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RNS Number : 8971R Anglo American PLC 06 March 2023
Anglo American plc
(the "Company")
Registered office: 17 Charterhouse Street, London EC1N 6RA
Registered number: 3564138 (incorporated in England and Wales)
Legal Entity Identifier: 549300S9XF92D1X8ME43
6 March 2023
ANNUAL FINANCIAL REPORT AND NOTICE OF AGM
In accordance with Listing Rule 9.6 and Disclosure Guidance and Transparency
Rule ("DTR") 4.1, the Company announces that the following documents are today
published on its website: www.angloamerican.com
· Integrated Annual Report for the year ended 31 December 2022 (the
"2022 Annual Report")
· Notice of the 2023 Annual General Meeting ("AGM") to be held on
26 April 2023
· Sustainability Report 2022
· Climate Change Report 2022
· Ore Reserves and Mineral Resources Report 2022
· Tax and Economic Contribution Report 2022
The 2022 Annual Report, Notice of the 2023 AGM and the 2023 AGM proxy form
("Proxy Form") have been submitted to the Financial Conduct Authority via the
National Storage Mechanism and will shortly be made available for inspection
at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
The above mentioned documents (except for the Proxy Form) are available on our
website at www.angloamerican.com/investors/annual-reporting
(http://www.angloamerican.com/investors/annual-reporting) and
www.angloamerican.com/investors/shareholder-information/agm/agm2023
respectively, and will be posted to shareholders on 24 March 2023.
Shareholders can obtain additional copies of the Proxy Form from our
Registrar, Equiniti Limited at Aspect House, Spencer Road, Lancing, West
Sussex BN99 6DA or view online at www.shareview.co.uk
(http://www.shareview.co.uk) .
This announcement should be read in conjunction with the Company's Preliminary
Results announcement issued on 23 February 2023. Together these constitute the
material required by DTR 6.3.5 to be communicated to the media in full
unedited text through a Regulatory Information Service. This material is not a
substitute for reading the Company's 2022 Annual Report. Page references and
references to notes to the financial statements, refer to those contained in
the 2022 Annual Report.
An indication of the important events that occurred in 2022 and their impact
on the consolidated financial statements and the consolidated financial
statements themselves were announced to the London Stock Exchange on 23
February 2023, forming part of the Preliminary Results announcement for the
year ended 31 December 2022. Additional content forming part of the management
report are set out in the appendices to this announcement.
AGM Timetable
In accordance with JSE Listing Requirement 18.20 the Company confirms the
following dates in respect of its AGM which will be held at The Queen
Elizabeth II Centre, Broad Sanctuary, Westminster, London SW1P 3EE, and
virtually via the Lumi platform on Wednesday, 26 April 2023 at 11:00 UK time.
AGM Date
Wednesday, 26 April 2023
Record date - to determine which shareholders were entitled to receive the
notice of meeting
Friday, 24 February 2023
Notice of Meeting Publication date
Monday, 6 March 2023
Last day to trade to determine eligible shareholders that may attend, speak Wednesday, 19 April 2023 (for South Africa shareholders)
and vote at the Meeting
Thursday, 20 April 2023 (for UK shareholders)
Record date - to determine eligible shareholders that may attend, speak and Monday 24 April 2023 at 18:30 UK time
vote at the meeting
Meeting deadline date (for administrative purposes, forms of proxy for the Monday 24 April 2023 at 11:00 UK time or 12:00 South African time
meeting to be lodged)
Results of meeting released As soon as practicable after the conclusion of the AGM
Clare Davage
Deputy Company Secretary
Anglo American is a leading global mining company and our products are the
essential ingredients in almost every aspect of modern life. Our portfolio of
world-class competitive operations, with a broad range of future development
options, provides many of the future-enabling metals and minerals for a
cleaner, greener, more sustainable world and that meet the fast growing every
day demands of billions of consumers. With our people at the heart of our
business, we use innovative practices and the latest technologies to discover
new resources and to mine, process, move and market our products to our
customers - safely and sustainably.
