WHO WE ARE

Board and Management

The Alumina Limited Board of Directors (the Board) is ultimately responsible for the overall management of Alumina and for formulating and establishing its strategic goals.

Its aim is to create value for shareholders through the performance of our interest in the Alcoa World Alumina and Chemicals (AWAC) business.

The Board Charter defines the role of the board, its duties and specific responsibilities, responsibilities of the Chairman and the delegation of authorities to board committees and the relationship with management.

Directors
Alumina Limited's Board consists of five non-executive directors, including the Chairman, and one executive director (Chief Executive Officer). The non-executive directors are members of the company's Audit & Risk Management Committee, Nominations Committee, Compensation Committee and Sustainability Committee.

Directors are subject to retirement by rotation. Directors may not hold office for a continuous period in excess of three years or past the third annual general meeting following the Director’s appointment, whichever is the longer, without submitting for election or re-election.

Back
  • W Peter Day
  • Mike Ferraro
  • Chen Zeng
  • Deborah O'Toole
  • John A Bevan
  • Shirley In't Veld
  • Alistair Field

W Peter Day

LLB (Hons), MBA, FCA, FCPA, FAICD
Chair, Independent Non-Executive Director

Mr Day was appointed as a Director of the Company on 1 January 2014 and was appointed Chairman of the Board on 1 April 2018. He is a member of the Nomination, Compensation and Audit & Risk Management Committees and Chair of the Sustainability Committee. Mr Day is currently Non-Executive Chairman of Australian Unity Investment Real Estate (appointed September 2015), and a former Director of: Ansell (August 2007 – August 2021), Boart Longyear (February 2014 –September 2017), Federation Centres (October 2009 –February 2014), Orbital Corporation (August 2007–February 2014) and SAI Global (August 2008–December 2016).

Mr Day brings extensive experience in the resource, finance and manufacturing sectors, having held a number of senior positions with Bonlac Foods, Rio Tinto, CRA, Comalco and the Australian Securities and Investments Commission. He is a former Chief Financial Officer (CFO) of Amcor. He also supports initiatives in health and disability services, and mentoring.

Mike Ferraro

LLB (Hons)
Managing Director

Mr Ferraro was appointed as Managing Director and Chief Executive Officer of the Company on 1 June 2017. Prior to his appointment as CEO and Managing Director he was a Non-Executive Director of the Company from 5 February 2014 to 31 May 2017. Immediately before his appointment as CEO, Mr Ferraro was Partner, Client Development-Asia Pacific at Herbert Smith Freehills – a global law firm, and was formerly head of the Corporate Group at the firm. He was also a member of their executive management team. Between 2008 and 2010 Mr Ferraro was Chief Legal Counsel at BHP Billiton Ltd. Mr Ferraro is a former Non-Executive Director of Helloworld Travel Limited (appointed Jan 2017 – resigned Oct 2021).

Mr Ferraro has considerable experience in the resources sector and has over 30 years of experience in joint ventures, mergers and acquisitions, fund raising, and regulatory issues across a wide range of sectors and countries. He also has considerable experience in the commercial and financing aspects of large transactions gained from a number of years in investment banking as a corporate adviser.

Chen Zeng

Non-Executive Director

Mr Chen Zeng was appointed as a Director of the Company on 15 March 2013. He is a member of the Audit & Risk Committee, Nomination Committee, Compensation and Sustainability Committee.

Mr Zeng is also currently the Chairman and President of CITIC Pacific Limited, the Chairman and Chief Executive Officer of CITIC Pacific Mining Pty Ltd and CITIC Mining International, the holding company of CITIC Pacific Mining. He is also Chairman of Dah Chong Hong Holdings Limited. He is a former director of CITIC Limited (listed on the Hong Kong Exchange), CITIC Dameng (listed on the Hong Kong Exchange), Macarthur Coal Limited (2007 to 2011) and Marathon Resources Limited (resigned 31 January 2014). Mr Zeng also served as a director on the Board of CITIC Group between 2010 and 2011.

