ANGLO AMERICAN AGM 21st APRIL 2011

SIR JOHN PARKER: Well a very good morning ladies and gentlemen and welcome to the Anglo American AGM and especially to those of you who may have travelled some distance to be with us.

Before we start the meeting properly, I need to give you some safety information. Please listen carefully to the following emergency instructions, look for your nearest marked fire exit now. In the unlikely event of an emergency during the AGM, a warning sign will be given and an announcement will be made over the public address system and if an immediate evacuation is necessary, trained staff in highly visible jackets, will be available to assist you. You should leave the building by the nearest available fire exit stairs, as in an emergency you will not be able to use the passenger lifts. Make your way to the assembly point which is across the road and near the column outside Westminster Abbey, opposite the front of this conference centre’s main entrance. Anyone requiring special evacuation assistance because of impaired mobility should make themselves known to one of the marshals if they haven’t already done so. Thank you.

Notice of this meeting was sent to shareholders on the 21st March 2011 and a quorum is present and I therefore declare this meeting duly constituted. The Notice convening the meeting has been in your hands for the prescribed period and I propose that it be taken as read. Is this agreed? Thank you. In accordance with best practice, we’re going to hold a poll on each resolution and you should have been given a handset at registration for the purpose of voting your shares. If you have not been provided with a handset as a shareholder, or you experience any difficulties with it, would you please raise your hand and one of the marshals will assist you. You’re all equipped? Good. Thank you very much.

Before I mention some of the many achievements of your company over the last year, I would like to say just a few words about what I believe a board of directors should do in terms of leading and guiding companies. Speaking from my own experience of a large number of boardrooms – with Anglo American being my 5th FTSE 100 chairmanship – I cannot lay too much emphasis on how important it is to have a team of directors with a blend of skill sets and experience that can provide quality leadership in the boardroom.

As your Chairman, I take considerable care in leading the process to build the highest quality Board here at Anglo American, and one where we create the professional openness and culture of transparency and respect that encourages lively internal debate. It is in that vein that we endeavour to seek constant improvement in all our Board management and administrative processes, with the aim of keeping at the forefront of best boardroom practice.

We are also aiming to increase the proportion of women on the Board from today’s 20 per cent to around 30 per cent (excluding the Chairman) by the end of 2012 – well ahead of the 2015 25 per cent target date recommended in the recently issued Davies Report, on which committee I served.

At this juncture, I should like to take the opportunity to acknowledge and thank all the members of the Board team, who collectively are making a significant contribution to our Board debates, while also serving individually on the Board’s vitally important underlying committees.

You will notice a new face here today. I am pleased to welcome Phuthuma Nhleko, who was appointed a non- executive director last month. Under Phuthuma’s leadership over the past nine years, MTN has been transformed from a highly successful South African mobile operator into a very considerable international force in mobile telecommunications services in emerging markets. His broad international business experience and his civil engineering background will lend further strength to our Board.

1 It is to our longest-standing member, however, that I especially want to pay tribute today. Nicky Oppenheimer notified the Board some months ago of his wish to retire from his position as a non-executive director, at the end of today’s AGM, after 43 years with the Anglo American Group.

On behalf of the Board, I would like to express our thanks to Nicky for his significant contribution to the Group over such a long period. Anglo American’s origins in South Africa more than 90 years ago lay in the hands of Nicky’s grandfather, and that legacy lives on. Sir Ernest Oppenheimer’s commitment that Anglo American should make a positive and sustainable difference to the communities around its mining operations, and to wider society, is deeply embedded in the way we do business today. Personally, I have greatly valued Nicky’s advice and wise counsel since I became chairman 21 months ago and we will all miss these qualities, as well as his sound business sense and integrity. We wish him well and look forward to a continued strong and productive relationship through our respective interests in De Beers.

I would also like to pay tribute to the management team under Cynthia Carroll’s leadership as our chief executive. Cynthia has worked tirelessly, with a great focus on executing the Board’s strategy. We not only have a top-class team, with an impressive record of innovation and leadership in exploration, in engineering and in our mining operations, but highly skilled employees across the world who are making a real difference every day.

I have now had the privilege of visiting all our global business units and major projects and I am not only deeply impressed by the commitment of our people, wherever they work, but by their dedication and professionalism in living out Anglo American’s values.

This was brought home to me on a recent visit to the disastrous flood areas in Queensland in Australia. Our people at Metallurgical Coal carried out heroic acts just after Christmas in evacuating an entire community threatened with exceptional flood levels. They took over the local airfield to co-ordinate more than 90 helicopter flight movements and used trucks from the mine to evacuate 328 residents, put them into Anglo American’s temporary accommodation, and fed and clothed them for the following two weeks.

We witnessed similar involvement of our Chilean management and employees in the 2010 Chilean earthquake, where not only was all possible assistance offered in the rescue operations, but where our management took responsibility to rebuild the local schools that had been devastated in the earthquake.

I speak for the entire Board in saying we are really proud that the management teams there cared enough and felt empowered to help the community because they worked with the right Anglo American values.

Turning to Anglo American’s performance last year.

Let me start with Safety. 2010 was marked by yet another major improvement in our safety performance. Over the past four years, under Cynthia Carroll’s leadership, the number of deaths recorded across our Group has been reduced by two-thirds. However, our ultimate aim of zero harm is not just attainable, but is now being seen to be possible. All of us in this industry need to remain very committed to this goal.

Now, to touch on a subject that is very dear to us all,.. the dividend. As you know, last year we restored dividend payments. The Board believes that it is prudent to provide shareholders with a dividend they can rely on through the cycles. Against this background, the Board has proposed a final dividend to this meeting of 40 cents per share, thereby establishing a new base annual dividend of 65 cents per share.

From a financial standpoint, we experienced a strong resurgence, with steadily rising demand and higher prices for all of the commodities in our mining portfolio, though the strength of local currencies, and particularly the South African rand, somewhat dampened our overall performance.

In 2010, Group operating profit almost doubled to $9.8 billion, while cash flow generation from our operations improved from $4.1 billion to $7.7 billion. In addition, our balance sheet position improved significantly on the back of the excellent progress we made in our orderly disposal programme.

Looking ahead, we have one of the strongest near-term project pipelines in the mining industry, which is set to grow our production by around 50 per cent by 2015.

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I am delighted to report that one of our four largest current investment projects – the Barro Alto nickel operation in Brazil – produced its first metal at the end of last month. Furthermore, our biggest current project, the Minas- Rio iron ore project in Brazil, has been significantly de-risked by the receipt of the key mining permit and primary installation licence, as well as the securing of a long-term port tariff agreement.

At Anglo American, we have now implemented a single, integrated Group project-management system, including a risk-based method of capital approval for new projects; this is bringing greater rigour to the project delivery process.

Operating our businesses in a socially and environmentally responsible way, and earning trust, are fundamental to our licence to operate and to delivering long term value to our investors. Thus, a key focus area in 2010 was the launching of a major Group-wide project to facilitate greater local procurement by our operations. Aside from the significant numbers we employ, we firmly believe that our procurement budget of around $13 billion this year represents one of our most important opportunities to help further develop local communities.

During the year we also brought a much greater focus to measuring our social performance. We have therefore developed a standardised suite of output key performance indicators for our social investment programmes that will be used across all our operations.

We are also re-doubling our efforts on environmental issues, focusing on new technologies to address the twin challenges around the world of water scarcity and climate change – global priorities in relation to which South Africa will be the centre of world attention as we prepare for the COP 17 conference in Durban later this year.

As a major coal producer and consumer of energy, we also continue to play a proactive role in the ongoing international debate around carbon alleviation, as well as developing our own technological response. We remain committed to reducing our own carbon emissions – focusing not only on carbon capture and storage, but also on new technologies, such as algae, that can be used to produce sustainable fuels. We are also closely involved in research to study the role of platinum group metals in a cleaner energy mix, especially in fuel-cell technologies.

More broadly, we continue to support leading international initiatives to promote responsible corporate activity. We remain committed to the UN Global Compact as well as the Extractives Industry Transparency Initiative, and continue to support the Investment Climate Facility for Africa. We are also actively engaged in discussions around the review of the OECD Guidelines for Multinational Enterprises, and we play an active role in support of the Voluntary Principles on Security and Human Rights – while earlier this year we entered a new partnership with peacekeeping organisation International Alert, one of the world’s leading conflict-prevention and -resolution organisations.

We are also gaining increasing recognition for our social and sustainable development performance. In 2010, we received the prestigious CommunityMark award from Business in the Community for excellence in community engagement and development, and became the only mining company to have a commitment to meeting the MDGs accepted by the UN Development Programme’s Business Call to Action. We also achieved Platinum status in the Business in the Community Corporate Responsibility Index. In March this year, our commitment to sustainability was further recognised in the announcement that Anglo American was to be included in the FTSE4Good Index, the index of companies that meet a series of stringent corporate responsibility standards. This has since been followed by our inclusion as one of the three mining company sustainability leaders in the top-tier Gold Class section of the just-published Dow Jones Sustainability Yearbook.

