Antofagasta PLC — AGM Information 2014

Apr 11, 2014

Attendance Card

MR A SAMPLE < DESIGNATION> SAMPLE STREET SAMPLE TOWN SAMPLE CITY SAMPLE COUNTY AA11 1AA

Additional Holders: ADDITIONAL HOLDER 1 ADDITIONAL HOLDER 2 ADDITIONAL HOLDER 3 ADDITIONAL HOLDER 4 Please bring this card with you to the Meeting and present it at Shareholder registration/accreditation. The Chairman of Antofagasta plc invites you to attend the Annual General Meeting of the Company to be held at Church House Conference Centre, Dean's Yard, Westminster, London SW1P 3NZ on 21 May 2014 at 10.30 am.

	00 SAMPLE TOWN 00 SAMPLE CITY 01	House Conference Centre, Dean's Yard, Westminster, London SW1P 3NZ on 21 May 2014 at 10.30 am.
	SAMPLE COUNTY	Shareholder Reference Number
	AA11 1AA	C0000000000
		
Please detach this portion before posting this proxy form.
Form of Proxy for Ordinary Shareholders - Annual General Meeting to be held on 21 May 2014
	Cast your Proxy onlineIt's fast, easy and secure!
	www.investorcentre.co.uk/eproxy	SRN: C0000000000 PIN: 1245 Control Number: 912144
		You will be asked to enter the Control Number, Shareholder Reference Number (SRN) and PIN and agree to certain terms and conditions.
To be effective, all proxy appointments must be lodged with the Company's Registrars at: Computershare Investor Services PLC, The Pavilions, Bridgwater Road, Bristol BS99 6ZY by 19 May 2014 at 10.30 am.
Explanatory Notes:
1. 2.	Every holder has the right to appoint some other person(s) of their choice, who need not be a shareholder, to attend, speak and vote on their behalf at the meeting. If you wish to appoint a person other than the Chairman, please insert the name of your chosen proxy holder in the space provided (see reverse). To appoint more than one proxy, an additional proxy form(s) may be obtained by contacting the	7. Pursuant to regulation 41 of the Uncertificated Securities Regulations 2001, entitlement to attend and vote at the meeting and the number of votes which may be cast thereat will be determined by reference to the Register of Members of the Company as at 10.30 a.m. on 19 May 2014 (or in the event of an adjournment, on the date which is two days before the time of the adjourned meeting). Changes to entries on the Register of Members after that time shall be disregarded in determining
	Registrar's helpline on 0870 702 0159 or you may photocopy this form. Please indicate in the box next to the proxy holder's name (see reverse) the number of shares in relation to which they are authorised to act as your proxy. Please also indicate by marking the box provided if the proxy instruction is one of multiple instructions being given. All forms must be signed and should be returned together in the same envelope.	the rights of any person to attend and vote at the meeting. 8. The above is how your address appears on the Register of Members. If this information is incorrect please ring the Registrar's helpline on 0870 702 0159 to request a change of address form or go to www.investorcentre.co.uk to use the online Investor Centre service.
3.	To direct your proxy how to vote on the resolutions, complete the appropriate box for each resolution overleaf. If no voting indication is given, your proxy will vote or abstain from voting at his or her	9. Any alterations made to this form should be initialled. 10. The completion and return of this form will not preclude a member from attending the meeting and
	discretion. If you do not direct your proxy how to vote on one or more of the resolutions, the fact that you have given this proxy may be required to be made public. Your proxy will vote (or abstain from voting) as he or she thinks fit in relation to any other matter which is put before the meeting.	voting in person. 11. To appoint one or more proxies or to give an instruction to a proxy (whether previously appointed or otherwise) via the CREST system, CREST messages must be received by the issuer's agent (ID
4.	The 'Vote Withheld' option overleaf is provided to enable you to abstain on any particular resolution. However, it should be noted that a 'Vote Withheld' is not a vote in law and will not be counted in the calculation of the proportion of the votes 'For' and 'Against' a resolution.	number 3RA50) not later than 48 hours before the time appointed for holding the meeting. For this purpose, the time of receipt will be taken to be the time (as determined by the timestamp generated by the CREST system) from which the issuer's agent is able to retrieve the message. The Company may treat as invalid a proxy appointment sent by CREST in the circumstances set out in Regulation
5.	If you wish to split your vote in relation to any resolution (for example, vote some of your shares "for" that resolution and vote other shares "against" that resolution), please contact the Registrar's helpline on 0870 702 0159 for assistance.	35(5)(a) of the Uncertificated Securities Regulations 2001. Please see the AGM notice for further advice on how to appoint/instruct proxies via CREST. 12. When two or more valid but differing appointments of proxy are delivered or received for the same
6.	In the case of joint holders, the vote of the senior holder who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the vote or votes of the other joint holders and seniority is determined by the order in which the names of the holders stand in the Register of Members.	share for use at the meeting, the one which is last validly delivered or received (regardless of its date or the date of its execution) shall be treated as replacing and revoking the other or others as regards that share.
	Kindly Note: This form is issued only to the addressee(s) and is specific to the unique designated account printed hereon. This personalised form is not transferable between different: (i) account holders; or (ii) uniquely designated accounts. The Company and Computershare Investor Services PLC accept no liability for any instruction that does not comply with these conditions.	MR A SAMPLE < Designation> Additional Holder 1 Additional Holder 2 Additional Holder 3 Additional Holder 4
SG150	00000101030010	115397_67950_MAIL/000001/000001/SG150

