16th Nov 2017 07:16
Group Governance
16 November 2017
To: Australian Securities Exchange London Stock Exchange | cc: New York Stock Exchange JSE Limited
|
FOR ANNOUNCEMENT TO THE MARKET
Please find attached the results of the business conducted at the meeting of shareholders of BHP Billiton Limited held in Melbourne, Australia on 16 November 2017 and at the meeting of shareholders of BHP Billiton Plc held in London, United Kingdom on 19 October 2017.
As required by the Dual Listed Company Structure, a poll was conducted on each of the proposed resolutions. Each resolution is a Joint Electorate Action. The poll results for BHP Billiton Limited and BHP Billiton Plc are attached.
The final proxy position for each company (excluding the votes carried from one meeting to the other meeting by the Special Voting Shares) is detailed in Appendix 1. The additional information required in respect of BHP Billiton Plc by the United Kingdom Companies Act 2006 is provided in Appendix 2.
A copy of the resolutions passed at the closure of the poll today has been submitted to the National Storage Mechanism and will shortly be available for inspection at: www.morningstar.co.uk/uk/NSM.
Rachel Agnew
Company Secretary
BHP Billiton Limited ABN 49 004 028 077 BHP Billiton Plc Registration number 3196209
LEI WZE1WSENV6JSZFK0JC28 LEI 549300C116EOWV835768
Registered in Australia Registered in England and Wales
Registered Office: 171 Collins Street, Melbourne Victoria 3000 Registered Office: Nova South, 160 Victoria Street, London SW1V 1LH United Kingdom
The headquarters of the BHP Group are in Australia
The poll results for BHP Billiton Limited and BHP Billiton Plc are as follows:
Business | Votes For | Votes Against | Total Votes Cast | Abstentions | Result | |
1 | To receive the 2017 Financial Statements and Reports for BHP (an ordinary resolution) | 3,097,930,775 | 19,764,171 | 3,117,694,946 | 42,378,709 | CARRIED |
2 | To reappoint KPMG LLP as the auditor of BHP Billiton Plc (an ordinary resolution) | 3,064,163,241 | 88,281,931 | 3,152,445,172 | 7,621,078 | CARRIED |
3 | To authorise the Risk and Audit Committee to agree the remuneration of the auditor of BHP Billiton Plc (an ordinary resolution) | 3,145,093,883 | 8,556,549 | 3,153,650,432 | 6,424,674 | CARRIED |
4 | To approve the general authority to issue shares in BHP Billiton Plc (an ordinary resolution) | 3,087,218,886 | 66,843,067 | 3,154,061,953 | 6,001,860 | CARRIED |
5 | To approve the authority to allot equity securities in BHP Billiton Plc for cash (a special resolution) | 3,071,357,047 | 81,392,054 | 3,152,749,101 | 7,321,837 | CARRIED |
6 | To approve the repurchase of shares in BHP Billiton Plc (a special resolution) | 3,130,150,212 | 23,227,136 | 3,153,377,348 | 6,616,521 | CARRIED |
7 | To approve the Directors' remuneration policy (ordinary resolution) | 3,059,094,279 | 90,948,519 | 3,150,042,798 | 9,658,674 | CARRIED |
8 | To approve the 2017 Remuneration Report other than the part containing the Directors' remuneration policy (a non-binding ordinary resolution) | 3,080,606,484 | 70,946,599 | 3,151,553,083 | 8,163,117 | CARRIED |
9 | To approve the 2017 Remuneration Report (a non-binding ordinary resolution) | 3,052,369,775 | 98,906,887 | 3,151,276,662 | 8,442,607 | CARRIED |
10 | To approve leaving entitlements (an ordinary resolution) | 3,100,854,716 | 50,999,746 | 3,151,854,462 | 8,153,740 | CARRIED |
11 | To approve the grant to the Executive Director (an ordinary resolution) | 2,953,318,363 | 132,551,406 | 3,085,869,769 | 74,099,923 | CARRIED |
12 | To elect Terry Bowen as a Director of BHP (an ordinary resolution) | 3,148,488,724 | 6,114,635 | 3,154,603,359 | 5,419,630 | CARRIED |
13 | To elect John Mogford as a Director of BHP (an ordinary resolution) | 3,148,497,170 | 6,096,091 | 3,154,593,261 | 5,430,928 | CARRIED |
14 | To re-elect Malcolm Broomhead as a Director of BHP (an ordinary resolution) | 2,983,547,960 | 105,360,998 | 3,088,908,958 | 71,096,934 | CARRIED |
15 | To re-elect Anita Frew as a Director of BHP (an ordinary resolution) | 3,141,101,183 | 14,113,798 | 3,155,214,981 | 4,802,008 | CARRIED |