Before joining CITIC Pacific Mining, Mr Zeng was the Vice Chairman and CEO of CITIC Resources Holdings Limited, a CITIC Group controlled Hong Kong listed company focused on crude oil production, metal mining and refining, and commodity trading. Mt Zeng was redesignated as Non-Executive Director of CITIC Resources in March 2014. Mr Zeng is also the Chairman of CITIC Australia. Mr Zeng has over 31 years of experience in project development, management, and a proven record in leading cross-cultural professionals in the resources sector. He has been working in Australia since 1994 and has extensive experience in various industries including aluminium smelting, iron mining and processing and coal mining.

Deborah O'Toole

LLB, MAICD
Independent Non-Executive Director

Ms O’Toole was appointed as a director on 1 December 2017. She is a member of the Nomination, Sustainability, and Compensation Committees and Chair of the Audit and Risk Management Committee (from 1 April 2018). Ms O’Toole is a Non-Executive Director of Sims Limited (appointed November 2014). She also serves on the following unlisted companies, as Chair of Transurban Queensland, and as an independent director of Great Southern Bank (appointed March 2014),  Pacific National Rail Group and Sydney Airport (August 2022). Ms O’Toole is a former Non-Executive Director of Boral Limited (September 2020 – October 2021), Boart Longyear Limited (appointed October 2015 – September 2017), Wesley Research Institute (appointed March 2013 – November 2019), CSIRO, Norfolk Group, various companies in the MIM and Aurizon Groups and Government and private sector advisory boards.

Ms O’Toole has extensive executive experience across a number of sectors including over 20 years in the mining industry and, in transport and logistics which included managerial, operational and financial roles. She has been CFO of three ASX listed companies: MIM Holdings Limited, Queensland Cotton Holdings Limited and Aurizon Holdings Limited.

John A Bevan

BCom
Independent Non-Executive Director

Mr Bevan was appointed an Independent Non-Executive Director on 1 January 2018.

He has been appointed as a member and Chair (effective April 2018) of the Nomination Committee and member of the Audit and Risk Management Committee and Compensation Committee.

Mr Bevan is currently a Non-Executive Director of and Chairman of BlueScope Steel Limited (March 2014 to date), a Non-Executive Director and Deputy Chairman of Ansell Limited (August 2012 to date), is a Non-Executive Director of Balmoral Iron Pty Ltd and is the former Deputy Chair of the Humpty Dumpty Foundation.

Mr Bevan was formerly the Chief Executive Officer and Executive Director of Alumina Limited (2008-2014). Prior to his 2008 appointment to Alumina Limited, he spent 29 years in the BOC Group Plc where he was a member of the Board of Directors and held a variety of senior management positions in Australia, Korea, Thailand, Singapore and the United Kingdom.

Mr Bevan brings to the Board extensive commercial and operational experience gained through operating in joint ventures in many parts of the world, particularly Asia.

Shirley In't Veld

BCOM LLB (HONS)
Independent Non-Executive Director

Ms In’t Veld was elected as an independent, Non-Executive Director of the Company on 3 August 2020. Ms In’t Veld is a member of the Audit and Risk Management Committee, Nomination Committee and Sustainability Committee and Chair of the Compensation Committee (appointed 26 May 2021).

She is currently a Non-Executive Director with APA Group Limited (appointed 19 March 2018), Develop Global Ltd (appointed July 2021) and Canadian listed company, Karora Resources Inc. (appointed December 2021). She is formerly Deputy Chair of CSIRO (term ceased 30 June 2020), a Non-Executive Director of Northern Star Resources Limited (appointed September 2016 – June 2021), NBN Limited (December 2015 – December 2021), Perth Airport, DUET Group, Asciano Limited, Alcoa of Australia Limited and a Council Member of the Chamber of Commerce and Industry of Western Australia. Ms In’t Veld was also the Managing Director of Verve Energy (2007 – 2012) and, before that, she worked for 10 years in senior roles at Alcoa of Australia, WMC Resources Ltd, Bond Corporation and BankWest.