As a responsible producer of diamonds (through De Beers), copper, platinum
group metals, premium quality iron ore and steelmaking coal, and nickel - with
crop nutrients in development - we are committed to being carbon neutral
across our operations by 2040. More broadly, our Sustainable Mining Plan
commits us to a series of stretching goals to ensure we work towards a healthy
environment, creating thriving communities and building trust as a corporate
leader. We work together with our business partners and diverse stakeholders
to unlock enduring value from precious natural resources for the benefit of
the communities and countries in which we operate, for society as a whole, and
for our shareholders. Anglo American is re-imagining mining to improve
people's lives.
Forward-looking statements and third-party information
This document includes forward-looking statements. All statements other than
statements of historical facts included in this document, including, without
limitation, those regarding Anglo American's financial position, business,
acquisition and divestment strategy, dividend policy, plans and objectives of
management for future operations, prospects and projects (including
development plans and objectives relating to Anglo American's products,
production forecasts and Ore Reserve and Mineral Resource positions) and
sustainability performance related (including environmental, social and
governance) goals, ambitions, targets, visions, milestones and aspirations,
are forward-looking statements. By their nature, such forward-looking
statements involve known and unknown risks, uncertainties and other factors
which may cause the actual results, performance or achievements of Anglo
American or industry results to be materially different from any future
results, performance or achievements expressed or implied by such
forward-looking statements.
Such forward-looking statements are based on numerous assumptions regarding
Anglo American's present and future business strategies and the environment in
which Anglo American will operate in the future. Important factors that could
cause Anglo American's actual results, performance or achievements to differ
materially from those in the forward-looking statements include, among others,
levels of actual production during any period, levels of global demand and
commodity market prices, unanticipated downturns in business relationships
with customers or their purchases from Anglo American, mineral resource
exploration and project development capabilities and delivery, recovery rates
and other operational capabilities, safety, health or environmental incidents,
the effects of global pandemics and outbreaks of infectious diseases, the
impact of attacks from third parties on our information systems, natural
catastrophes or adverse geological conditions, climate change and extreme
weather events, the outcome of litigation or regulatory proceedings, the
availability of mining and processing equipment, the ability to obtain key
inputs in a timely manner, the ability to produce and transport products
profitably, the availability of necessary infrastructure (including
transportation) services, the development, efficacy and adoption of new or
competing technology, challenges in realising resource estimates or
discovering new economic mineralisation, the impact of foreign currency
exchange rates on market prices and operating costs, the availability of
sufficient credit, liquidity and counterparty risks, the effects of inflation,
terrorism, war, conflict, political or civil unrest, uncertainty, tensions and
disputes and economic and financial conditions around the world, evolving
societal and stakeholder requirements and expectations, shortages of skilled
employees, unexpected difficulties relating to acquisitions or divestitures,
competitive pressures and the actions of competitors, activities by courts,
regulators and governmental authorities such as in relation to permitting or
forcing closure of mines and ceasing of operations or maintenance of Anglo
American's assets and changes in taxation or safety, health, environmental or
other types of regulation in the countries where Anglo American operates,
conflicts over land and resource ownership rights and such other risk factors
identified in Anglo American's most recent Annual Report. Forward-looking
statements should, therefore, be construed in light of such risk factors and
undue reliance should not be placed on forward-looking statements. These
forward-looking statements speak only as of the date of this document. Anglo
American expressly disclaims any obligation or undertaking (except as required
by applicable law, the City Code on Takeovers and Mergers, the UK Listing
Rules, the Disclosure and Transparency Rules of the Financial Conduct
Authority, the Listings Requirements of the securities exchange of the JSE
Limited in South Africa, the SIX Swiss Exchange, the Botswana Stock Exchange
and the Namibian Stock Exchange and any other applicable regulations) to
release publicly any updates or revisions to any forward-looking statement
contained herein to reflect any change in Anglo American's expectations with
regard thereto or any change in events, conditions or circumstances on which
any such statement is based.
Nothing in this document should be interpreted to mean that future earnings
per share of Anglo American will necessarily match or exceed its historical
published earnings per share. Certain statistical and other information about
Anglo American included in this document is sourced from publicly available
third-party sources. As such it has not been independently verified and
presents the views of those third parties, but may not necessarily correspond
to the views held by Anglo American and Anglo American expressly disclaims any
responsibility for, or liability in respect of, such information.
