SOUTHERN COPPER CORPORATION
CORPORATE OFFICES: U.S.A
11811 North Tatum Blvd.,
Suites 2500, Phoenix, Az 85028, U.S.A
Phone: + (602) 494-5328
Fax:
+ (602) 494-5317
MEXICO
Campos Eliseos No. 400 piso 9
Col. Lomas de Chapultepec, México D.F.
Phone: + (52-55) 1103-5320, Ext. 5855
Fax:
+ (52-55) 1103-5583
PERU
Av. Caminos del Inca 171,
Chacarilla del Estanque,
Santiago de Surco, Lima 33, Peru
Phone: + (511) 512-0440, Ext. 3211
Fax:
+ (511) 512-0486
Symbol: SCCO
Web page:
www.southerncoppercorp.com
E-mail:
southerncopper@southernperu.com.pe
unlimited
results
‘09
‘09
Annual Report
Southern Copper \ Annual Report 2009 \ 1
STATEMENT OF RESPONSIBILITY
“To the best of our knowledge this document contains truthful and sufficient information regarding the development
of the business of Southern Copper Corporation (“SCC”) during 2009. SCC takes responsibility for its content
according to applicable requirements”.
Armando Ortega Gómez
Vice-President Legal and Secretary
José N. Chirinos Fano
Comptroller
CONVERSION INFORMATION: All tonnages in this annual report are metric tons unless otherwise noted. To convert to
short tons, multiply by 1.102. All distances are in kilometers, to convert to miles, multiply by 0.62137. All ounces are troy
ounces. U.S. dollar amounts represent either historical dollar amounts, where appropriate, or U.S. dollar equivalents
translated in accordance with generally accepted accounting principles in the United States. “SCCO”, “SCC”, “Southern
Copper” or the “Company” includes Southern Copper Corporation and its consolidated subsidiaries.
2 \ Annual Report 2009 \ Southern Copper
CONTENTS
Letter to the Shareholders
Production Statistics
Copper Reserves
Selected Financial and Statistical Data
Expansion and Modernization Program
Exploration
Development - Community Outreach
Results of Operations for the years ended
December 31, 2009, 2008 and 2007
Commitment - Environmental Affairs
General Information
Description of Operations and Development regarding the Issuing Entity
Members of the Board of Directors
02
10
12
14
22
32
48
56
64
101
Southern Copper \ Annual Report 2009 \ 1
2 \ Annual Report 2009 \ Southern Copper
LETTEr TO SharEhOLdErS
In 2009, Southern Copper Corporation was one of the world’s largest copper
mining companies in terms of production and sales. Our principal operations are
in Peru and Mexico and we also conduct active exploration program in Chile. Our
objective is to ensure the continuity of our operations and our expansion program
and to remain profitable during periods of low copper prices and to maximize our
in periods of high metal prices.
Our major strength is our copper ore reserves, which at December 31, 2009,
totaled 55.4 million tons of copper content, calculated at a copper price of $1.80
per pound (as of December 31, 2009 the per pound LME and COMEX copper
prices were $3.33). In terms of copper reserves, we hold the world’s largest
reserve position which supports our long-term sustainability of operations.
In addition to copper we produce significant amounts of other metals, either as
copper processes by-product or due to our mine deposits characteristics. Our metal
production is diversified. In 2009, copper represented approximately 71% of our
left
MEXICO. Mining operations
revenues, molybdenum 12%, silver 7%, zinc 5%, gold 2% and other minerals 3%.
Southern Copper \ Annual Report 2009 \ 3
Net sales in 2009 were $3,734.3 million, 23% lower than the $4,850.8 million in 2008.
The decrease is mainly attributable to the crisis in the financial markets and concerns
about the recession in the global economy. During 2009, copper price registered an
ascending trend from an average price of $1.55 per pound in the first quarter to just
over $3.00 per pound in the fourth quarter of 2009. Therefore, fourth quarter 2009
sales increased 152.6% compared with a similar period in 2008 due to the recovery in
copper prices as well as our continuing cost reduction policy.
While we recognize that price fluctuations will occur, as is normal in a global industry
subject to international market prices, we do expect that as the world’s economies stabilize,
the outlook for the copper market will continue to improve over the next few years.
The 2009 average COMEX copper price per pound was $2.35, 24.9% lower than
prior year. In the fourth quarter of 2009, by-products prices also increased when
compared to the fourth quarter of 2008, zinc increased 85.2%, silver 73.0% and
gold 38.7%. The increase in sales in the last quarter 2009 was principally due to
4 \ Annual Report 2009 \ Southern Copper
the increase in the copper price as well as a significant increase in molybdenum
and silver production and sales volumes. In 2009, molybdenum price per pound
dropped from $28.42 to $10.91.
In 2009, the Company’s net income was $929.4 million, compared with $1,406.6
million in 2008, a decrease of 33.9%. Net income and diluted earnings per
share for the fourth quarter was $ 363.3 million or 43 cents, 16% higher than
37 cents for third quarter 2009 and $50.7 million than $312.5 million in the
third quarter 2009.
Cost reductions have continued to improve the Company’s results in 2009, and we
expect to continue improving our performance in the future. Operating cash cost per
pound of copper produced, before by-products credit was 1361 cents per pound in
2009 compared with 157.1 cents per pound in 2008. This decrease was the result of
higher productivity and operational efficiencies. Operating cash cost per pound of
copper, net of by-products credit was 36 cents per pound in 2009.
1Reported cash cost excludes the effect of third parties concentrate purchases.
Southern Copper \ Annual Report 2009 \ 5
Southern Copper \ Annual Report 2009 \ 5
The Company’s operations in 2009 exceeded all production goals. Copper mined and
smelted in the fourth quarter of 2009 increased by 4.9% and 18.8%, respectively, compared
to those of the third quarter of 2009. Also, in the fourth quarter of 2009 production of zinc
mined and refined increased by 0.4% and 29.9%, respectively, from the third quarter of
2009. In addition, molybdenum production in 2009 increased 14%.
SCC’s capital investment programs continued on track during 2009. The Company has
invested approximately $280 million out of the $934 million approved budget for the Tia
Maria project, of which approximately $162 million was invested in 2009. The detailed
engineering is in progress. Current work on the project includes equipment fabrication
and some early construction work (access roads and platforms). The environmental
impact assessment (EIA) for the project is currently pending approval and the Company
is working with the Peruvian authorities to secure it. Construction will begin as soon as
we receive the EIA approval which is expected in the third quarter of 2010.
As of December 31, 2009, the Company has invested $90.3 million in the Toquepala
concentrator expansion. Detailed engineering was awarded and work started in
6 \ Annual Report 2009 \ Southern Copper
December with the review of the basic engineering. One 320 ton truck, two 49HR
drilling machines and a second 73 cubic yard shovel were put in operation. The push
back substation expansion was also completed and is currently in operation. The
environmental impact study is still being conducted and is expected to be completed
in the second quarter of 2010.
The by-product treatment plant at the La Caridad metallurgical complex was
completed and is now fully operating. The lime plant at Agua Prieta was fully
modernized to comply with environmental regulations and to meet the lime
requirements of the Mexican operations.
The Company is strongly committed to continue its organic growth and therefore
the Board of Directors has approved an investment program of $2.8 billion
for the next three years to develop new production capacity. This program is
expected to increase annual production by 342,000 tons of copper and 6,600
tons of molybdenum, and to improve the Company’s cost competitiveness and
efficiency.
Southern Copper \ Annual Report 2009 \ 7
Southern Copper \ Annual Report 2009 \ 7
On behalf of Southern Copper Corporation’s Board, we express our thanks to all our
personnel for their effort, work and dedication, to our clients for their continued trust
and loyalty, and to you, our shareholders, for your permanent support.
German Larrea Mota-Velasco
PRESIDENT OF THE BOARD
Oscar Gonzalez rocha
PRESIDENT AND CHIEF EXECUTIVE OFFICER
Xavier Garcia de Quevedo
PRESIDENT AND CHIEF EXECUTIVE OFFICER
8 \ Annual Report 2009 \ Southern Copper
right
PERU. Cuajone open pit,
Moquegua.
Southern Copper \ Annual Report 2009 \ 9
Southern Copper \ Annual Report 2009 \ 9
PrOduCTiON STaTiSTiCS
SOuThErN COPPEr COrPOraTiON aNd SubSidiariES
Five-year Production Statistics
Copper production Mines (tons)
2009
2008
2007
2006
2005
Mined Material (thousand)
355,727
343,762
406,059
409,625
426,951
Copper in concentrates
424,199
418,726
498,207
506,084
574,976
Copper SX/EW
Total Copper
61,177
70,203
93,976
99,575
114,953
485,376
488,929
592,183
605,559
689,929
Molybdenum in concentrates
18,687
16,390
16,208
11,837
14,803
Zinc in concentrates
110,430
106,920
121,013
136,592
143,609
Silver in concentrates (thousand ounces)
13,202
12,316
15,229
16,171
18,495
Smelter/refineries production
Copper
Zinc
505,088
497,494
465,005
588,986
625,119
98,688
95,420
90,766
51,035
101,523
Silver (thousand ounces)
13,089
10,841
10,001
12,379
12,487
Toquepala
Mined Material (thousand)
149,287
131,646
130,267
131,607
134,505
Copper in concentrates
127,125
114,147
140,868
151,775
157,456
Molybdenum in concentrates
3,598
4,667
6,228
5,813
5,324
Cuajone
Mined Material (thousand)
117,939
118,054
116,438
112,410
109,855
Copper in concentrates
188,950
196,065
182,117
174,404
163,659
Molybdenum in concentrates
5,293
4,442
3,821
3,523
5,279
Smelter/refineries in Peru
SX/EW
Smelt concentrates
Blister produced
Anode produced
Cathode produced
37,961
38,799
36,670
35,805
36,498
1,127,455
1,003,311
846,245
1,107,458
1,206,252
8,741
-
9,283
30,556
323,502
336,781
306,585
232,197
297,564
-
262,220
248,742
178,397
273,299
285,205
10 \ Annual Report 2009 \ Southern Copper
2009
2008
2007
2006
2005
Mexicana de Cobre – La Caridad
Mined Material (thousand)
85,491
85,379
80,819
46,606
75,465
Copper in concentrates
102,501
96,929
102,259
58,071
122,317
Molybdenum in concentrates
9,796
7,281
6,159
2,501
4,200
Cananea
Mined material (thousand)
Copper in concentrates
Smelter/refineries in Mexico
SX/EW
Smelt concentrates
Anode produced
Cathode produced
Rod produced
underground Mines
Contents in concentrates (tons)
Zinc
Lead
Copper
Silver (thousand ounces)
Gold (ounces)
-
-
4,820
74,672
114,595
102,508
6,165
63,909
111,280
118,741
23,216
31,403
57,305
63,770
78,454
465,992
574,573
684,806
723,984
894,735
139,652
171,912
202,708
240,673
280,299
117,134
140,326
173,341
200,357
233,682
60,073
76,283
96,607
96,582
113,165
110,430
106,920
121,013
136,592
143,609
22,492
20,445
19,382
19,081
19,545
5,623
5,420
9,054
10,555
12,804
6,778
3,136
6,366
2,789
8,272
4,174
9,276
4,484
10,183
4,020
Southern Copper \ Annual Report 2009 \ 11
COPPEr rESErVES
SOuThErN COPPEr COrPOraTiON aNd SubSidiariES
The table below details our proven and probable copper and molybdenum reserves as estimated at December 31,
2009 calculated based on a copper price of $2.903 per pound and a molybdenum price of $23.443 per pound.
Peruvian Operations
Mexican Operations
Open Pit
Open Pit
Total Open Pit
Cuajone
Toquepala
Cananea
La Caridad
IMMSA
2,764,754
3,734,293
6,384,423
4,105,787
16,989,257
48,400
0.468%
0.462%
0.388%
0.017%
0.022%
-
0.221%
0.028%
0.377%
0.023%
18,208
1,645,504
1,930,048
378,575
3,972,335
0.479%
-
Mineral Reserves
(thousands of tons)
Sulfides
Average grade:
Copper
Molybdenum
Leachable
Average grade leachable
0.467%
0.100%
0.135%
0.197%
0.128%
Waste
Total material
Stripping ratio
7,196,503
14,686,147
6,789,405
1,752,789
30,424,844
9,979,465
20,065,944
15,103,876
6,237,151
51,386,436
2.61
4.37
1.37
0.52
2.02
12 \ Annual Report 2009 \ Southern Copper
SELECTEd FiNaNCiaL aNd STaTiSTiCaL daTa
SOuThErN COPPEr COrPOraTiON aNd SubSidiariES
For the years ended December 31
(in millions except per share and employee data)
Consolidated Statement of earnings
2009
2008
2007
2006
2005
Net sales
$ 3,734
$ 4,851
$ 6,086
$ 5,460
$ 4,089
Operating costs and expenses
2,249
2,649
2,589
2,406
2,018
Operating income
1,485
2,202
3,497
3,054
2,071
Non-Controlling interest of
investments shares in Income
Peruvian Branch
Net earnings attributable to SCC - Basic
and diluted
Per share amount (1)
Net earnings attributable to SCC – Basic
and diluted
Dividends paid
Consolidated balance sheet
Total assets
5
8
10
9
12
$
935
$
1,41
$ 2,227
$ 2,047
$ 1,413
$ 1.09
$ 1.60
$ 2.51
$ 2.31
$ 1.59
$ 0.44
$ 1.94
$ 2.27
$ 1.71
$ 0.97
$ 6,063
$ 5,764
$ 6,581
$ 6,376
$ 5,688
Cash and cash equivalent
772
717
1,409
1,023
876
Total debt
Total equity
Consolidated statement of cash flows
Cash provided from
operating activities
Dividend paid
Capital expenditures
1,280
1,290
1,450
1,528
1,172
3,894
3,395
3,865
3,681
3,339
963
1,728
2,703
2,059
1,663
376
1,711
2,002
1,509
854
415
524
316
456
471
Depreciation & depletion
323
327
328
275
277
Capital stock
Common shares
outstanding (million) (1)
850.0
854.9
883.4
883.4
883.4
NYSE Price – high
Price – low
Book value per share
P/E ratio
Financial ratios
$ 36.40
$ 41.34
$ 47.12
$ 19.37
$ 11.77
$ 12.74
$ 9.19
$ 16.84
$ 11.55
$ 6.94
$
4.56
$ 3.96
$ 4.36
$ 4.15
$ 3.77
30.10
10.03
14.05
7.79
7.04
Current assets to current liabilities
2.95
2.11
2.84
2.84
2.15
Debt as % of capitalization
Employees (at year end)
11.6%
14.5%
1.0%
12.1%
8.2%
11,522
11,494
12,268
12,225
12,895
(1) The number of shares and values per share has been adjusted to reflect the 2008 and the 2006 stock splits.
Southern Copper \ Annual Report 2009 \ 13
«PERU. Toquepala mine, leaching conveyor and spreader»
14 \ Annual Report 2009 \ Southern Copper
Expa ns ion and modernization
program
$1,800
million in investment
The Company intends to allocate approximately $1.8 billion
to Peru and $1.0 billion to Mexico of which approximately
$600 million and $200 million are intended to be invested
in Peru and Mexico, respectively, in year 2010.
Southern Copper \ Annual Report 2009 \ 15
EXPaNSiON aNd MOdErNiZaTiON PrOGraM
MEXiCaN OPEraTiONS
We are committed to continuing the growth of the Company. We previously deferred
several project development activities because of the downturn in global economic con-
ditions. Nevertheless, on January 28, 2010 our Board of Directors approved an in-
vestment program of $2.8 billion for the next three years which is expected to increase
by approximately 342,000 tons of copper production and 6,600 tons of molybdenum
production, when this program is completed. The program also aims to improve cost
competitiveness and efficiencies. However, capital spending plans will continue to be
reviewed and adjusted in response to changes in the economy or market conditions.
The Company intends to allocate approximately $1.8 billion to Peru and $1.0
billion to Mexico of which approximately $600 million and $200 million are
intended to be invested in Peru and Mexico, respectively, in 2010.
Set forth below are descriptions of some of our current expected capital
expenditures. The Company expects to meet the cash requirements for these
projects from cash on hand, internally generated funds and from additional
right
PERU. Ball mills at the Toquepala
concentrator
external financing if required.
16 \ Annual Report 2009 \ Southern Copper
Southern Copper \ Annual Report 2009 \ 17
Mexican Operations
Peruvian Operations
After expending $16.0 million the by-product treatment
Tia Maria project: This project in the Peruvian region
plant at the La Caridad metallurgical complex was
of Arequipa, is expected to produce about 260 million
completed in 2009 and is currently in operation. This
pounds of SX-EW copper cathodes per year. The approved
plant was distinguished winning the first prize in a
budget for the project is $934 million. Through December
nationwide contest to promote waste recycling.
31, 2009, $280 million were spent on its development.
The detailed engineering is in progress. Work on the
With a total investment of $20.8 million, the lime plant
project includes equipment fabrication and some early
at Agua Prieta, which is 100 kilometers north of the
construction work (access roads and platforms). The
La Caridad mine, was fully modernized to comply
environmental impact assessment (EIA) for the project
with environmental regulations and to meet the lime
is currently pending approval and the Company is
requirements of the Mexican operations. A vertical
working to secure it. A necessary step in order to obtain
Maerz furnace will reduce the consumption of natural
approval for the EIA requires the Company to hold and
gas to a third of its current level and we expect costs to
complete a public hearing, in which the concerns of
be reduced by approximately 45%. Performance tests
the local community are addressed. In August 2009, a
were completed during December 2009, with results
public hearing held by the Company was disrupted and
exceeding the established parameters.
not completed. A hearing scheduled for February 15,
18 \ Annual Report 2009 \ Southern Copper
2010, has been postponed and the Company is working with the Ministery of Energy
and Mines (“MINEM”) to reschedule the hearing. Construction is delayed pending
approval of the EIA.
