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Results of the 72nd Annual General meeting of shareholders
AngloGold Ashanti Limited
(Incorporated in the Republic of South Africa)
Reg. No. 1944/017354/06
ISIN: ZAE000043485 – JSE share code: ANG
CUSIP: 035128206 – NYSE share code: AU
(“AngloGold Ashanti” or the “Company”)
4 May 2016
NEWS RELEASE
RESULTS OF THE 72nd ANNUAL GENERAL MEETING OF SHAREHOLDERS
AngloGold Ashanti shareholders are advised that at the annual general meeting of shareholders of the
Company held on Wednesday, 4 May 2016 (“Annual General Meeting”), save for the withdrawal of ordinary
resolution 5, all the ordinary and special resolutions, as set out in the notice of Annual General Meeting
forming part of the 2015 Notice of Annual General Meeting and summarised financial information for the year
ended 31 December 2015, were passed by the requisite majority of votes of shareholders present in person
or represented by proxy.
The total number of shares voted in person or by proxy at the Annual General Meeting was 322 061 712
shares representing 79% of AngloGold Ashanti’s issued share capital as at Thursday, 22 April 2016, being
the Voting Record Date.
The voting results were as follows:
1. Ordinary resolution 1 - Re-election of directors
Shares
Total shares voted
abstained
(1) (1)
Directors For (%) Against (%) Number % %
1.1 Mr R Gasant 99.88 0.12 321,623,134 78.90 0.11
1.2 Mr MJ Kirkwood 99.90 0.10 321,621,659 78.90 0.11
1.3 Mr S Venkatakrishnan 99.90 0.10 321,990,011 78.99 0.02
1.4 Mr D Hodgson 99.47 0.53 321,621,198 78.90 0.11
2. Ordinary resolution 2 - Reappointment of Ernst & Young Inc. as auditors of the Company
Total shares voted Shares abstained
(1) (1)
For (%) Against (%) Number % %
99.84 0.16 321,868,550 78.96 0.05
3. Ordinary resolution 3 - Re-election of Audit and Risk Committee members
Shares
Total shares voted
abstained
(1) (1)
Members For (%) Against (%) Number % %
3.1 Mr R Gasant 99.93 0.07 321,617,968 78.90 0.11
3.2 Prof LW Nkuhlu 99.90 0.10 321,617,918 78.90 0.11
3.3 Mr MJ Kirkwood 99.94 0.06 321,619,840 78.90 0.11
3.4 Mr RJ Ruston 99.91 0.09 321,621,585 78.90 0.11
3.5 Mr A Garner 99.97 0.03 321,619,145 78.90 0.11
3.6 Ms M Richter 99.97 0.03 321,619,145 78.90 0.11
4. Ordinary resolution 4 - General authority to directors to allot and issue ordinary shares
Total shares voted Shares abstained
(1) (1)
For (%) Against (%) Number % %
95.53 4.47 319,299,422 78.33 0.68
5. Ordinary resolution 5 - Proposed amendments to the Share Incentive Schemes, including but not
limited to the AngloGold Ashanti Long Term Incentive Plan 2005 (LTIP) and the AngloGold Ashanti
Bonus Share Plan 2005 (BSP) (collectively, the “Share Incentive Schemes”) to increase the aggregate
limit of the number of AngloGold Ashanti ordinary shares to be utilised for purposes of the Share
Incentive Schemes
In light of the redesign of incentive structures discussed in the 2015 remuneration report, the Board has
decided on a transitional approach, within the framework of the current scheme, to address outstanding
incentive obligations. Any new incentive scheme that involves shares will be submitted to shareholders
for approval, when finalised. The Board of the Company, therefore, withdrew ordinary resolution 5 from
the business to be considered and voted upon by the shareholders.
6. Ordinary resolution 6 - Proposed amendments to the Share Incentive Schemes
Total shares voted Shares abstained
(1) (1)
For (%) Against (%) Number % %
99.74 0.26 318,914,783 78.23 0.77
7. Ordinary resolution 7 - Non-binding advisory endorsement of the AngloGold Ashanti remuneration
policy
Total shares voted Shares abstained
(1) (1)
For (%) Against (%) Number % %
87.17 12.83 320,837,194 78.71 0.30
8. Special resolution 1 - Remuneration of non-executive directors
Total shares voted Shares abstained
(1) (1)
For (%) Against (%) Number % %
91.24 8.76 321,566,256 78.88 0.12
9. Special resolution 2 - General authority to directors to issue for cash, those ordinary shares which the
directors are authorised to allot and issue in terms of ordinary resolution 4
Total shares voted Shares abstained
(1) (1)
For (%) Against (%) Number % %
96.20 3.80 319,284,000 78.32 0.68
10. Special resolution 3 - General authority to acquire the Company’s own shares
Total shares voted Shares abstained
(1) (1)
For (%) Against (%) Number % %
99.97 0.03 319,174,853 78.30 0.71
11. Special resolution 4 - General authority to provide financial assistance in terms of Sections 44 and 45
of the Companies Act
Total shares voted Shares abstained
(1) (1)
For (%) Against (%) Number % %
99.85 0.15 319,247,109 78.32 0.69
12. Special resolution 5 - The creation of C redeemable preference shares of no par value
Total shares voted Shares abstained
(1) (1)
For (%) Against (%) Number % %
99.26 0.74 318,898,398 78.23 0.78
13. Special resolution 6 - Amendment of the Company’s Memorandum of Incorporation
Total shares voted Shares abstained
(1) (1)
For (%) Against (%) Number % %
99.86 0.14 318,891,642 78.23 0.78
Special resolution 6 will be filed with the Companies and Intellectual Property Commission in
accordance with the requirements of the Companies Act, No. 71 of 2008.
