21st Nov 2013 10:12
Company Secretariat
21 November 2013
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 meetings of shareholders of BHP Billiton Limited ("Limited") held in Perth, Australia on 21 November 2013 and BHP Billiton Plc ("Plc") held in London, United Kingdom on 24 October 2013.
As required by the Dual Listed Companies 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 proxy 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's Companies Act 2006 (as amended by The Companies (Shareholders' Rights) Regulations 2009) 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.Hemscott.com/nsm.do
Jane McAloon
Group Company Secretary
The poll results for BHP Billiton Limited and BHP Billiton Plc as follows: | |||||
Business | Votes For | Votes Against | Votes Abstained | Result | |
1 | To receive the 2013 Financial Statements and Reports for BHP Billiton (an ordinary resolution) | 2,934,679,135 | 17,359,942 | 14,159,250 | CARRIED |
2 | To appoint KPMG LLP as the auditor of BHP Billiton Plc (an ordinary resolution) | 2,926,991,100 | 19,904,240 | 19,283,340 | CARRIED |
3 | To authorise the Risk and Audit Committee to agree the remuneration of the auditor of BHP Billiton Plc (an ordinary resolution) | 2,946,108,156 | 8,144,753 | 11,811,477 | CARRIED |
4 | To renew the general authority to issue shares in BHP Billiton Plc (an ordinary resolution) | 2,816,783,039 | 140,331,073 | 9,041,060 | CARRIED |
5 | To approve the authority to issue shares in BHP Billiton Plc for cash (a special resolution) | 2,902,199,983 | 54,467,939 | 9,496,307 | CARRIED |
6 | To approve the repurchase of shares in BHP Billiton Plc (a special resolution) | 2,944,216,494 | 13,016,252 | 8,774,830 | CARRIED |
7 | To approve the 2013 Remuneration Report (a non-binding ordinary resolution) | 2,865,969,382 | 80,035,078 | 19,292,876 | CARRIED |
8 | To adopt new Long Term Incentive Plan Rules (an ordinary resolution) | 2,842,068,892 | 81,166,307 | 41,873,567 | CARRIED |
9 | To approve grants to Andrew Mackenzie (an ordinary resolution) | 2,867,794,905 | 80,183,584 | 17,772,663 | CARRIED |
10 | To elect Andrew Mackenzie as a Director of BHP Billiton (an ordinary resolution) | 2,949,402,959 | 7,858,413 | 8,923,586 | CARRIED |
11 | To re-elect Malcolm Broomhead as a Director of BHP Billiton (an ordinary resolution) | 2,951,868,665 | 5,581,252 | 8,736,709 | CARRIED |
12 | To re-elect Sir John Buchanan as a Director of BHP Billiton (an ordinary resolution) | 2,891,170,052 | 64,833,180 | 10,192,884 | CARRIED |
13 | To re-elect Carlos Cordeiro as a Director of BHP Billiton (an ordinary resolution) | 2,951,008,327 | 6,155,296 | 9,029,866 | CARRIED |
14 | To re-elect David Crawford as a Director of BHP Billiton (an ordinary resolution) | 2,884,264,330 | 71,812,876 | 10,110,872 | CARRIED |
15 | To re-elect Pat Davies as a Director of BHP Billiton (an ordinary resolution) | 2,952,865,908 | 4,331,251 | 8,991,849 | CARRIED |
16 | To re-elect Carolyn Hewson as a Director of BHP Billiton (an ordinary resolution) | 2,949,814,602 | 7,210,201 | 9,154,279 | CARRIED |
17 | To re-elect Lindsay Maxsted as a Director of BHP Billiton (an ordinary resolution) | 2,935,372,746 | 21,819,978 | 8,993,681 | CARRIED |
18 | To re-elect Wayne Murdy as a Director of BHP Billiton (an ordinary resolution) | 2,949,561,572 | 4,955,088 | 11,671,648 | CARRIED |
19 | To re-elect Keith Rumble as a Director of BHP Billiton (an ordinary resolution) | 2,952,080,399 | 5,130,761 | 8,981,300 | CARRIED |
20 | To re-elect John Schubert as a Director of BHP Billiton (an ordinary resolution) | 2,888,030,341 | 49,377,522 | 28,752,703 | CARRIED |
21 | To re-elect Shriti Vadera as a Director of BHP Billiton (an ordinary resolution) | 2,941,234,753 | 7,323,174 | 17,618,414 | CARRIED |
