17th Nov 2011 07:00
Company Secretariat
17 November 2011
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 Melbourne, Australia on 17 November 2011 and BHP Billiton Plc ("Plc") held in London, United Kingdom on 20 October 2011.
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 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 2011 Financial Statements and Reports for BHP Billiton Limited and BHP Billiton Plc (an ordinary resolution) | 2,827,400,933 | 18,581,173 | 7,491,164 | CARRIED |
2 | To elect Lindsay Maxsted as a Director of BHP Billiton Limited and BHP Billiton Plc (an ordinary resolution) | 2,831,345,087 | 17,030,542 | 4,832,498 | CARRIED |
3 | To elect Shriti Vadera as a Director of BHP Billiton Limited and BHP Billiton Plc (an ordinary resolution) | 2,842,228,116 | 6,359,533 | 4,863,559 | CARRIED |
4 | To re-elect Malcolm Broomhead as a Director of BHP Billiton Limited and BHP Billiton Plc (an ordinary resolution) | 2,844,382,353 | 4,665,471 | 4,422,464 | CARRIED |
5 | To re-elect John Buchanan as a Director of BHP Billiton Limited and BHP Billiton Plc (an ordinary resolution) | 2,832,855,215 | 16,168,618 | 4,444,199 | CARRIED |
6 | To re-elect Carlos Cordeiro as a Director of BHP Billiton Limited and BHP Billiton Plc (an ordinary resolution) | 2,838,172,012 | 10,614,465 | 4,689,362 | CARRIED |
7 | To re-elect David Crawford as a Director of BHP Billiton Limited and BHP Billiton Plc (an ordinary resolution) | 2,816,294,117 | 32,553,255 | 4,639,262 | CARRIED |
8 | To re-elect Carolyn Hewson as a Director of BHP Billiton Limited and BHP Billiton Plc (an ordinary resolution) | 2,842,246,021 | 5,960,584 | 5,277,638 | CARRIED |
9 | To re-elect Marius Kloppers as a Director of BHP Billiton Limited and BHP Billiton Plc (an ordinary resolution) | 2,844,325,067 | 5,094,167 | 4,067,276 | CARRIED |
10 | To re-elect Wayne Murdy as a Director of BHP Billiton Limited and BHP Billiton Plc (an ordinary resolution) | 2,832,412,022 | 4,990,272 | 16,085,651 | CARRIED |
11 | To re-elect Keith Rumble as a Director of BHP Billiton Limited and BHP Billiton Plc (an ordinary resolution) | 2,841,749,913 | 3,503,488 | 4,470,044 | CARRIED |
12 | To re-elect John Schubert as a Director of BHP Billiton Limited and BHP Billiton Plc (an ordinary resolution) | 2,834,316,843 | 14,885,237 | 4,263,355 | CARRIED |
13 | To re-elect Jacques Nasser as a Director of BHP Billiton Limited and BHP Billiton Plc (an ordinary resolution) | 2,841,644,650 | 7,665,228 | 4,154,431 | CARRIED |
14 | To reappoint KPMG Audit Plc as the auditor of BHP Billiton Plc (an ordinary resolution) | 2,839,197,056 | 6,339,715 | 7,489,522 | CARRIED |
15 | To renew the general authority to issue shares in BHP Billiton Plc (an ordinary resolution) | 2,737,438,881 | 110,443,374 | 5,129,433 | CARRIED |
16 | To approve the authority to issue shares in BHP Billiton Plc for cash (a special resolution) | 2,753,525,505 | 93,539,499 | 5,954,867 | CARRIED |
17 | To approve the repurchase of shares in BHP Billiton Plc (a special resolution) | 2,829,865,630 | 16,205,148 | 6,962,228 | CARRIED |
18 | To approve the 2011 Remuneration Report (a non-binding ordinary resolution) | 2,707,379,433 | 107,603,134 | 18,026,587 | CARRIED |
19 | To approve termination benefits for Group Management Committee members (an ordinary resolution) | 2,770,635,336 | 54,225,169 | 8,881,101 | CARRIED |
