MENU GLOBAL SITES SECTION MENU BOARD COMPOSITION Home About Us Corporate Governance Board Composition ABOUT US The Board comprises 10 Directors with a broad and complementary set of technical skills, educational and professional experience, nationalities, personalities, cultures and perspectives. Board roles and responsibilities Non-Executive Chairman Jean-Paul Luksic Leads the Board and ensures its effectiveness in all aspects of its duties Promotes the highest standards of integrity, probity and corporate governance Sets the agenda for Board meetings in consultation with other Directors, members of senior management, and the Company Secretary Chairs meetings and ensures that there is adequate time for discussion of all agenda items, focusing on strategic, rather than routine, issues Promotes a culture of openness and debate within the Board by facilitating the effective contribution of all Directors Oversees Director development, induction and performance reviews Leads relations with shareholders Senior Independent Director Ollie Oliveira Provides a sounding board for the Chairman and supports the Chairman in the delivery of his objectives as required Where necessary, acts as an intermediary between the Chairman and the other members of the Board or the Group CEO Acts as an additional point of contact for shareholders, focusing on the Group’s governance and strategy, and gives shareholders a means of raising concerns other than with the Chairman or senior management Non-Executive Directors Juan Claro Ramón Jara Andrónico Luksic C Provide a range of outside perspectives to the Group and encourage robust debate with, and challenge of, the Group’s executive management The Board does not consider these Directors to be independent because they do not meet one or more of the independence criteria set out in the UK Corporate Governance Code3 Ensure that no individual or small group of individuals can dominate the Board’s decision-making Independent Non-Executive Directors Ollie Oliveira Michael Anglin Jorge Bande Vivianne Blanlot Francisca Castro Tony Jensen Ensure that no individual or small group of individuals can dominate the Board’s decision-making Meet the independence criteria set out in the UK Corporate Governance Code2 No connection with the Group or any other Director which could be perceived to compromise independence Provide a range of outside perspectives to the Group and encourage robust debate with, and challenge of, the Group’s executive management CEO Iván Arriagada1 Leads the implementation of the Group’s strategy set by the Board Manages the overall operations and resources of the Group Leads the Executive Committee and ensures its effectiveness in all aspects of its duties Provides information and makes recommendations to the Board regarding the Group’s day-to-day activities and long-term plans More information is provided on the Board page 1. The Group’s CEO, Iván Arriagada, is not a Director, which reflects law and practice in Chile. Despite this, interaction between the Board and executive management is as expected between Non-Executive Directors and management in a typical UK-listed company. The Board considers that there are considerable benefits associated with having a Board comprising exclusively Non-Executive Directors. Not only does it provide a broad range of perspectives, but it also encourages robust debate with, and independent oversight of, the Group’s executive management. This is consistent with practice in Chile where local law prohibits CEOs of listed companies from being directors of those companies. The CEO and CFO are invited to attend all Board meetings, the CEO is also invited to attend all Board Committee meetings and there is regular formal and informal dialogue between management and the Board. 2. The Board has carefully considered the independence of all Directors and is satisfied that Ollie Oliveira continues to be independent notwithstanding that the ninth anniversary of his appointment was in October 2020. The factors taken into account by the Board in reaching this conclusion are set out on page 114 of the Annual Report 2020. 3. Ramón Jara provides advisory services to the Group. Andrónico Luksic C is the brother of Jean-Paul Luksic, the Chairman of the Company, and is Chairman of Quiñenco SA and Chairman or Director of Quiñenco’s other listed subsidiaries. Jean-Paul Luksic is also a Non-Executive Director of Quiñenco and some of its listed subsidiaries. Like Antofagasta plc, Quiñenco is controlled by a foundation in which members of the Luksic family are interested. Ramón Jara and Juan Claro have served on the Board for more than nine years from the date of their first election. 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