AWAC’s Governance Framework

AWAC’s Governance Framework

AWAC has a clearly defined governance and management framework which relies on informal and formal mechanisms.  

Regular contact between Alumina Limited and Alcoa, is the most effective and immediate way for the partners to govern the joint venture and its dynamic global environment.  Senior managers and board members hold frequent face-to-face meetings and site visits, which is supported through online communications.  

Formal governance is based on the AWAC Agreements from 1995 (the Formation Agreement and the Charter of the Strategic Council) and includes Alumina Limited’s participation in:  

AWAC's Strategic Council

The Strategic Council is AWAC’s formal governing body.  It has five members, three appointed by Alcoa (of which one is Chairman) and two by Alumina (of which one is Deputy Chairman).  Currently these representatives are Chief Executive Officer, John Bevan, and General Counsel, Stephen Foster.

The Strategic Council meets to consider:

While meetings are usually held twice a year, this can vary depending on business requirements.  From 2011 onwards, the Council will receive detailed reports of AWAC’s sustainability performance against targets and key indicators.

Alcoa of Australia Board

In Australia, AWAC operates as Alcoa of Australia (AofA).  It runs an integrated aluminium business including mining, refining and smelting operations. As AofA represents 60 per cent AWAC’s operations, two representatives from Alumina Limited sit on its five-person board. Currently these representatives are Chief Executive Officer, John Bevan, and General Counsel Stephen Foster.

This Board meets four times a year to discuss: 

During 2010, the Board approved entering into long-term contracts for the supply of electricity for AofA’s two aluminium smelters.

2010 governance developments

During the year Alumina Limited and Alcoa made significant governance decisions for implementation in late 2011. These decisions recognise the changes within the AWAC enterprise as well as developments in the external environment. 

These governance developments include: 

AWAC Site Visits

The ability to provide effective governance through the Strategic Council and the Alcoa of Australia Board requires sound operational understanding.  As a result, Alumina runs a program of site visits for Board and senior management.  Site visits include: 

In 2010 Alumina Limited’s senior management visited the AWAC operations in Brazil, Suriname, Spain and Jamaica.  

In 2011 the Board visited AWAC’s expanding operations in Juruti, Brazil, recognising the growing importance of these operations to AWAC’s future.