UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 20-F

(Mark One)

☐	REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934

☒	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934<br><br>For the fiscal year ended: December 31, 2024

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

☐	SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934<br><br>Date of event requiring this shell company report<br><br><br><br>For the transition period from: to
Commission file number: 001-10533	Commission file number: 001-34121
---	---
Rio Tinto plc	Rio Tinto Limited<br><br>ABN 96 004 458 404
(Exact Name of Registrant as Specified in Its Charter)	(Exact Name of Registrant as Specified in Its Charter)
England and Wales<br><br>(Jurisdiction of Incorporation or Organization)	Victoria, Australia<br><br>(Jurisdiction of Incorporation or Organization)
6 St. James's Square<br><br>London, SW1Y 4AD, United Kingdom<br><br>(Address of Principal Executive Offices)	Level 43, 120 Collins Street<br><br>Melbourne, Victoria 3000, Australia<br><br>(Address of Principal Executive Offices)

Julie Parent, T: 514-848-8519, E: julie.parent@riotinto.com

(Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person)

Securities registered or to be registered pursuant to Section 12(b) of the Act:

Title of Each Class	Trading Symbol	Name of Each Exchange<br><br>On Which Registered
American Depositary Shares<br><br>Ordinary Shares of 10p each*<br><br>7.125% Notes due 2028<br><br>5.000% Notes due 2033<br><br>5.200% Notes due 2040<br><br>4.750% Notes due 2042<br><br>4.125% Notes due 2042<br><br>2.750% Notes due 2051<br><br>5.125% Notes due 2053	RIO	New York Stock Exchange<br><br>New York Stock Exchange<br><br>New York Stock Exchange<br><br>New York Stock Exchange<br><br>New York Stock Exchange<br><br>New York Stock Exchange<br><br>New York Stock Exchange<br><br>New York Stock Exchange<br><br>New York Stock Exchange	*	Evidenced by American Depositary Receipts. Each American Depositary Share Represents one Rio Tinto plc Ordinary Shares of 10p each.
---	---
**	Not for trading, but only in connection with the listing of American Depositary Shares, pursuant to the requirements of the Securities and Exchange Commission

Securities registered or to be registered pursuant to Section 12(g) of the Act:

Title of Class	Title of Class Shares
None	None

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:

Title of Class	Title of Class of Shares
None	None

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period

covered by the annual report:

Title of each class	Rio Tinto plc - Number	Rio Tinto Limited - Number	Title of each class
Ordinary Shares of 10p each	1,255,944,847	371,217,214	Shares
DLC Dividend Share of 10p	1	1	DLC Dividend Share
Special Voting Share of 10p	1	1	Special Voting Share

Indicate by check mark if the registrants are well-known seasoned issuers, as defined in rule 405 of the Securities Act.

Yes ☒ No ☐

If this report is an annual or transition report, indicate by check mark if the registrants are not required to file reports pursuant to

Section 13 or 15(d) of the Securities Exchange Act of 1934.

Yes ☐ No ☒

Note – Checking the box above will not relieve any registrant required to file reports pursuant to Section 13 or 15(d) of the Securities

Exchange Act of 1934 from their obligations under those Sections.

Indicate by check mark whether the registrants (1) have filed all reports required to be filed by Section 13 or 15(d) of the Securities

Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrants were required to file such

reports), and (2) have been subject to such filing requirements for the past 90 days:

Yes ☒ No ☐

Indicate by check mark whether the registrants have submitted electronically every

Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during

the preceding 12 months (or for such shorter period that the registrants were required to submit such files).

Yes ☒ No ☐

Indicate by check mark whether the registrants are large accelerated filers, accelerated filers, non-accelerated filers, or emerging growth companies. See definition

of “large accelerated filer”, “accelerated filer” and “emerging growth company” and in Rule 12b-2 of the Exchange Act.:

Large Accelerated Filer ☒	Accelerated Filer ☐	Non-Accelerated Filer ☐
		Emerging growth company ☐

If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark

if the registrants have elected not to use the extended transition period for complying with any new or revised

financial accounting standards* provided pursuant to Section 13(a) of the Exchange Act. ☐

*The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012.

Indicate by check mark whether the registrants have filed a report on and attestation to their management’s assessment of the

effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C.

7262(b)) by the registered public accounting firm that prepared or issued their audit report. ☒

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the

registrants included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrants' executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

Indicate by check mark which basis of accounting the registrants have used to prepare the financial statements included in this filing:

US GAAP ☐ International Financial Reporting Standards as issued by the International Accounting Standards Board ☒

Other ☐

If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the

registrants have elected to follow:

Item 17 ☐ Item 18 ☐

If this is an annual report, indicate by check mark whether the registrants are shell companies (as defined in Rule 12b-2 of the Exchange

Act).

Yes ☐ No ☒

(APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS)

Indicate by check mark whether the registrants have filed all documents and reports required to be filed by Sections 12, 13 or

15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.

Yes ☐ No ☐

Auditor Name	Auditor Location	Auditor Firm ID
KPMG LLP	London, United Kingdom	1118
KPMG	Perth, Australia	1020

Item	Form 20-F Caption	Location in this document	Page
1	Identity of directors, senior management and advisers	Not applicable	–
2	Offer statistics and expected timetable	Not applicable	–
3	Key information
	3.A - [Reserved]	Not applicable	–
	3.B – Capitalisation and indebtedness	Not applicable	–
	3.C – Reasons for the offer and use of proceeds	Not applicable	–
	3.D – Risk factors	Risk factors	91-98
4	Information on the company
	4.A – History and development of the company	Contents	Cover
		2024 at a glance	3
		Chair’s statement	4
		From the Chief Executive	5
		Strategic context	6
		Our stakeholders	9
		Progressing our 4 objectives	10-11
		Key performance indicators	12-14
		Chief Financial Officer’s statement	15
		Financial review	16-23
		Iron Ore	24-25
		Aluminium	26-27
		Copper	28-29
		Minerals	30-31
		Our approach to ESG	32-87
		Governance – Additional statutory disclosure – Operating and financial review	146-147
		Financial statements<br><br>– Note 1 – Our financial performance by segment<br><br>– Note 5 – Acquisitions and disposals	167-168<br><br>175-176
		Rio Tinto Financial Information by Business Unit	266-268
		Shareholder Information<br><br>– Organisational structure<br><br>– Nomenclature and financial data<br><br>– History<br><br>– Dual-listed companies structure	325<br><br>325<br><br>325<br><br>325-326
		Additional information – US disclosure – Document on display<br><br>– Registered offices	334<br><br>358
	4.B – Business overview	2024 at a glance	3
		Chair’s statement	4
		From the Chief Executive	5
		Strategic context	6
		Strategic framework	7
		Our business model	8
		Our stakeholders	9
		Progressing our 4 objectives	10-11
		Key performance indicators	12-14
		Chief Financial Officer’s statement	15
		Financial review	16-23
		Iron Ore	24-25
		Aluminium	26-27
		Copper	28-29
		Minerals	30-31
		Our approach to ESG	32-87
		Governance – Additional statutory disclosure<br><br>– Government regulations<br><br>– Environmental regulations	150<br><br>150
		Financial statements Note 6 – Revenue by destination and product	177-178
		Metals and minerals production	275-276
		Mineral Resources and Mineral Reserves	277-300
		Qualified Persons	301
		Mines and production facilities	302-319
		Additional information – US disclosure – Disclosure pursuant to Section 13(r) of<br><br>the Securities Exchange Act of 1934	331
Item	Form 20-F Caption	Location in this document	Page
---	---	---	---
	4.C Organisational structure	Financial statements<br><br>– Note 30 – Principal subsidiaries<br><br>– Note 31 – Principal joint operations<br><br>– Note 32 – Entities accounted under the equity method	218-219<br><br>219-220<br><br>220-222
		Shareholder Information<br><br>– Organisational structure<br><br>– Dual-listed companies structure	325<br><br>325-326
	4.D – Property, plants and equipment	Key performance indicators	12-14
		Financial review<br><br>– Capital projects<br><br>– Future options	22<br><br>23
		Iron Ore	24-25
		Aluminium	26-27
		Copper	28-29
		Minerals	30-31
		Our approach to ESG	32-87
		Governance – Additional statutory disclosure<br><br>– Environmental regulations<br><br>– Energy efficiency action	150<br><br>150
		Financial statements Note 13 – Property, plant and equipment	185-189
		Metals and minerals production	275-276
		Mineral Resources and Mineral Reserves	277-300
		Qualified persons	301
		Mines and production facilities	302-319
		Additional information – US disclosure – Summary disclosure of operations<br><br>pursuant to Item 1303 of SK-1300 under Securities Act of 1933	340
		Additional information – US disclosure – Individual property disclosure pursuant<br><br>to Item 1304 of SK-1300 under Securities Act of 1933	340-356
		Additional information – US disclosure – Internal controls disclosure pursuant to<br><br>Item 1305 of SK-1300 under Securities Act of 1933	356
		See Exhibit 96.4	–
Item	Form 20-F Caption	Location in this document	Page
---	---	---	---
4A	Unresolved staff comments	None	–
5	Operating and financial review and prospects
	5.A – Operating results	Chair’s statement	4
		Financial review	16-23
		Iron Ore	24-25
		Aluminium	26-27
		Copper	28-29
		Minerals	30-31
		Our approach to ESG	32-87
		Governance – Additional statutory disclosure<br><br>– Operating and financial review<br><br>– Government regulations<br><br>– Environmental regulations	146-147<br><br>150<br><br>150
		Financial statements<br><br>–h. Impact of Climate Change on the Group<br><br>–Note 24 – Financial instruments and risk management	157-160<br><br>202-207
		Rio Tinto Financial Information by Business Unit	266-268
		Alternative Performance Measures	269-273
	5.B – Liquidity and capital resources	Financial review<br><br>– Capital projects<br><br>– Future options	22<br><br>23
		Copper – Oyu Tolgoi underground project	29
		Financial statements<br><br>– Note 14 – Close-down and restoration provisions<br><br>– Our capital and liquidity<br><br>– Note 19 - Net debt<br><br>– Note 20 – Borrowings<br><br>– Note 21 – Leases<br><br>– Note 22 – Cash and cash equivalents<br><br>– Note 23 – Other financial assets and liabilities<br><br>– Note 24 – Financial instruments and risk management<br><br>– Note 28 – Post-retirement benefits<br><br>– Note 36 – Other provisions<br><br>– Note 37 – Contingencies and commitments	189-193<br><br>197<br><br>198<br><br>198-199<br><br>200<br><br>201<br><br>201-202<br><br>202-207<br><br>211-217<br><br>225<br><br>226-228
	5.C – Research and development, patents and licenses,<br><br>etc.	Strategic framework	7
		Progressing our 4 objectives	10-11
		Our approach to ESG - Environment	35-40
		Governance – Additional statutory disclosure – Exploration, research and<br><br>development	150
		Financial statements<br><br>– Note 7 – Net operating costs (excluding items disclosed separately)<br><br>– Note 13 - Property, plant and equipment<br><br>-Impact of climate change on our business - Useful economic lives of our<br><br>power generating assets	178<br><br>185-189<br><br>189
	5.D – Trend information	2024 at a glance	3
		Chair’s statement	4
		From the Chief Executive	5
		Strategic context	6
		Strategic framework	7
		Our business model	8
		Our stakeholders	9
		Progressing our 4 objectives	10-11
		Key performance indicators	12-14
		Chief Financial Officer’s statement	15
		Financial review	16-23
		Iron Ore	24-25
		Aluminium	26-27
		Copper	28-29
		Minerals	30-31
	5.E – Critical accounting estimates	Not Applicable	–
Item	Form 20-F Caption	Location in this document	Page
---	---	---	---
6	Directors, senior management and employees
	6.A – Directors and senior management	Governance<br><br>– Board of Directors<br><br>– Executive Committee	102-103<br><br>104-105
		Additional statutory disclosure – Directors and executives	149
	6.B – Compensation	Governance<br><br>– Remuneration at a glance<br><br>– Remuneration principles<br><br>– Implementation report<br><br>– Implementation report tables	123-125<br><br>126<br><br>127-140<br><br>141-145
		Financial statements<br><br>– Note 26 – Employment costs and provisions<br><br>– Note 27 – Share-based payments<br><br>– Note 28 – Post-retirement benefits	208<br><br>209-211<br><br>211-217
	6.C – Board practices	Governance	100-152
		Governance<br><br>– Board of Directors<br><br>– Executive Committee<br><br>– Audit & Risk Committee report<br><br>– Remuneration at a glance<br><br>– Application of and compliance with governance codes and standards	102-103<br><br>104-105<br><br>113-116<br><br>123-125<br><br>151-152
		Shareholder information – Directors – Appointment and removal of Directors	329
	6.D – Employees	Our stakeholders – Our people	9
		Our approach to ESG – Talent, diversity and inclusion	78-80
		Financial statements<br><br>– Note 25 – Average number of employees<br><br>– Note 26 – Employment costs and provisions	208<br><br>208
		Rio Tinto financial Information by Business Unit	266-268
	6.E – Share ownership	Governance<br><br>– Implementation report – Executive Directors’ shareholding<br><br>– Non-Executive Directors’ share ownership<br><br>– Other share plans	136<br><br>140<br><br>140
		Financial statements - Note 27 – Share-based payments	209-211
	6.F – Disclosure of a registrant’s action to recover<br><br>erroneously awarded compensation	Governance<br><br>– Remuneration at a glance<br><br>See Exhibit 96.5	123-125
7	Major shareholders and related party transactions
	7.A – Major shareholders	Shareholder information - Shareownership<br><br>– Substantial shareholders in Rio Tinto plc<br><br>– Substantial shareholders in Rio Tinto Limited<br><br>– Analysis of ordinary shareholders<br><br>– Twenty largest registered shareholders	326<br><br>326<br><br>327<br><br>327
	7.B – Related party transactions	Financial review	16-23
		Financial statements Note 33 – Related-party transactions	222
	7.C – Interests of experts and counsel	Not applicable	–
8	Financial Information
	8.A – Consolidated statements and other financial<br><br>information	Financial review – Our shareholder returns policy	21
		Additional statutory disclosure - Operating and financial review	146-147
		Financial statements Note 37 – Contingencies and commitments	226-228
		See Item 18	–
Item	Form 20-F Caption	Location in this document	Page
---	---	---	---
	8.B – Significant changes	Financial statements Note 39 – Events after the balance sheet date	229
9	The offer and listing
	9.A – Offer and listing details	Additional statutory disclosure – Operating and financial review	146-147
		Shareholder information<br><br>– Organisational structure<br><br>– Markets	325<br><br>326-327
	9.B – Plan of distribution	Not applicable	–
	9.C – Markets	Shareholder information – Markets	326-327
		See Exhibit 2.1	–
	9.D – Selling shareholders	Not applicable	–
	9.E – Dilution	Not applicable	–
	9.F – Expenses of the issue	Not applicable	–
10	Additional information
	10.A – Share capital	Not applicable	–
	10.B – Memorandum and articles of association	Financial review – Our shareholder returns policy	21
		Governance – Application of and compliance with governance codes and<br><br>standards	151-152
		Shareholder information<br><br>– Dual-listed companies structures<br><br>– Material contracts<br><br>– Exchange controls and foreign investment<br><br>– Directors	325-326<br><br>328-329<br><br>329<br><br>329-330
		See Exhibit 2.1	–
	10.C – Material contracts	Financial statements – Our capital and liquidity	197
		Shareholder information – Material contracts	328-329
	10.D – Exchange controls	Shareholder information – Exchange controls and foreign investment	329
	10.E – Taxation	Additional information – US disclosure – Taxation	331-333
	10.F – Dividends and paying agents	Not applicable	–
	10.G – Statement by experts	Not applicable	–
	10.H – Documents on display	Additional information – US disclosure – Document on display	334
	10.I – Subsidiary information	Not applicable	–
	10.J – Annual report to security holders	Additional information – US disclosure – Document on display	334
11	Quantitative and qualitative disclosure about market<br><br>risk	Risk factors	91-98
		Financial statements Note 24 – Financial instruments and risk management	202-207
		Cautionary statement about forward-looking statements	357
12	Description of securities other than equity securities
	12.A – Debt securities	Not applicable	–
	12.B – Warrants and rights	Not applicable	–
	12.C – Other securities	Not applicable	–
	12.D – American depositary shares	Additional information – US disclosure – American Depositary Shares - American<br><br>depositary receipts (ADRs)	333-334
13	Defaults, dividend arrearages and delinquencies	Not applicable	–
14	Material modifications to the rights of security holders<br><br>and use of proceeds	Not applicable	–
15	Controls and Procedures	Governance – Additional statutory disclosure<br><br>– Disclosure controls and procedures<br><br>– Management’s report on internal control over financial reporting	151<br><br>151
		See Item 18 for the Report of the Independent Registered<br><br>Public Accounting Firm	–
16	[Reserved]	Not applicable	–
16A	Audit committee financial expert	Governance<br><br>– Audit & Risk Committee report – US listing requirements<br><br>– Application of and compliance with governance codes and standards	113<br><br>151-152
16B	Code of ethics	Our approach to ESG – Governance	86-87
16C	Principal accountant fees and services	Governance – Audit & Risk Committee report<br><br>– External auditors	115-116
		Financial statements – Note 38 – Auditors’ remuneration	228
Item	Form 20-F Caption	Location in this document	Page
---	---	---	---
16D	Exemptions from the listing standards for audit<br><br>committees	Not applicable	–
16E	Purchase of equity securities by the issuer and<br><br>affiliated purchasers	Governance – Additional statutory disclosure<br><br>– Purchases	147-148
		Financial statements – Note 34 – Share capital	223
16F	Change in registrant’s certifying accountant	Not applicable	–
16G	Corporate Governance	Governance – Application of and compliance with governance codes and<br><br>standards	151-152
16H	Mine safety disclosure	See Exhibit 16.1	–
16I	Disclosure regarding foreign jurisdictions that prevent<br><br>inspections	Not applicable	–
16J	Insider trading policies	Dealing in Rio Tinto securities<br><br>See Exhibit 11.1	150<br><br>–
16K	Cybersecurity	Our approach to risk management	88-90
		Risk factors<br><br>– Preventing material business disruption and data breaches due to cyber events	94
		Additional information – US disclosure – Cybersecurity	335-339
17	Financial statements	Not applicable	–
18	Financial statements	About Rio Tinto	154
		About the presentation of our financial statements	154
		Group Income Statement	162
		Consolidated Statement of Comprehensive Income	163
		Consolidated Cash Flow Statement	164
		Consolidated Balance Sheet	165
		Consolidated Statement of Changes in Equity	166
		Financial statements<br><br>– Notes 1 to 40	167-229
		Report of Independent Registered Public Accounting Firms	246-247
19	Exhibits	See Exhibit List at the end of this document	–

Other information contained within Rio Tinto’s Annual Report on Form 20-F 2024 (Form 20-F) is not included in this Form 20-F unless

specifically identified above and is furnished to the SEC for information only.

Contents

Strategic report
Our world today… and looking to the future	2
2024 at a glance	3
Chair's statement	4
From the Chief Executive	5
Strategic context	6
Strategic framework	7
Our business model	8
Our stakeholders	9
Progressing our 4 objectives	10
Key performance indicators	12
Chief Financial Officer's statement	15
Financial review	16
Iron Ore	24
Aluminium	26
Copper	28
Minerals	30
Our approach to ESG	32
Environment	35
Our 2025 Climate Action Plan	41
Social	76
Governance	86
Our approach to risk management	88
Risk factors	91
Five-year review	99
Directors’ report
Governance
Chair's introduction	100
Governance framework	101
Board of Directors	102
Executive Committee	104
Our stakeholders - Section 172(1) statement	106
Board activities in 2024	109
Evaluating our performance	110
Nominations Committee report	111
Audit & Risk Committee report	113
Sustainability Committee report	117		On the cover: The Rincon Lithium Project, Argentina, which produced<br><br>first lithium from the starter plant this year. Lithium is part of our portfolio<br><br>of materials essential to a low-carbon future.
---		Remuneration report
---	---
Annual statement by the People<br><br>& Remuneration Committee Chair	119
Implementation report	127
Additional statutory disclosure	146
Financial statements
About Rio Tinto	154
About the presentation of our financial statements	154
Consolidated primary statements	162
Notes to the consolidated financial statements	167
Report of independent registered public accounting<br><br>firms	246
Additional financial information
Financial information by business unit	266
Alternative performance measures	269
Production, Reserves,<br><br>Resources and Operations
Metals and minerals production	275
Mineral Resources and Mineral Reserves	277
Qualified Persons	301
Mines and production facilities	302
Additional information
Shareholder information	325
US disclosure	331
Cautionary statement about forward-looking statements	357
Contact details	358

References to information on websites in the Form 20-F are included

as an aid to their location and such information is not incorporated in,

and does not form part of, this Form 20-F. We have included any

website as an inactive textual reference.

KPMG's independent assurance report related to sustainability is not

included within this Form 20-F and therefore any references to this

report (or the related assurance services) are not incorporated in, and

do not form part of, this Form 20-F.

Annual Report on Form 20-F 2024	1	riotinto.com

Many of our operations are located on land and

waters that have belonged to Indigenous and

land-connected Peoples for thousands of years.

We respect their ongoing deep connection to,

and their vast knowledge of, the land, water and

environment. We pay our respects to Elders,

both past and present, and acknowledge the

important role Indigenous and land-connected

Peoples play within communities and our business.

We are Rio Tinto, and we’re finding better ways™

We live on a planet that’s changing fast. The energy transition is

an urgent, global challenge that calls for more of the metals and

minerals we produce. This provides us with great opportunity,

but we must supply that demand responsibly, and reduce

emissions across our value chain. It’s why we’re working tirelessly

to find solutions to complex questions, so we can help close the

gaps, as we provide the materials the world needs.

Find out more about how we’re …
Accelerating growth	page 22
Innovating to net zero	page 41
Evolving our culture	page 78	On this page: We are rehabilitating the<br><br>Argyle diamond mine on the traditional lands<br><br>of the Miriwoong and Gija People in Western<br><br>Australia.
---

Annual Report on Form 20-F 2024	2	riotinto.com

Strategic report

Our world today…

and looking to the future

We are active in 351 countries,

producing the metals and minerals

the world needs to grow and

decarbonise. Our materials are

used in everyday life, helping people

and societies build homes and

infrastructure, travel and work,

and learn and communicate.

Listen to our podcast, Things You Can’t<br><br>Live Without, to discover the role our<br><br>metals and minerals play, and what needs<br><br>to happen to create a sustainable future for<br><br>the items we have come to rely on:<br><br>riotinto.com/podcast

We have 60,0002 employees worldwide,

connected by our common purpose.

Our exploration teams in the field, the

colleagues at our project sites and operating

our mines, processing facilities and

infrastructure, those working in our offices

and innovation centres – they bring our

values of care, courage and curiosity to life.

We’re focusing on the materials needed both

now, and for the future. We continue to see

strong traditional drivers of demand, and our

core markets are growing. At the same time,

emerging trends and the energy transition

are opening up new opportunities for us to

deliver profitable growth.

So we’re unlocking the full potential of our

assets, and growing and diversifying our

portfolio, to become Best Operator for today

and tomorrow.

We’re investing in our people, our assets and

our orebodies. We’re exploring in 17

countries, and driving forward with our strong

pipeline of projects so we can deliver the

materials the world needs, safely, sustainably

and for the long term. We’re listening and

partnering so we learn and improve. And

we’re strengthening our culture so our people

feel safe and respected, and empowered to

continue finding better ways™.

Rio Tinto across the globe

Our portfolio includes iron ore, aluminium, bauxite, alumina, copper, titanium dioxide, lithium, borates, salt and diamonds.

For more information on our mines and production facilities, Mineral<br><br>Resources and Mineral Reserves around the world, see pages 277 to 300.

Operations and projects3

Iron Ore	Copper
Aluminium	Minerals

1.Includes our mines and production facilities, main

exploration activities and countries where we have a

significant presence through activities including research

and development, commercial, sales, and corporate

functions.

2.This represents the average number of employees for

the year, including the Group's share of non-managed

operations and joint ventures. Refer to page 208 for

more information.

3.The map indicates the location of our global operations

and projects, however it does not identify all individual

facilities included in an operation. It does not include our

offices, research and development centres, and some

processing and shipping facilities. The dots on the map

are indicative and in some locations we have more

assets than visually represented due to the size of the

map. In Western Australia, for example, we operate 17

iron ore mines. For more detail, see the Mines and

production facilities section on pages 274-319.

Operations and projects are indicated according to their

product group. The Iron Ore Company of Canada is an

iron ore operation but is reported under Minerals due to

the management structure. Management responsibility

for the Simandou iron ore project in Guinea during the

build phase of the project falls under the Chief Technical

Officer and it is included in “Other operations”.

Annual Report on Form 20-F 2024	3	riotinto.com

Strategic report

2024 at a glance

Fatalities at managed operations<br><br>5<br><br>(2023: 0)	All-injury frequency rate<br><br>0.37<br><br>(2023: 0.37)	Women in our workforce<br><br>25.2%<br><br>(2023: 24.3%)
Completion rate of "Building Everyday<br><br>Respect" employee learning module<br><br>97.4%<br><br>(2023: 83.5%)	Scope 1 and 2 greenhouse<br><br>gas emissions<br><br>30.7Mt CO2e<br><br>(2023: 33.9Mt CO2e)<br><br>(gross adjusted equity emissions)	Profit after tax attributable<br><br>to owners of Rio Tinto1<br><br>$11.6bn<br><br>(net earnings), (2023: $10.1bn)
Net cash generated from<br><br>operating activities<br><br>$15.6bn<br><br>(2023: $15.2bn)	Underlying EBITDA2<br><br>$23.3bn<br><br>(2023: $23.9bn)	Total dividend per share<br><br>402.0 cents<br><br>(2023: 435.0 cents)

2024 consolidated sales revenue: $53.7bn (2023: $54.0bn)

By destination (%)

l	Greater China	l	US	l	Japan	l	Other Asia	l	Europe	l	Canada	l	Australia	l	Other

By reportable segments (%)

125

l	Iron Ore	l	Aluminium
Iron Ore	Aluminium	Copper	Minerals
---	---	---	---
Underlying EBITDA<br><br>$16.2bn<br><br>(2023: $20.0bn)	Underlying EBITDA 3.7bn(2023: 2.3bn)	Underlying EBITDA<br><br>$3.4bn<br><br>(2023: $2.0bn)3	Underlying EBITDA<br><br>$1.1bn<br><br>(2023: $1.4bn)
Pilbara iron ore<br><br>100% basis of<br><br>production<br><br>328.0Mt<br><br>(2023: 331.5Mt)	BauxiteRio Tinto share of production 58.7Mt(2023: 54.6Mt)	Mined copper<br><br>Consolidated basis<br><br>of production<br><br>697kt<br><br>(2023: 620kt)	Titanium dioxide slag<br><br>Rio Tinto share<br><br>of production<br><br>990kt<br><br>(2023: 1,111kt)

All values are in US Dollars.

1.All financial values in this Form 20-F are presented in US dollars unless otherwise stated.

2.Underlying EBITDA is a non-IFRS measure. A definition of underlying EBITDA and a reconciliation to its closest IFRS

measure is presented in note 1 (page 168).

3.Comparative information has been adjusted to reflect the movement of Rio Tinto Guinea from the Copper product group to

“Other operations”. Refer to note 1 (page 167) for details.

For more information on our product groups’<br><br>performance, see pages 24-31.

Annual Report on Form 20-F 2024	4	riotinto.com

Strategic report

Chair’s statement

Rio Tinto is optimistic about the coming year. In 2024, we laid out the pathway to a decade of growth, gained clarity on the portfolio, and ensured we are in excellent financial health even as we execute more projects worldwide than ever before. Even with more global volatility, the underlying drivers of population growth, an expanding global middle class, the push for more localised manufacturing, artificial intelligence, and the energy transition continue to underpin demand for what we do.

The world needs the copper, aluminium, iron

ore, and minerals we provide; our business is

evolving in line with this demand, recently

with our lithium business and the proposed

acquisition of Arcadium. Our robust results

and capital discipline demonstrate our ability

to grow organically and inorganically, and to

diversify and decarbonise our business while

creating significant shareholder value. We

have a lot of momentum, and I am confident

we can deliver further value now and in the

long term by following our strategy and

continuing to focus on our 4 key objectives:

to become Best Operator, striving for

impeccable ESG credentials, to excel in

development and to deepen our

social licence.

That said, we are devastated that there were

5 fatalities in the year, a tragic reminder of

why a relentless focus on safety is so

important in our industry. We are committed

to learning from these fatalities to improve

our processes everywhere.

Our purpose in action

As a Board, we have spent a lot of time in

2024 focusing on Rio Tinto’s strategy to

ensure we have the right portfolio of

commodities, clear milestones for success,

and are building capacity to meet the

increasing demand. We have seen this in

action on many site visits. For example, in

March, Ben Wyatt, Dean Dalla Valle and I

visited the Simandou project in Guinea

and witnessed early construction of the 620-

kilometre railway. Less than a year on, we

have signed the co-development

agreements, crushed the first iron ore,

built a 275-metre-long bridge, inaugurated 7

new schools and with a workforce of

over 13,000 people, around 81% of whom

are Guinean.

As we build, we are working with

governments, communities and civil society

groups on biodiversity and socioeconomic

development. We are certainly not perfect,

but we are taking the necessary steps to

deepen our social licence. We cannot solve

our biggest challenges alone, and it is

important that our partnerships are mutually

beneficial for all our stakeholders. A positive

workplace culture is also key to operational

performance. So, while there is still a long

way to go, I am encouraged by the progress

we are making on our culture change

journey.

Well positioned in an uncertain

landscape

We are clearly in a time of significant

geopolitical volatility with conflict, trade

tensions and polarisation at domestic and

international levels. There will be further

volatility in 2025, but we are working on what

is within our control and Rio Tinto is well-

positioned to manage risk. I am confident we

have the right strategy to meet the many

opportunities and navigate the challenges.

Because, ultimately, what we do is

increasingly in demand and will remain so,

despite the hurdles we must deal with along

the way, such as slow permitting.

Decarbonisation is core to our strategy.

We have ambitious targets to reduce our

emissions by 50% by 2030 and reach net

zero by 2050, and getting there will be hard.

But we have developed a roadmap that

should enable us to achieve our targets while

reducing energy uncertainty and improving

the underlying economics for our assets. Our

portfolio of decarbonisation initiatives is

focused on value, giving us confidence that

our investments here are not only better for

the environment, but better for our business

for the long term. Considering the complexity

of the challenges before us, innovation is

becoming an even more important part of our

approach across Rio. This is being driven by

our Chief Innovation Officer and our strong

research and development team, who are

testing future technologies and considering

how we can scale them competitively.

A team effort

In 2025, Rio Tinto will continue to focus on

building a culture where everyone feels safe,

respected and empowered, because that is

how an organisation delivers great

performance. We will also continue to forge

partnerships that enable us to grow and

deliver further attractive shareholder returns.

We cannot do this alone, and I want to thank

every one of our partners, customers,

suppliers, investors, governments,

communities and Indigenous Peoples who

supported us in 2024. Above all, I want to

thank our colleagues across the globe who

are helping us to find better ways to provide

the materials the world needs.

Dominic Barton

Chair

19 February 2025

Follow Dominic on LinkedIn<br><br>linkedin.com/in/dominicsbarton

Annual Report on Form 20-F 2024	5	riotinto.com

Strategic report

From the Chief Executive

When I look back at 2024, I am proud of the progress our team has<br><br>made. The portfolio is evolving, production is growing, and we are<br><br>developing our technical skills and getting more disciplined at cost<br><br>management as we focus on becoming Best Operator, learn from<br><br>building major projects, and advance our decarbonisation agenda.

It is in Rio Tinto’s DNA to deliver quality

assets of scale, at the lowest part of the cost

curve, and to find better ways to provide the

materials the world needs. In 2024 we

tapped into this DNA to deliver profitable,

stable growth and significant shareholder

value. We are unfolding the historic strength

of Rio Tinto, and this strength is clear in our

financial results.

However, we still have much to learn and

improve, including on safety. We are

heartbroken by the loss of our colleagues in

2024, and deeply committed to learning from

every safety event.

Evolving our portfolio

We are continuing to align our portfolio with

the commodities where demand growth is

strongest, including lithium, a cornerstone

mineral of the energy transition. At the

Rincon project in Argentina, we went from

greenfield to first lithium in only 32 months,

and we are now expanding the plant. Along

with the proposed acquisition of Arcadium,

Rincon shows our commitment to building a

world-class battery minerals portfolio.

Building major projects

We are becoming much more skilled as an

organisation at executing projects at scale,

on time and to budget. Simandou has

progressed rapidly and is on track for first

production at mine gate in 2025. At Oyu

Tolgoi, we delivered first ore on the conveyor

to surface in October, and production at the

copper mine is expected to grow by more

than 50% in 2025. In Canada, we are

expanding the use of our low-carbon AP60

aluminium smelting technology. And these

global teams of experienced project-building

professionals are capturing and embedding

their learnings.

Towards Best Operator

We are also determined to realise the full

potential of our existing assets, which means

accelerating the drive to become Best

Operator. We made good progress on this

objective in 2024, achieving consistent iron

ore production in the Pilbara, and reaching

nameplate capacity at the Amrun bauxite

mine. Of course, Best Operator is not only

about production but also cost

competitiveness, and we are becoming more

disciplined at managing our costs.

We will move further and faster on this

objective in 2025, and seek to stabilise

assets such as Iron Ore Company of Canada

and Kennecott, which present huge

opportunities to unlock value. As we go

deeper into our sites with the Safe

Production System (SPS), we see how much

potential there is across our assets.

Impeccable ESG and social licence

Societal factors heavily influence our ability

to operate, which is why we are continuing to

move the dial on impeccable ESG and our

social licence. Decarbonising our business is

deeply physical and complex, but we are

starting to deliver projects to reduce

emissions while retaining value. We can only

achieve our ambitious targets by working

closely with stakeholders, so I was

encouraged by the agreement with the

Queensland Government to support Boyne

Smelters, and our efforts to secure the long-

term future of the Tiwai Point smelter in New

Zealand. It is up to others to judge our

progress, but I do sense we are becoming a

partner of choice globally. We can win more

hearts and minds by actioning our purpose,

finding better waysTM, that are more

sustainable and are mutually beneficial.

Staying the course on culture change

Culture is fundamental to how we realise the

full value of our assets. The release of the

Everyday Respect Progress Review in

November was important, helping us

understand where we are on our culture

change journey. It is unacceptable that

colleagues are still experiencing harmful

behaviours, but we are encouraged that

many believe we are heading in the right

direction. We will stay the course, creating a

culture where everyone feels safe, respected

and empowered.

Delivering growth while creating value

We have considerable momentum heading

into 2025, and all the building blocks for an

incredibly strong, diversified and growing

business. We will continue taking actions that

ensure we remain strong in the short,

medium and long term, while paying

attractive returns to our shareholders.

We will have a laser focus on unlocking the

full potential of our assets as we go deeper

with SPS, deliver improved cost

management, and learn from executing

complex projects. We will improve our culture

and safety processes as part of an

accelerated drive to become Best Operator.

This way, we know we can afford to grow,

decarbonise, and build a portfolio of

materials the world needs, positioning us to

be more competitive as we grow.

Jakob Stausholm

Chief Executive

19 February 2025

Follow Jakob on LinkedIn<br><br>linkedin.com/in/jakobstausholm
Annual Report on Form 20-F 2024	6	riotinto.com
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Strategic report

Strategic context

Our strategy is informed by a deep analysis of the interplay of global megatrends, explored

through the lens of plausible scenarios. These allow us to explore potential futures for our

industry and inform our portfolio decisions. Our success relies on our ability to strengthen our

resilience to changing externalities while building partnerships and capabilities that enable us to

capture emerging opportunities.

Our scenario approach We use global scenarios in our strategy and capital allocation processes to stress test our portfolio and investment decisions under alternative macroeconomic settings. These are created collaboratively, using Group- wide expertise to capture important market-specific trends and insights. Our scenario framework focuses on 2 prevailing forces: the speed of global economic growth and the trajectory of climate action, each heavily influenced by global geopolitics, governance and technology. In 2024, we updated our methodology, replacing our 2 former core scenarios (Competitive and Fragmented Leadership) with Conviction and Resilience scenarios, which inform our industry and project evaluations under 2 distinct macroeconomic settings: –Conviction Scenario consists of elements of both our former core scenarios, envisaging a degree of industry fragmentation and increasing government intervention in key markets, but also significant progress in the development and deployment of energy transition technologies, in part driven by heightened global competition. –Resilience Scenario represents a lower-growth world, where prevailing geopolitical uncertainty and populist and nationalist movements result in weaker governance, fragmented global trade, and less effective climate action. Additional scenarios provide sensitivity analysis. These include our Aspirational Leadership scenario, which allows us to explore decisions in a world that remains on track to limit the global average temperature rise to 1.5°C (above pre-industrial levels) by 2100. We also test our analysis against consensus forecasts to explore our level of conviction against the market and identify emerging opportunities and risks. These scenarios allow us to examine the robustness of our investment decisions, identify opportunities for protecting against the downside, gauge against market conviction and evaluate areas where we see upside potential beyond our peers.

Policy fragmentation and

climate action

In 2024, we continued to see strong

government intervention in the market and

an increasingly fragmented policy landscape

as countries competed to strengthen their

position in key sectors. In the 2 years since

the US Inflation Reduction Act was signed,

tax credits have been announced for a range

of sectors, and hundreds of billions of dollars

of additional investments have been

announced by US and foreign companies.

Other regions have continued to respond

with legislation designed to accelerate

decarbonisation, bolster local manufacturing

and enhance supply security (such as the

recently announced EU Net Zero Industry

Act).

While these initiatives have helped support

the energy transition in some ways, such

as by increasing electric vehicle (EV)

production capacity and renewable projects,

the fragmented climate policy landscape and

current economic uncertainty have hindered

global momentum on decarbonisation.

Global CO2 emissions are expected to

increase moderately in 2024, in line with the

past 2 years. This is particularly apparent for

sectors that require significant capital to

switch to fossil-fuel alternatives. In 2024,

we have also seen policy support,

particularly in the US, continue to drift away

from climate action and towards sectors

deemed critical to national security, such as

defence, communications and computing.

Western reindustrialisation

To date, Western reindustrialisation in

processing (smelting and refining) and

manufacturing has been limited due to strong

low-cost international competition and the

widening capital intensity gap with China,

where participants continue to hone their

project development and technological

capabilities. To address these challenges,

Western governments have adopted

increasingly protectionist approaches to

support regional competitiveness and reduce

import dependencies for strategic sectors.

In 2024, the US announced tariff increases

on a range of Chinese goods, including

semiconductors and solar cells (tariffs

increased from 25% to 50%), EV batteries

(from 7.5% to 25%) and EVs (from 25% to

100%). The EU also announced an increase

in tariffs on imported EVs from a 10% base

rate to up to 45.3% for some Chinese-built

EVs. Importantly, both the US and EU have

increased tariff and safeguard measures to

ensure their remaining processing base in

steel and aluminium smelting is preserved.

This is vital in reducing raw material supply

bottleneck risks.

Access to materials

In 2024, we also saw continued heightened

fears around raw material supply disruptions,

triggered by escalating conflicts and

retaliatory trade measures (ie increased

tariffs or export quotas on critical minerals).

In response, governments and downstream

participants in key demand jurisdictions (the

US, EU, China, Japan and South Korea)

have shown an appetite to partner with

metals and mining companies to secure new

sources of supply. We have seen 3 key

approaches:

–Reshoring of mining: Governments

have increased subsidy availability and

state support for domestic mining projects

to limit trade exposure risks. However,

attempts to reshore mining have been

limited due to resource quality and capital

constraints and prevailing permitting

challenges, particularly in developed

economies.

–New projects in the “Global South”:

Governments have increased efforts to

forge new bilateral and multi-lateral

partnerships, to help access high-quality

resources in developing economies.

This trend is driving strong competition for

high-quality projects and fuelling demand

for metals and mining partners that can

deliver projects while maintaining

regionally aligned ESG priorities.

–Recycling: For governments and original

equipment manufacturers, recycling

provides a potentially low capital, low risk,

and more socially acceptable pathway to

secure additional supply while continuing

to support the global decarbonisation

agenda. While China has continued to

build scrap-processing capacity and

capabilities (including through the recently

established China Resources Recycling

Group), deindustrialisation, smelter

closures and inadequate collection

schemes in the West have weighed on

progress. To address this, several

governments initiated policies and

strategies in 2024, including Germany’s

National Circular Economy Strategy and

the US’s Battery and Critical Mineral

Recycling Grant Program.

Annual Report on Form 20-F 2024	7	riotinto.com

Strategic report

Strategic framework

Our purpose is

Finding better ways™

to provide the materials the world needs.

This reflects our ambition to grow profitably and take a lead in the energy transition

by innovating and continuously improving.

See examples of how we're bringing our purpose to life at riotinto.com/purpose

Our strategy is how we achieve this.

Growing production of the materials the world needs for the energy transition

while reducing operational emissions and partnering to decarbonise our value chains.

See how our strategy is moving us forward for profitable growth at riotinto.com/strategy

Our 4 objectives give us a clear pathway for driving progress and delivering results,

in line with society's interests.

Become Best Operator,<br><br>through great teams bringing<br><br>their best every day, to safely<br><br>and sustainably realise the full<br><br>value of our assets.	Strive for impeccable ESG<br><br>credentials by aligning our priorities<br><br>with society’s expectations<br><br>and considering safety and<br><br>sustainability in every decision.	Excel in development by<br><br>shaping our portfolio for the<br><br>future while progressing our<br><br>existing project pipeline on<br><br>time and to budget.	Strengthen our social<br><br>licence by building meaningful<br><br>partnerships, listening and<br><br>learning, and earning trust.
See some of the ways we’re progressing our objectives, on pages 10-11.

Our values define how we show up, to build a workplace where everyone,

everywhere feels safe, respected and empowered to have a good day, every day.

We care about:<br><br>the safety of ourselves and others<br><br>l<br><br>creating an environment of trust<br><br>l<br><br>our impact on others.	We have the courage:<br><br>to show vulnerability<br><br>l<br><br>to speak up and challenge when we<br><br>can do better<br><br>l<br><br>to take ownership of our actions<br><br>and outcomes.	And we have the curiosity:<br><br>to learn and grow<br><br>l<br><br>to problem solve and find opportunities for<br><br>everyday innovation<br><br>l<br><br>to be open to different perspectives.
Our business model helps us deliver value that matters to our stakeholders.<br><br>See how we do this, and the importance of partnerships in meeting our goals, on pages 8-9.
We ensure effective corporate governance to manage our performance responsibly and sustainably.
We track the progress we’re making<br><br>to deliver our strategy with measures<br><br>of our financial, operational, safety<br><br>and ESG performance.<br><br>See how we performed against these<br><br>key performance indicators on pages 12-14.	Our Board oversees how we’re<br><br>managing risk and delivering our strategy.<br><br>Discover how our Board also<br><br>monitors our culture to make sure it aligns with<br><br>our values on page 106.	And we have a Remuneration Policy<br><br>that supports us to deliver our strategy<br><br>in line with our purpose and values.<br><br>Find out about the financial, safety,<br><br>ESG and culture measures it takes<br><br>into account on page 124.

Annual Report on Form 20-F 2024	8	riotinto.com

Strategic report

Our business model

Across every stage of what we do, our business model helps us deliver value that matters to our

stakeholders.

1	Explore and evaluate<br><br>We use new and advanced technologies to explore, discover<br><br>and deliver attractive growth opportunities, with a focus on<br><br>materials essential for the energy transition.
2	Develop and innovate<br><br>We are an industry leader in research and development, and<br><br>partner with customers, technology providers, academia and<br><br>local communities to develop new projects and more efficient,<br><br>safer and sustainable production pathways.
3	Mine and process<br><br>We own and operate mining and processing operations<br><br>spanning a range of countries and commodities. We are a<br><br>global industry leader, focused on safe, productive and<br><br>environmentally responsible performance.
4	Market and deliver<br><br>We market our products to meet the diverse needs of our<br><br>customers, with a focus on creating lower-carbon, responsibly<br><br>sourced and traceable products that help our customers<br><br>decarbonise. We maximise value for our business, delivering<br><br>them safely, reliably and efficiently through our global logistics<br><br>network.
5	Close and repurpose<br><br>We are responsible operators, delivering value at every<br><br>stage from discovery to closure. We engage our stakeholders<br><br>in rehabilitation and social transition planning and in<br><br>preparation for closure. We review each site's closure<br><br>plans annually.
Image: Argyle diamond mine tailings<br><br>storage facility, Australia.	For more information about how we deliver<br><br>value, see riotinto.com/ourbusiness
---	---
Annual Report on Form 20-F 2024	9	riotinto.com
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Strategic report

Our stakeholders

By engaging openly and transparently with

our stakeholders, listening to and learning

from them, we can better understand each

other’s priorities, and how we can work

together for mutual benefit. We cannot solve

all the challenges we face alone, and we

value the strength these partnerships bring in

helping us meet our goals.

Section 172(1) statement

This stakeholder section, together with our

stakeholder pages in the Governance section

(pages 106-108), explains how the Board

takes account of stakeholder interests. These

comprise our “Section 172(1) statement”.

Our people

55,0001

Employees across 6 continents

(2023: 55,000)

We are building an environment of trust,

where everyone, everywhere feels safe,

respected and empowered to have a good

day, every day. We do this by creating a safe

and inclusive environment for everyone, by

having a common way of doing what we do

everywhere, and living and leading with our

values every day. In 2024, we conducted the

Everyday Respect Progress Review to

understand the progress we have made, and

areas we need to improve, towards a safe,

respectful and inclusive work environment.

We launched our global recognition program,

RockStars, to celebrate colleagues who

demonstrate our values in action, and

Inclusive Voices, our Employee Resource

Groups, to amplify diverse voices throughout

Rio Tinto.

Our people survey is one of the tools that

helps us understand how our employees

experience working for us. In our most recent

survey conducted in Q4 2024, our employee

satisfaction rating (eSAT) was 74 points (Q4

2023: 74). For more information see page 78.

Communities

27.7%

Increase in spend with Indigenous businesses

in Australia

(2024: A$926m, up from A$725m in 2023)

Communities are the places and the

people who make up where we live, work

and call home. We work in partnership

with communities to understand how our

activities impact their lives, culture, land and

environment, and how we can help create

better social outcomes such as more jobs

and local procurement.

Over the past few years, we have focused on

our own standards of open and transparent

engagement. We are finding better waysTM

to work with communities and Indigenous

Peoples, promoting greater recognition and

inclusion of Indigenous Peoples in our

decision making. We are targeting for all

sites to co-manage cultural heritage with

communities and knowledge holders by

And for all our people to complete

annual human rights awareness training as

part of our Code of Conduct learning.

Civil society organisations

20+

CSOs took part in our 2024 roundtables in

Melbourne, London and Montreal, in person

One way we can help address the world’s

many complex environmental, social and

governance (ESG) challenges, such as

climate change, human rights violations,

bribery and corruption, is through

collaboration with civil society organisations

(CSOs) and other stakeholders. Our senior

leaders regularly engage with CSOs, and

although our opinions may differ from time to

time, we respect different views, and are

open to constructive, fact-based feedback

and challenge from civil society on our

operations and performance across our

business. Our yearly roundtable discussions

with CSOs in Australia, Europe and North

America are one of the ways we make sure

we are listening to civil society perspectives.

Governments

$77bn

Paid in taxes and royalties globally over

the past 10 years

(2023: $76bn)

Governments – national, state and provincial,

and local – are important stakeholders for

our business. They regulate our operations,

are among our commercial partners, and

receive revenue from our taxes and royalties.

Our economic contribution can be significant

for national budgets and local development

priorities, such as job creation and skills

training. We engage with officials on issues

such as how we explore, mine and process

ore; conditions of land tenure; health, safety

and environment; taxation; intellectual

property; competition and foreign investment;

data privacy; conditions of trade and export;

and infrastructure access.

Investors

$6.5bn

Total dividends declared to shareholders

(2023: $7.1bn)

Our investors include pension funds,

global fund managers, bondholders, and

tens of thousands of individuals around the

world, including approximately 36,000

Rio Tinto employees.

It is important that we understand our

investors’ needs and their vision for the

company. We therefore communicate and

engage extensively with them throughout the

year, both in person and through virtual

forums across multiple jurisdictions. In

addition to our annual general meetings in

the UK and Australia, we also held our

2024 Investor Seminar in London, where our

Executive Committee provided an update on

our progress against our strategy and how

we are advancing our

decarbonisation program.

Customers

1,730

Customers across multiple industries and countries

(2023: 1,7702)

Our customers’ needs are central to our

operational decision making. We leverage

insights generated from everything we

buy, sell and move around the world.

We collaborate closely with customers

to ensure we deliver products that meet their

specific requirements and help accelerate

their decarbonisation goals.

Where possible, we partner to co-develop

solutions that support our ESG commitments.

To address customer needs for supply chain

traceability, we have expanded the scope of

our START™ sustainability label to cover

copper cathodes, metal powders and salt.

Similar to our aluminium products, we are now

providing ESG metrics associated with

sourcing and producing these materials from

mine to market.

Suppliers

$31bn

Spent with suppliers globally in 2024

(2023: $29bn3)

By improving how, and what, we buy we are

able to support our assets to become Best

Operator. This means reducing costs and

improving transactional efficiency while

improving the quality of what we purchase. As

part of this approach, we partner with local

and Indigenous businesses where possible.

This supports our efforts to have a positive

impact where we operate, so that we help to

create stronger communities that support our

operations, while giving them the opportunity

to share in our success.

Working in partnership with our suppliers

helps us to advance our day-to-day

operations to ensure we are delivering

solutions that best support our product

groups. These strong relationships will also

allow us to decarbonise our business faster.

We work hard to build trusted relationships

with our suppliers that align with our values

and strategic objectives.

1.Includes our total workforce based on managed operations (excludes the Group’s share of non-managed operations and joint ventures) as of 31 December 2024, rounded to the nearest 1,000.

2.2023 data has been restated using an updated approach for obtaining customer numbers across product groups. Numbers are for managed entities only.

3.2023 data has been restated to reflect a change in the definition of global supplier spend to include total contestable spend.

Annual Report on Form 20-F 2024	10	riotinto.com

Strategic report

Progressing our 4 objectives

Becoming Best Operator

What we are focusing on

–Eliminating fatalities, preventing catastrophic events and

reducing injuries.

–Executing our strategy to deliver attractive shareholder returns and

build a stronger, more diversified, and growing business.

–Safely and sustainably realising the full value of our assets,

through our Safe Production System (SPS).

In 2024

Safety

–Our all-injury frequency rate (AIFR) was 0.37 in 2024 (consistent

with 0.37 in 2023).

–Tragically, there were 5 fatalities in our business in 2024, and we

continue to see serious events where people are exposed to

potential fatal incidents.

Operational performance

Our overall operating performance improved, and we delivered 1%

production growth and a 3% increase in sales volumes, both on a copper

equivalent basis (based on long-term consensus pricing).

–Some assets continued to face challenges, particularly Iron Ore

Company of Canada, Kennecott and Rio Tinto Iron & Titanium.

At the end of 2024, we had commenced deployment of SPS at 31 (80%)

of our sites. These sites account for over 95% of the production uplift

opportunity identified:

–At our Pilbara iron ore operations, we achieved our SPS target of

5 million tonnes, and Gudai-Darri reached 50Mtpa rates.

–6% year-on-year increase in good anodes produced at Kennecott

(excluding shutdowns and 2023 furnace rebuild).

–Record annual production at Amrun.

Our priorities for the future

Safety

–Continuing to support contractor safety, further integrating

contractors into our safety culture and learning from them.

–Continuing to strengthen our safety control framework to align with

our evolving risk profile.

–Improving the governance of our aviation safety and

assurance programs.

–Further evolving our safety maturity model.

Operational performance

–Continuing to strengthen the business as we execute our strategy

to deliver profitable growth.

–Driving further consistency across our global operations.

Our SPS priorities for 2025:

–Accelerating SPS deployment saturation and maturity.

–Embedding the mindsets and behaviours we need for lasting and

positive cultural change.

–Locking in high performance through our management

performance practices.

Striving for impeccable ESG

What we are focusing on

–Embedding sustainability in our decisions, to support our journey

to becoming Best Operator.

–Striving for impeccable ESG credentials across our work, including

in health, safety and wellbeing, environment and nature,

decarbonisation, communities, diversity, and culture.

–Truly listening to communities so we can find better ways to work

together, and building cultural competency across Rio Tinto.

In 2024

Environment

–We are turning strategy into action on decarbonisation, and this

year committed to carbon abatement projects representing more

than 3 million tonnes of annual emissions.

–We shared our support for the ICMM’s Nature Position Statement,

which sets out ICMM members’ approach to contributing to a

nature-positive future.

–We laid the foundation for our nature strategy and target program,

through consultations with stakeholders.

Social

–We published the findings of an independent, external Progress

Review on our work to deliver sustained workplace cultural

change. It assessed our progress in the 2 years since we

published the Everyday Respect Report, and identified areas that

require our continued effort.

–We strengthened our approach to psychosocial risk management,

running more risk assessments, and helping leaders identify

hazards and implement controls.

–We developed a 3-year human rights learning strategy and a

global learning program to support training for our people in

higher-risk human rights roles.

–We launched Local Voices, our global community perception

monitoring program, to help inform our planning and

decision making.

Governance

–We launched new annual Code of Conduct training.

–We piloted a new Third-Party Risk Management system.

Our priorities for the future

Environment

–We will progress our plans to deliver on our emission-reduction

targets, work with our partners to reduce theirs, and collaborate to

drive meaningful change for our stakeholders.

–We will formalise our nature strategy and approach, and continue

open dialogue on it with our stakeholders.

–Our nature target program will begin in 2025, with a Group target

and site-based improvement programs.

Social

–We will focus on the next stage of our plan to accelerate

culture change.

–We will continue to progress towards our Community and Social

Performance targets, and strengthen our capabilities to become a

better operator and partner.

–We are moving to a model of co-management of cultural heritage.

Governance

–We will explore new ways of providing support to our people, and

encourage more people to speak up.

Annual Report on Form 20-F 2024	11	riotinto.com

Strategic report | Progressing our 4 objectives

Excelling in development

What we are focusing on

–Advancing a range of projects across the business.

–Developing options for the future through our project pipeline,

exploration, mergers and acquisitions, and technology.

In 2024

Project development

–We made significant progress on the mine, rail and port

infrastructure for the Simandou project in Guinea, in collaboration

with our joint venture partners.

–We completed breakthroughs of Shafts 3 and 4 at Oyu Tolgoi, key

to maximising the copper mine’s underground potential.

–We advanced 5 replacement iron ore mine projects in the Pilbara. At

Western Range, our newest mine in the Pilbara, first ore is on plan

for the first half of 2025 and we are now operating our Autonomous

Haulage System trucks. Construction began on our seawater

desalination plant, which will support future water supply for our

coastal operations and communities in the Pilbara.

–Construction began on the expansion of the AP Technology™

AP60 aluminium smelter in Quebec. AP60 smelting technology is

among the most efficient and lowest-carbon technology currently

available at commercial scale.

–The Rincon starter plant in Argentina delivered its first lithium.

Pipeline projects

–We approved the expansion of the Rincon lithium project in

Argentina to 60,000 tonnes per year.

–We continued to advance a range of other studies, including Winu

and Resolution.

Exploration

–We made strong progress on our advanced Exploration projects,

including Kamiesburg (mineral sands), Texas (potash) and Chiri

(diamonds).

–Our Nuevo Cobre project in Chile’s Atacama region, a joint venture

with Corporación Nacional del Cobre de Chile (Codelco), has

delivered encouraging early results.

Innovation

–We established the Rio Tinto Innovation team to accelerate our

innovation efforts, help shape our future business, and make our

assets safer, more efficient and more sustainable. Our Group-wide

approach enables us to focus on the highest impact projects, to

innovate across and between product groups, functions and

geographies, and to work with external partners to bring the

outside world in.

Our priorities for the future

–We will carry on exploring new approaches, technologies, renewable

energy and partnership opportunities. Our aim is to discover, progress

and develop high-quality projects supporting future growth through

the cycle, in close consultation with communities.

–In 2025, we will invest in new partnerships with Chinese suppliers to

trial new construction methods, innovations and technologies –

including artificial intelligence – to develop orebodies faster and

reduce our capital intensity.

–We will manage our pipeline of opportunities to deliver high-quality

growth options, focusing on materials needed in a decarbonising

world, including:

•delivering first ore at Simandou in line with our 2025 plan

•optimising the next tranche of replacement mines in the Pilbara

•completing the Western Range project in the Pilbara

•managing key closure projects at Argyle, Gove and Ranger

•beginning operations at the Rincon starter plant, and beginning

construction of the Rincon expansion plant

•completing the acquisition of Arcadium Lithium and integrating

Arcadium Lithium’s pipeline of development projects, subject to

acquisition completion.

–We will continue building our teams’ capabilities needed to achieve

these.

Strengthening our social licence

Strengthening our social licence underpins each of our objectives,

and our ability to operate.

Our social licence is the extent to which we have the acceptance, support, and trust of multiple

categories of stakeholders in countries that are most relevant to us. These stakeholders include

our workforce, the communities in which we operate, civil society organisations, governments,

investors, customers and suppliers.

For more on who our stakeholders are, what is important<br><br>to them, and how we engage and partner, see page 9,<br><br>and pages 106-108.	And find out about our 2024 performance, and our future priorities, in relation to:<br><br>–our people and our culture change journey, on pages 78-79<br><br>–our community engagement and social performance, on pages 81-85<br><br>–our engagement with civil society and governments, on pages 86-87.
Annual Report on Form 20-F 2024	12	riotinto.com
---	---	---

Strategic report

Key performance indicators

We use a range of financial and non-financial metrics to measure Group performance against our 4 objectives: to be Best Operator; to strive for

impeccable ESG credentials; to excel in development; and to strengthen our social licence.

Alignment to our 4 objectives and associated risks key

l	Best Operator	l	Impeccable ESG	l	Excel in Development	l	Social Licence

All-injury frequency rate

(AIFR)

per 200,000 hours worked

382

Definition

We define AIFR as the number of injuries per

200,000 hours worked by employees and

contractors at our managed operations. It

includes medical treatment cases, restricted

workday, lost-day injuries, and fatal injuries.

Relevance to strategy

The health, safety and wellbeing of our

employees and contractors is at the heart of

everything we do.

We are committed to a safe work

environment by focusing on eliminating

fatalities, preventing catastrophic events, and

reducing injuries. To support this, we

continue to implement and embed key

programs, including our safety maturity

model (SMM), critical risk management

(CRM), and the Safe Production System

(SPS) - all of which help us to build a

physically and psychologically safe and

healthy workplace, built on trust,

transparency and collaboration.

We also continue to share lessons and

strengthen our partnerships with industry and

associated committees, contracting partners

and local communities to improve health,

safety and wellbeing outcomes.

Link to executive remuneration

AIFR and SMM are included as performance

metrics in the safety component of the short-

term incentive plan (STIP) (see pages 130-133).

Our performance in 2024 and

forward plan

Our AIFR remained at 0.37 in 2024,

consistent with 2023 (2023: 0.37). However,

tragically, there were 5 fatalities in our

business. We remain deeply committed to

learning from these events, while also

continuing to renew our focus on our CRM

program and further evolving our approach

to SMM across our business.

Total shareholder return

(TSR)¹

measured over the preceding 5 years

(using annual average share price)

2016

llll

Definition

TSR is a combination of share price

appreciation (using annual average share

price) and dividends paid and reinvested to

show the total return to the shareholder over

the preceding 5 years.

Relevance to strategy

Our strategy aims to maximise shareholder

returns through the commodity cycle, and

TSR is a direct measure of that.

Link to executive remuneration

TSR is reflected in the long-term incentive plan

(LTIP), measured against a mining-based index

(the EMIX Global Mining Index historically and

from 1 August 2023 the S&P Global Mining

Index) and a broader-based index of large

global corporates (the MSCI World Index)

(see page 134).

Our performance in 2024 and

forward plan

TSR performance over the 5-year period was

driven principally by movements in

commodity prices and changes in the global

macro environment. Rio Tinto outperformed

the EMIX/S&P Global Mining Index and

marginally underperformed against the MSCI

World Index over the 5-year period.

We will continue to focus on generating free

cash flow from our operations. This allows us

to return cash to shareholders (short-term

returns) while investing in the business

(long-term returns).

Underlying return on capital

employed (ROCE)

3242

Definition

Underlying ROCE is a non-IFRS measure

defined as underlying earnings excluding net

interest divided by average capital employed

(operating assets). For more information and

a reconciliation of underlying ROCE to the

nearest comparable IFRS measure, see

Alternative Performance Measures (pages

269-273).

Relevance to strategy

Our portfolio of low-cost, long-life assets

delivers attractive returns throughout the

cycle and has been reshaped significantly in

recent years. Underlying ROCE measures

how efficiently we generate profits from

investment in our portfolio of assets.

Link to executive remuneration

In the near term, underlying ROCE is

influenced by underlying EBITDA, which is

included in the STIP. Underlying earnings as

a component of ROCE influences TSR,

which is included in the LTIP (see page 134).

Our performance in 2024 and

forward plan

Underlying ROCE decreased by 2

percentage points to 18% in 2024, reflecting

a decrease in underlying earnings, principally

due to lower iron ore prices, combined with

an increase in operating assets due to capital

expenditure on key growth projects and

maintaining our operating capacity.

We remain focused on delivering our

strategy to generate attractive shareholder

returns over the long term as we diversify our

growing business and invest with confidence

in the long-term demand for materials crucial

to the global energy transition.

1.The TSR calculation for each period is based on the change in the calendar-year average share prices for Rio Tinto plc and Rio Tinto Limited over the preceding 5 years. This is consistent with the

methodology used for calculating the vesting outcomes for Performance Share Awards (PSA). The data presented in this chart accounts for the dual corporate structure of Rio Tinto.

Annual Report on Form 20-F 2024	13	riotinto.com

Strategic report | Key performance indicators

Alignment to our 4 objectives and associated risks key

l	Best Operator	l	Impeccable ESG	l	Excel in Development	l	Social Licence

Underlying earnings and

underlying EBITDA

$ millions

115

Underlying earnings
Underlying EBITDA

Definition

Underlying earnings and underlying EBITDA

are non-IFRS measures.

Underlying earnings represents net earnings

attributable to the owners of Rio Tinto,

adjusted to exclude items that do not reflect

the underlying performance of the Group’s

operations. For more information on these

exclusions and a reconciliation to the nearest

IFRS measures, refer to Alternative

Performance Measures (pages 269-273).

Underlying EBITDA is a segmental

performance measure and represents profit

before taxation, net finance items, depreciation

and amortisation, and adjusted for exclusions.

Exclusions from underlying EBITDA and a

reconciliation to the nearest IFRS measures

can be found in note 1.

Relevance to strategy

These financial KPIs measure how well we

are managing costs, increasing productivity

and generating the most revenue from each

of our assets.

Link to executive remuneration

Underlying EBITDA is reflected in the STIP.

In the longer term, both measures influence

TSR, which is the primary measure for the

LTIP (see pages 130-134).

Our performance in 2024 and

forward plan

Underlying earnings of $10.9 billion were

$0.9 billion lower than in 2023. Underlying

EBITDA of $23.3 billion was $0.6 billion lower

than in 2023. The 2% decrease in underlying

EBITDA was primarily due to lower iron ore

prices, partly offset by higher prices for

copper and aluminium, higher copper

volumes and lower market-linked costs.

We remain disciplined and focused on

managing costs across our portfolio as we

continue to generate consistent margins and

maintain attractive shareholder returns.

Net cash generated from

operating activities

$ millions

1714

Definition

This KPI refers to cash generated by our

operations after tax and interest, including

dividends received from equity accounted

units and dividends paid to non-controlling

interests in subsidiaries.

Relevance to strategy

This KPI measures our ability to convert

underlying earnings into cash.

Link to executive remuneration

Net cash generated from operating activities

influences the free cash flow measure

included in the STIP. In the longer term, the

measure influences TSR, which is included

in the LTIP (see pages 130-134).

Our performance in 2024 and

forward plan

Net cash generated from operating activities

of $15.6 billion was 3% higher than 2023.

This was driven by improved working capital

management and higher dividends from

Escondida, partly offset by the impact of a

lower iron ore price.

We remain focused on our consistent cash

flow generation as we execute our strategy

to deliver organic growth through our major

projects, while continuing to drive for

efficiencies across our existing assets.

Free cash flow

$ millions

2749

Definition

Free cash flow is a non-IFRS measure

defined as net cash generated from

operating activities minus purchases of

property, plant and equipment, intangibles,

and payments of lease principal, plus

proceeds from the sale of property, plant and

equipment, and intangible assets. For more

information and a reconciliation of free cash

flow to the nearest comparable IFRS

measure, see Alternative Performance

Measures (pages 269-273).

Relevance to strategy

This KPI measures the net cash returned by

the business after the expenditure of

sustaining and growth capital. This cash can

be used for shareholder returns, reducing

debt and other investment.

Link to executive remuneration

Free cash flow is included in the STIP. In the

longer term, the measure influences TSR,

which is included in the LTIP (see pages

130-134).

Our performance in 2024 and

forward plan

Free cash flow decreased by $2.1 billion to

$5.6 billion in 2024, primarily due to

increased capital expenditure as we ramp up

several major growth projects, slightly offset

by increased net cash generated from

operating activities.

We remain focused on our consistent cash

flow generation as we execute our strategy

to deliver organic growth through our major

projects, while continuing to drive for

efficiencies across our existing assets.

Annual Report on Form 20-F 2024	14	riotinto.com

Strategic report | Key performance indicators

Alignment to our 4 objectives and associated risks key

l	Best Operator	l	Impeccable ESG	l	Excel in Development	l	Social Licence

Net (debt)/cash

$ millions

Definition

Net (debt)/cash is a non-IFRS measure

defined as total borrowings plus lease

liabilities less cash and cash equivalents

and other liquid investments, adjusted for

derivatives related to net (debt)/cash

(see note 19 of the financial statements).

For more information and a reconciliation of

net (debt)/cash to the nearest comparable

IFRS measure, see Alternative Performance

Measures (pages 269-273).

Relevance to strategy

This KPI measures how we are managing

our balance sheet and capital structure.

A strong balance sheet gives us the flexibility

to take advantage of opportunities as they

arise and return cash to shareholders.

Link to executive remuneration

Net (debt)/cash is, in part, an outcome of free

cash flow, which itself is reflected in the STIP.

In the longer term, net (debt)/cash influences

TSR, which is reflected in the LTIP

(see pages 130-134).

Our performance in 2024 and

forward plan

Net debt increased by $1.3 billion to

$5.5 billion. This was largely the result of free

cash flow of $5.6 billion, offset by dividends

of $7.0 billion.

We remain focused on our consistent cash

flow generation as we execute our strategy

to deliver organic growth through our major

projects, while continuing to drive for

efficiencies across our existing assets.

Gross Scope 1 and 2

greenhouse gas emissions

(adjusted equity Mt CO2e)

1198

lll

Definition

We measure our Scope 1 and 2 greenhouse

gas emissions on an equity basis. It includes

the equity share of Scope 1 and 2 emissions

from managed and non-managed operations

expressed in million metric tonnes of carbon

dioxide equivalent.

Relevance to strategy

Climate risks and opportunities have formed part

of our strategic thinking and investment

decisions for over 2 decades. The low-carbon

transition is at the heart of our business strategy.

We focus on growing production in the materials

that enable the transition, decarbonising our

operations and partnering with our customers

and suppliers to decarbonise our value chains.

Link to executive remuneration

Climate change is included in our ESG

metrics for executive remuneration with a

weighting of 10% of the STIP (see page

130). We also have a decarbonisation

measure as part of our LTIP with a 20%

weighting. See pages 134-135 for further

information.

Our performance in 2024 and

forward plan

Our adjusted gross Scope 1 and 2 emissions

were 30.7Mt CO2e in 2024, which is 14%

below our 2018 baseline of 35.7Mt CO2e. In

2024 we made significant progress and reduced

our emissions by 3.2Mt CO2e. This has primarily

been achieved by new renewable energy

contracts, including the limited use of

unbundled renewable energy certificates in

locations where new generating assets are

under development or where power

purchase agreements have been agreed.

In addition we have made commitments to

projects that are expected to deliver

abatement of around 3.6Mt per year in future

periods mostly through renewable electricity

and biofuels. In addition, imminent

investment decisions could deliver further

abatement by 2030 and include new energy

solutions at BSL and fuel-switching and

electrification in the Queensland Alumina

Limited (QAL) and Yarwun

alumina refineries.

For more information, see our Climate Action

Plan on pages 41-75.

Gender diversity

representation of women within

our workforce

3158

lll

Definition

Includes our total workforce based on

managed operations (excludes the Group’s

share of non-managed operations and

joint ventures)2.

Relevance to strategy

Our sustained performance and growth rely

on having workforce diversity that is

representative of the communities in which

we operate and having a workplace where

people are valued for who they are and

encouraged to contribute to their

full potential.

Link to executive remuneration

In 2024, our target was to have 25.8% of our

workforce represented by women. This

aspiration was included as a measure in our

Group STIP scorecard with a 5% weighting.

For more information see pages 130-133.

Our performance in 2024 and

forward plan

The representation of women at Rio Tinto

increased from 24.3% in 2023 to 25.2% in

2024, which is short of our target of 25.8%.

We saw improvements across all levels of

the organisation, with senior leaders

increasing from 30.1% to 32.0%, and

operations and general support increasing

from 17.7% to 18.9%.

Our target to increase the proportion

of women in our workforce year-on-year

gives us continued focus on both the

attractiveness of Rio Tinto to women and the

environment they work in.

We continue to work to strengthen our

applicant pipeline of women by partnering

with external sector groups and local

technical colleges, universities and

communities, and building awareness of both

Rio Tinto and the mining sector to encourage

more women to apply for vacant roles and

join us. We are working to more deeply

understand the drivers of attrition of women

across the organisation.

1.In 2020, we updated our definition of our total workforce

to include those employees who were unavailable for

work (eg on parental leave) and temporary contractors.

Note: less than 1% of the workforce gender is

undeclared.

2.Baseline reset with definition for 2020 to 2024

gender diversity.

Annual Report on Form 20-F 2024	15	riotinto.com

Strategic report

Chief Financial Officer’s statement

The consistency of our earnings and cash flows gives us confidence

in our ability to invest in disciplined growth while remaining true to our

shareholder returns policy and retaining a strong balance sheet.

Strategy execution delivering strong,

consistent earnings and cash flows

2024 was another year of successful

execution, with our total copper equivalent

production increasing by more than 1% over

2023, on a copper equivalent basis (based on

long-term consensus pricing). This reflected

the ramp-up of the Oyu Tolgoi underground

copper mine and further deployment of our

Safe Production System. We have prioritised

our Best Operator focus on operations that

generate the most cash, with particular

success at our Pilbara iron ore business and

increased operational stability at our

Aluminium operations, including record bauxite

production at Amrun and Gove. We remain

focused on our cost competitiveness while

intensifying efforts to address system

bottlenecks and strategic challenges at

underperforming assets.

For 2024, we are reporting net cash

generated from operating activities of

$15.6 billion, underlying earnings of

$10.9 billion and profit after tax attributable to

owners of Rio Tinto of $11.6 billion.

We ended the year with net debt of

$5.5 billion, which is modest relative to

recent history. This balance sheet strength

enables us to run our business consistently

and maintain investment through the cycle,

offering resilience and creating optionality,

such as our proposed acquisition of

Arcadium. We have chosen not to have a net

debt target, but have a principles-based

approach to anchor the balance sheet

around a single A credit rating.

We are intensifying our focus on becoming

Best Operator and how we are delivering

profitable growth from major projects. We are

derisking our assets through disciplined

execution of our decarbonisation program,

finding ways to lower capital intensity and

increase overall returns. These actions are

creating significant value, enhancing our cash

flows and supporting consistent capital

allocation and balance sheet strength.

Consistent and disciplined capital

allocation

We will continue to allocate the capital

generated by our operations with discipline

and remain committed to attractive

shareholder returns. We have consistently

applied our financial framework, which has

been in place for more than a decade. It is

straightforward and serves us well,

underpinned by our three priorities. Essential

capital expenditure remains the first priority -

sustaining capex to ensure the integrity of our

assets, high-returning replacement projects

and investment for decarbonisation. The

second priority is the ordinary dividend within

our well-established returns policy, where we

now have a nine-year track record of paying

out consistently at the top end of the policy

range at 60% of underlying earnings. The third

involves testing investment in compelling

growth against debt management and further

cash returns to shareholders.

In 2024, our share of capital investment rose

to $9.5 billion, driven by increased

investment in replacement projects, including

Western Range in the Pilbara and AP60 in

Quebec, and the accelerating development

of the Simandou iron ore project in Guinea.

We believe that Simandou's high-grade,

high-quality product will position us well for

the decarbonisation of the steel industry. It is

critical to ensure we have the right,

diversified portfolio to keep creating value for

decades to come, so we can benefit from

increased demand from both traditional

sources and from the energy transition. We

spent $0.9 billion on exploration and

evaluation, with greenfield projects mainly

focused on copper and lithium, while

evaluation prioritised projects with near-term

investment decisions.

We remain very committed to our capital

framework including our dividend policy and

practice. Our financial strength means that

we can reinvest for growth, accelerate our

decarbonisation and continue to pay

attractive dividends through the cycle. For

2024, we are returning 60% of underlying

earnings to shareholders, which equates to a

full-year ordinary dividend of 402 US cents

per share, or $6.5 billion.

Robust financial health as

investments support future cash

flows

Our existing business is generating strong

cash flows, which will be enhanced by the

delivery of our growth projects.

Our strategy is about growing in the

materials the world needs. This will ensure

Rio Tinto remains strong in the short,

medium and long term with the ability to

invest for the long term while also paying

attractive returns.

Net cash generated from operating activities

$15.6 billion

(2023: $15.2 billion)

Profit after tax attributable to owners of Rio

Tinto (net earnings)

$11.6 billion

(2023: $10.1 billion)

Underlying earnings

$10.9 billion

(2023: $11.8 billion)

Peter Cunningham

Chief Financial Officer

19 February 2025

Follow Peter on LinkedIn<br><br>linkedin.com/in/peterlcunningham
Annual Report on Form 20-F 2024	16	riotinto.com
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Strategic report

Financial review

The Financial review and Business review for the year ended 31 December 2022 can be found on pages 26 to 31 and pages 36 to 72

respectively, of our Form 20-F/A filed with the United States Securities and Exchange Commission on 30 March 2023.

Key financial highlights

Year ended 31 December	2024	2023	Change
Net cash generated from operating activities (US$ millions)	15,599	15,160	3%
Purchases of property, plant and equipment and intangible assets (US$ millions)	9,621	7,086	36%
Free cash flow¹ (US$ millions)	5,553	7,657	(27%)
Consolidated sales revenue (US$ millions)	53,658	54,041	(1%)
Underlying EBITDA¹ (US$ millions)	23,314	23,892	(2%)
Profit after tax attributable to owners of Rio Tinto (net earnings) (US$ millions)	11,552	10,058	15%
Underlying earnings per share (EPS)¹ (US cents)	669.5	725.0	(8%)
Ordinary dividend per share (US cents)	402.0	435.0	(8%)
Underlying return on capital employed (ROCE)¹	18%	20%
	At 31 December<br><br>2024	At 31 December<br><br>2023
Net debt¹ (US$ millions)	5,491	4,231	30%

1.This financial performance indicator is a non-IFRS (as defined below) measure which is reconciled to directly comparable IFRS financial measures (non-IFRS measures). It is used internally by

management to assess the performance of the business and is therefore considered relevant to readers of this document. It is presented here to give more clarity around the underlying business

performance of the Group’s operations. For more information on our use of non-IFRS financial measures in this report, see the section entitled “Alternative performance measures” (APMs) and the

detailed reconciliations on pages 269 to 273. Our financial results are prepared in accordance with IFRS — see page 154 for further information.

Financial performance

Income Statement

Net earnings and underlying earnings refer to amounts attributable to

the owners of Rio Tinto. The net profit attributable to the owners of

Rio Tinto in 2024 was $11.6 billion (2023: $10.1 billion).

Financial strength through greater diversification

To provide additional insight into the performance of our business, we

report underlying EBITDA and underlying earnings. Underlying

EBITDA and underlying earnings are non-IFRS measures. For

definitions and a detailed reconciliation of underlying EBITDA and

underlying earnings to the nearest IFRS measures, see pages 168

and 270, respectively.

The principal factors explaining the movements in underlying EBITDA

are set out in this table.

	US$bn
2023 underlying EBITDA	23.9
Prices	(1.6)
Exchange rates	0.3
Volumes and mix	0.2
General inflation (including net impact on provisions)	(0.6)
Energy	0.2
Operating cash unit costs	0.6
Exploration and evaluation expenditure (net of profit from<br><br>disposal of interests in undeveloped projects)	0.3
Non-cash costs/other	0.1
Change in underlying EBITDA	(0.6)
2024 underlying EBITDA	23.3

Financial figures are rounded to the nearest $100 million, hence small differences may result

in the totals.

In 2024, we started to see the benefits of our diversified portfolio and

operational improvements. Higher prices for copper, bauxite and

aluminium together with rising copper and bauxite volumes, and our

focus on cost discipline helped to offset much of the impact of the iron

ore price decline, leading to underlying EBITDA of $23.3 billion.

Lower iron ore price partly offset by stronger copper,

bauxite and aluminium

Movements in commodity prices resulted in a $1.6 billion decline in

underlying EBITDA compared with 2023, reflecting the impact of a

lower iron ore price, which was partly offset by higher prices for

bauxite and LME copper and aluminium.

We have included a table of prices and exchange rates on page 330.

The monthly average Platts index for 62% iron fines converted to a

Free on Board (FOB) basis was 11% lower, on average, compared

with 2023.

Average LME prices for copper and aluminium were both 8% higher,

the bauxite index was 26% higher and the gold price was 23% higher

compared with 2023.

The Midwest premium duty paid for aluminium in the US declined by

17% to $427 per tonne.

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Marginal benefit from weaker local currencies

Compared with 2023, on average, the US dollar strengthened by 1%

against the Australian and Canadian dollars. Currency movements

increased underlying EBITDA by $0.3 billion relative to 2023.

Rising copper volumes

A 3% rise in copper equivalent sales volumes led to a $0.2 billion

increase in underlying EBITDA. This was underpinned by 25% higher

copper sales volumes, along with increases in gold, driven by the

steady ramp-up of the Oyu Tolgoi underground mine and higher

copper grades at Escondida, which, together with a 7% rise in bauxite

volumes, offset the impact of 1% lower iron ore shipments from the

Pilbara.

Impact of inflation partly offset by lower energy prices

The impact of inflation on our cost base lowered underlying EBITDA

by $0.6 billion. The easing of diesel prices and lower prices for natural

gas partly offset this, with a favourable impact to underlying EBITDA

of $0.2 billion.

Lower market-linked raw material prices, in particular

for aluminium and alumina

We remain focused on cost control, in particular maintaining discipline

on fixed costs. Overall, lower operating cash unit costs benefited

underlying EBITDA by $0.6 billion. This was driven by lower unit costs

in Aluminium from the easing of market-linked raw materials prices,

such as caustic, coke and pitch, in conjunction with higher bauxite

volumes. Higher Copper volumes led to greater cost efficiencies,

where we saw a 27% reduction in Copper C1 net unit costs. Partially

offsetting these were slightly lower volumes in the Pilbara and Iron

Ore Company of Canada (IOC), along with diamonds and titanium

dioxide feedstocks as these businesses managed through weaker

markets, leading to fixed cost inefficiencies.

Continued investment in exploration and evaluation

Our ongoing exploration and evaluation expenditure was $0.9 billion,

compared with $1.4 billion in 2023. The decrease was mainly

attributable to the capitalisation of exploration and evaluation

expenditure for Simandou from October 2023. 2023 also included a

gain on disposal of 55% of our interest in the La Granja copper project

in Peru ($0.2 billion, pre-tax).

Net earnings

The principal factors explaining the movements in underlying earnings and net earnings are set out below.

	US$bn
2023 net earnings	10.1
Changes in underlying EBITDA (see above)	(0.6)
Increase in depreciation and amortisation (pre-tax) in underlying earnings	(0.8)
Decrease in interest and finance items (pre-tax) in underlying earnings	0.3
Decrease in tax on underlying earnings	0.5
Increase in underlying earnings attributable to outside interests	(0.3)
Total changes in underlying earnings	(0.9)
Changes in items excluded from underlying earnings (see below)	2.4
Movement in impairment charges net of reversals	0.1
Movement from consolidation and disposal of interests in businesses	0.9
Movement in closure estimates (non-operating and fully impaired sites)	1.0
Movement in exchange differences and gains/losses on derivatives	0.5
Other	(0.1)
2024 net earnings	11.6

Financial figures are rounded to the nearest $100 million, hence small differences may result in the totals.

Increase in depreciation

Higher depreciation was due to an increase in capital expenditure in

prior years, production growth at Kennecott and lower capitalised

depreciation, which resulted in underlying earnings being $0.8 billion

lower than 2023.

Modest decrease in tax on underlying earnings

The effective tax rate on underlying earnings of 28% (2023: 30%)

primarily reflects the mix of profits across different jurisdictions. This,

coupled with lower profits, resulted in tax on underlying earnings

being $0.5 billion lower than 2023.

Increase in underlying earnings attributable to outside

interests

In 2024, expenditure at Simandou was capitalised whereas until

September 2023 it was expensed, resulting in a year-on-year

decrease in costs attributable to outside interests following the

capitalisation.

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Items excluded from underlying earnings

The differences between underlying earnings and net earnings are set out in this table (all numbers are after tax and exclude amounts

attributable to non-controlling interests).

	2024	2023
Year ended 31 December	US$bn	US$bn
Underlying earnings	10.9	11.8
Items excluded from underlying earnings
Net gains on consolidation and disposal of interests in businesses	0.9	–
Impairment charges net of reversals	(0.5)	(0.7)
Foreign exchange and derivative gains/(losses) on net debt and intragroup balances and derivatives not qualifying for hedge<br><br>accounting	0.2	(0.3)
Change in closure estimates (non-operating and fully impaired sites)	(0.1)	(1.1)
Other	0.2	0.4
Total items excluded from underlying earnings	0.7	(1.7)
Net earnings	11.6	10.1

Financial figures are rounded to the nearest $100 million, hence small differences may result in the totals.

On page 270 there is a detailed reconciliation from net earnings to underlying earnings, including pre-tax amounts and additional explanatory

notes. The differences between profit after tax and underlying EBITDA are set out in the table on page 168.

Net gains on consolidation and disposal of interests in businesses of $0.9 billion primarily related to a gain following the increase in ownership of

Tiwai Point Smelter (NZAS), New Zealand, the sale of Sweetwater, a former uranium legacy site in Wyoming, United States, and the sale of

Dampier Salt’s Lake MacLeod operation in Western Australia.

We recognised impairment charges net of reversals of $0.5 billion (after tax), mainly related to our alumina refineries in Queensland: a review

was triggered by studies for the double digestion project indicating increased capital costs. In 2023, we recognised impairment charges net of

reversals of $0.7 billion (after tax), also mainly related to our alumina refineries. The full analysis is set out in note 4 to the consolidated financial

statements.

Foreign exchange and derivative gains were $0.2 billion in 2024 compared to a loss of $0.3 billion in 2023. Exchange losses are largely offset by

currency translation gains recognised in equity and vice-versa. The quantum of US dollar debt is largely unaffected and we will repay it from US

dollar sales receipts.

In 2023, we excluded $1.1 billion of closure cost charges from underlying earnings, of which $850 million related to the closure update

announced by Energy Resources of Australia (ERA) on 12 December 2023. This was considered material and was therefore aggregated with

other closure study updates in the second half of 2023 which were similar in nature. These other updates were at legacy sites and at the Yarwun

alumina refinery, which was expensed due to the impairment earlier in the year.

Net earnings and underlying earnings refer to amounts attributable to the owners of Rio Tinto.

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Underlying EBITDA and underlying earnings by product group

	Underlying EBITDA			Underlying earnings
	2024	2023	Change	2024	2023	Change
Year ended 31 December	US$bn	US$bn	%	US$bn	US$bn	%
Iron Ore	16.2	20.0	(19%)	9.1	11.9	(23%)
Aluminium	3.7	2.3	61%	1.5	0.5	176%
Copper	3.4	2.0	75%	0.8	0.2	327%
Minerals	1.1	1.4	(24%)	0.1	0.3	(54%)
Reportable segments total	24.4	25.6	(5%)	11.5	12.9	(11%)
Simandou iron ore project	–	(0.5)	(96%)	–	(0.2)	(76%)
Other operations	–	(0.1)	–%	(0.2)	(0.3)	(27%)
Central pension costs, share-based payments, insurance and<br><br>derivatives	0.2	0.2	(9%)	0.2	—	375%
Restructuring, project and one-off costs	(0.3)	(0.2)	34%	(0.2)	(0.1)	59%
Other central costs	(0.8)	(1.0)	(18%)	(0.6)	(0.9)	(29%)
Central exploration and evaluation	(0.2)	(0.1)	138%	(0.2)	(0.1)	260%
Net interest				0.4	0.3	24%
Total	23.3	23.9	(2%)	10.9	11.8	(8%)

Financial figures are rounded to the nearest $100 million, hence small differences may result in the totals and period-on-period change. Underlying EBITDA and underlying earnings are non-

IFRS measures used by management to assess the performance of the business and provide additional information which investors may find useful. For more information on our use of non-

IFRS financial measures in this report, see the section entitled "Alternative performance measures" (APMs) and the detailed reconciliations on pages 269 to 273.

Simandou iron ore project

We commenced capitalising qualifying costs attributable to the Simandou project in Guinea from the fourth quarter of 2023. In 2023, we

expensed $0.5 billion.

Central and other costs

Pre-tax central pension costs, share-based payments, insurance and derivatives were a $0.2 billion credit, mainly associated with the premiums

paid by the business to our Captive insurers. This was largely unchanged from 2023: although there was an insurance charge relating to the

Captive's payout of the process safety incidents at Rio Tinto Iron and Titanium (RTIT) and the forest fires at IOC in 2024, this movement was

offset by unrealised derivative gains recognised in 2024 (unrealised loss in 2023).

On a pre-tax basis, restructuring, project and one-off central costs increased modestly as we continue to drive productivity by investing in group-wide

projects.

Other central costs of $0.8 billion(pre-tax) decreased by 18% compared to 2023, reflecting lower costs across a number of our functions

together with higher central recoveries.

On an underlying earnings basis, net interest was a credit of $0.4 billion (2023: credit of $0.3 billion) with the variance between the two years

being additional costs associated with the refinancing of Oyu Tolgoi in 2023.

Sustained investment in greenfield exploration

We have a strong portfolio of greenfield exploration projects in early exploration and studies stages, with activity in 17 countries across eight

commodities. This is reflected in our pre-tax central spend of $0.2 billion. The bulk of this expenditure was focused on copper in Angola,

Australia, Chile, Colombia, Kazakhstan, Papua New Guinea, Peru, the US and Zambia, nickel in Australia, Brazil, Canada and Finland, lithium in

Australia, Brazil, Canada, Finland, Rwanda and the US, potash in Canada, diamonds in Angola, heavy mineral sands in South Africa and rutile-

graphite in Malawi. The Rio Tinto operated Nuevo Cobre joint venture copper project in Chile continues to make good progress with permitting

advancing alongside ongoing geological field programs.

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Strong cash flow generation as we invest for the future

	2024	2023
Year ended 31 December	US$bn	US$bn
Net cash generated from operating activities	15.6	15.2
Purchases of property, plant and equipment and intangible assets	(9.6)	(7.1)
Lease principal payments	(0.5)	(0.4)
Free cash flow¹	5.6	7.7
Dividends paid to equity shareholders	(7.0)	(6.5)
Net funding relating to Simandou (outside of free cash flow)	0.5	–
Non Simandou-related acquisitions (mainly Matalco in 2023)	–	(0.8)
Other	(0.3)	(0.4)
Movement in net debt¹	(1.3)	–

Financial figures are rounded to the nearest $100 million, hence small differences may result in the totals.

–$15.6 billion in net cash generated from operating activities, which was 3% higher than 2023, reflects a 67% underlying EBITDA cash

conversion (compared to 63% in 2023). This was driven by favourable working capital movements (+$0.1 billion in 2024; -$0.9 billion in

2023), along with higher dividends from Escondida ($1.0 billion in 2024; $0.6 billion in 2023). We managed our inventory levels down in 2024

to a more optimised level, which included processing concentrate at Kennecott following the smelter rebuild in 2023.

–Taxes paid of $4.2 billion, which were $0.5 billion lower than 2023, mainly reflected lower profits in Australia.

–Purchases of property, plant and equipment and intangible assets (capital expenditure) of $9.6 billion comprised $2.7 billion of growth, $2.5

billion of replacement, $4.2 billion of sustaining and $0.2 billion of decarbonisation capital (in addition to $0.3 billion of decarbonisation spend

in operating costs). We funded our share of capital expenditure in 2024 from internal sources. We will continue to fund our capital program in

accordance with our capital allocation framework.

–$7.0 billion of dividends reflected the 2023 final ordinary and the 2024 interim ordinary dividends.

–In 2024, we received $1.5 billion from CIOH for its share of cash expenditures for the Simandou project and we paid $1.0 billion to WCS to

support funding development of the infrastructure.

–The above movements, together with $0.3 billion of other movements, resulted in an increase in net debt¹ of $1.3 billion in 2024 to $5.5 billion

at 31 December 2024.

Year ended 31 December	2024<br><br>US$m	2023<br><br>US$m
Purchase of property, plant and equipment and intangible assets	9,621	7,086
Funding provided by the group to EAUs(a)	965	—
Less: Equity or shareholder loan financing received/due from non-controlling interests(b)	(1,063)	(125)
Rio Tinto share of capital investment	9,523	6,961

(a)In 2024, funding provided by the group to EAUs relates to funding of WCS rail and port entities (WCS) in relation to the Simandou project, consisting of a direct equity investment in WCS of

US$431 million and loans provided totalling US$534 million

(b)In 2024, we received US$1,505 million from Chalco Iron Ore Holdings Ltd (CIOH), of which US$1,063 million relates to CIOH's 47% share of capital expenditure incurred on the Simandou

project and associated funding provided by the Group to EAUs during the year, accounted for on an accrual basis.

–Our share of capital investment in 2024 was $9.5 billion, comprised of capital expenditure of $9.6 billion and funding provided by the group to equity

accounted units for its share of investment of $1.0 billion, net of equity/shareholder loan financing received/due from non-controlling interests of $1.1

billion.

1.This financial performance indicator is a non-IFRS (as defined below) measure which is reconciled to directly comparable IFRS financial measures (non-IFRS measures). It is used internally

by management to assess the performance of the business and is therefore considered relevant to readers of this document. It is presented here to give more clarity around the underlying

business performance of the Group’s operations. For more information on our use of non-IFRS financial measures in this report, see the section entitled “Alternative performance

measures” (APMs) and the detailed reconciliations on pages 269 to 273. Our financial results are prepared in accordance with IFRS — see page 154 for further information.

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Retaining a strong balance sheet

Net debt1 of $5.5 billion at 31 December 2024 increased by $1.3 billion compared to 2023 year end.

Our net gearing ratio1 (net debt to total capital) was 9% at 31 December 2024 (31 December 2023: 7%). See page 273.

Our total financing liabilities excluding net debt derivatives at 31 December 2024 (see page 198) were $13.8 billion (31 December 2023:

$14.4

billion) and the weighted average maturity was 11 years. At 31 December 2024, 76% of these liabilities were at floating interest rates (84%

excluding leases). The maximum amount within non-current borrowings maturing in any one calendar year is $1.67 billion, which matures in

2033.

We had $8.7 billion in cash and cash equivalents plus other short-term highly liquid investments at 31 December 2024 (31 December 2023:

$10.5 billion).

Provision for closure costs

At 31 December 2024, provisions for close-down and restoration costs and environmental clean-up obligations were $15.7 billion (31 December

2023: $17.2 billion). There was a revision of the closure discount rate to 2.5% (from 2.0%), reflecting expectations of higher yields from long-

dated bonds, including the 30-year US Treasury Inflation Protected Securities, a key input to our closure discount rate. This resulted in a

$1.0 billion decrease, most of which was adjusted against capitalised closure costs, with a $0.2 billion credit reflected in underlying EBITDA

relating to our closed and non-operating sites. The provision further reduced by $1.1 billion due to the strengthening of the US dollar against

local currencies. During the year, there was a $1.1 billion spend against the provision as we advanced our closure activities at Argyle, ERA, the

Gove alumina refinery and other legacy sites, along with progressive closure activity across our operations.

Our shareholder returns policy

The Board is committed to maintaining an appropriate balance between cash returns to shareholders and investment in the business, with the

intention of maximising long-term shareholder value.

At the end of each financial period, the Board determines an appropriate total level of ordinary dividend per share. This takes into account the

results for the financial year, the outlook for our major commodities, the Board’s view of the long-term growth prospects of the business and the

company’s objective of maintaining a strong balance sheet. The intention is that the balance between the interim and final dividend be weighted

to the final dividend.

The Board expects total cash returns to shareholders over the longer term to be in a range of 40% to 60% of underlying earnings in aggregate

through the cycle. Acknowledging the cyclical nature of the industry, it is the Board’s intention to supplement the ordinary dividend with additional

returns to shareholders in periods of strong earnings and cash generation.

Nine-year track record of 60% payout on the ordinary dividend, at top end of range

	2024<br><br>US$bn	2023<br><br>US$bn
Ordinary dividend
Interim⁽ª⁾	2.9	2.9
Final⁽ª⁾	3.7	4.2
Full-year ordinary dividend⁽ª⁾	6.5	7.1
Payout ratio on ordinary dividend	60%	60%

(a)Based on weighted average number of shares and declared dividends per share for the respective periods and excluding foreign exchange impacts on payment. Financial figures are

rounded to the nearest $100 million, hence small differences may result in the totals.

As announced on 26 July 2024, we determine Rio Tinto plc and Rio Tinto Limited dividends in US dollars, our reporting currency. Historically, we

have declared and announced these dividends in pounds sterling and Australian dollars, respectively. However, following changes to Rio Tinto

Limited’s constitution approved by shareholders in 2024, we now declare and announce dividends in US dollars.

Ordinary dividend per share declared	2024	2023
Interim (US cents)	177.0	177.0
Final (US cents)	225.0	258.0
Full-year (US cents)	402.0	435.0

The 2024 final ordinary dividend to be paid to our Rio Tinto Limited shareholders will be fully franked. The Board expects Rio Tinto Limited to be

in a position to pay fully franked dividends for the foreseeable future.

On 17 April 2025, we will pay the 2024 final ordinary dividend to holders of Rio Tinto plc and Rio Tinto Limited ordinary shares and holders of Rio

Tinto plc ADRs (American Depositary Receipts) on the register at the close of business on 7 March 2025 (record date). The ex-dividend date for Rio

Tinto plc and Rio Tinto Limited holders is 6 March 2025. For holders of Rio Tinto plc ADRs, the ex-dividend date is 7 March 2025.

Rio Tinto plc and Rio Tinto Limited shareholders may choose to receive their dividend in US dollars, pounds sterling, Australian dollars or New

Zealand dollars. Currency conversions will be based on the prevailing exchange rates seven business days prior to the dividend payment date.

Shareholders must register any changes to their currency elections by 27 March 2025.

ADR holders receive dividends at the declared rate in US dollars.

We will operate our Dividend Reinvestment Plans for the 2024 final dividend (visit riotinto.com for details). Rio Tinto plc and Rio Tinto Limited

shareholders' elections to participate in the Dividend Reinvestment Plans must be received by 27 March 2025. Purchases under the Dividend

Reinvestment Plans are made on or as soon as practicable after the dividend payment date and at prevailing market prices. There is no

discount available.

1.This financial performance indicator is a non-IFRS (as defined below) measure which is reconciled to directly comparable IFRS financial measures (non-IFRS measures). It is used internally

by management to assess the performance of the business and is therefore considered relevant to readers of this document. It is presented here to give more clarity around the underlying

business performance of the Group’s operations. For more information on our use of non-IFRS financial measures in this report, see the section entitled “Alternative performance

measures” (APMs) and the detailed reconciliations on pages 269 to 273. Our financial results are prepared in accordance with IFRS — see page 154 for further information.

Annual Report on Form 20-F 2024	22	riotinto.com

Strategic report | Financial review

Capital projects

Project<br><br>(Rio Tinto 100%<br><br>owned unless<br><br>otherwise stated)	Total<br><br>capital cost<br><br>(100% unless<br><br>otherwise<br><br>stated)	Status/Milestones
Iron ore
Investment in the Western Range iron ore project in Western<br><br>Australia, a joint venture between Rio Tinto (54%) and China<br><br>Baowu Steel Group Co. Ltd (46%) in the Pilbara to sustain<br><br>production of the Pilbara BlendTM from Rio Tinto's existing<br><br>Paraburdoo hub.	$1.3bn<br><br>(Rio Tinto<br><br>share)1	Approved in September 2022, the mine will have a capacity of 25 million tonnes per year.<br><br>The project includes construction of a primary crusher and an 18 kilometre conveyor<br><br>connection to the Paraburdoo processing plant. Construction is now 90% complete, with<br><br>fabrication and overland conveyor belt installation finalised.  We continue to focus on<br><br>completion of the new crushing and screening facilities, with first ore from that new system<br><br>on plan for the first half of 2025.
Investment in the Simandou high-grade iron ore project in<br><br>Guinea in partnership with CIOH, a Chinalco-led consortium (the<br><br>SimFer joint venture) and co-development of the rail and port<br><br>infrastructure with Winning Consortium Simandou² (WCS),<br><br>Baowu and the Republic of Guinea (the partners) for the export<br><br>of up to 120 million tonnes per year of iron ore mined by SimFer's<br><br>and WCS's respective mining concessions.³ The SimFer joint<br><br>venture⁴ will develop, own and operate a 60 million tonne per<br><br>year⁵ mine in blocks 3 & 4. WCS will construct the project's ~536<br><br>kilometre shared dual track main line, a 16 kilometre spur<br><br>connecting its mine to the mainline as well as the WCS barge<br><br>port, while SimFer will construct the ~70 kilometre spur line,<br><br>connecting its mining concession to the main rail line, and the<br><br>transhipment vessel (TSV) port. The conditions for this<br><br>investment were satisfied in July 2024.	$6.2bn<br><br>(Rio Tinto<br><br>share)	Announced in December 2023, first production at the SimFer mine gate is expected in<br><br>2025, ramping up over 30 months to a 60 million tonne per year capacity (27 million<br><br>tonnes Rio Tinto share)⁵.<br><br>For the SimFer mine, bulk earthworks are progressing to plan. All mine construction<br><br>contracts are complete, and the two initial crushers are now commissioned, with first<br><br>ore crushed on 1 January 2025.<br><br>For the SimFer infrastructure scope, all construction milestones for the period stipulated<br><br>by the Government of Guinea were achieved. In connection with SimFer’s construction<br><br>of the ~70 kilometre spur line, which will connect Simandou’s mine operations to the<br><br>shared mainline, with the arrival of track laying locomotives, 8.5 kilometres of rail was<br><br>installed. In October 2024, construction of the 275 metre Milo River bridge was<br><br>completed. Tunnel excavation activity on the SimFer scope is now more than 75%<br><br>complete, with construction at the port continuing to advance on the TSV wharf and rail<br><br>car dumper infrastructure. Expectations for delivery of the first TSVs remain on plan.
Aluminium
Investment to expand the low-carbon AP60 aluminium<br><br>smelter at the Complexe Jonquière in Quebec. The<br><br>investment includes up to $113 million of financial support<br><br>from the Quebec government.<br><br>Commissioning is expected in the first half of 2026, with the<br><br>smelter fully ramped up by the end of that year. Once<br><br>completed, it is expected to be in the first quartile of the<br><br>industry operating cost curve.	$1.1bn	Approved in June 2023, AP60 expansion construction activities remain on schedule.<br><br>Once completed, the project will add 96 new AP60 pots, increasing capacity by<br><br>approximately 160,000 tonnes of primary aluminium per year by the end of 2026. This<br><br>new capacity, in addition to 30,000 tonnes of new recycling capacity at Arvida expected<br><br>to open in the fourth quarter of 2025, will offset the 170,000 tonnes of capacity lost<br><br>through the gradual closure of potrooms at the Arvida smelter from 2024.
Copper
Phase two of the south wall pushback to extend mine life at<br><br>Kennecott in Utah by a further six years. The project largely<br><br>consists of mine stripping activities and includes some<br><br>additional infrastructure development, including a tailings<br><br>facility expansion. The project will allow mining to continue<br><br>into a new area of the orebody between 2026 and 2032.	$1.8bn	Approved in December 2019, stripping commenced in 2020 and will continue through<br><br>2027. In March 2023, a further $0.3 billion was approved to primarily mitigate the risk of<br><br>failure in an area of geotechnical instability known as Revere, necessary to both protect<br><br>open pit value and enable underground development.
Investment in the Kennecott underground development of<br><br>the North Rim Skarn (NRS) area.	$0.6bn	Approved in June 2023, production from NRS⁶ is expected to commence in mid-2025,<br><br>delivering around 250,000 tonnes through to 2033⁷. A further $0.1 billion was approved in<br><br>December 2024 for additional infrastructure and geotechnical controls.
Development of the Oyu Tolgoi underground copper-gold<br><br>mine in Mongolia (Rio Tinto 66%), which is expected to<br><br>produce (from the open pit and underground) an average<br><br>of ~500,000 tonnes⁸ of copper per year from 2028 to 2036.	$7.06bn	First ore on the conveyor to surface belt was achieved in October 2024, with the conveyor<br><br>system now able to transport ore to the surface from a depth of 1,300 metres. Load and<br><br>production testing of the conveyor system is progressing. Construction works for the<br><br>concentrator conversion remain on schedule, with commissioning activities commencing<br><br>in the fourth quarter of 2024 and forecast to be progressively completed through to the<br><br>second quarter of 2025. Construction of primary crusher 2 is progressing to plan and<br><br>remains on track to be completed by the end of 2025.
Minerals
Expansion of the Rincon project in Argentina to 60,000 tonnes<br><br>per year of battery grade lithium carbonate, comprised of the<br><br>3,000-tonne starter plant and 57,000-tonne expansion plant. The<br><br>mine is expected to have a 40-year⁹ life and operate in the first<br><br>quartile of the cost curve.	$2.5bn	Approved in December 2024, construction of the expanded plant is scheduled to begin in<br><br>mid-2025, subject to permitting. First production from the expanded plant is expected in<br><br>2028 followed by a three-year ramp-up to full capacity. We released the Rincon Project<br><br>Mineral Resources and Ore Reserves statement on 4 December 2024.

1.Rio Tinto share of the Western Range capital cost includes 100% of funding costs for Paraburdoo plant upgrades.

2.WCS is the holder of Simandou North Blocks 1 & 2 (with the Government of Guinea holding a 15% interest in the mining vehicle and WCS holding 85%) and associated infrastructure. WCS was originally held by

WCS Holdings, a consortium of Singaporean company, Winning International Group (50%) and Weiqiao Aluminium (part of the China Hongqiao Group) (50%). On 19 June 2024, Baowu Resources completed the

acquisition of a 49% share of WCS mine and infrastructure projects with WCS Holdings holding the remaining 51%. In the case of the mine, Baowu also has an option to increase to 51% during operations. During

construction, SimFer will hold 34% of the shares in the WCS infrastructure entities with WCS holding the remaining 66%.

3.WCS holds the mining concession for Blocks 1 & 2, while SimFer holds the mining concession for Blocks 3 & 4. SimFer and WCS will independently develop their mines.

4.SimFer Jersey Limited is a joint venture between the Rio Tinto Group (53%) and Chalco Iron Ore Holdings Ltd (CIOH) (47%), a Chinalco-led joint venture of leading Chinese SOEs (Chinalco (75%), Baowu (20%),

China Rail Construction Corporation (2.5%) and China Harbour Engineering Company (2.5%)). SimFer S.A. is the holder of the mining concession covering Simandou Blocks 3 & 4, and is owned by the Guinean

State (15%) and SimFer Jersey Limited (85%). SimFer Infraco Guinée S.A. will deliver SimFer’s scope of the co-developed rail and port infrastructure, and is co-owned by SimFer Jersey (85%) and the Guinean

State (15%). SimFer Jersey will ultimately own 42.5% of Compagnie du Transguinéen, which will own and operate the co-developed infrastructure during operations.

5.The estimated annualised capacity of approximately 60 million dry tonnes per annum iron ore for the Simandou life of mine schedule was previously reported in a release to the Australian Securities Exchange (ASX)

dated 6 December 2023 titled “Investor Seminar 2023”. Rio Tinto confirms that all material assumptions underpinning that production target continue to apply and have not materially changed.

6.The NRS Mineral Resources and Ore Reserves, together with the Lower Commercial Skarn (LCS) Mineral Resources and Ore Reserves, form the Underground Skarns Mineral Resources and Ore Reserves.

7.The 250 thousand tonne copper production target for the Kennecott underground mines over the years 2023 to 2033 was previously reported in a release to the Australian Securities Exchange (ASX) dated 20 June

2023 "Rio Tinto invests to strengthen copper supply in US”. All material assumptions underpinning that production target continue to apply and have not materially changed.

8.The 500 thousand tonne per year copper production target (stated as recoverable metal) for the Oyu Tolgoi underground and open pit mines for the years 2028 to 2036 was previously reported in a release to the

Australian Securities Exchange (ASX) dated 11 July 2023 “Investor site visit to Oyu Tolgoi copper mine, Mongolia”. All material assumptions underpinning that production target continue to apply and have not

materially changed.

9.The production target of approximately 53 kt of battery grade lithium carbonate per year for a period of 40 years was previously reported in a release to the ASX dated 4 December 2024 titled “Rincon Project Mineral

Resources and Ore Reserves: Table 1”. Rio Tinto confirms that all material assumptions underpinning that production target continue to apply and have not materially changed. Plans are in place to build for a

capacity of 60 kt of battery grade lithium carbonate per year with debottlenecking and improvement programs scheduled to unlock this additional throughput.

Annual Report on Form 20-F 2024	23	riotinto.com

Strategic report | Financial review

Future options

	Status
Iron Ore: Pilbara brownfields
Over the medium term, our Pilbara system capacity remains<br><br>between 345 and 360 million tonnes per year. Meeting this range,<br><br>and the planned product mix, will require the approval and delivery<br><br>of the next tranche of replacement mines over the next five years.	We continue to work closely with local communities, Traditional Owners and governments<br><br>to progress approvals for these new mining projects. We continue to advance our next<br><br>tranche of Pilbara mine replacement studies at Hope Downs 1 (Hope Downs 2 and Bedded<br><br>Hilltop), Brockman 4 (Brockman Syncline 1), Greater Nammuldi and West Angelas.<br><br>Funding for the full execution of the Brockman 4 project was obtained in fourth quarter of<br><br>2024. Early works and design are underway for the Brockman 4 and Hope Downs 1<br><br>projects. Environmental and heritage approvals are progressing and timelines remain<br><br>subject to receiving these approvals. The Greater Nammuldi project continues to progress<br><br>at a rate behind the original development schedule.
Iron Ore: Rhodes Ridge
In October 2022, Rio Tinto (50%) and Wright Prospecting Pty Ltd<br><br>(50%) agreed to modernise the joint venture covering the Rhodes<br><br>Ridge project in the Eastern Pilbara, providing a pathway for<br><br>development utilising Rio Tinto’s rail, port and power infrastructure.	In December 2023, we announced approval of a $77 million pre-feasibility study (PFS). The<br><br>PFS continues to progress with good engagement with Traditional Owners and<br><br>government. The PFS, which is targeting an initial capacity of up to 40 million tonnes per<br><br>year, subject to relevant approvals, remains on track to be completed in 2025. First ore is<br><br>expected by the end of the decade.<br><br>Longer term, the resource could support a world-class mining hub with a potential capacity<br><br>of more than 100 million tonnes of high-quality iron ore a year.
Lithium: Jadar
Development of the greenfield Jadar lithium-borates project in<br><br>Serbia will include an underground mine with associated<br><br>infrastructure and equipment, as well as a beneficiation chemical<br><br>processing plant.<br><br>The Board committed funding in July 2021, subject to receiving all<br><br>relevant approvals, permits and licences. The studies and capital<br><br>estimates will need to be updated before project approval.	On 16 July 2024, the Constitutional Court of Serbia issued a decision stating the 2022<br><br>decree by the Government of Serbia to abolish the Jadar project spatial plan was<br><br>unconstitutional and illegal. Subsequently, the Government of Serbia has reinstated the<br><br>spatial plan to its previously adopted form. Following the decisions, we have continued to<br><br>focus on consultation with all key stakeholders, including providing comprehensive factual<br><br>information about the project. The application process for obtaining the Exploitation Field<br><br>Licence (EFL) continued during the fourth quarter of 2024. The EFL is essential for<br><br>commencing fieldwork, including detailed geotechnical investigations, while cultural<br><br>heritage and environmental surveys have resumed. The Environmental Impact Assessment<br><br>process for the scoping and content for the mine progressed through the public consultation<br><br>phase. This step includes legally mandated consultations, which the project supports, to<br><br>encourage an open, fact-based dialogue.
Mineral Sands: Zulti South
Development of the Zulti South project at Richards Bay Minerals<br><br>(RBM) in South Africa (Rio Tinto 74%).	Approved in April 2019 to underpin RBM’s supply of zircon and ilmenite over the life of the<br><br>mine. The project remains on indefinite suspension, while a feasibility study refresh is<br><br>underway.
Copper: Resolution
The Resolution Copper project is a proposed underground copper<br><br>mine in the Copper Triangle, in Arizona, US (Rio Tinto 55%).	We continue to await a decision from the U.S. Supreme Court on the petition filed by the<br><br>Apache Stronghold requesting to hear its case to stop the land exchange between<br><br>Resolution Copper and the federal government. Separately the Supreme Court denied a<br><br>petition from the San Carlos Apache Tribe, asking the Court to review a decision by the<br><br>Arizona Supreme Court regarding a water discharge permit issued to Resolution Copper.<br><br>We continue to progress the Final Environmental Impact Statement with the United States<br><br>Forest Service, however they have yet to advise on the date of republication. We also<br><br>advanced partnership discussions with several federally-recognised Native American<br><br>Tribes. While there is significant local support for the project, we respect the views of<br><br>groups who oppose it and will continue our efforts to address and mitigate concerns.
Copper: Winu
In late 2017, we discovered copper-gold mineralisation at the Winu<br><br>project in the Paterson Province in Western Australia. In 2021, we<br><br>reported our first Indicated Mineral Resource. The pathway remains<br><br>subject to regulatory and other required approvals.	In December 2024, we signed a Term Sheet with Sumitomo Metal Mining for a Joint<br><br>Venture to deliver the project. A pre-feasibility study with an initial development of<br><br>processing capacity of up to 10 million tonnes per year is expected to be completed in<br><br>2025, along with the submission of an Environmental Review Document under the EPA<br><br>Environmental Impact Assessment process. Project Agreement negotiations with<br><br>Nyangumarta and the Martu Traditional Owner Groups remain our priority.
Copper: La Granja
In August 2023, we completed a transaction to form a joint venture<br><br>with First Quantum Minerals (FQM) that will work to unlock the<br><br>development of the La Granja project in Peru, one of the largest<br><br>undeveloped copper deposits in the world, with potential to be a<br><br>large, long-life operation.	FQM acquired a 55% stake for $105 million and will invest up to a further $546 million into<br><br>the joint venture to sole fund capital and operational costs to take the project through a<br><br>feasibility study and toward development. All subsequent expenditures will be applied on a<br><br>pro-rata basis in line with shared ownership. FQM is currently progressing community<br><br>engagement and engineering studies.
Aluminium: ELYSIS
ELYSIS, our joint venture with Alcoa, supported by Apple, the<br><br>Government of Canada and the Government of Quebec, is<br><br>developing a breakthrough inert anode technology that eliminates all<br><br>direct greenhouse gases from the aluminium smelting process.	We will install carbon free aluminium smelting cells at our Arvida smelter in Quebec using<br><br>the first technology licence issued by the ELYSIS joint venture. We will design, engineer<br><br>and build a demonstration plant equipped with ten pots operating at 100 kiloamperes (kA),<br><br>for a total investment of $285 million (Rio Tinto $179 million, Government of Quebec $106<br><br>million). The plant will have an annual capacity of 2,500 tonnes of commercial quality<br><br>aluminium, with first production targeted by 2027.<br><br>The joint venture is continuing its R&D program to scale up the ELYSISTM technology. It has<br><br>begun commissioning the larger prototype 450 kA cells at the Alma smelter, with the start-<br><br>up sequence set to begin in 2025 (previously 2024).

Annual Report on Form 20-F 2024	24	riotinto.com

Strategic report

Iron Ore

We are one of the world’s leading producers of iron ore,<br><br>the primary raw material in steelmaking. In the Pilbara region<br><br>of Western Australia, we operate a network of 17 iron ore<br><br>mines, 4 port terminals and a rail network spanning nearly<br><br>2,000 kilometres. Steel remains essential for ongoing<br><br>urbanisation and will support the global shift to decarbonise.
Snapshot of the year		Safety<br><br>With a focus on preventing fatalities, we<br><br>have an unwavering commitment to the<br><br>safety and wellbeing of all workers across<br><br>our operations.<br><br>We continue to learn, improve and focus<br><br>on opportunities to verify and strengthen<br><br>our critical risk management (CRM) to<br><br>more effectively prevent fatality risks.<br><br>We have structured our fatality prevention<br><br>around risk management to ensure we<br><br>build capability when undertaking high risk<br><br>work within our operations.<br><br>Overall, we maintained a lower frequency<br><br>of potential fatal incidents (PFIs), which<br><br>improved slightly to 12 in 2024. Falling<br><br>objects and potential falls from height<br><br>accounted for most of these events.<br><br>Vehicle-related risks, previously our<br><br>primary exposure, were successfully<br><br>managed, resulting in zero PFIs related to<br><br>this risk. Our all-injury frequency rate<br><br>(AIFR) increased slightly to 0.67 (0.61<br><br>in 2023).<br><br>Our commitment to safety includes the<br><br>contractor partners who represent a large<br><br>part of our total workforce. Together, we<br><br>are finding better waysTM of working<br><br>safely – enhancing road safety in the<br><br>Pilbara, introducing innovative tools to<br><br>reduce injuries and ensuring consistency in<br><br>training and qualifications.
AIFR<br><br>0.67<br><br>(2023: 0.61)	Employee<br><br>numbers1<br><br>16,000<br><br>(2023: 16,000)
Net cash generated<br><br>from operating<br><br>activities<br><br>$11.7bn<br><br>(2023: $14.0bn)	Scope 1 and 2<br><br>GHG emissions<br><br>(equity Mt CO2e)<br><br>3.1Mt<br><br>(2023: 3.2Mt)
1.This represents the average number of employees for<br><br>the year, including the Group's share of non-managed<br><br>operations and joint ventures. Refer to page 267 for<br><br>more information.			Image: Marandoo iron ore<br><br>mine, Pilbara, Australia.	For information about decarbonisation efforts in the Iron Ore<br><br>group, see our 2025 Climate Action Plan, pages 41-75.	For more on our Iron Ore business, see<br><br>riotinto.com/ironore
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Annual Report on Form 20-F 2024	25	riotinto.com

Strategic report | Iron Ore

Iron Ore

Year ended 31 December	2024	2023	Change
Pilbara production (million tonnes — 100%)	328.0	331.5	(1%)
Pilbara shipments (million tonnes — 100%)	328.6	331.8	(1%)
Salt production (million tonnes — Rio Tinto share)¹	5.8	6.0	(3%)
Segmental revenue (US$ millions)	29,339	32,249	(9%)
Average realised price (US$ per dry metric tonne, FOB basis)	97.4	108.4	(10%)
Underlying EBITDA (US$ millions)	16,249	19,974	(19%)
Pilbara underlying FOB EBITDA margin²	65%	69%
Underlying earnings (US$ millions)	9,097	11,882	(23%)
Net cash generated from operating activities (US$ millions)	11,652	14,045	(17%)
Capital expenditure (US$ millions)³	(3,012)	(2,588)	16%
Free cash flow (US$ millions)	8,561	11,374	(25%)
Underlying return on capital employed⁴	50%	64%

Production figures are sometimes more precise than the rounded numbers shown, hence small differences may result in the year on year change.

1.Dampier Salt is reported within Iron Ore, reflecting management responsibility. Iron Ore Company of Canada continues to be reported within Minerals. The Simandou iron ore project in

Guinea reports to the Chief Technical Officer and is reported outside the Reportable segments.

2.The Pilbara underlying free on board (FOB) EBITDA margin is defined as Pilbara underlying EBITDA divided by Pilbara segmental revenue, excluding freight revenue.

Capital expenditure is the net cash outflow on purchases less sales of property, plant and equipment; capitalised evaluation costs; and purchases less sales of other intangible assets.

4.Underlying return on capital employed (ROCE) is defined as underlying earnings excluding net interest divided by average capital employed.

Financial performance

Underlying EBITDA of $16.2 billion was 19%

lower than 2023, primarily due to lower

realised prices ($2.7 billion) and marginally

lower shipments.

Unit costs of $23.0 per tonne were $1.5 per

tonne higher than 2023, driven by lower iron

ore production and inflation.

Our Pilbara operations delivered an

underlying FOB EBITDA margin of 65%,

compared with 69% in 2023, largely due to

the lower iron ore price and lower volumes.

We price the majority of our iron ore sales

(78%) by reference to the average index

price for the month of shipment. In 2024, we

priced approximately 10% of sales with

reference to the prior quarter’s average index

lagged by one month with the remainder sold

either on current quarter average, or other

mechanisms. We made approximately 75%

of sales including freight and 25% on an

FOB basis.

We achieved an average iron ore price of

$89.6 per wet metric tonne (2023: $99.7 per

wet metric tonne) on an FOB basis,

equivalent to $97.4 per dry metric tonne, with

an 8% moisture assumption (2023: $108.4

per dry metric tonne). This compares to the

average price for the monthly average Platts

index for 62% iron fines converted to a FOB

basis of $98.4 per dry metric tonne (2023:

$110.3 per dry metric tonne).

Segmental revenue for our Pilbara

operations included freight revenue of $2.3

billion (2023: $2.1 billion).

Net cash generated from operating activities

of $11.7 billion was 17% lower than 2023,

driven by the same drivers as underlying

EBITDA. After capital investment, which

included $0.4 billion increased investment in

Pilbara replacement projects, free cash flow

of $8.6 billion was $2.8 billion lower than

2023.

Review of operations

Pilbara operations produced 328.0 million

tonnes (100% basis), 1% lower than 2023.

Shipments (100% basis) were also 1% lower.

Production was affected by depletion,

predominantly at Paraburdoo as we

transition to Western Range and

Yandicoogina, as well as higher than

average rainfall. The Safe Production

System target of 5 million tonnes for 2024

was achieved for the second consecutive

year. Gudai-Darri demonstrated 50 million

tonne per annum rates during the fourth

quarter. Sustaining production at these rates

is subject to the timing of approvals for

planned mining areas and heritage

clearances, and continuation of the

debottlenecking program at the main plant.

We grew our portside business in 2024, with

total iron ore sales in China of 29.9 million

tonnes (23.3 million tonnes in 2023). At the

end of December, inventory levels were 7.1

million tonnes (6.4 million tonnes at the end

of December 2023), including 4.9 million

tonnes of Pilbara product. In 2024,

approximately 89% of our portside sales

were either screened or blended in Chinese

ports (86% in 2023).

In December 2024, we completed the sale of

Dampier Salt Limited’s Lake MacLeod

operation to Leichhardt Industrials Group for

consideration of A$375 million.

For more information about our capital<br><br>projects and future growth options,<br><br>see pages 22-23.

Valued partnerships positioning us

for a more sustainable future

Together with the Ngarluma Aboriginal

Corporation, we’re progressing the

development of an 80MW solar farm on

Ngarluma Country, near Karratha, to supply

renewable energy to our Pilbara operations.

When complete, this project has the potential

to reduce the amount of natural gas currently

used for generation across

our Pilbara operations by up to 11%, and

could reduce Rio Tinto’s emissions by up to

120kt CO2e.

We're also exploring a renewable energy

project with the Yindjibarndi Energy

Corporation (YEC). Currently in development

by YEC, the project includes 75MW of solar

on a greenfield site located west of

Millstream Chichester National Park on

Yindjibarndi Country.

It’s the first project we’re exploring together

since we signed a memorandum of

understanding to collaborate on a range of

potential renewable energy opportunities,

including wind and solar power, as well as

battery energy storage systems.

For more information see<br><br>riotinto.com/pilbararenewables

Annual Report on Form 20-F 2024	26	riotinto.com

Strategic report

Aluminium

As a global leader in low-carbon aluminium, we are uniquely<br><br>positioned to further decarbonise our business and support<br><br>the world’s transition towards a lower carbon footprint.<br><br>A critical material – lightweight and highly recyclable –<br><br>aluminium is set to play an increasingly vital role in our lives.<br><br>We’re providing a diversified portfolio of primary and<br><br>secondary aluminium solutions used to manufacture a wide<br><br>range of products, including solar panels and transmission<br><br>lines, jet engines, electric vehicles and smartphones.
Snapshot of the year		Safety<br><br>In 2024, our all-injury frequency rate (AIFR)<br><br>increased from 0.33 to 0.38, largely<br><br>reflecting challenges at our Kitimat site in<br><br>Canada. To help address these challenges,<br><br>we engaged external safety consultants<br><br>during Q4 to provide targeted support,<br><br>focused on leadership and stabilising<br><br>safety performance.<br><br>Overall, our safety performance generally<br><br>improved across our Aluminium operations.<br><br>We continued to focus on uncovering and<br><br>addressing systemic weaknesses and the<br><br>root causes of our potential fatal incidents<br><br>(PFIs). In particular, the focus we started in<br><br>2023 to promote more proactive PFI2<br><br>reporting, and to improve the quality of PFI<br><br>investigations has helped move us from 5<br><br>worker injuries in PFI events in 2023 to 2 in<br><br>2024.<br><br>Looking ahead, we remain focused on<br><br>reducing inherent risks in our business to<br><br>drive lasting safety impacts for our<br><br>workforce. By prioritising engineering<br><br>design, strategic capital investment, and<br><br>ongoing research, we will continue our<br><br>work to eliminate hazards and remove<br><br>people from the areas of greatest<br><br>safety risk.
AIFR<br><br>0.38<br><br>(2023: 0.33)	Employee<br><br>numbers1<br><br>16,000<br><br>(2023: 15,000)
Net cash generated<br><br>from operating<br><br>activities<br><br>$3.0bn<br><br>(2023: $2.0bn)	Scope 1 and 2<br><br>GHG emissions<br><br>(equity Mt CO2e)<br><br>23.7Mt<br><br>(2023: 25.5Mt)
1.This represents the average number of employees for<br><br>the year, including the Group's share of non-managed<br><br>operations and joint ventures. Refer to page 267 for<br><br>more information.<br><br>2.A proactive PFI is one where there was neither injury<br><br>nor property damage. Proactive PFIs are leading<br><br>indicators of safety performance and offer the<br><br>opportunity to learn from near miss incidents. They<br><br>reflect a psychologically safe culture.			Image: Grande-Baie aluminium<br><br>casting centre, Quebec, Canada.	For information about decarbonisation efforts in the Aluminium<br><br>group, see our 2025 Climate Action Plan, pages 41-75.	For more on our Aluminium business,<br><br>see riotinto.com/aluminium
---	---	---

Annual Report on Form 20-F 2024	27	riotinto.com

Strategic report | Aluminium

Aluminium

Year ended 31 December	2024	2023	Change
Bauxite production ('000 tonnes — Rio Tinto share)	58,653	54,619	7%
Alumina production ('000 tonnes — Rio Tinto share)	7,303	7,537	(3%)
Aluminium production ('000 tonnes — Rio Tinto share)	3,296	3,272	1%
Segmental revenue (US$ millions)	13,650	12,285	11%
Average realised aluminium price (US$ per tonne)	2,834	2,738	4%
Underlying EBITDA (US$ millions)	3,673	2,282	61%
Underlying EBITDA margin (integrated operations)	30%	21%
Underlying earnings (US$ millions)	1,483	538	176%
Net cash generated from operating activities (US$ millions)	3,032	1,980	53%
Capital expenditure — excluding EAUs (US$ millions)¹	(1,694)	(1,331)	27%
Free cash flow (US$ millions)	1,302	619	110%
Underlying return on capital employed²	10%	3%

1.Capital expenditure is the net cash outflow on purchases less sales of property, plant and equipment; capitalised evaluation costs; and purchases less sales of other intangible assets. It

excludes equity accounted units (EAUs).

2.Underlying return on capital employed (ROCE) is defined as underlying earnings excluding net interest divided by average capital employed.

Financial performance

Overall we delivered a significant uplift in

profitability for our Aluminium business with a

61% increase in underlying EBITDA to $3.7

billion, underlying EBITDA margin rising nine

percentage points to 30% and underlying

ROCE of 10%. We saw an 8% increase in

the average LME price with price support

from high alumina costs and the cancellation

of Chinese VAT rebates on the export of

semi-finished goods. Market-related costs for

key materials such as caustic, coke and pitch

moderated with some of this flowing through

to underlying EBITDA, offsetting some of the

impact of a higher alumina price. Higher

bauxite volumes from record annual

production at Gove and Amrun and

increased bauxite pricing were partially offset

by lower alumina production following the

breakage of a third-party gas pipeline in

Queensland.

We achieved an average realised aluminium

price of $2,834 per tonne, 4% higher than

The average realised aluminium price

comprises the LME price, a market premium

and a value-added product (VAP) premium.

The cash LME price averaged $2,419 per

tonne, 8% higher than 2023, while in our key

US market, the Midwest premium duty paid,

which is 59% of our total volumes (2023:

57%), decreased by 17% to $427 per tonne

(2023: $512 per tonne). Our VAP sales

represented 46% of the primary metal we

sold (2023: 46%) and generated product

premiums averaging $295 per tonne of VAP

sold (2023: $354 per tonne).

Our cash generation also improved

significantly, with net cash generated from

operating activities of $3.0 billion, a rise of

53%, compared with 2023. Free cash flow of

$1.3 billion reflected capital investment in the

business of $1.7 billion.

Review of operations

Bauxite production of 58.7 million tonnes was

7% higher than 2023, exceeding our

guidance. We delivered record annual

production at Gove and Amrun following

implementation of the Safe Production

System.

We shipped 40.9 million tonnes of bauxite to

third parties, 10% higher than 2023.

Segmental revenue for bauxite increased

28% to $3.1 billion. This includes freight

revenue of $0.5 billion (2023: $0.5 billion).

Alumina production of 7.3 million tonnes was

3% lower than 2023, due to the impacts to

our Gladstone operations from the breakage

of the third-party operated Queensland Gas

Pipeline in March. Gas supplies to our

Gladstone operations from the third-party

operated Queensland Gas Pipeline were

meeting 100% of our requirements by year-

end.

As the result of sanction measures by the

Australian Government, Rio Tinto has taken

on 100% of capacity of Queensland Alumina

Limited (QAL) for as long as the sanctions

continue. This results in use of Rusal’s 20%

share of capacity by Rio Tinto under the

tolling arrangement with QAL. This additional

output is excluded from the production tables

in this report as QAL remains 80% owned by

Rio Tinto and 20% owned by Rusal.

Aluminium production of 3.3 million tonnes

was 1% higher than 2023. At our New

Zealand Aluminium Smelter (NZAS),

production continued to ramp up following a

previous call from Meridian Energy to reduce

electricity usage in August 2024, for which

we are compensated. As previously reported,

we expect the ramp-up to run through to the

second quarter of 2025.

We completed the previously announced

acquisition of Sumitomo Chemical

Company’s (SCC’s) 20.64% interest in NZAS

on 1 November 2024 and now fully own the

Tiwai Point aluminium smelter.

We also completed the previously

announced acquisition of SCC’s 2.46% stake

in Boyne Smelters Limited (BSL). The

completion of this transaction, along with the

recently completed acquisition of Mitsubishi’s

11.65% stake in BSL, brings Rio Tinto’s total

interest in BSL to 73.5%.

Production is reported including these

changes in ownership from 1 November

2024.

For more information about our capital<br><br>projects and future growth options, see pages<br><br>22-23.

Installing ELYSISTM carbon-free

smelting technology

Our ELYSIS joint venture with Alcoa is

progressing the development of a

breakthrough inert anode technology

that eliminates all direct greenhouse

gas (GHG) emissions from the aluminium

smelting process.

In 2024, we announced a $285 million

investment, including $106 million from

the Government of Québec, to build a

demonstration plant equipped with 10 ELYSIS

pots at our Arvida smelter. These pots,

operating at 100kA, replicate the technology

that has successfully produced commercial-

purity aluminium at the ELYSIS Industrial

Research and Development Center. The

demonstration plant will have the capacity to

produce up to 2,500 tonnes of aluminium per

year, with first production targeted by 2027.

This project is part of our phased approach to

support the development of the technology. It

will allow us to conduct further tests and to

build expertise in installing and operating the

ELYSIS™ technology towards future

industrial-scale implementation.

For more information<br><br>see riotinto.com/elysis

Annual Report on Form 20-F 2024	28	riotinto.com

Strategic report

Copper

Copper is an essential material for electrification and the global<br><br>energy transition. By the end of the decade, we aim to deliver<br><br>1 million tonnes of copper per year from our global portfolio of<br><br>assets and projects spanning 4 continents. We are focused on<br><br>maximising value from our existing assets, delivering profitable<br><br>growth by unlocking projects, and investing in quality partnerships<br><br>across the copper value chain.
Snapshot of the year		Safety<br><br>In 2024, we recorded 24 potential fatal<br><br>incidents (PFIs), an increase from 22 in<br><br>2023. Notable critical risks associated with<br><br>these events were: fall from height,<br><br>uncontrolled releases of energy, and falling<br><br>objects.<br><br>Our all-injury frequency rate (AIFR)<br><br>dropped slightly to 0.33, a modest<br><br>decrease from 0.35 in 2023, with an AIFR<br><br>of 0.27 for employees, and 0.37 for our<br><br>contractor workforce. Ongoing monitoring<br><br>to identify continuous improvement<br><br>opportunities includes two-way learning<br><br>with our contractor partners.<br><br>Our Critical Risk Management program<br><br>and Safety Maturity Model underpin our<br><br>absolute focus on preventing fatalities and<br><br>serious events. During the year, key<br><br>achievements included simplification of<br><br>critical control tools, as well as capability<br><br>building through our Leadership in the<br><br>Field program.<br><br>At the asset level, we progressed site-<br><br>specific hazard exposure reduction<br><br>strategies, which involved mitigating the<br><br>potential for exposure to silica dust at Oyu<br><br>Tolgoi, and to sulphur dioxide at Kennecott.<br><br>Our Winu project team also piloted a<br><br>psychosocial risk management framework,<br><br>reinforcing our commitment to a safe,<br><br>healthy workplace.
AIFR<br><br>0.33<br><br>(2023: 0.35)	Employee<br><br>numbers1<br><br>9,000<br><br>(2023: 8,000)
Net cash generated<br><br>from operating<br><br>activities<br><br>$2.6bn<br><br>(2023: $0.6bn)2	Scope 1 and 2<br><br>GHG emissions<br><br>(equity Mt CO2e)<br><br>1.0Mt<br><br>(2023: 1.0Mt)
1.This represents the average number of employees for<br><br>the year, including the Group's share of non-managed<br><br>operations and joint ventures. Refer to page 267 for<br><br>more information.<br><br>2.Comparative information has been adjusted to reflect<br><br>the movement of Rio Tinto Guinea from the Copper<br><br>product group to “Other operations”. Refer to note 1<br><br>(page 167) for details.			Image: Oyu Tolgoi, Mongolia.	For information about decarbonisation efforts in the Copper<br><br>group, see our 2025 Climate Action Plan, pages 41-75.	For more on our Copper business, see<br><br>riotinto.com/copper
---	---	---

Annual Report on Form 20-F 2024	29	riotinto.com

Strategic report | Copper

Copper

Year ended 31 December	2024	2023	Change
Mined copper production ('000 tonnes — consolidated basis)	697	620	13%
Refined copper production ('000 tonnes — Rio Tinto share)	248	175	42%
Segmental revenue (US$ millions)	9,275	6,678	39%
Average realised copper price (US cents per pound)¹	422	390	8%
Underlying EBITDA (US$ millions)²	3,437	1,960	75%
Underlying EBITDA margin (product group operations)	49%	42%
Underlying earnings (US$ millions)²	811	190	327%
Net cash generated from operating activities (US$ millions)³	2,590	596	335%
Capital expenditure — excluding EAUs⁴ (US$ millions)	(2,055)	(1,976)	4%
Free cash flow (US$ millions)²	526	(1,386)
Underlying return on capital employed (product group operations)⁵	6%	3%

1.Average realised price for all units sold. Realised price does not include the impact of the provisional pricing adjustments, which negatively impacted revenues by $92 million

(2023: $2 million positive).

2.Accountability for Rio Tinto Guinea, our in-country external affairs office, remains with Bold Baatar, and has therefore moved from the Copper product group to “Other operations” following

his change in role to Chief Commercial Officer. Accordingly, prior period amounts have been adjusted for comparability.

3.Net cash generated from operating activities excludes the operating cash flows of equity accounted units (EAUs) but includes dividends from EAUs (Escondida).

4.Capital expenditure is the net cash outflow on purchases less sales of property, plant and equipment, capitalised evaluation costs and purchases less sales of other intangible assets.

It excludes EAUs.

5.Underlying return on capital employed (ROCE) is defined as underlying earnings (product group operations) excluding net interest divided by average capital employed.

Financial performance

Improved financials benefited from the

steady ramp-up at Oyu Tolgoi, the strong

performance at Escondida and the

successful restart of the Kennecott smelter,

following the rebuild in 2023, releasing

working capital through the drawdown of

inventories, enhancing operating cash flow.

Underlying EBITDA increased by 75%

compared with 2023 and free cash flow

turned positive supported by a strong LME

copper price and higher volumes. Overall,

mined copper production rose by 13% and

refined copper production by 42%.

Copper C1 net unit costs, at 142 cents per

pound, reduced by 53 cents per pound, or

27%, from 2023, reflecting cost efficiencies

on the higher mined copper production at

Oyu Tolgoi and Escondida, and higher

refined copper production at Kennecott,

following the smelter rebuild in 2023.

We generated significantly higher net cash

from operating activities of $2.6 billion, which

included higher dividends from Escondida.

Review of operations

Mined copper production, at 697 thousand

tonnes, was 13% higher than 2023, reflecting

the ramp-up of Oyu Tolgoi underground and

increased production from Escondida due to

higher grades fed to the concentrator (0.99%

versus 0.83%). This offset geotechnical

challenges at Kennecott as instabilities in the

pit wall impacted the mining sequence from

the second quarter of 2024.

Refined copper production increased by 42%

to 248 thousand tonnes with the Kennecott

smelter and refinery returning to normal

operations following the successful rebuild in

2023.

Oyu Tolgoi underground project

In 2024, we delivered 6.5 million tonnes of

ore milled from the underground mine at an

average copper head grade of 1.94% and

34.5 million tonnes from the open pit with an

average grade of 0.39%. The ramp-up

remains on track to reach 500 thousand

tonnes of copper production per annum

(100% basis and stated as recoverable

metal) for the Oyu Tolgoi underground and

open pit mines for the years 2028 to 20361.

We continue to see good performance from

the underground mine. We completed

drawbell construction at Panel 0, with a total

of 124 drawbells opened. The sinking of

ventilation Shafts 3 and 4 was completed in

April 2024 following the breakthrough to

surface. Both shafts were commissioned in

the second half of 2024.

In November 2024, Oyu Tolgoi successfully

concluded Collective Agreement

negotiations, marking a historic milestone as

the first agreement involving two trade

unions at the operation. The agreement will

remain in effect for the next three years.

For more information about our capital<br><br>projects and future growth options, see<br><br>pages 22-23.

1.The 500 thousand tonne per year copper production

target (stated as recoverable metal) for the Oyu Tolgoi

underground and open pit mines for the years 2028 to

2036 was previously reported in a release to the

Australian Securities Exchange (ASX) dated 11 July

2023 “Investor site visit to Oyu Tolgoi copper mine,

Mongolia”. All material assumptions underpinning that

production target continue to apply and have not

materially changed.

Advancing Winu with Sumitomo

Metal Mining

In December, we announced a new

partnership with Sumitomo Metal Mining

(SMM) to deliver the Winu copper-gold

project in Western Australia. Under the Term

Sheet signed between the partners, Rio Tinto

will continue to develop and operate Winu as

the managing partner, with SMM to acquire a

30% equity share. Located in the Great

Sandy Desert, near our Pilbara iron ore

operations, Winu is a low-risk, long-life

deposit that is highly prospective for

expansion. In 2025, alongside finalising the

joint venture definitive agreements, we will

advance regulatory approvals for an initial

processing capacity up to 10Mtpa.

Environmental Review Document

preparation under the Environmental

Protection Authority of Western Australia’s

Environmental Impact Assessment process

will take place in parallel with ongoing Project

Agreement negotiations with the

Nyangumarta People, Traditional Owners

of the land on which the Winu deposit is

situated, and the Martu People, Traditional

Owners of the land home to the

Karlkayn airstrip.

As part of our renewed relationship with

SMM, we have also entered into a letter of

intent to explore broader value chain

opportunities for commercial, technical, and

strategic collaboration across copper, other

base metals and lithium.

For more information see riotinto.com/winu

Annual Report on Form 20-F 2024	30	riotinto.com

Strategic report

Minerals

Our Minerals portfolio produces materials essential to a low-<br><br>carbon future from a global suite of assets and projects well-<br><br>positioned to support the electrification of the world’s economies.<br><br>We are developing and growing a world-class lithium business<br><br>at an accelerated pace: producing first lithium from our Rincon<br><br>Project, Argentina in December. We also produce long-life, high-<br><br>grade, low-impurity iron ore pellets and concentrate, titanium<br><br>dioxide, speciality borates and diamonds from our operations in<br><br>Canada, Madagascar, South Africa and the US.
Snapshot of the year		Safety<br><br>Tragically 4 of our colleagues and 2 crew<br><br>members lost their lives in a plane crash<br><br>while travelling to our Diavik diamond mine<br><br>on 23 January. We are currently awaiting the<br><br>investigation findings from the Transportation<br><br>Safety Board of Canada, which are<br><br>expected in 2025.<br><br>In 2024, the number of potential fatal<br><br>incidents (PFIs) dropped to 26, compared<br><br>to 27 in 2023 with the most common<br><br>involving risk of vehicle collision or rollover<br><br>and falling objects. We continue to focus<br><br>our efforts on mitigating these risks,<br><br>implementing targeted safety measures<br><br>and corrective actions informed by<br><br>thorough investigations.<br><br>Our all-injury frequency rate (AIFR) increased<br><br>to 0.31, compared to 0.24 in 2023, reflecting<br><br>an increase in injuries among both employees<br><br>and contractors. The rate of injuries in our<br><br>contractor workforce increased from 0.20 in<br><br>2023 to 0.27 in 2024, and our employee injury<br><br>rate rose from 0.28 in 2023 to 0.35 this year. In<br><br>2025, we will continue to build on our progress<br><br>by leveraging the safety maturity model to<br><br>drive further enhancements. Along with this,<br><br>we will place a stronger emphasis on health,<br><br>environmental responsibility, and security to<br><br>ensure a safer, more productive environment<br><br>for both our employees and contractor<br><br>partners. Our commitment to these areas will<br><br>be key to achieving our goals.
AIFR<br><br>0.31<br><br>(2023: 0.24)	Employee<br><br>numbers1<br><br>10,000<br><br>(2023: 10,000)
Net cash generated<br><br>from operating<br><br>activities<br><br>$0.7bn<br><br>(2023: $0.5bn)	Scope 1 and 2<br><br>GHG emissions<br><br>(equity Mt CO2e)<br><br>2.3Mt<br><br>(2023: 3.7Mt)
1.This represents the average number of employees for<br><br>the year, including the Group's share of non-managed<br><br>operations and joint ventures. Refer to page 267 for<br><br>more information.			Image: Richards Bay Minerals<br><br>operation, South Africa.	For information about decarbonisation efforts in the Minerals<br><br>group, see our 2025 Climate Action Plan, pages 41-75.	For more on the minerals we produce,<br><br>see riotinto.com/products
---	---	---

Annual Report on Form 20-F 2024	31	riotinto.com

Strategic report | Minerals

Minerals

Year ended 31 December	2024	2023	Change
Iron ore pellets and concentrates production¹ (million tonnes — Rio Tinto share)	9.4	9.7	(2%)
Titanium dioxide slag production ('000 tonnes — Rio Tinto share)	990	1,111	(11%)
Borates production ('000 tonnes — Rio Tinto share)	504	495	2%
Diamonds production ('000 carats — Rio Tinto share)	2,759	3,340	(17%)
Segmental revenue (US$ millions)	5,531	5,934	(7%)
Underlying EBITDA (US$ millions)	1,080	1,414	(24%)
Underlying EBITDA margin (product group operations)	26%	30%
Underlying earnings (US$ millions)	143	312	(54%)
Net cash generated from operating activities (US$ millions)	705	548	29%
Capital expenditure (US$ millions)²	(798)	(746)	7%
Free cash flow (US$ millions)	(126)	(229)	45%
Underlying return on capital employed (product group operations)³	8%	13%

Iron Ore Company of Canada (IOC) continues to be reported within Minerals.

2.Capital expenditure is the net cash outflow on purchases less sales of property, plant and equipment; capitalised evaluation costs; and purchases less sales of other intangible assets.

3.Underlying return on capital employed (ROCE) is defined as underlying earnings (product group operations) excluding net interest divided by average capital employed.

Financial performance

Underlying EBITDA of $1.1 billion was 24%

lower than 2023, primarily due to lower

pricing across most commodities, in

particular titanium dioxide feedstocks,

borates and iron ore. Underlying demand for

titanium dioxide feedstocks remains soft

while the borates market is recovering from

supply chain disruptions.

Net cash generated from operating activities

of $0.7 billion was 29% higher than 2023,

when a build in working capital took place.

Further investment is being made to develop

our battery minerals business, resulting in

negative free cash flow of $126 million.

Underlying EBITDA and net cash generated

from operating activities in 2024 include $0.2

billion1 insurance proceeds relating to the

process safety incidents at RTIT and the

forest fires at IOC which took place in 2023.

Review of operations

Production of iron ore pellets and

concentrate at IOC of 9.4 million tonnes was

2% lower than 2023 primarily due to an 11-

day site-wide shutdown driven by forest fires

in mid-July, resulting in a revised mine plan

and maintenance schedule. We also

experienced operational challenges in the

mine and concentrator throughout the year.

Annual rail haulage was 36.4 million tonnes,

7% higher than in 2023, driven by continued

operational improvements to meet increasing

third-party and IOC demand. Our focus

going forward is to stabilise the operation

and achieve safe, cost-effective and

consistent production.

TiO2 slag production of 990 thousand tonnes

was 11% lower than 2023, primarily due to

reduced market demand. A furnace

reconstruction, starting in the first quarter of

2024, continues at our RTIT Quebec

Operations. Through 2024, we operated six

out of nine furnaces in Quebec and three out

of four at Richards Bay Minerals (RBM).

Borates production was 2% higher than 2023

supported by recovering market demand,

and despite unplanned plant downtime in

April 2024.

Our share of carats recovered was 17%

lower than 2023. Diamond production was

impacted by the tragic plane crash earlier in

2024, as well as cessation of A21 open pit

mining in the third quarter of 2023.

First lithium was produced from the Rincon

project starter plant in Argentina in November

First commercial production is targeted

for the first half of 2025.

For more information about our capital<br><br>projects and future growth options, see<br><br>pages 22-23.

1.There is no overall financial impact to the Rio Tinto

Group, with the offset reflected centrally.

BlueSmelting’s game-changing

potential

In 2024, we continued developing

BlueSmelting™, a groundbreaking ilmenite

reduction technology. BlueSmelting has the

potential to reduce up to 70% of the

Rio Tinto Iron & Titanium (RTIT) Quebec

Operations' global greenhouse gas (GHG)

emissions, representing a decrease of

approximately 670,000 tonnes of CO2

equivalent compared to 2021 emissions.

BlueSmelting™ technology creates the

possibility of producing high-grade titanium

dioxide feedstock, steel, and metal powders

with a drastically reduced carbon footprint.

The BlueSmelting process being

demonstrated at RTIT Quebec Operations is

a world-first technology, developed in-house,

that adds a step before the traditional

smelting process – pre-reduction – leading to

an overall decrease in the site GHG

emissions. It combines mature in-house

technology, found in other processes used

on-site, with new innovations. BlueSmelting

uses fluid bed reactors to reduce the coal

required for the traditional smelting process,

meaning less coal and electricity are used to

complete the ore reduction.

The BlueSmelting demonstration plant – the

largest of its kind in the world – is capable of

producing up to 40,000 tonnes of ilmenite ore

a year, with drastically fewer emissions.

For more on BlueSmelting, see<br><br>riotinto.com/bluesmelting

Annual Report on Form 20-F 2024	32	riotinto.com

Strategic report

Our approach to ESG

As stewards of the lands where we operate, we have a responsibility to safely and sustainably

access the world’s essential materials.

This responsibility underpins everything we

do and drives our commitment to embedding

sustainability considerations into every stage

of our business – from exploration to closure.

To do this, we align our priorities and

performance with society’s evolving

expectations. Each year we complete a

materiality assessment to understand what

ESG topics matter most to our stakeholders

and our business. This process includes

gathering information from internal and

external stakeholders through interviews,

surveys and publicly available information to

understand what impacts, risks and

opportunities are important now and what

they think will be important in the medium to

long term.

It’s essential we manage these ESG topics

well as we strive for impeccable ESG

credentials and a strong social licence, with

the insights gathered through this process

helping us to strengthen our approach and

contribute to the long-term sustainability and

success of our business for all stakeholders.

For more information see riotinto.com/<br><br>sustainabilityapproach

The United Nations Sustainable

Development Goals (UN SDGs)

Our ESG framework describes how we

manage and report externally on these topics

and how we contribute to the UN SDGs,

which are recognised as the global blueprint

for a sustainable future.

The SDGs are a useful reference point,

helping us to prioritise our efforts to align with

society’s expectations and deliver meaningful

impact. We focus on goals we feel are most

relevant to operating our business

responsibly and where we can make the

greatest difference. Our 2 lead goals are

SDG 12 (responsible consumption and

production) and SDG 8 (decent work and

economic growth).

Our operations also contribute to 8 supporting

SDGs (3, 4, 5, 6, 9, 10, 13 and 15), while SDG

17 (partnerships for the goals) reflects our

approach to sustainability and is fundamental

to the way we run our business.

What’s important now

Our internal and external stakeholders are

broadly aligned on 4 highly material ESG

topics: climate change1; respecting human

rights; cultural heritage management; and

health, safety and wellbeing.

Additional material topics for us as we strive

to build a sustainable business include:

biodiversity and ecosystems; business

integrity and governance; ESG transparency

and disclosure; inclusion, diversity and

equity; local community relations, tailings and

mineral waste management; business

performance; and water management.

What will be important in the future

Stakeholders feel climate change will

continue to increase in importance over the

next decade, alongside biodiversity and

ecosystems; the impact of technology;

respecting human rights; risk management

and cyber security; business integrity and

governance; supply chain transparency; and

end-to-end materials management. Water

management will also remain an important

topic due to the reliance of local communities

and our operations on this increasingly

scarce resource.

1.Includes greenhouse gas emissions reduction, climate

resilience and adaptation, and just transition.

Our ESG framework

Environment			Social					Governance
Low-intensity<br><br>materials	Environment<br><br>and nature	Mining &<br><br>metals<br><br>practices	Heritage,<br><br>culture &<br><br>Indigenous<br><br>Peoples	Human rights	Talent,<br><br>diversity<br><br>& inclusion	Health, safety<br><br>& wellbeing	Supporting<br><br>social &<br><br>economic<br><br>opportunity	Transparent,<br><br>values-based<br><br>ethical<br><br>business
Climate<br><br>change	Water<br><br>management	Tailings &<br><br>mineral waste<br><br>management	Cultural<br><br>heritage<br><br>management	Respecting<br><br>human rights	Inclusion,<br><br>diversity &<br><br>equity	Health, safety<br><br>& wellbeing	Local<br><br>community<br><br>relations	Business<br><br>integrity<br><br>& governance
End-to-end<br><br>materials<br><br>management	Biodiversity &<br><br>ecosystems	Closure, post-<br><br>mining & land<br><br>rehabilitation			Employment &<br><br>talent retention	Pandemic<br><br>response &<br><br>public health	Impact of<br><br>technology	ESG<br><br>transparency &<br><br>disclosure
Future-proof<br><br>assets	Industrial<br><br>environment<br><br>impacts							Business<br><br>performance
Key<br><br>l Higher materiality<br><br>l Medium materiality<br><br>l Lower materiality								Risk<br><br>management &<br><br>cyber security
							Responsible<br><br>tax & royalty<br><br>payments
Each material topic above appears under either the environment, social or governance theme to which it primarily relates. However, there is crossover among ESG themes,<br><br>meaning some material topics can be relevant to 2 or even all 3 themes. Accordingly, we work with themes and topics holistically, not in silos.								Supply chain<br><br>transparency
Annual Report on Form 20-F 2024	33	riotinto.com
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Strategic report | Our approach to ESG

Reporting our performance

Our materiality assessment records the

threshold at which an issue or topic becomes

important enough for us to report on

externally. The importance of a topic is based

on the significance of its impacts on, and

risks and opportunities for, stakeholders. Our

ESG materiality assessment considers our

impacts externally and, conversely, the effect

of external factors on our business.

As an ICMM member, we commit to

reporting on our ESG performance against

the Global Reporting Initiative (GRI)

standards and implementing the ICMM

Performance Expectations (PEs). The ICMM

Mining Principles framework focuses on the

implementation of systems and practices

related to a broad range of ESG areas. In

2022, we disclosed that we prioritised 26 of

our 29 operating assets for validation within

the 3-year cycle (2023-2025). There are now

30 operating assets and we have prioritised

one additional asset for validation in 2025,

thereby resulting in a total of 28 out of our 30

operating assets being prioritised for

validation. Since 2022, we have been

progressing the validations according to plan.

In 2024, on-site third-party validations were

completed for 12 of our priority operating and

refining assets. The validation reports

demonstrate a high level of alignment

between the self-assessment and validation

outcomes, with identification of relevant

areas for improvement. Information for the

2023 and 2024 validation results is

presented in the ICMM PE Summary tab in

the 2024 Sustainability Fact Book. In 2024,

we have also introduced a new tab showing

the Towards Sustainable Mining (TSM)

outcomes for 3 of our Canadian sites and all

of our Pilbara iron ore sites. We have

continued to improve our reporting to meet

additional disclosure requirements, including

the ICMM Social and Economic Reporting

Framework (SERF). In 2024, we have

disclosed our performance against the SERF

indicators in the ICMM SERF tab.

The majority of our ESG reporting is

incorporated into this Form 20-F and

supplemented by our 2024 Sustainability

Fact Book, containing current and historical

data on topics including health, safety,

environment, climate, communities, human

rights, responsible sourcing, ICMM PEs

and transparency.

Governance and assurance

The Sustainability Committee oversees

strategies to manage social and

environmental impacts, risks and

opportunities, including management

processes and standards. The Sustainability

Committee reviews the effectiveness of

management policies and procedures

relating to safety, health, employment

practices (apart from remuneration, which is

the responsibility of the People &

Remuneration Committee), relationships with

neighbouring communities, environment,

tailings, security and human rights, land

access, political involvement and sustainable

development. Given its strategic significance,

climate change is overseen directly by the

Board.

For more information about our<br><br>Sustainability Committee see pages<br><br>117-118.

This year, the Group’s auditor, KPMG, was

engaged to provide the Directors of Rio Tinto

with assurance on selected sustainability

subject matters. KPMG’s limited assurance

statement satisfies the requirements of

subject matters 1 to 4 of the ICMM

assurance procedure.

Non-financial and sustainability

information statement

The ESG section includes information required

by regulation in relation to:

–Environmental and climate matters,

including Task Force on Climate-Related

Financial Disclosures (TCFD) disclosures

(pages 41-75)

–Our employees (pages 78-80)

–Social matters (pages 76-84)

–Human rights (page 85)

–Corruption and bribery (pages 86-87)

Other related information can be found here:

–Our business model (page 8)

–Non-financial key performance indicators

(page 34)

–Material risks and how they are managed

(pages 91-98).

Notes on data

The data summarised in this ESG section

relates to calendar years. Unless stated

otherwise, parameters are reported for all

managed operations without adjustment for

equity interests. Where possible, we include

data for operations acquired before

1 October of the reporting period. Divested

operations are included in data collection

processes up until the transfer of

management control.

| For more information see our 2024 Sustainability Fact Book at riotinto.com/ sustainabilityreporting | | --- || How we report | Annual Report | Tax reports1 | Human rights statements2 | Sustainability Fact Book | | --- | --- | --- | --- | --- | | Linking sustainability to purpose and strategy | l | | | | | Materiality and material topics | l | | | | | Climate change | l | | | l | | Economic contribution | l | l | | l | | Human rights | l | | l | l | | Indigenous Peoples | l | | | l | | Memberships and certifications | | | | l | | Sustainability data and trends | | | | l |

1.Includes our Taxes and Royalties Paid Report and Country-by-Country Report.

2.Includes our Modern Slavery Statement and our Voluntary Principles on Security and Human Rights report.

Annual Report on Form 20-F 2024	34	riotinto.com

Strategic report | Our approach to ESG

2024 performance against ESG targets

Targets	2024 performance
Reach zero fatalities and eliminate workplace injuries and<br><br>catastrophic events.	5 fatalities at managed operations.<br><br>(2023: 0 fatalities).<br><br>–All-injury frequency rate (AIFR) at 0.37 (target: 0.38). (2023: 0.37).<br><br>–1.78 million critical risk management (CRM) verifications.<br><br>(2023: 1.53 million).
Have all of our businesses identify at least one critical<br><br>health hazard material to their business and demonstrate<br><br>a year-on-year reduction of exposure to that hazard.	In 2024, 6 of our assets across Rio Tinto achieved an exposure reduction to<br><br>known health risks (airborne contaminants and noise). (2023: 6 assets).
Reduce the rate of new occupational illnesses each year.	44% increase in the rate of new occupational illnesses since 2023. (2023: 15%<br><br>increase).
Reduce our absolute Scope 1 and 2 greenhouse gas<br><br>emissions by 15% by 2025 and by 50% by 2030<br><br>(when compared to 2018 levels), and achieve net zero<br><br>emissions from our operations by 2050.1	The 2024 adjusted gross Scope 1 and 2 baseline emissions are 30.7 Mt CO2e,<br><br>a reduction of 5.0 Mt CO2e (14%) relative to our 2018 base year. After carbon<br><br>credits are applied, the net Scope 1 and 2 emissions are 29.6 Mt CO2e, a<br><br>reduction of 17% against our target.<br><br>(2023: 5.5%).
Achieve our global Communities and Social Performance<br><br>(CSP) targets2 as follows:<br><br>–Year-on-year increase in contestable spend sourced<br><br>from suppliers local3 to our operations.<br><br>–All sites to co-manage cultural heritage with<br><br>communities and knowledge holders by 2027.<br><br>–70% of total social investment to be made through<br><br>strategic, outcomes-focused partnerships by 2027.<br><br>–All employees in high-risk human rights roles to<br><br>complete job-specific human rights training annually<br><br>by 2024.<br><br>–All employees to complete general human rights<br><br>training by 2027.<br><br>–100 Indigenous leaders in Australia (managers and<br><br>above) by 2026.	–We sourced 14.75% of contestable spend from suppliers local to our<br><br>operations, a decrease⁴ from 16.80% in 2023. Progress for each product<br><br>group is included in the 2024 Sustainability Fact Book.<br><br>–More than 25 sites have completed a Cultural Heritage Maturity Framework<br><br>self-assessment, to identify existing gaps and establish actions to progress<br><br>along the maturity continuum5. Two assets matured in their performance in<br><br>2024 (others maintaining their performance from 2023) and 14 assets<br><br>assessed themselves as L4 (Integrated) or above.<br><br>–In 2024, more than 44% of current Group-wide social investment initiatives<br><br>were identified as strategic partnerships, assessed against the strategic<br><br>partnering self-assessment tool.<br><br>–In 2024, a new mandatory Human Rights in Action learning program was<br><br>assigned to higher risk roles, with 85% completions recorded for the year.<br><br>Other progress updates on human rights learning initiatives are in the 2024<br><br>Sustainability Fact Book.<br><br>–At the end of 2024, we had 61 Indigenous leaders in our business in<br><br>Australia.
Improve diversity6 in our business by:<br><br>–Increasing women in the business (including in senior<br><br>leadership7) each year.<br><br>–Aiming for 50% women in our graduate intake.<br><br>–Aiming for 30% of our graduate intake to be from<br><br>places where we are developing new businesses.	–25.2% of our workforce were women, up 0.9% from 2023.<br><br>–33.3% of our executive leaders were women, up 8.3% from 2023.<br><br>–32% of senior leadership were women, up 1.9% from 2023.<br><br>–42.8% of Board roles were held by women, up 12% from 2023.<br><br>–56.6% of our graduate intake were women, up 5% from 2023.<br><br>–20% of our graduate intake were from places where we are developing new<br><br>businesses8, down 17.6% from 2023.
Improve our employee engagement and satisfaction.	No change to our employee satisfaction (eSAT9) score since 2023 (score<br><br>remains 74).<br><br>(2023: 1 point increase).

1.Refer to the Climate Action Plan in our Form 20-F for details on how we are progressing towards our greenhouse gas emissions targets.

2.In 2024, we progressed initiatives towards our 2026 CSP targets. We also extended those targets for one year, to conclude in 2027, to accommodate Group-wide productivity and culture

initiatives.

3.We take a site-centric view of the definition of local, which allows operations to establish their own definition, based on a set of common principles. These principles require that each

operation, in defining “local” takes into consideration its geographic, social and economic area of impact as well as ownership. For example, suppliers located within the Pilbara region of

Western Australia are defined as “local” for our iron ore product group's Pilbara Operations. This approach is consistent with international best practice and aligns with the ICMM SERF

guidance.

4.The decrease is due to reductions in commodity rates, cost reduction initiatives, and changes in the supplier mix at some operations.

5.The cultural heritage co-management maturity framework sets out a maturity model consisting of five levels of maturity – from "learning the practice" to "leading practice". A rating of Level 4

(Integrated) reflects functioning co-management with a shared vision and common purpose.

6.From 2021, the definition used to calculate diversity was changed to include people not available for work and contractors (those engaged on temporary contracts to provide services under

the direction of Rio Tinto leaders), excluding project contractors.

7.We define senior leadership as Managing Directors, General Managers, Group Advisers and Chief Advisers.

8.Identifying with a nationality is not mandatory. More than 48% of our graduates have not formally reported a nationality.

9.eSAT (Employee Satisfaction) is a measure of “how happy an employee is to work at Rio Tinto”. It is calculated by averaging the responses on a 1-7 scale and expressing this out of 100.

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Strategic report | Our approach to ESG

Environment

We know our operations, throughout their life cycle and associated value chains,

can impact nature and surrounding environments both directly and indirectly.

We also depend on healthy, functioning ecosystems to provide the resources

we need for our operations and supply chains.

We focus on being responsible stewards of

these shared natural resources, ensuring we

protect the health, safety and livelihoods of

local communities, Indigenous Peoples, our

suppliers and our customers. This includes

managing risks to minimise adverse

environmental impacts from our operations

and playing our part to sustain these shared

ecosystems and natural resources for future

generations.

While mining activities use less than 0.1%1 of

the world’s land, they are often in

ecologically and culturally sensitive areas.

That is why – in addition to our

Environmental Performance Standards,

which apply to all of our business units and

managed operations from exploration

through to post-closure – we have shared

our support for the ICMM’s Nature Position

Statement, and actively engage in several

partnerships that address both our own and

broader regional challenges in the areas

where we operate.

Nature strategy

The global threat of biodiversity loss and

ecosystem collapse is an urgent global

challenge, with the United Nations (UN)

Biodiversity Conference and the Kunming-

Montreal Global Biodiversity Framework

(GBF) underscoring the need for bold action.

Given our extensive land holdings and the

nature of our activities, we have the

opportunity and responsibility to ensure our

environmental performance both aligns with

society’s expectations and contributes to the

restoration of the natural environment. We

are committed to playing our part in

contributing to nature-positive outcomes for

industry and society.

In January 2024, we shared our support for

the ICMM’s Nature Position Statement. This

position sets out ICMM members’ approach

to contributing to a nature-positive future,

guided by GBF 2030 targets and ICMM’s

existing commitments in relation to

Indigenous Peoples, climate change, water,

and respecting human rights in line with the

UN Guiding Principles on Business and

Human Rights (UNGPs).

At its most fundamental level, nature<br><br>positive means “ensuring more nature in<br><br>the world in 2030 than in 2020 and<br><br>continued recovery after that”.1

In addition to our support for the ICMM’s

Nature Position Statement, and our role in

contributing to a nature-positive future, our

operations and decision-making is guided by

the following clear environmental-related

commitments:

–We contribute to the global nature-

positive goal of “halting and reversing

biodiversity loss by 2030 from a 2020

baseline, with a full recovery by 2050”.

–We do not explore or extract resources

within the boundaries of UNESCO World

Heritage sites.

–All reasonable steps will be taken to

ensure future operations adjacent to

World Heritage sites are not incompatible

with the outstanding universal value for

which these sites are listed and do not put

the integrity of these sites at risk.

–We respect legally designated protected

areas and ensure any new operations or

changes to existing operations are not

incompatible with the objectives for which

the protected areas were established.

–We do not undertake deep-sea mining, and

believe it should not take place unless

comprehensive scientific research refutes

currently held evidence that it will

create significant environmental and

socioeconomic implications.

Building on our commitments and recognition

of the critical need for action, in 2024 we laid

the foundation for our nature strategy

through consultations with Indigenous

Peoples groups, investors, civil society

organisations, conservation groups, and our

employees. This strategy will direct our

nature-related activities, detailing our

ambitions, commitments, and targets

program, ensuring we take a focused and

measurable approach.

As we formalise the strategy and approach in

2025, we will continue to maintain an open

dialogue with stakeholders to ensure

society’s expectations inform our actions.

We also continue to develop and invest

in a global portfolio of nature-based solutions

to help address climate change and nature

loss, while generating positive outcomes for

communities in the regions where we

operate.

Nature target program

Our nature target program is a core

component of our nature strategy,

acknowledging the interconnectedness of the

4 natural realms – land, ocean, freshwater,

and atmosphere – and their ties to biodiversity

and society.

Building on the work of our 2023 water target

program, which was recognised externally as

industry-leading, we are widening our focus to

encompass nature more broadly. The

expanded program includes a Group-level

strategic target combined with a set of locally

focused, site-based improvement programs,

developed in collaboration with host

communities, Indigenous Peoples groups,

investors, civil society organisations, and

conservation groups.

Our Group target

Our Group target will focus on the health of our

receiving environments and surrounding

ecosystems for all managed operations

through an online dashboard, focusing on

biodiversity and the realms of nature. This

expands upon our interactive water

disclosure platform, released in 2023.

If we identify areas for improvement in the

receiving environment or ecosystem health,

we may also consider additional context-

based improvement programs as part of our

future focus.

Image: The nursery at Richards Bay<br><br>Minerals, South Africa.

1.ICMM Nature Hub.

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Our site-based

improvement programs

Our site-based improvement programs,

developed in consultation with stakeholders,

represent a subset of initiatives to drive

performance at operational sites.

These projects will be selected based on their

risk profile, current performance, external

commitments and the interdependencies of

local communities and the environment.

Our nature target program helps us to

enhance the transparency of our nature

risk profile, challenges and management.

Progress on both the Group target and

site-based improvement programs will be

reported annually.

This approach, along with the data needed to

track progress, will help us contribute to a

nature-positive future.

Water

Water is a shared resource critical to

sustaining biodiversity, people and economic

prosperity. Increasingly disrupted weather

patterns and more extreme weather events

due to climate change and a growing world

population, mean efficiently managing water is

more important than ever.

The way we think about water and manage

associated risks reflects the diversity of our

operations and geographic locations. A small

proportion of our assets operate in water-

scarce regions, while others must remove

excess water to allow safe mining operations.

These are examples of the many potential

risks we manage across the life cycle of our

diverse operations.

We share water with the communities and

ecosystems surrounding our operations, and

we aim to avoid permanent impacts on those

water resources by carefully managing the

quality and quantity of the water we use and

return to the environment. This means

balancing the needs of our operations with

those of the local communities and

ecosystems. We do this while considering the

impact of climate change, already felt in the

level of rainfall and water security at some of

our operations. We understand this

responsibility extends beyond the life of

our operations.

To address this complexity, we adopt a

catchment-level approach to developing

potential solutions and managing our

operational risks and impacts. We use 2030

water stress as determined by the World

Resource Institute (WRI) to identify operational

catchments of most concern.

Group water risk profile (percentage of managed operations1)

Water resource<br><br>Is there enough water available for environment needs, community<br><br>needs and our operational use?	Our aluminium operations in Gladstone, Queensland, Australia, are<br><br>supplied with water from Awoonga Dam. Water restrictions could be<br><br>imposed on the supply in the event of a persistent drought. The water<br><br>resource risk for these operations is assessed as high.
Water quality and quantity<br><br>Does the way we manage water on site, or discharge excess water,<br><br>cause environmental impacts or operational constraints?	Our ilmenite mine near Havre-Saint-Pierre (HSP), in Quebec, Canada is<br><br>surrounded by ecologically and socially significant lakes and water features.<br><br>The quality and quantity risk for HSP mine is assessed as high and excess<br><br>water from the mine needs to be carefully managed. To ensure water is<br><br>released to the environment at a suitable quality, we are working on a multi-<br><br>year water management improvement project.
Dewatering<br><br>Does the removal of water from the operational areas of our sites<br><br>impact regional aquifers or our mine plans?	Impacts associated with dewatering and water supply activities in<br><br>the Pilbara, Western Australia, Australia are recognised as a very<br><br>high risk for our business. Returning water to the aquifers impacted<br><br>by our mining activities in a controlled manner is the focus of a<br><br>number of ongoing studies. We are also continuing to work with<br><br>Traditional Owners on water management.
Long-term obligations<br><br>Do our operational activities generate long-term or ongoing<br><br>obligations related to water?	We may sometimes generate impacts that we are required to manage<br><br>over the long term, such as post-closure pit lakes in the Pilbara, or<br><br>potential seepage from our waste rock or tailings facilities in our<br><br>aluminium and copper sites. Our systems and standards aim to ensure<br><br>that risks are identified early and managed appropriately and<br><br>responsibly throughout the asset life cycle.

l	Not applicable	l	Low risk	l	Moderate risk	l	High risk	l	Very high risk

1.Due to rounding, the sum may not total 100%.

To manage our water impacts, we first need to

understand the specific risks at more than 50

operating sites, as well as our overall Group

impacts. To do this, we have developed a

water risk framework that considers 4 risk

categories:

–water resource

–water quality and quantity

–dewatering

–long-term obligations.

We use this framework to identify, assess and

manage water risks. This comprehensive

approach extends beyond our mandatory

reporting obligations and allows us to have

relevant conversations about water risks

internally and with stakeholders in the

communities where we operate. In 2024, we

continued to embed the Group water control

library, a suite of critical controls and

associated performance requirements, to

manage our water risks.

Our Group water risk profile shows the level

of exposure against each of the 4 risk

categories. Most of our water risks sit in the

low to moderate range. There are some in

very high and high categories for each.

Regardless of the level of risk, we apply

rigorous standards and processes to

manage them. Above, we give examples of

how the risk framework has been applied

across some of our assets.

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Strategic report | Our approach to ESG | Environment

2024 progress

Our water balance

Our Group water balance outlines where

water was withdrawn from, discharged to,

recycled or reused and consumed at our

operations.

The reported categories correlate with the

requirements of ICMM and the GRI.

We also report on our aggregated water

balance for sites in water-stressed areas. We

assess water stress using the WRI’s

Aqueduct Water Risk Atlas mapping tool.

For more information see our<br><br>2024 Sustainability Fact Book at<br><br>riotinto.com/sustainabilityreporting

Our water numbers

Our total operational withdrawals for 2024

were 1,230 gigalitres (GL) (2023: 1,169GL).

Freshwater, or category 1 quality,

withdrawals accounted for 412GL or 33% of

this total (2023: 424GL). Freshwater is

generally suitable for consumption with

minimal treatment required. Where possible,

we aim to minimise our extractions from

water sources of this quality.

Total discharges for 2024 were 668GL (2023:

692GL). Total water recycled or reused for

2024 was 300GL (2023: 303GL).

Our activity

In 2024, we completed our 2019-2023 water

targets program by incorporating 2023 water

usage data into our Surface Water Allocation

Disclosure dashboard. We will continue

adding new data to this dashboard to

maintain a rolling 5-year history. We have

also been working on preparing an

expansion of the same dashboard to include

groundwater data, with an aim to release this

update in 2025.

We progressed work on improving our

understanding of the cultural value of water

as part of an initiative being advanced by our

Australian Advisory Group. We also

continued to develop our Water Risk

Framework by enhancing our Group water

control library, as part of our Group-wide

refreshed assurance program.

For more information see riotinto.com/water

Biodiversity

We depend on healthy ecosystems to run a

sustainable business, and recognise our

responsibility to minimise and mitigate our

impacts on nature. We seek opportunities to

achieve no net loss of biodiversity, and protect

and restore ecosystems where we operate.

We recognise that the interconnected impacts

of climate change and nature loss pose

significant risks both to people and the

environment on which we all rely. Biological

diversity (biodiversity) is the foundation of

healthy ecosystems, which provide valuable

services that directly benefit the environment,

society and industries, including ours. Healthy

ecosystems support vital processes such as

water purification, soil stabilisation and climate

regulation – key aspects that underpin safe

and efficient mining and processing practices.

We also embrace, and are responding to,

increasing societal expectations for

improving our environmental performance,

societal engagement, transparency and

accountability across our value chain.

Managing biodiversity risk

Biodiversity impacts and dependencies are

crucial concepts in understanding the

interconnected relationship between people

and the natural environment, and addressing

these impacts and dependencies are

essential to developing sustainable practices

that conserve biodiversity and support

society.

Biodiversity impacts refer to the effects of

activities on the variety of life in a particular

habitat or ecosystem. While some impacts are

positive, there are several pressures that need

to be managed, including:

–Ecosystems alteration: Urbanisation,

agriculture and industrialisation can

change water course, drainage patterns

and soil composition, affecting ecosystem

functions.

–Pollution: Contaminants such as

chemicals, plastics, or discharges to air

and water can degrade ecosystems,

posing a risk to the health of species.

–Climate change: Shifting climate

patterns and extreme events can disrupt

habitats, forcing species to migrate, adapt

or face extinction.

–Overexploitation: Practices like

excessive fishing, hunting, and plant

harvesting, can reduce species

populations and diversity.

–Invasive species: The introduction of

non-native species can disrupt

ecosystems by out-competing native

species, predating on them, or

introducing new diseases.

–Fragmentation: The division of habitats

into smaller, isolated patches can reduce

species' range and hinder their ability to

reproduce, find food or adapt to

environmental changes.

Biodiversity dependencies consider how

people and society rely on, or hold

connections to, ecosystems, which are vital

for both biodiversity and supporting various

industries, such as mining and processing.

Examples can include:

–Natural regulation: Processes such as

pollination, disease and pest regulation,

water purification, climate regulation, carbon

sequestration and soil stability.

–Essential services: Access to food and

agriculture, raw materials, medicinal

resources, and fresh water.

–Cultural connection: The deep connection

Indigenous and land-connected Peoples

have to, and their vast knowledge of, the

land, water and environment, as well as the

role nature plays in cultural traditions, identity,

and heritage.

–Supporting foundations: Nutrient cycling,

photosynthesis and soil formation.

Understanding these impacts and

dependencies, we continue to assess our

nature-related risks across our operations

and associated activities.

2024 progress

We are active members of ICMM and other

industry associations and working groups

seeking to drive improvements for our

industry. Our involvement in the

ICMM Taskforce on Nature-related Financial

Disclosures (TNFD) Working Group, GRI

Biodiversity Technical Committee and the

ICMM Nature Working Group have also

contributed to the development of important

industry resources, including the ICMM’s

Nature Position Statement, the GRI

Biodiversity Standard, the draft Consolidated

Mining Standard, and the TNFD framework.

We are stronger together in tackling these

challenges. For example, through our

ongoing membership of the ICMM Nature

Working Group and continued engagement

with the Proteus Partnership - a unique

partnership agreement between major

businesses and the UN Environment

Programme World Conservation Monitoring

Centre (UNEP WCMC), which aims to make

global environmental information available to

support better decisions - and our

longstanding partnership with BirdLife

International.

Progress highlights for 2024 include:

–Revised biodiversity priority site

assessment of our operating asset

potential impacts in the areas where we

operate by using global datasets of

threatened species, key biodiversity

areas, and protected areas, developed by

the UNEP WCMC. Refer to the 2024

Sustainability Fact Book for the

assessment outcomes.

–Natural capital assessment pilot for our

Gove operations in the Northern Territory,

Australia to inform the understanding and

development of the natural capital decision-

making process to support nature value

accretion for all stakeholders through the

mine closure process.

–Development of a systematic

methodology and a consultative approach

in understanding biodiversity material

exposures and opportunities across our

value chain.

For more information see riotinto.com/<br><br>biodiversity
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Strategic report | Our approach to ESG | Environment

Land

In 2024, we rehabilitated 37 square kilometres

(km2) of land, mostly at our bauxite mines in

Australia and iron ore mines and exploration

areas in the Pilbara, Western Australia. We

also developed a geospatial dashboard for

internal use that displays each asset’s

disturbance and rehabilitation footprint, to help

our business better understand the impacts of

our land stewardship performance.

In Mongolia, we have rehabilitated 2.1km2 of

abandoned mine workings based outside our

operational footprint, along valley floors and

river beds in the Darkhan-Uul province. This

is part of Oyu Tolgoi’s commitment to the

Government of Mongolia’s national

movement to plant one billion trees by 2030.

We built and transitioned to the community 2

tree nurseries in the South Gobi, with a

capacity to produce 750,000 saplings a year.

We planted one million trees and distributed

80,000 trees to Oyu Tolgoi’s employees, and

provided 4 scholarships to students to study

forestry.

In 2024, our land footprint – total disturbed

area – was 1,762km2, a decrease of 51km2

compared to 2023. This includes all

disturbances at our operating assets and

activities, such as exploration activities,

smelters, mines and supporting

infrastructure.

Our rehabilitation teams continue to partner

with research centres and universities to

refine our rehabilitation approaches and

improve outcomes.

At our bauxite mines and refineries, we have

continued trials focusing on transforming

stored tailing material into soils that will

support plant growth. We also continued

trials using satellite and unmanned aerial

vehicle-derived data to test methodologies

aimed at providing insights to support

on-ground monitoring for vegetation and

erosion monitoring of rehabilitation. In

addition, 13 of our operations completed

rehabilitation trials to improve seed

germination, erosion and topsoil quality.

For more information about our closure<br><br>work see page 39.

Waste

Waste and residues from our operational

activities are key areas of our environmental

risk management. In 2024, we continued to

focus on managing potential contamination

from these sources.

At some of our long-life assets, we continue to

evaluate waste management practices of the

past that have led to a need for remediation in

the present. We focus on finding better

ways™ to extract maximum value and to

transform waste and by-products from our

operations into materials the world needs. One

example is our work to sustainably extract and

produce high-purity scandium oxide at Sorel-

Tracy and tellurium at Kennecott.

We also continue to look for opportunities to

repurpose items we purchase at the end of

useful life. For example, over the last

2 years, we have partnered with a local

business to recycle end-of-life tyres and

conveyor belts used to move ore from our

operations across northern Australia.

Following a successful trial at the Argyle

diamond mine in 2023, we have expanded

the trial to Yarwun, Weipa and Boyne

Smelters Limited in Queensland.

Some of our assets generate mineral waste

with the potential to be chemically reactive,

requiring careful management to prevent

environmental impacts. We conduct

independent reviews every 4 years to assess

the effectiveness of our risk management

programs and identify areas for

improvement. In 2024, we completed this at

2 sites – Iron Ore Company of Canada (IOC)

mining operations in Labrador City,

Newfoundland and Labrador in Canada, and

QIT Madagascar Minerals (QMM) near Fort

Dauphin in the Anosy region of south-eastern

Madagascar.

Further opportunities to improve mineral

waste management will continue at both

sites in the short and long term.

For more information about tailings<br><br>see page 39.

Air quality

Clean air is critical for the health of host

communities and the surrounding

ecosystems. We are working to improve air

quality management, focusing on emissions

of particulate matter and gases from our

operational activities, including mining,

materials handling, processing and

transportation. The potentially hazardous

emissions we monitor at operations are:

–sulphur oxides (SOx), mainly at our

aluminium and copper smelters

–nitrogen oxides (NOx), mainly from

burning fossil fuels

–gaseous fluoride emissions from

aluminium smelters

–respirable particulate emissions (PM10

and PM2.5), very fine particles from mining

and processing operations and from

burning fossil fuels.

We focus on reducing emissions at source

by upgrading equipment to use the most

appropriately available technologies, adding

air pollution control equipment, implementing

mitigation measures and using renewable

energy or alternative feed material where

possible. Our air quality management

programs include monitoring, sampling at

source, incident tracking and risk

assessments.

Many of our assets have multi-year air

quality improvement projects in place. For

example, at IOC, there is a multidisciplinary

working group focused on assessing dust

abatement options. We are mitigating dust at

the source by introducing new dust control

technology. The working group is also

exploring new mitigation options to further

limit fugitive dust emissions from

our operations.

We have expanded our air quality monitoring

network at IOC’s mine in Labrador City and at

our Rio Tinto Iron & Titanium Quebec

Operations Sorel-Tracy plant.

In some instances, we exceeded permissible

dust levels at nearby air quality monitoring

stations. We investigated all high dust

concentration events. Most resulted from

unusual forest fires, such as those close to

our operations in Labrador City, Canada,

where exceedances were observed over a

large region. Where IOC was found to have

caused the reporting exceedance, it was due

to calm winds and atmospheric inversions

when contaminants from the induration

stacks cannot disperse in the atmosphere

and remain close to ground level. Improving

our air quality monitoring network over the

coming years will help us to prevent dust

incidents in the future.

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Strategic report | Our approach to ESG | Environment

Operational environment overview

	2024	2023	2022	2021	2020
Significant environmental incidents1	0	1	1	2	0
Fines and prosecutions – environment ($’000)2	604.8	987.0	109.8	7.4	27.4
Land footprint – disturbed (cumulative square kilometres)3	1,762	1,813	1,775	1,700	1,595
Land footprint – rehabilitated (cumulative square kilometres)	587	552	522	494	490
Mineral waste disposed or stored (million tonnes)	979	983	978	1,005	987
Non-mineral waste disposed or stored (million tonnes)	0.66	0.73	0.75	0.65	0.47
SOx emissions (thousand tonnes)	74.3	72.8	66.2	70.2	75.7
NOx emissions (thousand tonnes)	64.9	67.2	64.6	62.3	65.2
Fluoride emissions (thousand tonnes)	2.26	2.61	2.36	2.36	2.27
Particulate (PM10) emissions (thousand tonnes)	169.0	169.5	146.3	142.3	143.2

1.Significant environmental incident is an incident with an actual consequence rating of high or very high. We measure and rate incidents according to their actual environmental and

compliance impacts using 5 severity categories: very low, low, moderate, high and very high. Very high and high environmental incidents are usually reported to the relevant product group

head and the Rio Tinto Chief Executive as soon as possible.

2.In 2024, we paid environmental fines from damage to water resources and pollution caused by using sub-standard seepage water for dust suppression on roads at Oyu Tolgoi, Mongolia;

penalty infringement notices associated with maintenance of a failed coke unloader, maintenance of a failed roof manifold, and release of a prescribed water contaminant at Boyne Smelters

Limited, Australia; contaminants release at an unauthorized point and failure to install and maintain required equipment, leading to non-compliance with environmental authority conditions at

Yarwun, Australia; facility acquired equipment without obtaining the required air permit approval at Boron operations, USA; discharge of pollutants into storm drains and surface waters at

Wilmington operations, USA; release of a contaminant into the environment exceeding the legal limit at Havre-Saint-Pierre, Canada; non-compliance with Environmental Quality Act at

Vaudreuil plant, Canada.

3.A reduction in cumulative disturbance from 2023-2024 is a result of the sale of Dampier Salt Limited’s Lake MacLeod operation.

Note: The numbers may change year to year and retrospectively due to reconciliations of data.

Mining and metals practices

Tailings

We engage with stakeholders throughout the

life cycle of our tailings storage facilities, from

design to closure. We also collaborate closely

with external bodies to improve the way

tailings are managed across our industry.

We operate 104 tailings storage facilities (TSFs)

across our global assets. Thirty-eight are active

TSFs, 24 are inactive and 42 are closed.

We work through technical committees and

joint venture relationships to support leading

practice in tailings management. Our full

tailings disclosure is available on our website.

We periodically update the list of TSFs to

reflect operational and ownership changes.

These include changes due to the transition to

closure or remediation obligations for legacy

assets, and reclassification of facilities.

Our facilities are regulated and permitted and

have been managed for many years to comply

with local laws, regulations, permits, licences

and other requirements. Tailings management

has been included in the Group risk register

since 2010, and our Group safety standard for

tailings and water storage facilities has been in

place since 2015. Our internal assurance

processes verify that our managed TSFs

operate in accordance with this standard,

which we updated in 2021.

Our TSFs have emergency response plans –

tested through training exercises in collaboration

with stakeholders such as local emergency

services – and follow strict business resilience

and communication protocols.

2024 progress

We have continued to progress our

implementation of the Global Industry

Standard on Tailings Management (GISTM).

This focuses on preventing tailings facility

failures, reducing the social and environmental

impacts of tailings facilities, and improving

engagement and transparency on tailings with

local communities. We have also assessed

our progress on implementation through self-

assessment and independent audits, using

ICMM’s GISTM Conformance Protocols.

In 2024, we completed implementation work

for the tailings facilities that have a “Very

High” or “Extreme” consequence

classification, except where longer-term

engineering works are required. However,

there is still work to do to embed the changes

made. The product group and Closure

implementation teams continue to work

towards full conformance for the remaining

tailings facilities by August 2025.

In August 2024, in accordance with Principle 15

of the GISTM, we updated our public tailings

disclosures for the “Very High” and “Extreme”

tailings storage facilities we operate.

We also updated our disclosures for the

other tailings facilities we operate that have

lower GISTM consequence classifications,

based on the Investor Mining and Tailings

Safety Initiative (IMTSI) request for public

disclosures on tailings.

For more information see riotinto.com/<br><br>tailings

In 2024, we:

–Continued to regularly convene the Tailings

Management Committee with our designated

Accountable Executives. This provides

coordinated governance of tailings

management practices across the Group.

–Conducted multidisciplinary risk assessments

for all our “Very High” and “Extreme”

consequence facilities.

–Continued to play an active role in the ICMM

tailings working group, which provides

guidance to support the safe, responsible

management of tailings with the goal of

eliminating fatalities and catastrophic events.

Closure and repurposing

We are committed to being responsible

operators throughout the entire life of our

assets, delivering value at every stage – from

discovery to closure.

Today, we plan for the end right from the

beginning, incorporating closure in each

stage of the asset lifecycle in the way we

design, build and operate.

We work with communities, governments

and other stakeholders to complete closure

activities and repurpose and renew sites for

their next use.

At the end of 2024, closure provisions on our

balance sheet totalled $15.7 billion (2023:

$17.2 billion).

2024 progress

In 2024, we continued to mature our closure

practices and develop our expertise through

our approach.

Argyle diamond mine

We are rehabilitating the Argyle diamond

mine on the traditional lands of the

Miriwoong and Gija People in Western

Australia. We have made significant progress

on reprofiling the former processing plant

area and waste rock dumps, as well as

capping the tailings storage facility. We have

reached over 60% overall project completion,

and plans are underway to start removing

the Argyle mine accommodation facilities,

airport and utilities infrastructure in 2025.

We are continuing to review our contracting

strategy to increase work awarded to

Traditional Owner businesses and increased

our spend to A$44.9 million in 2024 (2023:

A$37 million).

Annual Report on Form 20-F 2024	40	riotinto.com

Strategic report | Our approach to ESG | Environment

Gove refinery and residue

disposal areas

In 2024, we reached the halfway mark for the

demolition works at the Gove alumina refinery

in the Northern Territory, which is Australia’s

largest demolition project. We have removed

the refinery’s liquor purification units and other

structures, processing around 63,000 tonnes

of scrap steel for recycling.

The majority of the rehabilitation of the

former tailings dam, Pond 5, is complete,

with the opening of 3 spillways to allow

appropriate drainage from the newly capped

surface. We continue to work closely with

Gumatj and Rirratjingu Traditional Owners,

and the Northern Territory Government, to

plan for a future beyond mining. In 2024, we

spent A$85.5 million with Traditional Owner

businesses (2023: A$94 million).

Ranger Rehabilitation Project

In April 2024, we entered into a Management

Services Agreement (MSA) with Energy

Resources of Australia (ERA) to manage the

Ranger Rehabilitation Project with oversight

from the ERA board. The MSA builds on ERA’s

existing rehabilitation work and allows us to

directly share our technical expertise in

designing, scoping and executing closure

projects, including stakeholder and delivery

partner relationships.

In November 2024, ERA concluded its

entitlement offer and shortfall bookbuild, which

raised A$766.5 million (before costs) to fund

planned rehabilitation activities of the Ranger

Project Area until approximately the third quarter

of 2027. As a result of Rio Tinto taking up its pro

rata entitlements in the entitlement offer and the

level of participation by other ERA shareholders,

we hold approximately 98.43% of ERA’s shares.

As previously stated, we intend to move forward

with compulsory acquisition of all remaining ERA

shares we do not currently own.

Since commencing management of the

Ranger Rehabilitation Project in July 2024, we

have progressed work in Pit 3, preparing the

area for capping using amphirollers to dry the

area and starting the geotextile laying.

We remain committed to the successful

rehabilitation of the Ranger Project Area to a

standard that will establish an environment

similar to the adjacent Kakadu National Park,

a World Heritage site. We continue to work

with all key stakeholders, including the Mirarr

People to complete this important

rehabilitation project.

Legacy assets

We manage over 90 legacy assets in 9

countries and 35 tailings storage facilities

across our portfolio. For more information on

tailings management, see page 39. In 2024,

we progressed our study program to look for

opportunities to further optimise the long-term

management of our legacy portfolio.

Our approach

We proactively manage closure across our

business and make decisions based on the

full picture. This starts with strong

governance and a common approach across

our assets globally.

In 2023, we made it easier for operating assets

to fund progressive closure work to reduce our

impact. In 2024 we saw an increase in

progressive closure spend of 40%. This

important work helps to reduce our impact and

reduces closure costs long term.

We develop asset closure strategies to identify

potential future land uses and focus on

opportunities to reduce closure costs and risks

over the asset life cycle. We completed 4

additional asset closure strategies in 2024,

and now have these in place for 62% of our

active operations. All of our operating sites

have closure plans, and we are developing

closure plans for assets that have an indefinite

life, such as some port facilities. We review

these plans regularly to align with stakeholder

expectations and to incorporate lessons

learned from other closure projects. At

operations with joint ownership structures, we

endeavour to work in partnership with other

asset owners to ensure we consider closure

through asset design, planning

and operations.

A Closure Steering Committee, with

senior representatives from across our

business and chaired by Kellie Parker,

Chief Executive Australia, provides oversight

to our approach and finds opportunities for

improvements and alignment across

the business.

We actively manage risk and find

commercial opportunities within our portfolio.

In 2024:

–We sold our interests in Sweetwater, a

former uranium legacy site in Wyoming,

US, for cash proceeds of $175 million.

This supports the local economy with a

new owner who is actively expanding

operations in the region.

–We signed an agreement with Alteo for

Rio Tinto to be the last operator of the

Mange-Garri bauxite residue disposal

area in France to manage rehabilitation

and support repurposing. Alteo will

continue to operate and retain

responsibility for the Gardanne refinery.

Through targeted research and

development, we work to solve the

challenges of the future to reduce our

liabilities and create better outcomes.

We continued partnering with research and

academic organisations, start-ups and

technology solutions providers to find better

ways to close and repurpose our assets.

These include opportunities to reprocess

mineral and industrial residues, selectively

recover minerals from mine-influenced waters,

augment our knowledge base for closure, and

improve the rehabilitation and revegetation

execution and monitoring.

–We have been progressing our research and

development program, seeking to remediate

and unlock value from our mine-influenced

waters. The initiative rethinks widely

established chemical water treatment

practices. It explores instead the possibility of

extracting selected constituents, including

potentially high-value ones, in a high-quality

form that can be commercialised. We are

building a testbed facility at our Kennecott

copper operations in Utah, US, to conduct

the first technology trials in a real

environment.

–We started a project with the University of

Queensland to develop new ways to

monitor mine residues using drones and

ground sensors, improving safety and

land rehabilitation across mine sites.

–We initiated a broad-acre field trial

investigating the scalability of converting

bauxite tailings into technosol, a growth

medium used for rehabilitation. The objective

is to provide an alternative to imported topsoil

during progressive rehabilitation activities. The

trial builds on previous greenhouse studies

and incorporates local knowledge to define

success criteria.

–We are developing digital tools that help

us track our progress and predict

trajectories towards rehabilitation and

closure completion criteria on mine sites,

and combine in situ and remote sensing.

For more information about our closure<br><br>risks see page 94.

Partnering for the future

To meet our commitments now and into the

future we work in partnership:

–We announced two new 5.25MW solar

farms in the Northern Territory, Australia

at our Gove operations, to secure a more

sustainable power supply for the region

beyond mining.

–We progressed our partnership with the

University of British Columbia and Curtin

University to develop the capabilities needed

to support closure in the future through

launching a third unit in the micro-credentials

program. Since the program launched in late

2023, 141 Rio Tinto students have

completed it, and there has been good

uptake from other mining companies and

government agencies.

–We partnered with Curtin University to

support the development of the

Undergraduate Certificate in Land, Sea,

and River First Nation Ranger

Management and Practice, designed to

enhance the skills of Australian Traditional

Owner and Ranger Groups through a

comprehensive range of capability

development options.

–We expanded an end-of-life tyres and belts

recycling trial to Yarwun, Weipa and Boyne

Smelters Limited in Queensland, Australia

to proactively reduce our waste inventory

and explore circular economy

opportunities. This follows successfully

recycling 800 tonnes of end-of-life tyres

and conveyor belts from the Argyle

diamond mine in 2023.

For more information about closure<br><br>provisions and financial statements see<br><br>page 189.

Annual Report on Form 20-F 2024	41	riotinto.com

Strategic report | Our approach to ESG

Our 2025 Climate Action Plan

The materials we produce and

the way we provide them to

society matter. We have

ambitious emissions reduction

targets and are now delivering

against those.

Decarbonisation is good for our business

and gives us confidence in the future. We are

a significant energy user and parts of our

portfolio are hard-to-abate, so it is exciting to

see some real momentum this year, in both

reductions in emissions and project

approvals.

Since we set our targets, we have delivered

5Mt CO2e in operational emissions

abatement, and our gross emissions are now

14% below 2018 levels, primarily from

renewable electricity contracts. Additionally,

in 2024 we have committed to abatement

projects, totalling 3.6Mt CO2e which are

expected to contribute to our target to reduce

net emissions by 50% by 2030.

The challenge is not straightforward - we

need to navigate a complex, rapidly evolving

regulatory landscape - but we are making

progress and maintaining financial discipline

while we do this. Despite the fragmented

policy landscape, decarbonisation can still be

good economics. Our projects are typically

net present value positive or neutral and

enhance the value of our business by

reducing our exposure to volatile fossil fuel

prices and higher carbon penalty costs.

Our decarbonisation investment process is

rigorous and rational and it aims to secure

structural, long-term, cost-efficient,

low-carbon alternative energy supplies.

We are also supporting our customers

and suppliers in reducing emissions

from our value chain, particularly those

from steelmaking. We are acting now and

investing in breakthroughs such as BioIron™

and electric smelting to scale up these new

technologies.

While we still have a long way to go, I am

proud of the progress our teams have made

so far. Our Climate Action Plan creates long-

term value for our shareholders which is why

we are recommending it for their approval at

our annual general meetings.

Jakob Stausholm

Chief Executive

About this Climate Action Plan and our reporting obligations

Our first Climate Action Plan (CAP) was

approved by investors at our 2022 AGMs. At

that time, we included a commitment to

report on our progress annually and update

the CAP every 3 years. This updated 2025

CAP retains our commitments to

decarbonise our assets and work with

customers and suppliers to reduce our value

chain emissions. It also shows how

the energy transition is at the heart of

our strategy.

The Board will put this updated CAP to

shareholders for a non-binding advisory vote

at the 2025 AGMs.

In 2024, for the first time, we have fully

integrated climate disclosures into our Form

20-F. This aligns with our commitment to

continually improve our reporting and align

with emerging standards, including the

International Sustainability Standards Board

(ISSB) International Financial Reporting

Standard (IFRS) for climate-related

disclosures (S2).

We support the ISSB’s goal to harmonise

disclosures about transition plans, and have

also considered the key principles of the

Transition Plan Taskforce (TPT) Framework

in setting out our CAP. Our reporting is also

guided by the CA100+ Net Zero Company

Benchmark and their Standard for

mining companies.

| Image: The solar photovoltaic and wind power plants at our Diavik diamond mine in Canada's Northwest Territories. | | --- || 2024 at a glance | | | | | --- | --- | --- | --- | | Gross Scope 1 and 2 emissions 30.7Mt CO2e (adjusted equity), (2023: 33.9Mt CO2e) | Scope 3 emissions 574.6Mt CO2e (2023: 572.5Mt CO2e) | Percentage electricity from renewable sources 78% (2023: 71%) | Total decarbonisation spend $589m (2023: $425m) |

Annual Report on Form 20-F 2024	42	riotinto.com

Strategic report | Our approach to ESG | Climate Action Plan

Our 2025 Climate Action Plan at a glance

Grow production of materials essential for the energy transition

				Grow production<br><br>by ~3% per year
287.7Mt	624kt	3kt*	3,296kt
2024 production (Rio Tinto share basis, *2025 capacity at Rincon)				Ambition for compound annual growth rate<br><br>for copper equivalent production from 2024<br><br>to 2033, including inorganic lithium growth.		Reduce emissions from our own operations<br><br>50% by 2030, net zero by 2050
---	---	---	---
Increase renewable<br><br>power to >90%	Develop low-carbon<br><br>technologies for minerals<br><br>and metals processing,<br><br>refining and<br><br>smelting	Invest in sustainable<br><br>biofuel supply chains.<br><br>Transition to zero emissions<br><br>mining vehicles	Estimated<br><br>$5-6 billion<br><br>decarbonisation<br><br>capex by 2030
Invest in and develop nature-based solutions projects in<br><br>the regions where we operate					Partner to decarbonise our value chains<br><br>Helping our customers and suppliers to achieve their targets earlier and reach net zero by 2050
---	---	---	---
Steel value chain		Shipping<br><br>Reach net zero shipping by 2050
Develop existing, emerging<br><br>and future technologies<br><br>to decarbonise steel<br><br>production	Invest $200-350m in steel<br><br>decarbonisation between<br><br>2025-2027	Working across our value chains
		Drive decarbonisation<br><br>at 50 of our highest-<br><br>emitting suppliers	Partner with bauxite<br><br>customers to reduce<br><br>emissions		Policy	People	Governance
---	---	---
Actively engage on climate and<br><br>energy policy aligned with net<br><br>zero ambitions	Embedding just transition<br><br>principles in our<br><br>decarbonisation strategy	Decarbonisation in short- and<br><br>long-term incentives<br><br>Board engagement on climate

Enhancing our physical resilience to a changing climate

Supporting the viability of our assets, our people and communities

Annual Report on Form 20-F 2024	43	riotinto.com

Strategic report | Our approach to ESG | Climate Action Plan

Grow production of materials essential for the energy transition

Our portfolio

Copper, lithium, aluminium and high-quality iron ore are fundamental to renewable energy infrastructure, electric vehicles, and energy storage

solutions. This global shift to a low-carbon economy is driving unprecedented demand for our commodities. Our ambition is to grow total

production by ~3% per year on a copper equivalent basis1.

Highlights across our portfolio

Iron ore –High-grade iron ore from Iron Ore Company of Canada (IOC) and Simandou in Guinea is essential for the production of low-carbon steel. –Investment in the development of our Pilbara operations and the technology needed to produce low-carbon steel.

Aluminium –Acquisition of a 50% stake in Matalco in 2023 supports the growing demand for low-carbon and recycled products. –A US$1.1 billion investment in expanding the AP Technology™ AP60 aluminium smelter in Quebec. –Investment in ELYSISTM technology development and trials.

Minerals –The Rincon lithium project in Argentina achieved first production. –Acquisition of the Burra™ Scandium Project in Australia. –Our recent agreement to acquire Arcadium Lithium plc will, subject to acquisition completion, enable us to provide many of the key materials that go into electric vehicle batteries.

Copper –Having increased our equity in 2022, the expansion of the Oyu Tolgoi underground mine in Mongolia is a cornerstone of our copper strategy. –Expanding underground mining at Kennecott, targeting an additional 250,000 tonnes of copper production over the next decade2. –Joint venture with First Quantum Minerals on the La Granja project in Peru, one of the world’s largest undeveloped copper deposits.

1.Ambition for compound annual growth rate (CAGR) for copper equivalent production from 2024 to 2033, including inorganic lithium growth.

2.The production target of around 250,000 tonnes of additional mined copper over the next 10 years (2023 to 2033) at Kennecott was previously reported in a release to the Australian

Securities Exchange (ASX) dated 20 June 2023 titled “Rio Tinto invests to strengthen copper supply in US”. Rio Tinto confirms that all material assumptions underpinning that production

target continue to apply and have not materially changed.

Using scenarios to identify climate risks and portfolio opportunities

Although climate change presents clear

growth opportunities for our commodities,

it also presents both physical and transition

risks to our portfolio if we fail to align our

business with a net zero future. The

transition to a low-carbon economy impacts

the commodities we produce and how they

are processed in our value chains –

particularly for carbon-intensive steel and

aluminium production. Carbon pricing

regulation is currently applied to our

operations and our customers. Increasing

climate policy ambition can therefore affect

our operational costs, markets and

technology development. Physical risks such

as extreme weather events, rising sea levels

and temperature fluctuations can disrupt our

supply chains, damage infrastructure and

impact the availability and cost of raw

materials.

We use scenarios to identify and assess risks

and opportunities, including climate, that may

affect our business in the medium and long

term. To assess transition risks, we use market

analysis for our short-term outlook, and our

Conviction and Resilience scenarios for our

medium- and long-term assessment. For

physical risks, we use an intermediate and

high emissions scenario. For planning

purposes, we define short-term as up to 2

years, medium-term as 2 to 10 years and long-

term as beyond 10 years.

Our short-term timeframe aligns with our annual

planning process. The medium-term timeframe

aligns to extended planning horizons for our

growth projects and emissions abatement

projects. Our long-term timeframe considers the

full lifespan of our mining assets and

infrastructure, and the continued impact climate

risks and opportunities are expected to have on

the business. Inevitably there is increasing

uncertainty in the assumptions and projections

further into the future, so there is inherent

uncertainty in the assessment of risks and

opportunities presented below.

Short-term assessment: While scenarios

provide a valuable long-term perspective, our

short-term outlook is guided by market analysis.

This allows us to respond swiftly to immediate

market conditions and trends, ensuring we are

agile and competitive in the near term.

Medium- and long-term assessment:

We use these scenarios to:

–Identify and evaluate risks: These

include climate-related physical and

transition risks, both of which can impact

our business model, financial

performance and market positioning.

–Assess opportunities: Explore

opportunities for innovation and

adaptation, such as the development of

low-carbon technologies and the

transition to renewable energy sources.

–Inform strategic planning: Inform our

strategic decisions and investments,

ensuring our business remains resilient

and able to adapt to, and mitigate, the

challenges posed by climate change.

Our scenario approach is reviewed every year as

part of our Group strategy engagement with the

Board. We do not undertake climate modelling

ourselves, rather we determine the approximate

temperature outcomes in 2100 by comparing the

emissions pathways to 2050 in each of our

scenarios with the Shared Socio-Economic

Pathways (SSP) set out in the Intergovernmental

Panel on Climate Change (IPCC) Sixth

Assessment Report. We also consider the

carbon budgets associated with different

temperature outcomes which are inevitably

uncertain.

In 2024, we updated the scenario framework

used to assess the resilience of our business

under different transition-related scenarios.

Our Conviction and Resilience scenarios

translate our beliefs of the future into

macroeconomic drivers and improve our

understanding of policy impacts. These

scenarios underpin our fundamental

assumptions about long-term trends and we

believe they cover a realistic range of future

outcomes. They reflect what we anticipate

will happen rather than our aspirations. Our

core scenarios are crucial in guiding our

investment strategies and overall portfolio

strategy.

Additional scenarios (including our 1.5°C-

aligned Aspirational Leadership scenario) are

used to further evaluate the positive and

negative effects of the energy transition across

our portfolio. By considering various future

scenarios, we can identify risks and

opportunities, adapt to changes, and maintain

a resilient portfolio.

Our short-term carbon pricing assumptions

align with consensus price forecasts in each

region, accounting for transitional assistance,

such as free allocation, where appropriate.

Medium- to long-term carbon prices are

determined by national climate targets, and

our understanding of the marginal abatement

costs and objectives for each scheme.

The temperature outcomes of scenarios and

sensitivities are derived from complex

modelling which continues to evolve and is

inherently uncertain. The emissions

pathways in Conviction and Resilience limit

temperature rises to around 2.1°C, and

around 2.5°C by 2100 respectively, roughly

aligning with IPCC’s intermediate emissions

scenario (SSP2-4.5). We also use the

SSP2-4.5 and highest emissions scenario

(SSP5-8.5) in our bottom-up asset-level

physical risk and resilience assessments.

See pages 66-69 for more information.

Annual Report on Form 20-F 2024	44	riotinto.com

Strategic report | Our approach to ESG | Climate Action Plan

Our core scenarios

Conviction This is our “central case” scenario and underlies strategic planning and portfolio investment decisions across the Group. Consequently we limit disclosure of our assumptions in Conviction. In this scenario, countries will decarbonise at a moderate pace, with greater awareness of climate-related physical damage triggering more radical climate action over time. Real gross domestic product (GDP) grows at 2.5% between 2023-2050, but energy intensity of GDP reduces approximately 2.7% per year due to sectoral shifts and greater efficiency. For the next decade, greenhouse gas (GHG) emissions are slightly higher than those in the Resilience scenario due to a higher GDP, but emissions then decline at a rapid rate due to increased low-carbon electrification which supplies around half of final energy by 2050. In Conviction, climate policies become more ambitious and effective over time resulting in a temperature rise of around 2.1°C in 2100. The impact on corporate balance sheets will be mixed - overall, although carbon pricing varies by region, it will increase costs. GDP growth and the global energy transition are expected to increase demand for copper, lithium and aluminium through to 2050. Steel demand is expected to grow more modestly, and incentives to recycle scrap increase. Lower quality iron ore products are expected to receive greater discounts.

Resilience Although described as a scenario, Resilience is simply a sensitivity analysis that is designed to test our annual plan and investment proposals. Weaker governance, declining global trade, and lower economic growth lead to less effective climate action. Real GDP growth only averages 1.6% between 2023 and 2050. Lower economic growth and a slower energy transition lead to lower commodity demand and prices across all time periods compared to Conviction. Lower policy ambition and the inability of the international community to tackle carbon leakage without resorting to protectionism leads to climate policies advancing sporadically and in an uncoordinated way. Overall there is only a 30% reduction in GHG emissions by 2050. The result is a temperature rise of around 2.5°C by 2100. Consequently, climate-related weather events and natural disasters become more frequent and severe in this scenario but are met by fragmented and variable policy responses.

Aspirational Leadership scenario 1.5°C

This scenario reflects our view of a world of high economic growth, significant social change and accelerated climate action that achieves net

zero emissions by mid-century. While GDP growth is similar to that in our Conviction scenario, significantly more ambitious climate policy limits

warming to 1.5°C (aligning with SSP1-1.9). This scenario affects our balance sheet in different ways and is subject to great uncertainty. Overall,

in Aspirational Leadership the Group's economic performance would fall between Conviction and Resilience. While higher scrap use reduces

the medium-term demand for Pilbara products, increased carbon pricing and penalties boost long-term demand for high-grade iron ore.

Aluminium demand growth is limited in the short term, but increases in the longer term. Copper demand grows due to increasing electrification,

strong GDP growth, and accelerated electric vehicle (EV) penetration. These trends also support minerals projects.

Despite global agreements reached in Glasgow and Dubai, emissions today continue to rise, making the 1.5°C goal of the Paris Agreement

unlikely to be achieved. Our operational emissions targets align with 1.5°C, and consequently, so do our decarbonisation investment decisions.

However, we do not use Aspirational Leadership in our broader strategic or investment decision-making and so did not update all the

assumptions Aspirational Leadership in 2024. Overall, based on the Aspirational Leadership scenario pricing outcomes, and with all other

assumptions remaining consistent with those applied to our 2024 financial statements, we do not currently envisage a material adverse impact

of the 1.5°C Paris-aligned sensitivity on asset carrying values, remaining useful life, or closure and rehabilitation provisions for the Group. It is

possible that other factors may arise in the future, which are not known today, that may impact this assessment.

Additional scenario parameters

The next table shows some of the key data points that define our scenarios. The new central case “Conviction” scenario assumes climate policy

ambition is almost equal to that in our previous scenario “Competitive Leadership”. This reflects our observation of higher carbon price

expectations and more concrete national mitigation plans. These data points are derived from our internal macroeconomic and energy models

and form the basis for all our long-term commodity analysis.

Key scenario metrics	Base year	Conviction		Resilience
	2023	2030	2023–2050<br><br>CAGR	2030	2023–2050<br><br>CAGR
Average exposed carbon price, (2023 US$/t CO2e)1	35	78	8%	66	5%
Global GHG emissions, Gt CO2e	54	55	-3.2%	51	-1.8%
Global CO2 combustion emissions, Gt CO22	33	32	-4.6%	31	-2.7%
Global final energy demand, exajoule (EJ)	398	423	0.1%	414	0.2%
Electricity share of final energy, %	27%	32%	3.8%3	32%	2.2%3
Non-fossil share of electricity generation, %	46%	63%	6.5%3	60%	4.2%3

1.Simple unweighted average across Australian, European and North American national carbon schemes.

2.While total GHG emissions is the primary metric for estimating global warming, CO2 combustion emissions give a clearer picture of the energy transition in the power and industrial sectors.

3.Indicates annual % growth of total electricity generation and non-fossil electricity generation.

Transition risks and opportunities are broadly higher in the Conviction scenario than in the Resilience scenario due to greater volatility.

In addition to the demand outlook, the main factors which influence whether operations stand to gain or lose from the energy transition include

how emission-intensive an operation is relative to its industry peers, its geographical location (affecting which climate policies it will be subject

to), and how suitable the product is for downstream decarbonisation.

There are no portfolio adjustments made to the Group’s medium to long-term plan under the various scenarios. Additionally, as our

macroeconomic modelling involves a range of variables, isolating and measuring the impact of specific climate risks and opportunities

is challenging. Therefore, the potential quantitative financial impacts are not disclosed. Furthermore, we do not publish our commodity

price forecasts as this would weaken our position in commercial negotiations and might give rise to concerns from regulators and

market participants. As good practice on scenario analysis and climate modelling evolves, we will continue to evaluate the robustness of our

assessments of climate-related risks and opportunities drawing on more recently published studies and analysis.

Annual Report on Form 20-F 2024	45	riotinto.com

Strategic report | Our approach to ESG | Climate Action Plan

Portfolio risks and opportunities in the low-carbon transition

| Impact | l | Opportunity/positive impact | l | Neutral/no or minimal impact | l | Risk/negative impact | | --- | --- | --- | --- | --- | --- | --- || | Short-medium term (0-10 years) | Long-term (beyond 10 years) | | --- | --- | --- | | Cross- commodity | lThe energy transition contributes to near-term demand growth across most of our commodity portfolio, especially in Conviction. Our ambition is to grow total production by ~3% per year on a copper equivalent basis from 2024 to 2033. lClimate policy-related costs are rising in all regions, but considerably faster in OECD countries. These are likely to rise quickly in Conviction, creating financial incentives to undertake decarbonisation at many of our operations. In Resilience, carbon prices in developing countries increase more slowly. lBy 2030, carbon penalties are projected to cost $0.3 billion annually, rising to $0.6 billion by 2040 assuming there is no reduction in our emissions. | lRecycling and end-use efficiency improvements put downward pressure on demand, especially in Conviction, displacing some high-cost supply in our key markets. This will not be enough to offset growth in demand for primary supply. lIn Conviction, decarbonisation will become increasingly important to gain a social licence to develop new greenfield projects and for existing operations to remain profitable. However, carbon costs will be offset by higher commodity prices, and the potential for low-carbon operations to gain a competitive advantage in some markets. In Aspirational Leadership, demand for transition materials in the long-term offsets slightly lower demand for lower grade iron ore. | | Iron ore | lCarbon costs are expected to rise at our Australian operations, but they represent a small component of our overall costs, and will therefore only have a limited impact on our margins during this time period. lSteel producers are protected from rising carbon prices by transitional assistance (eg Europe) or exemption mechanisms (eg China), resulting in a slower rate of transitioning to low- carbon steelmaking. This limits any potential impact on consumer preferences for different kinds of iron ore. lThere is lower GDP growth and lower demand for iron ore in Resilience compared with Conviction in the medium and long- term. | lRising carbon prices, especially in Conviction, will become more material at our Australian and Canadian operations, and at the Simandou project approximately a decade later. In Resilience, Simandou is likely to remain unaffected by carbon costs for several decades. lAs carbon prices rise, and transitional assistance is phased out, carbon costs on steel producers will increasingly favour low-carbon steelmaking and higher-quality ores. This will increase demand for our high-grade iron ore from the Simandou and Canadian operations which also has lower energy requirements when used in a blast furnace. lThe impact of low-carbon steelmaking on the relative economic value of different iron ore products, particularly lower grades, depends on the different technologies that reach a mature phase of development. Although consumer preferences may change, we also have some flexibility to alter our products’ technical specification. | | Aluminium | lCarbon costs are expected to rise, particularly at our refineries and smelters in Eastern Australia which currently rely on emission-intensive electricity. This will result in increased energy costs. lPolicies to prevent carbon leakage are likely to emerge, supporting the continued production of aluminium in OECD countries, but the implementation is highly uncertain. lThe contribution of aluminium to Group EBITDA averaged 11% over the period 2019-23 (using long-run consensus pricing). Given our ambition to diversify our portfolio, we expect its contribution to rise to around 15% by 2033 (on a consistent basis). | lIn Conviction, carbon prices will push aluminium producers in OECD countries to switch to renewable and zero-carbon power and look for alternatives to current anode technology (eg ELYSIS™). Lower prices in Resilience may delay hard-to-abate decarbonisation by a decade or more lOur hydro-based production in Canada and decarbonisation projects in Australia will find markets in regions with a low-carbon premium such as Europe. lAnnual demand for low carbon aluminium in Conviction is projected to be approximately 1.8 times greater by 2050, while demand in demand in Aspirational Leadership is expected to be higher than this. | | Copper | lElectrification is supportive of near-term demand for copper, which is crucial to products such as renewable energy infrastructure and electric vehicles. Electric vehicles use 3-4 times more copper than conventional vehicles. lCarbon costs at our operations (in the US, Mongolia, and Chile) are currently low and unlikely be to material until the mid to late 2030s in all scenarios. lThe contribution of copper to Group EBITDA averaged 9% over the period 2019-23 (using long-run consensus pricing). Given our ambition to increase copper production, we expect its contribution to rise to around 20% by 2033 (on a consistent basis). | lElectrification continues to support copper demand in both scenarios, supporting prices and incentivising growth projects. Electricity consumption growth is almost twice as strong in Conviction due to a higher GDP and a faster energy transition. lAnnual copper demand in Conviction is projected to be approximately 1.8 times greater by 2050, while demand in demand in Aspirational Leadership is expected to be higher than this. lCopper smelting is less energy-intensive relative to other metals, further supporting demand. | | Minerals | lIncreasing use of EVs supports strong growth in the demand for battery minerals such as lithium. lCarbon costs are expected to rise at our mineral operations in South Africa. lHigher demand and prices for transition materials in Conviction and Aspirational Leadership than in Resilience in the medium to long term. lThe net impact of climate policy on our diamond business is likely to be minimal as carbon costs are unlikely to be a large fraction of their market value. lLithium is expected to significantly contribute to the Group’s production growth, and we expect its contribution to rise to over 10% of Group EBITDA by 2033 (using long-run consensus pricing, including inorganic lithium growth). | lEven though battery technologies will develop over time, demand for primary lithium supply will be robust, with EVs dominating the market in Conviction over the next couple of decades, especially in China and Europe. lLong-duration energy storage may support demand for lithium and other battery materials, but there are competing alternative technologies. lCarbon costs will increase at energy-intensive titanium dioxide mining and processing operations in South Africa and Canada, making continued use of fossil fuels economically unattractive. lDigital technologies and ride sharing may lower the demand for personal vehicle ownership in some markets. lLithium demand is expected to grow more than 6 times by 2050 in Conviction. | | Annual Report on Form 20-F 2024 | 46 | riotinto.com | | --- | --- | --- |

Strategic report | Our approach to ESG | Climate Action Plan

Strategic alignment with the low-carbon transition

With higher GDP growth and a faster low-carbon transition, our economic performance is stronger in Conviction than in Resilience. Higher

carbon penalties and the potential impact on demand for mid and lower grade iron ore result in weaker economic performance in Aspirational

Leadership than in Conviction. Overall, our portfolio is resilient under scenarios aligned with 1.5°C, 2.1°C and 2.5°C outcomes. The low-carbon

transition is at the heart of our strategy. This mitigates risks associated with stricter carbon regulations and changing consumer preferences and

positions us to capitalise on the growing demand for transition materials.

Transition materials metrics

Our products are classified as key transition materials (KTM) and other transition materials (OTM), aligning with the CA100+ Net Zero Standard

for Diversified Mining Companies. Iron ore and gold are classified as transition neutral materials (TNM). We divested the last of our coal assets

in 2018. Production of KTMs and OTMs increased by 11% and 2% respectively in 2024 on a copper equivalent basis.

Commodity	Classification	Year ended<br><br>31 December	Emissions Mt<br><br>CO2e5,6	Production1	Consolidated<br><br>sales revenue2<br><br>US$millions	Capital<br><br>expenditure3<br><br>US$millions	Operating<br><br>assets4<br><br>US$millions	2025 guidance Rio Tinto production<br><br>share, unless otherwise stated
Lithium<br><br>('000 tonnes)	KTM	2024	–	–	–	155	1,098	–
		2023	–	–	–	27	834	–
Copper7 (mined)<br><br>('000 tonnes)	KTM	2024	2024: 1.0<br><br>2023: 1.0	624	2024: 4,728<br><br>2023: 3,218	2024: 2,055<br><br>2023: 1,976	2024: 22,124<br><br>2023: 21,050	Copper (mined and refined,<br><br>consolidated basis): 780 to<br><br>850kt
		2023		562
Copper7 (refined)<br><br>('000 tonnes)	KTM	2024		248
		2023	175
Silver (mined)<br><br>('000 ounces)	OTM	2024		4,236	2024: 98<br><br>2023: 53
		2023	3,811
Silver (refined)<br><br>('000 ounces)	OTM	2024		2,314
		2023	1,407
Molybdenum<br><br>('000 tonnes)	OTM	2024		3	2024: 159<br><br>2023: 130
		2023	2
Gold (mined)<br><br>('000 ounces)	TNM	2024		282	2024: 797<br><br>2023: 476
		2023	282
Gold (refined)<br><br>('000 ounces)	TNM	2024		144
		2023	74
Aluminium8<br><br>('000 tonnes)	OTM	2024	16.0	3,296	9,363	1,256	12,017	3.3 to 3.5Mt
		2023	17.4	3,272	9,239	847	11,919
Alumina8<br><br>('000 tonnes)	OTM	2024	5.7	7,303	1,522	279	804	7.4 to 7.8Mt
		2023	5.8	7,537	1,204	325	1,315
Bauxite8<br><br>('000 tonnes)	OTM	2024	1.0	58,653	2,110	159	2,289	57 to 59Mt
		2023	0.9	54,619	1,533	159	2,649
Minerals9<br><br>(‘000 tonnes/carats)	OTM/TNM	2024	1.7	See footnote<br><br>10	2,954	379	3,662	Titanium dioxide slag: 1.0 to<br><br>1.2Mt
		2023	3.2		3,242	380	4,063
Iron ore<br><br>('000 tonnes)	TNM	2024	3.7	287,676	30,804	5,108	20,903	IOC11 iron ore pellets and<br><br>concentrate: 9.7 to 11.4Mt<br><br>Pilbara iron ore (shipments,<br><br>100% basis): 323 to 338Mt
		2023	3.7	290,171	33,772	3,193	20,594
Thermal and<br><br>metallurgical coal	Not<br><br>applicable	2024	–	–	–	–	–	–
		2023	–	–	–	–	–	–

Further notes on production and capacity

Mined copper: On track for 1Mt copper production within 5 years.

Lithium carbonate (Rincon 3000): System capacity of 60kt; first production in 2028 with 3 year ramp up to full capacity. The production target of approximately 53kt of battery grade lithium

carbonate per year for a period of 40 years was previously reported in a release to the ASX dated 4 December 2024 titled “Rincon Project Mineral Resources and Ore Reserves: Table 1”.

Rio Tinto confirms that all material assumptions underpinning that production target continue to apply and have not materially changed. Plans are in place to build for a capacity of 60kt of

battery grade lithium carbonate per year with debottlenecking and improvement programs scheduled to unlock this additional throughput.

Iron ore (Pilbara System): System capacity of 345-360Mt mid-term.

Notes:

1.Production figures are measured according to Rio Tinto's ownership % share of each site. For further details on the % share, see pages 275 and 276 where these have been highlighted.

2.Consolidated sales revenue by product, as defined within Consolidated sales revenue by product on page 179, include 100% of subsidiaries’ consolidated sales revenue and Rio Tinto’s

share of the consolidated sales revenue of joint operations but exclude equity accounted units. The product analysis above does not include certain other products and freight services

disclosed in note 6 on page 179, which are not considered material.

3.Capital expenditure by product is the net cash outflow on purchases less sales of property, plant and equipment, capitalised evaluation costs and purchases less sales of other intangible

assets as derived from the Consolidated Cash Flow Statement. The details provided include 100% of subsidiaries’ capital expenditure and Rio Tinto’s share of the capital expenditure of joint

operations but exclude equity accounted units. The product analysis above excludes amounts that are not directly attributable to individual commodities.

4.Operating assets by product recorded above are the net assets of subsidiaries, joint operations and the Group’s share relating to equity accounted units adjusted for net (debt)/cash and

post-retirement assets and liabilities, net of tax, after the deduction of non-controlling interests. The product analysis above excludes amounts that are not directly attributable to individual

commodities.

5.Scope 1, 2 and 3 emissions are measured on an equity basis and align to the Rio Tinto ownership % share used to record production values. For additional information on our emissions

methodology, see our 2024 Sustainability Fact Book.

6.The emissions in this table are Scope 1 and 2 GHG emissions (market-based) for the operating sites producing the commodity listed. The total differs from the full Group share reported

numbers as these exclude development, closure sites, marine and corporate emissions.

7.Copper production from Oyu Tolgoi, Rio Tinto Kennecott and Escondida has been certified under the Copper Mark system. The Copper Mark certification for Escondida has been obtained

via BHP which is the majority partner.

8.For a list of assets certified under the Aluminium Stewardship Initiative, see our 2024 Sustainability Fact Book.

9.Minerals comprise titanium dioxide slag (OTM), borates (TNM), salt (TNM) and diamonds (TNM).

10.2024 mineral production is as follows:

(a)Titanium dioxide slag (‘000 tonnes): 990 (2023:1,111)

(b)Borates (‘000 tonnes): 504 (2023: 495)

(c)Salt (‘000 tonnes): 5,823 (2023: 5,973)

(d)Diamonds (‘000 carats): 2,759 (2023: 3,340)

11.Iron Ore Company of Canada continues to be reported at Rio Tinto share.

Annual Report on Form 20-F 2024	47	riotinto.com

Strategic report | Our approach to ESG | Climate Action Plan

Scope 1 and 2 emissions: Reduce emissions from our own operations

We aim to reduce our net Scope 1 and 2 emissions by 50% by 2030 (relative to 2018 levels),

and to reach net zero by 2050.

We follow the principles of the mitigation

hierarchy, prioritising abatement of emissions

from electricity generation and use, process

emissions and direct fuel consumption. In

line with the IFRS standard on climate-

related disclosures (S2), we report gross and

net emissions separately. Our target applies

to our net operational emissions on an equity

share basis. Our gross Scope 1 and 2

emissions reductions are expected to be at

least 40% by 2030, and the use of carbon

credits towards our target will be limited to

10% of our 2018 baseline. In 2024, our net

emissions include the use of Australian

Carbon Credit Units (ACCUs) by our

Australian assets to comply with the

Safeguard Mechanism in the calendar year

Our targets cover more than 95% of

our operational emissions and are calculated

using the market-based Scope 2 method. To

ensure a focus on real reductions and

comparability over time, we adjust our 2018

baseline to exclude emissions reductions

achieved by divesting assets and allow

increases associated with acquisitions.

While there is no universal standard for

determining the alignment of targets with the

Paris Agreement goals, we concluded that

our Scope 1 and 2 target for 2030

was aligned with efforts to limit warming to

1.5°C when we set it in 2021. At that time,

KPMG provided limited assurance over the

alignment of this target with efforts to limit

warming to 1.5°C. Our targets were not

set using a sectoral decarbonisation

approach as there was no sector-specific

methodology then. This remains the

case today.

We use emissions metrics and other

measures to track our progress towards

our targets. We monitor and report this

progress to the Executive Committee

through an internal quarterly reporting

process, which includes operational

emissions and progress on abatement

projects across our decarbonisation

programs. KPMG provided limited assurance

over our 2024 progress reporting against our

Climate Action Plan in addition to its

reasonable assurance of our Scope 1 and 2

emissions, and limited assurance of Scope 3

emissions. KPMG’s statement is included at

the end of the report.

The 4 most significant sources of operational emissions are: –electricity (purchased and generated) - 37% –carbon anodes in aluminium and reductants in titanium dioxide furnaces - 25% –fossil fuels for heat at our processing plants and alumina refineries - 23% –diesel consumption by our mining equipment and rail fleet - 13%.

While our asset portfolio has evolved since

2018, as we orient our growth to transition

materials, the share of emissions from our

different commodities has remained stable.

Today, approximately two-thirds of our

emissions are generated from our Aluminium

business.

Our Group-wide consumption of electricity is

approximately 4 times that of other global

diversified mining majors, due to the high

energy intensity of the Aluminium business.

However, 78% of the electricity we use is

from renewable sources and we are making

investment and supply decisions to increase

this to around 90% by 2030.

2024 gross Scope 1 and 2 emissions (adjusted equity basis)

30.7Mt CO2e

2023: 33.9Mt CO2e (adjusted for acquisitions)

l	Electricity	l	Transition	l	Processing	l	Other

Note: Emissions are presented on an adjusted equity basis.

1.The compliance period for the Safeguard Mechanism is from 1 July to 30 June and does not align with our calendar year reporting. So the carbon credits used towards our 2024 net

emissions calculation include Australian Carbon Credit Units (ACCUs) that were retired for compliance for the period 1 January to 30 June 2024 plus a projection of the number of ACCUs

we expect to retire for the period 1 July to 31 December 2024. See Nature-based solutions section on pages 56-57 for further detail.

Annual Report on Form 20-F 2024	48	riotinto.com

Strategic report | Our approach to ESG | Climate Action Plan

Progress, lessons learned and our approach today

Our approach to decarbonising our operations has evolved since 2021 when we first set our targets and CAP. This is partly due to the challenge

of developing new technologies and implementing large-scale physical infrastructure projects. We have also found opportunities to contract

renewable electricity and use renewable diesel.

Highlights from our<br><br>2021 CAP	Progress, lessons learned and our approach today
Aim to install 1GW of<br><br>wind and solar<br><br>capacity in the<br><br>Pilbara (using our<br><br>capital)	The emissions reductions we have achieved since 2018 are mostly the result of decarbonising power, but developing large-scale<br><br>renewables projects in the Pilbara has taken longer. We need time to engage with Traditional Owners and to find appropriate sites. In<br><br>addition, as we do not expect to deploy battery-electric haul trucks in the Pilbara before 2030, we now estimate we require<br><br>approximately 600-700MW of renewable power capacity to displace 80% of our gas consumption for power generation. We are making<br><br>progress and have now completed construction of a 34MW solar power plant at Gudai-Darri along with battery storage at Tom Price.<br><br>Together with the Ngarluma Aboriginal Corporation, we are progressing the development of an 80MW solar PV facility near Karratha.<br><br>We are also exploring a renewable energy project with the Yindjibarndi Energy Corporation (YEC) consisting of 75MW of solar on a<br><br>greenfield site near Millstream Chichester National Park.<br><br>Beyond the Pilbara, we have made substantial progress on renewables deployment around the world with our own capital investments and<br><br>through commercial agreements. This includes projects at Kennecott and Diavik, PPAs at Gove, Amrun, QIT Madagascar Minerals, Richards<br><br>Bay Minerals, Escondida and in the US. In addition, we have procured and retired bundled and unbundled energy attribute certificates<br><br>(EACs, including Renewable Energy Certificates and Guarantees of Origin) for select locations around the world, though these represent<br><br>less than 5% of our total electricity use.
Develop green<br><br>repowering solutions<br><br>for the Boyne Island<br><br>and Tomago smelters	For our Gladstone assets, we have signed PPAs for a combined 2.2GW of renewable energy, catalysing the development of new large-scale<br><br>renewable energy in Queensland. Government support for repowering is needed to maintain competitiveness of the highly energy-intensive,<br><br>low-margin smelters. We secured a standalone support agreement with the Queensland Government in August 2024, and in early 2025, the<br><br>Australian Government announced an aluminium production credit to help sustain and grow aluminium smelting in Australia. Together these<br><br>initiatives provide critical support for our Gladstone aluminium operations’ transition to renewable energy. Early in 2024, Tomago launched a<br><br>Request for Proposal process seeking proposals from market participants for renewable energy and storage solutions. The process<br><br>highlighted significant cost and schedule complexities in the New South Wales energy market, introducing risks to finding a competitive<br><br>repowering solution for the Tomago smelter. We continue to partner with industry, energy market participants and governments to identify<br><br>repowering pathways for a competitive, low-carbon future for aluminium in New South Wales.
Advance the<br><br>deployment of zero<br><br>emissions trucks	We continue to work with BHP, Caterpillar and Komatsu to accelerate the development of battery-electric haul trucks. In addition we<br><br>have invested in the deployment of 8 smaller-sized battery-swap electric trucks at Oyu Tolgoi. However, we do not expect wide-scale<br><br>deployment if large-scale electric trucks before 2030 due to technology maturity globally.<br><br>Given this slower pace of technology development, we are developing alternative solutions in the interim. We have invested in renewable<br><br>diesel with Kennecott switching to this in 2024, following the successful transition at our Boron mine in California the year before. We have also<br><br>started to develop our own biofuel supply with an investment in 3,000 hectares in Queensland, Australia to plant Pongamia saplings.
Advance the use of<br><br>hydrogen in our<br><br>alumina refineries	Research, development, scale-up and deployment of new low-carbon technology can take decades and can also take longer than expected,<br><br>particularly for industrial heat and process emissions that are hard to abate. Even if successful developments are unlikely to contribute<br><br>substantial emissions abatement before 2030 target but will need to be commercially viable for widespread deployment to reach net zero by<br><br>2050.<br><br>We are working with Sumitomo and the Australian Renewable Energy Agency (ARENA) to build a 2.5MW electrolyser at our Yarwun refinery<br><br>to supply more than 125 tonnes of hydrogen per year and test its use in alumina calcination. In addition, we are progressing double digestion<br><br>technology at Queensland Alumina Limited. This will involve process changes that can lower the temperature of the process and reduce<br><br>energy consumption and carbon intensity.<br><br>Beyond alumina refining, we are also trialling BlueSmelting™ at our RTIT Quebec Operations - a pre-reduction process for ilmenite. Our new<br><br>joint venture with Aymium, Évolys Québec Inc. will manufacture a biocarbon product sourced from biomass residues, as an alternative for<br><br>anthracite currently used in ilmenite smelting processes at Rio Tinto’s Critical Minerals and Metallurgical Complex in Sorel-Tracy.
Bring ELYSIS™ to<br><br>commercial scale by<br><br>2024 at our Alma<br><br>smelter	ELYSISTM is a breakthrough technology that removes the carbon anodes in aluminium smelting - a process that has been used globally for<br><br>over 100 years. It continues to experience the scaling challenges and learning rates typical of major technology changes. We continue to<br><br>make progress in developing ELYSIS™ technology with our partners and in 2023 commissioned prototype (100kA) cells at Alma. We<br><br>continue work to commission commercial scale 450kA cells - this is now expected in 2025, having originally aimed for commissioning in<br><br>2023. In addition, we are also investing in the deployment of 10 smaller-scale 100kA cells at Arvida.
Build capability to<br><br>invest in and develop<br><br>nature-based<br><br>solutions projects	Our abatement projects continue to be complemented by investment in nature-based solutions and the purchase of high-quality carbon<br><br>credits. We are also applying our integrity screening criteria to the ACCUs we procure to meet our Safeguard Mechanism obligations<br><br>in Australia.<br><br>The IFRS S2 reporting standard now requires that companies with net emissions targets should be explicit about the gross reductions<br><br>they are targeting and provide the reader with detail on the quality of the carbon credits that are used towards the net emissions targets.<br><br>The use of carbon credits towards our 2030 target is limited to up to 10% of our 2018 emissions baseline. For more information about<br><br>our use of offsets, see pages 56-57.
We estimated capital<br><br>investment in<br><br>decarbonisation of<br><br>$7.5bn by 2030	Our target to reduce emissions by 50% by 2030, relative to 2018 levels, remains unchanged. However, we believe achieving this will require less<br><br>capital investment, which is now estimated at the lower end of $5-6bn over the period 2022-2030, and more operating expenditure. We need to be<br><br>disciplined about our capital investment and make a commercial case for each mitigation project. Our experience shows that we cannot solve this<br><br>simply by allocating capital. To accelerate our emissions we will take advantage of commercial solutions that can be ready in the market this<br><br>decade which includes the use of renewable diesel in our mining fleets, or PPAs for renewable electricity alternatives. Since 2021, our energy<br><br>contracts have underpinned new investment in wind, solar and energy systems with an aggregate value of over $8bn.
Incorporate climate<br><br>into the Chief<br><br>Executive’s short-term<br><br>incentive plan (STIP)<br><br>up to 5% of the total	Decarbonisation makes up 10% of our STIP today and now applies to 27,000 of our people, including our CEO. It has also been<br><br>incorporated into senior leadership Performance Share Awards in the long-term incentive plan (LTIP).
Report emissions<br><br>using a hybrid of<br><br>location- and market-<br><br>based approaches	In 2023, we updated our reporting methodology and now use market-based Scope 2 emissions in our primary metric and target.<br><br>Consequently, the Bell Bay Aluminium and ISAL smelters, which are physically co-located and contracted with hydropower facilities, now<br><br>report emissions under this new methodology.
Annual Report on Form 20-F 2024	49	riotinto.com
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Strategic report | Our approach to ESG | Climate Action Plan

We face two underlying challenges in delivering

net reductions in absolute emissions. First,

production growth increases emissions and we

need additional abatement to address this.

This growth may be brownfield (such as in the

Pilbara) or greenfield (such as Simandou).

And secondly, in our existing mining operations,

increasing work indexes, with longer haul

distances and declining ore grades, typical for

the mining sector, mean that more energy is

required to achieve the same level of production

output.

Our adjusted gross Scope 1 and 2 emissions

were 30.7Mt CO2e in 2024. In 2024 we made

significant progress and reduced our emissions

by 3.2Mt CO2e. This has primarily been

achieved by new renewable energy contracts,

including the limited use of unbundled

renewable energy certificates in locations

where new generating assets are under

development or where power purchase

agreements have been agreed. In addition

we have made commitments to projects that

are expected to deliver abatement of around

3.6Mt CO2e per year in future periods mostly

through renewable electricity and biofuels. In

addition, imminent investment decisions could

deliver further abatement by 2030 and include

new energy solutions at BSL and fuel-

switching and electrification in the Queensland

Alumina Limited (QAL) and Yarwun alumina

refineries.

Our 2025 target is to reduce net emissions

by 15% below 2018 levels. In 2023, we

reported that while we expected to have

committed to abatement projects

representing more than 15% of group

emissions, that delivered abatement would

lag this target. Since then, we have executed

a number of commercial partnerships and

transactions that have allowed us to

decarbonise faster. We have now reduced

gross operational emissions, by 14% below

our 2018 levels. After applying high integrity

offsets our net Scope 1 and 2 emissions are

17% below our 2018 baseline.

Progress on abatement will not be linear.

Delays are the result of a range of factors,

including engineering and construction

challenges, pace of development of new

technology and energy systems in the

locations in which we operate, and the need to

carefully balance our ambitions with the needs

of our local communities and stakeholder

groups. In response to this, we continue to

work with our partners, governments and

others to progress abatement opportunities,

and, in parallel, we are adopting commercial

solutions, such as PPAs and biofuels, that can

deliver emissions reductions faster. We

anticipate abatement from these to rise

between 2025 and 2030.

Our roadmap to 2030

Between now and 2030, the most significant

opportunities to reduce our Scope 1 and 2

emissions are to switch the electricity we

generate or purchase to renewables, and to

address process heat emissions from our

alumina refineries. We have a pipeline of

projects and committed investments that

support our 2030 target of a 50% reduction in

emissions. To reach our 2030 target, our single

largest lever – accounting for around one-

quarter of our emissions – is at the Boyne and

Tomago aluminium smelters in our Pacific

Aluminium Operations.

We must also make progress with other key

projects in our pipeline related to renewable

electricity contracts (for example Richards

Bay Minerals PPAs) and alumina processing

heat reductions (for example QAL double

digestion), to meet our 2030 target.

Production growth and growth from new

projects also need to be accommodated

within our absolute emissions reduction

target. Collectively, this represents around

4.6Mt CO2e to our baseline to 2030.

In addition, we now expect to use high-quality

carbon credits from nature-based solutions

towards our Scope 1 and 2 net emissions

target to 2030. These will be limited to up to

10% of our 2018 baseline emissions and are

expected to be predominantly carbon credits

(ACCUs) used by our Australian operations for

compliance with the Safeguard Mechanism.

Our emissions reporting will continue to

transparently distinguish between our gross

operational emissions and net emissions for

the Group, as well as meeting transparency

standards regarding the volume and type of

carbon credits retired.

Pathway to 2030 target

(Mt CO2e equity basis)

l	Pacific Operations<br><br>Repowering	l	Renewable<br><br>Energy	l	Diesel<br><br>Transition	l	Minerals<br><br>Processing	l	Alumina<br><br>Processing	l	Aluminum<br><br>Anodes	l	Nature-based<br><br>solutions

1.2022-2024 commitments exclude 1Mt abatement for projects either fully or partially captured in 2024 actuals, including Oyu Tolgoi RECs, Kennecott renewable diesel, Boron renewable

diesel and Gudai-Darri solar.

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Strategic report | Our approach to ESG | Climate Action Plan

Our roadmap to 2050

We are targeting net zero emissions from our operations by 2050, with a pathway to net zero for each area of our carbon footprint. This is

challenging given approximately half of our Scope 1 and 2 emissions will require technology breakthroughs, but we are determined to be a

catalyst for their development.

Group decarbonisation pathway1

(Mt CO2e equity basis, 2018 baseline)

l	Electricity	l	Diesel	l	Processing breakthroughs	l	Nature-based solutions	l	Organic growth without decarbonisation2

1.Totals shown represent 2018 baseline emissions, reflecting increased equity at BSL, NZAS.

2.Baseline emissions extended post-2040 using assumed asset life extensions.

3.Represents net emissions reduction vs 2018 baseline.

By 2030, we expect to have made significant

reductions in our electricity-related emissions

(both Scope 1 and Scope 2). Beyond 2030,

the outlook for emissions abatement is more

uncertain. However, we have achieved

breakthroughs in low-carbon technology that

provide us with at least one visible pathway to

net zero for all our major sources of emissions.

This is a significant achievement. However,

technology development is complex and these

breakthroughs may not all turn out to be

scalable and competitively deployable. As

such, we continue to pilot and demonstrate

these technologies with our partners, while

maintaining research and development

initiatives across industry to find alternatives

that may prove more promising. Given the

uncertain timing of suitable, proven and

commercial-scale technology, our roadmap to

2050 allows for future opportunities to be

defined post-2040.

Carbon removals

By 2050, small sources of hard-to-abate

emissions may remain and will therefore

require carbon removals to achieve net zero.

This may be through natural or technological

removals and storage.

In the short to medium term, we are investing

in high-integrity nature-based solutions in the

regions where we operate, and will

voluntarily retire carbon credits to

complement other decarbonisation

investments (see pages 56-57 for

further detail).

In the medium to long term, technological

removals may offer a more permanent

solution to any remaining emissions from

fossil fuel consumption. We are also

exploring the potential of carbon capture and

mineralisation technologies. In 2024, we

focused on finding the best technologies to

capture the low concentration carbon dioxide

(CO2) from our aluminium smelters’ flue gas.