Toquepala concentrator expansion: As of December 31, 2009, the Company has
expended $90.3 million on the Toquepala concentrator expansion. Detailed engineering
was awarded and work started in December 2009. One 320 ton truck and two 49HR
drilling machines and a second 73 cubic yard shovel were put in operation. The push
back substation expansion was also completed and is currently in operation. The
environmental impact study is still being conducted and is expected to be completed
in the third quarter of 2010.
PERU. Cathodes at the Toquepala SXEW
left
Ilo Smelter Modernization: A complementary project to the Ilo smelter modernization is
the construction of a marine trestle to offload directly to offshore ships the sulfuric acid
plant
produced at the smelter. At December 31, 2009 this project reached 98.0% completion
and was completed in the first quarter of 2010. The completed project is expected to
right
PERU. View of Toquepala mill site
ease congestion in our Ilo area.
Southern Copper \ Annual Report 2009 \ 19
20 \ Annual Report 2009 \ Southern Copper
left
PERU. New Larox filter at Cuajone
concentrator
Tailings disposal at Quebrada Honda: This project will increase the height of the existing Quebrada Honda dam
to impound future tailings from the Toquepala and Cuajone mills. The procurement of the main equipment and
materials was finished. Construction of the principal civil, mechanical and electrical installations for the main and
lateral dams has been completed. The equipment to build the lateral dam was commissioned in December 2008 and
the equipment to continue building the main dam was commissioned in March 2009. At this time there are some
pending issues in order to get to the design capacity. Progress on the first stage of this project is 99.8% complete,
with final completion expected in the first half of 2010. The total cost of this project is estimated to be $66.0 million,
with $43.7 million expended through December 31, 2009.
Other capital expenditures
The El Arco project is a major copper deposit in the central part of the Baja California peninsula, with estimated
mineralized material of over 1.3 billion tons. This project is expected to produce 190,000 tons of copper and 105,000
ounces of gold annually. The Company continues to invest in land acquisition required for the project. A study for
the supply of natural gas to support a 220 mega-watt power plant has been initiated. The Company will consider the
development of this project subject to appropriate investment conditions.
Potential projects
We have a number of projects that we may develop in the future. We evaluate new projects on the basis of our long-
term corporate objectives, expected return, environmental needs, required investment and estimated production,
among other considerations. All capital spending plans will continue to be reviewed and adjusted to response to
changes in the economy or market conditions.
Southern Copper \ Annual Report 2009 \ 21
« PERU.Loading trains at Cuajone concentrator »
22 \ Annual Report 2009 \ Southern Copper
SC C explores in Mexico,
Peru and Chile
$24.6
million on exploration
We are engaged in ongoing extensive exploration to locate
additional ore bodies in Peru, Mexico and Chile. We
invested $24.6 million on exploration programs in 2009,
and we expect to spend approximately $20.6 million in
exploration expenditures in 2010.
EXPLOraTiON
MEXiCaN OPEraTiONS
Currently in Mexico, we hold 368,182 hectares of explora-
tion concessions. In Peru, currently we have direct control of
182,447 hectares of mineral rights. We also currently hold
35,958 hectares of exploration concessions in Chile.
In addition to exploratory drilling programs at existing mines, we are currently
conducting exploration to locate mineral deposits at various other sites in Mexico.
The following are some of the more significant exploration projects:
El Arco. The El Arco site is located in the state of Baja California in Mexico.
Previous exploration at the site indicate a deposit of 846 million tons of mineralized
material with average copper grades of 0.51% and 0.14 grams of gold as sulfide per
ton, and 170 million tons of leachable mineralized materials with average copper
grades of 0.35%. In 2009, we identified a water source for the leaching operation.
left
PERU. La Tapada ore deposit at
Four production wells were tested and determined a potential water resource
Tia Maria Project
of approximately 200 liters per second in the area. Also six diamond drill holes
right
have been drilled to a depth of 2,640 meters in 2009. The 2008 and 2009 drilling
1. MEXICO. Cananea
program indicates mineralized material, with 0.50% - 0.70% average copper grades,
extending 270 meters below the previously known mineralization.
Concentrator
2. MEXICO. La Caridad copper
refinery
24 \ Annual Report 2009 \ Southern Copper
Angangueo. The Angangueo site is located in the state
Buenavista. The Buenavista site is located in the state
of Michoacan in Mexico. A deposit of 13 million tons of
of Sonora, Mexico, adjacent to the Cananea ore body.
mineralized material has been identified with diamond
Drilling and metallurgical studies have shown that the
drilling. Testing indicates that the deposit contains
site contains 36 million tons of mineralized material
mineralized material containing 0.16 grams of gold and
containing 29 grams of silver, 0.69% of copper and
262 grams of silver per ton, and is comprised of 0.79%
3.3% of zinc per ton. A new “scoping level” study
lead, 0.97% copper and 3.5% zinc. During 2005, we
indicates that Buenavista may be an economical deposit.
received the approval for our environmental impact
During 2007, 2,100 meters were drilled to upgrade
study and we are in the process of obtaining land use
the mineralized material and to acquire material for
approval. During 2009, we have continued negotiating
metallurgical testing. Results confirmed the previous
with the state of Michoacan to purchase various
geologic interpretation of the mineralized areas. Due
properties essential to the operation. A prefeasibility
to the Cananea strike no work was performed in the
study, commissioned in 2009, indicated that the
2008-2009 period.
Angangueo project needs to upgrade the resources of
the Descubridora vein with more drilling. Subsequent
Carbon Coahuila. In Coahuila, an intensive exploration
simulation work has indicated that Angangueo may be
program of diamond drilling has identified two additional
an economical project.
areas, Esperanza with a potential for more than 30 million
Southern Copper \ Annual Report 2009 \ 25
tons of “in place” mineralized coal and Guayacan with
giving us 100% ownership. Minera Pilares is located
a potential for 15 million tons of “in place” mineralized
in the state of Sonora, ten kilometers from the town of
coal, that could be used for a future coal-fired power
Nacozari de Garcia and six straight line kilometers from
plant. During 2007 along with 5,767 meters of drilling,
our La Caridad mine. The work to clear and prepare the
23 million tons of mineralized coal resources were
access to the Porvenir tunnel started at the end of 2008.
identified at our Nueva Rosita No. 16 concession. Due
Calculations using Mine-Sight software indicated 52.9
to budget constraints, exploration work on this project
million tons of mineralized material, with 0.92% copper
was deferred in 2008 and part of 2009, as consequence,
content. Because all previous mineralized material
only 6,338 meters were drilled during 2009 to define
calculation was based on rotary drilling, a diamond
mineralized material for an open-pit mine in the area.
drilling program of 9,509 meters was performed in
2009. A new mineralized material calculation, based
Los Chalchihuites. The Chalchihuites site is located in
on this drilling, will be undertaken in 2010. A “heavy
the state of Zacatecas. It is a replacement deposit with
medium” metallurgical test was also conducted on
mixed oxides and sulfides of lead, copper, zinc and
core from this drilling. Preliminary results indicate that
silver. A drilling program, in the late nineties, defined
preconcentration by this method may be feasible for the
16 million tons of mineralized material containing
Pilares ore. We expect to complete the results of this
95 grams of silver, 0.36% lead, 0.69% copper and
testing by the second half of 2010.
3.08% zinc per ton. Preliminary metallurgical testing
indicates a leaching precipitating-flotation recovery
Sierra de Lobos. This project is located southwest of
process that can be applied to this ore. In 2009, we
the city of Leon, Guanajuato. Our target is to identify
started a prefeasibility study, which is expected to be
a copper and zinc deposit with mineralized material
completed by the end of 2010.
with average grades between 0.5% and 1.0% copper
and between 5% and 7% zinc including a small
Pilares. In 2008, we bought Freeport-McMoran’s 49%
contribution of gold and silver. In 2008, 1,636 meters
interest in Minera Pilares, S.A. de C.V. (“Minera Pilares”),
were drilled. Results confirm the presence of copper
26 \ Annual Report 2009 \ Southern Copper
MEXICO. Students at school
and zinc mineralization, but an economical deposit has not yet been identified. Due
to the changes in our investment program priorities no work was performed in 2009.
We expect to go back to this project in 2010.
Peruvian Operations
Los Chancas. The Los Chancas project, located in the department of Apurimac in
southern Peru, is a copper and molybdenum porphyry deposit.
As a result of the pre-feasibility studies and after the preliminary design of the pit, estimates
show 355 million tons of mineralized material with a copper content of 0.62%, 0.05%
of molybdenum and 0.039 grams of gold per ton. In 2009, 40,244 meters of diamond
drilling were performed as part of the complementary studies geared to define the deposit’s
ore reserves. In 2010, geotechnical studies will continue as part of the feasibility study.
Southern Copper \ Annual Report 2009 \ 27
Tantahuatay. The Tantahuatay project is located in the department of Cajamarca in
northern Peru. The 2009 feasibility studies were oriented to evaluate the possibility
PERU. Panoramic view of
Toquepala open pit
of gold recovery from the upper part of the deposit, where a deposit of 27.1 million
tons of mineralized material with an average silver content of 13.0 grams per ton
and 0.89 grams of gold per ton were estimated. In 2009, the environmental impact
assessment was completed and approved by the Peruvian authorities. In addition,
we obtained the construction license for the mine and industrial complex. We expect
to start the construction of the project by the end of 2010 or early in 2011. We have
a 44.25% participation in the project.
OthEr PEruvIAn PrOSPECtS
In 2009, we continued with exploration near the Tia Maria district as well as regional
exploration in the southern part of Peru.
For 2010 we are developing a program of approximately 21,000 meters of diamond
drilling for some of our projects including at Cobrecancha, a copper and gold
28 \ Annual Report 2009 \ Southern Copper
prospect, located in the central coast of Peru, at los Huallas, a copper and molybdenum
prospect located in the Ayacucho region, and at Clara, a copper and gold prospect
located in the Arequipa region. We will also continue with the exploration program
on already defined projects in Tacna and Arequipa, as well as with programs in
different mineralized strips in Peru.
CHILE
El Salado The El Salado prospect, is located in northern Chile (Atacama area) and
it corresponds to an ore body with copper and gold in veins. In 2009 a diamond
drilling program totaling 3,387 meters was completed, with this program we have
concluded the exploration stage and during 2010 we will evaluate the results to
determine what our next steps are for this prospect.
Resguardo de la Costa During 2009 we continued with the exploration of El
Resguardo de la Costa prospect (copper-gold in veins) located also in the Atacama
area and completed 1,378 meters of diamond drilling, with this program we have
Southern Copper \ Annual Report 2009 \ 29
concluded the exploration stage and during 2010 we will evaluate the results in order
left
to determine which way to proceed with this prospect.
PERU. Birds at Ite bay
Ticnamar The Ticnamar prospect, located in northern Chile, has been explored
as a deposit with copper-molybdenum porphyric veins. In 2009, 3,671 meters of
diamond drilling were completed. For 2010 we have budgeted 5,000 meters of
diamond drilling.
OthEr ChILEAn PrOSPECtS
For 2010 a drilling program of 11,500 meters has been planned for the following
prospects located in northern Chile: Catanave (epithermal gold- silver veins); Santa
Marta (porphyric copper-molybdenum veins) and San Benito (porphyric copper-
molybdenum veins).
30 \ Annual Report 2009 \ Southern Copper
Southern Copper \ Annual Report 2009 \ 31
«MEXICO. Rod plant»
Community Outreach
100
thousand benefit
Dialogue and the ability to give and take are key tools for
promoting sustainable relationships with the neighboring
communities of our SCC units.
COMMuNiTy OuTrEaCh
MEXiCaN OPEraTiONS
Sustainability of community development programs is based on the growing participation
of institutions from three levels, the government and civil society organizations.
MEXICANA DE CANANEA with the support of a team of employees and a group
of consultants a Sustainable Development Policy was developed in this period to
improve the social bond with the local its community. Using innovative ideas for
community participation and the commitment of the Company relations with the
population of Cananea were significantly improved.
This project began in May, using participatory diagnosis to identify f leaders capable
of making the projects successful.
The actions taken included: 18 workshops to different audiences, 2 youth camps, 8
in-depth interviews, five focus groups, 122 casual interviews, 7 excursions and the
“Tree of Commitments”, in which participating children put into practice skills and
human values required to face the social and economic reality of the community and
personal commitments were made to the city.
left
PERU. Ilo refinery workers
right
PERU. Planting tara trees at Dean
Valdivia, Cocachacra, Arequipa.
34 \ Annual Report 2009 \ Southern Copper
Grupo Encuentro
involved mothers and
fathers,
The areas of interaction include: social opportunities
children, seniors, workers, religious, teachers, traders
and community development, and the promotion of
and other members of society in the experience of the
economic and social development. In this respect,
workshops and the activities at Cananea, all of the
during 2009, 517 continuing activities related mainly
participants benefited with the lessons learned from
to environmental culture, health education, human
these experiences.
development, care of vulnerable groups, open education
for adults and promotion of sports and culture took
Dialogue and the ability to give and take are key tools
place; Approximately 26,500 people were benefitted
for promoting sustainable relationships with
the
including children, youths, adults and seniors.
neighboring communities of our Minera Mexico units,
whose social interaction process is carried out with the
Also, 2,184 people older than 15 years attended the 81
concepts of social responsibility, through Community
training courses and technical workshops on various
Development Centers operating at the mining units of
occupational and productive activities. In addition,
Charcas and Santa Barbara, the New Rosita plant and
39 basic courses on computer training and English
the electrolytic zinc refinery; in addition, at the Centers
were conducted at
the Community Development
of Development Our People and the office of social
Centers. Through these activities, the development of
liaison at La Caridad and the metallurgical complex of
human capital and the creation of micro-enterprises
Mexicana de Cobre.
were supported. The supporting process was further
Southern Copper \ Annual Report 2009 \ 35
strengthened with the establishment of 30 consulting
Peruvian Operations
offices for business promotion.
Southern Copper, through Southern Peru, its Peruvian
branch, promotes sustainable development projects in
Initiatives that build shared value include the four Fairs
the communities of Tacna, Moquegua and Arequipa,
of Community Services, Health and Environment in
mainly in the highland areas, which are located close
Nueva Rosita, Coah, Charcas and San Luis Potosi,
to our principal operating areas. This support is
community and institutional participation spaces by
from voluntary contributions made by our Company
which the social responsibility strengthens as an
through the “Asociacion Civil Ayuda del Cobre”, as a
element of common welfare, benefitting 3,840 persons
part of the program known as “Voluntary Contribution
who received free services of preventive medicine,
Program” (“Programa Minero de Solidaridad con el
social consultancies, hygiene, donation of trees, etc.
Pueblo”), under an agreement made with the Peruvian
Sustainability of community development programs
government.
is based on the growing participation of institutions
These projects are ongoing in co-participation
from three levels, the government and civil society
with public and nongovernmental organizations to
organizations, whose merger of resources allows
achieve the benefit for the surroundings localities,
for substantial improvement in the quality of life for
taking into account the legislation and the historical
communities that Minera Mexico is part of.
and cultural characteristics of each locality.
36 \ Annual Report 2009 \ Southern Copper
left
MEXICO. Information hardware at
schools
right
1.MEXICO. Drilling at La Caridad
mine
2.MEXICO. Cathode warehouse at La
Caridad refinery
During 2009, the Branch has developed the following programs and/or
projects:
WaTEr rESOurCES
• In the first quarter of 2009, the Marisol Hydraulic Splitter became operational
This is a large hydraulic project that will benefit the irrigation commissions of
Cairani, Candarave, Huanuara and Quilahuani in the province of Candarave
(Tacna region), through the equitable distribution of water from the Callazas river.
Total investment in this plant was $302,446.
• Minor irrigation infrastructure work continued in partnership with the irrigation
committee in Candarave, with an investment of $53,775 in 2009. A second stage,
which includes the lining of the Camilaca-Tacalaya’s hydraulic canal and the
rehabilitation of the Patapatani-Santa Cruz hydraulic canal and other canals has
begun.
• The Branch and the National Engineering University signed an agreement for
the Callazas Dam’s feasibility study. A part of this study was completed in 2009,
Southern Copper \ Annual Report 2009 \ 37
with an investment of $355,066. The study includes
in Candarave through construction and/or the
component 1, the study of the dam and ancillary
rehabilitation of canals and water reservoirs. By
works; component 2, major infrastructure work of
this agreement, the Company will invest $667,109
for the transmission and distribution, irrigation and
and FONCODES $2,628,609. This agreement
agricultural development; and component 3, the
also
involves
the Huanuara and Quilahuani
study of the environmental and social impact of
municipalities.
the Callazas river regulation system. The Company
expects to invest $932,368. This project when
aGrONOMy
completed will store 10 million cubic meters of
• In partnership with the Irrigation Commissions
water annually and will ensure optimal and rational
in the Tambo’s Valley and the National Service of
use of water resources for agricultural activity
Agrarian Health (SENASA), the second stage of
during the dry season.
the Biological Control Project is ongoing. With
the release of controlled wasps in a total area of
• The final stage to improve the irrigation infrastructure
250 hectares damage to the rice crops caused by
in the Ilubaya Annex, located in Torata district
the attack of the borer in the Cocachacra district
(Moquegua region) started, with an investment of
and the Islay province (Arequipa region) has
$694,420 to rehabilitate 4.5 kilometers of canals
been reduced. Due to this success, the Company
to benefit the farmers. Also, the intake area will be
will hold a third stage with a total investment of
built to capture more of the Torata river water and
$829.
better feed the agricultural land.
• The Company provided equipment and infrastructure
• The Branch and the National Fund for Development
to The Curve Entomological Laboratory, in the
Cooperation (FONCODES) signed an agreement for
Dean Valdivia District, also in Islay, Arequipa, with
water infrastructure and sanitation treatment plants,
a total investment of $48,647. Beneficial insects
which will promote socioeconomic development
(biological control) may be raised and conduct
38 \ Annual Report 2009 \ Southern Copper
research and training on technical alternatives to chemical control to agricultural
pests in Tambo’s Valley.
