Environmental, Health and Safety Committee Mandate

Purpose

1. The purpose of the Environmental, Health and Safety Committee (the “Committee”) of the Board of Directors (the “Board”) of Barrick Gold Corporation (the “Company”) is to assist the Board in overseeing (a) the Company’s environmental, safety and health, and corporate social responsibility policies and programs, and (b) the Company’s environmental, safety and health, and corporate social responsibility performance.

Committee Responsibilities

2. The Committee’s responsibilities with respect to environmental matters shall include:
   1. reviewing and making recommendations, as appropriate, in regard to the Company’s environmental management program, including corporate environmental policies and procedures;
   2. reviewing and making recommendations, as appropriate, in regard to environmental compliance issues, if any;
   3. satisfying itself that management of the Company monitors trends and reviews current and emerging issues in the environmental field, and evaluates their impact on the Company;
   4. reviewing incident reports to:
      1. assess whether environmental management procedures were effective in such incidents, and to make recommendations for improvement, where appropriate; and
      2. determine if such incidents are of significance to report to the Board; and
   5. reviewing the scope of potential environmental liabilities and the adequacy of the environmental management system to manage these liabilities.
   
   In all cases, the Committee will make recommendations, where appropriate, to the management of the Company and/or to the Board.

3. The Committee’s responsibilities with respect to safety and health matters shall include:
   1. reviewing and making recommendations, as appropriate, in regard to the Company’s safety and health program, including corporate occupational health and safety policies and procedures;
   2. reviewing and making recommendations, as appropriate, in regard to safety and health compliance issues, if any;
   3. satisfying itself that management of the Company monitors trends and reviews current and emerging issues in the safety and health field and evaluates the impact on the Company; and
   4. reviewing the Company’s safety and health performance to:
      1. assess the effectiveness of safety and health program and to make recommendations for improvement, where appropriate; and
      2. determine if any safety and health issues that may be identified as a result of such review are of significance to report to the Board.
   
   In all cases, the Committee will make recommendations, where appropriate, to the management of the Company and/or to the Board.

4. The Committee’s responsibilities with respect to corporate social responsibility matters shall include:
   1. receiving reports from management on the Company’s corporate social responsibility program, including significant sustainable development, community relations and security policies and procedures;
   2. satisfying itself that management of the Company monitors trends and reviews current and emerging issues in the corporate social responsibility field and evaluates the impact on the Company; and
   3. receiving reports from management on the Company’s corporate social responsibility performance to assess the effectiveness of the corporate social responsibility program.
   
   In all cases, the Committee will, where appropriate, report to the Board and make recommendations to the management of the Company and/or to the Board.

Responsibilities of Committee Chair

5. The fundamental responsibility of the Committee Chair is to be responsible for the management and effective performance of the Committee and provide leadership to the Committee in fulfilling its mandate and any other matters delegated to it by the Board. To that end, the Committee Chair’s responsibilities shall include:
   1. working with the Chairman of the Board, the Chief Executive Officer and the Secretary to establish the frequency of Committee meetings and the agendas for meetings;
   2. providing leadership to the Committee and presiding over Committee meetings;
   3. facilitating the flow of information to and from the Committee and fostering an environment in which Committee members may ask questions and express their viewpoints;
   4. reporting to the Board with respect to the significant activities of the Committee and any recommendations of the Committee;
   5. leading the Committee in annually reviewing and assessing the adequacy of its mandate and evaluating its effectiveness in fulfilling its mandate; and
   6. taking such other steps as are reasonably required to ensure that the Committee carries out its mandate.

Powers

6. The Committee shall have the power to obtain advice and assistance from outside legal or other advisors in its sole discretion. The Committee may, in its discretion, delegate all or a portion of its duties and responsibilities to a subcommittee of the Committee.

Composition

7. The Committee shall be appointed by the Board annually, shall be comprised of a minimum of three directors, a majority of whom shall be unrelated directors. If an appointment of the members of the Committee is not made as prescribed, the members shall continue as such until their successors are appointed.

8. A majority of the members of the Committee shall be directors whom the Board has determined are independent, taking into account the applicable rules and regulations of securities regulatory authorities and/or stock exchanges.

Meetings

9. The time and place of the meetings of the Committee, the calling of the meetings and the procedure in all things at such meetings shall be determined by the Committee unless otherwise determined by the by-laws of the Company or by resolution of the Board.