16 | To re-elect Carolyn Hewson as a Director of BHP (an ordinary resolution) | 3,031,320,551 | 58,055,548 | 3,089,376,099 | 70,647,518 | CARRIED |
17 | To re-elect Andrew Mackenzie as a Director of BHP (an ordinary resolution) | 3,020,137,241 | 69,377,684 | 3,089,514,925 | 70,500,598 | CARRIED |
18 | To re-elect Lindsay Maxsted as a Director of BHP (an ordinary resolution) | 2,979,744,078 | 109,261,158 | 3,089,005,236 | 71,015,119 | CARRIED |
19 | To re-elect Wayne Murdy as a Director of BHP (an ordinary resolution) | 2,994,065,688 | 94,848,640 | 3,088,914,328 | 71,069,611 | CARRIED |
20 | To re-elect Shriti Vadera as a Director of BHP (an ordinary resolution) | 3,031,212,083 | 57,851,267 | 3,089,063,350 | 70,954,234 | CARRIED |
21 | To re-elect Ken MacKenzie as a Director of BHP (an ordinary resolution) | 3,139,340,998 | 16,888,514 | 3,156,229,512 | 4,792,677 | CARRIED |
22 | To amend the constitution of BHP Billiton Limited (a special resolution) | 213,222,254 | 2,784,913,522 | 2,998,135,776 | 161,717,485 | NOT CARRIED |
23 | To approve member request on public policy advocacy on climate change and energy (an ordinary resolution, the validity of which is conditional on Item 22 being passed) | 271,863,280 | 2,724,156,806 | 2,996,020,086 | 163,915,773 | NOT VALID |
Appendix 1
BHP Billiton Limited & BHP Billiton Plc - Final Proxy Position
Limited | Plc | ||
1 | To receive the 2017 Financial Statements and Reports for BHP (an ordinary resolution) | ||
* | Total number of votes exercisable by all proxies validly appointed
| 1,647,288,286 | 1,469,257,843 |
* | Total number of votes in respect of which the appointments specified that the proxy - | ||
- | was to vote for the resolution | 1,609,046,433 | 1,454,059,932 |
- | was to vote against the resolution | 4,781,804 | 14,979,252 |
- | was to abstain on the resolution | 39,292,569 | 3,072,504 |
- | may vote at the proxy's discretion
| 33,460,049 | 218,659 |
2 | To reappoint KPMG LLP as the auditor of BHP Billiton Plc (an ordinary resolution) | ||
* | Total number of votes exercisable by all proxies validly appointed
| 1,682,793,155 | 1,468,516,074 |
* | Total number of votes in respect of which the appointments specified that the proxy - | ||
- | was to vote for the resolution | 1,641,125,559 | 1,388,339,366 |
- | was to vote against the resolution | 8,341,692 | 79,938,191 |
- | was to abstain on the resolution | 3,784,180 | 3,814,273 |
- | may vote at the proxy's discretion
| 33,325,904 | 238,517 |
3 | To authorise the Risk and Audit Committee to agree the remuneration of the auditor of BHP Billiton Plc (an ordinary resolution) | ||
* | Total number of votes exercisable by all proxies validly appointed
| 1,682,413,348 | 1,470,084,405 |
* | Total number of votes in respect of which the appointments specified that the proxy - | ||
- | was to vote for the resolution | 1,642,402,774 | 1,467,754,290 |
- | was to vote against the resolution | 6,441,036 | 2,092,818 |
- | was to abstain on the resolution | 4,167,662 | 2,245,343 |
- | may vote at the proxy's discretion
| 33,569,538 | 237,297 |
4 | To approve the general authority to issue shares in BHP Billiton Plc (an ordinary resolution) | ||
* | Total number of votes exercisable by all proxies validly appointed
| 1,681,910,008 | 1,471,005,494 |
* | Total number of votes in respect of which the appointments specified that the proxy - | ||
- | was to vote for the resolution | 1,638,369,629 | 1,414,023,251 |
- | was to vote against the resolution | 10,064,573 | 56,756,199 |
- | was to abstain on the resolution | 4,671,107 | 1,324,854 |
- | may vote at the proxy's discretion
| 33,475,806 | 226,044 |
5 | To approve the authority to allot equity securities in BHP Billiton Plc for cash (a special resolution) | ||
* | Total number of votes exercisable by all proxies validly appointed
| 1,681,654,027 | 1,469,939,037 |
* | Total number of votes in respect of which the appointments specified that the proxy - | ||
- | was to vote for the resolution | 1,638,280,969 | 1,398,218,238 |
- | was to vote against the resolution | 9,869,822 | 71,494,327 |
- | was to abstain on the resolution | 4,927,073 | 2,388,451 |
- | may vote at the proxy's discretion
