Good afternoon, ladies and gentlemen. I am Peter Day, an Independent Non-Executive Director and Chair of Alumina Limited. As the Chair of Alumina Limited and of this meeting, it is my pleasure to welcome you to the 54th annual general meeting of the company. I'd like to acknowledge the traditional owners of the land on which we stand, and pay my respects to their elders, past, present, and emerging. I will briefly discuss some housekeeping matters before moving on to the business of the meeting. In the unlikely event that evacuation of the auditorium is required, attendees are to follow the directions of the venue staff, and the meeting will be adjourned. The emergency assembly area is the Old Melbourne Gaol, unless otherwise broadcast over the public address system. I welcome shareholders who have joined the meeting in person and who are listening on the webcast. Before formally beginning the meeting, I would like to introduce you to my fellow directors. Seated on the front row, we have Deborah O’Toole, an Independent Non-Executive Director and Chair of the Audit and Risk Management Committee. Shirley In't Veld, an Independent Non-Executive Director and the Chair of the Compensation Committee. John Bevan, an Independent Non-Executive Director and Chair of the Nomination Committee. Alistair Field, a recently appointed I ndependent Non-Executive Director and Chair of the Sustainability Committee, and Mr. Chen Zeng, a Non-Executive Director. On my far right is Mike Ferraro, our Chief Executive Officer. On my immediate right is Katherine Kloeden, Alumina's Company Secretary. The company's Chief Financial Officer, Galina Kraeva, is seated in the third row. The company's auditor, PricewaterhouseCoopers, is represented by Ms. Amanda Campbell, who is also present. Thanks, Amanda. Ms. Campbell is available to answer any questions regarding the conduct of the audit and the content and preparation of the audit report. A quorum of members is present, and I now declare the meeting open. The notice of meeting has been circulated, and I will take it as read. As previously notified to the ASX, all resolutions today will be decided on a poll, including and based on any proxies that were submitted before the meeting. The proxies received for today's meeting are held by the Assistant Company Secretary, Nick Wallace-Smith. We have received proxies representing approximately 2.05 billion shares or 71% of the company's issued shares. Votes cast in person today will, of course, be tallied with proxies to arrive at the final outcome advised to the ASX. The first item on the agenda of the meeting is to receive and consider the financial statements. No resolution or vote is required on the financial statements. I will deal with this first item by making some remarks. I will then ask Mike Ferraro, our Chief Executive Officer, to address shareholders. Then I will open the meeting for questions on this first item before dealing with each of the remaining agenda items in turn. Let's turn our attention to 2023. I should note all references to currency in my and Mike's presentations are in U.S. dollars. 2023 was a tough year for Alumina. The company reported a net loss after tax of $150 million. The decline in profit from the previous year was reflective of lower realized alumina prices and higher production costs. Lower bauxite grades in Western Australia also had a considerable impact on Alcoa of Australia's performance. The company had to make a net capital contribution of $159 million to AWAC in 2023, as compared to a cash distribution of $167 million received from AWAC in the pre-previous year. As a result of the company's financial performance, no interim or final dividend was declared. To improve the joint venture's performance, management focused on working cooperatively with Alcoa on resolving three key issues for the joint venture. Namely, progressing bauxite mining approvals in Western Australia and identifying long-term solutions to stem the losses from the Kwinana and San Ciprián refineries. Mike will discuss these actions and the company's results further in his presentation. The Alcoa scheme. As Alumina shareholders are aware, Alumina received a proposal from our AWAC joint venture partner, Alcoa Corporation, to acquire 100% of the fully paid ordinary shares in Alumina by way of a scheme of arrangement. The proposal followed earlier indicative offers from Alcoa and a period of negotiation, which included the mutual provision of confidential due diligence information. Following review of the proposal, Alumina and Alcoa entered into a scheme implementation deed on the 12th of March, 2024. Details of the scheme implementation deed and the Alcoa proposal are described in Alumina's ASX release of the 12th of March, 2024, and our further subsequent release of 21st of May. I'd like to remind you of the key elements of the Alcoa proposal. Under the proposal, and subject to the scheme conditions being satisfied, each Alumina shareholder will receive 0.02854 Alcoa common stock in the form of ASX-listed Alcoa CHESS Depositary Interests for each Alumina share held. The proposed scheme is subject to certain conditions, including approval by the Foreign Investment Review Board, the Brazilian competition regulator, and of course, approval by you as Alumina shareholders. At the scheme meeting that will be convened in due course, you, as Alumina shareholders, will have the opportunity to vote on the transaction to proceed. The exact date of the meeting is still to be confirmed, but we are working hard towards a meeting as soon as possible in the third quarter of this year. A scheme booklet, setting out details of the meeting and information in relation to the scheme, will be sent to you in due course. You do not need to take any action at this stage. I confirm that the independent non-executive directors and CEO of Alumina recommend that Alumina shareholders vote in favor of the scheme in the absence of a superior proposal for Alumina, and subject to the independent expert concluding and continuing to conclude that the scheme is in the best interests of Alumina shareholders. I'd now like to address some of the benefits of the scheme. This is a historic event for the two companies, whose relationship dates back to 1961. Alumina, under its former banner of Western Mining Corporation, was a pioneering Australian mining company focused primarily on gold, nickel, copper, commodities that have brought significant benefits to Australian shores. Alcoa originated as the Pittsburgh Reduction Company in 1888 and was later known as the Aluminum Company of America. Alcoa was the leader, industrial leader, and under founder Charles Martin Hall, was the original patent holder of the Hall-Héroult process for aluminium electrolysis. Thanks to a combination of Alcoa's chemical and industrial knowledge and WMC's geological expertise, Alcoa of Australia was formed in 1961, which led to the eventual construction of three bauxite mines, three alumina refineries, two smelters, and a power station, and ultimately, the foundation of the AWAC joint venture in 1995. This relationship, with its seeds sowed in the 1960s, has borne fruit for many decades and brought prosperity to communities and shareholders. Although the combination of the two AWAC joint venture partners has been mooted since the demerger and separate listing of Alumina in 2002, the board believes there are a number of logical and important