22 | To re-elect Jac Nasser as a Director of BHP Billiton (an ordinary resolution) | 2,934,273,247 | 15,395,348 | 16,507,006 | CARRIED |
23 | To elect Ian Dunlop as a Director of BHP Billiton (an ordinary resolution) | 108,270,487 | 2,780,685,366 | 77,650,053 | NOT CARRIED |
APPENDIX 1 | ||||
BHP Billiton Limited & BHP Billiton Plc - Final Proxy Position | ||||
Limited | Plc | |||
1 | To receive the 2013 Financial Statements and Reports for BHP Billiton (an ordinary resolution) | |||
* | Total number of proxy votes exercisable by all proxies validly appointed | 1,555,972,001 | 1,394,138,055 | |
* | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
- | was to vote for the resolution | 1,508,831,936 | 1,379,932,665 | |
- | was to vote against the resolution | 3,706,367 | 13,646,677 | |
- | was to abstain on the resolution | 4,919,664 | 9,220,785 | |
- | may vote at the proxy's discretion | 43,433,698 | 558,713 | |
2 | To appoint KPMG LLP as the auditor of BHP Billiton Plc (an ordinary resolution) | |||
* | Total number of proxy votes exercisable by all proxies validly appointed | 1,553,851,945 | 1,391,128,442 | |
* | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
- | was to vote for the resolution | 1,504,508,536 | 1,376,378,192 | |
- | was to vote against the resolution | 5,710,540 | 14,191,165 | |
- | was to abstain on the resolution | 7,035,045 | 12,230,426 | |
- | may vote at the proxy's discretion | 43,632,869 | 559,085 | |
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 proxy votes exercisable by all proxies validly appointed | 1,553,226,459 | 1,399,123,717 | |
* | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
- | was to vote for the resolution | 1,504,644,413 | 1,395,243,353 | |
- | was to vote against the resolution | 4,814,097 | 3,316,612 | |
- | was to abstain on the resolution | 7,551,343 | 4,233,772 | |
- | may vote at the proxy's discretion | 43,767,949 | 563,752 | |
4 | To renew the general authority to issue shares in BHP Billiton Plc (an ordinary resolution) | |||
* | Total number of proxy votes exercisable by all proxies validly appointed | 1,555,518,762 | 1,399,739,894 | |
* | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
- | was to vote for the resolution | 1,490,319,280 | 1,277,000,445 | |
- | was to vote against the resolution | 18,100,725 | 122,179,024 | |
- | was to abstain on the resolution | 5,346,942 | 3,619,479 | |
- | may vote at the proxy's discretion | 47,098,757 | 560,425 | |
5 | To approve the authority to issue shares in BHP Billiton Plc for cash (a special resolution) | |||
* | Total number of proxy votes exercisable by all proxies validly appointed | 1,555,084,218 | 1,399,728,748 | |
* | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
- | was to vote for the resolution | 1,501,124,644 | 1,354,977,277 | |
- | was to vote against the resolution | 10,205,684 | 44,191,289 | |
- | was to abstain on the resolution | 5,790,543 | 3,630,625 | |
- | may vote at the proxy's discretion | 43,753,890 | 560,182 | |
6 | To approve the repurchase of shares in BHP Billiton Plc (a special resolution) | |||
* | Total number of proxy votes exercisable by all proxies validly appointed | 1,555,620,640 | 1,399,753,138 | |
* | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
- | was to vote for the resolution | 1,502,760,846 | 1,395,181,649 | |
- | was to vote against the resolution | 9,009,803 | 4,012,798 | |
- | was to abstain on the resolution | 5,100,418 | 3,603,285 | |
- | may vote at the proxy's discretion | 43,849,991 | 558,691 | |
7 | To approve the 2013 Remuneration Report (a non-binding ordinary resolution) | |||
* | Total number of proxy votes exercisable by all proxies validly appointed | 1,545,932,816 | 1,399,458,701 | |
* | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
- | was to vote for the resolution | 1,475,561,623 | 1,359,505,318 | |
- | was to vote against the resolution | 27,717,555 | 39,403,452 | |
- | was to abstain on the resolution | 15,036,253 | 3,900,485 | |
- | may vote at the proxy's discretion | 42,653,638 | 549,931 | |
8 | To adopt new Long Term Incentive Plan Rules (an ordinary resolution) | |||
* | Total number of proxy votes exercisable by all proxies validly appointed | 1,542,510,604 | 1,379,897,238 | |
* | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
- | was to vote for the resolution | 1,464,063,534 | 1,346,825,997 | |
- | was to vote against the resolution | 35,673,258 | 32,520,533 | |
- | was to abstain on the resolution | 18,271,358 | 23,460,785 | |
- | may vote at the proxy's discretion | 42,773,812 | 550,708 | |
9 | To approve grants to Andrew Mackenzie (an ordinary resolution) | |||
* | Total number of proxy votes exercisable by all proxies validly appointed | 1,546,986,562 | 1,399,574,792 | |
* | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
- | was to vote for the resolution | 1,466,437,224 | 1,369,718,674 | |
- | was to vote against the resolution | 37,981,041 | 29,303,306 | |
- | was to abstain on the resolution | 13,864,811 | 3,780,794 | |
- | may vote at the proxy's discretion | 42,568,297 | 552,812 | |
10 | To elect Andrew Mackenzie as a Director of BHP Billiton (an ordinary resolution) | |||
* | Total number of proxy votes exercisable by all proxies validly appointed | 1,555,683,015 | 1,399,663,892 | |
* | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
- | was to vote for the resolution | 1,507,042,313 | 1,396,118,801 | |
- | was to vote against the resolution | 4,872,566 | 2,982,933 | |
- | was to abstain on the resolution | 5,203,639 | 3,694,417 | |
- | may vote at the proxy's discretion | 43,768,136 | 562,158 | |
11 | To re-elect Malcolm Broomhead as a Director of BHP Billiton (an ordinary resolution) | |||
* | Total number of proxy votes exercisable by all proxies validly appointed | 1,555,846,095 | 1,399,696,262 | |
* | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
- | was to vote for the resolution | 1,506,952,870 | 1,398,622,119 | |
- | was to vote against the resolution | 5,035,054 | 511,763 | |
- | was to abstain on the resolution | 5,044,563 | 3,662,711 | |
- | may vote at the proxy's discretion | 43,858,171 | 562,380 | |
12 | To re-elect Sir John Buchanan as a Director of BHP Billiton (an ordinary resolution) | |||
* | Total number of proxy votes exercisable by all proxies validly appointed | 1,554,394,088 | 1,399,703,692 | |
* | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
- | was to vote for the resolution | 1,489,204,977 | 1,356,082,276 | |
- | was to vote against the resolution | 21,419,993 | 43,069,151 | |
- | was to abstain on the resolution | 6,493,876 | 3,655,281 | |
- | may vote at the proxy's discretion | 43,769,118 | 552,265 | |
13 | To re-elect Carlos Cordeiro as a Director of BHP Billiton (an ordinary resolution) | |||
* | Total number of proxy votes exercisable by all proxies validly appointed | 1,555,596,645 | 1,399,691,572 | |
* | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
- | was to vote for the resolution | 1,506,203,866 | 1,398,522,994 | |
- | was to vote against the resolution | 5,511,843 | 615,747 | |
- | was to abstain on the resolution | 5,293,609 | 3,658,801 | |
- | may vote at the proxy's discretion | 43,880,936 | 552,831 | |
14 | To re-elect David Crawford as a Director of BHP Billiton (an ordinary resolution) | |||
* | Total number of proxy votes exercisable by all proxies validly appointed | 1,554,484,814 | 1,399,687,538 | |
* | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
