Section 45 Notice AngloGold Ashanti Limited (Incorporated in the Republic of South Africa \ Reg. No. 1944/017354/06) ISIN No. ZAE000043485 – JSE share code: ANG \ CUSIP: 035128206 – NYSE share code: AU Website: www.anglogoldashanti.com NOTICE IN TERMS OF SECTION 45(5)(a) OF THE COMPANIES ACT, NO. 71 OF 2008 (“THE ACT”), OF THE RESOLUTIONS ADOPTED BY THE BOARD OF DIRECTORS OF NOTICE IN TERMS OF SECTION 45(5)(a) OF THE COMPANIES ACT, NO. 71 OF 2008 (THE “ACT”), OF THE RESOLUTION ADOPTED BY THE BOARD OF DIRECTORS OF THE COMPANY (THE “BOARD”), GRANTING FINANCIAL ASSISTANCE AS CONTEMPLATED IN SECTION 45(2) OF THE COMPANIES ACT Notice is hereby given, in terms of Section 45(5)(a) of the Act, that the Board of the Company has, on 14 February 2013, authorised the Company to provide financial assistance (as more fully described below) in terms of section 45 of the Act and pursuant to the authority granted to the Board by the shareholders in general meeting on 16 November 2011. The resolution adopted by the Board relates to a guarantee given by the Company to guarantee performance by AngloGold Ashanti Holdings plc, a wholly owned subsidiary of the Company, under a US$750 000 000.00 (seven hundred and fifty million United States dollars) syndicated bridge loan facility agreement to which the Company is party. The Board has, before authorising the Company to provide the financial assistance in terms of section 45 of the Act, satisfied itself that: * after considering all reasonably foreseeable financial circumstances of the Company, the Company would, immediately after providing the guarantee, satisfy the solvency and liquidity test as set out in Section 4 of the Act; * the terms of the transaction are reasonable and fair to the Company; and * all relevant provisions contained in the Company’s Memorandum of Incorporation in terms of financial assistance have been satisfied. For and on behalf of the Board ___________________________ Company Secretary 21 February 2013 The Company is required, in terms of section 45(5) of the Act to notify you, as it hereby does, of any resolution to provide financial assistance, where the total value of all such proposed assistance (with all other financial assistance granted during that financial year) may exceed one tenth of 1% (one percent) of the Company’s net worth at the time of the resolution. You are not required to respond to this notice. This is a notice required in terms of the Companies Act; shareholders are not required to respond Sponsor: UBS South Africa (Pty) Ltd Date: 21/02/2013 07:51:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.