleagues on the Group Management Committee, I would like to thank all our people across the business and our widespread and diverse stakeholders for their hard work and support. This is a period of considerable change in Anglo American’s long history of evolution and I appreciate the support of our stakeholders in helping to deliver the sustainable value that we all demand and expect. I also thank the members of the Board and our chairman, Sir John Parker, for their wise counsel and unwavering support for the changes we are making to create the new Anglo American. Mark Cutifani Chief Executive DECISIVE ACTION In order to achieve our ambition, delivery of the measures set out on page 11 will now form the focus of our strategic imperatives: • Focus on De Beers, PGMs and Copper • Portfolio transformation under way • Cash flow enhancements to further strengthen the balance sheet THE NEW ANGLO AMERICAN A streamlined, competitive business with a clear and differentiated investment proposition. Strategically advantaged world class assets: World class ore bodies with competitive industry cost positions and long reserve lives. Materially streamlined business: Moving from 45 to 16 core assets across diamonds, PGMs and copper. Well-balanced portfolio: No over-reliance from any one product group or geography and retaining the critical mass to compete effectively for, and deliver, the attractive future growth opportunities across the portfolio. Sustainable profitability: With competitive cash cost profiles and long lives, the portfolio will be positioned to produce sustainable profitability through the cycle. Differentiated, premium positioning for expanding consumer-driven markets: Enhanced by our marketing expertise, the Group will be positioned to benefit from changing demand patterns as the global economy evolves and as emerging market economies mature. We measure our performance through our pillars of value which underpin everything we do Safety and Health Environment Socio-political People Production Cost Financial REMUNERATION Anglo American’s remuneration policy for executive directors is designed to encourage delivery of the Group’s strategy in a responsible and sustainable manner. The main elements of the remuneration package are basic salary, annual bonus and long term incentive plan (LTIP). ANNUAL BONUS Annual bonus performance measures include: • 50% on underlying earnings per share (EPS). EPS is one of the Group’s key financial measures of performance and is set on an annual basis to ensure targets are demanding yet realistic • The remaining measures are non-financial and include project delivery, capital allocation, business improvement, stakeholder engagement and employee development • A deduction is applied if safety targets are not met. To help ensure sustainable long term performance, 60% of any annual bonus is deferred into shares for a minimum of three years and is subject to clawback. LONG TERM INCENTIVE PLAN The LTIP performance measures are aligned to our strategic objectives over a three-year performance period. Vested LTIP awards are subject to clawback and must be held for an additional two years, to encourage alignment of executive and shareholder interests. The LTIP performance measures and weightings are: • 25% Group total shareholder return (TSR) relative to the Euromoney Global Mining Index • 25% Group TSR relative to the FTSE 100 index • 50% attributable ROCE to reflect the strategic focus on disciplined capital allocation. For more information go to Key Performance Indicators page 34 15 Strategic reportAnglo American plc Annual Report 2015 STRATEGIC REPORT STRATEGIC IMPERATIVE FOCUS THE PORTFOLIO At Anglo American, we are accelerating our strategic transformation by focusing on our core portfolio to meet changing market demand dynamics. World class, long life assets, focused on De Beers, PGMs and Copper, will create a well-balanced and financially sustainable business. DRIVING CHANGE DEFINING OUR FUTURE DISPOSAL TRANSACTIONS COMPLETED OR ANNOUNCED IN 2015 $2.1 billion IN LIGHT OF THE COMMODITY PRICE ENVIRONMENT WE HAVE CEASED, OR ARE CEASING, PRODUCTION AT A NUMBER OF OPERATIONS SALE OF PLATINUM’S RUSTENBURG OPERATIONS AGREED; COPPER’S NORTE ASSETS SOLD Price upside potential from both transactions. STRATEGIC FOCUS ON: De Beers, PGMs and Copper DISPOSALS TARGET IN 2016 $3-4 billion MATERIALLY STREAMLINED CORE PORTFOLIO OF 16 ASSETS Evaluation and sale processes for a number of Anglo American’s assets are in process. MOGALAKWENA – ONE OF THE WORLD’S GREAT MINES Mogalakwena is Platinum’s top-priority asset and the world’s biggest open pit platinum mine – with the potential to lift annual platinum production by 50% from ~400,000 ounces to 600,000 ounces. In 2015, while reducing unit costs by 7% in local currency terms owing to tight cost management and a series of productivity initiatives, Mogalakwena commanded the highest rand basket price in Platinum’s portfolio at R32,850 per platinum ounce. It also generated significant operating free cash flow, while keeping cash operating margins at 50%, despite weaker prices. Whereas traditional underground mines require high labour intensity, Mogalakwena is a highly mechanised operation, with fewer, more highly skilled employees. As a result, it is a safer place to work – reflected in its strong safety performance. Success has not always come easily. Unlike most platinum operations based primarily on Merensky and UG2 ore, Mogalakwena mines the Platreef, where palladium is slightly more abundant than platinum and grades are more variable. It is also harder to break and uses more energy to do so – problems only solved through Platinum further developing its metallurgical and processing technologies. The mine’s recent introduction of the Operating Model will build on these firm foundations by improving business performance through ensuring that the right work is done at the right time in the right way. Drilling, loading and hauling operations in Mogalakwena’s huge open pit. 16 Anglo American plc Annual Report 2015The primary source of competitive advantage in the mining industry is to own high quality, low cost, long life assets in structurally attractive commodities. The continuing deterioration in commodity markets has necessitated decisive action to restore the strength of our balance sheet by sustainably improving cash flows and materially reducing net debt. We are evaluating the sale of a number of large and high quality assets, while evolving market demand dynamics have also informed our core asset choices, as we focus our strategy. These actions will create a more resilient business to deliver robust profitability and cash flows through the cycle. PORTFOLIO TRANSFORMATION In the assessment of our core portfolio, we examined both the quality of individual assets and our competitive positions in our various product groups, while also reviewing evolving supply and demand dynamics. We will focus on those assets where we hold most competitive advantage – being our world class diamond, PGM and copper assets. This unique combination of assets, enhanced by our commercial marketing expertise, will have the advantage of benefiting from the ongoing shift away from infrastructure investment towards consumer-driven demand, positioning Anglo American for these expanding markets. At Anglo American, we believe that the recent pull-back in Chinese infrastructure investment is a significant structural trend and think it unlikely that India, or any other emerging economy, will be in the position to bridge that gap in the short to medium term. We believe it is more likely that consumer-driven product demand – for example for homes, vehicles, household appliances and electronics, as well as for luxury goods such as jewellery – will be driven by the burgeoning middle class in emerging and more developed economies, and will emerge as a stronger force in demand for mined products. S i t r a t e g c r e p o r t Focus on De Beers, PGMs and copper Anglo American is focusing its portfolio via the following principles: • Strategically advantaged world class assets: Typically characterised by world class ore bodies with competitive industry cost positions and long reserve lives, within strategically advantaged product groups – Anglo American has global leadership positions in diamonds and PGMs and a highly competitive position in copper. • Materially streamlined business: Moving from 45 to 16 core assets across three operating business units will enable much more efficient and effective management of an asset portfolio that already drives the vast majority of long term profitability. 17 Strategic reportAnglo American plc Annual Report 2015Transitioning to a core portfolioMoving to 16 core assetsCopperPlatinumNickelNiobium and PhosphatesDe BeersCoalIron Ore and ManganeseCore16201455201545DE BEERSBotswanaJwanengOrapa complexSouth AfricaVenetiaVoorspoedNamibiaNamdeb (Land)Debmarine NamibiaCanada VictorGahcho KuéOur 16 core assetsCOPPERChileLos BroncesCollahuasiPLATINUMSouth AfricaMogalakwenaAmandelbult BRPMMototoloModikwaZimbabweUnki STRATEGIC REPORT STRATEGIC IMPERATIVE FOCUS THE PORTFOLIO continued • Well-balanced portfolio: Although greatly streamlined and physically smaller, the portfolio will remain well balanced to ensure there is not over-reliance from any one product group or geography. Anglo American will retain its established technical and marketing capabilities and the critical mass to compete effectively for and deliver the attractive future growth opportunities across the portfolio. • Sustainable profitability: Due to their competitive cash cost profile and long lives, the portfolio will be positioned to produce sustainable profitability through the cycle, with approximately $2.8 billion of EBITDA delivered from those core assets in 2015. • Differentiated, premium positioning for expanding consumer-driven markets: While strengthening the balance sheet, the core portfolio, enhanced by the Group’s marketing expertise, positions the Company to benefit from changing demand patterns as the global economy evolves and as emerging market economies mature. By focusing on De Beers, PGMs, and Copper, Anglo American will have established a unique and high quality position to benefit from these consumer trends. The portfolio will be structured around: De Beers Anglo American holds an 85% interest in De Beers, the world’s leading diamond company, which currently produces around a third of the world’s rough diamonds by value. De Beers will continue its mining operations across Botswana (Jwaneng and the Orapa complex, which includes Damtshaa – with Damtshaa placed onto temporary care and maintenance in January 2016 – and Letlhakane), Canada (Victor), Namibia (Namdeb (Land) and Debmarine Namibia) and South Africa (Venetia and Voorspoed). Within its operating portfolio, De Beers has one of the largest diamond resources, by volume, in the world at Orapa and one of the richest diamond mines, by value, at Jwaneng. De Beers is also due to complete the development of the 51% owned Gahcho Kué mine in Canada, with production expected to begin in the second half of 2016, while progressing the underground development at the Venetia mine. PGMs Anglo American’s interests in PGMs are held through its 78% owned subsidiary Anglo American Platinum (Platinum). Our platinum business is the world’s leading PGM producer with positions in the world’s two largest PGM deposits – the Bushveld Complex in South Africa and the Great Dyke in Zimbabwe. Platinum will continue its current repositioning around a leaner, ‘best-in-class’ core operating footprint at the Mogalakwena and Amandelbult mines in South Africa and Unki in Zimbabwe, alongside its joint venture interests in the Bafokeng-Rasimone platinum mine, the Mototolo mine and the Modikwa mine in South Africa. In 2015, these assets had a combined production of 1.3 million ounces of platinum (metal in concentrate). Mogalakwena is the highest margin platinum producer in the industry and, as one of the only large open pit PGM mines globally, becomes the core of a much more flexible and lower risk business. The operating mines will be supplemented by Platinum’s three smelters at Polokwane, Mortimer and Waterval, as well as its Precious Metals Refinery and Base Metals Refinery, which will continue to process material received from both owned mines and third parties. Copper Anglo American has concentrated its copper business around its interests in two of the world’s largest copper mines – Los Bronces (including the Chagres smelter) and Collahuasi in Chile. In 2015, Los Bronces, a 50.1% owned subsidiary, produced 401,700 tonnes of copper. Collahuasi, 44% owned, produced 455,300 tonnes of copper (200,300 tonnes on an attributable basis). On average, the two assets operate at C1 unit cash costs of $1.45/lb(1) and, with Reserve Lives of 25 years and 70 years, respectively. Anglo American’s copper portfolio and global exploration platform present a number of attractive organic growth options from relatively high grade mineral endowments, such as its feasibility stage Quellaveco copper project in Peru, as well as long term growth projects, including the further development of the Los Bronces District in Chile, the expansion of Collahuasi, the copper-nickel-PGM project Sakatti in Finland and a promising copper exploration position in Papua New Guinea. (1) Weighted average C1 unit cash cost, including both Los Bronces and Collahuasi at 100%. 18 Anglo American plc Annual Report 2015Asset divestments Disposals completed in 2015 The evaluation and sales processes for a number of Anglo American’s major non-core assets are progressing. During 2015, we completed or announced $2.1 billion of disposal transactions, including from our 50% share of the Lafarge Tarmac JV ($1.6 billion) that was agreed in 2014, and the sale of the Norte copper assets in Chile ($0.3 billion), while also announcing the sale of the Rustenburg platinum mines to Sibanye Gold. Sales have recently been agreed for the Dartbrook and Callide coal mines in Australia (subject to a number of conditions) and the sale of the Kimberley Mines has been completed. Non-core portfolio Discussions are currently under way to assess the potential disposal value of the Nickel business and Moranbah and Grosvenor metallurgical coal assets, alongside our sale process for the Niobium and Phosphates businesses. Discussions with potential buyers are expected to take several months. Any final decision on sale will depend on value as compared to the significant EBITDA and cash flow contribution these low operating cost, long life assets are expected to make to the Group. Sales processes are also under way across several coal assets in Australia and South Africa. The Union platinum mine in South Africa has been restructured and production significantly reduced, while also progressing the sale of the asset. In light of the commodity price environment, the Group has ceased, or is ceasing, production at a number of operations. Operations that have been closed or placed onto care and maintenance include Peace River Coal and Snap Lake (diamonds) in Canada, while Thabazimbi (iron ore) in South Africa has reached the end of its life and is being closed. Plans have also been initiated to place Twickenham (platinum) in South Africa onto care and maintenance. It is expected that the aggregate cost of carrying out these actions will be approximately $0.2 billion in 2016. At Kumba Iron Ore, the reconfiguration of the Sishen mine to transition to a lower strip ratio and operational cost position is progressing well and, combined with further operational improvements at Kolomela, is expected to add to the Group’s cash flow generation at prevailing iron ore prices. The Company has initiated a review to consider options to exit from Kumba at the appropriate time, including a potential spin-out. At the Minas-Rio iron ore operation in Brazil, work has been prioritised to optimise the operation for the current iron ore price environment to ensure that it is cash flow positive in 2016 and subsequent years. Work is also progressing to secure the required licences that underpin the full ramp-up over time that will also ensure the long term sustainability of Minas-Rio for all its stakeholders. All such work is expected to be completed over the next three years, at which time options for the asset will be assessed. At Anglo American Platinum, assets other than those identified as part of its long term core portfolio will be reviewed to determine the optimum path to realise shareholder value. The joint venture operations will continue to be operated in a separate management structure. The target for the disposals programme has been increased to $5-6 billion by the end of 2016, with $3-4 billion expected in 2016, having already completed or announced $2.1 billion in 2015. While the full repositioning of Anglo American is expected to take time to ensure transactions deliver appropriate value, and to allow engagement with critical stakeholders, all non-core assets will be managed actively and their performance optimised in the best long term interests of all stakeholders. 19 Strategic reportAnglo American plc Annual Report 2015STRATEGIC REPORT STRATEGIC IMPERATIVE FOCUS ON DELIVERY As global uncertainty continues and commodity prices remain volatile, it has become more important than ever to deliver significant and necessary change within our business. In such a challenging environment, we are committed to managing what is in our control; achieving cost and productivity improvements, to enhance cash flows through the cycle and further strengthen our balance sheet. DRIVING CHANGE DEFINING OUR FUTURE COST AND PRODUCTIVITY IMPROVEMENTS IN 2015 NET DEBT (PRO FORMA) BY END OF 2016 $1.3 billion REDUCTION IN COPPER EQUIVALENT UNIT COSTS IN US DOLLAR TERMS SINCE 2012 27% CAPEX REDUCTION IN 2015, TO $4.0 BILLION 33% DIVIDEND SUSPENDED AND WILL RESUME WITH A PAYOUT RATIO-BASED POLICY WHEN APPROPRIATE <$10 billion COST AND PRODUCTIVITY IMPROVEMENTS EXPECTED IN 2016 – WITH GROUP EXPECTED TO BE FREE CASH FLOW POSITIVE IN 2016 AT CURRENT PRICES $1.9 billion CAPEX IN 2016 <$3.0 billion LOS BRONCES ROLLS OUT OUR OPERATING MODEL Even at the best of operations there is always room for improvement. At Los Bronces, one of our world class copper assets in Chile, we are taking a hard look at the operation’s ongoing competitiveness, using key metrics such as the ore body’s quality and expandability, the mine’s absolute cost- and margin-curve position, and its operating risk profile. To date, we have seen encouraging results: plant operating time, at 94%, is very close to best practice, as is truck utilisation. Labour productivity is also expected to increase, alongside improving operational stability and higher plant throughput. To drive increased value, we recently introduced our Operating Model, starting in the processing plants. As the Model rolls out, we will implement a number of new initiatives, including further study on the nature of the mineral endowment and how best to exploit it. We will also work on ways to increase metal production through grade engineering. This is a low cost approach that has the potential to substantially increase ore grades presented to the mill, thereby leading to greater output. Such improvements are expected to yield an additional 15,000 tonnes of copper a year by 2017, with an 11% lower processing cost per tonne, offsetting a gradual decline in grade. Haul trucks unload ore at the primary crusher in Los Bronces’ open pit. 20 Anglo American plc Annual Report 2015The portfolio decisions we have made have enabled a comprehensive re-assessment of operating, capital and indirect costs across Anglo American. Building upon the platform of the asset review in 2013, following which our operational performance improvement programme was executed, we have taken the appropriate measures to enable the delivery of positive free cash flow in 2016, with further improvement expected in 2017 and beyond, assuming commodity prices and exchange rates remain at or around current levels. These operational improvements, coupled with a substantially reduced capital expenditure profile and the targeted proceeds from our asset disposal programme, are expected to reduce net debt to less than $10 billion in 2016, assuming current commodity prices and exchange rates. We are targeting net debt of $6 billion in the medium term, supporting a return to a solid investment grade credit rating. Costs and productivity Embedding the Operating Model principles across various parts of the business led to a significant improvement in equipment efficiencies and performance during 2015. On the basis of a more stable operating platform, $1.3 billion of underlying EBIT benefit from cost and productivity improvements was delivered in 2015. As a result of these initiatives, copper equivalent unit costs were reduced by a further 16% in US dollar terms, representing a 27% total reduction since 2012. Looking forward, our ongoing focus on operational improvement is expected to deliver $1.9 billion of cost and productivity improvements in 2016 relative to 2015, building upon the $1.3 billion delivered in 2015. We will predominantly concentrate on reducing operating and support costs by $1.2 billion, as well as $700 million of productivity (volume) related gains. For more information on our support cost reductions  See page 31 S i t r a t e g c r e p o r t CASH FLOW ENHANCEMENT THROUGH THE CYCLE PRIORITISED CAPITAL ALLOCATION Building a stable operational platform A key component of our operational performance improvement programme is the implementation of Anglo American’s Operating Model. The Operating Model is an essential enabler for delivering our production targets, and ultimately for reducing our operating costs. It enables operational stability to deliver predictable outcomes; reduces variation in order to increase capability and efficiency; and provides clarity so team members have a clear understanding of their work in order to facilitate consistent outcomes. This focus on data-driven decision making, detailed planning, operating excellence and execution has led to lower operating costs, improved productivity and the potential to both lower and defer capital expenditure. The Operating Model has three components, which address: operational strategy; execution of work; and continuous improvement. Our approach has been to establish the sections of the value chain in those assets which constrain performance and implement the appropriate component of the Operating Model that unlocks the most value. By the end of 2015, the Operating Model principles had been fully, or partially, implemented at six sites. During 2016, we will continue to implement the Operating Model across those assets where it will deliver the most meaningful improvements in operating and financial performance. We continue to apply our capital allocation model across the Group in the management of the balance sheet. In 2013, we targeted a long term net debt range of $10-12 billion. At the same time, given the weak market for commodities, we targeted a level of $15 billion of liquidity. This liquidity buffer, along with the minimal step-up in interest charges and lack of covenants, significantly reduces the downside impact to the Group in the event that an investment grade credit rating is not sustainable for a period of time. The deterioration in commodity markets has necessitated a review of our net debt target and we now expect to reduce net debt to less than $10 billion (on a pro forma basis) by the end of 2016, and to c.$6 billion in the medium term via disposals and positive free cash flows. We are also targeting a net debt: EBITDA ratio of less than 2.5 times in the medium term. Anglo American continues to have strong liquidity, with $14.8 billion of undrawn facilities and cash as at 31 December 2015, and its objective of a solid investment grade credit rating remains unchanged. Near term debt maturities consist of $1.6 billion in 2016 and $2.6 billion in 2017. In the near term, our focus remains to optimise the Group’s cash flow in order to protect and strengthen the balance sheet, while maintaining the operational integrity of our assets. Discretionary project spend has been suspended, with the exception of the investment required to maintain high value assets or future growth options. We continue to apply our rigorous processes and criteria for all project investment, including stay-in-business projects; however, future performance will not be jeopardised for short term cash flow gains. 21 Strategic reportAnglo American plc Annual Report 2015 STRATEGIC REPORT STRATEGIC IMPERATIVE FOCUS ON DELIVERY continued Target net debt evolution $12.9 bn $3-4 bn <$10 bn To come from cash generation and disposals ~$6 bn Dec 2015 net debt Disposals 2016 Dec 2016 net debt target Medium term net debt target at spot In 2016, we expect capital expenditure to be less than $3.0 billion, with $1.2 billion of project spending as the Gahcho Kué and Grosvenor projects reach completion and as Minas-Rio’s ramp-up continues. In 2017, we expect capital expenditure to be reduced by a further $500 million to $2.5 billion. In 2015, as part of the overall capital allocation process, the Board also reviewed its dividend policy in light of the significant changes to the market environment and the subsequent impact on cash flows and net debt. Following the review, the Board recommended the suspension of the dividend. The commitment to a dividend during the ordinary course of business remains a core part of the Group’s overall capital allocation approach and the Board recommended that, upon resumption, Anglo American should adopt a payout ratio-based dividend policy in order to provide shareholders with exposure to improvements in commodity prices, while retaining cash flow flexibility during periods of weaker pricing. Projects and capital expenditure Following an increased focus on capital discipline and in response to current conditions, capital expenditure was reduced, before capitalised losses, to $4.0 billion (2014: $6.0 billion). The reduction was largely driven by a 41% decline in expansionary capital expenditure, mainly owing to the Minas-Rio iron ore project in Brazil moving into its ramp-up phase. Expansionary capital expenditure remains focused on the delivery of our portfolio of existing major projects, including Gahcho Kué, Venetia Underground and Grosvenor. As these projects transition into production, expansionary capital expenditure will continue to decrease, which will enable the Group to further align its level of growth investment with prevailing commodity market conditions. Capital expenditure(1) $ million Expansionary Stay in business Development and stripping Proceeds from disposal of property, plant and equipment Total Net capitalised losses/(profits) Total capital expenditure Year ended 31 Dec 2015 Year ended 31 Dec 2014 1,936 1,384 740 (30) 4,030 147 4,177 3,257 1,973 868 (71) 6,027 (9) 6,018 (1) See page 180 for the definition of capital expenditure. Stay-in-business (SIB) capital expenditure declined by 30% to $1.4 billion (2014: $2.0 billion), as the roll-out of the Operating Model across our assets delivered an optimised SIB capital expenditure plan. Projects in ramp-up in 2015 In Nickel, the rebuild of the two furnaces at Barro Alto was concluded ahead of schedule and budget. Delivery of first metal from the second furnace rebuild occurred in September, more than one month ahead of expectations, and nameplate capacity production should be achieved through 2016. Niobium’s Boa Vista Fresh Rock project reached 69% of nameplate capacity in December 2015, and is expected to reach full nameplate capacity in the third quarter of 2016. The Minas-Rio iron ore operation continued to ramp up in 2015, with increases in quarter-on-quarter production throughout the year. The operation is expected to reach commercial production capacity in 2016, although it will remain in ramp-up throughout the year. 22 Anglo American plc Annual Report 2015Projects advanced in 2015 De Beers’ Gahcho Kué project in Canada is progressing well, with key land use, water licence and surface leases all now received. In addition, all six Impact Benefit Agreements (with indigenous communities) have been completed. As at 31 December 2015, the project was 83% complete and remains on track for first production during the second half of 2016, with commercial production expected in the first quarter of 2017. Construction of De Beers’ Venetia Underground mine in South Africa continues to progress, with the decline advanced to more than 1,100 metres and the project 21% complete. The underground operation is expected to become the principal source of ore at Venetia from late 2022. Projects initiated in 2015 No new major growth projects were initiated during 2015, in line with the Group’s focus on improving cash flows. Evaluation and exploration expenditure Recognising the long term nature of the business, Anglo American’s proven track record and expertise in exploration discoveries, and the importance of maintaining a portfolio of high value replacement and organic growth options, we have continued to retain and advance select studies, with a focus on maintaining our established social commitments and managing costs appropriately. This expenditure is focused on the core product groups of diamonds, PGMs and copper, with small expenditures supported where required to enable the exit of certain other assets for value. We are continuing to enhance our approach to studies and evaluation, with a greater emphasis on assessing a broad range of options early in the study phase in order to mitigate risk, identify opportunities and minimise sunk costs. As a result, evaluation expenditure reduced to $145 million in 2015 (2014: $218 million) and expenditure on exploration activities was 15% lower at $154 million (2014: $181 million). 23 Strategic reportAnglo American plc Annual Report 2015STRATEGIC REPORT STRATEGIC IMPERATIVE DEVELOP CORE BUSINESS PROCESSES At Anglo American, our core business processes refer to the fundamentals of our work throughout our value chain. With innovation and outstanding delivery at the forefront of how we deliver change, the business processes we are implementing are vital to the success of our core activities and achieving best practice across the Group. DRIVING CHANGE DEFINING OUR FUTURE AVOIDED ENERGY COSTS IN 2015 DRIVEN BY ECO2MAN AND BUSINESS IMPROVEMENT PROJECTS ~$100 million UNDERLYING EBIT IMPROVEMENT SINCE 2013 FROM MARKETING ACTIVITIES >$400 million 78% OF LOS BRONCES’ WATER REQUIREMENTS MET BY RE-USED/RECYCLED WATER IN THE YEAR 78% MULTI-HORIZON INITIATIVES TO COME OUT OF OUR OPEN FORUM EVENTS Focused on finding safer, more efficient, environmentally friendly and sustainable ways to unlock mineral value. 9 OUR IMMEDIATE FOCUS IS ON SECURING ADEQUATE SUPPLIES OF ENERGY AND WATER AND USING THOSE RESOURCES MORE EFFICIENTLY In the long term, however, we must find viable alternatives for traditional sources of energy and reduce our reliance on ‘new’ water to near zero. UNLOCKING VALUE FROM MINOR PGMS By focusing on understanding the needs of customers and leveraging Anglo American’s industry-leading position, our Marketing business unlocked additional value across our range of PGMs in 2015. As the world’s largest primary producer of ruthenium, iridium and osmium – by-products from the mining and refining of platinum, and palladium – we developed customer relationships covering a wide range of products in the chemicals, electrical, catalyst and specialist alloy sectors, in order to deliver greater commercial value from these ‘minor’ PGMs. Products developed in these fields are often new and at the forefront of innovation. By fully understanding the requirements of our customers, we are able to unlock full commercial value to market. Revised packaging, stockholding in strategic locations, local sales offices and adapted payment terms were just some of the many steps we took to meet customer needs. Customer mapping, market intelligence, ongoing dialogue with end-users and tailored solutions have all contributed to making these metals a steady and reliable source of income. With PGMs forming part of our core portfolio, we will continue to focus on market development, including direct funding of research and/or co-investment in start-ups, thus enabling the sustainable use of minor PGMs in existing and new applications. Laboratory processor Tshegofatso Morake tests samples at Platinum’s Precious Metals Refinery in Rustenburg, South Africa. 24 Anglo American plc Annual Report 2015We are starting to see tangible benefits from the roll-out of our Operating Model across our core assets; a more stable and predictable operating performance is leading to improved productivity and costs, fewer environmental incidents and a fuller understanding of our mine-to-market value chain. Working together with all our stakeholders, we will begin to deliver on the full potential of our portfolio and enhance the sustainable value we can create for our host communities. DRIVING TOWARDS OPERATING EXCELLENCE Our technical and operational base is now firmly established, building on the principles of the Operating Model, which delivered $1.3 billion of cost and productivity improvements in 2015, and a 27% improvement in indexed unit costs (in US dollar terms) since 2012. This foundation of clearly understanding the main value drivers and achieving operating excellence across our asset base will continue to accelerate the delivery of additional benefits as we strive towards operating our assets to their full potential. A primary focus has been to recognise the main drivers of value across our business, from the ore body through to market. Through a clearer understanding of the potential of our ore bodies and the application of innovative mining methods and technologies, combined with the development of processing flowsheets optimised to specific ore bodies, we are positioning ourselves to realise even greater value from our assets. Los Bronces, as a Tier 1 copper asset, has been the focus of many of the improvement efforts. Developing a better understanding of the Los Bronces ore body characteristics and modifying our operating practices have led to improvements in copper and molybdenum recoveries. This approach will unlock additional metal production at lower cost while minimising capital investment, thereby enhancing the operation’s sustainability. In addition, developments in the field of grade engineering may materially improve the grade of ore feedstock through integrating our understanding of the ore body with the optimal configuration of mining and processing practices, potentially leading to increased metal production. During 2015, FutureSmart™, Anglo American’s approach to innovation, successfully completed three Open Forums, one each on Sustainability, Processing and Mining. The outcomes, developed in collaboration with 90 external partners, yielded in excess of 3,000 ideas for step-changes in business transformation. These have been distilled into a programme of nine multi-horizon initiatives that seek to address our critical challenges, and to find safer, more efficient, environmentally friendly and sustainable ways to unlock mineral value. MARKETING PRODUCTS FOR FULL VALUE Our Marketing business (Marketing), created in 2014, continues to make solid progress through marketing activities designed to create maximum value across the entire value chain – from mine to customer. S i t r a t e g c r e p o r t Marketing is now well established and, through our dedicated sales and marketing hubs in Singapore and London, we have continued to improve customer focus and build on our strong relationships across the portfolio, including: PGMs; copper; iron ore; metallurgical and thermal coal; nickel and niobium. Our collaborative work across the commodities helps create a more co-ordinated customer approach, reinforces our customer and supplier relationships, and deepens our knowledge in order to realise additional profit from the sale of our own equity volumes, our trading activities and our third party supply of products. Good progress has been made against each of the principal ‘levers’ identified to generate additional profit for the Group. With increasing market challenges, we are broadening our focus: • Marketing excellence: building on the basics. • Value chain optimisation: creating an efficient flow from mine to market so that customers get the right products, at the right time, and leveraging shipping services. • Trading and third party supply: buying and trading third party material to complement the physical portfolio. • Next generation: new ideas delivering value in the longer term. These levers will remain relevant as Anglo American moves to a more focused, core portfolio. All marketing activities are executed in an increasingly sophisticated risk management environment. Ensuring the risk factors which impact Marketing, including price, credit, operational, and regulatory risks, are transparent and comprehensively managed is a key priority, thereby maximising value for the Group. Marketing has already improved underlying EBIT by more than $400 million since 2013, most of it through additional income. A large proportion of this additional value is currently being generated through the marketing excellence activities, while other levers are also becoming increasingly important. We continue to increase direct sales to end customers, rather than through sales agents, across the majority of commodities. The value of sales made to intermediaries, rather than end users, reduced from c.60% in 2012, to less than 10% in 2015. Some specific examples include increased minor PGM sales made possible by sales channel development and increased direct copper metallic sales into China through the development of direct relationships and establishment of local support. 25 Strategic reportAnglo American plc Annual Report 2015 STRATEGIC REPORT STRATEGIC IMPERATIVE DEVELOP CORE BUSINESS PROCESSES continued A number of value chain optimisation activities in the year created additional earnings, including the expansion of our shipping portfolio with linked freight trades that realised cost advantages and benefits relative to stand-alone routes. With this additional capacity, we have expanded our CFR-delivered shipping offer. We have made significant progress in our approach to planning through our Integrated Sales and Operations Planning work. This work ensures we maximise value from the ore bodies we mine, and smoothly manages all activities from mine to customer in a collaborative and transparent way. Our improved approach to planning and co-ordination across the mining value chain has also helped the Group to continue to increase its logistics capacities. Good progress has been made with thermal coal trading. A new activity launched in 2014, thermal coal trading is now fully established and delivering against expectations. The trading capability in thermal coal has put a strong foundation in place, which we are now using to progress further initiatives across the other commodities, particularly as we move towards mid- to late-cycle exposure. MANAGING OUR IMPACTS ON COMMUNITIES AND THE ENVIRONMENT As a mining company, our aim is to have a net positive lasting impact on our host communities. However, in helping to uplift such communities, typically through the provision of jobs and infrastructure, we acknowledge that the exploration, extraction and processing of ore reserves can result in the disturbance of land and the generation of mineral residue, as well as atmospheric and water emissions. Social impacts typically associated with mining may include population influx and demographic change, land acquisition and resettlement, competition for natural resources, effects on community health and potential human rights infringements in our supply chain. We have a responsibility to manage our social and environmental impacts in line with legal requirements, and in such a way that, on balance, host communities can benefit from mining. Responsible environmental management and sound community relations can influence our access to land and capital, improve resource security, and reduce operational costs and closure liabilities. Anglo American’s environmental and social risks and activities are managed in line with our mandatory Environment Way and Social Way performance requirements, and are increasingly integrated into the roll-out of the Operating Model. The principal environmental and social risks facing our business are associated with human rights, socio-economic development, water quality and security, energy security, climate change and mine closure. We report extensively on our approach and performance related to these and other material sustainability issues in our Sustainability Report. For more information, visit www.angloamerican.com/sustainability-report-2015 During 2015, Anglo American recorded six Level 3 (medium impact) environmental incidents. These incidents had no material financial impact on the business and resulted in no lasting harm to the environment. No Level 4-5 (high impact) incidents were reported. Water management Water is of increasing significance to our business, given that 75% of our operations are located in countries with high levels of water risk. The water related challenges faced by our sites typically fall into three categories: water security; managing highly variable rainfall; and mitigating the impact of mining activities on water quality and the rights of other users. For the third consecutive year, we exceeded our 2020 water savings target of 14%; by the end of 2015 we had achieved an estimated 16% water saving against our projected water usage. Water saving projects, which include more effective dust suppression, dewatering of tailings and more efficient ore separation, saved the Group approximately 25 million m3 of water (2014: 36 million m3). Anglo American’s total new water consumption increased from 196 million m3 in 2014 to 222 million m3 in 2015, largely owing to ramp-up activities at Minas-Rio. Production at Los Bronces copper mine in Chile was constrained by water supply challenges in 2015. The operation has continued to implement technical solutions to prevent further impact on business, with water transported via a 56 kilometre pipeline from the Las Tórtolas tailings dam to Los Bronces. Los Bronces is currently recycling 78% of available water. At a Group level, 64% of our water requirements during the year were met by recycling/re-using water (2014: 68%). Total water consumed against business as usual 2011–2015 Million m3 250 200 150 100 50 0 2011 2012 2013 2014 2015 Water consumed in ongoing business Water consumed by acquisitions, projects and corporate functions(1) Water consumed by divested businesses Water savings (1) Recent acquisitions, projects and corporate functions have not been included in the energy, GHG and water reduction target setting process. 26 Anglo American plc Annual Report 2015 Energy security Our core mining, refining, and transport activities are dependent on adequate and reliable sources of energy. Insecurity of supply has the potential to compromise our production goals as well as the safety of our employees. Reducing energy consumption saves the business money, helps improve energy security and mitigates our contribution to climate change. The Group’s total energy consumption was 106 million GJ (2014: 108 million GJ). The significant increase in energy consumption at Minas-Rio, owing to ramp-up activities, was offset by energy savings at the Coal business in South Africa and Australia, Kumba Iron Ore and Nickel. Progress on operational energy and carbon performance is driven through our energy- and carbon-management programme, ECO2MAN. By year end, a total of 325 ECO2MAN and business improvement projects accounted for energy savings of 5.8 million GJ, representing a 7% reduction against the 2015 figure and c.$100 million in avoided energy costs. New energy reduction targets have been set for all operations. In South Africa, our operations remain vulnerable to power outages owing to shortages at peak electricity demand times. In consequence, all South African business units have emergency preparedness plans in place, including specific protocols to minimise the impact of load curtailment on production by allocating power rationing to sites, equipment and processes with catch-up capacity. We are also discussing with the government incentives for co-generation and base-load independent power projects. Electricity supply in Brazil is highly reliant on hydropower, and the recent drought there raised concerns over power insecurity. These were mitigated by the increased use of thermal power generation and higher levels of rainfall experienced towards the end of the year. Climate change We recognise our responsibility to play a positive role in the global transition to a low-carbon future and to protect our employees, assets and host communities against the potential physical impacts of climate change. We expect that climate change will affect our business in three principal ways: climate regulation and taxation will have a financial effect on our business; demand for PGMs and copper in low-carbon technologies will increase; and the physical and social impacts of a changing climate may affect our operations and host communities. In 2015, Anglo American operations were responsible for 18 million tonnes of CO2-equivalent emissions (Mt CO2e) (2014: 17 Mt CO2e). This increase was due to the ramp-up at the Minas-Rio and Grosvenor projects in Brazil and Australia, respectively, as well as an upwards revision of the global warming potential of methane by the Australian government. Through ECO2MAN, we were able to reduce our greenhouse gas (GHG) emissions by 22% in relation to 2015’s consumption. This amounts to 4.6 million tonnes of avoided CO2e. During 2015, new carbon- reduction targets were set for each operation. Total energy consumed against business as usual 2011–2015 Million GJ 140 120 100 80 60 40 20 0 2011 2012 2013 2014 2015 Energy consumed in ongoing business Energy consumed by acquisitions, projects and corporate functions(1) Energy consumed by divested businesses Energy savings (1) Recent acquisitions, projects and corporate functions have not been included in the energy, GHG and water reduction target setting process. Total GHG emissions against business as usual 2011–2015 Million tonnes CO2e 25 20 15 10 5 0 2011 2012 2013 2014 2015 GHGs emitted in ongoing business GHGs emitted by acquisitions, projects and corporate functions(1) GHGs emitted by divested businesses GHG savings (1) Recent acquisitions, projects and corporate functions have not been included in the energy, GHG and water reduction target setting process. The new focus of Anglo American’s portfolio presents significant opportunities associated with climate change. Copper and PGMs are critical products in facilitating alternative energy technologies. Demand for copper is expected to increase given its use in several low-carbon technology applications (such as hybrid and electric vehicles which typically contain two to three times more copper than conventional vehicles). A key development area for platinum is the use of fuel cells to provide power, both in stationary applications such as residential power, and in mobile applications such as power trains for vehicles. 27 Strategic reportAnglo American plc Annual Report 2015 STRATEGIC REPORT STRATEGIC IMPERATIVE DEVELOP CORE BUSINESS PROCESSES continued An important focus of our climate change programme involves understanding the likely impacts of physical and regulatory changes associated with climate change in the future. Carbon pricing scenarios are factored into project investment decisions and climate change risk and adaptation assessments have been conducted at vulnerable operations. We welcome the important forward commitments made at Paris COP21. On the ground, we will continue to engage around proposals for tighter legislation or to help clarify where there is policy uncertainty. We have a clear position on climate change and on coal in our business, for engagement with stakeholders. It is available for download on angloamerican.com SOCIAL PERFORMANCE Our Social Way defines Anglo American’s governing framework for social performance. It provides clear requirements for all Anglo American-managed sites to: ensure that policies and systems are in place to engage with affected communities; avoid, prevent and mitigate adverse social impacts; and maximise development opportunities. During 2015, we rolled out a revised Social Way, which has been updated to reflect evolving stakeholder expectations and international best practice. Each site is assessed annually. More in-depth reviews of priority issues are undertaken as a part of the operational risk assurance process. The self-assessment results for 2014 provided a baseline for performance against the revised Social Way. The 2015 results reflect a steady improvement across almost all the requirements and the percentage of serious non-compliances has decreased from 8% to 1%. Each site is implementing an improvement plan where it has not met Anglo American standards or its own stated performance targets. Social instability and industrial unrest remain a particular challenge and priority in South Africa. To address this, we continue to seek to engage and work collaboratively with employees, unions and the South African government, and also with communities around our mines. Working with stakeholders 2015 was a particularly difficult year for the global mining industry, characterised by plunging commodity prices, volatile markets and political instability. This challenging business context underlines the importance of building trusted relationships across stakeholder groups. The uncertain operating environment also has important implications for mining companies’ socio-political licence to operate, and is placing renewed pressure on companies to find approaches that balance short term shareholder expectations with society’s longer term needs. Managing uncertainty The commodity market downturn, combined with the effects of local currency depreciation, the decision to put some mines onto care and maintenance, consequent job losses and the decline in royalty and tax revenues, have all added pressure on governments in resource-dependent countries which are now struggling to meet social expectations. There have also been corruption scandals in some of our host countries that have affected wider levels of trust in business and government. This has helped create a climate of regulatory uncertainty and a lack of clear political leadership and direction. Governments want to tighten regulation and drive more benefit from their mining sector, while at the same time recognising the need not to deter the incentive to invest and operate at a time when economic conditions are so difficult. Policy implications may encompass labour relations, environmental performance, health and safety, tax reform, corporate governance, local procurement, beneficiation, and indigenisation, as well as the wider delivery of social objectives, such as the provision of housing and roads. In response, Anglo American strives to develop and maintain constructive relationships with government and regulatory officials, both at the individual company and operational level, as well as more broadly through national and international industry sector bodies. Strong monitoring mechanisms are in place to track regulatory developments, promote understanding of regulatory requirements across affected areas of the business, and drive full compliance Group-wide. Mine closure Our approach to ensuring responsible mine closure emphasises the importance of designing, planning and operating a mine with closure in mind, and planning for post-closure long term sustainability in consultation with communities and other stakeholders. In doing so, we aim to reduce long term risks and liabilities to our business from an environmental and socio-economic perspective, and to ensure that we leave a positive legacy when our mines conclude their operational lives. Our Mine Closure Toolbox provides a structured approach to closure planning and management. It is aimed at ensuring that the full spectrum of opportunities, risks and liabilities is effectively identified, that plans are fully costed, and that provision is made for the planned operational life of the mine or premature closure. The Toolbox is available publicly as a leading-practice resource for other companies to access. It is used throughout our managed operations and also at some operations managed by our joint venture partners. Within the Group, the Toolbox is designed to be used in conjunction with our Socio-Economic Assessment Toolbox (SEAT) in order to support an integrated approach to mine-closure planning. 28 Anglo American plc Annual Report 2015 Global expenditure by type Community development $’000 50,636 Education and training 22,349 Other 15,318 Health and welfare 13,560 Sports, art, culture and heritage Institutional capacity development Water and sanitation Environment Disaster and emergency relief Energy and climate change Employee matched giving and fundraising 6,668 5,405 4,657 2,523 1,942 902 188 Total 124,148 % 41 18 12 11 5 4 4 2 2 1 – Global expenditure by country South Africa Chile Brazil Peru Namibia Rest of world Australia United Kingdom Botswana Total $’000 85,845 14,147 11,970 4,453 3,521 2,371 943 480 418 124,148 % 69 11 10 4 3 2 1 – – Partners in the future Mining companies across the world are facing greater demands and expectations from increasingly vocal stakeholder groups, with often competing interests. Compounding these demands are the lower levels of trust that many stakeholders have of the business world. Anglo American’s ambition is to become ‘partners in the future’. In so doing, we seek to maximise the benefits of mining and mitigate net negative consequences, particularly as they relate to host communities. With most of our operations in the developing world, our commitments to host governments and communities extend far more widely than creating direct jobs and paying taxes. We seek to ensure that the benefits we generate flow more directly to communities around our operations and that we respond effectively to increasing stakeholder expectations. Over the past two years, we have been implementing a new approach to socio-economic development delivery. The first element involves supporting local markets, where we promote local procurement, enterprise development and workforce development. These programmes create a strong platform for job creation within and outside the mining value chains. The second element focuses on building local capacity to allow development to be sustained beyond the mining sector, and after mine closure. This includes, for example, social investment such as education and health programmes. In 2015, 17% ($1.8 billion) of supplier expenditure was with host communities (2014: $1.8 billion, 15%), while our enterprise development programmes in Botswana, Brazil, Chile, South Africa and Peru supported 62,661 businesses and created/sustained 108,423 jobs. In 2015, Anglo American’s corporate social investment (CSI) expenditure in local communities, including by the Anglo American Chairman’s Fund and Zimele, totalled $124.1 million (2014: $135.8 million). This figure represents 6% of underlying EBIT, less underlying EBIT of associates and joint ventures. While the bulk of our socio-economic development strategy is designed to leverage core business activities, much of our CSI investment continues to support vulnerable and marginalised stakeholders unable to participate in our core value chains. Health and education are strategic focus areas in our CSI and a top priority for national and community level stakeholders. 29 Strategic reportAnglo American plc Annual Report 2015 STRATEGIC REPORT STRATEGIC IMPERATIVE CREATE A HIGH PERFORMANCE CULTURE To deliver on our objectives, we rely on a capable and engaged workforce. Our high performance culture encourages all employees to give their best and places their health and safety at the top of our agenda. DRIVING CHANGE DEFINING OUR FUTURE INDIRECT ROLES REDUCED TO AROUND 11,500 ACROSS THE GROUP (2014: 13,000) HEADCOUNT REDUCTION FROM 128,000 TO c.50,000 AS THE PORTFOLIO RESTRUCTURE IS COMPLETED 11,500 FEMALE MANAGERS ACROSS THE GROUP 25% c.50,000 COST SAVINGS FROM CHANGES TO CENTRAL SUPPORT COSTS IN THE MEDIUM TERM $250 million GLOBAL SAFETY DAY We inaugurated Global Safety Day in 2011 to unite everyone on the importance of arriving home safely at the end of each day and of the responsibility of everyone for safety. It is the only time employees and contractors come together to focus on our shared challenge. In 2015, the project team introduced a ‘controls protect and keep you safe’ theme to drive stronger ownership and engagement. This highlights the protective role controls play – for individuals, their families, teams and communities – while encouraging people to improve their own understanding and use of controls. Over a three month period, leaders, managers, supervisors and all employees and contractors were given opportunities to think about the role controls play in their personal and work lives and how well they understand and lead on their use. Everyone came together on Safety Day to identify what could be done to improve control use. This then fed into local action and improvement plans. An employee online survey to evaluate the impact of the day demonstrated that 98% of participants understood completely or near-completely the importance of controls in protecting and keeping them safe, with 56% saying controls had significantly improved their safety behaviour and 30% that they had done so ‘quite a bit’. Given this successful outcome, we will be adopting a similar approach for Safety Day in 2016. Platinum’s CEO, Chris Griffith, addresses staff as part of Mogalakwena mine’s Global Safety Day events. 30 Anglo American plc Annual Report 2015We continue to foster our high performance culture, through building an organisation structure that is fit for purpose, resourcing this structure with the best capability and empowering leadership to deliver results. BUILDING AN ORGANISATION THAT IS FIT FOR PURPOSE We continue to create a lean and more effective business that is built around strong commodity-focused operating units and functions that provide value-adding expert leadership, improve business performance and ensure effective governance. During 2015, we reviewed our organisation to structure work more effectively, establish clear accountabilities and authorities, and remove duplication. This work focused initially on indirect support roles (those not directly involved in production) at the Group Corporate centres. This resulted in a significant reduction in employee numbers, while ensuring we have the most capable people in the right roles to deliver on our strategic objectives. By the end of 2015, the number of people working for Anglo American in indirect roles had reduced to around 11,500 from 13,000 in 2014. As the Group’s portfolio is streamlined to focus on diamonds, PGMs and copper, we expect our total headcount to reduce from 128,000 to around 50,000 through disposals and restructuring, with the majority of these roles expected to be transferred to new owners of the assets. We will further review our corporate support structures and overheads to ensure they remain fit for purpose and are aligned to the future portfolio. In order to reduce duplication and increase capability, we will also review the role of each function within the context of a global support model. We expect that the future rightsizing of our corporate support structures will lead to a reduction of indirect roles from the current 11,500 to less than 5,000. The changes to central support costs alone are expected to contribute $250 million of cost savings in the medium term. MANAGING TALENT AND DEVELOPING SKILLS Resourcing Anglo American’s simplified organisation structure with the right capability is essential for success and continues to be the focus of the ‘fit for purpose’ exercise. In assessing capability, we consider technical skills and knowledge that have been acquired through experience and practice; mental processing ability; social process skills; and application (the degree of drive and commitment a person displays). If we are to withstand the current challenges, we need to foster a culture centred on business outcomes. Achieving this hinges on strong leadership from line managers, to ensure we are doing only essential work, with only people who are adding significant value, and giving them the authority to do their job effectively. Providing development and training to our leaders and workforce continues to improve the resilience of our business and is a key means for people to grow in their work. We have a range of external and internal development programmes currently in use across the Group, where we made an investment of more than $100 million on training in 2015. In an increasingly competitive market for limited skills, we continue to invest in developing a pipeline of future talent through our support of 3,500 graduates, bursars, apprentices and trainees. S i t r a t e g c r e p o r t DIVERSITY Anglo American embraces diversity and complies with relevant legal obligations wherever we have operations. We seek a workforce that represents the regions within which we operate and we provide opportunities for broader development within those regions. A diverse workforce brings greater diversity of thought to tackle the challenges we face. We continually develop our workforce so that we will have this diversity among our leaders of the future. By year end, women made up 18% of our overall workforce (2014: 16%) and 25% of managers (2014: 24%). In our South African operations, we continue to promote transformation. By year end, 60% of our management comprised historically disadvantaged South Africans. The impending third iteration of the Mining Charter is expected to define new commitments that will encourage further progress in our business. ENCOURAGING SOUND INDUSTRIAL RELATIONS Throughout our organisation restructures, we maintain a focus on managing employment separations respectfully and fairly. We endeavour to follow due legal process in all countries in which we have a presence and seek to engage with governments, employees and unions in order to make the difficult situation as fair and transparent as possible. We work with affected employees to honour our commitments and offer support measures, including external services, to assist with finding employment elsewhere. Approximately 72% of our current permanent workforce is represented by work councils, trade unions or other similar bodies and covered by collective bargaining agreements. PROTECTING LABOUR RIGHTS As signatories to the United Nations Global Compact, we are committed to the labour rights principles provided in the International Labour Organization core conventions, including the right to freedom of association and collective bargaining, the eradication of child and forced labour and non-discrimination. We do not tolerate any form of labour rights abuse, and full observance of these issues is also required of our suppliers in tenders. Compliance is audited. 31 Strategic reportAnglo American plc Annual Report 2015 STRATEGIC REPORT STRATEGIC IMPERATIVE CREATE A HIGH PERFORMANCE CULTURE continued ENSURING A SAFE WORKING ENVIRONMENT PROMOTING HEALTH AND WELL-BEING The safety, health and well-being of our employees are a top priority and a core value at Anglo American. We strive to achieve our goal of zero harm by managing our activities in a way that eliminates incidents, minimises risk and promotes excellence in the performance of our operations. Effective management of health risks protects our people, enhances productivity and is essential for minimising potential long term liabilities. Extending our health promotion activities to the broader community also supports our internal health drive. In 2015, three employees and three contractors lost their lives in work-related activities at operations managed by Anglo American. This is the same record low of six lives lost recorded in 2014, when four employees and two contractors died. The Group’s fatality injury frequency rate at the end of 2015 represented a negligible increase on the 2014 performance. Any loss of life is unacceptable and we continue to dedicate considerable effort to achieving our vision of zero harm. As part of this, we initiated a Group-wide control improvement programme during 2015. This aims to ensure we have the right controls in place for all our major safety risks and that they are properly understood, used and their effectiveness regularly monitored. For each incident resulting in loss of life or a critical injury, an independent investigation is conducted to understand the causes and remedial actions required. The lessons learned from each are shared via our Group Learning from Incidents (LFI) process and discussed at Board Sustainability Committee, executive and site management levels. Particular emphasis is placed on ensuring that actions relating to critical controls are implemented in a timely manner to prevent repeats. Despite continuing to put considerable effort into improving how we manage safety, our total recordable case frequency rate rose by 16% to 0.93 (2014: 0.80). While the regression was partly due to Platinum having resumed normal operating conditions following the strike-affected period in 2014, more work needs to be done to renew the downward trend of recent years. Regulatory and voluntary safety stoppages resulted in lost production at Platinum, and to a lesser extent at Kumba. While the overall number of stoppages and associated lost production decreased year-on-year at Platinum, it remains a priority for the business to engage with regulators to ensure that such interventions are used as a last resort. Our safety strategy and management approach are risk-based and focus on making sure that we have the right culture and controls in place to operate safely. They are both founded on three key principles: a mindset of zero harm, no repeats, and the application of simple, non-negotiable standards. During 2015, we added further impetus to improving control use, driven by work in five linked areas: leadership, effective planning and standards, supervision, incidents, and risk management. These will remain our priorities in 2016. In 2015, 42% of employees were reported to be working in environments with noise levels in excess of the occupational exposure limit, and approximately 9% of employees were working in environments where they were potentially at risk of exposure to inhalable hazards. Total number of fatal injuries and fatal injury frequency rate 2011–2015 Fatalities 30 25 20 15 10 5 0 2012 2013 2014 2015 2011 FIFR Fatalities Lost time injuries, medical treatment cases and total recordable case frequency rate 2011–2015 FIFR 0.016 0.014 0.012 0.010 0.008 0.006 0.004 0.002 0 4,000 3,500 3,000 2,500 2,000 1,500 1,000 500 0 2011 2012 2013 2014 2015 Lost-time injuries Medical treatment cases TRCFR TRCFR 2.5 2 1.5 1 0.5 0 32 Anglo American plc Annual Report 2015 While we have intensive programmes in place to ensure that employees and contractors working in such environments are trained to use personal protective equipment, our focus is on addressing the source of occupational health risk. Our overall approach to occupational hygiene is aligned with the Anglo American Operational Risk Management (ORM) process, which requires that operations identify health risks, implement controls to mitigate those risks, monitor the effectiveness of controls, and learn from incidents in order to prevent repeats. Targets for the implementation of the ORM are being set and will influence the performance- based remuneration of senior executives. The number of new cases of occupational diseases reported in 2015 was 163 (2014: 175). This translates to an incidence rate of 0.177 (2014: 0.175) per 200,000 hours worked – a small year-on-year increase due to the reduced number of employees in 2015. Improvement, in absolute terms, was noted in the following areas: a 47% reduction in musculoskeletal disorders; a 33% reduction in coal- workers’ pneumoconiosis; and a 12% reduction in noise- induced hearing loss. Anglo American has recorded no cases of silicosis owing to exposure at our operations since 2011. However, despite the significant year-on-year decrease, we continue to report cases of coal-workers’ pneumoconiosis. These cases are thoroughly investigated to better understand their causes, including the past and current occupational exposure profiles of those who become ill, as well as the potential sources of coal dust in the workplace. Based on this information, we continue to implement measures to improve our management of risks associated with coal dust. Through the industry work group that was formed by Anglo American and other South African mining peers, we continue to address issues relating to compensation and medical care for occupational lung disease in the gold mining industry in South Africa. 33 Strategic reportAnglo American plc Annual Report 2015STRATEGIC REPORT KEY PERFORMANCE INDICATORS KEY PERFORMANCE INDICATORS PILLARS OF VALUE(1) KEY PERFORMANCE INDICATORS (KPIs) RESULTS AND TARGETS(2) Safety and Health To do no harm to our workforce. For more information see Create a high performance culture on page 30 Work related fatal injury frequency rate (FIFR) FIFR is the number of employee or contractor fatal injuries due to all causes per 200,000 hours worked. New cases of occupational disease (NCOD) Number of new cases of occupational disease diagnosed among employees during the reporting period. Total recordable case frequency rate (TRCFR) TRCFR is the number of fatal injuries, lost time injuries and medical treatment cases for both employees and contractors per 200,000 hours worked. Environment To minimise harm to the environment. For more information see Develop core business processes on page 24 Socio-political To partner in the benefits of mining with local communities and governments. For more information see Develop core business processes on page 24 People To resource the organisation with an engaged and productive workforce. For more information see Create a high performance culture on page 30 Production To extract our Ore Reserves in a sustainable way to create value. For more information see Group Financial Review on page 36 Energy consumption Measured in million gigajoules (GJ). Greenhouse gas (GHG) emissions Measured in million tonnes of CO2 equivalent emissions. Total new water consumed Total new water consumed includes water used for primary and non-primary activities, measured in million m3. Corporate social investment Social investment, as defined by the London Benchmarking Group, includes donations, gifts in kind and staff time for administering community programmes and volunteering in company time and is shown as a percentage of underlying EBIT, less underlying EBIT of associates and joint ventures. Enterprise development Number of companies supported, and number of jobs sustained, by companies supported by Anglo American enterprise development initiatives. Voluntary labour turnover Number of permanent employee resignations as a percentage of total permanent employees. Gender diversity Percentage of women, and female managers, employed by the Group. Production volumes Production volumes for the year are discussed at a commodity level within each business unit section of the annual report (see pages 46–64). Quarterly production figures are shown on page 186. Cost To be competitive by operating as efficiently as possible. For more information see Group Financial Review on page 36 Unit costs of production Unit costs of production are discussed at a commodity level within each business unit section of the annual report (see pages 46–64). Other factors that impact costs across the Group are discussed in the Group Financial Review (see page 36). Financial To deliver sustainable returns for our shareholders. For more information see Group Financial Review on page 36 Attributable ROCE The return on adjusted capital employed attributable to equity shareholders of Anglo American. It excludes the portion of the return and capital employed attributable to non-controlling interests in operations where Anglo American has control but does not hold 100% of the equity. It is calculated as annualised underlying EBIT divided by adjusted capital employed. (1) The table above reflects historically reported KPIs against our seven pillars. It does not represent our new business scorecard. 34 Underlying earnings per share Underlying earnings are net profit attributable to equity shareholders, before special items and remeasurements. Anglo American plc Annual Report 2015PILLARS OF VALUE(1) KEY PERFORMANCE INDICATORS (KPIs) Safety and Health To do no harm to our workforce. For more information see Create a high performance culture on page 30 Work related fatal injury frequency rate (FIFR) Total recordable case frequency FIFR is the number of employee or contractor fatal injuries rate (TRCFR) due to all causes per 200,000 hours worked. New cases of occupational disease (NCOD) Number of new cases of occupational disease diagnosed among employees during the reporting period. TRCFR is the number of fatal injuries, lost time injuries and medical treatment cases for both employees and contractors per 200,000 hours worked. Energy consumption Measured in million gigajoules (GJ). Greenhouse gas (GHG) emissions Measured in million tonnes of CO2 equivalent emissions. Total new water consumed Total new water consumed includes water used for primary and non-primary activities, measured in million m3. RESULTS AND TARGETS(2) FIFR Target: Zero fatal incidents TRCFR Target: 10% year-on-year reduction The ultimate goal of zero harm remains NCOD Target: Zero (long term) 2015 2014 6 fatalities, 0.00352 FIFR 6 fatalities, 0.00346 FIFR 2015 2014 0.93 0.80 2015 2014 163 175 Energy consumption Million GJ total energy used Target: 7% saving vs. 2015 projected business as usual (BAU) Performance: 7% saving vs. 2015 GHG emissions Mt CO2 -equivalent Target: 19% saving vs. 2015 projected BAU Performance: 22% saving vs. 2015 2015 2014 106 108 2015 2014 18 17 Total new water consumed Mm3 new water consumed Target: 14% saving vs. 2020 projected BAU Performance: 16% saving vs. 2015 2015 2014 222222 196 Corporate social investment Enterprise development Social investment, as defined by the London Benchmarking Number of companies supported, and Group, includes donations, gifts in kind and staff time for administering community programmes and volunteering in company time and is shown as a percentage of underlying EBIT, less underlying EBIT of associates and joint ventures. number of jobs sustained, by companies supported by Anglo American enterprise development initiatives. Corporate social investment 2015: 6.0% of underlying EBIT, less associates and joint ventures 2014: 3.0% of underlying EBIT, less associates and joint ventures Enterprise development Businesses supported Enterprise development Jobs sustained 2015 2014 $124m $136m 2015 2014 62,661 58,257 2015 2014 108,423 96,873 Voluntary labour turnover Number of permanent employee resignations as a percentage of total permanent employees. Gender diversity Percentage of women, and female managers, employed by the Group. Production volumes Production volumes for the year are discussed at a commodity level within each business unit section of the annual report (see pages 46–64). Quarterly production figures are shown on page 186. Cost To be competitive by operating as efficiently as possible. Unit costs of production Unit costs of production are discussed at a commodity level within each business unit section of the annual report (see pages 46–64). Other factors that impact costs across the Group are discussed in the Group Financial Review For more information see Group Financial Review on page 36 (see page 36). Voluntary labour turnover Gender diversity Women as a percentage of management Gender diversity Women as a percentage of total workforce 2015 2014 1.9% 2.0% 2015 2014 25% 24% 2015 2014 18% 16% Production change % change versus 2014 Platinum (produced ounces) 25% (19)% Nickel (7)% Kumba (12)% De Beers Niobium 34% (5)% Coal (5)% Copper(3) Phosphates (fertiliser) 0% Group total 5% Group unit cost movements – US$ nominal basis % change versus 2014 (28)%(4) Platinum (12)% Nickel (23)% Coal – Australia and Canada (6)% De Beers (9)% Kumba (13)% Coal – South Africa (9)% Copper(3) (16)% Group (copper equivalent) Environment To minimise harm to the environment. For more information see Develop core business processes on page 24 Socio-political To partner in the benefits of mining with local communities and governments. For more information see Develop core business processes on page 24 People To resource the organisation with an engaged and productive workforce. For more information see Create a high performance culture on page 30 Production To extract our Ore Reserves in a sustainable way to create value. For more information see Group Financial Review on page 36 Financial To deliver sustainable returns for our shareholders. Attributable ROCE Underlying earnings per share The return on adjusted capital employed attributable to equity Underlying earnings are net profit shareholders of Anglo American. It excludes the portion of the attributable to equity shareholders, before return and capital employed attributable to non-controlling special items and remeasurements. For more information see Group Financial Review on page 36 interests in operations where Anglo American has control but does not hold 100% of the equity. It is calculated as annualised underlying EBIT divided by adjusted capital employed. Group attributable ROCE Underlying EPS 2015 2014 5% 9% 2015 2014 $0.64 $1.73 (2) The results and targets in the KPI table above include wholly owned subsidiaries and joint operations over which Anglo American has management control. (3) Includes eight months of Anglo American Norte. (4) Based on reported production in 2014, i.e. not adjusted for impact of strike. 35 Strategic reportAnglo American plc Annual Report 2015 STRATEGIC REPORT GROUP FINANCIAL REVIEW GROUP FINANCIAL REVIEW Anglo American reported underlying earnings of $0.8 billion (2014: $2.2 billion), with underlying EBIT decreasing by 55% to $2.2 billion. Falling prices were seen across most products ($4.2 billion impact on underlying EBIT), with the average iron ore CFR China price down 42% and copper price down 20%, only partly offset by weaker commodity currencies ($1.8 billion impact). After adjusting for inflation, cash costs decreased as a result of cost-reduction initiatives across the Group and falling input costs such as diesel, rubber and steel. Weaker rough diamond demand negatively affected underlying EBIT, although this was partially offset by increased sales volumes at Coal Australia, Coal South Africa, Kumba Iron Ore (Kumba) and Platinum. Net debt remained flat at $12.9 billion. Significantly weaker operational cash flows were, for the most part, offset by a $2.0 billion reduction in capital expenditure, as expansionary projects approach completion and stay-in-business capital expenditure has been reduced. In addition, Anglo American received $1.7 billion in net disposal proceeds, primarily from Lafarge-Tarmac and Anglo American Norte. Full year post-tax impairments of $5.7 billion have been recorded in operating special items, reflecting the impact of deteriorating market conditions, including weaker prices, on asset valuations. OPERATIONAL PERFORMANCE (PRODUCTION/COSTS) Operational performance was in line with expectations across the majority of the business. Platinum production rose by 25%, largely due to the recovery from the 2014 strike, as well as a strong mining performance at Mogalakwena and Amandelbult. Rough diamond production decreased by 12% in response to prevailing trading conditions. Copper production decreased by 5%, largely due to the disposal of Anglo American Norte, effective from 1 September 2015. On a pro forma basis (excluding the impact of Anglo American Norte), production was 1% lower, driven by the impact of drought conditions on throughput at Los Bronces and plant instability at Collahuasi during the third quarter, partly offset by higher grades. Nickel production decreased by 19% to 30,300 tonnes, reflecting the impact of the furnace rebuilds at Barro Alto. At Niobium, the 34% increase in output to 6,300 tonnes reflected the ongoing ramp-up of the BVFR project. Production at Kumba decreased by 7% owing to mining constraints at Sishen. The ramp-up of Minas-Rio continued, with increases in quarter-on-quarter production throughout the year. Output at Coal Australia and Canada increased by 1%, despite Peace River Coal (which produced 1.5 Mt in 2014) being on care and maintenance for the year. At Coal South Africa, export production decreased 4%, owing to the planned closure of a section at Goedehoop and lower production at Mafube as it transitions to a new mining area. 36 The Group achieved a favourable cost performance in 2015, even allowing for the benefits of weaker local currencies. At Platinum, year-on-year cash operating costs per unit of platinum production (metal in concentrate) decreased by 28% to $1,508 per ounce, owing primarily to the impact of the industrial action on costs in 2014, and the benefit of the weaker rand. As a result of cost savings and the benefit of weaker local currencies at De Beers, consolidated unit costs declined from $111/carat to $104/carat, despite lower volumes. In Copper, there was a $208 million reduction in on-mine cash costs of the retained operations, driven by cost saving initiatives, including a 16% reduction in headcount at Los Bronces. Nickel C1 unit costs decreased by 12%, driven by the weaker Brazilian real, partly offset by inflation and lower production volumes owing to the furnace rebuilds. During the year, Kumba reduced controllable costs by $8/tonne to achieve an average cash break-even price of $49/tonne (CFR China). Coal Australia FOB costs decreased by 7% in local currency terms following increased productivity at underground mines and cost reductions, resulting in the lowest unit costs since 2007. Coal South Africa delivered flat unit costs, despite planned lower production and inflationary pressures. INCOME STATEMENT Group underlying EBIT was $2.2 billion, a 55% decrease (2014: $4.9 billion). Underlying EBIT $ million Platinum De Beers Copper Nickel Niobium and Phosphates Iron Ore and Manganese Coal Corporate and other Total Year ended 31 Dec 2015 Year ended 31 Dec 2014 263 571 228 (22) 119 671 457 (64) 32 1,363 1,193 21 124 1,957 458 (215) 2,223 4,933 Underlying earnings Group underlying earnings were $0.8 billion, a 63% decrease (2014: $2.2 billion). Net finance costs Net finance costs, before special items and remeasurements, excluding associates and joint ventures, were $458 million (2014: $256 million). The increase was driven by lower interest income due to a reduction in the average cash balance held by the Group (2015: $6,963 million, 2014: $7,878 million) and net foreign exchange losses in the current period, primarily driven by the weakening of the Brazilian real and South African rand. Anglo American plc Annual Report 2015Underlying earnings $ million Platinum De Beers Copper Nickel Niobium and Phosphates Iron Ore and Manganese Coal Corporate and other Total S i t r a t e g c r e p o r t Year ended 31 Dec 2015 Net finance costs and income tax expense Underlying EBIT Non- controlling interests Underlying earnings 263 571 228 (22) 119 671 457 (64) (56) (274) (120) 3 (71) (323) (158) (34) (39) (39) (41) – – (250) (7) 13 2,223 (1,033) (363) 168 258 67 (19) 48 98 292 (85) 827 Reconciliation to loss for the period from underlying earnings $ million Underlying earnings Operating special items Operating remeasurements Non-operating special items Financing special items and remeasurements Special items and remeasurements tax Non-controlling interests on special items and remeasurements Share of associates’ and joint ventures’ special items and remeasurements Loss for the financial year attributable to equity shareholders of the Company Underlying earnings per share (US$) Year ended 31 Dec 2015 Year ended 31 Dec 2014 827 2,217 (5,972) (4,374) (178) (1,278) 615 47 584 (1) (385) 36 2 38 (269) (46) (5,624) (2,513) 0.64 1.73 Tax The effective rate of tax, before special items and remeasurements and including an attributable share of associates’ and joint ventures’ tax, increased to 31.0% at year end (31 December 2014: 29.8%). This increased rate was due to the net impact of certain prior year adjustments, the remeasurement of withholding tax provisions across the Group, and the relative levels of profits arising in our operating jurisdictions. In future periods, it is expected that the effective tax rate will remain above the United Kingdom statutory tax rate. Special items and remeasurements Special items and remeasurements primarily relate to impairments in respect of the Minas-Rio iron ore project of $2.5 billion; Capcoal, Peace River Coal and other assets within the Coal segment of $1.2 billion; assets and investments within the Platinum business of $0.7 billion; the Snap Lake operation within the De Beers business of $0.6 billion; and the write-down to fair value of the Rustenburg platinum mine of $0.7 billion. Full details of the special items and remeasurements charges are to be found in note 6 to the consolidated financial statements. 37 Strategic reportAnglo American plc Annual Report 2015 STRATEGIC REPORT GROUP FINANCIAL REVIEW GROUP FINANCIAL REVIEW continued Net debt $ million Opening net debt EBITDA(1) Working capital movements Other cash flows from operations Cash flows from operations Capital expenditure including related derivatives(2) Cash tax paid Dividends from associates, joint ventures and financial asset investments Net interest Dividends paid to non-controlling interests Attributable free cash flow Dividends paid to Company shareholders Disposals (net proceeds) Other net debt movements Total movement in net debt Closing net debt(3) 2015 (12,871) 2014 (10,652) 4,419 25 (204) 4,240 (4,177) (596) 333 (540) (242) (982) (1,078) 1,745 285 7,104 9 (164) 6,949 (6,018) (1,298) 460 (473) (823) (1,203) (1,099) 44 39 (30) (12,901) (2,219) (12,871) (1) EBITDA is underlying EBITDA, as described in note 3 to the financial statements, less EBITDA of associates and joint ventures. (2) Please see note 22 to the financial statements for the definition of capital expenditure. (3) Net debt excludes the own credit risk fair value adjustment on derivatives of $555 million (31 December 2014: Nil). GROUP ROCE BALANCE SHEET Attributable ROCE declined to 5% in 2015 (2014: 9%) primarily as a consequence of weaker commodity prices, partly offset by improved operational performance and recovery from the platinum strike in 2014, the benefit of weaker local currencies, a lower proportion of post-tax earnings attributable to non-controlling interests and lower average attributable capital employed. Average attributable capital employed was lower at $32.6 billion (2014: $38.7 billion), driven by impairments, offset by ongoing capital expenditure. The previous ROCE measure, used to track the Driving Value programme, incorporated a number of adjustments, principally to reverse the impact of certain impairments and acquisition fair value adjustments. The new attributable ROCE measure has been developed to allow a clearer link to the published financial statements. Comparatives have been restated to align with the current period presentation, and capital employed by segment is disclosed in note 3 to the consolidated financial statements. Net assets of the Group decreased to $21.3 billion (2014: $32.2 billion), driven primarily by impairments of $5.7 billion, losses on disposals of subsidiaries and joint ventures, foreign exchange losses of $4.1 billion, and depreciation of $2.6 billion. Capital expenditure, including capitalised operating cash outflows, for the year was $4.2 billion, while net debt remained flat at $12.9 billion, as explained below. LIQUIDITY AND FUNDING At 31 December 2015, the Group had undrawn committed bank facilities of $7.9 billion and cash of $6.9 billion. The Group’s forecasts and projections, taking account of reasonably possible changes in trading performance, indicate the Group’s ability to operate within the level of its current facilities. The Group has certain financial covenants in place in relation to external debt which are not expected to be breached in the foreseeable future. 