This requires either the adaptation of direct air

capture technologies to higher concentration

CO2 or the adaptation of point source

technologies to lower concentrations. In both

cases, the technology readiness level is often

low.

In early 2025, we signed a partnership

agreement with Hydro to identify and evaluate

carbon capture technologies for future

implementation in the aluminium smelting

process. Separately, in partnership with

Carbfix, the characterisation of the ISAL site

for mineralisation is progressing, aiming for

first injection in 2028.

The assessment of the CO2 mineralisation

potential of our co-owned Tamarack project in

Minnesota has progressed with the completion

of a 1,137 meter exploratory well. More work is

planned in 2025 to investigate the carbonation

behaviour of the rock.

Annual Report on Form 20-F 2024	51	riotinto.com

Strategic report | Our approach to ESG | Climate Action Plan

Action to reduce our emissions

The three main areas of our abatement work are: firstly, developing renewable electricity solutions at our Pacific Aluminium Operations and other

assets that rely on gas or coal-based power; secondly, transitioning away from diesel in trucks, trains and mobile equipment; and thirdly, tackling

hard-to-abate emissions from processing minerals and metals. Additionally, we are developing and investing in nature-based solutions projects.

Progress in 2024	Action in 2025
Renewable electricity
Repowering Pacific Aluminium Operations
–Announced 2 renewable PPAs for 2.2GW to supply our Boyne aluminium smelter in<br><br>Gladstone and secured in-principle Queensland government support.<br><br>–Further explored commercial sourcing strategy at Tomago to secure an energy solution for<br><br>the energy supply contract which expires on 31 December 2028.<br><br>–Signed long-term PPAs to supply our New Zealand Aluminium Smelters with electricity<br><br>generators for a total of 572MW of hydro electricity.	–Secure remaining renewable and firming portfolio for Boyne<br><br>smelter, pending government support.<br><br>–Continue to engage with governments and energy market<br><br>participants on the future energy supply for Tomago.<br><br>–Develop a renewable energy strategy for Gladstone alumina<br><br>refineries (previously 2024).
Other renewable electricity developments
–Commenced construction of solar PV at Gove (10MW) and Amrun mine (12MW).<br><br>–Executed wind Virtual Power Purchase Agreement (VPPA) (78.5MW) at Monte Cristo in the<br><br>US to abate our regional Scope 2 emissions.<br><br>–Completed construction and commenced operating Diavik diamond mine solar<br><br>plant (3MW).<br><br>–Commissioned a 5MW solar plant and commenced construction of Kennecott solar<br><br>Phase 2 (25MW).<br><br>–Signed a 230MW wind PPA at Overberg for Richards Bay Minerals (RBM).<br><br>–Signed a 140MW wind PPA at Khangela for RBM.<br><br>–Construction was progressed on the 148MW solar PV project at Bolobedu for RBM (PPA<br><br>signed in 2022).<br><br>–Commenced a pilot program for rooftop solar installation at our operations in the Pilbara.<br><br>–Executed new contracts for EACs across global assets while developing new PPAs and<br><br>Build Own Operate (BOO) solutions.	–Complete commissioning of solar PV at Amrun and Gove.<br><br>–Complete construction of Kennecott solar Phase 2 (25MW).<br><br>–Complete construction of the 16MW wind facility at QIT<br><br>Madagascar Minerals.<br><br>–Commence construction of the 230MW wind PPA at Overberg for<br><br>RBM.<br><br>–Finalise an agreement to secure energy from a 75MW solar farm<br><br>being developed by Yindjibarndi Energy Corporation.<br><br>–Progress development of Karratha Solar Farm (80MW) with<br><br>Ngarluma Aboriginal Corporation.<br><br>–Execute additional renewable energy PPAs, while construction<br><br>continues on the 78.5MW US wind VPPA.
Diesel transition
–Transitioned 100% of Kennecott heavy mining equipment to renewable diesel (95% of<br><br>operations transitioned).<br><br>–Collaborated with BHP on battery-electric haul trucks pilot program, including receipt of<br><br>trucks for local options and assembly in Western Australia.<br><br>–Acquired land to pilot production of renewable diesel in Australia, using Pongamia trees.<br><br>–Developed a partnership with China’s State Power Investment Corporation (SPIC) to<br><br>demonstrate a fleet of battery swap electric haul trucks and associated infrastructure at Oyu<br><br>Tolgoi.	–Progress Caterpillar battery-electric haul truck trial at BHP<br><br>Jimblebar mine site in the Pilbara.<br><br>–Deploy fleet of battery swap electric trucks at Oyu Tolgoi.<br><br>–Progress planting of Pongamia saplings in Queensland, Australia.
Processing minerals and metals
Aluminium anodes
–Progressed start-up of the industrial scale 450kA ELYSIS™ cells at Alma.<br><br>–Announced the project at Arvida for 10 ELYSIS™ cells operating at 100kA, a $285 million<br><br>investment in partnership with Investissement Québec. Significantly progressed on site<br><br>preparation and ordering long lead items for this project.	–Commission an industrial scale 450kA cell at Alma<br><br>(previously 2024).<br><br>–Perform further tests of the 100kA cell at Arvida. Finalise technical<br><br>package, site preparation and building construction at Arvida for<br><br>the additional 10 cells.
Alumina processing
–Completed double digestion pre-feasibility study at QAL.<br><br>–Completed 95% of detailed design and engineering for the Yarwun Alumina refinery<br><br>hydrogen calcination project, including awarding major construction packages and<br><br>commencing electrolyser site works.<br><br>–Progressed feasibility study for electric boiler project at Vaudreuil after delays due to power<br><br>requirements and scope changes.<br><br>–Progressed electric steam and thermal energy storage (TES) studies for refineries.<br><br>–Executed bio-pellet trials at Yarwun and progressed energy crop growing trials.	–Start QAL double digestion feasibility study (previously 2024).<br><br>–Begin hydrogen calcination trials at Yarwun.<br><br>–Final approval of, and commence work on, electric boiler project<br><br>in Vaudreuil.<br><br>–Commence small-scale electric calcination pilot in Vaudreuil.
Minerals processing
–Validated phase 1 of BlueSmelting™ technology for ilmenite ore and safely transitioned<br><br>from smelter gas to hydrogen.<br><br>–Established new joint venture Évolys™ to manufacture biocarbon products.<br><br>–Completed long-term 5% replacement trials to qualify biocarbon as a raw material at RBM<br><br>and RTIT Quebec Operations.<br><br>–Completed an industrial trial of replacing coke with biocarbon (25% replacement)<br><br>for pelletisation.	–Develop bioenergy supply sources (biofuel and biocarbon) to<br><br>support the industrial ramp-up of the new joint venture ÉvolysTM.<br><br>–Complete phase 2 of the BlueSmelting™ technology validation.<br><br>–Complete the installation and commissioning of an electric boiler<br><br>at IOC.
Annual Report on Form 20-F 2024	52	riotinto.com
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Strategic report | Our approach to ESG | Climate Action Plan

Progress in 2024

Action in 2025

Nature-based solutions

–Feasibility studies completed in Guinea, with South Africa study delayed by elections and now due in mid-2025. –Dual pilot-feasibility approach continued in Madagascar for the protection and restoration of the Tsitongambarika Forest including clean cooking, reforestation and conservation activities, with learnings to be applied to other regions in 2025. –Voluntary agreements finalised, including an investment in the Makira Natural Park REDD+ Project in Northern Madagascar, through a partnership with the Wildlife Conservation Society and Everland. –Finalised ACCU offtake agreements for high-quality human-induced regeneration and with savanna fire management project developers. Invested in the Silva Carbon Origination Fund securing access to large- scale, high-integrity environmental planting ACCUs. –Published details on our project development and carbon credit sourcing strategy, including our due diligence process and planned volumes.

–Assess South Africa feasibility study and move into pilot phase if feasible. –Deliver first cookstoves for Guinea and Madagascar clean cooking pilots. –Begin pilot programs for reforestation in Guinea and Madagascar. –Initiate pilot-feasibility study for a sustainable agro-forestry project in Guinea. –Secure offtake agreement for Argentina native grasslands management carbon project. –Expand our environmental planting ACCU pipeline in Australia.

Operational decarbonisation project tracker

Milestones post-2025 are indicative, based on current goals and plans, subject to investment decisions and so they may change – there is increasing uncertainty further into the future.

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Strategic report | Our approach to ESG | Climate Action Plan

Renewable electricity

11.5Mt CO2e<br><br>emissions from power generation<br><br>(2023: 14.2Mt CO2e)	28%<br><br>percentage of Group emissions from<br><br>electricity at Boyne and Tomago smelters<br><br>and Gladstone Power Station	78%<br><br>percentage of electricity from<br><br>renewable sources<br><br>(2023: 71%)	$79m<br><br>decarbonisation spend on<br><br>renewable electricity projects<br><br>in 2024

Repowering Pacific Aluminium Operations

Our Boyne and Tomago Smelters operate in

a third-party-operated coal-based power grid

which is undergoing a complex transition to

renewable generation sources.

Securing long-term renewable power

solutions for the smelters supports the

energy transition required for the Gladstone

region to maintain jobs and increase

opportunities for industrial growth.

Emissions reduction across the aluminium

value chain in Australia is complex. It relies

heavily on the availability of large-scale,

competitive, firmed renewable power,

alongside significant investment,

collaboration and partnership with

governments, technology developers and

industry peers to support innovation

breakthrough. We cannot do this alone.

Contracts for the current supply of electricity

to our Boyne smelter expire in 2029, and for

Tomago by end of 2028, and the smelters

must develop low-cost renewable energy

solutions to maintain their long-term viability.

Decarbonising these assets requires

solutions supported by state and federal

governments.

Our Boyne smelter requires up to

975MW of power, equivalent to 3-4GW

of high-quality wind and solar capacity paired

with appropriate and competitive firming

assets and contracts.

In 2024, we announced PPAs for a combined

2.2GW of renewable energy to repower BSL,

catalysing the development of new large-

scale renewable energy in Queensland.

These comprise 1.1GW of solar electricity

from European Energy’s Upper

Calliope solar farm to be built near Gladstone

and 1.1GW from Windlab’s Bungaban wind

project. Once the projects are developed,

they could generate energy equivalent to

10% of Queensland’s current power

demand.

In August, we made arrangements with the

Queensland Government on a support

package for Boyne Smelter to assist with the

transition to a competitive and repowered

future. These arrangements would come into

effect in 2029. They are supported by the

Australian Government’s aluminium

production credit as announced in early

2025, and contingent on our investment in

further renewable energy and the approval of

our joint venture partners.

Other renewable electricity developments

We rely on renewable and non-renewable

electricity to power our mines, processing

plants and supporting infrastructure. We are

working to displace gas and coal-fired power

with solar PV, wind and other renewable

technologies.

We are focusing on the transition to

renewable energy sources in 5 main regions:

the Pilbara in Western Australia, RBM in

South Africa, bauxite operations in Weipa,

Australia, Kennecott in the US, and Oyu

Tolgoi in Mongolia. Total electricity-related

emissions from these assets were 0.9Mt

CO2e in 2024.

In 2024, RBM signed two renewable energy

agreements: a 20-year 140MW wind PPA at

Khangela and a 20-year 230MW wind PPA at

Overberg. We also purchased EACs to cover

the period until these assets are

commissioned. At Kennecott, a 78.5MW

wind VPPA and a 25MW solar PV facility

were approved. Additionally, commissioning

of a 5MW solar PV plant was completed in

2024, after undergoing rectification works

and commissioning throughout the year.

Construction on a second 25MW plant

started in late 2024. At Amrun, a 12MW solar

farm is under construction, and at Gove,

10MW of solar is being built.

Decarbonising the electricity at each of these

locations has varying degrees of complexity,

including whether the power is externally or

internally generated, land access

requirements (including permitting and

Traditional Owner engagement)

and availability of commercial solutions.

A 100MW solar PV facility can require a land

area of approximately 200 hectares,

equivalent to the operating footprint of one of

our mines in the Pilbara. Although

renewables benefit from established

construction methods, are lower technical

risk and relatively low impact on the ground,

the sheer scale of the renewables footprint

means that we must take the time required to

find suitable sites and engage with

Traditional Owners.

We invest our own capital in renewable

energy projects while also using other

renewable energy procurement methods

(such as PPAs and EACs) that align with

global standards and practices. Under the

GHG Protocol, renewable electricity must

either have an EAC or be derived from

renewable generation that is not

contractually committed to another party.

In alignment with the GHG Protocol we

report eligible energy supplies as renewable

and include them in our Scope 2 emissions

reporting.

Group electricity use

(TWh, equity basis)

63	69	75	79

5283

Renewable	78%
	22%		96%
---		l	Electrification growth
---	---
l	Contracted renewables
l	Self generated renewables
l	Renewable Energy Certificates
l	Fossil fuels
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Diesel transition

4.4Mt CO2e<br><br>Scope 1 and 2 emissions in 2024 (3% decrease from<br><br>2023). The Diesel Transition program also addresses<br><br>marine fuel and some other smaller emissions sources.	$64m<br><br>decarbonisation spend on<br><br>diesel transition programs<br><br>in 2024	5%<br><br>percentage of global diesel<br><br>supply transitioned to<br><br>renewable diesel	1.6 billion litres<br><br>diesel consumed at our major<br><br>managed operations in 2024

Diesel use from our mobile equipment and

rail fleet represents around 13% of our total

Scope 1 and 2 emissions.

Although electrification is the preferred long-

term solution for reducing diesel emissions, it is

not technically or financially feasible at all

mining operations today, or for all types of

equipment. Electrification is well suited to our

greenfield applications where we have large

fleets, but less so to brownfield operations with

smaller fleets, shorter mine life or other

operational complexities. Complementary

pathways are therefore in development and

include the use of renewable diesel to more

immediately reduce diesel-sourced emissions.

Electrification

The electric vehicles required to support

meaningful emissions reductions for the mining

industry are unique from those deployed in the

transportation or logistics sectors, or consumer

vehicles with fixed routes and operating

conditions. Mining solutions must be adaptable to

changing mine plans, supported by flexible

charging locations and powerful enough to

support intense work cycles with high operating

hours and loads. Most importantly, they need to

be safe, reliable and have sufficient battery

capacity and run-time between charging cycles.

Charging infrastructure must also be dynamic

and support evolving mine plans and equipment

routes which may mean that charging stations

cannot remain permanently in one location or

must be complemented by mobile solutions. The

charging network requires access to sufficient

and reliable renewable energy.

In 2024, we progressed the following

electrification activities:

1)Battery-electric haul truck Pilbara

collaboration: We progressed our

partnership with BHP to test battery-

electric haul trucks in the Pilbara region.

In 2025 and 2026 we will collect data on

battery performance, charging systems,

and overall productivity in Pilbara

conditions, and share the information so

we learn faster.

2)China’s State Power Investment

Corporation (SPIC) partnership: Battery

swapping technology allows a battery-

electric vehicle to quickly exchange a

discharged battery pack for a fully charged

one, instead of recharging the vehicle at a

static charging station. The technology is

already applied on haul trucks in mining

operations across China. The 2-year

project will demonstrate 8 mining haul

trucks (91 tonne payload), 13 batteries

(800kWh), and a robotic battery swap and

charging station in non-production activities

at the Oyu Tolgoi open pit copper mine in

Mongolia.

Renewable diesel

Renewable diesel is a drop-in replacement

fuel that can be used in existing equipment to

significantly reduce emissions. While

renewable diesel presents a compelling

option, widespread adoption depends on

development of a liquid market of sustainable

feedstock. To support this, we are developing

a sourcing strategy for commercially available

renewable diesel from third-party suppliers

while also developing organic supply options

by identifying and cultivating sustainable

feedstocks focusing on Australian-based

options such as Pongamia.

In 2024, we progressed the following

renewable diesel activities:

1)Transitioned Kennecott operations to

renewable diesel, achieving 95% diesel

displacement including all heavy mining

equipment across the mine, concentrator,

smelter, refinery and tailings.

2)Continued renewable diesel use at

Boron following successful trials initiated in

2022.

3)Purchased land for Pongamia seed oil

feedstock generation pilot. We acquired

approximately 3,000 hectares of land in

north Queensland to assess Pongamia

viability and yield. We are partnering with

Midway to oversee the planting and

management of the Pongamia seed farms.

Given the potential timeframes and

challenges associated with large-scale

development and deployment of battery

vehicles in some industries, policies must

support market development and

competitiveness of alternative fuels. The lack

of a liquid market is a key constraint to

widespread and accelerated use of

alternatives to diesel fuels, both physically

and economically. Support is needed to

incentivise the production and use of biofuels

at volume and grow this industry. Incentives

could include support for research and

development, pilot programs and direct

support to landowners to develop advanced

biofuel feedstock crops in suitable areas.

For further information see our climate<br><br>briefing paper on transitioning our diesel<br><br>fleet riotinto.com/climatechange

Processing minerals and metals

Aluminium anodes<br><br>6.9Mt CO2e<br><br>(2023: 7.1Mt CO2e)	Alumina refining<br><br>5.7Mt CO2e<br><br>(2023: 5.8Mt CO2e)	Minerals processing<br><br>1.8Mt CO2e<br><br>(2023: 1.9Mt CO2e)	$144m<br><br>decarbonisation spend on processing<br><br>minerals and metals programs in 2024.

Aluminium anodes

We are working to develop a breakthrough

aluminium smelting technology with no direct

greenhouse gas emissions.

The ELYSIS™ partnership was established

in 2018 with Alcoa, with support from Apple

and the governments of Canada and

Quebec, to develop the world’s first direct

emissions-free aluminium smelting process

using inert anodes to replace carbon ones.

Work at Alma is now focused on scaling up the

ELYSIS™ technology towards the

demonstration of commercial-size cells.

The smelting cells will operate on an electrical

current of 450kA, which is the commercial

scale for many large, modern aluminium

smelters. As noted above, research and

development is complex and sometimes takes

longer than planned. Commissioning these

cells was originally anticipated in 2023 but is

now expected to be in 2025 due to delays in

installing and commissioning some equipment.

A plan is now in place to complete these crucial

steps, and the fundamentals of the technology

remain sound.

We also aim to grow capacity for our

ELYSIS™ low-carbon smelting technology.

Before 2030 our use of ELYSIS™ carbon free

smelting technology will support new

production and will not address emissions

from existing carbon anodes. For all of our

smelters, the deployment of ELYSIS™

technology is inextricably tied to the

long-term plans for the underlying assets.

For this reason, associated abatement is not

currently reflected in the forecast 2030 plan,

but we expect to phase out the use of carbon

anodes at our smelters beyond 2030.

In June 2024, we announced an investment of

$285 million to build a demonstration plant

using the first ELYSIS™ technology licence, in

partnership with the Government of Quebec.

This plant will be built at the Arvida smelter in

Quebec equipped with 10 carbon-free

aluminium smelting cells operating at 100kA.

The investment will support the ongoing

development of the breakthrough ELYSIS™

technology and allow us to build expertise in its

installation and operation.

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Alumina processing

The alumina refineries in Gladstone; Yarwun

and QAL are the largest source of process

heat emissions in the Group. The refineries

are currently reliant on coal and gas to

generate heat for digestion (75% of refinery

emissions) and use in the calcination phase

(25% of refinery emissions) of the process.

The successful reduction of emissions in our

Australian alumina refineries relies heavily on

technology development, capital investment and

the availability of large-scale renewable energy.

Our preferred decarbonisation strategy, based

on technical merit and commercial viability, is a

combination of energy management, fuel

switching and electrification.

We are focused on reducing the emissions of

the digestion phase through 3 main projects:

1)Reducing baseload energy

requirements through double

digestion. In 2024, we completed a

double digestion pre-feasibility study at

QAL. The feasibility study was approved

in Q4 2024 and therefore commencement

of the study work will now occur in 2025.

2)Upgrading energy with heat pumps

and mechanical vapour

recompression (MVR). At QAL, the

order of magnitude study for waste heat

recovery using MVR will commence in Q1

2025 and is planned to complete in Q2

The project is expected to

commence pre-feasibility in Q3 2025.

3)Fuel switching through electric steam

generation (including electric boilers

and thermal energy storage):

–Final approval of the electric boiler

project in Vaudreuil is now expected in

2025.

–At Yarwun, the thermal energy storage

(TES) industrial demonstration project

has seen continued discussion with

the technology supplier Rondo and

Australian Renewable Energy Agency

(ARENA). This project is expected to

move to a feasibility study in 2025,

pending additional support

from ARENA.

–At Yarwun, we executed a bio-pellet trial.

A feedstock growing trial continues in

North Queensland. We are progressing

several partnership opportunities for bio-

based energy supply to Gladstone.

To reduce emissions in the calcination

phase, we are focused on 2 main projects:

1)Substituting natural gas with green

hydrogen. At Yarwun, the design and

engineering for the hydrogen calcination

project have been completed and

construction is in progress. Trials to burn

hydrogen in the calcination process are

planned to commence in the second half

of 2025.

2)Electric calcination. At Vaudreuil, an

electric calcination pilot is planned to

commence in 2025.

For our climate briefing paper on<br><br>decarbonising our Australian alumina<br><br>refineries, see riotinto.com/climatechange

Minerals processing

A large source of our process emissions

arises from processing titanium dioxide

feedstocks (TiO2) in Canada and

South Africa.

Finding new and innovative technologies to

support the decarbonisation of these facilities

represents both a challenge and an

opportunity. Carbon abatement can be

partially realised by transitioning from fossil

fuels to renewable energy sources for

heating and operating these facilities.

We are partnering with the governments

of Canada and Quebec to support

technological innovations to decarbonise our

operations by up to 70% and strengthen the

critical minerals and metals value chains

through the production of titanium metal and

scandium. The BlueSmeltingTM

demonstration plant, which started in April

2023, employs world-first technology

developed by Rio Tinto, to reduce emissions

from RTIT Quebec Operations.

If successful, the technology could be

applied to our RBM operations in South

Africa, which use the same smelting process.

There are other potential applications for

BlueSmeltingTM technology in decarbonising

steelmaking.

In 2024, the BlueSmeltingTM technology was

fully validated for QMM ilmenite ore at our

RTIT Quebec Operations, and reduction

gas was safely transitioned from smelter

gas to hydrogen. Several ilmenite ores

were tested with hydrogen and the first tests

with iron ore from IOC have been

successfully completed.

Scaling up low carbon technology for minerals

and metals processing is expected to require

significantly more renewable energy. Access to

hydroelectric power in Quebec requires

support from the government-owned provider.

In a tight market, access to this supply could

be limited and the negotiation period can be

time-consuming. Support to streamline

discussions and consideration of the supply of

additional renewable energy to hard-to-abate

Canadian industries, where it can have the

greatest impact, could underpin further

investment in breakthrough technologies.

In 2024, we announced a new joint venture

with Aymium named Évolys. We will

manufacture a metallurgical biocarbon product

to reduce carbon emissions in large-scale

industrial processes. The biocarbon product

will be used at RTIT Quebec Operations as an

alternative to anthracite.

Biocarbon trials were successfully carried out

at RBM and RTIT Quebec Operations sites

this year, thus completing industrial

qualification. And, at IOC, we completed a

plant trial of substituting coke with biocarbon.

In 2025, we aim to develop bioenergy supply

sources (biofuel and biocarbon) to support

the industrial ramp-up of the new joint

venture ÉvolysTM. We also plan to complete

phase 2 of the BlueSmelting™ technology

validation and the installation and

commissioning of an electric boiler at IOC.

For further information, see our climate<br><br>briefing paper on decarbonising our<br><br>minerals processing riotinto.com/<br><br>climatechange
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Nature-based solutions

Nature-based solutions and carbon<br><br>credits decarbonisation spend1<br><br>$70m<br><br>(2023: $45m)

In 2022, we set up a team dedicated to

developing and investing in nature-based

solutions near our operations, because we

believe they are a win for people, nature and

climate. Over the last 2 years, we developed

our high-integrity criteria - based on our own

standards as well as international best

practice, guidance and principles. We have

identified new projects to develop and existing

ones to scale up, and partnered with NGOs

and other experts to deliver our program.

Today, we are on track to enable 500,000

hectares of high-integrity nature-based

solutions across Argentina, Australia, Guinea,

Madagascar and South Africa by the end of

2025.

These projects are enablers for activities that

support sustainable livelihoods for the

communities where we operate, while

protecting and restoring nature, and

delivering high-quality carbon credits. Our

projects complement structural abatement.

How we use carbon credits

We anticipate that we will retire approximately

1.1 million Australian Carbon Credit Units

(ACCUs) for compliance with the Safeguard

Mechanism for the calendar year 2024.

In alignment with our updated CAP, we will

limit the use of voluntary and compliance

carbon credits towards our 2030 climate target

to up to 10% of our 2018 baseline emissions

(~3.6 million). Carbon credits retired as offsets

towards our climate targets must pass our due

diligence assessment, including meeting our

high-integrity criteria.

See our 2024 Scope 1, 2 and 3 Emissions

Calculation and Climate Methodology report

and our 2024 Sustainability Fact Book for

further detail on our carbon credits retirement

methodology.

How we source carbon credits

We source carbon credits in 3 ways2:

–We develop new projects – we work with

local partners and communities to develop

and implement new nature-based solutions

projects that address nature loss, while

generating carbon credits and delivering

benefits for local communities.

–We invest in and scale up existing projects

– through commercial investments with

project partners, we provide capital and

support the development and scale-up of

nature-based solutions projects in our

operating regions.

–We source high-integrity carbon credits

through spot carbon credit purchases and

long-term offtake agreements from

nature-based solutions projects that meet

our high-integrity criteria. We aim to

source the highest quality credits

available in the market.

All our investments and purchases are

subject to our high-integrity criteria, which

forms the basis of our due diligence

process3. To assess projects, we analyse

publicly available data, geospatial data, and

data and models from project developers.

We also hold question and answer sessions

with developers, combined with site

inspections. This information is assessed

against our requirements, and if at any stage

the project fails to meet our criteria, we do

not proceed with the investment.

Our criteria include an assessment of the

potential impact of our projects, seeking to

ensure that they do not result in negative

unintended consequences for people,

communities, their heritage or natural

ecosystems. The risks and opportunities

identified in the assessment must be

addressed, managed, tracked and assessed

periodically during the project.

In 2024, approximately 15% of all projects

assessed met our criteria, highlighting our

commitment to building a high-integrity and

diverse project pipeline for Rio Tinto,

including a variety of methodologies across a

wide range of ecosystems and land uses.

Our high-integrity criteria

In 2024, we updated and expanded our high-

integrity criteria4, using our own learnings

and the latest international best practice,

guidance and principles, including the Core

Carbon Principles by The Integrity Council

for the Voluntary Carbon Market and the

International Union for Conservation of

Nature Global Standard.

1)Additionality: The project and its outcomes

are made possible by climate finance and

would not have happened otherwise.

2)Quantification: The project can generate

real carbon reductions, removals, or both,

supported by robust accounting practices.

3)Permanence: The project can deliver

permanent carbon reductions, removals,

or both, and reversal risks are realistic

and well-managed.

4)Governance, Social and Ecological

Safeguards: The project takes an

integrated approach to protecting or

restoring nature, or both, while supporting

community livelihoods and respecting

human rights.

5)Sustainable Development and Nature

Positive Outcomes: The project supports

multi-decade sustainability outcomes and a

diverse project pipeline for Rio Tinto.

1.Spend on carbon credits is initially treated as capital and

expensed when these are retired. See pages 157-160 where

we describe our accounting policies and the classification of

climate-related items.

2.In 2024, we updated the way we outline our sourcing strategy,

relative to 2023, in which we referred to the following 3

pathways to securing carbon credits: investment in Australian

Carbon Credit Units; the development of our own voluntary

projects; and commercial agreements with voluntary carbon

credit developers.

3.Compliance market projects delivering credits for

retirement against our net emissions target are tested to

the extent possible with information available. If available

project information is not sufficient to make an informed

assessment, the project will not be considered further or

will be excluded from consideration until such time as

sufficient information becomes available.

We also published more detail about our due

diligence process, including the questions we

ask project developers to evaluate their

projects.

This information, including specific steps<br><br>we take when assessing ACCU projects, is<br><br>available at riotinto.com/naturesolutions

Our voluntary projects

Our development and scale-up projects

include landscape-level protection and

conservation, restoration and land-use

management activities, covering clean

cooking initiatives, reforestation and

afforestation, forest and grassland

management, sustainable forestry and agro-

forestry. These projects follow

the latest available voluntary carbon

market methodologies.

In 2024, in partnership with The Government

of Madagascar, BirdLife International,

Asity Madagascar and other partners,

we continued to support the development of

the Tsitongambarika Forest REDD+5 project in

Southeastern Madagascar through a

$2.1 million investment. And we committed

$16 million to the Makira Natural Park REDD+

Project in the north, through a new partnership

with the Wildlife Conservation Society and

Everland.

In South Africa, we partnered with Peace

Parks Foundation, Sayari Earth and

WILDTRUST to carry out a feasibility

study for a large-scale, landscape level

nature-based solutions project in

KwaZulu-Natal Province. The feasibility

report will be delivered by mid-2025,

when we will decide on the investment.

In Guinea, we completed feasibility work for

a clean cooking, fuel-switching program, now

preparing to move into pilot phase. We also

identified a high-quality reforestation project,

and we are working with local partners to

investigate REDD+ and mangrove

restoration projects.

Through a $2.1 million investment over

2 years, we are also working with BirdLife

International and Aves Argentinas to scale up

a large native grasslands management carbon

project in Argentina.

In Mongolia, we partnered with EarthShot,

URECA and the Wildlife Conservation

Society to investigate opportunities for

sustainable forest management projects.

4.In addition to Additionality, Quantification, Permanence,

and Social and Ecological Safeguards, we now consider

Governance (within the latter) and added Sustainable

Development and Nature Positive Outcomes.

5.United Nations Climate Change: ‘REDD’ stands for ‘Reducing

emissions from deforestation and forest degradation in

developing countries. The ‘+’ stands for additional forest-

related activities that protect the climate, namely sustainable

management of forests and the conservation and

enhancement of forest carbon stocks.

Annual Report on Form 20-F 2024	57	riotinto.com

Strategic report | Our approach to ESG | Climate Action Plan

Meeting our regulatory obligations

We operate in many jurisdictions that have

implemented carbon pricing regulations that

cover our Scope 1 emissions. These include

Australia, Canada, California, the

EU and New Zealand where approximately

83% of our Scope 1 emissions or 64%

of our total emissions are covered by

these regulations.

Australia - Safeguard Mechanism

We have significant emissions in Australia,

and are required to comply with the

Safeguard Mechanism. We source high

quality ACCUs from savanna fire

management, human-induced regeneration

(HIR) and environmental planting (EP)

projects, while seeking to:

–Partner for the long term with

Indigenous project developers. These

projects can bring multiple benefits in

addition to fire management and nature

repair, with carbon finance reinvested into

the communities to support training,

employment and enhanced connection to

Country. For example, near our

operations in the Northern Territory we

are supporting Arnhem Land Fire

Abatement, an Aboriginal-created, owned

and operated not-for-profit carbon

business. Closer to our operations in Far

North Queensland, we are supporting

several projects, including the Aurukun

Savanna Burning Project and the Oriners

& Sefton Savanna Burning Project.

–Continuously strengthen our due

diligence process. We use a range of

geospatial tools and approaches to assess

the design and performance of HIR and EP

projects, including satellite imagery

analysis and land cover classification. This

enables us to assess the integrity of

projects by monitoring, verifying and

quantifying vegetation growth and land

cover changes over time. Our site visits

and engagement with developers give us

additional information to support these

assessments.

–Invest in project development to

reduce our overall reliance on spot

transactions, move ACCU costs closer

to the cost of development and have

greater oversight of the integrity of

projects. This includes investing in

carbon developers, such as Australian

Integrated Carbon (in which we have a

14.15% interest) and the Silva Carbon

Origination Fund, one of the first in

Australia to provide investors with access

to large-scale, high-quality carbon credits

from land reforestation projects integrated

with sustainable agriculture.

Other countries

Canadian Provinces have implemented

different carbon pricing regulations, including

the British Columbia Output-Based Pricing

System and the Quebec Cap-and-Trade

System which is linked with California’s. In the

California-Quebec system, offsets may be

used for compliance purposes (limited to a

fixed percentage of the allowances allocated to

each installation).

Our aluminium smelters in Iceland and

New Zealand are covered by Emissions

Trading Systems. Offsets are not eligible

for compliance use under these carbon

pricing regulations.

Carbon credits retired towards net emissions calculation

Project description	Carbon<br><br>credit type	Project type	Mitigation<br><br>activity type	Certification<br><br>scheme	Location	Vintage	Quantity<br><br>retired for 2024<br><br>compliance	Quantity held for<br><br>planned 2024<br><br>compliance<br><br>(retired in 2025)1
Savanna fire management<br><br>with Traditional Owner<br><br>co-benefits	ACCU	Nature-based	Avoidance	Clean Energy<br><br>Regulator	Australia	VY21-25	134,838	137,615
Human-induced regeneration	ACCU	Nature-based	Removal	Clean Energy<br><br>Regulator	Australia	VY21-25	362,344	464,962
Total							497,182	602,577
Total credits counted towards net emission for the current reporting period (year-ended 31 December 2024)								1,099,759

1.This is estimated based on our Scope 1 emissions for the period 1 July - 31 December 2024. See our 2024 Sustainability Fact Book and our 2024 Scope 1, 2 and 3 Emissions Calculation

and Climate Methodology for further detail.

Annual Report on Form 20-F 2024	58	riotinto.com

Strategic report | Our approach to ESG | Climate Action Plan

Scope 3 emissions: Partner to decarbonise our value chains

In 2024, our Scope 3 emissions were 574.6Mt

CO2e (equity basis), approximately 19 times

higher than our Scope 1 and 2 emissions.

This is compared to a restated 2023 number of

572.5 Mt CO2e (equity basis).

The majority of these emissions (94%) stem

from customers processing our products,

particularly iron ore (69%) and bauxite and

alumina (23%).

Specifically, emissions related to iron ore

processing were 395.9Mt CO2e in 2024,

compared to 399.9Mt CO2e in 2023.

Emissions related to bauxite and alumina

processing increased from 127.1Mt CO2e

(restated) in 2023 to 134.0Mt CO2e in 2024,

mostly as a result of increased bauxite sales.

Many of our customers have set public

targets for their Scope 1 and 2 emissions

(our Scope 3). About 55%1 of our

steel-producing customers by direct iron ore

sales volume have set public targets to reach

net zero or carbon neutrality by 2050.

Meanwhile, nearly 33%1 of our bauxite sales

are to customers with net zero emissions

targets, though only 11% of customers are

aiming for net zero by 2050.

As things stand today, our analysis of our

customers’ targets and their governments’

commitments to reduce their emissions

shows a trajectory for those processing

emissions that approaches net zero by

around 2060. This is driven in large part by

China (80% of Scope 3 emissions), which

has pledged to be carbon neutral by 2060.

Approximately 20% of our emissions come

from countries such as South Korea and

Japan, which have pledged to be net zero by

2050.

We are committed to partnering with

customers and suppliers to help them

achieve their targets earlier, reaching net

zero by 2050. We have not set an overall

Scope 3 emissions target due to the limited

direct influence we have on the

decarbonisation activities of our customers,

required maturation of technology adoption

and grid decarbonisation in customers’ host

countries. Instead, we are holding ourselves

accountable on real and measurable

commitments in the near term, which will

ensure technologies are available to

accelerate the longer-term transition.

Therefore, we have set near-term, action-

oriented, and measurable targets in the

areas where we believe we have agency and

can support meaningful change. We take

accountability and track our progress on

individual projects and partnerships, and stay

deeply connected across the value chain,

ensuring we are up to date on developments

and maintaining ambitious decarbonisation

goals.

Our Scope 3 targets have not been derived

using a sectoral decarbonisation approach.

Instead, we have set these targets based on

what we can achieve practically and

effectively under each category. We engage

KPMG to provide limited assurance on our

Scope 3 emissions calculations and progress

made in relation to the 4 most significant

categories of our Scope 3 footprint: steel and

aluminium value chains, shipping and

procurement.

1.This figure is dependent on our sales mix, so is not

comparable year-on-year.

2024 Scope 3 emissions

574.6Mt CO2e

(2023: 572.5Mt CO2e)

| 395.9 | 134.0 | 12. 8 | 8.9 | 22.2 | 0.8 | | --- | --- | --- | --- | --- | --- || 0.4% – DRI | | --- | | 7% – Coke production | | 9% – Steel converter | | 20% – Sinter plant | | 63% – Blast furnace |

3122

3123

3124

3125

3126

3127

67% – Smelting electricity
2% – Refining electricity
18% – Smelting anodes & other
13% – Refining process heat		Other customer processing	59% – Chartered vessels
---	---	---
		36% – Raw materials /<br><br>high emission goods
Iron Ore	Bauxite & Alumina processing
---	---
	Other customer processing
	Marine & logistics
	Procurement
Business travel & waste

Annual Report on Form 20-F 2024	59	riotinto.com

Strategic report | Our approach to ESG | Climate Action Plan

Steel value chain

Steel decarbonisation targets –Support our customers’ ambitions to reduce their carbon emissions from blast furnace-basic oxygen furnace (BF-BOF) process by 20-30% by 20351. –Reduce our net Scope 3 emissions from IOC high-grade ores by 50% by 2035 relative to 20222. –Commission the Biolron™ pilot plant by 20262. –Commission a shaft furnace (DRI) + Electric Smelting Furnace (ESF) pilot plant by 2026, in partnership with a steelmaker. –Finalise study on a beneficiation pilot plant in the Pilbara by 2026.

Steel is one of the most cost-efficient

construction materials and is essential in low-

carbon infrastructure, transportation and

buildings. With approximately 2 billion tonnes

of crude steel produced globally in 2024, the

industry overall emits over 3.5 billion tonnes

of CO2e annually, equivalent to around 8% of

global carbon emissions.

As one of the world’s largest iron ore

producers, we have a key role to play

in decarbonising the steel value chain.

We aim to accelerate the development

and adoption of low-carbon emissions

technologies that both reduce our Scope 3

emissions and future-proof our iron ore

business. Our approach is built on a platform

of collaboration across the value chain. We

are partnering with over 40 partners in about

10 countries to build a portfolio of options,

from iron ore processing to iron and

steelmaking.

We prioritise our project portfolio based on

parameters such as ore suitability, technical

and commercial feasibility, and emissions

abatement potential, to ensure a disciplined

approach to investing capital and effort.

Our strategy is framed under 3 pathways

across different time horizons:

Existing pathways

We are actively working with our customers to

help reduce their carbon emissions from the

current blast furnace (BF) process.

Our initiatives include optimising BF burden,

improving energy efficiency, BF slag

optimisation, and carbon capture, utilisation

and storage (CCUS).

Emerging pathways

We are supporting early development and

proliferation of emerging low-carbon DRI

projects that use high-grade iron ores, such

as those we produce at IOC, and, in the

future, Simandou. We are committed to

supporting these low-carbon projects that

may otherwise face significant headwinds.

Our approach includes bringing together the

right group of partners, supplying high-grade

ore, bringing our technical and sales and

marketing expertise, and investing in early-

stage projects.

In November 2024, we entered agreements

with GravitHy – an industrial start up

establishing 2 Mtpa production of ultra-low-

carbon DRI in Fos-sur-Mer, France.

GravitHy’s hydrogen-based DRI plant is

expected to start production in 2028.

The facility will feature ultra-low-carbon

hydrogen production infrastructure, enabled

by access to grid-connected nuclear power.

By processing our iron ore with GravitHy,

emissions are reduced by up to 90%

compared to a typical BF-BOF pathway.

Future pathways

While low-carbon DRI technology is

established for high-grade ores, there is

currently no economic low-carbon iron and

steelmaking technology for low- and medium-

grade ores, such as those produced in the

Pilbara. Low- and medium-grade iron ore

accounts for more than 80% of global iron ore

supply. Full decarbonisation of the steel

industry therefore depends on the

development and commercial proliferation of

low-carbon ironmaking technologies that use

low- and medium-grade ores.

We are supporting the development of these

technologies with a focus on:

–Beneficiating our ores to remove

impurities before ironmaking.

–Pelletising our ores to improve their

suitability to proven shaft furnace

technology

–Evaluating emerging fluidised bed

technology. This technology may be a

suitable process for our iron ore fines

products, removing the need to pelletise

prior to ironmaking.

–Developing a proprietary ironmaking

process called BioIron™ which uses raw

biomass3, along with microwave energy, to

convert Pilbara ores into metallic iron. This

has potential to reduce carbon emissions

by up to 95% compared to the BF-BOF if

combined with renewable energy and fast-

growing biomass.

–Jointly developing ESF technology, which

is required for all of the above ironmaking

pathways. The ESF removes impurities

inherent in low- and medium-grade ores,

as a second stage of ironmaking. We are

progressing our partnership with

BlueScope and BHP to build an ESF pilot

facility in Australia. This will initially use

natural gas to reduce iron ore to DRI, but

once operational, the project aims to use

lower-carbon emissions hydrogen to

reduce iron ore. Reductions of up to 80%

in carbon emissions are potentially

achievable, compared to a typical

BF-BOF. We are also working with Baowu

to build an ESF pilot facility in China.

In 2024, we spent $65 million on steel<br><br>decarbonisation initiatives. Over the next 3<br><br>years, 2025-2027, we plan to spend<br><br>$200-350 million across our steel<br><br>decarbonisation portfolio.

Decarbonisation of the steel sector will not

happen in isolation; all stakeholders along

the steel value chain will need to work

together. Ultimately, Scope 3 emissions

reductions are dependent on the deployment

of these lower-carbon steelmaking

technologies by our customers. A range of

different policies is needed to support

research and development,

first-of-a-kind projects and commercial

deployment of low-carbon steelmaking.

For more information see our climate<br><br>briefing paper on decarbonising our iron ore<br><br>value chain at riotinto.com/climatechange

1.The support will be in the form of direct technical support

and co-developing technology solutions.

2.Subject to funding approval and technical feasibility.

3.Rio Tinto is aware of the complexities around the use of

biomass supply and is working to ensure only

sustainable sources of biomass are used.

Annual Report on Form 20-F 2024	60	riotinto.com

Strategic report | Our approach to ESG | Climate Action Plan

Steel decarbonisation projects tracker

Aluminium value chain

Alumina decarbonisation targets<br><br>–In 2025, partner with at least 2 bauxite<br><br>customers with the goal of improving<br><br>energy efficiency and reducing<br><br>emissions, focusing on digestion<br><br>improvement technology; controlling<br><br>or removing organic compounds from<br><br>the refining process; and technical<br><br>options to reduce moisture content in<br><br>our bauxite.

We regularly engage with our customers to

understand their ESG priorities and

requirements, and identify and agree on

collaboration opportunities aligned with our

capabilities. Energy efficiency is a key priority

for our customers due to its direct impact on

emissions.

In the alumina refinery process, steam is

used to heat the bauxite slurry in the

digestion unit to high temperatures,

dissolving the alumina in the bauxite. This

digestion process is a crucial aspect of the

overall energy efficiency of the refinery. In

addition, effective organic control is essential

for achieving production rates and producing

quality alumina, especially when processing

Australian bauxites.

More than 85% of our 134.0Mt CO2e Scope

3 emissions in the aluminium value chain

come from the electricity- and emissions-

intensive aluminium smelting process.

However, the majority of our product is

processed in China using coal-fired refining

and smelting processes, where we have little

influence over the power source for these

electricity grids.

Our short- to medium-term focus is to help

our customers improve the alumina refining

process to increase energy efficiency and

optimise use of our bauxite1.

Strong demand for bauxite has resulted in

almost double the number of refineries

processing Rio Tinto bauxite over the past 3

years. As some of our bauxite sales are

made through intermediaries, we have

limited direct interaction with the end

customer. Consequently, we have less

influence and ability to engage on

matters relating to decarbonisation with

these refineries.

In 2024, digestion improvement technology

was successfully implemented at one of our

bauxite customers’ operations. We also

completed an overview and opportunity

assessment of organics technologies, and

conducted customer visits to present the

portfolio of control options.

Another key ESG priority for our bauxite

customers is the significant challenge of

managing bauxite residue. We are supporting

our customers in the development of

processing and reuses for this residue to

reduce the environmental and safety impact of

residue storage. In 2024, we pursued a testing

program with one of our customers on

converting bauxite residue into soil products

for agriculture.

1.This is mostly via sweetening and improved digestion.

In the longer term, this will be mostly through using

renewable energy for the heat source, via hydrogen

calcination and electric boilers.

Annual Report on Form 20-F 2024	61	riotinto.com

Strategic report | Our approach to ESG | Climate Action Plan

Shipping

Shipping decarbonisation targets –Reach net zero shipping by 2050 across our shipping footprint. –Fulfil First Movers Coalition (FMC) pledge of 10% of time-chartered fleet to be running on low-carbon fuels1 by 2030 and progressing to 100% of time-chartered fleet by 20402. –Reduce emissions intensity by 40% by 2025 (5 years ahead of the target set by the International Maritime Organization [IMO]), and deliver 50% intensity reduction by 20303. –Enhance accuracy of emissions reporting by using actual voyage data for more than 95% of our cargo shipments by 2024.

Our Scope 3 emissions from shipping and

logistics are 8.9Mt CO2e. Of this, 5.2Mt CO2e

(59%) is generated by our chartered fleet,

and around 1.9Mt CO2e (21%) comes from

shipping our products, where freight has

been arranged by the purchaser. The

remaining 1.8Mt CO2e (20%) comprises

other logistics elements such as truck, rail,

container movement and other logistics-

related emissions. An additional 0.4Mt CO2e

of Scope 1 shipping-related emissions is

attributed to the vessels we own.

As a major charterer transporting over

300Mt of bulk products annually with a fleet

of 230 chartered vessels and 17 owned

ships, we recognise our vital role in

decarbonising shipping and partnering with

industry stakeholders to accelerate

this journey.

To reduce emissions from shipping, we focus

on:

Energy efficiency: While in mid-2024 we

achieved a 40% reduction in emissions

intensity against the IMO’s intensity target

baseline year 2008, we ended 2024 with a

39% reduction (up from 37% at end 2023),

primarily by:

–Incorporating larger vessels such as

Newcastlemax (210k deadweight tonnage

(DWT), which have ~10% lower

emissions intensity than standard

Capesize (170-180k DWT).

–Technical modifications to the hull,

propeller, and engine. As we improve the

energy efficiency of our own vessels, we

are also prioritising chartering vessels with

design improvements, including those with

energy-saving devices installed.

–Speed and route optimisation: We

deploy sophisticated weather routing

software and seek to continually optimise

scheduling and reduce unneeded time

waiting in port.

We have completed a recent dry dock

program and energy-saving device

installations on all 17 owned vessels.

In 2025, we plan to trial further energy

efficiency technologies such as shaft

generators and air lubrication systems, while

exploring opportunities to apply these to our

chartered fleet.

Transitional fuels: We continue to explore

opportunities for biofuels and liquefied

natural gas (LNG). In 2024, we introduced 4

additional LNG Newcastlemax dual-fuelled

vessels to our fleet (current total of 9 in the

fleet), capable of delivering up to 15% to

20% CO2e emissions reductions compared

to traditional fuel oil.

We continue to work with our partners to

progress commercially viable biofuel bunkering

solutions as well as recycled fuel deployment.

End-state fuels: To achieve our aim of net zero

shipping by 2050, our Marine team is focusing

on end-state fuels. Although there is no clear,

single end-state fuel solution for the shipping

industry, low-carbon methanol and low-carbon

ammonia are considered the more promising

options4. We progress the availability and

business case for end-state fuels (including

value-chain split of opportunity/risk) through

industry collaboration such as our leadership in

the West Australia – East Asia Iron Ore Green

Corridor.

Additionally, regulation is essential to facilitate

the drive towards net zero shipping. In 2023,

the IMO announced a heightened ambition,

including guidance for net zero shipping “by or

around 2050”, with interim non-binding

emissions reduction targets set for 2030 and

To deliver on the reduction targets, the

IMO is currently working on the development

of a basket of candidate mid-term GHG

reduction measures (eg fuel standard with

GHG pricing mechanism), with a view to

finalising these in 2025, with entry into force in

2027.

Through a range of industry partnerships and

via direct government engagement we seek to

positively shape regulatory measures that are

sufficiently robust to catalyse and accelerate

shipping’s energy transition.

In 2024, we met our target to use actual

voyage data (eg actual fuel consumption)

rather than industry estimates for more than

95% of our cargo shipments5.

1.Although the FMC currently employs the terminology

“zero-emission” rather than “low-carbon”, with a guiding

principle of delivering a well-to-wake GHG emission

reduction of 80% or more compared to fuel oil, we have

updated our terminology to reflect that these fuels are

unlikely to be fully net zero emissions on a lifecycle basis

over the coming years. While we endeavour to achieve

the guiding principle proposed by the FMC, we may

initially consider fuel pathways with a lesser emission

reduction with consideration to factors such as supply,

availability of technology and regulatory developments

from the IMO.

2.Subject to the availability of technology, supply, safety

standards and a reasonable price premium.

3.Relative to IMO’s 2008 baseline.

4.A range of fuels and technologies are likely to comprise

shipping’s “end state”, which may also include drop-in

biofuels, bio/e-LNG and even fossil fuels which may be

complemented by carbon capture technology.

5.Where Rio Tinto manages the freight (excluding free on

board shipments).

Procurement

Upstream Scope 3 emissions from

procurement were 22.2Mt CO2e (excluding

business travel) in 2024, split between

purchased fuels, goods and services.

The goods and services are further divided

between emissions related to operational

Procurement decarbonisation<br><br>targets<br><br>–Engage with 50 of our highest-emitting<br><br>suppliers on emissions reduction,<br><br>focused on driving supplier accountability<br><br>for setting and delivering against their<br><br>decarbonisation targets.<br><br>–Implement decarbonisation<br><br>evaluation criteria for new sourcing in<br><br>high-emitting categories1.

expenditure purchases (such as caustic,

explosives, coke, pitch) of 14.8Mt CO2e,

and capital expenditure purchases (such

as machinery, electrical equipment) of 3.0Mt

CO2e. Due to the nature of our businesses,

many of our purchased inputs are from hard-

to-abate sectors, such as caustic, coke, pitch

and steel.

In accordance with Rio Tinto’s stated position

to put the energy transition at the heart of our

strategy, in 2024 we launched our

Sustainable Procurement Principles and

revised Supplier Code of Conduct, outlining

the expectations we have for ourselves and

our suppliers to strive to ensure that the

procurement of our goods and services

aligns with our commitment to strive for

impeccable ESG credentials and responsible

business practices. We expect our suppliers

to share this commitment to environmental

responsibility.

We work with more than 20,000 suppliers

across complex multi-layered supply chains.

To address upstream emissions, we are

taking a systematic approach, prioritising

engagement with 50 of our highest-emitting

suppliers (representing over 40% of our

procurement-related emissions), and

referencing decarbonisation as evaluation

criteria for new sourcing in high-emitting

categories. The prioritisation of suppliers and

categories followed the assessment of the

sources of emissions across the Global

Procurement portfolio (and available

abatement pathways) and deliberately

focuses our efforts on the largest sources.

Ongoing refinement of the measurement and

reporting methodology will inform our

priorities in future.

In 2024, we issued a baseline questionnaire

to inform our engagement with 50 high-

emitting suppliers, and returned a 100%

response rate. We validated and discussed

responses in follow-up supplier

engagements with a focus on understanding

maturity, opportunities for partnership and

improvement opportunities. We have now

developed and implemented decarbonisation

criteria to evaluate new sourcing in high

emissions categories.

In 2025, we will sustain and deepen

engagements with the 50 high-emitting

suppliers, building on 2024 engagements

and continue to reference decarbonisation

criteria to evaluate new sourcing in high

emissions categories.

1.High emitting categories: Raw materials, explosives,

global equipment.

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Progress in 2024	Action in 2025
Scope 3 emissions goals and customer engagement<br><br>We are committed to partnering with customers and suppliers to help achieve their targets earlier, reaching net zero by 2050.
Steel value chain
Existing pathways
–Commissioned lump drying plant using innovative microwave technology in Meishan,<br><br>China with Baowu.<br><br>–Commissioned low-carbon sintering demonstration facility with Shougang. The facility has proven a ~10%<br><br>reduction in CO2 emissions per tonne of sinter and is replicable across the industry.<br><br>–Commissioned small-scale carbon capture and utilisation (CCU) pilot facility (100m3/hr) with Shougang.	–Complete construction of large-scale (3,000 m3/hr) CCU<br><br>facility with Shougang.<br><br>–Implement learnings on blast furnace burden<br><br>optimisation and slag recycling to additional<br><br>steel mills.
Emerging pathways
–Entered into an agreement with GravitHy, an early-stage industrial company in France that will produce<br><br>ultra-low carbon Hot Briquetted Iron (HBI). We will supply high-grade pellets from IOC and manage the<br><br>sales and marketing of GravitHy’s HBI production.	–Continue to support early development of<br><br>low-carbon DRI projects that utilise high-grade iron<br><br>ore, with a focus on locations that are proximate to<br><br>our operations.
Future pathways
–Approved spend of US$143 million to build a 1 tonne per hour research and development facility for<br><br>BioIron™ in Western Australia. Secured location and progressed detailed design and engineering for<br><br>the pilot plant.<br><br>–Entered into the NeoSmelt collaboration with BlueScope, Australia’s largest steel maker, and BHP to<br><br>jointly develop Australia’s first Electric Smelter Furnace (ESF) pilot plant. Commenced pre-feasibility<br><br>study and confirmed the pilot plant’s location in the Kwinana Industrial Area, Western Australia.<br><br>–Began lab trials for pelletisation of Pilbara ores with Baowu.<br><br>–Completed conceptual studies on building a beneficiation plant in the Pilbara.	–Progress construction of the BioIron™ pilot plant in<br><br>Western Australia.<br><br>–Complete pre-feasibility study and commence<br><br>feasibility study for the NeoSmelt ESF pilot plant,<br><br>subject to stage gate approval.<br><br>–Undertake ESF trials with Baowu, utilising DRI<br><br>produced from pellets containing Pilbara ores.<br><br>–Begin next stage of studies and test work for a<br><br>beneficiation pilot plant in the Pilbara.
Aluminium value chain
–Digestion improvement technology successfully implemented at one of our bauxite customers’ operations.<br><br>–Completed organics technologies overview and opportunity assessment.<br><br>–Customer visits completed in Q4 2024 to present the portfolio of control options.<br><br>–Supported Pacific Aluminium Operations in looking at options to reduce bauxite moisture, and provided<br><br>data and input from a customer perspective. A commercially available technology has been identified<br><br>for a vacuum stockpile drainage system. A pre-feasibility study has been approved for implementation<br><br>for Amrun’s bauxite.	–Work with a further customer on implementing<br><br>digestion improvement technology in 2025.<br><br>–Work with select customers to improve organics<br><br>management capabilities.<br><br>–Continue to support Pacific Aluminium Operations in<br><br>progressing technical options to reduce moisture<br><br>content in our bauxite.
Shipping
–Progressed to a 39% reduction in emissions intensity (from 37% end 2023; relative to IMO’s intensity<br><br>baseline year 2008).<br><br>–Completed energy saving device installation program across fleet of 17 owned vessels. Introduced 4<br><br>more LNG dual-fuelled vessels into the fleet, bringing our current total to 9.<br><br>–In conjunction with the Western Australia–East Asia iron ore green corridor, engaged with industry on a<br><br>process safety deep dive on ammonia used as fuel and supported a ship-to-ship ammonia transfer trial<br><br>in Western Australia.<br><br>–Improved emission transparency using actual voyage data for over 95% of our cargo shipments for<br><br>which we manage shipping, achieving our target.	–Accelerate energy efficiency drive, including through<br><br>incentivising value-accretive energy saving device<br><br>installations on chartered vessels.<br><br>–Partner with stakeholders to progress economic<br><br>frameworks for the development of the Western<br><br>Australia-East Asia iron ore green corridor.<br><br>–Mature ammonia health, safety, environment and<br><br>communities (HSEC) risk and control framework,<br><br>ahead of potential ammonia dual-fuel vessel charter.
Procurement
–Engaged with 50 of our highest-emitting suppliers on emissions reduction, focused on driving supplier<br><br>accountability for setting and delivering against their decarbonisation targets.<br><br>–Implemented decarbonisation as evaluation criteria for new sourcing in high-emitting categories.	–Sustain engagements with 50 high-emitting suppliers.<br><br>–Continue to embed and sustain decarbonisation criteria<br><br>in standard processes to evaluate new sourcing in high<br><br>emissions categories.

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Capital allocation and investment framework

Total decarbonisation spend1<br><br>$589m<br><br>(2023: $425m)	Capital expenditure, investments and<br><br>carbon credits<br><br>$283m<br><br>(2023: $191m)	Operational expenditure<br><br>$306m<br><br>(2023: $234m)
Decarbonisation spend refers to the total cost of delivering our global decarbonisation projects, nature-based solutions and carbon credits, and select scope 3 activities. Expenditure<br><br>must be incurred for decarbonisation purposes and can be either capital or operating in nature, based on financial accounting principles.<br><br>1.Total decarbonisation spend includes costs related to the purchase of offsets, renewable energy certificates, decarbonisation team costs and external decarbonisation investments.

Decarbonisation investment is derived from

the Group’s capital allocation framework and

aligned to our 2025 and 2030 Scope 1 and 2

emissions targets. We make decisions under

a dedicated evaluation framework which

considers the following:

–impact of the investment on shareholder

value and asset cost base

–level of emissions abatement

–maturity of the technology and

delivery risk

–competitiveness of the investment as per

the marginal abatement cost curve

(MACC) and external benchmark

–policy context

–alternative options on the pathway to net

zero.

We also assess projects against our

approach to a just transition, with

consideration to the impact on employees,

local communities and industry. In line with

our other investment decisions, governance

of decarbonisation investments depends on

the nature and size of the project.

Using this framework, we maintain our

capital expenditure guidance of $5-6 billion

between 2022 and 2030 and $0.5-1 billion in

the period 2024-2026. This includes

voluntary carbon credits and investment in

nature-based solutions projects but excludes

the cost of carbon credits bought for

compliance purposes. We are also

transitioning many of our significant fossil

fuel contracts into various commercial

contracts for renewable PPAs and biofuels.

Rio Tinto applies an internal cost of carbon

when making our investment decisions. This

includes current legislated carbon penalties,

which apply to approximately half of our

emissions, principally in Australia and

Canada, plus future policies that could be

introduced in the regions where we operate.

See page 44 for more detail on our carbon

prices used in our climate change scenarios

and page 73 for our Scope 1 emissions

covered by emissions-limiting regulations.

Our decarbonisation project portfolio is

constantly evolving as new projects are

added following further technical and

commercial assessment. We are targeting

a value accretive pathway to 2030 across the

portfolio. The large scale investment in zero

emissions technologies that is needed to

progress towards our net zero target

will require global carbon pricing or

green premiums.

2030 decarbonisation spend

Our target to reduce emissions by 50% by

2030 relative to 2018 levels remains

unchanged. We see decarbonisation as a

key business imperative to manage our

exposure to volatile fossil fuel prices and to

mitigate the impact of inflationary carbon

penalty costs. Meeting our 2030 targets will

diversify our energy portfolio away from

volatile, globally traded fossil fuels and

towards structurally secure, long-term, cost

efficient, low-carbon alternatives.

As per our 2023 climate change-related

reporting, we believe achieving this will

require less capital investment and an

increasing number of commercial

partnerships than expected when we set our

targets in 2021.

To further accelerate our emissions

abatement, we will take advantage of

non-capital-intensive solutions that can be

ready in the market this decade and avoid

lengthy project development schedules.

We anticipate that approximately 90% of our

abatement by 2030 will be delivered by non-

capital intensive solutions, including several

renewable PPA contracts executed over the

past 12 months.

For projects delivering on our 2030

abatement target, we anticipate incremental

operating expenditure at a portfolio level to

be breakeven, before application of carbon

costs and savings. A significant amount of

abatement will be delivered through entering

into PPAs that can be cost-neutral or offer a

cost saving relative to the fossil fuel

alternative. This is offset by other contracts

such as biofuels where we anticipate a cost

premium will prevail this decade.

We also continue to make ongoing

investments in studies, pilots and

demonstration plants targeting long-dated

and uncertain carbon reduction outcomes.

Operational expenditure varies year on year,

but across the decade we anticipate on

average annual spend to be in the order of

$0.2-$0.3 billion.

Pre-2030 abatement projects are

predominantly expected to be delivered

through non-capital-intensive solutions

and proven technologies, while post-2030

abatement projects are generally

characterised as high-cost, capital-intensive

projects that require industry breakthroughs.

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Just transition

We acknowledge that the low-carbon

transition requires substantial investment and

significant changes to our current energy

systems and supply chains. These transition

activities introduce new social risks and

opportunities to host communities,

employees, contractors and customers, and

have the potential to disproportionately affect

those that are most vulnerable to change.

Through our Human Rights Policy we have

committed to “support a low-carbon transition

that is rights-respecting, socially inclusive

and just”. We will embed just transition

principles into our decarbonisation strategy,

working to minimise impacts and optimise

socioeconomic opportunities.

Our progress on our 2024 commitments was

largely through establishing strong

partnerships and working transparently with

local communities.

Partnering to facilitate a

just transition

The quantum of minerals needed to realise

the global energy transition will require new

mines, many of which will be located on the

lands of Indigenous or land-connected

peoples, or in vulnerable socioeconomic

regions. Large areas of land will also be

required for developing renewable energy

projects. Respectful and ongoing

engagement will be at the centre of these

new developments.

In Australia, our agreements with the

Yindjibarndi Energy Corporation and

the Ngarluma Aboriginal Corporation

are the first Indigenous partnerships in

our renewable energy portfolio, and

are important pathways into future

energy projects.

We also have a growing portfolio of

nature-based solutions projects, where

we work with local partners to deliver high

integrity projects which foster positive

outcomes for people, nature, and climate.

These partnerships are co-designed with

communities to secure resilient and

improved livelihoods through the protection,

sustainable management, and restoration of

nature.

Managing impacts and

opportunities

When we make decisions on

decarbonisation projects across our work

streams (eg renewables, diesel transition,

nature-based solutions) we aim to optimise

environmental and social outcomes, while

effectively managing expected and

unintended impacts.

For communities more broadly, our Group

social investment framework has an

“economic opportunity and just transition”

investment pillar supported by the regional

economic development framework. There

are multiple projects underway worldwide to

strengthen regional economic diversification

and equip communities to tackle the

challenges of climate change. Through the

social investment reporting system, data is

already collected around how we contribute

to “stable, beneficial work and economic

opportunities” and delivering “diverse,

inclusive and secure economies”.

We also apply local and Indigenous

participation requirements throughout our

energy and other procurement processes.

This ensures that local and Indigenous

employment and procurement are optimised,

thereby building capability within these

groups to take advantage of transition-

related opportunities.

For our workforce, this means we need to

support affected employees to transition

to other opportunities either within our

business, with other resource companies

in different locations, or to new

industries altogether.

As an example, the introduction of the

ELYSIS™ technology in Canada or battery-

electric haul trucks at our mines will create

an ecosystem of new opportunities and jobs.

We will work closely with our employees and

host communities to plan for these changes.

Engagement and

transparency

We are currently rolling out an annual

sentiment survey through our Local Voices

program which was initiated in 2023. This

survey includes questions around climate

change and communities’ understanding of

the potential impacts and opportunities

associated with decarbonisation.

We also facilitate civil society organisation

roundtable events in 3 locations each year.

These events provide a space for

engagement around our work towards a just

transition.

Action in 2025

Our future actions will focus on the following

objectives:

–further embedding just transition

principles and commitments into our

project decision-making processes

–better understanding the social impacts of

our decarbonisation strategy

–providing greater transparency for

workers and communities affected by our

transition activities.

Climate policy

and advocacy

We support the goals of the Paris Agreement to pursue efforts to limit the global average temperature increase to 1.5 degrees, and do not advocate for policies that undermine this or discount Nationally Determined Contributions. Our high-level policy positions are: –Business has a role to play in climate policy development; this should be effective, fair, pragmatic, market- based and support free trade. –Carbon pricing is the most effective incentive for business to reduce emissions, but may not be sufficient for hard-to-abate parts of our carbon footprint (for example carbon anodes, minerals processing). –Climate policy should not undermine competitiveness and result in carbon leakage - carbon border adjustment mechanisms or alternative policies are necessary. –Other policy tools are necessary to decarbonise minerals and metals: grant funding and tax incentives for research and development; product standards and procurement obligations to drive the deployment of pre-commercial technology.

While business has a vital role in managing

the risks and uncertainties of climate change,

governments can support the challenge by

providing enabling frameworks, including

policies and programs, which increase

momentum to shared net zero goals.

Rio Tinto’s direct engagement on climate

policy is underpinned by the climate

commitments and principles which represent

a guide to the positions taken in both direct

and indirect advocacy. Overall advocacy

positions will balance the commitment to

these principles and the climate targets set

with the need for an efficient permitting

process that is essential for project

development. This includes projects that

decarbonise our operations or those that

produce transition materials and support

local communities and jobs in the regions

where we operate.

We actively engage on climate and energy

policy with governments, industry and civil

society in the countries where we operate in

different ways to help shape policy,

regulation and frameworks. We post all

standalone submissions to government

consultation processes on our website.

For more information on our climate<br><br>position and advocacy, see riotinto.com/<br><br>climateposition
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We encourage industry associations to align

all climate related advocacy with the goals of

the Paris Agreement. We publish our review

of the climate advocacy of industry

associations annually.

Our approach to policy advocacy has been

informed by our regular engagement with

investors and stakeholders.

Our climate related advocacy is focussed on

policy and other measures which enable

decarbonisation of operational emissions,

production of metals and minerals required

for the energy transition and support for the

goals of the Paris Agreement.

Below are examples of the focus areas and

objectives for engagement on key climate

policy areas.

Industry associations and civil

society

Industry associations and civil society

organisations play an important role in policy

development and reform.

Industry associations’ views will not always

be the same as ours, so we periodically

review our memberships in individual

associations. This assessment may include:

–the purpose of the association and the

value the membership may provide to our

business and our investors

–appropriate governance structures within

the industry association policy positions

and advocacy of the industry association.

Where our membership is significant, we will

work in partnership with industry associations

with the aim of aligning these policy positions

with our climate and energy policy. Where

significant differences in policy positions arise

we may:

–provide greater clarity on our own policy

positions, through standalone direct

company submissions on policy issues or

direct engagement with policy makers

–work as part of that industry association

to understand alternative points of view

and to seek common ground or seek a

broader balanced response to areas of

difference

–seek a leadership position in the

governance body of that industry

association to further influence the

policies and perspectives of that

association, or

–suspend our membership, if it seems

formal dialogue processes undertaken for

more than 12 months will not resolve our

differences in positions. In making this

decision we would also consider other

benefits (unrelated to climate change)

membership of such associations brings

to our business, our investors and other

stakeholders.

For more information for more information<br><br>on our work with industry associations,<br><br>including our review of their climate change<br><br>advocacy activities, see riotinto.com/<br><br>industryassociations

Climate policy and

advocacy governance

Our Climate Policy and Advocacy team

engages with industry associations, civil

society organisations, investors, government

bodies, and other stakeholders on climate-

related policies, regulations, and reporting.

Submissions to direct government

consultations on climate related policy are

typically developed by this team in

conjunction with subject matter experts or

decarbonisation project leads, reviewed by

our government relations and legal teams,

and then approved by the relevant country

Director or senior executive.

The Board approves our positions on climate

change policy, our approach to engaging with

industry associations and our annual review

of indirect advocacy. Management is

responsible for comparing our positions with

those of individual industry associations on a

“comply or explain” basis.

	2024 Activities
Decarbonising energy systems<br><br>Government’s sectoral decarbonisation plans and policies should<br><br>support investment certainty and drive an orderly transition of<br><br>energy systems while supporting operational decarbonisation<br><br>through the delivery of sufficient supply of competitively priced,<br><br>reliable, low-carbon energy.	–In Australia, we participated directly and indirectly through industry associations in the<br><br>development of the Electricity and Energy Sector Plan and conducted extensive engagement<br><br>with a range of government bodies on the critical role of renewables in our operational<br><br>decarbonisation pathways.<br><br>–In Canada, we had industry-level discussion with Federal and Territory authorities on the<br><br>importance of clean energy for the development of critical mineral mining projects. We have<br><br>also proposed the expansion of inter- and intra-provincial power lines to provide renewable<br><br>electricity for projects needed for the low-carbon industrial transition, as well as for the clean<br><br>electricity tax credit to include intra-provincial power lines.
Development of carbon pricing schemes to support<br><br>the transition<br><br>In the absence of global carbon prices, country level carbon<br><br>pricing or emissions reductions schemes must balance shared<br><br>net zero emissions with competitiveness of our operations and<br><br>risks of carbon leakage.	–We supported the transition of British Columbia’s carbon tax scheme to an output-based<br><br>pricing scheme while ensuring the competitiveness of our recently modernised aluminium<br><br>smelter in Kitimat. Through industry associations, we also supported the use of high-quality<br><br>regulated credits as an additional tool to meet compliance obligations and to support<br><br>emissions reduction outside the scope of the Quebec Cap-and-Trade System.
Development of a sustainable low-carbon liquid fuels<br><br>industry<br><br>Displacing diesel use requires a range of options, including fleet<br><br>electrification and the use of renewable diesel alternatives.<br><br>Government policies are required to support the development<br><br>of a competitive and sustainable low-carbon liquid fuels market.	–We published a briefing paper on Transitioning our Diesel Fleet, including outlining policy<br><br>support required.<br><br>–In Australia, we advocated for supply side mechanisms to support the development of a<br><br>competitive renewable diesel market in our submission to the Future Made in Australia: Low<br><br>Carbon Liquid Fuels consultation process, and the development of sectoral decarbonisation<br><br>plans, and provided technical input into the development of an Australian renewable diesel<br><br>standard.<br><br>–We submitted support for the development of a new Australian Carbon Credit Unit<br><br>methodology to incentivise sustainable biogenic feedstock projects in Australia.<br><br>–We advocated for reporting frameworks that enable recognition of emissions reduction from<br><br>biofuels use and certification of full value chain carbon intensity.
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	2024 Activities
Progressing decarbonisation plans for the aluminium industry<br><br>Decarbonisation of hard to abate energy intensive processing<br><br>activities requires significant investment in technology<br><br>development and deployment, and support which ensures global<br><br>competitiveness of these sectors through the transition in the<br><br>absence of a global carbon price.	–In Australia, we undertook extensive engagement with state and federal government<br><br>departments to increase awareness of the aluminium value chain, decarbonisation pathways<br><br>and economic considerations. We advocated for support for the transition and decarbonisaton<br><br>of these industries in our submissions to the Future Made in Australia: Unlocking Green<br><br>Metals Opportunities consultation and the development of the Industrial Sector<br><br>Plan (ongoing).
Climate-related financial reporting<br><br>We support the development of frameworks that encourage<br><br>transparency and provide the key disclosures required for investors<br><br>and other external stakeholders to compare progress against climate<br><br>ambitions, enhance competitiveness in global markets, attract<br><br>investment and accelerate the transition of economies.	–We provided feedback by our Australian industry associations on Treasury’s Exposure Draft<br><br>Legislation and the AASB S2 Exposure Draft supporting alignment with international<br><br>standards to balance increased transparency with efficiency of reporting and comparability of<br><br>data.
Providing the materials and minerals essential to the<br><br>energy transition	–In Australia, we advocated for the inclusion of copper, aluminium, alumina and bauxite into<br><br>Australia’s revised Critical Minerals List as they are central to the clean energy transition<br><br>(high-purity alumina was already on the list). Subsequently, aluminium and copper were<br><br>included in a newly formed Strategic Materials List.<br><br>–In Canada, we advocated for the inclusion of high purity iron ore on Canada’s Critical<br><br>Minerals List as a key input into low-carbon steel manufacturing.
Additional areas of focus for 2025
Growing demand for low carbon products	–We will engage with the Australian government’s development of the Renewable Energy and<br><br>Product Guarantee of Origin certifications, to promote transparent and consistent disclosure<br><br>of carbon intensity.<br><br>–We will engage with the government of Quebec through public consultation on the future of<br><br>the Cap-and-Trade scheme in Quebec, and support the inclusion of indirect emissions in the<br><br>EU Carbon Border Adjustment Mechanism to support the production of low carbon<br><br>aluminium.

Physical climate risk and resilience

We will continue to enhance our resilience to

a changing climate, aiming to ensure the

long-term viability of our assets, our people,

communities and broader value chains.

We will:

–Monitor risks across our operations and

adapt our processes to make sure our

sites are managed responsibly and safely

for our people, surrounding communities,

and the environments we work in, now

and in the future.

–Undertake physical climate risk financial

modelling and enhance the accuracy and

completeness of the data used for the

analysis where possible.

–Refine our physical resilience program

based on the outcomes of the physical

risk analysis.

Physical climate risk refers to the negative

effects of extreme weather and changing

climate conditions, classified as 2

main types:

–Acute climate risks: Sudden, severe

events like tropical cyclones, wildfires,

heatwaves, extreme rainfall, flooding, and

hail. These can disrupt operations, damage

infrastructure, impact communities, and

increase operational costs.

–Chronic climate risks: Gradual changes

such as rising sea levels, increasing

temperatures, and altered precipitation

patterns. These can reduce resource

availability, increase costs, affect

productivity and workforce health, and

impact supply chain resilience.

Building resilience involves anticipating,

adapting to, and recovering from these impacts

to ensure the long-term viability of assets,

people, communities and value chains.

Our strategy and approach

Our approach to physical climate risk and

resilience is centred around 4 pillars that

guide our risk management and our work on

adaptation:

Weather/climate analytics

and insights

Across the Group, we use advanced weather

and climate data products. These include

short-term weather forecasts and severe

weather forecasts that aid in operational

planning and emergency responses. Climate

outlooks support mine planning and

resilience by providing insights into rainfall

and cyclone patterns. Catastrophe modelling

estimates financial impacts from extreme

events. Long‑term climate change

projections assess future extreme events

and inform risk and resilience assessments,

operational strategies and financial planning.

Climate change projections are available for

every site in our portfolio (including non-

managed assets). Down-scaled climate

change projections are available for over 60

climate change variables and future emission

scenarios from the IPCC Coupled Model

Intercomparison Project 5 and 6 (CMIP5 and

CMIP6). We have completed flood risk

modelling for 100% of our managed and

non-managed assets. These span present-

day, medium and long-term time horizons.

Physical risk identification

and assessment

Our approach to quantifying and assessing

physical risk covers individual assets

(bottom-up) and Group level (top-down). We

first identify climate risks and opportunities

across varying time horizons and emission

scenarios. Next, we evaluate their potential

financial and non-financial consequences

and likelihood, then we prioritise these risks

by materiality for effective risk management

and appropriate resource allocation. This

process is integrated within the Rio Tinto

Risk Management Information System. The

scope of our assessments includes our

operations and the environments in which we

operate, our people, the communities who

host us and our supply chain.

Resilience planning and adaptation

Our resilience planning identifies the most

appropriate resilience measures to manage

climate risks and adapt to them. We

comprehensively evaluate an investment

decision before funding is approved. This

includes prioritising projects and engaging

key stakeholders to seek alignment on the

investment and its implementation.

Monitoring and evaluation

We actively and regularly monitor risks, with

clearly defined roles and responsibilities. We

continually evaluate the latest generation of

climate change data and emerging

technologies to assess the risk profile of our

assets and infrastructure over time. Where

we have identified a material change to the

economic, social, environmental or physical

context of the risk, we revisit the assessment

process.

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Risks and impacts

We have identified 8 Group-level material physical climate risks.

The table below takes into account both the short-term risk that could emerge during current operations and the

long-term risk associated with climate change.

| Key | l | Short term (0-2 years) | l | Medium term (2-10 years) | l | Long term (10+ years) | | --- | --- | --- | --- | --- | --- | --- || Risk, impact and time horizon | Environmental triggers | Risk management | | --- | --- | --- | | Tailings storage facility (TSF) containment breach/failure due to geotechnical instability or significant erosion event ll | Extreme rainfall, flooding | Our facilities comply with local laws and regulations and have risk management protocols in place, including a Group safety standard for tailings and water storage facilities. We regularly update this standard and undergo internal and external assurance checks. Our operational TSFs have, or are developing, tailings response plans and follow strict business resilience and communications protocols. | | Water shortages, supply and availability impacting operations and production, water treatment and environmental compliance, dust control and community relations ll | Rainfall, temperature | We use a water risk framework to identify, assess and manage water risks across our portfolio of managed operations (see page 36). The framework requires us to consider whether sufficient water is available to supply both our operational demands and the demands of other stakeholders within the broader catchment. We apply rigorous standards and processes to ensure effective controls are in place at all sites. This includes our Group water quality protection and water management standard, and a standardised Group water management control library which describes all controls identified to manage our water risks. Asset-specific climate change risk and resilience assessments further enable continued improvement of water risk management over time. | | Damage to critical coastal infrastructure (shipping berths, ship loaders, stackers/reclaimers, conveyors) resulting in operational and supply chain disruption lll | Tropical cyclone/storm, wind, storm surge | Our coastal infrastructure is designed to withstand the wind loading and other impacts associated with extreme events, including severe tropical cyclones. Established business resilience management plans offer frameworks for response, continuity, and recovery in the event of a natural catastrophe scenario, aiming to minimise damage and resume operations swiftly. Our engineering risk assessment program, including asset-level critical risk assessments, considers natural catastrophe modelling and associated risks, if appropriate. | | Damage and outages of critical electrical (motors, generators, cooling systems) and power (substations, transformers, transmission lines) infrastructure leading to operational downtime and damage to equipment lll | Tropical cyclone/storm, extreme rainfall, flooding, extreme temperatures, lightning | Electrical and power infrastructure is designed in accordance with local engineering and design standards and internal electrical safety standards and is considered in our asset-specific climate change risk and resilience assessments. Flood risk modelling (surface water, riverine and coastal inundation) incorporating future climate change projections has been completed across our portfolio of managed and non-managed operations. | | Damage to critical mining and production infrastructure (eg fixed plant, conveyors) resulting in operational disruption lll | Tropical cyclone/storm, extreme rainfall and/or flooding | Critical mining and production infrastructure is designed in accordance with local engineering and design standards and considered in our asset-specific climate change risk and resilience assessments. Assets located in tropical cyclone-affected regions have appropriate controls to minimise damage and operational downtime. Flood risk modelling incorporating future climate change projections has been completed across our portfolio of managed and non-managed operations. | | Health and safety and productivity of workforce resulting in reduced productivity, dehydration and impaired ability to work safely and efficiently ll | Extreme heat | Controls are in place to manage the risk of extreme heat for our workforce, including adequate acclimatisation prior to starting work. Those undertaking high-risk heat tasks are monitored daily for signs or symptoms of heat illness and stress. Operator checklists ensure adequate hydration and work area management. Provision is made for cool rest areas with access to cool drinking water. Our workforce is able to self- pace their workload ensuring regular breaks. | | Disruption to transport routes (maritime, rail, air and road access) and supply chain (supplies and critical spares and access to direct customers) lll | Tropical cyclone/storm, extreme heat, extreme rainfall, flooding | We are working to better understand the interdependencies across our entire operation. We operationalised analytics that provide real-time natural hazard impacts for over 50% of our tier 1-3 goods suppliers. Being alerted to potential supply disruption in real-time allows our teams to make informed decisions to reduce supply chain disruption. This work aims to identify critical components of our product group supply chains and manage the potential adverse impacts from physical climate risk. | | Acute and chronic climate change impacting closure objectives ll | Tropical cyclones/storm, temperature, rainfall, flooding, sea level rise | We consider these impacts when planning and executing closure. We use latest- generation climate change projections specific to the site to inform appropriate landform design, water management and vegetation selection. This is to support modelling per local regulatory requirements and internal closure standards. Ongoing and regular monitoring and maintenance of the site is essential to ensure the effectiveness of closure measures, including monitoring water quality, soil erosion, vegetation growth and any potential contamination or instability issues. | | Annual Report on Form 20-F 2024 | 68 | riotinto.com | | --- | --- | --- |

Strategic report | Our approach to ESG | Climate Action Plan

Modelling financial exposure to

physical climate risk

In 2022, we launched the Physical Resilience

Program, starting with resilience assessments

in the Pilbara and Saguenay–Lac-St-Jean. In

2023, we expanded to a Group-wide

assessment to understand climate risks and

financial impacts. We continue to improve

financial risk modelling and enhance asset-

level climate resilience assessments.

We update our scenario analysis for physical

risk assessments in line with our strategic

planning cycles or when there are significant

changes to our assets or sites. This year,

there have been no material changes to our

business or operations, so our current

assessment remains relevant. However, we

have revised our assessment to confirm our

business remains resilient to the identified

physical risks.

Our climate physical risk modelling analysis,

performed in collaboration with Marsh,

estimated the expected financial losses from

damage to individual assets, across various

time horizons and emission scenarios

caused by physical climate hazards. This

analysis used modelling from XDI (Cross

Dependency Initiative). Losses associated

with business interruption or productivity loss

were excluded due to the complexity of our

value chain and the increased subjectivity of

loss attribution.

This modelling process and methodology

considers the following:

1)Asset portfolio: Includes a significant

breadth of assets, including mining assets

and critical infrastructure components

integral to our operations. Only active

industrial and mining facilities were

modelled, including non-managed

operations. Corporate offices and remote

operation centres have been modelled

but are not presented in this analysis.

Assets in our closure portfolio have not

been modelled, but are considered in

bottom-up physical risk and resilience

assessments.

2)Climate scenarios, time horizons

and hazards:

Emission scenario	Description and outcome
Intermediate<br><br>emissions<br><br>scenario<br><br>IPCC<br><br>Representative<br><br>Concentration<br><br>Pathway 4.5<br><br>(RCP4.5)	Emissions peak around<br><br>2040, then decline.<br><br>Relative to the<br><br>1986-2005 period, global<br><br>mean surface<br><br>temperature changes<br><br>are likely to be<br><br>1.1°C-2.6°C by 2100.
High emissions<br><br>scenario<br><br>IPCC<br><br>Representative<br><br>Concentration<br><br>Pathway 8.5<br><br>(RCP8.5)	Emissions continue to<br><br>rise throughout the 21st<br><br>century and is<br><br>considered a worst-case<br><br>climate change scenario.<br><br>Relative to the<br><br>1986-2005 period, global<br><br>mean surface<br><br>temperature changes<br><br>are likely to be<br><br>2.6°C-4.8°C by 2100.

Multiple future time horizons are

modelled, including 2030 (medium term),

2040 and 2050 (long term). Eight climate

hazards are modelled in this analysis,

including flooding (riverine and surface

water), coastal inundation, including sea

level rise, extreme heat, cyclonic wind,

extreme wind, forest fire and freeze-thaw.

3)Annualised damage (AD): The output of

the modelling is calculated for each asset

under various climate scenarios, time

horizons and hazards. AD, expressed as

a percentage, represents the expected

average annual damage to an asset

attributable to climate-related hazards

relative to a fixed value

(eg $1 million). As such, an AD of 0.5%

would mean that for every $1 million of

exposure, $5,000 could be damaged, on

average, in any given year.

Asset-specific outputs have been

aggregated to the site, region and Group

level. Risk categorisation is based on the

AD values, with thresholds set at <0.2%

for low AD risk, 0.2-1% for medium AD

risk, and >1% for high AD risk.

Estimates consider a stationary “do

nothing” approach for our operating

assets and do not consider present or

future controls, or adaptation or resilience

projects that will likely materially impact

our AD cost.

Annualised damage risk scores

At the Group level, present day AD losses fall

within the initial range of the medium AD risk

category (0.2-1%). Considering projected

future emission scenarios by 2050, we

expect increases in AD. This places the

Group’s AD in the intermediate range of the

medium AD risk category, potentially

exceeding a two-fold rise from present

values.

Currently, across 9 core climate geographies

where we operate, the risk of AD is low in 3

regions, medium in 5 and high in 2. Notably,

sites in Asia, the Middle East and Guinea are

the primary contributors to the highest risk

classification. In both the intermediate and

high emissions scenarios, by 2050, eastern

Australia and New Zealand are also

expected to be classified as high risk with up

to a four-fold increase in AD. This is

principally due to the potential effects of

coastal inundation, surface water flooding

and cyclonic winds. Other notable increases

in risk are in Europe and the Middle East (an

approximate 60% increase). The risk trend in

Asia is steady through time.

In assessing the risk of various hazards

under different emissions scenarios

projected for 2050, there is a notable shift in

the risk profile for various perils across our

operating sites. The number of sites at risk

from coastal inundation, riverine flood and

surface water flood increase under both

future emission scenarios. Of all hazards,

riverine flood sees the largest increase by

2050 under a high emissions scenario. The

number of operating sites at risk from

cyclonic wind, extreme wind, forest fire,

freeze-thaw and soil subsidence is not

expected to materially change with future

emissions scenarios.

Considerations and limitations

Our climate physical risk modelling

acknowledges limitations and uncertainties

due to the dynamic nature of the Earth’s

climate and unpredictable future GHG

emissions. These models represent plausible

futures, not predictions, and are useful for

assessing risks and informing strategic

decisions.

The accuracy of our analysis depends on the

quality of asset data and assumes no

changes in operations or design standards.

Each asset is assigned an archetype, which

may not fully capture its unique

characteristics, affecting the risk profile.

This analysis is iterative, evolving with new

insights and projections. We plan to update it

regularly to reflect changes in our asset base,

guiding our physical resilience program.

Annual Report on Form 20-F 2024	69	riotinto.com

Strategic report | Our approach to ESG | Climate Action Plan

Annualised damage risk | Group and regional

		Intermediate emissions scenario			High emissions scenario
	Present	2030	2040	2050	2030	2040	2050
Rio Tinto Group
Africa
Asia
Australia East and New Zealand
Australia West
Canada East
Canada West
Europe and Middle East
South America
US								Low risk (<0.2%)	Medium risk (0.2-1%)	High risk (>1%)
---	---	---

We remain resilient to identified physical climate risks due to our robust adaptation and resilience measures. See page 158 for more on our

resilience to physical risk impacts.

2024 progress

Throughout 2024, we made progress on

managing and adapting to our physical

climate risks.

–Global Industry Standard on Tailings

Management (GISTM): In accordance

with GISTM guidelines, we continue to

make progress on the climate resilience

assessment process for our tailings

storage facilities (TSFs). This approach

tests the design basis of each TSF

component, considering future

climate change. We have completed

assessments for high priority TSFs

and are continuing to progress with

assessments for all remaining facilities,

which are expected to be completed by

August 2025.

–Supply chain: This year, we

operationalised analytics that provide

real-time natural hazard monitoring for

50% of our supply chain (tier 1-3 goods

suppliers). Being alerted to potential

supply disruption in real time provides our

teams with the opportunity to make

informed decisions to reduce supply

chain disruption.

–Water supply: In 2024, we continued to

enhance our water risk management by

evaluating our ability to maintain a reliable

power supply from external hydropower

providers. This includes assessing power

generation and electricity transmission. To

support this, we conducted a climate risk

assessment at our ISAL smelter.

Action in 2025

In 2025, we will progress our bottom-up

physical risk and resilience assessments

across our operating sites and TSFs, in

accordance with the GISTM. We will

continue to refine and enhance the data

inputs and estimates used in our modelling to

generate more accurate and meaningful

results that will help focus our activities in

2025 and beyond.

–Extension of Value at Risk (VaR)

analysis/financial risk: We advanced

the Global VaR top-down risk assessment

with more detailed financial risk modelling

at a product group level. We have

completed the assessment of our Iron

Ore product group and have started work

on the Aluminium product group and

expect to complete this in 2025. In

addition to asset damage, the product

group level assessment also evaluates

the impacts of business interruption on

Group revenue.

–Bottom-up risk assessments: Asset-

level climate resilience assessments are

advancing across all product groups as

part of a broader multi-year program. In

2025, we plan to perform a

comprehensive review of the

methodologies and governance

processes supporting climate risk

management and resilience measures.

This will focus on strengthening the

integration of climate resilience analysis

and planning into asset-level risk

assessment frameworks and processes.

–Water supply: In 2025, we will conduct 2

climate risk assessments on non-

managed hydropower supply for the

NZAS and Bell Bay aluminium smelters.

We will also assess our water supply at

our operations in Gladstone.

For more information on physical risk and<br><br>resilience, see riotinto.com/climaterisk

Climate-related

governance

The Board

The Board has ultimate responsibility for our

overall approach to climate change. This

includes the oversight of climate-related risks,

opportunities, strategy, projects, partnerships,

physical resilience, engagement, reporting,

and advocacy as per the Schedule of Matters.

Climate change and the low-carbon transition

present material risks and opportunities for our

business, forming a key part of our strategy

and ESG objectives. The Board approves our

overall strategy, policy positions, and climate

disclosures within this report, delegating

specific responsibilities to committees and the

Chief Executive. These factors are considered

in strategy discussions, risk management,

financial reporting, investment decisions, and

executive remuneration.

The Board regularly receives updates on

climate-related matters at board meetings. The

CFO presents a performance report, including

a dashboard of KPIs and a detailed

decarbonisation scorecard covering, but not

limited to, operational emissions, offsets,

abatement projects and Scope 3 emissions.

In the past 12 months, the board agendas

have included climate-related items, such as

discussions on the Boyne Smelter repowering

solutions and NZAS electricity arrangements.

The Board balances environmental goals with

financial and social implications. For example,

we secured 2.2 GW of renewable energy for

the Boyne Island smelter through PPAs.

Although the Pacific Aluminium Operations

average is in the 4th quartile of the aluminium

cost curve, repowering the smelter should help

it move lower down the cost curve. This

decision highlights the trade-offs between

advancing decarbonisation goals and

supporting local employment in the Gladstone

region. Climate-related matters are also a key

part of the biannual strategy sessions.

Annual Report on Form 20-F 2024	70	riotinto.com

Strategic report | Our approach to ESG | Climate Action Plan

In 2022, our shareholders supported the CAP

put forward to them by the Board, in a non-

binding advisory vote on our ambitions,

emissions targets and actions to achieve

them. The Board further committed to

repeating this vote every 3 years, at a

minimum, unless there were significant

changes in the interim, in which case the CAP

would be returned to the next immediate AGM.

The principles which formed the basis for the

development of the 2025 CAP were presented

to the Board in October and approved as part

of the Annual Report preparation and review

process.

Progress against commitments in the

CAP is reported once a year to our

stakeholders via the climate disclosures in

the Annual Report. These disclosures are

supplemented with briefing papers, our

Quarterly Operations Review, press

releases and other reports on our progress.

In addition, we consulted our shareholders

and CSOs during the work to update this

2025 Climate Action Plan.

Given the importance of climate-related

matters, we have specifically considered

candidates with experience in climate and

renewable energy when hiring directors. When

considering the composition of the Board, we

used an external consultant to identify where

we need particular strengths and skills on the

Board in relation to climate and the Group’s

forward strategy. We also request updates from

our Directors biannually regarding any training

they have undertaken, maintaining a register of

this information. We expect our Directors to

remain informed and up to date on relevant

matters.

To further support the Board’s strategic

oversight of climate risk, we also conduct

teach-in sessions for new projects and key

updates on decarbonisation initiatives. These

sessions are focused on strategic priorities

and are also held when critical decisions need

to be made. For example, during the Pacific

Aluminium Operations repowering project, the

Chief Decarbonisation Officer briefed the

Board on our objectives. While these teach-ins

contribute to capacity building, there is a need

for more formal training. We will define

measures taken to further enhance Board

competencies with respect to managing

climate-related matters.

For additional information see our Strategic<br><br>context and strategy sections on pages 6-7.
Summary of 2024 activities:<br><br>–Updated the Group’s operational<br><br>decarbonisation pathway and<br><br>associated expenditure.<br><br>–Engaged with investors and civil society<br><br>organisations following the publication<br><br>of our 2023 Climate Change Report.<br><br>–Approved the 2023 Climate Change<br><br>Report and climate-related disclosures<br><br>in the 2023 Annual Report notes to the<br><br>financial statements.<br><br>–Approved the principles for inclusion<br><br>in our 2025 CAP.<br><br>–Approved various projects that<br><br>support the growth in production of<br><br>transition materials and our internal<br><br>decarbonisation objectives.<br><br>–Approved the Group’s strategy and<br><br>scenarios, including the use of climate<br><br>scenarios and the impact and<br><br>opportunities arising from the<br><br>energy transition.<br><br>–Incorporated new long-term<br><br>decarbonisation metrics in the 2024<br><br>Performance Share Awards (PSAs) to<br><br>incorporate 20% of the award being<br><br>based on decarbonisation (People &<br><br>Remuneration Committee).<br><br>–Approved Group physical resilience<br><br>program (Sustainability Committee).
---
For more information on the Board, their<br><br>activities and composition see pages<br><br>100-118.
---

Sustainability Committee

The Sustainability Committee is responsible

for the oversight of key sustainability issues

including social and environmental matters

that are impacted by climate change,

particularly those relating to water and

biodiversity. An updated Terms of Reference

has been drafted to reflect these

responsibilities including oversight of

physical resilience to climate change.

For more information see pages 117-118.

Audit & Risk Committee

The Audit & Risk Committee is responsible

for risk management systems and internal

controls, financial reporting processes and

the relationship with the external auditors as

noted in its committee charter. This involves

the oversight of significant issues of

judgement relating to the financial

statements including those relating to

climate, consideration of climate policies, and

stress testing our strategy against selected

scenarios. It also includes appointing and

maintaining our relationship with the external

auditors who assure GHG emissions and

ensure the effectiveness

of the risk management framework.

People & Remuneration Committee

The role of the People & Remuneration

Committee includes the oversight of the

Group’s remuneration structure, including the

use of short- and long-term incentive plans

for the Executive Directors, as reflected in its

charter. This will include performance against

strategic measures linked to decarbonisation.

In 2024, 10% of the short-term incentive plan

(STIP) and 20% of the long-term incentive

plan (LTIP) were weighted towards

decarbonisation, including the progress of

our carbon abatement projects. See pages

119-145 for four 2024 remuneration

outcomes and the incorporation of climate-

related measures in the STIP and LTIP.

Management role

Investment Committee

The Investment Committee reviews and

approves the Group’s capital expenditure in

relation to abatement projects and climate

change research and development.

Decarbonisation investment decisions are

made under a dedicated evaluation

framework that considers the value of the

investment and impact on cost base, the

level of abatement, the maturity of the

technology, the competitiveness of the asset

and its policy context, and alternative options

on the pathway to net zero. Projects are also

assessed against our approach to a just

transition, with consideration of the impact on

employees, local communities and industry.

For more information see our Capital<br><br>allocation and investment framework on<br><br>page 63 for more detail.

Chief Executive and Executive Committee

The Chief Executive is responsible for

delivering the CAP, as approved by the

Board, with the Executive Committee

supporting this role. Risk management,

portfolio reviews, capital investments, annual

financial planning and our approach to

government engagement are integrated into

our approach to climate change and

emissions targets. The annual financial

planning process focuses on the short term

(up to 2 years). The new growth and

decarbonisation strategy is part of the

medium-term planning process.

Remuneration: Our Chief Executive’s

performance objectives in the STIP include

delivery of the Group’s strategy on climate

change. These are cascaded down into the

annual objectives of relevant members of the

Executive Committee, including the Chief

Technical Officer, and other members of senior

management. Decarbonisation is also included

as a performance measure in the STIP and

LTIP as described above. See pages 119-145

for our 2024 remuneration outcomes and the

incorporation of climate-related measures in

the STIP and LTIP.

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Strategic report | Our approach to ESG | Climate Action Plan

As part of our updated evaluation approach

approved by ExCo and the Board in April

2024, we will hold a decarbonisation review

session once or twice a year as part of the

regular ExCo schedule to discuss the overall

decarbonisation roadmap and abatement

portfolio. This will also cover projects and

investment proposals related to mitigating

Scope 3 emissions. The review session will

consider any future changes to our targets or

commitments should they be necessary.

The Chief Decarbonisation Officer and Rio

Tinto Energy and Climate team will organise

and facilitate the forums, with inputs from our

Commercial team on Scope 3 projects.

Energy and Climate team

In 2022, we established a central team,

Rio Tinto Energy and Climate (RTEC), to

deliver progress on our CAP. This is led by

the Chief Decarbonisation Officer, who

reports to the Chief Technical Officer and is

accountable for all aspects of the CAP. The

RTEC team is structured according to the

main areas of our abatement work that drive

decarbonisation across our operations,

including a Nature-based Solutions team.

Two additional teams complete the RTEC

organisation: a Decarbonisation Office that

monitors and forecasts GHG emissions, tracks

investment decisions and coordinates our

approach to physical climate risks; and a

Climate Policy and Advocacy team that is

responsible for engaging with industry

associations, civil society organisations,

investors, government and other stakeholders

on climate related policies, regulation and

reporting. Rio Tinto Commercial drives the

approach to Scope 3 emissions, given its

responsibility for procurement, shipping and

sales to our customers. The Decarbonisation

Office prepares a quarterly progress report for

the Executive Committee, which includes

operational emissions and progress on

abatement projects and other areas of

our CAP.

Management of climate-related

risks and opportunities

The Board approves our risk appetite and

oversees our material risks, and is supported

in monitoring material risks by the Audit & Risk

and Sustainability committees.

Climate-related risks and opportunities are

integrated in our enterprise-wide risk

management framework. These are identified

by the product group or supporting functions,

then included in the appropriate risk register.

These will be assigned a Risk owner and

evaluated on the maximum reasonable

consequence and likelihood of the risk.

Consequences may include the impact on

Group free cash flow or business value, or

reputation and licence to operate. These risks

are escalated to the appropriate level of

management for oversight and action. See

pages 88-91 for more detail on our risk

management process, emerging risks,

materiality matrix and assessment of

material risks.

We actively monitor and assess the potential

impact of climate risks and opportunities on

our operations and business through scenario

planning. See pages 43 and 66 for more detail

on how we use scenarios to identify climate-

related transition and physical risks and

portfolio opportunities.

Climate change and the low-carbon transition

remain critical emerging risks, with potential

to have a significant impact on our business

and the communities where we operate.

Emerging risks that could materially impact

strategic objectives are incorporated within

our material risks and, where possible, we

develop responses to mitigate threats and

create opportunities for the Group. Climate-

related risks and opportunities linked to

several of these material risks are listed

below:

–2. Preparing our Iron Ore business to

meet the demand for low-carbon steel.

–4. Minimising our impact on the

environments we work in and building

resilience to changes in those

environments, including climate change

and natural hazards.

–7. Delivering on our growth projects.

–8. Achieving our decarbonisation

targets competitively.

–10. Conduct our business with integrity,

complying with all laws, regulations

and obligations.

See pages 91-98 where we have described

the risk or opportunity, the key regions

impacted, our risk management responses,

and the relevant groups with oversight of

each process.

These risks or opportunities, if material, are

linked to one of the above Group material

risks and reviewed on a quarterly basis by

the Risk Area of Expertise and the Risk

Management Committee (RMC). All

employees are empowered to own and

manage the risks that arise within their area

of responsibility. Our Centres of Excellence,

comprising our 2nd line of defence, provide

deep subject matter expertise, for example

steel decarbonisation. Our Internal Audit

function provides independent assurance.

Where required by law, or where deemed

appropriate, we also engage third parties to

provide independent assurance. Where risks

are material to the Group, they are escalated

to the RMC and, as appropriate, to the Board

or its committees.

For more information see pages 88-98 on<br><br>our approach to risk.

Climate-related metrics

and data

We have established key metrics to help us

track our progress against our decarbonisation

targets, ensuring we are advancing towards a

sustainable and low-carbon future.

Our metrics help us manage and monitor our

climate risks and opportunities including metrics

for transition-related opportunities (the increased

demand for transition materials) provided on

page 46 (transition materials metrics), and

physical risks metrics including the financial

exposure metric and annualised damage metric

detailed on pages 68-69.

We have also disclosed other ESG-related

KPIs, metrics and targets that integrate

with our objective of striving for impeccable

ESG credentials within the respective

Environment, Social, and Governance

sections of this Form 20-F. A summary of

these metrics is found on page 34 with other

Group KPIs on pages 12-14.

Scope 1 and 2 emissions:

Our operational emissions targets are

ambitious - to reduce emissions by 50% by

2030 relative to 2018 levels, reaching net

zero by 2050. Our targets cover more than

95% of our reported Scope 1 and 2

emissions and are aligned with 1.5°C

pathways. We adjust our baseline to exclude

reductions achieved by divesting assets and

to account for acquisitions.

Our definition of net zero applies to our

operational (Scope 1 and 2) emissions on an

equity basis. See pages 49-57 for detail on

how we are reducing emissions in our own

operations.

Scope 1 emissions are direct GHG emissions

from facilities fully or partially owned or

controlled by Rio Tinto. They include fuel use,

on-site electricity generation, anode and

reductant use, process emissions, land

management and livestock. Scope 2

emissions are GHG emissions from the

electricity, heat or steam brought in from third

parties (indirect emissions). This is consistent

with the World Resources Institute (WRI) and

World Business Council for Sustainable

Development (WBCSD)’s Greenhouse Gas

(GHG) Protocol: A Corporate Accounting and

Reporting Standard (Revised Edition) (2015).

Annual Report on Form 20-F 2024	72	riotinto.com

Strategic report | Our approach to ESG | Climate Action Plan

Performance against target: Scope 1 and 2 GHG emissions – adjusted equity basis (Baseline1)

Equity GHG emissions (Mt CO2e)	2024	2023	2018
Adjusted (Baseline) Scope 1 and 2 emissions2	30.7	33.9
Carbon credits3	1.1	0
Baseline net Scope 1 and 2 emissions	29.6	33.9
Emissions target base year (Baseline, adjusted for acquisitions and divestments)			35.7

See our 2024 Scope 1, 2 and 3 Emissions Calculation and Climate Methodology report and our 2024 Sustainability Fact Book for further detail on our

emissions reporting methodology. We engaged KPMG to provide reasonable assurance over the 2024 Scope 1 and 2 data.

Changes to our 2018 baseline include: Review of Scope 1 emissions factors and greater alignment with regional factors specified in government reporting (<1% change to emissions).

Acquisitions and divestments: Addition of Matalco aluminium metal recycling assets into reporting and baseline. Acquisition of Mitsubishi's interest in Boyne Smelters (11.65%), Sumitomo

Chemical's interest in New Zealand Aluminium Smelter (20.64%) and Boyne Smelters (2.46%), taking NZAS equity to 100% and BSL to 73.5%. Equity increase for the Ranger mine to 98.43%.

Divestment of Lake MacLeod Dampier salt operations (removal from the baseline).

1.Rio Tinto share (equity basis) as a Baseline represents emissions from our benefit or economic interest in the activities resulting in the emissions. Emissions accounted for represent current

equity and ownership for the full year.

2.The baseline value is based on the current equity in each asset, including zero equity in divested assets. Scope 2 emissions in the baseline are calculated using the market-based method.

3.Carbon credits used towards our 2024 net emissions calculation include Australian Carbon Credit Units (ACCUs) that were retired for compliance for the period 1 January to 30 June 2024

plus a projection of the number of ACCUs we expect to retire for the period 1 July to 31 December 2024. This projection is based on our Scope 1 emissions for the period 1 July - 31

December 2024. Rio Tinto retires ACCUs for liability under the Australian Safeguard Mechanism. Baselines for sites are calculated using known production intensity factors combined with

actual reported production. Liability is determined when actual emissions exceed these baselines. Due to the misalignment of timing (Safeguard being July-June), carbon credits reported

against the net emissions number include actual ACCUs retired for liability in the Jan-Jun 2024 part of the reported NGER FY24, and calculated liability using actual production and

emissions for Jul-Dec 24. For details, refer to the table "Carbon credits retired towards net emissions (equity basis)" in our 2024 Sustainability Fact Book.

2024 actual equity GHG emissions (Mt CO2e)	Scope 1	Scope 2	Total
Consolidated accounting group	13.6	0.6	14.1
Other investee (e.g. investment in associate and joint venture)	9.4	6.3	15.7
Total (equity share method)	23	6.9	29.8

This table is the disaggregation of Scope 1 and Scope 2 GHG emissions between the consolidated accounting group and other investees. The grouping is determined by the financial

definitions, but the emissions are calculated using the equity share method and percentages of emissions per site align with the carbon accounting protocol.

Scope 1, 2 and 3 GHG emissions – actual equity basis

Equity greenhouse gas emissions (Mt CO2e)	2024	2023	2022	2021	2020
Scope 1 emissions1	23	23.3	22.7	22.8	22.9
Scope 2: Market-based emissions2	6.9	9.3	9.6	10.1	10.4
Total gross Scope 1 and 2 emissions	29.8	32.6	32.3	32.9	33.4
Carbon credits3	1.1	0	0	0	0
Total net Scope 1 and 2 emissions (with carbon credits retired)	28.7	32.6	32.3	32.9	33.4
Scope 2: Location-based emissions4	7.8	7.8	8.2	8.5	8.6
Scope 3 emissions	574.6	572.5	572.3	558.3	576.2
Operational emissions intensity (t CO2e/t Cu-eq)(equity)5	6.1	6.8	7	7.2	6.9
Direct CO2 emissions from biologically sequestered carbon (eg CO2 from burning biofuels/biomass)6	0.05	0.03	0	0	0

Queensland Alumina Limited (QAL) is a tolling company and is 80% owned by Rio Tinto and 20% owned by Rusal. However, as a result of the Australian Government’s sanction measures,

QAL is currently prevented from tolling for Rusal and Rio Tinto is currently utilising 100% of the tolling capacity at QAL. Our 2024 equity emissions and our 2018 baseline include QAL emissions

on the basis of Rio Tinto’s 80% ownership. In 2024, the additional emissions associated with Rio Tinto’s additional tolling capacity were 0.8Mt.

1.Scope 1: Emission factors are consistent with the most applicable national or regional reporting guidance or schemes. For emissions not covered by government reporting, factors from the

Intergovernmental Panel on Climate Change (IPCC) Guidelines for National Greenhouse Gas Inventories are used. A full list of references is included in the 2024 Scope 1, 2 and 3 Emissions

Calculation and Climate Methodology report. In 2024 as part of the implementation of a new GHG reporting tool, the Scope 1 factors for all sites were re-visited. Some adjustments were made to

provide greater alignment with government reporting and regional factors.

2.Scope 2: Market-based method counts commercial decisions to purchase the unique rights to renewable energy as zero emissions and applies a residual mix factor (or similar) to the remaining

MWh purchased. The residual mix factor is typically equivalent to the grid intensity with renewable attributes that have been sold removed from the factor. Scope 2 emission factors are consistent

with the Australian National Greenhouse and Energy Reporting Measurement Determination 2008 for Australian operations location-based reporting. For non-Australian operations, where possible,

factors are sourced from public grid level data or electricity retailers. For market-based reporting, Scope 2 includes the use of renewable electricity certificates (RECs) and all contracts where we

have the exclusive rights to the renewable energy attributes.

Market-based emissions reported as zero include Oyu Tolgoi, ISAL aluminium, Resolution Copper, Weipa, Richards Bay Minerals and Kennecott Copper with surrendered RECs. Escondida and

QMM have renewable energy PPA contracts with energy attributes.

3.Carbon credits used towards our 2024 net emissions calculation include Australian Carbon Credit Units (ACCUs) that were retired for compliance for the period 1 January to 30 June 2024

(retired) plus a projection of the number of ACCUs we expect to retire for the period 1 July to 31 December 2024 (planned). This projection is based on our Scope 1 emissions for the period

1 July - 31 December 2024. For details, refer to the table "Carbon credits retired towards net emissions (equity basis)" in our 2024 Sustainability Fact Book.

4.Location-based method reflects the emissions grid intensity of the location which the operation is located and includes the percentage of renewables that make up the total unadjusted grid

intensity. Scope 1 and 2 equity emissions total – location-based: 30.8Mt CO2e.

5.Historical information for copper equivalent intensity has been restated in line with the 2023 review of commodity pricing to allow comparability over time.

6.GHG Protocol Corporate Accounting and Reporting Standard recommends disclosure of CO2 emissions from biologically sequestered carbon for transparency. These are from biofuel use

and are not classified as our Scope 1 emissions.

2024 actual equity GHG emissions by location (Mt CO2e)	Scope 1 Emissions<br><br>(Mt CO2e)	Scope 2<br><br>Emissions1<br><br>(Mt CO2e)	Total Emissions<br><br>(Mt CO2e)
Australia	12.9	6.7	19.6
Canada	6.1	0.1	6.2
Africa	0.6	0	0.6
US	0.9	0	0.9
Europe	0.3	0	0.3
South America	0.6	0	0.6
Mongolia	0.2	0	0.2
New Zealand	0.5	0	0.5
Other	0.9	0.1	0.9
Total	23	6.9	29.8

1.This table is a breakdown of Scope 1 and 2 equity emissions. Credits are not included in these values. Scope 2 emissions are calculated using the market-based method.

Note: The sum of the categories may be slightly different to the Rio Tinto total due to rounding.

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Scope 1 GHG emissions covered under an emissions-limiting regulation (Mt CO2e), equity based	2024
Total gross global Scope 1 GHG emissions (CO2e) covered under emissions-limiting regulations (Mt CO2e)	19.2
Total gross global Scope 1 GHG (Mt CO2e)	23
% Global Scope 1 GHG emissions covered under an emissions-limiting regulation	83%

Emissions limiting regulations applicable to Rio Tinto are listed in the 2024 Scope 1, 2 and 3 Emissions Calculation and Climate Methodology report.

2024 equity GHG emissions by GHG type (Mt CO2e)	CO2	CH4	N2O	HFCs	PFCs	SF6	NF3	Total
	22.24	0.03	0.06	0.01	0.62	0	0	22.97

Note: The sum of the categories may be slightly different to the Rio Tinto total due to rounding. GHG emissions are the 6 groups of gases we report against as included in the Kyoto Protocol:

carbon dioxide, hydrofluorocarbons, methane, nitrous oxide, perfluorinated carbon compounds and sulphur hexafluoride. Nitrogen trifluoride emissions are not present/applicable in Rio Tinto's

inventory.

Total energy use (PJ), equity basis	2024
Renewable electricity generated and consumed 1	72
Contracted renewable electricity purchased and consumed 2
–Renewable electricity with surrendered RECs or GOs	23
–Renewable electricity contracted with energy attributes	6
Grid electricity purchased3
–Grids that are materially all renewables	76
–Other grids	27
Renewable energy from biomass based fuels	4
Non-renewable energy (generated electricity)	70
Other non-renewable energy4	211
Total energy consumed (PJ)	490

Energy consumption includes energy from all sources, including energy purchased from external sources and energy produced (self-generated). Energy reported excludes exports of energy to

third parties.

1.Includes our equity share of renewable energy generated and consumed.

2.Contracted renewable electricity is split into energy where we have purchased and surrender Renewable Energy Certificates (RECs), and contracts where we have the unique rights to the

energy attributes.

3.Grid electricity includes all grid consumed electricity (grids contain a mixture of renewable and non-renewable energy sources). Energy consumed from grid electricity purchased was 21%.

4.Other renewable energy includes stationary fuels, heat, anodes and reductants.

Renewable energy consumed as per the IFRS S2 Climate Related Disclosures guidance includes renewable energy the entity purchased under PPAs with RECs or GOs surrendered or

cancelled, and renewable energy consumed from biomass based fuels. The renewable energy % under this definition is 5%.

Unlike the GHG Protocol, this guidance does not recognise the following as renewable energy: 1) renewable energy contracts where unique energy attributes are contracted without a

certificate or 2) where renewable electricity such as our hydro power generation assets supply our sites as it must be supplied specifically with RECs and GOs.

Scope 3 GHG emissions – equity basis

Total equity Scope 3 greenhouse gas emissions (Mt CO2e) 1	2024	2023	2022	2021	2020
Scope 3 emissions – upstream	29.8	29.5	30.1	32.3	30.4
Scope 3 emissions – downstream	544.8	543	542.2	526	545.8
Total	574.6	572.5	572.3	558.3	576.2

See pages 58-62 for detail on progress made against our Scope 3 targets and objectives and our main actions for 2025. Scope 3 emissions are

prepared on an equity basis, taking into account our economic interest in all managed and non-managed operations. Scope 3 emissions are

indirect greenhouse gas (GHG) emissions generated as a result of activities undertaken across the value chain. Scope 3 emissions are divided

into 15 categories, covering activities both upstream and downstream of our operations. Of these categories, Category 10 – Processing of sold

products – accounts for about 94% of the identified emissions across our value chains. For further details, refer to our 2024 Scope 1, 2 and 3

Emissions Calculation and Climate Methodology report.

We engaged KPMG to provide limited assurance on Scope 3 emissions estimates in 2024.

1.To identify and calculate Scope 3 emission sources across our operations, we have used the WRI and WBCSD, Greenhouse Gas (GHG) Protocol: A Corporate Accounting and Reporting

Standard (Revised Edition) (2015), GHG Protocol Corporate Value Chain (Scope 3) Accounting and Reporting Standard (2013) and the Technical Guidance for Calculating Scope 3

Emissions (version 1.0).

We estimate the emissions from our customers' processing of iron ore, bauxite, alumina, titanium dioxide, salt and copper concentrate using a combination of internal emissions modelling,

regional and industry level emissions factors and production and sales data. Third party shipping and transportation of our products to our customers, intercompany transport of products and

transport of fuel and other supplies are also calculated and reported. Emissions associated with the manufacture and supply of purchased and capital goods are included in the Scope 3

inventory.

Scope 3 emissions deemed to be material at Group level are reported on an equity basis as part of our disclosures in the Annual Report and our submission to the Carbon Disclosure

Project. Where there are significant changes to the calculation methodology of Scope 3 categories to improve the maturity and accuracy of reported emissions, an approximate equivalent to

the historical reported numbers using the new methodology will be provided.

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Sources of Scope 3 equity GHG emissions (Mt CO2e)	2024	2023	2022	2021	2020
Upstream emissions
1. Purchased goods and services	14.8	15.2	16.7	19.5	19.3
2. Capital goods	3.0	2.2	1.8	1.9	1.4
3. Fuel and energy-related activities	4.4	4.4	4.5	4.5	4.5
4. Upstream transportation and distribution	6.8	6.8	6.5	5.9	5.1
5. Waste generated in operations	0.1	0.1	0.1	0.1	0
6. & 7. Business travel and employee commuting	0.7	0.8	0.5	0.4	0.1
Downstream emissions
9. Downstream transportation and distribution	2.1	2.4	2.3	2.7	3.0
10. Processing of sold products
–Iron ore	395.9	399.9	386.6	364.6	376.4
–Bauxite and alumina	134.0	127.1	138.2	144.5	152
–Titanium dioxide feedstock	4.5	4.9	5.9	4.9	5.8
–Copper concentrate	0.7	0.5	0.5	0.5	0.6
–Salt	6.6	7.0	7.1	7.2	6.0
–Other	1.0	1.2	1.6	1.6	2.0
Total	574.6	572.5	572.3	558.3	576.2

Note: The sum of the categories may be slightly different to the Rio Tinto total due to rounding.

The following categories are excluded for the reasons provided:

Category 8: Upstream leased assets. Rio Tinto does not lease significant upstream assets.

Category 11: Use of sold products. This category is not applicable since Rio Tinto does not produce any fossil fuels or manufacture products applicable to this category.

Category 12: End-of-life treatment of sold products. Rio Tinto’s products include metals and minerals with minimal emissions at end of life. This category is not applicable since Rio Tinto does

not produce any fossil fuels or manufacture products applicable to this category. Final products related to Rio Tinto’s material value chains (steel, aluminium and copper) produce materials with

established recycling industries.

Category 13: Downstream leased assets. This category is not applicable since Rio Tinto does not lease significant downstream assets.

Category 14: Franchises. This category is not applicable since Rio Tinto does not have franchised operations.

Category 15: Investments. This category is for reporting emissions from company investments not already reported in Scope 1 and 2. Rio Tinto reports using the equity share approach, so all Scope 1

and 2 emissions from managed and non-managed investments are included in Scope 1 and 2 reporting and Scope 3 emissions within other applicable categories of Scope 3 reporting.

In 2024, emissions have been restated to ensure comparability with the material change in the spend-based emissions methodology. Amendments have been made in Category 10 bauxite and

alumina processing due to identified double counting of emissions for non-equitable bauxite and alumina. For further details on Scope 3 reporting refer to the 2024 Scope 1, 2, and 3 Emissions

Calculation and Climate Methodology.

Calculation methodology – Scope 3 emissions categories

The calculation methodology for Scope 3 emissions categories associated with a target or goal is provided below. See our 2024 Scope 1, 2 and

3 Emissions Calculation and Climate Methodology report for detail on all Scope 3 emissions categories.

Category	Calculation boundary	Calculation methodology and notes
1. Purchased<br><br>goods and<br><br>services, and<br><br>2. Capital goods	–Includes emissions associated with relevant purchased<br><br>goods and services.<br><br>–Excludes emissions associated with other Scope 3<br><br>categories ( fuel, energy and transport).<br><br>–Includes emissions associated with the upstream goods<br><br>purchased or acquired by the business for capital<br><br>projects.	–Spend data method using operating business costs for managed sites<br><br>on equity basis using EXIObase, US Environment Protection Agency,<br><br>UK Government spend-based factors.<br><br>–Scope 3 emissions are calculated for major consumables and raw materials<br><br>using quantity based reporting.<br><br>–Where unavailable, non-managed site costs are estimated using costs from<br><br>similar production facilities.
3. Fuel and<br><br>energy-related<br><br>activities	–Includes emissions from the production and<br><br>transportation of purchased fuels, including natural gas,<br><br>diesel, coal and energy sources not included in<br><br>Category 1. This includes transmission losses from<br><br>purchased electricity.	–Fuel and energy consumption data from Rio Tinto business systems. Factors<br><br>are sourced from the Australian National Greenhouse Accounts Factors<br><br>(Australian NGA), UK Government, International Energy Agency (IEA) and<br><br>National Renewable Energy Laboratory (NREL).
4. Upstream<br><br>transportation<br><br>and distribution	–Total Scope 3 GHG emissions from upstream<br><br>transportation and distribution of Rio Tinto products.<br><br>–Includes all inbound transport, all inter-company<br><br>transport paid for by Rio Tinto and all outbound product<br><br>transport paid for by Rio Tinto (e.g. under cost,<br><br>insurance and freight (CIF, CRF) or similar terms).<br><br>–Includes emissions from bulk marine shipping,<br><br>containerised shipping, road and rail transport of<br><br>sold products and inbound transport emissions of major<br><br>consumables.<br><br>–Excludes emissions from Rio Tinto owned vessels (this<br><br>is included in Scope 1 emissions).	–For our managed fleet (period-chartered and spot), actual emissions are<br><br>derived from consumed fuel reported from each individual voyage. Estimated<br><br>emissions from non-managed voyages (FOB and similar terms) are<br><br>calculated using the Energy Efficiency Operational Indicator (EEOI)<br><br>guidelines including vessel type-size, cargo volumes and distances. Generic<br><br>EEOIs are sourced from the 4th International Maritime Organization (IMO)<br><br>GHG Study.<br><br>–For containership, road, rail and air, UK Government conversion factors have<br><br>been utilised. Transport emissions estimated by spend data and EXIObase<br><br>emission factors are also included in this section.
10. Processing of<br><br>sold products	–Includes emissions related to the processing of iron ore,<br><br>bauxite, alumina, TiO2 feedstocks, copper concentrate<br><br>and salt. “Other” includes an estimate for processing<br><br>emissions related to Rio Tinto’s other products, including<br><br>molybdenum and minor minerals.	–Emissions calculated as described in this report.<br><br>–High purity products like gold, silver and diamonds, which are low<br><br>volume and have minimal amounts of further processing, are considered<br><br>not material.
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Strategic report | Our approach to ESG | Climate Action Plan

Task Force on Climate-related Financial Disclosures Index

This section complies with the requirements of the Financial Conduct Authority’s Listing Rule UKLR 6.6.6(8)R by reporting in line with the Task

Force on Climate-related Financial Disclosures’ (TCFD) recommendations and recommended disclosures. To determine that we comply with all

11 of the TCFD recommendations and recommended disclosures, we have considered section C of the TCFD “Guidance for All Sectors” and

section E of the “Supplemental Guidance for Non-Financial Groups”.

These disclosures also comply with the requirements of the Companies Act 2006 as amended by the Companies (Strategic Report) (Climate-

related Financial Disclosure) Regulations 2022. We aim to continually improve our reporting and align with emerging standards, including the

International Sustainability Standards Board (ISSB) International Financial Reporting Standard (IFRS) for climate-related disclosures (S2). In

addition, climate change matters are integrated into other parts of the Annual Report, such as in the Key performance indicators, Risk factors

and Notes to the financial statements.

Recommended disclosure

Governance

Describe the Board’s oversight of

climate-related risks and opportunities.

–Climate-related governance, pages 69-71.

–Board of Directors (including Executive

Committee) composition, skills, and

experience, pages 102-105 and 112.

–Board activities specifically related to

climate activities, page 109.

–Directors’ attendance at scheduled Board

and committee meetings, page 110.

–Nominations Committee report (including

ESG expertise assessment), page 111.

–Audit & Risk Committee report, page 113.

–Sustainability Committee report, page 117.

–Remuneration report, page 119.

Describe management’s role in assessing

and managing climate-related risks and

opportunities.

–Climate-related governance, pages 69-71.

–Management of climate-related risks and

opportunities, page 71.

–Our approach to risk management, pages

88-98.

–Group governance framework, page 101.

–Remuneration report, page 119.

Strategy

Describe the climate-related risks and

opportunities the organisation has identified

over the short, medium, and long term.

–Using scenarios to identify climate risks

and portfolio opportunities, pages 43-44.

–Portfolio risks and opportunities in the low-

carbon transition, page 45.

–Physical climate risk and resilience,

pages 66-69.

–Emerging risks, pages 88-90.

– Risk factors, pages 91-98.

Describe the impact of climate-related risks

and opportunities on the organisation’s

businesses, strategy and financial

planning.

–Strategic context and our strategic

framework, pages 6-7.

–Progressing our 4 objectives,

pages 10-11.

–Using scenarios to identify climate

risks and portfolio opportunities,

pages 43-44.

–Portfolio risks and opportunities in the

low-carbon transition, page 45.

–Strategic alignment with the low-carbon

transition, page 46.

–Scope 1 and 2 emissions: Reduce

emissions from our own operations,

pages 47-49.

–Progress, lessons learned and our

approach today, pages 48-49.

–Action to reduce our emissions,

pages 51-52 and 62.

–Scope 3 emissions: Partner to

decarbonise our value chains, page 58.

–Capital allocation and investment

framework, page 63.

–Physical climate risk and resilience,

pages 66-69.

–Impact of climate change on the Group,

pages 157-160.

Describe the resilience of the

organisation’s strategy, taking into

consideration different climate-related

scenarios, including a 2°C or lower

scenario.

–Strategic alignment with the low-carbon

transition, page 46.

–Scope 1 and 2 emissions: Reduce

emissions from our own operations, pages

47-57.

–Scope 3 emissions: Partner to decarbonise

our value chains, pages 58-62.

–Capital allocation and investment

framework, page 63.

–Physical climate risk and resilience,

pages 66-69.

–Impact of climate change on the Group,

pages 157-160.

Risk management

Describe the organisation’s processes for

identifying and assessing climate-related

risks.

–Using scenarios to identify climate risks

and portfolio opportunities, pages 43-44.

–Physical climate risk and resilience,

pages 66-69.

–Management of climate-related risks and

opportunities, page 71.

–Our approach to risk management, pages

88-90.

–Emerging risks, pages 89-90.

–Risk factors, pages 91-98.

Describe the organisation’s processes for

managing climate-related risks.

–Physical climate risk and resilience,

pages 66-67.

–Management of climate-related risks and

opportunities, page 71.

–Our approach to risk management, pages

88-90.

–Risk factors, pages 91-98.

Describe how processes for identifying,

assessing, and managing climate-related

risks are integrated into the

organisation’s overall risk management.

–Management of climate-related risks and

opportunities, page 71.

–Our approach to risk management, pages

88-90.

–Risk factors, pages 91-98.

Metrics and targets

Disclose the metrics used by the

organisation to assess climate-related

risks and opportunities in line with its

strategy and risk management process.

–Key performance indicators, page 12.

–2024 performance against ESG targets,

page 34.

–Environment, pages 35-40.

–Transition materials metrics, page 46.

–Scope 1 and 2 emissions: Reduce

emissions from our own operations, pages

47 and 53-57.

–Annualised damage risk scores, pages

68-69.

–Scope 3 emissions: Partner to

decarbonise our value chains, page 58.

–Climate-related metrics and targets,

pages 71-74.

–STIP measures, pages 130-133.

–LTIP, pages 134-135.

Disclose Scope 1, Scope 2 and,

if appropriate, Scope 3 GHG emissions,

and the related risks.

–Climate-related metrics and targets,

pages 71-74.

Describe the targets used by the

organisation to manage climate-related

risks and opportunities and performance

against targets.

–Key performance indicators, page 12.

–2024 performance against ESG targets,

page 34.

–Environment, pages 35-40.

–Grow production of materials essential for

the energy transition, page 43.

–Scope 1 and 2 emissions: Reduce

emissions from our own operations, page

47.

–Scope 3 emissions: Partner to

decarbonise our value chains, pages

58-62.

–Climate-related metrics and targets,

pages 71-74.

–STIP measures, pages 130-133.

–LTIP, pages 134-135.

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Strategic report | Our approach to ESG

Social

Our values of care, courage and curiosity define who we are. They shape how we behave,

how we operate and how we solve problems. By putting these values into action, we will

continue to build trust, from the inside out.

The health, safety and wellbeing of our

employees, contractors and communities is

core to our values, and to what we stand for

as a company. Nothing matters more.

We are on a multi-year journey to create a

workplace where everyone feels safe,

respected and empowered to have a good

day, every day. Long-term, transformational

cultural change is a complex process, and

the Everyday Respect Progress Review,

which we conducted in 2024, confirms there

remain serious challenges we must continue

to address. But our people believe we are

heading in the right direction, and

we are determined to stay the course

in strengthening our work culture.

Everyone deserves to feel physically

and psychologically safe at work,

without exception.

Wherever we operate, we work with

communities to understand the social,

cultural, environmental and human rights

impacts of our activities. We work hard to

avoid, mitigate and manage adverse

impacts, and to respect human rights

throughout our value chain. And we

engage respectfully to listen and

respond to concerns and contribute to

positive outcomes for host communities and

society.

Living and working with care, courage and

curiosity will help us deliver the future we

want for our people and to be the best

operator and partner we can be.

Safety

It is with deep sadness that we reflect on

the tragic fatal events at our managed

operations in 2024.

On 23 January, a plane crashed shortly after

takeoff near Fort Smith, Northwest

Territories, Canada, resulting in the loss of

6 of the 7 people on board, including 4 Diavik

team members and 2 airline crew members.

We remember our colleagues who lost their

lives - Diane Balsillie, Howard (Howie)

Benwell, Joel Tetso, and Shawn Krawec.

Another member of our Diavik team

survived, was treated in hospital and

subsequently released.

The Transport Safety Board of Canada

continues to investigate this tragic event, with

the investigation expected to be completed in

2025.

Following this event, we critically evaluated

our aviation management approach across

the Group to identify and implement

opportunities for improvement.

On 26 October, Morlaye Camara, an

employee of one of our contractors, was

injured at the SimFer Port Project in

Morebaya, part of the Simandou project, and

subsequently passed away from his injuries.

Following a thorough review to understand

the circumstances that led to the event, we

have shared the lessons learned with our

leaders and partners, encouraging them to

reflect on how these relate to their teams and

workplaces, and act upon what we have

learned.

We are also saddened by serious safety

events reported across our industry more

broadly, including 2 fatal events at our

non-managed operations.

Additionally, we remain concerned for

Gel Aguaviva, a crew member aboard our bulk

carrier RTM Zheng He, managed by Anglo

Eastern, who was reported missing on 26

December. A search and rescue operation led

by the Philippine Coast Guard is ongoing.

We care deeply about the health, safety and

wellbeing of everyone involved in our

business, and these tragedies highlight the

ongoing need to prioritise these aspects

every shift, every day.

Guided by our firm belief that all fatalities are

preventable, we are committed to applying

the lessons learned across our business to

continuously improve our practices and

prevent similar future events. This includes

focusing on identifying, managing and,

where possible, eliminating risks so everyone

goes home safely.

We also recognise cultural and operational

contexts vary across the regions where we

operate, and fostering a strong safety culture

is a commitment we share with our partners.

In 2024, we internally shared lessons from

past fatal event investigations conducted by

our non-managed operation partners, as we

believe two-way sharing and learning is key

to supporting our collective safety maturity

journey. We also continue to work together to

prioritise health and safety in ways that

resonate locally and uphold our standards

globally.

Image: Gers in grasslands, Mongolia.

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Strategic report | Our approach to ESG | Social

Across our managed operations, we

continue to see serious events where people

are exposed to potential fatal incidents

(PFIs). The main safety risks at our managed

operations relate to falling objects, falling

from heights and vehicle-related incidents,

which account for 62% of total PFIs and

remain at the forefront of our safety maturity

efforts.

Our all-injury frequency rate (AIFR) remained

at 0.37 in 2024, consistent with 2023. We

continue to see a disparity in safety

performance for employees compared to

contractors, and remain focused on

supporting contractor safety by further

integrating teams into our safety culture, and

learning from them.

In 2024, we experienced 5 significant

potential process safety events: 3 at Richards

Bay Minerals in South Africa, one at Bell Bay

Aluminium in Australia, and one at New

Zealand’s Aluminium Smelter in New

Zealand. We continue working to mature our

management system and culture, through our

process safety improvement plan.

Critical risk management (CRM)

CRM remains our primary fatality elimination

tool, making sure critical controls are in place

and working where there is a fatal risk. In

2024, our teams continued to reconnect with

why we have CRM and enhance the quality

of verifications by checking the right critical

controls are in place for each task.

In 2024, we began work to strengthen our

safety control framework to align with our

evolving risk profile, which will extend into

This will enable us to improve safety

and enhance assurance. By offering visibility

into the performance of the framework, we

can proactively identify improvement areas

and adapt before something goes wrong.

Safety maturity model

Leadership and strong processes are critical

in driving a sustained improvement of our

safety performance and safety culture. This

is evident in the implementation of our safety

maturity model (SMM), introduced in 2019.

SMM is our blueprint for safety, integrating

best practices in leadership, engagement,

learning, risk management and work

planning, as well as operational ownership of

health and environmental risks.

In 2024, we continued to work closely with

our assets to evaluate and evolve their safety

maturity and foster both physical and

psychological safety. Through this, we have

refined our assessor training program,

placing more emphasis on elements such as

mindsets, behaviours and felt experiences.

This supports our belief that all employees

and contractors should feel empowered to

work safely, speak up and make decisions

that prioritise their wellbeing.

While we acknowledge cultural

transformation is a long-term journey, we are

encouraged by our SMM assessments

outcomes in 2024. These have significantly

deepened our understanding of each site’s

safety culture and support actionable insights

to guide us towards creating an even safer

work environment.

In 2025, we are looking to further evolve

SMM to improve safety across our value

chain and support our Best Operator focus.

Safety and health performance

	2024	2023	2022	2021	2020
Fatalities at managed operations	5	0	0	0	0
All-injury frequency rate (per 200,000 hours worked)	0.37	0.37	0.40	0.40	0.37
Number of lost-time injuries	270	236	225	216	187
Lost-time injury frequency rate (per 200,000 hours worked)	0.23	0.23	0.25	0.25	0.22
Safety maturity model score1	5.4	5.2	4.7	5.7	5.4
Rate of new cases of occupational illness (per 10,000 employees)2	29.1	20.1	17.6	15.4	17.3
Number of employees3	60,000	57,000	54,000	49,000	47,500
Noise-induced hearing loss4	82	45	37	20	26
Musculoskeletal disorders4	49	45	32	38	35
Mental stress4	9	7	6	5	2
Others4	7	6	7	2	7
Fines and prosecutions – safety ($’000)5	873.0	363.8	339.0	706.3	25.4
Fines and prosecutions – health ($’000)	0.0	0.9	0.0	5.0	0.0

1.Figures in the table represent the Rio Tinto Group average SMM score at the end of each year. Each year, assets are added or removed from the SMM program based on project and

closure cycles. New assets to the program are baselined in the first quarter of each year and added to the Group average at the end of the year.

2.Rate of new cases of occupational illness = number of all new cases of occupational illnesses x 10,000/number of employees (based on average monthly statistics).

3.This is the average number of employees for the year and includes the Group's share of joint ventures and associates (rounded).

4. There can be one or more illness reported for each employee/contractor. Illness sub-categories have been restated across all the years following a review of the data collection process

5. In 2024, we paid safety fines resulting from non-compliances identified during MSHA inspections at our Kennecott Copper, Resolution Copper and Boron Operations in the US; OSHA

citation with fine at Kennecott Copper, US; CNESST fine at RTA Alma, Canada; administrative penalty resulting from a safety incident at RTA Kitimat; citation with fine on Rio Tinto

Exploration, Canada; fine for contravening the OHS Act at Havre-Saint-Pierre, Canada.

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Strategic report | Our approach to ESG | Social

Health and wellbeing

Occupational health

We aim to ensure everyone goes home

safe and healthy every day. In 2024, we

recorded 147 new occupational health

illnesses (2023: 103), reflecting our

increased focus on identifying, investigating

and preventing health conditions arising

directly from work. Many occupational

illnesses develop over a long and continuous

period, requiring sustained efforts to reduce

exposure reduction over time.

In 2024 we:

–Completed occupational and industrial

hygiene monitoring at our operational and

managed assets, assessing noise,

airborne particulates, gas and other

contaminants. These insights provide

valuable insights into our exposure profile

and help us to prioritise actions to ensure

effective controls are in place.

–Redesigned fit-for-purpose medical

assessments at our Australia-based

operations, with a plan to expand to our

assets across the rest of the world

in 2025.

–Continued to standardise how

occupational health and hygiene data is

digitally collected and accessed,

transitioning from manual to more secure

and streamlined digital collection

processes that deliver improved risks and

trends insights to support our health

management initiatives.

–Implemented 7 projects at 6 assets

to successfully reduce exposures to

known health risks for our employees and

contractors.

For more information see riotinto.com/<br><br>health

Mental health and wellbeing

Mental health is a core part of our health and

safety culture, with a responsibility to support

all aspects of our people’s wellbeing. We pay

particular attention to creating a

psychologically healthy and safe work

environment, while providing support to our

people for their mental health needs,

wherever they may arise.

In 2024 we:

–Conducted an increasing number of

psychosocial risk assessments and

provided leader training to better address

psychosocial hazards in the workplace

and improve the experience of work for

our people.

–Supported the principles of good work for

worker wellbeing through our People

Experience programs, such as improving

inclusion and diversity, providing fair pay

and flexible work, consulting and

communicating with our people, and

supporting career progression and job

adjustments over the employee lifecycle.

–Used insights from our twice-yearly

People Survey to inform our approach to

mental health.

–Furthered our efforts to develop a

psychologically healthy and safe

workplace by designing our facilities,

teams and culture to eliminate

psychosocial risk, and raising awareness

and delivering training to our leaders to

help them recognise and support people

experiencing mental ill-health.

–Provided employees with tools and skills

to support their mental health, such as

our global Employee Assistance Program

(EAP) and our global Peer Support

Program, where 100% of our 1,650 peer

supporters are trained in mental health

support. We also continued to offer

domestic violence support programs to all

employees.

–Raised awareness of mental health in the

workplace through global campaigns

such as World Mental Health Day and our

company-wide Mental Health Week,

which included a program of activities,

wellbeing resources and an external

video series.

–Continued several partnerships with

mental health organisations, including

Lifeline Australia, a new 5-year

partnership with Western Australia-based

Telethon, and our continuing support for

the Fondation Jeunes en Tête in Quebec

over the last 29 years.

–Maintained our Tier 2 rating in the

2024 CCLA Corporate Mental Health

Benchmark Global 100+, ranking as the

4th top improver in the last 3 years

(out of 100).

–Contributed to industry-wide

improvements of psychosocial risk

management as an active member of the

Minerals Council of Australia (MCA)

Psychosocial Risk Management Working

Group, and through our participation in

the ICMM Psychosocial Risk and Worker

Wellbeing Management Working Group,

which is helping to build a standard for

our industry and shape a new definition of

psychological health.

For more information on how we’re creating<br><br>an environment where everyone feels safe,<br><br>respected and empowered, see pages<br><br>78-80 and 86-87.

Rio Tinto is required to disclose mine safety

violations or other regulatory matters in

accordance with Sections 1503(a) of the

Dodd-Frank Wall Street Reform and

Consumer Protections Act, which are

included in Exhibit 16.1 to this filing.

Talent, diversity and inclusion

We are committed to building a culture where

everyone, everywhere feels safe, respected

and empowered to have a good day,

every day.

Insights from 2024

Listening to our people

In 2024, we held 2 People Surveys to gain

insights from the voices of our employees

across the company to better understand the

steps we can all take to make Rio Tinto a better

place to work.

We heard from more than 41,000 employees in

our fourth quarter People Survey, who shared

over 100,000 comments. Our employee

satisfaction score (eSAT) was 74 and our

Recommend Rio score 72, both consistent with

the 2023 score. The second highest score (77)

was in response to “I am treated with respect at

work”, and “I feel safe at work” had the highest

score (78). From the feedback, we recognise

we can improve the way we take meaningful

action as a result of the survey (58) and how

people collaborate to get things done (62).

We have an expectation that every leader will

review the results and discuss them with their

teams, and generate an action plan to create

improvements. This year we introduced a new

culture metric as part of our Group performance

scorecard. Using our People Survey results, we

are tracking an average over time of all

questions to target and improve the overall

experience for everyone working at Rio Tinto.

In April, 2 years after publishing the Everyday

Respect Report, we launched a Progress

Review, conducted again independently by

Elizabeth Broderick & Co. (EB&Co.). More

than 10,050 individuals completed the survey,

1,318 participated in virtual and in-person

listening sessions and 342 submitted

confidential written contributions.

On 20 November, we published the findings

of the Progress Review. Change is

happening and we are making progress.

However, people are still experiencing

behaviours and attitudes in our company that

are unacceptable and harmful. We are

greatly troubled by this and sincerely

apologise to anyone affected. Safety, both

physical and psychological, remains our

number one priority and supporting our people

when harm happens always comes first. And

there is still more to do. We must continue to

focus on ensuring that the workplace

experience reflects our values consistently.

The survey data in the Progress Review was

an important temperature check for us.

Nearly half of survey respondents reported an

improvement in relation to bullying, sexual

harassment and racism, with a majority of

employees expressing confidence that

Rio Tinto will make a meaningful difference in

these areas in coming years.

Achieving the sustained change we

want to see in our workplace will require

ongoing focus and effort from everyone at

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Rio Tinto. We remain committed to cultural

transformation and will accelerate our efforts.

To be successful, we must take the time to

listen to everyone in Rio Tinto and

understand all perspectives. Our efforts will

be focused on increasing our opportunities to

listen to understand and ensure our

workplaces support everyone.

For more information about Everyday<br><br>Respect, and to read the Progress Review,<br><br>see riotinto.com/everydayrespect

Building respect

More than 99% of our leaders have

completed the “Building Everyday Respect”

training, along with 97.4% of employees

globally, strengthening everyone’s

understanding of what good looks like and

how to be an upstander.

For more information about our work to<br><br>support employees’ psychological health<br><br>and safety see the health and wellbeing<br><br>section on pages 78.

Creating an inclusive workplace

We are committed to ensuring our workforce

reflects the communities where we operate

and offering a workplace that is inclusive of

everyone, everywhere.

In 2024, we set a target on our Group

scorecard to continue to build women’s

representation. Our target was 25.8% of our

workforce, and we achieved 25.2%. We were

pleased to see senior leaders increase from

30.1% to 32.0% and operations and general

support from 17.7% to 18.9%. We are not

satisfied with this result and remain

committed to increase the representation of

women in our workplace.

We are making progress on our ambition to

increase representation of ethnic minorities

in our global senior leadership population

(Executive Committee direct reports) to 18%

by 2027. We currently have 14.3%, which

represents a small increase from our

baseline. Aligned to the requirement of the

Parker Review1 we have also set a target of

17% representation of ethnic minorities in our

UK-based senior management population by

end 2027. We monitor the diversity of

succession plans for all senior roles and ask

that our executive search partners provide

diverse candidate slates. The introduction of

Workday this year will help us gain a more

complete global data set, enabling us to

more accurately monitor progress on

increasing representation.

Inclusive Voices, our Global Employee

Resource Groups (ERGs) communities, was

launched to elevate the voices of

underrepresented groups and allies, and

address barriers to diversity. These ERGs

are employee-led and ExCo-sponsored,

kicking off with LGBTQ+ Voices, Gender

Equal Voices and Neurodiverse Voices,

joining the Elevating Voices Network in

Australia, established in late 2023. We

recently announced champions for 4 new

Inclusive Voices ERGs that will launch in

quarter one 2025 to improve the experiences

of our people with disabilities and amplify our

cultural diversity.

Developing our talent

This year we launched a new talent

framework, Career Conversations, to give

our people greater agency in their future

careers and development. It centres around

our people, their values-based performance,

motivations and experiences, supporting

them to plan their career and development in

collaboration with their leader. Launched to

senior leaders in 2024, Career

Conversations will be rolled out more broadly

across the organisation in 2025 and 2026.

We continued our commitment to support

individuals at the start of their career with 235

graduates and 280 interns joining the

organisation in 2024. Our graduate program

provides stretching development opportunities,

including our Innovation Challenge, and enables

interns to build business skills and experience

while studying. This year we launched a new

development curriculum, recognising the

different learning preferences for these

graduates. Grad Tok uses technology, video and

digital resources to provide development

resources in short, easily digestible formats that

can be accessed as needed as part of a curated

learning journey.

In 2024, 6,084 new hires joined the business,

of which 1,821 were contractors becoming

permanent employees (2023: 9,166 new

hires of which 2,718 were contractors).

Investing in leadership development

To best equip our most senior cohort to lead

culture change, we have now had over three-

quarters of the senior leadership group

(77%) complete the Voyager program. This

program encourages leaders to reflect

deeply, role model psychological safety,

understand empathy and build connection to

lead in a complex environment.

We have maintained a sustained focus on

the importance of coaching, with a further

523 leaders completing our Leader as Coach

program which supports our Safe Production

System roll out.

To support our frontline leaders, this year

we launched Leadership Fundamentals,

designed to build core leadership skills, with

individual modules focused on key areas such

as how to build a team and how to create a

safe environment. More than 695 frontline

leaders have participated in the program.

There have been 31 Safe Production System

deployments at operational sites this year,

bringing a focus to mindsets, behaviours and

skill development for our leaders.

For more information about how we are<br><br>increasing Indigenous leadership in our<br><br>business see the CSP commitments<br><br>section on page 83.

Equality through pay equity

Ensuring that employees with similar skills,

knowledge, qualifications, experience and

performance are paid equally for the same or

comparable work is intrinsically linked to our

commitment to inclusion and diversity.

We remain committed to eliminating

any residual pay inequities based on

gender or other non-legitimate dimensions of

difference.

Our equal pay gap, the primary lens we use

when assessing gender pay, measures the

extent to which women and men employed

by our company in the same location, and

performing work of equal value, receive the

same pay. Our 2024 equal pay gap was less

than 1.5% in favour of men.

Our gender pay gap is a measure of the

difference between the average earnings of

women and men across the Group

(excluding incentive pay), regardless of role,

expressed as a percentage of men’s

earnings. Our 2024 gender pay gap was less

than 1% in favour of women.

For more information about our<br><br>commitment to pay equity see riotinto.com/<br><br>payequity

1.A UK business-led and Government-backed review that has established targets relating to the number of directors, and required companies to set a target relating to the number of senior

management, who identify as minority ethnic in UK-listed companies.

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Strategic report | Our approach to ESG | Social

Workforce data by region(1)(2)

Region	Average<br><br>employee<br><br>headcount(3)	Headcount<br><br>distribution %	Absenteeism(4)	Average<br><br>contractor<br><br>headcount(5)	Headcount<br><br>distribution %
Africa	3,294	6.2%	2.9%	165	3.8%
Americas	16,134	30.4%	0.9%	734	17.0%
Asia	6,681	12.6%	1.5%	215	5.0%
Australia/New Zealand	25,724	48.5%	5.9%	3,132	72.7%
Europe	1,206	2.3%	0.5%	64	1.5%
Total⁶	53,039	100.0%	3.4%	4,310	100.0%

1.Includes our total workforce based on managed operations (excludes the Group's share of non-managed operations and joint ventures) as of 31 December 2024.

2.Rates have been calculated based on average monthly headcount in the year.

3.Employee headcount excludes Non-Executive Directors and contractors.

4.Absenteeism includes unplanned leave (sick leave, disability, parental and other unpaid leave) for populations on global, centralised HR systems. Excludes Non-Executive Directors and contractors.

5.Contractors include those engaged on temporary contracts to provide services under the direction of Rio Tinto leaders.

6.The sum of the categories may be slightly different to the Rio Tinto total shown due to rounding.

Workforce data by category and diversity(1)(2)

		Gender(3)					Age Group(4)				Region(4)
Category	Headcount<br><br>distribution<br><br>%	Women<br><br>(count)	Men<br><br>(count)	Undeclared<br><br>(count)	Women<br><br>%	Men %	Under 30	30-39	40-49	Over 50	Africa	Americas	Asia	Australia<br><br>/NZ	Europe
Senior leaders	1.0%	179	380	1	32.0%	67.9%	0.2%	4.8%	44.0%	51.0%	5.3%	27.1%	10.7%	41.9%	15.0%
Managers	8.7%	1,692	3,061	13	35.5%	64.2%	0.6%	25.2%	44.4%	29.8%	5.3%	32.9%	11.7%	44.2%	5.9%
Supervisory and<br><br>professional	37.1%	6,270	14,042	46	30.8%	69.0%	10.6%	37.4%	30.6%	21.4%	7.0%	24.8%	17.5%	48.7%	2.0%
Operations and<br><br>general support	52.3%	5,434	23,218	27	18.9%	80.9%	18.5%	29.0%	26.2%	26.2%	5.8%	34.6%	8.8%	49.4%	1.4%
Graduates	0.9%	269	227	0	54.2%	45.8%	84.3%	13.9%	1.6%	0.2%	6.2%	24.4%	15.2%	53.6%	0.6%
Total	100.0%	13,844	40,928	87	25.2%	74.6%	14.5%	31.4%	29.4%	24.8%	6.2%	30.7%	12.4%	48.6%	2.1%

1.Includes our total workforce based on managed operations (excludes the Group's share of non-managed operations and joint ventures) as of 31 December 2024.

2.Excludes Non-Executive Directors, Executive Committee, contractors and people not available for work 2017-2020. From 2021, the definition used to calculate diversity was changed to include

people not available for work and contractors (those engaged on temporary contracts to provide services under the direction of Rio Tinto leaders) excluding project contractors.

3.In 2024, 87 individuals' gender was undeclared.

4.Representation by Age and Region includes employees only, excludes contractors.

Employee hiring and turnover rates(1)(2)(3)

		Gender(4)			Age group				Region
	Total	Women	Men	Undeclared	Under 30	30-39	40-49	Over 50	Africa	Americas	Asia	Australia/NZ	Europe
Employee hiring rate(5)(6)	11.3%	38.8%	61.0%	0.2%	43.3%	31.2%	16.6%	8.8%	5.4%	28.9%	11.8%	49.6%	4.3%
Employee turnover rate(7)	8.8%	9.5%	8.6%	–%	10.2%	8.2%	6.7%	11.2%	5.8%	7.2%	5.0%	11.1%	8.7%

1.Includes our total workforce based on managed operations (excludes the Group's share of non-managed operations and joint ventures) as of 31 December 2024.

2.Excludes Non-Executive Directors and contractors.

3.Rates have been calculated based on average monthly headcount in the year per category.

4.In 2024, 87 individuals' gender was undeclared.

5.Total hiring rate is calculated as total employee hires over average employee headcount for the year.

6.Hiring rate includes total employee hires per category over total hires for the year.

7.Turnover rate excludes temporary workers and the reduction of employees due to business divestment. Turnover rate includes total terminations per category over average monthly

headcount in the year per category.

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Strategic report | Our approach to ESG | Social

Community engagement and social investment

The strength of our relationships with the

communities who host us, and broader

society, is central to our business.

Our Communities and Social Performance

(CSP) teams work across our entire

business. They provide technical expertise to

continually evolve and improve our approach

to engaging with communities where we

operate. These teams include experts

ranging from archaeologists, anthropologists,

social scientists and economic development

experts to human rights specialists and

operational leaders.

Our teams and assets operate in line with

our global Communities and Social

Performance Standard, which we revised

and strengthened in 2022. Our standard

provides clear direction on the minimum

requirements expected and how we can

deliver better social outcomes and

strengthen our social licence.

We aim to build enduring relationships with

Indigenous Peoples and communities that

host our operations. We respect the deep

physical, spiritual and cultural connection

that Indigenous Peoples have to the land,

waterways, culture and nature. Investing in

genuine partnerships is critical to unlocking

the socio-economic opportunities created by

our decarbonisation strategy. By listening to

understand, being transparent and willing to

learn from our mistakes, we will help build

lasting outcomes for host communities and

society.

2024 progress

We continue to strengthen our social

performance capacity and capability to become

a better operator and partner. In 2024, our CSP

practitioners continued to increase their

knowledge through online and face to face

learning and knowledge sharing.

It is essential that we listen to, and act on,

the views of communities that host our

operations. In 2024, together with Voconiq,

a third-party engagement science research

company, we launched our global Community

Perception Monitoring program, Local Voices.

The program will help us to engage more

effectively and better understand communities’

perceptions, leading to improved data-driven

decisions.

CSP targets

In 2024, we progressed initiatives towards our

2026 CSP targets. We also extended those

targets for one year, to conclude in 2027, to

accommodate Group-wide productivity and

culture initiatives. We launched our Human

Rights in Action learning program for employees

in higher-risk human rights roles, with an 85%

completion rate. We continued to implement

management frameworks for cultural heritage

management and strategic social investment

partnerships, and to increase Indigenous

leadership in Australia.

For more information about our CSP targets<br><br>see page 34 or visit riotinto.com/communities

Social investment

We partner with host communities to deliver

positive and lasting outcomes. Engaging

local services, employing local people,

buying local products and investing

in thriving regional economies creates

real value for host communities and

our business.

In 2024, our total voluntary global social

investment was $95.9 million, covering a

wide range of social and economic

programs.

Our goal for social investment is to contribute

to strong and resilient communities in thriving

regional economies. We are doing this by

applying a more strategic approach to how

we partner

with communities so we can deliver the

outcomes that are important to them.

For more information about our social<br><br>investment, see riotinto.com/<br><br>socialperformance and the 2024<br><br>Sustainability Fact Book.

Country updates

QIT Madagascar Minerals (QMM),

Madagascar

In 2023, QMM increased its community

commitment to $4 million per year over

25 years, with half to be spent locally and

half in the region. This was part of the fiscal

agreement between the Government of

Madagascar and Rio Tinto announced

in August 2023. In September 2024,

following several community engagements,

the list of projects was submitted to the

representatives of the Government of

Madagascar and approved by the Council of

Ministers.

In 2024, QMM completed the regional rollout

of backpacks for children in the District of

Fort-Dauphin. A total of 38 primary schools,

with more than 11,000 children, benefited

from these critical school supplies. QMM also

supported the community health mission of

the NGO Médecins de l'Océan Indien (MOI),

an initiative that aims to facilitate free access

to essential medical care for more than

19,000 patients in Fort-Dauphin and the

surrounding area.

In April 2024, Rio Tinto plc received a

“letter of claim” from UK law firm Leigh Day

representing 64 individuals living in the

Mandena region of Madagascar where QMM

operates. We are taking the letter seriously.

Although we cannot comment on the letter

itself given the initiation of a legal process,

QMM’s published independent studies on

water quality and radiation within the

community, taken over the last 3 years

(available on Rio Tinto’s website), do not

support the allegations raised in the letter.

Resolution Copper project, Arizona, US

At our Resolution Copper project, we remain

committed to preserving Native American

and local cultural heritage while delivering

long-term benefits to the region. In 2024, we

continued building relationships with Native

American Tribes and local communities,

strengthening partnerships focused on

cultural preservation, youth recreation, and

economic development. We also advanced

and signed the Good Neighbor Agreement

with the Town of Superior, local communities

and stakeholders from the Pinal and Gila

counties to support a lasting,

collaborative relationship.

For more information visit riotinto.com/<br><br>projects

Simandou project, Guinea

We are committed to delivering significant

and tangible economic and social benefits to

the local communities surrounding the

Simandou iron ore project in Guinea. We

continue to work closely with community

representatives to understand their priorities

and concerns, and to design and deliver

social investment programs that contribute to

improving living conditions.

Earlier this year, we reached an important

milestone with the approval of SimFer’s Land

Acquisition and Resettlement Framework and

the associated site-specific Resettlement and

Compensation Action Plans. This framework

covers our operations on the mine, the rail

spur and port, and has been developed

following extensive consultation with impacted

communities and the Government of Guinea.

We have ensured that our plans benefit from

their knowledge and experience and that all

possible steps are being taken to minimise

disruption, provide appropriate compensation,

and restore the livelihoods of the people and

communities affected. We recognise our ability

to positively contribute to Guinea's long-term

social and economic development beyond the

immediate impact of our operations. Our

dedicated social and regional economic

development programs focus on partnering to

build essential capacity, including in health and

education, and to foster strong economic

linkages and a more resilient, diversified

economy. We are also contributing to

important infrastructure such as the

development of the Conakry Urban Park.

Together with all our partners, we are

committed to developing the Simandou project

in line both with national regulations and

internationally recognised environmental,

social and governance standards.

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Strategic report | Our approach to ESG | Social

Oyu Tolgoi, Mongolia

At Oyu Tolgoi, we are working in partnership

with communities and government,

contributing to sustainable social and

economic change through long-term

strategic partnerships. Since 2015, we have

invested $52 million to the Gobi Oyu

Development Support Fund (DSF) for long-

term sustainable development in Umnugovi

aimag and partner soums.

In 2024, the fund provided $6.4 million

towards a waste recycling facility; a heating

sub-station; the extension of sewage

pipelines; improved medical and educational

services and a cultural heritage preservation

initiative. In 2023, Oyu Tolgoi committed $50

million over 5 years to support the Khanbogd

soum town development by 2040. In 2024,

the renovation of the Galba park was

completed as well as a 7.16km road

construction project in the town centre. Other

projects began, including a recreational

sports complex, and education, health and

business development initiatives.

Oyu Tolgoi works in partnership with the

Khanbogd soum administration and the

herder community as part of The Tripartite

Council. In 2024, there was significant

progress in delivering community projects

relating to sustainable herder livelihoods,

student scholarships, and pastureland water

access. In late 2023, Rio Tinto

and UNESCO established a long-term

partnership to foster sustainable

development initiatives in Mongolia. In 2024,

the first joint initiative started which focuses

on preserving Mongolia’s unique cultural

heritage and paleontological sites,

empowering local communities and creating

responsible tourism practices.

Panguna mine, Bougainville,

Papua New Guinea

The Panguna Mine Legacy Impact

Assessment (PMLIA) was published in

December 2024.

The independent report assesses the

environmental impacts and directly connected

social and human rights impacts caused by

the Panguna mine since Bougainville Copper

Limited (BCL) ceased operations in 1989.

Conducted by independent consultants Tetra

Tech Coffey over the past 2 years, the entire

PMLIA process was overseen by the

Oversight Committee which is made up of

representatives from the Government of

Papua New Guinea, the Autonomous

Bougainville Government (ABG), landowner

and community representatives, BCL,

Rio Tinto and the Human Rights Law Centre

(HRLC). The report is available on the

Panguna Mine Legacy Impact Assessment

Oversight Committee’s website.

We welcomed the release of the PMLIA

as a critical step forward in building

understanding of the long-term legacy impacts

of BCL’s former mine in Bougainville.

In November 2024, Rio Tinto, BCL and ABG

signed a Memorandum of Understanding

(MoU) to discuss ways forward. The MoU

parties plan to address the PMLIA findings

and develop a remedy mechanism

consistent with the UN Guiding Principles on

Business and Human Rights (UNGPs).

Rio Tinto has acknowledged a class action

lawsuit filed in July 2024 in Papua New

Guinea's National Court of Justice, naming

both Rio Tinto and its former subsidiary

Bougainville Copper Limited (BCL) as

defendants. On 20 September 2024, Rio

Tinto submitted its defence against the legal

claim. The company will strongly defend its

position in this case.

For more information on our ongoing<br><br>commitments, see riotinto.com/panguna

Rincon Lithium Project, Argentina

In 2024, the Rincon project remained

committed to responsible mining and

community engagement.

We are working together with the local

communities, listening to their needs and

aspirations and ensuring their voices are

heard in decisions that affect them.

Our support for community development

initiatives includes:

–supporting higher education scholarships

through a partnership with Fundación

Anpuy and UCASAL University and other

institutions

–initiating an urban forestry project,

donating 60 trees and protective planters

crafted by local people using repurposed

pallet wood from the project’s waste

–supporting employability through training

67 individuals for operator and laboratory

positions.

These programs help ensure we are

contributing to a sustainable and long-term

positive impact for the region.

China partnerships

We extended our partnership with the China

Development Research Foundation for the

next 3 years, supporting rural revitalisation in

Bijie, Guizhou Province, through early

childhood development, renewable energy

utilisation and cultural heritage preservation.

We continued supporting Daying Qijiang

Foreign Language School in Sichuan

Province, a partnership since 2008, and

strengthened our partnerships with a number

of leading Chinese universities to explore

innovative solutions to climate change and

environmental challenges.

Update on our CSP

commitments

We continue to find better ways to improve

our cultural competency, processes and

engagement after the tragic destruction of

the rock shelters at Juukan Gorge in May

This includes reviewing our mine

plans, improving agreements, strengthening

our social performance governance,

capacity, and capability, and building strong

relationships with Indigenous Peoples

and communities.

In this section, we provide an update on our

progress on some of the commitments we

made as part of the Rio Tinto Board Review

in 2020 on cultural heritage management.

This progress is summarised under 3 areas:

relationships, governance and process, and

leadership and inclusion.

For more information see our 2021 and<br><br>2022 Communities and Social Performance<br><br>Commitments Disclosures at riotinto.com/<br><br>cspreport

Relationships

We have been changing the way we work

and engage with communities and

Indigenous Peoples in every part of our

business. Our approach aims to enhance our

understanding and appreciation of

Indigenous cultural heritage and ensure that

Indigenous voices inform our planning and

decision making.

While we have made progress, some

relationships with Indigenous communities

remain challenged. We are committed to

working together to achieve positive,

long-term outcomes for the communities

where we operate.

Protecting and preserving Yinhawangka

culture, Pilbara, Australia

We have partnered with the Yinhawangka

Aboriginal Corporation to design a program

aimed at protecting and preserving

Yinhawangka culture.

The “Living Cultures Program” will deliver

projects to record, preserve and transfer

cultural knowledge. This includes language,

living history and heritage, women’s

business, arts and culture, songlines

and traditional stories. The partnership

also aims to increase local economic

development opportunities, improve social

and emotional wellbeing for community,

enhance cultural land management by

Yinhawangka and develop and deliver

cultural awareness training.

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Strategic report | Our approach to ESG | Social

Exploration agreements

In 2024, we implemented agreements with

local communities at some of our advanced

exploration projects in Chile and Angola.

At the Nuevo Cobre copper exploration

project in northern Chile, a joint venture with

state-owned Codelco, we reached

framework agreements with 5 Indigenous

communities of the Colla People.

In Angola, we signed an agreement with

5 villages around the Chiri site, which is an

advanced diamond exploration project and

joint venture with the state-owned Endiama.

The agreement focuses on promoting

community development in agriculture, adult

literacy and local employment.

Shared vision with Indigenous partners at

our Diavik diamond mine

In October 2024, we hosted a closure

workshop for Tłı̨cho Government participants

to discuss the mine’s closure plans and

integration of Traditional Knowledge. The

workshop allowed Traditional Knowledge

holders and Tłı̨cho Government’s technical

staff to engage with Diavik employees and

view the site. The meeting focused on water

quality, vegetation and land considerations.

Progressing renewable energy with

Ngarluma, Pilbara, Australia

In July 2024, together with the Ngarluma

Aboriginal Corporation, we announced plans

to progress the development of an 80MW

solar farm on Ngarluma Country, near

Karratha, Western Australia to supply

renewable energy to our Pilbara operations.

When complete, this project has the potential

to reduce the amount of natural gas currently

used for generation across our Pilbara

operations by up to 11% and could reduce

Rio Tinto’s emissions by up to 120kt CO2e.

This project demonstrates our commitment to

working together with Indigenous communities

towards a more sustainable future.

For more information read the story at<br><br>riotinto.com/pilbararenewables

Governance and process

We continue to implement our Communities

and Social Performance Standard, and

revise systems and processes to help us

meet external expectations and deliver better

social and human rights outcomes. In 2024,

we continued to strengthen our risk

management processes, using a structured

approach to risk identification and

management. This included the development

of Group level “bow ties” (analysis tools for

risk management) and updating our critical

controls to better prevent and mitigate

cultural heritage and social impact risks

across our operations.

Australian Advisory Group

We established the Australian Advisory

Group (AAG) in 2022 to provide independent

expert advice to our executives on matters

impacting our relationship with Indigenous

Peoples and communities in Australia.

In 2024, discussions focused on care for

Country and culture, complex social

transitions, and implementing the

UN Declaration on the Rights of

Indigenous Peoples.

As part of the AAG’s staggered terms of

engagement, inaugural members Michelle

Deshong and Shona Reid stepped down,

and we welcomed June Oscar AO and

Dr Teagan Shields. June is a proud Bunuba

woman from Western Australia and a strong

advocate for social justice and women’s

issues. Teagan is a proud Arabana woman

who is passionate about Indigenous-led use

of traditional knowledge in biodiversity

conservation.

The AAG is made up of 5 other leaders

including Professor Peter Yu AM (AAG

Chairman), Djawa Yunupingu, Nyadol Nyuon

OAM, Cris Parker and Dr Yarlalu Thomas.

The Oxford Leading Sustainable

Corporations Programme

In 2024, 223 senior leaders successfully

completed the Leading Sustainable

Corporations Programme. This is the third

year we have partnered with the Oxford Saïd

Business School.

The 12-week course helps our leaders build

their understanding of current and emerging

environmental, social and governance issues

and how best to embed sustainable thinking

into broader business activities and planning.

It is essential that we understand our impacts

better, in order to achieve our objectives and

future growth aspirations, and be a more

sustainable and responsible business.

Cultural heritage management

In 2024, our assets that took part in the

Independent Cultural Heritage Management

audit in 2021 and 2022 completed a self-

assessment against our maturity framework,

to identify gaps for improvement. We also

launched a template to help standardise our

assets’ Cultural Heritage Management Plans.

This will ensure a consistent approach to

protecting and managing cultural heritage

across our business.

These actions are part of our target to

co-manage cultural heritage with

communities and knowledge holders

by 2027.

Find out more about our approach to<br><br>cultural heritage at riotinto/culturalheritage

Leadership and inclusion

We want Indigenous Peoples to have a

stronger voice in our company and in the

decisions that affect their rights and interests.

This will help us shape, influence and

challenge our decisions for the better.

Indigenous leadership

Our Indigenous Leadership Program in

Australia focuses on advancing and

empowering Indigenous leaders. To help

grow Indigenous leadership, we are

improving pathways to employment,

increasing the number of employment

opportunities and providing positive

experiences for current and future

employees so they can actively grow

their career.

We now have 61 Indigenous leaders in our

business in Australia, in areas such as

Finance, Information Technology, Human

Resources, Projects, Legal, Commercial,

Government Relations, Risk and Audit. And

these Indigenous leaders sit at the decision-

making tables, contributing to the future

direction of our company.

RioInspire

In 2022, we partnered with the Australian

Graduate School of Management at the

University of New South Wales to deliver the

RioInspire Indigenous Leadership program.

RioInspire is a ground-breaking, globally

recognised program that focuses on

developing executive-ready Indigenous future

leaders. In 2023 and 2024, 37 Indigenous

leaders graduated from the program, with

7 of them continuing to complete graduate

certificates and MBAs. In 2024, we introduced

the program globally, with 4 Indigenous leaders

from Canada and the US taking part.

Cultural Connection

To create an inclusive, culturally safe and

respectful environment for Indigenous

People we need to ensure our employees

have a good understanding of the culture,

heritage and history of Indigenous Peoples in

Australia.

Our Cultural Connection program

ensures our leaders have an informed

understanding of Indigenous culture,

and know how to build strong, trusted

relationships with the Indigenous community

and Indigenous employees.

In Australia, around 90% of our senior

leaders have completed the program and we

are now delivering it to our next cohort of

leaders.

In 2024, we recruited a Global Chief Advisor

Indigenous Relations and plan to expand our

Indigenous leadership program to North

America in 2025.

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Strategic report | Our approach to ESG | Social

Cultural safety

We are committed to creating culturally safe

environments where people of diverse

cultural and ethnic backgrounds can feel

respected and safe – spiritually, socially,

emotionally and physically.

In 2024, we introduced new resources

to support our leaders in talking about

the importance of cultural safety and

strengthening it within their teams. We also

continued to expand our Elevating Voices

Network which is led by a small group of

Indigenous and non-Indigenous employees

who activate events, activities and

conversations for its members.

Living Languages Living Cultures

Our Living Languages Living Cultures

program promotes and invests in preserving,

reviving, and celebrating Indigenous cultures

and languages in Australia.

In 2024, the Australian Institute of Aboriginal

and Torres Strait Islander Studies (AIATSIS)

unveiled the AIATSIS Centre for Australian

Languages and the Our Languages Keep Us

Strong program. With our support, this initiative

is dedicated to protecting Indigenous

Australian cultures and knowledge, and

increasing understanding about the value of

Australia’s first languages.

Supporting Indigenous businesses

We support local businesses, employ local

people and buy local products, especially

from Indigenous, small and regional

businesses. In 2024, we spent more than

A$926 million with Indigenous businesses

across Australia – an increase of 27.7% on

the year before. We are also increasing our

spend with local and Indigenous businesses

in North America. In 2024, we spent $216

million with Indigenous suppliers in this

region.  We have many success stories of the

positive impact we are having on local

Indigenous communities. One example is in

Canada, where our Aluminium Quebec

Operations partnered with an Indigenous

sawmill company, Sciages GP, from the

Pekuakamiulnuatsh community, to supply

essential wood parts for shipping our

aluminium globally. This contract has created

a significant number of jobs in Mashteuiatsh

and supports the local economy.

Truth and reconciliation

We continue to commemorate and celebrate

Indigenous events and observance days

across our business. In 2024, we ran a global

communications and engagement campaign

around International Day of the World’s

Indigenous Peoples. Raising awareness

through stories, messaging and materials

helps our people better understand and

respect Indigenous history, culture and People,

which contributes to a safer and more inclusive

workplace.

Economic contributions ($ million)

	2024	2023	2022	2021	2020
Consolidated sales revenue	53,658	54,041	55,554	63,495	44,611
Net cash generated from operating activities1	15,599	15,160	16,134	25,345	15,875
Profit after tax for the year	11,574	9,953	13,048	22,597	10,400
Underlying earnings	10,867	11,755	13,359	21,401	12,448
Underlying earnings per share (US cents)	669.5	725.0	824.7	1,322.4	769.6
Net (debt)/cash	(5,491)	(4,231)	(4,188)	1,576	(664)
Purchases of property, plant and equipment and intangible assets	(9,621)	(7,086)	(6,750)	(7,384)	(6,189)
Employment costs	(7,055)	(6,636)	(6,002)	(5,513)	(4,770)
Payables to governments2	(8,214)	(7,881)	(9,313)	(12,789)	(8,224)
Amounts paid by Rio Tinto	N/A3	(8,524)	(10,779)	(13,334)	(8,404)
Amounts paid by Rio Tinto on behalf of its employees	N/A3	(1,755)	(1,622)	(1,486)	(1,353)

1.Data includes dividends from equity accounted units, and is after payments of interest, taxes and dividends to non-controlling interests in subsidiaries.

2.Payables to governments includes corporate taxes, government royalties and employer payroll taxes.

3.Our Taxes and Royalties Paid Report will be published later this year on riotinto.com.

	2024	2023	2022	2021	2020
Social investment1 (discretionary)	95.9	84.0	62.6	72.1	47.0
Development contributions2 (non-discretionary)	23.3	17.6	18.2	19.1	12.8
Payment to landowners3 (non-discretionary)	221.9	231.9	299.0	222.9	165.9

1.Social investments (referred to as "community investments" prior to 2023) are voluntary financial commitments, including in-kind donations of assets and employee time, made by Rio Tinto

managed operations to third parties to address identified community needs or social risks.

2.Development contributions are defined as non-discretionary financial commitments, including in-kind donations of assets and employee time, made by Rio Tinto to a third party to deliver social,

economic and/or environmental benefits for a community, which Rio Tinto is mandated to make under a legally binding agreement, by a regulatory authority or otherwise by law.

3.Payment to landowners are non-discretionary compensation payments made by Rio Tinto to third parties under land access, mine development, native title, impact benefit and other legally

binding compensation agreements.

Annual Report on Form 20-F 2024	85	riotinto.com

Strategic report | Our approach to ESG | Social

Human rights

Respecting human rights is core to our values

and to delivering our business strategy.

Commitment

We are committed to treating everyone with

dignity and respect – from our employees,

contractors and workers in our value chain, to

the communities we partner with, and others

affected by our activities and business

relationships. We know that our activities, and

those of our partners, can have both a positive

and a negative impact on human rights. By

embedding rights-respecting and ethical

behaviour throughout our business, we will be

better able to prevent human rights harm. To do

this, we rely on:

–empowering people through an inclusive

and supportive business culture that

aligns with our values

–embedding human rights due diligence

into business processes and systems

–engaging with stakeholders to identify

and address root causes of human rights

harm.

Regardless of the operating context, our

approach to human rights remains consistent

and aligned with the UN Guiding Principles on

Business and Human Rights, and other

international standards and frameworks.

For more information see our Human<br><br>Rights Policy at riotinto.com/humanrights

2024 progress

Governance

We continue to evolve our human rights

performance to help prevent our involvement in

adverse human rights impacts. We regularly

review and update internal standards, systems

and processes to integrate human rights due

diligence and promote more responsible and

ethical ways of working. In 2024, we provided

the Sustainability Committee with an update on

our human rights performance.

Salient human rights issues

We identify the priority human rights issues that

could severely impact people through our

activities or business relationships. These issues

consider our operational footprint, value chain

and external contexts and include:

–land access and use

–Indigenous Peoples’ rights

–security

–inclusion and diversity

–community health, safety and wellbeing

–workplace health and safety

–labour rights (including modern slavery)

–climate change and just transition

We continue to identify issues related to

water and environment, and nature as

emerging salient issues. In 2025, we will

review our Group-wide salient issues.

Assets conduct self-assessments to enable a

more complete understanding of their risk

context. There has been a significant

increase in the quantity and quality of human

rights risk self-assessments at assets (59

completed in 2024 compared to 24 in 2023).

These self-assessments - whether

standalone or integrated into broader

enterprise risk assessments - help assets

prioritise and take action to prevent human

rights harm that is, or may be, connected to

our activities. Examples of assessments

included at our Pacific Aluminium assets as

part of the Aluminium Stewardship Initiative

certification; at 26 closure assets; and an

independent human rights impact

assessment at Simandou. Security and

human rights assessments are ongoing at

assets in more complex security contexts

that involve both private and public security

arrangements.

For more information see our 2024<br><br>Sustainability Fact Book at riotinto.com/<br><br>sustainabilityreporting

Our business relationships

We partner with communities, business partners

and other stakeholders to advance respect for

human rights in line with international standards

and our values.

Our joint venture partners

We continue to work with joint venture partners

to provide human rights technical support and

monitor human rights performance, including

through Board and Committee roles for non-

managed operations.

Suppliers

Using a risk-based approach through our

third party due diligence process, we pre-

screen our potential business partners and

complete desktop human rights reviews. In

2024,

6,359 third party due diligence reviews

were completed, and 174 were escalated for

human rights review. For higher-risk

suppliers, we have developed action plans to

support ongoing monitoring and evaluation of

identified risks.

We expect our suppliers (including

subcontractors) to adhere to our Supplier

Code of Conduct (SCOC), which includes

respecting human rights. We updated our

SCOC in 2024, alongside a new set of

Sustainability Procurement Principles.

The updated SCOC better reflects our

commitments to sustainability, ethics and

social responsibility with updated

requirements on labour and human rights.

In 2024, we focused due diligence efforts on

higher-risk supplier categories, including

logistics and renewables, due to operating

contexts, and potentially higher-risk

workforces. Our approach focuses on

influencing broader industry change through

trusted partnerships, rather than avoidance

and termination of relationships. We also

appointed a panel of independent human

rights auditors to assess the labour rights

performance of suppliers in high-risk

categories and completed 3 pilot audits

across key operating regions.

For more information see our annual<br><br>Modern Slavery Statement at riotinto.com/<br><br>modernslavery

Grievance and remedy

Effective grievance management can enable

more trusted relationships and help prevent

human rights harm from occurring in the first

place. Every asset is required to have a

grievance mechanism.

We are committed to providing for, or

cooperating in, remediation when we identify we

have caused or contributed to human rights

harm. We may also play a role in remediation

where we are directly linked to harm through our

products, services or operations. Receiving

feedback, complaints or grievances from

stakeholders is an important part of ongoing

human rights due diligence. In 2024, the human

rights team provided support on a range of

internal investigations and assessments with a

focus on grievance and remedy processes,

including at Oyu Tolgoi, Kennecott and in Laos.

Capacity building on human rights

Since everyone has a role in respecting

human rights, our people are our first line of

defence. In 2024, we developed a 3-year

learning strategy which focuses on respect

for human rights.

We also launched a global learning program

called Human Rights In Action to support our

target to train everyone identified in higher-risk

human rights roles by the end of the year.

Higher-risk roles identified included a large

proportion of our senior leaders across a range

of functions and assets.

The program included virtual events, a

mandatory self-directed e-module and a

toolkit to cascade learnings throughout the

business. We will consider how this program

continues to evolve in 2025. Our broader

human rights training records are available in

the 2024 Sustainability Fact Book.

Collaboration

It is crucial that we collaborate with peers,

civil society organisations and others, given

the systemic nature of human rights issues.

We identify and embrace initiatives that work

to mitigate the root causes of human rights

harm. We advocate on public policy efforts

that help businesses further respect human

rights. We continue to engage with peers,

investors, civil society organisations, workers’

organisations and business partners on

issues relating to human rights.

In 2024, we continued to support ICMM’s

Human Rights working group, the Human

Rights Resources and Energy Collaborative,

and the Mining Association of Canada’s

International Social Responsibility Committee.

We actively participate in the Voluntary

Principles Initiative and UN Global Compact

networks and attend regional business and

human rights forums in Africa, Asia and Europe.

For more information about how we engaged<br><br>with key stakeholders, including civil society<br><br>organisations, see pages 9 and 106-108.

Annual Report on Form 20-F 2024	86	riotinto.com

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Governance

Our reputation as a business that operates with high levels of integrity depends on the actions

we take and decisions we make each day. We expect our people and partners to uphold the

highest standard of integrity, act ethically and do the right thing.

Transparent, values-based, ethical business

We empower our people to seek guidance

when faced with ethical or business

dilemmas – both to prevent incidents from

occurring, and to protect them and others

from harm. The way we treat our people, our

partners, the environment and the

communities where we work, and how we

conduct business, are what makes us a

responsible partner of choice.

2024 progress

Compliance program developments

Business integrity is core to how we build trust

with our stakeholders. It forms the foundation

of our ability to run our operations and

maintain an ethical culture. We have continued

to evolve our compliance program to align with

leading industry practice, changes to the

regulatory landscape and business integrity

risks we face across the countries where we

operate. During the year, we undertook a

maturity assessment of our program, which

concluded our program has a higher level of

maturity than benchmarked peers.

In 2024, we delivered several compliance

program improvements:

–We refined our online disclosures system

for gifts and entertainment from, and to,

third parties, conflicts of interest and

sponsorship and donations. This

increases transparency, promotes

simplification, and allows us to automate

approvals and workflow.

–We launched a new Compliance

Champions program, developing and

leveraging a site-level network of

employees to promote ethical behaviours.

–We uplifted the maturity of our Data

Privacy Compliance Program. This

included implementing a refined Privacy

Impact Assessment process and a new

Privacy Statement, and reinvigorating the

Data Privacy Lead network across the

Group, while continuing to ensure

compliance with new and changing

privacy legislation across the jurisdictions

where we operate.

–We continued to enhance our Third-Party

Risk Management (TPRM) framework.

We piloted a new TPRM system to

increase automation and improve risk

management exposure from third parties.

We expect the new system to launch

across the Group in 2025.

–We continued to invest in our Sanctions

Compliance Program through enhanced

sanctions screening processes of third

parties, deep dive reviews for parts of the

business with higher sanctions exposure,

and increased training of employees.

Code of Conduct and annual training

To  help equip our workforce to navigate

uncertain areas and spot ethical and

compliance-related risks, in 2024, we

launched a new annual Code of Conduct

training. This training sets the foundation for

the way we work, guiding ethical decision

making and reflecting the safe and respectful

environment we want to achieve for our

people. Based on our Code of Conduct, it is

designed to help all employees and

contractors live our values of care, courage

and curiosity.

For information on our Code of Conduct,<br><br>see riotinto.com/ethics

The new Code of Conduct training

incorporates topics across all areas of our

Code, providing examples of the values,

commitments and behaviours we expect of

our people. The online training has been

completed by 27,050 of our people, and

21,406 have completed the offline version.

Our Executive Committee attended an

immersive face-to-face session.

In addition to online Code of Conduct training,

the Ethics and Compliance team delivered

tailored risk-based face-to-face training on

anti-bribery and corruption, data privacy, anti-

trust and trade sanctions. A total of 7,624

employees received this training in 2024.  We

also provided business integrity training to our

third parties on a risk basis.

myVoice, our confidential

reporting program

A respectful and inclusive workplace, with a

strong ethical culture that reflects our values,

must include a safe space where individuals can

speak up with confidence and without fear of

retaliation. A strong culture of speaking up

enables us to identify and address potential

issues swiftly, respond appropriately, minimise

risk, and ensure care for our people and the

communities where we  operate.

The myVoice program enables confidential

and anonymous reporting, including

protected whistleblower disclosures.

myVoice is operated by the Business

Conduct Office (BCO), which reports to our

Chief Legal, Governance and Corporate

Affairs Officer. The BCO provides regular

program insights to the Board and the Group

Ethics and Compliance Committee.

For information on how we manage cyber<br><br>security, see riotinto.com/cybersecurity
Image: Our Integrated Operations Centre,<br><br>Brisbane.
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Strategic report | Our approach to ESG | Governance

Care Hub

In 2023, BCO launched Care Hub, a

confidential service designed to provide more

channels for our people to raise concerns, and

greater access to a range of support as well as

non-investigative resolution options. It is

available to anyone directly or indirectly

impacted by disrespect and harmful

behaviours at work, such as bullying,

harassment, sexual harm, racism and

discrimination. Care Hub has been widely

accessed across Rio Tinto, supporting over

675 individuals during 2024 (and around 250

in 2023), as well as facilitating resolution

options other than investigations.

Continuous improvement

The number of concerns raised through

myVoice continues to increase yearly, with

1,920 reports in 2024 (2023: 1,614). Our new

mobile intake route was introduced in June to

supplement existing web based, phone and

proxy reporting. The web-based route remains

the most used (61% of reports).

The reporting rate per 100 headcount rose to

3.4 in 2024 from 2.9 in 2023, with over half of

reporters (54%) happy to reveal their identity,

despite the small increase seen in anonymity

rates in 2024 (46%, up from 40% in 2023).

BCO substantiated more reports in 2024 (283)

than in 2023 (267). However, the

substantiation rate has declined: 44% of 642

reports investigated and closed in 2024, down

from 53% of 500 reports in 2023.

The median average case closure time for all

cases closed in 2024 was 30 days, consistent

with 30 days in 2023. The mean average case

closure time in 2024 was 91 days from 65

days in 2023, the increase being influenced by

a drive to close aged cases.

In 2024, we delivered several enhancements

to the BCO program. The BCO is looking to

improve access to information and is

exploring options to better share data on our

website.

As an organisation we recognise there is

more work to do to improve our culture. Each

person's experience of misconduct is unique.

We are committed to holding ourselves

accountable and having controls in place to

identify where our business processes may

have created an opportunity for misconduct

to arise. This is critical to ensuring our people

feel safe and respected in the workplace.

Transparency

We believe greater transparency and

accountability are key to earning and building

trust, encouraging sustainable business

practices, and translating taxes and royalties

into beneficial outcomes for communities

who host our operations.

Being transparent about our tax payments,

mineral development contracts, beneficial

ownership, and our stance on a range of

other sustainability issues – like climate

change – allows us to enter into open, fact-

based conversations with our stakeholders.

This leads to a better understanding of

everyone’s roles and responsibilities.

We are a founding member of the Extractive

Industries Transparency Initiative (EITI), and

a signatory to The B Team Responsible Tax

Principles. We report in full the requirements

of the “Tax” standard (GRI 207) of the Global

Sustainability Standards Board of the Global

Reporting Initiative, including full country-by-

country reporting.

Political integrity

We do not favour any political party, group or

individual, or involve ourselves in party political

matters. We prohibit the use of company funds

to support political candidates or parties. Our

business integrity procedure includes strict

guidelines for dealing with current and former

government officials and politicians. They

cannot be appointed to senior employee

positions or engaged as consultants, without

the approval of executive management and

our Chief Ethics and Compliance Officer. We

regularly engage with governments and share

information and our experiences on issues that

affect our operations and our industry.

We join industry associations where

membership provides value to our business,

investors and other stakeholders. We outline

the principles that guide our participation and

the way we engage, and a list of the top 5

associations by membership fees paid at

riotinto.com/industryassociations. We also

track and disclose how we engage on climate

policy issues, disclosing when the policies and

advocacy positions adopted by industry

associations differ materially from ours. We

continue to strengthen our approach and

disclosures on industry associations.

Voluntary commitments,

accreditations and memberships

We take part in global, national and regional

organisations and initiatives that inform our

sustainability approach and standards,

helping us better manage our risks. These

independent organisations and initiatives

assess and recognise our performance, and

we participate in industry accreditation

programs for some of our products.

For more information about our voluntary<br><br>commitments, accreditations and<br><br>memberships see riotinto.com/<br><br>sustainabilityapproach

myVoice by case class (and % of substantiated reports)

	2024		2023		2022		2021		2020
Case rate1 (number of reports per<br><br>100 headcount)	3.38		2.91		2.81		2.57		1.45
Reports received2	1,920		1,614		1,459		1,246		748
	Reports<br><br>received	Reports<br><br>substantiated3	Reports<br><br>received	Reports<br><br>substantiated	Reports<br><br>received	Reports<br><br>substantiated	Reports<br><br>received	Reports<br><br>substantiated	Reports<br><br>received	Reports<br><br>substantiated
Business integrity	307	42%	249	52%	210	52%	154	36%	102	51%
Personnel	1,340	46%	1,201	55%	1,034	65%	819	57%	421	38%
Health, safety, environment	139	52%	107	61%	120	47%	186	22%	68	35%
Communities	8	0%	5	0%	10	0%	6	0%	25	0%
Information security	55	40%	22	0%	17	67%	18	36%	99	47%
Finance	7	25%	3	50%	1	0%	0	0%	2	67%
Other	64	40%	27	0%	67	33%	63	14%	31	50%

1.To better represent data for smaller parts of the organisation, BCO now reports on 'reports per 100 headcount’, and not ‘per 1,000’.

2.Can include multiple reports relating to the same allegation. Where figures in this table slightly differ from previous reported periods, this can be due to factors including re-opening of cases,

case class re-classification, internal reviews and quality assurance processes.

3.Applies to all ‘substantiation %’ rates in this table, and it is based on all cases investigated and closed in the relevant reporting year; can include cases reported in previous year.

Annual Report on Form 20-F 2024	88	riotinto.com

Strategic report

Our approach to risk management

Taking risks responsibly is key to delivering our strategy in a way that creates value for our

customers, shareholders, employees and partners.

To deliver our strategy, in a way that creates

value for our customers, shareholders,

employees and partners, it is essential that

we take risks responsibly.

Our risk culture fosters awareness,

transparency, and informed decision-making.

It reflects our values, is consistent with our

Code of Conduct, The Way We Work, and is

implemented through our risk

management framework.

Our risk management framework includes

our risk appetite, which outlines the level of

uncertainty we are willing to accept to

achieve our strategic objectives. It is

developed with input from our leadership,

approved by the Board, and is used

throughout our Risk Management Process.

This integration ensures we are effectively

managing threats and opportunities to our

business and host communities, as well as

protecting nature.

Our risk management process

Set strategy,<br><br>objectives and risk<br><br>appetite	Perform risk<br><br>assessment<br><br>Identify and evaluate<br><br>risks to strategy and<br><br>objectives.	Perform risk<br><br>management<br><br>Implement controls<br><br>and actions to<br><br>manage risks within<br><br>risk appetite.	Perform risk<br><br>assurance<br><br>Check and verify that<br><br>controls and actions<br><br>are effective in<br><br>managing risks.<br><br>Identify, prioritise<br><br>and implement<br><br>improvements.	Communicate risk<br><br>insights<br><br>Communicate current<br><br>and emerging risk<br><br>exposure to inform<br><br>decisions.	Improve and<br><br>embed risk<br><br>management<br><br>Build risk capability<br><br>and culture so active<br><br>management is<br><br>embedded in how we<br><br>run our business.
Plan		Do	Check	Act

Our risk management process follows

international standards and operates as a

Plan-Do-Check-Act cycle. This provides a

systematic yet flexible approach to respond

to the dynamic business environment we

operate in.

When identifying and assessing risk, we take

into account both financial and non-financial

impacts on our business, the environment

and communities where we operate. We

assess the materiality of each risk, enabling

us to escalate when necessary and prioritise

resources where they are most needed.

We actively monitor how well we manage

risks that are material to our objectives by

verifying that the design of our response

(actions and controls) remains resilient to

changing conditions, and by checking the

implementation of the response against our

actual performance. We enhance the check-

and-verify step by applying the 3 lines of

defence approach, which remains a core part

of our risk management framework. We look

to continually improve and strengthen our

risk culture and framework through

enhancing processes, tools and training.

We use an enterprise-wide risk management

information system (RMIS) with integrated

tools and applications to capture, manage

and communicate material business risks.

These tools support decision making and

prioritisation through transparent, up-to-date

data.

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Strategic report | Our approach to risk management

Our risk management governance structure

Our risk management framework is structured to assign accountability for risks to leaders who are in the best position to address them, while

offering support via Centres of Excellence (CoE) and Areas of Expertise (AoE), along with independent review and oversight.

| Best Operator, Impeccable ESG, Excel in development, Social licence | Risk appetite, risk culture, values | | --- | --- || Stakeholders | | | | | | --- | --- | --- | --- | --- | | Board and Board sub-committees | | | | | | Audit & Risk Committee | Sustainability Committee | People & Remuneration Committee | Nominations Committee | Chair’s Committee | | Delegation of Authority | | | | | | Chief Executive | | | | | | Executive Management Committee | | | | | | Iron Ore product group | Aluminium product group | Copper product group | Minerals product group | Group functions || Executive Steering Committees | | | | | | | --- | --- | --- | --- | --- | --- | | Risk Management Committee | | | | | | | Closure Steering Committee | Steel Decarbonisation Steering Committee | Decarbonisation Investment Forum | Safety and Operations Committee | Ore Reserves Steering Committee | Major Hazards Steering Committee | | Financial Risk Management Committee | Disclosure Committee | Cyber Security Steering Committee | Investment Committee | Capital Committee | Group Ethics and Compliance Committee || Material risks | | --- | | Risk Area of Expertise | | Technical Areas of Expertise and Centres of Excellence | | Group Internal Audit | | Third party assurance || Line of defence | | --- | | 1st | | 2nd | | 3rd |

The Board approves our risk appetite and

oversees our material risks. The Board is

supported in monitoring a range of material

financial and non-financial current and

emerging risks by the Audit & Risk and

Sustainability committees. The Audit & Risk

Committee also monitors the overall

effectiveness of our risk management and

internal control frameworks and material

risks. Pages 113 to 118 detail the

committee’s activities in 2024. The Board’s

extensive range of skills, experience, and

knowledge contributes to a well-rounded

perspective on risk management.

The Board has delegated responsibility for

day-to-day management of the business to

the Chief Executive, and through him, to

other members of the Executive Committee

under a Group delegation of authority

framework. Our product groups and Group

functions, along with several risk-oversight-

focused executive and operational

committees, support the Chief Executive in

the effective management of our material

risks. Our Risk AoE is responsible for the

design and implementation of our risk

management framework globally, supporting

risk assessments and delivering timely

insights to executives and the Board.

Under our 3 lines of defence model, all

employees are empowered to own and

manage the risks that arise within their area

of responsibility. Our CoEs, comprising our

2nd line of defence, provide deep subject

matter expertise and objective challenge.

Our Internal Audit function provides

independent assurance. Where required by

law, or where deemed appropriate, we also

engage third parties to provide independent

assurance. Where risks are material to the

Group, they are escalated to the Risk

Management Committee and, as

appropriate, to the Board or its committees.

Emerging risks

Emerging risks are new or evolving risks that are

highly uncertain by nature and have the potential

to significantly impact the Group. Emerging risks

are typically less predictable and lack

precedents, making them challenging to assess

or mitigate. Given our diverse portfolio and

geographical footprint, we are exposed to many

highly uncertain, complex and often interrelated

risks. We remain vigilant to the leading indicators

of emerging risks, potential impact and

responses. Our analysis is anchored on our

global scenarios as outlined in the Strategic

context section on page 6.

Emerging risks that could materially impact

strategic objectives are incorporated within our

material risks. We monitor these risks closely

for changes in the external factors and

reassess them as they evolve and new

information is discovered. The Board reviews

these risks periodically.

Geopolitical risks continue to shape the

global economy. They create uncertainty

through changing trade policies, tensions

between major economies, regional conflicts,

and sanctions which could disrupt supply

chains and market access. We monitor

global developments closely and stress-test

the resilience of our business model,

including our supply chains, through scenario

planning to identify potential management

responses. These include, but are not limited

to, developing our capability to settle and

receive renminbi (RMB).

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Strategic report | Our approach to risk management

Climate change and the low-carbon transition

remain critical emerging risks, with potential

to have a significant impact on our business

and the communities where we operate.

Physical risks such as extreme weather

events, water scarcity, and shifting

temperature patterns have the potential to

disrupt production, damage infrastructure or

increase costs. Transitional risks continue to

be a global agenda, with governments and

regulatory bodies increasingly implementing

stricter emissions regulations and targets.

We actively monitor and assess the potential

impact of these on our operations and

business through scenario planning. Where

appropriate, we take a proactive approach to

responding to the uncertainty. This includes

committing to decarbonisation targets and

associated capital expenditure, optimising

our portfolio for future demand, and

developing deeper understanding of

exposure across the business using the

latest generation climate analytics. Please

refer to material risks 2, 4 and 8 on page 91

and the Climate Action Plan on page 41 for

further details.

Generative Artificial Intelligence (AI) and

advancing technologies have the potential to

unlock transformative opportunities for

businesses through enhancing efficiency, and

data-driven insights to support decision making,

driving pace and breadth of innovation. It is also

in its infancy, which carries significant unknown

risks. Our focus is on robust monitoring and

internal upskilling to understand this evolution,

supported by strong governance processes to

support its use.

Longer-term viability statement

Context

Our business model underpins our ability to

deliver on our strategy. This is outlined on

page 8. Our business planning processes

include modelling a series of macroeconomic

scenarios and using various assumptions that

consider internal and external factors. As part

of our risk management framework, we closely

track, monitor and mitigate material risks to our

business plan and model.

Viability assessment process and

key assumptions

The assumptions underlying our business plan

and macroeconomic forecast have the

greatest level of certainty for the first 3 years.

Our longer-term viability assessment

examines the first 5 years (2025-29) of the

business plan. This allows for a detailed

analysis of the potential impacts of risks

materialising in the first 3 years, and enables

us to further stress test the business plan for

risks materialising towards the end of the time

period, although with less certainty.

The risk factors section outlines risks that

could materially affect our performance,

prospects or reputation. For the viability

assessment, we have considered material

risks that could severely impact the Group’s

liquidity and solvency in addition to non-

financial impacts.

Assessment of viability The risks and key assumptions considered in our longer-term viability assessment are as follows: Risk A: Remaining competitive through economic cycles or shocks Scenario assumptions: An economic shock arising in 2025, caused by escalating geopolitical tensions, a trade war or military actions, leading to a sustained loss of confidence in financial markets and supply chain disruptions. It assumes commodity prices experience large negative pricing shocks in 2025 through 2029 and a short- term supply disruption for key commodities. The scenario relates to material risk 11 (Remaining competitive through economic cycles or shocks by maintaining strong financial and operating performance underpinned by a healthy inventory of high- quality reserves). Risk B: Group material major hazard or cyber risk Scenario assumptions: A catastrophic event occurs, resulting from a major operational failure such as a tailings or water storage facility failure, extreme weather event, underground or geotechnical event or a cyber event that impacts operational systems. It assumes multiple fatalities, cessation of operations and significant financial impacts. We have assumed 3 such events occur within the assessment period, each with significant but varied impacts. The scenario relates to material risks 1 (Preventing loss of operational control that may lead to potential fatalities, permanent disablements, or material production disruption) and 12 (Preventing material business disruption and data breaches due to cyber events). Risk C: Delivery of our growth projects Scenario assumptions: A risk driven by evolving societal expectations and changing laws affecting the timelines for delivering sustaining or growth projects. We have assumed an impact on our near- term key projects and considered available alternatives. The financial impact assumed here is in addition to any non- financial impact, such as reputational harm. The scenario relates material risks 3 (Building trusted relationships with communities), 6 (Building trusted relationships with Indigenous Peoples) and 7 (Delivering on our growth projects).

Results of assessment

We quantify the expected financial impact of

each risk based on internal macroeconomic

and business analysis, as well as internal

and external benchmarking on similar risks.

We apply a probabilistic approach to quantify

risks and impacts where relevant.

The first 5 years of the Group’s business plan

has been stress-tested for each risk to assess

the impact on the Group’s longer-term viability,

including whether additional financing facilities

would be required. In addition to liquidity and

solvency, the assessment considered other

financial performance metrics and dividend

payments. These metrics are subject to robust

stress tests.

The most “severe” scenario, albeit unlikely,

considers the financial impact of all 3 risks

materialising in the 5-year period. Without

management action, this scenario would

create both an immediate and a prolonged

severe impact.

However, we have a suite of management

actions available to preserve resilience

through the period of assessment, including

accessing lines of credit, reducing organic

and inorganic growth capital expenditure,

and raising capital. Our financial flexibility

could be limited during the peak of the crisis.

The viability of the Group under all the

scenarios tested remained sound.

The resilience of the Group’s business model

is largely underpinned by 4 factors:

–the competitive position and diversification of

our commodities portfolio

–our disciplined capital allocation framework

and commitment to prudent financial policy

–the pay-out shareholder return policy

being based on earnings

–the focus on striving for impeccable ESG

credentials and therefore strengthening

our social licence, which allows for growth

and maintaining access to debt capital

and bank loan markets.

Therefore, considering the Group’s current

position and the robust assessment of our

emerging and material risks, the Directors have

assessed the prospects of the Group over the

next 5 years (until 31 December 2029) and have

a reasonable expectation that we will be able to

continue to operate and meet our liabilities as

they fall due over that period.

In the long term, there are 4 material risks

with long-dated consequences that could

have a material impact on our viability:

–preparing our iron ore business to

meet demand for low-carbon steel

(material risk 2)

–minimising our impact on the

environments we work in and building

physical resilience to changes in those

environments, including climate change

and natural hazards (material risk 4)

–being responsible operators throughout

the entire life of our assets – from

discovery to closure (material risk 5)

–delivering our growth projects

(material risk 7).

The risk factors section provides further

details.

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Strategic report | Our approach to risk management

Risk factors

The material risks outlined in this section could materially affect our ability to meet our strategic

objectives. They could materialise from a combination of external or internal factors and manifest or

escalate from any part of the business as an opportunity or threat.

To ensure we can prioritise our efforts

and resources, we regularly assess the

materiality of our material risks in terms

of potential consequence and likelihood.

This allows us to implement responses

that reduce negative impacts and

realise the benefits of opportunities.

These assessments, and the effectiveness

of our associated responses, reflect

management’s current expectations,

forecasts and assumptions. They involve

judgement and can be affected by

unexpected changes in our external

environment. While we endeavour

to reduce negative impacts to our

business, some inherent risks remain.

However, we closely monitor these

threats and have developed business

resilience plans.

The material risks mapped below are based

on our managed operations. We are also

exposed to risks associated with our non-

managed joint ventures which, if they arise,

may have consequences on our reputation or

finances. We seek to bring an equal level of

rigour and discipline to our managed and non-

managed joint ventures as we do to our

wholly-owned assets, through engagement

with partners, embedded representatives and

influence, in line with applicable laws.

The timeframe of our material risks is within

5 years, unless explicitly stated otherwise.

We frame our material risks in the context of

our overarching strategic objectives: to

become Best Operator; to strive for

impeccable ESG credentials; to excel in

development; and to protect our social

licence. These are summarised in the table

below in order of maximum reasonable

consequence and likelihood.

The material risks have not been assessed for

the impact of the recently announced proposed

acquisition of Arcadium Lithium plc (Arcadium).

We will assess this once the acquisition closes

and Arcadium is fully integrated within the

Group.

Current assessment of material risks

As of February 2025

Material risk		Key objective		Oversight
1	Preventing loss of operational control<br><br>that may lead to potential fatalities,<br><br>permanent disablements, or material<br><br>production disruption	l<br><br>l	Best<br><br>Operator &<br><br>Impeccable<br><br>ESG	Sustainability<br><br>Committee
2	Preparing our iron ore business to<br><br>meet demand for low-carbon steel	l	Best<br><br>Operator	Board
3	Building trusted relationships<br><br>with communities	l	Social<br><br>Licence	Sustainability<br><br>Committee
4	Minimising our impact on the<br><br>environments we work in and building<br><br>physical resilience to changes in those<br><br>environments, including climate<br><br>change and natural hazards	l	Impeccable<br><br>ESG	Sustainability<br><br>Committee
5	Being responsible operators throughout<br><br>the entire life of our assets – from<br><br>discovery to closure	l	Social<br><br>Licence	Sustainability<br><br>Committee
6	Building trusted relationships with<br><br>Indigenous Peoples	l	Social<br><br>Licence	Sustainability<br><br>Committee
7	Delivering on our growth projects	l	Excel in<br><br>Development	Board
8	Achieving our decarbonisation targets<br><br>competitively	l	Impeccable<br><br>ESG	Board
9	Transforming our culture, enabling us<br><br>to live our values	l	Best<br><br>Operator	Board
10	Conducting our business with integrity,<br><br>complying with all laws, regulations<br><br>and obligations	l	Impeccable<br><br>ESG	Board
11	Remaining competitive through<br><br>economic cycles or shocks by<br><br>maintaining strong financial and<br><br>operating performance, underpinned by<br><br>a healthy inventory of high-quality<br><br>reserves	l	Best<br><br>Operator	Audit & Risk<br><br>Committee
12	Preventing material business disruption<br><br>and data breaches due to cyber events	l	Best<br><br>Operator	Audit & Risk<br><br>Committee
13	Attracting, developing and retaining<br><br>people with the requisite skills	l	Best<br><br>Operator	People &<br><br>Remuneration<br><br>Committee
14	Withstanding impacts of geopolitics on<br><br>our trade or investments	l	Best<br><br>Operator	Board

1.Free cash flow or business value (NPV)

2.Considering effectiveness of existing controls

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Strategic report | Our approach to risk management

Risk to best operator and impeccable ESG

strategic objectives

Preventing loss of operational control that may lead to

potential fatalities, permanent disablements, or material

production disruption

Nothing is more important than the safety and wellbeing of our employees,

contractors and communities where we operate. The mining industry is

inherently hazardous, with the potential to cause fatalities, illness or injury,

damage to the environment, disruption to communities or major loss of

production or revenues. Our objective is to have zero fatalities or

permanent disablements. We believe all fatalities are preventable, so our

focus is on identifying, managing and, where possible, eliminating hazards.

Safe and stable operations are critical to delivery of our objective to be Best

Operator, and maintaining close control of our operating assets ensures

reliable productive outputs.

l	Best Operator	Change vs 2023: Increasing
l	Impeccable ESG

Risks (threats)

Our operational environment is exposed to major hazards, including

processing, underground mining, slope geotechnical, functional safety

(eg sinking shafts and autonomous operations) and tailings

management. Inability to manage these hazards could result in a

catastrophic event or other long-term damage to the Group or the

environment and communities where we operate. Loss of technical

capability at complex operations poses increased risk. In addition to

major hazards, our operations are exposed to safety risks which could

result in single or multiple fatalities. These include risks from vehicles

and driving, aviation, falling objects, electricity and explosives.

Key exposures

Underground risks at Oyu Tolgoi, Kennecott, Diavik and Resolution. Slope

geotechnical risk at Kennecott and QIT Madagascar Minerals (QMM).

Tailings and water storage facilities at our Aluminium, Iron Ore and Closure

assets. Process safety at Copper and Aluminium smelters and refineries.

Functional safety at Oyu Tolgoi and across our Iron Ore assets. Mass

passenger transport at Oyu Tolgoi, Simandou and Rincon.

Risk oversight: Major Hazards Steering Committee, Safety and Operations

Committee, Risk Management Committee, Sustainability Committee

Risk to best operator strategic objective

Preparing our iron ore business to meet demand for low-

carbon steel

Decarbonisation of iron and steelmaking may affect the future relative

values of our iron ore products. We have the opportunity to unlock

business value through optimising our iron ore product strategy,

partnering with technology providers and universities, and innovating

with our customers to position ourselves favourably for the future

demand for low-carbon steel.

l	Best Operator	Change vs 2023: Stable

Risks (threats)

Uncertainty remains around the pace of transition across the steel

value chain, and the implications for the quality of iron ore products

required to support future low-carbon technologies. While the market

is expected to continue to require Pilbara iron ores, decarbonisation of

the steel value chain will require the development and proliferation of

economic low-carbon technologies suited to low-medium grade ores.

Key exposures

Pilbara low-medium grade ores.

Risk oversight: Steel Decarbonisation Steering Committee,

Risk Management Committee, Board

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Strategic report | Our approach to risk management

Transforming our culture, enabling us to live our values

Living our values goes to the heart of our Group’s performance, prospects

and reputation. Sharing and demonstrating our values unlocks

opportunities in all that we do, every day. We are focused on building a

culture where all our people are trusted and empowered to be their best

selves and help drive change. This begins with a workplace where

everyone feels safe, respected and empowered every day.

l	Best Operator	Change vs 2023: Stable

Risks (threats)

Not living our values has the potential for decisions to prioritise

production over safety. As societal expectations are changing, and

higher standards are being placed on organisations, the role we play in

society requires us to ensure we are consistently displaying and living

our values. The 2022 final reports of the Western Australia

Parliamentary Inquiry into the mining industry and the Everyday Respect

Report into the workplace culture at Rio Tinto highlighted the scale of

change required internally and across the resources sector.

Risk oversight: Risk Management Committee, Board

For more information on our culture change journey, see pages 78-80.

Remaining competitive through economic cycles or shocks by

maintaining strong financial and operating performance,

underpinned by a healthy inventory of high-quality reserves

Our business model depends on our ability to convert existing Mineral

Resources to Mineral Reserves available for mining when required.

The viability of our orebodies, and business, is most sensitive to the

complexity of our orebodies and associated orebody knowledge base,

combined with commodity economics which are greatly influenced by

macroeconomic and geopolitical developments. We aim to remain

competitive, preserve resilience and maintain access to funding by

having cost-competitive assets, a diversified commodities portfolio, a

strong balance sheet, prudent financial policies and strong ESG

credentials.

l	Best Operator	Change vs 2023: Stable

Risks (threats)

A deteriorating economic or political environment could lead to falling

commodity prices (reduced cash flow, limiting profitability), trade

actions (increased tariffs, retaliations, and sanctions), and

governments’ efforts to exert more control over their natural resources

or to protect their domestic economies by changing contractual,

regulatory or tax measures. This can potentially impact our key

markets, operations, investments, tax obligations, financial results and

access to funding.

Input cost inflation and escalation could increase pressure on

operating costs and margins.

Orebody health remains challenged with Mineral Reserve depletion

driven by expanded production and ongoing resource development

challenges. Failure to secure access and approvals could limit

collection of required orebody knowledge that may reduce the volume

of existing Mineral Reserves and the future conversion of Mineral

Resources to Mineral Reserves in the required timeframe.

Risk oversight: Financial Risk Management Committee, Ore

Reserves Steering Committee, Risk Management Committee, Audit &

Risk Committee

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Strategic report | Our approach to risk management

Preventing material business disruption and data breaches

due to cyber events

Managing cyber security events allows us to avoid disruption to our

operations, comply with data privacy requirements and keep sensitive

information related to customers, contractors or suppliers safe

l	Best Operator	Change vs 2023: Stable

Risks (threats)

Cyber incidents can occur due to malicious external or internal

attacks, but also inadvertently through human error.

Although the extent and frequency of cyber security threats remain in

line with growth expectations, the external threat landscape continues

to evolve at a rapid pace.

The rise of digitisation has driven greater convergence and

connectivity between our information technology (IT), and industrial

and operational environments. The increased use of emerging or

disruptive technologies to inform and automate decisions also

amplifies the threat of loss of control systems or autonomous

functions.

Key exposures

Our greatest exposures continue to be through our global ecosystem

of third-party suppliers, and the rapid development of new projects,

with an increasing reliance on technology.

Risk oversight: Cyber Security Steering Committee,

Risk Management Committee, Audit & Risk Committee

Attracting, developing and retaining people with the requisite

skills

Our ability to achieve our business strategy depends on attracting,

developing and retaining a wide range of internal and external skilled

and experienced people.

l	Best Operator	Change vs 2023: Stable

Risks (threats)

Business interruption or underperformance may arise from a lack of

access to capability. Tight labour markets, and entry into new

countries where mining capabilities are in limited supply or the

Rio Tinto brand is less established, can lead to heightened

competition for diverse talent and critical skills. This may include skills

in climate, energy, decarbonisation, technical mining and processing,

licence to operate, and new commodities and projects. Changing

societal expectations are placing pressure on our corporate and

employer brand in terms of who we are and what we stand for. Since

the pandemic, talent is less inclined to relocate, forcing the reliance

on local or national recruitment, which significantly reduces the

market size for sourcing talent.

Key exposures:

Turnover rate in process safety management and technology roles.

Risk oversight: Risk Management Committee, People &

Remuneration Committee

For more information, see pages 78-80.
Annual Report on Form 20-F 2024	95	riotinto.com
---	---	---

Strategic report | Our approach to risk management

Withstanding impacts of geopolitics on our trade

or investments

Geopolitics has the potential to increase trade tensions, undermining

rule-based trading systems. Possible trade actions can impact our

key markets, operations or investments, and may limit the benefits of

being a multinational company with a global footprint. We continue to

build resilience through diversification, and identify opportunities for

engagement with governments, civil society, industry associations and

international bodies.

l	Best Operator	Change vs 2023: Stable

Risks (threats)

A deteriorating economic and political environment could lead to

falling commodity prices (reduced cash flow, limiting profitability,

reducing reserve inventory), trade actions (increased tariffs,

retaliations, and sanctions), and governments’ efforts to exert more

control over their natural resources or to protect their domestic

economies by changing contractual, regulatory or tax measures. This

can potentially impact our key markets, operations, investments, tax

obligations, financial results and access to funding.

Key exposures

A highly uncertain and unstable global macro environment, including

China-US tensions and the indirect impacts of the war in Ukraine and

conflict in the Middle East.

Risk oversight: Financial Risk Management Committee,

Risk Management Committee, Board

Risk to social licence strategic objective

Building trusted relationships with communities

We strive to be a trusted partner to communities, stakeholders and

broader society, leading to improved performance, future prospects

and reputation.

l	Social Licence	Change vs 2023: Stable

Risks (threats)

Access to land and resources may be impacted if we are not

considered a trusted partner that respects host communities and

human rights, mitigates adverse social and environmental impacts

and sustainably improves social and economic outcomes in

communities that host our operations. Other potential impacts can

include operational disruption, security incidents, expropriation, export

or foreign investment restrictions, increased government regulation

and delays in approvals, which may threaten the investment

proposition, title, or carrying value of assets.

Key exposures

Communities surrounding the Simandou project, Pilbara operations,

Richards Bay Minerals, Resolution, QIT Madagascar Minerals, Jadar

and Oyu Tolgoi.

Risk oversight: Risk Management Committee, Sustainability Committee

For more information on how we are developing and investing in<br><br>nature-based solutions near our operations, see our 2025 Climate<br><br>Action Plan on page 41.
Annual Report on Form 20-F 2024	96	riotinto.com
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Strategic report | Our approach to risk management

Being responsible operators throughout the entire life of

our assets – from discovery to closure

We are committed to being responsible operators throughout the

entire life of our assets, from discovery to closure. We do this in

partnership with our internal and external stakeholders, such as host

communities, Indigenous Peoples, regulators and joint venture

partners, embedding closure considerations throughout the entire

lifespan of our assets – in the way we design, build, run, close and

transition them.

l	Social Licence	Change vs 2023: Stable

Risks (threats)

Closure obligations may increase over time due to changes in the

Group’s portfolio, stakeholders’ and community expectations,

regulations, standards, technical understanding and techniques.

The manifestation of exposures at a closed or legacy asset, due to a lack of

historic information, could impact our licence to operate, the cost of closure

and negatively impact on the human rights of communities where it is

located.

Key exposures

Pilbara near-term closures (including Channar and Eastern Range),

Gove, Argyle, Energy Resources of Australia (ERA), Mange-Garri,

Diavik and legacy sites.

Risk oversight: Closure Steering Committee, Risk Management

Committee, Sustainability Committee

Building trusted relationships with Indigenous Peoples

Our relationships with Indigenous Peoples play a material role in

delivering our operational and strategic goals and in our ability to

operate. A breakdown in these critical relationships may have a

significant impact on our business. We aim to build respectful and

enduring relationships with Indigenous partners and communities,

enabling them to realise their goals and aspirations and to create

long-term shared benefits.

l	Social Licence	Change vs 2023: Stable

Risks (threats)

Mining activities may strain relationships with Indigenous Peoples,

particularly where actual or perceived damage of significant cultural

values (cumulative or acute) occurs without appropriate consultation

and consent. This may result in loss of trust with Indigenous Peoples,

impacting our social licence to operate.

Key exposures

Indigenous Peoples near Resolution, in the Pilbara, Cape York

(Weipa), Canada (Quebec, Labrador, British Columbia),

and Argentina.

Risk oversight: Risk Management Committee, Sustainability Committee

Annual Report on Form 20-F 2024	97	riotinto.com

Strategic report | Our approach to risk management

Risk to excel in development strategic

objective

Delivering on our growth projects

Delivering our growth strategy relies on our ability to develop resources

faster and more competitively than others, while striving for impeccable

ESG credentials, and on the success of our exploration (greenfield and

brownfield) and acquisition activities to secure those resources.

Developing projects requires complex multi-year study and execution

plans and carries significant delivery risk.

l	Excel in Development	Change vs 2023: Stable

Risks (threats)

New high-quality deposits are increasingly scarce, and those that are

known require advances in processing technology, significant capital

investment, or may negatively impact our ESG credentials.

Additionally, as studies and projects progress, they are susceptible to

changes in approvals, societal expectations, or changes in underlying

commercial or economic assumptions which could impact economic

viability.

Key exposures

Simandou, increasing approval timeframes in the Pilbara, Oyu Tolgoi

underground expansion, Rincon, Resolution and Jadar.

Risk oversight: Investment Committee, Ore Reserves Steering

Committee, Risk Management Committee, Board

Risk to impeccable ESG strategic objective

Minimising our impact on the environments we work in and

building physical resilience to changes in those environments,

including climate change and natural hazard

Producing the materials the world needs means we have an impact

on the environment. Our operations and projects require proactive

management to minimise potential impact to water resources or

biodiversity in new asset developments, existing operations and

closures. Our assets, infrastructure, communities and broader value

chains are exposed to the impacts of extreme weather events, and

climate change is expected to impact the frequency, intensity and

likelihood of extreme events across different regions globally.

l	Impeccable ESG	Change vs 2023: Stable

Risks (threats)

A number of our operations and future development opportunities exist

within, or close to, sensitive biodiverse regions. Our licence to operate and

develop requires us to demonstrate our capability to protect ecosystems

through improved practices and technological solutions.

Natural hazards or extreme weather events can endanger our employees

and communities, damage our assets or cause significant operational

interruption. A direct impact of a Category 5 cyclone could lead to a

significant disruption to Pilbara port operations. Longer-dated exposure to

chronic changes in climate is less well understood given the inherent

uncertainty in future climate projections.

Key exposures

Our operations in the Pilbara and Saguenay–Lac-Saint-Jean regions,

QIT Madagascar Minerals and the Simandou project.

Risk oversight: Risk Management Committee, Sustainability Committee

Annual Report on Form 20-F 2024	98	riotinto.com

Strategic report | Our approach to risk management

Achieving our decarbonisation targets competitively

Ensuring our ability to deliver longer-term strategic objectives

encompasses our ability to achieve our Scope 1 and 2 targets between

now and 2050, and deliver on our focus area of striving for impeccable

ESG credentials, while balancing the need to invest for growth, deliver

superior shareholder returns and remain competitive.

l	Impeccable ESG	Change vs 2023: Stable

Risks (threats)

Delays in priority initiatives will threaten our Scope 1 and 2 target

delivery and ability to respond proactively and competitively. A key

uncertainty is our ability to successfully engage, and partner where

appropriate, with governments and other external parties to progress

grid decarbonisation in a timely manner, with large scale grid solutions

in Australia planned for final delivery very late this decade already.

Furthermore, our 2030 targets remain achievable through a mix of

renewable penetration, biodiesel, small process heat modifications

and use of offsets. Successful research and development investment

in areas such as electric fleets, hydrogen calcination, ELYSISTM, and

BlueSmeltingTM is required to support the decarbonisation pipeline

post 2030.

Adhering to our social and human rights standards during implementation of

decarbonisation projects will be critical to avoid adversely impacting people

and stakeholder relationships. However, this may limit our available sourcing

options and lead to delays in meeting our targets.

Key exposures

Our Aluminium group’s Pacific Operations smelter repowering and

alumina processing.

Risk oversight: Decarbonisation Investment Forum,

Risk Management Committee, Board

For more information, see our Climate Action Plan 2025 on page 41

Conducting our business with integrity, complying with all

laws, regulations and obligations

Our determination to become Best Operator and have impeccable

ESG credentials is underpinned by our commitment to ensure

compliance with our operational procedures, laws and our obligations.

These expectations are outlined in our Group policies, standards and

procedures, published on our website.

l	Impeccable ESG	Change vs 2023: Stable

Risks (threats)

A serious breach in our operations or in our value chain of anti-corruption

legislation or sanctions, data privacy, human rights, anti-trust rules, or

inappropriate business conduct, could result in serious harm to people and

significant reputational, legal and financial damage.

Key exposures

Exposures exist in Argentina (Rincon), Guinea (Simandou) and

Mongolia (Oyu Tolgoi).

Risk oversight: Group Ethics & Compliance Committee,

Risk Management Committee, Board

For more information on our Group policies, standards and procedures,<br><br>see riotinto.com/policies
Annual Report on Form 20-F 2024	99	riotinto.com
---	---	---

Strategic report

Five-year review

Selected financial data

The selected consolidated financial information below has been derived from the historical audited consolidated financial statements of the

Rio Tinto Group. The selected consolidated financial data should be read in conjunction with, and qualified in their entirety by reference to, the

2024 financial statements and notes thereto. The financial statements as included on pages 153-229 have been prepared in accordance with

International Financial Reporting Standard (IFRS) as defined in “The basis of preparation” section to the financial statements on page 154.

Rio Tinto Group

Income statement data

For the years ending 31 December<br><br>Amounts	2024<br><br>$m	2023<br><br>$m	2022<br><br>$m	2021<br><br>$m	2020<br><br>$m
Consolidated sales revenue	53,658	54,041	55,554	63,495	44,611
Group operating profit1	15,653	14,823	19,933	29,817	16,829
Profit after tax for the year	11,574	9,953	13,048	22,597	10,400
Basic earnings for the year per share (US cents)	711.7	620.3	765.0	1,304.7	604.0
Diluted earnings for the year per share (US cents)	707.2	616.5	760.4	1,296.3	599.8
Dividends per share
Dividends declared during the year
US cents
–interim	177.0	177.0	267.0	376.0	155.0
–interim special	–	–	–	185.0	–
–final	225.0	258.0	225.0	417.0	309.0
–special	–	–	–	62.0	93.0
Dividends paid during the year (US cents)
–ordinary	435.0	402.0	684.0	685.0	386.0
–special	–	–	62.0	278.0	–
Weighted average number of shares basic (millions)	1,623.1	1,621.4	1,619.8	1,618.4	1,617.4
Weighted average number of shares diluted (millions)	1,633.4	1,631.5	1,629.6	1,628.9	1,628.6
Cash flow statement data
Net cash generated from operating activities	15,599	15,160	16,134	25,345	15,875
Own shares purchased from owners of Rio Tinto	–	–	–	–	208
Balance sheet data
Total assets	102,786	103,549	96,744	102,896	97,390
Share capital/premium	7,593	7,908	7,859	8,097	8,302
Total equity/net assets	57,965	56,341	52,741	57,113	51,903
Equity attributable to owners of Rio Tinto	55,246	54,586	50,634	51,947	47,054

1.Group operating profit includes the effects of charges and reversals resulting from impairments (other than impairments of equity accounted units) and profit and loss on consolidation and

disposal of interests in businesses. Group operating profit amounts shown above exclude equity accounted operations, finance items, tax and discontinued operations.

Directors’ approval statement

This Strategic report is delivered in accordance with a resolution of the Board, and has been signed on behalf of the Board by:

Dominic Barton

Chair

19 February 2025

Annual Report on Form 20-F 2024	100	riotinto.com

Directors’ report

Governance
Chair’s introduction	100
Governance framework	101
Board of Directors	102
Executive Committee	104
Our stakeholders – Section 172(1) statement	106
Board activities in 2024	109
Evaluating our performance	110
Nominations Committee report	111
Audit & Risk Committee report	113
Sustainability Committee report	117	Remuneration report
---	---
Annual statement by the People &<br><br>Remuneration Committee Chair	119
Implementation report	127
Additional statutory disclosure	146

Chair’s introduction

As a Board, we have spent a lot of time in 2024 focusing on Rio Tinto’s strategy to ensure

we have the right portfolio of commodities, clear milestones for success, and are building

capacity to meet the demand for our products. In an increasingly volatile world, having a

well-defined strategy, strict capital allocation and good governance is essential for success.

In this report, we describe some of the well-

established governance processes that

support effective decision-making at the

Board. Like everyone at Rio Tinto however, it

is important that we continuously review and

improve our structure and processes to

make sure we are efficient and effective. The

report explains how we assessed our

effectiveness and the results of the

2024 review.

Our Board members have diverse

backgrounds, and each brings their unique

and valuable experience to our work.

Directors are encouraged to challenge each

other’s assumptions and push to understand

different perspectives to reach an objective

view. This has been especially important in a

year in which we made several significant

decisions related to the execution of Rio

Tinto’s strategy, for example, the decision to

proceed with the proposed acquisition of

Arcadium Lithium.

The Board has also reviewed and approved

the proposed Climate Action Plan, which will

be put to shareholders for approval at our

2025 AGMs. We are retaining our

commitments to decarbonise our assets and

work with customers and suppliers to reduce

our value chain emissions. We are doing this

in a way that creates value for shareholders

and the Board recommends

it for approval.

The Board also studied the Everyday

Respect Progress Review in 2024, which

was another significant step in Rio Tinto’s

culture journey. As the Board oversees

and monitors our organisational culture,

it was valuable to understand where the

challenges remain in aligning our culture with

our purpose, values and strategy. The

findings of the Progress Review and People

Surveys have informed our view that Rio

Tinto is heading in the right direction, but still

has significant work to do to improve

its culture.

Half of the Non-Executive Directors have

been appointed within the last 2 years.

In recognition of this, the Board held 2

dedicated sessions where we got to know

each other more deeply to accelerate our

team forming and dynamic, alongside our

regular meetings.

In addition, Board members made a

series of individual and group site visits

to help deepen our understanding of the

business and progress on our culture and

operating performance.

These visits are always invaluable

opportunities for the Board to engage directly

with the teams on site and take these

learnings back into our boardroom

discussions. I am grateful to my colleagues

for their continued energy and enthusiasm to

learn, and to everyone who has taken the

time to share their insights with us.

Finally, there will be a number of Board

changes in 2025, with Kaisa Hietala, Simon

Henry and Sam Laidlaw all stepping down.

Simon will hand over his chairship of the

Audit & Risk Committee to Sharon Thorne,

and the People & Remuneration Committee

will pass from Sam to Ben Wyatt. A huge

thank you to Kaisa, Simon and Sam for

the dedication they have shown Rio Tinto.

I believe they leave our business in a strong

position, with a good mix of seasoned

Directors on the Board.

Dominic Barton

Chair

19 February 2025

Annual Report on Form 20-F 2024	101	riotinto.com

Directors’ report

Governance framework

Our Board is structured to support good governance, which means

considering the right things, at the right time, with the right people and insights. Our

framework also helps the Board support the executive team, and strengthen our

strategic focus.

Board of Directors We are finding better ways™ to provide the materials the world needs. By doing this efficiently, effectively and sustainably, we aim to create long-term value for all stakeholders. Our purpose is supported by 3 core values: care, courage and curiosity. The Board is collectively responsible for pursuing our purpose and approves the strategy, budget and plans proposed by the Chief Executive to achieve this.

Board Charter See the Board Charter for more information on the Board’s role and the delegation to management.

Audit & Risk<br><br>Committee<br><br>Helps the Board<br><br>monitor decisions and<br><br>processes designed to<br><br>ensure the integrity of<br><br>financial reporting, the<br><br>independence and<br><br>effectiveness of the<br><br>external auditors, and<br><br>robust systems of<br><br>internal control and<br><br>risk management.	Nominations<br><br>Committee<br><br>Helps the Board<br><br>determine its<br><br>composition, and<br><br>that of its committees.<br><br>These are regularly<br><br>reviewed and<br><br>refreshed, so they can<br><br>operate effectively and<br><br>have the right mixture<br><br>of skills, experience<br><br>and background.	People &<br><br>Remuneration<br><br>Committee<br><br>Helps the Board<br><br>ensure the<br><br>Remuneration Policy<br><br>and practices reward<br><br>employees and<br><br>executives fairly and<br><br>responsibly, with a<br><br>clear link to corporate<br><br>and individual<br><br>performance, and a<br><br>focus on people and<br><br>culture.	Sustainability<br><br>Committee<br><br>Helps the Board<br><br>oversee the Group’s<br><br>integrated approach to<br><br>sustainability and<br><br>strategies designed to<br><br>manage health and<br><br>safety, and social and<br><br>environmental risks,<br><br>including management<br><br>processes and<br><br>standards.	Chair’s<br><br>Committee<br><br>Supports the<br><br>functioning of the<br><br>Board and will consider<br><br>urgent matters<br><br>between Board<br><br>meetings.	Chief Executive<br><br>Has delegated<br><br>responsibility for the<br><br>executive management<br><br>of Rio Tinto, consistent<br><br>with the Group’s<br><br>purpose and strategy,<br><br>and subject to matters<br><br>reserved for the Board,<br><br>as set out in the<br><br>Schedule of Matters<br><br>Reserved for the Board<br><br>and in accordance with<br><br>the Group’s delegation<br><br>of authority framework.
See page 113	See page 111	See page 119	See page 117

Executive Committee

The Executive Committee supports the Chief

Executive in delivering strategy, annual plans

and commercial objectives, and in managing

the financial and operational performance of

the Group.

The following management committees

support the Chief Executive in the

performance of his duties.

Investment Committee

Reviews proposals on investments,

acquisitions and disposals. Approves capital

decisions within delegated authority limits,

and otherwise recommends matters for

approval to the Board, where appropriate.

Capital Committee

Reviews proposals for investments that are

not strategically complex. Focused on capital

approvals supporting the continuity, asset

health, decarbonisation and closure

programs of existing businesses and

approved growth projects.

Risk Management Committee

Oversees the management and mitigation of

the material risks that could materially impact

the Group’s business objectives and exceed

its risk tolerances.

Ore Reserves Steering Committee

Responsible for standards and control

procedures in the Mineral Resources and

Mineral Reserves estimation and disclosure

process. Ensures that they are effective in

meeting internal objectives and regulatory

requirements.

Closure Steering Committee

Oversees the process and controls designed

to manage the material risks related to

rehabilitation, closure and legacy operations.

Disclosure Committee

Reviews and approves the release of all

significant public disclosures on behalf

of the Group. Oversees the Group’s

compliance with its disclosure obligations

in accordance with all relevant legal

and regulatory requirements, including

processes to ensure such disclosures

are accurate and timely.

For more information and to view the Board<br><br>charter, the schedule of matters reserved for<br><br>the Board and committee terms of reference<br><br>see riotinto.com/corporategovernance

Annual Report on Form 20-F 2024	102	riotinto.com

Directors’ report

Board of Directors

Rio Tinto plc and Rio Tinto Limited have a common Board of Directors. The Directors are

collectively responsible for the stewardship and long-term sustainable success of the Group.

	Dominic Barton<br><br>BBM<br><br>Chair
BA (Hons), MPhil. Age 62.<br><br>Appointed April 2022; Chair from<br><br>May 2022.
Skills and experience<br><br>Dominic spent over 30 years at<br><br>McKinsey & Company, including 9<br><br>years as the Global Managing<br><br>Partner, and has also held a broad<br><br>range of public sector leadership<br><br>positions. He has served as<br><br>Canada’s Ambassador to China,<br><br>Chair of Canada’s Advisory Council<br><br>for Economic Growth, and Chair of<br><br>the International Advisory<br><br>Committee to the President of<br><br>South Korea on National Future<br><br>and Vision. Dominic brings a<br><br>wealth of global business<br><br>experience, including deep insight<br><br>of geopolitics, corporate<br><br>sustainability and governance. His<br><br>business acumen and public sector<br><br>experience position him to provide<br><br>balanced guidance to Rio Tinto.<br><br>Current external appointments<br><br>Chair of LeapFrog Investments.
	Simon Henry<br><br>Independent<br><br>Non-Executive<br><br>Director
MA, FCMA. Age 63.<br><br>Appointed April 2017.
Skills and experience<br><br>Simon has significant experience in<br><br>global finance, corporate<br><br>governance, mergers and<br><br>acquisitions, international relations,<br><br>and strategy. He draws on over 30<br><br>years’ experience at Royal Dutch<br><br>Shell plc, where he was Chief<br><br>Financial Officer between 2009<br><br>and 2017.<br><br>Current external appointments:<br><br>Senior Independent Director of<br><br>Harbour Energy plc, Adviser to the<br><br>Board of Oxford Flow Ltd, member<br><br>of the Board of the Audit<br><br>Committee Chairs’ Independent<br><br>Forum, member of the Advisory<br><br>Board of the Centre for European<br><br>Reform and Advisory Panel of the<br><br>Chartered Institute of Management<br><br>Accountants (CIMA), and trustee of<br><br>the Cambridge China Development<br><br>Trust.		Jakob Stausholm<br><br>Chief Executive
---	---
Ms Economics. Age 56. Appointed<br><br>Chief Financial Officer September<br><br>2018; Chief Executive from<br><br>January 2021.
Skills and experience<br><br>As Chief Executive, Jakob brings<br><br>strategic and commercial expertise<br><br>and governance experience. He is<br><br>committed to building trust with<br><br>communities, building a strong<br><br>workplace culture, and to<br><br>continuously improving operational<br><br>performance while delivering<br><br>attractive returns to shareholders.<br><br>Jakob joined Rio Tinto in 2018 as<br><br>Chief Financial Officer. He has over<br><br>20 years’ experience, primarily in<br><br>senior finance roles at Maersk<br><br>Group and Royal Dutch Shell plc,<br><br>including in capital-intensive, long-<br><br>cycle businesses, as well as in<br><br>innovative technology and supply<br><br>chain optimisation. He was also a<br><br>Non-Executive Director of Woodside<br><br>Petroleum and Statoil (now<br><br>Equinor).<br><br>Current external appointments<br><br>None.
	Kaisa Hietala<br><br>Independent<br><br>Non-Executive<br><br>Director
MPhil, MS. Age 54. Appointed<br><br>March 2023.
Skills and experience<br><br>Kaisa is an experienced executive<br><br>with a strong track record of helping<br><br>companies transform the challenges<br><br>of environmental megatrends into<br><br>business opportunities and growth.<br><br>She began her career in upstream oil<br><br>and gas exploration and, as Executive<br><br>Vice President of Renewable<br><br>Products at Neste Corporation, she<br><br>played a central role in its commercial<br><br>transformation into the world’s largest<br><br>and most profitable producer of<br><br>renewable products. She was<br><br>formerly a Board member of Kemira<br><br>Corporation from 2016 to 2021.<br><br>Current external appointments<br><br>Senior Independent Director of<br><br>Smurfit Westrock, Non-Executive<br><br>Director of Exxon Mobil Corporation,<br><br>Chair of Greencode Ventures Ltd and<br><br>a member of the Supervisory Board<br><br>of Oulu University.		Peter<br><br>Cunningham<br><br>Chief Financial<br><br>Officer
---	---
BA (Hons), Chartered<br><br>Accountant (England and Wales).<br><br>Age 58. Appointed June 2021.
Skills and experience<br><br>As Chief Financial Officer, Peter<br><br>brings extensive commercial<br><br>expertise from working across the<br><br>Group in various geographies. He<br><br>is strongly focused on the<br><br>decarbonisation of our assets,<br><br>investing in the commodities<br><br>essential for the energy transition,<br><br>and delivering attractive returns to<br><br>shareholders while maintaining<br><br>financial discipline.<br><br>During over 3 decades with Rio<br><br>Tinto, Peter has held a number of<br><br>senior leadership roles, including<br><br>Group Controller, Chief Financial<br><br>Officer – Organisational<br><br>Resources, Global Head of Health,<br><br>Safety, Environment &<br><br>Communities, Head of Energy and<br><br>Climate Strategy, and Head of<br><br>Investor Relations.<br><br>Current external appointments<br><br>None.
	Sam Laidlaw<br><br>Independent<br><br>Non-Executive<br><br>Director
MA, MBA. Age 69. Appointed<br><br>February 2017; Senior Independent<br><br>Director from May 2019.
Skills and experience<br><br>Sam has more than 40 years’<br><br>experience of long-cycle, capital-<br><br>intensive industries in which safety,<br><br>the low-carbon transition, and<br><br>stakeholder management are<br><br>critical. Sam has held a number of<br><br>senior roles in the energy industry,<br><br>including as CEO of both<br><br>Enterprise Oil plc and Centrica plc.<br><br>He was also a member of the UK<br><br>Prime Minister’s Business Advisory<br><br>Group.<br><br>Current external appointments<br><br>Chair of AWE Plc, Chair of Neptune<br><br>Energy DE, Chair of the National<br><br>Centre of Universities & Business,<br><br>Board member of Oxford Saïd<br><br>Business School.		Dean Dalla Valle<br><br>Independent<br><br>Non-Executive<br><br>Director
---	---
MBA. Age 65. Appointed<br><br>June 2023.
Skills and experience<br><br>Dean brings over 4 decades of<br><br>operational and project<br><br>management experience in the<br><br>resources and infrastructure<br><br>sectors. He draws on 40 years’<br><br>experience at BHP where he was<br><br>Chief Commercial Officer,<br><br>President of Coal and Uranium,<br><br>President and Chief Operating<br><br>Officer Olympic Dam, President<br><br>Cannington, Vice President Ports<br><br>Iron Ore and General Manager<br><br>Illawarra Coal. He has had direct<br><br>operating responsibility in 11<br><br>countries, working across major<br><br>mining commodities and brings a<br><br>wealth of experience in engaging<br><br>with a broad range of stakeholders<br><br>globally, including governments,<br><br>investors and communities. Dean<br><br>was Chief Executive Officer of<br><br>Pacific National from 2017 to 2021.<br><br>Current external appointments<br><br>Chair of Hysata.
	Susan<br><br>Lloyd-Hurwitz<br><br>Independent<br><br>Non-Executive<br><br>Director
BA (Hons), MBA (Dist). Age 57.<br><br>Appointed June 2023.
Skills and experience<br><br>Susan brings significant experience in<br><br>the built environment sector with a<br><br>global career spanning over 30 years.<br><br>Most recently Susan was Chief<br><br>Executive Officer and Managing<br><br>Director of Mirvac Group for over a<br><br>decade. Prior to this, she was<br><br>Managing Director at LaSalle<br><br>Investment Management, and held<br><br>senior executive positions at MGPA,<br><br>Macquarie Group and Lendlease<br><br>Corporation.<br><br>Current external appointments<br><br>President of Chief Executive<br><br>Women, Chair of the Australian<br><br>National Housing Supply and<br><br>Affordability Council and the<br><br>Australian Centre for Gender<br><br>Equality and Inclusion @ Work<br><br>Advisory Board, Non-Executive<br><br>Director of Macquarie Group and<br><br>Spacecube, Member of the Sydney<br><br>Opera House Trust and Global<br><br>Board member at INSEAD.

Annual Report on Form 20-F 2024	103	riotinto.com

Directors’ report | Board of Directors

Board changes<br><br>Simon McKeon stepped down as<br><br>director on 2 May 2024.<br><br>Sam Laidlaw and Kaisa Hietala<br><br>will step down from the Board at<br><br>the conclusion of the Rio Tinto<br><br>Limited AGM on 1 May 2025.	Past external appointments<br><br>over the last 3 years<br><br>For details of each Director’s<br><br>previous directorships of other<br><br>listed companies see the<br><br>Directors’ report on page 149.
		Committee Chair	People & Remuneration Committee
		Audit & Risk Committee	Sustainability Committee
		Nominations Committee		Martina Merz<br><br>Independent<br><br>Non-Executive<br><br>Director
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B.Eng. Age 61. Appointed<br><br>February 2024.
Skills and experience<br><br>Martina brings over 38 years of<br><br>extensive leadership and<br><br>operational experience, most<br><br>recently as CEO of industrial<br><br>engineering and steel production<br><br>conglomerate ThyssenKrupp AG.<br><br>She has held numerous leadership<br><br>roles, including at Robert Bosch<br><br>GmbH and at Chassis Brakes<br><br>International. Martina also has<br><br>extensive listed company<br><br>experience and is known for her<br><br>expertise in the areas of strategy,<br><br>risk management, legal/compliance<br><br>and human resources.<br><br>Current external appointments<br><br>Member of the Supervisory<br><br>Board at AB Volvo and Member of<br><br>the Shareholder Council of the<br><br>Foundation Carl-Zeiss-Stiftung as<br><br>the owner of Zeiss AG and<br><br>Schott AG.
	Ngaire Woods<br><br>CBE<br><br>Independent<br><br>Non-Executive<br><br>Director
BA/LLB, DPhil. Age 62. Appointed<br><br>September 2020.
Skills and experience<br><br>Ngaire is the founding Dean of the<br><br>Blavatnik School of Government,<br><br>Professor of Global Economic<br><br>Governance and the Founder of the<br><br>Global Economic Governance<br><br>Programme at Oxford University. As<br><br>a recognised expert in public policy,<br><br>international development and<br><br>governance, she has served as an<br><br>adviser to the African Development<br><br>Bank, the Asian Infrastructure<br><br>Investment Bank, the Center for<br><br>Global Development, the<br><br>International Monetary Fund, and<br><br>the European Union.<br><br>Current external appointments<br><br>Trustee of the Schwarzman<br><br>Education Foundation, and Member<br><br>of the Conseil d’administration of<br><br>L’Institut national du service public.			Jennifer Nason<br><br>Independent<br><br>Non-Executive<br><br>Director
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BA, BCom (Hons). Age 64.<br><br>Appointed March 2020.
Skills and experience<br><br>Jennifer has over 38 years’<br><br>experience in corporate finance<br><br>and capital markets. She was the<br><br>Global Chair of Investment Banking<br><br>at JP Morgan, based in the US,<br><br>and for the past 20 years, led the<br><br>Technology, Media and<br><br>Telecommunications global client<br><br>practice. During her time at JP<br><br>Morgan, she worked in the metals<br><br>and mining sector team in Australia<br><br>and co-founded and chaired the<br><br>Investment Banking Women’s<br><br>Network and sat on the Executive<br><br>Committee for the Investment<br><br>Bank.<br><br>Current external appointments<br><br>Co-Chair of the American<br><br>Australian Business Council, Non-<br><br>Executive Director at Accenture.<br><br>Trustee of Dodge and Cox.
	Ben Wyatt<br><br>Independent<br><br>Non-Executive<br><br>Director
LLB, MSc. Age 50. Appointed<br><br>September 2021.
Skills and experience<br><br>Ben had a prolific career in the<br><br>Western Australian Parliament before<br><br>retiring in 2021. He held a number of<br><br>ministerial positions and became the<br><br>first Indigenous treasurer of an<br><br>Australian parliament. His extensive<br><br>knowledge of public policy, finance,<br><br>international trade and Indigenous<br><br>affairs brings valuable insight and adds<br><br>to the depth of knowledge on the<br><br>Board. Ben was previously an officer in<br><br>the Australian Army Reserves and<br><br>went on to have a career in the legal<br><br>profession as a barrister and solicitor.<br><br>Current external appointments<br><br>Non-Executive Director of Woodside<br><br>Energy Group Ltd, Telethon Kids<br><br>Institute and West Coast Eagles, and<br><br>member of the Advisory Committee of<br><br>Australian Capital Equity.			Joc O’Rourke<br><br>Independent<br><br>Non-Executive<br><br>Director
---	---
BSc, EMBA. Age 64. Appointed<br><br>October 2023.
Skills and experience<br><br>Joc has over 35 years’ experience<br><br>across the mining and minerals<br><br>industry. He was the Chief Executive<br><br>Officer of The Mosaic Company, the<br><br>world’s leading integrated producer<br><br>and marketer of concentrated<br><br>phosphate and potash, from 2015 to<br><br>2023. He also served as President of<br><br>Mosaic until recently, and previously<br><br>held roles there including Executive<br><br>Vice President of Operations and Chief<br><br>Operating Officer. Prior to this, he was<br><br>President of Australia Pacific at Barrick<br><br>Gold Corporation, leading gold and<br><br>copper mines in Australia and Papua<br><br>New Guinea. Joc is known for his deep<br><br>knowledge of the mining industry, and<br><br>passion for improving safety and<br><br>operational performance.<br><br>Current external appointments<br><br>Non-Executive Director at the Toro<br><br>Company and The Weyerhaeuser<br><br>Company.
	Andy Hodges<br><br>Group Company<br><br>Secretary
ACG, MBA. Age 57.<br><br>Appointed August 2023.
Skills and experience:<br><br>Andy joined Rio Tinto in 2018 and<br><br>became Group Company Secretary<br><br>in 2023. Andy has nearly 20 years’<br><br>experience in senior company<br><br>secretarial roles, including as<br><br>Deputy Company Secretary at<br><br>Anglo American and Assistant<br><br>Company Secretary at Aviva.<br><br>Current external appointments<br><br>None.			Sharon Thorne<br><br>Independent Non-<br><br>Executive Director
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BA (Hons), FCA, Chartered<br><br>Accountant (England and Wales).<br><br>Age 60. Appointed July 2024.
Skills and experience<br><br>Sharon has extensive experience of<br><br>auditing and advising clients across<br><br>a broad range of sectors. She had a<br><br>36-year career with Deloitte,<br><br>becoming an audit partner in 1998.<br><br>During her time at Deloitte, she held<br><br>numerous Executive and Board<br><br>roles before becoming Deputy CEO<br><br>Deloitte North-West Europe in 2017<br><br>and Global Chair from 2019, before<br><br>retiring at the end of 2023. Sharon is<br><br>an advocate for collective action on<br><br>environmental sustainability and<br><br>climate change and is a strong<br><br>believer in the need for greater<br><br>diversity, equity, and inclusion in<br><br>business and civil society, and she<br><br>has long championed greater<br><br>diversity in senior leadership roles.<br><br>Current external appointments<br><br>Governor, London Business School;<br><br>Trustee, Royal United Services<br><br>Institute; Advisory Board Member,<br><br>Common Goal; and Advisory<br><br>Council Member, Deloitte Centre for<br><br>Sustainable Progress.
	Tim Paine<br><br>Company<br><br>Secretary,<br><br>Rio Tinto Limited
BEc, LLB, FGIA, FCIS. Age 61.<br><br>Appointed January 2013.
Skills and experience<br><br>Tim joined Rio Tinto in 2012 and<br><br>became Joint Company Secretary<br><br>of Rio Tinto Limited in January<br><br>2013. He has over 30 years of<br><br>experience in corporate counsel<br><br>and company secretary roles,<br><br>including as General Counsel and<br><br>Company Secretary at Mayne<br><br>Group, Symbion Health and Skilled<br><br>Group. Tim also spent 12 years at<br><br>ANZ Bank, including as Acting<br><br>General Counsel and Company<br><br>Secretary.<br><br>Current external appointments<br><br>Joint Company Secretary for<br><br>Australia-Japan Innovation Fund<br><br>and member of the Governance<br><br>Institute of Australia’s Legislation<br><br>Review Committee.