Explanatory Notes:

• 1. Every holder has the right to appoint some other person(s) of their choice, who need not be a shareholder, to attend, speak and vote on their behalf at the meeting. If you wish to appoint a person other than the Chairman, please insert the name of your chosen proxy holder in the space provided (see reverse).
• 2. To appoint more than one proxy, an additional proxy form(s) may be obtained by contacting the Registrar's helpline on 0870 702 0159 or you may photocopy this form. Please indicate in the box next to the proxy holder's name (see reverse) the number of shares in relation to which they are authorised to act as your proxy. Please also indicate by marking the box provided if the proxy instruction is one of multiple instructions being given. All forms must be signed and should be returned together in the same envelope.
• 3. To direct your proxy how to vote on the resolutions, complete the appropriate box for each resolution overleaf. If no voting indication is given, your proxy will vote or abstain from voting at his or her discretion. If you do not direct your proxy how to vote on one or more of the resolutions, the fact that you have given this proxy may be required to be made public. Your proxy will vote (or abstain from voting) as he or she thinks fit in relation to any other matter which is put before the meeting.
• 4. The 'Vote Withheld' option overleaf is provided to enable you to abstain on any particular resolution. However, it should be noted that a 'Vote Withheld' is not a vote in law and will not be counted in the calculation of the proportion of the votes 'For' and 'Against' a resolution.
• 5. If you wish to split your vote in relation to any resolution (for example, vote some of your shares "for" that resolution and vote other shares "against" that resolution), please contact the Registrar's helpline on 0870 702 0159 for assistance.

• 6. In the case of joint holders, the vote of the senior holder who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the vote or votes of the other joint holders and seniority is determined by the order in which the names of the holders stand in the Register of Members.

• 7. Pursuant to regulation 41 of the Uncertificated Securities Regulations 2001, entitlement to attend and vote at the meeting and the number of votes which may be cast thereat will be determined by reference to the Register of Members of the Company as at 10.30 a.m. on 19 May 2014 (or in the event of an adjournment, on the date which is two days before the time of the adjourned meeting). Changes to entries on the Register of Members after that time shall be disregarded in determining the rights of any person to attend and vote at the meeting.

• 8. The above is how your address appears on the Register of Members. If this information is incorrect please ring the Registrar's helpline on 0870 702 0159 to request a change of address form or go to www.investorcentre.co.uk to use the online Investor Centre service.
• 9. Any alterations made to this form should be initialled.
• 10. The completion and return of this form will not preclude a member from attending the meeting and voting in person.
• 11. To appoint one or more proxies or to give an instruction to a proxy (whether previously appointed or otherwise) via the CREST system, CREST messages must be received by the issuer's agent (ID number 3RA50) not later than 48 hours before the time appointed for holding the meeting. For this purpose, the time of receipt will be taken to be the time (as determined by the timestamp generated by the CREST system) from which the issuer's agent is able to retrieve the message. The Company may treat as invalid a proxy appointment sent by CREST in the circumstances set out in Regulation 35(5)(a) of the Uncertificated Securities Regulations 2001. Please see the AGM notice for further advice on how to appoint/instruct proxies via CREST.