reasons why now is the right time for the combination of these two companies. The proposed transaction is expected to provide a number of benefits to Alumina shareholders, including the following: First, it unifies the ownership of AWAC. This would simplify the corporate structure, align the interests of the two joint venture partners, and generate synergies through the elimination of Alumina's corporate costs and capital structure inefficiencies in the current JV structure. These synergies will be shared by Alumina shareholders, who would be exchanging their interest in a minority, non-operating joint venture partner for a direct interest in the operating entity. Second, the transaction provides Alumina shareholders with exposure to a leading global pure-play upstream aluminium company with a geographically diversified portfolio across bauxite, alumina, and aluminium. On implementation of the proposed transaction, Alumina shareholders would own approximately 31.6% of the combined group. It has long been our view that aluminium will be an incredibly important commodity in the coming decades as the energy transition accelerates, and it will emphasize the need for transmission lines and electrical vehicle lightweighting. Through this transaction, Alumina shareholders will get exposure to Alcoa's global fleet of aluminium smelters, which are largely powered through renewable sources of energy. While this diversification is a departure from Alumina's almost exclusive focus on alumina since 2002, it is a strategic move which the board believes will be beneficial for our shareholders. Third, it would enhance the capital structure and provide a better platform for the future growth. On a standalone basis, Alumina has limited balance sheet capacity for debt funding, and due to the previously discussed challenges and portfolio actions, its sole source of income, being the distributions from AWAC, are likely to be constrained in the next few years... absent sustained high alumina prices. In contrast, the combined entity will have a larger and stronger balance sheet and be better able to fund the current portfolio restructuring in AWAC, as well as realizing potential growth options in the medium to longer term. Can I conclude by saying, you will, in due course, receive a scheme booklet setting out details of the Alcoa scheme proposal, its advantages and disadvantages, and key risks, among other things. At this stage, you do not need to take any action. Turning to the impact of the transaction announcement, there has been an immediate positive effect on Alumina Limited's share price, which, as you can see, now closely tracks the Alcoa share price. The exchange ratio implied a 19.5% premium to the average exchange ratio over the last 12 months prior to the announcement of the proposed transaction in February 2024. The Alumina Limited share price has risen to AUD 1.77, as at Thursday's closing price, a 73% increase since that announcement, benefiting from the increase in the LME and the API. Updating you, as I mentioned earlier, the transaction is subject to a number of conditions, including approval by Alumina shareholders at a scheme meeting, which is targeted to be held in the third quarter of 2024. We will send a scheme booklet containing an explanatory statement, a notice of meeting to Alumina shareholders in due course. The scheme booklet will contain information in relation to the transaction to assist you in voting on the transaction, and an independent expert's report on whether the transaction is in the best interests of Alumina shareholders. If the transaction is approved by Alumina shareholders and the other conditions precedent are satisfied or waived, the scheme is expected to be implemented in the third quarter of 2024. You do not need to take any action at this stage. Now, I want to speak more specifically about the scale and importance of the Australian aluminium industry, its key role in the Australian economy, and of the social and economic contribution of AWAC itself. We sometimes make the fatal error of taking successful industries for granted. For almost 70 years, the aluminium industry has been operating in Australia. During these years, the industry has been significantly contributing to the Australian economy. Australia is one of the few countries that produces all three key elements of the aluminium value chain: bauxite, alumina, and aluminium. With its ability to bring competitive energy to the processes of adding value in Australia, our industry is foremost in successfully maximizing jobs and production beyond the mining phase. aluminium industry operations are present in almost all Australian states, with five large bauxite mines, six alumina refineries, and four aluminium smelters. The facts of the impact of the Australian aluminium industry on our economy and society speak for themselves. Australian bauxite production was 100 million tonnes in 2022, making Australia one of the world's largest producers of bauxite. While approximately 40 million tonnes of bauxite were exported, the majority of the mined bauxite, around 60 million tonnes, was used domestically and converted to alumina. Australian alumina refineries produce alumina for both domestic and external markets. In 2022, Australia's alumina production was 20.3 million tonnes, maintaining the country's position as the world's largest alumina producer and the largest exporter, with 16 million tonnes exported. In 2022, aluminium smelters in Australia produced 1.5 million tonnes, of which 1.42 million tonnes were exported. That made Australia the sixth-largest primary aluminium producer in the world. The aluminium industry is a key contributor to the Australian community, directly employing 19,000 people and indirectly supporting 60,000 families, predominantly in regional areas. If we look specifically at AWAC as an example, Alcoa of Australia has over 60 years of operations in Australia. Since the beginning, Alcoa of Australia has been employing thousands of people within local communities and creating value for stakeholders. Over the years, Alcoa of Australia has made significant community investments and contributions. In 2022 alone, Alcoa of Australia paid AUD 763 million in wages and benefits to employees, AUD 4.9 million in community contributions, as well as AUD 425 million in federal, state, and local taxes and royalties. Alumina Limited shareholders, via their investment in the combined group, would continue to own approximately 31.6% of Alcoa of Australia. In 2022, Alcoa of Australia employed over 4,800 employees and engaged with more than 1,500 suppliers. Since 1963, when Alcoa of Australia began its operations, more than 2,600 people have been trained through apprenticeships, traineeships, and graduate programs. We were pleased that the Western Australian Government supported Alcoa of Australia through its approval of the 2023-2027 mine plan in December last year. However, the regulatory environment remains challenging, and there is further work to be done in Australia to ensure approval processes are efficient enough to support business while providing adequate environmental protection. In conclusion, 2023 was an incredibly difficult year for Alumina Limited and its shareholders. The joint venture needed to overcome many challenges to ensure continuity of production against a backdrop of lower alumina prices. However, with the announcement of the scheme with Alcoa, we