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RIO TINTO LIMITED Proxy Solicitation & Information Statement 2005
65705_rns_2005-03-14_3185c6e4-8fd4-4536-8e81-f1478bac19cf.pdf
Proxy Solicitation & Information Statement
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Proxy Form/Annual General Meeting
To be held at 9:30am on Friday, 29 April 2005
All correspondence to:
Computershare Investor Services Pty Limited GPO Box 242 Melbourne Victoria 3001 Australia Enquiries (within Australia) 1800 813 292 (outside Australia) 61 3 9415 4030 Facsimile 61 3 9473 2555 www.computershare.com
Reference Number
Appointment of Proxy
| We being a member/s of Rio Tinto Limited and entities to attend and vote hereby appoint | ||
|---|---|---|
| the Chairman 0R of the Meeting imark with an 'X'! |
Write here the name of the person you are appointing if this cerson is someone other than the Chairman of the Meeting. |
|
| or failing the person named, or if no person is named, the Chairman of the Meeting, as my/our proxy to act generally at the meeting on my/our behalf and to vote in accordance with the following directions (or if no directions have been given, as the proxy sees fit) at the Annual General Meeting of Rio Timo Limited to be held in The Grand Ballroom, Shangri-La Hotel 176 Cumberland Street, The Rocks, Sydney, New South Wales on Friday 29 April 2005 at 9:30am and at any adjournment of that meeting. |
IMPORTANT NOTE:
If the Chairman of the Meeting is to be your proxy and you have not directed your proxy how to vote, you should note that the Chairman intends to vote undirected proxies in favour of each Item.
Voting directions to your proxy - please mark to indicate your directions For Against Abstain For Against Abstain Off-market tender buy-backs Item 1. To elect Vivienne Cox Item 7. and THA matching buy-backs as a director
| ltem 2. | Amendments to constituent documents |
item 8. | To re-elect Paul Skinner as a director |
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|---|---|---|---|---|---|---|
| ltem 3. | Amendments to Sharing Agreement | ltem 9. | Approval of remuneration report |
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| item 4. | Renewal of share buy-back authorities |
Item 10. | Re-appointment of auditors of Rio Tinto plc and auditor remuneration |
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| ltem 5. | To elect Richard Goodmanson as a director |
Item 11. | Receipt of reports and financial statements |
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| . |
ltem 6. To elect Ashton Calvert as a director
PLEASE SIGN HERE
This section must be signed in accordance with the instructions overleaf to enable your directions to be implemented.
| Individual or Shareholder 1 | Shareholder 2 | Shareholder 3 | ||||
|---|---|---|---|---|---|---|
| Sole Director and Sole Company Secretary |
Director | Director/Company Secretary | ||||
| Contact Name | Contact Daytime Telephone | Date | ||||
| RIO | 12 PR |
$\mathbf{1}$ Your Address
This is your address as it appears on Rio Tinto Limited's share register. If you are a shareholder sponsored by a broker (in which case your reference number overleaf will commence with an x3, you should advise your broker of any changes. Please note, you cannot change ownership of shares or your address using this form.
$2.$ Appointment of a Proxy
If you wish to appoint the Chairman of the Meeting as your proxy, mark the box. If the person you wish to appoint as your proxy is someone other than the Chairman of the Meeting, please write the name of that person. Your proxy may be a body corporate. If you leave this section blank, or your named proxy does not attend the meeting, the Chairman of the Meeting will be your proxy. A proxy need not be a shareholder of Rio Tinto Limited.
$\overline{\mathbf{3}}$ . Votes on Items of Business
You may direct your proxy how to vote by placing a mark in one of the three boxes opposite each Item of business. All your shares will be voted in accordance with such a direction unless you indicate only a portion of voting rights are to be voted on any item by inserting the percentage or number of shares you wish to vote in the appropriate hox or boxes. If you do not mark any of the boxes on a given Item, your proxy may vote, or abstain from voting, as he or she chooses. If you mark more than one box on an item, or if the total number of shares shown in the "For". "Against" and/or "Abstain" boxes is more than your total shareholding on Rio Tinto Limited's share register, your vote on that Item will be invalid.
4. Appointment of a Second Proxy
You are entitled to appoint up to two persons as proxies to attend the meeting and vote on a poli. If you wish to appoint a second proxy, an additional Proxy Form may be obtained by telephoning Computershare Investor Services Pty Limited or you may copy this form.
To appoint a second proxy, you may on each of the first Proxy Form and the second Proxy Form, state the percentage of your voting rights or number of shares applicable to that form. If the appointments do not specify the percentage or number of votes that each proxy may exercise. each proxy may exercise half your votes. Fractions of votes will be disregarded. Please return both forms together in the same envelope.
5. Signing Instructions
You must sign this form as follows in the spaces provided.
| Individual | where the holding is in one name, the shareholder must sign. |
|---|---|
| Joint Holding | where the holding is in more than one name, all of the shareholders should sign, |
| Power of Attomev | to sign under Power of Attorney, you must have already lodged the Power with the share registry. If you have not previously lodged the Power of Attorney for notation, please attach it or a certified photocopy of it to this form when you retum it. |
| Company | where the company has a Sole Director who is also the Sole Company Secretary, this form must be signed by that person. It the Company (pursuant to section 204A of the Corporations Act 2001) does not have a Company Secretary, a Sole Director can also sign alone. Otherwise this form must be signed by a Director jointly with either another Director or a Company Secretary. Please indicate the office held by signing in the appropriate place. |
| If a representative of a company that is a shareholder or oroxy is to attend the meeting, the appropriate "Certificate of Appointment of Corporate" |
Representative" should be produced prior to admission. A form of the certificate may be obtained from Computershare Investor Services Pty Limited.
6. Lodgement of a Proxy
This Proxy Form (and any Power of Attorney under which it is signed) must be received at an address or fax number given below no later than 9.30am Australian Eastern Standard Time on Wednesday, 27 April 2005. Any Proxy Form received after that time will not be valid for the scheduled meeting.
Documents may be indeed using the realurabit equators or
| a a a a a contrary term i was tanggara masunil suna induti funto merintangka att | |
|---|---|
| by posting, delivery or facsimile to the Rio Tinto Limited Share Registry at | |
| the address ocoosite, or | |
| $\bullet$ | by posting, delivery or facsimile to the Registered Office of Rio Tinto Limited |
| being | |
| Level 33 | |
| 55 Collins Street | |
| Melbourne Victoria 3000 |
Rio Tinto Limited Share Registry Computershare Investor Services Pty Limited GPO Box 242 Melbourne Victoria 3001 Australia Facsimile number: 61 3 9473 2555