- | was to vote for the resolution | 1,495,744,992 | 1,342,267,938 | |
- | was to vote against the resolution | 14,903,503 | 56,858,416 | |
- | was to abstain on the resolution | 6,405,712 | 3,662,835 | |
- | may vote at the proxy's discretion | 43,836,319 | 561,184 | |
15 | To re-elect Pat Davies as a Director of BHP Billiton (an ordinary resolution) | |||
* | Total number of proxy votes exercisable by all proxies validly appointed | 1,555,594,101 | 1,399,691,004 | |
* | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
- | was to vote for the resolution | 1,507,880,466 | 1,398,610,769 | |
- | was to vote against the resolution | 3,796,396 | 529,618 | |
- | was to abstain on the resolution | 5,298,355 | 3,659,369 | |
- | may vote at the proxy's discretion | 43,917,239 | 550,617 | |
16 | To re-elect Carolyn Hewson as a Director of BHP Billiton (an ordinary resolution) | |||
* | Total number of proxy votes exercisable by all proxies validly appointed | 1,555,449,852 | 1,399,698,048 | |
* | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
- | was to vote for the resolution | 1,506,294,034 | 1,397,353,495 | |
- | was to vote against the resolution | 5,419,968 | 1,786,045 | |
- | was to abstain on the resolution | 5,438,895 | 3,652,292 | |
- | may vote at the proxy's discretion | 43,735,850 | 558,508 | |
17 | To re-elect Lindsay Maxsted as a Director of BHP Billiton (an ordinary resolution) | |||
* | Total number of proxy votes exercisable by all proxies validly appointed | 1,555,601,011 | 1,399,691,159 | |
* | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
- | was to vote for the resolution | 1,491,677,774 | 1,397,379,939 | |
- | was to vote against the resolution | 20,038,179 | 1,756,699 | |
- | was to abstain on the resolution | 5,290,897 | 3,657,159 | |
- | may vote at the proxy's discretion | 43,885,058 | 554,521 | |
18 | To re-elect Wayne Murdy as a Director of BHP Billiton (an ordinary resolution) | |||
* | Total number of proxy votes exercisable by all proxies validly appointed | 1,554,517,650 | 1,398,091,456 | |
* | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
- | was to vote for the resolution | 1,506,274,174 | 1,396,997,930 | |
- | was to vote against the resolution | 4,375,673 | 532,303 | |
- | was to abstain on the resolution | 6,371,257 | 5,258,766 | |
- | may vote at the proxy's discretion | 43,867,803 | 561,223 | |
19 | To re-elect Keith Rumble as a Director of BHP Billiton (an ordinary resolution) | |||
* | Total number of proxy votes exercisable by all proxies validly appointed | 1,555,610,082 | 1,399,693,524 | |
* | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
- | was to vote for the resolution | 1,507,686,289 | 1,398,044,720 | |
- | was to vote against the resolution | 4,037,978 | 1,086,581 | |
- | was to abstain on the resolution | 5,282,826 | 3,656,849 | |
- | may vote at the proxy's discretion | 43,885,815 | 562,223 | |
20 | To re-elect John Schubert as a Director of BHP Billiton (an ordinary resolution) | |||
* | Total number of proxy votes exercisable by all proxies validly appointed | 1,550,858,485 | 1,384,639,824 | |
* | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
- | was to vote for the resolution | 1,499,415,803 | 1,342,266,810 | |
- | was to vote against the resolution | 7,534,851 | 41,815,983 | |
- | was to abstain on the resolution | 10,011,864 | 18,710,398 | |
- | may vote at the proxy's discretion | 43,907,831 | 557,031 | |
21 | To re-elect Shriti Vadera as a Director of BHP Billiton (an ordinary resolution) | |||
* | Total number of proxy votes exercisable by all proxies validly appointed | 1,553,682,234 | 1,392,977,139 | |
* | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