believe we are facing the company towards a new direction, effectively reorienting the business to potentially capture upside from what we believe is a promising future for aluminium. In the event that the scheme is successful, this would anyway be my last Annual General Meeting of Alumina Limited. However, I will continue to preside as chairman over the upcoming Extraordinary General Meeting when the scheme vote takes place. I would like to thank shareholders for placing their trust in me throughout my tenure as a director. It has been a pleasure to serve the company as chairman. I'll now hand over to Mike to discuss the company's performance in greater detail. Thank you, Peter. Welcome, everyone. From a financial and operational perspective, 2023 was a very difficult year. While some factors that contributed to the poor performance have been addressed, the first quarter of 2024 continued to be difficult. In 2023, Alumina Limited recorded a net loss after tax of $150 million and made a net capital contribution to the AWAC joint venture of $159 million. The Alumina Price Index averaged $343 a ton in 2023, and the aluminium price on the LME averaged $2,255 a ton. With the optimism of China's post-COVID reopening and the supply disruption at Kwinana, the alumina price spiked in February 2023 to $371 a ton. However, prices retraced due to a weaker aluminium market. As it is evident from the chart, the API/LME ratio was trading within a narrow range last year. The API surged from November lows of $326 a ton to $372 a ton by mid-January this year. This increase was primarily driven by bauxite supply concerns from Guinea and Chinese refinery curtailments. The year-to-date API has averaged $378 per ton and is currently $430 per ton. Alumina production for our operations for 2023 was a disappointing 10.3 million tonnes. Production improved in the second half of the year as Alumar recovered from equipment failures, whilst Pinjarra performed better than expected whilst processing lower grades of bauxite. AWAC's cash cost of production averaged $308 per ton, an increase of 1% compared to the previous year. Key drivers for the increase in production costs were: the unfavorable impact of lower bauxite grades in Western Australia, the impact of lower production levels on fixed costs, particularly at the San Ciprián and Kwinana refineries, higher maintenance costs, and higher caustic costs due to the time lag in the inventory flow. These cost increases were offset by lower energy costs at the San Ciprián and Alumar refineries. Production cash costs, excluding Kwinana and San Ciprián, averaged $275 per ton, resulting in an average margin of around $70 per ton. Management focused throughout last year on ensuring that the joint venture addressed a number of issues that had contributed to the deterioration in AWAC's performance. We also took action to weather the storm that Alumina faced. In June 2023, we successfully renegotiated our existing bank facility, increasing our total facility limit from $350 million to $500 million. In December, as Peter mentioned, the WA government announced it had approved AWAC's five-year mine plan for 2023-2027. This approval, together with an exemption, allows AWAC to continue to operate during the EPA's assessment of the mine plan. AWAC made a number of commitments to address key environmental factors and respond to community and stakeholder expectations as it transitions to a more modern approval framework for the WA operations. These commitments include enhancing protection for drinking water, no clearing for mining within 1 km of public drinking water reservoirs, reducing impacts on forest clearing, which includes capping clearing rates at 800 hectares per annum across Huntly and Willowdale mines, and increasing current rehabilitation rates by 2027 to more than 1,000 hectares per annum. Alcoa of Australia also recently announced that it will enhance its long-standing commitment to protecting, restoring, and sharing knowledge about the Jarrah Forest by establishing a dedicated research center. The Forest Research Centre will receive AUD 15 million of funding over the next five years. The research center will not only expand understanding of the forest, but contribute to improving overall forest health, as well as facilitating wide-reaching application of the science across all manner of land uses and forest management globally. Alcoa is also increasing transparency by publishing the five-year mine plan and associated management plans on the company's website, as well as increasing community certainty, modernizing approvals, and protecting cultural heritage. In December, it was announced that action was being taken at the San Ciprián Refinery to reduce losses and to work towards a long-term solution. While continuing to optimize operations to preserve cash, a process for the potential sale of the complex was initiated during the first quarter of 2024, and the bid process is expected to be completed by June 2024. The San Ciprián Refinery operated at approximately 50% capacity in 2023 after reducing production in the second half of 2022. While European gas prices have decreased well below the highs of 2022, European energy prices continue to create challenges for industry and San Ciprián. In January this year, Alcoa of Australia made the difficult decision to fully curtail the Kwinana Alumina Refinery in Western Australia. Kwinana has been the foundation stone for AWAC's operations in WA since it was commissioned in 1963. Through this time, Kwinana provided valuable feedstock for AWAC's Point Henry and Portland smelters, as well as third-party customers. It had a nameplate capacity of 2.2 million tonnes of alumina per annum, and throughout its lifetime, has produced approximately 95 million tonnes, which equates to roughly 47.5 million tonnes of aluminium, or approximately 3.4 trillion cans. Unfortunately, a combination of age, scale, maintenance burden, and the lower bauxite grades had increased its cost of production to an uneconomic and unsustainable level. While no decision has been made regarding permanent closure or potential future restart, we want to take this opportunity to thank all those who worked at Kwinana and acknowledge their dedication and service to AWAC over the years. Our remaining portfolio is strong, with our two largest refineries, Pinjarra and Wagerup, well-positioned in the first quartile of the global alumina refinery cost and emissions curve. Additionally, Alcoa continues to focus on profitability improvement across all aspects of the portfolio, with actions expected to reduce controllable operating costs in 2024 and 2025. Now turning to market conditions. For 2023, global primary aluminium production reached a record level of 71 million tonnes, representing a 2% year-on-year growth. Global alumina demand mirrored the growth of primary aluminium production. Alumina production outside China dropped 1% due to supply disruptions in Australia, Europe, and Brazil, more than offsetting expansions in Indonesia and India. With limited supply growth outside China, the alumina market remained tightly balanced in 2023. Chinese alumina production costs fell by 8% in 2023, driven by lower caustic soda and energy prices. The average alumina production cost in the rest of the world also fell by 8%, driven primarily by lower energy and caustic costs. Going into 2024, due to bauxite supply concerns from Guinea and Chinese