38 Anglo American plc Annual Report 2015DIVIDENDS Analysis of dividends US cents per share Interim dividend Recommended final dividend Total dividends Year ended 31 Dec 2015 Year ended 31 Dec 2014 32 – 32 32 53 85 No final dividend was declared for 2015 (final dividend 2014: 53 US cents per ordinary share). Total dividends paid to Company shareholders during 2015 were $1,078 million (31 December 2014: $1,099 million). Further protecting its balance sheet and cash position, Anglo American announced in December 2015 its decision to suspend dividend payments. The commitment to a dividend during the ordinary course of business remains a core part of the Group’s overall capital allocation approach and the Board has recommended that, upon resumption, Anglo American should adopt a payout ratio-based dividend policy in order to provide shareholders with exposure to improvements in commodity prices, while retaining cash flow flexibility during periods of weaker pricing. NET DEBT Net debt (including related hedges) of $12,901 million was $30 million higher than at 31 December 2014, representing gearing of 37.7% (31 December 2014: 28.6%). Net debt is made up of cash and cash equivalents of $6,889 million (31 December 2014: $6,747 million) and gross debt including related derivatives of $19,790 million (31 December 2014: $19,618 million). Net debt remained flat year-on-year, with significant cash outflows arising on capital expenditure, the payment of dividends to Company shareholders and to non-controlling interests, and interest payments, offset by cash generated from operations and disposal proceeds. Anglo American received net proceeds from disposals of $1,745 million (31 December 2014: $44 million), primarily for the sale of its 50% interest in Lafarge Tarmac and for the sale of Anglo American Norte, taking into account disposed cash and transaction costs. CASH FLOW Cash flow from operations Cash flow from operations decreased by $2,709 million to $4,240 million (31 December 2014: $6,949 million), driven by the 38% decrease in underlying EBITDA. Cash inflows on operating working capital were $25 million (31 December 2014: inflows of $9 million). These were due to a decrease in operating receivables, primarily at Kumba, owing to lower realised prices, offset by increases in inventories at De Beers, resulting from lower volumes sold. Attributable free cash flow Attributable free cash flow increased by $221 million to an outflow of $982 million despite cash flow from operations decreasing by $2,709 million. The improvement was primarily due to a reduction in capital expenditure of $1,841 million to $4,177 million (31 December 2014: $6,018 million), mainly owing to the Minas-Rio iron ore project in Brazil moving into its ramp-up phase. Cash tax paid and dividends paid to non-controlling interests decreased by $1,283 million in total, driven by lower earnings. Net disposal proceeds of $1,745 million relate primarily to the completion of the sale of the Group’s interests in Lafarge Tarmac and Anglo American Norte. 39 Strategic reportAnglo American plc Annual Report 2015STRATEGIC REPORT MANAGING RISK EFFECTIVELY MANAGING RISK EFFECTIVELY Byron Grote Chairman, Audit Committee Anglo American recognises that risk is inherent in all its business activities. Our risks can have a financial, operational or reputational impact. As understanding our risks and developing appropriate responses are critical to our future success, we are committed to an effective, robust system of risk identification and an effective response to such risks to support the achievement of our objectives. Anglo American’s assessment of strategic, operational, project and sustainable development related risks 1 4 22 3 1. Identifying risks A robust methodology is used to identify key risks across the Group; at business units, operations and projects. This is being applied consistently through the development and ongoing implementation of a Group integrated risk management standard. 2. Analysing risks and controls to manage identified risks Once identified, the process will evaluate identified risks to establish root causes, financial and non-financial impacts and likelihood of occurrence. Consideration of risk treatments is taken into account to enable the creation of a prioritised register and in determining which of the risks should be considered as a principal risk. 3. Determining management actions required Effectiveness and adequacy of controls are assessed. If additional controls are required, these will be identified and responsibilities assigned. 4. Reporting and monitoring Management is responsible for monitoring progress of actions to mitigate key risks and determine if the risk is operating within the limits of our risk appetite. Management is supported through the Group’s internal audit programme, which evaluates the design and effectiveness of controls. The risk management process is continuous; key risks are reported to the Audit Committee, with sustainability risks also being reported to the Sustainability Committee. HOW DOES RISK RELATE TO OUR STRATEGIC ELEMENTS? Risks can arise from events outside of our control or from operational matters. Each of the risks described on the following pages can have an impact on our ability to achieve our strategic elements: • Where we compete: optimising and streamlining our portfolio; • How we win: maximising our performance; • Critical core skills: creating a capable organisation. VIABILITY STATEMENT The directors confirm that they have a reasonable expectation that the Group will continue in operation and meet its liabilities as they fall due for the next three years. This period has been selected for the following reasons: • The Group’s strategy and budgeting process is aligned with a three-year view; • The current volatility in commodity markets makes confidence in a longer assessment of prospects highly challenging; and • The Group will undergo a significant transition over the next three years. The viability statement is aligned with completion of that transition. The directors’ assessment has been made with reference to the Group’s current position and prospects, including the impact of the proposed restructuring and the expected disposal proceeds and a robust analysis of its principal risks. Assessment of financial performance and cash flows, including debt repayment, has been performed over the three year period using budgeted commodity prices and foreign exchange rates. Financial performance and cash flows have then been subjected to stress and sensitivity analysis over the three year period, using a range of conservative commodity prices and foreign exchange rates. We have then considered the severe but plausible financial impact of other risks the Group faces, combining certain different principal risks and other significant risks faced by the Group under a number of different scenarios modelled over the three year period. Our assumptions in making the viability statement primarily relate to the financial impacts of our principal risks and our mitigation of those risks. 40 Anglo American plc Annual Report 2015SIGNIFICANT HIGH S i t r a t e g c r e p o r t 1 2 7 3 4 5 6 PRINCIPAL RISKS AT A GLANCE 1 Commodity prices 2 Political and regulatory 3 Organisation change 4 Portfolio restructuring 5 Minas-Rio 6 South Africa power 7 Safety d o o h i l e k i 8 – 11 Catastrophic risks L MEDIUM LOW Position of arrow indicates movement of risk since 2014 Impact 8 – 11 PRINCIPAL RISKS RISK APPETITE We define a principal risk as a risk or combination of risks that would threaten the business model, future performance, solvency or liquidity of Anglo American. In addition to these principal risks we continue to be exposed to other risks related to currency, inflation, information and cyber security, community relations, environment, infrastructure and human resources. These risks are subject to our normal procedures to identify, implement and oversee appropriate mitigation actions. Principal risks 1–7 on pages 42–44 CATASTROPHIC RISKS We also face certain risks that we deem catastrophic risks. These are very high severity, very low likelihood events that could result in multiple fatalities or injuries, an unplanned fundamental change to strategy or the way we operate, and have significant financial consequences. We do not consider likelihood when assessing these risks as the potential impacts mean these risks must be treated as a priority. Catastrophic risks are included as principal risks. Catastrophic risks 8–11 on pages 44–45 We define risk appetite as ‘the nature and extent of risk Anglo American is willing to accept in relation to the pursuit of its objectives’. We look at risk appetite from the context of severity of the consequences should the risk materialise, any relevant internal or external factors influencing the risk and the status of management actions to mitigate the risk. A scale is used to help determine the limit of appetite for each risk, recognising that risk appetite will change over time. If a risk exceeds appetite, it will threaten the achievement of objectives and may require a change to strategy. Risks that are approaching the limit of the Group’s risk appetite may require management actions to be accelerated or enhanced in order to ensure the risks remain within appetite levels. Further details on the risk management and internal control systems and the review of their effectiveness are provided on pages 80–81 41 Strategic reportAnglo American plc Annual Report 2015 STRATEGIC REPORT MANAGING RISK EFFECTIVELY MANAGING RISK EFFECTIVELY continued 1. COMMODITY PRICES Pillars of value: Global macro-economic conditions leading to sustained low commodity prices and/or volatility. Root cause: The most significant factors contributing to this risk at present are the slowdown in growth in China and other emerging markets, low growth rates in developed economies and an oversupply of commodities into the market, particularly the raw materials such as iron ore and metallurgical coal used in steel making. Other factors such as weak regional economies and conflict can also influence the economic environment and contribute to weak commodity prices. Impact: Low commodity prices can result in weakened levels of cash flow, profitability and valuation. Debt costs may rise owing to rating agency downgrades and the possibility of restricted access to funding. The Group may be unable to complete its divestment programme within the desired timescales or achieve expected values. The capability to invest in growth projects is limited during periods of low commodity prices – which may, in turn, affect future performance. Mitigation: High levels of liquidity will be maintained during the current cycle. An organisation change programme incorporating cost reductions, continued roll-out of the Operating Model, reductions in capital expenditure and the divestment of certain assets is under way. The Board regularly monitors progress of these actions. 2. POLITICAL AND REGULATORY Pillars of value: Uncertainty and adverse changes to mining industry regulation, legislation or tax rates can occur in any country in which we operate. Root cause: The Group has no control over political acts or changes in local tax rates. Our licence to operate through mining rights is dependent on a number of factors including compliance with regulations. Impact: Uncertainty over future business conditions leads to a lack of confidence in making investment decisions, which can influence future financial performance. Increased costs can be incurred through additional regulations or resource taxes, while the ability to execute strategic initiatives that reduce costs or divest assets may also be restricted; all of which may reduce profitability and affect future performance. Political stability can also result in civil unrest or nullification of existing agreements, mining permits or leases. These may adversely affect the Group’s operations or results of those operations. Mitigation: Anglo American has an active engagement strategy with the governments and regulators within the countries in which we operate or plan to operate. We assess portfolio capital investments against political risks and avoid or minimise exposure to jurisdictions with unacceptable risk levels. We actively monitor regulatory and political developments on a continuous basis. Pillars of value: Safety and Health Socio-political Production Financial Environment People Cost 42 This risk has increased since 2014 Risk appetite: Operating outside the limits of our appetite and mitigation actions are in place. Commentary: Current economic conditions are having a negative impact on commodity prices and represent the biggest immediate threat to Anglo American’s financial performance. We have announced significant portfolio changes (see pages 16–19) as a response to commodity price risk. No change in risk Risk appetite: Operating within the limits of our appetite. Commentary: Current global economic conditions have a significant impact on countries whose economies are exposed to the downturn in commodities, placing greater pressure on governments to find alternative means of raising revenues, and increase the risk of social and labour unrest. These factors could increase the political risks faced by the Group. Anglo American plc Annual Report 2015 3. ORGANISATION CHANGE Pillars of value: Failure to accelerate and deliver the organisation change programme will lead to a loss of shareholder confidence in the ability to transform Anglo American and result in a reduced valuation. Root cause: The urgency to deliver change is high, but constraints exist in different geographies, including employment regulations and political factors that may delay timing and delivery of the organisation change. Impact: Weakened levels of investor confidence, a decreased company valuation and reputational damage are possible outcomes if this risk materialises. Weaker cash flows, lower levels of profitability and debt rating downgrades, with a resultant increased cost of debt and possibly reduced access to financing, could also occur should this risk materialise. Employee morale and retention of key skills may also be affected. Mitigation: Progress has been achieved in all the various actions associated with the Group’s organisation change. Mechanisms are in place to monitor progress, identify constraints to implementation, and to measure the benefits delivered. The Board regularly reviews the progress of these initiatives. S i t r a t e g c r e p o r t No change in risk Risk appetite: Operating within the limits of our appetite. Commentary: The organisation change programme incorporates redesign of corporate functions, implementation of the Operating Model, capital expenditure reviews, delivery of the marketing strategy and cost reduction initiatives. Non-delivery is deemed a principal risk in its own right as it is a critical component of the response to weak commodity prices. 4. PORTFOLIO RESTRUCTURING Pillars of value: Inability to divest assets in the timeframe required and/or for expected value. Root cause: Current economic conditions, particularly in commodity markets, are reducing the number of potential asset acquirers and are affecting the value that can be obtained. Completion of transactions can be complex, and involve numerous stakeholders – such as regulators, government, joint venture partners, employees and local communities – and each may have different expectations. Impact: Weakened levels of cash flow, reduced profitability and a resultant negative impact on the valuation of Anglo American may result, along with an inability to reduce debt and improve financial performance. Any credit rating agency downgrade may increase the cost of debt, while an inability to deliver portfolio changes could result in loss of investor confidence and reputational damage. Mitigation: The divestment process involves comprehensive stakeholder engagement and initiatives to generate buyer interest. The Board regularly monitors progress of individual transactions. No change in risk Risk appetite: Operating within the limits of our appetite. Commentary: Progress was made during 2015, following the successful divestment of the Lafarge Tarmac stake and the Anglo American Norte assets which, together, delivered $1.9 billion in gross proceeds. In addition, the proposed sale of Anglo American Platinum’s Rustenburg mining and concentrating operations to Sibanye was announced in September. Non-delivery is deemed a principal risk in its own right as it is a critical component of the response to weak commodity prices. 5. MINAS-RIO Pillars of value: Delay in obtaining the operating licence extension and inability to achieve production targets during ramp-up. Root cause: Production has been impacted by water availability due to reduced rainfall. Increased regulatory scrutiny for the licence extension can be expected as a result of a major tailings dam incident involving loss of life at a competitor facility in Brazil in November, while there is also the continuing need to manage community issues. Both may delay completion of the civil works associated with the mine’s development. Delays in obtaining licences are causing operational constraints. Impact: Inability to achieve planned production and revenues and/or reductions in the cost of production. This may also result in loss of investor confidence and reputational damage. Mitigation: A comprehensive stakeholder engagement plan is in place to manage the licence extension and actions are being taken to address the ramp-up risks identified. This risk has increased since 2014 Risk appetite: Operating within the limits of our appetite. Commentary: An extension to the operating licence has been requested and is expected to be delivered by September 2016. The process to extend the licence through to December 2022 has also started and risks to achieving that extension have been identified. Risks to the production ramp-up have also been assessed, including optimisation of the flotation plant and water availability. 43 Strategic reportAnglo American plc Annual Report 2015 STRATEGIC REPORT MANAGING RISK EFFECTIVELY MANAGING RISK EFFECTIVELY continued 6. SOUTH AFRICA POWER Pillars of value: Electricity supply not able to meet the country’s demands, leading to unplanned outages and failure of the national grid. Root cause: Anglo American is a significant consumer of power owing to the extent of our operations in South Africa. The risk is created through the state’s lack of investment in generating capacity and a maintenance backlog in some generating facilities, leading to unplanned outages. Impact: Unplanned and short-notice power supply outages can lead to production shortfalls, with a negative effect on revenue, costs and productivity. There are potential safety implications, particularly for underground mines and process activities. Loss of critical computing systems can interrupt normal business activities. Mitigation: Daily interactions are held with senior management of the state-owned power supplier to understand short and long term supply issues. Business units have emergency generation capability for deep level shafts and procedures are in place to minimise disruption. This risk has increased since 2014 Risk appetite: Operating within the limits of our appetite. Commentary: Installed generation capacity is not operating at 100%, particularly during summer months, leaving the system vulnerable, with any supply shortfalls requiring national load-shedding and/or curtailment. Significant improvements are not expected in the near term. 7. SAFETY Pillars of value: Failure to deliver a sustained improvement in safety performance. Root cause: Inability to deliver a sustained improvement in safety performance will result from a failure of management interventions and training initiatives to translate into behavioural change by all employees and contractors. Impact: Loss of life, workplace injuries and safety-related stoppages all immediately impact production; while, over the longer term, such factors are also a threat to our licence to operate. Mitigation: A continued, relentless focus on safety improvement and safety risk management is adopted by executive management. Operating standards and guidelines are in place to mitigate safety risk, supported by robust risk management and risk assurance processes. No change in risk Risk appetite: Operating within the limits of our appetite. Commentary: Senior management continues to treat safety risk management as its top priority. In 2015, lost-time injuries decreased, excluding Platinum, compared with the prior year, demonstrating continued progress in reducing workplace injuries. Six people lost their lives at Anglo American’s managed operations during 2015, the same number as in 2014. 8. TAILINGS DAM FAILURE Pillars of value: A release of waste material leading to loss of life, injuries, environmental damage, reputational damage, financial costs and production impacts. Root cause: Tailings dam failures can result from over-topping, poor operating practices, instability of pit slopes, inadequate design and construction, or seismic events. Impact: Potential for multiple fatalities and injuries, long term environmental damage, significant reputational damage and loss of licence to operate. The financial impact associated with clean-up costs and legal liability claims could be substantial. Mitigation: Anglo American employs technical standards that provide minimum design criteria and operational performance requirements; all of which are regularly inspected by technical experts. Assurance work is conducted to monitor the controls associated with management of tailings dam facilities. No change in risk Risk appetite: Operating within the limits of our appetite. Commentary: Tailings dam failure is considered a catastrophic risk – i.e. a very high severity but very low frequency event that must be treated with the highest priority. Pillars of value: Safety and Health Socio-political Production Financial Environment People Cost 44 Anglo American plc Annual Report 2015 9. SLOPE WALL FAILURE Pillars of value: A sudden and unexpected failure of a slope causing landslides and inrush to pit or other asset (such as a pipeline), leading to loss of life, injuries, environmental damage, reputational damage, financial costs and production impacts. Root cause: Slope wall failure can result from inadequate design, unexpected adverse geological conditions, shortcomings in the mining process, or natural events such as seismic activity or excessive rainfall. Impact: Potential for multiple fatalities or injuries, significant production impact and damage to assets. Financial costs associated with recovery and legal claims may be extensive. Regulatory issues may result and community relations may be affected. Mitigation: Technical standards exist that provide minimum criteria for slope stability design and operation. Monitoring of slope movement is conducted at all open pit operations. Inspections and training and awareness programmes are provided by technical experts, and assurance work is conducted to assess the effectiveness of controls. S i t r a t e g c r e p o r t No change in risk Risk appetite: Operating within the limits of our appetite. Commentary: Slope wall failure is considered a catastrophic risk – i.e. a very high severity but very low frequency event that must be treated with the highest priority. 10. MINESHAFT FAILURE Pillars of value: A sudden and unexpected failure of a mineshaft. Root cause: There are 23 vertical shafts in our Platinum and Coal business units. Mineshaft failure can occur as a result of rope failure, fire and explosion in a shaft, flooding, power failure, mud rush, conveyance failure or structural failure. Impact: Multiple fatalities and injuries, damage to assets, production loss and reputational damage. Financial costs associated with recovery and liability claims may be significant. Mitigation: Technical standards exist that provide minimum criteria for mineshaft management. Inspections are carried out by technical experts and assurance work is conducted to assess the effectiveness of controls. No change in risk Risk appetite: Operating within the limits of our appetite. Commentary: Mineshaft failure is considered a catastrophic risk – i.e. a very high severity but very low frequency event that must be treated with the highest priority. 11. FIRE AND/OR EXPLOSION Pillars of value: Fire and explosion risks are present at all mining operations and processing facilities such as smelters and refineries in our Platinum, Copper and Nickel businesses. Root cause: The combined presence of fuel, heat and oxygen, as well as conditions that can lead to the concentration and confinement of these elements, can cause an explosion – including gas, coal dust (particularly in underground mines), sulphide dust or furnace gas explosions. Impact: Multiple fatalities and injuries, damage to assets, loss of production, reputation damage and loss of licence to operate. Financial costs associated with recovery and liability claims may be significant. Mitigation: Technical standards exist that provide minimum criteria for prevention of underground explosions and fire. Inspections are carried out by technical experts and assurance work is conducted to assess the effectiveness of controls. Third party reviews of fire risk are conducted at each location where significant risk is present. No change in risk Risk appetite: Operating within the limits of our appetite. Commentary: Fire and explosion is considered a catastrophic risk – i.e. a very high severity but very low frequency event that must be treated with the highest priority. 45 Strategic reportAnglo American plc Annual Report 2015 STRATEGIC REPORT: PLATINUM PLATINUM Chris Griffith CEO – Anglo American Platinum Anglo American is the leading primary producer of PGMs, providing the world with around 40% of all newly mined platinum. All of our operations are located in the Bushveld Complex in South Africa, with the exception of Unki mine on the Great Dyke formation in Zimbabwe. DRIVING CHANGE DEFINING OUR FUTURE PRODUCTION RECORD AT MOGALAKWENA 392,000 ounces COST PER TONNE REDUCTION AT MOGALAKWENA 7% VS 2014 HEADCOUNT REDUCTION IN YEAR 8% SALE OF RUSTENBURG OPERATIONS AGREED WITH SIBANYE GOLD FOR AT LEAST R4.5 BILLION (NOMINAL) Sibanye shareholder approval gained and South African competition and regulatory approvals in train UNION PLATINUM MINE IDENTIFIED FOR SALE Operation has been restructured and production significantly reduced while also progressing the sale of the asset JOINT VENTURE OPERATIONS WILL CONTINUE TO BE OPERATED IN A SEPARATE MANAGEMENT STRUCTURE Kroondal, Pandora and other joint ventures under review to determine optimum path to realise shareholder value over time Boom drill operator Adros Bonongwa drilling in the south section of Unki mine in Zimbabwe. 46 Anglo American plc Annual Report 2015KEY PERFORMANCE INDICATORS Platinum Prior year Mogalakwena Prior year Amandelbult Prior year Other operations Prior year Project and corporate Prior year Production volume (k’oz)(1) 2,337 1,870 392 370 437 219 1,508 1,281 – – Sales volume (k’oz) 2,471 2,115 422 382 433 279 1,616 1,454 – – Price ($/Pt oz)(2) Unit cost ($/Pt oz) Revenue ($m) Underlying EBITDA ($m) Underlying EBIT ($m) Capex ($m) ROCE 1,905 2,413 2,585 3,277 1,641 2,117 – – – – 1,508 2,081 1,369 1,742 1,382 2,384 – – – – 4,900 5,396 1,092 1,271 712 593 3,096 3,532 – – 718 527 496 504 97 (37) 177 118 (52) (58) 263 32 368 371 36 (96) (89) (185) (52) (58) 366 576 151 196 53 68 156 306 6 6 4% 0% – – – – – – – – S i t r a t e g c r e p o r t (1) In keeping with industry benchmarks, production disclosure has been amended to reflect own mine production and purchases of metal in concentrate. Previous disclosure of own mine production and purchases of metal in concentrate was converted to equivalent refined production using standard smelting and refining recoveries. (2) Average US$ basket price. INTRODUCTION At Anglo American Platinum, we are optimising and reconfiguring our portfolio. Once complete, we will have a ‘best in class’ core operating footprint at the Mogalakwena and Amandelbult mines in South Africa and Unki in Zimbabwe, alongside our joint venture interests in Bafokeng-Rasimone, the Mototolo mine and Modikwa mine in South Africa. Also in South Africa, we own smelting and refining operations which treat concentrates, not only from our wholly owned mines, but also from our joint venture partners and third parties. dampened sentiment towards PGMs. In addition, further supply from above ground inventories and a weakening rand led to price declines in the year. Mined metal in South Africa recovered to above 2013 levels, following strike-affected 2014, though production from both Russia and North America fell. Total secondary supply declined owing to lower jewellery recycling volumes in China and reduced scrap incentives in the automotive sector. Declines in jewellery and investment demand were offset by a relatively strong performance by the automotive and industrial sectors. For more information refer to the Marketplace review section  See pages 8–10 FINANCIAL AND OPERATING OVERVIEW OPERATING PERFORMANCE Underlying EBIT increased by $231 million to $263 million (2014: $32 million). This was due to an improved operational performance following the 2014 industrial action, higher sales volumes, the weakening of the South African rand against the dollar, and an annual inventory adjustment which improved underlying EBIT by $181 million. Total platinum production (metal in concentrate) rose by 25% to 2,337,000 ounces (2014: 1,870,000 ounces). The increase was attributable to recovery from the five-month strike and subsequent ramp-up in the prior year, as well as a strong mining performance at Mogalakwena, Amandelbult and Unki mines. Year-on-year cash operating costs per unit of platinum production (metal in concentrate) decreased by 28% to $1,508 per ounce, excluding projects, owing primarily to the impact of the industrial action on costs in 2014, and the benefit of the weaker rand. On a 2014 financial year strike-adjusted unit cost basis, rand cash operating costs per unit of platinum production increased by 6% as a result of mining inflation costs, specifically relating to electricity and employment. This compares, however, to a mining inflation rate of ~7% in South Africa. On a strike-adjusted US dollar basis, unit costs were 10% lower, reflecting the benefit of the weaker rand. MARKETS Average platinum market price ($/oz) Average palladium market price ($/oz) Average rhodium market price ($/oz) Average gold market price ($/oz) US$ realised basket price – Pt ($/Pt oz) Rand realised basket price – Pt (ZAR/Pt oz) 2015 1,051 691 932 1,160 1,905 24,203 2014 1,385 803 1,173 1,266 2,413 26,219 The average US dollar basket price per platinum ounce sold decreased by 21% in 2015 to $1,905, despite platinum and palladium demand exceeding supply from mining and recycling for the fourth consecutive year. The prospect of monetary tightening in the US, growth concerns in China, uncertainty surrounding Greece’s possible exit from the euro, and the unfolding vehicle emissions scandal all Mogalakwena mine, which was unaffected by strike action in 2014, continued its robust operational performance, with growth in production resulting from higher concentrator recoveries and higher head grades, despite a community protest action which resulted in a loss of 9,000 ounces. Total output from Mogalakwena increased by 6% to 392,000 ounces (2014: 370,000 ounces), with a 5% increase in on-mine production of platinum to 368,000 ounces, while toll concentrating activities at a third party concentrator yielded 24,000 ounces. As a result, the unit cost per platinum ounce (metal in concentrate) at Mogalakwena decreased by 20% to $1,369 per ounce, including the benefit of the weaker rand. Production at Amandelbult increased from 219,000 ounces to 437,000 ounces owing to the mine returning to normal production following the strike, as well as an improved mining performance. Unki mine in Zimbabwe produced 66,000 ounces, an increase of 7%, on the back of improved mining efficiencies and higher grades. Rustenburg, including the Western Limb Tailings, increased output by 202,000 ounces to 485,000 ounces, largely driven by the recovery from the industrial action. Rustenburg was further consolidated into two mines; East and West mine, and is in the process of implementing its optimised mine plan. This has led to an increase in immediately available Ore Reserves, improved productivity and increased profitability. 47 Strategic reportAnglo American plc Annual Report 2015 STRATEGIC REPORT PLATINUM PLATINUM continued Platinum demand by use in 2015 Autocatalyst: gross Industrial Jewellery: net Investment Total Source: Anglo American Platinum % 43 26 26 5 100 Palladium demand by use in 2015 Autocatalyst: gross Industrial Jewellery: net Investment Total Source: Anglo American Platinum % 81 24 2 (7) 100 Union mine, which has recovered in the aftermath of the 2014 strike, produced 141,000 ounces, an increase of 53,000 ounces, despite the closure of its decline section in 2014. Union’s continued focus is on ensuring it improves performance in line with its optimised mine plan. Section 54 safety stoppages affected production across almost all operations, predominantly in the first half of the year. The Department of Mineral Resources has been engaged to ensure the impact of such stoppages is limited and that Section 54 notices are only used as a last resort. Production from the joint venture and associate portfolio, inclusive of both mined and purchased production, decreased by 2%. Lower output was largely the result of safety stoppages following fatal incidents at Bafokeng- Rasimone platinum mine, closure of two shafts at Bokoni and lower grades at Mototolo. This was partly offset by higher production from Kroondal. Refined platinum production increased by 30% to 2,459,000 ounces (2014: 1,890,000 ounces) owing to production returning to normal following the 2014 strike, as well as operational improvements. In addition, a physical count of in-process metals conducted in the first half of the year led to an inventory increase of 130,000 ounces. The subsequent processing of this additional inventory resulted in refined platinum production of 2,459,000 ounces exceeding 2,337,000 ounces of produced metal. In line with the return to normal production levels, refined palladium output increased by 30%, while refined production of rhodium was 33% higher. As a result of higher refined production, platinum sales volumes increased by 17% to 2,471,000 platinum ounces. OPERATIONAL OUTLOOK It is anticipated that platinum production (metal in concentrate) will remain between 2.3-2.4 million ounces in 2016. The required process to put the Twickenham project onto care and maintenance will commence in 2016. It is estimated that cash unit costs will be R19,250-R19,750 per platinum ounce (metal in concentrate) for 2016. Platinum believes the focus on cost rationalisation will enable it to meet its goals of keeping costs below mining inflation. 48 Anglo American plc Annual Report 2015 STRATEGIC REPORT: DE BEERS DE BEERS Philippe Mellier CEO – De Beers Group Anglo American owns 85% of De Beers, the world’s leading diamond company. The balance of 15% of De Beers is owned by the Government of the Republic of Botswana. Our diamond operations are located in four countries: Botswana, Canada, Namibia and South Africa. In Botswana and Namibia, we work in partnership with our host governments. DRIVING CHANGE PRODUCTION REDUCED IN RESPONSE TO WEAKER TRADING CONDITIONS 12% (3.9 million carats) UNIT COST REDUCTIONS 6% vs 2014 NUMBER OF FOREVERMARK™ ‘DOORS’(1) 1,760 (1) A Diamond is Forever™ and Forevermark™ are trademarks of The De Beers Group of Companies. DEFINING OUR FUTURE CONTINUED INVESTMENT IN FUTURE GROWTH • Gahcho Kué progress at 83% with first production scheduled for H2 2016 • Jwaneng’s Cut-8 is expected to become the mine’s main source of ore in 2018 • Venetia Underground continues to progress and is expected to become the mine’s principal source of ore from 2022 PORTFOLIO CHANGES: • Snap Lake mine in Canada placed onto long term care and maintenance as of December 2015 • Damtshaa – a satellite mine at Orapa in Botswana – was placed onto temporary care and maintenance in January 2016 • Sale of Kimberley Mines, in South Africa, completed in January 2016 INTRODUCTION De Beers and its partners produce about a third of the world’s rough diamonds by value, with the majority sold via Global Sightholder Sales to long term contract customers and accredited buyers, and the remainder via De Beers Auction Sales to auction customers. Downstream assets include the De Beers Diamond Jewellers joint venture and the Forevermark™ brand, which now features in 1,760 outlets in 35 key consumer markets around the world. Finally, Element Six sells synthetic diamonds to the industrial diamond supermaterials industry. FINANCIAL AND OPERATIONAL OVERVIEW De Beers’ underlying EBIT decreased by 58% to $571 million (2014: $1,363 million). This was the result of weaker rough diamond demand and lower revenue, offset in part by tight operating cost control and favourable exchange rates. Total De Beers revenue fell by 34% to $4.7 billion (2014: $7.1 billion), mainly driven by lower rough diamond sales, which declined by 36% to $4.1 billion. This was due to a 39% reduction in consolidated sales volumes to 19.9 million carats (2014: 32.7 million carats), partly offset by a 5% increase in the average realised diamond price. In Botswana, Jwaneng’s Cut-8 extension is progressing on the south eastern side of the open pit. 49 Strategic reportAnglo American plc Annual Report 2015STRATEGIC REPORT DE BEERS DE BEERS continued KEY PERFORMANCE INDICATORS(1) De Beers Prior year Debswana Prior year Namdeb Holdings Prior year South Africa Prior year Canada Prior year Trading Prior year Other(6) Prior year Production volume (000’cts) Sales volume (000’cts)(2) Price ($/ct)(3) Unit cost Revenue ($/ct)(4) ($m)(5) Underlying EBITDA ($m) Underlying EBIT ($m) Capex ($m) 28,692 32,605 20,368 24,237 1,764 1,886 4,673 4,634 1,887 1,848 – – – – 19,945 32,730 – – – – – – – – – – – – 207 198 178 172 553 581 131 155 275 312 – – – – 104 111 34 31 273 283 81 89 229 279 – – – – 4,671 7,114 – – – – – – – – – – – – 990 1,818 379 604 147 207 282 344 154 178 107 579 (79) (94) 571 1,363 352 579 120 177 174 243 65 77 100 572 (240) (285) 697 689 101 114 30 37 279 296 254 186 2 4 31 52 ROCE 6% 13% – – – – – – – – – – – – (1) Prepared on a consolidated accounting basis, except for production which is stated on a 100% basis. (2) Total sales volumes on a 100% basis were 20.6 million carats (2014: 34.4 million carats). (3) Price for the mining business units based on 100% selling value post-aggregation. (4) Based on the total cost per carat recovered, including depreciation. (5) Includes rough diamond sales of $4.1 billion (2014: $6.5 billion). (6) Other includes Element Six, downstream and acquisition accounting adjustments. This 5% increase in average realised diamond prices to $207/carat (2014: $198/carat), reflected a stronger product mix, despite an 8% lower average rough price index for the period. From the final Sight in 2014 to the final Sight in 2015, the De Beers rough price index declined by 15%. Owing to weaker rough diamond demand, De Beers reduced production, costs and capital expenditure. As a result of the cost saving programmes, supported by favourable exchange rate movements, consolidated unit costs declined from $111/carat to $104/carat. MARKETS Global consumer demand for diamond jewellery in 2015 is expected to have declined marginally in US dollar terms from the record levels of 2014, as growth in the US was offset by the economic slowdown in China and the strength of the dollar. The US, the largest market for polished diamonds at approximately 45% of global market value, again saw the strongest growth, albeit at a slower rate than in 2014. Demand for diamond jewellery by Chinese consumers was stable, while in India, diamond jewellery demand contracted in local currency terms. Weaker than expected consumer demand in 2015 resulted in retailers reducing their demand for polished diamonds from the midstream manufacturers. A build-up in polished stocks in the midstream put downward pressure on polished prices, and reduced the midstream’s willingness to purchase additional rough diamonds. This was exacerbated by a more stringent financing environment. For more information refer to the Marketplace review section  See pages 8–10 OPERATING PERFORMANCE Mining and manufacturing Rough diamond production decreased by 12% to 28.7 million carats (2014: 32.6 million carats) as De Beers reduced production in response to prevailing trading conditions. Debswana’s production decreased by 16% to 20.4 million carats, driven by a reduction in tailings production at Jwaneng, combined with the bringing forward of planned maintenance at both Jwaneng and Orapa. Debswana is focusing on improving reliability and cash costs, while maintaining flexibility, with Damtshaa, a satellite of Orapa, being placed onto temporary care and maintenance from 1 January 2016, affording the option of efficiently resuming production when market conditions allow. In South Africa, production was in line with 2014, though below planned 2015 production. A decline at Venetia, owing to lower throughput and a reduction in tailings processing – again, in response to softer trading conditions – was offset by increased production at Kimberley. The completion of the sale of Kimberley Mines to Ekapa Minerals was announced on 21 January 2016. Production at Namdeb Holdings decreased by 6%, as a result of a focus on lower grade mining areas in response to prevailing trading conditions. This impact was partly compensated by increased availability of the Mafuta vessel at Debmarine Namibia. The terms of a new 10-year sales agreement between De Beers and the Government of the Republic of Namibia are currently being finalised. 50 Anglo American plc Annual Report 2015De Beers’ strategy across the pipeline De Beers operates across the diamond value chain. The Upstream stage is concerned with exploration and mining. Moving down the pipeline, the Midstream stage involves the sorting and selling of rough diamonds. At the Downstream stage, manufactured jewellery pieces arrive at retail jewellers, to be purchased by the end consumer. De Beers has mining operations in four countries. Its principal sales channel is Global Sightholder Sales, which sells diamonds to around 80 of the world’s leading diamantaires, or Sightholders, at its 10 annual Sights. Finally, De Beers has access to the end consumer through its Forevermark™ brand, which now features in 1,760 outlets worldwide, and through the De Beers Diamond Jewellers joint venture retail jewellery stores. Upstream Operational excellence Midstream Unique value proposition Downstream Demand generation and future growth platform Exploration and projects Mining Rough distribution and trading Polished manufacturing and trading Jewellery manufacturing Jewellery retail Consumers In Canada, production was in line with the prior year as lower grades at both Snap Lake and Victor were offset by improved throughput. In December 2015, De Beers announced that Snap Lake would be placed onto long term care and maintenance with immediate effect. De Beers Diamond Jewellers maintained its focus on fast-growing markets, with 35 stores in 12 key consumer markets around the world, and continued to see strong sales in the higher-end market and with Chinese consumers worldwide. Element Six experienced challenging trading conditions throughout the year, primarily as a result of the effect on sales of the contraction in global oil and gas drilling activity. The resulting impact on revenue and operating margins was partly offset by a cost-containment programme, affecting both direct and indirect costs. The plant in Sweden has been closed, while the plants in South Africa and Ireland have been upgraded and restructured to optimise production and reduce the cost base. Outlook De Beers expects the US market to remain the main driver of growth in consumer demand in 2016. The extent of global growth will, however, be dependent upon a number of macro-economic factors, including the strength of the dollar and economic performance in China, and their impact worldwide. Longer term, the sector is likely to continue to see benefit from a continuing rise in the world’s middle classes in emerging markets, particularly in China and India. Brands Forevermark™ continued to expand and is now available in 1,760 outlets – a 14% increase on 2014 – across 35 markets and, despite the challenging trading conditions, the brand achieved double-digit sales growth. In March 2015, a new grading and inscription facility was opened in Surat in India, with the potential to process up to $500 million worth of diamonds annually. In August, Forevermark™ announced the relaunch of the A Diamond is Forever™ marketing campaign, which began in the US and India in advance of the key selling season in the fourth quarter. De Beers also invested in additional holiday marketing campaigns to further stimulate diamond jewellery gift giving across the key US and China markets; these campaigns were received positively by the industry. Rough diamond demand in 2016 will be dependent upon consumer demand for diamond jewellery and the resultant levels of restocking required by retailers and, consequently, the midstream. Diamond production (on a 100% basis) for 2016 is forecast to be in the range of 26-28 million carats, subject to trading conditions. Consistent with this level of production, plans are in place to deliver $200 million of cash savings in production costs, overheads and capital expenditure. 51 Strategic reportAnglo American plc Annual Report 2015STRATEGIC REPORT: COPPER COPPER Duncan Wanblad CEO – Base Metals and Minerals In Chile, we have interests in two major copper operations: a 50.1% interest in the Los Bronces mine, which we manage and operate, and a 44% share in the Collahuasi mine; we also manage and operate the El Soldado mine and Chagres smelter (50.1% interest in both). In Peru, we have an 81.9% interest in the Quellaveco project. DRIVING CHANGE LTIFR 36% reduction versus 2014 (managed operations) PLANT OPERATING TIME 94% Los Bronces’ average grinding time, excluding impact of water restrictions in 2015 C1 UNIT COST(1) 9% reduction versus 2014 (1) Includes eight months of Anglo American Norte. DEFINING OUR FUTURE $300 MILLION RECEIVED FROM SALE OF NORTE COPPER ASSETS Chagres to be retained as an integrated smelter OPERATING MODEL ROLL-OUT AT LOS BRONCES PLANT Optimisation of the entire plant process stream is expected to achieve a step-up in plant throughput of 10,000 tonnes per day during 2016, increasing productivity and reducing plant operating costs. Operating Model to be fully rolled out at the mine in 2017, further increasing operational efficiency and cost performance RESPONDING TO MARKET CONDITIONS THROUGH REDESIGN AND RIGHTSIZING OF THE BUSINESS Reduction of over 1,700 permanent headcount during 2015 (excluding sale of Anglo American Norte), c.13% of workforce, plus additional reductions of head office and support functions under way Holding tanks at the Confluencia plant at the Los Bronces operation in Chile. 52 Anglo American plc Annual Report 2015KEY PERFORMANCE INDICATORS Copper Prior year Los Bronces Prior year Collahuasi(2) Prior year Other operations Prior year Projects and corporate Prior year (1) Excludes 41kt third party sales from Mantos Blancos. (2) 44% share of Collahuasi production, sales and financials. Production volume (kt) Sales volume (kt)(1) Realised price (c/lb) C1 unit cost (c/lb) Revenue ($m) Underlying EBITDA ($m) Underlying EBIT ($m) 709 748 402 405 200 207 107 137 – – 706 755 408 404 198 209 100 142 – – 228 300 – – – – – – – – 154 169 149 154 142 144 – – – – 3,539 4,827 1,852 2,497 971 1,311 716 1,019 – – 942 1,902 622 1,173 381 707 55 138 (116) (116) 228 1,193 240 822 167 495 (63) (8) (116) (116) Capex ($m) 659 728 228 199 109 185 322 344 – – ROCE 3% 18% – – – – – – – – S i t r a t e g c r e p o r t INTRODUCTION Our operations produce copper concentrate, copper cathodes, copper anodes and associated by-products such as molybdenum, silver and gold. FINANCIAL AND OPERATING OVERVIEW Underlying EBIT decreased by 81% to $228 million. This was largely due to a 20% decline in the average LME copper price, as well as lower by-product prices and a 7% decline in sales volumes. The decrease in revenue was partly mitigated by the effects of the weaker Chilean peso and a $208 million reduction in on-mine cash costs of the retained operations. These were driven by cost-reduction initiatives and productivity improvements, including a 16% reduction in headcount at Los Bronces and an 18% reduction at Collahuasi. At 31 December 2015, 197,631 tonnes of copper were provisionally priced at 214 c/lb. Provisional pricing of copper sales resulted in a negative underlying EBIT adjustment of $366 million (2014: $196 million). MARKETS Average market prices (c/lb) Average realised prices (c/lb) 2015 249 228 2014 311 300 Growth in mine supply outweighed underlying demand growth in 2015, resulting in a market surplus for the metal. In particular, prices were adversely affected by weaker construction activity and manufacturing output in China, which accounts for almost half of global copper consumption. After a collapse at the start of the year, LME copper prices steadily gained ground, peaking close to $3/lb in May. Since then, bearish speculative funds have driven prices lower, culminating in a retreat towards $2/lb in the fourth quarter. Sell-offs by investors have been fuelled by volatile equity markets and concerns over China’s economic outlook. For more information refer to the Marketplace review section  See pages 8–10 Operating performance Production at Los Bronces was marginally lower at 401,700 tonnes, with the impact of drought-related water restrictions on plant throughput offset by an increased cut-off grade and higher achieved recoveries. The water restrictions had a net negative impact on production of 18,000 tonnes. The operation is focused on its longer term water strategy, which aims to achieve greater resilience to extreme climatic conditions. Escondida Morenci Collahuasi Chuquicamata El Teniente Los Bronces Los Pelambres Antamina Grasberg Buenavista Source: Wood Mackenzie Anglo American’s share of Collahuasi’s production decreased by 3% to 200,300 tonnes owing to lower ore feed as a result of planned plant maintenance, as well as speed restrictions imposed on the two smaller processing lines in the second and third quarters following the detection of vibrations in the SAG mills. The vibration issue was successfully resolved, delivering a step-change in plant operating times in the fourth quarter, as part of the implementation of a wider plan to achieve stability in the operation of the plant. Higher-cost oxide production ramped down from 1 October, resulting in lost production of ~3,000 tonnes. Production at El Soldado increased by 11% to 36,100 tonnes, attributable to higher grades and increased recovery arising from improved ore availability. Operational outlook Production in 2016 is expected to be in line with 2015, when adjusted for the disposal of Anglo American Norte and the curtailment of oxide production at Collahuasi, which have a combined impact of around 120,000 tonnes. A recovery in throughput at Los Bronces and Collahuasi is anticipated to be offset by expected lower grades, particularly at Los Bronces. Full year 2016 production guidance remains unchanged for the retained operations at 600,000-630,000 tonnes. 53 Strategic reportAnglo American plc Annual Report 2015 STRATEGIC REPORT: NICKEL NICKEL Duncan Wanblad CEO – Base Metals and Minerals Our Nickel business is well placed to serve the global stainless steel industry, which depends on nickel and drives demand for it. Our assets are in Brazil, with two ferronickel production sites: Barro Alto and Codemin, in the state of Goiás. DRIVING CHANGE DEFINING OUR FUTURE FURNACE REBUILDS AT BARRO ALTO COMPLETED BELOW BUDGET AND WITH DESIGN CAPACITY ACHIEVED 30 kt production in 2015 DECREASE IN C1 UNIT COSTS AT BARRO ALTO(1) 15% since 2012 (pre-rebuild) SIGNIFICANT IMPROVEMENT IN SAFETY Codemin LTI-free since June 2014 – over 2.1 million man-hours worked. Barro Alto furnace rebuild project registered more than 1.3 million man-hours without an LTI (1) Barro Alto C1 unit costs from Q4 2015 (after furnace rebuilds), excluding the impact of foreign exchange and inflation. A DECISION HAS BEEN TAKEN TO EVALUATE A SALE OF OUR NICKEL BUSINESS Discussions with potential buyers are under way EARLY ATTAINMENT OF COMMERCIAL PRODUCTION FROM BARRO ALTO IN 2015 Successful furnace rebuilds and ramp-ups executed in 2015, setting the stage to reach a nominal capacity production year in 2016. Total nickel production (including Codemin) expected to reach 45,000-47,000 tonnes C1 UNIT COSTS AT BARRO ALTO EXPECTED TO BE <350 C/LB Full capacity production and other operational improvements leading to an expected C1 unit cost of less than 350 c/lb – firmly within the lower half of the industry cost curve The ferronickel plant at Barro Alto in Brazil, where rebuilding of the operation’s two furnaces has recently been completed. 54 Anglo American plc Annual Report 2015KEY PERFORMANCE INDICATORS Nickel segment Prior year Nickel Prior year Projects and corporate Prior year Production volume (t) 30,300 37,200 30,300 37,200 – – Sales volume (t) 32,000 36,100 32,000 36,100 – – Price (c/lb) 498 731 498 731 – – C1 unit cost (c/lb) Revenue ($m) Underlying EBITDA ($m) Underlying EBIT ($m) Capex ($m) 431 491 431 491 – – 146 142 146 142 – – (3) 28 9 40 (12) (12) (22) 21 (10) 33 (12) (12) 26 14 26 14 – – ROCE (1)% 1% (1)% 1% – – FINANCIAL AND OPERATING OVERVIEW OPERATING PERFORMANCE S i t r a t e g c r e p o r t Nickel production decreased by 19% to 30,300 tonnes, reflecting the furnace rebuilds at Barro Alto. The rebuilds were concluded ahead of schedule, with the delivery of first metal from the second furnace occurring in September (more than one month ahead of plan), and production has now reached nameplate capacity of 2.4 million tonnes of ore feed per annum. At Codemin, production was in line with 2014 at 9,000 tonnes. OPERATIONAL OUTLOOK Following the successful furnace rebuilds and faster than anticipated ramp-ups executed in 2015, nameplate capacity production should be achieved at Barro Alto through 2016, with total nickel output expected to be 45,000-47,000 tonnes. Underlying EBIT loss of $22 million was $43 million lower (2014: $21 million profit), principally driven by the lower nickel price and inflation, partly offset by the benefit to costs of the weaker Brazilian real. The Barro Alto project continued to be capitalised until October, when commercial production was achieved.  Barro Alto’s underlying capitalised operating loss was $(46) million, a $198 million decrease over the prior year (2014: $152 million profit), owing to the ongoing furnace rebuild and consequent lower production volumes, lower nickel prices and inflation, partially offset by a net exchange rate benefit. Nickel C1 unit costs decreased 12%, driven by the weaker Brazilian real, partly offset by inflation and lower production volumes owing to the furnace rebuilds. Following the successful furnace rebuilds and subsequent ramp-up, Barro Alto C1 unit costs averaged 350 c/lb in the last quarter of the year, a significant improvement compared with 2012 (pre-rebuild). This was mainly the result of higher throughput, lower energy consumption (owing to higher efficiencies being achieved at the new coal pulverisation plant and efforts to reduce electricity consumption), lower overhead costs and favourable exchange rates. MARKETS Average market prices (c/lb) Average realised prices (c/lb) 2015 536 498 2014 765 731 The average LME nickel cash settlement price decreased by 30% to 536 c/lb as the impact of slower Chinese economic growth continued to exert downward pressure on commodity prices. World stainless steel production (the end use for around 65% of all nickel) was flat year-on-year, matching 2014’s record output. Nickel pig iron production in China declined by approximately 18%, or 85,000 tonnes, owing to the ongoing Indonesian nickel ore export ban; this led to a near-doubling of Chinese ferronickel imports in 2015, which reached a record high of 137,000 tonnes (Ni contained). This, in turn, resulted in an improvement in ferronickel market fundamentals, and a decrease in ferronickel discounts, through the year. For more information refer to the Marketplace review section  See pages 8–10 55 Strategic reportAnglo American plc Annual Report 2015 STRATEGIC REPORT: NIOBIUM AND PHOSPHATES NIOBIUM AND PHOSPHATES Duncan Wanblad CEO – Base Metals and Minerals With the ramp-up of the Boa Vista Fresh Rock (BVFR) plant, we move to being the No. 2 niobium producer in the world, with our operations located in Goiás state, Brazil. Our phosphates business, based in the country’s agricultural heartland in Goiás state, is the second largest in Brazil. DRIVING CHANGE RAMP-UP AT BVFR – % COMPLETE 69% NIOBIUM PRODUCTION INCREASE 34% vs 2014 SIGNIFICANT IMPROVEMENT IN SAFETY AT CUBATÃO 2.4 million man-hours LTI-free DEFINING OUR FUTURE OUR NIOBIUM AND PHOSPHATES BUSINESSES HAVE BEEN IDENTIFIED FOR SALE Discussions are under way with parties interested in acquiring the Niobium and Phosphates businesses FULL PRODUCTION EXPECTED FROM BVFR IN Q3 2016 Once the BVFR plant reaches nameplate capacity, production from installed capacity is expected to increase to 6,800 tonnes per year POTENTIAL FOR FURTHER PLANT DEBOTTLENECKING Capacity increases in Niobium’s metallurgy section and adjustments at the existing concentrator to allow the processing of alternative feed sources will take total annual capacity to 9,000 tonnes The secondary grinding mills at the Boa Vista Fresh Rock niobium facility in Brazil. 56 Anglo American plc Annual Report 2015KEY PERFORMANCE INDICATORS Niobium and Phosphates Prior year Niobium Prior year Phosphates Prior year Projects and corporate Prior year Production volume (kt) Sales volume (kt) – – 6.3 4.7 1,111 1,113 – – – – 5.1 4.6 1,060 1,097 – – Price ($/t) – – – – 479 487 – – Unit cost (c/lb) Revenue ($m) Underlying EBITDA ($m) Underlying EBIT ($m) – – – – – – – – 544 666 111 180 433 486 – – 146 152 40 75 111 88 (5) (11) 119 124 33 69 91 66 (5) (11) Capex ($m) 50 239 26 198 24 41 – – ROCE 14% 16% 6% 15% 30% 16% – – S i t r a t e g c r e p o r t INTRODUCTION OPERATING PERFORMANCE Most of the niobium ore we mine comes from the Boa Vista open pit; it is then processed to produce ferroniobium, which is exported to steel plants, where it is a key component in the manufacture of specialist high strength steels. Niobium Production increased by 34% to 6,300 tonnes, mainly due to the ongoing ramp-up of the BVFR plant (which achieved first production in late 2014). The plant reached 69% of nameplate capacity in December 2015. Phosphorus is a basic component of all living things and phosphates are a vital ingredient of fertilisers. Our Chapadão mine in Ouvidor has a long mine life, as well as some of Brazil’s highest grades of phosphate ore. Ours is an integrated operation that covers mining phosphate ore, refining it to produce P2O5 concentrate, and processing into intermediate and final products. Phosphates Production of 1.1 million tonnes of fertiliser was broadly in line with the prior year. Phosphoric acid production decreased by 10%, mainly due to maintenance repairs at the Cubatão processing plant. Phosphoric acid is a key component of dicalcium phosphate (DCP); consequently, DCP production was 10% lower owing to the priority given to phosphoric acid sales in Cubatão. OPERATIONAL OUTLOOK Niobium Production from installed capacity is expected to increase to 6,800 tonnes once the BVFR plant reaches nameplate capacity in the third quarter of 2016. This, when combined with certain metallurgical debottlenecking activities currently being implemented, will take the total annual capacity to 9,000 tonnes. Phosphates Fertiliser and DCP production in 2016 is expected to be broadly similar to 2015. Phosphoric acid production is expected to increase to around 300,000 tonnes, driven by improved performance at Cubatão following the maintenance repairs in the second half of 2015. FINANCIAL AND OPERATING OVERVIEW Niobium Underlying EBIT of $33 million was 52% lower (2014: $69 million), as a result of the capitalisation of sales associated with the ramp-up of Boa Vista Fresh Rock (BVFR), inflation and rehabilitation provision increases, partly compensated by the benefit of the weaker Brazilian real. Underlying EBIT of $17 million from BVFR was capitalised in 2015, as the project had not reached commercial production. Phosphates Underlying EBIT of $91 million was 38% higher (2014: $66 million), mainly due to the positive impact of the weaker Brazilian currency on operating costs and lower study costs, partly offset by inflation, reduced sales volumes and lower realised pricing (including the impact of the weaker Brazilian real on prices). MARKETS Niobium Despite a strong first six months, worldwide demand for ferroniobium has softened, while global production capacity has increased slightly. This decline in demand was driven by the challenging conditions in the Chinese steel industry and lower investments in oil and gas pipeline steel. As a result, average niobium prices weakened across all regions. Phosphates The average MAP CFR Brazil price was marginally lower at $479/tonne (2014: $487/tonne), mainly as a result of softer demand in Brazil and lower than expected Indian imports in the second half. 57 Strategic reportAnglo American plc Annual Report 2015 STRATEGIC REPORT: IRON ORE AND MANGANESE IRON ORE AND MANGANESE Norman Mbazima CEO – Kumba Iron Ore Pedro Borrego Interim CEO – Iron Ore Brazil Anglo American’s iron ore operations provide customers with niche, high iron content ore, a large percentage of which is direct-charge product for blast furnaces. DRIVING CHANGE DEFINING OUR FUTURE REDUCTION IN COST PER WASTE TONNE AT SISHEN MINE (INCLUDING DEFERRED STRIPPING) 3% vs 2014 HEADCOUNT REDUCTION AT KUMBA 16% vs 2014 CAPEX AT IRON ORE OPERATIONS OF $1.4 BILLION 47% reduction vs 2014 KUMBA IRON ORE IDENTIFIED AS NON-CORE Kumba Iron Ore’s Sishen and Kolomela assets will be actively managed to further improve performance in the short term, while determining the optimal route and timing for exit OPTIMISING MINAS-RIO AS A NON-CORE ASSET Work has been prioritised to secure the necessary licences to underpin the ramp-up and long term sustainability of the operation, while also optimising the business to ensure positive cash flows at expected iron ore levels THABAZIMBI MINE CLOSURE PLAN IN IMPLEMENTATION Mining at Thabazimbi ceased at the end of September 2015. Closure procedures have been implemented and all activity at the mine is expected to cease at the end of H1 2016 Drilling, loading and hauling activity in Kumba Iron Ore’s open pit at Kolomela, South Africa. 58 Anglo American plc Annual Report 2015KEY PERFORMANCE INDICATORS Iron Ore and Manganese Prior year Kumba Iron Ore Prior year Iron Ore Brazil Prior year Samancor(3) Prior year Projects and corporate Prior year (1) Iron Ore Brazil production is Mt (wet basis). Production volume (Mt)(1) Sales volume (Mt) Price ($/t)(2) Unit cost ($/t) Revenue ($m) Underlying EBITDA ($m) Underlying EBIT ($m) – – 44.9 48.2 9.2 0.7 3.3 3.6 – – – – 47.8 45.3 8.5 0.2 3.3 3.7 – – – – 54 91 41 57 – – – – – – 31 34 60 – – – – – 3,390 5,176 2,876 4,388 – – 514 788 – – 1,026 2,286 1,011 2,162 (20) (29) 104 251 (69) (98) 671 1,957 739 1,911 (21) (34) 22 178 (69) (98) Capex ($m) 1,422 2,685 523 763 899 1,922 – – – – ROCE 5% 12% 26% 60% (1)% (1)% 4% 22% – – S i t r a t e g c r e p o r t (2) Prices for Kumba Iron Ore (Kumba) are the average realised export basket price (FOB Saldanha). Prices for IOB are average realised export basket price (FOB Açu) (wet basis). (3) Production and sales include ore and alloy. INTRODUCTION In South Africa, we have a majority share (c.70%) in Kumba Iron Ore, which supplies lump and fine ore; while, in Brazil, we have developed the integrated Minas-Rio operation, which supplies iron ore pellet- feed products. In manganese, we have a 40% share in Samancor Holdings in South Africa, Groote Eylandt Mining Company Pty Ltd (GEMCO) and Tasmanian Electro Metallurgical Company (TEMCO) in Australia. FINANCIAL AND OPERATING OVERVIEW Kumba Underlying EBIT decreased by 61% to $739 million (2014: $1,911 million), mainly attributable to the 42% fall in the iron ore benchmark price to an average of $56/tonne. Realised FOB export prices averaged $54/tonne, 42% lower than in 2014. Total cash costs, however, declined by 18%, with costs associated with the 10% increase in waste mined more than offset by the weakening of the South African rand against the dollar. Kumba reduced controllable costs by $8/tonne to achieve an average cash break-even price of $49/tonne (CFR China) in 2015. In 2016, Kumba is targeting to be cash break-even at an iron ore price of below $40/tonne. The cost improvements include savings in capital expenditure, in operating costs, and productivity gains in mining and processing operations. Sales of 47.8 Mt (2014: 45.3 Mt) were achieved, an increase of 6%, following an improved logistics performance and the shipment of 3.4 Mt through the multi-purpose terminal at the Saldanha port. As a result, Kumba reduced its Saldanha port stockpile to 1.2 Mt, while total finished-product stock decreased to 4.7 Mt by year end (2014: 6.5 Mt). Iron Ore Brazil Underlying EBIT loss was $21 million (2014: $34 million loss), net of a $251 million loss that was capitalised as the Minas-Rio project continued to ramp up. The project is expected to reach commercial production during 2016, although it will remain in ramp-up throughout the year. Samancor Underlying EBIT decreased by $156 million to $22 million, driven primarily by lower manganese prices and a 9% decrease in ore sales. MARKETS Iron ore Average market prices (IODEX 62% Fe CFR China spot price – $/tonne) Average realised prices (Kumba export – $/tonne) (FOB Saldanha) Average market prices Iron ore (MB 66% Fe Concentrate CFR – $/tonne) Average realised prices (Minas-Rio – $/tonne) (FOB wet basis) 2015 2014 56 54 67 41 97 91 112 57 Seaborne iron ore prices continued their downward trend in 2015, with the Platts IODEX 62% Fe CFR China spot price falling 42% to average $56 per dry metric tonne. Overcapacity in the Chinese steel sector has resulted in steel prices touching record lows. A shift in the focus of Chinese mills to cost rather than productivity has led to reduced price differentials across iron ore grades. In addition, the seaborne iron market remained oversupplied throughout the year, further depressing the iron ore price, although there was a noticeable slowdown in supply growth as projects reached execution and high-cost marginal suppliers withdrew from the market. Kumba and ArcelorMittal SA have amended the pricing terms of their supply agreement from a cost-based to an export-parity price. In the current market environment, which presents significant challenges for the mining and steel industries in South Africa, this amendment will align prices charged to domestic and export customers. For more information refer to the Marketplace review section  See pages 8–10 Manganese 2015 saw significant weakness in both manganese ore and alloy prices, with the decline in steel output in China and all other major steel producing regions exacerbating manganese ore market volatility. Supply cuts started to materialise as prices continued to slide through the year, leaving 70% of the industry in a loss-making position. The index ore price (44% Mn CIF China) declined by 57%, ending the year at $1.86/dmtu. 59 Strategic reportAnglo American plc Annual Report 2015 STRATEGIC REPORT: IRON ORE AND MANGANESE IRON ORE AND MANGANESE continued OPERATING PERFORMANCE Kumba Production was down by 7% to 44.9 Mt owing to mining constraints at Sishen, experienced largely in the second half. Production at Sishen declined by 12% to 31.4 Mt, mainly arising from difficulties in providing the DMS plant with the correct quality feedstock because of a shortage of sufficient exposed high grade ore required for blending. In order to improve exposed ore levels and increase operational flexibility, it was necessary to mine more waste material, which increased by 19% to 222.2 Mt. During the year the deteriorating price environment necessitated a further optimisation of the Sishen mine plan. It was decided to reconfigure the Sishen pit to a lower cost shell to safeguard the mine’s viability at lower prices. At Sishen, implementation of the Operating Model has already seen a 24% improvement in efficiency in internal waste mining activity at the North Mine, where work management aspects of the model were introduced in August 2014. The Operating Model was implemented across pre-strip mining and heavy equipment activities in July 2015 and is working well. At Kolomela, a revised mining plan was implemented, including cessation of mining at one of the pits to conserve cash. Efficiencies and throughput at the plant continued to improve, resulting in a 4% increase in production to 12.1 Mt for the year. To feed the plants at this rate, waste mining increased to 45.7 Mt from the previously guided 44-45 Mt. Thabazimbi mine produced 1.4 Mt. During the year, Kumba announced closure plans, with mining ceasing at the end of September 2015. Material mined previously was processed during the final quarter of 2015 and is expected to continue into the second quarter of 2016. Closure procedures have been implemented and all activity at the mine is expected to cease at the end of the first half of 2016. Iron Ore Brazil Minas-Rio continued to ramp up in 2015, with increases in quarter-on-quarter production throughout the year. Ramp up will continue in 2016. Full year production in 2015, at 9.2 Mt (wet basis), was lower than the original market guidance of 11-14 Mt (wet basis), mostly due to filtration plant adjustments being required, together with water availability and ore quality issues. Following recent rainfall, water conditions are now closer to normal, while the iron ore variability is expected to improve as the mining footprint expands over time. Export sales amounted to 8.5 Mt (wet basis). Samancor Production of manganese ore declined by 6% to 3.1 Mt (attributable basis). Production volumes were negatively affected by the temporary suspension of operations at both Mamatwan and Wessels following a fatality at Mamatwan mine in November. The suspension of the operations remained in effect until the completion of the strategic review, with mining activity restarted in February 2016. The decrease in production in South Africa was slightly offset by increased output from Australia, with the GEMCO operations delivering record production in the second half of the year. Production of manganese alloys decreased by 25% to 213,600 tonnes (attributable basis) following the suspension of operations at Metalloys in South Africa. OPERATIONAL OUTLOOK Kumba Kumba will target a cash break-even price of below $40/t CFR for 2016. Waste movement is expected to be materially below previous guidance of ~230 Mt, at 135-150 Mt for 2016-2020, while production guidance for 2016 is reduced from 36 Mt to ~27 Mt. In the medium term, Sishen mine will also be exploring further opportunities to utilise spare plant capacity, including the use of low grade stockpiles. It is expected that the Reserve Life will remain stable at ~15 years due to the lower production rates and will be reviewed and finalised during 2016. At Kolomela, the mine’s annual production has been revised upwards to 13 million tonnes per annum (Mtpa) from 2017, with 12 Mt expected in 2016. Iron Ore Brazil Operational challenges experienced in 2015, together with the confinement of the mining area owing to licensing constraints, have resulted in production guidance for 2016 being revised downwards to around 15-18 Mt (wet basis). Iron Ore Brazil’s FOB cash cost is expected to be $26-$28 per tonne(1). Samancor A strategic review of the South African Manganese operations has now been completed, with mining activity restarted at the operations in February 2016, although at a substantially reduced rate and with greater flexibility. Subject to market conditions, the Hotazel mines will ramp up to a saleable production rate of 2.9 Mtpa (100% basis), taking approximately 900,000 tonnes (23%) of saleable production out of the market for the foreseeable future. Optimised mine plans, redundancies and other restructuring initiatives are expected to reduce costs, with stay-in- business capital expenditure also expected to decline by approximately 80% in 2016. (1) Average over first 22 years when friable itabirite is mined. 60 Anglo American plc Annual Report 2015Loading iron ore from Minas-Rio at the dedicated export terminal at the Port of Açu in Brazil. LEGAL UPDATE In December 2013, the Constitutional Court ruled that Sishen Iron Ore Company (Pty) Ltd (SIOC) held a 78.6% undivided share of the Sishen mining right and that, based on the provisions of the Mineral and Petroleum Resources Development Act (MPRDA), only SIOC can apply for, and be granted, the residual 21.4% share of the mining right at the Sishen mine. The grant of the mining right may be made subject to such conditions considered by the Minister of Mineral Resources (‘the Minister’) to be appropriate. SIOC applied for the residual right in early 2014. SIOC received notice from the Department of Mineral Resources (DMR) that the Director General of the DMR had consented to the amendment of SIOC’s mining right in respect of the Sishen mine to include the residual 21.4% undivided share of the mining right for the Sishen mine. The consent letter is subject to certain conditions (which are described by the DMR as “proposals”). The conditions contained in the Letter of Grant relate substantively to domestic supply, support for skills development, research and development, and procurement. Until the legal and practical implications of the proposed conditions have been clarified with the DMR, SIOC is unable to accept the conditions. Section 96 of the MPRDA allows for an internal appeal to the Minister. SIOC therefore submitted an internal appeal to the Minister, as required by the MPRDA. SIOC has not yet received a response to its appeal. In the interim, SIOC continues to engage with the DMR in relation to the proposed conditions in order to achieve a mutually acceptable solution. 61 Strategic reportAnglo American plc Annual Report 2015STRATEGIC REPORT: COAL COAL Seamus French CEO – Coal Our coal portfolio is geographically diverse, with metallurgical coal assets in Australia, and thermal coal assets in South Africa, Colombia and Australia, which mine products attuned to the individual requirements of our diversified customer base. We are the world’s third largest exporter of metallurgical coal. DRIVING CHANGE DEFINING OUR FUTURE PRODUCTION INCREASE FROM UNDERGROUND LONGWALL METALLURGICAL COAL OPERATIONS 33% vs 2014 UNIT COST REDUCTIONS AT AUSTRALIAN OPERATIONS 23% vs 2014 UNIT COST REDUCTIONS AT SOUTH AFRICAN EXPORT MINES 13% vs 2014 MORANBAH AND GROSVENOR Discussions under way to assess potential disposal value of the Moranbah and Grosvenor metallurgical coal assets in Australia DARTBROOK AND CALLIDE Conditional sales agreed for the Dartbrook and Callide mines in Australia OTHER PROCESSES IN TRAIN The remaining coal assets, including the South African domestic thermal coal operations and the balance of coal mines in Australia, will be managed to improve performance and value, while considering appropriate options in the best long term interests of all stakeholders FINANCIAL AND OPERATING OVERVIEW Australia and Canada Australia and Canada underlying EBIT increased by $191 million to $190 million. This was the result of a 6% rise in production in Australia, substantial cost reductions, and a weaker Australian dollar also benefiting the cost base. These positives were offset by a 19% reduction in the average quarterly hard coking coal (HCC) benchmark coal price. Placing Peace River Coal onto long term care and maintenance resulted in an underlying EBIT benefit of $81 million. Underground productivity improvements, including an Australian longwall production record at Capcoal’s Grasstree operation, and focused cost-reduction initiatives across labour, material inputs and equipment hire, resulted in the lowest unit costs since 2007. Export FOB cash unit costs ($55/tonne) were 23% lower in US dollar terms, and 7% lower in local currency terms. South Africa South Africa’s underlying EBIT of $230 million decreased by 34%. This was the result of a 21% reduction in the export thermal coal price and the effect of industrial action in October, partly offset by a 13% increase in export sales volumes, with a record railing and shipping performance, as well as cost reductions and the benefit of the weaker rand. The export sales performance generated an additional $73 million of cash. Export mine US dollar unit costs were 13% lower, with local currency costs flat year-on-year despite inflationary pressures and a 4% decline in production, supported by a 7% improvement in underground operations equipment performance and a 12% improvement in open cut operations. Colombia Underlying EBIT decreased by 45% to $90 million (2014: $163 million), mainly owing to weaker prices reducing underlying EBIT by $90 million and a weather-related decline in production. This was compensated in part by lower costs as a result of a comprehensive cost-control programme and favourable exchange rates. MARKETS Metallurgical coal Average market prices ($/tonne)(1) Average realised prices ($/tonne)(2) 2015 102 90 2014 125 111 (1) Represents the quarterly average benchmark for premium low-volume hard coking coal. (2) Average realised price of various grades of metallurgical coal, including hard and semi-soft coking coal and PCI coal. Metallurgical coal prices showed a steady decline across 2015, driven by lower imports into China and weaker producer currencies. Strong steel exports from China had a negative effect on global steel prices and margins, putting further pressure on raw material prices. Metallurgical coal spot prices averaged $90/tonne(1), down 19%. While Australian supply was relatively stable in 2015, high-cost metallurgical coal supply continues to exit the market, in particular from the US. (1) TSI Premium HCC FOB Australia East Coast Port $/tonne. 62 Anglo American plc Annual Report 2015KEY PERFORMANCE INDICATORS Coal Prior year Australia and Canada Prior year South Africa Prior year Colombia Prior year Projects and corporate Prior year Production volume (Mt)(1) Sales volume (Mt)(2) Price ($/t)(3) Unit cost ($/t)(4) Revenue ($m) Underlying EBITDA ($m) Underlying EBIT ($m) 94.9 100.2 33.5 33.2 50.3 55.8 11.1 11.2 – – 96.8 100.2 34.0 33.8 51.6 54.8 11.2 11.3 – – – – 90 111 55 70 55 67 – – – – 55 71 39 45 31 37 – – 4,888 5,808 2,374 2,970 1,893 2,083 621 755 – – 1,046 1,207 586 543 345 463 168 255 (53) (54) 457 458 190 (1) 230 350 90 163 (53) (54) Capex ($m) 941 1,045 837 952 104 93 – – – – ROCE 9% 8% 6% (1)% 19% 30% 11% 15% – – S i t r a t e g c r e p o r t (1) Production volumes are saleable tonnes. (2) South African sales volumes exclude non-equity traded sales volumes of 3.4 Mt (2014: 1.3 Mt). (3) Australia and Canada is the weighted average metallurgical coal sales price achieved. South Africa is the weighted average export thermal coal price achieved. (4) FOB cost per saleable tonne, excluding royalties. Australia/Canada excludes study costs/Callide. South Africa unit cost is for the export operations. Thermal coal Average market prices ($/t, FOB Australia) Average realised prices – Export Australia ($/t, FOB) Average realised prices – Export South Africa ($/t, FOB) Average realised prices – Domestic South Africa ($/t) Average realised prices – Colombia ($/t, FOB) 2015 2014 59 55 55 20 55 71 72 70 19 67 Thermal coal prices declined by 17% as overall demand contracted. Chinese import demand in particular has continued to soften, while other growth markets, notably India, have not been able to offset this decrease in demand. In response, on the supply side, Indonesian volumes are being withdrawn from the market. For more information refer to the Marketplace review section  See pages 8–10 OPERATING PERFORMANCE Australia and Canada Total export metallurgical coal production increased by 1%, despite Peace River Coal (which produced 1.5 Mt in 2014) being placed onto long term care and maintenance since December 2014. In Australia, production increased by 6%, benefiting from a strong performance at the underground longwall operations, with a record performance from Capcoal’s Grasstree underground operation. Australian export metallurgical coal production was 9% higher, with increases from the underground operations compensating for lower open cut volumes as capacity at the shared Capcoal Complex plant was given to the higher margin Grasstree underground mine. Production from underground operations was 33% higher, largely as a result of a step-change in productivity at Capcoal’s Grasstree underground operation following the implementation of bi-directional cutting. Production from Moranbah increased by 17%, despite equipment design issues, which were successfully rectified in the extended longwall move in the third quarter, with a stepped improvement in production in November and December. Production at the Australian open cut operations decreased by 4%, with a robust performance from Callide and Jellinbah being offset by lower volumes at Capcoal, where plant and rail capacity was prioritised for Capcoal’s Grasstree underground operation’s higher margin coal. South Africa Export production totalled 17.4 Mt, a 4% decrease, owing to the planned closure of a section at Goedehoop and lower production at Mafube as it transitions to a new mining area. Productivity improvements resulted in record production at Goedehoop and Zibulo following the implementation of elements of the Anglo American Operating Model. Productivity improvement plans at Landau were offset by coal sector wage-related industrial action in October, which resulted in the loss of 0.6 Mt (3%) of full year production. Export sales rose by 13% to 19.9 Mt as a result of a planned drawdown of stocks, facilitated by a record railing and shipping performance. Production from the domestic mines decreased by 15% to 27.7 Mt, owing to reduced offtake by Eskom at New Vaal and New Denmark, exacerbated by unplanned maintenance on the dragline at Isibonelo. Colombia Anglo American’s share of Cerrejón’s output of 11.1 Mt decreased by 1% as the operation was affected by adverse weather conditions impacting production. OPERATIONAL OUTLOOK Australia and Canada Metallurgical coal production in 2016 is expected to increase to 21-22 Mt, with the first longwall coal from Grosvenor due in July and subsequent ramp-up through the second half of the year. Export thermal coal In 2016, export production from South Africa and Colombia is expected to be 28-30 Mt. 63 Strategic reportAnglo American plc Annual Report 2015 Revenue ($m) Underlying EBITDA ($m) Underlying EBIT ($m) Capex – SIB ($m) 925 1,859 921 1,854 – – 4 5 (11) (88) 110 162 (152) (180) 31 (70) (64) (215) 64 62 (154) (181) 26 (96) 16 42 3 2 – – 13 40 Exploration Anglo American exploration expenditure of $154 million decreased by 15%, following reductions in iron ore, thermal coal, diamonds and polymetallics exploration costs. The decreases were mainly attributable to an overall reduction in drilling activities. Corporate activities and unallocated costs Underlying EBIT was $26 million, an increase of $122 million (2014: $96 million loss). Corporate costs decreased by 8% ($46 million), of which $61 million represented a foreign exchange gain compared to 2014, partially offset by inflationary cost increases of $17 million. This reduction in corporate costs was mitigated by a 10% fall in the recharge and allocation of corporate costs to business units of $46 million, reflecting the lower corporate cost base. A year-on-year gain of $122 million was recognised in the Group’s self-insurance entity, reflecting lower net claims and settlements during 2015. STRATEGIC REPORT: CORPORATE AND OTHER CORPORATE AND OTHER KEY PERFORMANCE INDICATORS Segment Prior year Other Mining and Industrial Prior year Exploration Prior year Corporate activities and unallocated costs Prior year FINANCIAL AND OPERATING OVERVIEW Other Mining and Industrial Underlying EBIT of $64 million was $2 million higher (2014: $62 million), mainly attributable to lower corporate and other costs, largely offset by the lower contribution from Anglo American’s interest in the Lafarge Tarmac joint venture, which was disposed of on 17 July 2015. Lafarge Tarmac joint venture Anglo American’s share in the underlying EBIT of the joint venture was $60 million for the six months prior to transfer to Held For Sale at 30 June 2015, an $18 million decrease compared to the full year share in 2014. On 17 July 2015, Anglo American announced that it had completed the sale of its 50% ownership interest in Lafarge Tarmac Holdings Limited (Lafarge Tarmac) to Lafarge SA (Lafarge). Anglo American received provisional cash proceeds of approximately £992 million ($1,559 million), constituting the agreed minimum consideration of £885 million set out in the July 2014 binding agreement, and approximately £107 million of working capital and other adjustments. The final price has since been agreed at the same level as the provisional price after finalisation of the post-closing review process. Tarmac Middle East The divestment of Anglo American’s interests in the majority of the Tarmac Middle East operations had been completed by January 2016. Disposal of one remaining interest is well advanced. 