Poll Card To be completed at the AGM on a Poll vote.
Ordinary Resolutions To receive and adopt the Directors' and Auditors' Reports and the Financial 1. Statements for the year ended 31 December 2013.	For Against Withheld	Vote	13. To re-elect Mr. N A Pizarro as a Director.	For	Vote Against Withheld
To approve the Directors' Remuneration Policy Report, the full text of which is set out 2. in the Directors' Remuneration Report for the year ended 31 December 2013.			14. To re-elect Mr. A Luksic as a Director.
3. To approve the Directors' Remuneration Report for the year ended 31 December 2013 (excluding the Directors' Remuneration Policy Report).			15. To re-elect Ms. V Blanlot as a Director
To declare a final dividend. 4.			16. A re-appoint Deloitte LLP as auditors.
To re-elect Mr. J-P Luksic as a Director. 5.			morise the Directors to fix the auditor's remuneration.
To re-elect Mr. W M Hayes as a Director. 6.			To grant authority to the Directors to allot securities. Special Resolutions
To re-elect Mr. G S Menendez as a Director. 7.			19. To grant power to the Directors to allot securities for cash other than on a pro rata basis to shareholders.
To re-elect Mr. R F Jara as a Director. 8.			20. To renew the Company's authority to make market purchases of Ordinary Shares.
To re-elect Mr. J G Claro as a Director. 9.			21. To permit the Company to call general meetings (other than annual general meetings) on 14 clear days' notice.
10. To re-elect Mr. H Dryland as a Director.
11. To re-elect Mr. T C Baker as a Director.
12. To re-elect Mr. M L S De Sousa-Oliveira as a Director.			Signature In the case of a Corporation, a letter of representation will be required (in accordance with S323 of the Companies Act 2006) unless this has already been lodged at registration.
SW1P 3NZ on 21 May 2014 at 10.30 am, and at any adjourned meeting. * For the appointment of more than one proxy, please refer to Explanatory Note 2 (see front).			C0000000000 I/We hereby appoint the Chairman of the Meeting OR the person indicated in the box above as my/our proxy to attend, speak and vote in respect of my/our full voting entitlement* on my/our behalf at the Annual General Meeting of Antofagasta plc to be held at Church House Conference Centre, Dean's Yard, Westminster, London Please use a black pen. Mark with an X		$ \mathbf{x} $
Please tick here to indicate that this proxy appointment is one of multiple appointments being made.		Vote	inside the box as shown in this example.		Vote
Ordinary Resolutions For To receive and adopt the Directors' and Auditors' 1. Reports and the Financial Statements for the year	Against Withheld		For 11. To re-elect Mr. T C Baker as a Director.		Against Withheld
ended 31 December 2013.			12. To re-elect Mr. M L S De Sousa-Oliveira as a Director.
To approve the Directors' Remuneration Policy Report, the 2. full text of which is set out in the Directors' Remuneration Report for the year ended 31 December 2013.			13. To re-elect Mr. N A Pizarro as a Director.
To approve the Directors' Remuneration Report for 3. the year ended 31 December 2013 (excluding the Directors' Remuneration Policy Report).			14. To re-elect Mr. A Luksic as a Director.
To declare a final dividend. 4.			15. To re-elect Ms. V Blanlot as a Director
To re-elect Mr. J-P Luksic as a Director. 5.			16. To re-appoint Deloitte LLP as auditors.
To re-elect Mr. W M Hayes as a Director. 6.			17. To authorise the Directors to fix the auditor's remuneration.
To re-elect Mr. G S Menendez as a Director. 7.			18. To grant authority to the Directors to allot securities. Special Resolutions
To re-elect Mr. R F Jara as a Director. 8.			19. To grant power to the Directors to allot securities for cash other than on a nro rata hasis to shareholders

	I/We instruct my/our proxy as indicated on this form. Unless otherwise instructed in Sproxy may vote as he or she sees fit or abstain in relation to any business of the meeting.
Signature
	In the case of a corporation, this proxy must be given under its common seal or be signed on its behalf by an attorney or officer duly authorised. a facilita de la final de la destina de la california de la calendaria Al

cash other than on a pro rata basis to shareholders. To renew the Company's authority to make market

To permit the Company to call general meetings (other

than annual general meetings) on 14 clear days' notice.

chases of Ordinary Shares.

in the case of a corporation, this proxy must be given under its common seal or be signed on its behalf by an attorney or officer duly authorised, stating their capacity (e.g. director, secretary).

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To re-elect Mr. J G Claro as a Director.

1. To re-elect Mr. H Dryland as a Director.

20

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