In 2014, she was Chairman of the Queensland Government Expert Electricity Panel and a member of the Renewable Energy Target Review Panel for the Department of Prime Minister and Cabinet. Ms In’t Veld’s experience with the Renewable Energy Target Panel and CSIRO will also bring to Alumina expertise in renewables, research and innovation.

As a former Chief Executive Officer of Verve Energy and senior executive in the resources industry, Ms In’t Veld will bring to the Board extensive experience in the aluminium industry, energy markets and management of long-life assets.

Alistair Field

MECH ENG, MBA
Independent Non-Executive Director 

Mr Field was appointed Non-Executive Director on 15 January 2024. He has been appointed a member of the Audit and Risk Management Committee, the Compensation Committee, the Sustainability Committee and the Nomination Committee.

Mr Field is currently a Non-Executive Director of BlueScope Steel.

Mr Field has most recently held the position of Chief Executive Officer and Managing Director of Sims Limited. Mr Field has more than 25 years of experience in the mining, metals and manufacturing sectors. Prior to joining Sims Limited, he held a number of senior leadership positions including as Director for Patrick Terminal & Logistics division for Asciano Limited and as Chief Operating Officer of Rio Tinto’s Bauxite and Alumina Division. Mr Field is also a member of the Australian Climate Leaders Coalition, Champions of Change Coalition, Manufacturing Australia, and the World Business Council for Sustainable Development.

Management
Back
  • Mike Ferraro
  • Katherine Kloeden
  • Galina Kraeva
  • Craig Evans

Mike Ferraro

LLB (Hons), MBA, FCA, FCPA, FAICD
Chief Executive Officer

Mr Ferraro was appointed Chief Executive Officer effective from 1 June 2017. He has responsibility for the overall management of Alumina Limited in accordance with the strategy, policies and business processes adopted by the Board. Prior to his appointment as CEO, Mr Ferraro was a Non-Executive Director of the Company, appointed on 5 February 2014 and was a member of the Audit and Risk Management Committee and Compensation Committee and a former member and Chair of the Nomination Committee.  Mr Ferraro is a former Non-Executive Director of Helloworld Travel Limited (appointed Jan 2017 – resigned Oct 2021).

Immediately before his appointment as CEO of the Company, Mr Ferraro was Partner, Client Development-Asia Pacific at Herbert Smith Freehills – a global law firm, and was formerly head of the Corporate Group at the firm. He was also a member of their executive management team. Between 2008 and 2010 Mr Ferraro was Chief Legal Counsel at BHP Billiton Ltd.

Mr Ferraro has considerable experience in the resources sector and has over 30 years of experience in joint ventures, mergers and acquisitions, fund raising, and regulatory issues across a wide range of sectors and countries. He also has considerable experience in the commercial and financing aspects of large transactions gained from a number of years in investment banking as a corporate adviser.

Katherine Kloeden

BCom LLB (Hons), CPA, GAICD
General Counsel & Company Secretary

Ms Kloeden joined Alumina as General Counsel and Company Secretary in June 2023. She has over 20 years’ of legal and commercial experience, including nearly 10 years in the mining industry. Prior to joining Alumina, Ms Kloeden held senior legal roles at BHP, Insurance Australia Group Limited and Latitude Financial Services. Ms Kloeden has responsibility at Alumina for legal, company secretarial, ESG, risk and human resources.

Ms Kloeden has a Bachelor of Laws (Honours) and a Bachelor of Commerce degree from the University of Melbourne.

Galina Kraeva

Bachelor of Economics, Novosibirsk State University of Economics and Management (Russia), CA, FCCA
Chief Financial Officer

Ms Kraeva joined Alumina Limited as Financial Controller in October 2012 and, after acting as General Manager – Finance for several years, was appointed Interim Chief Financial Officer on 31 January 2022. On 1 July 2022, Ms Kraeva was appointed Chief Financial Officer. Prior to joining Alumina Limited, Ms Kraeva spent 14 years with PricewaterhouseCoopers in Australia and Russia, most recently as a partner in the Melbourne office.

