Remuneration committee

The following independent, non executive directors were members of the Remuneration committee during 2006:

• Sir Richard Sykes (chairman)
• Sir David Clementi
• Michael Fitzpatrick
• Richard Goodmanson
• Andrew Gould

The committee met four times during 2006 and members' attendance is set out on part 3 of the Directors' report. The committee's responsibilities are set out in its Terms of Reference, which can be viewed on Rio Tinto's website. They include:

• recommending remuneration policy relating to the executives to the board;
• reviewing and determining the remuneration of the product group chief executives and the company secretary of Rio Tinto plc;
• reviewing and agreeing management's strategy for remuneration and conditions of employment for managers other than the executives;
• monitoring the effectiveness and appropriateness of general executive remuneration policy and practice; and
• reviewing the chairman's fees.

Jeffery Kortum, global practice leader, Remuneration, attends the committee's meetings in an advisory capacity. The chairman, Paul Skinner, the chief executive, Leigh Clifford, and Tom Albanese, the chief executive designate, also participated in meetings at the invitation of the committee, but were not present when issues relating to their own remuneration were discussed. Anette Lawless, the company secretary of Rio Tinto plc, acts as secretary to the committee, but was not present when issues relating to her remuneration were discussed.

In 2004, the committee appointed Kepler Associates, an independent remuneration consultancy, to provide advice on executive remuneration matters. Apart from providing specialist remuneration advice, Kepler Associates has no links to the Group.

To carry out its duties in accordance with its Terms of Reference, the committee monitors global remuneration trends and developments and draws on a range of external sources of data, in addition to that supplied by Kepler Associates, including publications by remuneration consultants Towers Perrin, Hay Group, Mercer and Watson Wyatt.