| 33,503,236 | 226,472 |
6 | To approve the repurchase of shares in BHP Billiton Plc (a special resolution) | ||
* | Total number of votes exercisable by all proxies validly appointed
| 1,682,123,174 | 1,470,100,758 |
* | Total number of votes in respect of which the appointments specified that the proxy - | ||
- | was to vote for the resolution | 1,642,689,615 | 1,452,572,192 |
- | was to vote against the resolution | 5,894,810 | 17,304,757 |
- | was to abstain on the resolution | 4,376,000 | 2,229,589 |
- | may vote at the proxy's discretion
| 33,538,749 | 223,809 |
7 | To approve the Directors' remuneration policy (ordinary resolution) | ||
* | Total number of votes exercisable by all proxies validly appointed
| 1,678,890,562 | 1,470,268,144 |
* | Total number of votes in respect of which the appointments specified that the proxy - | ||
- | was to vote for the resolution | 1,613,993,748 | 1,411,103,720 |
- | was to vote against the resolution | 31,847,855 | 58,940,341 |
- | was to abstain on the resolution | 7,579,942 | 2,059,226 |
- | may vote at the proxy's discretion
| 33,048,959 | 224,083 |
8 | To approve the 2017 Remuneration Report other than the part containing the Directors' remuneration policy (a non-binding ordinary resolution) | ||
* | Total number of votes exercisable by all proxies validly appointed
| 1,680,360,581 | 1,470,307,357 |
* | Total number of votes in respect of which the appointments specified that the proxy - | ||
- | was to vote for the resolution | 1,618,694,341 | 1,427,997,984 |
- | was to vote against the resolution | 28,731,863 | 42,084,445 |
- | was to abstain on the resolution | 6,117,766 | 2,022,585 |
- | may vote at the proxy's discretion
| 32,934,377 | 224,928 |
9 | To approve the 2017 Remuneration Report (a non-binding ordinary resolution) | ||
* | Total number of votes exercisable by all proxies validly appointed
| 1,680,158,411 | 1,470,283,405 |
* | Total number of votes in respect of which the appointments specified that the proxy - | ||
- | was to vote for the resolution | 1,615,090,490 | 1,403,411,145 |
- | was to vote against the resolution | 32,179,853 | 66,644,333 |
- | was to abstain on the resolution | 6,315,400 | 2,046,942 |
- | may vote at the proxy's discretion
| 32,888,068 | 227,927 |
10 | To approve leaving entitlements (an ordinary resolution) | ||
* | Total number of votes exercisable by all proxies validly appointed
| 1,680,750,500 | 1,470,057,485 |
* | Total number of votes in respect of which the appointments specified that the proxy - | ||
- | was to vote for the resolution | 1,623,092,766 | 1,443,637,569 |
- | was to vote against the resolution | 24,735,133 | 26,192,813 |
- | was to abstain on the resolution | 5,815,484 | 2,271,583 |
- | may vote at the proxy's discretion
| 32,922,601 | 227,103 |
11 | To approve the grant to the Executive Director (an ordinary resolution) | ||
* | Total number of votes exercisable by all proxies validly appointed
| 1,681,114,563 | 1,403,600,603 |
* | Total number of votes in respect of which the appointments specified that the proxy - | ||
- | was to vote for the resolution | 1,614,885,588 | 1,304,235,658 |
- | was to vote against the resolution | 33,319,641 | 99,131,847 |
- | was to abstain on the resolution | 5,361,960 | 68,729,394 |
- | may vote at the proxy's discretion
| 32,909,334 | 233,098 |
12 | To elect Terry Bowen as a Director of BHP (an ordinary resolution) | ||
* | Total number of votes exercisable by all proxies validly appointed
| 1,682,936,702 | 1,470,503,211 |
* | Total number of votes in respect of which the appointments specified that the proxy - | ||
- | was to vote for the resolution | 1,644,277,514 | 1,469,091,887 |
- | was to vote against the resolution | 4,931,029 | 1,180,305 |
- | was to abstain on the resolution | 3,589,413 | 1,825,937 |
- | may vote at the proxy's discretion
| 33,728,159 | 231,019 |
13 | To elect John Mogford as a Director of BHP (an ordinary resolution) | ||
* | Total number of votes exercisable by all proxies validly appointed
| 1,682,921,749 | 1,470,508,066 |
* | Total number of votes in respect of which the appointments specified that the proxy - | ||