Craig Evans

BCom (UniMelb), CA
General Manager – Strategy & Investor Relations

Mr Evans joined Alumina in January 2022 and was appointed General Manager – Strategy and Investor Relations in October 2022.

Prior to joining Alumina, Craig had over 20 years of experience in investment banking, including as Managing Director at Moelis & Company, Royal Bank of Scotland and ABN AMRO.  He has advised large global corporations and domestic companies on a range of domestic and cross-border transactions including mergers and acquisitions, trade sales, joint ventures and capital raisings.

Director Independence

The board assesses director independence on an annual basis, or, if it feels it is warranted, depending on disclosures made by individual directors.

Determination of director independence

Directors are deemed to be independent if they are independent of management and have no material business or other relationship with the Alumina Limited Group that could materially impede their objectivity or the exercise or independent judgement of the director or materially influence their ability to act in the best interests of the Group.

Director Independence Test
In reaching their judgements on director independence, the directors considered:
  • any existing relationships with the company, including professional affiliations and contractual arrangements whether directly or indirectly with the director
  • any past relationships with the company, either direct or indirect
  • materiality thresholds
  • the definitions of independence embodied in Australian and US Corporate governance standards
Alumina Limited’s guidance for materiality includes:
  • the value of a contractual relationship is the greater of $250,000 or 2% of the other company’s consolidated gross revenues
  • in relation to a principal of or employee of a present or former material professional adviser or consultant of the company within the previous 3 years, the greater of $250,000 or 2% of the professional adviser’s or consultant’s gross revenues, or
  • for an employee or any family member currently employed as an executive officer by another company that makes payments to or receives payments from the Alumina Limited Group for property or services in an amount that exceeds, in any single fiscal year, the greater of $250,000 or 2% of the other company’s consolidated gross revenues.
Conclusion of Director Independence
In 2021 the Board has concluded that the majority of non-executive directors are independent. In reaching that conclusion the Board has considered the following:
  • Mr Day had no previous association with the Company or any other relationships that were relevant to his independence.
  • Mr Ferraro had no previous association with the Company or any other relationships that were relevant to his independence. Following his appointment as CEO and Managing Director on 1 June 2017, Mr Ferraro was not considered independent due to his executive responsibilities.
  • Mr Zeng is not considered independent due to his senior management role in a substantial shareholder in Alumina Limited.
  • Ms O’Toole had no previous association with the Company or any other relationships that were relevant to her independence.
  • Mr Bevan was CEO of Alumina Limited between 2008 and 2013. The Board concluded that his employment with Alumina does not materially impede his objectivity, exercise of independent judgement, or ability to act in the best interests of the Company.
  • Ms In’t Veld had no previous association with the Company or any other relationships that were relevant to her independence.

For further information on materiality thresholds and director independence, you can download a copy of the Director Independence Policy.

Board Skills Matrix
Alumina is a small-sized board and one in which directors play an active part in shaping Alumina's strategic options, relationships with Alcoa and other industry players as well as share of workload of the board.

With a small but experienced management team, Alumina’s directors need to be prepared to contribute their skills and expertise yet provide boundaries for management.

As a small-sized board, directors are sought with functional skills (e.g. operations, finance, legal), sustainability and international experience from the alumina industry or from other relevant backgrounds (e.g. other mining and resources, oil and gas/energy, other asset intensive sectors). In order to effectively discharge its duties, it is necessary that collectively the Directors hold the appropriate balance of skills and experience. The Board seeks a complementary diversity of skills and experience across its members, recognising the complex and varied issues facing a minority partner and its interest in a large scale, global and capital-intensive business. The Nomination Committee utilises a Skills Matrix to determine whether the appropriate mix of skills and experience exists among the Board and Committee members and to identify key attributes required for future candidates.

Please download the Board Skills Matrix below.