refinery curtailments, the API rallied to $370 a tonne in January. Further supply disruptions, including the Kwinana curtailment and a gas supply disruption in Queensland, has put more upward pressure on alumina prices. API surged to $420 a tonne in mid-May. This year to date, the API has averaged $378 a tonne, a 10% increase compared to 2023. An improving global economy is expected to boost aluminium consumption in 2024. In the medium to longer term, demand for aluminium is expected to be strong, underpinned by the demands of decarbonization and expected growth in renewable energy and electric vehicles. Over the next decade, global primary aluminium consumption is expected to grow by 14% or about 10 million tonnes. As a key raw material for primary aluminium, alumina demand growth is forecast to increase. Peter has discussed the merits of the proposed transaction with Alcoa, and I would like to briefly also comment on the combination.... We believe the transaction is in the best interest of Alumina shareholders and provides a number of strategic benefits, including unifying the ownership of AWAC, giving Alumina shareholders exposure to a leading global pure-play upstream aluminium company, and enhancing the combined entity's capital structure, providing a better platform for the future relative to Alumina Limited on a standalone basis. We believe that this is a logical combination that provides Alumina Limited shareholders with exposure to the full integrated aluminium supply chain. In closing, I would like to acknowledge again that 2023 was a challenging year for shareholders, but important and difficult decisions were made to ensure the ongoing sustainability of the portfolio. As with Peter, in the event that the scheme is successful, this would also be my last annual general meeting, but I'll be here for the shareholder scheme meeting relating to the transaction. I've been involved with the company since 2014, when I was appointed as a Non-Executive Director, and subsequently became the CEO in 2017. Over the past decade, I have enjoyed meeting shareholders at the AGM and supporting and leading your company over that period. Thank you for listening today and hope to see you afterwards for refreshments. Thank you. We now move to the formal part of the meeting. Before opening up the discussion period for today's items of business, I want to mention quickly a few procedural matters. All of the relevant information for today's business is already set out in the notice of meeting, which shareholders have had for some weeks. I will take the notice of meeting as read. Voting on relevant items of business will be by way of poll, without the relevant matter first being voted on by a show of hands. As shareholders are aware, no formal vote is required on item one. The poll on the remaining items two to five will be conducted at the end of the meeting. The proxy position on each relevant item will be displayed after the specific discussion on that item. So to facilitate discussion and subsequent voting by shareholders, I will formally put to the meeting each item of business in the notice of meeting, in the terms set out in the notice. I will now also formally open the poll for voting on each relevant item of business. If you need to leave today's meeting early, you may lodge your vote with Computershare before you depart, as the poll is now open. A voting box overseen by Computershare personnel is located on the table near the exit door. There will be plenty of time after discussion of the items of business for those not leaving early to complete and lodge your vote. While all of the items are now formally before the meeting, I propose to step through a specific discussion on each item in turn. Agenda item one. Let's turn our attention to that one, which is to receive and consider the financial report and the report of the directors and the auditor for the 2023 financial year. If you wish to participate in the discussion on this item, please move to a microphone in one of the aisles and show your voting paper to the attendant. They will take your name and introduce you to the meeting. As this is a meeting of shareholders, only those shareholders or their representatives holding yellow or blue admittance cards may ask questions or make comments. Does anyone from the floor wish to discuss the motion? Chairman? Just, just on this side. Oh, I'm sorry. Thank you. Introducing Henry Stevens from the ASA. Thank you. I'm from the Australian Shareholders Association. Just a couple of quick questions. Will there be any further dividends to shareholders, and what will happen to the company's AUD 493 million worth of franking credits that are currently on the balance sheet? And then I've got a question about the CDIs. Shareholders will be given share, CDIs in return for their shares, and they're listed on the ASX. I'm just wondering, how will Alcoa, USA management keep shareholders in Australia informed of how the company is doing? And will the Alcoa's CEO travel to Australia and present to retail shareholders on a regular basis? They'd better. Taking your questions, first of all, the franking. Given the outlook that we have for this year, I think it will be difficult for us to pay any dividend going forward for this year, and that reflects the requirements for cash to be injected into the joint venture arrangement. So I think that perhaps deals with 2024. In terms of the franking balance of $493 million, that will remain with Alumina Limited and will pass into the combined group going forward. When you receive the scheme booklet, it will outline the way in which that will be dealt with. In terms of the second questions relating to the CDIs, first of all, the CDIs will be quoted on the Australian Securities Exchange. Katherine, I think in fact, the requirement will be that Alcoa is effectively bound by not only U.S. reporting requirements, but also ASX reporting requirements? For foreign listed, yes. Not quite the same as Alumina's. Okay. In terms of, Alcoa have said that they intend to provide support for the CDIs, and let's define the word support. Support for the CDIs for at least 10 years. Now, I take that to mean, from discussions we've had, that they will come to Australia, they will present information to, certainly to significant shareholders and analysts. Whether or not they will hold things like a, a town hall meeting or something similar, I think that's still for them to work forward. But they do understand the importance of supporting the CDIs in terms of information and access to senior management. And of course, there are senior people in Western Australia who, who might well participate in that. Mike, you've had conversations with Bill Oplinger. Have you- Yeah. No, Alcoa do understand, Peter, the importance of supporting the CDIs in this market. You know, we are a country that has quite a number of listed mining and manufacturing companies, and understood well by investors in the market, and they will support it because it provides some underlying support for the Alcoa share price. And, I think there's a natural incentive. It's not a something that they feel that they have to do out of duty or legal requirement. There is a natural incentive to support the Alcoa price and the Alcoa shares a nd that's because 30% of their shareholders will be Australian-based. Chairman, introducing Adele Clausen, proxy. Thank you. Hi. Alcoa's website says that it contributes