- | was to vote for the resolution | 1,504,011,802 | 1,390,842,141 | |
- | was to vote against the resolution | 5,717,597 | 1,581,092 | |
- | was to abstain on the resolution | 7,205,324 | 10,372,649 | |
- | may vote at the proxy's discretion | 43,952,835 | 553,906 | |
22 | To re-elect Jac Nasser as a Director of BHP Billiton (an ordinary resolution) | |||
* | Total number of proxy votes exercisable by all proxies validly appointed | 1,548,812,308 | 1,398,948,533 | |
* | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
- | was to vote for the resolution | 1,497,755,213 | 1,390,258,201 | |
- | was to vote against the resolution | 6,954,118 | 8,127,100 | |
- | was to abstain on the resolution | 12,065,006 | 4,400,575 | |
- | may vote at the proxy's discretion | 44,102,977 | 563,232 | |
23 | To elect Ian Dunlop as a Director of BHP Billiton (an ordinary resolution) | |||
* | Total number of proxy votes exercisable by all proxies validly appointed | 1,532,354,421 | 1,354,770,543 | |
* | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
- | was to vote for the resolution | 53,826,030 | 54,240,685 | |
- | was to vote against the resolution | 1,435,678,393 | 1,299,913,759 | |
- | was to abstain on the resolution | 28,867,899 | 48,670,025 | |
- | may vote at the proxy's discretion | 42,849,998 | 616,099 | |
APPENDIX 2
Additional Information
For the purposes of section 341 of the United Kingdom's Companies Act 2006 (as amended by The Companies (Shareholders' Rights) Regulations 2009) 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 24 October 2013) are:
Item of Business | Votes cast %* | |
1 | To receive the 2013 Financial Statements and Reports for BHP Billiton | 65.26% |
2 | To appoint KPMG LLP as the auditor of BHP Billiton Plc | 65.12% |
3 | To authorise the Risk and Audit Committee to agree the remuneration of the auditor of BHP Billiton Plc | 65.50% |
4 | To renew the general authority to issue shares in BHP Billiton Plc | 65.53% |
5 | To approve the authority to issue shares in BHP Billiton Plc for cash | 65.53% |
6 | To approve the repurchase of shares in BHP Billiton Plc | 65.53% |
7 | To approve the 2013 Remuneration Report | 65.51% |
8 | To adopt new Long Term Incentive Plan Rules | 64.60% |
9 | To approve grants to Andrew Mackenzie | 65.52% |
10 | To elect Andrew Mackenzie as a Director of BHP Billiton | 65.52% |
11 | To re-elect Malcolm Broomhead as a Director of BHP Billiton | 65.52% |
12 | To re-elect Sir John Buchanan as a Director of BHP Billiton | 65.52% |
13 | To re-elect Carlos Cordeiro as a Director of BHP Billiton | 65.52% |
14 | To re-elect David Crawford as a Director of BHP Billiton | 65.52% |
15 | To re-elect Pat Davies as a Director of BHP Billiton | 65.52% |
16 | To re-elect Carolyn Hewson as a Director of BHP Billiton | 65.52% |
17 | To re-elect Lindsay Maxsted as a Director of BHP Billiton | 65.52% |
18 | To re-elect Wayne Murdy as a Director of BHP Billiton | 65.45% |
19 | To re-elect Keith Rumble as a Director of BHP Billiton | 65.52% |
20 | To re-elect John Schubert as a Director of BHP Billiton | 64.82% |
21 | To re-elect Shriti Vadera as a Director of BHP Billiton | 65.21% |
22 | To re-elect Jac Nasser as a Director of BHP Billiton | 65.49% |
23 | To elect Ian Dunlop as a Director of BHP Billiton (this candidate is not endorsed by the Board) | 63.42% |
\* 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.
BHP Billiton Limited ABN 49 004 028 077 Registered in Australia Registered Office: 171 Collins Street Melbourne Victoria 3000 | BHP Billiton Plc Registration number 3196209 Registered in England and Wales Registered Office: Neathouse Place London SW1V 1BH United Kingdom |
The BHP Billiton Group is headquartered in Australia
Related Shares:
BHP Group