Annual Report on Form 20-F 2024	104	riotinto.com

Directors’ report

Executive Committee

Day-to-day management of the business is delegated by the Board to the Chief Executive

and, through him, to other members of the Executive Committee and to certain

management committees.

	Jakob Stausholm<br><br>Chief Executive<br><br>Biography can be found on page<br><br>102.
	Peter Cunningham<br><br>Chief Financial Officer<br><br>Biography can be found on page<br><br>102.
	Mark Davies<br><br>Chief Technical Officer
Mark was appointed to the Executive Committee<br><br>in 2020 and became Chief Technical Officer in<br><br>October 2021. He joined Rio Tinto in 1995 as a<br><br>Senior Mechanical Engineer and has worked in<br><br>operational and functional leadership roles,<br><br>including Iron and Titanium, Group Risk, and<br><br>Global Procurement.<br><br>Mark leads Development & Technology where he<br><br>is responsible for exploration, studies and major<br><br>capital construction, and Group-wide<br><br>decarbonisation. Mark also manages our Safe<br><br>Production System and Rio Tinto’s Technical<br><br>Centres of Excellence, covering asset<br><br>management, orebody knowledge, underground<br><br>mining, surface mining and processing. He is also<br><br>responsible for Rio Tinto’s global research and<br><br>development activities.<br><br>Mark is our representative on the Champions of<br><br>Change Coalition.		Bold Baatar<br><br>Chief Commercial Officer
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Bold became Chief Commercial Officer in<br><br>September 2024.<br><br>Since joining Rio Tinto in 2013, Bold has held a<br><br>number of leadership positions across<br><br>operations, Marine, Iron Ore sales and marketing,<br><br>and Copper. He joined the Executive Committee<br><br>in 2016 as the Chief Executive of the Energy &<br><br>Minerals product group, and became Chief<br><br>Executive, Copper in February 2021.<br><br>Bold brings deep experience across geographies,<br><br>commodities and markets. A passionate advocate<br><br>for integrating ESG into decision-making across<br><br>the business landscape, he combines strong<br><br>commercial and business development expertise<br><br>with a focus on developing markets and<br><br>partnerships with our host communities and<br><br>nations.
	Isabelle Deschamps<br><br>Chief Legal Officer, Governance<br><br>& Corporate Affairs
Isabelle joined Rio Tinto in November 2021. She<br><br>leads the global Legal, Communication, and<br><br>External Affairs teams, overseeing governance<br><br>functions including the Company Secretariat,<br><br>Ethics & Compliance, and Technical Evaluation.<br><br>With extensive international experience, Isabelle<br><br>is a non-executive Director of the Japanese<br><br>conglomerate Hitachi and previously worked as<br><br>General Counsel and member of the Executive<br><br>Committee at AkzoNobel, following her tenure at<br><br>Unilever.<br><br>Isabelle is a pragmatic and transparent leader<br><br>who champions respect at work and drives our<br><br>social licence agenda. She is passionate about<br><br>inclusion, diversity, continuous learning, and<br><br>promoting a culture of integrity.		Georgie Bazette<br><br>Chief People Officer
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Georgie began her role as Chief People Officer in<br><br>January 2025. With 25 years' experience as a<br><br>global leader, Georgie is dedicated to finding<br><br>better ways to unlock the full potential of our<br><br>people. Since joining Rio Tinto in 2008, she has<br><br>held diverse leadership roles within the People<br><br>(HR) function in various product groups, Group<br><br>Functions and at the Group level. Most recently,<br><br>Georgie served as Chief Operating Officer,<br><br>People, where she led the transformation agenda<br><br>for the function.<br><br>Georgie is passionate about continuing to build a<br><br>Rio Tinto where everyone, everywhere feels safe,<br><br>respected and empowered by developing talent,<br><br>evolving our culture, and creating inclusive<br><br>environments that foster growth and innovation.
	Katie Jackson<br><br>Chief Executive, Copper
Katie was appointed Chief Executive, Copper in<br><br>September 2024. Before this, Katie was<br><br>President of National Grid Ventures, responsible<br><br>for financing, developing and operating large-<br><br>scale energy infrastructure assets, including<br><br>electricity interconnectors, LNG solutions,<br><br>renewables, and competitive transmission.<br><br>With a career spanning 3 continents at Shell,<br><br>UBS, Anadarko, Equinor and BG Group, Katie<br><br>brings strong operational, commercial and<br><br>strategy experience. She has a passion for<br><br>solving technical, operational and financial<br><br>challenges to make complex global projects work.

Annual Report on Form 20-F 2024	105	riotinto.com

Directors’ report | Executive Committee

	Sinead Kaufman<br><br>Chief Executive, Minerals
Sinead became Chief Executive, Minerals in<br><br>March 2021. Since Sinead joined Rio Tinto in<br><br>1997 as a geologist, she has held senior<br><br>leadership and operational roles across<br><br>Aluminium, Copper & Diamonds, Energy &<br><br>Minerals, and Iron Ore. She joined the Executive<br><br>Committee in early 2021.<br><br>Sinead brings strong operational expertise<br><br>combined with a track record of delivering future-<br><br>focused sustainability outcomes. Sinead has led<br><br>the Minerals business to play a central role in<br><br>driving growth and decarbonisation.
	Jérôme Pécresse<br><br>Chief Executive, Aluminium
Jérôme joined Rio Tinto in October 2023. He is<br><br>leading a bold strategy to decarbonise the entire<br><br>aluminium value chain and drive sustainable<br><br>growth.<br><br>With extensive experience from global executive<br><br>roles at GE, Alstom, and Imerys, Jérôme is<br><br>committed to value creation for shareholders and<br><br>brings leading expertise in energy, mining, and<br><br>strategic transformation. His vision centres on<br><br>low-carbon innovation, operational excellence,<br><br>and meeting rising demand for low-carbon<br><br>materials. Equally central in his leadership is<br><br>fostering a culture of diversity, excellence, and<br><br>continuous improvement, while strengthening<br><br>industry and community partnerships for shared<br><br>value and lasting impact.				Kellie Parker<br><br>Chief Executive, Australia
---	---
Kellie was appointed Chief Executive, Australia in<br><br>2021, after a 20-year career at Rio Tinto. Before<br><br>this, Kellie was Managing Director, Pacific<br><br>Operations, Aluminium, a role she took after more<br><br>than a decade of leadership, safety and<br><br>operational roles across the Iron Ore and<br><br>Aluminium businesses.<br><br>Kellie represents our Australian interests with all<br><br>stakeholders and brings her operational<br><br>experience and community values to listen,<br><br>respond and set the direction for the business.<br><br>Kellie also has company-wide responsibility for<br><br>Health, Safety, Environment & Security,<br><br>Communities & Social Performance and Closure.
	Simon Trott<br><br>Chief Executive, Iron Ore
As Chief Executive – Iron Ore, Simon leads the<br><br>world’s largest and most innovative integrated<br><br>bulk commodity producer, achieving exceptional<br><br>financial performance by finding better ways to<br><br>provide the materials the world needs.<br><br>Drawing on 25 years’ mining industry experience<br><br>across operating, commercial and business<br><br>development roles, Simon is driving the Iron Ore<br><br>business to develop a values-based performance<br><br>culture and reach its vision to become the world’s<br><br>most valued resource business.			Former Executive<br><br>Committee members<br><br>Alf Barrios stepped down as Chief Commercial<br><br>Officer on 31 August 2024. On 1 September 2024<br><br>Bold Baatar succeeded him in this role. Alf<br><br>Barrios continued as Chair for China, Japan and<br><br>Korea and as an Executive Committee member<br><br>until his retirement at the end of 2024.<br><br>James Martin stepped down as Chief People<br><br>Officer on 31 December 2024, ahead of his<br><br>retirement from Rio Tinto.
---
Annual Report on Form 20-F 2024	106	riotinto.com
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Directors’ report

Our stakeholders

This stakeholder section, together with the information on page 9, constitutes our Section 172(1) statement.

The Board is required by the UK Companies Act 2006 to promote the success of the company

for the benefit of our shareholders, and in doing so, take into account the interests of our wider

stakeholders. Our key stakeholders are our people, the communities where we operate,

civil society organisations, governments, our investors, our customers and our suppliers.

Our people

Engaged people are key to our success.

How our Board engages

–Susan Lloyd-Hurwitz, our designated Non-Executive Director for

workforce engagement, oversees our program of workforce

engagement events.

–In-person and virtual town halls with the Board and Executive

Committee members.

–The Board engaged with our workforce while visiting several sites

and offices throughout the year, including in Melbourne, Brisbane

and Montreal. Engagements have included town halls and Q&A

sessions with smaller groups of employees to exchange insights

and reflections about the business.

–Employees are informed of the Group’s production and financial

results, and in the event of any significant events, Group-wide

communications are made through a number of channels.

What was important in 2024

–Improving company culture and continuing the implementation of

the Everyday Respect recommendations

–Business growth, operational performance

–Societal issues

How the Board has taken account of these interests

–An engaged and diverse workforce is imperative to the success of

the business. As part of the regular program, the Board reviews

the results of the twice-yearly people surveys and oversees

myVoice, our confidential whistleblowing program. This year the

Board considered the outcomes of the Everyday Respect

Progress Review Survey.

–The health, safety and wellbeing of our people is a key priority for

the Board. The Board considers this in all decisions to ensure we

continually evolve our assets’ safety maturity and aim to create a

physically and psychologically safe workplace.

–The Board considers our workforce when making decisions on

new ventures, projects and other growth opportunities, and aims to

support job opportunities and fair work.

Communities

The strength of our relationships with host communities, and broader society, is fundamental to our business.

Without their support we cannot operate successfully.

How our Board engages

–We continue to strengthen our social performance capacity and

capability to be better operators and partners. We have increased

engagement between Indigenous Peoples and our senior

operational leaders and teams.

–In December 2024, Ben Wyatt and Susan Lloyd-Hurwitz met with

several Indigenous Leaders in Montreal as part of our Stakeholder

Sessions. The roundtable provided insights to the Board on the

evolving dynamics of Indigenous partnerships, particularly in the

context of the potential shift in government policies on Indigenous

rights and land use.

–In 2024, together with Voconiq, a third-party engagement science

research company, we launched a global Community Perception

Monitoring program, Local Voices. The program will help us to

more effectively engage and better understand communities’

perceptions, leading to improved data-driven social performance.

Progress and insights of the program are overseen by the

Sustainability Committee.

What was important in 2024

–Job creation and procurement opportunities

–Land access

–Socioeconomic development projects

–Environmental management, tailings storage facilities, operational

impacts and potential site closures

–Security

How the Board has taken account of these interests

–The Board oversees and receives regular updates on many

projects and the impact they have, or will have, on communities.

Supporting economic opportunities for host communities and

regions is a key priority for us and, in addition to our social

investment programs, we strive to employ local people and

engage local services.

–We have undertaken independent cultural management audits to

help us improve our cultural heritage management and

performance, and our engagement with Indigenous communities.

–The Australian Advisory Group guides us on current and emerging

issues, which helps us better manage policies and positions

important to Australian communities and our broader business.

For more information about our work with communities,<br><br>see pages 81-84.
Annual Report on Form 20-F 2024	107	riotinto.com
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Directors’ report | Our stakeholders

Civil society organisations

Civil society organisations (CSOs) play an important role in society. They hold us to account and help us

understand societal expectations across environmental, social and governance (ESG) issues, and identify risks

and opportunities to collaborate.

How our Board engages

–We engage regularly with a wide range of CSOs to understand

and respond to areas of interest and concern, communicate

progress, share challenges and advance common goals. In 2024,

we expanded our outreach to CSOs in Europe, Guinea, the US

and Canada. In 2024, these included 2 sessions on progress

towards our Group nature strategy, meetings on our Climate

Action Plan, and on QIT Madagascar Minerals and Simandou.

–We engage locally, nationally and globally on specific issues

related to an operation.

–We attend industry forums where CSOs are present to understand

the latest trends and expectations on ESG issues.

–Since 2018, we have held annual roundtables with CSO leaders

and members of the Board and Executive Committee. The

roundtables provide a dedicated forum for our most senior leaders

to engage directly with CSOs and discuss strategic issues.

What was important in 2024

–Decarbonisation, carbon offsets and Scope 3

–Water management, biodiversity protection and nature targets

–The Panguna Mine Legacy Impact Assessment

–Australia’s nature-positive plan and reforms

–Indigenous Peoples’ rights in the energy transition

–The Jadar project

How the Board has taken account of these interests

–The Board and its sub-committees consider issues raised by

CSOs throughout the year, particularly through the Sustainability

Committee. The Board is represented at the CSO roundtables

through the Chair and other Directors.

–The Board considers ESG issues and our social licence to operate

when making decisions on new ventures, projects and other

growth opportunities.

–The Chair and executives engaged extensively with investors on

the topic of environment.

Governments

Governments – national, state and provincial, and local – are important stakeholders for our business. They provide

the legal and policy framework that supports our businesses, and ensures that our communities and people

are protected.

How our Board engages

–We participate in multi-stakeholder organisations, initiatives and

roundtables, such as the Extractive Industry Transparency

Initiative (EITI), and ICMM.

–We have innovative partnerships with governments, such as

ELYSIS with the Governments of Canada and Quebec. We also

partner with governments on projects, such as with the

Government of Guinea on the Simandou iron ore deposit.

–Government representatives regularly visit our sites.

–In Australia, we engage with governments on issues such as

project approvals and cultural heritage protection.

–In the US, we advocate on public policy related to the North

American supply chain and alignment on climate change, critical

minerals and materials, renewable energy and trade.

–In China, we partner and engage with a range of government and

state-owned entities on issues related to climate change,

innovation, training, procurement and product supply.

–We contribute to UK and EU public policy development.

What was important in 2024

–Tax and royalty payments

–Compliance with laws and regulations

–Local employment, procurement, health and safety

–ESG issues, decarbonisation opportunities and socioeconomic

development projects

–Operational environmental management

–Transparency and human rights

–Industrial policy

–New technology

–Security

How the Board has taken account of these interests

–We engage with government officials to understand their

expectations, concerns, and policies. This helps us align our

activities with government interests. The Board receives regular

updates regarding all our projects and, in doing so, oversees our

engagement with governments.

–The Board oversees our financial management to ensure we

comply with tax obligations and make a fair contribution to our host

country's revenue. We comply with regulations and contribute

positively to the economic and social development of the regions

where we operate.

Annual Report on Form 20-F 2024	108	riotinto.com

Directors’ report | Our stakeholders

Investors

Our strategy and long-term success depend on the support of our investors.

How our Board engages

–We held 2 annual general meetings (AGMs), one in Australia and

one in the UK, where institutional and retail investors could engage

directly with the Board and management, giving them the

opportunity to ask questions and vote on our Remuneration report.

–In 2024, our Chair, Dominic Barton, met with investors from the

UK, the US and Australia to convey how our strategy integrates

the net zero transition into our business, including our portfolio,

capital investment decisions and business planning.

–Regular calls, one-on-one meetings and group events, roadshows,

presentations and attendance at investor conferences.

–Webinars and online Q&A sessions.

–Our corporate reporting suite and regular updates on our website

and social media.

What was important in 2024

–Financial and operational performance

–Our ESG performance, including the impact of climate change and

how we are decarbonising our business

–Compliance with laws and regulations

–Human rights

–Remuneration policy

How the Board has taken account of these interests

–With regard to capital allocation and shareholder returns, the Board is

committed to maintaining an appropriate balance between cash

returns to shareholders and investment in the business, with the

intention of maximising long-term shareholder value.

–Given investor interest in ESG issues, including climate change

and our work with communities around the world, the Board

considers these issues during its yearly strategy sessions when

assessing our portfolio positions.

–The Board’s engagement in CSO roundtables and some investor

events provides a sounding board as we implement our strategy,

respond to requisitioned resolutions and develop our reporting.

Customers

The needs of our customers are central to our operational decision-making.

How our Board engages

–In December 2024, Jakob Stausholm, Kaisa Hietala and Dean

Dalla Valle met with several of our customers in Montreal as part

of our Stakeholder Sessions. The roundtable enabled discussion

of the critical challenges facing Canada’s supply chains, including

the impact of climate change, extreme weather events and

geopolitical developments.

–Our Commercial team connects with customers through direct

engagements and via business and industry forums. In addition,

we periodically seek their feedback and gather insights through

our customer survey. The results of our customer survey

conducted in 2024 have been shared with the Board.

–Decarbonisation of the value chain is one of our customers’ biggest

challenges. We partner to find innovative solutions to help produce

sustainable products that support their net zero ambitions.

What was important in 2024

–Product quality

–Product delivery management

–Innovation for decarbonisation solutions

–Strategic partnerships

–Access to ESG traceability data

–Supply security

–Responsible sourcing and supply

How the Board has taken account of these interests

–The Board receives updates on the key priorities for Commercial,

its role in supporting the Group strategy, and our market

development and customer engagement initiatives.

Suppliers

Our suppliers are critical to our ability to run efficient and safe global operations.

How our Board engages

–In December 2024, Peter Cunningham, Sharon Thorne and Simon

Henry met with several of our suppliers in Montreal as part of our

Stakeholder Sessions. The roundtable explored anticipated

challenges and innovations in sustainable supply amid intensifying

competition and electrification trends. The session also enabled

discussion of the evolving role of Canadian suppliers in meeting

the rising global demand for critical minerals.

–Similar to our customers, we periodically seek comparative

feedback from our suppliers through a survey. The results of our

supplier survey conducted in 2024 have been shared with

the Board.

–We partner with suppliers to co-develop technologies and

applications, such as collaborating with Caterpillar and Komatsu on

the testing of large battery-electric haul truck technology in the

Pilbara to accelerate its potential future use.

What was important in 2024

–Payment terms and processes

–Partnership and collaboration

–Contract terms and conditions

–Sustainability and ethical practices

–Efficiency and simplification

–Support and engagement

–Innovations and improvement

How the Board has taken account of these interests

–The Board receives updates on the Group’s activities with

suppliers, including metrics regarding how the Group has

supported initiatives aimed at suppliers that are owned and

operated by Indigenous groups.

–Our Chair met with the Chair of Wuxi-Boton, a key supplier of

conveyor belts to our global operations, located outside Shanghai,

China. Our deep collaboration helps them continue to innovate in

areas such as improving product performance and longevity,

reducing carbon emissions in both manufacturing and operations,

end of life recycling, and social projects.

Annual Report on Form 20-F 2024	109	riotinto.com

Directors’ report

Board activities in 2024

The Board had 7 scheduled meetings in 2024. At every Board meeting, the Chief Executive and

Chief Financial Officer report on the safety, operating, and business performance of the Group,

and people, culture and values.

In 2024, the Board reviewed its forward

agenda of matters to be discussed,

considered its constitution, composition, and

performance, and reviewed any new or

amended Group policies. The Board has

ultimate oversight of ESG matters but has

delegated responsibility for certain matters to

the Sustainability Committee.

Set out below are some of the specific matters

that the Board considered during the year.

In February, the Board:

–Reviewed and approved the Group's 2023

full-year results and final shareholder returns,

which had been considered by the Audit &

Risk Committee.

–Approved the Group’s 2024 Funding Plan.

–Approved a proposal for the Group to

manage the rehabilitation of Energy

Resources of Australia’s Ranger Project

Area.

–Approved a proposal that New Zealand

Aluminium Smelters sign 20-year

electricity arrangements.

–Considered an update on the renewable

power purchase agreements in

Queensland to support the repowering of

Boyne Smelters Limited.

–Approved an agreement to support the

future environmental rehabilitation and

remediation of the Gardanne industrial

complex.

–Approved notice to proceed for the

development of the Simandou high-grade

iron ore deposit in Guinea.

–Considered an update on the

Jadar Project.

–Received updates on compliance:

program developments, effectiveness,

risks, and business integrity myVoice

insights.

In April, the Board:

–Discussed a report covering the Group’s

progress on cultural change.

–Considered Board succession planning.

–Reviewed detailed reports on lithium

and exploration.

–Received an update on the Simandou

project.

In May, the Board:

–Approved an updated delegated authority

framework.

–Discussed a progress update on the

Everyday Respect Report.

–Approved the 2023 Modern Slavery

Statement.

In July, the Board:

–Discussed an update on the Group’s

culture, results and insights from the

People Survey, and the Everyday

Respect Progress Review.

–Reviewed an update on asset

management performance.

–Considered a summary of key risks to the

Simandou project and mitigation actions.

–Approved the Group’s 2024 half-year

results statement and interim shareholder

returns, which had been considered by the

Audit & Risk Committee.

–Approved the Boyne Smelters Limited

energy strategy.

–Reviewed an Ethics and Compliance, and

Business Conduct Office update.

–Approved the mid-year confirmation of

material risks.

In September, the Board:

–Discussed an update on the Jadar Project

and committed to continue to engage the

community and other stakeholders on a

fact-based dialogue about the Project.

–Considered an update regarding the

Energy Resources of Australia Ranger

rehabilitation project.

In October, the Board:

–Received and considered an overview of

the Arcadium Lithium business and an

update on the transaction process.

–Discussed the outcomes of the Everyday

Respect Progress Review.

–Received a progress update on the

development of the 2025 Climate

Action Plan.

In December, the Board:

–Met stakeholders, customers and suppliers

in Montreal.

–Visited Matalco, aluminium operations in

Saguenay-Lac-Saint-Jean, and Rio Tinto

Iron & Titanium Quebec Operations Sorel-

Tracy plant.

–Approved a proposal for $2.5 billion to

expand the Rincon project in Argentina.

–Considered an assessment of the Group’s

material risks, associated controls, and

management responses deployed in 2024.

–Approved the Group’s 2025 Annual Plan.

–Discussed initial results from the annual

Board evaluation.

Strategy and risk

The Board holds dedicated two-day strategy

sessions each year as part of the May and

October Board meetings. A high-level

summary of the main themes discussed

is below:

May

–The global strategic context, including the

division of markets and supply chain

challenges, and the Group’s core projects

in this context.

–The evolution of the Group’s strategy and

opportunities for value creation.

–Analysis of the industry structure and

drivers of change for products.

–Global energy markets and long-term

dynamics.

–Opportunities to simplify.

October

–Delivery against the Group’s strategic

objectives and the way forward.

–Processes standardisation, simplification,

and continuous improvement.

–Detailed reviews of the strategies for the

iron ore, copper, and aluminium product

groups.

–Learnings and levers regarding the

objective to become Best Operator.

How the Board monitors culture

The Board monitors the Group’s culture by receiving regular updates

from the Executive Committee and management. They monitor

progress of the implementation of the recommendations of the

Everyday Respect Report, review data from the myVoice confidential

whistleblowing program and twice-yearly People Survey results, and

receive a quarterly report on the Group’s cultural journey.

For more information on how the Board monitors culture and engages<br><br>with our people, see page 106.

Annual Report on Form 20-F 2024	110	riotinto.com

Directors’ report

Evaluating our performance

This year, the Board’s annual performance evaluation was led internally. This aligns with the

corporate governance principles for both the UK and Australia.

Every 3 years, we engage a professional

external adviser to undertake an

independent evaluation of the Board’s

effectiveness, and, in 2023, Jan Hall, of

business advisory company No.4, carried

this out. This external evaluation took an in-

depth look at Board dynamics and how the

Board operated. The Board agreed actions

for improvement from this evaluation, which

were detailed in our 2023 Annual Report and

we have worked to implement these during

2024.

The objectives of the 2024 internal

evaluation were then to:

1)Assess progress against the actions from

the 2023 external evaluation, and

determine if more work is needed to close

these out.

2)Understand where the Board is doing well

and where improvements could be made,

taking into account 2023’s detailed

review.

3)Set a benchmark against which

effectiveness can be assessed in

future years.

How the 2024 evaluation worked

All Board members completed an

anonymous questionnaire that looked at:

–progress against the specific actions from

the 2023 evaluation

–the performance of the Board during

the year

–the performance of its committees

–feedback on the performance of the Chair

and individual Directors.

In addition to the questionnaire, each

Director had an externally facilitated

interview to capture deeper and more

nuanced feedback on board effectiveness.

What the evaluation found

The evaluation concluded that the Board and

its Committees were working well, and that

the performance of the Chair and individual

Directors was effective.

The consensus from the questionnaire and

the interviews was very positive. Feedback

noted the improvement over the year in

terms of structuring the Board’s agendas and

papers to allow more time to be focused on

discussion and on material strategic topics.

The external evaluation in 2023 had

identified this as an improvement area. There

was agreement however that further

improvement is required, and work will be

undertaken on the format of the Board’s

materials to ensure they allow the Board to

consider matters in a focused and

concise way.

With a number of newly appointed Directors,

the Board spent 2 dedicated sessions in

2024 on team dynamics and accelerating the

process of getting to know one another more

deeply. The evaluation results reflected that

these sessions were considered very

valuable and will be repeated.

The Non-Executive Directors, led by the

Senior Independent Director, are responsible

for the performance evaluation of the Chair

and met separately in 2024 to discuss this.

The externally facilitated interview process

also captured feedback on the Chair and

Directors, all of whom were considered to be

performing efficiently.

Directors’ attendance at scheduled Board and committee meetings during 20241

	Board	Audit & Risk	Nominations	People & Remuneration	Sustainability
Chair and Executive Directors
Dominic Barton	7/7		2/2	5/5	4/4
Jakob Stausholm	7/7
Peter Cunningham	7/7
Non-Executive Directors
Dean Dalla Valle	7/7		2/2	5/5	4/4
Simon Henry	7/7	6/6	2/2
Kaisa Hietala4,8	7/7	4/4	2/2		4/4
Sam Laidlaw11	7/7		2/2	5/5	3/4
Susan Lloyd-Hurwitz2,8	7/7		2/2	4/5
Simon McKeon - retired 2 May 20243	3/3	2/2	2/2	2/2
Martina Merz - joined 1 February 20247,8	7/7		2/2		2/2
Jennifer Nason8,12	7/7		2/2	5/5
Joc O’Rourke4,8,10	7/7	4/4	2/2		2/2
Sharon Thorne - joined 1 July 20245	4/4	3/3
Ngaire Woods9	7/7		2/2	2/2	4/4
Ben Wyatt6,8	7/7	6/6	2/2	3/3

1.In addition to the scheduled meetings of the Board and Committees for 2024, in order to attend to urgent matters, 2 ad hoc meetings of the Board were convened. Other than as expressly

noted below, these meetings were attended by each member of those committees.

2.Susan Lloyd-Hurwitz was unable to attend a meeting of the People & Remuneration Committee in February due to medical reasons.

3.Simon McKeon stepped down from the Board with effect from 2 May 2024.

4.Kaisa Hietala and Joc O'Rourke became members of the Audit & Risk Committee with effect from 1 June 2024.

5.Sharon Thorne became a member of the Audit & Risk Committee with effect from 1 July 2024.

6.Ben Wyatt became a member of the People & Remuneration Committee with effect from 1 June 2024.

7.Martina Merz became a member of the Sustainability Committee with effect from 1 June 2024.

8.Kaisa Hietala, Susan Lloyd-Hurwitz, Martina Merz, Jennifer Nason, Joc O'Rourke and Ben Wyatt ceased to be members of the Nominations Committee with effect from 31 May 2024.

9.Ngaire Woods ceased to be a member of the People & Remuneration Committee with effect from 31 May 2024.

10.Joc O'Rourke ceased to be a member of the Sustainability Committee with effect from 31 May 2024.

11.Sam Laidlaw was unable to attend a meeting of the Sustainability Committee in December due to a pre-existing commitment.

12.Jennifer Nason became a member of the Audit & Risk Committee with effect from 17 February 2025.

Board committee membership key

Committee Chair	People & Remuneration Committee
Audit & Risk Committee	Sustainability Committee
Nominations Committee

Annual Report on Form 20-F 2024	111	riotinto.com

Directors’ report

Nominations Committee report

The Nominations Committee ensures appointments to the Board are subject to a formal,

rigorous and transparent procedure, and oversees succession planning for the Board and

senior management.

As we reported last year, the size of the

Board peaked at 14 Directors as we retained

the expertise and experience of our longer-

serving Directors during a transitional period

as newer Directors familiarised themselves

with the Group. This transitional phase is

now largely concluded so we will make the

following changes to the Board during 2025.

With effect from the conclusion of the Rio

Tinto Limited annual general meeting in May

2025, Sam Laidlaw will step down as a

Director of the Company. Sam was

appointed to the Board in February 2017 and

has served as Chair of our People &

Remuneration Committee and as the Senior

Independent Director. I would like to express

my sincere thanks to Sam, on behalf of the

Board, for his outstanding contribution to Rio

Tinto. Ben Wyatt will succeed Sam as Chair

of the People & Remuneration Committee.

Sharon Thorne will become our Senior

Independent Director.

In the second half of 2025, Simon Henry will

step down as a Director. Simon was

appointed to the Board in April 2017 and has

served as Chair of the Audit & Risk

Committee since May 2019. We are grateful

to Simon for his invaluable contribution to the

Group. Sharon Thorne will succeed Simon

as Chair of the Audit & Risk Committee.

Kaisa Hietala will also step down as a

Director with effect from the conclusion of the

Rio Tinto Limited annual general meeting in

May 2025. The recent growth in our lithium

business has increasingly created potential

conflicts of interest with Kaisa’s non-

executive directorship with Exxon Mobil. Out

of an abundance of caution, Kaisa has

offered to resolve this potential conflict by

stepping down from the Rio Tinto Board.

Kaisa has been a very welcome and

valuable addition to the Board since her

appointment in March 2023, and her

guidance on energy transition and business

transformation in particular have contributed

significantly and insightfully to our

discussions.

While she will be greatly missed, we have

accepted the decision to step down and wish

Kaisa well for the future.

Dominic signature.jpg

Dominic Barton

Nominations Committee Chair

19 February 2025

Board induction

Following a significant refresh of our Board

through 2023 and 2024, we reviewed our

induction process and made improvements

to make it more efficient and tailored to the

interests and requirements of each new

Director so that they can quickly build an

understanding of Rio Tinto, our markets

and stakeholders.

The induction aims to add greater depth

to Directors’ existing knowledge of the

company, enabling them to become more

effective members of the Board as quickly as

possible. Initially this can be achieved

through access to written information, which

is provided on appointment. The Company

Secretary then works with the Director to

build a focused set of engagements with

leadership and management to allow for

discussion on key topics and further

information to be provided. Specific briefings

are often included as part of the regular

teach-in sessions that are provided for the

Board.

The induction typically takes several months

and the Company Secretary works closely

with the Director to ensure it is relevant. Site

visits are important to our induction process

and this year Dean Dalla Valle, Susan Lloyd-

Hurwitz and Joc O’Rourke visited Kennecott,

Martin Merz and Joc O’Rourke travelled to

Yarwun and QAL, and Sharon Thorne visited

our aluminium operations in Saguenay-Lac-

Saint-Jean. Our new Directors also visited

Matalco and Rio Tinto Iron & Titanium Quebec

Operations’ Sorel-Tracy plant.

For more information about our new Non-<br><br>Executive Directors, see the Board<br><br>biographies on pages 102-103.

Nominations Committee

members1,2

Dominic Barton (Chair)	Sam Laidlaw
Dean Dalla Valle	Ngaire Woods
Simon Henry

1.Simon McKeon was a member of the Committee until his

retirement from the Board on 2 May 2024.

2.Kaisa Hietala, Susan Lloyd-Hurwitz, Martina Merz,

Jennifer Nason, Joc O’Rourke and Ben Wyatt stepped

down from the Nominations Committee on 31 May 2024.

Length of tenure of

Non-Executive Directors

4081

l	0-3 years: 7
l	+3-6 years: 3
l	+6-9 years: 2
Annual Report on Form 20-F 2024	112	riotinto.com
---	---	---

Directors’ report | Nominations Committee report

Our key responsibilities

The purpose of the Nominations Committee

is to review the composition of the Board.

The Committee leads the process for

appointments, making recommendations to

the Board as part of succession planning for

Non-Executive Directors. It also approves

proposals for appointments to the

Executive Committee.

Membership of the Committee

The members of the Committee are all

independent Non-Executive Directors, and

their biographies can be found on

pages 102-103.

The Chief Executive and the Chief People

Officer are invited to attend all or part of

meetings, as appropriate. The Committee is

chaired by the Chair of the Board, unless the

matter under consideration relates to the role

of the Chair.

The Committee had 2 formal meetings in

2024. Attendance at the formal meetings is

included in the table on page 110.

Appointments to the Board –our policy

We base our appointments to the Board on

merit, and on objective selection criteria, with

the aim of bringing a range of skills,

knowledge and experience to Rio Tinto.

This involves a formal and rigorous process

to source strong candidates from diverse

backgrounds, and conducting appropriate

background and reference checks on the

shortlisted candidates. We aim to appoint

people who will help us address the

operational and strategic challenges and

opportunities facing the company and ensure

that our Board is diverse in terms of

experience, gender, nationality, social

background and cognitive style. As such, we

engage only recruitment agencies that are

signed up to the Voluntary Code of Conduct

on diversity best practice.

We believe that an effective Board combines

a range of perspectives with strong

oversight, combining the experience of

Directors who have developed a deep

understanding of our business over several

years with the fresh insights of newer

appointees. We aim for the Board’s

composition to reflect the global nature of our

business - we currently have 8 different

nationalities (including dual nationalities) on

a Board of 14.

The Committee engaged Spencer Stuart to

support the search for our new Non-Executive

Directors, Martina Merz and Sharon Thorne.

The Committee is satisfied that Spencer Stuart

does not have any connections with the

company or individual Directors that may impair

their independence.

When recruiting government or former

government officials to join the Rio Tinto Board,

we comply with any restrictions and obligations

existing pursuant to relevant laws and

regulations, including with respect to

confidentiality, lobbying and conflicts of interest.

The key skills and experience of our Board are

set out on this page of the report.

Diversity

The Board recognises that it has a critical

role to play in creating an environment in

which all contributions are valued, different

perspectives are embraced, and biases are

acknowledged and overcome. The Board

shares ownership with the Executive

Committee of the Group’s Respect, Inclusion

& Diversity Policy, which can be found at

riotinto.com/policies.

The proportion of women on the Board is

currently 43% (6 women and 8 men). As at

the date of this report, we do not currently

meet the UK Listings Rules target to have a

female Chair, Chief Executive, Chief

Financial Officer or Senior Independent

Director, however effective 1 May 2025 we

will meet this target when Sharon Thorne

becomes Senior Independent Director.

The Group has continued to set measurable

gender diversity objectives for the

composition of senior leadership and

graduate intake and achievement of these

targets contributes to the variable

remuneration of senior executives. Progress

on diversity is shown in the Our approach to

ESG section on page 34, where we show a

breakdown by seniority.

The number of Directors who identify

themselves as being from an ethnic

background is one (Ben Wyatt), aligned to

the objectives of The Parker Review in

the UK.

For further information on the gender and

ethnic diversity of the Board and Executive

Committee please see page 148 of the

Additional statutory disclosure section.

Progress on diversity is shown in the<br><br>Talent, diversity and inclusion section<br><br>on pages 78-80.

Skills and experience of the Chair and Non-Executive Directors

Skills and experience	Some<br><br>experience	Extensive<br><br>experience	Total
Chief Executive experience<br><br>Chief Executive-level experience of a major corporation	3	5	8
Chief Financial Officer and audit experience<br><br>Experience in financial accounting and reporting, corporate finance, internal controls, treasury and associated risk management	3	2	5
Mining and broader industrial operations<br><br>Senior executive experience in a large, global mining or industrial organisation	1	5	6
Major projects<br><br>Experience in developing large-scale, long-cycle capital projects	5	5	10
Corporate governance<br><br>Experience on the Board of a major quoted corporation subject to rigorous corporate governance standards	1	9	10
Global experience, including multinational and geopolitical experience<br><br>Experience working in multiple global locations, exposed to a range of cultural, business, regulatory and political environments<br><br>and/or in-depth understanding of public policy and government relations	1	9	10
Relevant country/regional expertise<br><br>Knowledge of countries or regions of strategic relevance to the Group	7	1	8
Downstream customer markets<br><br>Understanding of value chain development, including consumers, customers and marketing demand drivers	5	3	8
ESG<br><br>Experience of issues associated with environmental and social responsibility, including communities and social performance,<br><br>government relations, workplace health and safety and stakeholder engagement	6	6	12
Energy transition<br><br>Knowledge and experience of managing climate-related threats and opportunities including climate science, the low-carbon<br><br>transition and public policy	8	1	9
Industrial technology and innovation<br><br>Experience of nurturing and harnessing research, development and innovation, including digital technology and cybersecurity	5	2	7
Mergers and acquisitions and private equity/investing<br><br>Experience of mergers, acquisitions, disposals, joint ventures, private equity and investing	7	1	8
Annual Report on Form 20-F 2024	113	riotinto.com
---	---	---

Directors’ report

Audit & Risk Committee report

The Committee supports the Board in discharging its governance responsibilities and oversees

the integrity of the Group’s financial reporting and associated narrative statements.

The Committee undertakes a regular

schedule of work each year. It discusses and

oversees the significant issues of judgement

relating to the financial statements. We

reviewed the new standards and

amendments applicable for the year to

understand how these would be

implemented by the Group. We also

undertook a forward-looking analysis of

amendments to standards that have been

issued, but are not yet effective. The

Committee works with management and the

external auditors to understand and agree

how these will be applied.

The Committee considered the Group’s

internal controls of financial reporting for the

Sarbanes-Oxley Act (SOX). It also looked at

the internal process in place that will allow

the Board to meet the requirement of the

new UK Corporate Governance Code, with

regard to the effectiveness of internal

controls.

This year the Committee considered the

steps that are being taken to implement a

“Material Control and Assurance Plan” to

address the requirements of the new UK

Corporate Code Provision 29, effective

1 January 2026. This is a top-down, risk-led

methodology to support the new disclosures

required with effect from the 2026 financial

year. We aim to achieve a proportionate and

practical response to the new declaration,

and key to this is the identification of

“material controls”. The foundation of the

work we undertook was looking at the

definition of material control, and we have

worked with peers, accountancy firms and

our auditors to understand emerging best

practice in this area of corporate governance.

We have an existing SOX program and have

therefore considered the interaction between

the two, ensuring that the frameworks are

complementary. Throughout 2025, the team

will review the mapping of controls to

material risks and the Committee have

oversight of this process.

In 2024, the Committee, together with the

Sustainability Committee, have continued to

follow the landscape of environmental, social

and governance (ESG) reporting

requirements. This year we are adopting

new climate disclosures in our reporting, and

we are aiming to align with IFRS S2 on

climate-related disclosures. We think this will

place us in a good position for future years

when reporting becomes mandatory.

I have appreciated the support I have

received from my fellow Committee

members this year. In particular I would like

to thank Simon McKeon for the insight and

challenge that he brought as a member of

the Audit & Risk Committee. The

membership of the Committee was reviewed

following Simon’s departure and as part of

the planned refreshment of the Board.

I am pleased that Kaisa Hietala,

Joc O’Rourke and Sharon Thorne joined the

Committee in 2024. Jennifer Nason

also joined the Committee with effect from 17

February 2025. This has brought depth to the

Committee both in number of members and

the range of experience

each Director brings.

I trust you find this report a useful account of

the work of the Committee during the year.

Simon Henry.jpg

Simon Henry

Audit & Risk Committee Chair

19 February 2025

Audit & Risk Committee

members1,2,3,4

Simon Henry (Chair)	Joc O’Rourke
Kaisa Hietala	Sharon Thorne
Jennifer Nason	Ben Wyatt

1.Simon McKeon stepped down from the Board on 2 May

2024.

2.Joc O'Rourke and Kaisa Hietala joined the Committee on

1 June 2024.

3.Sharon Thorne joined the Committee on 1 July 2024.

4.Jennifer Nason joined the Committee on 17 February 2025.

Membership

The members of the Committee are all

independent Non-Executive Directors, and

their biographies can be found on

pages 102-103. The Chair of the Board is not

a member of the Committee.

As Rio Tinto’s securities are listed in

Australia, the UK and the US, we follow the

regulatory requirements and best practice

governance recommendations for audit

committees in each of these markets.

Australian listing requirements

In Australia, the members, and the

Committee as a whole, meet the

independence requirements of the Australian

Securities Exchange (ASX) Principles.

Specifically, the Committee members

between them have the accounting and

financial expertise, and a sufficient

understanding of the industry in which the

company operates, to be able to discharge

the Committee’s mandate effectively.

UK listing requirements

In the UK, the members meet the

requirements of the Financial Conduct

Authority’s (FCA) Disclosure Guidance and

Transparency Rules, and the provisions of

the UK Corporate Governance Code relating

to audit committee composition. Simon

Henry, the Chair of the Committee, and

Sharon Thorne are considered by the Board

to have recent and relevant financial

experience.

Simon Henry, Kaisa Hietala and

Joc O’Rourke have extensive experience in

the natural resources sector. Ben Wyatt and

Jennifer Nason have gained experience in

the mining sector by serving on the Board

and through regular site visits, reports and

presentations. Sharon Thorne has

undertaken site visits and teach-ins as part of

her induction programme. The Committee as

a whole has competence relevant to the

sector in which the company operates.

The Committee complies with the Audit

Committees and the External Audit: Minimum

Standard.

US listing requirements

In the US, the requirements for the

Committee’s composition and role are set out

in the Securities and Exchange Commission

(SEC) and New York Stock Exchange

(NYSE) rules. The members of the

Committee meet the independence

requirements set out under Rule 10A-3 of the

US Exchange Act and under Section 303A of

the NYSE Listed Company Manual. The

Board has designated Simon Henry as an

“audit committee financial expert”. The Board

also believes that the other members of the

Committee are financially literate by virtue of

their wide business experience.

Annual Report on Form 20-F 2024	114	riotinto.com

Directors’ report | Audit & Risk Committee report

Committee remit

The Committee’s objectives and responsibilities

are set out in our Terms of Reference

(see riotinto.com/corporategovernance).

These follow the relevant best practice

recommendations in Australia, the UK

and the US.

Our main duties

Financial reporting – we review the key

judgements needed to apply accounting

standards and to prepare the Group’s

financial statements. We also review the

narrative reporting that goes with them, with

the aim of maintaining integrity in the Group’s

financial reporting. And we monitor

exclusions made in deriving alternative (non-

GAAP) (Generally Accepted Accounting

Principles) performance measures such as

underlying earnings.

–External audit: We oversee the

relationship with the external auditors and

review all the non-audit services they

provide and their fees, to safeguard the

auditors’ independence and objectivity.

We also assess the effectiveness of the

external audit and, when necessary, carry

out a formal tender process to select

new auditors.

–Framework for internal control and

risk management: We monitor the

effectiveness of the Group’s internal

controls, including those over financial

reporting. We also oversee the Group’s

risk management framework.

–Group Internal Audit (GIA): We oversee

the work of GIA and its head, who reports

functionally to the Committee Chair.

–Mineral Resources and Mineral

Reserves: We oversee the reporting and

assurance of Mineral Resources and

Mineral Reserves, and consider the

impact on financial reporting.

–Distributable reserves: We provide

assurance to the Board that distributable

reserves are sufficient, and in the correct

corporate entities, to support any

dividend proposals.

These duties feed into an annual work plan

that ensures we consider issues on a timely

basis. The Committee has authority to

investigate any matters within its remit. We

have the power to use any Group resources

we may reasonably require, and we have

direct access to the external auditors. We

can also obtain independent professional

advice at the Group’s expense, where we

deem necessary. No such advice was

required during 2024.

The Committee Chair reports to the Board

after each meeting on the main items

discussed, and the minutes of Committee

meetings are circulated to the Board.

We had 6 Committee meetings in 2024.

Attendance at these meetings is included in

the table on page 110. The Committee has

met twice to date in 2025.

The Chair of the Board, the Chief Financial

Officer, the Group Financial Controller and

the heads of GIA and Risk regularly attend

Committee meetings, as does the Chief

Legal Officer, Governance & Corporate

Affairs. Other senior executives and subject-

matter experts are invited as needed.

The external auditors were present at all of

the Committee meetings during the year. The

auditors review all materials on accounting or

tax matters in advance of each meeting, and

their comments are included in the papers

circulated to Committee members. The audit

partners also meet with the Committee Chair

ahead of each meeting to discuss key issues

and raise any concerns.

The Committee meets regularly in private

sessions. We also hold regular private

discussions with the external auditors.

Management does not attend these

sessions. The Committee Chair also has

regular contact and discussions with these

stakeholders outside the formal meetings.

Use of Committee meeting time

in 2024

9248

l	Financial reporting:<br><br>40%
l	Internal control and<br><br>risk management:<br><br>25%
l	External audit: 15%
l	Internal audit: 15%
l	Governance: 5%

Other focus areas in 2024

In addition to the scheduled workload, the

Committee also:

–Received an update on internal projects

to simplify how we work. This included the

transition to the HR IT platform Workday

and the Future Finance project, which is

standardising, simplifying and automating

our financial processes and controls.

–Received an update on the development

of the framework that will be used to

determine Material Controls, the testing

approach and the 2025 milestones.

–After a robust process, in early 2025,

recommended to the Board that the draft

2024 Annual Report should be taken as

whole, fair, balanced and understandable.

–Reviewed the quality and effectiveness of

the Group’s internal control and risk

management systems. This review

included the effectiveness of the Group’s

internal controls over financial reporting,

and the Group’s disclosure controls and

procedures in accordance with sections

404 and 302 of the US Sarbanes-Oxley Act

The Committee also considered

reports from GIA and KPMG on their work

in reviewing and auditing the control

environment.

–The Committee considered cyber risk at

the December meeting. This included the

external threat landscape and the

defences, processes and response

capabilities in place to manage risk.

Significant issues relating to financial statements

There were 4 significant issues considered by the Committee in relation to the financial statements.

Matters considered	Conclusion
Review of carrying value<br><br>of cash-generating units<br><br>and impairment charges/<br><br>reversals	The Committee assessed management’s determination of cash-generating units, review of impairment triggers, and consideration of<br><br>potential impairment charges and reversals over the course of the year. The key assets discussed included Rio Tinto Kennecott, where<br><br>the revised mine plan was identified as an impairment trigger and, following the impairment test, management concluded that the<br><br>carrying value remained supportable, and in Pacific Aluminium where decarbonisation activities resulted in an impairment charge for<br><br>Queensland alumina refinery.
Application of the policy<br><br>for items excluded from<br><br>underlying earnings and<br><br>underlying EBITDA	The Committee reviewed the Group’s policy for exclusion of certain items from underlying earnings and confirmed the consistent<br><br>application of this policy year on year. The pre-tax items excluded from underlying earnings comprised charges of $0.8 billion and<br><br>income of $1.5 billion. A reconciliation of net earnings to underlying earnings is presented in the Alternative Performance Measures<br><br>section.
Estimate for provision for<br><br>closure, restoration and<br><br>environmental obligations	The Committee reviewed the significant changes in the estimated provision for closure, restoration and environmental obligations by<br><br>product group and Rio Tinto Closure. The Committee received updates on the closure studies completed in the period and reviewed<br><br>economic assumptions assessed by management, including changes to the discount rate.
Climate change	The Committee received an overview of the work that management is undertaking in relation to climate change and the potential<br><br>financial reporting implications thereof. The Committee reviewed the accounting for long-term renewable power purchase agreements<br><br>entered into during the period and the climate change disclosure in the Annual Report, with particular emphasis on the impact to<br><br>impairment charges and the related disclosure of sensitivities.
Annual Report on Form 20-F 2024	115	riotinto.com
---	---	---

Directors’ report | Audit & Risk Committee report

Climate change-related

financial reporting

The Directors have considered the relevance

of the risks of climate change and transition

risks associated with achieving the goals of

the Paris Agreement when preparing and

signing off the Company’s accounts.

The narrative reporting on climate-related

matters is consistent with the accounting

assumptions and judgements made in this

report. The Audit & Risk Committee reviews

and approves all material accounting

estimates and judgements relating to

financial reporting, including those where

climate issues are relevant. The Group’s

approach to climate change is supported by

strong governance, processes

and capabilities.

This year, we updated the scenario

framework used to assess the resilience of

our business under different transition-

related scenarios. Conviction scenario is now

our central case. It underlies strategic

planning across the Group, is used in

commodity price forecasts, valuation models,

reserves and resources determination, and

in determining estimates for assets and

liabilities in our financial statements,

including impairment testing, estimating

remaining economic life, and discounting

closure and rehabilitation provisions.

Resilience scenario is our sensitivity analysis

designed to test our annual plan and

investment proposals.

Neither of the Conviction or Resilience

scenarios above are consistent with the

expectation of climate policies required to

accelerate the global transition to meet the

stretch goal of the Paris Agreement. Despite

global agreements on climate change reached

in Glasgow and Dubai, emissions today

continue to rise, making the 1.5°C goal of the

Paris Agreement unlikely to be achieved. As our

operational emissions targets are in line with

1.5°C, so too are our decarbonisation

investment decisions. In 2022, we developed a

Paris-aligned scenario, referred to as the

Aspirational Leadership scenario, which

helps us better understand the pathways to

meet the Paris Agreement goal, and what

this could mean for our business.

Overall, based on our internally developed

pricing outlooks, we do not envisage a material

adverse impact of the 1.5°C Paris Agreement-

aligned sensitivity on asset carrying values,

remaining useful life, closure and rehabilitation

provisions for our Group.

During the year, the assessment performed

under the Physical Resilience Programme,

together with our ongoing review processes,

including impairment assessments, did not

identify any material accounting impacts as a

consequence of the physical risks associated

with climate change.

For more information on climate change

impact on our Group, see our 2025 Climate

Action Plan on pages 41 to 75 in this report.

Contact with financial regulators

during 2024

During the year, the Company did not

receive any formal correspondence from

financial regulators.

External auditors

Engagement of the external auditors

For the 2024 financial year, KPMG served as

our auditors. Their appointment was

approved by shareholders at our AGMs in

The UK entity of KPMG audits

Rio Tinto plc, and the Australian entity audits

Rio Tinto Limited. The UK audit engagement

partner, Jonathan Downer, was appointed in

March 2021 and the Australian partner,

Trevor Hart, was appointed in 2020. Graham

Hogg will replace Trevor Hart for the 2025

audit. This is a planned partner rotation, in

line with the requirements of the Australian

Accounting Professional & Ethics Standards

Board and SEC requirements.

We agreed on the scope of the auditors’

review of the half-year accounts, and of their

audit of the full-year accounts, taking into

consideration the key risks and areas of

material judgement for the Group. We also

approved the fees for this work and the

engagement letters for the auditors.

The Group has fully complied with the

Statutory Audit Services Order.

Safeguarding independence and

objectivity, and maintaining effectiveness

In our relationship with the external auditors,

we need to ensure that they retain their

independence and objectivity, and are

effective in performing the external audit.

Use of the external auditors for

non-audit services

The external auditors have significant

knowledge of our business and of how we

apply our accounting policies. That means it

is sometimes cost-efficient for them to

provide non-audit services. There may also

be confidentiality reasons that make the

external auditors the preferred choice for a

particular task.

However, safeguarding the external auditors’

objectivity and independence is an overriding

priority. For this reason, and in line with the

Financial Reporting Council’s (FRC) Ethical

Standard and the SEC independence rules,

the Committee ensures that the external

auditors do not perform any functions of

management, undertake any work that they

may later need to audit or rely upon in the

audit, or serve in an advocacy role for

the Group.

We have a policy governing the use of

the auditors to provide non-audit services.

The cap on the total fees that may be paid to

the external auditors for non-audit services in

any given year is 70% of the average of the

audit fees for the preceding 3 years. This is

in line with the FRC’s Ethical Standard. Non-

audit assignments fall into 2

broad categories:

–Audit, audit-related or other

“pre-approved” services where we

believe there is no threat to auditors’

independence and objectivity, other than

through the fees payable.

–Other services approved under

delegated authority.

We apply different approval regimes to these

areas of work. Approval of “pre-approved”

services is as follows:

–Up to $50,000: subject to prior notification

to management, this work can be

awarded.

–From $50,001 to $100,000: requires the

Chief Financial Officer’s approval.

–Over $100,000 and with a tender

process: if the external auditors are

successful in the tender, the appointment

requires the Chief Financial Officer’s

approval.

–From $100,001 to $250,000 without a

tender process: requires the Chief

Financial Officer’s approval.

–Over $250,000 without a tender process:

requires the Committee’s or Committee

Chair’s approval.

In each case, the nature of the assignment

and the fees payable are reported to

the Committee.

The Chief Financial Officer can approve

other services up to the value of $50,000 and

an aggregate value of no more than

$100,000. Fees exceeding $100,000 in

aggregate require approval from the

Committee or the Committee Chair.

At the half-year and year-ends, the Chief

Financial Officer and the external auditors

report to the Committee on non-audit

services performed and the fees payable.

Individual services are also reported to the

Committee at each meeting that have either

been approved since the previous meeting,

or that require approval for commencement

following the meeting.

Non-audit services provided by KPMG in

2024 were either within the predetermined

approval levels or approved by the

Committee and were compatible with the

general standard of independence for

auditors and the other requirements of the

relevant regulations in Australia, the UK and

the US regulations.

Fees for audit and non-audit services

The amounts payable to the external

auditors, in each of the past 2  years, were:

	2024<br><br>$m	2023<br><br>$m
Audit fees	28.1	26.6
Non-audit service fees:
Assurance services	5.2	4.1
All other fees	0.2	0.1
Total non-audit service fees	5.4	4.2
Non-audit: audit fees (in-year)	19%	16%

For further analysis of these fees, please see

note 38 on page 228.

None of the individual non-audit assignments

was significant, in terms of either the work

done or the fees payable. We have reviewed

Annual Report on Form 20-F 2024	116	riotinto.com

Directors’ report | Audit & Risk Committee report

the non-audit work in aggregate. We are

satisfied that neither the work done, nor the

fees payable, compromised the

independence or objectivity of KPMG as our

external auditors.

No person who served as an officer of

Rio Tinto during 2024 was a Director or

partner of KPMG at a time when they

conducted an audit of the Group.

Effectiveness of the external auditors

We review the effectiveness of the external

auditors annually. We consider the results of

a survey containing questions on the

auditors’ objectivity, quality and efficiency.

The survey, conducted in June 2024, was

completed by a range of operational and

corporate executives across the business,

and by Committee members.

We are satisfied with the quality and

objectivity of KPMG’s 2023 audit.

Audit Quality Review

As part of the annual inspection of audit

firms, the Audit Quality Review (‘AQR’) team

of the Financial Reporting Council (‘FRC’)

reviewed KPMG’s audit of the Group

accounts for the year ended 31 December

The AQR routinely monitors the quality

of audit work of certain UK audit firms

through inspections of sample audits and

related procedures, at individual audit firms.

The Committee and KPMG LLP have

discussed the report, which included a

number of good practice observations.

Overall, the result of the review raised no

issues which caused doubt on the quality of

our external audit and the Committee

remains satisfied with the efficiency and

effectiveness of the external audit.

Appointment of the auditors

The Committee has reviewed the

independence, objectivity and effectiveness

of KPMG as external auditors in 2024

and in the year to date. We have

recommended to the Board that KPMG

should be retained in this role for 2025,

which the Board supports.

KPMG have indicated that they are

willing to continue as auditors of Rio Tinto.

A resolution to reappoint them as auditors of

Rio Tinto plc will be proposed as a joint

resolution at the 2025 AGMs, together with a

separate resolution seeking authority for the

Committee to determine the external

auditors’ remuneration.

Subject to the approval of the above

resolution, KPMG will continue in office as

auditors of Rio Tinto Limited.

Risk management and internal controls

We review Rio Tinto’s internal control

systems and the risk management

framework. We also monitor risks falling

within our remit, including those relating to

the integrity of financial reporting. A summary

of the business’s internal control and risk

management systems, and of the risk factors

we face, is available in the Strategic report

on pages 88-98.

Importantly, responsibility for operating and

maintaining the internal control environment

and risk management systems sits with

leaders who are in the best position to

address them, while offering support to them

via Centres of Excellence and Areas of

Expertise. Leaders of our businesses and

functions are required to maintain adequate

internal controls, to verify that these are

operating effectively and are designed to

identify any failings and weaknesses that

may exist, and that any required actions are

taken promptly.

The Audit & Risk Committee also regularly

monitors our risk management and internal

control systems (including internal financial

controls). We aim to have appropriate

policies, standards and procedures in place,

and ensure that they operate effectively.

As part of considering the risk management

framework, the Committee receives

regular reports from the Group Financial

Controller, the Chief Legal, Governance

& Corporate Affairs Officer, the Head of Risk,

the Head of Group Internal Audit (GIA) and

the Head of Tax on material developments

including with respect to the legal, regulatory

and fiscal landscape in which the

Group operates.

The Board, supported by the Audit & Risk

Committee, has completed its annual review

of the effectiveness of our risk management

and internal control systems. This review

included consideration of our material

financial, operational and compliance

controls. The Board concluded that the

Group has an effective system of risk

management and internal control.

Internal control over financial reporting

The main features of our internal control and

risk management systems in relation to

financial reporting are explained on

page 151.

Internal audit program structure

GIA provides independent and objective

assurance of the adequacy and

effectiveness of risk management and

internal control systems. It may also

recommend improvements.

While the Head of GIA reports

administratively to the Chief Financial Officer,

appointment to, or removal from, this role

requires the consent of the Audit & Risk

Committee Chair. The Head of GIA is

accountable to the Chairs of the Audit & Risk

and the Sustainability Committees,

and communicates regularly with both.

Our GIA team therefore operates

independently of management. Its mandate is

set out in a written charter, approved by the

Audit & Risk Committee. GIA uses a formal

internal audit methodology that is consistent

with the Institute of Internal Auditors’ (IIA)

internationally recognised standards.

When needed, the team brings in external

partners to help achieve its goals. There is a

clear policy to address any conflicts of

interest, which complies with the IIA’s

standards on independence. This policy

identifies a list of services that need prior

approval from the Head of GIA.

Governance of the annual plan

Each year’s internal audit plan is approved

by the Audit & Risk Committee and the

Sustainability Committee. The plan is

focused on higher-risk areas and any

specific areas or processes chosen by the

committees. It is also aligned with any risks

identified by the external auditors. Both

committees are given regular updates on

progress, including any material findings, and

can refine the plans, as needed.

Effectiveness of the internal audit program

The Audit & Risk Committee monitors

the effectiveness of the GIA function

throughout the year at its meetings. During

2024, the function continued its journey to

mature GIA to a “trusted adviser level” and

embedding the improvements initiated in

2023, demonstrating improvements in the

function’s effectiveness and delivery.

We are satisfied that the quality, experience

and expertise of GIA are appropriate for the

business and that GIA was objective and

performed its role effectively. We are

satisfied that GIA is appropriately resourced.

We also monitored management’s response

to internal audits during the year. We are

satisfied that improvements are being

implemented promptly in response to GIA

findings, and believe that management

supports the effective working of the

GIA function.

Committee effectiveness

The Committee reviews its effectiveness

annually. In 2024, this was accomplished

through an internally-facilitated evaluation of

the Board and its committees.

The performance of the Committee was

highly rated, with no areas of concern raised

and no significant changes recommended.

Annual Report on Form 20-F 2024	117	riotinto.com

Directors’ report

Sustainability Committee report

The Sustainability Committee monitors and supports Rio Tinto’s processes and practices to

ensure we supply the materials the world needs safely and sustainably.

The prevention of fatalities, and the health,

safety and wellbeing of our employees,

contractors and communities, is the

Committee’s first priority. The Committee

also oversees other key sustainability risks,

including in particular our environmental and

social performance risks.

We are deeply saddened by the tragic fatal

events at our managed operations in 2024. In

January, 4 colleagues from our operations at

Diavik and 2 airline crew members lost their

lives in a devastating plane crash near Fort

Smith, Northwest Territories, Canada. And in

October, an employee of a contracting partner

tragically lost his life after he was injured at the

SimFer Port Project, part of the Simandou iron

ore project. The Committee’s sympathies go

out to the families and team members of each

of these colleagues who lost their lives.

Sadly, in 2024 we also saw fatalities more

broadly across our industry, including at the

operations of 2 of our non-managed joint

venture partners.

Our thoughts also remain with the family and

colleagues of a crew member aboard a Rio

Tinto bulk carrier who was reported missing

in December.

These events are a solemn reminder of the

safety risks in our business. We firmly

believe all fatalities are preventable, driving

us to learn from these tragedies and

ensuring we share insights widely to prevent

future events and inform ongoing

improvements to our safety practices.

Following the charter flight incident in

January, while awaiting the outcome of the

official investigation by the Transport Safety

Board of Canada, the Committee oversaw a

review of the Group’s aviation activities and

standards, and a benchmarking of the

Group’s aviation practices against industry

best practice.

In addition to reviewing the lessons learned

from these fatalities, the Committee continues

to review potential fatal incidents (PFIs) with

business leaders to share important lessons

from these events across the Group. In 2024,

the Committee undertook closer analysis of

PFIs involving an exchange of energy, with

major contributors to these incidents including

falling objects, vehicles and driving, and

contact with electricity.

Critical risk management also continues to be

a key fatality elimination tool, helping to ensure

critical controls are in place and operating

effectively where there is a critical risk of

fatality. And the Committee continues to review

the progress through our safety maturity

model, which is a key tool for supporting and

enhancing our safety culture.

In 2024, the Committee strengthened its

focus by dedicating a meeting to each of the

3 key themes in its scope: health and safety

(including fatality prevention); environment

(including closure); and social performance

(including human rights and Indigenous

Peoples). A fourth meeting received

presentations from each of the product group

Chief Executives, our Chief Commercial

Officer, and our Chief Technical Officer on

the key sustainability and operational risks,

opportunities, trends and controls for each

product group, and for Rio Tinto Marine,

Exploration and Projects, including the

Simandou project.

We continued to oversee our progress

towards implementation of the Global

Industry Standard on Tailings Management

(GISTM), and to directly engage with

executives who have accountability for the

safety of tailings facilities across the Group.

We have received progress updates from

management on the pathway to full

conformance with GISTM.

The Committee reviewed the progress of

Rio Tinto’s program for managing its physical

resilience to climate change, and for the

Group’s compliance with the disclosure

requirements set out by the Task Force on

Climate-Related Financial Disclosure

(TCFD).

At each meeting, the Group’s Internal Audit

(GIA) function reports to the Committee on

matters within the Committee’s scope. In

addition, in February 2024 the Group’s

auditors, KPMG, reported to the Committee

on their assurance procedures over our 2023

sustainable development reporting.

Other key areas of focus for the Committee

in 2024 included:

–Health and safety performance:

Receiving regular updates on health and

safety performance.

–Environment and nature: Receiving a

report on the Group’s environmental

performance and endorsement of our

approach to our nature strategy, as well

as undertaking a deep dive on the

Group’s physical resilience to climate

change and natural disasters, and the

real-time modelling being done to

manage this risk.

–Water: Receiving an update on the

Bungaroo aquifer in the Western Pilbara

and the decision to invest in the

construction of the Dampier desalination

plant, which will supply water to

Rio Tinto’s coastal communities and

operations from 2026.

–Social performance: Receiving an

overview of the emerging socio-political

landscape and an update on

Communities and Social Performance

2024 priorities and initiatives, including

our global program to collect and respond

to host community feedback, social

contributions, Indigenous leadership and

participation, cultural heritage and

agreements.

–Human rights: Reviewing management

of human rights risks, tracking global

trends in human rights policy and

regulation, commercial and asset human

rights due diligence, and overseeing our

modern slavery reporting.

–Security: Receiving updates on ongoing

security challenges across the Group.

Site visits play an important role in providing

Committee members with a deeper

understanding of our sustainability risks

across our business. This year, there were

full Board site visits in Canada to our Iron

and Titanium Operations in Sorel-Tracy,

Quebec and our Matalco joint venture’s

operations in Ontario. In addition, our

Committee members also made either

individual or group visits:

–in Canada, to our Aluminium operations in

Saguenay–Lac-St-Jean in Quebec, and

our aluminium operations in Kitimat,

British Columbia

–in Australia, to our Iron Ore operations in

the Pilbara, Western Australia, the Yarwun

and Queensland Aluminium Limited

alumina processing facilities in Gladstone,

and our Technical Development Centre in

Bundoora, Victoria

–in Africa, to the Simandou iron ore project

in Guinea, and our mineral sands joint

venture at Richards Bay in South Africa

–in the US, to our operations at Resolution

Copper in Arizona, and our Kennecott

copper operations in Salt Lake City, Utah.

I look forward to continuing the work of the

Sustainability Committee in 2025 to

contribute to the long-term sustainable

success of the Group.

Dean Dalla Valle

Sustainability Committee Chair

19 February 2025

Annual Report on Form 20-F 2024	118	riotinto.com

Directors’ report | Sustainability Committee report

Sustainability Committee

members1,2

Dean Dalla Valle (Chair)	Sam Laidlaw
Dominic Barton	Martina Merz
Kaisa Hietala	Ngaire Woods

1.Joc O’Rourke stepped down from the Committee on

31 May 2024

2.Martina Merz became a member of the Committee on

1 June 2024

The role of the Committee

The Committee’s scope and responsibilities are

set out in its Terms of Reference, which can be

found at riotinto.com/corporategovernance.

Activities in 2024

The Committee met 4 times in 2024. During

these meetings, the Committee undertook

the following activities:

–Received presentations from each of the

product group Chief Executives, our Chief

Commercial Officer, and our Chief

Technical Officer on the key ESG and

operational risks and trends for their

respective product group or function.

Health and safety

–Briefed on Rio Tinto’s aviation

management approach following the

death of 4 Diavik colleagues and 2 crew

members in the charter flight crash in

Canada in January 2024, and the findings

from the investigation relating to the death

of a contractor working at the Simandou

iron ore project in Guinea, and reviewing

actions identified from these internal

briefings.

–Received regular updates on the Group’s

performance across key health and safety

metrics.

–Conducted regular reviews of PFIs

occurring across the Group.

–Received regular updates on Major

Hazard incidents across the Group.

–Conducted deep dives into key safety

risks and controls, including: a major

underground event; and major tailings

or water storage facility failure.

Environment

–Reviewed the Group’s performance

across key environmental metrics.

–Conducted a deep dive into the Group’s

physical resilience to climate change.

–Received updates on the Group’s

implementation of GISTM, and engaged

with Accountable Executives in line with

the Standard’s requirements.

–Endorsed an approach for the Group’s

nature strategy and a targets program to

support that strategy.

Communities and social performance

–Received progress updates on the

Group’s CSP Strategy.

–Received a report from the Chair of the

Australian Advisory Group, an advisory

forum on implications for our Australian

business from emerging developments,

policies or initiatives.

–Reviewed progress on development

of the Group’s 2024 Statement on

Modern Slavery.

Assurance, risk management

and global sustainability trends

–Reviewed the emerging focus on nature

and biodiversity from regulators,

communities, investors and other

stakeholders.

–Received a report from KPMG on their

sustainability external assurance program

for 2023.

–Approved the external assurance plan for

the Group’s sustainability reporting, and

for the performance data supporting the

safety and ESG performance outcomes

under the

short-term incentive plan.

–Received reports from GIA on their audits

relating to matters within the Committee’s

scope, including:

•audits of controls associated with

mass transportation across the Group,

including for bus travel, ferries and

helicopters

•an audit to assess adequacy of

controls at Bell Bay to address hot

metal transport risks

•an audit of Rio Tinto Iron Ore’s

controls and processes for the

mitigation of dust emissions and the

management of health and community

impacts

–Reviewed recommendations for the

Group’s 2025 sustainable development

internal assurance plan.

Governance and disclosure

–Reviewed various sustainability

disclosure materials.

–Reviewed an assessment of the Group’s

most material sustainability topics to be

reported on in the 2024 Annual Report.

–Received an update on the global

governance and ESG reporting

landscape, and Rio Tinto’s proposed

approach to meet relevant evolving

requirements.

Other (including closure and security)

–Received an update on the Group’s

closure strategy and work program.

–Received regular updates on security

issues across the Group and key insights

on risk assessments and controls.

The chart below represents the allocation of

the Committee’s meeting time during 2024:

3865

l	Health and safety: 31%
l	Communities and social performance (including<br><br>cultural heritage and human rights): 25%
l	Environment, including tailings management, water,<br><br>and biodiversity: 20%
l	Assurance, risk management, global sustainability<br><br>trends: 13%
l	Other (including closure and remediation,<br><br>and security): 6%
l	Governance and disclosure: 5%

The Committee Chair reports to the Board

after each meeting and our minutes are

tabled before the Board. All Directors have

access to the Committee’s papers.

Sustainability disclosures

Our sustainability framework and<br><br>performance is described in detail on<br><br>pages 32-87.
For more information and to access<br><br>our 2024 Sustainability Fact Book<br><br>see riotinto.com/sustainability
Our 2023 Communities and Social<br><br>Performance Commitments Disclosure can<br><br>be found at riotinto.com/cspreport
Our 2023 Modern Slavery Statement can<br><br>be found at riotinto.com/modernslavery

Annual Report on Form 20-F 2024	119	riotinto.com

Directors’ report

Remuneration report

Annual statement by the People & Remuneration Committee Chair

The Committee’s overarching purpose is to ensure the people, culture and

remuneration policies, frameworks and practices are aligned with the

Group’s strategy, objectives and values.

Dear shareholders,

On behalf of the Board, I am pleased to

present our 2024 Directors’

Remuneration report.

Nothing is more important than the health,

safety and wellbeing of our people. We

tragically lost 5 colleagues in 2024. In January,

4 colleagues and 2 employees of the

contractor’s airline crew died in a plane crash

en route to our Diavik mine. In October, an

employee of one of our contractors was

injured at the SimFer Port Project and

subsequently passed away.

We are also deeply concerned about a crew

member aboard a Rio Tinto bulk carrier who

was reported missing in December.

These events have all had a devastating

impact and learnings from these tragic

events will be used to inform ongoing

improvements to safety practices to prevent

such incidents in the future.

Operational performance and our balance

sheet remained robust in 2024, allowing

US$6.5 billion to be declared as dividends to

shareholders. This underpinned our ability to

reach an agreement in October for the

proposed acquisition of Arcadium Lithium in

an all-cash deal. Subject to completion, this

transaction will give us the platform to create

a world-class lithium business. We expect

the deal to close in March 2025.

Our operational performance in 2024 has

been facilitated by progress in deploying our

Safe Production System (SPS). SPS

deployment has commenced at 31 (81%) of

our sites and underlines our commitment to

become Best Operator with improved safety

and operational performance across our

global assets. During the year, we also

progressed against our other objectives -

striving for impeccable environment, social

and governance (ESG) credentials, excelling

in development and strengthening our social

licence.

Our commitment to decarbonise our

business, and to develop products

and services to help our customers

decarbonise, continues at pace. 2024 was a

record year for investment approvals towards

our 2030 target, underwritten by significant

progress in repowering our Gladstone

assets. We signed 2 power purchase

agreements for a combined 2.2GW of

renewable energy, catalysing the

development of new large-scale renewable

energy in Queensland. We also reached an

agreement with the Queensland Government

on a support package to assist Boyne

Smelters Limited (BSL) with the transition to

a competitive and repowered future. In June,

we announced the installation of carbon-free

aluminium smelting cells in Quebec to

support the ongoing development of the

ELYSIS™ technology, with the first

production of aluminium without direct

greenhouse gas emissions targeted by 2027.

We entered into a joint venture with Aymium

to manufacture renewable metallurgical

biocarbon product to help reduce carbon

emissions in large-scale industrial processes.

Across our existing portfolio, copper

production at Oyu Tolgoi continues to ramp

up, the first lithium production from Rincon in

Argentina was delivered in November 2024,

and progress at the world-class Simandou

iron ore project in Guinea continues at pace,

with first high-grade iron ore production

scheduled during 2025.

Remuneration Policy

Our 2024 Remuneration Policy (Policy)

received strong support with over 97% of

shareholders voting in favour. Throughout

this process, I was able to meet with many of

our shareholders and the key UK and

Australian advisory bodies to discuss and

shape our proposals. The open dialogue with

investors and advisory bodies was welcomed

and I would like to again thank those who

took part in this consultation.

One of the asks from investors was to

provide transparency on our progress

against the new decarbonisation scorecard

for our long-term incentive plan (LTIP). While

we are only 12 months into the first

3-year performance period, we have

provided an update on our progress against

each measure. We do not expect progress

against the scorecard to be linear, and some

volatility for one or more measures

throughout the performance period is likely,

but we will provide annual updates on

progress, noting that specifics may be

subject to confidentiality.

Overview of pay and

performance in 2024

The single total figure of remuneration for the

Chief Executive in 2024 is 57% lower than

the equivalent figure for 2023. This is

primarily driven by lower outcomes under the

LTIP.

Short-term incentive plan

For 2024, we made a change to the financial

measures, replacing underlying earnings

with underlying EBITDA but retaining STIP

free cash flow. These measures, assessed

on a flexed and unflexed basis, account for

half of the outcome against the STIP

scorecard. Outcomes against the other half

of the STIP scorecard are linked to a range

of strategic measures covering performance

around safety, carbon reduction, diversity

and inclusion, and progress on our objectives

to excel in development and strengthen our

licence to operate. An individual multiplier is

in place to be used sparingly in cases of

exceptional performance.

Annual Report on Form 20-F 2024	120	riotinto.com

Directors’ report | Remuneration report

STIP fatality deduction

During 2024 there were 2 tragic incidents in

which 5 colleagues lost their lives which were

the first work-related fatalities since 2018.

Accordingly, it was determined that the STIP

fatality deduction should be applied and this

resulted in a reduction equivalent to 10% of

the final STIP scorecard outcome for all STIP

eligible employees.

The Committee assessed Group

performance against the STIP scorecard and

determined an overall scorecard outcome of

49.5% of maximum, post fatality deduction.

STIP scorecard performance

2024 was a strong year for the Group in

terms of financial performance and progress

on implementation of the Group’s strategy.

For the financial component of the STIP

scorecard, we reported underlying EBITDA

of $23.3 billion and STIP free cash flow of

$11.6 billion. Despite challenges at a number

of our operations, these financial outcomes

were in line with plan, underpinned by

improved operational stability across most of

our operations.

Overall, our reported 2024 result for the

financial component of the STIP scorecard

was 46% of maximum.

The strategic component of the STIP

scorecard comprises 4 separate measures -

Impeccable ESG, People & Culture, Excel in

Development and Social Licence. The

outcome against our Impeccable ESG

measure, which includes safety, was above

target for the year. Progress on

decarbonisation and the approval of specific

abatement projects has continued over the

year, as we continue to shape our roadmap

to our 2030 ambition and beyond.

Our People & Culture measures reflect

scores from the second of our bi-annual

employee engagement surveys, as well as

gender diversity aspirations. While both

dimensions showed improvement during

2024, the outcomes fell short of the targets

set by the Committee.

Overall performance against the Excel in

Development measure was above target for

the year, reflecting exciting progress in

exploration and studies, and continued

strong delivery across a number of projects

despite some challenging weather events

during the year.

The Social Licence measure assesses

changes in how we are perceived by the

general public using RepTrak, a third-party

survey provider, plus a qualitative review. In

2024 our global reputation score showed

improvement, resulting in an above

target outcome.

Under the STIP, an individual multiplier can

be used for selected participants each year

to reflect exceptional performance. The

Committee considered the individual

performance of each Executive Director

during 2024 and did not apply an individual

multiplier to the STIP outcomes.

Further details on the individual performance

and STIP outcomes for the Executive

Directors can be found on page 129-133.

Long-term incentive plan

The performance period for the 2020

Performance Share Award (PSA) concluded

in December 2024 and awards will vest on

20 February 2025. As well as reviewing the

formulaic outcome, the Committee also

considered the vesting outcome in the

context of underlying business performance

and the consequence management

framework and felt it reflected the

shareholder experience.

Rio Tinto delivered a strong Total

Shareholder Return (TSR) of 80% over the

performance period. While this was sufficient

to trigger vesting under the element

measuring performance relative to our

mining peers, the result was marginally

behind the performance of the MSCI World

Index (TSR: 81%), and subsequently this

element lapsed in full. The overall formulaic

vesting outcome for the 2020 PSA was

12.75% of maximum. The Committee

recognises that Rio Tinto has delivered

strong returns for shareholders over the past

5 years, and that the TSR performance of a

handful of very large technology companies,

especially in the last 12 months, had a

material impact on the performance of the

MSCI World Index. The Committee however

approved the formulaic outcome and no

discretion was exercised.

2025 remuneration decisions

As we explained to investors as part of

establishing our Policy, the main policy

changes focused on the structure of pay,

resulting in an increase in our LTIP award

levels to be more aligned with peers in the

market. We undertook extensive

benchmarking during 2024 to assess overall

competitiveness and pay positioning relative

to our peers and those we compete with for

talent. This review confirmed prior analysis

that salaries and target remuneration

remained below median market levels for

certain critical positions. Therefore, a

targeted salary adjustment has been

approved for the Chief Executive, to better

reflect the talent market and most importantly

ensure pay levels remain more aligned with

the size of the role.

Since his appointment in January 2021, the

Chief Executive has demonstrated

exceptional leadership. He has led significant

improvements in restoring trust with the local

communities in which we operate while

delivering shareholder returns of $38 billion

through dividends and buybacks. Under his

leadership, Rio Tinto has progressed several

critical projects to sustain, diversify and build

on the returns already delivered.

The Chief Executive’s current salary is

positioned at the lower end of FTSE 10 peer

companies. Considering his development as

an established FTSE 10 Chief Executive and

proven performance since his appointment,

we have reset his salary to £1,410,700. This

represents an increase which is at a

premium of 6.8% to the 3% general increase

applied to the UK workforce in 2025. The

Committee are mindful of the changes made

to the Policy last year and are keen to

maintain a measured approach to pay. It

should be noted that even after this

adjustment, the Chief Executive’s salary

remains below median against FTSE 10

peers. Further details on the increase for the

Chief Executive are provided on page 122.

As part of making this change we engaged

extensively with a number of our major

shareholders regarding the proposed

adjustments to salary. I want to thank those

investors whom I met and consulted with

during the year.

Executive changes

Alf Barrios, a member of the Executive

Committee since 2014, decided to retire and

stepped down from his role as Chief

Commercial Officer on 31 August 2024.

James Martin also decided to retire and

stepped down from his role as Chief People

Officer on 31 December 2024. On behalf of

the Board, I want to thank Alf and James for

their service to Rio Tinto and wish them

lengthy and enjoyable retirements.

Bold Baatar, previously Chief Executive,

Copper, succeeded Alf as Chief Commercial

Officer, with effect from 1 September 2024. We

welcomed Katie Jackson to the role of Chief

Executive, Copper on 1 September 2024. Both

Bold and Katie were appointed to their roles on

terms consistent with our Policy. Details of

their appointment terms are included on

page 138. Georgie Bezette was also

appointed to the role of Chief People Officer

and the Executive Committee on 1 January

2025.

Annual Report on Form 20-F 2024	121	riotinto.com

Directors’ report | Remuneration report

People

During the year, we worked with the

Executive Committee to set the direction for

a workplace culture that aligns with our

purpose, reflects our values, and supports

the delivery of our strategy. To that end, we

continue to support a performance

management framework that places as much

emphasis on how results are delivered as it

does on what is achieved. This further builds

on our decision in 2023 to change the STIP

scorecard to apply consistently across

27,000 colleagues.

The Committee monitored culture

progression through visits to our sites and

offices, operational deep-dives and

management presentations. It considered

trends and findings from our bi-annual

employee engagement survey, succession

and talent plans for our most senior roles, as

well as our ability to attract and retain a

diverse workforce. The overall representation

of women in our business remains a key

aspect of our broader agenda on diversity

and inclusion, and will continue to be an area

of focus in 2025.

While the published findings of the Everyday

Respect Progress Review show people are

still experiencing behaviours and attitudes in

the company that are unacceptable and

harmful, the public release of the 2022

Everyday Respect Report was a critical

catalyst for culture change. We are more

committed than ever to continue to transform

our culture on what will be a multi-year

journey. This change started with the

implementation of recommendations outlined

in the 2022 Everyday Respect Report, with

longer-term actions, such as continued

investment in facilities, ongoing. We firmly

believe that our response to the 2022

Everyday Respect Report has established a

solid foundation for building a more diverse

workforce and inclusive culture. While there

remains much to be done, we are

encouraged by the progress and genuine

effort across Rio Tinto and recognise culture

change takes sustained effort.

Pay in the broader context

Our focus on pay equity is evident in our

gender pay metrics. We continue to focus on

fair and equal pay with a view to eradicating

any pay gaps. Further details on our equal

pay gap and gender pay gap, along with a

wider discussion on diversity and inclusion,

are provided in the ESG section of this report

on pages 78-80.

In 2024, we achieved accreditation from

the Fair Wage Network as a Living Wage

Employer, following a Group-wide

assessment of our employee remuneration.

The living wage review showed that Rio Tinto

employees, regardless of the work they

undertake or where in the world they perform

their work, are not paid less than what is

considered a living wage. This reinforces our

pay principles of fairness and equity, as well

as competitiveness.

As always, I welcome shareholder feedback

and comments on our 2024 Directors’

Remuneration report.

Yours sincerely,

Screenshot 2023-11-03 at 14.22.47.jpg

Sam Laidlaw

People & Remuneration Committee Chair

19 February 2025

Annual Report on Form 20-F 2024	122	riotinto.com

Directors’ report | Remuneration report

People & Remuneration Committee Chair Q&A

What is the rationale for increasing salaries this year?

Last year we communicated to shareholders that a significant gap

remains between our executive pay and the companies against which

we compete for the best talent. This poses significant risks to our

ability to retain our executives.

The Committee has a track record of taking a measured and

conservative approach to remuneration and being mindful of

shareholder expectations. Our conservatism usually means deferral

of any significant changes to make sure of our assessments, and to

allow us to engage with as many stakeholders as we can for feedback

prior to implementation. We have found this has contributed to the

high levels of trust we have built internally and externally that we will

do what is appropriate and make sure it is well executed.

Nevertheless, in recent years we have experienced unwanted

executive turnover.

The Policy changes made at the 2024 AGMs were supported by more

than 97% of shareholders. These were structural changes that

applied to the entire executive team and were a first step to ensuring

that our framework remained competitive and fit for purpose while

providing further alignment to our ambitious decarbonisation goals.

The targeted salary increase we are making for the Chief Executive in

2025 addresses specific issues identified and flagged to many

stakeholders in prior consultations as also needing attention, but was

deferred until after the Policy review as part of a measured approach

to pay.

The Chief Executive’s salary no longer reflects the size and

complexity of the company or the talent market in which we operate.

His base salary and, consequently, target pay have fallen significantly

behind the market with gaps now too large to ignore. Nevertheless,

and consistent with our conservative approach, we have not sought to

match the market at similar-sized and globally complex FTSE 10

companies and our key mining peers, but rather to reduce the pay

gap to these market peers. For the avoidance of doubt, we have not

attempted to replicate materially higher US pay levels, instead we

have benchmarked to equivalent FTSE 10 and non-US global

resources companies. Therefore it is incumbent upon the Committee

to ensure the positioning of executive remuneration is appropriate for

both retention and attraction. Seeking to pay a competitive market

rate for all our employees, including executives, without exception, is

consistent with and maintains our pay philosophy.

CEO total remuneration at target (US$, excluding benefits)

2587

Rio Tinto – current

Rio Tinto – proposed

Have you reduced incentives to reflect the tragic fatalities

that occurred during the year?

Safety remains the top priority for Rio Tinto and the Board.

The Committee was deeply saddened by the tragic deaths of our

colleagues in a plane crash while travelling to the Diavik mine at the

start of the year; and by the loss of a contractor at our Guinea

operations in October. These incidents were classified as work-

related, representing the first work-related fatalities since 2018. In

accordance with our STIP rules, the Committee determined a fatality

deduction should apply to all STIP eligible employees and applied a

reduction equivalent to 10% of the STIP outcome. Given the specific

nature of the incidents, the Committee believes this is an appropriate

reduction to be applied across all STIP eligible participants.

How do the bonus outcomes reflect the Everyday Respect

Progress Review?

The public release of the 2022 Everyday Respect Report was a

catalyst for cultural change at Rio Tinto and marked a significant step

towards greater transparency. We have an ongoing commitment to

transparency, and in November 2024 published the Everyday

Respect Progress Review. The Board and our employees were

disappointed and, naturally, saddened to see that some colleagues

are still experiencing behaviours and attitudes that are unacceptable

and harmful. Changing a company’s culture to be ahead of the

societies in which our employees live is a challenge and change will

need our continued commitment and attention every day. The 2024

Everyday Respect Progress Review also showed, while not as much

as we hoped and worked very hard for, that change is being

achieved.

Under the STIP framework, we have People & Culture metrics which

seek to measure the progress we are making. The way in which we

measure our progress will evolve. In 2023, the People & Culture

targets were linked to gender diversity and completion rate of an

employee training program following the publication of the 2022

Everyday Respect Report. For 2024, we applied ambitious gender

diversity targets, and measured this alongside targets for scores

under our employee engagement survey which seek to capture how

our culture is changing. While both metrics showed progress during

the year, overall performance fell short of our ambitions and therefore

outcomes under the People & Culture component of the STIP

scorecard were below target, with payouts of 12.5% of maximum.

While similar metrics will apply in respect of 2025, we expect that the

objectives will further evolve in future years.

As part of the holistic assessment of our performance, the Committee

carefully considered the contents of the 2024 Everyday Respect

Progress Review and the actions that have been taken during the

year. Ultimately, the Committee concluded that the outcomes

provided a fair assessment of performance. Rio Tinto remains more

committed than ever to transforming our culture, but it is recognised

that this will be a multi-year journey, and the Board firmly believes that

the response to the 2022 Everyday Respect Report has established a

solid foundation for building a more diverse workforce and inclusive

culture. This will continue to be an area of focus.

Annual Report on Form 20-F 2024	123	riotinto.com

Directors’ report | Remuneration report

Remuneration at a glance

Our Remuneration Policy applies to our Executive and Non-Executive Directors and to the Chair. In accordance with Australian law, it also sets out

the Remuneration Policy principles that apply to key management personnel (KMP) who are not directors. Our Remuneration Policy, as approved at

our 2024 annual general meetings (AGMs), can be found at riotinto.com/annualreport. When developing the Remuneration Policy, the Committee

considered the pay arrangements from the perspective of clarity, simplicity, risk, predictability, proportionality and alignment to culture. Further detail is

set out on pages 119-126 of the 2023 Annual Report. The Remuneration Policy applicable to our executives and its implementation in 2024 and 2025

is summarised below.

Fixed pay

Base salary

–Base salaries are set to reflect broad alignment

with comparable roles in the global external

market and the executive’s qualifications,

responsibilities and experience.

–Base salaries are reviewed annually by the

Committee. Any increase is normally aligned

with the wider workforce, with no cap on

individual salary increases to better align with

market practice and to provide sufficient flexibility

where appropriate.

–Above average increases may be made in

specific circumstances, such as promotion,

increased responsibilities or market

competitiveness.

Pension or superannuation

–Rio Tinto may choose to offer participation in a

pension plan, superannuation fund, or a cash

allowance in lieu.

–The maximum annual benefit is set to reflect the

pension arrangements for the wider employee

population and is currently capped at 14% of

base salary.

Other benefits

–Executives are eligible to receive benefits which

may include private healthcare cover, life and

accident insurances, professional advice, and

other minor benefits.

–Secondment, relocation and localisation benefits

may also be made to and on behalf of

executives living outside their home country.

STIP

–Measures and weightings for the scorecard are

selected by the Committee for each financial year.

At least 50% of the measures will relate to

financial performance, and a significant

component will relate to safety. Other strategic,

environmental, social and governance (ESG) and

individual business outcomes may be included.

–EBITDA and free cash flow are used for the

financial measures, half of which are adjusted for

commodity prices.

–For financial performance, threshold

performance results in a nil award (25% of

award pays out for threshold performance for

non-financial measures) and outstanding

performance results in maximum payout. The

payout for specific metrics may be varied to

reflect the stretch of the underlying target.

–Maximum opportunity is capped at 200% of base

salary for each executive.

–Normally, 50% of the STIP is delivered in cash and

the balance is delivered in shares that are deferred

for 3 years as a Bonus Deferral Award (BDA).

–Dividends (or equivalents) may accrue in respect

of any BDA that vest.

–The Committee retains the right to exercise

discretion to ensure that the level of award

payable is appropriate.

–Malus, clawback and suspension provisions

apply to the STIP and BDA.

LTIP

–80% of the award is subject to performance

measured against Total Shareholder Return (TSR)

relative to the constituents of the S&P Global Mining

Index and the MSCI World Index, and 20% is

assessed against a decarbonisation scorecard (for

Performance Share Award (PSA) grants made from

2024).

–The Committee will set performance conditions

aligned with the Group’s long-term strategic

objectives for each PSA grant. Relative TSR has

been chosen as the predominant measure of

long-term performance. The Committee retains

the discretion to adjust the performance

measures and weightings as appropriate.

–Awards have a maximum face value of 500% of

base salary (of which one-fifth of 2024 and 2025

awards is linked to a tangible decarbonisation

scorecard). Threshold vesting is 22.5% of face

value. Target is 50% of face value.

–Dividends (or equivalents) may accrue in respect

of any PSA that vest.

–The Committee retains the right to exercise

discretion and seeks to ensure that outcomes

are fair and reflective of the overall performance

of the company during the performance period.

–Performance period of 3 years, followed by a

holding period of 2 years (for PSA grants made

from 2024).

–Malus, clawback and suspension provisions

apply to LTIP awards (noting clawback

provisions comply with SEC requirements).

Shareholding requirements

–Over a 5-year period, executives should reach a

share ownership in Rio Tinto shares (expressed

as a fixed number of shares and subject to review

every 2 years). The shareholding requirement for

2024 and 2025 is:

•Chief Executive: 120,000 Rio Tinto plc shares

•Chief Financial Officer: 60,000 Rio Tinto plc

•Other executives (requirement varies by

individual): 46,000-54,000 Rio Tinto plc shares or

40,000-46,000 Rio Tinto Limited shares

–Longer periods may be accepted for

new appointments.

–Executive Directors are required to retain a

holding for 2 years after leaving the Group, in

line with the shareholding requirements.

Recruitment policy

–No form of “golden hello” will be provided upon

recruitment. In the case of internal appointments,

existing commitments will be honoured.

–Our approach concerning “buy-outs” is to

determine a reasonable level of award, on a like-

for-like basis, consisting primarily of share-based

awards, but also potentially cash, taking into

consideration the quantum of forfeited awards,

their performance conditions and vesting

schedules.

–Other elements of remuneration are to be

consistent with the Policy applicable to

other executives.

Termination policy

–An Executive Director’s notice period is normally

12 months, during which they will receive their

base salary and other benefits.

–Ineligible leavers forfeit their unvested LTIP and

STIP entitlements.

–An eligible leaver may receive the following:

•A discretionary STIP award on a pro-rata

basis, payable on the normal STIP payment

date in cash.

•Any unvested BDA from prior year awards will

normally vest on the scheduled vesting date.

•Unvested LTIPs will normally be retained and

vest on the scheduled vesting date, subject to

performance conditions where applicable.

–PSA and Management Share Awards (MSA),

where applicable, will be reduced if the executive

leaves within 36 months of grant.

–STIP and LTIP awards are subject to malus,

clawback and suspension following termination.

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Directors’ report | Remuneration report

Consequence management framework

–Under both the malus and clawback provisions,

where the Committee determines that an

exceptional circumstance has occurred, it may,

at its discretion, reduce the number of shares to

be received on vesting of an award, or, for a

period of 2 years after the vesting, the end of

any holding period or payment of a share or

cash award, the Committee can claw back value

from a participant.

–The Committee will apply the consequence

management framework, and the circumstances

under which the Committee exercises such

discretion may include, inter alia:

•fraud, misconduct or an exceptional event

which has had, or may have, a material effect

on the value, or reputation, or social licence of

any member of the Group

•an error in the Group’s financial

statements which requires a material

downward restatement

•personal performance and leadership

behaviour of a participant, of their product

group, or of the Group, which does not justify

vesting; or where the participant’s conduct or

performance has been in breach of their

employment contract, any laws, rules or

codes of conduct applicable to them; or the

standards or demeanour reasonably

expected of a person in their position

•misstatement or misrepresentation

of performance

•where any team, business area, member of

the Group or profit centre in which the

participant works (or worked) has been: found

guilty in connection with any regulatory

investigation; or has been in breach of any

laws, rules or codes of conduct applicable to

it; or the standards, leadership behaviour or

demeanour reasonably expected of it

•where the Committee determines that there

has been material damage to the Group’s

social licence to operate

•a catastrophic safety or environmental event.

–Under the suspension provisions, the Committee

may suspend the vesting of an award for up to 5

years until the outcome of any internal or external

investigation is concluded, and may then reduce

or lapse the participant’s award based on the

outcome of that investigation. Where suspension

applies, the 24-month clawback period will not

extend beyond the period commencing from the

original vesting date, or the end of any holding

period.

–Remuneration delivered under the Policy is

subject to SEC-compliant clawback policies for

up to 3 financial years requiring the clawback of

erroneously awarded incentives as a result of

material misstatements.

Discretion

–The Committee reserves the right to review

all remuneration outcomes arising from

mechanistic application of performance

conditions, and to exercise discretion to

make adjustments where such outcomes

do not properly reflect underlying performance

or the experience of shareholders or

other stakeholders.

–The Committee may at its discretion adjust, or

change performance measures, or both, if

events occur which cause the Committee to

determine that the measures are no longer

appropriate or in the best interests of

shareholders or other stakeholders, and that

amendment is required so that the measures, as

far as possible, achieve their original purpose.

Such discretion will be exercised judiciously and

clearly disclosed and explained in the

Implementation report.

When remuneration is delivered

The following chart provides a timeline of when remuneration is delivered, using 2024 as an example.

	Year 1<br><br>2024			Year 3<br><br>2026		Year 4<br><br>2027
Base salary	Salary
Benefits	Benefits, pension, etc
STIP	2024<br><br>performance year		50%<br><br>cash	50% deferred shares (BDA)
LTIP (PSA)		3-year<br><br>performance period				2-year holding period<br><br>(released February 2029)
Performance<br><br>period starts		March/May<br><br>PSA grant	March<br><br>STIP cash +<br><br>BDA grant		December<br><br>Performance<br><br>period ends		December<br><br>BDA vest	February<br><br>PSA released

How are performance metrics for incentives aligned with our strategy?

Approximately 27,000 employees who

participate in the STIP have one Group

scorecard. The metrics in the STIP design

were chosen to drive the implementation of

our strategy and are based around our areas

of focus: our 4 objectives together with the

delivery of strong financial performance and

accelerating our culture change.

The PSA is targeted at our most senior

leaders, with consistent metrics applied for

all participants. The award is intended to

capture how we create sustainable value for

our shareholders over the longer term. LTIP

awards are based on relative TSR

performance both against sector peers

and the wider market, plus a scorecard

linked to the Group’s long-term

decarbonisation ambitions.

	Incentive		Reflection in scorecard
Strategic priorities
People & Culture	l	STIP	Focuses on how we do things as well as what we achieve, as a critical<br><br>lever of accelerating our culture change and building an inclusive<br><br>workplace environment.
Excel in<br><br>Development	l	STIP	Measures progress in relation to exploration, studies and project execution.
Impeccable ESG	l<br><br>l	STIP<br><br>LTIP	Safety in all its aspects remains a key priority, alongside progressing the work on<br><br>our decarbonisation pathways towards achieving our 2030 ambition.<br><br>The decarbonisation scorecard in the LTIP is structured around our multi-<br><br>year and ambitious decarbonisation strategy, with a focus on a<br><br>combination of offensive and defensive metrics to incentivise long-term<br><br>competitive advantage.
Social Licence	l	STIP	Measures our progress in building trust and meaningful relationships with our<br><br>community of stakeholders.
Best Operator –<br><br>Flexed Financials	l	STIP	Focuses on achievement of financial plan commitments.
Shareholder experience
Unflexed<br><br>Financials	l	STIP	Aligned to market conditions for our commodities.
Total Shareholder<br><br>Return	l	LTIP	Measures share price and shareholder return performance relative to<br><br>sector peers and wider market.
Annual Report on Form 20-F 2024	125	riotinto.com
---	---	---

Directors’ report | Remuneration report

2024 remuneration outcomes

Executive Director remuneration (£’000)

The charts below set out the actual and maximum executive remuneration, as calculated under the UK regulations. As explained on page 127, there

are differences in both the reporting of remuneration and the methodology for measuring remuneration under the Australian regulations.

Chief Executive

Jakob Stausholm

2024 Actual remuneration (percentage of maximum)

100%	49.5%	12.75%

432

2024 Threshold remuneration (percentage of maximum)

100%	25%	22.5%

488

2024 Maximum remuneration

100%	100%	100%

518

l	Fixed	l	STIP	l	LTIP

Chief Financial Officer

Peter Cunningham

2024 Actual remuneration (percentage of maximum)

100%	49.5%	12.75%

614

£66

2024 Threshold remuneration (percentage of maximum)

100%	25%	22.5%

670

£116

2024 Maximum remuneration

100%	100%	100%

700

2024 short-term incentive plan

735

Group financial scorecard
l	Weighting	50%
l	Weighted performance	23.1%
Group strategic scorecard
l	Weighting	50%
l	Weighted performance	31.9%

Financial scorecard performance

In 2024, the Group financial STIP outcome was below target at 46%

of maximum.

Underlying EBITDA target range (threshold to outstanding) – US$bn

Unflexed	Target: 23.3	Actual: 23.3

30.2

916

| Flexed | Target: 24.4 | | --- | --- || 31.7 | | --- |

920

STIP free cash flow target range (threshold to outstanding) – US$bn

| Unflexed | Target: 11.4 | Actual: 11.6 | | --- | --- | --- || 14.8 | | --- |

992

| Flexed | Target: 12.4 | | --- | --- || 16.1 | | --- |

996

Strategic scorecard performance

In 2024, the Group strategic scorecard outcome was above target at

64% of maximum.

1113

Impeccable ESG (20%)	62%

1115

Excel in Development (10%)	100%

1117

People & Culture (10%)	12.5%

1119

Social Licence (10%)	82.5%

The STIP outcome post fatality deduction was 49.5% of maximum.

2020–2024 long-term incentive plan

1220

TSR relative to EMIX/S&P Global Mining Index
l	Weighting	50%
l	Weighted performance	12.75%
TSR relative to MSCI World Index
l	Weighting	50%
l	Weighted performance	0%

266

LTIP

We outperformed the EMIX/S&P Global Mining Index by 0.2% per

annum, resulting in 25.5% vesting of this component, but our TSR

was slightly below the MSCI World Index by 0.2% per annum

resulting in nil vesting of this component. Overall vesting for the 2020

PSA was 12.75%.

Share ownership requirements

Jakob Stausholm

Appointed January 2021 (Rio Tinto plc shares)

1594

| 2023 shareholding | 107,115 | | --- | --- || 2024 shareholding | 193,740 | | --- | --- |

1596

1598

2024 requirement	120,000

Peter Cunningham

Appointed June 2021 (Rio Tinto plc shares)

1662

2023 shareholding	68,568

1664

2024 shareholding	81,601

1666

2024 requirement	60,000

Annual Report on Form 20-F 2024	126	riotinto.com

Directors’ report | Remuneration report

Remuneration principles

How is the Remuneration Policy applied to the wider employee population?

The remuneration framework that applies to the wider employee population is inspired by, and consistent with,

the Remuneration Policy that applies to executives. This allows the reward offering to employees to be competitive

and strongly linked to performance, while staying aligned with the company culture.

Competitive<br><br>reward	Rewardperformance	Fairness	Focus on<br><br>wellbeing	Retain<br><br>talent
<br><br>Consistency	–We take a consistent approach in how we implement our Policy to enable transparency and fairness.–Our STIP design uses one scorecard for around 27,000 employees, including executives. This consistent approach supports the delivery of our strategy, and a mindset shift in how we win collectively.
<br><br>Fairness	–We are committed to providing equitable pay for equivalent roles and contribution. We review and monitor pay equity through different lenses:•In-depth pay equity analysis as part of the remuneration review process. Through this, we manage pay equity from multiple perspectives, including gender.•We annually review employee remuneration against living wage benchmarks, and achieved accreditation as a Living Wage Employer from the Fair Wage Network in 2024.•Minimum global standards, which we implement across all countries to ensure the foundations of our reward offerings, meet levels determined by the Group irrespective of local market practices. Examples include global standards for parental leave and life assurance.
<br><br>Ownership	–We promote material participation in our all-employee share plan (myShare) to create stewardship and provide employees with access to building longer-term financial security.–As at 31 December 2024, approximately 36,000 (2023: 34,000) of our employees across more than 30 countries are shareholders in the company.–Employees invest approximately 26 million (2023: 24 million) in Rio Tinto shares every quarter through the myShare plan.–Employees eligible for LTIP awards receive these as either MSA, vesting over 3 years and not subject to performance conditions, or PSA which are performance-tested over 3 years.
<br><br>Recognition	–Launched in February 2024, RockStars is our global recognition and service milestones program, reaching over 58,000 colleagues.–The program is supported by an easy-to-use platform, accessible across countries, offering a simple and standardised framework for recognition at all levels.–Recognition moments are aligned with our company values, promoting the behaviours we want to see at Rio Tinto. –The program is complemented by our annual RockStars of the Year Awards, where noteworthy employee efforts are celebrated.
<br><br>Wellbeing	–We provide industry- and market-leading benefits programs that focus on holistic and integrated support for physical, mental and financial wellbeing.–The benefits we offer can be tailored to suit different needs and life stages, including: employee assistance; minimum standards for life, accident and disability insurances; medical plans and virtual care, health screening and prevention; and subsidised health and wellbeing services.

All values are in US Dollars.

Numbers<br><br>at a glance	36,000<br><br>Employee shareholders<br><br>(2023: 34,000)	<1.5%<br><br>Equal pay gap in favour of men<br><br>(2023: <1%)	27,000<br><br>STIP participants<br><br>(2023: 26,000)
		195,000<br><br>Recognition and service milestone<br><br>moments<br><br>(2023: n/a)	2,200<br><br>LTIP participants<br><br>(2023: 2,000)

Annual Report on Form 20-F 2024	127	riotinto.com

Directors’ report | Remuneration report

Implementation report

This Implementation report is presented to shareholders for approval at our AGMs.

It outlines how our Policy was implemented in 2024, and the intended operation in 2025.

About our reporting

As our shares are listed on both the

Australian Securities Exchange and London

Stock Exchange, the information provided

within our Remuneration report must comply

with the reporting requirements of both

countries.

Our regulatory responsibilities impact the

volume of information we provide, as well

as the complexity. In Australia, we need to

report on a wider group of executives,

as described in the following paragraph.

In addition, as set out in the summary table

below, the 2 reporting regimes follow

different methodologies for calculating

remuneration.

In the UK, disclosure is required for the Board,

including the Executive Directors.

The Australian legislation requires disclosures

in respect of KMP, being those persons having

authority and responsibility for planning,

directing and controlling the activities of the

Group. In 2024, our KMP comprise the Board,

all product group Chief Executives and the

Chief Commercial Officer.

Executive KMP are listed on pages 136 and

137, with details of the positions held during

the year and dates of appointment to

those roles.

The single total figure of remuneration table

on page 129 shows remuneration for our

Executive Directors, gross of tax and in the

relevant currency of award or payment.

In table 1a on page 141, we report

information regarding executives in

accordance with Australian statutory

disclosure requirements. The information is

shown gross of tax and in US dollars.

The remuneration details in table 1a include

accounting values relating to various parts of

the remuneration package, most notably

LTIP awards, and require a different

methodology for calculating the pension

value. The figures in the single total figure

of remuneration table are therefore not

directly comparable with those in table 1a.

Where applicable, amounts have been

converted using the relevant average

exchange rates included in the notes to

table 1a.

In table 1b on page 142, we report the

remuneration of the Chair and the

Non-Executive Directors.

Shareholder voting

As required under UK legislation, the

new Policy was subject to a binding vote and

approved at our 2024 AGMs. The

Implementation report, together with

the annual statement by the People &

Remuneration Committee Chair, is subject to

an advisory vote each year as required by

UK legislation. Under Australian legislation,

the Remuneration report as a whole is

subject to an advisory vote. All remuneration-

related resolutions will be voted on at the

AGMs as Joint Decision Matters by Rio Tinto

plc and Rio Tinto Limited shareholders.

The differing approaches explained

As well as the difference in methodology

for measuring remuneration, there are key

differences in how remuneration is reported

in the UK and Australia.

UK	Australia
Fixed<br><br>Base salary	Short-term<br><br>Base salary
Benefits	STIP – cash element
Pension<br><br>The value of the pension contribution<br><br>and payment in lieu of pension paid<br><br>during the year	Cash benefits
	Non-monetary benefits
Variable<br><br>STIP – cash element	Long-term<br><br>STIP – deferred share element<br><br>Based on the amortised IFRS fair value<br><br>of deferred shares at the time of grant
STIP – deferred share element
LTIP<br><br>Valued at point of vesting	LTIP<br><br>Based on the amortised IFRS fair value<br><br>of the award at time of grant
	Pension and superannuation<br><br>Accounting basis
Total remuneration

–For reporting purposes, remuneration is

divided into fixed and variable elements.

–We report remuneration in the currency it is

paid. For example, where a UK executive

is paid in pounds sterling, remuneration is

reported in pounds sterling.

Australia

–For reporting purposes, remuneration is

divided into short- and long-term

elements.

–All remuneration is reported in US dollars,

so using the previous example, the UK

executives’ remuneration would be

converted to US dollars using the

average exchange rate for the financial

year (except STIP, which is converted at

the year-end exchange rate).

The table below summarises the elements of

each component of remuneration, as well as

the significant differences in the approaches

to measurement.

Annual Report on Form 20-F 2024	128	riotinto.com

Directors’ report | Remuneration report

People & Remuneration

Committee

Responsibilities

The Committee’s responsibilities are

set out in our Terms of Reference, which

is reviewed annually, and published at

riotinto.com/corporategovernance.

Our responsibilities include:

People

–reviewing strategic workforce planning,

including talent, succession and

development planning within the Group

–developing leaders’ skills

–overseeing and implementing the Board’s

workforce engagement plan and

implementation.

Culture

–progressing implementation of the 2022

Everyday Respect Report recommendations

and the monitoring of broader cultural change

–developing strategies, initiatives and

performance measures around

organisational culture and desired

behaviours

–assessing the effectiveness of diversity

and inclusion policies.

Remuneration

–determining the Group’s remuneration

strategy, policy and framework

–determining the remuneration of the

Chair, Executive Directors and other

members of the Executive Committee

–determining the mix and operation of the

Group’s STIP and LTIP, ensuring

alignment with the company’s strategic

objectives

–overseeing the operation of the Group’s

STIP and LTIP for executives, including

approving awards, setting performance

criteria, and determining any vesting, and,

where necessary, applying the

consequence management framework to

current and prior awards

–determining contractual notice periods

and termination commitments, and setting

retention and termination arrangements

for executives

–overseeing awards under the Group’s

all-employee share plans

–the annual Remuneration report,

shareholder engagement on the

Remuneration Policy including its

implementation, and other related matters

including gender pay

–reviewing workforce remuneration and

related policies, and the alignment of

incentives and rewards with culture.

Taking these into account when setting

the Policy for Executive Director

remuneration

–engaging independent external

remuneration advisers.

We consider the level of pay and conditions

for all employees across the Group when

determining executive remuneration.

Committee membership

The members of the Committee during the

year and to the date of this report were:

Sam Laidlaw<br><br>(Committee Chair)	Dominic Barton
Dean Dalla Valle	Simon McKeon<br><br>(to 2 May 2024)
Susan Lloyd-Hurwitz	Jennifer Nason
Ngaire Woods<br><br>(to 31 May 2024)	Ben Wyatt<br><br>(from 1 June 2024)

How we work

The Group Company Secretary (or their

delegate) attends meetings as secretary to

the Committee. The Chief Executive, Chief

People Officer, Head of Reward and Head of

Talent attend appropriate parts of the

meetings at the invitation of the Committee

Chair. No individual is in attendance during

discussions about their own remuneration.

Independent advisers

The Committee has a protocol for engaging

and working with remuneration consultants

to ensure that “remuneration

recommendations” (being advice relating to

the elements of remuneration for KMP, as

defined under the Australian Corporations

Act 2001) are made free from undue

influence by KMP to whom they may relate.

We monitored compliance with these

requirements throughout 2024. Deloitte, the

appointed advisers to the Committee, gave

declarations to the effect that any

remuneration recommendations were made

free from undue influence by KMP to whom

they related. The Board has received

assurance from the Committee and is

satisfied that this was the case.

Deloitte are members of the Remuneration

Consultants’ Group, and voluntarily operate

under its Code of Conduct (the Code) in

relation to executive remuneration consulting

in the UK. The Code is based upon principles

of transparency, integrity, objectivity,

competence, due care and confidentiality.

Deloitte has confirmed that they adhered to

the Code throughout 2024 for all

remuneration services provided to Rio Tinto.

The Code is available online at

remunerationconsultantsgroup.com.

The Committee is satisfied that the Deloitte

team is independent. During 2024, Deloitte’s

services also included attending Committee

meetings, providing support on the 2024

Remuneration Policy and giving advice in

relation to management proposals and

shareholder consultations.

Deloitte was paid $490,922 (2023: $504,507)

for these services. Fees were charged on the

basis of time and expenses incurred.

We received other services and publications

relating to remuneration data from a range of

sources. During the year, Deloitte also

provided internal audit, tax compliance and

other non-audit advisory services. These

services were provided under separate

engagement terms and the Committee is

satisfied that there were no conflicts

of interest.

How the Committee spent its time

in 2024

During 2024, the Committee met 5 times.

We fulfilled our responsibilities as set out in

our terms of reference, including the

expanded scope on the broader

People agenda.

Our work in 2024 included:

–reviewing culture maturity metrics

–reviewing people development and

talent management

–determining any base salary adjustments

and LTIP grants for executives

–reviewing performance against the 2023

STIP and 2019 PSA targets, including

assessing applicable adjustments

–determining the targets for the 2024 STIP

–reviewing performance of the accountable

executives for Global Industry Standard

on Tailings Management (GISTM)

implementation

–consulting with shareholders and proxy

advisers on our new Policy proposals and

a base salary review for the Executive

Committee

–finalising terms for the retirement of Alf

Barrios, Chief Commercial Officer and

James Martin, Chief People Officer

–setting terms of appointment of Katie

Jackson, Chief Executive, Copper, Bold

Baatar, Chief Commercial Officer and

Georgie Bezette, Chief People Officer

–reviewing executives’ progress towards

the Group’s share ownership

requirements

–reviewing the strategy and annual reports

on the Group’s global benefit plans.

Performance review process

for executives

We conduct annual performance reviews for

all executives. Our key objectives for the

performance review process are to:

–improve organisational effectiveness by

creating alignment between the

executive’s objectives, Rio Tinto’s

strategy, the individual’s leadership

behaviours and the company’s values

–provide a consistent, transparent and

balanced approach to measure, recognise

and reward executive performance.

The Chief Executive conducts the review for

members of the Executive Committee and

recommends the performance outcomes to

the Committee. The Chief Executive’s

performance is assessed by the Chair of the

Board and is discussed and considered with

the Committee and the Board. Performance

reviews for all executives took place in 2024

and early 2025.

Annual Report on Form 20-F 2024	129	riotinto.com

Directors’ report | Remuneration report

Executive Directors

Single total figure of remuneration (£’000)

						Incentive -<br><br>STIP payment		Value of LTIP awards<br><br>vesting1
Executive Director	Year	Base<br><br>salary	Benefits	Pension	Total<br><br>fixed	Cash	Deferred<br><br>shares	Face<br><br>value	Share price<br><br>appreciation	Total<br><br>variable	Single<br><br>total figure
Jakob Stausholm (Chief Executive)	2024	1,277	168	179	1,624	636	636	452	216	1,940	3,564
Jakob Stausholm (Chief Executive)	2023	1,227	110	172	1,509	692	692	4,425	993	6,802	8,311
Peter Cunningham (Chief Financial Officer)	2024	756	44	106	906	376	377	45	21	819	1,725
Peter Cunningham (Chief Financial Officer)	2023	726	43	102	871	409	410	361	81	1,261	2,132

1.Dividend equivalent shares are applied on the vesting of the LTIP awards and, for the purposes of this table, are valued at the grant price for the LTIP awards and included in the face-value

figure. The impact of share price change for LTIP awards vesting is included under the heading “share price appreciation”. The value of the LTIP awards reported in 2023 has been restated

to reflect the actual vested value.

The LTIP face value for 2024 is based on the number of PSA shares due to vest for the performance period ending 31 December 2024

(including dividend equivalents accrued throughout the vesting period), valued at the share price on the grant date. Any impact of share price

movement over the vesting period is shown under the share price appreciation column. The decrease in values for LTIP award vesting for the

Executive Directors reflects the lower vesting outcomes for the 2020 PSA relative to the 2019 PSA.

The 2024 face value and the share price appreciation figures shown above are estimates of both the number of shares that will ultimately vest and the

share price on vesting. Once actual values are known these estimates will be restated in the following year. Refer to page 134 for further detail.

Fixed remuneration

Base salary

In 2024, a comprehensive review of base salaries was undertaken for the Executive Committee to ensure they remain competitive in the market.

The Chief Executive’s March 2025 salary increase is at a premium of 6.8% to the 3% general increase awarded to UK employees. Further detail

is set out in the Annual statement by the People & Remuneration Committee Chair. The Chief Financial Officer’s base salary increase is in line

with that awarded to the wider UK employee population in 2025 of 3%. Base salaries are reviewed with a 1 March effective date.

Executive Director	Annual base salary 1 March<br><br>2024 £'000	Annual base salary 1 March<br><br>2025 £'000	% change
Jakob Stausholm	1,285	1,411	9.8%
Peter Cunningham	761	784	3.0%

Benefits (2024)

Include healthcare, allowance for professional tax compliance services, occasional spouse travel in support of the business which is deemed to

be taxable to the individual, and non-performance based awards under the all-employee share plans.

Pension (2024)

Pension benefits can either be paid as contributions to Rio Tinto’s company pension fund, as a cash allowance, or both.

Executive Director	Pension contributions paid to<br><br>the Rio Tinto pension fund £'000	Cash in lieu of pension<br><br>contributions paid £'000	Total £'000	Pension provision<br><br>(% of base salary)
Jakob Stausholm	10	169	179	14%
Peter Cunningham	10	96	106	14%

Short-term incentive plan (2024)

2024 outcome

For an executive’s STIP outcome, the weighted STIP financial and strategic scorecard results are added to determine the total result.

The resulting STIP is delivered equally in cash and deferred shares.

Executive Director	Weighted result (out of 100%)			Fatality<br><br>deduction<br><br>(%)	STIP (% of<br><br>base<br><br>salary)	Base<br><br>salary<br><br>£’000	STIP<br><br>outcome<br><br>£’000	Delivered in:		Percentage of:
	Financial<br><br>(50%)1	Strategic<br><br>(50%)2	Group<br><br>scorecard<br><br>result (%)					Cash £’000	Deferred shares ’000	Max<br><br>awarded	Max<br><br>forfeited	Target<br><br>awarded
Jakob Stausholm	23.1%	31.9%	55%	(10)%	99%	1,285	1,272	636	636	49.5%	50.5%	99%
Peter Cunningham	23.1%	31.9%	55%	(10)%	99%	761	753	376	377	49.5%	50.5%	99%

All values are in British Pounds.

1.The financial scorecard includes flexed financials (underlying EBITDA and free cash flow), focusing on the achievement of financial plan commitments and unflexed financials (underlying

EBITDA and free cash flow) aligned to market conditions for our commodities.

2.The strategic scorecard includes Excel in Development (exploration progression, studies progression and project execution metrics), Impeccable ESG (safety and decarbonisation metrics),

People & Culture (gender diversity and culture change progress metrics) and Social Licence (reputation metric).

Maximum STIP award is capped at 200% of base salary. Target performance represents 50% of maximum and outstanding performance

represents 100% of maximum.

Half of the STIP award will be paid in cash in March 2025, and the remainder will be delivered in deferred shares as a BDA, vesting in December 2027. On

cessation of employment, any unvested deferred shares will lapse unless the Committee decides the executive is an eligible leaver.

Annual Report on Form 20-F 2024	130	riotinto.com

Directors’ report | Remuneration report

2024 short-term incentive plan measures

STIP Component

Commentary

Financial (Weighting: 50%)

For 2024, the financial measures were underlying EBITDA and STIP free cash flow. The first, underlying EBITDA, gives insight to cost management, production and performance efficiency. This is further described on page 168. A reconciliation of Profit after Tax for the year to underlying EBITDA is provided on page 168. STIP free cash flow demonstrates how we convert underlying earnings to cash and provides further insight into how we are managing costs, efficiency and productivity. STIP free cash flow comprises free cash flow (as reported on page 272), adjusted to exclude dividends paid to holders of non-controlling interests in subsidiaries (of $0.5 billion) and development capital expenditure (of $5.3 billion, including development capital expenditure associated with decarbonisation). This adjusted metric excludes the impact of those components of free cash flow that are not directly related to performance in the year and therefore better represents underlying business performance.

Strategic (Weighting: 50%)

Impeccable ESG (20%) aims to promote safety in all its aspects and progress decarbonisation efforts as we work towards achieving our ambition to reduce Scope 1 and 2 emissions by 2030. Safety measures a combination of our safety maturity model (SMM) and all-injury frequency rate (AIFR). The safety outcome is underpinned by an assessment of conformance with the GISTM for “high” and “very high” classification tailings facilities. Decarbonisation measures progress of carbon abatement projects against incremental stages of development. Excel in Development (10%) aims to incentivise a growth mindset by focusing on exploring new opportunities, prospecting new sites, technology, and innovation. It measures performance in exploration, studies and project execution. Exploration progress focuses on the opportunities coming out of the exploration pipeline and moving into formal studies. Studies progression assesses the number of studies approved to progress to project execution phase. Project execution measures our execution progress in creating growth opportunities and closure projects across the Rio Tinto portfolio. People & Culture (10%) aims to improve diversity, create an inclusive work environment in which people can thrive, accelerate our culture change and reinforce our values. It encompasses gender diversity and culture progress metrics. Gender diversity measures the year-on-year increase in representation of women in our organisation. Culture progress reflects the change in organisational culture as indicated by our employee engagement survey. Social Licence (10%) is included as an indicator of our ability to build trust and acceptance with our external community of stakeholders. The general public perception in key countries is reflected by a reputation score measured via a third-party survey provider, RepTrak.

Calculation of 2024 short-term incentive plan award

The following table summarises the calculation of the 2024 STIP award against the Group scorecard for the Executive Directors.

Group scorecard outcome

		Weighting<br><br>(out of 100%)	2024 performance1			Result<br><br>(% of<br><br>maximum)	Weighted result<br><br>(out of 100%)
			Threshold	Target	Maximum
Underlying<br><br>EBITDA	Unflexed	12.5%	$16.3 billion	$23.3 billion	30.2 billion	50%	6.3%
	Flexed	12.5%	$17.1 billion	$24.4 billion	31.7 billion	43%	5.3%
STIP free<br><br>cash flow	Unflexed	12.5%	$8.0 billion	$11.4 billion	14.8 billion	53%	6.6%
	Flexed	12.5%	$8.7 billion	$12.4 billion	16.1 billion	39%	4.9%
Total Financial		50%				46.3%	23.1%
Impeccable ESG	AIFR2	3.3%	0.44	0.38	0.3	56%	1.9%
	SMM3	6.7%	5	5.5	6.5	45%	3.0%
	Decarbonisation4	10%	5Mt CO2e	7Mt CO2e	9Mt CO2e	75%	7.5%
Excel in<br><br>Development	Exploration<br><br>progression5	2.5%	1	2	3	100%	2.5%
	Studies progression	2.5%	2 studies	3 studies	4 studies	100%	2.5%
	Project execution	5%	25%	50%	75%	100%	5.0%
People & Culture	Gender diversity	5%	25.3%	25.8%	26.3%	0%	0%
	Culture progress	5%	70	71	72	25%	1.3%
Social Licence	Reputation	10%	55.8 or below	57.8 to 59.8	61.8 or above	82.5%	8.3%
			plus qualitative Social Licence review6
Total Strategic		50%				63.8%	31.9%
Total Group		100%					55%
Fatality deduction
Adjusted Group scorecard outcome							49.5%

All values are in US Dollars.

1.No payout below threshold. Threshold payout is nil for financial measures and Social Licence and 25% of maximum for the other strategic measures. Payout for achieving target

corresponds to 50% of maximum, going up in a straight line to outstanding, which represents 100% of maximum.

2.AIFR assesses the number of injuries per 200,000 hours worked by employees and contractors at managed operations. It includes medical treatment cases, restricted workday and lost-day

injuries.

3.The Group STIP SMM result is the average of the SMM scores achieved by the individual assets included in the safety maturity program.

4.For Decarbonisation, the progress of carbon abatement projects against incremental stages of development is calculated as the expected 2030 carbon reduction, measured in tonnes of

CO2e, contributed by each abatement project that passes a stage-gate during the calendar year. The scope is restricted to direct abatement initiatives under the global “6+1” decarbonisation

program, including approved renewable energy, abatement and energy efficiency projects. Nature-based solution (NbS) offset projects are not in scope. The outcome for 2024 partially

includes abatement projects relating to deprioritised assets and projects where the abatement timeframe may extend into 2031, therefore the Committee has capped the resulting outcome

at 75% of maximum.

5.Three Conceptual Study (CS) projects were completed in 2024 and each is assigned a value of 1 point. One project advanced to CS and is assigned a value of 0.5 points. Also, one project

progressed from Target Testing to Project of Merit and is assigned a value of 0.25 points, resulting in a weighted outcome of 3.75.

6.Qualitative review comprising of community insights from Local Voices and Social Licence self-assessments both showing strong results in 2024 (see commentary on page 131).

Annual Report on Form 20-F 2024	131	riotinto.com

Directors’ report | Remuneration report

STIP Group scorecard commentary

Commentary on financial measures
Unflexed performance for our financial performance measure of<br><br>51.6% was slightly above target. Whilst this included an uplift<br><br>from higher copper and aluminium prices, the benefit of higher<br><br>prices compared to plan was modest compared to previous<br><br>years, and the financial outcome was underpinned by improved<br><br>operational stability across most of our operations.<br><br>Flexed performance to remove the impact of commodity prices<br><br>and foreign exchange rates gives us an indication of underlying<br><br>business performance. Our flexed performance reflects the<br><br>shortfall in planned production volumes and resulting shipments<br><br>at a number of our sites. This included lower mined copper<br><br>volumes from Kennecott due to geotechnical instabilities in the pit<br><br>wall, higher than average rainfall in the Pilbara, and operational<br><br>challenges encountered at IOC.	However, underlying performance across the majority of the Group<br><br>was solid and increasingly predictable as the benefits of the Safe<br><br>Production System continued to unlock value in our assets. Production<br><br>was notably strong in Aluminium, with annual record production at<br><br>Amrun and Gove, resulting in bauxite production 8% higher than plan.<br><br>Based on these factors, the flexed component is modestly below target<br><br>for EBITDA (at 42.6%) and STIP free cash flow (at 39.2%).<br><br>In line with our standard STIP principles, STIP free cash flow was<br><br>adjusted by $259 million to effectively remove the unplanned cash flow<br><br>impact of a one-off investment that reduces our exposure to closure<br><br>obligations over the longer term.	Outcome:<br><br>Below target<br><br>(at 46.3% of<br><br>maximum)
Commentary on strategic measures
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Impeccable ESG
Safety is our number one priority, and we are saddened to have<br><br>tragically lost 5 colleagues in 2024. In 2024, we maintained our<br><br>AIFR performance of 0.37, exceeding the annual target of 0.38.<br><br>As part of our continual improvement, we have also seen an uplift<br><br>of 0.4 in our SMM assessments score, against a target<br><br>improvement of 0.5, resulting in a SMM global score of 5.4.<br><br>We have also exceeded the target for our GISTM implementation<br><br>plans for all classifications of tailings facilities in 2024. We have<br><br>had no incidents with off-lease tailings releases at any of our<br><br>facilities.	Decarbonisation measures the progress of carbon abatement<br><br>projects against incremental stages of development. Climate change<br><br>and the low-carbon transition is at the heart of our strategy. We have<br><br>set ambitious commitments to reduce carbon emissions (CO2e) from<br><br>our business by 50% relative to 2018 levels by 2030, and achieve net<br><br>zero Scope 1 and 2 emissions by 2050.<br><br>2024 was Rio Tinto’s best year for decarbonisation with absolute<br><br>Scope 1 and 2 emissions reducing by 3.2 Mt CO2e during the year. We<br><br>remain on track to achieve our 2030 and 2050 ambitions. A total of 28<br><br>projects progressed through a development stage during the year.	Outcome:<br><br>Above target<br><br>(at 62% of<br><br>maximum)
Excel in Development
Excel in Development encompasses goals focusing on exploration<br><br>progression, studies progression and project execution.<br><br>Exploration progression develops a dynamic portfolio of projects<br><br>that are rigorously prioritised and rapidly tested. Exploration<br><br>progression focuses on the opportunities coming out of the<br><br>exploration pipeline and moving into formal studies, including<br><br>Conceptual Studies completed with a decision to hold, divest or<br><br>advance to Order of Magnitude (OoM), studies advancing from<br><br>Projects of Merit (PoM) to Conceptual Study (CS) phase, and<br><br>studies advancing from Target Testing (TT) to PoM.<br><br>Three CS projects were completed this year, one project advanced to<br><br>CS and another project progressed from TT to PoM, resulting in an<br><br>outstanding weighted score of 3.75.	Studies progression of 5 studies in 2024, with 4 studies obtaining Notice to<br><br>Proceed in the year. This included Cape Lambert High Density Ore and<br><br>Brockman Syncline 1 programs. Full project sanction was achieved for the<br><br>Simandou and Hope Downs 1 Sustaining Studies in 2024. This outstanding<br><br>result provides diversified growth opportunities across commodities of<br><br>Copper, Aluminium and Iron Ore.<br><br>Projects execution refers to the percentage of in-flight and completed<br><br>projects on track against the Investment Committee plan. Throughout<br><br>2024, we made strong progress on a range of projects. Nine out of 12<br><br>projects remained on track with the approved Investment Committee<br><br>plans.<br><br>A significant milestone was also achieved with the Autonomous<br><br>Haulage System in Western Range going live in 2024.<br><br>Project Shafts 3 and 4 for Oyu Tolgoi underground mine were also<br><br>commissioned in 2024, and are now fully operational.	Outcome:<br><br>Outstanding<br><br>(at 100% of<br><br>maximum)
People & Culture
Our People & Culture scorecard focuses on driving culture<br><br>change and improving gender diversity.<br><br>Gender diversity in 2024 was focused on both increasing the<br><br>number of women and changing the culture to become more inclusive.<br><br>The representation of women across our business remains a<br><br>challenge. While we were able to increase the representation of<br><br>women in 2024 from 24.3% to 25.2%, this result was below the<br><br>threshold of 25.3%.	Culture change progress measures the change in our organisation’s<br><br>culture, as indicated by the results of the employee engagement<br><br>survey. The result from the employee engagement survey at the end of<br><br>2024 was 70.19, rounded down to 70. This result was below the target<br><br>of 71 and represents threshold performance.	Outcome:<br><br>Below target<br><br>(at 12.5% of<br><br>maximum)
Social Licence
Reputation as the Social Licence metric focuses on building trust in and support of Rio Tinto within the communities where we work. The<br><br>general public perception in selected countries is reflected by a reputation score measured by RepTrak. The 2024 result was 60.9, above<br><br>the target range of 57.8 to 59.8 and a significant improvement on the score of 58.8 in the prior year. This score is a weighted, global<br><br>aggregate made up of results from Australia, Canada, Mongolia, New Zealand, South Africa, the UK and the US. For 2024, the Committee<br><br>also took into account the roll-out of Local Voices (our community perception monitoring program) to 50% of our assets and the emerging<br><br>insights from the deployment, as well as the outcomes of our Social Licence self-assessments in 14 assets across all product groups that<br><br>demonstrated clear year-on-year improvement. Considering both the reputation score and qualitative assessment the Committee<br><br>determined an outcome of 82.5% of maximum.		Outcome:<br><br>Above target<br><br>(at 82.5% of<br><br>maximum)
Fatality deduction
A deduction was applied to reflect the tragic work-related fatalities of 2024. Further detail is set out in the Annual statement by the People & Remuneration Committee<br><br>Chair.
Annual Report on Form 20-F 2024	132	riotinto.com
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Directors’ report | Remuneration report

Commentary on individual performance

Jakob Stausholm

Individual multiplier outcome: Not applied

Strategic objectives	Performance Assessment
Best Operator<br><br>Strong financial performance and<br><br>prioritisation of Best Operator to<br><br>enhance competitiveness<br><br>(Outcome: At target)	–Delivered significant progress towards stable, sustainable operating performance with strong financial results, benefiting from<br><br>diversified portfolio and progress on growth projects. Continued uplift in technical skills across the organisation.<br><br>–Achieved a 1% increase in production alongside a 3% rise in sales volumes.<br><br>–Accelerated the roll-out of SPS which is now in place at 31 sites (80% of our sites- up from 60% in 2023), underlining our commitment to be<br><br>the best operator. This included success in delivering our SPS target at our Pilbara Iron Ore operations of a 5Mt uplift.<br><br>–Continued focus on performance required at IOC, Kennecott copper operations, and RTIT Quebec Operations to extract further<br><br>shareholder value.<br><br>–Drove significant cultural transformation and leadership development that propelled our progress in 2024 toward becoming Best<br><br>Operator.
Impeccable ESG<br><br>Maintain relentless focus on<br><br>safety; and advance our<br><br>decarbonisation strategy<br><br>(Outcome: At target)	–We were devastated by the loss of 5 colleagues in 2024, the first work-related fatalities since 2018. Safety remains our highest priority.<br><br>–On decarbonisation, delivered our most productive and promising year against our ambitions - reduced approximately 3Mt CO2e -<br><br>keeping us on track to achieve our 2030 and 2050 targets. This performance was delivered through a robust portfolio of reduction<br><br>initiatives across the Group, including 13 major projects that will contribute substantial additional carbon reductions by 2030,<br><br>including significant progress on repowering our Gladstone assets. Scope 3 emissions reduction initiatives were also progressed<br><br>through the development of BioIron and electric smelting trials in Western Australia.<br><br>–Led the public release of the Everyday Respect Progress Review showing improvement and momentum.<br><br>–Intensified focus on tailings storage management with implementation exceeding targets. In addition, achieved full control for ERA<br><br>closure.
Excel in Development<br><br>Grow and diversify our portfolio<br><br>(Outcome: Above target)	–Executed a comprehensive review of corporate strategy and portfolio mix, with an extensive focus on our growth portfolio.<br><br>–Led a significant shift in our portfolio by expanding our lithium business. Executed the agreement to acquire Arcadium Lithium plc,<br><br>the Group’s largest acquisition for many years which will position Rio Tinto as a global leader in energy transition commodities.<br><br>Lithium growth was further supported by the commitment to invest $2.5 billion to expand the Rincon project in Argentina following<br><br>the achievement of first lithium production at the Rincon project in November 2024.<br><br>–Delivered significant ramp-up of production at the Oyu Tolgoi mine in Mongolia and on course for further increase with the<br><br>commissioning of ventilation shafts 3 and 4.<br><br>–Achieved major progress at the Simandou iron ore project in Guinea with all approvals obtained and conditions satisfied in 2024.<br><br>The project is now on track to deliver first production at the mine gate in 2025.<br><br>–Five replacement iron ore projects were advanced in the Pilbara, including Western Range, where first iron ore production is<br><br>scheduled for the first half of 2025.<br><br>–Refocused our partnerships including adding Sumitomo Metal Mining (buying 30% of Winu) and continued work at Nuevo Cobre,<br><br>Chile with Codelco. In addition to buying out partners in other areas including purchasing Mitsubishi’s stake in BSL and Sumitomo’s<br><br>stake in New Zealand Aluminium Smelters.<br><br>–Strong achievements in project execution, with major projects such as Western Range, Oyu Tolgoi Underground and Simandou<br><br>being delivered on schedule and within budget.
Social Licence<br><br>Improve our social licence to<br><br>operate by strengthening<br><br>engagement with key<br><br>stakeholders<br><br>(Outcome: Above target)	–Personally led significant efforts in strengthening key relationships with governments (particularly in Canada, China, Chile,<br><br>Argentina, Guinea, South Africa and Madagascar) and civil society. Much progress made on enhancing transparency, building trust<br><br>and demonstrating an understanding of society’s needs.<br><br>–Executed significant agreements in New Zealand and Western Australia securing our longer-term future in these markets.<br><br>–Significant progress in regaining trust with a wide range of traditional owners,.

Peter Cunningham

Individual multiplier outcome: Not applied

Strategic objectives	Performance Assessment
Best Operator<br><br>Strong financial performance and<br><br>prioritisation of Best Operator to<br><br>enhance competitiveness<br><br>(Outcome: At target)	–Upgraded performance management and supported a disciplined performance around costs and headcount.<br><br>–Led work to drive improvement around support costs and planning.<br><br>–Drove work around the renewal of core systems (Finance, HR, HSE) and studies around the renewal of the SAP Real Time<br><br>Business Suite of tools, plus initial investments in digital/AI.<br><br>–Delivered an effective 2025 planning process centred around the need to drive enhanced competitiveness.
Impeccable ESG<br><br>Maintain relentless focus on<br><br>safety; and advance our<br><br>decarbonisation strategy<br><br>(Outcome: At target)	–Accelerated implementation of enhanced risk management through the Three Lines of Defence program.<br><br>–Continued to support improvements to decarbonisation investment through the capital allocation framework and ongoing<br><br>performance management.
Excel in Development<br><br>Grow and diversify our portfolio<br><br>(Outcome: Above target)	–Led the successful redevelopment of the 2024 strategy process with delivery through agile teams brought together to solve clear<br><br>business problems.<br><br>–Implemented substantial changes to the Group's evaluation framework to enable a deeper focus on the most important strategic<br><br>decisions at the Investment Committee.<br><br>–Continued to enhance the EiD forum to ensure momentum around the investment pipeline.<br><br>–Supported industry analysis and investment decision-making around major investments (Rincon) and mergers and acquisitions (Arcadium).<br><br>–Maintained consistent and disciplined capital allocation framework.
Social Licence<br><br>Improve our social licence to<br><br>operate by strengthening<br><br>engagement with key<br><br>stakeholders<br><br>(Outcome: Above target)	–Further developed a comprehensive capital allocation process to promote investment decisions and further build partnerships and<br><br>capabilities.<br><br>–Supported investment for creating growth options and social licence through targeted exploration and evaluation, communities and<br><br>social performance (CSP) and social investment, decarbonisation, and research and development.
Annual Report on Form 20-F 2024	133	riotinto.com
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Directors’ report | Remuneration report

2025 short-term incentive plan

This section outlines the operation of the 2025 short-term incentive plan (STIP).

2025 short-term incentive plan measures and weightings

Financial scorecard<br><br>dimension	Weighting	What does it measure?	Commentary
Underlying EBITDA –<br><br>unflexed	12.5%	Underlying EBITDA is a segmental performance<br><br>measure and represents profit before tax, net<br><br>finance items, depreciation and amortisation.	Underlying EBITDA is the prominent financial measure of<br><br>underlying business performance on an income statement<br><br>basis. The core objectives of robust operational performance<br><br>and disciplined cost management are well reflected in<br><br>underlying EBITDA. The underlying EBITDA target for STIP<br><br>purposes is based on the Group’s annual plan, calibrated to<br><br>reflect production guidance communicated at the start of the<br><br>year.
Underlying EBITDA –<br><br>flexed	12.5%	Underlying EBITDA, adjusted for the impact of<br><br>commodity prices and foreign exchange rates.	Removing the impact of commodity prices and foreign<br><br>exchange rates gives us a stronger indication of the<br><br>underlying EBITDA outcome of our underlying business<br><br>performance, aligned to the core objective of Best Operator.
STIP free cash flow –<br><br>unflexed	12.5%	STIP free cash flow comprises free cash flow<br><br>adjusted to exclude dividends paid to holders of<br><br>non-controlling interests in subsidiaries and<br><br>development capital expenditure (including<br><br>development capital expenditure on<br><br>decarbonisation projects).	STIP free cash flow demonstrates how we convert underlying<br><br>EBITDA to cash and provides further insight into how we are<br><br>managing efficiency and productivity, including working capital<br><br>and sustaining capital. The STIP free cash flow target is based<br><br>on the Group’s annual plan, calibrated to reflect production<br><br>guidance communicated at the start of the year.
STIP free cash flow –<br><br>flexed	12.5%	STIP free cash flow, adjusted for the impact of<br><br>commodity prices and foreign exchange rates.	Removing the impact of commodity prices and foreign<br><br>exchange rates gives us a stronger indication of the free cash<br><br>flow outcome of our underlying business performance, aligned<br><br>to the core objective of Best Operator.
Total weighting	50%			Strategic scorecard<br><br>dimension	Weighting	What does it measure?	Commentary
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Impeccable ESG
Decarbonisation	10%	Progress of moving carbon abatement projects<br><br>through the various stages of development all the<br><br>way to execution to meet our decarbonisation<br><br>ambition.	Provides focus on progressing at pace and optimising the<br><br>resource deployment of decarbonisation projects.
Safety index	10%	AIFR as a lag indicator and SMM at our assets as a<br><br>lead indicator, which includes maturity of safety<br><br>leadership, including psychological safety.<br><br>Conformance to GISTM is set as an underpin.	Safety is at the heart of everything we do. The safety index<br><br>provides focus on the importance of continuing to embed<br><br>and strengthen our safety culture.
People & Culture
Diversity	5%	Improving representation of women at Rio Tinto.	The ongoing focus on improving gender representation is an<br><br>important contributor to advancing our culture-<br><br>change agenda. Using trends in responses and scores to<br><br>our engagement surveys, we also demonstrate to what<br><br>extent our culture is changing. Both of these are important<br><br>factors as we continue to transform our culture in response<br><br>to the findings of the 2022 Everyday Respect Report.
Culture	5%	Measuring progress in our culture-change journey.
Excel in Development
Exploration, studies<br><br>and project execution	10%	Performance in exploration, studies and<br><br>project delivery.	Exploration, studies and project execution identifies<br><br>opportunities for growth and enhancing orebody reserves<br><br>across our portfolio, while keeping focus on the importance<br><br>of executing to time and budget.
Social Licence
Reputation	10%	Indicators of progress made in building acceptance<br><br>and trust across a broad set of stakeholders,<br><br>including, but not only, communities, governments,<br><br>customers, suppliers and civil society.	General public perception measured through a reputation<br><br>score and community perception measured through<br><br>localised surveys. The Social Licence measures continue to<br><br>form a key part of our strategy to build trust and meaningful<br><br>relationships with our community of stakeholders.
Total weighting	50%

A fatality deduction of a least 10% will be applied in the event of work-related fatalities. This deduction, combined with the 10% weighting of the

safety index maintains the prominence of safety in the STIP structure. The specific targets for the 2025 STIP are considered by the Board to be

commercially sensitive. These will be disclosed alongside the outturn retrospectively in the 2025 Implementation report.

Annual Report on Form 20-F 2024	134	riotinto.com

Directors’ report | Remuneration report

Long-term incentive plan

PSA granted in 2020 were based on 2 performance conditions,

both measured over a 5-year performance period:

–TSR relative to the EMIX Global Mining Index – 50%

–TSR relative to the MSCI World Index – 50%

The performance outcome against the EMIX Global Mining Index and

MSCI World Index was 25.5% and 0% respectively, resulting in an overall

vesting of 12.75%. The value of the shares vesting included in the single

total figure of remuneration table for 2024 is an estimate, as the actual

value can only be determined once the share price and final application of

dividend equivalents on vesting are known.

The disclosed value is based on:

–The approved TSR outcome relative to the EMIX Global Mining

Index (transitioned to the S&P Global Mining Index from 1 August

2023 following the decommissioning of the EMIX on 31 July 2023)

and MSCI World Index, with associated dividend equivalent

shares.

–The average share prices for Rio Tinto plc and Rio Tinto Limited over

the last quarter of the 5-year performance period (Q4 2024).

The actual value associated with the 2020 PSA vesting will be

disclosed in the 2025 Remuneration report.

Calculation of 2020 PSA vesting

The dual TSR measures recognise that the company competes in the global market for investors as well as within the mining sector, and

rewards executives for returns over the long term that outperform both the broader market and the mining sector.

Index	Threshold<br><br>(22.5% of maximum)	Maximum<br><br>(100% of maximum)	Actual TSR<br><br>outperformance	Weighting	Vesting<br><br>outcome
S&P Global Mining Index1	Equal to Index	Index + 6% p.a.	Index + 0.2% p.a.	50%	25.5%
MSCI World Index	Equal to Index	Index + 6% p.a.	Index - 0.2% p.a.	50%	0%

1.The EMIX Global Mining Index was decommissioned on 31 July 2023 and therefore it was necessary to identify a replacement index for the remainder of the performance period. The

Committee considered a range of alternative indices and determined that S&P’s replacement index (the S&P Global Mining Index) was the most suitable, given the overlap in constituents

and close correlation in performance. TSR performance was calculated by our independent remuneration consultants tracking the EMIX Global Mining Index to 31 July 2023 and the S&P

Global Mining Index thereafter. This methodology will apply to all relevant outstanding PSA.

Executive Director	Year<br><br>included<br><br>in single figure	Award	Overall<br><br>vesting %	Dividend<br><br>equivalents	Dividend<br><br>equivalents<br><br>(% of shares<br><br>vesting)	Shares<br><br>(including<br><br>dividend<br><br>equivalents)	Share<br><br>price	PSA outcome<br><br>(£’000)1
Jakob Stausholm	2024	2020 PSA	12.75%	3,926	41%	13,451	£49.67	£668
Peter Cunningham	2024	2020 PSA	12.75%	389	41%	1,335	£49.67	£66

1.The PSA outcome is an estimate based on the average share price over the last quarter of 2024.

For reference, the 2019 PSA vested at 94.1% on 22 February 2024 with Rio Tinto plc and Rio Tinto Limited share prices of £51.51 and

A$125.80 respectively (closing share price on the day prior to vesting). Dividend equivalents for the Executive Directors were equal to 38% of

the vested awards.

Long-term incentive plan awards granted in 2024

These awards are subject to TSR performance relative to the constituents of the S&P Global Mining Index (53.3%) and MSCI World Index

(26.7%), and a decarbonisation scorecard as set out in the Performance measures section below.

Executive Director	Type of<br><br>award	Grant date	Face value<br><br>of award<br><br>(% of base<br><br>salary)	Face value of<br><br>award<br><br>(£’000)	% of vesting<br><br>at threshold<br><br>performance	Grant<br><br>price1	Conditional<br><br>shares<br><br>awarded	End of the period<br><br>over which the<br><br>performance<br><br>conditions have to<br><br>be fulfilled	End of holding<br><br>period
Jakob Stausholm	PSA	9 May 2024	500%	6,424	22.5%	£53.43	120,232	31 December 2026	February 2029
Peter Cunningham	PSA	9 May 2024	500%	3,804	22.5%	£53.43	71,195	31 December 2026	February 2029

1.In line with the Policy, the grant price for PSA is determined by reference to the average share price for the calendar year prior to the year of grant. The grant price of £53.43 represents the

Rio Tinto plc average share price for 2023.

Long-term incentive plan awards due to be granted in 2025

Executive Director	Type of<br><br>award	Face value<br><br>of award<br><br>(% of base<br><br>salary)	Face value<br><br>of award<br><br>(£’000)	% of vesting<br><br>at threshold<br><br>performance	Grant<br><br>price1	Conditional<br><br>shares to be<br><br>awarded	End of the period<br><br>over which the<br><br>performance<br><br>conditions have to<br><br>be fulfilled	End of holding<br><br>period
Jakob Stausholm	PSA	500%	7,054	22.5%	£51.35	137,361	31 December 2027	February 2030
Peter Cunningham	PSA	500%	3,918	22.5%	£51.35	76,299	31 December 2027	February 2030

1.In line with Policy, the grant price for PSA is determined by reference to the average share price for the calendar year prior to the year of grant. The grant price of £51.35 represents the

Rio Tinto plc average share price for 2024.

Performance measures

For PSAs granted in 2024 and 2025, 80% of the award is based on relative TSR measured on a weighted ranked basis against constituents of a

sector and a broader market index. Two-thirds of the TSR element will be measured relative to sector peers (constituents of the S&P Global

Mining Index) and the remaining one-third measured against a broader market reference point (constituents of the MSCI World Index). The

remaining 20% of the award will be based on strategic measures linked to decarbonisation.

Performance measures	Threshold<br><br>(22.5% of maximum)	Maximum<br><br>(100% of maximum)	Weighting
Relative TSR vs constituents of the S&P Global Mining Index	Median	Upper quartile	53.3%
Relative TSR vs constituents of the MSCI World Index	Median	Upper quartile	26.7%
Decarbonisation scorecard	see page 135	see page 135	20.0%
Annual Report on Form 20-F 2024	135	riotinto.com
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Directors’ report | Remuneration report

Decarbonisation

Given the scale and complexity of our emissions portfolio and our decarbonisation ambitions, as well as the multi-year timeframe for this

transition, performance and progress will be assessed using a balanced scorecard. The decarbonisation scorecard includes a combination of

metrics that address opportunities and risks from the energy transition to incentivise long-term competitive advantage. The balanced scorecard

includes the following 4 equally weighted elements assessed over the 3-year performance period:

Objective	Details
Residual<br><br>emissions	–This provides a measure of actual reduction in Scope 1 and 2 emissions with targets set taking into account the Group’s stated ambition of a<br><br>50% reduction by 2030 (relative to our 2018 baseline). Achieving the maximum outcome would be consistent with the linear trajectory<br><br>required to achieve the 2030 ambition.<br><br>–The Committee will take into account the relative contribution of nature-based offsets directly associated with Rio Tinto landholdings or those<br><br>of its joint ventures when assessing performance. The contribution will be capped at 10% of the reduction and for any outcome above target<br><br>the contribution from offsets will be ignored.
Project<br><br>delivery	–The successful delivery of abatement projects will be fundamental to achieving our stretching decarbonisation objectives.<br><br>–Working with the Decarbonisation Office, the Committee identifies a number of priority decarbonisation projects for which investment<br><br>approval has been granted, or is expected to be granted in the near future. Four projects for the 2024-2026 performance period were<br><br>approved by the Committee during 2024. For the 2025-2027 performance period, there are currently 4 projects identified for which<br><br>investment approval is expected prior to the end of the first half of 2025.<br><br>–At the end of the 3-year performance period, there will be an assessment of project delivery measuring conformance to plan for both spend<br><br>and schedule. Using a predetermined framework, each project will be assigned a score out of 10 and vesting will be determined based on<br><br>the average score of the projects.
Technology<br><br>development	–Progressing towards net zero will require technology advancement and research and development breakthroughs that convert into<br><br>implemented projects.<br><br>–This metric assesses Group spend committed to research and development and the successful implementation of projects that have a<br><br>meaningful impact on the abatement of emissions (including spend associated with reducing Scope 3 emissions).
Transition<br><br>strategy	–This measure aligns decarbonisation activity with our value creation strategy, specifically in building new capabilities or commitments<br><br>towards new growth assets.<br><br>–For the 2024-2026 performance period, 3 transition strategy outcomes that are are significant to Group value were selected, namely: Pacific<br><br>Operations (PacOps) decarbonisation; aluminium and copper recycling and ELYSISTM implementation. For the 2025-2027 scorecard,<br><br>PacOps decarbonisation and aluminium recycling will be retained, alongside a new initiative, lithium growth replacing ELYSISTM<br><br>implementation. For the PacOps and recycling initiatives being retained on the scorecard, they will be assessed only on performance<br><br>achieved during 2025-2027, noting they are also on the 2024-2026 scorecard.<br><br>–At the end of the 3-year performance period, each transition strategy will be assigned a score out of 10 using a predetermined framework<br><br>and vesting will be determined based on the average score of the transition objectives.

The targets under each element of the scorecard for the 2024 and 2025 awards, as well as an update on how performance is tracking over the

first year of the performance period for the 2024 award, are summarised below. Based on the performance to date, the best estimate of the

potential vesting outcome for the 2024 award is tracking between threshold and target.

Objective	LTIP<br><br>weighting	Threshold<br><br>(22.5% of maximum)	Target<br><br>(50% of maximum)	Maximum<br><br>(100% of maximum)
Residual emissions<br><br>Reduction in residual emissions<br><br>relative to 2018 baseline,<br><br>adjusted for changes in equity	5%	3.8Mt CO2e	5.3Mt CO2e	6.9Mt CO2e
2024 performance update: Tracking around threshold - reported emissions at the start of the award period were 33.9Mt CO2e adjusted for increased equity at<br><br>Boyne Smelters and New Zealand Aluminium Smelter, with a net reduction of 3.5Mt for the purposes of the scorecard delivered in the first year of the award.<br><br>Projected emissions reductions to 2030 are expected to be weighted to the end of the decade.
Project delivery<br><br>Conformance to plan for priority<br><br>decarbonisation projects	5%	Average score of at least 6 out of 10<br><br>being a maximum deviation of 25%<br><br>from planned cost and schedule	Average score of at least 8 out of 10<br><br>being a maximum deviation of 15%<br><br>from planned cost and schedule	Average score of at least 9 out of 10<br><br>being less than 10% deviation from<br><br>planned cost and schedule
2024 performance update: Tracking to target – 4 projects have been included in the assessment of this metric, each of which is a committed project. The<br><br>projects are early in their development cycle and remain materially in conformance with cost and schedule.
Technology<br><br>development<br><br>Technology advancements and<br><br>research and development<br><br>breakthroughs that convert into<br><br>implemented projects	5%	0.2% of Group revenue on<br><br>decarbonisation research and<br><br>development spend<br><br>At least one project into<br><br>implementation totalling 250kt annual<br><br>abatement	0.4% of Group revenue on<br><br>decarbonisation research and<br><br>development spend<br><br>At least one project into<br><br>implementation totalling 500kt annual<br><br>abatement	0.5% of Group revenue on<br><br>decarbonisation research and<br><br>development spend<br><br>At least 2 projects into implementation<br><br>totalling 750kt annual abatement
2024 performance update: Tracking to target - spend on research and development is tracking within target range, with several projects expected to proceed into<br><br>implementation later in the performance period.
Transition strategy<br><br>Alignment of decarbonisation<br><br>activity with value creation	5%	Average score of at least 6 out of 10<br><br>representing more limited progress	Average score of at least 8 out of 10<br><br>representing good progress towards<br><br>strategic goals, some areas of<br><br>outperformance, substantially achieved<br><br>or on track to deliver major objectives,<br><br>or progress with no major failures or<br><br>impacts on broader performance of the<br><br>Group	Average score of at least 9 out of 10<br><br>representing significant<br><br>outperformance of expectations,<br><br>implementation achieved or a major<br><br>new advancement with scope for<br><br>material benefits
2024 performance update: Tracking around threshold – significant progress including signing new repowering contracts for our Pacific Operations, including at<br><br>Boyne Smelters and New Zealand Aluminium Smelter to strengthen their future. For ELYSIS™ implementation, commitments have been made to install carbon-<br><br>free aluminium smelting cells at Arvida using the first technology licence issued by the ELYSISTM joint venture.

The Committee will retain discretion in determining vesting outcomes and where required will adjust targets or baselines in relation to any

material changes to the portfolio, such as following acquisitions, divestments or closure.

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Executive Directors’ shareholding

In line with our share ownership policy, Executive Directors’ shareholdings are set based on owning a fixed number of Rio Tinto shares.

Executive Director	Year requirement<br><br>needs to be met	Effective holding of Rio Tinto plc ordinary shares
		Requirement	31 December 2024	31 December 2023
Jakob Stausholm	2025	120,000	193,740	107,115
Peter Cunningham	2027	60,000	81,601	68,568

The shareholdings shown above include 50% of the number of unvested BDA held by each executive.

We operate a post-employment holding requirement for Executive Directors, but no former Executive Directors are currently subject to a holding

requirement.

Service contracts

Executive Director	Position held during 2024	Date of appointment to position	Notice period
Jakob Stausholm	Chief Executive	1 January 2021	12 months
Peter Cunningham	Chief Financial Officer	17 June 2021	12 months

Either party can terminate their contract with notice in writing, or immediately in the case of the company by paying the base salary only in lieu of any

unexpired notice.

Executives’ external and other appointments

Neither of the Executive Directors currently has an external directorship.

Past director payments

There were no payments to past directors in excess of the de minimis threshold of £15,000.

Chief Executive’s remuneration over time

Year	Chief Executive	Single total figure<br><br>of remuneration<br><br>(’000)	Annual STIP<br><br>award against<br><br>maximum opportunity	Long-term incentive<br><br>vesting against maximum<br><br>opportunity (PSA)
2015	Sam Walsh	A$9,141	81.9%	43.6%
2016	Sam Walsh1	A$5,772	68.2%	50.5%
2016	Jean-Sébastien Jacques	£3,116	82.4%	50.5%
2017	Jean-Sébastien Jacques	£3,821	73.4%	66.7%
2018	Jean-Sébastien Jacques	£4,551	70.1%	43.0%
2019	Jean-Sébastien Jacques	£5,999	74.8%	76.0%
2020	Jean-Sébastien Jacques	£8,670	0.0%	66.7%
2021	Jakob Stausholm2	£2,788	61.3%	0.0%
2022	Jakob Stausholm	£5,010	48.7%	100.0%
2023	Jakob Stausholm3	£8,311	56%	94.1%
2024	Jakob Stausholm	£3,564	49.5%	12.8%

1.STIP award and PSA vesting percentages restated following release from the deed of deferral as described in prior Remuneration reports.

2.Jakob Stausholm joined Rio Tinto in September 2018 and became Chief Executive on 1 January 2021. Therefore, he did not participate in the 2017 LTIP which vested at 66.7% of maximum.

3.The 2023 single total figure of remuneration for Jakob Stausholm reported in the 2023 Remuneration report was £8.45 million, based on the estimated value of the 2019 PSA which vested at

94.1%. The single total figure of remuneration for 2023 shown above is restated and based on the actual vesting share price of £52.16.

The effect of performance on the value of shareholdings, as measured by TSR delivered over the past 5 years, based on the sum of dividends

paid and share price movements during each calendar year, is detailed in the table below.

Year	Underlying<br><br>earnings	Underlying<br><br>EBITDA	Dividends paid<br><br>per share	Share price –<br><br>Rio Tinto plc pence		Share price –Rio Tinto Limited A	TSR
	$ millions	$ millions	$ cents	1 Jan	31 Dec	1 Jan	Group %
2020	12,448	23,902	386	4,503	5,470	100.4	34.0%
2021	21,401	37,720	963	5,470	4,892	113.8	(3.8)%
2022	13,359	26,272	746	4,892	5,798	100.1	18.3%
2023	11,755	23,892	402	5,798	5,842	116.4	15.8%
2024	10,867	23,314	435	5,842	4,723	135.7	(15.4)%

All values are in US Dollars.

The data presented in this table reflects the dual corporate structure of Rio Tinto. We weight the 2 Rio Tinto listings to produce a Group TSR

figure in line with the methodology used for the 2020 PSA.

TSR has been calculated using spot Return Index data as at the last trading day for the year sourced from DataStream.

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Total shareholder return

The vesting of the PSA granted in 2020 was subject to relative TSR

against the S&P Global Mining Index (transitioned from the EMIX

Global Mining Index following its decommissioning in July 2023) and

the MSCI World Index.

The graph below shows Rio Tinto’s TSR performance for the 2020

PSA. It uses the same methodology as that used to calculate the

vesting for the PSA granted in 2020, with a performance period that

ended on 31 December 2024.

Total shareholder return

20398

1.TSR for the MSCI and EMIX indices has been calculated using 12-month average Return

Index data for the year sourced from DataStream.

2.Rio Tinto's Group TSR has been calculated using a weighted average for Rio Tinto plc

and Rio Tinto Limited. The weighting is based on the free-float market capitalisation of

each entity as at the start of the period.

The following graph illustrates the TSR performance of the Group

against the S&P Global Mining Index (and for periods to 31 July 2023

against the EMIX Global Mining Index) and the MSCI World Index

over the 10 years to the end of 2024.

The graph meets the requirements of Schedule 8 of the UK Large and

Medium-sized Companies and Groups (Accounts and Reports)

Regulations 2008 (as amended) and is not an indication of the vesting

of PSA granted in 2020.

Total shareholder return

21230

1.TSR has been calculated using spot Return Index data as at the last trading day for the

year sourced from DataStream.

2.Rio Tinto's Group TSR has been calculated using a weighted average for Rio Tinto plc

and Rio Tinto Limited. The weighting is based on the free-float market capitalisation of

each entity as at the start of the period.

Other executive key management personnel

This section sets out remuneration information pertaining to executive

key management personnel (KMP) excluding the Chief Executive and

the Chief Financial Officer. The Policy applicable to the Executive

Directors is also applicable to the other executive KMP with variances

specified in this section.

The remuneration mix for other executive KMP under this Policy is set

out in the chart below.

2024 Remuneration mix

Maximum

22038

Target

22047

l	Fixed pay	l	STIP – Cash	l	STIP – BDA	l	LTIP

2024 assumptions

Fixed pay includes base salary, pension and benefits. The value of

benefits is estimated at 11% of base salary.

Performance-related (at risk)
Target STIP and<br><br>LTIP performance	–STIP award of 50% of the maximum award<br><br>(equates to 100% of base salary)<br><br>–PSA expected value of 50% of face value, calculated<br><br>as 250% of base salary
Maximum STIP<br><br>and LTIP<br><br>performance	–Maximum STIP award of 200% of base salary<br><br>–Maximum PSA face value of 500% of base salary

No assumption has been made for growth in share price and payment

of dividend equivalents.

The table below outlines the positions held by the other executive KMP and the respective dates of appointment:

Name	Position(s) held during 2024	Date of appointment to position
Bold Baatar	Chief Executive, Copper	1 February 2021
	Chief Commercial Officer	1 September 2024
Alf Barrios1	Chief Commercial Officer	1 March 2021
Sinead Kaufman	Chief Executive, Minerals	1 March 2021
Katie Jackson	Chief Executive, Copper	1 September 2024
Jérôme Pécresse	Chief Executive, Aluminium	23 October 2023
Simon Trott	Chief Executive, Iron Ore	1 March 2021

1.Alf Barrios ceased to be a KMP on 31 August 2024 and he ceased employment on 31 December 2024 following his retirement.

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Base salary

Base salaries for Executive Committee members are reviewed annually by the Committee, with increases generally aligned with the wider

employee population in the relevant jurisdiction. Variations may occur in instances in which an individual has changed position, or the position’s

duties and responsibilities have been enlarged, for example as a result of a reorganisation or acquisition, or where an individual’s remuneration

has fallen below comparable positions in the market.

Short-term incentive plan

Overview of 2024 short-term incentive plan weightings and measures

The measures and weightings used to determine short-term incentive plan (STIP) awards for executives in 2024 are set out on page 130.

The 2024 STIP awards are detailed in the table below. The amounts set out below reflect the 10% fatality adjustment applied.

			Percentage of:
	2024 STIP award<br><br>(% of salary)	2024 STIP award<br><br>('000)	Maximum STIP<br><br>awarded	Maximum STIP<br><br>forfeited
Bold Baatar	99%	SGD1,247	49.5%	50.5%
Alf Barrios	99%	SGD1,197	49.5%	50.5%
Katie Jackson	99%	GBP208	49.5%	50.5%
Sinead Kaufman	99%	A$1,145	49.5%	50.5%
Jérôme Pécresse	124%	C$1,485	62%	38%
Simon Trott	99%	A$1,347	49.5%	50.5%

Share ownership

The following table shows the share ownership level for other

executive KMP as a percentage of their overall requirement which is

determined based on 400% of salary.

	Share ownership level at<br><br>31 December 2024 as a<br><br>percentage of requirement
Bold Baatar	211%
Katie Jackson1	2%
Sinead Kaufman	103%
Jérôme Pécresse	11%
Simon Trott	85%

1.Katie Jackson joined the Group on 1 September 2024

Share ownership level is set for each individual based on a fixed

number of Rio Tinto plc or Limited shares, and we define “share

ownership” in our Policy.

Service contracts

KMP service contracts can be terminated by the company or

executive with 12 months’ notice in writing, or immediately by the

company by paying base salary only in lieu of any unexpired notice.

Other KMP appointments

All newly appointed executives have received a remuneration

package that is aligned with our Policy and comprises: base salary in

line with market benchmarks; target STIP opportunity of 100% of

base salary (with maximum opportunity of 200% of base salary); LTIP

awards of up to 500% of base salary; company pension contributions

of 14% of base salary; and other benefits such as company-provided

healthcare coverage, and continued eligibility to participate in the all-

employee share plans. A minimum shareholding requirement applies

on appointment to be built up over subsequent years.

Executive departures

Alf Barrios ceased to be a KMP on 31 August 2024 and retired from

the Group on 31 December 2024. Alf was treated as an eligible leaver

for the purposes of STIP and LTIP.

Broader employee disclosures

Chief Executive pay ratio

The ratio of the single total figure of remuneration for the

Chief Executive to the lower quartile, median and upper quartile of the

Rio Tinto Australian employee population for 2024 is set out in the

table below.

	Lower quartile	Median	Upper quartile
2024	46	39	33
2023 1	114	95	79

1.The 2023 pay ratio data has been restated based on actual pay outcomes for the Chief

Executive in 2023.

The median CEO pay ratio of 39:1 is lower than last year, primarily

due to materially lower outcomes on long-term incentives for the

performance period ending 31 December 2024. The Committee

continues to be mindful of the relationship between executive

remuneration and that of our broader workforce. The Committee’s

decision making will continue to be supported by regular and detailed

reporting on these matters.

Relative spend on remuneration

The table below shows our relative spend on remuneration across our

global employee population and distributions to shareholders in the

year. We have also shown other significant disbursements of the

company’s funds for comparison.

Stated in US$m	2024	2023	Difference<br><br>in spend
Remuneration paid1	7,055	6,636	419
Distributions to shareholders2	7,025	6,470	555
Purchase of property, plant<br><br>and equipment, and intangible<br><br>assets3	9,621	7,086	2,535
Corporate income tax paid3	4,165	4,627	(462)

1.Total employment costs for the financial year as per note 7 to the financial statements.

2.Distributions to shareholders include equity dividends paid to owners of Rio Tinto shares

as per the consolidated cash flow statement.

3.Purchase of property, plant and equipment, and intangible assets, and corporate income

tax paid during the financial year are as per the consolidated cash flow statement.

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Change in Director and employee pay

In the table below, we compare the annual changes in salary, benefits and annual incentives of the Directors for the past 5 years, to that of the

Australian employee population. Column “a” represents the percentage change in salary and fees; values in column “b” represent the

percentage change in taxable benefits; and values in column “c” represent the percentage change in annual incentive outcomes for

performance periods in respect of each financial year.

	2019 to 2020			2020 to 2021			2021 to 2022			2022 to 2023			2023 to 2024
	a1	b	c	a1	b	c	a1	b	c	a1	b2	c	a1	b2	c3
Executive Directors
Jakob Stausholm	2%	34%	29%	46%	(19)%	25%	2%	94%	(18)%	4%	(15)%	20%	4%	53%	(8)%
Peter Cunningham	–	–	–	–	–	–	–	18%	47%	4%	10%	28%	4%	2%	(8)%
Non-Executive Directors
Dominic Barton	–	–	–	–	–	–	–	–	–	50%	(84)%	–	8%	213%	–
Simon Henry	3%	(54)%	–	–	64%	–	(6)%	98%	–	(7)%	189%	–	18%	(2)%	–
Sam Laidlaw	8%	(87)%	–	–	51%	–	–	779%	–	–	242%	–	15%	(29)%	–
Simon McKeon	9%	(72)%	–	15%	91%	–	(6)%	1487%	–	6%	78%	–	13%	(55)%	–
Jennifer Nason	–	–	–	–	–	–	(6)%	58%	–	(8)%	59%	–	14%	26%	–
Ngaire Woods	–	–	–	–	–	–	–	273%	–	–	201%	–	8%	(7)%	–
Ben Wyatt	–	–	–	–	–	–	12%	–	–	–	52%	–	21%	26%	–
Dean Dalla Valle4	–	–	–	–	–	–	–	–	–	–	–	–	34%	305%	–
Kaisa Hietala4	–	–	–	–	–	–	–	–	–	–	–	–	28%	(39)%	–
Susan Lloyd-Hurwitz4	–	–	–	–	–	–	–	–	–	–	–	–	9%	108%	–
Joc O’Rourke4	–	–	–	–	–	–	–	–	–	–	–	–	39%	–	–
Martina Merz5	–	–	–	–	–	–	–	–	–	–	–	–	–	–	–
Sharon Thorne5	–	–	–	–	–	–	–	–	–	–	–	–	–	–	–
Australian workforce6	4%	5%	19%	4%	–%	(18)%	7%	6%	15%	8%	(1)%	16%	6%	5%	(19)%

1.Change in salary and fees compared on an annualised basis to smooth the impact of part-year appointments.

2.Changes in Director benefits are primarily driven by variances in business travel during the year.

3.The percentage change in annual incentive compares the incentive outcomes for the 2023 performance year to those for the 2024 performance year.

4.Increases are also representative of 2024 being the first full year post appointment in 2023.

5.No prior year data as appointed as a Non-Executive Director in 2024.

6.Since Rio Tinto plc, the statutory entity for which this disclosure is required, does not have any employees, we have included voluntary disclosure of the change in employee pay for our

Australian employees who make up more than 40% of our employee population.

“–” in the table signifies no reported change as a result of the absence of comparable data.

Non-Executive Directors

What we paid our Chair and Non-Executive Directors

Positions held

We list the Non-Executive Directors who held office during 2024

below. Each held office for the whole of 2024 unless otherwise

indicated. Their years of appointment are reported in “Board of

Directors” on pages 102-103.

Name	Title
Dominic Barton	Chair
Dean Dalla Valle	Non-Executive Director
Simon Henry	Non-Executive Director
Kaisa Hietala	Non-Executive Director
Sam Laidlaw	Non-Executive Director
Susan Lloyd-Hurwitz	Non-Executive Director
Simon McKeon	Non-Executive Director (to 2 May 2024)
Martina Merz	Non-Executive Director (from 1 February 2024)
Jennifer Nason	Non-Executive Director
Joc O’Rourke	Non-Executive Director
Sharon Thorne	Non-Executive Director (from 1 July 2024)
Ngaire Woods	Non-Executive Director
Ben Wyatt	Non-Executive Director

Service contracts

The Chair and Non-Executive Directors’ letters of appointment from

the company stipulate their terms of appointment, including their

duties and responsibilities as Directors. Each Non-Executive Director

is appointed subject to their election and annual

re-election by shareholders. The Chair’s appointment may be

terminated by either party giving 12 months’ notice, and

Non-Executive Directors’ appointments may be terminated by

either party giving 3 months’ notice.

Annual fees payable

The table below shows the annual fee structure as at 1 March 2024

and 1 March 2025 for the Chair and Non-Executive Directors.

	2025	2024
Director fees
Chair’s fee	£800,000	£800,000
Non-Executive Director base fee	£115,000	£115,000
Senior Independent Director	£45,000	£45,000
Committee fees
Audit & Risk Committee Chair	£50,000	£50,000
Audit & Risk Committee member	£30,000	£30,000
People & Remuneration Committee Chair	£45,000	£45,000
People & Remuneration Committee member	£25,000	£25,000
Sustainability Committee Chair	£45,000	£45,000
Sustainability Committee member	£25,000	£25,000
Nominations Committee member	£8,000	£8,000
Meeting allowances
Long distance (flights over 10 hours per journey)	£10,000	£10,000
Medium distance (flights of 5-10 hours per journey)	£5,000	£5,000

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We set out details of each element of remuneration, and the single

total figure of remuneration, paid to the Chair and Non-Executive

Directors during 2024 and 2023, in US dollars in table 1b on

page 142. No post-employment, termination or share-based

payments were made. Statutory minimum superannuation

contributions for Non-Executive Directors are deducted from the

Director’s overall fee entitlements when these are required by

Australian superannuation law.

The total fee and allowance payments made to the Chair and

Non-Executive Directors in 2024 were within the maximum aggregate

annual amount of £4 million set out in the Group’s constitutional

documents, approved by shareholders at the 2024 AGMs.

Share ownership policy for Non-Executive Directors

Rio Tinto has a policy that encourages Non-Executive Directors to

build up a Rio Tinto shareholding. The shareholding target in 2024 is

1,800 Rio Tinto Limited shares, 2,200 Rio Tinto plc shares or 2,100

Rio Tinto ADRs (or a combination thereof) and will be reviewed every

2 years. Details of Non-Executive Directors’ share interests in the

Group, including total holdings, are set out in table 2 on page 142.

Non-Executive Directors’ share ownership

The Non-Executive Directors’ shareholdings as a percentage of their

overall 2024 requirement are shown in the table below.

Director	Share ownership at<br><br>31 December 2024	Share ownership at<br><br>31 December 2023
Dominic Barton	94%	94%
Dean Dalla Valle	32%	9%
Simon Henry	100%	91%
Kaisa Hietala	45%	45%
Sam Laidlaw	341%	341%
Susan Lloyd-Hurwitz	79%	65%
Martina Merz1	–%	n/a
Jennifer Nason	89%	85%
Joc O’Rourke	–%	–%
Sharon Thorne2	118%	n/a
Ngaire Woods	67%	67%
Ben Wyatt	22%	22%

1.Martina Merz joined the Board on 1 February 2024.

2.Sharon Thorne joined the Board on 1 July 2024.

Other statutory disclosures

Other share plans

All-employee share plans

The Committee believes that all employees should be given the

opportunity to become shareholders in our business, and that share

plans help engage, retain and motivate employees over the long term.

Rio Tinto’s share plans are therefore part of its standard remuneration

practice, to encourage employee share ownership and create

alignment with the shareholder experience. Executives may

participate in broad-based share plans that are available to Group

employees generally and to which performance conditions do not

apply.

A global employee share purchase plan is normally offered to all

eligible employees unless there are local jurisdictional restrictions.

Under the plan, employees may acquire shares up to the value of

$5,250 (or equivalent in other currencies) per year or capped at 15%

of their base salary if lower. Each share purchased will be matched by

the company, providing the participant holds the shares, and is still

employed, at the end of the 3-year vesting period.

Approximately 36,000 of our employees (67% of those eligible) are

shareholders as a result of participating in these plans. In the UK,

these arrangements are partially delivered through the UK Share Plan

which is a UK tax-approved arrangement. Under this plan, eligible

participants may also receive an annual award of Free Shares up to

the limits prescribed under UK tax legislation.

Management Share Awards

The Management Share Awards (MSA) are designed to help the

Group attract the best staff in a competitive labour market, and to

retain key individuals as we deliver our long-term strategy. MSA are

conditional awards that are not subject to a performance condition.

They typically vest at the end of 3 years, subject to continued

employment. Shares to satisfy the awards are bought in the market or

reissued from Treasury. Executive Committee members are not

eligible to be granted MSA, except in connection with recruitment

purposes.

Shareholder voting

In the table below, we set out the results of the remuneration-related

resolutions voted on at the Group’s 2024 AGMs.

Resolution	Votes<br><br>for	Votes<br><br>against	Votes<br><br>withheld1
Approval of the Directors’<br><br>Remuneration report:<br><br>Implementation report	97%	3%	7,949,109
Approval of the<br><br>Remuneration Policy (2024)	97%	3%	3,469,190
Approval of the Directors’<br><br>Remuneration report	97%	3%	7,933,078

1.A vote “withheld” is not a vote in law and is not counted in the calculation of the proportion

of votes for and against the resolution.

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Table 1a – Executives’ remuneration

Stated in US$‘0001	Short-term benefits
		Base salary	Cash bonus2	Other cash-<br><br>based<br><br>benefits3	Non-monetary<br><br>benefits4	Total<br><br>short-term<br><br>benefits
Executive Directors
Jakob Stausholm	2024	1,632	796	215	207	2,850
	2023	1525	860	203	129	2,717
Peter Cunningham	2024	966	471	122	49	1,608
	2023	903	523	116	47	1,589
Other executives
Bold Baatar	2024	904	459	801	722	2,886
	2023	824	601	105	79	1,609
Alf Barrios5	2024	598	587	30	103	1,318
	2023	864	373	43	98	1,378
Katie Jackson	2024	268	130	222	50	670
Sinead Kaufman	2024	753	356	86	113	1,308
	2023	700	408	80	91	1,279
Jérôme Pécresse	2024	876	516	167	63	1,622
	2023	170	98	537	6	811
Simon Trott	2024	833	419	98	89	1,439
	2023	772	566	90	56	1,484
Stated in US’0001	Long-term benefits: Value of shared-based awards6				Post-employment benefits9
---	---	---	---	---	---	---	---	---	---
	BDA7	PSA	MSA	Others8	Pension and<br><br>superannuation	Other post-<br><br>employment<br><br>benefits	Termination<br><br>benefits	Total<br><br>remuneration10	Currency of<br><br>actual<br><br>payment
Executive Directors
Jakob Stausholm	843	3,281	–	8	13	–	–	6,995	£
	783	2556	–	8	10	–	–	6,074	£
Peter Cunningham	445	1,315	19	7	13	–	–	3,407	£
	338	691	132	7	10	–	–	2,767	£
Other executives
Bold Baatar	565	1,816	–	8	37	–	–	5,312	£ & S$
	473	1,531	–	8	10	–	–	3,631	£
Alf Barrios5	209	1,233	–	3	54	–	–	2,817	S$
	428	1,578	–	4	43	–	–	3,431	S$
Katie Jackson	31	69	333	–	7	–	–	1,110	£
Sinead Kaufman	364	1,378	–	3	19		–	3,072	A$
	293	856	13	3	18	–	–	2,462	A$
Jérôme Pécresse	151	480	–	–	24	–	–	2,277	C$
	22	–	–	–	23	–	–	856	C$
Simon Trott	442	1,721	–	–	19	–	–	3,621	A$
	436	1,465	–	–	18	–	–	3,403	A$

All values are in US Dollars.

Notes to table 1a – Executives’ remuneration

1.“Table 1a – Executives’ remuneration” is reported in US$ using A$1 = US$0.66002; £1 = US$1.27811; C$1 = US$0.73039; S$1 = US$0.74849 which are year-to-date average rates, except

for cash bonuses which use A$1 = US$0.62165; £1 = US$1.25105; C$1 = US$0.69510; S$1 = US$0.73548 31 December 2024 year-end rates.

2.“Cash bonus” relates to the cash portion of the 2024 STIP award to be paid in March 2025.

3.“Other cash-based benefits” typically include cash in lieu of company pension or superannuation contributions. For Bold Baatar this also includes the international transfer allowance paid as

per the company standard upon Bold’s relocation from the UK to Singapore.

4.“Non-monetary benefits” for executives typically include healthcare coverage, professional tax compliance services/advice, flexible perquisites and, where applicable, leave accruals and

mobility-related benefits. For Bold Baatar this also includes benefits related to his relocation from the UK to Singapore.

5.The figures for Alf Barrios reflect his remuneration up until he ceased to be a KMP on 31 August 2024. His total remuneration up until his employment termination date of 31 December 2024

was US$5,314,000.

6.The “Value of share-based awards” has been determined in accordance with the recognition and measurement requirements of IFRS2 "Share-based Payment". The fair value of awards

granted as MSA, BDA and PSA have been calculated at their dates of grant using valuation models provided by external consultants, Lane Clark and Peacock LLP, including an independent

Monte Carlo valuation model, which take into account the constraints on vesting attached to these awards. Further details of the valuation methods and assumptions used for these awards

are included in note 27 (Share-based Payments) in the financial statements. The fair value of other share-based awards is measured at the purchase cost of the shares from the market. The

share-based values disclosed in this table do not reflect amounts actually paid in 2024 or the value of shares that will ultimately vest.

7.“BDA” represents the portion of the 2021–2024 STIP awards deferred into Rio Tinto shares.

8.“Others” includes the Global Employee Share Plan (myShare) and the UK Share Plan.

9.Any costs related to defined benefit pension plans and post-retirement medical benefits are the service costs attributable to the individual, calculated in accordance with IAS 19. The cost for

defined contribution pension plans is the amount contributed in the year by the company.

10.“Total remuneration” represents the disclosure of total emoluments and compensation required under the Australian Corporations Act 2001 and applicable accounting standards.

Further details in relation to aggregate remuneration for executives, including Directors, are included in note 29 (Directors’ and key

management remuneration).

Annual Report on Form 20-F 2024	142	riotinto.com

Directors’ report | Remuneration report

Table 1b – Non-Executive Directors’ remuneration

Stated in US’0001	Fees and<br><br>allowances2	Non-monetary<br><br>benefits3	Post-<br><br>employment<br><br>benefits	Single total<br><br>figure of<br><br>remuneration4	Currency of actual payment
Chair
Dominic Barton	1,008	94	–	1,102
	908	30	–	938
Non-Executive Directors
Dean Dalla Valle	285	13	19	317	A
	109	6	10	125	A
Simon Henry	253	8	–	261
	221	3	–	224
Kaisa Hietala	226	8	–	234
	163	18	–	181
Sam Laidlaw	335	5	–	340
	308	5	–	313
Susan Lloyd-Hurwitz	225	8	5	238	A
	114	3	9	126	A
Simon McKeon5	115	6	–	121	A
	302	7	–	309	A
Martina Merz6	164	8	–	172
Jennifer Nason	235	13	–	248
	202	6	–	208
Joc O'Rourke	239	5	–	244
	23	0	–	23
Sharon Thorne7	105	7	–	112
Ngaire Woods	234	7	–	241
	221	5	–	226
Ben Wyatt	268	12	–	280	A
	220	10	–	230	A

All values are in US Dollars.

Table 2 – Directors’ and executives’ beneficial interests in Rio Tinto shares

	Rio Tinto plc1			Rio Tinto Limited			Movements
	1 Jan<br><br>20242	31 Dec<br><br>20243	4 Feb<br><br>20254	1 Jan<br><br>20242	31 Dec<br><br>20243	4 Feb<br><br>20254	Compensation5	Other6
Directors
Dominic Barton	–	–	–	11,900	11,900	11,900	–	–
Peter Cunningham	63,053	74,480	74,493	–	–	–	20,651	(9,212)
Dean Dalla Valle	–	–	–	–	579	579	–	579
Simon Henry	2,000	2,200	2,200	–	–	–	–	200
Kaisa Hietala	500	1,000	1,000	–	–	–	–	500
Sam Laidlaw	7,500	7,500	7,500	–	–	–	–	–
Susan Lloyd-Hurwitz	–	–	–	1,380	1,421	1,421	–	41
Simon McKeon7	–	–	–	10,000	10,000	–	–	–
Martina Merz	–	–	–	–	–	–	–	–
Jennifer Nason	1,765	1,877	1,877	–	–	–	–	112
Joc O'Rourke	–	–	–	–	–	–	–	–
Jakob Stausholm	95,363	181,391	181,417	–	–	–	119,349	(33,295)
Sharon Thorne7	2,593	2,593	2,593	–	–	–	–	–
Ngaire Woods	1,482	1,482	1,482	–	–	–	–	–
Ben Wyatt	–	–	–	400	400	400	–	–
Executives
Bold Baatar	61,216	102,224	102,229	–	–	–	75,850	(34,837)
Alf Barrios7	47,888	45,313	–	–	–	–	74,412	(76,986)
Katie Jackson	1,044	1,044	1,049	–	–	–	–	5
Sinead Kaufman	–	–	–	43,633	36,564	36,592	13,104	(20,145)
Jérôme Pécresse	5,000	5,043	5,058	–	–	–	–	58
Simon Trott	19,338	441	441	26,090	29,499	29,499	72,267	(87,755)

1.Rio Tinto plc ordinary shares or American Depositary Receipts.

2.Or date of appointment, if later.

3.Or date of retirement/date stepped down from the Executive Committee, if earlier.

4.Latest practicable date prior to the publication of the 2024 Annual Report, in accordance with LR 9.8.6A.

5.Shares obtained through awards under the Rio Tinto UK Share Plan, the Global Employee Share Plan and/or vesting of the PSA, MSA and BDA granted under the Group’s LTIP arrangements.

6.Share movements due to the sale or purchase of shares, or shares received under dividend reinvestment plans.

7.Simon McKeon retired as a Non-Executive Director at the conclusion of the Rio Tinto Limited annual general meeting on 2 May 2024. Sharon Thorne was appointed Non-Executive Director

on 1 July 2024. Alf Barrios ceased to be a KMP on 31 August 2024.

Interests in outstanding BDA, MSA and PSA and UK Share Plan and the Global Employee Share Plan are set out in table 3 and 3a on pages

143-145.

Annual Report on Form 20-F 2024	143	riotinto.com

Directors’ report | Remuneration report

Table 3 – Plan interests (awards of shares under long-term incentive plans)

Name	Award/grant<br><br>date	Market<br><br>price at<br><br>award 1,2	1 January<br><br>2024	Awarded	Lapsed/<br><br>cancelle<br><br>d	Dividend<br><br>units	Vested	31<br><br>December<br><br>2024	4<br><br>February<br><br>2025	Performance<br><br>period<br><br>concludes /<br><br>vesting date	Date of<br><br>release	Market<br><br>price on<br><br>release	Monetary<br><br>value of<br><br>award at<br><br>release<br><br>US$3
Bold Baatar
Bonus<br><br>Deferral<br><br>Award	23 Mar 2022	£58.00	6,956	–	–	1,243	(8,199)	–	–	1 Dec 2024	1 Dec 2024	£49.88	522,704
	22 Mar 2023	£53.19	5,463	–	–	–	–	5,463	5,463	1 Dec 2025	–	–	–
	20 Mar 2024	£49.41	–	9,667	–	–	–	9,667	9,667	1 Dec 2026	–	–	–
Performance<br><br>Share Award	18 Mar 2019	£42.67	51,752	–	(3,054)	18,820	(67,518)	–	–	31 Dec 2023	22 Feb 2024	£52.16	4,501,170
	16 Mar 2020	£33.58	53,272	–	–	–	–	53,272	53,272	31 Dec 2024	–	–	–
	18 Mar 2021	£55.58	54,005	–	–	–	–	54,005	54,005	31 Dec 2025	–	–	–
	23 Mar 2022	£58.00	44,414	–	–	–	–	44,414	44,414	31 Dec 2026	–	–	–
	22 Mar 2023	£53.19	50,672	–	–	–	–	50,672	50,672	31 Dec 2027	–	–	–
	9 May 2024	£55.84	–	65,431	–	–	–	65,431	65,431	31 Dec 2026	–	–	–
Alf Barrios
Bonus<br><br>Deferral<br><br>Award	23 Mar 2022	£58.00	6,466	–	–	1,155	(7,621)	–	–	1 Dec 2024	1 Dec 2024	£49.88	485,855
	22 Mar 2023	£53.19	5,549	–	–	–	–	5,549	5,549	1 Dec 2025	–	–	–
	20 Mar 2024	£49.41	–	5,904	–	–	–	5,904	5,904	1 Dec 2026	–	–	–
Performance<br><br>Share Award	18 Mar 2019	£42.67	57,011	–	(3,364)	20,733	(74,380)	–	–	31 Dec 2023	22 Feb 2024	£52.16	4,958,633
	16 Mar 2020	£33.58	53,236	–	–	–	–	53,236	53,236	31 Dec 2024	–	–	–
	18 Mar 2021	£55.58	54,652	–	–	–	–	54,652	54,652	31 Dec 2025	–	–	–
	23 Mar 2022	£58.00	43,707	–	(3,231)	–	–	40,476	40,476	31 Dec 2026	–	–	–
	22 Mar 2023	£53.19	51,626	–	(20,962)	–	–	30,664	30,664	31 Dec 2027	–	–	–
	9 May 2024	£55.84	–	67,756	(52,012)	–	–	15,744	15,744	31 Dec 2026	–	–	–
Peter Cunningham
Bonus<br><br>Deferral<br><br>Award	23 Mar 2022	£58.00	5,203	–	–	929	(6,132)	–	–	1 Dec 2024	1 Dec 2024	£49.88	390,928
	22 Mar 2023	£53.19	5,827	–	–	–	–	5,827	5,827	1 Dec 2025	–	–	–
	20 Mar 2024	£49.41	–	8,415	–	–	–	8,415	8,415	1 Dec 2026	–	–	–
Management<br><br>Share Award	18 Mar 2021	£55.58	4,781	–	–	1,166	(5,947)	–	–	22 Feb 2024	22 Feb 2024	£52.16	396,464
Performance<br><br>Share Award	18 Mar 2019	£42.67	6,489	–	(383)	2,359	(8,465)	–	–	31 Dec 2023	22 Feb 2024	£52.16	564,330
	16 Mar 2020	£33.58	7,426	–	–	–	–	7,426	7,426	31 Dec 2024	–	–	–
	18 Mar 2021	£55.58	9,564	–	–	–	–	9,564	9,564	31 Dec 2025	–	–	–
	23 Mar 2022	£58.00	50,405	–	–	–	–	50,405	50,405	31 Dec 2026	–	–	–
	22 Mar 2023	£53.19	55,134	–	–	–	–	55,134	55,134	31 Dec 2027	–	–	–
	9 May 2024	£55.84	–	71,195	–	–	–	71,195	71,195	31 Dec 2026	–	–	–
Katie Jackson
Management<br><br>Share Award	5 Sept 2024	£45.91	–	3,547	–	–	–	3,547	3,547	1 Mar 2025	–	–	–
	5 Sept 2024	£45.91	–	10,954	–	–	–	10,954	10,954	1 Sept 2025	–	–	–
Performance<br><br>Share Award	5 Sept 2024	£45.91	–	18,883	–	–	–	18,883	18,883	31 Dec 2026	–	–	–
Sinead Kaufman
Bonus<br><br>Deferral<br><br>Award	23 Mar 2022	A$113.68	4,711	–	–	653	(5,364)	–	–	1 Dec 2024	1 Dec 2024	A$118.94	421,089
	22 Mar 2023	A$115.45	4,278	–	–	–	–	4,278	4,278	1 Dec 2025	–	–	–
	20 Mar 2024	A$121.30	–	5,060	–	–	–	5,060	5,060	1 Dec 2026	–	–	–
Performance<br><br>Share Award	18 Mar 2019	A$93.32	6,291	–	(372)	1,747	(7,666)	–	–	31 Dec 2023	22 Feb 2024	A$124.24	628,619
	16 Mar 2020	A$77.65	8,579	–	–	–	–	8,579	8,579	31 Dec 2024	–	–	–
	18 Mar 2021	A$110.80	41,207	–	–	–	–	41,207	41,207	31 Dec 2025	–	–	–
	23 Mar 2022	A$113.68	36,042	–	–	–	–	36,042	36,042	31 Dec 2026	–	–	–
	22 Mar 2023	A$115.45	40,045	–	–	–	–	40,045	40,045	31 Dec 2027	–	–	–
	9 May 2024	A$130.23	–	49,145	–	–	–	49,145	49,145	31 Dec 2026	–	–	–
Annual Report on Form 20-F 2024	144	riotinto.com
---	---	---

Directors’ report | Remuneration report

Name	Award/grant<br><br>date	Market<br><br>price at<br><br>award 1,2	1<br><br>January<br><br>2024	Awarded	Lapsed/<br><br>cancelled	Dividend<br><br>units	Vested	31<br><br>Decembe<br><br>r 2024	4<br><br>February<br><br>2025	Performance<br><br>period<br><br>concludes /<br><br>vesting date	Date of<br><br>release	Market<br><br>price on<br><br>release	Monetary<br><br>value of<br><br>award at<br><br>release<br><br>US$3
Jérôme Pécresse
Bonus<br><br>Deferral<br><br>Award	20 Mar 2024	£49.41	–	1,533	–	–	–	1,533	1,533	1 Dec 2026	–	–	–
Performance<br><br>Share Award	9 May 2024	£55.84	–	66,928	–	–	–	66,928	66,928	31 Dec 2026	–	–	–
Jakob Stausholm
Bonus<br><br>Deferral<br><br>Award	23 Mar 2022	£58.00	13,017	–	–	2,326	(15,343)	–	–	1 Dec 2024	1 Dec 2024	£49.88	978,149
	22 Mar 2023	£53.19	10,488	–	–	–	–	10,488	10,488	1 Dec 2025	–	–	–
	20 Mar 2024	£49.41	–	14,211	–	–	–	14,211	14,211	1 Dec 2026	–	–	–
Performance<br><br>Share Award	18 Mar 2019	£42.67	79,609	–	(4,697)	28,951	(103,863)	–	–	31 Dec 2023	22 Feb 2024	£52.16	6,924,153
	16 Mar 2020	£33.58	74,711	–	–	–	–	74,711	74,711	31 Dec 2024	–	–	–
	18 Mar 2021	£55.58	103,510	–	–	–	–	103,510	103,510	31 Dec 2025	–	–	–
	23 Mar 2022	£58.00	85,126	–	–	–	–	85,126	85,126	31 Dec 2026	–	–
	22 Mar 2023	£53.19	93,114	–	–	–	–	93,114	93,114	31 Dec 2027	–	–	–
	9 May 2024	£55.84	–	120,232	–	–	–	120,232	120,232	31 Dec 2026	–	–	–
Simon Trott
Bonus<br><br>Deferral<br><br>Award	23 Mar 2022	A$113.68	5,494	–	–	761	(6,255)	–	–	1 Dec 2024	1 Dec 2024	A$118.94	491,035
	22 Mar 2023	A$115.45	4,683	–	–	–	–	4,683	4,683	1 Dec 2025	–	–	–
	20 Mar 2024	A$121.30	–	7,027	–	–	–	7,027	7,027	1 Dec 2026	–	–	–
Performance<br><br>Share Award	18 Mar 2019	£42.67	50,598	–	(2,986)	18,400	(66,012)	–	–	31 Dec 2023	22 Feb 2024	£52.16	4,400,770
	16 Mar 2020	£33.58	52,838	–	–	–	–	52,838	52,838	31 Dec 2024	–	–	–
	18 Mar 2021	£55.58	49,571	–	–	–	–	49,571	49,571	31 Dec 2025	–	–	–
	23 Mar 2022	A$113.68	38,204	–	–	–	–	38,204	38,204	31 Dec 2026	–	–	–
	22 Mar 2023	A$115.45	44,488	–	–	–	–	44,488	44,488	31 Dec 2027	–	–	–
	9 May 2024	A$130.23	–	52,091	–	–	–	52,091	52,091	31 Dec 2026	–	–	–

1.Awards denominated in pounds sterling were for Rio Tinto plc ordinary shares of 10 pence each and awards denominated in Australian dollars were for Rio Tinto Limited shares. All awards

are granted over ordinary shares.

2.The weighted fair value per share of Bonus Deferral Awards granted in March 2024 was £49.37 for Rio Tinto plc and A$120.39 for Rio Tinto Limited, and for Performance Share Awards

granted in May 2024 was £33.39 for Rio Tinto plc and A$78.48 for Rio Tinto Limited. The weighted fair value per share of Management Share Awards granted in September 2024 was

£45.81 for Rio Tinto plc and for Performance Share Awards granted in September 2024 was £30.18 for Rio Tinto plc . Conditional awards are awarded at no cost to the recipient and no

amount remains unpaid on any shares awarded.

3.The amount in US dollars has been converted at the rate of US$1.278 = £1 and US$0.660 = A$1, being the average exchange rates for 2024.

4.For the Performance Share Awards granted on 16 March 2020 with a performance period that concluded on 31 December 2024, 12.75 per cent of the award vested.

5.The closing price at 31 December 2024 was £47.23 for Rio Tinto plc ordinary shares and was A$117.46 for Rio Tinto Limited ordinary shares. The high and low prices during 2024 of Rio

Tinto plc and Rio Tinto Limited shares were £58.99 and £45.09 and A$136.82 and A$105.11 respectively.

6.As of 4 February 2025, the above members of the Executive Committee held 1,733,610 shares awarded and not vested under long-term incentive plans. No Executive Committee member

held any options.

Annual Report on Form 20-F 2024	145	riotinto.com

Directors’ report | Remuneration report

Table 3a – Plan interests (award of shares under all-employee share arrangements)

		myShare		UK Share Plan				Total activity in 2024
	Plan<br><br>interests at 1<br><br>January<br><br>20241	Value of<br><br>Matching<br><br>shares<br><br>awarded in<br><br>year2 ('000)	Value of<br><br>Matching<br><br>shares<br><br>vested in<br><br>year3 ('000)	Value of<br><br>Matching<br><br>shares<br><br>awarded in<br><br>year2 ('000)	Value of<br><br>Matching<br><br>shares<br><br>vested in<br><br>year3 ('000)	Value of<br><br>Free shares<br><br>awarded in<br><br>year4 ('000)	Value of<br><br>Free shares<br><br>vested in<br><br>year4 ('000)	Grants in<br><br>year ('000)	Vesting in<br><br>year ('000)	Plan<br><br>interests at<br><br>31 December<br><br>20241
Bold Baatar	358	2	2	2	2	5	4	9	8	365
Alf Barrios	205	5	4	0	0	0	0	5	4	227
Peter Cunningham	275	2	2	0	0	5	4	7	6	284
Sinead Kaufman	149	4	4	0	0	0	0	4	4	147
Jérôme Pécresse	0	3	0	0	0	0	0	3	0	42
Jakob Stausholm	358	2	2	2	2	5	4	9	8	370

1.All shares shown are Rio Tinto plc shares except in the case of Sinead Kaufman which are Rio Tinto Limited shares.

2.myShare and UK Share Plan Matching share awards are granted on a quarterly basis (January, April, July and October) throughout the year.

3.The vesting of a Matching share is dependent on continued employment with Rio Tinto and the retention of the associated Investment share purchased by the participant for 3 years.

4.UK Share Plan Free shares vest after 3 years.

5.UK Share Plan awards shown above and the vested Matching shares under myShare are included, where relevant, in the executive’s share interests in Table 2.

6.All currency figures are shown in USD and rounded.

7.Both Katie Jackson and Simon Trott hold no unvested awards across myShare and/or UK Share Plan and also have not received or had awards vest during 2024.

Directors’ approval statement

This Directors’ Remuneration report is delivered in accordance

with a resolution of the Board, and has been signed on behalf of

the Board by:

Sam Laidlaw

People & Remuneration Committee Chair

19 February 2025

Annual Report on Form 20-F 2024	146	riotinto.com

Directors’ report

Additional statutory disclosure

The Directors present their report and audited consolidated financial statements for the year

ended 31 December 2024.

Scope of this report

For the purposes of UK company law and

the Australian Corporations Act 2001:

–The additional disclosures under the

heading “Shareholder information” on

pages 325-357 are hereby incorporated

by reference to, and form part of, this

Directors’ report.

–The Strategic report on pages 1-99

provides a comprehensive review of

Rio Tinto’s operations, its financial

position and its business strategies and

prospects, and is incorporated by

reference into, and forms part of, this

Directors’ report.

–Certain items that would ordinarily need

to be included in this Directors’ report

(including an indication of likely future

developments in the business of the

company and the Group) have, as

permitted, instead been discussed in the

Strategic report, while details of the

Group’s policy on addressing financial

risks and details about financial

instruments are shown in note 24 to the

consolidated financial statements.

–Taken together, the Strategic report

and this Directors’ report are intended

to provide a fair, balanced and

understandable assessment of the

development and performance of the

Group’s business during the year and its

position at the end of the year; its

strategy; likely developments; and any

material or emerging risks associated

with the Group’s business.

For the purposes of compliance with DTR

4.1.5R(2) and DTR 4.1.8R, the required

content of the “Management report” can be

found in the Strategic report or this Directors’

report, including the material incorporated by

reference.

A full report on Director and executive

remuneration and shareholdings can be

found in the Remuneration report on pages

119-145, which, for the purposes of the

Australian Corporations Act 2001, forms part

of this Directors’ report.

Dual-listed structure and

constitutional documents

The dual-listed companies (DLC) structure of

Rio Tinto plc and Rio Tinto Limited, and their

constitutional provisions and voting

arrangements – including restrictions that

may apply to the shares of either company

under specified circumstances – are

described on pages 325-326.

Operating and financial review

Rio Tinto’s principal activities during 2024

were mining minerals and metals throughout

the lifecycle from exploration, development,

mining and processing, marketing, and

repurposing and renewing our assets to

create a positive legacy.

Subsidiary and associated undertakings,

principally affecting the profits or net assets

of the Group in the year, are listed in notes

30-32 to the financial statements.

The following significant changes and events

affected the Group during 2024 and up to the

date of this report:

–In January 2024, we announced that,

under a new power purchase agreement

(PPA) with European Energy Australia,

we had agreed to buy all electricity from

the 1.1GW Upper Calliope Solar Farm to

provide renewable energy to Rio Tinto’s

Gladstone operations.

–In January 2024, we were informed by

authorities that a plane on its way to our

Diavik mine, carrying a number of our

people, crashed near Fort Smith,

Northwest Territories, Canada, resulting in

fatalities. The fatalities included 4

colleagues and 2 airline crew.

–In February 2024, we announced we had

signed Australia's largest renewable PPA

to date to supply the Gladstone

operations in Queensland, agreeing to

buy the majority of electricity from

Windlab's planned 1.4GW Bungaban

wind energy project.

–In February 2024, we announced that

Simon McKeon would step down as a

Non-Executive Director at the conclusion

of the Rio Tinto Limited annual general

meeting on 2 May 2024.

–In April 2024, we announced that Bold

Baatar was appointed to the role of Chief

Commercial Officer, with effect from 1

September 2024, to lead the Group's

commercial and business development

activities globally.

–In June 2024, we announced that we will

install carbon free aluminium smelting

technology at our Arvida smelter in

Québec, Canada, using the first

technology licence issued by the ELYSIS

joint venture. This investment will support

the ongoing development of the

breakthrough ELYSISTM technology and

allow Rio Tinto to build expertise in its

installation and operation.

–In July 2024, we announced that all

conditions have now been satisfied for

Rio Tinto's investment to develop the

Simandou high-grade iron ore deposit in

Guinea, including the completion of

necessary Guinean and Chinese

regulatory approvals. The transaction was

expected to be completed during the

week of 15 July 2024.

–In July 2024, we announced that Katie

Jackson was appointed as Chief

Executive, Copper. She joined Rio Tinto

on 1 September 2024 and is based

in London.

–In September 2024, we hosted a site visit

for the financial community to our

Aluminium and Iron & Titanium operations

in Quebec, Canada. The visit showcased

the world-class, hydro-powered

aluminium smelters in the Saguenay,

including the Shipshaw Power Station

and construction progress at the low-

carbon AP TechnologyTM AP60 smelter,

and the Iron & Titanium facility at Sorel-

Tracy, the world's largest critical minerals

and metallurgical complex.

–In October 2024, we confirmed that we

made an approach to Arcadium Lithium

regarding a potential acquisition.

–In October 2024, we announced a

definitive agreement to acquire Arcadium

Lithium plc (Arcadium) in an all-cash

transaction for US$5.85 per share. This

transaction will bring Arcadium’s world-

class, complementary lithium business

into our portfolio, establishing a global

leader in energy transition commodities.

–In November 2024, we announced that

we will be taking up our pro rata

entitlements in the entitlement offer and

the level of participation by Energy

Resources of Australia shareholders. We

will hold over 98% of ERA's shares.

–In December 2024, we announced we

signed a Term Sheet for a Joint Venture

with Sumitomo Metal Mining to deliver

the Winu copper-gold project, located in

the Great Sandy Desert region of

Western Australia.

–In December, we announced that initial

Mineral Resources and Ore Reserves for

the Salar del Rincon lithium brine deposits

in Argentina will be developed by Rio Tinto.

Mineral Resources inclusive of Ore

Reserves comprise 1.54 Mt Lithium

Carbonate Equivalent (LCE) of Measured

Resources, 7.85 Mt LCE of Indicated

Resources and 2.29 Mt LCE of Inferred

Resources. The Ore Reserves comprise

2.07 Mt LCE of Probable Ore Reserves.

–In December 2024, we held our 2024

Investor Seminar in London, providing

updates on our strategy of investing for a

stronger, more diversified and growing

portfolio to ensure the long-term delivery of

attractive shareholder returns.

Annual Report on Form 20-F 2024	147	riotinto.com

Directors’ report | Additional statutory disclosure

–In December 2024 we announced that we

had approved $2.5 billion to expand the

Rincon project in Argentina, the

company's first commercial scale lithium

operation, demonstrating commitment to

building a world-class battery materials

portfolio.

–In December 2024, we announced the

appointment of Georgie Bezette as Chief

People Officer, succeeding James Martin,

who retired at the end of 2024.

For more information visit riotinto.com/invest

In 2024 and 2023, the Group did not receive

any public takeover offers from third parties

in respect of Rio Tinto plc shares or Rio Tinto

Limited shares.

Details of events that took place after the

balance sheet date are further described in

note 39 to the financial statements.

Risk identification, assessment

and management

The Group’s risk factors are listed on pages

91-98. The Group’s approach to risk

management is discussed on pages 88-90.

Financial instruments

Details of the Group’s financial risk

management objectives and policies, and

exposure to risk, are described in note 24 to

the financial statements.

Share capital

Details of the Group’s share capital as at

31 December 2024 are described in note 34

to the financial statements. Details of the

rights and obligations attached to each class

of shares are covered on page 325, under

the heading “Voting arrangements”.

Details of certain restrictions on holding

shares in Rio Tinto and certain

consequences triggered by a change of

control are described on page 326 under the

heading “Limitations on ownership of shares

and merger obligations”. There are no other

restrictions on the transfer of ordinary

Rio Tinto shares, save for:

–Restrictions that may from time to time be

imposed by laws, regulations or Rio Tinto

policy (for example, relating to market

abuse, insider dealing, share trading or an

Australian foreign investment).

–Restrictions on the transfer of shares that

may be imposed following a failure to

supply information required to be disclosed,

or where registration of the transfer may

breach a court order or a law, or in relation

to unmarketable parcels of shares.

–Restrictions on the transfer of certain

shares awarded under an employee

share plan in accordance with the terms

of those awards.

At the AGMs held in 2024, shareholders

authorised:

–The on-market purchase by Rio Tinto plc

or Rio Tinto Limited or its subsidiaries of

up to 125,141,768 Rio Tinto plc shares

(representing approximately 10% of

Rio Tinto plc’s issued share capital,

excluding Rio Tinto plc shares held in

Treasury at that time).

–The off-market purchase by Rio Tinto plc of

up to 125,141,768 Rio Tinto plc shares

acquired by Rio Tinto Limited or its

subsidiaries under the above authority.

–The on-market buy-back by Rio Tinto

Limited of up to 55.6 million Rio Tinto

Limited shares (representing

approximately 15% of Rio Tinto Limited’s

issued share capital at that time).

Substantial shareholders

Details of substantial shareholders are

included on page 326.

Dividends

Details of dividends paid and declared for

payment, together with the company’s

shareholder returns policy, can be found on

page 21 .

Waived dividends

The number of shares on which Rio Tinto plc

dividends are based excludes those held as

treasury shares and those held by employee

share trusts that waived the right to

dividends. Employee share trusts waived

dividends on 151,144 Rio Tinto plc ordinary

shares and 30,888 American depositary

receipts (ADRs) for the 2023 final dividend,

and on 81,491 Rio Tinto plc ordinary shares

and 34,574 ADRs for the 2024 interim

dividend. (2023: on 110,774 Rio Tinto plc

ordinary shares and 31,831 ADRs for the

2022 final dividend, and on 99,016 Rio Tinto

plc ordinary shares and 35,066 ADRs for the

2023 interim dividend; 2022: on 194,321 Rio

Tinto plc ordinary shares and 30,162 ADRs

for the 2021 final dividend and on 111,443

Rio Tinto plc ordinary shares and 35,132

ADRs for the 2022 interim dividend). In 2024,

2023 and 2022, no Rio Tinto Limited shares

were held by Rio Tinto plc.

The number of shares on which Rio Tinto

Limited dividends are based, excludes those

held by shareholders who have waived the

rights to dividends. Employee share trusts

waived dividends on 32,540 Rio Tinto

Limited ordinary shares for the 2023 final

dividend and on 35,713 shares for the 2024

interim dividend (2023: on 35,010 shares for

the 2022 final dividend and on 34,607 shares

for the 2023 interim dividend; 2022: on

36,517 shares for the 2021 final dividend and

on 31,368 shares for the 2022

interim dividend).

Purchases: Rio Tinto plc shares

Shares of 10p each and Rio Tinto plc American Depositary Receipts (ADRs)

	Total number of shares<br><br>purchased1	Average price per<br><br>share US$2	Total number of shares<br><br>purchased to satisfy<br><br>company dividend<br><br>reinvestment plans	Total number of shares<br><br>purchased to satisfy<br><br>employee share plans	Total number of shares<br><br>purchased as part of<br><br>publicly announced plans or<br><br>programs3	Maximum number of shares<br><br>that may be purchased<br><br>under plans or programs
2024
1 to 31 Jan	–	–	–	–	–	125,083,2175
1 to 28 Feb	–	–	–	–	–	125,083,2175
1 to 31 Mar	–	–	–	–	–	125,083,2175
1 to 30 Apr	512,774	67.21	459,592	53,182	–	125,141,7686
1 to 31 May	–	–	–	–	–	125,141,7686
1 to 30 Jun	–	–	–	–	–	125,141,7686
1 to 31 Jul	–	–	–	–	–	125,141,7686
1 to 31 Aug	–	–	–	–	–	125,141,7686
1 to 30 Sep	2,006	70.36	2,006	–	–	125,141,7686
1 to 31 Oct	934,735	69.66	901,717	33,018	–	125,141,7686
1 to 30 Nov	–	–	–	–	–	125,141,7686
1 to 31 Dec	137,748	58.76	–	137,748	–	125,141,7686
Total	1,587,2634	67.92	1,363,315	223,948	–	–
2025
1 to 31 Jan	–	–	–	–	–	125,141,7686
1 to 04 Feb	–	–	–	–	–	125,141,7686
Annual Report on Form 20-F 2024	148	riotinto.com
---	---	---

Directors’ report | Additional statutory disclosure

Purchases: Rio Tinto Limited shares

	Total number of shares<br><br>purchased1	Average price per<br><br>share $2	Total number of shares<br><br>purchased to satisfy<br><br>company dividend<br><br>reinvestment plans	Total number of shares<br><br>purchased to satisfy<br><br>employee share plans7	Total number of shares<br><br>purchased as part of<br><br>publicly announced plans or<br><br>programs3	Maximum number of shares<br><br>that may be purchased<br><br>under plans or programs
2024
1 to 31 Jan	–	–	–	–	–	55,600,0008
1 to 28 Feb	–	–	–	–	–	55,600,0008
1 to 31 Mar	–	–	–	–	–	55,600,0008
1 to 30 Apr	762,626	83.41	626,520	136,106	–	55,600,0008
1 to 31 May	–	–	–	–	–	55,600,0009
1 to 30 Jun	–	–	–	–	–	55,600,0009
1 to 31 Jul	–	–	–	–	–	55,600,0009
1 to 31 Aug	–	–	–	–	–	55,600,0009
1 to 30 Sep	438,316	87.00	438,316	–	–	55,600,0009
1 to 31 Oct	178,828	80.25	–	178,828	–	55,600,0009
1 to 30 Nov	–	–	–	–	–	55,600,0009
1 to 31 Dec	–	–	–	–	–	55,600,0009
Total	1,379,770	84.25	1,064,836	314,934	–	–
2025
1 to 31 Jan	582,366	73.38	–	582,366	–	55,600,0009
1 to 07 Feb	–	–	–	–	–	55,600,0009

1.Monthly totals of purchases are based on the settlement date.

2.The shares were purchased in the currency of the stock exchange on which the purchases took place and the sale price has been converted into US dollars at the exchange rate on the date

of settlement.

3.Shares purchased in connection with the dividend reinvestment plans and employee share plans are not deemed to form any part of any publicly announced plan or program.

4.This figure represents 0.126% of Rio Tinto plc issued share capital at 31 December 2024.

5.At the Rio Tinto plc AGM held in 2023, shareholders authorised the on-market purchase by Rio Tinto plc, and Rio Tinto Limited and its subsidiaries of up to 125,083,217 Rio Tinto plc shares.

This authorisation expired at the 2024 AGM on 4 April 2024.

6.At the Rio Tinto plc AGM held in 2024, shareholders authorised the on-market purchase by Rio Tinto plc, and Rio Tinto Limited and its subsidiaries of up to 125,141,768 Rio Tinto plc shares.

This authorisation will expire on the later of 5 July 2024 or the date of the 2024 AGM.

7.The average price of shares purchased on-market by the trustee of Rio Tinto Limited’s employee share trust during 2024 was $80.31.

8.At the Rio Tinto Limited AGM held in 2023, shareholders authorised the off-market and/or on-market buy-back of up to 55.6 million Rio Tinto Limited shares.

9.At the Rio Tinto Limited AGM held in 2024, shareholders authorised the on-market buy-back of up to 55.6 million Rio Tinto Limited shares.

Our disclosure on Board and executive management diversity in line with UK Listing Rules (UKLR 22.2.30R(2)) is set out below.

Gender reporting categories as at 31 December 2024

Gender	Number of<br><br>Board members	% of<br><br>Board	Number of senior positions<br><br>on the board (e.g. CEO/<br><br>CFO, SID & Chair)	Number in<br><br>executive<br><br>management	% of executive<br><br>management
Men	8	57%	4	8	67%
Women	6	43%	–	4	33%¹
Not specified/prefer not to say	–	–	–	–	–

1.On 1 January 2025, Georgie Bezette replaced James Martin as Chief People Officer. Alf Barrios stepped down as Chief Commercial Officer on 1 September 2024, when Bold Baatar

succeeded him in this role. Alf Barrios continued as Chair for China, Japan and Korea and Executive Committee member until his retirement at the end of 2024. Effective 1 January 2025 the

composition of the Executive Committee is 6 men (55%) and 5 women (45%).

Ethnicity reporting categories as at 31 December 2024

ONS ethnicity category	Number of<br><br>Board members	% of<br><br>Board	Number of senior positions<br><br>on the board (e.g. CEO/<br><br>CFO, SID & Chair)	Number in<br><br>executive<br><br>management	% of executive<br><br>management
White British or other White (including minority-white groups)	13	93%	4	7	58%
Mixed/Multiple Ethnic Groups	–	–	–	1	8%
Asian/Asian British	–	–	–	–	–
Black/African/Caribbean/Black British	–	–	–	–	–
Other Ethnic Group	1	7%	–	–	–
Not specified/prefer not to say	–	–	–	4	33%

For the Executive Committee, gender data was collected via self disclosure in the HR system; data on ethnicity reporting categories was collected via a voluntary self identification survey. For

the Board, gender and ethnicity reporting categories were collected via a voluntary self identification survey.

Annual Report on Form 20-F 2024	149	riotinto.com

Directors’ report | Additional statutory disclosure

AGM Disclosures

At Rio Tinto plc’s AGM on 4 April 2024,

Resolution 25 (“Authority to purchase

Rio Tinto plc shares”) was passed with less

than 80% of votes in favour, and Shining

Prospect (a subsidiary of the Aluminium

Corporation of China (Chinalco)) voted

against. Chinalco has not sold any Rio Tinto

plc shares and now has a holding of over

14%, given its non-participation in Rio Tinto’s

significant share buyback programs. This

places Chinalco close to the 14.99% holding

threshold agreed with the Australian

Government at the time of Chinalco’s original

investment in 2008.

Directors and executives

The names of Directors and their periods of

appointment are listed on pages 102-103,

together with details of each Director’s

qualifications, experience and

responsibilities, and current directorships.

There are no family relationships between any

of our Directors or executives. None of our

Directors or Executive Committee members are

elected or appointed under any arrangement or

understanding with any major shareholder,

customer, supplier or otherwise.

A table of Directors’ attendance at Board and

committee meetings during 2024 is on page

110. Directors’ experience and independence

The Chair was considered independent upon

his appointment and, in the Board’s view, he

continues to satisfy the tests for

independence under the ASX Principles and

NYSE Standards.

The Board is satisfied that all of its Non-

Executive Directors are independent in

character and judgement, and are free from

any relationships (material or otherwise) or

circumstances that could create a conflict of

interest.

On joining Rio Tinto, all Directors receive a

full, formal induction program. It is delivered

over a number of months, and tailored to

their specific requirements, taking into

account their respective committee

responsibilities.

All Directors are expected to commit to

continuing their development during their

tenure. This is supported through a

combination of site visits, teach-ins, deep

dives, and internal business and operational

briefings provided in or around scheduled

Board and committee meetings.

The notice of AGM provides all material

information in Rio Tinto’s possession relevant

to decisions on election and re-election of

Directors, including a statement from the

Board that it considers all Directors continue

to perform effectively and demonstrate

appropriate levels of commitment. It also

provides reasons why each Director is

recommended for re-election, highlighting

their relevant skills and experience. Further

information on the skills and experience of

each Director is set out on pages 102-103.

Previous listed directorships

Details of each Director’s previous

directorships of other listed companies

(where relevant) held in the past 3 years are

set out below:

Martina Merz: thyssenkrupp AG (February

2019-June 2023); Siemens AG (February

2023 - February 2024)

Ben Wyatt: APM Human Services

International Limited (September 2022 -

October 2024)

Directors’ and executives’

beneficial interests

A table of Directors’ and executives’

beneficial interests in Rio Tinto shares is on

page 142.

Directors’ service contracts

The company has written agreements setting

out the terms of appointment for each

Director and senior executive. Non-Executive

Directors are appointed by letters of

appointment. Executive Directors and other

senior executives are employed through

employment service contracts. Further

information is set out on pages 136, 138 and

139 in the Remuneration report.

Secretaries

The Group Company Secretary is

accountable to the Board and advises the

Chair, and through the Chair the Board, on

all governance matters. The appointment

and removal of the Group Company

Secretary is a matter reserved for the Board.

Andy Hodges is Group Company Secretary

and Company Secretary of Rio Tinto plc. Tim

Paine is the Company Secretary of Rio Tinto

Limited. Andy’s and Tim’s qualifications and

experience are described on page 103.

Indemnities and insurance

The Articles of Association of Rio Tinto plc

and the Constitution of Rio Tinto Limited

provide for them to indemnify, to the extent

permitted by law, Directors and officers of the

companies, including officers of certain

subsidiaries, against liabilities arising from

the conduct of the Group’s business. The

Directors, Group Company Secretary and

Company Secretary of Rio Tinto Limited,

together with employees serving as Directors

of eligible subsidiaries at the Group’s

request, have also received similar direct

indemnities. Former Directors also received

indemnities for the period in which they were

Directors. These are qualifying third-party

indemnity provisions for the purposes of the

UK Companies Act 2006, in force during the

financial year ended 31 December 2024 and

up to the date of this report. During 2024,

Rio Tinto paid legal costs under the terms of

those indemnities for certain former Directors

and officers totalling $610,486.

Qualifying pension scheme indemnity

provisions as defined by section 236 of the

UK Companies Act 2006 and other

applicable legal jurisdictions were in force

during the course of the financial year ended

31 December 2024 and up to the date of this

Directors’ report, for the benefit of trustees of

the Rio Tinto Group pension and

superannuation funds across various

jurisdictions. No amount has been paid

under any of these indemnities during the

year.

The Group has agreed to pay a premium for

Directors’ and officers’ insurance. Disclosure

of the nature of the liability covered by the

insurance and premium paid is subject to

confidentiality requirements under the

contract of insurance.

Oversight of whistleblowing procedures

Our whistleblowing process is overseen by

the Board. Every member of the workforce

has access to the whistleblowing program

(myVoice); details of the program are on

page 86.

Labour and engagement policies

Labour relations

We also work together with our employees

and their unions, and we seek constructive

dialogue and fair solutions while maintaining

the competitiveness of our managed

operations. In 2024, we did not have

operations disruptions affecting production

due to industrial actions.

Employment of people with a disability

We acknowledge the systemic barriers

facing people with disabilities in attaining

meaningful employment. We further

acknowledge the efforts necessary to fully

support people with disabilities and we seek

to implement the accommodations they need

to fulfil their role, or an alternative role if

required.

Our Respect, Inclusion and Diversity Policy

sets out our expectations around the

behaviours needed for an inclusive and

diverse workplace, where we embrace

different perspectives, valuing diversity as a

strength.

Our Employment Policy outlines how we

are committed to preventing discrimination

and that we employ on the basis of job

requirements and do not discriminate on

grounds of disability or any other protected

characteristic. It also explains how we ensure

our people are trained to perform their roles.

More information can be found at

riotinto.com/policies.

We remain a member of the IncludeAbility

Employer Network, which was set up by the

Australian Human Rights Commission and

aims to increase access to meaningful

employment opportunities for people

with a disability. We will continue to seek

ways to improve how we provide meaningful

opportunities for people with a disability

and are also working to reduce these

barriers as part of our response to the

recommendations in the Everyday

Respect Report.

Engagement with UK employees

Our statement on engagement with UK

employees is on page 106.

Annual Report on Form 20-F 2024	150	riotinto.com

Directors’ report | Additional statutory disclosure

Engagement with suppliers, customers

and others in a business relationship with

the company

Our statement on engagement with

suppliers, customers and others in a

business relationship with the company is on

page 108.

Political donations

Rio Tinto prohibits the use of its funds to

support political candidates or parties. No

donations were made by the Group to parties

or political candidates during the year. At Rio

Tinto, we respect every country’s political

process and do not get involved in political

matters, nor do we make any type of

payments to political parties or political

candidates. In the US, in accordance with the

Federal Election Campaign Act, we provide

administrative support for the Rio Tinto

America Political Action Committee (PAC),

which was created in 1990 and encourages

voluntary employee participation in the political

process. All Rio Tinto America PAC employee

contributions are reviewed for compliance with

federal and state laws and are publicly

reported in accordance with US election laws.

The PAC is controlled by neither Rio Tinto nor

any of its subsidiaries, but instead by a

governing board of 5 employee members on a

voluntary basis. In 2024, contributions to

Rio Tinto America PAC by 14 employees

amounted to $14,815 and Rio Tinto America

PAC donated $10,500 in political contributions

in 2024.

Government regulations

Our operations around the world are subject

to extensive laws and regulations imposed

by local, state, provincial and federal

governments. In addition to these laws,

several of our operations are governed by

specific agreements made with

governments, some of which are enshrined

in legislation.

The geographic and product diversity of our

operations reduces the likelihood of any single

law or government regulation having a material

effect on the Group’s business as a whole.

Environmental regulations

Rio Tinto is subject to various environmental

laws and regulations in the countries where it

has operations. We measure our

performance against environmental

regulation by tracking and rating incidents

according to their actual environmental and

compliance impacts using 5 severity

categories (very low, low, moderate, high or

very high). Incidents with a consequence

rating of high or very high are of a severity

that requires notification to the relevant

product group head and the Rio Tinto Chief

Executive immediately after the incident

occurring. In 2024, there were no

environmental incidents at managed

operations with a high impact.

During 2024, 7 managed operations incurred

fines amounting to $604,845 (2023:

$986,968). Details of these fines are reported

in the Our approach to ESG section on

page 39.

Australian corporations that exceed specific

greenhouse gas (GHG) emissions or energy

use thresholds have obligations under the

Australian The National Greenhouse and

Energy Reporting Act 2007 (NGER). All

Rio Tinto entities covered under this Act have

submitted their annual NGER reports by the

required 31 October 2024 deadline.

Further information on the Group’s

environmental performance is included in the

Our approach to ESG section on pages 32-87,

and at riotinto.com/sustainabilityreporting.

Energy efficiency action

Details of the measures taken to increase

the company’s energy efficiency are reported

on pages 32-75.

Energy consumption (equity basis)1, 2, 3

Energy consumption in PJ	2024	20235
From activities including the<br><br>combustion of fuel and the<br><br>operation of facilities	372	374
From the net purchase of<br><br>electricity, heat, steam or cooling4	118	114
Total energy consumed	490	488

1.Rio Tinto does not report on the proportion of energy

consumption associated with the UK and offshore area

since it has no producing assets in the UK, only offices,

and consequently falls below Rio Tinto’s threshold level

of reporting.

2.Our approach and methodology used for the

determination of measuring energy consumption is

available at riotinto.com/sustainabilityreporting.

3.Data reported is equity basis, and includes total energy

less export to others.

4.Rio Tinto exports electricity and steam to others and

exports are netted from our purchases.

5.Numbers restated from those originally published to

ensure comparability over time.

Greenhouse gas (GHG) emissions

(in million tonnes CO2e)6, 7, 8

	2024	20235
Scope 19	23.0	23.3
Scope 210	6.9	9.3
Total Scope 1 and 2 emissions	29.8	32.6
Carbon credits11	1.1	0.0
Total net Scope 1 and 2<br><br>emissions (with credits)12	28.7	32.6
Operational emissions intensity (t<br><br>CO2e/t Cu-eq)(equity)13	6.1	6.8
Scope 2 (location based)	7.8	7.8

6.Rio Tinto’s GHG emissions for our operations (RT share:

actual equity basis) are reported in accordance with the

requirements under Part 7 of the UK Companies Act

2006 (Strategic report and Directors’ report) Regulations

2013. This GHG data represents Scope 1 and market-

based Scope 2 data on equity basis. Our approach and

methodology used for the determination of these

emissions are available at riotinto.com/sustainability

reporting.

7.Rio Tinto’s GHG emissions inventory is based on

definitions provided by The World Resource Institute/

World Business Council for Sustainable Development

Greenhouse Gas Protocol: A Carbon Reporting and

Accounting Standard (Revised Edition) (2015).

8.Rio Tinto does not report on the proportion of CO2

emissions associated with the UK and offshore area

since it has no producing assets in the UK, only offices,

and consequently falls below Rio Tinto’s threshold level

of reporting.

9.Scope 1 GHG emissions are direct GHG emissions from

facilities fully or partially owned or controlled by Rio Tinto

(equity share basis). They include fuel use,

on-site electricity generation, anode and reductant use,

process emissions, land management and livestock.

10.Scope 2 emissions are presented on equity share basis,

for market based reporting Scope 2 includes the use of

Energy Attribution Certificates. Our approach and

methodology used for the determination of these emissions

are available at riotinto.com/sustainabilityreporting.

11.Carbon credits used towards our 2024 net emissions

calculations include Australian Carbon Credit Units

(ACCUs) that were retired for compliance for the period 1

January to 30 June 2024 plus a projection of the number

of ACCUs we expect to retire for the period 1 July to 31

December 2024. This projection is based on our Scope 1

emissions for the period 1 July - 31 December 2024. For

details, refer to the table “Carbon credits retired towards

net emissions (equity basis)” in the Rio Tinto

Sustainability Factbook.

12.Total emissions are the sum of Scope 1 and scope 2

emissions. Total emissions include scope 1 emissions

resulting from production of electricity exported to third

parties. These emissions exclude indirect emissions

associated with transportation and use of our products

reported under Scope 3 emissions at riotinto.com/

sustainabilityreporting.

13.Historical information for copper equivalent intensity has

been restated inline with the 2023 review of commodity

pricing to allow comparability over time.

Exploration, research and development

The Group carries out exploration, research

and development as described in the product

group on pages 24-31. Exploration and

evaluation costs, net of any gains and losses

on disposal, generated a net loss before tax

of $936 million (2023: $1,230 million).

Research and development costs were $398

million (2023: $245 million).

Dealing in Rio Tinto securities

Rio Tinto securities dealing policy restricts

dealing in Rio Tinto securities by Directors

and employees who may be in possession of

inside information. These individuals must

seek clearance before any proposed dealing

takes place.

Our policy also prohibits such persons from

engaging in hedging or other arrangements

that limit the economic risk in connection to

Rio Tinto securities issued, or otherwise

allocated, as remuneration that are either

unvested, or that have vested but remain

subject to a holding period. We also impose

restrictions on a broader group of

employees, requiring them to seek clearance

before engaging in similar arrangements

over any Rio Tinto securities.

Financial reporting

Financial statements

The Directors are required to prepare

financial statements for each financial period

that give a true and fair view of the state of

the Group at the end of the financial period,

together with profit or loss and cash flows for

that period. This includes preparing financial

statements in accordance with UK-adopted

international accounting standards,

applicable UK law (Companies Act 2006),

Australian law (Corporations Act 2001) as

amended by the ASIC class order and

preparing a Remuneration report that

includes the information required by

Regulation 11, Schedule 8 of the Large and

Medium-sized Companies and Groups

(Accounts and Reports) Regulations 2008

(as amended) and the Australian

Corporations Act 2001.

In addition, the UK Corporate Governance

Code recommends that the Board provide a

fair, balanced and understandable

assessment of the company’s position and

prospects in its external reporting.

Rio Tinto’s management conducts extensive

review and challenge in support of the

Board’s obligations, aiming to strike a

balance between positive and negative

Annual Report on Form 20-F 2024	151	riotinto.com

Directors’ report | Additional statutory disclosure

statements and provide good linkages

throughout the Annual Report.

The Directors were responsible for the

preparation and approval of the Annual

Report for the year ended 31 December

They consider the Annual Report,

taken as a whole, to be fair, balanced and

understandable, and that it provides the

information necessary for shareholders to

assess the Group’s position, performance,

business model and strategy.

The Directors are responsible for maintaining

proper accounting records, in accordance with

UK and Australian legislation. They have a

general responsibility to safeguard the assets of

the Group, and to prevent and detect fraud and

other irregularities. The Directors are also

responsible for ensuring that appropriate

systems are in place to maintain and preserve

the integrity of the Group’s website.

Legislation in the UK governing the preparation

and dissemination of financial statements may

differ from current and future legislation in other

jurisdictions. The work carried out by the

Group’s external auditors does not take into

account such legislation and, accordingly, the

external auditors accept no responsibility for

any changes to the financial statements after

they are made available on the Group’s

website.

The Directors, senior executives, senior

financial managers and other members of staff

who are required to exercise judgement while

preparing the Group’s financial statements, are

required to conduct themselves with integrity

and honesty, and in accordance with the

highest ethical standards, as are all Group

employees.

The Directors consider that the 2024 Annual

Report presents a true and fair view and has

been prepared in accordance with applicable

accounting standards, using the most

appropriate accounting policies for

Rio Tinto’s business, and supported by

reasonable judgements and estimates. The

accounting policies have been consistently

applied as described on pages 154-161, and

Directors have received a written statement

from the Chief Executive and the Chief

Financial Officer to this effect. In accordance

with the internal control requirements of the

Code and the ASX Principles, this written

statement confirms that the declarations in

the statement are founded on a sound

system of risk management and internal

controls, and that the system is operating

effectively in all material respects in relation

to financial reporting risks.

Disclosure controls and procedures

The Group maintains disclosure controls and

procedures, as defined in US Securities

Exchange Act of 1934 (Exchange Act) Rule

13a-15(e). Management, with the

participation of the Chief Executive and Chief

Financial Officer, has evaluated the

effectiveness of the Group’s disclosure

controls and procedures in relation to US

Exchange Act Rule 13a-15(b), as of the end

of the period covered by this report, and has

concluded that the Group’s disclosure

controls and procedures were effective at a

reasonable assurance level.

We have a thorough and rigorous review

process in place to ensure integrity of the

periodic reports we release to the market.

We communicate with the market through

accurate, clear, concise and effective

reporting, and contents of periodic reports

are verified by the subject matter experts and

reviewed by the relevant Group functions.

Such reports are then reviewed and

considered by the Group Disclosure

Committee for release to the market.

To ensure that trading in our securities takes

place in an informed and orderly market, we

have established a Disclosure Committee to

oversee compliance with our continuous

disclosure obligations. The Group Disclosure

and Communications Policy, and the terms

of reference of our Disclosure Committee,

together with our adopted procedures in

relation to disclosure and management of

relevant information, support compliance with

our disclosure obligations. A copy of the

Group Disclosure and Communications

Policy is available on the website.

The members of the Committee are the

Chief Executive; the Chief Financial Officer;

the Group Company Secretary; the Chief

Legal Officer, Governance & Corporate

Affairs; the Head of Investor Relations; and

the Chief Executive, Australia.

Consistent with the Group’s disclosure

protocols, the Board is provided with copies

of all material market announcements

promptly after they are released to the

market.

Management’s report on internal control

over financial reporting

Management is responsible for establishing

and maintaining adequate internal controls

over financial reporting. These controls,

designed under the supervision of the Chief

Executive and Chief Financial Officer,

provide reasonable assurance regarding the

reliability of the Group’s financial reporting

and the preparation and presentation of

financial statements for external reporting

purposes, in accordance with International

Financial Reporting Standards (IFRS) as

defined on page 154.

The Group’s internal controls over financial

reporting include policies and procedures

designed to ensure the maintenance of

records that:

–accurately and fairly reflect transactions

and dispositions of assets,

–provide reasonable assurances that

transactions are recorded as necessary,

enabling the preparation of financial

statements in accordance with IFRS, and that

receipts and expenditures are made with the

authorisation of management and Directors of

each of the companies, and

–provide reasonable assurance regarding

the prevention or timely detection of

unauthorised acquisition, use or

disposition of the Group’s assets that

could have a material effect on its

financial statements.

Due to inherent limitations, internal controls

over financial reporting cannot provide

absolute assurance. Similarly, these controls

may not prevent or detect all misstatements,

whether caused by error or fraud, within each

of Rio Tinto plc and Rio Tinto Limited.

There were no changes to internal controls

over financial reporting during the relevant

period that have materially affected, or were

reasonably likely to materially affect, the

internal control over financial reporting of

Rio Tinto plc and Rio Tinto Limited.

Management’s evaluation of the

effectiveness of the company’s internal

controls over financial reporting was based

on criteria established in the Internal Control-

Integrated Framework (2013), issued by the

Committee of Sponsoring Organizations of

the Treadway Commission. Following this

evaluation, management concluded that our

internal controls over financial reporting were

effective as at 31 December 2024.

Application of and compliance with

governance codes and standards

Our shares are listed on both the Australian

Securities Exchange (ASX) and the London

Stock Exchange (LSE), We comply with the:

London Stock Exchange – UK Corporate

Governance Code (2018 version) (the UK

Code) and the Australian Securities

Exchange – ASX Corporate Governance

Council’s Corporate Governance Principles

and Recommendations (4th edition) (the

ASX Principles).

In addition, as a foreign private issuer (FPI)

with American depositary receipts (ADRs)

listed on the New York Stock Exchange

(NYSE), we report any significant corporate

governance differences from the NYSE

listing standards (NYSE Standards) followed

by US companies.

Statement of compliance with the UK

Code and ASX Principles

Throughout 2024, and as at the date of this

report, the Group has complied with all the

Principles of the UK Code and the ASX

Principles, and all the relevant provisions.

For the purposes of ASX Listing Rule 4.10.3

and the ASX Principles, pages 100-118 and

146-152 of this report form our “Corporate

Governance Statement”. This statement is

current as at 19 February 2025, unless

otherwise indicated, and has been approved

by the Board. Further information on our

corporate governance framework and practices

is available at riotinto.com/

corporategovernance.

Annual Report on Form 20-F 2024	152	riotinto.com

Directors’ report | Additional statutory disclosure

Difference from NYSE Standards

We consider that our practices are broadly

consistent with the NYSE Standards, There are

the following exceptions where the literal

requirements of the NYSE Standards are not

met due to differences in corporate governance

between the US, UK and Australia:

–The NYSE Standards state that US

companies must have a nominating/

corporate governance committee which,

in addition to identifying individuals

qualified to become board members,

develops and recommends to the

Board a set of corporate governance

principles applicable to the company.

Our Nominations Committee does not

develop corporate governance principles

for the Board’s approval. The Board itself

develops such principles.

–Under US securities law and the NYSE

Standards, the company is required

to have an audit committee that is

directly responsible for the appointment,

compensation, retention and oversight of

the work of external auditors. While our

Audit & Risk Committee makes

recommendations to the Board on these

matters, and is subject to legal and

regulatory requirements on oversight of

audit tenders, the ultimate responsibility for

the appointment and retention of the

external auditors of Rio Tinto rests with

the shareholders.

–Under US securities law and the NYSE

Standards, an audit committee is required

to establish procedures for the receipt,

retention and treatment of complaints

regarding accounting, internal accounting

controls and audit matters. The

whistleblowing program (myVoice)

enables employees to raise any concerns

confidentially or anonymously. The Board

has responsibility to ensure that the

program is in place and to review the

reports arising from its operations.

Non-audit services and auditor

independence

Details of the non-audit services and a

statement of independence regarding the

provision of non-audit services undertaken

by our external auditor, including the

amounts paid for non-audit services, are set

out on page 115 of the Directors’ report.

Going concern

The Directors, having made appropriate

enquiries, have satisfied themselves that it is

appropriate to adopt the going concern basis

of accounting in preparing the financial

statements. Additionally, the Directors have

considered longer-term viability, as described

in their statement on page 90.

2025 annual general meetings

The 2025 AGMs will be held on 3 April 2025

in London, UK and 1 May 2025 in Perth,

Australia. Separate notices of the 2025

AGMs will be produced for the shareholders

of each company.

Directors’ approval statement

The Directors’ report is delivered in

accordance with a resolution of the Board.

Dominic Barton

Chair

19 February 2025

p158b (1).jpg

Annual Report on Form 20-F 2024	153	riotinto.com
2024 Financial Statements
---	---	---	---
About Rio Tinto	154	Our people
About the presentation of our consolidated financial statements	154	Note 25 Average number of employees	208
		Note 26 Employment costs and provisions	208
Consolidated primary statements		Note 27 Share-based payments	209
Consolidated income statement	162	Note 28 Post-retirement benefits	211
Consolidated statement of comprehensive income	163	Note 29 Directors’ and key management<br><br>personnel remuneration	217
Consolidated cash flow statement	164
Consolidated balance sheet	165
Consolidated statement of changes in equity	166	Our Group structure
		Note 30 Principal subsidiaries	218
Notes to the consolidated financial statements		Note 31 Principal joint operations	219
Our financial performance		Note 32 Entities accounted under the equity method	220
Note 1 Financial performance by segment	167	Note 33 Related-party transactions	222
Note 2 Earnings per ordinary share	169
Note 3 Dividends	169	Our equity
Note 4 Impairment charges net of reversals	170	Note 34 Share capital	223
Note 5 Acquisitions and disposals	175	Note 35 Other reserves and retained earnings	224
Note 6 Revenue by destination and product	177
Note 7 Net operating costs (excluding items<br><br>disclosed separately)	178	Other notes
		Note 36 Other provisions	225
Note 8 Exploration and evaluation expenditure	179	Note 37 Contingencies and commitments	226
Note 9 Finance income and finance costs	179	Note 38 Auditors’ remuneration	228
Note 10 Taxation	180	Note 39 Events after the balance sheet date	229
		Note 40 New standards issued but not yet effective	229
Our operating assets
Note 11 Goodwill	182	Report of Independent Registered Public<br><br>Accounting Firms	246
Note 12 Intangible assets	183
Note 13 Property, plant and equipment	185
Note 14 Close-down and restoration provisions	189	Additional financial Information
Note 15 Deferred taxation	193	Financial information by business unit	266
Note 16 Inventories	195	Alternative performance measures	269
Note 17 Receivables and other assets	196
Note 18 Trade and other payables	196
Our capital and liquidity
Note 19 Net debt	198
Note 20 Borrowings	198
Note 21 Leases	200
Note 22 Cash and cash equivalents	200
Note 23 Other financial assets and liabilities	201
Note 24 Financial instruments and risk management	202			Image: West Angelas iron ore mine, Australia.
---
Annual Report on Form 20-F 2024	154	riotinto.com
---	---	---

Financial statements

About Rio Tinto

In 1995, Rio Tinto plc, incorporated in the UK and listed on the

London and New York Stock Exchanges, and Rio Tinto Limited,

incorporated in Australia and listed on the Australian Securities

Exchange, formed a dual-listed companies structure (DLC). Under the

DLC, Rio Tinto plc and Rio Tinto Limited are viewed as a single

economic enterprise, with common boards of directors, and the

shareholders of both companies have a common economic interest in

the DLC. International Financial Reporting Standards-compliant

consolidated financial statements of the Rio Tinto Group are prepared

on this basis, with the interests of shareholders of both companies

presented as the equity interests of shareholders in the Rio Tinto

Group. This is in accordance with the principles and requirements of

International Financial Reporting Standards.