Now, to our visitors from Alaska… I appreciate that we may have here today both critics and supporters of the Pebble project, as well as those who have not yet made up their minds but support the project’s right to be allowed to go through the permitting process. We look forward to any questions you may wish to pose on Pebble. Although I have not had the opportunity of seeing the project for myself, I would like to say that I am looking forward to visiting your state as soon as my diary permits, and to meeting with many of you and listening to a wide cross-section of opinion. Indeed, I was very privileged that Cynthia Carroll and I were able to meet with a delegation from Alaska yesterday in our offices at Anglo American in London.

3 Of course, I think all of you know by now the keen interest that our American CEO has in the project. In fact, Cynthia was there only last month. And I am delighted that we have with us today the Pebble Partnership’s CEO John Shively. I think that all of us, whatever our opinions on the project, will acknowledge John’s exemplary record and commitment to Alaska and Alaskans.

Those of you who attended last year’s AGM may recall that, speaking from the floor through a representative, Alpheos Blom, a former gold mine worker, shared his story of ill health – he said he was suffering from silicosis and that he had also contracted tuberculosis. This week we also received a letter from an organisation called AIDS & Rights Alliance for Southern Africa in support of former gold mineworkers.

I would also like to express on behalf of the Board of Anglo American our sympathy for Mr Blom’s difficulties, as I did last year. I have personally been following this matter closely for some time and we want to try to do something about this.

The background to this is that, in 2004, Mr Blom, along with seven other former gold mine workers, instituted individual legal actions in South Africa against our wholly owned subsidiary Anglo American South Africa, and further individual actions have followed.

Anglo American believes that the claims against it are ill-founded, and that this will be demonstrated in the course of the proceedings.

I understood Mr Blom to be concerned about the length of time that it is taking for his claim to be decided by the Courts in South Africa, and he has asked for our help. In an effort to expedite the claims, Anglo American had already taken the unusual step some time ago of agreeing with Mr Blom and the other initial claimants upon a way to streamline the progress of their claims ahead of any trial date, while also attempting to find an alternative method of resolving the disputes outside of the formal court process.

Practically, it appears that Mr Blom's claim, brought in 2004, may only be heard with other claims brought in 2009. In addition, this month we were notified that Mr Blom's claim is to be amended by his lawyers for the ninth time. As a result, I am advised that these claims are still not likely to come to trial for a considerable period of time.

In the circumstances, Anglo American – despite denying all liability – will respond positively to Mr Blom's request for help. Cynthia will provide some further information on what Anglo American is doing in terms of our humanitarian response in her address in a few moments.

Finally, turning to the economic outlook. The major emerging economies continue to grow strongly, with China posting close to double-digit GDP growth rates and India beating expectations in recent quarters. The US economy has also strengthened over the past six months, with signs of a distinct improvement in consumer spending and business investment.

Several shocks, however, have buffeted the world economy recently. Political turmoil in North Africa and the Middle East has pushed oil prices to near-record levels, adding to inflation worries in many economies. Japan is not only counting a devastating human cost; it appears the economic costs could also be considerable. There is also the continuing crisis in Europe, which has the potential to unsettle financial markets.

While these events could be a drag anchor on the world economy this year, the medium- to longer-term outlook looks robust. Japan’s reconstruction and the US’s drive to upgrade its infrastructure will be important trends in the next five to 10 years for this company. In addition, China and other emerging economies still have considerable growth potential as their living standards converge on those of the major advanced economies. China and India’s continuing development with the emergence of their huge consumer market is likely to be a defining economic trend in the next 20 years.

Against that background, we believe your company is well positioned to benefit in 2011, and well beyond, from the ambitious growth programmes of the world’s major economies.

I will now with pleasure hand the floor to Cynthia, who will provide you with further insight.

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APPLAUSE

CYNTHIA CARROLL: Thank you very much Chairman. Good morning, everyone. It’s good to see you here today. Thank you all for coming to our annual meeting, particularly those who have travelled so far to be with us.

Let me begin with just a brief word on the global economy… During 2010, we saw commodity prices continue to increase, with near-record highs recorded for several commodities by year end. China and India led a strong economic recovery in emerging economies, following timely policy stimulus; but in the second half of the year, the advanced economies also gained traction. The US has strengthened significantly, with positive trends in domestic consumption and investment spending. Germany and Japan have also rebounded, helped by surging exports to China.

2010 was a very good year for Anglo American and our financial performance certainly reflected delivery on all fronts. Our goal of becoming the leading global mining company is within our reach as we continue to deliver our world class projects, greater efficiencies, and pursue new growth opportunities.

But let me first start by talking about safety. Right across the business, we continue to focus on our safety performance – day in, day out. This determination is bringing results. We are starting to make a real difference to our people within Anglo American and across the mining industry, particularly in South Africa, by setting new benchmark standards for safety practices.

Over the past four years, we have achieved a 66 per cent reduction in the number of people who have died while on company business, as well as a 51 per cent reduction in lost-time injury rates. This represents a significant improvement; however, sadly and regrettably, 15 people lost their lives in 2010.

This is a stark reminder that we still have a lot further to go to achieve our goal of zero harm; so we have stepped up our efforts to achieve this by auditing what we do well and what we don’t do so well, as well as spreading best practice across the group.

By way of example, 3,000 employees at our Australian operations stopped work on the 28th of February this year to discuss and share ideas on how to improve safety performance. A month on from that meeting, encouraging signs have emerged with statistics showing improved safety for March.

Turning to our financial performance; EBITDA climbed to $12 billion; we almost doubled our operating profit, to $9.8 billion and our underlying earnings per share, which reached 4 dollars and 13 cents. And, of course, we reinstated the dividend, with a proposed total of 65 cents for the year – our new base annual dividend level; and you will recall that we have achieved this while maintaining investment in our major growth projects without recourse to you, our shareholders, during the economic downturn.

We are continuing to deliver on our clear strategic objectives… We have a unique and well diversified portfolio, in our chosen, structurally attractive, commodities. Our seven focused commodity businesses are driving superior operating performances.

Let me just speak for a minute on asset optimisation and supply chain, because we are really seeing the benefits of leveraging our scale. In reaching $2.5 billion in 2010, we comfortably exceeded our target of delivering $2 billion in benefits by the end of 2011 – and this is from our core businesses alone.

We are also seeing the benefits from the re-organisation of our business as we realise strong productivity improvements and drive our operations to the lower quartiles of their cost curves. For example, we’ve transformed our Platinum business, moving it down the cost curve with a 23 per cent increase in productivity since 2008, containing cash operating costs below inflation, while exceeding our platinum production target for the year of 2.5 million ounces.

Elsewhere in the Group, our Kumba Iron Ore, Metallurgical Coal, and Nickel businesses also delivered productivity gains. Notably, our associate De Beers is clearly reaping the rewards following its own comprehensive restructuring, as well as the much-improved trading environment for diamonds.

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Importantly, we have significantly strengthened our balance sheet through the planned disposal of businesses considered non-core to our future; we have announced $3.3 billion of proceeds from divestments, contributing to the reduction of our net-debt position to $7.4 billion at year end.

I would like to highlight the success of our divestment programme. This is already well advanced, with our zinc portfolio, Moly-Cop and AltaSteel, five undeveloped coal assets in Australia and a number of Tarmac's European businesses all being sold. Then, in February this year, we announced our agreement to combine the UK businesses of Tarmac and Lafarge. The 50:50 joint venture will create a leading UK construction-materials company, with a portfolio of high-quality assets and strong brands in the marketplace. Now, turning to our growth… Anglo American has an exceptionally strong near and medium term growth position – we expect to increase our organic production by 50 per cent by 2015. Our four major growth projects – in which we continued to invest through the downturn – are making excellent progress, enabling us to start up a new mining operation every six to nine months over the next few years. We are proud of having one of the largest organic growth pipelines in the mining industry, with $17 billion of projects already approved.

And in the next three years, we expect to approve a further $16 billion of projects… starting later this year with the Quellaveco copper project in Peru – once we obtain the necessary water permits.

Moreover, as the Chairman has mentioned, we are bringing much more rigour and discipline to the process of project delivery – an area which traditionally has been a challenging one for the mining industry.

Looking at our four major current projects – in the order they will come on stream:

First, Barro Alto in Brazil has already come on stream, as we produced the first nickel at the end of last month in line with our commitment to shareholders. Barro Alto uses proven – and therefore low risk – laterite-processing technology and is well positioned in the lower half of the cost curve, with an extremely attractive margin.

We expect Barro Alto’s cash-cost position to be a little over $4 per pound, while today nickel is trading at around $12 per pound. Barro Alto will double our total nickel output of around 40,000 tonnes a year when it reaches full capacity next year and we are assessing two other nickel prospects in Brazil which have the potential to add a further 66,000 tonnes of production, with upside even beyond that.

Also this year – in the fourth quarter – we expect to commission our Los Bronces expansion project in Chile. This will produce an additional 270,000 tonnes of copper per year over the first five years and 200,000 tonnes per year over the life of mine, at highly attractive cash operating costs, and will make Los Bronces one of the world’s top five copper producers. Los Bronces’ reserves and resources support a mine life of over 30 years and there are also further expansion opportunities there.

In the middle of next year, the 9 million tonne per year Kolomela iron ore project in South Africa will begin production – again, with a very competitive cost position. This will take Kumba comfortably past the 50 million tonne production level per year.

