Ria Sanz – AngloGold Ashanti

The mining firm’s in-house counsel considers the keys to success and
the importance of values when heading a legal and compliance team.

The In-House Lawyer (IHL): Could you tell me about your current role at AngloGold Ashanti (AGA), and your journey to where you are now?

Ria Sanz (RS): I’m currently executive vice president, general counsel, compliance and company secretary for AGA. I’ve been at the company for almost nine years, but I’ve served as general counsel of publicly listed companies for 21 years, in range of industries including industrial gases, private healthcare, paper/pulp/chemical cellulose and more.

As head of sustainability at Sappi, a paper company, I became closely familiar with the importance of responsible and ethical business practices across a number of contexts. This role helped with my transition into the mining sector, given the diverse and extensive group of stakeholders in the industry.

I have a great legal team at AGA. We work as a team to support the objectives of the business through close collaboration and involvement with our colleagues. We’ve built up a strong compliance function and programme which was implemented over the last five or six years. As a result, we’ve been successful in avoiding any significant compliance issues. This is important since we deal with governments at all levels, from presidents to mayors and other local government officials. It is critical to ensure that our people have a strong understanding of what is legally unacceptable behaviour. We are guided by our values and believe that, in order to maintain our social license to mine, we need to be a good corporate citizen and partner in the jurisdictions in which we operate.

IHL: You’re on the executive committee and you occupy a very senior role within the business. Worldwide, that seems quite rare for legal personnel, although it’s becoming more common. Was that always the case since you joined, and is that a symptom of the industry you’re in or is that just the culture within the company?

RS: When I joined I was, I believe, the first group general counsel and member of the executive committee that reported directly to the CEO. As the general counsel, I believe you need a seat at the table so that you are well-informed, otherwise you are going to be fighting with one arm behind your back. We operate in complex environments with risks around litigation, class actions, disclosure and instances where just saying something without a comprehensive understanding could have significant legal implications. So yes, I would hope that it’s increasingly understood that the general counsel does need to be a member of the executive.

IHL: When you took over the role, was there a period of adjustment and defining boundaries and relationships?

RS: Definitely, it’s normal for it to take time to get the right team in place, put in the work to ensure that the key legal matters are understood and establish one’s role and voice at the table. I’ve also been very lucky that I’ve had good support from the CEOs and members of the executive team.

IHL: As far as the role itself goes, since it was a new role, were you able to define the role profile more than you would have otherwise?

RS: That’s one of the advantages when there isn’t a history of the role in place. Senior roles are, to a certain extent, also driven by personalities. People’s strengths differ, even in the same role, and businesses evolve, so I think it’s natural for roles and responsibilities to change over time.

Industries have changed significantly, too. For example, when I was with Sappi and I was asked to head up sustainability in 2007, it was not something that either shareholders or other stakeholders had such an interest in as they do now.

I believe that strong legal people need to be able to adapt in order to contribute towards the strategic objectives of the business.

IHL: I imagine that influences the kind of people you hire to report to you directly. In South Africa, is there a good pool of in-house lawyers that can fulfil that role or is it a struggle to find the talent?

RS: Mining is a well-established industry in South Africa, so there is a good pool of talented people. We are also a global organisation and, as such, would look across the globe for talent.

I think more and more people find mining to be an interesting and dynamic field of work. I think younger people want to work for companies that have souls and an opportunity to make a difference.

IHL: Speaking broadly about the mining sector, you touched on the fact that you have all of the issues and stakeholders that other industries have, and more. Was there an adjustment period?

RS: Yes, there was. This role has been by far the most challenging and interesting. You eat, drink and breathe the industry, the company, and the role. It’s a 24/7 industry and, as such, requires a lot of dedication.

I think all of my experiences through the years placed me in quite a good position to take on this role. It was overwhelming to start with, but I had a great team of people that had been in the organisation for some time in addition to having a supportive CEO and executive team. A lot of these people are still in the organisation and I was fortunate to be welcomed and helped – so that made the transition easier.

IHL: What do you think is the biggest challenge specific to the mining industry that the legal team faces?

RS: I think it’s the challenge of keeping up with a rapidly changing regulatory environment – and quickly having to understanding the impact that those changes will have on the business in the short, medium and long term.

IHL: Is it difficult to keep your finger on the pulse in many different regions?

RS: I think that mining has significant commonality across jurisdictions. The fact that governments expect a return on the resources is something that is common, communities look to us for employment and for CSR (Corporate Social Responsibility) projects. The themes are very much aligned. It’s the implementation that can change from one jurisdiction to another – how you participate with communities; which projects would be most impactful; and how these initiatives are implemented. It is important to understand the jurisdiction and proactively manage the expectations of governments and other stakeholders.