Rio Tinto’s business is finding, mining, and processing mineral

resources. Major products are iron ore, aluminium, copper, industrial

minerals (borates, titanium dioxide and salt) and diamonds. Activities

span the world and are strongly represented in Australia and North

America, with significant businesses in Asia, Europe, Africa and South

America.

Rio Tinto plc’s registered office is at 6 St James’s Square, London

SW1Y 4AD, UK. Rio Tinto Limited’s registered office is at Level 43,

120 Collins Street, Melbourne VIC 3000, Australia.

About the presentation of our consolidated

financial statements

All financial statement values are presented in US dollars (USD) and

rounded to the nearest million (US$m), unless otherwise stated.

Where applicable, comparatives have been adjusted to measure or

present them on the same basis as current-year figures.

Our financial statements for the year ended 31 December 2024 were

authorised for issue in accordance with a Directors’ resolution on

19 February 2025.

a. The basis of preparation

The financial information included in the financial statements for the

year ended 31 December 2024, and for the related comparative

periods, has been prepared:

–under the historical cost convention, as modified by the

revaluation of certain financial instruments, the impact of fair

value hedge accounting on the hedged items and the accounting

for post-employment assets and obligations

–on a going concern basis, management has prepared detailed

cash flow forecasts for at least 12 months and has updated life-of-

mine plan models with longer-term cash flow projections, which

demonstrate that we will have sufficient cash, other liquid

resources and undrawn credit facilities to enable us to meet our

obligations as they fall due

–to meet international accounting standards as issued by the

International Accounting Standards Board (IASB) and interpretations

issued from time to time by the IFRS Interpretations Committee (IFRS

IC), which are mandatory at 31 December 2024.

The above accounting standards and interpretations are collectively

referred to as “IFRS” in this report and contain the principles we use

to create our accounting policies. Where necessary, adjustments are

made to the locally reported assets, liabilities, and results of

subsidiaries, joint arrangements and associates to align their

accounting policies with ours for consistent reporting.

b.The basis of consolidation

The financial statements consolidate the accounts of Rio Tinto plc and

Rio Tinto Limited (together “the Companies”) and their respective

subsidiaries (together “the Rio Tinto Group”, “the Group”, “we”, “our”)

and include the Group’s share of joint arrangements and associates.

We consolidate subsidiaries where either of the companies controls

the entity. Control exists where either of the companies has: power

over the entities, that is, existing rights that give it the current ability to

direct the relevant activities of the entities (those that significantly

affect the companies’ returns); exposure, or rights, to variable returns

from its involvement with the entities; and the ability to use its power

to affect those returns. A list of principal subsidiaries is shown in note

30.

A joint arrangement is an arrangement in which 2 or more parties have

joint control. Joint control is the contractually agreed sharing of control

such that decisions about the relevant activities of the arrangement

(those that significantly affect the companies’ returns) require the

unanimous consent of the parties sharing control. We have 2 types of

joint arrangements: joint operations (JOs) and joint ventures (JVs). A JO

is a joint arrangement in which the parties that share joint control have

rights to the assets and obligations for the liabilities relating to the

arrangement. This includes situations where the parties benefit from the

joint activity through a share of the output, rather than by receiving a

share of the results of trading. For our JOs, we recognise: our share of

assets and liabilities; revenue from the sale of our share of the output

and our share of any revenue generated from the sale of the output by

the JO; and its share of expenses. All such amounts are measured in

accordance with the terms of the arrangement, which is usually in

proportion to our interest in the JO. These amounts are recorded in our

financial statements on the appropriate lines. Our principal JOs are

shown in note 31. A JV is a joint arrangement in which the parties that

share joint control have rights to the net assets of the arrangement. JVs

are accounted for using the equity accounting method.

An associate is an entity over which we have significant influence.

Significant influence is presumed to exist where there is neither

control nor joint control and the Group has over 20% of the voting

rights, unless it can be clearly demonstrated that this is not the case.

Significant influence can arise where we hold less than 20% of the

voting rights if we have the power to participate in the financial and

operating policy decisions affecting the entity. It also includes

situations of collective control.

We use the term “equity accounted units” (EAUs) to refer to

associates and JVs collectively. Under the equity accounting method,

the investment is recorded initially at cost to the Group, including any

goodwill on acquisition. In subsequent periods, the carrying amount of

the investment is adjusted to reflect the Group’s share of the EAUs’

retained post-acquisition profit or loss and other comprehensive

income. Our principal JVs and associates are shown in note 32.

In some cases, we participate in unincorporated arrangements and

have rights to our share of the assets and obligations for our share of

the liabilities of the arrangement rather than a right to a net return, but

we do not share joint control. In such cases, we account for these

arrangements in the same way as our joint operations, with all such

amounts measured in accordance with the terms of the arrangement,

which is usually in proportion to our interest in the arrangement.

All intragroup transactions and balances are eliminated

on consolidation.

Annual Report on Form 20-F 2024	155	riotinto.com

Financial statements

c.Materiality

Our Directors consider information to be material if correcting a misstatement, omission or obscuring could, in the light of surrounding

circumstances, reasonably be expected to change the judgement of a reasonable person relying on the financial statements. The Group

considers both quantitative and qualitative factors in determining whether information is material; the concept of materiality is therefore not

driven purely by numerical values.

When considering the potential materiality of information, management makes an initial quantitative assessment using thresholds based on

estimates of profit before taxation; for the year ended 31 December 2024 the quantitative threshold was US$700 million. However, other

considerations can result in a determination that lower values are material or, occasionally, that higher values are immaterial. These

considerations include whether a misstatement, omission or obscuring: masks a change or trend in key performance indicators; causes reported

key metrics to change from a positive to a negative value or vice versa; affects compliance with regulatory requirements or other contractual

requirements; could result in an increase to management’s compensation; or might conceal an unlawful transaction.

In assessing materiality, management also applies judgement based on its understanding of the business and its internal and external financial

statement users. The assessment will consider user expectations of numerical and narrative reporting. Sources used in making this assessment

would include, for example: published analyst consensus measures, experience gained in formal and informal dialogue with users (including

regulatory correspondence), and peer group benchmarking.

d.Summary of key judgements or other relevant judgements made in applying the accounting policies

The preparation of the financial statements requires management to use judgement in applying accounting policies and in making critical

accounting estimates.

These judgements and estimates are based on management’s best knowledge of the relevant facts and circumstances, having regard to

previous experience, but actual results may differ materially from the amounts included in the financial statements. Areas of judgement in the

application of accounting policies that have the most significant effect on the amounts recognised in the financial statements and key sources of

estimation uncertainty that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next

financial year are noted below. Further information is contained in the notes to the financial statements.

Summarised below are the key judgements that we have taken in the application of the Group’s accounting policies for 2024 and how they

compare to the prior year. Taking a different judgement over these matters could lead to a material impact on the 2024 financial statements.

More detail on the judgement can be found in the respective notes.

Key judgements	2024	2023	Context
Indicators of impairment and impairment<br><br>reversals (note 4)	a	a	Various cash-generating units of the Group that have been impaired or tested<br><br>for impairment in previous years, are at higher risk of impairment charge or<br><br>reversal in the future due to carrying value and recoverable amounts being<br><br>similar. Whilst we monitor all assets for impairment, these assets are<br><br>monitored more closely for indicators of further impairment or impairment<br><br>reversal as such adjustments would likely be material to our results.
Deferral of stripping costs (note 13)	a	a	The deferral of stripping costs is a key judgement in open-pit mining<br><br>operations as it impacts the amortisation base for these costs, calculated on a<br><br>units of production basis; this involves determining whether multiple pits are<br><br>considered separate or integrated operations, which in turn influences the<br><br>classification of stripping activities as pre-production or production phase. This<br><br>judgement relies on various factors that are based on the unique<br><br>characteristics and circumstances of each mine.
Estimation of asset lives (note 13)	a	a	The useful lives of major assets are often linked to the life of the orebody they<br><br>relate to, which is in turn based on the life-of-mine plan. Where the major<br><br>assets are not dependent on the life of a related orebody, management applies<br><br>judgement in estimating the remaining service potential of long-lived assets.<br><br>The accuracy of estimating these useful lives is essential for determining the<br><br>appropriate allocation of costs over time, reflecting the consumption of the<br><br>asset’s economic benefits.
Close-down, restoration and<br><br>environmental obligations (note 14)	a	a	Significant judgement is required to assess the possible extent of closure<br><br>rehabilitation work needed to fulfil the Group’s legal, statutory, and constructive<br><br>obligations, along with other commitments to stakeholders. This involves<br><br>leveraging our experience in evaluating available options and techniques to<br><br>meet these obligations, associated costs and their likely timing and, crucially,<br><br>determining when that estimate is sufficiently reliable to make or adjust a<br><br>closure provision.
Annual Report on Form 20-F 2024	156	riotinto.com
---	---	---

Financial statements

e.Key sources of estimation uncertainty

We define key sources of estimation uncertainty as accounting estimates that have a significant risk of causing a material adjustment to the

carrying amounts of assets and liabilities within the next financial year. We summarise below the most significant items and the rationale for their

identification. Relevant sensitivities are included within the indicated financial statement notes.

Key accounting estimates	2024	2023	Context
Estimation of the close-<br><br>down, restoration<br><br>and environmental cost<br><br>obligations (note 14)	a	a	Close-down, restoration and environmental obligations are based on cash flow projections derived from<br><br>studies that incorporate planned rehabilitation activities, cost estimates and discounting for the time<br><br>value. Closure studies are performed to a rolling schedule with increased frequency and engineering<br><br>accuracy for sites approaching end of life. Information from these studies can result in a material change<br><br>to the associated provisions. During the year, the most significant closure provision updates related to a<br><br>number of sites across the Pilbara. The provisions are based on reforecast cash flows, these are subject<br><br>to further study which could result in material adjustment in the near term.
Estimation of obligations for<br><br>post-employment costs<br><br>(note 28)	a	a	The value of the Group’s obligations for post-employment benefits is dependent on the amount of<br><br>benefits that are expected to be paid out, discounted to the balance sheet date. There is significant<br><br>estimation uncertainty pertaining to the most significant assumptions used in accounting for pension<br><br>plans, namely the discount rate, the long-term inflation rate and mortality rates.
Renewable power<br><br>purchase agreements<br><br>accounted for as<br><br>derivatives (note 24)	a	0	A discounted cash flow methodology is used to determine the fair value of the derivative.<br><br>Key inputs into the valuation model include forward electricity price curves, which are used to<br><br>forecast future floating cash flows, estimated electricity generation and credit-adjusted discount<br><br>rates. Long-term forward electricity prices are a source of a significant estimation uncertainty as<br><br>they are not readily available and may be impacted by renewable market developments, which<br><br>are presently unknown.

f.Currency

Other relevant judgements - identification of functional currency We present our financial statements in USD, as that presentation currency most reliably reflects the global business performance of the Group as a whole. The functional currency for each subsidiary, unincorporated arrangement, joint operation and equity accounted unit is the currency of the primary economic environment in which it operates. For businesses that reside in developed economies, the functional currency is generally the currency of the country in which it operates because of the dominance of locally incurred costs. If the business resides in an emerging economy, the USD is generally identified to be the functional currency as a higher proportion of costs, particularly imported goods and services, are agreed and paid in USD, in common with other international investors. Determination of functional currency involves judgement, and other companies may make different judgements based on similar facts. The determination of functional currency affects the measurement of non-current assets included in the balance sheet and, as a consequence, the depreciation and amortisation of those assets included in the income statement. It also impacts exchange gains and losses included in the income statement and in equity. We also apply judgement in determining whether settlement of certain intragroup loans is neither planned nor likely in the foreseeable future and, therefore, whether the associated exchange gains and losses can be taken to equity. During 2024, A$15,717 million (2023: A$15,102 million) of intragroup loans continued to meet these criteria; associated exchange gains and losses are taken to equity.

On consolidation, income statement items for each entity are translated from the functional currency into USD at the full-year average rate of

exchange, except for material one-off transactions, which are translated at the rate prevailing on the transaction date. Balance sheet items are

translated into USD at period-end exchange rates.

Exchange differences arising on the translation of the net assets of entities with functional currencies other than USD are recognised directly in

the currency translation reserve. These translation differences are shown in the statement of comprehensive income, with the exception of the

translation adjustment relating to Rio Tinto Limited’s share capital, which is shown in the statement of changes in equity.

Where an intragroup balance is, in substance, part of the Group’s net investment in an entity, exchange gains and losses on that balance are

taken to the currency translation reserve.

Except as noted above, or where exchange differences are deferred as part of a cash flow hedge, all other differences are charged or credited

to the income statement in the year in which they arise.

The principal exchange rates used in the preparation of the financial statements were:

	Full-year average			Year-end
One unit of local currency buys the following number of USD	2024	2023	2022	2024	2023	2022
Pound sterling	1.28	1.24	1.24	1.25	1.28	1.21
Australian dollar	0.66	0.66	0.69	0.62	0.69	0.68
Canadian dollar	0.73	0.74	0.77	0.70	0.76	0.74
Euro	1.08	1.08	1.05	1.04	1.11	1.07
South African rand	0.055	0.054	0.061	0.053	0.054	0.059
Annual Report on Form 20-F 2024	157	riotinto.com
---	---	---

Financial statements

g.Ore Reserves and Mineral Resources

A Mineral Resource is a concentration or occurrence of solid material

of economic interest in or on the Earth’s crust in such form, grade (or

quality), and quantity that there are reasonable prospects for eventual

economic extraction. An Ore Reserve is the economically mineable

part of a measured or indicated Mineral Resource.

The estimation of Ore Reserves and Mineral Resources requires

judgement to interpret available geological data and subsequently to

select an appropriate mining method and then to establish an

extraction schedule. At least annually, the Qualified Persons of the

Group (according to the Australasian Code for Reporting of

Exploration Results, Mineral Resources and Ore Reserves (the JORC

Code)), estimate Ore Reserves and Mineral Resources using

assumptions such as:

–available geological data

–expected future commodity prices and demand

–exchange rates

–production costs

–transport costs

–close-down and restoration costs

–recovery rates

–discount rates

–renewal of mining licences

With regard to our future commodity price assumptions, to calculate

our Ore Reserves and Mineral Resources for our filing on the

Australian Securities Exchange and London Stock Exchange, we use

prices generated by our Strategy and Economics team. For this Form

20-F, we use consensus price or historical pricing and comply with

subpart 1300 of Regulation S-K (SK-1300), instead of with the JORC

Code.

We use judgement as to when to include Mineral Resources in

accounting estimates, for example, the use of Mineral Resources in

our depreciation policy as described in note 13 and in the

determination of the date of closure as described in note 14.

There are many uncertainties in the estimation process and

assumptions that are valid at the time of estimation may change

significantly when new information becomes available. New

geological or economic data or unforeseen operational issues may

change estimates of Ore Reserves and Mineral Resources. This

could cause material adjustments in our financial statements to:

–depreciation and amortisation rates

–carrying values of intangible assets and property, plant and

equipment

–deferred stripping costs

–provisions for close-down and restoration costs

–recovery of deferred tax assets.

h.Impact of climate change on the Group

The impacts of climate change and the execution of our climate

change strategy on our financial statements are discussed below.

Strategy and approach to climate change

In 2021, we put the low-carbon transition at the heart of our business

strategy, setting a clear pathway to deliver long-term value as well as

ambitious targets to decarbonise our business.

Our target to reduce our net Scope 1 and 2 emissions by 15% by

2025, 50% by 2030 and to reach net zero emissions by 2050, all

relative to our 2018 equity baseline, remains unchanged. We have

now reduced gross operational emissions by 14% below our 2018

levels; and have a pipeline of projects and committed investments

that support our 2030 target. Our gross emissions reductions are

expected to be at least 40% by 2030, and the use of carbon credits

towards our target will be limited to 10% of our 2018 baseline. While

there is no universal standard for determining the alignment of targets

with the Paris Agreement goals, we concluded that our Scope 1 and 2

target for 2030 was aligned with efforts to limit warming to 1.5°C when

we set it in 2021. To reduce our decarbonisation footprint we focus on

renewable electricity, transitioning from diesel and our processing

emissions. Nature-based solutions (NbS) and carbon credits

complement our decarbonisation activities. To accelerate these

activities, in 2023 we established the Rio Tinto Energy and Climate

Team led by our Chief Decarbonisation Officer. To deliver our

decarbonisation target, we estimate that we will require around

US$5 billion to US$6 billion in capital investment between 2022 to

2030, unchanged from the prior year. This includes voluntary carbon

credits and investment in NbS projects but excludes the cost of

carbon credits bought for compliance purposes.

Our approach to addressing Scope 3 emissions is to engage with our

customers on climate change and work with them to develop and

scale up the technologies to decarbonise steel and aluminium

production.

Our forecast growth capital expenditure captures new growth

opportunities with a focus on materials that are expected to see

strong demand growth from the low-carbon transition. This includes

our investments in Simandou, Matalco, Rincon, Oyu Tolgoi and the

recent agreement to acquire Arcadium Lithium plc. Our budget for

central greenfield exploration mainly focuses on copper with a

growing battery materials program.

Decarbonisation investment is derived from the Group’s capital

allocation framework and aligned to our 2025 and 2030 Scope 1 and

2 emissions targets. Decarbonisation investment decisions are made

under a dedicated evaluation framework, which includes

consideration of the value of the investment and its impact on the cost

base, the level of abatement, the maturity of the technology, the

competitiveness of the asset and its policy context, and alternative

options on the pathway to net zero. Projects are also assessed

against our approach to a just transition, with consideration of the

impact on employees, local communities, and industry.

Annual Report on Form 20-F 2024	158	riotinto.com

Financial statements

Scenarios

We use scenarios to identify and assess climate-related risks and

opportunities that may affect our business in the medium to long term.

We do not undertake climate modelling ourselves, rather we

determine the approximate temperature outcomes in 2100 by

comparing the emissions pathways to 2050 in each of our scenarios

with the Shared Socio-Economic Pathways set out in the

Intergovernmental Panel on Climate Change Sixth Assessment

Report. We also consider the carbon budgets associated with

different temperature outcomes. Our scenario approach is reviewed

every year as part of our Group strategy engagement with the Board.

This year, we updated the scenario framework used to assess the

resilience of our business under different transition-related scenarios.

Our Conviction scenario is now our central case. In the prior year, our

central case comprised the Competitive Leadership and Fragmented

Leadership scenarios. The Conviction scenario underlies strategic

planning and portfolio investment decisions across the Group, is used

in commodity price forecasts, valuation models, reserves and

resources determination, and in determining estimates for assets and

liabilities in our financial statements. In the prior year, our central case

comprised the Competitive Leadership and Fragmented Leadership

scenarios. In this scenario, countries will decarbonise at a moderate

pace, real gross domestic product (GDP) grows at 2.5% between

2023-2050, but energy intensity of GDP reduces approximately 2.7%

per year due to sectoral shifts and greater efficiency. In Conviction,

climate policies become more ambitious and effective over time

resulting in a temperature rise of 2.1°C in 2100.

Resilience scenario, which limits temperature rises to around 2.5°C

by 2100, is a sensitivity analysis that is designed to test our annual

plan and investment proposals. Weaker governance, declining global

trade, and lower economic growth lead to less effective climate action.

Real GDP growth only averages 1.6% between 2023 and 2050.

Neither of the Conviction or Resilience scenarios above are

consistent with the expectation of climate policies required to

accelerate the global transition to meet the stretch goal of the Paris

Agreement. Despite global agreements on climate change reached in

Glasgow and Dubai, emissions today continue to rise, making the 1.5°C

goal of the Paris Agreement unlikely to be achieved. As our operational

emissions targets are in line with 1.5°C, so too are our decarbonisation

investment decisions. In 2022, we developed a Paris-aligned scenario,

referred to as the Aspirational Leadership scenario. The Aspirational

Leadership scenario reflects a world of high growth, significant social

change and accelerated climate action. The Aspirational Leadership

scenario is a commodity sales price and carbon cost sensitivity, with

all other inputs remaining equal to our central case. It is built by

design to reach net zero emissions globally by 2050 and helps us

better understand the pathways to meet the Paris Agreement goal,

and what this could mean for our business. We do not use the

Aspirational Leadership scenario in our broader strategic or investment

decision-making.

Importantly, none of the above scenarios are considered a definitive

representation for our assessment of the future impact of climate

change on the Group. To assess transition risk, we use market

analysis for our short-term outlook, and our Conviction and Resilience

scenarios for our medium- to long-term assessment. For physical

risks, we use an intermediate and high emissions scenario. Scenario

modelling has inherent limitations and, by its nature, allows a range of

possible outcomes to be considered where it is impossible to predict

which outcome is likely.

In addition, as our macroeconomic modelling involves a range of

variables, isolating and measuring the impact of specific climate risks

and opportunities is challenging. We do not publish the commodity

price forecasts associated with these scenarios, as to do so would

weaken our position in commercial negotiations and might give rise to

concerns from other market participants.

Low-carbon transition risks and opportunities, financial

resilience of our portfolio

The low-carbon transition is at the heart of our strategy. This mitigates

risks associated with stricter carbon regulations and changing

consumer preferences and positions us to capitalise on the growing

demand for transition materials. With higher GDP growth and a faster

low-carbon transition, our economic performance is stronger in

Conviction than in Resilience. Higher carbon penalties and the

potential impact on demand for mid and lower grade iron ore result in

weaker economic performance in Aspirational Leadership than in

Conviction. Overall, the economic performance of our portfolio would

be stronger in scenarios with higher GDP growth and proactive

climate action, and is resilient under scenarios aligned with 1.5°C,

2.1°C and 2.5°C outcomes.

We carefully monitor and manage transition risks linked to our

operational Scope 1 and 2 emissions and value-chain Scope 3

emissions. In particular, we expect the decarbonisation of our assets

to benefit from the implementation of new technologies. The pace of

technological development is uncertain, which could delay or increase

the cost of our decarbonisation efforts.

Physical risk impacts

In 2022, we launched the Physical Resilience Program across the

Group, starting with the asset-level resilience assessment in the

Pilbara and Saguenay-Lac-St-Jean. We continue to make progress in

a Group-wide, top-down assessment to further understand the risks

and opportunities associated with physical climate change and to

quantify any financial impacts, in addition to the site-specific, bottom-

up assessments, which will continue in the foreseeable future. Asset-

level resilience assessments conducted to date as part of a broader

multi-year program, as well as our ongoing review processes,

including impairment assessments, have not identified any material

accounting impacts to date. For example, no write-offs were

necessary in the Pilbara, where certain infrastructure assets, such as

transmission lines, that have reached the end of their natural lives are

being replaced with climate-resilient infrastructure. In 2024, we

continued to make progress on the climate-resilience assessment

process for our tailings storage facilities, enhanced our water risk

management, and operationalised analytics that provide real-time

natural-hazard monitoring for 50% of our supply chain.

In addition, we do not foresee the renewal of our contractual water

rights in Canada that have been classified as indefinite-lived

intangible assets to be at risk from climate change (note 12). Further,

closure planning considers future climate change projections at each

step of the process to support safe and appropriate final landform

design.

Annual Report on Form 20-F 2024	159	riotinto.com

Financial statements

NbS and carbon credits

While prioritising emissions reductions at our operations, we are also

investing in high-integrity NbS in the regions where we operate that

can bring benefits to people, nature and climate. We will voluntarily

retire associated carbon credits to complement the decarbonisation

investment, but will limit the use of voluntary and compliance offsets

towards our 2030 climate target to up to 10% of our 2018 baseline

emissions. We source carbon credits in three ways: we develop new

projects, invest in and scale up existing projects, and source high-

quality carbon credits through spot carbon credit purchases and long-

term offtake agreements. This will complement our abatement project

portfolio and support our compliance with carbon pricing regulation

such as the Safeguard Mechanism in Australia. In 2024, we finalised

offtake agreements for high-quality human-induced regeneration

(HIR), as well as with savanna fire management project developers,

and progressed feasibility studies on other projects.

In 2024, we purchased US$50 million (2023: US$61 million) of carbon

credits. They have been acquired for our own use and are accounted

for as intangible assets (note 12).

Accounting impacts from executing our strategy

Global decarbonisation and the world’s energy transition continue to

evolve, with the potential to materially impact our future financial

results as our significant accounting judgements and key estimates

are updated to reflect prevailing circumstances. In response, carrying

values of assets and liabilities could be materially affected in future

periods. Our current strategy and approach to decarbonise our

operations and achieve our Scope 1 and 2 emissions targets are

considered in our significant judgements and key estimates reflected

in these financial results.

Progressing our strategy to grow in materials needed for the

low-carbon transition

As part of our strategy to grow in materials essential for the energy

transition, we approved “notice to proceed” for the Simandou high-

grade iron ore project in Guinea and the Rincon lithium project in

Argentina (note 12). We have also continued to invest in our copper

portfolio. These projects follow our existing accounting policies on

undeveloped properties and cost capitalisation. In 2024 we also

announced a definitive agreement to acquire Arcadium Lithium plc

(note 5).

In 2023, we entered into an agreement with Giampaolo Group to form

the Matalco joint venture, equity accounted, to meet a growing

demand for recycled aluminium solutions, and invested in a copper

project known as Nuevo Cobre, accounted for as an investment in a

partially owned subsidiary (note 5).

Decarbonising our portfolio

As part of our decarbonisation programs, we invested US$283 million

(2023: US$191 million) comprising capital projects, investments and

carbon credits referred to above, capitalised on balance sheet. Our

operating expenditure on Scope 1, 2 and 3 energy efficient initiatives

and research and development (R&D) costs, inclusive of our equity

share of R&D related to ELYSISTM, was US$306 million (2023:

US$234 million), recognised in the income statement (note 7). Our

capital commitments at the end of 2024 relating to decarbonisation

totalled US$114 million (2023: US$123 million) and included the

Amrun renewable PPA classifed as a lease not yet commenced (note

37).

We invested US$89 million (2023: US$36 million) in entities

specialising in decarbonisation and related technology, accounted for

as financial assets, such as the Silva Carbon Origination Fund, a

developer of high integrity Australian Carbon Credit Units (ACCUs) and

I-Pulse, a developer of decarbonisation applications. In 2023, this

included an investment in Australian Integrated Carbon (AIC), a

leading developer of high-quality carbon credits, which is an equity

accounted unit.

Given the significant investments we are making to abate our carbon

emissions, we have considered the potential for asset obsolescence,

with a particular focus on our Pilbara operations where we are building

our own renewable assets and are prioritising investment in renewables

to switch away from natural gas power generation. No material changes

to useful economic lives have been identified in the current year as the

assets are expected to be required for the transition (note 13). As the

renewable projects progress, it is possible that such adjustments may

be identified in the future.

Large-scale renewable power purchase agreements (PPAs) require

judgement to determine the appropriate accounting treatment and

may result in a lease, a derivative or an executory contract depending

on contractual terms (refer to note 21 for further information on

significant judgements in lease assessment). The renewable solar

and wind PPAs at Richards Bay Minerals (RBM) are accounted for on

an accrual basis as energy is produced, while the renewable offtake

arrangements at QIT Madagascar Minerals (QMM) and Amrun are

leases.

As part of the program to develop renewable energy solutions for our

Queensland aluminium assets, we entered into 2 long-term

renewable 2.2GW PPAs: the Upper Calliope solar farm and the

Bungaban wind farm, at the end of 2023 and in 2024 respectively, to

buy renewable electricity and associated green products to be

generated in the future. In 2024, our New Zealand Aluminium

Smelters signed long-term PPAs with electricity generators for a total

of 572MW of hydro electricity. We also signed the Monte Cristo Wind

PPA in the US, which will account for about 20% of Kennecott Scope

2 emissions abatement. These contracts are recorded as level 3

financial derivatives, with net unrealised losses of US$111 million

recognised in the current year (2023: US$nil) (note 24 (iv)). These

derivatives require complex measurement over the contract’s term,

with inputs such as unobservable long-term energy prices being key

sources of estimation of uncertainty (note e).

No adjustments to useful lives of the existing fleet have been identified

to date as a result of planned mining fleet electrification in the Pilbara.

The solutions are still in development or pilot stages and the gradual

fleet replacement is intended to be part of the normal lifecycle renewal of

trucks. Depending on technological development, which is highly

uncertain, this could lead to accelerated depreciation in the future.

Similarly, our target to have net zero vessels in our portfolio by 2030 has

not given rise to accounting adjustments to date, as the replacement is

planned as part of the lifecycle renewal. The expenditure on our own

carbon abatement projects and technology advancements follows

existing accounting policies on cost capitalisation, research and

development costs.

Annual Report on Form 20-F 2024	160	riotinto.com

Financial statements

Impairment - sensitivities to climate change

In our impairment review process we consider the risks associated

with climate change.

The Gladstone alumina refineries are responsible for more than half

of our Scope 1 carbon dioxide emissions in Australia and therefore

have been a key focus as we evaluate options to decarbonise our

assets. In 2023, we recorded an impairment of Queensland Alumina

Limited (QAL) refinery with the recoverable amount largely dependent

upon the double digestion project, which was at the pre-feasibility

study stage of project evaluation. This major capital project improves

the energy efficiency of the alumina production process and

significantly reduces carbon emissions. In 2024, continued studies for

this project have indicated an increased capital cost compared with

our previous assumption and therefore we recognised further

impairment and provided a sensitivity to the cost of carbon credits

(note 4). Following the impairment in 2022, we continue to evaluate

lower emission power solutions for the Boyne smelter that could

extend its life to at least 2040. In such circumstances, the net present

value of the forecast future cash flows could support the reversal of

past impairments.

As noted above, we anticipate increased demand for copper in the

low-carbon transition. Whilst we have tested Rio Tinto Kennecott

cash-generating unit for impairment utilising our Conviction price

assumptions, that are not aligned with the goals of the Paris

Agreement, we have also provided a sensitivity using our Paris-

aligned Aspirational Leadership scenario (note 4).

Under the Aspirational Leadership scenario, which is not used in the

preparation of these financial statements, nor for budgeting purposes,

the economic performance of copper and aluminium is expected to be

stronger under supply and demand forward-pricing curves, which we

believe will be consistent with the Paris Agreement. It is possible

therefore, under certain conditions, that historical impairments

associated with these assets could reverse.

In the Aspirational Leadership scenario, the prices for lower-grade

iron ore are supported in the medium term by an assumed underlying

increase in GDP-driven demand. However, in the longer term, we

assume the pricing for lower-grade iron ore to be weaker than in our

Conviction scenario and will depend on the development of low-

carbon steel technology, the pace of which is uncertain, but is

expected to be offset by higher prices for higher-grade iron ore. As

was the case in the prior year, this is very unlikely to give rise to

impairment triggers in the short- to medium-term, due to the high

returns on capital employed in the Pilbara and the slow deployment of

low-carbon steel technology.

Use of Paris-aligned accounting

Forecast commodity prices, including carbon prices, incorporated into

our Conviction scenario are used to inform critical accounting

estimates included as inputs to impairment testing, estimation of

remaining economic life for units of production depreciation and

discounting closure and rehabilitation provisions. These prices

represent our best estimate of actual market outcomes based on the

range of future economic conditions regarding matters largely outside

our control, as required by IFRS. As the Conviction scenario does not

represent the Group’s view of the goals of the Paris Agreement, our

commodity price assumptions used in accounting estimates are not

consistent with the expectation of climate policies required to

accelerate the global transition to meet the goals of the Paris

Agreement. As described above, we use our Aspirational Leadership

scenario to help us better understand the pathways to meet the Paris

Agreement goal, and what this could mean for our business.

Closure dates and cost of closure are also sensitive to climate

assumptions, including precipitation rates, but no material changes

have been identified in the year specific to climate change that would

require a material revision to the provisions in 2024. For those

commodities with higher forward price curves under the Aspirational

Leadership scenario, it may be economical to mine lower mineral

grades, which could result in the conversion of additional Mineral

Resources to Ore Reserves and therefore longer dated closure.

We completed the divestments of our coal businesses in 2018 and no

longer mine coal, but retained a contingent royalty income from these

divestments. Recent favourable coal prices exceeded contractual

benchmark levels and resulted in the cash royalty receipt of

US$45 million during 2024 (2023: US$38 million). We also carry

royalty receivables of US$252 million on our balance sheet at

31 December 2024 (2023: US$214 million), measured at fair value

(note 24). The fair value of this balance may be adversely impacted in

the future by a faster pace of transition to a low-carbon economy, but

this impact is not expected to be material.

Overall, based on the Aspirational Leadership scenario pricing

outcomes, and with all other assumptions remaining consistent with

those applied to our 2024 financial statements, we do not currently

envisage a material adverse impact of the 1.5°C Paris-aligned

sensitivity on asset carrying values, remaining useful life, or closure

and rehabilitation provisions for the Group. It is possible that other

factors may arise in the future, which are not known today, that may

impact this assessment.

Additional commentary on the impact of climate change on our

business is included in the following notes:

Financial reporting considerations and sensitivities related to climate change	Page
Recoverable value of our assets, asset obsolescence, impairment and use of sensitivities (note 4)	172-173
Operating expenditure spend on decarbonisation (note 7 - footnote (h))	178
Water rights - climate impact on indefinite life (note 12)	184
Carbon abatement spend on procurement of carbon units and renewable energy certificates (note 12 - footnote (a))	184
Estimation of asset lives (note 13)	186
Additions to property, plant and equipment with a primary purpose of reducing carbon emissions (note 13 - footnote (d))	188
Useful economic lives of power generating assets (note 13)	189
Close-down, restoration and environmental cost (note 14)	192
Renewable PPAs accounted for as derivatives (note 24 (iv))	204
Coal royalty receivables (note 24)	207
Decarbonisation capital commitments (note 37)	227
Annual Report on Form 20-F 2024	161	riotinto.com
---	---	---

Financial statements

i.New standards issued and effective in the current

year

Our financial statements have been prepared on the basis of accounting

policies consistent with those applied in the financial statements for the

year ended 31 December 2023, except for the accounting requirements

set out below, effective as at 1 January 2024.

Classification of liabilities as current or non-current liabilities

with covenants (Amendments to IAS 1 “Presentation of Financial

Statements”)

We adopted the Amendments to IAS 1 which specify the

requirements for classifying liabilities as either current or

non-current. The amendments clarify that a right to defer the

settlement must exist at the end of the reporting period and that

classification is unaffected by the likelihood that an entity will exercise

its deferral right. In addition, a requirement has been introduced

whereby an entity must disclose when a liability arising from a loan

agreement is classified as non-current and the entity’s right to defer

settlement is contingent on compliance with future covenants within

12 months. The amendments do not have a material impact on the

Group.

Refer to note 20 for additional disclosures made in relation to

Amendments to IAS 1.

Lease liability in a sale and leaseback (Amendments to IFRS 16

“Leases”)

We adopted the Amendments to IFRS 16 which specify the

requirements that a seller-lessee uses in measuring the lease liability

arising in a sale and leaseback transaction. The amendments do not

have an impact on the Group.

Supplier finance arrangements (Amendments to IAS 7

“Statement of Cash Flows” and IFRS 7 “Financial Instruments:

Disclosures”)

We adopted the Amendments to IAS 7 and IFRS 7 which clarify the

characteristics of supplier finance arrangements and require

additional disclosure of such arrangements. The amendments

respond to the investors’ need for more information about supplier

finance arrangements to be able to assess how these arrangements

affect an entity’s liabilities, cash flows and liquidity risk. As a result of

the adoption of the amendments, we provided new disclosures for

liabilities under supplier finance arrangements as well as the

associated cash flows in note 18 and note 24 (i). These amendments

did not have a material impact on the amounts recognised in prior and

the current period.

The Organisation for Economic Co-operation and Development’s

(OECD) Pillar Two Rules

For the year ended 31 December 2023, we adopted the amendments

to IAS 12, issued in May 2023, which provide a temporary mandatory

exception from the requirement to recognise and disclose information

on deferred tax assets and liabilities related to enacted or

substantively enacted law that implements Pillar Two income taxes.

Pillar Two was substantively enacted in the United Kingdom on 20

June 2023, with application from 1 January 2024. Exposure to

additional taxation under Pillar Two is immaterial to the Group (note

10).

Annual Report on Form 20-F 2024	162	riotinto.com

Financial statements | Consolidated primary statements

Consolidated income statement

Years ended 31 December

	Note	2024<br><br>US$m	2023<br><br>US$m	2022<br><br>US$m
Consolidated operations
Consolidated sales revenue	1, 6	53,658	54,041	55,554
Net operating costs (excluding items disclosed separately)	7	(37,745)	(37,052)	(34,770)
Net impairment (charges)/reversals	4	(538)	(936)	150
Gains/(losses) on consolidation and disposal of interests in businesses	5	1,214	–	(105)
Exploration and evaluation expenditure (net of profit from disposal of interests in undeveloped projects)	8	(936)	(1,230)	(896)
Operating profit		15,653	14,823	19,933
Share of profit after tax of equity accounted units		838	675	777
Impairment of investments in equity accounted units	4	–	–	(202)
Profit before finance items and taxation		16,491	15,498	20,508
Finance items
Net exchange gains/(losses) on external net debt and intragroup balances		322	(251)	253
Losses on derivatives not qualifying for hedge accounting		(92)	(54)	(424)
Finance income	9	514	536	179
Finance costs	9	(763)	(967)	(335)
Amortisation of discount on provisions	14, 36	(857)	(977)	(1,519)
		(876)	(1,713)	(1,846)
Profit before taxation		15,615	13,785	18,662
Taxation	10	(4,041)	(3,832)	(5,614)
Profit after tax for the period		11,574	9,953	13,048
– attributable to owners of Rio Tinto (net earnings)		11,552	10,058	12,392
– attributable to non-controlling interests		22	(105)	656
Basic earnings per share	2	711.7c	620.3c	765.0c
Diluted earnings per share	2	707.2c	616.5c	760.4c

The notes on pages 154 to 161 and pages 167 to 229 are an integral part of these consolidated financial statements.

Annual Report on Form 20-F 2024	163	riotinto.com

Financial statements | Consolidated primary statements

Consolidated statement of comprehensive income

Years ended 31 December

	Note	2024<br><br>US$m	2023<br><br>US$m	2022<br><br>US$m
Profit after tax for the year		11,574	9,953	13,048
Other comprehensive (loss)/income
Items that will not be reclassified to the income statement:
Remeasurement gains/(losses) on pension and post-retirement healthcare plans	28	83	(461)	578
Changes in the fair value of equity investments held at fair value through other comprehensive income (FVOCI)		–	(24)	–
Tax relating to these components of other comprehensive income	10	(22)	152	(123)
Share of other comprehensive income/(loss) of equity accounted units, net of tax		4	(3)	5
		65	(336)	460
Items that have been/may be subsequently reclassified to the income statement:
Currency translation adjustment(a)		(3,391)	644	(2,399)
Currency translation on operations disposed of, transferred to the income statement		(27)	–	105
Fair value movements:
– Cash flow hedge gains/(losses)		13	30	(167)
– Cash flow hedge losses/(gains) transferred to the income statement		17	(39)	106
Net change in costs of hedging reserve	35	4	5	4
Tax relating to these components of other comprehensive loss	10	(10)	1	21
Share of other comprehensive (loss)/income of equity accounted units, net of tax		(45)	14	(27)
		(3,439)	655	(2,357)
Total other comprehensive (loss)/income for the year, net of tax		(3,374)	319	(1,897)
Total comprehensive income for the year		8,200	10,272	11,151
– attributable to owners of Rio Tinto		8,375	10,335	10,649
– attributable to non-controlling interests		(175)	(63)	502

(a)Excludes a currency translation charge of US$317 million (2023: gain of US$47 million; 2022: charge of US$240 million) arising on Rio Tinto Limited’s share capital for the year ended

31 December 2024, which is recognised in the consolidated statement of changes in equity. Refer to the consolidated statement of changes in equity on page 166.

The notes on pages 154 to 161 and pages 167 to 229 are an integral part of these consolidated financial statements.

Annual Report on Form 20-F 2024	164	riotinto.com

Financial statements | Consolidated primary statements

Consolidated cash flow statement

Years ended 31 December

	Note	2024<br><br>US$m	2023<br><br>US$m	2022<br><br>US$m
Cash flows from consolidated operations(a)		19,859	20,251	23,158
Dividends from equity accounted units		1,067	610	879
Cash flows from operations		20,926	20,861	24,037
Net interest paid		(685)	(612)	(573)
Dividends paid to holders of non-controlling interests in subsidiaries		(477)	(462)	(421)
Tax paid		(4,165)	(4,627)	(6,909)
Net cash generated from operating activities		15,599	15,160	16,134
Cash flows from investing activities
Purchases of property, plant and equipment and intangible assets(b)	1	(9,621)	(7,086)	(6,750)
Sales of property, plant and equipment and intangible assets		30	9	–
Acquisitions of subsidiaries, joint ventures and associates(b)	5	(346)	(834)	(850)
Disposals of subsidiaries, joint ventures, joint operations and associates	5	427	–	80
Purchases of financial assets		(113)	(39)	(55)
Sales of financial assets(c)		677	1,220	892
Net funding of equity accounted units(b)		(784)	(144)	(75)
Other investing cash flows		136	(88)	51
Net cash used in investing activities		(9,594)	(6,962)	(6,707)
Cash flows before financing activities		6,005	8,198	9,427
Cash flows from financing activities
Equity dividends paid to owners of Rio Tinto	3	(7,025)	(6,470)	(11,727)
Proceeds from additional borrowings, net of issue costs	19, 20	261	1,833	321
Repayment of borrowings and associated derivatives	19, 20	(860)	(310)	(790)
Lease principal payments	19	(455)	(426)	(374)
Proceeds from issue of equity to non-controlling interests(b)		1,574	127	86
Purchase of non-controlling interest	5, 36	(591)	(33)	(2,961)
Other financing cash flows		2	2	(28)
Net cash used in financing activities		(7,094)	(5,277)	(15,473)
Effects of exchange rates on cash and cash equivalents		(99)	(23)	15
Net (decrease)/increase in cash and cash equivalents		(1,188)	2,898	(6,031)
Opening cash and cash equivalents less overdrafts		9,672	6,774	12,805
Closing cash and cash equivalents less overdrafts	22	8,484	9,672	6,774	Notes to the consolidated cash flow statement
---	---	---	---	---
(a) Cash flows from consolidated operations	Note	2024<br><br>US$m	2023<br><br>US$m	2022<br><br>US$m
Profit after tax for the year		11,574	9,953	13,048
Adjustments for:
– Taxation		4,041	3,832	5,614
– Finance items		876	1,713	1,846
– Share of profit after tax of equity accounted units		(838)	(675)	(777)
– (Gains)/losses on consolidation and disposal of interests in businesses	5	(1,214)	–	105
– Impairment charges of investments in equity accounted units after tax	4	–	–	202
– Net impairment charges/(reversals)	4	538	936	(150)
– Depreciation and amortisation		5,918	5,334	5,010
– Provisions (including exchange differences on provisions)		398	1,470	1,006
Utilisation of other provisions	36	(94)	(104)	(176)
Utilisation of provisions for close-down and restoration	14	(1,142)	(777)	(609)
Utilisation of provisions for post-retirement benefits and other employment costs	26	(133)	(277)	(254)
Change in inventories		205	(422)	(1,185)
Change in receivables and other assets		(202)	(418)	20
Change in trade and other payables		54	(86)	700
Other items(d)		(122)	(228)	(1,242)
		19,859	20,251	23,158

(b)In 2024, our net cash outflow in relation to the Simandou iron ore project was US$1.3 billion. This includes cash outflows of US$1,831 million for purchase of property, plant and equipment,

US$313 million as acquisition of associates for WCS Rail and Port, and US$652 million as net funding of equity accounted units for the subsequent funding of that shared infrastructure. We

received related cash inflows of US$1,505 million from Chalco Iron Ore Holdings Ltd (CIOH) for cash calls by SimFerJersey Limited, of which US$411 million relates to CIOH’s share of

expenditure incurred up until the end of December 2023 to progress critical works.

(c)In 2024, we received net proceeds of US$675 million (2023: US$1,157 million and 2022: US$352 million) from our sales and purchases of investments within a separately managed portfolio

of fixed income instruments. Refer to note 19 for details. Purchases and sales of these securities are reported on a net cash flow basis within “Sales of financial assets” or “Purchases of

financial assets” depending on the overall net position at each reporting date.

(d)In 2024, Other items includes the recognition of realised losses of US$88 million on currency forwards not designated as hedges (2023: realised losses US$57 million, 2022: realised losses

US$459 million). In 2022, other items also included the deduction of the US$432 million relating to the gain recognised on sale of the Cortez royalty shown in “Sale of financial assets”.

The notes on pages 154 to 161 and pages 167 to 229 are an integral part of these consolidated financial statements.

Annual Report on Form 20-F 2024	165	riotinto.com

Financial statements | Consolidated primary statements

Consolidated balance sheet

At 31 December

	Note	2024<br><br>US$m	2023<br><br>US$m
Non-current assets
Goodwill	11	727	797
Intangible assets	12	2,804	4,389
Property, plant and equipment	13	68,573	66,468
Investments in equity accounted units		4,837	4,407
Inventories	16	222	214
Deferred tax assets	15	4,016	3,624
Receivables and other assets	17	1,397	1,659
Other financial assets	23	1,090	481
		83,666	82,039
Current assets
Inventories	16	5,860	6,659
Receivables and other assets	17	4,241	3,945
Tax recoverable		105	115
Other financial assets	23	419	1,118
Cash and cash equivalents	22	8,495	9,673
		19,120	21,510
Total assets		102,786	103,549
Current liabilities
Borrowings	20	(180)	(824)
Leases	21	(354)	(345)
Other financial liabilities	23	(112)	(273)
Trade and other payables	18	(8,178)	(8,238)
Tax payable		(585)	(542)
Close-down, restoration and environmental provisions	14	(1,183)	(1,523)
Provisions for post-retirement benefits and other employment costs	26	(359)	(361)
Other provisions	36	(792)	(637)
		(11,743)	(12,743)
Non-current liabilities
Borrowings	20	(12,262)	(12,177)
Leases	21	(1,059)	(1,006)
Other financial liabilities	23	(591)	(513)
Trade and other payables	18	(543)	(596)
Tax payable		(28)	(31)
Deferred tax liabilities	15	(2,635)	(2,584)
Close-down, restoration and environmental provisions	14	(14,548)	(15,627)
Provisions for post-retirement benefits and other employment costs	26	(1,097)	(1,197)
Other provisions	36	(315)	(734)
		(33,078)	(34,465)
Total liabilities		(44,821)	(47,208)
Net assets		57,965	56,341
Capital and reserves
Share capital
– Rio Tinto plc	34	207	207
– Rio Tinto Limited	34	3,060	3,377
Share premium account		4,326	4,324
Other reserves	35	5,114	8,328
Retained earnings	35	42,539	38,350
Equity attributable to owners of Rio Tinto		55,246	54,586
Attributable to non-controlling interests		2,719	1,755
Total equity		57,965	56,341

The notes on pages 154 to 161 and pages 167 to 229 are an integral part of these consolidated financial statements.

The financial statements on pages 154 to 229 were approved by the Directors on 19 February 2025 and signed on their behalf by

Dominic Barton<br><br>Chair	Jakob Stausholm<br><br>Chief Executive	Peter Cunningham<br><br>Chief Financial Officer
Annual Report on Form 20-F 2024	166	riotinto.com
---	---	---

Financial statements | Consolidated primary statements

Consolidated statement of changes in equity

Years ended 31 December

Year ended 31 December 2024	Attributable to owners of Rio Tinto
	Share<br><br>capital<br><br>(note 34)<br><br>US$m	Share<br><br>premium<br><br>account<br><br>US$m	Other<br><br>reserves<br><br>(note 35)<br><br>US$m	Retained<br><br>earnings<br><br>(note 35)<br><br>US$m	Total<br><br>US$m	Non-<br><br>controlling<br><br>interests<br><br>US$m	Total<br><br>equity<br><br>US$m
Opening balance	3,584	4,324	8,328	38,350	54,586	1,755	56,341
Total comprehensive income for the year(a)	–	–	(3,242)	11,617	8,375	(175)	8,200
Currency translation arising on Rio Tinto Limited’s share capital	(317)	–	–	–	(317)	–	(317)
Dividends (note 3)	–	–	–	(7,025)	(7,025)	(528)	(7,553)
Newly consolidated operation (note 5)	–	–	–	–	–	5	5
Own shares purchased from Rio Tinto shareholders to satisfy share<br><br>awards to employees(b)	–	–	(44)	(13)	(57)	–	(57)
Change in equity interest held by Rio Tinto	–	–	–	(468)	(468)	88	(380)
Treasury shares reissued and other movements	–	2	–	–	2	–	2
Equity issued to holders of non-controlling interests	–	–	–	–	–	1,574	1,574
Employee share awards charged to the income statement	–	–	72	78	150	–	150
Closing balance	3,267	4,326	5,114	42,539	55,246	2,719	57,965
Year ended 31 December 2023	Attributable to owners of Rio Tinto
	Share capital<br><br>(note 34)<br><br>US$m	Share<br><br>premium<br><br>account<br><br>US$m	Other<br><br>reserves<br><br>(note 35)<br><br>US$m	Retained<br><br>earnings<br><br>(note 35)<br><br>US$m	Total<br><br>US$m	Non-<br><br>controlling<br><br>interests<br><br>US$m	Total<br><br>equity<br><br>US$m
Opening balance	3,537	4,322	7,755	35,020	50,634	2,107	52,741
Total comprehensive income for the year(a)	—	–	585	9,750	10,335	(63)	10,272
Currency translation arising on Rio Tinto Limited’s share capital	47	–	–	–	47	–	47
Dividends (note 3)	–	–	–	(6,466)	(6,466)	(462)	(6,928)
Newly consolidated operation (note 5)	–	–	—	—	—	33	33
Own shares purchased from Rio Tinto shareholders to satisfy share<br><br>awards to employees(b)	–	–	(78)	(17)	(95)	–	(95)
Change in equity interest held by Rio Tinto	–	–	–	(13)	(13)	13	–
Treasury shares reissued and other movements	–	2	–	–	2	–	2
Equity issued to holders of non-controlling interests	–	–	–	—	—	127	127
Employee share awards charged to the income statement	–	–	66	76	142	–	142
Closing balance	3,584	4,324	8,328	38,350	54,586	1,755	56,341
Year ended 31 December 2022	Attributable to owners of Rio Tinto
	Share capital<br><br>(note 34)<br><br>US$m	Share<br><br>premium<br><br>account<br><br>US$m	Other<br><br>reserves<br><br>(note 35)<br><br>US$m	Retained<br><br>earnings<br><br>(note 35)<br><br>US$m	Total<br><br>US$m	Non-<br><br>controlling<br><br>interests<br><br>US$m	Total<br><br>equity<br><br>US$m
Opening balance	3,777	4,320	9,976	33,857	51,930	5,166	57,096
Total comprehensive income for the year(a)	–	–	(2,193)	12,842	10,649	502	11,151
Currency translation arising on Rio Tinto Limited's share capital	(240)	–	–	–	(240)	–	(240)
Dividends (note 3)	–	–	–	(11,716)	(11,716)	(421)	(12,137)
Own shares purchased from Rio Tinto shareholders to satisfy share<br><br>awards to employees(b)	–	–	(84)	(16)	(100)	–	(100)
Change in equity interest held by Rio Tinto	–	–	–	701	701	(3,907)	(3,206)
Treasury shares reissued and other movements	–	2	–	–	2	–	2
Equity issued to holders of non-controlling interests	–	–	–	(711)	(711)	797	86
Employee share awards charged to the income statement	–	–	56	63	119	—	119
Transfers and other movements	–	–	—	—	—	(30)	(30)
Closing balance	3,537	4,322	7,755	35,020	50,634	2,107	52,741

(a)Refer to the consolidated statement of comprehensive income for further details. Adjustments to other reserves include currency translation attributable to owners of Rio Tinto, other than that

arising on Rio Tinto Limited’s share capital.

(b)Net of contributions received from employees for share awards.

The notes on pages 154 to 161 and pages 167 to 229 are an integral part of these consolidated financial statements.

Annual Report on Form 20-F 2024	167	riotinto.com

Financial statements

Notes to the consolidated financial statements

Our financial performance

We use a number of measures, including segmental revenue, underlying EBITDA, and capital expenditure to provide us with a greater

understanding of our operations’ underlying business performance, including revenue generation, productivity and cost management, on a

comparable basis between reporting years.

1 Financial performance by segment

Our management structure is based on product groups (PG) together with global support functions whose leaders make up the Executive

Committee. The Executive Committee members each report directly to our Chief Executive who is the chief operating decision maker (CODM)

and is responsible for allocating resources and assessing performance of the operating segments. The CODM’s primary measure of profit is

underlying EBITDA (as defined on page 168).

Our reportable segments are as follows.

Reportable segment	Principal activities
Iron Ore	Iron ore mining and salt and gypsum production in Western Australia.
Aluminium	Bauxite mining; alumina refining; aluminium smelting and recycling.
Copper	Mining and refining of copper, gold, silver, molybdenum, other by-products and exploration activities.
Minerals	Includes mining and processing of borates, titanium dioxide feedstock and iron concentrate and pellets from the Iron Ore<br><br>Company of Canada. Also includes diamond mining, sorting and marketing and development projects for battery materials, such<br><br>as lithium.

Management responsibility during the build phase of the Simandou iron ore project falls under the Chief Technical Officer, Mark Davies. Whilst

this is classified as “Other operations”,and sits below reportable segments, we have shown this separately due to the significance of funding and

spend during the year following notice to proceed. Accountability for Rio Tinto Guinea, our in-country external affairs office remains with Bold

Baatar, and has therefore moved from the Copper product group to “Other operations” following his change in role to Chief Commercial Officer.

Accordingly, prior period amounts have been adjusted for comparability even though there is no material impact as a result of the change.

	Segmental revenueUSm		Underlying EBITDAUSm		Capital expenditure(a)USm
	2024	2022	2024	2022<br><br>Adjusted	2024	2022
Iron Ore	29,339	30,906	16,249	18,612	3,012	2,940
Aluminium	13,650	14,109	3,673	3,672	1,694	1,377
Copper	9,275	6,699	3,437	2,566	2,055	1,622
Minerals	5,531	6,754	1,080	2,419	798	679
Reportable segments total	57,795	58,468	24,439	27,269	7,559	6,618
Simandou iron ore project	—	—	(22)	(189)	1,832	—
Other operations	120	192	43	(17)	66	53
Inter-segment transactions	(209)	(256)	9	24
Share of equity accounted units(b)	(4,048)	(2,850)
Central pension costs, share-based payments,<br><br>insurance and derivatives			153	377
Restructuring, project and one-off costs			(254)	(173)
Central costs			(816)	(766)
Central exploration and evaluation expenditures			(238)	(253)
Proceeds from disposal of property, plant and<br><br>equipment					30	–
Other items					134	79
Consolidated sales revenue	53,658	55,554
Purchases of property, plant and equipment and<br><br>intangible assets					9,621	6,750
Underlying EBITDA(c)			23,314	26,272

All values are in US Dollars.

(a)Capital expenditure for reportable segments includes the net cash outflow on purchases less disposals of property, plant and equipment, capitalised evaluation costs and purchases less

disposals of other intangible assets. The details provided include 100% of subsidiaries’ capital expenditure and Rio Tinto’s share of the capital expenditure of joint operations.

(b)Consolidated sales revenue includes subsidiary sales of US$213 million (2023: US$20 million; 2022: US$50 million) to equity accounted units which are not included in segmental revenue.

Segmental revenue includes the Group’s proportionate share of product sales by equity accounted units (after adjusting for sales to subsidiaries) of US$4,261 million (2023:

US$3,036 million; 2022: US$2,900 million) which are not included in consolidated sales revenue.

(c)Pre-tax and pre-divestment expenditure on exploration and evaluation charged to the profit and loss account in 2024 was US$935 million (note 8), compared with US$855 million in 2023

(excluding Simandou). Approximately 25% of the spend was by central exploration, 23% by Minerals (with the majority focusing on lithium), 36% by Copper, 14% by Iron Ore and 2% by Aluminium.

In 2024, all qualifying expenditure relating to Simandou is being capitalised. Qualifying expenditure on the Rincon lithium project has been capitalised since 1 July 2024.

Annual Report on Form 20-F 2024	168	riotinto.com

Financial statements | Notes to the consolidated financial statements

1 Financial performance by segment continued

Segmental revenue

Segmental revenue includes consolidated sales revenue plus the equivalent sales revenue of equity accounted units (EAUs) in proportion to our

equity interest (after adjusting for sales to/from subsidiaries).

Segmental revenue measures revenue on a basis that is comparable to our underlying EBITDA metric.

Other segmental reporting

For further information relating to Revenue by destination and product and Non-operating assets by geography, refer to note 6 on page 178 and

Our operating assets section on page 182, respectively.

Underlying EBITDA

Underlying EBITDA represents profit before taxation, net finance items, depreciation and amortisation adjusted to exclude the EBITDA impact of

items which do not reflect the underlying performance of our reportable segments.

Other relevant judgements - Exclusions from underlying EBITDA<br><br>Items excluded from profit after tax are those gains and losses that, individually or in aggregate with similar items, are of a nature and size to<br><br>require exclusion in order to provide additional insight into the underlying business performance. The following items are excluded from profit<br><br>after tax in arriving at underlying EBITDA in each year irrespective of materiality:<br><br>–all depreciation and amortisation in subsidiaries and the corresponding share of profit in EAUs<br><br>–all taxation and finance items in subsidiaries and the corresponding share of profit in EAUs<br><br>–unrealised (gains)/losses on embedded derivatives not qualifying for hedge accounting (including foreign exchange)<br><br>–net (gains)/losses on consolidation or disposal of interests in businesses<br><br>–impairment charges net of reversals including corresponding amounts in share of profit in EAUs<br><br>–the underlying EBITDA of discontinued operations<br><br>–adjustments to closure provisions where the adjustment is associated with an impairment charge and for legacy sites where the<br><br>disturbance or environmental contamination relates to the pre-acquisition period.<br><br>In addition, there is a final judgemental category which includes, where applicable, other credits and charges that, individually or in aggregate<br><br>if of a similar type, are of a nature or size to require exclusion in order to provide additional insight into underlying business performance. In<br><br>2023, this included all re-estimates of the closure provisions for fully impaired sites identified in the second half of the year due to the<br><br>materiality of the adjustment in aggregate. In 2022, this category included the gain recognised by Kitimat relating to LNG Canada's project<br><br>and the gain recognised upon sale of the Cortez royalty. There were no similar items in 2024.
	2024<br><br>US$m	2023<br><br>US$m	2022<br><br>US$m
---	---	---	---
Profit after tax for the year	11,574	9,953	13,048
Taxation	4,041	3,832	5,614
Profit before taxation	15,615	13,785	18,662
Depreciation and amortisation in subsidiaries, excluding capitalised depreciation(a)	5,744	4,976	4,871
Depreciation and amortisation in equity accounted units	559	484	470
Finance items in subsidiaries	876	1,713	1,846
Taxation and finance items in equity accounted units	1,002	741	640
Unrealised losses/(gains) on embedded commodity and currency derivatives not qualifying for hedge accounting<br><br>(including foreign exchange)	73	(15)	(6)
(Gains)/losses on consolidation and disposal of interests in businesses(b)	(1,214)	–	105
Impairment charges net of reversals (note 4)	573	936	52
Gain recognised by Kitimat relating to LNG Canada’s project(c)	–	–	(116)
Change in closure estimates (non-operating and fully impaired sites)(d)	86	1,272	180
Gain on sale of the Cortez royalty(e)	–	–	(432)
Underlying EBITDA	23,314	23,892	26,272

(a)Depreciation and amortisation in subsidiaries for the year ended 31 December 2024 is net of capitalised depreciation of US$174 million (2023: US$358 million; 2022: US$139 million).

(b)Gains on consolidation of businesses include the revaluation of our previously held interest in the NZAS joint operation as we acquired the remaining shares during the year and this became

a subsidiary. Disposals include the sale of Wyoming Uranium and Lake MacLeod, as described in note 5.

(c)During 2022, LNG Canada elected to terminate their option to purchase additional land and facilities for expansion of their operations at Kitimat, Canada. The resulting gain was excluded

from underlying EBITDA consistent with prior years as it was part of a series of transactions that together were material.

(d)In 2024, the charge to the income statement relates to the change in estimates of underlying closure cash flows, net of impact of a change in discount rate, expressed in real-terms, from

2.0% to 2.5% as applied to provisions for close-down, restoration and environmental liabilities at legacy sites where the environmental damage preceded ownership by Rio Tinto. In 2023,

the charge includes US$873 million related to the closure provision update announced by ERA on 12 December 2023, together with the update included in their half year results for the

period ended 30 June 2023, published in August 2023. This update was considered material and therefore it was aggregated with other closure study updates (see note 14) which were

similar in nature and have been excluded from underlying EBITDA. The other closure study updates were at legacy sites managed by our central closure team as well as an update at

Yarwun alumina refinery which was expensed due to the impairment earlier in the year. In 2022, the charge related to re-estimates of underlying closure cash flows for legacy sites where the

environmental damage preceded ownership by Rio Tinto.

(e)On 2 August 2022, we completed the sale of a gross production royalty which was retained following the disposal of the Cortez Complex in 2008. The gain recognised on sale of the royalty

was excluded from underlying EBITDA on the grounds of individual magnitude.

Annual Report on Form 20-F 2024	169	riotinto.com

Financial statements | Notes to the consolidated financial statements

2 Earnings per ordinary share

Basic earnings per share

	2024	2023	2022
Net earnings attributable to owners of Rio Tinto (US$ million)	11,552	10,058	12,392
Weighted average number of shares (millions)(a)	1,623.1	1,621.4	1,619.8
Basic earnings per ordinary share (cents)	711.7	620.3	765.0

Diluted earnings per share

For the purposes of calculating diluted earnings per share, the effect of dilutive securities of 10.3 million shares in 2024 (2023: 10.1 million;

2022: 9.8 million) is added to the weighted average number of shares described in footnote (a) below. This effect is calculated under the

treasury stock method, in accordance with IAS 33 “Earnings per Share”. Our only potential dilutive ordinary shares are share awards for which

terms and conditions are described in note 27.

	2024	2023	2022
Net earnings attributable to owners of Rio Tinto (US$ million)	11,552	10,058	12,392
Weighted average number of shares (millions)(a)	1,633.4	1,631.5	1,629.6
Diluted earnings per share attributable to ordinary shareholders of Rio Tinto (cents)	707.2	616.5	760.4

(a)The weighted average number of shares is calculated as the average number of Rio Tinto plc shares outstanding not held as treasury shares of 1,252.1 million (2023: 1,250.5 million; 2022:

1,248.9 million) plus the average number of Rio Tinto Limited shares outstanding of 371.0 million (2023: 370.9 million; 2022: 370.9 million) over the relevant period. There were no cross

holdings of shares between Rio Tinto Limited and Rio Tinto plc at 31 December 2024 (2023: nil; 2022: nil).

3 Dividends

Our Directors have announced a final dividend of 225.0 cents per share on 19 February 2025. This is expected to result in payments of

US$3,652 million. The dividend will be paid on 17 April 2025 to Rio Tinto plc and Rio Tinto Limited shareholders on the register at the close of

business on 7 March 2025. Dividends per share announced for the year ended 31 December are as follows.

	2024<br><br>US cents	2023<br><br>US cents	2022<br><br>US cents
Ordinary dividends per share: announced with the results for the year(a)	225.0	258.0	225.0

(a)As announced on 26 July 2024, following changes to Rio Tinto Limited’s constitution approved by shareholders in 2024, we now declare and announce Rio Tinto plc and Rio Tinto Limited

dividends in USD, our reporting currency. Historically, we have declared and announced these dividends in GBP and AUD, respectively. Dividends declared and announced in GBP and AUD

for prior years can be found in note 3 to the Financial Statements in our 2023 Annual Report.

Total dividends per share paid in the year

	2024<br><br>US cents	2023<br><br>US cents	2022<br><br>US cents
Previous year final - paid during the year	258.0	225.0	417.0
Previous year special - paid during the year	–	–	62.0
Interim - paid during the year	177.0	177.0	267.0
Total paid during the year	435.0	402.0	746.0

The franking credits available to the Group as at 31 December 2024, after allowing for Australian tax payable in respect of the current and prior

reporting period’s profit, are estimated to be US$9,177 million (2023: US$8,734 million; 2022: US$7,246 million).

The proposed Rio Tinto Limited dividend will be fully franked based on a tax rate of 30%, and reduce the franking account balance by US$358

million.

Reconciliation of dividend declared to dividend paid

	2024<br><br>US$m	2023<br><br>US$m	2022<br><br>US$m
Rio Tinto plc previous year final dividend payable	3,185	2,875	5,024
Rio Tinto plc previous year special dividend payable	–	–	747
Rio Tinto plc interim dividend payable	2,238	2,147	3,162
Rio Tinto Limited previous year final dividend payable	936	815	1,597
Rio Tinto Limited previous year special dividend payable	–	–	237
Rio Tinto Limited interim dividend payable	666	629	949
Dividends payable during the year	7,025	6,466	11,716
Net movement of unclaimed dividends in the year	–	4	11
Dividends paid during the year(a)	7,025	6,470	11,727

(a)Until April 2024. we economically hedged the dividend cash flows from the announcement date to the payment date in order to reduce our foreign exchange exposure on these cash flows.

Following our policy change to declare dividends in US dollars, the period of currency exposure has shortened to the period from the date of final reinvestment and alternative currency elections

and the payment. The realised impact of these hedges was shown within “Other items” in the Cash flows from consolidated operations and is not included in the above.

Annual Report on Form 20-F 2024	170	riotinto.com

Financial statements | Notes to the consolidated financial statements

4 Impairment charges net of reversals

Recognition and measurement

Impairment charges and reversals are assessed at the level of cash-generating units (CGUs) which, in accordance with IAS 36 “Impairment of

Assets”, are identified as the smallest identifiable asset or group of assets that generate cash inflows, which are largely independent of the cash

inflows from other assets. Separate CGUs are identified where an active market exists for intermediate products, even if the majority of those

products are further processed internally. In some cases, individual business units consist of several operations with independent cash-

generating streams which constitute separate CGUs.

Goodwill acquired through business combinations is allocated to the CGU or groups of CGUs that are expected to benefit from the related

business combination, and tested for impairment at the lowest level within the Group at which goodwill is monitored for internal management

purposes. All CGUs containing goodwill (note 11), indefinite-lived intangible assets and intangible assets that are not ready for use (note 12) are

tested annually for impairment as at 30 September, regardless of whether there has been an impairment trigger, or more frequently if events or

changes in circumstances indicate a potential impairment charge.

Other relevant judgements - determination of CGUs Judgement is applied to identify the Group’s CGUs, particularly when assets belong to integrated operations, and changes in CGUs could impact impairment charges and reversals. The most relevant judgement for grouping continues to relate to the grouping of Rio Tinto Iron and Titanium Quebec Operations and QIT Madagascar Minerals (QMM) as a single CGU on the basis that they are vertically integrated operations and there is no active market for QMM’s ilmenite. The most relevant judgement for disaggregation continues to relate to our bauxite and alumina refining operations in Australia whereby we treat the Weipa bauxite mine as a separate CGU from the downstream assets at Gladstone. Currently, Weipa sells the majority of its bauxite to third-party customers, whereas the alumina refineries are supplied with all of their bauxite internally.

Property, plant and equipment, including right-of-use assets and intangible assets with finite lives, are reviewed for impairment annually or more

frequently if there is an indication that the carrying amount may not be recoverable. This review starts with an appraisal of the perimeter of cash-

generating units to consider changes in the business or strategic direction. Following this, an assessment of internal and external indicators is

performed. Internal sources of information considered include assessment of the financial performance of the CGU and changes in mine plans.

External sources of information include changes in forecast commodity prices, costs and other market factors.

Non-current assets (excluding goodwill) that have suffered impairment are reviewed using the same basis for valuation as explained below

whenever events or changes in circumstances indicate that the impairment loss may no longer exist, or may have decreased. If appropriate, an

impairment reversal will be recognised. The carrying amount of the CGU after reversal must be the lower of (a) the recoverable amount, as

calculated above, and (b) the carrying amount that would have been determined (net of amortisation or depreciation) had no impairment loss

been recognised for the CGU in prior periods.

Key judgement - indicators of impairment and impairment reversals Our mining operations require large upfront investment with long periods of construction and management of geotechnical stability risks from large-scale excavation of open pits or underground tunnelling. During operation and towards the end of mine life, the economic performance of assets is subject to greater influence by short term market dynamics, which can impact the economic feasibility of operations and life extension options. Together these represent our most significant sources of uncertainty relating to the identification of indicators of impairment and impairment reversal. The underground expansion of our Oyu Tolgoi copper and gold mine in Mongolia is closely monitored for indicators of impairment and impairment reversal, as it was previously impaired, meaning that carrying value and fair value were equal at that date. The ramp up of the underground operations is progressing inline with our expectations, which means we have not identified an impairment trigger, however there remain several years of construction, the complexity of which means we have not identified a trigger for impairment reversal. The Rio Tinto Kennecott copper mine faced worsening geotechnical conditions in 2024, requiring a revised mine plan for 2025/26. This increased uncertainty was identified as an impairment indicator for Rio Tinto Kennecott and an impairment test was performed. The Gladstone alumina refineries are responsible for more than half of our Scope 1 carbon dioxide emissions in Australia and have therefore been a key focus as we evaluate options to decarbonise our assets. In 2023, an impairment indicator at these assets resulted in the full write-down of the carrying value of Yarwun and a partial write-down of our assets at Queensland Alumina Limited (QAL). Continued studies during 2024 in relation to the double digestion project to improve the energy efficiency and reduce the carbon emissions at QAL has indicated a greater overall cost compared with our prior year assumption and therefore we have identified this as an impairment indicator and performed an impairment test.

Where indication of impairment or impairment reversal exists, an impairment review is undertaken. The recoverable amount is assessed by

reference to the higher of value in use (being the net present value of expected future cash flows of the relevant CGU in its current condition)

and fair value less costs of disposal (FVLCD). When the recoverable amount of the CGU is measured by reference to FVLCD, this amount is

further classified in accordance with the fair value hierarchy for observable market data that is consistent with the unit of account for the CGU

being tested. The Group considers that the best evidence of FVLCD is the value obtained from an active market or binding sale agreement and,

in this case, the recoverable amount is classified in the fair value hierarchy as level 1. When FVLCD is based on quoted prices for equity

instruments but adjusted to reflect factors such as a lack of liquidity in the market, the recoverable amount is classified as level 2 in the fair

value hierarchy. No CGUs are currently assessed for impairment by reference to a recoverable amount based on FVLCD classified as level 1

or level 2.

Annual Report on Form 20-F 2024	171	riotinto.com

Financial statements | Notes to the consolidated financial statements

4 Impairment charges net of reversals continued

Where unobservable inputs are material to the measurement of the recoverable amount, FVLCD is based on the best information available to

reflect the amount the Group could receive for the CGU in an orderly transaction between market participants at the measurement date. This is

often estimated using discounted cash flow techniques and is classified as level 3 in the fair value hierarchy.

Where the recoverable amount is assessed using FVLCD based on discounted cash flow techniques, the resulting estimates are based on

detailed life-of-mine and long-term production plans. These may include anticipated expansions which are at the evaluation stage of study.

The cash flow forecasts for FVLCD purposes are based on management’s best estimates of expected future revenues and costs, including the

future cash costs of production, capital expenditure, and closure, restoration and environmental costs. For the purposes of determining FVLCD

from a market participant’s perspective, the cash flows incorporate management’s price and cost assumptions in the short and medium term. In

the longer term, operating margins are assumed to remain constant where appropriate, as it is considered unlikely that a market participant

would prepare detailed forecasts over a longer term. The cash flow forecasts may include net cash flows expected to be realised from the

extraction, processing and sale of material that does not currently qualify for inclusion in Ore Reserves. Such non-reserve material is only

included when there is a high degree of confidence in its economic extraction. This expectation is usually based on preliminary drilling and

sampling of areas of mineralisation that are contiguous with existing Ore Reserves. Typically, the additional evaluation required to achieve

reserves status for such material has not yet been done because this would involve incurring evaluation costs earlier than is required for the

efficient planning and operation of the mine.

As noted above, cost levels incorporated in the cash flow forecasts for FVLCD purposes are based on the current life-of-mine plan or long-term

production plan for the CGU. This differs from value in use which requires future cash flows to be estimated for the asset in its current condition

and therefore does not include future cash flows associated with improving or enhancing an asset’s performance. Anticipated enhancements to

assets may be included in FVLCD calculations and, therefore, generally result in a higher value.

Where the recoverable amount of a CGU is dependent on the life of its associated orebody, expected future cash flows reflect the current life-of-

mine and long-term production plans; these are based on detailed research, analysis and iterative modelling to optimise the level of return from

investment, output and sequence of extraction. The mine plan takes account of all relevant characteristics of the orebody, including waste-to-ore

ratios, ore grades, haul distances, chemical and metallurgical properties of the ore impacting process recoveries, and capacities of processing

equipment that can be used. The life-of-mine plan and long-term production plans are, therefore, the basis for forecasting production output and

production costs in each future year.

Forecast cash flows for Ore Reserve estimation for JORC purposes are generally based on Rio Tinto’s commodity price forecasts, which

assume short-term market prices will revert to the Group’s assessment of the long-term price, generally over a period of 3 to 5 years. For most

commodities, these forecast commodity prices are derived from a combination of analyses of the marginal costs of the producers and the

incentive price of these commodities. These assessments often differ from current price levels and are updated periodically. The Group does not

believe that published medium- and long-term forward prices necessarily provide a good indication of future levels because they tend to be

strongly influenced by spot prices. The price forecasts used for Ore Reserve estimation are generally consistent with those used for impairment

testing unless management deems that in certain economic environments a market participant would not assume Rio Tinto’s view on prices,

in which case in preparing FVLCD impairment calculations management estimates the assumptions that a market participant would be expected

to use.

Forecast future cash flows of a CGU take into account the sales prices under existing sales contracts.

The discount rates applied to the future cash flow forecasts represent an estimate of the rate the market participant would apply having regard to

the time value of money and the risks specific to the asset for which the future cash flow estimates have not been adjusted. The Group’s

weighted average cost of capital is generally used as a starting point for determining the discount rates, with appropriate adjustments for the risk

profile of the countries in which the individual CGUs operate. For final feasibility studies and Ore Reserve estimation, internal hurdle rates, which

are generally higher than the Group’s weighted average cost of capital, are used. For developments funded with project finance, the debt

component of the weighted average cost of capital may be calculated by reference to the specific interest rate of the project finance and

anticipated leverage of the project.

For operations with a functional currency other than the US dollar, the impairment review is undertaken in the relevant functional currency. In

estimating FVLCD, internal forecasts of exchange rates take into account spot exchange rates, historical data and external forecasts, and are

kept constant in real terms after 5 years. The great majority of the Group’s sales are based on prices denominated in US dollars. To the extent

that the currencies of countries in which the Group produces commodities strengthen against the US dollar without an increase in commodity

prices, cash flows and, therefore, net present values, are reduced. Management considers that, over the long term, there is a tendency for

movements in commodity prices to compensate to some extent for movements in the value of the US dollar, particularly against the Australian

dollar and Canadian dollar, and vice versa. However, such compensating changes are not synchronised and do not fully offset each other. In

estimating value in use, the present value of future cash flows in foreign currencies is translated at the spot exchange rate on the testing date.

Generally, discounted cash flow models are used to determine the recoverable amount of CGUs. In this case, significant judgement is required

to determine the appropriate estimates and assumptions used, and there is significant estimation uncertainty. In particular, for fair value less

costs of disposal valuations, judgement is required to determine the estimates a market participant would use. The discounted cash flow models

are most sensitive to the following estimates: the timing of project expansions; the cost to complete assets under construction; long-term

commodity prices; production timing and recovery rates; exchange rates; operating costs; reserve and resource estimates; closure costs;

discount rates; allocation of long-term contract revenues between CGUs; and, in some instances, the renewal of mining licences. Some of these

variables are unique to an individual CGU. Future changes in these variables may differ from management’s expectations and may materially

alter the recoverable amounts of the CGUs.

Annual Report on Form 20-F 2024	172	riotinto.com

Financial statements | Notes to the consolidated financial statements

4 Impairment charges net of reversals continued

		2024				2023	2022
	Note	Pre-tax<br><br>amount<br><br>US$m	Taxation<br><br>US$m	Non-<br><br>controlling<br><br>interest<br><br>US$m	Net<br><br>amount<br><br>US$m	Pre-tax<br><br>amount<br><br>US$m	Pre-tax<br><br>amount<br><br>US$m
Aluminium - Alumina refineries		(461)	(42)	–	(503)	(1,175)	–
Aluminium - Tiwai Point		41	37	–	78	–	–
Aluminium - MRN		(23)	–	–	(23)	–	–
Aluminium – Pacific Aluminium		–	–	–	–	–	(202)
Minerals - Diavik		(118)	32	–	(86)	–	–
Other operations - Simandou		–	–	–	–	239	–
Other operations - Roughrider		–	–	–	–	–	150
Total impairment charges net of reversals		(561)	27	–	(534)	(936)	(52)
Allocated as:
Intangible assets	12	–				231	150
Property, plant and equipment	13	(538)				(1,167)	–
Investment in equity accounted units (EAUs)		–				–	(202)
Share of profit after tax in EAUs		(23)				–	–
Total impairment charges net of reversals		(561)				(936)	(52)
Comprising:
Net impairment (charges)/reversals of<br><br>consolidated balances					(538)	(936)	150
Impairment (charges) related to EAUs (pre-tax)					(35)	–	(202)
Total impairment charges net of reversals					(573)	(936)	(52)
Taxation (including related to EAUs)					39	499	–
Non-controlling interests					–	(215)	–
Total impairment charges net of reversals in the<br><br>income statement					(534)	(652)	(52)

2024

Copper - Rio Tinto Kennecott, United States

For the past 3 years we have been managing a zone of pit wall geotechnical instability, principally through removal of material from the top of the

pit to de-weight the mine surface area known as “Revere”. Through the spring of 2024 as snow melted, accelerating movement in the high wall

was observed along 2 major fault lines. This movement has limited our ability to access the higher-grade primary ore on the south wall. During

the 3rd quarter of 2024, further studies on the geotechnical risks have been completed, indicating the need to change our mine plan to stabilise

pit wall movement and mitigate the risk of a significant geotechnical failure, this is expected to restrict ore deliveries from the primary ore face in

2025 and 2026. This new information represents a material deviation from the current mine plan and has therefore been identified as an

impairment indicator.

The recoverable amount for the CGU uses the fair value less cost of disposal methodology with real-terms post-tax cash flows discounted over

the expected life of mine at 6.3%. This includes preliminary estimates from a revised mine plan as future options for the open pit and

underground are reviewed, including growth options that remain subject to study and approval. The period of cash flows for end-of-mine closure

is significant relative to the period assumed for operations and therefore a post-tax real-terms discount rate of 2.5% has been used in the

recoverable amount determination for the cash outflows for the rehabilitation of the mine. No impairment charge has been recorded as the

overall net present value of cash flows based on our Conviction price series indicated that the recoverable amount exceeded the US$2.2 billion

carrying value of CGU by US$0.5 billion. This outcome is finely balanced as it represents less than 10% of the gross asset carrying value. To

illustrate the sensitivity of the recoverable amount to copper prices, with all other inputs unchanged, a reduction to the copper price of 3% across

all years would result in the recoverable amount of the CGU and the carrying value being equal.

Impact of climate change on our business - demand for copper<br><br>As described in note 1, we anticipate increased demand for copper in the low carbon transition will result in higher copper prices. While we<br><br>have tested the Rio Tinto Kennecott CGU for impairment using our Conviction price assumptions, this is not aligned with the goals of the<br><br>Paris Agreement. Therefore we also provide a sensitivity using our Paris-aligned Aspirational Leadership scenario. We do not believe this is<br><br>representative of fair value less cost of disposal and it is provided for illustrative purposes only.<br><br>The weighted average selling price for copper under our Aspirational leadership scenario over the life of mine for the Rio Tinto Kennecott<br><br>CGU is 10 per cent greater than our Conviction prices. Utilising the copper and carbon tax prices from our Aspirational Leadership scenario<br><br>with all other assumptions remaining unchanged indicates an additional US$1.0 billion of net present value from post-tax cash flows. This<br><br>assumes no changes to mined ore, or changes to risk weightings for future mine expansions, which in a stronger pricing environment could<br><br>improve the economic business case.
Annual Report on Form 20-F 2024	173	riotinto.com
---	---	---

Financial statements | Notes to the consolidated financial statements

4 Impairment charges net of reversals continued

Aluminium - Alumina refineries, Australia

The Gladstone alumina refineries are responsible for more than half of our Scope 1 carbon dioxide emissions in Australia and therefore have

been a key focus as we evaluate options to decarbonise our assets. In 2023 we recorded an impairment of Queensland Alumina Limited (QAL)

refinery with the recoverable amount largely dependent upon the double digestion project, which was at the pre-feasibility study stage of project

evaluation. This major capital project improves the energy efficiency of the alumina production process and significantly reduces carbon

emissions. Continued studies for this project have indicated an increased capital cost compared with our previous assumption and therefore we

have performed a further test for impairment.

Using a fair value less cost of disposal methodology and discounting real-terms post-tax cash flows at 6.6%, we recognised a pre-tax

impairment charge of US$461 million (post-tax US$503 million). This charge was all allocated against property, plant and equipment leaving

them with a residual carrying value of US$151 million. The post-tax impairment charge also includes a consequential adjustment to deferred tax

asset recognition within the same tax group.

Impact of climate change on our business - Queensland alumina refinery We are committed to the decarbonisation of our assets to reduce Scope 1 and 2 emissions by 50% by 2030 and to net zero emissions by 2050 relative to our 2018 equity baseline. We anticipate that further carbon action may be necessary to align with the goals of the Paris Agreement to limit temperature increases to 1.5oC. To illustrate the sensitivity of the impairment outcome to the cost of carbon credits, we have modelled a 10% increase in carbon costs with no change to any other cash flows or assumptions. This sensitivity indicated that a full impairment of QAL would occur under this scenario.

Aluminium - Tiwai Point, New Zealand

On 30 May 2024, we signed 20-year power arrangements with electricity generators Meridian Energy, Contact Energy and Mercury NZ to set

pricing for an aggregate of 572MW of electricity to meet the smelter's electricity needs. These new arrangements were identified as an

impairment reversal trigger as they give us confidence that the smelter would continue operations competitively beyond the existing supply

arrangement, which ran to December 2024.

An impairment reversal is limited by the amount of depreciation that would have been charged had the previous impairments not occurred. In

this case, as the previous depreciation period was until December 2024, the impairment reversal was limited to US$41 million.

Aluminium - Porto Trombetas (MRN), Brazil

In preparing the local accounts for the year to 31 December 2023, after the publication of the Rio Tinto 2023 Annual Report, the directors of

Mineração Rio do Norte S.A. (MRN) recorded a local impairment charge triggered by cost increases, unfavourable exchange rates and declining

sales prices. The Rio Tinto share of that impairment is US$35 million pre-tax and US$23 million post-tax, and is included within the current

period share of profit after tax of equity accounted units.

Rio Tinto’s share of bauxite produced by MRN is vertically integrated into our Quebec Smelter CGU included in North America Aluminium

operations. We reviewed the carrying value of the investment in equity accounted unit as part of this CGU and did not identify indicators of

impairment.

Minerals - Diavik, Canada

During the year an impairment trigger was identified at the Diavik diamond mine due to lower than forecasted diamond prices and

short remaining life of mine. Using a value in use methodology and discounting real-terms post-tax cash flows at 6.6%, we recognised a

pre-tax impairment charge of US$118 million (post-tax US$86 million). This represents a full impairment of property, plant and equipment in

the CGU.

2023

Aluminium - Alumina refineries, Australia

In March 2023, the Australian Parliament legislated to introduce a requirement for large heavy industrial carbon emitters to purchase carbon

credits based on their Scope 1 emissions with a reducing baseline for these emissions. The challenging market conditions facing these assets,

together with our improved understanding of the capital requirements for decarbonisation and the legislated cost escalation for carbon

emissions, were identified as impairment triggers during the 6 months ended 30 June 2023.

Using a fair value less cost of disposal methodology and discounting real-terms post-tax cash flows at 6.6%, we recognised a pre-tax

impairment charge of US$1,175 million (post-tax US$828 million). This represented a full impairment of the property, plant and equipment at the

Yarwun alumina refinery (US$948 million) and an impairment of US$227 million for the property, plant and equipment of QAL. These

impairments reflected market participant assumptions and the difficult trading conditions for these assets which were operating below our

planned output during the first half of 2023.

Annual Report on Form 20-F 2024	174	riotinto.com

Financial statements | Notes to the consolidated financial statements

4 Impairment charges net of reversals continued

Other operations - Simandou, Guinea

The Simandou project in Guinea was fully impaired in 2015 as uncertainty over infrastructure ownership and funding had resulted in further

spend on exploration and evaluation being neither budgeted nor planned. In the second half of 2023, we concluded key agreements with the

Republic of Guinea and Winning Consortium Simandou (WCS) on the trans-Guinean infrastructure for the Simandou project and progressed

agreements with our joint venture partners that will enable the development of the Simandou iron ore mine. We therefore concluded that

although development agreements remain subject to regulatory approvals, the key uncertainties that gave rise to the 2015 impairment had

reversed and consequently an impairment reversal trigger was identified at 1 October 2023.

Revisions to the Investment Framework and changes to the proposed infrastructure arrangements since 2015 meant that historical costs

associated with these items were superseded and therefore the attributable asset cost and accumulated impairment associated with these items

was permanently derecognised. Previously capitalised exploration and evaluation costs associated with the mine and retained items of property,

plant and equipment that continue to be relevant to the Simandou project development were assessed for impairment reversal. The recoverable

amount of the CGU measured on a fair value less cost of disposal basis, was significantly greater than the historical cost of the remaining

impaired assets and therefore supported a full reversal of their previously recorded impairment charge. The pre-tax impairment reversal of

US$239 million was allocated as US$231 million to intangible assets (exploration and evaluation) and US$8 million to property, plant and

equipment. A deferred tax asset of US$152 million was recorded to account for the difference between the asset values included in the Group

accounts and the carrying value of in-country depreciable assets. Under our Aspirational Leadership pricing scenario, increases in carbon

pricing are expected to drive demand for the higher-grade iron ore at Simandou which would indicate a higher recoverable value. As the

previous impairment was fully reversed, this Paris-aligned sensitivity would not result in a different impairment reversal.

All spend on the Simandou project between the impairment in 2015 and 30 September 2023 was expensed as incurred. With effect from

1 October 2023, qualifying spend has been capitalised.

2022

Other operations - Roughrider, Canada

On 17 October 2022, we completed the sale of the Roughrider uranium undeveloped project located in the Athabasca Basin in Saskatchewan,

Canada for US$150 million (US$80 million in cash and US$70 million in shares of Uranium Energy Corp.). The project was fully impaired during

the year ended 31 December 2017 due to significant uncertainty over whether commercially viable quantities of Mineral Resources could be

identified at a future date. The sale therefore led to an impairment reversal during the year ended 31 December 2022. It also led to a loss on

disposal being recognised of US$105 million arising from the recycling of the currency translation reserve to the income statement.

Aluminium - Pacific Aluminium, Australia and New Zealand

The operating and economic performance of the Boyne Smelter in Queensland, Australia was below our expectations in 2022. The plant

operated with reduced capacity and the economic performance suffered due to the high cost of energy from the coal-fired Gladstone Power

Station. These conditions were identified as an impairment trigger. We calculated a recoverable amount for the CGU based on post-tax cash

flows, expressed in real terms and discounted using a post-tax rate of 6.6% over the period to 2029. This date was chosen as it coincided with

both the remaining term of the Boyne Smelter joint venture agreements and the Group’s Paris-aligned commitment to reduce carbon emissions

by 50% by 2030 relative to the 2018 baseline. Despite the implementation of temporary energy price caps by the Australian Government in

2022, this resulted in an impairment charge of US$202 million, representing a full impairment of the carrying value of the Boyne Smelter

investment in equity accounted unit.

Annual Report on Form 20-F 2024	175	riotinto.com

Financial statements | Notes to the consolidated financial statements

5 Acquisitions and disposals

Acquisitions

Recognition and measurement

In determining whether a particular set of activities is a business, an

acquired arrangement has to have an input and substantive process,

which together significantly contribute to the ability to create outputs.

Where an acquisition does not meet the definition of a business as

defined by IFRS 3 “Business Combinations”, each asset is recognised

on the balance sheet at fair value. In the consolidated cash flow

statement we assess, based on the substance of the transaction,

whether to allocate the cash consideration for these transactions either

to “Purchases of property, plant and equipment, and intangible assets”

or to “Acquisitions of subsidiaries, joint ventures and associates”

depending on the type of assets purchased.

For undeveloped mining projects that have arisen through acquisition,

the allocation of the purchase price consideration may result in

undeveloped properties being recognised at an earlier stage of project

evaluation compared with projects arising from the Group’s exploration

and evaluation program. Subsequent expenditure on acquired

undeveloped projects is only capitalised if it meets the high degree of

confidence threshold discussed in note 12.

Where we increase our ownership interest in a subsidiary, the difference

between the purchase price and the carrying value of the share of net

assets acquired is recorded in equity. The cash cost of such purchases is

included within “financing activities” in the cash flow statement.

2024

Proposed acquisition of Arcadium Lithium

On 9 October 2024, Rio Tinto and Arcadium Lithium plc (Arcadium

Lithium) announced a definitive agreement under which Rio Tinto will

acquire Arcadium Lithium in an all-cash transaction for $5.85 per

share. The transaction has been unanimously approved by the Board

of Directors of both Rio Tinto and Arcadium Lithium. On 23 December

2024, Arcadium Lithium announced that it had obtained the requisite

approvals of their shareholders. The transaction is also subject to the

approval of the Royal Court of Jersey and receipt of customary

regulatory approvals and other closing conditions, which is expected

to close in March 2025.

On 22 January 2025, Rio Tinto committed to providing Arcadium

Lithium with a loan of US$200 million, which was fully drawn on

30 January 2025, and a further US$300 million loan facility to support

certain capital expenditures, subject to certain conditions precedent.

These loans are interest bearing and are due for repayment on 1

September 2027, though earlier settlement without penalty is

permitted.

Boyne Smelters Limited (BSL)

Following approval from Australia’s Foreign Investment Review Board

(FIRB), on 30 September 2024, we completed the acquisition of

Mitsubishi Corporation’s 11.65% interest in BSL, which owns and

operates the Boyne Island aluminium smelter in Gladstone Australia. On

1 November 2024, we also completed the acquisition of Sumitomo

Chemical Company Limited’s (SCC) 2.46% interest in BSL, increasing

our total interest in BSL to 73.5%. BSL remains accounted for as an

investment in associate under the equity method.

New Zealand Aluminium Smelters Limited (NZAS)

On 1 November 2024, we acquired SCC’s 20.64% interest in NZAS,

which owns and operates the Tiwai Point aluminium smelter in New

Zealand. This transaction has been accounted for as a business

combination achieved in stages, with our previous 79.36% interest in the

NZAS joint operation being remeasured to fair value and forming the

majority of the consideration for the acquisition of this subsidiary.

The fair value of 100% of NZAS has been calculated as US$386

million based on forecast post-tax cash flows consistent with the

methodology used for the impairment reversal. The extent of the

30 June 2024 impairment reversal was restricted to US$41 million, as

described in note 4. However, business combination accounting

requires us to take into account the full fair value measurement from

the revised business outlook incorporating the new 20-year power

arrangements.

A gain of US$638 million (post-tax US$467 million) has been

recorded within “Gains/(losses) on consolidation and disposal of

interests in businesses” in the consolidated income statement,

principally due to the net post-tax fair value of our share of the joint

operation of US$290 million, exceeding the carrying value of the

previously held interest of US$(78) million which includes the closure

provision. This resulted in an increase to the carrying value of

property, plant and equipment of US$650 million and deferred tax

liabilities of US$171 million. All other carrying value adjustments were

proportionate to our increase in equity ownership, and no goodwill

was recognised.

WCS Rail and Port entities

On 15 July 2024, our subsidiary SimFer Jersey Limited’s investment

in Winning Consortium Simandou (WCS) for co-development of the

rail and port infrastructure became unconditional.

On 17 July 2024, we acquired a 34% equity interest in Winning

Consortium Simandou Railway Pte. Ltd and Winning Consortium

Simandou Ports Pte. Ltd (together referred to as “WCS Rail and Port

entities”), through our partially owned subsidiary SimFer Jersey for

US$313 million. The Rio Tinto share of this consideration was

US$166 million and US$147 million was funded by Chalco Iron Ore

Holdings Ltd (CIOH). Further shareholder loan funding to the WCS Rail

and Port entities was made on the same day directly by Rio Tinto and

CIOH, in proportion to their respective 53% and 47% ownership interest

of SimFer Jersey, to these equity accounted units.

2023

Nuevo Cobre

On 8 November 2023, we acquired Meridian Minera Limitada’s (MML)

57.74% share in Agua de la Falda (ADLF) for US$45 million.

Subsequently, we entered into an agreement with Corporación

Nacional del Cobre de Chile (Codelco), a state-owned enterprise, to

explore and potentially acquire assets in Chile’s prospective Atacama

region - the project is known as Nuevo Cobre.

The majority ownership of 57.74% equity confered voting rights that

allow Rio Tinto to control the relevant activities of Nuevo Cobre.

Therefore, we accounted for Nuevo Cobre as an investment in a

partially owned subsidiary. There was no goodwill recognised on

acquisition as the transaction was not accounted for as a business

combination. The difference between the net assets acquired and the

purchase consideration was recognised within Intangible assets as

Exploration and evaluation assets. The transaction gave rise to the

recognition of a non-controlling interest of US$33 million, representing

Codelco’s 42.26% equity stake in Nuevo Cobre.

Annual Report on Form 20-F 2024	176	riotinto.com

Financial statements | Notes to the consolidated financial statements

5 Acquisitions and disposals continued

Acquisitions (continued)

Matalco

On 30 November 2023, Rio Tinto and Giampaolo Group completed a

transaction to form the Matalco joint venture. We acquired a 50%

equity interest in Matalco Canada Inc. which owns one Canadian

aluminium recycling facility and a 50% equity interest in Matalco USA

LLC which owns 6 aluminium recycling facilities in the US for

combined consideration of US$738 million, inclusive of accrued

transaction costs and working capital adjustments.

Rio Tinto has joint control over the Matalco businesses and therefore

our investment is accounted for under the equity method.

The fair value of the underlying identifiable assets acquired and liabilities

assumed had been provisionally determined at 31 December 2023.

During 2024, the acquisition accounting for Matalco, which was subject

to the finalisation of working capital adjustments, was completed and did

not result in any material adjustments.

2022

Rincon

Following approval from Australia’s Foreign Investment Review Board

(FIRB), on 29 March 2022 we completed the acquisition of Rincon

Mining Pty Limited (Rincon), the owner of a lithium project in

Argentina. Total cash consideration was US$825 million. In

determining whether Rincon’s set of activities is a business, we

assessed whether it had inputs and substantive processes which

together significantly contribute to the ability to create outputs. Based

on this assessment, we concluded that Rincon did not meet the

definition of a business as defined by IFRS 3 “Business

Combinations” and therefore no goodwill was recorded. The

transaction was therefore treated as an asset purchase with US$822

million of capitalised exploration and evaluation recorded for the

principal economic resource. The balance of total consideration was

allocated to property, plant and equipment and other assets/liabilities.

For the consolidated cash flow statement we determined that, since

Rincon constitutes a group of companies, it was appropriate to

present the cash outflow as “Acquisitions of subsidiaries, joint

ventures and associates” rather than as separate asset purchases

even though it did not meet the definition of a business combination.

Turquoise Hill Resources (TRQ)

On 16 December 2022 we acquired the remaining 49% share of

TRQ. The consideration paid amounted to US$2,961 million. The

transaction was not classified as a business combination as it related

to the purchase of non-controlling interests in a subsidiary. It was

recognised in the statement of changes in equity as an adjustment to

retained earnings.

Certain shareholders exercised their right to dissent to the

transaction. In accordance with the terms of the circular, the dissent

proceedings were concluded during 2024, and final consideration has

been paid to the dissenting shareholders.

Disposals

Recognition and measurement

If a group of assets and liabilities (disposal group) is sold, the carrying

value of the disposal group is de-recognised with the difference

between the carrying amount and the consideration received

recognised in the income statement. Certain amounts previously

recognised in other comprehensive income in respect of the entity

disposed of may be recycled to the income statement. The cash

proceeds of disposals are included within “Investing activities” in the

cash flow statement.

2024

Wyoming Uranium

On 5 December 2024, we completed our sale of the Sweetwater

uranium mill facility together with mining projects (collectively known as

“Wyoming Uranium”) to Uranium Energy Corp. (UEC) for cash

consideration of US$175 million.

Lake MacLeod

On 2 December 2024, we completed our sale of Dampier Salt

Limited’s Lake MacLeod salt and gypsum operation in Carnarvon to

Leichhardt Industrials Group (Leichhardt) for cash consideration of

US$247 million.

2023

La Granja

On 28 August 2023, we completed the sale of a 55% interest in the

undeveloped La Granja project in Peru for US$105 million to First

Quantum Minerals (FQM). The consideration received was recorded in

the cash flow statement for US$104 million (net of US$1 million of cash

balance), of which US$16 million relating to sale of land was included

within “net cash used in investing activities” and the remaining US$88

million was included within “net cash generated from operating

activities”. As a result of the sale, our retained interest in La Granja

represents a 45% owned associate (equity accounted) over which Rio

Tinto has significant influence during the evaluation phase.

On initial recognition, the gain on fair valuation of interest retained in

the project of US$85 million was recognised to the extent of

US$47 million (relating to the 55% interest sold) within “profit relating

to interests in undeveloped projects” and the remaining gain of

US$38 million was eliminated against the fair value of the EAU. In

total, we recognised a pre-tax gain of US$154 million in the income

statement, primarily representing the consideration transferred by

First Quantum, plus the fair value of the retained interest in the

project.

2022

Roughrider

As summarised in note 4, we sold our shareholding in the Roughrider

uranium undeveloped project on 17 October 2022 for consideration of

US$150 million (US$80 million in cash and US$70 million in shares of

UEC). This transaction was treated as a disposal of a subsidiary as the

carrying value was largely represented by assets recorded as a

purchase price allocation from the Hathor Exploration business

combination in 2012.

Annual Report on Form 20-F 2024	177	riotinto.com

Financial statements | Notes to the consolidated financial statements

6 Revenue by destination and product

Recognition and measurement

We recognise sales revenue related to the transfer of promised goods

or services when control of the goods or services passes to the

customer. The amount of revenue recognised reflects the

consideration to which the Group is, or expects to be, entitled in

exchange for those goods or services.

Sales revenue is recognised on individual sales when control

transfers to the customer. In most instances, control passes and sales

revenue is recognised when the product is delivered to the vessel or

vehicle on which it will be transported once loaded, the destination

port or the customer’s premises. There may be circumstances when

judgement is required based on the 5 indicators of control below:

–The customer has the significant risks and rewards of ownership

and has the ability to direct the use of, and obtain substantially all

of the remaining benefits from, the good or service.

–The customer has a present obligation to pay in accordance with

the terms of the sales contract. For shipments under the Incoterms

cost, insurance and freight (CIF)/carriage paid to (CPT)/cost and

freight (CFR), this is generally when the ship is loaded, at which

time the obligation for payment is for both product and freight.

–The customer has accepted the asset. Sales revenue may be

subject to adjustment if the product specification does not conform

to the terms specified in the sales contract but this does not impact

the passing of control. Assay and specification adjustments have

historically been immaterial.

–The customer has legal title to the asset. The Group usually retains

legal title until payment is received for credit risk purposes only.

–The customer has physical possession of the asset. This indicator

may be less important as the customer may obtain control of an

asset prior to obtaining physical possession, which may be the

case for goods in transit.

Revenue is principally derived from sale of commodities. We sell the

majority of our products on CFR or CIF Incoterms. This means that the

Group is responsible (acts as principal) for providing shipping services

and, in some instances, insurance after the date at which control of

goods passes to the customer at the loading port. The Group, therefore,

has separate performance obligations for freight and insurance services

that are provided solely to facilitate the sale of the products it produces.

Other Incoterms commonly used by the Group are free on board (FOB),

where the Group has no responsibility for freight or insurance once

control of the goods has passed at the loading port, and delivered at

place (DAP), where control of the goods passes when the product is

delivered to the agreed destination. For these Incoterms, there is only

one performance obligation, being the provision of product at the point

where control passes.

Within each sales contract, each unit of product shipped is a separate

performance obligation. Revenue is generally recognised at the

contracted price as this reflects the standalone selling price. Sales

revenue excludes any applicable sales taxes. Sales of copper

concentrate are stated net of the treatment and refining charges,

which will be required to convert it to an end product.

The Group’s products are sold to customers under contracts that vary

in tenure and pricing mechanisms, including some volumes sold on

the spot market. Pricing for iron ore is on a range of terms, the

majority being either monthly or quarterly average pricing

mechanisms, with a smaller proportion of iron ore volumes being sold

on the spot market.

Certain of the Group’s products may be provisionally priced at the date

revenue is recognised and a provisional invoice issued; however,

substantially all iron ore and aluminium sales are reflected at final prices

in the results for the period. Provisionally priced receivables are

subsequently measured at fair value through the income statement

under IFRS 9 “Financial Instruments” as described in note 24. The final

selling price for all provisionally priced products is based on the price for

the quotational period stipulated in the contract. Final prices for copper

concentrate are normally determined between 30 and 120 days after

delivery to the customer. The change in value of the provisionally priced

receivable is based on relevant forward market prices and is included in

sales revenue. Refer to “Other revenue” within the sales by product

disclosure below.

Revenues from the sale of significant by-products, such as gold, are

included in sales revenue. Third-party commodity swap arrangements

principally for delivery and receipt of smelter-grade alumina are offset

within operating costs. The sale and purchase of third-party production

for own use or to mitigate shortfalls in our production are accounted for

on a gross basis with sales presented within revenue from contracts with

customers. Other operating income includes revenue incidental to the

main revenue-generating activities of the operations and is treated as a

credit to operating costs.

Typically, the Group has a right to payment before or at the point that

control of the goods passes, including a right, where applicable, to payment

for provisionally priced products and unperformed freight and insurance

services. Cash received before control passes is recognised as a contract

liability. The amount of consideration does not contain a significant

financing component as payment terms are less than one year. We have a

number of long-term contracts to supply products to customers in future

periods. Generally, revenue is recognised on an invoice basis, as each unit

sold is a separate performance obligation and therefore the right to

consideration from a customer corresponds directly with our performance

completed to date.

We do not disclose sales revenue from freight and insurance services

separately as we do not consider that this is necessary in order to

understand the impact of economic factors on the Group. Our Chief

Executive, the CODM as defined under IFRS 8 “Operating

Segments”, does not review information specifically relating to these

sources of revenue in order to evaluate the performance of business

segments and Group information on these sources of revenue is not

provided externally.

Annual Report on Form 20-F 2024	178	riotinto.com

Financial statements | Notes to the consolidated financial statements

6 Revenue by destination and product continued

Consolidated sales revenue by destination(a)

	2024<br><br>%	2023<br><br>%	2022<br><br>%	2024<br><br>US$m	2023<br><br>US$m	2022<br><br>US$m
Greater China	57.4	59.6	54.3	30,814	32,193	30,172
US	16.8	13.9	15.9	9,007	7,516	8,823
Asia (excluding Greater China and Japan)	6.9	7.2	7.1	3,718	3,881	3,937
Japan	6.5	6.9	7.4	3,470	3,727	4,091
Europe (excluding UK)	4.8	5.3	6.5	2,580	2,859	3,618
Canada	2.9	2.9	3.1	1,562	1,588	1,743
Australia	2.0	1.7	1.9	1,076	923	1,047
UK	0.3	0.1	0.3	143	81	182
Other countries	2.4	2.4	3.5	1,288	1,273	1,941
Consolidated sales revenue	100	100	100	53,658	54,041	55,554

(a)Consolidated sales revenue by geographical destination is based on the ultimate country of the product's destination, if known. Where the ultimate destination is not known, we have

defaulted to the shipping address of the customer. Rio Tinto is domiciled in both the UK and Australia.

Consolidated sales revenue by product

We have sold the following products to external customers during the year:

	2024			2023			2022
	Revenue from<br><br>contracts with<br><br>customers<br><br>US$m	Other<br><br>revenue(a)<br><br>US$m	Consolidated<br><br>sales revenue<br><br>US$m	Revenue from<br><br>contracts with<br><br>customers<br><br>US$m	Other<br><br>revenue(a)<br><br>US$m	Consolidated<br><br>sales revenue<br><br>US$m	Revenue from<br><br>contracts with<br><br>customers<br><br>US$m	Other<br><br>revenue(a)<br><br>US$m	Consolidated<br><br>sales revenue<br><br>US$m
Iron ore	31,334	(530)	30,804	33,383	389	33,772	33,068	(267)	32,801
Aluminium, alumina and bauxite	12,947	48	12,995	12,039	(63)	11,976	13,955	(165)	13,790
Copper	4,791	(63)	4,728	3,219	(1)	3,218	3,276	(80)	3,196
Industrial minerals (comprising titanium<br><br>dioxide slag, borates and salt)	2,678	(3)	2,675	2,806	(8)	2,798	2,685	(16)	2,669
Gold	788	9	797	470	6	476	564	9	573
Diamonds	279	–	279	444	–	444	816	–	816
Other products and freight services(b)	1,385	(5)	1,380	1,360	(3)	1,357	1,710	(1)	1,709
Consolidated sales revenue	54,202	(544)	53,658	53,721	320	54,041	56,074	(520)	55,554

(a)Consolidated sales revenue includes both revenue from contracts with customers, accounted for under IFRS 15 “Revenue from Contracts with Customers”, and subsequent movements in

provisionally priced receivables, accounted for under IFRS 9, and included in “Other revenue” above.

(b)“Other products and freight services” includes metallic co-products, molybdenum, silver and other commodities.

7 Net operating costs (excluding items disclosed separately)

	Note	2024<br><br>US$m	2023<br><br>US$m	2022<br><br>US$m
Raw materials, consumables, repairs and maintenance		12,115	12,019	12,477
Amortisation of intangible assets	12	138	124	159
Depreciation of property, plant and equipment	13	5,780	5,210	4,851
Employment costs	26	7,055	6,636	6,002
Shipping and other freight costs		2,942	2,781	3,146
Decrease in finished goods and work in progress(a)		2,407	1,152	803
Royalties		2,938	3,135	2,994
Amounts charged by equity accounted units(b)		875	1,163	1,429
Net foreign exchange gains		(193)	(47)	(42)
Gain on sale of the Cortez royalty(c)		–	–	(432)
Gains recognised by Kitimat relating to LNG Canada’s project(d)		–	–	(116)
Provisions (including exchange differences on provisions)		398	1,491	1,006
Research and development		398	245	76
Other external costs(e)		5,037	5,295	4,161
Costs included above capitalised or shown on a separate line item(f)		(1,203)	(1,331)	(722)
Other operating income(g)		(942)	(821)	(1,022)
Net operating costs (excluding items disclosed separately)(h)		37,745	37,052	34,770

(a)Includes purchases of third-party material to satisfy sales contracts.

(b)Amounts charged by equity accounted units relate to toll processing fees and also include purchases from equity accounted units of bauxite, aluminium and copper concentrate which are

then processed by the product group or sold to third parties.

(c)On 2 August 2022, we completed the sale for US$525 million of a gold royalty which was retained following the disposal of the Cortez mine in 2008.

(d)During the first half of 2022, LNG Canada elected to terminate their option to purchase additional land and facilities for expansion of their operations at Kitimat, Canada.

(e)In 2024, other external costs include US$217 million (2023: US$269 million, 2022: US$465 million) of short-term lease costs and US$46 million (2023: US$40 million, 2022: US$50 million)

of variable lease costs recognised in the income statement in accordance with IFRS 16 “Leases”. Refer to note 21.

(f)In 2024, US$923 million (2023: US$1,007 million; 2022: US$485 million) of operating costs were capitalised, US$220 million (2023: US$247 million; 2022: US$190 million) of costs were

shown separately within “Exploration and evaluation costs” in the consolidated income statement, and US$60 million (2023: US$77 million; 2022: US$47 million) of costs were shown within

operating costs as “Research and development”.

(g)Other operating income includes sundry revenue incidental to the main revenue-generating activities of the operations.

(h)Operating decarbonisation spend of US$306 million (2023: US$234 million; 2022: US$138 million) is allocated as US$253 million (2023: US$182 million; 2022: US$88 million) within ”Net

operating costs (excluding items disclosed separately)”, with the remainder included in our share of profit or loss of equity accounted units.

Annual Report on Form 20-F 2024	179	riotinto.com

Financial statements | Notes to the consolidated financial statements

8 Exploration and evaluation expenditure

Exploration and evaluation expenditure includes costs that are directly attributable to:

–researching and analysing existing exploration data

–conducting geological studies, exploratory drilling and sampling

–examining and testing extraction and treatment methods

–compiling various studies (order of magnitude, pre-feasibility and feasibility) and/or

–early works at mine sites prior to full notice to proceed.

Exploration expenditure relates to the initial search for deposits with economic potential. Expenditure on exploration activity undertaken by the

Group is not capitalised.

Evaluation expenditure relates to a detailed assessment of deposits or other projects (including smelter and refinery projects) that have been

identified as having economic potential. These costs are also expensed until the business case for the project is sufficiently advanced. For

greenfield projects, expensing typically continues to a later phase of study compared with brownfield expansions.

The charge for the year and the net amount of intangible assets capitalised during the year are as follows.

	2024<br><br>US$m	2023<br><br>US$m	2022<br><br>US$m
Expenditure in the year (inclusive of net cash proceeds of nil (2023: US$88 million; 2022: US$1 million) on<br><br>disposal of undeveloped projects)(a)	(1,337)	(1,684)	(1,097)
Non-cash movements and non-cash proceeds on disposal of undeveloped projects	(15)	(17)	(6)
Amount capitalised during the year	416	471	207
Exploration and evaluation expenditure (net of profit from disposal of interests in undeveloped projects)<br><br>per income statement	(936)	(1,230)	(896)
Comprising:
–Exploration and evaluation expenditures	(935)	(1,384)	(897)
–(Loss)/profit from disposal of interests in undeveloped projects(a)	(1)	154	1

(a)In 2023, net cash proceeds of US$88 million were received in relation to the sale of a 55% interest in the undeveloped La Granja project in Peru, for which we recognised a gain on disposal

of US$154 million. This profit is recorded within underlying EBITDA as it represents recovery of past exploration and evaluation expenditures that were also included within underlying

EBITDA. Refer to note 5 for details of the transaction.

9 Finance income and finance costs

	Note	2024<br><br>US$m	2023<br><br>US$m	2022<br><br>US$m
Finance income from loans to equity accounted units		24	4	3
Other finance income (including bank deposits, net investment in leases, and other<br><br>financial assets)		490	532	176
Total finance income		514	536	179
Interest on:
–Financial liabilities at amortised cost (excluding lease liabilities) and associated derivatives		(1,126)	(1,209)	(713)
–Lease liabilities		(70)	(50)	(49)
Fair value movements:
–Bonds designated as hedged items in fair value hedges(a)		(9)	(190)	526
–Derivatives designated as hedging instruments in fair value hedges(a)		18	203	(515)
Amounts capitalised(b)	13	424	279	416
Total finance costs		(763)	(967)	(335)

(a)The main sources of ineffectiveness of the fair value hedges include changes in the timing of the cash flows of the hedging instrument compared to the underlying hedged item, and changes

in the credit risk of parties to the hedging relationships.

(b)We capitalise interest based on the Group or relevant subsidiary’s cost of borrowing (refer to note 13) or at the rate of project-specific debt (where applicable).

Annual Report on Form 20-F 2024	180	riotinto.com

Financial statements | Notes to the consolidated financial statements

10 Taxation

Recognition and measurement

The taxation charge contains both current and deferred tax.

Current tax is the tax expected to be payable on the taxable income for the year calculated using rates applicable during the year. It includes

adjustments for tax expected to be payable or recoverable in respect of previous periods. Where the amount of tax payable or recoverable is

uncertain, we establish provisions based on either: the Group’s judgement of the most likely amount of the liability or recovery; or, when there is

a wide range of possible outcomes, a probability weighted average approach.

Deferred tax is calculated in accordance with IAS 12, at the rate expected to apply when the asset is realised or liability settled, according to

rates that have been enacted or substantively enacted at the balance sheet date. Deferred tax is generally recognised in respect of differences

between the carrying values of assets and liabilities in the financial statements and their tax bases. Deferred tax assets are recognised to the

extent it is probable that taxable profit will be available against which the deductible temporary difference can be utilised.

Deferred tax is not recognised on the initial recognition of goodwill or of assets and liabilities, other than in a business combination, that at the

time of the transaction impact neither accounting nor taxable profit, except where the transaction gives rise to equal and offsetting taxable and

deductible temporary differences. Deferred tax is not recognised in respect of investments in subsidiaries and associates and jointly controlled

entities where the Group is able to control the timing of the reversal of the temporary difference and it is probable they will not reverse in the

foreseeable future.

The mandatory exception to recognising and disclosing information related to deferred tax assets and liabilities related to Pillar Two income

taxes has been applied as required by IAS 12. The Pillar Two global minimum tax of 15% formulated by the Organisation for Economic Co-

operation and Development (OECD) was substantively enacted by the United Kingdom on 20 June 2023, with application from 1 January 2024.

Exposure to additional taxation under Pillar Two is immaterial to the Group.

Current and deferred tax assets and liabilities are offset when the balances are related to taxes levied by the same taxing authority, there is a

legally enforceable right to offset, and it is intended that they be settled on a net basis or realised simultaneously.

Other relevant judgements - uncertain tax positions<br><br>The Group operates across a large number of jurisdictions and is subject to review and challenge by local tax authorities on a range of tax<br><br>matters. Where the amount of tax payable or recoverable is uncertain, whether due to local tax authority challenge or due to uncertainty<br><br>regarding the appropriate treatment, judgement is required to assess the probability that the adopted treatment will be accepted. In<br><br>accordance with IFRIC 23 “Uncertainty over Income Tax Treatments”, if it is not probable that the treatment will be accepted, the Group<br><br>accounts for uncertain tax provisions for all matters worldwide based on the Group’s judgement of the most likely amount of the liability or<br><br>recovery, or, where there is a wide range of possible outcomes, using a probability weighted average approach. Uncertain tax provisions<br><br>include any related interest and penalties.<br><br>The Mongolian Tax Authority has issued a number of tax assessments covering the fiscal years 2013 to 2020, the most recent of which was<br><br>received in December 2023, which are inconsistent with the Oyu Tolgoi Investment Agreement and Mongolian legislation. The matters under<br><br>dispute have been referred to international arbitration. As required by Mongolian law, we have paid US$438 million (US dollar equivalent at<br><br>the time of payment) in respect of the assessments, including US$82 million paid in the current year, pending resolution of the disputes<br><br>through the arbitration. The assessments also seek to disallow tax deductions, including future tax deductions, in respect of amounts accrued<br><br>and payable in the future.<br><br>Management regularly re-evaluates the likely outcomes from the dispute based on the progress of the arbitration proceedings, legal advice,<br><br>and discussions with the Government of Mongolia. In 2024, we have recorded a provision of US$295 million for uncertain tax positions<br><br>reflecting our best estimate of the likely outcome from the dispute. It is possible that the outcome of these proceedings could result in a<br><br>change in our estimated exposure in respect of the matters under dispute and therefore a material revision to this provision in future periods.<br><br>Differences in interpretation of the Investment Agreement and Mongolian legislation could have a material impact on the recovery of certain<br><br>deferred tax assets, further details of which are provided in note 15.
Annual Report on Form 20-F 2024	181	riotinto.com
---	---	---

Financial statements | Notes to the consolidated financial statements

10 Taxation continued

Taxation charge

	Note	2024<br><br>US$m	2023<br><br>US$m	2022<br><br>US$m
–Current		4,434	5,092	4,851
–Deferred	15	(393)	(1,260)	763
Total taxation charge		4,041	3,832	5,614

Prima facie tax reconciliation

	2024<br><br>US$m	2023<br><br>US$m	2022<br><br>US$m
Profit before taxation(a)	15,615	13,785	18,662
Prima facie tax payable at UK rate of 25.0% (2023: 23.5%; 2022: 19%)(b)	3,904	3,239	3,546
Higher rate of taxation of 30% on Australian earnings (2023: 30%; 2022: 30%)	613	835	1,550
Other tax rates applicable outside the UK and Australia	(303)	(2)	(17)
Tax effect of profit from equity accounted units, related impairments and expenses(a)	(210)	(159)	(109)
Impact of changes in tax rates	(15)	(173)	(11)
Resource depletion allowances	(10)	(11)	(40)
Recognition of previously unrecognised deferred tax assets(c)	(640)	(157)	(261)
Write-down of previously recognised deferred tax assets(d)	203	–	932
Utilisation of previously unrecognised deferred tax assets	(42)	(10)	(37)
Unrecognised current year operating losses(e)	185	567	212
Uncertain tax provision(f)	295	–	–
Deferred tax arising on internal sale of assets in Canadian operations(g)	–	(364)	–
Adjustments in respect of prior periods(h)	(13)	31	(222)
Other items(i)	74	36	71
Total taxation charge	4,041	3,832	5,614

(a)The Group profit before tax includes profit after tax of equity accounted units. Consequently, the tax effect on the profit from equity accounted units is included as a separate reconciling item

in this prima facie tax reconciliation.

(b)As a UK headquartered and listed Group, the reconciliation of expected tax on accounting profit to tax charge uses the UK corporate tax rate to calculate the prima facie tax payable. Rio

Tinto is also listed in Australia, and the reconciliation includes the impact of the higher tax rate in Australia where a significant proportion of the Group's profits are currently earned. The

impact of other tax rates applicable outside the UK and Australia is also included. The weighted average statutory corporate tax rate on profit before tax is approximately 29% (2023: 31%;

2022: 29%).

(c)The recognition of previously unrecognised deferred tax assets in 2024 includes US$443 million in respect of Energy Resources of Australia (ERA) and relates to rehabilitation provisions

which are tax deductible when paid in the future. In November 2024, our interest in ERA increased from 86.3% to 98.43% and Rio Tinto stated its intention to proceed with compulsory

acquisition of the remaining shares during 2025. Tax deductions for rehabilitation payments made after completion of the compulsory acquisition process will be applied against taxable

profits from other Australian operations, including our iron ore business. In 2023 and 2022, recognition of previously unrecognised deferred tax assets relates primarily to Oyu Tolgoi where

reaching sustainable underground production has reduced the risk of tax losses expiring if not recovered against taxable profits within 8 years.

(d)In 2024, the write-down of previously recognised deferred tax assets primarily relates to our Australian aluminium business. In 2022, the write-down of previously recognised deferred tax

assets relates to deferred tax assets of our US businesses following the introduction of a Corporate Alternative Minimum Tax (CAMT) regime.

(e)Unrecognised current year operating losses include tax losses around the Group, including increases in closure estimates in 2024 and 2023, for which no tax benefit is currently recognised

due to uncertainty regarding whether suitable taxable profits will be earned in future to obtain value for the tax losses.

(f)The uncertain tax provision of US$295 million in 2024 represents amounts provided in relation to disputes with the Mongolian Tax Authority for which the timing of resolution and potential

economic outflow are uncertain. Further information is included in the ‘Other relevant judgements - uncertain tax positions’ section of this note above.

(g)In 2023, the Canadian aluminium business completed an internal sale of assets which resulted in the utilisation of previously unrecognised capital losses and an uplift in the tax depreciable

value of assets on which a deferred tax asset of US$364 million was recognised.

(h)In 2022, adjustments in respect of prior periods includes amounts related to the settlement of all tax disputes with the Australian Tax Office for the years 2010 to 2021.

(i)In 2024, “Other items” includes US$1 million current tax expense related to Pillar Two measures.

Tax related to components of other comprehensive income

	2024<br><br>US$m	2023<br><br>US$m	2022<br><br>US$m
Tax (charge)/credit on fair value movements	(10)	1	21
Tax (charge)/credit on remeasurement gains/(losses) on pension and post-retirement healthcare plans	(22)	152	(123)
Deferred tax relating to components of other comprehensive income for the year (note 15)	(32)	153	(102)
Annual Report on Form 20-F 2024	182	riotinto.com
---	---	---

Financial statements | Notes to the consolidated financial statements

Our operating assets

We are a diversified mining operation with the majority of our assets being located in OECD countries.

Non-current assets other than excluded items

The total of non-current assets other than excluded items is shown by location below(a).

	2024<br><br>US$m	2023<br><br>US$m
Australia	29,177	31,419
Canada	14,444	15,362
Mongolia	15,244	14,172
US	7,111	7,171
Africa	5,597	3,412
South America	3,704	3,624
Europe (excluding UK)	216	165
UK	109	132
Other countries	1,739	1,254
Total non-current assets other than excluded items	77,341	76,711
Non-current assets excluded from analysis above:
Deferred tax assets	4,016	3,624
Other financial assets	1,090	481
Quasi-equity loans to equity accounted units(a)	5	14
Receivables and other assets	1,214	1,209
Total non-current assets per balance sheet	83,666	82,039

(a)Allocation of non-current assets by country is based on the location of the business units holding the assets. It includes investments in equity accounted units totalling US$4,832 million

(2023: US$4,393 million) which represents the Group’s share of net assets excluding quasi-equity loans shown separately above.

11 Goodwill

Recognition and measurement

Goodwill is not amortised; it is tested annually at 30 September for impairment, or more frequently if events or changes in circumstances

indicate a potential impairment. Refer to note 4 for further information.

	2024<br><br>US$m	2023<br><br>US$m
Net book value
At 1 January	797	826
Adjustment on currency translation	(45)	(29)
Company no longer consolidated	(25)	–
At 31 December	727	797
–cost	14,959	16,237
–accumulated impairment	(14,232)	(15,440)
At 1 January
–cost	16,237	15,974
–accumulated impairment	(15,440)	(15,148)

At 31 December, goodwill has been allocated as follows.

	2024<br><br>US$m	2023<br><br>US$m
Net book value
Richards Bay Minerals	364	370
Pilbara	310	342
Dampier Salt	53	85
Total	727	797
Annual Report on Form 20-F 2024	183	riotinto.com
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Financial statements | Notes to the consolidated financial statements

11 Goodwill continued

Impairment tests for goodwill

Richards Bay Minerals

Richards Bay Minerals’ annual impairment review resulted in no impairment charge for 2024 (2023: no impairment charge). The recoverable

amount has been assessed by reference to the CGU’s FVLCD, in line with the policy set out in note 4 and classified as level 3 under the fair

value hierarchy. FVLCD was determined by estimating cash flows until the end of the life-of-mine plan including anticipated expansions. In

arriving at FVLCD, a post-tax discount rate of 8.6% (2023: 8.6%) has been applied to the post-tax cash flows expressed in real terms.

The key assumptions to which the calculation of FVLCD for Richards Bay Minerals is most sensitive and the corresponding change in FVLCD

are set out below:

	2024<br><br>US$m	2023<br><br>US$m
5% increase in the titanium slag price	144	217
1% increase in the discount rate applied to post-tax cash flows	(135)	(175)
10% strengthening of the South African rand	232	272

Future selling prices and operating costs have been estimated in line with the policy set out in note 4. The recoverable amount of the CGU

exceeds the carrying value when each of these sensitivities is applied while keeping all other assumptions constant.

12 Intangible assets

Recognition and measurement

Purchased intangible assets are initially recorded at cost. Finite-life intangible assets are amortised over their useful economic lives on a straight

line or units of production basis, as appropriate. Intangible assets that are deemed to have indefinite lives and intangible assets that are not yet

ready for use are not amortised; they are reviewed annually for impairment or more frequently if events or changes in circumstances indicate a

potential impairment.

The majority of our intangible assets relate to capitalised exploration and evaluation spend on undeveloped properties and contract-based water

rights. The water rights were acquired with Alcan in Canada.

The carrying values for undeveloped properties are reviewed at each reporting date in accordance with IFRS 6 “Exploration for and Evaluation

of Mineral Resources”. The indicators of impairment differ from the tests in accordance with IAS 36 in recognition of the subjectivity of estimating

future cash flows for mineral interests under evaluation. Potential indicators of impairment include: expiry of the right to explore, substantive

expenditure is no longer planned, commercially viable quantities of Mineral Resources have not been discovered and exploration activities will

be discontinued, or sufficient data exists to indicate a future development would be unlikely to recover the carrying amount in full. When such

impairment indicators have been identified, the recoverable amount and impairment charge are measured under IAS 36. Impairment reversals

for undeveloped properties are not subject to special conditions within IFRS 6 and are therefore subject to the same monitoring for indicators of

impairment reversal as other CGUs.

Exploration and evaluation

Evaluation expenditure relates to a detailed assessment of deposits or other projects (including smelter and refinery projects) that have been

identified as having economic potential. Capitalisation of evaluation expenditure commences when there is a high degree of confidence that the

Group will determine that a project is commercially viable; that is, the project will provide a satisfactory return relative to its perceived risks and,

therefore, it is considered probable that future economic benefits will flow to the Group. The Group’s view is that a high degree of confidence is

greater than “more likely than not” (that is, greater than 50% certainty) and less than “virtually certain” (that is, less than 90% certainty).

Assessing whether there is a high degree of confidence that the Group will ultimately determine that an evaluation project is commercially viable

requires judgement and consideration of all relevant factors such as: the nature and objective of the project, the project’s current stage, project

timeline, current estimates of the project’s net present value (including sensitivity analyses for the key assumptions), and the main risks of the

project. Development expenditure incurred prior to the decision to proceed is subject to the same criteria for capitalisation, being a high degree

of confidence that the Group will ultimately determine that a project is commercially viable.

In some cases, undeveloped projects are regarded as successors to orebodies, smelters or refineries currently in production. Where this is the

case, it is intended that these will be developed and go into production when the current source of ore is exhausted or when existing smelters or

refineries are closed. Ore Reserves may be declared for an undeveloped mining project before its commercial viability has been fully

determined. Evaluation costs may continue to be capitalised in between declaration of Ore Reserves and approval to mine as further work is

undertaken in order to refine the development case to maximise the project’s returns.

Carbon credits and Renewable Energy Certificates

Carbon credits and Renewable Energy Certificates (RECs) acquired for our own use are accounted for as intangible assets, initially recorded at

cost. They are amortised through the income statement when surrendered.

Contract-based intangible assets

The majority of the carrying value of our contract-based intangible assets relate to water rights in the Quebec region. These contribute to the

efficiency and cost effectiveness of our aluminium operations as they enable us to generate electricity from hydropower stations.

Annual Report on Form 20-F 2024	184	riotinto.com

Financial statements | Notes to the consolidated financial statements

12 Intangible assets continued

| Other relevant judgements - assessment of indefinite-lived water rights in Quebec, Canada We continue to judge the water rights in Quebec to have an indefinite life because we expect the contractual rights to contribute to the efficiency and cost effectiveness of our operations for the foreseeable future. Accordingly, the rights are not subject to amortisation but are tested annually for impairment. We have no other indefinite-lived assets. As at 31 December 2024, the remaining carrying value of the water rights (included in contract-based assets) of US$1,631 million (2023: US$1,776 million) relates wholly to the Quebec smelters CGU. The Quebec smelters CGU was tested for impairment by reference to FVLCD using discounted cash flows. The recoverable amount of the Quebec smelters is classified as level 3 under the fair value hierarchy. In arriving at its FVLCD, post-tax cash flows expressed in real terms have been estimated over the expected useful economic lives of the underlying smelting assets and discounted using a real post-tax discount rate of 6.6% (2023: 6.6%). The recoverable amounts were determined to be significantly in excess of carrying value, and there are no reasonably possible changes in key assumptions that would cause the remaining water rights to be impaired. | | --- || Impact of climate change on our business - water rights To manage the uncertainties of climate change and our impact on the area, our team of hydrologists in Quebec analyse different weather scenarios on a daily basis. We monitor the water resource available to us along with the impact that our operation is having on the water quality and quantity, and on the environment when we return the water following use. Based on our analysis to date, we do not consider the renewal of our contractual water rights to be at risk from climate change for the foreseeable future. | | --- | | | 2024 | | | | | | --- | --- | --- | --- | --- | --- | | | Exploration and evaluation US$m | Trademarks, patented and non-patented technology US$m | Contract-based intangible assets US$m | Other intangible assets(a) US$m | Total US$m | | Net book value | | | | | | | At 1 January 2024 | 1,979 | 9 | 1,953 | 448 | 4,389 | | Adjustment on currency translation | (44) | (1) | (159) | (39) | (243) | | Additions(b) | 416 | – | – | 116 | 532 | | Amortisation for the year | – | (4) | (7) | (127) | (138) | | Disposals, transfers and other movements(c) | (1,789) | – | – | 53 | (1,736) | | At 31 December 2024 | 562 | 4 | 1,787 | 451 | 2,804 | | –cost | 564 | 207 | 2,758 | 1,922 | 5,451 | | –accumulated amortisation and impairment | (2) | (203) | (971) | (1,471) | (2,647) | | Total | 562 | 4 | 1,787 | 451 | 2,804 || | 2023 | | | | | | --- | --- | --- | --- | --- | --- | | | Exploration and evaluation US$m | Trademarks, patented and non-patented technology US$m | Contract-based intangible assets US$m | Other intangible assets (a) US$m | Total US$m | | Net book value | | | | | | | At 1 January 2023 | 1,368 | 12 | 1,875 | 390 | 3,645 | | Adjustment on currency translation | – | 1 | 52 | 8 | 61 | | Additions(d) | 471 | – | – | 121 | 592 | | Amortisation for the year | – | (4) | (7) | (113) | (124) | | Impairment reversal(d) | 231 | – | – | – | 231 | | Newly consolidated operations(e) | 85 | – | – | – | 85 | | Disposals, transfers and other movements | (176) | – | 33 | 42 | (101) | | At 31 December 2023 | 1,979 | 9 | 1,953 | 448 | 4,389 | | –cost | 1,989 | 222 | 2,996 | 1,926 | 7,133 | | –accumulated amortisation and impairment(d) | (10) | (213) | (1,043) | (1,478) | (2,744) | | Total | 1,979 | 9 | 1,953 | 448 | 4,389 |

(a)Other intangible assets include US$50 million (2023: US$61 million) of carbon abatement spend. This relates to procurement of carbon units and RECs, from which we will get future

economic benefit.

(b)In 2024, additions primarily relate to project costs incurred at Simandou prior to Board approval of “notice to proceed” in February 2024 and at Rincon from July 2024 following approval by

the Argentine Congress of the new “RIGI” legislation, which underpinned the economic business case, until Board notice to proceed in December 2024.

(c)“Transfers and other movements” includes reclassification between categories. In 2024, following approvals by the Board of notice to proceed, exploration and evaluation assets relating to

Simandou (US$732 million) and Rincon (US$1,013 million), were transferred in full to Property, plant and equipment after being assessed for indicators of impairment.

(d)In 2023, we commenced capitalisation of exploration and evaluation costs at the Simandou project based on our confidence in the project progressing, this also resulted in an impairment

reversal, refer to note 4 for details.

(e)In 2023, newly consolidated operations relate to our purchase of Meridian Minera Limitada’s 57.74% share in Agua de la Falda. Refer to note 5 for details.

Annual Report on Form 20-F 2024	185	riotinto.com

Financial statements | Notes to the consolidated financial statements

12 Intangible assets continued

Where amortisation is calculated on a straight line basis, the following useful lives have been determined:

	Trademarks, patented and<br><br>non-patented technology		Contract-based intangible assets		Other intangible assets
Type of intangible	Trademarks	Patented and<br><br>non-patented<br><br>technology	Power contracts/<br><br>water rights	Other purchase and<br><br>customer contracts	Internally generated<br><br>intangible assets and<br><br>computer software	Other intangible assets
Amortisation profile	14 to 20 years	10 to 20 years	2 to 45 years	5 to 15 years	2 to 5 years	2 to 20 years

13 Property, plant and equipment

Recognition and measurement

Property, plant and equipment is stated at cost, as defined in IAS 16 “Property, Plant and Equipment”, less accumulated depreciation and

accumulated impairment losses. The cost of property, plant and equipment includes, where applicable, the estimated close-down and

restoration costs associated with the asset.

Property, plant and equipment includes right-of-use assets arising from leasing arrangements, shown separately from owned and leasehold

assets.

Once an undeveloped mining project has been determined as commercially viable and approval to mine has been given, further expenditure is

capitalised under “capital works in progress” together with any amount transferred from “Exploration and evaluation”. Once the project enters

into an operation phase, the amounts capitalised in capital work in progress are reclassified to their respective asset categories.

Costs incurred while commissioning new assets, in the period before they are capable of operating in the manner intended by management, are

capitalised unless associated with pre-production revenue. Development costs incurred after the commencement of production are capitalised to the

extent they are expected to give rise to a future economic benefit. Interest on borrowings related to construction or development projects is

capitalised, at the rate payable on project-specific debt if applicable or at the Group or subsidiary’s cost of borrowing if not. This is performed until the

point when substantially all the activities that are necessary to make the asset ready for its intended use are complete. It may be appropriate to use a

subsidiary’s cost of borrowing when the debt was negotiated based on the financing requirements of that subsidiary.

Depreciation of non-current assets

Property, plant and equipment is depreciated over its useful life, or over the remaining life of the mine, smelter or refinery if that is shorter and

there is no reasonable alternative use for the asset by the Group. Depreciation commences when an asset is available for use and therefore

there is no depreciation for capital work in progress.

Straight line basis

Assets within operations for which production is not expected to fluctuate significantly from one year to another or which have a physical life

shorter than the related mine are depreciated on a straight line basis as follows.

Type of Property, plant and equipment	Land and buildings		Plant and equipment
	Land	Buildings	Power-generating assets	Other plant and equipment
Depreciation profile	Not depreciated	5 to 50 years	See Power note below on<br><br>page 189	3 to 50 years

The useful lives and residual values for material assets and categories of assets are reviewed annually and changes are reflected prospectively.

Units of production basis

For mining properties and leases and certain mining equipment, consumption of the economic benefits of the asset is linked to production.

Except as noted below, these assets are depreciated on the units of production basis.

In applying the units of production method, depreciation is normally calculated based on production in the period as a percentage of total expected

production in current and future periods based on Ore Reserves and, for some mines, other Mineral Resources. Other Mineral Resources may be

included in the calculations of total expected production in limited circumstances where there are very large areas of contiguous mineralisation, for

which the economic viability is not sensitive to likely variations in grade, as may be the case for certain iron ore, bauxite and industrial mineral

deposits, and where there is a high degree of confidence that the other Mineral Resources can be extracted economically. This would be the case

when the other Mineral Resources do not yet have the status of Ore Reserves merely because the necessary detailed evaluation work has not yet

been performed and the responsible technical personnel agree that inclusion of a proportion of Measured and Indicated Resources in the calculation

of total expected production is appropriate based on historical reserve conversion rates.

The required level of confidence is unlikely to exist for minerals that are typically found in low-grade ore (as compared with the above), such as

copper or gold. In these cases, specific areas of mineralisation have to be evaluated in detail before their economic status can be predicted with

confidence.

Sometimes the calculation of depreciation for infrastructure assets, primarily rail and port, considers Measured and Indicated Resources. This is

because the asset can benefit current and future mines. The measured and indicated resource may relate to mines which are currently in production

or to mines where there is a high degree of confidence that they will be brought into production in the future. The quantum of Mineral Resources is

determined taking into account future capital costs as required by the JORC Code. The depreciation calculation, however, applies to current mines

only and does not take into account future development costs for mines which are not yet in production. Measured and Indicated Resources are

currently incorporated into depreciation calculations in the Group’s Australian iron ore business.

Annual Report on Form 20-F 2024	186	riotinto.com

Financial statements | Notes to the consolidated financial statements

13 Property, plant and equipment continued

| Key judgement - estimation of asset lives The useful lives of the major assets of a CGU are often dependent on the life of the orebody to which they relate. Where this is the case, the lives of mining properties, and their associated refineries, concentrators and other long-lived processing equipment are generally limited to the expected life of the orebody. The life of the orebody, in turn, is estimated on the basis of the life-of-mine plan. Where the major assets of a CGU are not dependent on the life of a related orebody, management applies judgement in estimating the remaining service potential of long-lived assets. Factors affecting the remaining service potential of smelters include, for example, smelter technology and electricity purchase contracts when power is not sourced from the Group, or in some cases from local governments permitting electricity generation from hydropower stations. | | --- || Impact of climate change on our business - estimation of asset lives We expect there to be a higher demand for copper, aluminium, lithium and high-grade iron ore in order to meet demand for the minerals required to transition to a low-carbon economic environment, consistent with the climate change commitments of the Paris Agreement. We expect this to exceed new supply to the market and therefore increase prices. Under the Aspirational Leadership scenario, the economic cut- off grade for our Ore Reserves is expected to be lower; in effect we would mine a greater volume of material before the mines are depleted. We cannot quantify the difference this would make without undue cost as it would require revised mine plans, but for property, plant and equipment this increased volume of material would reduce the depreciation charge during any given period for assets that use the “Units of production” depreciation basis. | | --- |

Deferred stripping

In open pit mining operations, overburden and other waste materials must be removed to access ore from which minerals can be extracted

economically. The process of removing overburden and other waste materials is referred to as stripping. During the development of a mine (or,

in some instances, pit; see below), before production commences, stripping costs related to a component of an orebody are capitalised as part

of the cost of construction of the mine (or pit). These are then amortised over the life of the mine (or pit) on a units of production basis.

Where a mine operates several open pits that are regarded as separate operations for the purpose of mine planning, initial stripping costs are

accounted for separately by reference to the ore from each separate pit. If, however, the pits are highly integrated for the purpose of mine

planning, the second and subsequent pits are regarded as extensions of the first pit in accounting for stripping costs. In such cases, the initial

stripping of the second and subsequent pits is considered to be production phase stripping (see below).

Key judgement - deferral of stripping costs<br><br>We apply judgement as to whether multiple pits at a mine are considered separate or integrated operations. This determines whether the<br><br>stripping activities of a pit are classified as pre-production or production phase stripping and, therefore, the amortisation base for those costs.<br><br>The analysis depends on each mine’s specific circumstances and requires judgement: another mining company could make a different<br><br>judgement even when the fact pattern appears to be similar.<br><br>The following factors would point towards the initial stripping costs for the individual pits being accounted for separately:<br><br>–if mining of the second and subsequent pits is conducted consecutively following that of the first pit, rather than concurrently<br><br>–if separate investment decisions are made to develop each pit, rather than a single investment decision being made at the outset<br><br>–if the pits are operated as separate units in terms of mine planning and the sequencing of overburden removal and ore mining, rather than<br><br>as an integrated unit<br><br>–if expenditures for additional infrastructure to support the second and subsequent pits are relatively large<br><br>–if the pits extract ore from separate and distinct orebodies, rather than from a single orebody.<br><br>If the designs of the second and subsequent pits are significantly influenced by opportunities to optimise output from several pits combined,<br><br>including the co-treatment or blending of the output from the pits, then this would point to treatment as an integrated operation for the<br><br>purposes of accounting for initial stripping costs. The relative importance of each of the above factors is considered in each case.<br><br>In order for production phase stripping costs to qualify for capitalisation as a stripping activity asset, 3 criteria must be met:<br><br>–it must be probable that there will be an economic benefit in a future accounting period because the stripping activity has improved<br><br>access to the orebody<br><br>–it must be possible to identify the “component” of the orebody for which access has been improved<br><br>–it must be possible to reliably measure the costs that relate to the stripping activity.<br><br>A “component” is a specific section of the orebody that is made more accessible by the stripping activity. It will typically be a subset of the<br><br>larger orebody that is distinguished by a separate useful economic life (for example, a pushback).
Annual Report on Form 20-F 2024	187	riotinto.com
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Financial statements | Notes to the consolidated financial statements

13 Property, plant and equipment continued

Recognition and measurement of deferred stripping

Phase	Development Phase	Production Phase
Stripping activity	Overburden and other waste removal<br><br>during the development of a mine<br><br>before production commences.	Production phase stripping can give access to 2 benefits: the extraction of ore in the current period<br><br>and improved access to ore which will be extracted in future periods.
Period of benefit	After commissioning of the mine.	Future periods after first phase is complete.	Current and future benefit are indistinguishable.
Capitalised to<br><br>mining properties<br><br>and leases in<br><br>property, plant<br><br>and equipment	During the development of a mine,<br><br>stripping costs relating to a<br><br>component of an orebody are<br><br>capitalised as part of the cost of<br><br>construction of the mine.	It may be the case that subsequent phases of<br><br>stripping will access additional ore and that<br><br>these subsequent phases are only possible<br><br>after the first phase has taken place. Where<br><br>applicable, the Group considers this on a mine-<br><br>by-mine basis. Generally, the only ore<br><br>attributed to the stripping activity asset for the<br><br>purposes of calculating the life-of-component<br><br>ratio is the ore to be extracted from the<br><br>originally identified component.	Stripping costs for the component are deferred to<br><br>the extent that the current period ratio exceeds the<br><br>life-of-component ratio.
Allocation to<br><br>inventory	Not applicable	Not applicable	The stripping cost is allocated to inventory based<br><br>on a relevant production measure using a life-of-<br><br>component strip ratio. The ratio divides the<br><br>tonnage of waste mined for the component for the<br><br>period either by the quantity of ore mined for the<br><br>component or by the quantity of minerals<br><br>contained in the ore mined for the component. In<br><br>some operations, the quantity of ore is a more<br><br>appropriate basis for allocating costs, particularly<br><br>when there are significant by-products.
Component	A “component” is a specific section of the orebody that is made more accessible by the stripping activity. It will typically be a subset of the<br><br>larger orebody that is distinguished by a separate useful economic life (for example, a pushback).
Life-of-component<br><br>ratio	The life-of-component ratios are based on the Ore Reserves of the mine (and for some mines, other Mineral Resources) and the annual mine<br><br>plan; they are a function of the mine design and, therefore, changes to that design will generally result in changes to the ratios. Changes in other<br><br>technical or economic parameters that impact the Ore Reserves (and for some mines, other mineral resources) may also have an impact on the<br><br>life-of-component ratios even if they do not affect the mine design. Changes to the ratios are accounted for prospectively.
Depreciation basis	Depreciated on a “units of production” basis based on expected production of either ore or minerals contained in the ore over the life of the<br><br>component unless another method is more appropriate.

Property, plant and equipment - owned and leased assets

	2024<br><br>US$m	2023<br><br>US$m
Property, plant and equipment – owned	67,345	65,290
Right-of-use assets – leased	1,228	1,178
Net book value	68,573	66,468
Annual Report on Form 20-F 2024	188	riotinto.com
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Financial statements | Notes to the consolidated financial statements

13 Property, plant and equipment continued

Property, plant and equipment – owned

		2024
	Note	Mining<br><br>properties<br><br>and leases(a)<br><br>US$m	Land<br><br>and<br><br>buildings<br><br>US$m	Plant<br><br>and<br><br>equipment<br><br>US$m	Capital<br><br>works in<br><br>progress<br><br>US$m	Total<br><br>US$m
Net book value
At 1 January 2024		13,555	8,022	36,345	7,368	65,290
Adjustment on currency translation(b)		(500)	(548)	(2,634)	(396)	(4,078)
Adjustments to capitalised closure costs	14	64	–	–	–	64
Interest capitalised(c)	9	–	–	–	424	424
Additions(d)		350	246	1,226	7,551	9,373
Depreciation for the year(a)		(1,217)	(531)	(3,554)	–	(5,302)
Impairment charges net of reversals(e)		(38)	(39)	(457)	(9)	(543)
Disposals		(1)	(5)	(75)	(17)	(98)
Acquisitions, including fair value adjustment for contributed assets(f)		150	64	429	7	650
Operations divested(g)		–	(2)	(34)	–	(36)
Transfers and other movements(h)		1,833	1,013	3,127	(4,372)	1,601
At 31 December 2024		14,196	8,220	34,373	10,556	67,345
Comprising:
– cost		30,762	14,822	78,295	10,925	134,804
– accumulated depreciation and impairment		(16,566)	(6,602)	(43,922)	(369)	(67,459)
Total		14,196	8,220	34,373	10,556	67,345
Non-current assets pledged as security(i)		5,676	2,257	7,058	3,397	18,388	2023
---	---	---	---	---	---	---
	Note	Mining<br><br>properties<br><br>and leases(a)<br><br>US$m	Land<br><br>and<br><br>buildings<br><br>US$m	Plant<br><br>and<br><br>equipment<br><br>US$m	Capital<br><br>works in<br><br>progress<br><br>US$m	Total<br><br>US$m
Net book value
At 1 January 2023		10,529	6,699	34,407	12,096	63,731
Adjustment on currency translation(b)		14	116	495	54	679
Adjustments to capitalised closure costs	14	(292)	–	–	–	(292)
Interest capitalised(c)	9	–	–	–	275	275
Additions(d)		222	207	1,381	5,110	6,920
Depreciation for the year(a)		(802)	(504)	(3,511)	–	(4,817)
Impairment charges net of reversals(e)		(92)	(58)	(922)	(87)	(1,159)
Disposals		–	(28)	(73)	(27)	(128)
Transfers and other movements(h)		3,976	1,590	4,568	(10,053)	81
At 31 December 2023		13,555	8,022	36,345	7,368	65,290
Comprising
–cost		29,731	14,737	80,993	7,728	133,189
–accumulated depreciation and impairment		(16,176)	(6,715)	(44,648)	(360)	(67,899)
Total		13,555	8,022	36,345	7,368	65,290
Non-current assets pledged as security(i)		5,307	1,477	6,980	3,715	17,479

(a)At 31 December 2024, the net book value of capitalised production phase stripping costs totalled US$2,326 million, with US$1,947 million within “Property, plant and equipment” and a

further US$379 million within “Investments in equity accounted units” (2023: total of US$2,505 million, with US$2,069 million in “Property, plant and equipment” and a further US$436 million

within “Investments in equity accounted units”). During the year, capitalisation of US$423 million was offset by depreciation of US$580 million, inclusive of amounts recorded within equity

accounted units (2023: US$325 million offset by depreciation of US$324 million). Depreciation of deferred stripping costs in respect of subsidiaries of US$411 million (2023: US$216 million;

2022: US$246 million) is included within “Depreciation for the year”.

(b)Adjustment on currency translation represents the impact of exchange differences arising on the translation of the assets of entities with functional currencies other than the US dollar,

recognised directly in the currency translation reserve. The adjustment in 2024 arose primarily from the weakening of the Australian and Canadian dollars against the US dollar.

(c)Our average borrowing rate, excluding any project finance, used for capitalisation of interest is 7.20% (2023: 7.50%).

(d)Additions to “Property, plant and equipment” includes US$144 million of spend on carbon abatement (2023: US$94 million).

(e)Refer to note 4 for details.

(f)Primarily relates to the acquisition of the remaining 20.64% interest in New Zealand Aluminium Smelters (NZAS). The transaction has been accounted for as a business combination

achieved in stages, with our previous 79.36% interest in the NZAS joint operation deemed to have been disposed of. Refer to note 5 for details.

(g)Relates to our sale of the Lake MacLeod salt and gypsum operations. Refer to note 5 for details.

(h)“Transfers and other movements” includes reclassification between categories. In 2024, this included amounts reclassified from Intangible Assets relating to exploration and evaluation at

Simandou (US$732 million) and Rincon (US$1,013 million) following Board approval of “notice to proceed” in February 2024 and December 2024, respectively.

(i)Excludes assets held under capitalised lease arrangements. Non-current assets pledged as security represent amounts pledged as collateral against US$4,011 million (2023: US$3,994

million) of loans, which are included in note 20.

Annual Report on Form 20-F 2024	189	riotinto.com

Financial statements | Notes to the consolidated financial statements

13 Property, plant and equipment continued

Impact of climate change on our business - useful economic lives of our power generating assetsThe Group has committed to reducing Scope 1 and Scope 2 carbon emissions by 50% relative to our 2018 baseline by 2030 and achieving net zero emission across our operations by 2050. We expect to invest US5 billion to US6 billion on carbon abatement projects between 2022 and 2030. Transitioning electricity from principally fossil fuel-based power generating assets to principally renewables is critical to achieving that goal. The carrying value of power generating assets is set out in the table below. The weighted average remaining useful economic life of plant and equipment for fossil fuel-based power generating assets is 10 years (2023: 10 years). Given the technical limitations of intermittent renewable energy generation and energy storage systems, and our need for reliable baseload electricity, we expect our current generation assets will be integral to those needs for the foreseeable future. We are investing in research and development and evaluating new market options that may overcome these technical challenges. Should pathways for eliminating fossil fuel power generating assets be identified we may need to accelerate depreciation or impair the assets; however, at this present moment the requirement for fossil fuel powered back-up means that early retirement of the assets is not expected and no change to depreciation rates is required.
		2023
Net book value of power generating assets powered by	Plant<br><br>and<br><br>equipment<br><br>US$m	Land<br><br>and<br><br>buildings<br><br>US$m	Plant<br><br>and<br><br>equipment<br><br>US$m
–Fossil fuels	840	87	932
–Renewables	2,375	201	2,456

All values are in US Dollars.

Right-of-use assets – leased

	2024			2023
	Land and buildings<br><br>US$m	Plant and equipment<br><br>US$m	Total<br><br>US$m	Land and buildings<br><br>US$m	Plant and equipment<br><br>US$m	Total<br><br>US$m
Net book value
At 1 January	543	635	1,178	515	488	1,003
Adjustment on currency translation	(37)	(24)	(61)	11	4	15
Additions	150	420	570	96	420	516
Depreciation for the year	(125)	(353)	(478)	(88)	(305)	(393)
Net impairment reversal/(charges)(a)	–	5	5	(1)	(7)	(8)
Disposals	–	–	–	–	(1)	(1)
Transfers and other movements	(7)	21	14	10	36	46
At 31 December	524	704	1,228	543	635	1,178

(a)Refer to note 4 for details.

The leased assets of the Group include land and buildings (mainly office buildings) and plant and equipment, the majority of which are marine

vessels. Lease terms are negotiated on an individual basis and contain a wide range of terms and conditions. Right-of-use assets are

depreciated on a straight line basis over the life of the lease, taking into account any extensions that are likely to be exercised.

14 Close-down, restoration and environmental provisions

Recognition and measurement

The Group has provisions for close-down and restoration costs, which include the dismantling and demolition of infrastructure, the removal of

residual materials and the remediation of disturbed areas for mines and certain refineries and smelters. The obligation may arise during

development or during the production phase of a facility. These provisions are based on all regulatory requirements and any other commitments

made to stakeholders. The provision excludes the impact of future disturbance that is planned to occur during the life of mine, so that it

represents only existing disturbance as at the balance sheet date.

Closure provisions are not made for those operations that have no known restrictions on their lives as the closure dates cannot be reliably

estimated; instead a contingent liability is disclosed. Refer to note 37 for details. This applies primarily to certain Canadian smelters that have

indefinite-lived water rights from local governments permitting electricity generation from hydropower stations and are not tied to a specific

orebody.

Close-down and restoration costs are a normal consequence of mining or production, and the majority of close-down and restoration

expenditure is incurred in the years following closure of the mine, refinery or smelter. Although the ultimate cost to be incurred is uncertain, the

Group’s businesses estimate their costs using current restoration standards, techniques and expected climate conditions. The costs are

estimated on the basis of a closure plan, and are reviewed at each reporting period during the life of the operation to reflect known

developments. The estimates are also subject to formal review, with appropriate external support, at regular intervals.

The timing of closure and the rehabilitation plans for the site can be uncertain and dependent upon future capital allocation decisions, which

involve estimation of future economic circumstances and business cases. In such circumstances, the closure provision is estimated using

probability weighting of the different remediation and closure scenarios.

Annual Report on Form 20-F 2024	190	riotinto.com

Financial statements | Notes to the consolidated financial statements

14 Close-down, restoration and environmental provisions continued

The initial close-down and restoration provision is capitalised within “Property, plant and equipment”. Subsequent movements in the close-down

and restoration provisions for ongoing operations are treated as an adjustment to cost within “Property, plant and equipment”. This includes

those resulting from new disturbances related to expansions or other activities qualifying for capitalisation; updated cost estimates; changes to

the estimated lives of operations; changes to the timing of closure activities; and revisions to discount rates.

Changes in closure provisions relating to closed and fully impaired operations are charged/credited to “Net operating costs” in the income

statement.

Where rehabilitation is conducted systematically over the life of the operation, rather than at the time of closure, provision is made for the

estimated outstanding continuous rehabilitation work at each balance sheet date and the cost is charged to the income statement.

The closure provision is represented by forecast future underlying cash flows expressed in real terms at the balance sheet date. These are

discounted for the time value of money based on a long-term view of low-risk market yields which includes a review of historic trends plus risks

and opportunities for which future cash flows have not been adjusted, namely potential improvements in closure practices between the reporting

date and the point at which rehabilitation spend takes place. The real-terms discount rate used is 2.5% (2023: 2.0%) which is applied to all

locations since we expect to meet closure cash flows principally from US dollar revenues and financing, with activities coordinated by the

Group’s central closure team.

To roll forward those real-terms cash flows between periods, we identify local rates of inflation based on Producer Price Inflation (PPI) indices

and, together with the real-terms discount rate, unwind the discount through the line “Amortisation of discount on provisions”, shown within

“Finance items” in the income statement. This nominal rate for cost escalation in the current financial year is estimated at the start of each half-

year and applied systematically for 6 months. At the end of each half-year we update the underlying cash flows for the latest estimate of

experienced inflation, if it differs materially from our forecast, for the current financial year and record this as “changes to existing provisions”. For

operating sites this adjustment usually results in a corresponding adjustment to property, plant and equipment, and for closed and fully impaired

sites the adjustment is charged or credited to the income statement.

In some cases, our subsidiaries make a contribution to trust funds in order to meet or reimburse future environmental and decommissioning

costs. Amounts due for reimbursement from trust funds are not offset against the corresponding closure provision unless payments into the fund

have the effect of passing the closure obligation to the trust.

Environmental costs result from environmental damage that was not a necessary consequence of operations, and may include remediation,

compensation and penalties. Provision is made for the estimated present value of such costs at the balance sheet date. These costs are

charged to “Net operating costs”, except for the unwinding of the discount which is shown within “Amortisation of discount on provisions”.

Remediation procedures may commence soon after the time the disturbance, remediation process and estimated remediation costs become

known, but can continue for many years depending on the nature of the disturbance and the remediation techniques used.

	Note	2024<br><br>US$m	2023<br><br>US$m
At 1 January		17,150	15,759
Adjustment on currency translation		(1,128)	241
Adjustments to mining properties/right-of-use assets:	13
–increases to existing and new provisions		851	629
–change in discount rate		(787)	(921)
Charged/(credited) to profit:
–increases to existing and new provisions(a)		435	1,654
–change in discount rate		(235)	(168)
–unused amounts reversed		(88)	(195)
–exchange losses/(gains) on provisions		26	(16)
–amortisation of discount		843	955
Utilised in year		(1,142)	(777)
Newly consolidated operation(b)		61	–
Transfers and other movements(c)		(255)	(11)
At 31 December(d)		15,731	17,150
Balance sheet analysis:
Current		1,183	1,523
Non-current		14,548	15,627
Total		15,731	17,150

(a)In 2023, this included US$1,272 million arising from study updates in the second half of the year which was excluded from underlying EBITDA. Refer to note 1 for details.

(b)This relates to our acquisition of 20.64% interest in NZAS. Refer to note 5 for details.

(c)In 2024, transfer and other movements includes amount relating to disposal of interest in businesses.

(d)Close-down, restoration and environmental provisions at 31 December 2024 have not been adjusted for closure-related receivables amounting to US$350 million (2023: US$366 million) due

from the ERA trust fund and other financial assets held for the purposes of meeting closure obligations. These are included within “Receivables and other assets” on the balance sheet.

Annual Report on Form 20-F 2024	191	riotinto.com

Financial statements | Notes to the consolidated financial statements

14 Close-down, restoration and environmental provisions continued

Key judgement - close-down, restoration and environmental obligations We use our judgement and experience to determine the potential scope of closure rehabilitation work required to meet the Group’s legal, statutory and constructive obligations, and any other commitments made to stakeholders, and the options and techniques available to meet those obligations in order to estimate the associated costs and the likely timing of those costs. Significant judgement is also required to then determine both the costs associated with that work and the other assumptions used to calculate the provision. External experts support the cost estimation process where appropriate but there remains significant estimation uncertainty. The key judgement in applying this accounting policy is determining when an estimate is sufficiently reliable to make or adjust a closure provision. Adjustments are made to provisions when the range of possible outcomes becomes sufficiently narrow to permit reliable estimation. Depending on the materiality of the change, adjustments may require review and endorsement by the Group’s Closure Steering Committee before the provision is updated. Cost provisions are updated throughout the life of the operation with conceptual study estimates reviewed every 5 years. Within 10 years from the expected closure date, closure cost estimates must comply with the Group’s Capital Project Framework. This means, for example, that where an Order of Magnitude (OoM) study is required for closure, it must be of the same standard as an OoM study for a new mine, smelter or refinery. In 2023, a reforecast for the Ranger Uranium mine operated by Energy Resources of Australia resulted in an increase to the closure provision of US$850 million. The majority of the provision increase was attributable to rehabilitation activities post 2027 and is subject to further study which could result in material change to the provision. These activities remain subject to a number of studies and are also potentially sensitive to external events such as rainfall. In some cases, the closure study may indicate that monitoring and, potentially, remediation will be required indefinitely - for example, groundwater treatment. In these cases, the underlying cash flows for the provision may be restricted to a period for which the costs can be reliably estimated, which on average is around 30 years. Where an alternative commercial arrangement to meet our obligations can be predicted with confidence, this period may be shorter.

Analysis of close-down, restoration and environmental provisions

	2024<br><br>US$m	2023<br><br>US$m
Undiscounted close-down, restoration and environmental obligations	23,038	23,372
Impact of discounting	(7,307)	(6,222)
Present value of close-down, restoration and environmental provisions	15,731	17,150
Attributable to:
Operating sites	11,715	12,021
Non-operating sites	4,016	5,129
Total close-down, restoration and environmental provisions	15,731	17,150	Closure cost composition as at 31 December	2024<br><br>US$m	2023<br><br>US$m
---	---	---
Decommissioning, decontamination and demolition	3,065	3,591
Closure and rehabilitation earthworks(a)	4,628	4,609
Long-term water management costs(b)	1,316	1,236
Post-closure monitoring and maintenance	1,581	1,806
Indirect costs, owners’ costs and contingency(c)	5,141	5,908
Total	15,731	17,150

(a)A key component of earthworks rehabilitation involves re-landscaping the area disturbed by mining activities utilising largely diesel-powered heavy mobile equipment. In developing low-

carbon solutions for our mobile fleet, this may include electrification of the vehicles during the mine life. The forecast cash flows for the heavy mobile equipment in the closure cost estimate

are based on existing fuel sources. The cost incurred during closure could reduce if these activities are powered by renewable energy.

(b)Long-term water management relates to the post-closure treatment of water due to acid rock drainage and other environmental commitments and is an area of research and development

focus for our Closure team. The cost of this water processing can continue for many years after the bulk earthworks and demolition activities have completed and are therefore exposed to

long-term climate change. This could materially affect rates of precipitation and therefore change the volume of water requiring processing. It is not currently possible to forecast accurately

the impact this could have on the closure provision as some of our locations could experience drier conditions whereas others could experience greater rainfall. A further consideration

relates to the alternative commercial use for the processed water, which could support ultimate transfer of these costs to a third party.

(c)Indirect costs, owners' costs and contingency include adjustments to the underlying cash flows to align the closure provision with a central-case estimate. This excludes allowances for

quantitative estimation uncertainties, which are allocated to the underlying cost driver and presented within the respective cost categories above.

Geographic composition as at 31 December	2024<br><br>US$m	2023<br><br>US$m
Australia	8,546	9,187
US	4,419	4,682
Canada	1,517	1,722
Other countries	1,249	1,559
Total	15,731	17,150

The geographic composition of the closure provision shows that our closure obligations are largely in countries with established levels of

regulation in respect of mine and site closure.

Annual Report on Form 20-F 2024	192	riotinto.com

Financial statements | Notes to the consolidated financial statements

14 Close-down, restoration and environmental provisions continued

Projected cash flows (undiscounted) for close-down, restoration and environmental provisions

	<1 year<br><br>US$m	1-3 years<br><br>US$m	3-5 years<br><br>US$m	>5 years<br><br>US$m	Total<br><br>US$m
At 31 December 2024	1,183	2,497	1,880	17,478	23,038
At 31 December 2023	1,523	2,365	2,005	17,479	23,372

Remaining lives of operations and infrastructure range from 1 to over 50 years with an average for all sites, weighted by present closure

obligation, of around 14 years. Although the ultimate cost to be incurred is uncertain, the Group’s businesses estimate their respective costs

based on current restoration standards, techniques and expected climate conditions.

Key accounting estimate - close-down, restoration and environmental obligations<br><br>The most significant assumptions and estimates used in calculating the provision are:<br><br>–Closure timeframes. The weighted average remaining lives of operations is shown above. Some expenditure may be incurred before<br><br>closure while the operation as a whole is in production.<br><br>–The length of any post-closure monitoring period. This will depend on the specific site requirements and the availability of alternative<br><br>commercial arrangements; some expenditure can continue into perpetuity. The Rio Tinto Kennecott closure and environmental<br><br>remediation provision includes an allowance for ongoing monitoring and remediation costs, including groundwater treatment, of<br><br>approximately US$0.7 billion.<br><br>–The probability weighting of possible closure scenarios. The most significant impact of probability weighting is at the Pilbara operations (Iron<br><br>Ore) relating to infrastructure, and incorporates the expectation that some infrastructure will be retained by the relevant State authorities post<br><br>closure. The assignment of probabilities to this scenario reduces the closure provision by US$0.5 billion.<br><br>–Appropriate sources on which to base the calculation of the discount rate. The discount rate, by nature, is subjective and therefore<br><br>sensitivities are shown below for how the provision balance, which at 31 December 2024 was US$15,731 million, would change if<br><br>discounted at alternative discount rates.<br><br>There is significant estimation uncertainty in the calculation of the provision and cost estimates can vary in response to many<br><br>factors including:<br><br>–changes to the relevant legal or local/national government requirements and any other commitments made to stakeholders<br><br>–review of remediation and relinquishment options<br><br>–additional remediation requirements identified during the rehabilitation<br><br>–the emergence of new restoration techniques<br><br>–precipitation rates and climate change<br><br>–change in foreign exchange rates<br><br>–change in the expected closure date<br><br>–change in the discount rate.<br><br>Experience gained at other mine or production sites may also change expected methods or costs of closure, although elements of the<br><br>restoration and rehabilitation can be unique to each site. Generally, there is relatively limited restoration and rehabilitation activity and<br><br>historical precedent elsewhere in the Group, or in the industry as a whole, against which to benchmark cost estimates.<br><br>The expected timing of expenditure can also change for other reasons, for example because of changes to expectations relating to Ore<br><br>Reserves and Mineral Resources, production rates, renewal of operating licences or economic conditions.<br><br>Changes in closure cost estimates at the Group’s ongoing operations could result in a material adjustment to assets and liabilities in the next<br><br>12 months and would also impact the depreciation and the unwinding of discount in future years.<br><br>Changes to closure cost estimates for closed operations, and changes to environmental cost estimates at any operation, could cause a<br><br>material adjustment to the income statement and closure liability. We do not consider that there is significant risk of a change in estimates for<br><br>these liabilities causing a material adjustment to the income statement in the next 12 months. Any new environmental incidents may require<br><br>a material provision but cannot be predicted.<br><br>Project-specific risks are embedded within the cash flows which are based on a central case estimate of closure activities assuming that the<br><br>obligation is fulfilled by the Group. These cash flows are then discounted, as mentioned above, using a consistent discount rate applied to all<br><br>locations.
Impact of climate change on our business - close-down, restoration and environmental costs<br><br>The underlying costs for closure have been estimated with varying degrees of precision based on a function of the age of the underlying<br><br>asset and proximity to closure. For assets within 10 years of closure, closure plans and cost estimates are supported by detailed studies<br><br>which are refined as the closure date approaches. These closure studies consider climate change and plan for resilience to expected climate<br><br>conditions with a particular focus on precipitation rates. For new developments, consideration of climate change and ultimate closure<br><br>conditions are an important part of the approval process. For longer-lived assets, closure provisions are typically based on conceptual level<br><br>studies that are refreshed at least every 5 years; these are evolving to incorporate greater consideration of forecast climate conditions at<br><br>closure.
---
Annual Report on Form 20-F 2024	193	riotinto.com
---	---	---

Financial statements | Notes to the consolidated financial statements

14 Close-down, restoration and environmental provisions continued

Sensitivity analysis

Close-down, restoration and environmental provisions of US$15,731 million (2023: US$17,150 million) are based on risk-adjusted cash flows

expressed in real terms. The recent upward trajectory in interest rates has resulted in expectations of higher yields from long-dated bonds,

including the 30-year US Treasury Inflation Protected Securities, which is a key input to our closure provision discount rate. On 30 June 2024,

we revised the closure discount rate from 2.0% to 2.5% (2023: from 1.5% to 2.0% on 30 June 2023), applied prospectively from that date. This

assumption is based on the currency in which we plan to fund the closures and our expectation of long-term interest rate and exchange rate

parity in the locations of our operations.

The impact of discounting on the provision - and the corresponding amount capitalised within “Property, plant and equipment” (for operating

sites) or charged/(credited) to the income statement (for non-operating and fully impaired sites) - is illustrated below:

	At 31 December 2024			At 31 December 2023
	Capitalised within<br><br>“Property, plant and<br><br>equipment”<br><br>US$m	Charged/(credited)<br><br>to the income<br><br>statement<br><br>US$m	Total increase/<br><br>(decrease) in<br><br>provision<br><br>US$m	Capitalised within<br><br>“Property, plant and<br><br>equipment”<br><br>US$m	Charged/(credited) to<br><br>the income statement<br><br>US$m	Total increase/<br><br>(decrease) in<br><br>provision<br><br>US$m
Discount rate decreased to 1.0%	3,300	400	3,700	2,300	300	2,600
Discount rate increased to 3.0%	(900)	(100)	(1,000)	(1,800)	(300)	(2,100)

15 Deferred taxation

Recognition and measurement

The Group’s accounting policy in relation to deferred taxation is outlined within note 10.

The movement in deferred tax (liabilities)/assets during the year is as follows.

	2024<br><br>US$m	2023<br><br>US$m
At 1 January	1,040	(368)
Adjustment on currency translation	(10)	19
Credited/(charged) to the income statement	393	1,260
(Charged)/credited to statement of comprehensive income(a)	(32)	153
Other movements(b)	(10)	(24)
At 31 December	1,381	1,040
Comprising:
– deferred tax assets(c)(d)	4,016	3,624
– deferred tax liabilities(e)	(2,635)	(2,584)

(a)The amounts credited/(charged) directly to the statement of comprehensive income include provisions for tax on cash flow hedges and on remeasurement gains/(losses) on pension

schemes and on post-retirement healthcare plans.

(b)“Other movements” include deferred tax relating to tax payable recognised by subsidiary holding companies on the profits of the equity accounted units to which it relates.

(c)Recognised deferred tax assets of US$1,293 million (2023: US$1,182 million) are subject to expiry if not recovered within certain time limits as specified in local tax legislation and

investment agreements. Of those recognised assets, US$66 million (2023: US$nil) would expire within one year if not used, US$93 million (2023: US$140 million) would expire within one to

5 years, and US$1,134 million (2023: US$1,042 million) would expire in more than 5 years.

(d)Recognised and unrecognised deferred tax assets are shown in the table on page 195 and totalled US$9,994 million at 31 December 2024 (2023: US$10,040 million). Of this total,

US$4,016 million has been recognised as deferred tax assets (2023: US$3,624 million), leaving US$5,978 million (2023: US$6,416 million) unrecognised, as recovery is not considered

probable.

(e)Deferred tax liabilities are not recognised on the unremitted earnings of subsidiaries and joint ventures totalling US$2,152 million (2023: US$2,249 million) where the Group is able to control

the timing of the remittance and it is probable that there will be no remittance in the foreseeable future. If these earnings were remitted, tax of US$99 million (2023: US$110 million) would be

payable.

Annual Report on Form 20-F 2024	194	riotinto.com

Financial statements | Notes to the consolidated financial statements

15 Deferred taxation continued

Analysis of deferred tax

Deferred tax balances for which there is a right of offset within the same tax jurisdiction are presented net on the face of the balance sheet as

required by IAS 12. The closing deferred tax assets and liabilities, prior to this offsetting of balances, are shown below.

	2024<br><br>US$m	2023<br><br>US$m
Deferred tax assets arising from:
Tax losses(a)	1,461	1,474
Provisions and other liabilities	4,710	3,835
Capital allowances	1,024	961
Post-retirement benefits	187	210
Unrealised exchange losses	157	194
Other temporary differences(b)	911	1,433
Total	8,450	8,107
Deferred tax liabilities arising from:
Capital allowances	(5,378)	(5,407)
Unremitted earnings(c)	(391)	(394)
Capitalised and accrued interest	(766)	(304)
Post-retirement benefits	(50)	(72)
Unrealised exchange gains	(13)	(15)
Other temporary differences	(471)	(875)
Total	(7,069)	(7,067)
Credited/(charged) to the income statement
Unrealised exchange losses	(11)	(2)
Tax losses	98	531
Provisions and other liabilities	785	133
Capital allowances	(323)	628
Tax on unremitted earnings	–	5
Post-retirement benefits	28	(48)
Other temporary differences	(184)	13
Total	393	1,260

(a)Recognised deferred tax assets of US$1,293 million (2023: US$1,182 million) are subject to expiry if not recovered within certain time limits as specified in local tax legislation and

investment agreements. Of those recognised assets, US$66 million (2023: US$nil) would expire within one year if not used, US$93 million (2023: US$140 million) would expire within one to

5 years, and US$1,134 million (2023: US$1,042 million) would expire in more than 5 years.

(b)Other temporary differences include research and development, investment and other tax credits and allowances of US$540 million (2023: US$583 million).

(c)Deferred tax liabilities are not recognised on the unremitted earnings of subsidiaries and joint ventures totalling US$2,152 million (2023: US$2,249 million) where the Group is able to control

the timing of the remittance and it is probable that there will be no remittance in the foreseeable future. If these earnings were remitted, tax of US$99 million (2023: US$110 million) would be

payable.

Other relevant judgements - recoverability of deferred tax assets<br><br>In considering the recoverability of deferred tax assets, judgement is required regarding the extent to which certain risk factors are likely to<br><br>affect the recovery of these assets. These risk factors include the risk of expiry of losses prior to utilisation, the impact of other legislation or<br><br>tax regimes, such as minimum taxes, and consideration of factors that lead to the generation of losses or other deferred tax assets. IAS 12<br><br>requires us to consider whether taxable profits will be available against which deferred tax assets may be utilised.<br><br>The Mongolian Tax Authority has issued a number of tax assessments covering the fiscal years 2013 to 2020, the most recent of which was<br><br>received in December 2023, which are inconsistent with the Oyu Tolgoi Investment Agreement and Mongolian legislation. The matters under<br><br>dispute have been referred to international arbitration. Differences in interpretation of the Investment Agreement and Mongolian legislation<br><br>could have a material impact on the amount and/or recovery of recognised deferred tax items, including tax losses. The arbitration process<br><br>on matters of this complexity can typically take over 12 months to conclude.
Annual Report on Form 20-F 2024	195	riotinto.com
---	---	---

Financial statements | Notes to the consolidated financial statements

15 Deferred taxation continued

Analysis of deferred tax assets

The recognised amounts in the table below do not include deferred tax assets that have been netted off against deferred tax liabilities.

	Recognised		Unrecognised
At 31 December	2024<br><br>US$m	2023<br><br>US$m	2024<br><br>US$m	2023<br><br>US$m
France	–	–	1,233	1,320
Canada	331	383	511	501
US(a)	262	204	926	977
Australia	1,132	991	563	842
Mongolia(b)	1,780	1,530	68	235
Other countries	511	516	2,677	2,541
Total(c)(d)	4,016	3,624	5,978	6,416

(a)Although our US Group companies expect to generate sufficient taxable profits to utilise existing Federal deferred tax assets, the application of the new Corporate Alternative Minimum Tax

(CAMT) rules has resulted in a position where the future tax benefit derived from utilisation of Federal deferred tax assets is limited and consequently these deferred tax assets are included

as “unrecognised” in this table.

(b)Deferred tax assets in Mongolia include US$419 million (2023: US$310 million) from tax losses that expire if not recovered against taxable profits within 8 years. In addition, amounts have

been recognised as deferred tax assets relating to anticipated future deductions. Tax losses and other deferred tax assets have been calculated in accordance with the Oyu Tolgoi

Investment Agreement and Mongolian legislation. The interpretation of the Investment Agreement by the Mongolian Tax Authority is under dispute and has been referred to international

arbitration. Differences in interpretation of the Investment Agreement and Mongolian legislation could have a material impact on the amount and/or period of recovery of deferred tax assets.

(c)US$2,561 million (2023: US$2,455 million) of the unrecognised assets relate to realised or unrealised capital losses, the recovery of which depends on the existence of capital gains in future

years. There are time limits, the shortest of which is one year, for the recovery of US$249 million of the unrecognised assets (2023: US$543 million).

(d)In addition to the unrecognised deferred tax assets in this table, the Group has accumulated UK foreign tax credits of US$1.4 billion (2023: US$1.3 billion). The credits are not refundable but

would be available, if needed, to shelter any UK tax in respect of profits arising in the Escondida business.

16 Inventories

Recognition and measurement

Inventories are measured at the lower of cost and net realisable value, primarily on a weighted average cost basis. Third-party production

purchased for our own use that is ordinarily interchangeable in accordance with IAS 2 “Inventories” is valued on the same basis, jointly with our

own production. Average costs are calculated by reference to the cost levels experienced in the relevant month together with those in opening

inventory.

The cost of raw materials and purchased components, and consumable stores, is the purchase price. The cost of work in progress and finished

goods and goods for resale is generally the cost of production, including directly attributable labour costs, materials and contractor expenses,

the depreciation of assets used in production and production overheads.

Work in progress includes ore stockpiles and other partly processed material. Stockpiles represent ore that has been extracted and is available

for further processing. If there is significant uncertainty as to if and when the stockpiled ore will be processed, the cost of such ore is expensed

as mined. If the ore will not be processed within 12 months after the balance sheet date, it is included within non-current assets and net

realisable value is calculated on a discounted cash flow basis. Quantities of stockpiled ore are assessed primarily through surveys and assays.

Certain estimates, including expected metal recoveries, are calculated using available industry, engineering and scientific data, and are

periodically reassessed, taking into account technical analysis and historical performance.

	2024<br><br>US$m	2023<br><br>US$m
Raw materials and purchased components	971	1,050
Consumable stores	1,560	1,520
Work in progress	1,931	2,467
Finished goods and goods for resale	1,620	1,836
Total inventories	6,082	6,873
Comprising:
Expected to be used within one year	5,860	6,659
Expected to be used after more than one year	222	214
Total inventories	6,082	6,873

During 2024, the Group recognised a net inventory write-off of US$49 million (2023: US$60 million write-off). This included inventory write-offs of

US$77 million (2023: US$94 million) partly offset by a write-back of previously written down inventory due to an increase in realisable values

amounting to US$28 million (2023: US$34 million).

At 31 December 2024, US$947 million (2023: US$925 million) of inventories were pledged as security for liabilities.

Annual Report on Form 20-F 2024	196	riotinto.com

Financial statements | Notes to the consolidated financial statements

17 Receivables and other assets

Recognition and measurement

Financial assets (except provisionally priced receivables) which are held under a hold to collect business model and have cash flows that meet

the solely payments of principal and interest (SPPI) criteria are recognised at amortised cost. Provisionally priced receivables are measured at

fair value through profit or loss with subsequent fair value gains or losses taken to the income statement.

As a part of our working capital management, we offer receivables factoring and letter of credit programs for our customers/receivables. For our

receivables under letter of credit programs, the business model of "hold to collect" has not changed and these continue to be recognised at amortised

cost as the sale of the letter of credit is made close to maturity of receivables and discounting costs are immaterial. The receivables under our global

factoring program do not meet the "hold to collect" model and therefore are recognised at fair value through profit or loss and continue to be classified

as trade receivables within operating cash flows. US$588 million of receivables (2023: US$475 million) are subject to our factoring program and

US$510 million (2023: US$372 million) of receivables subject to a letter of credit discounting program have been transferred to the participating banks

and derecognised at the reporting date.

	2024			2023
	Non-current<br><br>US$m	Current<br><br>US$m	Total<br><br>US$m	Non-current<br><br>US$m	Current<br><br>US$m	Total<br><br>US$m
Trade receivables(a)	–	2,344	2,344	–	2,461	2,461
Other financial receivables(a)	355	643	998	234	548	782
Other receivables(b)	380	429	809	470	347	817
Prepayment of tolling charges to jointly controlled entities(c)	94	–	94	113	–	113
Pension surpluses (note 28)	405	–	405	466	–	466
Other prepayments	163	825	988	376	589	965
Total(d)	1,397	4,241	5,638	1,659	3,945	5,604

(a)At 31 December 2024, trade receivables and other financial receivables are stated net of allowances for expected credit losses of US$72 million (2023: US$82 million). We apply the

“simplified approach” to trade receivables and receivables relating to net investment in finance leases and a “general approach” to all other financial assets.

(b)At 31 December 2024, other receivables include US$333 million (2023: US$349 million) related to Energy Resources of Australia Ltd’s (ERA) deposit held in a trust fund which is controlled by the

Government of Australia. ERA are entitled to reimbursement from the fund once specific phases of rehabilitation relating to the Ranger Project are completed. The fund is outside the scope of IFRS 9.

(c)These prepayments will be charged to Group operating costs as tolling services are rendered and product processing occurs.

(d)There is no material element of receivables and other assets that is interest-bearing or financing in nature. The fair value of current trade and other receivables and the majority of amounts

classified as non-current trade and other receivables approximates to their carrying value.

Credit risk related to receivables

Our Commercial team manages customer credit risk by reference to our established policy, procedures and controls. The team establishes credit limits

for all of our customers. Where customers are rated by an independent credit rating agency, these ratings are used as a guide to set credit limits. Where

there are no independent credit ratings available, we assess the credit quality of the customer through a credit rating model and assign appropriate credit

limits. The Commercial team monitors outstanding customer receivables regularly and highlights any credit concerns to senior management.

Receivables to high-risk customers are often secured by letters of credit or other forms of credit enhancement.

The expected credit loss on our trade receivable portfolio is insignificant.

18 Trade and other payables

Recognition and measurement

Trade payables are measured at amortised cost, with the exception of provisionally priced contracts which are held at fair value as per IFRS 9.

	2024			2023
	Non-current<br><br>US$m	Current<br><br>US$m	Total<br><br>US$m	Non-current<br><br>US$m	Current<br><br>US$m	Total<br><br>US$m
Trade payables	–	3,196	3,196	–	3,265	3,265
Other financial payables	188	1,192	1,380	238	913	1,151
Other payables	42	143	185	56	208	264
Deferred income(a)	118	338	456	103	280	383
Accruals	–	1,751	1,751	–	1,702	1,702
Employee entitlements	–	920	920	–	992	992
Royalties and mining taxes	2	622	624	3	868	871
Amounts owed to equity accounted units	193	16	209	196	10	206
Total	543	8,178	8,721	596	8,238	8,834

(a)Deferred income includes contract liabilities of US$358 million (2023: US$275 million).

The fair value of trade payables and financial instruments within other financial payables approximates their carrying value.

Supplier finance arrangements

The Group participates in supplier finance arrangements with designated banks whereby suppliers may elect to receive early payment of their invoice from

a third-party bank by factoring their receivable from Rio Tinto. These arrangements do not modify the terms of the original liability with respect to either

counterparty terms, settlement date or amount due. Although they are open to a wide range of suppliers, we typically see a take up for suppliers with

payment terms ranging from 60 to 105 days, similar to the prior year. For comparable trade payables that are not part of supplier finance arrangements the

range of payment terms are similar. Use of the early settlement facility is voluntary and at the suppliers' discretion on an invoice-by-invoice basis. Financial

liabilities subject to supplier finance arrangements, therefore, continue to be classified as trade payables with cash outflows showing within operating cash

flows. There were no significant non-cash changes in the carrying amount of the trade payables included in the Group's supplier finance arrangements.

As at 31 December 2024, the carrying value of the financial liabilities that are part of supplier finance arrangements presented within trade

payables amounts to US$714 million (2023: US$821 million), of which US$603 million (2023: US$754 million) relates to amounts that suppliers

have already received as payment from the banks on the reporting date.

Annual Report on Form 20-F 2024	197	riotinto.com

Financial statements | Notes to the consolidated financial statements

Our capital and liquidity

Our overriding objective when managing capital and liquidity is to safeguard the business as a going concern. Capital is allocated in a consistent and

disciplined manner. Essential capital expenditure remains our priority for capital allocation. It includes sustaining capital to ensure the integrity of our

assets, high-returning replacement projects and decarbonisation investment. This is followed by ordinary dividends within our well-established returns

policy. We then test investment in compelling growth projects against debt management and additional cash returns to shareholders.

Our Board and senior management regularly review the capital structure and liquidity of the Group. They take into account our strategic priorities, the

economic and business conditions, and any identified investment opportunities, along with the expected returns to shareholders. We expect total cash

returns to shareholders over the longer term to be in a range of 40–60% of underlying earnings in aggregate through the commodity cycle.

We consider various financial metrics when managing our capital structure and liquidity risk, including total capital, net debt, gearing, the overall

level of borrowings and their maturity profile, liquidity levels, future cash flows, underlying EBITDA and interest cover ratios.

Our total capital as at 31 December is shown in the table below.

	Note	2024<br><br>US$m	2023<br><br>US$m
Equity attributable to owners of Rio Tinto (see consolidated balance sheet)		55,246	54,586
Equity attributable to non-controlling interests (see consolidated balance sheet)		2,719	1,755
Net debt	19	5,491	4,231
Total capital		63,456	60,572

We have access to various forms of financing including corporate bonds issued in debt capital markets through our US Shelf and European

Medium Term Note Programmes, commercial paper, project finance, bank loans and credit facilities.

In November 2024, we entered into a US$7 billion bridge facility to support the funding required for the proposed acquisition of Arcadium Lithium,

which is expected to close in March 2025 (refer to note 5 for details). The Group also has an existing US$7.5 billion multi-currency revolving credit

facility which matures in November 2028. Both facilities remained undrawn throughout the year. At 31 December 2024, the Group’s subsidiaries had

available in aggregate US$738 million (2023: US$558 million) of committed borrowing facilities; these amounts are available for use by the respective

holders of each facility only and are not available for use across the Group.

Our credit ratings as at 31 December, as provided by Standard & Poor’s and Moody’s Investor Services, were:

	2024	2023
Long-term rating	A/A1	A/A1
Short-term rating	A-1/P-1	A-1/P-1
Outlook	Stable/Stable	Stable/Stable

Our unified credit status is maintained through cross guarantees, which mean the contractual obligations of Rio Tinto plc and Rio Tinto Limited

are automatically guaranteed by the other.

Financial liability analysis

In the table below, we summarise the maturity profile of our financial liabilities on our balance sheet based on contractual undiscounted

payments as at 31 December. When the amount payable is not fixed, the amount disclosed is determined by reference to the conditions existing

at the end of the reporting period. This will, therefore, not necessarily agree with the amounts disclosed as the carrying value.

	2024					2023
(Outflows)/Inflows	Within 1<br><br>year or on<br><br>demand<br><br>US$m	Between<br><br>1 and 2<br><br>years<br><br>US$m	Between 2<br><br>and 5<br><br>years<br><br>US$m	After<br><br>5 years<br><br>US$m	Total<br><br>US$m	Within 1<br><br>year or on<br><br>demand<br><br>US$m	Between<br><br>1 and 2<br><br>years<br><br>US$m	Between<br><br>2 and 5<br><br>years<br><br>US$m	After<br><br>5 years<br><br>US$m	Total<br><br>US$m
Non-derivative financial liabilities
Trade and other financial payables(a)	(6,032)	(30)	(43)	(307)	(6,412)	(5,769)	(57)	(68)	(308)	(6,202)
Expected lease liability payments	(398)	(306)	(488)	(551)	(1,743)	(385)	(285)	(442)	(574)	(1,686)
Borrowings before swaps	(185)	(630)	(3,007)	(8,854)	(12,676)	(845)	(17)	(2,385)	(10,011)	(13,258)
Expected future interest payments(a)	(748)	(729)	(1,873)	(4,260)	(7,610)	(803)	(781)	(2,156)	(4,886)	(8,626)
Other financial liabilities	–	–	–	–	–	(4)	–	–	–	(4)
Derivative financial liabilities(b)
Derivatives related to net debt – net settled	(78)	(50)	(86)	(17)	(231)	(161)	(87)	(163)	–	(411)
Derivatives related to net debt – gross settled(a)
–gross inflows	13	25	701	–	739	502	26	77	664	1,269
–gross outflows	(34)	(34)	(909)	–	(977)	(620)	(34)	(102)	(841)	(1,597)
Derivatives not related to net debt – net settled	(81)	(33)	(117)	(149)	(380)	(76)	(54)	(124)	(54)	(308)
Derivatives not related to net debt – gross settled
–gross inflows	240	–	–	–	240	499	–	–	–	499
–gross outflows	(240)	–	–	–	(240)	(501)	–	–	–	(501)
Total	(7,543)	(1,787)	(5,822)	(14,138)	(29,290)	(8,163)	(1,289)	(5,363)	(16,010)	(30,825)

(a)The interest payable at the year-end is removed from trade and other financial payables and shown within expected future interest payments and derivatives related to net debt. Interest payments

have been projected using interest rates applicable at the end of the applicable financial year. Where debt is subject to variable interest rates, future interest payments are subject to change in line

with market rates.

(b)The maturity grouping is based on the earliest payment date.

Our weighted average debt maturity including leases and derivatives related to debt was approximately 11 years (2023: 12 years).

Annual Report on Form 20-F 2024	198	riotinto.com

Financial statements | Notes to the consolidated financial statements

19 Net debt

Analysis of changes in net debt

	2024
	Financial liabilities
	Borrowings<br><br>excluding overdrafts<br><br>(note 20)(a)<br><br>US$m	Lease liabilities<br><br>(note 21)(b)<br><br>US$m	Derivatives related<br><br>to net debt<br><br>(note 23)(c)<br><br>US$m	Cash and cash<br><br>equivalents<br><br>including overdrafts<br><br>(note 22)(a)<br><br>US$m	Other<br><br>investments<br><br>(note 23)(d)<br><br>US$m	Net debt<br><br>US$m
At 1 January	(13,000)	(1,351)	(429)	9,672	877	(4,231)
Foreign exchange adjustment	57	69	(30)	(99)	(1)	(4)
Cash movements excluding exchange movements	494	455	104	(1,089)	(675)	(711)
Other non-cash movements	18	(586)	12	–	11	(545)
At 31 December	(12,431)	(1,413)	(343)	8,484	212	(5,491)	2023
---	---	---	---	---	---	---
	Financial liabilities			Other assets
	Borrowings<br><br>excluding overdrafts<br><br>(note 20)(a)<br><br>US$m	Lease liabilities<br><br>(note 21)(b)<br><br>US$m	Derivatives related<br><br>to net debt<br><br>(note 23)(c)<br><br>US$m	Cash and cash<br><br>equivalents including<br><br>overdrafts<br><br>(note 22)(a)<br><br>US$m	Other investments<br><br>(note 23)(d)<br><br>US$m	Net debt<br><br>US$m
At 1 January	(11,070)	(1,200)	(690)	6,774	1,998	(4,188)
Foreign exchange adjustment	(87)	(21)	62	(23)	–	(69)
Cash movements excluding exchange movements	(1,523)	426	(4)	2,921	(1,157)	663
Other non-cash movements	(320)	(556)	203	–	36	(637)
At 31 December	(13,000)	(1,351)	(429)	9,672	877	(4,231)

(a)Borrowings excluding overdrafts of US$12,431 million (2023:US$13,000 million) differs from Borrowings on the balance sheet as it excludes bank overdrafts of US$11 million

(2023: US$1 million) which has been included in cash and cash equivalents for the net debt reconciliation.

(b)Other non-cash movements in lease liabilities include the net impact of additions, modifications and terminations during the period.

(c)Included within “Derivatives related to net debt” are interest rate and cross-currency interest rate swaps that are in hedge relationships with the Group's debt.

(d)Other investments includes US$212 million (2023: US$877 million) of highly liquid financial assets held in a separately managed portfolio of fixed income instruments classified as held for

trading.

The table below summarises, by currency, our net debt, after taking into account relevant cross-currency interest rate swaps and foreign

exchange contracts:

	2024						2023
Net debt by currency	Borrowings<br><br>excluding<br><br>overdrafts<br><br>US$m	Lease liabilities<br><br>US$m	Derivatives<br><br>related to net<br><br>debt<br><br>US$m	Cash and<br><br>cash<br><br>equivalents<br><br>US$m	Other<br><br>investments<br><br>US$m	Net debt<br><br>US$m	Net debt<br><br>US$m
US dollar	(12,181)	(539)	(343)	7,108	212	(5,743)	(4,033)
Australian dollar	(92)	(501)	–	721	–	128	(186)
Canadian dollar	(158)	(158)	–	81	–	(235)	(247)
South African rand	–	(2)	–	167	–	165	130
Other	–	(213)	–	407	–	194	105
Total	(12,431)	(1,413)	(343)	8,484	212	(5,491)	(4,231)

20 Borrowings

Recognition and measurement

Borrowings are recognised initially at fair value, net of transaction costs incurred, and are subsequently measured at amortised cost. Our policy

is to predominantly borrow in US dollars (USD) at floating interest rates, either directly or through the use of derivatives, as:

–the majority of our sales are in USD

–historically a lower cost of borrowing has been observed from maintaining a floating rate exposure

–historically there has been a correlation between interest rates and commodity prices.

For bonds with fixed interest rates, we generally enter into interest rate swaps to convert them to floating rates. The tenor of the interest rate

swaps is sometimes shorter than the tenor of the bond which means we remain exposed to long-term fixed-rate funding. As interest rate swaps

mature, new medium dated swaps are generally transacted to maintain this floating rate exposure; however, we may elect to maintain a

proportion of fixed-rate funding after considering market conditions, the cost and form of funding and other related factors.

We have designated the swaps to be in fair value hedge relationships with the corresponding period of future interest payments of the

respective debt.

Where we borrow non-US denominated debt, we generally enter into cross-currency interest rate swaps to convert the principal and fixed

interest coupon to a USD nominal with a USD interest coupon.

Annual Report on Form 20-F 2024	199	riotinto.com

Financial statements | Notes to the consolidated financial statements

20 Borrowings continued

Borrowings

The characteristics and carrying value of the Group’s borrowings at 31 December are summarised below.

	Carrying<br><br>value<br><br>2024<br><br>US$m	Carrying<br><br>value<br><br>2023<br><br>US$m	Nominal<br><br>value of<br><br>hedged item<br><br>2024<br><br>US$m	Nominal<br><br>value of<br><br>hedged item<br><br>2023<br><br>US$m	Weighted average<br><br>interest rate<br><br>after swaps (where<br><br>applicable)(b)	Swap<br><br>maturity<br><br>(where<br><br>applicable)
Rio Tinto Finance plc Euro Bonds 2.875% due 2024(a)(b)(c)	–	452	–	463
Rio Tinto Finance (USA) Limited Bonds 7.125% due 2028(a)(b)	780	804	750	750	3 month SOFR +3.54%	2028
Alcan Inc. Debentures 7.25% due 2028(a)(d)	101	99	100	100	6 month SOFR +3.33%	2028
Rio Tinto Finance plc Sterling Bonds 4.0% due 2029(a)(b)(e)(f)	624	611	–	639
Alcan Inc. Debentures 7.25% due 2031(a)(b)	402	392	400	400	3 month SOFR +5.98%	2025
Rio Tinto Finance (USA) plc Bonds 5.0% due 2033(a)(g)	646	646	650	–	6 month SOFR + 0.96%	2026/<br><br>2033
Alcan Inc. Global Notes 6.125% due 2033(a)(b)	731	699	750	750	3 month SOFR +5.93%	2025
Alcan Inc. Global Notes 5.75% due 2035(a)(b)	287	274	300	300	3 month SOFR +5.44%	2025
Rio Tinto Finance (USA) Limited Bonds 5.2% due 2040(a)(b)(h)	1,142	1,158	1,150	200	6 month SOFR +1.18%	2033
Rio Tinto Finance (USA) plc Bonds 4.75% due 2042(a)(i)	492	492	500	–	6 month SOFR + 0.65%	2026
Rio Tinto Finance (USA) plc Bonds 4.125% due 2042	732	731	–	–
Rio Tinto Finance (USA) Limited Bonds 2.75% due 2051(a)(b)	1,103	1,098	1,250	1,250	6 month SOFR +1.57%	2028
Rio Tinto Finance (USA) plc Bonds 5.125% due 2053(a)	1,097	1,151	1,100	1,100	6 month SOFR +0.76%	2033
Oyu Tolgoi LLC MIGA Insured Loan SOFR plus 2.65% due 2032(j)(k)	603	602	–	–
Oyu Tolgoi LLC Commercial Banks “B Loan” SOFR plus 3.4% due 2032(j)(k)	1,392	1,392	–	–
Oyu Tolgoi LLC Export Credit Agencies Loan 4.72% due 2033(j)(k)	249	248	–	–
Oyu Tolgoi LLC Export Credit Agencies Loan SOFR plus 3.65% due 2034(j)(k)	816	816	–	–
Oyu Tolgoi LLC International Financial Institutions “A Loan” SOFR plus 3.78%<br><br>due 2035(j)(k)	792	792	–	–
Other secured loans	93	144
Other unsecured loans	349	399
Bank overdrafts	11	1
Total borrowings(l)	12,442	13,001
Comprising:
Current borrowings	180	824
Non-current borrowings	12,262	12,177
Total borrowings(l)	12,442	13,001

(a)The fair value movements of our borrowings and interest rate swaps that are in fair value hedge relationships are included in note 9.

(b)The LIBOR reference rates derivatives were transitioned to Secured Overnight Financing Rate (SOFR) with effect from 1 July 2023 in accordance with International Swaps and Derivatives

Association (ISDA) Fallback Protocol. Weighted average interest rate after swaps for 2023 can be found in note 20 to the Financial Statements in our 2023 Annual Report.

(c)On 11 December 2024 we repaid our €417 million (nominal value) Rio Tinto Finance plc Euro Bonds on their maturity. The cash outflow relating to the repayment of the bonds and the

realised loss on the derivatives have been recognised within "Repayment of borrowings and associated derivatives" in the Group cash flow statement and totalled US$546 million.

(d)In November 2024, our interest rate swap which converted our fixed coupon interest payments on this bond to 3 month SOFR +5.69%, matured. We entered into a new interest rate swap to

convert our fixed coupon interest payments on this bond to 6 month SOFR + 3.33%.

(e)Rio Tinto has a US$10 billion (2023: US$10 billion) European Medium Term Note Program against which the cumulative amount utilised was US$626 million equivalent at 31 December

2024 (2023: US$1,102 million). The carrying value of these bonds after hedge accounting adjustments amounted to US$624 million (2023: US$1,063 million) in aggregate.

(f).We applied cash flow hedge accounting to this bond and the corresponding cross currency interest rate swap. The hedge is fully effective as the notional amount, maturity, payment and

reset dates match. In 2019, we swapped the resulting fixed US dollar annual interest coupon payments to floating rates. Fair value hedge accounting has been applied to this relationship in

addition to the pre-existing cash flow hedge. In December 2024, our existing interest rate swap on this bond matured, therefore, the bond is no longer in a hedged position.

(g)In April and October 2024 we entered into new interest rate swaps to convert our fixed coupon on this bond to 6 month SOFR +0.96%.

(h)In February, March and April 2024 we entered into a new interest rate swap to convert our fixed coupon on this bond to 6 month SOFR +1.18%.

(i)In December 2024 we entered into a new interest rate swaps to convert our fixed coupon on this bond to 6 month SOFR +0.65%.

(j)These borrowings relate to the Oyu Tolgoi LLC project finance facility and the due dates stated represent the final repayment date. The interest rates stated are pre-completion and will

increase by 1.2% post-completion, which is expected to take place in 2029 subject to meeting certain conditions. Refer below on the refinancing of the facility made during 2023.

(k)Our bank borrowings in Oyu Tolgoi (OT) are subject to financial covenants which require that OT maintains a certain level of debt-equity ratio and a debt service coverage ratio. These

covenants are tested at the end of each month. Based on our forecasting, we consider this risk of non-compliance with these covenants to be remote.

(l)The Group’s borrowings of US$12,442 million (2023: US$13,001 million) include US$3,945 million (2023: US$3,994 million) of subsidiary entity borrowings that are subject to various

financial and general covenants with which the respective borrowers were in compliance as at 31 December 2024 and are expected to be in compliance within 12 months after the reporting

date. The non-compliance with these covenants, if not remediated, would permit the lender to immediately call the loan and borrowings.

In the prior year, we refinanced the Oyu Tolgoi project finance with a syndicate of international financial institutions, export credit agencies and

commercial lenders. The lenders agreed to a deferral of the principal repayments by 3 years to June 2026 and to an extension of the final

maturity date by 5 years from 2030 to 2035. As part of refinancing, the debt transitioned to the SOFR benchmark to which we applied the Phase

2 IBOR reform relief under IFRS 9. The refinancing did not result in a derecognition of the drawn down amount, however we recognised an

accounting loss on modification of US$123 million related to changes other than the benchmark transition and capitalised transaction costs

incurred of US$50 million.

Annual Report on Form 20-F 2024	200	riotinto.com

Financial statements | Notes to the consolidated financial statements

21 Leases

Recognition and measurement

IFRS 16 applies to the recognition, measurement, presentation and disclosure of leases. Certain leases are exempt from the standard, including

leases to explore for or use minerals, oil, natural gas and similar non-regenerative resources. We apply the scope exemptions in paragraphs 3(e) and

4 of IFRS 16 and do not apply the standard to leases of any assets which would otherwise fall within the scope of IAS 38 “Intangible Assets”.

A significant proportion of our lease arrangements relate to dry bulk vessels and office properties. Other leases include land and non-mining

rights, warehouses, ports, equipment and vehicles.

We recognise all lease liabilities and corresponding right-of-use assets on the balance sheet, with the exception of short-term (12 months or

fewer) and low-value leases, where payments are expensed as incurred. Lease liabilities are recorded at the present value of fixed payments;

variable lease payments that depend on an index or rate; amounts payable under residual value guarantees; and extension options expected to

be exercised. Where a lease contains an extension option that we can exercise without negotiation, lease payments for the extension period are

included in the liability if we are reasonably certain that we will exercise the option. Variable lease payments not dependent on an index or rate

are excluded from the calculation of lease liabilities at initial recognition. Payments are discounted at the incremental borrowing rate of the

lessee, unless the interest rate implicit in the lease can be readily determined. For lease agreements relating to vessels, ports and properties,

non-lease components are excluded from the projection of future lease payments and recorded separately within operating costs as services

are being provided. The lease liability is measured at amortised cost using the effective interest method. The right-of-use asset arising from a

lease arrangement at initial recognition reflects the lease liability, initial direct costs, lease payments made before the commencement date of

the lease, and capitalised provision for dismantling and restoration of the underlying asset, less any lease incentives.

We recognise depreciation on right-of-use assets and interest on lease liabilities in the income statement over the lease term. Repayments of

lease liabilities are separated into a principal portion (presented within financing activities) and an interest portion (which the Group presents in

operating activities) in the cash flow statement. Payments made before the commencement date are included within financing activities unless

they in substance represent investing cash flows, for example where pre-commencement cash flows are significant relative to aggregate cash

flows of the leasing arrangement.

Other relevant judgements - accounting for renewable power purchase agreements We have to apply judgement for certain contractual arrangements, such as renewable energy power purchase agreements (PPAs), in evaluating whether we have the right to obtain substantially all of the economic benefits from the use of the renewable energy assets, including the right to obtain physical energy these assets generate. Based on our evaluation, we determine whether an arrangement is a lease, an executory contract or a derivative. An immaterial amount was recognised as a lease at 31 December 2024 for a fixed component of the QMM renewable PPA. The Amrun PPA is a lease, which has not yet commenced and is included in capital commitments (note 37).

Lessee arrangements

We have made the following payments during the year associated with leases:

Description of payment	Included within	2024<br><br>US$m	2023<br><br>US$m
Principal lease payments	Cash flows from financing activities	455	426
Interest payments on leases	Cash flows from operating activities	67	50
Payments for short-term leases	Net operating costs	217	269
Payments for variable lease components	Net operating costs	46	40
Payments for low value leases (>12 months in duration)	Net operating costs	3	3
Total lease payments		788	788

Lease liabilities

The maturity profile of lease liabilities recognised at 31 December is:

	2024<br><br>US$m	2023<br><br>US$m
Lease liabilities
Due within 1 year	398	385
Between 1 and 3 years	513	457
Between 3 and 5 years	281	270
More than 5 years	551	574
Total undiscounted cash payments expected to be made	1,743	1,686
Effect of discounting	(330)	(335)
Present value of minimum lease payments	1,413	1,351
Comprising:
Current lease liabilities per the balance sheet	354	345
Non-current lease liabilities per the balance sheet	1,059	1,006
Total lease liabilities	1,413	1,351

At 31 December 2024, commitments for leases not yet commenced were US$405 million (2023: US$308 million) and commitments relating to

short-term leases which had already commenced were US$182 million (2023: US$164 million). These commitments are not included in the

maturity profile table above.

Annual Report on Form 20-F 2024	201	riotinto.com

Financial statements | Notes to the consolidated financial statements

22 Cash and cash equivalents

Recognition and measurement

For the purpose of the balance sheet, cash and cash equivalents covers cash on hand, deposits held with banks, and short-term, highly liquid

investments (mainly money market funds and reverse repurchase agreements) that are readily convertible into known amounts of cash and

which are subject to insignificant risk of changes in value. Bank overdrafts are shown as current liabilities on the balance sheet. For the

purposes of the cash flow statement, cash and cash equivalents are shown net of overdrafts.

	Note	2024<br><br>US$m	2023<br><br>US$m
Cash at bank and in hand		2,330	1,843
Money market funds, reverse repurchase agreements and other cash equivalents		6,165	7,830
Total cash and cash equivalents per consolidated balance sheet		8,495	9,673
Bank overdrafts repayable on demand (unsecured)	20	(11)	(1)
Total cash and cash equivalents per consolidated cash flow statement		8,484	9,672

Restricted cash and cash equivalent analysis

Cash and cash equivalents of US$515 million (2023: US$422 million) are held in countries where there are restrictions on remittances. Of this

balance, US$194 million (2023: US$156 million) could be used to repay subsidiaries’ third-party borrowings.

There are also restrictions on a further US$1,150 million (2023: US$553 million) of cash and cash equivalents, the majority of which is held by

partially owned subsidiaries and is not available for use in the wider Group due to legal and contractual restrictions currently in place. Of this

balance US$157 million (2023: US$129 million) could be used to repay these subsidiaries’ third-party borrowings.

Credit risk related to cash and cash equivalents

Our Treasury team manages credit risk from our investing activities in accordance with a credit risk framework which sets the risk appetite.

We make investments of surplus funds only with approved investment grade (BBB+ and above) counterparties who have been assigned

specific credit limits. The limits are set to minimise the concentration of credit risk and therefore mitigate the potential for financial loss through

counterparty failure.

23 Other financial assets and liabilities

Recognition and measurement

Derivatives are measured at fair value through profit or loss unless they are designated as hedging instruments. For details about our hedging

strategy and risks, refer to note 24. The Group has made an irrevocable choice to measure investments in equity shares at fair value through

other comprehensive income (FVOCI) except for those held for trading purposes.

Other financial assets

	2024			2023
	Non-current<br><br>US$m	Current<br><br>US$m	Total<br><br>US$m	Non-current<br><br>US$m	Current<br><br>US$m	Total<br><br>US$m
Derivatives not related to net debt	39	49	88	14	40	54
Derivatives related to net debt	24	–	24	87	–	87
Equity shares and quoted funds	255	24	279	163	18	181
Other investments, including loans(a)	263	346	609	217	1,060	1,277
Loans to equity accounted units(b)	509	–	509	–	–	–
Total other financial assets	1,090	419	1,509	481	1,118	1,599

(a)Current “Other investments, including loans” includes US$212 million (2023: US$877 million) of highly liquid financial assets held in a separately managed portfolio of fixed income

instruments classified as held for trading and included within our net debt definition.

(b)This relates to loans of US$534 million due from WCS Rail and Port entities, net of expected credit loss.

Credit risk related to other financial assets

Our Treasury team manages credit risk in relation to applicable other financial assets in accordance with our counterparty credit framework

(which is reviewed biannually) to minimise our counterparty risk and mitigate financial loss through counterparty failure. Derivatives and

investments with any given counterparty are required to be within the credit limit (based on a quantitative credit risk model) for that counterparty

as approved by the Group’s Financial Risk Management Committee. Our investments are dictated by the Group’s investment policy which sets

out a number of criteria for eligible investments, including credit quality, duration, maturity and concentration limits.

Other financial liabilities

	2024			2023
	Non-current<br><br>US$m	Current<br><br>US$m	Total<br><br>US$m	Non-current<br><br>US$m	Current<br><br>US$m	Total<br><br>US$m
Derivatives not related to net debt	252	84	336	198	68	266
Derivatives related to net debt	339	28	367	315	201	516
Other financial liabilities	–	–	–	–	4	4
Total other financial liabilities	591	112	703	513	273	786
Annual Report on Form 20-F 2024	202	riotinto.com
---	---	---

Financial statements | Notes to the consolidated financial statements

23 Other financial assets and liabilities continued

Offsetting and enforceable master netting agreements

When we have a legally enforceable right to set-off our financial assets and liabilities and an intention to settle on a net basis, or realise the asset and

settle the liability simultaneously, we report the net amount in the consolidated balance sheet. Agreements with derivative counterparties are based

on the International Swaps and Derivatives Association master netting agreements that do not meet the criteria for offsetting, but allow for the related

amounts to be set-off in certain circumstances. During the year, there were no material amounts offset in the balance sheet.

24 Financial instruments and risk management

Recognition and measurement

We classify our financial assets into those held at amortised cost and those to be measured at fair value either through the profit and loss

(FVTPL) or through other comprehensive income (FVOCI) based on the business model for managing the financial assets and the contractual

terms of the cash flows.

Classification of<br><br>financial asset	Amortised cost	Fair value through profit<br><br>and loss	Fair value through other comprehensive income
Recognition and<br><br>initial measurement	At initial recognition, trade receivables that do not<br><br>have a significant financing component are<br><br>recognised at their transaction price. Other<br><br>financial assets are initially recognised at fair<br><br>value plus related transaction costs.	The asset is initially<br><br>recognised at fair value with<br><br>transaction costs<br><br>immediately expensed to<br><br>the income statement.	The asset is initially recognised at fair value.
Subsequent<br><br>measurement	Amortised cost using the effective interest<br><br>method.	Fair value movements are<br><br>recognised in the income<br><br>statement.	Fair value gains or losses on revaluation of such equity<br><br>investments, including any foreign exchange component,<br><br>are recognised in other comprehensive income. Dividends<br><br>are recognised in the income statement when the right to<br><br>receive payment is established.
Derecognition	Any gain or loss on derecognition or modification of<br><br>a financial asset held at amortised cost is<br><br>recognised in the income statement.	Not applicable.	When the equity investment is derecognised, there is no<br><br>recycling of fair value gains or losses previously recognised in<br><br>other comprehensive income to the income statement.

Borrowings and other financial liabilities (including trade payables but excluding derivative liabilities) are recognised initially at fair value, net of

transaction costs incurred, and are subsequently measured at amortised cost.

Financial risk management objectives

Our financial risk management objectives are:

–to have in place a robust capital structure to manage the organisation through the commodity cycle

–to allow our financial exposures, mainly commodity price, foreign exchange and interest rates to, in general, float with the market.

Our Treasury and Commercial teams manage the following key economic risks generated from our operations:

–capital and liquidity risk

–credit risk

–interest rate risk

–commodity price risk

–foreign exchange risk.

These teams operate under a strong control environment, within approved limits.

(i) Capital and liquidity risk

Our capital and liquidity risk arises from the possibility that we may not be able to settle or meet our obligations as they fall due. Refer to our

capital and liquidity section on page 197.

As disclosed in note 18, under the supplier finance arrangements, the Group makes payments to participating banks on the same date as stated

on the vendor’s invoice, and as such these arrangements do not give rise to additional liquidity risk.

(ii) Credit risk

Credit risk is the risk that our customers, or institutions that we hold investments with, are unable to meet their contractual obligations. We

are exposed to credit risk in our operating activities (primarily from customer trade receivables); and from our investing activities that include

government securities (primarily US Government), corporate and asset-backed securities, reverse repurchase agreements, money market

funds, and balances with banks and financial institutions. Refer to note 17, note 22 and note 23 for an understanding of the size of, and the

credit risk related to, each balance.

(iii) Interest rate risk

Our interest rate management policy is generally to borrow and invest at floating interest rates. However, we may elect to maintain a proportion of

fixed-rate funding after considering market conditions, the cost and form of funding and other related factors. After the impact of hedging, 76%

(2023: 68%) of our borrowings (including leases) were at floating rates. To understand how we manage interest rate risk, refer to note 20.

Annual Report on Form 20-F 2024	203	riotinto.com

Financial statements | Notes to the consolidated financial statements

24 Financial instruments and risk management continued

Sensitivity to interest rate changes

Based on our floating rate financial instruments outstanding at 31 December 2024, the effect on our net earnings of a 100 basis point increase in

US dollar Secured Overnight Financing Rate (SOFR) interest rates, with all other variables held constant, would be an expense of US$23 million

(2023: US$5 million). This reflects the net debt position in 2024 and 2023.

We are also exposed to interest rate volatility within shareholders’ equity. This is because we have designated some cross-currency interest rate

swaps to be in a cash flow hedge relationship with our 2029 British pound sterling (GBP) loan. As we receive fixed GBP interest and pay fixed

USD interest, any change in the GBP interest rate or the USD interest rate will have an impact on the fair value of the derivative within

shareholders’ equity. With all factors remaining constant, a 100 basis point increase in interest rates in each of the currencies in isolation would

impact equity, before tax, by a charge of US$27 million (2023: US$33 million) for GBP and a credit of US$35 million (2023: US$42 million) for

USD. A 100 basis point decrease would have broadly the same impact in the opposite direction.

(iv) Commodity price risk

Our broad commodity base means our exposure to commodity prices is diversified. Our normal policy is to sell our products at prevailing market

prices. For certain physical commodity transactions for which the price was fixed at the contract date, we enter into derivatives to achieve the

prevailing market prices at the point of revenue recognition. We do not generally consider that using derivatives to fix commodity prices would

provide a long-term benefit to our shareholders.

Exceptions to this rule are subject to limits, and to defined market risk tolerances and internal controls.

Substantially all iron ore and aluminium sales are reflected at final prices at each reporting period. Final prices for copper concentrate, however,

are normally determined between 30 and 180 days after delivery to our customer.

At 31 December 2024, we had 186 million pounds of copper sales (31 December 2023: 92 million pounds) which were provisionally priced at

US 397 cents per pound (2023: US 387 cents per pound). The final price of these sales will be determined during the first half of 2025. A 10%

change in the price of copper realised on the provisionally priced sales, with all other factors held constant, would increase or reduce net

earnings by US$46 million (2023: US$22 million).

Power costs represent a significant portion of costs in our aluminium business and, therefore, we are exposed to fluctuations in power prices. To

mitigate our exposure to changes in the relationship between aluminium prices and power prices, we have a number of electricity purchase

contracts that are directly linked to the daily official LME cash ask price for high-grade aluminium (LME price) and to the US Midwest Transaction

Premium (Midwest premium).

In accordance with IFRS 9, we apply hedge accounting to 2 embedded derivatives within our power contracts. The embedded derivatives

(nominal aluminium forward sales) have been designated as the hedging instrument. The forecast aluminium sales, priced using the LME price

and the Midwest premium, represent the hedged item.

The hedging ratio is 1:1, as the quantity of sales designated as being hedged matches the notional amount of the hedging instrument. The

hedging instrument’s nominal amount, expressed in equivalent metric tonnes of aluminium, is derived from our expected electricity consumption

under the power contracts as well as other relevant contract parameters.

When we designate such embedded derivatives as the hedging instrument in a cash flow hedge, we recognise the effective portion of the

change in the fair value of the hedging instrument in other comprehensive income, and it is accumulated in the cash flow hedge reserve. The

amount that is recognised in other comprehensive income is limited to the lesser of the cumulative change in the fair value of the hedging

instrument and the cumulative change in the fair value of the hedged item, in absolute terms. On realisation of the hedges, realised amounts are

reclassified from reserves to consolidated sales revenue in the income statement.

We recognise any ineffectiveness relating to the hedging relationship immediately in the income statement.

Sources of ineffectiveness include differences in the timing of the cash flows between the hedged item and the hedging instrument, non-zero

initial fair value of the hedging instrument, the existence of a cap on the Midwest premium in the hedging instrument and counterparty credit risk.

We held the following nominal aluminium forward sales contracts embedded in the power contracts as at 31 December:

	2024				2023
	Within 1 year	Between 1<br><br>and 5 years	Between 5<br><br>and 10 years	Total	Within 1 year	Between 1<br><br>and 5 years	Between 5<br><br>and 10 years	Total
Nominal amount (tonnes)	73,117	286,455	—	359,572	72,617	289,801	66,268	428,686
Nominal amount (US$ millions)	174	716	—	890	169	711	170	1,050
Average hedged rate (US$ per tonne)	2,382	2,498	—	2,474	2,331	2,452	2,564	2,449
Annual Report on Form 20-F 2024	204	riotinto.com
---	---	---

Financial statements | Notes to the consolidated financial statements

24 Financial instruments and risk management continued

The impact on our financial statements of these hedging instruments and hedging items are:

	Aluminium embedded derivatives separated<br><br>from the power contract<br><br>(hedging instrument)(a)			Highly probable forecast aluminium sales (hedged item)
	Nominal<br><br>US$m	Carrying<br><br>amount<br><br>US$m	Change in fair<br><br>value in the<br><br>period<br><br>US$m	Cash flow<br><br>hedge<br><br>reserve(b)<br><br>US$m	Change in fair<br><br>value in<br><br>the period<br><br>US$m	Total hedging<br><br>gains/(losses)<br><br>recognised<br><br>in reserves<br><br>US$m	Hedge<br><br>ineffective-<br><br>ness in the<br><br>period<br><br>(losses)/<br><br>gains(c)<br><br>US$m	Losses/<br><br>(gains)<br><br>reclassified<br><br>from reserves<br><br>to income<br><br>statement(d)<br><br>US$m
2024	890	(113)	42	(39)	(26)	42	–	5
2023	1,050	(174)	3	(91)	(16)	(1)	4	(2)

(a)Aluminium embedded derivatives (forward contracts and options) are contained within certain aluminium smelter electricity purchase contracts. The carrying amount of US$113 million (2023:

US$174 million) is shown within “Other financial assets and liabilities”.

(b)The difference between this amount and the total cash flow hedge reserve of the Group (shown in note 35) relates to our cash flow hedge on the sterling bond (refer to interest rate risk

section).

(c)Hedge ineffectiveness is included in “net operating costs” (within “raw materials, consumables, repairs and maintenance” - refer to note 7) in the income statement.

(d)On realisation of the hedge, realised amounts are reclassified from reserves to consolidated sales revenue in the income statement.

There was no cost of hedging recognised in 2024 (2023: no cost) relating to this hedging relationship.

Sensitivity analysis

Our commodity derivatives are impacted by changes in market prices. The table below summarises the impact that changes in aluminium

market prices have on aluminium forward and option contracts embedded in power supply agreements outstanding at 31 December 2024. Any

change in price will result in an offsetting change in our future earnings.

	Change in<br><br>market prices	2024<br><br>US$m	2023<br><br>US$m
Effect on net earnings	+10%	(42)	(52)
	(10)%	69	67
Effect on equity	+10%	(68)	(81)
	(10)%	42	70

We exclude our “own use contracts” from this sensitivity analysis as they are outside the scope of IFRS 9. Our business units continue to hold

these types of contracts to satisfy their expected purchase, sale or usage requirements.

Impact of climate change on our business - renewable power purchase agreements in Queensland, New Zealand and the USA As part of the program to develop renewable energy solutions for our Queensland aluminium assets, in 2023 and 2024, we entered into long-term renewable 2.2GW PPAs to buy renewable electricity and associated carbon credits to be generated in the future from the Upper Calliope solar farm and the Bungaban wind farm. In 2024, our New Zealand Aluminium Smelters signed long term PPAs with electricity generators for a total of 572MW of hydro electricity. We also signed a PPA with the Monte Cristo wind farm in the US. These contracts are recorded as derivatives, with net unrealised losses of US$111 million recognised in the current year (2023: US$nil) and require complex derivative measurement over the contract’s term categorised under level 3 with significant unobservable inputs related to future energy prices. A 10% increase in forecast electricity prices over the remaining term of the contracts would result in a US$499 million increase in fair value and a 10% decrease in forecast electricity prices would result in a US$500 million decrease in fair value.

(v) Foreign exchange risk

The broad geographic spread of our sales and operations means that our earnings, cash flows and shareholders’ equity are influenced by a

wide variety of currencies. The majority of our sales are denominated in USD.

Our operating costs are influenced by the currencies of those countries where our mines and processing plants are located, and by those

currencies in which we buy imported equipment and services. The USD, the Australian dollar (AUD) and the Canadian dollar (CAD) are the most

important currencies influencing our costs. In any particular year, currency fluctuations may have a significant impact on our financial results. A

strengthening of the USD against the currencies in which our costs are partly denominated has a positive effect on our net earnings. However, a

strengthening of the USD reduces the value of non-USD denominated net assets, and therefore total equity.

In most cases, our debt and other financial assets and liabilities, including intragroup balances, are held in the functional currency of the relevant

subsidiary. There are instances where these balances are held in currencies other than the functional currency of the relevant subsidiary. This means

we recognise exchange gains and losses in our income statement (except where they can be taken to equity) as these balances are translated into

the functional currency of the relevant subsidiary. Our income statement also includes exchange gains and losses arising on USD net debt and

intragroup balances. On consolidation, these balances are retranslated to our USD presentational currency and there is a corresponding and

offsetting exchange difference recognised directly in the currency translation reserve. There is no impact on total equity.

Under normal market conditions, we do not consider that active currency hedging of transactions would provide long-term benefits to

shareholders. We review our exposure on a regular basis and will undertake hedging if deemed appropriate. We may deem currency protection

measures appropriate in specific commercial circumstances. Capital expenditures and other significant financial items such as acquisitions,

disposals, tax and dividend cash flows may be economically hedged.

Annual Report on Form 20-F 2024	205	riotinto.com

Financial statements | Notes to the consolidated financial statements

24 Financial instruments and risk management continued

Sensitivity analysis

The table below shows the estimated retranslation effect on financial assets and financial liabilities at 31 December, including intragroup

balances, of a 10% strengthening in the closing exchange rate of the USD against significant currencies. We deem 10% to be the annual

exchange rate movement that is reasonably probable (on an annual basis over the long run) for any of our significant currencies and therefore

an appropriate representation for the sensitivity analysis.

	2024			2023
Currency exposure	Closing exchange<br><br>rate<br><br>US cents	Effect on net<br><br>earnings<br><br>US$m	Impact directly on<br><br>equity<br><br>US$m	Closing exchange<br><br>rate<br><br>US cents	Effect on net<br><br>earnings<br><br>US$m	Impact directly on<br><br>equity<br><br>US$m
Australian dollar	62	391	(977)	69	228	(1,036)
Canadian dollar	70	(362)	–	76	(361)	–

We calculate sensitivities in relation to the functional currencies of our individual entities. We translate the impact of these on net earnings into

USD at the exchange rates on which the sensitivities are based. The impact to net earnings associated with a 10% weakening of a particular

currency, shown above, is broadly offset within equity through movements in the currency translation reserve and therefore generally has no

impact on our net assets. The offsetting currency translation movement is not shown in the table above. The impact is expressed in terms of the

effect on net earnings and equity, assuming that each exchange rate moves in isolation. The sensitivities are based on financial assets and

financial liabilities held at 31 December, where balances are not denominated in the functional currency of the subsidiary or joint operation, and

exclude financial assets and liabilities held by equity accounted units. These balances will not remain constant throughout 2025 and, therefore,

this illustrative information should be used with caution.

Valuation hierarchy of financial instruments carried at fair value on a recurring basis

The table below shows the classifications of our financial instruments by valuation method in accordance with IFRS 13 “Fair Value

Measurement” at 31 December.

All instruments shown as being held at fair value have been classified as fair value through the profit and loss unless specifically footnoted.

		2024				2023
		Held at fair value			Total<br><br>US$m	Held at fair value			Total<br><br>US$m
	Note	Level 1(a)<br><br>US$m	Level 2(b)<br><br>US$m	Level 3(c)USm		Level 1(a)<br><br>US$m	Level 2(b)<br><br>US$m	Level 3(c)USm
Assets
Cash and cash equivalents(d)	22	4,893	–	–	8,495	2,722	–	–	9,673
Investments in equity shares and funds(e)	23	96	–	183	279	85	–	96	181
Other investments, including loans(f)	23	230	–	275	609	896	–	228	1,277
Trade and other financial receivables(g)	17	15	1,379	–	3,342	9	1,383	–	3,243
Loans to equity accounted units	23	–	–	–	509	–	–	–	–
Forward contracts and option contracts:<br><br>designated as hedges(h)	23	–	–	27	27	–	–	–	–
Forward, option and embedded derivatives<br><br>contracts, not designated as hedges(h)	23	–	42	19	61	–	28	26	54
Derivatives related to net debt(i)	23	–	24	–	24	–	87	–	87
Liabilities
Trade and other financial payables(j)	18	–	(144)	–	(6,536)	–	(47)	–	(6,324)
Forward, option and embedded derivatives<br><br>contracts, designated as hedges(h)	23	–	–	(180)	(180)	–	–	(174)	(174)
Forward, option and embedded derivatives<br><br>contracts, not designated as hedges(h)	23	–	(48)	(108)	(156)	–	(63)	(29)	(92)
Derivatives related to net debt(i)	23	–	(367)	–	(367)	–	(516)	–	(516)

All values are in US Dollars.

(a)Valuation is based on unadjusted quoted prices in active markets for identical financial instruments.

(b)Valuation is based on inputs that are observable for the financial instruments, which include quoted prices for similar instruments or identical instruments in markets which are not considered

to be active, or inputs, either directly or indirectly based on observable market data.

Annual Report on Form 20-F 2024	206	riotinto.com

Financial statements | Notes to the consolidated financial statements

24 Financial instruments and risk management continued

(c)Valuation is based on inputs that cannot be observed using market data (unobservable inputs). The change in valuation of our level 3 instruments for the year to 31 December is as follows.

	2024	2023
Level 3 financial assets and liabilities	US$m	US$m
Opening balance	147	131
Currency translation adjustments	(12)	(2)
Total realised gains/(losses) included in:
– consolidated sales revenue	–	12
– net operating costs	(32)	(18)
Total unrealised gains included in:
– net operating costs	22	43
Total unrealised gains/(losses) transferred into other comprehensive income through cash flow hedges	34	(1)
Additions to financial assets	88	29
Disposals/maturity of financial instruments	(31)	(47)
Closing balance	216	147
Net gains included in the income statement for assets and liabilities held at year end	3	31

(d)Our Cash and cash equivalents of US$8,495 million (2023: US$9,673 million), includes US$4,893 million (2023: US$2,722 million) relating to money market funds which are treated as

FVTPL under IFRS 9 with the fair value movements reported as finance income.

(e)Investments in equity shares and funds include US$221 million (2023: US$157 million) of equity shares, not held for trading, where we have irrevocably elected to present fair value gains

and losses on revaluation in other comprehensive income. The election is made at an individual investment level.

(f)Other investments, including loans, covers cash deposits in rehabilitation funds, government bonds, managed investment funds and royalty receivables.

(g)Trade receivables include provisionally priced invoices. The related revenue is initially based on forward market selling prices for the quotation periods stipulated in the contracts with

changes between the provisional price and the final price recorded separately within “Other revenue”. The selling price can be measured reliably for the Group's products, as it operates in

active and freely traded commodity markets. At 31 December 2024, US$1,374 million (2023: US$1,362 million) of provisionally priced receivables were recognised.

(h)Level 3 derivatives mainly consist of derivatives embedded in electricity purchase contracts linked to the LME, midwest premium and billet premium with terms expiring between 2025 and

2036 (2023: 2025 and 2036). Derivatives related to renewable power purchase agreements are linked to forward electricity prices with terms expiring between 2026 and 2054.

(i)Net debt derivatives include interest rate swaps and cross-currency swaps. As part of the International Swaps and Derivatives Association (ISDA) Fallbacks Protocol, on 1 July 2023 we

completed the transition of our US LIBOR derivatives to SOFR on cessation of US LIBOR at 30 June 2023. There was no impact on our hedging arrangements after taking into account the

IFRS 9 IBOR reform reliefs.

(j)Trade and other financial payables comprise trade payables, other financial payables, accruals and amounts due to equity accounted units within note 18.

There were no material transfers between level 1 and level 2, or between level 2 and level 3 in the current or prior year.

Valuation techniques and inputs

The techniques used to value our more significant fair value assets/(liabilities) categorised under level 2 and level 3 are summarised below:

	2024	2023
Description	Fair value<br><br>US$m	Fair value<br><br>US$m	Valuation technique	Significant inputs
Level 2
Interest rate swaps	(156)	(163)	Discounted cash flows	–Applicable market quoted swap yield curves<br><br>–Credit default spread
Cross-currency interest rate swaps	(187)	(266)	Discounted cash flows	–Applicable market quoted swap yield curves<br><br>–Credit default spread<br><br>–Market quoted FX rate
Provisionally priced receivables	1,374	1,362	Closely related listed product	–Applicable forward quoted metal price
Level 3
Renewable power purchase<br><br>agreements	(111)	–	Discounted cash flows	–Forward electricity price<br><br>–Energy volume
Derivatives embedded in electricity<br><br>contracts	(132)	(186)	Option pricing model	–LME forward aluminium price<br><br>–Midwest premium and billet premium
Royalty receivables	252	214	Discounted cash flows	–Forward commodity price<br><br>–Mine production

Sensitivity analysis in respect of level 3 financial instruments

For assets/(liabilities) classified under level 3, the effect of changing the significant unobservable inputs on carrying value has been calculated

using a movement that we deem to be reasonably probable.

Net derivative liabilities related to our renewable power purchase agreements have a fair value of US$111 million at 31 December 2024 (2023:

nil). The fair value is calculated as the present value of the future contracted cash flows using risk-adjusted forecast prices including credit

adjustments. A 10% increase in forecast electricity prices over the remaining term of the contracts would result in a US$499 million increase in

fair value and a 10% decrease in forecast electricity prices would result in a US$500 million decrease in fair value.

To value long-term aluminium embedded power derivatives, we use unobservable inputs when the term of the derivative extends beyond

observable market prices. Changing the level 3 inputs to reasonably possible alternative assumptions does not change the fair value

significantly, taking into account the expected remaining term of contracts for either reported period. The fair value of these derivatives is a net

liability of US$132 million at 31 December 2024 (2023: US$186 million).

Annual Report on Form 20-F 2024	207	riotinto.com

Financial statements | Notes to the consolidated financial statements

24 Financial instruments and risk management continued

Impact of climate change on our business - coal royalty receivables At 31 December 2024, royalty receivables include amounts arising from our divested coal businesses with a carrying value of US$252 million (2023: US$214 million). These are classified as “Other investments, including loans” within note 23. The fair values are determined using level 3 unobservable inputs. These royalty receivables include US$96 million from forecast production beyond 2030. These have not been adjusted for potential changes in production rates that could occur due to climate change targets impacting the operator. The main unobservable input is the long-term coal price used over the life of these royalty receivables. A 15% increase in the coal spot price would result in a US$24 million increase (2023: US$64 million) in the carrying value. A 15% decrease in the coal spot price would result in a US$61 million decrease (2023: US$39 million) in the carrying value. We have used a 15% assumption to calculate our exposure as it represents the annual coal price movement that we deem to be reasonably probable (on an annual basis over the long run).

Fair values disclosure of financial instruments

The following table shows the carrying amounts and fair values of our borrowings including those which are not carried at an amount which

approximates their fair value at 31 December. The fair values of some of our financial instruments approximate their carrying values because of

their short maturity, or because they carry floating rates of interest.

	2024		2023
	Carrying<br><br>value<br><br>US$m	Fair<br><br>value<br><br>US$m	Carrying<br><br>value<br><br>US$m	Fair<br><br>value<br><br>US$m
Listed bonds	8,137	7,702	8,607	8,672
Oyu Tolgoi project finance	3,852	4,103	3,850	4,090
Other	453	416	544	494
Total borrowings (including overdrafts)	12,442	12,221	13,001	13,256

Borrowings relating to listed bonds are categorised as level 1 in the fair value hierarchy while those relating to project finance drawn down by

Oyu Tolgoi use a number of level 3 valuation inputs. Our remaining borrowings have a fair value measured by discounting estimated cash flows

with an applicable market quoted yield, and are categorised as level 2 in the fair value hierarchy.

Annual Report on Form 20-F 2024	208	riotinto.com

Financial statements | Notes to the consolidated financial statements

Our people

Summarised below are the key financial metrics relating to our people.

25 Average number of employees

	Subsidiaries and joint operations			Equity accounted units<br><br>(Rio Tinto share)
	2024	2023	2022	2024	2023	2022
Principal locations of employment:
Australia and New Zealand	25,098	25,045	23,829	858	725	704
Canada	14,157	13,864	13,344	50	5	—
UK	366	323	202	–	—	—
Europe	875	912	994	24	25	—
Africa	3,567	3,180	2,797	1,293	1,176	1,218
US	4,113	3,973	3,655	311	58	—
Mongolia	4,962	4,700	4,175	–	—	—
South America	449	389	286	1,497	1,414	1,383
India	1,183	611	396	–	—	—
Singapore	486	469	454	–	–	–
Other countries(a)	305	305	289	–	–	–
Total	55,561	53,771	50,421	4,033	3,403	3,305

(a)“Other countries” primarily includes employees in the Middle East (excluding Oman which is included in Africa), and other countries in Asia which are not shown separately in the

table above.

Employee numbers, which represent the average for the year, include 100% of employees of subsidiary companies. Employee numbers for joint

operations and equity accounted units are proportional to the Group’s interest under contractual agreements. Average employee numbers

include a part-year effect for companies acquired or disposed of during the year.

Part-time employees are included on a full-time-equivalent basis. Temporary employees are included in employee numbers.

People employed by contractors are not included.

26 Employment costs and provisions

	Note	2024<br><br>US$m	2023<br><br>US$m	2022<br><br>US$m
Total employment costs
– Wages and salaries		6,004	5,625	5,115
– Social security costs		461	470	425
– Net post-retirement charge	28	605	449	559
– Share-based payment charge	27	172	144	122
		7,242	6,688	6,221
Less: charged within movement in provisions (see below)		(187)	(52)	(219)
Total employment costs	7	7,055	6,636	6,002	2024	2023
---	---	---	---	---
Employment provisions	Pensions<br><br>and<br><br>post-retirement<br><br>healthcare(a)<br><br>US$m	Other<br><br>employee<br><br>entitlements(b)<br><br>US$m	Total<br><br>US$m	Total<br><br>US$m
At 1 January	1,189	369	1,558	1,658
Adjustment on currency translation	(48)	(35)	(83)	32
Charged/(credited) to profit:
–increases to existing and new provisions	91	108	199	78
–unused amounts reversed	–	(12)	(12)	(26)
Utilised in year	(75)	(58)	(133)	(277)
Remeasurement (gains)/losses recognised in other comprehensive income	(94)	–	(94)	102
Transfers and other movements	–	21	21	(9)
At 31 December	1,063	393	1,456	1,558
Balance sheet analysis:
Current	68	291	359	361
Non-current	995	102	1,097	1,197
Total employment provisions	1,063	393	1,456	1,558

(a)The main assumptions used to determine the provision for pensions and post-retirement healthcare, and other information, including the expected level of future funding payments in respect

of those arrangements, are given in note 28.

(b)The provision for other employee entitlements includes a provision for long service leave of US$313 million (2023: US$296 million), based on the relevant entitlements in certain Group

operations, and includes US$24 million (2023: US$17 million) of provision for redundancy and severance payments.

Annual Report on Form 20-F 2024	209	riotinto.com

Financial statements | Notes to the consolidated financial statements

27 Share-based payments

The Rio Tinto plc and Rio Tinto Limited share-based incentive plans

are as follows.

UK Share Plan

The fair values of Matching and Free share awards are the market

value of the shares on the date of award. The awards are settled in

equity.

Equity Incentive Plan

Since 2018, all long-term incentive awards have been granted under

the 2018 Equity Incentive Plans which allow for awards in the form of

Performance Share Awards (PSA), Management Share Awards

(MSA) and Bonus Deferral Awards (BDA) to be granted. In general,

these awards will be settled in equity, including the dividends

accumulated from date of award to vesting and therefore the awards

are accounted for in accordance with the requirements applying to

equity-settled share-based payment transactions.

Performance Share Awards

The vesting of these awards is dependent on service conditions being

met; performance conditions apply.

Awards granted in previous years (since 2018) are subject to a Total

Shareholder Return (TSR) performance condition. Awards granted in

2024 are subject to both a TSR performance condition (80%

weighting), and a decarbonisation measure (20% weighting). The fair

value of the awards subject to a TSR performance condition is

calculated using a Monte Carlo simulation model. For the part of the

awards subject to a decarbonisation target, as this is a non-market

related performance condition, the fair value is reviewed at each

accounting date, based on the prevailing projected outcome.

Forfeitures prior to vesting are assumed at 5% per annum of

outstanding awards (2023: 5% per annum).

Management Share Awards

The vesting of these awards is dependent on service conditions being

met; no performance conditions apply.

The fair value of each award on the day of grant is based on the

share price on the day of grant. Forfeitures prior to vesting are

assumed at 7% per annum of outstanding awards (2023: 7% per

annum).

Bonus Deferral Awards

Bonus Deferral Awards provide for the mandatory deferral of 50% of

the bonuses for Executive Directors and Executive Committee

members.

The vesting of these awards is dependent only on service conditions

being met. The fair value of each award is based on the share price

on the day of grant. Forfeitures prior to vesting are assumed at 3%

per annum of outstanding awards (2023: 3% per annum).

Global Employee Share Plans

The Global Employee Share Plans were re-approved by shareholders

in 2021. Under these plans, the companies provide a Matching share

award for each Investment share purchased by a participant. The

vesting of Matching awards is dependent on service conditions being

met and the continued holding of Investment shares by the participant

until vesting. These awards are settled in equity including the

dividends accumulated from date of award to vesting. The fair value

of each Matching share on the day of grant is equal to the share price

on the date of purchase less a deduction of 15% (5% per annum) for

estimated cancellations (caused by employees withdrawing their

Investment shares prior to vesting) in addition to a deduction for

forfeitures prior to vesting which are assumed at 5% per annum of

outstanding awards (2023: 5% per annum).

The PSA, MSA, BDA and awards under the Global Employee Share

Plans and UK Share Plan together represent 100% (2023: 100%) of

the total IFRS 2 “Share-based Payment” charge for Rio Tinto plc and

Rio Tinto Limited plans in 2024.

Recognition and measurement

These plans are accounted for in accordance with the fair value

recognition provisions of IFRS 2.

The fair value of the Group’s share plans is recognised as an expense

over the expected vesting period with an offset to retained earnings

for Rio Tinto plc plans and to other reserves for Rio Tinto Limited

plans.

The Group uses fair values provided by independent actuaries

calculated using a Monte Carlo simulation model where required.

The terms of each plan are considered at the balance sheet date to

determine whether the plan should be accounted for as equity-settled

or cash-settled. The Group does not operate any material plans as

cash-settled although certain awards can be settled in cash at the

discretion of the Directors or where settling awards in equity is

challenging or prohibited by local laws and regulations. The value of

these awards is immaterial.

The Group’s equity-settled share plans are settled either by the

issuance of shares by the relevant parent company; the purchase of

shares on market; or the use of shares held in treasury. If the cost of

shares acquired to satisfy the plans differs from the expense charged,

the difference is taken to retained earnings or other reserves, as

appropriate.

The charge that has been recognised in the income statement for Rio Tinto’s share-based incentive plans, and the related liability (for cash-

settled awards), is set out in the table below.

	Charge recognised for the year			Liability at the end of the year
	2024<br><br>US$m	2023<br><br>US$m	2022<br><br>US$m	2024<br><br>US$m	2023<br><br>US$m
Equity-settled awards	170	140	117	–	–
Cash-settled awards	2	4	5	5	6
Total	172	144	122	5	6
Annual Report on Form 20-F 2024	210	riotinto.com
---	---	---

Financial statements | Notes to the consolidated financial statements

27 Share-based payments continued

Performance Share Awards (granted under either the Performance Share Plans or the Equity Incentive Plans)

	Rio Tinto plc awards				Rio Tinto Limited awards
	2024<br><br>number	Weighted<br><br>average fair<br><br>value at grant<br><br>date<br><br>2024<br><br>£	2023<br><br>number	Weighted<br><br>average fair<br><br>value at grant<br><br>date<br><br>2023<br><br>£	2024<br><br>number	Weighted<br><br>average fair<br><br>value at grant<br><br>date<br><br>2024<br><br>A$	2023<br><br>number	Weighted<br><br>average fair<br><br>value at grant<br><br>date<br><br>2023<br><br>A$
Unvested awards at 1 January	2,596,811	24.34	2,903,449	24.36	1,011,192	54.74	1,040,240	52.51
Awarded	1,077,110	28.22	562,747	28.40	579,982	67.34	287,714	61.66
Forfeited	(77,417)	27.33	(166,376)	27.94	(35,737)	60.05	(28,789)	51.91
Failed performance conditions	(38,101)	24.68	–	–	(11,058)	54.55	–	–
Vested	(801,809)	24.52	(703,009)	26.84	(175,600)	54.55	(287,973)	53.88
Unvested awards at 31 December	2,756,594	25.71	2,596,811	24.34	1,368,779	59.97	1,011,192	54.74	Rio Tinto plc awards	Rio Tinto Limited awards
---	---	---	---	---	---	---	---	---
	2024<br><br>number	Weighted<br><br>average<br><br>share price at<br><br>vesting<br><br>2024<br><br>£	2023<br><br>number	Weighted<br><br>average share<br><br>price at<br><br>vesting<br><br>2023<br><br>£	2024<br><br>number	Weighted<br><br>average<br><br>share price at<br><br>vesting<br><br>2024<br><br>A$	2023<br><br>number	Weighted<br><br>average share<br><br>price at<br><br>vesting<br><br>2023<br><br>A$
Vested awards settled in shares during the<br><br>year (including dividend shares applied<br><br>on vesting)	924,836	51.12	767,439	59.21	143,996	124.24	238,405	122.58
Vested awards settled in cash during the year<br><br>(including dividend shares applied on vesting)	111,446	51.70	181,492	58.36	83,388	124.36	140,690	123.40

In addition to the equity-settled awards shown above, there were 41,164 Rio Tinto plc and 25,792 Rio Tinto Limited cash-settled awards

outstanding at 31 December 2024 (2023: 24,365 Rio Tinto plc and 19,881 Rio Tinto Limited cash-settled awards outstanding). The total liability

for these awards at 31 December 2024 was US$1 million (2023: US$1 million).

Management Share Awards, Bonus Deferral Awards (granted under the Equity Incentive Plans), Global Employee

Share Plans and UK Share Plan (combined)

	Rio Tinto plc awards(a)				Rio Tinto Limited awards
	2024<br><br>number	Weighted<br><br>average fair<br><br>value at grant<br><br>date<br><br>2024<br><br>£	2023<br><br>number	Weighted<br><br>average fair<br><br>value at grant<br><br>date<br><br>2023<br><br>£	2024<br><br>number	Weighted<br><br>average fair<br><br>value at grant<br><br>date<br><br>2024<br><br>A$	2023<br><br>number	Weighted<br><br>average fair<br><br>value at grant<br><br>date<br><br>2023<br><br>A$
Unvested awards at 1 January(b)	2,810,128	50.36	2,585,679	47.22	2,580,993	103.11	2,340,705	95.27
Awarded	1,360,676	46.54	1,298,578	49.59	1,189,754	110.96	1,159,498	107.86
Forfeited	(115,973)	47.67	(113,473)	57.02	(152,069)	106.75	(144,531)	102.40
Cancelled	(94,111)	44.97	(71,160)	46.21	(70,514)	98.85	(61,993)	93.15
Vested	(909,986)	52.00	(889,496)	39.59	(767,686)	105.79	(712,686)	86.09
Unvested awards at 31 December(b)	3,050,734	48.43	2,810,128	50.36	2,780,478	105.64	2,580,993	103.11
Comprising:
–Management Share Awards	1,337,860	52.10	1,321,207	54.05	1,228,291	115.71	1,211,757	113.03
–Bonus Deferral Awards	74,844	50.75	102,388	55.64	39,652	117.82	56,597	113.90
–Global Employee Share Plan	1,593,851	45.11	1,350,559	46.22	1,512,535	97.14	1,312,639	93.50
–UK Share Plan	44,179	53.25	35,974	54.68	–	–	–	–
Unvested awards at 31 December(b)	3,050,734	48.43	2,810,128	50.36	2,780,478	105.64	2,580,993	103.11

(a)Awards of Rio Tinto American Depositary Receipts (ADRs) under the Global Employee Share Plan are included within the totals for Rio Tinto plc awards for the purpose of these tables.

(b)These numbers are presented and calculated in accordance with IFRS 2 and represent awards for which an IFRS 2 charge continues to be accrued for.

Annual Report on Form 20-F 2024	211	riotinto.com

Financial statements | Notes to the consolidated financial statements

27 Share-based payments continued

	Rio Tinto plc awards(a)				Rio Tinto Limited awards
	2024<br><br>number	Weighted<br><br>average<br><br>share price at<br><br>vesting<br><br>2024<br><br>£	2023<br><br>number	Weighted<br><br>average share<br><br>price at<br><br>vesting<br><br>2023<br><br>£	2024<br><br>number	Weighted<br><br>average<br><br>share price at<br><br>vesting<br><br>2024<br><br>A$	2023<br><br>number	Weighted<br><br>average share<br><br>price at<br><br>vesting<br><br>2023<br><br>A$
Vested awards settled in shares during the year<br><br>(including dividend shares applied on vesting):
–Management Share Awards	569,907	51.97	537,748	57.86	458,429	123.92	476,813	121.87
–Bonus Deferral Awards	90,422	50.18	87,475	55.43	44,477	119.53	23,569	123.91
–Global Employee Share Plan	431,973	51.59	493,187	55.05	401,915	120.73	374,232	118.12
–UK Share Plan	7,403	51.56	6,791	53.28	–	–	–	–
Vested awards settled in cash during the year<br><br>(including dividend shares applied on vesting):
–Bonus Deferral Awards	–	–	–	–	–	–	–	–

(a)Awards of Rio Tinto American Depositary Receipts (ADRs) under the Global Employee Share Plan are included within the totals for Rio Tinto plc awards for the purpose of these tables.

In addition to the equity-settled awards shown above, there were 88,637 Rio Tinto plc and 5,232 Rio Tinto Limited cash-settled awards

outstanding at 31 December 2024 (2023: 90,331 Rio Tinto plc and 7,913 Rio Tinto Limited cash-settled awards outstanding). The total liability for

these awards at 31 December 2024 was US$4 million (2023: US$5 million).

28 Post-retirement benefits

Description of plans

The Group operates a number of pension and post-retirement healthcare plans which provide lump sums, pensions, medical benefits and life

insurance to retirees. Some of these plans are defined contribution and some are defined benefit, with assets held in separate trusts,

foundations and similar entities.

Defined benefit pension and post-retirement healthcare plans expose the Group to a number of risks.

Uncertainty in benefit payments

The value of the Group’s liabilities for post-retirement benefits will ultimately depend on the amount of benefits paid out. This in turn will depend on the level of future pay increases, the level of inflation (for those benefits that are subject to some form of inflation protection) and how long individuals live.

Volatility in asset values

The Group is exposed to future movements in the values of assets held in pension plans to meet future benefit payments.

Uncertainty in cash funding

Movements in the values of the obligations or assets may result in the Group being required to provide higher levels of cash funding, although changes in the level of cash required can often be spread over a number of years. In some countries control over the rate of cash funding or over the investment policy for pension assets might rest to some extent with a trustee body or other body that is not under the Group’s direct control. In addition the Group is also exposed to adverse changes in pension regulation.

For these reasons, the Group has a policy of moving away from defined benefit pension provisions and towards defined contribution

arrangements. The defined benefit pension plans for non-unionised employees are closed to new entrants in all countries. For unionised

employees, some plans remain open.

The Group does not usually participate in multi-employer plans in which the risks are shared with other companies using those plans. The

Group’s participation in such plans is immaterial and therefore no detailed disclosures are provided in this note.

Annual Report on Form 20-F 2024	212	riotinto.com

Financial statements | Notes to the consolidated financial statements

28 Post-retirement benefits continued

Pension plans

The majority of the Group’s defined benefit pension obligations are in Canada, the UK, the US and Switzerland. In Australia the main

arrangements are principally defined contribution in nature, but there are sections providing defined benefits linked to final pay. The features of

the Group’s defined benefit pension obligations are summarised as follows.

	Calculation of benefit	Regulatory requirements	Governing body
Canada	Linked to final average pay for non-unionised<br><br>employees. For unionised employees linked to<br><br>final average pay or to a flat monetary amount<br><br>per year of service.	Regulatory requirements in the<br><br>relevant provinces and territories<br><br>(predominantly Quebec).	Pension committee, a number of members are appointed by<br><br>the sponsor and a number appointed by plan participants. In<br><br>some cases, independent committee members are also<br><br>appointed.
UK	Linked to final pay, subject to an earnings cap.	Regulatory requirements that<br><br>apply to UK pension plans.	Trustee board, a number of directors appointed by the<br><br>sponsor and a number appointed by plan participants and<br><br>an independent trustee director.
US	Linked to final average pay for non-unionised<br><br>employees and to a flat monetary amount per<br><br>year of service for unionised employees.	US regulations.	Benefit Governance Committee. Members are appointed by<br><br>the sponsor.
Switzerland	Linked to final average pay.	Swiss regulations.	Trustee board. Members are appointed by the plan sponsor,<br><br>by employees and by retirees.
Australia	Linked to final pay and typically paid in lump<br><br>sum form.	Local regulations in Australia.	An independent financial institution. One-third of the board<br><br>positions are nominated by employers. Remaining positions<br><br>are filled by independent directors and directors nominated<br><br>by participants.

The Group also operates a number of unfunded defined benefit plans, which are included in the reported defined benefit obligations.

Post-retirement healthcare plans

Certain subsidiaries of the Group, mainly in the US and Canada, provide healthcare and life insurance benefits to retired employees and in

some cases to their beneficiaries and covered dependants. Eligibility for coverage is dependent upon certain age and service criteria. These

arrangements are unfunded, and are included in the reported defined benefit obligations.

Recognition and measurement

For post-employment defined benefit schemes, in accordance with IAS 19 “Employee Benefits”, local actuaries calculate the fair value of the

plan assets and the present value of the plan obligations using a variety of valuation techniques dependent on the type of asset or liability. The

difference is recognised as an asset or liability in the balance sheet.

Where appropriate, the recognition of assets may be restricted to the present value of any amounts the Group expects to recover by way of

refunds from the plan or reductions in future contributions. In determining the extent to which a refund will be available the Group considers

whether any third party, such as a trustee or pension committee, has the power to enhance benefits or to wind up a pension plan without the

Group’s consent.

The current service cost, any past service cost and the effect of any curtailment or settlements and the interest cost less interest income on

assets held in the plans are recognised in the income statement. Actuarial gains/(losses) and returns from assets are recognised in other

comprehensive income.

The Group’s contributions to defined contribution plans are charged to the income statement in the period to which the contributions relate.

All amounts charged to the income statement in respect of these plans are included within “Net operating costs” or in “Share of profit after tax of

equity accounted units”, as appropriate.

Plan assets

The assets of the pension plans are invested predominantly in a diversified range of bonds, equities, property and qualifying insurance policies.

Consequently, the funding level of the pension plans is affected by movements in interest rates and also in the level of equity markets. The

Group monitors its exposure to changes in interest rates and equity markets and also measures its balance sheet pension risk using a value at

risk approach. These measures are considered when deciding whether significant changes in investment strategy are required.

Investment strategy reviews are conducted on a periodic basis to determine the optimal investment mix. This is performed while bearing in mind

the risk tolerance of the Group and local sponsor companies, and the views of the Pension Committees and trustee boards who are legally

responsible for the plans’ investments. The assets of the pension plans may also be invested in qualifying insurance policies which provide a

stream of payments to match the benefits being paid out by the plans. This would therefore remove the investment, inflation and longevity risks.

Annual Report on Form 20-F 2024	213	riotinto.com

Financial statements | Notes to the consolidated financial statements

28 Post-retirement benefits continued

In Canada, the UK and Switzerland, the Group works with the governing bodies to ensure that the investment policy adopted is consistent with

the Group’s tolerance for risk. In the US, the Group has direct control over the investment policy, subject to local investment regulations. The

proportions of the total fair value of assets in the pension plans for each asset class at 31 December were as follows.

	2024		2023
Equities	17.6%		16.6%
–Quoted(a)		11.1%		11.1%
–Private(b)		6.5%		5.5%
Bonds(c)	47.7%		47.4%
–Government fixed income		21.0%		21.6%
–Government inflation-linked		1.6%		1.6%
–Corporate and other publicly quoted		17.5%		16.5%
–Private		7.6%		7.7%
Property(d)	6.9%		8.7%
–Quoted property funds		2.2%		2.5%
–Unquoted property funds		4.7%		6.2%
Qualifying insurance policies(e)	24.3%		24.9%
Cash and other(f)(g)	3.5%		2.4%
Total	100.0%		100.0%

(a)The holdings of quoted equities are invested in either pooled funds or segregated accounts held in the name of the relevant pension funds. These equity portfolios are well diversified in

terms of the geographic distribution and market sectors.

(b)Investments in private equity, private debt and property are less liquid than the other investment classes listed above and therefore the Group’s investment in those asset classes is restricted

to a level that does not endanger the liquidity of the pension plans.

(c)The holdings of government bonds are generally invested in the debt of the country in which a pension plan is situated. Corporate and other quoted bonds are usually of investment grade.

Private debt is mainly held in the North American and UK pension funds and is invested in North American and European companies.

(d)The property funds held by pension plans are invested in a diversified range of properties.

(e)Qualifying insurance policies are held with insurance companies that are regulated by the relevant local authorities. The value of those policies is calculated by the local actuaries using

assumptions consistent with those adopted for valuing the insured obligations.

(f)The holdings of cash and other are predominantly cash and short-term money market instruments.

(g)The Group makes limited use of futures, repurchase agreements and other instruments to manage the interest rate risk in some of its plans. Fund managers may also use derivatives to

hedge currency movements within their portfolios and, in the case of bond managers, to take positions that could be taken using direct holdings of bonds but more efficiently. Exposure to

these instruments is closely monitored and maintained at a level that does not endanger the liquidity of any pension plan.

The assets of the plans are managed on a day-to-day basis by external specialist fund managers. These managers may invest in the Group’s

securities subject to limits imposed by the relevant fiduciary committees and local legislation. The approximate total holding of Group securities

within the plans is US$1 million (2023: US$2 million).

Maturity of defined benefit obligations

An approximate analysis of the maturity of the obligations is given in the table below.

	Pension<br><br>benefits	Other<br><br>benefits	2024<br><br>Total	2023<br><br>Total	2022<br><br>Total
Proportion relating to current employees	19%	15%	18%	17%	18%
Proportion relating to former employees not yet retired	9%	—%	9%	9%	9%
Proportion relating to retirees	72%	85%	73%	74%	73%
Total	100%	100%	100%	100%	100%
Average duration of obligations (years)	11.5	11.5	11.5	10.8	11.4

Most of the Group’s defined benefit pension plans are closed to new entrants, therefore the carrying value of the Group’s post-employment

obligations is less sensitive to assumptions about future salary increases than to other assumptions such as future inflation.

Geographical distribution of defined benefit obligations

An approximate analysis of the geographic distribution of the obligations is given in the table below:

	Pension<br><br>benefits	Other<br><br>benefits	2024<br><br>Total	2023<br><br>Total	2022<br><br>Total
Canada	58%	50%	58%	57%	58%
UK	26%	2%	24%	25%	24%
US	8%	45%	10%	10%	10%
Switzerland	6%	—%	6%	6%	6%
Other	2%	3%	2%	2%	2%
Total	100%	100%	100%	100%	100%
Annual Report on Form 20-F 2024	214	riotinto.com
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Financial statements | Notes to the consolidated financial statements

28 Post-retirement benefits continued

Total expense recognised in the income statement

	Pension<br><br>benefits<br><br>US$m	Other<br><br>benefits<br><br>US$m	2024<br><br>Total<br><br>US$m	2023<br><br>Total<br><br>US$m	2022<br><br>Total<br><br>US$m
Current employer service cost for defined benefit plans	(80)	(3)	(83)	(79)	(143)
Past service (cost)/credit	(9)	(3)	(12)	87	–
Net interest on net defined benefit liability	(2)	(30)	(32)	(21)	(36)
Non-investment expenses paid from the plans	(20)	–	(20)	(20)	(13)
Total defined benefit expense	(111)	(36)	(147)	(33)	(192)
Current employer service cost for defined contribution and industry-wide plans	(455)	(3)	(458)	(416)	(367)
Total expense recognised in the income statement	(566)	(39)	(605)	(449)	(559)

These expense amounts are included as an employee cost within net operating costs.

Total amount recognised in other comprehensive income before tax

	2024<br><br>US$m	2023<br><br>US$m	2022<br><br>US$m
Actuarial gains/(losses)	201	(407)	3,410
Impact of buy-in(a)	–	(216)	–
Return on assets, net of interest on assets	(130)	222	(2,831)
Gains/(losses) on application of asset ceiling	12	(60)	(1)
Remeasurement gains/(loss) on pension and post-retirement healthcare plans	83	(461)	578

(a)In 2023, the trustee of the Rio Tinto 2009 Pension Fund (RT09), a UK based scheme, purchased a bulk annuity contract - buy-in contract - which covers all scheme members. The bulk

annuity contract is a Fund asset which provides an income to the RT09 that matches the pension paid out by the Fund. No formal decision to progress to buy-out and winding up of the RT09

can be made until such time as the Company and trustee agree on a number of key areas, including use of any residual surplus. As such, the trustee retains the legal responsibility to make

benefit payments and the loss arising on this transaction was charged to other comprehensive income.

Amounts recognised in the balance sheet

The following amounts were measured in accordance with IAS 19 at 31 December.

	2024			2023
	Pension<br><br>benefits<br><br>US$m	Other<br><br>benefits<br><br>US$m	Total<br><br>US$m	Total<br><br>US$m
Total fair value of plan assets	10,155	–	10,155	11,138
Present value of obligations – funded	(9,840)	–	(9,840)	(10,799)
Present value of obligations – unfunded	(347)	(576)	(923)	(996)
Present value of obligations – total	(10,187)	(576)	(10,763)	(11,795)
Effect of asset ceiling	(50)	–	(50)	(66)
Net deficit to be shown in the balance sheet	(82)	(576)	(658)	(723)
Comprising:
–Deficits	(487)	(576)	(1,063)	(1,189)
–Surpluses	405	–	405	466
Net deficits on pension plans	(82)	–	(82)	(95)
Unfunded post-retirement healthcare obligation	–	(576)	(576)	(628)

The surplus amounts shown above are included in the balance sheet as “Receivables and other assets”. See note 17.

Deficits are shown in the balance sheet within “Provisions (including post-retirement benefits)”. See note 26.

Funding policy and contributions to plans

The Group reviews the funding position of its pension plans on a regular basis and considers whether to provide funding above the minimum

level required in each country. In Canada and the US, the minimum level is prescribed by legislation. In the UK and Switzerland, the minimum

level is negotiated with the local trustee in accordance with the funding guidance issued by the local regulators. In deciding whether to provide

funding above the minimum level, we consider other possible uses of cash elsewhere, the local sponsoring entity’s tax situation and any

strategic advantage we might obtain. The Group does not generally pre-fund post-retirement healthcare arrangements.

	2024			2023	2022
	Pension<br><br>benefits<br><br>US$m	Other<br><br>benefits<br><br>US$m	Total<br><br>US$m	Total<br><br>US$m	Total<br><br>US$m
Contributions to defined benefit plans	71	36	107	237	211
Contributions to defined contribution plans	448	3	451	410	363
Total	519	39	558	647	574
Annual Report on Form 20-F 2024	215	riotinto.com
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Financial statements | Notes to the consolidated financial statements

28 Post-retirement benefits continued

The level of surplus in the Rio Tinto Pension Fund in the UK is such that it may be used to pay for the employer contributions to the defined

contribution section of that Fund, in accordance with the funding arrangements agreed with the trustee of that Fund. Consequently, the cash

paid to defined contribution plans is lower than the defined contribution service cost by US$7 million. Contributions to defined benefit pension

plans are kept under regular review and actual contributions will be determined in line with the Group’s wider financing strategy, taking into

account relevant minimum funding requirements.

As contributions to many plans are reviewed on at least an annual basis, the contributions for 2025 and subsequent years cannot be determined precisely

in advance. Most of the Group’s largest pension funds are fully funded on their local funding basis and at present do not require long-term funding

commitments. Contributions to defined benefit pension plans for 2025 are estimated to be around US$120 million but may be higher or lower than this

depending on the evolution of financial markets and voluntary funding decisions taken by the Group. Contributions for subsequent years are expected to

be at similar levels. Healthcare plans are generally unfunded and contributions for future years will be equal to benefit payments net of participant

contributions. The Group’s contributions for healthcare plans in 2025 are expected to be similar to the amounts paid in 2024.

Movements in the net defined benefit liability

A summary of the movement in the net defined benefit liability is shown in the first table below. The subsequent tables provide a more detailed

analysis of the movements in the present value of the obligations and the fair value of assets.

	2024			2023
	Pension<br><br>benefits<br><br>US$m	Other<br><br>benefits<br><br>US$m	Total<br><br>US$m	Total<br><br>US$m
Change in the net defined benefit liability
Net defined benefit liability at the start of the year	(95)	(628)	(723)	(470)
Amounts recognised in income statement	(111)	(36)	(147)	(33)
Amounts recognised in other comprehensive income	58	25	83	(461)
Employer contributions	71	36	107	237
Assets transferred to defined contribution section	(7)	–	(7)	(6)
Currency exchange rate gains	2	27	29	10
Net defined benefit liability at the end of the year	(82)	(576)	(658)	(723)	2024	2023
---	---	---	---	---
	Pension<br><br>benefits<br><br>US$m	Other<br><br>benefits<br><br>US$m	Total<br><br>US$m	Total<br><br>US$m
Change in present value of obligation
Present value of obligation at the start of the year	(11,167)	(628)	(11,795)	(11,177)
Current employer service costs	(80)	(3)	(83)	(79)
Past service (cost)/credit	(9)	(3)	(12)	87
Settlements	–	–	–	4
Interest on obligation	(467)	(30)	(497)	(533)
Contributions by plan participants	(18)	–	(18)	(19)
Benefits paid	716	36	752	748
Experience (losses)/gains	(9)	11	2	(40)
Changes in financial assumptions gains/(losses)	242	14	256	(418)
Changes in demographic assumptions (losses)/gains	(57)	–	(57)	51
Currency exchange rate gains/(losses)	662	27	689	(419)
Present value of obligation at the end of the year	(10,187)	(576)	(10,763)	(11,795)	2024	2023
---	---	---	---	---
	Pension<br><br>benefits<br><br>US$m	Other<br><br>benefits<br><br>US$m	Total<br><br>US$m	Total<br><br>US$m
Change in plan assets
Fair value of plan assets at the start of the year	11,138	–	11,138	10,708
Settlements	–	–	–	(4)
Interest on assets	465	–	465	512
Contributions by plan participants	18	–	18	19
Contributions by employer	71	36	107	237
Benefits paid	(716)	(36)	(752)	(748)
Non-investment expenses	(20)	–	(20)	(20)
Return on plan assets, net of interest on assets	(130)	–	(130)	222
Impact of buy-in	–	–	–	(216)
Assets transferred to defined contribution section	(7)	–	(7)	(6)
Currency exchange rate (losses)/gains	(664)	–	(664)	434
Fair value of plan assets at the end of the year	10,155	–	10,155	11,138
Annual Report on Form 20-F 2024	216	riotinto.com
---	---	---

Financial statements | Notes to the consolidated financial statements

28 Post-retirement benefits continued

The impact of higher interest rates on bonds and qualifying insurance policies explains most of the return on plan assets, net of interest on

assets in 2024.

The resulting effect of applying an asset ceiling is a gain of US$12 million and a gain of US$4 million for the change in currency exchange rate

during the year. In determining the extent to which the asset ceiling has an effect, the Group considers the funding legislation in each country

and the rules specific to each pension plan. The calculation takes into account any minimum funding requirements that may be applicable to the

plan, whether any reduction in future Group contributions is available, and whether a refund of surplus may be available. In considering whether

any refund of surplus is available, the Group considers the powers of trustee boards and similar bodies to augment benefits or wind up a plan.

Where such powers are unilateral, the Group does not consider a refund to be available at the end of the life of a plan. Where the plan rules and

legislation both permit the employer to take a refund of surplus, the asset ceiling may have no effect, although it may be the case that a refund

will only be available many years in the future.

Main assumptions (rates per annum)

Key estimate - Estimation of obligations for post-employment costs<br><br>The value of the Group’s obligations for post-employment benefits is dependent on the amount of benefits that are expected to be paid out,<br><br>discounted to the balance sheet date. The most significant assumptions used in accounting for pension plans are:<br><br>–The discount rate - used to determine the net present value of the obligations, the interest cost on the obligations and the interest income<br><br>on plan assets. We use the yield from high-quality corporate bonds with maturities and terms that match those of the post-employment<br><br>obligations as closely as possible. Where there is no developed corporate bond market in a currency, the rate on government bonds is<br><br>used.<br><br>–The long-term inflation rate - used to project increases in future benefit payments for those plans that have benefits linked to inflation. The<br><br>assumption regarding future inflation is based on market yields on inflation linked instruments, where possible, combined with consensus<br><br>views.<br><br>–The mortality rates - used to project the period over which benefits will be paid, which is then discounted to arrive at the net present value<br><br>of the obligations. The Group reviews the actual mortality rates of retirees in its major pension plans on a regular basis and uses these<br><br>rates to set its current mortality assumptions. It also uses its judgement with respect to allowances for future improvements in longevity<br><br>having regard to standard improvement scales in each relevant country and after taking external actuarial advice.<br><br>The weighted-average assumptions used for the valuation at year-end are summarised below:
	At 31 December 2024			At 31 December 2023
	Discount rate	Long-term<br><br>inflation(a)	Rate of<br><br>increase in<br><br>pensions	Discount rate	Long-term<br><br>inflation(a)	Rate of increase<br><br>in pensions
Canada	4.6%	2.0%	0.2%	4.6%	1.9%	0.2%
UK	5.4%	3.1%	2.7%	4.5%	3.1%	2.6%
US	5.5%	2.3%	—%	4.8%	2.2%	–%
Switzerland	0.9%	1.0%	2.2%	1.5%	1.2%	2.3%
(a)The long-term inflation assumption shown for the UK is for the Retail Price Index. The assumption for the Consumer Price Index at 31 December 2024 was 2.7% (2023: 2.5%).

The main financial assumptions used for the healthcare plans, which are predominantly in the US and Canada, were: discount rate: 5.3% (2023:

5.0%); medical trend rate: 9.7% reducing to 4.7% by the year 2034, broadly on a straight line basis (2023: 8.3%, reducing to 4.7% by the year

2032); claims costs based on individual company experience.

For both the pension and healthcare arrangements, the post-retirement mortality assumptions allow for future improvements in longevity. The

mortality tables used imply that a man aged 60 at the balance sheet date has a weighted average expected future lifetime of 27 years (2023: 27

years) and that a man aged 60 in 2044 would have a weighted average expected future lifetime of 28 years (2023: 28 years). The mortality

tables are generally based upon the latest standard tables published in each country, adjusted appropriately to reflect the actual mortality

experience of the plan participants where credible data is available. Adjustments have been made to some of our plans within the demographic

assumptions for the impact of the COVID-19 pandemic.

Sensitivity analysis

The values reported for the defined benefit obligations are sensitive to the actuarial assumptions used for projecting future benefit payments and

discounting those payments. In order to estimate the sensitivity of the obligations to changes in assumptions, we calculate what the obligations

would be if we were to make changes to each of the key assumptions in isolation. The difference between this figure and the figure calculated

using our stated assumptions is an indication of the sensitivity to reasonably possible changes in each assumption. The results of this sensitivity

analysis are summarised in the table below. Note that this approach is valid for small changes in the assumptions but will be less accurate for

larger changes in the assumptions. The sensitivity to inflation includes the impact on pension increases, which are generally linked to inflation

where they are granted.

Annual Report on Form 20-F 2024	217	riotinto.com

Financial statements | Notes to the consolidated financial statements

28 Post-retirement benefits continued

		2024		2023
		Approximate<br><br>(increase)/<br><br>decrease in obligations		Approximate<br><br>(increase)/<br><br>decrease in obligations
Assumption	Change in assumption	Pensions<br><br>US$m	Other<br><br>US$m	Pensions<br><br>US$m	Other<br><br>US$m
Discount rate	Increase of 0.5 percentage points	419	31	460	31
	Decrease of 0.5 percentage points	(487)	(33)	(514)	(33)
Long-term inflation	Increase of 0.5 percentage points	(167)	(9)	(183)	(9)
	Decrease of 0.5 percentage points	160	8	176	8
Demographic – allowance for future<br><br>improvements in longevity	Participants assumed to have the mortality rates of<br><br>individuals who are one year older	221	8	244	7
	Participants assumed to have the mortality rates of<br><br>individuals who are one year younger	(232)	(8)	(244)	(7)

29 Directors’ and key management personnel remuneration

Directors

Aggregate remuneration, calculated in accordance with the UK Companies Act 2006, of the Directors of the parent companies was as follows.

	2024<br><br>US$'000	2023<br><br>US$'000	2022<br><br>US$'000
Emoluments	8,369	7,461	6,726
Long-term incentive plans	8,746	8,746	4,691
	17,115	16,207	11,417
Pension contributions to defined contribution plans by Rio Tinto plc	26	20	10
Pension contributions to defined contribution plans by Rio Tinto Limited	—	–	–
Aggregate remuneration, including pension contributions	17,141	16,227	11,427
Incurred by:
Rio Tinto plc	16,185	15,184	10,692
Rio Tinto Limited	956	1,043	735
	17,141	16,227	11,427

(a)Emoluments have been translated from local currency at the average exchange rate for the year with the exception of bonus payments, which have been translated at the year-end rate.

Key management personnel

The Group defines key management personnel as the Directors and certain members of the Executive Committee.

The Executive Committee includes the Executive Directors, product group Chief Executive Officers and Group executives.

During 2024, no Directors (2023: nil; 2022: nil) accrued retirement benefits under defined benefit arrangements, and 2 Directors (2023: 2; 2022:

2) accrued retirement benefits under defined contribution arrangements.

Aggregate compensation, representing the expense recognised under IFRS as defined in the “Basis of preparation” section, of the Group’s key

management, including Directors, was as follows.

	2024<br><br>US$'000	2023<br><br>US$'000	2022<br><br>US$'000
Short-term employee benefits and costs	19,928	16,159	14,258
Post-employment benefits	186	155	174
Employment termination benefits	—	155	–
Share-based payments	14,724	10,305	10,846
Total(a)	34,838	26,774	25,278

(a)The figures shown above include employment costs which cover social security and accident premiums in Canada, the UK and payroll taxes in Australia paid by the employer as a direct

additional cost of hire. In total, they amount to US$2,316,000 (2023: US$1,321,000; 2022: US$1,173,000).

Annual Report on Form 20-F 2024	218	riotinto.com

Financial statements | Notes to the consolidated financial statements

Our Group structure

The Group’s principal subsidiaries (note 30), joint operations (note 31), joint ventures and associates (note 32) are in most cases held by

intermediate holding companies and not directly by Rio Tinto plc or Rio Tinto Limited. This section of the notes only includes those companies

that have a more significant impact on the profit or operating assets of the Group.

30 Principal subsidiaries

The Group’s principal subsidiaries at 31 December 2024 are summarised in the table below.

Company and country of incorporation/operation	Principal activities	Group interest<br><br>(voting %)
Australia
Dampier Salt Limited	Salt and gypsum production	68.36
Energy Resources of Australia Ltd(a)	Uranium processing (until January 2021)	98.43
Hamersley Iron Pty Limited	Iron ore mining	100
North Mining Limited(b)	Iron ore mining	100
Rio Tinto Aluminium (Holdings) Limited	Bauxite mining, alumina production, primary aluminium smelting	100
Robe River Mining Co Pty Ltd(b)	Iron ore mining	73.61
Argentina
Rincon Mining Pty Limited(c)	Exploration and development of lithium asset	100
Brazil
Rio Tinto do Brasil Ltda.(d)	Alumina production and bauxite mining	100
Canada
Diavik Diamond Mines (2012) Inc.	Diamond mining and processing	100
Iron Ore Company of Canada(e)	Iron ore mining; iron ore pellets production	58.72
Rio Tinto Alcan Inc.	Bauxite mining; alumina refining; aluminium smelting	100
Rio Tinto Fer et Titane Inc.	Titanium dioxide feedstock; high purity iron and steel production	100
Jersey/Guinea
SimFer Jersey Limited(f)	Iron ore project	53
Madagascar
QIT Madagascar Minerals SA(g)	Ilmenite mining	80
Mongolia
Oyu Tolgoi LLC	Copper and gold mining	66
New Zealand
New Zealand Aluminium Smelters Limited(h)	Aluminium smelting	100
Singapore
Rio Tinto Singapore Holdings Pte Ltd	Commercial activities	100
South Africa
Richards Bay Titanium (Proprietary) Limited	Titanium dioxide, high purity iron production	74
Richards Bay Mining (Proprietary) Limited	Ilmenite, rutile and zircon mining	74
United States
Kennecott Holdings Corporation (including Kennecott<br><br>Utah Copper and Kennecott Exploration)	Copper mining, smelting and refining and exploration activities	100
Nuton LLC	Investments and collaborations related to proprietary nature-based copper leach technologies	100
U.S. Borax Inc.	Mining, refining and marketing of borates	100
Resolution Copper Mining LLC	Exploration and development of copper	55

(a)In November 2024, our interest in Energy Resources of Australia (ERA) increased from 86.3% to 98.43% as a result of new shares issued to Rio Tinto under ERA’s entitlement offer to raise

funds for the rehabilitation of the Ranger Project Area.

(b)Robe River Mining Co Pty Ltd (which is 60% owned by the Group) holds a 30% economic interest in Robe River Iron Associates (Robe River). North Mining Ltd (which is wholly owned by

the Group) holds a 35% economic interest in Robe River. Through these companies the Group recognises a 65% share of the assets, liabilities, revenues and expenses of Robe River, with

a 12% non-controlling interest. The Group therefore has a 53% economic interest in Robe River.

(c)Rincon Mining Pty Limited is incorporated in Australia but operates in Argentina.

(d)Rio Tinto do Brasil Ltda holds the Group’s 10% interest in Consórcio de Alumínio do Maranhão, a joint operation in which the Group participates but is not a joint operator. The Group

recognises its share of assets, liabilities, revenues and expenses relating to this arrangement.

(e)Iron Ore Company of Canada is incorporated in the US, but operates in Canada.

(f)Rio Tinto SimFer UK Limited (which is wholly owned by the Group) holds a 53% interest in SimFer Jersey Limited (SimFer Jersey), a company incorporated in Jersey. SimFer Jersey, in turn,

has an 85% interest in SimFer S.A., the company that will carry out the Simandou mining operations in Guinea and an 85% interest in the company which will deliver Simfer Jersey’s scope

of the co-developed rail and port infrastructure. SimFer Jersey at present has a 100% interest in the companies that will own and operate the transhipment vessels, however this is

anticipated to reduce to 85% with the Government of Guinea taking a 15% interest before operations commence. These entities, together with the equity accounted WCS Rail and Port

entities described in note 32, are referred to as the Simandou iron ore project.

(g)The Group’s shareholding in QIT Madagascar Minerals SA (QMM) carries an 80% economic interest and 80% of the total voting rights; a further 5% economic interest is held through non-

voting investment certificates to give an economic interest of 85%. In the prior year, a Memorandum of Understanding (MoU) was signed with the Malagasy Government in relation to their

fiscal regime for QMM which expired at the end of May 2023. The MoU gave effect to the application of a new fiscal regime for the next 25 years, with terms effective as of 1 July 2023.

Terms of the MoU included the granting of a 15% free-carry equity stake to the Malagasy Government that can no longer be diluted, while maintaining their current 20% of the voting rights.

As a result, the Malagasy Government's non-controlling interest was recognised for the first time in 2023, and QMM's net earnings has been presented net of amounts attributable to non-

controlling interests from 1 July 2023. The initial recognition of non-controlling interests, and any subsequent recognition arising from future contributions, gave rise to a charge within equity

as the transaction was between Rio Tinto and the Malagasy Government acting in their capacity as shareholders and there were no changes to the net assets of QMM. As at 31 December

2024, the value of QMM’s non-controlling interest is US$4 million (2023: US$16 million).

(h)On 1 November 2024, our interest in NZAS ceased to be a joint operation and became a wholly owned subsidiary following the acquisition of Sumitomo Chemical Company’s 20.64%

interest in the entity.

Annual Report on Form 20-F 2024	219	riotinto.com

Financial statements | Notes to the consolidated financial statements

30 Principal subsidiaries continued

Summary financial information for subsidiaries that have non-controlling interests that are material to the Group

This summarised financial information is shown on a 100% basis. It represents the amounts shown in the subsidiaries’ financial statements prepared in

accordance with IFRS in line with the Group’s accounting policies, including fair value adjustments, and before intercompany eliminations.

Income statement summary<br><br>for the year ended 31 December	Iron Ore<br><br>Company<br><br>of Canada<br><br>2024<br><br>US$m	Iron Ore<br><br>Company<br><br>of Canada<br><br>2023<br><br>US$m	Simfer<br><br>Jersey<br><br>2024<br><br>US$m	Simfer<br><br>Jersey<br><br>2023<br><br>US$m	Oyu Tolgoi<br><br>LLC(a)<br><br>2024<br><br>US$m	Oyu Tolgoi<br><br>LLC(a)<br><br>2023<br><br>US$m	Robe River<br><br>Mining Co<br><br>Pty<br><br>2024<br><br>US$m	Robe River<br><br>Mining Co<br><br>Pty<br><br>2023<br><br>US$m
Revenue	2,255	2,314	–	–	2,184	1,625	1,746	1,753
Profit/(loss) after tax	321	445	(25)	(199)	(1,077)	(1,024)	782	848
–attributable to non-controlling interests	133	184	(18)	(114)	(436)	(352)	313	339
–attributable to Rio Tinto	188	261	(7)	(85)	(641)	(672)	469	509
Other comprehensive (loss)/income	(205)	60	–	–	–	–	(279)	40
Total comprehensive income/(loss)	116	505	(25)	(199)	(1,077)	(1,024)	503	888	Balance sheet summary<br><br>as at 31 December	2024<br><br>US$m	2023<br><br>US$m	2024<br><br>US$m	2023<br><br>US$m	2024<br><br>US$m	2023<br><br>US$m	2024<br><br>US$m	2023<br><br>US$m
---	---	---	---	---	---	---	---	---
Non-current assets	2,987	3,170	2,908	789	16,535	15,335	2,695	2,899
Current assets	711	866	545	83	581	511	743	808
Current liabilities	(541)	(519)	(402)	(67)	(672)	(4,920)	(124)	(157)
Non-current liabilities	(937)	(1,005)	(45)	(1,016)	(18,860)	(12,544)	(422)	(443)
Net assets/(liabilities)	2,220	2,512	3,006	(211)	(2,416)	(1,618)	2,892	3,107
–attributable to non-controlling interests	934	1,052	1,335	(130)	(994)	(558)	1,153	1,241
–attributable to Rio Tinto	1,286	1,460	1,671	(81)	(1,422)	(1,060)	1,739	1,866	Cash flow statement summary<br><br>for the year ended 31 December	2024<br><br>US$m	2023<br><br>US$m	2024<br><br>US$m	2023<br><br>US$m	2024<br><br>US$m	2023<br><br>US$m	2024<br><br>US$m	2023<br><br>US$m
---	---	---	---	---	---	---	---	---
Cash flow from operations	735	801	(850)	262	1,039	345	1,274	1,480
Dividends paid to non-controlling interests	(165)	(103)	–	–	–	–	(282)	(345)

(a)Under the terms of the project finance facility held by Oyu Tolgoi LLC, there are certain restrictions on the ability of Oyu Tolgoi LLC to make shareholder distributions.

31 Principal joint operations

The Group’s principal joint operations at 31 December 2024 are summarised in the table below.

Company and country of incorporation/operation	Principal activities	Group interest (%)
Australia
Tomago Aluminium Joint Venture	Aluminium smelting	51.55
Gladstone Power Station Joint Venture	Power generation	42.13
Hope Downs Joint Venture	Iron ore mining	50
Western Range Joint Venture(a)	Iron ore mining	54
Queensland Alumina Limited(b)(c)	Alumina production	80
Pilbara Iron Arrangements	Infrastructure, corporate and mining services	See other relevant judgements call out box below
Canada
Aluminerie Alouette Inc.	Aluminium production	40
Pechiney Reynolds Quebec Inc(c)(d)	Aluminium smelting	50.2

(a)The Group owns a 54% interest in the Western Range Joint Venture (WRJV), an unincorporated arrangement in the Pilbara. The Group recognises its equity share of assets, revenue and

expenses relating to this arrangement. Liabilities are recognised at 54% with the exception of the close-down and restoration provision, which is recognised at 100% according to WRJV’s

contractual obligations, with a corresponding 46% receivable from China Baowu Group, for the co-owner’s share.

(b)Although the Group has an 80% interest in Queensland Alumina Limited, decisions about activities that significantly affect the returns that are generated require agreement of both parties to

the joint arrangement, giving rise to joint control.

(c)Queensland Alumina Limited and Pechiney Reynolds Quebec Inc. are joint arrangements that are primarily designed for the provision of output to the parties sharing joint control. This

indicates that the parties have rights to substantially all the economic benefits of the assets. The liabilities of the arrangements are in substance satisfied by cash flows received from the

parties. This dependence indicates that the parties in effect have obligations for the liabilities. It is these facts and circumstances that give rise to the classification of these entities as joint

operations.

(d)Pechiney Reynolds Quebec Inc., an entity incorporated in the United States, has a 50.1% interest in the Aluminerie de Bécancour, Inc. aluminium smelter, which is located in Canada. As Rio

Tinto owns 50.2% of Pechiney Reynolds Quebec Inc our effective ownership of the Bécancour smelter is 25.2%.

Annual Report on Form 20-F 2024	220	riotinto.com

Financial statements | Notes to the consolidated financial statements

31 Principal joint operations continued

Other relevant judgements - accounting for the Pilbara Iron Arrangements A number of arrangements are in place amongst the Australian Iron Ore operations, managed by Rio Tinto, which allow their respective assets to be operated as a single integrated network across the Pilbara region. In assessing the Pilbara Iron Arrangements, it has been concluded that they collectively constitute a joint operation on the basis that decisions about relevant activities require unanimous consent. The resulting efficiencies are shared between Rio Tinto and Robe River Iron Associates (Robe River), and the parties fund all of the cash flow requirements of Pilbara Iron (Company) Services Pty Ltd and Pilbara Iron Pty Ltd. Each of the partners in the joint operation is able to request the other to construct assets on their tenure to increase the capacity of the rail and port infrastructure network. The requesting partner’s (Asset User’s) share of the capacity of the network will increase by the capacity of the newly constructed asset, but generally that capacity may be provided from any of the network assets. The Asset User will pay an annual charge, Committed Use Charge (CUC) over a contractually specified period irrespective of network usage. The constructing partner (Asset Owner) has an ongoing obligation to make available capacity from those assets and to maintain the assets in good working order as required under relevant State Agreements and associated tenure. The arrangements are managed through two wholly-owned subsidiaries: Pilbara Iron (Company) Services Pty Ltd and Pilbara Iron Pty Ltd. We have also considered whether the CUC arrangements give rise to a lease between the Asset Owner and the Asset User. We have concluded that they do not, as there is no specified asset; rather the Asset User has a first priority right to the capacity in the CUC asset. This treatment was grandfathered on adoption of IFRS 16 on 1 January 2019, following an assessment under the preceding standards IAS 17 “Leases” and IFRIC 4 “Determining whether an arrangement contains a lease”, with no change to the conclusion under IFRS 16 for subsequent expenditure subject to the existing CUC arrangements. Management considers that these arrangements are unique and has used judgement to apply the principles of IFRS to the accounting for the arrangements as described above. The obligation of the Asset Owner to make capacity available is fulfilled over time and not at a point in time. The CUC arrangement is therefore an executory contract as defined under IAS 37, whereby neither party has performed any of its obligations, or both parties have partially performed their obligations to an equal extent, and so the CUC payments are expensed as incurred. An alternative interpretation of the fact pattern could have resulted in a gross presentation in the Group’s balance sheet with an asset and a corresponding liability to reflect the present value of the CUC payments. The Asset User is a wholly-owned subsidiary of Rio Tinto, whereas the Asset Owner is a joint operation. This impact would be some US$929 million (calculated on the basis of grossing up the tax written down value of the CUC assets). Other methods of calculating the gross-up might give rise to different numbers.

32 Entities accounted under the equity method

Principal joint ventures

The Group’s principal joint ventures at 31 December 2024 are summarised in the table below.

Company and country of incorporation/operation	Principal activities	Group<br><br>interest<br><br>(%)
Canada
Matalco Canada Inc.	Aluminium recycling	50
Chile
Minera Escondida Ltda(a)	Copper mining and refining	30
Oman
Sohar Aluminium Co. L.L.C.(b)	Aluminium smelting, power generation	20
United States
Matalco USA, LLC	Aluminium recycling	50

(a)The year-end of Minera Escondida Ltda is 30 June. The amounts included in the consolidated financial statements of Rio Tinto are however, based on financial statements of Minera

Escondida Ltda that are coterminous with those of the Group.

(b)Although the Group holds a 20% interest in Sohar Aluminium Co. L.L.C, decisions about relevant activities that significantly affect the returns that are generated require agreement of all

parties to the arrangement. It is therefore determined that Rio Tinto has joint control.

Other relevant judgements - accounting for Minera Escondida Ltda<br><br>Judgement has been applied on the determination that Escondida is a joint venture. We have based this on the nature of significant<br><br>commercial decisions, including those in relation to capital expenditure, which require approval of both Rio Tinto and its partner BHP (holders<br><br>of a 57.5% interest). In contrast, our partner has assessed Rio Tinto’s rights as protective and concluded that it controls Escondida through<br><br>its rights to direct relevant activities. Adoption of the equivalent judgement by the Group would result in reclassification of Escondida from a<br><br>joint venture to an associate, with no other financial reporting consequence since accounting under the equity method would remain in place.
Annual Report on Form 20-F 2024	221	riotinto.com
---	---	---

Financial statements | Notes to the consolidated financial statements

32 Entities accounted under the equity method continued

Summary information for joint ventures that are material to the Group

This summarised financial information is shown on a 100% basis. It represents the amounts shown in the joint ventures’ financial statements

prepared in accordance with IFRS under Group accounting policies, including fair value adjustments and amounts due to and from Rio Tinto.

	Minera<br><br>Escondida<br><br>Ltda(a)<br><br>2024<br><br>US$m	Minera<br><br>Escondida<br><br>Ltda(a)<br><br>2023<br><br>US$m
Revenue	11,413	9,187
Depreciation and amortisation	(1,417)	(1,183)
Other operating costs	(4,123)	(3,784)
Operating profit	5,873	4,220
Finance expense	(233)	(283)
Income tax(b)	(2,707)	(1,773)
Profit after tax	2,933	2,164
Other comprehensive income/(loss)	14	(13)
Total comprehensive income	2,947	2,151
Non-current assets	12,991	12,480
Current assets	3,230	2,751
Current liabilities	(2,351)	(1,607)
Non-current liabilities	(5,585)	(5,192)
Net assets	8,285	8,432
Assets and liabilities above include:
–cash and cash equivalents	677	360
–current financial liabilities	(170)	(677)
–non-current financial liabilities	(3,333)	(2,770)
Dividends received from joint venture (Rio Tinto share)	1,035	578

Reconciliation of the above amounts to the investment recognised in the consolidated balance sheet

Group interest	Minera<br><br>Escondida<br><br>Ltda(a)<br><br>30%	Minera<br><br>Escondida<br><br>Ltda(a)<br><br>30%
Net assets (100%)	8,285	8,432
Group’s ownership interest	2,486	2,530
Carrying value of Group’s interest	2,486	2,530

(a)In addition to its “Investment in equity accounted units”, the Group recognises deferred tax liabilities of US$349 million (2023: US$354 million) relating to tax on unremitted earnings of equity

accounted units.

(b)In 2023, income tax includes a charge of US$252 million for the revaluation of deferred tax balances following the substantive enactment of the Chilean Royalty Bill which, effective from 1 January

2024, implemented a 1% royalty on revenues, a margin based tax with rates ranging between 8% and 26%, and a 46.5% cap to the overall Chilean tax burden of mining companies.

Principal associates

The Group’s principal associates at 31 December 2024 are summarised in the table below.

Company and country of incorporation/operation	Principal activities	Group<br><br>interest<br><br>(%)
Australia
Boyne Smelters Limited(a)	Aluminium smelting	73.5
Brazil
Mineração Rio do Norte S.A.	Bauxite mining	22
Singapore/Guinea
Winning Consortium Simandou Railway Pte. Ltd(b)	Rail and port infrastructure including trans-Guinean heavy haul rail system	18.02
Winning Consortium Simandou Ports Pte. Ltd(b)		18.02
United States
Halco (Mining) Inc.(c)	Bauxite mining	45

(a)The parties that collectively control Boyne Smelters Limited (BSL) do so through decisions that are determined on an aggregate voting interest that can be achieved by several combinations

of the parties. Although each combination requires Rio Tinto’s approval, this is not joint control as defined under IFRS 11 “Joint Arrangements”. Rio Tinto is therefore determined to have

significant influence over this company. During the period, we acquired an additional 14.11% interest (comprising 11.65% from Mitsubishi Corporation and 2.46% from Sumitomo Chemical

Company) in BSL, increasing our total interest to 73.5%. BSL remains accounted for as an investment in associate under the equity method.

(b)Rio Tinto SimFer UK Limited (which is wholly owned by the Group) holds a 53% interest in SimFer Jersey Limited (SimFer Jersey), a company incorporated in Jersey. During the year, SimFer

Jersey, through its wholly owned subsidiary, SimFer InfraCo Ltd., a company incorporated in the United Kingdom, acquired 34% interests in Winning Consortium Simandou Railway Pte. Ltd and

Winning Consortium Simandou Ports Pte. Ltd (together referred to as “WCS Rail and Port entities”). Refer to note 5 for further details. The WCS Rail and Port entities are incorporated in

Singapore, however their operations are in Guinea. As at 31 December 2024, the Group has an effective 18.02% indirect interest in the WCS Rail and Port entities. The Government of Guinea

holds a 15% interest in the WCS Rail and Port operations and therefore we have a 15.32% indirect interest in those operations.

(c)The Group holds a 45% interest in Halco (Mining) Inc., a non-managed associate. Halco (Mining) Inc., in turn, has a 51% indirect interest in Compagnie des Bauxites de Guinée, a bauxite

mine, the core assets of which are located in Guinea.

Annual Report on Form 20-F 2024	222	riotinto.com

Financial statements | Notes to the consolidated financial statements

32 Entities accounted under the equity method continued

Summary information for joint ventures and associates that are not individually material to the Group

	2024<br><br>US$m	2023<br><br>US$m
Carrying value of Group's interest	2,351	1,878
(Loss)/profit after tax	(42)	26
Other comprehensive (loss)/income	(44)	15
Total comprehensive (loss)/income	(86)	41

33 Related-party transactions

Information about material related-party transactions of the Rio Tinto Group is set out below.

Subsidiary companies and joint operations

Details of investments in principal subsidiary companies are disclosed in note 30. Information relating to principal joint operations can be found in note

31. Equity accounted units

Transactions and balances with equity accounted units are summarised below. Purchases, trade and other receivables, and trade and other

payables, relate largely to amounts charged by equity accounted units for toll processing of alumina and purchasing of bauxite and aluminium.

Sales relate largely to sales of alumina to equity accounted units for smelting into aluminium.

	2024<br><br>US$m	2023<br><br>US$m	2022<br><br>US$m
Income statement items
Purchases from equity accounted units	(874)	(1,163)	(1,429)
Sales to equity accounted units	684	349	563
Cash flow statement items
Dividends from equity accounted units	1,067	610	879
Net funding of equity accounted units	(784)	(144)	(75)
Balance sheet items
Investments in equity accounted units(a)	4,837	4,407	3,298
Loans to equity accounted units(b)	534	–	–
Loans related to equity accounted units(c)	–	100	—
Trade and other receivables: amounts due from equity accounted units(d)	221	189	297
Trade and other payables: amounts due to equity accounted units	(209)	(206)	(294)

(a)Investments in equity accounted units include quasi-equity loans. Further information about investments in equity accounted units is set out in note 32.

(b)Relates to amounts advanced as part of acquisition of WCS Rail and Port entities (refer to note 5 for details), as well as subsequent funding of the EAUs.

(c)Relates to initial funding for Simandou infrastructure, classified as “Other investments, including loans” pending finalisation of the project shareholder agreements. This loan was repaid

during 2024.

(d)This includes prepayments of tolling charges.

Pension funds

Information relating to pension fund arrangements is set out in note 28.

Directors and key management

Details of Directors’ and key management’s remuneration are set out in note 29.

Annual Report on Form 20-F 2024	223	riotinto.com

Financial statements | Notes to the consolidated financial statements

Our equity

34 Share capital

Recognition and measurement

Ordinary shares are classified as equity. Incremental costs directly attributable to the issuance of new shares are shown in equity as a

deduction, net of tax, from the proceeds.

Where any Group company purchases the Group’s equity share capital (treasury shares), the consideration paid, including any directly

attributable incremental costs (net of income taxes) is deducted from equity attributable to owners of Rio Tinto. Where such shares are

subsequently reissued, any consideration received, net of any directly attributable incremental costs and the related income tax effects, is

included in equity attributable to owners of Rio Tinto. If purchased Rio Tinto plc shares are cancelled, an amount equal to the nominal value of

the cancelled share is credited to the capital redemption reserve.

Rio Tinto plc

	2024<br><br>Number<br><br>(million)	2023<br><br>Number<br><br>(million)	2022<br><br>Number<br><br>(million)	2024<br><br>US$m	2023<br><br>US$m	2022<br><br>US$m
Issued and fully paid up share capital of 10p each
At 1 January	1,255.892	1,255.845	1,255.795	207	207	207
Ordinary shares issued under the Global Employee Share<br><br>plan (GESP)	0.053	0.047	0.050	–	–	–
Shares purchased and cancelled(a)	–	–	–	–	–	–
At 31 December	1,255.945	1,255.892	1,255.845	207	207	207
Shares held by public
At 1 January	1,251.321	1,249.655	1,248.141
Shares reissued from treasury under the GESP(b)	1.548	1.619	1.464
Ordinary shares issued under the GESP(b)	0.053	0.047	0.050
Shares purchased and cancelled(a)	–	–	–
At 31 December	1,252.922	1,251.321	1,249.655
Shares held in treasury	3.023	4.571	6.190
Shares held by public	1,252.922	1,251.321	1,249.655
Total share capital	1,255.945	1,255.892	1,255.845
Other share classes
Special Voting Share of 10p each(c)	1 only	1 only	1 only
DLC Dividend Share of 10p each(c)	1 only	1 only	1 only

(a)The authority for the company to buy back its ordinary shares was renewed at the 2021 annual general meeting. No shares were bought back and cancelled in 2024, 2023 or 2022 under the

on-market buy-back programme.

(b)New shares issued and reissued from Treasury during the year resulting from the vesting of awards and the exercise of options under Rio Tinto plc employee share-based payment plans

had exercise prices and market values between £45.09 and £58.99 per share.

(c)The Special Voting Share was issued to facilitate the joint voting by shareholders of Rio Tinto plc and Rio Tinto Limited on Joint Decisions, following the DLC Merger. The DLC Dividend

Share was issued to a subsidiary of Rio Tinto Limited to facilitate the efficient management of funds within the DLC structure. In addition, an Equalisation Share is authorised but not issued

and is governed by the terms of the DLC Merger Sharing Agreement.

During 2024, US$13 million of shares and ADRs (2023: US$17 million; 2022: US$16 million) were purchased by employee share ownership

trusts on behalf of Rio Tinto plc to satisfy employee share awards on vesting. At 31 December 2024, 229,749 shares (2023: 253,371; 2022:

232,621) and 48,990 ADRs (2023: 45,694; 2022: 49,777) shares were held in the employee share ownership trusts on behalf of Rio Tinto plc.

Rio Tinto Limited

	2024<br><br>Number<br><br>(million)	2023<br><br>Number<br><br>(million)	2022<br><br>Number<br><br>(million)	2024<br><br>US$m	2023<br><br>US$m	2022<br><br>US$m
Issued and fully paid up share capital
At 1 January	371.21	371.21	371.21	3,377	3,330	3,570
Adjustment on currency translation				(317)	47	(240)
At 31 December	371.21	371.21	371.21	3,060	3,377	3,330
– Special Voting Share(a)	1 only	1 only	1 only
– DLC Dividend Share(a)	1 only	1 only	1 only
Total share capital	371.21	371.21	371.21

(a)The Special Voting Share was issued to facilitate the joint voting by shareholders of Rio Tinto Limited and Rio Tinto plc on Joint Decisions following the DLC Merger. The DLC Dividend

Share was issued to a subsidiary of Rio Tinto Plc to facilitate the efficient management of funds within the DLC structure. Directors have the ability to issue an Equalisation Share if that is

required under the terms of the DLC Merger Sharing Agreement.

During 2024, US$44 million of shares (2023: US$78 million; 2022: US$84 million) were purchased by employee share ownership trusts on

behalf of Rio Tinto Limited to satisfy employee share awards on vesting. At 31 December 2024, 303,327 shares (2023: 794,282; 2022: 979,495)

were held in the employee share ownership trusts on behalf of Rio Tinto Limited.

Information relating to share-based incentive schemes is in note 27.

Annual Report on Form 20-F 2024	224	riotinto.com

Financial statements | Notes to the consolidated financial statements

35 Other reserves and retained earnings

	2024<br><br>US$m	2023<br><br>US$m	2022<br><br>US$m
Capital redemption reserve(a)
At 1 January and 31 December	51	51	51
Cash flow hedge reserve
At 1 January	(59)	(51)	(11)
Cash flow hedge gains/(losses)	13	30	(167)
Cash flow hedge losses/(gains) transferred to the income statement	17	(39)	106
Tax on the above	(10)	1	21
At 31 December	(39)	(59)	(51)
Fair value through other comprehensive income reserve
At 1 January	(22)	2	2
(Losses) on equity investments	–	(24)	–
At 31 December	(22)	(22)	2
Cost of hedging reserve
At 1 January	(12)	(17)	(21)
Cost of hedging deferred to reserves during the year	3	4	4
Transfer of cost of hedging to the income statement	1	1	–
At 31 December	(8)	(12)	(17)
Other reserves(b)
At 1 January	11,542	11,554	11,582
Own shares purchased from Rio Tinto Limited shareholders to satisfy share awards	(44)	(78)	(84)
Employee share options: value of services	76	62	56
Deferred tax on share options	(4)	4	–
At 31 December	11,570	11,542	11,554
Foreign currency translation reserve(c)
At 1 January	(3,172)	(3,784)	(1,627)
Parent and subsidiaries' currency translation and exchange adjustments	(3,194)	598	(2,235)
Equity accounted units currency translation adjustments	(45)	14	(27)
Currency translation reclassified on disposal(d)	(27)	–	105
At 31 December	(6,438)	(3,172)	(3,784)
Total other reserves per balance sheet	5,114	8,328	7,755	Retained earnings(e)
---	---	---	---
At 1 January	38,350	35,020	33,857
Parent and subsidiaries' profit for the year	10,697	9,385	11,817
Equity accounted units' profit after tax for the year	855	673	575
Remeasurement gains/(losses) on pension and post-retirement healthcare plans(f)	88	(459)	568
Tax relating to components of other comprehensive income	(23)	151	(118)
Total comprehensive income for the year	11,617	9,750	12,842
Dividends paid	(7,025)	(6,466)	(11,716)
Change in equity interest held by Rio Tinto(g)	(468)	(13)	701
Own shares purchased/treasury shares reissued for share awards and other movements	(13)	(17)	(16)
Equity issued to holders of non-controlling interests(g)	–	–	(711)
Employee share options and other IFRS 2 charges taken to the income statement	78	76	63
At 31 December	42,539	38,350	35,020

(a)The capital redemption reserve was set up to comply with section 733 of the UK Companies Act 2006 (previously section 170 of the UK Companies Act 1985) when shares of a company are

redeemed or purchased wholly out of the company’s profits. Balances reflect the amount by which the company’s issued share capital is diminished in accordance with this section.

(b)Other reserves includes US$11,936 million which represents the difference between the nominal value and issue price of the shares issued arising from Rio Tinto plc’s rights issue completed

in July 2009. No share premium was recorded in the Rio Tinto plc financial statements through the operation of the merger relief provisions of the UK Companies Act 1985.

Other reserves also include the cumulative amount recognised under IFRS 2 in respect of awards granted but not exercised to acquire shares in Rio Tinto Limited, less, where applicable,

the cost of shares purchased to satisfy share awards exercised. The cumulative amount recognised under IFRS 2 in respect of awards granted but not exercised to acquire shares in Rio

Tinto plc is recorded in retained earnings.

(c)Exchange differences arising on the translation of the Group’s net investment in foreign controlled companies are taken to the foreign currency translation reserve. The cumulative

differences relating to an investment are transferred to the income statement when the investment is disposed of.

(d)In 2024, currency translation reclassified on disposal primarily relates to the acquisition of the remaining 20.64% interest in NZAS. The transaction has been accounted for as a business

combination achieved in stages, with our previous 79.36% interest in the NZAS joint operation deemed to have been disposed of and, accordingly, the currency translation has been

reclassified to the income statement. In 2022, the sale of our Roughrider undeveloped project led to the recycling of currency translation reserve losses of US$105 million relating to the

entity that owns the project. Refer to note 5 for details.

(e)Retained earnings and movements in reserves of subsidiaries include those arising from the Group’s share of joint operations.

(f)In 2024, there were US$6 million of remeasurement losses relating to equity accounted units (2023: gains of US$3 million, 2022: gains of US$5 million).

(g)In 2024, this relates to the additional interest acquired in ERA (refer to note 30 for further details) as well as the settlement of deferred consideration payable to Turquoise Hill Resources Ltd

dissenting shareholders (refer to note 5 for further details). In 2022, the amount relates to forgiveness by Turquoise Hill Resources Ltd of the accrued interest and funding balances from

Erdenes Oyu Tolgoi and the purchase of the non-controlling interest of Turquoise Hill Resources Ltd.

Annual Report on Form 20-F 2024	225	riotinto.com

Financial statements | Notes to the consolidated financial statements

Other notes

36 Other provisions

Recognition and measurement

Other provisions are recognised when it is more likely than not that we will become obliged, legally or constructively, to future expenditure

because of a past event. The provision reflects the best estimate of the expenditure needed to settle the obligation which existed at the balance

sheet date. Where there is sufficient objective evidence of reasonably expected future events (such as changes in technology and new

legislation) we reflect this in the amounts recognised. Other provisions includes provision for legal claims, onerous contracts and claims for past

royalties. In the prior year, this also included the residual consideration payable to Turquoise Hill Resources Ltd shareholders that dissented to

the 2022 transaction, which has now been paid in 2024 (refer further detail below).

	2024<br><br>US$m	2023<br><br>US$m
Opening balance at 1 January	1,371	1,298
Adjustment on currency translation	(69)	14
Adjustments to mining properties/right-of-use assets:
– increases to existing and new provisions	17	–
– change in discount rate	(2)	–
Charged/(credited) to profit:
– increases to existing and new provisions	184	214
– change in discount rate	(7)	(18)
– unused amounts reversed	(104)	(31)
– exchange gain on provisions	–	(1)
– amortisation of discount	14	22
Utilised in year	(94)	(104)
Transfers and other movements(a)	(203)	(23)
Closing balance at 31 December	1,107	1,371
Balance sheet analysis:
Current	792	637
Non-current	315	734
Total	1,107	1,371

(a)In 2024, transfers and other movements includes settlement of deferred consideration payable to Turquoise Hill Resources Ltd dissenting shareholders.

Panguna mine, Bougainville

During the year we utilised a provision of US$10 million to fund a legacy impact assessment study in relation to a Panguna mine of Bougainville

Copper Limited (BCL), our former subsidiary. The Panguna Mine Legacy Impact Assessment, an independent report published in December

2024, assessed the environmental impacts and directly connected social and human rights impacts caused by the Panguna mine since BCL

ceased operations in 1989.

In November 2024, Rio Tinto, BCL and the Autonomous Bougainville Government signed a Memorandum of Understanding (MoU) to discuss

ways forward. The MoU parties plan to address the findings of the independent report and develop a remedy mechanism consistent with the UN

Guiding Principles on Business and Human Rights. We have acknowledged a class action lawsuit filed in July 2024 in Papua New Guinea's

National Court of Justice, naming both Rio Tinto and our former subsidiary, BCL, as defendants. We submitted our defence against the legal

claim and will strongly defend our position in this case.

Annual Report on Form 20-F 2024	226	riotinto.com

Financial statements | Notes to the consolidated financial statements

37 Contingencies and commitments

Recognition and measurement

Contingent liabilities, indemnities and other performance guarantees represent the potential outflow of funds from the Group for the satisfaction

of obligations, including those under contractual arrangements (eg undertakings related to supplier agreements) not provided for on the balance

sheet, where the likelihood of the contingent liabilities, guarantees or indemnities being called is assessed as possible rather than probable or

remote.

Other relevant judgements - contingencies Disclosure is made for material contingent liabilities unless the possibility of any loss arising is considered remote based on our judgement and legal advice. These are quantified unless, in our judgement, the amount cannot be reliably estimated. The unit of account for claims is the matter taken as a whole and therefore when a provision has been recorded for the best estimate of the cost to settle the obligation there is no further contingent liability component. This means that when a provision is recognised for the best estimate of the expenditure required to settle the present obligation from a single past event, a further contingent liability is not reported for the maximum potential exposure in excess of that already provided. We have not established provisions for certain additional legal claims in cases where we have assessed that a payment is either not probable or cannot be reliably estimated. A number of our companies are, and will likely continue to be, subject to various legal proceedings and investigations that arise from time to time. As a result, the Group may become subject to substantial liabilities that could affect our business, financial position and reputation. Litigation is inherently unpredictable and large judgements may at times occur. The Group may in the future incur judgements or enter into settlements of claims that could lead to material cash outflows. We do not believe that any of these proceedings will have a materially adverse effect on our financial position.

Contingent liabilities - subsidiaries, joint operations, joint ventures and associates

	2024<br><br>US$m	2023<br><br>US$m
Contingent liabilities, indemnities and other performance guarantees(a)	192	435

(a)There were no material contingent liabilities arising in relation to the Group’s joint ventures and associates.

Contingent liabilities - not quantifiable

The current status of contingent liabilities where it is not practicable to provide a reliable estimate of possible financial exposure is:

Litigation disputes

Litigation matter

Latest update

2011 Contractual payments in Guinea

In 2023, we resolved a previously self-disclosed investigation by the SEC into certain contractual payments totalling US$10.5 million made to a consultant who had provided advisory services in 2011, relating to the Simandou project in the Republic of Guinea. In August 2023, the UK Serious Fraud Office closed its case and announced that the Australian Federal Police maintains a live investigation into the matter. Rio Tinto continues to co-operate fully with relevant authorities. At 31 December 2024, the outcome of this investigation remains uncertain, but it could ultimately expose the Group to material financial cost. No provision has been recognised for the investigation. We believe this case is unwarranted and will defend the allegation vigorously.

Other contingent liabilities

We continue to modernise agreements with Traditional Owner groups in response to the Juukan Gorge incident. We have created provisions,

within “Other provisions”, based on our best estimate of historical claims. However, the process is incomplete and it is possible that further

claims could arise relating to past events.

Close-down, restoration and environmental provisions are not recognised for those operations that have no known restrictions on their lives as

the date of closure cannot be reliably estimated. This applies primarily to our Canadian aluminium smelters, which are not dependent upon a

specific orebody and have access to indefinite-lived power from owned hydropower stations with water rights permitted by local governments. In

these instances, a closure obligation may exist at the reporting date. However, due to the indefinite nature of asset lives it is not possible to

arrive at a sufficiently reliable estimate for the purposes of recognising a provision. Close-down, restoration and environmental provisions are

recognised at these operations for separately identifiable closure activities which can be reasonably estimated, such as the demolition and

removal of fixed structures after a predetermined period. Any contingent liability for these assets will crystallise into a closure provision if and

when a decision is taken to cease operations.

Contingent assets

The Group has, from time to time, various insurance claims outstanding with reinsurers. Recognition of any assets arising takes place once the

insurance company has agreed to refund the claims and the amount is quantifiable. This is usually in the same period as payment is received.

Annual Report on Form 20-F 2024	227	riotinto.com

Financial statements | Notes to the consolidated financial statements

37 Contingencies and commitments continued

Capital commitments

Our capital commitments include:

–open purchase orders for managed operations and non-managed tolling entities

–expenditure on major projects already authorised by our Investment Committee for non-managed operations.

On a legally enforceable basis, capital commitments excluding the Group’s share of joint ventures would be approximately US$1,872 million

(2023: US$1,400 million) as many of the contracts relating to the Group’s projects have various cancellation clauses.

The capital commitments for Simandou are shown on a 100% basis for the SimFer mine and the SimFer scope of infrastructure as managed

operations. The SimFer investment in WCS Rail and Port is classified as a joint venture capital commitment and is shown inclusive of the

funding due from non-controlling interests.

	2024<br><br>US$m	2023<br><br>US$m
Capital commitments excluding the Group's share of joint venture capital commitments
Within 1 year	4,559	3,662
Between 1 and 3 years	602	597
Between 3 and 5 years	313	27
After 5 years	82	99
Total	5,556	4,385
Group's share of joint venture capital commitments
Within 1 year	1,280	128
Between 1 and 3 years	271	99
Total	1,551	227	Impact of climate change on our business - decarbonisation capital commitments<br><br>Capital commitments do not include the estimated incremental capital expenditure relating to decarbonisation projects of US$5 billion to<br><br>US$6 billion between 2022 and 2030 unless otherwise contractually committed. Included in capital commitments at 31 December 2024 are<br><br>contractually committed decarbonisation capital commitments of US$114 million (2023: US$123 million), inclusive of the Amrun power<br><br>purchase agreement, which is a treated as a lease, which has not yet commenced (disclosed in note 21).
---

Other commitments

The Group has also made other commitments to incur a minimum amount of expenditure on community development initiatives as part of its

agreements with various stakeholders. As of 31 December 2024, a total of US$154 million (2023: US$173 million) of such expenditure is

estimated to be incurred over the next 25 years, out of which US$27 million (2023: US$10 million) is expected to be incurred within the next

year.

Unrecognised commitments to contribute funding or resources to joint ventures

Along with the other joint venture partners, we have commitments to provide emergency funding (such as funding required to preserve the life of

assets of the company or to comply with applicable laws) if required by Sohar Aluminium Company L.L.C., subject to approved thresholds.

At 31 December 2024, Minera Escondida Ltda held an undrawn shareholder line of credit, of which Rio Tinto’s share was US$225 million (2023:

US$225 million). The current facility was extended during the year and will now mature in September 2026.

Purchase obligations

Purchase obligations are enforceable and legally binding agreements to buy goods or services. They specify all significant terms, including fixed

or minimum quantities to be purchased or consumed; fixed, minimum or variable price provisions; and the approximate timing of the

transactions.

Purchase obligations for goods mainly relate to purchases of raw materials and consumables, and purchase obligations for services mainly

relate to charges for the use of infrastructure, commitments to purchase power and freight contracts. These goods and services are expected to

be used in the business. To the extent that this changes, a provision for onerous obligations may be made.

Purchases from joint arrangements or associates are included if the quantity to be purchased is in excess of our ownership interest in the entity.

However, purchase obligations exclude contracted purchases of bauxite, alumina and aluminium from joint arrangements and associates and

contracted purchases of alumina from third parties. This is because these purchases are made for commercial reasons and the Group is,

overall, a net seller of these commodities.

Annual Report on Form 20-F 2024	228	riotinto.com

Financial statements | Notes to the consolidated financial statements

37 Contingencies and commitments continued

The aggregate amount of future payment commitments under purchase obligations outstanding at 31 December is shown in the table below.

	2024<br><br>US$m	2023<br><br>US$m
Within 1 year	3,160	2,927
Between 1 and 2 years	1,461	1,663
Between 2 and 3 years	1,364	1,496
Between 3 and 4 years	851	1,147
Between 4 and 5 years	614	948
After 5 years	4,905	6,365
Total	12,355	14,546

Guarantees by parent companies

Rio Tinto plc and Rio Tinto Limited have, jointly and severally, fully and unconditionally guaranteed the following securities issued by the

following 100% owned finance subsidiaries: US$6.2 billion (2023: US$6.2 billion) Rio Tinto Finance (USA) Limited and Rio Tinto Finance (USA)

plc bonds with maturity dates up to 2053; and US$0.6 billion (2023: US$1.1 billion) on the European Debt Issuance Programme. In addition, Rio

Tinto Finance plc and Rio Tinto Finance Limited have entered into undrawn facility arrangements for an aggregate amount of US$7.5 billion

(2023: US$7.5 billion). The facilities are guaranteed by Rio Tinto plc and Rio Tinto Limited.

Rio Tinto plc has provided a guarantee, known as the completion support undertaking (CSU), in favour of the Oyu Tolgoi LLC project finance lenders. In

2023, a wholly owned subsidiary of Rio Tinto plc became a lender under the project finance facility ranking pari passu with the external lenders.

At 31 December 2024, a total of US$5.5 billion (2023: US$4.7 billion) of project finance debt was outstanding under this facility of which US$3.9

billion (2023: US$3.9 billion) is owed to external third party lenders. Rio Tinto plc, through its subsidiaries, owns 66% of Oyu Tolgoi LLC, with the

remaining share owned by Erdenes Oyu Tolgoi LLC (34%), which is controlled by the Government of Mongolia. The project finance was raised

for development of the underground mine and the CSU will terminate on the completion of the underground mine according to a set of

completion tests set out in the project finance facility. The CSU contains a carve-out for certain political risk events.

In November 2024, the Group entered into a US$7 billion bridge facility agreement to support the proposed acquisition of Arcadium Lithium

(refer to note 5). Rio Tinto Plc and Rio Tinto Limited have jointly guaranteed the facility, which remains undrawn as at 31 December 2024.

38 Auditors’ remuneration

Group auditors’ remuneration(a)

	2024<br><br>US$m	2023<br><br>US$m	2022<br><br>US$m
Audit of the Group	20.7	19.1	17.3
Audit of subsidiaries	7.4	7.5	8.4
Total audit	28.1	26.6	25.7
Audit-related assurance service	1.7	1.1	1.0
Other assurance services(b)	3.5	3.0	2.3
Total assurance services	5.2	4.1	3.3
Tax compliance	–	–	–
Other non-audit services not covered above	0.2	0.1	0.3
Total non-audit services	5.4	4.2	3.6
Total Group auditors’ remuneration	33.5	30.8	29.3
Group auditors’ remuneration as required to be categorised under SEC regulations
Audit fees	30.0	27.7	27.0
Audit-related fees	3.3	3.0	2.0
Tax fees	–	–	–
All other fees	0.2	0.1	0.3
Total Group auditors’ remuneration	33.5	30.8	29.3
Audit fees payable to other accounting firms
Audit of the financial statements of the Group’s subsidiaries	0.3	0.3	0.2
Fees in respect of pension scheme audits	0.1	0.1	0.1
Total audit fees payable to other accounting firms	0.4	0.4	0.3

(a)The remuneration payable to KPMG, the Group auditors, is approved by the Audit & Risk Committee. The Committee sets the policy for the award of non-audit work to the auditors and

approves the nature and extent of such work, and the amount of the related fees, to ensure that independence is maintained. The fees disclosed above consolidate all payments, including

overruns, made to member firms of KPMG by the companies and their subsidiaries, along with fees in respect of joint operations paid for by the Group. Non-audit services arise largely from

assurance and regulation related work.

(b)Other assurance services relates to the review of non-statutory financial information including sustainability reporting.

Annual Report on Form 20-F 2024	229	riotinto.com

Financial statements | Notes to the consolidated financial statements

39 Events after the balance sheet date

There were no significant events after the balance sheet date requiring disclosure.

40 New standards issued but not yet effective

We have not early adopted any new accounting standards or amendments that have been issued but are not yet effective. Except for the

Amendments to IAS 21 “The Effects Of Changes In Foreign Exchange Rates” (IAS 21), referred to below, they are not available for early

adoption because they have not yet been endorsed by the UK Endorsement Board.

IFRS 18 Presentation and Disclosure in Financial Statements (mandatory in 2027) will replace IAS 1. The new standard requires that companies

classify all income and expenses into 5 categories in the statement of profit or loss, namely the operating, investing, financing, discontinued

operations and income tax categories. Management defined performance measures are disclosed in a single note and enhanced guidance is

provided on how to group information in the financial statements. In addition, all entities are required to use the operating profit subtotal as the

starting point for the statement of cash flows. We are in process of assessing the impact of IFRS 18 and expect that changes will be required to

the presentation and disclosures in our financial statements.

Amendments to IFRS 9 Financial Instruments and IFRS 7 Financial Instruments: Disclosures (mandatory in 2026) will help companies better

report the financial effects of nature-dependent electricity contracts, which are often structured as power purchase agreements (PPAs).

The amendments include: clarifying the application of the ‘own-use’ requirements, permitting hedge accounting if these contracts are used as

hedging instruments; and adding new disclosure requirements to enable investors to understand the effect of these contracts on a company’s

financial performance and cash flows. We are in process of assessing the impacts from these amendments.

The assessment is ongoing in relation to the amendments listed below, but no material impact has been identified to date:

–Lack of exchangeability (Amendments to IAS 21 , mandatory in 2025)

–Annual Improvements to IFRS Accounting Standards (Amendments to IAS 7 “Statement of Cash Flows” and IFRS 10 “Consolidated

Financial Statements” mandatory in 2026)

–Amendments to the Classification and Measurement of Financial Instruments (Amendments to IFRS 9 “Financial Instruments” and IFRS 7

“Financial Instruments: Disclosures”, mandatory in 2026)

–IFRS 19 “Subsidiaries without Public Accountability: Disclosures” (mandatory in 2027)

Pages 230 to 245 have been intentionally omitted.

Annual Report on Form 20-F 2024	246

Financial statements | Report of Independent Registered Public Accounting Firms

Report of Independent Registered

Public Accounting Firms

To the Shareholders and Board of Directors of Rio Tinto plc and Rio Tinto Limited:

Opinions on the Consolidated Financial Statements and Internal Control Over Financial Reporting

We have audited the accompanying Consolidated Balance Sheet of Rio Tinto Group (‘the Group’), comprising of Rio Tinto plc and Rio Tinto

Limited, together with their subsidiaries as of December 31, 2024 and 2023, the related Consolidated Income Statement, Consolidated

Statement of Comprehensive Income, Consolidated Statement of Changes in Equity, and Consolidated Cash Flow Statement for each of the

years in the three-year period ended December 31, 2024 and the related notes (collectively, the consolidated financial statements). We also

have audited the Group’s internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control –

Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission”.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Group as of

December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2024,

in conformity with International Financial Reporting Standards as issued by the International Accounting Standards Board. Also in our opinion, the Group

maintained, in all material respects, effective internal control over financial reporting as of December 31, 2024 based on criteria established in Internal

Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission”.

Basis for Opinions

The Group’s management is responsible for these consolidated financial statements, for maintaining effective internal control over financial

reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s

report on internal control over financial reporting. Our responsibility is to express an opinion on the Group’s consolidated financial statements

and an opinion on the Group’s internal control over financial reporting based on our audits. We are a public accounting firm registered with the

Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Group in

accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the

PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to

obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or

fraud, and whether effective internal control over financial reporting was maintained in all material respects.

Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the

consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures

included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also

included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall

presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of

internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating

effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered

necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

Definition and Limitations of Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial

reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s

internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail,

accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are

recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts

and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3)

provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that

could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any

evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or

that the degree of compliance with the policies or procedures may deteriorate.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were

communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the consolidated

financial statements and (2) involved our especially challenging, subjective, or complex judgements. The communication of critical audit matters does not

alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below,

providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Evaluation of the impairment assessment for the Kennecott Utah Copper Cash Generating Unit

As described in Note 4, as at December 31, 2024, the Kennecott Utah Copper CGU has US$2.2 billion in carrying value. The Group determined

that there was an indicator of impairment of property, plant and equipment in the Kennecott Utah Copper CGU, as a result of worsening

geotechnical conditions. The Group performed a full impairment assessment by estimating the recoverable amount of the CGU based on cash

flow forecasts for fair value less costs of disposal purposes and comparing to the respective carrying amount. The Group concluded that the

Kennecott Utah Copper CGU’s recoverable amount exceeded its carrying value.

We identified the evaluation of the impairment assessment for the Kennecott Utah Copper cash generating unit as a critical audit matter. Significant auditor

judgement was required to evaluate key assumptions, including the uncertainty over forecast copper prices and the life of mine plan.

Annual Report on Form 20-F 2024	247

Financial statements | Report of Independent Registered Public Accounting Firms

The following are the primary procedures we performed to address this critical audit matter:

–we evaluated the design and tested the operating effectiveness of certain internal controls related to the impairment process for the

determination of the recoverable amount of property, plant and equipment for the Kennecott Utah Copper CGU;

–we involved our valuation professionals with specialised skills and knowledge who assisted us in assessing the forecast copper prices used

in the Group’s assessment by comparing them to, and considering changes in, market observable price forecasts; and

–we assessed the scope, competency and objectivity of the Group’s internal experts who prepared the life of mine plan utilised in the Group’s

impairment assessment, by examining the work they were involved to perform, and their professional qualifications and experience.

Evaluation of Iron Ore (‘Pilbara’) provision for close-down and restoration

As discussed in Note 14 to the consolidated financial statements, the Group has a provision for close-down, restoration and environmental

activities (‘closure provisions’) of US$15,731m as of December 31, 2024, a portion of which relates to Iron Ore (‘Pilbara’).

We identified the evaluation of provisions for close-down and restoration related to Pilbara as a critical audit matter. Significant auditor

judgement was required to evaluate the Group’s assumptions related to the life of operation and the probability, nature and timing of possible

closure and rehabilitation activities, and future close-down and restoration costs including costs associated with post-closure monitoring (‘closure

costs’).

The following are the primary procedures we performed to address this critical audit matter.

–We evaluated the design and tested the operating effectiveness of certain internal controls over the Group’s process to estimate provisions

for close-down and restoration including the Group’s selection of key assumptions to be used.

–We evaluated the scope and competency of the Group’s experts, both internal and external to the Group, who produce the closure cost

estimates by examining the work they were involved to perform, and their professional qualifications and experience.

–We compared a selection of previous forecast cost assumptions to actual costs to assess the Group’s ability to accurately forecast closure costs.

–We inspected the most recent closure studies and other technical material prepared by the Group relating to changes in the closure provision

to assess the nature and scope of restoration work planned to be undertaken. This included assumptions relating to the life of the operation

and the nature and timing of closure and rehabilitation activities.

–We evaluated the completeness of the provisions against the Group’s analysis of where disturbance requires rehabilitation and our

understanding of the Pilbara sites, including the probability, nature and timing of possible closure and rehabilitation activities.

–In addition, for certain sites, we involved mine closure professionals with specialised skills and knowledge who assisted in evaluating the

methodology applied by the Group’s third-party experts and assisted us in assessing certain assumptions regarding the nature and costs of

future rehabilitation activities based on their experience and familiarity with applicable legislative requirements and industry practice and the

Group’s closure commitments.

Evaluation of indicators of impairment or impairment reversals of property, plant and equipment for the Oyu Tolgoi

copper-gold mine cash generating unit (Oyu Tolgoi CGU)

As discussed, in Note 13 to the consolidated financial statements, as at December 31, 2024, the Group has US$67,345m of property, plant and

equipment, a portion of which relates to the Oyu Tolgoi copper-gold mine (Oyu Tolgoi CGU). As discussed in Note 4, external and internal factors

are monitored for indicators of impairment or impairment reversal and judgement is required to determine whether the impacts of these factors

are significant.

We identified the evaluation of indicators of impairment or impairment reversal of property, plant and equipment related to the Oyu Tolgoi CGU

as a critical audit matter. Significant auditor judgement was required to assess whether certain internal and external factors impacting the Oyu

Tolgoi CGU, including volatility on forecast commodity prices and the ramp up of underground mine production, result in indicators of impairment

or impairment reversal.

The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating

effectiveness of certain internal controls related to the identification of indicators of impairment or impairment reversal of property, plant and

equipment for the Oyu Tolgoi CGU.

–We involved valuation professionals with specialised skills and knowledge who assisted in assessing the forecast commodity prices used in

the Group’s assessment, by comparing them to, and considering changes in, market observable price forecasts.

–We assessed the impact of the underground progress in the period by comparing the actual ramp up of underground mine production to the

Group's plans, to assess whether any deviation from these plans could represent an indicator of impairment or impairment reversal. We also

inquired of operational management to corroborate certain changes in assumptions.

We have served as the Group’s auditors since 2020.

/s/ KPMG LLP<br><br>London, United Kingdom<br><br>February 20, 2025<br><br>In respect of the Board of Directors<br><br>and Shareholders of Rio Tinto plc	/s/ KPMG<br><br>Perth, Australia<br><br>February 20, 2025<br><br>In respect of the Board of Directors<br><br>and Shareholders of Rio Tinto Limited

Pages 248 to 265 have been intentionally omitted.

Annual Report on Form 20-F 2024	266	riotinto.com

Financial statements | Additional financial information

Financial information by business unit

		Segmental revenue(a)<br><br>for the year ended<br><br>31 December			Underlying EBITDA(a)<br><br>for the year ended<br><br>31 December			Depreciation and<br><br>amortisation for the year<br><br>ended 31 December			Underlying earnings(a)<br><br>for the year ended<br><br>31 December
	Rio Tinto<br><br>interest<br><br>%	2024<br><br>US$m	2023<br><br>US$m	2022<br><br>US$m	2024<br><br>US$m	2023<br><br>US$m<br><br>Adjusted(m)	2022<br><br>US$m<br><br>Adjusted(m)	2024<br><br>US$m	2023<br><br>US$m	2022<br><br>US$m	2024<br><br>US$m	2023<br><br>US$m<br><br>Adjusted(m)	2022<br><br>US$m<br><br>Adjusted(m)
Iron Ore
Pilbara	(b)	27,849	30,867	29,313	16,543	19,828	18,474	2,390	2,128	2,011	9,550	11,945	11,106
Dampier Salt	68.4%	412	422	352	117	120	56	23	21	19	46	49	19
Evaluation projects/other	(c)	3,197	2,701	2,711	(478)	57	33	–	–	–	(550)	(89)	53
Intra-segment	(c)	(2,119)	(1,741)	(1,470)	67	(31)	49	–	–	–	51	(23)	35
Total Iron Ore segment		29,339	32,249	30,906	16,249	19,974	18,612	2,413	2,149	2,030	9,097	11,882	11,213
Aluminium
Bauxite	(d)	3,061	2,390	2,396	1,250	662	618	365	373	361	579	141	101
Alumina	(e)	3,612	2,882	3,215	799	136	289	142	170	200	417	(56)	18
North American Aluminium	(f)	7,030	6,581	7,561	1,639	1,480	2,426	785	710	704	632	566	1,266
Pacific Aluminium	(g)	2,844	2,613	3,102	363	169	497	154	165	135	131	18	261
Intra-segment and other		(3,651)	(2,953)	(3,138)	(194)	(11)	12	–	–	—	(136)	(15)	(8)
Integrated operations		12,896	11,513	13,136	3,857	2,436	3,842	1,446	1,418	1,400	1,623	654	1,638
Other product group items		754	772	973	35	9	25	–	–	–	23	5	15
Product group operations		13,650	12,285	14,109	3,892	2,445	3,867	1,446	1,418	1,400	1,646	659	1,653
Evaluation projects/other		–	–	–	(219)	(163)	(195)	–	–	–	(163)	(121)	(149)
Total Aluminium segment		13,650	12,285	14,109	3,673	2,282	3,672	1,446	1,418	1,400	1,483	538	1,504
Copper
Kennecott	100%	2,599	1,430	1,923	720	178	857	718	500	624	(54)	(328)	12
Escondida	30%	3,424	2,756	2,628	2,221	1,619	1,641	426	355	330	921	684	798
Oyu Tolgoi	(h)	2,184	1,625	1,424	1,105	639	449	473	476	194	388	161	130
Product group operations		8,207	5,811	5,975	4,046	2,436	2,947	1,617	1,331	1,148	1,255	517	940
Evaluation projects/other	(m)	1,068	867	724	(609)	(476)	(381)	3	5	5	(444)	(327)	(252)
Total Copper segment		9,275	6,678	6,699	3,437	1,960	2,566	1,620	1,336	1,153	811	190	688
Minerals
Iron Ore Company of Canada	58.7%	2,450	2,500	2,818	746	942	1,381	229	214	207	212	293	475
Rio Tinto Iron & Titanium	(i)	1,993	2,172	2,366	609	582	799	226	222	224	241	221	374
Rio Tinto Borates	100%	763	802	742	183	212	155	65	58	54	82	125	80
Diamonds	(j)	279	444	816	(115)	44	330	29	35	45	(127)	26	151
Product group operations		5,485	5,918	6,742	1,423	1,780	2,665	549	529	530	408	665	1,080
Evaluation projects/other		46	16	12	(343)	(366)	(246)	1	1	1	(265)	(353)	(226)
Total Minerals segment		5,531	5,934	6,754	1,080	1,414	2,419	550	530	531	143	312	854
Reportable segments total		57,795	57,146	58,468	24,439	25,630	27,269	6,029	5,433	5,114	11,534	12,922	14,259
Simandou iron ore project	(k)	–	–	–	(22)	(539)	(189)	7	–	–	(39)	(160)	(145)
Other operations	(l)(m)	120	142	192	43	(95)	(17)	320	290	272	(225)	(307)	(348)
Inter-segment transactions	(c)	(209)	(231)	(256)	9	8	24				4	4	26
Central pension costs, share-based<br><br>payments, insurance and derivatives					153	168	377				228	48	374
Restructuring, project and one-off costs					(254)	(190)	(173)				(178)	(112)	(85)
Central costs					(816)	(990)	(766)	121	95	94	(636)	(898)	(651)
Central exploration and evaluation					(238)	(100)	(253)				(216)	(60)	(209)
Net interest											395	318	138
Underlying EBITDA/earnings					23,314	23,892	26,272				10,867	11,755	13,359
Items excluded from underlying EBITDA/<br><br>earnings					1,055	(1,257)	269				685	(1,697)	(967)
Reconciliation to consolidated<br><br>income statement
Share of EAUs sales and inter-subsidiary/<br><br>EAUs sales		(4,048)	(3,016)	(2,850)
Impairment charges net of reversals	(n)				(573)	(936)	(52)
Depreciation and amortisation in<br><br>subsidiaries excluding capitalised<br><br>depreciation					(5,744)	(4,976)	(4,871)
Depreciation and amortisation in EAUs					(559)	(484)	(470)	(559)	(484)	(470)
Taxation and finance items in EAUs					(1,002)	(741)	(640)
Finance items					(876)	(1,713)	(1,846)
Consolidated sales revenue/profit<br><br>before taxation/depreciation and<br><br>amortisation/net earnings		53,658	54,041	55,554	15,615	13,785	18,662	5,918	5,334	5,010	11,552	10,058	12,392
Annual Report on Form 20-F 2024	267	riotinto.com
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Financial statements | Additional financial information

		Capital expenditure(o)<br><br>for the year<br><br>ended 31 December			Operating assets(p)<br><br>as at 31 December			Employees for the year<br><br>ended 31 December
	Rio Tinto<br><br>interest<br><br>%	2024<br><br>US$m	2023<br><br>US$m	2022<br><br>US$m	2024<br><br>US$m	2023<br><br>US$m<br><br>Adjusted(m)	2022<br><br>US$m	2024	2023<br><br>Adjusted(m)	2022<br><br>Adjusted(m)
Iron Ore
Pilbara	(b)	2,985	2,563	2,906	17,016	17,959	17,785	15,152	15,181	14,319
Dampier Salt	68.4%	27	25	34	5	146	153	422	430	436
Evaluation projects/other	(c)	–	–	–	718	780	835	22	22	20
Intra-segment	(c)	–	–	–	(193)	(243)	(220)	–	–	–
Total Iron Ore segment		3,012	2,588	2,940	17,546	18,642	18,553	15,596	15,633	14,775
Aluminium
Bauxite	(d)	159	159	161	2,289	2,649	2,458	3,188	3,008	2,966
Alumina	(e)	279	325	356	804	1,315	2,400	2,502	2,600	2,626
North American Aluminium	(f)	1,153	748	752	10,516	10,582	9,343	7,497	6,886	6,693
Pacific Aluminium	(g)	102	99	108	706	340	159	2,728	2,563	2,480
Intra-segment and other		1	–	–	795	997	629	243	256	234
Total Aluminium segment		1,694	1,331	1,377	15,110	15,883	14,989	16,158	15,313	14,999
Copper
Kennecott	100%	774	735	563	2,391	2,606	2,027	2,502	2,411	2,176
Escondida	30%	–	–	–	2,779	2,844	2,792	1,135	1,203	1,205
Oyu Tolgoi	(h)	1,277	1,230	1,056	16,692	15,334	13,479	4,734	4,515	4,060
Product group operations		2,051	1,965	1,619	21,862	20,784	18,298	8,371	8,129	7,441
Evaluation projects/other	(m)	4	11	3	262	266	165	317	295	236
Total Copper segment		2,055	1,976	1,622	22,124	21,050	18,463	8,688	8,424	7,677
Minerals
Iron Ore Company of Canada	58.7%	291	364	366	1,240	1,347	1,147	3,214	3,206	3,075
Rio Tinto Iron & Titanium	(i)	244	240	217	3,215	3,386	3,351	4,397	4,415	4,273
Rio Tinto Borates	100%	57	49	34	475	502	496	989	1,013	1,009
Diamonds	(j)	48	66	48	(38)	29	(84)	864	871	853
Product group operations		640	719	665	4,892	5,264	4,910	9,464	9,505	9,210
Evaluation projects/other		158	27	14	1,138	873	874	358	328	224
Total Minerals segment		798	746	679	6,030	6,137	5,784	9,822	9,833	9,434
Reportable segments total		7,559	6,641	6,618	60,810	61,712	57,789	50,264	49,203	46,885
Simandou iron ore project	(k)	1,832	266	–	2,106	738	(22)	989	571	343
Other operations	(l)(m)	66	57	53	(1,446)	(2,638)	(1,850)	703	703	639
Inter-segment transactions	(c)				22	20	12
Other items		134	113	79	(755)	(1,015)	(1,107)	7,638	6,697	5,859
Total		9,591	7,077	6,750	60,737	58,817	54,822	59,594	57,174	53,726
Add back: Proceeds from disposal of property,<br><br>plant and equipment		30	9	–
Total purchases of property, plant &<br><br>equipment and intangibles as per cash<br><br>flow statement		9,621	7,086	6,750
Add: Net debt					(5,491)	(4,231)	(4,188)
Equity attributable to owners of Rio Tinto					55,246	54,586	50,634
Total employees								59,594	57,174	53,726
Annual Report on Form 20-F 2024	268	riotinto.com
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Financial statements | Additional financial information

Business units are classified according to the Group’s management

structure. Our management structure is based on product groups

together with global support functions whose leaders make up the

Executive Committee. The Executive Committee members each

report directly to our Chief Executive who is the chief operating

decision maker and is responsible for allocating resources and

assessing performance of the operating segments. Finance costs and

net debt are managed on a Group-wide basis and are therefore

excluded from the segmental results.

The disclosures in this note include certain alternative performance

measures (non-IFRS measures). For more information on the non-

IFRS measures used by the Group, including definitions and

calculations, refer to section entitled alternative performance

measures (pages 269 to 273).

(a)Segmental revenue, Underlying EBITDA and Capital expenditure

are defined and calculated in note 1 from pages 167 to 168.

Underlying earnings is defined and calculated within the Alternative

performance measures section on page 270.

(b)Pilbara represents the Group’s 100% holding in Hamersley, 50%

holding in Hope Downs Joint Venture, 54% holding in Western

Range Joint Venture and 65% holding in Robe River Iron

Associates. The Group’s net beneficial interest in Robe River Iron

Associates is 53%, as 30% is held through a 60% owned

subsidiary and 35% is held through a 100% owned subsidiary.

(c)Segmental revenue, Underlying EBITDA, Underlying earnings

and Operating assets within Evaluation projects/other include

activities relating to the shipment and blending of Pilbara and Iron

Ore Company of Canada (IOC) iron ore inventories held portside

in China and sold to domestic customers. Transactions between

Pilbara and our portside trading business are eliminated through

the Iron Ore “intra-segment” line and transactions between IOC

and the portside trading business are eliminated through “inter-

segment transactions”.

(d)Bauxite represents the Group’s 100% interest in Gove and Weipa,

22% interest in Porto Trombetas and 22.9% interest in Sangarédi.

(e)Alumina represents the Group’s 100% interest in Jonquière

(Vaudreuil), Yarwun, 80% interest in Queensland Alumina and

10% interest in São Luis (Alumar).

(f)North American Aluminium represents the Group’s 100% interest

in Alma, Arvida, Arvida AP60, Grande-Baie, ISAL, Kitimat,

Laterrière, 40% interest in Alouette, 25.1% interest in Bécancour,

20% interest in Sohar and 50% interest in Matalco.

(g)Pacific Aluminium represents the Group’s 100% interest in Bell

Bay, 73.5% interest in Boyne Island, 100% interest in Tiwai Point

and 51.6% interest in Tomago. On 30 September 2024, our

interest in Boyne Island was increased from 59.4% to 71.05%

following our acquisition of Mitsubishi Corporation’s 11.65%

interest in Boyne Smelters Limited (BSL). On 1 November 2024,

our interest was further increased to 73.5% following our

acquisition of Sumitomo Chemical Company’s (SCC) 2.46%

interest in BSL. On 1 November 2024, we also acquired SCC’s

20.64% interest in New Zealand Aluminium Smelters, increasing

our interest from 79.36% to 100%.

(h)Until 16 December 2022, our interest in Oyu Tolgoi (OT) was held

indirectly through our 50.8% investment in Turquoise Hill

Resources Ltd (TRQ), where TRQ’s principal asset was its 66%

investment in Oyu Tolgoi LLC, which owned the OT copper-gold

mine. Following the purchase of TRQ we now directly hold a 66%

investment in Oyu Tolgoi LLC.

(i)Includes our interests in Rio Tinto Iron and Titanium Quebec

Operations (100%), QIT Madagascar Minerals (QMM, economic

interest of 85%) and Richards Bay Minerals (attributable interest

of 74%).

(j)Relates to our 100% interest in the Diavik diamond mine and

diamond marketing operations.

(k)Rio Tinto SimFer UK Limited (which is wholly owned by the

Group) holds a 53% interest in SimFer Jersey Limited (SimFer

Jersey) which in turn, has an 85% interest in SimFer S.A., the

company that will carry out the Simandou mining operations in

Guinea, and an 85% interest in the company which will deliver

SimFer Jersey’s scope of the co-developed rail and port

infrastructure. SimFer Jersey at present has a 100% interest in

the companies that will own and operate the transhipment

vessels, however this is anticipated to reduce to 85% with the

Government of Guinea taking a 15% interest before operations

commence. These entities, together with the equity accounted

WCS Rail and Port entities described in note 32, are referred to

as the Simandou iron ore project.

(l)Other operations includes our 98.43% interest in Energy

Resources of Australia (increased from 86.3% in November 2024

refer to note 30), sites being rehabilitated under the

management of Rio Tinto Closure, Rio Tinto Marine, and the

remaining legacy liabilities of Rio Tinto Coal Australia. These

include provisions for onerous contracts, in relation to rail

infrastructure capacity, partly offset by financial assets and

receivables relating to contingent royalties and disposal proceeds.

(m)Accountability for Rio Tinto Guinea, our in-country external affairs

office remains with Bold Baatar, and has therefore moved from

the Copper product group to “Other operations” following his

change in role to Chief Commercial Officer. Accordingly, prior

period amounts have been adjusted for comparability even though

there is no material impact as a result of the change.

(n)Refer to note 4 for allocation of impairment charges net of

reversals between consolidated amounts and share of profit in

EAUs.

(o)Capital expenditure is the net cash outflow on purchases less

sales of property, plant and equipment, capitalised evaluation

costs and purchases less sales of other intangible assets as

derived from the consolidated cash flow statement. The details

provided include 100% of subsidiaries’ capital expenditure and

Rio Tinto’s share of the capital expenditure of joint operations but

exclude equity accounted units.

(p)Operating assets of the Group represents equity attributable to

Rio Tinto adjusted for net debt. Operating assets of subsidiaries,

joint operations and the Group’s share relating to equity

accounted units are made up of net assets adjusted for net debt

and post-retirement assets and liabilities, net of tax. Operating

assets are stated after the deduction of non-controlling interests;

these are calculated by reference to the net assets of the relevant

companies (ie inclusive of such companies’ debt and amounts

due to or from Rio Tinto Group companies).

Annual Report on Form 20-F 2024	269	riotinto.com

Financial statements | Additional financial information

Alternative performance measures

The Group presents certain alternative performance measures (non-IFRS measures) which are reconciled to directly comparable IFRS financial

measures below. These non-IFRS measures, hereinafter referred to as alternative performance measures (APMs), are used by management to

assess the performance of the business and provide additional information, which investors may find useful. APMs are presented in order to

give further insight into the underlying business performance of the Group's operations.

APMs are not consistently defined and calculated by all companies, including those in the Group’s industry. Accordingly, these measures used

by the Group may not be comparable with similarly titled measures and disclosures made by other companies. Consequently, these APMs

should not be regarded as a substitute for the IFRS measures and should be considered supplementary to those measures.

The following tables present the Group's key financial measures not defined according to IFRS and a reconciliation between those APMs and

their nearest respective IFRS measures.

Reconciliation of APMs to the nearest comparable IFRS financial measures for the year 2021 and 2020 can be found in the section APM of our

2021 Annual Report. Reconciliation of underlying return on capital employed and Net (debt)/cash for the year 2022 can be found in our 2022

Annual Report.

APMs derived from the income statement

The following income statement measures are used by the Group to provide greater understanding of the underlying business performance of

its operations and to enhance comparability of reporting periods. They indicate the underlying commercial and operating performance of our

assets including revenue generation, productivity and cost management.

Segmental revenue

Segmental revenue includes consolidated sales revenue plus the equivalent sales revenue of equity accounted units (EAUs) in proportion to our

equity interest (after adjusting for sales to/from subsidiaries). The reconciliation can be found in “Our financial performance” on page 167.

Underlying EBITDA

Underlying EBITDA represents profit before taxation, net finance items, depreciation and amortisation adjusted to exclude the EBITDA impact of

items that do not reflect the underlying performance of our reportable segments. The reconciliation of profit after tax to underlying EBITDA can

be found in “Our financial performance” on page 168.

Underlying EBITDA margin

Underlying EBITDA margin is defined as Group underlying EBITDA divided by the aggregate of consolidated sales revenue and our share of

equity account unit sales after eliminations.

	2024<br><br>US$m	2023<br><br>US$m	2022<br><br>US$m
Underlying EBITDA	23,314	23,892	26,272
Consolidated sales revenue	53,658	54,041	55,554
Share of equity accounted unit sales and inter-subsidiary/equity accounted unit sales eliminations	4,048	3,016	2,850
	57,706	57,057	58,404
Underlying EBITDA margin	40%	42%	45%

Pilbara underlying FOB EBITDA margin

The Pilbara underlying free on board (FOB) EBITDA margin is defined as Pilbara underlying EBITDA divided by Pilbara segmental revenue,

excluding freight revenue.

	2024<br><br>US$m	2023<br><br>US$m	2022<br><br>US$m
Pilbara
Underlying EBITDA	16,543	19,828	18,474
Pilbara segmental revenue	27,849	30,867	29,313
Less: Freight revenue	(2,344)	(2,098)	(2,206)
Pilbara segmental revenue, excluding freight revenue	25,505	28,769	27,107
Pilbara underlying FOB EBITDA margin	65%	69%	68%

Underlying EBITDA margin from integrated operations and product group operations

	Aluminium - integrated operations			Copper - product group operations			Minerals - product group operations
	2024<br><br>US$m	2023<br><br>US$m	2022<br><br>US$m	2024<br><br>US$m	2023<br><br>US$m	2022<br><br>US$m	2024<br><br>US$m	2023<br><br>US$m	2022<br><br>US$m
Underlying EBITDA	3,857	2,436	3,842	4,046	2,436	2,947	1,423	1,780	2,665
Segmental revenue	12,896	11,513	13,136	8,207	5,811	5,975	5,485	5,918	6,742
Underlying EBITDA margin	30%	21%	29%	49%	42%	49%	26%	30%	40%
Annual Report on Form 20-F 2024	270	riotinto.com
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Financial statements | Additional financial information

Underlying earnings

Underlying earnings represents net earnings attributable to the owners of Rio Tinto, adjusted to exclude items that do not reflect the underlying

performance of the Group’s operations.

Exclusions from underlying earnings are those gains and losses that, individually or in aggregate with similar items, are of a nature and size to

require exclusion in order to provide additional insight into underlying business performance.

The following items are excluded from net earnings in arriving at underlying earnings in each period irrespective of materiality:

–net (gains)/losses on consolidation or disposal of interests in businesses

–impairment charges and reversals

–(profit)/loss after tax from discontinued operations

–exchange and derivative gains and losses. This adjustment includes exchange (gains)/losses on external net debt and intragroup balances, unrealised

(gains)/losses on currency and interest rate derivatives not qualifying for hedge accounting, unrealised (gains)/losses on certain commodity derivatives

not qualifying for hedge accounting, and unrealised (gains)/losses on embedded derivatives not qualifying for hedge accounting

–adjustments to closure provisions where the adjustment is associated with an impairment charge, or for legacy sites where the disturbance or

environmental contamination relates to the pre-acquisition period.

In addition, there is a final judgemental category which includes, where applicable, other credits and charges that, individually or in aggregate if

of a similar type, are of a nature or size to require exclusion in order to provide additional insight into underlying business performance. In 2024

this includes provision for uncertain tax positions in relation to disputes with the Mongolian Tax Authority and the recognition of deferred tax

assets at Energy Resources of Australia.

Exclusions from underlying earnings relating to equity accounted units are stated after tax and included in the column “Pre-tax”.

	Pre-tax<br><br>2024<br><br>US$m	Taxation<br><br>2024<br><br>US$m	Non-<br><br>controlling<br><br>interests<br><br>2024<br><br>US$m	Net<br><br>amount<br><br>2024<br><br>US$m	Net<br><br>amount<br><br>2023<br><br>US$m	Net<br><br>amount<br><br>2022<br><br>US$m
Net earnings	15,615	(4,041)	(22)	11,552	10,058	12,392
Items excluded from underlying earnings
(Gains)/losses on consolidation and disposal of interests in businesses(a)	(1,214)	274	43	(897)	–	105
Impairment charges net of reversals (note 4)	561	(27)	–	534	652	52
Foreign exchange and derivative losses/(gains):
– Exchange (gains)/losses on external net debt, intragroup balances and derivatives(b)	(308)	13	2	(293)	243	(216)
– Losses on currency and interest rate derivatives not qualifying for hedge accounting(c)	68	2	4	74	87	373
– Losses/(gains) on embedded commodity derivatives not qualifying for hedge accounting(d)	92	(27)	–	65	(23)	(20)
Change in closure estimates (non-operating and fully impaired sites)(e)	86	(13)	–	73	1,102	178
Uncertain tax provisions(f)	–	295	(100)	195	–	–
Recognition of deferred tax assets at Energy Resources of Australia(g)	–	(443)	7	(436)	–	–
Deferred tax arising on internal sale of assets in Canadian operations(h)	–	–	–	–	(364)	–
Gains recognised by Kitimat relating to LNG Canada’s project(i)	–	–	–	–	–	(106)
Gain on sale of the Cortez royalty(j)	–	–	–	–	–	(331)
Write-off of Federal deferred tax assets in the United States(k)	–	–	–	–	–	932
Total excluded from underlying earnings	(715)	74	(44)	(685)	1,697	967
Underlying earnings	14,900	(3,967)	(66)	10,867	11,755	13,359

(a)Gains on consolidation of businesses include the revaluation of our previously held interest in the NZAS joint operation as we acquired the remaining shares during the year and this became

a subsidiary. Disposals include the sale of Wyoming Uranium and Lake MacLeod, as described in note 5.

(b)Exchange (gains)/losses on external net debt, intragroup balances and derivatives includes post-tax gains on intragroup balances of US$647 million (2023: US$316 million loss; 2022:

US$478 million gain) offset by post-tax losses on external net debt of US$354 million (2023: US$73 million gain; 2022: US$262 million loss), primarily as a result of the Australian dollar

weakening against the US dollar.

(c)Valuation changes on currency and interest rate derivatives, which are ineligible for hedge accounting, other than those embedded in commercial contracts, and the currency revaluation of

embedded US dollar derivatives contained in contracts held by entities whose functional currency is not the US dollar.

(d)Valuation changes on derivatives, embedded in commercial contracts that are ineligible for hedge accounting but for which there will be an offsetting change in future Group earnings. Mark-

to-market movements on commodity derivatives entered into with the commercial objective of achieving spot pricing for the underlying transaction at the date of settlement are included in

underlying earnings. In 2024, the charge includes unrealised losses recognised in relation to our renewable PPAs.

(e)In 2024, the charge to the income statement relates to the change in estimates of underlying closure cash flows, net of impact of a change in discount rate, expressed in real-terms, from

2.0% to 2.5% as applied to provisions for close-down, restoration and environmental liabilities at legacy sites where the environmental damage preceded ownership by Rio Tinto. In 2023,

the charge included US$0.9 billion related to the closure provision update announced by Energy Resources of Australia on 12 December 2023 together with the update included in their half

year results for the period ended 30 June 2023, published in August 2023. This update was considered material and therefore it was aggregated with other closure study updates which were

similar in nature and have been excluded from underlying earnings. The other closure study updates were at legacy sites managed by our central closure team as well as an update at

Yarwun alumina refinery which was expensed due to the impairment earlier in the year. In 2022, the charge related to re-estimates of underlying closure cash flows for legacy sites where the

environmental damage preceded ownership by Rio Tinto.

(f)The uncertain tax provision in 2024 represents amounts provided in relation to disputes with the Mongolian Tax Authority for which the timing of resolution and potential economic outflow are

uncertain. Further information is included in the “other relevant judgements – uncertain tax positions” section of note 10 Taxation.

(g)Recognition of deferred tax assets at Energy Resources of Australia (ERA) relates to rehabilitation provisions which are tax deductible when paid in the future. In November 2024, our interest in

ERA increased from 86.3% to 98.43% and Rio Tinto stated its intention to proceed with compulsory acquisition of the remaining shares during 2025. Tax deductions for rehabilitation payments

made after completion of the compulsory acquisition process will be applied against taxable profits from other Australian operations, including our iron ore business.

(h)In 2023, the Canadian aluminium business completed an internal sale of assets which resulted in the utilisation of previously unrecognised capital losses and an uplift in the tax depreciable

value of assets on which a deferred tax asset of US$364 million was recognised.

(i)In 2022, LNG Canada elected to terminate their option to purchase additional land and facilities for expansion of their operations at Kitimat, Canada. The resulting gain was excluded from

underlying earnings consistent with prior years as it was part of a series of transactions that together were material.

(j)In 2022, we completed the sale of a gross production royalty which was retained following the disposal of the Cortez Complex in 2008. The gain recognised on sale of the royalty was

excluded from underlying earnings on the grounds of individual magnitude.

(k)In 2022, we wrote down our deferred tax assets in the US following the introduction of the Corporate Alternative Minimum Tax regime. Refer to note 10 for details.

Annual Report on Form 20-F 2024	271	riotinto.com

Financial statements | Additional financial information

Basic underlying earnings per share

Basic underlying earnings per share is calculated as underlying earnings divided by the weighted average number of shares outstanding during

the year.

	2024<br><br>(cents)	2023<br><br>(cents)	2022<br><br>(cents)
Basic earnings per ordinary share	711.7	620.3	765.0
Items excluded from underlying earnings per share(a)	(42.2)	104.7	59.7
Basic underlying earnings per ordinary share	669.5	725.0	824.7

(a)Calculation of items excluded from underlying earnings per share.

	2024	2023	2022
Items excluded from underlying earnings (US$m) (refer to page 270)	(685.0)	1,697.0	967.0
Weighted average number of shares (millions)	1,623.1	1,621.4	1,619.8
Items excluded from underlying earnings per share (cents)	(42.2)	104.7	59.7

We have provided basic underlying earnings per share as this allows the comparability of financial performance adjusted to exclude items which

do not reflect the underlying performance of the Group's operations.

Interest cover

Interest cover is a financial metric used to monitor our ability to service debt. It represents the number of times finance income and finance costs

(including amounts capitalised) are covered by profit before taxation, before finance income, finance costs, share of profit after tax of equity

accounted units and items excluded from underlying earnings, plus dividends from equity accounted units.

	2024<br><br>US$m	2023<br><br>US$m
Profit before taxation	15,615	13,785
Add back
Finance income	(514)	(536)
Finance costs	763	967
Share of profit after tax of equity accounted units	(838)	(675)
Items excluded from underlying earnings	(715)	2,498
Add: Dividends from equity accounted units	1,067	610
Calculated earnings	15,378	16,649
Finance income	514	536
Finance costs	(763)	(967)
Add: Amounts capitalised	(424)	(279)
Total net finance costs before capitalisation	(673)	(710)
Interest cover	23	23

Payout ratio

The payout ratio is used by us to guide the dividend policy we implemented in 2016, under which we have sought to return 40-60% of underlying

earnings, on average through the cycle, to shareholders as dividends. It is calculated as total equity dividends per share to owners of Rio Tinto

declared in respect of the financial year divided by underlying earnings per share (as defined above). Dividends declared usually include an

interim dividend paid in the year, and a final dividend paid after the end of the year. Any special dividends declared in respect of the financial

year are also included.

	2024<br><br>(cents)	2023<br><br>(cents)
Interim dividend declared per share	177.0	177.0
Final dividend declared per share	225.0	258.0
Total dividend declared per share for the year	402.0	435.0
Underlying earnings per share	669.5	725.0
Payout ratio	60%	60%
Annual Report on Form 20-F 2024	272	riotinto.com
---	---	---

Financial statements | Additional financial information

APMs derived from cash flow statement

Capital expenditure

Capital expenditure includes the net sustaining and development expenditure on property, plant and equipment, and on intangible assets. This is

equivalent to “Purchases of property, plant and equipment and intangible assets” in the cash flow statement less “Sales of property, plant and

equipment and intangible assets”.

This measure is used to support management's objective of effective and efficient capital allocation as we need to invest in existing assets in

order to maintain and improve productive capacity, and in new assets to grow the business.

	2024<br><br>US$m	2023<br><br>US$m	2022<br><br>US$m
Purchase of property, plant and equipment and intangible assets	9,621	7,086	6,750
Less: Sales of property, plant and equipment and intangible assets	(30)	(9)	–
Capital expenditure	9,591	7,077	6,750

Rio Tinto share of capital investment

Rio Tinto’s share of capital investment represents our economic investment in capital projects. This measure was introduced in 2022 to better

represent the Group’s share of funding for capital projects which are jointly funded with other shareholders and which may differ from the

consolidated basis included in the Capital expenditure APM. This better reflects our approach to capital allocation.

The measure is based upon purchase of property, plant and equipment and intangible assets and adjusted to deduct equity or shareholder loan

financing provided to partially owned subsidiaries by non-controlling interests in respect of major capital projects in the period. In circumstances

where the funding to be provided by non-controlling interests is not received in the same period as the underlying capital investment, this

adjustment is applied in the period in which the underlying capital investment is made, not when the funding is received. Where funding which

would otherwise be provided directly by shareholders is replaced with project financing, an adjustment is also made to deduct the share of

project financing attributable to the non-controlling interest. This adjustment is not made in cases where Rio Tinto has unilaterally guaranteed

this project financing. Lastly, funding contributed by the Group to Equity Accounted Units for its share of investment in their major capital projects

is added to the measure. No adjustment is made to the Capital expenditure APM where capital expenditure is funded from the operating cash

flows of the subsidiary or EAU.

	2024<br><br>US$m	2023<br><br>US$m	2022<br><br>US$m
Purchase of property, plant and equipment and intangible assets	9,621	7,086	6,750
Funding provided by the group to EAUs(a)	965	–	–
Less: Equity or shareholder loan financing received/due from non-controlling interests(b)	(1,063)	(125)	–
Rio Tinto share of capital investment	9,523	6,961	6,750

(a)In 2024, funding provided by the group to EAUs relates to funding of WCS rail and port entities (WCS) in relation to the Simandou project, consisting of a direct equity investment in WCS of

US$431 million and loans provided totalling US$534 million.

(b)In 2024, we received US$1,505 million from Chalco Iron Ore Holdings Ltd (CIOH), of which US$1,063 million relates to CIOH's 47% share of capital expenditure incurred on the Simandou

project and associated funding provided by the Group to EAUs during the year, accounted for on an accrual basis.

Free cash flow

Free cash flow is defined as net cash generated from operating activities minus purchases of property, plant and equipment and intangibles and

payments of lease principal, plus proceeds from the sale of property, plant and equipment and intangible assets.

This measures the net cash returned by the business after the expenditure of sustaining and development capital. This cash can be used for

shareholder returns, reducing debt and other investing/financing activities.

	2024<br><br>US$m	2023<br><br>US$m	2022<br><br>US$m
Net cash generated from operating activities	15,599	15,160	16,134
Less: Purchase of property, plant and equipment and intangible assets	(9,621)	(7,086)	(6,750)
Less: Lease principal payments	(455)	(426)	(374)
Add: Sales of property, plant and equipment and intangible assets	30	9	–
Free cash flow	5,553	7,657	9,010
Annual Report on Form 20-F 2024	273	riotinto.com
---	---	---

Financial statements | Additional financial information

APMs derived from the balance sheet

Net debt

Net debt is total borrowings plus lease liabilities less cash and cash equivalents and other liquid investments, adjusted for derivatives related to

net debt.

Net debt measures how we are managing our balance sheet and capital structure. Refer to note 19 on page 198 for the reconciliation.

Net gearing ratio

Net gearing ratio is defined as net debt divided by the sum of net debt and total equity at the end of each year. It demonstrates the degree to

which the Group’s operations are funded by debt versus equity.

	2024<br><br>US$m	2023<br><br>US$m
Net debt	5,491	4,231
Net debt	5,491	4,231
Total equity	57,965	56,341
Net debt plus total equity	63,456	60,572
Net gearing ratio	9%	7%

Underlying return on capital employed

Underlying return on capital employed (ROCE) is defined as underlying earnings excluding net interest divided by average capital employed

(operating assets).

Underlying ROCE measures how efficiently we generate profits from investment in our portfolio of assets.

	2024<br><br>US$m	2023<br><br>US$m
Profit after tax attributable to owners of Rio Tinto (net earnings)	11,552	10,058
Items added back to derive underlying earnings (refer to page 270)	(685)	1,697
Underlying earnings	10,867	11,755
Add/(deduct):
Finance income per the income statement	(514)	(536)
Finance costs per the income statement	763	967
Tax on finance cost	(208)	(373)
Non-controlling interest share of net finance costs	(496)	(429)
Net interest cost in equity accounted units (Rio Tinto share)	60	53
Net interest	(395)	(318)
Adjusted underlying earnings	10,472	11,437
Equity attributable to owners of Rio Tinto - beginning of the year	54,586	50,634
Net debt - beginning of the year	4,231	4,188
Operating assets - beginning of the year	58,817	54,822
Equity attributable to owners of Rio Tinto - end of the year	55,246	54,586
Net debt - end of the year	5,491	4,231
Operating assets - end of the year	60,737	58,817
Average operating assets	59,777	56,820
Underlying return on capital employed	18%	20%

Annual Report on Form 20-F 2024	274	riotinto.com

Production, Mineral Reserves,

Mineral Resources

and operations

Metals and minerals production	275
Mineral Resources and Mineral Reserves	277
Qualified Persons	301
Mines and production facilities	302
Annual Report on Form 20-F 2024	275	riotinto.com
---	---	---

Production, Mineral Reserves, Mineral Resources and operations

Metals and minerals production

	Rio Tinto %<br><br>share1	2024 Production		2023 Production		2022 Production
		Total	Rio Tinto<br><br>share	Total	Rio Tinto<br><br>share	Total	Rio Tinto<br><br>share
ALUMINA ('000 tonnes)
Jonquière (Vaudreuil) (Canada)2	100.0%	1,353	1,353	1,392	1,392	1,364	1,364
Jonquière (Vaudreuil) specialty plant (Canada)	100.0%	111	111	109	109	114	114
Queensland Alumina (Australia)	80.0%	3,384	2,707	3,366	2,693	3,425	2,740
São Luis (Alumar) (Brazil)	10.0%	3,687	369	3,375	338	3,771	377
Yarwun (Australia)	100.0%	2,762	2,762	3,006	3,006	2,949	2,949
Rio Tinto total			7,303		7,537		7,544
ALUMINIUM (primary) ('000 tonnes)
Alma (Canada)	100.0%	483	483	484	484	482	482
Alouette (Sept-Îles) (Canada)	40.0%	632	253	634	253	628	251
Arvida (Canada)	100.0%	153	153	172	172	171	171
Arvida AP60 (Canada)	100.0%	61	61	59	59	58	58
Bécancour (Canada)	25.1%	473	119	465	117	459	115
Bell Bay (Australia)	100.0%	187	187	186	186	185	185
Boyne Island (Australia)3	73.5%	507	318	496	295	450	267
Grande-Baie (Canada)	100.0%	229	229	229	229	232	232
ISAL (Reykjavik) (Iceland)	100.0%	202	202	209	209	202	202
Kitimat (Canada)	100.0%	419	419	377	377	145	145
Laterrière (Canada)	100.0%	252	252	244	244	253	253
Sohar (Oman)	20.0%	399	80	398	80	395	79
Tiwai Point (New Zealand)4	100.0%	290	239	334	265	336	267
Tomago (Australia)	51.6%	587	302	589	304	586	302
Rio Tinto total			3,296		3,272		3,009
ALUMINIUM (recycled) ('000 tonnes)
Matalco	50.0%	528	264	–	–	–	–
BAUXITE ('000 tonnes)
Gove (Australia)	100.0%	12,721	12,721	11,566	11,566	11,510	11,510
Porto Trombetas (MRN) (Brazil)5	22.0%	11,523	2,535	11,472	1,502	11,100	1,332
Sangaredi (Guinea)6	23.0%	14,043	6,319	14,278	6,425	16,115	7,252
Weipa (Australia)	100.0%	37,078	37,078	35,126	35,126	34,525	34,525
Rio Tinto total			58,653		54,619		54,618
BORATES (‘000 tonnes)7
Rio Tinto Borates – Boron (US)	100.0%	504	504	495	495	532	532
COPPER (mined) ('000 tonnes)
Bingham Canyon (US)	100.0%	123	123	152	152	179	179
Escondida (Chile)	30.0%	1,196	359	1,000	300	995	299
Oyu Tolgoi (Mongolia)8	66.0%	215	142	168	111	129	43
Rio Tinto total			624		562		521
COPPER (refined) ('000 tonnes)
Escondida (Chile)	30.0%	184	55	222	67	203	61
Kennecott (US)	100.0%	193	193	109	109	148	148
Rio Tinto total			248		175		209
DIAMONDS (‘000 carats)
Diavik (Canada)	100.0%	2,759	2,759	3,340	3,340	4,651	4,651
GOLD (mined) (‘000 ounces)
Bingham Canyon (US)	100.0%	95	95	105	105	123	123
Escondida (Chile)	30.0%	169	51	199	60	169	51
Oyu Tolgoi (Mongolia)8	66.0%	206	136	177	117	184	62
Rio Tinto total			282		282		235

See notes on page 276.

Annual Report on Form 20-F 2024	276	riotinto.com

Production, Mineral Reserves, Mineral Resources and operations | Metals and minerals production

	Rio Tinto %<br><br>share1	2024 Production		2023 Production		2022 Production
		Total	Rio Tinto<br><br>share	Total	Rio Tinto<br><br>share	Total	Rio Tinto<br><br>share
GOLD (refined) (‘000 ounces)
Kennecott (US)	100.0%	144	144	74	74	114	114
IRON ORE (‘000 tonnes)
Hamersley mines (Australia)	See footnote 9	224,816	224,816	225,898	225,898	218,304	218,304
Hope Downs (Australia)	50.0%	41,956	20,978	46,482	23,241	48,850	24,425
Iron Ore Company of Canada (Canada)	58.7%	16,086	9,446	16,478	9,676	17,562	10,312
Robe River - Robe Valley (Australia)	53.0%	31,742	16,823	29,162	15,456	25,558	13,546
Robe River - West Angelas (Australia)	53.0%	29,457	15,612	29,999	15,899	31,435	16,660
Rio Tinto total			287,676		290,171		283,247
MOLYBDENUM (‘000 tonnes)
Bingham Canyon (US)	100.0%	3	3	2	2	3	3
SALT (‘000 tonnes)
Dampier Salt (Australia)	68.4%	8,518	5,823	8,737	5,973	8,422	5,757
SILVER (mined) (‘000 ounces)
Bingham Canyon (US)	100.0%	1,484	1,484	1,618	1,618	2,057	2,057
Escondida (Chile)	30.0%	6,042	1,813	4,921	1,476	5,301	1,590
Oyu Tolgoi (Mongolia)8	66.0%	1,424	940	1,086	717	871	292
Rio Tinto total			4,236		3,811		3,940
SILVER (refined) (‘000 ounces)
Kennecott (US)	100.0%	2,314	2,314	1,407	1,407	1,950	1,950
TITANIUM DIOXIDE SLAG (‘000 tonnes)
Rio Tinto Iron & Titanium
(Canada/South Africa)10	100.0%	990	990	1,111	1,111	1,200	1,200
Rio Tinto total

Production data notes

Mine production figures for metals refer to the total quantity of metal produced in concentrates, leach liquor or doré bullion irrespective of whether these products are then refined onsite, except

for the data for bauxite and iron ore which can represent production of marketable quantities of ore plus concentrates and pellets. Production figures are sometimes more precise than the

rounded numbers shown, hence small differences may result from calculation of Rio Tinto share of production.

1.Rio Tinto percentage share, shown above, is as at 31 December 2024. The footnotes below include all ownership changes over the 3 years.

2.Jonquière’s (Vaudreuil) production shows smelter grade alumina only and excludes hydrate produced and used for specialty alumina.

3.Rio Tinto’s ownership interest in Boyne Smelters Limited (BSL) increased from 59% to 73.5%. Production is reported including this change from 1 October for Mitsubishi Corporation's

11.65% interest and 1 November 2024 for Sumitomo Chemical Company's 2.46% interest.

4.On 1 November 2024, Rio Tinto’s ownership interest in Tiwai Point Smelter (NZAS) increased from 79.36% to 100%. Production is reported including this change from 1 November 2024.

5.On 30 November 2023, Rio Tinto's ownership interest in Porto Trombetas increased from 12% to 22%. Production is reported including this change from 1 December 2023.

6.Rio Tinto has a 22.95% shareholding in the Sangaredi mine, but benefits from 45% of production.

7.Borate quantities are expressed as B2O3.

8.On 16 December 2022, Rio Tinto completed the acquisition of 100% of Turquoise Hill Resources Ltd, increasing our ownership interest in Oyu Tolgoi from 33.52% to 66%. Production is

reported including this change from 1 January 2023.

9.Includes 100% of production from Paraburdoo, Mount Tom Price, Western Turner Syncline, Marandoo, Yandicoogina, Brockman, Nammuldi, Silvergrass, Channar, Gudai-Darri and the

Eastern Range mines. While we own 54% of the Eastern Range mine, under the terms of the joint venture agreement, Hamersley Iron manages the operation and is obliged to purchase all

mine production from the joint venture and, therefore, all of the production is included in Rio Tinto’s share of production.

10.Quantities comprise 100% of Rio Tinto Iron and Titanium Quebec Operations and our 74% share of Richards Bay Minerals’ production. Ilmenite mined in Madagascar is processed

in Canada.

Annual Report on Form 20-F 2024	277	riotinto.com

Production, Mineral Reserves, Mineral Resources and operations

Mineral Resources and Mineral Reserves

Mineral Resources and Mineral Reserves for

Rio Tinto managed operations are reported

in accordance with the Australasian Code for

Reporting of Exploration Results, Mineral

Resources and Ore Reserves, December

2012 (the JORC Code) as required by the

Australian Securities Exchange (ASX). Rio

Tinto also files this Form 20-F with the SEC

and prepares the Form 20-F Mineral

Resources and Mineral Reserves in

accordance with subpart 1300 of Regulation

S-K (SK-1300). Some variations may occur

between the reporting in accordance with the

JORC Code and SK-1300.

A Mineral Resource is a concentration or

occurrence of solid material of economic

interest in or on the Earth’s crust in such

form, grade (or quality), and quantity that

there are reasonable prospects for eventual

economic extraction. Estimates of such

material are based largely on geological

information with only preliminary

consideration of mining, economic and other

factors. While in the judgement of the

Qualified Persons (Competent Persons as

defined by the JORC Code) there are

realistic expectations that all or part of the

Mineral Resources will eventually become

Proven or Probable Mineral Reserves, there

is no guarantee that this will occur as the

result depends on further technical and

economic studies and prevailing economic

conditions in the future.

A Mineral Reserve (or Ore Reserve as

defined by JORC) is the economically

mineable part of a Measured and/or

Indicated Mineral Resource. It includes

diluting materials and allowances for losses,

which may occur when the material is mined

or extracted. It is defined by studies at pre-

feasibility or feasibility level as appropriate,

with the application of modifying factors.

Such studies demonstrate that, at the time of

reporting, extraction can reasonably

be justified.

Rio Tinto’s Mineral Resources are reported

as additional (exclusive) to the reported

Mineral Reserves, with the exception of the

Rincon lithium brines Mineral Resources.

These are reported both inclusive and

exclusive of Mineral Reserves. Reporting of

Mineral Resources inclusive of Mineral

Reserves is industry-standard for in situ

lithium brines. Exclusive Mineral Resources

for Rincon lithium brines are reported to

satisfy SK-1300 reporting rulings.

For Mineral Resources and Ore Reserves

reporting, the JORC Code envisages the use

of reasonable investment assumptions to

test the economic viability of the Ore

Reserves and the reasonable prospects of

eventual economic extraction for the Mineral

Resources. To achieve this, Rio Tinto uses

internally generated projected long-term

commodity prices.

SK-1300 requires the use of a justifiable

commodity price to test the economic viability

of the Mineral Reserves and the reasonable

prospects of economic extraction for the

Mineral Resources, and prices used in

calculating the estimates must be disclosed.

As a result of the commercial sensitivity of

Rio Tinto’s long-term commodity prices, we

use commercially available consensus

pricing or historical pricing for SEC reporting.

For this reason and others, some Mineral

Resources and Mineral Reserves reported to

the SEC in this Form 20-F may differ from

those Mineral Resources and Ore Reserves

reported in the Annual Report.

Mineral Resources and Mineral Reserves

information in the following tables is based

on information compiled by Qualified

Persons (as defined by SK-1300), most of

whom are full time employees of Rio Tinto or

related companies. Each has had a minimum

of 5 years’ relevant experience and is a

member of a recognised professional body

whose members are bound by a professional

code of ethics. These bodies include the

Australasian Institute of Mining and

Metallurgy (the AusIMM, the Australian

Institute of Geoscientists (AIG) and other

recognised professional organisations

(RPOs). Each Qualified Person consents to

the inclusion in this Form 20-F of information

they have provided in the form and context in

which it appears. Qualified Persons

responsible for the estimates are listed on

page 301, by operation, along with their

professional affiliation, employer, and

accountability for Mineral Resources and/or

Mineral Reserves.

Mineral Resources and Mineral Reserves

from our managed operations are the

responsibility of the managing directors of

the business units and estimates are carried

out by the Qualified Persons.

Mineral Resources and Mineral Reserves

from externally managed operations, in

which Rio Tinto holds a minority share, are

reported as received from the managing

entity and in accordance with SK-1300.

The Mineral Resources and Mineral

Reserves figures in the following tables are

as of 31 December 2024. Metric units are

used throughout. The figures used to

calculate Rio Tinto’s Mineral Resources and

Mineral Reserves are more precise than the

rounded numbers shown in the tables, hence

small differences might result if the

calculations are repeated using the

tabulated figures.

JORC Table 1 reports for new or materially

changed significant deposits are released to

the market. They are also available at

riotinto.com/resourcesandreserves. JORC

Table 1, SEC Technical Report Summaries

and NI 43-101 Technical Reports generated

by non-managed units or joint venture

partners are referenced within the reporting

footnotes with the location and initial

reporting date identified.

For SEC reporting purposes, the Pilbara

Operations, Oyu Tolgoi, Escondida and

Simandou are considered material to the

Group and hence require submission of a

Technical Report Summary. The Technical

Report Summary for Simandou was filed as

exhibit 96.4 to the Form 20-F for the year

ended 31 December 2023; the Technical

Report Summaries for Escondida and Oyu

Tolgoi were filed as exhibit 96.2 and exhibit

96.3, respectively, to the Form 20-F for the

year ended 31 December 2022 and the

Technical Report Summary for the

Pilbara Operations was filed as exhibit 96.1

to the Form 20-F for the year ended

31 December 2021.

Annual Report on Form 20-F 2024	278	riotinto.com

Production, Mineral Reserves, Mineral Resources and operations

Mineral Reserves

	Type of<br><br>mine1	Proven Mineral Reserves<br><br>as at 31 December 2024			Probable Mineral Reserves<br><br>as at 31 December 2024
		Tonnage	Grade		Tonnage	Grade
Bauxite2		Mt	% Al2O3	% SiO2	Mt	% Al2O3	% SiO2
Rio Tinto Aluminium (Australia)3 4
– Amrun	O/P	466	54.6	8.8	512	54.3	9.1
– East Weipa and Andoom	O/P	55	50.6	8.1	2	48.9	8.5
– Gove	O/P	44	50.0	6.4	4	50.3	6.7
Total (Australia)		565	53.8	8.6	518	54.2	9.1
Porto Trombetas (MRN) (Brazil)5 6	O/P	8	48.0	5.2	37	49.1	4.6
Sangaredi (Guinea)7 8	O/P	74	47.0	1.9	4	48.7	2.5
Total bauxite		648	53.0	7.8	559	53.8	8.7

1.Type of mine: O/P = open pit/surface.

2.Bauxite Mineral Reserves are stated as recoverable Mineral Reserves of marketable product after accounting for all mining and processing losses. Mill recoveries are therefore not shown.

3.Australian bauxite Mineral Reserves are stated as dry tonnes and total alumina and silica grade.

4.Valuations of the Rio Tinto Aluminium bauxite Mineral Reserves are based on specific product pricing based on a long term price of US$43.70/t CFR China for Gove and US$41.12/t CFR

China for Amrun and East Weipa and Andoom . This price is sourced from leading industry analyst CRU.

5.Porto Trombetas (MRN) Mineral Reserves are stated as dry tonnes, available alumina grade and total reactive silica grade.

6.Porto Trombetas (MRN) Mineral Reserves valuations are based on an average price of US$35.80/t FOB as supplied by the JV partner.

7.Sangaredi Mineral Reserves tonnes are reported on a 3% moisture basis and total alumina and silica grade.

8.Sangaredi Mineral Reserves valuations are based on specific product pricing based on a long term price of US$37.00/t FOB as supplied by the JV partner.

Annual Report on Form 20-F 2024	279	riotinto.com

Production, Mineral Reserves, Mineral Resources and operations | Mineral Reserves

Total Mineral Reserves<br><br>as at 31 December 2024			Rio Tinto<br><br>interest	Rio Tinto<br><br>share<br><br>recoverable<br><br>mineral	Total Mineral Reserves<br><br>as at 31 December 2023
Tonnage	Grade				Tonnage	Grade
Mt	% Al2O3	% SiO2	%	Mt	Mt	% Al2O3	% SiO2
978	54.4	9.0	100.0	978	950	54.3	9.1
56	50.5	8.1	100.0	56	72	50.5	8.0
48	50.0	6.4	100.0	48	58	50.2	6.4
1,083	54.0	8.8		1,083	1,080	53.8	8.8
46	48.9	4.7	22.0	46	10	48.9	4.9
78	47.1	1.9	23.0	78	80	47.1	1.9
1,207	53.4	8.2		1,207	1,170	53.3	8.3

Rio Tinto Aluminium

The change in Mineral Reserves classification at Amrun reflects a higher level of confidence in the modifying factors resulting from completion of an access study

and increased confidence in the underlying Mineral Resources as a result of updated orebody knowledge. A JORC Table 1 in support of this change will be released

to the market contemporaneously with the release of the Annual Report and can be viewed at riotinto.com/resourcesandreserves.

The decrease in Mineral Reserves tonnes at both Andoom and Gove, is due to mining depletion. Mining operations ceased at East Weipa in 2024.

Porto Trombetas (MRN)

Mineral Reserves tonnes increased due to the conversion of Mineral Resources to Mineral Reserves at the West Zone Project, following the approval of the

Preliminary Environmental Licence. A JORC Table 1 in support of this change will be released to the market contemporaneously with the release of the Annual

Report and can be viewed at riotinto.com/resourcesandreserves.

Annual Report on Form 20-F 2024	280	riotinto.com

Production, Mineral Reserves, Mineral Resources and operations | Mineral Reserves

	Type of<br><br>mine1	Proven Mineral Reserves<br><br>as at 31 December 2024						Probable Mineral Reserves<br><br>as at 31 December 2024
		Tonnage	Grade					Tonnage	Grade
Iron ore2 3		Mt	% Fe	% SiO2	% Al2O3	% P	% LOI	Mt	% Fe	% SiO2	% Al2O3	% P	% LOI
Australia4 5
– Brockman Ore	O/P	249	62.1	3.6	2.0	0.14	5.0	1,071	61.2	3.8	2.1	0.12	5.9
– Marra Mamba Ore	O/P	134	62.5	2.8	1.6	0.06	5.4	366	62.1	3.1	1.9	0.06	5.6
– Pisolite (Channel Iron) Ore	O/P	339	57.8	4.7	1.8	0.06	10.3	71	56.1	5.6	2.6	0.05	11.0
Total (Australia)6		722	60.2	4.0	1.9	0.09	7.5	1,508	61.2	3.7	2.1	0.10	6.0
Iron Ore Company of Canada (Canada)7	O/P	85	65.0	2.7	–	–	–	149	65.0	2.7	–	–	–
Simandou (Guinea)8	O/P	68	66.4	0.8	1.2	0.07	2.7	607	65.2	0.9	1.7	0.10	3.8
Total iron ore		876	61.1	3.6	1.6	0.08	6.4	2,264	62.5	2.9	1.8	0.10	5.0

1.Type of mine: O/P = open pit/surface.

2.Mineral Reserves of iron ore are shown as recoverable Mineral Reserves of marketable product after accounting for all mining and processing losses. Mill recoveries are therefore not

shown.

3.Iron ore Mineral Reserves valuations are based on Rio Tinto’s assessment of the various product premiums which are added to consensus pricing for 62% iron fines. This consensus is the

average of long-term forecasts from eleven brokers/banks (Barclays, BMO, BoAML, Citigroup, Deutsche Bank, Goldman Sachs, HSBC, JP Morgan, Macquarie, Morgan Stanley and UBS)

and two analysts (CRU and Woodmac) and is USc131/dmtu CFR China. The premiums are estimated by Rio Tinto’s value-in-use models that calculate steelmaking cost savings or benefits

arising from differences in product specifications relative to the 62 iron fines index.

4.Australian iron ore Mineral Reserves tonnes are reported on a dry weight basis.

5.Australian iron ore Mineral Reserves are all located on State Agreement mining leases. Prior to mining, state government approvals (including environmental and heritage) are required.

Reported Mineral Reserves include select areas where one or more approvals remain outstanding. In these areas, it is expected that these approvals will be obtained within the time frames

required in the current production schedule.

6.Australian iron ore deposits (Total Australia) are the equivalent of the Pilbara Property for this Form 20-F.

7.Iron Ore Company of Canada (IOC) Mineral Reserves are reported as marketable product (61% pellets and 39% concentrate for sale) at a natural moisture content of 2%. The marketable

product is derived from mined material comprising 208 million dry tonnes at 39% iron, 34% silica, 0.20% alumina, 0.022% phosphorus (Proven) and 358 million dry tonnes at 39% iron, 34%

silica, 0.19% alumina, 0.022% phosphorus (Probable) using process recovery factors derived from current IOC concentrating and pellet operations. No meaningful relationship has been

established between the product and feed grades of alumina and phosphorus, so these grades cannot be reported for Mineral Reserves. Saleable product is produced to meet silica grade

specifications, so the Mineral Reserves silica grade is the targeted silica grade for the currently anticipated long-term product mix. Loss On Ignition (LOI) is not determined for resource

drilling samples, so no estimate of %LOI is available for Mineral Reserves.

8.Simandou Mineral Reserves tonnes are reported on a dry weight basis and Simandou Mineral Reserves relate to the Ouéléba portion only of the SimFer Iron Ore Project.

Annual Report on Form 20-F 2024	281	riotinto.com

Production, Mineral Reserves, Mineral Resources and operations | Mineral Reserves

Total Mineral Reserves<br><br>as at 31 December 2024						Rio Tinto<br><br>interest	Rio Tinto<br><br>share<br><br>marketable<br><br>product	Total Mineral Reserves<br><br>as at 31 December 2023
Tonnage	Grade							Tonnage	Grade
Mt	% Fe	% SiO2	% Al2O3	% P	% LOI	%	Mt	Mt	% Fe	% SiO2	% Al2O3	% P	% LOI
1,320	61.4	3.7	2.1	0.13	5.7	86.2	1,320	1,251	61.7	3.6	2.0	0.13	5.6
500	62.2	3.0	1.8	0.06	5.5	80.5	500	555	62.1	3.1	1.9	0.06	5.6
410	57.5	4.9	2.0	0.06	10.4	80.2	410	453	57.6	4.8	1.9	0.05	10.4
2,230	60.9	3.8	2.0	0.10	6.5		2,230	2,260	60.9	3.7	2.0	0.10	6.6
235	65.0	2.7	–	–	–	58.7	235	208	65.0	2.8	–	–	–
675	65.3	0.9	1.7	0.09	3.7	45.1	675	675	65.3	0.9	1.7	0.09	3.6
3,140	62.1	3.1	1.8	0.09	5.4		3,140	3,143	62.1	3.0	1.8	0.09	5.5

Australian Iron Ore

Mineral Reserves updates for Brockman, Marra Mamba and Pisolite Ore include mining depletion, the addition of new deposits and design updates (primarily at

Western Range and Gudai-Darri) and changes to cut-off grades.

Mineral Reserves classification is determined based on confidence in all the modifying factors. Generally, Proven Mineral Reserves are derived from Measured

Mineral Resources and Probable Mineral Reserves are derived from Indicated Mineral Resources. In 2024, portions of the Mineral Reserves derived from Measured

Mineral Resources have been classified as Probable Mineral Reserves. This classification primarily represents areas where one or more state government approvals

remain outstanding or specific Traditional Owner engagement is required prior to mining.

Iron Ore Company of Canada

Mineral Reserves tonnes increased due to increased prices, offsetting model updates and mining depletion.

Simandou

Mineral Reserves updates reflect a classification change from Proven Mineral Reserves to Probable Mineral Reserves due to geotechnical parameters supporting

design being largely at pre-feasibility study level.

Annual Report on Form 20-F 2024	282	riotinto.com

Production, Mineral Reserves, Mineral Resources and operations | Mineral Reserves

	Type of<br><br>mine1	Proven Mineral Reserves<br><br>as at 31 December 2024					Probable Mineral Reserves<br><br>as at 31 December 2024
		Tonnage	Grade				Tonnage	Grade
Copper2		Mt	% Cu	g/t Au	g/t Ag	% Mo	Mt	% Cu	g/t Au	g/t Ag	% Mo
Bingham Canyon (US)3
– Bingham Open Pit4	O/P	454	0.37	0.18	1.97	0.038	323	0.36	0.18	1.98	0.028
– Underground Skarns	U/G	–	–	–	–	–	5	2.21	1.39	14.30	0.022
Total (US)		454	0.37	0.18	1.97	0.038	328	0.38	0.20	2.16	0.028
Escondida (Chile)5
– Full Sal6	O/P	56	0.78	–	–	–	7	0.68	–	–	–
– oxide6	O/P	–	–	–	–	–	–	–	–	–	–
– sulphide	O/P	953	0.63	–	–	–	360	0.54	–	–	–
– sulphide leach	O/P	365	0.39	–	–	–	79	0.40	–	–	–
Total (Chile)		1,375	0.57	–	–	–	446	0.52	–	–	–
Oyu Tolgoi (Mongolia)7
– Hugo Dummett North8	U/G	–	–	–	–	–	255	1.58	0.31	3.25	–
– Hugo Dummett North Extension	U/G	–	–	–	–	–	20	1.68	0.60	3.97	–
– Oyut open pit	O/P	148	0.54	0.42	1.30	–	229	0.42	0.26	1.16	–
– Oyut stockpiles	S/P	–	–	–	–	–	41	0.31	0.13	0.98	–
Total (Mongolia)		148	0.54	0.42	1.30	–	546	1.00	0.28	2.22	–
Total copper		1,977	0.52	0.07	0.55	0.009	1,319	0.68	0.17	1.45	0.007

1.Type of mine: O/P = open pit/surface, S/P = stockpile, U/G = underground.

2.Copper Mineral Reserves are reported as dry mill feed tonnes.

3.Bingham Canyon Mineral Reserves valuations are based on commodity prices of

USc389.58/lb for copper, US$1,700.53/oz for gold, US$22.20/oz for silver and US$14.50/

lb for molybdenum. These prices are sourced from the average of the available forecasts

from ten brokers/banks (Barclays, BoAML, Citigroup, Credit Suisse, Deutsche Bank,

Goldman Sachs, JP Morgan, Macquarie, Morgan Stanley and UBS) and two analysts

(CRU and Woodmac).

4.Bingham Open Pit Mineral Reserves molybdenum grades interpolated from exploration

drilling assays have been factored based on a long reconciliation history to blast hole and

mill samples.

5.Escondida Mineral Reserves valuations are based on a copper price of USc403/lb

supplied by the JV partner.

6.For Escondida Mineral Reserves, Full Sal ore type has replaced oxide ore type due to a

change in processing methodology.

7.Oyu Tolgoi Mineral Reserves valuations are based on commodity prices of USc390.00/lb

for copper, US$1,649.00/oz for gold, US$22.10/oz for silver and US$14.20/lb for

molybdenum. These are based on January 2024 consensus prices sourced from the

average forecasts from ten brokers/banks (Barclays, BoAML, Citigroup, Credit Suisse,

Deutsche Bank, Goldman Sachs, JP Morgan, Macquarie, Morgan Stanley and UBS) and

two analysts (CRU and Woodmac).

8.The Hugo Dummett North Mineral Reserves include approximately 1.3 million tonnes of

stockpiled material at a grade of 0.45% copper, 0.14g/t gold and 1.09g/t silver.

Annual Report on Form 20-F 2024	283	riotinto.com

Production, Mineral Reserves, Mineral Resources and operations | Mineral Reserves

Total Mineral Reserves<br><br>as at 31 December 2024					Average mill<br><br>recovery %				Rio Tinto<br><br>interest	Rio Tinto share<br><br>recoverable metal				Total Mineral Reserves<br><br>as at 31 December 2023
Tonnage	Grade													Tonnage	Grade
Mt	% Cu	g/t Au	g/t Ag	% Mo	Cu	Au	Ag	Mo	%	Mt Cu	Moz Au	Moz Ag	Mt Mo	Mt	% Cu	g/t Au	g/t Ag	% Mo
777	0.36	0.18	1.97	0.034	88	69	71	65	100.0	2.497	3.060	35.021	0.173	829	0.37	0.18	1.98	0.033
5	2.21	1.39	14.30	0.022	92	70	68	54	100.0	0.095	0.145	1.458	0.001	5	2.22	1.39	15.52	0.022
782	0.37	0.19	2.05	0.034						2.591	3.205	36.479	0.174	834	0.38	0.19	2.06	0.033
63	0.77	–	–	–	77	–	–	–	30.0	0.373	–	–	–	–	–	–	–	–
–	–	–	–	–	–	–	–	–	30.0	–	–	–	–	40	0.51	–	–	–
1,313	0.61	–	–	–	85	–	–	–	30.0	6.805	–	–	–	1,291	0.64	–	–	–
445	0.39	–	–	–	41	–	–	–	30.0	0.715	–	–	–	493	0.43	–	–	–
1,820	0.56	–	–	–						7.892	–	–	–	1,824	0.58	–	–	–
255	1.58	0.31	3.25	–	92	79	81	–	66.0	3.723	1.994	21.500	–	265	1.55	0.31	3.21	–
20	1.68	0.60	3.97	–	92	81	84	–	56.0	0.309	0.311	2.123	–	21	1.60	0.56	3.80	–
377	0.46	0.32	1.22	–	76	67	55	–	66.0	1.335	2.606	8.112	–	406	0.46	0.30	1.20	–
41	0.31	0.13	0.98	–	70	53	50	–	66.0	0.090	0.089	0.649	–	38	0.31	0.12	1.04	–
693	0.90	0.31	2.03	–						5.458	4.999	32.383	–	730	0.88	0.30	2.00	–
3,295	0.59	0.11	0.91	0.008						15.941	8.204	68.863	0.174	3,387	0.59	0.11	0.94	0.008

Bingham Canyon

Underground Skarns Mineral Reserves comprise the Lower Commercial Skarns (LCS) Mineral Reserves and the North Rim Skarn (NRS) Mineral Reserves. It is

noted that the Undergrounds Skarns Mineral Reserves are only economically viable while the current open pit is in operation.

Escondida

Full SaL ore type has replaced oxide ore type. Full SaL is a processing technology that allows the extraction of copper using chlorine-assisted leaching

predominantly for sulphidic material, resulting in an increase in Mineral Reserves.

Annual Report on Form 20-F 2024	284	riotinto.com

Production, Mineral Reserves, Mineral Resources and operations | Mineral Reserves

Annual Report on Form 20-F 2024	285	riotinto.com

Production, Mineral Reserves, Mineral Resources and operations | Mineral Reserves

Annual Report on Form 20-F 2024	286	riotinto.com

Production, Mineral Reserves, Mineral Resources and operations | Mineral Reserves

	Type of<br><br>mine1	Proven Mineral Reserves<br><br>as at 31 December 2024			Probable Mineral Reserves<br><br>as at 31 December 2024
		Tonnage	Grade		Tonnage	Grade
Titanium dioxide feedstock 2 3		Mt	% Ti<br><br>minerals	% Zircon	Mt	% Ti<br><br>minerals	% Zircon
QIT Madagascar Minerals (QMM) (Madagascar)	O/P	153	3.3	0.2	67	2.9	0.1
Richards Bay Minerals (RBM) (South Africa)	O/P	315	1.5	0.2	542	3.0	0.4
Rio Tinto Iron and Titanium (RTIT) Quebec Operations (Canada)	O/P	–	–	–	143	82.8	–
Total titanium dioxide feedstock		468	2.1	0.2	751	18.2	0.3

1.Type of mine: O/P = open pit/surface.

2.The marketable product (zircon at RBM and zirsil at QMM) is shown after all mining and processing losses. Titanium dioxide feedstock Mineral Reserves are reported as dry in situ tonnes.

3.QMM and RBM Mineral Reserves valuations are based on commodity prices of US$228.35/t for 53% titanium dioxide product and US$1,587.65/t for 66.5% zircon oxide, adjusted for specific

products produced. RTIT Quebec Operations Mineral Reserves valuations are based on a commodity price of US$228.35/t for 53% titanium dioxide product, adjusted for specific products

produced. These prices are sourced from TZMI.

Annual Report on Form 20-F 2024	287	riotinto.com

Production, Mineral Reserves, Mineral Resources and operations | Mineral Reserves

Total Mineral Reserves<br><br>as at 31 December 2024			Rio Tinto<br><br>interest	Rio Tinto share<br><br>marketable product		Total Mineral Reserves<br><br>as at 31 December 2023
Tonnage	Grade				Tonnage	Grade
Mt	% Ti minerals	% Zircon	%	Mt Titanium<br><br>dioxide feedstock	Mt Zircon	Mt	% Ti minerals	% Zircon
220	3.2	0.1	80.0	3.3	0.2	239	3.3	0.1
856	2.5	0.3	74.0	9.4	2.2	879	2.5	0.3
143	82.8	–	100.0	47.0	–	151	80.0	–
1,219	12.0	0.2		59.7	2.4	1,269	11.9	0.3

Annual Report on Form 20-F 2024	288	riotinto.com

Production, Mineral Reserves, Mineral Resources and operations | Mineral Reserves

	Type of<br><br>mine1	Proven Mineral Reserves<br><br>as at 31 December 2024		Probable Mineral Reserves<br><br>as at 31 December 2024		Total Mineral Reserves<br><br>as at 31 December 2024
		Tonnage		Tonnage		Tonnage
Borates2		Mt		Mt		Mt
Boron (US)3	O/P	7		5		13
	Type of<br><br>mine1	Proven Mineral Reserves<br><br>as at 31 December 2024		Probable Mineral Reserves<br><br>as at 31 December 2024		Total Mineral Reserves<br><br>as at 31 December 2024
		Tonnage	Grade	Tonnage	Grade	Tonnage	Grade
Diamonds4		Mt	Carats per tonne	Mt	Carats per tonne	Mt	Carats per tonne
Diavik (Canada)5 6	U/G	1.0	2.3	1.2	2.4	2.2	2.3
	Type of<br><br>mine1	Proven Mineral Reserves<br><br>as at 31 December 2024		Probable Mineral Reserves<br><br>as at 31 December 2024		Total Mineral Reserves<br><br>as at 31 December 2024
		Total brine<br><br>pumped	Extracted grade	Total brine<br><br>pumped	Extracted grade	Total brine<br><br>pumped	Extracted grade
Lithium brine7		Mm3	mg/L Li	Mm3	mg/L Li	Mm3	mg/L Li
Rincon (Argentina)8 9	Sol	–	–	1,340	350	1,340	350

1.Type of mine: O/P = open pit/surface, U/G = underground, Sol = solution mining.

2.Mineral Reserves of borates are expressed in terms of marketable product (B2O3) tonnes after all mining and processing losses.

3.Boron Mineral Reserves valuations are based on a three-year trailing weighted average prices of US$1,241/t for sodium borates products and US$1,915/t for non-sodium borates products.

4.Mineral Reserves of diamonds are shown as recoverable Mineral Reserves of marketable product after accounting for all mining and processing losses. Mill recoveries are therefore

not shown.

5.Diavik Mineral Reserves valuations are based on a three-year trailing average price of US$115.44/ct.

6.Diavik Mineral Reserves are based on a nominal 1 millimetre lower cut-off size and a final re-crushing size of 6 millimetres.

7.Mineral Reserves of lithium brine are based on the cumulative brine volume pumped for the entire wellfield over a 40 year duration and the average lithium grade is lithium brine grade from

all wells in the wellfield averaged for pumping period.

8.To obtain the equivalent tonnage for lithium carbonate cquivalent (LCE), the estimated mass of lithium was multiplied by a factor that is based on the atomic weights of each element in

lithium carbonate to obtain the final compound weight. The factor used was 5.322785 to obtain LCE mass from lithium mass.

9.Rincon Mineral Reserves valuations are based on a lithium carbonate price of US$19,439/t. This price was sourced from CRU.

Annual Report on Form 20-F 2024	289	riotinto.com

Production, Mineral Reserves, Mineral Resources and operations | Mineral Reserves

		Rio Tinto<br><br>interest	Rio Tinto share<br><br>marketable<br><br>product	Total Mineral Reserves<br><br>as at 31 December 2023
				Tonnage
		%	Mt	Mt
		100.0	13	13
		Rio Tinto<br><br>interest	Rio Tinto share<br><br>recoverable<br><br>diamonds	Total Mineral Reserves<br><br>as at 31 December 2023
				Tonnage	Grade
		%	M carats	Mt	Carats per tonne
		100.0	5	3.1	2.2
Average<br><br>process<br><br>recovery	Rio Tinto<br><br>interest	Rio Tinto share<br><br>recoverable<br><br>Li metal	Rio Tinto share<br><br>recoverable<br><br>LCE	Total Mineral Reserves<br><br>as at 31 December 2023
				Total brine<br><br>pumped	Extracted grade
%	%	Mt	Mt	Mm3	mg/Ll Li
90	100.0	0.42	2.25	–	–

Diavik

Mineral Reserves tonnes decreased due to mining depletion offsetting the addition of tonnes from A21 underground.

Rincon

Mineral Reserves were reported for the first time in 2024. A JORC Table 1 in support of this was released to the market on 4 December 2024 and can be viewed at

riotinto.com/resourcesandreserves.

Annual Report on Form 20-F 2024	290	riotinto.com

Production, Mineral Reserves, Mineral Resources and operations

Mineral Resources

	Likely mining<br><br>method1	Measured Mineral Resources<br><br>as at 31 December 2024			Indicated Mineral Resources<br><br>as at 31 December 2024
		Tonnage	Grade		Tonnage	Grade
Bauxite		Mt	% Al2O3	% SiO2	Mt	% Al2O3	% SiO2
Rio Tinto Aluminium (Australia)2 3
–Amrun	O/P	129	49.1	11.7	380	49.7	11.8
–East Weipa and Andoom	O/P	36	48.0	8.9	–	–	–
–Gove	O/P	10	47.7	9.0	0.1	49.5	8.4
–North of Weipa	O/P	–	–	–	202	52.0	11.1
Total (Australia)		175	48.8	11.0	583	50.5	11.6
Porto Trombetas (MRN) (Brazil)4 5	O/P	54	46.8	5.9	0.7	49.1	2.5
Sangaredi (Guinea)6 7	O/P	–	–	–	1,357	46.6	2.3
Total bauxite		228	48.3	9.8	1,941	47.8	5.1

1.Likely mining method: O/P = open pit/surface.

2.Rio Tinto Aluminium bauxite Mineral Resources are stated as dry product tonnes and total alumina and silica grades.

3.Valuations of the Rio Tinto Aluminium bauxite Mineral Reserves are based on specific product pricing based on a long term price of US$43.70/t CFR China for Gove and US$41.12/t CFR

China for Amrun, East Weipa and Andoom and North of Weipa. This price is sourced from leading industry analyst CRU.

4.Porto Trombetas (MRN) Mineral Resources are stated as dry in situ tonnes, available alumina grade and total silica grade.

5.Porto Trombetas (MRN) Mineral Resources valuations are based on an average price of US$36.30/t FOB as supplied by the JV partner.

6.Sangaredi Mineral Resources tonnes are reported on a 3% moisture basis and total alumina and silica grades.

7.Sangaredi Mineral Resources valuations are based on specific product pricing based on a long term price of US$37.00/t FOB as supplied by the JV partner.

Annual Report on Form 20-F 2024	291	riotinto.com

Production, Mineral Reserves, Mineral Resources and operations | Mineral Resources

Total Measured and Indicated Mineral<br><br>Resources as at 31 December 2024			Inferred Mineral Resources<br><br>as at 31 December 2024			Rio Tinto interest
Tonnage	Grade		Tonnage	Grade
Mt	% Al2O3	% SiO2	Mt	% Al2O3	% SiO2	%
509	49.5	11.8	238	51.4	12.4	100.0
36	48.0	8.9	–	–	–	100.0
10	47.7	9.0	–	–	–	100.0
202	52.0	11.1	1,248	51.8	11.4	100.0
758	50.1	11.4	1,486	51.8	11.6
54	46.8	5.9	7	47.3	5.2	22.0
1,357	46.6	2.3	174	45.8	2.4	23.0
2,169	47.8	5.6	1,667	51.1	10.6

Porto Trombetas (MRN)

Mineral Resources tonnes decreased due to the conversion of Mineral Resources to Mineral Reserves at the West Zone Project and the downgrading of material to

non-resources. A JORC Table 1 in support of this change will be released to the market contemporaneously with the release of the Annual Report and can be viewed

at riotinto.com/resourcesandreserves.

Annual Report on Form 20-F 2024	292	riotinto.com

Production, Mineral Reserves, Mineral Resources and operations | Mineral Resources

	Likely<br><br>mining<br><br>method1	Measured Mineral Resources<br><br>as at 31 December 2024						Indicated Mineral Resources<br><br>as at 31 December 2024
		Tonnage	Grade					Tonnage	Grade
Iron ore2 3		Mt	% Fe	% SiO2	% Al2O3	% P	% LOI	Mt	% Fe	% SiO2	% Al2O3	% P	% LOI
Australia
– Boolgeeda	O/P	–	–	–	–	–	–	–	–	–	–	–	–
– Brockman	O/P	418	62.4	3.4	1.8	0.13	4.9	739	62.5	3.3	1.8	0.13	4.8
– Brockman Process Ore	O/P	185	57.2	6.3	4.0	0.16	6.9	356	56.7	6.4	4.2	0.15	7.4
– Channel Iron Deposit	O/P	656	56.2	6.1	2.6	0.05	10.3	1,384	57.2	5.3	2.8	0.07	9.4
– Detrital	O/P	0.4	61.2	4.7	2.7	0.06	4.6	32	60.8	4.6	3.3	0.06	4.2
– Marra Mamba	O/P	153	62.4	2.9	1.5	0.07	5.9	474	62.7	2.5	1.5	0.06	5.9
Total (Australia)4		1,412	58.8	5.0	2.4	0.09	7.8	2,986	59.4	4.5	2.5	0.09	7.4
Iron Ore Company of Canada (Canada)5	O/P	90	40.0	33.7	0.2	0.03	–	299	38.6	36.2	0.2	0.03	–
Simandou (Guinea)	O/P	69	67.1	1.8	1.1	0.04	1.1	218	66.2	1.8	1.5	0.05	1.8
Total iron ore		1,572	58.1	6.5	2.2	0.09	7.1	3,504	58.0	7.0	2.2	0.09	6.4

1.Likely mining method: O/P = open pit/surface.

2.Iron ore Mineral Resources are stated on a dry in situ weight basis.

3.Iron ore Mineral Resources valuations are based on Rio Tinto’s assessment of the various product premiums which are added to consensus pricing for 62% iron fines. This consensus is the

average of long-term forecasts from eleven brokers/banks (Barclays, BMO, BoAML, Citigroup, Deutsche Bank, Goldman Sachs, HSBC, JP Morgan, Macquarie, Morgan Stanley and UBS)

and two analysts (CRU and Woodmac) and is USc131/dmtu CFR China. The premiums are estimated by Rio Tinto’s value-in-use models that calculate steelmaking cost savings or benefits

arising from differences in product specifications relative to the 62% iron fines index.

4.Australian iron ore deposits (Total Australia) are the equivalent of the Pilbara Property for SK-1300 reporting.

5.Iron Ore Company of Canada (IOC) Mineral Resources are stated as in situ material on a dry basis. This in situ material has the potential to produce marketable product (61% pellets and

39% concentrate for sale at a natural moisture content of 2%) comprising 39 million tonnes at 65% iron 2.7% silica (Measured), 210 million tonnes at 65% iron 2.7% silica (Indicated) and

123 million tonnes at 65% iron 2.7% silica (Inferred) using process recovery factors derived from current IOC concentrating and pellet operations. LOI is not determined for resource drilling

samples, so no estimate of %LOI is available for Mineral Resources.

Annual Report on Form 20-F 2024	293	riotinto.com

Production, Mineral Reserves, Mineral Resources and operations | Mineral Resources

Total Measured and Indicated Mineral<br><br>Resources as at 31 December 2024						Inferred Mineral Resources<br><br>as at 31 December 2024						Rio Tinto<br><br>interest<br><br>%
Tonnage	Grade					Tonnage	Grade
Mt	% Fe	% SiO2	% Al2O3	% P	% LOI	Mt	% Fe	% SiO2	% Al2O3	% P	% LOI
–	–	–	–	–	–	532	57.9	4.8	3.9	0.17	7.6	100.0
1,157	62.5	3.3	1.8	0.13	4.9	4,271	62.3	3.2	1.9	0.13	5.3	75.1
541	56.8	6.3	4.1	0.15	7.2	1,670	56.8	5.9	4.2	0.16	7.8	66.3
2,040	56.9	5.6	2.7	0.06	9.7	3,504	56.2	6.0	3.1	0.08	9.8	68.0
33	60.8	4.6	3.3	0.06	4.3	1,249	60.6	4.4	3.7	0.06	4.1	72.6
627	62.6	2.6	1.5	0.06	5.9	2,761	61.4	3.2	1.8	0.07	6.5	62.9
4,398	59.2	4.6	2.5	0.09	7.6	13,988	59.6	4.4	2.7	0.11	7.0
390	38.9	35.6	0.2	0.03	–	311	38.6	36.2	0.2	0.03	–	58.7
287	66.4	1.8	1.4	0.05	1.6	325	65.8	1.3	1.4	0.07	2.9	45.1
5,075	58.1	6.9	2.2	0.09	6.6	14,624	59.3	5.0	2.6	0.10	6.7

Iron Ore Australia

Mineral Resources tonnes have increased as a result of additional drilling and updated resource models offsetting conversion to Mineral Reserves.

Iron Ore Company of Canada

Mineral Resources tonnes updates reflect a transfer from Measured Mineral Resources to Indicated and Inferred Mineral Resources due to the combined impacts of

conversion to Mineral Reserves, geological model updates and price increases.

Annual Report on Form 20-F 2024	294	riotinto.com

Production, Mineral Reserves, Mineral Resources and operations | Mineral Resources

	Likely<br><br>mining<br><br>method1	Measured Mineral Resources<br><br>as at 31 December 2024					Indicated Mineral Resources<br><br>as at 31 December 2024
		Tonnage	Grade				Tonnage	Grade
Copper2 3		Mt	% Cu	g/t Au	g/t Ag	% Mo	Mt	% Cu	g/t Au	g/t Ag	% Mo
Winu (Australia)	O/P	–	–	–	–	–	464	0.39	0.32	2.24	–
Bingham Canyon (US)4
– Bingham Open Pit	O/P	40	0.45	0.14	2.44	0.022	23	0.34	0.20	2.75	0.015
– Underground Skarns	U/G	0.1	2.52	1.29	10.41	0.056	12	2.75	1.17	15.17	0.010
Resolution (US)	U/G	–	–	–	–	–	398	1.89	–	3.70	0.042
Total (US)		40	0.46	0.15	2.47	0.022	433	1.83	0.04	3.97	0.040
Escondida (Chile)5
– Escondida - mixed	O/P	–	–	–	–	–	8	0.48	–	–	–
– Escondida - oxide	O/P	8	0.38	–	–	–	3	0.53	–	–	–
– Escondida - sulphide	O/P	155	0.43	–	–	–	743	0.54	–	–	–
Total (Chile)		162	0.43	–	–	–	754	0.54	–	–	–
La Granja (Peru)	O/P	–	–	–	–	–	59	0.85	–	–	–
Oyu Tolgoi (Mongolia)6
– Heruga ETG	U/G	–	–	–	–	–	–	–	–	–	–
– Heruga OT	U/G	–	–	–	–	–	–	–	–	–	–
– Hugo Dummett North7	U/G	35	1.89	0.50	4.26	–	248	1.39	0.35	3.23	–
– Hugo Dummett North Extension	U/G	–	–	–	–	–	47	1.62	0.55	4.20	–
– Hugo Dummett South	U/G	–	–	–	–	–	–	–	–	–	–
– Oyut Open Pit	O/P	12	0.42	0.31	1.07	–	60	0.34	0.28	1.11	–
– Oyut Underground	U/G	6	0.48	0.94	1.33	–	33	0.38	0.62	1.18	–
Total (Mongolia)		53	1.41	0.51	3.22	–	387	1.17	0.39	2.85	–
Total copper		255	0.63	0.13	1.05	0.003	2,097	0.90	0.15	1.84	0.008

1.Likely mining method: O/P = open pit/surface; U/G = underground.

2.Copper Mineral Resources are stated on an in situ dry weight basis.

3.Copper Mineral Resources valuations excluding Oyu Tolgoi and Escondida, are based on commodity prices of USc389.58/lb for copper, US$1,700.53/oz for gold, US$22.20/oz for silver and

US$14.50/lb for molybdenum. These prices are sourced from the average of the available forecasts from ten brokers/banks (Barclays, BoAML, Citigroup, Credit Suisse, Deutsche Bank,

Goldman Sachs, JP Morgan, Macquarie, Morgan Stanley and UBS) and two analysts (CRU and Woodmac).

4.Bingham Canyon Open Pit molybdenum grades interpolated from exploration drilling assays have been factored based on a long reconciliation history to blast hole and mill samples.

5.Escondida Mineral Resources valuations are based on a copper price of USc429/lb supplied by the JV partner.

6.Oyu Tolgoi Mineral Resources valuations are based on commodity prices of USc390.00/lb for copper, US$1,649.00/oz for gold, US$22.10/oz for silver and US$14.20/lb for molybdenum.

These are based on January 2024 consensus prices sourced from the average forecasts from ten brokers/banks (Barclays, BoAML, Citigroup, Credit Suisse, Deutsche Bank, Goldman

Sachs, JP Morgan, Macquarie, Morgan Stanley and UBS) and two analysts (CRU and Woodmac).

7.The Hugo Dummett North Mineral Resources include approximately 0.9 million tonnes of stockpiled material at a grade of 0.35% copper, 0.11g/t gold and 0.85g/t silver.

Annual Report on Form 20-F 2024	295	riotinto.com

Production, Mineral Reserves, Mineral Resources and operations | Mineral Resources

Total Measured and Indicated Mineral<br><br>Resources as at 31 December 2024					Inferred Mineral Resources<br><br>as at 31 December 2024					Rio Tinto<br><br>interest
Tonnage	Grade				Tonnage	Grade
Mt	% Cu	g/t Au	g/t Ag	% Mo	Mt	% Cu	g/t Au	g/t Ag	% Mo	%
464	0.39	0.32	2.24	–	277	0.41	0.36	2.12	–	100.0
63	0.41	0.17	2.55	0.019	13	0.19	0.28	3.15	0.006	100.0
12	2.75	1.17	15.11	0.011	14	2.51	0.91	13.92	0.008	100.0
398	1.89	–	3.70	0.042	624	1.28	–	2.74	0.031	55.0
473	1.72	0.05	3.84	0.038	651	1.28	0.03	2.99	0.030
8	0.48	–	–	–	6	0.45	–	–	–	30.0
11	0.42	–	–	–	0.6	0.51	–	–	–	30.0
897	0.52	–	–	–	2,875	0.53	–	–	–	30.0
916	0.52	–	–	–	2,882	0.53	–	–	–
59	0.85	–	–	–	1,886	0.50	–	–	–	45.0
–	–	–	–	–	841	0.41	0.40	1.44	0.012	56.0
–	–	–	–	–	71	0.42	0.30	1.58	0.011	66.0
283	1.45	0.37	3.36	–	473	0.83	0.29	2.47	–	66.0
47	1.62	0.55	4.20	–	90	1.05	0.37	2.85	–	56.0
–	–	–	–	–	483	0.83	0.07	1.87	–	66.0
71	0.35	0.29	1.11	–	213	0.29	0.19	1.01	–	66.0
39	0.40	0.67	1.20	–	95	0.41	0.42	1.25	–	66.0
440	1.20	0.40	2.90	–	2,265	0.60	0.28	1.76	0.005
2,352	0.87	0.15	1.76	0.008	7,960	0.60	0.09	0.82	0.004

Winu

Mineral Resources updates reflect a change in classification methodology. A JORC Table 1 in support of this change will be released to the market

contemporaneously with the release of the Annual Report and can be viewed at riotinto.com/resourcesandreserves.

Bingham Canyon

Underground Skarns Mineral Resources represent the combined Mineral Resources from the various underground deposits at Bingham Canyon. Underground

Skarns Mineral Resources silver grades reflect corrections made after identifying errors in North Rim Skarns legacy assay data.

Annual Report on Form 20-F 2024	296	riotinto.com

Production, Mineral Reserves, Mineral Resources and operations | Mineral Resources

	Likely mining<br><br>method1	Measured Mineral Resources<br><br>as at 31 December 2024			Indicated Mineral Resources<br><br>as at 31 December 2024
		Tonnage	Grade		Tonnage	Grade
Titanium dioxide feedstock2 3		Mt	% Ti minerals	% Zircon	Mt	% Ti minerals	% Zircon
QIT Madagascar Minerals (QMM) (Madagascar)	O/P	356	4.3	0.2	318	4.0	0.2
Richards Bay Minerals (RBM) (South Africa)	O/P	—	—	—	7	12.0	8.0
Rio Tinto Iron and Titanium (RTIT) Quebec Operations (Canada)	O/P	19	82.0	—	9	81.8	—
Total titanium dioxide feedstock		375	8.3	0.2	334	6.2	8.2

1.Likely mining method: O/P = open pit/surface.

2.Titanium dioxide feedstock Mineral Resources are reported as dry in situ tonnes.

3.QMM and RBM Mineral Resources valuations are based on commodity prices of US$228.35/t for 53% titanium dioxide product and US$1,587.65/t for 66.5% zircon oxide, adjusted for

specific products produced. RTIT Quebec Operations Mineral Resources valuations are based on a commodity price of US$228.35/t for 53% titanium dioxide product adjusted for specific

products produced. These prices are sourced from TZMI.

Annual Report on Form 20-F 2024	297	riotinto.com

Production, Mineral Reserves, Mineral Resources and operations | Mineral Resources

Total Measured and Indicated Mineral<br><br>Resources as at 31 December 2024			Inferred Mineral Resources<br><br>as at 31 December 2024			Rio Tinto<br><br>interest
Tonnage	Grade		Tonnage	Grade
Mt	% Ti minerals	% Zircon	Mt	% Ti minerals	% Zircon	%
674	4.2	0.2	477	3.9	0.2	80.0
7	12.0	8.0	–	–	–	74.0
28	82.0	–	25	79.7	–	100.0
709	7.3	4.0	502	7.7	0.2

Rio Tinto Iron and Titanium (RTIT) Quebec Operations

Mineral Resources tonnes increased due to the inclusion of additional drilling at the Grader deposit. A JORC Table 1 in support of this change will be released to the

market contemporaneously with the release of the Annual Report and can be viewed at riotinto.com/resourcesandreserves.

Annual Report on Form 20-F 2024	298	riotinto.com

Production, Mineral Reserves, Mineral Resources and operations | Mineral Resources

	Likely mining<br><br>method1	Measured Mineral Resources<br><br>as at 31 December 2024		Indicated Mineral Resources<br><br>as at 31 December 2024
		Tonnage		Tonnage
Borates2		Mt		Mt
Jadar (Serbia)3 4	U/G	–		14
	Likely mining<br><br>method1	Measured Mineral Resources<br><br>as at 31 December 2024		Indicated Mineral Resources<br><br>as at 31 December 2024
		Tonnage	Grade	Tonnage	Grade
Diamonds5		Mt	Carats per tonne	Mt	Carats per tonne
Diavik (Canada)6	U/G	–	–	–	–
	Likely mining<br><br>method1	Measured Mineral Resources<br><br>as at 31 December 2024		Indicated Mineral Resources<br><br>as at 31 December 2024
		Tonnage	Grade	Tonnage	Grade
Lithium5		Mt	% Li2O	Mt	% Li2O
Jadar (Serbia)4	U/G	–	–	85	1.76			Likely<br><br>mining<br><br>method1	Measured Mineral Resources<br><br>as at 31 December 2024		Indicated Mineral Resources<br><br>as at 31 December 2024
---	---	---	---	---	---	---	---	---	---
		Total brine<br><br>volume	Grade	Lithium<br><br>metal	LCE	Total brine<br><br>volume	Grade	Lithium<br><br>metal	LCE
Lithium brine - exclusive of Reserves7		Mm3	mg/L Li	Mt	Mt	Mm3	mg/L Li	Mt	Mt
Rincon (Argentina)8 9	Sol	600	330	0.25	1.31	2,228	308	1.05	5.58	Likely<br><br>mining<br><br>method1	Measured Mineral Resources<br><br>as at 31 December 2024	Indicated Mineral Resources<br><br>as at 31 December 2024
---	---	---	---	---	---	---	---	---	---
		Total brine<br><br>volume	Grade	Lithium<br><br>metal	LCE	Total brine<br><br>volume	Grade	Lithium<br><br>metal	LCE
Lithium brine - inclusive of Reserves7		Mm3	mg/L Li	Mt	Mt	Mm3	mg/L Li	Mt	Mt
Rincon (Argentina)8 9	Sol	748	394	0.29	1.54	3,419	432	1.48	7.85

1.Type of mine: U/G = underground, Sol = solution mining.

2.Borates Mineral Resources are stated as dry in situ B2O3, rather than marketable product as in Mineral Reserves.

3.Jadar equivalent dry in situ Mineral Resources comprise of 85 million tonnes at 16.1% B2O3 (Indicated) and 58.0 million tonnes at 12.0% B2O3 (Inferred).

4.Jadar Mineral Resources valuations are based on commodity prices of US$19.439/t for lithium carbonate and US$1,495/t for boric acid. These prices were sourced from CRU.

5.Diamond and lithium Mineral Resources are stated as dry in situ tonnes.

6.Diavik Mineral Resources valuations are based on a 3-year trailing average price of US$106.12/ct.

7.Lithium brine Mineral Resources are reported in situ and both inclusive and exclusive of Mineral Reserves. It should be noted that for other commodities Rio Tinto normally reports Mineral

Resources exclusive of Mineral Reserves, but such methodology is not considered appropriate for lithium brines. However the SEC SK-1300 reporting requirements require Mineral

Resources to be reported exclusive of Mineral Reserves and as such this methodology is also presented. The exclusive Mineral Resources volumes are calculated by subtracting the

extracted Measured volumes from the in situ Measured volumes and the extracted Indicated volumes from the in situ Indicated volumes. Inferred volumes are not modified. The exclusive

Mineral Resources grades were calculated by back-calculating the average lithium grade after mining based on the lithium mass after mining and the total brine volume prior to mining (to

account for zones with dilute concentrations in the total brine volume). It is noted that the average lithium grade after mining is highly uncertain due to the dynamic nature of the brine system.

8.Rincon Mineral Resources lithium metal and LCE tonnages are in situ values assuming 100% recovery as per standard brine reporting practices. To obtain the equivalent tonnage for LCE,

the estimated mass of lithium was multiplied by a factor that is based on the atomic weights of each element in lithium carbonate to obtain the final compound weight. The factor used was

5.322785 to obtain LCE mass from lithium mass.

Rincon Mineral Resources valuations are based on a lithium carbonate price of US$19,439/t. This price was sourced from CRU.

Annual Report on Form 20-F 2024	299	riotinto.com

Production, Mineral Reserves, Mineral Resources and operations | Mineral Resources

Total Measured and Indicated Mineral<br><br>Resources as at 31 December 2024		Inferred Mineral Resources<br><br>as at 31 December 2024		Rio Tinto<br><br>interest
Tonnage		Tonnage
Mt		Mt		%
14		7		100.0
Total Measured and Indicated Mineral<br><br>Resources as at 31 December 2024		Inferred Mineral Resources<br><br>as at 31 December 2024		Rio Tinto<br><br>interest
Tonnage	Grade	Tonnage	Grade
Mt	Carats per tonne	Mt	Carats per tonne	%
–	–	0.1	1.6	100.0
Total Measured and Indicated Mineral<br><br>Resources as at 31 December 2024		Inferred Mineral Resources<br><br>as at 31 December 2024		Rio Tinto<br><br>interest
Tonnage	Grade	Tonnage	Grade
Mt	% Li2O	Mt	% Li2O	%
85	1.76	58	1.87	100.0		Total Measured and Indicated Mineral Resources<br><br>as at 31 December 2024			Inferred Mineral Resources<br><br>as at 31 December 2024	Rio Tinto<br><br>interest
---	---	---	---	---	---	---	---	---
Total brine<br><br>volume	Grade	Lithium<br><br>metal	LCE	Total brine<br><br>volume	Grade	Lithium<br><br>metal	LCE
Mm3	mg/L Li	Mt	Mt	Mm3	mg/L Li	Mt	Mt	%
2,828	312	1.30	6.92	1,148	374	0.43	2.29	100.0	Total Measured and Indicated Mineral Resources<br><br>as at 31 December 2024	Inferred Mineral Resources<br><br>as at 31 December 2024	Rio Tinto<br><br>interest
---	---	---	---	---	---	---	---	---
Total brine<br><br>volume	Grade	Lithium<br><br>metal	LCE	Total brine<br><br>volume	Grade	Lithium<br><br>metal	LCE
Mm3	mg/L Li	Mt	Mt	Mm3	mg/L Li	Mt	Mt	%
4,167	425	1.77	9.39	1,148	374	0.43	2.29	100.0

Diavik

With the pending closure of Diavik, the majority of Mineral Resources have been downgraded to non-Resources.

Rincon

Mineral Resources were reported for the first time in 2024. A JORC Table 1 in support of this was released to the market on 4 December 2024 and can be viewed

can be viewed at riotinto.com/resourcesandreserves.

Annual Report on Form 20-F 2024	300	riotinto.com

Production, Mineral Reserves, Mineral Resources and operations | Mineral Resources

Mineral Resources and Mineral

Reserves governance and

internal controls

Rio Tinto has well-established governance

processes and internal controls to support

the generation and publication of Mineral

Resources and Mineral Reserves, including

a series of business unit and product group

structures and processes independent of

operational reporting.

Audit & Risk Committee

The Audit & Risk Committee’s remit includes

the governance of Mineral Resources and

Mineral Reserves. This includes an annual

review of Mineral Resources and Mineral

Reserves at a Group level, as well as a

review of findings and progress from the

Group Internal Audit program.

Ore Reserves Steering Committee

The Ore Reserves Steering Committee

(ORSC), chaired by the Chief Technical

Officer, Development & Technology, meets at

least quarterly. The ORSC comprises senior

representatives across our technical,

financial, governance and business groups,

and oversees the appointment of Qualified

Persons nominated by the business units;

reviews Exploration Results, Mineral

Resources or Mineral Reserves releases

prior to public reporting; and oversees the

development of the Group Mineral

Resources and Mineral Reserves standards

and guidance.

Orebody Knowledge Centre

of Excellence

The Orebody Knowledge Centre of

Excellence contains a dedicated Orebody

Knowledge Technical Assurance team.

Orebody Knowledge Technical Assurance, in

conjunction with the ORSC, is the guardian

and author of Group Mineral Resources and

Mineral Reserves standards and guidance,

and is responsible for the governance and

compilation of Group Mineral Resources,

Mineral Reserves and reconciliation

reporting. The Technical Assurance team

also advises on disclosure obligations,

monitors the external reporting environment

and facilitates internal audits.

Internal Auditing

Mineral Resources and Mineral Reserves

internal audits are conducted by independent

external consulting personnel in a

programme managed by Orebody

Knowledge Technical Assurance. Material

findings are reported outside of the product

group reporting line to the ORSC, and all

reports and action plans are reviewed by the

ORSC for alignment to internal and external

reporting standards.

During 2024, three internal Mineral

Resources and Mineral Reserves audits

were completed.

Geoscientific information management

and assurance

We employ industry-standard drilling,

sampling, assaying and quality assurance/

quality control (QA/QC) practices supported

by formally documented procedures.

Diamond core and reverse circulation are our

primary drilling methods. We use other

methods such as sonic and air core if

appropriate for the style of deposit. Drill hole

locations are typically confirmed by high-

precision differential Global Positioning

System (GPS) and down-hole trace

positioning is primarily achieved by

gyroscopic survey.

Drill sample recovery is typically recorded,

and all geological data is collected by

qualified geoscientific professionals.

Geological logging consistency is secured

via formal logging procedures and training,

reference materials, application of geological

code libraries and digital logging directly to

the geological database.

On-site or commercial laboratories provide

appropriate analytical (assaying) techniques,

according to the commodity and style of

deposit. Reliability of assay data is

maintained via QA/QC procedures, which

monitor assay accuracy and precision

through the analysis of blanks, sample

duplicates and matrix-matched certified

reference materials.

Our geoscientific information management

standard is the industry-leading acQuire

system and we employ strict QA/QC criteria

to ensure only high-quality assay data is

uploaded to a project’s database.

Mineral Resources and Mineral

Reserves risk management

Risks to our Mineral Resources and

Mineral Reserves estimates are managed

through comprehensive risk assessments

undertaken in support of the annual reporting

cycle. Risks are identified and managed by

verifying controls, determining and

undertaking suitable actions to remove or

reduce the risk, conducting reviews, and

maintaining compliance with standards and

procedures. Risks are managed through a

commercial risk management solution.

At the end of each reporting cycle, we

analyse the Mineral Resources and Mineral

Reserves risks across all business units to

ensure both consistency of reporting and

determine any Group-wide risks to the

various processes.

Annual Report on Form 20-F 2024	301	riotinto.com

Production, Mineral Reserves, Mineral Resources and operations

Qualified Persons

	Association(a)	Employer	Accountability	Deposits
Bauxite
A McIntyre	AusIMM	Rio Tinto	Resources	Gove, East Weipa and Andoom, North of Weipa, Amrun
W Saba	AusIMM		Reserves	Gove, East Weipa and Andoom, Amrun
M Alpha Diallo	EFG	Compagnie des Bauxites de Guinée	Resources	Sangaredi
M Keersemaker	AusIMM	External consultant to Compagnie<br><br>des Bauxites de Guinée	Reserves
R Aglinskas	AusIMM	Mineração Rio do Norte	Resources	Porto Trombetas (MRN)
L H Costa	AusIMM	External consultants to Mineração<br><br>Rio do Norte	Reserves
Borates
B Griffiths	SME	Rio Tinto	Resources & Reserves	Boron
Copper
D Hlorgbe	AusIMM	Rio Tinto	Resources	Resolution(b)(c)
H Martin	AusIMM		Resources
A Schwarz	AusIMM		Resources
O Togtokhbayar	AusIMM	Rio Tinto	Resources	Oyu Tolgoi(b) (c) (d)
B Ndlovu	AusIMM		Reserves
N Robinson	AusIMM		Reserves
R Hayes	AusIMM	Rio Tinto	Resources	Bingham Canyon(b) (c) (d)
G Austin	AusIMM		Resources
P Rodriguez	AusIMM		Resources
C McArthur	AusIMM		Reserves
E Hoffmann	AusIMM		Reserves
R Maureira	AusIMM	Minera Escondida Ltda.	Resources	Escondida
E Mulet Cortes	AusIMM		Resources	Chimborazo, Pampa Escondida(d), Pinta Verde
P Castillo	AusIMM		Reserves	Escondida
J Marshall	AusIMM	Rio Tinto	Resources	La Granja
J Pocoe	AusIMM	Rio Tinto	Resources	Winu(b) (d)
Diamonds
K Pollock	NAPEG	Rio Tinto	Resources	Diavik
Z Li	NAPEG		Reserves
Iron ore
M Styles	AusIMM	Rio Tinto	Resources	Simandou
M Apfel	AusIMM		Reserves
M McDonald	PEGNL	Rio Tinto	Resources	Iron Ore Company of Canada
B Power	PEGNL		Resources
R Way	PEGNL		Resources
R Williams	PEGNL		Reserves
S Roche	AusIMM		Reserves
N Brajkovich	AusIMM	Rio Tinto	Resources	Rio Tinto Iron Ore – Boolgeeda, Brockman, Brockman<br><br>Process Ore, Channel Iron Deposit, Detrital, Marra Mamba
M Judge	AusIMM		Resources
E Barron	AusIMM		Resources
P Savory	AusIMM		Resources
O Abdrashitova	AusIMM		Resources
P Barnes	AusIMM		Reserves	Rio Tinto Iron Ore – Brockman Ore, Marra Mamba Ore,<br><br>Pisolite (Channel Iron) Ore
L Fouche	AusIMM		Reserves
A Ghosh	AusIMM		Reserves
A Leong	AusIMM		Reserves
L Vilela Couto	AusIMM		Reserves
B Satria Yudha	AusIMM		Reserves
Lithium
I Misailovic	EFG	Rio Tinto	Resources	Jadar(e)
D Tanaskovic	EFG
M Rosko	SME	External consultants to Rio Tinto	Resources &<br><br>Reserves	Rincon
M Zivic	SME
B Foster	AusIMM	Rio Tinto	Reserves
Titanium dioxide feedstock
J Dumouchel	OGQ	Rio Tinto	Resources	Rio Tinto Iron and Titanium Quebec Operations<br><br>(RTIT Quebec Operations)
F Kerr-Gillespie	OGQ		Resources
J Solorzano	OIQ		Reserves
A Cawthorn-Blazeby	SACNASP	Rio Tinto	Resources	Richards Bay Minerals (RBM)(f)
S Mnunu	SACNASP		Reserves
A Louw	AusIMM	Rio Tinto	Resources	QIT Madagascar Minerals (QMM)(f)
P Kluge	SAIMM		Reserves

(a)AusIMM: Australasian Institute of Mining and Metallurgy

EFG: European Federation of Geologists

NAPEG: Association of Professional Engineers;

Geologists and Geophysicists of the Northwest

Territories

OGQ: L’Ordre des Géologues du Québec

OIQ: L’Ordre des Ingénieurs du Québec

PEGNL: Professional Engineers and Geoscientists

Newfoundland and Labrador

SACNASP: South African Council for Natural Scientific

Professions

SAIMM: South African Institute of Mining and Metallurgy

SME: Society of Mining, Metallurgy and Exploration

(b)Includes silver

(c)includes molybdenum

(d)Includes gold

(e)Includes borates

(f)Includes zircon

Annual Report on Form 20-F 2024	302	riotinto.com

Production, Mineral Reserves, Mineral Resources and operations

Mines and production facilities

Group mines as at 31 December 2024

Iron Ore

Production properties

Property<br><br>Australian Pilbara<br><br>Operations<br><br>Mine<br><br>Hamersley Iron:<br><br>–Brockman 2<br><br>–Brockman 4<br><br>–Channar<br><br>–Gudai-Darri<br><br>–Marandoo<br><br>–Mount Tom Price<br><br>–Nammuldi<br><br>–Paraburdoo<br><br>–Silvergrass<br><br>–Western Turner<br><br>Syncline<br><br>–Yandicoogina<br><br>Ownership<br><br>100% Rio Tinto<br><br>Operator<br><br>Rio Tinto<br><br>Location<br><br>Pilbara region,<br><br>Western Australia	Access and infrastructure<br><br>Access and infrastructure within the property includes:<br><br>–a network of sealed and unsealed roads connecting to<br><br>public roads and highways<br><br>–public and Rio Tinto-operated airports<br><br>–a Hamersley and Robe owned integrated heavy haulage<br><br>rail network, operated by Pilbara Iron comprising nearly<br><br>2,000km of rail, rail cars and locomotives<br><br>–four shipping terminals, located at Dampier and Cape<br><br>Lambert and managed as a single port system<br><br>–water piping networks for both abstracted water and<br><br>supply of fresh water to sites<br><br>–managed accommodation villages for fly-in fly-out (FIFO)<br><br>sites<br><br>–a housing portfolio managing properties in the towns of<br><br>Dampier, Wickham, Karratha, Pannawonica, Paraburdoo<br><br>and Tom Price<br><br>–tailings storage facilities at several mine sites.<br><br>All assets are subject to routine inspections and ongoing<br><br>investment and maintenance programs to ensure these<br><br>remain fit for purpose.<br><br>Title/lease/acreage<br><br>Agreements for life of mine with the Government of Western<br><br>Australia, save for the Yandicoogina mining lease, which<br><br>expires in 2039 with an option to extend for 21 years.<br><br>Mount Tom Price, Marandoo, Brockman 2, Brockman 4,<br><br>Nammuldi and Western Turner Syncline Mineral and Mining<br><br>Leases held under Iron Ore (Hamersley Range) Agreement<br><br>Act 1963.<br><br>Area of ML4SA approximately 79,469 hectares (ha).<br><br>Area of M272SA approximately 14,136ha.<br><br>Gudai-Darri Mineral Lease held under Iron Ore (Mount<br><br>Bruce) Agreement Act 1972.<br><br>Area of ML252SA approximately 67,616ha.<br><br>Paraburdoo Mineral Lease held under Iron Ore (Hamersley<br><br>Range) Agreement Act 1968.<br><br>Area of ML246SA approximately 12,950ha.<br><br>Channar Mining Lease held under Iron Ore (Channar Joint<br><br>Venture) Agreement Act 1987. Mining lease expires in 2028<br><br>with an option to extend by up to 5 years.<br><br>Area of M265SA approximately 5,965ha.<br><br>Yandicoogina Mining Lease held under Iron Ore<br><br>(Yandicoogina) Agreement Act 1996.<br><br>Area of M274SA approximately 30,550ha.<br><br>Key permit conditions<br><br>State Agreement conditions are set by the Government of<br><br>Western Australia and broadly comprise environmental<br><br>compliance and reporting obligations; closure and<br><br>rehabilitation considerations; local procurement and<br><br>community initiatives/investment requirements; and<br><br>payment of taxes and government royalties.<br><br>The current business also operates under an Indigenous<br><br>Land Use Agreement (ILUA) which includes commitments<br><br>for payments made to trust accounts; Indigenous<br><br>employment and business opportunities; and heritage and<br><br>cultural protections.	History<br><br>Mount Tom Price began operations in 1966, followed by Paraburdoo<br><br>in 1974. During the 1990s, Channar (1990), Brockman 2 (1992),<br><br>Marandoo (1994) and Yandicoogina (1998) achieved first ore.<br><br>Nammuldi achieved first ore in 2006 followed by Brockman 4 (2010),<br><br>Western Turner Syncline (2011) and Silvergrass (2017). The latest<br><br>addition to the network of Hamersley Iron mines, Gudai-Darri, had<br><br>first ore railed in December 2021, and commissioned its primary<br><br>crusher in the second quarter of 2022.<br><br>Property description/type of mine<br><br>All mines operated by Rio Tinto within the property are open pit<br><br>mines. The mining method employed uses conventional surface<br><br>mining, whereby shovels and loaders are used to load drilled and<br><br>blasted material into trucks for removal to waste dumps and<br><br>stockpiles or feed to process plants. In addition to mining activities,<br><br>Rio Tinto conducts both exploration and development drilling across<br><br>the property.<br><br>This Property is considered a production stage property for<br><br>SK-1300 reporting purposes.<br><br>Type of mineralisation<br><br>Brockman 2, Brockman 4, Channar, Gudai-Darri, Tom Price,<br><br>Paraburdoo and Western Turner Syncline: mineralisation occurs as<br><br>haematite/goethite within the banded iron formation of the Brockman<br><br>Formation. Detrital deposits also occur at these sites. At Brockman 2,<br><br>Brockman 4, Tom Price and Western Turner Syncline, some<br><br>goethite/haematite within the banded iron formation of the Marra<br><br>Mamba Formation also occurs.<br><br>Marandoo, Nammuldi and Silvergrass: mineralisation occurs as goethite/<br><br>haematite within the banded iron formation of the Marra Mamba<br><br>Formation. Some detrital mineralisation also occurs.<br><br>Yandicoogina: goethite mineralisation occurs as pisolite ores within<br><br>the paleo-channel of a channel iron formation.<br><br>Processing plants and other available facilities<br><br>At Brockman 2, Brockman 4, the Nammuldi dry plant and Gudai-Darri,<br><br>dry crushing and screening is used to produce lump and fines iron ore<br><br>products. Ore from the Silvergrass and Nammuldi mines is blended<br><br>and processed through a wet scrubbing and screening plant, ahead of<br><br>desliming of the fines product using hydrocyclones. At Marandoo, wet<br><br>scrubbing and screening is used to produce lump and fines iron ore<br><br>products, prior to desliming of fines products using hydrocyclones. Ore<br><br>from the Channar and Paraburdoo mines is crushed and then<br><br>processed through a central tertiary crushing and dry screening plant to<br><br>produce a dry lump product, with further wet processing of the fines<br><br>using hydrocyclones to remove slimes. Ore from the Tom Price and<br><br>Western Turner Syncline mines is directed to either the high-grade<br><br>plant for dry crushing and screening to dry lump and fines products, or<br><br>to the low-grade plant for beneficiation. Heavy media separation is<br><br>used to beneficiate low-grade lump, and a combination of heavy media<br><br>hydrocyclones and spirals is used to beneficiate the low-grade fines. At<br><br>Yandicoogina, ore is crushed to fines product only through a<br><br>combination of dry crushing and screening, or crushing and wet<br><br>processing of ore using classification to remove finer particles.<br><br>The processing plants within the Hamersley Iron network vary<br><br>considerably in age, and many plants have been subject to<br><br>brownfields development since original construction. All plants are<br><br>subject to an ongoing regime of sustaining capital investment and<br><br>maintenance, underpinned by asset integrity audits, engineering<br><br>inspections, engineering life cycles for key equipment and safety<br><br>inspections and audits.<br><br>Power source<br><br>Supplied through the integrated Hamersley and Robe power<br><br>network operated by Pilbara Iron.
Annual Report on Form 20-F 2024	303	riotinto.com
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Production, Mineral Reserves, Mineral Resources and operations | Mines and production facilities

Property<br><br>Australian Pilbara<br><br>Operations<br><br>Mine<br><br>Bao-HI Joint Venture:<br><br>–Eastern Range and<br><br>Western Range<br><br>mines<br><br>Ownership<br><br>54% Rio Tinto<br><br>Rio Tinto owns 54% of<br><br>the Bao-Hi joint venture<br><br>with the remaining 46%<br><br>held by China Baowu<br><br>Group<br><br>Operator<br><br>Rio Tinto<br><br>Location<br><br>Pilbara region,<br><br>Western Australia	Access and infrastructure<br><br>Access and infrastructure within the property includes:<br><br>–a network of sealed and unsealed roads connecting to public<br><br>roads and highways<br><br>–public and Rio Tinto-operated airports<br><br>–a Hamersley and Robe owned integrated heavy haulage rail<br><br>network, operated by Pilbara Iron comprising nearly<br><br>2,000km of rail, rail cars and locomotives<br><br>–four shipping terminals, located at Dampier and Cape<br><br>Lambert and managed as a single port system<br><br>–water piping networks for both abstracted water and supply<br><br>of fresh water to sites<br><br>–managed accommodation villages for FIFO sites<br><br>–a housing portfolio managing properties in the towns of<br><br>Dampier, Wickham, Karratha, Pannawonica, Paraburdoo and<br><br>Tom Price<br><br>–tailings storage facilities at several mine sites.<br><br>All assets are subject to routine inspections and ongoing<br><br>investment and maintenance programs to ensure these remain<br><br>fit for purpose.<br><br>Title/lease/acreage<br><br>Eastern Range and Western Range Mineral Lease held under<br><br>Iron Ore (Hamersley Range) Agreement Act 1968. Area of<br><br>ML4SA approximately 79,469ha. Area of ML246SA<br><br>approximately 12,950ha.<br><br>Key permit conditions<br><br>State Agreement conditions are set by the Government of<br><br>Western Australia and broadly comprise environmental<br><br>compliance and reporting obligations; closure and rehabilitation<br><br>considerations; local procurement and community initiatives/<br><br>investment requirements; and payment of taxes and government<br><br>royalties.<br><br>The current business also operates under an ILUA which<br><br>includes commitments for payments made to trust accounts;<br><br>Indigenous employment and business opportunities; and<br><br>heritage and cultural protections.	History<br><br>The Bao-HI joint venture was established in 2002 and has<br><br>delivered sales of more than 200 million tonnes of iron ore to<br><br>China. First ore from Eastern Range was delivered in 2004.<br><br>In 2022, the Bao-HI joint venture was extended with a<br><br>commitment to deliver 275 million tonnes of sales of iron ore to<br><br>China. First ore from Western Range was delivered in 2024<br><br>utilising existing infrastructure, with a new crusher at Western<br><br>Range mine planned to be operational in 2025.<br><br>Property description/type of mine<br><br>All mines operated by Rio Tinto within the property are open pit<br><br>mines. The mining method employed uses conventional<br><br>surface mining, whereby shovels and loaders are used to load<br><br>drilled and blasted material into trucks for removal to waste<br><br>dumps or feed to process plants. In addition to mining activities,<br><br>Rio Tinto conducts both exploration and development drilling<br><br>across the property.<br><br>This Property is considered a production stage property for<br><br>SK-1300 reporting purposes.<br><br>Type of mineralisation<br><br>Mineralisation at Eastern Range and Western Range occurs as<br><br>haematite/goethite mineralisation hosted within the banded iron<br><br>formations of the Brockman Formation.<br><br>Processing plants and other available facilities<br><br>Ore from the Eastern Range and Western Range mines is<br><br>crushed and then processed through the central Paraburdoo<br><br>tertiary crushing and dry screening plant to produce a dry lump<br><br>product, with further wet processing of the fines product using<br><br>hydrocyclones to remove slimes.<br><br>The processing plants within the Hamersley Iron network vary<br><br>considerably in age, and many plants have been subject to<br><br>brownfields development since original construction. All plants<br><br>are subject to an ongoing regime of sustaining capital<br><br>investment and maintenance, underpinned by asset integrity<br><br>audits, engineering inspections, engineering life cycles for key<br><br>equipment and safety inspections and audits.<br><br>Power source<br><br>Supplied through the integrated Hamersley and Robe power<br><br>network operated by Pilbara Iron.
Property<br><br>Australian Pilbara<br><br>Operations<br><br>Mine<br><br>Hope Downs 1<br><br>Ownership<br><br>50% Rio Tinto<br><br>50% Hancock<br><br>Prospecting Pty Ltd<br><br>Operator<br><br>Rio Tinto<br><br>Location<br><br>Pilbara region,<br><br>Western Australia	Access and infrastructure<br><br>Access and infrastructure within the property includes:<br><br>–a network of sealed and unsealed roads connecting to public<br><br>roads and highways<br><br>–public and Rio Tinto-operated airports<br><br>–a Hamersley and Robe-owned integrated heavy haulage rail<br><br>network, operated by Pilbara Iron comprising nearly<br><br>2,000km of rail, rail cars and locomotives<br><br>–four shipping terminals, located at Dampier and Cape<br><br>Lambert and managed as a single port system<br><br>–water piping networks for both abstracted water and supply<br><br>of fresh water to sites<br><br>–managed accommodation villages for FIFO sites<br><br>–tailings storage facilities at several mine sites.<br><br>All assets are subject to routine inspections and ongoing<br><br>investment and maintenance programs to ensure these remain<br><br>fit for purpose.	Title/lease/acreage<br><br>Mining lease expires in 2027 with 2 options to extend of<br><br>21 years each. Mining lease held under Iron Ore (Hope Downs)<br><br>Agreement Act 1992. Area of M282SA approximately<br><br>57,222ha.<br><br>Key permit conditions<br><br>State Agreement conditions are set by the Western Australian<br><br>Government and broadly comprise environmental compliance<br><br>and reporting obligations; closure and rehabilitation<br><br>considerations; local procurement and community initiatives/<br><br>investment requirements; and payment of taxes and<br><br>government royalties.<br><br>The current business also operates under an ILUA which<br><br>includes commitments for payments made to trust accounts,<br><br>Indigenous employment and business opportunities, and<br><br>heritage and cultural protections.<br><br>History<br><br>Joint venture between Rio Tinto and Hancock Prospecting.<br><br>Construction of Stage 1 to 22Mtpa commenced 2006 and<br><br>first production occurred 2007. Stage 2 to 30Mtpa<br><br>completed 2009.
Annual Report on Form 20-F 2024	304	riotinto.com
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Production, Mineral Reserves, Mineral Resources and operations | Mines and production facilities

Group mines as at 31 December 2024

Iron Ore continued

Property<br><br>Australian Pilbara<br><br>Operations<br><br>Mine<br><br>Hope Downs 1<br><br>Ownership<br><br>50% Rio Tinto<br><br>50% Hancock<br><br>Prospecting Pty Ltd<br><br>Operator<br><br>Rio Tinto<br><br>Location<br><br>Pilbara region,<br><br>Western Australia	Property description/type of mine<br><br>All mines operated by Rio Tinto within the property are open pit<br><br>mines. The mining method employed uses conventional<br><br>surface mining, where shovels and loaders are used to load<br><br>drilled and blasted material into trucks for removal to waste<br><br>dumps or feed to process plants.<br><br>In addition to mining activities, Rio Tinto conducts both<br><br>exploration and development drilling across the property.<br><br>This Property is considered a production stage property for<br><br>SK-1300 reporting purposes.<br><br>Type of mineralisation<br><br>Mineralisation at Hope Downs 1 occurs as goethite/haematite<br><br>within the banded iron formations of the Marra Mamba and<br><br>haematite/goethite within the banded iron formation of the<br><br>Brockman Formation. Some detrital mineralisation also occurs.	Processing plants and other available facilities<br><br>Ore from Hope Downs 1 is processed through the Hope Downs<br><br>1 processing plant, which utilises dry crushing and screening to<br><br>produce lump and fines iron ore products.<br><br>The processing plants within the Hamersley Iron network vary<br><br>considerably in age, and many plants have been subject to<br><br>brownfields development since original construction. All plants<br><br>are subject to an ongoing regime of sustaining capital<br><br>investment and maintenance, underpinned by asset integrity<br><br>audits, engineering inspections, engineering life cycles for key<br><br>equipment and safety inspections and audits.<br><br>Power source<br><br>Supplied through the integrated Hamersley and Robe power<br><br>network operated by Pilbara Iron.
Property<br><br>Australian Pilbara<br><br>Operations<br><br>Mine<br><br>Hope Downs 4<br><br>Ownership<br><br>50% Rio Tinto<br><br>50% Hancock<br><br>Prospecting Pty Ltd<br><br>Operator<br><br>Rio Tinto<br><br>Location<br><br>Pilbara region,<br><br>Western Australia	Access and infrastructure<br><br>Access and infrastructure within the property includes:<br><br>–a network of sealed and unsealed roads connecting to public<br><br>roads and highways<br><br>–public and Rio Tinto-operated airports<br><br>–a Hamersley and Robe owned integrated heavy haulage rail<br><br>network, operated by Pilbara Iron comprising nearly<br><br>2,000km of rail, rail cars and locomotives<br><br>–four shipping terminals, located at Dampier and Cape<br><br>Lambert and managed as a single port system<br><br>–water piping networks for both abstracted water and supply<br><br>of fresh water to sites<br><br>–managed accommodation villages for FIFO sites<br><br>–tailings storage facilities at several mine sites.<br><br>All assets are subject to routine inspections and ongoing<br><br>investment and maintenance programs to ensure these remain<br><br>fit for purpose.<br><br>Title/lease/acreage<br><br>Mining lease expires in 2027 with two options to extend of<br><br>21 years each. Mining lease held under Iron Ore (Hope Downs)<br><br>Agreement Act 1992. Area of M282SA approximately<br><br>57,222ha.<br><br>Key permit conditions<br><br>State Agreement conditions are set by the Government of<br><br>Western Australia and broadly comprise environmental<br><br>compliance and reporting obligations; closure and rehabilitation<br><br>considerations; local procurement and community initiatives/<br><br>investment requirements; and payment of taxes and<br><br>government royalties.<br><br>The current business also operates under an ILUA which<br><br>includes commitments for payments made to trust accounts;<br><br>Indigenous employment and business opportunities; and<br><br>heritage and cultural protections.	History<br><br>Joint venture between Rio Tinto and Hancock Prospecting.<br><br>Construction of wet plant processing to 15Mtpa commenced<br><br>2011 and first production occurred 2013.<br><br>Property description/type of mine<br><br>All mines operated by Rio Tinto within the property are open pit<br><br>mines. The mining method employed uses conventional<br><br>surface mining, where shovels and loaders are used to load<br><br>drilled and blasted material into trucks for removal to waste<br><br>dumps or feed to process plants.<br><br>In addition to mining activities, Rio Tinto conducts both<br><br>exploration and development activities across the property.<br><br>This Property is considered a production stage property for<br><br>SK-1300 reporting purposes.<br><br>Type of mineralisation<br><br>Mineralisation at Hope Downs 4 occurs as haematite/goethite<br><br>mineralisation hosted within the banded iron formations of the<br><br>Brockman Formation.<br><br>Processing plants and other available facilities<br><br>Ore from Hope Downs 4 is processed through the Hope Downs<br><br>4 processing plant. Wet scrubbing and screening are used to<br><br>separate lump and fines products, prior to desliming of fines<br><br>product using hydrocyclones.<br><br>The processing plants within the Hamersley Iron network vary<br><br>considerably in age, and many plants have been subject to<br><br>brownfields development since original construction. All plants<br><br>are subject to an ongoing regime of sustaining capital<br><br>investment and maintenance, underpinned by asset integrity<br><br>audits, engineering inspections, engineering life cycles for key<br><br>equipment and safety inspections and audits.<br><br>Power source<br><br>Supplied through the integrated Hamersley and Robe power<br><br>network operated by Pilbara Iron.
Annual Report on Form 20-F 2024	305	riotinto.com
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Production, Mineral Reserves, Mineral Resources and operations | Mines and production facilities

Property<br><br>Australian Pilbara<br><br>Operations<br><br>Mine<br><br>Robe River Iron<br><br>Associates:<br><br>Robe Valley mines:<br><br>–Mesa A<br><br>–Mesa J<br><br>West Angelas<br><br>Ownership<br><br>53% Rio Tinto<br><br>Robe River is a joint<br><br>venture between<br><br>Rio Tinto (53%), Mitsui<br><br>Iron Ore Development<br><br>(33%), and Nippon<br><br>Steel Corporation<br><br>(14%)<br><br>Operator<br><br>Rio Tinto<br><br>Location<br><br>Pilbara region,<br><br>Western Australia	Access and infrastructure<br><br>Access and infrastructure within the property includes:<br><br>–a network of sealed and unsealed roads connecting to public<br><br>roads and highways<br><br>–public and Rio Tinto-operated airports<br><br>–a Hamersley and Robe owned integrated heavy haulage rail<br><br>network, operated by Pilbara Iron comprising nearly 2,000<br><br>km of rail, rail cars and locomotives<br><br>–four shipping terminals, located at Dampier and Cape<br><br>Lambert and managed as a single port system<br><br>–water piping networks for both abstracted water and supply<br><br>of fresh water to sites<br><br>–managed accommodation villages for FIFO sites<br><br>–a housing portfolio managing properties in the towns of<br><br>Dampier, Wickham, Karratha, Pannawonica, Paraburdoo<br><br>and Tom Price<br><br>–tailings storage facilities at several mine sites.<br><br>All assets are subject to routine inspections and ongoing<br><br>investment and maintenance programs to ensure these remain<br><br>fit for purpose.<br><br>Title/lease/acreage<br><br>Agreements for life of mine with the Government of<br><br>Western Australia.<br><br>Mineral lease held under Iron Ore (Robe River) Agreement<br><br>Act 1964. Area of ML248SA approximately 78,600ha.<br><br>Key permit conditions<br><br>State Agreement conditions are set by the Government of<br><br>Western Australia and broadly comprise environmental<br><br>compliance and reporting obligations; closure and rehabilitation<br><br>considerations; local procurement and community initiatives/<br><br>investment requirements; and payment of taxes and<br><br>government royalties.<br><br>The current business also operates under an ILUA which<br><br>includes commitments for payments made to trust accounts;<br><br>Indigenous employment and business opportunities; and<br><br>heritage and cultural protections.	History<br><br>The first shipment from Robe Valley was in 1972. Interest<br><br>acquired in 2000 through North Limited acquisition. First ore<br><br>was shipped from West Angelas in 2002.<br><br>Property description/type of mine<br><br>All mines operated by Rio Tinto within the property are open pit<br><br>mines. The mining method employed uses conventional<br><br>surface mining, whereby shovels and loaders are used to load<br><br>drilled and blasted material into trucks for removal to waste<br><br>dumps or feed to process plants.<br><br>In addition to mining activities, Rio Tinto conducts both<br><br>exploration and development drilling across the property.<br><br>This Property is considered a production stage property for<br><br>SK-1300 reporting purposes.<br><br>Type of mineralisation<br><br>Robe Valley deposits: goethite mineralisation occurs as pisolite<br><br>ores within the paleo-channel of a channel iron formation.<br><br>Some detrital mineralisation also occurs.<br><br>West Angelas deposits: mineralisation occurs as goethite/<br><br>haematite within the banded iron formations of the Marra<br><br>Mamba Formation and haematite/goethite within the banded<br><br>iron formation of the Brockman Formation. Some detrital<br><br>mineralisation also occurs.<br><br>Processing plants and other available facilities<br><br>Ore from the Robe Valley mines of Mesa A and Mesa J is<br><br>processed through either dry crushing and screening plants or<br><br>through wet processing plants using scrubbing and screening to<br><br>remove finer particles. Crushed and deslimed ore from the Robe<br><br>Valley mines is railed to Cape Lambert, where further dry<br><br>crushing and screening through a dedicated processing plant<br><br>produces lump and fines iron ore products.<br><br>At West Angelas mine, dry crushing and screening is used to<br><br>produce lump and fines iron ore products.<br><br>The processing plants within the Hamersley Iron network vary<br><br>considerably in age, and many plants have been subject to<br><br>brownfields development since original construction. All plants<br><br>are subject to an ongoing regime of sustaining capital<br><br>investment and maintenance, underpinned by asset integrity<br><br>audits, engineering inspections, engineering life cycles for key<br><br>equipment and safety inspections and audits.<br><br>Power source<br><br>Supplied through the integrated Hamersley and Robe power<br><br>network operated by Pilbara Iron.
Property<br><br>Dampier Salt Port<br><br>Hedland, Dampier<br><br>Mine<br><br>–<br><br>Ownership<br><br>68.4% Rio Tinto<br><br>Dampier Salt is a joint<br><br>venture between<br><br>Rio Tinto (68%),<br><br>Marubeni Corporation<br><br>(22%) and Sojitz (10%)<br><br>Operator<br><br>Rio Tinto (Dampier<br><br>Salt Limited)<br><br>Location<br><br>Gascoyne and Pilbara<br><br>regions, Western<br><br>Australia	Access and infrastructure<br><br>Road and port.<br><br>Title/lease/acreage<br><br>Dampier Salt Dampier operation State Agreement Mineral and<br><br>Mining leases are held under the Dampier Solar Salt Industry<br><br>Agreement Act 1967 (ML253SA, 14,710ha), and expire in 2034.<br><br>Dampier Salt Port Hedland operation State Agreement Mineral<br><br>and Mining leases are held under the Leslie Solar Salt Industry<br><br>Agreement Act 1966 (M269SA, 2,459ha; ML242SA,<br><br>19,503.291ha and ML250SA, 1,381ha) and expire in 2029.<br><br>Key permit conditions<br><br>State Agreement conditions are set by the Government of Western<br><br>Australia and broadly comprise environmental compliance and<br><br>reporting obligations; closure and rehabilitation considerations;<br><br>local procurement and community initiatives/investment<br><br>requirements; and payment of taxes and government royalties.<br><br>History<br><br>Construction of the Dampier field started in 1969; first shipment in<br><br>1972. Lake MacLeod was acquired in 1978 as an operating field.<br><br>Port Hedland was acquired in 2001 as an operating field.<br><br>In January 2024, Dampier Salt entered into a sales agreement for<br><br>Lake MacLeod with privately owned salt company Leichhardt<br><br>Industrials Group. Commercial and regulatory conditions for<br><br>divestment were satisfied in November 2024 and the site<br><br>transferred to Leichhardt ownership on 2 December 2024.	Property description/type of mine<br><br>Solar evaporation of seawater at Dampier and Port Hedland.<br><br>Type of mineralisation<br><br>Salt is grown every year through solar evaporation in<br><br>permanent crystallising pans.<br><br>Processing plants and other available facilities<br><br>Salt is processed through a washing plant, consisting of screw<br><br>bowl classifiers and static screens at Port Hedland and sizing<br><br>screens, counter-current classifiers with dewatering screens<br><br>and centrifuges at Dampier.<br><br>Dampier produces shipping-ready product for immediate<br><br>shiploading.<br><br>Washed salt at Port Hedland is dewatered on stockpiles.<br><br>Power source<br><br>Long-term contracts with Hamersley Iron and Horizon Power<br><br>and on-site generation.
Annual Report on Form 20-F 2024	306	riotinto.com
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Production, Mineral Reserves, Mineral Resources and operations | Mines and production facilities

Group mines as at 31 December 2024

Copper

Production properties

Property<br><br>Escondida<br><br>Ownership<br><br>30% Rio Tinto,<br><br>57.5% BHP,<br><br>10% JECO<br><br>Corporation<br><br>consortium comprising<br><br>Mitsubishi, JX Nippon<br><br>Mining and Metals<br><br>(10%), 2.5% JECO 2<br><br>Ltd<br><br>Operator<br><br>BHP<br><br>Location<br><br>Atacama Desert, Chile	Access and infrastructure<br><br>Road and rail, including a pipeline and road to the deep sea<br><br>port at Coloso:<br><br>–Two concentrate transport lines from mine site to port facility<br><br>at Coloso (9” line from LS1 and LS2 and 6” line from Los<br><br>Colorados)<br><br>–Two desalinisation plants at Coloso port along with water<br><br>treatment plant for concentrate filtrate<br><br>–Two water pipelines and 4 pump stations for freshwater<br><br>supply to site<br><br>–Roadway to site, rail line for supplies and cathode transport,<br><br>power transport facilities to tie site to power grid<br><br>–Site offices, housing, and cafeteria facilities to support<br><br>employees and contractors on site<br><br>–Warehouse buildings and laydown facilities to support<br><br>operations and projects on site.<br><br>Title/lease/acreage<br><br>Rights conferred by Government under Chilean Mining Code.<br><br>764 concessions throughout the site with a total of 406,018ha,<br><br>including 18 main mineral rights leases with a total of 58,934ha.<br><br>Key permit conditions<br><br>Annual tenement payments (due March each year). The<br><br>current business operates under the rights conferred by the<br><br>Government under the Chilean Mining Code and includes key<br><br>underlying documents such as the Environmental Impact<br><br>Assessment Permit as well as the Closure Plan Permit.<br><br>History<br><br>Production started in 1990 and since then capacity has been<br><br>expanded numerous times. In 1998, first cathode was produced<br><br>from the oxide leach plant, and during 2006 the sulphide leach<br><br>plant was inaugurated, a year after the start of Escondida Norte<br><br>pit production. In 2016, the 3rd concentrator plant was<br><br>commissioned.	Property description/type of mine<br><br>Two active surface open pit mines in production, Escondida<br><br>and Escondida Norte with ore being processed via 3<br><br>processing options, oxide leach, sulfide RoM leach, or<br><br>conventional flotation concentrators.<br><br>This Property is considered a production stage property for<br><br>SK-1300 reporting purposes.<br><br>Type of mineralisation<br><br>Consists of a series of porphyry deposits containing copper,<br><br>minor gold, silver, and molybdenum.<br><br>Processing plants and other available facilities<br><br>Los Colorados, Laguna Seca Line 1, and Laguna Seca Line 2<br><br>Concentrators. Oxide leach facility (OLAP), SL RoM leach<br><br>facility and SX/EW facility.<br><br>Power source<br><br>Supplied from grid under various contracts with local generating<br><br>companies.
Property<br><br>Rio Tinto Kennecott<br><br>Ownership<br><br>100% Rio Tinto<br><br>Operator<br><br>Rio Tinto (Kennecott<br><br>Utah Copper LLC)<br><br>Location<br><br>Near Salt Lake City,<br><br>Utah, US	Access and infrastructure<br><br>Pipeline, road and rail.<br><br>Title/lease/acreage<br><br>Wholly owned – approximately 95,000 acres in total.<br><br>Key permit conditions<br><br>Permit conditions are established by Utah and US Government<br><br>agencies and comprise:<br><br>–environmental compliance and reporting<br><br>–closure and reclamation requirements<br><br>History<br><br>Interest acquired in 1989. In 2012, the pushback of the south<br><br>wall commenced, extending the mine life from 2018 to 2032.<br><br>Approval for underground mining at Lower Commercial Skarn<br><br>was obtained in 2022.	Property description/type of mine<br><br>Open pit and underground.<br><br>This Property is considered a production stage property for<br><br>SK-1300 reporting purposes.<br><br>Type of mineralisation<br><br>Porphyry and associated skarn deposits containing copper,<br><br>gold, silver, molybdenum and tellurium.<br><br>Processing plants and other available facilities<br><br>Copperton concentrator, Garfield smelter, refinery, and precious<br><br>metals plant, assay lab and tailings storage facilities.<br><br>Power source<br><br>Supply contract with Rocky Mountain Power.
Annual Report on Form 20-F 2024	307	riotinto.com
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Production, Mineral Reserves, Mineral Resources and operations | Mines and production facilities

Property<br><br>Oyu Tolgoi<br><br>Ownership<br><br>Rio Tinto owns a 66%<br><br>interest in Oyu Tolgoi<br><br>LLC; the remaining<br><br>34% interest is held by<br><br>the Government of<br><br>Mongolia through<br><br>Erdenes Oyu Tolgoi<br><br>LLC<br><br>Rio Tinto is<br><br>responsible for the<br><br>day-to-day operational<br><br>management and<br><br>development of the<br><br>project<br><br>Operator<br><br>Rio Tinto<br><br>Location<br><br>Khanbogd soum,<br><br>Umnugovi province,<br><br>Mongolia	Access and infrastructure<br><br>Air and road.<br><br>Title/lease/acreage<br><br>Three mining licences are 100% held by Oyu Tolgoi LLC:<br><br>MV-006708 (the Manakht licence: 4,533ha), MV-006709 (the<br><br>Oyu Tolgoi licence: 8,490ha), and MV-006710 (the Khukh Khad<br><br>licence: 1,763ha).<br><br>Two further licences are held in joint venture with Entrée<br><br>Resources Ltd, MV-015226 (the Shivee Tolgoi Licence:<br><br>42,593ha) and MV-015225 (the Javkhlant Licence: 20,327ha).<br><br>The licence term under the Minerals Law of Mongolia is<br><br>30 years with two 20-year extensions. First renewals are<br><br>due in 2033 and 2039 for the Oyu Tolgoi and Entrée joint<br><br>venture licences respectively.<br><br>Key permit conditions<br><br>Investment Agreement dated 6 October 2009, between the<br><br>Government of Mongolia, Oyu Tolgoi LLC (formerly Ivanhoe<br><br>Mines Mongolia Inc LLC), Turquoise Hill Resources (TRQ)<br><br>(formerly Ivanhoe Mines Ltd), and Rio Tinto International<br><br>Holdings Limited in respect of Oyu Tolgoi (Investment<br><br>Agreement).<br><br>Amended and Restated Shareholders Agreement dated 8 June<br><br>2011 among Oyu Tolgoi LLC, THR Oyu Tolgoi Ltd. (formerly<br><br>Ivanhoe Oyu Tolgoi (BVI) Ltd.), Oyu Tolgoi Netherlands B.V.<br><br>and Erdenes MGL LLC, as amended and restated on 2<br><br>October 2023 (ARSHA). Erdenes MGL LLC since transferred<br><br>its shares in Oyu Tolgoi LLC and its rights and obligations<br><br>under the ARSHA to its subsidiary, Erdenes Oyu Tolgoi LLC.<br><br>Power Source Framework Agreement dated 31 December<br><br>2018, between the Government of Mongolia and Oyu Tolgoi<br><br>LLC, as amended on 18 June 2020.<br><br>Electricity Supply Agreement dated 26 January 2022, between<br><br>Southern Region Electricity Distribution Network SOSC,<br><br>National Power Transmission Grid SOSC, National Dispatching<br><br>Center LLC and Oyu Tolgoi LLC.<br><br>In terms of key government permits, Oyu Tolgoi LLC secured a<br><br>land use permit until 2036 and water use permit until 2039 as<br><br>well as the mineral rights.	History<br><br>Oyu Tolgoi was first discovered in 1996. Construction began in<br><br>late 2009 after the signing of an Investment Agreement with the<br><br>Government of Mongolia, and the first concentrate was<br><br>produced in 2012. First sales of copper concentrate were made<br><br>to Chinese customers in 2013.<br><br>The first drawbell of the Hugo North underground mine was<br><br>fired in 2022. In December 2022, Rio Tinto acquired 100%<br><br>ownership of TRQ. Sustainable production from underground<br><br>commenced in March 2023.<br><br>Property description/type of mine<br><br>Mineral Reserves have been reported at the Oyut and Hugo<br><br>North Deposits. The Oyut deposit is currently mined as an open<br><br>pit using a conventional drill, blast, load, and haul method. The<br><br>Hugo North deposit is currently being developed as an<br><br>underground mine.<br><br>This Property is considered a production stage property for<br><br>SK-1300 reporting purposes.<br><br>Type of mineralisation<br><br>Consists of a series of porphyry deposits containing copper,<br><br>gold, silver, and molybdenum.<br><br>Processing plants and other available facilities<br><br>One copper concentrator with a nominal feed capacity of 100ktpd<br><br>currently comprising 2 SAG mills, 4 ball mills, rougher and cleaner<br><br>flotation circuits and up to 1Mtpa copper concentrate capacity.<br><br>Other major facilities that support the isolated operations include<br><br>maintenance workshops, heating plant, sealed airstrip and<br><br>terminal, and camp facilities with up to 6,000 person capacity to<br><br>accommodate current operations and the underground<br><br>construction project. Underground infrastructure in place includes<br><br>several shafts for ore haulage, personnel haulage and ventilation<br><br>plus a conveyor decline to surface and associated surface<br><br>infrastructure.<br><br>Power source<br><br>Oyu Tolgoi obtains its electricity from the Western Grid of the<br><br>Inner Mongolia Autonomous Region (IMAR) in the People's<br><br>Republic of China. This power is delivered through a cross-border<br><br>220kV double-circuit transmission line. The electricity is provided<br><br>by Inner Mongolia Power International Cooperation Co., Ltd<br><br>(IMPIC), a subsidiary of Inner Mongolia Power (Group) Co., Ltd.<br><br>This company is responsible for the ownership and operation of<br><br>IMAR's Western Grid. The current power supply agreement is a<br><br>collaborative arrangement involving IMPIC and the National<br><br>Power Transmission Grid SOSC (NPTG) of Mongolia, which<br><br>holds the necessary import license. Additionally, Oyu Tolgoi<br><br>maintains an on-site diesel generator that functions as a 24/7<br><br>standby emergency power source.
Annual Report on Form 20-F 2024	308	riotinto.com
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Production, Mineral Reserves, Mineral Resources and operations | Mines and production facilities

Group mines as at 31 December 2024

Copper continued

Projects

Property<br><br>Resolution<br><br>Ownership<br><br>55% Rio Tinto,<br><br>45% BHP<br><br>Operator<br><br>Rio Tinto<br><br>Location<br><br>Superior, Arizona,<br><br>Pinal County, US	Access and infrastructure<br><br>Road, rail and water pipeline.<br><br>Title/lease/acreage<br><br>Land ownership: 192 parcels, including 185 fee simple parcels<br><br>and 7 split estate parcels wherein mineral rights are secured by<br><br>mining claims. Land ownership totals 16,544 acres.<br><br>Federal Mining Claims: 2,286 (2,285 lode claims and 1 placer)<br><br>covering 42,053 acres.<br><br>State of Arizona Mineral Exploration Permits: 62 permits, 8<br><br>permits with a total of 4,163 acres in exploration areas and 54<br><br>permits with a total of 26,801 acres in tailings, tailings corridors<br><br>and tailings buffer areas.<br><br>State of Arizona Special Land Use Permits: 11 permits covering<br><br>8,360 acres in stream monitoring, groundwater monitoring, and<br><br>tailings surface investigation areas.<br><br>Federal and State Grazing Permits and Leases: 7 leases<br><br>covering 80,270 acres.<br><br>Rights of Way, for rail line and stations, roads, and pipelines,<br><br>and utilities granted by both the United States and the State of<br><br>Arizona through a combination of grants, leases, and permits<br><br>totalling 696 acres.<br><br>All claims, permits, and leases are subject to annual renewal<br><br>filings and associated rental fees. A property tax is paid for<br><br>owned lands. Grants are held not subject to fees or taxes.<br><br>Key permit conditions<br><br>Resolution is in the permitting and study stage of the project. It is<br><br>currently at the end of a multi-year process to complete its<br><br>Environmental Impact Statement under the National<br><br>Environmental Protection Act. Future permits will be required for<br><br>operations such as air quality permits and aquifer<br><br>protection permits.	History<br><br>The Magma Vein (formerly Silver Queen) was discovered in the<br><br>1870s and underground mining continued at the Magma Mine<br><br>until 1998. In 1996, the Resolution deposit was discovered via<br><br>an underground drillhole directed south from the Magma Mine<br><br>workings. Kennecott Exploration (Rio Tinto) entered the project<br><br>in 2001 and through an exploration “earn-in” agreement<br><br>became operator in 2004.<br><br>Property description/type of mine<br><br>Block cave underground mining method.<br><br>This Property is considered an exploration stage property for<br><br>SK-1300 reporting purposes.<br><br>Type of mineralisation<br><br>Porphyry copper and molybdenum deposit.<br><br>Processing plants and other available facilities<br><br>Water treatment and reverse osmosis plant, historic tailings<br><br>impoundments from the Magma Mine No. 9 and No. 10<br><br>ventilation shafts.<br><br>Power source<br><br>115kV power lines to East and West Plant sites with supply<br><br>contract with Salt River Project (SRP).
Property<br><br>Winu<br><br>Ownership<br><br>100% Rio Tinto<br><br>Operator<br><br>Rio Tinto<br><br>Location<br><br>Great Sandy Desert,<br><br>Western Australia,<br><br>Australia	Access and infrastructure<br><br>Air and road.<br><br>Title/lease/acreage<br><br>Exploration License E45/4833 hosts the deposit. Several<br><br>Miscellaneous Licenses cover the road access route,<br><br>associated facilities, camp accommodation, airstrip and the<br><br>regional borefields. A Mining Lease Application (M45/1288;<br><br>7,500ha) has been made and is awaiting formal approval.<br><br>Key permit conditions<br><br>Annual rental payments for licences are required under the<br><br>Western Australian Mining Act 1978, along with other standard<br><br>reporting obligations relating to expenditure and works<br><br>undertaken on the exploration licence.<br><br>History<br><br>The exploration licence was granted to Rio Tinto in October<br><br>2017 and Winu was discovered in December 2017. The first<br><br>Inferred Mineral Resource was announced in July 2020 and<br><br>updated to an Indicated and Inferred Mineral Resource in<br><br>February 2022.<br><br>In December 2024, we announced a new partnership with<br><br>Sumitomo Metal Mining (SMM) to deliver the Winu copper-gold<br><br>project in Western Australia. Under the Term Sheet signed<br><br>between the partners, Rio Tinto will continue to develop and<br><br>operate Winu as the managing partner, with SMM to acquire a<br><br>30% equity share.	Property description/type of mine<br><br>Winu is currently undergoing technical studies and finalising all<br><br>required stakeholder negotiations and applications to secure<br><br>the necessary approvals for a potential open pit mining<br><br>operation.<br><br>Type of mineralisation<br><br>Copper-gold-silver mineralisation hosted within sulphide<br><br>breccias and quartz veins. A supergene enrichment profile caps<br><br>most of the primary mineralisation.<br><br>This Property is considered an exploration stage property for<br><br>SK-1300 reporting purposes.<br><br>Processing plants and other available facilities<br><br>Winu comprises camp facilities for up to 110 people,<br><br>unimproved access roads and trails, and a gravel airstrip.<br><br>Power source<br><br>Power is provided by diesel generators.
Annual Report on Form 20-F 2024	309	riotinto.com
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Production, Mineral Reserves, Mineral Resources and operations | Mines and production facilities

Property<br><br>La Granja<br><br>Ownership<br><br>45% Rio Tinto,<br><br>55% First Quantum<br><br>Minerals<br><br>Operator<br><br>First Quantum<br><br>Minerals<br><br>Location<br><br>Cajamarca, Northern<br><br>Peru	Access and infrastructure<br><br>Mountain road access only, 6 hours from Chiclayo.<br><br>Title/lease/acreage<br><br>The present La Granja Mining Concession grants its titleholders<br><br>the right to explore and exploit all existing mineral resources<br><br>within the 3,900ha it covers.<br><br>Key permit conditions<br><br>The Transfer Agreement (in respect of the acquisition of the La<br><br>Granja mineral concession dated 31 January 2006, between La<br><br>Granja Limitada S.A.C. (formerly known as Rio Tinto Minera<br><br>Peru Limitada S.A.C.) and Activos Mineros S.A.C. requires an<br><br>annual fee ($5 million per semester split by the Peruvian<br><br>Government 50:50 between the special federal government<br><br>fees and the establishment of a social fund). Title is subject to<br><br>completion and delivery of a feasibility study (FS), and<br><br>implementation of a mine subject to approval of the FS by the<br><br>Peruvian Government within the timelines established in the<br><br>Transfer Agreement.<br><br>The Transfer Agreement was extended in April 2023 and is<br><br>scheduled to expire in January 2028.<br><br>History<br><br>Rio Tinto received the Mining Concession in 2006, after<br><br>BHP and Cambior had returned the leases to the Peruvian<br><br>Government. Numerous studies have been completed by<br><br>Rio Tinto, up to pre-feasibility study. In August 2023, Rio Tinto<br><br>and First Quantum Minerals announced the completion of a<br><br>transaction that will work to unlock the development of the<br><br>La Granja project. Under the terms of the transaction,<br><br>First Quantum Minerals acquired a 55% interest in the<br><br>project and became the project operator, assuming all key<br><br>permit obligations.	Property description/type of mine<br><br>La Granja is currently undergoing technical studies and<br><br>engagement with host communities, local and national<br><br>governments focused on development of a potential open pit<br><br>mining operation.<br><br>This Property is considered an exploration stage property for<br><br>SK-1300 reporting purposes.<br><br>Type of mineralisation<br><br>Porphyry copper and associated skarn deposits, with high<br><br>grade breccias with minor silver, and molybdenum.<br><br>Processing plants and other available facilities<br><br>La Granja comprises an exploration camp and water treatment<br><br>infrastructure.<br><br>Power source<br><br>Currently powered by diesel generators. An upgraded power<br><br>supply is required for development of the asset.
Annual Report on Form 20-F 2024	310	riotinto.com
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Production, Mineral Reserves, Mineral Resources and operations | Mines and production facilities

Group mines as at 31 December 2024

Minerals

Production properties

Property<br><br>Rio Tinto Borates –<br><br>Boron<br><br>Ownership<br><br>100% Rio Tinto<br><br>Operator<br><br>Rio Tinto<br><br>Location<br><br>Boron, California, US	Access and infrastructure<br><br>Road and rail.<br><br>Title/lease/acreage<br><br>Land holdings include 13,493 acres (owned, including mineral<br><br>rights) for the mining operation, plant infrastructure and tailings<br><br>storage facility.<br><br>Key permit conditions<br><br>Boron operations currently have all State and Federal<br><br>environmental and operational permits in place to continue the<br><br>mining and processing operation. Regular updates to permits<br><br>are ongoing.<br><br>History<br><br>Deposit discovered in 1906, underground mining operations<br><br>began in 1925, 3 underground mining operations were<br><br>consolidated and the mining method switched to open pit<br><br>mining in 1956. Assets were acquired by Rio Tinto in 1967.	Property description/type of mine<br><br>Open pit.<br><br>This Property is considered a production stage property for<br><br>SK-1300 reporting purposes.<br><br>Type of mineralisation<br><br>Sedimentary sequence of tincal and kernite containing<br><br>interbedded claystone enveloped by facies consisting of ulexite<br><br>and colemanite bearing claystone, and barren claystone.<br><br>Processing plants and other available facilities<br><br>Boron operations consists of the open pit mine, an ore crushing<br><br>and conveying system, 2 process plants (Primary Process and<br><br>Boric Acid Plant), shipping facility and tailings storage facilities.<br><br>Power source<br><br>On-site co-generation units and local power grid.
Property<br><br>Rio Tinto Iron and<br><br>Titanium (RTIT)<br><br>Quebec Operations –<br><br>Lac Tio<br><br>Ownership<br><br>100% Rio Tinto<br><br>Operator<br><br>Rio Tinto<br><br>Location<br><br>Havre-Saint-Pierre,<br><br>Quebec, Canada	Access and infrastructure<br><br>Rail, road and port (St Lawrence River).<br><br>Title/lease/acreage<br><br>A total of 6,496ha of licences including 2 mining concessions of<br><br>total 605ha, granted by Province of Quebec in 1949 and<br><br>1951 which, subject to certain Mining Act restrictions, confer<br><br>rights and obligations of an owner.<br><br>Key permit conditions<br><br>The property is held under Quebec provincial government<br><br>mining concession permits (Concession minière No 368 and<br><br>381). Each is of one year duration renewable as long as the<br><br>mine is in operation. RTIT Quebec Operations – Lac Tio have<br><br>also a number of claims (exclusive exploration permits)<br><br>covering ilmenite occurrences in the region of the mine. These<br><br>claims are renewable every 2 years.	History<br><br>Production started 1950; interest acquired in 1989.<br><br>Property description/type of mine<br><br>Open pit.<br><br>This Property is considered a production stage property for<br><br>SK-1300 reporting purposes.<br><br>Type of mineralisation<br><br>Magmatic intrusion.<br><br>Processing plants and other available facilities<br><br>Lac Tio has a crushing facility, dedicated railway, stockpile at<br><br>the train terminal, ship loader, office buildings at the mine and<br><br>at the terminal and waste dumps.<br><br>Power source<br><br>Supplied by Hydro-Québec at regulated tariff.
Property<br><br>QIT Madagascar<br><br>Minerals (QMM)<br><br>Ownership<br><br>QIT Madagascar<br><br>Minerals is 80% owned<br><br>by Rio Tinto and 20%<br><br>owned by the<br><br>Government of<br><br>Madagascar<br><br>Operator<br><br>Rio Tinto<br><br>Location<br><br>Fort-Dauphin,<br><br>Madagascar	Access and infrastructure<br><br>Road and port.<br><br>Title/lease/acreage<br><br>Mining lease covering 56,200ha, granted by central<br><br>government.<br><br>Key permit conditions<br><br>The permit has a validity of 30 years as of 12 December 1996.<br><br>Additional renewal for 10 years each period are granted at<br><br>QMM’s request. An annual fee is payable to government<br><br>authorities following notification at the beginning of January.<br><br>History<br><br>Exploration project started in 1986; construction approved<br><br>2005. Ilmenite and zirsil production started 2008. QMM intends<br><br>to extract ilmenite and zirsil from heavy mineral sands over an<br><br>area of about 6,000ha along the coast over the next 40 years.	Property description/type of mine<br><br>Mineral sand dredging.<br><br>Type of mineralisation<br><br>Coastal mineralised sands.<br><br>This Property is considered a production stage property for<br><br>SK-1300 reporting purposes.<br><br>Processing plants and other available facilities<br><br>QMM has an operating dredge, dry mine unit, heavy mineral<br><br>concentrator, mineral separation plant, port and bulk loading<br><br>facilities.<br><br>Power source<br><br>On-site heavy fuel oil generators; wind and solar project<br><br>agreements with an independent power producer are expected<br><br>to take the asset to 50% renewable energy by 2025.<br><br>The 8MW photovoltaic (PV) solar plant and 8.25 MWh lithium-<br><br>ion battery energy storage system were successfully<br><br>commissioned in 2023, and the mine received its first<br><br>renewable electricity supply. Construction of the 16MW wind<br><br>project began in the third quarter of 2023 and is scheduled for<br><br>completion by 2025.
Annual Report on Form 20-F 2024	311	riotinto.com
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Production, Mineral Reserves, Mineral Resources and operations | Mines and production facilities