APPENDIX A - Principal risks
We define a principal risk as a risk or combination of risks that would
threaten the business model, future performance, solvency or liquidity of
Anglo American. In addition to these principal risks, we
continue to be exposed to other risks related to currency, inflation,
community relations, environment, litigation and regulatory proceedings,
changing societal expectations, infrastructure and human resources. These
risks are subject to our normal procedures to identify, implement and oversee
appropriate mitigation actions, supported by internal audit work to provide
assurance over the status of controls or mitigating actions. These principal
risks are considered over the next three years as a
minimum, but we recognise that many of them will be relevant for a longer
period.
For more on Principal risks see pages 69 - 73
Catastrophic risks
We also face certain risks that we deem catastrophic risks. These are very
high severity, very low likelihood events that could result in multiple
fatalities or injuries, an unplanned fundamental change to strategy or the way
we operate, and have significant financial consequences. We do not consider
likelihood when assessing these risks, as the potential impacts mean these
risks must be treated as a priority. Catastrophic risks are included as
principal risks.
For more on catastrophic risks see page 69
Risk appetite
We define risk appetite as 'the nature and extent of risk Anglo American is
willing to accept in relation to the pursuit of its objectives'. We look at
risk appetite from the context of severity of the consequences should the risk
materialise, any relevant internal or external factors influencing the risk,
and the status of management actions to mitigate or control the risk. A scale
is used to help determine the limit of appetite for each risk, recognising
that risk appetite will change over time.
If a risk exceeds appetite, it will threaten the achievement of objectives and
may require a change to strategy. Risks that are approaching the limit of the
Group's risk appetite may require management actions to be accelerated or
enhanced to ensure the risks remain within appetite levels.
For catastrophic and operational risks, our risk appetite for exceptions or
deficiencies in the status of our controls that have safety implications is
very low. Our internal audit programme evaluates these controls with technical
experts at operations and the results of that audit work will determine the
risk appetite evaluation, along with the management response to any issues
identified.
For more on the risk management and internal control systems and the review of
their effectiveness See pages 157-159
Summary
Our risk profile evolved in 2022, mainly due to external factors.
Macro-economic uncertainty increased as a result of the Russia's invasion of
Ukraine, global inflation and economic slowdowns in key markets. The
regulatory environment in which we operate remains impacted by political and
societal changes in key countries, which could affect future production and
delay the deployment of new technologies to support future production and
sustainability objectives. Operationally, we have identified reliance on
third-party infrastructure and power supply as a heightened risk, particularly
in South Africa. Climate change remains one of the defining challenges of our
era and our unequivocal commitment to being part of the global response
presents both opportunities and risks. A number of our principal risks are
directly or indirectly related to climate change and our strategies to reduce
its impact on our business, and the planet.
Our catastrophic risks are the highest priority risks, given the potential
consequences.
1. Catastrophic risks
We are exposed to the following risks we deem as potentially catastrophic: Impact: Multiple fatalities and injuries, damage to assets, Risk appetite: Operating within the limits of our appetite.
tailings dam failure; geotechnical failure; mineshaft failure; and fire and
explosion. environmental damage, production loss, reputational
damage and loss of licence to operate. Financial costs Commentary: These very high impact but very low frequency risks are treated
with the highest priority.
Root cause: Any of these risks may result from inadequate associated with recovery and liability claims may be
design or construction, adverse geological conditions, significant. Regulatory issues may result and community
shortcomings in operational performance, natural events relations may be affected.
such as seismic activity or flooding, and failure of structures or machinery
and equipment
Mitigation: Technical standards exist that provide
minimum criteria for design and operational performance
requirements, the implementation of which is regularly inspected by technical
experts. Additional assurance work is conducted to assess the adequacy of
controls associated with these risks.