14. Ordinary resolution 8 - Directors’ authority to implement special and ordinary resolutions
Total shares voted Shares abstained
(1) (1)
For (%) Against (%) Number % %
99.80 0.20 318,900,694 78.23 0.78
(1)
Expressed as a percentage of 407 641 195 AngloGold Ashanti ordinary shares in issue as at Thursday,
22 April 2016, being the Voting Record Date.
ENDS
4 May 2016
Johannesburg
JSE Sponsor: Deutsche Securities (SA) Proprietary Limited
Contacts
Media
Stewart Bailey +27 81 032 2563 / +27 11 637 6031 sbailey@anglogoldashanti.com
Chris Nthite +27-83-301-2481 cnthite@anglogoldashanti.com
Investors
Stewart Bailey +27 81 032 2563 / +27 11 637 6031 sbailey@anglogoldashanti.com
Fundisa Mgidi +27 11 6376763 / +27 82 821 5322 fmgidi@anglogoldashanti.com
Sabrina Brockman +1 212 858 7702 / +1 646 379 2555 sbrockman@anglogoldashanti.com
Certain statements contained in this document, other than statements of historical fact, including, without limitation, those concerning the economic outlook for the gold mining industry, expectations
regarding gold prices, production, cash costs, all-in sustaining costs, all-in costs, cost savings and other operating results, return on equity, productivity improvements, growth prospects and outlook
of AngloGold Ashanti’s operations, individually or in the aggregate, including the achievement of project milestones, commencement and completion of commercial operations of certain of AngloGold
Ashanti’s exploration and production projects and the completion of acquisitions, dispositions or joint venture transactions, AngloGold Ashanti’s liquidity and capital resources and capital
expenditures and the outcome and consequence of any potential or pending litigation or regulatory proceedings or environmenta l health and safety issues, are forward-looking statements regarding
AngloGold Ashanti’s operations, economic performance and financial condition.
These forward-looking statements or forecasts involve known and unknown risks, uncertainties and other factors that may cause AngloGold Ashanti’s actual results, performance or achievements to
differ materially from the anticipated results, performance or achievements expressed or implied in these forward-looking statements. Although AngloGold Ashanti believes that the expectations
reflected in such forward-looking statements and forecasts are reasonable, no assurance can be given that such expectations will prove to have been correct. Accordingly, results could differ
materially from those set out in the forward-looking statements as a result of, among other factors, changes in economic, social and political and market conditions, the success of business and
operating initiatives, changes in the regulatory environment and other government actions, including environmental approvals, fluctuations in gold prices and exchange rates, the outcome of pending
or future litigation proceedings, and business and operational risk management.
For a discussion of such risk factors, refer to AngloGold Ashanti’s annual report on Form 20-F for the year ended 31 December 2015, which was filed with the United States Securities and Exchange
Commission (“SEC”). These factors are not necessarily all of the important factors that could cause AngloGold Ashanti’s actual results to differ materially from those expressed in any forward-looking
statements. Other unknown or unpredictable factors could also have material adverse effects on future results. Consequently, readers are cautioned not to place undue reliance on forward-looking
statements. AngloGold Ashanti undertakes no obligation to update publicly or release any revisions to these forward -looking statements to reflect events or circumstances after the date hereof or to
reflect the occurrence of unanticipated events, except to the extent required by applicable law. All subsequent written or oral forward-looking statements attributable to AngloGold Ashanti or any
person acting on its behalf are qualified by the cautionary statements herein.
This communication may contain certain “Non-GAAP” financial measures. AngloGold Ashanti utilises certain Non-GAAP performance measures and ratios in managing its business. Non-GAAP
financial measures should be viewed in addition to, and not as an alternative for, the reported operating results or cash flow from operations or any other measures of performance prepared in
accordance with IFRS. In addition, the presentation of these measures may not be comparable to similarly titled measures other companies may use. AngloGold Ashanti posts information that is
important to investors on the main page of its website at www.anglogoldashanti.com and under the “Investors” tab on the main page. This information is updated regularly. Investors should visit this
website to obtain important information about AngloGold Ashanti.
Incorporated in the Republic of South Africa Reg No: 1944/017354/06
ISIN. ZAE000043485 – JSE share code: ANG CUSIP: 035128206 – NYSE share code: AU
Website: www.anglogoldashanti.com
Date: 04/05/2016 05:30:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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