The Board currently comprises 10 Directors with a broad and complementary set of technical skills, educational and professional experience, nationalities, personalities, cultures and perspectives.

The Group’s CEO, Iván Arriagada, is not a Director, reflecting the law and practice in Chile.1 Despite this, interaction between the Board and executive management is as you would expect 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 of exclusively Non-Executive Directors; it provides a broad range of perspectives and encourages robust debate with, and independent oversight of, the Group’s executive management.

Board roles and responsibilities

Non-Executive Chairman  
Jean-Paul Luksic
  • Leads the Board and ensures its effectiveness overall.
  • Promotes the highest standards of integrity, probity and corporate governance.
  • Sets the agenda for Board meetings in consultation with the Senior Independent Director, CEO 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 constructive Board relations and the effective contribution of all Directors.
  • Oversees Director induction, development and performance reviews.
  • Leads relations with shareholders, including the Group’s controlling shareholders.
Senior Independent Director  
Francisca Castro2
  • 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 CEO.
  • Acts as an additional point of contact for shareholders, focusing on the Group’s governance and strategy, and gives shareholders an alternative means of raising concerns other than with the Chairman or senior management.
Independent Non-Executive Directors2  
Francisca Castro
Michael Anglin
Tony Jensen
Eugenia Parot
Heather Lawrence
Tracey Kerr
  • 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 Code.2
  • Have 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 Arriagada
  • 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.
Non-Executive Directors3  
Ramón Jara
Juan Claro
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 Code.
  • Ensure that no individual or small group of individuals can dominate the Board’s decision‑making.
Company Secretary
  

Julian Anderson
  • Ensures that Directors have access to the information they need to perform their roles.
  • Provides a conduit between Board and its Committees and a link between the Board and management.
  • Advises the Board on corporate governance and supports the Board in applying the UK Corporate Governance Code and complying with the UK listing regime and obligations.

 

The division of responsibilities between the Chairman, the CEO, and the Senior Independent Director is available on the Board page

1. Chilean law prohibits CEOs of listed companies from being Directors of those companies. The CEO and CFO attend all Board meetings. The CEO also attends all Board Committee
meetings and there is regular formal and informal dialogue between management and the Board.

2. The Board reviews the independence of Directors annually. The Board has carefully considered the independence of all Directors and is satisfied that Francisca Castro, Mike Anglin, Tony Jensen, Eugenia Parot, Heather Lawrence and Tracey Kerr continue to be independent in character and judgement and that there are no relationships or circumstances that are likely to affect, or could appear to affect, their judgement.

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 until 31 December 2023 served
as Chairman of Quiñenco SA and Chairman or Director of certain of Quiñenco’s other listed subsidiaries. Jean-Paul Luksic is 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.