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Rio Tinto Shareholder Vote Falls Short in Push to Review Dual-Listing Structure

Only 19.35% of shareholders supported the activist-led motion, narrowly missing the 20% threshold required for broader consultation under UK rules.

A view shows the Rio Tinto logo in Perth, Australia, April 19, 2025. REUTERS/Christine Chen/File Photo
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Overview

  • Activist investor Palliser Capital sought to unify Rio Tinto's dual-listed structure in London and Sydney, claiming it could unlock $28 billion in value for shareholders.
  • The proposal garnered 19.35% shareholder support, falling just below the 20% required to mandate broader consultation under UK corporate governance regulations.
  • Rio Tinto's board unanimously opposed the motion, citing significant tax liabilities and arguing that the current structure provides strategic flexibility.
  • The dual-listing structure, in place since 1995, has faced criticism for its complexity, with Australian-listed shares trading at a 25% premium due to tax advantages.
  • The campaign drew comparisons to rival BHP, which successfully unified its dual listings in 2022, but Rio Tinto's board maintains the costs outweigh the benefits.