to collective action and collective efforts to halt deforestation globally. However, according to a 2022 report, bauxite mining is the number one cause of deforestation in Western Australia's southwest forests. Alcoa and Alumina, via their joint venture, have directly overseen the deforestation of tens of thousands of hectares of this globally significant ecosystem, and plan to deforest tens of thousands of hectares more. Has Alumina's board made any plans to completely stop contributing to this deforestation in accordance to its stated intentions? We have not made any decisions about ceasing the mining operations. So you use the word deforestation. I would agree with you that the effect of mining is to remove the original forest or even the rehabilitated forest. But following that mining operation, regeneration and rehabilitation needs to occur. So I do understand the words of what you said, but the reality is, we will continue to remove forest and then renew and rehabilitate forest going forward. Mike, do you have any observation on that? I, I think you've said it, Peter. I, I think what tends to be ignored in this is the rehabilitation and the way it takes place, and the way in which Alcoa does it. You know, I've, I've been to, most, if not all, well, all the AWAC operations and seen the, the rehabilitation after 15 and 20 years, and I can't tell the difference. And, it's, it's quite remarkable what is done. Now, I know there are concerns about the initial deforestation, but a lot of it in WA has been replanted, and it's not old growth forests. They don't cut down old growth forest that's there. I think, they're very well aware of their responsibilities and their obligations, and certainly with all the engagement with government that took place last year over renewing the mine plans, there was a lot of focus on the rate of rehabilitation, the quality of rehabilitation, and understanding how it's planned and how it takes place. Thank you for that. I understand rehabilitation is what you're pointing to. However, the WA's Department of Biodiversity has said that none of the nearly 28,000 hectares cleared have been successfully rehabilitated to the standard that they should have. So I'm just interested to know what the company has done to drastically improve the standard of rehabilitation. The Northern Jarrah Forest, the UN Intergovernmental Panel on Climate Change, has said that it's at risk of collapse. So interested to know what the company's done to drastically improve rehabilitation. Okay. Okay, Mike? That UN panel looked at the Jarrah Forest during a period. There was a great period of drought for a number of years, and it did impact, I understand, about 3% of the Jarrah Forest at that time. I understand the Jarrah Forest is very resilient otherwise, so it wasn't by reason of clearing of the forest that the Jarrah Forest became at risk. The level of rehabilitation, it's a question of what you mean by success. It doesn't happen overnight. It takes, as I mentioned before, 15, 20 years, and you start off planting trees that grow tall, can grow tall first, and then you plant the cover underneath. There's a lot of science behind it. Alcoa employs quite a lot of horticulturalists and arborists to protect and ensure that this reseeding is done in the right way. But, we do question the fact that it hasn't been successfully rehabilitated. Those areas that were rehabilitated some time ago, have been done well, but it does take time, I acknowledge that. Chair, we're now introducing Samuel Burke, also a proxy. Thank you very much. Mike, maybe just following on from those- Could you address your question to me, please? I'm sorry, Chair. Following on from the CEO's comments about drought and water, we know that right now that Western Australia is experiencing record low rainfall. And over the past weeks, huge areas of forest have actually collapsed in that southwestern, unique, world-important forest as a result of the ongoing drought. Earlier this month, Coca-Cola was criticized for taking millions of liters of water from the Perth Hills, and now Alcoa wants to take billions more just down the road. As climate change makes the state hotter and drier, water is going to become an even more scarce, and important resource for the community and for these forests. Does the board have plans for alumina to reduce its impacts on water availability and water quality? So there's quite a lot of recirculation of water that takes place in our refinery system, because the system does need water to function, to produce the liquor that it produces to make alumina. The proportion of water that is recycled within the system is actually quite significant. I can't recall the numbers. Nick, you may remember the percentage, you may not. But it is quite significant, and I'm. We can dig that out for you. And there's an ongoing action to continue to reduce the consumption of public water. So, for example, at one of our refineries, one of the water licenses will be expiring in a couple of years, and that will be replaced by other means within our own system, not through water that's through public means. So it's quite a focus to ensure that water is used effectively and a significant proportion is recycled. 78%, sorry, is recycled at the moment, and we want to do more. Thank you. If I could just ask a follow-up question on that, Chair. Could you also, or your fellow directors, please respond to the question as it related to water quality, not just water availability? I raise that question in the context of significant media reportage in Western Australia in recent years about community concern, about impacts on water in the surrounding areas, which I think shareholders, I'm sure, would be very interested in as it relates to the social license for both Alumina, and its joint venture. We've been operating in WA since 1960. At no time has there been any event which has impacted the quality of the drinking water in Western Australia, and the Serpentine Dam, particularly where we carry out mining activities. The new conditions that have been agreed with government to support the approval of the mine plan means that we are moving further away from mining close to the Serpentine Dam. And so that increases the level of protection, in addition to some other protections that we're putting in place to ensure that water does not exit the mine pits and might inadvertently flow into the Serpentine Dam. But just to be clear, there never has been an event which has impacted water quality due to our operations. You know, we always want to make sure that it never happens, and certainly, the new conditions that have been imposed are much more stringent, reflecting new standards, and they're the right thing to do. Final question is just to kind of shine the light on the expectations of shareholders and financial institutions and the kind of growing raft of climate and sustainability commitments, and focuses that those actors are having around the world. I'm just curious to hear, you know, we've already heard about the extent of deforestation that has been taking place in the southwest forests. Does the board plan on presenting to its shareholders how it will act to avoid deforestation and actually start to meet these growing expectations of shareholders and financial institutions? As Peter mentioned previously, we manage forest clearing very effectively with a good rate of rehabilitation. There's a