64 Anglo American plc Annual Report 2015GOVERNANCE CHAIRMAN’S INTRODUCTION GOVERNANCE Sir John Parker Chairman We continually work to maintain and develop the framework for good governance. CHAIRMAN’S INTRODUCTION The term ‘Corporate Governance’ has become commonplace, but I sense people often attach quite different meanings to it. Although there is wide agreement that it relates to the ‘directing and controlling’ of an organisation, there is much less clarity on what this actually means in practice. I thought it might be useful therefore to state briefly what we mean by corporate governance, and what it encompasses at Anglo American. It is perhaps helpful to consider this in terms of the overall aim of good governance – to promote quality decision-making and the execution of those decisions, within a disciplined framework of policies, procedure and authorities. In practice, this means ensuring decisions are made by the right people, with the right information, at the right time and that they are then executed effectively. That requires, for example, ensuring adequate challenge and avoiding groupthink, clearly defining roles and responsibilities, and regularly and candidly reviewing performance. This represents the corporate ‘infrastructure’ that is described over the next few pages and which provides the framework for good governance. We continually work to maintain and develop this framework, while at the same time taking care not to allow the focus on means to obscure the end – the overall goal of making and executing good decisions in the commercial interests of the Group, its shareholders and other stakeholders. In these challenging times for our industry and our Group, I believe it is all the more important that companies maintain the highest standards of corporate governance. We will not compromise our governance principles and I am pleased to report that, once again, your company has complied in full with the UK Corporate Governance Code (the ‘Code’). BOARD COMPOSITION A crucial component of good governance is ensuring diversity and an appropriate mix of skills, experience and effective challenge on the Board. Since I became chairman in 2009, the non-executive membership of the Board has been entirely renewed and half of them were appointed within the last three years. I am mindful however of the importance of balancing the need for regular refreshment with the need for experience and continuity, so we have naturally slowed the pace of renewal over the last couple of years. During the year, Phuthuma Nhleko stepped down as a non-executive director and Tony O’Neill, technical director, joined the Board. Phuthuma has been a valued member of the Board since 2011 and we have benefited greatly from his broad international business experience and insights and, in particular, from his knowledge of southern Africa. In welcoming Tony to the Board, we signal our commitment to engineering excellence and our continuing drive to achieve best practice operational, safety and environmental performance. I believe we have achieved a good balance of the right skills and domain knowledge on your Board at this time, but it is something we keep under constant review. More details on the mix of skills and experience on the Board are given on page 72. BOARD VISITS TO OPERATIONS Directors visited a number of operations during the year, which are described on page 74. I strongly believe that these opportunities to get out of the boardroom, meet employees and ‘kick the tyres’ at operations are vitally important in terms of properly understanding the business and in actively monitoring its values and culture in action. I do hope the following reports convey the importance we attach to our governance arrangements and that you find them useful and interesting. Sir John Parker Chairman 65 Anglo American plc Annual Report 2015GovernanceGOVERNANCE DIRECTORS DIRECTORS CHAIRMAN Sir John Parker GBE, FREng, DSc (Eng), ScD (Hon), DSc (Hon), DUniv (Hon), FRINA FINANCE DIRECTOR René Médori Doctorate in Economics 73, joined the Board as a non-executive director on 9 July 2009 and became chairman on 1 August 2009. Sir John is also chairman of the Nomination Committee and is a member of the Sustainability Committee. He is recognised as a highly experienced and independent chairman and brings a wealth of leadership experience across a range of industries in many countries, including in South Africa. He is chairman of Pennon Group PLC and a non-executive director of Carnival Corporation and Airbus Group. Sir John is a Visiting Fellow of the University of Oxford and was the President of the Royal Academy of Engineering from 2011 to 2014. Sir John was previously chairman of National Grid plc, Deputy Chairman of DP World, senior non-executive director and chair of the Court of the Bank of England, joint chair of Mondi and chair of BVT and P&O plc. 58, was appointed to the Board on 1 June 2005, becoming finance director on 1 September 2005. René is a member of the GMC and chairman of the CorpCo and the Investment Committee (InvestCo). René brings significant financial and commercial expertise from capital-intensive businesses, supplying products to the oil refining, steel and mining industries and experience in international finance in the UK, Europe and the US. He is a non-executive director of Anglo American Platinum Limited and Petrofac Limited. René is a former finance director of The BOC Group plc and was a non-executive director of SSE plc (formerly Scottish and Southern Energy plc). CHIEF EXECUTIVE Mark Cutifani BE (Mining Engineering) TECHNICAL DIRECTOR Tony O’Neill MBA, BASc (Eng) 57, was appointed as a director and chief executive with effect from 3 April 2013, and is chairman of the Group Management Committee (GMC) and a member of the Corporate Committee (CorpCo) and the Sustainability Committee. Mark has over 38 years’ experience of the mining industry across a wide range of geographies and commodities. Mark is a non-executive director of Anglo American Platinum Limited and chairman of Anglo American South Africa and of the De Beers group of companies. He was previously the CEO of AngloGold Ashanti Limited. Before joining AngloGold Ashanti, Mark was COO at Vale Inco, where he was responsible for Vale’s global nickel business. Prior to this he held senior executive positions with the Normandy Group, Sons of Gwalia, Western Mining Corporation, Kalgoorlie Consolidated Gold Mines and CRA (Rio Tinto). 58, was appointed to the Board as technical director on 22 July 2015, having joined the Group in 2013. He is a member of the Sustainability and Investment Committees. He is also a non-executive director of De Beers, and Anglo American Platinum Limited. Tony joined AngloGold Ashanti in July 2008 as Executive Vice President – Business and Technical Development and served as Joint Acting CEO until July 2013. His 36-year career in the mining industry has spanned iron ore, copper, nickel and gold, and includes his roles as operations executive at Newcrest Mining and as the head of the gold business at Western Mining Corporation. Tony is a mining engineer with an MBA from the University of Melbourne. 66 Anglo American plc Annual Report 2015SENIOR INDEPENDENT DIRECTOR Sir Philip Hampton MA, ACA, MBA Byron Grote PhD Quantitative Analysis 62, joined the Board on 9 November 2009. He is chairman of the Remuneration Committee and a member of the Audit and Nomination Committees. Sir Philip is chairman of GlaxoSmithKline and brings to Anglo American significant financial, strategic and boardroom experience across a number of industries. His previous appointments include chairman of The Royal Bank of Scotland and J Sainsbury plc, finance director of Lloyds TSB Group plc, BT Group plc, BG Group plc, British Gas plc and British Steel plc, executive director of Lazards, and non-executive director of RMC Group plc and Belgacom SA. Sir Philip became the senior independent director at the conclusion of the 2014 AGM. 67, was appointed to the Board on 19 April 2013. He is chairman of the Audit Committee and a member of the Remuneration Committee. Byron contributes broad business, financial and board experience in numerous geographies. He is a non-executive director of Standard Chartered, Akzo Nobel and Tesco PLC. Byron has extensive management experience across the oil and gas industry. He served on the BP plc board from 2000 until 2013 and was BP’s chief financial officer during much of that period. Ray O’Rourke KBE, HonFREng, CEng, FIEI, FICE NON-EXECUTIVE DIRECTORS Judy Dlamini MBChB, DOH, MBA, DBL 69, joined the Board on 11 December 2009. He is a member of the Nomination, Remuneration and Sustainability committees. Ray has a proven track record in delivering complex and large-scale projects around the world, mobilising large numbers of people with great success and applying leading project management and engineering practices. As a member of the Sustainability Committee, he has a keen interest in safety. 56, was appointed to the Board on 1 January 2014 and is a member of the Audit and Remuneration committees. Judy is a successful businesswoman with longstanding public company board experience across a range of geographies and sectors, including mining. Ray founded the O’Rourke Group in 1977, having begun his career at Kier and J Murphy & Sons. In 2001, the O’Rourke Group acquired John Laing to form Laing O’Rourke, now Europe’s largest privately owned construction company, of which Ray is chairman. She is the founder and chairman of Mbekani Group, a South African healthcare investment company, and a former chairman of Aspen Pharmacare. Judy served as a non- executive director of Northam Platinum between 2004 and 2013, and as a member of that company’s committees on: health; safety and environmental; investment; and social, ethics and human resources. She started her career as a medical practitioner and after spending two years at HSBC, she began to develop her entrepreneurial interests. Judy is also a founder and trustee of Mkhiwa Trust, a family vehicle for social responsibility initiatives, and has served as a non-executive director on the boards of Discovery Holdings and Woolworths Holdings. 67 Anglo American plc Annual Report 2015GovernanceGOVERNANCE DIRECTORS NON-EXECUTIVE DIRECTORS continued Mphu Ramatlapeng MD, MHSc Anne Stevens BSc, PhD 63, was appointed to the Board on 8 July 2013 and is a member of the Sustainability Committee. Mphu is a highly experienced leader who brings a broad range of South African and international health expertise at board level across both the public and private sectors. She has a clear vision and deep understanding of the social benefits of effective healthcare programmes and capacity building through partnership. Mphu is the Executive Vice President of HIV/AIDS and Tuberculosis programmes for the Clinton Health Access Initiative and also the Vice Chair of the Global Fund to Fight AIDS, TB and Malaria. She served as Minister of Health and Social Welfare of Lesotho between 2007 and 2012. In this role, she championed Lesotho’s significant achievements in reducing the transmission of HIV from mother to child. Across her career, she has also been a leading advocate for women in business, including serving as founding board member of Women in Business in Lesotho. Jim Rutherford BSc (Econ), MA (Econ) 67, joined the Board on 14 May 2012 and is a member of the Audit and Nomination Committees. Anne brings a wealth of experience and wide-ranging commercial acumen from a number of global industries. She has experience gained across North, Central and South America. Anne has served on the board of Lockheed Martin Corporation as a non-executive director since 2002, and is also the chairman of a privately held IT services business, SA IT. Anne’s 16-year career with the Ford Motor Company culminated in her appointment as COO for the Americas, a position she held until 2006. Prior to joining Ford in 1990, Anne spent 10 years in a number of engineering, product development, and sales and marketing roles at Exxon Chemical Co, and three years as chairman and CEO of Carpenter Technology. Jack Thompson BSc, PhD 56, joined the Board on 4 November 2013. Jim is a member of the Sustainability and Audit Committees. He has extensive experience in investment management and investment banking, both as an institutional investor and analyst. He brings to the Board considerable financial insight from the perspective of the capital markets and a deep understanding of the mining industry. Jim is also a non-executive director of Dalradian Resources Inc. Between 1997 and 2013, he was a Senior Vice President of Capital International Investors, a division of the Capital Group, and had responsibility for investments in the mining and metals industry. Prior to joining Capital Group, Jim was an investment analyst covering the South American mining and metals industry for HSBC James Capel in New York. 65, joined the Board on 16 November 2009 and is chairman of the Sustainability Committee and a member of the Remuneration Committee. Jack brings experience gained at all levels of the mining industry and has received wide recognition as a mining executive. He is currently a non-executive director of Tidewater Inc. Jack was previously chairman and CEO of Homestake Mining Co., vice chairman of Barrick Gold Corp. and has served on the boards of Centerra Gold Inc., Century Aluminum Co., Molycorp Inc., Phelps Dodge Corp., Rinker Group Ltd., and Stillwater Mining. Phuthuma Nhleko stepped down from the Board in November 2015. 68 Anglo American plc Annual Report 2015GOVERNANCE EXECUTIVE MANAGEMENT EXECUTIVE MANAGEMENT GROUP MANAGEMENT COMMITTEE MEMBERS Mark Cutifani See page 66 for biographical details. Seamus French B Eng (Chemical) René Médori See page 66 for biographical details. Tony O’Neill See page 66 for biographical details. Didier Charreton MSc 52, was appointed Group director – human resources on 1 December 2015. He served as Chief Human Resources Officer for Baker Hughes for seven years until 2014, based in Houston, in the US, with operations across 90 countries and 60,000 employees. Prior to 2007, he held a number of senior HR roles, including with Coats plc in the UK, and Schlumberger for 12 years, based in the US, Argentina, Venezuela and France. Didier has a master’s degree in Business from the Clermont Management School and a postgraduate degree in Management Science from the University of Lyon. Bruce Cleaver BSc, LLB, LLM 50, was appointed Group director – strategy and business development in January 2016. He was previously executive head of strategy and corporate affairs for De Beers, having joined De Beers in 2005. Bruce continues to serve on the board of De Beers as a non-executive director. 53, is CEO of Bulk Commodities, with responsibility for the Group’s coal businesses and the Minas-Rio iron ore business in Brazil, since January 2016. He joined WMC Resources in Australia in 1994, initially in a strategic planning and business development role, and progressed to various operational management roles, gaining extensive experience in the gold and nickel businesses before advancing to the position of executive general manager, copper-uranium division. Seamus joined BHP Billiton as global vice president, business excellence, following its takeover of WMC in 2005. He joined Anglo American in 2007, and was CEO of Metallurgical Coal between 2009 and 2013 and CEO Coal until 2015. Chris Griffith B Eng (Mining) Hons, Pr Eng 51, was appointed CEO of Anglo American Platinum Limited with effect from 1 September 2012. He was previously CEO of Kumba Iron Ore from 2008. Prior to this, he was Anglo American Platinum’s head of operations for joint ventures. Chris has been with Anglo American for 25 years. Norman Mbazima FCCA, FZICA 57, was appointed CEO of Kumba Iron Ore with effect from 1 September 2012. He joined Anglo American in 2001 at Konkola Copper Mines plc. He was subsequently appointed global CFO for Anglo Coal. He became executive director of finance at Anglo American Platinum Limited in June 2006 and later stepped in as joint acting CEO. Norman was CEO of Scaw Metals from May 2008 and later CEO of Thermal Coal from October 2009, a position he held until 2012. 69 Anglo American plc Annual Report 2015GovernanceGOVERNANCE EXECUTIVE MANAGEMENT GROUP MANAGEMENT COMMITTEE continued Philippe Mellier MSc (Mechanical Engineering), MBA Duncan Wanblad BSc (Eng) Mech, GDE (Eng Management) 60, was appointed CEO of De Beers in July 2011. He began his career in 1980 with the Ford Motor Company, where he occupied various senior management positions over 19 years. In 1999, Philippe joined Renault as a senior vice president in charge of European sales, and was a member of the management board. In 2001 he moved to Volvo AB to become chairman and CEO of Renault Trucks, and a member of the Volvo Group executive committee. In 2003, Philippe became president of Alstom Transport and was appointed executive vice president of Alstom Group a year later. 49, is CEO of Base Metals and Minerals. He began his career at Johannesburg Consolidated Investment Company Limited in 1990. Between 2009 and 2013, Duncan held the position of Group director, Other Mining and Industrial businesses. He was appointed to the board of Anglo American Platinum Limited in 2004 and was appointed joint interim CEO of Anglo American Platinum in 2007, before taking over as CEO of Anglo American’s copper operations in 2008. Peter Whitcutt BCom (Hons), CA (SA), MBA Anik Michaud LL.L (Law) 48, was appointed Group director – corporate relations in June 2015, having Joined the Group in 2008 as Group head of corporate communication. Anik’s remit includes corporate communication and government and social affairs. She was previously director of public affairs for Rio Tinto Alcan, after 10 years with the Alcan group. Anik began her career as the political attaché to the Minister of Finance for Quebec. 50, is CEO of Marketing. He joined Anglo American in 1990 within the corporate finance division. He worked on the merger of Minorco with Anglo American, the listing of Anglo American in 1999, and the subsequent unwinding of the cross-holding with De Beers. Peter was appointed Group head of finance in 2003, CFO of Base Metals in August 2008 and Group director – strategy, business development and marketing in 2013. he was appointed to his present position in January 2016. Paulo Castellari-Porchia was a member of the GMC during the year, before leaving the Group with effect from 31 December 2015. 70 Anglo American plc Annual Report 2015GOVERNANCE THE BOARD IN 2015 THE BOARD IN 2015 THE ROLE OF THE BOARD The Board provides leadership to the Group and is responsible for its long term success. It seeks to achieve this by establishing the ‘tone from the top’, through debating and stress-testing Group strategy proposals, approving business plans, monitoring performance, overseeing risk management and ensuring that the right people are in place via board and executive succession planning. The Board is supported by a number of committees, to which it has delegated certain powers. The role of these committees is summarised below, and their membership and activities during the year are detailed on pages 76–82. Under the Group’s governance arrangements, certain key decisions can only be made by the Board and may not be delegated. The schedule of ‘Matters Reserved for the Anglo American plc Board’, and the committees’ terms of reference, detailing the specific responsibilities of the Board and its committees, can be found online. For more information, visit www.angloamerican.com/aboutus/ourapproach Role of the chairman Sir John Parker manages the Board. His main responsibilities include: • Board leadership • Board composition and succession planning • Governance • Advising, providing counsel and acting as confidant to the chief executive • Ambassador for the Group • Available for shareholders Role of the chief executive Mark Cutifani manages the Group. His main responsibilities include: • Executive leadership • Formulation of Group strategy • Approval and monitoring of business plans • Organisational structure and senior appointments • Acquisitions and disposals and business development • Shareholder relations Role of the senior independent director (SID) Sir Philip Hampton, as the SID, is available to discuss any concerns with shareholders that cannot be addressed through the normal chairman/chief executive channels. He also acts as a sounding board for the chairman and as an intermediary for other directors, if necessary. Governance structure The Board Provides leadership to the Group and is responsible for its long term success. Group Management Committee (GMC) Principal executive committee. Responsible for formulating strategy, setting targets/budgets and managing the Group’s portfolio. For more information see ‘GMC Rules’ on the Group’s website. Corporate Committee (CorpCo) Reviews corporate and ethical policies and processes, and financial performance and budgets at BU level. Operational Committee (OpCo) Responsible for driving operational best practices across the Group and the setting of technical standards. Investment Committee (InvestCo) Responsible for making recommendations to the GMC on capital investment proposals. Audit Committee Oversight of financial reporting, audit, internal control and risk management. See page 78 for more details. Nomination Committee Responsible for board composition, appointment of directors and senior management and succession planning. See page 77 for more details. Remuneration Committee Determines the remuneration of executive directors, the chairman and senior management and oversees remuneration policy for all employees. See page 82 for more details. Sustainability Committee Oversees management of sustainability issues, including safety, health. environment, social and governmental relations. See page 76 for more details. Board committees Executive committees 71 Anglo American plc Annual Report 2015GovernanceGOVERNANCE THE BOARD IN 2015 BOARD COMPOSITION The Board currently comprises the chairman, three executive directors and eight independent non-executive directors. Composition is regularly refreshed, with half of the Board appointed within the last three years and no non-executive director having served more than seven years. In terms of diversity, the Company has achieved the Davies Report target of 25% women on the Board, with directors from Australia, France, Ireland, Lesotho, South Africa, the UK, and the US, with a broad range of professional experience as set out in the table below. Board diversity Nationality Australia South Africa France Ireland Lesotho Professional experience Automotive Education/ government/ public entities Energy Engineering/ construction Finance Medical/ healthcare Mining Other global multinational Social enterprises Telecoms 72 UK UK/US US Percentage of Board membership 8% 17% 17% 33% 33% 17% 33% 58% 8% 8% Anglo American plc Annual Report 2015 BOARD DISCUSSIONS The chairman has developed and maintains a two-year rolling agenda which sets the framework for Board meetings and seeks to ensure that each meeting covers an appropriate range of topics – from routine business, through operational reports and project updates, to special items and matters of strategy and business development – and that, over the course of a year, the Board covers its whole remit. Each meeting includes a wide-ranging report from the chief executive and a report from the finance director on the Group’s financial performance, including the impact of declining commodity prices. Reports from the committee chairmen, updates on major projects and certain other administrative matters are also reported at each Board meeting. In addition to these regular items, the following matters were discussed, among others, during 2015: February • Annual results and dividend recommendation • Business Report – Engineering and large projects • Litigation update • Review of 2014 Board and committee evaluation April • Business Report – Kumba Iron Ore • Commodity forecasts/macro-economic scenarios • Strategy update • AGM preview June • Business Report – Platinum • Major supply contract for approval • Board Strategy sessions – two days • External presentation on the economic, social and political outlook for South Africa • External presentation on the global economy July • Interim results and interim dividend recommendation • Business Report – Coal South Africa • Litigation update October • Business Report – De Beers (including a Board visit to the Gaborone diamond sorting office and Jwaneng mine, Botswana) • Engineering and large projects – update • Business Report – Exploration • Investor roadshows – summary of feedback December • December Investor Day presentation • External presentation on global mining trends • Decision to suspend dividends • Strategic re-focusing of the Group • Budget and Business Plans 2016-2018 • Business Report – Base Metals • Mining industry – update and long term outlook Sir John Parker Mark Cutifani René Médori Phuthuma Nhleko(1) Judy Dlamini Byron Grote Sir Philip Hampton Tony O’Neill Ray O’Rourke Board and Committee meetings 2015 – frequency and attendance of members Independent Board Audit Sustainability Remuneration Nomination n/a 6/6 No 6/6 No 6/6 – – – Yes 0/6 0/3 Yes 6/6 4/4 Yes 6/6 4/4 Yes 6/6 4/4 4/4 4/4 – – – – – – – – – 3/3 3/3 3/3 – – 0/3 – – 3/3 3/3 No 3/3(2) Yes 5/6(3) – – – Mphu Ramatlapeng Yes 6/6 Jim Rutherford Anne Stevens Jack Thompson Yes 6/6 4/4 Yes 5/6(3) 2/4(3) Yes 6/6 – 4/4 – – 3/4(3) 3/3 2/3(3) 4/4 4/4 – 4/4 – – – – – 3/3 3/3 – (1) Mr Nhleko did not attend meetings to avoid a potential conflict of interest, and stepped down from the Board in November 2015. (2) Meetings attended since appointment. (3) Unable to attend due to illness. 73 Anglo American plc Annual Report 2015GovernanceGOVERNANCE THE BOARD IN 2015 BOARD VISITS TO OPERATIONS Our directors value the opportunity to get out of the boardroom and see the Group’s operations on the ground. Visiting mines, processing facilities and surrounding communities and talking to local employees provides vital operational context to the Board’s deliberations. During 2015, the Board visited the Minas-Rio iron ore project in Brazil, the De Beers diamond sorting office and Jwaneng mine in Botswana and Judy Dlamini and Mphu Ramatlapeng visited an Anglo American Platinum community agriculture project in South Africa. Images Top: Board visit to Jwaneng mine. Middle left: Mark Cutifani address to De Beers staff. Middle right: Board visit to De Beers sorting office. Bottom left: Board visit to Jwaneng mine. Bottom right: Board visit to Minas Rio 74 Anglo American plc Annual Report 2015BOARD EVALUATION INVESTOR RELATIONS In accordance with the Code, we conduct an externally facilitated evaluation every three years, with the 2015 exercise undertaken by Independent Board Evaluation currently being finalised. Its conclusions and resulting actions will be reported in the 2016 annual report. Between the externally facilitated reviews, the Board and committees undertake an online, questionnaire based, evaluation of performance. This is augmented by one-to-one interviews by the chairman with the non-executive directors. The internal evaluation undertaken in late 2014 was reviewed by the Board and relevant committees in early 2015. Overall, performance of the Board was highly rated. However, as one would expect from an engaged board, there was the opportunity for further improvements. At a time of increased volatility in the industry the Board needs to continue its focus on the management of risks. It also needs to strengthen its links with the Management of the Businesses to ensure that the expertise and experience of Board members is utilised in support of restructuring and strategic change. Suggestions to improve strategic debates, especially around the Strategy Day, were also addressed. The Company maintains an active engagement with its key financial audiences, including institutional shareholders and buy and sell-side analysts, as well as potential shareholders. The Investor Relations department manages the interaction with these audiences and regular presentations take place at the time of the interim and final results as well as during the rest of the year, including an annual capital markets day. An active programme of communication with potential shareholders is also maintained. Any significant concerns raised by a shareholder in relation to the Company and its affairs are communicated to the Board. The Board is briefed on a regular basis by the Investor Relations department and analysts’ reports are circulated to the directors. Feedback from meetings held between executive management, or the Investor Relations department, and institutional shareholders, is also communicated to the Board. During the year there were regular presentations to, and meetings with, institutional investors in the UK, South Africa, continental Europe, the US and Canada to communicate the strategy and performance of Anglo American. Executive directors as well as key executives, including business unit heads, host such presentations, which include seminars for investors and analysts and one-on-one meetings. Throughout the year, executive management also presents at industry conferences that are mainly organised by investment banks for their institutional investor base. The chairman, the senior independent director and other non-executive directors are available to shareholders to discuss any matter they wish to raise. The Company’s website provides the latest news and historical financial information, details about forthcoming events for shareholders and analysts, and other information regarding Anglo American. In November 2015 the Board received notice of a shareholder requisitioned resolution which will be proposed at the AGM in April 2016. The resolution, proposed by the ‘Aiming for A’ partners, would require the Group to report on its response to the long-term challenge posed by climate change. Further details are provided in the Notice of AGM. 75 Anglo American plc Annual Report 2015GovernanceGOVERNANCE SUSTAINABILITY COMMITTEE SUSTAINABILITY COMMITTEE Jack Thompson Chairman, Sustainability Committee COMPOSITION • Jack Thompson – Chairman • Mark Cutifani • Tony O’Neill • Ray O’Rourke • Sir John Parker • Mphu Ramatlapeng • Jim Rutherford ROLE AND RESPONSIBILITIES Overseeing on behalf of the Board, material management policies, processes, and strategies designed to manage safety, health, environment, socio-political and people risks and achieve compliance with sustainable development responsibilities and commitments and strive for an industry leadership position on sustainability. The Committee terms of reference are available to view online. For more information, visit www.angloamerican.com/aboutus/ourapproach COMMITTEE DISCUSSIONS IN 2015 At each meeting, the Committee reviews a detailed quarterly report covering the Group’s performance across a range of sustainability areas including: safety; occupational health; political and regulatory risk; and environmental and social performance. In addition to these standing agenda items, the following matters were discussed during 2015: February • business unit sustainability report: Kumba Iron Ore • operational risk assurance – new approach to risk monitoring • applaud awards – employee awards for sustainability issues • review of 2014 committee evaluation. April • HR performance report – key HR risks • business unit sustainability report: Platinum • ICMM benchmarking report – comparing safety performance and trends across the industry • socio-economic development – an update on the Group’s approach and performance. July • government and social affairs – detailed update • business unit sustainability report: De Beers • water – managing the material risk of water usage/ conservation • key legislative developments in the sustainability area. October • operational risk assurance – audit findings • business unit sustainability report: Exploration • mine closure planning – with a particular focus on Thabazimbi. 76 Anglo American plc Annual Report 2015GOVERNANCE NOMINATION COMMITTEE COMMITTEE DISCUSSIONS IN 2015 The Committee met three times during 2015, discussing the following matters: February • discussed the composition of the Board and its committees and, in line with the results of the recent evaluation, concluded it was currently appropriate and working well • reviewed the effectiveness of senior and executive management succession planning • reviewed the results of the 2014 Board evaluation and discussed possible learnings. July • a recommendation that Tony O’Neill be appointed to the Board • an update on the process to recruit a new HR Director • an update on the Group-wide review of indirect headcount and discussed potential changes at senior levels within the organisation. October • noted that Mr Nhleko was likely to step down from the Board to focus on his South African business interests • the CEO reported on the structure and composition of the Group’s executive committees. NOMINATION COMMITTEE Sir John Parker Chairman, Nomination Committee COMPOSITION • Sir John Parker – Chairman • Sir Philip Hampton • Ray O’Rourke • Anne Stevens ROLE AND RESPONSIBILITIES • Setting guidelines (with the approval of the Board) for the types of skills, experience and diversity being sought when making a search for new directors. With the assistance of external search consultants, identifying and reviewing in detail potential candidates available in the market and agreeing a ‘longlist’ of candidates for each directorship. Following further discussion and research, deciding upon a shortlist of candidates for interview. Interviewing of shortlisted candidates by the Committee members who then convene to discuss their impressions and conclusions, culminating in a recommendation to the Board. • Making recommendations as to the composition of the Board and its committees and the balance between executive directors and non-executive directors (NEDs), with the aim of cultivating a diverse board with the appropriate mix of skills, experience, independence and knowledge. • Ensuring succession plans for all executive Board members, Chairman and senior executives below the Board are kept under review. • Ensuring that the HR function of the Group regularly reviews and updates the succession plans of directors and senior managers for subsequent debate with the NEDs and chief executive. The Committee’s terms of reference are available to view online. For more information, visit www.angloamerican.com/aboutus/ourapproach 77 Anglo American plc Annual Report 2015GovernanceGOVERNANCE AUDIT COMMITTEE AUDIT COMMITTEE Byron Grote Chairman, Audit Committee COMPOSITION • Byron Grote – Chairman • Judy Dlamini • Sir Philip Hampton • Jim Rutherford • Anne Stevens ROLE AND RESPONSIBILITIES • Monitoring the integrity of the annual and interim financial statements. • Making recommendations to the Board concerning the adoption of the annual and interim financial statements. • Overseeing the Group’s relations with the external auditors. • Reviewing and monitoring the effectiveness of the Group’s risk management and internal control mechanisms. • Approving the terms of reference of the internal audit function. • Approving the internal audit plan and reviewing regular reports from the head of internal audit on effectiveness of the internal control system. • Receiving reports from management on the Principal Risks of the Group. Details of the Principal Risks are contained on pages 41-45. The Committee terms of reference are available to view online. For more information, visit www.angloamerican.com/aboutus/ourapproach FAIR, BALANCED AND UNDERSTANDABLE A key requirement of our financial statements is for the report to be fair balanced and understandable. The Audit Committee and the Board are satisfied that the Annual Report and Accounts meet this requirement as appropriate weight has been given to both positive and negative developments in the year. In justifying this statement, the Audit Committee has considered the robust process which operates in creating the report and accounts including: • clear guidance and instruction is provided to all contributors • revisions to regulatory requirements, including the Code are provided to contributors and monitored on an on-going basis • early-warning meetings are conducted between business unit management and auditors in advance of the year end reporting process • a thorough process of review, evaluation and verification of the inputs from business units is undertaken to ensure accuracy and consistency • external advisors provide advice to management and the Audit Committee on best practice with regard to creation of the report and accounts • a meeting of the Audit Committee was held in February 2016 to review and approve the draft 2015 annual report and accounts in advance of the final sign-off by the Board. This review included the critical accounting judgements explained in Note 1, pages 118-119 and the conclusions of the external auditors (page 110). COMMITTEE DISCUSSIONS IN 2015 Throughout the course of 2015 the audit committee paid particular attention to the evolving commodity price risk and management’s actions to mitigate the effects of the risk. Discussion included the actions to maintain sufficient liquidity, the disposal programme and the dividend policy. In addition, the implications of the weaker price environment on asset values was subject to detailed review The Audit Committee held four meetings in 2015. The specific items covered in each meeting included the following: February • significant accounting issues, the going concern assessment, the 2014 final dividend proposal and the press release for the 2014 annual results • the results of the external audit work • the Ore Reserves and Mineral Resources report • report on completion of the 2014 internal audit plan and monitoring of the completion of actions agreed in audit work • the Audit Committee’s members’ evaluation of its performance during 2014. 78 Anglo American plc Annual Report 2015April • the Group’s accounting policies over asset valuations, restructuring costs, the accounting implications of Ore Reserve and Mineral Resource estimates and developments in financial reporting. The Audit Committee approved changes to policies as proposed, including separate disclosure for Group-wide, permanent restructuring programmes as a special item if greater than $50 million in total, and noting the stricter guidelines being applied to use of Inferred Resources in life of mine plans • the 2014 management letter from Deloitte, noting that no points were raised that could lead to a misstatement in the Group’s accounts. The committee reviewed the observations highlighted by Deloitte • management’s assessment of the auditor independence • the interim internal audit report, including progress with the 2015 plan • the Principal Risks of the Group including movement in each risk since the prior review, potential impacts, root causes and mitigation actions • a report on renewal of the Group’s insurance arrangements. December • the significant accounting and financial reporting matters for the 2015 year end, including impairments (Note 6, page 126) and disposals (Note 30, page 151). The Audit Committee also reviewed the enhanced disclosure of the Group accounting policy on depreciation of property, plant and equipment (Note 39, page 161) and effectiveness in delivery of the 2014 audit • an update on tax matters • the audit fee proposed for 2015 • approved the external audit plan for 2015 and requested the auditors to include findings of their work in the auditors report (page 110) • a paper on trading and agreed to recommend to the Board approval for an expansion in trading activities • progress in developing a new code of ethical conduct for the Group • a paper providing an update on management’s response to the 2014 Deloitte management letter observations referred to in the April meeting • the process concerning the Viability Statement preparation and the Principal Risks that form part of the analysis. Included a discussion of risk appetite in respect of each of the Principal Risks • reviewed and approved the internal audit plan for 2016 • agreed changes to the Terms of Reference of the Audit Committee to include oversight responsibility of the Code of Conduct and preparation of the Viability Statement. The Audit Committee report is set out below. • a report on the Group’s ethical framework and approved recommendations, including the development of a new code of conduct • a report on the governance, policy and approach to mitigating risk of bribery and corruption • a report on governance, risk and compliance activities associated with the Marketing business unit, including trading activities • a report on the management of cyber risk, including actions planned to enhance the maturity of information security measures • a report analysing the Group’s pension assets and liabilities and management’s approach to mitigating pension risk • executive director expenses for 2014 and the Group Travel policy. July • the significant accounting issues for the half-year report, including impairments (Note 6, page 126) and disposals (Note 30, page 151) • the going concern assessment including the underlying assumptions, risks and mitigating actions to support the assessment • a report on tax matters including an update on transfer pricing matters and developments in regulations relating to tax reporting • a report from Deloitte on their interim review which covered the accounting issues referred to above and 2015 audit planning considerations • the interim financial statements, draft press release and the interim dividend proposal • the schedule of approved non-audit fees for the half year • a paper from management on an initiative to extend trading activity beyond thermal coal • a briefing on changes to the UK Corporate Governance Code, including management’s approach to developing the Viability Statement 79 Anglo American plc Annual Report 2015GovernanceGOVERNANCE AUDIT COMMITTEE REPORT AUDIT COMMITTEE REPORT ENSURING INDEPENDENCE OF THE EXTERNAL AUDITORS Anglo American’s policy on auditor’s independence is consistent with the ethical standards published by the Audit Practices Board. A key factor that may impair an auditor’s independence is a lack of control over non-audit services provided by the external auditors. The external auditor’s independence is deemed to be impaired if the auditors provide a service that: • results in the auditors acting as a manager or employee of the Group • puts the auditor in the role of advocate for the Group • creates a mutuality of interest between the auditors and the Group. Anglo American addresses this issue through three primary measures, namely: • disclosure of the extent and nature of non-audit services • the prohibition of selected services – this includes the undertaking of internal audit services • prior approval by the audit committee chairman of non-audit services where the cost of the proposed service is likely to exceed $50,000. Anglo American’s policy on the provision of non-audit services is regularly reviewed. The definition of prohibited non-audit services corresponds with the European Commission’s recommendations on auditors’ independence and with the Ethical Standards issued by the Audit Practices Board in the UK. Other safeguards • The external auditors are required to adhere to a rotation policy based on best practice and professional standards in the United Kingdom. The standard period for rotation of the audit engagement partner is five years and for any key audit partner, seven years. The audit engagement partner was appointed in 2015 and will rotate off at the end of the 2019 audit in accordance with this requirement. • Any partner designated as a key audit partner of Anglo American shall not be employed by Anglo American in a key management position unless a period of at least two years has elapsed since the conclusion of the last relevant audit. • The external auditors are required to assess periodically whether in their professional judgement they are independent of the Group. • The Audit Committee ensures that the scope of the auditors’ work is sufficient and that the auditors are fairly remunerated. • The Audit Committee has primary responsibility for making recommendations to the Board on the appointment, re-appointment and removal of the external auditors. • The Audit Committee has the authority to engage independent counsel and other advisers as they determine necessary to resolve issues on auditors’ independence. • An annual assessment is undertaken of the auditors’ effectiveness. Audit tender Anglo American will undertake, at the latest, a tender and rotation of the audit appointment at the time of the rotation of the lead engagement partner which is due after completion of the 2019 audit. Anglo American confirms compliance during the year with the provisions of the Competition and Markets Authority Order on mandatory tendering and audit committee responsibilities. Conclusions of the Audit Committee for 2015 The Audit Committee has satisfied itself that the external auditors’ independence was not impaired. The Audit Committee held meetings with the external auditors without the presence of management on two occasions and the chairman of the Audit Committee held regular meetings with the lead audit engagement partner during the year. Consideration given to the appointment of the external auditors The Audit Committee’s assessment of the external auditors’ performance and independence underpins its recommendation to the Board to propose to shareholders the re-appointment of Deloitte LLP as auditors until the conclusion of the AGM in 2017. Resolutions to authorise the Board to re-appoint and determine the remuneration of Deloitte LLP will be proposed at the AGM on 21 April 2016. Risk Management Risk Management is the responsibility of the Board and is integral to the achievement of our objectives. The Board establishes the system of risk management, setting risk appetite and maintaining the system of internal control to manage risk within the Group. The Group’s system of risk management and internal control are monitored by the Audit Committee under delegation from the Board. The system of risk management is designed to ensure awareness of risks that threaten the achievement of objectives. The controls that mitigate those risks are identified so that assurance can be provided on the effectiveness of those controls and a determination can be made as to whether the risk is operating within the Group’s risk appetite. We seek to embed a culture of risk awareness into development of our strategic and operational objectives. The process for identification and assessment of the Principal Risks combines a top down and bottom up approach. At the operations level, a process to identify all risks that prevent the achievement of objectives is being introduced, building on our safety risk management programme. Detailed analysis of the material risks at each location is performed to ensure management understanding of the risk and controls that reduce likelihood of occurrence and impact should the risk materialise. These operational risk profiles contribute to the assessment of risks at the business unit level. Executive management at each business unit assess risks that threaten achievement of the business unit objectives and the status of controls, or actions, that mitigate those risks. At the Group level, risks are identified through assessment of global factors affecting the industry and the Group specifically, as well as the risks arising from the business unit assessments. Materiality of risk is determined 80 Anglo American plc Annual Report 2015through assessment of the various impacts that may arise and likelihood of occurrence. An exception relates to those risks deemed catastrophic in nature, where the focus of assessment is on impact and status of internal controls, given the very low likelihood of occurrence. When considering the impact of any risk, we assess financial, safety, environmental, legal or regulatory, social and reputation consequences. The robust process of identifying and evaluating the Principal Risks is ongoing and was in place during 2015. Regular reports on the status of risks and controls are presented to executive management teams throughout the year. The Audit Committee reviews reports on the overall Anglo American risk profile on two occasions during the year and conducts in-depth reviews of specific risks during its meetings over the course of the year. Each Principal Risk is assigned to either the Board or the relevant Board Committees to oversee executive management actions in response to that risk. The Audit Committee reviews that oversight process on an annual basis. Details of the Principal Risks are provided on pages 41-45. Risk appetite We define risk appetite as ‘the nature and extent of risk that Anglo American is willing to accept in relation to the pursuit of its objectives’. Each Principal Risk is assessed as to whether it is operating within the limit of appetite for the Group based on review of the external factors influencing that risk, the status of management actions to mitigate or control the risk and the potential impact should the risk materialise. For risks operating beyond the limit of appetite, a change in strategy may be required. For risks operating within, but approaching the limit of, appetite, specific management actions may be required to ensure the risk remains within the limit of appetite. Risk Management and the system of Internal Control Controls either reduce the likelihood or impact of any risk once it has occurred and the identification of material controls – i.e. those controls that have the most influence in mitigating a risk – is an important input for audit planning. The system of internal control operates on a traditional ‘three lines of defence’ approach, with operating management implementing and monitoring controls on a day-to-day basis, and business unit or functional management providing a second line of defence through regular and frequent oversight of operating management’s implementation of controls. A centrally managed internal audit department provides the third line of defence by reviewing design and operating effectiveness of the internal control environment, which includes the work performed by the first and second lines of defence management teams. Internal audit operated in all of the Group’s managed businesses in 2015, reporting its work to executive management and the Audit Committee on a regular basis. The internal audit department’s mandate and annual audit coverage plans were approved by the Audit Committee. The scope of internal audit work covers the broad spectrum of risk that the Group is exposed to. The audit of controls associated with major operating/technical risks is undertaken in conjunction with relevant experts from the Technical and Sustainability function, and a programme was introduced during 2015 that strengthened the audit of controls associated with major technical risks, the results of which were shared with the Sustainability Committee and Audit Committee. In determining its opinion on the effectiveness of the internal control environment, the Audit Committee considered the following factors: • the results of internal audit work, including the response of management to completion of actions arising from audit work • the output of risk management work • the output of external audit work and other assurance providers • issues identified by management or reported through whistleblowing arrangements, and the results of investigations into allegations of breaches of our values and business principles. Reviewing the effectiveness of the system of risk management and internal control The Board, through the Audit Committee, fulfils its responsibility in reviewing the effectiveness of the system of risk management and internal control through review of reports submitted over the course of the year covering the risk management process, adequacy of the internal control environment, consideration of risk appetite, in-depth reviews of specific risks and the results of external audit work. The Sustainability Committee also reviews technical and safety risks in detail and report its findings to the Board. Whistleblowing programme The Group has a whistleblowing facility operating in all its managed operations and a Group-wide stakeholder complaints and grievance procedure (see the 2015 Sustainability Report for more details). The whistleblowing programme, which is monitored by the Audit Committee, is designed to enable employees, customers, suppliers, managers or other stakeholders to raise concerns on a confidential basis where conduct is deemed to be contrary to our values. During 2015 388 (2014: 302) reports were received via the global ‘Speak –Up’ facility, covering a broad spectrum of concerns, including: • ethical • criminal • supplier relationships • health and safety • HR issues. Reports received were anonymous to Anglo American. All received the appropriate attention and, where necessary action was taken to address issues. A governance process is in place to ensure all reports are acted upon in a timely manner and actions completed where necessary. 81 Anglo American plc Annual Report 2015GovernanceGOVERNANCE GOVERNANCE REMUNERATION COMMITTEE REMUNERATION COMMITTEE COMPOSITION • Sir Philip Hampton – Chairman • Judy Dlamini • Byron Grote • Ray O’Rourke • Jack Thompson ROLE AND RESPONSIBILITIES • Establishing and developing the Group’s general policy on executive and senior management remuneration. • Determining specific remuneration packages for the COMMITTEE DISCUSSIONS IN 2015 The Committee held three meetings in 2015, discussing the following matters: February • reviewed executive director personal key performance indicators for 2015 and Group financial and safety targets to ensure alignment with Group strategy • discussed the chief executive’s and finance director’s performance in 2014 to adjudicate on bonus outcomes • reviewed executive directors’ shareholdings in the Company prior to 2015 share awards being made chairman and executive directors for review and approval by the Board. • reviewed the forecast vesting of 2012 Bonus Share Plan (BSP) and Long Term Incentive Plan (LTIP) awards • Designing the Company’s share incentive schemes. • reviewed the proposed performance targets for the 2015 LTIP award • reviewed the 2014 Directors’ remuneration report ahead of publication • reviewed amendments to the Bonus Share Plan rules • reviewed the external and internal directorship policy • reviewed corporate governance issues arising in the previous quarter • reviewed the remuneration policy. April • confirmed the vesting of 2012 BSP and LTIP awards and the granting of 2015 BSP and LTIP awards • confirmed the performance targets for the 2015 LTIP award • discussed investor feedback on executive remuneration prior to the vote on the Directors’ remuneration report • reviewed corporate governance issues arising since the previous meeting. December • reviewed directors’ salaries, taking into account the general salary review for the broader employee population • discussed the application of safety targets in executive directors’ bonuses • discussed the executive directors’ draft personal key performance indicators for 2015 • discussed the application of LTIP metrics • reviewed and updated its terms of reference • reviewed corporate governance issues arising since the previous meeting. The Directors’ remuneration report is set out opposite. 82 Anglo American plc Annual Report 2015GOVERNANCE DIRECTORS’ REMUNERATION REPORT DIRECTORS’ REMUNERATION REPORT Sir Philip Hampton Chairman, Remuneration Committee The role of the Company’s Remuneration Committee remains to ensure that the remuneration arrangements for executive directors offer every encouragement for them to enhance the Company’s performance and deliver our strategy in a responsible manner. 1. INTRODUCTORY LETTER Dear Shareholder, The role of the Company’s Remuneration Committee remains to ensure that the remuneration arrangements for executive directors and other members of the Group Management Committee offer them every encouragement to enhance the Company’s performance and deliver our strategy in a responsible manner. It is also our task to ensure that the rewards received by the executive directors are proportionate to the levels of performance achieved and the returns received by you as shareholders. As a Committee, we therefore have to give full consideration to the Company’s strategy, its performance, your interests and the interests of the wider communities we affect. This is particularly pertinent in light of the ongoing challenges being faced by the Company and by the mining industry more generally. As reported by the chief executive in his introduction to this year’s Annual Report, it has been a very challenging year for Anglo American. Against the strong headwinds of a 24% decrease in the basket price of our products, our ongoing intense focus on operational costs and productivity has generated a $1.3 billion(1) underlying EBIT benefit in the year, providing some mitigation. The economic challenges and business performance are reflected in the remuneration received in 2015. Specifically: • despite strong performance by individuals, the earnings per share performance resulted in significantly lower bonus outcomes than in recent years • the steep fall in prices and the impact on earnings over the last three years mean that the required three-year earnings growth was not achieved; therefore, of the Enhancement Shares initially awarded in 2013, none vested at the end of 2015 • half of the Long Term Incentive Plan (LTIP) awards initially granted to executive directors in 2013 will not vest as the Total Shareholder Return (TSR) target was not met. The results of the Company’s longer term efficiency programmes mean that the remainder of the award will vest. The Committee has carefully reviewed this outcome in the context of total variable pay, and is satisfied that the vesting level is appropriate, particularly in the light of overall variable pay delivered to executive directors in 2015. This means, for example, that for the CEO variable pay represents 33% of target and 21% of maximum. In the light of the current challenging conditions faced by the Company, the Remuneration Committee has decided not to increase the executive directors’ salaries in 2016. Tony O’Neill joined the Company in 2013, and was appointed to the Board in July 2015. His remuneration arrangements, which are described on page 93, are consistent with the Company’s approved remuneration policy. We have again chosen to reproduce the Company’s Remuneration Policy (as approved at the 2014 Annual General Meeting (AGM)) in full, rather than an abridged version, so that the Implementation Report for 2015, starting on page 93, will be more meaningful for you, and Tony O’Neill’s arrangements will be in context. The Remuneration Policy continues to support the delivery of our strategic objectives as demonstrated by the performance measures and targets for both the Bonus Share Plan (BSP) and LTIP awards made in 2015, both of which are outlined in the Implementation Report. I am pleased to report that the strengthening of the malus and clawback provisions of the BSP and LTIP, introduced for awards made from 2014 onwards, meet the requirements of the revised Corporate Governance Code now in force. Sir Philip Hampton Chairman, Remuneration Committee (1) Excludes $0.8 billion volume downside at De Beers in response to market conditions. 83 GovernanceAnglo American plc Annual Report 20152. POLICY ON DIRECTOR REMUNERATION 2.1 Remuneration policy Figures 1 and 2 summarise key aspects of the Company’s remuneration policy for executive and non-executive directors. This policy and the policy on termination set out in Figure 4 took effect for the purposes of S226D of the Companies Act on approval by shareholders at the AGM held on 24 April 2014. The Company has been operating these policies since 1 January 2014 and intends that these policies should apply until the Company’s 2017 AGM, subject to any unforeseen developments. It is the Committee’s intention that commitments entered into before these policies took formal effect, and which are inconsistent with them, should be honoured, as explained further below. Figure 1 shows the Remuneration Policy approved at the AGM in 2014, updated to reflect the fact that some historical information is no longer relevant. Figure 1: Key aspects of the remuneration policy for executive directors Purpose Maximum opportunity Operation Basic salary To recruit and retain high calibre executives Standard maximum increase 5% of salary (the Committee retains the discretion to exceed this in certain situations as explained under Operation) Basic salary levels are reviewed annually by the Committee, taking account of Company performance, individual performance, levels of increase for the broader UK population and inflation Reference may also be made to median levels within relevant FTSE 50 and global extractive companies The Committee also considers the impact of any basic salary increase on the total remuneration package Annual increases are typically within the standard maximum given However, there may be occasions when the Committee needs to recognise, for example, development in role, change in responsibility and/or specific retention issues. In these circumstances, the Committee may offer a higher annual increase, the rationale for which will be explained to shareholders in the relevant remuneration report Maximum levels will be reviewed to take account of any significant rise in inflation levels Salary levels on recruitment and promotion to the Board are covered below Bonus Share Plan (BSP) To encourage and reward delivery of the Company’s strategic priorities To help ensure, through the share-based elements, that any resulting performance is sustained over the longer term in line with shareholder interests Maximum (threshold) 210% of salary (0% of salary) Each year executive directors participate in the BSP, which rewards EPS and individual performance targets Performance measures At least 50% – underlying earnings per share (EPS) Up to 50% – individual objectives linked to the Company’s strategic priorities A deduction to the above is applied if safety targets are not met Form and timing of payment 40%: cash award at end of year 40%: Bonus Shares vesting three years after end of bonus year 20%: Bonus Shares as above but subject to a further two-year deferral period The EPS measure has been chosen as it is one of the Company’s key measures of performance. As EPS performance in our sector can be highly volatile owing to external factors, the individual objectives measure was chosen to provide a balance and reflect management’s underlying activity towards delivering the company’s strategy regardless of price or other volatility The EPS targets are set each year to ensure they are demanding yet realistic. They primarily reflect internal budgets and price expectations for the year. Consideration is also given to prior performance and external expectations. The individual objectives are based on the Company’s strategic priorities for the year Dividends are payable on Bonus Shares during any deferral period The Committee is able to reduce any unvested Bonus Share awards, vested awards subject to a deferral period or future awards in the event of a material misstatement in the Company’s results, misconduct or a material failing in risk management processes that has given, or is likely to give, rise to significant and lasting value destruction for the Company 84 GOVERNANCE DIRECTORS’ REMUNERATION REPORTAnglo American plc Annual Report 2015Figure 1: Key aspects of the remuneration policy for executive directors Purpose Maximum opportunity Operation Bonus Share Plan (BSP) continued Long Term Incentive Plan (LTIP) To encourage and reward disciplined capital allocation and the generation of long-term sustainable shareholder returns Maximum award 350% of salary Performance measures 50%: Attributable Return on Capital Employed (ROCE) 50%: Total shareholder returns (TSR) relative to sector and leading UK comparator companies Performance period Three years Additional holding period Two years Vesting at threshold ROCE: 25% of award portion TSR: 25% of award portion Discretions Given the volatility mentioned above, the Committee does not intend to make adjustments to BSP outcomes to reflect either positive or negative short term fluctuations in EPS performance driven by external factors such as commodity prices. It reserves the discretion to make adjustments to outcomes in very exceptional circumstances whether related to internal or external factors (for example, on a sequestration of assets during the year). Shareholders will be given details of any adjustments in the following remuneration report Under the BSP Rules, the Company also has the standard discretion to take appropriate action in the event of unforeseen events which affect the Bonus Shares (for example, on a variation in share capital) and to settle the Bonus Shares in cash (for example, on a termination) The Committee makes an annual conditional award of shares to each executive director The ROCE measure has been selected to reflect the strategic focus on disciplined capital allocation and the TSR measures to reflect the extent to which value is being delivered to shareholders Each year, the Committee reviews the performance targets prior to grant to ensure they remain sufficiently stretching. The initial ROCE targets have been informed by the Company’s stated 2016 attributable ROCE aspiration and each year will be set with reference to current budgets. The relative TSR targets are set so that only a quarter of the award is payable for median performance, while maximum vesting requires exceptional relative performance Dividend equivalents are paid on any shares that vest The Committee is able to reduce any unvested awards, vested awards subject to a holding period or future grants in the event of a material misstatement in the Company’s results, misconduct or a material failing in risk management processes that has given, or is likely to give, rise to significant and lasting value destruction for the Company Discretions As is the case for the BSP, the Committee does not intend to make adjustments to LTIP outcomes to reflect either positive or negative short-term fluctuations in performance driven by external factors such as commodity prices. It reserves the discretion to make adjustments to outcomes in very exceptional circumstances, whether related to internal or external factors (for example, on a sequestration of assets). Shareholders will be given details of any adjustments in the following remuneration report Under the LTIP Rules, the Company also has the standard discretion to take appropriate action in the event of unforeseen events during an award cycle (for example, on a variation in share capital) 85 GovernanceAnglo American plc Annual Report 2015Figure 1: Key aspects of the remuneration policy for executive directors Purpose Maximum opportunity Operation Outstanding BSP and LTIP awards To allow vesting of awards made under a previously approved policy 2013 BSP Enhancement Share awards Maximum award: 65.6% of salary Performance measure: Real EPS growth Performance period: Three years 2013 LTIP awards Maximum award and performance terms As detailed in the 2013 Annual Report 30% of basic salary Pension To offer market- competitive levels of benefit Other benefits To provide market- competitive benefits Maximum level of ongoing benefits Capped at 10% of salary Exceptional situations The Committee reserves the discretion to exceed the ongoing maximum level for certain situation-specific benefits, such as relocation. Full details of the exercise of any such discretion will be provided to shareholders in the following remuneration report Any outstanding awards will be paid out according to the terms on grant The BSP and LTIP awards from 2013 were the only such outstanding awards at the end of 2015, and the vesting outcomes are described in the Implementation Report on pages 96 and 97 Executive directors participate in defined contribution pension arrangements Prior to 6 April 2011, executive directors had the option of all or part of their employer-funded defined contribution arrangements being paid into an unregistered retirement benefits scheme (an EFRBS). Since 6 April 2011, executive directors have the option for contributions which may not be paid to a UK registered pension scheme as a result of HMRC limits (either annual allowance or lifetime allowance) to be treated as if paid to an unregistered unfunded retirement benefit scheme (an UURBS) The Committee is prepared to consider requests from executive directors for a pension allowance to be paid in place of defined contribution arrangements The Company provides the following ongoing benefits: • 28 days’ leave and encashment of any accumulated leave in excess of 20 days • car-related benefits • medical insurance • death and disability insurance • limited personal taxation and financial advice • club membership • other ancillary benefits, including attendance at relevant public events. In addition, the Company pays additional benefits when specific business circumstances require it, including costs and allowances related to relocation and international assignments UK-based executive directors, as UK employees, are eligible to participate in the Company’s Save As You Earn (SAYE) scheme and Share Incentive Plan (SIP). In terms of HMRC rules, these plans do not have performance conditions The Company reimburses all necessary and reasonable business expenses 86 GOVERNANCE DIRECTORS’ REMUNERATION REPORTAnglo American plc Annual Report 2015Figure 1: Key aspects of the remuneration policy for executive directors Purpose Maximum opportunity Operation Recruitment and promotion arrangements To secure the appointment and promotion of high calibre executives Maximum annual award (for ongoing arrangements) BSP: 210% of salary LTIP: 350% of salary The ongoing remuneration arrangements for a newly recruited or promoted executive director will reflect the remuneration policy in place for executive directors at the time of the appointment. The ongoing components will therefore comprise basic salary, BSP awards, LTIP awards, benefits, pension and SAYE/SIP on the bases set out above The initial basic salary level for a newly recruited or promoted executive director will be set to reflect the individual’s experience, salary levels within the Company and market levels. Where basic salary is set below the level that might be expected, given the executive’s relative inexperience, and the executive then develops successfully into the role, the Committee has the discretion to give a salary increase in the year(s) after appointment above the standard maximum level of 5% For external appointments, the Committee may also offer additional cash and/or share-based elements to replace any remuneration forfeited, when it considers this to be in the best interests of the Company and its shareholders. The terms of any share-based elements offered will reflect the nature, time horizons and performance requirements of remuneration forfeited and will have performance conditions attached. Shareholders will be informed of any such payments at the time of appointment. The Company has retained its Discretionary Option Plan to use in such circumstances, if appropriate. If necessary, the Company can go outside of existing plans as currently permitted under the Listing Rules As previously reported, the restricted awards granted to Mark Cutifani on appointment have been released in accordance with the terms on grant, with the final tranche due to be released before publication of this report. These awards were made under the approved policy at the time, as disclosed in the 2012 Report For internal appointments, any commitments made before appointment and not relating to appointment are allowed to pay out according to their terms. This applies to the restricted awards made to Tony O’Neill when he joined the Company in 2013 For external and internal appointments, the Committee may agree that the Company will meet certain relocation expenses as appropriate 87 GovernanceAnglo American plc Annual Report 2015Figure 2: Key aspects of the remuneration policy for non-executive directors Purpose Maximum opportunity Operation Chairman – Fees To attract and retain a high calibre chairman by offering a market- competitive fee level Maximum increase Equivalent to annual increase of 5% of fee level The chairman is paid a single fee for all his responsibilities The level of this fee is reviewed every two to three years by the Committee and chief executive, with reference to UK market levels (FTSE 30 companies), and a recommendation is then made to the Board (in the absence of the chairman) Fees are paid in cash, with the flexibility to forgo all or part of the net fees to acquire shares in the Company Chairman – Benefits To provide market- competitive benefits Maximum benefits £30,000 Reasonable use of a car and driver Medical insurance Non-executive directors – Fees To attract and retain high calibre non- executive directors by offering market- competitive fees Reimbursement of reasonable and necessary expenses Maximum increase for each type of fee Equivalent to annual increase of 5% of fee level The non-executives are paid a basic fee. The chairmen of the main board committees and the senior independent director are paid an additional fee to reflect their extra responsibilities These fee levels are reviewed every few years by the chairman and executive directors, with reference to UK market levels, and a recommendation is then made to the Board Fees are paid in cash with the flexibility to forgo all or part of the net fees to acquire shares in the Company Reimbursement of necessary and reasonable expenses The Company has the discretion to pay an additional fee, up to the equivalent of the committee chairmanship fee (currently £30,000), to a non-executive director should the Company require significant additional time commitment from the non-executive director in exceptional or unforeseen circumstances The Company has no current intention to use this discretion Policy in rest of company The remuneration arrangements for the executive directors outlined in Figure 1 are consistent with those for other executives serving on the Group Management Committee, although opportunity levels vary. The majority of our employees are located in South Africa and South America, and the remuneration arrangements of these employees are aligned to local market practices and levels. Past directors In addition to retirement benefits, the Company continues to provide seven former executive directors with private medical insurance arrangements. The annual cost to the Company is minimal. The Committee continues to meet these longstanding commitments but no new commitments have been made recently or will be made in future. Other fees/ payments To have the flexibility to provide additional fees/ benefits if required Maximum additional fee £30,000 2.2 Supplementary information Shareholding targets Within five years of appointment, executive directors are expected to hold Company shares with a value of three times basic salary in respect of the chief executive and two times basic salary in respect of other executive directors. The Committee takes into consideration achievement against these targets when making grants under the Company’s various long term incentive plans. External directorships Executive directors are not permitted to hold external directorships or offices without the prior approval of the Board. If approved, they may each retain the fees payable from only one such appointment. Executive director contractual commitments The remuneration provisions within the service contracts for Mark Cutifani, René Médori and Tony O’Neill are consistent with the policies outlined in Figure 1 and in Figure 4 (termination provisions). 88 GOVERNANCE DIRECTORS’ REMUNERATION REPORTAnglo American plc Annual Report 20152.3 Indicative total remuneration levels The Company’s policy for executive directors results in a significant portion of the remuneration received by executive directors being dependent on Company performance. Figure 3 illustrates how the total pay opportunities for the chief executive, the finance director and the technical director vary under three different performance scenarios: • Above – representing 100% of maximum for variable pay opportunity • Target – representing a notional 65% of maximum for variable pay opportunity • Below – representing 0% of maximum for variable pay opportunity. These charts are indicative as share price movement and dividend accrual have been excluded. All assumptions made are noted below the charts. Figure 3: Executive director total remuneration at different levels of performance £8.8 m ) m £ ( y a p £6.3 m l a t o t e v i t a c d n i I £1.7 m 10.0 8.0 6.0 4.0 2.0 0 £5.2 m £5.1 m £3.7 m £3.7 m £1.1m £1.1m Above Target Performance Level Chief Executive Below Above Target Performance Level Finance Director Below Above Target Performance Level Technical Director Below 2016 basic salary, benefits and pension BSP (cash and deferred) LTIP Above The Company’s three-year TSR would need to outperform sector peers by 6% pa and be ranked 20th or higher in the FTSE 100. Target The Company’s three-year TSR would need to outperform sector peers by 3.2% pa and be ranked 35th in the FTSE 100. Below Total pay for below threshold performance comprises basic salary, benefits and pension only. (1) Estimates of £76,000, £36,000 and £36,000 have been used for ongoing non-pension benefits for the chief executive, finance director, and technical director, respectively. (2) Share price movement and dividend accrual have been excluded from all figures. (3) Participation in the SAYE and SIP has been excluded, given the relative size of the opportunity levels. (4) Total pay for Above target performance comprises 2016 basic salary, benefits, pension, 100% of maximum bonus opportunity (60% of which is deferred into Bonus Shares) and 100% of maximum LTIP opportunity. For this level of pay, the Company’s attributable ROCE would need to be 15% and the Company’s three-year TSR would need to outperform sector peers by 6% pa and be ranked 20th or higher against the FTSE 100. (5) Total pay for Target performance comprises 2016 basic salary, benefits, pension, a notional 65% of maximum bonus opportunity (60% of which is deferred into Bonus Shares) and a notional 65% of maximum LTIP opportunity. For this level of pay, the Company’s attributable ROCE would need to be 10.3% and the Company’s three-year TSR would need to outperform sector peers by 3.2% pa and be ranked 35th against the FTSE 100. (6) Total pay for Below threshold performance comprises 2016 basic salary, benefits and pension only. (7) Charts have not been included for the non-executive directors as their fees are fixed and do not vary with performance. 89 GovernanceAnglo American plc Annual Report 2015 2.4 Policy on termination and change in control 2.4.1 Executive directors Figure 4 sets out the Company’s policy on termination. This policy is consistent with provisions relating to termination of employment in the executive directors’ service agreements and with provisions in the incentive plan rules, with one exception. René Médori’s service agreement contains a longstanding provision under which the Company may pay a lump sum in lieu of any notice period, comprising salary, bonus and pension contributions in respect of the unexpired notice period, with the bonus element calculated based on the average bonus percentage paid over the last three years and pro-rated based on the time employed during the bonus year. The Committee intends, if required, to meet this obligation, but does not intend to include such a clause in any future service agreements. Figure 5 sets out key provisions relating to change of control, where there is no termination. There are no provisions for enhanced payments in the event of a change of control of the Company. 2.4.2 Non-executive directors All non-executive directors have letters of appointment with the Company for an initial period of three years, subject to annual re-appointment at the AGM. The chairman’s appointment may be terminated by the Company with six months’ notice. The appointment letters for the chairman and non-executive directors provide that no compensation is payable on termination, other than any accrued fees and expenses. Figure 4: Principles of determining payments for loss of office Notice periods Notice periods do not exceed 12 months Upon appointment the Committee can agree an extended Company notice period for the first year following appointment ‘Good Leaver’ Voluntary resignation Circumstances of departure of executive directors Typical reasons include retirement, redundancy, death, ill health, injury, disability or as defined by the Committee Where departure is on mutually agreed terms, the Committee may treat the departing executive as a ‘Good Leaver’ in terms of one or more elements of remuneration. The Committee uses this discretion judiciously and shareholders will be notified of any exercise as soon as reasonable Salary and benefits for notice period Salary and benefits continue to be paid to the date of termination of employment, including any notice period and/or garden leave period The Company may terminate employment with immediate effect and, in lieu of the unexpired portion of any 12-month notice period, make a series of monthly payments based on salary and benefits (or make a lump sum payment based on salary only). Any monthly payments will be reduced to take account of any salary received from alternative employment Bonus accrued prior to termination A time prorated bonus award may be made by the Company, with the Committee’s approval, and can be paid wholly in cash Salary and benefits continue to be paid to the date of termination of employment, including any notice period and/or garden leave period The Company may terminate employment with immediate effect and, in lieu of the unexpired portion of any 12-month notice period, make a series of monthly payments based on salary and benefits (or make a lump sum payment based on salary only). Any monthly payments will be reduced to take account of any amounts received from alternative employment No accrued bonus is payable ‘Bad Leaver’ Typically termination for cause Immediate termination with no notice period No accrued bonus is payable 90 GOVERNANCE DIRECTORS’ REMUNERATION REPORTAnglo American plc Annual Report 2015Figure 4: Principles of determining payments for loss of office ‘Good Leaver’ Unvested Bonus Shares Normal circumstances Bonus Shares are released in full on the normal release date (ie awards will not be released early) Exceptional circumstances (e.g. death or other compassionate grounds) Bonus Shares are released in full, and eligible for immediate release Vested Bonus Shares subject to holding period Normal circumstances Released in full to the employee at the end of the holding period Exceptional circumstances (e.g. death or other compassionate grounds) Bonus Shares are released in full, and eligible for immediate release Unvested LTIP awards Normal circumstances LTIP awards will vest subject to the performance condition at the end of the normal performance period and, if applicable, released at the end of the holding period All awards are time prorated Exceptional circumstances (e.g. death or other compassionate grounds) LTIP awards may be released on departure, subject to assessment of the performance conditions at that time All awards are time pro-rated Voluntary resignation Forfeit ‘Bad Leaver’ Forfeit Forfeit If an employee resigns to join a competitor (as defined by the Committee) then even those vested Bonus Shares that remain subject only to the holding period will be forfeit Outside of these circumstances, such awards are released to the employee at the end of the holding period Forfeit Forfeit Vested LTIP awards subject to a holding period Normal circumstances Vested LTIP awards that are subject only to a holding period are released in full to the employee at the end of the holding period Exceptional circumstances (e.g. death or other compassionate grounds) Vested LTIP awards subject to a holding period may be released on departure Unvested Restricted Shares There is no standard policy in respect of the treatment of any restricted share awards to executive directors. Terms are set on a case-by-case basis Forfeit If an employee resigns to join a competitor (as defined by the Committee) then even those vested LTIP awards that remain subject only to the holding period will be forfeit Outside of these circumstances, such awards are released to the employee at the end of the holding period Generally forfeit Forfeit For the restricted shares currently held by the chief executive if he leaves as a ‘Good Leaver’ before the remaining designated release dates, any unvested shares would be released on the earlier of the remaining release dates or one year from the date of the chief executive ceasing to be the Company’s chief executive Other Limited disbursements (for example, legal costs, relocation costs, untaken holiday) None None 91 GovernanceAnglo American plc Annual Report 2015Figure 5: Policy on change in control Incentive plan provisions relating to change of control (without termination) Bonus Shares The Bonus Shares awarded under the BSP will be released LTIP awards The number of shares that vest under the LTIP will be calculated by reference to the extent to which the applicable performance conditions have been met at the time of the change of control Vested Bonus Shares and LTIP awards subject to holding period The Bonus Shares and LTIP awards will be released 2.5 Development of director remuneration policy In developing and reviewing the Company’s remuneration policy for executive directors and other senior executives, the Committee is receptive to the views of shareholders and sensitive to the relationship between the arrangements for executive directors and those for other employee groups. Specifically: • whenever any significant changes are made to remuneration, the Committee seeks feedback from investors. The Committee also listens to and takes into consideration investor views and comments throughout the year. • the Committee considers any general basic salary increase for the broader UK employee population when determining any annual salary increases for the executive directors. No basic salary increase has been awarded for 2016 to the executive directors or to the general UK employee population. The rate of basic salary increase for the chief executive and the finance director, at 2% of salary for 2015, was the same as the general increase for the UK employee population. • each year the Committee also reviews in detail how the arrangements for the executive directors compare to those for other members of the Group Management Committee to ensure an appropriate relationship and to support career development and succession. Given the geographic spread of the Company’s workforce, the Committee does not consider that consulting with employees on the remuneration policy for directors is a sensible use of resources. Many of the Company’s UK-based employees are shareholders, through the SAYE and SIP schemes, and they, like other shareholders, are able to express their views on director remuneration at each general meeting. 