And lastly, we have made substantial progress with our 26.5 million tonne per year Minas-Rio iron ore project in Brazil. We have secured a number of key approvals, including the mining permit and the second part of the installation licence for the mine, beneficiation plant and tailings dam. With these approvals in hand, we have begun the civil works for the beneficiation plant and tailings dam construction.

It should now take between 27 and 30 months to construct and commission the mine and plant, complete the project, and deliver the first ore on ship. During 2010 we continued to study the expansion potential of Minas-Rio and our latest resource estimate provides a total resource of at least 5.3 billion tonnes; this is almost four times the resource when we first acquired an interest the project.

We have also secured an extremely competitive cost position for the project by reaching agreement with our partners at the Açu port on a fixed, 25-year, iron ore port tariff. This gives us a clear, first-quartile cost position for Minas-Rio. The optionality we have for port expansion and our priority rights for iron ore shipments, make this port facility a key strategic asset for us in Brazil.

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Looking beyond these near-term projects, we have significant further growth options from our $50 billion unapproved and world class project pipeline that has the potential to support a doubling of Group production over the next decade.

Mining, of course, is a long term business. That necessitates taking a long term view… with a company like Anglo American often considering investing in mining operations and projects not just for the next 10 or 20 years, but for many generations to come. Our ability to positively impact those communities around our operations, therefore, is an area of major focus, in order to ensure a long-term legacy built on respect, responsibility and integrity.

These characteristics were particularly evident in our response to two unforeseen natural events that our chairman has mentioned. Our Copper business was able to build six fully equipped replacement schools within six weeks of the earthquake in Chile last year, enabling 4,500 children to complete their school year. A similar response was seen by our Metallurgical Coal business in Queensland, Australia, following the devastating flooding over the New Year period, providing accommodation, meals and amenities to hundreds of evacuees. We are proud of our people and the difference they continue to make.

At this juncture, I want to extend a warm welcome to any fellow Americans who have travelled from Alaska to be with us at this year’s AGM. I’m glad that we had a chance to meet some of you and discuss your views yesterday and that I had an opportunity to listen to the spectrum of opinion when I was up in Anchorage, Iliamna and New Halen again just last month. We held a town hall meeting with around 70 people in Iliamna and we met with others in Anchorage, including government officials, local business people, the Bristol Bay Native Corporation and others.

Then, just two weeks ago, I was in Australia and visited Moranbah and the site of our proposed Grosvenor met coal project. We met with local government and other local stakeholders to discuss our shared vision for growth in the region and announced plans for a $20 million investment in services and infrastructure for the local community.

And last Fall I visited southern Peru where we are progressing our Quellaveco copper project; again, we met with the regional President and a number of local business people who are benefiting from our entrepreneurial development programme.

Anglo American fundamentally believes in partnerships and committing to the right foundation work with communities and other stakeholders, recognising that we are working together for the long term.

Sir John also talked about our concern for the difficulties of Mr Blom and his fellow claimants. I would like to add my own voice to that of the chairman and express my personal sympathy and concern.

This is one of those situations where, even though Anglo American firmly believes it is not liable, it has decided, as a responsible corporate citizen, to respond to the request for assistance.

I am pleased to report that Anglo American will make proposals to the claimants' attorneys to provide appropriate medical treatment for the claimants insofar as they do suffer from silicosis or silico-tuberculosis. The cost of this treatment will be borne entirely by Anglo American.

This proposal will be made on humanitarian grounds, without any admission of liability. If accepted, it will mean the claimants will very soon benefit from proper medical treatment, which will continue for as long as it takes their claims to be finally resolved by the Courts.

So, finally, looking ahead for the mining industry, the economic outlook is positive. Sustained industrialisation and urbanisation in China and India continue to underpin growth in commodity demand. Their economic potential is massive, given the likely convergence of their living standards on those in the major advanced economies. Increased consumer confidence, particularly in China and India, is creating support for strong demand and pricing, and is especially evident in our diamond business. We are seeing steel industry demand growth both in parts of Europe and, strongly, in China.

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There are clearly challenges in the coming months, with austerity packages in many European countries and with the recent oil price jump. And the effects of the devastating earthquake and tsunami in Japan have not yet flowed through to the global economy.

But we are confident about the medium to long term supply and demand drivers. These are grounded in the emerging economies’ ongoing heavy investment in infrastructure and their strongly growing middle class, which will continue to underpin demand growth. Mining is the lifeblood of global economic growth in the 21st century and Anglo American has the long-life resources of many of the metals and minerals to help sustain that growth.

As an executive team, we continue to drive together. Never before has Anglo American had such a collaborative and supportive team of executives, working across the business units and across the geographies to drive performance and value delivery. We have a clear, focused strategy. We have an outstanding project pipeline, with a new mine coming on stream every six to nine months over the next few years. There are exciting prospects in all of our business units. We had a very good year last year. And while the first quarter of this year has seen some bumps in the road due to unprecedented weather conditions across the southern hemisphere, the outlook is favourable for our chosen commodities, and we are well placed to capitalise on that.

We have the people, we have the balance sheet and we have the resources to become the leading global mining company, and to continue to deliver exceptional value to you, our shareholders.

Thank you.

APPLAUSE

SIR JOHN PARKER: Well thank you very much Cynthia. We will now move to take any questions arising out of the business set out in the Notice of the Meeting and I would remind you that this is the one real opportunity you have to put your questions. Now in the interest of permitting all those shareholders who wish to ask a question, the opportunity to do so, could I ask that your questions are succinct and relevant to the business of the meeting? If you have a blue card, please raise it if you have a question so that a microphone can be brought to you and please, would you give your name and where relevant the organisation you represent. Thank you. Yes sir.

ALAN DIAMOND: Good morning Mr Chairman. My name is Alan Diamond; I’m representing my own interests in this company and that of my wife, Sheila. One cheer for partially restoring the dividend, however this payment as shareholders will observe is well below the 86 cents per share paid in 2007. The proposed payment is covered by I believe 6.35 times by earnings. This is surprising since most commodities are, with the exception of gas, trading at all-time highs, or close to their all-time high. Why is there such hesitation in being more generous with the dividend payment, bearing in mind most FTSE companies, dividends are covered 2 to 2.5 times at most? I did write to you and spoke at the previous Annual General Meeting, questioning the decision to sell our remaining holdings in Anglo Gold Ashanti to Paulson & Co, a very successful hedge fund company. At that time gold traded at under $1000 dollars an ounce and yesterday, the price has risen at close of business to $1500 dollars an ounce, not one of Ms Carroll’s finest moments. I raise the issue again since I notice that Mr Oppenheimer is to retire from the Board and with his personal holding to include family interest, valued at close on one billion pounds, why did the Board not invite his son or a nominee to become a member, to represent his interests in the company? Or could it be that Ms Carroll has in mind to divest or reduce Anglo American’s holding in De Beers and if this were the case, could a special dividend be paid to shareholders, to replace the lack of income we have suffered since 2007. Thank you.

SIR JOHN PARKER: Thank you very much Mr Diamond. It’s good to have you here and I see you on other occasions as well. First of all, in terms of the dividend, I think when I arrived twenty one months ago, the prospects of restoring the dividend for perhaps two or three years looked pretty grim. Secondly, I would remind shareholders that unlike a number of our other competitors, we did not go to shareholders to get our balance sheet restored during the crisis and that was good, self-help management by controlling our capital spend through that period, slowing it down and Anglo managed to get through without a call on fresh capital from the shareholders, so I would like you to bear that in mind as background to the decision. Secondly, on the

8 restoration of the dividend, every Board has to look at its own circumstances, not just mathematical cover. First of all we have to balance our capital expenditure. This year it will be somewhere around $6.5 billion; now that’s a significant amount of money but it will grow your company and we have to balance the growth, investments and feeding our pipeline to grow this company in an organic way. So balancing growth and balancing and restoring our balance sheet strength – our balance sheet took a real hammering through the crisis and we had to get our debt down. So getting our debt down - number one. Restoring full speed ahead on our investment programme and also managing to restore the dividend, I think at a surprising speed for many of our investors was a proper balancing act that boards have to perform. As for gold, the decision to sell our gold interest was taken before Ms Carroll arrived and indeed, certainly before I arrived because by the time I arrived the sale of the final shareholding was either completing or about to complete. So I can’t say further on that. We have to deal with things as they are and not as they or should have been.

In terms of nominations to the Board. It’s not Ms Carroll’s decision, it’s the Nomination Committee of the Board that decides who is appointed to the Board and that is comprised, several of our non-Executive Directors, (you will find it in the Annual Report). That collective group, along with myself make decisions about who should come on the Board and the suitability of candidates to fulfil our specifications. You will see in this year’s report that the committee has actually mapped out the qualifications for the next two or three non-Executives that we will appoint to the Board. We do not discuss what goes on in that committee and therefore I cannot answer your personal question. Thank you. Yes sir, in the front.