• Diseases were controlled in the production of a higher, quality oregano product
in the area. The use of Guano Island (natural fertilizer from sea birds) and an
organic certification for agricultural export purposes was promoted through the
strengthening of the competitive capacity of Candarave’s oregano producers. The
second stage will be completed in March 2010, in partnership with the non-
governmental organization “El Taller” and the district municipalities of Cairani,
Huanuara and Quilahuani in Candarave. Two plants to process oregano were
built in the communities of Huanuara and Pallata. During 2009, $20,837 was
MEXICO. View of La Caridad mill site
invested in this project.
Southern Copper \ Annual Report 2009 \ 39
• In Candarave, the cultivation of thyme, a product
the Islay province (Arequipa region) where one new
used as a condiment and in the pharmaceutical
tractor was donated with reversible plow system
industry, was promoted. A field installation of
(with a total investment of $61,288) in the Punta de
canola, a seed that contains Omega 3 and Omega 6
Bombon District.
and which produces vegetable oil, was successfully
completed in alliance with the non-governmental
• A 100 square meters organic nursery is being
organization “El Taller”.
constructed in the Arondaya community (Moquegua
region), by recycling plastic bottles for fodder
• In addition, planting of cereals such as oats and
cultivation to benefit guinea pig farmers.
corn were promoted, through an agreement signed
with the Foundation for Agrarian Development
STOCkbrEEdiNG
(Fundacion para el Desarrollo Agrario – FDA) and
• The Emergency Cattle Care Program is ongoing
the National Fund for Job Training and Employment
to assist the Candarave cattle producers affected
Promotion (FONDOEMPLEO).
by the drought. The program delivers hay at low
cost. This action reduced the shortage of feed
• The Technical Training in Agricultural Mechanization
for cattle and helped to maintain levels of cattle
Project, in Candarave, (Tacna region), donated
productivity.
three new tractors (with a total investment of $
164,535) and an equal number of reversible plow
• The Animal Health Program continues providing
systems (with a total investment of $19,330) to
veterinary technical assistance to producers in 17
benefit the Cairani, Huanuara and Quilahuani
communities located in the districts of Cairani,
communities. The same project was carried out in
Candarave and Quilahuani, in the province of
40 \ Annual Report 2009 \ Southern Copper
Candarave. Preventive medicines and treatment for prevalent diseases in the high
Andean zone were distributed.
• Also developed were the Holstein, Brown Swiss cattle and Hampshire Sheep
Genetic Improvement Project. It took place in 5 communities in the Candarave
province, through the installation of 2 breeding centers in the Aricota and
Quilahuani communities. In agreement with the Quilahuani Municipality, this
service includes artificial and natural insemination. The total investment is
$32,685.
• Additionally, local agricultural fairs in the Tacna region, in the districts of
Aricota, Cairani and Quilahuani (in terms of organization, logistics and awards)
were supported. Events included the exhibition of the best specimens of the
various breeds of cattle, South American camelids, sheeps and Peruvian Paso
Horses.
• The slaughterhouse (in Huaytire) was registered in accordance with the
left
requirements of the National Agrarian Health Service and Technology of
1. MEXICO. Training
2. PERU. Shelters for llamas and
Meat Regulation of Peru, and is used for the butchering of domestic South
alpacas in Huaytire, Tacna.
American camelids. This allows for the collection and marketing of its meat,
right
in compliance with the requirements of the National Service of Agrarian Health
MEXICO.Training in fire control
(SENASA) and its Technological Regulations for Meats in Peru. An investment
Southern Copper \ Annual Report 2009 \ 41
of $2,007 was made. Electricity was installed in
from the National Service Training for Construction
this facility and the Tacna Regional Government
Industry
(SENCICO). After
receiving
the
donated equipment to process meat with an
certification we plan to install 700 clean stoves with
investment of $80,000.
an investment of $66,379.02 to prevent pollution
(carbon dioxide) from wood stoves.
NuTriTiON
• The Nutrition Program, the “Southern Forming
• An agreement was signed by the Company, with
Healthy Communities” (PRONUT) continued with
the Ministry of Women and Social Development
field work in the highland communities of the
(MIMDES), and the municipalities of Huanuara
province of Candarave, (Tacna Region). The program
and Quilahuani. The inter-institutional agreement
uses baseline statistics to establish strategies or
provides equipment to 12 wawa wasi’s (temporary
action lines for the program in order to reduce the
child care hostels to support mothers and families).
levels of anemia and parasitoses in children under
In this agreement, the Company participates with an
five years old.
investment of $29,314.63 from a total investment
• 4 pilot models of clean stoves were built in the
of $351,841.02.
communities of Cairani, Huanuara, Patapatani and
• The PRONUT targets stage has begun through
Quilahuani with the goal of obtaining a certification
nutritional assessments to benefit children, training
42 \ Annual Report 2009 \ Southern Copper
left
of mothers, internships for community leaders in Tacna and creation of management
PERU. Silver granules at Ilo
refinery
right
1. PERU. Cuajone Hospital
committees.
STrENGThENiNG OF PrOduCTiVE CaPaCiTiES
2. PERU. Student lecture at
• The Alpaca Genetic Improvement Project continues in the community of Huaytire,
Toquepala
in the province of Candarave (Tacna region). The project uses modern techniques
for selection, care and breeding species for genetic improvement in the medium
term (generally a 2 or 3 year time frame), which will benefit the production chain
and increase the potential for textile exportation. For this purpose, the selection
was made from available female alpacas supplemented with the purchase of 21 high
quality category A male alpacas. A controlled mating infrastructure was utilized.
• Also, the project for improving the production at the hat workshop in the Tacalaya
community continues with a budget of $8,511.45. It seeks to achieve production of
alpaca fiber hats and fur products, in order to sell them in local markets and abroad.
• With an investment of $7,908.41, the Company trained six craftswomen from the
Candarave communities (Santa Cruz, Patapatani and Yucamani) in the textile company
Southern Copper \ Annual Report 2009 \ 43
Southern Copper \ Annual Report 2009 \ 43
Giuliana Testino (owned by a well-known fashion designer of the same name)
in the areas of tissue engineering and design and textile management, this
training was in accordance with the high quality standards necessary for local
and international markets. These craftswomen will in turn train a group of people
in their areas. The projects total investment is of $24,557.25.
• The second phase of the agreement of the Project for Efficient Water Management
Resources in Torata, through Irrigation Commission has started. This project
optimizes use and management of the water resource among farmers in that district,
and uses the water potential from the Torata and Chujulay rivers. The Company has
invested $27,314.36 in this project.
• The Company’s activities includes, i) The organization of conferences, regarding
“The New Water Resources Law” (No. 29338), ii) A workshop dealing with
water distribution was held in Torata, iii) A training program for users of water
of the Colca Valley (Arequipa region), and, iv) Information was collected to
prepare the planting and irrigation Plan for the 2009-2010 period (93% of the
users declare their intention to sow the land in this period).
• With this agreement an actions collection of water usage fees improved to
48.26% during 2009. In addition, meters were installed in calibrated sections of
the irrigation canal at Alegoma, Cala Cala, Chacane, Coplay, Ilubaya and Torata
Alta as well as in 46 water gates.
44 \ Annual Report 2009 \ Southern Copper
EduCaTiON
• The delivery of computer equipment, school furniture, blackboards and libraries
continued, and benefited 1273 students, from 27 schools in Candarave (Tacna) and
1937 students from 39 schools in Mariscal Nieto (Moquegua).
• The Teacher Training Project was implemented in the region of Moquegua, with a
partial investment of $2,740,888.63 out of a total budget of $4,445,970.20. It includes
the training of 2,902 teachers in information technology and curricular areas.
• A scholarship program started with the Instituto Tecnologico – TECSUP. Beneficiaries
are young people of the Province of Islay. The total program´s investment is of
$43,146.36.
• The National Program of Mobilization for Literacy was 100% implemented; it
required a total investment of $24,892.13. The objective was to reduce the current
rate of illiteracy of the adult population in six districts in the province of Islay
(Arequipa region), to promote their socio-economic development. The program
benefited 443 illiterate persons and instructed 1,732 persons of the province, with
the teaching of reading, writing and mathematics.
SaLud
• The Company, through the Civil Aid Copper Association, with a total investment of
$448,058.41 built two modern mini-hospitals and medical residences in Huanuara
Southern Copper \ Annual Report 2009 \ 45
Southern Copper \ Annual Report 2009 \ 45
and Quilahuani, in Candarave province (Tacna), which are fully equipped and
MEXICO. Handling hazardous
offering services in general medicine, pediatrics, dentistry, minor surgery,
material
and other areas. The President of Peru, Dr. Alan Garcia Perez, inaugurated
both hospitals.
• The Branch promotes the sustainable development of communities located within
its area of influence, through the Civil Aid Copper Association, which manages
and invests the development funds from the Voluntary Contribution Program.
During 2009, the Company established a local fund of $2,551,621 and a regional
fund of $9,798,226 to benefit the regions of Tacna, Moquegua and Arequipa.
For more information see our Sustainable Development www.southerncoppercorp.com
46 \ Annual Report 2009 \ Southern Copper
Southern Copper \ Annual Report 2009 \ 47
Southern Copper \ Annual Report 2009 \ 47
«MEXICO. SX/EW plant at La Caridad»
Re sults of Operations
$3,734
Million net sales in 2009
Sales prices for the Company’s metals are established,
mainly by reference to the prices quoted in LME and
COMEX, or published in the Platt’s Metals Week.
rESuLTS OF OPEraTiONS
FOr ThE yEarS ENdEd dECEMbEr 31, 2009, 2008 aNd 2007
The effect of lower molybdenum prices reduced the byproducts
credit by approximately 30.7 cents per pound for 2009.
SCC reported 2009 net income attributable to SCC of $929.4 million or diluted
PERU. Water recovery system at
earnings of $1.09 per share, compared with net income attributable to SCC of
Toquepala
$1,406.6 million or diluted earnings of $1.60 per share in 2008 and net income
attributable to SCC of $2,216.4 million or diluted earnings of $2.51 per share in
2007.
The decrease in 2009 net income attributable to SCC is mainly due to the lower in
copper and by-products prices.
During 2009, price of copper on the London Metal Exchange (LME) and the New York
Commodity Exchange (COMEX), averaged $2.34 and $2.35 per pound, respectively,
compared to $3.16 and $3.13 per pound, respectively, in 2008.
50 \ Annual Report 2009 \ Southern Copper
Operating cash cost: The Company presents its operating costs both including and
excluding the revenues of its byproducts (molybdenum, silver, zinc, etc.). Excluded
from its calculation of operating cash cost are the cost of purchases of third parties
mineral, depreciation, amortization and depletion, exploration, workers participation
provisions and other items of non-recurring nature, and the royalty charges.
The Company’s operating cash cost, as previously defined, for the three years ended
December 31, is as follows:
2009
2008
2007
(cents per pound)
Cash cost per pound of copper produced
36.0
21.8
(24.7)
Cash cost per pound of copper produced (excluding
by products revenue )
136.0
157.1
129.1
As seen on the chart above, our cash cost per pound for 2009 when calculated with by-products revenue are
costs of 36.0 cents per pound compared with 21.8 cents per pound in 2008. The decrease in the by-products
Southern Copper \ Annual Report 2009 \ 51
52 \ Annual Report 2009 \ Southern Copper
left
credit in 2009 is mainly due to the lower in molybdenum prices. The effect of lower
PERU. Conveyor at Toquepala leach
deposit
molybdenum prices reduced the byproducts credit by approximately 30.7 cents per
pound for 2009.
Our per pound cash cost, excluding by-product revenues, were lower in 21.1 cents
per pound in 2009 compared to 2008 due to a decrease of 19.4 cents per pound in
our production cost as a result of the modernization of our equipment and the lower
power and fuel cost which reduced cash cost by 15.9 cents.
Net Sales: Net sales in 2009 were $3,734.3 million, compared with $4,850.8 million
in 2008, and $6,085.7 million in 2007. Sales decreased by $1,116.5 million in 2009,
a 23.0% decline from the previous year. The decrease was principally attributable to
a decline in metal prices, partially offset by an increase in sales volume.
Copper sales volume increased partially in 2009. However, molybdenum and silver
sales volume increased 12.6% and 21.1%, respectively, as a result of higher ore
grades and recoveries at our Cuajone and the Caridad mines. Additionally, zinc
sales volume increased due to higher grades and recoveries.
The decline in metal prices began late in 2008 and continued into 2009 began to
recover in the second quarter 2009 and continued through the balance of the year.
Average copper prices per pound were over $3.00 during fourth quarter and close
2009 by $3.33 per pound.
Southern Copper \ Annual Report 2009 \ 53
PERU. Checking cathodes at Ilo refinery
right
In 2009, average copper prices were 25.9% and 24.9% lower than 2008, depending on whether it was COMEX or
LME market, the molybdenum price was 61.6% lower and zinc prices were 11.8% lower.
Prices: Sales prices for the Company’s metals are established, mainly by reference to the prices quoted in the
London Metal Exchange (LME) and The New York Commodity Exchange (COMEX), or published in the Platt’s
Metals Week, for dealer oxide mean prices for molybdenum.
Price / Volume data
Average Metal Prices
2009
2008
2007
Copper (per pound – LME)
$
2.34
$ 3.16
$ 3.23
Copper (per pound – COMEX)
$ 2.35
$ 3.13
$ 3.22
Molybdenum (per pound)
$ 10.91
$ 28.42
$ 29.91
Zinc (per pound – LME)
$ 0.75
$ 0.85
$ 1.47
Silver (per ounce – COMEX)
$ 14.67
$ 14.97
$ 13.39
Sales Volume (in thousands)
2009
2008
2007
Copper (pounds)
1,117,774
1,114,521
1,330,557
Molybdenum (pounds) (1)
Zinc (pounds)
Silver (ounces)
40,984
228,927
18,169
36,396
221,161
15,000
35,945
251,766
18,311
(1) The Company’s molybdenum production is sold in the form of concentrates. Volume represents pounds of molybdenum contained in concentrates.
54 \ Annual Report 2009 \ Southern Copper
Southern Copper \ Annual Report 2009 \ 55
«PERU.Rock fill at the Ilo smelter»
Environmental capital
e xpenditures in 2009
$27.5
million dollars
The Company’s environmental programs include, among
other features, water recovery systems to conserve water
and minimize impact on nearby streams.
ENVirONMENTaL aFFairS
Environmental regulations have become increasingly stringent in recent years, and this
trend is likely to continue. SCC meets those standards.
The Company has instituted extensive environmental conservation programs at
left
its mining facilities in Peru and Mexico. The Company’s environmental programs
PERU. Botiflaca camp
include, among other features, water recovery systems to conserve water and
right
minimize impact on nearby streams, reforestation programs to stabilize the surface
of the tailings dams and the implementation of scrubbing technology in the mines
PERU. Birds at Ite bay
to reduce dust emissions.
Mexican operations
The Company’s operations are subject to applicable Mexican federal, state and
municipal environmental laws, to Mexican official standards, and to regulations for
the protection of the environment, including regulations relating to water supply,
water quality, air quality, noise levels and hazardous and solid waste.
58 \ Annual Report 2009 \ Southern Copper
The principal legislation applicable to the Company’s
Mexican environmental regulations have become
Mexican operations
is
the Federal General
increasingly stringent in recent years, and this trend
Law of Ecological Balance and Environmental
is likely to continue and has been influenced by
Protection, which
is enforced by
the Federal
the environmental treaty entered into by Mexico,
Bureau of Environmental Protection (“PROFEPA”).
United States and Canada in connection with NAFTA
PROFEPA monitors compliance with environmental
in 1999. However, the Company’s management
legislation and enforces Mexican environmental
does not believe that continued compliance with
laws, regulations and official standards. PROFEPA
the federal environmental law or Mexican state
may initiate administrative proceedings against
environmental laws will have a material adverse effect
companies that violate environmental laws, which
on the Company’s business, properties, results of
in the most extreme cases may result in the
operations, financial condition or prospects or will
temporary or permanent closing of non-complying
result in material capital expenditures. Although
facilities, the revocation of operating licenses and/
the Company believes that all of its facilities are in
or other sanctions or fines. Also, according to
material compliance with applicable environmental,
the Federal Criminal Code, PROFEPA must inform
mining and other laws and regulations, the Company
corresponding authorities regarding environmental
cannot assure that future laws and regulations
non-compliance.
would not have a material adverse effect on the
Southern Copper \ Annual Report 2009 \ 59
Company’s business, properties, and results of operations, financial condition
or prospects.
Peruvian operations
The Company’s operations are subject to applicable Peruvian environmental laws and
regulations. The Peruvian government, through the MINEM conducts annual audits
of the Company’s Peruvian mining and metallurgical operations. Through these
environmental audits, matters related to environmental commitments, compliance
with legal requirements, atmospheric emissions, and effluent monitoring are
reviewed. The Company believes that it is in material compliance with applicable
Peruvian environmental laws and regulations.
In 2003 the Peruvian congress published a new law announcing future closure and
remediation obligations for the mining industry. In accordance with the requirements
of this law the Company has submitted the required closure plans to MINEM and
were open to public discussion in the areas of the Company’s operations. These
closure plans were approved by MINEM in the second half of 2009. As part of
the closure plan, the Company is required to provide guarantees to ensure that
60 \ Annual Report 2009 \ Southern Copper
left
sufficient funds will be available for the asset retirement obligation. In January 2010,
1. MEXICO. Worker with cathodes
2. MEXICO. Pregnant leach solution
the Company presented the first annual installment of the guarantee for all of the
MEXICO. Flotation at the concentrator
right
Company’s operating units.
As part of the closure plan, commencing in January 2010, the Company is providing
annual guarantees of $2.6 million over a 34 year period to furnish the funds for the
asset retirement obligation. In the near-term future the Company has pledged the
value of its Lima office complex as support for this obligation. The accepted value
of the Lima office building, for this purpose, is $17 million. In 2009, the Company
has adjusted its original retirement obligation to record the liability established in its
mine closure plans.
The closure cost recognized for this liability includes the cost, as outlined in its
closure plans, of dismantling the Toquepala and Cuajone concentrators, the smelter
and refinery in Ilo, and the shops and auxiliary facilities at the three units.
