Rio Tinto 2011 board tilt


December 6, 2015

Stephen Mayne is standing as the first ever outside candidate for the Rio Tinto board at the AGMs in London on April 14 and in Perth on May 5. Here are some relevent links.

Notice of meeting.

Submitted platform

Stephen Mayne, age 41. Bcom (Melb). Stephen Mayne is a professional Australian shareholder advocate and an elected local government councillor in the City of Manningham in Melbourne's eastern suburbs. He publishes the corporate governance ezine www.maynereport.com and campaigns for maximum transparency and accountability in listed companies.

Mr Mayne believes the Rio Tinto board has not been held accountable for the folly of paying an enterprise value of $US44 billion for Alcan. Only three new directors have been appointed since 2007. Where is the boardroom accountability for the refusal to originally engage with BHP-Billiton, the excessive Alcan acquisition, the debt-laden balance sheet, the massively discounted rights issue, the purported bail out from Chinalco and the now-aborted iron ore joint venture with BHP-Billiton?

Mr Mayne also believes Rio Tinto needs to have more than three Australian-based directors given the Australian operations deliver a majority of group profit. There are political risks associated with treating Australia as a branch office, as evidenced by the Australian government's proposed Resources Super Profits Tax in 2010.

Mr Mayne believes Canada is over-represented on the Rio Tinto board and that in light of the Alcan debacle, former Alcan director Paul Tellier, aged 71, ought not to be seeking a further three year term at the 2011 AGMs.

Rio Tinto's edited version of platform

Stephen Mayne (age 41, Bcom (Melb)) is a professional Australian shareholder advocate and an elected local government councillor in the City of Manningham in the eastern suburbs of Melbourne, Australia. He publishes the corporate governance ezine www.themaynereport.com and campaigns for maximum transparency and accountability in listed companies. Stephen Mayne states that he is standing on a platform on the following issues:

* he contends that the board has not been held accountable for Rio Tinto's acquisition of Alcan, debt levels and discounted rights issues, its previously proposed strategic partnership with Chinalco and iron ore production joint venture with BHP Billiton and its response to the BHP Billiton takeover offer.

* he believes that there should be more than three Australian based directors, given the relative contribution of Australian operations to the Group; and

* he believes that Canada is over-represented on the board and that non executive director Paul Tellier should not seek re-election for a further three year term.

Media and proxy advisor recommendations

Fox Business carried this Dow Jones piece which included the following quotes from a UK proxy advisory firm:

Finally, PIRC said it agreed with Rio Tinto's board of director's recommendation that shareholders vote against the election of Stephen Mayne, an Australian business journalist and professional shareholder, to the board.

"We do not consider Mr Mayne to demonstrate the relevant and significant competency and experience," to be a board member, it added.

Mayne contends that the board of directors hasn't been held accountable for a series of actions including including Rio Tinto's $38 billion acquisition of Canadian aluminum producer Alcan in 2007, according to PIRC.

He also says there should be more Australians on the company's board of directors given Australia's strong contribution to the Anglo-Australian's bottom line, the advisory group added.