Property<br><br>Richards Bay Minerals<br><br>(RBM)<br><br>(Richards Bay Mining<br><br>(Pty) Limited and<br><br>Richards Bay Titanium<br><br>(Pty) Limited)<br><br>Ownership<br><br>RBM is a joint venture<br><br>between Rio Tinto<br><br>(74%) and Blue<br><br>Horizon – a consortium<br><br>of investors and our<br><br>host communities<br><br>Mbonambi, Sokhulu,<br><br>Mkhwanazi and Dube<br><br>(24%). The remaining<br><br>shares are held in an<br><br>employee trust (2%).<br><br>Operator<br><br>Rio Tinto<br><br>Location<br><br>Richards Bay,<br><br>KwaZulu-Natal,<br><br>South Africa	Access and infrastructure<br><br>Rail, road and port.<br><br>Title/lease/acreage<br><br>Mineral rights for Reserve 4 and Reserve 10 issued by South<br><br>African State and converted to new order mining rights from 9<br><br>May 2012. Mining rights run until 8 May 2041 and covers<br><br>11,645ha, including the mined Tisand area.<br><br>Key permit conditions<br><br>RBM operates in 3 lease areas, Tisand, Zulti North and Zulti<br><br>South, by means of a notarial deed. Tisand (which contains the<br><br>stockpiled tails) and Zulti North leases are held by Richards<br><br>Bay Mining (Pty) Ltd.<br><br>RBM is owned by a consortium of local communities and<br><br>businesses in line with South Africa’s Broad-Based Black<br><br>Economic Empowerment legislation.<br><br>History<br><br>Production started 1977; initial interest acquired 1989. Fifth<br><br>mining plant commissioned in 2000. One mining plant<br><br>decommissioned in 2008. In September 2012, Rio Tinto<br><br>doubled its holding in RBM to 74% following the acquisition of<br><br>BHP Billiton’s entire interests.	Property description/type of mine<br><br>Mineral sand dredging.<br><br>Type of mineralisation<br><br>Coastal mineralised sands.<br><br>This Property is considered a production stage property for<br><br>SK-1300 reporting purposes.<br><br>Processing plants and other available facilities<br><br>RBM manages and operates several dredges, dry mining units,<br><br>heavy mineral concentrators and a mineral separation plant.<br><br>RBM also has a smelter with furnaces to produce titania slag,<br><br>pig iron in addition to rutile and zircon.<br><br>Power source<br><br>Contract with ESKOM is currently the sole power source. RBM<br><br>has signed 3 PPAs for renewable energy with 2 projects<br><br>currently in construction. The Bolobedu photovoltaic farm and<br><br>the Khangela Emoyeni wind farm are expected to be producing<br><br>power by the end of 2025 and 2026 respectively.
Property<br><br>Iron Ore Company of<br><br>Canada (IOC)<br><br>Ownership<br><br>IOC is a joint venture<br><br>between Rio Tinto<br><br>(58.7%), Mitsubishi<br><br>Corporation (26.2%)<br><br>and the Labrador Iron<br><br>Ore Royalty<br><br>Corporation (15.1%).<br><br>Operator<br><br>Rio Tinto<br><br>Location<br><br>Labrador City,<br><br>Newfoundland and<br><br>Labrador, Canada	Access and infrastructure<br><br>–Railway and port facilities in Sept-Îles, Quebec (owned and<br><br>operated by IOC)<br><br>–Public highway<br><br>–Public airport<br><br>Title/lease/acreage<br><br>Mining leases, surface rights and a tailings disposal licence are<br><br>held by the Labrador Iron Ore Royalty Corporation (LIORC),<br><br>under the Labrador Mining and Exploration Act. LIORC<br><br>subleases these rights to IOC. The mining leases cover<br><br>10,356ha, the surface rights cover 8,805ha and the tailings<br><br>licence covers 2,784ha. These sub-leased rights are valid until<br><br>2050. IOC also directly holds 3 small mining leases, but none<br><br>produce saleable products. In addition to the above rights, IOC<br><br>also holds a number of mineral licences, either directly or under<br><br>sub-lease from LIORC.<br><br>Key permit conditions<br><br>IOC holds numerous permits with the Federal, provincial and<br><br>local governments covering all aspects of the operation. Key<br><br>permit conditions include:<br><br>–maintaining effluent quality within Metal and Diamond Mining<br><br>Effluent Regulations (MDMER) criteria<br><br>–maintaining air quality criteria specified in the certificate of<br><br>approval (for dust, NOx, SO2, CO)<br><br>–prudent resource management<br><br>–progressive rehabilitation<br><br>–monitoring groundwater quality around permitted landfill<br><br>–restricting tailings discharge to the permitted area.	History<br><br>Interest acquired in 2000 through acquisition of North Ltd.<br><br>Current operation began in 1962 and has processed over one<br><br>billion tonnes of crude ore. Annual capacity 23Mt of concentrate<br><br>of which 12-13Mt can be pelletised.<br><br>Property description/type of mine<br><br>Open pit.<br><br>This Property is considered a production stage property for<br><br>SK-1300 reporting purposes.<br><br>Type of mineralisation<br><br>Oxide iron (specular haematite and magnetite).<br><br>Processing plants and other available facilities<br><br>Concentrator (gravity and magnetic separation circuits), pellet<br><br>plant, warehouses, workshops, heating plant and ore delivery<br><br>system (crusher/conveyor and automated train system).<br><br>Explosives plant, train loadout facilities, rail line (Labrador City<br><br>to Sept-Îles), stockyards and shiploaders.<br><br>Power source<br><br>Supplied by Newfoundland and Labrador Hydro for the<br><br>Labrador City operations and by Hydro-Québec and the IOC<br><br>owned SM2 power station for the Sept-Îles operations.
Annual Report on Form 20-F 2024	312	riotinto.com
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Production, Mineral Reserves, Mineral Resources and operations | Mines and production facilities

Group mines as at 31 December 2024

Minerals continued

Property<br><br>Diavik<br><br>Ownership<br><br>100% owned by Diavik<br><br>Diamond Mines (2012)<br><br>Inc.<br><br>Operator<br><br>Diavik Diamond Mines<br><br>(2012) Inc. is a<br><br>Yellowknife-based<br><br>Canadian subsidiary of<br><br>Rio Tinto plc in<br><br>London, UK<br><br>Location<br><br>Northwest Territories<br><br>(NWT), Canada	Access and infrastructure<br><br>Airstrip and winter road access.<br><br>Title/lease/acreage<br><br>Three mineral rights leases with a total acreage of 8,016<br><br>(3,244ha). Mining leases are issued by the NWT Government.<br><br>One lease was renewed in 2017 and 2 leases were renewed in<br><br>February 2018. The new leases will expire after 21 years.<br><br>Key permit conditions<br><br>Our key permit conditions are local employment, procurement<br><br>and benefit sharing commitments, environmental compliance<br><br>and reporting, environmental security and closure and<br><br>rehabilitation planning, and payment of taxes and<br><br>government royalties.<br><br>History<br><br>Deposits discovered in 1994-95. Construction approved in<br><br>2000. Diamond production started in 2003. Fourth pipe<br><br>commenced production in 2018. Mine life through early 2026.<br><br>In November 2021, Rio Tinto became the sole owner of Diavik<br><br>Diamond Mine. This followed the completion of a transaction for<br><br>Rio Tinto’s acquisition of the 40% share held by Dominion<br><br>Diamond Mines in Diavik, with the Court of Queen’s Bench of<br><br>Alberta’s approval.	Property description/type of mine<br><br>Open pit and underground operations (blast-hole stoping and<br><br>sub-level cave methods).<br><br>This Property is considered a production stage property for<br><br>SK-1300 reporting purposes.<br><br>Type of mineralisation<br><br>Diamondiferous kimberlite deposit.<br><br>Processing plants and other available facilities<br><br>Includes processing plant and accommodation facilities on-site.<br><br>Power source<br><br>On-site diesel generators, installed capacity 44MW, 9.2MW of<br><br>wind capacity and 3.5MW solar farm.
Annual Report on Form 20-F 2024	313	riotinto.com
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Production, Mineral Reserves, Mineral Resources and operations | Mines and production facilities

Minerals

Projects

Property<br><br>Rincon<br><br>Ownership<br><br>100% Rio Tinto<br><br>Operator<br><br>Rio Tinto<br><br>Location<br><br>Rincon Salar, Salta,<br><br>Argentina	Access and infrastructure<br><br>Road and air.<br><br>Title/lease/acreage<br><br>Two separate mineral leases for a total of 82,905ha, the largest<br><br>one being the Grupo Minero Proyecto Rincon with 80,032ha.<br><br>Mining concessions are issued by the Provincial Mining Court<br><br>and have lifelong exploitation rights.<br><br>Key permit conditions<br><br>Key permit conditions are environmental compliance and<br><br>reporting, including independent authorisations for industrial<br><br>water and brine extraction, spent brine disposal facilities,<br><br>processing plant and ancillary infrastructure.<br><br>History<br><br>Rincon Salar was initially explored by Admiralty Resources NL,<br><br>who acquired mining leases covering approximately 85% of the<br><br>Salar in 2001. Admiralty demerged the project into a separate<br><br>Australian Securities Exchange (ASX) listed entity called Rincon<br><br>Lithium Ltd in October 2007, and sold the company to the private<br><br>equity group Sentient Equity Partners in December 2008. The<br><br>project was under evaluation by Sentient until the acquisition of<br><br>the property by Rio Tinto in March 2022.<br><br>The Rincon 3000 starter plant achieved first lithium in November<br><br>2024 and is scheduled for completion in the first half of 2025.	Property description/type of mine<br><br>Mining will comprise brine extracted from a production wellfield<br><br>and fed to a central processing facility for lithium recovery and<br><br>battery grade lithium carbonate production.<br><br>This Property is considered a production stage property for<br><br>SK-1300 reporting purposes.<br><br>Type of mineralisation<br><br>Lithium mineralisation occurs as a brine within a sedimentary<br><br>sequence in a mature salar, composed of halite, volcaniclastic<br><br>sand and variable amounts of clay/sand. The brine is hosted in<br><br>2 separate aquifers: an upper unconfined fractured halitic<br><br>aquifer and a lower semi-confined aquifer composed mainly of<br><br>volcaniclastic sand.<br><br>Processing plants and other available facilities<br><br>The project includes a wellfield for brine extraction and a plant<br><br>for the production of lithium carbonate, a spent brine disposal<br><br>facility, wellfield for the extraction of process water and water<br><br>pre-treatment equipment, camp and office buildings,<br><br>warehouses and loading/unloading facilities.<br><br>Power source<br><br>Connected to the national electric grid with options for on-site<br><br>or off-site renewable power purchase agreements.
Property<br><br>Jadar<br><br>Ownership<br><br>100% Rio Tinto<br><br>Operator<br><br>Rio Tinto<br><br>Location<br><br>Loznica town, Serbia	Access and infrastructure<br><br>Road and rail.<br><br>Title/lease/acreage<br><br>The last extension of the Jadar exploration licence expired on<br><br>14 February 2020, with no legal basis for further extension of its<br><br>term.<br><br>During the feasibility study the project has completed the<br><br>Elaborate on Resources and Reserves (declaration based on<br><br>Serbian law), obtained the Certificate on Resources and<br><br>Reserves on 6 January 2021 and has submitted the request for<br><br>exploitation field licence (with Serbian Feasibility Study being<br><br>one of the supporting documents to this request).<br><br>In January 2022, the Government of Serbia cancelled the<br><br>Spatial Plan for the Jadar project (SPSPA) and required all<br><br>related permits to be revoked.<br><br>On 16 July 2024, the Government of Serbia enacted the Decree<br><br>on reinstatement of the SPSPA based on the Decision of the<br><br>Constitutional Court of Serbia, dated 12 July 2024, which<br><br>determined that the Decree on cancellation of the SPSPA was not<br><br>compliant with the Constitution and laws of the Republic of<br><br>Serbia. As a result of this, Rio Tinto initiated the scoping and<br><br>content procedure for Environmental Impact Assessment (EIA)<br><br>for the mine. The Ministry for Environmental Protection issued the<br><br>EIA Scoping Decision for the Mine which was published on 21<br><br>November 2024. This is one of the key documents required to<br><br>apply for the exploitation field license.<br><br>Key permit conditions<br><br>The project is governed by 2 main pieces of Serbian legislation:<br><br>Mining Law is administered by the Ministry of Mining and<br><br>Energy (MME), and Planning and Construction Law is<br><br>administered by the Ministry of Construction, Transportation<br><br>and Infrastructure (MCTI).<br><br>The permitting process base case foresees the following:<br><br>–Mine, beneficiation plant and mine surface facilities are<br><br>subject to the permitting procedure of MME<br><br>–Processing plant, industrial waste landfill and infrastructure<br><br>(rail, roads, power and water pipelines) are subject to the<br><br>unified permitting procedure under MCTI.	History<br><br>The Jadar deposit was discovered in 2004 by Rio Tinto<br><br>Exploration geologists during a regional exploration program for<br><br>borates in the Balkans. The deposit is in its majority composed<br><br>of a mineral new to science named Jadarite with high<br><br>concentrations of lithium and boron. Resource definition and<br><br>processing workflow development and testing were conducted<br><br>for over a decade. The pre-feasibility study (PFS) completed in<br><br>July 2020 has shown that the Jadar project has the potential to<br><br>produce both battery grade lithium carbonate and boric acid.<br><br>Property description/type of mine<br><br>Underground mine.<br><br>This Property is considered an exploration stage property for<br><br>SK-1300 reporting purposes.<br><br>Type of mineralisation<br><br>Jadarite mineralisation is present in 3 broad zones containing<br><br>stratiform lenses of variable thickness. These units are hosted<br><br>in a much thicker gently dipping sequence mainly composed of<br><br>fine-grained sediments affected by syn and post depositional<br><br>faulting.<br><br>Processing plants and other available facilities<br><br>The planned site layout includes a concentrator to beneficiate<br><br>the primary ore, a chemical plant to produce boric acid and<br><br>lithium carbonate, paste plant, water and waste treatment<br><br>plants, surface waste storage (dry stack), railroad spur and<br><br>warehouses for product storage and loading/unloading, and<br><br>office buildings.<br><br>Power source<br><br>Connected to the national electric grid. Electricity planned to be<br><br>sourced from nearby hydroelectrical power plant.
Annual Report on Form 20-F 2024	314	riotinto.com
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Production, Mineral Reserves, Mineral Resources and operations | Mines and production facilities

Group mines as at 31 December 2024

Aluminium

Production properties

Property<br><br>CBG Sangaredi<br><br>Ownership<br><br>Rio Tinto Group<br><br>22.95%, Guinean<br><br>Government 49%,<br><br>Alcoa 22.95%, Dadco<br><br>Investments Limited<br><br>5.1%<br><br>Operator<br><br>La Compagnie des<br><br>Bauxites de Guinée<br><br>(CBG)<br><br>Location<br><br>Sangaredi, Guinea	Access and infrastructure<br><br>Road, air and port.<br><br>Sangaredi-Kamsar railway (leasing rail infrastructure from<br><br>ANAIM, wholly-owned by Government of Guinea).<br><br>Title/lease/acreage<br><br>Mining concession expires in 2040.<br><br>Leases comprise 2,939km2.<br><br>Key permit conditions<br><br>The obligations of CBG relative to health and safety of workers<br><br>and to the environment and to the rehabilitation of mined out<br><br>areas are subject to the Mining Code (2011) and Environmental<br><br>Code of the Republic of Guinea.<br><br>History<br><br>CBG is a joint venture created in 1963 and is registered in US<br><br>(Delaware). Bauxite mining commenced in 1973. Shareholders<br><br>are 51% Halco and 49% Government of Guinea. Rio Tinto<br><br>holds a 45% interest in Halco. Expansion of the CBG bauxite<br><br>mine, processing plant, port facility and associated<br><br>infrastructure is currently near completion with ramp up to<br><br>18.5Mtpa underway. In 2015, CBG entered into an agreement<br><br>to share the rail infrastructure in Multi-User Operation<br><br>Agreement (MUOA) with other bauxite companies, GAC (EGA)<br><br>and COBAD (RUSAL).	Property description/type of mine<br><br>Open cut.<br><br>This Property is considered a production stage property for<br><br>SK-1300 reporting purposes.<br><br>Type of mineralisation<br><br>Bauxite.<br><br>Processing plants and other available facilities<br><br>The Sangaredi site is an open cut mine including the following<br><br>operations: stripping, drilling, blasting, loading, hauling. The<br><br>bauxite is transported by railway cars approximately 135km<br><br>away from Sangaredi to Kamsar. In Kamsar, the installations<br><br>include the following assets: locomotive repair shop, railway<br><br>cars unloader, primary crusher, secondary crusher, scrubbers,<br><br>conveyors, stacker, reclaimer, bauxite dryers, dry bauxite<br><br>storage, bauxite sampling tower, power house, wharf and ship<br><br>loader.<br><br>The crushing plant is used only to reduce oversize material –<br><br>no screening required.<br><br>Four bauxite dryers are installed in order to reduce the moisture<br><br>content of the bauxite before shipping.<br><br>Power source<br><br>On-site generation (fuel oil).
Property<br><br>Gove<br><br>Ownership<br><br>100% Rio Tinto<br><br>Operator<br><br>Rio Tinto through<br><br>Rio Tinto Alumina<br><br>Gove P/L<br><br>Location<br><br>Gove, Northern<br><br>Territory, Australia	Access and infrastructure<br><br>Road, air and port.<br><br>Title/lease/acreage<br><br>All leases were renewed in 2011 for a further period of 42<br><br>years. The residue disposal area is leased from the Arnhem<br><br>Land Aboriginal Land Trust. The Northern Territory Government<br><br>is the lessor of the balance of the leases; however, on expiry of<br><br>the 42-year renewed term, the land subject to the balances of<br><br>the leases will all vest to the Arnhem Land Aboriginal<br><br>Land Trust.<br><br>Leases comprise 233.5km2.<br><br>Key permit conditions<br><br>Key permit conditions are prescribed by the Northern Territory<br><br>Government in the form of a Mine Management Plan (MMP).<br><br>The current MMP runs for a period of 12 years, until 2031, and<br><br>authorises all activities at the operation. Lease payments are<br><br>prescribed by the terms of the relevant leases.<br><br>History<br><br>Bauxite mining commenced in 1970, feeding both the Gove<br><br>refinery and export market, capped at 2Mt per annum. Bauxite<br><br>export ceased in 2006 with feed intended for the expanded<br><br>Gove refinery. Bauxite exports recommenced in 2008 and will<br><br>increase in the coming years following the curtailment of the<br><br>refinery production in 2014 and a permanent shut decision<br><br>made by the Board of Rio Tinto in October 2017. Current<br><br>annual production capacity is 12.5Mt on a dry basis.	Property description/type of mine<br><br>Open cut.<br><br>This Property is considered a production stage property for<br><br>SK-1300 reporting purposes.<br><br>Type of mineralisation<br><br>Bauxite.<br><br>Processing plants and other available facilities<br><br>Crushing plant only to reduce oversize material – no screening<br><br>required.<br><br>Power source<br><br>On-site diesel fired power station.
Annual Report on Form 20-F 2024	315	riotinto.com
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Production, Mineral Reserves, Mineral Resources and operations | Mines and production facilities

Property<br><br>MRN Porto Trombetas<br><br>Ownership<br><br>MRN’s shareholders<br><br>are: Rio Tinto (22%),<br><br>Glencore (45%) and<br><br>South32 (33%)<br><br>Operator<br><br>Mineração Rio do<br><br>Norte (MRN) is a non-<br><br>managed JV. All<br><br>decisions are<br><br>approved by<br><br>shareholders Board of<br><br>Directors<br><br>Location<br><br>Porto Trombetas,<br><br>Para, Brazil	Access and infrastructure<br><br>Air and port.<br><br>Title/lease/acreage<br><br>Mining concession granted by Brazilian Mining Agency (ANM),<br><br>following the Brazilian mining code with no expiration date.<br><br>The current 44 MRN mining leases cover 22 major plateaus,<br><br>which spread across 143,000ha and all of them have the status<br><br>of a mining concession.<br><br>Key permit conditions<br><br>All MRN mining leases in Pará State are within the Saracá-<br><br>Taquera National Forest, a preservation environmental area.<br><br>However, the right of mining is preserved initially by the Federal<br><br>law which created the National Forest (that is subsequent to<br><br>mining concessions), as well by the management plan, which<br><br>acknowledges a formal mining zone within the confines of the<br><br>National Forest.<br><br>Environmental licensing is granted by Brazilian Environmental<br><br>Agency (IBAMA) for East Zone. MRN is working with IBAMA on<br><br>permitting to extend the life of the mine from East Zone to West<br><br>Zone.<br><br>In September 2024, MRN received the Preliminary Licence<br><br>from IBAMA for the West Zone Project, after holding public<br><br>hearings, forums and dialogs with stakeholders, including<br><br>Quilombola communities. Work is ongoing to draft the<br><br>Environmental Management Plan and the Quilombola Basic<br><br>Plan required to obtain the Installation Licence from IBAMA.<br><br>MRN also obtained the Installation Licence for its Transmission<br><br>Line Project which will connect the company to the national<br><br>grid. The project, which is scheduled to be completed in 2027,<br><br>is expected to reduce MRN’s carbon emissions by<br><br>approximately 20%.	History<br><br>Mineral extraction commenced in 1979. Initial production<br><br>capacity was 3.4Mtpa. From 2003, production capacity went up<br><br>to 16Mtpa on a dry basis. and in 2008, up to 18Mtpa.<br><br>Due to market and tailings facilities restrictions, the planned<br><br>production is 11Mtpa on dry basis (up to 2043). The deposit<br><br>has 2 mine planning sequences: East Zone (1979-2027) and<br><br>West Zone Phase 1 (2028-2040).<br><br>On 30 November 2023, Rio Tinto completed an acquisition of<br><br>Companhia Brasileira de Alumínio’s 10% equity in the MRN<br><br>bauxite mine in Brazil, raising the Rio Tinto stake from 12%<br><br>to 22%.<br><br>Property description/type of mine<br><br>Open cut.<br><br>This Property is considered a production stage property for<br><br>SK-1300 reporting purposes.<br><br>Type of mineralisation<br><br>Consists of a series of bauxite tabular deposits.<br><br>Processing plants and other available facilities<br><br>The beneficiation process is formed by a primary crusher,<br><br>conveyors, scrubbers, secondary crushers, screenings,<br><br>hydrocyclones and vacuum filters. The superfines tailings are<br><br>pumped to a tailings storage facility.<br><br>Power source<br><br>On-site generation fuel (oil and diesel).
Property<br><br>Weipa/Ely<br><br>Ownership<br><br>100% Rio Tinto<br><br>Operator<br><br>Rio Tinto through<br><br>Rio Tinto Alumina<br><br>Weipa P/L<br><br>Location<br><br>Weipa, Queensland,<br><br>Australia	Access and infrastructure<br><br>Road, air and port.<br><br>Title/lease/acreage<br><br>The Queensland Government Comalco (ML7024) lease<br><br>expires in 2042 with an option of a 21-year extension, then two<br><br>years’ notice of termination; the Queensland Government Alcan<br><br>lease (ML7031) expires in 2048 with a 21-year right of renewal<br><br>with a 2-year notice period.<br><br>Leases comprise 2,716.9km2 (ML7024 = 1340.8km2; ML7031 =<br><br>1376.1km2).<br><br>This property with the associated 2 leases, includes the<br><br>deposits known as Andoom, East Weipa, Amrun, Norman<br><br>Creek and North of Weipa.<br><br>Key permit conditions<br><br>The respective leases are subject to the Comalco Agreement<br><br>Act (Comalco Agreement) and Alcan Agreement Act (Alcan<br><br>Agreement); the relevant State Agreements for the Weipa<br><br>operations. Key permit conditions are prescribed by the<br><br>Queensland Government in the relevant Environmental<br><br>Authority applicable to each lease (ML7024 and ML7031,<br><br>respectively). Lease payments are subject to the terms of the<br><br>leases and the respective State Agreements.	History<br><br>Bauxite mining commenced in 1961 at Weipa. Major upgrade<br><br>completed in 1998. Rio Tinto interest increased from 72.4% to<br><br>100% in 2000. In 1997, Ely Bauxite Mining Project Agreement<br><br>signed with local Aboriginal land owners. Bauxite Mining and<br><br>Exchange Agreement signed in 1998 with Comalco to allow for<br><br>extraction of ore at Ely. The Western Cape Communities Co-<br><br>Existence Agreement, an ILUA, was signed in 2001. Following<br><br>the ramp up to full production of Amrun the current annual<br><br>production of the Weipa mine is 35.5Mt.<br><br>Property description/type of mine<br><br>Open cut.<br><br>This Property is considered a production stage property for<br><br>SK-1300 reporting purposes.<br><br>Type of mineralisation<br><br>Bauxite.<br><br>Processing plants and other available facilities<br><br>Andoom, East Weipa and Amrun – wet crushing and screening<br><br>plants to remove ultra fine proportion.<br><br>Power source<br><br>On-site generation (diesel) supplemented by a solar<br><br>generation facility.
Annual Report on Form 20-F 2024	316	riotinto.com
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Production, Mineral Reserves, Mineral Resources and operations | Mines and production facilities

Other operations

Project

Property<br><br>Simandou, Blocks 3<br><br>& 4<br><br>Ownership<br><br>SimFer S.A., a joint<br><br>venture between<br><br>SimFer Jersey (85%)<br><br>and the Republic of<br><br>Guinea (15%)<br><br>SimFer Jersey is a<br><br>joint venture between<br><br>Rio Tinto (53%) and<br><br>CIOH (47%), a<br><br>Chinalco-led joint<br><br>venture with Baowu,<br><br>China Rail<br><br>Construction<br><br>Corporation and China<br><br>Harbour Engineering<br><br>Company<br><br>Operator<br><br>SimFer S.A. (mine)<br><br>Location<br><br>The SimFer Mining<br><br>Concession is located<br><br>~550km east-<br><br>southeast of Conakry<br><br>in the Republic<br><br>of Guinea	Access and infrastructure<br><br>The site has road access and is readily accessible for power,<br><br>water, and additional infrastructure requirements. Existing camp<br><br>facilities support construction activity and future Life of Mine<br><br>operational teams. The existing Beyla airstrip is also being<br><br>upgraded to enable greater access and larger capacity.<br><br>Iron ore extracted from the SimFer Mining Concession will be<br><br>exported through a rail and port infrastructure which is being<br><br>co-developed by the State, and dedicated infrastructure<br><br>affiliates of SimFer Jersey (SimFer Infraco) and Winning<br><br>Consortium Simandou (WCS Infraco). The infrastructure will<br><br>also be used to export production from Simandou Blocks 1 & 2<br><br>which are independently owned and developed by Winning<br><br>Consortium Simandou (WCS), a consortium comprising<br><br>Winning International Group, China Hongqiao Group and in<br><br>which Baowu acquired a 49% participation on 19 June 2024.<br><br>The infrastructure includes a purpose-built port facility at<br><br>Morebaya estuary (south of Conakry) to be accessed by a<br><br>536km main rail line with rail spurs connecting our Concession<br><br>(68km) and WCS’s (16km) respectively. The main rail line will<br><br>have an initial capacity of up to 120Mtpa. The ultimate owner<br><br>and operator of the infrastructure will be the Compagnie du<br><br>Transguinéen (CTG), an incorporated joint venture between<br><br>SimFer Infraco (42.5%), WCS Infraco (42.5%) and the State<br><br>(15%).<br><br>Title/lease/acreage<br><br>SimFer Mining Concession was granted by Presidential Decree<br><br>on 22 April 2011 under the conditions of the Amended and<br><br>Consolidated Basic Convention (ACBC), which was ratified by<br><br>the Guinean National Assembly on 26 May 2014. The SimFer<br><br>Mining Concession duration is 25 years, renewed automatically<br><br>for a further period of 25 years followed by further 10-year<br><br>periods in accordance with the applicable Guinean Mining<br><br>Code and the ACBC. It covers an area of 369km2.<br><br>SimFer has also signed a Co-Development Agreement with the<br><br>State and WCS on 10 August 2023, to enable co-development<br><br>of the rail and port infrastructure for the Simandou iron ore<br><br>projects. The Co-Development Agreement, which, along with<br><br>bipartite amendments for each of the SimFer and WCS Mine<br><br>Conventions, adapts the existing investment frameworks of<br><br>SimFer (including its pre-existing BOT Convention) and WCS.<br><br>These conventions and amendments were ratified by the<br><br>Guinean National Transition Council on 3 February 2024 and<br><br>came into force on 30 May 2024.<br><br>Key permit conditions<br><br>In addition to the SimFer Mining Concession, the ACBC, as<br><br>amended by the mine bipartite agreement, establishes the legal<br><br>regime for the mine project and sets out SimFer’s key legal<br><br>rights and protections. The Simandou mine SEIA was originally<br><br>approved in 2012 and has been updated through an approved<br><br>SEIA in 2024. A SEIA for the mine and rail spur was approved<br><br>in July 2024, and updated SEIA for Port terrestrial works<br><br>approved in September 2024. An updated SEIA for Port marine<br><br>works is undergoing regulatory approvals as of December<br><br>2024. Approvals have been maintained in accordance with<br><br>applicable law throughout construction, through annual<br><br>renewals of certificates of conformance.	History<br><br>SimFer submitted a bankable feasibility study to the State in<br><br>2016, with further feasibility studies for mine and infrastructure<br><br>to reflect the infrastructure co-development arrangements<br><br>completed in 2022, 2023 and 2024, and which have been<br><br>submitted to or approved by the State as required by the<br><br>infrastructure co-development arrangements and the<br><br>investment framework.<br><br>Property description/type of mine<br><br>Open pit.<br><br>This Property is considered a development stage property for<br><br>SK-1300 reporting purposes.<br><br>Type of mineralisation<br><br>Supergene-enriched itabirite hosted iron ore deposits. The<br><br>deposits are part of a supracrustal belt with the banded iron<br><br>formation proto-ore likely deposited in a shallow marine setting<br><br>within a forearc basin. The age of deposition is considered to<br><br>be between 2.7Ga and 2.2Ga.<br><br>Processing plants and other available facilities<br><br>Current plans are for the run-of-mine ore to be coarsely<br><br>crushed at the Ouéléba mine site at a maximum rate of 60Mtpa<br><br>phase 1 capacity to P100 of -100mm through 2 identical<br><br>primary and secondary crushing stations in a staged<br><br>arrangement. The coarsely crushed ore will then be conveyed<br><br>to the mine stockyard. The ore will be reclaimed from the<br><br>stockpiles and conveyed to the train load-out facility for loading<br><br>into trains which transport materials to the port facility where it<br><br>will be likely shipped by bulk carrier to several ports including in<br><br>China. Other major facilities that will support the operations<br><br>include power generation, explosives facilities, fuel and<br><br>lubricants facilities, administration buildings, workshops and a<br><br>permanent village.<br><br>Power source<br><br>Current designs contemplate that power for the mine site and<br><br>other areas will be supplied by a hybrid power plant consisting<br><br>of diesel generators and a regenerative battery power solution.<br><br>Further, there is a plan to connect the facility to the power grid<br><br>local operator Électricité de Guinée. This will require an<br><br>approximately 20km connection line to the main grid once it is<br><br>available and would substantially reduce energy costs and<br><br>fuel consumption.
Annual Report on Form 20-F 2024	317	riotinto.com
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Production, Mineral Reserves, Mineral Resources and operations | Mines and production facilities

Group smelters, refineries and remelting & casting facilities (Rio Tinto’s interest 100% unless otherwise shown)

Smelter/refinery/facility	Location	Title/lease	Plant type/product	Capacity (based on<br><br>100% ownership)
Aluminium
Alma	Alma, Quebec, Canada	100% freehold	Aluminium smelter producing aluminium rod,<br><br>t-foundry, molten metal, high purity, remelt	480,000 tonnes per<br><br>year aluminium
Alouette (40%)	Sept-Îles, Quebec,<br><br>Canada	100% freehold	Aluminium smelter producing aluminium<br><br>high purity, remelt	627,000 tonnes per<br><br>year aluminium
Arvida	Saguenay, Quebec,<br><br>Canada	100% freehold	Aluminium smelter producing aluminium<br><br>billet, molten metal, remelt	145,000 tonnes per<br><br>year aluminium
Arvida AP60	Saguenay, Quebec,<br><br>Canada	100% freehold	Aluminium smelter producing aluminium<br><br>high purity, remelt	60,000 tonnes per<br><br>year aluminium
Bécancour (25.1%)	Bécancour, Quebec,<br><br>Canada	100% freehold	Aluminium smelter producing aluminium<br><br>slab, billet, t-foundry, remelt, molten metal	460,000 tonnes per<br><br>year aluminium
Bell Bay	Bell Bay, Northern<br><br>Tasmania, Australia	100% freehold	Aluminium smelter producing aluminium<br><br>slab, molten metal, small form and t-<br><br>foundry, remelt	195,000 tonnes per<br><br>year aluminium
Boyne Smelters (73.5%)	Boyne Island,<br><br>Queensland, Australia	100% freehold	Aluminium smelter producing aluminium<br><br>billet, EC grade, small form and t-foundry,<br><br>remelt	584,000 tonnes per<br><br>year aluminium
ELYSIS (48.24%)	Saguenay, Quebec,<br><br>Canada	100% freehold	Industrial research and development centre<br><br>producing commercial grade aluminium using<br><br>carbon free smelting technology	275 tonnes per year<br><br>aluminium
Grande-Baie	Saguenay, Quebec,<br><br>Canada	100% freehold	Aluminium smelter producing aluminium<br><br>slab, molten metal, high purity, remelt	235,000 tonnes per<br><br>year aluminium
ISAL	Reykjavik, Iceland	100% freehold	Aluminium smelter producing aluminium<br><br>remelt, billet	212,000 tonnes per<br><br>year aluminium
Jonquière (Vaudreuil)	Jonquière, Quebec,<br><br>Canada	100% freehold	Smelter grade alumina	1,560,000 tonnes per<br><br>year alumina
Kitimat	Kitimat, British Columbia,<br><br>Canada	100% freehold	Aluminium smelter producing aluminium<br><br>slab, remelt, high purity	432,000 tonnes per<br><br>year aluminium
Laterrière	Saguenay, Quebec,<br><br>Canada	100% freehold	Aluminium smelter producing aluminium<br><br>slab, remelt, molten metal	255,000 tonnes per<br><br>year aluminium
Queensland Alumina<br><br>(80%)	Gladstone, Queensland,<br><br>Australia	73.3% freehold; 26.7% leasehold (of<br><br>which more than 80% expires in 2026<br><br>and after)	Refinery producing alumina	3,950,000 tonnes per<br><br>year alumina
São Luis (Alumar) (10%)	São Luis, Maranhão,<br><br>Brazil	100% freehold	Refinery producing alumina	3,830,000 tonnes per<br><br>year alumina
Sohar (20%)	Sohar, Oman	100% leasehold (expiring 2039)	Aluminium smelter producing aluminium,<br><br>high purity, remelt	395,000 tonnes per<br><br>year aluminium
Tiwai Point (New<br><br>Zealand Aluminium<br><br>Smelters)	Invercargill, Southland,<br><br>New Zealand	19.6% freehold; 80.4% leasehold<br><br>(expiring in 2029 and use of certain<br><br>Crown land)	Aluminium smelter producing aluminium<br><br>billet, slab, small form foundry, high purity,<br><br>remelt	373,000 tonnes per<br><br>year aluminium
Tomago (51.6%)	Tomago, New South<br><br>Wales, Australia	100% freehold	Aluminium smelter producing aluminium<br><br>billet, slab, remelt	590,000 tonnes per<br><br>year aluminium
Yarwun	Gladstone, Queensland,<br><br>Australia	97% freehold; 3% leasehold (expiring<br><br>2101 and after)	Refinery producing alumina	3,200,000 tonnes per<br><br>year alumina
Matalco Bluffton<br><br>Manufacturing (50%)	Bluffton, Indiana, US	100% freehold	Remelt and manufacture of aluminium billet<br><br>and slab	104,000 tonnes per<br><br>year
Matalco Brampton<br><br>Manufacturing (50%)	Brampton, Ontario,<br><br>Canada	100% freehold	Remelt and manufacture of aluminium billet	109,000 tonnes per<br><br>year
Matalco Canton<br><br>Manufacturing (50%)	Canton, Ohio, US	100% freehold	Remelt and manufacture of aluminium billet	64,000 tonnes per<br><br>year
Matalco Franklin<br><br>Manufacturing (50%)	Franklin, Kentucky, US	100% freehold	Remelt and manufacture of aluminium slab	122,000 tonnes per<br><br>year
Matalco Lordstown<br><br>Manufacturing (50%)	Lordstown, Ohio, US	100% freehold	Remelt and manufacture of aluminium billet	159,000 tonnes per<br><br>year
Matalco Shelbyville<br><br>Manufacturing (50%)	Shelbyville, Kentucky, US	100% freehold	Remelt and manufacture of aluminium billet	154,000 tonnes per<br><br>year
Matalco Wisconsin<br><br>Rapids Manufacturing<br><br>(50%)	Wisconsin Rapids,<br><br>Wisconsin, US	100% freehold	Remelt and manufacture of aluminium billet<br><br>and slab	104,000 tonnes per<br><br>year
Annual Report on Form 20-F 2024	318	riotinto.com
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Production, Mineral Reserves, Mineral Resources and operations | Mines and production facilities

Group smelters and refineries and remelting & casting facilities (Rio Tinto’s interest 100% unless otherwise shown)

Smelter/refinery/facility	Location	Title/lease	Plant type/product	Capacity (based on<br><br>100% ownership)
Copper
Rio Tinto Kennecott	Magna, Salt Lake City,<br><br>Utah, US	100% freehold	Flash smelting furnace/Flash convertor furnace<br><br>copper refinery and precious metals plant	335,000 tonnes per<br><br>year refined copper
Minerals
Boron	Boron, California, US	100% freehold	Borates refinery	576,000 tonnes per<br><br>year boric oxide
IOC pellet plant (58.7%)	Labrador City,<br><br>Newfoundland and<br><br>Labrador, Canada	100% freehold (asset), 100%<br><br>freehold (land) under sublease from<br><br>Labrador Iron Ore Royalty<br><br>Corporation for life of mine.	Pellet induration furnaces producing<br><br>multiple iron ore pellet types	13.5 million tonnes<br><br>per year pellet
Richards Bay Minerals<br><br>(74%)	Richards Bay, South<br><br>Africa	100% freehold	Ilmenite smelter	1,050,000 tonnes per<br><br>year titanium dioxide<br><br>slag, 565,000 tonnes<br><br>per year iron
Rio Tinto Iron and<br><br>Titanium Quebec<br><br>Operations - Sorel-Tracy<br><br>plant	Sorel-Tracy, Quebec,<br><br>Canada	100% freehold	Ilmenite smelter	1,300,000 tonnes per<br><br>year titanium dioxide<br><br>slag, 1,000,000<br><br>tonnes per year iron

Group power plants (Rio Tinto’s interest 100% unless otherwise shown)

Power plant	Location	Title/lease	Plant type/product	Capacity (based on<br><br>100% ownership)
Iron Ore
Cape Lambert power<br><br>station (67%)	Cape Lambert, Western<br><br>Australia, Australia	Lease	Two LM6000PF dual-fuel turbines	80MW
Paraburdoo power<br><br>station	Paraburdoo, Western<br><br>Australia, Australia	Lease	Three LM6000PC gas-fired turbines	120MW
West Angelas power<br><br>station (67%)	West Angelas, Western<br><br>Australia, Australia	Miscellaneous licence	Two LM6000PF dual-fuel turbines	80MW
Yurralyi Maya<br><br>power station (84.2%)	Dampier, Western<br><br>Australia, Australia	Miscellaneous licence	Four LM6000PD gas-fired turbines<br><br>One LM6000PF gas-fired turbine	200MW
Gudai-Darri solar farm	Gudai-Darri, Western<br><br>Australia, Australia	Miscellaneous licence	Solar PV single-axis tracking	up to 34MW
Aluminium
Amrun power station	Amrun, Australia	100% leasehold	Diesel generation	24MW
Gladstone power station<br><br>(42%)	Gladstone, Queensland,<br><br>Australia	100% freehold	Thermal power station	1,680MW
Gove power station	Nhulunbuy, Northern<br><br>Territory, Australia	100% leasehold	Diesel generation	24MW
Kemano power station	Kemano, British<br><br>Columbia, Canada	100% freehold	Hydroelectric power	1,014MW installed<br><br>capacity
Quebec power stations	Saguenay, Quebec,<br><br>Canada (Chute-à-Caron,<br><br>Chute-à-la- Savane,<br><br>Chute-des-Passes,<br><br>Chute-du-Diable, Isle-<br><br>Maligne, Shipshaw)	100% freehold (certain facilities<br><br>leased from Quebec Government<br><br>until 2058 pursuant to Peribonka<br><br>Lease)	Hydroelectric power	3,147MW installed<br><br>capacity
Weipa power stations<br><br>and solar generation<br><br>facility	Lorim Point, Andoom, and<br><br>Weipa, Australia	100% leasehold	Diesel generation supplemented by solar<br><br>generation facility	38MW
Yarwun alumina refinery<br><br>co-generation plant	Gladstone, Queensland,<br><br>Australia	100% freehold	Gas turbine and heat recovery steam<br><br>generator	160MW
Annual Report on Form 20-F 2024	319	riotinto.com
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Production, Mineral Reserves, Mineral Resources and operations | Mines and production facilities

Group power plants (Rio Tinto’s interest 100% unless otherwise shown)

Power plant	Location	Title/lease	Plant type / Product	Capacity (based on<br><br>100% ownership)
Copper
Rio Tinto Kennecott<br><br>power stations	Salt Lake City, Utah, US	100% freehold	Steam turbine running off waste heat boilers<br><br>at the copper smelter	31.8MW
			Combined heat and power plant supplying<br><br>steam to the copper refinery	6.2MW
			Solar power plant	5MW
Minerals
Boron co-generation<br><br>plant	Boron, California, US	100% freehold	Co-generation uses natural gas to generate<br><br>steam and electricity, used to run Boron’s<br><br>refining operations	48MW
Energy Resources of<br><br>Australia (98.43%)	Ranger Mine, Jabiru,<br><br>Northern Territory,<br><br>Australia	Lease	Five diesel generator sets rated at 5.17MW;<br><br>one diesel generator set rated at 2MW; 4<br><br>additional diesel generator sets rated at<br><br>2MW	35.8MW
IOC power station<br><br>(58.7%)	Sept-Îles, Quebec,<br><br>Canada	Statutory grant	Hydroelectric power	22MW
QMM power plant	Fort Dauphin,<br><br>Madagascar	100% freehold	Diesel generation supplemented by solar<br><br>generation facility	32MW

Annual Report on Form 20-F 2024	320	riotinto.com

Additional information

Shareholder information	325
US Disclosure	331
Cautionary statement about forward-looking statements	357
Contact details	358	Image: Chute-à-Caron hydroelectric power<br><br>plant Quebec, Canada.
---

Pages 321 to 324 have been intentionally omitted.

Annual Report on Form 20-F 2024	325	riotinto.com

Additional information

Shareholder information

Organisational structure

The Rio Tinto Group consists of Rio Tinto plc

(registered in England and Wales as

company number 719885 under the UK

Companies Act 2006 and listed on the

London Stock Exchange as RIO.L), and Rio

Tinto Limited (registered in Australia as ABN

96 004 458 404 under the Australian

Corporations Act 2001 and listed on the

Australian Securities Exchange as RIO.AX).

LSX is the principal trading market for Rio

Tinto plc shares, and ASX for Rio Tinto

Limited shares.

Rio Tinto plc has a sponsored American

Depositary Receipts (ADR) facility, with

underlying shares registered with the US

Securities and Exchange Commission (SEC)

and listed on the New York Stock Exchange

as RIO.N.

Rio Tinto is headquartered in London with a

corporate office in Melbourne.

Nomenclature and financial data

Rio Tinto plc and Rio Tinto Limited operate

together and are referred to in this report as

Rio Tinto, the Rio Tinto Group or the Group.

These expressions are used for convenience

notwithstanding that they are separate and

distinct legal entities. Likewise, the words "we",

"us", "our" and "ourselves" are used in some

places to refer to one, some or the companies

of the Rio Tinto Group in general. Financial

data in US dollars ($) is derived from, and

should be read in conjunction with, the 2024

financial statements. In general, where we

have provided financial data in other

currencies, it has been translated from the

consolidated financial statements, and is

provided solely for convenience. Exceptions

arise where data has been extracted directly

from source records.

History

Rio Tinto plc was incorporated on

30 March 1962, as The Rio Tinto-Zinc

Corporation Limited (RTZ). Rio Tinto Limited

was incorporated (under a different name)

on 17 December 1959 and following a merger

with other Australian interests in 1962,

formed a group that was later renamed

CRA Limited (CRA).

In 1997, RTZ became Rio Tinto plc and CRA

became Rio Tinto Limited.

Dual-listed companies structure

The businesses of RTZ and CRA were

merged contractually in 1995 by way of a dual-

listed companies structure ('DLC structure').

Both companies agreed to be managed in a

unified way, implementing arrangements to

provide shareholders of both companies with a

common economic interest in the DLC

structure, under a common board of directors.

The ratio of dividend, voting and capital

distribution rights attached to each share in Rio

Tinto plc and Rio Tinto Limited was fixed by a

“DLC Sharing Agreement” at an Equalisation

Ratio of 1:1. This has remained unchanged,

although can be revised in special

circumstances or with the approval of

shareholders of each company under the

class rights action approval procedure

(described below) and subject to any

adjustments to be confirmed by the Group's

external auditors. Rio Tinto shareholders

cannot directly enforce the provisions of the

DLC Sharing Agreement.

To ensure that the Boards of both companies

are identical, resolutions to appoint or

remove Directors must be put to

shareholders of both companies as Joint

Decisions (described below), and Directors

can only be a Director of one company if

they are a Director of both companies.

Dividend arrangements

Dividends paid on Rio Tinto plc and Rio Tinto

Limited shares are equalised

on a net cash basis without taking into

account any associated tax credits.

Dividends are determined in US dollars

(except for ADR holders) and both

companies must announce and pay

distributions (including dividends)

as close to the same time as possible.

If the payment of an equalised dividend

would contravene the law applicable to one

of the companies, they can depart from the

Equalisation Ratio but the relevant company

must put aside reserves for payment on the

relevant shares at a later date.

Voting arrangements

The shareholders of Rio Tinto plc and Rio

Tinto Limited vote as one combined body on

any matters that affect them similarly, subject

to limited exceptions. These are called Joint

Decisions, and include creating new classes

of share capital, changing directors and

auditors, and receiving annual financial

statements.

In class rights actions, where both

companies are not affected equally such

as changes to a company’s articles of

association or constitution, the resolution

must be passed by the shareholders of each

company on a standalone basis.

In other circumstances, only one company

requires a vote, and these matters are single

electorate matters.

All shareholder resolutions that include a

Joint Decision or class rights action are

decided by a poll, although in exceptional

circumstances, certain shareholders can be

excluded from voting at their respective

company's general meeting (such as where

they have breached the limitations on

ownership of shares discussed below).

Where a matter has been expressly

categorised as a Joint Decision or a class

rights action, the Directors cannot change

that categorisation. If a matter is categorised

as both, it is treated as a class rights action.

Otherwise, the Directors decide how issues

should be put to shareholders for approval.

Both companies have entered into

shareholder joint voting agreements, where a

Special Voting Share is issued to a special

purpose company and held in trust for

shareholders by a trustee.

When a resolution is put as a Joint Decision,

each Rio Tinto plc share carries one vote at

Rio Tinto plc shareholders meeting. The

holder of the Special Voting Share has one

vote for each vote cast by the public

shareholders of Rio Tinto Limited in their

parallel meeting. Holders of Rio Tinto Limited

ordinary shares do not hold voting shares in

Rio Tinto plc by virtue of their holding in Rio

Tinto Limited, and cannot enforce the voting

arrangements relating to the Special Voting

Share. Instead, the trustee holding the

Special Voting Share must vote in

accordance with the votes cast by public

shareholders on the equivalent resolution at

the parallel Rio Tinto Limited shareholders'

meeting.

The same arrangements apply for the trustee

holding the Special Voting Share issued by

Rio Tinto Limited to cast a vote

at the Rio Tinto Limited shareholders

meeting for each vote cast by the public

shareholders of Rio Tinto plc in their

parallel meeting.

Capital distribution arrangements

If either company goes into liquidation,

the surplus assets of both companies are

valued. If the surplus assets available for

distribution by one company exceed the

surplus assets available for distribution by

the other company (on each of the shares

held by its shareholders), then, to the extent

permitted by law, an equalising payment

must be made so that the amount available

for distribution on each share held by

shareholders of both companies reflects the

Equalisation Ratio.

Annual Report on Form 20-F 2024	326	riotinto.com

Additional information | Shareholder information

Limitations on ownership of shares and

merger obligations

Control of interests in publicly listed

companies in excess of defined thresholds,

is regulated in both Australia and the UK.

Under UK law, which applies to Rio Tinto plc,

the threshold is 30% and under Australian

law which applies to Rio Tinto Limited, the

threshold is 20%. These thresholds also

apply on a joint basis as Rio Tinto plc's

Articles of Association and Rio Tinto

Limited's Constitution extend these laws to

apply to the combined entity. These

provisions also ensure that a person cannot

exercise control over one company without

having made offers to the public

shareholders of both companies. If one of

these thresholds is exceeded, the person's

voting and distribution rights are suspended,

and their shares may be divested – until they

offer for all publicly held shares of the other

company, reduce their controlling interest

below the thresholds specified, or acquire (by

a permitted means) at least 50% of each

company's publicly held shares.

This ensures equal treatment for all

shareholders, with the Directors unable to offer

exemptions.

Guarantees

Subject to limited exceptions, each company

guarantees the other company's contractual

obligations, creditors and the obligations of

other persons guaranteed by the other

company. All creditors can make demands on

their guarantor without first having recourse to

the company or persons whose obligations are

being guaranteed.

The guarantor's obligations expire on

termination of the Sharing Agreement (but only

for obligations arising after termination) and

under other limited circumstances (after due

notice is given).

Markets

Rio Tinto plc

The principal market for Rio Tinto plc shares

is the London Stock Exchange, with shares

trading through the Stock Exchange

Electronic Trading Service (SETS) system.

Rio Tinto plc American Depositary Receipts

(ADRs) are listed on the New York Stock

Exchange.

Rio Tinto Limited

Rio Tinto Limited shares are listed on the

Australian Securities Exchange (ASX).

The ASX is the principal trading market for

Rio Tinto Limited shares. The ASX is a

national stock exchange with an automated

trading system.

Share ownership

Substantial shareholders in Rio Tinto plc

The following table shows holdings of 3% or more of voting rights in Rio Tinto plc’s ordinary shares as per the most recent notification of each

respective holder to Rio Tinto plc under the UK Disclosure and Transparency Rule 5. The percentage of voting rights detailed below was

calculated as at the date of the relevant disclosures. The following table shows shareholders who have provided this notice or an equivalent as

of 4 February 2025.

Rio Tinto plc	Date of<br><br>notice	Number<br><br>of shares	Percentage<br><br>of capital
BlackRock, Inc.1	4 Dec 2009	127,744,871	8.38
Shining Prospect Pte. Ltd	7 Dec 2018	182,550,329	14.02
The Capital Group Companies, Inc.	6 Jul 2022	51,648,733	4.13
JPMorgan Nominees Australia Ltd	28 Jan 2025	37,704,651	3.01

1.On 25 January 2024, BlackRock, Inc. filed an Amendment to Schedule 13G with the SEC and disclosed beneficial ownership of 112,980,265 ordinary shares in Rio Tinto plc as of 31

December 2023, representing 9.0% of that class of shares.

Substantial shareholders in Rio Tinto Limited

Under the Australian Corporations Act 2001, any person with 5% or more voting power in Rio Tinto Limited is required to provide the company

with notice. The following table shows shareholders who have provided this notice or an equivalent as of 4 February 2025:

Rio Tinto Limited	Date of<br><br>notice	Number<br><br>of shares	Percentage<br><br>of capital2
State Street Corporation	23 Jan 2025	31,424,591	8.47
The Vanguard Group, Inc.3	4 Jul 2024	22,353,663	6.02
BlackRock, Inc.4, 5	5 Dec 2022	26,031,175	7.01
Shining Prospect Pte. Ltd	9 Feb 2018	see footnote6	see footnote6

2.The percentage of voting rights detailed was as disclosed in the notice received by the company, calculated at the time of the relevant disclosure.

3.On 13 February 2024, The Vanguard Group Inc. filed an Amendment to Schedule 13G with the SEC and disclosed beneficial ownership of 21,071,571 ordinary shares in Rio Tinto Limited as

of 29 December 2023, representing 5.68% of that class of shares.

4.In its substantial holding notice filed on 5 December 2022, BlackRock, Inc. and its associates disclosed a holding of 115,764,125 shares in Rio Tinto plc and 26,031,175 shares in Rio Tinto

Limited, which gave BlackRock, Inc. and its associates voting power of 8.74% in the Rio Tinto Group on a Joint Decision matter. Accordingly, in addition to being substantial shareholders of

Rio Tinto Limited by virtue of interests held in Rio Tinto Limited’s shares, through the operation of the Australian Corporations Act 2001 as modified to apply to the DLC structure, these

entities disclosed voting power of 8.74% in Rio Tinto Limited. Based on this notification, as at 5 December 2022, BlackRock, Inc. directly held a 7.01% interest in Rio Tinto Limited.

5.On 2 February 2024, BlackRock, Inc. filed an Amendment to Schedule 13G with the SEC and disclosed beneficial ownership of 24,991,523 ordinary shares in Rio Tinto Limited as of 31

December 2023, representing 6.7% of that class of shares.

6.In its substantial holding notice filed on 9 February 2018, Shining Prospect Pte. Ltd disclosed that its holding of 182,550,329 Rio Tinto plc shares gave Shining Prospect Pte. Ltd and its

associates voting power of 10.32% in the Rio Tinto Group on a Joint Decision matter. Accordingly, through the operation of the Australian Corporations Act 2001 as modified to apply to the

DLC structure, these disclosed voting power of 10.32% in Rio Tinto Limited.

Annual Report on Form 20-F 2024	327	riotinto.com

Additional information | Shareholder information

As far as is known, Rio Tinto plc and

Rio Tinto Limited are not directly or indirectly

owned or controlled by another corporation

or by any government or natural person.

Rio Tinto is not aware of any arrangement

that may result in a change in control of

Rio Tinto plc or Rio Tinto Limited. No

shareholder possesses voting rights that

differ from those attaching to Rio Tinto plc’s

and Rio Tinto Limited’s securities.

As of 4 February 2025, the total amount of

the Group’s voting securities owned by the

Directors and Executives in Rio Tinto plc was

381,338 ordinary shares of 10p each or

ADRs. There were 23,270 holders of record

of Rio Tinto plc’s shares. Of these holders,

337 had registered addresses in the US and

held a total of 286,520 Rio Tinto plc shares,

representing 0.02% of the total number of

Rio Tinto plc shares issued and outstanding

as at such date. In addition, 187,497,933

Rio Tinto plc shares were registered in the

name of a custodian account in London

which represented 14.93% of Rio Tinto plc

shares issued and outstanding. These

shares were represented by 187,497,938

Rio Tinto plc ADRs held on record by 411

ADR holders. In addition, certain accounts on

record with registered addresses other than

in the US hold shares, in whole or in part,

beneficially for US persons.

As of 4 February 2025, the total amount of

the Group’s voting securities owned by

Directors and Executives in Rio Tinto Limited

was 80,391 shares, in aggregate

representing less than 0.01% of the Group’s

total number of ordinary shares in issue.

There were 186,022 holders of record of

Rio Tinto Limited shares. Of these holders,

239 had registered addresses in the US,

representing approximately 0.03% of the

total number of Rio Tinto Limited shares

issued and outstanding as of such date. In

addition, nominee accounts of record with

registered addresses other than in the US

may hold Rio Tinto Limited shares, in whole

or in part, beneficially for US persons.

Unquoted equity securities in

Rio Tinto Limited

As at 4 February 2025, there were Rio Tinto

Limited unquoted equity securities on issue,

comprising 39,652 unvested Bonus Deferral

Awards held by 4 holders; 1,211,294

unvested Management Share Awards held

by 1,154 holders; and 1,384,779 unvested

Performance Share Awards held by 67

holders, all of which were granted under the

Rio Tinto Limited Equity Incentive Plan, and

1,592,590 unvested matching share rights

were granted under the Rio Tinto Limited

Global Employee Share Plan held by 17,993

holders. This information is provided in

compliance with ASX Listing Rule 4.10.16.

Analysis of ordinary shareholders

				Rio Tinto Limited
As at 4 February 2025	%	Shares	%	No. of accounts	%	Shares	%
1 to 1,000 shares	74.84	5,392,447	0.43	160,885	86.49	39,986,230	10.77
1,001 to 5,000 shares	17.88	8,409,963	0.67	22,619	12.16	45,069,109	12.14
5,001 to 10,000 shares	2	3,269,939	0.26	1,756	0.94	12,095,600	3.26
10,001 to 25,000 shares	1.38	5,255,377	0.42	608	0.33	8,922,442	2.40
25,001 to 125,000 shares	1.87	26,361,847	2.1	115	0.06	5,475,069	1.47
125,001 to 250,000 shares	0.6	25,182,780	2.01	9	0.00	1,510,416	0.41
250,001 to 1,250,000 shares	0.96	127,229,621	10.13	16	0.01	8,075,866	2.18
1,250,001 to 2,500,000 shares	0.19	81,956,292	6.52	7	0.00	13,270,211	3.57
2,500,001 shares and over	0.28	972,901,3251	77.46	7	0.00	236,811,271	63.79
		1,255,959,5912	100.00			371,216,2143	100.00
Number of holdings less than marketable parcel of A500				2,858

All values are in US Dollars.

1.This includes 187,507,978 shares held in the name of a nominee on the share register. The shares are listed on the New York Stock Exchange (NYSE) in the form of American Depositary

Receipts (ADRs).

2.The total issued share capital is made up of 1,255,959,591 publicly held shares and 2,907,902 shares held in Treasury.

3.Publicly held shares in Rio Tinto Limited.

Twenty largest registered shareholders

The following table lists the 20 largest registered holders of Rio Tinto Limited shares in accordance with the ASX listing rules, together with the

number of shares and the percentage of issued capital each holds, as of 4 February 2025.

Rio Tinto Limited	Number of<br><br>shares	Percentage of<br><br>issued share<br><br>capital
HSBC Custody Nominees (Australia) Limited	113,368,977	30.54
J. P. Morgan Nominees Australia Pty Limited	57,336,317	15.45
Citicorp Nominees Pty Ltd	43,888,604	11.82
BNP Paribas Nominees Pty Ltd (Agency Lending A/C)	8,189,356	2.21
BNP Paribas Noms Pty Ltd	7,401,091	1.99
National Nominees Limited	3,830,790	1.03
Citicorp Nominees Pty Limited (Colonial First State Inv A/C)	3,358,616	0.90
Australian Foundation Investment Company Limited	2,200,553	0.59
Argo Investments Limited	2,200,139	0.59
HSBC Custody Nominees (Australia) Limited (NT-Comnwlth Super Corp A/C)	2,141,508	0.58
BNP Paribas Nominees Pty Ltd Hub24 Custodial Serv Ltd	1,970,724	0.53
BNP Paribas Nominees Pty Ltd (ACF Clearstream)	1,869,358	0.50
Netwealth Investments Limited (WRAP Services A/C)	1,794,437	0.48
Mutual Trust Pty Ltd	1,432,029	0.39
Custodial Services Limited	1,120,911	0.30
BNP Paribas Noms (NZ) Ltd	774,816	0.21
CGU Insurance	753,190	0.20
IOOF Investment Services Limited (IPS Superfund A/C)	608,918	0.16
IOOF Investment Services Limited (IOOF IDPS A/C)	598,554	0.16
Peter & Lyndy White Foundation Pty Ltd	591,877	0.16
Annual Report on Form 20-F 2024	328	riotinto.com
---	---	---

Additional information | Shareholder information

Material contracts

Articles of Association, Constitution, and

DLC Sharing Agreement

As explained on page 325, under the terms

of the DLC structure, shareholders of

Rio Tinto plc and of Rio Tinto Limited entered

into certain contractual arrangements

designed to place the shareholders of both

companies in substantially the same position

as if they held shares in a single entity that

owned all the assets of both companies. As

far as is permitted by the UK Companies Act

2006, the Australian Corporations Act 2001

and ASX Listing Rules, this principle is

reflected in the Articles of Association of

Rio Tinto plc and in the Constitution of

Rio Tinto Limited.

The following summaries describe the

material rights of shareholders of both

Rio Tinto plc and Rio Tinto Limited.

Objects

At the 2009 AGMs, shareholders of Rio Tinto

plc and Rio Tinto Limited approved

amendments to their Articles of Association

and Constitution whereby the object clauses

were removed to allow the companies to

have the widest possible scope of activities.

Directors’ interests

Under Rio Tinto plc’s Articles of Association,

a Director may not vote in respect of any

proposal in which he or she, or any other

person connected with him or her, has any

interest, other than by virtue of his or her

interests in shares or debentures or other

securities of, in or through the company,

except in certain circumstances, including in

respect of resolutions:

–Indemnifying him or her or a third party in

respect of obligations incurred by the

Director on behalf of, or for the benefit of,

the company, or in respect of obligations

of the company, for which the Director

has assumed responsibility under an

indemnity, security or guarantee.

–Relating to an offer of securities in which

he or she may be interested as a holder

of securities or as an underwriter.

–Concerning another body corporate in

which the Director is beneficially

interested in less than 1% of the issued

shares of any class of shares of such a

body corporate.

–Relating to an employee benefit in which

the Director will share equally with

other employees.

–Relating to liability insurance that the

company is empowered to purchase for

the benefit of Directors of the company in

respect of actions undertaken as

Directors (or officers) of the company.

–Concerning the giving of indemnities in

favour of Directors or the funding of

expenditure by Directors to defend

criminal, civil or regulatory proceedings or

actions against a Director.

Under Rio Tinto Limited’s Constitution,

a Director may be present at a meeting of the

Board while a matter in which the Director

has a material personal interest is being

considered and may vote in respect of that

matter, except where a Director is

constrained by Australian law.

The Directors are empowered to exercise all

the powers of the companies to borrow

money; to charge any property or business

of the companies or all, or any, of their

uncalled capital; and to issue debentures or

give any other security for a debt, liability or

obligation of the companies or of any other

person. The Directors shall restrict the

borrowings of Rio Tinto plc to the limitation

that the aggregate amount of all monies

borrowed by the company and its

subsidiaries shall not exceed an amount

equal to 1.5 times the companies’ share

capital plus aggregate reserves unless

sanctioned by an ordinary resolution of

the company.

Directors are not required to hold any shares

of either company by way of qualification.

The Remuneration Report on pages 119-145

provides information on shareholding policies

relating to Executive and Non-Executive

Directors. Please refer to the Directors’

Report for information on the appointment of

Directors.

Rights attaching to shares

Under UK law, dividends on shares may only

be paid out of profits available for

distribution, as determined in accordance

with generally accepted accounting principles

and by the relevant law. Shareholders are

entitled to receive such dividends as may be

declared by the Directors. Directors may also

pay interim dividends to shareholders as

justified by the financial position of the

Group.

Under the Australian Corporations Act 2001,

dividends on shares may only be paid if the

company’s assets exceed its liabilities

immediately before the dividend is declared,

the excess is sufficient for the payment of the

dividend, the payment is fair and reasonable

to the company’s shareholders as a whole,

and the payment does not materially

prejudice the company’s ability to pay its

creditors. Any Rio Tinto plc dividend

unclaimed after 12 years from the date the

dividend was declared, or became due for

payment, will be forfeited and returned to the

company. Any Rio Tinto Limited dividend

unclaimed may be invested or otherwise

used by the Board for the benefit of the

company until claimed or otherwise disposed

of according to Australian law. Rio Tinto

Limited is governed by the State of Victoria’s

unclaimed monies legislation, which requires

the company to pay to the state revenue

office any unclaimed dividend payments of

A$20 or more that on 1 March each year

have remained unclaimed for over 12

months.

Voting

Voting at any general meeting of

shareholders on a resolution on which the

holder of the Special Voting Share is entitled

to vote shall be decided by a poll, and any

other resolution shall be decided by a show

of hands unless a poll has been duly

demanded. On a show of hands, every

shareholder who is present in person or by

proxy (or other duly authorised

representative) and is entitled to vote, has

one vote regardless of the number of shares

held. The holder of the Special Voting Share

is not entitled to vote in a show of hands. On

a poll, every shareholder who is present in

person or by proxy (or other duly authorised

representative) and is entitled to vote, has

one vote for every ordinary share for which

he or she is the holder. In the case of Joint

Decisions, the holder of the Special Voting

Share has one vote for each vote cast in

respect of the publicly held shares of the

other company.

A poll may be demanded by any of

the following:

–The Chair of the meeting.

–At least 5 shareholders entitled to vote on

the resolution.

–Any shareholder(s) representing in the

aggregate not less than one tenth

(Rio Tinto plc) or one 20th (Rio Tinto

Limited) of the total voting rights of all

shareholders entitled to vote on the

resolution.

–Any shareholder(s) holding Rio Tinto plc

shares conferring a right to vote at the

meeting on which there have been paid-

up sums in the aggregate equal to not

less than one tenth of the total sum paid

up on all the shares conferring that right.

–The holder of the Special Voting Share of

either company.

A proxy form gives the proxy the authority to

demand a poll, or to join others in

demanding one.

The necessary quorum for a Rio Tinto plc

general meeting is 3 members present

(in person or by proxy or other duly

authorised representative) and entitled to

vote. For a Rio Tinto Limited general meeting

it is 2 members present (in person or by

proxy or other duly authorised

representative).

Matters are transacted at general

meetings by the proposing and passing of

resolutions as:

–Ordinary resolutions (for example the

election of Directors), which require the

affirmative vote of a majority of persons

voting at a meeting for which there is

a quorum.

–Special resolutions (for example

amending the Articles of Association of

Rio Tinto plc or the Constitution of

Rio Tinto Limited), which require the

affirmative vote of not less than three-

quarters of the persons voting at a

meeting at which there is a quorum.

Annual Report on Form 20-F 2024	329	riotinto.com

Additional information | Shareholder information

The Sharing Agreement further classifies

resolutions as Joint Decisions and class

rights actions as explained on pages

325-326.

AGMs must be convened with 21 days’

written notice for Rio Tinto plc and with 28

days’ notice for Rio Tinto Limited. In

accordance with the authority granted by

shareholders at the Rio Tinto plc AGM in

2024, other meetings of Rio Tinto plc may be

convened with 14 days’ written notice for the

passing of a special resolution, and with

14 days’ notice for any other resolution,

depending on the nature of the business to

be transacted. All meetings of Rio Tinto

Limited require 28 days’ notice. In calculating

the period of notice, any time taken to deliver

the notice and the day of the meeting itself

are not included. The notice must specify the

nature of the business to be transacted.

Variation of rights

If, at any time, the share capital is divided

into different classes of shares, the rights

attached to each class may be varied,

subject to the provisions of the relevant

legislation, the written consent of holders of

three-quarters in value of the shares of that

class, or upon the adoption of a special

resolution passed at a separate meeting of

the holders of the shares of that class. At

every such meeting, all of the provisions of

the Articles of Association and Constitution

relating to proceedings at a general meeting

apply, except that the quorum for Rio Tinto

plc should be 2 or more persons who hold or

represent by proxy not less than one-third in

nominal value of the issued shares of

the class.

Rights upon a winding-up

Except as the shareholders have agreed or

may otherwise agree, upon a winding-up, the

balance of assets available for distribution

after the payment of all creditors (including

certain preferential creditors, whether

statutorily preferred creditors or normal

creditors), and subject to any special rights

attaching to any class of shares, is to be

distributed among the holders of ordinary

shares according to the amounts paid-up on

the shares held by them. This distribution

should generally be made in cash. A

liquidator may, however, upon the adoption

of a special resolution of the shareholders,

divide among the shareholders the whole or

any part of the assets in specie or kind.

The Sharing Agreement describes the

distribution of assets of each of the

companies in the event of a liquidation, as

explained on page 325.

Facility agreements

Details of the Group’s credit facilities are set

out in the Our capital and liquidity section to

the financial statements on page 197.

Exchange controls and foreign

investment

Rio Tinto plc

There are no UK foreign exchange controls

or other restrictions on the import or export of

capital by, or on the payment of dividends to,

non-resident holders of Rio Tinto plc shares,

or that materially affect the conduct of

Rio Tinto plc’s operations. It should be noted,

however, that various sanctions, laws,

regulations or conventions may restrict the

import or export of capital by, or the payment

of dividends to, non-resident holders of

Rio Tinto plc shares. There are no

restrictions under Rio Tinto plc’s Articles of

Association or under UK law that specifically

limit the right of non-resident owners to hold

or vote in Rio Tinto plc shares. However,

certain of the provisions of the Australian

Foreign Acquisitions and Takeovers Act

1975 (the Takeovers Act) described below

also apply to the acquisition by non-

Australian persons of interests in securities

of Rio Tinto plc.

Rio Tinto Limited

Under current Australian legislation, Australia

does not impose general exchange or

foreign currency controls. Subject to some

specific requirements and restrictions,

Australian and foreign currency may be

freely brought into and sent out of Australia.

There are requirements to report cash

transfers in or out of Australia of A$10,000 or

more. There is a prohibition on (or in some

cases the specific prior approval of the

Department of Foreign Affairs and Trade or

Minister for Foreign Affairs must be obtained

for) certain payments or other dealings

connected with countries or parties identified

with terrorism, or to whom United Nations or

autonomous Australian sanctions apply.

Sanction, anti-money laundering and counter

terrorism laws may restrict or prohibit

payments, transactions and dealings or

require reporting of certain transactions.

Rio Tinto Limited may be required to deduct

withholding tax from foreign remittances of

dividends, to the extent that they are

unfranked, and from payments of interest.

Acquisitions of interests in shares, and

certain other equity instruments in Australian

companies by non-Australian (“foreign”)

persons are subject to review and approval

by the Treasurer of the Commonwealth of

Australia under the Takeovers Act.

In broad terms, the Takeovers Act applies to

acquisitions of interests in securities in an

Australian entity by a foreign person where,

as a result, a single foreign person (and any

associate) would control 20% or more of the

voting power or potential voting power in the

entity. The potential voting power in an entity

is determined having regard to the voting

shares in the entity that would be issued if all

rights (whether or not presently exercisable)

in the entity were exercised.

The Takeovers Act also applies to direct

investments by foreign government

investors, in certain circumstances

regardless of the size of the investment.

Persons who are proposing relevant

acquisitions or transactions may be required

to provide notice to the Treasurer before

proceeding with the acquisition or

transaction, and may be required to register

their interest on the Register of Foreign

Ownership of Australian Assets.

The Treasurer has the power to order

divestment in cases where relevant

acquisitions or transactions have already

occurred, including where prior notice to the

Treasurer was not required. The Takeovers

Act does not affect the rights of owners

whose interests are held in compliance with

the legislation.

Limitations on voting and shareholding

Except for the provisions of the Takeovers

Act, there are no limitations imposed by law,

Rio Tinto plc’s Articles of Association or

Rio Tinto Limited’s Constitution, on the

rights of non-residents or foreigners to hold

the Group’s ordinary shares or ADRs, or to

vote that would not apply generally to

all shareholders.

Directors

Appointment and removal of Directors

The appointment and replacement of

Directors is governed by Rio Tinto plc’s

Articles of Association and Rio Tinto

Limited’s Constitution, relevant UK and

Australian legislation, and the UK Corporate

Governance Code. The Board may appoint a

Director either to fill a casual vacancy or as

an addition to the Board, so long as the total

number of Directors does not exceed the

limit prescribed in these constitutional

documents. An appointed Director must

retire and seek election to office at the next

AGM of each company. In addition to any

powers of removal conferred by the UK

Companies Act 2006 and the Australian

Corporations Act 2001, the company may by

ordinary resolution remove any Director

before the expiry of his or her period of office

and may, subject to these constitutional

documents, by ordinary resolution appoint

another person who is willing to act as a

Director in their place. In line with the UK

Corporate Governance Code, all Directors

are required to stand for re-election at each

AGM.

Annual Report on Form 20-F 2024	330	riotinto.com

Additional information | Shareholder information

Directors’ powers

The Board manages the business of Rio Tinto under the powers set out in these constitutional documents. These powers include the Directors’

ability to issue or buy back shares. Shareholders’ authority to empower the Directors to purchase its own ordinary shares is sought at the

AGM each year. The constitutional documents can only be amended, or replaced, by a special resolution passed in general meeting by at least

75% of the votes cast.

UK listing rules cross-reference table

The following table contains only those sections of UK listing rule 6.6.1 which are relevant. The remaining sections of listing rule 6.6.1 are

not applicable.

UK Listing rule	Description of listing rule	Reference in report
6.6.1 (1)	A statement of any interest capitalised by the Group during the year	Note 9 Finance income and finance costs.
6.6.1 (11)	Details of any arrangement under which a shareholder has waived or<br><br>agreed to waive any dividends	See page 147.

Metal prices and exchange rates

Metal prices – average for the year		2024	2023	Increase/<br><br>(Decrease)
Copper	– US cents/lb	415	386	8%
Aluminium	– $/tonne	2,419	2,250	8%
Gold	– $/troy oz	2,386	1,941	23%
Average exchange rates against the US dollar
Sterling		1.28	1.24	3%
Australian dollar		0.66	0.66	(1)%
Canadian dollar		0.73	0.74	(1)%
Euro		1.08	1.08	—%
South African rand		0.055	0.054	1%
Year-end exchange rates against the US dollar
Sterling		1.25	1.28	(2)%
Australian dollar		0.62	0.69	(9)%
Canadian dollar		0.70	0.76	(8)%
Euro		1.04	1.11	(7)%
South African rand		0.053	0.054	(2)%
Annual Report on Form 20-F 2024	331	riotinto.com
---	---	---

Additional information

US Disclosure

Disclosure pursuant to Section

13(r) of the U.S. Securities

Exchange Act of 1934

Section 219 of the Iran Threat Reduction and

Syria Human Rights Act of 2012 added

Section 13(r) to the Securities Exchange Act

of 1934 (the “Exchange Act”). Section 13(r) to

the Exchange Act requires an issuer to

disclose in its annual reports whether it or any

of its affiliates knowingly engaged in certain

activities, transactions or dealings relating to

Iran or with the Government of Iran during the

period covered by the report. The Company

notes the following in relation to activities that

took place in 2024, or in relation to activities

the Company became aware of in 2024

relating to disclosable activities prior to the

reporting period.

The Company routinely takes action to

protect its intellectual property rights in many

countries throughout the world, including Iran.

As of 2024, the Company removed Iran from

its intellectual property rights filing strategy.

Rio Tinto acquired its interest in Namibia-

based Rössing Uranium Limited (“Rössing”)

in 1970. The Iran Foreign Investments

Company (“IFIC”) acquired its original

minority shareholding in Rössing in 1975.

IFIC’s interest predates the establishment of

the Islamic Republic of Iran and the U.S.

economic sanctions targeting Iran’s nuclear,

energy and ballistic missile programs. IFIC

acquired a minority shareholding in Rössing

in accordance with Namibian law. The

Treasury Department’s Office of Foreign

Assets Control designated IFIC as a Specially

Designated National on 5 November 2018.

On 16 July 2019, the Company completed

the sale of its entire interest 68.62 per cent

stake in Rössing to China National Uranium

Corporation Limited (“CNUC”) for an initial

cash payment of $6.5 million and a

contingent payment of up to $100 million. The

contingent payment is linked to uranium spot

prices reaching a certain level and Rössing's

net income until calendar year 2026. As a

result of the evolution of uranium prices, the

contingent payment had not been triggered

as of 31 December 2024. In addition, the

Company will receive a cash payment if,

subject to certain conditions, CNUC sell the

Zelda 20 Mineral Deposit during a restricted

period.

As of 31 December 2024, to the best of Rio

Tinto’s knowledge, CNUC had not sold the

Zelda Mineral Deposit. Rio Tinto Marketing

Pte Ltd has continued to purchase a quantity

of uranium produced by Rössing, in order to

satisfy existing contractual commitments with

customers, pursuant to an ongoing marketing

arrangement which will cease on 26

December 2026.

Rössing was neither a business partnership

nor joint venture between the Company and

IFIC. Rössing is a Namibian limited liability

company with a number of shareholders

which included Rio Tinto.

When the Company was a shareholder, IFIC

had no uranium product off-take rights.

Neither IFIC nor other Government of Iran

entities had any supply contracts in place with

Rössing and none received any uranium from

Rössing. IFIC also did not have access to any

technology through its investment in Rössing

or rights to such technology.

Rio Tinto had no power or authority to divest

IFIC’s holding in Rössing. The Rössing board

took steps in 2012 to terminate IFIC’s

involvement in the governance of Rössing.

When Rio Tinto was a shareholder in

Rössing, IFIC was entitled under Namibian

law to attend annual general meetings of

Rössing, which they did attend. IFIC was

represented on the board of Rössing by two

directors. While this level of board

representation did not provide IFIC with the

ability to influence the conduct of Rössing’s

business on its own, the Rössing board

nonetheless determined that, in light of

international economic sanctions, it would be

in the best interest of Rössing to terminate

IFIC’s involvement in board activity.

Therefore, on 4 June 2012, at the annual

general meeting of Rössing, the

shareholders, including the Company, voted

not to re-elect the two IFIC board members.

This ended IFIC’s participation in Rössing

board activities.

While IFIC has a notional entitlement to its

pro rata share of any dividend that the

majority of the board declared for all

shareholders in Rössing, such dividend

payments have been held in a blocked

account in Namibia to ensure compliance

with US sanctions legislation. Accordingly,

IFIC has not received such monies since

early 2008. Simply by maintaining its own

shareholding in Rössing, the Company was

not engaging in any activity intended or

designed to confer any direct or indirect

financial support for IFIC.

While the Company does not view itself as

actively transacting or entering into business

dealings with an instrumentality of the

Government of Iran or a Specially Designated

National, this information has been provided

to ensure transparency regarding the

passive, minority shareholding in Rössing

held by IFIC while the Company was a

shareholder.

Taxation

US residents

The following is a summary of the principal

UK tax, Australian tax and US federal income

tax consequences of the ownership of Rio

Tinto plc ADSs, Rio Tinto plc shares and Rio

Tinto Limited shares, “the Group’s ADSs and

shares”, by a US holder (as defined below). It

is not intended to be a comprehensive

description of all the tax considerations that

are relevant to all classes of taxpayer. This

summary does not cover all aspects of US

federal income taxation (including the

alternative minimum tax or net investment

income tax) that may be relevant to, or the

actual tax effect that any of the matters

described herein will have on, the acquisition,

ownership, or disposal of the Group’s ADSs

and shares by particular investors. Future

changes in legislation may affect the tax

consequences of the acquisition, ownership

or disposal of the Group’s ADSs and shares.

This summary is based in part on

representations by the Group’s depositary

bank as depositary for the ADRs evidencing

the ADSs and assumes that each obligation

in the deposit agreements will be performed

in accordance with its terms.

You are a US holder if you are a beneficial

owner of the Group’s ADSs and shares and

you are for US federal income tax purposes:

a citizen or resident of the United States; a

corporation created or organised under the

laws of the United States, any state thereof or

the District of Columbia; an estate whose

income is subject to US federal income tax

regardless of its source; or a trust if a US

court can exercise primary supervision over

the trust’s administration and one or more US

persons are authorised to control all

substantial decisions of the trust.

This section applies to US holders only if the

Group’s ADSs or shares are held as capital

assets for US federal income tax purposes.

This section does not address tax

considerations applicable to investors that

own (directly, indirectly, or by attribution) 5%

or more of the stock of the company (by vote

or value) and does not apply to shareholders

who are members of a special class of

holders subject to special rules, including a

dealer in securities, a trader in securities who

elects to use a mark-to-market method of

accounting for securities holdings, a tax

exempt organisation, a life insurance

company, a person that holds the Group’s

ADSs or shares as part of a straddle or a

hedging or conversion transaction, persons

that have ceased to be US citizens or lawful

permanent residents of the United States,

investors holding the Group’s ADSs or shares

in connection with a trade or business

conducted outside of the United States, US

expatriates or a person whose functional

currency is not the US dollar.

Annual Report on Form 20-F 2024	332	riotinto.com

Additional information | US Disclosure

This section is based on the US Internal

Revenue Code of 1986, as amended (the

Code), its legislative history, existing and

proposed regulations, published rulings and

court decisions, Australian tax law and practice,

UK tax law as applied in England and Wales

and HM Revenue & Customs published

practice (which may not be binding on HM

Revenue & Customs) and on the convention

between the United States and the UK, and the

convention between the United States and

Australia (together, the Conventions) which

may affect the tax consequences of the

ownership of the Group’s ADSs and shares,

all as of the date hereof. These laws and

Conventions are subject to change, possibly on

a retroactive basis.

The summary describes the treatment

applicable under the laws and Conventions in

force at the date of this report.

UK taxation of shareholdings in

Rio Tinto plc

The comments below are based on current

United Kingdom tax law as applied in

England and Wales and HM Revenue &

Customs (“HMRC”) practice (which may not

be binding on HMRC) as at the latest

practicable date before the date of this

document. This section is based on the

assumption that for UK tax purposes a US

holder who holds ADRs evidencing ADSs will

be treated as the beneficial owner of the

underlying shares represented by the ADSs.

Case law in the UK has cast doubt on this

view; however, HM Revenue & Customs

have stated that, except in so far as the

relevant US laws (being the laws applicable

to the territory in which the ADRs are issued)

conclusively dictate that the holder of an ADR

will not have beneficial ownership in the

underlying shares, they will continue to apply

their practice of regarding the holder of an

ADR as having a beneficial interest in the

underlying shares.

Taxation of dividends

Under current UK tax legislation, no income tax

is required to be withheld from dividends paid

by Rio Tinto plc. Where dividends are paid by

Rio Tinto plc to a US holder who is not resident

in the UK and who does not hold the Group’s

ADSs and shares in connection with any trade,

profession or vocation carried on through a

branch, agency or permanent establishment in

the UK, no liability to UK tax will generally arise

to the US holder in respect of such dividends.

Capital gains

A US holder, who (if an individual) is not

resident in the UK for the tax year in question

or (if a company) is not resident in the UK

when the gain accrues, will not normally be

liable to UK tax on capital gains realised on

the sale of a Group ADS or share unless (i)

the holder carries on a trade, profession or

vocation in the UK through a branch, agency

or permanent establishment in the UK and

the ADS or share has been used for the

purposes of the trade, profession or vocation

or is acquired, held or used for the purposes

of such a branch, agency or permanent

establishment or (ii) the Group's ADSs or

shares are held by an individual who

becomes resident in the UK having left the

UK for a period of non-residence of five years

or less and who was resident for at least four

of the seven tax years prior to leaving the UK.

Inheritance tax

Under the UK/US Inheritance and Gift Tax Treaty

(1978) (UK/US Estate Tax Treaty), a US holder,

who is an individual shareholder and is domiciled

for the purpose of UK/US Estate Tax Treaty in

the United States and is not for the purposes of

the UK/US Estate Tax Treaty a national of the

UK, will not be subject to UK inheritance tax

upon the holder’s death or on a gift of a Group

ADS or share during the holder’s lifetime, unless

that ADS or share (i) forms part of the business

property of a permanent establishment of the

shareholder in the UK, (ii) pertains to a fixed

base situated in the UK used in the performance

of independent personal services, or (iii) where

the ADS or share is held on trust, at the time of

the settlement, the settlor was domiciled for the

purposes of UK/US Estate Tax Treaty in the

United States and was not for the purposes of

UK/US Estate Tax Treaty a national of the UK.

Where a Group an ADS or share is subject to

both UK inheritance tax and US Federal gift or

estate tax, tax payments are relieved in

accordance with the priority rules set out in the

UK/US Estate Tax Treaty.

Stamp duty and stamp duty reserve tax

UK stamp duty should not be required to be

paid in respect of a transfer of Rio Tinto plc

ADSs provided that the transfer instrument is

not executed in, and at all times remains

outside, the UK and does not relate to any

property situated or to any matter or thing to be

done in the UK. An agreement for the transfer

of a Group ADS will not be subject to stamp

duty reserve Tax (SDRT). Unconditional

agreements to transfer Rio Tinto plc shares are

subject to SDRT at a rate of 0.5% of the

amount or value of the consideration payable

for the transfer. Transfers of Rio Tinto plc

shares using a written transfer instrument are

subject to stamp duty at a rate of 0.5% of the

amount or value of the consideration on

transactions over £1,000 (rounded up to the

nearest £5). However, if within six years of the

date of the agreement becoming unconditional,

an instrument of transfer is executed pursuant

to the agreement, and stamp duty is paid on

that instrument of transfer, any SDRT already

paid will be refunded (generally, but not

necessarily, with interest) provided that a claim

for repayment is made, and any outstanding

liability to SDRT will be cancelled. Conversions

of Rio Tinto plc shares into Rio Tinto plc ADSs

will be subject to additional stamp duty or

SDRT at a rate of 1.5% of the amount or value

of the consideration given or, in certain

circumstances, the value of the shares, on all

transfers to the depositary or its nominee,

unless such a transfer is an integral part of the

raising of capital by Rio Tinto plc. All

subsequent transfers of depositary receipts

within the depositary receipts system are free

from SDRT and stamp duty.

Australian taxation of shareholdings

in Rio Tinto Limited

Taxation of dividends

US holders are not normally liable to

Australian withholding tax on dividends paid

by Rio Tinto Limited because such dividends

are normally fully franked under the

Australian dividend imputation system,

meaning that they are paid out of income that

has borne Australian income tax. Any

unfranked dividends would suffer Australian

withholding tax which under the Australian

income tax convention is limited to 15 per

cent of the gross dividend.

Capital gains

US holders are not normally subject to any

Australian tax on the disposal of Rio Tinto

Limited shares unless they have been used in

carrying on a trade or business wholly or

partly through a permanent establishment in

Australia, or the gain is in the nature of

income sourced in Australia.

Gift, estate and inheritance tax

Australia does not impose any gift, estate or

inheritance taxes in relation to gifts of shares

or upon the death of a shareholder.

Stamp duty

An issue or transfer of Rio Tinto Limited

shares does not require the payment of

Australian stamp duty.

US federal income tax

In general, taking into account the earlier

assumptions that each obligation of the

Deposit Agreement and any related

agreement will be performed according to its

terms, for US federal income tax purposes, if

you hold ADRs evidencing ADSs, you will be

treated as the owner of the shares

represented by those ADRs. Exchanges of

shares for ADRs, and ADRs for shares,

generally will not be subject to US federal

income tax.

Taxation of dividends

Under the US federal income tax laws, and

subject to the Passive Foreign Investment

Company (PFIC) rules discussed below, if

you are a US holder, the gross amount of any

distribution a company pays out of its current

or accumulated earnings and profits (as

determined for US federal income tax

purposes) is subject to US federal income

taxation as dividend income. The dividend will

not be eligible for the dividends-received

deduction generally allowed to US

corporations in respect of dividends received

from certain other corporations. Distributions

in excess of current and accumulated

earnings and profits, as determined for US

federal income tax purposes, will be treated

as a non-taxable return of capital to the

extent of your tax basis in the Group’s ADSs

or shares and thereafter as capital gain. The

Group does not maintain calculations of its

earnings and profits in accordance with US

federal income tax accounting principles. US

holders should therefore assume that any

distributions that a Group member pays with

respect to the Group’s ADSs or Shares will be

reported as dividend income.

Dividends paid to a non-corporate US holder

generally may be taxable at the reduced rate

normally applicable to long-term capital gains

provided the shares are readily tradable on

Annual Report on Form 20-F 2024	333	riotinto.com

Additional information | US Disclosure

an established securities market in the United

States or the company paying the dividend

qualifies for the benefits of an income tax

treaty between the United States and the

relevant jurisdiction and certain other

requirements are met (including certain

holding period requirements). Rio Tinto plc

ADSs are traded on the NYSE. Rio Tinto

Limited believes it qualifies for the benefits of

the convention between the United States

and Australia.

The dividend is taxable to you when you, in

the case of shares, or the depositary, in the

case of ADSs, receive the dividend, actually

or constructively. The amount of the dividend

distribution that you must include in your

income as a US holder will be the US dollar

value of the non-US dollar payments made,

determined at the spot UK pound/US dollar

rate (in the case of Rio Tinto plc) or the spot

Australian dollar/US dollar rate (in the case of

Rio Tinto Limited) on the date the dividend

distribution is includible in your income,

regardless of whether the payment is in fact

converted into US dollars.

Generally, any gain or loss resulting from

currency exchange fluctuations during the

period from the date you include the dividend

payment in income to the date you convert

the payment into US dollars will be treated as

ordinary income or loss and will not be

eligible for the reduced tax rate normally

applicable to capital gains. The gain or loss

generally will be income or loss from sources

within the US for foreign tax credit

limitation purposes.

You must include any Australian tax withheld

from the dividend payment in this gross

amount even though you do not in fact

receive it. Subject to certain complex and

evolving limitations, any Australian tax

withheld (at a rate not exceeding any

applicable rate under the convention between

United States and Australia) may be

creditable against your US federal income tax

liability. For foreign tax credit purposes,

dividends will generally be income from

sources outside the United States and will

generally constitute “passive category

income” for purposes of computing the

foreign tax credit allowable to you. In lieu of

claiming a tax credit, a US holder may be

able to take a deduction for any Australian

taxes withheld. An election to deduct

creditable foreign taxes instead of claiming a

foreign tax credit must be applied to all

creditable foreign taxes paid or accrued in the

US holder’s taxable year. The rules regarding

foreign tax credits are complex and US

holders should consult their own tax advisers

regarding the application of the foreign tax

credit rules to their particular situation.

Taxation of capital gains

Except if subject to the PFIC rules discussed

below, if you are a US holder and you sell or

otherwise dispose of the Group’s ADSs or

shares, you will recognise a capital gain or

loss for US federal income tax purposes

equal to the difference between the US dollar

value of the amount that you realise and your

tax basis, determined in US dollars, in your

Group’s ADSs or shares. The capital gain of a

non-corporate US holder is generally taxed at

preferential rates where the holder has a

holding period greater than one year.

The gain or loss will generally be income or

loss from sources within the United States for

foreign tax credit limitation purposes. The

rules governing foreign tax credit are complex

and US holders should consult their own tax

advisers regarding the US federal income tax

consequences in case non-US taxes (if any)

are imposed on disposition gains.

US holders should consult their own tax

advisers about how to account for proceeds

received on the sale or other disposition of

the Group’s ADSs or shares that are not paid

in US dollars.

Passive Foreign Investment

Company Rules

We believe that the Group’s ADSs or shares

should not be treated as stock of a PFIC for

US federal income tax purposes for the most

recent taxable year, and we do not expect the

Group ADSs or shares to be treated as stock

of a PFIC for the current taxable year or the

foreseeable future. However, this conclusion

is a factual determination that is made

annually and thus may be subject to change.

If we were to be treated as a PFIC, US

holders generally would be taxed under one

of three recognition provisions which can be

elected by the US taxpayer that holds a PFIC

interest. The available PFIC recognition

regimes include 1) a mark-to-market regime,

2) an excess distribution regime, or 3) a

qualified electing fund regime. These

alternative regimes can require the US

taxpayer to accelerate the recognition of

income, to pay an interest charge on certain

tax liabilities and to change the character of

the gain recognition from capital gains to

ordinary income. Moreover, if we were to be

treated as a PFIC, dividends that you receive

from us will not be eligible for the reduced

rate of tax described above under “Taxation

of dividends.” US holders should consult their

own tax advisers regarding the potential

application of the PFIC rules.

Backup Withholding and

Information Reporting

The proceeds of a sale or other disposition,

as well as dividends and other proceeds, with

respect to the Group’s ADSs or shares by a

US paying agent or other US intermediary will

be reported to the US Internal Revenue

Service and to the US holder as may be

required under applicable regulations.

Backup withholding may apply to these

payments if the US holder fails to provide an

accurate taxpayer identification number or

certification of exempt status or fails to

comply with applicable certification

requirements. Certain US holders are not

subject to backup withholding. US holders

should consult their tax advisers about these

rules and any other reporting obligations that

may apply to the ownership or disposition of

the Group’s ADSs or shares, including

requirements related to the holding of certain

foreign financial assets.

American Depositary Shares

American depositary receipts

(ADRs)

Rio Tinto plc has a sponsored ADR facility

with JPMorgan Chase Bank NA (“JPMorgan”)

under a Deposit Agreement, dated 13 July

1988, as amended on 11 June 1990, as

further amended and restated on 15 February

1999, 18 February 2005 (when JPMorgan

became Rio Tinto plc’s depositary), 29 April

2010, 19 February 2016 and 17 June 2021.

The ADRs evidence Rio Tinto plc ADSs, each

representing one ordinary share.

The shares are registered with the US

Securities and Exchange Commission

(“SEC”), are listed on the NYSE and are

traded under the symbol RIO.

Annual Report on Form 20-F 2024	334	riotinto.com

Additional information | US Disclosure

Fees and charges payable by a holder of ADSs

In accordance with the terms of the Deposit Agreement, JPMorgan may charge holders of Rio Tinto ADSs, either directly or indirectly, fees or

charges up to the amounts described in the table below.

Category	Depositary actions	Associated fee
	Issuance of ADSs against the deposit of shares, including deposits and<br><br>issuance in respect of:<br><br>–Share distributions, stock split, rights, merger<br><br>–Exchange of securities or other transactions<br><br>–Other events or distributions affecting the ADSs or the deposited securities	$5.00 or less per 100 ADSs (or<br><br>portion thereof) evidenced by the<br><br>new ADSs delivered
Selling or<br><br>exercising rights	Distribution or sale of securities, the fee being in an amount equal to the fee for<br><br>the execution and delivery of ADSs which would have been charged as a result<br><br>of the deposit of such securities	$5.00 or less for each 100 ADSs
Distributing dividends	Distribution of cash or other dividends	$0.02 or less per ADS
Withdrawing an<br><br>underlying share	Acceptance of ADSs surrendered for withdrawal of deposited securities	$5.00 or less for each 100 ADSs<br><br>evidenced by the ADSs<br><br>surrendered
Transferring, splitting<br><br>or grouping receipts	Transfers, combining or grouping of depositary receipts	$1.50 per ADS
General depositary<br><br>services, particularly<br><br>those charged on an<br><br>annual basis	Other services performed by the depositary in administering the ADRs<br><br>Provide information about the depositary’s right, if any, to collect fees and<br><br>charges by offsetting them against dividends received and deposited securities	$0.02 or less per ADS not more<br><br>than once each calendar year<br><br>and payable at the sole discretion<br><br>of the depositary by billing<br><br>holders or deducting such charge<br><br>from one or more cash dividends<br><br>or other cash distributions
Expenses of<br><br>the depositary	Expenses incurred on behalf of holders in connection with:<br><br>–Compliance with foreign exchange control regulations or any law or<br><br>regulation relating to foreign investment<br><br>–The depositary’s or its custodian’s compliance with applicable law, rule or<br><br>regulation<br><br>–Stock transfer or other taxes and other governmental charges<br><br>–Cable, telex, facsimile and electronic transmission/delivery<br><br>–Expenses of the depositary in connection with the conversion of foreign<br><br>currency into US dollars (which are paid out of such foreign currency)<br><br>–Any other charge payable by the depositary or its agents	Expenses payable at the sole<br><br>discretion of the depositary by<br><br>billing holders or by deducting<br><br>charges from one or more cash<br><br>dividends or other cash<br><br>distributions

Fees and payments made by the

depositary to the issuer

JPMorgan has agreed to reimburse certain

company expenses related to the Rio Tinto

plc ADR programme and incurred by the

Group in connection with the programme.

The Group received US $1,749,507.54 in

respect of expenses incurred by the Group in

connection with the ADR programme for the

year ended 31 December 2024. JPMorgan

did not pay any amount on the Group’s behalf

to third parties.

JPMorgan also waived certain of its standard

fees and expenses associated with the

administration of the programme relating to

routine programme maintenance, reporting,

distribution of cash dividends, annual meeting

services and report mailing services.

Under certain circumstances, including

removal of JPMorgan as depositary or

termination of the ADR programme by the

Company, the Company is required to repay

JPMorgan any amounts of administrative

fees and expenses waived during the 12-

month period prior to notice of removal or

termination.

Document on display

Rio Tinto is subject to the SEC reporting

requirements for foreign companies. This

Form 20-F, which corresponds with the Form

10-K for US public companies, was filed with

the SEC on 20 February 2025. Rio Tinto’s

Form 20-F and other filings can be viewed on

the Rio Tinto website as well as the SEC

website at www.sec.gov

Annual Report on Form 20-F 2024	335	riotinto.com

Additional information | US Disclosure

Cyber security

Strategy

Our vision is to create an environment where

cyber security is implicit in everything we do,

enabling the business to operate and grow,

while actively managing cyber risks to our

people, information and assets.

Our Cyber Security Strategy (2023-2025)

(Cyber Security Strategy) builds upon

foundations established by the Cyber Security

Strategy and multi‐phased Cyber Security

Remediation Program implemented between

2020 and 2022. This program improved

segregation of corporate and process control

networks, and allowed us to strengthen

privileged identity management and close

control gaps on the corporate network.

Our Cyber Security Strategy has 4 strategic

objectives that guide how, together, we can

build and maintain cyber security resilience.

These objectives will enable us to strengthen

and evolve our current cyber security

approach, while keeping pace with an ever-

changing cyber security threat landscape, to

provide a safe, stable and secure technology

platform.

Objective 1: Maintain a ”best-in-class” cyber security<br><br>capability<br><br>Continue to uplift and align our cyber security<br><br>capabilities with industry standards through ongoing<br><br>assurance and benchmarking.
Objective 2: Realise and sustain essential control<br><br>improvements for our core technology platforms<br><br>Embed robust frameworks for continuous<br><br>monitoring, assurance and improvement of the<br><br>cyber security operational control environment.
Objective 3: Build a culture of cyber security<br><br>resilience and consciousness<br><br>Increase our visibility and security consciousness,<br><br>and ensure everyone is aware of and understands<br><br>their responsibilities and obligations.
Objective 4: Secure our digital future<br><br>Adopt effective cyber control measures in new and<br><br>emerging technologies critical to our digital future.

Our Cyber Security Strategy requires

ongoing investment to embed and sustain

cyber security capabilities and controls, to

best support our operations as cyber threats

continue to rapidly evolve. We develop a

plan each year detailing the initiatives,

investment and goals we will deliver, aligned

to each of the 4 pillars of the Strategy. At the

beginning of each financial year, the Cyber

Security Steering Committee (CSSC), a

management committee chaired by the Chief

Financial Officer, endorses the plan. Detailed

quarterly plans are then prepared to

communicate our goals to the wider Cyber

Security team, and the milestones we will

need to meet to accomplish these goals. This

provides the Cyber Security function with a

structured way to ensure clarity on priorities

and accountabilities, and a way to measure

progress throughout the year.

Major initiatives and improvement objectives

for 2025 relate to improving Operational

Technology (OT) endpoint detection and

response, securing remote access to

process control networks, and strengthening

privileged identity management controls in

OT networks.

Governance

Accountability for the effective management

of cyber security risks and events rests with

Executive Management. In addition to

functional oversight, management has

established a Cyber Security Steering

Committee comprising a multi-disciplinary

team of senior executives who monitor

current and evolving cyber security risks and

the effectiveness of measures taken to

respond to them.

The Board oversees our material risks, and

the Audit & Risk Committee monitors the

overall effectiveness of our risk management

and internal controls framework. Exposures

to cyber security risks are managed

consistent with other material Group risks,

and are reported to the Board, Audit & Risk

Committee and the Executive Committee.

Refer to Our approach to risk management

on page 88 for further details.

Our Cyber Security function is overseen by

the CSSC. The remit of the function is

defined within our Group Procedure for

Information and Cyber Security. Specific

expectations for all employees are detailed

within our Acceptable Use of Information

and Electronic Resources Group

Standard, and our employee Code of

Conduct, The Way We Work.

For external assurance, we commission

independent assessment and benchmarking

against the US National Institute of

Standards and Technology Cybersecurity

Framework (NIST CSF), upon which our

internal standards are based. These reviews

are conducted by consultancies specialising

in cyber security and include penetration

testing and the simulation of external attacks

on our information security.

Capabilities of our Cyber Security function:

Threat intelligence	Understanding the latest cyber security threats and assessing our potential exposure.
Vulnerability<br><br>management	Maintaining awareness of, and continuously resolving, security vulnerabilities before they can be exploited, including a dedicated internal<br><br>function to test our defences against the latest vulnerabilities.
Security risk and<br><br>advisory	Ensuring information technology (IT) projects and changes stay within our risk appetite by assessing and advising on appropriate and<br><br>effective cybersecurity controls.
Security operations	Keeping core information security platforms and services available, accessible and operating effectively at all times.
Security architecture	Ensuring solution designs and our overall technology architecture are in line with good cyber security practice to be robust, resilient, and<br><br>sustainable.
Incident response	Persistent monitoring, alerting and triage of cyber security events. As required, initiating appropriate responses to contain threats,<br><br>resolve vulnerabilities, and recover services.
Cyber governance	Facilitating the definition, dissemination and monitoring of our security policies, standards and control environment.
Education and<br><br>awareness	Educating employees and third parties we work with about keeping information technology secure and being vigilant against social<br><br>engineering.
Annual Report on Form 20-F 2024	336	riotinto.com
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Additional information | US Disclosure

Board

The Board, supported by the Audit & Risk

Committee, is responsible for overseeing our

material risks, including those related to

cyber security.

The Audit & Risk Committee receives

periodic updates on cyber security from

management. Cyber security is also subject

to a comprehensive assurance program, the

rules of which are reported to the Audit &

Risk Committee in line with standard

processes for reporting assurance findings.

This annual update is also reviewed by the

Board.

Management

Our Cyber Security function operates

under the direction of our Chief Information

Security Officer (CISO), who executes

strategic direction and leads the function.

The CISO reports directly to the Chief

Information Officer (CIO) who is accountable

to the Chief Financial Officer. Additional

oversight is provided by the CSSC.

Our CISO leads a management team that

oversees delivery of the capabilities listed in

the table on the previous page.

The CSSC is our primary governing body for

operational management, responsible for

cyber security and the oversight of Group-wide

cyber security, reporting regularly to the

Executive Committee. The objective of the

CSSC is to ensure proper steps are taken to

proactively manage cyber security risk and

protect our most valuable information assets,

process control systems and users.

The CSSC also helps drive appropriate

behaviours, and ensures high-priority initiatives

receive executive support across the Group.

In the event of a cyber security incident, our

Cyber Incident Response team takes action

to contain, analyse and remediate the

incident. Impact thresholds trigger

disclosures to governance bodies, including

the CSSC and the Disclosure Committee,

who may consult with external legal counsel.

See “Disclosure Committee” on page 101.

The following table lists the members of the

CSSC as well as their relevant experience.

Name	Title	Relevant experience
Peter Cunningham	Chief Financial Officer	Peter joined Rio Tinto in March 1993 and was appointed Chief Financial Officer<br><br>and Executive Director in June 2021. As Chair of the Cyber Security Steering<br><br>Committee, he has presided over regular cyber security threat intelligence<br><br>briefings, the active monitoring of key cyber risks, and progress of our cyber<br><br>security improvement and assurance initiatives since assuming the duties of the<br><br>Chair of the CSSC in 2021. With his leadership of our IT, Group Risk and Group<br><br>Internal Audit functions, he maintains strong oversight of our broader risk<br><br>management processes and internal controls.
Daniel Evans	Chief Information Officer	Daniel has 13 years' cyber security leadership experience in senior, cyber<br><br>intelligence and operational leadership roles.
Scott Brown	Chief Information Security Officer	Scott has more than 15 years' cyber security experience in both senior leadership<br><br>and operational roles.
Isabelle Deschamps	Chief Legal Officer, Governance and<br><br>Corporate Affairs	Isabelle, Mark, Alex and Richard bring operational and business risk expertise that<br><br>is relevant to cyber security and their respective roles on the CSSC.
Mark Davies	Chief Technical Officer
Alex Markovski	Head of Group Risk
Richard Cohen	Operational Managing Director from a<br><br>product group (currently Rio Tinto<br><br>Iron Ore).
Annual Report on Form 20-F 2024	337	riotinto.com
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Additional information | US Disclosure

Risk management

Group risk management process

Cyber security risk exposures are managed

consistent with the Group risk management

process, which can be described as a plan-do-

check-act cycle. See “Our approach to risk

management” on pages 88-90. The following

steps of our Group risk management process

are applicable to cyber security:

–Set strategy, objectives and risk

appetite

We review our Cyber Security Strategy,

objectives and risk appetite after

improvements in controls and actions.

–Risk analysis

Managers delivering our business

objectives must identify potential risks

against a common risk taxonomy, which

includes a category for information and

cyber security. Where exposure is

identified, the accountable manager uses

a universal evaluation scheme to assess

the potential impact of a cyber security

event.

–Risk management

Where material consequences are

identified, there is a common set of 8

Group controls that the risk owner is

responsible for implementing, with

support from Cyber Security as required.

These governance controls ensure a

considered level of engagement and

collaboration with the Cyber Security

team and the services they offer,

commensurate with the risk.

–Assurance

Cyber Security, as owner of the Group

controls, will oversee and support their

implementation and operation in line with

the Group control framework. Where we

have material exposure, the first line of

assurance and verification of these

controls will be incorporated into first-line

assurance plans. Risk profiles and trends

inform second- and third-line assurance.

–Communication

Cyber security risk exposure is

communicated as part of integrated

risk reporting processes and can be

escalated through standard risk

escalation channels. Beyond this,

there is extensive monitoring of the

performance of critical controls,

which is communicated to control owners

and the CSSC.

–Improvement

Where exposure to cyber security risk is

outside of tolerance, as highlighted in risk

profiles or through assurance activity,

Cyber Security will support or sponsor

improvement initiatives through the

business planning process.

Cyber security risk

management framework

The management of cyber security is a focus

across all IT operations and projects for our

business and the third parties we rely on. Our

cyber security risk management framework is

based on the globally recognised NIST CSF. In

aligning to this framework, we maintain a

control environment supported by dedicated

functions covering identification, protection and

control, detection, response and recovery from

cyber incidents. We also inspect and assure

on an ongoing basis to improve our internal

and external cyber security environment.

–Identify risk

Our overall risk management process and

evaluation scheme supports the

assessment of cyber security risks. To

ensure awareness and consistency in

understanding cyber risk, IT relationship

managers partner with the leaders of our

businesses to identify critical enterprise

systems and assets, completing business

impact assessments as required. We

assess the consequence should the

confidentiality, integrity or availability of

our information systems be breached.

Our Threat Intelligence function maintains

relationships with government, industry,

professional bodies, and educational

institutions, to ensure we remain aware

and vigilant of the external threat

landscape. Where threats are identified,

this function will investigate our exposure

(triggering an overall risk assessment

where required), drive awareness and

education to enhance vigilance and

recommend control improvements. The

Threat Intelligence function tests our

vulnerability to key threats through

penetration testing (ethical hacking) and

simulating incidents such as the receipt of

phishing emails. Finally, the function also

consults with other IT and cyber functions

to ensure we are designing our controls

with knowledge of the latest threats.

To identify new risks which may arise

from technology changes, and from the

evolution or ageing of technology

environments, we maintain a dedicated

capability in cyber risk analysis. This

function conducts security risk

assessments for IT projects and change

requests, including for all third parties

which impact our cyber security posture.

They also deliver a program of risk-based

deep-dive assessments of established

technology environments to identify any

emergent exposures.

–Protect and control

Cyber Security, in collaboration with IT

operations, operates a suite of IT controls

that protect our information systems

through access control, change

governance, back-up, and continuous

vulnerability management. We use a

variety of tools to continuously scan for,

patch and monitor security vulnerabilities.

To ensure an appropriate level of

protection, we maintain a directory of

control requirements and facilitate the

development of technical standards.

Management reporting on control

performance, along with targeted

compliance assessments, enables us to

monitor our conformance to these

standards. To operationalise the

standards effectively, we maintain

specialist capability across many security

domains such as application, networks

and secure operations.

We maintain a persistent focus on

developing the vigilance of employees

and third-party users, which is essential

for protection of information systems.

Mandatory training is assigned to all

relevant employees and contractors and

is enhanced by a dedicated Cyber

Security Awareness function. The cyber

awareness training outlines user

responsibilities in protecting Rio Tinto’s

information assets, the acceptable use of

information and electronic resources

(including specific areas such as

information classification and handling,

appropriate internet use, email use and

mobile device protection) and general

awareness regarding specific cyber

security threats. Role-based security

training is also provided to key system

support personnel with assigned

privileged roles and responsibilities. The

training must be completed before they

are authorised to access the information

system, perform assigned duties, or when

key changes have been made to the

information system. All employees and

contractors are required to formally

acknowledge their understanding and

acceptance of the training upon

completion. Our Cyber Security

Awareness function also provides

communications, events, on-demand

materials and presentations, and a suite

of cyber safety shares integrated into

Health, Safety, Environment and Security

processes.

In recognition of the role all employees

play in the cyber security risk

management process, clear expectations

for data privacy, cyber security, and

handling of confidential information are

set out in The Way We Work. These state

that all employees must: i) understand

that cyber security is also their

responsibility and what they do with

electronic devices can weaken or

strengthen Rio Tinto’s cyber security; ii)

adhere to our Acceptable Use of

Information and Electronic Resources

Standard; iii) complete the mandatory

cyber awareness training; iv) remain

vigilant and report anything suspicious to

the Cyber Security team; and v) never

consciously try to bypass any cyber

security control.

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Additional information | US Disclosure

To extend protection to third parties, we

conduct security risk assessments upon

engaging a third party. We also share our

policies and expectations with third

parties, and apply standard clauses within

contractual agreements, enabling a

program of risk-based compliance

assessments to be conducted across the

third parties we engage.

–Detect events

We persistently monitor network traffic

and system logs through our monitoring

function. This includes automated alerting

of anomalous events, and the triage and

response initiation for these. A key

capability of the function is to

continuously test, refine and optimise our

monitoring and alerting framework which

we do by simulating cyber events and

leveraging industry datasets and

knowledge.

In addition to technical monitoring, we

maintain reporting and communication

channels, allowing all users and third

parties to report any anomalies or

incidents they observe. This includes

anonymous reporting via our whistle-

blower processes.

For situations where the first indicator of

an event may be a system issue or

outage, our Critical Incident Management

and Cyber Incident Response functions

have established ways of working to

ensure the earliest detection of any cyber

security events.

–Respond

For identified cyber security events, the

24-7 Cyber Incident Response function

will take action to contain, analyse and

remediate. A defined triage process

guides the assessment of the impact to

determine the level and urgency of the

response required, and to trigger the

critical incident management process as

required. Throughout the response, we

maintain incident records which include

an assessment of the scale of potential

and verified impacts. Impact thresholds

trigger disclosures to governance bodies

including the CSSC, Chief Legal Officer

and the Disclosure Committee.

This response function is regularly

exercised to test the speed and

effectiveness of response. Internal

processes and agreements with our

partners enable us to scale the function

rapidly in the case of major events. Our

incident response function also has

defined points of integration with other

functions such as business resilience,

corporate communication and networks.

Cyber Security leverages a combination

of tools for detecting and responding to

incidents across all our operations. These

include, but are not limited to, endpoint

detection and response, network, identity

and access management, email, cloud

platform, and industrial and operational

technology monitoring tools. For incidents

not detected and responded to through

automated means, Cyber Security uses a

security information and event

management solution (Microsoft Sentinel)

for log aggregation and analysis, with

specific rules configured to alert on

anomalous or suspicious behaviour.

Incidents are managed and tracked in

Jira, which integrates with the Microsoft

Security stack. The tooling is supported

by a number of people and process-

related controls that ensure incidents are

identified in an accurate and timely

manner.

–Recover

Recovery plans in place for critical

applications cover the steps and actions

required to restore services in the case of

a cyber security incident. In addition to

information system recovery plans, our

overall Business Resilience and

Recovery Program may trigger the

formation of business resilience teams to

execute business continuity and recovery

plans, as well as handling crisis

communications, governance and

disclosures. The business resilience

management plan for our IT function is

tested annually.

To ensure the readiness and

effectiveness of recovery plans, we run

training programs for all accountable

persons and involve them in simulated

events that are run to test and improve

response capability. For any simulation or

actual event, a debrief occurs to capture

lessons learnt. These are then shared

and reported on to ensure the lessons

drive continuous improvement of our

recovery processes.

–Assure and improve

Our cyber security risk management

process includes ongoing inspection and

assurance to test the cyber security of our

environment and of our third parties,

which is key to addressing weaknesses

before they are exploited.

In 2024, neither Rio Tinto nor any third

parties who operate our IT systems and

processes, were exposed to cyber

security threats or any risk which will or

may be reasonably likely to materially

affect our strategy, performance or

financial position. However, the growing

reliance on technology to underpin

productivity is increasing the breadth and

magnitude of operational disruption

exposures. As a result, we are initiating a

program to simplify cyber security

governance and improve

the integrity, consistency and monitoring

of key cyber security controls. We will

focus on uplifting the skill and capability of

IT relationship managers and owners of

IT risk, with the goal of improving cross-

functional collaboration in assessing local

exposures to cyber security risk, and

enhancing the breadth and depth of cyber

security business impacts assessments.

We are also investing in strengthening

our core cyber security capabilities such

as our Threat Intelligence function to

ensure we remain aware and vigilant of

the threat landscape.

–Third party cyber security

requirements

Each component of our cyber security

risk management framework considers

the role of third parties we engage, and

supports adaptation of our controls for all

third party relationships.

For each third party working with us or

managing our systems and data, cyber

security is considered within the process

of on-boarding and managing the

relationship.

Some of the specific requirements we

make publicly available for any third

parties who engage with us are outlined

below.

Third parties must ensure their

information technology and other

business systems meet the following

general requirements when providing

products or services to the Group, or

otherwise interfacing with Rio Tinto’s

enterprise and industrial and operational

technology systems:

1)Any technology systems used or services

provided by the third party must not

expose Rio Tinto to material cyber

security risk.

2)An appropriate cyber security risk

assessment has been conducted on

relevant own and any third party systems

in particular: identifying key technical, and

compliance measures required to ensure

the confidentiality, integrity and availability

of information is maintained; and ensuring

that control measures applied are

commensurate with assessed risk. The

results of any risk assessment will be

made available to us on request.

3)Key technology systems have response

and recovery plans, with recovery plan

testing being undertaken periodically to

ensure procedures and controls are

effective and services are able to be

restored as soon as possible.

4)On termination of the relationship with us,

third parties must ensure the return, or

the destruction, of Rio Tinto information

being held; any access to the Rio Tinto

environment is terminated; and any Rio

Tinto intellectual property is appropriately

transitioned back to Rio Tinto.

Annual Report on Form 20-F 2024	339	riotinto.com

Additional information | US Disclosure

5)If access is required to any Rio Tinto

information technology or business

systems, the third party must ensure: (i)

access must be appropriately restricted to

only the personnel requiring access; (ii)

access procedures must cover

identification, authentication, authorisation

and auditing requirements; (iii) each user

identity requiring access to Rio Tinto

systems is linked to or owned by a

uniquely identifiable individual; (iv) users,

devices, and other assets are

authenticated (e.g., single-factor, multi-

factor) commensurate with the risk of the

transaction; (v) where access is required

from outside the Rio Tinto network, multi-

factor authentication must be used for

client access; and (vi) information related

to, or generated by, account management

activities must be documented and

retained for auditing purposes.

6)If remote access to any of our systems is

required, third parties must ensure: (i)

remote access is securely designed and

managed; (ii) access is provided only to

authorised parties for valid business

reasons; (iii) access is revoked where no

longer required; (iv) they will follow the

required minimum technical controls to

support the secure operation of remote

access as specified by Rio Tinto; and (v)

they will periodically review and monitor

such remote access when no longer

required.

7)Third parties must also do all things

reasonably required to ensure our

network integrity remains protected.

To ensure our information is protected,

third parties must ensure (where

applicable) to:

–Establish and maintain effective

change control processes including: (i)

determining the types of changes to

the third parties' information system

that are configuration-controlled, with

explicit consideration for security

impact analyses; (ii) documenting

configuration change decisions

associated with the third parties'

information system; (iii) complying with

Rio Tinto’s applicable change

management processes; and (iv)

retaining adequate records of

configuration-controlled changes to

the third parties' information system, to

be provided to Rio Tinto on request.

–Maintain response and recovery plans

incorporating the following: (i) Disaster

Recovery Plans (DRPs) for critical

systems, incorporating essential

service continuity, response and

recovery requirements for these

systems, and taking into consideration

relevant cyber security threats and

scenarios; (ii) DRP testing on a

periodic basis to ensure procedures

and controls are effective, and

services restored are able to be

restored within parameters.

8)Third parties must ensure appropriate

encryption standards are applied to Rio

Tinto information, including: (i) information

classified by Rio Tinto as “Confidential” or

“Highly Confidential” when stored on

computer storage devices designed to be

inserted and removed from a computer or

system, including but not limited to optical

discs and USB flash drives (removable

media), or back-up media at off-site

premises; and (ii) information exchanged

through the internet, irrespective of its

classification.

9)Third parties must: (i) ensure that all

removable media is protected and its use

restricted only to relevant personnel; (ii)

maintain documented procedures for the

management of removable media,

including the specification of approved

media, processes of handling and

disposal, as well as the technical

enforcement of controls; and (iii) comply

with any security controls for removable

media reasonably required by us, and

provide details of such compliance to us.

Annual Report on Form 20-F 2024	340	riotinto.com

Additional information | US Disclosure

Summary disclosure of

operations pursuant to Item

1303 of SK-1300 under

Securities Act of 1933

Overview of operations

Rio Tinto is a mining and metals company

with over 60 operations and projects and

approximately 60,000 employees in 35

countries across six continents, including in

Australia, North and South America, Europe,

Asia and Africa. Rio Tinto owns and operates

open pit and underground mines, mills,

refineries, smelters, power stations and

research and service facilities to produce iron

ore, copper, aluminium, diamonds, gold and

industrial minerals products, which it delivers

to customers using its own railways, ports

and ships.

The map below sets out the locations of

Rio Tinto’s operations and assets globally.

For additional details regarding the location of

each of Rio Tinto’s mining properties, see

Mineral Reserves and Mineral Resources on

pages 278-299. See also Mines and

Production Facilities on pages 302-319 for a

summary of the ownership interests,

operators, titles and leases (including

acreage involved), stages of the properties,

key permit conditions, mine types and

mineralisation styles and processing plants

related to Rio Tinto’s operations.

Further, information regarding the aggregate

production for Rio Tinto’s operations for

the last three fiscal years can be found on

pages 275-276.

Summary of Mineral Resources and

Mineral Reserves

For a summary of the amount and grade of

Rio Tinto’s Measured, Indicated and Inferred

Mineral Resources by type and geographic

area, as determined by a Qualified Person as

of 31 December 2024, see Mineral

Resources on pages 290-299.

For a summary of the amount and grade of

Rio Tinto’s Proven and Probable Mineral

Reserves by type and geographic area, as

determined by a Qualified Person as of 31

December 2024, see Mineral Reserves on

pages 278-289.

Individual property disclosure

pursuant to Item 1304 of

SK-1300 under Securities Act

of 1933

Rio Tinto tested each of its properties to

determine which are material to the Group

based on the previous financial year reporting

based on the following guidelines:

Short term value – where underlying earnings

for the current and next year constitute

>~10% of Group underlying earnings.

Medium term value – where underlying

earnings over the remainder of the 10-year

plan are anticipated to constitute >~10% of

Group underlying earnings on average; and

the Mineral Reserves constitute >~10% of

Group Mineral Reserves (on a CuEq basis).

Long term value – where the Mineral

Reserves constitute >~20% of Group Mineral

Reserves (on a CuEq basis).

Qualitative value – where the company takes

a qualitative view on the importance of the

project based on criteria including but not

limited to planned expenditure, strategic

importance, or media coverage.

Based on these tests, the Pilbara Operations,

Escondida, Oyu Tolgoi and Simandou are

considered material to the Group and hence

require individual property disclosure and the

submission of a Technical Report Summary

for each pursuant to Items 1302 and 1304 of

SK-1300, respectively.

Managed and non-managed operations

Annual Report on Form 20-F 2024	341	riotinto.com

Additional information | US Disclosure

The following disclosure provides a brief

description of the individual properties which

Rio Tinto considers material to its business

and financial condition.

Pilbara operations

Property overview

Rio Tinto owns and operates an integrated

portfolio of iron ore assets in the Pilbara

region of Western Australia comprising a

network of 17 iron ore mines, four port

terminals, a nearly 2,000km rail network and

other infrastructure (Pilbara Property).

The Pilbara Property includes Mineral

Resources and Mineral Reserves which are

dispersed across the Pilbara region over an

area of approximately 70,000 square km

across the Hamersley Province of Western

Australia, located on the southern margin of

the Pilbara Craton. The Pilbara Property lies

within the volcanic and sedimentary rock

sequence of the Mount Bruce Supergroup,

which contains the 2,500m thick Hamersley

Group, the main host to iron ore deposits,

characterised by around 1,000 m of laterally

extensive Banded Iron Formation (BIF).

Mineralisation at the Pilbara Property may be

grouped into three categories by genesis. BIF

Derived Iron Deposits (BIDs) (Boolgeeda,

Brockman, and Marra Mamba), Channel Iron

Deposits (CIDs), and Detrital Iron Deposits

(DIDs). The five ore type categories defined for

reporting Mineral Resources are Boolgeeda,

Brockman, Marra Mamba, CID, and DID.

All mines operated by Rio Tinto at the Pilbara

Property are open pit mines. The mining

method employed uses conventional surface

mining, whereby shovels and loaders are

used to load drilled and blasted material into

trucks for removal to waste dumps or feed

process plants.

For SEC reporting purposes the Pilbara

operations are considered a production stage

property. The location of the operations is shown

in the location map and is centred around

Latitude 22° S, Longitude 118° E.

In addition to mining activities, Rio Tinto

conducts both exploration and development

activities across the property.

History

Rio Tinto commenced exploration in the

Hamersley Ranges in 1962 through its

subsidiary Conzinc Riotinto of Australia

(CRA) following the easing of the Australian

Government’s iron ore export embargo in

November 1960 and the subsequent issue of

exploration permits, which laid the foundation

for the development and growth of the iron

ore industry in the Pilbara region.

Rio Tinto’s initial first full calendar year of

production commenced by Hamersley Iron in

1967, mining 6.2Mt and shipping 3.6Mt of

iron ore, supported by a workforce of some

4,500 employees. As of 31 December 2024,

the Pilbara Property had over 17,000

employees and contractors operating a total

of 17 mines. For a full description of

the history of the previous operations

(including identities of the previous

operators) of each of the mines which

makeup the Pilbara Property, see Mines and

Production Facilities on pages 302-305.

Infrastructure

Roads

Rio Tinto operates and maintains nearly

10,000km of roads and tracks at the Pilbara

Property. Approximately 360km are sealed

roads located within mine sites or between

mine sites and public roads. The remaining

are unsealed with approximately 80%

classified as tracks and 20% classified

as roads.

Rail

Rio Tinto’s railway at Pilbara is the largest

privately owned, operated, and maintained

railway in the world. Nearly 2,000km of track

infrastructure, connects the 17 mine sites to

two ports. The rail system includes an

integrated control signalling system and is

further supported by the Pilbara

communication, train control and

AutoHaul® systems.

Rio Tinto’s railway at the Pilbara Property

operates and complies under the

requirements set by the Office of the National

Rail Safety Regulator in Australia.

Iron ore operations-Australia.jpg

Annual Report on Form 20-F 2024	342	riotinto.com

Additional information | US Disclosure

Port facilities

The Pilbara Property’s mining assets are

facilitated by port facilities in Dampier and

Cape Lambert in Western Australia. These

facilities include car dumping, conveying,

stacking, reclaiming, screening and ship

loading assets. One facility includes crushing

and assets to handle crushed and deslimed

ore from the Robe Valley operations.

Stockyards allow for product management

and blending to obtain the requisite

specification requirement. There are seven

operational wharf facilities with a total of 14

marine berths protected by berthing dolphins.

Cape Lambert marine berths are capable of

berthing vessels up to 280,000 deadweight

tonnage. Further, Rio Tinto owns a fleet of

tugs for the management of vessels during

arrival and departure from the wharfs for the

Pilbara Property.

Potable water and wastewater

Water supply for the towns, mines, rail, ports,

and camps at the Pilbara Property is provided

by production and dewatering bores at the

Pilbara Property, and from the Water

Corporation of Western Australia. Water

supply systems at the Pilbara Property

incorporate drinking water source protection

plans, bores, pipelines, pumps and storage

tanks and water treatment and disinfection

assets. Wastewater from towns, mines, rail,

ports and camps at the Pilbara Property is

collected by the Rio Tinto managed sewerage

systems and treated by onsite wastewater

treatment facilities. Water supply and

wastewater systems are regulated by

Australian regulators (the Economic

Regulation Authority, the Department of

Water and Environmental Regulation and the

Department of Mines, Industry Regulation

and Safety).

Power supply

Rio Tinto operates and maintains the power

generation and transmission network within

the Pilbara Property. There are four power

stations operating a total of twelve gas

turbine generators located at Karratha, Cape

Lambert, Paraburdoo and West Angelas.

Construction of a 34MW photovoltaic solar

farm at the Gudai-Darri mine commenced in

2023. The facility is expected to be fully

commissioned by Q1 2025.

The network load varies seasonally between

200-300 megawatts (MW) with gas provided

by the Dampier to Bunbury Nature Gas

Pipeline and the Goldfields Gas Pipeline. The

transmission network is predominantly 220

kilovolts (kV) with nearly 800km of overhead

transmission line and a 132kV transmission

line between Cape Lambert and

Pannawonica. There are three 220kV

switching stations and twelve bulk terminal

substations located near the port and mine

operations where the transmission voltage is

stepped down to 33kV for distribution within

the facilities. Rio Tinto is also the network

operator for the towns of Tom Price,

Paraburdoo, Wickham, Dampier, and

Pannawonica.”

Personnel

Personnel are engaged on either a residential

or fly-in-fly-out basis, sourced from capital

and regional centres in Western Australia.

Age, modernisation and condition of the

equipment and facilities

The infrastructure, equipment and facilities

within the Pilbara Property vary considerably

in age, and many have been subject to

brownfields development since original

construction. All infrastructure, equipment and

facilities within the Pilbara Property are

subject to an ongoing regime of sustaining

capital investment and maintenance,

underpinned by asset integrity audits,

engineering inspections, engineering life

cycles for key equipment and safety

inspections and audits.

Book value

For the book value for the Pilbara Property,

see Rio Tinto Financial Information by

Business Unit on pages 266-267.

Titles, rights and permits

Title details

In Western Australia, all minerals are the

property of the Crown with few exceptions.

A mining title must be obtained before any

prospecting, exploration or mining activities

can be carried out. In Western Australia, the

Mining Act 1978, Mining Act 1904, Mining

Regulations 1981 and various State

Agreements provide the framework of rights

and obligations which govern most of

Rio Tinto’s exploration and mining activities.

Conditions on the grant of mining tenements

include the requirements to meet specific

reporting and expenditure commitments,

which have been met as of the date of this

Form 20-F filing.

Mineral rights

The Pilbara Property Mineral Resources and

Mineral Reserves are held under a

combination of State Agreement mining and

mineral leases, exploration licences and

mining leases under the Mining Act 1978 and

temporary reserves held under the Mining Act

State Agreement mining and mineral

leases and mining leases under the Mining

Act are granted for a period of 21 years and

are typically renewable for further periods of

21 years.

Exploration licences applied for prior to 10

February 2006 are initially for a five year term

and are renewable for two periods of either

one or two years and are then renewable for

periods of one year. Exploration licences

applied for after 10 February 2006 are initially

for a five year term and are renewable for an

additional five year term and then periods of

two years. Renewal of exploration licences is

subject to satisfying prescribed criteria.

Temporary reserves are renewed for a one

year term. The renewal of all tenure at the

Pilbara Property is maintained by the tenure

and geographical information systems team.

Further, a tenement database provides

reminder notices of pending renewals and

renewal procedures are adhered to in

accordance with established guidelines.

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The following table lists the Rio Tinto mining leases containing the Pilbara Property Mineral Reserves. This is a subset of the 121 tenements

held across the Pilbara Property, covering approximately 429,350ha.

Lease	Holder	Type	Area (ha)
ML4SA	Hamersley Iron Pty. Limited	SA Mineral Lease	79,469
M272SA	Hamersley Iron Pty. Limited	SA Mineral Lease	14,136
ML252SA	Mount Bruce Mining Pty Limited	SA Mineral Lease	67,616
ML246SA	Hamersley Iron Pty. Limited	SA Mineral Lease	12,950
M265SA	Channar JV	SA Mineral Lease	5,956
M274SA	Hamersley Iron - Yandi Pty Limited	SA Mineral Lease	30,550
M282SA	Hope Downs JV	SA Mineral Lease	57,222
ML248SA	Robe River Ltd	SA Mineral Lease	78,600

Permitting requirements

Rio Tinto conducts various environmental

studies as needed to support operations and

for compliance with regulatory obligations.

Baseline studies are undertaken to inform

formal impact assessment processes in

accordance with provisions under the

Environmental Protection Act 1986, and

where relevant, the Environment Protection

and Biodiversity Conservation Act 1999.

Mining related activities require additional

approvals under the Mining Act 1978.

A significant proportion of the Pilbara

Property’s Mineral Reserves estimate is

located within existing permitted operating

mining areas with three pending proposals

covering deposits included in the estimate,

Brockman Syncline and Hope Downs 2

(pending approval) and West Angelas

(referred for assessment). All these projects

are in advanced stages of study.

The Pilbara Property also operates under

several Indigenous Land Use Agreements

and other agreements with traditional owner

groups, which include matters such as, but

not limited to, commitments for payments

made to trust accounts, indigenous

employment and business opportunities and

heritage and cultural protections.

Encumbrances

There are no known significant

encumbrances to the Pilbara Property’s

Mineral Resources or Mineral Reserves.

For further details regarding the titles, leases

and rights for each of the mines in the

Pilbara Property, see Mines and Production

Facilities–Pilbara on pages 302-305.

Mineral Resources

The table on pages 292-293 of this Form 20-F

sets out the amount and grade, of the Pilbara

Property’s Measured, Indicated and Inferred

Mineral Resources for the year ended 31

December 2024 for the Pilbara Property

(Australian Iron Ore operations). Mineral

Resources are reported as in situ estimates.

Compared to the year ended 31 December

2023, there was a 6% increase in Measured

and Indicated Resources and a 1% increase in

Inferred Resources for the year ended 31

December 2024. This is due to the net effects

of the addition of new Mineral Resources,

model updates and the conversion of Mineral

Resources to Mineral Reserves.

The Mineral Resources estimate is based on

the following assumptions:

–Exclusive of Mineral Reserves – Mineral

Resources are reported exclusive of

Mineral Reserves.

–Moisture – All Mineral Resources

tonnages are estimated and reported on

a dry basis.

–Mining Factors or Assumptions – It is

assumed that standard open pit load and

haul mining operations used by Rio Tinto

will be applicable for the mining of Mineral

Resources ore.

–Cut-off – Currently, Rio Tinto reports

Mineral Resources by deposit type

(BID further sub-divided by geological

formation, CID and DID). In addition to

this, Rio Tinto sub-divides iron

mineralisation for reporting Mineral

Resources typically using the following

criteria:

•High-grade Brockman is reported as ≥

60% iron (Fe).

•Brockman Process Ore is reported as

≥ 50% Fe <60% and ≥ 3% alumina

(Al2O3) < 6% where geology is coded

as Joffre Member, Dales Gorge

Member or Footwall Zone.

•High-grade Marra Mamba is reported

as ≥ 58% Fe where geology is coded

as Newman Member, MacLeod

Member, or Nammuldi Member.

•Boolgeeda is reported as High Grade ≥

60% Fe and as Blending Aluminous ≥

55% Fe < 60% and ≥ 3% Al2O3 < 6.5%.

•Detritals are reported in relation to

their Bedded origins; ≥ 58% Fe for

Marra Mamba detritals, ≥ 60% Fe for

Brockman detritals; or Boolgeeda

detritals are reported as High Grade ≥

60% Fe and as Blending Aluminous ≥

55% Fe < 60% and ≥ 3% Al2O3 <

6.5%.

•CIDs are reported primarily based on

strand (geological subdivision), but

with some exceptions where a cut-off

grade is applied based on

metallurgical processing recovery

assumptions. In addition, Mineral

Resources are reported for major

strands only.

–Metallurgical Factors or Assumptions – It is

assumed that crushing, screening and

beneficiation processes used by Rio Tinto

will be applicable for the processing of

reported Mineral Resources. Predicted

yield and upgrade are deposit specific and

are based on metallurgical test work

conducted on representative samples

collected from those deposits or adjacent

analogous deposits.

–Environmental Factors or Assumptions –

Extensive environmental surveys and

studies will be completed during the project

study phases to determine if the project

requires formal State and Commonwealth

environmental assessment and approval.

Mapping of oxidised shales, black

carbonaceous shales, lignite, and the

location of the water table, is used to

predict and manage potential

environmental impacts.

–Heritage Factors or Assumptions –

Extensive cultural heritage studies, surveys

and engagement with traditional owners

will be completed during project study

phases to determine if projects require

additional assessment, monitoring, or

exclusion areas to be maintained during

mining, to manage potential impacts to

sites and cultural values.

For more information regarding the material

assumptions for the Mineral Resources

estimates, see Section 11 of the Pilbara

Operations Technical Report Summary filed as

exhibit 96.1 to the Form 20-F for the year ended

31 December 2021 (“2021 Form 20-F”).

Mineral Reserves

The table on pages 280-281 of this Form 20-

F sets out the amount, grade, prices and

metallurgical recovery of the Pilbara

Property’s Proven and Probable Mineral

Reserves for the year ended 31 December

2024 (Australian Iron Ore operations).

Compared to the year ended 31 December

2023, the Mineral Reserves decreased by

1%. Changes were due to mining depletion,

which was offset by the addition of new

deposits and changes to cut-off grade. Other

minor changes are attributed to updated

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geology models and changes to pit designs

for various reasons.

The Mineral Reserves estimates are based

on the following assumptions:

–Geological model – Orebody block

models (OBMs) are developed for Mineral

Resources reporting within each mining

area and form the basis of the Mineral

Reserves estimates.

–Moisture – Geology models contain

tonnage estimates on a dry in situ basis.

During generation of the OBMs, the

estimated water content (moisture) for

each block model block is added. The

moisture estimate includes consideration of

material physical properties and

hydrogeology. By including both dry tonnes

and water content in the block models,

estimates for dry and wet tonnages can be

determined from the block models as

required for planning, reporting or any other

purpose. Metallurgical regressions are

applied to dry material. From this, expected

water content is predicted for each product,

allowing reporting of wet product tonnes by

combining the dry tonnes and moisture

content.

–Metallurgical and processing recoveries –

Metallurgical and processing recovery

estimates are applied to crusher feed

tonnages based on the processing plant

type. Dry crushing and screening plants

achieve a recovery of 100%. Wet plants

achieve typical recoveries of 85 to 92%

(dry basis) for the Marra Mamba and

Brockman ores. Processing of pisolite

ores results in recoveries ranging from

50% to 90% due to the relatively higher

and more variable clay content. The

beneficiation plant yield is approximately

60% to 70%.

–Cut-off – The key determinant for the

classification of material into ore and waste

is the target product specification of the

various iron ore products. Whether a

particular parcel of material has economic

value or not does not depend on the

characteristics of the parcel itself, but on its

potential contribution to a material blend.

Target product specifications determine the

quantity of saleable ore that can be

economically extracted from the orebodies,

and thus the reported Mineral Reserves.

The cut-off grade for the reported Mineral

Reserves is not based on calculation of a

break-even content of a payable mineral,

or similar economic break-even analysis.

The primary parameter for determining if

material is ore or waste is iron content.

Deleterious elements such as phosphorous

or alumina can also influence the ore-waste

determination. Iron cut-off grade ranges for

the different material types can be seen

below:

Ore Type	Cut-off Range (Fe%)
Yandicoogina Pisolite	55%
Robe Valley Pisolite	53-55%
Brockman	57-60%
Marra Mamba	56-58%

–Methodology – A mining schedule that

fully consumes the scheduling inventory

for the Pilbara Property is developed from

the prepared OBMs. To demonstrate

economic viability of the Mineral

Reserves, economic modelling is

completed. Material is only reported as

Mineral Reserves if the level of geological

certainty is sufficient to allow a Qualified

Person to apply the modifying factors in

sufficient detail to support detailed mine

planning and economic viability of

the deposit.

For more information regarding the material

assumptions for the Mineral Reserves

estimates, see Section 12 of the Pilbara

Operations Technical Report Summary filed

as exhibit 96.1 to the 2021 Form 20-F.

Exploration

Additional information on exploration at the

Pilbara Property can be found in Section 7 of

the Pilbara Operations Technical Report

Summary filed as exhibit 96.1 to the 2021

Form 20-F.

Rio Tinto has an ongoing, active programme

of exploration over various parts of the Pilbara

Property. During 2024, 367,000m of drilling

was completed on programs that are aimed at

discovery and development of Rio Tinto’s iron

ore deposits in the Pilbara Property.

Surface exploration activities are also

undertaken as part of geological mapping

programs over areas where there are

no or limited mining activities. A small

number of grab samples (1-3kg) are

collected when required.

The following table provides a summary of the exploration drilling across the Pilbara Property.

Exploration / Mining Area	Total drill holes by drill type				Total drill metres by drill type
	P/A/V	RC	DD	U	P/A/V	RC	DD	U
Greater Brockman	2,600	36,445	1,901	81	147,700	2,605,102	156,260	2,383
Greater Tom Price	8,267	11,299	1,304	61	493,017	890,486	118,616	2,958
Greater Paraburdoo	6,950	9,646	898	29	501,178	674,096	92,271	2,947
Robe Valley	1,457	26,829	8,248	3,467	34,517	1,054,253	414,145	91,953
West Pilbara	584	5,501	272	146	26,567	352,379	11,839	5,061
Greater West Angelas	615	26,748	1,820	3,291	20,647	2,066,219	156,227	221,291
Gudai-Darri	774	16,223	573	17	40,734	1,031,487	37,047	252
Greater Hope Downs	173	19,227	1,295	157	5,154	1,501,597	122,334	7,685
Greater Rhodes Ridge	1,791	10,091	525	9	140,576	953,269	55,408	874
Yandicoogina	211	4,624	5,647	25	9,722	318,007	308,305	1,385
East Pilbara	-	1,392	19	17	-	172,111	2,404	1,486

Notes: DD = Diamond, RC = Reverse Circulation, P/A/V = Percussion, Aircore, Vacuum. U = Unknown.

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Current drilling techniques at the Pilbara

Property are reverse circulation (RC) drilling

and diamond drilling (DD). RC holes are

sampled in 2m composites and collected in

alpha-numerically numbered calico bags. Due

to potential fibre mineral intersections, water

injection has been used throughout the

programs since 2014. ‘A’ and ‘B’ splits are

collected and always taken from the same

respective chute of the splitter, keeping any

possible biases constant. Regular cleaning of

the splitter and cyclone is undertaken to avoid

smearing and contamination across intervals.

Respective splits are laid out in separate rows

on the ground adjacent to bulk reject samples,

avoiding mixing of bags and ensuring only ‘A’

sample splits and one in every 20 ‘B’ sample

splits are collected and sent to the laboratory.

The particle size of RC chips is around 6mm

and the primary sample collected post splitting

is between 5 and 8kg, depending on the

density of the material.

Each diamond hole is sampled in 1m

composites using a ‘crushing sheet’ created

by a geologist and collected in alpha-

numerically numbered calico bags (the

‘crushing sheet’ allocated bag numbers to

each metre drilled and showed where check

standards are to be inserted).

Field check standards are inserted

selectively by the rig/logging geologist at a

rate of one in every 30 samples in

mineralised zones and one in every 60

samples in waste with a minimum of one per

drill hole. All check standards contained a

trace of strontium carbonate that is added at

the time of preparation. These standards are

used to check sample preparation and

analytical precision and accuracy at the

laboratory. No direct recovery measurements

of RC samples are performed. Sample

weights are recorded at the laboratory upon

receipt and are qualitatively estimated for

loss per drilling interval at the rig. Diamond

core recovery is maximised via the use of

triple-tube sampling and additive drilling

muds. Diamond core recovery is recorded

using rock quality designation measurements

with all cavities and core loss recorded.

Sample recovery in some friable

mineralisation may be reduced however it is

unlikely to have a material impact on the

reported assays for these intervals. There

were no other factors that materially affected

the accuracy or reliability of the results

recorded.

Geological logging is performed on 2m

intervals for all RC drilling and either 1m or 2m

intervals for diamond holes, depending on the

level of detail required. Magnetic susceptibility

readings are recorded for each interval. All

diamond drill core is photographed. Since

2001, all drill holes have been logged geo-

physically for gamma trace, calliper, gamma

density, resistivity and magnetic susceptibility.

Open-hole acoustic and optical televiewer

image data is collected in specific RC and

diamond holes throughout the deposit for

structural analyses.

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Escondida

Property Overview

Escondida is a leading producer of copper

concentrate and cathodes located in the

Atacama Desert in northern Chile, 170km

southeast of Antofagasta, Chile at an elevation

of approximately 3,100m above sea level.

It is a non-managed joint venture operated

by Minera Escondida Limitada (MEL)

consisting of the Escondida deposit and

Escondida Norte deposit. The location of the

operations centred upon the two pits are

listed and shown in the location map:

–Escondida: Latitude 24°16’ S, Longitude

69° 04’ W

–Escondida Norte: Latitude 24°13’ S,

Longitude 69° 03’ W

Escondida consists of a series of porphyry

deposits containing copper, gold, silver and

molybdenum and includes two active surface

open pit mines in production (the Escondida

deposit and Escondida Norte deposit) with ore

being processed through three processing

options (oxide leach, sulphide run of mine

leach and conventional flotation

concentrators). The processing plants at

Escondida include the Los Colorados, Laguna

Seca Line 1 and Laguna Seca Line 2

concentrators. Escondida also includes the

oxide leach facility, SL run of mine leach facility

and SX/EW facility.

For SEC reporting purposes, Escondida is

considered a production stage property.

In addition to mining activities, MEL conducts

both exploration and development activities

across the property.

History

Utah International Inc. (Utah) and Getty Oil Co.

(Getty) commenced geochemical exploration

in the region in 1978 which led to the discovery

of the Escondida deposit in 1981. In 1984

through corporate acquisitions, BHP acquired

the Escondida property. Ownership changed in

1985 to a joint venture between BHP (57.5%),

Rio Tinto Zinc (30%), JECO Corporation

(10%) and World Bank (2.5%). The joint

venture undertook all the subsequent

exploration and development work to bring

Escondida into operation in 1990. The first

cathode was produced in 1998 from the oxide

leach plant, and in 2006 the sulphide leach

plant was inaugurated, one year after the start

of production at the Escondida Norte pit. The

third concentrator plant was commissioned in

Current ownership since 2010 is BHP

(57.5%), Rio Tinto (30%), JECO Corporation

(10%) and JECO 2 Limited (2.5%). MEL

operates Escondida.

For further details regarding the history for

the Escondida property, see Mines and

Production Facilities-Escondida on

page 306.

Infrastructure

All required infrastructure supporting the

current mine plan including roads, rail and

port, power and water supply is in place.

Access to Escondida is via a company

maintained public road from the city of

Antofagasta in northern Chile, which is

serviced by the regional airport.

The site infrastructure, centred on the two

pits, includes three concentrator plants, one

heap and one dump leaching process

facilities, associated cathode production

plant, tailings deposit, along with support and

service facilities.

Two MEL owned and operated seawater

desalination plants are located at Punta

Coloso on the Antofagasta coastline and

supply water for processing plants, mine

operations and supporting infrastructure via

three pipelines to the mine site. Water is

recycled from the tailings dam for re-use in

the concentrator plants.

The nearby Coloso port facility receives

copper concentrate via a pipeline from the

mine site and processes this to a dry

concentrate ready for stockpiling and loading

via a dedicated concentrate shiploading

facility. Both concentrate pipeline and port

facilities are owned and operated by MEL.

Additional third-party owned port

infrastructure is located at Antofagasta,

including rail, train unloading and ship

loading facilities.

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Additional information | US Disclosure

Escondida utilises an existing privately

owned railway system to transport copper

cathode product from site and consumables

to site through the ports of Antofagasta and

Mejillones. Escondida owns a minor rail spur

connecting the mine site into the publicly

owned railway.

Since 2022, Escondida has had contracts in

place with ENEL and Colbun for energy

purchase, both providing power from 100%

renewable sources. Power from Tamakaya is

used as back up when required.

The power is supplied at 220kV and then

distributed throughout the operations to the

required locations via a series of substations.

The power transmission system that supplies

the mine site is owned and managed by

MEL.

The workforce is a combination of employees

and contractors supporting the operations.

Operational personnel reside in on-site

accommodation at Escondida and are sourced

from Antofagasta or from other parts of Chile.

Titles, leases and permits

MEL holds a total of 764 mining concessions

for Escondida covering an area of 406,018ha.

There are 18 principal mining concessions that

provide MEL with the right to explore and mine

indefinitely at Escondida, subject to payment

of annual license fees. All leases were

obtained through the legally established

process in which judicial requests are

presented to the Chilean state.

Lease name	Registered tenement holder	Expiry date	Surface area (ha)
Alexis 1/1424	Minera Escondida Ltda.	Permanent	7,059
Amelia 1/1049	Minera Escondida Ltda.	Permanent	5,235
Catita 1/376	Minera Escondida Ltda.	Permanent	1,732
Claudia 1/70	Minera Escondida Ltda.	Permanent	557
Colorado 501/977	Minera Escondida Ltda.	Permanent	2,385
Costa 1/1861	Minera Escondida Ltda.	Permanent	9,159
Donaldo 1/612	Minera Escondida Ltda.	Permanent	3,060
Ela 1/100	Minera Escondida Ltda.	Permanent	500
Gata 1 1/100	Minera Escondida Ltda.	Permanent	400
Gata 2 1/50	Minera Escondida Ltda.	Permanent	200
Guillermo 1/368	Minera Escondida Ltda.	Permanent	1,785
Hole 14	Minera Escondida Ltda.	Permanent	1
Naty 1/46	Minera Escondida Ltda.	Permanent	230
Paola 1/3000	Minera Escondida Ltda.	Permanent	15,000
Pista 1/22	Minera Escondida Ltda.	Permanent	22
Pistita 1/5	Minera Escondida Ltda.	Permanent	9
Ramón 1/640	Minera Escondida Ltda.	Permanent	3,200
Rola 1/1680	Minera Escondida Ltda.	Permanent	8,400
Total			58,934

In addition to mining concessions, Chilean law also regulates,

independently of mining concessions, the rights to the use of the

land surface. MEL owns 155,000ha of surface rights at Escondida

and these are also renewable on an annual basis. These rights are

also obtained through legal process presented to the Chilean state

and potentially to other third party owners, including the Chilean

“Consejo de Defensa del Estado” as required, MEL’s main surface

rights for Escondida cover operational activities such as pits, dumps,

leach pads, plant and other infrastructure.

Infrastructure	Surface rights identifier1			Register	Regional office	Surface area (ha)
	Folio	Number	Year
Pits, waste dumps, leach pads, plants	619 V	964	1984	Hipotecas y Gravámenes	Bienes Raíces Antofagasta	22,084
Energy transmission lines, aqueducts,<br><br>mineral pipelines, roads	1121 V	1117	2018	Hipotecas y Gravámenes	Bienes Raíces Antofagasta	26,988

1.As defined by Chilean legal requirements

MEL also holds maritime concessions for the Coloso port facilities.

These concessions are requested through submission of the

proposed project to the Chilean Ministry of Defence and are

awarded by legal decree.

Encumbrances

There are no known significant encumbrances to the Escondida

property that would impact the current Mineral Resources and Mineral

Reserves.

For further details regarding the titles, leases and rights for the

Escondida property, see Mines and Production Facilities-Escondida

on page 306.

Present condition of property

Continuous resource definition activities are ongoing to upgrade Mineral

Resources understanding to support the mine plans and to develop

Mineral Reserves. These activities include drilling and in-pit mapping.

Geological understanding of the two deposits is supported by a total of

approximately 2,732km of drilling undertaken in a total of approximately

8,740 drill holes.

Surface mining is by drilling and blasting along with shovel/excavator

loading and truck haulage from each of the two open pits. Extracted

sulphide ore undergoes crushing prior to processing in one of three

concentrators with concentrate piped to the Coloso port for drying.

Lower grade sulphide ore is directly dumped onto leach pads and is

processed by biological leaching. Oxide and transitional ores are

processed using heap leaching. Leached products are converted to

copper cathode then railed to Antofagasta port.

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Additional information | US Disclosure

Age modernisation and condition of the

equipment and facilities

The infrastructure, equipment and facilities

within Escondida are of variable age.

Construction commenced at Escondida in

1998 with first production in 1990. A number

of expansion phases followed from 1993

onwards which included the development of

additional infrastructure to increase

production. Key milestones subsequent to

first production in 1990 relating to the

development of the operations were:

–1998 Acid heap leaching of oxides

commenced

–2002 Second concentrator (Phase 4)

inaugurated

–2005 Mining commenced at the

Escondida Norte deposit

–2006 Dump bio-leaching of sulphides

commenced

–2007 First desalination plant commenced

pumping

–2016 Third concentrator inaugurated

–2017 Second desalination plant

commenced pumping

–2020 Operation converted to 100% use of

desalination water

MEL undertakes planned maintenance

programs at Escondida and implements

scheduled replacements of mine fleet and

infrastructure components that are intended

to maintain continued reliable operation of

equipment, facilities and infrastructure to

meet operational requirements.

Book value

For the book value for Escondida, see

Rio Tinto Financial Information by Business

Unit on pages 266-267.

Geology and mineralisation

The Escondida deposit and Escondida Norte

copper deposit lie in the Escondida-Sierra de

Varas shear lens of the Domeyko Fault

System. The deposits are supergene-

enriched copper porphyries with primary

sulphide mineralisation associated with

multiple phase intrusions of monzonite to

granodiorite composition into host volcanics.

Primary mineralisation has undergone

secondary supergene leaching and

enrichment with associated local formation of

copper oxide mineralisation, predominately

brochantite. Supergene enrichment

generated laterally-continuous and sub-

horizontal high-grade sulphide mineralisation

zones across the deposit, predominately

chalcocite and covellite. The primary

hypogene mineralisation, present in the

deepest parts of the deposits is chalcopyrite

with bornite.

Mineral Resources

The table on pages 294-295 sets out the

amount and grade of Escondida’s Measured,

Indicated and Inferred Mineral Resources for

the year ended 31 December 2024. Mineral

Resources for Escondida are reported as in

situ estimates. Compared to the year ended

31 December 2023, there is an increase of

7% in Measured and Indicated Resources

and a decrease of 6% in Inferred Mineral

Resources resulting in an overall decrease of

3% as at December 31 2024. These

changes were mainly due to mine factors

and inclusion of additional drilling results to

the estimate.

The Mineral Resources estimate for

Escondida is based on the following

assumptions:

–Exclusive of Mineral Reserves – Mineral

Resources are reported exclusive of

Mineral Reserves.

–Moisture – All Mineral Resources

tonnages are estimated and reported on

a dry basis.

–Mineral Resources are estimated using

ordinary kriging.

–Escondida point of reference for the

Mineral Resources is mine gate.

–Escondida Mineral Resources cut-off

criteria used are Oxide ≥ 0.20% soluble

Cu; Mixed ≥ 0.30% Cu; Sulphide ≥ 0.25%

Cu for mineralisation assigned to be

processed via leaching or ≥ 0.30% Cu for

mineralisation assigned to be processed

via the concentrator.

–Escondida metallurgical recoveries are

Oxide 54%; Mixed 41%; Sulphide 42% for

material processed by leaching or 85%

for material processed via the

concentrator.

–The pit optimisation used to determine

the Mineral Resources that have

reasonable prospects of economic

extraction based on a copper price of

US$4.29/lb.

For more information regarding the material

assumptions for the Mineral Resources

estimates for Escondida, see Section 11 of

the Escondida Technical Report Summary

filed as exhibit 96.2 to this Form 20-F for the

year ended 31 December 2022 (“2022 Form 20-

F”).

Mineral Reserves

The table on pages 282-283 sets out the

amount, grade, cut-off grade, price and

metallurgical recovery of the Escondida

Property’s Proven and Probable Mineral

Reserves for the year ended 31 December

Compared to the year ended 31

December 2023, there was less than a 1%

increase in Mineral Reserves as at 31

December 2024 due to net impact of

depletion offset by increases in mine and

processing costs.

Material assumptions in the estimation of

Mineral Reserves for Escondida are:

–The resource model reflects the continuity

and complexity of the deposit with the

confidence stated in the classification.

–Variable cut-off grade strategy that

maximises throughput for the

concentrator, smelter and refinery.

–The point of reference for Mineral

Reserves is mine gate.

–Escondida Mineral Reserves cut-off

criteria used are for Oxide ≥ 0.20%

soluble Cu. For Sulphide ≥ 0.30% Cu and

where greater than the variable cut-off of

the concentrator. Sulphide ore is

processed in the concentrator plants as a

result of an optimised mine plan with

consideration of technical and economic

parameters in order to maximise net

present value. For Sulphide Leach ≥

0.25% Cu and 70% or less of copper

contained in chalcopyrite and lower than

variable cut-off grade. Sulphide leach ore

is processed in the leaching plant as an

alternative to the concentrator process.

–Escondida metallurgical recoveries for

Oxide 54%; Sulphide Leach 41%;

Sulphide 42% for material processed by

leaching or 85% for material processed

via the concentrator.

–Commodity prices, operating and

capital costs.

For more information regarding the material

assumptions for the Mineral Reserves

estimates for Escondida, see Section 12 of

Escondida Technical Report Summary filed

as exhibit 96.2 to the 2022 Form 20-F.

Exploration

A total of 2,732km of exploration drilling has

been completed (up until December 2023),

distributed across 5,978 drill holes for

Escondida and distributed across 2,891 drill

holes for Escondida Norte.

The main objective of the exploration

programs implemented at Escondida

has been the exploration of new deposits,

as well as to improve mineral resources

classification to support the annual planning

cycle. The results of these programs serve

as the basis to support planning and growth

strategies as well as investment programs for

the modernisation of the mining unit.

Additional information can be found in

Section 7 of the Escondida Technical Report

Summary filed as exhibit 96.2 to the 2022

Form 20-F.

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Additional information | US Disclosure

Oyu Tolgoi

Property Overview

The Oyu Tolgoi property, which contains the

Oyu Tolgoi project is located in the South Gobi

region of Mongolia, approximately 645km by

road south of the capital, Ulaanbaatar. Oyu

Tolgoi is being developed by Oyu Tolgoi LLC

and consists of a series of deposits containing

copper, gold, and silver. Oyu Tolgoi consists of

an open pit copper-gold mine and concentrator

facilities and an underground block cave mine

and related infrastructure.

The Oyu Tolgoi copper-gold porphyry deposits

are distributed along a 12km north-northeast

striking corridor. From north to south, the

deposits comprise Hugo North, Hugo South,

Oyut, and Heruga. The Oyut deposit is

currently mined as an open pit using a

conventional drill, blast, load, and haul method.

The Hugo North deposit is currently being

developed as an underground mine.

Rio Tinto holds a 66% interest in Oyu Tolgoi

LLC following the purchase of Turquoise Hill

Resources Ltd (TRQ) in 2022. The remaining

34% interest is held by the Government of

Mongolia through Erdenes Oyu Tolgoi LLC.

Oyu Tolgoi is centred at approximately

latitude 43°00’45”N, longitude 106°51’15”E.

For SEC reporting purposes Oyu Tolgoi is

considered a production stage property. In

addition to mining activities, Oyu Tolgoi

conducts both exploration and development

activities across the property.

The location of the operations is shown in the

location map and is centred around Latitude

43° 00' N, Longitude 106° 52'' E.

History

The existence of copper in the Oyu Tolgoi area

has been recognised since the Bronze Age,

but contemporary exploration for Mineral

Resources did not begin until the 1980s, when

a joint Mongolian and Russian geochemical

survey team identified a molybdenum

anomaly. In September 1996, geologists from

the Magma Copper Company identified a

porphyry copper leached cap over what is now

known as the Central zone of the Oyut

deposit. The Magma Copper Company

subsequently secured exploration tenements

in the area. Magma Copper Company was

subsequently acquired by BHP, which

became BHP.

In 1999, TRQ (known at the time as Ivanhoe

Mines Ltd.) visited Oyu Tolgoi and agreed to

acquire 100% interest in Oyu Tolgoi.

In 2009, the Investment Agreement between

Ivanhoe Mines (now TRQ), Rio Tinto and the

Government of Mongolia was signed and

Oyu Tolgoi LLC was formed.

In 2010 open pit mining commenced with first

ore delivered in 2012 and first concentrate

sales in 2013. In 2012, Rio Tinto became the

majority shareholder of Ivanhoe.

In 2022 the first drawbell of the Hugo North

underground mine was fired. At the end of

2024, a total of 124 drawbells had been fired

completing the Panel 0 production level

development.

Rio Tinto has managed the project since 2011

and became majority shareholder of Ivanhoe

Mines in 2012. Rio Tinto now has a 66% direct

interest in Oyu Tolgoi following the successful

completion of the acquisition of TRQ. This is

allowing Rio Tinto to focus fully on strengthening

its relationship with the Government of Mongolia

and moving Oyu Tolgoi forward with a simpler

and more efficient ownership and governance

structure.

For further details regarding the history and

previous operators for the Oyu Tolgoi

Property, see Mines and Production

Facilities– Oyu Tolgoi on page 307.

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Additional information | US Disclosure

Infrastructure

Road access to Oyu Tolgoi from Ulaanbaatar

is currently by an unpaved road, via

Mandalgovi. Oyu Tolgoi LLC maintains a set of

gravel roads internal to the Oyu Tolgoi, locally

a 35.1km gravel road to the Khanbogd Soum,

and regionally via the access road from Oyu

Tolgoi to the Mongolian-Chinese border

crossing at Gashuun Sukhait which is a sealed

all-weather 105km long road. The Chinese

Government has upgraded 226km of road

from Ganqimaodao to Wuyuan, providing a

direct road link between the Mongolian border

crossing at Gashuun Sukhait, 80km south of

Oyu Tolgoi, and the Trans-China

railway system.

A permanent domestic airport has been

constructed at Oyu Tolgoi, 13km north of the

camp area, to support the transportation of

people and goods to the site from

Ulaanbaatar. It further serves as the regional

airport for Khanbogd soum. The airport is

designed to accommodate commercial aircraft

up to the Boeing 737-800 series. The flight

time from Ulaanbaatar is just over one hour.

A major groundwater resource was discovered

at Gunii Khooloi, the development of which

provides the raw water supply for the camp

and operations at Oyu Tolgoi.

Power for Oyu Tolgoi is currently supplied with

electricity from China’s Inner Mongolia

Autonomous Region (IMAR) in accordance

with the Electricity Purchase and Sales

Agreement for the Oyu Tolgoi Project between

Oyu Tolgoi LLC, the Inner Mongolia Power

International Cooperation (IMPIC) company,

and the National Power Transmission Grid of

Mongolia.

Power is supplied via a 220kV double-circuit

transmission line from the IMAR West grid.

Either circuit can supply approximately

350MW, thus Oyu Tolgoi’s load can be met

entirely from one circuit while the other is kept

for redundancy.

Oyu Tolgoi operates and maintains assets

within remote fly-in-fly-out (FIFO) Village at

Oyu Tolgoi. There are ~18,000 rooms along

with assorted central facilities such as dining

rooms, taverns, and recreational facilities.

Critical infrastructure that supports the FIFO

Villages includes potable and waste water

plants, potable water networks, and back-up

power generation.

The Oyut open pit mine supplies ore to

the concentrator via a primary crusher

and overland conveyor. The Hugo North

underground mine is currently being

developed and will consist of multiple

block caves supported by multiple shafts and

a conveyor to surface material

handling system.

Titles, leases and permits

The following key agreements relating to the

development and operation of Oyu Tolgoi

have been entered into by Rio Tinto, the

Government of Mongolia, and other entities

and have an impact on Rio Tinto’s interest in,

and obligations relating to Oyu Tolgoi:

–Investment Agreement dated 6 October

2009, between the Government of

Mongolia, Ivanhoe Mines Mongolia Inc

LLC (renamed Oyu Tolgoi LLC), and Rio

Tinto International Holdings Limited in

respect of Oyu Tolgoi (Investment

Agreement).

–In 2004, Entrée Gold Inc (renamed

Entrée Resources Ltd) entered into an

equity participation and earn-in

agreement (EPEA) with Ivanhoe Mines

Ltd (now TRQ). Subsequently, TRQ

transferred its interest under the EPEA in

the Shivee Tolgoi and Javkhlant mining

licences to Oyu Tolgoi LLC in 2005. The

resulting economic interest in the

minerals extracted from such licenses is

currently held as follows:

•70% Oyu Tolgoi LLC / 30% Entrée

Resources Ltd for minerals extracted

from up to 560 m below the surface;

and

•80% Oyu Tolgoi LLC / 20% Entrée

Resources Ltd for minerals extracted

more than 560 m below the surface

–Amended and Restated Shareholders

Agreement (ARSHA) dated 8 June 2011

among Oyu Tolgoi LLC, THR Oyu Tolgoi

Ltd. (formerly Ivanhoe Oyu Tolgoi (BVI)

Ltd.), Oyu Tolgoi Netherlands B.V. and

Erdenes MGL LLC as amended on 2

October 2023. Erdenes MGL LLC since

transferred its shares in Oyu Tolgoi LLC

and its rights and obligations under the

ARSHA to its subsidiary, Erdenes Oyu

Tolgoi LLC.

–Power Source Framework Agreement

(PSFA) dated 31 December 2018,

between the Government of Mongolia

and Oyu Tolgoi LLC, including the

amendment to the PSFA dated

18 June 2020.

These agreements establish obligations and

commitments of the involved parties,

including the Government of Mongolia,

providing clarity and certainty in respect of

the development and operation of Oyu

Tolgoi.

Activities related to Oyu Tolgoi must be

carried out in accordance with these

agreements and the laws of Mongolia. As of

the date of this Form 20-F filing, material

permits and authorizations necessary to

develop and operate Oyu Tolgoi have been

obtained.

Rights to mining are held under five Mine

Licences. Three are 100% owned by Oyu

Tolgoi LLC and two are subject to the EPEA

between Entrée Resources Ltd and Oyu

Tolgoi LLC, which established a joint venture

arrangement between the parties, which

enables Oyu Tolgoi LLC to carry out

operations over the licensed areas, subject

to the terms of the agreement. Although a

formal joint venture agreement has not been

signed, the earn-in requirements have been

met. Both the Shivee Tolgoi and Javkhlant

licences are operated by Oyu Tolgoi LLC.

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Additional information | US Disclosure

Tenure Number	Tenure Name	Tenure Type	Holder Group	Oyu Tolgoi’s Interest	Tenure<br><br>Status	Expiry Date	Current Area<br><br>(ha)
MV-006708	Manakht	Mining Licence	Oyu Tolgoi LLC	100%	Live	23 Dec 2033	4,533
MV-006709	Oyu Tolgoi	Mining Licence	Oyu Tolgoi LLC	100%	Live	23 Dec 2033	8,490
MV-006710	Khukh Khad	Mining Licence	Oyu Tolgoi LLC	100%	Live	23 Dec 2033	1,763
MV-015225	Javkhlant	Mining Licence	Entrée LLC	70% from the surface to 560 m below the<br><br>surface; and 80% from below 560 m	Live	27 Oct 2039	20,327
MV-015226	Shivee Tolgoi	Mining Licence	Entrée LLC	70% from the surface to 560 m below the<br><br>surface; and 80% from below 560 m	Live	27 Oct 2039	42,593

Encumbrances

There are no known significant

encumbrances to the Property at Oyu Tolgoi

that would impact the current Mineral

Resources or Mineral Reserves.

For further details regarding the titles, leases

and rights for Oyu Tolgoi, see Mines and

Production Facilities-Oyu Tolgoi on page 307.

Personnel

Personnel are engaged on either a residential

or FIFO basis, sourced from capital and

regional centres in Mongolia.

Age, modernisation and condition of the

equipment and facilities

The infrastructure, equipment and facilities at

Oyu Tolgoi are subject to an ongoing regime

of sustaining capital investment and

maintenance, underpinned by asset integrity

audits, engineering inspections, engineering

life cycles for key equipment and safety

inspections and audits.

Book value

For the book value for Oyu Tolgoi, see

Rio Tinto Financial Information by Business

Unit on pages 266-267.

Geology and mineralisation

The mineral deposits at Oyu Tolgoi lie in a

structural corridor where mineralisation has

been discovered over a 26km strike length.

Four deposits hosting Mineral Resources

have been identified: Oyut, Hugo Dummett

North, Hugo Dummett South, and Heruga.

The Oyu Tolgoi copper-gold porphyry

deposits are distributed along a 12km north-

northeast striking corridor. From north to

south, the deposits comprise Hugo North,

Hugo South, Oyut, and Heruga.

These deposits lie within the Gurvansayhan

island-arc terrane, a fault bounded segment

of the broader Silurian to Carboniferous

Kazakh-Mongol arc, located towards the

southern margin of the Central Asian

Orogenic Belt. Mineralisation is associated

with multiple, overlapping, intrusions of

late Devonian quartz-monzodiorite intruding

Devonian (or older) juvenile, probably intra-

oceanic arc-related,

basaltic lavas and lesser volcaniclastic rocks,

unconformably overlain by late Devonian

basaltic to dacitic pyroclastic

and volcano sedimentary rocks.

These quartz-monzodiorite intrusions range

from early-mineral porphyritic dykes, to

larger, linear, syn-, late- and post-mineral

dykes and stocks.

Mineral Resources

The table on pages 294-295 sets out the

amount and grade, of Oyu Tolgoi’s

Measured, Indicated and Inferred Mineral

Resources for the year ended 31 December

The negligible <1% reduction in

Mineral Resources compared to the year

ended 31 December 2023 is primarily due to

the 2024 mined (production) Inferred material

from the Oyut open pit Mineral Resources.

The Mineral Resources estimate is based on

the following assumptions:

–Exclusive of Mineral Reserves – Mineral

Resources are reported exclusive of

Mineral Reserves.

–Moisture – All Mineral Resources tonnages

are estimated and reported on a dry basis.

–Mineral Resources are estimated using

ordinary kriging.

–The sample data preparation including

data capping is appropriate for use in

estimation of a Mineral Resource.

–The pit optimisation used to determine

the resources that have reasonable

prospects of economic extraction.

–It is assumed that standard open pit load

and haul mining operations and

underground block cave mining

operations will be applicable for the

mining of Mineral Resources. Processing

will be through crushing, grinding and a

froth flotation concentrator process.

–Copper, gold and silver are payable

elements and are included in the

calculation of a copper equivalent cut-off.

At Heruga, molybdenum is also included

as a payable element.

For more information regarding the material

assumptions for the Mineral Resource

estimates, see Section 11 of the Oyu Tolgoi

Technical Report Summary filed as exhibit

96.3 to the 2022 Form 20-F.

Mineral Reserves

The table on pages 282-283 sets out the

amount, grade, price and metallurgical

recovery of Oyu Tolgoi ‘s Proven and

Probable Mineral Reserves for the year

ended 31 December 2024. The 5%

reduction in Mineral Reserves compared to

the year ended 31 December 2023 is

primarily due to the 2024 mined (production)

Proven and Probable ore from the Oyut open

pit Mineral Reserves.

The Mineral Reserves estimates for Oyu

Tolgoi are based on a Life of Mine plan that

has been developed according to SK-1300

and using industry accepted strategic

planning approaches which defined the life of

the mines at Oyu Tolgoi. Inferred Mineral

Resources have been treated as waste. The

final reserves plan is the outcome of the

application of appropriate modifying factors

in order to establish an economically viable

and operational mine plan. At Oyu Tolgoi, a

variable cut-off grade strategy is applied to

develop the mine plan. The Mineral

Reserves estimate includes both the Oyut

and Hugo North deposits and more detail is

provided in Table 1.2 of exhibit 96.3 of the

2022 Form 20-F.

Material assumptions in the estimation of

Mineral Reserves are:

–The resource model reflects the continuity

and complexity of the deposit with the

confidence stated in the classification.

–Mineral Reserves are reported as dry mill

feed tonnes.

–A variable net smelter return cut-off

strategy that maximises throughput for

the concentrator.

–Commodity prices, operating and

capital costs.

–Geology models contain tonnage

estimates on a dry in situ basis. The

estimated water content (moisture) for

each block model block is added.

–Metallurgical and processing recovery

estimates are applied to crusher feed

tonnages based on ore types.

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Additional information | US Disclosure

Uncertainties that affect the reliability or

confidence in the Mineral Reserves estimate

include but are not limited to:

–Future macro-economic environment,

including metal prices and foreign

exchange rate.

–Changes to operating cost assumptions,

including labour costs.

–Ability to continue sourcing water.

–Changes to mining, hydrological,

geotechnical parameters, and

assumptions.

–Ability to maintain environmental and

social licence to operate.

–Metallurgical recovery assumptions.

For more information regarding the material

assumptions for the Mineral Reserves

estimates at Oyu Tolgoi, see Section 12 of

Oyu Tolgoi Technical Report Summary filed

herewith as exhibit 96.3 to the 2022

Form 20-F.

Exploration

Exploration on the mine leases is undertaken

by Oyu Tolgoi LLC’s site technical services

team. The current exploration strategy is

focused on developing a project pipeline

prioritised in areas that can impact the

current development of the Oyu Tolgoi

deposits, seeking low-cost development

options and continuing the assessment of

legacy datasets to enable future discovery.

Exploration targets, based on identified

medium or high priority, have had exploration

work completed in 2024, and will continue to

be investigated going forward based on

priority and potential. Development of the

known Mineral Resources is a key objective

of stakeholders and over the life of Oyu

Tolgoi. Oyu Tolgoi LLC will continue to

progress its orebody knowledge of these

known resources to improve decision making

on their potential development.

Additional information can be found in

Section 7 of the Oyu Tolgoi Technical Report

Summary filed as exhibit 96.3 to the 2022

Form 20-F.

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Additional information | US Disclosure

Simandou

Property Overview

The SimFer Iron Ore Project (Simandou) is an

iron ore mining project located in the Republic

of Guinea, approximately 550km southeast of

Conakry (Guinea’s capital), towards the

southern end of the 110km long Simandou

Range. The Simandou orebodies are located

within the 369km² area (Blocks 3 and 4) of the

Simandou South Mining Concession (the

Concession) which is held by SimFer S.A.

(SimFer). Simandou is located at latitude

08°31′N, longitude 08°54′W.

Iron ore extracted from Blocks 3 and 4 (and the

neighbouring Winning Consortium Simandou

(WCS) mining concession Blocks 1 and 2) will be

exported via rail and port infrastructure being co-

developed between the Guinean State, SimFer

Jersey, and WCS, with the ultimate owner and

operator of the infrastructure being the

Compagnie du Transguinéen (CTG), an

incorporated joint venture (JV) between SimFer

Jersey (42.5% through its subsidiary SimFer

Infraco Limited), WCS (42.5%) and the

Government of Guinea (15%).

SimFer is owned by SimFer Jersey (85%),

and the Guinean State (15%). SimFer Jersey

is an incorporated JV comprising Rio Tinto

SimFer UK Limited (53%), and Chalco Iron

Ore Holdings Limited (CIOH) (47%).

For SEC reporting purposes, Simandou is

considered a development stage project

property. In addition to project construction,

SimFer conducts both exploration and

development activities across the property.

History

The existence of iron ore in the Simandou

Range has been recognized since the

1950’s, with the commencement of drilling

activities by Rio Tinto in 1997.

From 1999 through to 2011, some 81km of

drilling was undertaken at the Pic de Fon

deposit, adjacent to the Ouéléba deposit,

and a further 98km of drilling was undertaken

within the Ouéléba deposit during the period

2005 to 2013.

Total drilling of more than 250km has been used

as the basis for interpretation of the Mineral

Resources, more than 130km/680 holes at

Ouéléba, of which approximately 30% were

diamond core and the remainder Reverse

Circulation (RC) and more than 110km/570

holes at Pic de Fon with approximately 30%

being diamond core and the remainder RC.

SimFer mining concession over Blocks 3 and

4 was granted on 22 April 2011 by

Presidential Decree.

In 2022, co-development of the rail and port

infrastructure between the Guinean State, WCS

Railway, and Rio Tinto through its SimFer

holdings was agreed and a co-development

agreement (and its appendices) which was

signed on 10 August 2023, ratified by law on 29

March 2024 and fully entered into force on 30

May 2024 (Co-Development Agreement).

For further details regarding the history and

previous operators for the Simandou

Property, see Mines and Production

Facilities–Simandou on page 316.

Infrastructure

A new trans-Guinean railway consisting of a

multi-use, multi-user main line approximately

536km long is being constructed in

conjunction with WCS.

Two separate spur lines from the main rail

line are being constructed to each of the two

separate mining areas, the WCS Spur Line

for Blocks 1 and 2, and the SimFer Spur Line

for Blocks 3 and 4.

There is an existing airport at Beyla, which is

located some 35km from the Simandou camp.

A purpose built crushing and material

handling facility will be constructed at the

project, which is capable of handling the

Direct Shipping Ore (DSO) product from the

mine.

The product from the Ouéléba crushing plant

will be stacked by dedicated stackers onto

separate rows of stockpiles in a common

stockyard.

Power for Simandou will be supplied by a

combination of diesel generated electrical

power, and solar/battery power. Downhill

conveying from the mine to the stockyard will

supply regenerative power when ore is being

transported from the mine.

The power plant is a hybrid renewable plant

that supplies a maximum demand of

approximately 18.5MW using diesel-fired

generators initially, plus capacity for future

expansion using a combination of diesel-fired

generators and future renewable sources.

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Additional information | US Disclosure

Current site access roads are being

upgraded to handle mine traffic and

contractor access for construction of the

processing plant, and associated

infrastructure.

Camp facilities are in place, with a current

workforce involved in further geological

sampling and construction works. Planned

expansion of camp facilities in addition to an

expansion and upgrade of an existing airstrip

are planned for the project construction

phase.

Port access will be through the port located

in the Morebaya Estuary south of Conakry in

the Forécariah prefecture, which will allow for

the global distribution of iron product. The rail

and port infrastructure to enable export of ore

from the Property is being co-developed as a

JV between the Guinean State, SimFer

Jersey, and WCS, with the ultimate owner

and operator of the co-developed

infrastructure being the CTG.

General infrastructure will include mine

access control and guard house, mine

administration buildings, workshops, mine

operations buildings, prayer building, site

laboratory, and a central messing and

ablution facility.

Critical infrastructure that supports the camp

includes potable and wastewater plants,

potable water networks, and back-up power

generation.

The Ouéléba mine will supply ore to the

stacker/reclaimer via a dual primary crusher,

and downhill conveyor.

Titles, leases and permits

The following key agreements relating to the

development and operation of Simandou

have been entered into by Rio Tinto, the

Guinean State, and other entities, and have

an impact on Rio Tinto’s interest in, and

obligations relating to, Simandou:

–SimFer mining concession over Blocks 3

and 4 was granted on 22 April 2011 by

Presidential Decree No. D/2011/134/

PRG/SGG, which was published in the

April special issue of the Official Journal

of the Republic of Guinea (Concession

Decree).

–In 2012, the Environment and Social

Impact Assessment (ESIA) was originally

approved, and the Government of Guinea

declared Simandou a “Project of National

Interest”. Approvals have been

maintained in accordance with applicable

law throughout construction, through

annual renewals of certificates of

conformance.

–The ESIA has been updated through

approved ESIAs. An ESIA for the SimFer

Mine and Spur Line was approved in July

2024, and updated ESIA for Port

terrestrial works was approved in

September 2024. An updated ESIA for

Port Marine works is undergoing

regulatory approval as of

December 2024.

–The investment framework for the

development of Simandou, including a

mining convention (Amended and

Consolidated Basic Convention), as

adjusted on 10 August 2023 (Mine

Bipartite Agreement) to take into account

the new co-developed rail and port

infrastructure project; and a Build Operate

Transfer convention (BOT Convention),

as amended on 10 August 2023 by the

Co-Development Agreement. The BOT

Convention will remain in force during the

whole construction of the SimFer scope.

During operation, CTG will operate the

rail and port infrastructure under

dedicated rail and port conventions.

–The Concession duration is 25 years,

renewed automatically for a further period

of 25 years followed by further 10-year

periods in accordance with the mining

convention and the applicable Guinean

mining legislation, provided SimFer has

complied with its obligations under the

Amended and Consolidated Basic

Convention.

–The co-developed rail and port

infrastructure includes a purpose-built

port facility to be constructed at Morebaya

estuary, which will facilitate the export of

the iron ore from the SimFer Mine, and

WCS Mine. The port will have a capacity

of 120 million tonnes per annum (Mtpa)

and will be shared with WCS. The port

will be accessed by a purpose built

536km main rail line with spurs to connect

the SimFer Mine (68km), and WCS Mine

(16km) to the port at Morebaya. The rail

will have initial capacity of up to 120Mtpa.

These agreements establish obligations and

commitments of the involved parties,

including the Guinean State, providing clarity

and certainty in respect of the development

and operation of Simandou.

Access to the mine site and to the ore is

guaranteed under the applicable mining

legislation and the Amended and

Consolidated Basic Convention. Mining,

exploration, and exploitation works carried

out or to be carried out on site are authorized

in accordance with the applicable legislation

and/or the Amended and Consolidated Basic

Convention. Other required permits and

authorizations (e.g., environmental, building,

etc.) are applied for by SimFer in compliance

with the application legislation and its

investment framework.

Activities related to Simandou must be

carried out in accordance with these

agreements and the laws of Guinea. As of

the date of this Form 20-F filing, material

permits and authorizations necessary to

develop and operate Simandou have

been obtained.

Tenure Number	Tenure Name	Tenure Type	Holder Group	Rio Tinto’s Interest	Tenure<br><br>Status	Expiry Date	Current Area<br><br>(ha)
A2011/011/<br><br>DIGM CPDM	Simandou<br><br>Blocks 3 and 4	Mining<br><br>concession	SimFer Jersey Limited (shareholders RT<br><br>SimFer UK Ltd and CIOH) of which we have a<br><br>53% interest in 85% of the project => 45.05%	45.05%	Live	07 July 1964	36,900
Annual Report on Form 20-F 2024	355	riotinto.com
---	---	---

Additional information | US Disclosure

Encumbrances

There are no known significant

encumbrances to the Property at Simandou

that would impact the current Mineral

Resources or Mineral Reserves. It should

however be noted that:

–In addition to its existing 15% share in the

share capital of SimFer S.A., the State

has been granted various options to

purchase over time additional shares in

the share capital of SimFer S.A up to 20%

(of which 10% based on Mining Historical

Costs and 10% at market value). None of

these options have been exercised on the

date of this submission; and

–The State can terminate the Amended

and Consolidated Basic Convention and/

or withdraw the Concession in various

circumstances such as (i) a material

breach by SimFer S.A. of its obligations

under the Amended and Consolidated

Basic Convention, including not reaching

first commercial production by a certain

date; (ii) the physical completion of the

Mining Infrastructure does not occur by

31 December 2026; the Main Rail Line,

SimFer Spur Line, WCS Spur Line and

WCS Barge Port are not completed by 31

December 2026, and the State withdraws

the WCS Concession, provided that these

deadlines can be postponed based on

legitimate grounds such as force majeure

events and/or following the application of

extension mechanisms provided for in,

and in accordance with, the Co-

Development Agreement and/or the Mine

Bipartite Agreement. No such termination

or withdrawal has been notified to SimFer

S.A. to date.

For further details regarding the titles, leases

and rights for Simandou, see Section 3 of the

Simandou Technical Report Summary filed

as exhibit 96.4 to this Form 20-F for the year

ended 31 December 2023 (“2023 Form 20-F”).

Personnel

Personnel will be engaged on either a

residential, or FIFO basis. During

construction, personnel will be sourced from

capital and regional centers in Guinea, as

well as overseas where local skills are

unavailable.

Age, modernisation and condition of the

equipment and facilities

The facilities at Simandou are relatively new,

or under construction. All infrastructure,

equipment, and facilities are subject to an

ongoing regime of sustaining capital

investment and maintenance, underpinned

by asset integrity audits, engineering

inspections, engineering life cycles for key

equipment, and safety inspections and

audits.

Book value

For the book value for Simandou, see Rio

Tinto Financial Information by Business Unit

on pages 266-267.

Geology and mineralisation

The Ouéléba and Pic de Fon deposits are

located in the Simandou Range, on a

prominent ridge. The Simandou Range is the

result of multi-phase ductile deformation

represented by tight synformal fold keels and

sheared antiformal structures. The ridge

consists of a formation of itabirites

(metamorphosed Banded Iron Formation

(BIF)) and phyllites, overlying basement

gneiss and amphibolite. The itabirites and

phyllites have been deeply weathered and

identifying stratigraphy is difficult, with the

only discernible contact being that between

the itabirites, and phyllites.

The Ouéléba deposit is located towards the

southern end of the Simandou Range,

approximately 5km north of the Pic de Fon

deposit. It is an approximately 7km long and

700m wide zone of mineralisation.

The Pic de Fon deposit is an approximately

7.5km long, and 500m wide (extending

briefly to just over 1,000m wide at the

northern end of the deposit) zone of

mineralisation. The deposit forms part of a

north-northwest trending ridge, and both

deposits originated from an itabirite

precursor.

The ridge line likely forms part of an ancient

erosion surface, probably mid-tertiary in age,

which has been subjected to deep prolonged

tropical weathering.

Ouéléba hematite goethite mineralisation

consists mainly of friable hematite-goethite

material extending locally also to depths

greater than 400m below surface. Hematite

mineralisation at Pic de Fon consists mainly

of friable hematite material extending locally

to depths greater than 400m below surface.

Mineral Resources

The table on pages 292-293 sets out the

amount and grade, of Simandou’s Measured,

Indicated and Inferred Mineral Resources for

the year ended 31 December 2024. The 9%

increase in Measured and Indicated Mineral

Resources and 4% decrease in Inferred

Mineral Resources compared to the year

ended 31 December 2023 is primarily due to

updates to the Oueleba North model.

The Mineral Resources estimate is based on

the following assumptions:

–Exclusive of Mineral Reserves – Mineral

Resources are reported exclusive of

Mineral Reserves.

–Moisture – All Mineral Resources

tonnages are estimated and reported on

a dry basis.

–Mineral Resources are estimated using

ordinary kriging.

–The sample data preparation including

data capping is appropriate for use in

estimation of Mineral Resources.

–The pit optimisation used to determine

the resources that have reasonable

prospects of economic extraction.

–It is assumed that standard open pit load

and haul mining operations will be

applicable for the mining of Mineral

Resources. Processing will be through

crushing and blending.

–Studies are currently in progress to

determine the viability of producing a

DSO dual product including Blast

Furnace (BF), and Direct Reduction (DR)

quality products from the operation over

the life of mine.

For more information regarding the material

assumptions for the Mineral Resources

estimates, see Section 11 of the Simandou

Technical Report Summary filed as exhibit

96.4 to the 2023 Form 20-F.

Annual Report on Form 20-F 2024	356	riotinto.com

Additional information | US Disclosure

Mineral Reserves

The table on pages 280-281 sets out the

amount, grade, price and metallurgical

recovery of Simandou‘s Proven and

Probable Mineral Reserves for the year

ended 31 December 2024. There is no

material change in total Mineral Reserves

compared to the year ended 31 December

2023. The updated Mineral Reserves reflect

a classification change from Proven Mineral

Reserves to Probable Mineral Reserves due

to geotechnical parameters supporting

design being largely at pre-feasibility study

level.

The Mineral Reserves estimates for

Simandou are based on a Life of Mine plan

that has been developed in accordance with

SK-1300 and using industry accepted

strategic planning approaches which defined

the life of the mine at Ouéléba. Inferred

Mineral Resources have been treated as

waste. The final reserves plan is the outcome

of the application of appropriate modifying

factors in order to establish an economically

viable and operational mine plan. At Ouéléba

a variable cut-off grade strategy is applied to

develop the mine plan to separate the BF

and DR products within the iron ore

mineralisation. The Mineral Reserves

estimate only includes the Ouéléba deposit.

The Pic de Fon deposit will be the subject of

a feasibility study level investigation in the

future and more detail is provided in Table

1.2 of exhibit 96.4 to the 2023 Form 20-F.

Material assumptions in the estimation of

Mineral Reserves are:

–The resource model reflects the continuity

and complexity of the deposit with the

confidence stated in the classification.

–Mineral Reserves are reported as dry mill

feed tonnes.

–Cut-off grades for Direct Shipping Ore

(DSO) iron ore product. have been

applied within the life of mine final pit

design based upon Fe >=58%, Al2O3 +

SiO2 <= 8%, P <= 0.25%.

–Commodity prices, operating and

capital costs.

–Geology models contain tonnage

estimates on a dry in situ basis. The

estimated water content (moisture) for

each block model block is added.

–Processing recovery estimates are

applied to ex-pit handling as 0.5% losses.

Uncertainties that affect the reliability or

confidence in the Mineral Reserves estimate

include but are not limited to:

–Future macro-economic environment,

including metal prices and foreign

exchange rate.

–Changes to operating cost assumptions,

including labour costs.

–Ability to continue sourcing water.

–Changes to mining, hydrological,

geotechnical parameters, and

assumptions.

–Ability to maintain environmental and

social licence to operate.

For more information regarding the material

assumptions for the Mineral Reserves

estimates at Simandou, see Section 12 of

Simandou Technical Report Summary filed

as exhibit 96.4 to the 2023 Form 20-F.

Exploration

Exploration at Simandou is undertaken by

SimFer’s site resource evaluation team. The

current exploration strategy is focused on

developing a project pipeline prioritized in

areas that can extend current development.

Further drilling and updates to the Pic de Fon

Mineral Resourcea model will permit a

feasibility level study to assess the potential

conversion of the Mineral Resources in a

mineable extension of the current project.

Development of the known Mineral

Resources is a key objective of stakeholders

and over the life of mine, SimFer will

continue to progress its understanding of

these resources, and ultimately make

decisions on their development.

Additional information can be found in

Section 7 of the Simandou Technical Report

Summary filed as exhibit 96.4 to the 2023

Form 20-F.

Internal controls disclosure

pursuant to Item 1305 of

SK-1300 under Securities Act

of 1933

For a description of the internal controls that

Rio Tinto uses in its exploration and Mineral

Resources and Mineral Reservse estimation

efforts, quality control and quality assurance

programs, verification of analytical

procedures and a discussion of the risk

management related to these estimates, see

Mineral Resources and Mineral Reserves

Governance and Internal Controls on

page 300.

Annual Report on Form 20-F 2024	357	riotinto.com

Additional information

Financial calendar

2025
16	January	Fourth quarter 2024 operations review
30	January	Closing date for receipt of nominations for candidates other than those recommended by the Board to be elected as directors at the 2025<br><br>annual general meetings
19	February	Announcement of results for 2024
6	March	Rio Tinto plc and Rio Tinto Limited ordinary shares quoted “ex-dividend” for the 2024 final dividend
7	March	Rio Tinto plc ADRs quoted “ex-dividend” for the 2024 final dividend
7	March	Record date for the 2024 final dividend for Rio Tinto plc and Rio Tinto Limited ordinary shares and Rio Tinto plc ADRs
27	March	Final date for elections under the Rio Tinto plc and Rio Tinto Limited dividend reinvestment plans and under facilities for dividends to be<br><br>paid in alternative currency for the 2024 final dividend
3	April	Annual general meeting for Rio Tinto plc, UK
8	April	Dividend currency conversion date
16	April	First quarter 2025 operations review
17	April	Payment date for the 2024 final dividend to holders of ordinary shares and ADRs
1	May	Annual general meeting for Rio Tinto Limited, Australia
16	July	Second quarter operations review 2025
30	July	Announcement of half-year results for 2025
14	August	Rio Tinto plc and Rio Tinto Limited ordinary shares quoted “ex-dividend” for the 2025 interim dividend
15	August	Rio Tinto plc ADRs quoted “ex-dividend” for the 2025 interim dividend
15	August	Record date for the 2025 interim dividend for Rio Tinto plc and Rio Tinto Limited ordinary shares and Rio Tinto plc ADRs
4	September	Final date for elections under the Rio Tinto plc and Rio Tinto Limited dividend reinvestment plans and under facilities for dividends to be<br><br>paid in alternative currency for the 2025 interim dividend
16	September	Dividend currency conversion date
25	September	Payment date for the 2025 interim dividend to holders of ordinary shares and ADRs
16	October	Third quarter 2025 operations review

Cautionary statement about forward-looking statements

This report includes “forward-looking

statements” within the meaning of the Private

Securities Litigation Reform Act of 1995.

All statements other than statements of

historical facts included in this report,

including, without limitation, those regarding

Rio Tinto’s financial position, business

strategy, plans and objectives of

management for future operations (including

development plans and objectives relating to

Rio Tinto’s products, production forecasts,

and reserve and resource positions), are

forward-looking statements. The words

“intend”, “aim”, “project”, “anticipate”,

“estimate”, “plan”, “believes”, “expects”,

“may”, “should”, “will”, “target”, “set to” or

similar expressions, commonly identify such

forward-looking statements.

Such forward-looking statements involve

known and unknown risks, uncertainties and

other factors which may cause the actual

results, performance or achievements of

Rio Tinto, or industry results, to be materially

different from any future results, performance

or achievements expressed or implied by

such forward-looking statements. Such

forward-looking statements are based on

numerous assumptions regarding Rio Tinto’s

present and future business strategies and

the environment in which Rio Tinto will

operate in the future. Among the important

factors that could cause Rio Tinto’s actual

results, performance or achievements to

differ materially from those in the forward-

looking statements include, but are not

limited to:

an inability to live up to Rio Tinto’s values

and any resultant damage to its reputation;

the impacts of geopolitics on trade and

investment; the impacts of climate change

and the transition to a low-carbon future; an

inability to successfully execute and/or

realise value from acquisitions and

divestments; the level of new ore resources,

including the results of exploration programs

and/or acquisitions; disruption to strategic

partnerships that play a material role in

delivering growth, production, cash or market

positioning; damage to Rio Tinto’s

relationships with communities and

governments; an inability to attract and retain

requisite skilled people; declines in

commodity prices and adverse exchange

rate movements; an inability to raise

sufficient funds for capital investment;

inadequate estimates of ore resources and

reserves; delays or overruns of large and

complex projects; changes in tax regulation;

changes in environmental, social and

governance reporting standards; safety

incidents or major hazard events; cyber

breaches; physical impacts from climate

change; the impacts of water scarcity; natural

disasters; an inability to successfully manage

the closure, reclamation and rehabilitation of

sites; the impacts of civil unrest; breaches of

Rio Tinto’s policies, standards and

procedures, laws or regulations; trade

tensions between the world’s major

economies; increasing societal and investor

expectations, in particular with regard to

environmental, social and governance

considerations; the

impacts of technological advancements; and

such other risks identified in Rio Tinto’s most

recent Annual Report and accounts in

Australia and the United Kingdom and the

most recent Annual Report on Form 20-F

filed with the SEC or Form 6-Ks furnished to,

or filed with, the SEC. Forward-looking

statements should, therefore, be construed

in light of such risk factors and undue

reliance should not be placed on forward-

looking statements. These forward-looking

statements speak only as of the date of this

report. Rio Tinto expressly disclaims any

obligation or undertaking (except as required

by applicable law, the UK Listing Rules, the

Disclosure Guidance and Transparency

Rules of the Financial Conduct Authority and

the Listing Rules of the Australian Securities

Exchange) to release publicly any updates or

revisions to any forward-looking statement

contained herein to reflect any change in

Rio Tinto’s expectations with regard thereto

or any change in events, conditions or

circumstances on which any such statement

is based.

Nothing in this report should be interpreted to

mean that future earnings per share of

Rio Tinto plc or Rio Tinto Limited will

necessarily match or exceed its historical

published earnings per share.

Annual Report on Form 20-F 2024	358	riotinto.com

Additional information

Contact details

Registered offices

Rio Tinto plc

6 St James’s Square

London

SW1Y 4AD

Registered in England No. 719885

Telephone: +44 (0)20 7781 2000

Website: riotinto.com

Rio Tinto Limited

Level 43, 120 Collins Street

Melbourne 3000

Australia

ABN 96 004 458 404

Telephone: +61 3 9283 3333

Website: riotinto.com

Rio Tinto’s agent in the US is Cheree Finan,

who may be contacted at

Rio Tinto Services Inc.

80 State Street

Albany

NY 12207-2543

Shareholders

Please refer queries about shareholdings to

the investor centre of the respective registrar.

Rio Tinto plc

Computershare Investor Services PLC

The Pavilions

Bridgwater Road

Bristol

BS99 6ZZ

Telephone:

+44 (0)800 435 021 (in the UK)

+44 (0)370 703 6364 (overseas)

Website: computershare.com

Holders of Rio Tinto American Depositary

Receipts (ADRs)

Please contact the ADR administrator if you

have any queries about your ADRs.

ADR administrator

J.P. Morgan Chase Bank N.A.

Shareowner Services

PO Box 64504

St. Paul

MN 55164-0504

US residents only, toll free general:

+1 (800) 990 1135

Telephone from outside the US:

+1 (651) 453 2128

US residents only, toll free Global invest

direct: +1 (800) 428 4237

Website: adr.com

Email: shareowneronline.com/informational/

contact-us/

Rio Tinto Limited

Computershare Investor Services Pty

Limited

GPO Box 2975

Melbourne

Victoria 3001

Australia

Telephone: +61 (0) 3 9415 4030

Australian residents only, toll free:

1800 813 292

New Zealand residents only, toll free:

0800 450 740

Website: computershare.com

Former Alcan Inc. shareholders

Computershare Investor Services Inc.

8th Floor

100 University Avenue

Toronto, ON

Canada

M5J 2Y1

Telephone: +1 (514) 982-7555

North American residents only,

toll free: +1 (800) 564-6253

Email: corporateactions@computershare.com

Website: computershare.com

Investor Centre

Investor Centre is Computershare’s free,

secure, self-service website, where

shareholders can manage their holdings

online. The website enables shareholders to:

–View share balances

–Change address details

–View payment and tax information

–Update payment instructions

In addition, shareholders who register their

email address can be notified electronically

of events such as annual general meetings,

and can receive shareholder

communications such as the Annual Report

or notice of meeting electronically.

Rio Tinto plc shareholders

Website: investorcentre.co.uk

Rio Tinto Limited shareholders

Website: www-au.computershare.com/

Investor

riotinto.com

This report is printed on paper certified in accordance with the FSC® (Forest Stewardship Council®) and is recyclable and acid-free. Pureprint Ltd is FSC certified and ISO 14001 certified showing that it is committed to all round excellence and improving environmental performance is an important part of this strategy. Pureprint Ltd aims to reduce at source the effect its operations have on the environment and is committed to continual improvement, prevention of pollution and compliance with any legislation or industry standards. Pureprint Ltd is a Carbon / Neutral® Printing Company. Report produced by Black Sun Global, part of the Positive Change Group.

ITEM 19. EXHIBITS

Exhibits marked “*” have been filed as exhibits to this Annual report on Form 20-F and other exhibits have been incorporated by reference as indicated.

INDEX

Exhibit<br>Number	Description
1.1	Articles of Association of Rio Tinto plc (adopted by special resolution passed on 20 April 2009 and amended on 1 October 2009 and 8 April 2020) (incorporated by reference to Exhibit 1.1 of Rio Tinto plc Annual Report on Form 20-F for fiscal year ended 31 December 2020, File No. 1-10533)
1.2*	Constitution of Rio Tinto Limited (CAN 004 458 404) (as adopted by special resolution passed on 24 May 2000 and amended by special resolution on 18 April 2002, 29 April 2005, 27 April 2007, 24 April 2008, 20 April 2009, 7 May 2020 and 2 May 2024)
2.1*	Description of securitiesex02-1descripsecurities2024.htm
3.1**	DLC Merger Implementation Agreement, dated 3 November 1995 between CRA Limited and The RTZ Corporation PLC relating to the implementation of the DLC merger (incorporated by reference to Exhibit 2.1 of Rio Tinto plc's Annual report on Form 20-F for the financial year ended 31 December 1995, File No. 1‑10533)
3.2	DLC Merger Sharing Agreement, dated 21 December 1995 and amended on 14 April 2005, 29 April 2005 and 18 December 2009 between CRA Limited and The RTZ Corporation PLC relating to the ongoing relationship between CRA and RTZ following the DLC merger (incorporated by reference to Exhibit 3.2 of Rio Tinto plc Annual report on Form 20-F for the fiscal year ended 31 December 2009, File No. 1‑10533)
3.3	RTZ Shareholder Voting Agreement, dated 21 December 1995 and amended on 18 January 2010 between The RTZ Corporation PLC, RTZ Shareholder SVC Pty. Limited, CRA Limited, R.T.Z. Australian Holdings Limited and The Law Debenture Trust Corporation p.l.c (incorporated by reference to Exhibit 3.3 of Rio Tinto plc Annual report on Form 20-F for the fiscal year ended 31 December 2009, File No. 1‑10533)
3.4	CRA Shareholder Voting Agreement, dated 21 December 1995 and amended 18 January 2010 between CRA Limited, CRA Shareholder SVC Limited, The RTZ Corporation PLC and The Law Debenture Trust Corporation p.l.c., relating to the RTZ Special Voting Share (incorporated by reference to Exhibit 3.4 of Rio Tinto plc Annual report on Form 20-F for the fiscal year ended 31 December 2009, File No. 1‑10533)
4.1*	Rules of the Rio Tinto plc Equity Incentive Plan 2018, approved on 11 April 2018 and amended on 12 February 2019, 4 March 2021, 28 June 2021, 19 October 2023 and 8 May 2024
4.2*	Rules of the Rio Tinto Limited Equity Incentive Plan 2018, approved on 2 May 2018 and amended on 12 February 2019, 4 March 2021, 28 June 2021 and 19 October 2023 and 8 May 2024
8.1*	List of subsidiary companies
11.1*	Securities Dealing Policy
12.1*	Certifications pursuant to Rule 13a‑14(a) of the Exchange Act
13.1*	Certifications furnished pursuant to Rule 13a‑14(b) of the Exchange Act (such certifications are not deemed filed for purpose of Section 18 of the Exchange Act and not incorporated by reference in any filing under the Securities Act)
15.1*	Consent of KPMG LLP and KPMG, independent registered public accounting firms
16.1*	Mine safety and health administration safety data
17.1*	Guarantors and Issuers of Guaranteed Securities
96.1	Technical Report Summary Pilbara Operations (incorporated by reference to Exhibit 96.1 of Rio Tinto plc Annual Report on Form 20-F for fiscal year ended 31 December 2021, File No. 1-10533)
96.2	Technical Report Summary Escondida (incorporated by reference to Exhibit 96.2 of Rio Tinto plc Annual Report on Form 20-F for fiscal year ended 31 December 2022, File 1-10533)
96.3	Technical Report Summary Oyu Tolgoi (incorporated by reference to Exhibit 96.3 of Rio Tinto plc Annual Report on Form 20-F for fiscal year ended 31 December 2022, file 1-10533)
96.4	Technical Report Summary Simandou (incorporated by reference to Exhibit 96.4 of Rio Tinto plc Annual report on Form 20-F for the fiscal year ended 31 December 2023, File No. 1‑10533)
97.1	Incentive-Based Compensation Clawback Policy, approved on 19 October 2023 (incorporated by reference to Exhibit 96.5 of Rio Tinto plc Annual report on Form 20-F for the fiscal year ended 31 December 2023, File No. 1‑10533)
101*	Interactive data files

* Filed herewith

** Paper filing in 1995

Signature

The Registrants hereby certify that they meet all of the requirements for filing on Form 20-F and that they have duly caused and authorised the undersigned to sign this Annual Report on their behalf.

Rio Tinto plc	Rio Tinto Limited
(Registrant)	(Registrant)
/s/ Andy Hodges	/s/ Tim Paine
Name: Andy Hodges	Name: Tim Paine
Title: Company Secretary	Title: Company Secretary
Date: 20 February 2025	Date: 20 February 2025

ex1-2rtl_amendedxconstit

i Constitution of Rio Tinto Limited (ACN 004 458 404) (As adopted by special resolution passed on 24 May 2000 and amended by special resolutions passed on 18 April 2002, 29 April 2005, 27 April 2007, 24 April 2008, 20 April 2009, 7 May 2020 and 2 May 2024) Exhibit 1.2

Page (i) Table of Contents PRELIMINARY 2 1. The replaceable rules in the Corporations Act shall not apply to the Company. ....................................................................................... 2 2. Interpretation .................................................................................. 2 BUSINESS 10 3. [deleted October 2009] ................................................................ 10 CAPITAL 10 4. Share capital ................................................................................ 10 SHARES 11 5. Issue of shares with special rights ............................................ 11 5A DLC Dividend Share .................................................................... 11 6. Preference shares ........................................................................ 12 7. Separate Approvals of Class Rights Actions ............................ 13 8. Dividends on Special Voting Share and Equalisation Share ... 16 9. Obligation for calls ...................................................................... 17 10. Shares at the disposal of the Board ........................................... 17 11. Directors may participate ............................................................ 17 12. Power to pay commission and brokerage ................................. 17 13. Surrender of shares ..................................................................... 17 14. Joint holders ................................................................................ 17 15. Non-recognition of equitable interests, etc ............................... 18 MODIFICATION OF RIGHTS 18 16. How special rights may be varied .............................................. 18 SEALS 19 17. Seals and their use ...................................................................... 19 18. [deleted April 2009] ...................................................................... 19 19. [deleted April 2009] ...................................................................... 19 CERTIFICATES FOR SECURITIES 19 20. Uncertificated Holdings ............................................................... 19 21. Certificates ................................................................................... 19 22. [deleted April 2009] ...................................................................... 19 23. [deleted April 2009] ...................................................................... 19

Page ii 24. [deleted April 2009] ...................................................................... 19 25. [deleted April 2009] ...................................................................... 19 CALLS 19 26. Calls and notice of calls .............................................................. 19 27. When a call is made ..................................................................... 19 28. Interest on the late payment of calls .......................................... 20 29. Instalments ................................................................................... 20 30. Payment in advance of calls ....................................................... 20 31. Non-receipt of notice of call ........................................................ 20 TRANSFER AND TRANSMISSION OF SECURITIES 20 32. Form of transfer ........................................................................... 20 33. Effecting a transfer ...................................................................... 20 34. Instrument of transfer and certificate to be left at Office ......... 21 35. Board may refuse to register ...................................................... 21 36. Company to retain instrument of transfer ................................. 22 37. Closing Register .......................................................................... 22 38. Cancellation of old certificate ..................................................... 22 39. Transmission upon death ........................................................... 22 40. Transmission by operation of law .............................................. 23 41. Board may refuse registration of transmissions ...................... 23 FORFEITURE AND LIEN 23 42. Notice requiring payment of sums payable ............................... 23 43. Content of notice ......................................................................... 23 44. Forfeiture on non-compliance with notice ................................. 23 45. Notice of forfeiture ....................................................................... 24 46. Disposal of forfeited shares ........................................................ 24 47. Annulment of forfeiture ............................................................... 24 48. Liability notwithstanding forfeiture ............................................ 24 49. Company's lien or charge ........................................................... 24 50. Sale of shares to enforce lien ..................................................... 24 51. Title of shares forfeited or sold to enforce lien ......................... 25 INCREASE AND REDUCTION OF CAPITAL 26 52. Power to alter or reduce share capital ....................................... 26 53. Rights attached to subdivided shares ....................................... 26

Page iii 54. Board may give effect to alteration of share capital ................. 26 55. [deleted April 2009] ...................................................................... 26 56. [deleted April 2009] ...................................................................... 26 GENERAL MEETINGS 26 57. Annual general meetings ............................................................ 26 57A. Hybrid Meetings ........................................................................... 27 57B. Contemporaneous Parallel RTP General Meetings................... 28 58. Notice of general meeting ........................................................... 30 59. Omission to give and non-receipt of notice .............................. 31 PROCEEDINGS OF MEETINGS 31 60. Business of general meeting ...................................................... 31 61. Quorum ......................................................................................... 32 62. Adjournment in absence of quorum .......................................... 32 63. Chair.............................................................................................. 32 64. Acting Chair ................................................................................. 32 65. General conduct of meeting ....................................................... 33 66. Amendments to resolutions ....................................................... 33 67. Adjournment ................................................................................ 33 68. Voting ............................................................................................ 34 69. Declaration of vote on a show of hands .................................... 34 70. Demand for poll ........................................................................... 34 71. Taking a poll ................................................................................. 34 72. Continuance of business after demand for poll ........................ 35 73. Notice of adjournment ................................................................. 35 VOTES OF MEMBERS 35 74. Voting rights of members ........................................................... 35 75. Voting rights of personal representatives, etc. ......................... 37 76. How votes may be given ............................................................. 37 77. Appointment of proxies ............................................................... 37 78. Form and execution of instrument of proxy .............................. 38 79. Board to issue forms of proxy .................................................... 38 80. Attorneys of members ................................................................. 38 81. Validity of vote ............................................................................. 39 82. Rights of member indebted to Company in respect of other shares 39

Page iv DIRECTORS 39 83. Number of Directors .................................................................... 39 84. Share qualification of Directors .................................................. 39 85. Election or appointment of additional Director ......................... 39 86. Continuing Directors to act in certain circumstances .............. 40 87. Directors who are employees of the Company ......................... 40 88. Company Auditor may not act as Director ................................ 40 89. Directors' Remuneration ............................................................. 40 90. Other remuneration of directors ................................................. 41 91. [deleted April 2009] ...................................................................... 41 92. Travelling and other expenses ................................................... 41 93. Directors may contract with company ....................................... 41 94. Director may hold other office under the Company ................. 42 95. Directors may lend to the Company........................................... 42 ELECTION OF DIRECTORS 42 96. Retirement of Directors: .............................................................. 42 ALTERNATE DIRECTORS 44 97. Director may appoint Alternate Director .................................... 44 VACATION OF OFFICE OF DIRECTOR 45 98. Vacation of office by Director ..................................................... 45 PROCEEDINGS OF DIRECTORS 45 99. Procedures relating to Directors' meetings ............................... 45 100. Meetings by telephone or other means of communication ...... 46 101. Convening of meetings ............................................................... 46 102. Votes at meetings ........................................................................ 46 103. Chair.............................................................................................. 46 104. Powers of meetings ..................................................................... 46 105. Delegation of powers to Committees ......................................... 46 106. Proceedings of Committees ....................................................... 47 107. Validity of acts ............................................................................. 47 108. Resolution in writing ................................................................... 47 109. Directors includes Alternate Directors ...................................... 47 POWERS OF THE BOARD 47 110. General powers of the Board ...................................................... 47

Page v 111. Powers to give effect to Sharing Agreement ............................. 47 112. Board's power to borrow............................................................. 48 113. Power to authorise debenture holders, etc, to make calls ....... 48 114. Management of the affairs of the Company .............................. 48 EXECUTIVE OFFICERS 49 115. Powers of executive officers ...................................................... 49 116. Delegation to executive director ................................................ 49 MINUTES 50 117. Minutes ......................................................................................... 50 DIVIDENDS AND RESERVES 50 118. Declaration of dividend ............................................................... 50 118A. Waiver of dividend ....................................................................... 51 119. Reserve fund ................................................................................ 52 120. Investment of reserve funds: ...................................................... 52 121. Dividends ...................................................................................... 52 122. [deleted April 2009] ...................................................................... 53 123. Dividend Plans ............................................................................. 53 124. Transfer of shares ....................................................................... 54 125. Retention of dividends ................................................................ 54 126. Dividends on which the Company has a charge ....................... 54 127. How dividends are payable ......................................................... 54 128. Notice of dividend ........................................................................ 55 129. Unclaimed dividends ................................................................... 55 CAPITALISATION OF PROFITS 55 130. Power to capitalise profits .......................................................... 55 131. Employee Share Plan .................................................................. 56 132. Appropriation and application of amounts to be capitalised ... 56 NOTICES 56 133. Service of notices ........................................................................ 56 134. Member may notify Company of address for service ............... 56 135. Member not known at registered address ................................. 57 136. When notice deemed to be served ............................................. 57 137. Reckoning of period of notice .................................................... 57 138. Notice to transferor binds transferee ......................................... 57

Page vi 139. Service on deceased members .................................................. 58 140. Authentication of documents sent by electronic means .......... 58 PAYMENTS BY THE COMPANY 58 141. Payments by the Company ......................................................... 58 WINDING UP 59 142. Distribution in specie .................................................................. 59 143. Capital rights on a liquidation .................................................... 60 INDEMNITY 65 144. Indemnity of officers.................................................................... 65 145. Change of control ........................................................................ 67 146. Restricted securities.................................................................... 75 147. Unmarketable parcels.................................................................. 76

Page 1 Deletion of Memorandum of Association effective 1 October 2009

Page 2 Corporations Act Company Limited by Shares RULES of RIO TINTO LIMITED ACN 004 458 404 PRELIMINARY 1. The replaceable rules in the Corporations Act shall not apply to the Company. 2. Interpretation (a) In these Rules unless the context requires otherwise: (i) "Aggregate Publicly-held Ordinary Shares" means all of the Publicly-held Rio Tinto Limited Ordinary Shares and all of the Publicly-held Rio Tinto plc Ordinary Shares; (ii) "Alternate Director" means a person appointed from time to time as an Alternate Director in accordance with these Rules; (iii) "Applicable Regulation" means, in the case of the Company, applicable Australian laws and regulations (including listing rules) and, in the case of Rio Tinto plc, applicable English laws and regulations (including listing rules and guidelines with which companies listed on the London Stock Exchange customarily comply), in each case for the time being in force and taking account of all waivers or variations from time to time applicable (in particular situations or generally) to the Company or, as the case may be, Rio Tinto plc; (iv) "Associate" in relation to (A) any Interest in Rio Tinto plc shall mean any person acting in concert as defined by the City Code on Takeovers and Mergers; and (B) the Company is as defined for the purposes of Chapter 6 of the Corporations Act in Part 1.2 Division 2 of the Corporations Act; (v) "ASTC" means ASX Settlement Pty Ltd (ABN 49 008 504 532); (vi) "ASTC Settlement Rules" means the operating rules of ASTC or of any relevant organisation which is an alternative or successor to, or replacement of, ASTC or of any applicable CS facility licensee; (vii) "Auditor" means the auditor or auditors appointed by the Company from time to time; (viii) "Australian dollars" means the lawful currency from time to time of Australia; (viiiA) "Australian Securities Exchange" means ASX Limited (ABN 98 008 624 691) or any successor to that body;

Page 3 (ix) "Board" means the board of Directors of the Company (or a duly appointed committee of that board) from time to time; (x) "Board of Rio Tinto plc" means the board of directors of Rio Tinto plc (or a duly appointed committee of that board) from time to time; (xi) [deleted April 2009] (xii) [deleted April 2009] (xiii) "Business Day" when used in the definition of "Liquidation Exchange Rate" means a day on which banks are ordinarily open for business in both London and Melbourne, excluding Saturdays and Sundays but for all other purposes has the meaning ascribed to it in the Listing Rules; (xiv) "call" includes any instalment of a call and any amount due on allotment of any share; (xv) "capital" means share capital; (xvi) "Chair" includes an Acting Chair under Rule 64; (xvii) "Class Rights Action" means, in relation to the Company or Rio Tinto plc, any of the actions listed in Rule 7(a); (xviii) "Committee" means a Committee to which powers have been delegated by the Board pursuant to Rule 105; (xix) [deleted April 2009] (xx) "Companies Act Subsidiary" has the meaning ascribed to the term "subsidiary" in section 1159 of the Companies Act 2006 (UK) and when used in relation to a company means any such subsidiary of that company from time to time; (xxi) "the Company" means Rio Tinto Limited; (xxii) [deleted October 2009] (xxiii) “Corporations Act” means the Corporations Act 2001 (Cth) and the Corporations Regulations; (xxiv) "Corporations Act Subsidiary" has the meaning given to "subsidiary" in section 9 of the Corporations Act and when used in relation to a body corporate means any subsidiary of that body corporate from time to time; (xxv) "Deed Poll Guarantee" means the deed executed by the Company for the benefit of certain present and future creditors of Rio Tinto plc (as amended from time to time); (xxvi) "Deputy Chair" means a person appointed to the office of Deputy Chair in accordance with Rule 63; (xxvii) "Director" means a person appointed or elected from time to time to the office of Director of the Company in accordance with these Rules and includes any Alternate Director duly acting as a Director;

Page 4 (xxviii) “DLC Dividend Share” means the DLC Dividend Share issued in accordance with Rule 5A until it is cancelled, redeemed or otherwise ceases to exist or until it converts to an Ordinary Share in accordance with these Rules or the Corporations Act; (xxix) "Entrenching Provision" has the meaning ascribed to that term in Rule 7(e); (xxx) "Equalisation Fraction" means the Equalisation Ratio expressed as a fraction with the numerator being the number relating to the Ordinary Shares of the Company and the denominator being the number relating to the Rio Tinto plc Ordinary Shares; (xxxi) "Equalisation Ratio" means the ratio of the dividend, capital and voting rights per Ordinary Share to the dividend, capital and voting rights per Rio Tinto plc Ordinary Share as set out in the Sharing Agreement and as adjusted from time to time in accordance with the Sharing Agreement; (xxxii) "Equalisation Share" means the equalisation share in the Company; (xxxiii) "Excluded Rio Tinto plc Holder" means any person who is a Relevant Person (other than a Permitted Person) (both as defined in Article 64 of the Rio Tinto plc Articles) on whom a notice has been served under Article 64(E) of the Rio Tinto plc Articles or on whom a direction notice has been served under Article 63 of the Rio Tinto plc Articles which in either case has not been complied with to the satisfaction of the directors of Rio Tinto plc or withdrawn; (xxxiv) [deleted May 2020] (xxxv) "Joint Decision" means, in relation to a general meeting, a resolution put to the vote of the meeting on a Joint Decision Matter; (xxxvi) "Joint Decision Matter" means any of the following: (A) the appointment or removal of a Director of the Company and/or a director of Rio Tinto plc; (B) the receipt or adoption of the annual accounts of the Company and/or Rio Tinto plc (if shareholders are to be asked to vote on the receipt or adoption of such accounts); (C) a change of name by the Company and/or Rio Tinto plc; (D) any proposed acquisition or disposal and any proposed transaction with a substantial shareholder, director or other related party which (in any case) is required under Applicable Regulation to be authorised by shareholders; (E) the appointment or removal of the Auditors of the Company and/or the auditors of Rio Tinto plc; (F) the creation of a new class of shares (or securities convertible into, exchangeable for or granting rights to subscribe for or purchase shares of a new class) in the Company or Rio Tinto plc;

Page 5 (G) a change in the corporate status or reregistration of the Company or Rio Tinto plc; (H) a matter referred to in Clause 9.2 of the Sharing Agreement; and (I) any other matter which the Board and the Board of Rio Tinto plc each decide (generally or in a particular case) should be decided upon by Joint Decision; (xxxvii) [deleted April 2009] (xxxviii) "Limiting Restriction" has the meaning ascribed to it in Rule 2(b); (xxxix) "Liquidation Exchange Rate" means, as at any date, the closing mid-point spot Australian dollar-sterling exchange rate on the Business Day before such date (as published in the London Edition of the Financial Times, or such other point of reference as the Auditor and the liquidator of Rio Tinto plc (or, as the case may be, the Auditor of Rio Tinto plc and the liquidator of the Company or the liquidators of both the Company and Rio Tinto plc) may determine); (xl) "the Listing Rules" means the Listing Rules of the Australian Securities Exchange; (xli) "London Stock Exchange" means London Stock Exchange plc or any successor to that body; (xlii) "Market Value" for the purposes of Rule 7 means, (in the case of the Company) in respect of an issue of a relevant share or security, the weighted average sale price derived from the Australian Securities Exchange and (in the case of Rio Tinto plc) the middle market quotation derived from the London Stock Exchange Daily Official List in each case on the dealing day immediately preceding the date on which any such issue is publicly announced except that in the case of an allotment of Ordinary Shares by way of dividend it shall mean the weighted average sale price of an Ordinary Share derived from the Australian Securities Exchange over the five Business Days prior to the books closing date in respect of that dividend and in the case of an allotment of Rio Tinto plc Ordinary Shares pursuant to Article 128 of the Rio Tinto plc Articles it shall mean the value of a Rio Tinto plc Ordinary Share as defined in Article 128(D) of the Rio Tinto plc Articles; (xliii) "Matching Offers" means offers by way of rights either by both the Company and Rio Tinto plc to their respective holders of ordinary shares or by the Company on its own or by Rio Tinto plc on its own to both the holders of Ordinary Shares and the holders of Rio Tinto plc Ordinary Shares which, so far as is practicable, take place contemporaneously and which the Auditors have certified do not materially disadvantage a holder of an Ordinary Share in comparison with a holder of a Rio Tinto plc Ordinary Share and which the auditors of Rio Tinto plc have certified do not

Page 6 materially disadvantage a holder of a Rio Tinto plc Ordinary Share in comparison with a holder of an Ordinary Share; (xliv) "member" means a member of the Company in accordance with the Corporations Act; (xlv) "members present" (or a "member present") means members (or a member) present at a general meeting of the Company in person or by proxy, by attorney or, where the member is a body corporate, by representative whether in person, at a satellite place or by means of electronic facility or facilities (or a combination of these, as applicable); (xlvi) [deleted October 2009] (xlvii) "Office" means the registered office from time to time of the Company; (xlviii) "Ordinary Shares" means the ordinary shares in the Company on issue from time to time; (xlix) "person" and words importing persons shall include partnerships, associations and corporations, unincorporated and incorporated by Ordinance, Act of Parliament or registration as well as individuals; (l) "procedural resolution" comprises any resolution put to a general meeting which was not included in the notice of such meeting but nevertheless falls to be considered by that meeting; (li) "proper ASTC transfer" has the meaning given to that term in the Corporations Act; (lii) "Publicly-held Ordinary Shares" means, in relation to the Company, Publicly-held Rio Tinto Limited Ordinary Shares and, in relation to Rio Tinto plc, Publicly-held Rio Tinto plc Ordinary Shares; (liii) "Publicly-held Rio Tinto Limited Ordinary Shares" means Ordinary Shares the beneficial owners of which are not members of the Rio Tinto plc Group; (liv) "Publicly-held Rio Tinto plc Ordinary Shares" means Rio Tinto plc Ordinary Shares the beneficial owners of which are not members of the Rio Tinto Limited Group; (lv) [deleted April 2009] (lvi) [deleted April 2009] (lvii) "Register" means the Register of members of the Company to be kept pursuant to the Corporations Act; (lviii) "Rio Tinto Limited Entrenched Provision" has the meaning ascribed to that term in Rule 7(a)(vii); (lix) "Rio Tinto Limited Group" means the Company and its Corporations Act Subsidiaries from time to time and a member of the Rio Tinto Limited Group means any one of them;

Page 7 (lx) "RTL Shareholder SVC" means RTL Shareholder SVC Limited, a company incorporated in England with registered number 3115178, or such other company which replaces RTL Shareholder SVC Limited pursuant to the terms of the Rio Tinto Limited Shareholder Voting Agreement; (lxi) "Rio Tinto Limited Shareholder Voting Agreement" means the agreement entered into between RTL Shareholder SVC, The Law Debenture Trust Corporation p.l.c., Rio Tinto plc and the Company relating, amongst other things, to how the Rio Tinto plc Special Voting Share is to be voted (as amended from time to time); (lxii) "Rio Tinto plc" means Rio Tinto plc, a company incorporated in the United Kingdom with registered number 719885; (lxiii) "Rio Tinto plc Articles" means the Articles of Association of Rio Tinto plc as amended from time to time; (lxiv) "Rio Tinto plc Deed Poll Guarantee" means the deed executed by Rio Tinto plc for the benefit of certain present and future creditors of the Company (as amended from time to time); (lxv) "Rio Tinto plc Entrenched Provision" has the meaning ascribed to the term Rio Tinto Entrenched Provision in the Rio Tinto plc Articles; (lxvi) "Rio Tinto plc Equalisation Share" means the equalisation share of 10p in the capital of Rio Tinto plc the rights attaching to which are set out, inter alia, in Articles 3 and 60 of the Rio Tinto plc Articles; (lxvii) "Rio Tinto plc Group" means Rio Tinto plc and its Companies Act Subsidiaries from time to time and a member of the Rio Tinto plc Group means any of them; (lxviii) "Rio Tinto plc Ordinary Shares" means the ordinary shares of 10p each in Rio Tinto plc on issue from time to time; (lxix) "RTP Shareholder SVC" means RTP Shareholder SVC Pty Limited (ACN 070 481 908) a company incorporated in Victoria or such other company which replaces RTP Shareholder SVC Pty Limited pursuant to the terms of the Rio Tinto plc Shareholder Voting Agreement; (lxx) "Rio Tinto plc Shareholder Voting Agreement" means the agreement between the RTP Shareholder SVC, The Law Debenture Trust Corporation p.l.c., the Company, RTP Australian Holdings Limited and Rio Tinto plc relating, amongst other things, to how the Special Voting Share and the Ordinary Shares held by Tinto Holdings Australia Pty Limited (ACN 004 327 922) or beneficially owned by any other member of the Rio Tinto plc Group are to be voted (as amended from time to time); (lxxi) "Rio Tinto plc Special Voting Share" means the special voting share of 10p in Rio Tinto plc; (lxxii) [deleted April 2009]

Page 8 (lxxiii) [deleted April 2009] (lxxiv) [deleted April 2009] (lxxv) "Seal" means the common seal of the Company; (lxxvi) "Secretary" means a person appointed as Secretary of the Company and includes any person appointed to perform the duties of Secretary; (lxxvii) "securities" includes shares, rights to shares or stock, options to acquire shares and other securities with rights of conversion to equity and debentures, debenture stock, notes and other like obligations; (lxxviii) "Sharing Agreement" means the agreement entered into between the Company and Rio Tinto plc entitled "DLC Merger Sharing Agreement" (as amended from time to time); (lxxix) "special resolution" means a special resolution of the Company in accordance with the Corporations Act; (lxxx) "Special Voting Share" means the special voting share in the Company described in Rules 7, 8 and 74; (lxxxi) "sterling" means the lawful currency from time to time of the United Kingdom; (lxxxii) "these Rules" means these Rules as altered or added to from time to time and any reference to a Rule by number is a reference to the Rule of that number in these Rules; (lxxxiii) [deleted April 2009] (lxxxiv) "Uncertificated Securities Holding" means securities of the Company which under the Corporations Act, the Listing Rules or any Uncertificated Transfer System may be held in uncertificated form; (lxxxv) "Uncertificated Transfer System" means any system operated under the Corporations Act, the Listing Rules or the ASTC Settlement Rules which regulates the transfer or registration of, or the settlement of transactions affecting, securities of the Company in uncertificated form and includes CHESS (as defined in the ASTC Settlement Rules) as it applies to securities in certificated and uncertificated form; (lxxxvi) “wholly owned subsidiary”, in relation to a body corporate, means a body corporate none of whose members is a person other than the first mentioned body corporate, a wholly owned subsidiary of the first mentioned body corporate or a nominee of the first mentioned body corporate or its wholly owned subsidiary; (lxxxvii) "writing" and "written" includes printing, typing, lithography and other modes of reproducing words in a visible form including, without limitation, any representation of words in a physical document or in an electronic communication or form or otherwise.

Page 9 (b) A reference to "Limiting Restriction" refers to the limit (if any) on offers for cash (otherwise than pro-rata by way of rights to existing holders of Ordinary Shares or holders of Rio Tinto plc Ordinary Shares) of shares or other securities existing under restrictions for the time being applicable to the Company or Rio Tinto plc under Applicable Regulation, and for the purpose of ascertaining the most Limiting Restriction at any time in any situation: (i) a restriction applicable to the Company shall be treated as also applicable to Rio Tinto plc (converting the restrictions, expressed in terms of a number of shares in the Company, into a number of Rio Tinto plc shares by application of the Equalisation Ratio), and vice versa in relation to a restriction applicable to Rio Tinto plc; (ii) a restriction expressed in terms of a nominal amount of Rio Tinto plc's equity share capital shall be treated as if it related to the number of Rio Tinto plc Ordinary Shares represented by that nominal amount and then converted into a number of Ordinary Shares by application of the Equalisation Ratio and any restriction in relation to the Company shall be similarly treated; (iii) a restriction (when expressed as a number of Ordinary Shares or Rio Tinto plc Ordinary Shares) that, under Applicable Regulation, has been derived by application of a percentage to a number or nominal amount of Ordinary Shares and/or number or nominal amount of Rio Tinto plc Ordinary Shares rather than to the number of the Aggregate Publicly-held Ordinary Shares (taking into account the application of the Equalisation Ratio as described in paragraphs (i) and (ii) above) shall be adjusted to the number that would have been derived from the application of such percentage to the number of the Aggregate Publicly-held Ordinary Shares (after so taking into account the application of the Equalisation Ratio); and (iv) any restriction under Applicable Regulation which comes into force in relation to either the Company or Rio Tinto plc after the date of the Sharing Agreement which does not fall within (i), (ii) or (iii) above shall be applied to the Aggregate Publicly-held Ordinary Shares in the way in which the Board and the Board of Rio Tinto plc agree best reflects the rationale underlying paragraphs (i), (ii) and (iii) above. (c) Any reference to an "equivalent resolution" considered by holders of Publicly-held Rio Tinto plc Ordinary Shares means the resolution considered at the most nearly contemporaneous general meeting of Rio Tinto plc which bears a close relationship to the relevant resolution being considered at a general meeting of the Company. For example, but without limitation, a resolution to appoint or remove an individual as a director of Rio Tinto plc, to appoint or remove the auditors of Rio Tinto plc or to receive and adopt the accounts of Rio Tinto plc would, if no resolution considering such matters in relation to the Company were put to the Rio Tinto plc general meeting, be the "equivalent resolution" to a resolution relating to the appointment or removal of the same individual as a Director of the Company,

Page 10 the appointment or removal of the same international firm of auditors as the Auditors or the receipt or adoption of the Company's accounts as the case may be. (d) References to offers by way of rights include offers which are subject to such exclusions or other arrangements as the Board or (where relevant) the Board of Rio Tinto plc may deem necessary or expedient in relation to fractional entitlements or legal or practical problems under the laws of, or the requirements of any recognised regulatory body or any stock exchange in, any territory. (e) A reference to the Corporations Act or any other statute or regulations or to the City Code on Takeovers and Mergers is a reference to it as in force from time to time, including any modification or substitution of it, and a regulation or statutory instrument issued under it unless the context otherwise requires. (f) A reference to the Listing Rules or to the ASTC Settlement Rules is to the Listing Rules or to the ASTC Settlement Rules (as the case may be) as are in force from time to time in relation to the Company after taking into account any waiver or exemption which is in force either generally or in relation to the Company. (g) Unless otherwise defined in these Rules, words which are given a special meaning by the Corporations Act have the same meaning in these Rules. (h) Except where the contrary intention appears, words in the singular include the plural and vice versa. (i) Except where the contrary intention appears, words importing one gender include any other gender. (j) The references to notices in Rules 133 to 140 (both inclusive) include not only formal notices of meeting but also all documents and other communications from the Company to the members but do not include cheques. (k) A special resolution shall be effective for any purpose for which an ordinary resolution is expressed to be required under any provision of these Rules. (l) The headings and sidenotes do not affect the construction of these Rules. BUSINESS 3. [deleted October 2009] CAPITAL 4. Share capital The share capital of the Company may, without limitation, be divided into ordinary shares, one Special Voting Share, one Equalisation Share and one DLC Dividend Share.

Page 11 SHARES 5. Issue of shares with special rights Without prejudice to any special rights previously conferred on the holders of existing shares and subject to Rule 7, any shares in the capital of the Company (whether forming part of the original capital or not) may be issued with preferred, deferred or other special rights or restrictions, whether in regard to dividends, voting, return of share capital, payment of calls or otherwise, as the Board may from time to time determine provided that the rights attaching to shares of a class other than Ordinary Shares shall be expressed at the date of issue. 5A DLC Dividend Share Without limiting Rule 5, but notwithstanding anything else in this Constitution, the Board may issue a share (a “DLC Dividend Share”) in the capital of the Company to Rio Tinto plc or a wholly owned subsidiary of Rio Tinto plc on the following terms: (i) the DLC Dividend Share does not confer on its holder any right: (A) to vote or to attend or be heard at any general meeting; (B) to redemption or, in a winding-up, to repayment of capital; or (C) subject to Rule 5A(a)(ii), to participate in assets or profits of the Company; or (D) to receive notices, reports, profit and loss accounts or balance sheets; (ii) the holder of the DLC Dividend Share shall not be entitled to receive a dividend on the share unless and until the following conditions have been satisfied: (A) the Board in its absolute discretion resolves to pay the dividend on the DLC Dividend Share; (B) the legal and beneficial owner of the DLC Dividend Share at the time of declaration and payment of the dividend is Rio Tinto plc or a wholly owned subsidiary of Rio Tinto plc; (C) in the case of the first dividend to be paid on the DLC Dividend Share, there has been at least one dividend paid on Ordinary Shares since the date of issue of the DLC Dividend Share; (D) in the case of subsequent dividends paid on the DLC Dividend Share, there has been at least one dividend paid on Ordinary Shares since the date of payment of the last dividend on the DLC Dividend Share; and (E) in the Company’s financial year in which the dividend is to be paid, at least one dividend has been paid on Ordinary Shares,

Page 12 (iii) upon the earlier of: (A) the registration of any transfer of the DLC Dividend Share ; and (B) a person becoming the beneficial owner of the DLC Dividend Share, in each case other than as a result of the distribution of the DLC Dividend on the winding up of the holder of the DLC Dividend Share, the DLC Dividend Share will convert to an Ordinary Share, and the Board may, at its absolute discretion, issue such a DLC Dividend Share from time to time provided that, at any one time, there is only one DLC Dividend Share in the capital of the Company on issue; and (iv) the Company may convert the DLC Dividend Share into an Ordinary Share at any time by giving notice in writing to the holder thereof. 6. Preference shares If the Company at any time proposes to create and issue any preference shares: (a) the preference shares may be issued on the terms that they are, or at the option of the Company or the holder are, liable to be redeemed whether out of profits or otherwise; (b) the preference shares confer on the holders the right to convert the preference shares into Ordinary Shares if and on the basis the Board determines at the time of issue of the preference shares; (c) (i) the preference shares confer on the holders a right to receive out of the profits of the Company available for dividend a preferential dividend on the basis determined by the Board at the time of issue of the preference shares; (ii) in addition to the preferential dividend, the preference shares may participate with the Ordinary Shares in dividends declared by the Board if and to the extent the Board determines at the time of issue of the preference shares; and (iii) the preferential dividend may be cumulative if and to the extent the Board determines at the time of issue of the preference shares; (d) the preference shares are to confer on the holders: (i) the right on redemption and in a winding up to payment in cash in priority to any other class of shares of: (A) the amount paid or agreed to be considered as paid on each share; and (B) the amount (if any) equal to the aggregate of any dividend accrued (whether declared or not) but unpaid and of any arrears of dividends; and

Page 13 (ii) the right, in priority to any payment of dividend on any other class of shares, to the preferential dividend; (e) the preference shares do not confer on the holders any further rights to participate in assets or profits of the Company; (f) the holders of the preference shares have the same rights as the holders of Ordinary Shares to receive notices, reports, profit and loss accounts and balance sheets and to attend and be heard at all general meetings, but are not to have the right to vote at general meetings except as follows: (i) on any question considered at a general meeting if, at the date of the meeting, the dividend on the preference shares is in arrears; (ii) on a proposal: (A) to reduce the share capital of the Company; (B) that affects rights attached to the preference shares; (C) to wind up the Company; (D) for the disposal of the whole of the property, business and undertaking of the Company; (iii) on a resolution to approve the terms of a buy-back agreement; and (iv) on any question during the winding up of the Company; and (g) the Company may issue further preference shares ranking pari passu in all respects with (but not in priority to) other preference shares already issued and the rights of the issued preference shares are not to be deemed to have been varied by the further issue. 7. Separate Approvals of Class Rights Actions (a) The following matters shall constitute Class Rights Actions if undertaken by either the Company or Rio Tinto plc: (i) the offer to the holders of its existing ordinary shares generally of shares or other securities for subscription or purchase: (A) by way of rights (otherwise than by Matching Offers), where the proposed offer (when aggregated with (1) any previous offers by either the Company or Rio Tinto plc of shares or other securities for cash by way of rights or otherwise, but not under Matching Offers, (2) any sales, other than intra Rio Tinto plc Group sales, by a member of the Rio Tinto plc Group of Ordinary Shares, and (3) any sales, other than intra Rio Tinto Limited Group sales, by a member of the Rio Tinto Limited Group of Rio Tinto plc Ordinary Shares, in each case in the relevant period) exceeds the then most Limiting Restriction that for the time being would be applicable were shares or other securities of the relevant description proposed to be offered in fact offered for cash otherwise than pro-

Page 14 rata by way of rights to existing shareholders of the relevant class either by the Company or by Rio Tinto plc; or (B) otherwise than by way of rights, at below Market Value; (ii) the reduction or, if permitted by law, redemption of the company's ordinary share capital by way of a capital repayment to holders of its ordinary shares or a cancellation of unpaid ordinary share capital; (iii) the purchase by the company of its own ordinary shares (except for such a purchase at, around or below prevailing market prices for those shares where the purchase occurs in accordance with Applicable Regulation); (iv) the voluntary liquidation of the company; (v) an adjustment to the Equalisation Ratio otherwise than in accordance with paragraph 5 of Schedule 2 to the Sharing Agreement; (vi) the amendment to the terms of, or termination of, the Sharing Agreement, the Rio Tinto Limited Shareholder Voting Agreement or the Rio Tinto plc Shareholder Voting Agreement other than, in the case of the Rio Tinto Limited Shareholder Voting Agreement or the Rio Tinto plc Shareholder Voting Agreement, to conform such agreement with the terms of the Sharing Agreement or in any case, by way of formal or technical amendment which is not materially prejudicial to the interests of the shareholders of the Company or Rio Tinto plc or is necessary to correct any inconsistency or manifest error or is by way of an amendment agreed between the Company and Rio Tinto plc pursuant to Clause 17.6 of the Sharing Agreement or the equivalent provision of any such document; (vii) any amendment to, or removal of, or the alteration of the effect of (which for the avoidance of doubt shall be taken to include the ratification of any breach of), all or any of the following (each of which is a Rio Tinto Limited Entrenched Provision): (A) [deleted October 2009] (B) the definitions in Rule 2(a) of "Aggregate Publicly-held Ordinary Shares", "Applicable Regulation", "Associate", "Australian dollars", "Board of Rio Tinto plc", "Class Rights Action", "Companies Act Subsidiary", "Corporations Act Subsidiary", "Rio Tinto Limited Entrenched Provision", "Rio Tinto Limited Group", "RTL Shareholder SVC", "Rio Tinto Limited Shareholder Voting Agreement", "Deed Poll Guarantee", "Entrenching Provision", "Equalisation Fraction", "Equalisation Ratio", "Equalisation Share", "Excluded Rio Tinto plc Holder", "Joint Decision", "Joint Decision Matter", "Limiting Restriction", "Liquidation Exchange Rate", "Market Value", "Matching Offers", "Ordinary Shares", "procedural resolution", "Publicly-held Rio Tinto Limited Ordinary Shares", "Publicly-held Ordinary Shares", "Publicly-held Rio Tinto plc Ordinary Shares", "Rio Tinto plc", "Rio Tinto plc Articles", "Rio Tinto

Page 15 plc Equalisation Share", "Rio Tinto plc Deed Poll Guarantee", "Rio Tinto plc Entrenched Provision", "Rio Tinto plc Group", "Rio Tinto plc Ordinary Shares", "Rio Tinto plc Special Voting Share", "RTP Shareholder SVC", "Rio Tinto plc Shareholder Voting Agreement", "Sharing Agreement", "Special Voting Share", and "sterling"; (C) this Rule 7 (class rights actions); (D) Rule 8 (dividends on Special Voting Share and Equalisation Share); (E) Rule 16 (variation of class rights); (F) Rule 35(c) (Refusal to register transfer of Special Voting Share and Equalisation Share); (G) Rule 66 (amendments to resolutions); (H) Rule 70 (demand for poll); (I) Rule 71 (taking a poll); (J) Rule 74 (voting rights of members); (K) Rule 77 (appointment of proxies); (L) Rule 85 (election or appointment of additional Director); (M) Rule 96(a), (b), (c) the proviso in brackets in (d), (e)(ii), (g) and (h) (retirement and nomination of Directors); (N) Rule 97(a), second sentence only (Alternate Directors); (O) Rule 98(f) (vacation of office of Directors if ceasing to be a Rio Tinto plc director); (P) Rule 108 (resolution of Directors in writing); (Q) Rule 111 (giving effect to Sharing Agreement); (R) Rule 143 (capital rights on a liquidation); and (S) Rule 145 (change of control); (viii) any amendment to, or removal of, or alteration of the effect of (which for the avoidance of doubt shall be taken to include the ratification of any breach of), any Rio Tinto plc Entrenched Provision; and (ix) the doing of anything which the Board and the Board of Rio Tinto plc each decide (either in a particular case or generally) should be treated as a Class Rights Action. (b) Any Class Rights Action by the Company (apart from those specified in sub- paragraph (vii) of paragraph (a) of this Rule) shall be deemed to be a variation of the rights of the Special Voting Share and shall accordingly be effective only with the consent in writing of the holder of the Special Voting Share and without such consent shall not be done or caused or permitted to be done.

