Notice of resolution adopted by board of directors granting financial assistance AngloGold Ashanti Limited \ Reg. No.1944/017354/06 76 Jeppe Street \ Newtown \ 2001 \ PO Box 62117 \ Marshalltown \ 2107 \ South Africa Tel +27 (0)11 637 6000 \ Fax +27 (0)11 637 6624 \ Website: www.AngloGoldAshanti.com 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 11 July 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 a general meeting held on 13 May 2013. 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 U.S. $1 250 000 000,00 8,5% notes due 2020. 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 ME Sanz Company Secretary 26 July 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 notice is required in terms of the Companies Act; shareholders should not respond to it. Directors: TT Mboweni (Chairman) \ S Venkatakrishnan (British/Indian) (Chief Executive Officer) \ R N Duffy (Chief Financial Officer) \ R Gasant NP January-Bardill \ MJ Kirkwood (British) \ Prof LW Nkuhlu \ SM Pityana \ RJ Ruston (Australian) Group General Counsel and Company Secretary : ME Sanz Perez Date: 26/07/2013 01:52:00 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.