2.6 Payments under previous policies The Committee reserves the right to make any remuneration payments and payments for loss of office, notwithstanding that they are not in line with the policy set out above, where the terms of the payment were agreed (i) before the policy or the relevant legislation came into effect or (ii) at a time when the relevant individual was not a director of the Company and, in the opinion of the Committee, the payment was not in consideration for the individual becoming a director of the Company. For these purposes, ‘payments’ includes the satisfaction of awards of variable remuneration and, in relation to awards of shares, the terms of the payment which are agreed at the time the award is granted. 92 GOVERNANCE DIRECTORS’ REMUNERATION REPORTAnglo American plc Annual Report 20153. DIRECTOR REMUNERATION IN 2015 The information set out in this section (which constitutes the Implementation Report) has been subject to external audit. Figures 6 to 11 show the outcomes for 2015 of the main components of executive director remuneration, including the expected vesting of share awards with a performance period ending in 2015, and Figure 12 sets out the total remuneration outcomes. Conditional share awards made in 2015 are set out in Figure 15 in Section 4.1. Figure 6: Basic salaries for 2015 (all amounts in ’000) MARK CUTIFANI (2014: £1,236) £1,261 RENE MEDORI (2014: £788) £804 TONY O’NEILL (2014: Not applicable) £352(1) Figure 7: BSP outcomes for 2015 (cash bonus and Bonus Shares) (all amounts in ’000) MARK CUTIFANI (2014: £1,557) £966 RENE MEDORI (2014: £960) £583 TONY O’NEILL (2014: Not applicable) £284(1) (1) For the period between appointment and year-end. 3.1 Tony O’Neill’s remuneration arrangements Tony O’Neill was appointed as technical director during the year, having initially joined the Company in September 2013. His remuneration package is consistent with the Company’s approved remuneration policy, and comprises basic salary of £787,950, pension contribution rate of 30% of basic salary, eligibility for BSP and LTIP awards, all-employee share plan participation, and benefits including a car allowance, medical cover and life assurance. On joining the Company in 2013, Tony O’Neill was granted awards of cash and shares to reflect the value and vesting periods of incentives forfeit as a result of his leaving his previous employment. The cash award, and the first two tranches of the share award, were released prior to Tony’s appointment to the Board. The remaining 39,872 shares are due to be released before publication of this report. 3.2 Basic salaries for 2015 Figure 6 sets out the basic salaries for 2015. Mark Cutifani and René Médori each received a salary increase of 2% in 2015. In Tony O’Neill’s case, figure 6 shows the outcome in relation to the period between his appointment and 31 December 2015. 3.3 Annual BSP outcomes for 2015 Figure 7 shows the BSP outcomes for 2015 (in Tony O’Neill’s case, the figure reflects the outcome in relation to the period between his appointment to the Board on 23 July 2015 and 31 December 2015). Figures 8a to 8c summarise the annual financial and personal strategic measures for the 2015 BSP for Mark Cutifani, René Médori and Tony O’Neill, along with the performance targets, where relevant, the level of performance achieved and the resulting award levels. Key details of the performance delivered over 2015 are set out under BSP Key Performance Aspects. The Committee reviewed the annual targets set at the beginning of 2015 and, in light of the speed and severity of the falls in commodity prices and the environment faced by the Company, decided to set threshold performance expectations at $0.85. Payout at threshold performance would be 25% on this measure, with no payment for performance below threshold. The executives’ individual objectives were set at the start of the year and reflect the Company’s strategic priorities for the year. Each category contained between one and five specific objectives. Some of these are reflected under BSP Key Performance Aspects. Given the non-financial nature of these, specific quantitative targets were not set but, at the end of the year, the Committee made a detailed assessment of performance against each, leading to the evaluations shown in Figures 8a to 8c. The overall outcome for each executive director was then adjusted by the safety deductor (based on loss of life, recordable case frequency rates, lost-time injury frequency rates, and an operational risk management rating). Safety targets are based on fixed percentage improvements from the prior year result with 20% reduction on the prior year resulting in no bonus adjustment and any lesser improvement resulting in a reduction up to a maximum of 20%. The exception was safety improvement in the platinum division where strike action in 2014 led to an unrepresentative baseline. In this case the improvement target of 20% was measured relative to the stretch target set at the start of 2014 (itself a 20% improvement on 2013). 93 GovernanceAnglo American plc Annual Report 2015Figure 8a: BSP performance assessment for 2015 – Chief executive Mark Cutifani Corporate financial (50% of award) Earnings per share Personal/Strategic (50% of award) Strategic development (15%) Talent management (10%) Business improvement (15%) Endowment (5%) Stewardship (5%) Overall personal performance Group safety performance Deductor Overall performance Threshold $0.85 = 12.5% of award Target $0.98 = 20% of award Above Maximum $1.50 = 50% of award Below Achieved (% of award) 0% Below Threshold Target Above Maximum Static/declining Improving Strongly improving Best practice/ world class Below Threshold Target Above Maximum 43% (6.5%) 36.5% Resulting BSP award 36.5% of maximum bonus award (77% of salary) (40% payable in cash, 60% as Bonus Shares, with deferred receipt. Two-thirds of the Bonus Shares will vest after a further three years, subject to continued employment; for the remaining third, there is a further two-year holding period in addition to the three-year vesting period) Figure 8b: BSP performance assessment for 2015 – Finance director René Médori Corporate financial (50% of award) Earnings per share Personal/Strategic (50% of award) Organisation/Driving Value targets (10%) Treasury (10%) Tax (10%) Capital allocation (5%) Information Management (5%) Finance Function operational targets (10%) Overall personal performance Group safety performance Deductor Overall performance Threshold $0.85 = 12.5% of award Target $0.98 = 20% of award Above Maximum $1.50 = 50% of award Below Achieved (% of award) 0% Below Threshold Target Above Maximum Static/declining Improving Strongly improving Best practice/ world class Below Threshold Target Above Maximum 41% (6.5%) 34.5% Resulting BSP award 34.5% of maximum bonus award (72% of salary) (40% payable in cash, 60% as Bonus Shares, with deferred receipt. Two-thirds of the Bonus Shares will vest after a further three years, subject to continued employment; for the remaining third, there is a further two-year holding period in addition to the three-year vesting period) 94 GOVERNANCE DIRECTORS’ REMUNERATION REPORTAnglo American plc Annual Report 2015 Figure 8c: BSP performance assessment for 2015 – Technical director Tony O’Neill Corporate financial (50% of award) Earnings per share Personal/Strategic (50% of award) Strategic development (15%) Talent management (10%) Business improvement (15%) Endowment (5%) Stewardship (5%) Overall personal performance Group safety performance Deductor Overall performance Threshold $0.85 = 12.5% of award Target $0.98 = 20% of award Above Maximum $1.50 = 50% of award Below Achieved (% of award) 0% Below Threshold Target Above Maximum Static/declining Improving Strongly improving Best practice/ world class Below Threshold Target Above Maximum 45% (6.5%) 38.5% Resulting BSP award 38.5% of maximum bonus award (81% of salary) (40% payable in cash, 60% as Bonus Shares, with deferred receipt. Two-thirds of the Bonus Shares will vest after a further three years, subject to continued employment; for the remaining third, there is a further two-year holding period in addition to the three-year vesting period) BSP KEY PERFORMANCE ASPECTS All • Copper equivalent (Cu Eq) volumes(1) up 5% vs prior year, driven by recovery from the strike at Platinum (+25%) and good performance at Coal Australia (+1%) as well as ramp up of new projects. A management-driven reduction at De Beers (-12%) in response to a challenging market, and at Kumba (-7%) with the implementation of a new mine plan in response to low prices reduced volume • Nominal unit costs down across the Group (16% on a Cu Eq basis). Cost savings implemented throughout the portfolio, whilst the Group has also benefited from weakening FX rates, partially offset by inflation • Project Marathon, a restructuring of indirect costs across the Group, was completed for Group functions during 2015. BU restructuring is also ongoing, with many BUs completed. A wider portfolio review of the Group is underway • Three major projects progressed their ramp up in 2015. Minas-Rio and the Boa Vista Fresh Rock plant have continued to increase production, whilst Barro Alto completed its furnace rebuild early and is now operating at full capacity. Grosvenor project is also progressing in line with project schedule • Lafarge Tarmac and AA Norte disposed in 2015, with Dartbrook and Kimberly also announced. Discussions regarding the divestment of a number of Copper, Niobium and Phosphates, and Coal assets commenced during the year, whilst the sale of Rustenburg to Sibanye was agreed (1) AA Norte volumes excluded from both periods. • Safety performance across the Group remains a key focus. The Group achieved a fatality-free quarter in Q4 2015, and the Platinum business, in 2015, achieved its longest period without a fatality in its history Mark Cutifani • The Anglo Operating Model, critical to the continued operational improvement at major assets, is being implemented at key assets including Los Bronces and Mogalakwena • Continued, effective engagement with host governments and other stakeholders in principal geographies René Médori • Liquidity at $14.8 bn with $2.2 bn of bonds successfully issued during the year • Net debt of $12.9 bn delivered below guidance of $13-$13.5 bn despite weakening operational cash flows. This is a result of aggressive capital discipline and the successful implementation of the disposal program Tony O’Neill • Delivery of FutureSmart strategy milestones • Executive principles of Quellaveco project development strategy aligned • Development strategy potential of Barro Alto, Platinum, and Niobium and Phosphate • Continued development of strategic supply relationships 95 GovernanceAnglo American plc Annual Report 2015 3.3 BSP Enhancement Share outcomes for 2015 In 2013, René Médori was awarded 8,808 Enhancement Shares under the BSP. Vesting was subject to the Company’s real EPS growth over the three-year period to 31 December 2015. The growth targets set on award were the UK Retail Price Index (RPI) +9% for threshold performance (resulting in 44% of the award vesting) and RPI +15% for maximum performance (resulting in 100% of award vesting). Threshold performance was not achieved over the three-year period, resulting in no vesting of the shares. Figure 9: Enhancement Share vesting outcomes for 2015 (all amounts in ’000) Figure 10: LTIP assessment for 2015 SECTOR INDEX COMPARISON (25% OF TOTAL AWARD) • The Sector Index measure compares the Company’s three-year TSR performance with the weighted median of six international mining companies. • Vesting required the Company’s TSR performance to be at least equal to the weighted median. • As at 31 December 2015, the Company’s TSR performance was below the weighted median; therefore no shares will vest for this part of the award. RENE MEDORI (2014: £0) £0 3.4 Long Term Incentive Plan outcomes for 2015 In 2013, Mark Cutifani and René Médori received LTIP grants of 244,328 and 117,218 conditional shares respectively, with vesting subject to (a) the Company’s TSR performance relative to (i) a weighted group of international mining companies and (ii) FTSE 100 companies over the three-year period to 31 December 2015, and (b) the level of savings delivered by the Asset Optimisation and Supply Chain programmes to 31 December 2015. Figure 10 sets out further details of the measures and the Company’s performance against each. Figure 11 sets out the assumed value of the vesting outcomes for Mark Cutifani and René Médori, including accrued dividend equivalents. FTSE 100 COMPARISON (25% OF TOTAL AWARD) • The FTSE 100 measure compares the Company’s three-year TSR performance with the constituents of the FTSE 100. • Vesting required the Company’s TSR performance to be at least equal to the median TSR of the FTSE 100. • As at 31 December 2015, the Company’s TSR performance was ranked below the 50th percentile of the FTSE 100; therefore no shares for this part of the award will vest. AOSC (50% OF TOTAL AWARD) • The AOSC measure rewards the delivery of additional operating profit and capital expenditure savings delivered through the Company’s Asset Optimisation and Supply Chain programmes. • Minimum vesting required cumulative savings to 31 December 2015 of $5.9 bn and maximum vesting required cumulative savings of $7.2 bn. • Actual performance was $8.6 bn, leading to 100% vesting of this part of the award (50% of the overall award). 96 GOVERNANCE DIRECTORS’ REMUNERATION REPORTAnglo American plc Annual Report 2015Figure 10: LTIP assessment for 2015 SECTOR INDEX COMPARISON (25% OF TOTAL AWARD) • The Sector Index measure compares the Company’s three-year TSR performance with the weighted median of six international mining companies. • Vesting required the Company’s TSR performance to be at least equal to the weighted median. • As at 31 December 2015, the Company’s TSR performance was below the weighted median; therefore no shares will vest for this part of the award. FTSE 100 COMPARISON (25% OF TOTAL AWARD) • The FTSE 100 measure compares the Company’s three-year TSR performance with the constituents of the FTSE 100. • Vesting required the Company’s TSR performance to be at least equal to the median TSR of the FTSE 100. • As at 31 December 2015, the Company’s TSR performance was ranked below the 50th percentile of the FTSE 100; therefore no shares for this part of the award will vest. AOSC (50% OF TOTAL AWARD) • The AOSC measure rewards the delivery of additional operating profit and capital expenditure savings delivered through the Company’s Asset Optimisation and Supply Chain programmes. • Minimum vesting required cumulative savings to 31 December 2015 of $5.9 bn and maximum vesting required cumulative savings of $7.2 bn. • Actual performance was $8.6 bn, leading to 100% vesting of this part of the award (50% of the overall award). 3-year TSR performance against Sector Index % pa 25% 7.5% 0% ) d r a w a P T L I l a t o t f o % ( g n i t s e V Threshold: 0% pa Max: 5% pa Vesting schedule and actual performance to 31 December 2015 Arrow represents actual vesting 3-year TSR ranking vs FTSE 100 index 25% 7.5% 0% ) d r a w a P T L I l a t o t f o % ( g n i t s e V Threshold: 50th Max: 80th Vesting schedule and actual performance to 31 December 2015 Arrow represents actual vesting Anglo American’s AOSC efficiency ) d r a w a P T L I l a t o t f o % ( g n i t s e V 50% 0% Min: $5.85 bn Max: $7.15 bn Actual: $8.6 bn Vesting schedule and actual performance Arrow represents actual vesting Figure 11: LTIP vesting outcomes for 2015 (all amounts in ‘000) MARK CUTIFANI (2014: not applicable) £778 RENE MEDORI (2014: £523) £373 LTIP KEY PERFORMANCE ASPECTS • Actions taken on the back of the 2013 Asset Review process and implementation of the Anglo Operating Model continued to assist in delivering AOSC benefits across all businesses during 2015 • Specific AO highlights include improvements in Longwall cutting hours at Moranbah and Grasstree (Coal in Australia), increased average throughput at Los Bronces SAG Mill (Copper) and improved blasting efficiency at Tumela and Union (Platinum) • Specific SC highlights include Global Inventory Optimisation resulting in reduced stocking levels at Platinum; introduction of dry-drilling at Kumba increasing drill bit life and penetration rates and reduced rates per tonne for Mining Waste Services at Kumba • The 2013 LTIP awards will vest at 50% in 2016; consequently, 122,164 shares are receivable by Mark Cutifani and 58,609 by René Médori. At a share price of £4.73 (the average for the last quarter of 2015), this results in values of £577,836 and £277,221, respectively. Dividend equivalents over the vesting period will also be payable at vesting, to be £199,691 and £95,803 respectively 97 GovernanceAnglo American plc Annual Report 2015 Figure 12: Total remuneration outcomes for 2015 Total basic Benefits Annual performance bonus – cash and Bonus salary(1) £’000 in kind(2) £’000 Pension(3) £’000 Shares(4) £’000 2013 Enhancement Share Award(5) £’000 2013 LTIP Award(6) £’000 Total 2015 £’000 Total 2014 £’000 Executive Directors Mark Cutifani Mark Cutifani (2014) René Médori René Médori (2014) Tony O’Neill(7) Tony O’Neill (2014) Section 3.1 1,261 1,236 804 788 352 – Section 3.2 Section 3.3 Section 3.4 32 561 65 62 14 – 378 371 241 237 106 – 966 1,557 583 960 284 – – – 0 0 – – 778 3,415 – 373 523 – – 2,066 756 3,725 2,570 – Non-executive Directors Sir John Parker(8) Judy Dlamini Byron Grote(8) Sir Philip Hampton(8) Phuthuma Nhleko(9) Ray O’Rourke(10) Mphu Ramatlapeng Jim Rutherford Anne Stevens Jack Thompson Total fees 2015 £’000 Benefits in  kind 2015 £’000 Total 2015 £’000 Total fees 2014 £’000 Benefits in  kind 2014 £’000 Total 2014 £’000 700 80 110 140 73 80 80 80 80 110 24 – – – – – – – – – 724 80 110 140 73 80 80 80 80 700 80 101 131 80 80 80 80 80 110 110 22 722 – – – – – – – – – 80 101 131 80 80 80 80 80 110 98 GOVERNANCE DIRECTORS’ REMUNERATION REPORTAnglo American plc Annual Report 2015 (1) In addition to his basic salary, René Médori retained fees amounting to £82,000 in respect of one external directorship (see Section 2.2). (2) Benefits for executive directors with a value over £5,000 are set out below. The executive directors also receive a limited amount of financial advice, club subscriptions, death and disability benefits, medical insurance and other ancillary benefits. As reported in the 2014 Annual Report, the Company reimbursed Mark Cutifani for the tax paid on his relocation benefits (except the relocation allowance) on a ‘grossed up’ basis in 2014. Mark Cutifani René Médori Tony O’Neill Car-related benefits Untaken holiday reimbursement 29,420 28,700 12,669 – 27,837 – (3) The pension contribution amounts should be read in conjunction with the following information: (a) The amounts stated for Mark Cutifani and Tony O’Neill for 2015 include a cash allowance of £297,000 (2014: £288,000) and £93,000 (2014: n/a), respectively. (b) The total amount of pension contributions treated as having been paid into the UURBS for 2015 were £241,000 for René Médori (2014: £237,000). (c) Contributions treated as being paid into the UURBS earn a return equivalent to the Company’s pre-tax sterling nominal cost of debt, capped at a rate determined by the Remuneration Committee. The total return earned in 2015 was £73,000 for René Médori (2014: £59,000). (d) As at 31 December 2015, the total balances due to the executive directors in relation to the UURBS were £1,644,000 for René Médori (2014: £1,330,000). Retirement benefits can only be drawn from the UURBS if a member has attained age 55 and has left Group service. (4) 60% of the amount shown for annual bonus will be paid in Bonus Shares with deferred receipt. For 40%, vesting will occur after a further three years, subject to continued employment; for 20%, there is a further two-year holding period in addition to the three-year vesting period. (5) The performance condition attached to the 2013 Enhancement Share award was not met and none of these shares will vest. (6) As vesting of the LTIP awards granted in 2013 is due to take place after publication of this report, vesting values are on an ‘expected’ basis and a share price of £4.73 has been used to calculate the values shown. The values shown include dividend equivalent amounts of £199,691 for Mark Cutifani and £95,803 for René Médori. The LTIP amounts shown in last year’s report in respect of the LTIPs awarded in 2012 were also calculated on an ‘expected’ vesting levels basis with an assumed share price of £12.98. The actual vesting levels were as expected but the actual share price at vesting was £10.75, leading to the following decrease in value: René Médori – estimated value £618,000; actual value £523,000 (decrease of £95,000). The LTIP amounts shown in last year’s report for Cynthia Carroll were also calculated on an ‘expected’ vesting levels basis with an assumed share price of £12.98 the actual vesting levels were as expected but the actual share price at vesting was £10.75, leading to the following decrease in value: Cynthia Carroll – estimated value £509,000; actual value £431,000 (decrease of £78,000). (7) Amounts relate to the period between appointment and 31 December 2015. (8) Sir John Parker has elected to waive his Nomination Committee chairman fees. Benefits with a value over £5,000 comprise car-related benefits and medical insurance in line with the Remuneration policy set out in Figure 2. Byron Grote and Sir Philip Hampton became chairman of the Audit Committee and senior independent non-executive director respectively, with effect from 24 April 2014. (9) Phuthuma Nhleko retired from the Board with effect from 27 November 2015. (10) Ray O’Rourke has instructed the Company that his net fees be donated to charity. 99 GovernanceAnglo American plc Annual Report 2015 3.5 Change in the chief executive’s remuneration in 2015 relative to London employees Figure 13 sets out the chief executive’s basic salary, benefits and BSP amounts for 2015 and the year-on-year change. We show the average change in each element for London employees, which is considered to be the most relevant employee comparator group given the Group-wide nature of roles performed at Head Office. 3.6 Distribution statement for 2015 Figure 14 sets out the total expenditure on employee reward over 2015, compared to profit generated by the Company and the dividends received by investors. Underlying earnings are shown, as these are one of the Company’s key measures of performance, while employee numbers help put the payroll costs of employees into context. Figure 13: Change in chief executive’s remuneration compared to UK employees Chief Executive London employees(1) £’000 % change Average % change (per capita) Salary 1,261 2.0 2.0 Benefits 32 (94.3) Bonus 966 (38.0) 2.0 (15.6) (1) Benefits for London employees comprise pension and car allowances (where applicable), these being the most material. Figure 14: Distribution statement for 2015 Distribution statement Underlying earnings(1) (Total Group) Dividends payable for year (Total) Payroll costs for all employees Employee numbers $m % change $m % change $m % change ’000 % change 2015 827 (62.7) 398 (63.2) 4,474 (11.8) 91 (4.2) 2014 2,217 (17.1) 1,081 (0.3) 5,072 (3.5) 95 (3.1) (1) Please see note 5 of the consolidated financial statements for details on how underlying earnings are calculated. 100 GOVERNANCE DIRECTORS’ REMUNERATION REPORTAnglo American plc Annual Report 20154. OUTSTANDING SHARE INTERESTS The information in this section has been subject to external audit. 4.1 Conditional share awards granted in 2015 Figure 15 summarises the longer-term, conditional share awards granted to directors during 2015. Receipt of these awards is dependent on the Company’s performance over 2015-17, as detailed below. Also included in Figure 15 are the options granted to directors in 2015 under the Company’s SAYE scheme. The value of Bonus Shares awarded to directors in 2015 is included in the annual performance bonus figures for 2014, set out in Figure 12. Figure 15: Summary of conditional share awards and options granted in 2015 Performance period end Director (1) Basis of award Number of shares awarded Face value at grant(2) 31/12/2017 Mark Cutifani 350% of salary 362,275 £4,412,510 René Médori 300% of salary 198,072 £2,412,517 Type of award LTIP share awards Performance measure TSR vs. the Index (25%) Section 4.2.1 TSR vs. FTSE 100 Index (25%) Section 4.2.2 ROCE (50%) Section 4.2.3 Vesting schedule 25% for TSR equal to the Index 100% for the Index +6% pa or above 25% for TSR equal to median 100% for 80th percentile or above 25% for 10% 100% for 14%(3) (1) Tony O’Neill was granted an award of 195,000 shares under the LTIP in 2015, prior to his appointment to the Board. Vesting of this award will be reported in the 2017 remuneration report. (2) The face value of each award has been calculated using the share price at time of grant (£12.18 for the LTIP awards). As receipt of these awards is conditional on performance, the actual value of these awards (3) may be nil. Vesting outcomes will be disclosed in the 2017 remuneration report. In the 2014 Annual Report, the ROCE target range for the 2015 LTIP was stated as 9-13%. This was to be calculated using Driving Value ROCE (which excludes the impact of impairments taken post December 2013 on both attributable EBIT and Capital Employed – see page 182 for the definition). Subsequently, the Committee agreed to amend the assessment metric to Attributable ROCE (which takes into account the impact of all impairments), in order to facilitate easy calculation of assessment metrics by users of the accounts). The ROCE target range was restated to 10-14%, which recognises the lower capital base on which returns would be generated whilst retaining the original stretch. Type of award SAYE share options Date of Award Options granted Mark Cutifani 18/09/2015 René Médori 18/09/2015 Tony O’Neill 18/09/2015 5,110 5,110 3,066 Face value at grant(4) £36,792 £36,792 £22,075 Exercise period 01/11/2020 to 30/04/2021 01/11/2020 to 30/04/2021 01/11/2018 to 30/04/2019 (4) Directors, like all eligible UK employees, are able to make monthly savings over a set period. At the end of the period the funds can be used to purchase shares under option. The exercise price of the 2015 SAYE option was set at a 20% discount to the share price at the date of invitation, which is the same for any employee who participates in the scheme. 101 GovernanceAnglo American plc Annual Report 20154.2 Further details of LTIP awards granted in 2015 4.2.1 TSR – Euromoney Global Mining Index comparison • One quarter of the LTIP awards granted in 2015 vests according to the Company’s three-year TSR performance relative to the Euromoney Global Mining Index (the Index) • The threshold for vesting is the Company’s three-year TSR being equal to the Index • Maximum vesting occurs when the Company’s TSR outperforms the Index by 6% pa • Between threshold and maximum, vesting is based on a straight line. 4.2.2 TSR – FTSE 100 comparison • One quarter of the LTIP awards granted in 2015 vests according to the Company’s three-year TSR performance compared with the TSR performance of the constituents of the FTSE 100 Index • Threshold vesting occurs when the Company’s three-year TSR is equal to the median TSR of the FTSE 100 constituents • Maximum vesting occurs when the Company’s TSR is equal to or exceeds the TSR of the FTSE 100 company whose TSR performance is ranked at the 80th percentile • Between threshold and maximum, vesting is based on a straight line. The performance targets for both TSR measures were set to ensure that an appropriate level of performance would be required for each level of vesting. PricewaterhouseCoopers LLP (PwC), using a Monte Carlo model, have assessed the probability of achieving full vesting as approximately 20% and chance of achieving threshold vesting as 50%. Total shareholder return for both the TSR measures is calculated based on average returns over the three months prior to the end of the financial year. It is assumed that all dividends are reinvested on the ex-dividend date. 4.2.3 Return on capital employed (ROCE) • Vesting of one half of LTIP awards granted in 2015 depends on the performance of the Company’s attributable ROCE over the three-year period to 31 December 2017 • The measure, tied to underlying achieved business return, aligns management reward with the performance of the Group. It is not adjusted for price or foreign exchange movements and refers to the externally reported attributable ROCE in the year of assessment, 2017 • By design, attributable ROCE covers the financial outcomes of all management actions, both on balance sheet and income statement. The Company’s ongoing improvement programmes support delivery of EBIT in the measure, through its focus on operational improvement, efficiencies and also improved marketing performance. Balance sheet efficiency is being progressed through Anglo American’s greater focus on capital efficiency and debt reduction. 4.3 Total interests in shares Figure 17 summarises the total interests of the directors in shares of Anglo American plc as at 15 February 2016 (and at the end of the 2015 financial year). These include beneficial and conditional interests, and shareholdings of their connected persons. As already disclosed, Mark Cutifani is required to hold interests in shares to a value of three times basic salary (built up over five years) and René Médori and Tony O’Neill to a value of two times salary. Mark Cutifani, Rene Medori, and Tony O’Neill are expected to have net shareholdings of beneficial shares equal to 40%, 80%, and 30% of basic salary respectively, by the 2016 AGM. The Committee is mindful that ongoing share price volatility has materially impacted the extent to which the shareholding requirements have been achieved, and will continue to monitor the position. 102 GOVERNANCE DIRECTORS’ REMUNERATION REPORTAnglo American plc Annual Report 2015Figure 16: Shares in Anglo American plc Conditional (no performance conditions) Beneficial Conditional (with performance conditions) Conditional (no performance conditions) Total Directors Mark Cutifani(1) René Médori(2) Tony O’Neill(3) Sir John Parker Judy Dlamini Byron Grote(4) Sir Philip Hampton Ray O’Rourke(4) Mphu Ramatlapeng Jim Rutherford Anne Stevens Jack Thompson(4) Former directors(5) Phuthuma Nhleko at 15 February 2016 (at 31 December 2015) 68,441 68,441 at 15 February 2016 173,213 (at 31 December 2015) 173,213 at 15 February 2016 (at 31 December 2015) at 15 February 2016 (at 31 December 2015) at 15 February 2016 (at 31 December 2015) at 15 February 2016 (at 31 December 2015) at 15 February 2016 (at 31 December 2015) at 15 February 2016 (at 31 December 2015) at 15 February 2016 (at 31 December 2015) at 15 February 2016 (at 31 December 2015) at 15 February 2016 (at 31 December 2015) at 15 February 2016 (at 31 December 2015) 25,576 25,576 62,696 62,696 4,443 1,790 26,000 26,000 14,634 11,104 76,965 76,965 3,282 2,204 14,552 9,506 2,122 2,122 14,950 14,950 (at 27 November 2015) 15,707 BSP Bonus Shares BSP Enhancement Shares LTIP SAYE/SIP 123,646 123,646 96,790 96,790 59,778 59,778 – – – – – – – – – – – – – – – – – – – – – 8,808 8,808 – – – – – – – – – – – – – – – – – – – – – 892,336 892,336 471,512 471,512 348,071 348,071 6,310 6,184 8,335 8,207 3,540 3,540 – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – Other 3,070 1,093,803 3,070 1,093,677 – – 39,872 39,872 758,658 758,530 476,837 476,837 – – – – – – – – – – – – – – – – – – – 62,696 62,696 4,443 1,790 26,000 26,000 14,634 11,104 76,965 76,965 3,282 2,204 14,552 9,506 2,122 2,122 14,950 14,950 15,707 (1) ‘Other’ interests above comprise 3,070 shares in the Company which are due to vest before publication of this report. (2) René Médori’s beneficial interests in 138,990 shares held at the date of this report arise as a result of his wife’s interests in shares. (3) Tony O’Neill was appointed to the Board as technical director with effect from 23 July 2015. ‘Other’ interests above comprise 39,872 shares in the Company which are due to vest before the publication of this report. Included in the interests of Messrs Grote, O’Rourke and Thompson are unsponsored ADRs representing 0.5 ordinary shares of $0.54945 each. Interests are shown as at date of resignation. (4) (5) 103 GovernanceAnglo American plc Annual Report 20155. REMUNERATION IN 2016 The Company’s policy on executive director remuneration for 2016 is summarised in the policy statements in Figure 1. Figure 17 summarises how that policy will be implemented in 2016. It is the Company’s intention that the fees for non-executive directors will remain at their 2015 levels during 2016, although this will be kept under review. The EPS performance range for 2016 is considered to be commercially sensitive, although it will be disclosed in the 2016 Remuneration Report. The Committee determined the ROCE target range of 5–15% for the LTIP in 2016 based on the following factors: • in light of the significant volatility in returns in the recent past, the Committee decided to broaden the target range from 4 to 10 percentage points. This was to reflect better the uncertainty around macro-economic projections and volatility in returns during the performance period, while also retaining a meaningful incentive for management to deliver value to shareholders throughout the cycle • the threshold ROCE of 5% is the same as that achieved in 2015. Figure 17: Summary of key remuneration aspects in 2016 Element Performance measure 1, weighting and vesting schedule Performance measure 2, weighting and vesting schedule Basic salary – – Director Level Mark Cutifani £1,260,720 (no increase) René Médori £804,173 (no increase) Tony O’Neill £787,950 (no increase) BSP EPS (50%) Personal strategic measures (50%) Mark Cutifani 210% of salary LTIP share awards ROCE (50%) 25% for 5% 100% for 15% René Médori 210% of salary Tony O’Neill 210% of salary Mark Cutifani 350% of salary René Médori 300% of salary Tony O’Neill 300% of salary Personal and strategic objectives supporting the Company’s delivery on projects, business improvement, capital allocation, commercial activities, employee development and stakeholder engagement. TSR vs Euromoney Global Mining Index (25%) 25% for TSR equal to Index 100% for Index +6% pa or above TSR vs FTSE 100 (25%) 25% for TSR equal to median 100% for 80th percentile or above 104 GOVERNANCE DIRECTORS’ REMUNERATION REPORTAnglo American plc Annual Report 2015COMMITTEE MEMBERS DURING 2015 6. REMUNERATION COMMITTEE IN 2015 Membership The Committee comprised the non-executive directors shown on the right during the year ended 31 December 2015. External advisers to the Committee Figure 18 details the external advisers to the Committee and the fees paid for services provided during 2015. The fees are charged in accordance with the terms and conditions set out in each relevant engagement letter. PwC is a signatory to, and adheres to, the Code of Conduct for Remuneration Consultants (which can be found at (www.remunerationconsultantsgroup.com). In addition, the Committee chairman has regular direct dialogue with advisers. For these reasons, the Committee considers that the advice it receives is independent. Remuneration report voting results The Committee considered the results of the shareholders’ vote on the 2014 remuneration report. Feedback from investors at the time of the 2015 AGM, and more generally, has helped shape clarifications to the remuneration policy for 2015 onwards. Sir Philip Hampton Judy Dlamini Byron Grote Figure 18: External advisers and fees Advisers Pricewaterhouse Coopers LLP (PwC) Perelamon Deloitte LLP (Deloitte) Appointed by the Company, with the agreement of the Committee, to support and advise on the Company’s incentive arrangements, in addition to the provision of specialist valuation services and market remuneration data Appointed by the Company, with the agreement of the Committee, to support and advise on the Company’s incentive arrangements In its capacity as Group auditor, Deloitte undertakes an audit of sections 3 and 4 of the remuneration report annually. However, it provides no advice to the Committee Other services provided to the Company Investment advice, actuarial and audit work for various pension schemes; advice on internal audit projects; taxation, payroll and executive compensation advice Fees for Committee assistance £25,000 Ray O’Rourke Jack Thompson Executive compensation and reward advice £12,000 n/a Note: Certain overseas operations within the Group are also provided with audit-related services from Deloitte’s and PwC’s worldwide member firms. 105 GovernanceAnglo American plc Annual Report 2015Figure 19: Response to 2015 AGM shareholder voting Vote Advisory vote on 2014 implementation report For Against Abstain Company response to issues raised Number of votes 762,065,523 (94%) 45,666,841 (6%) 21,099,176 During 2015, the Committee continued its approach to understand and address investors’ concerns, which has led to the provision of greater clarity in parts of the remuneration policy and the contents of the Implementation Report. 7. SEVEN-YEAR REMUNERATION AND RETURNS Figure 20a shows the Company’s TSR performance against the performance of the FTSE 100 Index from 1 January 2009 to 31 December 2015. The FTSE 100 Index was chosen as being a broad equity market index which includes companies of a comparable size and complexity to Anglo American. TSR is calculated in US dollars, and assumes all dividends are reinvested. The TSR level shown as at 31 December each year is the average of the closing daily TSR levels for the five-day period up to and including that date. Figure 20b shows the total remuneration earned by the incumbent chief executive over the same seven-year period, along with the proportion of maximum opportunity earned in relation to each type of incentive. The total amounts are based on the same methodology as for Figure 12 (Total remuneration outcomes for 2015). For the period 2009 to 2011, the TSR performance of the Company, and the remuneration received by Cynthia Carroll as chief executive, demonstrates that this was a period of strong operational performance and high commodity prices. These led to a doubling of profits and almost a doubling of underlying EPS in 2010. Cynthia Carroll’s remuneration levels in 2011 also reflect record profits and strong EPS performance for the year in addition to the increase in value of the LTIP awards that vested at the end of 2011 – when granted, the Company’s share price was £12.61; the share price at vesting was £26.00. The vesting levels of long term incentives from 2012 have been much lower, reflecting, in part, the impact of the severe decline in commodity prices on earnings and the returns delivered to shareholders. Mark Cutifani’s remuneration levels in 2013 and 2014 are not reflective of his underlying remuneration, given that he received a compensatory share award in 2013 and a compensation for tax on relocation benefits in 2014. The impact of longer-term incentives was only realised in 2015 as a consequence of the vesting of the 2013 LTIP award. Figure 20a: Seven-year TSR performance t n e m t s e v n i 0 0 1 $ l a c i t e h t o p y h a f o e u a V l 300 250 200 150 100 50 0 2008 2009 2010 2011 2012 2013 2014 2015 Source: Datastream Return Index 106 GOVERNANCE DIRECTORS’ REMUNERATION REPORTAnglo American plc Annual Report 2015 Figure 20b: Chief executive’s remuneration Financial year ending Cynthia Carroll 31 December 2009 31 December 2010 31 December 2011 31 December 2012 31 December 2013 31 December 2014 31 December 2015 8,113 94% 96% 100% – – – 3,203 1,462 35% 50% 0% – – – 67% 28% 0% 5,305 65% – – – – – – – – – 3,725 60% 3,415 36.5% – 50% Total remuneration (single figure, £’000) 4,379 4,235 99% 61% 0% – – – 88% 50% 0% – – – BSP (% of maximum) LTIP (% of maximum) BSP Enhancement Shares (% of maximum) Mark Cutifani Total remuneration (single figure, £’000) BSP (% of maximum) LTIP (% of maximum) APPROVAL This directors’ remuneration report has been approved by the Board of directors of Anglo American plc. Signed on behalf of the Board of directors. Sir Philip Hampton Chairman, Remuneration Committee 15 February 2016 107 GovernanceAnglo American plc Annual Report 2015GOVERNANCE STATEMENT OF DIRECTORS’ RESPONSIBILITIES STATEMENT OF DIRECTORS’ RESPONSIBILITIES The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations. Company law requires the directors to prepare financial statements for each financial year. The directors are required to prepare the Group financial statements in accordance with International Financial Reporting Standards (IFRS), as adopted by the European Union and Article 4 of the IAS regulation, and have elected to prepare the parent company financial statements in accordance with Financial Reporting Standard 101 ‘Reduced Disclosure Framework’. The directors must not approve the accounts unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period. In preparing the parent company financial statements, the directors are required to: • select suitable accounting policies and then apply them consistently • make judgements and accounting estimates that are reasonable and prudent • state whether Financial Reporting Standard 101 ‘Reduced Disclosure Framework’ has been followed, subject to any material departures disclosed and explained in the financial statements • prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business. In preparing the Group financial statements, IAS 1 requires that directors: • properly select and apply accounting policies • present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information • provide additional disclosures when compliance with the specific requirements in IFRS is insufficient to enable users to understand the impact of particular transactions, other events and conditions on the entity’s financial position and financial performance • make an assessment of the Company’s ability to continue as a going concern. The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company’s transactions, disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. The directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company’s website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions. RESPONSIBILITY STATEMENT for the year ended 31 December 2015 We confirm that to the best of our knowledge: (a) the financial statements, prepared in accordance with the applicable set of accounting standards, give a true and fair view of the assets, liabilities, financial position and loss of Anglo American plc and the undertakings included in the consolidation taken as a whole (c) the annual report and financial statements, taken as a whole, are fair, balanced and understandable and provide the information necessary for shareholders to assess the Company’s performance, business model and strategy. (b) the strategic report includes a fair review of the By order of the Board development and performance of the business and the position of Anglo American plc and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face Mark Cutifani Chief Executive 15 February 2016 René Médori Finance Director 108 Anglo American plc Annual Report 2015FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION CONTENTS Independent auditor’s report to the members of Anglo American plc 110 Principal statements Consolidated income statement Consolidated statement of comprehensive income Consolidated balance sheet Consolidated cash flow statement Consolidated statement of changes in equity Notes to the financial statements 1 Critical accounting judgements and key sources of estimation uncertainty Changes in accounting policies and disclosures 2 Notes to the Consolidated income statement 3 4 5 6 7 8 9 10 Dividends Segmental information Operating (loss)/profit from subsidiaries and joint operations Underlying EBIT and underlying earnings by segment Special items and remeasurements Net finance income/(costs) Income tax expense Loss per share Intangible assets Notes to the Consolidated balance sheet 11 12 Property, plant and equipment 13 14 15 16 17 18 19 Derivatives 20 Provisions for liabilities and charges 21 Deferred tax Investments in associates and joint ventures Financial asset investments Inventories Trade and other receivables Trade and other payables Financial instruments Cash flow statement, net debt and related notes 22 Capital expenditure 23 Net debt 24 Borrowings 25 Commitments Employee remuneration 26 Employee numbers and costs 27 Retirement benefits 28 Share-based payments Group structure and transactions 29 Assets and liabilities held for sale 30 Disposals of subsidiaries and joint ventures 31 Non-controlling interests Additional disclosures 32 Called-up share capital and consolidated equity analysis 33 Auditor’s remuneration 34 Contingent liabilities 35 Related party transactions 36 Events occurring after end of year 37 Group companies 38 39 Accounting policies 40 Related undertakings of the Group Financial risk management Financial statements of the parent company Summary by business operation Key financial data Exchange rates and commodity prices i F n a n c i a l s t a t e m e n t s 114 114 115 116 117 118 120 121 124 125 126 129 129 131 132 132 133 133 134 135 135 135 136 138 139 140 141 142 143 145 146 147 150 151 151 152 153 154 155 155 156 156 157 160 165 169 172 173 174 Anglo American plc Annual Report 2015 109 FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF ANGLO AMERICAN PLC Opinion on financial statements of Anglo American plc In our opinion: We have nothing material to add or draw attention to in relation to: • the directors’ confirmation on page 40 that they have carried out • the financial statements give a true and fair view of the state of the Group’s and of the Parent Company’s affairs as at 31 December 2015 and of the Group’s loss for the year then ended; a robust assessment of the principal risks facing the Group, including those that would threaten its business model, future performance, solvency or liquidity; • the Group financial statements have been properly prepared in accordance with International Financial Reporting Standards (IFRSs) as adopted by the European Union; • the Parent Company financial statements have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice, including FRS 101 ‘Reduced Disclosure Framework’; and • the financial statements have been prepared in accordance with the requirements of the Companies Act 2006 and, as regards the Group financial statements, Article 4 of the IAS Regulation. The financial statements comprise the Consolidated income statement, the Consolidated statement of comprehensive income, the Consolidated balance sheet, the Consolidated cash flow statement, the Consolidated statement of changes in equity, the accounting policies, the related notes 1 to 40 and the balance sheet of the Parent Company and related information. The financial reporting framework that has been applied in the preparation of the Group financial statements is applicable law and IFRSs as adopted by the European Union. The financial reporting framework that has been applied in the preparation of the parent company financial statements is applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including FRS 101 ‘Reduced Disclosure Framework’. Going concern As required by the Listing Rules we have reviewed the directors’ statement regarding the appropriateness of the going concern basis of accounting contained within note 39 to the financial statements and the directors’ statement on the longer-term viability of the Group contained within the strategic report on page 40. • the disclosures on pages 41 to 45 that describe those risks and explain how they are being managed or mitigated; • the directors’ statement in note 39 to the financial statements about whether they considered it appropriate to adopt the going concern basis of accounting in preparing them and their identification of any material uncertainties to the Group’s ability to continue to do so over a period of at least twelve months from the date of approval of the financial statements; • the director’s explanation on page 40 as to how they have assessed the prospects of the Group, over what period they have done so and why they consider that period to be appropriate, and their statement as to whether they have a reasonable expectation that the Group will be able to continue in operation and meet its liabilities as they fall due over the period of their assessment, including any related disclosures drawing attention to any necessary qualifications or assumptions. We agreed with the directors’ adoption of the going concern basis of accounting and we did not identify any such material uncertainties. However, because not all future events or conditions can be predicted, this statement is not a guarantee as to the Group’s ability to continue as a going concern. Independence We are required to comply with the Financial Reporting Council’s Ethical Standards for Auditors and we confirm that we are independent of the Group and we have fulfilled our other ethical responsibilities in accordance with those standards. We also confirm we have not provided any of the prohibited non-audit services referred to in those standards. Our assessment of risks of material misstatement The assessed risks of material misstatement described below are those that had the greatest effect on our audit strategy, the allocation of resources in the audit and directing the efforts of the engagement team: The Audit Committee has requested that while not required under International Standards on Auditing (UK and Ireland), we include in our report any significant key observations in respect of these assessed risks of material misstatement. Risk How the scope of our audit responded to the risk Findings Impairments (notes 1 and 6) As a consequence of the current volatility in current commodity prices and foreign exchange rates, the assessment of the recoverable amount of operating assets and development projects in particular is a key judgement. This includes specifically the platinum operations (where a post-tax impairment of $0.6 billion has been recorded), the coal operations (where a post-tax impairment of $1.0 billion has been recorded), the Sishen mine (where a post-tax impairment of $0.4 billion has been recorded) and at the Minas-Rio project within the Iron Ore Brazil business unit (where a post-tax impairment of $2.9 billion has been recorded). We challenged management’s assessment as to whether indicators of impairment exist for specific assets specifically in relation to the platinum, coal and Sishen Mine operations and the Minas-Rio project. On the basis that such indicators were identified we obtained copies of the valuation models used to determine the value in use or fair value less costs of disposal of the relevant asset. We concluded that the assumptions had been determined and applied on a consistent basis across the Group and no additional impairments were identified from the work performed. We challenged the assumptions made by management in relation to these models, including the discount rate used, the short-term and long-term commodity prices, capital expenditure and operating cost forecasts and the expected production profiles, by comparison to recent analyst forecast commodity price data, reference to third party documentation where available, utilisation of Deloitte valuation specialists, review of Ore Reserves and Mineral Resources reports, consultation with operational management and consideration of sensitivity analyses. We found that the impairments recorded at the platinum, coal and Sishen mine operations and the Minas-Rio project were primarily due to reduced commodity prices, but this effect was partially offset by forecast exchange rate movements and targeted reductions in forecast operating costs. We assessed whether the assumptions had been determined and applied on a consistent basis across the Group. 110 Anglo American plc Annual Report 2015 Risk How the scope of our audit responded to the risk Findings Taxation (notes 1, 8 and 21) The assessment of the Group’s taxation exposures in all jurisdictions is a key area of judgement particularly with respect to transfer pricing arrangements and the appropriateness of the recognition of tax provisions and deferred taxation assets. Corporate asset transactions (notes 29 and 30) In light of announced developments in the strategy of the Group it is anticipated that the volume and materiality of asset disposals will continue to increase in significance. The appropriate accounting treatment of corporate asset disposals which have either completed during the year or which are on-going at 31 December 2015 is a key area of judgment specifically in respect of assessing the point at which control is transferred from the seller to the buyer and the calculation of any profit or loss on disposal. In 2015 this includes specifically the sale of Anglo American Norte (pre-tax loss on disposal of $287 million) and the Tarmac businesses (pre-tax loss on disposal of $172 million) which completed in 2015, as well as the status of the announced sale of Rustenburg. Special items and remeasurements (note 6) The assessment of the appropriateness of items disclosed within ‘special items and remeasurements’ is a key judgement because of their impact upon the underlying financial performance achieved by the Group. We reviewed all potential taxation exposures within the Group and, through discussions with the Group’s taxation department, the tax specialists within the audit team and review of relevant documentation, we assessed the appropriateness of the provisions raised. We considered, in the context of our tax specialists’ prior experience of similar issues and the legal advice received by the Group, the Group‘s transfer pricing arrangements to confirm that they are reasonable and the Group’s deferred taxation assets and liabilities to confirm they are appropriate. We are satisfied that the provisions raised in respect of the Group’s potential taxation exposures are appropriate. For the sales of Anglo American Norte and the Tarmac businesses completed in the year, we reviewed the sales and purchase agreements to confirm that control had passed to the buyer prior to 31 December 2015 and to recalculate any profit or loss on disposal. We are satisfied that the asset disposals that completed in 2015 have been accounted for correctly, with appropriate disclosures properly made. For those asset sales where agreements had been signed, for example at Rustenburg, but not completed or where the sales process was ongoing, we considered whether the criteria of IFRS 5 ‘Non-current Assets Held for Sale and Discontinued Operations’ had been met and in particular whether the sale could be considered as highly probable to complete within the next twelve months. Our work included particular focus on whether the conditions precedent for a sale to complete included conditions outside of management’s control such as government approvals. For all other planned asset sales we are satisfied that only where the criteria have been met have the disposals been accounted for, and disclosed as, held for sale in accordance with IFRS 5. In the context of our review of the overall income statement we considered and challenged each item disclosed within ‘special items and remeasurements’ as defined in note 6 to the financial statements. We determined whether such categorisation is appropriate and consistent with the Group’s stated policy and past practice for recognition of such items, and whether, taken as a whole, the income statement is fair and balanced in its presentation. We are satisfied that all items included within ‘special items and remeasurements’ display no indication of management bias in the categorisation and that where relevant the categorisation was consistent with prior practice. We consider that the related disclosures are also appropriate. The only change to the assessed risks of material misstatement that we report in 2015 has been the addition of ‘corporate asset transactions’. This risk has been included in our audit report for 2015 as a consequence of the increased scale of ongoing and planned divestment activity across the group consequent to developments in the group’s strategy in 2015. The description of risks above should be read in conjunction with the significant issues considered by the Audit Committee discussed on page 40. Our audit procedures relating to these matters were designed in the context of our audit of the financial statements as a whole, and not to express an opinion on individual accounts or disclosures. Our opinion on the financial statements is not modified with respect to any of the risks described above, and we do not express an opinion on these individual matters. Anglo American plc Annual Report 2015 111 Financial statements FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF ANGLO AMERICAN PLC Our application of materiality We define materiality as the magnitude of misstatement in the financial statements that makes it probable that the economic decisions of a reasonably knowledgeable person would be changed or influenced. We use materiality both in planning the scope of our audit work and in evaluating the results of our work. We determined planning materiality for the Group to be $200 million (2014: $225 million), which is below 5% (2014: 5%) of the normalised three year pre-tax profit before special items and remeasurements, and below 1% (2014: 1%) of equity. The use of a normalised three year average pre-tax profit is a change to our approach last year, when materiality was based on the normalised 2014 pre-tax profit only. This change of approach was determined to be appropriate given the current volatility in commodity prices and their impact on current year performance and the cyclical nature of the mining industry. Consistent with the prior year, normalised pre-tax profit excludes special items (including impairments), remeasurements and other one off items that are audited separately and would, if included, significantly distort the materiality calculation year on year. We agreed with the Audit Committee that we would report to the Committee all known audit differences in excess of $10 million (2014: $10 million), as well as differences below that threshold that, in our view, warranted reporting on qualitative grounds. We also report to the Audit Committee on disclosure judgements in the financial statement that we identified when assessing the overall presentation of the financial statements. An overview of the scope of our audit Our audit was scoped by obtaining an understanding of the Group and its environment, including internal control, and assessing the risks of material misstatement. All business units were subject to a full scope audit with the exception of Manganese where specific audit procedures were performed. The work performed by the component audit teams at each business unit is guided by the Group audit team and is executed at levels of materiality applicable to each individual entity which were lower than Group materiality and ranged from $80 million to $110 million. The Senior Statutory Auditor and/or a senior member of the Group audit team visits the principal location of each significant business unit at least once every year and key operational assets on a rotating basis. Opinion on other matters prescribed by the Companies Act 2006 In our opinion, based on the work undertaken in the course of the audit: • the part of the Directors’ Remuneration Report to be audited has been properly prepared in accordance with the Companies Act 2006; and • the information given in the Strategic Report and the Directors’ Report for the financial year for which the financial statements are prepared is consistent with the financial statements. Matters on which we are required to report by exception Adequacy of explanations received and accounting records Under the Companies Act 2006 we are required to report to you if, in our opinion: • we have not received all the information and explanations we require for our audit; or • adequate accounting records have not been kept by the Parent Company, or returns adequate for our audit have not been received from branches not visited by us; or • the Parent Company financial statements are not in agreement with the accounting records and returns. We have nothing to report in respect of these matters. Directors’ remuneration Under the Companies Act 2006 we are also required to report if in our opinion certain disclosures of directors’ remuneration have not been made or the part of the Directors’ Remuneration Report to be audited is not in agreement with the accounting records and returns. We have nothing to report arising from these matters. Corporate Governance Statement Under the Listing Rules we are also required to review the part of the Corporate Governance Statement relating to the company’s compliance with certain provisions of the UK Corporate Governance Code. We have nothing to report arising from our review. Our duty to read other information in the Annual Report Under International Standards on Auditing (UK and Ireland), we are required to report to you if, in our opinion, information in the annual report is: • materially inconsistent with the information in the audited financial statements; or • apparently materially incorrect based on, or materially inconsistent with, our knowledge of the Group acquired in the course of performing our audit; or • otherwise misleading. In particular, we are required to consider whether we have identified any inconsistencies between our knowledge acquired during the audit and the directors’ statement that they consider the annual report is fair, balanced and understandable and whether the annual report appropriately discloses those matters that we communicated to the audit committee which we consider should have been disclosed. We confirm that we have not identified any such inconsistencies or misleading statements. Respective responsibilities of directors and auditor As explained more fully in the Directors’ Responsibilities Statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view. Our responsibility is to audit and express an opinion on the financial statements in accordance with applicable law and International Standards on Auditing (UK and Ireland). We also comply with International Standard on Quality Control 1 (UK and Ireland). Our audit methodology and tools aim to ensure that our quality control procedures are effective, understood and applied. Our quality controls and systems include our dedicated professional standards review team and independent partner reviews. This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed. 112 Anglo American plc Annual Report 2015 Scope of the audit of the financial statements An audit involves obtaining evidence about the amounts and disclosures in the financial statements sufficient to give reasonable assurance that the financial statements are free from material misstatement, whether caused by fraud or error. This includes an assessment of: whether the accounting policies are appropriate to the Group’s and the parent company’s circumstances and have been consistently applied and adequately disclosed; the reasonableness of significant accounting estimates made by the directors; and the overall presentation of the financial statements. In addition, we read all the financial and non-financial information in the annual report to identify material inconsistencies with the audited financial statements and to identify any information that is apparently materially incorrect based on, or materially inconsistent with, the knowledge acquired by us in the course of performing the audit. If we become aware of any apparent material misstatements or inconsistencies we consider the implications for our report. Kari Hale (Senior statutory auditor) for and on behalf of Deloitte LLP Chartered Accountants and Statutory Auditor London, United Kingdom 15 February 2016 Anglo American plc Annual Report 2015 113 Financial statements PRINCIPAL STATEMENTS FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION PRINCIPAL STATEMENTS CONSOLIDATED INCOME STATEMENT for the year ended 31 December 2015 US$ million Group revenue Operating costs Operating (loss)/profit Non-operating special items Share of net (loss)/income from associates and joint ventures Loss before net finance income/(costs) and tax Note 3 3, 4 6 3, 13 Investment income Interest expense Other financing gains Net finance income/(costs) Loss before tax Income tax expense Loss for the financial year Attributable to: Non-controlling interests Equity shareholders of the Company Loss per share (US$) Basic Diluted 7 8 31 9 9 Before special items and remeasurements 20,455 (18,417) 2,038 – 48 2,086 172 (489) (141) (458) 1,628 (435) 1,193 366 827 0.64 0.64 Special items and remeasurements (note 6) – (6,150) (6,150) (1,278) (269) (7,697) – (54) 669 615 (7,082) 47 (7,035) 2015 Total 20,455 (24,567) (4,112) (1,278) (221) (5,611) 172 (543) 528 157 (5,454) (388) (5,842) (584) (6,451) (218) (5,624) (5.00) (5.00) (4.36) (4.36) Before special items and remeasurements 27,073 (22,560) 4,513 – 254 4,767 242 (497) (1) (256) 4,511 (1,267) 3,244 1,027 2,217 1.73 1.72 Special items and remeasurements (note 6) – (4,375) (4,375) (385) (46) (4,806) – (65) 101 36 (4,770) 2 (4,768) (38) (4,730) 2014 Total 27,073 (26,935) 138 (385) 208 (39) 242 (562) 100 (220) (259) (1,265) (1,524) 989 (2,513) (3.69) (3.68) (1.96) (1.96) CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME for the year ended 31 December 2015 US$ million Loss for the financial year Items that will not be reclassified to the income statement (net of tax)(1) Remeasurement of net retirement benefit obligation Share of associates’ and joint ventures’ other comprehensive income Net items that will not be reclassified to the income statement Items that have been or may subsequently be reclassified to the income statement (net of tax)(1) Net exchange differences: Net loss (including associates and joint ventures) Cumulative loss transferred to the income statement on disposal of foreign operations Revaluation of available for sale investments: Net revaluation loss Impairment losses transferred to the income statement Revaluation of cash flow hedges: Net gain/(loss) Net items that have been or may subsequently be reclassified to the income statement Total comprehensive expense for the financial year Attributable to: Non-controlling interests Equity shareholders of the Company (1) Tax amounts are shown in note 8c. 2015 (5,842) 2014 (1,524) 260 – 260 (6) 1 (5) (4,185) 101 (1,943) 5 (203) 52 9 (4,226) (9,808) (877) (8,931) (124) 3 (7) (2,066) (3,595) 736 (4,331) 114 Anglo American plc Annual Report 2015 FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION PRINCIPAL STATEMENTS CONSOLIDATED BALANCE SHEET as at 31 December 2015 US$ million ASSETS Non-current assets Intangible assets Property, plant and equipment Environmental rehabilitation trusts Investments in associates and joint ventures Financial asset investments Trade and other receivables Deferred tax assets Derivative financial assets Other non-current assets Total non-current assets Current assets Inventories Trade and other receivables Current tax assets Derivative financial assets Cash and cash equivalents Total current assets Assets classified as held for sale Total assets LIABILITIES Current liabilities Trade and other payables Short term borrowings Provisions for liabilities and charges Current tax liabilities Derivative financial liabilities Total current liabilities Non-current liabilities Trade and other payables Medium and long term borrowings Retirement benefit obligations Deferred tax liabilities Derivative financial liabilities Provisions for liabilities and charges Total non-current liabilities Liabilities directly associated with assets classified as held for sale Total liabilities Net assets EQUITY Called-up share capital Share premium account Own shares Other reserves Retained earnings Equity attributable to equity shareholders of the Company Non-controlling interests Total equity Note 2015 2014 11 12 20 13 14 16 21 19 15 16 19 23a 29 17 23a, 24 20 19 17 23a, 24 27 21 19 20 29 32 31 3,394 29,621 290 1,817 846 539 914 460 335 38,216 4,051 1,983 152 689 6,895 13,770 27 52,013 (2,753) (1,649) (620) (340) (477) (5,839) (26) (16,318) (667) (3,253) (1,986) (2,565) (24,815) (17) (30,671) 21,342 772 4,358 (6,051) (10,811) 28,301 16,569 4,773 21,342 3,912 38,475 358 4,376 1,266 745 1,351 986 233 51,702 4,720 2,568 125 147 6,748 14,308 – 66,010 (3,515) (1,618) (680) (375) (539) (6,727) (25) (16,917) (1,073) (4,498) (1,785) (2,808) (27,106) – (33,833) 32,177 772 4,358 (6,359) (7,205) 34,851 26,417 5,760 32,177 The financial statements of Anglo American plc, registered number 03564138, were approved by the Board of directors on 15 February 2016 and signed on its behalf by: Mark Cutifani Chief Executive René Médori Finance Director Anglo American plc Annual Report 2015 115 Financial statements FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION PRINCIPAL STATEMENTS CONSOLIDATED CASH FLOW STATEMENT for the year ended 31 December 2015 US$ million Cash flows from operating activities Loss before tax Net finance (income)/costs including financing special items and remeasurements Share of net loss/(income) from associates and joint ventures Non-operating special items Operating (loss)/profit Operating special items and remeasurements Cash element of operating and non-operating special items Depreciation and amortisation Share-based payment charges Decrease in provisions Increase in inventories Decrease in operating receivables Decrease in operating payables Other adjustments Cash flows from operations Dividends from associates and joint ventures Dividends from financial asset investments Income tax paid Net cash inflows from operating activities Cash flows from investing activities Expenditure on property, plant and equipment Cash flows from derivatives related to capital expenditure Proceeds from disposal of property, plant and equipment Investments in associates and joint ventures Purchase of financial asset investments Net loans advanced Interest received and other investment income Net proceeds from disposal of subsidiaries and joint ventures Repayments of capitalised loans by associates Other investing activities Net cash used in investing activities Cash flows from financing activities Interest paid Cash flows from derivatives related to financing activities Dividends paid to Company shareholders Dividends paid to non-controlling interests Proceeds from issuance of bonds Proceeds from other borrowings Repayment of borrowings Issue of shares to non-controlling interests Proceeds from sale of shares under employee share schemes Purchase of shares by subsidiaries for employee share schemes (1) Other financing activities Net cash used in financing activities Net increase/(decrease) in cash and cash equivalents Cash and cash equivalents at start of year Cash movements in the year Effects of changes in foreign exchange rates Cash and cash equivalents at end of year Note 2015 2014 (5,454) (157) 221 1,278 (4,112) 6,150 (118) 2,381 151 (239) (84) 187 (78) 2 4,240 324 9 (596) 3,977 (4,053) (200) 30 (80) (1) (216) 101 1,745 67 (7) (2,614) (810) (170) (1,078) (242) 2,159 1,160 (1,987) 46 11 (42) 6 (947) 416 6,747 416 (274) 6,889 (259) 220 (208) 385 138 4,375 (100) 2,591 170 (200) (129) 576 (438) (34) 6,949 435 25 (1,298) 6,111 (5,974) (157) 71 (81) (12) (80) 157 44 – (93) (6,125) (833) 203 (1,099) (823) 3,165 1,419 (2,801) 42 14 (111) (3) (827) (841) 7,702 (841) (114) 6,747 6 4 6 3 13 22 22 22 13 14 14 30 13 23b 10 24 22 23b 23b (1) Includes purchase of Anglo American Platinum Limited shares (2014: Kumba Iron Ore Limited and Anglo American Platinum Limited) for their respective employee share schemes. 116 Anglo American plc Annual Report 2015 FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION PRINCIPAL STATEMENTS CONSOLIDATED STATEMENT OF CHANGES IN EQUITY for the year ended 31 December 2015 US$ million At 1 January 2014 Total comprehensive expense Dividends payable Issue of shares to non-controlling interests Equity settled share-based payment schemes Other At 31 December 2014 Total comprehensive expense Dividends payable Issue of shares to non-controlling interests Equity settled share-based payment schemes Other At 31 December 2015 (1) Includes share capital and share premium. Total share capital(1) 5,130 – – – – – 5,130 – – – – – 5,130 Own shares(2) (6,463) – – – 104 – (6,359) – – – 308 – (6,051) Cumulative translation adjustment reserve (6,640) (1,703) – – – – (8,343) (3,404) – – – – (11,747) Fair value and other reserves (note 32) 1,268 (122) – – (8) – 1,138 (144) – – (41) (17) 936 Retained earnings 38,376 (2,506) (1,099) – 31 49 34,851 (5,383) (1,078) – (112) 23 28,301 Total equity attributable to equity shareholders of the Company 31,671 (4,331) (1,099) – 127 49 26,417 (8,931) (1,078) – 155 6 16,569 Non- controlling interests 5,693 736 (749) 42 29 9 5,760 (877) (189) 46 33 – 4,773 Total equity 37,364 (3,595) (1,848) 42 156 58 32,177 (9,808) (1,267) 46 188 6 21,342 (2) Own shares comprise shares of Anglo American plc held by the Company (treasury shares), its subsidiaries and employee benefit trusts. Dividends Proposed ordinary dividend per share (US cents) Proposed ordinary dividend (US$ million) Ordinary dividends payable during the year per share (US cents) Ordinary dividends payable during the year (US$ million) Note 10 10 10 10 2015 – – 85 1,078 2014 53 678 85 1,099 Anglo American plc Annual Report 2015 117 Financial statements FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS 1. CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY In the course of preparing financial statements, management necessarily makes judgements and estimates that can have a significant impact on the financial statements. The most critical of these relate to impairment of assets, taxation, retirement benefits, contingent liabilities, joint arrangements, estimation of Ore Reserves, assessment of fair value, restoration, rehabilitation and environmental costs and deferred stripping. The use of inaccurate assumptions in assessments made for any of these judgements and estimates could result in a significant impact on financial results. Critical accounting judgements Impairment of assets Mining operations are large, scarce assets requiring significant technical and financial resources to operate. Their value may be sensitive to a range of characteristics unique to each asset and key sources of estimation uncertainty include ore reserve estimates and cash flow projections. In performing impairment reviews, the Group assesses the recoverable amount of its operating assets principally with reference to fair value less costs of disposal, assessed using discounted cash flow models. There is judgement in determining the assumptions that are considered to be reasonable and consistent with those that would be applied by market participants as outlined above. In addition, in making assessments for impairment, management necessarily applies its judgement in allocating assets, including goodwill, that do not generate independent cash flows to appropriate cash generating units (CGUs). Subsequent changes to the CGU allocation, to the timing of cash flows or to the assumptions used to determine the cash flows could impact the carrying value of the respective assets. Taxation The Group’s tax affairs are governed by complex domestic tax legislations interlaced with the override of international tax treaties between countries and the interpretation of both by tax authorities and courts. Given the many uncertainties that could arise from these factors, judgement is often required in determining the tax that is due. Where management is aware of potential uncertainties that are more likely than not to result in a liability for additional tax, a provision is made for management’s best estimate of the liability, determined with reference to similar transactions and, in some cases, reports from independent experts. In addition, the recognition and measurement of deferred tax requires the application of judgement in assessing the amount, timing and probability of future taxable profits and repatriation of retained earnings. These factors affect the determination of the appropriate rates of tax to apply and the recoverability of deferred tax assets. These judgements are influenced, inter alia, by factors such as estimates of future production, commodity lines, operating costs, future capital expenditure, and dividend policies. Contingent liabilities On an ongoing basis the Group is a party to various legal disputes, the outcomes of which cannot be assessed with a high degree of certainty. A provision is recognised where, based on the Group’s legal views and advice, it is considered probable that an outflow of resources will be required to settle a present obligation that can be measured reliably. Disclosure of contingent liabilities is made in note 34 unless the possibility of a loss arising is considered remote. Management applies its judgement in determining whether or not a provision or contingent liability should be recorded. Joint arrangements Joint arrangements are classified as joint operations or joint ventures according to the rights and obligations of the parties, as described in note 39k. Judgement is required in determining this classification through an evaluation of the facts and circumstances arising from each individual arrangement. When a joint arrangement has been structured through a separate vehicle, consideration has been given to the legal form of the separate vehicle, the terms of the contractual arrangement and, when relevant, other facts and circumstances. When the activities of an arrangement are primarily designed for the provision of output to the parties and, the parties are substantially the only source of cash flows contributing to the continuity of the operations of the arrangement, this indicates that the parties to the arrangement have rights to the assets and obligations for the liabilities. Certain joint arrangements that are structured through separate vehicles including Collahuasi, Debswana and Namdeb are accounted for as joint operations. These arrangements are primarily designed for the provision of output to the parties sharing joint control, indicating that the parties have rights to substantially all the economic benefits of the assets. The liabilities of the arrangements are in substance satisfied by cash flows received from the parties; this dependence indicates that the parties effectively have obligations for the liabilities. It is primarily these facts and circumstances that give rise to the classification as joint operations. Key sources of estimation uncertainty Ore Reserves When determining Ore Reserves, which may be used to calculate useful economic lives of assets and depreciation on the Group’s mining properties, assumptions that were valid at the time of estimation may change when new information becomes available. In addition, the calculation of the unit of production rate of amortisation could be impacted to the extent that actual production in the future is different from current forecast production. Any changes in estimate could affect prospective depreciation rates and asset carrying values and, as a result, the determination of Ore Reserves is considered a key source of estimation uncertainty. Factors which could impact useful economic lives of assets and Ore Reserve estimates include: • the grade of Ore Reserves varying significantly from time to time • differences between actual commodity prices and commodity price assumptions used in the estimation of Ore Reserves • renewal of mining licences • unforeseen operational issues at mine sites • adverse changes in capital, operating, mining, processing and reclamation costs, discount rates and foreign exchange rates used to determine Ore Reserves. For further information refer to the unaudited Ore Reserves and Mineral Resources Report 2015. Assessment of fair value The assessment of fair value is principally used in accounting for business combinations, impairment testing and the valuation of certain financial assets and liabilities. The fair value of an asset or liability is the price that would be received to sell the asset, or paid to transfer a liability in an orderly transaction between market participants. Fair value is determined based on observable market data including market share price at 31 December of the respective entity, discounted cash flow models (and other valuation techniques), where relevant signed sales agreements and assumptions considered to be reasonable and consistent with those that would be applied by a market participant. Where discounted cash flow models based on management’s assumptions are used, the resulting fair value measurements are considered to be at level 3 in the fair value hierarchy, as defined in IFRS 13 Fair Value Measurement, as they depend to a significant extent on unobservable valuation inputs. The determination of assumptions used in assessing the fair value of identifiable assets and liabilities is subjective and the use of different valuation assumptions could have a significant impact on financial results. 