Southern Copper \ Annual Report 2009 \ 61
62 \ Annual Report 2009 \ Southern Copper
In addition, the Company has initiated the Environmental Impact Study (EIA) for the
expansion of its concentrator in the Toquepala mine. The EIA for the Tia Maria project,
located in the Arequipa region, which will have mining and leaching operations has
been presented to MINEM in July 2009. The EIA for the Tia Maria Project is now in
the process of public discussion.
Environmental capital expenditures in the three years ended December 31, 2009
were as follows (in millions):
Peruvian operations
Mexican operations
2009
2008
2007
$ 2.4
25.1
$ 27.5
$ 0.5
$ 21.6
13.1
$ 13.6
25.8
$ 47.4
left
PERU. SXEW cathodes at
Toquepala
right
1. PERU. Slag deposit
2. MEXICO. First aid exercises
For more information see our Sustainable Development www.southerncoppercorp.com
Southern Copper \ Annual Report 2009 \ 63
«PERU. Toquepala truck drivers»
64 \ Annual Report 2009 \ Southern Copper
11.5
thousand jobs
On October 11, 2005, SPCC changed its corporate name
to Southern Copper Corporation and continues its mining
activities in Mexico, Peru and Chile.
Southern Copper \ Annual Report 2009 \ 65
GENEraL iNFOrMaTiON
iNFOrMaTiON rELaTEd TO iTS CONSTiTuTiON aNd ThEir
iNSCriPTiON iN ThE PubLiC rEGiSTry:
The purpose of Southern Copper Corporation (SCC) is to extract, mill, concentrate,
smelt, treat, prepare for market, manufacture, sell, exchange and, in general, to produce
and negotiate for sales of copper, molybdenum, gold, silver, lead, zinc, iron and any other
class of minerals.
See: “brief historical review from the constitution of the Company” on
page 73.
brief description: Southern Copper Corporation is one of the largest
integrated copper producers in the world. We produce copper, molybdenum,
zinc, lead, coal and silver. all of our mining, smelting and refining facilities
are located in Peru and in Mexico and we conduct exploration activities
in those countries and Chile. Our operations make us one of the largest
mining companies in Peru and also in Mexico. We are one of the largest
copper mining companies in the world with significant copper reserves.
We were incorporated in delaware in 1952 and have conducted copper
mining operations since 1960. Since 1996, our common stock has been
listed on both the New york and the Lima Stock Exchanges.
66 \ Annual Report 2009 \ Southern Copper
PERU. Cuajone mill site
Our Peruvian copper operations involve mining,
Mexico”), which we acquired on april 1, 2005.
milling and flotation of copper ore to produce copper
Minera Mexico engages principally in the mining
concentrates and molybdenum concentrates,
and processing of copper, molybdenum, zinc, silver,
the smelting of copper concentrates to produce
gold and lead. Minera Mexico operates through
anode copper, and the refining of anode copper
subsidiaries that are grouped into three separate
to produce copper cathodes. as part of this
units. Mexicana de Cobre S.a. de C.V. (together
production process, we also produce significant
with its subsidiaries, the “Mexcobre unit”) operates
amounts of molybdenum concentrate and refined
La Caridad, an open-pit copper mine, a copper ore
silver. We also produce refined copper using SX/
concentrator, a SX/EW plant, a smelter, refinery
EW technology. We operate the Toquepala and
and a rod plant. Mexicana de Cananea S.a. de C.V.
Cuajone mines high in the andes mountains,
(together with its subsidiaries, the “Cananea unit”)
approximately 860 kilometers southeast of the
operates Cananea, an open-pit copper mine, which
city of Lima, Peru. We also operate a smelter and
is located at the site of one of the world’s largest
refinery west of the Toquepala and Cuajone mines
copper ore deposits, a copper concentrator and
in the coastal city of ilo, Peru.
two SX/EW plants. industrial Minera Mexico, S.a.
de C.V. and Minerales Metalicos del Norte, S.a.
Our Mexican operations are conducted through our
(together with its subsidiaries, the “iMMSa unit”)
subsidiary, Minera Mexico S.a. de C.V. (“Minera
operate five underground mines that produce
Southern Copper \ Annual Report 2009 \ 67
zinc, lead, copper, silver and gold, a coal mine and
process, from the mining of the ore to the production
several industrial processing facilities for zinc and
of refined copper and other products and most
copper.
related transport and logistics functions, using our
own facilities, employees and equipment.
We utilize modern/state of the art mining and
processing methods, including global positioning
Economic Group
systems and computerized mining operations. Our
SCC, indirectly, makes part of “Grupo Mexico S.A.B. de
operations have a high level of vertical integration
C.V.” who owns 100% of Americas Mining Corporation
that allows us to manage the entire production
(“AMC”).
Name of the company
Location
inscription in the
rPMV
SEVEraL aCTiViTiES
Grupo Mexico, S.A.B. de C. V.
Grupo Mexico Servicios, S.A. de C.V.
RAILROAD ACTIVITIES
Mexico
Mexico
Infraestructura y Transportes Mexico, S.A. de C. V.
Mexico
MiNiNG aCTiViTiES
Americas Mining Corporation (“AMC”)
Southern Copper Corporation (SCC)
Americas Sales Company, Inc.
Minera Mexico, S. A. de C. V.
Industrial Minera Mexico, S.A. de C. V.
Mexicana de Cananea, S.A. de C. V.
Mexicana de Cobre, S.A. de C. V.
Southern Peru Limited
Southern Peru Copper Corporation, Chile Agency
Southern Peru Copper Corporation, Sucursal del Peru
Compañia Minera Los Tolmos, S.A.
USA
USA
USA
Mexico
Mexico
Mexico
Mexico
USA
Chile
Peru
Peru
1
2
3
4
5
6
7
8
9
10
11
12
13
14
1Includes 82.69% of patrimony and 16.60% of Investment Shares.
68 \ Annual Report 2009 \ Southern Copper
√
√
%
100
100
99.99
80.0
100
99.95
99.99
99.99
99.98
100
100
99.291
97.3
Corporate Capital and Common Stock
The authorized number of shares:
Issues an Paid Capital: Common Shares
Nominal Value of Common Shares
Total number and percent of shares
Shares
Americas Mining Corporation
Common Shares
Total
680,000,000
170,000,000
850,000,000
100.0%
Shares
2,000,000,000
884,596,086
$
0.01
interest
80.0%
20.0%
AutHOrIzAtIOns ObtAInEd fOr tHE dEvELOPMEnt Of tHE busInEss
OPEraTiONS iN MEXiCO
Mina La Caridad
La Caridad Concentrator started operating in 1979, with a milling capacity of 90,000
tons per day.
Molybdenum Plant started operating in 1982, with a production capacity of 2000
tons of copper-molybdenum concentrate per day.
La Caridad open-pit mine and deposited in leaching dumps from May 1995 to
December 31, 2009. The La Caridad SX-EW plant has a daily production capacity of
62 tons of copper cathodes.
La Caridad Metallurgic Complex
La Caridad Smelter started operating in July, 1986, with a production capacity of 493
tons of anode per day and was expanded to 822 tons in March,1997.
Southern Copper \ Annual Report 2009 \ 69
La Caridad Refinery started operating in July, 1997, with a production capacity of 493 tons
of copper cathode per day and was expanded to 822 tons in January, 1998.
MEXICO. Secondary and
and tertiary crushers at La
Caridad
La Caridad Precious Metals Plant started operating in May, 1999, with a production
capacity of 43,836 ounces of silver per day, 247 ounces of gold per day and 342 kilograms
of selenium per day.
La Caridad Wire Rod Plant started operating in April, 1998, with a production capacity of
300 tons of wire rod per day and was expanded to 411 tons in March,1999.
Cananea Mine
Cananea Concentrator started operating in September, 1986, with a capacity of 62,500
tons per day, the capacity was expanded to 70,000 tons in 1988 and to 76,700 tons in
1998.
Cananea SX/EW I Plant started operating in 1980, with a capacity of 30 tons per day.
Cananea SX/EW II Plant started operating in 1989, with a capacity of 60 tons per day and
was expanded to 120 tons in 2001.
70 \ Annual Report 2009 \ Southern Copper
underground Mines
Based on Report No. 413-97-EM/DGM/DPDM
The Santa Barbara Unit has milling capacity of 5,800
dated July 7, 1997 the “Director General de Mineria”
tons of ore per day.
authorized the expansion of the Toquepala Concentrator
to a 43,000 Metric Tons/Day throughput.
The Santa Eulalia Unit has a milling capacity of 1,450
tons of ore per day.
Based on Report N° 547-2002-EM/DGM/DPDM, dated
November 6, 2002, the “Director General de Mineria”
The San Martin Unit has a milling capacity of 4,400
authorized the expansion of the Toquepala Concentrator
tons of ore per day.
to a capacity of 60,000 TM/Day.
The Charcas Unit has a milling capacity of 4,100 tons
Toquepala Leaching Plant (SX/EW): Authorized by
of ore per day.
Directorial Resolution No. 166-96-EM/DGM dated
May 7, 1996, approved the operation of the Toquepala
The Taxco Unit has a milling capacity of 2,000 tons
SX/EW Plant. The resolution granted 60 hectares of
per day.
surface land and authorized a throughput of 11,850
The Coquizadora Coal Plant, in Coahuila Unit, has a
Tons/Day.
capacity of 105,000 tons of coke per year.
Based on Report No. 663-98-EM/DGM/DPDM
dated November 10, 1998 the “Director General de
The Zinc Refinery has capacity to produce 288 tons of
Mineria” authorized the expansion of the Toquepala
refined zinc per day.
SX/EW Plant to 18,737 Metric Tons/Day throughput.
Directoral Resolution dated May 19, 2003, based on
Peruvian operations
Report No. 291-2003-EM-DGM/DPDM, authorized the
Toquepala
operation of the SX/EW Plant to a throughput of 18,737
Toquepala Concentrator: Authorized by Directorial
Metric Tons/Day.
Resolution No.455-91-EM/DGM/DCM dated July
5, 1991 approved the operation of the Toquepala
Cuajone
Concentrator. The resolution granted 240 hectares of
Botiflaca Concentrator in Cuajone: Authorized by
surface land and authorized a throughput of 39,000
Directorial Resolution No. 150-81-EM/DCM dated
Metric Tons/Day.
August 14, 1981 approved the operation of the Cuajone
Southern Copper \ Annual Report 2009 \ 71
Concentrator. The resolution granted 56 hectares of
Ilo Refinery: Authorized by Report No. 056-94-EM/
surface land.
DGM/DRDM dated May 27, 1994 the “Director General
de Mineria” authorized the operation of the Ilo Copper
Based on Report No. 266-99-EM/DGM/DPDM dated
Refinery at 533 Metric Tons/Day throughput of blister
July 20, 1999 the “Director General de Mineria”
copper.
authorized the expansion of the Cuajone Concentrator
to 87,000 Metric Tons/Day throughput.
Based on Report No. 506-98-EM/DGM/DPDM
dated September 2, 1998 the “Director General de
Cuajone Leaching Plant (LX/EW): Authorized by
Mineria” authorized the expansion of the Ilo Copper
Directorial Resolution No.155-96-EM/DGM dated
Refinery
to a capacity of 658 Metric Tons/Day
May 6, 1996 approved the operation of the Cuajone
throughput of blister copper.
Leaching Plant. The resolution granted 400 hectares
of surface land and authorized a throughput of 2,100
Based on Report N° 080-2002-EM-DGM/DPDM,
Tons/Day. Based on Report No. 988-2009-MEM-
dated March 13, 2002, the “Director General de
DGM-V, dated December 16, 2009, was approved and
Mineria” authorized the expansion of the Ilo Copper
authorized the operation of the Cuajone SX Plant, with
Refinery to a capacity of 800 TM/Day.
a capacity of 3100 TM per day.
ilo
Sulfuric Acid Plant: Authorized by Directorial
Resolution No. 024-96-EM/DGM dated January 19,
Ilo Smelter: Authorized (definitely) by Directorial
1996, approved the operation of the Sulfuric Acid
Resolution No. 0078-69-EM/DGM dated August 21,
Plant, installed at the Smelter, at a production rate of
1969 approved the operation of the Ilo Smelter. The
472 Metric Tons/Day.
resolution authorized a production of 400 Short Tons/
Day of blister copper.
Based on Report No. 313-98-EM/DGM/DPDM
dated May 18, 1998 the “Director General de Mineria”
Based on Report No.204-2000-EM-DGM-DPDM
authorized the expansion of the Ilo Sulfuric Acid Plant
dated June 20, 2000 the “Director General de
to a capacity of 300,000 Metric Tons/Year production.
Mineria” authorized the expansion of the Ilo Smelter
to a 3,100 Metric Tons/Day throughput of copper
“Coquina Wash Plant and Sea shell Concentrates”
concentrates.
authorized to operate by Directorial Resolution Nº 110-
72 \ Annual Report 2009 \ Southern Copper
93-EM/DGM of August 3, 1993. The plant processes 2068 MT/day of raw material
(coquina) recovered from nearby mines. Seashell is produced separating sand and
other materials from the coquina using sea water washing screens.
description of Operations and development regarding the issuing entity
Purpose
The purpose of Southern Copper Corporation (SCC) is to engage in activities
allowed by the laws of the State of Delaware. Its main activity is to extract, mill,
concentrate, smelt, treat, prepare for market, manufacture, sell, exchange and, in
general, to produce and negotiate for sales of copper, molybdenum, gold, silver,
lead, zinc, iron and any other class of minerals and materials or other materials,
effects and goods of any nature or description; as well as to explore, exploit,
sample, examine, investigate, recognize, locate, appraise, buy, sell, exchange,
etc., mining concessions and mining deposits. SCC belongs to the CIIU 1320
group.
The term of duration of the Company is indefinite.
brief historical review from the constitution of the Company
The Company was organized on december 12, 1952, according to
the Laws of the State of delaware of the united States of america,
under the original denomination of Southern Peru Copper Corporation
(“SPCC”), which was renamed on October 11, 2005, to Southern Copper
Corporation (SCC).
in 1954, SCC established a branch in Peru to carry out mining activities
in this country. The branch was established under public instrument
certified by Public Notary from Lima, dr. ricardo Fernandini arana, on
November 6, 1954.
Southern Copper \ Annual Report 2009 \ 73
The branch is registered in the Electronic record Nº 03025091 of the
Juridical People of the registry Office of Lima and Callao.
actions following company incorporation:
Capital increase:
By Public Deed dated May 31, 1995, signed before notary public of Lima, Dr. Carlos A.
Sotomayor Bernos, the Branch capital increase was formalized. It was made through
money contribution by the Company in favor of its Peru Branch and by the owners
of labor shares, pursuant to Legislative Decree No. 677. The capital contribution
made by the Company was aimed at increasing the capital allotted to the Branch by
the headquarters and registered in Peru. The capital contribution made by the Labor
Shares (today Investment Shares) owners was assigned to the Labor Shares account
of the Branch for issuing new Labor Shares.
Part of the money contribution made by the Company in favor of its Branch and by
the Labor Shares owners was applied as a capital premium to the Resident account
as Additional Capital.
Exchange of Investment Shares (Labor Shares) for Common Shares:
Dated September 7, 1995, “Southern Peru Copper Holding Company” was also
incorporated pursuant to the Laws of the State of Delaware, aiming at acting as a
holding company that owns all Southern Peru Copper Corporation shares, and at
performing an exchange of the shares that were then called “Labor Shares” (today
Investment Shares) issued by the branch in Peru, delivering the owners of labor
shares a certain number of common shares issued by SPCC in the United States.
As a consequence of this share exchange, ex-owners of Labor Shares acquired
17.31% of SPCC’s Capital, and this company acquired ownership of 80.77% of
Labor Shares (today Investment Shares).
On December 31, 1995, Southern Peru Copper Corporation changed its corporate
name to “Southern Peru Limited”, and “Southern Peru Copper Holding Company”
74 \ Annual Report 2009 \ Southern Copper
changed its corporate name to Southern Peru Copper
who keeps its shareholding through Americas Mining
Corporation.
Company (AMC).
As a consequence of this corporate name change,
Acquisition of Minera Mexico, S.A. de C.V. (“MM”)
the mining activities of the Company in Peru started
and other corporate changes:
being performed under the name of Southern Peru
SCC shareholders, in a shareholder extraordinary
Limited, Peru Branch (SPL).
meeting dated March 28, 2005, approved issuance of
Common Shares and required actions related to the
On December 31, 1998, the merger between Southern
acquisition of MM, a firm incorporated pursuant to
Peru Copper Corporation and Southern Peru
the Laws of the Republic of Mexico. This transaction
Limited was agreed. The first company absorbed
was approved by more than 90% of the stocks and
the second one and assumed all its assets and
circulating capital of SCC. To acquire MM, SCC issued
liabilities, including the Branch in Peru. This merger
67,207,640 shares in exchange for MM shares. Once
did not imply any change to the share percentage
the shares related to the acquisition were issued,
in the corporate capital or in the Net Worth Share
Americas Mining Corporation increased its share in
Account (investment shares), which were kept the
SCC from 54.2% to approximately 75.1%.
unchanged.
SCC $500 Million Share Repurchase Program
As a consequence of the merger, the mining activities
In 2008 the Company’s Board of Directors authorized a
of the corporation in Peru were again carried out under
$500 million share repurchase program. During 2008 the
the name of Southern Peru Copper Corporation, Peru
Company purchased 28.5 million shares of its common
Branch, or the abbreviated name of “Southern Peru”
stock at a cost of $384.7 million. During 2009, the
and/or the acronym SPCC.
Company bought 4.9 million common shares by $71.9
million. The Company may purchase additional shares
Change of Economic Group:
from time to time, based on market conditions and other
In November 1999, Grupo Mexico S.A.B. de C. V., a
factors. This repurchase program has no expiration date
firm incorporated pursuant to the Laws of the Republic
and may be modified or discontinued at any time.
of Mexico, acquired in the United Stated 100% of
ASARCO
Incorporated,
the main shareholder of
Americas Mining Corporation Increased
its
Southern Peru Copper Corporation at that time. In this
Participation in SCC
way, SPCC became a subsidiary of Grupo Mexico,
In 2008 and 2009 Grupo Mexico, through its wholly
Southern Copper \ Annual Report 2009 \ 75
owned subsidiary AMC, purchased 11.8 million and
to the following integer number. Notwithstanding the
4.9 million shares of the Company’s common Stock,
abovementioned, the total number of people appointed
respectively. With this purchase and the Company’s
as special independent directors (not belonging to
repurchase of shares described above, the indirect
Grupo Mexico) cannot be less than two or more than
ownership of Grupo Mexico increased to 80.0% at
six.