20 | To approve the grant of awards to Marius Kloppers under the GIS and the LTIP (an ordinary resolution) | 2,748,104,432 | 77,286,783 | 8,622,051 | CARRIED |
APPENDIX 1 | ||||
BHP Billiton Limited & BHP Billiton Plc - Final Proxy Position | ||||
Limited | Plc | |||
1 | To receive the 2011 Financial Statements and Reports for BHP Billiton Limited and BHP Billiton Plc (an ordinary resolution) | |||
Þ | Total number of proxy votes exercisable by all proxies validly appointed | 1,475,976,894 | 1,359,696,020 | |
Þ | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
¨ | was to vote for the resolution | 1,425,696,295 | 1,343,788,474 | |
¨ | was to vote against the resolution | 2,818,348 | 15,754,274 | |
¨ | was to abstain on the resolution | 6,682,192 | 801,768 | |
¨ | may vote at the proxy's discretion | 47,462,251 | 153,272 | |
2 | To elect Lindsay Maxsted as a Director of BHP Billiton Limited and BHP Billiton Plc (an ordinary resolution) | |||
Þ | Total number of proxy votes exercisable by all proxies validly appointed | 1,478,481,545 | 1,359,859,413 | |
Þ | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
¨ | was to vote for the resolution | 1,414,653,667 | 1,358,835,944 | |
¨ | was to vote against the resolution | 16,153,332 | 870,909 | |
¨ | was to abstain on the resolution | 4,184,900 | 638,435 | |
¨ | may vote at the proxy's discretion | 47,674,546 | 152,560 | |
3 | To elect Shriti Vadera as a Director of BHP Billiton Limited and BHP Billiton Plc (an ordinary resolution) | |||
Þ | Total number of proxy votes exercisable by all proxies validly appointed | 1,478,439,000 | 1,359,855,747 | |
Þ | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
¨ | was to vote for the resolution | 1,424,851,031 | 1,359,348,854 | |
¨ | was to vote against the resolution | 5,971,740 | 356,280 | |
¨ | was to abstain on the resolution | 4,208,061 | 640,418 | |
¨ | may vote at the proxy's discretion | 47,616,229 | 150,613 | |
4 | To re-elect Malcolm Broomhead as a Director of BHP Billiton Limited and BHP Billiton Plc (an ordinary resolution) | |||
Þ | Total number of proxy votes exercisable by all proxies validly appointed | 1,478,871,081 | 1,359,862,046 | |
Þ | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
¨ | was to vote for the resolution | 1,427,276,111 | 1,358,847,575 | |
¨ | was to vote against the resolution | 3,787,194 | 862,437 | |
¨ | was to abstain on the resolution | 3,782,685 | 635,802 | |
¨ | may vote at the proxy's discretion | 47,807,776 | 152,034 | |
5 | To re-elect John Buchanan as a Director of BHP Billiton Limited and BHP Billiton Plc (an ordinary resolution) | |||
Þ | Total number of proxy votes exercisable by all proxies validly appointed | 1,478,847,782 | 1,359,858,133 | |
Þ | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
¨ | was to vote for the resolution | 1,416,499,357 | 1,358,275,684 | |
¨ | was to vote against the resolution | 14,724,053 | 1,427,915 | |
¨ | was to abstain on the resolution | 3,803,507 | 639,715 | |
¨ | may vote at the proxy's discretion | 47,624,372 | 154,534 | |
6 | To re-elect Carlos Cordeiro as a Director of BHP Billiton Limited and BHP Billiton Plc (an ordinary resolution) | |||
Þ | Total number of proxy votes exercisable by all proxies validly appointed | 1,478,617,375 | 1,359,856,043 | |
Þ | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
¨ | was to vote for the resolution | 1,426,087,878 | 1,353,946,839 | |
¨ | was to vote against the resolution | 4,847,580 | 5,756,994 | |
