Rio Tinto will force its top executives to own more shares and will be able to "claw back" bonuses paid under proposed changes to the company's remuneration and incentives policy.
The proposed changes, which will be put to Australian shareholders at its annual meeting in May, were revealed on Friday night alongside new figures revealing the amount of tax paid by the company last year.
According to the company's Taxes Paid report, Rio paid $US8.9 billion ($8.6 billion) worth of taxes to Australian governments in the 2012 calendar year, despite controversy over the fact the company paid nothing under the Gillard government's mining tax.
The payments to state, federal and local governments dominated Rio's global tax payments, which topped $US11.6 billion before refunds of $US2.9 billion last year.
Rio confirmed last month it had not paid any mining tax in 2012 and was shielded from further payments to the tune of $US1.2 billion in deferred tax credits.
Friday's report hinted that that shield, plus deductions for royalties paid to states, had helped keep mining tax payments at zero.
Rio's AGM will take place in Sydney on May 9.
Shareholders will be asked to vote on a new long-term incentive plan for its executives which, among several changes, will judge the performance of executives over five years rather than four.
Measures of "total Shareholder Return" would be changed under the newly proposed system, with a greater weighting to be given to how Rio's earnings before interest and tax compares to a peer group of 10 big miners.
The new system would also require the chief executive to hold shares worth four times his or her base salary; at present the rules require the chief executive to hold double his base salary in shares.
A clawback provision will allow directors to reclaim awards within two years of their release to workers, and the maximum face value of awards would be 438 per cent of base salary.
It was unclear whether that clause was inspired by the fact that deposed chief executive Tom Albanese was given performance awards granted in 2009 and 2010 despite his biggest error - the disastrous Alcan acquisition - occurring in 2007.
Those 2009 and 2010 bonuses were included in Mr Albanese's total remuneration figure for last year, which Rio on Friday estimated to be worth about $6.3 million.
Rio said that no termination payments would be made to Mr Albanese, but the company would cover medical insurance for him and his wife, who are soon to return to their native US.