Annual Report 2007 - Antofagasta plc

Corporate Governance continuedCORPORATE GOVERNANCEassist the Board in meeting its responsibilities relatingto financial reporting and control matters. In particular,it reviews the scope and nature of the audit and issuesarising from it and is responsible for ensuring theindependence of the external auditors (includingtheir objectivity and effectiveness), monitoring theprovision of any non-audit services and for makingrecommendations to the Board for the appointment,reappointment or removal of the external auditors.It reviews the internal control and risk assessmentprocedures adopted by the Group described in thesection under the heading “Internal Controls” above,including a review of the effectiveness of the internalaudit function. It also monitors the integrity of thefinancial statements and Directors’ statements oninternal controls and reviews the going concern basisprior to its endorsement by the Board. The Committeealso reviews the preliminary announcement, theinterim report and any other public reports relatingto the Group’s financial performance. The terms ofreference of the Audit Committee are available fromthe Company’s registered office and may be viewedon the Company’s website – www.antofagasta.co.uk.The Audit Committee is authorised by the Board toinvestigate any activity within its terms of reference.It is authorised to seek any information it requiresfrom any employees and all employees are directedto co-operate with any request made by theAudit Committee.The Company’s external auditors, Deloitte & ToucheLLP, have provided non-audit services to the Company,which amounted to US$95,000. This comprised theprovision of services relating to tax compliance,implementation advice regarding IAS 32/39 on financialinstruments and other consultancy services.The Audit Committee has reviewed the level of theseservices in the course of the year and is confident thatthe objectivity and independence of the auditors arenot in any way impaired by reason of such non-auditwork. The Audit Committee has also considered theeffectiveness of the external audit function throughthe year through meetings with Deloitte & Touche LLP,a review of their audit plan and a consideration of theresults of work performed by the external auditorsprior to release of the interim and full year results.Relations with ShareholdersDirectors and senior management regularly meetwith institutional shareholders and analysts in theUnited Kingdom, Europe, Chile and the United States.The senior independent Non-Executive Director,Mr. C H Bailey, also attends a number of meetingswith major shareholders during the year. OtherNon-Executive Directors are given the opportunityto meet with major shareholders and attend meetingsif requested to do so by shareholders. Thesemeetings ensure that the Board is able to developan understanding of the views of several of theCompany’s major investors.The Company carries out a formal programme ofpresentations to update institutional shareholdersand analysts on developments in the Group afterthe announcement of the interim and full year results.In addition, quarterly production figures and financialresults are published for the mining, transport andwater divisions. Copies of these results andproduction announcements, presentations and otherpress releases issued by the Company are availableon its website.The Company’s Annual General Meeting (“AGM”) isalso used as an opportunity to communicate with bothinstitutional and private shareholders and the Board ofDirectors encourages their attendance. The notice ofthe AGM is sent to shareholders at least 20 workingdays in advance of the meeting. At the meeting, theCompany complies with the Combined Code as itrelates to voting, including votes withheld, theseparation of the resolutions and the attendanceof committee chairmen.70Antofagasta plc Annual Report and Financial Statements 2007