118 Anglo American plc Annual Report 2015 FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS 1. CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY continued Fair value of financial instruments Certain of the Group’s financial instruments, principally derivatives, are required to be measured on the balance sheet at fair value. Where a quoted market price for an identical instrument is not available, a valuation model is used to calculate the fair value based on the net present value of the expected cash flows under the contract. Valuation assumptions are usually based on observable market data (for example forward foreign exchange rate, interest rate or commodity price curves) where available. The valuations of financial instruments are adjusted for the risk that contractual cash flows will not be paid because of the risk of default by one of the parties. A credit valuation adjustment (CVA) is applied to the valuation of financial assets, reflecting the possibility of default by the counterparty. A debit valuation adjustment (DVA) is applied to the valuation of financial liabilities, reflecting the possibility that the Group may default on its obligations. These adjustments are calculated based on the expected net positive or negative exposure to the counterparty, and with reference to the counterparty’s and the Group’s credit default swap spread at the balance sheet date. Cash flow projections Expected future cash flows used in discounted cash flow models are inherently uncertain and could materially change over time. They are significantly affected by a number of factors including Ore Reserves and Mineral Resources, together with economic factors such as commodity prices, exchange rates, discount rates and estimates of production costs and future capital expenditure. Cash flow projections are based on financial budgets and Life of Mine Plans or, for non-mine assets, an equivalent appropriate long term forecasts, incorporating key assumptions as detailed below: • Ore Reserves and Mineral Resources Ore Reserves and, where considered appropriate, Mineral Resources are incorporated in projected cash flows, based on Ore Reserves and Mineral Resource statements and exploration and evaluation work undertaken by appropriately qualified persons. Mineral Resources are included where management has a high degree of confidence in their economic extraction, despite additional evaluation still being required prior to meeting the required confidence to convert to Ore Reserves. • Commodity and product prices Commodity and product prices are based on latest internal forecasts, benchmarked with external sources of information, to ensure they are within the range of available analyst forecasts. Where existing sales contracts are in place, the effects of such contracts are taken into account in determining future cash flows. • Foreign exchange rates Foreign exchange rates are based on latest internal forecasts, benchmarked with external sources of information for relevant countries of operation. Foreign exchange rates are kept constant (on a real basis) from 2020 onwards. • Discount rates Cash flow projections used in fair value less costs of disposal impairment models are discounted based on a real post-tax discount rate, assessed annually, of 6.5% (2014: 6.5%). Adjustments to the rate are made for any risks that are not reflected in the underlying cash flows, including the risk profile of the individual asset and country risk. • Operating costs, capital expenditure and other operating factors Operating costs and capital expenditure are based on financial budgets covering a five year period. Cash flow projections beyond five years are based on Life of Mine Plans or non-mine production plans, as applicable, and internal management forecasts. Cost assumptions incorporate management experience and expectations, as well as the nature and location of the operation and the risks associated therewith. Underlying input cost assumptions are consistent with related output price assumptions. Other operating factors, such as the timelines of granting licences and permits are based on management’s best estimate of the outcome of uncertain future events at the balance sheet date. Where an asset has potential for future development through capital investment, to which a market participant would attribute value, and the costs and economic benefits can be estimated reliably, this development is included in the cash flows (with appropriate risk adjustments). Restoration, rehabilitation and environmental costs Costs for restoration of site damage, rehabilitation and environmental costs are estimated using either the work of external consultants or internal experts. The amount recognised as a provision represents management’s best estimate of the consideration required to complete the restoration and rehabilitation activity, the application of the relevant regulatory framework and timing of expenditure. These estimates are inherently uncertain and could materially change over time. To the extent that the actual future costs differ from these estimates, adjustments will be recorded and the amount provided could be impacted. Retirement benefits The expected costs of providing pensions and post employment benefits under defined benefit arrangements relating to employee service during the period are determined based on financial and actuarial assumptions. Assumptions in respect of the expected costs are set after consultation with qualified actuaries. While management believes the assumptions used are appropriate, a change in the assumptions used would affect the amounts recognised in the financial statements. Deferred stripping In certain mining operations, rock or soil overlying a mineral deposit, known as overburden, and other waste materials must be removed to access ore from which minerals can be extracted economically. The process of removing overburden and other mine waste materials is referred to as stripping. The Group defers stripping costs onto the balance sheet where they are considered to improve access to ore in future periods. Where the amount to be capitalised cannot be specifically identified it is determined based on the volume of waste extracted compared with expected volume for the identified component of the orebody. This determination is dependent on an individual mine’s design and Life of Mine Plan and therefore changes to the design or Life of Mine Plan will result in changes to these estimates. Identification of the components of a mine’s orebody is made by reference to the Life of Mine Plan. The assessment depends on a range of factors including each mine’s specific operational features and materiality. Changes in estimates Due to the nature of Platinum in-process inventories being contained in weirs, pipes and other vessels, physical counts only take place annually, except in the Precious Metal Refinery which take place once every five years (the latest being in 2015). Consequently, the Platinum business runs a theoretical metal inventory system based on inputs, the results of previous physical counts and outputs. Once the results of the physical count are finalised, the variance between the theoretical count and actual count is investigated and recorded as a change in estimate. During 2015, the change in estimate following the annual physical count has had the effect of increasing the value of inventory by $181 million (2014: decrease of $11 million), resulting in the recognition of a post tax gain of $130 million (2014: loss of $8 million). Anglo American plc Annual Report 2015 119 Financial statements FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS 2. CHANGES IN ACCOUNTING POLICIES AND DISCLOSURES • Hedge Accounting aligns the accounting treatment with risk management practices of an entity, including making a broader range of exposures eligible for hedge accounting and introducing a more principles-based approach to assessing hedge effectiveness. The adoption of IFRS 9 will not require changes to existing hedging arrangements but may provide scope to apply hedge accounting to a broader range of transactions in the future. IFRS 9 is effective for annual reporting periods beginning on or after 1 January 2018. The Group’s implementation activities to date have principally focused on gaining a high level understanding of the likely effects of IFRS 9 given the nature of financial instruments held by the Group. A more detailed impact analysis and transition activities will be undertaken during 2016. IFRS 16 Leases IFRS 16 replaces the following standards and interpretations: IAS 17 Leases and IFRIC 4 Determining whether an Arrangement contains a Lease. The new standard provides a single lessee accounting model for the recognition, measurement, presentation and disclosure of leases. IFRS 16 applies to all leases including subleases and requires lessees to recognise assets and liabilities for all leases, unless the lease term is 12 months or less, or the underlying asset has a low value. Lessors continue to classify leases as operating or finance. IFRS 16 was issued in January 2016 and applies to annual reporting periods beginning on or after 1 January 2019. The Group will evaluate the potential impact of IFRS 16 on the financial statements and performance measures. This will include an assessment of whether any arrangements the Group enters into will be considered a lease under IFRS 16. The following new amendments and interpretations in issue but not yet effective are not expected to have a significant impact on the Group: • Amendments to IAS 1 Presentation of Financial Statements: Disclosure Initiative provides guidance on the use of judgement in presenting financial statement information, including: the application of materiality; order of notes; use of subtotals; accounting policy referencing and disaggregation of financial and non-financial information. • Amendments to IAS 27 Equity Method in Separate Financial Statements will allow entities to use the equity method in their separate financial statements to measure investments in subsidiaries, joint ventures and associates. • Amendments to IAS 16 Property, Plant and Equipment and IAS 38 Clarification of Acceptable Methods of Depreciation clarify that a revenue- based method of depreciation or amortisation is generally not appropriate. • Amendments to IFRS 10 Consolidated Financial Statements and IAS 28 Joint Ventures: Sale or Contribution of Assets between an Investor and its Associate or Joint Venture remove an inconsistency between the two standards on the accounting treatment for gains and losses arising on the sale or contribution of assets by an investor to its associate or joint venture. Following the amendment, such gains and losses may only be recognised to the extent of the unrelated investor’s interest, except where the transaction involves assets that constitute a business. • Amendments to IFRS 11 Accounting for Acquisitions of Interests in Joint Operations and IAS 28 Investments in Associates and Joint Ventures clarify the accounting for the acquisition of an interest in a joint operation where the activities of the operation constitute a business. Other issued standards and amendments that are not yet effective are not expected to have an impact on the financial statements. The accounting policies applied are consistent with those adopted and disclosed in the Group financial statements for the year ended 31 December 2014, except for changes arising from the adoption of the following new accounting pronouncements which became effective in the current reporting period: • Amendments to IAS 19 Employee Benefits: Defined Benefit Plans – Employee Contributions. • Annual Improvements to IFRSs 2010-2012 cycle. • Annual Improvements to IFRSs 2011-2013 cycle. The adoption of these new accounting pronouncements has not had a significant impact on the accounting policies, methods of computation or presentation applied by the Group. The Group has not early adopted any other amendment, standard or interpretation that has been issued but is not yet effective. It is expected that where applicable, these standards and amendments will be adopted on each respective effective date. New IFRS accounting standards, amendments and interpretations not yet adopted The following new IFRS accounting standards in issue but not yet effective are expected to have a significant impact on the Group: IFRS 15 Revenue from Contracts with Customers IFRS 15 will replace IAS 18 Revenue and IAS 11 Construction Contracts and establishes a unified framework for determining the timing, measurement and recognition of revenue. The principle of the new standard is to recognise revenue as performance obligations are met rather than based on the transfer of risks and rewards. The effective date of the standard has been deferred to 1 January 2018 to allow companies more time to deal with transitional issues of application. The Group is currently reviewing the potential impact of adopting IFRS 15 with the primary focus being understanding those sales contracts where the timing and amount of revenue recognised could differ under IFRS 15, which may occur for example if contracts with customers incorporate performance obligations not currently recognised separately, or where such contracts incorporate variable consideration. As the Group’s revenue is predominantly derived from arrangements in which the transfer of risks and rewards coincides with the fulfilment of performance obligations, the timing and amount of revenue recognised is unlikely to be materially affected for the majority of sales. IFRS 15 also includes disclosure requirements including qualitative and quantitative information about contracts with customers to help users of the financial statements understand the nature, amount, timing and uncertainty of revenue. In addition to the potential accounting implications outlined above, the implementation of IFRS 15 is expected to impact the Group’s systems, processes and controls. The Group will start developing a transition plan to identify and implement the required changes during 2016. IFRS 9 Financial Instruments IFRS 9 will replace IAS 39 Financial Instruments: Recognition and Measurement and addresses the following three key areas: • Classification and measurement establishes a single, principles-based approach for the classification of financial assets, which is driven by cash flow characteristics and the business model in which an asset is held. This is expected to have a number of presentational impacts on the Group financial statements including changes in the presentation of gains and losses on financial assets and liabilities carried at fair value on the balance sheet. • Impairment introduces a new ‘expected credit loss’ impairment model, requiring expected credit losses to be recognised from when financial instruments are first recognised. The transition to this model is expected to result in changes in the systems and computational methods used by the Group to assess receivables and similar assets for impairment. However, given the profile of the Group’s counterparty exposures, this is not expected to have a material impact on the amounts recorded in the financial statements. 120 Anglo American plc Annual Report 2015 FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED INCOME STATEMENT 3. SEGMENTAL INFORMATION The Group’s segments are aligned to the structure of the existing business units based around commodities, as at 31 December 2015. Each business unit has a management team that is accountable to the Chief Executive, and in the instance of Copper, Nickel, Niobium and Phosphates, the same management team is responsible for the management of all four business units, collectively referred to as Base Metals and Minerals. Niobium and Phosphates are not considered to be individually significant to the Group and are therefore aggregated, having previously been presented separately. To align with the management structure of the Group’s coal businesses and the way their results are internally reported, Coal South Africa, Coal Colombia and Coal Australia and Canada are reported together as the Coal segment. The Kumba Iron Ore, Iron Ore Brazil and Samancor business units have been aggregated as the ‘Iron Ore and Manganese’ segment on the basis of the ultimate product produced (ferrous metals). The ‘Corporate and other’ segment comprises the Other Mining and Industrial business unit, which is not considered to be individually significant to the Group, together with unallocated corporate costs and exploration costs. Exploration costs represent the cost of the Group’s exploration activities across all segments. The Group Management Committee evaluates the financial performance of the Group and its segments principally with reference to underlying earnings before interest and tax (underlying EBIT). Underlying EBIT is operating profit presented before special items and remeasurements and includes the Group’s attributable share of associates’ and joint ventures’ underlying EBIT. Underlying EBIT of associates and joint ventures is the Group’s attributable share of revenue less operating costs before special items and remeasurements of associates and joint ventures. Underlying EBITDA is underlying EBIT before depreciation and amortisation in subsidiaries and joint operations and includes the Group’s attributable share of associates’ and joint ventures’ underlying EBIT before depreciation and amortisation. Segment revenue includes the Group’s attributable share of associates’ and joint ventures’ revenue. Segments predominantly derive revenue as follows – Platinum: platinum group metals; De Beers: rough and polished diamonds; Copper: copper; Nickel: nickel; Niobium and Phosphates: niobium and phosphates; Iron Ore and Manganese: iron ore, manganese ore and alloys; Coal: metallurgical coal and thermal coal. The segment results are stated after elimination of inter-segment transactions and include an allocation of corporate costs. Segment results See note 39a for the Group’s accounting policy on revenue recognition. US$ million Platinum De Beers Copper Nickel Niobium and Phosphates Iron Ore and Manganese Coal Corporate and other Segment measure Reconciliation: Less: associates and joint ventures Include: operating special items and remeasurements Statutory measure US$ million Platinum De Beers Copper Nickel Niobium and Phosphates Iron Ore and Manganese Coal Corporate and other Less: associates and joint ventures 2015 4,900 4,671 3,539 146 544 3,390 4,888 925 23,003 Revenue 2014 5,396 7,114 4,827 142 666 5,176 5,808 1,859 30,988 (2,548) – 20,455 (3,915) – 27,073 Underlying EBIT 2015 263 571 228 (22) 119 671 457 (64) 2,223 (185) (6,150) (4,112) 2014 32 1,363 1,193 21 124 1,957 458 (215) 4,933 (420) (4,375) 138 Depreciation and amortisation(1) Underlying EBITDA 2015 455 419 714 19 27 355 589 53 2,631 (250) 2,381 2014 495 455 709 7 28 329 749 127 2,899 (308) 2,591 2015 718 990 942 (3) 146 1,026 1,046 (11) 4,854 (435) 4,419 2014 527 1,818 1,902 28 152 2,286 1,207 (88) 7,832 (728) 7,104 (1) In addition $99 million (2014: $129 million) of depreciation and amortisation charges arising due to the fair value uplift of the Group’s pre-existing 45% shareholding in De Beers has been included within operating remeasurements (see note 6), and $73 million (2014: $105 million) of pre-commercial production depreciation and $3 million (2014: nil) of pre-commercial production amortisation have been capitalised. Anglo American plc Annual Report 2015 121 Financial statements FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED INCOME STATEMENT 3. SEGMENTAL INFORMATION continued Underlying EBITDA is reconciled to underlying EBIT and to ‘Loss before net finance income/(costs) and tax’: US$ million Underlying EBITDA Depreciation and amortisation: subsidiaries and joint operations Depreciation and amortisation: associates and joint ventures Underlying EBIT Operating special items and remeasurements Non-operating special items Associates’ and joint ventures’ net special items and remeasurements Share of associates’ and joint ventures’ net finance costs, tax and non-controlling interests Loss before net finance income/(costs) and tax Associates’ and joint ventures’ results by segment 2015 4,854 (2,381) (250) 2,223 (6,150) (1,278) (269) (137) (5,611) 2014 7,832 (2,591) (308) 4,933 (4,375) (385) (46) (166) (39) US$ million Platinum De Beers Iron Ore and Manganese Coal Corporate and other US$ million Platinum De Beers Iron Ore and Manganese Coal Corporate and other Revenue Underlying EBIT Share of net (loss)/income 2015 187 89 514 877 881 2,548 2014 263 79 788 1,050 1,735 3,915 2015 (33) (9) 22 142 63 185 2014 (19) (9) 178 189 81 420 2015 (42) (6) (264) 40 51 (221) 2014 (26) (6) 104 73 63 208 Depreciation and amortisation Underlying EBITDA 2015 28 3 82 91 46 250 2014 28 3 73 106 98 308 2015 (5) (6) 104 233 109 435 2014 9 (6) 251 295 179 728 2014 420 (46) (113) (7) 254 – (46) 208 The reconciliation of associates’ and joint ventures’ underlying EBIT to ‘Share of net (loss)/income from associates and joint ventures’ is as follows: US$ million Associates’ and joint ventures’ underlying EBIT Net finance costs Income tax expense Non-controlling interests Share of net income from associates and joint ventures (before special items and remeasurements) Special items Special items and remeasurements tax Share of net (loss)/income from associates and joint ventures 2015 185 (40) (100) 3 48 (226) (43) (221) Other non-cash expenses/(income) In addition to depreciation and amortisation, other non-cash expenses/(income) include equity settled share-based payment charges and amounts in respect of provisions, excluding amounts recorded within special items. Significant other non-cash expenses/(income) included within underlying EBIT are as follows: US$ million Platinum De Beers Copper Nickel Niobium and Phosphates Iron Ore and Manganese Coal Corporate and other 2015 30 (1) 69 (10) 24 62 125 72 371 2014 37 94 87 7 5 36 160 54 480 122 Anglo American plc Annual Report 2015 FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED INCOME STATEMENT 3. SEGMENTAL INFORMATION continued Capital employed by segment Segment assets and liabilities have been replaced by closing capital employed by segment, now being the principal measure of assets and liabilities reported to the Group Management Committee. Capital employed is defined as net assets excluding net debt (including related hedges and net debt in disposal groups) and financial asset investments. Capital employed Attributable capital employed(1) US$ million Platinum De Beers Copper Nickel Niobium and Phosphates Iron Ore and Manganese Coal Corporate and other Capital employed Include: Net debt Debit valuation adjustment attributable to derivatives hedging net debt(2) Financial asset investments Net assets 2015 3,726 7,402 4,176 1,968 834 5,756 3,978 (71) 27,769 2014 5,943 8,654 4,739 1,934 896 8,361 5,455 1,413 37,395 2015 4,392 8,642 6,332 1,968 834 6,666 4,079 (71) 32,842 (12,901) 555 846 21,342 2014 7,010 10,058 7,062 1,931 896 9,837 5,575 1,413 43,782 (12,871) – 1,266 32,177 (1) Attributable capital employed is capital employed attributable to equity shareholders of the Company, and therefore excludes the portion of capital employed attributable to non-controlling interests in operations where the Group has control but does not hold 100% of the equity. Joint operations, associates and joint ventures are included in their proportionate interest and in line with appropriate accounting treatment. (2) See note 18 for details of the debit valuation adjustment. Product analysis Revenue by product US$ million Platinum Palladium Rhodium Diamonds Copper Nickel Niobium Phosphates Iron ore Manganese ore and alloys Metallurgical coal Thermal coal Heavy building materials Other Geographical analysis Revenue by destination The Group’s geographical analysis of segment revenue, allocated based on the country in which the customer is located, is as follows: US$ million South Africa Other Africa Brazil Chile Other South America North America Australia China India Japan Other Asia United Kingdom (Anglo American plc’s country of domicile) Other Europe 2015 2,720 1,159 309 4,660 3,495 450 111 433 2,610 514 1,832 3,068 921 721 23,003 2015 1,764 982 745 500 12 855 214 4,662 2,421 2,325 3,199 2,220 3,104 23,003 2014 3,097 1,058 280 7,104 4,688 638 180 486 4,029 788 2,290 3,529 1,854 967 30,988 2014 2,464 1,663 939 1,033 23 1,218 275 5,109 3,079 3,496 3,580 3,090 5,019 30,988 Anglo American plc Annual Report 2015 123 Financial statements FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED INCOME STATEMENT 3. SEGMENTAL INFORMATION continued Non-current assets by location US$ million South Africa Botswana Other Africa Brazil Chile Other South America North America Australia and Asia United Kingdom (Anglo American plc's country of domicile) Other Europe Non-current assets by location Unallocated assets Total non-current assets Intangible assets and property, plant and equipment 2015 8,714 4,247 938 6,361 6,481 955 688 3,237 1,278 116 33,015 2014 12,998 5,138 1,138 8,001 7,347 740 1,483 4,136 1,277 129 42,387 (1) Total non-current assets 2014 14,450 5,138 1,145 8,097 7,347 1,750 1,488 4,764 2,838 131 47,148 4,554 51,702 2015 9,449 4,247 943 6,455 6,481 1,846 690 3,568 1,320 137 35,136 3,080 38,216 (1) Total non-current assets by location primarily comprise Intangible assets, Property, plant and equipment, Environmental rehabilitation trusts and Investments in associates and joint ventures. 4. OPERATING (LOSS)/PROFIT FROM SUBSIDIARIES AND JOINT OPERATIONS US$ million Group revenue Cost of sales Operating special items (note 6) Gross (loss)/profit Selling and distribution costs Administrative expenses Other losses and gains (see below) Exploration expenditure (see below) Operating (loss)/profit US$ million Operating (loss)/profit is stated after charging: Depreciation of property, plant and equipment (note 12)(1) Amortisation of intangible assets (note 11)(2) Rentals under operating leases Exploration expenditure (see below) Evaluation expenditure (see below) Research and development expenditure Operating special items (note 6) Employee costs (note 26) Provisional pricing adjustment(3) Royalties(4) Other losses and gains comprise: Operating remeasurements (note 6) Other fair value losses on derivatives – realised Foreign exchange gains on other monetary items Other Total other losses and gains 2015 20,455 (15,507) (5,972) (1,024) (1,464) (1,422) (48) (154) (4,112) 2014 27,073 (18,931) (4,374) 3,768 (1,661) (1,937) 149 (181) 138 2015 2014 (2,337) (44) (123) (154) (145) (83) (5,972) (3,955) (578) (264) (178) (19) 149 – (48) (2,545) (46) (134) (181) (218) (101) (4,374) (4,514) (219) (405) (1) (20) 172 (2) 149 (1) (2) In addition $82 million (2014: $110 million) of depreciation arising due to the fair value uplift of the Group’s pre-existing 45% shareholding in De Beers has been included within operating remeasurements (see note 6) and $73 million (2014: $105 million) of pre-commercial production depreciation has been capitalised. In addition $17 million (2014: $19 million) of amortisation arising due to the fair value uplift of the Group’s pre-existing 45% shareholding in De Beers has been included within operating remeasurements (see note 6) and $3 million (2014: nil) of pre-commercial amortisation has been capitalised. (3) Provisionally priced sales contracts resulted in a total (realised and unrealised) loss in revenue of $610 million (2014: $226 million). Of this, $79 million relates to realised losses (2014: $49 million) for sales outstanding at 31 December 2014 that were settled in 2015, $390 million relates to realised losses (2014: $73 million) for sales entered into and settled in 2015, and $141 million relates to unrealised losses (2014: $104 million) for sales outstanding at 31 December 2015. In addition, provisionally priced purchase contracts resulted in operating gains of $32 million (2014: $7 million). (4) Excludes those royalties which meet the definition of income tax on profit and accordingly have been accounted for as taxes. 124 Anglo American plc Annual Report 2015 FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED INCOME STATEMENT 4. OPERATING (LOSS)/PROFIT FROM SUBSIDIARIES AND JOINT OPERATIONS continued Exploration and evaluation expenditure See note 39j for the Group’s accounting policy on exploration and evaluation expenditure. The Group’s analysis of exploration and evaluation expenditure recognised in the Consolidated income statement is as follows: US$ million By commodity/product Platinum group metals Diamonds Copper Nickel Niobium Phosphates Iron ore Metallurgical coal Thermal coal Central exploration activities Exploration expenditure(1) Evaluation expenditure(2) 2015 7 34 41 9 – 4 13 7 4 35 154 2014 8 37 37 16 – 4 25 8 9 37 181 2015 6 29 69 4 1 1 11 14 10 – 145 2014 9 26 84 4 1 8 56 19 11 – 218 (1) Exploration for Mineral Resources other than that occurring at existing operations and projects. (2) Evaluation of Mineral Resources relating to projects in the conceptual or pre-feasibility stage or further evaluation of Mineral Resources at existing operations. 5. UNDERLYING EBIT AND UNDERLYING EARNINGS BY SEGMENT The following table analyses underlying EBIT (including the Group’s attributable share of associates’ and joint ventures’ underlying EBIT) by segment and reconciles it to underlying earnings by segment. Refer to note 3 for the definition of underlying EBIT. Underlying earnings is an alternative earnings measure, which the directors consider to be a useful additional measure of the Group’s performance. Underlying earnings is profit for the financial year attributable to equity shareholders of the Company before special items and remeasurements and is therefore presented after net finance costs, income tax expense and non-controlling interests. For a reconciliation from ‘Loss for the financial year attributable to equity shareholders of the Company’ to ‘Underlying earnings for the financial year’, see note 9. US$ million Platinum De Beers Copper Nickel Niobium and Phosphates(1) Iron Ore and Manganese Coal Corporate and other US$ million Platinum De Beers Copper Nickel Niobium and Phosphates(1) Iron Ore and Manganese Coal Corporate and other Underlying EBIT Operating special items and remeasurements EBIT after special items and remeasurements Net finance costs and income tax expense Non-controlling interests Underlying earnings 2015 263 571 228 (22) 119 671 457 (64) 2,223 788 709 282 2 (1) 3,314 1,235 47 6,376 (525) (138) (54) (24) 120 (2,643) (778) (111) (4,153) (56) (274) (120) 3 (71) (323) (158) (34) (1,033) (39) (39) (41) – – (250) (7) 13 (363) 168 258 67 (19) 48 98 292 (85) 827 2014 Underlying EBIT Operating special items and remeasurements EBIT after special items and remeasurements Net finance costs and income tax expense Non-controlling interests Underlying earnings 32 1,363 1,193 21 124 1,957 458 (215) 4,933 52 155 – 21 13 3,670 372 92 4,375 (20) 1,208 1,193 – 111 (1,713) 86 (307) 558 (14) (264) (482) (15) (59) (583) (154) (111) (1,682) 7 (176) (218) – – (657) (8) 18 (1,034) 25 923 493 6 65 717 296 (308) 2,217 (1) Niobium and Phosphates are now aggregated, having previously been presented separately (see note 3). Anglo American plc Annual Report 2015 125 Financial statements FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED INCOME STATEMENT 6. SPECIAL ITEMS AND REMEASUREMENTS Special items and remeasurements are those items of financial performance that, due to their size and nature, the Group believes should be separately disclosed on the face of the income statement to assist in the understanding of the underlying financial performance achieved by the Group. Special items that relate to the operating performance of the Group are classified as operating special items and principally include impairment charges and restructuring costs. Non-operating special items include costs in relation to closure of operations, profits and losses on disposal of investments and businesses as well as certain adjustments relating to business combinations. Remeasurements include: • Unrealised gains and losses on financial assets and liabilities that represent economic hedges, including accounting hedges related to financing arrangements. Where the underlying transaction is recorded in the income statement, the realised gains or losses are reversed from remeasurements and are recorded in underlying earnings in the same year as the underlying transaction for which the instruments provide the economic hedge. If the underlying transaction is recorded in the balance sheet, for example capital expenditure, the realised amount remains in remeasurements on settlement of the derivative. Such amounts are classified in the income statement as operating when the underlying exposure is in respect of the operating performance of the Group and otherwise as financing. • The remeasurement and subsequent depreciation and amortisation of a previously held equity interest as a result of a business combination. • Foreign exchange impacts arising in US dollar functional currency entities where tax calculations are generated based on local currency financial information and hence deferred tax is susceptible to currency fluctuations. Such amounts are reported as tax remeasurements within income tax expense. US$ million Subsidiaries and joint operations Minas-Rio impairment Coal impairments Platinum impairments De Beers Snap Lake care and maintenance Sishen impairment El Soldado impairment Other impairments and related charges Restructuring costs Operating special items Operating remeasurements Operating special items and remeasurements Write-down to fair value of Rustenburg mine Disposal of Anglo American Norte Disposal of Tarmac businesses Disposal of Amapá Closure of Drayton Ponahalo refinancing Atlatsa refinancing (note 35) Kumba Envision Trust Other Non-operating special items Financing special items and remeasurements Special items and remeasurements before tax and non-controlling interests Special items and remeasurements tax Non-controlling interests on special items and remeasurements Share of associates' and joint ventures' special items and remeasurements(1) Total special items and remeasurements (1) Relates to the Iron Ore and Manganese, Coal and Platinum segments (2014: Coal segment). 2015 2014 (2,503) (1,218) (720) (595) (514) (274) – (148) (5,972) (178) (6,150) (728) (287) (172) (35) – – – (40) (16) (1,278) 615 (6,813) 47 584 (269) (6,451) (3,800) (363) (44) – – – (39) (128) (4,374) (1) (4,375) – – – (46) (222) (58) 22 (44) (37) (385) 36 (4,724) 2 38 (46) (4,730) Operating special items Impairments: Iron ore and coal operations During 2015 a number of factors, including slowing of the expected rate of economic growth in China, together with a rebalancing of the Chinese economy, have driven a fundamental shift in the commodity demand outlook. At the same time, excess supply of a number of commodities, notably steel-making materials including iron ore and hard coking coal, is likely to persist in the short to medium term, further weighing on the prices of these commodities. Consequently, the valuations of the Group’s iron ore and hard coking coal operations have been reviewed based on the latest operating assumptions and management’s current estimates of future commodity prices and foreign exchange rates. This has resulted in a number of asset impairments which are detailed below. The valuations prepared as at 31 December 2015 assume that prices and foreign exchange rates will remain close to those that prevailed in the final quarter of 2015 for a three- to five-year period with a gradual recovery thereafter as supply tightens and producer country economies recover. The long- and short-term price assumptions used in the valuations are within the range of published analyst forecasts. Minas-Rio The Minas-Rio iron ore project (Minas-Rio) (Iron Ore and Manganese) in Brazil was acquired in two separate transactions in 2007 and 2008. Production commenced in 2014 and First Ore On Ship (FOOS) was delivered in October 2014. In 2012, an impairment charge of $4,960 million (before tax) was recorded against the carrying value of Minas-Rio. This was based on the value in use of the CGU and reflected an increase in estimate of attributable project capital expenditure to $8.8 billion, including a $0.6 billion contingency, as well as the impact of high inflation on operational costs. In 2014, a further impairment charge of $3,800 million (before tax) was recorded due to a continued decline in the pricing environment for iron ore based on a value in use of $5.6 billion. At the time it was highlighted that the valuation remained sensitive to price and further deterioration in prices might result in additional impairment. 126 Anglo American plc Annual Report 2015 FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED INCOME STATEMENT 6. SPECIAL ITEMS AND REMEASUREMENTS continued In June 2015 the Group recorded an additional impairment charge of $2,503 million (before tax) against the carrying value of the CGU, driven by a further deterioration in iron ore pricing. The valuation of Minas-Rio, based on the value in use of the CGU, determined on a pre-tax discounted cash flow basis (see note 1) (real pre-tax discount rate of 8.5% (2014: 8.5%)) was $3.6 billion as at 30 June 2015. This charge was recorded against capital works in progress. A related deferred tax asset of $404 million was also written down to reflect a reduced likelihood of recovering the associated tax deductions. The valuation of Minas-Rio was re-assessed as at 31 December 2015 in light of the continued decline in iron ore prices. No further impairment has been recorded as the impact of lower pricing in the short term has been offset by a number of factors, notably a significant weakening of the Brazilian real. However, the valuation remains sensitive to price, and to assumptions regarding the permit and licence issuance schedule. Adverse changes to these assumptions could result in further impairments. Sishen The Sishen iron ore mine (Iron Ore and Manganese) is located in the Northern Cape Province in South Africa. As a result of the deterioration in the iron ore market, management has undertaken a strategic review to reconfigure the Sishen pit in order to optimise margins. The new pit shell configuration will enable a more flexible mining approach and lower unit costs and capital expenditure over the Life of Mine. Whilst these measures have been undertaken to respond to the impact of the weaker iron ore price environment, a pre-tax impairment charge of $514 million ($372 million after tax) has been recorded against the carrying value of the CGU, based on a valuation of $1.3 billion. The valuation has been assessed based on the asset’s fair value less costs of disposal and measured using discounted cash flow projections (see note 1). Of the impairment charge, $184 million has been recorded against mining properties and leases, $55 million against land and buildings, $61 million against capital works in progress and $214 million against plant and equipment, with an associated tax credit of $142 million. The valuation remains sensitive to price and execution of the new pit design, and adverse changes to these assumptions could result in further impairments. Coal In June 2015, a pre-tax impairment of $624 million ($437 million after tax) was recorded in relation to the Coal Australia assets, principally comprising an impairment of $539 million at Capcoal. At the time it was highlighted that the valuation remained sensitive to price and further deterioration in prices might result in additional impairment. In the second half of the year, further pre-tax impairments totalling $429 million have been recorded against the Group’s metallurgical coal operations in central Queensland, driven by the impact of weak coal prices on margins, particularly for the open cut operations. The post-tax impairment charge is also $429 million. This comprises an additional impairment of $100 million at Capcoal, based on a valuation of $0.2 billion, $234 million at Dawson, based on a valuation of $0.2 billion, and $95 million at Foxleigh, which has been fully impaired. Of this charge, $201 million has been recorded against plant and equipment, $155 million against mining properties and leases, $41 million against land and buildings and $32 million against capital works in progress. The remaining impairment charge of $165 million relates to Peace River Coal in Canada which was fully impaired at 30 June 2015. The post-tax impairment charge is also $165 million. The valuations have been assessed based on the respective operations’ fair value less costs of disposal and measured using discounted cash flow projections (see note 1). The valuation of the Group’s Coal Australia assets remains sensitive to price and further deterioration in pricing could result in additional impairments. Other impairments Platinum During 2015 there has been a significant deterioration in platinum group metals (PGM) market conditions. Although, in the near term, the growth outlook for PGMs is unclear due to potentially reduced platinum jewellery demand in China and uncertainty surrounding the auto-catalyst market, longer term demand is forecast to be robust given the expected demand for new and cleaner vehicles in maturing economies, coupled with increasingly stringent global emissions legislation. The Group has taken a number of steps to respond to these conditions. These include restructuring the business to reduce overheads, cutting cash negative production, and suspending capital expenditure on growth projects other than those that are already near completion. In the second half of 2015, development of the Twickenham project has been suspended. Existing operations at Twickenham will be placed on care and maintenance during 2016 and the project is being reconfigured for the longer term as a largely mechanised underground operation. As a result, some of the previously capitalised costs associated with the development of Twickenham as a conventional mine, along with related assets and infrastructure, are no longer expected to provide future economic benefits, resulting in an impairment charge of $236 million. In addition, as a result of the review of capital projects across the Platinum business, further capitalised development costs and assets of $42 million have been written off. The Group, along with Atlatsa Resources Corporation (Atlatsa), the controlling shareholder of Bokoni, has conducted a technical review of the Bokoni operation to optimise the mine plan and allow it to operate on a cash-positive basis. The revised plan is currently being implemented but Bokoni is likely to remain cash negative for some time. Consequently, the Group has fully impaired its equity interests in Bokoni, which comprise a 49% interest in the underlying operation, and a 23% interest in Atlatsa. In addition, the Group has fully impaired the loans it has extended to Atlatsa and Atlatsa Holdings (the controlling Black Economic Empowerment shareholder of Atlatsa). The total impairment charge relating to Bokoni is $212 million, of which $93 million has been recorded against Investments in associates and $119 million against Financial asset investments. The Group holds a 33% interest in the Bafokeng-Rasimone Platinum Mine (BRPM) and a 12% shareholding in Royal Bafokeng Platinum Limited (RBPlat), the Johannesburg Stock Exchange listed controlling shareholder of the operation. Given the reduction in the market capitalisation of RBPlat, the carrying value of the investment in BRPM has been assessed for impairment. This has resulted in an impairment of $178 million which has been recorded against Investments in associates. In addition, cumulative fair value losses of $52 million on the Group’s 12% investment in RBPlat, which have previously been recorded in the statement of comprehensive income, have been recycled to the income statement as an impairment loss, as the decline in RBPlat’s market value is considered to have been significant and prolonged. The aggregate pre-tax impairment charge is $720 million and the aggregate post-tax impairment charge is $642 million. Snap Lake (De Beers) Following a review of the operation, and in light of current market conditions, management has decided to place the Snap Lake operation, located in the North West Territory in Canada, on long term care and maintenance. A pre-tax impairment of $595 million has been recorded. The carrying value associated with the operation, comprising $502 million of mining properties and leases, is considered unlikely to provide future economic benefit and has been reduced to nil. The remainder of the impairment charge relates to the write-off of associated goodwill, redundant consumables and provisions for severance costs and similar items. The aggregate post-tax impairment charge is also $595 million. Anglo American plc Annual Report 2015 127 Financial statements FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED INCOME STATEMENT 6. SPECIAL ITEMS AND REMEASUREMENTS continued El Soldado (Copper) The Group holds a 50.1% interest in the El Soldado copper mine, which is part of Anglo American Sur. To mitigate the impact of the recent deterioration in copper prices, management has made changes to the mine sequencing, in order to optimise cash flows in the near term. Despite these modifications, an impairment of $274 million (before tax) has been recorded against the carrying value of the asset. The valuation of the asset, based on the operation’s fair value less costs of disposal and measured using discounted cash flow projections (see note 1), is $0.2 billion. Of this charge, $202 million has been recorded against mining properties and leases and $72 million against plant and equipment with an associated tax credit of $82 million. The post-tax impairment charge is $192 million. The valuation is sensitive to price and further deterioration might result in additional impairment. Restructuring costs Restructuring costs of $148 million (2014: $128 million) relate to organisational changes as part of the Driving Value programme. The post-tax charge is $119 million (2014: $107 million). 2014 Operating special items in 2014 principally comprise impairments and related charges in respect of Minas-Rio and Peace River Coal. Operating remeasurements Operating remeasurements reflect a net loss of $178 million (2014: $1 million) which principally comprises losses of $78 million (2014: gains of $136 million) in respect of derivatives related to capital expenditure in Iron Ore Brazil and a $99 million depreciation and amortisation charge (2014: $129 million) arising due to the fair value uplift on the Group’s pre-existing 45% shareholding in De Beers, which was required on acquisition of a controlling stake. The post-tax loss is $123 million (2014: $27 million). Derivatives in relation to Iron Ore Brazil which have been realised during the period had a cumulative net operating remeasurement loss of $162 million (2014: $140 million). Non-operating special items Rustenburg On 9 September, Anglo American Platinum announced that it had entered into a binding agreement to sell the Rustenburg mine to Sibanye Gold Limited, subject to certain conditions. The value of the Rustenburg mine and its associated mineral rights is expected to be recovered principally through sale. A pre-tax impairment charge of $728 million ($537 million after tax) has been recorded against the carrying value of the Rustenburg assets in order to bring their carrying value into line with fair value less costs of disposal, based upon the estimated value of the agreed sale consideration, of $0.2 billion. This excludes any economic value generated from the future purchase of concentrate and toll treatment arrangements which will be recognised for accounting purposes at the time when the benefit is received. The impairment charge has been recorded principally against property, plant and equipment, of which $452 million is against mining properties and leases, and includes an allocation of goodwill of $41 million. Anglo American Norte On 11 September 2015, the Group completed the sale of its interest in Anglo American Norte S.A. (AA Norte) (Copper). The company consists of the Mantoverde and Mantos Blancos copper mines located in northern Chile. The consideration comprises $300 million in cash plus deferred consideration up to a maximum of $200 million, contingent upon certain conditions (see note 30). At 31 December 2015 the remaining deferred contingent consideration, of up to $150 million, has been valued at nil. A pre-tax loss on disposal of $287 million (post-tax $350 million) has been recorded. Tarmac On 17 July 2015, the Group completed the sale of its 50% ownership interest in Lafarge Tarmac (Corporate and other) to Lafarge for cash proceeds of approximately £992 million ($1,559 million), constituting the agreed minimum consideration of £885 million and approximately £107 million of working capital and other adjustments. In addition, during the year the Group has disposed of the majority of its interests in Tarmac Middle East (TME) (Corporate and other) which supplies aggregates, asphalt and road base contracting services to the Middle East construction industry. The sale of a further interest in TME was completed in January 2016. Disposal of the one remaining TME interest is well advanced. A loss of $172 million (also $172 million after tax) has been recognised on disposal of the Tarmac businesses. 2014 Non-operating special items in 2014 principally relate to closure provisions and asset write downs in relation to Drayton and Drayton South (Coal), charges arising on the revaluation of deferred contingent consideration for the disposal of Amapá (Corporate and other), the refinancing of Ponahalo Investments (RF) Proprietary Limited, a Black Economic Empowerment partner (De Beers), and a net gain on the refinancing transaction for Atlatsa (Platinum). Financing special items and remeasurements Financing special items and remeasurements reflect a net gain of $615 million (2014: $36 million). The associated tax is a credit of $54 million (2014: charge of $36 million). This principally relates to a debit valuation adjustment on derivative liabilities hedging net debt of $555 million. This adjustment is incorporated into the valuation of these derivatives to reflect the impact on the fair value of Anglo American’s own credit quality. The net gain reflects an increase in observed credit spreads for Anglo American, see note 18 for further detail. Tax associated with special items and remeasurements Total tax relating to subsidiaries and joint operations amounts to a credit of $47 million (2014: $2 million). This includes one-off tax charges of $829 million (2014: $105 million), tax credits on special items and remeasurements of $769 million (2014: $412 million) and tax remeasurement credits of $107 million (2014: charges of $305 million). One-off tax charges of $829 million primarily comprise the write down of deferred tax assets at Minas-Rio of $404 million, Kumba Iron Ore of $65 million, Coal of $175 million, De Beers Canada of $61 million and Corporate of $83 million, where it is no longer considered probable that these assets can be recovered against future taxable profits. Of the total tax credit of $47 million, $55 million relates to a current tax charge (2014: credit of $31 million) and $102 million relates to a deferred tax credit (2014: charge of $29 million). 128 Anglo American plc Annual Report 2015 FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED INCOME STATEMENT 7. NET FINANCE INCOME/(COSTS) See note 39b for the Group’s accounting policy on borrowing costs. Net finance income/(costs) are presented net of hedges for respective interest bearing and foreign currency borrowings. The weighted average capitalisation rate applied to qualifying capital expenditure was 2.90% (2014: 3.83%). US$ million Investment income Interest income from cash and cash equivalents Other interest income Net interest income on defined benefit arrangements Dividend income from financial asset investments Less: interest income capitalised Total investment income(1) Interest expense Interest and other finance expense Net interest cost on defined benefit arrangements Unwinding of discount relating to provisions Less: interest expense capitalised Total interest expense(1) Other net financing losses Net foreign exchange losses Other net fair value gains Total other net financing losses Net finance costs before special items and remeasurements Special items and remeasurements (note 6) Net finance income/(costs) after special items and remeasurements (1) Interest income recognised at amortised cost is $115 million (2014: $152 million) and interest expense recognised at amortised cost is $307 million (2014: $286 million). 8. INCOME TAX EXPENSE See note 39c for the Group’s accounting policy on tax. a) Analysis of charge for the year US$ million United Kingdom corporation tax South Africa tax Other overseas tax Prior year adjustments Current tax(1) Deferred tax Income tax expense before special items and remeasurements Special items and remeasurements tax (note 6) Income tax expense (1) Includes royalties which meet the definition of income tax and are in addition to royalties recorded in operating costs. 2015 2014 92 69 12 9 182 (10) 172 (706) (54) (96) (856) 367 (489) (180) 39 (141) (458) 615 157 2015 (11) 214 338 (58) 483 (48) 435 (47) 388 128 88 14 25 255 (13) 242 (709) (69) (101) (879) 382 (497) (37) 36 (1) (256) 36 (220) 2014 (14) 479 712 (68) 1,109 158 1,267 (2) 1,265 Anglo American plc Annual Report 2015 129 Financial statements FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED INCOME STATEMENT 8. INCOME TAX EXPENSE continued b) Factors affecting tax charge for the year The effective tax rate for the year of (7.1)% (2014: (488.4%)) is lower (2014: lower) than the applicable weighted average statutory rate of corporation tax in the United Kingdom of 20.25% (2014: 21.5%). The reconciling items, excluding the impact of associates and joint ventures, are: US$ million Loss before tax Less: share of net loss/(income) from associates and joint ventures Loss before tax (excluding associates and joint ventures) Tax on loss (excluding associates and joint ventures) calculated at United Kingdom corporation tax rate of 20.25% (2014: 21.5%) Tax effects of: Items non-taxable/deductible for tax purposes Exploration expenditure Non-deductible/(taxable) net foreign exchange losses/(gains) Non-taxable net interest income Other non-deductible expenses Other non-taxable income Temporary difference adjustments Current year losses not recognised Recognition of losses not previously recognised Utilisation of losses not previously recognised Write-off of losses previously recognised Adjustment in deferred tax due to change in tax rate Other temporary differences Special items and remeasurements(1) Other adjustments Secondary tax on companies and dividend withholding taxes Effect of differences between local and United Kingdom tax rates Prior year adjustments to current tax Other adjustments Income tax expense 2015 (5,454) 221 (5,233) (1,060) 15 15 (29) 144 (92) 12 (18) (13) 29 (2) 13 2014 (259) (208) (467) (100) 18 (12) (8) 72 (138) 79 (143) (13) 65 106 95 1,333 1,014 52 46 (58) 1 388 193 106 (68) (1) 1,265 (1) The special items and remeasurements reconciling item of $1,333 million (2014: $1,014 million) relates to the net tax impact of total special items and remeasurements before tax calculated at the United Kingdom corporation tax rate less the associated tax recorded against these items, one-off tax charges and tax remeasurements. See note 6 for further details of the tax amounts included within special items and remeasurements. IAS 1 requires income from associates and joint ventures to be presented net of tax on the face of the income statement. Associates’ and joint ventures’ tax is therefore excluded from the Group’s income tax expense. Associates’ and joint ventures’ tax included within ‘Share of net (loss)/income from associates and joint ventures’ for the year ended 31 December 2015 is $143 million (2014: $159 million). Excluding special items and remeasurements this becomes $100 million (2014: $113 million). The effective tax rate before special items and remeasurements including attributable share of associates’ and joint ventures’ tax for the year ended 31 December 2015 was 31.0%. This is higher than the equivalent effective tax rate of 29.8% for the year ended 31 December 2014 due to the net impact of certain prior year adjustments, the remeasurement of withholding tax provisions across the Group, and the relative levels of profits arising in the Group’s operating jurisdictions. In future periods it is expected that the effective tax rate will remain above the United Kingdom statutory tax rate. c) Tax amounts included in other comprehensive income An analysis of tax by individual item presented in the Consolidated statement of comprehensive income is presented below: US$ million Tax (charge)/credit on items recognised directly in equity that will not be reclassified to the income statement Remeasurement of net retirement benefit obligation Tax credit/(charge) on items recognised directly in equity that may subsequently be reclassified to the income statement Net exchange differences on translation of foreign operations Net loss on revaluation of available for sale investments Net (gain)/loss on cash flow hedges Tax credit on items transferred from equity Transferred to initial carrying amount of hedged items: cash flow hedges 2015 2014 (30) 9 35 33 (5) 33 – – (15) 26 4 24 1 1 d) Tax amounts recognised directly in equity No significant amounts of tax have been charged directly to equity in 2015 or 2014. 130 Anglo American plc Annual Report 2015 FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED INCOME STATEMENT 9. LOSS PER SHARE US$ Loss per share Basic Diluted Headline earnings per share Basic Diluted Underlying earnings per share Basic Diluted 2015 2014 (4.36) (4.36) (1.96) (1.96) 0.29 0.29 0.64 0.64 1.20 1.19 1.73 1.72 Basic and diluted earnings per share are shown based on headline earnings, a Johannesburg Stock Exchange (JSE) defined performance measure, and underlying earnings (explained in note 5) which the directors consider to be a useful additional measure of the Group’s performance. Basic and diluted number of ordinary shares outstanding represent the weighted average for the year. The average number of ordinary shares in issue excludes shares held by employee benefit trusts and Anglo American plc shares held by Group companies. The calculation of basic and diluted earnings per share is based on the following data: (Loss)/earnings (US$ million) Basic and diluted (loss)/earnings Number of shares (million) Basic number of ordinary shares outstanding Effect of dilutive potential ordinary shares: Share options and awards Diluted number of ordinary shares outstanding Loss attributable to equity shareholders of the Company 2015 2014 (5,624) (2,513) Headline earnings Underlying earnings 2015 369 2014 2015 2014 1,535 827 2,217 1,289 1,284 1,289 1,284 1,289 1,284 – 1,289 – 1,284 3 1,292 5 1,289 3 1,292 5 1,289 Diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares in issue on the assumption of conversion of all potentially dilutive ordinary shares. Potential ordinary shares shall be treated as dilutive when, and only when, their conversion to ordinary shares would decrease earnings per share or increase loss per share from continuing operations. Basic loss per share is equal to diluted loss per share as all 12,855,264 (2014: 18,431,061) potential ordinary shares are anti-dilutive. 8,996,586 (2014: 178,808) shares have been excluded from the calculation of diluted headline earnings per share and diluted underlying earnings per share as they are anti-dilutive. The calculation of basic and diluted earnings per share, based on headline and underlying earnings, uses the following earnings data: US$ million Loss for the financial year attributable to equity shareholders of the Company Operating special items Operating special items – tax Operating special items – non-controlling interests Non-operating special items Non-operating special items – tax Non-operating special items – non-controlling interests Headline earnings for the financial year Operating special items(1) Operating remeasurements Non-operating special items(2) Financing special items and remeasurements Tax special items Special items and remeasurements tax Non-controlling interests on special items and remeasurements Underlying earnings for the financial year (1) Includes restructuring costs (2014: restructuring costs). (2) Principally relates to the Kumba Envision Trust (2014: Kumba Envision Trust and Ponahalo refinancing). 2015 (5,624) 5,899 (489) (413) 1,181 (127) (58) 369 299 178 97 (615) 829 (217) (113) 827 2014 (2,513) 4,268 (362) (16) 218 (51) (9) 1,535 106 1 167 (36) 105 352 (13) 2,217 Anglo American plc Annual Report 2015 131 Financial statements FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED BALANCE SHEET 10. DIVIDENDS Dividends payable during the year are as follows: US$ million Final ordinary dividend for 2014 – 53 US cents per ordinary share (2013: 53 US cents per ordinary share) Interim ordinary dividend for 2015 – 32 US cents per ordinary share (2014: 32 US cents per ordinary share) 2015 680 398 1,078 2014 696 403 1,099 Total dividends paid during the year were $1,078 million (2014: $1,099 million). No final dividend is proposed in respect of the financial year ended 31 December 2015 (2014: 53 US cents per share). The employee benefit trust has waived the right to receive dividends on the shares it holds (see note 32). 11. INTANGIBLE ASSETS See notes 39d, 39e and 39i for the Group’s accounting policies on intangible assets. US$ million Net book value At 1 January Additions Amortisation charge for the year(2) Impairments(3) Remeasurements Currency movements At 31 December Cost Accumulated amortisation 2015 2014 Brands, contracts and other intangibles(1) 1,359 10 (64) – – (81) 1,224 1,481 (257) Goodwill Total 2,553 – – (93) – (290) 2,170 2,170 – 3,912 10 (64) (93) – (371) 3,394 3,651 (257) Brands, contracts and other intangibles(1) 1,415 22 (65) – – (13) 1,359 1,592 (233) Goodwill Total 2,668 – – – 46 (161) 2,553 2,553 – 4,083 22 (65) – 46 (174) 3,912 4,145 (233) (1) (2) (3) Includes brands, contracts and other intangibles of $1,185 million (2014: $1,308 million) relating to De Beers, principally comprising assets that were recognised at fair value on acquisition of a controlling interest in De Beers in August 2012. Of these, $517 million (2014: $517 million) have indefinite useful lives. Includes $17 million (2014: $19 million) of amortisation arising due to the fair value uplift of the Group’s pre-existing 45% shareholding in De Beers, which has been included within operating remeasurements (see note 6) and $3 million (2014: nil) of pre-commercial production amortisation which has been capitalised. Includes goodwill of $52 million allocated to Snap Lake (De Beers) which has been written off as the operation has been placed on care and maintenance, and goodwill of $41 million allocated to Rustenburg (Platinum) which has been written down to fair value. See note 6 for further details. Impairment tests for goodwill See note 39f for the Group’s accounting policy on impairment of goodwill. Goodwill is allocated for impairment testing purposes to cash generating units (CGUs) or groups of CGUs which reflect how it is monitored for internal management purposes. This allocation largely represents the Group’s segments. The allocation of goodwill to CGUs or groups of CGUs is as follows: US$ million Platinum De Beers Copper Coal South Africa Other 2015 189 1,553 124 88 216 2,170 2014 230 1,895 124 88 216 2,553 For the purposes of goodwill impairment testing, the recoverable amount of each of the CGUs or group of CGUs has been determined based on a fair value less costs of disposal basis. The key assumptions used in determining fair value less costs of disposal are set out in note 1. Management believes that any reasonably possible change in a key assumption on which the recoverable amounts are based would not cause the carrying amounts to exceed their recoverable amounts. 132 Anglo American plc Annual Report 2015 FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED BALANCE SHEET 12. PROPERTY, PLANT AND EQUIPMENT See notes 39g to 39j for the Group’s accounting policies on property, plant and equipment. US$ million Net book value At 1 January Additions Depreciation charge for the year(2) Impairments and losses on assets transferred to held for sale Disposal of assets Disposal of business and transferred to held for sale Reclassifications Currency movements At 31 December Cost Accumulated depreciation Mining properties and leases Land and buildings(1) Plant and equipment Capital works in progress 2015 Total Mining properties and leases Land and buildings(1) Plant and equipment Capital works in progress 2014 Total 13,018 568 3,067 25 11,115 160 11,275 3,846 38,475 4,599 14,996 596 3,030 46 11,530 311 11,949 5,452 41,505 6,405 (921) (150) (1,421) – (2,492) (1,065) (161) (1,534) – (2,760) (2,104) – (166) (5) (1,018) (18) (2,699) (5) (5,987)(3) (28) (1,242) (3) (26) (20) (213) (30) (2,935) (3) (4,416) (56) (63) 714 (2,239) 8,973 21,859 (9) 380 (371) 2,771 4,199 (294) 1,602 (1,196) 8,930 19,321 (60) (2,696) (714) 8,947 14,520 (426)(4) – (4,520) 29,621 59,899 – 859 (1,123) 13,018 24,206 – 345 (147) 3,067 4,307 – 1,573 (522) 11,115 21,525 – (2,777) (411) 11,275 14,497 – – (2,203) 38,475 64,535 (12,886) (1,428) (10,391) (5,573) (30,278) (11,188) (1,240) (10,410) (3,222) (26,060) (1) Net book value principally comprises freehold land and buildings. (2) Includes $2,337 million (2014: $2,545 million) of depreciation within operating loss, $82 million (2014: $110 million) of depreciation arising due to the fair value uplift on the pre-existing 45% shareholding in De Beers which has been included within operating remeasurements (see note 6), and $73 million (2014: $105 million) of pre-commercial production depreciation which has been capitalised. Includes $684 million for the write-down of Rustenburg (see note 6). Includes $412 million for the transfer and subsequent disposal of Anglo American Norte (see note 30). (3) (4) For information on the impairments recorded in the year see note 6. Included in the additions is $357 million (2014: $369 million) of net interest expense incurred on borrowings funding the construction of qualifying assets which has been capitalised during the year. Assets held under finance leases relate to plant and equipment with a net book value of $56 million (2014: $70 million), of which depreciation charges in the year amounted to $6 million (2014: $13 million). 13. INVESTMENTS IN ASSOCIATES AND JOINT VENTURES See note 39k for the Group’s accounting policy on associates and joint arrangements, which includes joint ventures. Details of principal associates and joint ventures are set out in note 37. US$ million At 1 January Share of net (loss)/income from associates and joint ventures Dividends received Investment in equity and capitalised loans Repayments of capitalised loans Reclassification(2) Impairments and losses on assets transferred to held for sale Transferred to assets held for sale Other movements Currency movements At 31 December Associates 2,681 14 (81) 77 (67) (812) (271)(3) – – (167) 1,374 Joint ventures 1,695 (235) (243) 3 – 812 (71) (1,547) 45 (16) 443 2015 Total 4,376 (221) (324) 80 (67) – (342) (1,547) 45 (183) 1,817 Associates 2,936 140 (432) (1) 125 – – – – 1 (89) 2,681 Joint ventures 1,676 68 (3) 25 – – – – 28 (99) 1,695 2014 Total 4,612 208 (435) 150 – – – – 29 (188) 4,376 (1) Includes non-cash investment of $69 million relating to the refinancing of Atlatsa Resources Corporation (see note 35). (2) The reclassification relates to the Group's interest in Samancor (Iron Ore and Manganese). Samancor has been accounted for as a joint venture since March 2015, following amendments to the agreement that governs the Group's interests in Samancor which resulted in the Group acquiring joint control over the business (previously accounted for as an associate). Includes $93 million relating to the impairment of the Group’s interest in Bokoni and $178 million for the Group’s interest in Bafokeng Rasimone Platinum Mine (see note 6). (3) The Group’s total investments in associates and joint ventures comprise: US$ million Equity Loans(1) Associates 1,233 141 1,374 Joint ventures 294 149 443 2015 Total 1,527 290 1,817 Associates 2,294 387 2,681 Joint ventures 1,695 – 1,695 2014 Total 3,989 387 4,376 (1) The Group’s total investments in associates and joint ventures include long term loans which in substance form part of the Group’s net investment. These loans are not repayable in the foreseeable future. Anglo American plc Annual Report 2015 133 Financial statements FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED BALANCE SHEET 13. INVESTMENTS IN ASSOCIATES AND JOINT VENTURES continued None of the Group’s associates or joint ventures are considered to be individually material to the Group, and therefore the Group’s share of the financial information of associates and joint ventures is disclosed on an aggregated basis. US$ million Non-current assets Current assets Current liabilities Non-current liabilities Net assets Revenue Share of net (loss)/income from associates and joint ventures Total comprehensive (expense)/income Associates 1,314 458 (184) (214) 1,374 1,208 14 14 Joint ventures 640 50 (172) (75) 443 1,340 (235) (235) 2015 Total 1,954 508 (356) (289) 1,817 2,548 (221) (221) Associates 2,742 924 (363) (622) 2,681 2,101 140 141 Joint ventures 2,035 626 (557) (409) 1,695 1,814 68 68 2014 Total 4,777 1,550 (920) (1,031) 4,376 3,915 208 209 Segmental information is provided in aggregate for associates and joint ventures in the table below. US$ million Platinum De Beers Iron Ore and Manganese Coal Corporate and other Aggregate investment 2015 251 44 391 1,096 35 1,817 2014 659 33 867 1,225 1,592 4,376 14. FINANCIAL ASSET INVESTMENTS See notes 39l and 39m for the Group’s accounting policies on financial asset investments. US$ million At 1 January Additions Interest receivable Net loans granted Impairments Movements in fair value Currency movements At 31 December Loans and receivables 761 – 43 216 (130)(2) (7) (221) 662 Available for sale investments 505 1 – – – (236) (86) 184 2015 Total 1,266 1 43 216 (130) (243) (307) 846 Loans and receivables 759 – 52 33(1) – (1) (82) 761 Available for sale investments 706 12 – – – (150) (63) 505 2014 Total 1,465 12 52 33 – (151) (145) 1,266 (1) (2) Includes net non-cash settlements of $47 million relating to the refinancing of Atlatsa Resources Corporation (see note 35). Includes $119 million relating to the impairment of loans to Atlatsa and Atlatsa Holdings (see note 6). 134 Anglo American plc Annual Report 2015 FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED BALANCE SHEET 15. INVENTORIES See note 39q for the Group’s accounting policy on inventories. US$ million Raw materials and consumables Work in progress Finished products 2015 952 1,076 2,023 4,051 2014 1,087 1,445 2,188 4,720 The cost of inventories recognised as an expense and included in cost of sales amounted to $13,945 million (2014: $17,779 million). Inventories held at net realisable value amounted to $1,048 million (2014: $1,014 million). The write-down of inventories (net of revaluation of provisionally priced purchases) amounted to $121 million (2014: $153 million). 16. TRADE AND OTHER RECEIVABLES Trade receivables do not incur any interest, are principally short term in nature and are measured at their nominal value (with the exception of receivables relating to provisionally priced sales, as set out in the revenue recognition accounting policy, see note 39a), net of appropriate provision for estimated irrecoverable amounts. Such provisions are raised based on an assessment of debtor ageing, past experience or known customer circumstances. US$ million Trade receivables Tax receivables Prepayments Other receivables Due within one year 1,355 271 105 252 1,983 Due after one year 135 238 23 143 539 2015 Total 1,490 509 128 395 2,522 Due within one year 1,807 383 157 221 2,568 Due after one year 161 253 58 273 745 2014 Total 1,968 636 215 494 3,313 Of the year end trade receivables balance, $55 million (2014: $61 million) were past due at 31 December, stated after an associated impairment provision of $18 million (2014: $30 million). The overdue debtor ageing profile is typical of the industry in which certain of the Group’s businesses operate. Given this, the use of payment security instruments (including letters of credit from acceptable financial institutions), and the nature of the related counterparties, these amounts are considered recoverable. The historical level of customer default is minimal and as a result the credit quality of year end trade receivables is considered to be high. 17. TRADE AND OTHER PAYABLES Trade payables are not interest bearing and are measured at their nominal value (with the exception of payables relating to purchases of provisionally priced concentrate which are marked to market using the appropriate forward price) until settled. US$ million Trade payables Accruals Deferred income(1) Tax and social security Other payables (1) Includes $26 million (2014: $25 million) of deferred income recorded within non-current liabilities. 2015 1,610 741 46 71 311 2,779 2014 1,931 975 57 99 478 3,540 Anglo American plc Annual Report 2015 135 Financial statements FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED BALANCE SHEET 18. FINANCIAL INSTRUMENTS See notes 39l, 39m and 39n for the Group’s accounting policies on impairment of financial assets, derivative financial instruments and hedge accounting. The carrying amounts of financial assets and financial liabilities are as shown below. Where the carrying amount of a financial asset or liability does not approximate its fair value, this is also disclosed. For financial assets and liabilities which are traded on an active market, such as listed investments or listed debt instruments, fair value is determined by reference to market value. For non-traded financial assets and liabilities, fair value is calculated using discounted cash flows, considered to be reasonable and consistent with those that would be used by a market participant, and based on observable market data where available, unless carrying value is considered to approximate fair value. All derivatives that have been designated into hedge relationships have been separately disclosed. US$ million Financial assets Trade and other receivables(1) Derivative financial assets(2) Cash and cash equivalents Financial asset investments Financial liabilities Trade and other payables(1) Derivative financial liabilities(2) Borrowings(3) Net financial (liabilities)/assets US$ million Financial assets Trade and other receivables(1) Derivative financial assets(2) Cash and cash equivalents Financial asset investments Financial liabilities Trade and other payables(1) Derivative financial liabilities(2) Borrowings(3) Net financial (liabilities)/assets At fair value through profit and loss Loans and receivables Available for sale Designated into hedges Financial liabilities at amortised cost 632 672 – – 1,304 (225) (2,439) – (2,664) (1,360) 1,253 – 6,895 662 8,810 – – – – 8,810 – – – 184 184 – – – – 184 – 477 – – 477 – (24) (14,800) (14,824) (14,347) – – – – – (2,437) – (3,167) (5,604) (5,604) At fair value through profit and loss Loans and receivables Available for sale Designated into hedges Financial liabilities at amortised cost 912 153 – – 1,065 (314) (2,277) – (2,591) (1,526) 1,553 – 6,748 761 9,062 – – – – 9,062 – – – 505 505 – – – – 505 – 980 – – 980 – (47) (15,048) (15,095) (14,115) – – – – – (3,073) – (3,487) (6,560) (6,560) 2015 Total 1,885 1,149 6,895 846 10,775 (2,662) (2,463) (17,967) (23,092) (12,317) 2014 Total 2,465 1,133 6,748 1,266 11,612 (3,387) (2,324) (18,535) (24,246) (12,634) (1) Trade and other receivables exclude prepayments and tax receivables. Trade and other payables exclude tax and social security and deferred income. (2) Derivative instruments are analysed between those which are ‘Held for trading’ and those designated into hedge relationships in note 19. (3) Borrowings designated in fair value hedges represent listed debt which is held at amortised cost, adjusted for the fair value of the hedged risk (for example interest rate risk). The fair value of these borrowings is $10,898 million (2014: $15,339 million), which is based on the quoted market price and consequently categorised as level 1 in the fair value hierarchy. The fair value of the remaining borrowings at amortised cost of $3,167 million, principally comprising bank borrowings, is $2,463 million as at 31 December 2015, with the difference between the carrying value and the fair value reflecting primarily the debit valuation adjustment to reflect the effect of Anglo American’s own credit quality based on observed credit spreads at the balance sheet date. At 31 December 2014 the carrying value of borrowings at amortised cost of $3,487 million was considered to approximate the fair value. 136 Anglo American plc Annual Report 2015 FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED BALANCE SHEET 18. FINANCIAL INSTRUMENTS continued Fair value hierarchy An analysis of financial assets and liabilities carried at fair value is set out below: US$ million Financial assets At fair value through profit and loss Provisionally priced trade receivables Other receivables Derivatives hedging net debt Other derivatives Designated into hedges Derivatives hedging net debt Other derivatives Available for sale investments Financial asset investments Financial liabilities At fair value through profit and loss Provisionally priced trade payables Derivatives hedging net debt Other derivatives Designated into hedges Derivatives hedging net debt Other derivatives Debit valuation adjustment to derivative liabilities (4) Net assets/(liabilities) carried at fair value Level 1(1) Level 2(2) Level 3(3) Level 1(1) Level 2(2) Level 3(3) 2015 Total 562 70 645 27 477 – – 70 17 – – – 22 109 – – – 1 – 1 812 – 51 42 979 – 184 1,965 457 459 – 1,884 – (736) – (225) (2,943) (63) – – (17) (7) 181 (555) (446) 567 (2,688) (723) – – (2) – – – (2) 457 (314) (1,647) (129) (27) (20) – (2,137) (253) 2014 Total 812 100 110 43 979 1 505 2,550 (314) (2,146) (131) (27) (20) – (2,638) (88) – 100 59 – – – 48 207 – (499) – – – – (499) (292) – – – 9 – – 562 – 628 18 477 – 162 171 – 1,685 – – – – – – – 171 (225) (2,207) (63) (17) (7) 386 (2,133) (448) (1) Valued using unadjusted quoted prices in active markets for identical financial instruments. This category includes listed equity shares. (2) Valued using techniques based significantly on observable market data. Instruments in this category are valued using valuation techniques where all of the inputs that have a significant effect (3) on the valuation are directly or indirectly based on observable market data. Instruments in this category have been valued using a valuation technique where at least one input (which could have a significant effect on the instrument’s valuation) is not based on observable market data. Where inputs can be observed from market data without undue cost and effort, the observed input is used. Otherwise, management determines a reasonable estimate for the input. (4) The debit valuation adjustment is recorded to reflect in the fair value of financial liabilities the effect of Anglo American’s own credit quality based on observed credit spreads. This adjustment is calculated in total for each counterparty based on the net expected exposure. In many cases this includes exposures on a number of different types of derivative instruments. Consequently the impact of this adjustment has been presented as a separate item within the analysis of derivatives above. Based on an allocation weighted by exposure to each category of instrument, $555 million is attributable to derivatives hedging net debt and $12 million relates to other derivatives. The impact of this adjustment at 31 December 2014 was insignificant and consequently no adjustment has been made to the prior year presentation. Financial assets and liabilities included within level 3 primarily consist of certain cross currency swaps of Brazilian real denominated borrowings (whose valuation depends upon regulated interest rates), contingent proceeds and related receivables relating to disposals and unlisted equity investments. The movements in the fair value of the level 3 financial assets and liabilities are shown as follows: US$ million At 1 January Net loss recorded in the income statement(1) Net loss recorded in the statement of comprehensive income Settlement Currency movements At 31 December (1) This is principally recorded in special items and remeasurements. 2015 207 (75) (15) – (8) 109 Assets 2014 225 (7) (6) – (5) 207 2015 (499) (90) – 34 – (555) Liabilities 2014 (456) (43) – – – (499) For the level 3 financial assets and liabilities, changing certain estimated inputs to reasonably possible alternative assumptions does not change the fair value significantly. Anglo American plc Annual Report 2015 137 Financial statements FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED BALANCE SHEET 19. DERIVATIVES See note 39n for the Group’s accounting policy on derivatives. The fair values of derivatives are separately recorded on the Consolidated balance sheet within ‘Derivative financial assets’ and ‘Derivative financial liabilities’. Derivatives are classified as current or non-current depending on the contracted maturity of the derivative. The Group utilises derivative instruments to manage certain market risk exposures. The Group does not use derivative financial instruments for speculative purposes, however it may choose not to designate certain derivatives as hedges for accounting purposes. Such derivatives are classified as ‘Held for trading’ and fair value movements are recorded in the Consolidated income statement. The use of derivative instruments is subject to limits and the positions are regularly monitored and reported to senior management. Cash flow hedges In certain cases the Group classifies its forward foreign currency contracts, which hedge highly probable forecast transactions, as cash flow hedges. Where this designation is documented, changes in fair value are recognised in equity until the hedged transactions occur, at which time the respective gains or losses are transferred to the Consolidated income statement (or hedged balance sheet item). Fair value hedges The majority of interest rate swaps (taken out to swap the Group’s fixed rate borrowings to floating rate, in accordance with the Group’s policy) have been designated as fair value hedges. The carrying value of the hedged debt is adjusted at each balance sheet date to reflect the impact on its fair value of changes in market interest rates. Changes in the fair value of the hedged debt are offset against fair value changes in the interest rate swap and recognised in the Consolidated income statement as financing remeasurements. Net investment hedges In certain instances, the Group uses derivative instruments to hedge exposures in non-US dollar functional subsidiaries to exchange rate fluctuations on US dollar denominated borrowings. Such derivatives may be designated as net investment hedges and at 31 December 2014 principally related to the Group’s Australian coal operations. Fair value changes in these derivatives are recognised within the ‘Cumulative translation adjustment reserve’ and recycled upon disposal of the related subsidiary. Held for trading The Group may choose not to designate certain derivatives as hedges. This may occur where the Group is economically hedged but IAS 39 hedge accounting cannot be achieved or where gains and losses on both the derivative and hedged item naturally offset in the Consolidated income statement, as is the case for certain cross currency swaps of non-US dollar debt. Fair value changes on these derivatives are recognised in the Consolidated income statement as remeasurements and are classified as financing or operating depending on the nature of the associated hedged risk. Derivatives embedded in other financial instruments or other host contracts are treated as separate derivatives when their risks and characteristics are not closely related to those of their host contract and the host contract is not carried at fair value. The fair value of the Group’s open derivative positions at 31 December (excluding normal purchase and sale contracts held off balance sheet), recorded within ‘Derivative financial assets’ and ‘Derivative financial liabilities’, is as follows: US$ million Derivatives hedging net debt Fair value hedge(1) Interest rate swaps Net investment hedge Forward foreign currency contracts Held for trading Forward foreign currency contracts Cross currency swaps Other Debit valuation adjustment to derivative liabilities(2) Other derivatives(3) Total derivatives Asset 23 – 628 14 – – 665 24 689 2015 Liability – – (10) (430) – 19 (421) (56) (477) Current 2014 Liability – – (10) (386) – – (396) (143) (539) Asset 15 – 51 38 – – 104 43 147 Asset 2015 Liability 454 (18) – – 3 – – 457 3 460 – – (2,502) – 536 (1,984) (2) (1,986) Non-current 2014 Liability (27) – – (1,750) – – (1,777) (8) (1,785) Asset 617 347 – 21 – – 985 1 986 (1) Recognised in the Consolidated income statement is a loss on fair value hedged items of $143 million (2014: $440 million), offset by a gain on fair value hedging instruments of $146 million (2014: $381 million). (2) Relates to cross currency swaps. Refer to note 18. (3) Other derivatives primarily relate to forward foreign currency contracts hedging capital expenditure that are accounted for as ‘Held for trading’. These marked to market valuations are not predictive of the future value of the hedged position, nor of the future impact on the profit of the Group. The valuations represent the cost of closing all hedge contracts at 31 December, at market prices and rates available at the time. The Group is exposed in varying degrees to a variety of financial instrument related risks. For more information about these risks and the ways in which the Group manages them see notes 24 and 38. 138 Anglo American plc Annual Report 2015 FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED BALANCE SHEET 20. PROVISIONS FOR LIABILITIES AND CHARGES See note 39r for the Group’s accounting policy on environmental restoration and decommissioning obligations. US$ million At 1 January 2015 Charged to the income statement Capitalised Unwinding of discount Amounts applied Unused amounts reversed Disposal of business and transferred to held for sale Currency movements At 31 December 2015 Current Non-current Environmental restoration Decommissioning 595 – 44 36 (1) (6) (27) (98) 543 5 538 1,090 136 70 49 (25) (24) (53) (194) 1,049 72 977 Employee benefits 437 114 – 2 (156) (43) (10) (19) 325 295 30 Onerous contracts 644 17 – 55 (64) (11) – (69) 572 67 505 Other 722 229 28 10 (182) (34) – (77) 696 181 515 Total 3,488 496 142 152 (428) (118) (90) (457) 3,185 620 2,565 Environmental restoration The Group has an obligation to undertake restoration, rehabilitation and environmental work when environmental disturbance is caused by the development or ongoing production of a mining property. A provision is recognised for the present value of such costs, based on management’s best estimate of the legal and constructive obligations incurred. These estimates reflect industry best practice and currently applicable legislation. Significant changes in legislation could result in changes in provisions recognised. It is anticipated that these costs will be incurred over a period in excess of 20 years. Decommissioning Provision is made for the present value of costs relating to the decommissioning of plant or other site restoration work. It is anticipated that these costs will be incurred over a period in excess of 20 years. Employee benefits Provision is made for statutory or contractual employee entitlements including long service leave, annual leave, sickness pay and similar obligations. It is anticipated that these costs will be incurred when employees choose to take their benefits. Onerous contracts Provision is made for the present value of certain long term contracts where the unavoidable cost of meeting the Group’s obligations is expected to exceed the benefits to be received. It is anticipated that these costs will be incurred over a period of up to 15 years. Other Other provisions primarily relate to restructuring costs, indemnities, legal and other claims. It is anticipated that the majority of these costs will be incurred over a five year period. Environmental rehabilitation trusts The Group makes contributions to controlled funds that were established to meet the cost of some of its restoration and environmental rehabilitation liabilities, primarily in South Africa. The funds comprise the following investments: US$ million Equity Bonds Cash 2015 115 121 54 290 2014 139 155 64 358 These assets are primarily denominated in South African rand. Cash is held in short term fixed deposits or earns interest at floating inter-bank rates. Bonds earn interest at a weighted average fixed rate of 8.1% (2014: 8.2%) for an average period of four years (2014: four years). Equity investments are recorded at fair value through profit and loss and bonds are recorded at amortised cost. These funds are not available for the general purposes of the Group. All income from these assets is reinvested to meet specific environmental obligations. These obligations are included in provisions stated above. Anglo American plc Annual Report 2015 139 Financial statements FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED BALANCE SHEET 21. DEFERRED TAX See note 39c for the Group’s accounting policy on tax. The movement in net deferred tax liabilities during the year is as follows: US$ million At 1 January Credited/(charged) to the income statement(1) Credited to the statement of comprehensive income Disposal of business Currency movements At 31 December Comprising: Deferred tax assets Deferred tax liabilities 2015 (3,147) 150 33 (72) 697 (2,339) 914 (3,253) 2014 (3,293) (187) 25 – 308 (3,147) 1,351 (4,498) (1) This includes a charge to tax special items of $788 million (2014: $104 million) relating to the write-off of deferred tax, a credit of $107 million (2014: charge of $306 million) relating to deferred tax remeasurements and a credit of $783 million (2014: $381 million) relating to deferred tax on special items. The amount of deferred tax recognised in the Consolidated balance sheet is as follows: US$ million Deferred tax assets Tax losses Post employment benefits Share-based payments Enhanced tax depreciation Other temporary differences Deferred tax liabilities Capital allowances in excess of depreciation Fair value adjustments Tax losses Derivatives Provisions Withholding tax Other temporary differences The amount of deferred tax credited/(charged) to the Consolidated income statement is as follows: US$ million Capital allowances in excess of depreciation Fair value adjustments Tax losses Derivatives Provisions Withholding tax Other temporary differences 2015 534 31 10 121 218 914 (2,080) (689) 24 2 278 (510) (278) (3,253) 2015 123 (243) (54) 87 (163) 58 342 150 The Group has the following balances in respect of which no deferred tax asset has been recognised: US$ million Expiry date Within one year Greater than one year, less than five years Greater than five years No expiry date Tax losses – revenue Tax losses – capital Other temporary differences – 334 239 5,580 6,153 – – – 806 806 – – 3,398 1,547 4,945 2015 Total – 334 3,637 7,933 11,904 Tax losses – revenue 3 420 297 4,463 5,183 Tax losses – capital Other temporary differences – – – 1,058 1,058 – – 3,117 3,775 6,892 2014 573 66 13 653 46 1,351 (2,845) (1,068) 53 3 255 (568) (328) (4,498) 2014 (523) 12 20 (39) (14) 2 355 (187) 2014 Total 3 420 3,414 9,296 13,133 The Group has no unused tax credits (2014: $11 million) for which no deferred tax asset is recognised in the Consolidated balance sheet. No deferred tax has been recognised in respect of temporary differences associated with investments in subsidiaries, branches, associates and interests in joint arrangements where the Group is in a position to control the timing of the reversal of the temporary differences and it is probable that such differences will not reverse in the foreseeable future. The aggregate amount of temporary differences associated with such investments in subsidiaries, branches, associates and interests in joint arrangements is represented by the contribution of those investments to the Group’s retained earnings and amounted to $15,103 million (2014: $17,488 million). 