December 31, 2009.
Special nominating committee
Change in the Certificate of Incorporation:
The Special Nominating Committee functions as a
On March 28, 2005, following Board of Directors
special committee to nominate special independent
recommendations, SCC shareholders approved in an
directors to the Board. Pursuant to our Amended and
extraordinary meeting the amendments to the Articles
Restated Certificate of Incorporation, as amended, a
of Incorporation Deed, changing the composition and
special independent director is any director who (i)
obligations of some Board committees.
satisfies the independence requirements of the New
York Stock Exchange or NYSE (or any other exchange
Special Independent Director:
or association on which the Common Stock is listed)
The changes to the Articles of Incorporation Deed
and (ii) is nominated by the Special Nominating
require the Board to include a certain number of special
Committee. The Special Nominating Committee has
independent directors. A special independent director
the right to nominate a number of special independent
is a person who (i) complies with the independence
directors based on the percentage of our Common
standards of the New York Stock Exchange (or
Stock owned by all holders of our Common Stock,
any other stock exchange or association in which
other than Grupo Mexico and its affiliates.
Common Shares are listed) and (ii) is appointed by
the Special Appointment Committee of the Board. A
The Special Nominating Committee consists of two
special independent director may only be removed
directors (2) of whom are Luis Miguel Palomino and
from the Board upon a justified cause.
Carlos Ruiz Sacristan (each an “Initial Member” and,
together with their successors, “Special Designees”)
The number of special independent directors in that
and such other director, currently Xavier Garcia de
Directory at any time shall equal (a) the total number of
Quevedo Topete, as may be appointed by the Board of
directors in the Board multiplied by (b) the percentage
Directors or the “Board Designee”. The Board Designee
of Common Shares all the shareholders (that are not
will be selected annually by the Board of Directors. The
Grupo Mexico and its affiliates) have, rounding up
Special Designees will be selected annually by the
76 \ Annual Report 2009 \ Southern Copper
members of the Board who are special independent directors or Initial Members.
Only special independent directors can fill vacancies on the Special Nominating
Committee. Any member of the Special Nominating Committee may be removed at
any time by the Board of Directors for cause. The unanimous vote of all members of
the nominating committee will be necessary for the adoption of any resolution or the
taking of any action.
Our Amended and Restated Certificate of Incorporation, as amended, provides that
the number of special independent directors on the Board of Directors at any given
time shall be equal to (a) the total number of directors on the Board of Directors
multiplied by (b) the percentage of Common Stock owned by all of the stockholders
(other than Grupo Mexico and its affiliates), rounded up to the next whole number.
Notwithstanding the foregoing, the total number of persons nominated as special
independent directors cannot be less than two or greater than six.
Notwithstanding the foregoing, the power of the Special Nominating Committee to
nominate special independent directors is subject to the rights of the stockholders to
make nominations in accordance with our by-laws.
The provisions of the Amended and Restated Certificate of Incorporation, as amended,
relating to special independent directors may only be amended by the affirmative
vote of a majority of the holders of shares of Common Stock (calculated without
giving effect to any super majority voting rights) other than Grupo Mexico and its
affiliates.
Transactions with affiliates:
Amendments to the Deed also prohibit the Company to commit in important
transactions with the affiliates, except if the transaction has been revised by a
committee of at least three Board members, each one of which will comply with
the New York Stock Exchange (or any other stock exchange or association in which
Common Shares are listed) independence regulations. An important transaction
PERU. Cooling anodes at the
Ilo smelter
Southern Copper \ Annual Report 2009 \ 77
MEXICO. La Caridad smelter
of the affiliate is defined as an important transaction, commercial negotiation or
financial share in any transaction, any series of transactions between Grupo Mexico
or one of its affiliates (different from the Company or any of the subsidiaries), on
the one hand, and to the Company or one of the subsidiaries, on the other hand,
comprising a total consideration of more than $10,000,000.00.
The Company submitted the Amendment of its Articles of Incorporation Deed to the
Secretary of State in the State of Delaware, and it came into effect as from March 31,
2005 at 11:59 P.M.
Change of corporate name and other corporate changes:
On September 20, 2005, by written consent instead of an extraordinary shareholder
meeting, the majority shareholder approved the corporate name change of Southern
Peru Copper Corporation to Southern Copper Corporation or SCC. The change was
adopted because the new corporate name reflects more precisely the Company’s
operations reach outside the Republic of Peru after its acquisition of Minera Mexico
and the latter’s presence in the Republic of Chile, through the acquisition of some
mining exploration concessions.
Additionally, on the same date, the majority shareholder approved an amendment
of our Articles of Incorporation Deed to remove others’ provisions in our Deed
related with our Class A Common Shares that were formerly in circulation, which
78 \ Annual Report 2009 \ Southern Copper
were converted to Common Shares on May 19, 2005, and to change the number
of Corporate directors from fifteen to a number that will be regularly established
following agreement of most of Board members stipulating the number of directors
will not be less than six or more than fifteen.
The Deed amendment was submitted to the Secretary of State of the State of Delaware,
and came into effect on October 11, 2005.
Peru Branch Name:
Generally, the change of headquarters corporate name should comprise the
corresponding name of the ancillary organizations linked to it, as is the case of the Peru
Branch through which the Corporation develops its mining activities in Peru.
After consulting with Peruvian lawyers, the Board of Directors, taking into consideration
the net worth and assets importance of the Branch, the need to continue acknowledging
the position of the Peruvian Branch with its local and international copper clients, the
need to preserve its proceeds and its position in good name in the copper market, and
the need to prevent any possible client loss, as well as to guarantee the revenue flow
from sales, its financial and economic revenues and its solvency, the Board of Directors
agreed to maintain the original corporate name to the Peru Branch, that is, Southern
Peru Copper Corporation, Peru Branch, or the abbreviated name “Southern Peru” and/
or the acronym SPCC.
Changes in the Certificate of Articles of Incorporation and Bylaws:
Dated January 26, 2006, the Board approved amendment to Southern Copper
Corporation’s bylaws (i) aiming at removing the provisions related to Class A
Common Shares among other changes.(ii) adding a new provision for advance
notice to shareholders seeking to nominate directors or to propose other business
at annual or special meetings of the Common Stockholders (as applicable) (iii)
substitute Grupo Mexico for ASARCO Incorporated in the “Change in Control”
definition in the Corporation’s by-laws (iv) and eliminate the 80% supermajority vote
Southern Copper \ Annual Report 2009 \ 79
requirement for certain corporate actions. The modification of the Modified Certificate of
Incorporation increased the capital stock from 167,207,640 shares to 320,000,000 shares.
These modifications were submitted for approval of the shareholders at the shareholders
annual meeting held on April 27, 2006 which was adjourned and reconvened for May 4,
2006, and later on adjourned and reconvened for May 11, 2006.
At the annual meeting, on April 27, 2006, the proposal to amend the by-laws to eliminate
certain extraneous provisions relating to the retired series of Class A Common Stock
had an affirmative vote of 79.85% of the required votes. Because the required vote for
the approval of this proposal was 80% and because there were still votes that needed to
be tabulated, the annual meeting for this proposal was adjourned until May 4, 2006. On
May 4, 2006, at the adjourned and reconvened meeting the stockholders approved the
proposal with an affirmative vote of 80.61% of the required votes.
On April 27, 2006, stockholders approved (i) the amendment to the by-laws to introduce a
new provision for advance notice to shareholders seeking to nominate directors or to propose
other business at annual or special meetings of the Common Stockholders (as applicable);
(ii) the amendment to the by-laws to substitute Grupo Mexico for ASARCO Incorporated
in the “Change in Control” definition in the Corporation’s by-laws; (iii) the amendments to
the Amended and Restated Certificate of Incorporation to increase the number of shares of
Common Stock, which the Corporation is authorized to issue from 167,207,640 shares to
320,000,000 shares; and (iv) the selection of the independent accountants.
On April 27, 2006, the proposal to amend the by-laws to eliminate the 80% supermajority
vote requirement for certain corporate actions had received preliminary votes,
representing an affirmative vote of 78.35% of the required votes. Because the required
vote for the approval of this proposal was 80% and because there were still votes that
needed to be tabulated, the annual meeting for this proposal was adjourned first until
May 4, 2006, and subsequently until May 11, 2006. On May 11, 2006, at the adjourned
and reconvened meeting stockholders did not approve the proposal having received an
affirmative vote of 79.61% of the required votes.
80 \ Annual Report 2009 \ Southern Copper
SCC is indirectly, part of Grupo Mexico S.A.B. de C.V. which owns 100% of Americas
Mining Corporation (AMC) shareholding, owner of 80.0% of SCC shares.
Information about plans and investment policies:
See Expansion and Modernization Program on page 16.
Relationship between the Issuer and the Government
On November 20, 1996, SCC and the Peruvian Government (Ministry of Energy and
Mines) signed a contract that will remain effective until the year 2010 and guarantees
the tax stability and the availability of exchange to foreign currency of the Branch’s
earnings related to the operation of the SX/EW plant at Toquepala and the Solvent
Extraction (SX) operation in Cuajone. Also, on April 18, 1995, SCC and the Peruvian
Government (CONITE) signed a contract that will remain effective during ten years and
guarantees the availability of foreign currencies, free remittance of dividends to the
exterior, among other guarantees related to the acid plant of the Ilo Smelter.
SCC obtains revenues for tax credits in Peru for the general sales tax (IGV) paid in
connection with the acquisition of capital goods and other goods and services used
in its operations, counting these credits as a paid expense in advance. By virtue of
this refund, SCC is entitled to credit the amount of the IGV against its Peruvian tax
obligations or to receive a refund.
Mining safety:
Mexican Operations
For Minera Mexico safety is not negotiable; it is an essential part of the operations
across all business units settled in Mexico, as it is established in the corporate
profile in this field.
The lines of action that had been applied on the prevention and control of
risks were consolidated through the implementation of the Safety and Health
Southern Copper \ Annual Report 2009 \ 81
Administration System at Work, known by its Spanish acronym SIASST, whose
methodology establishes processes and specific programs to ensure the constant
improvement in the areas of safety, hygiene and health and the necessary
management to get the certification in the international standard OHSAS 18001:
2007, simultaneously.
In addition, in response to the commitment shared with the labor authorities to
promote the best development and productivity of the staff, the Company signed a
voluntary agreement with the Labor and Social Insurance Secretariat to join the Self
Safety and Health Program at Work (PASST), whose actions were evaluated through
visits of inspectors of the institution.
During 2009, the sampling of 2,619 points took place through environmental
studies and 148 safety programs in the units and plants in operation with the jointly
responsible participation of the respective committees and security teams formed by
employees and workers, whose coordinated work focused on the overall performance
of the 88.1% of the phases to implement the SIASST, and, therefore, on decreasing
rates of absenteeism by working risks.
Likely, four Weeks of Safety, Health and Ecology took place; events organized for
employees, workers and their families aiming to promote a process of strengthening
values and proactive behavior that build secure work and family environments, in
benefit of 3,749 people through lectures, simulations and preventive medicine and
forestation modules.
Selection and staff training were carried out based on the Training Plan on Security
that sets the development of basic and specialized courses, which supplemented
with the ZERO Campaign (named by its Spanish acronym CERO, which means
awareness, training, responsibility and preventive observation), whose awareness
process will influence the achievement of the goal: zero accidents.
82 \ Annual Report 2009 \ Southern Copper
MEXICO. La Caridad mine thickeners
Whole commitment and involvement of managers,
registered. During 2008 and 2009, the Ilo Unit received
employees and workers were reflected in the statistics
the “John T. Ryan” Award from MSA, offered to the best
of accidents, achieving a sustained decrease of 67.16%
security indicators in mining operations in Peru, for the
in the 2006-2009 period; in addition, the Company
Smelter/Refinery Category.
received several awards in security, as the important
2008 Silver Skull, granted by the Mining Chamber of
For more information see our Sustainable Development
www.southerncoppercorp.com
Mexico to the Precious Metals Plant of Mexicana de
Cobre.
Generic description of Main Assets
MExICAn OPErAtIOns
Peruvian Operations
Cananea
The Safety and Health results in 2009 were better than
1. 1-The Cananea production unit has 46 mining
2008, for the open pit mining operations in Toquepala
concession titles with a total area of 13,282
and Cuajone mines, metallurgical operations in Ilo Unit,
hectares.
which includes a smelter and refinery plants, are as
follows: Frequency Index 1.8, Severity Index 120.9 and
2. The Cananea concentrator plant, with a milling
Accidentability rate 0.2. These indicators correspond to
capacity of 76,700 tons per day, consists of 2
17 lost time accidents. In 2009, no fatal accidents were
Substations of 80 MVA each, 2 primary crushers,
Southern Copper \ Annual Report 2009 \ 83
4 secondary crushers, 10 tertiary crushers, 22 Vibratory Screeners, 88 conveyor
belts, 5 Tripper, 10 primary mills, 60 Hydrocyclones, a distributed control system,
5 mills for regrinding, and 2 mills for mile grinding, 103 primary flotation cells,
10 column cells, 70 exhaustion flotation cells, 7 thickeners, 3 ceramic filters. 4
pumping stations for 1,000 l/s each, and a tailings dam.
3. Major Cananea mine equipment includes 44 trucks for ore hauling with individual
capacities ranging from 240 to 360 tons.
4. For ore loading there are 8 shovels with individual capacities ranging from 30 to
70 cubic yards.
5. The mine auxiliary equipment including has 7 drillers, 5 front loaders, 5 motor
graders and 24 tractors.
6.- In the Solvents Extraction and Electro winning (SX-EW) I and II Plants of Cananea,
The N°1 Crusher System has a capacity of 32,000 tons per day, a reception
chute of 1,800 tons and a 120” Apron Feeder, a 54”x79” Primary Crusher, a Belt
Feeder, a 8-Converyor Belt and a mobile Conveyor and Spreading System.
7.- System No.2 has a capacity of 48,000 tons per day, a reception chute of
1,400 ton, and has one 60” x 89” breaker, a 78” belt feeder, a 96” plate
feeder,3 conveyor belt systems and mobile belt with car. The Leaching
System consists of 3 irrigation systems (Kino, Quebalix 1 and Quebalix
2) and are 7 ponds of rich solution in copper PLS. Plant I has a train of
solvent extraction with a nominal capacity of 960 m3/hr of PLS, and 52
electrowinning cells. Plant I has a daily production capacity of 30 tons
of copper cathodes with 99.999% purity. Plant II has 5 trains of solvent
extraction with a nominal capacity of 3,300 m3/hr of PLS and 216 cells
distributed in two bays. Plant II has a daily production capacity of 120 tons
of copper cathodes with 99.999% purity.
84 \ Annual Report 2009 \ Southern Copper
We intend to increase our Cananea unit’s production of copper cathodes with a
new SX/EW plant, (SXEW III) with an annual capacity of 33,000 tons. The plant
would produce copper cathodes of ASTM grade 1 or LME grade A. The project
includes the installation of storage for deliverables required for operation of
the plant and the installation of an emergency power plant and a fire protection
system. Due to the ongoing strike at Cananea, this project has been temporarily
put on hold until we satisfactorily resolve the labor issue.
La Caridad
1. La Caridad Production Unit has 51 mining concession titles with a total area of
86,529.26 hectares.
2. La Caridad concentrator plant has a milling capacity of 90,000 tons per day and
consists of two primary crushers, six secondary crushers, twelve tertiary crushers,
twelve ball mills, a master milling control system, 100 primary flotation cells,
four re-grinding mills, 96 cleaning flotation cells, twelve thickeners and six drum
filters.
Major mine equipment includes twenty-seven trucks for ore hauling with capacity of
240 tons, six shovels with a capacity of 43 cubic yard. Loading and auxiliary equipment
include six drillers, five front loaders, three motorgraders and twenty tractors. Auxiliary
mine equipment: 6 drillers, 5 front loaders, 3 motor graders and 20 tractors.
3. Approximately 572.84 million tons of leaching ore with an average grade of
approximately 0.251% copper have been extracted from the La Caridad open-pit
mine and deposited in leaching dumps from May 1995 to December 31, 2009.
All copper ore with a grade lower than the mill cut-off grade 0.30%, but higher
than 0.15% copper, is delivered to the leaching dumps. In 1995, we completed
the construction of a SX/EW facility at La Caridad that has allowed processing
of this ore and certain leach ore reserves that were not mined and has resulted
in a reduction in our copper production costs. The SX/EW facility has an annual
capacity of 21,900 tons of copper cathodes.
4. The La Caridad SX-EW plant has nine irrigation systems for the dumps and two
PLS dams, a container of heads that permits the combination of the solutions of
Southern Copper \ Annual Report 2009 \ 85
both dams and feeds the SX/EW plant with a more homogenous concentration.
The plant has three trains of solvent extraction with a nominal capacity of
2,070 cubic meters per hour and 94 electrowinning cells distributed in one
single electrolytic bay. The plant has a daily production capacity of 62 tons of
copper cathodes with 99.999% purity.
La Caridad Metallurgic Compound
Copper concentrates from Cananea and La Caridad are transported by rail and truck,
respectively, to the La Caridad smelter where they are processed and cast into copper
anodes of 99.2% purity. Sulfur dioxide off-gases collected from the flash furnace,
the El Teniente converter and conventional converters are processed into sulfuric
acid, at two sulfuric acid plants. Approximately 2% to 3% of this acid is used by our
SX-EW plants and the balance is sold to third parties.
