Results of Rio Tinto general meetings relating to the proposed joint venture with China Baowu Steel Group Co., Ltd

The general meetings of Rio Tinto plc and Rio Tinto Limited relating to the proposed joint venture with China Baowu Steel Group Co., Ltd were held on 25 October 2022 as contemporaneous meetings in London and Perth respectively.

Under Rio Tinto's dual listed companies structure (DLC) established in 1995, decisions on significant matters affecting shareholders of Rio Tinto plc and Rio Tinto Limited in similar ways are put to both Rio Tinto plc and Rio Tinto Limited shareholders on a poll by way of a joint electoral procedure. Resolutions 1 and 2 contained in the notices of meeting of each of Rio Tinto plc and Rio Tinto Limited fall into this category. 

Information on the final proxy position for each company is detailed in Appendix 1, and the votes cast on each resolution as a percentage of the issued capital of each company is set out on our website at riotinto.com/gm2022.

Resolutions 1 and 2 as set out below were each duly carried as ordinary resolutions. The results of the polls were as follows:    

The results of the Rio Tinto plc polls were certified by the scrutineer, Computershare Investor Services PLC, and the results of the Rio Tinto Limited polls were as reported by the duly appointed returning officer, a representative of Computershare Investor Services Pty Limited.

Rio Tinto is aware that a number of votes cast in favour of each of the resolutions put to the shareholders of Rio Tinto plc and Rio Tinto Limited have been cast by entities which may be considered under Australian Securities Exchange (ASX) Listing Rule 10.1 to be associates of China Baowu Steel Group Co., Ltd (Associates' Votes). The Associates' Votes include votes cast by Shining Prospect Pte. Ltd (a subsidiary of the Aluminum Corporation of China (Chinalco)) which holds 14.61% of the voting rights in Rio Tinto plc, giving it voting power of 11.26% in the Rio Tinto Group on Joint Decision Matters.

If the Associates' Votes cast in favour of Resolutions 1 and 2 were treated as if they had not been cast, as required under ASX Listing Rule 10, Resolutions 1 and 2 would nevertheless have passed with the requisite majority.

The proposed joint venture with China Baowu Steel Group remains subject to a number of other conditions precedent being satisfied. Subject to satisfaction of those conditions, the transaction is expected to be finalised in late 2022 and, following receipt of all necessary approvals, construction is expected to commence in 2023.

This announcement is authorised for release to the market by Steve Allen, Rio Tinto's Group Company Secretary.

riotinto.com

Appendix 1

FINAL PROXY POSITION

Shareholders are encouraged to look at the voting figures provided in the main part of this announcement, as proxy figures may not be an accurate indication of the voting at the general meetings; a proxy is an authority or direction to the proxy holder to vote and not a vote itself. As such, the proxy figures do not reflect the votes cast by shareholders who attend the meeting in person, or through an attorney or corporate representative.

References in this appendix in respect of Resolutions 1 and 2 to an appointment specifying that a proxy abstain on a resolution should, when referring to voting at Rio Tinto plc's general meeting, be taken as references to the appointment specifying that the proxy withhold from voting on a resolution.

The proxy position for each company (excluding the proxy votes carried from one meeting to the other meeting by the Special Voting Shares in accordance with the DLC structure) on the resolutions put to both Rio Tinto plc and Rio Tinto Limited shareholders under the joint electoral procedure was as follows: