compañía de minas “advances in corporate governance: cia. de minas buenaventura” roque...
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• Since 1953 in mining.
• Mining of gold and silver in Peru.- Six majority-owned operating mines.- Aggressive and proven exploration program.- 43,6% stake in Yanacocha, Latin America’s largest gold
mine.
• Best geological information in Peru.
• Joint ventures with Newmont, Teck-Cominco, SPCC, BHP Billiton & Meridian Gold.
• Growing reserves, production and earnings.
• Quoted on the Lima Stock Exchange (BUE.LM) since 1971 and NYSE: BVN since 1996.
Cia. de Minas Buenaventura
• Focus on precious metals mining in Peru.
• Remain strong operating company.
• Upgrade operations.
• Generate reserves throug effective exploration.
• Pursue acquisitions preferably in Southamerica.
• Share risks through joint ventures.
• Long-term hedging policies.
• Permanent contact with our investors.
Strategy
Cost / Benefit of Allocation(US$ millions)
BEFORE OFFERING MAY 1996:Capital 42.8Investment shares 6.9Additional capital 5.0Total Equity 54.7
AFTER OFFERING MAY 1996:Capital 50.7Investment shares 7.9Additional Capital 163.6Total Equity 222.2
BENEFIT (OFFERING 1996): US$ 167.5
TOTAL NET EQUITY (09/30/02): US$ 518.5
Ownership structure
International Institutional
Investors, 47.1%
Peruvian AFPs, 10.8%
Treasury Stock, 7.7%
Private Investors, 34.0%
Outcomes
• Enhanced shareholder value.
• Increased our gold & silver production. Solid reserve base.
• Increased benefits for stakeholders.
• Improved our economic results. Raised the competitiveness and performance of the company.
• Improved and strengthened image and corporate reputation and good practices of corporate governance..
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Aug-98 Feb-99 Aug-99 Feb-00 Aug-00 Feb-01 Aug-01 Feb-02 Aug-02
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Market Cap. Gold Price
Improving Shareholders’ Value
US$/oz
US
$ m
il lio
ns
Corporate governance inLatin America - 2001
Rank Company Country Wtd CG
1 Aracruz Brasil 89,3
2 Itaú Brasil 84,1
3 Ultrapar Brasil 82,8
4 CVRD Brasil 77,7
5 Embraer Brasil 75,3
6 Bancomer Mexico 74,2
7 Unibanco Brasil 73,4
8 Antofagasta Chile 72,2
9 Grupo Pao de Acucar Brasil 71,7
10 Buenaventura Peru 71,5
Source: CLSA, 2002
1. Rights of shareholders of Buenaventura.
• Rights of shareholders are sufficiently defined and protected.
• Including the right of shareholders to participate in, and to be sufficiently informed on, decisions concerning fundamental corporate changes.
• Shareholders participate and vote in Annual and Extraordinary General Meetings.
Following principles ofcorporate governance
2. Equitable treatment of shareholders of Buenaventura.
• There is a equitable treatment of shareholders, including minority and foreign shareholders.
• Members of the board and managers can be required to disclosure any manterial interests.
• Change capital structure: one type of share.
Following principles ofcorporate governance
3. Role of stakeholders
• Recognise the rights of stakeholders as established by law.
• Implementing mechanisms to increase stakeholder participation.
Following principles ofcorporate governance
4. Disclosure and transparency
• In order to ensure that timely and accurate disclosure is made on all material matters regarding the corporation.
• Disclosure include material information on financial and operating results, company objectives, etc.
• Information is prepared, audited and disclosed in accordance with high quality standards of accounting.
• Annual audit is performed by an independent auditor.
• Channels for disseminating information are provide for fair and cost-efficient access to information by users.
Following principles ofcorporate governance
5. Responsibilities of the board
• They act on a fully informed basis and in the best interest for the company and the shareholders.
• The board is able to exercise objective judgement on corporate affairs. There is not conflict of interest.
• Board members have access to accurate, relevant and timely information.
• Functions: reviewing guiding corporate strategy, major plans of action; propose and appoint directors, etc.
• Ensuring the integrity of the company’s accounting and financial reporting systems.
Following principles ofcorporate governance
• Be careful with the environment.
• Respect to communities.
• Apply sound corporate governance.
Our principles
50 years in mining
www.buenaventura.comContact Person: Denise Garrido Telephone: (511) 419-2538 e-mail: [email protected]
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NYSE
Compañía de Minas
Compañía de Minas