Page 16 (c) Any Class Rights Action by the Company comprising or including an amendment to any Rio Tinto Limited Entrenched Provision shall be effective only with the approval of a special resolution on which the holder of the Special Voting Share shall be entitled to vote but only in accordance with Rule 74(c)(i) and the Rio Tinto plc Shareholder Voting Agreement. (d) Without limiting paragraph (c), a special resolution altering or amending any Rio Tinto Limited Entrenched Provision does not have any effect unless and until the holder of the Special Voting Share has consented in writing to the alteration or amendment. A reference in this Rule to a special resolution altering or amending any Rio Tinto Limited Entrenched Provision includes a reference to any resolution of any type which has the effect of altering, adding to, or omitting any Rio Tinto Limited Entrenched Provision or any other effect which is equivalent or substantially similar to that effect (which for the avoidance of doubt shall be taken to include ratification of any breach of any such Rio Tinto Limited Entrenched Provision). (e) A special resolution altering or amending Rule 111 or paragraph (d) or this paragraph (e) of this Rule 7 (each an "Entrenching Provision") does not have any effect unless and until the holder of the Special Voting Share has consented in writing to the alteration or amendment. A reference in this paragraph to a special resolution altering or amending an Entrenching Provision includes a reference to any resolution of any type which has the effect of altering, adding to or omitting the Entrenching Provision or any other effect which is equivalent or substantially similar to that effect (which for the avoidance of doubt shall be taken to include ratification of any breach of any such Entrenching Provision). (f) Any other Class Rights Action by the Company shall (in addition to the consent required under paragraph (b) of this Rule) be effective only with such approval of the shareholders of the Company (apart from the holder of the Special Voting Share) as is required by Applicable Regulation and the Sharing Agreement. 8. Dividends on Special Voting Share and Equalisation Share (a) The Special Voting Share does not entitle its holder to any dividends. (b) Subject to the special rights attached to any preference shares having a preferred right to participate as regards dividends up to but not beyond a specified amount in a distribution (but in priority to the payment of any dividends on other classes of share), the Equalisation Share shall carry such dividends as are declared or paid on the Equalisation Share in accordance with Schedule 1 and Schedule 2 to the Sharing Agreement. (c) Subject to the special rights for the time being attached to other classes of share, the profits of the Company available for distribution and resolved to be distributed shall subject to the Corporations Act be distributed by way of dividend among the holders of Ordinary Shares.

Page 17 9. Obligation for calls Without limiting the generality of Rule 5, the Board may make arrangements on the issue of shares for a difference between the holders of those shares in the amount of calls to be paid and the time of payment of those calls. 10. Shares at the disposal of the Board Except as provided by contract or these Rules to the contrary, the Board may issue and allot shares, grant options over or otherwise dispose of shares on the terms and conditions and for the consideration and for or at the time it thinks fit. 11. Directors may participate Any Director or any person who is an associate of a Director for the purposes of the Listing Rules may participate in any issue by the Company of shares, rights to shares or options to acquire shares or other securities unless the Director is precluded from participating by the Listing Rules. 12. Power to pay commission and brokerage The Company may at any time pay a commission to any person in consideration of that person subscribing or agreeing to subscribe, whether absolutely or conditionally, for any shares in the Company or procuring or agreeing to procure subscriptions, whether absolute or conditional, for any shares in the Company. The commission may be paid or satisfied in cash or in shares, debentures or debenture stock of the Company or otherwise. The Company may in addition to or instead of commission pay any brokerage permitted by law. 13. Surrender of shares The Board may, in its discretion, accept a surrender of shares by way of compromise of any question as to whether or not those shares have been validly issued or in any other case where the surrender is within the powers of the Company. Any shares surrendered may be sold or re-issued in the same manner as forfeited shares. 14. Joint holders Where two or more persons are registered as the holders of any shares, they shall be deemed to hold the shares as joint tenants with benefits of survivorship subject to the following provisions: Number of Holders: (a) the Company is not bound to register more than four persons as the holders of the shares unless otherwise required by law (except in the case of trustees executors or administrators of a deceased shareholder); Liability for payments: (b) the joint holders of the shares shall be liable severally as well as jointly in respect of all payments which ought to be made in respect of the shares; Death of joint holder: (c) on the death of any one of the joint holders, the survivor or survivors shall be the only persons recognised by the Company as having any title to the shares but the

Page 18 Board may require evidence of death and the estate of the deceased joint holder is not released from any liability in respect of the shares; Power to give receipt: (d) any one of the joint holders may give a receipt for any dividend, bonus or return of capital payable to the joint holders; Notices to joint holders: (e) only the person whose name stands first in the Register as one of the joint holders of the shares shall be entitled, if the Company is required by the Corporations Act or the Listing Rules to issue certificates for shares, to delivery of a certificate relating to the shares or to receive notices from the Company and any notice given to that person shall be deemed notice to all the joint holders; and Votes of joint holders: (f) any one of the joint holders may vote at any meeting of the Company either personally (including by duly authorised representative, attorney or, where permitted under these Rules, by direct vote) or by proxy, in respect of the shares as if that joint holder was solely entitled to the shares. If more than one of the joint holders are present at any meeting personally or by proxy or attorney, the joint holder who is present whose name stands first in the Register in respect of the shares shall alone be entitled to vote in respect of the shares. 15. Non-recognition of equitable interests, etc Except as otherwise provided in these Rules, the Company shall be entitled to treat the registered holder of any share as the absolute owner of the share and accordingly shall not, except as ordered by a Court of competent jurisdiction or as required by statute, be bound to recognise (even when having notice) any equitable or other claim to or interest in the share on the part of any other person. MODIFICATION OF RIGHTS 16. How special rights may be varied Subject to Rule 7, whenever the capital of the Company is divided into different classes of shares, all or any of the rights and privileges attached to any class may be varied or abrogated by a special resolution approving the proposed variation or abrogation passed at a special meeting of the holders of the issued shares of the class affected by a majority of not less than three-fourths of the holders present and voting either in person or by representative proxy or attorney or (if a quorum is not present at the special meeting or if the resolution is not passed by the necessary majority) by consent in writing signed by the holders of at least three-fourths of the issued shares of the class within two calendar months from the date of the special meeting. All the provisions in these Rules as to general meetings shall apply to the special meeting.

Page 19 SEALS 17. Seals and their use The Company may have a common seal and a duplicate common seal which are to be used by the Company as determined by the Board. 18. [deleted April 2009] 19. [deleted April 2009] CERTIFICATES FOR SECURITIES 20. Uncertificated Holdings If and for so long as dealings in securities of the Company take place under an Uncertificated Transfer System: (a) the Company need not issue any certificate in respect of securities held as an Uncertificated Securities Holding; and (b) the Register may distinguish between shares or other securities held in certificated form and securities held as an Uncertificated Securities Holding. 21. Certificates Directors may determine to issue certificates for securities of the Company and to cancel any certificates on issue and to replace lost, destroyed or defaced certificates on issue on the basis and in the form they determine from time to time. 22. [deleted April 2009] 23. [deleted April 2009] 24. [deleted April 2009] 25. [deleted April 2009] CALLS 26. Calls and notice of calls Subject to the terms upon which any shares may have been issued, the Board may, from time to time, makes calls as it thinks fit upon the members in respect of all moneys unpaid on their shares. Each member shall be liable to pay the amount of each call in the manner specified and at the time and place appointed by the Board. Calls may be made payable by instalments. 27. When a call is made A call shall be deemed to have been made at the time when the resolution of the Board authorising the call was passed. Subject to the Listing Rules, the call may be revoked at the discretion of the Board at any time prior to the date on which payment in respect of any call is due.

Page 20 28. Interest on the late payment of calls If any sum (or part of any sum) payable in respect of a call is not paid on or before the date appointed for payment, the member from whom the sum is due shall pay interest on the unpaid amount from the due date to the date of payment at the rate the Board from time to time determines. The Board may waive the whole or part of any interest paid or payable under this Rule. 29. Instalments If, by the terms of an issue of shares, any amount is payable in respect of any shares by instalments, every instalment shall be payable as if it were a call duly made by the Board of which due notice had been given, and all provisions of these Rules with respect to the payment of calls and of interest or to the forfeiture of shares for non-payment of calls or with respect to liens or charges shall apply to the instalment and to the shares in respect of which it is payable. 30. Payment in advance of calls The Board may, if it thinks fit, receive from any member all or any part of the moneys unpaid on all or any of the shares held by that member beyond the sums actually called up and then due and payable either as a loan repayable or as a payment in advance of calls. If it so elects the Company may pay interest on the moneys advanced at the rate and on the terms agreed by the Board and the member paying the sum in advance. 31. Non-receipt of notice of call The non-receipt of a notice of any call by, or the accidental omission to give notice of any call to, any member shall not invalidate the call. TRANSFER AND TRANSMISSION OF SECURITIES 32. Form of transfer No transfer of any securities shall be registered unless: (a) a proper instrument of transfer, in writing in the usual or common form or in any form the Board may from time to time prescribe or in a particular case accept, duly stamped (if necessary), is delivered to the Company; (b) the transfer is a proper ASTC transfer, which is to be in the form required or permitted by the Corporations Act or the ASTC Settlement Rules; or (c) the transfer has been effected by any other electronic system in which the Company participates in accordance with the rules of that system. 33. Effecting a transfer (a) If required by the Corporations Act, the Listing Rules or the Board, an instrument of transfer shall be signed by or on behalf of the transferor and the transferee. Except in the case of a proper ASTC transfer, the transferor shall be deemed to remain the holder of the securities transferred until the name of the transferee is entered in the Register. A proper ASTC transfer is taken to be recorded in the

Page 21 Register, and the name of the transferee to be registered as the holder of the securities comprised in the proper ASTC transfer, at the time provided for in the ASTC Settlement Rules. (b) The Board may take any action it determines to comply with the ASTC Settlement Rules and may request the ASTC to apply a holding lock to prevent the transfer of securities the subject of the ASTC Settlement Rules. (c) The Company may do anything necessary or desirable to facilitate participation by the Company in any Uncertificated Transfer System or in any other uncertificated transfer system in which the Company participates. (d) Subject to law, a shareholder may be charged a transfer fee by a third party service provider in connection with the transfer or registration of, or the settlement of transactions affecting, securities of the Company. 34. Instrument of transfer and certificate to be left at Office Every instrument of transfer shall be left for registration at the Office or any other place the Board determines from time to time. The instrument of transfer shall be accompanied by the certificate (if any) for the securities to be transferred and any other evidence which the Board may require to prove the title of the transferor, the transferor's right to transfer the securities, due execution of the transfer or due compliance with the provisions of any law relating to stamp duty. The Board may waive the production of the certificate (if any) in any case which it considers appropriate. The preceding requirements of this Rule do not apply in respect of a proper ASTC transfer. 35. Board may refuse to register (a) Subject to the Corporations Act, the Listing Rules and the ASTC Settlement Rules, the Board may refuse to register any transfer of securities: (i) if the Company has a lien on the securities in accordance with the Listing Rules; (ii) where it is permitted to do so by the Listing Rules; (iii) [deleted April 2009] (iv) where it is required to do so pursuant to a court order; or (v) if the registration of the transfer would result in a contravention of, or failure to observe the provisions of, any applicable law or the Listing Rules. Notice of refusal of transfer (b) Notwithstanding the preceding paragraph, the Board may not refuse to register any proper ASTC transfer except as permitted by the Corporations Act, the Listing Rules or the ASTC Settlement Rules. Subject to the Corporations Act and the Listing Rules, the decision of the Board relating to the registration of a transfer is absolute. If the Board refuses to register a transfer, the Board shall give the lodging party written notice of the refusal and the reasons for the refusal within the maximum period permitted by the Listing Rules. Failure to give notice of refusal to

Page 22 register any transfer as may be required under the Corporations Act or the Listing Rules does not invalidate the decision of the Board. (c) The Board shall refuse to register any transfer of: (i) the Special Voting Share unless the transfer is to a new RTP Shareholder SVC in accordance with the terms of the Rio Tinto plc Shareholder Voting Agreement; or (ii) the Equalisation Share unless the transfer is to a member of the Rio Tinto plc Group or a trustee for the benefit of a member or members of the Rio Tinto plc Group. (d) The decision of the Board relating to the registration of such a transfer shall be absolute. 36. Company to retain instrument of transfer Every instrument of transfer which is registered shall, for any period determined by the Board, be retained by the Company after which, the Company may destroy it provided that any instrument of transfer which the Board refuses to register shall (except in the case of fraud) be returned on demand to the person depositing it or to the transferee provided the demand is made within twelve calendar months after the giving of notice by the Company of its refusal to register the instrument of transfer. The preceding requirements of this Rule do not apply in respect of a proper ASTC transfer. 37. Closing Register Subject to the Corporations Act, the Listing Rules and the ASTC Settlement Rules, the transfer books and the Register may be closed during such time as the Board thinks fit and the Board may specify a time by reference to which the entitlement of persons to vote at any general meeting of the Company is to be determined. 38. Cancellation of old certificate Subject to Rule 34, and to the Corporations Act, the Listing Rules and the ASTC Settlement Rules, on every application to register the transfer of any shares or to register any person as a member in respect of any shares transmitted to that person by operation of law or otherwise, the certificate (if any) specifying the shares in respect of which registration is required shall be delivered up to the Company for cancellation and upon registration the certificate is considered to be cancelled. 39. Transmission upon death (a) Where a member dies: (i) the legal personal representatives of the deceased, where the member was a sole holder or a joint holder holding as a tenant in common; and (ii) the survivor or survivors, where the member was a joint holder, are the only persons recognised by the Company as having any title to the member's interest in the securities of the Company (as the case may be).

Page 23 (b) Subject to the Corporations Act, the Board may require evidence of a member's death as it determines. (c) This Rule does not release the estate of a deceased joint holder from any liability in respect of any security that had been jointly held by the holder with other persons. 40. Transmission by operation of law Subject to the Corporations Act, the Listing Rules and the ASTC Settlement Rules, a person to whom the right to any shares has devolved by will or by operation of law, upon producing the certificate for shares (if any) and any other evidence the Board may require of title or that the person sustains the character in respect of which the person proposes to act under this Rule, may be registered as a member in respect of the shares or may (subject to the provisions in these Rules relating to transfers) transfer the shares. 41. Board may refuse registration of transmissions The Board shall have the same right to refuse to register a person entitled by transmission to any shares or the person's nominee as if the person or the person's nominee were the transferee named in an ordinary transfer presented for registration. FORFEITURE AND LIEN 42. Notice requiring payment of sums payable If any member fails to pay any sum payable on or in respect of any shares, either for allotment money, calls or instalments, on or before the day appointed for payment, the Board may, at any time after the day specified for payment whilst any part of the sum remains unpaid, serve a notice on the member requiring that member to pay the sum or so much of the sum as remains unpaid together with interest accrued and all expenses incurred by the Company by reason of the non-payment. 43. Content of notice The notice shall name a day on or before which the sum, interest and expenses (if any) are to be paid and the place or places where payment is to be made. The notice shall also state that, in the event of non-payment at or before the time and at the place appointed, the shares in respect of which the sum is payable will be liable to be forfeited, and such other information as required by the Corporations Act, the Listing Rules and ASTC Settlement Rules. 44. Forfeiture on non-compliance with notice If there is non-compliance with the requirements of any notice given pursuant to Rule 42, any shares in respect of which notice has been given may, at any time after the day specified in the notice for payment whilst any part of allotment moneys, calls, instalments, interest and expenses (if any) remains unpaid, be forfeited by a resolution of the Board to that effect. The forfeiture shall include all dividends, interest and other moneys payable by the Company in respect of the forfeited shares and not actually paid before the forfeiture.

Page 24 45. Notice of forfeiture When any share is forfeited, notice of the resolution of the Board shall be given to the member in whose name it stood immediately prior to the forfeiture, and an entry of the forfeiture and the date of forfeiture shall be made in the Register as the case may be. Failure to give notice or make the entry as required by this Rule shall not invalidate the forfeiture. 46. Disposal of forfeited shares Any forfeited share shall be deemed to be the property of the Company and the Board may sell, re-allot or otherwise dispose of or deal with the share in any manner it thinks fit and, in the case of re-allotment, with or without any money paid on the share by any former holder being credited as paid up. 47. Annulment of forfeiture The Board may, at any time before any forfeited share is sold, re-allotted or otherwise disposed of, annul the forfeiture of the share upon any condition it thinks fit. 48. Liability notwithstanding forfeiture Any member whose shares have been forfeited shall, notwithstanding the forfeiture, be liable to pay and shall forthwith pay to the Company all sums of money owing upon or in respect of the forfeited shares at the time of forfeiture, together with interest from that time until payment at the rate the Board from time to time determines and expenses. The Board may enforce the payment or waive the whole or part of any sum paid or payable under this Rule as it thinks fit. 49. Company's lien or charge The Company shall have a first and paramount lien or charge for unpaid calls, instalments and any amounts the Company is called upon by law to pay in respect of the shares of a member upon shares registered in the name of the member or joint members in respect of which the calls or instalments are due and unpaid (whether presently payable or not) or in respect of which the amounts are paid and upon the proceeds of sale of the shares. The lien or charge shall extend to all dividends and bonuses from time to time declared in respect of the shares; provided that if the Company registers a transfer of any shares upon which it has a lien or charge without giving the transferee notice of its claim, the shares shall be freed and discharged from the lien or charge of the Company. The Company may do all things necessary or appropriate under the ASTC Settlement Rules to protect or enforce any lien or charge. 50. Sale of shares to enforce lien (a) Subject to paragraph (b), for the purpose of enforcing a lien or charge, the Board may sell the shares which are subject to the lien or charge in any manner it thinks fit, but no sale shall be made: (i) until notice in writing of the intention to sell has been served on the member in whose name the shares are registered or the member's representatives; and

Page 25 (ii) default has been made in payment of the part of the amount in respect of which the lien exists as is presently payable for fourteen days after the giving of notice. (b) In respect of any shares which are CHESS approved securities, for the purpose of enforcing a lien or charge, the Board may sell the shares which are subject to the lien or charge in accordance with the ASTC Settlement Rules. (c) The Company may appoint any person to transfer, as transferor, the shares which are subject to the lien or charge, and may do all other acts and things it considers necessary or expedient to effect the transfer of the shares, and such transfer shall be as effective as if it had been carried out by the registered holder of or person entitled by transmission to such shares. The transferee shall not be bound to see to the application of the purchase money and the title of the transferee shall not be affected by any irregularity or invalidity in the proceedings relating thereto. 51. Title of shares forfeited or sold to enforce lien (a) In the case of a sale or a re-allotment of forfeited shares or of the sale of shares to enforce a lien or charge, an entry in the minute book of the Board that the shares have been forfeited, sold or re-allotted in accordance with these Rules shall be sufficient evidence of that fact as against all persons entitled to the shares immediately before the forfeiture, sale or re-allotment of the shares. The Company may receive the purchase money or consideration (if any) given for the shares on any sale or re-allotment. (b) In the case of re-allotment, a certificate signed by a Director or the Secretary to the effect that the shares have been forfeited and the receipt of the Company for the price of the shares shall constitute a good title to them. (c) In the case of a sale, the Company may appoint a person to execute, or may otherwise effect, a transfer in favour of the person to whom the shares are sold. (d) Upon the issue of the receipt or the transfer being executed or otherwise effected the person to whom the shares have been re-allotted or sold shall be registered as the holder of the shares, discharged from all calls or other money due in respect of the shares prior to the re-allotment or purchase and the person shall not be bound to see to the regularity of the proceedings or to the application of the purchase money or consideration; nor shall the person's title to the shares be affected by any irregularity or invalidity in the proceedings relating to the forfeiture, sale or re- allotment. (e) The net proceeds of any sale or re-allotment shall be applied first in payment of all costs of or in relation to the enforcement of the lien or charge or the forfeiture (as the case may be) and of the sale or re-allotment, next in satisfaction of the amount in respect of which the lien exists as is then payable to the Company (including interest) and the residue (if any) paid to the person registered as the holder of the shares immediately prior to the sale or re-allotment or to the person's executors, administrators or assigns as the person or the person's executors, administrators

Page 26 or assigns shall direct upon the production of any evidence as to title required by the Board. (f) [deleted April 2009] INCREASE AND REDUCTION OF CAPITAL 52. Power to alter or reduce share capital Subject to Rule 7, the Company may reduce or alter its share capital in any manner provided for or permitted by the Corporations Act. 53. Rights attached to subdivided shares Without limiting Rule 52, whenever any shares are subdivided, the Company may by special resolution determine that as between the holders of the shares resulting from the subdivision one or more of the shares shall have some preference or special advantage as regards dividends, capital, voting or otherwise as compared with the other shares. 54. Board may give effect to alteration of share capital The Board may do all acts and things required to give effect to any resolution authorising alteration of the share capital of the Company and, without limitation, may make provision for the issue of fractional certificates or sale of fractions of shares and distribution of net proceeds as it thinks fit. 55. [deleted April 2009] 56. [deleted April 2009] GENERAL MEETINGS 57. Annual general meetings (a) General meetings of the Company may be convened and held at the times and places (including at two or more venues using technology that gives members a reasonable opportunity to participate) and in the manner determined by the Board and in accordance with the requirements of the Corporations Act. The general meetings before which the annual accounts of the Company are to be laid shall be called annual general meetings. (b) The Directors may make whatever arrangements they consider fit to allow those entitled to do so to attend and participate in any general meeting. The Directors shall determine in relation to each general meeting the means of attendance at and participation in the general meeting, including whether the persons entitled to attend and participate in the general meeting shall be enabled to do so: (i) by simultaneous attendance and participation at a satellite place or places pursuant to Rule 57(c); and/or (ii) by means of electronic facility or facilities pursuant to Rule 57A(a),

Page 27 (and for the avoidance of doubt, the Directors shall be under no obligation to offer or provide such satellite place or places or facility or facilities). (c) In the case of any general meeting, the Directors or the chair may make arrangements for simultaneous attendance at and participation in the general meeting in more than one physical place by persons entitled to attend the meeting. The members present in person or by proxy at a satellite place shall be counted in the quorum for, and entitled to vote at, the general meeting in question. The general meeting shall be duly constituted and its proceedings valid if the chair is satisfied that adequate facilities are available throughout the meeting to ensure that members attending at the principal place and any satellite place(s) are able to: (i) participate in the business for which the meeting has been convened in accordance with applicable law; and (ii) see, and be seen by, persons attending at the principal place and any other satellite place(s) at which the meeting is convened. The general meeting shall be deemed to take place at the place where the chair presides (the principal place, with any other location where that meeting takes place being referred in these Rules as a satellite place). The powers of the chair shall apply equally to each satellite place, including his or her power to adjourn the meeting as referred to in Rule 67. 57A. Hybrid Meetings (a) The Directors may determine in relation to any general meeting (including any general meeting that is being held at more than one physical place) to enable persons entitled to attend and participate to do so by simultaneous attendance and participation by means of electronic facility or facilities (any such general meeting being a Hybrid Meeting). The members present in person, by proxy, or by means of electronic facility or facilities shall be counted in the quorum for, and entitled to participate in, the general meeting in question. A Hybrid Meeting shall be duly constituted and its proceedings valid if the chair of the meeting is satisfied that adequate facilities are available throughout the meeting to ensure that members attending the meeting by all means (including by means of electronic facility or facilities) are able to participate in the business for which the meeting has been convened in accordance with applicable law. For the purposes of all other provisions of these Rules any such meeting shall be treated as being held and taking place at the principal place. (b) If a general meeting is held partly by means of electronic facility or facilities, the Directors (and, at a general meeting, the chair) may (subject to the requirements of the Corporations Act) make any arrangement and impose any requirement or restriction in connection with participation by such facility or facilities, including any arrangement, requirement or restriction that is: (i) necessary to ensure the identification of those taking part and the security of the electronic facility; and (ii) proportionate to the achievement of those objectives.

Page 28 (c) Subject to any applicable law, in no circumstances shall the inability of one or more members to access, or to continue to access, the electronic facility or facilities for participation in the meeting affect the validity of the meeting or any business conducted at the meeting, provided that sufficient members are able to participate in the meeting as are required to constitute a quorum under Rule 61. 57B. Contemporaneous Parallel RTP General Meetings (a) If a general meeting is convened for a time which is most nearly, or is actually, contemporaneous with the general meeting of the shareholders of Rio Tinto plc (Parallel RTP General Meeting) then: (i) the Board may decide that it will take steps to make audio-visual communication facilities available to allow those Directors physically present at the Parallel RTP General Meeting to participate in the general meeting and that those Directors shall be treated as being present at the general meeting for all purposes in their capacity as Directors; and (ii) the general meeting may be conducted contemporaneously with the Parallel RTP General Meeting in such manner as the chair of the meeting may decide, including taking steps to make audio-visual communications facilities available to allow persons physically present at the Parallel RTP General Meeting to participate in the general meeting, provided that, subject to Rule 57B(h), such persons shall not be deemed to be “present” at the general meeting. (b) If Rule 57B(a)(i) applies, the Board may decide that the identity of the chair of the meeting shall be determined in accordance with Rule 63 either: (i) on the basis that all of the Directors present at the general meeting, including those who are treated as present as a result of the application of Rule 57B(a)(i), are treated as present for the purposes of Rule 63; or (ii) on the basis that only those Directors physically present at the general meeting, and not those Directors who are treated as present as a result of the application of Rule 57B(a)(i), are treated as present for the purposes of Rule 63. (c) If the chair of the meeting chosen in accordance with Rule 57B(b) and Rule 63 is not physically present at the general meeting, he or she may appoint a Director who is physically present at the general meeting (a Supplementary Chair) who shall have all the powers necessary or desirable for the purpose of keeping good order at the general meeting and carrying out all requests made of him or her by or on behalf of the chair of the meeting. (d) The chair of the meeting shall be treated as present as proxy at the general meeting for any member who has appointed the chair of the meeting as his or her proxy in accordance with these Rules if he or she is present as a result of the application of Rule 57B(a)(i) as well as if he or she is physically present at the general meeting, and for this purpose the chair of the meeting may make such arrangements as he or she thinks fit in order to allow himself or herself to

Page 29 participate in the general meeting and vote as proxy, including (but without prejudice to the other provisions in these Rules in relation to polls) as regards the manner of conducting, and arrangements for a vote on, a poll. (e) If Rule 57B(a)(i) applies and either the audio-visual communications facilities referred to in Rule 57B(a)(i) are not operational (in whole or in part) at the time fixed for the start of the general meeting or during the general meeting such audio- visual communications facilities cease to be operational (in whole or in part), but the chair is still reasonably able to exercise his or her powers as chair of the meeting, or for any other reason the chair considers it desirable for the conduct of the general meeting, then the chair of the meeting may without the consent of the general meeting: (i) determine what steps (if any), should be taken to endeavour to establish, maintain or restore all or part of such facilities or to facilitate the conduct of the general meeting; (ii) determine that the general meeting will continue separately from, and without any audio-visual communications link to, the Parallel RTP General Meeting on the basis that: (A) the Directors who are not physically present at the general meeting will cease to be treated as being present at the general meeting; and (B) if the chair of the meeting is not physically present at the general meeting, the Supplementary Chair or a person determined in accordance with Rule 57B(b)(ii) will be the chair of the meeting from that time onwards for all purposes; and/or (iii) if the chair of the meeting has exercised his or her rights pursuant to paragraph (ii), determine that, if such facilities are established or restored, Rule 57B(a)(i) shall apply again so that the Directors present at the Parallel RTP General Meeting are treated as being present at the general meeting and in that case the Supplementary Chair or the person determined in accordance with Rule 57B(b)(ii) shall withdraw as chair and the original chair shall be chair of the meeting from that time onwards for all purposes. (f) If Rule 57B(a)(i) applies and either the audio-visual communication facilities referred to in Rule 57B(a)(i) are not operational (in whole or in part) at the time fixed for the start of the general meeting or during the general meeting such audio- visual communications facilities cease to be operational (in whole or in part) and as a result the chair of the meeting is not reasonably able to exercise his or her powers as chair of the meeting, then the Directors who are not physically present at the general meeting will cease to be treated as being present at the general meeting and the Supplementary Chair or a person determined in accordance with Rule 57B(b)(ii) will be the chair of the meeting from that time onwards for all purposes. The chair of the meeting (as so determined) may without the consent of the general meeting:

Page 30 (i) determine what steps (if any) should be taken to endeavour to establish, maintain or restore all or part of such facilities or to facilitate the conduct of the general meeting; (ii) determine that if such facilities are established or restored, Rule 57B(a)(i) shall apply again so that the Directors present at the Parallel RTP General Meeting are treated as being present at the general meeting and in that case he or she may withdraw as chair of the meeting to allow a person determined in accordance with Rule 57B(b)(i) to be chair of the meeting from that time onwards for all purposes; and/or (iii) determine that the general meeting will continue separately from, and without any audio-visual communications link to, the Parallel RTP General Meeting. (g) Under no circumstances will the fact that the audio-visual communication facilities referred to in Rule 57B(a) were not operational (whether in whole or in part) either at the start of or during a general meeting affect the validity of the general meeting or any business conducted at the general meeting. (h) The chair of the meeting may decide that the location of the Parallel RTP General Meeting shall be treated as a satellite place for the general meeting, such that members of the Company physically present at the Parallel RTP General Meeting shall be treated as being present at the general meeting for all purposes in their capacity as members of the Company subject to the terms of Rule 57(c). (i) Nothing in this Rule 57B limits the rights of members to attend a Hybrid Meeting through an electronic facility in accordance with Rule 57A(a) and the chair of the relevant Hybrid Meeting may decide to provide access to an electronic facility to members of the Company physically present at the Parallel RTP General Meeting in order to allow such persons to attend and participate in a Hybrid Meeting in accordance with Rule 57A(a). (j) Nothing in this Rule 57B limits the powers and discretions otherwise vested in the chair under these Rules. 58. Notice of general meeting (a) Notice of a general meeting may be given by the Board in the form and in the manner the Board thinks fit. The notice may also identify any satellite places determined in accordance with Rule 57(c). (b) If the Directors determine that a general meeting shall be held partly by means of electronic facility or facilities, the notice shall specify details of such electronic facility or facilities, including any related access, identification and security arrangements, or shall state where such details will be made available by the Company prior to the meeting. (c) If, after the sending of notice of a general meeting but before the meeting is held, or after the adjournment of a general meeting but before the adjourned meeting is held (whether or not notice of the adjourned meeting is required), the Directors

Page 31 decide that it is impracticable or unreasonable to hold the meeting at the time specified in the notice of meeting and/or using the electronic facilities stated in the notice of meeting or made available prior to the meeting, they may change the meeting to remove the ability for persons entitled to attend and participate to do so by simultaneous attendance and participation by means of electronic facility or facilities (such that the meeting is no longer a Hybrid Meeting and the general meeting is to be held by way of physical attendance at the principal place or any satellite place only), or change the electronic facility or facilities to be used for such general meeting and/or postpone the time at which the meeting is to be held. If such a decision is made, the Directors may then change again the electronic facility or facilities and/or postpone the time if they decide that it is reasonable to do so. In any case: (i) no new notice of the meeting need be sent, but the Directors shall take reasonable steps to publicise the date and time of the meeting, and the means of attendance and participation (including any place and/or electronic facility) for the meeting and shall take reasonable steps to ensure that notice of the change or removal of the electronic facility or facilities for participation in the meeting (if any), and/or postponement, shall appear at the original place or places and/or on the original electronic facility or facilities, in each case at the original time; (ii) if the general meeting is postponed in accordance with this Rule 58(c), the appointment of a proxy will be valid if it is received as required by these Rules not less than 48 hours before the postponed time appointed for holding the meeting, provided that the Directors may at their discretion determine that, in calculating the period of 48 hours, no account shall be taken of any part of a day that is not a Business Day; and (iii) this Rule 58(c) does not apply to a meeting convened in accordance with a members' requisition under the Corporations Act or any other meeting that is not called by a resolution of the Board. 59. Omission to give and non-receipt of notice The non-receipt of a notice of any general meeting by, or the accidental omission to give notice to, any person entitled to notice shall not invalidate any resolution passed at that meeting. PROCEEDINGS OF MEETINGS 60. Business of general meeting The business of an annual general meeting shall be to receive and consider the accounts and reports required by the Corporations Act to be laid before each annual general meeting, to elect Directors in the place of those retiring under these Rules, when relevant to appoint an Auditor, and to transact any other business which, under these Rules, is required to be transacted at any annual general meeting. All other business transacted at

Page 32 an annual general meeting and all business transacted at other general meetings shall be deemed special. The Auditor shall be entitled to attend and be heard on any part of the business of a meeting which concerns the Auditor. 61. Quorum The quorum for a general meeting shall be two members present. No business shall be transacted at any general meeting (other than an adjourned meeting under Rule 62) except the election of a chair and the adjournment of the meeting unless the requisite quorum is present at the commencement of business. 62. Adjournment in absence of quorum If, within 5 minutes from the time appointed for a general meeting (or such longer interval as the chair of the meeting may think fit to allow), a quorum is not present or the facilities at the principal place or any satellite place or an electronic facility provided by or on behalf of the Company are or become inadequate for the purposes referred to in Rule 57, or if during the meeting a quorum ceases to be present, the meeting, if convened on the requisition of members, shall be dissolved. In any other case it shall stand adjourned to such other day and such time and place with such additional means of attendance and participation (including at such place(s) and/or by means of such electronic facility or facilities), as may have been specified for that purpose in the notice convening the meeting or (if none was specified) as the chair of the meeting may determine either without specifying another time or place or to another specified time or place. If at such adjourned meeting a quorum is not present within 5 minutes from the time appointed for holding the meeting, the members present shall be a quorum. 63. Chair The person entitled to take the chair at any general meeting shall be the person who immediately before the general meeting is the Chair of the Board or failing that person, a Deputy Chair. (a) If there is no such Chair or Deputy Chair, or if at any meeting neither is present within 5 minutes after the time appointed for holding the meeting and willing to act, the Directors present shall choose one of their number to be chair of the meeting. If no Director is present or if all Directors present decline to take the chair, a member may be elected to be the chair by a resolution of the Company passed at the meeting. (b) The provisions of this Rule 63 are subject to the provisions of Rule 57B. 64. Acting Chair If during any general meeting the chair appointed pursuant to Rule 63 is unwilling to act as chair for any part of the proceedings, the chair may withdraw as chair during the relevant part of the proceedings and may nominate any person who immediately before the general meeting was a Director or who has been nominated for election as a Director at the meeting to be Acting Chair of the meeting during the relevant part of the proceedings. Upon the conclusion of the relevant part of the proceedings the Acting Chair shall withdraw

Page 33 and the chair shall resume acting as chair of the meeting. The provisions of this Rule 64 are subject to the provisions of Rule 57B. 65. General conduct of meeting The chair of any general meeting shall be responsible for the general conduct of meetings of the Company and for the procedures to be adopted at those meetings. Except as otherwise required by the Corporations Act or by these Rules, the chair of any general meeting may at any time the chair considers it necessary or desirable for the proper and orderly conduct of the meeting demand the cessation of debate or discussion on any business, question, motion or resolution being considered by the meeting and require the business, question, motion or resolution to be put to a vote of the meeting. The chair may require the adoption of any procedures which are in the chair's opinion necessary or desirable for the proper and orderly casting or recording of votes at any general meeting of the Company, whether on a show of hands or on a poll. 66. Amendments to resolutions (a) If an amendment is proposed to any resolution under consideration but is, in good faith, ruled out of order by the chair of the meeting, the proceedings on the substantive resolution shall be not be invalidated by any error in such ruling. In the case of a resolution duly proposed as a special resolution, no amendment to that resolution (other than a mere clerical amendment to correct a patent error) may be considered or voted upon. (b) In the case of any resolution duly proposed as an ordinary resolution, no amendment thereto (other than a mere clerical amendment to correct a patent error or an amendment to conform such resolution to a resolution duly proposed at the nearly contemporaneous general meeting of Rio Tinto plc) may be considered or voted upon unless written notice of the proposed amendment is received by the Company at least 48 hours prior to the time appointed for holding the relevant meeting or adjourned meeting or (in the absence of any such notice) the chair of the meeting in the chair's absolute discretion rules that the amendment shall be considered. 67. Adjournment The Chair of a general meeting or of an adjourned meeting may at any time during the course of the meeting adjourn from time to time and place to place the meeting or any business, motion, question or resolution being considered or remaining to be considered by the meeting or any debate or discussion and may adjourn any business, motion, question, resolution, debate or discussion either to a later time at the same meeting or to an adjourned meeting with such additional means of attendance and participation (including at such place(s) and/or by means of such electronic facility or facilities), including where it appears to him or her that the facilities at the principal place or any satellite place have become inadequate for the purposes referred to in Rule 57(c) or an electronic facility provided by or on behalf of the Company has become inadequate for the purposes referred to in Rule 57A(a), provided that all business conducted at the general meeting up to the time of the adjournment, or at any earlier time specified by the Chair (if, in the Chair's

Page 34 opinion, it would be more appropriate to specify an earlier time), shall be valid. If the Chair exercises a right of adjournment of a meeting pursuant to this Rule, the Chair shall have the sole discretion to decide whether to seek the approval of the meeting to the adjournment and, unless the Chair exercises that discretion, no vote shall be taken by the meeting in respect of the adjournment. No business shall be transacted at any adjourned meeting other than the business which might properly have been transacted at the meeting from which the adjournment took place. Where a meeting is adjourned without specifying another time or place, the time and place with such additional means of attendance and participation (including at such place(s) and/or by means of such electronic facility or facilities) for the adjourned meeting shall be fixed by the Directors. 68. Voting Every question submitted to a general meeting shall be decided in the first instance by a show of hands of the members present and entitled to vote unless prior to that time a poll is properly demanded or required pursuant to Rule 70. 69. Declaration of vote on a show of hands At any meeting, unless a poll is demanded, a declaration by the Chair that a resolution has been passed or lost, having regard to the majority required, and an entry to that effect in the book to be kept of the proceedings of the Company, signed by the Chair of that or the next succeeding meeting, shall be conclusive evidence of the fact, without proof of the number or proportion of the votes recorded in favour of or against the resolution. 70. Demand for poll (a) Subject to Rule 71 at any general meeting, a resolution (other than a procedural resolution) put to the vote of the meeting on which the holder of the Special Voting Share is entitled to vote shall be decided on a poll. A poll may be demanded by: (i) the chair of the meeting; (ii) shareholders in accordance with the Corporations Act; or (iii) the holder of the Special Voting Share. (b) A resolution set out in the notice of meeting provided to the members in accordance with Rule 58 and put to the vote at a general meeting (including a Hybrid Meeting) shall be decided on a poll. 71. Taking a poll (a) A poll on a resolution on which the holder of the Special Voting Share is entitled to vote shall be taken either immediately or at such subsequent time (not being more than 30 days from the date of the meeting) and place as the Chair may direct and may remain open for so long as the Chair may determine. Any poll may close at different times for different classes of shareholder or for different shareholders of the same class entitled to vote on the relevant resolution. (b) A poll on a question of adjournment shall be taken forthwith. A poll demanded on any other question shall be taken either immediately or at such subsequent time (not being more than 30 days from the date of the meeting with such additional

Page 35 means of attendance and participation (including at such place(s) and/or by means of such electronic facility or facilities) determined by the chair in his or her absolute discretion) and place and by such additional means of attendance and participation (including at such place and/or by means of such electronic facility), as the Chair may direct. No notice need be given of a poll not taken immediately. The demand for a poll or requirement that a poll be taken shall not prevent the continuance of the meeting for the transaction of any business other than the business on which the poll has been demanded, or is required. (c) On a question of adjournment, a poll may only be demanded by the Chair. (d) A demand for a poll may, before the poll is taken, be withdrawn but only with the consent of the Chair. If a demand for a poll is so withdrawn:- (i) before the result of a show of hands is declared, the meeting shall continue as if the demand was not made; or (ii) after the result of a show of hands is declared, the demand shall not be taken to have invalidated the result of that show of hands. (e) In the case of any dispute as to the admission or rejection of a vote, the Chair shall determine the dispute and the Chair's determination made in good faith shall be final and conclusive. (f) On a poll, a person entitled to more than one vote need not use all that person's votes or cast all the votes that person has or uses in the same way. 72. Continuance of business after demand for poll A demand for a poll or requirement that a poll be taken shall not prevent the continuance of a meeting for the transaction of any business other than the question on which a poll has been demanded or is required. 73. Notice of adjournment When a meeting is adjourned for 30 days or more or without specifying another time or place, not less than seven days' notice of the adjourned meeting shall be given in like manner as in the case of the original meeting. VOTES OF MEMBERS 74. Voting rights of members (a) (i) Subject to the Listing Rules and provisions of these Rules with regard to any special rights or restrictions as to voting attached by or in accordance with these Rules to any class of shares, and subject to Rules 14 and 82: (A) on a show of hands every member present who is entitled to vote shall have one vote; and (B) on a poll every member present (or who is entitled to vote by direct vote as contemplated by Rule 76(b)) shall have one vote for every Ordinary Share of the Company of which that person is the holder

Page 36 and the Specified Number (as defined in paragraph (b) or (c) below) of votes for the Special Voting Share of which that person is the holder. (ii) The Equalisation Share does not entitle its holder to attend or vote at any general meeting. (b) The holder of the Special Voting Share shall be entitled to attend at any general meeting and, subject to the provisions below, to cast on a poll the Specified Number of votes (some of which may be cast for and others against any resolution in such numbers as the holder may determine). The Specified Number of votes in relation to a resolution of the Company on a Joint Decision shall be the total number of votes attaching to Publicly-held Rio Tinto plc Ordinary Shares which were cast on the poll on the equivalent resolution at the nearly contemporaneous general meeting of Rio Tinto plc (other than those cast by or on behalf of any Excluded Rio Tinto plc Holder or by any person on whom a notice pursuant to Rule 145(D) has been served and not withdrawn or complied with in accordance with these Rules) divided by the Equalisation Fraction, minus the number of votes attached to the Ordinary Shares which are not Publicly-held Rio Tinto Limited Ordinary Shares and which are validly cast in accordance with the Rio Tinto plc Shareholder Voting Agreement. (c) The Specified Number of votes which may be cast in relation to a resolution of the Company which is not a Joint Decision shall be zero except that: (i) on any resolution to amend, remove or otherwise alter any Rio Tinto Limited Entrenched Provision, any Entrenching Provision or on any resolution to amend, remove or otherwise alter the effect of any provision of these Rules which the Board and the Board of Rio Tinto plc agree should be treated as a Class Rights Action, the Specified Number of votes shall be equal to 34% (rounded up to the next highest whole number) of the aggregate number of votes attaching to all other classes of issued shares in the Company which could be cast on such resolution, and such votes (if cast) may only be cast against such resolution; and (ii) on any procedural resolution put to a general meeting at which a Joint Decision Matter is to be considered, the Specified Number of votes which may be cast shall be the maximum number of votes attached to the Publicly-held Rio Tinto plc Ordinary Shares (excluding any Publicly-held Rio Tinto plc Ordinary Shares which are held by or on behalf of any Excluded Rio Tinto plc Holder or by or on behalf of any person on whom a notice has been served pursuant to Rule 145(D) and not withdrawn or complied with in accordance with these Rules which was cast on a resolution on a Joint Decision Matter at the nearly contemporaneous general meeting of Rio Tinto plc (or, if the nearly contemporaneous general meeting of Rio Tinto plc has not been held and such votes counted by the beginning of the relevant general meeting of the Company, the maximum number of such votes as are authorised to be so cast upon proxies lodged

Page 37 with Rio Tinto plc) by such time as the Chair may determine divided by the Equalisation Fraction and rounded up to the nearest whole number, minus the number of votes attached to the Ordinary Shares which are not Publicly-held Rio Tinto Limited Ordinary Shares and which are validly cast in accordance with the Rio Tinto plc Shareholder Voting Agreement. (d) The Special Voting Share shall not entitle its holder to vote on any show of hands. 75. Voting rights of personal representatives, etc. Any person entitled under Rules 39 or 40 to transfer any shares may vote at any general meeting in the same manner as if the person were the registered holder of the shares; provided that at least twenty-four hours before the time of holding the meeting at which the person proposes to vote the person has satisfied the Board of the person's right to transfer the shares, unless the Board has previously admitted the person's right to vote at the meeting in respect of the shares. 76. How votes may be given (a) Votes at a general meeting may be given personally (including by direct vote, if permitted in accordance with Rule 76(b)) by representative, proxy or attorney, as provided in these Rules. (b) The Board may, subject to law, determine that at any general meeting, a member who is entitled to attend and vote on a resolution at that meeting is entitled to a direct vote in respect of that resolution. A direct vote includes a vote delivered to the Office (or any other place the Board may determine) by post, electronic or other means approved by the Board. The Board may prescribe regulations, rules and procedures in relation to direct voting, including specifying the form, method and timing of giving a direct vote at a meeting in order for the vote to be valid. 77. Appointment of proxies (a) Any member may appoint not more than two proxies to vote at a general meeting on that member's behalf and may direct the proxy or proxies to vote either for or against each or any resolution. (b) A proxy need not be a member of the Company. (c) Where a member appoints two proxies, the appointment shall be of no effect unless each proxy is appointed to represent a specified proportion of the member's voting rights. (d) Except in relation to a proxy deposited by the holder of the Special Voting Share, the instrument appointing a proxy (and the power of attorney, if any, under which it is signed or proof of the power of attorney to the satisfaction of the Board) shall be deposited duly stamped (if necessary) at the Office or any other place the Board may determine or lodged by any electronic means authorised by the Board and permitted by the Corporations Act by the time specified in the Corporations Act (or such lesser period as the Directors may determine and stipulate in the notice of meeting). The Directors may determine and stipulate that the latest time by which

Page 38 a proxy may be validly deposited differs in relation to holders of the same class of share. (e) No instrument appointing a proxy shall, except as provided in this Rule, be valid after the expiration of twelve months after the date of its execution. (f) Any member who is or who intends to be absent or resident abroad may deposit at the Office an instrument duly stamped (if necessary) appointing a proxy and that appointment shall be valid for all meetings during the member's absence or residence abroad and until revocation. (g) A proxy received from the holder of the Special Voting Share will be valid if it is received before the close of the poll to which it relates. (h) An instrument of proxy relating to more than one meeting (including any adjournment of a meeting) having once been delivered in accordance with this Rule 77 for the purpose of any such meeting does not need to be delivered again for the purposes of any subsequent meeting to which it relates. (i) When two or more valid but differing instruments of proxy are executed in respect of the same share for use at the same meeting, the one which is last executed shall be treated as replacing and revoking the others as regards that share. If the Company is unable to determine which was last executed none of them shall be treated as valid in respect of that share. 78. Form and execution of instrument of proxy An instrument appointing a proxy shall be in writing under the hand of the appointor or the attorney of the appointor or, if the appointor is a corporation, under its common seal or under the hand of a duly authorised officer or may be signed by electronic means in accordance with law or any method authorised by the Board and permitted by law and may be in the usual or common form or in such other form (including electronic) as the Board may from time to time prescribe or accept. The instrument of proxy shall be deemed to include the right to demand or join in demanding a poll and shall (except to the extent to which the proxy is specially directed to vote for or against any proposal) include power to the proxy to act generally at the meeting for the person giving the proxy. An instrument appointing a proxy shall, unless the contrary is stated, be valid for any adjournment of the meeting as well as for the meeting to which it relates and need not be witnessed. 79. Board to issue forms of proxy The Board shall, at the cost of the Company, issue with every notice of general meeting of members or any class of members forms of proxy for use by the members. Each form shall leave blank the name of the first proxy to be appointed but may include the names of any of the Directors or of any other persons as suggested proxies. The forms may be worded so that a proxy may be directed to vote either for or against each or any of the resolutions to be proposed. 80. Attorneys of members Any member may, by duly executed power of attorney, appoint an attorney to act on that member's behalf at all or certain specified meetings of the Company. Before the attorney

Page 39 is entitled to act under the power of attorney, the power of attorney or proof of the power of attorney to the satisfaction of the Board shall be produced for inspection at the Office or such other place as the Board may determine from time to time together, with evidence of the due execution of the power of attorney as required by the Board. The attorney may be authorised to appoint a proxy for the member granting the power of attorney. 81. Validity of vote A vote given in accordance with the terms of an instrument of proxy or power of attorney shall be valid notwithstanding the previous death or unsoundness of mind of the principal or revocation of the instrument of proxy or power of attorney or transfer of the shares in respect of which the vote is given, provided no notice in writing of the death, unsoundness of mind, revocation or transfer has been received at the Office before the meeting. A proxy shall not be revoked by the principal attending and taking part in the meeting, unless the principal actually votes at the meeting on the resolution for which the proxy is proposed to be used. 82. Rights of member indebted to Company in respect of other shares Subject to any restrictions from time to time affecting the right of any member or class of members to attend any meeting, a member holding a share or shares in respect of which for the time being no moneys are due and payable to the Company shall be entitled to be present at any general meeting and to vote and be reckoned in a quorum notwithstanding that moneys are then due and payable to the Company by that member in respect of other shares held by that member; provided that, upon a poll, a member shall only be entitled to vote in respect of shares held by the member upon which, at the time when the poll is taken, no moneys are due and payable to the Company. DIRECTORS 83. Number of Directors The number of Directors (not including Alternate Directors) shall not be less than three nor more than the number the Board may from time to time determine. All Directors shall be natural persons. 84. Share qualification of Directors Unless otherwise determined by the Company in general meeting, a Director shall not be required to hold any share qualification. A Director who is not a member of the Company shall nevertheless be entitled to attend and speak at general meetings. 85. Election or appointment of additional Director The Company may by ordinary resolution elect (and the Directors shall also have power at any time to appoint) any person to be a Director either to fill a casual vacancy or as an additional Director, but so that: (i) the total number of Directors shall not as a result of such appointment exceed the maximum number (if any) fixed by or in accordance with these Rules; and

Page 40 (ii) the appointment of such Director shall not take effect before such Director has been duly appointed as a director of Rio Tinto plc. Any person so appointed by the Directors shall hold office only until the next annual general meeting and shall then be eligible for election. 86. Continuing Directors to act in certain circumstances If: (i) any resolution or resolutions for the appointment or re-appointment of the persons eligible for appointment or re-appointment as Directors are put to the annual general meeting and lost; and (ii) at the end of that meeting the number of Directors is fewer than any minimum number of directors required under Rule 83, all retiring Directors who stood for re-appointment at that meeting and were not reappointed shall be deemed to have been re-appointed as Directors and shall remain in office, but such Directors may only: (iii) act for the purpose of filling vacancies and convening general meetings of the Company; and (iv) perform such duties as are appropriate to maintain the Company as a going concern and to comply with the Company’s legal and regulatory obligations, but not for any other purpose. 87. Directors who are employees of the Company The office of a Director who is an employee of the Company or of any related corporation shall become vacant upon that Director ceasing to be an employee of the Company or any related corporation provided that any such person shall be eligible for reappointment or re- election as a Director of the Company. 88. Company Auditor may not act as Director No person may be appointed as a Director or Alternate Director if the appointment would result in a person who, or a firm which, is then the Auditor becoming prohibited by the Corporations Act from acting as an Auditor of the Company. 89. Directors' Remuneration (a) Each Director may be paid or provided remuneration for services. Subject to Rule 90, the remuneration of the Directors shall from time to time be determined by the Directors except that the maximum aggregate remuneration paid or provided to the Directors by the Company in their capacity as Directors in respect of any year shall not (when aggregated with any remuneration paid or provided by Rio Tinto plc to the Directors in their capacity as Directors of Rio Tinto plc, any fees received by Directors for serving on any committee of the Directors of the Company or Rio Tinto plc, and any travel allowances received by Directors for attending meetings of Directors of the Company or Rio Tinto plc or meetings of any committee of Directors of the Company or Rio Tinto plc, in each case in respect of that year)

Page 41 exceed £3,000,000 or such higher amount as may from time to time be determined by ordinary resolution of the Company and shall (unless such resolution otherwise provides) be divisible among the Directors as they may agree, or in default of such agreement, equally. (b) Remuneration under Rule 89 will accrue from day to day and be paid or provided by or on behalf of the Company at the time and in the manner (including by way of non-cash benefit or by way of a contribution to a superannuation fund) decided by the Board. (c) In calculating the aggregate annual remuneration paid or provided to the Directors in any year for the purposes of Rule 89(a), no regard shall be had to payments made or non-cash benefits received under Rules 90, 92 or 144. 90. Other remuneration of directors Any Director who holds any executive office with the Company or Rio Tinto plc, or who performs services which in the opinion of the Directors are outside the scope of the ordinary duties of a Director, may be paid such extra remuneration or may receive such other benefits as the Directors may determine. 91. [deleted April 2009] 92. Travelling and other expenses Every Director shall, in addition to any other remuneration provided for in these Rules, be entitled to be paid from Company funds all reasonable travel, accommodation and other expenses incurred by the Director in attending meetings of the Company or of the Board or of any Committees or while engaged on the business of the Company or in the execution of any other duties as Director. 93. Directors may contract with company (a) A Director shall not be disqualified by the office of Director from contracting or entering into any arrangement with the Company either as vendor, purchaser or otherwise and no contract or arrangement entered into with the Company by a Director nor any contract or arrangement entered into by or on behalf of the Company in which a Director is in any way interested shall be avoided for that reason. A Director shall not be liable to account to the Company for any profit realised by any contract or arrangement, by reason of holding the office of Director or of the fiduciary relationship established by the office. (b) Except where a Director is constrained by the Corporations Act, a Director may be present at a meeting of the Board while a matter in which the Director has a material personal interest is being considered and may vote in respect of that matter. (c) A Director who is interested in any contract or arrangement may, notwithstanding the interest, participate in the execution of any document evidencing or otherwise connected with the contract or arrangement.

Page 42 94. Director may hold other office under the Company A Director may hold any other office or position under the Company (except that of Auditor) in conjunction with the office of Director, on terms and at a remuneration in addition to remuneration (if any) as a Director, as the Board shall approve. A Director may be or become a director of or hold any other office or position under any corporation promoted by the Company, or in which it may be interested, whether as a vendor or shareholder or otherwise, and the Director shall not be accountable for any benefits received as a Director or member of or holder of any other office or position under that corporation. The Board may exercise the voting power conferred by the shares in any corporation held or owned by the Company as the Board thinks fit (including the exercise of the voting power in favour of any resolution appointing the Directors or any of the directors of that corporation or voting or providing for the payment of remuneration to the directors of that corporation) and a Director of the Company may vote in favour of the exercise of those voting rights notwithstanding that the Director is, or may be about to be appointed, a director of that other corporation and may be interested in the exercise of those voting rights. 95. Directors may lend to the Company Any Director may lend money to the Company at interest with or without security or may, for a commission or profit, guarantee the repayment of any money borrowed by the Company and underwrite or guarantee the subscription of shares or securities of the Company or of any corporation in which the Company may be interested without being disqualified in respect of the office of Director and without being liable to account to the Company for the commission or profit. ELECTION OF DIRECTORS Subject to Rule 85 the following provisions shall apply to all the Directors: 96. Retirement of Directors: (a) Each Director shall retire at the annual general meeting held in the third calendar year following the year in which he or she was elected or last re-elected by the Company. If no Director would otherwise be required to submit for election or re- election but the Listing Rules require that an election of Directors be held, the Director to retire at the annual general meeting is the Director who has been longest in office since their last election, but, as between persons who were last elected on the same day, the Director to retire is (unless they otherwise agree among themselves) determined by ballot. Retiring Directors (b) A Director who retires at any annual general meeting shall be eligible for election or re-election and such a Director who stands for election or re-election shall retain office until the announcement of the result of the poll on the resolution to reappoint that Director. (c) Notwithstanding anything contained elsewhere in these Rules, a Director shall retire from office at an annual general meeting if the Director is required by

Page 43 Applicable Regulation to retire from office as a Director or is required to retire as director of Rio Tinto plc at the nearly contemporaneous annual general meeting of Rio Tinto plc, though in either case, nothing in this paragraph prevents the Director from standing for election or re-election. Removal of Director whilst in office (d) The Company in general meeting may at any time by resolution remove any appointed or elected Director before the expiration of that Director's period of office and, if desired, elect another person by way of replacement (provided that such person is also elected as a director of Rio Tinto plc at the same time). Nomination of Directors (e) No person other than a Director retiring at the meeting shall, unless recommended by the Directors for election, be eligible for election as a Director at any general meeting unless within the period referred to in paragraph (f) of this Rule 96 there has been lodged at the Office, notices in writing: (i) signed or authenticated in accordance with Rule 140 by a member, other than the person to be proposed, duly qualified to attend and vote at the relevant meeting of that member's intention to propose a person for election; and (ii) signed or authenticated in accordance with Rule 140 by the person to be proposed of that person's willingness to be elected as a Director of the Company and as a director of Rio Tinto plc. (f) The period within which the notices referred to in paragraph (e) of this Rule 96 must be lodged at the Office is not less than 45 Business Days nor more than 65 Business Days (inclusive of the date on which the notice is given) before the earlier of the dates appointed for: (i) the general meeting of the Company; and (ii) the nearly contemporaneous general meeting of Rio Tinto plc. (g) The Directors shall nominate for election as a Director at a general meeting of the Company any person duly nominated for election at the nearly contemporaneous general meeting of Rio Tinto plc. (h) The Company at the meeting at which a Director retires under any provision of these Rules may by ordinary resolution fill the office being vacated by electing the retiring Director or some other person eligible for election. In default the retiring Director shall be deemed to have been elected or re-elected except in any of the following cases: A where at such meeting it is expressly resolved not to fill such office or a resolution for the election or re-election of such Director is put to the meeting and lost; B where such Director has given notice in writing to the Company that such Director is unwilling to be elected or re-elected;

Page 44 C [deleted April 2009] D [deleted April 2009] E where such Director has not been, or is not deemed to have been, elected or re-elected as a director of Rio Tinto plc. ALTERNATE DIRECTORS 97. Director may appoint Alternate Director (a) Any Director may at any time by notice in writing deposited at the Office, or delivered at a meeting of the Board, appoint any person (including another Director) to act as an Alternate Director in the Director's place and may in like manner at any time terminate such appointment. Such appointment, unless previously approved by the Directors or unless the appointee is another Director, shall have effect only upon and subject to being so approved and upon the appointment by the same person as an Alternate Director of Rio Tinto plc becoming effective. (b) The appointment of an Alternate Director shall determine on the happening of any event which if the Alternate Director were a Director would cause the Alternate Director to vacate such office or if the appointing Director ceases to be a Director, otherwise than by retirement at a general meeting at which the Director is re- elected. (c) An Alternate Director shall (except any Alternate Director who is for the time being neither in the United Kingdom nor in Australia) be entitled to receive notices of meetings of the Board and shall be entitled to attend and vote as a Director at any such meeting at which the appointing Director is not personally present and generally at such meeting to perform all functions of the appointing Director as a Director and for the purposes of the proceedings at such meeting the provisions of these Rules shall apply as if the Alternate Director (instead of the appointing Director) were a Director. If the Alternate Director is a Director or shall attend any such meeting as an alternate for more than one Director, the Alternate Director's voting rights shall be cumulative but the Alternate Director shall not be counted more than once for the purposes of the quorum. If the appointing Director is for the time being neither in the United Kingdom nor in Australia or temporarily unable to act through ill health or disability the Alternate Director's signature to any resolution in writing of the Board shall be as effective as the signature of the appointing Director. To such extent as the Directors may from time to time determine in relation to any committees of the Board the foregoing provisions of this paragraph shall also apply mutatis mutandis to any meeting of such committee of which the appointing Director is a member. An Alternate Director shall not (save as aforesaid) have the power to act as a Director, nor shall the Alternate Director be deemed to be a Director for the purposes of these Rules, nor shall the Alternate Director be deemed to be the agent of the appointing Director.

Page 45 (d) An Alternate Director shall be entitled to contract and be interested in and benefit from contracts or arrangements or transactions and to be repaid expenses and to be indemnified to the same extent mutatis mutandis as if the Alternate Director were a Director but the Alternate Director shall not be entitled to receive from the Company in respect of the appointment as Alternate Director any remuneration except only such part (if any) of the remuneration otherwise payable to the appointing Director as such appointing Director may by notice in writing to the Company from time to time direct. VACATION OF OFFICE OF DIRECTOR 98. Vacation of office by Director The office of a Director shall be vacated: (a) if the Director becomes an insolvent under administration, suspends payment generally to creditors or compounds with or assigns the Director's estate for the benefit of creditors; (b) if the Director becomes of unsound mind or a person whose person or estate is liable to be dealt with in any way under the laws relating to mental health; (c) if the Director resigns office by notice in writing to the Company addressed to it at the Office; (d) if the Director is removed from office pursuant to paragraph (d) of Rule 96; (e) if the Director is removed from office pursuant to the Corporations Act; (f) if the Director ceases to be a director of Rio Tinto plc; (g) if the Director is prohibited from being a Director by reason of the operation of the Corporations Act; or (h) if without the approval of the Board, neither the Director nor any Alternate Director appointed by that Director is present at meetings of the Board for six consecutive months and the remaining Directors for the time being in Australia have not within seven days of having been personally served by the Secretary with a notice giving particulars of the absence resolved that special leave of absence be granted. PROCEEDINGS OF DIRECTORS 99. Procedures relating to Directors' meetings Subject to the provisions of these Rules, the Board may meet together for the dispatch of business, adjourn and otherwise regulate its meetings as it thinks fit. Until otherwise determined by the Board, three Directors shall form a quorum. It shall not be necessary to give notice of a meeting of Directors to any Director who is for the time being neither in Australia nor in the United Kingdom. Any Director may waive notice of any meeting and any such waiver may be retroactive.

Page 46 100. Meetings by telephone or other means of communication The Directors may meet either in person or by telephone or by other means of communication by which all persons participating in the meeting are able to hear the entire meeting and to be heard by all other persons attending the meeting. A meeting conducted by telephone or other means of communication shall be deemed to be held at the place agreed upon by the Directors attending the meeting, provided that at least one of the Directors present at the meeting was at that place for the duration of the meeting. 101. Convening of meetings The Board may at any time and the Secretary, upon the request of a Director, shall, convene a meeting of the Board. 102. Votes at meetings Questions arising at any meeting of the Board shall be decided by a majority of votes, and, in the case of an equality of votes, the Chair shall (except when only two Directors are competent to vote on the question then at issue) have a second or casting vote. 103. Chair (a) The Board may elect from their number a Chair and a Deputy Chair (or two or more Deputy Chairmen) and determine the period for which each is to hold office. If no Chair or Deputy Chair shall have been appointed or if at any meeting of the Directors, no Chair or Deputy Chair is present within 5 minutes after the time appointed for holding the meeting, the Directors present may choose one of their number to be the Chair of the meeting. (b) If at any time there is more than one Deputy Chair the right in the absence of the Chair to preside at a meeting of the Board or of the Company shall be determined as between the Deputy Chairmen present (if more than one) by seniority in length of appointment or otherwise as resolved by the Board. 104. Powers of meetings A meeting of the Board at which a quorum is present shall be competent to exercise all or any of the authorities, powers and discretions for the time being vested in or exercisable by the Board generally by or under these Rules. 105. Delegation of powers to Committees The Board may, by resolution or by power of attorney or writing under the Seal, delegate any of its powers to Committees consisting of Directors or any other person or persons as the Board thinks fit to act either in Australia or elsewhere. Any Committee formed or person or persons appointed to the Committee shall, in the exercise of the powers delegated, conform to any regulations that may from time to time be imposed by the Board. A delegate of the Board may be authorised to sub-delegate any of the powers for the time being vested in the delegate.

Page 47 106. Proceedings of Committees The meetings and proceedings of any Committee shall be governed by the provisions of these Rules for regulating the meetings and proceedings of the Board so far as they are applicable and are not superseded by any regulations made by the Board under Rule 105. 107. Validity of acts All acts done at any meeting of the Board or by a Committee or by any person acting as a member of any Committee shall, notwithstanding that it is afterwards discovered that there was some defect in the appointment of any Director or the Committee or that they or any of them were disqualified, be as valid as if every person had been duly appointed and was qualified, and continued to be a Director or a member of the Committee (as the case may be). 108. Resolution in writing A resolution in writing of which notice has been given to all Directors and which is signed by a majority of the Directors shall be as valid and effectual as a resolution duly passed at a meeting of the Directors and may consist of several documents in the like form each signed by one or more Directors. A document produced by mechanical or electronic means and bearing a signature of a Director printed with that Director's authority by mechanical or electronic means or otherwise indicating that Director's agreement to the resolution shall for the purposes of this Rule 108 be deemed to be a document in writing signed by the Director. 109. Directors includes Alternate Directors For the purposes of Rule 108 the references to "Directors" include any Alternate Director for the time being present in Australia or the United Kingdom who is appointed by a Director not for the time being present in Australia or the United Kingdom or who is unable by reason of illness to sign the resolution in question but do not include any other Alternate Director. POWERS OF THE BOARD 110. General powers of the Board The management and control of the business and affairs of the Company shall be vested in the Board, which may exercise all powers and do all acts and things as are not by these Rules or by law directed or required to be exercised or done by the Company in general meeting. 111. Powers to give effect to Sharing Agreement The Company having entered into the Sharing Agreement and the Deed Poll Guarantee, it is, and the Directors are, authorised and directed to operate and carry into effect the provisions of the Sharing Agreement, the Deed Poll Guarantee and any further or other agreements or arrangements with or in connection with Rio Tinto plc. Subject to the Corporations Act, nothing done by any Director in good faith pursuant to such authority and

Page 48 obligations shall constitute a breach of the fiduciary duties of such Director to the Company or members of the Company. In particular, but without limitation: (i) the Directors are authorised to agree to enter into a guarantee on behalf of the Company in relation to indebtedness of any member of the Rio Tinto plc Group; (ii) the Directors are authorised to provide Rio Tinto plc and any officer, employee or agent of Rio Tinto plc with any information relating to the Company; (iii) subject to the terms of the Sharing Agreement, the Directors are authorised to do all such things as in the opinion of the Directors are necessary or desirable for the furtherance of any matter referred to in this Rule or for the furtherance, maintenance or development of the relationship with Rio Tinto plc constituted by or arising out of any agreement or arrangement mentioned in or made in accordance with this Rule; and (iv) the Directors are authorised to agree to any amendment or termination or abrogation of all or any of the terms of the Sharing Agreement or Deed Poll Guarantee in accordance with their terms. 112. Board's power to borrow Without limiting the generality of Rule 110, the Board may exercise all the powers of the Company to borrow money, to charge any property or business of the Company or all or any of its uncalled capital and to issue debentures or give any other security for a debt, liability or obligation of the Company or of any other person. 113. Power to authorise debenture holders, etc, to make calls Without limiting the generality of Rule 110, if any uncalled capital of the Company is included in or charged by any debenture, mortgage or other security, the Board may, by instrument under the Seal, authorise the person in whose favour the debenture, mortgage or other security is executed or any other person in trust for that person to make calls on the members in respect of that uncalled capital and to sue in the name of the Company or otherwise for the recovery of moneys becoming due in respect of calls made and to give valid receipts for those moneys, and that authority shall subsist during the continuance of the debenture, mortgage or other security, notwithstanding any change in the Directors, and shall be assignable if expressed to be. 114. Management of the affairs of the Company (a) The Board may from time to time provide for the management of the affairs of the Company in the manner it thinks fit and the provisions contained in paragraphs (b) and (c) of this Rule shall be without prejudice to the general powers conferred by this paragraph. Powers of attorney (b) The Board may at any time by power of attorney under the Seal appoint any persons to be attorneys of the Company for the purposes and with the powers, authorities and discretions (not exceeding those vested in or exercisable by the

Page 49 Board under these Rules) and for the period and subject to the conditions the Board thinks fit, and any appointment may (if the Board thinks fit) be made in favour of the members or any of the members of any Committee or agency established or in favour of any company or of the members, directors, nominees or managers of any company or firm or otherwise in favour of any fluctuating body of persons whether nominated directly or indirectly by the Board. Any power of attorney may contain provisions for the protection or convenience of persons dealing with the attorneys as the Board thinks fit. Sub-delegation: (c) A delegate or attorney may be authorised by the Board to sub-delegate all or any of the powers, authorities and discretions for the time being vested in that delegate or attorney. (d) [deleted April 2009] (e) [deleted April 2009] EXECUTIVE OFFICERS 115. Powers of executive officers (a) Subject to the Corporations Act, the Directors may from time to time appoint any one or more of their body to be the holder of any executive office (including, where considered appropriate, the office of Chair or Deputy Chair) on such terms and for such period as they may determine. Subject to the terms of any contract entered into in any particular case, the Directors may at any time revoke or vary the terms of any such appointment. (b) The appointment of any Director to the office of Chair or Deputy Chair or Chief Executive or Deputy Chief Executive or Managing or Joint Managing or Deputy or Assistant Managing Director shall automatically determine if that person ceases to be a Director (but without prejudice to any claim for damages for breach of any contract of service between that person and the Company). (c) The appointment of any Director to any other executive office shall not automatically determine if that person ceases from any cause to be a Director, unless the contract or resolution under which that person holds office shall expressly state otherwise, in which case that determination shall be without prejudice to any claim for damages for breach of any contract of service between that person and the Company. 116. Delegation to executive director The Directors may delegate to any Director holding any executive office any of the powers exercisable by them as Directors upon such terms and conditions and with such restrictions as they think fit, and either collaterally with or to the exclusion of their own powers, and may from time to time revoke, withdraw, alter or vary all or any of such powers.

Page 50 MINUTES 117. Minutes The Board shall cause minutes to be duly entered in books provided for that purpose or (provided reasonable precautions are taken for guarding against falsification and for facilitating its discovery) to be duly recorded in any other manner: (a) of the names of the Directors present at each meeting of the Board and of any Committees; (b) of all orders made by the Board and any Committees; and (c) of all resolutions and proceedings of general meetings of the Company and of meetings of the Board and any Committees; and the minutes of any meeting of the Board or of any Committee or of the Company, if purporting to be signed by the chair of the meeting or by the chair of the next succeeding meeting, shall be prima facie evidence of the matters stated in the minutes. DIVIDENDS AND RESERVES 118. Declaration of dividend (a) The Board may from time to time declare or determine dividends to be paid to the members and the Board may fix the time for payment of any dividend. No dividend shall carry interest as against the Company. No dividend shall (unless permitted by the Corporations Act) be payable otherwise than out of profits and a declaration by the Board as to the amount of the profits available for dividend shall be conclusive. (b) The dividend shall (subject to the Listing Rules, Rule 118A, Rule 123(a)(iii) and the rights of or any restrictions on the holders of the Equalisation Share and any other shares created or raised under any special arrangements as to dividend) be payable on all shares in proportion to the amount of capital for the time being and from time to time paid up in respect of the shares and may be declared at a rate per annum in respect of a specified period; provided that (for the purposes of this Rule only) no amount paid on a share in advance of calls or the due date for the payment of any instalment shall be treated as paid on that share. The Board may declare or determine to pay one dividend on all shares of any one class or may declare or determine to pay at any one meeting of the Board two or more dividends so that each dividend is declared on any shares of that class to the exclusion of any other shares but so that the amount payable (out of the total of the amount of all dividends declared or determined to be paid at that meeting) on all shares of the relevant class is (subject as mentioned above) in the proportions specified above. (c) The Board may declare or determine dividends in any currency. The Board may determine that any dividend payable to some or all of the members shall be paid in a currency or currencies other than the currency in which the dividend was

Page 51 declared or determined and for that purpose the Board may (in its absolute discretion) stipulate a date on which it shall determine the rate or rates at which the amount of dividend shall be converted into the other currency or currencies for the purpose of the payment. Payment in another currency or currencies of the amount of any dividend converted pursuant to this Rule shall be deemed as between the Company and any member to whom payment is made, and as against all other members, to be an adequate and proper payment of the amount of the dividend. (d) Provided the Directors act in good faith they shall not incur any liability to the holders of any shares of any class for any loss they may suffer by the lawful payment, on any other class of shares having rights ranking after or pari passu with those shares, of any such dividend as aforesaid. 118A. Waiver of dividend (a) A member may request prior to the declaration or determination of a dividend by the Company (Relevant Dividend) that the Relevant Dividend should not be declared and paid in respect of all or any of the shares registered in the name of the member (Relevant Shares). (b) No such request shall be effective in relation to a Relevant Dividend unless: (i) the request is in writing signed or authenticated in accordance with Rule 140 by or on behalf of the member; (ii) the request specifies the shares to which it shall apply; (iii) the request is delivered to the Company and approved by the Board prior to (and not after) declaration of the Relevant Dividend, and the Board may give or withhold approval in its absolute discretion. (c) Subject to paragraph (d) of this Rule 118A, if a request is effective in relation to a Relevant Dividend then, notwithstanding any other Rule, the Relevant Dividend shall not be declared and shall not be payable in respect of the Relevant Shares to which the request applies, and the member shall not be entitled to have the Relevant Dividend declared and paid on those shares, and in respect of those shares the member shall have no debt or claim or other right or entitlement of any kind whatsoever to the Relevant Dividend against the Company. (d) If prior to transfer books close for the Relevant Dividend any shares to which an effective request applies are sold or transferred by a member to another person, or otherwise become registered in the name of another person, the request shall cease to apply upon the earlier of: (A) the Company receiving notice in writing of the sale; or (B) the other person being registered as the new holder of the shares to the intent that the transferee of such shares shall be entitled to the declaration and payment of such Relevant Dividend.

Page 52 119. Reserve fund The Board may create a reserve or reserves out of profits of the Company or may create any reserve or reserves contemplated by the Sharing Agreement by setting aside, in priority to any dividend, any sum it thinks fit for the purpose of meeting contingencies, equalising dividends and providing a reserve for any purpose for which the profits of the Company may be applied, and may divide any of the sums set aside into special accounts as it thinks fit and may (subject to the Sharing Agreement) at any time resort to that reserve for dividends or bonuses. 120. Investment of reserve funds: (a) The Board may invest any sums representing the whole or any part of any reserve as a fund in shares or securities or other investments as in its absolute discretion it thinks fit and may from time to time deal with, vary or dispose of the whole or any part of the investment for the benefit of the Company. Any income derived from or accretions to those shares, securities or other investments may either be carried to the credit of the reserve fund represented by those shares, securities or other investments or be dealt with as profits arising from the business of the Company. (b) The Board shall have full power to employ in the business of the Company the whole or part of any reserve not invested as a fund and without being bound to keep the representative assets separate from other assets of the Company. 121. Dividends In respect of a dividend, the Board may: (a) direct payment of the dividend wholly or in part by the distribution of specific assets or documents of title and, in particular, of fully paid up shares, debentures or debenture stock of the Company or any other corporation or by procuring the receipt by members of specific assets. Where any difficulty arises in regard to the distribution, the Board may settle that difficulty as it thinks expedient and in particular may issue fractional certificates and may fix the value for distribution of those specific assets and may determine that cash payments shall be made to any members upon the basis of the value fixed in order to adjust the rights of all parties and may vest any specific assets in trustees upon trusts for the persons entitled to the dividend as the Board considers expedient; (b) direct that the dividend be payable to all or particular shareholders or on all or particular shares wholly or partly out of any one or more particular funds or reserves or out of profits derived from any one or more particular sources and to any remaining shareholders or on any remaining shares wholly or partly out of any other one or more particular funds or reserves or out of profits derived from any other one or more particular sources and may make the direction notwithstanding that by doing so the dividend (or part of it) may form part of the assessable income for taxation purposes of some or all shareholders and may not form part of the assessable income of others; and/or (c) determine and announce that each member entitled to participate in the dividend may elect to have the payment of the dividend applied and satisfied in respect of

Page 53 all, or a number of shares less than all, of the shares held by the member in accordance with a Company dividend reinvestment plan. 122. [deleted April 2009] 123. Dividend Plans (a) The Board may establish and maintain one or more dividend plans (including the establishment of rules) pursuant to which some or all members may elect with respect to some or all of their shares (subject to the rules of the relevant plan): (i) to reinvest either in whole or in part dividends paid or payable or which may become payable by the Company to the member in cash by, in accordance with the rules of the relevant plan, subscribing for and/or purchasing shares in the capital of the Company; (ii) to receive a dividend from the company by way of the allotment of shares paid up from the Company's capital account or by way of the allotment of shares issued directly to members as fully paid ordinary shares for whose issue no consideration is payable to the Company; (iii) that the dividends from the Company not be declared or paid and that instead a payment or distribution other than a dividend be made by the Company; (iv) that the cash dividends from the Company not be paid and that instead a cash dividend be received from a related corporation nominated by the Board; or (v) to participate in a dividend selection plan, including not limited to a plan pursuant to which members may elect to receive a dividend from the Company or any related corporation which is less in amount but franked to a greater extent than the ordinary cash dividend declared by the Company or any related corporation or to receive a dividend from the Company or any related corporation which is greater in amount but franked to a lesser extent than the ordinary cash dividend declared by the Company or any related corporation. (b) Pursuant to a dividend plan established in accordance with paragraph (a) of this Rule, any member may elect for a specified period or for a period to be determined by specified notice (in either case determined by the Directors and prescribed in the rules of the plan) that all (or, where the rules of the plan permit, some) of the Ordinary Shares held by that member and designated by the member in accordance with the rules of the plan (the "designated shares") will participate in the dividend plan. During that period the designated shares will be entitled to participate in the dividend plan subject to the rules of the dividend plan. (c) In the event of any inconsistency between any dividend plan established in accordance with paragraph (a) of this Rule or the rules of any dividend plan and these Rules these Rules shall prevail.

Page 54 (d) The Directors are authorised to do all things which they consider to be desirable or necessary for the purpose of implementing every dividend plan established in accordance with paragraph (a) of this Rule. (e) The Directors are authorised to vary the rules of any dividend plan established in accordance with paragraph (a) of this Rule at their discretion and to suspend or terminate any dividend plan at their discretion. Any dividend plan may also be suspended, terminated or varied by resolution of a general meeting of the Company. 124. Transfer of shares Subject to the Corporations Act and the ASTC Settlement Rules, a transfer of shares which is registered after the transfer books close for dividend purposes but before a dividend is payable shall not pass the right to any dividend declared before the books are closed. 125. Retention of dividends The Board may retain the dividends payable on shares which any person is under Rules 39 or 40 entitled to transfer until that person becomes registered as a member in respect of those shares or duly transfers them. 126. Dividends on which the Company has a charge The Board may retain any dividends payable on shares over which the Company has a lien or charge and may apply the dividend in or towards satisfaction of the calls, instalments or sums owing in respect of the shares over which the lien or charge exists. 127. How dividends are payable (a) Payment of any dividend may be made in any manner and by any means or combination of means as determined by the Board at the sole risk of the member. Different methods of payment may apply to different members or groups of members. Without prejudice to any other method of payment which the Board may adopt any dividend may be paid (wholly or partly) by cheque mailed to the address of the member as shown in the Register (or in the case of joint holders to the address shown in the Register as the address of the member whose name stands first in the Register) or any other address as the member or joint holders in writing direct, by electronic funds transfer to an account with a bank or other financial institution nominated by the member or joint holders in writing and acceptable to the Company, using the facilities of a relevant system or by such other method of payment as the Directors may determine. (b) If the Board decides that payments will be made by electronic funds transfer into an account (of a type approved by the Board) nominated by a member, but no such account is nominated by the member or an electronic funds transfer into a nominated account is rejected or refunded, the company may credit the amount payable to an account of the Company to be held until the member nominates a valid account. (c) Where a member does not have a registered address or the Company believes that a member is not known at the member’s registered address, the company may

Page 55 credit an amount payable in respect of the member’s shares to an account of the Company to be held until the member claims the amount payable or nominates a valid account. (d) An amount credited to an account under Rules 127(b) or (c) is to be treated as having been paid to the member at the time it is credited to that account. The Company will not be a trustee of the money and no interest will accrue on the money. The money may be used for the benefit of the Company and treated in accordance with Rule 129. 128. Notice of dividend Notice of the declaration of any dividend shall be given to members in any manner the Board may determine. 129. Unclaimed dividends (a) All unclaimed dividends may be invested or otherwise made use of by the Board for the benefit of the Company until claimed, disposed of according to the laws relating to unclaimed monies or otherwise dealt with in accordance with this Rule 129. (b) Any amount which is not required to be disposed of according to the laws relating to unclaimed monies in accordance with paragraph (a) of this Rule 129 may continue to be held on account for the member or be donated to charity on behalf of the member, as the Board decides. Where an amount is donated to charity, the Company’s liability to pay that amount is discharged by an application under this Rule 129. (c) The Board may do anything necessary or desirable (including executing any document) on behalf of the member to effect the application of an amount under this Rule 129. The Board may determine other rules to regulate the operation of this Rule 129 and may delegate their power under this Rule 129 to any person. CAPITALISATION OF PROFITS 130. Power to capitalise profits The Board may, subject to Rule 7, resolve that the whole or any portion of any sum forming part of the undivided profits of the Company or standing to the credit of any reserve or other account (including without limitation any capital account) and available for distribution or capitalisation be capitalised and that the amount capitalised be appropriated to the members (subject to Rule 141 and Rule 143) in the respective proportions in which they would be entitled to receive it if distributed by way of dividend and be applied on their behalf either in paying up the amounts for the time being unpaid on any issued shares held by them, or in paying up in full unissued shares or other securities of the Company (of an aggregate nominal amount equal to the amount capitalised) to be issued to them accordingly, or partly in one way and partly in the other.

Page 56 131. Employee Share Plan (a) The Board may, subject to the Listing Rules: (i) implement one or more employee share plans (on the terms they determine) under which securities of the Company or of Rio Tinto plc or of a related body corporate of either may be issued, transferred or otherwise provided to or for the benefit of any officer (including any Director) or employee of the Company or of a related body corporate or affiliate of the Company or to a relative of that officer or employee or to a company, trust or other entity or arrangement in which that officer or employee or a relative of that officer or employee has an interest; (ii) amend, suspend or terminate any employee share plan implemented by them; and (iii) give financial assistance in connection with the acquisition of securities of the Company or of a related body corporate under any employee share plan in any manner permitted by the Corporations Act. (b) Rule 131 does not limit the Board's powers to establish an employee share plan or limit the scope or structure of any such plan. 132. Appropriation and application of amounts to be capitalised The Board may specify the manner in which any fractional entitlements and any difficulties relating to distribution are to be dealt with and, without limiting the generality of the foregoing, may specify that fractions are to be disregarded or that any fractional entitlements are to be increased to the next whole number or that payments in cash in lieu of fractional entitlements be made. The Board shall make all necessary appropriations and applications of the amount to be capitalised pursuant to Rules 130 and 131 and all necessary allotments and issues of fully paid up shares or debentures. Where required, the Board may appoint a person to sign a contract on behalf of the members entitled upon a capitalisation to any shares or debentures, which provides for the issue to them, credited as fully paid up of any further shares or debentures, or for the payment up by the Company on their behalf of the amounts or any part of the amounts remaining unpaid on their existing shares by the application of their respective proportions of the sum resolved to be capitalised. NOTICES 133. Service of notices Subject to the Corporations Act and the Listing Rules, a notice may be given by the Company to any member, or in the case of joint holders to the member whose name stands first in the Register, personally, by leaving it at the member's registered address or by sending it by prepaid post to the member's registered address or by other electronic means determined by the Board (including by making a notice available on a website) to an electronic mail address, nominated by the member.

Page 57 134. Member may notify Company of address for service A registered holder of shares may notify the Company of an address (or, where the Board determines to accept electronic mail addresses for this purpose, an electronic mail address) as a place at which the member will accept service of notices, which shall be deemed to be the member's registered place of address. 135. Member not known at registered address Where a member does not have a registered place of address or where the Company has a bona fide reason to believe that a member is not known at the member's registered address and the Company has subsequently made an enquiry at the registered address of the member as to the whereabouts of the member, and the enquiry either elicits no response or a response indicating that the member or the member's present whereabouts are unknown, all future notices shall be deemed to be given to the member if the notice is exhibited in the Office for a period (not including weekends and public holidays) of forty- eight hours (and shall be deemed to be duly served at the commencement of that period) unless and until the member informs the Company of a registered place of address or that the member has resumed residence at the member's registered place of address or notifies the Company of a new address to which the Company may send the member notices (which new address shall be deemed to be the member's registered place of address). 136. When notice deemed to be served Any notice sent by post shall be deemed to have been served at the expiration of twenty- four hours after the envelope containing the notice is posted and, in proving service, it shall be sufficient to prove that the envelope containing the notice was properly addressed and posted. Any notice served on a member personally or left at the member's registered place of address shall be deemed to have been served at the time of service. Any notice served on a member by electronic transmission is deemed to have been served when the transmission is sent. Subject to the Corporations Act and Listing Rules, any notice made available on a website shall be deemed to have been served at the time it was first made available on the website, or, if later, when the member was served (or is deemed to have been served) notice that the notice was available on the website (including by providing a Uniform Resource Locator or other link to the notice). 137. Reckoning of period of notice Where a given number of days' notice or notice extending over any other period is required to be given, the period of notice shall in each case be exclusive of the day on which it is served or deemed to be served and of the day on which the meeting is to be held. 138. Notice to transferor binds transferee Every person who, by operation of law, transfer or any other means becomes entitled to be registered as the holder of any shares shall be bound by every notice which, prior to the person's name and address being entered in the Register in respect of those shares, was duly given to the person from whom the person derives title to those shares.

Page 58 139. Service on deceased members A notice delivered or sent by post to the registered place of address of a member pursuant to these Rules shall (notwithstanding that the member be then dead and whether or not the Company has notice of the member's death) be deemed to have been duly served in respect of any registered shares, whether held solely or jointly with other persons by that member, until some other person is registered in the member's stead as the holder or joint holder and the service shall for all purposes be deemed to be sufficient service of the notice or document on the member's heirs, executors or administrators and all persons (if any) jointly interested with the member in the shares. 140. Authentication of documents sent by electronic means Where these Rules require a notice or other document to be signed or authenticated by a member or other person then any notice or other document sent or supplied by electronic means is sufficiently authenticated in any manner authorised or approved by the Board. The Board may designate mechanisms for validating any such notice or other document, and any such notice or other document not so validated by use of such mechanisms shall be deemed not to have been received by the Company. PAYMENTS BY THE COMPANY 141. Payments by the Company Whenever any law for the time being of any country, state, territory or place imposes or purports to impose any immediate or future or possible liability on the Company to make any payment or empowers any government or taxing authority or government official to require the Company to make any payment in respect of any shares, rights to shares or options to acquire shares registered in the Register as held either jointly or solely by any member or in respect of any transfer of those shares, rights to shares or options to acquire shares or in respect of any interest, dividends, bonuses or other moneys due or payable or accruing due or which may become due or payable to that member by the Company on or in respect of any shares, rights to shares or options to acquire shares or for or on account or in respect of any member, whether in consequence of: (a) the death of that member; (b) the non-payment of any income tax or other tax by that member; (c) the non-payment of any estate, probate, succession, death, stamp or other duty by the member or the trustee, executor or administrator of that member or by or out of the member's estate; (d) any assessment of income tax against the Company in respect of interest or dividends paid or payable to that member; (e) or any other act or thing, the Company in every case: (i) shall be fully indemnified from all liability by that member or that member's trustee, executor or administrator and by any person who becomes

Page 59 registered as the holder of the shares on the distribution of the deceased member's estate; (ii) shall have a lien or charge upon the shares for all moneys paid by the Company in respect of the shares under or in consequence of any law; (iii) shall have a lien upon all dividends, bonuses and other moneys payable in respect of the shares registered in the Register as held either jointly or solely by that member for all moneys paid or payable by the Company in respect of the shares under or in consequence of any law, together with interest at a rate the Board may determine from time to time from the date of payment to the date of repayment, and may deduct or set off against any dividend, bonus or other moneys payable any moneys paid or payable by the Company together with interest; (iv) may recover as a debt due from that member or that member's trustee, executor or administrator or any person who becomes registered as the holder of the shares on the distribution of the deceased member's estate wherever constituted or situated, any moneys paid by the Company under or in consequence of any law which exceed any dividend, bonus or other money then due or payable by the Company to that member together with interest at a rate the Board may determine from time to time from the date of payment to the date of repayment; and (v) except in the case of a proper ASTC transfer, may, if any money is paid or payable by the Company under any law, refuse to register a transfer of any securities by the holder or the holder's trustee, executor or administrator until the money and interest is set off or deducted or, in case the money and interest exceeds the amount of any dividend, bonus or other money then due or payable by the Company to the holder, until the excess is paid to the Company but notwithstanding the foregoing the Company may not refuse to register any proper ASTC transfer except as permitted by the Corporations Act, the Listing Rules or the ASTC Settlement Rules. Nothing contained in this Rule shall prejudice or affect any right or remedy which any law confers or purports to confer on the Company, and, as between the Company and every member, every member's trustee, executor, administrator and estate, any right or remedy which that law confers or purports to confer on the Company shall be enforceable by the Company. WINDING UP 142. Distribution in specie (a) If the Company is wound up, whether voluntarily or otherwise, with the sanction of a special resolution, the liquidators may divide among the contributories in specie or kind any part of the assets of the Company, and may vest any part of the assets

Page 60 of the Company in trustees upon any trusts for the benefit of the contributories or any of them as the liquidators shall think fit. Liability to calls (b) If any shares to be divided in accordance with Rule 142(a) involve a liability to calls or otherwise, any person entitled under the division to any of the shares may by notice in writing within ten days after the passing of the special resolution, direct the liquidators to sell that person's proportion and pay that person the net proceeds and the liquidators shall, if practicable, act accordingly. Ratification of payment of fee to liquidators (c) No commission or fee shall be payable to the liquidators in a voluntary liquidation, unless the payment of the commission or fee has been ratified by a general meeting of the Company and the amount of the proposed payment has been specified in the notice calling the meeting. 143. Capital rights on a liquidation On a return of assets on liquidation, the assets of the Company remaining available for distribution among members, after giving effect to preferential rights attached to any preference shares issued by the Company and to the rights of other shares having a preferred right to participate as regards capital up to but not beyond a specified amount in a distribution, and to any provision of the Corporations Act, shall be applied: (a) first in paying to the holder of the Equalisation Share (if any) the nominal amount paid up on such share and then in paying amounts (if any) standing to the credit of the holder of the Equalisation Share in any reserve set up in the books of the Company pursuant to paragraph 3.6.2(a) of Schedule 2 to the Sharing Agreement; and (b) then in paying to relevant holders of the Ordinary Shares any amounts standing to the credit of any reserve for their benefit set up in the books of the Company pursuant to paragraphs 3.6.2(b) or (c) of Schedule 2 of the Sharing Agreement; and (c) then in paying to the holder of the Special Voting Share the nominal amount paid up on such share; and (d) any surplus remaining after application of the assets in accordance with the preceding paragraphs shall be applied in making payments to the holder of the Equalisation Share and/or the holders of Ordinary Shares in accordance with their entitlements, which shall be determined as follows:- (i) The liquidator of the Company shall draw up accounts as at earliest date (the "Reference Date") on which the liquidator is able to make a final distribution to creditors and members of the Company to show the gross amount which would be available for distribution to the holders of Ordinary Shares on the liquidation of the Company after payment in full of any amount standing to the credit of:

Page 61 (A) the holder of the Equalisation Share in any reserve set up in the books of the Company pursuant to paragraph 3.6.2(a) of Schedule 2 to the Sharing Agreement; and (B) the holders of Ordinary Shares in any reserve set up in the books of the Company under paragraphs 3.6.2(b) or 3.6.2(c) of Schedule 2 to the Sharing Agreement and to calculate the amount thereof available for distribution to holders of Publicly-held Rio Tinto Limited Ordinary Shares or the amount (expressed as a negative sum) of the shortfall which would need to be obtained before the holders of Publicly-held Rio Tinto Limited Ordinary Shares would receive any payment by way of distribution (in either case the "Company's Own Distribution Amount"), on the assumption that distribution to the Company's creditors and members on liquidation took place on the Reference Date. The liquidator of the Company shall certify the result of such calculation to Rio Tinto plc. (ii) Whether or not proceedings have been commenced for the liquidation of Rio Tinto plc, Rio Tinto plc shall be required under the Sharing Agreement to instruct the Relevant Officer for the time being of Rio Tinto plc to draw up accounts as at the Reference Date of all assets (valued as if Rio Tinto plc was in liquidation and those assets were to be realised by a liquidator of Rio Tinto plc in an orderly manner) and liabilities which would be admissible to proof if Rio Tinto plc was in liquidation at the Reference Date (other than the asset or liability represented by any Equalisation Payment (as defined in paragraph 4.2 of Schedule 2 to the Sharing Agreement) to be made in accordance with the Sharing Agreement or any payment on the Rio Tinto plc Equalisation Share under Article 3(C)(e) or 3(C)(f) of the Rio Tinto plc Articles) to show the gross amount which would be available for distribution to holders of Rio Tinto plc Ordinary Shares on the liquidation of Rio Tinto plc (if it were to occur on the Reference Date) after payment in full of any amount standing to the credit of: (A) the holder of the Rio Tinto plc Equalisation Share in any reserve set up in the books of Rio Tinto plc pursuant to paragraph 3.6.2(a) of Schedule 2 to the Sharing Agreement; or (B) the holders of Rio Tinto plc Ordinary Shares in any reserve set up in the books of Rio Tinto plc under paragraphs 3.6.2(b) or 3.6.2(c) of Schedule 2 to the Sharing Agreement and to calculate the amount thereof available for distribution to holders of Publicly-held Rio Tinto plc Ordinary Shares or the amount (expressed as a negative sum) of the shortfall which would need to be obtained before the holders of Publicly-held Rio Tinto plc Ordinary Shares would receive any payment by way of distribution (in either case, the "Rio Tinto plc Own Distribution Amount") on the assumption that the distribution to Rio Tinto plc's creditors and members on liquidation took place on the Reference

Page 62 Date. Rio Tinto plc is obliged under the Sharing Agreement to instruct the Relevant Officer of Rio Tinto plc to certify the result of such calculation to the Company. (iii) The liquidator of the Company shall make and certify to Rio Tinto plc the results of the following calculation as at the Reference Date and agree such calculation with the Relevant Officer of Rio Tinto plc, which calculation shall be expressed in Australian dollars, with any sterling amounts being converted to Australian dollars at the Liquidation Exchange Rate as at the Reference Date: (COD + Rio Tinto plcOD) x COS (Rio Tinto plcOS÷ EF) + COS where: COD = the Company's Own Distribution Amount; COS = the number of Publicly-held Rio Tinto Limited Ordinary Shares in issue on the Reference Date; EF = the Equalisation Fraction; Rio Tinto plcOD = the Rio Tinto plc Own Distribution Amount; and Rio Tinto plcOS = the number of Publicly-held Rio Tinto plc Ordinary Shares in issue on the Reference Date. The result of such calculation is referred to below as the "Adjusted Company Distribution Amount". (iv) If the Adjusted Company Distribution Amount is equal to or more than the Company's Own Distribution Amount then the assets remaining available for distribution (which shall include any distribution made on the Rio Tinto plc Equalisation Share pursuant to Article 3(C)(e) or 3(C)(f) of the Rio Tinto plc Articles, any amounts paid by Rio Tinto plc under paragraph 4.2.4 of Schedule 2 to the Sharing Agreement and any amounts paid by Rio Tinto plc from reserves set up in the books of Rio Tinto plc under paragraph 3.6.2(a) of Schedule 2 to the Sharing Agreement) shall belong to and be distributed among the holders of Ordinary Shares rateably according to the numbers of Ordinary Shares held by them. (v) If the Adjusted Company Distribution Amount is equal to or more than zero, but is less than the Company's Own Distribution Amount, the liquidator of the Company shall pay out of the assets available for distribution an amount by way of return of capital on the Equalisation Share in priority to any amounts payable to the holders of Ordinary Shares such that (taking account of any tax payable on the making or receipt of the distribution of that amount, after allowing for any offsetting tax credits, losses or deductions) the ratio of the amount available for distribution on each Publicly-held Rio Tinto Limited Ordinary Share:

Page 63 (1) apart from in each case any undistributed amounts resulting from the payment by Rio Tinto plc to a member of the Rio Tinto Limited Group or the Company to a member of the Rio Tinto plc Group of any reserves under paragraph 3.6.2(a) of Schedule 2 to the Sharing Agreement or any amounts credited to any reserve in the books of the Company for the benefit of holders of Ordinary Shares or any amounts credited to any reserve in the books of Rio Tinto plc for the benefit of holders of Rio Tinto plc Ordinary Shares, in each case under paragraphs 3.6.2(b) and 3.6.2(c) of Schedule 2 to the Sharing Agreement; and (2) on the assumption that distribution to the Company's members and creditors and Rio Tinto plc's members and creditors took place on the Reference Date; and (3) after taking into account the amounts available for distribution on each Publicly-held Rio Tinto plc Ordinary Share prior to such payment to the amount available for distribution on each Publicly-held Rio Tinto plc Ordinary Share (converting sterling amounts to Australian dollar amounts by application of the Liquidation Exchange Rate as at the Reference Date) is equal to the Equalisation Ratio (and the balance of the assets of the Company available for distribution remaining after any such payment on the Equalisation Share, shall belong to and be distributed among the holders of Ordinary Shares rateably according to the numbers of Ordinary Shares held by them). (vi) If the Adjusted Company Distribution Amount is zero or a negative amount and the Company's Own Distribution Amount is a positive amount then the liquidator of the Company shall pay out of the assets available for distribution an amount by way of return of capital on the Equalisation Share in priority to any amounts payable to the holders of Ordinary Shares such that (taking account of any tax payable on the making or receipt of the distribution of that amount, after allowing for any offsetting tax credits, losses or deductions) the amount available for distribution to holders of Publicly-held Rio Tinto Limited Ordinary Shares on the assumption that distribution to the Company's members and creditors took place on the Reference Date, is zero. (vii) If the Company's Own Distribution Amount is zero or a negative amount and the Rio Tinto plc Own Distribution Amount is zero or a negative amount, then no distribution shall be made by the liquidator of the Company on the Equalisation Share or to holders of Ordinary Shares. (viii) In making the calculations referred to in this paragraph (d), the Relevant Officer of Rio Tinto plc and the liquidator of the Company shall:

Page 64 (A) in relation to the Company, take into account the distributions which fall to be made on Ordinary Shares which are not Publicly- held Rio Tinto Limited Ordinary Shares it being acknowledged that the per share distributions on the Publicly-held Rio Tinto Limited Ordinary Shares will be the same as the distributions on the non Publicly-held Rio Tinto Limited Ordinary Shares; (B) in relation to Rio Tinto plc, take into account the distributions which fall to be made on Rio Tinto plc Ordinary Shares which are not Publicly-held Rio Tinto plc Ordinary Shares it being acknowledged that the per share distributions on the Publicly-held Rio Tinto plc Ordinary Shares will be the same as the distributions on the non Publicly-held Rio Tinto plc Ordinary Shares. (ix) In this paragraph (d) "Relevant Officer" of Rio Tinto plc shall mean the auditor of Rio Tinto plc or if Rio Tinto plc is in liquidation, the liquidator of Rio Tinto plc. (x) In this paragraph (d) "the gross amount which would be available for distribution" to shareholders means such amount ignoring any distribution on the Equalisation Share or Rio Tinto plc Equalisation Share or any Equalisation Payment (as defined in paragraph 4.2 of Schedule 2 to the Sharing Agreement) made in accordance with the Sharing Agreement and any tax payable on the making of the Equalisation Payment or distribution and both "the gross amount which would be available for distribution" and "the amount available for distribution" refer to such amount before deduction of any amount in respect of tax required to be deducted or withheld from the distribution to ordinary shareholders by or on behalf of the company paying or making the distribution but net of any tax payable by that company on the distribution to its ordinary shareholders. (xi) The certificates which the liquidator of the Company is required to produce under this paragraph (d) and the Relevant Officer of Rio Tinto plc is required to produce under the Sharing Agreement (the "Certificates") shall be produced within 6 weeks after the Reference Date and the Company shall procure that all necessary instructions are given to the liquidator of the Company to ensure that such certificates are produced within that time. The liquidator of the Company and the Relevant Officer of Rio Tinto plc shall then agree the calculations in such Certificates within 4 weeks of the date on which all such Certificates are produced. If the liquidator of the Company and the Relevant Officer of Rio Tinto plc are unable to agree to the calculations in the Certificates within such time, then the dispute shall be referred to an independent firm of accountants agreed by the liquidator of the Company with the Relevant Officer of Rio Tinto plc (or failing agreement within 7 days of the end of that 4 week period, appointed, on the application of either the Company or Rio Tinto plc, by the President for the time being of the Institute of Chartered Accountants in England). The

Page 65 firm so appointed shall act as experts and not as arbitrators and shall be instructed to make its determination within 4 weeks of its appointment. The costs of such firm are to be borne as such firm decides. Once the calculations in the Certificates have been agreed by the liquidator of the Company with the Relevant Officer of Rio Tinto plc or determined by the independent accountants, they shall be conclusive and binding. (xii) If Rio Tinto plc goes into liquidation after the Company has gone into liquidation but before the liquidator of the Company has made a distribution under any of paragraphs (v) or (vi) then the Reference Date shall be the later of: (A) the earliest date on which the liquidator of Rio Tinto plc is able to make a final distribution to creditors and members of Rio Tinto plc; or (B) the earliest date on which the liquidator of the Company is able to make a final distribution to creditors and members of the Company; and the Relevant Officer of Rio Tinto plc shall be the liquidator of Rio Tinto plc and not the auditor of Rio Tinto plc. INDEMNITY 144. Indemnity of officers (1) The Company shall indemnify each officer of the Company and each officer of each wholly owned subsidiary of the Company out of the assets of the Company to the relevant extent against any liability incurred by the officer in the conduct of the business of the Company or in the conduct of the business of such wholly owned subsidiary of the Company (as the case may be) or in the actual or purported execution or discharge of the duties of the officer. (2) Where the Directors consider it appropriate, the Company may execute a documentary indemnity in any form in favour of any officer of the Company or any officer of any wholly owned subsidiary of the Company. (3) To the extent permitted by law, the Company may: (a) pay amounts by way of premium in respect of any contract effecting insurance on behalf or in respect of an officer or employee of any relevant company, including (without limitation) insurance against liability incurred by the officer or employee in the conduct of the business of the relevant company or in the actual or purported execution or discharge of the duties of the officer or employee; and (b) bind itself in any contract or deed with any officer or employee of any relevant company to pay those amounts.

Page 66 (4) Where the Directors consider it appropriate, the Company may: (a) give a former Director access to certain papers, including documents provided or available to the Directors and other papers referred to in those documents; and (b) bind itself in any contract with a Director or former Director to give the access. (5) In this Rule: (a) "officer" means: (i) a director, secretary or officer, or (ii) a person appointed as a trustee by, or acting as a trustee at the express request of, the Company or a wholly owned subsidiary of the Company, and includes a former officer. (b) "duties " includes duties and powers arising by reason of, or otherwise in connection with the appointment or nomination of the person by the Company or any relevant company to any other corporation. (c) "liability" means all costs, charges, losses, damages, expenses, penalties and liabilities of any kind including, in particular, legal costs incurred in defending any proceedings (whether criminal, civil, administrative or judicial) or appearing before any court, tribunal, government authority or other body. (d) "to the relevant extent" means: (i) to the extent the Company is not precluded by law from doing so; (ii) where the liability is incurred in the conduct of the business of another corporation or in the discharge of the duties of the officer in relation to another corporation, to the extent and for the amount that the officer is not entitled to be indemnified and is not actually indemnified out of the assets of that corporation; and (iii) to the extent and for the amount that the officer is not otherwise entitled to be indemnified and is not actually indemnified by another person (including, but without limitation, a subsidiary or an insurer under any insurance policy). (e) “relevant company” means the Company, any holding company of the Company, any body (whether or not incorporated) in which the Company or such holding company (or any predecessors of the Company or such holding company of the Company) has or had any interest (whether direct or indirect), any body that is in any way allied to or associated with the Company, and Rio Tinto plc and any of its subsidiaries.

Page 67 145. Change of control A. The purpose of this Rule is to place restrictions upon any person (other than a Permitted Person as defined below) who is entitled to or interested in shares in the Company or Rio Tinto plc or both which would otherwise enable such person to cast on a poll (directly, or indirectly through the Special Voting Share and Ordinary Shares held by any member of the Rio Tinto plc Group) 20 per cent or more of the votes generally exercisable on a Joint Decision at general meetings of the Company. If the person is only entitled to or interested in shares of one of Rio Tinto plc or Rio Tinto Limited, the restrictions only apply if that person is able to cast on a poll 30 per cent or more of the votes generally exercisable at general meetings of that company (excluding any votes attaching to the Special Voting Share or the Rio Tinto plc Special Voting Share). The restrictions include suspension of rights to attend and vote at general meetings, and suspension of the right to receive dividends and distributions. In certain circumstances the Board can compel divestment of the shares. B. In this Rule: (i) "Accepting Shareholder" means any person who has, in respect of the whole of that person's Entitlement to Ordinary Shares or Interest in Rio Tinto plc Ordinary Shares or both, accepted or given irrevocable undertakings to accept offers made under a takeover bid which complies with Chapter 6 of the Corporations Act or under a takeover offer which complies with the City Code on Takeovers and Mergers (or both); (ii) [deleted April 2009] (iii) "ADR Depositary" means a custodian or depositary or that person's nominee, approved by the Directors, under contractual arrangements with the Company by which such person or nominee holds Ordinary Shares and such person or another person issues American Depositary Receipts evidencing rights in relation to those shares or a right to receive them; (iv) "concert parties" means persons acting in concert within the meaning of the City Code on Takeovers and Mergers from time to time; (v) "Entitlement" means, in respect of shares, the Relevant Interest of a person or the person's Associates in those shares; (vi) "Holder" is as defined in paragraph (I) below; (vii) "Interest" in relation to shares in Rio Tinto plc, means any interest in Rio Tinto plc Ordinary Shares within the meaning of Sections 820 to 825 of the Original Act (except that of a bare trustee), provided that: (a) Section 820(4)(b) shall apply on the basis that the entitlement there referred to could arise under an agreement within the meaning of Sections 824(5) and (6); (b) an interest in Rio Tinto plc Ordinary Shares shall be disregarded if it is held by a market maker acting in that capacity, provided that such Rio Tinto plc

Page 68 Ordinary Shares do not represent 10 per cent or more of the votes generally exerciseable at general meetings of Rio Tinto plc (excluding any votes attaching to the Rio Tinto plc Special Voting Share) and subject to the market maker satisfying the criteria and complying with the conditions and operating requirements referred to in paragraph (viiA) below; (c) an interest in Rio Tinto plc Ordinary Shares shall be disregarded where: (I) in pursuance of arrangements made with the operator of a relevant system: (aa) securities of a particular aggregate value are on any day transferred by means of that system from a person ("A") to another person ("B"); (bb) the securities are of kinds and amounts determined by the operator-system; and (cc) the securities, or securities of the same kinds and amounts, are on the following day transferred by means of the relevant system from B to A; and (II) the securities comprise any Rio Tinto plc Ordinary Shares and for the purposes of this paragraph (c) any day which, in England and Wales, is a non-business day for the purposes of the Bills of Exchange Act 1882 of the United Kingdom is disregarded, and expressions which are used in the Uncertificated Securities Regulations 2001 (United Kingdom) shall have the same meanings as in those Regulations; (d) a person is not by virtue of Section 820(4)(b) of the Original Act to be taken to be interested in Rio Tinto plc Ordinary Shares by reason only that he or she has been appointed a proxy to vote at a specified meeting of Rio Tinto plc or of any class of its members and at any adjournment of that meeting, or has been appointed by a corporation to act as its representative at any meeting of Rio Tinto plc or of any class of its members; and "Interested" shall be construed accordingly. (viiA) "market maker" means a market maker, as such term is defined in the United Kingdom Financial Services Authority's Handbook of Rules and Guidance, who is in compliance with the conditions and operating requirements set out in Rule 5.1.4 of the DTRs; (viii) the "Original Act" means the Companies Act 2006 of the United Kingdom as in force at the date of adoption of Article 64 of the Rio Tinto plc Articles and notwithstanding any repeal, modification or re-enactment thereof after that date (including for the avoidance of doubt, any amendment, replacement or repeal by regulations made by the Secretary of State pursuant to section 828 of that Act to the definition of shares in section 792 or to the provisions as to what is taken to be an interest in shares in section 820), and the "DTRs" means the Disclosure and Transparency Rules of the UK Listing Authority as amended from time to time.

Page 69 (ix) "Permitted Holding" means: (a) any Entitlement to Ordinary Shares, arising as a result of two or more persons becoming Associates, in relation to the acquisition of which an exemption or declaration under section 655A of the Corporations Act is in force, with the effect that the acquisition of such Entitlement would not breach section 606 of the Corporations Act; (b) any Entitlement to shares in the Company or any Interest in Rio Tinto plc Ordinary Shares held solely by a person as a bare trustee or by a person who, if the incidents of that person's Entitlement or Interest were governed by the laws of Australia, would in the opinion of the Directors be regarded as a bare trustee in respect of that Entitlement or Interest; (c) any Entitlement of a person to shares in the Company or any Interest of a person in any Rio Tinto plc Ordinary Shares which under arrangements approved by the Directors of the Company and directors of Rio Tinto plc respectively have been allotted or issued with a view to that person (or purchasers from that person) offering the same to the public within a period not exceeding three months from the date of the relevant allotment or issue; (d) any Entitlement of a person to shares in the Company or any Interest of a person in any Rio Tinto plc Ordinary Shares which the Directors are satisfied is held by virtue only of that person being entitled to exercise or control the exercise of 20% or more of the voting power at general meetings of another company which is a Permitted Person; and (e) any Entitlement or Interest of a Permitted Person, other than RTL Shareholder SVC or RTP Shareholder SVC; (x) "Permitted Person" means: (a) any member of the Rio Tinto Limited Group; (b) any member of the Rio Tinto plc Group; (c) RTL Shareholder SVC; (d) RTP Shareholder SVC; (e) an ADR Depositary, acting in that capacity; (f) The Depositary Trust Company or any successor and/or the nominee of either of them acting in the capacity of a clearing agency in respect of dealings in American Depositary Receipts; (g) a Recognised Person; (h) a trustee (acting in that capacity) of any employee incentive scheme of the Company or of Rio Tinto plc; (i) any person (an "Offeror") who has made an offer to acquire all the outstanding Rio Tinto plc Ordinary Shares (other than those already owned by the Offeror) which may, if the Offeror so decides, be conditional upon an

Page 70 offer which has been made by the Offeror or by a related entity (as defined in the Corporations Act) of the Offeror (on terms which satisfy each of sub- paragraphs (I), (II) and (III) of Article 64(B)(xii)(i) of the Rio Tinto plc Articles) to acquire all the outstanding Ordinary Shares (other than those already owned by the Offeror) becoming unconditional and shall: (I) be unconditional when made or contain only such conditions as are mandatory under the City Code on Takeovers and Mergers; (II) disclose the highest price or value of consideration given for Ordinary Shares by the Offeror or its Associates and for Rio Tinto plc Ordinary Shares by the Offeror and its concert parties since the beginning of the period commencing 12 months before the date on which the Offeror became a Relevant Person and include a cash offer (or an offer with a cash alternative) to acquire all the Rio Tinto plc Ordinary Shares (other than those already directly or indirectly owned by the Offeror) at a price per Rio Tinto plc Ordinary Share which (subject to paragraph (xviii)) is not less than the higher of: (aa) the highest price or value of consideration paid or given for Ordinary Shares by the Offeror or its Associates since the beginning of the period commencing 12 months before the date on which the Offeror became a Relevant Person divided by the Equalisation Fraction as at the date of the offer and converted into sterling. Such conversion shall be made at the closing mid-point spot sterling-Australian dollars exchange rate on the date on which the Offeror became a Relevant Person as published in the Financial Times; and (bb) the highest price or value of consideration paid or given for Rio Tinto plc Ordinary Shares by the Offeror or its concert parties in sterling (or equivalent, converted into sterling by a method comparable to that set out in sub-paragraph (aa)) since the beginning of the period commencing 12 months before the date on which the Offeror or any of its Associates or concert parties became a Relevant Person, provided that if no such shares have been acquired by the Offeror or any of its Associates or concert parties during that period the price (subject to paragraph (xviii)) shall be not less than the higher of: (cc) the weighted average sale price derived from the Australian Securities Exchange in respect of Ordinary Shares on the Business Day preceding the date on which the offer is announced divided by the Equalisation Ratio as at that Business Day and converted into sterling at the closing mid-point spot sterling-Australian dollar exchange

Page 71 rate as at such date as published in the Financial Times; and (dd) the middle market quotation derived from the London Stock Exchange Daily Official List in respect of a Rio Tinto plc Ordinary Share on the dealing day preceding the date on which the offer is announced; and (III) comply with the provisions of the City Code on Takeovers and Mergers as if it were an offer made under Rule 9 of that Code; provided that if the terms of any such offer would, at the time it would be required to be made, be illegal or contravene any applicable law or regulatory requirements (including the Corporations Act) then the offer shall be on such terms as may be necessary to comply with such applicable law or regulatory requirement but otherwise shall approximate as far as is possible the requirements set out in (I) to (III) above and provided further that references to the price paid for an Ordinary Share or a Rio Tinto plc Ordinary Share shall be deemed to include the price paid for an interest through an American Depositary Receipt representing such a share converted into sterling or Australian dollars as appropriate at the closing mid point exchange rate of the purchase currency and sterling or Australian dollars (as appropriate) on the date of acquisition of such interest obtained from the Financial Times (in the case of Rio Tinto plc Ordinary Shares) or from the Australian Financial Review (in the case of Ordinary Shares); (j) any person who: (I) owns directly or indirectly Publicly-held Rio Tinto Limited Ordinary Shares which carry the right to cast more than 50 per cent of the total votes attaching to all Publicly-held Rio Tinto Limited Ordinary Shares capable of being cast on a poll at a general meeting; and (II) owns directly or indirectly Publicly-held Rio Tinto plc Ordinary Shares which carry the right to cast more than 50 per cent of the total votes attaching to all Publicly-held Rio Tinto plc Ordinary Shares capable of being cast on a poll at a general meeting of Rio Tinto plc, and has reached that level of ownership either by receiving acceptances under an offer to acquire all the outstanding Ordinary Shares and Rio Tinto plc Ordinary Shares (other than those already owned by that person) or as a result of a compromise or arrangement approved by the Court under Part 5.1 of the Corporations Act or a scheme of arrangement approved by the High Court of England or by any combination of these; (k) any concert party or Associate of an Offeror; (xi) "Recognised Person" means a clearing house or a nominee of a recognised clearing house or of a recognised investment exchange;

Page 72 (xii) "Relevant Holding" means an Interest in Rio Tinto plc Ordinary Shares or an Entitlement to Ordinary Shares or both (disregarding any part of that Interest or Entitlement which is a Permitted Holding) which together would otherwise enable its holder to cast on a poll (either directly as a member of the Company or through any votes which may be cast by the holder of the Special Voting Share to reflect votes which such holder is entitled to cast at a general meeting of Rio Tinto plc in respect of Rio Tinto plc Ordinary Shares) 20 per cent or more of the total votes attaching to all share capital of the Company of all classes on a Joint Decision (assuming that all the Publicly-held Rio Tinto plc Ordinary Shares including those comprised in such Interest were voted on the equivalent resolution at the nearly contemporaneous general meeting of Rio Tinto plc and counted in calculating the votes attached to the Special Voting Share on such decision), AND IN ADDITION if the Interest or Entitlement is in one company only then: (a) if it does not include any Interest in Rio Tinto plc Ordinary Shares, the Entitlement to Ordinary Shares or other shares of the Company (other than the Special Voting Share) carry the right on a poll to cast 30 per cent or more of the total votes attaching to all share capital of the Company of all classes (apart from the Special Voting Share) taken as a whole and capable of being cast on a poll at a general meeting of the Company; or (b) if it does not include any Entitlement to Ordinary Shares, the Interest in Rio Tinto plc Ordinary Shares (other than the Rio Tinto plc Special Voting Share) carry the right on a poll to cast 30 per cent or more of the total votes attaching to all share capital of Rio Tinto plc of all classes (apart from the Rio Tinto plc Special Voting Share) taken as a whole and capable of being cast at a general meeting of Rio Tinto plc; (xiii) "Relevant Interest" means a relevant interest in respect of a share as that term is defined by the Corporations Act; (xiv) "Relevant Person" means any person (whether or not identified) who has a Relevant Holding or any Excluded Rio Tinto plc Holder; (xv) "Relevant Shares" means all the Ordinary Shares to which a Relevant Person or an Excluded Rio Tinto plc Holder has an Entitlement; (xvi) "Required Disposal" means a disposal or disposals of such a number of Relevant Shares (or interests therein) as will cause a Relevant Person to cease to be a Relevant Person, not being a disposal to another Relevant Person (other than a Permitted Person) or a disposal which constitutes any other person (other than a Permitted Person) a Relevant Person; (xvii) references to the Australian Financial Review include, if that newspaper ceases to be published or fails to publish the relevant information, any other daily newspaper circulating in Melbourne nominated by the Board which does publish the relevant information, and references to the Financial Times means the London Edition and includes, if that newspaper ceases to be published or fails to publish the relevant

Page 73 information, any other daily newspaper circulating in London nominated by the Board which does publish the relevant information; (xviii) references in paragraphs (aa), (bb), (cc) and (dd) of paragraph (B)(x)(i)(II) to "price" or "value of consideration" mean such price or value: (a) adjusted to reflect the effect of any share consolidation or subdivision, allotment of shares, rights issue, issue of options, issue of convertible securities or reduction of capital which occurred after that price or consideration was paid or given and before the offer to acquire all the Rio Tinto plc Ordinary Shares referred to in paragraph (B)(x)(i)(II) occurred; and (b) adjusted to reflect the net amount of any dividend which had been declared or announced at the time the price or consideration was paid or given if the shares acquired were at that time trading cum-dividend and at the time of the offer the shares are trading ex-dividend or vice versa, and the certificate of the Auditor stating the appropriate amount of an adjustment required by (a) or (b) shall be conclusive. C. [deleted April 2009] D. If, to the knowledge of the Directors, any person other than a Permitted Person is or becomes a Relevant Person (including, without limitation, by virtue of being deemed to be one), the Directors shall (except as provided otherwise by paragraph (E) or (G) below) give notice to that Relevant Person and to any other person who appears to the Directors to have Entitlements to the Relevant Shares and, if different, to the registered holders of those shares. The notice shall: (i) set out the restrictions referred to in paragraph (E) below; (ii) state that the addressee of the notice is required to make a Required Disposal or procure that a Required Disposal is made by a time specified in the notice being such time as the Directors shall consider most appropriate not being less than 7 days nor more than 60 days after the date on which the notice is given to the addressee (the "Specified Time") unless by that time either: (a) the Relevant Person has become a Permitted Person; or (b) the Directors have resolved in good faith that either the person stated in the notice to be a Relevant Person is not a Relevant Person or the addressee does not have an Entitlement to the shares which would otherwise have to be disposed of; and (iii) set out such other requirements or restrictions as the Directors shall consider necessary to ensure that by the Specified Time there is no Relevant Person (other than a Permitted Person) in relation to the Relevant Shares concerned. If the Relevant Shares are held by an ADR Depositary, the notice shall also state that: (a) a specified purchaser or purchasers (the "Relevant Purchaser(s)") (excluding the ADR Depositary itself) or Holder or Holders (the "Relevant Holder(s)"), as the case

Page 74 may be, is or are believed or deemed to be Relevant Persons or is or are believed or deemed to be purchasers or Holders through which a Relevant Person or Relevant Persons has or have an Entitlement in either case as specified in the notice; and (b) the Directors believe that each Relevant Purchaser or Relevant Holder or the Relevant Person or Relevant Persons believed or deemed to have an Entitlement through such Relevant Purchaser or Relevant Holder, as the case may be, is or are deemed to have an Entitlement in a specific number of Relevant Shares. The Directors may extend the period in which any such notice is required to be complied with by up to 30 days and may withdraw any such notice (whether before or after the expiration of the period referred to) if it appears to them that there is no Relevant Person in relation to the shares concerned. E. A holder of a Relevant Share on whom a notice has been served in accordance with paragraph (D) above shall not in respect of that share be entitled, until such time as the Directors are satisfied that no Relevant Person has an Entitlement to that share or the notice has been withdrawn: (a) to attend or vote at any general meeting of the Company or meeting of any class of shares of the Company, or to exercise any other right conferred by membership in relation to any such meeting (this restriction being in addition to the provisions of Rule 74(b)); (b) to receive any dividend or other distribution which would otherwise be payable in respect of a Relevant Share, which shall be retained by the Company without any liability to pay interest when the money or distribution is finally paid or given to the member; or (c) to elect to receive shares in lieu of any dividend or distribution referred to in (b) above. If the requirements of any notice under paragraph (D) above have not been complied with by the Specified Time (or such later time as may be permitted pursuant to that paragraph) then the Directors shall take such action as is within their power to ensure that a Required Disposal is made as soon as is reasonably practicable and, for this purpose, they shall make such arrangements as they deem appropriate including, without limitation, appointing any person on behalf of the holder or holders of the Relevant Shares to execute any documents, to take such other action as that person may deem necessary or expedient and to receive and give good discharge for the purchase price. Brokerage, stamp duty and any other costs of the transfer shall be paid out of the sale proceeds. The net proceeds of any sale under this paragraph shall be paid to the shareholder who held the Relevant Shares sold under this paragraph provided that the shareholder has delivered to the Company such documents or information as may be reasonably required by the Directors. Upon the name of the purchaser being entered in the Register in purported exercise of the powers under this paragraph, the validity of the sale by way of a Required Disposal shall not be challenged by any person. The Directors may not authorise a Required Disposal of any Ordinary Shares held by an Accepting Shareholder during a period in which offers for

Page 75 both Ordinary Shares and Rio Tinto plc Voting Shares remain open for acceptance and are not required to give notice under paragraph (D) above in respect of the Ordinary Shares of such an Accepting Shareholder. F. Without prejudice to the provisions of the Corporations Act, the Directors may assume without enquiry that a person is not a Relevant Person unless the information contained in the registers kept by the Company under the Corporations Act appear to the Directors to indicate to the contrary or the Directors have reason to believe otherwise, in which circumstances the Directors shall make reasonable enquiries to discover whether any person is a Relevant Person. G. The Directors shall not be obliged to give any notice required under this Rule to be given to any person if they do not know either that person's identity or address. The absence of such a notice in those circumstances and any accidental error in or failure to give any notice to any person to whom notice is required to be given under this Rule shall not prevent the implementation of, or invalidate, any procedure under this Rule. H. If any Director has reason to believe that a person (not being a Permitted Person) is a Relevant Person, the Director shall inform the other Directors. I. A person (a "Holder") who has an Entitlement evidenced by an American Depositary Receipt shall be deemed for the purposes of this Rule to have an Entitlement to the number of shares in the Company in respect of which rights are evidenced by such Receipt and not (in the absence of any other reason why the Holder would be so treated) in the remainder of the shares in the Company held by the ADR Depositary. J. Where a Recognised Person has an Entitlement in that capacity under arrangements recognised by the Company for the purposes of this Rule any person who has rights in relation to shares in the Company in which such a Recognised Person has an Entitlement shall be deemed to have an Entitlement in the number of shares in the Company for which such a Recognised Person is or may become liable to account to that person and any Entitlement which (by virtue of being a tenant in common in relation to an interest in shares in the Company so held by such a Recognised Person) that person would otherwise be treated for the purposes of this Rule as having in a larger number of shares in the Company shall (in the absence of any other reason) be disregarded. K. This Rule shall apply notwithstanding any provision in any other of these Rules which is inconsistent with or contrary to it. 146. Restricted securities If the Company at any time has on issue share capital classified by the Australian Securities Exchange as restricted securities, then despite any other provision of this Constitution: (a) a holder of restricted securities must not dispose of, or agree or offer to dispose of, the restricted securities during the escrow period applicable to those securities except as permitted by the Listing Rules or the Australian Securities Exchange; (b) if the restricted securities are in the same class as the Company’s quoted securities, the holder will be taken to have agreed in writing that the restricted

Page 76 securities are to be kept on the Company’s issuer sponsored subregister and are to have a holding lock applied for the duration of the escrow period applicable to those securities; (c) the Company must refuse to acknowledge any disposal (including, without limitation, to register any transfer) of the restricted securities during the escrow period applicable to those securities except as permitted by the Listing Rules or the Australian Securities Exchange; (d) a holder of restricted securities will not be entitled to participate in any return of capital on those securities during the escrow period applicable to those securities except as permitted by the Listing Rules or the Australian Securities Exchange; and (e) if a holder of restricted securities breaches a restriction deed or a provision of this Constitution restricting a disposal of those securities the holder will not be entitled to any dividend or distribution, or to exercise any voting rights, in respect of those securities for so long as the breach continues. 147. Unmarketable parcels 147.1 Application of this Rule The provisions of this Rule 147 have effect notwithstanding any provision in this Constitution to the contrary. 147.2 Definitions For the purposes of this Rule 147 the following definitions apply, unless the context requires otherwise: (a) Divestment Notice has the meaning set out in Rule 147.3. (b) Notified Member means a member who has been sent a Divestment Notice. (c) Prescribed Member means a member who holds less than a Marketable Parcel of shares in the Company but does not include a Prescribed New Member. (d) Prescribed New Member means a member who holds less than a Marketable Parcel of shares in the Company where: (i) that holding is a new holding created by the transfer of a parcel of shares that was less than a Marketable Parcel at the time a proper ASTC transfer was initiated or a paper based transfer was lodged; and (ii) the transfer referred to in paragraph (i) occurred after the date on which this Rule came into effect. (e) Specified Period has the meaning set out in Rule 147.3. (f) The terms ‘Marketable Parcel’ and ‘Takeover’ have the same meaning as they are given in the Listing Rules and the terms ‘Certificated Holding’, ‘CHESS Holding’, ‘Holding Adjustment’ and ‘Issuer Sponsored Holding’ have the same meaning as they are given in the ASTC Settlement Rules.

Page 77 (g) Where, under this Rule 147, powers are conferred on the Secretary, such powers may be exercised either by the Secretary or by any person nominated by the Secretary. 147.3 Service of a Divestment Notice (a) If the Secretary determines that a member is a Prescribed Member or a Prescribed New Member, the Secretary may, by notice in writing (a Divestment Notice), notify the member that the member is a Prescribed New Member or a Prescribed Member (as the case may be). (b) A Divestment Notice must state that the Company intends to dispose of the Notified Member’s shares in accordance with this Rule 147 after the expiry of the time period specified in the Divestment Notice (the Specified Period). The Specified Period must be: (i) in the case of a Divestment Notice notifying the member that the member is a Prescribed Member – at least six weeks from the date the Divestment Notice was sent; and (ii) in the case of a Divestment Notice notifying the member that the member is a Prescribed New Member – at least seven days from the date the Divestment Notice was sent. (c) Subject to 147.3(d), each Notified Member is deemed irrevocably to have appointed the Company as the member’s agent to sell all of their shares to an arm’s length purchaser, following the end of the Specified Period in the relevant Divestment Notice, and to receive the sale proceeds on behalf of the member, though nothing in this Rule obliges the Company to sell those shares. For the purposes of such a sale, the Company may initiate a Holding Adjustment to move all shares held by a member from a CHESS Holding to an Issuer Sponsored Holding or a Certificated Holding or take any other action the Company considers necessary or desirable to effect the sale and transfer of the shares. (d) Where a Prescribed Member gives written notice to the Company before the end of the Specified Period in the relevant Divestment Notice that the member desires its shareholding to be exempted from this Rule 147, the Company must not sell that shareholding as a result of that Divestment Notice. (e) The Secretary may, in respect of any sale of a member’s shares in the Company under this Rule 147: (i) execute on behalf of such member an instrument of transfer of all of the member’s shares in the Company in such manner and form as the Secretary considers necessary and to deliver such share transfer to the purchaser; and (ii) take any other action on behalf of any such member or the Company as the Secretary considers necessary to effect the sale and transfer of those shares.

Page 78 (f) Notwithstanding any other provision of this Rule 147, none of the provisions of this Rule 147 shall apply in respect of any of the Equalisation Share, the Special Voting Share or the DLC Dividend Share. 147.4 Rights of purchaser (a) A certificate under the hand of the Secretary to the effect that shares sold under this Rule 147 have been duly sold will discharge the purchaser from all liability in respect of the purchase of those shares. (b) A purchaser of shares sold under this Rule 147 will, upon being entered in the Register as the holder of the shares, have title to the shares which is not affected by any irregularity or invalidity in the actions of the Company pursuant to this Rule 147 and will not be bound to see to the application of the purchase money or other consideration. 147.5 Sale proceeds to members (a) Subject to paragraph 147.5(b), if: (i) a member’s shares in the Company are sold by the Company on the member’s behalf under this Rule 147; and (ii) any certificate relating to the shares the subject of the sale has been received by the Company (or the Company is satisfied that the certificate has been lost or destroyed), the Company must, within 60 days after completion of the sale, cause the proceeds of sale to be sent to the member entitled to those proceeds (or, in the case of joint holders, to that one whose name stands first in the Register in respect of the joint holding). Payment may be made in any manner and by means as determined by the Board and is at the risk of the former member. (b) In the case of a sale of Prescribed New Member’s shares in accordance with this Rule 147, the Company is entitled to deduct (and keep) from the proceeds of sale, the costs of the sale as determined by the Company. In any other case, the Company or a purchaser must bear the costs of sale. The costs of sale include all stamp duty, brokerage and government taxes and charges (except for tax on income or capital gains of the member) payable by the transferor. 147.6 Member’s remedy The remedy of any member to whom this Rule 147 applies in respect of the sale of that member’s shares is hereby expressly limited to a right of action in damages against the Company to the exclusion of any other right, remedy or relief against any other person. 147.7 Suspension of rights Unless the Directors determine otherwise, where a Divestment Notice is sent to a Prescribed New Member in accordance with Rule 147.3, then, notwithstanding any other provision in this Constitution, the rights to receive dividends and to vote attaching to the shares of the member the subject of the Divestment Notice are suspended until the shares are transferred to a new holder or the member ceases to be a Prescribed New Member.

Page 79 Any dividends that would, but for this Rule 147.7, have been paid to a member must be held by the Company and paid to the member within 60 days after the later of the date the shares of the member are transferred or the date the member ceases to be a Prescribed New Member. 147.8 Determination binding Any determination made by or on behalf of the Company (including any determination made by the Secretary) under this Rule 147, shall be binding on, and conclusive against (in the absence of a manifest error), a member. 147.9 Company’s power to sell Notwithstanding anything else: (a) subject to paragraph 147.9(b), the provisions of this Rule 147 may be invoked in respect of Prescribed Members only once in any 12 month period; and (b) from the date on which there is publicly announced a Takeover in respect of the Company’s shares until the close of the offers under that Takeover, the Company’s powers under this Rule 147 to sell the shares of a Prescribed Member cease to have any force or effect.

Document

Exhibit 2.1

Description of rights of securities registered under Section 12 of the Securities Exchange Act of 1934

As of 31 December 2024, Rio Tinto plc and Rio Tinto Limited (together, “Rio Tinto” and the “Company”) had the following series of securities registered pursuant to Sections 12(b) of the Exchange Act of 1934.

Title of Each Class	Trading<br>Symbol	Name of Each Exchange<br>on which Registered	Title of Each Class	Trading<br>Symbol	Name of Each Exchange<br>on which Registered
American Depository Shares*	RIO	New York Stock Exchange		---
Ordinary Shares of 10p each**		New York Stock Exchange
2.750% Notes due 2051		New York Stock Exchange	2.750% Notes due 2051		New York Stock Exchange
4.125% Notes due 2042		New York Stock Exchange	4.125% Notes due 2042		New York Stock Exchange
4.750% Notes due 2042		New York Stock Exchange	4.750% Notes due 2042		New York Stock Exchange
5.000% Notes due 2033		New York Stock Exchange	5.000% Notes due 2033		New York Stock Exchange
5.125% Notes due 2053		New York Stock Exchange	5.125% Notes due 2053		New York Stock Exchange
5.200% Notes due 2040		New York Stock Exchange	5.200% Notes due 2040		New York Stock Exchange
7.125% Notes due 2028		New York Stock Exchange	7.125% Notes due 2028		New York Stock Exchange

* Evidenced by American Depositary Receipts. Each American Depositary Share Represents one Rio Tinto plc Shares of 10p each

** Not for trading, but only in connection with the listing of American Depositary Shares, pursuant to the requirements of the Securities and Exchange Commission

American Depositary Shares (“ADSs”) representing one ordinary shares of Rio Tinto plc (the “shares”) are listed and traded on the New York Stock Exchange and, in connection with this listing (but not for trading), the shares are registered under Section 12(b) of the Exchange Act. Shares underlying the ADSs are held by JPMorgan Chase Bank, N.A., as depositary, and holders of ADSs will not be treated as holders of the shares.

This exhibit contains a description of the rights of (i) the holders of shares; (ii) ADS holders; (iii) 2.750% Notes due 2051; (iv) 4.125% Notes due 2042; (v) 4.750% Notes due 2042; (vi) 5.000% Notes due 2033; (vii) 5.125% Notes due 2053; (viii) 5.200% Notes due 2040; (ix) 5.200% Notes due 2040; (x) 5.200% Notes due 2040 and (xi) 7.125% Notes 2028.

Item 9. Listing

Item 9.A.3. Preemptive Rights

For additional details, see below, “Variation of rights”.

Item 9.A.5. Type and Class of Securities

Rio Tinto plc’ has issued and fully paid up capital of 10p each. The number of shares that have been issued as of the last day of the financial year ended December 31, 2024 was 1,255,944,847.

Item 9.A.6. Limitations or Qualifications

Rio Tinto plc’s other share classes are: Special Voting share of 10 pence each, DLC Dividend share and Equalisation Share of 10p each (together, the “Other Shares”).

Details of how each Other Share limits or qualifies the rights of the shares is provided below.

Dual listed companies structure

In 1995, Rio Tinto shareholders approved the terms of the dual listed companies’ merger (the DLC structure). The aim was to put shareholders of both companies in substantially the same position they would be in if they held shares in a single entity owning all assets of both companies.

Following the approval of the DLC structure, both companies entered into a DLC Merger Sharing Agreement (the Sharing Agreement). As part of this both companies agreed to be managed in a unified way, to share the same Board of Directors, and to put in place arrangements to provide shareholders of both companies with a common economic interest in the DLC structure.

To achieve this third objective, the Sharing Agreement fixed the ratio of dividend, voting and capital distribution rights attached to each Rio Tinto plc share and each Rio Tinto Limited share at an Equalisation Ratio of 1:1. This has remained unchanged ever since, although the Sharing Agreement makes clear this can be revised in special circumstances, for example where certain modifications are made to the share capital of one company (such as rights issues, bonus issues, share splits and share consolidations) but not to the other.

Outside the circumstances specified in the Sharing Agreement, the Equalisation Ratio can only be altered with the approval of shareholders under the class rights action approval procedure, described in the Voting arrangements section below. Any adjustments must be confirmed by the Group’s external auditors.

Consistent with the DLC structure, the directors of both companies aim to act in the best interests of Rio Tinto as a whole. The class rights action approval procedure exists to deal with instances where there may be a conflict of interest between the shareholders of the two companies.

To ensure that the Boards of both companies are identical, resolutions to appoint or remove directors must be put to shareholders of both companies as Joint Decisions, described in the Voting arrangements section below. The Articles of Association of Rio Tinto plc and the Constitution of Rio Tinto Limited make clear that a person can only be a director of one company if he or she is also a director of the other. This means that if a person were removed as a director of Rio Tinto plc, he or she would also cease to be a director of Rio Tinto Limited.

One consequence of the DLC merger is that Rio Tinto is subject to a wide range of laws, rules and regulatory reviews across multiple jurisdictions. Where these rules differ, Rio Tinto will comply with the requirements in each jurisdiction at a minimum.

Dividend arrangements

The Sharing Agreement ensures that dividends paid on Rio Tinto plc and Rio Tinto Limited shares are equalised on a net cash basis without taking into account any associated tax credits. Dividends are determined in US dollars and (with the exception of ADR holders, paid in sterling and Australian dollars), both companies are required to announce and pay dividends and other distributions at the same time or as close to this as possible.

The payment of dividends between companies and their subsidiaries, including the payment of dividends on the DLC dividend shares, provides the Group with flexibility to manage internal funds and distributable reserves to enable the payments of equalised dividend or equalised capital distributions.

If the payment of an equalised dividend would contravene the law applicable to one of the companies, they can depart from the Equalisation Ratio. In that situation, the relevant company must put aside reserves for payment on the relevant shares at a later date.

Rio Tinto shareholders have no direct rights to enforce the dividend equalisation provisions of the Sharing Agreement.

Voting arrangements

In principle, the Sharing Agreement enables the shareholders of Rio Tinto plc and Rio Tinto Limited to vote as a joint electorate on any matters that affect them in similar ways. These are referred to as Joint Decisions, and include the creation of new classes of share capital, the appointment or removal of directors and auditors, and the receiving of annual financial statements. All shareholder resolutions that include Joint Decisions are voted on a poll.

The Sharing Agreement also protects shareholders of both companies by requiring joint approval for decisions that do not affect the shareholders of both companies equally. These are known as class rights actions, and are voted on a poll. For example, fundamental elements of the DLC structure cannot be changed unless approved separately by the shareholders of both companies.

Exceptions to these principles can arise in situations such as where legislation requires the separate approval of a decision by the appropriate majority of shareholders in one company, and where approval of the matter by shareholders of the other company is not required.

Where a matter has been expressly categorised as either a Joint Decision or a class rights action, the directors cannot change that categorisation. If a matter falls within both categories, it is treated as a class rights action. In addition, if an issue is not expressly listed in either category, directors can decide how it should be put to shareholders for approval.

To support joint voting arrangements, both companies have entered into shareholder voting agreements, where a Special Voting Share is issued to a special purpose company (SVC) and held in trust for shareholders by a common trustee. Rio Tinto plc (RTP) has issued its Special Voting Share (RTP Special Voting Share) to Rio Tinto Limited (RTL) Shareholder SVC, while Rio Tinto Limited has issued its Special Voting Share (RTL Special Voting Share) to RTP Shareholder SVC. The total number of votes cast on Joint Decisions by the shareholders of one company are decided at a parallel meeting of the other company. The exact role of these SVCs is described below.

In exceptional circumstances, certain shareholders can be excluded from voting at their respective company’s general meetings. For example, they may have acquired shares in the other company in excess of a given threshold without making an offer for all the shares in the other company. In this situation, votes cast by these excluded shareholders are disregarded.

Following the companies’ general meetings, the overall results of the voting are announced to relevant stock exchanges and the media, and published on the Rio Tinto website.

At a Rio Tinto plc shareholders’ meeting during which a Joint Decision is considered, each Rio Tinto plc share carries one vote. The holder of the Special Voting Share has one vote for each vote cast by the public shareholders of Rio Tinto Limited in their parallel meeting. The holder of the Special Voting Share must vote in accordance with the votes cast by public shareholders for and against the equivalent resolution at the parallel Rio Tinto Limited shareholders’ meeting. The holders of Rio Tinto Limited ordinary shares do not hold voting shares in Rio Tinto plc by virtue of their holding in Rio Tinto Limited, and cannot enforce the voting arrangements relating to the Special Voting Share.

Similarly, at a Rio Tinto Limited shareholders’ meeting during which a Joint Decision is considered, each Rio Tinto Limited share carries one vote and the holder of its Special Voting Share will have one vote for each vote cast by the public shareholders of Rio Tinto plc in their parallel meeting. The holder of the Special Voting Share must vote in accordance with the votes cast for and against the equivalent resolution at the parallel Rio Tinto plc shareholders’ meeting. The holders of Rio Tinto plc ordinary shares do not hold any voting shares in Rio Tinto Limited by virtue of their holding in Rio Tinto plc, and cannot enforce the voting arrangements relating to the Special Voting Share.

Capital distribution arrangements

If either company goes into liquidation, the Sharing Agreement ensures a valuation is made of the surplus assets of both companies. If the surplus assets available for distribution by one company on each of the shares held by its shareholders exceed the surplus assets available for distribution by the other company on each of the shares held by its shareholders, then an equalising payment must be made – to the extent permitted by applicable law – such that the amount available for distribution on each share held by shareholders of both companies reflects the Equalisation Ratio.

The aim is to ensure the shareholders of both companies have equivalent entitlements to the assets of the combined Group on a per share basis, taking account of the equalisation ratio.

The Sharing Agreement does not grant any enforceable rights to the shareholders of either company upon liquidation of either company.

Limitations on ownership of shares and merger obligations

The laws and regulations of the UK and Australia impose restrictions and obligations on persons who control interests in publicly listed companies in excess of defined thresholds. These can include an obligation to make a public offer for all outstanding issued shares of the relevant company. The threshold applicable to Rio Tinto plc under UK law and regulations is 30% and to Rio Tinto Limited under Australian law and regulations is 20% on both a standalone and Joint Decision basis.

As part of the DLC merger, the Articles of Association of Rio Tinto plc and the Constitution of Rio Tinto Limited were amended with the aim of extending these laws and regulations to the combined enterprise. This amendment also ensures that a person cannot exercise control over one company without having made offers to the public shareholders of both companies.

This guarantees the equal treatment of both sets of shareholders, and that the two companies are considered as a single economic entity. The Articles of Association of Rio Tinto plc and the Constitution of Rio Tinto Limited impose restrictions on any person who controls, directly or indirectly, 20% or more of the votes on a Joint Decision. If, however, such a person has an interest in either Rio Tinto Limited or Rio Tinto plc only, then the restrictions only apply if they control, directly or indirectly, 30% or more of the votes at that company’s general meetings.

If one of these thresholds is exceeded, the person cannot attend or vote at general meetings of the relevant company, cannot receive dividends or other distributions from the relevant company, and may be divested of their interest by the directors of the relevant company (subject to certain limited exceptions and notification by the relevant company). These restrictions continue to apply until that person has either made a public offer for all the publicly held shares of the other company, has reduced their controlling interest below the thresholds specified, or has acquired through a permitted means at least 50% of the publicly held shares of each company.

This arrangement ensures that offers for the publicly held shares of both companies would be required to avoid the restrictions set out above, even if the interests that breach the thresholds are held in just one of the companies. The directors do not have the discretion to exempt a person from the operation of these rules.

Under the Sharing Agreement, the companies agree to co-operate to enforce the above restrictions contained in their Articles of Association and Constitution.

Guarantees

In 1995, each company entered into a deed poll guarantee in favour of creditors of the other company. In addition, each company guaranteed the contractual obligations of the other and the obligations of other persons guaranteed by the other company, subject to certain limited exceptions.

Beneficiaries under deed poll guarantees can make demands on the relevant guarantor without first having recourse to the company or persons whose obligations are being guaranteed. The obligations of the guarantor under each deed poll guarantee expire upon termination of the Sharing Agreement and under other limited circumstances, but only in respect of obligations arising after such termination and, in the case of other limited circumstances, the publication and expiry of due notice.

The shareholders of the companies cannot enforce the provisions of the deed poll guarantees in relation to their interest in the shares of the other company.

Item 9.A.7. Other Rights

Not applicable.

Item 10. Memorandum and articles of association

Item 10.B.3. Rights of the Shares

Dividend rights

For additional details, see “Dividend arrangements” above.

Voting

Voting at any general meeting of shareholders on a resolution on which the holder of the Special Voting Share is entitled to vote shall be decided by a poll, and any other resolution shall be decided by a show of hands unless a poll has been duly demanded. On a show of hands, every shareholder who is present in person or by proxy (or other duly authorised representative) and is entitled to vote, has one vote regardless of the number of shares held. The holder of the Special Voting Share is not entitled to vote in a show of hands. On a poll, every shareholder who is present in person or by proxy (or other duly authorised representative) and is entitled to vote, has one vote for every ordinary share for which he or she is the holder. In the case of Joint Decisions, the holder of the Special Voting Share has one vote for each vote cast in respect of the publicly held shares of the other company.

A poll may be demanded by any of the following:

•the chairman of the meeting;

•at least five shareholders entitled to vote on the resolution;

•any shareholder(s) representing in the aggregate not less than one tenth (Rio Tinto plc) or one 20th (Rio Tinto Limited) of the total voting rights of all shareholders entitled to vote on the resolution;

•any shareholder(s) holding Rio Tinto plc shares conferring a right to vote at the meeting on which there have been paid-up sums in the aggregate equal to not less than one tenth of the total sum paid up on all the shares conferring that right; or

•the holder of the Special Voting Share of either company.

A proxy form gives the proxy the authority to demand a poll, or to join others in demanding one.

The necessary quorum for a Rio Tinto plc general meeting is three members present (in person or by proxy or other duly authorised representative) and entitled to vote. For a Rio Tinto Limited general meeting it is two members present (in person or by proxy or other duly authorised representative).

Matters are transacted at general meetings by the proposing and passing of resolutions as:

•ordinary resolutions (for example the election of directors), which require the affirmative vote of a majority of persons voting at a meeting for which there is a quorum; and

•special resolutions (for example amending the Articles of Association of Rio Tinto plc or the Constitution of Rio Tinto Limited), which require the affirmative vote of not less than three-quarters of the persons voting at a meeting at which there is a quorum.

The Sharing Agreement further classifies resolutions as Joint Decisions and class rights actions.

Annual general meetings must be convened with 21 days’ written notice for Rio Tinto plc and with 28 days’ notice for Rio Tinto Limited. In accordance with the authority granted by shareholders at the Rio Tinto plc AGM in 2020, other meetings of Rio Tinto plc may be convened with 14 days’ written notice for the passing of a special resolution, and with 14 days’ notice for any other resolution, depending on the nature of the business to be transacted. All meetings of Rio Tinto Limited require 28 days’ notice. In calculating the period of notice, any time taken to deliver the notice and the day of the meeting itself are not included. The notice must specify the nature of the business to be transacted.

Directors’ interests

Under Rio Tinto plc’s Articles of Association, a director may not vote in respect of any proposal in which he or she, or any other person connected with him or her, has any interest, other than by virtue of his or her interests in shares or debentures or other securities of, in or through the company, except in certain circumstances, including in respect of resolutions:

•indemnifying him or her or a third party in respect of obligations incurred by the director on behalf of, or for the benefit of, the company, or in respect of obligations of the company, for which the director has assumed responsibility under an indemnity, security or guarantee;

•relating to an offer of securities in which he or she may be interested as a holder of securities or as an underwriter;

•concerning another body corporate in which the director is beneficially interested in less than 1% of the issued shares of any class of shares of such a body corporate;

•relating to an employee benefit in which the director will share equally with other employees;

•relating to liability insurance that the company is empowered to purchase for the benefit of directors of the company in respect of actions undertaken as directors (or officers) of the company; and

•concerning the giving of indemnities in favour of directors or the funding of expenditure by directors to defend criminal, civil or regulatory proceedings or actions against a director.

Under Rio Tinto Limited’s Constitution, a director may be present at a meeting of the Board while a matter in which the director has a material personal interest is being considered and may vote in respect of that matter, except where a director is constrained by Australian law.

The directors are empowered to exercise all the powers of the companies to borrow money, to charge any property or business of the companies or all, or any, of their uncalled capital, and to issue debentures or give any other security for a debt, liability or obligation of the companies or of any other person. The directors shall restrict the borrowings of Rio Tinto plc to the limitation that the aggregate amount of all monies borrowed by the company and its subsidiaries shall not exceed an amount equal to 1 ½ times the companies’ share capital plus aggregate reserves unless sanctioned by an ordinary resolution of the company.

Directors are not required to hold any shares of either company by way of qualification.

Appointment and removal of directors

The appointment and replacement of directors is governed by Rio Tinto plc’s Articles of Association and Rio Tinto Limited’s Constitution, relevant UK and Australian legislation, and the UK Corporate Governance Code. The Board may appoint a director either to fill a casual vacancy or as an addition to the Board, so long as the total number of directors does not exceed the limit prescribed in these constitutional documents. An appointed director must retire and seek election to office at the next AGM of each company. In addition to any powers of removal conferred by the UK Companies Act 2006 and the Australian Corporations Act 2001, the company may by ordinary resolution remove any director before the expiry of his or her period of office and may, subject to these constitutional documents, by ordinary resolution appoint another person who is willing to act as a director in their place. In line with the UK Corporate Governance Code, all directors are required to stand for re-election at each AGM.

Rights upon a winding-up

Except as the shareholders have agreed or may otherwise agree, upon a winding-up, the balance of assets available for distribution after the payment of all creditors (including certain preferential creditors, whether statutorily preferred creditors or normal creditors) and subject to any special rights attaching to any class of shares, is to be distributed among the holders of ordinary shares according to the amounts paid-up on the shares held by them. This distribution should generally be made in cash. A liquidator may, however, upon the adoption of a special resolution of the shareholders, divide among the shareholders the whole or any part of the assets in specie or kind.

Rights attaching to shares

Under UK law, dividends on shares may only be paid out of profits available for distribution, as determined in accordance with generally accepted accounting principles and by the relevant law. Shareholders are entitled to receive such dividends as may be declared by the directors. Directors may also pay shareholders interim dividends as justified by the financial position of the Group.

Under the Australian Corporations Act 2001, dividends on shares may only be paid if the company’s assets exceed its liabilities immediately before the dividend is declared, the excess is sufficient for the payment of the dividend, the payment is fair and reasonable to the company’s shareholders as a whole, and the payment does not materially prejudice the company’s ability to pay its creditors. Any Rio Tinto plc dividend unclaimed after 12 years from the date the dividend was declared, or became due for payment, will be forfeited and returned to the company. Any Rio Tinto Limited dividend unclaimed may be invested or otherwise used by the Board for the benefit of the company until claimed or otherwise disposed of according to Australian law. Rio Tinto Limited is governed by the State of Victoria’s unclaimed monies legislation, which requires the company to pay to the state revenue office any unclaimed dividend payments of A$20 or more that on 1 March each year have remained unclaimed for over 12 months.

Variation of rights

If, at any time, the share capital is divided into different classes of shares, the rights attached to each class may be varied, subject to the provisions of the relevant legislation, the written consent of holders of three-quarters in value of the shares of that class, or upon the adoption of a special resolution passed at a separate meeting of the holders of the shares of that class. At every such meeting, all of the provisions of the Articles of Association and Constitution relating to proceedings at a general meeting apply, except that the quorum for Rio Tinto plc should be two or more persons who hold or represent by proxy not less than one-third in nominal value of the issued shares of the class.

Articles of Association, Constitution, and DLC Sharing Agreement

Under the terms of the DLC structure shareholders of Rio Tinto plc and of Rio Tinto Limited entered into certain contractual arrangements designed to place the shareholders of both companies in substantially the same position as if they held shares in a single entity which owned all the assets of both companies. As far as is permitted by the UK Companies Act 2006, the Australian Corporations Act 2001 and ASX Listing Rules, this principle is reflected in the Articles of Association of Rio Tinto plc and in the Constitution of Rio Tinto Limited.

Rights in the event of liquidation

For additional details, see “Capital distribution arrangements” above.

Item 10.B4. Requirements for Amendments

For additional details, see above “Dual listed companies structure”, “Articles of Association, Constitution and DLC Share Agreement”, “Rights attaching to shares” and “Voting” above.

Item 10.B.6. Limitations on the Rights to Own Shares

Exchange controls and foreign investment

Rio Tinto plc

There are no UK foreign exchange controls or other restrictions on the import or export of capital by, or on the payment of dividends to, non-resident holders of Rio Tinto plc shares, or that materially affect the conduct of Rio Tinto plc’s operations. It should be noted, however, that various sanctions, laws, regulations or conventions may restrict the import or export of capital by, or the payment of dividends to, non-resident holders of Rio Tinto plc shares. There are no restrictions under Rio Tinto plc’s Articles of Association or under UK law that limit the right of non-resident owners to hold or vote Rio Tinto plc shares. However, certain of the provisions of the Australian Foreign Acquisitions and Takeovers Act 1975 (the Takeovers Act) described below also apply to the acquisition by non-Australian persons of interests in securities of Rio Tinto plc.

Rio Tinto Limited

Under current Australian legislation, Australia does not impose general exchange or foreign currency controls. Subject to some specific requirements and restrictions, Australian and foreign currency may be freely brought into and sent out of Australia. There are requirements to report cash transfers in or out of Australia of A$10,000 or more. There is a prohibition on (or in some cases the specific prior approval of the Department of Foreign Affairs and Trade or Minister for Foreign Affairs must be obtained for) certain payments or other dealings connected with countries or parties identified with terrorism, or to whom United Nations or autonomous Australian sanctions apply. Sanction, anti-money laundering and counterterrorism laws may restrict or prohibit payments, transactions and dealings or require reporting of certain transactions.

Rio Tinto Limited may be required to deduct withholding tax from foreign remittances of dividends, to the extent that they are unfranked, and from payments of interest.

Acquisitions of interests in shares, and certain other equity instruments in Australian companies by non-Australian (“foreign”) persons are subject to review and approval by the Treasurer of the Commonwealth of Australia under the Takeovers Act.

In broad terms, the Takeovers Act applies to acquisitions of interests in securities in an Australian entity by a foreign person where, as a result, a single foreign person (and any associate) would control 20% or more of the voting power or potential voting power in the entity, or several foreign persons (and any associates) would control 40% or more of the voting power or the potential voting power in the entity. The potential voting power in an entity is determined having regard to the voting shares in the entity that would be issued if all rights (whether or not presently exercisable) in the entity were exercised.

The Takeovers Act also applies to direct investments by foreign government investors, in certain circumstances regardless of the size of the investment. Persons who are proposing relevant acquisitions or transactions may be required to provide notice to the Treasurer before proceeding with the acquisition or transaction.

The Treasurer has the power to order divestment in cases where relevant acquisitions or transactions have already occurred, including where prior notice to the Treasurer was not required. The Takeovers Act does not affect the rights of owners whose interests are held in compliance with the legislation.

Item 10.B.7. Provisions Affecting Any Change of Control

Limitations on voting and shareholding

Except for the provisions of the Takeovers Act, there are no limitations imposed by law, Rio Tinto plc’s Articles of Association or Rio Tinto Limited’s Constitution, on the rights of non-residents or foreigners to hold the Group’s ordinary shares or ADRs, or to vote that would not apply generally to all shareholders.

For additional details, see above “Limitations on ownership of shares and merger obligations” above.

Item 10.B.8. Ownership Threshold

See “Limitations on ownership of shares and merger obligations” and “Limitations on voting and shareholding” above.

Item 10.B.9. Differences Between the Law of Different Jurisdictions

See above “Rights of the Shares” above.

Item 10.B.10. Changes in Capital

For additional details, see “Variation of rights” and “Articles of Association, Constitution, and DLC Sharing Agreement” above.

AMERICAN DEPOSITARY SHARES

Item 12. Other Securities

Item 12.D.1. Name and address of Depositary

JPMorgan Chase Bank, N.A., as depositary, will issue the ADSs representing Rio Tinto plc’s shares. JPMorgan Chase Bank, N.A., has been appointed as the depositary pursuant a deposit agreement among the depositary, the holders the ADSs thereunder, and Rio Tinto plc. Each ADS represents one shares of Rio Tinto plc. The depositary’s principal office at which the ADSs will be administered is located at 383 Madison Avenue, Floor 11, New York, New York, 10179.

Item 12.D.2. Description of American Depositary Shares

You may hold ADSs either directly or indirectly through your broker or other financial institution. If you hold ADSs directly, by having ADSs registered in your name on the books of the depositary, you are an ADS holder. This description assumes you hold your ADSs directly. If you hold the ADSs indirectly, you must rely on the procedures of your broker or other financial institution to assert the rights of ADS holders described in this section. You should consult with your broker or financial institution to find out what those procedures are. Your ADSs will be issued on the books of the depositary in book-entry form, in which case your ADSs will be held through the depositary’s direct registration system reflecting your ownership of these ADSs. Your ADSs will be evidenced by one or more American Depositary Receipts (“ADRs”).

As an ADS holder, Rio Tinto plc will not treat you as one of its shareholders and you will not have shareholder rights. The depositary or its nominee will be the holder of record of the shares underlying your ADSs. As a holder of ADSs, you will have ADS holder rights. The deposit agreement to be entered into among us, the depositary, you, as an ADS holder, and the other holders and beneficial owners of ADSs sets out ADS holder rights as well as the rights and obligations of the depositary. New York law governs the deposit agreements and the ADRs. Because the depositary or its nominee will actually be the record owner of the shares, you must rely on it to exercise the rights of a shareholder on your behalf.

Definitions in deposit agreement

"Company" shall mean Rio Tinto plc, incorporated under the laws of England, and its successors.

"Depositary" shall mean JPMorgan Chase Bank, N.A., a national banking association organized under the laws of the United States of America and any successor as depositary hereunder. The term "Principal Office", when used with respect to the Depositary, shall mean the office of the Depositary, which at the date of this amended and restated Agreement is 383 Madison Avenue, Floor 11, New York, New York, 10179.

"Custodian" shall mean the London, England office of the Depositary, and, as agent of the Depositary, any other firm or corporation in England which may hereafter be appointed by the Depositary as substitute or additional custodian or custodians hereunder, as the context shall require and the term "Custodians" shall mean all of them, collectively.

"Deposit Agreement" shall mean this Agreement, as the same may be amended from time to time.

"Rio Tinto Shares" shall mean Ordinary Shares in registered form of the Company and shall include the rights to receive such Ordinary Shares.

"Deposited Securities" as of any time shall mean Rio Tinto Shares at such time deposited or deemed to be deposited under this Deposit Agreement and any and all other securities, property and cash received by the Depositary or the Custodian in respect thereof and at such time held hereunder, subject as to cash to the provisions.

"Receipts" shall mean the American Depositary Receipts issued hereunder representing American Depositary Shares. Receipts may, but need not be, in physical certificated form.

"Direct Registration Receipts" means a Receipt, the ownership of which is recorded on the Direct Registration System. References to "Receipts" shall include Direct Registration Receipts, unless the context otherwise requires.

"American Depositary Shares" shall mean the rights represented by the Receipts issued hereunder and the interests in the Deposited Securities represented thereby. Each American Depositary Share shall represent one Rio Tinto Share.

"Owner" shall mean the person in whose name a Receipt is registered on the books of the Depositary maintained for such purpose.

"Dollars" shall mean United States dollars. The terms "Pounds" and "pence" shall mean the currency of the United Kingdom.

"Securities Act of 1933" shall mean the United States Securities Act of 1933, as from time to time amended.

"Securities Exchange Act of 1934" shall mean the United States Securities Exchange Act of 1934 as from time to time amended.

"Commission" shall mean the Securities and Exchange Commission of the United States or any successor governmental agency in the United States.

"English Registrar" shall mean Computershare Investor Services PLC, PO Box 82, The Pavilions, Bridgewater Road, Bristol, BS99 7NH, United Kingdom, a company organized under the laws of England, which carries out the duties of registrar for the Ordinary Shares of the Company or any successor as registrar for the Ordinary Shares of the Company.

"deliver", "execute", "issue", "register", "surrender", "transfer" or "cancel", when used with respect to Direct Registration Receipts, refer to an entry or entries or an electronic transfer or transfers in the Direct Registration System.

"Direct Registration System" means the system for the uncertificated registration of ownership of securities established by The Depository Trust Company ("DTC") and utilized by the Depositary pursuant to which the Depositary may record the ownership of Receipts without the issuance of a certificate, which ownership shall be evidenced by periodic statements issued by the Depositary to the Owners entitled thereto. For purposes hereof, the Direct Registration System shall include access to the Profile Modification System maintained by DTC, which provides for automated transfer of ownership between DTC and the Depositary.

"Receipt register" means the register maintained by the Depositary for the registration of transfer, combination and split-up of Receipts, and, in the case of Direct Registration Receipts, shall include the Direct Registration System.

Transfer, Split-Ups, And Combinations Of Receipts.

The transfer of this Receipt is registrable on the books of the Depositary at its Principal Office by the Owner hereof in person or by duly authorized attorney, upon surrender of this Receipt properly endorsed for transfer or accompanied by proper instruments of transfer and funds sufficient to pay any applicable transfer taxes and the fees and expenses of the Depositary and upon compliance with such regulations, if any, as the Depositary may establish for such purpose. This Receipt may be split into other such Receipts, or may be combined with other such Receipts into one Receipt, representing the same aggregate number of American Depositary Shares as the Receipt or Receipts surrendered. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, or surrender of any Receipt or withdrawal of any Deposited Securities, the Depositary or the Custodian may require payment from the presentor of the Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Rio Tinto Shares being deposited or withdrawn) and payment of any applicable fees may require the production of proof satisfactory to it as to the identity and genuineness of any signature and may also require compliance with such regulations, if any, as the Depositary may establish consistent with the provisions of the Deposit Agreement.

The delivery of Receipts against deposits of Rio Tinto Shares generally or against deposits of particular Rio Tinto Shares may be suspended, or the transfer of Receipts in particular instances may be refused, or the transfer or surrender of outstanding Receipts generally may be suspended, during any period when the Receipt register is closed, or if any such action is deemed necessary or advisable by the Depositary or in the case of the American Depositary Share issuance books only, by the Company, at any time or from time to time because of any requirement of law or of any government or governmental body or commission, or under any provision of the Deposit Agreement. Without limitation of the foregoing, the Depositary will not knowingly accept for deposit under the Deposit Agreement any Rio Tinto Shares required to be registered under the provisions of the Securities Act of 1933, unless a registration statement is in effect as to such Rio Tinto Shares.

Warranties of depositors.

Every person depositing Rio Tinto Shares under the Deposit Agreement represents and warrants that (a) such Rio Tinto Shares and the certificates therefor are duly authorized, validly issued and outstanding, fully paid, nonassessable and legally obtained by such person (b) all pre-emptive and comparable rights, if any, with respect to such Rio Tinto Shares have been validly waived or exercised, (c) the person making such deposit is duly authorized so to do, (d) the Rio Tinto Shares presented for deposit are free and clear of any lien, encumbrance, security interest, charge, mortgage or adverse claim and (e) such Rio Tinto Shares (A) are not "restricted securities" as such term is defined in Rule 144 under the Securities Act of 1933 ("Restricted Securities") unless at the time of deposit the requirements of paragraphs (c), (e), (f) and (h) of Rule 144 shall not apply and such Shares may be freely transferred and may otherwise be offered and sold freely in the United States or (B) have been registered under the Securities Act of 1933. To the extent the person depositing Rio Tinto Shares is an "affiliate" of the Company as such term is defined in Rule 144, the person also represents and warrants that upon the sale of the American Depositary Shares, all of the provisions of Rule 144 which enable the Rio Tinto Shares to be freely sold (in the form of American Depositary Shares) will be fully complied with and, as a result thereof, all of the American Depositary Shares issued in respect of such Rio Tinto Shares will not be on the sale thereof, Restricted Securities. Such representations and warranties shall survive the deposit and withdrawal of Shares and the issuance and cancellation of American Depositary Shares in respect thereof and the transfer of such American Depositary Shares. The Depositary may refuse to accept for such deposit any Shares

identified by the Company in order to facilitate compliance with the requirements of the Securities Act of 1933 or the Rules made thereunder.

Filing proofs, certificates, and other information.

Any person presenting Rio Tinto Shares for deposit or any Owner of a Receipt may be required from time to time to file such proof of citizenship or residence, exchange control approval, or such information relating to the registration on the books of the Company (or the appointed agent of the Company for transfer and registration of Rio Tinto Shares, which may, but need not be the English Registrar) of the Rio Tinto Shares presented for deposit or other information, to execute such certificates and to make such representations and warranties, (i) as the Depositary may, in good faith, deem necessary or proper to comply with applicable laws or regulations or to enable the Depositary to perform its obligations under the Deposit Agreement or (ii) other than in the case of the delivery of any Deposited Securities, as the Company may reasonably require by written notice to the Depositary. The Depositary may withhold the delivery or registration of transfer of any Receipt or the distribution or sale of any dividend or other distribution or rights or of the proceeds thereof or the delivery of any Deposited Securities until such proof or other information is filed or such certificates are executed. The Depositary or the Custodian, as the case may be, shall, at the request and expense of the Company, provide the Company with copies of information it receives.

Reports; inspection of transfer books.

The Company is subject to the periodic reporting requirements of the Securities Exchange Act of 1934 and accordingly files certain reports with the Securities and Exchange Commission. Such reports and communications may be inspected and copied through the Commission’s EDGAR system or at the public reference facilities maintained by the Commission located at 100 F Street, N.E., Washington, D.C. 20549.

The Depositary will make available for inspection by Owners of Receipts at its Principal Office any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement.

The Depositary will keep at its Principal Office a Receipt register for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Company and Owners of Receipts, provided that such inspection shall not be for the purpose of communicating with Owners of Receipts in the interest of a business or object other than the business of the Company or a matter related to the Deposit Agreement or the Receipts.

Dividends and distributions.

Whenever the Depositary receives any cash dividend or other cash distribution on any Deposited Securities, the Depositary will, if at the time of receipt thereof any amounts received in a non-United States currency can in the reasonable judgment of the Depositary be converted on a reasonable basis into United States dollars transferable to the United States, and subject to the Deposit Agreement, convert such dividend or distribution into dollars and will distribute the amount thus received to the Owners of Receipts entitled thereto, in proportion to the number of American Depositary Shares representing such Deposited Securities held by them respectively; provided, however, that in the event that the Company or the Depositary is required to withhold and does withhold from any cash dividend or other cash distribution in respect of any Deposited Securities an amount on account of taxes, the amount distributed to the Owner of Receipts for American Depositary Shares representing such Deposited Securities shall be reduced accordingly.

Whenever the Depositary receives any distribution other than cash or Rio Tinto Shares upon any Deposited Securities, the Depositary will cause the securities or property received by it to be distributed to the Owners of Receipts entitled thereto, in any manner that the Depositary in good faith may reasonably deem equitable and practicable for accomplishing such distribution; provided, however, that if in the reasonable opinion of the Depositary such distribution cannot be made proportionately among the Owners of Receipts entitled thereto, or if for any other reason the Depositary or the Company in good faith and reasonably deems such distribution not to be feasible, the Depositary may, after consultation with the Company, adopt such method as it may in good faith and reasonably deem equitable and practicable for the purpose of effecting such distribution, including the sale, at public or private sale, of the securities or property thus received, or any part thereof, and the net proceeds of any such sale shall be distributed by the Depositary to the Owners of Receipts entitled thereto as in the case of a distribution received in cash.

If any distribution consists of a dividend in, or free distribution of, Rio Tinto Shares, the Depositary shall, unless the Company shall request otherwise, distribute to the Owners of outstanding Receipts entitled thereto, additional Receipts for an aggregate number of American Depositary Shares representing the amount of Rio Tinto Shares received as such dividend or free distribution. In lieu of delivering Receipts for fractional American Depositary Shares in any such case, the Depositary will sell the amount of Rio Tinto Shares represented by the aggregate of such fractions and distribute the net proceeds, all in the manner and subject to the conditions set forth in the Deposit Agreement. If, at the request of the Company, additional Receipts

are not so distributed, each American Depositary Share shall thenceforth also represent the additional Rio Tinto Shares distributed upon the Deposited Securities represented thereby.

In the event that the Depositary determines that any distribution in property (including Rio Tinto Shares and rights to subscribe therefor) is subject to any tax which the Depositary is obligated to withhold, the Depositary may dispose of all or a portion of such property (including Rio Tinto Shares and rights to subscribe therefor) in such amounts and in such manner as the Depositary deems necessary and practicable to pay any such taxes, at public or private sale, and the Depositary shall distribute the net proceeds of any such sale after deduction of such taxes to the Owners of Receipts entitled thereto.

Rights.

Distribution to Owners. Whenever the Company intends to distribute to the holders of the Deposited Securities rights to subscribe for additional Rio Tinto Shares, the Company shall give notice thereof to the Depositary at least 45 days prior to the proposed distribution stating whether or not it wishes such rights to be made available to Owners. Upon receipt of a notice indicating that the Company wishes such rights to be made available to Owners, the Depositary shall consult with the Company to determine, and the Company shall determine, whether it is lawful and reasonably practicable to make such rights available to the Owners. The Depositary shall make such rights available to Owners only if (i) the Company shall have timely requested that such rights be made available to Owners, (ii) the Depositary shall have received satisfactory documentation within the terms of Section 5.07 of the Deposit Agreement, and (iii) the Depositary shall have determined that such distribution of rights is lawful and reasonably practicable. In the event any of the conditions set forth above are not satisfied, the Depositary shall proceed with the sale of the rights as contemplated below or, if timing or market conditions may not permit, do nothing thereby allowing such rights to lapse. In the event all conditions set forth above are satisfied, subject to any other agreements the Depositary may reasonably request, the Depositary shall establish procedures (x) to distribute such rights (by means of warrants or otherwise) and (y) to enable the Owners to exercise the rights (upon payment of applicable (a) fees and charges of, and expenses incurred by, the Depositary and (b) taxes and other governmental charges). Nothing herein shall obligate the Depositary to make available to the Owners a method to exercise such rights to subscribe for Rio Tinto Shares (rather than American Depositary Shares).

Sale of Rights. If (i) the Company does not timely request the Depositary to make the rights available to Owners or requests that the rights not be made available to Owners, (ii) the Depositary fails to receive satisfactory documentation within the terms of the Deposit Agreement or determines it is not lawful or reasonably practicable to make the rights available to Owners, or (iii) any rights made available are not exercised and appear to be about to lapse, the Depositary shall determine whether it is lawful and reasonably practicable to sell such rights, in a riskless principal capacity or otherwise, at such place and upon such terms (including public or private sale) as it may deem proper. The Company shall assist the Depositary to the extent necessary to determine such legality and practicability. The Depositary shall, upon such sale, convert and distribute proceeds of such sale (net of applicable (a) fees and charges of, and expenses incurred by, the Depositary and (b) taxes and governmental charges) upon the terms set forth in the Deposit Agreement.

Lapse of Rights. If the Depositary is unable to make any rights available to Owners upon the terms described or to arrange for the sale of the rights upon the terms described, the Depositary shall allow such rights to lapse.

The Depositary shall not be responsible for (i) any failure to determine that it may be lawful or practicable to make such rights available to Owners in general or any Owners in particular, (ii) any foreign exchange exposure or loss incurred in connection with such sale, or exercise, or (iii) the content of any materials forwarded to the Owners on behalf of the Company in connection with the rights distribution.

Notwithstanding anything to the contrary in this Article, If registration (under the Securities Act and/or any other applicable law) of the rights or the securities to which any rights relate may be required in order for the Company to offer such rights or such securities to Owners and to sell the securities represented by such rights, the Depositary will not distribute such rights to the Owners (i) unless and until a registration statement under the Securities Act (and/or such other applicable law) covering such offering is in effect or (ii) unless the Company furnishes to the Depositary at the Company’s own expense opinion(s) of counsel to the Company in the United States and counsel to the Company in any other applicable country in which rights would be distributed, in each case satisfactory to the Depositary, to the effect that the offering and sale of such securities to Owners are exempt from, or do not require registration under, the provisions of the Securities Act or any other applicable laws. In the event that the Company, the Depositary or the Custodian shall be required to withhold and does withhold from any distribution of property (including rights) an amount on account of taxes or other governmental charges, the amount distributed to the Owners shall be reduced accordingly. In the event that the Depositary determines that any distribution in property (including Rio Tinto Shares and rights to subscribe therefor) is subject to any tax or other governmental charges which the Depositary is obligated to withhold, the Depositary may dispose of all or a portion of such property (including Rio Tinto Shares and rights to subscribe therefor) in such amounts and in such manner, including by public or private sale, as the Depositary deems necessary and practicable to pay any such taxes and charges.

There can be no assurance that Owners generally, or any Owner in particular, will be given the opportunity to exercise rights on the same terms and conditions as the holders of Rio Tinto Shares or be able to exercise such rights. Nothing herein shall obligate the Company to file any registration statement in respect of any rights or Rio Tinto Shares or other securities to be acquired upon the exercise of such rights.

Record dates.

Whenever any cash dividend or other cash distribution shall become payable or any distribution other than cash shall be made, or whenever rights shall be issued with respect to the Deposited Securities, or whenever the Depositary shall receive notice of any meeting of holders of Rio Tinto Shares or other Deposited Securities, the Depositary shall, after consultation with the Company if practicable in the case of a record date set in response to a Company record date, fix a record date (which, to the extent applicable, shall be as near as practicable to any corresponding record date set by the Company), for the determination of the Owners who shall be entitled to receive such dividend, distribution or rights, or the net proceeds of the sale thereof, or to give instructions for the exercise of voting rights at any such meeting, or for fixing the date on or after which each American Depositary Share will represent the changed number of Rio Tinto Shares. Subject to the Deposit Agreement, only such Owners at the close of business on such record date shall be entitled to receive any such distribution or proceeds, to give such voting instructions, to receive such notice or solicitation or to act or be responsible or obligated in respect of any such other matter.

Voting of deposited securities.

Upon receipt of notice of any meeting of holders of Rio Tinto Shares or other Deposited Securities, unless otherwise requested in writing by the Company, the Depositary shall, as soon as practicable thereafter, mail to the Owners of Receipts a notice which shall contain (a) such information as is contained in such notice of meeting and in any related material supplied by the Company to the Depositary, (b) a statement that the Owners of Receipts as of the close of business on a specified record date will be entitled, subject to any applicable provision of English law and of the Articles of Association of the Company, to instruct the Depositary as to the exercise of the voting rights, if any, pertaining to the amount of Rio Tinto Shares or other Deposited Securities represented by their respective American Depositary Shares and (c) a statement as to the manner in which such instructions may be given, including an express indication that instructions may be given to the Depositary to give a discretionary proxy to a person designated by the Company. Upon the written request of an Owner of a Receipt on such record date, actually received on or before the date established by the Depositary for such purpose, the Depositary shall endeavor in so far as practicable to vote or cause to be voted the amount of Rio Tinto Shares or other Deposited Securities represented by such Receipt in accordance with the instructions set forth in such request. The Depositary shall not, and the Depositary shall ensure that the Custodian and the nominee(s) of the Depositary or the Custodian shall not, vote or attempt to vote or exercise or attempt to exercise any other rights in respect of Deposited Securities, other than in accordance with prior written instructions of the Owners of Receipts therefor, and shall not vote or attempt to exercise the right to vote or exercise or attempt to exercise any other right attaching to Rio Tinto Shares or other Deposited Securities, if no instructions are received with respect to such securities. Notwithstanding anything contained in the Deposit Agreement or any Receipt, the Depositary may, to the extent not prohibited by law or regulations, or by the requirements of the stock exchange on which the American Depositary Shares are listed, in lieu of distribution of the materials provided to the Depositary in connection with any meeting of, or solicitation of consents or proxies from, holders of Deposited Securities, distribute to the Owners a notice that provides Owners with, or otherwise publicizes to Owners, instructions on how to retrieve such materials or receive such materials upon request (i.e., by reference to a website containing the materials for retrieval or a contact for requesting copies of the materials). Owners are strongly encouraged to forward their voting instructions as soon as possible. Voting instructions will not be deemed received until such time as the American Depositary Receipt department responsible for proxies and voting has received such instructions notwithstanding that such instructions may have been physically received by JPMorgan Chase Bank, N.A., as Depositary, prior to such time.

Changes affecting deposited securities.

Subject to the other provisions of the Deposit Agreement, the Depositary may, in its discretion, and shall if reasonably requested by the Company, amend the Receipts or distribute additional or amended Receipts (with or without calling Receipts for exchange) or cash, securities or property on the record date set by the Depositary therefor to reflect any change in par value, split up, consolidation, cancellation or other reclassification of Deposited Securities, any Rio Tinto Share distribution or other distribution not distributed to Owners or any cash, securities or property available to the Depositary in respect of Deposited Securities from (and the Depositary is hereby authorized to surrender any Deposited Securities to any person and, irrespective of whether such Deposited Securities are surrendered or otherwise cancelled by operation of law, rule, regulation or otherwise, to sell by public or private sale any property received in connection with) any recapitalization, reorganization, merger, consolidation, liquidation, receivership, bankruptcy or sale of all or substantially all the assets of the Company, and to the extent the Depositary does not so amend the Receipts or make a distribution to Owners to reflect any of the foregoing, or the net proceeds thereof, whatever cash, securities or property results from any of the foregoing shall constitute Deposited Securities and each American Depositary Share evidenced shall automatically represent its pro rata interest in the Deposited Securities as then constituted. Promptly upon the occurrence of any of the aforementioned changes affecting Deposited Securities, the Company shall notify the Depositary in writing of such occurrence and as soon as practicable after receipt of

such notice from the Company, may instruct the Depositary to give notice thereof, at the Company's expense, to Owners in accordance with the provisions hereof. Upon receipt of such instruction, the Depositary shall give notice to the Owners in accordance with the terms thereof, as soon as reasonably practicable.

Liability of the company and depositary.

Neither the Depositary, its agents nor the Company shall incur any liability to any person, including any Owner or beneficial owner of an interest in American Depositary Shares, if, by reason of any present or future law, rule, regulation, fiat, order or decree of the United States, the United Kingdom or any other country, or of any governmental or regulatory authority or any securities exchange or market or automated quotation system, or by reason of any provision, present or future, of the Memorandum and Articles of Association of the Company, or of or governing the Deposited Securities, or by reason of any act of God, war, terrorism, nationalization or other circumstance beyond its control the Depositary, its agents or the Company shall be prevented, delayed or forbidden from doing or performing, or subjected to any civil or criminal penalty in connection with, any act or thing which by the terms of the Deposit Agreement, the Memorandum and Articles of Association of the Company or the Deposited Securities it is provided shall be done or performed (including, without limitation, voting); nor shall the Depositary, its agents or the Company incur any liability to any Owner of a Receipt by reason of any non-performance or delay, caused as aforesaid, in the performance of any act or thing which by the terms of the Deposit Agreement it is provided shall or may be done or performed, or by reason of any exercise of, or failure to exercise, any discretion provided for in the Deposit Agreement (including, without limitation, any failure to determine that any distribution or action may be lawful or reasonably practicable) nor, in any case, shall the Depositary, its agents or the Company incur any liability to any Owner or beneficial owner of an interest in American Depositary Shares or other person by reason of any nonperformance or delay.

The Depositary, the Company, their agents and each of them shall: (a) assume no liability except to perform its obligations to the extent they are specifically set forth in the Deposit Agreement without gross negligence or willful misconduct; (b) in the case of the Depositary and its agents, be under no obligation to appear in, prosecute or defend any action, suit or other proceeding in respect of any Deposited Securities or Receipt; (c) in the case of the Company and its agents hereunder be under no obligation to appear in, prosecute or defend any action, suit or other proceeding in respect of any Deposited Securities or Receipt, which in its opinion may involve it in expense or liability, unless indemnity satisfactory to it against all expense (including fees and disbursements of counsel) and liability be furnished as often as may be required; and (d) not be liable for any action or inaction by it in reliance upon the advice of or information from legal counsel, accountants, any person presenting Rio Tinto Shares for deposit, any Owner, or any other person believed by it to be competent to give such advice or information, and (e) any one or more of (a) through (d). The Depositary shall not be liable for the acts or omissions made by, or the insolvency of, any securities depository, clearing agency or settlement system. The Depositary shall not be responsible for, and shall incur no liability in connection with or arising from, the insolvency of any Custodian that is not a branch or affiliate of JPMorgan Chase Bank, N.A. The Depositary shall not have any liability for the price received in connection with any sale of securities, the timing thereof or any delay in action or omission to act nor shall it be responsible for any error or delay in action, omission to act, default or negligence on the part of the party so retained in connection with any such sale or proposed sale. The Depositary shall not incur any liability for the content of any information submitted to it by or on behalf of the Company for distribution to the Owners or for any inaccuracy of any translation thereof, for any investment risk associated with acquiring an interest in the Deposited Securities, for the validity or worth of the Deposited Securities, for the credit-worthiness of any third party, for allowing any rights to lapse upon the terms of the Deposit Agreement or for the failure or timeliness of any notice from the Company. The Depositary, its agents and the Company may rely and shall be protected in acting upon any written notice, request, direction, instruction or document believed by them to be genuine and to have been signed, presented or given by the proper party or parties. The Depositary shall be under no obligation to inform Owners or any other holders of an interest in any American Depositary Shares about the requirements of English law, rules or regulations or any changes therein or thereto. The Depositary and its agents will not be responsible for any failure to carry out any instructions to vote any of the Deposited Securities, for the manner in which any such vote is cast or for the effect of any such vote. The Depositary may rely upon instructions from the Company or its counsel in respect of any approval or license required for any currency conversion, transfer or distribution. Subject to the Company's Memorandum and Articles of Association and applicable law, the Depositary and its agents may own and deal in any class of securities of the Company and its affiliates and in Receipts. Notwithstanding anything to the contrary set forth herein or in any Receipt, the Depositary and its agents may fully respond to any and all demands or requests for information maintained by or on its behalf in connection with the Deposit Agreement, any Owner or Owners, any American Depositary Shares, Receipt or Receipts or otherwise related hereto or thereto to the extent such information is requested or required by or pursuant to any lawful authority, including without limitation laws, rules, regulations, administrative or judicial process, banking, securities or other regulators. None of the Depositary, the Custodian or the Company shall be liable for the failure by any Owner or beneficial owner to obtain the benefits of credits on the basis of non-U.S. tax paid against such Owners or beneficial owners income tax liability. The Depositary and the Company shall not incur any liability for any tax consequences that may be incurred by Owners and beneficial owners on account of their ownership of the Receipts or American Depositary Shares. Neither the Depositary, the Company nor any of their respective agents shall be liable to Owners or holders of interests in American Depositary Shares for

any indirect, special, punitive or consequential damages (including, without limitation, legal fees and expenses) or lost profits, in each case of any form incurred by any person or entity, whether or not foreseeable and regardless of the type of action in which such a claim may be brought. No disclaimer of liability under the Securities Act of 1933 is intended by any provision of the Deposit Agreement.

The Depositary shall not be liable for any acts or omissions made by a successor depositary whether in connection with a previous act or omission of the Depositary or in connection with any matter arising wholly after the removal or resignation of the Depositary, provided that the Depositary acted without gross negligence or willful misconduct with respect to the same matter during the period in which it previously acted as Depositary. Notwithstanding anything to the contrary contained in the Deposit Agreement (including the Receipts) and subject to the Deposit Agreement, the Depositary shall not be responsible for, and shall incur no liability in connection with or arising from, any act or omission to act on the part of the Custodian except to the extent that the Custodian has (i) committed fraud or willful misconduct in the provision of custodial services to the Depositary or (ii) failed to use reasonable care in the provision of custodial services to the Depositary as determined in accordance with the standards prevailing in the jurisdiction in which the Custodian is located.

The Depositary reserves the right to utilize a division, branch or affiliate of JPMorgan Chase Bank, N.A. to direct, manage and/or execute any public and/or private sale of securities hereunder. Such division, branch and/or affiliate may charge the Depositary a fee in connection with such sales, which fee is considered an expense of the Depositary contemplated under the Deposit Agreement. All purchases and sales of securities will be handled by the Depositary in accordance with its then current policies, which are currently set forth in the "Depositary Receipt Sale and Purchase of Security" section.

By holding an American Depositary Share or an interest therein, Owners and owners of American Depositary Shares each irrevocably agree that any legal suit, action or proceeding against or involving the Company or the Depositary, arising out of or based upon this Deposit Agreement or the transactions contemplated hereby, may only be instituted in a state or federal court in New York, New York, and by holding an American Depositary Share or an interest therein each irrevocably waives any objection which it may now or hereafter have to the laying of venue of any such proceeding, and irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action or proceeding.

Amendment.

The form of the Receipts and any provisions of the Deposit Agreement may at any time and from time to time be amended by agreement between the Company and the Depositary in any respect, which they may deem necessary or desirable. Any amendment which shall impose or increase any fees or charges (other than the fees of the Depositary for the execution and delivery of Receipts and taxes and other governmental charges), or which shall otherwise prejudice any substantial existing right of Owners of Receipts, shall, however, not become effective as to outstanding Receipts until the expiration of 30 days after notice of such amendment shall have been given to the Owners of outstanding Receipts. Every Owner of a Receipt at the time any amendment so becomes effective shall be deemed, by continuing to hold such Receipt, to consent and agree to such amendment and to be bound by the Deposit Agreement as amended thereby. Any amendments or supplements which (i) are reasonably necessary (as agreed by the Company and the Depositary) in order for (a) the American Depositary Receipts to be registered on Form F-6 under the Securities Act of 1933 or (b) the American Depositary Receipts or Rio Tinto Shares to be traded solely in electronic book-entry form and (ii) do not in either such case impose or increase any fees or charges to be borne by Owners, shall be deemed not to prejudice any substantial rights of Owners. Notwithstanding the foregoing, if any governmental body or regulatory body should adopt new laws, rules or regulations which would require amendment or supplement of the Deposit Agreement or the form of Receipt to ensure compliance therewith, the Company and the Depositary may amend or supplement the Deposit Agreement and the Receipt at any time in accordance with such changed laws, rules or regulations. Such amendment or supplement to the Deposit Agreement in such circumstances may become effective before a notice of such amendment or supplement is given to Owners or within any other period of time as required for compliance. In no event shall any amendment impair the right of the Owner of any Receipt to surrender such Receipt and receive therefor the Deposited Securities represented thereby, except in order to comply with mandatory provisions of applicable law.

Termination of deposit agreement.

The Depositary shall at any time at the direction of the Company terminate the Deposit Agreement by mailing notice of such termination to the Owners of all Receipts then outstanding at least 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate the Deposit Agreement if at any time 60 days shall have expired after the Depositary shall have delivered to the Company a written notice of its election to resign and a successor depositary shall not have been appointed and accepted its appointment as provided in the Deposit Agreement. If any Receipts shall remain outstanding after the date of termination, the Depositary thereafter shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or perform any further acts under the Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights as provided in the Deposit Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the sale of any rights or other property, in exchange for Receipts surrendered to the Depositary. At any time after the

expiration of one year from the date of termination, the Depositary may sell the Deposited Securities then held under the Deposit Agreement and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it thereunder, without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered. After making such sale, the Depositary shall be discharged from all obligations under the Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of this Deposit Agreement, and any applicable taxes or governmental charges). Upon the termination of the Deposit Agreement, the Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary with respect to indemnification, charges, and expenses.

DEBT SECURITIES

Item 12.A Debt Securities

Each series of guaranteed notes listed on the New York Stock Exchange has been issued by Rio Tinto Finance (USA) Limited or Rio Tinto Finance (USA) plc fully and unconditionally guaranteed by Rio Tinto plc and Rio Tinto Limited (the “Guarantors”). Each of these series of the notes and related guaranteed was issued pursuant to an effective registration statement and a related prospectus and prospectus supplements setting for the terms of the relevant series of notes and related guarantees.

Rio Tinto Finance (USA) Limited, a wholly owned subsidiary of Rio Tinto Limited, and Rio Tinto Finance (USA) plc, an indirect wholly owned subsidiary of Rio Tinto plc, Rio Tinto Finance (USA) Limited and Rio Tinto Finance (USA) plc (together, the “Issuers”, “we”, “us” and “our”) are finance companies through which the Rio Tinto Group conducts its treasury operations.

The following table sets for the dates of the registration statements, dates of the base prospectus, dates of issuance and issuer for each relevant series of the notes (“Notes”).

Notes	Registration<br>Statement	Date of Base<br>Prospectus	Issuer/<br>Date of Issuance
$1,250,000,000<br>2.750% Guaranteed Notes due 2051	333-258553	21 May 2020	RioTinto Finance (USA) Limited<br>2 November 2021
$750,000,000<br>4.125% Guaranteed Notes due 2042	333-175037	16 March 2012	Rio Tinto Finance (USA) plc<br>17 August 2012
$500,000,000<br>4.750% Guaranteed Notes due 2042	333-175037	16 March 2012	Rio Tinto Finance (USA) plc<br>20 March 2012
$650,000,000<br>5.000% Notes due 2033	333-238553	21 May 2020	Rio Tinto Finance (USA) plc<br>9 March 2023
$1,100,000,000<br>5.125% Notes due 2053	333-238553	21 May 2020	Rio Tinto Finance (USA) plc<br>9 March 2023
$350,000,000<br>5.200% Guaranteed Notes due 2040	333-175037	21 June 2011	Rio Tinto Finance (USA) Limited<br>15 September 2011
$300,000,000<br>5.200% Guaranteed Notes due 2040	333-151839	17 May 2011	Rio Tinto Finance (USA) Limited<br>19 May 2011
$500,000,000<br>5.200% Guaranteed Notes due 2040	333-151839	14 April 2009	Rio Tinto Finance (USA) Limited<br>29 October 2010
$750,000,000<br>7.125% Guaranteed Notes due 2028	333-151839	23 June 2008	Rio Tinto Finance (USA) Limited<br>25 June 2008

DESCRIPTION OF GUARANTEED DEBT SECURITIES

General

As required by federal law of the United States for all bonds and notes of companies that are publicly offered, the debt securities described below are governed by a document called an indenture. The indenture relating to debt securities issued by Rio Tinto Finance (USA) Limited, Rio Tinto Finance (USA) plc and Rio Tinto Finance (USA) Inc. is a contract among Rio Tinto Finance (USA) Limited, Rio Tinto Finance (USA) plc, Rio Tinto Finance (USA) Inc., Rio Tinto plc, Rio Tinto Limited and The Bank of New York Mellon. The Bank of New York Mellon acts as the trustee under the Indenture dated July 2, 2001, which was amended and restated on March 16, 2012 (the “Base Indenture”) and amended by the supplemental indenture dated May 8, 2017 (the “First Supplemental Indenture”) and the supplemental indenture dated May 6, 2020 (the “Second Supplemental Indenture”, which, together with the Base Indenture and the First Supplemental Indenture, is referred to herein as the “indenture”). The trustee has two principal functions:

•First, it can enforce the rights of holders of the debt securities against us or Rio Tinto if we or Rio Tinto default on debt securities issued under the indenture. There are some limitations on the extent to which the trustee acts on behalf of holders of the debt securities, described under “— Default and Related Matters — Events of Default — Remedies If an Event of Default Occurs” below; and

•Second, the trustee performs administrative duties for us, such as sending interest payments to holders, transferring debt securities to new buyers and sending notices to holders.

Both Rio Tinto plc and Rio Tinto Limited act as the guarantors of the debt securities issued under the indenture. The guarantees are described under “— Guarantees” below.

The indenture and its associated documents contain the full legal text of the matters described in this section. The indenture, the debt securities and the guarantees are governed by New York law. A copy of the form of indenture is filed with the SEC as an exhibit to the registration statement.

We may issue as many distinct series of debt securities under the indenture as we wish. This section summarizes all material terms of the debt securities and the guarantees that are common to all series, unless otherwise indicated in the prospectus supplement relating to a particular series.

Interest rates

In addition to debt securities that bear interest at fixed rates, we may, from time to time, issue floating rate debt securities that bear interest at rates based on other interest rates as may be described in the applicable prospectus supplement.

Guarantees

Both Rio Tinto plc and Rio Tinto Limited will fully and unconditionally guarantee the payment of the principal of, premium, if any, and interest on the debt securities, including any additional amounts which may be payable in respect of the debt securities, as described under “— Special Situations — Payment of Additional Amounts”. Rio Tinto plc and Rio Tinto Limited guarantee the payment of such amounts when such amounts become due and payable, whether at the stated maturity of the debt securities, by declaration or acceleration, call for redemption or otherwise. Each of Rio Tinto plc and Rio Tinto Limited is individually obligated to pay such amounts.

Legal Ownership

Street Name and Other Indirect Holders

Investors who hold debt securities in accounts at banks or brokers will generally not be recognized by us as legal holders of debt securities. This is called holding in street name. Instead, we would recognize only the bank or broker, or the financial institution the bank or broker uses to hold its debt securities. These intermediary banks, brokers and other financial institutions pass along principal, interest and other payments on the debt securities, either because they agree to do so in their customer agreements or because they are legally required to do so. Holders of debt securities who hold in street name should check with their institutions to find out:

•how it handles payments in respect of the debt securities and notices;

•whether it imposes fees or charges;

•how it would handle voting if it were ever required;

•whether and how holders can instruct it to send their debt securities, registered in their own names so they can be direct holders as described below; and

•how it would pursue rights under the debt securities if there were a default or other event triggering the need for holders to act to protect their interests.

Direct Holders

Our obligations, as well as the obligations of the trustee and those of any third parties employed by us or the trustee, run only to persons who are registered as holders of debt securities. As noted above, we do not have obligations to holders who hold in street name or other indirect means, either because such holders choose to hold debt securities in that manner or because the debt securities are issued in the form of global securities as described below. For example, once we make payment to the registered holder, we have no further responsibility for the payment even if that holder is legally required to pass the payment along to the street name customer but does not do so.

Global Securities

What is a Global Security? A global security is a special type of indirectly held security, as described above under “— Street Name and Other Indirect Holders”. If we choose to issue debt securities in the form of global securities, the ultimate beneficial owners can only be indirect holders.

We require that the global security be registered in the name of a financial institution we select. In addition, we require that the debt securities included in the global security not be transferred to the name of any other direct holder unless the special circumstances described below occur. The financial institution that acts as the sole direct holder of the global security is called the depositary. Any person wishing to own a security must do so indirectly by virtue of an account with a broker, bank or other financial institution that in turn has an account with the depositary. The prospectus supplement indicates whether a particular series of debt securities will be issued only in the form of global securities.

Special Investor Considerations for Global Securities. As an indirect holder, an investor’s rights relating to a global security will be governed by the account rules of the investor’s financial institution and of the depositary, as well as general laws relating to securities transfers. We do not recognize this type of investor as a holder of debt securities and instead deal only with the depositary that holds the global security.

Investors in debt securities that are issued only in the form of global debt securities should be aware that:

•They cannot get debt securities registered in their own names.

•They cannot receive physical certificates for their interests in the debt securities.

•They will be street name holders and must look to their own banks or brokers for payments on the debt securities and protection of their legal rights relating to the debt securities, as explained earlier under “— Street Name and Other Indirect Holders”.

•They may not be able to sell interests in the debt securities to some insurance companies and other institutions that are required by law to own their debt securities in the form of physical certificates.

•The depositary’s policies will govern payments, transfers, exchange and other matters relating to holders’ interests in the global security. We and the trustee have no responsibility for any aspect of the depositary’s actions or for its records of ownership interests in the global security. We and the trustee also do not supervise the depositary in any way.

•The depositary will require that interests in a global security be purchased or sold within its system using same-day funds.

Special Situations When Global Security Will Be Terminated. In a few special situations described later, the global security will terminate and interests in it will be exchanged for physical certificates representing debt securities. After that exchange, the choice of whether to hold debt securities directly or in street name will be up to the investor. Investors must consult their own bank or brokers to find out how to have their interests in debt securities transferred to their own name so that they will be direct holders. The rights of street name investors and direct holders in the debt securities have been previously described in the subsections entitled “ — Street Name and Other Indirect Holders” and “— Direct Holders”.

The special situations for termination of a global security are:

•When the depositary notifies us or Rio Tinto that it is unwilling, unable or ceases to be a clearing agency registered under the Exchange Act.

•When an event of default on the debt securities has occurred and has not been cured. Defaults are discussed below under “— Default and Related Matters — Events of Default”.

When a global security terminates, the depositary (and not we or the trustee) is responsible for deciding the names of the institutions that will be the initial direct holders.

Overview of Remainder of this Description

The remainder of this description summarizes:

•Additional mechanics relevant to the debt securities under normal circumstances, such as how to transfer ownership and where we make payments.

•Holders’ rights under several special situations, such as if we merge with another company, if we want to change a term of the debt securities or if we want to redeem the debt securities for tax reasons.

•Holders’ rights to receive payment of additional amounts due to changes in the withholding requirements of various jurisdictions.

•Covenants contained in the indenture that restrict our and Rio Tinto’s ability to incur liens. A particular series of debt securities may have additional covenants.

•Holders’ rights if we or Rio Tinto default in respect of our or Rio Tinto’s obligations under the debt securities or experience other financial difficulties.

•Our relationship with the trustee.

Additional Mechanics

Exchange and Transfer

The debt securities will be issued:

•only in fully registered form;

•without interest coupons; and

•unless indicated in the applicable prospectus supplement, in denominations that are even multiples of U.S.$1,000.

Holders may have their debt securities broken into more debt securities of smaller denominations or combined into fewer debt securities of larger denominations, as long as the total principal amount is not changed. This is called an exchange.

Holders may exchange or transfer their debt securities at the office of the trustee. The trustee acts as our agent for registering debt securities in the names of holders and transferring the securities. We may change this appointment to another entity or perform the service ourselves. The entity performing the role of maintaining the list of registered holders is called the security registrar. It will also register transfers of the debt securities.

Holders will not be required to pay a service charge to transfer or exchange debt securities, but may be required to pay for any tax or other governmental charge associated with the exchange or transfer. The transfer or exchange of a registered debt security will only be made if the security registrar is satisfied with a holder’s proof of ownership.

If we have designated additional transfer agents, they are named in the prospectus supplement. We may cancel the designation of any particular transfer agent. We may also approve a change in the office through which any transfer agent acts.

If the debt securities are redeemable and we redeem less than all of the debt securities of a particular series, we may block the transfer or exchange of debt securities during a specified period of time in order to freeze the list of holders to prepare the mailing. The period begins 15 days before the day we mail the notice of redemption and ends on the day of that mailing. We may also refuse to register transfers or exchanges of debt securities selected for redemption. However, we will continue to permit transfers and exchanges of the unredeemed portion of any security being partially redeemed.

Payment and Paying Agents

We will pay interest to holders who are direct holders listed in the trustee’s records at the close of business on a particular day in advance of each due date for interest, even if such holders no longer own the security on the interest due date. That particular day, usually the Clearing System Business Day immediately prior to the interest due date, is called the regular record date and is stated in the prospectus supplement.

We will pay interest, principal and any other money due on your debt securities at the corporate trust office of the trustee in New York City. That office is currently located at 240 Greenwich Street, New York, NY 10286. Holders must make arrangements to have payments picked up at or wired from that office. We may also choose to pay interest by mailing checks.

Interest on global securities will be paid to the holder thereof by wire transfer of same-day funds.

Holders buying and selling debt securities must work out between them how to compensate for the fact that we will pay all the interest for an interest period to, in the case of registered debt securities, the one who is the registered holder on the regular record date. The most common manner is to adjust the sales price of the debt securities to prorate interest fairly between buyer and seller. This prorated interest amount is called accrued interest.

Street name and other indirect holders should consult their banks or brokers for information on how they will receive payments.

We or Rio Tinto may also arrange for additional payment offices, and may cancel or change these offices, including our or Rio Tinto’s use of the trustee’s corporate trust office. These offices are called paying agents. We may also choose to act as our own paying agent. We must notify holders of changes in the paying agents for any particular series of debt securities.

Notices

We and the trustee will send notices only to direct holders, using their addresses as listed in the security register.

Regardless of who acts as paying agent, all money that we pay to a paying agent that remains unclaimed at the end of two years after the amount is due to direct holders will be repaid to us. After that two-year period, holders may look only to us for payment and not to the trustee, any other paying agent or anyone else.

Special Situations

Mergers and Similar Events

We, Rio Tinto plc and Rio Tinto Limited are generally permitted to consolidate or merge with another entity. We, Rio Tinto plc and Rio Tinto Limited are also permitted to sell or lease substantially all of our assets to another entity or to buy or lease substantially all of the assets of another entity. However, Rio Tinto Finance (USA) Limited may only take these actions if the successor entity is incorporated or organized under the laws of Australia, any state thereof, or the United States, any state thereof, or the District of Columbia; Rio Tinto Finance (USA) plc may only take these actions if the successor entity is incorporated or organized under the laws of the United Kingdom, or any political subdivision thereof, or the United States, any state thereof, or the District of Columbia; and Rio Tinto Finance (USA) Inc. may only take these actions if the successor entity is incorporated or organized under the laws of the United States, any state thereof, or the District of Columbia. In addition, neither we, Rio Tinto plc nor Rio Tinto Limited may take any of these actions unless all the following conditions are met:

•Where Rio Tinto Finance (USA) Limited, Rio Tinto Finance (USA) plc, Rio Tinto Finance (USA) Inc., Rio Tinto plc or Rio Tinto Limited merges out of existence or sells or leases substantially all its assets, the successor entity must be duly organized and validly existing under the laws of the applicable jurisdiction.

•If such successor entity is organized under the laws of a jurisdiction other than Australia, the United Kingdom, or the United States, any state thereof, or the District of Columbia, it must indemnify holders against any governmental charge or other cost resulting from the transaction.

•Neither we, Rio Tinto plc nor Rio Tinto Limited may be in default on the debt securities or guarantees immediately prior to such action and such action must not cause a default. For purposes of this no-default test, a default would include an event of default that has occurred and not been cured, as described under “— Default and Related Matters — Events of Default — What is An Event of Default?” A default for this purpose would also include any event that would be an event of default if the requirements for notice of default or existence of defaults for a specified period of time were disregarded.

•If we, Rio Tinto plc or Rio Tinto Limited merges out of existence or sells or leases substantially all of our or their assets, the successor entity must execute a supplement to the indenture, known as a supplemental indenture. In the supplemental indenture, the entity must promise to be bound by every obligation in the indenture applicable to Rio Tinto Finance (USA) Limited, Rio Tinto Finance (USA) plc, Rio Tinto Finance (USA) Inc., Rio Tinto plc or Rio Tinto Limited, as the case may be.

•We, Rio Tinto plc or Rio Tinto Limited, as the case may be, must deliver a certificate and an opinion of counsel to the trustee, each stating that the consolidation, merger, conveyance, transfer or lease, and, if applicable, the supplemental indenture pursuant to which the successor entity assumes our obligations or the obligations of Rio Tinto plc or Rio Tinto Limited, are in compliance with the indenture.

•Neither our nor Rio Tinto’s assets or properties may become subject to any impermissible lien unless the debt securities issued under the indenture are secured equally and ratably with the indebtedness secured by the impermissible lien. Impermissible liens are described in further detail below under “— Restrictive Covenants — Restrictions on Liens”.

The terms of the indenture provide that, in certain circumstances, the obligations of the issuer under the debt securities may be assumed by another entity. Any such assumption might be treated for U.S. federal income tax purposes as a deemed disposition of debt securities by a U.S. holder in exchange for new debt securities issued by the new obligor. As a result of this deemed disposition, a U.S. holder could be required to recognize capital gain or loss for U.S. federal income tax purposes equal to the difference, if any, between the issue price of the new debt securities (as determined for U.S. federal income tax purposes), and the U.S. holder’s tax basis in the debt securities. U.S. holders should consult their tax advisors concerning the U.S. federal income tax consequences to them of a change in obligor with respect to the debt securities.

Modification and Waiver

There are three types of changes we can make to the indenture and the debt securities.

Changes Requiring the Approval of all Holders. First, there are changes that cannot be made to the debt securities without the specific approval of each holder of the debt securities of the applicable series. Following is a list of those types of changes:

•changes to the stated maturity of the principal or the interest payment dates on a debt security;

•any reduction in amounts due on a debt security;

•changes to any of our or Rio Tinto’s obligations to pay additional amounts described later under “ — Payment of Additional Amounts”;

•any reduction in the amount of principal payable upon acceleration of the maturity of a debt security following a default;

•changes in the place or currency of payment on a debt security;

•any impairment of holders’ right to sue for payment;

•any reduction in the percentage of holders of debt securities whose consent is needed to modify or amend the indenture;

•any reduction in the percentage of holders of debt securities whose consent is needed to waive compliance with various provisions of the indenture or to waive various defaults; and

•any modification, in any manner adverse to the holders of the debt securities, to the obligations of Rio Tinto plc or Rio Tinto Limited in respect of the payment of principal, premium, if any, and interest, if any.

Changes Requiring a Majority Vote. The second type of change to the indenture and the debt securities is the kind that requires a vote in favor by holders of debt securities owning a majority of the principal amount of the particular series affected. Most changes fall into this category, except for clarifying changes, amendments, supplements and other changes that would not adversely affect holders of the debt securities in any material respect. The same vote would be required for us to obtain a waiver of all or part of the covenants described below or a waiver of a past default. However, we cannot obtain a waiver of a payment default or any other aspect of the indenture or the debt securities listed in the first category described previously under “— Changes Requiring the Approval of all Holders” unless we obtain the individual consent of each holder to the waiver.

Changes Not Requiring Approval. The third type of change does not require any vote by holders of debt securities. This type is limited to clarifications and other changes that would not adversely affect holders of the debt securities in any material respect.

Further Details Concerning Voting. When taking a vote, we will use the following rules to decide how much principal amount to attribute to a security:

For original issue discount securities, we will use the principal amount that would be due and payable on the voting date if the maturity of the debt securities were accelerated to that date because of a default.

•For debt securities whose principal amount is not known (for example, because it is based on an index), we will use a special rule for that security described in the prospectus supplement.

•For debt securities denominated in one or more foreign currencies or currency units, we will use the U.S. dollar equivalent.

•Debt securities will not be considered outstanding, and therefore not eligible to vote, if we have deposited or set aside in trust money for their payment or redemption. Debt securities will also not be eligible to vote if they have been fully defeased as described later under “— Defeasance and Covenant Defeasance — Defeasance and Discharge”.

•We will generally be entitled to set any day as a record date for the purpose of determining the holders of outstanding debt securities that are entitled to vote or take other action under the indenture. In limited circumstances, the trustee will be entitled to set a record date for action by holders. If we or the trustee set a record date for a vote or other action to be taken by holders of a particular series, that vote or action may be taken only by persons who are holders of outstanding debt securities of that series on the record date and must be taken within 180 days following the record date or another period that we may specify (or as the trustee may specify, if it set the record date). We may shorten or lengthen (but not beyond 180 days) this period from time to time.

Street name and other indirect holders should consult their banks or brokers for information on how approval may be granted or denied if we seek to change the indenture or the debt securities or request a waiver.

Optional Tax Redemption

The debt securities of any series may be redeemed in whole but not in part, in the three situations described below. The redemption price for the debt securities will be equal to the principal amount of the debt securities being redeemed plus accrued interest and any additional amounts due on the date fixed for redemption. Holders must receive between 10 and 60 days’ notice before their debt securities are redeemed.

The first situation is where, as a result of a change in or amendment to any laws, regulations or rulings or the official application or interpretation of such laws, regulations or rulings, or any change in the official application or interpretation of, or any execution of or any amendment to, any treaty or treaties affecting taxation, any of we, Rio Tinto plc or Rio Tinto Limited determines that it would be required to pay additional amounts as described later under “— Payment of Additional Amounts”.

The second situation is where, as a result of a change in or amendment to any laws, rulings or regulations or the official application or interpretation of such laws, rulings or regulations, or any change in the official application or interpretation of, or any execution of or any amendment to, any treaty or treaties affecting taxation, Rio Tinto plc or Rio Tinto Limited or any subsidiary of either of them determines that it would have to deduct or withhold tax on any payment to us to enable it to make a payment of principal or interest on a debt security.

In the first and second situations, the option to redeem the debt securities applies only in the case of changes or amendments that occur on or after the date specified in the prospectus supplement for the applicable series of debt securities and in the jurisdiction where Rio Tinto plc and Rio Tinto Limited are incorporated. If we, Rio Tinto plc or Rio Tinto Limited, as the case may be, have been succeeded by another entity, the applicable jurisdiction will be the jurisdiction in which such successor entity is organized, and the applicable date will be the date the entity became a successor.

In addition, in the case of the first and second situations, we, Rio Tinto plc or Rio Tinto Limited will not have the option to redeem if we could have avoided the payment of additional amounts or the deduction or withholding by using reasonable measures available to us.

The third situation is where, following a merger or consolidation of Rio Tinto plc or Rio Tinto Limited or a transfer or lease of all of Rio Tinto plc’s or Rio Tinto Limited’s assets, the person formed by such merger, consolidation, transfer or lease is organized under the laws of a jurisdiction other than the United States, the United Kingdom or Australia, or any political subdivisions thereof, and is required to pay additional amounts as described under “—Payment of Additional Amounts”.

We, Rio Tinto plc or Rio Tinto Limited shall deliver to the trustee an Officer’s Certificate to the effect that the circumstances required for redemption exist.

Restrictive Covenants

Restrictions on Liens

Some of our or Rio Tinto’s property may be subject to a mortgage or other legal mechanism that gives our and Rio Tinto’s lenders preferential rights in that property over other lenders, including the holders of the debt securities, or over our and Rio Tinto’s general creditors if we fail to pay them back. These preferential rights are called liens. We promise that we will not become obligated on any new debt for borrowed money that is secured by a lien on any of our or Rio Tinto’s properties, unless we or Rio Tinto grant an equivalent or higher-ranking lien on the same property to the holders of the debt securities.

Neither we nor Rio Tinto need to comply with this restriction if the amount of all debt that would be secured by liens on our or Rio Tinto’s properties, excluding the debt secured by the liens that are listed below, is less than 10% of Rio Tinto’s consolidated net worth plus minorities. Consolidated net worth plus minorities is defined in the indenture as a measure of the net worth of Rio Tinto that includes amounts attributable to the outside interests in the accounting subsidiaries of Rio Tinto. A substantial portion of the consolidated assets of Rio Tinto is held by their subsidiaries and thus would not be subject to this restriction on liens.

This restriction on liens applies only to liens for borrowed money. In addition, this restriction on liens also does not apply to debt secured by a number of different types of liens. These types of liens include the following:

•any lien existing on or before the date of the issuance of the applicable series of debt securities;

•any lien arising by operation of law and not as a result of any act or omission on our or Rio Tinto’s part;

•liens arising from any judgment against us or Rio Tinto that does not give rise to an event of default;

•any lien created on property (or the title documents for that property) acquired after the date of the issuance of the applicable series of debt securities for the sole purpose of financing or refinancing or securing the cost of that property so long as the principal moneys secured by the property do not exceed the cost of that acquisition;

•any lien over property (or the title documents for that property) that was in existence at the time we or Rio Tinto acquired the property;

•any lien over assets and/or, where such assets comprise substantially the whole of the assets of their owner, shares or stock in the owner of those assets that secures project finance borrowing to finance the costs of developing, or acquiring and developing, those assets;

•any lien over property, including improvements, which was developed, constructed or improved by us or Rio Tinto, acquired after the date of the issuance of the applicable series of debt securities,

◦to secure the payment of all or any part of the cost of development or construction of or improvement on the property, or

◦to secure indebtedness incurred by us or Rio Tinto for the purpose of financing all or any part of the cost of development or construction or of improvements on the property,

so long as the secured indebtedness does not exceed the higher of the cost or the fair market value of that

development, construction or improvement;

•any lien arising solely by operation of law over any credit balance or cash held in an account with a financial institution;

•any lien arising in transactions entered into or established for our or Rio Tinto’s benefit in connection with any of the following:

◦the operation of cash management programs;

◦other payment netting arrangements;

◦derivatives transactions (including swaps, caps, collars, options, futures transactions, forward rate agreements and foreign exchange transactions and any other similar transaction (including any option with respect to any of the foregoing) and any combination of any of the foregoing);

◦other normal banking transactions; or

◦in the ordinary course of letter of credit transactions;

◦any lien securing our or Rio Tinto’s indebtedness for borrowed money incurred in connection with the financing of our or Rio Tinto’s accounts receivable;

•any lien arising in the ordinary course of dealings in base and precious metals, other minerals, petroleum or any other materials;

•any lien incurred or deposits made in the ordinary course of business, including, but not limited to;

◦any mechanics’, materialmen’s, carriers’, workmen’s, vendors’ or similar lien;

◦any lien securing amounts in connection with workers’ compensation unemployment insurance and other types of social security; and

◦any easements, right-of-way, restrictions and other similar charges;

•any lien securing all or part of our or Rio Tinto’s interest in any mine or mineral deposit and/or facilities and/or any agreement or instrument relating to a mine or mineral deposit that is in favor of any operator or participant in that mine, mineral deposit or facility if

◦the lien serves as security for any sum which may become due to

▪an operator in its capacity as operator; or

▪to a participant by virtue of any agreement or instrument relating to such mine or mineral deposit and/or facilities; and

◦the lien is limited to the relevant mine or mineral deposit and/or facilities;

◦any lien upon specific items of our or Rio Tinto’s inventory or other goods, and proceeds inventory or other goods, securing our or Rio Tinto’s obligations relating to bankers’ acceptances, issued or created for our or Rio Tinto’s account to facilitate the purchase, shipment or storage of the inventory or other goods;

◦any lien incurred or deposits made securing our or Rio Tinto’s performance of tenders, bids, leases, statutory obligations, surety and appeal bonds, government contracts, performance and return-of-money bonds and other obligations of like nature incurred in the ordinary course of our or Rio Tinto’s business;

◦any lien on any of our or Rio Tinto’s property in favor of the Federal Government of the United States or the government of any state thereof, or the government of Australia or the government of any state or territory thereof, the United Kingdom, or the government of any member nation of the European Union, or any instrumentality of any of them, securing our or Rio Tinto’s obligations under any contract or payments owed to such entity pursuant to applicable laws, rules, regulations or statutes;

◦any liens securing taxes or assessments or other applicable governmental charges or levies;

◦any liens securing industrial revenue, development or similar bonds issued by us or Rio Tinto, or for our or Rio Tinto’s benefit, provided that the industrial revenue, development or similar bonds the sale or other transfer of

▪any minerals in place, or for the future production of minerals, for a specified period of time or in any amount such that, the purchaser will realize from such sale or transfer a specified amount of money or minerals; or

▪any other interest in property that is commonly referred to as a “production payment”;

◦any liens in favor of any company in the Rio Tinto Group;

◦any liens securing indebtedness for which we or Rio Tinto have paid money or deposited securities in an arrangement to discharge in full any liability relating to that indebtedness; and

◦any extension, renewal or replacement (or successive extensions, renewals or replacements), as a whole or in part, of any lien referred to above, so long as

▪the amount does not exceed the principal amount of the borrowed money secured by the lien which is to be extended, renewed or replaced; and

▪the extension, renewal or replacement lien is limited to all or a part of the same property, including improvements, that secured the lien to be extended, renewed or replaced.

Under the indenture, the following are not considered liens securing indebtedness and so are not prevented by the restrictions:

•any acquisition of any property or assets by us or Rio Tinto that is subject to any reservation that creates or reserves for the seller an interest in any metals or minerals in place or the proceeds from

•any conveyance or assignment in which we or Rio Tinto convey or assign an interest in any metals or minerals in place or the proceeds from their sale; or

•any lien upon any of our or Rio Tinto’s wholly or partially owned or leased property or assets, to secure the payment of our or Rio Tinto’s proportionate part of the development or operating expenses in realizing the metal or mineral resources of such property.

Restrictions on Sales and Leasebacks

Neither we, Rio Tinto plc nor Rio Tinto Limited will enter into any sale and leaseback transaction involving a property, other than as allowed by this covenant. A sale and leaseback transaction is an arrangement between us or Rio Tinto and a bank, insurance company or other lender or investor where we lease a property that we previously owned for more than 270 days and sold to a lender or investor or to any person to whom the lender or investor has advanced funds on the security of the principal property.

The restriction on sales and leasebacks does not apply to any sale and leaseback transaction between any companies of the Rio Tinto Group. It also does not apply to any lease with a term, including renewals, of three years or less. Further, the indenture

does not restrict the ability of any subsidiary (other than Rio Tinto Finance (USA) Limited, Rio Tinto Finance (USA) plc and Rio Tinto Finance (USA) Inc.) to enter into sale and leaseback transactions. A substantial portion of our and Rio Tinto’s consolidated assets is held directly by subsidiaries and so would not be subject to the covenant restricting sale and leaseback transactions.

The covenant allows us or Rio Tinto to enter into sale and leaseback transactions in two additional situations. First, we or Rio Tinto may enter sale and leaseback transactions if we could grant a lien on the property in an amount equal to the indebtedness attributable to the sale and leaseback transaction without being required to grant an equivalent or higher-ranking lien to the holders of the debt securities under the restriction on liens described above.

Second, we or Rio Tinto may enter sales and leaseback transactions if, within one year of the transaction, we or Rio Tinto, as the case may be, invest an amount equal to at least the net proceeds of the sale of the principal property that we or Rio Tinto, as the case may be, lease in the transaction or the fair value of that property, whichever is greater. This amount must be invested in any of our or Rio Tinto’s property or used to retire indebtedness for money that we borrowed, incurred or assumed that either has a maturity of 12 months or more from the date of incurrence of the indebtedness or which may be extended beyond 12 months from that date at our and Rio Tinto’s option.

Defeasance and Covenant Defeasance

The following discussion of defeasance and discharge will be applicable to a series of debt securities only if the prospectus supplement applicable to the series so states.

Defeasance and Discharge

We, Rio Tinto plc and Rio Tinto Limited can legally release ourselves from any payment or other obligations on the debt securities, except for various obligations described below, if we, Rio Tinto plc or Rio Tinto Limited, in addition to other actions, put in place the following arrangements for you to be repaid:

•We, Rio Tinto plc or Rio Tinto Limited must deposit in trust for the benefit of all other direct holders of the debt securities a combination of money and U.S. government or U.S. government agency notes or bonds that will generate enough cash to make interest, principal and any other payments on the debt securities on their various due dates.

•We, Rio Tinto plc or Rio Tinto Limited must deliver to the trustee a legal opinion of counsel of recognized standing with respect to such matters confirming that either (A) there has been a change in U.S. federal income tax law or (B) we have received from, or there has been published by, the U.S. Internal Revenue Service (the “IRS”) a ruling in each case to the effect that we may make the above deposit without causing beneficial owners of the debt securities to be taxed on the debt securities any differently than if we did not make the deposit and just repaid the debt securities ourselves.

However, even if we, Rio Tinto plc or Rio Tinto Limited take these actions, a number of our obligations relating to the debt securities will remain. These include the following obligations:

•to register the transfer and exchange of debt securities;

•to replace mutilated, destroyed, lost or stolen debt securities;

•to maintain paying agencies; and

•to hold money for payment in trust.

Covenant Defeasance

We, Rio Tinto plc or Rio Tinto Limited can be legally released from compliance with certain covenants, including those described under “— Restrictive Covenants” and any that may be described in the applicable prospectus supplement and including the related Events of Default if we, Rio Tinto plc or Rio Tinto Limited, as the case may be, take all the steps described above under “— Defeasance and Covenant Defeasance — Defeasance and Discharge” except that the opinion of counsel does not have to refer to a change in U.S. federal income tax laws or a ruling from the IRS.

Further Issues

We may from time to time, without your consent, create and issue further notes having the same terms and conditions as the notes so that the further issue is consolidated and forms a single series with such notes, provided however that such further notes will not have the same CUSIP, ISIN or other identifying number as the outstanding notes of the relevant series unless the further notes are fungible with the outstanding notes of the relevant series for U.S. federal income tax purposes.

Default and Related Matters

Ranking

The debt securities are not secured by any of our property or assets nor Rio Tinto’s property or assets. Accordingly, holders of debt securities are unsecured creditors of Rio Tinto. The debt securities are not subordinated to any of our or Rio Tinto’s other debt obligations and therefore they rank equally with all our and Rio Tinto’s other unsecured and unsubordinated indebtedness.

Events of Default

Holders will have special rights if an event of default occurs and is not cured, as described later in this subsection.

What Is An Event of Default? The term event of default means any of the following:

•Neither we, Rio Tinto plc nor Rio Tinto Limited pay the principal or any premium on a debt security and, in the case of technical or administrative difficulties, only if such failure to pay persists for more than three business days. As used here, a business day is a week day on which financial institutions in New York and the applicable place of payment are open for business.

•Neither we, Rio Tinto plc nor Rio Tinto Limited pay interest or any additional amounts on a debt security within 30 days of its due date.

•Neither we, Rio Tinto plc nor Rio Tinto Limited make a deposit of any applicable sinking fund payment within 30 days of its due date, or any applicable longer period of grace.

•We, Rio Tinto plc or Rio Tinto Limited remain in breach of a covenant or any other term of the indenture or series of debt securities for 90 days after we, Rio Tinto plc or Rio Tinto Limited, as the case may be, receive a notice of default stating we, Rio Tinto plc or Rio Tinto Limited are in breach. The notice must be sent by either the trustee or holders of 25% of the principal amount of debt securities of the affected series.

•We, Rio Tinto plc or Rio Tinto Limited file for bankruptcy or certain other events in bankruptcy, insolvency or reorganization occur, unless, in the case of Rio Tinto plc or Rio Tinto Limited, the reorganization is a voluntary winding up carried out in accordance with English or Australian statutory requirements as applicable and which results in a legal entity that is liable under the guarantees, and which owns the assets of Rio Tinto plc or Rio Tinto Limited, respectively.

•Our or Rio Tinto’s other borrowings in principal amount of at least U.S.$50,000,000 are accelerated by reason of a default and steps are taken to obtain repayment of these borrowings.

•We or Rio Tinto fail to make a payment of principal of at least U.S.$50,000,000 or fail to honor any guarantee or indemnity with respect to borrowings of at least U.S.$50,000,000 and steps are taken to enforce either of these obligations.

•Any mortgage, pledge or other charge granted by us or Rio Tinto in relation to any borrowing of at least U.S.$50,000,000 becomes enforceable and steps are taken to enforce the mortgage, pledge or other charge, as the case may be.

•Any other event of default described in the prospectus supplement occurs.

Remedies If an Event of Default Occurs. If an event of default has occurred and has not been cured, the trustee or the holders of 25% in principal amount of the debt securities of the affected series may declare the entire principal amount of all the debt securities of that series to be due and immediately payable. This is called a declaration of acceleration of maturity. A declaration of acceleration of maturity may be canceled by the holders of at least a majority in principal amount of the debt securities of the affected series if we, Rio Tinto plc or Rio Tinto Limited have paid the outstanding amounts, other than amounts due because of the acceleration of maturity, and we, Rio Tinto plc or Rio Tinto Limited have satisfied certain other conditions.

Except in cases of default, where the trustee has some special duties, the trustee is not required to take any action under the indenture at the request of any holders unless the holders offer the trustee reasonable protection from expenses and liability. This protection is called an indemnity. If reasonable indemnity is provided, the holders of a majority in principal amount of the outstanding debt securities of the relevant series may direct the time, method and place of conducting any lawsuit or other formal legal action seeking any remedy available to the trustee. These majority holders may also direct the trustee in performing any other action under the indenture.

Before bypassing the trustee and bringing a lawsuit or other formal legal action or taking other steps to enforce rights or protect interests relating to the debt securities, the following must occur:

•The trustee must be given written notice that an event of default has occurred and remains uncured.

•The holders of 25% in principal amount of all outstanding debt securities of the relevant series must make a written request that the trustee take action because of the default, and must offer reasonable indemnity to the trustee against the cost and other liabilities of taking that action.

•The trustee must have not taken action for 60 days after receipt of the above notice and offer of indemnity and the trustee has not received an inconsistent direction from the holders of a majority in principal amount of all outstanding debt securities during that period.

However, such limitations do not apply to a suit instituted for the enforcement of payment of the principal of or interest on a debt security on or after the respective due dates.

Street name and other indirect holders should consult their banks or brokers for information on how to give notice or direction to or make to or make a request of the trustee and to make or cancel a declaration of acceleration.

We and Rio Tinto will furnish to the trustee every year a written statement of certain of our and Rio Tinto’s officers certifying that, to their knowledge, we and Rio Tinto are in compliance with the indenture and the debt securities, or else specifying any default.

Regarding The Trustee

If an event of default occurs, or an event occurs that would be an event of default if the requirements for giving default notice or the default having to exist for a specific period of time were disregarded, the trustee may be considered to have a conflicting interest with respect to the debt securities for purposes of the Trust Indenture Act of 1939. In that case, the trustee may be required to resign as trustee under the applicable indenture and we or Rio Tinto would be required to appoint a successor trustee.

CLEARANCE AND SETTLEMENT

General

Debt securities we issue may be held through one or more international and domestic clearing systems. The principal clearing systems we will use are the book-entry systems operated by The Depository Trust Company (“DTC”) in the United States, Clearstream Banking, S.A. in Luxembourg (“Clearstream, Luxembourg”) and Euroclear SA/NV (“Euroclear”) in Brussels, Belgium. These systems have established electronic securities and payment transfer, processing, depositary and custodial links among themselves and others, either directly or through custodians and depositaries. These links allow securities to be issued, held and transferred among the clearing systems without the physical transfer of certificates.

Other Clearing Systems

We may choose any other clearing system for a particular series of debt securities. The clearance and settlement procedures for the clearing system we choose will be described in the applicable prospectus supplement.

Primary Distribution

The distribution of debt securities will be cleared through one or more of the clearing systems that we have described above or any other clearing system that is specified in the applicable prospectus supplement. Payment for debt securities will be made on a delivery versus payment or free delivery basis. These payment procedures will be more fully described in the applicable prospectus supplement.

Clearance and settlement procedures may vary from one series of debt securities to another according to the currency that is chosen for the specific series of debt securities. Customary clearance and settlement procedures are described below.

We will submit applications to the relevant system or systems for the debt securities to be accepted for clearance. The clearance numbers that are applicable to each clearance system will be specified in the applicable prospectus supplement.

Clearance and Settlement Procedures — DTC

DTC participants that hold securities through DTC on behalf of investors will follow the settlement practices applicable to U.S. corporate debt obligations in DTC’s Same-Day Funds Settlement System.

Debt securities will be credited to the securities custody accounts of these DTC participants against payment in the same-day funds, for payments in U.S. dollars, on the settlement date. For payments in a currency other than U.S. dollars, securities will be credited free of payment on the settlement date.

Clearance and Settlement Procedures — Euroclear and Clearstream, Luxembourg

We understand that investors that hold their securities through Euroclear or Clearstream, Luxembourg accounts will follow the settlement procedures that are applicable to conventional Eurobonds in registered form.

Debt securities will be credited to the securities custody accounts of Euroclear and Clearstream, Luxembourg participants on the business day following the settlement date, for value on the settlement date. They will be credited either free of payment or against payment for value on the settlement date.

Secondary Market Trading

Trading between DTC Participants

We understand that secondary market trading between DTC participants will occur in the ordinary way in accordance with DTC’s rules. Secondary market trading will be settled using procedures applicable to U.S. corporate debt obligations in DTC’s Same-Day Funds Settlement System.

If payment is made in U.S. dollars, settlement will be in same-day funds. If payment is made in a currency other than U.S. dollars, settlement will be free of payment. If payment is made other than in U.S. dollars, separate payment arrangements outside of the DTC system must be made between the DTC participants involved.

Trading between Euroclear and/or Clearstream, Luxembourg Participants

We understand that secondary market trading between Euroclear and/or Clearstream, Luxembourg participants will occur in the ordinary way following the applicable rules and operating procedures of Euroclear and Clearstream, Luxembourg. Secondary market trading will be settled using procedures applicable to conventional Eurobonds in registered form.

Trading between a DTC Seller and a Euroclear or Clearstream, Luxembourg Purchaser

A purchaser of debt securities that are held in the account of a DTC participant must send instructions to Euroclear or Clearstream, Luxembourg at least one business day prior to settlement. The instructions will provide for the transfer of the securities from the selling DTC participant’s account to the account of the purchasing Euroclear or Clearstream, Luxembourg participant. Euroclear or Clearstream, Luxembourg, as the case may be, will then instruct the common depositary for Euroclear and Clearstream, Luxembourg to receive the debt securities either against payment or free of payment.

Special Timing Considerations

You should be aware that investors will only be able to make and receive deliveries, payments and other communications involving debt securities through Clearstream, Luxembourg and Euroclear on days when those systems are open for business. Those systems may not be open for business on days when banks, brokers and other institutions are open for business in the United States.

In addition, because of time-zone differences, there may be problems with completing transactions involving Clearstream, Luxembourg and Euroclear on the same business day as in the United States. U.S. investors who wish to transfer their interests in the debt securities, or to receive or make a payment or delivery of debt securities, on a particular day, may find that the transactions will not be performed until the next business day in Luxembourg or Brussels, depending on whether Clearstream, Luxembourg or Euroclear is used.

DESCRIPTION OF NOTES

The following description is a summary of each of our individual Notes and does not purport to be complete. It is subject to and qualified in its entirety by reference to the indenture dated 2 July 2001with The Bank of New York Mellon, as trustee, the Issuers and the Guarantors, as supplemented and amended dated as of 16 March 2012 and as supplemented by the First Supplemental Indenture dated 8 May 2017 ans the supplemental indenture dated 6 May 2020.

DESCRIPTION OF GUARANTEED 2.750% NOTES DUE 2051

Issuer	Rio Tinto Finance (USA) Limited
Notes Offered	U.S.$1,250,000,000 2.750% notes due 2051
Guarantees	Full and unconditional guarantees of the principal, interest, premium, if any, and any other additional amounts payable in respect of the notes.
Stated Maturity	November 2, 2051
Principal Amount of Notes Being Issued	U.S.$1,250,000,000
Issue Price	98.909%
Ranking	The Notes and guarantees are not secured by any of Rio Tinto Finance (USA) Limited's or Rio Tinto’s respective property or assets and will rank equally with all other unsecured and unsubordinated indebtedness. Since Rio Tinto plc and Rio Tinto Limited are holding companies and currently conduct their operations through subsidiaries, payments on the guarantees are effectively subordinated to the other liabilities of those subsidiaries.
Interest Rate	2.750%
Date Interest Starts Accruing	November 2, 2021
Interest Payment Dates	Semi-annually in arrears on May 2 and November 2 of each year, commencing May 2, 2022.
Business day convention	Following, Unadjusted
Day count fraction	30/360
Optional Redemption	The notes will be redeemable at Rio Tinto Finance (USA) Limited’s option or at the option of Rio Tinto plc and Rio Tinto Limited, in whole or in part, at any time. See “Description of Guaranteed Notes — Optional Redemption” above. Upon redemption, Rio Tinto Finance (USA) Limited will pay a redemption price equal to (i) if such redemption occurs prior to May 2, 2051, the greater of (x) 100% of the principal amount of the notes to be redeemed and (y) as certified to the trustee by Rio Tinto Finance (USA) Limited or Rio Tinto, the sum of the present values of the Remaining Scheduled Payments discounted to the date of redemption on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus a spread of 15 basis points or (ii) if such redemption occurs on or after May 2, 2051, 100% of the principal amount of the notes to be redeemed, together, in either case, with accrued interest on the principal amount of the notes to be redeemed to the date of redemption. The “Comparable Treasury Issue” for purposes of the definition contained in “Description of Guaranteed Notes — Optional Redemption” will be the U.S. Treasury security selected by the quotation agents as having a maturity comparable to the remaining term of the notes to be redeemed that would be utilized, at the time of selection and in accordance with customary financial practice, in pricing new issues of corporate debt securities of comparable maturity to the remaining term of the notes to be redeemed.
Tax Redemption	In the event of various tax law changes that require Rio Tinto Finance (USA) Limited, Rio Tinto plc or Rio Tinto Limited to pay additional amounts and other limited circumstances, as described above under “Description of Guaranteed Debt Securities — Special Situations — Payment of Additional Amounts”, Rio Tinto Finance (USA) Limited, Rio Tinto plc or Rio Tinto Limited may call all, but not less than all, of the notes for redemption at 100% of their aggregate principal amount plus accrued interest to the date of redemption.
Form of Notes; Clearance and Settlement	Rio Tinto Finance (USA) Limited will issue the notes in fully registered form. The notes will be represented by one or more global securities registered in the name of a nominee of DTC and deposited with The Bank of New York Mellon, as depositary. You will hold a beneficial interest in the notes through DTC in book-entry form. Indirect holders trading their beneficial interest in the notes through DTC must trade in DTC’s same-day funds settlement system and pay in immediately available funds. Secondary market trading through Euroclear and Clearstream, Luxembourg will occur in the ordinary way following the applicable rules and operating procedures of Euroclear and Clearstream, Luxembourg.
Denomination	The notes will be issued in minimum denominations of U.S.$2,000 and integral multiples of U.S.$1,000 in excess thereof.
Trustee and Paying Agent	The Bank of New York Mellon
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Listing	New York Stock Exchange.

General

Rio Tinto Finance (USA) Limited were offered U.S.$1,250,000,000 initial aggregate principal amount of 2.750% notes due 2051. Book-entry interests in the notes are issued, as described above in “Clearance and Settlement”, in minimum denominations of U.S.$2,000 and in integral multiples of U.S.$1,000.

The notes bear interest 2.750%, payable semi-annually in arrears on May 2 and November 2 of each year, beginning on May 2, 2022. Interest on the notes is computed on the basis of a 360-day year of twelve 30-day months. If any interest payment date (other than the maturity date) would otherwise be a day that is not a business day, the relevant interest payment date will be postponed to the next day that is a business day.

A “business day” means any day other than a day on which banks are permitted or required to be closed in London and New York, NY. The Indenture, the notes and the guarantees will be governed by New York law.

The notes are unsecured, unsubordinated indebtedness of Rio Tinto Finance (USA) Limited and rank equally with all of its other unsecured and unsubordinated indebtedness from time to time outstanding.

Rio Tinto plc and Rio Tinto Limited each unconditionally guarantee on an unsubordinated basis the due and punctual payment of the principal of and any premium and interest on the notes, when and as any such payments become due and payable, whether at maturity, upon redemption or declaration of acceleration, or otherwise. The guarantees of the notes are unsecured, unsubordinated obligations of Rio Tinto plc and Rio Tinto Limited. The guarantees rank equally with all other unsecured and unsubordinated indebtedness of Rio Tinto plc and Rio Tinto Limited from time to time outstanding. Because Rio Tinto plc and Rio Tinto Limited are holding companies, the notes are effectively subordinated to any indebtedness of each of their subsidiaries.

The trustee is The Bank of New York Mellon. See “Description of Guaranteed Debt Securities — Default and Related Matters” above for a description of the trustee’s procedures and remedies available in the event of default.

The principal corporate trust office of the trustee in New York, NY, is currently designated as the principal paying agent. Rio Tinto Finance (USA) Limited may at any time designate additional paying agents or rescind the designation of paying agents or approve a change in the office through which any paying agent acts.

Payment of principal of and interest on the notes, so long as the notes are represented by global securities, as discussed below, will be made in immediately available funds. Beneficial interests in the global securities are traded in the same-day funds settlement system of The Depository Trust Company, referred to as DTC, and secondary market trading activity in such interests are therefore settled in same-day funds.

Optional Redemption

Rio Tinto Finance (USA) Limited or Rio Tinto may redeem the notes in whole or in part, at its option or at the option of Rio Tinto plc and Rio Tinto Limited at any time and from time to time at a redemption price equal to (i) if such redemption occurs prior to May 2, 2051, the greater of (x) 100% of the principal amount of the notes to be redeemed and (y) as certified to the trustee by Rio Tinto Finance (USA) Limited, the sum of the present values of the Remaining Scheduled Payments discounted to the date of redemption on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus a spread of 15 basis points or (ii) if such redemption occurs on or after May 2, 2051, 100% of the principal amount of the notes to be redeemed, together, in either case, with accrued interest on the principal amount of the notes to be redeemed to the date of redemption. In connection with such optional redemption, the following defined terms apply:

•“Treasury Rate” means, with respect to any redemption date, the rate per annum equal to the semi-annual equivalent yield to maturity (computed as of the third business day immediately preceding that redemption date) of the Comparable Treasury Issue, assuming a price for the Comparable Treasury Issue (expressed as a percentage of its principal amount) equal to the Comparable Treasury Price for that redemption date.

•“Comparable Treasury Issue” means the United States Treasury security selected by the Independent Investment Banker that would be utilized, at the time of selection and in accordance with customary financial practice, in pricing new issues of corporate debt securities of comparable maturity to the remaining term of the notes.

•“Independent Investment Banker” means one of the Reference Treasury Dealers appointed by Rio Tinto Finance (USA) Limited to act as the “Independent Investment Banker.”

•“Comparable Treasury Price” means, with respect to any redemption date, (A) the average of the Reference Treasury Dealer Quotations for that redemption date, after excluding the highest and lowest of such Reference Treasury Dealer Quotations, or (B) if the Independent Investment Banker for the notes obtains fewer than four such Reference Treasury Dealer Quotations, the average of all such Quotations.

•“Reference Treasury Dealer” means (1) each of BofA Securities, Inc. and Citigroup Global Markets Inc. and their respective successors and one other nationally recognized investment banking firm that is a primary U.S. Government securities dealer in New York City (a “Primary Treasury Dealer”) specified from time to time by us; and (2) a Primary Treasury Dealer selected by Credit Agricole Securities (USA) Inc., provided, however, that if any of the foregoing shall cease to be a Primary Treasury Dealer, we shall substitute therefor another nationally recognized investment banking firm that is a Primary Treasury Dealer.