IHL: Do you have a team in every jurisdiction, or in some of them are you relying on external advisers locally?

RS: We have legal representation in each of the countries where we operate. The complement is determined by the needs and complexity of the country and the operation, and the types of interactions they are likely to have, ie some might interact more with the local regulators, while others with the national government officials together with the corporate team as well.

IHL: In terms of the legal systems you’re operating in, I imagine there’s a spectrum, from very well-defined legal systems and regulations to jurisdiction where things aren’t quite as formal, or even stable. How do you grapple with that?

RS: I wouldn’t say that’s exactly true anymore, certainly not in the jurisdictions where we are. Large-scale mining and gold mining are at different stages in different countries. But many of the jurisdictions have had mining activities – whether it’s gold or another resource – for an extended period. More and more governments have well-resourced and experienced people that understand mining. This helps tremendously in our engagements with governments.

IHL: Is it easy to keep policies consistent across the board in every jurisdiction that you’re operating in?

RS: If I’m looking at the compliance side – because we are also listed on the New York Stock Exchange and in Australia and Ghana, not just in South Africa – the need to make sure we’re not in breach of any bribery, corruption or ethical issues, means we do apply policies across the group. It is key that those policies are developed in conversation with individuals in the group. This enables the practical application of the key principles and allows for operating consistency in a number of areas.

IHL: I suppose that links to what you were saying before about the business having core values?

RS: That’s right. And also, the reality is that anything that happens in Ghana will impact on how people see you in Colombia. The importance of having a consistent set of operating values, no matter where we are and even if it is to a much higher standard than the local regulation dictates, is key.

IHL: Do you set the vision for the legal team on a yearly basis or a multi-year basis? I imagine that the business environment changes quite quickly?

RS: We’ve recently had a re-look at our operation model across the organisation and have made some changes to our team’s structure. I believe this is something that needs to be revised periodically and requires regular attention, even if no changes are made.

IHL: Looking ahead to the next five or even ten years, is there anything that you see coming round the corner that may impact the work that you do?

RS: I think there are going to be increased risks caused by external factors. There’s climate change – with increased rainfall, higher temperatures and rapid population growth: we have to contemplate the impact this might have to our equipment and operating environment. Mining often has a large footprint, so are we going to need to be in dialogue with farmers and other industries for both access and ensuring the preservation of land and the environment.

Technology changes will be another area that I think will continue to gather momentum. We will need to consider the impacts to mining and our production, costs and employment model.

IHL: I imagine that you have to keep an eye on the political situation globally, which obviously now is changing a lot?

RS: The political landscape is something we already look at carefully. We often need to make significant capital investment decisions with long-dated returns on capital that need to survive potential changes in the operating landscape. For example, if a project has a six-year payback period and every four years there is a presidential election that tends to come with significant changes in that jurisdiction, we have to consider the risk factors in making a decision on that project.

There are jurisdictions in which we operate now that I didn’t visit in my first five or six years at AGA because they were politically stable. However, the second there’s change on the political front I visit.

IHL: Is there any way that you can safe guard against that?

RS: I think, like always, you’ve got to look at the returns through a lens that considers risk and reward, like in any business. As a management team, it is our job to manage the risks to the best of our ability. We do our part to safeguard the business and its investors from this risk by maintaining a pulse on the political landscape, along with working to mitigate social, environmental and other risks through our approach. Our compliance and oversight measures help to ensure that this work is done.

IHL: Is there anything else you wanted to talk about?

RS: I was talking yesterday with a colleague in another mining company, and she referred to mining being an old boys club. It’s still an old boys club and women still need to be better represented. Diversity in every sense is something that we, as an organisation, see as very important. Not only when it comes to our recruitment practices, but also in the law firms that we use. Encouraging our external advisers to also strive for diversity is, I think, another way we can push for change. That is one aspect we need to continue to work on.

IHL: Have you found that law firms are increasingly using diversity as a selling point to you?

RS: It is one of the points that comes across in conversations with the law firms, particularly the topic of fair pay. Law firms, though, are realising that salary parity is something their clients find important. Hopefully they see it as the right thing to do and a key business imperative. It is something that I think we, as their clients, are well placed to influence.

IHL: Is it hard for you to assess how effective the law firms are in their diversity and inclusion pushes?

RS: It’s good to understand what programmes firms have in place. I think more and more of them do have initiatives and are progressing in the areas of inclusion and diversity.

But I do find myself also becoming more vocal. Where I see no diversity I’m now having conversations with senior partners and even driving the makeup of teams that work with us. I can have an impact through doing that. It’s also my responsibility to do it. I would expect my stakeholders to be impressing on me to have diversity in my team as well.