ZCCM INVESTMENTS HOLDINGS PLC Agenda for the 71st Board Meeting of the Board of Directors of the Company to be held at Mukuba Pension House, 5309 Dedan Kimathi Road, Lusaka, in the Boardroom on the 3rd Floor on Tuesday, 8 December 2015 at 10:00 hours Submit apologies from Directors unable to attend. 1. QUORUM : 2. DIRECTORATE: 3. ADOPTION OF THE AGENDA: 4. DECLARATION OF INTERESTS: 5. MINUTES: (a) Submit for approval: Minutes of the 70th Board Meeting held on 2 November 2015. (b) Matters Arising: 6. INVESTMENTS AND OPERATIONS REVIEW (IOR) REPORT FOR THE QUARTER ENDED 30 SEPTEMBER: (a) Submit for noting, the Investments and Operations Review Report (IOR) incorporating the Financial Statements for the quarter ended 30 September 2015. (Encl.1) (b) To Note. 7. REMUNERATION COMMITTEE REPORT (Encl. 2): 7.1 Proposed ZCCM-IH Employee Share Ownership Plan: (a) Submit for review and approval, the Proposed ZCCM-IH Employee Share Ownership Plan. (Appendix 2.1) (b) To Resolve: 7.2 Proposal to include the position of Metallurgist in the ZCCM-IH Technical Directorate: (a) Submit for review and approval, the Proposal to include the position of Metallurgist in the ZCCM-IH Technical Directorate. (Appendix 2.2) To Note: 8. AUDIT COMMITTEE REPORT [(AC)] (Encl. 3): 8.1 Directors’ Half Yearly Summary for the period ended 30 September 2015: (a) Submit for review and approval for issuance, the Directors’ Half Yearly Summary for the period ended 30 September 2015. (Appendix 3.1) (b) To Resolve : 8.2 Request for approval of a Supplementary Budget to cover the cost of conducting a forensic audit of Kansanshi Mining Plc: (a) Submit for review and approval, the Request for approval of a Supplementary Budget to cover the cost of conducting a forensic audit of Kansanshi Mining Plc: (Appendix 3.2) (b) To Resolve: 8.3 Risk and Internal Audit Report for Quarter ended 30 September 2015: (a) Submit for noting, the Risk and Internal Audit Report for Quarter ended 30 September 2015. (Appendix 3.3) (b) To Note: 8.4 Proposal to have CEO as member of the Board of ZCCM-IH (a) Submit for review and approval, the Proposal to have CEO as member of the Board of ZCCM-IH. (Appendix 3.4) (b) To Resolve: 9. INVESTMENT COMMITTEE REPORT (ICB) (Encl.4): 9.1. Ndola Lime Company Limited (NLC); request for further funding (a) Submit for Review and Approval, the NLC request for further funding. (Appendix 4.1) (b) To Resolve 9.2. Proposal to Restructure the Shareholder Loans advanced to Lubambe Copper Mine Limited (a) Submit for Review and Approval, Proposal to Restructure the Shareholder Loans advanced to Lubambe Copper Mine Limited (Appendix 4.2) (b) To Resolve 10. REPORT ON KANSANSHI MINING PLC (KMP) RESPONDING DIRECTORS’ REQUEST (Encl.5): (a) Submit for noting, the Report on KMP responding to Directors’ request. (b) To Resolve: 11. REQUEST FOR A SUPPLEMENTARY BUDGET TO COVER THE COST OF REPAIRS AT THE CEO’S HOUSE THAT ARE CAPITAL EXPENDITURE (Encl.6): (a) Submit for Review and Approval, a request for a supplementary budget to cover the cost of repairs at the CEO’s House that are capital expenditure. (b) To Resolve: 12. ANY OTHER BUSINESS