DR LOKE: Good morning Mr Chairman, distinguished members of the Board and my fellow shareholders. My name is Loke and I’m a shareholder of this company. Sir, I would like to ask a four pronged question based on strategy one. I congratulate the Board, the CEO and its senior staff for paring down the non core assets of this company to be hopefully lean and mean in the constructive and positive sense. I ask myself where do we go from here? There are four options here and these are the basis of my questions. The first is that the Board and the CEO could have so-called bolt on acquisitions because after all, Anglo American is a global mining and natural resources company, predominantly in platinum or so-called PGM metals, in diamonds, in metallurgical coal and thermal coal, in iron ore, in copper and in nickel. It could quite easily have bolstered its very small, or the smallest segment in copper, for example when Australia in the name of Equinox, offered itself for sale, but it is not willing to take that copper share or to increase its share in copper. It could of course, you know, have struck a deal with Antafagasta, it is not making any move whatsoever at all and with regards to nickel, Ferro- nickel as it is, you have only two very smallish mines in global terms, one in Brazil called Codemin another one in Venezuela called Loma de Nicquel. You have this Barro Alto project which I don’t know much about it but I would, as an aside be very much enlightened if you can tell us what’s the big deal about that? But nevertheless, nickel, you’re not making any move to have any bolt on acquisitions as well, so that puts paid to that. With regards to coal, which is the hottest topic at this moment in time, especially, I regret to say with the Fukushima Daiichi nuclear problem, that everybody is clambering for coal the old fashioned way and Xstrata, as we have seen, set world class prices that have never ever been seen before and are still escalating as we speak. Well, there was a coal mine being offered for sale somewhere in Southern Africa, by the name of Riversdale and that has been taken by one of your peer groups, Rio Tinto. You make no moves to fight for that in any case. There was also another Indonesian big coal mine, the fifth biggest coal mine in the world, Bumi plc as it would soon be known, again, you made no such move to have a share of that. With regards to iron ore, that is supposed to be the king of all mines, especially with the China card, you cannot ignore that, again you have not made any moves to give me the impression that you are interested in that. So all in all Sir, with regards to my first question, as far as I’m concerned, unless I stand to be corrected, you have not made any significant moves, to have any so-called bolt on acquisitions for organic growth, etc. Of course, the next question is, well you could do a transformational deal like Marius Kloppers did and good luck to him that he tried, albeit that he failed and it’s always better to try than fail, rather than not try at all. With regards to this, I’m alluding to Vale the Brazilian, third biggest or second biggest mining company in the world. You have a lot of bankers in the Board right sir, who have a great network of connections and I’m sure if you asked for a rights issue price, all the institutions would pay up, but you’re not asking for that. And also you know that in Brazil, the government is making noises that they may be nationalising the likes of Vale and therefore time may be of essence that if you want to make a move, now is the time or no time at all. You have not done anything. So that puts paid to a transformation deal, as far as I’m concerned. I do apologise if I got it all wrong and I say again, I stand to be corrected. So my third question.

SIR JOHN PARKER: So there’s a third one, right.

9

DR LOKE: The third question is that well, it’s in the public domain that you are a tasty morsel for the likes of Glencore, for Xstrata and for perhaps even BHP Billiton, for all I know – again you have not given us any indication that you’re shoring up the defences that you are so immersed in it that we all know about it. So you’re not making any move towards that end and therefore my fourth and last but not least, would be that you are, forgive me for this language sir, for want of a better word, you are beautifying yourself in a beauty parade right, to get the highest price right in the breakup of Anglo American or the trade sale of Anglo American, god forbid, but that would be my schoolboy conclusion. I again stand to be corrected and Sir, I know that you are a consummate politician and a businessman. I come here for whatever crumbs we can take back home and perhaps analyse them again, it may be schoolboy analysis but nevertheless – we all hope that we have a good day, a good time at Anglo American with some information, that we can make of it what we may and that you may generously give to us. Thank you Sir.

SIR JOHN PARKER: I think we should give Dr. Loke a clap, yes, why not, why not.

APPLAUSE

SIR JOHN PARKER: First of all it is Dr Loke, if I remember from last year and the first thing I think we should get rid of is the notion that you’re a schoolboy. The second thing we should get rid of is the notion that I’m a politician. Unfortunately, I’ve been stuck in the business world for well over, going close to fifty years, so maybe that tells you something as well. Now here we have Dr Loke wanting to spend our money and Mr Diamond wanting to get it back in dividends. Now that’s what a General Meeting is about. I like a bit of tension around a Board table and I like a bit of tension in an AGM. Now, spending our money - there are many ways to grow a company, many ways and I respect very much what Dr Loke is saying, we have to grow the business. Right now, the Board has committed $17 billion dollars to organic growth. We will be 35% bigger by 2015 and in fact we could be almost double our size by 2013. 2013 we should be 35% larger and there’s a potential, 2015/16 to be half as big again, based on our organic pipeline covering nickel and by the way, that’s a big project. It virtually doubles our nickel output and I have Walter here and if you would like to talk to Walter afterwards, he’ll give you chapter and verse on what that is doing to his business. But in effect, we will double our output of nickel by the time this ramps up in 2012. We will in effect be doubling our nickel position. So that is important. By the way, I’m going to take all your ideas to our strategy day in June and I will challenge the management along the lines, you’ve given me a lot of information and I’m very pleased about that. You know, they’re quite a tough crew these executive guys and so they’ve heard you today which is extremely helpful.

By the way, if we look at copper, John MacKenzie, sitting beside you, will give you a run down on our investments in copper. The Los Bronces project in Chile, huge expansion and that will come on stream at the end of this year, beginning of next year. Again, a great strengthening of our position in copper and so nickel, copper, met coal – you heard the Chief Executive say that she was in Australia to look at our next expansion, which is the Grosvenor expansion, again, quite significant capital expenditure that’s not inside the $17 billion dollars at this stage, so that will go beyond that and I could go on about our various projects.

Now let’s come to the alternative – which is to go for either a transformational deal or for acquisition, both of which are in the Board’s mind. So when we meet for strategy days, those certain elements will be addressed and evaluated. The reality is there are very few transformational deals on this planet in mining, really transformational, that are available. You can look at the theory, but they’re not necessarily available and some that you mentioned in particular. Riversdale, we looked at it. We were not prepared to pay the money that Rio did, we did not think it was in shareholder interest to pay that level of money when there were serious issues about transportation, etc. So we weren’t asleep at the wheel and we’re very alive to having to look at other potential acquisitions outside our very significant pipeline of growth on an organic basis and that organic basis, if I were to really project it forward, the capital expenditure figure if I remember rightly, to 2020 Peter, is $70 billion dollars of a pipeline of organic projects that we could pursue. And if you were to successfully bring them on stream, which includes projects like Pebble, if you could bring them on stream, you would double the size of this business. But if you want me to go out and borrow a lot more money from shareholders, I’ve got that message and I will take that and I will balance it with Mr Diamond’s more conservative approach. Thank you very much.

Can we move on? Let me move to this aisle. This aisle has not had a look in yet. Can we go to back, to the gentleman in glasses? Yes.

10

GREG VALERIO: Good morning Mr Chairman, my name is Greg Valerio, I’m a jeweller and a shareholder. My question is in regards to Pebble. How does the Board propose to prevent the spread of the controversy surrounding the unwelcome Pebble mine in Alaska, spreading to other assets that the company holds like diamonds, De Beers, Forevermark and the brand reputation that that could bring to those holdings in the face of jewellers, investors and consumers?

SIR JOHN PARKER: Any other questions on Alaska? I’m prepared to take a bulk lot. Any others on Alaska? Yes, young gentleman at the back. Yes.

TIM INGLE: Hello, my name is Tim Ingle; I’m also a jeweller and a proxy shareholder. I note repeated claims today of a commitment to local communities which I find difficult to reconcile with Ms Carroll’s proud assertion around the very significant margins you’ll be making on your recently opened nickel plant. I’m wondering how the local communities are getting a fair share of the value when your costs are so much lower than the prices you’re obtaining. I also notice, also note Ms Carroll was quoted in 2008, in Fast Company magazine that ‘I will not go where people don’t want us. I just won’t. We’ve got enough on our plate without having communities against us’. I’m aware that a very significant majority of the Bristol Bay residents are opposed to the Pebble project, including three very significant organisations, representing the rights of tribal people and I’m wondering how significant does the local opposition have to become for you to actually recognise that local people don’t want you there.

SIR JOHN PARKER: Thank you very much. Anything else on Pebble? Thank you sir. Are there any Pebble people on this side of the hall? Okay Bobby, I’ll not forget you.

RUSSELL NELSON: Yes Mr Chairman, Board members, shareholders, my name is Russell Nelson, I’m also a proxy holder, I’m from South West Alaska, a place called Bristol Bay. I’m the Chairman of the Land & Resources Committee for the Bristol Bay Native Corporation. A number of investors have invested in a mine project at the head waters of the world’s largest runs of Sockeye salmon; this is called the Pebble Mine Project. One large investor in this project has been asked to divest of their shares and another significant investor has recently divested of its shares in this project. Over 80% of the people of South West Alaska oppose this mine project. Anglo American promised the people of this region that they would not develop this mine if the majority of the people opposed the project. And because of the opposition to this mine project in the region, because of the promise that Anglo made and has continually made to the people of this region, will Anglo American divest its interests in the project and just another note, there is a lot of opposition. We’re the big regional corporation in the area, we have over nine thousand shareholders in our corporation. There’s only seven thousand people that live in that area and it’s about the size of England but there’s not the population of course. Seven thousand people would fill one of your apartment buildings and they really are opposed to it. They’re looking at Section 404C of the Clean Water Act, which would shut their mine project down. You’re investing hundreds of millions of dollars in to this project but the shareholders are probably not going to see a return on their investment in their lifetime because this, I think this fight is going to drag on past the lives of all of us in this room. Mr Chairman.

SIR JOHN PARKER: Thank you very much. Gentleman behind.

BOB WALDROP: My name is Bob Waldrop; I’m the Executive Director of a non profit organisation, comprised of most of the commercial fishermen in Bristol Bay. First of all I’d like to thank you Sir John, and our Chief Executive Ms Carroll, for taking the time yesterday to hear our concerns. At that meeting we discussed a process, underway now by the Federal Government in the United States, a process to gather known data pertaining to the effects of large scale development on aquatic resources of Bristol Bay, such as the world’s largest, most valuable, wild salmon fishing. We greatly appreciate your assurances that we heard at that meeting, that Anglo, Pebble Limited partnership would supply your extensive stores of data next month, to assure federal process is as complete as possible. If this federal process drawing on Pebble Limited partnership in Anglo data concludes that the Pebble mine is likely to result in harming the salmon assets of the region, might Anglo reconsider its involvement in this project, in the face of federal government concerns?

SIR JOHN PARKER: Good. Thank you very much. Gentleman here.

11 MR WILLIAMS: Thank you Chair, fellow Board members. My name is Abe Williams, I am too an Alaskan, born and bred there. Alaskan native. I head up an organisation called Nuna Resources who unlike who the people you heard from here, we support responsible resource development through due process. We feel that it would be irresponsible to circumvent this particular project politically because of the nature of the jewellers and the opposition that comes largely from outside of Alaska. Right now you guys are in a community that has seen large benefits from the exploration and research that has been going on in our region and we surely appreciate that. When they talk about opposition and Bristol Bay, many of the village corporations and tribal entities that are located closest to the particular project, do not take a position on this particular mine, they would love to see the project as developed by industry and we certainly support that. We feel that the jewellers that signed on to the gold campaign have been misled and they’ve done so infringing on the rights of the people that are closely located to this particular project and that would be circumventing not only the permitting process but the rights of the local native people to sustain themselves through economic development and this will be a taking of not only the lands but our ability to have economic stability. Thank you.

SIR JOHN PARKER: Thank you very much. Bobby.

BOBBY ANDREW: Good morning. I’m Bobby Andrew, a spokesman for Nunamta and on behalf of our Board, I’d like to thank you, Sir John, as well as Cynthia, for meeting with us yesterday and also thank John MacKenzie for meeting with us in November 2010, here in London. My question is and it’s going to be the same thing I normally ask when we meet with you. I’m here as a shareholder not as a proxy holder that I have gone through before in 2009. I’m here specifically on behalf of the Board of Directors as well as tribal members that are members to Nunamta to ask Cynthia Carroll to honour her promise and walk away from the Pebble project. She has repeatedly stated that the company would not move forward with the Pebble mine if it didn’t have support of the Bristol Bay communities and just recently I saw the Pebble Limited Partnership’s opinion survey that was taken by the Terrence Group on December 2009 and it showed that 79% of the Bristol Bay residents opposed the mine. Nunamta’s opinion survey, which was taken in 2008, showed that there was 80% opposition and with the partnership’s survey, it showed that the percentage of opposition is still there. Thank you.

SIR JOHN PARKER: Thank you Bobby. Is that the end of the Alaska input? Yes.

SUE ANELON: Hello, my name is Sue Anelon I live in Iliamna, in Alaska, the community closest to the proposed Pebble project. Thank you for giving me the time to speak and allowing our voices to be heard. There are many people in the Bristol Bay region who have not yet made a decision on the Pebble project, because we’d like to make an educated decision, one based on facts and not fear mongering. There are some groups that are trying to speak for us, saying we don’t want Pebble. We do not agree with the statement. Pebble has given us hope and opportunities for the depressed communities that are on the edge of survival. For others who live over a hundred miles away or outside special interest groups or try to take control of our resources, that our ancestors have fought so hard for and have made uninformed decisions for us, with no consideration of what we want, is a great violation of our basic human and constitutional right. We do not want to stand by silent and allow this social injustice to continue so we’d like to thank Anglo American and the Pebble partnership for listening and allowing us to be heard and most of all for giving our communities hope again. Thank you.

SIR JOHN PARKER: Thank you very much. Now we’re finished on this side with Alaska. We have one more at the back and then I’ll come to the gentleman here.

BONNY GESTRING: Thank you. My name is Bonny Gestring and I want to thank you as well for the meeting yesterday. As mentioned here today, the Bristol Bay Tribes, Native Corporations, Commercial Fishing Interest, have all asked the Federal Government to use its authority under the Clean Water Act to protect the Bristol Bay Fishery from the considerable mine waste that would be generated by the Pebble Mine at the headwaters and the Bristol Bay Wild Salmon Fishery and in response, the Federal Government has recently announced that its moving forward with the watershed assessment to evaluate the suitability of large scale development in the Bristol Bay watershed, including the Pebble Project and so my question today is that there have been numerous statements made by the company that if there would be harm to the salmon, the company would forego development of the project and my question is if this study, that’s being conducted by the Federal Government does find that large scale mineral development within Bristol Bay, the Pebble Project specifically, isn’t suitable, will Anglo American honour its findings and forego development of the Pebble Project, as promised. Thanks.

12 SIR JOHN PARKER: Thank you.

TREFON ANGASAN: Thank you Mr Chairman, my name is Trefon Angasan and I’m with the Alaska Peninsular Corporation. The Alaska Peninsular Corporation has five village corporations in the Bristol Bay region. Two of those village corporations are in the Iliamna and the lake. One with land holdings of about 79,000 acres of land, right adjacent to the Pebble Project. The other village corporation, with the Alaska Peninsular Corporation is along the west shore, the eastern shore of the Elim and the lake, south eastern shore, so we do have a vested interest in what’s going on with Pebble and what we’re finding with the Alaska Peninsular Corporation is that as there becomes an effort to stop Pebble at all costs in development, that particular regulation or the law that could be thrown at Pebble, will also affect us because we have holdings, up to four hundred thousand acres, in the Bristol Bay watershed, the area that’s being studied by the EPA in their clean water assessment, so when Congress gave it the lands back in 1971, they gave it to us with the sole purpose of creating economic opportunity for our native people in to perpetuity or for however long that we want to continue to pursue that and we received title to that land in 1971 and here it is in 2012 and if there’s a regulation imposed that would ban any type of development that could stop us from developing in the watershed, in the water column or in you know, an area that may affect the ground water in the wet lands etc. that would in my mind be a taking and would certainly would violate my rights, my constitutional right of taking without just compensation. But another thing that I want to talk about is just to say that we support due process, the due process is your constitutional right to pursue your objectives without political intervention – that due process and we believe that NIPA, the National Environmental Policy Act will protect my interest in salmon. My people rely on salmon. We’re you know, at the nucleus of our culture, we’re commercial fishermen, we’re subsistence fishermen and we own lands and everything else that’s associated with that and we want to make sure that we don’t lose any of that. We’re not here to exchange salmon for mining and gold. What we want to see, we want to develop our own information, we want to gather our own information so that when the time comes, when Pebble submits its application for comment, that we will have an informed decision. You know it’s really something when we sit here and talk about the effects of Pebble, when we don’t even know what Pebble is going to be because you don’t even have an application on the table for us to comment on. That’s part of the due process that I’m talking about, I believe that we, you know, at some point, we will have an opportunity to say yes or no on Pebble but until we have everything on the table, I think that it’s irresponsible for us as individuals that would like to you know, who represent our people, to see that we maximize the opportunities and continue to co-exist with the universe as we have since the cooling of the earth’s crust. So I appreciate the opportunity to come here, I certainly appeal that it, you know, I’m opposed to the 404C of the Clean Water Initiative because I have four hundred thousand acres of land in my organisation that’s going to be just as impacted on the regulations that are created to stop Pebble, will also apply to the title that I own and the lands that I have. So if there’s any organisations out there that are opposed to the Clean Water Initiative, we’re willing to sit down and talk to them and explain to them why we take the path that we’re on. Good luck and I hope that you have a good time in your pursuit.

SIR JOHN PARKER: Thank you very much indeed. I hope you will never walk away and say we haven’t listened, both yesterday and today and I think shareholders present will understand the differences of opinion that exist within Alaska citizens on this project. We work with communities all over the world in mining and there is no question that at the end of the day, our presence should enhance communities and we can take you to many communities in the world, and I made that offer yesterday, to some of you present, that you would be welcome to visit any of our communities and particularly say down in Chile where John MacKenzie could easily introduce you to the communities and to the way we actually conduct our operations day by day.

