Corporate Governance

The Hochschild Mining plc Board believes that its participation in an established investment market carries significant responsibility to manage the Company transparently and in a manner appropriate to a successful business. Accordingly, the Board fully supports good corporate governance and intends to comply, wherever possible, in the interests of shareholders and other stakeholders, with the Combined Code on Corporate Governance (‘the Code’).

Audit Committee

The role of the Audit Committee is to:

  • monitor the integrity of the Company’s financial statements;
  • monitor the effectiveness of the Company’s internal controls and risk management systems;
  • oversee the relationship with the Company’s external auditors; and
  • review the effectiveness of the external audit process.

The Audit Committee is chaired by Nigel Moore who has extensive and substantial financial experience gained whilst holding a number of senior appointments with Ernst & Young. The other members of the Audit Committee are Sir Malcolm Field and Jorge Born Jr., both of whom are considered to be independent Directors. The lead partner of the external auditors, the Executive Directors and the Head of Internal Audit attend each Audit Committee meeting by invitation.

TERMS OF REFERENCE (PDF)

Nominations Committee

The role of the Nominations Committee is to identify and nominate candidates for the approval of the Board to fill Board vacancies and make recommendations to the Board on Board composition and balance. The Nominations Committee also prepares the Chairman’s job description including any other significant commitments which he should be responsible for.

The members of the Nominations Committee are Eduardo Hochschild (Chairman), Sir Malcolm Field and Dionisio Romero.

TERMS OF REFERENCE (PDF)

Remuneration Committee

The role of the Remuneration Committee is to determine and agree with the Board the broad policy for the remuneration of executives and senior management as designated, as well as specific remuneration packages, including pension rights and any compensation payments.

The Remuneration Committee comprises the following independent Non-Executive Directors: Jorge Born Jr., Sir Malcolm Field (Chairman) and Nigel Moore.

TERMS OF REFERENCE (PDF)

Corporate Social Responsibility Committee

The role of the CSR Committee is to oversee and to make all necessary recommendations to the Board in connection with corporate social responsibility issues as they affect the Company’s operations. In particular, it focuses on compliance with national and international standards to ensure that effective systems of standards, procedures and practices are in place at each of the Company’s operations. The CSR Committee is also responsible for reviewing management’s investigation of incidents or accidents that occur in order to assess whether policy improvements are required.

The CSR Committee is chaired by Roberto Dañino and its other members are Sir Malcolm Field and Eduardo Hochschild.

TERMS OF REFERENCE (PDF)