commitment that the rate of rehabilitation will increase to 1,000 hectares per annum by 2027, when we're only clearing 800 hectares per annum. So that means that there'll be a greater rate of rehabilitation compared to what we're mining. So that is one aspect of what we are going to do. Secondly, I think we need to understand that if you stop making alumina and aluminium, there'll be no solar panels, there'll be no wind turbines, there'll be no electric vehicles. So making alumina and aluminium in a sustainable way with minimal impact on the environment is important because ultimately it does lead to global greening, which we all want to achieve and aspire to. So it's really important. If you cut it out, there's no other solution. Chairman, introducing Paul Taliopoulos, shareholder. Thank you. Good afternoon, Mr. Chairman, board, and fellow shareholders. Can you please shed some light on the courting process used by Alcoa in her pursuit of Alumina? Because from what I can see, there was no process. Alcoa came along and said, "I like you," and Alumina said, "Thank you very much. You can have me. The offer from Alcoa substantially undervalues Alumina and is nothing short of opportunistic. You're giving Alumina away for very, very little at these sort of multiples. What happened to rebuffing the original offer and playing hard to get, as is the usual process, and currently being used by the likes of Anglo American to extract a higher bid? Again. Well, that's a very interesting characterization of what happened. Do you read SEC filings? I have read them on occasions, yes. Good. Have a look for the SEC filings that Alcoa have to make in relation to the transaction and the way and the manner in which it occurred. You will find it fascinating reading because it's maybe taken Alcoa 22 years to make an offer that is truly compelling for shareholders. But this last offer process involved significant to-ing and fro-ing, and negotiation between Alcoa and Alumina. We don't spell out in our documents the detail of that process, but Alcoa are required by their SEC filings to spell out the process that occurred. I would say that there were at least three or four pushbacks by Alumina to the Alcoa position, and there was definitely trading in terms of putting proposals from one side to the other to improve the offer. I could tell you the amount by which the approval, by which the improvement occurred, but I'll let Alcoa talk about that in their filings. So there was a lot of to-ing and fro-ing. It was not an easy negotiation. It wasn't done in public like BHP and Anglo, but it was pretty intense. I think the final, final negotiation took place when Mike had to ring Bill Oplinger and ask him for an extra piece of, in the deal, and that was followed up by my call to the chairman, also asking for an extra piece in the deal. And those things have eventually come to pass. So just because we don't sort of publish it all in the Financial Review, doesn't mean that there wasn't a lot of bargaining going on. Yeah, it's just disappointing that, if you look at the report that you guys presented there, you were saying that we currently own 40% of the... Well, yeah, 40% of the joint operation, and subsequent to the merger, we'll only be owning, like you guys mentioned, in the 30s. So- Well- Why is that decreasing? Okay. The way I look at it is that we wanted to maximize the share of the combined entity. So we went from 40% of AWAC, the joint venture that does bauxite, alumina itself. We went from 40%, we gave up around 8% or 9%. And in return, we have 31% of the AWAC joint venture, and we have 31% of the rest of Alcoa. Now, that, to me, is a pretty good deal. We traded away 8% of AWAC to keep 31%, 32% of AWAC and got 32% of Alcoa. All right. Thanks. Chairman, reintroducing Adele Clausen. Yeah. Thank you. Just coming back to the water issue. There's a Water Corporation briefing note that was obtained through a Freedom of Information request, that says that bauxite mining, and in particular, Alcoa and Alumina's mining, poses a very significant intergenerational risk to water quality and security of supply in drinking water catchments in Perth. As clearing is taking place, was taking place just 200 m from the Serpentine Dam, which supplies up to a fifth of Perth's drinking water. And this could potentially cost the state AUD 2.6 billion to clean up. Has the company informed its shareholders of this risk? And how have the measures been decided? How have they been decided? So obviously, historically, that hasn't been the case, but I, but I understand what you're saying in the context of what the Water Corporation had to say about significant intergenerational risk. And what that led to was commitments which included, instead of mining within 300 m of the Serpentine Dam, now mining has been restricted beyond 1 km. So there's a no-go zone of 1 km within the Serpentine Dam. And in addition, in respect of the second kilometer, there are restrictions as to what, what slopes can be mined or not mined based on their gradients. So those two key measures, in addition with some other measures, have really been designed, and there's been a lot of research and development through engineers and other researchers at Alcoa, to ensure that, that intergenerational risk is minimized significantly. So the work has been done, the application made, and government accepted it, and going forward, it'll be monitored very regularly. A lot of commitments have been given around monitoring to ensure that there's no risk whatsoever. Any further questions, comments? There appear to be no further questions or comments on this item. There is no vote undertaken on item one. We'll now then focus on item two. This item involves a non-binding resolution to adopt the company's remuneration report. Each director recommends that shareholders vote in favor of the motion on this item. Does anyone from the floor wish to discuss the motion? Chairman, reintroducing Samuel Burke. Thank you, Chair. Alcoa claims that it is committed to the protection of Western Australia's iconic biodiversity, and here today, we've heard, from you and your colleagues about, the fact that there are still plans to clear upwards of 800 hectares of forest per year. I just wanted to read a very short line from WA's environment regulator that was reported in WA today this month. The environment regulator noted that the scale of Alcoa's clearing could have a quote, large adverse impact, unquote, on the forest's diverse flora and fauna, including some endangered species with already declining populations, according to the regulator. That saw nothing in Alcoa's plan that addressed this threat, quote, "beyond generic statements," end quote. The article also stated that much of the forest Alcoa plans to mine is habitat for Carnaby's cockatoo and other threatened species that are close to extinction, but the miner offered no offsets to counter the impact of its clearing. My question in relation to these biodiversity risks that the operations are causing is: What, if anything, is the board planning to do to ensure that the company's remuneration structure does not incentivize deforestation and instead promotes the protection of Australia's, of Western Australia's iconic biodiversity? I'll maybe answer that in two, two levels. First of all, my understanding is that Alcoa, effectively sets performance targets for its senior management and other, other staff in terms