- | was to vote for the resolution | 1,644,248,168 | 1,469,112,741 |
- | was to vote against the resolution | 4,921,549 | 1,164,606 |
- | was to abstain on the resolution | 3,604,366 | 1,822,282 |
- | may vote at the proxy's discretion
| 33,752,032 | 230,719 |
14 | To re-elect Malcolm Broomhead as a Director of BHP (an ordinary resolution) | ||
* | Total number of votes exercisable by all proxies validly appointed
| 1,683,298,636 | 1,404,460,845 |
* | Total number of votes in respect of which the appointments specified that the proxy - | ||
- | was to vote for the resolution | 1,600,487,820 | 1,348,037,914 |
- | was to vote against the resolution | 49,159,077 | 56,189,405 |
- | was to abstain on the resolution | 3,217,382 | 67,869,503 |
- | may vote at the proxy's discretion
| 33,651,739 | 233,526 |
15 | To re-elect Anita Frew as a Director of BHP (an ordinary resolution) | ||
* | Total number of votes exercisable by all proxies validly appointed
| 1,683,548,981 | 1,470,512,335 |
* | Total number of votes in respect of which the appointments specified that the proxy - | ||
- | was to vote for the resolution | 1,640,758,230 | 1,465,341,608 |
- | was to vote against the resolution | 9,159,571 | 4,941,736 |
- | was to abstain on the resolution | 2,976,134 | 1,818,013 |
- | may vote at the proxy's discretion
| 33,631,180 | 228,991 |
16 | To re-elect Carolyn Hewson as a Director of BHP (an ordinary resolution) | ||
* | Total number of votes exercisable by all proxies validly appointed
| 1,683,687,901 | 1,404,526,280 |
* | Total number of votes in respect of which the appointments specified that the proxy - | ||
- | was to vote for the resolution | 1,638,851,425 | 1,357,526,054 |
- | was to vote against the resolution | 11,264,932 | 46,770,700 |
- | was to abstain on the resolution | 2,837,842 | 67,803,868 |
- | may vote at the proxy's discretion
| 33,571,544 | 229,526 |
17 | To re-elect Andrew Mackenzie as a Director of BHP (an ordinary resolution) | ||
* | Total number of votes exercisable by all proxies validly appointed
| 1,683,590,025 | 1,404,757,865 |
* | Total number of votes in respect of which the appointments specified that the proxy - | ||
- | was to vote for the resolution | 1,633,948,707 | 1,351,243,819 |
- | was to vote against the resolution | 16,083,200 | 53,289,705 |
- | was to abstain on the resolution | 2,935,625 | 67,572,483 |
- | may vote at the proxy's discretion
| 33,558,118 | 224,341 |
18 | To re-elect Lindsay Maxsted as a Director of BHP (an ordinary resolution) | ||
* | Total number of votes exercisable by all proxies validly appointed
| 1,683,352,781 | 1,404,523,742 |
* | Total number of votes in respect of which the appointments specified that the proxy - | ||
- | was to vote for the resolution | 1,607,630,871 | 1,337,221,635 |
- | was to vote against the resolution | 42,132,253 | 67,073,066 |
- | was to abstain on the resolution | 3,172,034 | 67,806,072 |
- | may vote at the proxy's discretion
| 33,589,657 | 229,041 |
19 | To re-elect Wayne Murdy as a Director of BHP (an ordinary resolution) | ||
* | Total number of votes exercisable by all proxies validly appointed
| 1,683,236,231 | 1,404,523,519 |
* | Total number of votes in respect of which the appointments specified that the proxy - | ||
- | was to vote for the resolution | 1,600,505,517 | 1,358,333,860 |
- | was to vote against the resolution | 48,861,287 | 45,960,408 |
- | was to abstain on the resolution | 3,257,834 | 67,806,829 |
- | may vote at the proxy's discretion
| 33,869,427 | 229,251 |
20 | To re-elect Shriti Vadera as a Director of BHP (an ordinary resolution) | ||
* | Total number of votes exercisable by all proxies validly appointed
| 1,683,388,237 | 1,404,519,400 |
* | Total number of votes in respect of which the appointments specified that the proxy - | ||
- | was to vote for the resolution | 1,637,628,743 | 1,358,452,760 |
- | was to vote against the resolution | 11,998,865 | 45,840,458 |
- | was to abstain on the resolution | 3,137,578 | 67,810,948 |
- | may vote at the proxy's discretion
| 33,760,629 | 226,182 |
21 | To re-elect Ken MacKenzie as a Director of BHP (an ordinary resolution) | ||