140 Anglo American plc Annual Report 2015 FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS CASH FLOW STATEMENT, NET DEBT AND RELATED NOTES 22. CAPITAL EXPENDITURE Capital expenditure is defined as cash expenditure on property, plant and equipment including related derivatives, proceeds from disposal of property, plant and equipment and direct funding for capital expenditure from non-controlling interests. Capital expenditure by segment US$ million Platinum De Beers Copper Nickel Niobium and Phosphates(1) Iron Ore and Manganese Coal Corporate and other Capital expenditure(2) Exclude: Cash outflows from derivatives related to capital expenditure Proceeds from disposal of property, plant and equipment Direct funding for capital expenditure received from non-controlling interests Expenditure on property, plant and equipment 2015 366 697 659 26 50 1,422 941 16 4,177 (200) 30 46 4,053 2014 576 689 728 14 239 2,685 1,045 42 6,018 (157) 71 42 5,974 (1) Niobium and Phosphates are now aggregated, having previously been presented separately (see note 3). (2) Cash capital expenditure includes capitalised operating cash outflows of $147 million (2014: $9 million cash inflows) generated by operations that have not yet reached commercial production, principally in relation to Minas-Rio (Iron Ore and Manganese) and Barro Alto (Nickel). Capital expenditure by category US$ million Expansionary(1) Stay-in-business Stripping and development Proceeds from disposal of property, plant and equipment 2015 2,083 1,384 740 (30) 4,177 2014 3,248 1,973 868 (71) 6,018 (1) The expansionary category includes the cash flows from derivatives related to capital expenditure and is net of direct funding for capital expenditure received from non-controlling interests. Anglo American plc Annual Report 2015 141 Financial statements FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS CASH FLOW STATEMENT, NET DEBT AND RELATED NOTES 23. NET DEBT See note 39o for the Group’s accounting policy on cash and debt. Net debt is a measure of the Group’s financial position. The Group uses net debt to monitor the sources and uses of financial resources, the availability of capital to invest or return to shareholders, and the resilience of the balance sheet. Net debt is calculated as total borrowings less cash and cash equivalents (including derivatives which provide an economic hedge of net debt, see note 19). a) Reconciliation to the balance sheet US$ million Balance sheet Balance sheet – disposal groups Bank overdrafts Net cash/(debt) classifications b) Movement in net debt US$ million At 1 January 2014 Cash flow Reclassifications Movement in fair value Other non-cash movements Currency movements At 31 December 2014 Cash flow Reclassifications Movement in fair value Other non-cash movements Currency movements At 31 December 2015 Cash and cash equivalents Short term borrowings 2015 6,895 9 (15) 6,889 2014 6,748 – (1) 6,747 2015 (1,649) – 15 (1,634) 2014 (1,618) – 1 (1,617) Medium and long term borrowings 2015 (16,318) – – (16,318) 2014 (16,917) – – (16,917) Cash and cash equivalents 7,702 (841) – – – (114) 6,747 416 – – – (274) 6,889 Short term borrowings (2,106) 1,785 (1,487) (7) (2) 200 (1,617) 1,404 (1,616) (9) (2) 206 (1,634) Medium and long term borrowings (15,740) (3,568) 1,487 (434) (72) 1,410 (16,917) (2,736) 1,616 151 (45) 1,613 (16,318) Net debt excluding derivatives (10,144) (2,624) – (441) (74) 1,496 (11,787) (916) – 142 (47) 1,545 (11,063) Derivatives hedging net debt(1) (508) (203) – (373) – – (1,084) 170 – (924) – – (1,838) Net debt including derivatives (10,652) (2,827) – (814) (74) 1,496 (12,871) (746) – (782) (47) 1,545 (12,901) (1) Derivatives hedging net debt represents the mark to market valuation of such derivatives before taking into account the effect of debit valuation adjustments which reduce the valuation of derivative liabilities hedging net debt by $555 million (2014: nil). Further details on this adjustment are provided in note 18. c) Net debt by segment The Group’s policy is to hold the majority of its cash and borrowings at the corporate centre. Business units may from time to time raise borrowings in connection with specific capital projects, and subsidiaries with non-controlling interests have borrowings which are without recourse to the Group. Other than the impact of South African exchange controls (see 23d below), there are no significant restrictions over the Group’s ability to access these cash balances or repay these borrowings. Net cash/(debt) by segment is stated after elimination of inter-segment balances. US$ million Platinum De Beers Copper Nickel Niobium and Phosphates(1) Iron Ore and Manganese Coal Corporate and other 2015 (176) (109) 820 (138) 123 (2,370) 260 (11,311) (12,901) 2014 24 (126) 738 (262) 76 (2,294) 201 (11,228) (12,871) (1) Niobium and Phosphates are now aggregated, having previously been presented separately (see note 3). d) South Africa net debt The Group operates in South Africa where the existence of exchange controls may restrict the use of certain cash balances. The Group therefore monitors the cash and debt associated with these operations separately. These restrictions are not expected to have a material effect on the Group’s ability to meet its ongoing obligations. Below is a breakdown of net debt in South Africa. US$ million Cash and cash equivalents Short term borrowings Medium and long term borrowings Net debt excluding derivatives Derivatives hedging net debt Net debt including derivatives 142 Anglo American plc Annual Report 2015 2015 1,419 (49) (1,471) (101) (4) (105) 2014 1,298 (118) (1,252) (72) 1 (71) FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS CASH FLOW STATEMENT, NET DEBT AND RELATED NOTES 24. BORROWINGS See note 39o for the Group’s accounting policy on bank borrowings. The Group accesses borrowings mostly in capital markets through bonds issued under the Euro Medium Term Note (EMTN) programme, the South African Domestic Medium Term Note (DMTN) programme, the Australian Medium Term Note (AMTN) programme and through accessing the United States (US) bond markets. The Group uses interest rate and cross currency swaps to ensure that the majority of the Group’s borrowings are floating rate US dollar denominated. During 2015, the Group issued corporate bonds with a US dollar equivalent value of $2.2 billion. These included the following bonds: • €600 million 1.5% guaranteed loan notes due 2020 issued under the EMTN programme. • $850 million 3.625% senior notes due 2020 and $650 million 4.875% senior notes due 2025 through accessing the US bond markets. An analysis of borrowings, as presented on the Consolidated balance sheet, is set out below: US$ million Secured Bank loans and overdrafts(1) Obligations under finance leases(2) Unsecured Bank loans and overdrafts Bonds issued under EMTN programme 5.875% €1,000m bond due April 2015 4.375% €750m bond due December 2016 1.75% €900m bond due November 2017 1.75% €750m bond due April 2018 6.875% £400m bond due May 2018 2.5% €750m bond due September 2018 1.028% JPY10,000m bond due December 2018 2.75% €750m bond due June 2019 1.5% €600m bond due April 2020 2.875% €600m bond due November 2020 2.5% €750m bond due April 2021 3.5% €750m bond due March 2022 3.25% €750m bond due April 2023 US bonds LIBOR+0.95% $500m bond due April 2016 2.625% $600m bond due April 2017 2.625% $750m bond due September 2017 9.375% $750m bond due April 2019 3.625% $850m bond due May 2020 4.45% $500m bond due September 2020 4.125% $500m bond due April 2021 4.125% $600m bond due September 2022 4.875% $650m bond due May 2025 Bonds issued under AMTN programme 5.75% AUD500m bond due November 2018 Bonds issued under DMTN programme 9.77% R1,000m bond due May 2015 JIBAR+0.5% R200m bond due March 2016 JIBAR+1.38% R600m bond due March 2017 9.27% R1,400m bond due March 2019 9.49% R650m bond due April 2021 JIBAR+1.47% R400m bond due April 2021 Other loans Total borrowings Short term borrowings Medium and long term borrowings Total borrowings 2015 Contractual repayment at hedged rates Short term borrowings Medium and long term borrowings Total borrowings 2014 Contractual repayment at hedged rates 9 7 16 10 53 63 19 60 79 19 60 79 9 25 34 21 52 73 30 77 107 30 77 107 270 1,961 2,231 2,979 211 2,198 2,409 2,805 – 839 – – – – – – – – – – – 500 – – – – – – – – – – – 995 829 644 841 83 854 651 688 849 908 868 – 602 744 795 842 522 508 588 644 379 – 839 995 829 644 841 83 854 651 688 849 908 868 500 602 744 795 842 522 508 588 644 379 – 1,122 1,211 1,033 793 959 97 941 659 807 977 992 1,033 500 600 750 750 850 500 500 600 650 470 – 13 – – – – 11 1,633 1,649 – – 39 87 40 26 268 16,255 16,318 – 13 39 87 40 26 279 17,888 17,967 – 13 39 91 42 26 279 20,263 20,342 1,228 – – – – – – – – – – – – – – – – – – – – – – 86 – – – – – 59 1,584 1,618 – 959 1,107 922 701 938 84 956 – 769 947 1,025 976 499 604 738 804 – 521 505 578 – 423 – 17 52 121 56 35 309 16,844 16,917 1,228 959 1,107 922 701 938 84 956 – 769 947 1,025 976 499 604 738 804 – 521 505 578 – 423 86 17 52 121 56 35 368 18,428 18,535 1,577 1,122 1,211 1,033 793 959 97 941 – 807 977 992 1,033 500 600 750 750 – 500 500 600 – 470 86 17 52 121 56 35 368 19,752 19,859 (1) Assets with a book value of $91 million (2014: $73 million) have been pledged as security, of which $40 million (2014: $47 million) are property, plant and equipment, $49 million (2014: $24 million) are financial assets and $2 million (2014: $2 million) are inventories. Related to these assets are borrowings of $19 million (2014: $30 million). (2) Details of assets held under finance leases are provided in note 12. Anglo American plc Annual Report 2015 143 Financial statements FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS CASH FLOW STATEMENT, NET DEBT AND RELATED NOTES 24. BORROWINGS continued Liquidity risk The Group ensures that there are sufficient committed loan facilities (including refinancing, where necessary) in order to meet short term business requirements, after taking into account cash flows from operations and its holding of cash and cash equivalents, as well as any Group distribution restrictions that exist. In addition, certain projects may be financed by means of limited recourse project finance, if appropriate. The expected undiscounted cash flows of the Group’s net debt related and other financial liabilities, by remaining contractual maturity, based on conditions existing at the balance sheet date are as follows: US$ million Amount due for repayment within one year Greater than one year, less than two years Greater than two years, less than three years Greater than three years, less than four years Greater than four years, less than five years Greater than five years Total due for repayment after more than one year Total US$ million Amount due for repayment within one year Greater than one year, less than two years Greater than two years, less than three years Greater than three years, less than four years Greater than four years, less than five years Greater than five years Total due for repayment after more than one year Total The Group had the following undrawn committed borrowing facilities at 31 December: US$ million Expiry date Within one year(1) Greater than one year, less than two years Greater than two years, less than three years Greater than three years, less than four years Greater than four years, less than five years Net debt related financial liabilities Expected future interest payments Derivatives hedging net debt (702) (657) (587) (424) (286) (459) (2,413) (3,115) (232) (113) (544) (43) (101) (420) (1,221) (1,453) Borrowings (1,631) (2,617) (3,067) (1,871) (3,508) (4,853) (15,916) (17,547) Net debt related financial liabilities Expected future interest payments Derivatives hedging net debt (752) (670) (581) (489) (320) (556) (2,616) (3,368) (175) (101) (47) (277) 44 (201) (582) (757) Borrowings (1,602) (1,866) (2,806) (3,555) (2,053) (6,094) (16,374) (17,976) 2015 Total (5,227) (3,387) (4,198) (2,338) (3,895) (5,732) (19,550) (24,777) 2014 Total (5,916) (2,637) (3,434) (4,321) (2,329) (6,851) (19,572) (25,488) Other financial liabilities (2,662) – – – – – – (2,662) Other financial liabilities (3,387) – – – – – – (3,387) 2015 2014 683 32 1,110 192 5,862 7,879 1,073 525 1,172 597 5,000 8,367 (1) Includes undrawn South African rand facilities equivalent to $0.5 billion (2014: $0.9 billion) in respect of facilities with 364 day maturity which roll automatically on a daily basis, unless notice is served. Capital risk management The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders and, with cognisance of forecast future market conditions and structuring, to maintain an optimal capital structure to enable the business to operate effectively. In order to manage the short and long term capital structure, the Group has a number of options including raising and refinancing debt, adjusting returns to equity shareholders, managing the allocation of capital and divesting non-core assets to reduce debt. The Group monitors capital using various financial metrics including the ratio of net debt to total capital (gearing). Net debt is calculated as total borrowings less cash and cash equivalents (including derivatives which provide an economic hedge of net debt). Total capital is calculated as ‘Net assets’ (as shown in the Consolidated balance sheet) excluding net debt. Total capital and gearing are as follows: US$ million Net assets Net debt including related derivatives (note 23) Total capital Gearing 2015 21,342 12,901 34,243 37.7% 2014 32,177 12,871 45,048 28.6% Gearing has increased from 28.6% to 37.7% as total capital has decreased. Net debt remained consistent at $12.9 billion at 31 December 2015 as cash inflows from operating activities were offset by outflows primarily relating to capital expenditure and dividends to Anglo American plc shareholders as well as to non-controlling interests. Total capital decreased from $45.0 billion to $34.2 billion primarily due to the impact of impairments and the effect of a stronger US dollar on assets denominated in other currencies. 144 Anglo American plc Annual Report 2015 FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS CASH FLOW STATEMENT, NET DEBT AND RELATED NOTES 24. BORROWINGS continued Market risk Market risk is the risk that financial instrument fair values and related cash flows will fluctuate due to changes in market prices. The Group manages interest rate risks and foreign exchange risks on borrowings and cash with the use of cross currency swaps and interest rate swaps in order to ensure that the majority of borrowings are floating rate US dollar denominated. The Group does not hedge foreign exchange exposures on rand denominated borrowings in South Africa. For more information regarding the Group’s financial risk management see note 38. The table below reflects the exposure of the Group’s net debt to currency and interest rate risk. US$ million US dollar Euro South African rand Brazilian real Australian dollar Sterling Other Impact of interest derivatives Total US$ million US dollar Euro South African rand Brazilian real Australian dollar Sterling Other Impact of interest derivatives Total Cash and cash equivalents 6,239 6 116 238 148 18 124 – 6,889 Cash and cash equivalents 6,151 24 134 211 61 29 137 – 6,747 Floating rate borrowings Fixed rate borrowings (1,197) – (966) (793) – – (17) (14,800) (17,773) (5,400) (8,322) (136) – (379) (644) (98) 14,800 (179) Floating rate borrowings Fixed rate borrowings (1,291) – (703) (1,303) – – (7) (15,050) (18,354) (3,896) (9,827) (266) – (423) (701) (117) 15,050 (180) Derivatives hedging net debt (1,835) – (3) – – – – – (1,838) Derivatives hedging net debt (1,087) – 3 – – – – – (1,084) Impact of currency derivatives (10,221) 8,322 – 793 379 644 83 – – Impact of currency derivatives (12,336) 9,827 – 1,301 423 701 84 – – 2015 Total (12,414) 6 (989) 238 148 18 92 – (12,901) 2014 Total (12,459) 24 (832) 209 61 29 97 – (12,871) 25. COMMITMENTS See note 39x for the Group’s accounting policy on leases. A commitment is a contractual obligation to make a payment in the future which is not provided for in the balance sheet. The Group also has purchase obligations relating to take or pay agreements which are legally binding and enforceable. Capital commitments for subsidiaries and joint operations relating to the acquisition of property, plant and equipment is $1,168 million (2014: $1,936 million), of which 82% (2014: 80%) relates to expenditure to be incurred within the next year. The Group’s share of joint ventures’ outstanding capital commitments, including its share of commitments made jointly with other investors, relating to the acquisition of property, plant and equipment is $5 million (2014: $63 million), of which 100% (2014: 98%) relates to expenditure to be incurred within the next year. The Group’s outstanding commitments relating to take or pay agreements is $9,552 million (2014: $10,197 million), of which 10% (2014: 9%) relates to expenditure to be incurred within the next year. At 31 December the Group had the following commitments under non-cancellable operating leases: US$ million Expiry date Within one year Greater than one year, less than two years Greater than two years, less than five years Greater than five years Operating leases relate principally to land and buildings, vehicles and mining equipment. 2015 92 75 72 24 263 2014 94 65 115 80 354 Anglo American plc Annual Report 2015 145 Financial statements FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS EMPLOYEE REMUNERATION 26. EMPLOYEE NUMBERS AND COSTS The average number of employees, excluding contractors and associates’ and joint ventures’ employees, and including a proportionate share of employees within joint operations, was: Thousand By segment Platinum De Beers Copper Nickel Niobium and Phosphates(1) Iron Ore and Manganese Coal Corporate and other (1) Niobium and Phosphates are now aggregated, having previously been presented separately (see note 3). The average number of employees by principal location of employment was: Thousand South Africa Other Africa South America North America Australia and Asia Europe Payroll costs in respect of the employees included in the tables above were: US$ million Wages and salaries Social security costs Post employment benefits(1) Share-based payments (note 28) Total payroll costs Reconciliation: Less: employee costs capitalised Less: employee costs included within special items Employee costs included in operating costs 2015 2014 48 11 5 2 2 10 11 2 91 2015 69 4 10 2 4 2 91 51 10 6 2 2 9 12 3 95 2014 72 4 11 2 4 2 95 2015 3,798 135 332 209 4,474 (319) (200) 3,955 2014 4,244 166 404 258 5,072 (367) (191) 4,514 (1) Includes contributions to defined contribution pension and medical plans, current and past service costs related to defined benefit pension and medical plans and other benefits provided to certain employees during retirement (see note 27). Key management Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the Group, directly or indirectly, including any director (executive and non-executive) of the Group. Key management comprises members of the Board and the Group Management Committee. Compensation for key management was as follows: US$ million Salaries and short term employee benefits Social security costs Termination benefits Post employment benefits Share-based payments 2015 22 4 2 3 13 44 2014 31 5 3 3 18 60 Disclosure of directors’ emoluments, pension entitlements, share options and long term incentive plan awards required by the Companies Act 2006 and those specified for audit by Regulation 11 and Schedule 8 of the Large and Medium-Sized Companies and Groups (Accounts and Reports) Regulations 2008 are included in the Remuneration report. 146 Anglo American plc Annual Report 2015 FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS EMPLOYEE REMUNERATION 27. RETIREMENT BENEFITS See note 39t for the Group’s accounting policy on retirement benefits. The Group operates a number of defined contribution and defined benefit pension plans. It also operates post employment medical plans, principally in South Africa. Defined contribution plans The defined contribution pension and medical cost represents the actual contributions payable by the Group to the various plans. The assets of the defined contribution plans are held separately in independently administered funds. The charge in respect of these plans is calculated on the basis of the contribution payable by the Group in the financial year. The charge for the year for defined contribution pension plans (net of amounts capitalised) was $221 million (2014: $244 million) and for defined contribution medical plans (net of amounts capitalised) was $73 million (2014: $81 million). Defined benefit pension plans and post employment medical plans The Group operates defined benefit pension and medical plans across a number of regions. The most significant plans are in South Africa and the United Kingdom. A summary of the movements in the net pension plan assets and retirement benefit obligations on the Consolidated balance sheet is as follows: US$ million Net liability recognised at 1 January Net income statement charge Remeasurement of net defined benefit obligation Employer contributions to funded pension plans Benefits paid to unfunded plans Disposal of business Other Currency movements Net liability recognised at 31 December Amounts recognised as: Defined benefit pension plans in surplus(1) Retirement benefit obligation – pension plans Retirement benefit obligation – medical plans (1) Included in Other non-current assets on the Consolidated balance sheet. 2015 (889) (60) 290 118 24 41 12 103 (361) 306 (330) (337) (361) 2014 (1,013) (113) (15) 132 15 – 16 89 (889) 184 (615) (458) (889) The majority of the defined benefit pension plans are funded. The assets of these plans are held separately from those of the Group, in independently administered funds, in accordance with statutory requirements or local practice in the relevant jurisdiction. The unfunded liabilities are principally in relation to termination indemnity plans in Chile. The post employment medical plans provide health benefits to retired employees and certain dependants. Eligibility for cover is dependent upon certain criteria. The majority of these plans are unfunded and are principally in South Africa. Independent qualified actuaries carry out full valuations at least every three years using the projected unit credit method. The actuaries have updated the valuations to 31 December 2015. Assumptions are set after consultation with the qualified actuaries. While management believes the assumptions used are appropriate, a change in the assumptions used would impact the Group’s other comprehensive income. Characteristics and risks of plans The defined benefit plans are exposed to risks such as longevity, investment risk, inflation risk, interest rate risk and foreign exchange risk. The weighted average duration of the South African plans is 11 years (2014: 12 years), United Kingdom plans is 18 years (2014: 18 years) and plans in other regions is 14 years (2014: 14 years). This represents the average period over which future benefit payments are expected to be made. Employer contributions are made in accordance with the terms of each plan and may vary from year to year. Employer contributions made to funded plans in the year ended 31 December 2015 were $118 million. In addition $24 million of benefits were paid to unfunded plans and $23 million of benefits were paid in relation to post employment medical plans. The Group expects to contribute $118 million to its pension plans and $20 million to its post employment medical plans in 2016. The responsibility for the governance of the funded retirement benefit plans, including investment and funding decisions, lies with the Trustees of each scheme. South Africa The pension plans in South Africa are in surplus, with the asset recognised on the Consolidated balance sheet restricted to the amount in the Employer Surplus Account, being plan assets less plan liabilities less any contingency reserves as recommended by the funds’ actuaries. The Employer Surplus Account is the amount that the Group is entitled to by way of refund. All pension plans in South Africa are closed to new members and the majority of plans are closed to future benefit accrual. As the plans are in surplus no employer contributions are currently being made. The Group’s provision of anti-retroviral therapy to HIV positive staff does not significantly impact the post employment medical plan liability. United Kingdom The Group operates funded pension plans in the United Kingdom. These plans are closed to new members and to the future accrual of benefits. Certain assets held by the main plans in the United Kingdom are structured to closely match the characteristics of the liabilities through a variety of investment strategies, including the use of interest rate hedging and inflation hedging to manage interest rate risk and inflation rate risk, respectively. The Group is committed to make payments to certain United Kingdom pension plans under deficit funding plans agreed with the respective Trustees. Where the present value of the agreed funding payments exceeds the liability in respect of the plans as measured under IFRS, and would therefore, when paid, give rise to a surplus as measured under IFRS, a provision is recognised for any part of that surplus that would not be recoverable. Any resulting surplus has been assessed to be fully recoverable and as such no provision has been recognised. Anglo American plc Annual Report 2015 147 Financial statements FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS EMPLOYEE REMUNERATION 27. RETIREMENT BENEFITS continued Other Other pension and post employment medical plans primarily comprise obligations in Chile where legislation requires employers to provide for a termination indemnity, entitling employees to a cash payment made on the termination of an employment contract. The features of this provision meet the definition of a post employment benefit obligation and consequently an unfunded liability is recognised on the Consolidated balance sheet. Other plans are in Brazil, Canada and mainland Europe and consist of funded and unfunded pension plans and unfunded medical aid plans. These plans are not considered to be significant to the Group. Actuarial assumptions The principal assumptions used to determine the actuarial present value of benefit obligations and pension charges and credits are detailed below (shown as weighted averages): Defined benefit pension plans Average discount rate for plan liabilities Average rate of inflation Average rate of increase of pensions in payment Post employment medical plans Average discount rate for plan liabilities Average rate of inflation Expected average increase in healthcare costs South Africa United Kingdom 10.3% 7.9% 7.9% 10.3% 7.9% 9.6% 3.9% 3.1% 3.1% 3.9% 3.1% 7.8% 2015 Other 6.8% 3.6% 3.2% 9.1% 6.9% 9.1% South Africa United Kingdom 8.3% 6.2% 6.2% 8.3% 6.2% 7.9% 3.6% 3.1% 3.2% 3.9% 3.3% 8.0% 2014 Other 6.4% 3.5% 3.2% 7.0% 5.2% 7.7% Mortality assumptions are determined based on standard mortality tables with adjustments, as appropriate, to reflect experience of conditions locally. In  South Africa, the PA90 tables are used. The main plans in the United Kingdom use either SAPS tables or Club Vita models with plan specific adjustments based on mortality investigations. The mortality tables used imply that a male or female aged 60 at the balance sheet date has the following future life expectancy (shown as weighted averages): Years South Africa United Kingdom Other 2015 19.8 28.2 22.8 Male 2014 19.9 28.7 22.8 2015 24.5 30.0 27.2 Female 2014 24.6 30.2 27.1 The table below summarises the expected life expectancy from the age of 60 for a male or female aged 45 at the balance sheet date. When viewed together with the respective life expectancy at age 60 in the table above this indicates the anticipated improvement in life expectancy (shown as weighted averages): Years South Africa United Kingdom Other 2015 19.8 29.6 25.1 Male 2014 19.9 29.7 23.3 2015 24.5 32.0 29.3 Female 2014 24.6 31.9 27.5 Sensitivity analysis Significant actuarial assumptions for the determination of pension and medical plan liabilities are the discount rate, inflation rate and mortality. The sensitivity analysis below has been provided by local actuaries on an approximate basis based on changes in the assumptions occurring at the end of the year, assuming that all other assumptions are held constant and the effect of interrelationships is excluded. The effect on plan liabilities is as follows: US$ million Discount rate – 0.5% decrease Inflation rate – pension plans – 0.5% increase Inflation rate – medical plans – 0.5% increase Life expectancy – increase by 1 year Income statement The amounts recognised in the Consolidated income statement are as follows: US$ million Amount charged within operating costs Net charge to net finance costs Total charge to the income statement (1) Includes interest expense on surplus restriction of $13 million. South Africa United Kingdom (57) (39) (17) (48) (360) (169) – (126) Other (14) (10) (3) (4) Post employment medical plans 4 33 37 Pension plans 14 9(1) 23 2015 Total 18 42 60 Post employment medical plans 4 37 41 Pension plans 54 18 72 2015 Total (431) (218) (20) (178) 2014 Total 58 55 113 148 Anglo American plc Annual Report 2015 FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS EMPLOYEE REMUNERATION 27. RETIREMENT BENEFITS continued Comprehensive income The amounts recognised in the Consolidated statement of comprehensive income are as follows: US$ million Return on plan assets, excluding interest income Actuarial gains/(losses) on plan liabilities(1) Movement in surplus restriction Remeasurement of net defined benefit obligation Post employment medical plans – 23 – 23 Pension plans (125) 401 (9) 267 2015 Total (125) 424 (9) 290 Post employment medical plans (1) (8) – (9) Pension plans 542 (527) (21) (6) 2014 Total 541 (535) (21) (15) (1) Comprises gains/(losses) from changes in financial and demographic assumptions as well as experience on plan liabilities. Pension plan assets and liabilities by geography The split of the present value of funded and unfunded obligations in defined benefit pension plans and the fair value of pension assets at 31 December is as follows: US$ million Equity Corporate bonds Government bonds Cash Other Fair value of pension plan assets(1) Active members Deferred members Pensioners Present value of funded obligations Present value of unfunded obligations(2) Net surplus/(deficit) in pension plans Surplus restriction Recognised retirement benefit assets/(liabilities) Amounts in the Consolidated balance sheet Defined benefit pension plans in surplus Retirement benefit obligation – pension plans South Africa 354 247 459 66 – 1,126 (7) (12) (827) (846) – 280 (156) 124 124 – 124 United Kingdom 857 1,356 1,378 51 199 3,841 (179) (1,401) (2,242) (3,822) – 19 – 19 182 (163) 19 2015 Total 1,220 1,636 1,872 118 205 5,051 (203) (1,418) (3,136) (4,757) (161) 133 (157) (24) 306 (330) (24) Other 9 33 35 1 6 84 (17) (5) (67) (89) (161) (166) (1) (167) – (167) (167) South Africa 454 275 687 69 – 1,485 (9) (24) (1,136) (1,169) – 316 (182) 134 134 – 134 United Kingdom 885 1,368 1,513 48 203 4,017 (307) (1,672) (2,372) (4,351) – (334) – 2014 Total 1,350 1,709 2,237 118 213 5,627 (351) (1,705) (3,601) (5,657) (219) (249) (182) Other 11 66 37 1 10 125 (35) (9) (93) (137) (219) (231) – (334) (231) (431) 50 (384) (334) – (231) (231) 184 (615) (431) (1) The fair value of assets is used to determine the funding level of the plans. The fair value of the assets of the funded plans was sufficient to cover 106% (2014: 99%) of the benefits that had accrued to members after allowing for expected increases in future earnings and pensions. Includes $151 million (2014: $214 million) relating to active members. (2) All investments have been fair valued based on quoted market prices. Movement analysis The changes in the fair value of plan assets are as follows: US$ million At 1 January Effects of settlements Interest income Return on plan assets, excluding interest income Contributions paid by employer to funded pension plans Benefits paid(2) Other Currency movements At 31 December (1) The actual return on assets in respect of pension plans was $135 million (2014: $826 million). (2) Includes $10 million (2014: $10 million) of benefits paid to defined contribution plans. Post employment medical plans 14 – 1 – – (1) – (1) 13 Pension plans 5,627 (6) 260(1) (125)(1) 118 (243) 5 (585) 5,051 2015 Total 5,641 (6) 261 (125) 118 (244) 5 (586) 5,064 Post employment medical plans 17 – 1 (1) – (1) – (2) 14 Pension plans 5,315 (4) (1) 284 542 132 (236) 6 (412) 5,627 (1) 2014 Total 5,332 (4) 285 541 132 (237) 6 (414) 5,641 Anglo American plc Annual Report 2015 149 Financial statements FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS EMPLOYEE REMUNERATION 27. RETIREMENT BENEFITS continued The changes in the present value of defined benefit obligations are as follows: US$ million At 1 January Current service costs Effects of curtailments/settlements Interest cost Actuarial gain/(loss) arising from changing financial assumptions Actuarial gain arising from changing demographic assumptions Actuarial gain arising from experience adjustment Benefits paid Disposal of business Other Currency movements At 31 December Post employment medical plans (472) (4) – (34) 18 – 5 23 – – 114 (350) Pension plans (5,876) (21) 6 (256) 221 40 140 257 41 (5) 535 (4,918) 2015 Total (6,348) (25) 6 (290) 239 40 145 280 41 (5) 649 (5,268) Post employment medical plans (494) (4) – (38) (9) 1 – 27 – – 45 (472) Pension plans (5,674) (25) (17) (302) (548) 19 2 241 – (6) 434 (5,876) 2014 Total (6,168) (29) (17) (340) (557) 20 2 268 – (6) 479 (6,348) 28. SHARE-BASED PAYMENTS See note 39u for the Group’s accounting policy on share-based payments. During the year ended 31 December 2015 the Group had share-based payment arrangements with employees relating to shares of the Company, the details of which are described in the Remuneration report. All of these Company schemes are equity settled, either by award of ordinary shares (BSP, LTIP and SIP) or award of options to acquire ordinary shares (ESOS, DOP and SAYE). The ESOS is now closed to new participants, having been replaced with the BSP, and there have been no outstanding awards since 31 December 2014. No options have been granted under the DOP. The total share-based payment charge relating to Anglo American plc shares for the year is split as follows: US$ million BSP LTIP Other schemes Share-based payment charge relating to Anglo American plc shares(1) 2015 88 42 5 135 2014 94 60 3 157 (1) In addition, there are equity settled share-based payment charges of $47 million (2014: $58 million) relating to Kumba Iron Ore Limited shares and $26 million (2014: $35 million) relating to Anglo American Platinum Limited shares. Certain business units also operate cash settled employee share-based payment schemes. These schemes had a charge of $1 million (2014: $8 million). Schemes settled by award of ordinary shares The fair value of ordinary shares under the BSP, LTIP and LTIP-ROCE, being the more material schemes, was calculated using a Black Scholes model. The fair value of shares awarded under the LTIP-TSR scheme was calculated using a Monte Carlo model. The awards were granted on 03/03/15 (2014: 07/03/14) with a share price of £12.05 (2014: £14.63). These awards have a contractual life of three years and are conditional on three years continuous employment. The LTIP-ROCE and LTIP-TSR awards are conditional on a Group ROCE target and market based performance conditions, respectively, being achieved. The following assumptions were used in the valuation of the awards: expected volatility of 35% (2014: 35%) based on historic volatility over the last five years; risk free interest rate of 0.9% (2014: 1.1%) based on the yield on zero-coupon UK government bonds with a term similar to the expected life of the award; expected departures rate of 5% pa (2014: 5% pa); and a dividend yield of 2.1% (2014: 2.1%). The awards granted during the year under these assumptions are summarised below: BSP LTIP LTIP-ROCE LTIP-TSR 2015 Fair value at date of grant (weighted average)(£) 12.05 12.05 12.05 5.30 Number of instruments⁽¹⁾ 5,560,276 2,792,470 827,674 827,674 2014 Fair value at date of grant (weighted average)(£) 14.63 14.63 14.63 7.87 Number of instruments⁽¹⁾ 5,128,574 1,934,900 613,682 613,682 (1) The number of instruments used in the fair value models may differ from the total number of instruments awarded in the year due to awards made subsequent to the fair value calculations. The fair value calculated per the assumptions above has been applied to the total number of awards. The difference in income statement charge is not considered significant. The charges arising in respect of the other Anglo American plc employee share schemes that the Group operated during the year are not considered material. 150 Anglo American plc Annual Report 2015 FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS GROUP STRUCTURE AND TRANSACTIONS 28. SHARE-BASED PAYMENTS continued The movements in the number of shares for the more significant share-based payment arrangements are as follows: Bonus Share Plan(1) Ordinary shares of 5486/91 US cents may be awarded under the terms of this scheme for no consideration. Number of awards Outstanding at 1 January Conditionally awarded in year Vested in year Forfeited or expired in year Outstanding at 31 December 2015 2014 12,104,010 10,871,470 5,128,574 5,560,276 (2,937,812) (2,144,872) (2,102,712) (1,751,162) 12,623,762 12,104,010 (1) The BSP was approved by shareholders in 2004 as a replacement for the ESOS. Further information in respect of the BSP, including performance conditions, is shown in the Remuneration report. Long Term Incentive Plan(1) Ordinary shares of 5486/91 US cents may be awarded under the terms of this scheme for no consideration. Number of awards Outstanding at 1 January Conditionally awarded in year Vested in year Forfeited or expired in year Outstanding at 31 December 2015 6,131,998 4,447,817 (1,313,835) (707,091) 8,558,889 2014 4,762,211 3,162,264 (986,324) (806,153) 6,131,998 (1) The early vesting of share awards is permitted at the discretion of the Company upon, inter alia, termination of employment, ill health or death. The LTIP awards are contingent on pre-established performance criteria being met. Further information in respect of this scheme is shown in the Remuneration report. 29. ASSETS AND LIABILITIES HELD FOR SALE Assets classified as held for sale as at 31 December 2015 of $27 million and associated liabilities of $17 million principally relate to the Kimberley Mines (De Beers) in South Africa. The sale transaction was announced on 1 December 2015 and completion was subsequently announced on 21 January 2016. The Group’s investment in the Lafarge Tarmac joint venture (Corporate and other) was classified as held for sale at 30 June 2015, and the disposal subsequently completed on 17 July 2015, see note 30. 30. DISPOSALS OF SUBSIDIARIES AND JOINT VENTURES US$ million Property, plant and equipment Investments in joint ventures Other non-current assets Current assets Current liabilities Non-current liabilities Net assets disposed Consideration net of transaction costs Cash and cash equivalents disposed Cash inflow from hedging of proceeds Net cash inflow Loss on transfer to held for sale Cumulative translation loss recycled from reserves Other credits Net loss on disposal Tarmac businesses – 1,539 – – – – 1,539 1,543 – 13 1,556 (100) (101) 12 (172) Anglo American Norte 412 – 73 316 (119) (114) 568 281 (82) – 199 – – – (287) 2015 Total 412 1,539 73 316 (119) (114) 2,107 1,824 (82) 13 1,755 (100) (101) 12 (459) Anglo American plc Annual Report 2015 151 Financial statements FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS GROUP STRUCTURE AND TRANSACTIONS 30. DISPOSALS OF SUBSIDIARIES AND JOINT VENTURES continued 2015 Tarmac businesses On 17 July 2015, the Group completed the sale of its 50% ownership interest in Lafarge Tarmac (Corporate and other) to Lafarge for cash proceeds of approximately £992 million ($1,559 million, which includes $13 million of proceeds on a related hedge). In addition, during the year the Group disposed of the majority of its interests in Tarmac Middle East (Corporate and other), which supplies aggregates, asphalt and road base contracting services to the Middle East construction industry. The net loss on disposal of Tarmac businesses of $172 million comprises a net cash inflow of $1,556 million less net assets disposed of $1,539 million, a loss on transfer to held for sale of $100 million (recognised in the six months ended 30 June 2015), a cumulative translation loss recycled from reserves of $101 million, and other credits of $12 million. The net loss is recorded in non-operating special items (see note 6). The post-tax loss is also $172 million. Anglo American Norte On 11 September 2015, the Group completed the sale of its interest in Anglo American Norte S.A. (AA Norte) (Copper). The company consists of the Mantoverde and Mantos Blancos copper mines located in northern Chile. The consideration comprised $300 million in cash plus deferred consideration up to a maximum of $200 million, contingent upon factors including the average London Metals Exchange copper price and any future decision to pursue the sulphide life extension of the Mantoverde mine. At 31 December 2015 the remaining deferred contingent consideration, of up to $150 million, has been valued at nil. A pre-tax loss of $287 million (post-tax $350 million) on disposal has been recorded in non-operating special items (see note 6) which comprises net consideration of $281 million less net assets disposed of $568 million. Other In addition to the above, the Group incurred a net cash outflow of $10 million relating, inter alia, to payments in respect of provisions recognised on completion of disposals in prior years. 2014 There were no significant disposals in 2014. Disposal proceeds of $44 million received in 2014 primarily related to deferred consideration from the sale of certain Tarmac Quarry Materials’ operations prior to the formation of the Lafarge Tarmac joint venture in 2013. 31. NON-CONTROLLING INTERESTS Non-controlling interests that are material to the Group relate to the following subsidiaries: • Kumba Iron Ore Limited (Kumba Iron Ore), which is a company incorporated in South Africa and listed on the JSE. Its principal mining operations are the Sishen, Kolomela and Thabazimbi iron ore mines which are located in South Africa. Non-controlling interests hold an effective 46.3% interest in the operations of Kumba Iron Ore, comprising the 30.3% interest held by other shareholders in Kumba Iron Ore and the 23% of Kumba Iron Ore’s principal operating subsidiary, Sishen Iron Ore Company (Proprietary) Limited, that is held by shareholders outside the Group. • Anglo American Sur SA (Anglo American Sur), which is a company incorporated in Chile. Its principal operations are the Los Bronces and El Soldado copper mines and the Chagres smelting plant, which are located in Chile. Non-controlling interests hold a 49.9% interest in Anglo American Sur. US$ million (Loss)/profit attributable to non-controlling interests Equity attributable to non-controlling interests Dividends paid to non-controlling interests Kumba Iron Ore Anglo American Sur 52 731 (131) (55) 2,130 (62) Other(1) (215) 1,912 (49) 2015 Total (218) 4,773 (242) Kumba Iron Ore Anglo American Sur 614 1,060 (674) 218 2,212 (116) Other(1) 157 2,488 (33) 2014 Total 989 5,760 (823) (1) Other consists of individually immaterial non-controlling interests. Summarised financial information on a 100% basis and before inter-company eliminations for Kumba Iron Ore and Anglo American Sur is as follows: US$ million Non-current assets Current assets Current liabilities Non-current liabilities Net assets Revenue Profit/(loss) for the financial year(1) Total comprehensive (expense)/income Net cash inflow from operating activities (1) Stated after special items. See note 6. There were no significant changes in ownership interests in subsidiaries in 2015 or 2014. 2015 2014 Kumba Iron Ore 2,205 931 (320) (1,189) 1,627 Anglo American Sur 4,419 751 (271) (627) 4,272 2,876 43 (566) 1,119 2,080 (102) (108) 599 Kumba Iron Ore 3,405 1,161 (841) (1,271) 2,454 Anglo American Sur 4,746 958 (616) (653) 4,435 4,388 1,339 1,124 1,657 2,792 441 424 1,136 152 Anglo American plc Annual Report 2015 FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS ADDITIONAL DISCLOSURES 32. CALLED-UP SHARE CAPITAL AND CONSOLIDATED EQUITY ANALYSIS Called-up share capital Called-up, allotted and fully paid: 5% cumulative preference shares of £1 each Ordinary shares of 5486/91 US cents each: At 1 January and 31 December Number of shares US$ million Number of shares US$ million 2015 2014 50,000 – 50,000 – 1,405,465,332 772 1,405,465,332 772 During 2015, no ordinary shares were allotted to non-executive directors (2014: no ordinary shares were allotted to non-executive directors). Excluding shares held in treasury (but including the shares held by the Group in other structures, as outlined in the Tenon and Employee benefit trust sections below) the number and carrying value of called-up, allotted and fully paid ordinary shares as at 31 December 2015 was 1,401,861,508 and $770 million (2014: 1,396,671,247 and $767 million). At general meetings, every member who is present in person has one vote on a show of hands and, on a poll, every member who is present in person or by proxy has one vote for every ordinary share held. In the event of winding up, the holders of the cumulative preference shares will be entitled to the repayment of a sum equal to the nominal capital paid up, or credited as paid up, on the cumulative preference shares held by them and any accrued dividend, whether such dividend has been earned or declared or not, calculated up to the date of the winding up. Own shares Own shares Treasury shares Own shares held by subsidiaries and employee benefit trusts Total The movement in treasury shares during the year is as follows: Treasury shares At 1 January Transferred to employees in settlement of share awards At 31 December Number of shares US$ million Number of shares US$ million 2015 2014 3,603,824 117,334,305 120,938,129 173 5,878 6,051 8,794,085 116,665,530 125,459,615 481 5,878 6,359 Number of shares US$ million Number of shares US$ million 2015 2014 8,794,085 (5,190,261) 3,603,824 481 (308) 173 11,315,992 (2,521,907) 8,794,085 599 (118) 481 Tenon Tenon Investment Holdings Proprietary Limited (Tenon), a wholly owned subsidiary of Anglo American South Africa Limited (AASA), has entered into agreements with Epoch Investment Holdings Proprietary Limited (Epoch), Epoch Two Investment Holdings Proprietary Limited (Epoch Two) and Tarl Investment Holdings Proprietary Limited (Tarl) (collectively the Investment Companies), each owned by independent charitable trusts whose trustees are independent of the Group. Under the terms of these agreements, the Investment Companies have purchased Anglo American plc shares on the market and have granted to Tenon the right to nominate a third party (which may include Anglo American plc but not any of its subsidiaries) to take transfer of the Anglo American plc shares each has purchased on the market. Tenon paid the Investment Companies 80% of the cost of the Anglo American plc shares including associated costs for this right to nominate, which together with subscriptions by Tenon for non-voting participating redeemable preference shares in the Investment Companies, provided all the funding required to acquire the Anglo American plc shares through the market. These payments by Tenon were sourced from the cash resources of AASA. Tenon is able to exercise its right of nomination at any time up to 31 December 2025 against payment of an average amount of $3.51 per share to Epoch, $5.46 per share to Epoch Two and $4.53 per share to Tarl which will be equal to 20% of the total costs respectively incurred by Epoch, Epoch Two and Tarl in purchasing shares nominated for transfer to the third party. These funds will then become available for redemption of the preference shares issued by the Investment Companies. The amount payable by the third party on receipt of the Anglo American plc shares will accrue to Tenon and, as these are own shares of the Company, any resulting gain or loss recorded by Tenon will not be recognised in the Consolidated income statement of Anglo American plc. Under the agreements, the Investment Companies will receive dividends on the shares they hold and have agreed to waive the right to vote on those shares. The preference shares issued to the charitable trusts are entitled to a participating right of up to 10% of the profit after tax of Epoch and 5% of the profit after tax of Epoch Two and Tarl. The preference shares issued to Tenon will carry a fixed coupon of 3% plus a participating right of up to 80% of the profit after tax of Epoch and 85% of the profit after tax of Epoch Two and Tarl. Any remaining distributable earnings in the Investment Companies, after the above dividends, are then available for distribution as ordinary dividends to the charitable trusts. The structure effectively provides Tenon with a beneficial interest in the price risk on these shares together with participation in future dividend receipts. The Investment Companies will retain legal title to the shares until Tenon exercises its right to nominate a transferee. At 31 December 2015 the Investment Companies together held 112,300,129 (2014: 112,300,129) Anglo American plc shares, which represented 8.0% (2014: 8.0%) of the ordinary shares in issue (excluding treasury shares) with a market value of $498 million (2014: $2,100 million). The Investment Companies are not permitted to hold more than an aggregate of 10% of the issued share capital of Anglo American plc at any one time. The Investment Companies are considered to be structured entities. Although the Group has no voting rights in the Investment Companies and cannot appoint or remove trustees of the charitable trusts, the Group considers that the agreement outlined above, including Tenon’s right to nominate the transferee of the Anglo American plc shares held by the Investment Companies, result in the Group having control over the Investment Companies as defined under IFRS 10. Accordingly, the Investment Companies are required to be consolidated by the Group. Anglo American plc Annual Report 2015 153 Financial statements FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS ADDITIONAL DISCLOSURES 32. CALLED-UP SHARE CAPITAL AND CONSOLIDATED EQUITY ANALYSIS continued Employee benefit trust The provision of shares to certain of the Company’s share option and share incentive schemes may be facilitated by an employee benefit trust or settled by the issue of treasury shares. Shares held by the trust are recorded as own shares, and the carrying value is shown as a reduction within shareholders’ equity. The employee benefit trust has waived the right to receive dividends on these shares. The costs of operating the trust are borne by the Group but are not material. The market value of the 1 share (2014: 1 share) held by the trust at 31 December 2015 was $4 (2014: $19). Consolidated equity analysis Fair value and other reserves comprise: US$ million At 1 January 2014 Total comprehensive expense Equity settled share-based payment schemes At 1 January 2015 Total comprehensive expense Equity settled share-based payment schemes Other At 31 December 2015 Share-based payment reserve 548 – (8) 540 – (41) – 499 Available for sale reserve 571 (115) – 456 (153) – – 303 Cash flow hedge reserve 9 (7) – 2 9 – – 11 Other reserves(1) 140 – – 140 – – (17) 123 Total fair value and other reserves 1,268 (122) (8) 1,138 (144) (41) (17) 936 (1) Other reserves comprise a capital redemption reserve of $115 million (2014: $115 million), a revaluation reserve of nil (2014: $17 million) and a legal reserve of $8 million (2014: $8 million). 33. AUDITOR’S REMUNERATION US$ million Paid to the Company’s auditor for audit of the Anglo American plc Annual Report Paid to the Company’s auditor for other services to the Group Audit of the Company’s subsidiaries Total audit fees Audit related assurance services(1) Taxation compliance services Taxation advisory services Other assurance services(2) Other non-audit services Total non-audit fees Paid/payable to Deloitte 2015 Paid/payable to auditor (if not Deloitte) Paid/payable to Deloitte 2014 Paid/payable to auditor (if not Deloitte) United Kingdom Overseas Total Overseas United Kingdom Overseas Total Overseas 1.5 2.1 3.6 – 1.6 2.5 4.1 – 0.5 2.0 0.6 – 0.1 0.3 0.4 1.4 5.9 8.0 1.3 0.2 0.4 0.4 0.7 3.0 6.4 10.0 1.9 0.2 0.5 0.7 1.1 4.4 0.2 0.2 – 0.1 0.1 – 0.1 0.3 0.7 2.3 0.7 – 0.2 0.4 0.3 1.6 6.4 8.9 1.7 0.3 1.0 0.4 0.3 3.7 7.1 11.2 2.4 0.3 1.2 0.8 0.6 5.3 0.1 0.1 – – – – – – (1) (2) Includes $1.5 million (2014: $1.4 million) for the interim review. Includes nil (2014: $0.1 million) for the audit of Group pension plans. 154 Anglo American plc Annual Report 2015 FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS ADDITIONAL DISCLOSURES 34. CONTINGENT LIABILITIES The Group is subject to various claims which arise in the ordinary course of business. Additionally, the Group has provided indemnities against certain liabilities as part of agreements for the sale or other disposal of business operations. Having taken appropriate legal advice, the Group believes that a material liability arising from the indemnities provided is remote. The Group is required to provide guarantees in several jurisdictions in respect of environmental restoration and decommissioning obligations. The Group has provided for the estimated cost of these activities. No contingent liabilities were secured on the assets of the Group at 31 December 2015 or 31 December 2014. Anglo American South Africa Limited (AASA) AASA, a wholly owned subsidiary of the Company, is a defendant in a number of lawsuits filed in South Africa on behalf of former mineworkers (or their dependants or survivors) who allegedly contracted silicosis working for gold mining companies in which AASA was a shareholder and to which AASA provided various technical and administrative services. The law suits in South Africa against AASA are: (i) Approximately 4,400 separate lawsuits filed in the North Gauteng High Court (Pretoria) which have been referred to arbitration; and (ii) A consolidated class certification application filed in the South Gauteng High Court (Johannesburg) in which AASA is named as one of 32 defendants. AASA is defending the separate lawsuits and is opposing the application for consolidated class certification. AASA, AngloGold Ashanti, Gold Fields, Harmony Gold and Sibanye Gold announced in November 2014 that they had formed an industry working group to address issues relating to compensation and medical care for occupational lung disease in the gold mining industry in South Africa. The companies are in the process of engaging all stakeholders on these matters, including government, organised labour, other mining companies and legal representatives of claimants who have filed legal suits against the companies. These legal proceedings are being defended. The industry working group is seeking a comprehensive solution to address legacy compensation issues and future legal frameworks that is fair to past and current employees and enables companies to continue to be competitive over the long term. Kumba Iron Ore 21.4% undivided share of the Sishen mine mineral rights In December 2013 the Constitutional Court ruled that Sishen Iron Ore Company (SIOC) held a 78.6% undivided share of the Sishen mining right and that, based on the provisions of the Mineral and Petroleum Resources Development Act (MPRDA), only SIOC can apply for, and be granted, the residual 21.4% share of the mining right at the Sishen mine. The grant of the mining right may be made subject to such conditions considered by the Minister of Mineral Resources (‘the Minister’) to be appropriate. SIOC applied for the residual right in early 2014. SIOC received notice from the Department of Mineral Resources (DMR) that the Director General of the DMR had consented to the amendment of SIOC’s mining right in respect of the Sishen mine to include the residual 21.4% undivided share of the mining right for the Sishen mine. The consent letter is subject to certain conditions (which are described by the DMR as ‘proposals’). The conditions contained in the Letter of Grant relate substantively to domestic supply, support for skills development, research and development, and procurement. Until the legal and practical implications of the proposed conditions have been clarified with the DMR, SIOC is unable to accept the conditions. Section 96 of the MPRDA allows for an internal appeal to the Minister. SIOC therefore submitted an internal appeal to the Minister, as required by the MPRDA. SIOC has not yet received a response to its appeal. In the interim, SIOC continues to engage with the DMR in relation to the proposed conditions in order to achieve a mutually beneficial solution. Kumba Iron Ore tax At 31 December 2015, Kumba Iron Ore has certain unresolved tax matters that are currently under review with the South African Revenue Service (SARS). Kumba Iron Ore management has consulted with external tax and legal advisers, who support the positions taken. Nonetheless, Kumba Iron Ore management is actively discussing the issue with SARS with a view to seeking resolution and believes that the accounting for these matters is appropriate in the results for the year ended 31 December 2015. 35. RELATED PARTY TRANSACTIONS The Group has a related party relationship with its subsidiaries, joint operations, associates and joint ventures (see note 37 and 40). Members of the Board and the Group Management Committee are considered to be related parties. The Company and its subsidiaries, in the ordinary course of business, enter into various sale, purchase and service transactions with joint operations, associates, joint ventures and others in which the Group has a material interest. These transactions are under terms that are no less favourable to the Group than those arranged with third parties. US$ million Transactions with related parties Sale of goods and services Purchase of goods and services Balances with related parties Trade and other receivables from related parties Trade and other payables to related parties Loans receivable from related parties(2) Associates Joint ventures Joint operations(1) 2015 2014 2015 2014 2015 2014 28 (425) 7 (135) –(3) 31 (587) 23 (140) 98 3 (183) – (15) 431(4) – (31) 37 (17) 329 123 (2,606) 141 (3,949) 15 (68) 21 28 (97) 23 (1) Represents the portion of balances and transactions with joint operations or joint operation partners that the Group does not have the right to offset against the corresponding amount recorded by the respective joint operations. These amounts primarily relate to purchases by De Beers and Platinum from their joint operations in excess of the Group’s attributable share of their production. Included in Financial asset investments on the Consolidated balance sheet. (2) (3) An impairment charge of $98 million has been recorded against loans receivable from associates during the year. This relates to loans to Atlatsa Resources Corporation (Platinum) and its (4) subsidiaries, which have been fully impaired. The impairment charge is included within operating special items. See note 6 for further details. Includes $200 million receivable from Samancor (Iron Ore and Manganese). Samancor has been accounted for as a joint venture since March 2015, following amendments to the agreement that governs the Group’s interests in Samancor which resulted in the Group acquiring joint control over the business (previously accounted for as an associate). Anglo American plc Annual Report 2015 155 Financial statements FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS ADDITIONAL DISCLOSURES 35. RELATED PARTY TRANSACTIONS continued At 31 December 2015 the directors of the Company and their immediate relatives controlled 0.2% (2014: 0.1%) of the voting shares of the Company. Remuneration and benefits received by directors are disclosed in the Remuneration report. Remuneration and benefits of key management personnel, including directors, are disclosed in note 26. Information relating to pension fund arrangements is disclosed in note 27. Refinancing of Atlatsa In January 2014, Platinum completed the final phase of the refinancing transaction for Atlatsa Resources Corporation, which resulted in an increase in Investments in associates of $69 million, a net decrease in Financial asset investments of $47 million and a net gain of $22 million recorded within Non-operating special items. 36. EVENTS OCCURRING AFTER END OF YEAR There have been no reportable events since 31 December 2015. 37. GROUP COMPANIES The Group consists of the parent company, Anglo American plc, incorporated in the United Kingdom and its subsidiaries, joint operations, joint ventures and associates. For information on the Group’s policies and the nature of any significant judgements in relation to the basis of accounting for interests in other entities, see note 1. Further information on interests in associates and joint ventures is provided in note 13. The Group holds certain interests in both consolidated and unconsolidated structured entities. Further details on consolidated structured entities can be found in note 32. Unconsolidated structured entities consist of employee benefit trusts and community investment vehicles, principally in South Africa. Financial support provided to these entities by the Group is not material. The principal subsidiaries, joint operations, joint ventures and associates of the Group and the Group percentage of equity capital are set out below. All these interests are held indirectly by the parent company and are consolidated within these financial statements. A complete list of the Group’s related undertakings can be found in note 40. Subsidiary undertakings Platinum Anglo American Platinum Limited(3) De Beers De Beers Consolidated Mines Proprietary Limited(4) De Beers Société Anonyme Copper Anglo American Sur SA Anglo American Quellaveco SA Anglo American Norte SA(5) Nickel Anglo American Níquel Brasil Limitada (Barro Alto) Anglo American Níquel Brasil Limitada (Codemin) Niobium and Phosphates(6) Anglo American Nióbio Brasil Limitada Anglo American Fosfatos Brasil Limitada Iron Ore and Manganese Anglo American Minério de Ferro Brasil S.A. Anglo Ferrous Brazil SA Kumba Iron Ore Limited Sishen Iron Ore Company (Proprietary) Limited(7) Coal Anglo American Metallurgical Coal Holdings Limited Anglo Coal(8) Peace River Coal Inc. Proportionately consolidated joint operations Debswana Diamond Company (Proprietary) Limited(10) Namdeb Holdings (Proprietary) Limited(11) Compañía Minera Doña Inés de Collahuasi SCM Capcoal(12) Dawson(12) Drayton(12) Foxleigh(12) Moranbah North(12) See page 157 for footnotes. 156 Anglo American plc Annual Report 2015 Country of incorporation(1) Business South Africa Platinum South Africa Luxembourg Diamonds Diamonds Chile Peru Chile Brazil Brazil Brazil Brazil Brazil Brazil South Africa South Africa Australia South Africa Canada Copper Copper project Copper Nickel project Nickel Niobium Phosphates Iron ore project Iron ore Iron ore Iron ore Coal Coal Coal Country of incorporation(1) Botswana Namibia Chile Australia Australia Australia Australia Australia Business Diamonds Diamonds Copper Coal Coal Coal Coal Coal Percentage of equity owned(2) 2015 78% 74% 85% 50.1% 81.9% – 100% 100% 100% 100% 100% 100% 69.7% 73.9% 100% 100% 100% 2014 78% 74% 85% 50.1% 81.9% 100% 100% 100% 100% 100% 100% 100% 69.7% 73.9% 100% 100% 100% Percentage of equity owned(9) 2015 50% 50% 44% 70% 51% 88.2% 70% 88% 2014 50% 50% 44% 70% 51% 88.2% 70% 88% FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS ADDITIONAL DISCLOSURES 37. GROUP COMPANIES continued Joint ventures Ferroport Logistica Comercial Exportadora S.A.(13) Samancor Holdings Proprietary Limited(14)(15)(16) Groote Eylandt Mining Company Pty Limited (GEMCO)(14)(15) Tasmanian Electro Metallurgical Company Pty Limited (TEMCO)(14)(15) Lafarge Tarmac Holdings Limited(17) AI Futtain Tarmac Quarry Products Limited (18) Tarmac Oman Limited (18) Midmac Tarmac Qatar LLC (18) Country of incorporation(1) Brazil South Africa Australia Australia United Kingdom Dubai Hong Kong Qatar Business Port Manganese Manganese Manganese Heavy building materials Heavy building materials Heavy building materials Heavy building materials Associates Carbones del Cerrejón LLC Cerrejón Zona Norte SA Jellinbah Group Pty Limited(19) Country of incorporation(1) Anguilla Colombia Australia Business Coal Coal Coal Percentage of equity owned(9) 2015 50% 40% 40% 40% – – – – 2014 50% 40% 40% 40% 50% 49% 50% 50% Percentage of equity owned(9) 2015 33.3% 33.3% 33.3% 2014 33.3% 33.3% 33.3% (1) The principal country of operation is the same as the country of incorporation for all entities with the exception of De Beers Société Anonyme, which has worldwide operations. (2) The proportion of voting rights of subsidiaries held by the Group is the same as the proportion of equity owned. (3) The Group’s effective interest in Anglo American Platinum Limited is 79.6% (2014: 79.8%), which includes shares issued as part of a community empowerment deal. (4) The 74% interest in De Beers Consolidated Mines Proprietary Limited (DBCM) is held indirectly through De Beers. The 74% interest represents De Beers’ legal ownership share in DBCM. For accounting purposes De Beers consolidates 100% of DBCM as it is deemed to control the BEE entity, Ponahalo, which holds the remaining 26%. The Group’s effective interest in DBCM is 85%. (5) Non-controlling interest of 0.018%. On 24 August 2015, Anglo American announced that it had reached an agreement to sell its interest in Anglo American Norte SA to an investor consortium. On 11 September 2015 this transaction was completed. See note 30. (6) Niobium and Phosphates are now aggregated, having previously been presented separately (see note 3). (7) The 73.9% interest in Sishen Iron Ore Company (Proprietary) Limited (SIOC) is held indirectly through Kumba Iron Ore Limited, in which the Group has a 69.7% interest. A further 3.1% interest in SIOC is held by the Kumba Envision Trust for the benefit of participants in Kumba’s broad based employee share scheme for non-managerial Historically Disadvantaged South African employees. The Trust meets the definition of a subsidiary under IFRS, and is therefore consolidated by Kumba Iron Ore Limited. Consequently the effective interest in SIOC included in the Group’s results is 53.7%. (8) A division of Anglo Operations Proprietary Limited, a wholly owned subsidiary. (9) All equity interests shown are ordinary shares. (10) The 50% interest in Debswana Diamond Company (Proprietary) Limited is held indirectly through De Beers and is consolidated on a 19.2% proportionate basis, reflecting economic interest. The Group’s effective interest in Debswana Diamond Company (Proprietary) Limited is 16.3%. (11) The 50% interest in Namdeb Holdings (Proprietary) Limited is held indirectly through De Beers. The Group’s effective interest in Namdeb Holdings (Proprietary) Limited is 42.5%. (12) The wholly owned subsidiary Anglo American Metallurgical Coal Holdings Limited holds the proportionately consolidated joint operations. These operations are unincorporated and jointly controlled. (13) Previously LLX Minas-Rio Logistica Comercial Exportadora S.A. (14) Samancor has been accounted for as a joint venture since March 2015, following amendments to the agreement that governs the Group’s interests in Samancor which resulted in the Group acquiring joint control over the business (previously accounted for as an associate). (15) These entities have a 30 June year end. (16) Samancor Holdings Proprietary Limited is the parent company of Hotazel Manganese Mines (HMM) and the Metalloys Smelter. BEE shareholders hold a 27% interest in HMM and therefore the Group’s effective ownership interest in HMM is 29%. (17) On 17 July 2015 the Group disposed of its 50% interest in Lafarge Tarmac Holdings Limited to Lafarge SA. See note 30. (18) The Group disposed of its interest in these joint ventures during December 2015. (19) The Group’s effective interest in the Jellinbah operation is 23.3%. The entity has a 30 June year end. 38. FINANCIAL RISK MANAGEMENT The Board approves and monitors the risk management processes, including documented treasury policies, counterparty limits and controlling and reporting structures. The risk management processes of the Group’s independently listed subsidiaries are in line with the Group’s own policy. The types of risk exposure, the way in which such exposure is managed and quantification of the level of exposure in the Consolidated balance sheet at 31 December is as follows (subcategorised into credit risk, commodity price risk, foreign exchange risk and interest rate risk). See note 24 for liquidity risk. Market risks a) Credit risk Credit risk is the risk that a counterparty to a financial instrument will cause a loss to the Group by failing to pay for its obligation. The Group’s principal financial assets are cash, trade and other receivables, investments and derivative financial instruments. The Group’s maximum exposure to credit risk primarily arises from these financial assets and is as follows: US$ million Cash and cash equivalents Trade and other receivables(1) Financial asset investments(2) Derivative financial assets (1) Trade and other receivables exclude prepayments and tax receivables. (2) Financial asset investments exclude available for sale investments. 2015 6,895 1,885 662 1,149 10,591 2014 6,748 2,465 761 1,133 11,107 The Group limits credit risk on liquid funds and derivative financial instruments through diversification of exposures with a range of financial institutions approved by the Board. Counterparty limits are set for each financial institution with reference to credit ratings assigned by Standard & Poor’s, Moody’s and Fitch Ratings, shareholder equity (in case of relationship banks) and fund size (in case of asset managers). Given the diverse nature of the Group’s operations (both in relation to commodity markets and geographically), and the use of payment security instruments (including letters of credit from financial institutions), it does not have significant concentration of credit risk in respect of trade receivables, with exposure spread over a large number of customers. A provision for impairment of trade receivables is made where there is an identified loss event which, based on previous experience, is evidence of a reduction in the recoverability of the cash flows. Details of the credit quality of trade receivables and the associated provision for impairment are disclosed in note 16. Anglo American plc Annual Report 2015 157 Financial statements FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS ADDITIONAL DISCLOSURES 38. FINANCIAL RISK MANAGEMENT continued b) Commodity price risk The Group’s earnings are exposed to movements in the prices of the commodities it produces. The Group’s policy is to sell its products at prevailing market prices and is generally not to hedge commodity price risk, although some hedging may be undertaken for strategic reasons. In such cases, the Group generally uses forward contracts to hedge the price risk. Certain of the Group’s sales and purchases are provisionally priced, meaning that the selling price is determined normally 30 to 180 days after delivery to the customer, based on quoted market prices stipulated in the contract, and as a result are susceptible to future price movements. The exposure of the Group’s financial assets and liabilities to commodity price risk is as follows: US$ million Total net financial instruments (excluding derivatives) Derivatives 2015 Commodity price linked Commodity price linked Subject to price movements(1) 337 16 353 Fixed price(2) 334 – 334 Not linked to commodity price Subject to price Total movements(1) (11,674) (1,330) (13,004) (11,003) (1,314) (12,317) 498 3 501 Fixed price(2) 649 – 649 Not linked to commodity price 2014 Total (12,590) (1,194) (13,784) (11,443) (1,191) (12,634) (1) (2) Includes provisionally priced trade receivables and trade payables. Includes receivables and payables for commodity sales and purchases not subject to price adjustment at the balance sheet date. Commodity based contracts that are settled through physical delivery of the Group’s production or are used within the production process are classified as normal purchase or sale contracts and are not marked to market. c) Foreign exchange risk As a global business, the Group is exposed to many currencies principally as a result of non-US dollar operating costs and, to a lesser extent, from non-US dollar revenue. The Brazilian real, South African rand and Australian dollar are the most significant non-US dollar currencies influencing costs. A strengthening of the US dollar against the currencies to which the Group is exposed has a positive effect on the Group’s underlying earnings. The Group’s policy is generally not to hedge such exposures given the correlation, over the longer term, with commodity prices and the diversified nature of the Group, though exceptions can be approved by the Group Management Committee. In addition, currency exposures exist in respect of non-US dollar approved capital expenditure projects and non-US dollar borrowings in US dollar functional currency entities. The Group’s policy is that such exposures should be hedged subject to a review of the specific circumstances of the exposure. Analysis of foreign exchange risk associated with net debt balances and the impact of derivatives to hedge against this risk is included within note 24. Net other financial assets (excluding net debt related balances and cash in disposal groups, but including the debit valuation adjustment attributable to derivatives hedging net debt) are $593 million. This includes net assets of $920 million denominated in US dollars and $92 million denominated in Brazilian real, and net liabilities of $231 million denominated in Australian dollars, $217 million denominated in Chilean pesos and $191 million denominated in South African rand. d) Interest rate risk Interest rate risk arises due to fluctuations in interest rates which impact on the value of short term investments and financing activities. The Group is principally exposed to US and South African interest rates. The Group’s policy is to borrow funds at floating rates of interest given the link with economic output and therefore the correlation, over the longer term, with commodity prices. The Group uses interest rate swap contracts to manage its exposure to interest rate movements on its debt. Strategic hedging using fixed rate debt may also be undertaken from time to time if approved by the Group Management Committee. In respect of financial assets, the Group’s policy is to invest cash at floating rates of interest and to maintain cash reserves in short term investments (less than one year) in order to maintain liquidity, while achieving a satisfactory return for shareholders. Analysis of interest rate risk associated with net debt balances and the impact of derivatives to hedge against this risk is included within note 24. Net other financial assets (excluding net debt related balances and cash in disposal groups, but including the debit valuation adjustment attributable to derivatives hedging net debt) of $593 million, are primarily non-interest bearing. 158 Anglo American plc Annual Report 2015 FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS ADDITIONAL DISCLOSURES 38. FINANCIAL RISK MANAGEMENT continued e) Financial instrument sensitivities Financial instruments affected by market risk include borrowings, deposits, derivative financial instruments, trade receivables and trade payables. The following analysis is intended to illustrate the sensitivity of the Group’s financial instruments at 31 December to changes in foreign currencies, commodity prices and interest rates. The sensitivity analysis has been prepared on the basis that the components of net debt, the ratio of fixed to floating interest rates of the debt and derivatives portfolio and the proportion of financial instruments in foreign currencies are all constant and on the basis of the hedge designations in place at 31 December. In addition, the commodity price impact for provisionally priced contracts is based on the related trade receivables and trade payables at 31 December. As a consequence, this sensitivity analysis relates to the position at 31 December. The following assumptions were made in calculating the sensitivity analysis: • all income statement sensitivities also impact equity • for debt and other deposits carried at amortised cost, carrying value does not change as interest rates move • no sensitivity is provided for interest accruals as these are based on pre-agreed interest rates and therefore are not susceptible to further rate changes • no sensitivity has been calculated on derivatives and related underlying instruments designated into fair value hedge relationships as these are assumed materially to offset one another • all hedge relationships are assumed to be fully effective • debt with a maturity of less than one year is floating rate, unless it is a long term fixed rate debt in its final year • translation of foreign subsidiaries and operations into the Group’s presentation currency has been excluded from the sensitivity. Using the above assumptions, the following table shows the illustrative effect on the income statement and equity that would result from reasonably possible changes in the relevant commodity price. US$ million Foreign currency sensitivities(1) +10% US dollar to rand –10% US dollar to rand +10% US dollar to Brazilian real(2) –10% US dollar to Brazilian real(2) +10% US dollar to Australian dollar –10% US dollar to Australian dollar +10% US dollar to Chilean peso –10% US dollar to Chilean peso Commodity price sensitivities 10% increase in the copper price 10% decrease in the copper price 10% increase in the platinum group metals price 10% decrease in the platinum group metals price Interest rate sensitivity 50bps increase in LIBOR(3) 50bps decrease in LIBOR(3) Income (19) 19 (46) 46 9 (9) 21 (24) 117 (117) (13) 13 (32) 32 2015 Equity (19) 19 (46) 46 9 (9) 21 (24) 117 (117) (13) 13 (32) 32 Income (13) 13 (154) 154 30 (30) 36 (40) 103 (103) (21) 21 (33) 33 2014 Equity (13) 13 (154) 154 30 (30) 36 (40) 103 (103) (21) 21 (33) 33 (1) + represents strengthening of US dollar against the respective currency. (2) Includes sensitivities for derivatives related to capital expenditure. (3) Without the impact of capitalised interest, the Group’s sensitivity to a 50bps increase and decrease in LIBOR would be $61 million (2014: $49 million) loss and gain respectively. The above sensitivities are calculated with reference to a single moment in time and are subject to change due to a number of factors including: • fluctuating trade receivable and trade payable balances • derivative instruments and borrowings settled throughout the year • fluctuating cash balances • changes in currency mix. As the sensitivities are limited to year end financial instrument balances, they do not take account of the Group’s sales and operating costs, which are highly sensitive to changes in commodity prices and exchange rates. In addition, each of the sensitivities is calculated in isolation whilst, in reality, commodity prices, interest rates and foreign currencies do not move independently. Anglo American plc Annual Report 2015 159 Financial statements FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS ADDITIONAL DISCLOSURES 39. ACCOUNTING POLICIES Basis of preparation The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) and IFRS Interpretations Committee (IFRIC) interpretations as adopted for use by the European Union, with those parts of the Companies Act 2006 applicable to companies reporting under IFRS and with the requirements of the Disclosure and Transparency rules of the Financial Conduct Authority in the United Kingdom as applicable to periodic financial reporting. The financial statements have been prepared under the historical cost convention as modified by the revaluation of pension assets and liabilities and certain financial instruments. A summary of the principal Group accounting policies is set out below. The preparation of financial statements in conformity with generally accepted accounting principles requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Although these estimates are based on management’s best knowledge of the amount, event or actions, actual results ultimately may differ from those estimates. As permitted by UK company law, the Group’s results are presented in US dollars, the currency in which its business is primarily conducted. Sales of metal concentrate are stated at their invoiced amount which is net of treatment and refining charges. Sales of certain commodities are provisionally priced such that the price is not settled until a predetermined future date and is based on the market price at that time. Revenue on these sales is initially recognised (when the above criteria are met) at the current market price. Provisionally priced sales are marked to market at each reporting date using the forward price for the period equivalent to that outlined in the contract. This mark to market adjustment is recognised in revenue, see note 4 for more information on provisional price adjustments. Revenues from the sale of material by-products are included within revenue. Where a by-product is not regarded as significant, revenue may be credited against the cost of sales. Revenue from services is recognised as services are rendered and accepted by the customer. Amounts billed to customers in respect of shipping and handling activities are classified as revenue where the Group is responsible for freight. In situations where the Group is acting as an agent, amounts billed to customers are offset against the relevant costs. Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable. Dividend income from investments is recognised when the shareholders’ rights to receive payment have been established. Going concern The directors have, at the time of approving the financial statements, a reasonable expectation that the Company and the Group have adequate resources to continue in operational existence for the foreseeable future. Thus the going concern basis of accounting in preparing the financial statements continues to be adopted. Further details are contained in the Directors’ report on page 190. Basis of consolidation The financial statements incorporate a consolidation of the financial statements of the Company and entities controlled by the Company (its subsidiaries). Control is achieved where the Company is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. The results of subsidiaries acquired or disposed of during the year are included in the income statement from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the results of subsidiaries, joint arrangements and associates to bring their accounting policies into line with those used by the Group. Intra-group transactions, balances, income and expenses are eliminated on consolidation, where appropriate. For non-wholly owned subsidiaries, non-controlling interests are presented in equity separately from the equity attributable to shareholders of the Company. Profit or loss and other comprehensive income are attributed to the shareholders of the Company and to non-controlling interests even if this results in the non-controlling interests having a deficit balance. Changes in ownership interest in subsidiaries that do not result in a change in control are accounted for in equity. The carrying amounts of the controlling and non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiary. Any difference between the amount by which the non-controlling interest is adjusted and the fair value of the consideration paid or received is recorded directly in equity and attributed to the shareholders of the Company. 39a. Revenue recognition Revenue is derived principally from the sale of goods and is measured at the fair value of consideration received or receivable, after deducting discounts, volume rebates, value added tax and other sales taxes. A sale is recognised when the significant risks and rewards of ownership have passed. This is usually when title and insurance risk have passed to the customer and the goods have been delivered to a contractually agreed location. 39b. Borrowing costs Interest on borrowings directly relating to the financing of qualifying assets in the course of construction is added to the capitalised cost of those projects under ‘Capital works in progress’, until such time as the assets are substantially ready for their intended use or sale. Where funds have been borrowed specifically to finance a project, the amount capitalised represents the actual borrowing costs incurred. Where the funds used to finance a project form part of general borrowings, the amount capitalised is calculated using a weighted average of rates applicable to relevant general borrowings of the Group during the period. All other borrowing costs are recognised in the income statement in the period in which they are incurred. 39c. Tax The tax expense includes the current tax and deferred tax charge recognised in the income statement. Current tax payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are not taxable or deductible. The Group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting date. Deferred tax is recognised in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary differences arise from the initial recognition of goodwill or of an asset or liability in a transaction (other than in a business combination) that affects neither taxable profit nor accounting profit. Deferred tax liabilities are recognised for taxable temporary differences arising on investments in subsidiaries, joint arrangements and associates except where the Group is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. The carrying amount of deferred tax assets is reviewed at each reporting date and is adjusted to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised, based on the laws that have been enacted or substantively enacted by the reporting date. Deferred tax is charged or credited to the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also taken directly to equity. 160 Anglo American plc Annual Report 2015 FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS ADDITIONAL DISCLOSURES 39. ACCOUNTING POLICIES continued Deferred tax assets and liabilities are offset when they relate to income taxes levied by the same taxation authority and the Group intends to settle its current tax assets and liabilities on a net basis in that taxation authority. 39d. Business combinations and goodwill arising thereon The identifiable assets, liabilities and contingent liabilities of a subsidiary, a joint arrangement or an associate, which can be measured reliably, are recorded at their provisional fair values at the date of acquisition. Goodwill is the fair value of the consideration transferred (including contingent consideration and previously held non-controlling interests) less the fair value of the Group’s share of identifiable net assets on acquisition. Where a business combination is achieved in stages, the Group’s previously held interests in the acquiree are remeasured to fair value at the acquisition date and the resulting gain or loss is recognised in the income statement. Amounts arising from interests in the acquiree prior to the acquisition date that have previously been recognised in other comprehensive income are reclassified to the income statement, where such treatment would be appropriate if that interest were disposed of. Transaction costs incurred in connection with the business combination are expensed. Provisional fair values are finalised within 12 months of the acquisition date. Goodwill in respect of subsidiaries and joint operations is included within intangible assets. Goodwill relating to associates and joint ventures is included within the carrying value of the investment. Where the fair value of the identifiable net assets acquired exceeds the cost of the acquisition, the surplus, which represents the discount on the acquisition, is recognised directly in the income statement in the period of acquisition. For non-wholly owned subsidiaries, non-controlling interests are initially recorded at the non-controlling interests’ proportion of the fair values of net assets recognised at acquisition. 