Let me try to go back a little bit and explain to the other shareholders who may be present, who may not know exactly what Pebble is. It’s still an exploration project. There’s currently no mine at Pebble. There’s no mine plan as yet; it’s being worked on, options are being studied, it’s just a project right now. The Board has not given the go-ahead to it economically and we will not be able to do so until the pre-feasibility study comes before us, which will be the first step towards the full development plan. Furthermore, Pebble as a mine, lies on land specifically designated by the government of Alaska for mineral exploration and development. So it is on land that has been specifically designated for that. We have not walked in and been insensitive to the concerns that a major project like this raises, particularly around a salmon fishery. We have an Alaskan management team, a large number of Alaskan people in it, led by our very experienced John Shively who stood up earlier in the meeting. It’s a wonderful country Alaska; I’ve visited it many times. It has, I believe protected areas, outside those specifically designed for mineral exploration of 174 million acres. Five and a half times I’m told, the size of England. But my Alaskan delegation, almost upset me yesterday when they walked in, they said, you know we

13 have almost more fish than you have as a population in Great Britain. But that was a lovely fact. I think you thought there was 58 million people in Britain, in fact I told you nearer 62. The partnership was established with the Alaskan management team to run the project and, even in the downturn of 2009, John has managed to build a team that is actually 75% Alaskan I think and he has managed to do that during the downturn and it demonstrates that we want to hire Alaskan people in to this project and train them etc. if it gets the go-ahead. So what are we trying to do?

Number one, we’re trying to get the facts out on to the table, so that the judgements by the Alaskan people are based on fact, not on rhetoric and not on scare mongering. We have invested over a hundred million dollars on environmental and socio-economic studies and we are employing some of the best scientists in the world to establish the facts and this is a unprecedented demonstration of transparency and we will give full access to the Alaskan people as well as the authorities to our scientific findings and to the mine plan as and when it’s developed. John Shively gave that assurance to the meeting yesterday.

At the end of the day we also have to build sustainable communities wherever we operate and that’s why I have great confidence to ask you to visit any of our operations because we work in a consistent ‘One Anglo’ way around the world in managing our operations, in managing our environmental performance and our bio-diversity performance. So we are very committed that Alaska would be no different but at the front end of this process, remember what we’re doing is building the data and producing ultimately, a mind plan that has to go through a very long process indeed, perhaps three or four years from now, before approval comes forth. We have got to secure over sixty major types of permit from the State and from the Federal agencies and that has not even begun and yet judgements are being made. Ms Carroll and I yesterday asked the delegation, please wait until the facts are on the table and we know and we’re quite convinced that fish and mining can live together. We believe they can co-exist and indeed there’s some good examples I would say to shareholders in Alaska, of mining operations at Red Dog, Fort Knox and Green’s Creek, that have been there for many years. Another wonderful example of fish and industrial activity living successfully together is the Fraser River. This past year in 2010, 34 million Sockeye salmon returned to the Fraser River, the best return for a hundred years, notwithstanding in that river, a high level of industrialisation on parts of that watershed including large scale copper mining. So we have confidence that we will be able to design a mine, to design the environmental management around it and the bio-diversity to protect the landscape, that the communities can be proud of, where the communities can get employment and together we can build a successful business that brings benefits to all of us, otherwise we wouldn’t embark on this. So it’s too early to make any calls because the calls today would not be based on fact. They would not be based on fact. They would be based on fear and scare mongering; I’ve heard some of it today, with respect and that’s not right. We live in a democratic society, thank god and we are here to put the facts on the table and we have a huge responsibility of putting those facts on the table to the federal government, to the state government and to the people of Alaska and we will do that. Thank you very much.

APPLAUSE

SIR JOHN PARKER: Now are there any other questions? Yes sir.

MARTIN SIMONS: Mr Chairman, fellow shareholders, my name is Martin Simons and I have been a beneficial shareholder in this company since 1962. I think it’s appropriate for at least the private shareholders to pay tribute to the Oppenheimer families for the marvellous services they’ve provided for this company and indeed for social progress in South Africa. We really are indebted to you and your father and your grandfather for setting the tone of what is turning out to be the modern South Africa. I’m a little bit troubled if I may say, if I link this to my heartfelt tribute here, is that the Oppenheimer families are not going to be represented on the Board, they have a huge shareholding in this company and that makes me wonder what is going to happen to that shareholding. Let’s just look at it statistically. So, that is the Damocles sword which hangs over this company. When you tell us about polls, will you please let us know what percentage of votes have cast and whether Black Rock for example, the biggest private shareholder, apart from the Oppenheimer interest is present at this meeting or not. Mrs Carroll will remember that I rose at the BP Annual General Meeting and expressed deep concern but notwithstanding all the kerfuffle and all the terrible things that happened there, only 60% of votes were cast and that means that the institutions making a lot of noise, never voted. I mean that’s just appalling. So I am concerned about the shareholder structure of this company in the long term. May I link with that Sir, another comment; it’s not a question, to express a hope that I hope this company remains independent. I think

14 these gigantic corporations, when they get it wrong, my god they do get it wrong. We’ve seen that with some of our banks, not only in this country but elsewhere, Switzerland, United States and the egocentric view of Chief Executives who think they ‘know it all’ is a world worry. If there are several large companies, each taking independent views, they won’t all coincide, so we get an average point of view, rather than just one or two people dominating the whole outfit. Could I raise a question about the development expenditure, it’s gone down very sharply in 2010. I think from, I speak from memory, from $178 million dollars to $132 million. That troubles me a little bit. In view of all the things that you’re doing, I would have thought the exploration expenditure would be going up rather than falling so significantly. Thank you for listening.

SIR JOHN PARKER: Thank you very much Mr Simons. Mr Simons, you and I correspond together and we meet each other in different places and I always enjoy our conversations and thank you often for the very thoughtful letters that you write to us. I think you make some very valid points and first of all I’d really like to reiterate and underline your comments on what the Oppenheimer family have contributed to this company and I hope I made that clear in paying tribute to Mr Nicky. I think in terms of – I cannot of course ever speak for Nicky, would never dare to do so about his shareholding, it would be completely improper - but I think Nicky has company and family interests in around 2% in Anglo American. I don’t know the figure yet but I will try to get it for you on votes cast from the shareholders, we don’t know that as yet do we but I think it will be around that magic 60% and like you, I would love it to be higher but I cannot influence that other than encourage them when I see them to vote. And of course if you couple that with the turnover that takes place in the FTSE throughout a two year period, you virtually have a complete turnover of shares so long term shareholding I’m afraid is not something that is a character of the modern market. You and I have talked about that on previous occasions. You expressed a desire for this to remain an independent company, I don’t think you have to convince me about that. I was brought in to Anglo American to defend it against a takeover from – on the cheap, by Xstrata. I did enjoy with my team, the Board members here, driving their tanks off our lawn and if someone else comes and parks their tanks they’ll get the same treatment.

Now you mentioned the CEO, I’m very glad we have a celebrity CEO, but we haven’t got a CEO with a great ego and if I’m ever advising CEOs about the future, then I always say to them, if I can give you any advice, it would be leave your ego at home because your husband or your wife will manage it much more successfully than you will.

LAUGHTER

I am sure Black Rock did vote as our largest shareholder did vote but I’m not sure if any representative is here. They normally are fairly noisy so I would have heard of them before now. But we welcome our dialogue with Black Rock and with all shareholders. In terms of exploration, it is true that we dropped from $172 to $136 million this year, but in fact our strategy day, that is going to be reviewed but I’m very happy that Brian Beamish, who is the boss of engineering and exploration, Brian, you are the technology guru, give an account of yourself. Do you have a microphone for Mr Beamish? Thank you gentlemen.

BRIAN BEAMISH: I think one of things we can be very proud of at Anglo American is that we do understand that exploration is a long term activity, that is necessary to make a long term commitment and to have a sustained presence in exploration. The reason, specifically why the exploration expenditure was down revolves around two major projects. We’ve intended to spend a large amount of money in the year but where we couldn’t actually do that, due to land access, which is being dealt with at the moment and also that we were putting in an exploration tunnel which went slower than expected, which we’d recovered so we do have the commitment and the expenditure in the long term is something that we do value very highly. Thank you.

SIR JOHN PARKER: The gentleman here.

MR CUNNINGHAM: Good afternoon Mr Chairman, directors and shareholders. I am informed that there are very good copper deposits in the DRC, the Democratic Republic of the Congo and recently, some Canadian and Australian companies, mining houses have secured mining rights there. I just wondered if Anglo had any interest in looking at the DRC and secondly, very important, I arrived from South Africa only on Tuesday and I find the temperature in this hall, hotter than I’ve been for a long time. Is it that the air conditioning isn’t working or is it all the hot air? Thank you Mr Chairman.

15 SIR JOHN PARKER: Well, I’m sorry if I’m contributing to the latter sir. I will apologize but I can’t apologize on behalf of anyone else present. Now the DRC is of interest to us. We have a corporate representative office is Kinshasa that continues to support the individual business units in monitoring and assessing business opportunities there and also we have exploration activity there and we have recently secured licences in our own right in exploration in Katanga and in Kasai. So we are there, no doubt my friend here, the engineering boss, will be looking for more money to go drill there, now that he’s got these, but that’s good and ties in to the last question as well. Yes sir.

MR ROWLES: My name is Rowles, I’m a shareholder. Firstly, I’d like to congratulate the Board on the further stabilisation of the group balance sheet and the resumption of dividend payments. I’m glad that you’ve got the cautious approach as opposed to what you had in the past when the balance sheet went haywire and one thing I’d recommend in this particular area that hasn’t been mentioned yet is that please don’t consider, in our circumstances with a very large capital spend and as you state possible doubling in size of our company in the next ten years, a further share buyback, that would be disastrous for any company that’s expanding. I’ll really come to my question now. My question relates to the nickel business where I’m glad to hear that the Barro Alto project is up and running. What I would like to know is about the latest position regarding the Jacaré and Morro Sim Boné projects, especially with the uncertainty regarding renewal concessions about Loma de Niquel unit in Venezuela. Thank you.

