Common use of Strategic Council Clause in Contracts

Strategic Council. The Strategic Council will be the principal forum for Alcoa and Alumina to provide direction and counsel to the Enterprise Companies within the worldwide Enterprise regarding strategic and policy matters. As of September 1, 2016, the Enterprise Companies include the following entities and their respective subsidiaries: (i) Alcoa World Alumina LLC (USA); (ii) Alcoa of Australia Limited (Australia); (iii) Alúmina Española S.A. (Spain); (iv) AWA Saudi Limited (Hong Kong); (v) Alcoa World Alumina Brasil Ltda. (Brazil); and (vi) Alcoa Caribbean Alumina Holdings LLC. Alcoa and Alumina shall direct and cause their representatives on any Enterprise Company Boards, entities or operations to carry out the direction established by and implement the decisions of the Strategic Council or, in the case of a Sole Risk Project, the entity conducting the Sole Risk Project as elected under clause 3.2 of Exhibit C. This Restated Charter is not intended to create or imply the creation of any other partnership or company.’ Clause (b) of the section of the Charter headed Section 1 “Purpose” is taken to be replaced with a new section 1(b) as follows:

Strategic Council. The Strategic Council will be the principal forum for Alcoa and Alumina to provide direction and counsel to the Enterprise Companies within the worldwide Enterprise regarding strategic and policy matters. As of September 1August 31, 2016, the Enterprise Companies include the following entities and their respective subsidiaries: (i) Alcoa World Alumina LLC (USA); (ii) Alcoa of Australia Limited (Australia); (iii) Alúmina Española S.A. (Spain); (iv) AWA Saudi Limited (Hong Kong); (v) Alcoa World Alumina Brasil Ltda. (Brazil); and (vi) Alcoa Caribbean Alumina Holdings LLC. Alcoa and Alumina shall direct and cause their representatives on any Enterprise Company Boards, entities or operations to carry out the direction established by and implement the decisions of the Strategic Council or, in the case of a Sole Risk Project, the entity conducting the Sole Risk Project as elected under clause 3.2 of Exhibit C. This Restated Charter is not intended to create or imply the creation of any other partnership or company.’ Clause (b) of the section of the Charter headed Section 1 “Purpose” is taken to be replaced with a new section 1(b) as follows: