RIO TINTO LIMITED — AGM Information 2017

Mar 1, 2017

Lodge your proxy form

Rio Tinto Limited ABN 96 004 458 404

: Lodge your proxy form online: www.investorvote.com.au

• [ By mail or person: ]

• Rio Tinto Limited Share Registry Computershare Investor Services Pty Limited GPO Box 242 Melbourne VIC 3001 Australia

Yarra Falls, 452 Johnston Street Abbotsford VIC 3067 Australia

000001000 1301011221012102012221332120133322113 SAM MR JOHN SAMPLE FLAT 123 SAMPLE STREET SAMPLE STREET SAMPLE STREET SAMPLETOWN VIC 3030

Level 33, 120 Collins Street Melbourne VIC 3000 Australia

Alternatively you can fax your form to: (within Australia) 1800 783 447 (outside Australia) +61 3 9473 2555

For Intermediary Online subscribers only (custodians) www.intermediaryonline.com

For all enquiries call:

(within Australia) 1800 813 292 (outside Australia) +61 3 9415 4030

Proxy form - Annual general meeting

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Cast your proxy online at www.investorvote.com.au

Your secure access information is: Control Number: 123456 SRN/HIN: I1234567890 PLEASE NOTE: For security reasons it is important that you keep your SRN/HIN confidential.

Register at www.investorcentre.com/RIO

elect for ecommunications & manage your holding online View the annual report: www.riotinto.com/ar2016

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For your proxy appointment to be effective it must be received by 9.30am (AEST) on Tuesday, 2 May 2017

Appointment of proxy

Voting 100% of your holding: Direct your proxy how to vote by marking one of the boxes opposite each item of business. If you do not mark a box your proxy may to the extent permitted by law, vote as they choose. If you mark more than one box on an item your vote will be invalid on that item.

Voting a portion of your holding: Indicate a portion of your voting rights by inserting the percentage or number of securities you wish to vote in the For, Against or Abstain box or boxes. The sum of the votes cast must not exceed your voting entitlement or 100%.

Appointing a second proxy: You are entitled to appoint up to two proxies to attend the meeting and vote on a poll. If you appoint two proxies you may specify the percentage of votes or number of securities for each proxy, otherwise each proxy may exercise half of the votes. When appointing a second proxy write both names and the percentage of votes or number of securities for each in Step 1 overleaf.

A proxy need not be a shareholder of the Company.

Comments & questions: If you have any comments or questions for the Company, please write them on a separate sheet of paper and return with this form.

Please DO NOT mark any change of address on this form. Log in at www.investorcentre.com/RIO to manage your holding details online.

Explanatory notes

Signing instructions

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 attorney: If you have not already lodged the power of attorney with the registry, please attach a certified photocopy of the power of attorney to this form when you return it.

Companies: Where the company has a Sole Director who is also the Sole Company Secretary, this form must be signed by that person. If 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 sign in the appropriate place to indicate the office held. Delete titles as applicable.

Attending the meeting

Bring this form to assist registration. If a representative of a corporate shareholder or proxy is to attend the meeting you will need to provide the appropriate “Certificate of Appointment of Corporate Representative” prior to admission. A form of the certificate may be obtained from Computershare or online at www.investorcentre.com/RIO under the help tab, “Printable Forms”.

GO ONLINE TO APPOINT YOUR PROXY,

or turn over to complete the form è

MR JOHN SAMPLE FLAT 123 123 SAMPLE STREET THE SAMPLE HILL SAMPLE ESTATE SAMPLEVILLE VIC 3030

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Proxy form

STEP 1 Appoint a proxy to vote on your behalf

Please use a black pen. Mark with an X inside the box as shown in this example.

X

I/We being a shareholder/s of Rio Tinto Limited hereby appoint

the Chairman OR of the meeting

Please leave this box blank if you have selected the Chairman. Do not insert your own name(s).

or failing the individual or body corporate named, or if no individual or body corporate is named, the Chairman of the meeting (‘Chairman’), 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, to the extent permitted by law, as the proxy sees fit) at the annual general meeting of Rio Tinto Limited to be held at the Sofitel Sydney Wentworth, 61-101 Phillip Street, Sydney, New South Wales on Thursday, 4 May 2017 at 9.30am (AEST) and at any adjournment of that meeting.

*Chairman authorised to exercise undirected proxies on remuneration related resolutions: Where I/we have appointed the Chairman as my/our proxy (or the Chairman becomes my/our proxy by default), I/we expressly authorise the Chairman to exercise my/our proxy in favour of resolutions 2, 3 and 4 (except where I/we have indicated a different voting intention below) even though resolutions 2, 3 and 4 are connected directly or indirectly with the remuneration of a member of key management personnel, which includes the Chairman. If the Chairman is (or becomes) your proxy you can direct the Chairman to vote for or against or abstain from voting on resolutions 2, 3 and 4 by marking the appropriate box in step 2 below.

STEP 2 Items of business

PLEASE NOTE: If you mark the Abstain box for an item, you are directing your proxy not to vote on your behalf on a poll and your votes will not be counted in computing the required majority.

Items of business STEP 2			PLEASE NOTE:If you mark theAbstainbox for an item, you are directing your behalf on a poll and your votes will not be counted in computing the req	PLEASE NOTE:If you mark theAbstainbox for an item, you are directing your behalf on a poll and your votes will not be counted in computing the req	PLEASE NOTE:If you mark theAbstainbox for an item, you are directing your behalf on a poll and your votes will not be counted in computing the req	PLEASE NOTE:If you mark theAbstainbox for an item, you are directing your behalf on a poll and your votes will not be counted in computing the req	PLEASE NOTE:If you mark theAbstainbox for an item, you are directing your behalf on a poll and your votes will not be counted in computing the req	your uired	proxy not to vote on majority.	proxy not to vote on majority.	proxy not to vote on majority.
		For	Against Abstain					For	Against Abstain
Resolution 1 Receipt of the 2016 Annual report							Resolution 11 To elect Sam Laidlaw as a director
Resolution 2* Approval of the Directors’ report on Remuneration and							Resolution 12 To re-elect Michael L’Estrange as a director
Remuneration Committee chairman’s letter
							Resolution 13
Resolution 3*							To re-elect Chris Lynch as a director
Approval of the Remuneration Report							Resolution 14
Resolution 4* Approval of potential termination benefts							To re-elect Paul Tellier as a director Resolution 15
Resolution 5 To re-elect Megan Clark as a director							To re-elect Simon Thompson as a director Resolution 16
Resolution 6 To elect David Constable as a director							To re-elect John Varley as a director Resolution 17
Resolution 7 To re-elect Jan du Plessis as a director							Re-appointment of auditors Resolution 18
Resolution 8 To re-elect Ann Godbehere as a director							Remuneration of auditors Resolution 19
Resolution 9 To elect Simon Henry as a director, effective as of 1 July 2017							Authority to make political donations Resolution 20
Resolution 10 To elect Jean-Sébastien Jacques as a director							Renewal of off-market and on-market share buy-back authorities
The Chairman intends to vote undirected proxies in favour of each item of business.

Signature of shareholder(s)This section must be completed. SIGN Individual or shareholder 1 or Sole Director and Sole Company Secretary Shareholder 2 or Company Director Shareholder 3 or Company Director/Company Secretary	Date **/ / **

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