•“Reference Treasury Dealer Quotation” means, with respect to each Reference Treasury Dealer and any redemption date, the average, as determined by the Independent Investment Banker, of the bid and asked prices for the Comparable Treasury Issue (expressed in each case as a percentage of its principal amount) quoted in writing to the Independent Investment Banker by such Reference Treasury Dealer at 3:30 p.m., New York, NY time, on the third business day preceding that redemption date.

•“Remaining Scheduled Payments” means, with respect to each note to be redeemed, the remaining scheduled payments of the principal thereof and interest thereon that would be due after the related redemption date but for such redemption, provided, however, that, if that redemption date is not an interest payment date with respect to such notes, the amount of the next succeeding scheduled interest payment thereon will be reduced by the amount of interest accrued thereon to that redemption date.

Notice of any redemption will be mailed at least 30 days but not more than 60 days before the redemption date to each holder of the notes to be redeemed. On and after any redemption date, interest will cease to accrue on the notes or any portion thereof called for redemption. On or before any redemption date, Rio Tinto Finance (USA) Limited shall deposit with a paying agent (or the trustee) money sufficient to pay the redemption price of and accrued interest on the notes to be redeemed on such date. If less than all of the notes is to be redeemed, the notes to be redeemed shall be selected by the trustee by such method as the trustee shall deem fair and appropriate. The redemption price shall be calculated by the Independent Investment Banker and Rio Tinto Finance (USA) Limited, and the trustee and any paying agent for the notes shall be entitled to rely on such calculation.

Payment of Additional Amounts

All payments of principal, premium (if any) and interest in respect of the notes or the guarantees are made free and clear of, and without withholding or deduction for, any taxes, assessments, duties or governmental charges imposed, levied or collected by any jurisdiction in which Rio Tinto Finance (USA) Limited, Rio Tinto plc or Rio Tinto Limited, as the case may be, or any successor entity, are organized (or any political subdivision or taxing authority of or in that jurisdiction having power to tax). If withholding or deduction is required by law, Rio Tinto Finance (USA) Limited, Rio Tinto plc or Rio Tinto Limited, as the case may be, must, subject to certain exceptions, pay to each holder of the notes additional amounts as may be necessary in order that every net payment of principal of (and premium, if any, on) and interest on the notes after deduction or other withholding for or on account of any present or future tax, assessment, duty or other governmental charge, will not be less than the amount that would have been payable on the notes in the absence of such deduction or withholding. The requirement to pay additional amounts and the exceptions thereto are discussed in greater detail above under “Description of Guaranteed Debt Securities — Special Situations — Payment of Additional Amounts”.

Tax Redemption

In the event of various tax law changes and other limited circumstances that require Rio Tinto Finance (USA) Limited, Rio Tinto plc or Rio Tinto Limited to pay additional amounts as described above under “Description of Guaranteed Debt Securities — Special Situations — Payment of Additional Amounts”, Rio Tinto Finance (USA) Limited, Rio Tinto plc or Rio Tinto Limited may call all, but not less than all, of the notes for redemption. This means Rio Tinto Finance (USA) Limited may repay the notes early. Rio Tinto Finance (USA) Limited’s ability to redeem the notes is discussed in greater detail above under “Description of Guaranteed Debt Securities — Special Situations — Optional Tax Redemption.” If Rio Tinto Finance (USA) Limited calls the notes as a result of such tax law changes, it must pay 100% of their principal amount (including any additional amounts). Rio Tinto Finance (USA) Limited will also pay the holders accrued interest if it has not otherwise paid interest through the redemption date (including any additional amounts). Notes will stop bearing interest on the redemption date, even if the holders do not collect their money.

Notice of Redemption

In either of the situations discussed above, Rio Tinto Finance (USA) Limited will give notice to DTC of any redemption it proposes to make at least 10 days, but not more than 60 days, before the redemption date. Notice by DTC to participating institutions and by these participants to street name holders of indirect interests in the notes will be made according to arrangements among them and may be subject to statutory or regulatory requirements.

Defeasance and Discharge

Rio Tinto Finance (USA) Limited may release itself from any payment or other obligations on the notes as described above under “Description of Guaranteed Debt Securities — Defeasance and Covenant Defeasance — Defeasance and Discharge”.

DESCRIPTION OF GUARANTEED 4.125% NOTES DUE 2042

Issuer	Rio Tinto Finance (USA) plc
Notes Offered	U.S.$750,000,000 4.125% notes due 2042
Guarantees	Full and unconditional guarantees of the principal, interest, premium, if any, and any other additional amounts payable in respect of the notes are given by Rio Tinto plc and Rio Tinto Limited.
Stated Maturity	August 21, 2042
Principal Amount of Notes Being Issued	U.S.$750,000,000
Issue Price	97.346%
Ranking	The notes and guarantees are not secured by any of Rio Tinto Finance (USA) plc’s or Rio Tinto’s respective property or assets and will rank equally with all other unsecured and unsubordinated indebtedness. Since Rio Tinto plc and Rio Tinto Limited are holding companies and currently conduct their operations through subsidiaries, payments on the guarantees are effectively subordinated to the other liabilities of those subsidiaries.
Interest Rate	4.125%
Date Interest Starts Accruing	August 21, 2012
Interest Payment Dates	Semi-annually in arrears on February 21 and August 21 of each year, commencing February 21, 2013.
First Interest Payment Date	February 21, 2013
Optional Redemption	Each series of notes will be redeemable at Rio Tinto Finance (USA) plc’s option or at the option of Rio Tinto plc and Rio Tinto Limited, in whole or in part, at any time. See “Description of Guaranteed Notes — Optional Redemption” above. Upon redemption, Rio Tinto Finance (USA) plc will pay a redemption price equal to (i) the greater of (x) 100% of the principal amount of the notes to be redeemed and (y) as certified to the trustee by Rio Tinto Finance (USA) plc or Rio Tinto, the sum of the present values of the remaining scheduled payments of principal and interest on the relevant series of notes (excluding any interest accrued as of the date of redemption) discounted to the date of redemption on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate (as defined below) plus a spread of 25 basis points in the case of the 2042 notes or (ii) if such redemption occurs on or after February 21, 100% of the principal amount of the notes to be redeemed, together, in each case, with accrued interest on the principal amount of the notes to be redeemed to the date of redemption. The “Comparable Treasury Issue” for purposes of the definition contained in “Description of Guaranteed Notes — Optional Redemption” will be the U.S. Treasury security selected by the quotation agents as having a maturity comparable to the remaining term of the notes to be redeemed that would be utilized, at the time of selection and in accordance with customary financial practice, in pricing new issues of corporate debt securities of comparable maturity to the remaining term of the notes to be redeemed.
Tax Redemption	In the event of various tax law changes that require Rio Tinto Finance (USA) plc, Rio Tinto plc or Rio Tinto Limited to pay additional amounts and other limited circumstances, as described under “Description of Guaranteed Debt Securities — Special Situations — Payment of Additional Amounts”, Rio Tinto Finance (USA) plc, Rio Tinto plc or Rio Tinto Limited may call all, but not less than all, of the notes of each series for redemption at 100% of their aggregate principal amount plus accrued interest to the date of redemption.
Form of Notes; Clearance and Settlement	Rio Tinto Finance (USA) plc will issue the notes in fully registered form. The notes will be represented by one or more global securities registered in the name of a nominee of DTC and deposited with The Bank of New York Mellon, as depositary. You will hold a beneficial interest in the notes through DTC in book-entry form. Indirect holders trading their beneficial interest in the notes through DTC must trade in DTC’s same-day funds settlement system and pay in immediately available funds. Secondary market trading through Euroclear and Clearstream, Luxembourg will occur in the ordinary way following the applicable rules and operating procedures of Euroclear and Clearstream, Luxembourg.
Denomination	The notes will be issued in minimum denominations of U.S.$2,000 and integral multiples of U.S.$1,000 in excess thereof.
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Trustee and Paying Agent	The Bank of New York Mellon
Listing	New York Stock Exchange

General

Rio Tinto Finance (USA) plc offered U.S.$750,000,000 initial aggregate principal amount of 4.125% notes due 2042. Book-entry interests in the notes are issued, as described above in “Clearance and Settlement”, in minimum denominations of U.S.$2,000 and in integral multiples of U.S.$1,000. The notes bear interest at 4.125%, payable semi-annually in arrears on February 21 and August 21 of each year, commencing February 21, 2013. The regular record dates for payments of interest are February 6 and August 6. Interest on the notes are computed on the basis of a 360-day year of twelve 30-day months. A “business day” means any day other than a day on which banks are permitted or required to be closed in London and New York, NY. The Indenture, the notes and the guarantees will be governed by New York law.

The notes are unsecured, unsubordinated indebtedness of Rio Tinto Finance (USA) plc and rank equally with all of its other unsecured and unsubordinated indebtedness from time to time outstanding.

Rio Tinto plc and Rio Tinto Limited each unconditionally guarantee on an unsubordinated basis the due and punctual payment of the principal of and any premium and interest on the notes, when and as any such payments become due and payable, whether at maturity, upon redemption or declaration of acceleration, or otherwise. The guarantees of the notes are unsecured, unsubordinated obligations of Rio Tinto plc and Rio Tinto Limited. The guarantees rank equally with all other unsecured and unsubordinated indebtedness of Rio Tinto plc and Rio Tinto Limited from time to time outstanding. Because Rio Tinto plc and Rio Tinto Limited are holding companies, the notes will effectively be subordinated to any indebtedness of each of their subsidiaries.

The trustee is The Bank of New York Mellon. See “Description of Guaranteed Debt Securities—Default and Related Matters” for a description of the trustee’s procedures and remedies available in the event of default.

The principal corporate trust office of the trustee in New York, NY, is currently designated as the principal paying agent. Rio Tinto Finance (USA) plc’s may at any time designate additional paying agents or rescind the designation of paying agents or approve a change in the office through which any paying agent acts.

Payment of principal of and interest on the notes, so long as the notes are represented by global securities, as discussed above, are immediately available funds. Beneficial interests in the global securities are traded in the same-day funds settlement system of The Depository Trust Company, referred to as DTC, and secondary market trading activity in such interests are therefore settled in same-day funds.

Optional Redemption

Rio Tinto Finance (USA) plc or Rio Tinto may redeem any series of notes in whole or in part, at its option or at the option of Rio Tinto plc and Rio Tinto Limited at any time and from time to time at a redemption price equal to (i) if such redemption occurs prior February 21, 2042, the greater of (x) 100% of the principal amount of the notes to be redeemed and (y) as certified to the trustee by Rio Tinto Finance (USA) plc or Rio Tinto, the sum of the present values of the Remaining Scheduled Payments discounted to the date of redemption on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus a spread of 25 basis points, or (ii) if such redemption occurs on or after February 21, 2042, 100% of the principal amount of the notes to be redeemed, together, with accrued interest on the principal amount of the notes to be redeemed to the date of redemption. In connection with such optional redemption, the following defined terms apply:

•“Independent Investment Banker” means one of the Reference Treasury Dealers appointed by Rio Tinto Finance (USA) plc to act as the “Independent Investment Banker.”

•“Comparable Treasury Price” means, with respect to any redemption date, (i) the average of the bid and asked prices for the Comparable Treasury Issue (expressed in each case as a percentage of its principal amount) on the third business day preceding that redemption date, as set forth in the daily statistical release designated H.15 (519) (or any successor release) published by the Federal Reserve Bank of New York and designated “Composite 3:30 p.m. Quotations for U.S. Government Securities” or (ii) if such release (or any successor release) is not published or does not contain such prices on such business day, (A) the average of the Reference Treasury Dealer Quotations for that redemption date, after excluding the highest and lowest of such Reference Treasury Dealer Quotations, or (B) if the Independent Investment Banker for the notes obtains fewer than four such Reference Treasury Dealer Quotations, the average of all such Quotations.

•“Reference Treasury Dealer” means each of HSBC Securities (USA) Inc., Morgan Stanley & Co. LLC, RBS Securities Inc., BNP Paribas Securities Corp., RBC Capital Markets, LLC, SG Americas Securities, LLC, Standard Chartered Bank and their respective successors and one other nationally recognized investment banking firm that is a Primary Treasury Dealer specified from time to time by Rio Tinto Finance (USA) plc, provided, however, that if any of the foregoing shall cease to be a primary U.S. Government securities dealer in New York, NY (a “Primary Treasury Dealer”), Rio Tinto Finance (USA) plc shall substitute therefor another nationally recognized investment banking firm that is a Primary Treasury Dealer.

Notice of any redemption will be mailed at least 30 days but not more than 60 days before the redemption date to each holder of the notes to be redeemed. On and after any redemption date, interest will cease to accrue on the notes or any portion thereof called for redemption. On or before any redemption date, Rio Tinto Finance (USA) plc shall deposit with a paying agent (or the trustee) money sufficient to pay the redemption price of and accrued interest on the notes to be redeemed on such date. If less than all of a series of notes is to be redeemed, the notes to be redeemed shall be selected by the trustee by such method as the trustee shall deem fair and appropriate. The redemption price shall be calculated by the Independent Investment Banker and Rio Tinto Finance (USA) plc, and the trustee and any paying agent for the notes shall be entitled to rely on such calculation.

Payment of Additional Amounts

All payments of principal, premium (if any) and interest in respect of the notes or the guarantees are free and clear of, and without withholding or deduction for, any taxes, assessments, duties or governmental charges imposed, levied or collected by any jurisdiction in which Rio Tinto Finance (USA) plc, Rio Tinto plc or Rio Tinto Limited, as the case may be, or any successor entity, is organized (or any political subdivision or taxing authority of or in that jurisdiction having power to tax). If withholding or deduction is required by law, Rio Tinto Finance (USA) plc, Rio Tinto plc or Rio Tinto Limited, as the case may be, must, subject to certain exceptions, pay to each holder of the notes additional amounts as may be necessary in order that every net payment of principal of (and premium, if any, on) and interest on the notes after deduction or other withholding for or on account of any present or future tax, assessment, duty or other governmental charge, will not be less than the amount that would have been payable on the notes in the absence of such deduction or withholding. The requirement to pay additional amounts and the exceptions thereto are discussed in greater detail above under “Description of Guaranteed Debt Securities — Special Situations — Payment of Additional Amounts”.

Tax Redemption

In the event of various tax law changes that require Rio Tinto Finance (USA) plc, Rio Tinto plc or Rio Tinto Limited to pay additional amounts and other limited circumstances, as described above under “Description of Guaranteed Debt Securities — Special Situations — Payment of Additional Amounts”, Rio Tinto Finance (USA) plc, Rio Tinto plc or Rio Tinto Limited may call all, but not less than all, of the relevant series of notes for redemption. This means Rio Tinto Finance (USA) plc may repay that series of notes early. Rio Tinto Finance (USA) plc’s ability to redeem the notes is discussed in greater detail above under “Description of Guaranteed Debt Securities — Special Situations — Optional Tax Redemption.” If Rio Tinto Finance (USA) plc calls a series of notes as a result of such tax law changes, it must pay 100% of their principal amount (including any

additional amounts). Rio Tinto Finance (USA) plc will also pay the holders accrued interest if it has not otherwise paid interest through the redemption date (including any additional amounts). Notes will stop bearing interest on the redemption date, even if the holders do not collect their money.

In either of the situations discussed above, Rio Tinto Finance (USA) plc will give notice to DTC of any redemption it proposes to make at least 30 days, but not more than 60 days, before the redemption date. Notice by DTC to participating institutions and by these participants to street name holders of indirect interests in the notes will be made according to arrangements among them and may be subject to statutory or regulatory requirements.

Defeasance and Discharge

Rio Tinto Finance (USA) plc may release itself from any payment or other obligations on the notes as described above under “Description of Guaranteed Debt Securities — Defeasance and Covenant Defeasance — Defeasance and Discharge”.

DESCRIPTION OF GUARANTEED 4.750% NOTES DUE 2042

Issuer	Rio Tinto Finance (USA) plc
Notes Offered	U.S.$500,000,000 4.750% notes due 2042
Guarantees	Full and unconditional guarantees of the principal, interest, premium, if any, and any other additional amounts payable in respect of the notes are given by Rio Tinto plc and Rio Tinto Limited.
Stated Maturity	March 22, 2042
Principal Amount of Notes Being Issued	2042 notes: U.S.$500,000,000
Issue Price	98.599%
Ranking	The notes and guarantees are not secured by any of Rio Tinto Finance (USA) plc’s or Rio Tinto’s respective property or assets and will rank equally with all other unsecured and unsubordinated indebtedness. Since Rio Tinto plc and Rio Tinto Limited are holding companies and currently conduct their operations through subsidiaries, payments on the guarantees are effectively subordinated to the other liabilities of those subsidiaries.
Interest Rate	4.750%
Date Interest Starts Accruing	March 22, 2012
Interest Payment Dates	Semi-annually in arrears on March 22 and September 22 of each year, commencing September 22, 2012
First Interest Payment Date	September 22, 2012
Optional Redemption	at Rio Tinto Finance (USA) plc’s option or at the option of Rio Tinto plc and Rio Tinto Limited, in whole or in part, at any time. See “Description of Guaranteed Notes — Optional Redemption”. Upon redemption, Rio Tinto Finance (USA) plc will pay a redemption price equal to (i) the greater of (x) 100% of the principal amount of the notes to be redeemed and (y) as certified to the trustee by it or Rio Tinto, the sum of the present values of the remaining scheduled payments of principal and interest on the notes to be redeemed (excluding any interest accrued as of the date of redemption) discounted to the date of redemption on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate (as defined below) plus a spread of 25 basis points or (ii) if such redemption occurs on or after September 22, 2041, 100% of the principal amount of the notes to be redeemed, together, in each case, with accrued interest on the principal amount of the notes to be redeemed to the date of redemption. The “Comparable Treasury Issue” for purposes of the definition contained in “Description of Guaranteed Notes — Optional Redemption” will be the U.S. Treasury security selected by the quotation agents as having a maturity comparable to the remaining term of the notes to be redeemed that would be utilized, at the time of selection and in accordance with customary financial practice, in pricing new issues of corporate debt securities of comparable maturity to the remaining term of the notes to be redeemed.
Tax Redemption	In the event of various tax law changes and other limited circumstances that require Rio Tinto Finance (USA) plc to pay additional amounts as described under “Description of Guaranteed Debt Securities — Special Situations — Payment of Additional Amounts”, Rio Tinto Finance (USA) plc, Rio Tinto plc or Rio Tinto Limited may call all, but not less than all, of the notes of each series for redemption at 100% of their aggregate principal amount plus accrued interest to the date of redemption.
Form of Notes; Clearance and Settlement	Rio Tinto Finance (USA) plc will issue the notes in fully registered form. The notes will be represented by one or more global securities registered in the name of a nominee of DTC and deposited with The Bank of New York Mellon, as depositary. You will hold a beneficial interest in the notes through DTC in book-entry form. Indirect holders trading their beneficial interest in the notes through DTC must trade in DTC’s same-day funds settlement system and pay in immediately available funds. Secondary market trading through Euroclear and Clearstream, Luxembourg will occur in the ordinary way following the applicable rules and operating procedures of Euroclear and Clearstream, Luxembourg.
Denomination	The notes will be issued in minimum denominations of U.S.$2,000 and integral multiples of U.S.$1,000 in excess thereof.
---	---
Trustee and Paying Agent	The Bank of New York Mellon
Listing	New York Stock Exchange

General

Rio Tinto Finance (USA) plc offered U.S.$500,000,000 initial aggregate principal amount of 4.750% notes due 2042. Book-entry interests in the notes are issued, as described in “Clearance and Settlement”, in minimum denominations of U.S.$2,000 and in integral multiples of U.S.$1,000. The notes bear interest at the applicable rate per annum of 4.750%, payable semi-annually in arrears on March 20 and September 20 of each year, commencing September 22, 2012. The regular record dates for payments of interest is March 7 and September 7. Interest on the notes is computed on the basis of a 360-day year of twelve 30-day months. A “business day” means any day other than a day on which banks are permitted or required to be closed in London and New York, NY. The Indenture, the notes and the guarantees will be governed by New York law.

The notes are unsecured, unsubordinated indebtedness of Rio Tinto Finance (USA) plc and rank equally with all of its other unsecured and unsubordinated indebtedness from time to time outstanding.

Rio Tinto plc and Rio Tinto Limited each unconditionally guarantee on an unsubordinated basis the due and punctual payment of the principal of and any premium and interest on the notes, when and as any such payments become due and payable, whether at maturity, upon redemption or declaration of acceleration, or otherwise. The guarantees of the notes are unsecured, unsubordinated obligations of Rio Tinto plc and Rio Tinto Limited. The guarantees rank equally with all other unsecured and unsubordinated indebtedness of Rio Tinto plc and Rio Tinto Limited from time to time outstanding. Because Rio Tinto plc and Rio Tinto Limited are holding companies, the notes will effectively be subordinated to any indebtedness of each of their subsidiaries.

The trustee will be The Bank of New York Mellon. See “Description of Guaranteed Debt Securities—Default and Related Matters” for a description of the trustee’s procedures and remedies available in the event of default.

The principal corporate trust office of the trustee in New York, NY, is currently designated as the principal paying agent. Rio Tinto Finance (USA) plc may at any time designate additional paying agents or rescind the designation of paying agents or approve a change in the office through which any paying agent acts.

Payment of principal of and interest on the notes, so long as the notes are represented by global securities, as discussed above, will be made in immediately available funds. Beneficial interests in the global securities will trade in the same-day funds settlement system of The Depository Trust Company, referred to as DTC, and secondary market trading activity in such interests will therefore settle in same-day funds.

Optional Redemption

Rio Tinto Finance (USA) plc or Rio Tinto may redeem any series of notes in whole or in part, at its option or at the option of Rio Tinto plc and Rio Tinto Limited at any time and from time to time. In the case of the 2042 notes, upon redemption, Rio Tinto Finance (USA) plc will pay a redemption price equal to (i) if such redemption occurs prior to September 22, 2041, the greater of (x) 100% of the principal amount of the notes to be redeemed and (y) as certified to the trustee by Rio Tinto Finance (USA) plc or Rio Tinto, the sum of the present values of the Remaining Scheduled Payments discounted to the date of redemption on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus a spread of 25 basis points, or (ii) if such redemption occurs on or after September 22, 2041, 100% of the principal amount of the notes to be redeemed, together, with accrued interest on the principal amount of the notes to be redeemed to the date of redemption. In connection with such optional redemption, the following defined terms apply:

•“Independent Investment Banker” means one of the Reference Treasury Dealers appointed by Rio Tinto Finance (USA) plc to act as the “Independent Investment Banker.”

•“Reference Treasury Dealer” means each of Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., J.P. Morgan Securities LLC, ANZ Securities Inc., Credit Agricole Securities (USA) Inc., Mitsubishi UFJ Securities (USA), Inc., SG Americas Securities, LLC and their respective successors and one other nationally recognized investment banking firm that is a Primary Treasury Dealer specified from time to time by Rio Tinto Finance (USA) plc, provided, however, that if any of the foregoing shall cease to be a primary U.S. Government securities dealer in New York, NY (a “Primary Treasury Dealer”), Rio Tinto Finance (USA) plc shall substitute therefor another nationally recognized investment banking firm that is a Primary Treasury Dealer.

Notice of any redemption will be mailed at least 30 days but not more than 60 days before the redemption date to each holder of the notes to be redeemed. On and after any redemption date, interest will cease to accrue on the notes or any portion thereof called for redemption. On or before any redemption date, Rio Tinto Finance (USA) plc shall deposit with a paying agent (or the trustee) money sufficient to pay the redemption price of and accrued interest on the notes to be redeemed on such date. If less than all of a series of notes is to be redeemed, the notes to be redeemed shall be selected by the trustee by such method as the trustee shall deem fair and appropriate. The redemption price shall be calculated by the Independent Investment Banker and Rio Tinto Finance (USA) plc, and the trustee and any paying agent for the notes shall be entitled to rely on such calculation.

Payment of Additional Amounts

All payments of principal, premium (if any) and interest in respect of the notes or the guarantees will be made free and clear of, and without withholding or deduction for, any taxes, assessments, duties or governmental charges imposed, levied or collected by any jurisdiction in which Rio Tinto Finance (USA) plc, Rio Tinto plc or Rio Tinto Limited, as the case may be, or any successor entity, is organized (or any political subdivision or taxing authority of or in that jurisdiction having power to tax). If withholding or deduction is required by law, Rio Tinto Finance (USA) plc, Rio Tinto plc or Rio Tinto Limited, as the case may be, must, subject to certain exceptions, pay to each holder of the notes additional amounts as may be necessary in order that every net payment of principal of (and premium, if any, on) and interest on the notes after deduction or other withholding for or on account of any present or future tax, assessment, duty or other governmental charge, will not be less than the amount that would have been payable on the notes in the absence of such deduction or withholding. The requirement to pay additional amounts and the exceptions thereto are discussed in greater detail above under “Description of Guaranteed Debt Securities — Special Situations — Payment of Additional Amounts”.

Tax Redemption

In the event of various tax law changes other limited circumstances that require Rio Tinto Finance (USA) plc, Rio Tinto plc or Rio Tinto Limited, to pay additional amounts as described above under “Description of Guaranteed Debt Securities — Special Situations — Payment of Additional Amounts”, Rio Tinto Finance (USA) plc, Rio Tinto plc or Rio Tinto Limited may call all,

but not less than all, the notes for redemption. This means Rio Tinto Finance (USA) plc may repay the notes early. Rio Tinto Finance (USA) plc’s ability to redeem the notes is discussed above under “Description of Guaranteed Debt Securities — Special Situations — Optional Tax Redemption.” If Rio Tinto Finance (USA) plc calls the notes as a result of such tax law changes, it must pay 100% of their principal amount (including any additional amounts). Rio Tinto Finance (USA) plc will also pay the holders accrued interest if it has not otherwise paid interest through the redemption date (including any additional amounts). Notes will stop bearing interest on the redemption date, even if the holders do not collect their money.

Defeasance and Discharge

DESCRIPTION OF GUARANTEED 5.000% NOTES DUE 2033

Issuer	Rio Tinto Finance (USA) plc
Notes Offered	U.S.$650,000,000 5.000% notes due 2033
Guarantees	Full and unconditional guarantees of the principal, interest, premium, if any, and any other additional amounts payable in respect of the notes are given by Rio Tinto plc and Rio Tinto Limited.
Stated Maturity	March 9, 2033
Principal Amount of Notes Being Issued	U.S.$650,000,000
Issue Price	99.712%
Ranking	The notes and guarantees are not secured by any of Rio Tinto Finance (USA) plc’s or Rio Tinto’s respective property or assets and will rank equally with all other unsecured and unsubordinated indebtedness. Since Rio Tinto plc and Rio Tinto Limited are holding companies and currently conduct their operations through subsidiaries, payments on the guarantees are effectively subordinated to the other liabilities of those subsidiaries.
Interest Rate	5.000%
Date Interest Starts Accruing	March 9, 2023
Interest Payment Dates	Semi-annually in arrears on September 9 and March 9 of each year, commencing September 9, 2023
First Interest Payment Date	September 9, 2023
Optional Redemption	The notes will be redeemable at Rio Tinto Finance (USA) plc’s option or at the option of Rio Tinto plc and Rio Tinto Limited, in whole or in part, at any time. See “Description of Guaranteed Notes — Optional Redemption”. Upon redemption, Rio Tinto Finance (USA) plc will pay a redemption price equal to (i) if such redemption occurs prior to December 9, 2032, the greater of (x) 100% of the principal amount of the notes to be redeemed and (y) as certified to the trustee by Rio Tinto Finance (USA) plc or Rio Tinto, the sum of the present values of the Remaining Scheduled Payments discounted to the date of redemption on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus a spread of 20 basis points or (ii) if such redemption occurs on or after December 9, 2032, 100% of the principal amount of the notes to be redeemed, together, in either case, with accrued interest on the principal amount of the notes to be redeemed to the date of redemption. The “Comparable Treasury Issue” for purposes of the definition contained in “Description of Guaranteed Notes — Optional Redemption” will be the U.S. Treasury security selected by the quotation agents as having a maturity comparable to the remaining term of the notes to be redeemed that would be utilized, at the time of selection and in accordance with customary financial practice, in pricing new issues of corporate debt securities of comparable maturity to the remaining term of the notes to be redeemed.
Tax Redemption	In the event of various tax law changes and other limited circumstances that require Rio Tinto Finance (USA) plc or Rio Tinto Limited to pay additional amounts as described under “Description of Guaranteed Debt Securities — Special Situations — Payment of Additional Amounts”, Rio Tinto Finance (USA) plc, Rio Tinto plc or Rio Tinto Limited may call all, but not less than all, of the notes of each series for redemption at 100% of their aggregate principal amount plus accrued interest to the date of redemption.
Form of Notes; Clearance and Settlement	Rio Tinto Finance (USA) plc will issue the notes in fully registered form. The notes will be represented by one or more global securities registered in the name of a nominee of DTC and deposited with The Bank of New York Mellon, as depositary. You will hold a beneficial interest in the notes through DTC in book-entry form. Indirect holders trading their beneficial interest in the notes through DTC must trade in DTC’s same-day funds settlement system and pay in immediately available funds. Secondary market trading through Euroclear and Clearstream, Luxembourg will occur in the ordinary way following the applicable rules and operating procedures of Euroclear and Clearstream, Luxembourg.
Denomination	The notes will be issued in minimum denominations of U.S.$2,000 and integral multiples of U.S.$1,000 in excess thereof.
---	---
Trustee and Paying Agent	The Bank of New York Mellon
Listing	New York Stock Exchange

General

Rio Tinto Finance (USA) plc offered U.S.$650,000,000 initial aggregate principal amount of 5.000% notes due 2033. Book-entry interests in the notes are issued, as described above in “Clearance and Settlement”, in minimum denominations of U.S.$2,000 and in integral multiples of U.S.$1,000. The notes bear interest 5.000%, payable semi-annually on September 9 and March 9 of each year, beginning September 9, 2023. Interest on the notes is computed on the basis of a 360-day year of twelve 30-day months. If any interest payment date (other than maturity date) is otherwise a day that is not a business day, the relevant interest payment date is postponed to the next day that is a business day. A “business day” means any day other than a day on which banks are permitted or required to be closed in London and New York, NY. The Indenture, the notes and the guarantees are governed by New York law.

The notes are unsecured, unsubordinated indebtedness of Rio Tinto Finance (USA) plc and rank equally with all of its other unsecured and unsubordinated indebtedness from time to time outstanding.

The trustee is be The Bank of New York Mellon. See “Description of Guaranteed Debt Securities—Default and Related Matters” above for a description of the trustee’s procedures and remedies available in the event of default.

Payment of principal of and interest on the notes, so long as the notes are represented by global securities, as discussed below, are made in immediately available funds. Beneficial interests in the global securities are traded in the same-day funds settlement system of The Depository Trust Company, referred to as DTC, and secondary market trading activity in such interests are therefore settled in same-day funds.

Optional Redemption

Rio Tinto Finance (USA) plc or Rio Tinto may redeem the notes in whole or in part, at its option or at the option of Rio Tinto plc and Rio Tinto Limited at any time and from time to time at a redemption price equal to (i) if such redemption occurs prior to December 9, 2032, the greater of (x) 100% of the principal amount of the notes to be redeemed and (y) as certified to the trustee by Rio Tinto Finance (USA) plc or Rio Tinto, the sum of the present values of the Remaining Scheduled Payments discounted to the date of redemption on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus a spread of 20 basis points, or (ii) if such redemption occurs on or after December 9, 2032, 100% of the principal amount of the notes to be redeemed, together, in either case, with accrued interest on the principal amount of the notes to be redeemed to the date of redemption. In connection with such optional redemption, the following defined terms apply:

•“Independent Investment Banker” means one of the Reference Treasury Dealers appointed by Rio Tinto Finance (USA) plc to act as the “Independent Investment Banker.”

•“Reference Treasury Dealer Quotation” means, with respect to each Reference Treasury Dealer and any redemption date, the average, as determined by the Independent Investment Banker, of the bid and asked prices for the Comparable Treasury Issue (expressed in each case as a percentage of its principal amount) quoted in writing to the Independent Investment Banker by such Reference Treasury Dealer at 3:30 p.m., New York City time, on the third business day preceding that redemption date.

Notice of any redemption will be mailed at least 10 days but not more than 60 days before the redemption date to each holder of the notes to be redeemed. On and after any redemption date, interest will cease to accrue on the notes or any portion thereof called for redemption. On or before any redemption date, Rio Tinto Finance (USA) plc shall deposit with a paying agent (or the trustee) money sufficient to pay the redemption price of and accrued interest on the notes to be redeemed on such date. If less than all of the notes is to be redeemed, the notes to be redeemed shall be selected by the trustee by such method as the trustee shall deem fair and appropriate. The redemption price shall be calculated by the Independent Investment Banker and Rio Tinto Finance (USA) plc, and the trustee and any paying agent for the notes shall be entitled to rely on such calculation.

Payment of Additional Amounts

All payments of principal, premium (if any) and interest in respect of the notes or the guarantees are made free and clear of, and without withholding or deduction for, any taxes, assessments, duties or governmental charges imposed, levied or collected by any jurisdiction in which Rio Tinto Finance (USA) plc, Rio Tinto plc or Rio Tinto Limited, as the case may be, or any successor entity, are organized (or any political subdivision or taxing authority of or in that jurisdiction having power to tax), unless the withholding or deduction is required by law. If withholding or deduction is required by law, Rio Tinto Finance (USA) plc, Rio Tinto plc or Rio Tinto Limited, as the case may be, must, subject to certain exceptions, pay to each holder of the notes additional amounts as may be necessary in order that every net payment of principal of (and premium, if any, on) and interest on the notes after deduction or other withholding for or on account of any present or future tax, assessment, duty or other governmental charge, will not be less than the amount that would have been payable on the notes in the absence of such deduction or withholding. The requirement to pay additional amounts and the exceptions thereto are discussed in greater detail above under “Description of Guaranteed Debt Securities — Special Situations — Payment of Additional Amounts”.

Tax Redemption

In the event of various tax law changes and other limited circumstances that require Rio Tinto Finance (USA) plc, Rio Tinto plc or Rio Tinto Limited, to pay additional amounts as described above under “Description of Guaranteed Debt Securities — Special Situations — Payment of Additional Amounts”, Rio Tinto Finance (USA) plc, Rio Tinto plc or Rio Tinto Limited may call all, but not less than all, of the notes for redemption. This means Rio Tinto Finance (USA) plc may repay the notes early. Rio Tinto Finance (USA) plc’s ability to redeem the notes is discussed in greater detail above under “Description of Guaranteed Debt Securities — Special Situations — Optional Tax Redemption.” If Rio Tinto Finance (USA) plc calls the notes as a result of such tax law changes, it must pay 100% of their principal amount (including any additional amounts). Rio Tinto Finance (USA) plc will also pay the holders accrued interest if it has not otherwise paid interest through the redemption

date (including any additional amounts). Notes will stop bearing interest on the redemption date, even if the holders do not collect their money.

Notice of Redemption

In either of the situations discussed above, Rio Tinto Finance (USA) plc will give notice to DTC of any redemption it proposes to make at least 10 days, but not more than 60 days, before the redemption date. Notice by DTC to participating institutions and by these participants to street name holders of indirect interests in the notes will be made according to arrangements among them and may be subject to statutory or regulatory requirements.

Defeasance and Discharge

DESCRIPTION OF GUARANTEED 5.125% NOTES DUE 2053

Issuer	Rio Tinto Finance (USA) plc
Notes Offered	U.S.$1,100,000,000 5.125% notes due 2053
Guarantees	Full and unconditional guarantees of the principal, interest, premium, if any, and any other additional amounts payable in respect of the notes are given by Rio Tinto plc and Rio Tinto Limited.
Stated Maturity	March 9, 2053
Principal Amount of Notes Being Issued	U.S.$1,100,000,000
Issue Price	98.479%
Ranking	The notes and guarantees are not secured by any of Rio Tinto Finance (USA) plc’s or Rio Tinto’s respective property or assets and will rank equally with all other unsecured and unsubordinated indebtedness. Since Rio Tinto plc and Rio Tinto Limited are holding companies and currently conduct their operations through subsidiaries, payments on the guarantees are effectively subordinated to the other liabilities of those subsidiaries.
Interest Rate	5.125%
Date Interest Starts Accruing	March 9, 2023
Interest Payment Dates	Semi-annually in arrears on September 9 and March 9 of each year, commencing September 9, 2023
First Interest Payment Date	September 9, 2023
Optional Redemption	The notes will be redeemable at Rio Tinto Finance (USA) plc’s option or at the option of Rio Tinto plc and Rio Tinto Limited, in whole or in part, at any time. See “Description of Guaranteed Notes — Optional Redemption”. Upon redemption, Rio Tinto Finance (USA) plc will pay a redemption price equal to (i) if such redemption occurs prior to September 9, 2052, the greater of (x) 100% of the principal amount of the notes to be redeemed and (y) as certified to the trustee by Rio Tinto Finance (USA) plc or Rio Tinto, the sum of the present values of the Remaining Scheduled Payments discounted to the date of redemption on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus a spread of 20 basis points or (ii) if such redemption occurs on or after September 9, 2052, 100% of the principal amount of the notes to be redeemed, together, in either case, with accrued interest on the principal amount of the notes to be redeemed to the date of redemption. The “Comparable Treasury Issue” for purposes of the definition contained in “Description of Guaranteed Notes — Optional Redemption” will be the U.S. Treasury security selected by the quotation agents as having a maturity comparable to the remaining term of the notes to be redeemed that would be utilized, at the time of selection and in accordance with customary financial practice, in pricing new issues of corporate debt securities of comparable maturity to the remaining term of the notes to be redeemed.
Tax Redemption	In the event of various tax law changes and other limited circumstances that require Rio Tinto Finance (USA) plc or Rio Tinto Limited to pay additional amounts as described under “Description of Guaranteed Debt Securities — Special Situations — Payment of Additional Amounts”, Rio Tinto Finance (USA) plc, Rio Tinto plc or Rio Tinto Limited may call all, but not less than all, of the notes of each series for redemption at 100% of their aggregate principal amount plus accrued interest to the date of redemption.
Form of Notes; Clearance and Settlement	Rio Tinto Finance (USA) plc will issue the notes in fully registered form. The notes will be represented by one or more global securities registered in the name of a nominee of DTC and deposited with The Bank of New York Mellon, as depositary. You will hold a beneficial interest in the notes through DTC in book-entry form. Indirect holders trading their beneficial interest in the notes through DTC must trade in DTC’s same-day funds settlement system and pay in immediately available funds. Secondary market trading through Euroclear and Clearstream, Luxembourg will occur in the ordinary way following the applicable rules and operating procedures of Euroclear and Clearstream, Luxembourg.
Denomination	The notes will be issued in minimum denominations of U.S.$2,000 and integral multiples of U.S.$1,000 in excess thereof.
---	---
Trustee and Paying Agent	The Bank of New York Mellon
Listing	New York Stock Exchange

General

Rio Tinto Finance (USA) plc offered U.S.$1,100,000,000 initial aggregate principal amount of 5.125% notes due 2033. Book-entry interests in the notes are issued, as described above in “Clearance and Settlement”, in minimum denominations of U.S.$2,000 and in integral multiples of U.S.$1,000. The notes bear interest 5.125%, payable semi-annually on September 9 and March 9 of each year,beginning September 9, 2023. Interest on the notes is computed on the basis of a 360-day year of twelve 30-day months. If any interest payment date (other than maturity date) is otherwise a day that is not a business day, the relevant interest payment date is postponed to the next day that is a business day. A “business day” means any day other than a day on which banks are permitted or required to be closed in London and New York, NY. The Indenture, the notes and the guarantees are governed by New York law.

The notes are unsecured, unsubordinated indebtedness of Rio Tinto Finance (USA) plc and rank equally with all of its other unsecured and unsubordinated indebtedness from time to time outstanding.

Optional Redemption

Rio Tinto Finance (USA) plc or Rio Tinto may redeem the notes in whole or in part, at its option or at the option of Rio Tinto plc and Rio Tinto Limited at any time and from time to time at a redemption price equal to (i) if such redemption occurs prior to September 9, 2052, the greater of (x) 100% of the principal amount of the notes to be redeemed and (y) as certified to the trustee by Rio Tinto Finance (USA) plc or Rio Tinto, the sum of the present values of the Remaining Scheduled Payments discounted to the date of redemption on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus a spread of 20 basis points, or (ii) if such redemption occurs on or after September 9, 2052, 100% of the principal amount of the notes to be redeemed, together, in either case, with accrued interest on the principal amount of the notes to be redeemed to the date of redemption. In connection with such optional redemption, the following defined terms apply:

•“Independent Investment Banker” means one of the Reference Treasury Dealers appointed by Rio Tinto Finance (USA) plc to act as the “Independent Investment Banker.”

•“Reference Treasury Dealer Quotation” means, with respect to each Reference Treasury Dealer and any redemption date, the average, as determined by the Independent Investment Banker, of the bid and asked prices for the Comparable Treasury Issue (expressed in each case as a percentage of its principal amount) quoted in writing to the Independent Investment Banker by such Reference Treasury Dealer at 3:30 p.m., New York City time, on the third business day preceding that redemption date.

Payment of Additional Amounts

All payments of principal, premium (if any) and interest in respect of the notes or the guarantees are made free and clear of, and without withholding or deduction for, any taxes, assessments, duties or governmental charges imposed, levied or collected by any jurisdiction in which Rio Tinto Finance (USA) plc, Rio Tinto plc or Rio Tinto Limited, as the case may be, or any successor entity, are organized (or any political subdivision or taxing authority of or in that jurisdiction having power to tax), unless the withholding or deduction is required by law. If withholding or deduction is required by law, Rio Tinto Finance (USA) plc, Rio Tinto plc or Rio Tinto Limited, as the case may be, must, subject to certain exceptions, pay to each holder of the notes additional amounts as may be necessary in order that every net payment of principal of (and premium, if any, on) and interest on the notes after deduction or other withholding for or on account of any present or future tax, assessment, duty or other governmental charge, will not be less than the amount that would have been payable on the notes in the absence of such deduction or withholding. The requirement to pay additional amounts and the exceptions thereto are discussed in greater detail above under “Description of Guaranteed Debt Securities — Special Situations — Payment of Additional Amounts”.

Tax Redemption

date (including any additional amounts). Notes will stop bearing interest on the redemption date, even if the holders do not collect their money.

Notice of Redemption

Defeasance and Discharge

DESCRIPTION OF GUARANTEED 5.20% NOTES DUE 2040

Issuer	Rio Tinto Finance (USA) Limited
Notes Offered	U.S.$500,000,000 5.20% notes due 2040<br><br>U.S.$300,000,000 5.20% notes due 2040<br><br>U.S.$350,000,000 5.20% notes due 2040
Guarantees	Full and unconditional guarantees of the principal, interest, premium, if any, and any other additional amounts payable in respect of the notes are given by Rio Tinto plc and Rio Tinto Limited.
Stated Maturity	November 2, 2040
Principal Amount of Notes Being Issued	U.S.$1,150,000,000
Issue Price	99.940% (for U.S.$500,000,000)<br><br>98.091% plus accrued interest of U.S.$780,000 for the period from May 2, 2011 to, but not including, May 20, 2011 (for U.S.$300,000,000)<br><br>102.285% plus accrued interest of U.S.$6,926,111.11 for the period from May 2, 2011 to, but not including, September 19, 2011 (for U.S.$350,000,000)
Ranking	The notes and guarantees are not secured by any of Rio Tinto Finance (USA) Limited’s or Rio Tinto’s respective property or assets and will rank equally with all other unsecured and unsubordinated indebtedness. Since Rio Tinto plc and Rio Tinto Limited are holding companies and currently conduct their operations through subsidiaries, payments on the guarantees are effectively subordinated to the other liabilities of those subsidiaries.
Interest Rate	5.200%
Date Interest Starts Accruing	November 2, 2010 (for U.S.$500,000,000)<br><br>May 2, 2011 (for U.S.$300,000,000 and U.S.$350,000,000) May 2, 2011 (for U.S.$500,000,000)
Interest Payment Dates	May 2 and November 2 of each year, commencing November 2, 2011
First Interest Payment Date	May 2, 2011 (for U.S.$500,000,000)<br><br>November 2, 2011 (for U.S.$300,000,000 and U.S.$350,000,000)
Optional Make-Whole Redemption	Each series of notes will be redeemable at Rio Tinto Finance (USA) Limited’s option or at the option of Rio Tinto plc and Rio Tinto Limited, in whole or in part, at any time. See “Description of Guaranteed Notes — Optional Make-Whole Redemption”. Upon redemption, Rio Tinto Finance (USA) Limited will pay a redemption price equal to the greater of (i) 100% of the principal amount of the notes to be redeemed and (ii) as certified to the trustee by it or Rio Tinto, the sum of the present values of the remaining scheduled payments of principal and interest on the relevant series of notes (excluding any interest accrued as of the date of redemption) discounted to the date of redemption on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate (as defined below) plus a spread of 20 basis, together with accrued interest on the principal amount of the notes to be redeemed to the date of redemption. The “Comparable Treasury Issue” for purposes of the definition contained in “Description of Guaranteed Notes — Optional Make-Whole Redemption” will be the U.S. Treasury security selected by the quotation agents as having a maturity comparable to the remaining term of the notes to be redeemed that would be utilized, at the time of selection and in accordance with customary financial practice, in pricing new issues of corporate debt securities of comparable maturity to the remaining term of the notes to be redeemed.
Tax Redemption	In the event of various tax law changes and other limited circumstances that requires Rio Tinto Finance (USA) Limited to pay additional amounts as described under “Description of Guaranteed Debt Securities — Special Situations — Payment of Additional Amounts”, Rio Tinto Finance (USA) Limited, Rio Tinto plc or Rio Tinto Limited may call all, but not less than all, of the notes of each series for redemption at 100% of their aggregate principal amount plus accrued interest to the date of redemption.
Form of Notes; Clearance and Settlement	Rio Tinto Finance (USA) Limited will issue the notes in fully registered form. The notes will be represented by one or more global securities registered in the name of a nominee of DTC and deposited with The Bank of New York Mellon, as depositary. You will hold a beneficial interest in the notes through DTC in book-entry form. Indirect holders trading their beneficial interest in the notes through DTC must trade in DTC’s same-day funds settlement system and pay in immediately available funds. Secondary market trading through Euroclear and Clearstream, Luxembourg will occur in the ordinary way following the applicable rules and operating procedures of Euroclear and Clearstream, Luxembourg.
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Denomination	The notes will be issued in minimum denominations of U.S.$2,000 and integral multiples of U.S.$1,000 in excess thereof.
Further Issues	Rio Tinto Finance (USA) Limited may from time to time without your consent create and issue further notes having the same terms and conditions as any series of notes so that the further issue is consolidated and forms a single series with such series of notes, provided that such further issue constitutes a “qualified reopening” for U.S. federal income tax purposes or such further notes are issued with not more than a de minimis amount of original issue discount for U.S. federal income tax purposes.
Trustee and Paying Agent	The Bank of New York Mellon
Listing	New York Stock Exchange.

General

Rio Tinto Finance (USA) Limited offered U.S.$500,000,000 initial aggregate principal amount of 5.200% notes due 2040. Book-entry interests in the notes are issued, as described in “Clearance and Settlement” above, in minimum denominations of U.S.$2,000 and in integral multiples of U.S.$1,000. The notes bear interest at 5.200% per annum, payable semi-annually in arrears on May 2 and November 2 of each year, commencing May 2, 2011. The regular record dates for payments of interest are April 17 and October 17.

Rio Tinto Finance (USA) Limited offered U.S.$300,000,000 initial aggregate principal amount of 5.200% notes due 2040. Book-entry interests in the notes are issued, as described in “Clearance and Settlement” above, in minimum denominations of U.S.$2,000 and in integral multiples of U.S.$1,000. The notes bear interest at the of 5.200% per annum, payable semi-annually in arrears on May 20 and November 20 of each year, commencing November 2, 2011. The regular record dates for payments of interest are April 17 and November 17.

Rio Tinto Finance (USA) Limited offered U.S.$350,000,000 initial aggregate principal amount of 5.200% notes due 2040. Book-entry interests in the notes are issued, as described in “Clearance and Settlement” above, in minimum denominations of U.S.$2,000 and in integral multiples of U.S.$1,000. The notes bear interest at the rate of 5.200% per annum, payable semi-annually in arrears on March 20 and September 20 of each year, commencing November 2, 2011. The regular record dates for payments of interest will be April 17 and October 17.

Interest on the notes will be computed on the basis of a 360-day year of twelve 30-day months. A “business day” means any day other than a day on which banks are permitted or required to be closed in London and New York, NY. The Indenture, the notes and the guarantees will be governed by New York law.

The notes are be unsecured, unsubordinated indebtedness of Rio Tinto Finance (USA) Limited and rank equally with all of its other unsecured and unsubordinated indebtedness from time to time outstanding.

Rio Tinto plc and Rio Tinto Limited each unconditionally guarantee on an unsubordinated basis the due and punctual payment of the principal of and any premium and interest on the notes, when and as any such payments become due and payable, whether at maturity, upon redemption or declaration of acceleration, or otherwise. The guarantees of the notes are unsubordinated obligations of Rio Tinto plc and Rio Tinto Limited. The guarantees rank equally with all other unsecured and unsubordinated indebtedness of Rio Tinto plc and Rio Tinto Limited from time to time outstanding. Because Rio Tinto plc and Rio Tinto Limited are holding companies, the notes are effectively subordinated to any indebtedness of each of their subsidiaries.

The trustee will be The Bank of New York Mellon. See “Description of Guaranteed Debt Securities— Default and Related Matters” above for a description of the trustee’s procedures and remedies available in the event of default.

Payment of principal of and interest on the notes, so long as the notes are represented by global securities, as discussed above, are made in immediately available funds. Beneficial interests in the global securities are traded in the same-day funds settlement system of The Depository Trust Company, referred to as DTC, and secondary market trading activity in such interests are therefore settled in same-day funds.

Optional Make-Whole Redemption

Rio Tinto Finance (USA) Limited may redeem any series of notes in whole or in part, at its option or at the option of Rio Tinto plc and Rio Tinto Limited at any time and from time to time at a redemption price equal to the greater of (i) 100% of the principal amount of the notes to be redeemed and (ii) as certified to the trustee by Rio Tinto Finance (USA) Limited or Rio Tinto, the sum of the present values of the Remaining Scheduled Payments discounted to the date of redemption on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus a spread of 20 basis points, together with accrued interest on the principal amount of the notes to be redeemed to the date of redemption. In connection with such optional redemption, the following defined terms apply:

•“Treasury Rate” means, with respect to any redemption date, the rate per annum equal to the semi- annual equivalent yield to maturity (computed as of the third business day immediately preceding that redemption date) of the Comparable Treasury Issue, assuming a price for the Comparable Treasury Issue (expressed as a percentage of its principal amount) equal to the Comparable Treasury Price for that redemption date.

•“Independent Investment Banker” means one of the Reference Treasury Dealers appointed by Rio Tinto Finance (USA) Limited to act as the “Independent Investment Banker.”

•“Reference Treasury Dealer” means each of J.P. Morgan Securities LLC, Deutsche Bank Securities Inc., RBS Securities Inc., Morgan Stanley & Co. Incorporated, RBC Capital Markets, LLC, SG Americas Securities, LLC and their respective successors and one other nationally recognized investment banking firm that is a Primary Treasury Dealer specified from time to time by Rio Tinto Finance (USA) plc, provided, however, that if any of the foregoing shall cease to be a primary U.S. Government securities dealer in New York, NY (a “Primary Treasury Dealer”), Rio Tinto Finance (USA) Limited shall substitute therefor another nationally recognized investment banking firm that is a Primary Treasury Dealer.

paying agent (or the trustee) money sufficient to pay the redemption price of and accrued interest on the notes to be redeemed on such date. If less than all of a series of notes is to be redeemed, the notes to be redeemed shall be selected by the trustee by such method as the trustee shall deem fair and appropriate. The redemption price shall be calculated by the Independent Investment Banker and Rio Tinto Finance (USA) Limited, and the trustee and any paying agent for the notes shall be entitled to rely on such calculation.

Payment of Additional Amounts

All payments of principal, premium (if any) and interest in respect of the notes or the guarantees are made free and clear of, and without withholding or deduction for, any taxes, assessments, duties or governmental charges imposed, levied or collected by any jurisdiction in which Rio Tinto Finance (USA) Limited, Rio Tinto plc or Rio Tinto Limited, as the case may be, or any successor entity, is organized (or any political subdivision or taxing authority of or in that jurisdiction having power to tax). If withholding or deduction is required by law, Rio Tinto Finance (USA) Limited, Rio Tinto plc or Rio Tinto Limited, as the case may be, must, subject to certain exceptions, pay to each holder of the notes additional amounts as may be necessary in order that every net payment of principal of (and premium, if any, on) and interest on the notes after deduction or other withholding for or on account of any present or future tax, assessment, duty or other governmental charge, will not be less than the amount that would have been payable on the notes in the absence of such deduction or withholding. The requirement to pay additional amounts and the exceptions thereto are discussed in greater detail above under “Description of Guaranteed Debt Securities—Special Situations—Payment of Additional Amounts”.

Tax Redemption

In the event of various tax law changes and other limited circumstances that require Rio Tinto Finance (USA) Limited, Rio Tinto plc or Rio Tinto Limited, to pay additional amounts as described under “Description of Guaranteed Debt Securities—Special Situations—Payment of Additional Amounts”, Rio Tinto Finance (USA) Limited, Rio Tinto plc or Rio Tinto Limited may call all, but not less than all, of the relevant series of notes for redemption. This means Rio Tinto Finance (USA) Limited may repay that series of notes early. Rio Tinto Finance (USA) Limited’s ability to redeem the notes is discussed in greater detail under “Description of Guaranteed Debt Securities—Special Situations—Optional Tax Redemption.” If Rio Tinto Finance (USA) Limited calls a series of notes as a result of such tax law changes, it must pay 100% of their principal amount (including any additional amounts). Rio Tinto Finance (USA) Limited will also pay the holders accrued interest if it has not otherwise paid interest through the redemption date (including any additional amounts). Notes will stop bearing interest on the redemption date, even if the holders do not collect their money.

In either of the situations discussed above, Rio Tinto Finance (USA) Limited will give notice to DTC of any redemption it proposes to make at least 30 days, but not more than 60 days, before the redemption date. Notice by DTC to participating institutions and by these participants to street name holders of indirect interests in the notes will be made according to arrangements among them and may be subject to statutory or regulatory requirements.

Defeasance and Discharge

Rio Tinto Finance (USA) Limited may release itself from any payment or other obligations on the notes as described under “Description of Guaranteed Debt Securities—Defeasance and Covenant Defeasance—Defeasance and Discharge”.

Further Issues

Rio Tinto Finance (USA) Limited may from time to time without your consent create and issue further notes having the same terms and conditions as the notes so that the further issue is consolidated and forms a single series with such notes, provided that such further issue constitutes a “qualified reopening” for U.S. federal income tax purposes or such further notes are issued with not more than a de minimis amount of original issue discount for U.S. federal income tax purposes.

DESCRIPTION OF GUARANTEED 7.125%NOTES DUE 2028

Issuer	Rio Tinto Finance (USA) Limited
Notes Offered	U.S.$750,000,000 7.125% notes due 2028
Guarantees	Full and unconditional guarantees of the principal, interest, premium, if any, and any other additional amounts payable in respect of the notes are given by Rio Tinto plc and Rio Tinto Limited.
Stated Maturity	July 15, 2028
Principal Amount of Notes Being Issued	U.S.$750,000,000
Issue Price	99.319%
Ranking	The notes and guarantees are not secured by any of Rio Tinto Finance (USA) Limited’s or Rio Tinto’s respective property or assets and will rank equally with all other unsecured and unsubordinated indebtedness. Since Rio Tinto plc and Rio Tinto Limited are holding companies and currently conduct their operations through subsidiaries, payments on the guarantees are effectively subordinated to the other liabilities of those subsidiaries.
Interest Rate	7.125%
Date Interest Starts Accruing	June 27, 2008
Interest Payment Dates	Semi-annually in arrear on January 15 and July 15 of each year, commencing January 15, 2009.
First Interest Payment Date	January 15, 2009
Optional Make-Whole Redemption	The notes will be redeemable at Rio Tinto Finance (USA) Limited’s option or at the option of Rio Tinto plc and Rio Tinto Limited, in whole or in part, at any time. See “Description of Guaranteed Notes — Optional Make-Whole Redemption”. Upon redemption, Rio Tinto Finance (USA) Limited will pay a redemption price equal to the greater of (i) 100% of the principal amount of the notes plus accrued interest to the date of redemption and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on the relevant series of notes (excluding any interest accrued as of the date of redemption). The present value will be determined by discounting the remaining principal and interest payments to the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using the Treasury Rate (as defined below) plus a spread of 40 basis points. The “Comparable Treasury Issue” for purposes of the definition contained in “Description of Guaranteed Notes — Optional Make-Whole Redemption” will be the U.S. Treasury security selected by the quotation agents as having a maturity comparable to the remaining term of the relevant series of notes to be redeemed that would be utilized, at the time of selection and in accordance with customary financial practice, in pricing new issues of corporate debt securities of comparable maturity to the remaining term of the relevant series of notes.
Tax Redemption	In the event of various tax law changes and other limited circumstances that requires Rio Tinto Finance (USA) Limited to pay additional amounts as described under “Description of Guaranteed Debt Securities — Special Situations — Payment of Additional Amounts”, Rio Tinto Finance (USA) Limited, Rio Tinto plc or Rio Tinto Limited may call all, but not less than all, of the relevant series of notes for redemption at 100% of their principal amount plus accrued interest to the date of redemption.
Change of Control	If a Change of Control Repurchase Event (as defined in “Description of the Guaranteed Notes — Change of Control Repurchase Event”) occurs, unless the notes are otherwise subject to redemption in accordance with their terms and Rio Tinto Finance (USA) Limited have elected to exercise its right to redeem the notes, Rio Tinto Finance (USA) Limited will make an offer to each holder comprising that series to repurchase all or any part (in integral multiples of U.S.$1,000) of that holder’s notes at a repurchase price in cash equal to 101% of the aggregate principal amount of notes repurchased plus any accrued and unpaid interest on the notes repurchased to the date of repurchase.
Form of Notes; Clearance and Settlement	Rio Tinto Finance (USA) Limited will issue the notes in fully registered form. The notes will be represented by one or more global securities registered in the name of a nominee of DTC and deposited with The Bank of New York Mellon, as depositary. You will hold a beneficial interest in the notes through DTC in book-entry form. Indirect holders trading their beneficial interest in the notes through DTC must trade in DTC’s same-day funds settlement system and pay in immediately available funds. Secondary market trading through Euroclear and Clearstream, Luxembourg will occur in the ordinary way following the applicable rules and operating procedures of Euroclear and Clearstream, Luxembourg.
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Denomination	The notes will be issued in minimum denominations of U.S.$2,000 and integral multiples of U.S.$1,000 in excess thereof.
Further Issues	Rio Tinto Finance (USA) Limited may from time to time without your consent create and issue further notes having the same terms and conditions as any series of notes so that the further issue is consolidated and forms a single series with such series of notes, provided that such further issue constitutes a “qualified reopening” for U.S. federal income tax purposes or such further notes are issued with not more than a de minimis amount of original discount for U.S. federal income tax purposes.
Trustee and Paying Agent	The Bank of New York Mellon
Listing	New York Stock Exchange.

General

Rio Tinto Finance (USA) Limited offered U.S.$750,000,000 initial aggregate principal amount of 7.125% notes due 2028. Book-entry interests in the notes are issued, as described in “Clearance and Settlement”, in minimum denominations of U.S.$2,000 and in integral multiples of U.S.$1,000. The notes bear interest at the applicable rate per annum of 7.125%, payable semi-annually in arrears on January 15 and July 15 of each year, commencing January 15, 2009. The regular record dates for payments of interest are January 1 and July 1. Interest on the notes are be computed on the basis of a 360-day year of twelve 30-day months. A “business day” means any day other than a day on which banks are permitted or required to be closed in London and New York, NY. The notes and guarantees will be governed by New York law.

The notes are unsecured, unsubordinated indebtedness of Rio Tinto Finance (USA) Limited and rank equally with all of its other unsecured and unsubordinated indebtedness from time to time outstanding.

The trustee is The Bank of New York (as successor to JP Morgan Chase Bank, formerly The Chase Manhattan Bank). See “Description of Guaranteed Debt Securities — Default and Related Matters” for a description of the trustee’s procedures and remedies available in the event of default.

Optional Make-Whole Redemption

Rio Tinto Finance (USA) Limited or Rio Tinto may redeem any series of notes in whole or in part, at its option or at the option of Rio Tinto plc and Rio Tinto Limited at any time and from time to time at a redemption price equal to the greater of (i) 100% of the principal amount of the notes to be redeemed and (ii) as certified to the trustee by Rio Tinto Finance (USA) Limited or

Rio Tinto, the sum of the present values of the Remaining Scheduled Payments discounted to the date of redemption on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus a spread of 40 basis points, together with accrued interest on the principal amount of the notes to be redeemed to the date of redemption. In connection with such optional redemption, the following defined terms apply:

•“Treasury Rate” means, with respect to any redemption date, the rate per annum equal to the semi- annual equivalent yield to maturity (computed as of the third business day immediately preceding that redemption date) of the Comparable Treasury Issue, assuming a price for the Comparable Treasury Issue (expressed as a percentage of its principal amount) equal to the Comparable Treasury Price for that redemption date.

•“Independent Investment Banker” means one of the Reference Treasury Dealers appointed by Rio Tinto Finance (USA) Limited to act as the “Independent Investment Banker.”

•“Reference Treasury Dealer” means each of Deutsche Bank Securities Inc., J.P. Morgan Securities Inc., Morgan Stanley & Co. Incorporated, Credit Suisse Securities (USA) LLC and Greenwich Capital Markets, Inc. and their respective successors and one other nationally recognized investment banking firm that is a Primary Treasury Dealer specified from time to time by Rio Tinto Finance (USA) Limited, provided, however, that if any of the foregoing shall cease to be a primary U.S. Government securities dealer in New York, NY (a “Primary Treasury Dealer”), Rio Tinto Finance (USA) Limited shall substitute therefor another nationally recognized investment banking firm that is a Primary Treasury Dealer.

Notice of any redemption will be mailed at least 30 days but not more than 60 days before the redemption date to each holder of the notes to be redeemed. On and after any redemption date, interest will cease to accrue on the relevant series of notes or any portion thereof called for redemption. On or before any redemption date, Rio Tinto Finance (USA) Limited shall deposit with a paying agent (or the trustee) money sufficient to pay the redemption price of and accrued interest on the series of notes to be redeemed on such date. If less than all of a series of notes are to be redeemed, the notes to be redeemed shall be selected by the trustee by such method as the trustee shall deem fair and appropriate. The redemption price shall be calculated by the Independent Investment Banker and Rio Tinto Finance (USA) Limited, and the trustee and any paying agent for the notes shall be entitled to rely on such calculation.

Payment of Additional Amounts

All payments of principal and interest in respect of the notes or the guarantees are made free and clear of, and without withholding or deduction for, any taxes, assessments, duties or governmental charges. If withholding or deduction is required by law, Rio Tinto Finance (USA) Limited, Rio Tinto plc or Rio Tinto Limited, as the case may be, must, subject to certain exceptions, pay to each holder of the notes additional amounts as may be necessary in order that every net payment of principal of and interest on the notes after deduction or other withholding for or on account of any present or future tax, assessment, duty or other governmental charge, will not be less than the amount that would have been payable on the notes in the absence of such deduction or withholding. The requirement to pay additional amounts is discussed in greater detail above under “Description of Guaranteed Debt Securities — Special Situations — Payment of Additional Amounts”.

Tax Redemption

In the event of various tax law changes and other limited circumstances that require Rio Tinto Finance (USA) Limited to pay additional amounts as described under “Description of Guaranteed Debt Securities — Special Situations — Payment of Additional Amounts”, Rio Tinto Finance (USA) Limited, Rio Tinto plc or Rio Tinto Limited may call all, but not less than all, of the notes for redemption. This means Rio Tinto Finance (USA) Limited may repay that series of notes early. Rio Tinto Finance (USA) Limited’s ability to redeem the notes is discussed in greater detail above under “Description of Guaranteed Debt Securities — Special Situations — Optional Tax Redemption.” If Rio Tinto Finance (USA) Limited calls a series of notes as a result of such tax law changes, it must pay 100% of their principal amount. Rio Tinto Finance (USA) Limited will also pay the holders accrued interest if it has not otherwise paid interest through the redemption date. Notes will stop bearing interest on the redemption date, even if the holders do not collect their money.

Change of Control Repurchase Event

If a Change of Control Repurchase Event (as defined below) occurs, unless the notes are otherwise subject to redemption in accordance with their terms and Rio Tinto Finance (USA) Limited has elected to exercise its right to redeem the notes, it will make an offer to each holder comprising that series to repurchase all or any part (in integral multiples of U.S.$1,000) of that holder’s notes at a repurchase price in cash equal to 101% of the aggregate principal amount of notes repurchased plus any accrued and unpaid interest on the notes repurchased to the date of repurchase. Within 30 days following any Change of Control Repurchase Event or, at Rio Tinto Finance (USA) Limited’s option, prior to any Change of Control (as defined below), but after the public announcement of an impending Change of Control, it will mail a notice to each holder, with a copy to the trustee, describing the transaction or transactions that constitute or may constitute the Change of Control Repurchase Event and offering to repurchase notes on the payment date specified in the notice, which date will be no earlier than 30 days and no later than 60 days from the date such notice is mailed. The notice shall, if mailed prior to the date of consummation of the Change of Control, state that the offer to repurchase is conditional on the Change of Control Repurchase Event occurring on or prior to the payment date specified in the notice.

Rio Tinto Finance (USA) Limited will comply with the requirements of Rule 14e-1 under the Exchange Act and any other securities laws and regulations thereunder, to the extent those laws and regulations are applicable in connection with the repurchase of the notes as a result of a Change of Control Repurchase Event. To the extent that the provisions of any securities laws or regulations conflict with the Change of Control Repurchase Event provisions of the notes, Rio Tinto Finance (USA) Limited will comply with the applicable securities laws and regulations and will not be deemed to have breached its obligations under the Change of Control Repurchase Event provisions of the notes by virtue of such conflict. On the Change of Control Repurchase Event payment date, Rio Tinto Finance (USA) Limited will, to the extent lawful:

•accept for payment all notes or portions of notes (in integral multiples of U.S.$1,000) properly tendered pursuant to Rio Tinto Finance (USA) Limited’s offer;

•deposit with the trustee an amount equal to the aggregate repurchase price in respect of all notes or portions of notes properly tendered; and

•deliver or cause to be delivered to the trustee the notes properly accepted, together with an officers’ certificate stating the aggregate principal amount of notes being purchased by Rio Tinto Finance (USA) Limited.

The trustee will promptly mail to each holder of notes properly tendered the repurchase price for such notes, provided that it has received such repurchase price from Rio Tinto Finance (USA) Limited, and the trustee will promptly at Rio Tinto Finance (USA) Limited’s direction authenticate and mail (or cause to be transferred by book-entry) to each holder a new note equal in principal amount to any unpurchased portion of any notes surrendered; provided that each new note will be in a principal amount of U.S.$1,000 or an integral multiple of U.S.$1,000 in excess thereof. Rio Tinto Finance (USA) Limited will not be required to make an offer to repurchase the notes upon a Change of Control Repurchase Event if a third party makes such an offer in the manner, at the times and otherwise in compliance with the requirements for an offer made by it, and such third party purchases all notes properly tendered and not withdrawn under its offer.

“Below Investment Grade Rating Event” means the notes are rated below Investment Grade by each of the Rating Agencies on any date from the date of the public notice of an arrangement that could result in a Change of Control until the end of the 60-day period following public notice of the occurrence of a Change of Control (which period shall be extended so long as the rating of the notes is under publicly announced consideration for possible downgrade by any of the Rating Agencies); provided that a Below Investment Grade Rating Event otherwise arising by virtue of a particular reduction in rating shall not be deemed to have occurred in respect of a particular Change of Control (and thus shall not be deemed a Below Investment Grade Rating Event for purposes of the definition of Change of Control Repurchase Event set out below) if each Rating Agency making the reduction in rating to which this definition would otherwise apply does not announce or publicly confirm or inform Rio Tinto Finance (USA) Limited or the trustee in writing at its request that the reduction was the result, in whole or in part, of any event or circumstance comprised of or arising as a result of, or in respect of, the applicable Change of Control (whether or not the applicable Change of Control shall have occurred at the time of the Below Investment Grade Rating Event).

“Change of Control” means the occurrence of any of the following:

•the direct or indirect sale, transfer, conveyance or other disposition (other than by way of merger or consolidation), in one or a series of related transactions, of all or substantially all of the properties or assets of Rio Tinto plc or Rio Tinto Limited to any “person” (as that term is used in Section 13(d)(3) of the Exchange Act), other than one or more members of the Rio Tinto Group;

•the consummation of any transaction (including, without limitation, any merger or consolidation) the result of which is that any “person” (as that term is used in Section 13(d)(3) of the Exchange Act) at any time directly or indirectly own(s) or acquire(s) such proportion of the issued or allotted ordinary share capital of Rio Tinto plc or Rio Tinto Limited which shall, or, if such transaction involves the conversion or exchange of such share capital for cash, securities or other property, such proportion of share capital of, or other relevant economic interest in, the surviving entity as a result of such transaction as shall, in aggregate, be entitled to exercise or direct the exercise of more than 50% of the rights to vote to elect members of the board of directors of Rio Tinto plc and Rio Tinto Limited or such surviving entity, provided that:

•for the avoidance of doubt, no Change of Control shall occur solely as a result of either of Rio Tinto plc or Rio Tinto Limited and/or any of its subsidiaries at any time owning or acquiring the relevant proportion of the issued or allotted ordinary share capital of Rio Tinto Limited or Rio Tinto plc, respectively, but in such circumstances whether or not a Change of Control shall occur whether in relation to such event or thereafter shall be determined by reference to:

•the Collapsed DLC Test; or

•the test set out in this sub-paragraph immediately preceding this proviso applied solely to whichever of Rio Tinto plc or Rio Tinto Limited owns (whether directly or through one or more of its subsidiaries) the relevant proportion of the issued or allotted ordinary share capital of Rio Tinto Limited or Rio Tinto plc, and

•no Change of Control shall be deemed to occur if all or substantially all of the holders of the issued or allotted ordinary share capital or other relevant economic interests of the relevant person or, as the case may be, surviving entity immediately after the event which would otherwise have constituted a Change of Control were the holders of the issued or allotted ordinary share capital of each or either of Rio Tinto plc or Rio Tinto Limited with the same (or substantially the same) pro rata economic interests in the share capital or relevant economic interests of the relevant person or, as the case may be, surviving entity, as such shareholders had in the issued or allotted ordinary share capital of each or either of Rio Tinto plc or Rio Tinto Limited, respectively, immediately prior to such event; or

•the first day on which a majority of the members of the board of directors of either Rio Tinto plc or Rio Tinto Limited are not Continuing Directors.

“Change of Control Repurchase Event” means the occurrence of both a Change of Control and a Below Investment Grade Rating Event.

The “Collapsed DLC Test” shall be deemed to be satisfied if any “person” (as that term is used in Section 13(d)(3) of the Exchange Act) at any time directly or indirectly own(s) or acquire(s) more than 50% of the issued or allotted ordinary share

capital of whichever of Rio Tinto plc or Rio Tinto Limited owns (whether directly or through one or more of its subsidiaries) the relevant proportion of the issued or allotted ordinary share capital of Rio Tinto Limited or Rio Tinto plc, respectively.

“Continuing Directors” means, as of any date of determination, any member of the board of directors of either of Rio Tinto plc or Rio Tinto Limited who (1) was a member of such board on the date of the issuance of the guarantee by either entity; or (2) was nominated for election, appointed or elected to such board with the approval of a majority of the Continuing Directors who were members of such board at the time of such nomination, appointment or election.

“Investment Grade” means a rating of Baa3 or better by Moody’s (or its equivalent under any successor rating categories of Moody’s) and a rating of BBB- or better by S&P (or its equivalent under any successor rating categories of S&P); or the equivalent investment grade credit rating from any additional Rating Agency or Rating Agencies selected by us.

“Moody’s” means Moody’s Investors Service Inc. and its successors.

“Rating Agency” means (1) each of Moody’s and S&P; and (2) if any of Moody’s or S&P ceases to rate the notes or fails to make a rating of the notes publicly available for reasons outside of Rio Tinto Finance (USA) Limited’s control, a “nationally recognized statistical rating organization” within the meaning of Rule 15c3-1(c)(2)(vi)(F) under the Exchange Act, selected by Rio Tinto Finance (USA) Limited as a replacement agency for Moody’s or S&P, as the case may be.

“Rio Tinto Group” means Rio Tinto plc and Rio Tinto Limited and their respective subsidiaries taken as a whole.

“S&P” means Standard & Poor’s Ratings Services, a division of McGraw-Hill, Inc. and its successors.

Defeasance and Discharge

Rio Tinto Finance (USA) Limited may release itself from any payment or other obligations on the notes as described under “Description of Guaranteed Debt Securities — Defeasance and Covenant Defeasance — Defeasance and Discharge”.

ex4-1eip2018plc8may2024

RULES OF THE RIO TINTO PLC EQUITY INCENTIVE PLAN 2018 RIO TINTO PLC Approved by the Remuneration Committee under delegated authority of the Board of Directors: 6 February 2018 Shareholders’ Approval: 11 April 2018 Expiry Date: 10 April 2028 Amended by the People & Remuneration Committee: 12 February 2019 4 March 2021 28 June 2021 19 October 2023 8 May 2024 Ref: L-002632 Exhibit 4.1

A35346594/6.0/25 Mar 2024 i Table of Contents Contents Page 1 Introduction ................................................................................................................................. 1 2 Definitions .................................................................................................................................... 1 3 Granting Awards ......................................................................................................................... 4 4 Documentation of Awards .......................................................................................................... 6 5 Before Vesting ............................................................................................................................. 6 6 Vesting .......................................................................................................................................... 7 7 Retention Period ....................................................................................................................... 10 8 Leaving employment ................................................................................................................ 12 9 Suspension ................................................................................................................................ 15 10 Malus .......................................................................................................................................... 15 11 Clawback .................................................................................................................................... 17 12 Vesting in connection with relocation .................................................................................... 19 13 Takeovers and other corporate events ................................................................................... 20 14 Changing the Plan ..................................................................................................................... 23 15 Tax............................................................................................................................................... 24 16 Limits on newly issued and treasury shares ......................................................................... 24 17 General ....................................................................................................................................... 25 Schedule 1 Grant of Forfeitable Shares ............................................................................................ 28 Schedule 2 Cash Awards .................................................................................................................... 29 Schedule 3 France ............................................................................................................................... 30 1 Rule 1 Introduction ................................................................................................................... 30 2 Rule 2 Definitions ...................................................................................................................... 30 3 Rule 3 (Granting Awards) ......................................................................................................... 31 4 Rule 5 (Before Vesting) ............................................................................................................. 32 5 Rule 6 (Vesting) ......................................................................................................................... 32 6 Rule 7 (Retention Period) ......................................................................................................... 33 7 Rule 8 (Leaving Employment) .................................................................................................. 34 8 Rule 12 (Vesting in connection with relocation) .................................................................... 34

A35346594/6.0/25 Mar 2024 ii 9 Rule 13 (Takeovers and other corporate events) ................................................................... 34 10 Rule 14 (Changing the Plan) .................................................................................................... 35 11 Rule 16 (Limits on newly issued and treasury shares) ......................................................... 35 12 Rule 17 (General) ....................................................................................................................... 35 13 Severability ................................................................................................................................ 36

A35346594/6.0/25 Mar 2024 1 Rules of the Rio Tinto PLC Equity Incentive Plan 2018 1 Introduction The Plan allows for the grant of Awards in the form of: (a) Conditional Awards - Awards under which the Participant receives Shares for free automatically to the extent the Award Vests; (b) Options - Awards under which the Participant can acquire Shares, to the extent their Award has Vested, at a price (which may be zero) set when the Option is granted; or (c) Forfeitable Shares - Awards under which the Participant receives free Shares on grant which are subject to a requirement that the Participant gives the Shares back to the extent the Award lapses. Conditional Awards and Options can also be granted on the basis that they will only ever be satisfied with a cash payment equal to the value of the Shares to which the Participant would otherwise be entitled (less any Option Price). Awards will Vest over a period set by the Directors for each Award and Vesting or grant may be subject to Performance Conditions or other conditions. After Vesting, Awards may also be subject to a Retention Period. This introduction does not form part of the rules. 2 Definitions In these rules: “Acquiring Company” means a person who has or obtains Control of the Company; “Additional Shares” has the meaning set out in rule 6.3 (Dividend Equivalent); “Award” means a Conditional Award, Forfeitable Shares or an Option; “Award Date” means the date on which an Award is granted under rule 4 (Documentation of Awards); “Bonus Deferral Award” means a Time-based Award which is granted to the Participant in lieu of bonus which they might otherwise have been paid in cash and which is designated as such by the Directors under rule 3.3.2 (Terms set at grant); “Business Day” means a day on which the London Stock Exchange is open for the transaction of business; “Clawback Policy” means the Rio Tinto Incentive-Based Compensation Clawback Policy adopted by the Directors on 19 October 2023, as amended from time to time; “Closed Period” has the meaning defined under Article 19(11) of the UK version of the Market Abuse Regulation (EU) No 596/2014 (Market Abuse Regulation) which is part of UK law (as

A35346594/6.0/25 Mar 2024 2 assimilated law by virtue of the European Union (Withdrawal) Act 2018 and Retained EU Law (Revocation and Reform) Act 2023) or any successor or equivalent regulatory provision; “Company” means Rio Tinto plc; “Conditional Award” means a conditional right to acquire Shares for free granted under the Plan; “Consideration Point” means the earlier of: (a) such time as the Directors considers that the outcome and/or significance of any internal or external investigation, actions or other events or circumstances is fully understood; (b) any date on which Vesting would otherwise occur under rules 13.1 (Takeover) or 13.3 (Demerger or other corporate event); and (c) such earlier time which the Directors may in its absolute discretion determine, but not later than the fifth anniversary of the date on which the Award would have Vested but for the postponement of such Vesting under rule 9 (Suspension); “Control” has the meaning given to it in Section 995 of the Income Tax Act 2007; “Corporate Event” means, in relation to the Company: (a) any demerger, delisting, distribution (other than an ordinary dividend) or other transaction, which, in the opinion of the Directors, might affect the current or future value of Shares; or (b) any reverse takeover (not being a change in Control of the Company), merger by way of a dual listed company or other significant corporate event, as determined by the Directors; “Dealing Restrictions” means any restriction on dealing in securities imposed by regulation, statute, order, directive, the rules of any stock exchange on which Shares are listed or any code adopted by the Company as varied from time to time; “Detrimental Activity” means, as established to the satisfaction of the Directors, and without the prior written consent of the Company, the Participant being in breach of any applicable restrictions on competition, solicitation or the use of confidential information (whether arising out of the Participant’s employment contract, their termination arrangements or any internal policies); “Directors” means, subject to rule 13.5 (Directors), the remuneration committee of the board of directors of the Company or any other committee comprised of non-executive directors of the board of the Company or any other person to whom any such committee has delegated any of its functions under these rules; “Dividend Equivalent” means a conditional entitlement to an amount linked to Dividends; “Dividends” in relation to a particular Award, means dividends on Shares (excluding any non- ordinary dividend which the Directors determine should be excluded) the record date for which was within the period between the Award Date and the day before the date on which those Shares are registered in the name of the relevant Participant (both dates inclusive);

A35346594/6.0/25 Mar 2024 3 “Exco” means the executive committee of the Company; “Final Lapse Date” means the latest date on which an Option will lapse which will be the date set by the Directors under rule 3.3.8 (Terms set at grant) or, if no date is set, the date 10 years after the Award Date; “Forfeitable Share Agreement” means the agreement referred to in Schedule 1 to these rules; “Forfeitable Shares” means Shares held in the name of or for the benefit of a Participant subject to the Forfeitable Share Agreement; “Grantor” means the Company or any other entity which grants or has agreed with the Company to satisfy an Award under the Plan; “Group” means the Company, Subsidiaries and any other company which is associated with the Company and is so designated by the Directors for some or all purposes of the Plan and “Member of the Group” shall be construed accordingly; “London Stock Exchange” means London Stock Exchange plc or any successor; “Option” means a conditional right to acquire Shares by the exercise of that right granted under the Plan; “Option Price” means the amount (which may be zero) payable on the exercise of an Option set by the Directors under rule 3.3.8 (Terms set at grant); “Owned Shares” means Shares subject to a Retention Period which are transferred or issued into the beneficial ownership of the Participant as set out in rule 7.1.1(i) (Retention Period); “Participant” means a person who holds, or who has held, an Award or their personal representatives; “Performance Condition” means any condition linked to performance imposed under rule 3.3.5 (Terms set at grant); “Performance-based Award” means an Award as so designated by the Directors under rule 3.3.2 (Terms set at grant); “Plan” means these rules known as “The Rio Tinto plc Equity Incentive Plan 2018”, as changed from time to time; “Retention Period” means the period after Vesting during which a Participant is required to retain their Shares as set out in rule 7 (Retention Period); “Retention Shares” means any Vested Shares and any Additional Shares which the Participant is required to retain during the Retention Period; “Review Period” means, in relation to a particular Award, the period from the date on which the Award Vests until: (a) in relation to an Award granted on or before 8 May 2024, two years following the Vesting of that Award; and

A35346594/6.0/25 Mar 2024 4 (b) in relation to an Award granted after 8 May 2024, the later of: (i) two years following the Vesting of that Award; and (ii) two years following the end of any Retention Period applicable to that Award, except where rule 11.2.5 (General) applies; “Rio Tinto Group” means each Member of the Group and Rio Tinto Limited and its subsidiaries; “Shares” means fully paid ordinary shares the Company; “Subsidiary” means a body corporate which is a subsidiary of the Company within the meaning of Section 1159 of the Companies Act 2006; “Time-based Award” means an Award as so designated by the Directors under rule 3.3.2 (Terms set at grant); “Vesting”, subject to the rules: (a) in relation to Conditional Awards, means a Participant becoming entitled to have the Shares (or cash if rule 6.4 (Cash or share alternative) applies) transferred to them; (b) in relation to an Option, means an Option becoming exercisable; and (c) in relation to Forfeitable Shares, means the restrictions set out in the Forfeitable Share Agreement ceasing to have effect as described in rule 6.2.3 (Consequences of Vesting), and “Vest” and “Vested” shall be construed accordingly; and “Vesting Date” means the date set for Vesting of an Award under rule 3.3.6 (Terms set at grant). If there is any conflict between two provisions in these rules under which an Award will lapse, the one which gives rise to the earlier lapse will prevail. 3 Granting Awards 3.1 Eligibility The Grantor may select any employee of a Member of the Group to be granted an Award. 3.2 Timing of Awards Awards may only be granted within 42 days starting on any of the following: 3.2.1 the date of shareholder approval of the Plan; 3.2.2 the end of any Closed Period; 3.2.3 any day on which the Directors resolves that exceptional circumstances exist which justify the grant of Awards; 3.2.4 any day on which changes to the legislation or regulations affecting share plans are announced, effected or made; or 3.2.5 the lifting of Dealing Restrictions which prevented the granting of Awards during any period specified above.

A35346594/6.0/25 Mar 2024 5 No Awards may be granted after 10 April 2028 or such earlier date as the Directors may specify. 3.3 Terms set at grant When granting an Award, the Directors will set the following terms: 3.3.1 whether the Award will take the form of: (i) a Conditional Award; (ii) an Option; (iii) Forfeitable Shares; or (iv) a combination of these; 3.3.2 where relevant, designate an Award as a Bonus Deferral Award, Time-based Award or a Performance-based Award; 3.3.3 whether the Vesting of a Time-based Award will be subject to a Performance Condition; 3.3.4 subject to rule 3.5 (Size of Awards), the number of Shares subject to the Award or how that number will be determined; 3.3.5 the terms of any Performance Condition or other condition set under rule 3.4 (Performance Conditions); 3.3.6 one or more Vesting Dates (unless specified in a Performance Condition) and, if there is more than one, the proportion of the Award which can Vest on each one (or how that will be determined); 3.3.7 whether or not a Retention Period will apply and, if so, when it will normally end and how the number of Retention Shares will be determined; 3.3.8 in the case of an Option: (i) the Option Price; and; (ii) the Final Lapse Date which will not be more than 10 years after the Award Date; and 3.3.9 any other terms or conditions of the Award. 3.4 Performance Conditions The Directors may decide that Vesting of an Award will be conditional: 3.4.1 on the satisfaction of one or more conditions set by the Directors on grant linked to the performance of the Company, the Participant and/or any business unit or Member of the Group; and/or 3.4.2 any other condition or conditions set by the Directors, which, in either case, may provide that the Award will lapse to the extent that it is not satisfied. The Directors may amend a Performance Condition in accordance with its terms or if anything happens which causes the Directors reasonably to consider the amended Performance

A35346594/6.0/25 Mar 2024 6 Condition would be a fairer measure of performance. The Directors may waive or change any other condition in such manner as it sees fit. 3.5 Size of Awards 3.5.1 An Award to be granted to a director of the Company will not exceed any applicable maximum set out in the approved directors’ remuneration policy (as defined in section 226B(2) of the Companies Act 2006). 3.5.2 The number of Shares subject to a Deferred Bonus Award will be determined on the basis set out in the relevant short term incentive plan and in accordance with any relevant remuneration policy. 3.6 No payment for an Award A Participant is not required to pay for the grant of an Award. 4 Documentation of Awards 4.1 Conditional Awards and Options An Award (other than an Award of Forfeitable Shares) will be granted either by deed or by a Directors’ resolution. 4.2 Forfeitable Shares Where an Award takes the form of Forfeitable Shares, the procedure set out in Schedule 1 to this Plan will apply. 5 Before Vesting 5.1 Voting and dividends 5.1.1 A Participant is not entitled to vote, to receive dividends or to have any other rights of a shareholder in respect of Shares subject to an Option or a Conditional Award until the Shares are issued or transferred to the Participant. 5.1.2 Except to the extent specified in the Forfeitable Share Agreement, a Participant will have all rights of a shareholder in respect of Forfeitable Shares until the Award lapses. 5.2 Transfer A Participant may not transfer, assign, charge or otherwise dispose of an Award or any rights in respect of it nor use an Award or any Shares subject to an Award as collateral for a loan or in any other context. If they do, whether voluntarily or involuntarily, then the Award will immediately lapse. This rule 5.2 does not apply: 5.2.1 to the transmission of an Award on the death of a Participant to the person entitled by law to deal with the estate; 5.2.2 to an assignment by way of court order;

A35346594/6.0/25 Mar 2024 7 5.2.3 to the assignment of an Award where the Directors consider that the Participant is no longer in a position to manage their own affairs by reason of ill-health; or 5.2.4 in any other circumstances if the Directors so decide. 5.3 Adjustment of Awards 5.3.1 Subject to all applicable laws and listing rules, the Directors may make such adjustments as they consider appropriate, if any, to: (i) the description, number and/or class of Shares or securities subject to an Award; and/or (ii) any cash payment to be made under these rules, in the event of any of the circumstances set out in rule 5.3.2. 5.3.2 The circumstances are: (i) a variation in the equity share capital of the Company, including a capitalisation or rights issue, sub-division, consolidation or reduction of share capital, or a demerger (in whatever form); (ii) a Corporate Event; and/or (iii) a takeover, demerger or other reconstruction (excluding liquidation or receivership) of any other company with which the Company's performance is compared. 5.3.3 Subject to the Forfeitable Share Agreement, a Participant will have the same rights as any other shareholders in respect of Forfeitable Shares where rule 5.3.2 applies. Any Shares, securities or rights allotted to a Participant as a result of such an event will be: (i) treated as if they were awarded to the Participant under the Plan in the same way and at the same time as the Forfeitable Shares in respect of which the rights were conferred; and (ii) subject to the rules of the Plan and the terms of the Forfeitable Share Agreement. 6 Vesting 6.1 Timing and extent of Vesting Subject to the rest of these rules, an Award will Vest on the later of the following: 6.1.1 the Vesting Date; and 6.1.2 the date on which the Directors determine the extent to which any Performance Condition or any other condition is satisfied. The Award will only Vest to the extent that any Performance Condition or other condition is satisfied.

A35346594/6.0/25 Mar 2024 8 The Vesting of an Award will be delayed: 6.1.3 if on the proposed date of Vesting a Dealing Restriction applies to a Participant which would prevent the Vesting of their Award and the sale of their Vested Shares to pay any tax liability, in which case the Award will Vest on the first date on which such Dealing Restriction ceases to apply to them; or 6.1.4 regardless of rule 6.1.3, if the proposed date of Vesting falls within a Closed Period then, unless the Directors decide otherwise, for any Participant whose transactions in Shares are announced to the market and any other Participants as the Directors may decide, Vesting will occur on the day after the day on which the Closed Period ends. If the issue or transfer of Shares in satisfaction of an Award is prevented by any Dealing Restriction, the period for such issue or transfer will be delayed for that Award until the Dealing Restriction no longer prevents it. 6.2 Consequences of Vesting 6.2.1 If an Award takes the form of a Conditional Award, within 30 days of Vesting (or as soon as reasonably practicable after that), the Grantor will arrange (subject to the rest of this rule 6 and rules 7 (Retention Period), 9 (Suspension), 10 (Malus), 15 (Tax) and 17.6 (Consents)) for the issue or transfer to, or to the order of, the Participant of the number of Shares in respect of which the Award has Vested. 6.2.2 A Participant can only exercise an Option to the extent it has Vested. To exercise it, the Participant must give notice in such form as the Grantor may prescribe and comply with such arrangements as the Grantor determines for the payment of the Option Price (if any) including, without limitation, the sale of sufficient Shares to procure the payment of the Option Price. Subject to the rest of this rule 6 and rules 7 (Retention Period), 9 (Suspension), 10 (Malus), 15 (Tax)and 17.6 (Consents), the Grantor will arrange for the number of Shares in respect of which an Option has been exercised to be issued or transferred to the Participant within 30 days of the date on which the Option is exercised or as soon as reasonably practicable after that. An Option will lapse at the end of business on the Final Lapse Date if it does not lapse earlier under these rules. 6.2.3 To the extent an Award of Forfeitable Shares Vests, the restrictions contained in the Forfeitable Share Agreement will cease to apply. 6.3 Dividend Equivalent Except in the case of a Participant who is granted an Option with an Option Price set at market value at grant, a Participant will be entitled on the issue or transfer of Vested Shares on or following the Vesting of a Conditional Award or the exercise of an Option to a number of additional Shares (“Additional Shares”) calculated on the basis set out below, unless the Directors decide to use a different basis: X = D / P, rounded down to the nearest whole number, where: X is the number of Additional Shares; D is the aggregate cash amount of all Dividends which would have been paid to the relevant Participant in respect of the number of Vested Shares if that number of Shares

A35346594/6.0/25 Mar 2024 9 had been registered in the name of the Participant on the Award Date, excluding any imputed or associated tax credits or rebates; and P is the average of the closing price of Shares on the London Stock Exchange over the five Business Days ending on the Business Day before the Vesting of the Award, or such other date as the Directors decide. If the Directors so decide and regulatory requirements permit, the amount payable under this rule may be satisfied in cash. In this instance, the amount payable is equal to D. For the avoidance of doubt, where there has been an adjustment in the number of Shares subject to an Award pursuant to rule 5.3 (Adjustment of Awards), then for the purposes of calculating D in the formula above, the value of any Dividends which had a record date falling (i) before the date of the adjustment will be calculated by reference to the number of shares under the Award on the Award Date before the adjustment and (ii) after the date of adjustment will be based on the revised number of Shares under the Award which resulted from the adjustment. 6.4 Cash or share alternative The Grantor can decide to satisfy any entitlement under an Award (other than Forfeitable Shares) to: 6.4.1 Shares by paying a cash amount; or 6.4.2 cash by issuing or transferring Shares. In either case the entitlement will be satisfied based on the market value of the Shares on the date the Participant becomes entitled as determined by the Directors (less any Option Price, in the case of an Option). 6.5 Automatic exercise of Options where Dealing Restrictions apply and Option would otherwise lapse 6.5.1 To the extent that: (i) a Vested Option has not been exercised by the close of the Business Day before the date on which it lapses; and (ii) it is in the money on that day, the Company will, unless the Directors decides otherwise, treat it as having been exercised on that day. 6.5.2 If it does treat the Option as having been exercised, the Company will arrange for sufficient Shares resulting from the exercise to be sold on behalf of the Participant to raise an amount (after costs of sale) equal to the Option Price and any tax or social security required to be withheld under rule 15 (Tax). The remaining Shares subject to the Option will be issued or transferred as set out in rule 6.2.2 (Consequences of Vesting). 6.5.3 An Option is “in the money” on any day if the Directors estimate that, if all the Shares resulting from exercise were sold on that day, the sale proceeds (after making a

A35346594/6.0/25 Mar 2024 10 reasonable allowance for any costs of sale and taxes) would be more than the Option Price. 6.5.4 The Participant may give notice, at any time before the day referred to in rule 6.5.1, requesting that this rule 6.5 should not apply to the Option. 6.5.5 No Member of the Group will be liable for any loss a Participant may suffer as a result of the application or failure to apply this rule 6.5. 7 Retention Period This rule 7 applies if the Directors determine under rule 3.3.7 that a Retention Period applies in relation to an Award. 7.1 How the Retention Period will apply to an Award 7.1.1 On or before an Award Vests, the Directors will determine: (i) subject to rule 7.2 (Tax), the number of Retention Shares which will be issued or transferred into the beneficial ownership of the Participant (“Owned Shares”) and held in accordance with this rule 7; and (ii) if the Award is an Option, whether the Option must be exercised at Vesting to create Owned Shares or whether Shares subject to the Vested but unexercised Option may count as Retention Shares. 7.1.2 Where the Directors have determined that Owned Shares will be issued or transferred to the Participant, they will calculate the number of Shares which Vest in accordance with rule 6.1 (Timing and extent of Vesting) together with the associated Additional Shares and will issue or transfer the beneficial ownership of the Retention Shares (if not already held in respect of an Award of Forfeitable Shares), for no consideration, to any person specified by the Directors to be held during the Retention Period under this rule 7. 7.1.3 Where the Award is an Option and the Directors have determined that it may continue during the Retention Period, the Option will become exercisable as described in rule 6.2 (Consequences of Vesting) and any Retention Shares acquired on the exercise of the Option during the Retention Period (less any shares sold to pay tax pursuant to rule 15 (Tax)) will be held as Owned Shares. 7.1.4 If required to do so by the Directors, the Participant must enter into an agreement setting out the basis on which the Owned Shares will be held under this rule 7. If the Participant does not do so in the manner and within the timeframe specified by the Directors, unless the Directors decide otherwise, the Award will lapse and the Owned Shares will not be issued or transferred (or will be forfeited if already issued or transferred). 7.2 Tax 7.2.1 Where tax is payable before the end of the Retention Period, then rule 15 (Tax) will apply and the Retention Period will apply in respect of the remainder of the Retention Shares.

A35346594/6.0/25 Mar 2024 11 Shares may be issued or transferred and sold to the extent necessary to satisfy the liability under that rule. 7.2.2 In respect of any Awards granted after 8 May 2024, the Participant must enter into any elections in relation to the Retention Shares required by the Directors including elections under Part 7 of the Income Tax (Earnings and Pensions) Act 2003. If the Participant does not do so within any period specified by the Directors, unless the Directors decide otherwise, the Award will lapse at the end of that period and the Retention Shares will not be issued or transferred (or they will be forfeited if already issued or transferred). 7.3 Rights during the Retention Period The following provisions will apply to Owned Shares during the Retention Period: 7.3.1 The Participant will be entitled to vote (or give instructions as to voting) and to receive dividends and have all other rights of a shareholder in respect of the Owned Shares from the date the Participant becomes the beneficial owner. 7.3.2 The Participant may not transfer, assign, charge or otherwise dispose of the Owned Shares or any interest in them nor use Retention Shares as collateral for a loan or in any other context (or instruct anyone to do so) except in the case of: (i) the sale of sufficient entitlements nil-paid in relation to Shares to take up the balance of the entitlements under a rights issue or similar transaction, as determined by the Directors; (ii) a forfeiture as described in rule 7.5 (Forfeiture of Owned Shares); or (iii) the sale to fund any tax in accordance with rule 7.2 (Tax). 7.3.3 Any securities which the Participant receives in respect of Owned Shares as a result of an event described in rule 5.3.2 (Adjustment of Awards) during the Retention Period will, unless the Directors decides otherwise, be subject to the same restrictions as the corresponding Owned Shares. This will not apply to any Shares which a Participant acquires on a rights issue or similar transaction to the extent that their number exceeds the number they would have acquired on a sale of sufficient rights under the rights issued nil-paid to take up the balance of the rights. 7.4 Leaving employment during the Retention Period In respect of any Awards granted after 8 May 2024, subject to rule 7.6 (End of the Retention Period), unless one of the circumstances in rules 8.2.1 to 8.2.4 (Leaving in specific circumstances) applies, if a Participant gives or receives notice to terminate their employment and/or leaves employment (as defined in rule 8.8.1 (General)) before the end of the Retention Period, then their Retention Shares will be forfeited in accordance with rule 7.5 (Forfeiture of Owned Shares) on the date on which notice to terminate employment is given by the Participant or the Participant’s employer or, with the consent of the Participant’s employer or if the Directors so decide, the date on which the Participant leaves employment.

A35346594/6.0/25 Mar 2024 12 7.5 Forfeiture of Owned Shares 7.5.1 For the avoidance of doubt, clawback (under rule 11 (Clawback)) will apply to the Retention Shares during the Retention Period. 7.5.2 To the extent that Owned Shares are forfeited, whether under rules 7.4 (Leaving employment during the Retention Period), 11 (Clawback) or otherwise, the Participant is deemed to consent to the immediate transfer of the beneficial ownership of the Shares, for no consideration or nominal consideration, to any person (which may include the Company, where permitted) specified by the Directors. 7.6 End of the Retention Period 7.6.1 The Retention Period will end on the earliest of the following: (i) the date on which the Retention Period would normally end, as set by the Directors in relation to the Award under rule 3.3.7 (Terms set at grant); (ii) the date on which the Participant dies; (iii) the date on which Awards vest on a takeover or other transaction under rule 13 (Takeovers and other corporate events); and (iv) such earlier date as the Directors may decide. 7.6.2 At the end of a Retention Period the restrictions relating to Owned Shares in rule 7.3.2 (Rights during the Retention Period) will cease to apply and the Shares will be transferred to the Participant or as the Participant may direct. 8 Leaving employment 8.1 General rule on leaving employment Unless rule 8.2 (Leaving in specific circumstances) or rule 8.5 (Death) applies, if a Participant gives or receives notice to terminate their employment and/or leaves employment (as defined in rule 8.8.1 (General)) before their Award Vests then their Award will lapse on the date on which notice to terminate employment is given by the Participant or the Participant’s employer or, with the consent of the Participant’s employer or if the Directors so decide, the date on which the Participant leaves employment. 8.2 Leaving in specific circumstances If a Participant leaves employment by reason of: 8.2.1 ill-health, injury or disability (established to the satisfaction of the Participant’s employer or the Directors); 8.2.2 the Participant’s employing company ceasing to be a Member of the Group; 8.2.3 a transfer of the undertaking, or part of the undertaking, in which the Participant works to a person which is not a Member of the Group; or 8.2.4 any other reason, if the Directors so decide in their absolute discretion in any particular case,

A35346594/6.0/25 Mar 2024 13 then their Award will not lapse, but will Vest in accordance with the provisions of rules 8.3 (Timing of Vesting) and 8.4 (Extent of Vesting of Award), provided that the Directors in their absolute discretion may vary the application of rules 8.3 (Timing of Vesting) and 8.4 (Extent of Vesting of Award) and determine an alternative basis and any terms on which the Award will Vest and any Option may be exercised and, for the avoidance of doubt, the Directors can make a different determination as to the extent an Award or Option Vests in respect of different Awards or Options held by the same Participant. 8.3 Timing of Vesting Where rule 8.2 (Leaving in specific circumstances) applies: 8.3.1 a Performance-based Award will Vest on the date it would have Vested if the Participant had not left employment unless the Directors decide at any time that the Award will Vest earlier; 8.3.2 a Time-based Award will Vest on the date of leaving employment unless the Directors decide at any time that the Award will vest on a later date; and 8.3.3 any Time-based Award, including any Bonus Deferral Award, held by a member of the Exco will Vest on the date it would have Vested if the Participant had not left employment unless rule 8.5 (Death) applies. 8.4 Extent of Vesting of Award Where rule 8.2 (Leaving in specific circumstances) applies: 8.4.1 the Award will Vest to the extent any Performance Condition is satisfied on the date of Vesting and if an Award Vests earlier than the Vesting Date the Directors will determine the extent to which any Performance Condition is satisfied in accordance with its terms or, if there are no such terms, in such manner as they consider reasonable; 8.4.2 unless the Directors decide otherwise, and except in the case of a Bonus Deferral Award or a Performance-based Award granted on or before 8 May 2024, the number of Shares in respect of which the Award would otherwise Vest will be reduced by the proportion which the number of complete days from the date the Participant left employment to the Vesting Date bears to the number of complete days in the period from the Award Date to the Vesting Date; 8.4.3 unless the Directors decide otherwise, in the case of a Performance-based Award granted on or before 8 May 2024 where the Participant leaves employment before the third anniversary of the Award Date, the number of Shares in respect of which the Award would otherwise Vest will be reduced by the proportion which the number of complete days from the date the Participant left employment to the third anniversary of the Award Date bears to the number of complete days in the period from the Award Date to the third anniversary of the Award Date; and 8.4.4 for the avoidance of doubt, a time pro-rated reduction under this rule will not apply to a Bonus Deferral Award at all or, unless the Directors decide otherwise, to a Performance- based Award where the Participant leaves employment on or after the third anniversary of the Award Date.

A35346594/6.0/25 Mar 2024 14 8.5 Death If a Participant dies before Vesting, their Award will Vest on the date of death and rule 8.4 (Extent of Vesting of Award) will apply. If a Participant left employment before death where rule 8.2 (Leaving in specific circumstances) applied then, unless the Directors decide otherwise, any pro-rating of their Award will be by reference to the date the Participant left employment. 8.6 Treatment of Options after leaving If the holder of an Option dies or otherwise leaves employment: 8.6.1 before Vesting where rule 8.2 (Leaving in specific circumstances) applies; or 8.6.2 after Vesting for any reason (except as described below), their Option will be exercisable for 12 months from the later of: 8.6.3 the date on which the Option Vests; and 8.6.4 the date on which the Participant left, after which the Option will lapse, but the Directors may reduce or extend that period (but not beyond the Final Lapse Date). However, if a Participant leaves employment after Vesting because of misconduct or breach of the terms of their employment, their Award will lapse on the day they leave employment unless the Directors determines otherwise and, for the avoidance of doubt, rule 6.5 (Automatic exercise of Options where Dealing Restrictions apply and Options would otherwise lapse) will not apply. 8.7 Detrimental activity If a Participant leaves employment where rule 8.2 (Leaving in specific circumstances) applies, unless the Directors decide otherwise, the Participant’s Award will lapse if they engage in Detrimental Activity and, if relevant, rule 6.5 (Automatic exercise of Options where Dealing Restrictions apply and Options would otherwise lapse) will not apply. 8.8 General 8.8.1 A Participant will only be treated as “leaving employment” when they are no longer an employee or director of any Member of the Group. 8.8.2 Notwithstanding anything else in this rule 8, a transfer of employment to or immediate re-employment by Rio Tinto Limited or any subsidiary of it which Rio Tinto Limited has Control of will not, whether or not that entity is a Member of the Group, constitute leaving employment for the purposes of these rules and these rules will continue to apply to that Participant as if Rio Tinto Limited and its subsidiaries were each a Member of the Group, unless the Directors decide otherwise.

A35346594/6.0/25 Mar 2024 15 9 Suspension 9.1 Application Notwithstanding anything else in these rules, the Directors may, at any time before an Award has Vested or upon any cessation of employment and in their absolute discretion, decide that where there is an internal or external investigation which relates to, or may relate to, the Participant the Vesting of the Award (and consideration of the Vesting of the Award) will be postponed until the Consideration Point. The following will apply where there is a postponement under this rule 9: 9.1.1 The Award will continue and will neither Vest nor lapse until the Consideration Point. 9.1.2 At the Consideration Point, the Committee will consider the use of its discretions and powers under this rule 9 and rule 10.1 (Malus). For the avoidance of doubt, there may be an adjustment or further adjustment under this rule 9 at the Consideration Point. 9.1.3 If a Participant leaves employment after the date on which the Award would have Vested, but for the operation of this rule 9 then, unless the Directors decide otherwise, rule 8.1 (General rule on leaving employment) will not apply. At the Consideration Point, the Committee will consider both the use of its discretions and powers under rules 8.1 (General rule on leaving employment), 8.2 (Leaving in specific circumstances), 9 and 10.1 (Malus). The Award will Vest only to the relevant extent determined by the Committee. 9.1.4 In making its determinations at the Consideration Point, the Committee can (without limitation) take into account the extent to which the Participant cooperates fully with all internal and external investigations, any matters, conduct or circumstances that arise from any such investigations and the conclusions and outcome of any investigation. 9.2 General 9.2.1 Rule 9.1 may be applied in different ways to different Participants in relation to the same or different events, or in different ways for the same Participant in relation to different Awards. 9.2.2 The Directors will notify the Participant of any application of this rule 9. 9.2.3 Without limiting rule 17.1 (Terms of employment), the Participant will not be entitled to any compensation in respect of any adjustment under this rule 9. 10 Malus 10.1 Application Where the Directors consider that an exceptional circumstance has occurred, the Directors may, at any time before an Award has been satisfied, determine in their absolute discretion (other than where rule 10.1.8 applies, in which case the Directors will determine) that the Vesting of a Participant's Award to the extent determined in accordance with the other rules of the Plan is not justified and may (other than where rule 10.1.8 applies, in which case the Directors will) reduce the level of Vesting or determine that the Award does not Vest or, in the case of a Vested but

A35346594/6.0/25 Mar 2024 16 unexercised Option, reduce the number of Shares under that Option. The circumstances in which the Directors may (or will) exercise their discretion under this rule 10.1 may include, inter alia: 10.1.1 any fraud or misconduct by the Participant or an exceptional event or events that has had or may have a material effect on the value or reputation of any Member of the Group (excluding an exceptional event or events which have a material adverse effect on global macroeconomic conditions); 10.1.2 an error (including a misstatement or omission) is found in any published financial statements of the Rio Tinto Group or any business division of the Rio Tinto Group requiring a material downward restatement or which otherwise is material to the Rio Tinto Group or the business division, or where information has emerged since the Award Date which would have affected the size of the Award granted; 10.1.3 the personal performance of the Participant, of their product group or of the Rio Tinto Group does not, in the reasonable opinion of the Directors, justify Vesting to the extent otherwise determined in accordance with the other rules of the Plan or where the Participant’s conduct or performance has been in breach of their employment contract, any laws, rules or codes of conduct applicable to them or the standards reasonably expected of them; 10.1.4 the performance of the company, business or undertaking in which a Participant worked or works or for which they were or are directly or indirectly responsible is found to have been misstated or based upon any material misrepresentation and which resulted in the Award being granted over a greater number of Shares than would otherwise have been the case; 10.1.5 where any team, business area, Member of the Group or profit centre in which the Participant works or worked has been found guilty in connection with any regulatory investigation or has been in breach of any laws, rules or codes of conduct applicable to it or the standards reasonably expected of it; 10.1.6 the occurrence of an event or events, or any action, inaction or omission by a Participant or any Member of the Group that has a material impact on the Group’s social licence to operate wherever in the world; 10.1.7 the occurrence of a catastrophic safety or environmental event or events; and/or 10.1.8 where required pursuant to the Clawback Policy or any other policy relating to malus or clawback adopted by the Company from time to time. 10.2 General 10.2.1 For the avoidance of doubt, rule 10.1 can apply even if the Participant was not responsible for the event in question or, where relevant, if it happened before the grant of the Award. 10.2.2 Rule 10.1 may be applied in different ways for different Participants in relation to the same or different events, or in different ways for the same Participant in relation to different Awards.

A35346594/6.0/25 Mar 2024 17 10.2.3 Rule 10.1 will not apply to an Award which has been exchanged in accordance with rule 13.4 (Exchange of Awards). 10.2.4 The Directors will notify the Participant of any application of this rule 10. 10.2.5 Without limiting rule 17.1 (Terms of employment), the Participant will not be entitled to any compensation in respect of any adjustment under this rule 10, and the operation of rule 10.1 will not limit any other remedy any Member of the Group may have in relation to the circumstances in which rule 10.1 is operated. 11 Clawback 11.1 Application 11.1.1 During the Review Period for any Award where the Directors consider that an exceptional circumstance has occurred, or, at any time where the Clawback Policy applies, the Directors may (other than where rule 11.1.2(viii) applies, in which case the Directors will) determine in their absolute discretion that any one or more of the following apply: (i) that: (a) any other Award held by the Participant be reduced (including to zero); (b) any Shares previously received by the Participant under this Plan including any Owned Shares, or such number as are specified by the Directors, be transferred for nil consideration to any person specified by the Directors; or (c) failing or instead of the transfer of such Shares under paragraph (b) above, an amount in cash equal to the value of the Shares at a date determined by the Directors or such lower amount as the Directors may specify, be paid to the Company or as it may direct by the Participant; (ii) the Participant must pay a cash amount equal to the dividends or other rights or benefits (in each case, calculated as set out in a notification to the Participant but excluding any imputed or associated tax credits or rebates, such as any Australian franking credits, in relation to those dividends, rights or benefits) paid on or attributed to a Share previously received by the Participant under this Plan including any Owned Shares since Vesting; and/or (iii) the Company, the Participant’s employing company or any other Member of the Group may withhold from or offset against any distribution, bonus, payment (including salary) or grant or vesting of any other award to which a Participant may be entitled in connection with their employment with any Member of the Group, such an amount as the Directors consider appropriate. 11.1.2 The circumstances referred to in rule 11.1.1 may include, inter alia: (i) any fraud or misconduct by the Participant or an exceptional event or events that has had or may have a material effect on the value or reputation of any Member

A35346594/6.0/25 Mar 2024 18 of the Group (excluding an exceptional event or events which have a material adverse effect on global macroeconomic conditions); (ii) an error (including a misstatement or omission) is found in any published financial statements of the Rio Tinto Group or any business division of the Rio Tinto Group requiring a material downward restatement or which otherwise is material to the Rio Tinto Group or the business division, or where information has emerged since the Award Date which would have affected the size of the Award granted or the extent to which it Vested; (iii) the personal performance of the Participant, of their product group or of the Rio Tinto Group did not, in the reasonable opinion of the Directors, justify Vesting to the extent otherwise determined in accordance with the other rules of the Plan or where the Participant’s conduct or performance has been in breach of their employment contract, any laws, rules or codes of conduct applicable to them or the standards reasonably expected of them; (iv) the performance of the company, business or undertaking in which a Participant worked or works or for which they were or are directly or indirectly responsible is found to have been misstated or based upon any material misrepresentation and which resulted in the Award being granted and/or Vesting over a greater number of Shares than would otherwise have been the case; (v) where any team, business area, Member of the Group or profit centre in which the Participant works or worked has been found guilty in connection with any regulatory investigation or has been in breach of any laws, rules or codes of conduct applicable to it or the standards reasonably expected of it; (vi) the occurrence of an event or events, or any action, inaction or omission by a Participant or any Member of the Group that has a material impact on the Group’s social licence to operate wherever in the world; (vii) the occurrence of a catastrophic safety or environmental event or events; and/or (viii) where required pursuant to the Clawback Policy or any other policy relating to malus or clawback adopted by the Company from time to time. 11.1.3 In making any determinations under rule 11.1.1 as to the number of Shares to be transferred or the amount of the cash to be paid by the Participant, the Directors may decide that the number of Shares or the amount of cash (as the case may be) be determined on either a gross basis or net of tax basis, other than where the Clawback Policy applies, where the determination must be completed on a gross of tax basis. If the Directors determine that the number of Shares or the amount of cash (as the case may be) is to be determined on a net of tax basis, the Directors may do so on the basis that the net of tax basis is to be applied only if the Participant enters into such deed of indemnity as the Directors may prescribe, in case any tax is refunded or is refundable to the Participant. The deed of indemnity may (without limitation) contain provisions for the recovery of tax and/ or employee social security contributions from the Participant and the process of liaison with any tax authority.

A35346594/6.0/25 Mar 2024 19 11.1.4 Where the Directors make a determination under rule 11.1.1, the Directors must notify the Participant and the Participant must, within 20 Business Days (or such other period as the Directors determine) of the date of that notice, comply with the requirements of the notice. 11.1.5 In making any determinations under rule 11.1.1, the Directors can take into account any information known to it at the time of the determination, regardless as to whether the information relates to events or circumstances that occurred before an Award was made, during the life of an Award, during the period before the Consideration Point, the Review Period or any other time. 11.2 General 11.2.1 For the avoidance of doubt, rule 11 can apply even if the Participant was not responsible for the event in question or if it happened before or after the Vesting or grant of the Award. 11.2.2 Rule 11.1.1 may be applied in different ways for different Participants in relation to the same or different events, or in different ways for the same Participant in relation to different Awards. 11.2.3 Rule 11.1.1 will not apply to an Award which has been exchanged in accordance with rule 13.4 (Exchange of Awards). 11.2.4 Clawback will not apply after a takeover (as defined in rule 13.1 (Takeover)) or where an Award vests under rule 13.3 (Demerger or Other Corporate Event), other than where the Clawback Policy applies. 11.2.5 If the Vesting of an Award has been postponed by the operation of rule 9 (Suspension) then this rule 11 (Clawback) will only apply in respect of that Award if the Award Vests within the Review Period which would have applied if the Vesting of the Award had not been postponed under rule 9 (Suspension) and the Review Period will not be extended because the Vesting of the Award was postponed. 11.2.6 The Directors will notify the Participant of any application of this rule 11. 11.2.7 Without limiting rule 17.1 (Terms of employment), the Participant will not be entitled to any compensation in respect of any application of this rule 11, and the operation of rule 11.1.1 will not limit any other remedy any Member of the Group may have in relation to the circumstances in which rule 11.1.1 is operated. 12 Vesting in connection with relocation If a Participant who is not a director of the Company relocates to another jurisdiction before an Award Vests and, as a result: (a) the Participant or any Member of the Group is or may be subject to less favourable tax or social security treatment; or (b) the Vesting, exercise or satisfaction of the Award is or may be subject to any regulatory restriction, approval or consent,

A35346594/6.0/25 Mar 2024 20 the Directors may decide that the Award will Vest on such earlier date or dates and subject to such additional conditions as they may determine, including the retention of any Shares acquired on Vesting. In the case of an Option, the Directors may change the period during which it can be exercised or impose additional conditions upon the exercise. 13 Takeovers and other corporate events 13.1 Takeover 13.1.1 If there is a takeover (defined below), each Award will Vest, subject to rule 9 (Suspension) and rule 10 (Malus), on the date of the takeover. 13.1.2 Where rule 13.1.1 applies: (i) the Directors will determine the extent to which any Performance Condition has been satisfied to the date of the takeover (in accordance with its terms or, if they do not provide for it, in such manner as it considers reasonable) and the proportion of the Award which will Vest as a result; (ii) unless the Directors decide otherwise, and except in the case of a Bonus Deferral Award or a Performance-based Award, the number of Shares in respect of which the Award would otherwise Vest will be reduced by the proportion which the number of complete days from the date of the takeover to the Vesting Date bears to the number of complete days in the period from the Award Date to the Vesting Date; (iii) unless the Directors decide otherwise, in the case of a Performance-based Award where the takeover occurs before the third anniversary of the Award Date, the number of Shares in respect of which the Award would otherwise Vest will be reduced by the proportion which the number of complete days from the date of the takeover to the third anniversary of the Award Date bears to the number of complete days in the period from the Award Date to the third anniversary of the Award Date; and (iv) for the avoidance of doubt, a time pro-rated reduction under this rule will not apply to a Bonus Deferral Award at all or, unless the Directors decide otherwise, to a Performance-based Award where the takeover occurs on or after the third anniversary of the Award Date. 13.1.3 To the extent that an Award has not Vested, it will lapse as to the balance, unless exchanged under rule 13.4 (Exchange of Awards). 13.1.4 An Option will be exercisable for a period of one month from the date of the takeover, after which it will lapse (whether or not it Vested under this rule). 13.1.5 An Award will not Vest under rule 13.1.1 but will be exchanged under rule 13.4 (Exchange of Awards) if: (i) an offer to exchange Awards is made and accepted by a Participant; or

A35346594/6.0/25 Mar 2024 21 (ii) the Directors, with the consent of the Acquiring Company, decides before the person obtains Control that the Awards will be automatically exchanged. There is a “takeover” when: (i) a person (or a group of persons acting in concert) obtains Control of the Company whether or not as a result of making an offer to acquire Shares; or (ii) under Section 899 of the Companies Act 2006, a court sanctions a compromise or arrangement in connection with the acquisition of Shares, but not where the Directors determines rule 13.2 (Reconstruction) applies. 13.2 Reconstruction If there is any internal reconstruction, reorganisation, merger or acquisition of the Company which: 13.2.1 is not intended to result in; or 13.2.2 does not involve a significant change in the identity of the ultimate shareholders of the Company then the Directors may determine this rule 13.2 applies to any Awards which have not Vested by the day the reconstruction takes effect. The Directors will arrange for an Award to be replaced by an equivalent award of shares in the new parent company or companies as determined by the Directors. The Directors may amend any Performance Condition as it considers appropriate. 13.3 Demerger or Other Corporate Event 13.3.1 If the Directors become aware that the Company is or is expected to be affected by any demerger, distribution (other than an ordinary dividend), reconstruction or other transaction not falling within rule 13.1 (Takeover) which, in the opinion of the Directors, would affect the current or future value of any Award, the Directors may allow an Award to Vest (subject to rule 9 (Suspension) and rule 10 (Malus)) subject to any such conditions as the Directors may decide to impose. 13.3.2 Where rule 13.3.1 applies: (i) the Directors will determine the extent to which any Performance Condition has been satisfied to the date of the Vesting determined under rule 13.3.1 in accordance with its terms or, if they do not provide for it, in such manner as it considers reasonable, and the proportion of the Award which will Vest as a result; (ii) unless the Directors decide otherwise, and except in the case of a Bonus Deferral Award or a Performance-based Award, the number of Shares in respect of which the Award would otherwise Vest under rule 13.3.1 will be reduced by the proportion which the number of complete days from the date of Vesting under rule 13.3.1 to the Vesting Date bears to the number of complete days in the period from the Award Date to the Vesting Date; (iii) unless the Directors decide otherwise, in the case of a Performance-based Award where the Vesting under rule 13.3.1 occurs before the third anniversary

A35346594/6.0/25 Mar 2024 22 of the Award Date, the number of Shares in respect of which the Award would otherwise Vest under rule 13.3.1 will be reduced by the proportion which the number of complete days from the date of Vesting under rule 13.3.1 to the third anniversary of the Award Date bears to the number of complete days in the period from the Award Date to the third anniversary of the Award Date; and (iv) for the avoidance of doubt, a time pro-rated reduction under this rule will not apply to a Bonus Deferral Award at all or unless the Directors decide otherwise, to a Performance-based Award where the takeover occurs on or after the third anniversary of the Award Date. 13.3.3 To the extent that an Award has not Vested, it will lapse as to the balance. 13.3.4 The Directors will determine the period during which an Option may be exercised under this rule 13.3 (whether or not it Vested under rule 13.3.1) and whether or not it will lapse at the end of that period. 13.3.5 Participants will be notified if they are affected by the Directors exercising their discretion under this rule. 13.4 Exchange of Awards If an Award is to be exchanged under this rule 13.4, the exchange will take place as soon as practicable after the relevant event. The new award: 13.4.1 must confer a right to acquire shares in the Acquiring Company or another body corporate determined by the Acquiring Company; 13.4.2 must be equivalent to the existing Award, subject to rule 13.4.4; 13.4.3 will be treated as having been acquired at the same time as the existing Award and, subject to rule 13.4.4, will Vest in the same manner and at the same time; 13.4.4 must either: (i) be subject to a Performance Condition which is, so far as practicable, equivalent to any Performance Condition applying to the existing Award; or (ii) not be subject to any Performance Condition, but be in respect of the number of shares which is equivalent to the number of Shares comprised in the existing Award which would have Vested under rule 13.1 (Takeover); or (iii) be subject to such other terms as the Directors considers appropriate in all the circumstances; and 13.4.5 will be governed by the Plan as if references to Shares were references to the shares over which the new award is granted and references to the Company were references to the Acquiring Company or the body corporate determined under rule 13.4.1.

A35346594/6.0/25 Mar 2024 23 13.5 Directors In this rule 13, “Directors” means those individuals who were members of a committee of the board of the Company referred to in the definition of Directors in rule 2 (Definitions) immediately before the change of Control. 14 Changing the Plan 14.1 Directors’ powers Except as described in the rest of this rule 14, the Directors may at any time change the Plan including the terms of any Award already granted in any way. 14.2 Shareholder approval 14.2.1 Except as described in rule 14.2.2, the Company in a general meeting must approve in advance by ordinary resolution any proposed change to the Plan or any Award to the advantage of present or future Participants, which relates to: (i) eligibility; (ii) the limits on the number of Shares which may be issued under the Plan; (iii) any individual limit for each Participant under the Plan; (iv) the basis for determining a Participant’s entitlement to, and the terms of, securities, cash or other benefit to be provided and for the adjustment thereof (if any) if there is a capitalisation issue, rights issue or open offer, sub-division or consolidation of shares or reduction of capital or any other variation of capital; or (v) the terms of this rule 14.2.1. 14.2.2 The Directors can change the Plan or any Award and need not obtain the approval of the Company in general meeting for any changes to a Performance Condition or other condition in accordance with rule 3.4 (Performance Conditions) or for minor changes: (i) to benefit the administration of the Plan; (ii) to comply with or take account of the provisions of any proposed or existing legislation; (iii) to take account of any changes to legislation; or (iv) to obtain or maintain favourable tax, exchange control or regulatory treatment of the Company, any Subsidiary or any present or future Participant. 14.2.3 The Directors may, without obtaining the approval of the Company in general meeting, establish further plans (by way of schedules to the rules or otherwise) based on the rules, but modified to take account of local tax, exchange control or securities law in non- UK territories. However, any Shares made available under such plans are treated as counting against any limits on individual and overall participation in the Plan.

A35346594/6.0/25 Mar 2024 24 14.3 Notice The Directors are not required to give Participants notice of any changes. 15 Tax The Participant will be responsible for all taxes, social security contributions or other levies arising in connection with an Award for which they will, or may be, liable. . The Company, any employing company or trustee of any employee benefit trust, may withhold any amounts or make such arrangements as it considers necessary to meet any liability to pay or account for any such taxation or social security contributions, other levies or any deductions required under the Rio Tinto Group’s policies on hypothetical taxes. These arrangements may include the sale of or reduction in number of Shares to which a Participant would otherwise be entitled or the deduction of the amount of the liability from any cash amount payable to the Participant under the Plan or otherwise. The Participant will promptly do all things necessary to facilitate such arrangements and, notwithstanding anything to the contrary in the Plan, Vesting or the issue or transfer of Shares may be delayed until they do so. 16 Limits on newly issued and treasury shares 16.1 Plan limits – 10 per cent An Award must not be granted if the number of Shares committed to be issued under that Award exceeds 10 per cent of the ordinary share capital of the Company in issue immediately before that day, when added to the number of Shares which have been issued, or committed to be issued, to satisfy Awards under the Plan, or options or awards under any other employee share plan operated by the Company, granted or awarded in the previous 10 years. 16.2 Plan limits – 5 per cent An Award must not be granted if the number of Shares committed to be issued under that Award exceeds 5 per cent of the ordinary share capital of the Company in issue immediately before that day, when added to the number of Shares which have been issued, or committed to be issued, to satisfy Awards under the Plan, or options or awards under any other discretionary employee share plan adopted by the Company, granted or awarded in the previous 10 years. 16.3 Scope of Plan limits When calculating the limits in rules 16.1 (Plan limits – 10 per cent) and 16.2 (Plan limits – 5 per cent), Shares will be ignored: 16.3.1 where the right to acquire them has been released or has lapsed; and 16.3.2 which are committed to be issued under any Dividend Equivalent but will count towards such limits on their issuance. As long as so required by institutional shareholders, Shares transferred from treasury are counted as part of the ordinary share capital of the Company, and as Shares issued by the Company.

A35346594/6.0/25 Mar 2024 25 17 General 17.1 Terms of employment 17.1.1 This rule 17.1 applies during an employee’s employment with a Member of the Group and after the termination of an employee’s employment, whether or not the termination is lawful. 17.1.2 Nothing in the rules or the operation of the Plan forms part of the contract of employment of an employee. The rights and obligations arising from the employment relationship between the employee and their employer are separate from, and are not affected by, the Plan. Participation in the Plan does not create any right to, or expectation of, continued employment. 17.1.3 No employee has a right to participate in the Plan. Participation in the Plan or the grant of Awards on a particular basis in any year does not create any right to or expectation of participation in the Plan or the grant of Awards on the same basis, or at all, in any future year. 17.1.4 The terms of the Plan do not entitle the employee to the exercise of any discretion in their favour. 17.1.5 The employee will have no claim or right of action in respect of any decision, omission or discretion, which may operate to the disadvantage of the employee (including, without limitation, any adjustment under rule 9 (Suspension) or rule 10 (Malus)) even if it is unreasonable, irrational or might otherwise be regarded as being in breach of the duty of trust and confidence (and/or any other implied duty) between the employee and their employer. 17.1.6 No employee has any right to compensation for any loss in relation to the Plan, including any loss in relation to: (i) any loss or reduction of rights or expectations under the Plan in any circumstances (including lawful or unlawful termination of employment); (ii) any exercise of a discretion or a decision taken in relation to an Award or to the Plan, or any failure to exercise a discretion or take a decision; or (iii) the operation, suspension, termination or amendment of the Plan. 17.2 Directors’ decisions final and binding The decision of the Directors on the interpretation of the Plan or in any dispute relating to an Award or matter relating to the Plan will be final and conclusive. 17.3 Documents sent to shareholders The Company is not required to send to Participants copies of any documents or notices normally sent to the holders of its Shares.

A35346594/6.0/25 Mar 2024 26 17.4 Costs The Company will pay the costs of introducing and administering the Plan. The Company may ask a Participant’s employer or any other Member of the Group to bear the costs in respect of an Award (including, for example, any trading or other working costs) to that Participant. 17.5 Data protection 17.5.1 The basis for any processing of personal information about a Participant who is subject to the EU’s General Data Protection Regulation (2016/679) (or any successor laws, including its incorporation into UK law as the UK GDPR) is set out in the Company’s Share Plan Privacy Notice and is not the consent given under rule 17.5.2. The Share Plan Privacy Notice also contains details about how the Participant’s personal information is processed and the Participant’s rights in relation to that information. The Participant has a right to review the Share Plan Privacy Notice. 17.5.2 By participating in the Plan, the Participant who is not subject to the EU’s General Data Protection Regulation (2016/679) (or any successor laws, including its incorporation into UK law as the UK GDPR) agrees to abide by the Company’s data protection policy from time to time in force, consents to the holding and processing of personal data (including sensitive personal data) provided by the Participant to any Member of the Group, trustee or third party service provider, for all purposes relating to the operation of the Plan and for compliance with applicable procedures, laws and regulations. These include, but are not limited to: (i) administering and maintaining Participant records; (ii) providing data to Members of the Group, trustees of any employee benefit trust, registrars, brokers or third party administrators of the Plan (including, without limitation, in relation to the circumstances concerning a Participant’s leaver status); (iii) providing data to future purchasers or merger partners of the Company, the Participant’s employing company, or the business in which the Participant works; (iv) transferring data about the Participant to a country or territory that may not provide the same statutory protection for the data as the Participant’s home country (including jurisdictions outside the European Economic Area); and/or (v) as otherwise set out in the Plan documentation and/or as notified to the Participant from time to time. The Participant is entitled, on payment of a fee, to a copy of the personal data held about them. If anything is inaccurate the Participant has the right to have it corrected 17.6 Consents All allotments, issues and transfers of Shares will be subject to any necessary consents under any relevant enactments or regulations for the time being in force in any relevant country. The Participant is responsible for complying with any requirements they need to fulfil in order to obtain or avoid the necessity for any such consent.

A35346594/6.0/25 Mar 2024 27 17.7 Share rights Shares issued to satisfy Awards under the Plan will rank equally in all respects with the Shares in issue on the date of allotment. They will not rank for any rights attaching to Shares by reference to a record date preceding the date of allotment. Where Shares are transferred to a Participant, including a transfer out of treasury, the Participant will be entitled to all rights attaching to the Shares by reference to a record date on or after the transfer date. The Participant will not be entitled to rights before that date. 17.8 Listing If and for so long as Shares are listed on the Official List and traded on the London Stock Exchange, the Company will apply for listing of any Shares issued under the Plan as soon as practicable. 17.9 Notices 17.9.1 Any information or notice to a person who is or will be eligible to be a Participant under or in connection with the Plan may be posted, or sent by electronic means, in such manner to such address as the Company considers appropriate, including publication on any intranet. 17.9.2 Any information or notice to the Company or other duly appointed agent under or in connection with the Plan may be sent by post or transmitted to it at its registered office or such other place, and by such other means, as the Directors or duly appointed agent may decide and notify Participants. 17.9.3 Notices sent by post will be deemed to have been given on the second day after the date of posting. However, notices sent by or to a Participant who is working overseas will be deemed to have been given on the seventh day after the date of posting. Notices sent by electronic means, in the absence of evidence to the contrary, will be deemed to have been received on the day after sending. 17.10 Governing law and jurisdiction English law governs the Plan and the English Courts have non-exclusive jurisdiction in respect of any disputes arising.

A35346594/6.0/25 Mar 2024 28 Schedule 1 Grant of Forfeitable Shares Where an Award takes the form of Forfeitable Shares, the Participant must: 1. enter into an agreement with the Grantor that, to the extent that the Award lapses under the Plan, the Shares are forfeited and they will immediately transfer their interest in them, for no consideration or nominal consideration, to any person (which may include the Company, where permitted) specified by the Grantor; 2. complete any elections required by the Directors, including elections under Part 7 of the Income Tax (Earnings and Pensions) Act 2003 (or similar elections in other jurisdictions) and elections to transfer any liability, or agreements to pay social security contributions; and 3. provide any other documentation which the Directors consider necessary or desirable to give effect to the terms of the Award, including a power of attorney or blank stock transfer form. If the Participant does not do any of the actions above within a period specified by the Directors, the Award will lapse at the end of that period. On or after the grant of Forfeitable Shares, the Grantor will procure that the relevant number of Shares are issued or transferred to the Participant or to another person to be held for the benefit of the Participant under the terms of the Plan. Where applicable, the share certificates or other documents of title relating to any Forfeitable Shares may be retained by the Grantor.

A35346594/6.0/25 Mar 2024 29 Schedule 2 Cash Awards The Rules of the Rio Tinto plc Equity Incentive Plan 2018 will apply to a right (a “Cash Award”) to receive a cash sum granted or to be granted under this Schedule 2 as if it was a Conditional Award or an Option, except as set out in this Schedule 2. Where there is any conflict between the Rules and this Schedule 2, the terms of this Schedule 2 will prevail. 1. The Directors may grant or procure the grant of a Cash Award and designate it as a Conditional Award or an Option. 2. Each Cash Award will relate to a given number of notional Shares. 3. On the Vesting or exercise of the Cash Award the holder of that Award will be entitled to a cash sum which will be equal to the “Cash Value” of the notional Vested Shares, where the Cash Value of a notional Share is the market value of a Share on the date of Vesting or exercise of the Cash Award as determined by the Directors. 4. The cash sum payable under paragraph 3 above will be paid by the employer of the Participant (or any other Member of the Group as the Directors decide) as soon as practicable after the Vesting or exercise of the Cash Award, net of any deductions (on account of tax, hypothetical tax or similar liabilities) as may be required by law or as required under the Rio Tinto Group’s policies on hypothetical taxes. 5. For the avoidance of doubt, a Cash Award will not confer any right on the holder of such an Award to receive Shares or any interest in Shares.

A35346594/6.0/25 Mar 2024 30 Schedule 3 France The purpose of this Schedule 3 is to make certain variations to the terms of the Plan, in order to satisfy French securities laws, exchange control, corporate law and tax requirements (especially the provisions of Article 80 quaterdecies of the French tax code and Articles L. 225-197-1 et seq. of the French Code de commerce with respect to free shares and Article 80 bis III of the French tax code and Articles L. 225-177 of the French Code of Commerce with respect to stock options) to qualify for favourable income tax and social security treatments in France. The rules of the Plan, as amended by this Schedule 3, are based on the above-mentioned provisions of the French Code of Commerce (in force on the date when the Plan was adopted), subject to any subsequent change or provision required by legislation, regulations or interpretations thereof. Consequently, the rules of the Plan, as amended by this Schedule 3 will be applied and may be amended in accordance with such legislation, regulations and interpretations. In case of contradiction between (i) the Plan and/or the Award letter and (ii) the French Code of Commerce and/or the statement of practice of the French tax authorities, the French Code of Commerce and the statement of practice of the French tax authorities shall prevail. These rules are based on the assumption that the Shares are listed on a regulated stock exchange. The rules of the Plan shall apply subject to the modifications contained in this Schedule 3 whenever the Directors decide to grant a qualifying Award to a French tax resident Participant under this Schedule 3. The Directors may still decide to grant, to a French tax resident, Awards which terms and conditions may vary from this Schedule 3. Should that be the case, the Awards shall clearly indicate that they may not comply with this Schedule 3 and that they may not be qualifying for a favourable treatment under French tax and social security law. Information in square brackets is for information purposes. 1 Rule 1 Introduction No Forfeitable Shares shall be granted under this Schedule 3. Any reference in the Plan to Forfeitable Shares shall be deleted accordingly. 2 Rule 2 Definitions 2.1 The definitions of “Subsidiary” “Participant”, “Closed Period” and “Option Price” stated in rule 2 (Definitions) of the Plan shall be deleted and replaced by the following definitions: “Subsidiary” means (i) a company in which the Company holds, directly or indirectly, at least 10 per cent of the share capital or voting rights; (ii) a company holding directly or indirectly at least 10 per cent of the share capital or voting rights of the Company; or (iii) a company for which at least 50 per cent of the share capital or voting rights are held by a company which holds at least 50 per cent of the share capital of the Company. “Participant” means a salaried employee of the Company or any Subsidiary, or a corporate officer of the Company or any Subsidiary holding the duties of chairman of the board, general manager, deputy general manager, member of the directory board, or manager (respectively

A35346594/6.0/25 Mar 2024 31 président du conseil d’administration, directeur général, directeur général délégué, membre du directoire or gérant). “Closed Period” means: With respect to Conditional Awards, (i) the 10 trading days preceding and 3 trading days following the date on which the Company’s consolidated accounts or, failing that, the annual accounts, are made public; and (ii) the period between (x) the date on which the management bodies of the Company have knowledge of information which, if made public, could have a significant impact on the price of the Shares and (y) the end of the tenth trading day following the date on which this information has been made public; and With respect to Options, (i) the 10 trading days preceding and following the date on which the Company’s consolidated accounts or, failing that, the annual accounts, are made public; and (ii) the period between (x) the date on which the management bodies of the Company have knowledge of information which, if made public, could have a significant impact on the price of the Shares and (y) the end of the tenth trading day following the date on which this information has been made public. “Option Price” means an acquisition price which cannot be less than 80% of the average share price of the twenty trading sessions preceding the day of granting of such Option, provided that no Option can be granted within twenty trading sessions following a dividend payment or a capital increase. The acquisition price of share shall also not be lower than 80% of the price referred to in Article L. 225-179 §2 of the French Code of Commerce. 2.2 For the purpose of Awards granted under this Schedule 3, the following new definition shall be added to those stated in rule 2 (Definitions) of the Plan: “Defined Disability” means the circumstance where a Participant is recognised as a disabled employee of the second or third category under the meaning of Article L.341-4 of the French Social Security Code.” 2.3 The definition of “Vesting Date“ shall be supplemented as follows: With respect to Conditional Award, the Vesting Date shall not occur less than one year after the grant of the Award. 2.4 All capitalised terms used in this Schedule 3 and not otherwise defined herein shall have the meaning ascribed to them in the Plan. 3 Rule 3 (Granting Awards) 3.1 Rule 3.1 (Eligibility) shall be supplemented with the following provisions: “A grant of Awards shall comply with specific conditions when allocating Awards to corporate officers/directors: • With respect to Conditional Awards: with Article L225-197-1 II and L. 225-197-6 of the French Code of Commerce, as construed by statement of practice BOI-RSA-ES-20-20- 10-20-20170724 §440; and • With respect to Options: with Article L225-186-1 of the French Code of Commerce, as construed by statement of practice BOI-RSA-ES-20-10-10-20140812 §335.”

A35346594/6.0/25 Mar 2024 32 3.2 Last sentence of rule 3.2 (Timing of Awards) shall be deleted and replaced with the following provisions: “No Awards may be granted after the commencement of the seventy-sixth month after shareholder approval of the Plan or such earlier date as the Directors may specify.” 3.3 Rule 3.3.6 shall be supplemented with the following provisions: “, provided that, subject to rule 8.5 (Death and Defined Disability), with respect to Conditional Awards the Vesting Dates shall not result in a Vesting period being less than a year as of the granting of such Award” 3.4 Rule 3.3.7 shall be supplemented with the following provisions: “, provided that, with respect to (i) Conditional Awards, the Retention Period together with the Vesting period, subject to rules 8.5 (Death and Defined Disability) and 7.5.4 (End of the Retention Period), shall not result in a total period being less than two years as of the granting of such Conditional Award and (ii) an Option, the Retention Period shall not exceed three years following the transfer of the shares to the Participant, subject to rules 7.6.1 and 7.5.4 (End of the Retention Period)”. 3.5 Rule 3.5 (Size of Awards) shall be supplemented with the following provisions 3.5.3: “A grant of Awards cannot be made to any Participant already holding more than 10 per cent of the share capital of the Company, nor result in any Participant holding more than 10 per cent of the share capital of the Company.” 4 Rule 5 (Before Vesting) 4.1 In rule 5.2 (Transfer), the terms “This rule 5.2 does not apply:” and provisions 5.2.1 to 5.2.4 shall be replaced with the following terms: “This rule 5.2 applies subject to rule 8.5 (Death and Defined Disability).” 4.2 Rule 5.3 (Adjustment of Awards) shall be supplemented with a rule 5.3.4: “Notwithstanding anything in this Plan, no adjustment can be made if such adjustments is not permitted under the statement of practice realised by the French tax authorities with respect to stock-options and free shares. The Plan shall comply with Article L225-181 of the French Code of Commerce with respect to Options.” 5 Rule 6 (Vesting) 5.1 In rule 6.1 (Timing and extent of Vesting), the terms “, especially rule 8.5 (Death and Defined Disability), shall be added after the words “Subject to the rest of these rules”. 5.2 Rule 6.3 (Dividend Equivalent) shall be replaced as follows: “no Dividend Equivalent shall apply.” 5.3 Rule 6.4 (Cash or share alternative) shall be deleted under this Schedule 3. Any reference in the Plan to rule 6.4 (Cash or share alternative) shall be deleted accordingly. 5.4 Rule 6 (Vesting) shall be supplemented with a rule 6.6: “6.6. Existing Shares to be allocated

A35346594/6.0/25 Mar 2024 33 6.6.1 Conditional Awards If the Company is allocating existing Shares to the Participant, the Company shall hold the Shares the day preceding the day of allocation to the Participant1. 6.6.2 Options The Company is entitled to purchase the Shares to be allocated to the Participant the day preceding the day when the Option can be exercised2.” 6 Rule 7 (Retention Period) 6.1 In rule 7.1.2 (How the Retention Period will apply to an Award), the reference to “together with the associated Additional Shares” shall be deleted. 6.2 In rule 7.3.2 (Rights during the Retention Period), the words after “(or instruct anyone to do so)” shall be deleted. 6.3 In rule 7.6.1 (End of the Retention Period), (iii) and (iv) shall be deleted and replaced by the following: “(iii) in case of a Conditional Award, the date on which the Participant has a Defined Disability”. 6.4 In rule 7.6.2 (End of the Retention Period) the reference “and the Shares will be transferred to the Participant or as the Participant may direct” shall not apply as the Shares will have already been transferred to the Participant upon Vesting. 6.5 Rule 7.6 (End of the Retention Period) shall be supplemented with a rule 7.6.3: “Upon termination of the Retention Period, the Shares cannot be disposed of within the Closed Period, during which the sale of the Shares is prohibited.” 6.6 Rule 7.6 (End of the Retention Period) shall be supplemented with a rule 7.6.4: “Shares transferred to Participants holding the duties of chairman of the board, general manager, deputy general manager, member of the directory board, or manager (respectively président du conseil d’administration, directeur général, directeur général délégué, membre du directoire or gérant) in the Company or any Member of the Group shall not be disposed before termination of the Participant’s executive duties. Alternatively, the Directors may decide that a fraction of the Shares transferred to Participants holding the duties of chairman of the board, general manager, deputy general manager, member of the directory board, or manager (respectively président du conseil d’administration, directeur général, directeur général délégué, membre du directoire or gérant) in the Company or any Member of the Group will be in a registered (nominatif) form and will not be available for sale or transfer before termination of the Participant’s executive duties.” 1 Statement of practice BOI-RSA-ES-20-20-10-20-20170724 §1 2 Statement of practice BOI-RSA-ES-20-10-10-20140812 §190

A35346594/6.0/25 Mar 2024 34 6.7 Rule 7.6 (End of the Retention Period) shall be supplemented with a rule 7.6.5: “Notwithstanding anything in this Plan, the end of the Retention Period shall end in such a manner so that the combined duration of the vesting period (période d’acquisition) and the holding period (période de conservation) is not less than two years” Rule 7.6 (End of the Retention Period) shall be supplemented with a rule 7.6.6: “Notwithstanding anything in this Plan, the Retention Period for Shares resulting from the exercise of Options shall not exceed three years”. 7 Rule 8 (Leaving Employment) 7.1 Rule 8.5 (Death) shall be renamed “Death and Defined Disability” and replaced with the following provisions: “Notwithstanding any other rule of the Plan, where a Participant leaves employment for reason of death, the deceased Participant’s heirs may require, within six (6) months from the date of death, Vesting of the deceased’s Conditional Award and the transfer of the underlying Shares. The Shares will be transferred to the heirs of the Participant as soon as practicably possible following their request, and shall not be subject to any Retention Period. Notwithstanding any other rule of the Plan, where a Participant suffers from a Defined Disability, he/she can request at any time the Vesting of its Conditional Award and the transfer of the underlying Shares. Shares transferred to a Participant suffering from a Defined Disability shall not be subject to any Retention Period.” “Notwithstanding any other rule of the Plan, where a Participant leaves employment for reason of death, his/her heirs may require, within six (6) months from the date of death, Vesting and the exercise of the deceased’s Options. The Shares will be transferred to the heirs of the Participant as soon as practicably possible following the exercise, and shall not be subject to any Retention Period. 8 Rule 12 (Vesting in connection with relocation) Earlier vesting under this rule may trigger adverse tax and social security impact. 9 Rule 13 (Takeovers and other corporate events) 9.1 With respect to Conditional Awards, Rule 13 (Takeovers and other corporate events) shall apply only to the extent it complies with Article L. 225-197-1-III of the French Code of Commerce, Article 80 quaterdecies III of the French tax code and the statement of practice BOI-RSA-ES- 20-20-10-20-20170724 §130-§250, as amended from time to time. 9.2 With respect to Options, Rule 13 (Takeovers and other corporate events) shall apply only to the extent it complies with Article L. 225-181 of the French Code of Commerce and Article 80 bis II bis §2 of the French tax code.

A35346594/6.0/25 Mar 2024 35 10 Rule 14 (Changing the Plan) 10.1 In rule 14.1 (Director’s Power), after the last word of the sentence, the following shall be added: “, provided that the changes do not affect the qualifying status of the Awards for French tax and social security purposes”. 11 Rule 16 (Limits on newly issued and treasury shares) 11.1 Rule 16 (Limits on newly issued and treasury shares) shall be supplemented with the following provisions: “16.4 Conditional Awards: Individual limits provided under Article L225-197-1 II of the French Code of Commerce and global limits provided under Article L225-197-1-II §3 of the French Code of Commerce are applicable to Conditional Awards. Specific restrictions for listed companies under Article L225-197-6 of the French Code of Commerce are also applicable, including with respect to Conditional Awards allocation to directors (dirigeants) of the French Subsidiaries and French branches of foreign companies. These restrictions shall be construed in compliance with the statements of practice BOI-RSA- 20-20-10-10-20170724 and BOI-RSA-20-20-10-20-20170724, as amended and/or supplemented from time to time.” 11.2 Rule 16 (Limits on newly issued and treasury shares) shall be supplemented with the following provisions: “16.5 Options: Individual limits provided under Article L225-182 of the French Code of Commerce and global limits provided under Article L225-182 and Article R225-145 of the French Code of Commerce are applicable to Options. Specific restrictions for listed companies under Article L225-186-1 of the French Code of Commerce are also applicable,” 12 Rule 17 (General) 12.1 Rule 17 (General) shall be supplemented with the following provisions: “17.11 form of Shares 17.11.1 Options: In accordance with Article 80 bis II bis of the French tax code, after exercise of the Options, the Shares must be held in registered form in the name of the participant; the conversion of a Share into bearer form is assimilated to a sale. Pursuant to the statement of practice BOI-RSA-ES-20- 10-10-20140812 §390, it is also possible, since the Shares are Shares in a non-French company, to comply with such requirement in segregating these Shares in a specific blocked account if foreign legislation does not permit to hold the Shares in a registered form. 17.11.2 Condition Awards In accordance with Article 80 quaterdecies II of the French tax code, the conversion of a Share into bearer form is assimilated to a sale.”

A35346594/6.0/25 Mar 2024 36 12.2 Rule 17 (General) shall be supplemented with the following provisions: “17.12 Information Obligations 17.12.1 Conditional Awards The Company and its Subsidiaries will comply with the information obligations provided under Article L225-197-4 of the French Code of Commerce and under the statement of practice BOI- RSA-ES-20-20-10-20-20170724 §480. 17.12.2 Options The Company and its Subsidiaries will comply with the information obligations provided under Article L225-184 of the French Code of Commerce. The employer of a Participant shall comply with the provisions of Article L.242-1 of the French Social Security Code and shall provide the relevant information to the social security authorities. 17.12.3 General The Company and its Subsidiaries are entitled to provide all relevant information to any tax or social security authorities with respect to a Participant and the Plan. The Participant shall cooperate with the Company and its Subsidiaries as the case may be.” 13 Severability 13.1 The terms and conditions provided in the Plan as amended by this Schedule 3 are severable and if any one or more provisions are determined to be illegal or otherwise unenforceable under French law, in whole or in part, the remaining provisions shall nevertheless be binding and enforceable.

ex4-2eip2018limited8may2

RULES OF THE RIO TINTO LIMITED EQUITY INCENTIVE PLAN 2018 RIO TINTO LIMITED Approved by the Board of Directors: 6 February 2018 Shareholders’ Approval: 2 May 2018 Expiry Date: 1 May 2028 Amended by the People & Remuneration Committee: 12 February 2019 4 March 2021 28 June 2021 19 October 2023 8 May 2024 Ref: L-002632 Exhibit 4.2

A35905875/4.0/25 Mar 2024 i Table of Contents Contents Page 1 Introduction ................................................................................................................................. 1 2 Definitions .................................................................................................................................... 1 3 Granting Awards ......................................................................................................................... 5 4 Documentation of Awards .......................................................................................................... 6 5 Before Vesting ............................................................................................................................. 7 6 Vesting .......................................................................................................................................... 8 7 Retention Period ....................................................................................................................... 10 8 Leaving employment ................................................................................................................ 12 9 Suspension ................................................................................................................................ 15 10 Malus .......................................................................................................................................... 16 11 Clawback .................................................................................................................................... 17 12 Vesting in connection with relocation .................................................................................... 20 13 Takeovers and other corporate events ................................................................................... 20 14 Changing the Plan ..................................................................................................................... 23 15 Tax............................................................................................................................................... 23 16 Limits on newly issued and treasury shares ......................................................................... 24 17 General ....................................................................................................................................... 24 Schedule 1 Grant of Forfeitable Shares ............................................................................................ 29 Schedule 2 Cash Awards .................................................................................................................... 30

A35905875/4.0/25 Mar 2024 1 Rules of the Rio Tinto Limited Equity Incentive Plan 2018 1 Introduction The Plan allows for the grant of Awards in the form of: (a) Conditional Awards - Awards under which the Participant receives Shares for free automatically to the extent the Award Vests; (b) Options - Awards under which the Participant can acquire Shares, to the extent their Award has Vested, at a price (which may be zero) set when the Option is granted; or (c) Forfeitable Shares - Awards under which the Participant receives free Shares on grant which are subject to a requirement that the Participant gives the Shares back to the extent the Award lapses. Conditional Awards and Options can also be granted on the basis that they will only ever be satisfied with a cash payment equal to the value of the Shares to which the Participant would otherwise be entitled (less any Option Price). Awards will Vest over a period set by the Directors for each Award and Vesting or grant may be subject to Performance Conditions or other conditions. After Vesting, Awards may also be subject to a Retention Period. This introduction does not form part of the rules. 2 Definitions In these rules: “Acquiring Company” means a person who has or obtains Control of the Company; “Additional Shares” has the meaning set out in rule 6.3 (Dividend Equivalent); “Associated Body Corporate” means; (a) a body corporate that is a related body corporate of the Company within the meaning of Section 50 of the Corporations Act; (b) a body corporate that has Voting Power in the Company of not less than 20%; or (c) a body corporate in which the Company has Voting Power of not less than 20%; “Award” means a Conditional Award, Forfeitable Shares or an Option; “Award Date” means the date on which an Award is granted under rule 4 (Documentation of Awards); “Australian Securities Exchange” means the financial market operated by ASX Limited or any successor;

A35905875/4.0/25 Mar 2024 2 “Bonus Deferral Award” means a Time-based Award which is granted to the Participant in lieu of bonus which they might otherwise have been paid in cash and which is designated as such by the Directors under rule 3.3.2 (Terms set at grant); “Business Day” means a day on which the Australian Securities Exchange is open for the transaction of business; “Clawback Policy” means the Rio Tinto Incentive-Based Compensation Clawback Policy adopted by the Directors on 19 October 2023, as amended from time to time; “Closed Period” has the meaning defined under Article 19(11) of the UK version of the Market Abuse Regulation (EU) No 596/2014 (Market Abuse Regulation) which is part of UK law (as assimilated law by virtue of the European Union (Withdrawal) Act 2018 and Retained EU Law (Revocation and Reform) Act 2003) or any successor or equivalent regulatory provision; “Company” means Rio Tinto Limited; “Conditional Award” means a conditional right to acquire Shares for free granted under the Plan; “Consideration Point” means the earlier of: (a) such time as the Directors considers that the outcome and/or significance of any internal or external investigation, actions or other events or circumstances is fully understood; (b) any date on which Vesting would otherwise occur under rules 13.1 (Takeover) or 13.3 (Demerger or other corporate event); and (c) such earlier time which the Directors may in its absolute discretion determine, but not later than the fifth anniversary of the date on which the Award would have Vested but for the postponement of such Vesting under rule 9 (Suspension); “Control” has the meaning given to it in Section 50AA of the Corporations Act; “Corporate Event” means, in relation to the Company: (a) any demerger, delisting, distribution (other than an ordinary dividend) or other transaction, which, in the opinion of the Directors, might affect the current or future value of Shares; or (b) any reverse takeover (not being a change in Control of the Company), merger by way of a dual listed company or other significant corporate event, as determined by the Directors; “Corporations Act” means the Corporations Act 2001 (Cth) in force from time to time in Australia; “Dealing Restrictions” means any restriction on dealing in securities, including the grant of an Award or the vesting of an Award, imposed by regulation, statute, order, directive, the rules of any stock or securities exchange on which Shares are listed or any code adopted by the Company as varied from time to time;

A35905875/4.0/25 Mar 2024 3 “Detrimental Activity” means, as established to the satisfaction of the Directors, and without the prior written consent of the Company, the Participant being in breach of any applicable restrictions on competition, solicitation or the use of confidential information (whether arising out of the Participant’s employment contract, their termination arrangements or any internal policies); “Directors” means, subject to rule 13.5 (Directors), the remuneration committee of the board of directors of the Company or any other committee comprised of non-executive directors of the board of the Company or any other person to whom any such committee has delegated any of its functions under these rules; “Dividend Equivalent” means a conditional entitlement to an amount linked to Dividends; “Dividends” in relation to a particular Award, means dividends on Shares (excluding any non- ordinary dividend which the Directors determine should be excluded) the record date for which was within the period between the Award Date and the day before the date on which those Shares are registered in the name of the relevant Participant (both dates inclusive); “Exco” means the executive committee of the Company; “Final Lapse Date” means the latest date on which an Option will lapse which will be the date set by the Directors under rule 3.3.8 (Terms set at grant) or, if no date is set, the date 10 years after the Award Date; “Forfeitable Share Agreement” means the agreement referred to in Schedule 1 to these rules; “Forfeitable Shares” means Shares held in the name of or for the benefit of a Participant subject to the Forfeitable Share Agreement; “Grantor” means the Company or any other entity which grants or has agreed with the Company to satisfy an Award under the Plan; “Group” means: (a) the Company; (b) the Subsidiaries; and (c) any Associated Body Corporate that is so designated by the Directors for some or all purposes of the Plan, and “Member of the Group” shall be construed accordingly; “Option” means a conditional right to acquire Shares by the exercise of that right granted under the Plan; “Option Price” means the amount (which may be zero) payable on the exercise of an Option set by the Directors under rule 3.3.8 (Terms set at grant); “Owned Shares” means Shares subject to a Retention Period which are transferred or issued into the beneficial ownership of the Participant as set out in rule 7.1.1(i) (Retention Period); “Participant” means a person who holds, or who has held, an Award or their personal representatives;

A35905875/4.0/25 Mar 2024 4 “Performance Condition” means any condition linked to performance imposed under rule 3.3.5 (Terms set at grant); “Performance-based Award” means an Award as so designated by the Directors under rule 3.3.2 (Terms set at grant); “Plan” means these rules known as “The Rio Tinto Limited Equity Incentive Plan 2018”, as changed from time to time; “Retention Period” means the period after Vesting during which a Participant is required to retain their Shares as set out in rule 7 (Retention Period); “Retention Shares” means any Vested Shares and any Additional Shares which the Participant is required to retain during the Retention Period; “Review Period” means, in relation to a particular Award, the period from the date on which the Award Vests until: (a) in relation to an Award granted on or before 8 May 2024, two years following the Vesting of that Award; and (b) in relation to an Award granted after 8 May 2024, the later of: (i) two years following the Vesting of that Award; and (ii) two years following the end of any Retention Period applicable to that Award, except where rule 11.2.5 (General) applies; “Rio Tinto Group” means each Member of the Group and Rio Tinto plc and its subsidiaries; “Shares” means fully paid ordinary shares the Company; “Subsidiary” means a body corporate which is a subsidiary of the Company within the meaning of Section 46 of the Corporations Act; “Time-based Award” means an Award as so designated by the Directors under rule 3.3.2 (Terms set at grant); “Vesting”, subject to the rules: (a) in relation to Conditional Awards, means a Participant becoming entitled to have the Shares (or cash if rule 6.4 (Cash or share alternative) applies) transferred to them; (b) in relation to an Option, means an Option becoming exercisable; and (c) in relation to Forfeitable Shares, means the restrictions set out in the Forfeitable Share Agreement ceasing to have effect as described in rule 6.2.3 (Consequences of Vesting), and “Vest” and “Vested” shall be construed accordingly; “Vesting Date” means the date set for Vesting of an Award under rule 3.3.6 (Terms set at grant); and “Voting Power” has the meaning given to it by Section 610 of the Corporations Act. If there is any conflict between two provisions in these rules under which an Award will lapse, the one which gives rise to the earlier lapse will prevail.

A35905875/4.0/25 Mar 2024 5 3 Granting Awards 3.1 Eligibility The Grantor may select any employee of a Member of the Group to be granted an Award. 3.2 Timing of Awards Awards may only be granted within 42 days starting on any of the following: 3.2.1 the date of shareholder approval of the Plan; 3.2.2 the day after the announcement of the Company’s results; 3.2.3 any day on which the Directors resolves that exceptional circumstances exist which justify the grant of Awards; 3.2.4 any day on which changes to the legislation or regulations affecting share plans are announced, effected or made; or 3.2.5 the lifting of Dealing Restrictions which prevented the granting of Awards during any period specified above. No Awards may be granted after 1 May 2028 or such earlier date as the Directors may specify. 3.3 Terms set at grant When granting an Award, the Directors will set the following terms: 3.3.1 whether the Award will take the form of: (i) a Conditional Award; (ii) an Option; (iii) Forfeitable Shares; or (iv) a combination of these; 3.3.2 where relevant, designate an Award as a Bonus Deferral Award, Time-based Award or a Performance-based Award; 3.3.3 whether the Vesting of a Time-based Award will be subject to a Performance Condition; 3.3.4 subject to rule 3.5 (Size of Awards), the number of Shares subject to the Award or how that number will be determined; 3.3.5 the terms of any Performance Condition or other condition set under rule 3.4 (Performance Conditions); 3.3.6 one or more Vesting Dates (unless specified in a Performance Condition) and, if there is more than one, the proportion of the Award which can Vest on each one (or how that will be determined); 3.3.7 whether or not a Retention Period will apply and, if so, when it will normally end and how the number of Retention Shares will be determined;

A35905875/4.0/25 Mar 2024 6 3.3.8 in the case of an Option: (i) the Option Price; and; (ii) the Final Lapse Date which will not be more than 10 years after the Award Date; and 3.3.9 any other terms or conditions of the Award. 3.4 Performance Conditions The Directors may decide that Vesting of an Award will be conditional: 3.4.1 on the satisfaction of one or more conditions set by the Directors on grant linked to the performance of the Company, the Participant and/or any business unit or Member of the Group; and/or 3.4.2 any other condition or conditions set by the Directors, which, in either case, may provide that the Award will lapse to the extent that it is not satisfied. The Directors may amend a Performance Condition in accordance with its terms or if anything happens which causes the Directors reasonably to consider the amended Performance Condition would be a fairer measure of performance. The Directors may waive or change any other condition in such manner as it sees fit. 3.5 Size of Awards 3.5.1 An Award to be granted to a director of the Company will not exceed any applicable maximum set out in the Company’s directors’ remuneration policy approved by the Company’s shareholders. 3.5.2 The number of Shares subject to a Deferred Bonus Award will be determined on the basis set out in the relevant short term incentive plan and in accordance with any relevant remuneration policy. 3.6 No payment for an Award A Participant is not required to pay for the grant of an Award. 4 Documentation of Awards 4.1 Conditional Awards and Options An Award (other than an Award of Forfeitable Shares) will be granted by a Directors’ resolution. 4.2 Forfeitable Shares Where an Award takes the form of Forfeitable Shares, the procedure set out in Schedule 1 to this Plan will apply.

A35905875/4.0/25 Mar 2024 7 5 Before Vesting 5.1 Voting and dividends 5.1.1 A Participant is not entitled to vote, to receive dividends or to have any other rights of a shareholder in respect of Shares subject to an Option or a Conditional Award until the Shares are issued or transferred to the Participant. 5.1.2 Except to the extent specified in the Forfeitable Share Agreement, a Participant will have all rights of a shareholder in respect of Forfeitable Shares until the Award lapses. 5.2 Transfer A Participant may not transfer, assign, charge or otherwise dispose of an Award or any rights in respect of it nor use an Award or any Shares subject to an Award as collateral for a loan or in any other context. If they do, whether voluntarily or involuntarily, then the Award will immediately lapse. This rule 5.2 does not apply: 5.2.1 to the transmission of an Award on the death of a Participant to the person entitled by law to deal with the estate; 5.2.2 to an assignment by way of court order; 5.2.3 to the assignment of an Award where the Directors consider that the Participant is no longer in a position to manage their own affairs by reason of ill-health; or 5.2.4 in any other circumstances if the Directors so decide. 5.3 Adjustment of Awards 5.3.1 Subject to all applicable laws and listing rules, the Directors may make such adjustments as they consider appropriate, if any, to: (i) the description, number and/or class of Shares or securities subject to an Award; and/or (ii) any cash payment to be made under these rules, in the event of any of the circumstances set out in rule 5.3.2. 5.3.2 The circumstances are: (i) a variation in the equity share capital of the Company, including a capitalisation or rights issue, sub-division, consolidation or reduction of share capital, or a demerger (in whatever form); (ii) a Corporate Event; and/or (iii) a takeover, demerger or other reconstruction (excluding liquidation or receivership) of any other company with which the Company’s performance is compared.

A35905875/4.0/25 Mar 2024 8 5.3.3 Subject to the Forfeitable Share Agreement, a Participant will have the same rights as any other shareholders in respect of Forfeitable Shares where rule 5.3.2 applies. Any Shares, securities or rights allotted to a Participant as a result of such an event will be: (i) treated as if they were awarded to the Participant under the Plan in the same way and at the same time as the Forfeitable Shares in respect of which the rights were conferred; and (ii) subject to the rules of the Plan and the terms of the Forfeitable Share Agreement. 6 Vesting 6.1 Timing and extent of Vesting Subject to the rest of these rules, an Award will Vest on the later of the following: 6.1.1 the Vesting Date; and 6.1.2 the date on which the Directors determine the extent to which any Performance Condition or any other condition is satisfied. The Award will only Vest to the extent that any Performance Condition or other condition is satisfied. The Vesting of an Award will be delayed: 6.1.3 if on the proposed date of Vesting a Dealing Restriction applies to a Participant which would prevent the Vesting of their Award and the sale of their Vested Shares to pay any tax liability, in which case the Award will Vest on the first date on which such Dealing Restriction ceases to apply to them; or 6.1.4 regardless of rule 6.1.3, if the proposed date of Vesting falls within a Closed Period then, unless the Directors decide otherwise, for any Participant whose transactions in Shares are announced to the market and any other Participants as the Directors may decide, Vesting will occur on the day after the day on which the Closed Period ends. If the issue or transfer of Shares in satisfaction of an Award is prevented by any Dealing Restriction, the period for such issue or transfer will be delayed for that Award until the Dealing Restriction no longer prevents it. 6.2 Consequences of Vesting 6.2.1 If an Award takes the form of a Conditional Award, within 30 days of Vesting (or as soon as reasonably practicable after that), the Grantor will arrange (subject to the rest of this rule 6 and rules 7 (Retention Period), 9 (Suspension), 10 (Malus), 15 (Tax) and 17.6 (Consents)) for the issue or transfer to, or to the order of, the Participant of the number of Shares in respect of which the Award has Vested. 6.2.2 A Participant can only exercise an Option to the extent it has Vested. To exercise it, the Participant must give notice in such form as the Grantor may prescribe and comply with such arrangements as the Grantor determines for the payment of the Option Price (if any) including, without limitation, the sale of sufficient Shares to procure the payment of

A35905875/4.0/25 Mar 2024 9 the Option Price. Subject to the rest of this rule 6 and rules 7 (Retention Period), 9 (Suspension), 10 (Malus), 15 (Tax) and 17.6 (Consents), the Grantor will arrange for the number of Shares in respect of which an Option has been exercised to be issued or transferred to the Participant within 30 days of the date on which the Option is exercised or as soon as reasonably practicable after that. An Option will lapse at the end of business on the Final Lapse Date if it does not lapse earlier under these rules. 6.2.3 To the extent an Award of Forfeitable Shares Vests, the restrictions contained in the Forfeitable Share Agreement will cease to apply. 6.3 Dividend Equivalent Except in the case of a Participant who is granted an Option with an Option Price set at market value at grant, a Participant will be entitled on the issue or transfer of Vested Shares on or following the Vesting of a Conditional Award or the exercise of an Option to a number of additional Shares (“Additional Shares”) calculated on the basis set out below, unless the Directors decide to use a different basis: X = D / P, rounded down to the nearest whole number, where: X is the number of Additional Shares; D is the aggregate cash amount of all Dividends which would have been paid to the relevant Participant in respect of the number of Vested Shares if that number of Shares had been registered in the name of the Participant on the Award Date, excluding any imputed or associated tax credits or rebates, such as Australian franking credits; and P is the average of the closing price of Shares on the Australian Securities Exchange over the five Business Days ending on the Business Day before the Vesting of the Award, or such other date as the Directors decide. If the Directors so decide and regulatory requirements permit, the amount payable under this rule may be satisfied in cash. In this instance, the amount payable is equal to D. For the avoidance of doubt, where there has been an adjustment in the number of Shares subject to an Award pursuant to rule 5.3 (Adjustment of Awards), then for the purposes of calculating D in the formula above, the value of any Dividends which had a record date falling (i) before the date of the adjustment will be calculated by reference to the number of shares under the Award on the Award Date before the adjustment and (ii) after the date of adjustment will be based on the revised number of Shares under the Award which resulted from the adjustment. 6.4 Cash or share alternative The Grantor can decide to satisfy any entitlement under an Award (other than Forfeitable Shares) to: 6.4.1 Shares by paying a cash amount; or 6.4.2 cash by issuing or transferring Shares.

A35905875/4.0/25 Mar 2024 10 In either case the entitlement will be satisfied based on the market value of the Shares on the date the Participant becomes entitled as determined by the Directors (less any Option Price, in the case of an Option). 6.5 Automatic exercise of Options where Dealing Restrictions apply and Option would otherwise lapse 6.5.1 To the extent that: (i) a Vested Option has not been exercised by the close of the Business Day before the date on which it lapses; and (ii) it is in the money on that day, the Company will, unless the Directors decides otherwise, treat it as having been exercised on that day. 6.5.2 If it does treat the Option as having been exercised, the Company will arrange for sufficient Shares resulting from the exercise to be sold on behalf of the Participant to raise an amount (after costs of sale) equal to the Option Price and any tax or social security required to be withheld under rule 15 (Tax). The remaining Shares subject to the Option will be issued or transferred as set out in rule 6.2.2 (Consequences of Vesting). 6.5.3 An Option is “in the money” on any day if the Directors estimate that, if all the Shares resulting from exercise were sold on that day, the sale proceeds (after making a reasonable allowance for any costs of sale and taxes) would be more than the Option Price. 6.5.4 The Participant may give notice, at any time before the day referred to in rule 6.5.1, requesting that this rule 6.5 should not apply to the Option. 6.5.5 No Member of the Group will be liable for any loss a Participant may suffer as a result of the application or failure to apply this rule 6.5. 7 Retention Period This rule 7 applies if the Directors determine under rule 3.3.7 (Terms set at grant) that a Retention Period applies in relation to an Award. 7.1 How the Retention Period will apply to an Award 7.1.1 On or before an Award Vests, the Directors will determine: (i) subject to rule 7.2 (Tax), the number of Retention Shares which will be issued or transferred into the beneficial ownership of the Participant (“Owned Shares”) and held in accordance with this rule 7; and (ii) if the Award is an Option, whether the Option must be exercised at Vesting to create Owned Shares or whether Shares subject to the Vested but unexercised Option may count as Retention Shares.

A35905875/4.0/25 Mar 2024 11 7.1.2 Where the Directors have determined that Owned Shares will be issued or transferred to the Participant, they will calculate the number of Shares which Vest in accordance with rule 6.1 (Timing and extent of Vesting) together with the associated Additional Shares and will issue or transfer the beneficial ownership of the Retention Shares (if not already held in respect of an Award of Forfeitable Shares), for no consideration, to any person specified by the Directors to be held during the Retention Period under this rule 7. 7.1.3 Where the Award is an Option and the Directors have determined that it may continue during the Retention Period, the Option will become exercisable as described in rule 6.2 (Consequences of Vesting) and any Retention Shares acquired on the exercise of the Option during the Retention Period (less any shares sold to pay tax pursuant to rule 15 (Tax)) will be held as Owned Shares. 7.1.4 If required to do so by the Directors, the Participant must enter into an agreement setting out the basis on which the Owned Shares will be held under this rule 7. If the Participant does not do so in the manner and within the timeframe specified by the Directors, unless the Directors decide otherwise, the Award will lapse and the Owned Shares will not be issued or transferred (or will be forfeited if already issued or transferred). 7.2 Tax Where tax is payable before the end of the Retention Period, then rule 15 (Tax) will apply and the Retention Period will apply in respect of the remainder of the Retention Shares. Shares may be issued or transferred and sold to the extent necessary to satisfy the liability under that rule. 7.3 Rights during the Retention Period The following provisions will apply to Owned Shares during the Retention Period: 7.3.1 The Participant will be entitled to vote (or give instructions as to voting) and to receive dividends and have all other rights of a shareholder in respect of the Owned Shares from the date the Participant becomes the beneficial owner. 7.3.2 The Participant may not transfer, assign, charge or otherwise dispose of the Owned Shares or any interest in them nor use Retention Shares as collateral for a loan or in any other context (or instruct anyone to do so) except in the case of: (i) the sale of sufficient entitlements nil-paid in relation to Shares to take up the balance of the entitlements under a rights issue or similar transaction, as determined by the Directors; (ii) a forfeiture as described in rule 7.6 (Forfeiture of Owned Shares); or (iii) the sale to fund any tax in accordance with rule 7.2 (Tax). 7.3.3 Any securities which the Participant receives in respect of Owned Shares as a result of an event described in rule 5.3.2 (Adjustment of Awards) during the Retention Period will, unless the Directors decides otherwise, be subject to the same restrictions as the corresponding Owned Shares. This will not apply to any Shares which a Participant acquires on a rights issue or similar transaction to the extent that their number exceeds

A35905875/4.0/25 Mar 2024 12 the number they would have acquired on a sale of sufficient rights under the rights issued nil-paid to take up the balance of the rights. 7.4 Leaving employment during the Retention Period In respect of any Awards granted after 8 May 2024, subject to rule 7.6 (End of the Retention Period), unless one of the circumstances in rules 8.2.1 to 8.2.4 (Leaving in specific circumstances) applies, if a Participant gives or receives notice to terminate their employment and/or leaves employment (as defined in rule 8.8.1 (General)) before the end of the Retention Period, then their Retention Shares will be forfeited in accordance with rule 7.5 (Forfeiture of Owned Shares) on the date on which notice to terminate employment is given by the Participant or the Participant’s employer or, with the consent of the Participant’s employer or if the Directors so decide, the date on which the Participant leaves employment. 7.5 Forfeiture of Owned Shares 7.5.1 For the avoidance of doubt, clawback (under rule 11 (Clawback)) will apply to the Retention Shares during the Retention Period. 7.5.2 To the extent that Owned Shares are forfeited, whether under rules 7.4(Leaving employment during the Retention Period), 11(Clawback) or otherwise, the Participant is deemed to consent to the immediate transfer of the beneficial ownership of the Shares, for no consideration or nominal consideration, to any person (which may include the Company, where permitted) specified by the Directors. 7.6 End of the Retention Period 7.6.1 The Retention Period will end on the earliest of the following: (i) the date on which the Retention Period would normally end, as set by the Directors in relation to the Award under rule 3.3.7 (Terms set at grant); (ii) the date on which the Participant dies; (iii) the date on which Awards vest on a takeover or other transaction under rule 13 (Takeovers and other corporate events); and (iv) such earlier date as the Directors may decide. 7.6.2 At the end of a Retention Period the restrictions relating to Owned Shares in rule 7.3.2 (Rights during the Retention Period) will cease to apply and the Shares will be transferred to the Participant or as the Participant may direct. 8 Leaving employment 8.1 General rule on leaving employment Unless rule 8.2 (Leaving in specific circumstances) or rule 8.5 (Death) applies, if a Participant gives or receives notice to terminate their employment and/or leaves employment (as defined in rule 8.8.1 (General)) before their Award Vests then their Award will lapse on the date on which notice to terminate employment is given by the Participant or the Participant’s employer or, with

A35905875/4.0/25 Mar 2024 13 the consent of the Participant’s employer or if the Directors so decide, the date on which the Participant leaves employment. 8.2 Leaving in specific circumstances If a Participant leaves employment by reason of: 8.2.1 ill-health, injury or disability (established to the satisfaction of the Participant’s employer or the Directors); 8.2.2 the Participant’s employing company ceasing to be a Member of the Group; 8.2.3 a transfer of the undertaking, or part of the undertaking, in which the Participant works to a person which is not a Member of the Group; or 8.2.4 any other reason, if the Directors so decide in their absolute discretion in any particular case, then their Award will not lapse, but will Vest in accordance with the provisions of rules 8.3 (Timing of Vesting) and 8.4 (Extent of Vesting of Award), provided that the Directors in their absolute discretion may vary the application of rules 8.3 (Timing of Vesting) and 8.4 (Extent of Vesting of Award) and determine an alternative basis and any terms on which the Award will Vest and any Option may be exercised and, for the avoidance of doubt, the Directors can make a different determination as to the extent an Award or Option Vests in respect of different Awards or Options held by the same Participant. 8.3 Timing of Vesting Where rule 8.2 (Leaving in specific circumstances) applies: 8.3.1 a Performance-based Award will Vest on the date it would have Vested if the Participant had not left employment unless the Directors decide at any time that the Award will Vest earlier; 8.3.2 a Time-based Award will Vest on the date of leaving employment unless the Directors decide at any time that the Award will vest on a later date; and 8.3.3 any Time-based Award, including any Bonus Deferral Award, held by a member of the Exco will Vest on the date it would have Vested if the Participant had not left employment unless rule 8.5 (Death) applies. 8.4 Extent of Vesting of Award Where rule 8.2 (Leaving in specific circumstances) applies: 8.4.1 the Award will Vest to the extent any Performance Condition is satisfied on the date of Vesting and if an Award Vests earlier than the Vesting Date the Directors will determine the extent to which any Performance Condition is satisfied in accordance with its terms or, if there are no such terms, in such manner as they consider reasonable; 8.4.2 unless the Directors decide otherwise, and except in the case of a Bonus Deferral Award or a Performance-based Award granted on or before 8 May 2024, the number of Shares in respect of which the Award would otherwise Vest will be reduced by the proportion

A35905875/4.0/25 Mar 2024 14 which the number of complete days from the date the Participant left employment to the Vesting Date bears to the number of complete days in the period from the Award Date to the Vesting Date; 8.4.3 unless the Directors decide otherwise, in the case of a Performance-based Award granted on or before 8 May 2024 where the Participant leaves employment before the third anniversary of the Award Date, the number of Shares in respect of which the Award would otherwise Vest will be reduced by the proportion which the number of complete days from the date the Participant left employment to the third anniversary of the Award Date bears to the number of complete days in the period from the Award Date to the third anniversary of the Award Date; and 8.4.4 for the avoidance of doubt, a time pro-rated reduction under this rule will not apply to a Bonus Deferral Award at all or, unless the Directors decide otherwise, to a Performance- based Award where the Participant leaves employment on or after the third anniversary of the Award Date. 8.5 Death If a Participant dies before Vesting, their Award will Vest on the date of death and rule 8.4 (Extent of Vesting of Award) will apply. If a Participant left employment before death where rule 8.2 (Leaving in specific circumstances) applied then, unless the Directors decide otherwise, any pro-rating of their Award will be by reference to the date the Participant left employment. 8.6 Treatment of Options after leaving If the holder of an Option dies or otherwise leaves employment: 8.6.1 before Vesting where rule 8.2 (Leaving in specific circumstances) applies; or 8.6.2 after Vesting for any reason (except as described below), their Option will be exercisable for 12 months from the later of: 8.6.3 the date on which the Option Vests; and 8.6.4 the date on which the Participant left, after which the Option will lapse, but the Directors may reduce or extend that period (but not beyond the Final Lapse Date). However, if a Participant leaves employment after Vesting because of misconduct or breach of the terms of their employment, their Award will lapse on the day they leave employment unless the Directors determines otherwise and, for the avoidance of doubt, rule 6.5 (Automatic exercise of Options where Dealing Restrictions apply and Options would otherwise lapse) will not apply. 8.7 Detrimental activity If a Participant leaves employment where rule 8.2 (Leaving in specific circumstances) applies, unless the Directors decide otherwise, the Participant’s Award will lapse if they engage in Detrimental Activity and, if relevant, rule 6.5 (Automatic exercise of Options where Dealing Restrictions apply and Options would otherwise lapse) will not apply.

A35905875/4.0/25 Mar 2024 15 8.8 General 8.8.1 A Participant will only be treated as “leaving employment” when they are no longer an employee or director of any Member of the Group. 8.8.2 Notwithstanding anything else in this rule 8, a transfer of employment to or immediate re-employment by Rio Tinto plc or any subsidiary of it which Rio Tinto plc has Control of will not, whether or not that entity is a Member of the Group, constitute leaving employment for the purposes of these rules and these rules will continue to apply to that Participant as if Rio Tinto plc and its subsidiaries were each a Member of the Group, unless the Directors decide otherwise. 9 Suspension 9.1 Application Notwithstanding anything else in these rules, the Directors may, at any time before an Award has Vested or upon any cessation of employment and in their absolute discretion, decide that where there is an internal or external investigation which relates to, or may relate to, the Participant the Vesting of the Award (and consideration of the Vesting of the Award) will be postponed until the Consideration Point. The following will apply where there is a postponement under this rule 9: 9.1.1 The Award will continue and will neither Vest nor lapse until the Consideration Point. 9.1.2 At the Consideration Point, the Committee will consider the use of its discretions and powers under this rule 9 and rule 10.1 (Malus). For the avoidance of doubt, there may be an adjustment or further adjustment under this rule 9 at the Consideration Point. 9.1.3 If a Participant leaves employment after the date on which the Award would have Vested, but for the operation of this rule 9.1 then, unless the Directors decide otherwise, rule 8.1 (General rule on leaving employment) will not apply. At the Consideration Point, the Committee will consider both the use of its discretions and powers under rules 8.1 (General rule on leaving employment), 8.2 (Leaving in specific circumstances), 9 and 10.1 (Malus). The Award will Vest only to the relevant extent determined by the Committee. 9.1.4 In making its determinations at the Consideration Point, the Committee can (without limitation) take into account the extent to which the Participant cooperates fully with all internal and external investigations, any matters, conduct or circumstances that arise from any such investigations and the conclusions and outcome of any investigation. 9.2 General 9.2.1 Rule 9.1 may be applied in different ways to different Participants in relation to the same or different events, or in different ways for the same Participant in relation to different Awards. 9.2.2 The Directors will notify the Participant of any application of this rule 9. 9.2.3 Without limiting rule 17.1 (Terms of employment), the Participant will not be entitled to any compensation in respect of any adjustment under this rule 9.

A35905875/4.0/25 Mar 2024 16 10 Malus 10.1 Application Where the Directors consider that an exceptional circumstance has occurred, the Directors may, at any time before an Award has been satisfied, determine in their absolute discretion (other than where rule 10.1.8 applies, in which case the Directors will determine) that the Vesting of a Participant’s Award to the extent determined in accordance with the other rules of the Plan is not justified and may (other than where rule 10.1.8 applies, in which case the Directors will) reduce the level of Vesting or determine that the Award does not Vest or, in the case of a Vested but unexercised Option, reduce the number of Shares under that Option (including to zero). The circumstances in which the Directors may (or will) exercise their discretion under this rule 10.1 may include, inter alia: 10.1.1 any fraud or misconduct by the Participant or an exceptional event or events that has had or may have a material effect on the value or reputation of any Member of the Group (excluding an exceptional event or events which have a material adverse effect on global macroeconomic conditions); 10.1.2 an error (including a misstatement or omission) is found in any published financial statements of the Rio Tinto Group or any business division of the Rio Tinto Group requiring a material downward restatement or which otherwise is material to the Rio Tinto Group or the business division, or where information has emerged since the Award Date which would have affected the size of the Award granted; 10.1.3 the personal performance of the Participant, of their product group or of the Rio Tinto Group does not, in the reasonable opinion of the Directors, justify Vesting to the extent otherwise determined in accordance with the other rules of the Plan or where the Participant’s conduct or performance has been in breach of their employment contract, any laws, rules or codes of conduct applicable to them or the standards reasonably expected of them; 10.1.4 the performance of the company, business or undertaking in which a Participant worked or works or for which they were or are directly or indirectly responsible is found to have been misstated or based upon any material misrepresentation and which resulted in the Award being granted over a greater number of Shares than would otherwise have been the case; 10.1.5 where any team, business area, Member of the Group or profit centre in which the Participant works or worked has been found guilty in connection with any regulatory investigation or has been in breach of any laws, rules or codes of conduct applicable to it or the standards reasonably expected of it; 10.1.6 the occurrence of an event or events, or any action, inaction or omission by a Participant or any Member of the Group that has a material impact on the Group’s social licence to operate wherever in the world; 10.1.7 the occurrence of a catastrophic safety or environmental event or events; and/or 10.1.8 where required pursuant to the Clawback Policy or any other policy relating to malus or clawback adopted by the Company from time to time.

A35905875/4.0/25 Mar 2024 17 10.2 General 10.2.1 For the avoidance of doubt, rule 10.1 can apply even if the Participant was not responsible for the event in question or, where relevant, if it happened before the grant of the Award. 10.2.2 Rule 10.1 may be applied in different ways for different Participants in relation to the same or different events, or in different ways for the same Participant in relation to different Awards. 10.2.3 Rule 10.1 will not apply to an Award which has been exchanged in accordance with rule 13.4 (Exchange of Awards). 10.2.4 The Directors will notify the Participant of any application of this rule 10. 10.2.5 Without limiting rule 17.1 (Terms of employment), the Participant will not be entitled to any compensation in respect of any adjustment under this rule 10, and the operation of rule 10.1 will not limit any other remedy any Member of the Group may have in relation to the circumstances in which rule 10.1 is operated. 11 Clawback 11.1 Application 11.1.1 During the Review Period for any Award where the Directors consider that an exceptional circumstance has occurred, or, at any time where the Clawback Policy applies, the Directors may (other than where rule 11.1.2(viii) applies, in which case the Directors will) determine in their absolute discretion that any one or more of the following apply: (i) that: (a) any other Award held by the Participant be reduced (including to zero); (b) any Shares previously received by the Participant under this Plan including any Owned Shares, or such number as are specified by the Directors, be transferred for nil consideration to any person specified by the Directors; or (c) failing or instead of the transfer of such Shares under paragraph (b) above, an amount in cash equal to the value of the Shares at a date determined by the Directors or such lower amount as the Directors may specify, be paid to the Company or as it may direct by the Participant; (ii) the Participant must pay a cash amount equal to the dividends or other rights or benefits (in each case, calculated as set out in a notification to the Participant but excluding any imputed or associated tax credits or rebates, such as any Australian franking credits, in relation to those dividends, rights or benefits) paid on or attributed to a Share previously received by the Participant under this Plan including any Owned Shares since Vesting; and/or (iii) the Company, the Participant’s employing company or any other Member of the Group may withhold from or offset against any distribution, bonus, payment

A35905875/4.0/25 Mar 2024 18 (including salary) or grant or vesting of any other award to which a Participant may be entitled in connection with their employment with any Member of the Group, such an amount as the Directors consider appropriate. 11.1.2 The circumstances referred to in rule 11.1 may include, inter alia: (i) any fraud or misconduct by the Participant or an exceptional event or events that has had or may have a material effect on the value or reputation of any Member of the Group (excluding an exceptional event or events which have a material adverse effect on global macroeconomic conditions); (ii) an error (including a misstatement or omission) is found in any published financial statements of the Rio Tinto Group or any business division of the Rio Tinto Group requiring a material downward restatement or which otherwise is material to the Rio Tinto Group or the business division, or where information has emerged since the Award Date which would have affected the size of the Award granted or the extent to which it Vested; (iii) the personal performance of the Participant, of their product group or of the Rio Tinto Group did not, in the reasonable opinion of the Directors, justify Vesting to the extent otherwise determined in accordance with the other rules of the Plan or where the Participant’s conduct or performance has been in breach of their employment contract, any laws, rules or codes of conduct applicable to them or the standards reasonably expected of them; (iv) the performance of the company, business or undertaking in which a Participant worked or works or for which they were or are directly or indirectly responsible is found to have been misstated or based upon any material misrepresentation and which resulted in the Award being granted and/or Vesting over a greater number of Shares than would otherwise have been the case; (v) where any team, business area, Member of the Group or profit centre in which the Participant works or worked has been found guilty in connection with any regulatory investigation or has been in breach of any laws, rules or codes of conduct applicable to it or the standards reasonably expected of it; (vi) the occurrence of an event or events, or any action, inaction or omission by a Participant or any Member of the Group that has a material impact on the Group’s social licence to operate wherever in the world; (vii) the occurrence of a catastrophic safety or environmental event or events; and/or (viii) where required pursuant to the Clawback Policy or any other policy relating to malus or clawback adopted by the Company from time to time. 11.1.3 In making any determinations under rule 11.1 as to the number of Shares to be transferred or the amount of the cash to be paid by the Participant, the Directors may decide that the number of Shares or the amount of cash (as the case may be) be determined on either a gross basis or net of tax basis, other than where the Clawback Policy applies, where the determination must be completed on a gross of tax basis. If the Directors determine that the number of Shares or the amount of cash (as the case

A35905875/4.0/25 Mar 2024 19 may be) is to be determined on a net of tax basis, the Directors may do so on the basis that the net of tax basis is to be applied only if the Participant enters into such deed of indemnity as the Directors may prescribe, in case any tax is refunded or is refundable to the Participant. The deed of indemnity may (without limitation) contain provisions for the recovery of tax and/ or employee social security contributions from the Participant and the process of liaison with any tax authority. 11.1.4 Where the Directors make a determination under rule 11.1, the Directors must notify the Participant and the Participant must, within 20 Business Days (or such other period as the Directors determine) of the date of that notice, comply with the requirements of the notice. 11.1.5 In making any determinations under rule 11.1, the Directors can take into account any information known to it at the time of the determination, regardless as to whether the information relates to events or circumstances that occurred before an Award was made, during the life of an Award, during the period before the Consideration Point, the Review Period or any other time. 11.2 General 11.2.1 For the avoidance of doubt, rule 11 can apply even if the Participant was not responsible for the event in question or if it happened before or after the Vesting or grant of the Award. 11.2.2 Rule 11.1 may be applied in different ways for different Participants in relation to the same or different events, or in different ways for the same Participant in relation to different Awards. 11.2.3 Rule 11.1 will not apply to an Award which has been exchanged in accordance with rule 13.4 (Exchange of Awards). 11.2.4 Clawback will not apply after a takeover (as defined in rule 13.1 (Takeover)) or where an Award vests under rule 13.3 (Demerger or Other Corporate Event), other than where the Clawback Policy applies. 11.2.5 If the Vesting of an Award has been postponed by the operation of rule 9 (Suspension) then this rule 11 (Clawback) will only apply in respect of that Award if the Award Vests within the Review Period which would have applied if the Vesting of the Award had not been postponed under rule 9 (Suspension) and the Review Period will not be extended because the Vesting of the Award was postponed. 11.2.6 The Directors will notify the Participant of any application of this rule 11. 11.2.7 Without limiting rule 17.1 (Terms of employment), the Participant will not be entitled to any compensation in respect of any application of this rule 11, and the operation of rule 11.1 will not limit any other remedy any Member of the Group may have in relation to the circumstances in which rule 11.1 is operated.

A35905875/4.0/25 Mar 2024 20 12 Vesting in connection with relocation If a Participant who is not a director of the Company relocates to another jurisdiction before an Award Vests and, as a result: (a) the Participant or any Member of the Group is or may be subject to less favourable tax or social security treatment; or (b) the Vesting, exercise or satisfaction of the Award is or may be subject to any regulatory restriction, approval or consent, the Directors may decide that the Award will Vest on such earlier date or dates and subject to such additional conditions as they may determine, including the retention of any Shares acquired on Vesting. In the case of an Option, the Directors may change the period during which it can be exercised or impose additional conditions upon the exercise. 13 Takeovers and other corporate events 13.1 Takeover 13.1.1 If there is a takeover (defined below), each Award will Vest, subject to rule 9 (Suspension) and rule 10 (Malus), on the date of the takeover. 13.1.2 Where rule 13.1.1 applies: (i) the Directors will determine the extent to which any Performance Condition has been satisfied to the date of the takeover (in accordance with its terms or, if they do not provide for it, in such manner as it considers reasonable) and the proportion of the Award which will Vest as a result; (ii) unless the Directors decide otherwise, and except in the case of a Bonus Deferral Award or a Performance-based Award, the number of Shares in respect of which the Award would otherwise Vest will be reduced by the proportion which the number of complete days from the date of the takeover to the Vesting Date bears to the number of complete days in the period from the Award Date to the Vesting Date; (iii) unless the Directors decide otherwise, in the case of a Performance-based Award where the takeover occurs before the third anniversary of the Award Date, the number of Shares in respect of which the Award would otherwise Vest will be reduced by the proportion which the number of complete days from the date of the takeover to the third anniversary of the Award Date bears to the number of complete days in the period from the Award Date to the third anniversary of the Award Date; and (iv) for the avoidance of doubt, a time pro-rated reduction under this rule will not apply to a Bonus Deferral Award at all or, unless the Directors decide otherwise, to a Performance-based Award where the takeover occurs on or after the third anniversary of the Award Date.

A35905875/4.0/25 Mar 2024 21 13.1.3 To the extent that an Award has not Vested, it will lapse as to the balance, unless exchanged under rule 13.4 (Exchange of Awards). 13.1.4 An Option will be exercisable for a period of one month from the date of the takeover, after which it will lapse (whether or not it Vested under this rule). 13.1.5 An Award will not Vest under rule 13.1.1 but will be exchanged under rule 13.4 (Exchange of Awards) if: (i) an offer to exchange Awards is made and accepted by a Participant; or (ii) the Directors, with the consent of the Acquiring Company, decides before the person obtains Control that the Awards will be automatically exchanged. There is a “takeover” when: (i) a person (or a group of persons acting in concert) obtains Control of the Company whether or not as a result of making an offer to acquire Shares; or (ii) under Section 411 of the Corporations Act, a court sanctions a compromise or arrangement in connection with the acquisition of Shares, but not where the Directors determines rule 13.2 (Reconstruction) applies. 13.2 Reconstruction If there is any internal reconstruction, reorganisation, merger or acquisition of the Company which: 13.2.1 is not intended to result in; or 13.2.2 does not involve a significant change in the identity of the ultimate shareholders of the Company then the Directors may determine this rule 13.2 applies to any Awards which have not Vested by the day the reconstruction takes effect. The Directors will arrange for an Award to be replaced by an equivalent award of shares in the new parent company or companies as determined by the Directors. The Directors may amend any Performance Condition as it considers appropriate. 13.3 Demerger or Other Corporate Event 13.3.1 If the Directors become aware that the Company is or is expected to be affected by any demerger, distribution (other than an ordinary dividend), reconstruction or other transaction not falling within rule 13.1 (Takeover) which, in the opinion of the Directors, would affect the current or future value of any Award, the Directors may allow an Award to Vest (subject to rule 9 (Suspension) and rule 10 (Malus)) subject to any such conditions as the Directors may decide to impose. 13.3.2 Where rule 13.3.1 applies: (i) the Directors will determine the extent to which any Performance Condition has been satisfied to the date of the Vesting determined under rule 13.3.1 in accordance with its terms or, if they do not provide for it, in such manner as it considers reasonable, and the proportion of the Award which will Vest as a result;

A35905875/4.0/25 Mar 2024 22 (ii) unless the Directors decide otherwise, and except in the case of a Bonus Deferral Award or a Performance-based Award, the number of Shares in respect of which the Award would otherwise Vest under rule 13.3.1 will be reduced by the proportion which the number of complete days from the date of Vesting under rule 13.3.1 to the Vesting Date bears to the number of complete days in the period from the Award Date to the Vesting Date; (iii) unless the Directors decide otherwise, in the case of a Performance-based Award where the Vesting under rule 13.3.1 occurs before the third anniversary of the Award Date, the number of Shares in respect of which the Award would otherwise Vest under rule 13.3.1 will be reduced by the proportion which the number of complete days from the date of Vesting under rule 13.3.1 to the third anniversary of the Award Date bears to the number of complete days in the period from the Award Date to the third anniversary of the Award Date; and (iv) for the avoidance of doubt, a time pro-rated reduction under this rule will not apply to a Bonus Deferral Award at all or unless the Directors decide otherwise, to a Performance-based Award where the takeover occurs on or after the third anniversary of the Award Date. 13.3.3 To the extent that an Award has not Vested, it will lapse as to the balance. 13.3.4 The Directors will determine the period during which an Option may be exercised under this rule 13.3 (whether or not it Vested under rule 13.3.1) and whether or not it will lapse at the end of that period. 13.3.5 Participants will be notified if they are affected by the Directors exercising their discretion under this rule. 13.4 Exchange of Awards If an Award is to be exchanged under this rule 13.4, the exchange will take place as soon as practicable after the relevant event. The new award: 13.4.1 must confer a right to acquire shares in the Acquiring Company or another body corporate determined by the Acquiring Company; 13.4.2 must be equivalent to the existing Award, subject to rule 13.4.4; 13.4.3 will be treated as having been acquired at the same time as the existing Award and, subject to rule 13.4.4, will Vest in the same manner and at the same time; 13.4.4 must either: (i) be subject to a Performance Condition which is, so far as practicable, equivalent to any Performance Condition applying to the existing Award; or (ii) not be subject to any Performance Condition, but be in respect of the number of shares which is equivalent to the number of Shares comprised in the existing Award which would have Vested under rule 13.1 (Takeover); or

A35905875/4.0/25 Mar 2024 23 (iii) be subject to such other terms as the Directors considers appropriate in all the circumstances; and 13.4.5 will be governed by the Plan as if references to Shares were references to the shares over which the new award is granted and references to the Company were references to the Acquiring Company or the body corporate determined under rule 13.4.1. 13.5 Directors In this rule 13, “Directors” means those individuals who were members of a committee of the board of the Company referred to in the definition of Directors in rule 2 (Definitions) immediately before the change of Control. 14 Changing the Plan 14.1 Directors’ powers Subject to the Corporations Act and the rules of any relevant Australian Securities Exchange, the Directors may at any time change the Plan including the terms of any Award already granted in any way. The Directors may, without obtaining the approval of the Company in general meeting, establish further plans (by way of schedules to the rules or otherwise) based on the rules, but modified to take account of local tax, exchange control or securities law in countries other than Australia. However, any Shares made available under such plans are treated as counting against any limits on individual and overall participation in the Plan. 14.2 Notice The Directors are not required to give Participants notice of any changes. 15 Tax The Participant will be responsible for all taxes, social security contributions or other levies arising in connection with an Award for which they will, or may be, liable. . The Company, any employing company or trustee of any employee benefit trust, may withhold any amounts or make such arrangements as it considers necessary to meet any liability to pay or account for any such taxation or social security contributions, other levies or any deductions required under the Rio Tinto Group’s policies on hypothetical taxes. These arrangements may include the sale of or reduction in number of Shares to which a Participant would otherwise be entitled or the deduction of the amount of the liability from any cash amount payable to the Participant under the Plan or otherwise. The Participant will promptly do all things necessary to facilitate such arrangements and, notwithstanding anything to the contrary in the Plan, Vesting or the issue or transfer of Shares may be delayed until they do so.

A35905875/4.0/25 Mar 2024 24 16 Limits on newly issued and treasury shares 16.1 Plan limits - 10 per cent Subject to rule 16.3, an Award must not be granted if the number of Shares committed to be issued under that Award exceeds 10 per cent of the ordinary share capital of the Company in issue immediately before that day, when added to the number of Shares which have been issued, or committed to be issued, to satisfy Awards under the Plan, or options or awards under any other employee share plan operated by the Company, granted or awarded in the previous 10 years. 16.2 Plan limits - 5 per cent Subject to rule 16.3, an Award must not be granted if the number of Shares committed to be issued under that Award exceeds 5 per cent of the ordinary share capital of the Company in issue immediately before that day, when added to the number of Shares which have been issued, or committed to be issued, to satisfy Awards under the Plan, or options or awards under any other discretionary employee share plan adopted by the Company, granted or awarded in the previous 10 years. 16.3 ASIC prospectus relief limit An Award must not be granted if the number of Shares committed to be issued under that Award would cause to be exceeded the maximum number permitted to be eligible for relief from Part 6D.2, Part 6D.3 or Part 7.9 of the Corporations Act under any Australian Securities and Investments Commission class order or other applicable instrument. 16.4 Scope of Plan limits When calculating the limits in rules 16.1 (Plan limits – 10 per cent) and 16.2 (Plan limits – 5 per cent), Shares will be ignored: 16.4.1 where the right to acquire them has been released or has lapsed; and 16.4.2 which are committed to be issued under any Dividend Equivalent but will count towards such limits on their issuance. As long as so required by institutional shareholders, Shares transferred from treasury are counted as part of the ordinary share capital of the Company, and as Shares issued by the Company. 17 General 17.1 Terms of employment 17.1.1 This rule 17.1 applies during an employee’s employment with a Member of the Group and after the termination of an employee’s employment, whether or not the termination is lawful. 17.1.2 Nothing in the rules or the operation of the Plan forms part of the contract of employment of an employee. The rights and obligations arising from the employment relationship

A35905875/4.0/25 Mar 2024 25 between the employee and their employer are separate from, and are not affected by, the Plan. Participation in the Plan does not create any right to, or expectation of, continued employment. 17.1.3 No employee has a right to participate in the Plan. Participation in the Plan or the grant of Awards on a particular basis in any year does not create any right to or expectation of participation in the Plan or the grant of Awards on the same basis, or at all, in any future year. 17.1.4 The terms of the Plan do not entitle the employee to the exercise of any discretion in their favour. 17.1.5 The employee will have no claim or right of action in respect of any decision, omission or discretion, which may operate to the disadvantage of the employee (including, without limitation, any adjustment under rule 9 (Suspension) or rule 10 (Malus)) even if it is unreasonable, irrational or might otherwise be regarded as being in breach of any implied duty of good faith or duty of trust and confidence (and/or any other implied duty) between the employee and their employer. 17.1.6 No employee has any right to compensation for any loss in relation to the Plan, including any loss in relation to: (i) any loss or reduction of rights or expectations under the Plan in any circumstances (including lawful or unlawful termination of employment); (ii) any exercise of a discretion or a decision taken in relation to an Award or to the Plan, or any failure to exercise a discretion or take a decision; or (iii) the operation, suspension, termination or amendment of the Plan. 17.2 Directors’ decisions final and binding The decision of the Directors on the interpretation of the Plan or in any dispute relating to an Award or matter relating to the Plan will be final and conclusive. 17.3 Documents sent to shareholders The Company is not required to send to Participants copies of any documents or notices normally sent to the holders of its Shares. 17.4 Costs The Company will pay the costs of introducing and administering the Plan. The Company may ask a Participant’s employer or any other Member of the Group to bear the costs in respect of an Award (including, for example, any trading or other working costs) to that Participant. 17.5 Data protection 17.5.1 The basis for any processing of personal information about a Participant who is subject to the EU’s General Data Protection Regulation (2016/679) (or any successor laws, including its incorporation into UK law as the UK GDPR) is set out in the Company’s Share Plan Privacy Notice and is not the consent given under rule 17.5.2. The Share

A35905875/4.0/25 Mar 2024 26 Plan Privacy Notice also contains details about how the Participant’s personal information is processed and the Participant’s rights in relation to that information. The Participant has a right to review the Share Plan Privacy Notice. 17.5.2 By participating in the Plan, the Participant who is not subject to the EU’s General Data Protection Regulation (2016/679) (or any successor laws, including its incorporation into UK law as the UK GDPR) agrees to abide by the Company’s data protection policy from time to time in force, consents to the holding, processing, use and disclosure of personal information relating to the Participant (including sensitive personal information) to any Member of the Group, trustee or third party service provider, for all purposes relating to the operation of the Plan and for compliance with applicable procedures, laws and regulations. These include, but are not limited to: (i) administering and maintaining Participant records; (ii) providing personal information to members of the Rio Tinto Group, trustees of any employee benefit trust, registrars, brokers or third party administrators of the Plan (including, without limitation, in relation to the circumstances concerning a Participant’s leaver status); (iii) providing personal information to future purchasers or merger partners of the Company, the Participant’s employing company, or the business in which the Participant works; (iv) transferring personal information about the Participant outside the Participant’s home country, including to a country or territory that may not provide the same statutory protection for the personal information as the Participant’s home country; and/or (v) as otherwise set out in the Plan documentation and/or as notified to the Participant from time to time. The Participant is entitled, on payment of a fee, to a copy of the personal information held about them. If anything is inaccurate the Participant has the right to have it corrected. 17.6 Consents All allotments, issues and transfers of Shares will be subject to any necessary consents under any relevant enactments or regulations for the time being in force in any relevant country. The Participant is responsible for complying with any requirements they need to fulfil in order to obtain or avoid the necessity for any such consent. 17.7 Share rights Shares issued to satisfy Awards under the Plan will rank equally in all respects with the Shares in issue on the date of allotment. They will not rank for any rights attaching to Shares by reference to a record date preceding the date of allotment. Where Shares are transferred to a Participant, including a transfer out of treasury, the Participant will be entitled to all rights attaching to the Shares by reference to a record date on or after the transfer date. The Participant will not be entitled to rights before that date. Any Shares issued under the Plan are subject to the constitution of the Company from time to time in force.

A35905875/4.0/25 Mar 2024 27 17.8 Listing If and for so long as Shares are listed on the Official List and traded on the Australian Securities Exchange, the Company will apply for listing of any Shares issued under the Plan as soon as practicable. 17.9 Notices 17.9.1 Any information or notice to a person who is or will be eligible to be a Participant under or in connection with the Plan may be posted, or sent by electronic means, in such manner to such address as the Company considers appropriate, including publication on any intranet. 17.9.2 Any information or notice to the Company or other duly appointed agent under or in connection with the Plan may be sent by post or transmitted to it at its registered office or such other place, and by such other means, as the Directors or duly appointed agent may decide and notify Participants. 17.9.3 Notices sent by post will be deemed to have been given on the second day after the date of posting. However, notices sent by or to a Participant who is working overseas will be deemed to have been given on the seventh day after the date of posting. Notices sent by electronic means, in the absence of evidence to the contrary, will be deemed to have been received on the day after sending. 17.10 Overriding restrictions Notwithstanding any term or condition of this Plan: 17.10.1 Shares may not be assigned, acquired or dealt with under this Plan if: (i) to do so would contravene the Corporations Act, the listing rules of the Australian Securities Exchange or any other applicable laws, regulations or listing rules; or (ii) compliance with any applicable law, regulation or listing rule would in the opinion of the Directors be unduly onerous or impractical. 17.10.2 Nothing in this Plan will require the Company or any other Member of the Group to provide to any person any benefit that causes the Company or a Member of the Group either to breach its obligations or to be required to obtain shareholder approval under the Corporations Act or any other applicable laws, regulation or listing rules. Where such a benefit would be required to be provided to a person except for this clause, the benefit will be reduced to the extent necessary to allow it to be provided without the consequence of either breaching any applicable law, regulation or listing rule or requiring shareholder approval. 17.10.3 These rules, including the exercise of any discretions, is subject to all applicable laws, regulations and listing rules.

A35905875/4.0/25 Mar 2024 28 17.11 Governing law and jurisdiction The Plan and all Awards and the construction are governed by the laws of Victoria, Australia, The Victorian Courts have non-exclusive jurisdiction in respect of disputes arising under or in connection with the Plan or any Award.

A35905875/4.0/25 Mar 2024 29 Schedule 1 Grant of Forfeitable Shares Where an Award takes the form of Forfeitable Shares, the Participant must: 1. enter into an agreement with the Grantor that, to the extent that the Award lapses under the Plan, the Shares are forfeited and they will immediately transfer their interest in them, for no consideration or nominal consideration, to any person (which may include the Company, where permitted) specified by the Grantor; and 2. provide any other documentation which the Directors consider necessary or desirable to give effect to the terms of the Award, including a power of attorney or blank stock transfer form. If the Participant does not do any of the actions above within a period specified by the Directors, the Award will lapse at the end of that period. On or after the grant of Forfeitable Shares, the Grantor will procure that the relevant number of Shares are issued or transferred to the Participant or to another person to be held for the benefit of the Participant under the terms of the Plan. Where applicable, the share certificates or other documents of title relating to any Forfeitable Shares may be retained by the Grantor.

A35905875/4.0/25 Mar 2024 30 Schedule 2 Cash Awards The Rules of the Rio Tinto Limited Equity Incentive Plan 2018 will apply to a right (a “Cash Award”) to receive a cash sum granted or to be granted under this Schedule 2 as if it was a Conditional Award or an Option, except as set out in this Schedule 2. Where there is any conflict between the Rules and this Schedule 2, the terms of this Schedule 2 will prevail. 1. The Directors may grant or procure the grant of a Cash Award and designate it as a Conditional Award or an Option. 2. Each Cash Award will relate to a given number of notional Shares. 3. On the Vesting or exercise of the Cash Award the holder of that Award will be entitled to a cash sum which will be equal to the “Cash Value” of the notional Vested Shares, where the Cash Value of a notional Share is the market value of a Share on the date of Vesting or exercise of the Cash Award as determined by the Directors. 4. The cash sum payable under paragraph 3 above will be paid by the employer of the Participant (or any other Member of the Group as the Directors decide) as soon as practicable after the Vesting or exercise of the Cash Award, net of any deductions (on account of tax, hypothetical tax or similar liabilities) as may be required by law or as required under the Rio Tinto Group’s policies on hypothetical taxes. 5. For the avoidance of doubt, a Cash Award will not confer any right on the holder of such an Award to receive Shares or any interest in Shares.

Document

Exhibit 8.1

List of subsidiary companies

At 31 December 2024

The principal operating subsidiary companies of the Rio Tinto Group are listed in Note 30 to the 2024 Financial statements. The principal intermediate holding companies and group finance companies are as follows:

Company and country of incorporation	Principal activities	Proportion of class held	Group interest
		%	%
Australia
Hamersley Holdings Limited	Holding company	100	100
North IOC Holdings Pty Ltd	Holding company	100	100
North Limited	Holding company	100	100
Pacific Aluminium Pty. Limited	Holding company	100	100
Peko-Wallsend Pty Ltd	Holding company	100	100
Rio Tinto Finance Limited	Finance company	100	100
Rio Tinto Finance (USA) Limited	Finance company	100	100
Rio Tinto Investments One Pty Limited	Holding company	100	100
Rio Tinto Investments Two Pty Limited	Holding company	100	100
RTA Pacific Pty Limited	Holding company	100	100
Robe River Limited	Holding company	100	100
Bermuda
North IOC (Bermuda) Holdings Limited	Holding company	100	100
North IOC (Bermuda) Limited	Holding company	100	100
		100	100
	US143.64 Class A Ordinary shares	100	100
QIT Madagascar Minerals Ltd.	Holding company	100	100
Canada
Rio Tinto Canada Inc.	Holding company	100	100
		100	100
		100	100
		100	100
		100	100
Netherlands
Oyu Tolgoi Netherlands BV	Holding company	100	100
Rio Tinto Eastern Investments B.V.	Holding company	100	100
New Zealand
Pacific Aluminium (New Zealand) Limited	Holding company	100	100
South Africa
Richards Bay Mining Holdings (Proprietary) Limited	Holding company	100	100
		100	100
Richards Bay Titanium Holdings (Proprietary) Limited	Holding company	100	100
		100	100
United Kingdom
Rio Tinto Copper Holdings Limited	Holding company	100	100
		100	100
Rio Tinto Copper Limited	Holding company	100	100
Rio Tinto European Holdings Limited	Holding company	100	100
Rio Tinto Finance plc	Finance company	100	100
		100	100
Rio Tinto Finance (USA) plc	Finance company	100	100
Rio Tinto International Holdings Limited	Holding company	100	100

All values are in US Dollars.

Company and country of incorporation	Principal activities	Class of shares held	Group interest
Rio Tinto Minerals Limited	Holding company	US1.00 Ordinary shares	100
		1.00 Ordinary shares
Rio Tinto Simfer UK Limited	Holding company	US1.00 Ordinary shares	100
Rio Tinto Western Holdings Limited	Holding company	1.00 Ordinary shares	100
United States of America
Rio Tinto America Holdings Inc.	Holding company	US0.01 Class A Common shares	100
		US100.00 Series A Preferred Stock	100
Rio Tinto America Inc.	Holding company	US100.00 Common shares	100
Rio Tinto Finance (USA) Inc.	Holding company	US1.00 Common shares	100
Rio Tinto Minerals Inc.	Holding company	US0.01 Common shares	100
Rio Tinto Technology Holdings Corporation	Holding company	US1,000 Common shares	100

All values are in British Pounds.

ex11-1_dealingxpolicyx20

SECURITIES DEALING POLICY 15 December 2020 Exhibit 11.1

Securities Dealing Policy Page 2 of 10 Contents INTRODUCTION 3 1. Background 3 2. Purpose 3 3. Scope 3 4. Compliance with Policy 4 INSIDER DEALING 4 5. Insider Dealing is prohibited at all times 4 DEALINGS BY RESTRICTED PERSONS 5 6. Restricted Persons 5 7. Dealing by Results Restricted Persons 5 8. Dealing by Project Restricted Persons 5 9. Dealing by Permanent Restricted Persons 5 10. Dealings excluded from this Policy 6 11. No hedging 6 DEALING BY PDMRS AND THEIR PCAS 6 12. Additional restrictions for PDMRs 6 13. PCAs 7 CLEARANCE TO DEAL 7 14. Clearance to Deal 7 15. Dealing during Closed Periods or undertaking short-term trading in exceptional circumstances 8 DEFINITIONS 8 16. Defined terms under the Policy 8

Securities Dealing Policy Page 3 of 10 Insider Dealing is prohibited at all times. This Policy governs the securities dealing activities of Rio Tinto employees, directors and officers, contractors and secondees. In particular, the Policy has specific application to four categories of people: 1. Permanent Restricted Persons – these people must always seek clearance before undertaking any Dealings in Rio Tinto Securities; 2. Results Restricted Persons – these people cannot Deal in Rio Tinto Securities during Closed Periods; 3. Project Restricted Persons – depending on the significance and maturity of the project, these people may either need to seek clearance or be prohibited from Dealing in Rio Tinto Securities; 4. PDMRs – these people must not Deal in Rio Tinto Securities during Closed Periods and are required to notify the Group Company Secretary of any Dealings in Rio Tinto Securities. (They are also required to inform each of their PCAs of certain restrictions and obligations that apply to them under this Policy). At any given time, you may fall into one or more, or possibly all, of these categories. Further details are set out in the Policy. It is essential that you read, understand and comply with the Policy. If you are unclear on how the Policy applies to you, please speak with Company Secretariat prior to undertaking any Dealing in Rio Tinto Securities. There is also a set of FAQs available on the Company intranet to help guide you around the Policy. INTRODUCTION 1. Background 1.1 Rio Tinto plc and Rio Tinto Limited (collectively referred to as Rio Tinto or the Company) operate under a dual listed companies structure, with securities in Rio Tinto plc listed on the London Stock Exchange (LSE) and securities in Rio Tinto Limited listed on the Australian Securities Exchange (ASX). Rio Tinto plc also has a sponsored American Depositary Receipts (ADRs) facility with the underlying American Depositary Shares registered with the US Securities and Exchange Commission (SEC) and listed on the New York Stock Exchange (NYSE). 2. Purpose 2.1 The purpose of this policy (Policy) is to establish a best practice procedure for employees, directors and officers, contractors and secondees of Rio Tinto and its subsidiaries (Rio Tinto Group or the Group) (Rio Tinto Personnel) have a clear understanding of applicable Insider Dealing laws, and to prevent the misuse or perceived misuse of Rio Tinto’s Inside Information by restricting certain Dealings in Rio Tinto Securities by Rio Tinto Personnel. 2.2 Definitions of the capitalised terms are set out in section 16 of the Policy. 3. Scope 3.1 This Policy applies to all Rio Tinto Personnel. 3.2 Certain restrictions detailed in this Policy apply only to Restricted Persons, Persons Discharging Managerial Responsibilities (PDMRs), and the Persons Closely Associated (PCA) with the PDMRs.

Securities Dealing Policy Page 4 of 10 4. Compliance with Policy 4.1 This Policy is supplemented by training and guidance. Rio Tinto Personnel may contact Company Secretariat for clarification on any matter related to this Policy. 4.2 It is a responsibility of all Rio Tinto Personnel to comply with this Policy. Strict compliance with this Policy is mandatory. 4.3 Failure to comply with this Policy may lead to disciplinary action being taken against Rio Tinto Personnel, including dismissal. Breach of securities laws, including Insider Dealing and market abuse laws have serious consequences for the Rio Tinto Personnel concerned, Rio Tinto, and any other person involved and may result in criminal (including imprisonment) and/or civil penalties. INSIDER DEALING 5. Insider Dealing is prohibited at all times 5.1 All Rio Tinto Personnel who have access to Inside Information about the Rio Tinto Group must not: (a) Deal in Rio Tinto Securities (on their own account or for the account of another person); (b) advise, procure, recommend, encourage or induce another person to Deal in Rio Tinto Securities; and/or (c) disclose Inside Information to any other person (whether directly or indirectly), if the Rio Tinto Personnel knows or ought reasonably to know that the other person may use the Inside Information to Deal (or advise, procure or encourage someone else to Deal) in Rio Tinto Securities. Participation in any of the activities listed above is called Insider Dealing and is unlawful, irrespective of the purpose or motive for participating in the activity, or whether a profit is made from the activity. Any person who unlawfully receives Inside Information from Rio Tinto Personnel and Deals in Rio Tinto Securities may also be participating in an Insider Dealing activity. 5.2 For the purpose of this Policy, Inside Information is information: (a) which is not generally or publicly available; and (b) if the information was generally or publicly available, it would or would be likely to have a significant or material effect on the price or value of Rio Tinto's or another company’s Securities (judged by whether a reasonable investor would use the information as part of the basis of their investment decision). 5.3 The prohibition on Insider Dealing is not limited to Rio Tinto Securities. If any Rio Tinto Personnel is in possession of Inside Information relating to any other entity (including, but not limited to, Rio Tinto’s customers, suppliers, contractors or business partners), such Rio Tinto Personnel must not participate in any of the activities in clause 5.1 above in relation to that company or the Securities of that entity. 5.4 If any Rio Tinto Personnel is in doubt about whether a particular piece of information is Inside Information, they should consult with Company Secretariat before acting or act on the basis that the information is Inside Information.

Securities Dealing Policy Page 5 of 10 DEALINGS BY RESTRICTED PERSONS 6. Restricted Persons 6.1 Rio Tinto Personnel may be designated as a Restricted Person where they are considered likely to have access to information that is or has the potential to become Inside Information due to: (a) their position within the Group, this includes PDMRs (Permanent Restricted Persons); and/or (b) their involvement in full-year and half year results (Results Restricted Persons); and/or (c) their involvement in other matters relating to specific transactions or business situations (Project Restricted Persons), (each a Restricted Person and collectively referred to as Restricted Persons). 6.2 Company Secretariat will notify Rio Tinto Personnel if they are a Restricted Person, of the Dealing prohibitions applicable to them (if any), and if they cease to be a Restricted Person. 7. Dealing by Results Restricted Persons 7.1 Results Restricted Persons are not permitted to Deal in Rio Tinto Securities: (a) during the longer of: (i) the period from the end of the relevant financial period up to the date of publication of the full year or half-year financial results; or (ii) the period of 30 calendar days before the date of such publication; and (b) any extended or additional periods as specified by Company Secretariat, (each a Closed Period and collectively referred to as Closed Periods). 8. Dealing by Project Restricted Persons 8.1 Project Restricted Persons may Deal in Rio Tinto Securities, provided: (a) they are not subject to Dealing prohibitions relating to their designation as Project Restricted Persons; (b) they are not a Results Restricted Person, PDMR subject to a Closed Period at the time of the proposed Dealing; (c) they are not in possession of any Inside Information at the time of the proposed Dealing; and (d) they have obtained prior written clearance to Deal and Dealing is carried out in accordance with sections 14 and 15 of this Policy. 9. Dealing by Permanent Restricted Persons 9.1 Permanent Restricted Persons may Deal in Rio Tinto Securities, provided: (a) they are not a Results Restricted Person, PDMR subject to a Closed Period at the time of the proposed Dealing; (b) they are not a Project Restricted Person subject to a Dealing prohibition at the time of proposed Dealing; (c) they are not in possession of any Inside Information at the time of the proposed Dealing; and

Securities Dealing Policy Page 6 of 10 (d) they have obtained prior written clearance to Deal and Dealing is carried out in accordance with sections 14 and 15 of this Policy. 10. Dealings excluded from this Policy The following types of Dealings are excluded from the operation of this Policy and may be undertaken by Restricted Persons at any time, without prior written clearance, subject to the prohibition against Insider Dealing in section 5.1: (a) Dealings that do not result in a change in beneficial ownership of Rio Tinto Securities; (b) an investment in, or trading in units of, a fund or other scheme (other than a scheme only investing in Rio Tinto Securities) where the assets of the fund or scheme are invested at the discretion of a third party; (c) a disposal of Rio Tinto Securities arising from a scheme of arrangement or acceptance of a takeover offer; (d) acquiring Rio Tinto Securities under an offer or invitation made to all or most holders of Rio Tinto’s Securities, such as a rights issue, where the timing and structure of the offer has been approved by the Rio Tinto Board; (e) acquisition or automatic disposal without need for instruction of Rio Tinto Securities under an employee share plan or a dividend reinvestment plan, provided that Restricted Persons do not commence or amend their participation or instructions in the relevant plan during a Closed Period (other than in exceptional circumstances and with the relevant prior written clearance); and (f) a disposal of Rio Tinto Securities that is the result of a secured lender exercising their rights. 11. No hedging 11.1 Rio Tinto prohibits Permanent Restricted Persons, from entering into arrangements which have the effect of limiting the economic risk related to an unvested share, option or other Rio Tinto Security granted or awarded under a Rio Tinto employee share plan (or a vested share, option or other Rio Tinto Security granted, awarded or acquired under a Rio Tinto employee share plan that is still subject to disposal restrictions). DEALING BY PDMRS AND THEIR PCAS 12. Additional restrictions for PDMRs 12.1 In addition to the Dealing restrictions applicable to Restricted Persons set out above, PDMRs must not Deal in Rio Tinto Securities on their own account, or for the account of a third party, directly or indirectly, during Closed Periods, unless the PDMR has been granted prior clearance to Deal in accordance with sections 14 and 15 of this Policy. 12.2 Dealings by PDMRs are required to be disclosed to the ASX and UK Financial Conduct Authority within stipulated time frames. Immediately after Dealing in Rio Tinto Securities, PDMRs must notify the Group Company Secretary of the details of the transaction. Rio Tinto will make the relevant notification on behalf of the PDMR. 12.3 PDMRs are prohibited from undertaking any of the following Dealings with respect to Rio Tinto Securities: (a) Dealing in derivative products issued over or in respect of Rio Tinto Securities; (b) Dealing in Rio Tinto Securities on a short-term trading basis, being a period of three months between purchase and sale of any Rio Tinto Securities; (c) engaging in the practice of short selling in Rio Tinto Securities; and

Securities Dealing Policy Page 7 of 10 (d) entering into margin lending or other secure financing arrangements in respect of Rio Tinto Securities. 13. PCAs 13.1 PDMRs must: (a) inform each of their PCAs in writing of their restrictions and disclosure obligations in relation to Dealing in Rio Tinto Securities and receive acknowledgement from the PCA that they understand their obligations, being that: (i) they must not Deal in Rio Tinto Securities during a Closed Period; and (ii) immediately after Dealing in Rio Tinto Securities, they must notify the Group Company Secretary of the transaction details; (b) keep a copy of the notification to the PCA in 13.1(a) above; (c) take appropriate steps to ensure that their PCAs are aware of their responsibilities and do not breach this Policy; (d) provide the Group Company Secretary a list of all their PCAs, and any changes to that list; and (e) seek clearance in accordance with section 14 prior to any proposed Dealing in Rio Tinto Securities by a PCA, other than a Dealing excluded by section 10. 13.2 PDMRs must also notify their PCAs that Dealings by PCAs may be required to be disclosed to the ASX and UK Financial Conduct Authority within stipulated time frames, and that Rio Tinto will make the relevant notification on the PCA’s behalf. CLEARANCE TO DEAL 14. Clearance to Deal 14.1 Permanent Restricted Persons and Project Restricted Persons are required to seek clearance prior to any proposed Dealing in Rio Tinto Securities, other than a Dealing excluded by section 10. 14.2 The requests for clearance to Deal must be in writing and submitted via the Rio Tinto Dealing Rules portal on the Company intranet. Company Secretariat maintains records of all Dealing requests received and any responses including clearances granted. 14.3 Requests for clearance to Deal may be granted in the case of: (a) the Chairman of the board (Chairman), by the Senior Independent Directors or the Chief Executive; (b) non-executive directors (other than the Chairman) and the Group Company Secretary, by the Chairman or the Chief Executive; (c) the Chief Executive, by the Chairman; (d) PDMRs (other than the non-executive directors, but including the Chief Financial Officer), by the Chief Executive; and (e) Permanent Restricted Persons, Results Restricted Persons and Project Restricted Persons not otherwise captured under paragraphs (a) – (d), by the Group Company Secretary or a delegate of Group Company Secretary. 14.4 In considering whether to grant clearance to Deal, the relevant approver will consider whether any Inside Information exists in relation to the Group, and whether the relevant Permanent Restricted Persons or Project Restricted Persons hold any Inside Information.

Securities Dealing Policy Page 8 of 10 14.5 Whether or not to grant clearance to Deal is in the relevant approver's absolute discretion. A clearance to Deal can also be withdrawn if new information comes to light or there is a change in circumstances. If Rio Tinto refuses to grant clearance to Deal, any refusal must be kept confidential and must not be discussed with any other person. 14.6 If clearance to Deal is granted, Permanent Restricted Persons and Project Restricted Persons must Deal in Rio Tinto Securities within the period specified in the written clearance to Deal, or in the absence of a period being specified, within two Business Days of the receipt of the clearance to Deal. 14.7 Within two business days of Dealing, Restricted Persons are required to submit a Post Trade Notification via the Rio Tinto Dealing Rules portal on the Company intranet. After receiving the clearance to deal, if Restricted Persons decide not to deal in Rio Tinto Securities, you still need to submit a Post Trading Notification promptly, indicating that you did not deal in Rio Tinto Securities (Post Trading Notification). 15. Dealing during Closed Periods or undertaking short-term trading in exceptional circumstances 15.1 Clearance may be given to PDMRs and Restricted Persons to Deal in Rio Tinto Securities during Closed Periods or to undertake short-term trading if they are not in possession of Inside Information in relation to Rio Tinto, the particular Dealing cannot be executed at any time other than in the relevant Closed Period, and where exceptional circumstances, such as severe financial difficulty or compulsion by court order exist, which require an immediate sale of Rio Tinto Securities. 15.2 The determination of whether there is severe financial difficulty or whether there are other exceptional circumstances can be made only by the Group Company Secretary or the Chairman of the Board. 15.3 If clearance to Deal is granted, Restricted Persons must Deal in Rio Tinto Securities within the period specified in the written clearance to Deal, or in the absence of a period being specified, within two Business Days of the receipt of the clearance to Deal. Restricted Persons must also submit a Post Trading Notification as per section 14.7. DEFINITIONS 16. Defined terms under the Policy Term Definition ADR American Depositary Receipts. ASX Australian Securities Exchange. Business Days Any day which is not (a) a Saturday, Sunday, Christmas Day or Good Friday, (b) a bank holiday in the United Kingdom for matters in relation to the United Kingdom, or (c) a public holiday in any Australian State or Territory for matters in relation to Australia. Chairman As defined in section 14.3(a) of this Policy. Closed Period As defined in section 7.1 of this Policy. Company Secretariat Rio Tinto Group Company Secretariat function. Deal, Dealing Dealing in Securities covers a wide range of transactions affecting the title or interest in those securities including: (a) acquisition or disposal;

Securities Dealing Policy Page 9 of 10 (b) exercising options, awards or rights under Rio Tinto employee share plans; (c) using as security, or otherwise granting a charge, lien or other encumbrance; (d) any other transaction or the exercise of any power or discretion, effecting a change of ownership of beneficial interest; (e) entering into a transaction the economic outcome of which is dependent upon the price of a Rio Tinto Security, including but not limited to a transaction which has the effect of limiting the economic risk of holding a Rio Tinto Security; (f) electing to participate in a Rio Tinto employee share purchase plan (such as myShare); (g) electing to participate in a dividend reinvestment plan; and (h) entering into any margin lending, derivative contract or other secured financial arrangement pursuant to which a charge is granted over the Rio Tinto Securities. Insider Dealing As defined in section 5.1 of this Policy. Inside Information As defined in section 5.2 of this Policy. For the purposes of clause 5.2 above, information that is “not publicly available” may include: (a) information available to a select group of institutional investors; (b) undisclosed facts that are the subject of rumours, even if the rumours are widely circulated; or (c) information that has been entrusted to Rio Tinto Personnel on a confidential basis until a public announcement of the information has been made and enough time has elapsed for the market to respond to a public announcement of the information. LSE London Stock Exchange. MAR Market Abuse Regulation (EU) 596/2014 (as amended) NYSE New York Stock Exchange. PCA A person closely associated with a PDMR, being: (a) a family member (meaning a spouse, civil partner, or dependent children or stepchildren of the PDMR or a relative who has shared the same household as the PDMR for at least one year on the date of Dealing) or (b) a company, trust, partnership or entity: • which is managed by the PDMR or a family member; • which is directly or indirectly controlled by the PDMR or a family member; • which is set up for the benefit of the PDMR or a family member; or • the economic interests of which are substantially equivalent to the PDMR’s or a family member’s.

Securities Dealing Policy Page 10 of 10 PDMR A Person discharging managerial responsibilities in respect of the Company as defined in MAR, which includes a director of the Company or any other employee of the Company who has been told that they are a PDMR. For the purposes of this Policy the term PDMR includes a Key Management Personnel (KMP). A KMP has the meaning given in the Australian accounting standards, being those persons having authority and responsibility for planning, directing and controlling the `activities of the Company, directly or indirectly, including any director (whether executive or otherwise) of the Company. All PDMRs are Restricted Persons for the purposes of this Policy. Permanent Restricted Person As defined in section 6.1. Post Trading Notif ication As defined in section 14.7. Policy As defined in section 2.1. Project Restricted Pearson As defined in section 6.1. Restricted Person As defined in section 6.1. Results Restricted Person As defined in section 6.1. Rio Tinto Rio Tinto Limited and Rio Tinto plc. Rio Tinto Group, Group As defined in section 2.1. Rio Tinto Personnel As defined in section 2.1. Rio Tinto Securities Securities issued by Rio Tinto. SEC US Securities and Exchange Commission. Securities Any publicly traded or quoted securities of any company, including Rio Tinto Group, or any other financial products or instruments, whether quoted or not, and any securities that are convertible into or linked to such securities. These include, but not limited to: (a) shares or/and other securities equivalent to shares issues, including the Rio Tinto ADRs; (b) options, awards or rights to shares or other securities equivalent to shares; (c) bonds and other forms of securitised debt; and (d) securitised debt convertible or exchangeable into shared or into other securities equivalent to shares.

Document

Exhibit 12.1

CERTIFICATION

I, Jakob Stausholm, certify that:

1.I have reviewed this annual report on Form 20-F for the fiscal year ended December 31, 2024 of Rio Tinto plc (“the Company”);

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Company as of, and for, the periods presented in this report;

4.The Company’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d‑15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a‑15(f) and 15d‑15(f)) for the Company and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Company, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the Company’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the Company’s internal control over financial reporting that occurred during the period covered by the annual report that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting; and

5.The Company’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the company’s auditors and the audit committee of the Company’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Company’s ability to record, process, summarise and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the Company’s internal control over financial reporting.

/s/ Jakob Stausholm

Chief Executive

Date: 20 February 2025

CERTIFICATION

I, Peter Cunningham, certify that:

1.I have reviewed this annual report on Form 20-F for the fiscal year ended December 31, 2024 of Rio Tinto plc (“the Company”);

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the Company’s internal control over financial reporting.

/s/ Peter Cunningham

Chief Financial Officer

Date: 20 February 2025

CERTIFICATION

I, Jakob Stausholm, certify that:

1.I have reviewed this annual report on Form 20-F for the fiscal year ended December 31, 2024 of Rio Tinto Limited (“the Company”);

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the Company’s internal control over financial reporting.

/s/ Jakob Stausholm

Chief Executive

Date: 20 February 2025

CERTIFICATION

I, Peter Cunningham, certify that:

1.I have reviewed this annual report on Form 20-F for the fiscal year ended December 31, 2024 of Rio Tinto Limited (“the Company”);

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the Company’s internal control over financial reporting.

/s/ Peter Cunningham

Chief Financial Officer

Date: 20 February 2025

Document

Exhibit 13.1

Certification

Pursuant to Rule 13a-14(b) of the Exchange Act

Pursuant to Rule 13a-14(b) of the Exchange Act and Section 1350 of chapter 63 of Title 18, United States Code, each of the undersigned officers of Rio Tinto plc, registered in England and Wales (the “Company”), hereby certifies, to such officer’s knowledge, that:

The Annual Report on Form 20-F for the year ended 31 December 2024 (the “Report”) of the Company fully complies with the requirements of section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934 and the information contained in the Report fairly presents, in all material respects, the financial condition and results of the operations of the Company.

	/s/ Jackob Stausholm		/s/ Peter Cunningham
Name:	Jakob Stausholm	Name:	Peter Cunningham
Title:	Chief Executive	Title:	Chief Financial Officer
Date:	20 February 2025	Date:	20 February 2025

The foregoing certification is not deemed filed for purpose of Section 18 of the Exchange Act and not incorporated by reference in any filing under the Securities Act.

Certification

Pursuant to Rule 13a-14(b) of the Exchange Act

Pursuant to Rule 13a-14(b) of the Exchange Act and Section 1350 of chapter 63 of Title 18, each of the undersigned officers of Rio Tinto Limited, registered in Victoria, Australia, (the “Company”), hereby certifies, to such officer’s knowledge, that:

	/s/ Jakob Stausholm		/s/ Peter Cunningham
Name:	Jakob Stausholm	Name:	Peter Cunningham
Title:	Chief Executive	Title:	Chief Financial Officer
Date:	20 February 2025	Date:	20 February 2025

The foregoing certification is not deemed filed for purpose of Section 18 of the Exchange Act and not incorporated by reference with any filing under the Securities Act.

Document

Exhibit 15.1

Consent of Independent Registered Public Accounting Firms

We consent to the incorporation by reference in the registration statements on Form F-3 of Rio Tinto plc (No. 333-271670), Rio Tinto Limited (No. 333-271670-01), Rio Tinto Finance (USA) Inc. (No. 333-271670-02), Rio Tinto Finance (USA) plc (No. 333-271670-03), and Rio Tinto Finance (USA) Limited (No. 333-271670-04) and in the registration statements on Form S-8 of Rio Tinto plc (Nos. 333-184397 and 333-224907), and Rio Tinto Limited (No. 333-224907-01) of our report dated February 20, 2025 with respect to the consolidated financial statements of the Rio Tinto Group (comprising Rio Tinto plc and Rio Tinto Limited, together with their subsidiaries) and the effectiveness of internal control over financial reporting.

/s/ KPMG LLP	/s/ KPMG
KPMG LLP	KPMG
London, United Kingdom	Perth, Australia
February 20, 2025	February 20, 2025

KPMG, an Australian partnership and KPMG LLP, a UK limited liability partnership, are member firms of the KPMG global organisation of independent member firms affiliated with KPMG International Limited, a private English company limited by Guarantee.

KPMG Australia’s liability limited by a scheme approved under Professional Standards Legislation.

Document

Exhibit 16.1

Disclosure of Mine Safety and Health Administration (“MSHA”) Safety Data

Rio Tinto plc and Rio Tinto Limited (together, “Rio Tinto” or the “Company”) maintain a comprehensive health and safety program that includes extensive training for all employees and contractors, site inspections, emergency response preparedness, crisis communications training, incident investigation, regulatory compliance training and process auditing.

Rio Tinto’s U.S. mining operations are subject to MSHA regulation under the U.S. Federal Mine Safety and Health Act of 1977 (the “Mine Act”). MSHA inspects Rio Tinto’s mines on a regular basis and issues various citations and orders when it believes a violation has occurred under the Mine Act. Whenever MSHA issues a citation or order, it also generally proposes a civil penalty, or fine, related to the alleged violation.

The following disclosures are provided pursuant to Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Act”), which requires certain disclosures by companies required to file periodic reports under the Securities Exchange Act of 1934 that operate mines regulated under the Mine Act. The disclosures reflect Rio Tinto’s U.S. mining operations only as the requirements of the Act do not apply to its mines operated outside the U.S.

The information in the table below reflects citations and orders MSHA issued to Rio Tinto during the year ended 31 December 2024 as reflected in Rio Tinto’s records. The data in Rio Tinto’s system may not match or reconcile with the data MSHA maintains on its public website. In evaluating this information, consideration should also be given to factors such as: (i) the number of citations and orders may vary depending on the size and operation of the mine, (ii) the number of citations issued may vary from inspector to inspector and mine to mine, and (iii) citations and orders may be contested and appealed, and in that process, may be reduced in severity and amount, and may be dismissed.

Mine / Contract or ID number1	Mine or Operating Name	Section 104 Significant and Substantial Citations2	Section 104(d) Citations and Orders4	Total dollar value of MSHA assessments proposed7	Received Notice of Pattern of Violations Under Section 104(e) yes/no	Notice of Potential to Have Pattern under section 104(e) yes/no	Legal Actions Pending as of Last Day of Period8	Categories of Pending Legal Actions (i-vii)9	Legal Actions Initiated During Period
4200149	Kennecott Utah Copper LLC (Bingham Canyon Mine)	31	1	$153,166	No	No	2	(i)	2
4201996	Kennecott Utah Copper LLC (Copperton Concentrator)	4	0	$19,544	No	No	0	n/a	0
400743	U.S. Borax Inc. (Boron)	17	0	$63,572	No	No	0	n/a	0
402834	U.S. Borax Inc. (Owens Lake)	0	0	$0	No	No	0	n/a	0
200152	Resolution Copper Mining LLC	1	0	$8,484	No	No	1	(i)	1
4201392	Kennecott Keystone Underground	4	0	$14,303	No	No	0	n/a	0
B5379	Rio Tinto Projects*	0	0	$0	No	No	0	n/a	0

*An independent contractor performing services at a mine since 20 June 2017.

1 MSHA assigns an identification number to each mine or operation and may or may not assign separate identification number to related facilities. The information provided in this table is presented by mine identification number.

2 Represents the total number of citations issued by MSHA for violation of mandatory health or safety standards that could significantly and substantially contribute to the cause and effect of a mine safety or health hazard under section 104 of the Mine Act.

3 Represents the total number of orders issued, which represents a failure to abate a citation under section 104(b) of the Mine Act within the period prescribed by MSHA. This results in an order of immediate withdrawal from the area of the mine affected by the condition until MSHA determines that the violation has been abated.

4 Represents the total number of citation and orders issued by MSHA for unwarrantable failure to comply with mandatory health or safety standards under section 104(d) under the Mine Act.

5 Represents the total number of flagrant violations identified under section 110(b)(2) of the Mine Act.

6 Represents the total number of imminent danger orders issued under section 107(a) of the Mine Act.

7 Amounts represent the total dollar value of proposed assessments received from MSHA under the Mine Act.

8 Pending legal actions before the Federal Mine Safety and Health Review Commission (the "Commission") as required to be reported by Section 1503(a)(3) of the Act.

9The following provides additional information regarding the types or categories of proceedings that may be brought before the commission:

(i)Contest Proceedings - a contest proceeding may be filed with the Commission by an operator to challenge the issuance of a citation or order issued by MSHA;

(ii)Civil Penalty Proceedings - a civil penalty proceeding may be filed with the Commission by an operator to challenge a civil penalty MSHA has proposed for a violation contained in a citation or order;

(iii)Discrimination Proceedings - a discrimination proceeding involves a miner's allegation that he or she has suffered adverse employment action because he or she engaged in activity protected under the Mine Act, such as making a safety complaint;

(iv)Temporary Reinstatement Proceedings - a temporary reinstatement proceeding involves cases in which a miner has filed a complaint with MSHA stating that he or she has suffered discrimination and the miner has lost his or her position;

(v)Compensation Proceedings - a compensation proceeding may be filed with the Commission by miners entitled to compensation when a mine is closed by certain closure orders issued by MSHA. The purpose of the proceeding is to determine the amount of compensation if any, due to miners idled by the orders;

(vi)Applications for Temporary Relief-applications for temporary relief of any order issued under Section 104; and

(vii)Appeals.

Document

Exhibit 17.1

Guarantors and Issuers of Guaranteed Securities

Each of the following securities issued by Rio Tinto Finance (USA) Limited, a wholly owned subsidiary of Rio Tinto Limited, is unconditionally and fully guaranteed, jointly and severally, by Rio Tinto plc and Rio Tinto Limited:

$750M	7.125% Guaranteed Notes due 2033;
$350M	5.200% Guaranteed Notes due 2042;
$300M	5.200% Guaranteed Notes due 2042;
$500M	5.200% Guaranteed Notes due 2053;
$1,250B	2.750% Guaranteed Notes due 2053.

Each of the following securities issued by Rio Tinto Finance (USA) plc, a wholly owned subsidiary of Rio Tinto plc, is unconditionally and fully guaranteed, jointly and severally, by Rio Tinto plc and Rio Tinto Limited:

$650M	5.000% Guaranteed Notes due 2033;
$750M	4.125% Guaranteed Notes due 2042;
$500M	4.750% Guaranteed Notes due 2042;
$1,100B	5.125% Guaranteed Notes due 2053.