Almost all of the anodes produced in the smelter are sent to the La Caridad copper
refinery. The actual installed capacity of the smelter is 1,000,000 tons per year, a
capacity that is sufficient to treat all the concentrates of the La Caridad and Cananea
mining complexes. The smelter includes a flash type concentrates drier, a steam
drier, a flash furnace, one El Teniente modified converter furnace, two electric slag-
cleaning furnaces, three Pierce-Smith converters, three rafinnate furnaces and two
casting wheels. The anode production capacity is 300,000 tons per year.
Refinery
La Caridad includes an electrolytic copper refinery that uses permanent cathode
technology. The installed capacity of the refinery is 300,000 tons per year. The
refinery consists of an anode plant with a preparation area, an electrolytic plant
with an electrolytic cell house with 1,115 cells and 32 liberator cells, two cathode
stripping machines, an anode washing machine, a slime treatment plant and a
number of ancillary installations. The refinery is producing grade A copper cathode
of 99.99% purity. Anodic slimes are recovered from the refining process and sent to
the slimes treatment plant where additional copper is extracted. The slimes are then
86 \ Annual Report 2009 \ Southern Copper
filtered, packed and shipped to the La Caridad precious metals refinery to produce
silver and gold.
The operations of the precious metal refinery are divided into two stages: (i) the
antimony is eliminated from the slime, and (ii) the slime is dried in a steam dryer.
After this the dried slime is smelted and a gold and silver alloy is obtained, which
is known as dore. The precious metal refinery plant has a hydrometallurgical stage
and a pyrometallurgical stage, besides a steam dryer, dore casting system, Kaldo
furnace, 20 electrolytic cells in the silver refinery, one induction furnace for fine
silver, one silver ingot casting system, two reactors for obtaining fine gold. The
process ends with the refining of the gold and silver alloy.
Copper Rod Plant
A rod plant at the La Caridad complex was completed in 1998 and reached its full
annual operating capacity of 150,000 tons in 1999. The plant is producing eight
millimeter copper rods with a purity of 99.99%. The rod plant includes a vertical
furnace, one retention furnace, one molding machine, one laminating machine, one
coiling machine and one coil compacter.
Other facilities include a lime plant with a capacity of 132,000 tons per year; two
sulfuric acid plants, one with a capacity of 2,625 tons per day and the second with a
capacity of 2,135 tons per day; three oxygen plants, each with a production capacity
of 275 tons per day; and two power turbo generators, one of them uses residual heat
from the flash furnace, the first with a 11.5 megawatt capacity and the second with
a 25 megawatt capacity.
Southern Copper \ Annual Report 2009 \ 87
undErGrOund MInEs (IMMsA)
Our IMMSA Unit (underground mining poly-metallic division) operates five
left
underground mining complexes situated in central and northern Mexico and
produces zinc, lead, copper, silver, gold and has a coal mine. These complexes
include industrial processing facilities for zinc, lead, copper and silver. All of
MEXICO. Casting anodes at the
La Caridad smelter
right
MEXICO. Driller at underground
IMMSA’s mining facilities employ exploitation systems and conventional equipment.
mine
We believe that all the plants and equipment are in satisfactory operating condition.
IMMSA’s principal mining facilities include Charcas, Santa Barbara, San Martin,
Santa Eulalia and Taxco.
Charcas
The Charcas mining complex is located 111 kilometers north of the city of San Luis
Potosi in the State of San Luis Potosi, Mexico. Charcas is connected to the state
capital by a paved highway of 130 kilometers. 14 kilometers from the southeast
of the Charcas complex is the “Los Charcos” railroad station which connects with
the Mexico-Laredo railway. Also, a paved road connects Charcas to the city of
Matehuala via a federal highway and begins at the northeast of the Charcas townsite.
The complex includes three underground mines (San Bartolo, Rey-Reina and La
Aurora) and one flotation plant that produces zinc, lead and copper concentrates,
with significant amounts of silver. The Charcas mining district was discovered
in 1573 and operations in the 20th century began in 1911. The Charcas mine is
88 \ Annual Report 2009 \ Southern Copper
characterized by low operating costs and good quality
(San Diego, Segovedad and Tecolotes) and a flotation
ores and is situated near the zinc refinery. The Charcas
plant and produces lead, copper and zinc concentrates,
mine is now Mexico’s largest producer of zinc.
with significant amounts of silver. Gold-bearing veins
were discovered in the Santa Barbara district as early
The Charcas complex’s equipment includes thirteen
as 1536. Mining activities in the 20th century began
jumbo drilling tools, twenty one scoop trams for
in 1913.
mucking and loading, eight trucks and two locomotives
for internal ore haulage and three hoists. In addition,
The major mine equipment at Santa Barbara includes
the mill has one primary crusher, one secondary
eighteen jumbo drilling tools, one Simba drilling tools,
crusher and two tertiary crushers, four mills and three
thirty-nine scoop trams, thirteen trucks and eleven
flotation circuits.
Santa Barbara
locomotives for internal ore haulage, seven trucks
for external haulage and six hoists. For treating the
ore, there are six primary jaw crushers, one secondary
The Santa Barbara mining complex
is
located
crusher and two tertiary crushers, three mills and three
approximately 26 kilometers southwest of the city of
flotation circuits. The concentrator plant has a milling
Hidalgo del Parral in southern Chihuahua, Mexico.
capacity of 5,800 tons of ore per day.
The area can be reached via paved road from Hidalgo
del Parral, a city on a federal highway. Chihuahua, the
San Martin
state capital is located 250 kilometers north of the Santa
San Martin has been on strike since July 2007. The San
Barbara complex. Additionally, El Paso on the Texas
Martin mining complex is located in the municipality of
border is located 600 kilometers north of Santa Barbara.
Sombrerete in the western part of the state of Zacatecas,
Santa Barbara includes three main underground mines
Mexico, approximately 101 kilometers southeast of
Southern Copper \ Annual Report 2009 \ 89
the city of Durango and nine kilometers east of the
complex are found, are separated by six kilometers.
Durango State boundary. Access to the property is via
The Buena Tierra mine is located in the west field
a federal highway between the cities of Durango and
and the San Antonio mine is located in the east field.
Zacatecas. A paved six kilometer road connects the
The mining district was discovered in 1590, although
mine and town of San Martin with the highway. The
exploitation did not formally begin until 1870.
city of Sombrerete is about 16 kilometers east of the
property. The complex includes an underground mine
Major mine equipment at the Santa Eulalia mine
and a flotation plant and produces lead, copper and
include five Jumbo drilling tools, nine scoop trams
zinc concentrates, with significant amounts of silver.
for mucking and loading, two trucks and two hoists.
The mining district in which the San Martin mine is
For treating the ore, there are two primary crushers,
located was discovered in 1555. Mining operations in
one secondary crusher and one tertiary crusher, two
the 20th century began in 1949. San Martin lies in the
mill crushers, one mill and two flotation circuits. The
Mesa Central between the Sierra Madre Occidental and
concentrator plant has a milling capacity of 1,450 tons
the Sierra Madre Oriental.
of ore per day.
The major mine equipment at San Martin includes eight
Taxco
jumbo drilling tools, thirteen scoop trams, nine trucks
Taxco has been on strike since July 2007 The Taxco
and three hoists. For treating the ore, there are two
mining complex is located on the outskirts of the city
primary jaw crushers, two secondary crushers and one
of Taxco in the northern part of the State of Guerrero,
tertiary crusher, two mills and three flotation circuits.
Mexico, approximately 71 kilometers from the city
The concentrator plant has a mill capacity of 4,400 tons
of Cuernavaca, Morelos, where access through the
of ore per day.
Santa Eulalia
highway to the complex is possible. The complex
includes several underground mines (San Antonio,
Guerrero and Remedios) and a flotation plant and
The mining district of Santa Eulalia is located in
produces lead and zinc concentrates, with some
the central part of the state of Chihuahua, Mexico,
amounts of gold and silver. The mining district in which
approximately 26 kilometers east of the city of
the Taxco mines are located was discovered in 1519.
Chihuahua. This district covers approximately 48
Mining activities in the 20th century commenced in
square kilometers and is divided into three fields:
1918. The Taxco district lies in the northern part of the
east field, central field and west field. The west field
Balsas-Mexcala basin adjacent to the Paleozoic Taxco-
and the east field, in which the principal mines of the
Zitacuaro Massif.
90 \ Annual Report 2009 \ Southern Copper
The major mine equipment at the Taxco complex include four Jumbo drilling tools,
ten scoop trams for mucking and loading, five trucks and three locomotives for
internal ore haulage and three hoists. For treating the ore, there are two primary
crushers, one secondary crusher and two tertiary crushers, three mills and two
flotation circuits. The concentrator plant has a milling capacity of 2,000 tons of
ore per day.
Zinc Refinery
The San Luis Potosi electrolytic zinc refinery was built in 1982. It was designed
to produce 105,000 tons of refined zinc per year by treating up to 200,000 tons
of zinc concentrate from our own mines, principally Charcas, which is located
113 kilometers from the refinery. The refinery produces special high grade zinc
(99.995% zinc), high grade zinc (over 99.9% zinc) and zinc-based alloys with
aluminum, lead, copper or magnesium in varying quantities and sizes depending
on market demand.
The electrolytic zinc refinery’s major equipment includes a roaster with 85 square
meters of roasting area, a steam recovery boiler and an acid plant. There is a calcine
processing area with five leaching stages: neutral, hot acid, intermediate acid, acid,
purified fourth and jarosite, as well as two stages for solution purifying. Additionally,
the equipment includes a cell house with two electrowinning circuits to finally
obtain metallic zinc; an alloy and molding area with two induction furnaces and four
molding systems, two of them with chains to produce 25 kilogram ingots; and two
casting wheels to manufacture one ton Jumbo pieces. This refinery has a production
capacity of 105,000 tons of refined zinc per year.
The Nueva Rosita coal and coke complex
The Nueva Rosita coal and coke complex, which began operations in 1924, is
located in the state of Coahuila, Mexico on the outskirts of the city of Nueva
Rosita near the Texas border. It includes a) an underground coal mine, which
has been closed as a result of an accident in 2006; b) an open-pit mine with a
Southern Copper \ Annual Report 2009 \ 91
yearly capacity of approximately 350,000 tons of coal; c) a coal washing plant
completed in 1998 with a capacity of 900,000 tons per year that produces clean
coal of a higher quality; and d) a re-engineered and modernized 21 coke oven
facility capable of producing 105,000 tons of coke (metallurgical, nut and fine)
per year of which 95,000 tons are metallurgical coke. There is also a by-product
plant to clean the coke gas oven in which tar, ammonium sulfate and light crude
oil are recovered. There are also boilers to produce 80,000 steam pounds that
are used in the by-products plant. The re-engineering and modernization of
21 ovens was completed in April, 2006 and it is presently operating with no
problems to report.
At present, the coke oven installation supplies the San Luis Potosi copper smelter
with low-cost coke, resulting in significant cost savings to the smelter. The
surplus production is sold to Peñoles and other Mexican consumers in northern
Mexico. We expect to sell 79,935 tons of metallurgical coke in 2010.
Smelter
On March 16, 2010, in a public ceremony and with the attendance of Mexican
authorities, Southern Copper Corporation, or SCC, announced the closing of its
San Luis copper smelter, located in the city of San Luis Potosi, in the state of San
Luis Potosi, Mexico. The San Luis copper smelter had been in operation since
approximately 1925 and had gone through several overhauls. The approximately
300 workers of the facility have all been paid termination benefits in excess of
Mexican legal and collective bargaining requirements. Additionally, all proper
notices have been given to the Mexican authorities. An environmental remediation
project of the facility is under way to develop an ambitious sustainable plan for
the area, including, in its first stage, a park for the benefit of the city of San Luis
Potosi and its inhabitants. SCC’s management has determined that no material
charges will be incurred as a result of the closure of the facility.
92 \ Annual Report 2009 \ Southern Copper
PEruvIAn OPErAtIOns
tractors CAT 844C, 1 wheel tractor CAT 834H; 4
TOQuEPaLa
irrigation tanks with a capacity of 20,000 gallons, 1
The Toquepala Production Unit comprises
three
front loader CAT 992D.
Economic Administrative Units: TOQUEPALA 1
comprising 24 mining concession over a 6,218
19 KOMATSU 930E trucks, each with a capacity of
hectares surface. SIMARRONA including 14 mining
283 tons, 5 CAT 793C trucks each one with a capacity
concession over 5,516 hectares, and TOTORAL with
of 231 tons, 18 KOMATSU 830E trucks each with a
21 mining concession distributed over 5,384 hectares.
capacity of 218 tons.
In addition, the Toquepala Production Unit owns 16
mining concession over 8,089 hectares outside the
“Toquepala Concentrator” Beneficiation Plant, with
above Economic Administrative Units.
milling capacity of 60,000 tons per day, consists of
1 primary crusher, 3 secondary crushers, 6 tertiary
Overall the Toquepala Production Unit holds 75 mining
crushers, 8 rod mills, 24 ball mills, 8 ball mills
concession over 25,207 hectares.
for re-crushing, 1 ball mill 9500 HP, 1 distribute
control system (DCS), 1 optimizing control system
Two P&H 4100A shovels with a capacity of 73 tons
(SGS), as well as, 6 WEMCO-130 flotation cells,
(42.8 m3), 1 P&H 4100A shovel with a capacity of
4 OK-100 flotation cells, 3 OK-50 flotation cells,
78 tons (45.9 m3), 3 P&H 2100BL shovels with a
5 WEMCO-60 flotation cells, 15 column cells and
capacity of 20 tons (11.5 m3), 1 BUCYRUS 495BI
24 WEMCO 42.5 cubic meter flotation cells, 72
shovel with a capacity of 73 tons (42.8 m3), 1 P&H
AGITAIR 1.13 cubic meter cells, 2 LAROX filter
120A electric drill, 2 P&H 100XP electric drills, 2
presses (PF60 & PF96), 5 middling thickeners, 2
BUCYRUS 49RIII rotary drills. 1 LE TOURNEAU
tailings thickeners, 3 high-rate tailings, 1 “Tripper
1400 front-end loader with a capacity of 36.4 tons
Car”, 1 track tractor CAT D10-R and a recycled
(21.4 m3.).
water pipe line. A molybdenum plant with a
capacity of 2,000 tons per day, equipment is as
Auxiliary equipment, 1 crawler CAT D11-R, 1 crawler
follow: 35 INERTGAS MOD. 66-D, EINCO (100 ft3),
CAT D10-N, 2 crawler CAT D10-R, 3 crawler KOMATSU
42 AGITAIR 1.13 cubic meter cells, 4 Column Cells
D375A; 1 motor grader CAT 16 H; 2 CAT motor grader
and 1 LAROX filter press (PF6). This plant uses
24-H, 5 KOMATSU WD600 wheel tractors, 2 wheel
nitrogen gas.
Southern Copper \ Annual Report 2009 \ 93
CuAJOnE
“Cuajone Concentrator” Beneficiation plant with a
The Cuajone Production Unit comprises two Economic
milling capacity of 87,000 tons per day, consisting
Administrative Units: CUAJONE 1, comprising
of 1 primary crusher, 3 secondary crushers, 7 tertiary
21 mining concessions over 7,610 hectares; and
crushers, 11 primary ball mills, 4 ball mills for re-
COCOTEA with 17 mining concessions over 7,691
crushing, 1 vertical mill, as well as 4 flotation cells
hectares. Additionally, Cuajone Production Unit with
OK-160, 30 OK-100 flotation cells, 8 column cells,
14 mining concessions over 4,991 hectares, outside
14 WEMCO 300 (ft3) flotation cells, 6 WEMCO-60
above two Economic Administrative Units.
metric cubic flotation cells, 1 LAROX filter press PF96,
2 middling thickeners, 3 tailings thickeners, 1 high-
Overall, the Cuajone Production Unit comprises 52
rate tailings, 1 VOLVO FM12 truck, recycled water
mining concessions over a 20,292 hectare surface.
pipe line. The molybdenum plant with a capacity of
2358 tons / day, its equipments are as follow: 8 cells
Two P&H 4100A shovels with a capacity of 73 tons
with a capacity of 400 DENVER FT3, 6 cells OK-8
(42.8 m3), 1 BUCYRUS electric shovel 495BII with a
with a capacity of 25 HP, 16 cells GALIGHER with a
capacity of 73 tons (42.8 m3), 1 P&H 2800XPB shovel
capacity of 800 FT3, 16 cells DENVER with a capacity
with a capacity of 54 tons, 1 P&H 2100BL shovel with
of 100 FT3, and other equipments. This plant uses
a capacity of 23 ton (11.4 m3), 1 LE TOURNEAU 1800
nitrogen gas.
front-end loader with a capacity of 43 tons, 2 P&H
120A electric drills, 1 P&H 100XP electric drill, 1
OtHErs
BUCYRUS BE49RIII electric drill, 6 CAT 966 front-end
One SX/EW plant in Toquepala and one SX plant in
loaders with of 3.8 cubic meters of capacity, 3 CAT 988
Cuajone.
front-end loaders with 6.1 cubic meters of capacity, 4
CAT-824 wheel tractors, 1CAT-834 wheel tractor, 1 CAT
The SX Cuajone Plant has 1 primary jaw crusher and
844 wheel tractor, 1 KOMATSU WD600 wheel tractor,
1 secondary cone crusher HP-500 with a capacity of
7 CAT-D10 dozers, 1 CAT-D9 dozer, 1 CAT-16H motor-
390 ton/H, to process Cuajone’s oxides. In addition,
graders , 2 CAT-24H motor-graders.
1 agglomeration mill, one front end loader, 3 trucks
each with a capacity of 109 tons for agglomerated
Seven KOMATSU 930E trucks each with a capacity
ore hauling to the leach dumps. Copper in solution
of 290 tons, 20 KOMATSU 830E trucks each with a
produced at Cuajone is sent to Toquepala through
capacity of 218 ton and 7 CAT 793C trucks each one
an 8” pipe laid alongside the Cuajone - Toquepala
with a capacity of 231 ton.
railroad track.
94 \ Annual Report 2009 \ Southern Copper
In Leaching Toquepala, there are irrigation systems distributed in the south dump and for the northwest dump.
The percolation solution, or PLS, of the dumps are stored in 5 collection dams from which the solutions are
pumped into a plant feed pond.