2. Product prices
Global macro-economic conditions leading to sustained low product prices Impact: Low product prices can result in lower levels of Risk appetite: Operating within the limits of our appetite.
and/or volatility.
cash flow, profitability and valuation. Debt costs may rise
owing to ratings agency downgrades and the possibility Commentary: Macro-economic conditions remain
Root cause: Factors that could contribute to this risk include a deep and
protracted slowdown in economic growth, of restricted access to funding. The Group may be unable uncertain; that may result in price volatility in the products
armed conflict involving major world powers, trade war to complete any divestment programme within the desired mined, and marketed, by Anglo American.
between major economies and a disrupted recovery from timescales or achieve expected values. The capacity to invest in growth
projects is constrained during periods
the Covid-19 pandemic as a result of new variants being
of low product prices - which may, in turn, affect future
resistant to vaccines.
performance.
Mitigation: Maintaining a conservative balance sheet and proactive management
of debt facilities and the delivery
of cash improvement and operational performance
targets are the key mitigation strategies for this risk.
Regular updates of economic analysis and product price
assumptions are discussed with executive management
and the Board.
3. Cyber security
Loss or harm to our technical infrastructure and the use of technology within Impact: Theft or loss of intellectual property, financial Risk appetite: Operating within the limits of our appetite.
the organisation from malicious or unintentional sources.
losses, increased costs, reputational damage, operational disruption and
compromise of safety systems.
Commentary: During 2022, we further strengthened our
Root cause: Attacks motivated by fraud, ransomware, and/
control environment. Our controls responded as planned
or access to sensitive data or information. Mitigation: We have a dedicated Global Information
and no cyber attack attempt resulted in negative impacts
Management Security team with appropriate specialist
for Anglo American.
third-party support to oversee our network security. We
have aligned to the internationally recognised NIST Cyber Security Framework,
as well as ISO27001 in sensitive
areas. Additionally, we employ the IRAM2 risk assessment
methodology to large scale projects and maintain an
ongoing cyber awareness programme across the Group.
4. Political
Global, regional and Impact: Global supply chains may be impacted by the Risk appetite: Operating within the limits of our appetite.
national political tensions and disputes may negatively impact our business. threat of or actual disputes between major economies.
Regional and national political tensions may result in Commentary: Global economic conditions can have a significant impact on
countries whose economies are exposed to commodities, placing greater pressure
Root cause: Geopolitical disputes between major social unrest affecting our operations and employees. on
economic countries, regional and national political Uncertainty over future business conditions leads to a lack of confidence in governments to find alternative means of raising revenues,
making investment decisions, which can influence future financial performance.
tensions. The effectiveness of national governance in Increased costs and increasing the risk of social and labour unrest.
countries in which we operate may be compromised can be incurred through additional regulations or resource taxes, while the
ability to execute strategic initiatives that reduce costs or divest assets
by corruption, weak policy framework and ineffective may also be restricted,
enforcement of the law. all of which may reduce profitability and affect future
performance. These may adversely affect the Group's
operations or performance of those operations.
Mitigation: Anglo American has an active engagement
strategy with governments, regulators and other
stakeholders within the countries in which we operate,
or plan to operate, as well as at an international level. We make significant
efforts to contribute to public policy
objectives such as socio-economic development to
demonstrate the broader value of our presence. We assess
portfolio capital investments against political risks and avoid
or minimise exposure to jurisdictions with unacceptable
risk levels. We actively monitor regulatory and political developments at a
national level, as well as global themes
and international policy trends, on a continuous basis. See
page 16 for more detail on how we engage with our key
stakeholders.
5. Community and Social Relations
Failure to maintain healthy Impact: A breakdown in trust with local communities and Risk appetite: Operating within the limits of our appetite.
relationships with local society at large threatens Anglo American's 'licence to
communities and society operate', potentially leading to increased costs, future growth being Commentary: Through the Social Way 3.0, we ensure that
impacted, business interruption and reputational damage.
at large.
policies and systems are in place at all Anglo American
managed sites to support effective engagement with
Mitigation: The Anglo American Social Way 3.0 is our
Root cause: Failure to identify, understand and respond to community and
communities, avoid or minimise adverse social impacts,
societal needs and expectations. integrated management system for social performance,
and maximise development opportunities. For further
adopted and implemented at all managed sites. In addition, the commitments we
have made as part of the Thriving Communities pillar of our Sustainable Mining information on how we engage with key stakeholders, see
Plan will deliver tangible and valued benefits to host communities.
pages 16-19. For more information on our Sustainable
Mining Plan commitments, see page 42.
6. Regulatory and permitting
Failure to comply with permitting and other mining regulations. Impact: Delays to projects and disruption to existing operations may impact Risk appetite: Operating within the limits of our appetite.
future production, delays in deploying new technologies that support future
growth and sustainability objectives, legal claims and regulatory actions,
fines and reputational damage.
Root cause: Regulations impacting the mining industry are evolving as a result
Commentary: Annual assessments of compliance with the Anglo American Minimum
of political developments, changes in societal expectations and the public Permitting Requirements are
perception of mining activities. Failure to comply with management processes
Mitigation: All operations must comply with our Minimum undertaken, as well as periodic independent audits.
will threaten the ability to adhere to regulations and permits.
Permitting Requirements, which is a management
system to ensure necessary permits and other regulatory
requirements are identified and embedded in life of asset
plans and management routines. Through our Sustainable Mining Plan, we make
considerable efforts to meet community aspirations for socio-economic
development
and carefully manage the environmental impacts of our
business to avoid causing harm and nuisance.
7. Operational Performance
Unplanned operational stoppages affecting production and profitability. Impact: Inability to achieve production, cash flow or Risk appetite: Operating within the limits of our appetite.
profitability targets. There are potential safety-related risks
Root cause: We are exposed to risks of interruption to associated with unplanned operational stoppages, along Commentary: There were no material unplanned operational incidents in 2022,
although power outages in South Africa impacted our operations.
power supply and the failure of critical third-party-owned with a loss of investor confidence.
and -operated infrastructure; e.g. rail networks and ports.
Failure to implement and embed our Operating Model, Mitigation: We maintain ongoing engagement with
maintain critical plant, machinery and infrastructure, and operate in critical power and infrastructure suppliers and maintain
compliance with Anglo American's Technical
appropriate business continuity and emergency preparedness plans.
Standards, will affect our performance levels. Our Implementation of our Operating Model and compliance with Technical Standards,
supported by operational risk management and assurance processes, are key to
operations may also be exposed to natural catastrophes and extreme weather the mitigation against this risk. Regular tracking and monitoring of progress
events. against the underlying production plans is undertaken.
8. Safety
Failure to eliminate fatalities. Impact: A fatal incident is devastating for the bereaved Risk appetite: Operating within the limits of our appetite.
family, friends and colleagues. Over the longer term, failure
Root cause: Fatalities may result from operational leaders, to provide a safe working environment threatens our licence to operate. Commentary: During 2022, there were two work-related
employees and contractors failing to apply safety rules fatalities in our managed operations. Management remains fully committed to
the elimination of fatalities.
and poor hazard identification and control, including non‑compliance with Mitigation: All operations continue to implement safety
critical controls.
improvement plans, with a focus on: effective management of critical controls
required to manage significant safety risks; learning from high potential
incidents and hazards; embedding a safety culture; and leadership engagement
and accountability. Our Elimination of Fatalities Taskforce oversees targeted
improvement initiatives to further improve safety performance.
9. Climate Change
Climate change is the defining challenge of our era and our commitment to Impact: Potential loss of stakeholder confidence, negative impact on Risk appetite: Operating within the limits of our appetite.
being part of the global response presents both opportunities and risks. reputation, financial performance and valuation.
Commentary: For more information on our Sustainable
Root cause: We are committed to the alignment of Mitigation: We have articulated our climate change plans, policies and
progress and engage with key stakeholders to ensure they understand them. Our Mining Plan and approach to climate change, see pages 42
our portfolio with the needs of a low carbon world in a responsible manner; Sustainable Mining Plan includes operation-specific and Group targets for
however, different stakeholder expectations continue to evolve and are not reductions in carbon emissions, power and water usage. and 45-49, and for further information on how we engage
always
with key stakeholders, see pages 16-19. For more on the
aligned. Long term demand for metals and minerals mined and marketed by Anglo
American may deviate from assumptions based on climate change abatement extreme weather events that have affected the operating
initiatives. Changing weather patterns and an increase in extreme weather
events may impact operational stability and our local communities. Our Scope 1 performance of our business units, see pages 84-111.
and 2 carbon emission reduction targets are partly reliant on new technologies
that are at various stages of development, and our Scope 3 reduction ambition
is reliant on the adoption of greener technologies in the steelmaking
industry.