of their response to environmental goals, greenhouse gases, rehabilitation. So part of the remuneration structure is geared to incentivizing, if you want to put it in those terms, people to fulfill the objectives of the company in meeting those environmental objectives. In terms of Alumina Limited, we set corporate objectives, and we cascade those down to the, to, to the people in the organization, and we include in their objectives relating to environment, social, and governance aspects. So we effectively lobby. We, we effectively speak to Alcoa about the expectations that we have in them fulfilling the overarching objectives that they set, whether it's rehabilitation, whether it's mining practices, whether it's safety or those kind of things. So in Alcoa, there is direct remuneration effect, and in Alumina, there is also a direct remuneration effect in terms of achieving corporate objectives in that regard. Thank you. Could you just speak to biodiversity, in particular, in those incentives? Is there anything about impacts on threatened species and the fact that regardless of rehabilitation, often the animals that previously inhabited the forest won't be there when the trees are replanted and take 15 years to regrow? Nick, can you help me out? Can you speak through to the microphone? It is one of the measures that we monitor annually. Thanks. Thanks. Thanks, Nick. There appear to be no further questions or comments on this item. Before moving on with the meeting, the screen shows the details of the proxies validly lodged with the company in relation to this item. We'll now focus our discussion on the next item on the agenda. Agenda item three A relates to the proposed re-election of Ms. Deborah O'Toole as a Director of the company. I'd like to confirm that the board, other than Deb, unanimously recommends to shareholders Deb's re-election. I'd like to ask Deb to briefly address shareholders on her candidacy. Deb? Thank you, Peter, and, it's great to see so many people here today. Thank you very much for coming. I've been very honored to represent the shareholders here for the past two terms, and I've been especially pleased to work with these board members and the highly skilled and dedicated management team at Alumina. I've brought my commercial and specific resources experience to the board discussion, and I've contributed my ESG credentials to board and committee deliberations. I am chair of the Audit and Risk Committee, and I've chaired a number of such committees in my non-executive director career over many years. This may be a short-lived appointment, but together with my colleagues, I will continue to represent the interests of Alumina shareholders as we work through the current process. I thank you once again for your consideration of my appointment today. Thank you. Is there any discussion on this item? Thank you. Chairman, reintroducing Henry Stevens from the ASA. Thank you, Mr. Chairman. Ms. O'Toole has a very impressive CV, and, we note that you sit on six corporate boards, including four major publicly listed companies, and in our opinion, that workload is more than enough for any one director to assume, given the size and complexity of the companies you're responsible for. And some of them include Sims Metal, Sydney Airports. They're huge companies and, very complex. My question is, I'd like to know how you can manage so many directorships. And secondly, do you intend on taking up any additional board seats in the near future? Thank you. Well, it'd be a bit unfair to ask Deb to make her way up again, but you can go there. But first of all, Deb can answer for herself, but I would say that Deb is a very significant contributor to our board discussions. She does not miss any meetings, is fully prepared, and engages effectively with management. So I can speak from an Alumina point of view that we're very pleased with her contribution. Thank you, Peter. I'm only a director of one other listed company, which is Sims Metal. One of those other companies is a not-for-profit, and the others are private companies, which have less workloads. I've never had a problem with the level of workload. I am in the process of reducing my workload, including, depending on what happens, with Alumina. So, hopefully that addresses your concern. Sorry? Sydney is not a listed company. It's privately owned, so it's not a listed company. It doesn't have all those extra requirements and responsibilities, so they're very different sets of obligations. I wouldn't take on that many listed companies ever. R eintroducing Adele Clausen. Thank you. Just following on from my previous, questions about Alumina's deforestation track record, and how that feeds into the reappointment of, directors. When we're talking about deforestation in Western Australia's Northern Jarrah Forest, we're talking about a global biodiversity hotspot, and Australia, along with the world, is in an extinction crisis. Biodiversity is collapsing. Ms. O’Toole is bringing ESG credentials to this appointment. What, accountability measures will be introduced to further address this deforestation and extinction risk, and reduce deforestation risk for Alumina? Thank you. I think we've really covered those issues in terms of our intentions and our activities. Deb is part of the board and makes contributions in terms of those particular issues when they come before the board, but I don't think it's fair to attribute responsibilities to her for the comments and suggestions you've just made. But that's the answer. Thank you. Just to clarify, I'm not attributing the responsibility on any one person, just the management of the company in general and its decision makers to address deforestation risk- Thank you. in the operations. Thank you. This is a motion to re-elect a particular director. Thank you. There appear to be no further questions or comments on this item. Once again, details of the proxies validly lodged in relation to this motion are displayed on the screen. Item 3B relates to the proposed re-election of Mr. John Bevan as a director of the company. I'd like to confirm that the board, other than John, unanimously recommends to shareholders John's re-election. I'd like to ask John to briefly address shareholders on his candidacy. John? Thank you, Peter, and good afternoon, everybody. Nice to see some faces who've come along every year to the Alumina annual general meeting in support of the company over the whole 20 years, I'd say, probably, since it came out of Western Mining. So thank you for attending. I'm seeking your support to be re-elected a non-executive director of the company. I was first elected as a non-executive director in 2018, but for some of you, you'll remember I also served as your managing director from 2008 to 2013. This is a terrific company and a momentous stage in the company's history, and I think Peter has put it really well to say that by combining with Alcoa at this time, we're gonna end up with 31% of the full value chain of aluminium. And aluminium is one of those products that is part of the solution for the climate crisis that we do have in the world, and that aluminium is a way of lightweighting many items that will enable fuel efficiency to improve dramatically, and in fact, CO2 emissions to drop. So it's a very complex problem to attribute one element of the value chain and try and pick it apart without understanding what the value of the other part brings. So I