The feed pond receives the percolation solutions from the different collection ponds through the PLS pumping
systems. The PLS contained in the feed pond is transferred by gravity to the solvent extraction plant (ES) where
the PLS is concentrated and purified obtaining electrolyte. The plant has 3 solvent extraction trains each with
a nominal capacity of 1,068 cubic meters per hour of PLS and 162 cells of electrodeposits distributed in two
electrolytic ships, one with 122 cells and the other one with 40 cells. Electrodeposition (DE) has 4 rectifiers with
a capacity of 23,000 amps each that provides the necessary current to convert the electrolyte ionic copper to
metallic copper.
ILO MEtALLurGICAL COMPLEx
The Ilo metallurgical complex has one Administrative & Economic Unit named ILO with 15 non-metallic mining
concessions over 2419 hectares. Additionally, the metallurgical complex has 26 mining concessions over 8,512
hectares, making a total of 41 mining concessions with a total area of 10,931 hectares.
Ilo Smelter with a smelting capacity of 1,200,000 tons of concentrate, one Isasmelt furnace, 2 Rotary Holding
Furnaces, 4 Pierce Smith converters, 2 slag cleaning furnaces, 2 refining furnaces and 1 twin anode casting
wheel. The ISASMELT Furnace is a bath concentrate smelting technology, uses a oxygen enriched air lance
that is immersed in a volume of molten slag, The matte-slag mixture is tapped to the Rotary Holding Furnaces
to separate the matte and slag. The matte with 62 % of copper is processed in the Peirce Smith converters to
produce a 99.3% blister copper. The blister copper is treated in the refining furnaces to produce the anodic
copper which is cast in the twin casting wheel. The final product of the Smelter is the 99.7% copper anode.
The Ilo Smelter also has a sea water pumping plant which is used in the furnace jacket water cooling system.
Additionally the Smelter has two desalination plants (110 m3 / h), a potable water plant and a sewage treatment
plant.
Two sulfuric acid plants with a total capacity of 1,144,000 tons /year. The smelter gases are processed in acid
plants to produce 98.5% sulfuric acid, The smelter sulfur capture is above 92%. The acid production process
Southern Copper \ Annual Report 2009 \ 95
has the following steps: cooling and cleaning of the smelter gas, drying, gas conversion of the SO2 and SO3
absorption. Sulfuric acid is stored in tanks for a final transportation to different consumers.
Two cryogenic oxygen plants with a total capacity of 1,299 tons of 95% oxygen per day. The oxygen is used in the
ISASMELT furnace, separation furnaces and PEIRCE SMITH converters.
Ilo refinery and Electrolitic Plant: with a capacity of 280,000 ton per year (cathodes), 926 commercial cells and 52
starting cells. And 16 primary liberator cells, 24 secondary liberator cells, a precious metals plant with 1 Wenmec
selenium reactor, 1 cupel furnace, 24 silver refining cells and 1 hydrometallurgical system for gold recovery.
Coquina plant with a production capacity of 200,000 tons per year of seashells. Coquina Mining Plant extracts
seashells to supply the raw material to the Lime Plant and fluxes to the ISASMELT furnace. The mining ratio is
25:100, the sea shell product has a content above 80% of CaCO3.
Lime plant with a capacity of 80,000 tons per year. Processes seashells received from Coquina plant obtaining 80%
CaO Lime through the decomposition of the calcium carbonate. Lime is used in Toquepala and Cuajone concentrators
and in effluents plants associated to acid plant.
OThErS
Industrial railroad to haul concentrates and supplies between Toquepala, Cuajone and Ilo with 15 locomotives,
264 dump cars, 91 flat cars, 254 boxcars, 8 closed boxcars, 11 closed hopper-type cars, 34 open hopper-type
cars, 36 various tank wagons, 49 sulfuric acid tanks, 5 patrol cars.
Employees
MEXiCaN OPEraTiONS
At December 31
2009
2008
2007
2006
2005
Employees
Workers
Total
1,735
5,851
7,586
1,836
5,973
7,809
2,142
6,512
8,654
2,142
6,512
8,654
2,264
7,049
9,313
96 \ Annual Report 2009 \ Southern Copper
PEruViaN OPEraTiONS
At December 31
2009
2008
2007
2006
2005
Empleados
Obreros
Total
1,941
1,976
3,924
1,912
1,756
3,668
1,895
1,702
3,597
1,839
1,715
3,554
1,835
1,730
3,565
ChiLEaN OPEraTiONS
At December 31
2009
2008
2007
2006
2005
Total
11
10
10
10
10
COrPOraTE OFFiCE
At December 31
2009
2008
2007
2006
2005
Total
1
7
7
7
7
TOTaL EMPLOyEES iN SCC
At December 31
2009
2008
2007
2006
2005
Total Mexico
Total Peru
Total Chile
Total Corporate Office
Total
7,586
3,924
11
1
7,809
3,668
10
7
8,654
3,597
8,654
9,313
3,554
3,565
10
7
7
7
12,225
7
7
12,895
11,522
11,494
12,268
Southern Copper \ Annual Report 2009 \ 97
Principles of Corporate Governance
General Management Resolutions the National Commission for Corporate and
Securities Supervision (CONASEV, by its acronym in Spanish) Nº 096-2003-
EF/94.11 y N° 140-2005-EF/94.11
The information referred to both resolutions will be submitted to the CONASEV of the
Republic of Peru, together with the Annual Report.
Economic relations with other companies due to loans that commit more than 10%
of the stockholder’s equity of the issuing entity.
To date, there are no loans with other companies that compromise more than 10%
of SCC’s property.
adMiNiSTraTiVE JudiCiaL Or arbiTraTiON PrOCESSES LiTiGaTiON
See Note to Consolidated Financial Statements.
Changes of those responsible for the preparation and revision of the
financial information
Jose N. Chirinos acts as Director of Comptroller and Finance and Marco A. Garcia
acts as Finance Manager.
information related to the stock entered in the Stock Market Public
Common Stock
On November 29, 1995 the Company offered to exchange the recently issued common
shares for all and any labor shares of the Peruvian Branch of the Company, at a ratio
of one common share per four S-1 shares and one common share per five S-2
shares. The exchange expired on December 29, 1995, with 80.8% of the total labor
shares in circulation exchange for 22,959,334 common shares. These common
shares are quoted in New York Stock Exchange and the Lima Stock Exchange and
are entitled to one vote per share.
98 \ Annual Report 2009 \ Southern Copper
Along with the exchange of labor shares the holders of common shares of the
Company exchanged their shares for class A common shares, with the right to five
votes per share.
In connection with the Minera Mexico acquisition (April 1, 2005), 134,415,280 new
common shares were issued and class A common shares of the Company were
converted to common shares, and preferential votes were eliminated. On June 9,
2005, Cerro Trading Company, Inc., SPC Investors L.L.C., Phelps Dodge Overseas
Capital Corporation and Climax Molybdenum B.V., subsidiaries of two of SCC’s
founding shareholders and affiliates, sold their share in SCC.
On August 30, 2006 the Executive Committee of the Board of Directors declared
a two-for-one split of the Company’s outstanding common stock. On October
2, 2006 common shareholders of record at the close of business on September
15, 2006, received one additional share of common stock for every share owned.
The Company’s common stock began trading at its post-split price on October 3,
2006. The split increased the number of shares outstanding to 294,460,850 from
147,230,425.
On June 19, 2008 the Executive Committee of the Board of Directors declared a
three-for-one split of the Company’s outstanding common stock. On July 10, 2008
common shareholders of record at the close of business on June 30, 2008, received
two additional shares of common stock for every share owned. The split increased
the number of shares outstanding to 883,410,150 from 294,470,050.
All share and per share amounts have been retroactively adjusted to reflect the
stock split.
Consequently, as from December 31, 2009, 850’000,000 common shares of the
Company were under circulation with a nominal value of $0.01 per share.
Southern Copper \ Annual Report 2009 \ 99
Corporate bonds
On May 9, 2006, SCC issued $400 million 7.5% Notes due 2035. In July 2005,
SCC had also issued $600 million 7.5% Notes due 2035. The notes are senior
unsecured obligations of the Company. The net proceeds from the issuance and
sale of the notes were principally used to repay outstanding indebtedness of SCC,
and the balance was used for general corporate purposes. SCC filed a registration
statement on Form S-4 with respect to these Notes in October 2005.
In January 2006, SCC completed an exchange offer for $200 million, 6.375%
Notes due 2015 and $600 million, 7.5% Notes due 2035. In the exchange offer,
$197.4 million of the 6.375% old notes due 2015 were tendered in exchange for an
equivalent amount of new notes and an aggregate of $590.5 million of the 7.5% old
notes due 2035 were tendered in exchange for an equivalent amount of new notes.
The indentures relating to the notes contain certain covenants, including limitations
on liens, limitations on sale and leaseback transactions, rights of the holders of
the notes upon the occurrence of a change of control triggering event, limitations
on subsidiary indebtedness and limitations on consolidations, mergers, sales or
conveyances. All of these limitations and restrictions are subject to a number of
significant exceptions, and some of these covenants will cease to be applicable
before the notes mature if the notes attain an investment grade rating. At December
31, 2009, SCC is in compliance with these covenants.
The notes issued in July 2005 and the new notes issued in May 2006 are treated as
a single series of notes under the indenture, including for purposes of covenants,
waivers and amendments. SCC has registered these notes under the Securities
Act of 1933, as amended.
In 1999, SCC entered into a $100 million, 15-year loan agreement with Mitsui. The
interest rate for this loan is the Japanese LIBO rate plus 1.25% (Japanese LIBO
for this loan at December 31, 2009 was 1.2175%). The Mitsui credit agreement
is collateralized by pledges of receivables on 31,000 tons of copper per year. The
100 \ Annual Report 2009 \ Southern Copper
Mitsui agreement requires SCC to maintain a minimum stockholders’ equity of $750
million and a ratio of debt to equity. Reduction of Grupo Mexico’s direct or indirect
voting interest in SCC to less than a majority would constitute an event of default
under the Mitsui agreement. . At December 31, 2009, SCC is in compliance with
these covenants.
In January 2005, the Company signed a $200 million credit facility with a group
of banks led by Citibank, N.A. Proceeds of this credit facility were used to prepay
$199 million the outstanding bonds of the Company’s Pe ruvian bond program.
On July 28, 2005, a portion of the proceeds from the financing, noted above, were
used to repay this facility.
In 1998, Minera Mexico issued $500 million of unsecured bonds, which we referred
to as Yankee bonds. These bonds were offered in two series: Series A bonds which
were fully repaid in 2008 with a payment of $150 million, and Series B for $125
million, with an interest rate of 9.25% and a 2028 maturity date. In 2007, SCC
repurchased $68.6 million of the Series B bonds at a premium of $16.6 million,
which is included in the consolidated statement of earnings on the line “Loss on debt
prepayments.” . The bonds contain a covenant requiring Minera Mexico to maintain
a ratio of EBITDA to interest expense of not less than 2.5 to 1.0, as such terms are
defined by the facility. At December 31, 2009, Minera Mexico is in compliance with
this covenant.
We expect that we will meet our cash requirements for 2009 and beyond from internally
generated funds, cash on hand and from additional external financing if required.
Members of the board of directors at december 31, 2009
German Larrea Mota-Velasco, Director. Mr. Larrea has been Chairman of the Board
since December 1999, Chief Executive Officer from December 1999 to October 2004,
and a Director of the Company since November 1999. He has been Chairman of the
Southern Copper \ Annual Report 2009 \ 101
Board of Directors, President and Chief Executive Officer of Grupo Mexico, S.A.B. de
C.V. (“Grupo Mexico”) (holding) since 1994. Mr. Larrea has been Chairman of the
Board of Directors and Chief Executive Officer of Grupo Ferroviario Mexicano, S.A.
de C.V. (railroad company) since 1997. Mr. Larrea was previously Executive Vice
Chairman of Grupo Mexico, and has been member of the Board of Directors since
1981. He is also Chairman of the Board of Directors and Chief Executive Officer of
Empresarios Industriales de Mexico, S.A. de C.V. (holding), Compañia Perforadora
Mexico, S.A. de C.V. (drilling company), Mexico Compañia Constructora, S.A. de
C.V. (construction company), and Fondo Inmobiliario (real estate company), since
1992. He founded Grupo Impresa, a printing and publishing company in 1978,
remaining as the Chairman and Chief Executive Officer until 1989 when the company
was sold. He is also a Director of Banco Nacional de Mexico, S.A. (Citigroup), which
forms part of Grupo Financiero Banamex, S.A. de C.V. since 1992, Consejo Mexicano
de Hombres de Negocios, and Grupo Televisa, S.A.B. since 1999. He and Mr. Genaro
Larrea Mota-Velasco are brothers.
Oscar Gonzalez Rocha, Director. Mr. Gonzalez Rocha has been our President since
December 1999 and our President and Chief Executive Officer since October 21,
2004. He has been a Director of the Company since November 1999. Previously,
he was the Company’s President and General Director and Chief Operating
Officer from December 1999 to October 20, 2004. Mr. Gonzalez Rocha has been
a Director of Grupo Mexico since 2002. He was General Director of Mexicana
de Cobre, S.A. de C.V. from 1986 to 1999 and of Mexicana de Cananea, S.A.
de C.V. from 1990 to 1999. He was an alternate Director of Grupo Mexico from
1998 to April 2002. Mr. Gonzalez Rocha is a civil engineer with a degree from the
Autonomous National University of Mexico (UNAM).
Emilio Carrillo Gamboa, Director. Mr. Carrillo Gamboa has been a Director of the
Company since May 30, 2003 and is our fourth independent Director. Mr. Carrillo
Gamboa is a prominent lawyer in Mexico and has been the Senior Partner of the law
102 \ Annual Report 2009 \ Southern Copper
firm Bufete Carrillo Gamboa, S.C., a law firm specializing in corporate, financial,
commercial, and public utility issues, for the last five years. Mr. Carrillo Gamboa has
extensive business experience and currently serves on the boards of many prestigious
international and Mexican corporations, as well as charitable organizations. Since
March 9, 2005, he has been Chairman of the Board of The Mexico Fund, Inc. (NYSE—
mxf), a nondiversified closed-end management investment company. Mr. Carrillo
Gamboa held various offices with Telefonos de Mexico, S.A. de C.V. (“TELMEX”)
from 1960 to 1987, the most recent being that of President and Chief Executive
Officer from June 1975 to June 1987. He later served as Mexico’s Ambassador to
Canada from July 1987 to February 1989. Mr. Carrillo Gamboa currently serves on
the board of Empresas ICA, S.A.B. de C.V. (NYSE-ica), an engineering, procurement
and construction) company. He is a member of the Valuation, Contract Review and
Nominating and Corporate Governance Committees of The Mexico Fund, Inc. and a
member of the Audit Committees of Empresas ICA, S.A.B. de C.V. since 2002 and of
The Mexico Fund, Inc. since 2002. Mr. Carrillo Gamboa has a law degree from the
Autonomous National University of Mexico (UNAM). He also attended a continuous
legal education program at Georgetown University Law School, and practiced at the
World Bank.
Alfredo Casar Perez, Director. Mr. Casar Perez has been a Director of the Company
since October 26, 2006. He has been a member of the Board of Directors of Grupo
Mexico since 1997. He is also a member of the Board of Directors of Ferrocarril
Mexicano, S.A. de C.V., an affiliated company of Grupo Mexico, since 1998 and its
Chief Executive Officer since 1999. From 1992 to 1999, Mr. Casar Perez served as
General Director and member of the Board of Directors of Compañia Perforadora
Mexico, S.A. de C.V. and Mexico Compañia Constructora, S.A. de C.V., two affiliated
companies of Grupo Mexico. Mr. Casar Perez served as Project Director of ISEFI,
a subsidiary of Banco Internacional in 1991 and Executive Vice President of Grupo
Costamex in 1985. Mr. Casar Perez also worked for the Real Estate Firm, Agricultural
Ministry, and the Mexican College. Mr. Casar Perez holds a degree in Economics
Southern Copper \ Annual Report 2009 \ 103
from the Autonomous Technological Institute of Mexico, ITAM, and one in Industrial
Engineering from the Anahuac University. He also holds a Master’s degree in
Economics from the University of Chicago.
Alberto de la Parra Zavala, Director. Mr. de la Parra has been a Director of the
Company since July 26, 2007. He has been the General Counsel of Grupo Mexico
since February 2007. He was a Partner of Galicia y Robles, S.C., a prominent
Mexican law firm, from February 2002 to January 2007. Mr. de la Parra was a Partner
of Santamarina y Steta, S.C., one of the largest law firms in Mexico, from 1997 to
2002. He also worked for one year as a foreign associate with the law firm White &
Case LLP in New York City. Mr. de la Parra is an accomplished Mexican attorney
with broad experience in corporate and financial matters, including mergers and
acquisitions. He has represented Mexican and international clients before Mexican
authorities, including the Banking and Securities Exchange Commission, and the
Stock Exchange. Additionally, Mr. de la Parra is the Corporate Secretary of the Board
of Directors of Grupo Mexico, and of some of its subsidiaries. Mr. de la Parra was a
member of the board of Grupo Aeroportuario del Sureste, S. A. B. de C. V. (airport
services) from 2000 to 2007. Mr. de la Parra has a law degree from the Escuela Libre
de Derecho of Mexico.
Xavier Garcia de Quevedo Topete, Director. Mr. Garcia de Quevedo has been a Director
of the Company since November 1999. He has been the President of Minera Mexico
since September 2001 and the President and Chief Executive Officer of Southern
Copper Minera Mexico and our Chief Operating Officer since April 12, 2005. He has
been the President and Chief Executive Officer of Americas Mining Corporation since
September 7, 2007. Mr. Garcia de Quevedo initiated his professional career in 1969
with Grupo Mexico. He was President of Grupo Ferroviario Mexicano, S.A. de C.V.
and of Ferrocarril Mexicano, S.A. de C.V. from December 1997 to December 1999,
and General Director of Exploration and Development of Grupo Mexico from 1994 to
1997. He has been a Director of Grupo Mexico since April 2002. He was also Vice
104 \ Annual Report 2009 \ Southern Copper
President of Grupo Condumex, S.A. de C.V. (telecommunications, electronic and
automotive parts producer) for eight years. Mr. Garcia de Quevedo is the Chairman
of the Mining Chamber of Mexico. He is a Chemical Engineer with a degree from the
Autonomous National University of Mexico (UNAM). He also attended a continuous
business administration and finance program at the Technical Institute of Monterrey
in Mexico.