* | Total number of votes exercisable by all proxies validly appointed
| 1,683,559,654 | 1,471,508,274 |
* | Total number of votes in respect of which the appointments specified that the proxy - | ||
- | was to vote for the resolution | 1,644,364,255 | 1,459,570,003 |
- | was to vote against the resolution | 5,176,467 | 11,708,842 |
- | was to abstain on the resolution | 2,966,461 | 1,822,074 |
- | may vote at the proxy's discretion
| 34,018,932 | 229,429 |
22 | To amend the constitution of BHP Billiton Limited (a special resolution) | ||
* | Total number of votes exercisable by all proxies validly appointed
| 1,653,870,405 | 1,353,028,992 |
* | Total number of votes in respect of which the appointments specified that the proxy - | ||
- | was to vote for the resolution | 116,370,837 | 96,573,354 |
- | was to vote against the resolution | 1,504,887,072 | 1,256,252,089 |
- | was to abstain on the resolution | 32,667,698 | 119,117,019 |
- | may vote at the proxy's discretion
| 32,612,496 | 203,549 |
This Item was not passed. | |||
23 | To approve member request on public policy advocacy on climate change and energy (an ordinary resolution, the validity of which was conditional on Item 22 being passed) | ||
* | Total number of votes exercisable by all proxies validly appointed
| 1,643,595,587 | 1,361,146,182 |
* | Total number of votes in respect of which the appointments specified that the proxy - | ||
- | was to vote for the resolution | 165,224,876 | 106,362,396 |
- | was to vote against the resolution | 1,445,863,990 | 1,254,576,244 |
- | was to abstain on the resolution | 42,971,017 | 111,054,236 |
- | may vote at the proxy's discretion
| 32,506,721 | 207,542 |
As Item 22 was not passed, Item 23 was not valid. | |||
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APPENDIX 2
Additional Information
For the purposes of section 341 of the United Kingdom Companies Act 2006 and in respect of BHP Billiton Plc, the votes validly cast* as a percentage of the company's total issued share capital (as at 6pm on 19 October 2017) are:
Item of Business | Votes cast %* | |
1 | To receive the 2017 Financial Statements and Reports for BHP | 69.57%
|
2 | To reappoint KPMG LLP as the auditor of BHP Billiton Plc | 69.53%
|
3 | To authorise the Risk and Audit Committee to agree the remuneration of the auditor of BHP Billiton Plc | 69.60%
|
4 | To approve the general authority to issue shares in BHP Billiton Plc | 69.65%
|
5 | To approve the authority to allot equity securities in BHP Billiton Plc for cash | 69.60%
|
6 | To approve the repurchase of shares in BHP Billiton Plc | 69.61% |
7 | To approve the Directors' remuneration policy | 69.61% |
8 | To approve the 2017 Remuneration Report other than the part containing the Directors' remuneration policy | 69.62%
|
9 | To approve the 2017 Remuneration Report | 69.61% |
10 | To approve leaving entitlements | 69.60% |
11 | To approve the grant to the Executive Director | 66.46% |
12 | To elect Terry Bowen as a Director of BHP | 69.62% |
13 | To elect John Mogford as a Director of BHP | 69.62% |
14 | To re-elect Malcolm Broomhead as a Director of BHP | 66.50% |
15 | To re-elect Anita Frew as a Director of BHP | 69.62% |
16 | To re-elect Carolyn Hewson as a Director of BHP | 66.50% |
17 | To re-elect Andrew Mackenzie as a Director of BHP | 66.51% |
18 | To re-elect Lindsay Maxsted as a Director of BHP | 66.50% |
19 | To re-elect Wayne Murdy as a Director of BHP | 66.50% |
20 | To re-elect Shriti Vadera as a Director of BHP | 66.50% |
21 | To re-elect Ken MacKenzie as a Director of BHP | 69.67% |
22 | To amend the constitution of BHP Billiton Limited | 64.06% |
23 | To approve member request on public policy advocacy on climate change and energy | 64.45%
|
\* This calculation does not include the votes cast at the BHP Billiton Limited Annual General Meeting which are added to the votes cast at the BHP Billiton Plc Annual General Meeting to give the final result in relation to each resolution. Final poll results for BHP Billiton Plc and BHP Billiton Limited can be found on pages 2 and 3 of this announcement.
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