think your company, by being part of the broader AWAC, Alumina and Alcoa combination, does enable Australian shareholders, who will hold 31% of the total Alcoa group, to contribute to the improvement over time. So with your support, I'd like to continue to do that, even if it's only for a limited period of time. Thank you very much. Thank you. Is there any discussion on this item? There appear to be no questions or comments on this item. Once again, details of the proxies validly lodged in relation to this motion are displayed on the screen. Item 3C relates to the proposed re-election of Ms. Shirley In't Veld as a director of the company. I'd like to confirm that the board, other than Shirley, unanimously recommends to shareholders Shirley's re-election. I'd like to ask Shirley to briefly address shareholders on her candidacy. Thank you. Good afternoon, everyone. I am today seeking your support for my re-election as a non-executive director of the Alumina Board. By way of background, I've spent the past 30+ years pursuing my corporate career based in Perth, and in that time, I've held a number of senior executive roles across different sectors, including mining, minerals processing, energy, and manufacturing. I've also held two CEO roles, one in the private sector with Alcoa Australia Rolled Products, and one in the public sector with Verve Energy, which was the West Australian government-owned electricity generator. I currently also sit on the board of two small companies based in Western Australia, Develop Global Limited and Karora Resources, and in the past, have sat on a number of boards, including APA Group, Asciano, Northern Star, CSIRO, and the NBN. I can assure you that I do have the capacity to carry out my duties on the Alumina board to the standard that you would expect. I enjoy my work with the Alumina board and value and respect my colleagues and the approach that they, together with the executive team, take to ensuring that we do, at all times, act in your best interests, our shareholders. I'd like to continue to serve on the board, and to that end, I seek your support. Thank you. Thank you. Is there any discussion on this item? There appear to be no questions or comments on this item. Once again, details of the proxies validly lodged in relation to this motion are displayed on the screen. Item 3 D relates to the proposed election, not re-election, the proposed election of Mr. Alistair Field as a Director of the company. I'd like to confirm that the board, other than Alistair, unanimously recommends to shareholders Alistair 's election. I'd like Alistair to briefly address shareholders on his candidacy. Thank you, Peter. Good afternoon, ladies and gentlemen. I'm seeking your support to serve as a non-executive director of Alumina Limited. As an introduction, I've served for the last 35 years around the globe, heavy industries, in senior leadership roles. I've spent a number of years in bauxite and alumina, also around the world, in major projects, engineering and operational environments. My last executive role was CEO of Sims Limited, a global recycling company, and obviously, very similar challenges to most global companies. I currently sit on the board of BlueScope Steel, and can assure you as shareholders that I do have the capacity to carry out my duties. I've thoroughly enjoye d working with management and the board, colleagues over the last past four months. So thus, I seek your support to continue working on the board and to carry out your best interest. Thank you. Is there any discussion on this item? There are no questions or comments on this item. Once again, details of the proxies validly lodged in relation to this motion are displayed on the screen. Agenda item number four: This item relates to the proposed reinsertion of proportional takeover approval provisions in the company's constitution as Rules 79 and 80. The provision in Rules 79 and 80 are in exactly the same form as the previous provisions in the company's constitution, which expired earlier this month. Your notice of meeting describes the effect of reinserting Rules 79 and 80, the potential advantages and disadvantages of doing so, and other relevant matters. As set out in your notice of meeting, in the directors' view, shareholders should have the opportunity to vote on a proposed proportional takeover bid. For this and other reasons set out in the notice of meeting, the directors unanimously recommend that shareholders vote in favor of this motion. Does anyone wish to speak to the motion? There are no questions or comments. Details of the proxies validly lodged in relation to this motion are displayed on the screen. Agenda item number five: This item relates to the grant of performance rights to the company's CEO. These rights were previously approved by the board for issue to Mr. Ferraro in January 2024, as part of his normal remuneration, subject to shareholder approval. The directors, other than Mr. Ferraro, unanimously recommend that shareholders vote in favor of this motion. Are there any questions or comments on the motion? Chairman, reintroducing Samuel Burke. Thank you, Chair. My question is, starts with a recent piece of analysis that was done by the Wilderness Society, based on international best practices around deforestation, that ranked Alcoa. It gave Alcoa a score of 10.3 out of 100 in terms of its deforestation practices, basically noting some nice words, but a lack of real action to avert deforestation. My question is, given this ranking and kind of poor performance based on international best practices, should the board really be granting performance rights and long-term incentives to its officers who have overseen these results? Thank you. Yes, we should. Are there any further questions or comments on this item? Details of the proxies validly lodged in relation to this motion are displayed on the screen. We have now dealt with all the items of business in the notice of meeting. I will now discuss how the poll on items two to five will be undertaken. Briefly, let me run through some procedural matters in relation to voting. Only persons holding a yellow admittance card are entitled to vote at this meeting. The voting paper for the poll is on the back of those yellow cards. In order to vote on a relevant motion, a voter must mark the appropriate box for or against. If you have difficulty in completing your voting paper, please seek out a Computershare staff member who will assist you. I appoint PricewaterhouseCoopers, the company's auditor, represented today by Amanda Campbell, as scrutineer for the poll. I also appoint Tim Hughan of Computershare as Returning Officer for this vote. I now ask you to complete your voting paper. Poll collection boxes will be passed along each row for you to insert your completed voting paper, and there is also a voting box positioned at the exit. The poll will close in a few minutes. Thank you. It appears everyone has voted, so I now declare the poll closed. Once the votes are counted and the Returning Officer's report is available, we will advise the results to the Australian Securities Exchange, and those results will constitute the resolution of today's meeting. There being no further business, I declare the meeting closed, subject to the determination of the poll results. Thank you for your attendance, and we hope to see you at the scheme meeting. Thank you.
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