10. Pandemic
Large scale outbreak Impact: As has been witnessed by the Covid-19 pandemic, widespread Risk appetite: Operating within the limits of our appetite.
consequences include the physical and mental health and well-being of our
of infectious disease people and local communities; economic shocks and disruption; social unrest;
an increase in political stresses and tensions, a rise in criminal acts; and
increasing morbidity and the potential for increased resource nationalism. Commentary: For more information on our response to the Covid-19 pandemic, see
pages 59-60.
mortality over a wide
geographic area. Mitigation: Anglo American actively monitors global
pandemic-potential diseases. In the event of a pandemic,
Root cause: Human population growth, urbanisation, changes in land use, loss our Group Crisis Management Team is activated at an early stage to direct the
of biodiversity, exploitation of the natural environment, viral disease from Group's response, prioritising the well-being of our people, their families
animals, and increased global travel and integration are all contributory and our host communities, and ensuring the continuity of the operations.
causes of health pandemics.
11. Corruption
Bribery or other forms of corruption committed by an employee or agent of Impact: Potential criminal investigations, adverse media Risk appetite: Operating within the limits of our appetite.
Anglo American.
attention and reputational damage. A possible negative
impact on licensing processes and valuation. Commentary: Group Compliance Committee oversees the organisation's
Root cause: Anglo American has operations in some countries where there is a
anti-bribery management system to ensure its continuing suitability, adequacy
higher prevalence of corruption. and
Mitigation: A comprehensive anti-bribery and corruption effectiveness.
policy and programme, including risk assessment, training and awareness, with
active monitoring, are in place.
12. Water
Inability to obtain or sustain the level of water security Impact: Loss of production and inability to achieve Risk appetite: Operating within the limits of our appetite.
needed to support operations over the current life of asset plan or future cash flow or volume improvement targets. Damage to stakeholder relationships
growth options. or reputational damage can result
Commentary: This continues to be a risk to the majority of
from failure to manage this critical resource.
our operations. For more information on our Sustainable
Root cause: Poor water resource management or
Mining Plan, see page 42.
inadequate on site storage, combined with reduced water Mitigation: Various projects have been implemented at
supply at some operations as weather patterns change, can affect production. operations most exposed to this risk, focused on: water
Water is a shared resource with local communities and permits to use water in
our operations are at risk if we do not manage the resource in a responsible efficiency; water security; water treatment; and discharge management; as well
as alternative supplies. New
and sustainable manner.
technologies are being developed that will reduce water demand.
13. Future demand
Demand for metals and minerals produced and marketed by Anglo American may Impact: Potential for negative impact on revenue, cash flow, profitability and Risk appetite: Operating within the limits of our appetite.
deviate from our assumptions. valuation.
Commentary: We monitor new business opportunities in line with our strategy to
Root cause: Technological developments and/or product Mitigation: Regular reviews of production and financial secure, develop and operate a portfolio of high quality and long life mineral
assets, from which we will deliver leading shareholder returns. Our Ethical
substitution leading to reduced demand, growth in the plans, as well as longer term portfolio decisions, are based Value Chain commitments within the Trusted Corporate Leader pillar of our
Sustainable Mining Plan
circular economy and shifts in consumer preferences. on extensive research. Our businesses invest in marketing
ensure we operate in line with stakeholder expectations for responsible
and other activities to enhance the inherent value of mining. For more information on our ethical
the products we produce, including building consumer value chains and responsible mining certification, see page
confidence in the ethical provenance of our products. 54.