39e. Non-mining licences and other intangibles Non-mining licences and other intangibles are measured at cost less accumulated amortisation and accumulated impairment losses. Intangible assets acquired as part of an acquisition of a business are capitalised separately from goodwill if the asset is separable or arises from contractual or legal rights and the fair value can be measured reliably on initial recognition. Intangible assets are amortised over their estimated useful lives, usually between 3 and 20 years, except goodwill and those intangible assets that are considered to have indefinite lives. For intangible assets with a finite life, the amortisation period is determined as the period over which the Group expects to obtain benefits from the asset, taking account of all relevant facts and circumstances including contractual lives and expectations about the renewal of contractual arrangements without significant incremental costs. An intangible asset is deemed to have an indefinite life when, based on an analysis of all of the relevant factors, there is no foreseeable limit to the period over which the asset is expected to generate cash flows for the Group. Amortisation methods, residual values and estimated useful lives are reviewed at least annually. 39f. Impairment of goodwill Goodwill arising on business combinations is allocated to the group of cash generating units (CGUs) that is expected to benefit from synergies of the combination, and represents the lowest level at which goodwill is monitored by the Group’s board of directors for internal management purposes. The recoverable amount of the CGU, or group of CGUs, to which goodwill has been allocated is tested for impairment annually, or when events or changes in circumstances indicate that it may be impaired. Any impairment loss is recognised immediately in the income statement. Impairment of goodwill is not subsequently reversed. 39g. Property, plant and equipment Property, plant and equipment is stated at cost, less accumulated depreciation and accumulated impairment losses. Cost is the fair value of consideration required to acquire and develop the asset and includes the purchase price, acquisition of mineral rights, costs directly attributable to bring the asset to its location and condition necessary for it to be capable of operating in the manner intended by management, the initial estimate of any decommissioning obligation and, for assets that take a substantial period of time to get ready for their intended use, borrowing costs. Gains or losses on disposal of property, plant and equipment are determined by comparing the proceeds from disposal with the carrying amount. The gain or loss is recognised in the income statement. Depreciation of property, plant and equipment Mining properties are depreciated to their residual values using the unit of production method based on Proved and Probable Ore Reserves and, in certain limited circumstances, other Mineral Resources included in the Life of Mine Plan. These other Mineral Resources are included in depreciation calculations where, taking into account historic rates of conversion to Ore Reserves, there is a high degree of confidence that they will be extracted in an economic manner. This is the case principally for diamond operations, where depreciation calculations are based on Diamond Reserves and Diamond Resources included in the Life of Mine Plan. This reflects the unique nature of diamond deposits where, due to the difficulty in estimating grade, Life of Mine Plans frequently include significant amounts of Indicated or Inferred Resources. Buildings and items of plant and equipment for which the consumption of economic benefit is linked primarily to utilisation or to throughput rather than production, are depreciated to their residual values at varying rates on a straight line basis over their estimated useful lives, or the Reserve Life, whichever is shorter. Estimated useful lives normally vary from up to 20 years for items of plant and equipment to a maximum of 50 years for buildings. Under limited circumstances, items of plant and equipment may be depreciated over a period that exceeds the Reserve Life by taking into account additional Mineral Resources other than Proved and Probable Reserves included in the Life of Mine Plan, after making allowance for expected production losses based on historic rates of resource conversion. ‘Capital works in progress’ are measured at cost less any recognised impairment. Depreciation commences when the assets are capable of operating in the manner intended by management, at which point they are transferred to the appropriate asset class. Land is not depreciated. When parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items (major components). Depreciation methods, residual values and estimated useful lives are reviewed at least annually. Assets held under finance leases are depreciated over the shorter of the lease term and the estimated useful lives of the assets. 39h. Deferred stripping The removal of rock or soil overlying a mineral deposit, overburden, and other waste materials is often necessary during the initial development of an open pit mine site, in order to access the mineral ore deposit. The process of removing overburden and other mine waste materials is referred to as stripping. The directly attributable cost of this activity is capitalised in full within ‘Mining properties and leases’, until the point at which the mine is considered to be capable of operating in the manner intended by management. This is classified as expansionary capital expenditure, within investing cash flows. The removal of waste material after the point at which depreciation commences is referred to as production stripping. When the waste removal activity improves access to ore extracted in the current period, the costs of production stripping are charged to the income statement as operating costs in accordance with the principles of IAS 2 Inventories. Anglo American plc Annual Report 2015 161 Financial statements FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS ADDITIONAL DISCLOSURES 39. ACCOUNTING POLICIES continued Where production stripping activity both produces inventory and improves access to ore in future periods the associated costs of waste removal are allocated between the two elements. The portion which benefits future ore extraction is capitalised within ‘Mining properties and leases’. This is classified as stripping and development capital expenditure, within investing cash flows. If the amount to be capitalised cannot be specifically identified it is determined based on the volume of waste extracted compared with expected volume for the identified component of the orebody. Components are specific volumes of a mine’s orebody that are determined by reference to the Life of Mine Plan. In certain instances significant levels of waste removal may occur during the production phase with little or no associated production. This may occur at both open pit and underground mines, for example longwall development. The cost of this waste removal is capitalised in full to ‘Mining properties and leases’. All amounts capitalised in respect of waste removal are depreciated using the unit of production method based on Proved and Probable Ore Reserves of the component of the orebody to which they relate. The effects of changes to the Life of Mine Plan on the expected cost of waste removal or remaining Ore Reserves for a component are accounted for prospectively as a change in estimate. 39i. Impairment of property, plant and equipment and intangible assets excluding goodwill At each reporting date, the Group reviews the carrying amounts of its property, plant and equipment and intangible assets to determine whether there is any indication that those assets are impaired. If such an indication exists, the recoverable amount of the asset is estimated in order to determine the extent of any impairment. Where the asset does not generate cash flows that are independent from other assets, the Group estimates the recoverable amount of the CGU to which the asset belongs. An intangible asset with an indefinite useful life is tested for impairment annually and whenever there is an indication that the asset may be impaired. Recoverable amount is the higher of fair value less costs of disposal and value in use (VIU). In assessing VIU, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which estimates of future cash flows have not been adjusted. If the recoverable amount of an asset or CGU is estimated to be less than its carrying amount, the carrying amount of the asset or CGU is reduced to its recoverable amount. An impairment loss is recognised in the income statement. Where an impairment loss subsequently reverses, the carrying amount of the asset or CGU is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment been recognised for the asset or CGU. A reversal of an impairment loss is recognised in the income statement. 39j. Exploration and evaluation expenditure Exploration and evaluation expenditure is expensed in the year in which it is incurred. Exploration expenditure is the cost of exploring for Mineral Resources other than that occurring at existing operations and projects and comprises geological and geophysical studies, exploratory drilling and sampling and resource development. Evaluation expenditure includes the cost of conceptual and pre-feasibility studies and evaluation of Mineral Resources at existing operations. When a decision is taken that a mining project is technically feasible and commercially viable, usually after a pre-feasibility study has been completed, subsequent directly attributable expenditure, including feasibility study costs, are considered development expenditure and are capitalised within property, plant and equipment. Exploration properties acquired are recognised in the balance sheet when management considers that their value is recoverable. These properties are measured at cost less any accumulated impairment losses. 162 Anglo American plc Annual Report 2015 39k. Associates and joint arrangements Associates are investments over which the Group has significant influence, which is the power to participate in the financial and operating policy decisions of the investee, but without the ability to exercise control or joint control. Typically the Group owns between 20% and 50% of the voting equity of its associates. Joint arrangements are arrangements in which the Group shares joint control with one or more parties. Joint control is the contractually agreed sharing of control of an arrangement, and exists only when decisions about the activities that significantly affect the arrangement’s returns require the unanimous consent of the parties sharing control. Joint arrangements are classified as either joint operations or joint ventures based on the rights and obligations of the parties to the arrangement. In joint operations, the parties have rights to the assets and obligations for the liabilities relating to the arrangement, whereas in joint ventures, the parties have rights to the net assets of the arrangement. Joint arrangements that are not structured through a separate vehicle are always joint operations. Joint arrangements that are structured through a separate vehicle may be either joint operations or joint ventures depending on the substance of the arrangement. In these cases, consideration is given to the legal form of the separate vehicle, the terms of the contractual arrangement and, when relevant, other facts and circumstances. When the activities of an arrangement are primarily designed for the provision of output to the parties, and the parties are substantially the only source of cash flows contributing to the continuity of the operations of the arrangement, this indicates the parties to the arrangements have rights to the assets and obligations for the liabilities. The Group accounts for joint operations by recognising the assets, liabilities, revenue and expenses for which it has rights or obligations, including its share of such items held or incurred jointly. Investments in associates and joint ventures are accounted for using the equity method of accounting except when classified as held for sale. The Group’s share of associates’ and joint ventures’ net income is based on their most recent audited financial statements or unaudited interim statements drawn up to the Group’s balance sheet date. The total carrying values of investments in associates and joint ventures represent the cost of each investment including the carrying value of goodwill, the share of post acquisition retained earnings, any other movements in reserves and any long term debt interests which in substance form part of the Group’s net investment. The carrying values of associates and joint ventures are reviewed on a regular basis and if there is objective evidence that an impairment in value has occurred as a result of one or more events during the period, the investment is impaired. The Group’s share of an associate’s or joint venture’s losses in excess of its interest in that associate or joint venture is not recognised unless the Group has an obligation to fund such losses. Unrealised gains arising from transactions with associates and joint ventures are eliminated against the investment to the extent of the Group’s interest in the investee. Unrealised losses are eliminated in the same way, but only to the extent that there is no evidence of impairment. 39l. Financial asset investments Investments, other than investments in subsidiaries, joint arrangements and associates, are financial asset investments and are initially recognised at fair value. At subsequent reporting dates, financial assets classified as held-to-maturity or as loans and receivables are measured at amortised cost, less any impairment losses. Other investments are classified as either at fair value through profit or loss (which includes investments held for trading) or available for sale financial assets. Both categories are subsequently measured at fair value. Where investments are held for trading purposes, unrealised gains and losses for the period are included in the income statement within other gains and losses. For available for sale investments, unrealised gains and losses are recognised in equity until the investment is disposed of or impaired, at which time the cumulative gain or loss previously recognised in equity is recycled to the income statement. FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS ADDITIONAL DISCLOSURES 39. ACCOUNTING POLICIES continued 39m. Impairment of financial assets (including receivables) A financial asset not measured at fair value through profit or loss is assessed at each reporting date to determine whether there is any objective evidence that it is impaired. A financial asset is impaired if objective evidence indicates that a loss event has occurred after the initial recognition of the asset. An impairment loss in respect of a financial asset measured at amortised cost is calculated as the difference between its carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. Losses are recognised in the income statement. When a subsequent event causes the amount of impairment loss to decrease, the decrease in impairment loss is reversed through the income statement. Impairment losses relating to available for sale investments are recognised when a decline in fair value is considered significant or prolonged. These impairment losses are recognised by transferring the cumulative loss that has been recognised in the statement of comprehensive income to the income statement. The loss recognised in the income statement is the difference between the acquisition cost and the current fair value. 39n. Derivative financial instruments and hedge accounting In order to hedge its exposure to foreign exchange, interest rate and commodity price risk, the Group enters into forward, option and swap contracts. The Group does not use derivative financial instruments for speculative purposes. Commodity based (own use) contracts that meet the scope exemption in IAS 39 Financial Instruments: Recognition and Measurement are recognised in earnings when they are settled by physical delivery. All derivatives are held at fair value in the balance sheet within ‘Derivative financial assets’ or ‘Derivative financial liabilities’ except if they are linked to settlement and delivery of an unquoted equity instrument and the fair value cannot be measured reliably, in which case they are carried at cost. A derivative cannot be measured reliably where the range of reasonable fair value estimates is significant and the probabilities of various estimates cannot be reasonably assessed. Changes in the fair value of derivative financial instruments that are designated and effective as hedges of future cash flows (cash flow hedges) are recognised directly in equity. The gain or loss relating to the ineffective portion is recognised immediately in the income statement. If the cash flow hedge of a firm commitment or forecast transaction results in the recognition of a non-financial asset or liability, then, at the time the asset or liability is recognised, the associated gains or losses on the derivative that had previously been recognised in equity are included in the initial measurement of the asset or liability. For hedges that do not result in the recognition of a non-financial asset or liability, amounts deferred in equity are recognised in the income statement in the same period in which the hedged item affects profit or loss. For an effective hedge of an exposure to changes in fair value, the hedged item is adjusted for changes in fair value attributable to the risk being hedged. The corresponding entry, along with gains or losses from remeasuring the associated derivative, are recognised in the income statement. The gain or loss on hedging instruments relating to the effective portion of a net investment hedge is recognised in equity (within the cumulative translation adjustment reserve). The ineffective portion is recognised immediately in the income statement. Gains or losses accumulated in the cumulative translation adjustment reserve are recycled to the income statement on disposal of the foreign operations to which they relate. Hedge accounting is discontinued when the hedging instrument expires or is sold, terminated, exercised, revoked, or no longer qualifies for hedge accounting. At that time, any cumulative gain or loss on the hedging instrument recognised in equity is retained until the forecast transaction occurs. If a hedge transaction is no longer expected to occur, the net cumulative gain or loss previously recognised in equity is recycled to the income statement for the period. Changes in the fair value of any derivative instruments that are not designated in a hedge relationship are recognised immediately in the income statement and are classified within other gains and losses (operating costs) or net finance costs depending on the type of risk to which the derivative relates. Derivatives embedded in other financial instruments or non-financial host contracts are treated as separate derivatives when their risks and characteristics are not closely related to those of their host contracts and the host contracts themselves are not carried at fair value with unrealised gains or losses reported in the income statement. 39o. Cash and debt Cash and cash equivalents Cash and cash equivalents comprise cash in hand and on demand deposits, together with short term, highly liquid investments that are readily convertible to a known amount of cash and that are subject to an insignificant risk of changes in value. Bank overdrafts are shown within short term borrowings in current liabilities on the balance sheet. Cash and cash equivalents in the cash flow statement are shown net of overdrafts. Cash and cash equivalents are measured at amortised cost. Financial liabilities and equity instruments Financial liabilities and equity instruments are classified and accounted for as debt or equity according to the substance of the contractual arrangements entered into. Bank borrowings Interest bearing bank loans and overdrafts are initially recognised at fair value, net of directly attributable transaction costs. Finance charges, including premiums payable on settlement or redemption and direct issue costs are recognised in the income statement using the effective interest method. They are added to the carrying amount of the instrument to the extent that they are not settled in the period in which they arise. 39p. Derecognition of financial assets and financial liabilities Financial assets are derecognised when the right to receive cash flows from the asset has expired, the right to receive cash flows has been retained but an obligation to on-pay them in full without material delay has been assumed or the right to receive cash flows has been transferred together with substantially all the risks and rewards of ownership. Financial liabilities are derecognised when the associated obligation has been discharged, cancelled or has expired. 39q. Inventories Inventory and work in progress are measured at the lower of cost and net realisable value. The production cost of inventory includes an appropriate proportion of depreciation and production overheads. Cost is determined on the following basis: • Raw materials and consumables are measured at cost on a first in, first out (FIFO) basis or a weighted average cost basis. • Work in progress and finished products are measured at raw material cost, labour cost and a proportion of manufacturing overhead expenses. • Metal and coal stocks are included within finished products and are measured at average cost. At precious metals operations that produce ‘joint products’, cost is allocated amongst products according to the ratio of contribution of these metals to gross sales revenues. 39r. Environmental restoration and decommissioning obligations An obligation to incur environmental restoration, rehabilitation and decommissioning costs arises when disturbance is caused by the development or ongoing production of a mining asset. Such costs arising from the decommissioning of plant and other site preparation work, discounted to their net present value, are provided for and capitalised at the start of each project, as soon as the obligation to incur such costs arises. These costs are recognised in the income statement over the life of the operation, through the depreciation of the asset and the unwinding of the discount on the provision. Costs for restoration of subsequent site damage which is created on an ongoing basis during production are provided for at their net present values and recognised in the income statement as extraction progresses. Anglo American plc Annual Report 2015 163 Financial statements FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS ADDITIONAL DISCLOSURES 39. ACCOUNTING POLICIES continued Changes in the measurement of a liability relating to the decommissioning of plant or other site preparation work (that result from changes in the estimated timing or amount of the cash flow or a change in the discount rate), are added to or deducted from the cost of the related asset in the current period. If a decrease in the liability exceeds the carrying amount of the asset, the excess is recognised immediately in the income statement. If the asset value is increased and there is an indication that the revised carrying value is not recoverable, an impairment test is performed in accordance with the accounting policy set out above. For some South African operations annual contributions are made to dedicated environmental rehabilitation trusts to fund the estimated cost of rehabilitation during and at the end of the life of the relevant mine. The Group exercises full control of these trusts and therefore the trusts are consolidated. The trusts’ assets are disclosed separately on the balance sheet as non-current assets. The trusts’ assets are measured based on the nature of the underlying assets in accordance with accounting policies for similar assets. 39s. Non-current assets and disposal groups held for sale Non-current assets and disposal groups are classified as held for sale if their carrying amount will be recovered through a sale transaction rather than through continuing use. This condition is regarded as met only when a sale is highly probable within one year from the date of classification, management is committed to the sale and the asset or disposal group is available for immediate sale in its present condition. Non-current assets and disposal groups are classified as held for sale from the date these conditions are met and are measured at the lower of carrying amount and fair value less costs to sell. Any resulting impairment loss is recognised in the income statement. On classification as held for sale the assets are no longer depreciated. Comparative amounts are not adjusted. 39t. Retirement benefits The Group operates both defined benefit and defined contribution pension plans for its employees as well as post employment medical plans. For defined contribution plans the amount recognised in the income statement is the contributions paid or payable during the year. For defined benefit pension and post employment medical plans, full actuarial valuations are carried out at least every three years using the projected unit credit method and updates are performed for each financial year end. The average discount rate for the plans’ liabilities is based on AA rated corporate bonds of a suitable duration and currency or, where there is no deep market for such bonds, is based on government bonds. Pension plan assets are measured using year end market values. Remeasurements comprising actuarial gains and losses, movements in asset surplus restrictions and the return on scheme assets (excluding interest income) are recognised immediately in the statement of comprehensive income and are not recycled to the income statement. Any increase in the present value of plan liabilities expected to arise from employee service during the year is charged to operating profit. The net interest income or cost on the net defined benefit asset or liability is included in investment income and interest expense respectively. Past service cost is recognised immediately to the extent that the benefits are already vested and otherwise amortised on a straight line basis over the average period until the benefits vest. The retirement benefit obligation recognised on the balance sheet represents the present value of the deficit or surplus of the defined benefit plans. Any recognised surplus is limited to the present value of available refunds or reductions in future contributions to the plan. 39u. Share-based payments The Group makes equity settled share-based payments to certain employees, which are measured at fair value at the date of grant and expensed on a straight line basis over the vesting period, based on the Group’s estimate of shares that will eventually vest. For those share schemes with market related vesting conditions, the fair value is determined using the Monte Carlo method at the grant date. The fair value of share options issued with non-market vesting conditions has been calculated using the Black Scholes model. For all other share awards, the fair value is determined by reference to the market value of the shares at the grant date. For all share schemes with non-market vesting conditions, the likelihood of vesting has been taken into account when determining the relevant charge. Vesting assumptions are reviewed during each reporting period to ensure they reflect current expectations. 39v. Black Economic Empowerment (BEE) transactions Where the Group disposes of a portion of a South African based subsidiary or operation to a BEE company at a discount to fair value, the transaction is considered to be a share-based payment (in line with the principle contained in South Africa interpretation AC 503 Accounting for Black Economic Empowerment (BEE) Transactions). The discount provided or value given is calculated in accordance with IFRS 2 and the cost, representing the fair value of the BEE credentials obtained by the subsidiary, is recorded in the income statement. 39w. Foreign currency transactions and translation Foreign currency transactions by Group companies are recognised in the functional currencies of the companies at the exchange rate ruling on the date of the transaction. At each reporting date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting date. Gains and losses arising on retranslation are included in the income statement for the period and are classified as either operating or financing depending on the nature of the monetary item giving rise to them. Non-monetary assets and liabilities that are measured in terms of historical cost in a foreign currency are translated using the exchange rate at the date of the transaction. On consolidation, the assets and liabilities of the Group’s foreign operations are translated into the presentation currency of the Group at exchange rates prevailing on the reporting date. Income and expense items are translated at the average exchange rates for the period where these approximate the rates at the dates of the transactions. Any exchange differences arising are classified within the statement of comprehensive income and transferred to the Group’s cumulative translation adjustment reserve. Exchange differences on foreign currency balances with foreign operations for which settlement is neither planned nor likely to occur in the foreseeable future, and therefore form part of the Group’s net investment in these foreign operations, are offset in the cumulative translation adjustment reserve. Cumulative translation differences are recycled from equity and recognised as income or expense on disposal of the operation to which they relate. Goodwill and fair value adjustments arising on the acquisition of foreign entities are treated as assets of the foreign entity and translated at the closing rate. 39x. Leases In addition to lease contracts, other significant contracts are assessed to determine whether, in substance, they are or contain a lease. This includes assessment of whether the arrangement is dependent on use of a specific asset and the right to use that asset is conveyed through the contract. Rental costs under operating leases are recognised in the income statement in equal annual amounts over the lease term. 164 Anglo American plc Annual Report 2015 FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS ADDITIONAL DISCLOSURES 40. RELATED UNDERTAKINGS OF THE GROUP The Group consists of the parent company, Anglo American plc, incorporated in the United Kingdom and its subsidiaries, joint operations, joint ventures and associates. In accordance with Section 409 of the Companies Act 2006 a full list of related undertakings, the country of incorporation and the effective percentage of equity owned as at 31 December 2015 is disclosed below. See note 37 for the Group’s principal subsidiaries, joint operations, joint ventures and associates. Wholly owned subsidiaries(1)(2) 0912055 BC Ltd (Canada) A.C.N 127 881 510 Pty Ltd (Australia) A.R.H. Investments (Luxembourg) A.R.H. Limited (Luxembourg) AA Holdings Argentina B.V. (Netherlands) AA Sakatti Mining Oy (Finland) Acro (Hanise) (South Africa) Addon Investments (Private) Limited (Zimbabwe) Alluvium Limited (Ireland) Almenta 127 (Pty) Ltd (South Africa) Amaprop Townships Limited (South Africa) Ambase Exploration (Botswana) (Pty) Ltd (Botswana) Ambase Exploration Africa (RDC) SPRL (Democratic Republic of Congo) Ambase Exploration (Zambia) (Pty) Ltd (Zambia) Ambase Exploration Mocambique Limitada (Mozambique) Ambase Investment Africa (Botswana) (Pty) Ltd (South Africa) Ambase Investment Africa (DRC) (Pty) Ltd (South Africa) Ambase Investment Africa (Mozambique) (Pty) Ltd (South Africa) Ambase Investment Africa (Namibia) (Pty) Ltd (South Africa) Ambase Investment Africa (Tanzania) (Pty) Ltd (South Africa) Ambase Investment Africa (Zambia) (Pty) Ltd (South Africa) Ambase Prospecting (Botswana) (Pty) Ltd (Botswana) Ambase Prospecting (Namibia) (Pty) Ltd (Namibia) Ambase Prospecting (Tanzania) (Pty) Ltd (Tanzania) Ambras Holdings (Luxembourg)(3) Amcoal Collieries Recruiting Organisation (Hanise) (Proprietary) Limited (South Africa) Amcoal Collieries Recruiting Organisation (Lesotho) (Pty) Ltd (Lesotho) Amcoal Collieries Recruiting Organisation (Pty) Limited (South Africa) Ammin Coal Holdings (Luxembourg) Ampros (Pty) Ltd (South Africa) Amzim Holdings Limited (Zimbabwe) Anglo (Operation) Netherlands BV (Netherlands) Anglo African Exploration Holdings (Luxembourg) Anglo American (London) (United Kingdom) Anglo American (London) 2 (United Kingdom) Anglo American (NA) 1 BV (Netherlands) Anglo American (NA) 3 BV (Netherlands) Anglo American 2005 Limited (United Kingdom)(4) Anglo American Amcoll (UK) Limited (Cyprus) Anglo American Australia Finance Limited (Australia) Anglo American Australia Holdings Ltd (Australia) Anglo American Australia Investments Limited (United Kingdom)(5) Anglo American Australia Limited (Australia) Anglo American Bokamoso Limited (Botswana) Anglo American Capital Australia Limited (United Kingdom) Anglo American Capital International Limited (United Kingdom) Anglo American Capital Luxembourg (Luxembourg) Anglo American Capital plc (United Kingdom)(5) Anglo American Chile Inversiones S.A. (Chile) Anglo American Chile Investments (UK) Limited (Cyprus) Anglo American Chile Ltda (Chile) Anglo American Clarent (UK) Limited (Cyprus) Anglo American CMC Holdings Limited (United Kingdom) Anglo American Colombia Exploration S.A. (Colombia) Anglo American Consultoria em Minério de Ferro Ltda. (Brazil) Anglo American Corporation Botswana (Services) Limited (Botswana) Anglo American Corporation de Chile Holdings Limited (Liberia) Anglo American Corporation de Chile Holdings Limited (Isle of Man) Anglo American Corporation Mocambique Servicos Limitada (Mozambique) Anglo American Corporation Mozambique Ltd (Mozambique) Anglo American Corporation of South Africa (Pty) Ltd (South Africa) Anglo American Corporation Zimbabwe Limited (Zimbabwe) Anglo American Development LLC (Mongolia) Anglo American Diamond Holdings Limited (United Kingdom) Anglo American EMEA Shared Services (Pty) Ltd (South Africa) Anglo American Exploration B.V. (Netherlands) Anglo American Exploration (Australia) Pty Ltd (Australia) Anglo American Exploration (Canada) Ltd. (Canada) Anglo American Exploration (India) B.V. (Netherlands) Anglo American Exploration (India) Pvt. Ltd (India) Anglo American Exploration (Philippines) B.V. (Netherlands) Anglo American Exploration (Philippines) Inc. (Philippines) Anglo American Exploration (Singapore) Pte. Ltd (Singapore) Anglo American Exploration (USA), Inc. (USA) See page 168 for footnotes. Anglo American Exploration Colombia (Luxembourg) Anglo American Exploration Luxembourg (Luxembourg) Anglo American Farms (Pty) Ltd (South Africa) Anglo American Farms (UK) Limited (United Kingdom) Anglo American Farms Investment Holdings (Pty) Ltd (South Africa) Anglo American Farms Limited A (South Africa) Anglo American Ferrous 2 (United Kingdom) Anglo American Ferrous Investments (Luxembourg) Anglo American Ferrous Investments Limited (United Kingdom) Anglo American Finance (UK) Limited (United Kingdom) Anglo American Finance Luxembourg (Luxembourg)(6) Anglo American Finland Holdings 1 (Luxembourg) Anglo American Finland Holdings 2 (Luxembourg) Anglo American Fosfatos Brasil Ltda (Brazil) Anglo American Global Finance Limited (United Kingdom) Anglo American Group Employee Shareholder Nominees (Pty) Ltd (South Africa) Anglo American Group Foundation (United Kingdom) Anglo American Holdings Limited (United Kingdom) Anglo American India Holdings B.V. (Netherlands) Anglo American International (Luxembourg) Anglo American International BV (Netherlands) Anglo American International Holdings Limited (United Kingdom) Anglo American Investimentos – Minério de Ferro Ltda. (Brazil) Anglo American Investments (Australia) Limited (Australia) Anglo American Investments (NA) Limited (United Kingdom) Anglo American Investments (UK) Limited (United Kingdom) Anglo American Italy Sarl (Italy) Anglo American Kumba Exploration Liberia Ltd (Liberia) Anglo American Liberia Holdings (Luxembourg) Anglo American Luxembourg (Luxembourg) Anglo American Marketing Limited (United Kingdom) Anglo American Medical Plan Limited (United Kingdom) Anglo American Metallurgical Coal Assets Eastern Australia Ltd (Australia) Anglo American Metallurgical Coal Assets Pty Ltd (Australia) Anglo American Metallurgical Coal Finance Ltd (Australia) Anglo American Metallurgical Coal Holdings Ltd (Australia) Anglo American Metallurgical Coal Pty Ltd (Australia) Anglo American Mexico S.A. de C.V. (Mexico) Anglo American Michiquillay Peru (Luxembourg) Anglo American Michiquillay S.A. (Peru) Anglo American Minerio de Ferro Brasil S.A (Brazil) Anglo American Mongolia Holdings Pte. Ltd (Singapore) Anglo American Netherlands B.V. (Netherlands) Anglo American Nickel Marketing Limited (United Kingdom) Anglo American Niobio Brasil Ltda. (Brazil) Anglo American Niquel Brasil Ltda (Brazil) Anglo American Participacoes Minerio de Ferro Ltda. (Brazil) Anglo American Peru S.A. (Peru) Anglo American PNG Holdings Limited (United Kingdom) Anglo American Prefco Limited (United Kingdom) Anglo American Properties Limited (South Africa) Anglo American Prospecting Services (Pty) Ltd (South Africa) Anglo American REACH Limited (United Kingdom) Anglo American Representative Offices Limited (United Kingdom) Anglo American SA Finance Limited (South Africa) Anglo American Sebenza Fund (Pty) Ltd (South Africa) Anglo American Services (International) Limited (British Virgin Islands) Anglo American Services (UK) Ltd (United Kingdom)(5) Anglo American Services India Private Limited (India) Anglo American Services Overseas Limited (United Kingdom) Anglo American Servicios Perú S.A. (Peru) Anglo American South Africa Limited (South Africa) Anglo American Thermal Coal (Australia) Pty Ltd (Australia) Anglo American US (Pebble) LLC (USA) Anglo American US (Utah) Inc (USA) Anglo American US Holdings Inc (USA) Anglo American Venezuela Holdings (Luxembourg) Anglo American Venezuela C.A. (Venezuela) Anglo American Zimele (Pty) Limited (South Africa) Anglo American Zimele Community Fund (Pty) Ltd (South Africa) Anglo American Zimele Green Fund (Pty) Ltd (South Africa) Anglo Australia Investments (Luxembourg) Anglo Base Metals Marketing Limited (United Kingdom) Anglo Coal (Archveyor Management) Pty Ltd (Australia) Anglo Coal (Callide Management) Pty Ltd (Australia) Anglo Coal (Callide) Pty Ltd (Australia) Anglo Coal (Callide) No 2 Pty Ltd (Australia) Anglo Coal (Capcoal Management) Pty Ltd (Australia) Anglo Coal (Contracting) Pty Ltd (Australia) Anglo Coal (Dartbrook Management) Pty Ltd (Australia) Anglo Coal (Dartbrook) Pty Ltd (Australia) Anglo Coal (Dawson Management) Pty Ltd (Australia) Anglo Coal (Dawson Services) Pty Ltd (Australia) Anglo Coal (Dawson South Management) Pty Ltd (Australia) Anglo Coal (Dawson South) Pty Ltd (Australia) Anglo Coal (Dawson) Holdings Pty Ltd (Australia) Anglo Coal (Dawson) Limited (Australia) Anglo American plc Annual Report 2015 165 Financial statements ADDITIONAL DISCLOSURES 40. RELATED UNDERTAKINGS OF THE GROUP continued Anglo Coal (Drayton Management) Pty Ltd (Australia) Anglo Coal (Drayton South Management) Pty Ltd (Australia) Anglo Coal (Drayton South) Pty Ltd (Australia) Anglo Coal (Drayton) No.2 Pty Limited (Australia) Anglo Coal (Drayton) Pty Ltd (Australia) Anglo Coal (Foxleigh Management) Pty Ltd (Australia) Anglo Coal (Foxleigh Services) Pty Ltd (Australia) Anglo Coal (Foxleigh) Pty Ltd (Australia) Anglo Coal (German Creek) Pty Ltd (Australia) Anglo Coal (Grasstree Management) Pty Ltd (Australia) Anglo Coal (Grosvenor Management) Pty Ltd (Australia) Anglo Coal (Grosvenor) Pty Ltd (Australia) Anglo Coal (Jellinbah) Holdings Pty Ltd (Australia) Anglo Coal (Monash Energy) Holdings Pty Ltd (Australia) Anglo Coal (Moranbah North Management) Pty Limited (Australia) Anglo Coal (Roper Creek) Pty Ltd (Australia) Anglo Coal (Theodore South) Pty Ltd (Australia) Anglo Coal Botswana (Pty) Ltd (Botswana) Anglo Coal CMC 1 S.à r.l. (Luxembourg) Anglo Coal Holdings Limited (United Kingdom)(5) Anglo Coal International (Luxembourg) Anglo Coal Investment Africa (Botswana) (Pty) Ltd (South Africa) Anglo Coal Investment Africa (Botswana) (Pty) Ltd (Botswana) Anglo Coal Overseas Services Limited (United Kingdom) Anglo Corporate Enterprises (Pty) Ltd (South Africa) Anglo Diamond Investments (Luxembourg) Anglo Exploration (Zambia) Limited (Zambia) Anglo Exploration GmbH (Germany) Anglo Exploration Mocambique Ltda (Mozambique) Anglo Ferrous Brazil Participações S.A. (Brazil) Anglo Ferrous Metals Marketing Limited (United Kingdom) Anglo Inyosi Coal Securityco Ltd (South Africa) Anglo Iron Ore Investments (Luxembourg) Anglo Loma Investments (Luxembourg) Anglo Operations (Australia) Pty Ltd (Australia) Anglo Operations (International) Limited (Luxembourg) Anglo Operations (Netherlands) B.V. (Netherlands) Anglo Operations Proprietary Limited (South Africa) Anglo Peru Investments (Luxembourg) Anglo Quellaveco (Luxembourg) Anglo South Africa (Pty) Ltd (South Africa) Anglo South Africa Capital (Pty) Ltd (South Africa) Anglo South American Investments Limited (Mauritius) Anglo UK Pension Trustee Limited (United Kingdom) Anglo Venezuela Investments (Luxembourg) Anglo Ventures (SA) (Pty) Ltd (South Africa) Anglo Zimele Small Business Support Services (Pty) Ltd (South Africa) Anmercosa Finance Limited (United Kingdom) Anmercosa Pension Trustees Limited (United Kingdom) Anmercosa Sales Limited (United Kingdom) Anseld Holdings Proprietary Limited (South Africa) Asociación Anglo American Perú (Peru) Asociación Michiquillay (Peru) Asociación Quellaveco (Peru) Aval Holdings Sarl (Luxembourg) Balgo Nominees (Pty) Ltd (South Africa) Blue Lounge Trading 129 (Pty) Ltd (South Africa) Broadlands Park Limited (Zimbabwe) Buttercup Company (Luxembourg) Callide Coalfields (Sales) (Pty) Ltd (Australia) Camara de Comercio Repolublica Sul Africa (Brazil) Chamfron Limited (South Africa) Coromin Insurance (Ireland) Limited (Ireland) Coromin Limited (Bermuda) Coruripe Participações Ltda. (Brazil) Cytobex (Pty) Ltd (South Africa) Cytoblox (Pty) Ltd (South Africa) Cytobuzz (Pty) Ltd (South Africa) Dawson Coal Processing Pty Ltd (Australia) Dawson Highwall Mining Pty Ltd (Australia) De Beers Small Business Start Up Fund (Pty) Ltd (South Africa) Dido Nominees Proprietary Limited (South Africa) Drayton Coal (Sales) Pty Ltd (Australia) Enanticept (Pty) Ltd (South Africa) Fermain Nominees (Pty) Ltd (South Africa) Ferro Nickel Marketing Limited (United Kingdom) Firecrest Investments Limited (United Kingdom) Gespa Gesso Paulista Ltda. (Brazil) Golden Pond Trading 248 (Pty) Ltd (South Africa) Grosvenor Sales Pty Ltd (Australia) Hermitage (Luxembourg) High Ground Investments Limited (South Africa) Highbirch Ltd (British Virgin Islands) Hoddle Investment Holdings 6 (Pty) Ltd (South Africa) Holdac Limited (Bermuda) See page 168 for footnotes. 166 Anglo American plc Annual Report 2015 Ingagane Colliery (Proprietary) Limited (South Africa) Inglewood Holdings Limited (Mauritius) Inglewood Minerals Pvt Limited (India) Instituto Anglo American Brasil (Brazil) Inversiones Anglo American Limitada (Chile) Inversiones Anglo American Norte S.A (Chile) Inversiones Anglo American Sur S.A (Chile) Inversiones Minorco Chile S.A. (Chile) Jena Pty Ltd (Australia) Jena Unit Trust (Australia) Joint Coal (Pty) Ltd (South Africa) Lansan Investment Holdings (Pty) Ltd (South Africa) Loma de Niquel Holdings BV (Netherlands) Longboat (Pty) Ltd (South Africa) Longboat Trading (Pty) Ltd (Namibia) Longmeadow Home Farm (Pty) Ltd (South Africa) Mallord Properties Limited (United Kingdom) Maotsi Stone Crushers (Pty) Ltd (South Africa) Marikana Ferrochrome Ltd (South Africa) Marikana Minerals (Pty) Ltd (South Africa) Midway Investment (Luxembourg) Minera Anglo American Argentina S.A. (Argentina) Mineração Barro Alto Ltda. (Brazil) Mineração Itamaracá Ltda. (Brazil) Mineral Venture Company (Pty) Ltd (South Africa) Minorco (Luxembourg) Minorco Exploration (Indonesia) B.V. (Netherlands) Minorco Peru Holdings (Luxembourg) Minpress Investment Holdings (Pty) Limited (Luxembourg) Minpress Investments (Luxembourg) Monash Energy Coal Ltd (Australia) Moranbah North Coal (No2) Pty Ltd (Australia) Moranbah North Coal Pty Ltd (Australia) Morro do Níquel Ltda. (Brazil) Neville Street Limited (United Kingdom) Peace River Coal Inc (Canada) Phakamisa Civil and Mining Contracting (Pty) Ltd (South Africa) PT Anglo American Indonesia (Indonesia) PT Minorco Services Indonesia (Indonesia) Ravenswood House (Pty) Ltd (South Africa) Refitlhile Drilling (Pty) Ltd (South Africa) Resident Nominees (Pty) Ltd (South Africa) Reunion Group Limited (United Kingdom) Reunion Mining Limited (United Kingdom) Rhoanglo Trustees Limited (United Kingdom) Rietpoort Mining (Proprietary) Limited (South Africa) Security Nominees Limited (United Kingdom) Security Nominees Limited (Zimbabwe) Sedgford Limited (British Virgin Islands) Servicios Anglo American Mexico S.A. de C.V. (Mexico) Silver Lake Trading 619 (Pty) Ltd (South Africa) Southridge Limited (Zimbabwe) Springfield Collieries Limited (South Africa) Steppe Eagle (Pty) Ltd (South Africa) Stockade Investments (Luxembourg) Sunbali Flowers (Pty) Ltd (South Africa) Tarmac International Holdings BV (Netherlands) Tarmac Investments (International) Limited (United Kingdom) Tenon Investment Holdings (Pty) Ltd (South Africa) Tshipi Kwena Steel (Pty) Ltd (South Africa) Vencorp Limited (Luxembourg) Vergelegen Wine Estate (Pty) Ltd (South Africa) Vergelegen Wines (Pty) Ltd (South Africa) Viaduct Portfolio Management Limited (United Kingdom) Zamanglo Prospecting Limited (Zambia) Majority owned subsidiaries(1)(2) 4259785 Canada Inc (Canada, 85%) Anglo American (India) Private Limited (India, 99%) Anglo American Corporation De Portugal Limitada PTA (Portugal, 95%) Anglo American Inyosi Coal (Pty) Limited (South Africa, 73%) Anglo American Mocambique Limitada (Mozambique, 90%) Anglo American Platinum Limited (South Africa, 78%)(7) Anglo American Quellaveco S.A. (Peru, 82%) Anglo Platinum Development Limited (South Africa, 78%) Anglo Platinum International (Luxembourg, 78%) Anglo Platinum International Brazil (Luxembourg, 78%) Anglo Platinum Management Services (Pty) Ltd (South Africa, 78%) Anglo Platinum Marketing Limited (United Kingdom, 78%) Aurumar Alaska Holdings Ltd (UK) (United Kingdom, 85%) Big Hill, LLC (USA, 55%) Blinkwater Farms 244KR Proprietary Limited (South Africa, 78%) Butsanani Energy Investment Holdings (Pty) Ltd (South Africa, 67%) CAML Resources Pty Ltd (Australia, 67%) Cencan S.A. (Luxembourg, 85%) Charterhouse CAP Ltd (United Kingdom, 85%) Cheviot Holdings Ltd (Cayman Islands, 85%) FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTSFINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTS ADDITIONAL DISCLOSURES 40. RELATED UNDERTAKINGS OF THE GROUP continued Colliery Training College (Pty) Limited (South Africa, 56%) D.B.L.H. Limited (Liberia, 85%) Dartbrook Coal (Sales) Pty Ltd (Australia, 83%) Dawson Sales Pty Ltd (Australia, 51%) Dawson South Sales Pty Ltd (Australia, 51%) DB Investments (Netherlands) NV (Netherlands, 85%) DB Investments S.A. (Luxembourg, 85%) DBCM Holdings (Pty) Ltd (South Africa, 63%) De Beers Angola Holdings S.A. (Angola, 85%) De Beers Angola Investments Limited (British Virgin Islands, 68%) De Beers Angola Prospecting Pty Ltd (British Virgin Islands, 68%) De Beers Auction Sales Belgium NV (Belgium, 85%) De Beers Auction Sales Holdings Ltd (Hong Kong, 85%) De Beers Auction Sales Hong Kong Ltd (Hong Kong, 85%) De Beers Auction Sales Israel Ltd (Israel, 85%) De Beers Auction Sales Singapore Pte Ltd (Singapore, 85%) De Beers Australia Exploration Limited (Australia, 85%) De Beers BC Ltd (British Virgin Islands, 85%) De Beers Botswana (Pty) Ltd (Botswana, 85%) De Beers Canada Holdings Inc. (Canada, 85%) De Beers Canada Inc. (Canada, 85%) De Beers Centenary AG (Switzerland, 85%) De Beers Centenary Angola Properties Ltd (British Virgin Islands, 85%) De Beers Centenary Mauritius Limited (Mauritius, 85%) De Beers Consolidated Mines (Pty) Ltd (South Africa, 63%)(8) De Beers DRC Exploration sprl (Democratic Republic of Congo, 85%) De Beers Exploration Holdings (Luxembourg, 85%) De Beers Global Sightholder Sales (Pty) Ltd (Botswana, 85%) De Beers Group Services (Pty) Ltd (South Africa, 85%) De Beers Holdings Botswana (Pty) Ltd (Botswana, 85%) De Beers Holdings Luxembourg (Luxembourg, 85%) De Beers India Private Ltd (India, 85%) De Beers Intangibles Ltd (United Kingdom, 85%) De Beers Marine (Pty) Ltd (South Africa, 85%) De Beers Matlafalang Business Development (Pty) Ltd (South Africa, 63%) De Beers Mauritius Holdings Private Ltd (Mauritius, 85%) De Beers Mauritius Private Ltd (Mauritius, 85%) De Beers Namibia Holdings (Pty) Ltd (Namibia, 85%) De Beers Namibia (Pty) Ltd (Namibia, 85%) De Beers Sightholder Sales South Africa (Pty) Ltd (South Africa, 63%) De Beers Société Anonyme (Luxembourg, 85%) De Beers Trademarks Ltd (United Kingdom, 85%) De Beers UK Ltd (United Kingdom, 85%) De Beers Zimbabwe Prospecting Limited (Zimbabwe, 85%) Delibes Holdings Limited (British Virgin Islands, 85%) Diamdel (Hong Kong) Limited (Hong Kong, 85%) Diamdel Diamonds Ltd (Israel, 85%) Diamdel Holdings Limited (Hong Kong, 85%) Diamond Trading Company Proprietary Ltd NV (Belgium, 85%) Diapros Canada Inc. (Canada, 85%) Drayton Coal Shipping Pty Ltd (Australia, 88%) DTC Marketing India Private Limited (India, 85%) DTC Valuations Namibia (Pty) Ltd (Namibia, 85%) EL Ramsden Bleskop (Pty) Ltd (South Africa, 67%) Element Six (Holdings) Limited (Ireland, 51%) Element Six (Isle of Man) Corporate Trustee Limited (Isle of Man, 85%) Element Six (Production) (Pty) Ltd (South Africa, 51%) Element Six (Production) Ltd (United Kingdom, 51%) Element Six (Pty) Ltd (South Africa, 51%) Element Six (Trade Marks) (Ireland, 51%) Element Six (UK) Ltd (United Kingdom, 51%) Element Six AB (Sweden, 51%) Element Six Abrasives SA (Luxembourg, 51%) Element Six Abrasives Treasury Ltd (ESATL2) (Ireland, 51%) Element Six BV (New NLTEC) (Netherlands, 85%) Element Six GmbH (DECAR) (Germany, 51%) Element Six GmbH (DEDOF) (Germany, 51%) Element Six Hard Materials (Wuxi) Co. Ltd (China, 51%) Element Six Industrial Diamonds (Suzhou) Ltd (China, 51%) Element Six Ltd (United Kingdom, 85%) Element Six Ltd (Hong Kong, 51%) Element Six Ltd (Ireland, 51%) Element Six Ltd (Isle of Man, 85%) Element Six Ltd (Japan, 51%) Element Six Ltda (Brazil, 51%) Element Six NV (Netherlands, 85%) Element Six S.A. (Lux) (Luxembourg, 85%) Element Six SA (Switz) (Switzerland, 51%) Element Six South Africa (Pty) Ltd (South Africa, 51%) Element Six Technologies (Pty) Ltd (South Africa, 85%) Element Six Technologies Holding Ltd (Malta, 85%) Element Six Technologies Ltd (Malta, 85%) Element Six Technologies Ltd (United Kingdom, 85%) Element Six Technologies sarl (Luxembourg, 85%) Element Six Technologies U.S. Corporation (USA, 85%) See page 168 for footnotes. Element Six Trading (Shanghai) Co. Ltd (SHDOF) (China, 51%) Element Six Trading (Suzhou) Co. Ltd (China, 51%) Element Six Treasury Limited (ESTL2-IRE) (Ireland, 85%) Element Six US Corporation (USA, 51%) Element Six Ventures Sarl (Luxembourg, 85%) Erabas B.V (Netherlands, 78%) Forevermark Diamonds Private Limited (India, 85%) Forevermark Italy S.R.L (Italy, 85%) Forevermark KK (Japan, 85%) Forevermark Limited (United Kingdom, 85%) Forevermark Limited (Hong Kong, 85%) Forevermark Marketing Shanghai Co. Ltd (China, 85%) Forevermark US Inc. (USA, 85%) Foxleigh Land Pty Ltd (Australia, 70%) Foxleigh Sales & Marketing Pty Ltd (Australia, 70%) German Creek Coal Pty Ltd (Australia, 70%) IIDGR (UK) Limited (United Kingdom, 85%) Indiapro BV (Netherlands, 51%) Ingagane Colliery (Pty) Ltd (South Africa, 98%) International Institute of Diamond Grading & Research Holdings (Luxembourg, 85%) International Institute of Diamond Grading & Research India Private Limited (India, 85%) International Institute of Diamond Grading and Research (Belgium) (Belgium, 85%) International Institute of Diamond Valuation (USA, 85%) Intersea Pension Services Ltd (Guernsey, 85%) Kaymin Resources Limited (Canada, 78%) KIO Exploration Liberia (Luxembourg, 70%) KIO Investments Holdings (Pty) Ltd (South Africa, 70%) Kumba BSP Trust (South Africa, 52%) Kumba International BV (Netherlands, 70%) Kumba International Trading Sarl (Luxembourg, 51%) Kumba Iron Ore Holdings (Luxembourg, 52%) Kumba Iron Ore Limited (South Africa, 70%) Kumba Singapore (Pte) Ltd (Singapore, 51%) Lexshell 688 Investments (Pty) Ltd (South Africa, 66%) Loma de Niquel Holdings Limited (British Virgin Islands, 94%) Mafube Coal Mining (Pty) Ltd (South Africa, 50%) Main Street 1252 (Pty) Ltd (South Africa, 63%) Main Street 576 (Pty) Ltd (South Africa, 70%) Manganore Iron Mining (Pty) Ltd (South Africa, 52%) Masa Chrome Company (Pty) Ltd (South Africa, 50%) Matthey Rustenburg Refiners (Pty) Ltd (South Africa, 78%) Micawber 146 (Pty) Ltd (South Africa, 78%) Minera Loma de Níquel (Venezuela, 98%) Mineração Tariana Ltda. (Brazil, 77%) Mogalakwena Platinum Limited (South Africa, 78%) Moranbah North Coal (Sales) Pty Ltd (Australia, 88%) MR Iron Ore Marketing Services Pte Ltd (Singapore, 50.1%) Ndowana Exploration (Pty) Ltd (South Africa, 42%) Newshelf 480 (Pty) Ltd (South Africa, 55%) Norsand Holdings (Pty) Ltd (South Africa, 78%) Peruke (Pty) Ltd (South Africa, 51%) PGI (Hong Kong) (Hong Kong, 78%) PGI (Shanghai) Co. Limited (China, 78%) PGI (United Kingdom) Limited (United Kingdom, 78%) PGI (United States of America) Jewelry Inc. (USA, 78%) PGI India (India, 78%) PGI KK (Japan, 78%) PGI SA (Switzerland, 78%) PGM Investment Company (Pty) Ltd (South Africa, 78%) Platinum Guild India OVT Limited (India, 78%) Platmed Properties (Pty) Ltd (South Africa, 78%) Platmed (Pty) Ltd (South Africa, 78%) Ponahalo Investments (Pty) Ltd (South Africa, 0%)(9) Prime Trading (Proprietary) Limited (Namibia, 85%) RA Gilbert (Pty) Ltd (South Africa, 78%) Rainbow Gas and Coal Exploration (Pty) Ltd (Botswana, 51%) Rietvlei Mining Company (Pty) Ltd (South Africa, 40%)(10) Riverbank Investments Ltd (United Kingdom, 85%) Rustenburg Platinum Mines Ltd (South Africa, 78%) SASA Gold Exploration (Pty) Ltd (South Africa, 63%) Satijnduiker Holdings BV (Netherlands, 51%) Scallion (British Virgin Islands, 85%) Sibelo Resource Development (Pty) Ltd (South Africa, 26%) Sishen Iron Ore Company (Pty) Ltd (South Africa, 54%)(11) Spectrem Air Ltd (South Africa, 75%) Tarmac Oman Minerals LLC (Oman, 99%) The Diamond Trading Company Ltd England (United Kingdom, 85%) The Village of Cullinan (Pty) Ltd (South Africa, 63%) Unki Mines (Private) Limited (Zimbabwe, 78%) Whiskey Creek Management Services (Pty) Ltd (South Africa, 78%) Anglo American plc Annual Report 2015 167 Financial statements Joint ventures(1)(2) Birchall Gardens LLP (United Kingdom, 50%) Copper Creek Project LLC (USA, 50%) De Beers Diamond Jewellers (Hong Kong) Limited (Hong Kong, 43%) De Beers Diamond Jewellers (Macau) Company Limited (Macau, 43%) De Beers Diamond Jewellers Ltd (United Kingdom, 43%) De Beers Diamond Jewellers Ltd (Japan) (Japan, 43%) De Beers Diamond Jewellers Trade Mark Limited (United Kingdom, 43%) De Beers Diamond Jewellers UK Ltd (United Kingdom, 43%) De Beers Diamond Jewellers US, Inc (USA, 43%) De Beers Jewellers Commercial (Shanghai) Co., LTD (China, 43%) Ebbsfleet Property Limited (United Kingdom, 50%) Electrolytical Metal Corporation (Pty) Limited (South Africa, 40%)(13) Ferroport Logística Comercial Exportadora S.A. (Brazil, 50%) Groote Eylandt Mining Company Pty Limited (GEMCO) (Australia, 40%)(13) Guaporé Mineração Ltda. (Brazil, 49%) Hotazel Manganese Mines (Pty) Ltd (South Africa, 40%)(13) Middelplaats Manganese Limited (South Africa, 40%)(13) Mineração Tanagra Ltda. (Brazil, 49%) Minphil Exploration Co Inc (Philippines, 40%) Northern Luzon Exploration & Mining Co Inc (Philippines, 40%) Northfleet Property LLP (United Kingdom, 50%) Peo Venture Capital (Pty) Ltd (Botswana, 21%) Polokwane Iron Ore (Pty) Ltd (South Africa, 52%) Samancor AG (Switzerland, 40%)(13) Samancor Gabon (Gabon, 40%)(13) Samancor Holdings (Pty) Ltd (South Africa, 40%)(13) Samancor Holdings Proprietary Limited (South Africa, 40%)(13) Samancor Manganese Pty Limited (South Africa, 40%)(13) Swanscombe Developments LLP (United Kingdom, 50%) Tasmanian Electro Metallurgical Company Pty Limited (TEMCO) (Australia, 40%)(13) Terra Nominees (Pty) Limited (South Africa, 40%)(13) (1) All equity interests shown are ordinary shares. (2) All entities are indirectly held, unless otherwise stated. (3) 2% direct holding by Anglo American plc. (4) 4% direct holding by Anglo American plc. (5) 100% direct holding by Anglo American plc. (6) 5% direct holding by Anglo American plc. (7) The Group’s effective interest in Anglo American Platinum Limited is 79.6% (2014: 79.8%), which includes shares issued as part of a community empowerment deal. (8) A 74% interest in De Beers Consolidated Mines Proprietary Limited (DBCM) is held indirectly through De Beers. The 74% interest represents De Beers’ legal ownership share in DBCM. For accounting purposes De Beers consolidates 100% of DBCM as it is deemed to control the BEE entity, Ponahalo, which holds the remaining 26%. The Group’s effective interest in DBCM is 85%. (9) Ponahalo Investments (Pty) Ltd is deemed to be controlled due to the financing structure in place and is therefore included as a majority owned subsidiary. (10) 60% of Rietvlei Mining Company (Pty) Ltd is held by Butsanani Energy Investment Holdings Ltd, in which the Group has an effective interest of 67%. The Group’s effective interest in Rietvlei Mining Company Ltd is therefore 40%. (11) The 73.9% interest in Sishen Iron Ore Company (Proprietary) Limited (SIOC) is held indirectly through Kumba Iron Ore Limited, in which the Group has a 69.7% interest. A further 3.1% interest in SIOC is held by the Kumba Envision Trust for the benefit of participants in Kumba’s broad based employee share scheme for non-managerial Historically Disadvantaged South African employees. The Trust meets the definition of a subsidiary under IFRS, and is therefore consolidated by Kumba Iron Ore Limited. Consequently the effective interest in SIOC included in the Group’s results is 53.7%. (12) The 50% interest in Debswana Diamond Company (Proprietary) Limited is held indirectly through De Beers and is consolidated on a 19.2% proportionate basis, reflecting economic interest. The Group’s effective interest in Debswana Diamond Company (Proprietary) Limited is 16.3%. (13) These entities have a 30 June year end. ADDITIONAL DISCLOSURES 40. RELATED UNDERTAKINGS OF THE GROUP continued Joint operations(1)(2) Anglo American SEFA Mining Fund (Pty) Ltd (South Africa, 50%) Anglo American Sur S.A. (Chile, 50%) Belcourt Saxon Coal Limited (Canada, 50%) Belcourt Saxon Coal Limited Partnership (Canada, 50%) Compania Minera Dona Ines De Collahuasi SCM (Chile, 44%) Compañía Minera Westwall S.C.M (Chile, 50%) De Beers Marine Namibia (Pty) Ltd (Namibia, 43%) Debmarine Namdeb Foundation (Namibia, 43%) Debswana ART Fund Trust (Botswana, 43%) Debswana Diamond Company (Pty) Ltd (Botswana, 43%)(12) Diamond Trading Company Botswana (Pty) Ltd (Botswana, 43%) Exclusive Properties (Pty) Ltd (Namibia, 43%) Godisa Supplier Development Fund (Pty) Ltd (South Africa, 50%) HL & H Timber Processors (Pty) Ltd (South Africa, 50%) Kroondal Unincorporated Joint Venture (South Africa, 50%) Mafube Coal Mining (Proprietary) Limited (South Africa, 50%) Marmora Mines and Estates Limited (Namibia, 28%) Modikwa Mining Personnel Services (Pty) Ltd (South Africa, 50%) Modikwa Platinum Mine (Pty) Limited (South Africa, 50%) Modikwa Unincorporated Joint Venture (South Africa, 50%) Monash Energy Pty Ltd (Australia, 50%) Morupule Coal Mine Ltd (Botswana, 43%) Mototolo Holdings (Pty) Ltd (South Africa, 50%) Mototolo Unincorporated Joint Venture (South Africa, 50%) Namdeb Diamond Corporation (Pty) Ltd (Namibia, 43%) Namdeb Holdings (Pty) Ltd (Namibia, 43%) Namdeb Hospital Pharmacy (Pty) Ltd (Namibia, 43%) Namdeb Properties (Pty) Ltd (Namibia, 43%) Namibia Diamond Trading Company (Pty) Ltd (Namibia, 43%) Oranjemund Private Hospital (Pty) Limited (Namibia, 43%) Oranjemund Town Management Company (Pty) Ltd (Namibia, 43%) Phola Coal Processing Plant (Pty) Ltd (South Africa, 37%) Sesiro Insurance Company (Proprietary) Limited (Botswana, 43%) Tarmac Zawawi LLC (Oman, 49%) The Diamond Trust (Botswana, 21%) Associates(1)(2) AEF Mining Services (Pty) Ltd (South Africa, 25%) Atlatsa Resources Corporation (Canada, 23%) AuruMar (Pty) Ltd (South Africa, 43%) AuruMar SASA Holdings (Pty) Ltd (South Africa, 43%) Bafokeng-Rasimone Platinum Mine (South Africa, 33%) Blue Steam Investments (Pty) Ltd (South Africa, 37%) Boikgantsho Platinum Mine (Pty) Ltd (South Africa, 49%) Bokoni Platinum Holdings (Pty) Ltd (South Africa, 49%) Bokoni Platinum Mines (Pty) Ltd (South Africa, 49%) Bowen Basin Coal (Pty) Ltd (Australia, 23%) Carbones Del Cerrejón LLC (Anguilla, 33%) Cerrejon Zona Norte SA (Colombia, 33%) CMC-Coal Marketing Company Ltd Ireland (Ireland, 33%) Coal Marketing Company (USA) Inc. (USA, 33%) Curtis Fitch Limited (United Kingdom, 21%) Dalrymple Bay Coal Terminal Pty Ltd (Australia, 25%) DMS Powders (Pty) Ltd (South Africa, 21%) Elipsis Blue Trading 43 (Pty) Ltd (South Africa, 30%) Ga-Phasha Platinum Mine (Proprietary) Limited (South Africa, 49%) GD Empreendimentos Imobiliários S.A. (Brazil, 33%) Hindustan Diamond Company Pvt Ltd (India, 43%) Hydrogenious Technologies GmbH (Germany, 27%) Ikhwezi Fleet Services (Pty) Ltd (South Africa, 30%) Jellinbah Group Pty Ltd (Australia, 23%)(13) Jellinbah Mining Pty Ltd (Australia, 23%)(13) Jellinbah Resources Pty Ltd (Australia, 23%)(13) JG Land Company Pty Ltd (Australia, 23%) Kwanda Platinum Mine (Pty) Ltd (South Africa, 49%) Lake Vermont Marketing Pty Ltd (Australia, 33%) Lake Vermont Resources Pty Ltd (Australia, 33%) Lebowa Platinum Mines Ltd (South Africa, 49%) Lexshell 49 General Trading (Pty) Ltd (South Africa, 35%) Main Place Holdings (Pty) Ltd (South Africa, 39%) Pandora Unincorporated Associate (South Africa, 43%) Peglerae Hospital (Pty) Ltd (South Africa, 40%) QCMM (Lake Vermont Holdings) Pty Ltd (Australia, 33%) QCMM Finance Pty Ltd (Australia, 33%) Richards Bay Coal Terminal (Proprietary) Limited (South Africa, 23%) Roodepoortjie Resources (Pty) Ltd (South Africa, 25%) Sheba’s Ridge Platinum (Pty) Ltd (South Africa, 35%) Societe Civille De Prospection De Nickel A Madagascar (Madagascar, 32%) Spectrem Air (Pty) Ltd (South Africa, 21%) Synova S.A. (Switzerland, 28%) Tremell Pty Ltd (Australia, 33%) Zimshelf Seven Investment Holdings (Pty) Ltd (South Africa, 50%) 168 Anglo American plc Annual Report 2015 FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION NOTES TO THE FINANCIAL STATEMENTSFINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION FINANCIAL STATEMENTS OF THE PARENT COMPANY Balance sheet of the Company, Anglo American plc, as at 31 December 2015 US$ million Fixed assets Investment in subsidiaries Current assets Amounts due from subsidiaries Cash at bank and in hand Creditors due within one year Amounts owed to group undertakings Other creditors Net current assets Total assets less current liabilities Net assets Capital and reserves Called-up share capital Share premium account Capital redemption reserve Other reserves Profit and loss account Total shareholders’ funds (equity) Note 2015 2014 1 15,125 15,071 15,067 15 15,082 (231) – (231) 14,851 29,976 29,976 772 4,358 115 1,955 22,776 29,976 13,908 3 13,911 (309) (1) (310) 13,601 28,672 28,672 772 4,358 115 1,955 21,472 28,672 2 2 2 2 2 The financial statements of Anglo American plc, registered number 03564138, were approved by the Board of directors on 15 February 2016 and signed on its behalf by: Mark Cutifani Chief Executive René Médori Finance Director Anglo American plc Annual Report 2015 169 Financial statements FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION FINANCIAL STATEMENTS OF THE PARENT COMPANY 1) Investment in subsidiaries US$ million Cost At 1 January Capital contributions(1) Additions At 31 December Provisions for impairment at 1 January and 31 December Net book value (1) This amount is net of $78 million (2014: $6 million) of intra-group recharges. 2015 2014 15,088 54 – 15,142 (17) 15,125 13,295 142 1,651 15,088 (17) 15,071 Further information about subsidiaries is provided in note 40 to the Consolidated financial statements. 2) Reconciliation of movements in equity shareholders’ funds US$ million Balance at 1 January 2014 Profit for the financial year Dividends payable to Company shareholders(3) Net purchase of treasury shares under employee share schemes Capital contribution to Group undertakings Transfer between share-based payment reserve and profit and loss account Balance at 1 January 2015 Profit for the financial year Dividends payable to Company shareholders(3) Capital contribution to Group undertakings Other Balance at 31 December 2015 Called-up share capital 772 – – – – – 772 – – – – 772 Share premium account 4,358 – – – – – 4,358 – – – – 4,358 Capital redemption reserve 115 – – – – Other reserves(1) 1,955 – – – – Share-based payment reserve 1 – – – – – 115 – – – – 115 – 1,955 – – – – 1,955 (1) – – – – – – Profit and loss account(2) 19,941 2,019 (620) (17) 148 1 21,472 1,850 (684) 132 6 22,776 Total 27,142 2,019 (620) (17) 148 – 28,672 1,850 (684) 132 6 29,976 (1) At 31 December 2015 other reserves of $1,955 million (2014: $1,955 million) were not distributable under the Companies Act 2006. (2) At 31 December 2015 $2,685 million (2014: $2,685 million) of the Company profit and loss account of $22,776 million (2014: $21,472 million) was not distributable under the Companies Act 2006. (3) Dividends payable relate only to shareholders on the United Kingdom principal register excluding dividends waived by Greenwood Nominees Limited as nominees for Butterfield Trust (Guernsey) Limited, the trustee for the Anglo American employee share scheme. Dividends paid to shareholders on the Johannesburg branch register are distributed by a South African subsidiary in accordance with the terms of the Dividend Access Share Provisions of Anglo American plc’s Articles of Association. The directors are proposing no final dividend in respect of the year ended 31 December 2015 (see note 10 of the Consolidated financial statements). The audit fee in respect of the Company was $10,613 (2014: $7,807). Fees payable to Deloitte for non-audit services to the Company are not required to be disclosed because they are included within the consolidated disclosure in note 33. 170 Anglo American plc Annual Report 2015 FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION FINANCIAL STATEMENTS OF THE PARENT COMPANY 3) Accounting policies: Anglo American plc (the Company) The Company balance sheet and related notes have been prepared under the historical cost convention and in accordance with Financial Reporting Standards 100 Application of Financial Reporting Requirements (FRS 100) and 101 Reduced Disclosure Framework (FRS 101). A summary of the principal accounting policies is set out below. The preparation of financial statements in compliance with FRS 101 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies. As permitted by section 408 of the Companies Act 2006, the statement of comprehensive income of the Company is not presented as part of these financial statements. The profit after tax for the year of the Company amounted to $1,850 million (2014: $2,019 million). First time application of FRS 100 and FRS 101 In the current year the Company has adopted FRS 100 and FRS 101. In previous years the financial statements were prepared in accordance with applicable United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice (UK GAAP)). The change in the basis of preparation has not materially altered the recognition and measurement requirements previously applied in accordance with UK GAAP. Consequently the principal accounting policies are unchanged from the prior year. The change in basis of preparation has enabled the Company to take advantage of all the available disclosure exemptions permitted by FRS 101 in the financial statements. There have been no other material amendments to the disclosure requirements previously applied in accordance with UK GAAP. Significant accounting policies Investments Investments represent equity holdings in subsidiaries and are measured at cost less accumulated impairment. Financial Instruments The Company recognises financial instruments when it becomes a party to the contractual arrangements of the instrument. Financial instruments are de-recognised when they are discharged or when the contractual terms expire. Dividends Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting. Share-based payments The Company has applied the requirements of IFRS 2 Share-based payment. The Company makes equity settled share-based payments to the directors, which are measured at fair value at the date of grant and expensed on a straight line basis over the vesting period, based on the Company’s estimate of shares that will eventually vest. For those share schemes with market vesting conditions, the fair value is determined using a Monte Carlo model at the grant date. The fair value of share options issued with non-market vesting conditions has been calculated using a Black Scholes model. For all other share awards, the fair value is determined by reference to the market value of the share at the grant date. For all share schemes with non-market vesting conditions, the likelihood of vesting has been taken into account when determining the associated charge. Vesting assumptions are reviewed during each reporting period to ensure they reflect current expectations. The Company also makes equity settled share-based payments to certain employees of certain subsidiary undertakings. Equity settled share-based payments that are made to employees of the Company’s subsidiaries are treated as increases in equity over the vesting period of the award, with a corresponding increase in the Company’s investments in subsidiaries, based on an estimate of the number of shares that will eventually vest. Any payments received from subsidiaries are applied to reduce the related increases in investments in subsidiaries. Details on the schemes and option pricing models relevant to the charge included in the Company financial statements are set out in note 28 to the Consolidated financial statements of the Group for the year ended 31 December 2015. Anglo American plc Annual Report 2015 171 Financial statements FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION SUMMARY BY BUSINESS OPERATION Marketing activities are allocated to the underlying operation to which they relate. US$ million Platinum Mogalakwena Amandelbult Other operations Projects and corporate De Beers Mining Debswana Namdeb Holdings South Africa Canada Trading Other(4) Projects and corporate Copper Los Bronces Collahuasi Other operations Projects and corporate Nickel Codemin Loma de Níquel Barro Alto Projects and corporate Niobium and Phosphates(5) Niobium Phosphates Projects and corporate Iron Ore and Manganese Kumba Iron Ore Iron Ore Brazil Samancor Projects and corporate Coal Australia and Canada South Africa Colombia Projects and corporate Corporate and other Other Mining and Industrial Exploration Corporate activities and unallocated costs Underlying EBITDA(2) Underlying EBIT(3) Underlying earnings 2015 2014 2015 2014 2015 2014 2015 4,900 1,092 712 3,096 – Revenue(1) 2014 5,396 1,271 593 3,532 – 718 496 97 177 (52) 527 504 (37) 118 (58) 263 368 36 (89) (52) 32 371 (96) (185) (58) 4,671 7,114 990 1,818 571 1,363 n/a n/a n/a n/a n/a n/a – 3,539 1,852 971 716 – 146 100 – 46 – 544 111 433 – 3,390 2,876 – 514 – 4,888 2,374 1,893 621 – 925 921 – 4 23,003 n/a n/a n/a n/a n/a n/a – 4,827 2,497 1,311 1,019 – 142 142 – – – 666 180 486 – 5,176 4,388 – 788 – 5,808 2,970 2,083 755 – 1,859 1,854 – 5 30,988 379 147 282 154 107 (30) (49) 942 622 381 55 (116) (3) 20 3 (14) (12) 146 40 111 (5) 1,026 1,011 (20) 104 (69) 1,046 586 345 168 (53) (11) 110 (152) 31 4,854 604 207 344 178 579 (50) (44) 1,902 1,173 707 138 (116) 28 43 22 (25) (12) 152 75 88 (11) 2,286 2,162 (29) 251 (98) 1,207 543 463 255 (54) (88) 162 (180) (70) 7,832 352 120 174 65 100 (191) (49) 228 240 167 (63) (116) (22) 12 3 (25) (12) 119 33 91 (5) 671 739 (21) 22 (69) 457 190 230 90 (53) (64) 64 (154) 26 2,223 579 177 243 77 572 (241) (44) 1,193 822 495 (8) (116) 21 37 22 (26) (12) 124 69 66 (11) 1,957 1,911 (34) 178 (98) 458 (1) 350 163 (54) (215) 62 (181) (96) 4,933 168 n/a n/a n/a n/a 258 n/a n/a n/a n/a n/a n/a n/a 67 n/a 77 n/a (89) (19) 10 3 (21) (11) 48 7 45 (4) 25 n/a n/a n/a n/a 923 n/a n/a n/a n/a n/a n/a n/a 493 n/a 207 n/a (84) 6 23 22 (25) (14) 65 31 39 (5) 98 280(6) (61) (54) (67)(6) 292 123 174 44 (49) (85) 52 (142) 5 827 717 747(6) (32) 78 (76)(6) 296 (30) 271 105 (50) (308) 44 (163) (189) 2,217 (1) Revenue includes the Group’s attributable share of associates’ and joint ventures’ revenue. Revenue for copper is shown after deduction of treatment and refining charges (TC/RCs). (2) Underlying EBITDA is underlying EBIT before depreciation and amortisation in subsidiaries and joint operations and includes the Group’s attributable share of associates’ and joint ventures’ underlying EBITDA. (3) Underlying EBIT is operating profit before special items and remeasurements and includes the Group’s attributable share of associates’ and joint ventures’ underlying EBIT. (4) Other includes Element Six, downstream activities and the purchase price allocation (PPA) adjustment. (5) Niobium and Phosphates are now aggregated, having previously been presented separately. Refer to note 3 of the Consolidated financial statements. (6) Of the projects and corporate expense, which includes a corporate cost allocation, $42 million (2014: $54 million) relates to Kumba Iron Ore. The total contribution from Kumba Iron Ore to the Group’s underlying earnings is $238 million (2014: $693 million). 172 Anglo American plc Annual Report 2015 FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION KEY FINANCIAL DATA US$ million (unless otherwise stated) Income statement measures Group revenue including associates and joint ventures Underlying EBIT(3) Underlying EBITDA(4) Group revenue (statutory measure) Net finance costs (before special items and remeasurements) (Loss)/profit before tax (Loss)/profit for the financial year Non-controlling interests (Loss)/profit attributable to equity shareholders of the Company Underlying earnings(5) Balance sheet measures Total capital employed(6) Net assets Non-controlling interests Equity attributable to equity shareholders of the Company Cash flow measures Cash flow from operations Capital expenditure(7) Net debt(8) Metrics and ratios Underlying earnings per share (US$) (Loss)/earnings per share (statutory basis) (US$) Ordinary dividend per share (US cents) Ordinary dividend cover (based on underlying earnings per share) Underlying EBIT margin Underlying EBIT interest cover(9) Effective tax rate(10) Gearing (net debt to total capital)(11) 2015 2014 2013 2012 restated(1) 2011 2010 2009 2008 2007 2006(2) 4,933 7,832 6,620 9,520 2,223 4,854 9,763 6,253 11,095 8,860 13,348 11,983 23,003 30,988 33,063 32,785 36,548 32,929 24,637 32,964 30,559 29,404 8,888 4,957 10,085 6,930 11,847 12,132 12,197 20,455 27,073 29,342 28,680 30,580 27,960 20,858 26,311 25,470 24,991 (110) 8,443 6,922 (736) 6,186 5,471 (299) (244) (20) (171) 10,782 10,928 8,119 7,922 (564) (1,575) (1,753) (906) 6,544 6,169 (1,470) 4,976 6,120 2,860 (256) (458) (259) (5,454) (5,842) (1,524) (989) (5,624) (2,513) 2,217 (276) 1,700 426 (1,387) (961) 2,673 (452) 8,571 6,120 (905) 5,215 5,237 (273) 4,029 2,912 (487) 2,425 2,569 (137) 8,821 8,172 (868) 7,304 5,761 9,590 218 827 32,842 43,782 46,551 49,757 41,667 42,135 36,623 29,808 24,401 28,285 21,342 32,177 37,364 43,738 43,189 37,971 28,069 21,756 24,330 27,127 (4,773) (5,760) (2,856) 16,569 26,417 31,671 37,611 39,092 34,239 26,121 20,221 22,461 24,271 (5,693) (1,948) (1,535) (3,732) (6,127) (4,097) (1,869) 6,949 4,240 (4,177) (6,018) 7,729 (6,075) (12,901) (12,871) (10,652) 7,370 11,498 (5,672) (5,947) (1,374) (8,510) 9,579 4,904 9,924 (4,902) (5,282) (4,707) (7,384) (11,280) (11,340) 9,845 10,057 (3,575) (4,002) (3,131) (4,851) 1.73 (1.96) 85 2.0 2.28 (1.17) 85 2.7 2.09 (0.75) 85 2.5 0.64 (4.36) 32 2.0 3.73 4.21 108 3.5 9.7% 15.9% 20.0% 19.1% 30.4% 29.6% 20.1% 30.6% 28.4% 25.4% 33.2 10.1 31.0% 29.8% 32.0% 29.0% 28.3% 31.9% 33.1% 33.4% 31.8% 33.0% 37.7% 28.6% 22.2% 16.3% 3.1% 16.3% 28.7% 34.3% 16.6% 10.3% 2.14 2.02 – – 5.06 5.10 74 6.8 4.13 5.43 65 6.4 4.36 4.34 44 9.9 4.40 5.58 124 3.5 24.1 30.1 33.2 34.2 35.8 36.8 19.6 n/a (1) Certain balances relating to 2012 were restated to reflect the adoption of new accounting pronouncements. See note 2 of the 2013 Consolidated financial statements for details. (2) Comparatives for 2006 were adjusted in the 2007 Annual Report to reclassify amounts relating to discontinued operations where applicable. (3) Underlying EBIT is operating profit presented before special items and remeasurements and includes the Group’s attributable share of associates’ and joint ventures’ underlying EBIT. Underlying EBIT of associates and joint ventures is the Group’s attributable share of revenue less operating costs before special items and remeasurements of associates and joint ventures. (4) Underlying EBITDA is underlying EBIT before depreciation and amortisation in subsidiaries and joint operations and includes the Group’s attributable share of associates’ and joint ventures’ underlying EBIT before depreciation and amortisation. (5) Underlying earnings is profit attributable to equity shareholders of the Company before special items and remeasurements, and is therefore presented after net finance costs, income tax and non-controlling interests. (6) Total capital employed is net assets excluding net debt (including related hedges and net debt in disposal groups) and financial asset investments. (7) Capital expenditure is defined as cash expenditure on property, plant and equipment including related derivatives, proceeds from disposal of property, plant and equipment and direct funding for capital expenditure from non-controlling interests. (8) Net debt is calculated as total borrowings less cash and cash equivalents (including related hedges and net debt in disposal groups). (9) Underlying EBIT interest cover is underlying EBIT divided by net finance costs, excluding net foreign exchange gains and losses, unwinding of discount relating to provisions and other liabilities, financing special items and remeasurements, and including the Group’s attributable share of associates’ and joint ventures’ net finance costs, which in 2011 resulted in a net finance income and therefore the ratio is not applicable. (10) The effective tax rate is presented before special items and remeasurements and includes the Group’s attributable share of associates’ and joint ventures’ tax. (11) Net debt to total capital is calculated as net debt (including related hedges and net debt in disposal groups) divided by total capital. Anglo American plc Annual Report 2015 173 Financial statements 2015 2014 15.47 3.96 0.68 1.37 0.92 709 11.25 12.78 3.34 0.65 1.33 0.90 655 10.12 2015 868 555 644 213 393 43 46 49 50 89 1,051 691 932 249 536 56 67 57 59 102 11.57 2.66 0.64 1.22 0.82 607 9.51 10.85 2.35 0.61 1.11 0.75 571 8.97 2014 1,206 811 1,230 288 677 72 82 66 65 119 1,385 803 1,173 311 765 97 112 72 71 125 US$/oz US$/oz US$/oz US cents/lb US cents/lb US$/tonne US$/tonne US$/tonne US$/tonne US$/tonne US$/oz US$/oz US$/oz US cents/lb US cents/lb US$/tonne US$/tonne US$/tonne US$/tonne US$/tonne FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION EXCHANGE RATES AND COMMODITY PRICES US$ exchange rates Year end spot rates South African rand Brazilian real Sterling Australian dollar Euro Chilean peso Botswana pula Average rates for the year South African rand Brazilian real Sterling Australian dollar Euro Chilean peso Botswana pula Commodity prices Year end spot prices Platinum(1) Palladium(1) Rhodium(2) Copper(3) Nickel(3) Iron ore (62% Fe CFR)(4) Iron ore (66% Fe Concentrate CFR)(5) Thermal coal (FOB South Africa)(6) Thermal coal (FOB Australia)(7) Hard coking coal (FOB Australia)(8) Average market prices for the year Platinum(1) Palladium(1) Rhodium(2) Copper(3) Nickel(3) Iron ore (62% Fe CFR)(4) Iron ore (66% Fe Concentrate CFR)(5) Thermal coal (FOB South Africa)(6) Thermal coal (FOB Australia)(7) Hard coking coal (FOB Australia)(9) (1) Source: London Platinum and Palladium Market (LPPM). (2) Source: Comdaq. (3) Source: London Metal Exchange (LME). (4) Source: Platts. (5) Source: Metal Bulletin. (6) Source: McCloskey. (7) Source: globalCOAL. (8) Source: Represents the quarter four benchmark. (9) Source: Represents the average quarterly benchmark. 