Genaro Larrea Mota-Velasco, Director. Mr. Larrea was our Vice President,
Commercial from December 1999 until April 25, 2002, and has been a Director
since November 1999. From April 1983 to August 2002, Mr. Larrea held several
positions in the areas of finance, commercial and logistics with Grupo Mexico. He
has been a Director of Grupo Mexico since 1994. He is currently Chairman of the
Board of Directors of Corporacion Scribe, S.A.B. Mr. Larrea has a Bachelor’s degree
in Business Administration from Newport University and a Global Leadership
Program certificate from Thunderbird University. He and Mr. German Larrea Mota-
Velasco are brothers.
Daniel Muñiz Quintanilla, director. Mr. Muñiz has been a director of the
Company since May 28, 2008. Mr. Muñiz has been the Chief Financial
Officer of Grupo Mexico since april 2007. Prior to joining Grupo Mexico,
Mr. Muñiz was a practicing corporate-finance lawyer from 1996 to 2006.
during this time he worked at Cortes, Muñiz y Nuñez Sarrapy; Mijares,
angotia, Cortes y Fuentes; and baker & Mckenzie (London and Mexico City
offices). he holds a Master’s degree in Financial Law from Georgetown
university, and a Master’s degree in business administration from instituto
de Empresa in Madrid.
Armando Ortega Gomez, director. Mr. Ortega has been our Vice President,
Legal and Secretary since april 25, 2002 and a director since august 2002.
he has been our General Counsel since October 23, 2003. Previously,
Southern Copper \ Annual Report 2009 \ 105
he was our assistant Secretary from July 25, 2001 to april 25, 2002.
he was General Counsel of Grupo Mexico from May 2001 to February
2007. Previously, he headed the unit on international Trade Practices of
the Ministry of Economy of Mexico with the rank of deputy Vice Minister
from January 1998 to mid-May 2001, and was negotiator for international
matters for said Ministry from 1988 to May 2001.
Luis Miguel Palomino Bonilla, Director. Dr. Palomino has been a Director of the
Company since March 19, 2004 and is a Special Independent Director. Dr. Palomino
has been Chairman of the Board of Aventura Plaza S. A. (commercial real estate
developer and operator) since January 2008, Manager of the Peruvian Economic
Institute (economic think tank) since April 2009, Managing Partner of RMG
Consultores (a financial consulting firm) since July 2007, Director of the Master in
Finance Program at the University of the Pacific in Lima, Peru since July 2009, and a
member of the board of various organizations. He has been a member of the Board of
Directors of Access SEAF SAFI since December 2007. Dr. Palomino was previously
Principal and Senior Consultant of Proconsulta International (financial consulting)
from September 2003 to June 2007. Previously he was First Vice President and
Chief Economist, Latin America, for Merrill Lynch, Pierce, Fenner & Smith, New
York (investment banking) from 2000 to 2002. He was Chief Executive Officer, Senior
Country and Equity Analyst of Merrill Lynch, Peru (investment banking) from 1995 to
2000. Dr. Palomino has held various positions with banks and financial institutions
as an economist, financial advisor and analyst. He has a PhD in finance from the
Wharton School of the University of Pennsylvania, Philadelphia, and graduated from
the Economics Program of the Universidad del Pacifico, Lima, Peru.
Gilberto Perezalonso Cifuentes, Director. Mr. Perezalonso has been a Director of
the Company since June 2002 and is a Special Independent Director. He was Chief
Executive Officer of Corporacion Geo S.A. de C.V. (housing construction) from
106 \ Annual Report 2009 \ Southern Copper
February 2006 to February 2007. Mr. Perezalonso was the Chief Executive Officer
of Aeromexico (Aerovias de Mexico, S.A. de C.V.) (airline company) from 2004 until
December 2005. From 1998 until April 2001, he was Executive Vice President of
Administration and Finance of Grupo Televisa, S.A.B. (media company). From 1980
until February 1998, Mr. Perezalonso held various positions with Grupo Cifra, S.A.
de C.V. (department stores), the most recent position being that of General Director
of Administration and Finance. Now he is a member of the advisory council of
Banco Nacional de Mexico, S.A. de C.V. (banking), the board and of the investment
committee of Afore Banamex (banking), the board and of the investment committee of
Siefore Banamex No. 1 (banking), and is a member of the Boards of Gigante, S.A. de
C.V. (retail), Masnegocio Co. S. de R.L. de C.V. (information technology), Telefonica
Moviles Mexico, S.A. de C.V. (wireless communication), and Construction Company
Marhnos (housing construction). Mr. Perezalonso was a director of Cablevision,
S.A. de C.V., Grupo Televisa, S.A.B. and a member of the Audit Committee of Grupo
Televisa, S.A.B. from March 1998 to September 2009. Mr. Perezalonso has a
law degree from the Iberoamerican University and a Master’s degree in Business
Administration from the Business Administration Graduate School for Central
America (INCAE). Mr. Perezalonso has also attended the Corporate Finance program
at Harvard University.
Juan Rebolledo Gout, Director. Mr. Rebolledo has been a Director of the Company
since May 30, 2003. Mr. Rebolledo has been International Vice President of Grupo
Mexico since 2001. He was Deputy Secretary of Foreign Affairs of Mexico from 1994
to 2000 and Deputy Chief of Staff to the President of Mexico from 1993 to 1994.
Previously, he was Assistant to the President of Mexico (1989-1993), Director of
the “National Institute for the Historical Studies of the Mexican Revolution” of the
Secretariat of Government (1985-1988), Dean of Graduate Studies at the National
Autonomous University of Mexico (UNAM), Political Science Department (1984-
1985), and professor of said university (1981-1983). Mr. Rebolledo holds a law
Southern Copper \ Annual Report 2009 \ 107
degree from UNAM, an MA in philosophy from Tulane University, and an LLM from
Harvard Law School.
Carlos Ruiz Sacristan, Director. Director. Mr. Ruiz Sacristan has been a Director
of the Company since February 12, 2004 and is a Special Independent Director.
Since November 2001, he has been the owner and Managing Partner of Proyectos
Estrategicos
Integrales, a Mexican
investment banking
firm specialized
in
agricultural, transport, tourism, and housing projects. Mr. Ruiz Sacristan has held
various distinguished positions in the Mexican government, the most recent being
that of Secretary of Communication and Transportation of Mexico from 1995 to 2000.
While holding that position, he was also Chairman of the Board of Directors of the
Mexican-owned companies in the sector, and member of the Board of Directors of
development banks. Mr. Ruiz Sacristan is currently a member of the Board of Directors
and of the Audit, and Environmental and Technology Committees of Sempra Energy
(energy services). He was also the Chairman of Asarco LLC, an affiliate company of
Grupo Mexico (integrated US copper producer), a member of the Board of Directors
of Constructora y Perforadora Latina, S.A. de C.V. (Mexican geothermal exploration
and drilling company) and a member of the Board of Directors of Banco Ve Por
Mas, S.A. (Mexican bank). Mr. Ruiz Sacristan holds a Bachelor’s degree in Business
Administration from the Anahuac University of Mexico City, and an MBA degree
from Northwestern University of Chicago.
108 \ Annual Report 2009 \ Southern Copper
EXECuTiVE OFFiCErS
German Larrea Mota-Velasco
Chairman of the Board
Oscar Gonzalez Rocha
President and Chief Executive Officer
Xavier Garcia de Quevedo Topete
President and Chief Executive Officer Southern Copper Minera Mexico and our
Chief Operating Officer
Genaro Guerrero Diaz Mercado
Vice-President, Finance and Chief Financial Officer
Jose de los Heros Ugarte
Vice-President, Commercial
Vidal Muhech Dip
Vice-President, Projects
Armando Ortega Gomez
Vice-President, Legal, General Counsel and Secretary
Jose N. Chirinos Fano
Comptroller
Remigio Martinez Muller
Vice-President, Explorations
Southern Copper \ Annual Report 2009 \ 109
next of kin
Messrs. German Larrea Mota-Velasco, Chairman of the Board of the Company and
Genaro Larrea Mota-Velasco, a Director of the Company are brothers or kindred in
second degree of consanguinity.
A company of which more than 50% of the voting power is held by a single entity,
a “controlled company”, need not comply with the requirements of the New York
Stock Exchange (“NYSE”) corporate governance rules requiring a majority of
independent Directors and independent compensation and nomination/corporate
governance committees. SCC is a controlled company as defined by the rules of
the NYSE. Grupo Mexico owns indirectly 80.00% of the stock of the Company.
The Company has taken advantage of the exceptions to comply with the corporate
governance rules of the NYSE. The Board of Directors of the Company determined
that Messrs. Luis Miguel Palomino Bonilla, Gilberto Perezalonso, and Emilio
Carrillo, the three members of the Company’s Audit Committee, are independent
of management and financially literate in accordance with the qualifications
of the NYSE and the Securities and Exchange Commission (“SEC”), as such
qualifications are interpreted by the Company’s Board of Directors in its business
judgment. In 2009 we had three special independent directors nominated by the
Special Nominating Committee, Messrs. Harold S. Handelsman, Luis Miguel
Palomino Bonilla, Gilberto Perezalonso Cifuentes, and Carlos Ruiz Sacristan.
In 2009, Mr. Emilio Carrillo Gamboa was our fourth independent director. At its
meeting on January 28, 2010, the Board of Directors determined that Messrs. Luis
Miguel Palomino Bonilla, Gilberto Perezalonso Cifuentes, Carlos Ruiz Sacristan
and Emilio Carrillo Gamboa were independent of management in accordance with
the requirements of the NYSE as such requirements are interpreted by our Board
of Directors in its business judgment.
To the best of the Company’s knowledge, no other relationship of affinity and/or
consanguinity exists among the other members of the Board, and between them and
the Executive Officers of Southern Copper Corporation.
110 \ Annual Report 2009 \ Southern Copper
special Committees of the board
SCC’s Board of Directors has organized the following Special Committees:
1. Executive Committee, sitting five members who substitute for the board
when sessions or decisions are required concerning urgent matters, or
which the board would have expressly delegated its mandate.
2. Comite de Auditoria, sitting three independent Board members who are
knowledgeable in accounting and financial matters. Its main purpose is to (a)
assist the Board in monitoring (i) the quality and integrity of the Company’s
financial statements; (ii) the qualifications and independence of the independent
auditors;(iii) the appropriate performance of the internal audit function; and
(iv) the Company’s compliance with legal and regulatory provisions; and (b)
prepare the report requirement by SEC rules.
3. Compensation Committee, comprising of four Board members, its principal objective
is to evaluate and establish the remunerations of senior officials and key employees at
the Company and its subsidiaries, and eventual raises in remuneration.
4. Special Committee Nominees, ccomprising of 2 independents Board members and,
one nominees by the Board, its principal objective is to promote and evaluate people
who are propose as Special and Independents Directors.
5. Corporate Governance Committee, Its four Board members have as their principal
role to advise the Board on its functions and needs, develop and recommend the
approval of the Company’s good governance principles, and overseeing the evaluation
of the Board’s and Management’s performance.
6. Administrative Committee, Designated by the Board for (Employee Retirement
Income Security Act – ERISA - USA) Benefits Plans. The Vice-President for
Finance and Chief Financial Officer is the Board-appointed Trustee for the
Southern Copper \ Annual Report 2009 \ 111
Company’s Benefits Plans subject to US regulations, including ERISA. This
Officer will appoint an Administrative Committee sitting four management
members whose purpose is to administrate and manage those plans and to
oversee the performance of the trust agents and others charged with investing
the plans’ monies.
Administration and board Income
Total remunerations of Board and Administration members, in relation to the
Company´s gross income is 0.37%.
Annual Meeting
The annual meeting of stockholders of Southern Copper Corporation will be held on
Thursday, April 29, 2010 at 9:00 hours. Mexico D.F. time, at Avenue Baja California
Nº 200, Twelve Floor, Colonia Roma Sur, Mexico City, Mexico.
COrPOrAtE OffICEs:
united States
11811 North Tatum Blvd., Suite 2500
Phoenix, AZ 85028, U.S.A.
Phone. +(602) 494-5328
Fax +(602) 494-5317
112 \ Annual Report 2009 \ Southern Copper
Mexico
Campos Eliseos No. 400 - 9 floor
Col. Lomas de Chapultepec, Mexico D.F.
Phone. +(52-55) 1103-5320, Ext. 5855
Fax +(52-55) 1103-5583
Peru
Avenue Caminos del Inca Nro. 171
Chacarilla del Estanque Santiago de Surco
Lima 33, Peru
Phone. +(511) 512-0440, Anexo 32111
Fax +(511) 512-0486
transfer Agent, registrar and stockholder services
The Bank of New York Mellon Corporation (BONY)
Shareowner Services
480 Washington Boulevard
Jersey City, NJ 07310-1900-0286
Phone +(800) 524-4458
Southern Copper \ Annual Report 2009 \ 113
dividend reinvestment Program.
SCC stockholders can have their dividends automatically reinvested in SCC common
shares. SCC pays all administrative and brokerage fees. This plan is administered by
The Bank of New York Mellon Corporation. For more information, contact The Bank of
New York Mellon Corporation at Phone +(800) 524-4458.
stock Exchange Listing.
The principal markets for SCC’s Common Stock are the New York Stock Exchange and
the Lima Stock Exchange. Effective February 17, 2010, SCC’s Common Stock changed
its symbol from PCU to SCCO on both the NYSE and the Lima Stock Exchange.
Others
The Branch in Peru has issued, in accordance with Peruvian law, ‘investment shares’
(formerly named labor shares) that are quoted in the Lima Stock Exchange under the
symbol SPCCPI1 and SPCCPI2. Transfer Agent, registrar and stockholders services
are provided by Banco de Credito of Peru at Avenue Centenario 156, La Molina, Lima
12, Peru. Phone +(511) 313-2478, Fax +(511) 313-2556.
Other Corporate Information
For other information on the corporation or to obtain additional copies of the annual
report, contact the Corporate Communications Department at our corporate offices.
1Proxy status, extension 3325 for Spanish
114 \ Annual Report 2009 \ Southern Copper
southern Copper Corporation
USA: 11811 North Tatum Blvd., Suite 2500, Phoenix, AZ 85028, U.S.A., Phone:
(602) 494-5328, Fax: (602) 494-5317.
NYSE Symbol: SCCO.
MEXICO: Campos Eliseos No. 400, 9 floor, Col. Lomas de Chapultepec
Mexico D.F.
Phone +(52-55) 1103-5000, Extension 5855
Fax +(52-55) 11 03 55 83
PERU: Avenue Caminos del Inca 171 (B-2), Chacarilla del Estanque, Santiago de
Surco – Lima 33 - Peru
Phone. +(511) 512-0440, Ext. 32111 Fax +(511) 512-0486
Web Page: www.southerncoppercorp.com
Email address: southerncopper@southernperu.com.pe
Form 10-K1.
Attached Form 10-K contains Management’s Discussion and Analysis of Financial
Condition and Results of Operations, Consolidated Combined Financial Statements
and the accompanying notes are an integral part of these Annual Report.
2Form 10-K, Telefono. +(511) 512-0440, anexo 3354
Southern Copper \ Annual Report 2009 \ 115
MEXICO. Cananea Complex
116 \ Annual Report 2009 \ Southern Copper
MEMbErS OF ThE bOard OF dirECTOrS
German Larrea Mota-Velasco
Oscar Gonzalez Rocha
Emilio Carrillo Gamboa
Alfredo Casar Perez
Alberto de la Parra Zavala
Xavier Garcia de Quevedo Topete
Genaro Larrea Mota-Velasco
Daniel Muñiz Quintanilla
Armando Ortega Gomez
Luis Miguel Palomino Bonilla
Gilberto Perezalonso Cifuentes
Juan Rebolledo Gout
Carlos Ruiz Sacristan
Audit Committee
Emilio Carrillo Gamboa, Presidente del Comite,
Luis Miguel Palomino Bonilla y
Gilberto Perezalonso Cifuentes
Southern Copper \ Annual Report 2009 \ 117
Executive Officers
German Larrea Mota-Velasco
Chairman of the Board
Oscar Gonzalez Rocha
President and Chief Executive Officer
Xavier Garcia de Quevedo Topete
President and Chief Executive Officer Southern Copper Minera
Mexico and our Chief Operating Officer
Genaro Guerrero Diaz Mercado
Vice-President, Finance and Chief Financial Officer
Jose de los Heros Ugarte
Vice-President Commercial
Vidal Muhech Dip
Vice-President, Projects
Armando Ortega Gomez
Vice-President, Legal, General Counsel and Secretary
Jose N. Chirinos Fano
Comptrollerr
Remigio Martinez Muller
Vice-President, Explorations
118 \ Annual Report 2009 \ Southern Copper
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Southern Copper \ Annual Report 2009 \ 119
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SOUTHERN COPPER CORPORATION
CORPORATE OFFICES: U.S.A
11811 North Tatum Blvd.,
Suites 2500, Phoenix, Az 85028, U.S.A
Phone: + (602) 494-5328
+ (602) 494-5317
Fax:
MEXICO
Campos Eliseos No. 400 piso 9
Col. Lomas de Chapultepec, México D.F.
Phone: + (52-55) 1103-5320, Ext. 5855
+ (52-55) 1103-5583
Fax:
PERU
Av. Caminos del Inca 171,
Chacarilla del Estanque,
Santiago de Surco, Lima 33, Peru
Phone: + (511) 512-0440, Ext. 3211
+ (511) 512-0486
Fax:
Symbol: SCCO
Web page:
www.southerncoppercorp.com
E-mail:
southerncopper@southernperu.com.pe
122 \ Annual Report 2009 \ Southern Copper
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