SIR JOHN PARKER: Thank you very much. Good questions and I think also very responsible comments. This Board, I can rely on them to hold on to everybody’s shirt tails and I can assure you that the management of our balance sheet, even if our very disciplined finance director wanted to do something that was not right, the Board would have a huge debate around it. So, between the tension we can create between what the Finance Director thinks and what the Board, we come out with a good – you can call it cautious if you like but we try to manage our balance sheet in a very responsible way is how I like to put it. Share buy-backs - like you, I’m not a fan. Thank you for that support, it’s probably the only vote I’ll get in the hall but there you go. As for Venezuela, I think I’m going to turn to Walter De Simoni, who is the Chief Executive of our nickel business and he will give you his best judgement and it is a judgement on what will happen in Venezuela because if I ask this room I’ll get fifty five other views. Walter, let us have yours.

WALTER DE SIMONI: Thank you Chairman. Related to Venezuela, as you know, companies there are not having an easy time there but we are continuing to operate. We are operating close to the government. We are working together there and we are following the rules of the game there. Until now, we have no answer about what will happen in the future but we are having very good operating time there and we are making money there. Related to the other mineral rights that we have in Brazil, at Jacaré and Morro Sim Boné we are in the phase of development of these projects and we are now evaluating the environmental studies and we are developing these projects. We have the concept office and at the end of this year, we are going to have the pre-feasibility study. There are two very good projects and there is a very good possibility to expand our nickel business there.

SIR JOHN PARKER: Thank you very much Walter. You can see the quality of management we have around the world and Walter runs a very tight ship and a business that can grow. I come back to the point with Dr Loke earlier that organic expansion you know, if you can find the opportunities in this business it’s obviously, particularly if you can manage projects, it’s a lower risk way of course of growing the business often than very major acquisitions, so we always have to balance those things when we’re finalizing on strategy. Now we have time – yes sir.

RICHARD SOLLY: Yes, my name is Richard Solly, I’m a shareholder and my question is about the Cerrejon Coal Mine in Colombia, in which Anglo American has a one third share. I met two weeks ago with representatives of Cerrejon Coal who had come to London to describe their plans for mine expansion and also the process of community consultation. I’m concerned about how people can feel free to express their opinions on mine expansion, in the context of human rights violations and impunity. Mine workers have suffered because of attacks on the mine by some armed groups and critics of the mine have suffered threats from other armed groups. There’s also concern about the existing relocation procedures for communities affected by the current mine operations and a colleague spoke yesterday with one of the community representatives. They give such a different view of what’s going on in the mine relocations than what the Cerrejon Coal Company tell us and unfortunately, it’s one of divisions in communities, caused by the pressure to move quickly. The community of Rochi for instance has been split between those who’ve already moved to the reconstructive village and those

16 who don’t feel they can move until their concerns about economic well being are taken in to account because when they do move to the new village, there will be insufficient land for them to run their cattle and then they’re going to lose their livelihood and they tell us of strategies by the company like cutting electricity supply to the village and threatening to close the health centre in the school unless the people move quickly, so what was meant to be a collective relocation according to World Bank principles has unfortunately become pressure on families individually to move individually and there are families in the village without legal title to their land. They fear losing everything they have because they won’t have houses in the new village. And whereas until recently a couple of the communities were being advised by an NGO called Indipas, which was being paid by Cerrejon Coal, now those payments have stopped and the communities have nobody to advise them. So my question is what will Anglo American do to ensure that Cerrejon Coal improves its handling of this process of relocation, which has become so distressing to the not very well off villagers who are going through it?

SIR JOHN PARKER: Well thank you for your comments Mr Solly. I think first of all on human rights, Anglo American alongside our fellow shareholder BHP Billiton and Xstrata, we are acutely sensitive to any concerns surrounding the human rights environment in Colombia and at Cerrejon. So the mine management has, with our full backing, in the act of work it has done and continues to do to promote human rights with a particular focus on security. With regard to concerns with the community, I know that Norman Mbazima, who is our Chief Executive of Thermal Coal is here, I’m releasing all the talent gradually on you now. I’m going to ask Norman to deal with your management of this issue with the partners.

NORMAN MBAZIMA: Thank you Mr Chairman. We’re a one third shareholder in Cerrejon and we do exert some influence together with our partners as the Chairman has said. The relocation of some communities at Cerrejon has been ongoing for some time. People might recall that some of those communities moved before we took over Cerrejon and we had to do some remedial work to make sure that these were done in accordance with international and World Bank standards. Those standards are being applied in this case. The community of Roche for example, we have had several years of discussions with the communities and those relocations are going to happen in accordance with the standards we talk about, including the fact that we had some third party, independent reviews of what we were doing, to make sure that there was – people could attest that over lines of very high standard. We’re going to have that third party review finally to sign off on the final agreements – with the remaining people who are yet to move including the fact that they all have more than enough land, in fact more land than they had before they left. Thank you Mr Chairman.

SIR JOHN PARKER: Thank you. Yes, this lady.

RACHEL KNUMANDA: Good morning Sir John, Cynthia Carroll and members of the Board. Thank you very much for giving me the opportunity to speak today. I’m here on behalf of Mr Alpheous Blom and you will recall that I was here with him last year when he visited this meeting. I know you’ve already commented on his case and the case of the miners in South Africa. I just want to confirm that the two points that I’ve put down, because I’ve got to report back to him, the proceedings of this meeting and my understanding is that you are saying, due to the changes in the claims that have been made, it will take a longer time to resolve the case. So you will have no influence on that. The second point that you have made is that Anglo American is committing to a humanitarian response of sympathy and concern in the form of financial assistance with medical treatment acquired for all the miners concerned, for the duration of the time in which the case is continuous towards the resolution - I just wanted to confirm that this is the case.

SIR JOHN PARKER: Thank you very much for your comments and I think it was made clear in Cynthia’s remarks and in mine. Number one, our legal position as a company, relative to the claims that have been made has not changed but what we have done, we were very influenced by your speech here last year. I think I’m right in saying you were the lady who spoke so eloquently last year. We took that fully in to account and we have agreed that on pure humanitarian grounds that Anglo American will have offer to have the individuals who have claimed to date, which I think there’s up to twenty four have claimed, we will offer for them to be independently medically assessed and whatever medical treatment they need, we will meet those bills until such time as the court settles the issue. And I hope you take that as a real humanitarian gesture from this Board and you convey to your husband our good thoughts.

RACHEL KNUMANDA: He’s not my husband.

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SIR JOHN PARKER: Sorry, not your husband. Okay, I have obviously been in error but you’re a very eloquent spokesman on his behalf and I congratulate you for that. Thank you.

Now are we all done? No, gentleman here.

MR SPEYER: Thank you Chairman. Speyer, shareholder, long time shareholder, member of the United Kingdom Shareholder’s Association and I’m also representing a friend of mine who can’t be here because our meeting clashes with another important meeting on the same day. He has, amongst other things, an apartment in South Africa and he drew my attention to a letter in the Cape Times of March 2011, about a speech at a large dinner by Julius Malema, the Head of the ANC Youth League, of which we heard before I believe. “The Oppenheimers don’t need to worry, we only want 60% of Anglo American money”, Malema said, Anglo had agreed to give 51% of its mining interest to black people in Botswana. He asked why the mining giant did not want to do the same in South Africa. I’m reading this out because on page 48 of the risk management columns, I think Mr Challen wrote, no mention at all is made of this threat, which may of course come to nothing but I think maybe you don’t want to give him air time as it were but I think it is an important threat never the less. The other thing is I echo the previous speaker’s comments with regard to yourself as a leading businessman in the UK, which I agree with and I also think a leading businessman has to be a sort of politician. So one goes without the other. Having said that, I think the company tends to be too much boxticking and political correctness, for instance they asked the question of women up to 25% on the Board, personally I have no problem at all and I’m sure nobody else has if there are twelve or thirteen women like Marjorie Scardino or Cynthia Carroll no problem, so a question of percentage is totally wrong. That’s one comment. The other thing is I think the way certain features in business are described today, I think should be changed to plain English and I speak that, I say that as a not born English speaker. For instance we have replacement, using the word cut as in dividend. Why not? No problem if you need the money for the business, refreshment of the Board, very elegant, recruitment of new Board members I welcome them. Compensation, I think twelve letters for the word pay, three letters. Returning cash to shareholders lately has been used to disguise buying back shares in the market. No shareholders received a penny except short term holders and possibly certain members of Boards and management who have shares promised by our, well you know what I mean. The thing is on the options, I think on page six or somewhere it says, options open .38%. If by chance or by mischance, the share buyback was to take place then the option holders would benefit by 10% of their promised options. Now I think that’s wrong really they should be adjusted. This is really a minor point. The last thing is the dividend, final dividend is 40 cents, it depends of course on the dollar exchange rate, I guess it has now been decided was the exchange rate is – how much does a dividend, a final dividend come out in pence.

SIR JOHN PARKER: I think its 24p.

MR SPEYER: 24p. Anyway.

SIR JOHN PARKER: Thank you very much Mr Speyer or have you some more by the way, I’m always happy to take more.