174 Anglo American plc Annual Report 2015 ORE RESERVES AND MINERAL RESOURCES INTRODUCTION The Ore Reserve and Mineral Resource estimates presented in this Annual Report are prepared in accordance with the Anglo American plc (AA plc) Reporting of Exploration Results, Mineral Resources and Ore Reserves standard. This standard requires that the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves 2012 edition (the JORC Code) be used as a minimum standard. Some Anglo American plc subsidiaries have a primary listing in South Africa where public reporting is carried out in accordance with the South African Code for Reporting of Exploration Results, Mineral Resources and Mineral Reserves (the SAMREC Code). The SAMREC Code is similar to the JORC Code and the Ore Reserve and Mineral Resource terminology appearing in this section follows the definitions in both the JORC (2012) and SAMREC (2007 Edition as amended July 2009) Codes. Ore Reserves in the context of this Annual Report have the same meaning as ‘Mineral Reserves’ as defined by the SAMREC Code and the CIM (Canadian Institute of Mining and Metallurgy) Definition Standards on Mineral Resources and Mineral Reserves. The information on Ore Reserves and Mineral Resources was prepared by or under the supervision of Competent Persons as defined in the JORC or SAMREC Codes. All Competent Persons have sufficient experience relevant to the style of mineralisation and type of deposit under consideration and to the activity which they are undertaking. All the Competent Persons consent to the inclusion in this report of the information in the form and context in which it appears. The names of the Competent Persons (CPs) along with their Recognised Professional Organisation (RPO) affiliation and years of relevant experience are listed in the Ore Reserve and Mineral Resource Report 2015. Anglo American Group companies are subject to a comprehensive programme of reviews aimed at providing assurance in respect of Ore Reserve and Mineral Resource estimates. The reviews are conducted by suitably qualified Competent Persons from within the Anglo American Group, or by independent consultants. The frequency and depth of the reviews is a function of the perceived risks and/or uncertainties associated with a particular Ore Reserve and Mineral Resource. The overall value of the entity and time that has lapsed since an independent third-party review is also considered. Those operations/projects that were subjected to independent third-party reviews during the year are indicated in footnotes to the tables. The JORC and SAMREC Codes require due consideration of reasonable prospects for eventual economic extraction for Mineral Resource definition. These include long-range commodity price forecasts which are prepared by in-house specialists largely using estimates of future supply and demand and long-term economic outlooks. The calculation of Mineral Resource and Ore Reserve estimates are based on long-term prices determined at the beginning of the second quarter each year. Ore Reserves are dynamic and are more likely to be affected by fluctuations in the prices of commodities, uncertainties in production costs, processing costs and other mining, infrastructure, legal, environmental, social and governmental factors which may impact the financial condition and prospects of the Group. Mineral Resource estimates also change and tend to be influenced mostly by new information pertaining to the understanding of the deposit and secondly by the conversion to Ore Reserves. Unless otherwise stated, Mineral Resources are additional to (exclusive of) those resources converted to Ore Reserves and are reported on a dry tonnes basis. The appropriate Mineral Resource classification is determined by the appointed Competent (or Qualified) Persons. The choice of appropriate category of Mineral Resource depends upon the quantity, distribution and quality of geoscientific information available and the level of confidence in these data. The detailed Ore Reserve and Mineral Resource estimates, Reserve and Resource Reconciliation Overview, Definitions and Glossary are contained in the separate Ore Reserves and Mineral Resources Report 2015 which is available in the Reporting Centre on the Anglo American website. To accommodate the various factors that are important in the development of a classified Mineral Resource estimate, a scorecard approach is generally used. Mineral Resource classification defines the confidence associated with different parts of the Mineral Resource. The confidence that is assigned refers collectively to the reliability of the Grade and Tonnage estimates. This reliability includes consideration for the fidelity of the base data, the geological continuity predicated by the level of understanding of the geology, the likely precision of the estimated grades and understanding of grade variability, as well as various other factors (in particular density) that may influence the confidence that can be placed on the Mineral Resource. Most business units have developed commodity-specific scorecard-based approaches to the classification of their Mineral Resources. The estimates of Ore Reserves and Mineral Resources are stated as at 31 December 2015. The figures in the tables have been rounded and, if used to derive totals and averages, minor differences with stated results could occur. The Ore Reserves and Mineral Resources Report 2015, of which this section of the Annual Report is a summary, should be considered the only valid source of Ore Reserve and Mineral Resource information for the Anglo American group exclusive of Kumba Iron Ore and Anglo American Platinum Limited which publish their own independent annual reports. It is accepted that mine design and planning may include some Inferred Mineral Resources. Inferred Mineral Resources in the Life of Mine Plan (LOM Plan) are described as ‘Inferred (in LOM Plan)’ separately from the remaining Inferred Mineral Resources described as ‘Inferred (ex. LOM Plan)’, as required. These resources are declared without application of any modifying factors. Reserve Life reflects the scheduled extraction period in years for the total Ore Reserves in the approved Life of Mine Plan. The Ownership (Attributable) Percentage that Anglo American holds in each operation and project is presented beside the name of each entity. Operations and projects which fall below the internal threshold for reporting (25% attributable interest) are excluded from the Ore Reserves and Mineral Resources estimates. In South Africa, the Minerals and Petroleum Resources Development Act, Number 28 of 2002 (MPRDA) was implemented on 1 May 2004 (subsequently amended by the Minerals and Petroleum Resources Development Amendment Act 49 of 2008) effectively transferred custodianship of the previously privately held mineral rights to the State. A Prospecting Right is a right issued in terms of the MPRDA that is valid for up to five years, with the possibility of a further extension of three years. A Mining Right is a right issued in terms of the MPRDA and is valid for up to 30 years, with the possibility of a further extension of 30 years. The Minister of Mineral Resources will grant a renewal of the Mining Right if the terms and conditions of the Mining Right have been complied with and the applicant is not in contravention of any relevant provisions of the MPRDA. In preparing the Ore Reserve and Mineral Resource statement for South African assets, Anglo American plc has adopted the following reporting principles in respect of Prospecting Rights and Mining Rights: • Where applications for Mining Rights and Prospecting Rights have been submitted and these are still being processed by the relevant regulatory authorities, the relevant Ore Reserves and Mineral Resources have been included in the statement. • Where applications for Mining Rights and Prospecting Rights have been initially refused by the regulatory authorities, but are the subject of ongoing legal process and discussions with the relevant authorities and where Anglo American plc has reasonable expectations that the Prospecting Rights will be granted in due course, the relevant Mineral Resources have been included in the statement (any associated comments appear in the footnotes). O r e R e s e r v e s a n d M n e r a i l R e s o u r c e s Anglo American plc Annual Report 2015 175 ORE RESERVES AND MINERAL RESOURCES ESTIMATED ORE RESERVES(1) as at 31 December 2015 Detailed Proved and Probable estimates appear on the referenced pages in the Ore Reserves and Mineral Resources Report 2015. Proved + Probable PLATINUM(2) OPERATIONS (See page 10 in R&R Report for details) Merensky Reef Ownership % 78.0 Mining Method UG Reserve Life(4) (years) n/a Contained Metal (4E Moz) 11.1 UG2 Reef Platreef Main Sulphide Zone DIAMOND(3) OPERATIONS – DBCi (See page 14 in R&R Report for details) Snap Lake Kimberlite Victor Kimberlite DIAMOND(3) OPERATIONS – DBCM (See page 16 in R&R Report for details) Venetia (OP) Kimberlite Venetia (UG) Voorspoed Kimberlite Kimberlite DIAMOND(3) OPERATIONS – Debswana (See pages 18–19 in R&R Report for details) Damtshaa Kimberlite Jwaneng Letlhakane Orapa Kimberlite Kimberlite TMR Kimberlite DIAMOND(3) OPERATIONS – Namdeb (See page 20 in R&R Report for details) Elizabeth Bay Aeolian and Marine Beaches Mining Area 1 Orange River Fluvial Placers UG OP UG Ownership % 85.0 Mining Method UG 85.0 OP Ownership % 62.9 Mining Method OP 62.9 UG OP Ownership % 42.5 Mining Method OP 42.5 42.5 42.5 OP OP OP Ownership % 42.5 Mining Method OC 42.5 42.5 OC OC Atlantic 1 Marine Placers 42.5 MM ROM Tonnes (Mt) 73.1 408.4 1,295.8 47.7 Grade (4E g/t) 4.71 3.99 2.79 3.34 52.4 116.0 5.1 LOM(4) (years) 15 3 LOM(4) (years) 31 6 LOM(4) (years) 17 20 2 24 14 Saleable Carats (M¢) 7.2 Treated Tonnes (Mt) 5.7 Recovered Grade (cpht) 126.0 0.7 4.3 16.8 Saleable Carats (M¢) 28.7 Treated Tonnes (Mt) 25.8 Recovered Grade (cpht) 111.3 71.8 1.1 92.9 5.6 77.2 19.4 Saleable Carats (M¢) 4.7 Treated Tonnes (Mt) 25.1 Recovered Grade (cpht) 18.7 149.2 0.1 8.5 151.4 113.0 0.5 34.9 171.9 132.0 17.2 24.2 88.0 LOM(4) (years) 4 Saleable Carats (k¢) 152 Treated Tonnes (kt) 2,280 Recovered Grade (cpht) 6.67 20 8 20 129 272 Saleable Carats (k¢) 3,933 3,337 28,901 Area (k m2) 43,866 COPPER OPERATIONS (See page 22 in R&R Report for details) Collahuasi Heap Leach Ownership % 44.0 Mining Method OP Reserve Life(4) (years) 70 Contained Copper (kt) 204 ROM Tonnes (Mt) 30.0 Flotation – direct feed Flotation – low grade stockpile El Soldado Los Bronces Flotation Flotation Dump Leach NICKEL OPERATIONS (See page 25 in R&R Report for details) Barro Alto Saprolite Niquelândia Saprolite NIOBIUM OPERATIONS (See page 26 in R&R Report for details) Boa Vista Oxide Fresh Rock 50.1 50.1 OP OP 12 25 Ownership % 100 Mining Method OP 100 OP Reserve Life(4) (years) 20 23 Ownership % 100 Tailings Phosphate Tailings 100 PHOSPHATE OPERATIONS (See page 28 in R&R Report for details) Chapadão Oxide KUMBA IRON ORE OPERATIONS (See page 30 in R&R Report for details) Kolomela Hematite Sishen Thabazimbi Hematite Hematite Ownership % 100 Ownership % 51.5 51.5 51.5 IRON ORE BRAZIL OPERATIONS (See page 32 in R&R Report for details) Serra do Sapo Friable Itabirite and Hematite Ownership % 100 Reserve Life(4) (years) 2 16 16 Reserve Life(4) (years) 35 Reserve Life(4) (years) 21 15 1 Reserve Life(4) (years) 45 Mining Method OP OP Mining Method OP Mining Method OP OP OP Mining Method OP OP Itabirite SAMANCOR MANGANESE OPERATIONS (See page 33 in R&R Report for details) ROM + Sand Tailings GEMCO(7) Mamatwan Wessels Ownership % 40.0 Mining Method OP 29.6 29.6 OP UG Reserve Life(4) (years) 9 17 49 176 Anglo American plc Annual Report 2015 20,569 5,563 728 7,006 1,272 Contained Nickel (kt) 529 104 Contained Product (kt) 6 230 118 1,965.2 1,127.6 88.8 1,210.1 387.5 ROM Tonnes (Mt) 35.5 8.3 ROM Tonnes (Mt) 0.6 26.0 17.1 ROM Tonnes (Mt) 214.1 Saleable Product (Mt) 212 496 1 Saleable Product(6) (Mt) 678 566 ROM Tonnes (Mt) 84.9 58.3 73.4 3.87 0.94 Recovered Grade (cpm2) 0.09 Grade (%TCu)(5) 0.68 1.05 0.49 0.82 0.58 0.33 Grade (%Ni) 1.49 1.25 Grade (%Nb2O5) 0.87 0.89 0.69 Grade (%P2O5) 12.5 Grade (%Fe) 64.3 65.1 63.4 Grade(6) (%Fe) 67.5 67.5 Grade (%Mn) 44.3 37.3 42.2 ORE RESERVES AND MINERAL RESOURCES Estimated Ore Reserves continued COAL OPERATIONS – Australia (See page 34 & 38 in R&R Report for details) Thermal – Domestic Callide Ownership % 100 Mining Method OC Capcoal (OC)* Metallurgical – Coking 77.6 OC Reserve Life(4) (years) 30 17 Metallurgical – Other Thermal – Export Capcoal (UG)* Metallurgical – Coking Dawson Metallurgical – Coking Drayton Thermal – Export Thermal – Export Metallurgical – Other Foxleigh Moranbah North Metallurgical – Coking Metallurgical – Coking Grosvenor 70.0 51.0 88.2 70.0 88.0 100 UG OC OC OC UG UG 3 13 1 13 16 28 Proved + Probable Saleable Tonnes(8) (Mt) 194.3 31.7 46.6 8.2 17.4 45.8 38.8 1.8 13.9 94.6 130.4 Saleable Quality 4,440 kcal/kg 5.5 CSN 6,830 kcal/kg 6,190 kcal/kg 8.5 CSN 7.5 CSN 6,530 kcal/kg 6,400 kcal/kg 7,040 kcal/kg 8.0 CSN 8.5 CSN Reserve Life(4) Saleable Tonnes(8) COAL OPERATIONS– Canada (See page 34 in R&R Report for details) Trend Roman Mountain Metallurgical – Coking Metallurgical – Coking Ownership % 100 Mining Method OC 100 OC (years) 7 15 COAL OPERATIONS – Colombia (See page 35 in R&R Report for details) Thermal – Export Cerrejón COAL OPERATIONS – South Africa (See page 35 in R&R Report for details) Thermal – Export Goedehoop Ownership % 33.3 Ownership % 100 Mining Method OC Mining Method UG Reserve Life(4) (years) 16 Reserve Life(4) (years) 11 Greenside Isibonelo Kleinkopje Kriel Landau Mafube Thermal – Export Synfuel Thermal – Export Thermal – Domestic Thermal – Domestic Thermal – Export Thermal – Domestic Thermal – Export Thermal – Domestic New Denmark Thermal – Domestic New Vaal Zibulo Thermal – Domestic Thermal – Export Thermal – Domestic 100 100 100 UG OC OC 73.0 UG&OC 100 50.0 100 100 OC OC UG OC 73.0 UG&OC 12 12 9 5 8 18 24 16 20 (Mt) 8.3 25.8 Saleable Quality 7.0 CSN 7.0 CSN Saleable Tonnes(8) (Mt) 611.0 Saleable Quality 6,090 kcal/kg Saleable Tonnes(8) (Mt) 28.3 35.1 53.9 13.3 3.1 20.9 10.9 6.3 53.1 22.8 104.5 252.2 51.1 16.2 Saleable Quality 6,010 kcal/kg 6,060 kcal/kg 4,690 kcal/kg 6,210 kcal/kg 4,630 kcal/kg 4,850 kcal/kg 6,210 kcal/kg 4,750 kcal/kg 6,050 kcal/kg 5,070 kcal/kg 4,940 kcal/kg 3,660 kcal/kg 6,100 kcal/kg 4,830 kcal/kg Mining method: OP = Open Pit, UG = Underground, OC = Open Cast/Cut, MM = Marine Mining. TMR = Tailings Mineral Resource. Operations = Mines in steady-state or in ramp-up phase. * Capcoal comprises opencast operations at Lake Lindsay and Oak Park, with an underground longwall operation at Grasstree. (1) Estimated Ore Reserves are the sum of Proved and Probable Ore Reserves (on an exclusive basis, i.e. Mineral Resources are reported as additional to Ore Reserves unless otherwise stated). Please refer to the detailed Ore Reserve estimates tables in the AA plc R&R Report for the individual Proved and Probable Reserve estimates. The Ore Reserve estimates are reported in accordance with the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (The JORC Code, 2012) as a minimum standard. Ore Reserve estimates for operations in South Africa are reported in accordance with The South African Code for the Reporting of Exploration Results, Mineral Resources and Mineral Reserves (The SAMREC Code, 2007 Edition as amended July 2009). The figures reported represent 100% of the Ore Reserves. Anglo American plc ownership is stated separately. Rounding of figures may cause computational discrepancies. (2) Estimates reported represent 100% of the Ore Reserves attributable to Anglo American Platinum unless otherwise noted. Details of the individual operations appear in the Anglo American Platinum Annual Report. 4E is the sum of Platinum, Palladium, Rhodium and Gold. (3) DBCi = De Beers Canada, DBCM = De Beers Consolidated Mines, Debswana = Debswana Diamond Company, Namdeb = Namdeb Holdings. k¢ = thousand carats. M¢ = million carats. k m² = thousand square metres. Grade is quoted as carats per hundred metric tonnes (cpht) or as carats per square meter (cpm²). Reported Diamond Reserves are based on a Bottom Cut-Off (BCO) which refers to the bottom screen size aperture and varies between 1.00mm and 3.00mm (nominal square mesh). Specific BCO’s applied to derive estimates are included in the detailed Diamond Reserve tables in the AA plc R&R Report. Snap Lake and Damtshaa have been placed on Care & Maintenance. (4) Reserve Life = The scheduled extraction period in years for the total Ore Reserves in the approved Life of Mine Plan. LOM = Life of Mine (years) is based on scheduled Probable Reserves including some Inferred Resources considered for Life of Mine planning. (5) TCu = Total Copper. (6) Saleable Product tonnes are on a wet basis (average moisture content is 9.0 wt% of the wet mass) with quality stated on a dry basis. (7) GEMCO Manganese grades are given as per washed ore samples and should be read together with their respective yields, see page 33 in the AA plc R&R Report. (8) Total Saleable Tonnes represents the product tonnes produced quoted as metric tonnes on a Product moisture basis. The coal quality for Coal Reserves is quoted as either kilo-calories per kilogram (kcal/kg) or Crucible Swell Number (CSN). Kilo-calories per kilogram represent Calorific Value (CV) on a Gross As Received (GAR) basis. CV is rounded to the nearest 10 kcal/kg and CSN to the nearest 0.5 index. Metallurgical – Coking: High-, medium- or low-volatile semi-soft, soft or hard coking coal primarily for blending and use in the steel industry. Metallurgical – Other: Semi-soft, soft, hard, semi-hard or anthracite coal, other than Coking Coal, such as pulverized coal injection (PCI) or other general metallurgical coal for the export or domestic market with a wider range of properties than Coking Coal. Thermal – Export: Low- to high-volatile thermal coal primarily for export in the use of power generation; quality measured by calorific value (CV). Thermal – Domestic: Low- to high-volatile thermal coal primarily for domestic consumption for power generation. Synfuel: Coal specifically for the domestic production of synthetic fuel and chemicals. Peace River Coal (Trend and Roman Mountain Mines) has been placed on Care & Maintenance. Anglo American plc Annual Report 2015 177 ORE RESERVES AND MINERAL RESOURCESOre Reserves and Mineral Resources ESTIMATED MINERAL RESOURCES(1) as at 31 December 2015 Detailed Measured, Indicated and Inferred estimates appear on the referenced pages in the Ore Reserves and Mineral Resources Report 2015. Measured + Indicated PLATINUM(3) OPERATIONS (See page 11 in R&R Report for details) Merensky Reef Ownership % 78.0 Mining Method UG Contained Metal (4E Moz) 102.5 UG2 Reef Platreef Main Sulphide Zone DIAMOND(4) OPERATIONS – DBCi (See page 14 in R&R Report for details) Snap Lake Kimberlite Victor Kimberlite DIAMOND(4) OPERATIONS – DBCM (See page 16 in R&R Report for details) Beach Placers Namaqualand Kimberlite Venetia (OP) Venetia (UG) Voorspoed Kimberlite Kimberlite DIAMOND(4) OPERATIONS – Debswana (See pages 18–19 in R&R Report for details) Damtshaa Kimberlite Jwaneng Kimberlite TMR Letlhakane Kimberlite Orapa TMR Kimberlite DIAMOND(4) OPERATIONS – Namdeb (See pages 20–21 in R&R Report for details) Bogenfels Douglas Bay Elizabeth Bay Mining Area 1 Pocket Beach/Deflation Aeolian/Deflation Aeolian/Marine/Deflation Beaches Orange River Fluvial Placers UG OP UG Ownership % 85.0 Mining Method UG 85.0 OP Ownership % 62.9 Mining Method OC 62.9 62.9 OP UG OP Ownership % 42.5 Mining Method OP 42.5 42.5 42.5 OP OP OP Ownership % 42.5 Mining Method OC 42.5 42.5 42.5 42.5 OC OC OC OC Atlantic 1 Marine Placers 42.5 MM 229.9 102.0 18.7 Carats (M¢) 7.3 0.1 Carats (M¢) 0.8 0.1 – 0.5 Carats (M¢) 1.1 138.8 – 6.4 – 298.8 Carats (k¢) – 160 199 255 180 Carats (k¢) 7,302 COPPER OPERATIONS (See page 23 in R&R Report for details) Collahuasi Heap Leach Ownership % 44.0 Mining Method OP Contained Copper (kt) 359 Flotation – direct feed Flotation – low grade stockpile El Soldado Los Bronces Flotation Flotation Dump Leach NICKEL OPERATIONS (See page 25 in R&R Report for details) Barro Alto Saprolite Ferruginous Laterite 50.1 50.1 OP OP 13,069 1,836 758 10,718 – Ownership % 100 Mining Method OP Contained Nickel (kt) 347 Niquelândia Saprolite 100 OP 83 32 Tonnes (Mt) 587.2 1,373.0 1,318.4 138.6 Tonnes (Mt) 4.1 0.4 Tonnes (Mt) 12.7 0.1 – 1.7 Tonnes (Mt) 4.3 129.5 – 19.6 – 292.4 Tonnes (kt) – 2,269 3,188 25,890 68,204 Area (k m2) 108,175 Tonnes (Mt) 53.3 1,464.0 462.0 127.7 2,527.5 – Tonnes (Mt) 27.1 6.8 2.5 Grade (4E g/t) 5.43 Contained Metal (4E Moz) 89.0 Total Inferred(2) Tonnes (Mt) 557.7 Grade (4E g/t) 4.96 5.21 2.41 4.19 Grade (cpht) 177.9 23.8 Grade (cpht) 6.5 148.6 – 26.9 Grade (cpht) 25.0 107.2 – 32.3 – 102.2 Grade (cpht) – 7.05 6.24 0.98 0.26 Grade (cpm2) 0.07 97.2 63.1 6.7 Carats (M¢) 29.4 0.6 Carats (M¢) 0.6 3.4 59.6 3.5 Carats (M¢) 5.0 68.7 16.5 0.6 14.1 66.2 Carats (k¢) 752 1 2,869 3,100 177 Carats (k¢) 551.7 1,095.1 48.6 Tonnes (Mt) 16.6 2.8 Tonnes (Mt) 39.5 20.3 69.9 18.2 Tonnes (Mt) 19.0 85.7 35.8 2.9 53.6 77.6 Tonnes (kt) 10,955 127 42,829 192,578 47,554 Area (k m2) 88,226 1,080,989 Grade (%TCu)(5) 0.67 Contained Copper (kt) 136 0.89 0.40 0.59 0.42 – Grade (%Ni) 1.28 1.22 1.27 32,502 6,568 88 6,350 129 Contained Nickel (kt) 533 24 – Tonnes (Mt) 25.2 3,397.2 1,453.5 18.4 1,639.3 46.1 Tonnes (Mt) 39.0 2.0 – 5.48 1.79 4.30 Grade (cpht) 176.7 22.8 Grade (cpht) 1.4 16.9 85.3 19.4 Grade (cpht) 26.2 80.3 46.0 21.6 26.3 85.3 Grade (cpht) 6.86 0.79 6.70 1.61 0.37 Grade (cpm2) 0.08 Grade (%TCu)(5) 0.54 0.96 0.45 0.48 0.39 0.28 Grade (%Ni) 1.37 1.21 – NIOBIUM OPERATIONS (See page 26 in R&R Report for details) Boa Vista Oxide Fresh Rock PHOSPHATE OPERATIONS (See page 28 in R&R Report for details) Chapadão Oxide KUMBA IRON ORE OPERATIONS (See page 30 for details) Kolomela Hematite Sishen Thabazimbi Hematite Hematite IRON ORE BRAZIL OPERATIONS (See page 32 in R&R Report for details) Serra do Sapo Friable Itabirite and Hematite Itabirite Ownership % Mining Method Contained Product (kt) Tonnes (Mt) Grade (%Nb2O5) Contained Product (kt) Tonnes (Mt) Grade (%Nb2O5) 100 100 OP OP Ownership % Mining Method 100 OP Ownership % 51.5 Mining Method OP 51.5 51.5 OP OP Ownership % 100 Mining Method OP – 17 – 1.8 Tonnes (Mt) 30.1 Tonnes (Mt) 90.2 425.6 8.0 Tonnes(6) (Mt) 409.4 1,441.6 – 0.91 Grade (%P2O5) 13.2 Grade (%Fe) 61.6 61.0 62.3 Grade(6) (%Fe) 32.5 30.8 11 140 1.3 13.3 Tonnes (Mt) 105.6 Tonnes (Mt) 98.1 106.9 0.4 Tonnes(6) (Mt) 96.0 556.6 0.83 1.05 Grade (%P2O5) 10.4 Grade (%Fe) 63.8 57.0 58.9 Grade(6) (%Fe) 35.7 31.1 178 Anglo American plc Annual Report 2015 ORE RESERVES AND MINERAL RESOURCES Estimated Mineral Resources continued SAMANCOR MANGANESE OPERATIONS (See page 33 in R&R Report for details) GEMCO(7)(8) Mamatwan(7) Wessels(7) ROM + Sand Tailings COAL OPERATIONS – Australia (See page 36 & 38 in R&R Report for details) Callide Capcoal (OC)* Capcoal (UG)* Dawson Drayton Foxleigh Moranbah North Grosvenor COAL OPERATIONS – Canada (See page 36 in R&R Report for details) Trend Roman Mountain COAL OPERATIONS – Colombia (See pages 37 in R&R Report for details) Cerrejón COAL OPERATIONS – South Africa (See pages 37 in R&R Report for details) Goedehoop Greenside Isibonelo Kleinkopje Kriel Landau Mafube New Denmark Zibulo Ownership % 40.0 Mining Method OP 29.6 29.6 OP UG Ownership % 100 Mining Method OC 77.6 70.0 51.0 88.2 70.0 88.0 100 OC UG OC OC OC UG UG Ownership % 100 Mining Method OC 100 OC Ownership % 33.3 Ownership % 100 100 100 100 Mining Method OC Mining Method UG UG OC OC 73.0 UG&OC 100 50.0 100 OC OC UG 73.0 UG&OC Measured + Indicated Total Inferred(2) Tonnes (Mt) 142.9 101.9 143.6 Grade (%Mn) 42.7 35.1 42.5 MTIS(9) (Mt) 262.2 Coal Quality (kcal/kg) 4,890 166.3 90.4 353.9 – 2.7 72.0 194.4 6,920 6,730 6,770 – 7,240 6,670 6,580 MTIS(9) (Mt) 26.5 Coal Quality (kcal/kg) 6,980 4.3 7,910 MTIS(9) (Mt) 3,447.8 Coal Quality (kcal/kg) 6,560 MTIS(9) (Mt) 197.8 Coal Quality (kcal/kg) 5,350 20.3 16.8 28.6 99.4 84.9 50.1 70.3 324.7 5,630 5,400 5,010 4,850 5,230 5,190 5,790 4,980 Tonnes (Mt) 36.8 0.4 – Grade (%Mn) 41.2 35.0 – MTIS(9) (Mt) 77.6 Coal Quality (kcal/kg) 4,700 197.3 6.3 207.9 0.0 32.5 2.2 37.3 6,840 6,470 6,730 5,640 7,090 6,710 6,650 MTIS(9) (Mt) 2.6 Coal Quality (kcal/kg) 6,370 2.2 7,950 MTIS(9) (Mt) 791.9 Coal Quality (kcal/kg) 6,560 MTIS(9) (Mt) 7.9 Coal Quality (kcal/kg) 4,770 0.5 5,390 – – – 18.1 2.1 – 197.5 – – – 5,500 4,770 – 4,770 Mining method: OP = Open Pit, UG = Underground, OC = Open Cast/Cut, MM = Marine Mining. TMR = Tailings Mineral Resource. Operations = Mines in steady-state or in ramp-up phase. Tonnes = In Situ tonnes. * Capcoal comprises opencast operations at Lake Lindsay and Oak Park, with an underground longwall operation at Grasstree. (1) Estimated Mineral Resources are presented on an exclusive basis, i.e. Mineral Resources are reported as additional to Ore Reserves unless otherwise stated. Please refer to the detailed Mineral Resource estimates tables in the AA plc R&R Report for the detailed Measured, Indicated and Inferred Resource estimates. The Mineral Resource estimates are reported in accordance with the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (The JORC Code, 2012) as a minimum standard. The Mineral Resource estimates for operations in South Africa are reported in accordance with The South African Code for the Reporting of Exploration Results, Mineral Resources and Mineral Reserves (The SAMREC Code, 2007 Edition as amended July 2009). The figures reported represent 100% of the Mineral Resources. Anglo American plc ownership is stated separately. Rounding of figures may cause computational discrepancies. (2) Total Inferred is the sum of ‘Inferred (in LOM Plan)’, the Inferred Resources within the scheduled Life of Mine Plan (LOM Plan) and ‘Inferred (ex. LOM Plan)’, the portion of Inferred Resources with reasonable prospects for eventual economic extraction not considered in the Life of Mine Plan (LOM Plan) as relevant. (3) The figures reported represent 100% of the Mineral Resources attributable to Anglo American Platinum unless otherwise noted. Details of the individual operations appear in the Anglo American Platinum Annual Report. Merensky Reef and UG2 Reef Mineral Resources are estimated over a practical minimum mining width suitable for the deposit (the ‘Resource Cut’). The ‘Resource Cut’ width takes cognisance of the mining method and geotechnical aspects in the hangingwall or footwall of the reef. 4E is the sum of Platinum, Palladium, Rhodium and Gold. (4) DBCi = De Beers Canada, DBCM = De Beers Consolidated Mines, Debswana = Debswana Diamond Company, Namdeb = Namdeb Holdings. Estimated Diamond Resources are presented on an exclusive basis, i.e. Diamond Resources are quoted as additional to Diamond Reserves. k¢ = thousand carats. M¢ = million carats. k m² = thousand square metres. Grade is quoted as carats per hundred metric tonnes (cpht) or as carats per square meter (cpm²). Reported Diamond Resources are based on a Bottom Cut-Off (BCO) which refers to the bottom screen size aperture and varies between 1.00mm and 3.00mm (nominal square mesh). Specific BCO’s applied to derive estimates are included in the detailed Diamond Resource tables in the AA plc R&R Report. (5) TCu = Total Copper. (6) Tonnes and grades are on a dry basis. (7) Mineral Resources are quoted as inclusive of those used to calculate Ore Reserves and must not be added to the Ore Reserves. (8) GEMCO Manganese grades are given as per washed ore samples and should be read together with their respective yields, see page 33 in the AA plc R&R Report. (9) Coal Resources are quoted on a Mineable Tonnes In Situ (MTIS) basis in million tonnes, which are in addition to those Coal Resources that have been modified to produce the reported Coal Reserves. Coal Resources are reported on an in situ moisture basis. The coal quality for Coal Resources is quoted on an in situ heat content as kilo-calories per kilogram (kcal/kg), representing Calorific Value (CV) on a Gross As Received (GAR) basis. CV is rounded to the nearest 10 kcal/kg. Anglo American plc Annual Report 2015 179 ORE RESERVES AND MINERAL RESOURCESOre Reserves and Mineral Resources OTHER INFORMATION GLOSSARY OF TERMS AND PERFORMANCE MEASURES Ore Reserves An ‘Ore Reserve’ is the economically mineable part of a Measured and/or Indicated Mineral Resource. It includes diluting materials and allowances for losses, which may occur when the material is mined. Appropriate assessments and studies have been carried out, and include consideration of and modification by realistically assumed mining, metallurgical, economic, marketing, legal, environmental, social and governmental factors. These assessments demonstrate at the time of reporting that extraction could reasonably be justified. Ore Reserves are sub-divided in order of increasing confidence into Probable Ore Reserves and Proved Ore Reserves. A ‘Proved Ore Reserve’ is the economically mineable part of a Measured Mineral Resource. It includes diluting materials and allowances for losses which may occur when the material is mined. Appropriate assessments and studies have been carried out, and include consideration of and modification by realistically assumed mining, metallurgical, economic, marketing, legal, environmental, social and governmental factors. These assessments demonstrate at the time of reporting that extraction could reasonably be justified. A ‘Probable Ore Reserve’ is the economically mineable part of an Indicated, and in some circumstances, a Measured Mineral Resource. It includes diluting materials and allowances for losses which may occur when the material is mined. Appropriate assessments and studies have been carried out, and include consideration of and modification by realistically assumed mining, metallurgical, economic, marketing, legal, environmental, social and governmental factors. These assessments demonstrate at the time of reporting that extraction could reasonably be justified. Mineral Resources A ‘Mineral Resource’ is a concentration or occurrence of solid material of economic interest in or on the Earth’s crust in such form, grade (or quality), and quantity that there are reasonable prospects for eventual economic extraction. The location, quantity, grade (or quality), continuity and other geological characteristics of a Mineral Resource are known, estimated or interpreted from specific geological evidence and knowledge, including sampling. Mineral Resources are sub-divided, in order of increasing geological confidence, into Inferred, Indicated and Measured categories. A ‘Measured Mineral Resource’ is that part of a Mineral Resource for which quantity, grade (or quality), densities, shape, and physical characteristics are estimated with confidence sufficient to allow the application of Modifying Factors to support detailed mine planning and final evaluation of the economic viability of the deposit. Geological evidence is derived from detailed and reliable exploration, sampling and testing gathered through appropriate techniques from locations such as outcrops, trenches, pits, workings and drill holes, and is sufficient to confirm geological and grade (or quality) continuity between points of observation where data and samples are gathered. A Measured Mineral Resource has a higher level of confidence than that applying to either an Indicated Mineral Resource or an Inferred Mineral Resource. It may be converted to a Proved Ore Reserve or under certain circumstances to a Probable Ore Reserve. An ‘Indicated Mineral Resource’ is that part of a Mineral Resource for which quantity, grade (or quality), densities, shape and physical characteristics are estimated with sufficient confidence to allow the application of Modifying Factors in sufficient detail to support mine planning and evaluation of the economic viability of the deposit. Geological evidence is derived from adequately detailed and reliable exploration, sampling and testing gathered through appropriate techniques from locations such as outcrops, trenches, pits, workings and drill holes, and is sufficient to assume geological and grade (or quality) continuity between points of observation where data and samples are gathered. An Indicated Mineral Resource has a lower level of confidence than that applying to a Measured Mineral Resource and may only be converted to a Probable Ore Reserve. An ‘Inferred Mineral Resource’ is that part of a Mineral Resource for which quantity and grade (or quality) are estimated on the basis of limited geological evidence and sampling. Geological evidence is sufficient to imply but not verify geological and grade (or quality) continuity. It is based on exploration, sampling and testing information gathered through appropriate techniques from locations such as outcrops, trenches, pits, workings and drill holes. An Inferred Mineral Resource has a lower level of confidence than that applying to an Indicated Mineral Resource and must not be converted to an Ore Reserve. It is reasonably expected that the majority of Inferred Mineral Resources could be upgraded to Indicated Mineral Resources with continued exploration. Life of Mine Plan (LOM Plan) A design and costing study of an existing operation in which appropriate assessments have been made of realistically assumed geological, mining, metallurgical, economic, marketing, legal, environmental, social, governmental, engineering, operational and all other Modifying Factors, which are considered in sufficient detail to demonstrate at the time of reporting that extraction is reasonably justified. Reserve Life The scheduled extraction period in years for the total Ore Reserves in the approved LOM Plan. Inferred (in LOM Plan) Inferred Resources within the scheduled LOM Plan. Inferred (ex. LOM Plan) The portion of Inferred Resources with reasonable prospects for eventual economic extraction not considered in the LOM Plan. Throughout this report a number of financial and non-financial measures are used to assess the Group’s performance. The measures are defined as follows: Underlying EBIT Underlying EBIT is operating profit presented before special items and remeasurements and includes the Group’s attributable share of associates’ and joint ventures’ underlying EBIT. Underlying EBIT of associates and joint ventures is the Group’s attributable share of associates’ and joint ventures’ revenue less operating costs before special items and remeasurements of associates and joint ventures. See notes 3 and 5 to the financial statements for underlying EBIT. Underlying earnings Underlying earnings is an alternative earnings measure, which the directors consider to be a useful additional measure of the Group’s performance. Underlying earnings is profit for the financial year attributable to equity shareholders of the Company before special items and remeasurements and is therefore presented after net finance costs, income tax expense and non-controlling interests. See note 9 to the financial statements for the basis of calculation of underlying earnings. See note 6 to the financial statements for the definition of special items and remeasurements. Net debt Net debt includes related hedges and net debt in disposal groups. See note 23 to the financial statements. Capital expenditure Capital expenditure is defined as cash expenditure on property, plant and equipment, including related derivatives, and is now presented net of proceeds from disposal of property, plant and equipment and includes direct funding for capital expenditure from non-controlling interests in order to match more closely the way in which it is managed. Underlying EBITDA Underlying EBITDA is underlying EBIT before depreciation and amortisation in subsidiaries and joint operations and includes the Group’s attributable share of associates’ and joint ventures’ underlying EBIT before depreciation and amortisation. EBITDA, as presented in the net debt table on page 38 of this report excludes the Group’s attributable share of associates’ and joint ventures’ EBITDA. 180 Anglo American plc Annual Report 2015 OTHER INFORMATION GLOSSARY OF TERMS AND PERFORMANCE MEASURES Copper equivalent production Copper equivalent production, expressed as copper equivalent tonnes, is a metric used to show changes in underlying production volume. Each commodity’s volumes are expressed as revenue, and then converted into a copper equivalent volume by dividing revenue by copper price (per tonne). The prices used for conversion by Anglo American are based on long term consensus prices/Fx. When aggregated, these give the Group’s production expressed in units of copper equivalent. Production volumes considered include both equity and purchased volumes (e.g. platinum concentrate from joint operation partners), as well as volumes from mines in pre-commercial production. Thabazimbi (iron ore) and domestic thermal coal production is excluded. Copper equivalent production has been normalised for the disposal of AA Norte. Copper equivalent unit costs Copper equivalent unit costs divide the gross costs associated with unit costs, by relevant copper equivalent volume. Only own equity volumes (and costs) are considered. Thabazimbi (iron ore) and domestic thermal coal production is excluded, as are operations not in commercial production. Fatal-injury frequency rate (FIFR) FIFR is the number of employee or contractor fatal injuries due to all causes per 200,000 hours worked. Lost time injury frequency rate (LTIFR) LTIFR is the number of lost time injuries (LTIs) for both employees and contractors per 200,000 hours worked. An LTI is a work related injury resulting in the person being unable to attend work or perform the routine functions of his/her job, on the next calendar day after the day of the injury, whether a scheduled workday or not. Restricted work cases are therefore counted as LTIs. Total recordable case frequency rate (TRCFR) TRCFR is the number of fatal injuries, lost time injuries and medical treatment cases for both employees and contractors per 200,000 hours. New cases of occupational disease (NCOD) NCOD is the sum of occupational diseases due to asbestosis, noise-induced hearing loss, silicosis, coal-workers’ pneumoconiosis, chronic obstructive airways disease, occupational tuberculosis, occupational asthma, hand/arm vibration syndrome, musculoskeletal disorders, dermatitis, occupational cancers and other occupational diseases. Total energy consumed Total amount of energy consumed is the sum of total energy from electricity purchased, total energy from fossil fuels and total energy from renewable fuels and is measured in million gigajoules (GJ). Total new water consumed Total amount of water used is the total new or make-up water entering the operation and used for the operation’s primary operational activities and is measured in million m3. Anglo American plc Annual Report 2015 181 OTHER INFORMATION Other information OTHER INFORMATION GLOSSARY OF TERMS AND PERFORMANCE MEASURES Return on capital employed (ROCE) ROCE is a ratio that measures the efficiency and profitability of a company’s capital investments. It displays how effectively assets are generating profit for the size of invested capital and is calculated as underlying EBIT divided by average capital employed. Attributable ROCE Attributable ROCE is the primary return measure used in the Group. It is defined as the return on the capital employed attributable to equity shareholders of Anglo American plc, and therefore excludes the portion of underlying EBIT and capital employed attributable to non-controlling interests in operations where Anglo American plc has control but does not hold 100% of the equity. Joint operations, associates and joint ventures are included in their proportionate interest and in line with appropriate accounting treatment. It is calculated based on achieved prices and foreign exchange. The previous ROCE measure, used to track the Driving Value programme, incorporated a number of adjustments, principally to reverse the impact of certain impairments and acquisition fair value adjustments. The new attributable ROCE measure has been developed to allow a clearer link to the published financial statements. Comparatives have been restated to align with the current year presentation, and capital employed by segment is disclosed in note 3 to the Consolidated financial statements. US$ billion Attributable EBIT(1) Average attributable capital employed Attributable ROCE 2015 1.6 32.6 5% 2014 3.4 38.7 9% 2013 4.4 41.5 10% 2012 4.1 40.0 10% (1) For periods of less than one year EBIT for the period is annualised, with the exception of De Beers which is based on the last 12 months of performance due to seasonal sales and EBIT profile. Driving Value ROCE Driving Value ROCE is an adjusted measure of Attributable ROCE for the measurement of 2014 LTIP only. It is calculated using Attributable ROCE based on realised prices and foreign exchange rates and includes the following adjustments: • Impairments announced after 10 December 2013 are added back to total capital employed (unless the impairment resulted from the asset being taken out of service). • Earnings and return impacts from impairments (due to reduced depreciation or amortisation expense) are excluded from underlying EBIT. • The De Beers fair value uplift which resulted from the revaluing upward of Anglo American plc’s pre-existing 45% share in De Beers is removed from opening 2012 capital employed onwards. • Structural adjustments for the De Beers acquisition assuming ownership of 85% of De Beers from 1 January 2012 (actual acquisition date: 16 August 2012) and disposals from Anglo American Sur assuming ownership of 50.1% from the start of 2012 (actual disposal date: 23 August 2012) have been included. ROCE used for LTIP metrics 50% of the Executives’ annual LTIP award is predicated upon the achievement of ROCE targets over a three year performance period. The target range for the 2014 LTIP award, 12-16%, was based on ‘Driving Value ROCE at achieved prices’, set at a level designed to support the aspiration of achieving a ROCE of 15% by the end of 2016. Although the subsequent steep decline in prices since that award has made the target range very stretching, it is not intended that the LTIP outcomes will be adjusted for the impact of prices. In 2015 Driving Value ROCE at achieved prices was 4%. The target range for the 2015 LTIP award was set at 10–14%(1), consistent with the lower commodity price expectations at the time. In order to provide a clearer link to the financial statements for investors and participants, the simplified Attributable ROCE, as set out above, will be used for the 2015 LTIP award onwards. The original range of 10–14% will be adjusted for impairments taken after 31 December 2014 until 31 December 2017 and will be restated at the point of vesting to assess performance. 2015 Attributable ROCE was 5%. The range for 2016 LTIP has been increased to reflect the volatility Anglo American experiences due to commodity price and foreign exchange movements. It has been set at 5–15%. Given the announced portfolio review, the ranges for all LTIP awards will be restated in the year of vesting, for changes to the portfolio that take place between setting the target and assessing performance. (1) Initial target set at 9–13% for Driving Value ROCE, subsequently updated to 10-14% for Attributable ROCE. The two targets are identical on a like-for-like basis. 182 Anglo American plc Annual Report 2015 PRODUCTION STATISTICS The figures below include the entire output of consolidated entities and the Group’s attributable share of joint operations, associates and joint ventures where applicable, except for Collahuasi in the Copper segment and De Beers’ joint ventures which are quoted on a 100% basis. Platinum Refined production Platinum (troy oz) Palladium (troy oz) Rhodium (troy oz) Copper refined (tonnes)(1) Copper matte (tonnes)(1) Nickel refined (tonnes)(1) Nickel matte (tonnes)(1) Gold (troy oz) Produced ounces Platinum (troy oz) 4E built-up head grade (g/tonne milled)(2) De Beers Carats recovered 100% basis Orapa Letlhakane Damtshaa Jwaneng Debswana Namdeb Debmarine Namibia Namdeb Holdings Kimberley Venetia Voorspoed DBCM Snap Lake Victor De Beers Canada Total carats recovered Copper (tonnes) on a contained metal basis unless stated otherwise(3) Collahuasi 100% basis (Anglo American share 44%) Ore mined Ore processed – Oxide Ore processed – Sulphide Ore grade processed – Oxide (% ASCu)(4) Ore grade processed – Sulphide (% TCu)(5) Production – Copper cathode Production – Copper in concentrate Total copper production for Collahuasi Anglo American’s share of copper production for Collahuasi(6) Anglo American Sur Los Bronces mine(7) Ore mined Marginal ore mined Ore processed – Sulphide Ore grade processed – Sulphide (% TCu) Production – Copper cathode Production – Copper in concentrate Production total El Soldado mine(7) Ore mined Ore processed – Sulphide Ore grade processed – Sulphide (% TCu) Production – Copper cathode Production – Copper in concentrate Production total Chagres Smelter(7) Ore smelted Production Total copper production for Anglo American Sur 2015 2014 2,458,800 1,594,900 305,200 16,800 300 25,400 400 113,000 1,889,500 1,225,400 229,400 12,500 6,200 20,500 7,700 95,600 2,337,300 3.23 1,869,900 3.00 9,877,000 506,000 221,000 9,764,000 20,368,000 494,000 1,270,000 1,764,000 837,000 3,132,000 704,000 4,673,000 1,243,000 644,000 1,887,000 28,692,000 79,573,500 4,653,900 43,790,600 0.63 1.15 22,200 433,100 455,300 200,300 50,258,500 39,252,600 45,396,900 0.92 35,000 366,700 401,700 5,208,100 5,965,400 0.77 200 35,800 36,000 149,100 145,100 437,700 12,074,000 548,000 303,000 11,312,000 24,237,000 613,000 1,273,000 1,886,000 722,000 3,201,000 711,000 4,634,000 1,201,000 647,000 1,848,000 32,605,000 65,845,300 6,657,500 48,936,100 0.72 1.08 25,000 445,400 470,400 207,000 57,666,200 26,236,100 54,147,700 0.78 36,200 368,300 404,500 3,118,400 7,203,600 0.58 1,200 31,200 32,400 132,100 128,500 436,900 (1) Nickel and copper refined through third parties is shown as production of nickel matte and copper matte. (2) 4E: the grade measured as the combined content of the four most valuable precious metals: platinum, palladium, rhodium and gold. (3) Excludes Anglo American Platinum’s copper production. (4) ASCu = acid soluble copper. (5) TCu = total copper. (6) Anglo American’s share of Collahuasi production is 44%. (7) Anglo American ownership interest of Anglo American Sur is 50.1%. Production is stated at 100% as Anglo American consolidates Anglo American Sur. Anglo American plc Annual Report 2015 183 OTHER INFORMATION Other information OTHER INFORMATION PRODUCTION STATISTICS Copper (tonnes) (continued) Anglo American Norte Mantos Blancos mine Ore processed – Sulphide Ore grade processed – Sulphide (% TCu) Production – Copper cathode Production – Copper in concentrate Production total Mantoverde mine Ore processed – Oxide Ore processed – Marginal ore Ore grade processed – Oxide (% ASCu) Ore grade processed – Marginal ore (% ASCu) Production – Copper cathode Total copper production for Anglo American Norte Total Copper segment copper production Total Attributable copper production(1) Total Attributable payable copper production Attributable sales volumes Total Attributable payable sales volumes Third party sales – Mantos Copper(2) Nickel (tonnes) unless stated otherwise(3) Barro Alto Ore mined Ore processed Ore grade processed – %Ni Production Codemin Ore mined Ore processed Ore grade processed – %Ni Production Total Nickel segment nickel production Sales volumes Niobium and Phosphates(4) Niobium (tonnes) unless otherwise stated Ore mined Ore processed Ore grade processed – %Nb Production Sales volumes Phosphates (tonnes) unless otherwise stated Concentrate Concentrate grade – %P2O5 Phosphoric acid Fertiliser High analysis fertiliser Low analysis fertiliser Dicalcium phosphate (DCP) Fertiliser sales volumes Iron Ore and Manganese (tonnes) Kumba Iron Ore Lump Fines Total Kumba production Sishen Kolomela Thabazimbi Total Kumba production Kumba sales volume RSA export iron ore RSA domestic iron ore Minas-Rio Pellet feed (wmt) Minas-Rio sales volumes Export – pellet feed (wmt) Samancor Manganese ore(5) Manganese alloys(5)(6) Samancor sales volume Manganese ore Manganese alloys (1) Difference between total copper production and attributable copper production arises from Anglo American’s 44% interest in Collahuasi. (2) Relates to sales made on behalf of Mantos Copper (previously Mantos Blancos and Mantoverde mines). (3) Excludes Anglo American Platinum’s nickel production. (4) Refer to note 3 of the Consolidated financial statements for changes in reporting segments. (5) Saleable production. (6) Production includes medium carbon ferro-manganese. 184 Anglo American plc Annual Report 2015 2015 2014 2,835,500 0.76 20,400 18,100 38,500 6,605,300 5,944,800 0.52 0.21 32,300 70,800 963,800 708,800 686,900 705,600 683,500 41,400 4,402,400 0.69 26,700 25,700 52,400 10,312,800 8,646,100 0.48 0.23 51,800 104,200 1,011,500 748,100 725,900 755,100 732,600 – 2,943,600 1,472,800 1.78 21,300 2,510,400 1,827,400 1.81 28,300 8,600 591,100 1.69 9,000 30,300 32,000 6,800 593,600 1.67 8,900 37,200 36,100 2,131,700 2,231,300 0.96 6,300 5,100 1,341,400 36.8 265,100 1,110,800 172,700 938,100 147,300 1,060,100 985,900 1,084,000 1.04 4,700 4,600 1,415,700 37.0 295,000 1,112,500 184,700 927,700 164,100 1,096,600 29,003,100 15,875,100 44,878,200 31,392,800 12,054,400 1,431,000 44,878,200 31,268,800 16,927,700 48,196,500 35,540,600 11,568,100 1,087,800 48,196,500 43,560,000 4,276,800 40,467,700 4,819,800 9,174,200 687,700 8,467,600 239,600 3,111,600 213,600 3,308,600 286,100 3,084,700 203,300 3,382,100 294,800 OTHER INFORMATION OTHER INFORMATION PRODUCTION STATISTICS Coal (tonnes) Australia Metallurgical – Export Coking Metallurgical – Export PCI Production total Thermal – Export Thermal – Domestic Production total Canada Metallurgical – Export Coking Metallurgical – Export PCI Production total South Africa Thermal – Export Thermal – Domestic (Eskom) Thermal – Domestic (Non-Eskom) Production total Colombia Thermal – Export Production total Total Metallurgical coal production Total Export Thermal coal production Total Domestic Thermal coal production Total Coal production Weighted average achieved US$/t FOB prices Australia and Canada Metallurgical – Export(1) Thermal – Export Thermal – Domestic South Africa Thermal – Export Thermal – Domestic Colombia Thermal – Export Sales volumes Australia and Canada Metallurgical – Export(2) Thermal – Export Thermal – Domestic South Africa Thermal – Export Thermal – Domestic Colombia Thermal – Export Coal by mine (tonnes) Australia Callide Capcoal (incl. Grasstree) Dawson Drayton Foxleigh Grosvenor Jellinbah Moranbah North Production total Canada Peace River Coal Production total South Africa Goedehoop Greenside Isibonelo Kleinkopje Kriel Landau Mafube New Denmark New Vaal Zibulo Production total Colombia Carbones del Cerrejón Production total Total Coal production 2015 2014 15,907,900 5,300,300 21,208,200 5,280,500 7,051,600 12,332,100 13,442,300 5,990,800 19,433,100 5,173,900 7,114,600 12,288,500 – – – 1,393,600 79,000 1,472,600 17,403,600 26,021,200 6,843,900 50,268,700 11,074,300 11,074,300 21,208,200 33,758,400 39,916,700 94,883,300 18,213,100 30,988,500 6,594,900 55,796,500 11,227,000 11,227,000 20,905,700 34,614,000 44,698,000 100,217,700 90 55 28 55 19 55 111 72 35 70 19 67 21,093,400 5,904,200 7,049,300 20,568,200 5,966,200 7,293,100 19,919,800 31,691,600 17,572,800 37,217,300 11,189,300 11,314,000 7,930,400 8,689,700 4,314,500 2,122,000 1,860,600 499,800 3,201,500 4,921,800 33,540,300 7,557,000 7,642,800 4,240,200 3,104,800 2,034,500 – 2,923,700 4,218,600 31,721,600 – – 1,472,600 1,472,600 4,287,200 3,876,600 4,531,800 3,152,300 6,158,200 4,268,700 1,442,500 2,838,300 14,148,100 5,565,000 50,268,700 4,771,600 3,624,100 5,262,600 3,911,800 6,878,100 4,178,400 1,675,400 3,767,900 16,672,800 5,053,800 55,796,500 11,074,300 11,074,300 94,883,300 11,227,000 11,227,000 100,217,700 (1) Within export coking and export PCI coals there are different grades of coal with different weighted average prices compared to benchmark. (2) Includes both hard coking coal and PCI sales volumes. Anglo American plc Annual Report 2015 185 OTHER INFORMATION Other information OTHER INFORMATION QUARTERLY PRODUCTION STATISTICS Platinum Platinum (troy oz) Palladium (troy oz) Rhodium (troy oz) Copper refined (tonnes) Copper matte (tonnes) Nickel refined (tonnes) Nickel matte (tonnes) Gold (troy oz) Produced ounces platinum (troy oz) De Beers (diamonds recovered – carats) 100% basis Diamonds Copper (tonnes)(1)(2) Nickel (tonnes)(3) Niobium and Phosphates Niobium (tonnes) Phosphates (tonnes) Concentrate Phosphoric Acid Fertiliser Dicalcium phosphate (DCP) Iron Ore and Manganese (tonnes) Iron ore – Kumba Iron ore – Minas-Rio Manganese ore(4) Manganese alloys(4)(5) Coal (tonnes) Australia Metallurgical – Export Thermal – Export Thermal – Domestic Canada Metallurgical – Export South Africa Thermal – Export Thermal – Domestic (Eskom) Thermal – Domestic (Non-Eskom) Colombia Thermal – Export 31 December 2015 30 September 2015 30 June 2015 31 March 2015 31 December 2014 31 December 2015 v 30 September 2015 31 December 2015 v 31 December 2014 Quarter ended % Change (Quarter ended) 744,900 468,400 85,700 4,700 – 7,300 – 29,500 598,000 610,900 390,700 77,600 4,200 – 6,400 – 23,000 614,300 560,600 387,700 76,900 4,000 – 6,000 – 30,400 580,900 542,400 348,100 65,000 3,900 300 5,700 400 30,100 544,100 573,700 357,700 71,700 2,600 1,400 4,800 1,800 28,900 602,900 7,052,000 6,012,000 7,963,000 7,665,000 8,366,000 181,400 171,100 184,500 171,800 174,800 10,500 6,800 6,300 6,700 6,700 22% 20% 10% 12% 0% 14% 0% 28% (3)% 17% 6% 54% 1,600 1,800 1,600 1,300 1,300 (11)% 355,700 63,900 303,400 38,700 363,100 75,600 294,400 33,700 303,300 62,400 274,200 38,700 319,300 63,200 238,800 36,200 355,600 78,600 284,900 44,800 10,935,200 3,252,500 596,000 43,500 11,390,900 2,918,800 923,200 43,700 10,384,700 1,826,200 805,700 53,600 12,167,400 1,176,700 786,700 72,800 12,431,600 687,700 882,100 80,400 5,484,300 1,154,300 1,978,800 5,475,500 1,366,400 1,800,500 5,252,600 1,326,600 1,622,400 4,995,700 1,433,200 1,649,900 4,760,200 1,871,600 1,966,300 (2)% (15)% 3% 15% (4)% 11% (35)% 0% 0% (16)% 10% 30% 31% 20% 81% (100)% 52% (100)% 2% (1)% (16)% 4% 57% 23% 0% (19)% 6% (14)% (12)% 373% (32)% (46)% 15% (38)% 1% – – – – 171,400 (100)% (100)% 3,878,000 5,533,500 1,821,500 4,887,200 6,763,000 1,730,400 4,296,700 6,774,000 1,590,000 4,341,700 6,950,700 1,702,000 4,782,800 7,434,600 1,761,400 2,628,100 2,526,800 2,944,400 2,975,000 3,002,300 (21)% (18)% 5% 4% (19)% (26)% 3% (12)% (1) Excludes Anglo American Platinum’s copper production. (2) Copper segment attributable production. (3) Excludes Anglo American Platinum’s nickel production. (4) Saleable production. (5) Production includes medium carbon ferro-manganese. 186 Anglo American plc Annual Report 2015 OTHER INFORMATION OTHER INFORMATION NON-FINANCIAL DATA Safety(1) Work-related fatalities Fatal-injury frequency rate (FIFR)(2) Total recordable case frequency rate (TRCFR)(2) Lost time injury frequency rate (LTIFR)(2) Occupational health(1) New cases of occupational disease (NCOD)(2) Occupational disease incidence rate (per 200,000 hours) (ODIR) Environment(1) Total CO2 emissions (Mt CO2e) Total energy consumed (million GJ)(2) Total new water consumed (million m3)(2) Human Resources(1)(3) Women in management (%)(4) Historically Disadvantaged South Africans in management (%)(5) Resignations (%)(6) Redundancies (%)(7) Dismissals (%)(8) Other reasons for leaving (%)(9) Social(1) CSI spend (total in US$ million)(10) CSI spend (% of underlying EBIT)(10) Procurement: BEE spend (rand billion) Businesses supported through enterprise development initiatives Jobs created/maintained through enterprise development programmes 2015 2014 2013 2012 2011 6 0.004 0.93 0.47 163 0.177 18 106 222 25 60 1.9 3.5 1.4 4.2 124 6 36.3 62,661 108,423 6 0.003 0.80 0.35 175 0.175 17 108 196 24 60 2.0 0.9 1.0 1.9 136 3 39.3 58,257 96,873 15 0.008 1.08 0.49 209 0.217 17 106 201 23 64 2.0 4.1 1.5 2.7 127 2 32.4 48,111 76,543 13 0.007 1.29 0.58 174 0.185 18 113 156 23 62 2.4 0.6 1.4 2.4 146 3 25.8 40,217 64,927 17 0.009 2.01 0.64 197 0.205 19 102 124 22 51 2.7 1.4 1.1 0.3 129 1 23.3 38,681 47,070 (1) The data includes wholly owned subsidiaries and joint ventures over which Anglo American has management control, and does not include independently managed operations such as Collahuasi, Carbones del Cerrejón and Samancor. De Beers data included from September 2012. Divested businesses are included up until the point of divestment. (2) See page 181 for definitions. (3) Excludes Other Mining and Industrial. (4) Women in management is the number of female managers as a percentage of all managers in the workforce excluding contractors. (5) Historically Disadvantaged South Africans in management is the percentage of managers at Anglo American in South Africa who are ‘Historically Disadvantaged South Africans’. (6) The number of people who resigned as a percentage of the total workforce excluding contractors. (7) The number of people who have been retrenched as a percentage of total workforce excluding contractors. (8) The number of people who have been dismissed or have resigned to avoid dismissal, as a percentage of total workforce excluding contractors. (9) The number of people who left for reasons other than those shown above, for example retirement, ill health and death, as a percentage of total workforce excluding contractors. (10) CSI spend is the sum of donations for charitable purposes and community investment (which includes cash and in-kind donations and staff time) as well as investments in commercial initiatives with public benefit (such as enterprise development). Included within the CSI expenditure figure for 2015 is expenditure relating to Zimele ($15.9 million, 2014: $10.1 million). Anglo American plc Annual Report 2015 187 Other information THE BUSINESS – AN OVERVIEW as at 31 December 2015 Platinum 100% owned South Africa Bathopele Mine Thembelani Mine Siphumelele Mine Tumela Mine Dishaba Mine Mogalakwena Mine Western Limb Tailings Retreatment Waterval Smelter (including converting process) Mortimer Smelter Polokwane Smelter Rustenburg Base Metals Refinery Precious Metals Refinery Twickenham Mine Zimbabwe Unki Mine De Beers 100% owned South Africa De Beers Group Services (Exploration and Services) De Beers Marine Canada De Beers Canada Snap Lake Victor Synthetic Diamond Supermaterials Element Six Technologies Sales De Beers Global Sightholder Sales Auction Sales Brands Forevermark Other interests South Africa Union Section Masa Chrome Company Joint operations or sharing agreements Modikwa Platinum Joint Operation Kroondal Pooling and Sharing Agreement Mototolo Joint Operation Associates Bokoni Pandora Bafokeng-Rasimone Atlatsa Resources Corporation Johnson Matthey Fuel Cells South Africa – other Wesizwe Platinum Limited Royal Bafokeng Platinum Limited Overall ownership: 78%(1) 85% 50.1% 50% 50% 50% 49% 42.5% 33% 23% 17.5% 13% 11.6% Other interests South Africa De Beers Consolidated Mines(2) Venetia Voorspoed Kimberley De Beers Sightholder Sales South Africa Botswana Debswana(4) Damtshaa Jwaneng Orapa Letlhakane Canada De Beers Canada Gahcho Kué Overall ownership: 85% Namibia Namdeb Holdings(3) 50% 74% Namdeb Diamond Corporation Mining Area 1 Orange River Elizabeth Bay Alluvial Contractors Debmarine Namibia Atlantic 1 50% Sales DTC Botswana Namibia DTC 50% 50% Synthetic Diamond Supermaterials 60% Element Six Abrasives 51% Brands De Beers Diamond Jewellers 50% Overall ownership: 100% 81.9% Overall ownership: 100% Copper Chile Chagres El Soldado Los Bronces Collahuasi Nickel 100% owned Brazil Codemin Barro Alto Peru 50.1% Quellaveco 50.1% 50.1% 44% (1) The Group’s effective interest in Anglo American Platinum is 79.8%, which includes shares issued as part of a community empowerment deal. (2) The 74% interest in De Beers Consolidated Mines (DBCM) is held indirectly through De Beers Société Anonyme (De Beers). The 74% interest represents De Beers’ legal ownership share in DBCM. For accounting purposes De Beers consolidates 100% of DBCM as it is deemed to control the BEE entity which holds the remaining 26%. The Group’s effective interest in DBCM is 85%. (3) The 50% interest in Namdeb Holdings is held indirectly through De Beers. The Group’s effective interest in Namdeb Holdings is 42.5%. (4) The 50% interest in Debswana is held indirectly through De Beers. The Group’s effective interest in Debswana is 16.3%. 188 Anglo American plc Annual Report 2015 OTHER INFORMATION OTHER INFORMATION THE BUSINESS – AN OVERVIEW Niobium and Phosphates 100% owned Brazil Anglo American Nióbio Brasil Limitada Anglo American Fosfatos Brasil Limitada Iron Ore and Manganese Kumba Iron Ore (South Africa) Sishen Iron Ore Company(1) (South Africa) Minas-Rio (Brazil) Ferroport (Brazil)(2) Samancor (South Africa and Australia) Coal 100% owned Australia Callide Grosvenor Monash Energy Holdings Ltd Canada Peace River Coal South Africa Goedehoop Greenside Isibonelo Kleinkopje Landau New Denmark New Vaal Other interests Australia Capcoal Dartbrook Dawson Drayton Foxleigh Moranbah North Jellinbah Australia – other Dalrymple Bay Coal Terminal Pty Ltd Newcastle Coal Shippers Pty Ltd MBD Energy Ltd South Africa Mafube Phola plant Kriel(3) Zibulo(3) South Africa – other Richards Bay Coal Terminal Colombia Carbones del Cerrejón Corporate and other 100% owned Vergelegen (South Africa) Other interests Aggregates and building materials Exxaro Resources (southern Africa and Australia) 69.7% 73.9% 100% 50% 40% 70% 83.3% 51% 88.2% 70% 88% 23.3% 25.4% 17.6% 19.2% 50% 50% 73% 73% 23.2% 33.3% 9.8% (1) The 73.9% interest in Sishen Iron Ore Company (SIOC) is held indirectly through Kumba Iron Ore, in which the Group has a 69.7% interest. A further 3.1% interest in SIOC is held by the Kumba Envision Trust for the benefit of participants in Kumba’s broad based employee share scheme for non-managerial Historically Disadvantaged South African employees. The Trust meets the definition of a subsidiary under IFRS, and is therefore consolidated by Kumba Iron Ore. Consequently the effective interest in SIOC included in the Group’s results is 53.7%. (2) Ferroport owns and operates the iron ore handling and shipping facilities at the port of Açu which is currently under construction (formerly referred to as LLX Minas-Rio). (3) Kriel and Zibulo form part of the Anglo American Inyosi Coal Black Economic Empowerment (BEE) company of which Anglo American owns 73%. Anglo American plc Annual Report 2015 189 Other information OTHER INFORMATION DIRECTORS’ REPORT This section includes certain disclosures which are required by law to be included in the Directors’ Report. Significant shareholdings The Company has been notified of the following significant shareholdings: In accordance with the Companies Act 2006, the following items have been reported in other sections of the Annual Report and are included in this Directors’ Report by reference: • Details of the directors of the Company can be found on pages 66–68 • Directors’ interests in shares at 31 December 2015 and any changes thereafter can be found on page 103 of the Directors’ remuneration report • Post-balance sheet events are set out in note 36 to the financial statements on page 156 • The Strategic Report on pages 2–64 gives a fair review of the business and an indication of likely future developments • Details of the Group’s governance arrangements and its compliance with the Code can be found on pages 65–108 • Comprehensive details of the Group’s approach to financial risk management are given in note 38 to the financial statements on page 157 • The Group’s disclosure of its greenhouse gas emissions can be found on page 35. Going concern The financial position of the Group, its cash flows, liquidity position and borrowing facilities are set out in the Group financial review on pages 36–39. Further details of our policy on financial risk management are set out in note 38 to the financial statements. The Group’s net debt at 31 December 2015 was $12.9 billion (2014: $12.9 billion), representing a gearing level of 37.7% (2014: 28.6%). Details of borrowings and facilities are set out in note 24 and net debt is set out in note 23. The directors have considered the Group’s cash flow forecasts for the period to the end of March 2017. The Board is satisfied that the Group’s forecasts and projections, taking account of reasonably possible changes in trading performance, show that the Group will be able to operate within the level of its current facilities for the period assessed. For this reason the Group continues to adopt the going concern basis in preparing its financial statements. Dividends An interim dividend of 32 US cents per ordinary share was paid on 17 September 2015. The directors are not recommending a final dividend. Share capital The Company’s issued share capital as at 31 December 2015, together with details of share allotments and issue of treasury shares during the year, is set out in note 32 on page 153. The Company was authorised by shareholders at the AGM held on 23 April 2015, to purchase its own shares in the market. No shares were purchased under this authority during 2015. This authority will expire at the 2016 AGM and, in accordance with usual practice, a resolution to renew it for another year will be proposed. Company Public Investment Corporation (PIC) Coronation Asset Management (Pty) Ltd Silchester International Investors LLP Genesis Asset Managers, LLP Tarl Investment Holdings Limited(1) Epoch Two Investment Holdings Limited(1) Number of shares 116,355,956 87,175,679 70,110,363 55,426,734 47,275,613 42,166,686 Percentage of voting rights 8.30% 6.22% 5.00% 3.95% 3.37% 3.01% (1) Epoch Two Investment Holdings Ltd (Epoch 2) and Tarl Investment Holdings Limited (Tarl) are two of the independent companies that have purchased shares as part of Anglo American’s share buy-back programme. Epoch 2 and Tarl have waived their right to vote all the shares they hold, or will hold, in Anglo American plc. Disclosure table pursuant to Listing Rule LR9.8.4C Listing Rule 9.8.4(1) 9.8.4(2) 9.8.4(4) 9.8.4(5) 9.8.4(6) 9.8.4(7) Information to be included Interest capitalised by the Group Unaudited financial information (LR9.2.18) Long term incentive scheme only involving a director (LR9.4.3) Directors’ waivers of emoluments Directors’ waivers of future emoluments Non pro-rata allotments for cash (issuer) 9.8.4(8) 9.8.4(9) 9.8.4(10) 9.8.4(11) Non pro-rata allotments for cash (major subsidiaries) Listed company is a subsidiary of another company Contracts of significance involving a director Contracts of significance involving a controlling shareholder 9.8.4(12) Waivers of dividends 9.8.4(13) Waivers of future dividends 9.8.4(14) Agreement with a controlling shareholder LR9.2.2AR(2)(a) Disclosure See note 7, page 129 None None See page 99 See page 99 Treasury Shares have been issued pursuant to the exercise of options awarded under shareholder-approved schemes None Not applicable None Not applicable See note 32, page 153 See note 32, page 153 Not applicable Sustainable development The Sustainability Report 2015 will be published online on 14 March 2016. This report focuses on the safety, sustainable development, health and environmental performance of the Group’s managed operations, its performance with regard to the Company’s Good Citizenship Business Principles, and the operational dimensions of its social programmes. Audit information The directors confirm that, so far as they are aware, there is no relevant audit information of which the auditors are unaware, and that all directors have taken all reasonable steps to make themselves aware of any relevant audit information and to establish that the auditors are aware of that information. Employment and other policies The Group’s key operating businesses are empowered to manage within the context of the different legislative and social demands of the diverse countries in which those businesses operate, subject to the standards embodied in Anglo American’s Good Citizenship Business Principles. Within all the Group’s businesses, the safe and effective performance of employees and the maintenance of positive employee relations are of fundamental importance. Managers are charged with ensuring that the following key principles are upheld: • adherence to national legal standards on employment and workplace rights at all times 190 Anglo American plc Annual Report 2015 OTHER INFORMATION DIRECTORS’ REPORT • in addition, adherence to the International Labour Organisation’s core labour rights, including: prohibition of child labour; prohibition of inhumane treatment of employees and any form of forced labour, physical punishment or other abuse; recognition of the right of our employees to freedom of association and the promotion of workplace equality; and the elimination of all forms of unfair discrimination • continual promotion of safe and healthy working practices • provision of opportunities for employees to enhance their work related skills and capabilities • adoption of fair and appropriate procedures for determining terms and conditions of employment. It is our policy that people with disabilities should have full and fair consideration for all vacancies. Employment of disabled people is considered on merit and with regard only to the ability of any applicant to carry out the role. We endeavour to retain the employment of, and arrange suitable retraining for, any employees in the workforce who become disabled during their employment. Where possible we will adjust a person’s working environment to enable them to stay in our employment. Further, the Group is committed to treating employees at all levels with respect and consideration, to investing in their development and to ensuring that their careers are not constrained by discrimination or arbitrary barriers. The Good Citizenship Business Principles are supplemented by four Anglo American ‘Way’ documents, covering the safety, environmental, occupational health and social aspects of responsible operation and sustainable development. These set out specific standards for each of these subject areas, in line with international best practice. Copies of the Good Citizenship Business Principles and the Anglo American ‘Way’ documents may be accessed on the Company’s website. In addition, all Anglo American suppliers must commit to adhering to the requirements set out in the ‘Sustainable Development in Supply Chain Policy’, which is available on the Company’s website. The Business Integrity Policy and its 11 Performance Standards support our anti-corruption commitment by making it clear that we will neither give, nor accept, bribes, nor permit others to do so in our name, either in our dealings with public officials or with our suppliers and customers. The Policy sets out the standards of conduct required at every level of Anglo American, including our subsidiaries, joint ventures and associates, in combating corrupt behaviour of all types. It also sets out the requirements of those with whom we  do business and those who work on our behalf. The Business Integrity Policy and Performance Standards have been translated into all the main languages that we use at our operations. Two dedicated business integrity managers, who operate within a broader risk management and business assurance team, oversee implementation of the policy by working with senior managers in our business units and corporate functions and assisting them to put in place adequate procedures for managing corruption risks (including extensive face-to-face training of employees in high-risk roles). Our internal audit team provide assurance on anti-corruption controls on an annual basis and all stakeholders are able to confidentially report breaches, or potential breaches, of the Business Integrity Policy through our independently-managed Speak Up facility. The Group has a social intranet called Eureka! which helps employees to connect, communicate and collaborate more effectively. In addition, the Company regularly publishes Optima (available on the Company’s website) and Our World, which contain items of news, current affairs and information relevant to Group employees. Political donations No political donations were made during 2015. Anglo American has an established policy of not making donations to, or incurring expenses for the benefit of, any political party in any part of the world, including any political party or political organisation as defined in the Political Parties, Elections and Referendums Act 2000. Additional information for shareholders Set out below is a summary of certain provisions of the Company’s current Articles and applicable English law concerning companies (the Companies Act 2006 (the ‘Companies Act’)) required as a result of the implementation of the Takeovers Directive in English law. This is a summary only and the relevant provisions of the Articles or the Companies Act should be consulted if further information is required. Dividends and distributions Subject to the provisions of the Companies Act, the Company may, by ordinary resolution, from time to time declare dividends not exceeding the amount recommended by the Board. The Board may pay interim dividends whenever the financial position of the Company, in the opinion of the Board, justifies such payment. The Board may withhold payment of all, or any part of any dividends or other monies payable in respect of the Company’s shares, from a person with a 0.25% interest or more (as defined in the Articles) if such a person has been served with a notice after failing to provide the Company with information concerning interests in those shares required to be provided under the Companies Act. Rights and obligations attaching to shares The rights and obligations attaching to the ordinary and preference shares are set out in the Articles. The Articles may only be changed by a special resolution passed by the shareholders. Voting Subject to the Articles generally and to any special rights or restrictions as to voting attached by or in accordance with the Articles to any class of shares, on a show of hands every member who is present in person at a general meeting shall have one vote and, on a poll, every member who is present in person or by proxy shall have one vote for every share of which he/she is the holder. It is, and has been for some years, the Company’s practice to hold a poll on every resolution at shareholder meetings. Where shares are held by trustees/nominees in respect of the Group’s employee share plans and the voting rights attached to such shares are not directly exercisable by the employees, it is the Company’s practice that such rights are not exercised by the relevant trustee/nominee. Under the Companies Act, members are entitled to appoint a proxy, who need not be a member of the Company, to exercise all or any of their rights to attend and to speak and vote on their behalf at a general meeting or class meeting. A member may appoint more than one proxy in relation to a general meeting or class meeting provided that each proxy is appointed to exercise the rights attached to a different share or shares held by that member. A member that is a corporation may appoint one or more individuals to act on its behalf at a general meeting or class meeting as a corporate representative. The debate around s323 of the Companies Act has been resolved so that where a shareholder appoints more than one corporate representative in respect of its shareholding, but in respect of different shares, those corporate representatives can act independently of each other, and validly vote in different ways. Restrictions on voting No member shall, unless the directors otherwise determine, be entitled in respect of any share held by him/her to vote either personally or by proxy at a shareholders’ meeting, or to exercise any other right conferred by membership in relation to shareholders’ meetings, if any call or other sum presently payable by him/her to the Company in respect of that share remains unpaid. In addition, no member shall be entitled to vote if he/she has been served with a notice after failing to provide the Company with information concerning interests in those shares required to be provided under the Companies Act. Issue of shares Subject to the provisions of the Companies Act relating to authority and pre-emption rights and of any resolution of the Company in a UK general meeting, all unissued shares of the Company shall be at the disposal of the directors and they may allot (with or without conferring a right of renunciation), grant options over, or otherwise dispose of them to such persons at such times, and on such terms, as they think proper. Anglo American plc Annual Report 2015 191 Other information OTHER INFORMATION DIRECTORS’ REPORT Shares in uncertificated form Directors may determine that any class of shares may be held in uncertificated form, and title to such shares may be transferred by means of a relevant system, or that shares of any class should cease to be so held and transferred. Subject to the provisions of the Companies Act, the CREST regulations and every other statute, statutory instrument, regulation or order for the time being in force concerning companies and affecting the Company (together, the Statutes), the directors may determine that any class of shares held on the branch register of members of the Company resident in South Africa, or any other overseas branch register of the members of the Company, may be held in uncertificated form in accordance with any system outside the UK that enables title to such shares to be evidenced and transferred without a written instrument and which is a relevant system. The provisions of the Articles shall not apply to shares of any class that are in uncertificated form to the extent that the Articles are inconsistent with the holding of shares of that class in uncertificated form, the transfer of title to shares of that class by means of a relevant system or any provision of the CREST regulations. Deadlines for exercising voting rights Votes are exercisable at a general meeting of the Company in respect of which the business being voted upon is being heard. Votes may be exercised in person, by proxy, or in relation to corporate members, by corporate representative. The Articles provide a deadline for submission of proxy forms of not less than 48 hours before the time appointed for the holding of the meeting or adjourned meeting. Variation of rights Subject to statute, the Articles specify that rights attached to any class of shares may be varied with the written consent of the holders of not less than three-quarters in nominal value of the issued shares of that class, or with the sanction of an extraordinary resolution passed at a separate general meeting of the holders of those shares. At every such separate general meeting the quorum shall be two persons holding, or representing by proxy, at least one-third in nominal value of the issued shares of the class (calculated excluding any shares held as treasury shares). The rights conferred upon the holders of any shares shall not, unless otherwise expressly provided in the rights attaching to those shares, be deemed to be varied by the creation or issue of further shares ranking pari passu with them. Transfer of shares All transfers of shares that are in certificated form may be effected by transfer in writing in any usual or common form or in any other form acceptable to the directors and may be under hand only. The instrument of transfer shall be signed by, or on behalf of, the transferor and (except in the case of fully paid shares) by or on behalf of the transferee. The transferor shall remain the holder of the shares concerned until the name of the transferee is entered in the register of shareholders. All transfers of shares that are in uncertificated form may be effected by means of the CREST system. The directors may decline to recognise any instrument of transfer relating to shares in certificated form unless it: (a) is in respect of only one class of share; and (b) is lodged at the transfer office (duly stamped if required) accompanied by the relevant share certificate(s) and such other evidence as the directors may reasonably require to show the right of the transferor to make the transfer (and, if the instrument of transfer is executed by some other person on his/her behalf, the authority of that person so to do). The directors may, in the case of shares in certificated form, in their absolute discretion and without assigning any reason therefore, refuse to register any transfer of shares (not being fully paid shares) provided that, where any such shares are admitted to the Official List of the London Stock Exchange, such discretion may not be exercised in such a way as to prevent dealings in the shares of that class from taking place on an open and proper basis. The directors may also refuse to register an allotment or transfer of shares (whether fully paid or not) in favour of more than four persons jointly. If the directors refuse to register an allotment or transfer, they shall send the refusal to the allottee or the transferee within two months after the date on which the letter of allotment or transfer was lodged with the Company. A shareholder does not need to obtain the approval of the Company, or of other shareholders of shares in the Company, for a transfer of shares to take place. 192 Anglo American plc Annual Report 2015 Directors Directors shall not be fewer than 10 nor more than 18 in number. A director is not required to hold any shares of the Company by way of qualification. The Company may by ordinary resolution increase or reduce the maximum or minimum number of directors. Powers of directors Subject to the Articles, the Companies Act and any directions given by special resolution, the business of the Company will be managed by the Board who may exercise all the powers of the Company. The Board may exercise all the powers of the Company to borrow money and to mortgage or charge any of its undertaking, property and uncalled capital and to issue debentures and other securities, whether outright or as collateral security, for any debt, liability or obligation of the Company or of any third party. The Company may by ordinary resolution declare dividends, but no dividend shall be payable in excess of the amount recommended by the directors. Subject to the provisions of the Articles and to the rights attaching to any shares, any dividends or other monies payable on or in respect of a share may be paid in such currency as the directors may determine. The directors may deduct from any dividend payable to any member all sums of money (if any) presently payable by him/her to the Company on account of calls or otherwise in relation to shares of the Company. The directors may retain any dividends payable on shares on which the Company has a lien, and may apply the same in or towards satisfaction of the debts, liabilities or engagements in respect of which the lien exists. Appointment and replacement of directors The directors may from time to time appoint one or more directors. The Board may appoint any person to be a director (so long as the total number of directors does not exceed the limit prescribed in the Articles). Any such director shall hold office only until the next AGM and shall then be eligible for election. The Articles provide that at each AGM all those directors who have been in office for three years or more since their election, or last re-election, shall retire from office. In addition, a director may at any AGM retire from office and stand for re-election. However, in accordance with the Code, all directors will be subject to annual re-election. Significant agreements: Change of control At 31 December 2015, Anglo American had committed bilateral and syndicated borrowing facilities totalling $11.0 billion with a number of relationship banks which contain change of control clauses. $6.2 billion of the Group’s bond issues also contain change of control provisions. In aggregate, this financing is considered significant to the Group and in the event of a takeover (change of control) of the Company, these contracts may be cancelled, become immediately payable or be subject to acceleration. In the ordinary course of its business the Group’s subsidiaries enter into a number of other commercial agreements, some of which would alter or terminate upon a change of control of the Company. None of these are considered by the Group to be significant to the Group as a whole. Purchases of own shares At the AGM held on 23 April 2015, authority was given for the Company to purchase, in the market, up to 209.3 million Ordinary Shares of 5486⁄91 US cents each. The Company did not purchase any of its own shares under this authority during 2015. Indemnities To the extent permitted by law and the Articles, the Company has made qualifying third-party indemnity provisions for the benefit of its directors during the year, which remain in force at the date of this report. Copies of these indemnities are open for inspection at the Company’s registered office. By order of the Board John Mills Company Secretary 15 February 2016 OTHER INFORMATION SHAREHOLDER INFORMATION Annual General Meeting Will be held at 14:30 on Thursday 21 April 2016, at The Queen Elizabeth II Conference Centre, Broad Sanctuary, Westminster, London SW1P 3EE. Shareholding enquiries Enquiries relating to shareholdings should be made to the Company’s UK Registrars, Equiniti, or the South African Transfer Secretaries, Link Market Services South Africa (Pty) Limited, at the relevant address below: UK Registrars Equiniti Aspect House Spencer Road Lancing West Sussex BN99 6DA England Telephone: In the UK: 0371 384 2026 From outside the UK: +44 121 415 7558 Transfer Secretaries in South Africa Link Market Services South Africa (Pty) Limited 13th Floor, Rennie House 19 Ameshoff Street Braamfontein 2001, South Africa (PO Box 4844, Johannesburg, 2000) Telephone: +27 (0) 11 713 0800 Enquiries on other matters should be addressed to the Company Secretary at the following address: Registered and Head Office Anglo American plc 20 Carlton House Terrace London SW1Y 5AN England Telephone: +44 (0) 20 7968 8888 Fax: +44 (0) 20 7968 8500 Registered number: 3564138 www.angloamerican.com On the Investors section of the Group website a whole range of useful information for shareholders can be found, including amongst other things: – investor calendar – share price and tools – dividend information – AGM information – FAQs. Electronic communication Shareholders may elect to receive, electronically, notification of the availability on the Company’s website of future shareholder correspondence e.g. Annual Reports and Accounts and Notices of AGMs. By registering for this service, UK shareholders can also vote online in respect of future AGMs and access information on their shareholding including, for example, dividend payment history, sales and purchases and indicative share prices. In order to register for the services, UK shareholders should contact the UK registrars or log on to www.shareview.co.uk and follow the on-screen instructions. It will be necessary to have a shareholder reference number when registering, which is shown on share certificates, dividend tax vouchers and proxy cards. New UK shareholders also have the option to elect via their proxy card. Dividends Dividends are declared and paid in US dollars to shareholders with registered addresses in all countries except the UK, eurozone countries and South Africa where they are paid in sterling, euros and South African rand respectively. Shareholders outside South Africa may elect to receive their dividends in US dollars. Shareholders with bank accounts in the UK or South Africa can have their cash dividends credited directly to their own accounts. Shareholders should contact the relevant registrar to make use of this facility. South African branch register shareholders would need South African exchange control approval to mandate their dividends to an account outside South Africa. The Company operates a dividend reinvestment plan (DRIP), which enables shareholders to reinvest their cash dividends into purchasing Anglo American shares. Details of the DRIP and how to join are available from Anglo American’s UK Registrars and South African Transfer Secretaries and on the Company’s website. ShareGift The Company supports ShareGift, the charity share donation scheme administered by The Orr Mackintosh Foundation (registered charity number 1052686). Through ShareGift, shareholders with very small numbers of shares which might be considered uneconomic to sell are able to donate them to charity. Donated shares are aggregated and sold by ShareGift, the proceeds being passed on to a wide range of charities. For those shareholders who wish to use ShareGift, transfer forms are available from the Registrars and further details of the scheme can be found on the website www.sharegift.org. Share dealing service Telephone, internet and postal share dealing services have been arranged through Equiniti, providing a simple way for UK residents to buy or sell Anglo American shares. For telephone transactions call 0345 603 7037 during normal office hours and for internet dealing log on to www.shareview. co.uk/dealing. You will need your shareholder reference number, found on share certificates, dividend tax vouchers and proxy cards. For further details on the postal dealing service call 0371 384 2026 (or +44 121 415 7558 from overseas). Unsolicited mail Under the Companies Act, the Company is obliged to make the share register available upon request on payment of the appropriate fee. Because of this, some shareholders may receive unsolicited mail. If you wish to limit the receipt of addressed marketing mail you can register with the Mailing Preference Service (MPS). The quickest way to register with the MPS is via the website: www.mpsonline.org.uk. Alternatively you can register by telephone on: 020 7291 3310, or by email to: mps@dma.org.uk, or by writing to MPS Freepost LON20771, London W1E 0ZT. Anglo American plc Annual Report 2015 193 Other information OTHER ANGLO AMERICAN PUBLICATIONS • Sustainability Report 2015 • Notice of 2016 AGM • Business Unit Sustainable Development Reports (2015) • Good Citizenship: Business Principles • The Environment Way • The Occupational Health Way • The Projects Way • The Safety Way • The Social Way • The People Development Way • www.facebook.com/angloamerican • www.twitter.com/angloamerican • www.linkedin.com/company/anglo-american • www.youtube.com/angloamerican • www.flickr.com/angloamerican • www.slideshare.com/angloamerican Financial and sustainable development reports may be found at: www.angloamerican.com/reportingcentre If you would like to receive paper copies of Anglo American’s publications, please write to: Investor Relations Anglo American plc 20 Carlton House Terrace London SW1Y 5AN England Alternatively, publications can be ordered online at: www.angloamerican.com/siteservices/requestreport Charitable partners This is just a selection of the charities which Anglo American, Anglo American Chairman’s Fund and the Anglo American Group Foundation have worked with in 2015: 194 Anglo American plc Annual Report 2015 OTHER INFORMATION Designed and produced by SALTERBAXTER MSLGROUP This document is printed on Amadeus 50 Silk and Amadeus 100 Offset which has been independently certified according to the rules of the Forest Stewardship Council® (FSC). All the paper in this report is at least 50% recycled, with pages 65–194 being 100% recycled. The recycled fibre is bleached in a Process Chlorine Free (PCF) process and the virgin fibre is Elemental Chlorine Free (ECF) bleached. Printed in the UK by Pureprint using its alcofree® and pureprint® environmental printing technology, and vegetable inks were used throughout. Pureprint is a CarbonNeutral® company. Both manufacturing paper mill and the printer are registered to the Environmental Management System ISO 14001 and are Forest Stewardship Council® (FSC) chain-of-custody certified. 1 5 2 3 4 Back cover images 1. Global Safety Day demonstration attended by Anglo American Platinum’s senior management team underground at Tumela platinum mine in South Africa. 2. Building a new road to the campsite at the Quellaveco copper project in southern Peru. 3. Loading overburden at Platinum’s huge open pit at Mogalakwena in South Africa. 4. Sorter Kay Modise at the De Beers Global Sightholder Sales diamond sorting facility in Gaborone, Botswana. 5. The 12,000 tonne exploration and sampling vessel, SS Nujoma, the latest vessel to join the Debmarine Namibia fleet in the search for offshore diamonds, at its launch in Norway in January 2016. A N G L O A M E R I C A N P L C A N N U A L R E P O R T 2 0 1 5 Anglo American plc 20 Carlton House Terrace London SW1Y 5AN England Tel +44 (0)20 7968 8888 Fax +44 (0)20 7968 8500 Registered number 3564138 www.angloamerican.com Find us on Facebook Follow us on Twitter 

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