APPENDIX B - Related party transactions
The Group has related party relationships with its subsidiaries, joint
operations, associates and joint ventures (see notes 34 and 35). Members of
the Board and the Group Management Committee are considered to be related
parties.
The Company and its subsidiaries, in the ordinary course of business, enter
into various sale, purchase and service transactions with joint operations,
associates, joint ventures and others in which the Group has a material
interest. These transactions are under terms that are no less favourable to
the Group than those arranged with third parties.
Associates Joint ventures Joint operations
US$ million 2022 2021 2022 2021 2022 2021
Transactions with related parties
Sale of goods and services - - 16 - 181 158
Purchase of goods and services - - (190) (169) (4,253) (3,466)
Balances with related parties
Trade and other receivables from related parties - - 7 1 17 18
Trade and other payables to related parties - - (18) (16) (250) (273)
Loans receivable from related parties 2 2 147 76 - -
Balances and transactions with joint operations or joint operation partners
represent the portion that the Group does not have the right to offset against
the corresponding amount recorded by the respective joint operations. These
amounts primarily relate to purchases by De Beers and Platinum Group Metals
from their joint operations in excess of the Group's attributable share of
their production.
Loans receivable from related parties are included in Financial asset
investments on the Consolidated balance sheet.
Remuneration and benefits received by directors are disclosed in the
Remuneration report. Remuneration and benefits of key management personnel,
including directors, are disclosed in note 26. Information relating to pension
fund arrangements is disclosed in note 27.
APPENDIX C - Statement of directors' responsibilities in respect of the
financial statements
The directors are responsible for preparing the Integrated Annual Report and
the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each
financial year. Under that law the directors have prepared the Group financial
statements in accordance with UK-adopted International Accounting Standards
and the Parent Company financial statements in accordance with United Kingdom
Generally Accepted Accounting Practice (United Kingdom Accounting Standards,
comprising FRS 101 "Reduced Disclosure Framework", and applicable law).
Under company law, directors must not approve the financial statements unless
they are satisfied that they give a true and fair view of the state of affairs
of the Group and Parent Company and of the profit or loss of the Group for
that period.
In preparing the financial statements, the directors are required to:
• Select suitable accounting policies and then apply them consistently
• State whether applicable UK-adopted International Accounting Standards have
been followed for the Group financial statements and United Kingdom Accounting
Standards, comprising FRS 101 have been followed for the Parent Company
financial statements, subject to any material departures disclosed and
explained in the financial statements
• Make judgements and accounting estimates that are reasonable and prudent
• Prepare the financial statements on the going concern basis unless it is
inappropriate to presume that the Group and Parent Company will continue in
business
The directors are responsible for safeguarding the assets of the Group and
Parent Company and hence for taking reasonable steps for the prevention and
detection of fraud and other irregularities.
The directors are also responsible for keeping adequate accounting records
that are sufficient to show and explain the Group's and Parent Company's
transactions and disclose with reasonable accuracy at any time the financial
position of the Group and Parent Company and enable them to ensure that the
financial statements and the Directors' Remuneration Report comply with the
Companies Act 2006.
The directors are responsible for the maintenance and integrity of the Parent
Company's website. Legislation in the United Kingdom governing the preparation
and dissemination of financial statements may differ from legislation in other
jurisdictions.
Directors' responsibility statement
for the year ended 31 December 2022
The directors consider that the Integrated Annual Report and accounts, taken
as a whole, is fair, balanced and understandable and provides the information
necessary for shareholders to assess the Group's and Parent Company's position
and performance, business model and strategy.
We confirm that to the best of our knowledge:
• the Group financial statements, which have been prepared in accordance with
UK-adopted international accounting standards, give a true and fair view of
the assets, liabilities,
financial position and profit of the Group
• the Parent Company financial statements, which have been prepared in
accordance with United Kingdom Accounting Standards, comprising FRS 101, give
a true and fair view of the
assets, liabilities and financial position of the Parent Company and
• the Strategic Report includes a fair review of the development and performance
of the business and the position of the Group and Parent Company, together
with a description of the principal risks and uncertainties that it faces.
By order of the Board
Duncan Wanblad Stephen Pearce
Chief Executive Finance Director
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