MR SPEYER: I raised it before with you. The people who make the effort to come to this meeting like to have some refreshments. As I mentioned before, the refreshment here has been extremely frugal. Now that we are again in dividend paying mode it would be extremely nice if we had proper refreshments especially as we own 100% of a wine estate in South Africa called Vergelegen and I know Mrs Carroll’s predecessor praised the quality of those wines. He even sent a bottle to me at home but I am not begging for a bottle of wine.

SIR JOHN PARKER: Very good. Super. Well done. Thank you Mr Speyer. I think the applause might have some correlation with the proposal on the glass of wine and I’ll deal with that first. We had a little poll around, based on your proposals as we always take these things seriously, I just want to let you know that and we had a little poll around, a survey would be more accurate, of how other FTSE 100 companies are treating their shareholders with regard to alcoholic intake in the middle of the day and we didn’t get a sufficient plus to actually change our mind and go in to the cellars at Vergelegen but we did discover Diageo who make the stuff, don’t serve any, so that made it rather difficult so I hope you accept that we don’t want you to fall down stairs at one o clock. Now I’m really quite taken by your plain English and too much political correctness. I guess it’s the influence of the lawyers is it? I don’t know. Maybe we can have a chat about that off line but yes, reward

18 systems pay, pay’s fine by me but buy backs you heard what I said earlier, I’m not a great fan of buy backs and by the way we have no options issued now to management. There’s some old, historic ones but there are no options issued to management as such. They’re granted shares, the shares rise or fall, good luck, because then we’re aligned with shareholder interest. I think the most important and very important point you raised was Mr Malema’s activities and he is the young President of the ANC Youth League and he has of course raised the issue of whether the ANC should nationalise the mining industry. I have to say this has been commented on at the highest levels and there has been a very strong and predictable I think response from senior government ministers opposed to that including the President and indeed when the President was here in London, Cynthia and I met him on separate occasions and we boned him on it and we got clear assurances, however, I think the best quote came from the Mining Minister, Susan Shabanga who said “the government hadn’t even the money to fix the pot holes in the roads outside his home”, never mind buying the mining industry and the reality is that nationalisation of the mines would probably treble South Africa’s national debt overnight and that excludes the risks that the government would take on in running those mines and the costs associated with operating potentially loss-making operations because in my experience (and I’ve been in nationalised industry), it normally levels high performance down to the lowest common denominator so the industry would not get more competitive, would not get more efficient and it would not serve the people of South Africa to have that burden on their back. Already, economics professors are able to, I believe, demonstrate clearly that they can recover 89% of an equivalent situation by leaving in the private sector, through tax, direct employment, indirect taxation, etc. etc. So the case I think can’t be made and I do believe that the responsible politicians recognise it would be a disaster for inward investment in to the country, which the country desperately needs. So we will continue to invest in South Africa. We don’t consider it more risky than some of the other countries that we have to operate in.

Are we all done? I’m sorry that you’re not going out to a glass of wine but you have heard what I said in response. So now we need to pass on to the other business of the meeting. So if there are no other questions, we will proceed to the business of the meeting and as I mentioned earlier, we’re going to hold a poll on each resolution by using the handsets which have already been issued to you. After each resolution is proposed, the poll will open and the handset will display the voting options. You will then be asked to vote by pressing the appropriate button on the handset in accordance with your voting decision.

Button number one to vote for, button number two to vote against and button number three to withhold from voting. Once your vote has been registered, received will be shown on your handset and if you accidentally press the wrong button or change your mind, then simply press button one, two or three in accordance with your new choice. One for, two against, three withhold. Voting by use of the handset will replace any vote you may have been given by proxy. On the screen behind me, you will be shown the provisional results of the poll on each resolution, taking in to account proxy votes and those given by the shareholders at this meeting. Following an assessment of the votes by the Electoral Reform Service, the final results of the poll will be announced to the Stock Exchange, the media and will be published on our web site tomorrow.

Let us come to Resolution 1, which is to receive and adopt the Annual Financial Statements. Please vote now by pressing the appropriate button - one for, two against, three withhold. Thank you. I declare the poll closed and I declare the Resolution passed by a narrow majority of 100%.

Resolution 2 is to declare a final dividend of 40 US cents. Please vote now by pressing the appropriate button on your handset. Thank you. I declare the poll closed and I declare the Resolution carried.

Resolution 3 proposes the election of Phuthuma Nhleko who was appointed to the Board since the last AGM. Please vote now on Resolution 3 by pressing the appropriate button on your handset. Thank you. I declare the poll closed and I declare the Resolution carried.

Resolutions 4 to 13 propose the re-election of all the Directors appointed at the 2010 AGM in accordance with us adopting early, the UK Corporate Governance Code. Please vote now on Resolution 4 to re-elect Cynthia Carroll. Thank you. I declare the poll closed. I declare the Resolution carried.

Please vote now on Resolution 5, to re-elect David Challen. Thank you. I declare the poll closed and I declare the Resolution carried and I can now confirm to you that we have a continuation as Chairman of the Audit Committee. So congratulations David.

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Please vote now on Resolution 6 to re-elect Sir CK Chow. Thank you, I declare the poll closed. I declare the Resolution carried.

Please vote now on Resolution 7 to re-elect Sir Philip Hampton. Thank you. I declare the poll closed and I declare the Resolution carried and I now can confirm to you that we have continuity as Chairman of the Remuneration Committee. Thank you Philip.

Please vote now on Resolution 8, to re-elect René Médori our Finance Director, Chief Financial Officer I should say. Thank you. I declare the poll closed and I declare the Resolution carried.

Please vote now on Resolution 9 to re-elect Ray O’Rourke, KDE. Thank you. I declare the poll closed. I declare the Resolution carried. Now I will hand over to David Challen for the next Resolution.

DAVID CHALLEN: Thank you Chairman. Resolution 10 proposes the re-election of Sir John Parker. Please vote now by pressing the appropriate button on your handset. I declare the poll closed and I declare the Resolution carried.

SIR JOHN PARKER: Thank you. Thank you David. Please vote now on Resolution 11, to re-elect Mamphela Ramphele by pressing the appropriate button on your handset. Thank you. I declare the poll closed. I declare the Resolution carried.

Please vote now on Resolution 12, to re-elect Jack Thompson. Thank you. I declare the poll closed. I declare the Resolution carried.

Please vote now on Resolution 13, to re-elect Peter Woicke. Thank you. I declare the poll closed and I declare the Resolution carried and I can now confirm to you that in Peter Woicke we have continuity as Chairman of our Safety and Sustainability Committee.

Resolution 14 proposes the re-appointment of Deloitte LLP as auditors of the company. Please vote now. Thank you. I declare the poll closed. I declare the Resolution carried.

Resolution 15 is the Auditors’ remuneration and it proposes to authorise the Directors to determine the Auditors’ remuneration for the ensuing twelve months. Please vote now. Thank you. I declare the poll closed and I declare the Resolution carried.

Resolution 16, approval of the Directors’ Remuneration Report, Resolution number 16 proposes the approval of the Directors’ Remuneration Report as set out in the Annual Report, please vote now. Thank you. I declare the poll closed and I declare the Resolution carried.

Resolution 17, approval of the rules of the Long Term Incentive Plan, Resolution 17 proposes the approval of the rules of the Anglo American Long Term Incentive Plan as set out in the Notice of the Meeting. Please vote now. Thank you. I declare the poll closed and I declare the Resolution carried.

Authority of Directors to allot relevant securities, Resolution 18 and you are asked to renew the authority conferred on the Directors to allot relevant securities up to an aggregate nominal amount of 72.5 million US dollars, in terms of Article 9.2 of the company’s Articles of Association. Please vote now. Thank you. I declare the poll closed and I declare the Resolution carried.

Resolution 19, the authority of Directors to allot equity securities for cash. Resolutions 19, 20 and 21 are special Resolutions, which means they require a majority of 75% of the votes cast. Resolution 19 gives the Directors specific authority in accordance with 9.3 of the company’s Articles of Association to allot equity securities for cash, otherwise in proportion to existing holdings. In the case of allotments, other than for Rights Issues, the authority is limited to an aggregate nominal amount of 36.2 million US dollars. Please vote now. Thank you and I declare the poll closed and I declare the Resolution carried.

20 Resolution 20, purchase of own shares. Resolution 20 is to grant authority to make market purchases of up to 197.9 million ordinary shares in the capital of the company, such purchases shall take place only if they would result in an increase in earnings per share and are in the best interests of shareholders generally. Please vote now. Thank you. I declare the poll closed and I declare the Resolution carried.

Resolution 21. A general meeting called on not less than fourteen days’ notice. This Resolution is for the company to be granted authority to call general meetings, other than the Annual General meeting on not less than fourteen days’ notice. Please vote now. Thank you. I declare the poll closed and I declare the Resolution carried.

With all the business on the agenda having now been dealt with, I declare the meeting closed but you are welcome to join us for refreshments in the room where you gathered prior to the meeting. May I remind you to please leave your handset on your seat and as I mentioned the results of the polls after they’ve been assessed by the Electoral Reform Services, will be announced to the Stock Exchange and the media and will be placed on our web site by tomorrow.

Thank you very much for your attendance today and may you all have a very safe journey home and may you have a very happy Easter time. Thank you.

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