¨ | was to abstain on the resolution | 4,041,721 | 641,805 | |
¨ | may vote at the proxy's discretion | 47,681,917 | 152,210 | |
7 | To re-elect David Crawford as a Director of BHP Billiton Limited and BHP Billiton Plc (an ordinary resolution) | |||
Þ | Total number of proxy votes exercisable by all proxies validly appointed | 1,478,682,254 | 1,359,854,774 | |
Þ | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
¨ | was to vote for the resolution | 1,424,041,625 | 1,347,137,527 | |
¨ | was to vote against the resolution | 7,013,958 | 12,565,213 | |
¨ | was to abstain on the resolution | 3,987,637 | 643,074 | |
¨ | may vote at the proxy's discretion | 47,626,671 | 152,034 | |
8 | To re-elect Carolyn Hewson as a Director of BHP Billiton Limited and BHP Billiton Plc (an ordinary resolution) | |||
Þ | Total number of proxy votes exercisable by all proxies validly appointed | 1,478,024,062 | 1,359,869,294 | |
Þ | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
¨ | was to vote for the resolution | 1,425,103,977 | 1,359,246,968 | |
¨ | was to vote against the resolution | 5,428,438 | 469,292 | |
¨ | was to abstain on the resolution | 4,644,898 | 627,704 | |
¨ | may vote at the proxy's discretion | 47,491,647 | 153,034 | |
9 | To re-elect Marius Kloppers as a Director of BHP Billiton Limited and BHP Billiton Plc (an ordinary resolution) | |||
Þ | Total number of proxy votes exercisable by all proxies validly appointed | 1,479,234,988 | 1,359,870,323 | |
Þ | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
¨ | was to vote for the resolution | 1,427,062,908 | 1,359,418,930 | |
¨ | was to vote against the resolution | 4,788,976 | 299,809 | |
¨ | was to abstain on the resolution | 3,434,779 | 627,525 | |
¨ | may vote at the proxy's discretion | 47,383,104 | 151,584 | |
10 | To re-elect Wayne Murdy as a Director of BHP Billiton Limited and BHP Billiton Plc (an ordinary resolution) | |||
Þ | Total number of proxy votes exercisable by all proxies validly appointed | 1,478,753,438 | 1,348,332,930 | |
Þ | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
¨ | was to vote for the resolution | 1,427,480,957 | 1,346,746,074 | |
¨ | was to vote against the resolution | 3,539,936 | 1,434,822 | |
¨ | was to abstain on the resolution | 3,917,765 | 12,164,917 | |
¨ | may vote at the proxy's discretion | 47,732,545 | 152,034 | |
11 | To re-elect Keith Rumble as a Director of BHP Billiton Limited and BHP Billiton Plc (an ordinary resolution) | |||
Þ | Total number of proxy votes exercisable by all proxies validly appointed | 1,478,851,825 | 1,356,098,835 | |
Þ | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
¨ | was to vote for the resolution | 1,427,946,223 | 1,355,651,994 | |
¨ | was to vote against the resolution | 3,195,710 | 294,807 | |
¨ | was to abstain on the resolution | 3,820,542 | 644,525 | |
¨ | may vote at the proxy's discretion | 47,709,892 | 152,034 | |
12 | To re-elect John Schubert as a Director of BHP Billiton Limited and BHP Billiton Plc (an ordinary resolution) | |||
Þ | Total number of proxy votes exercisable by all proxies validly appointed | 1,479,057,836 | 1,359,853,001 | |
Þ | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
¨ | was to vote for the resolution | 1,426,568,907 | 1,349,549,016 | |
¨ | was to vote against the resolution | 4,728,761 | 10,152,451 | |
¨ | was to abstain on the resolution | 3,614,531 | 644,847 | |
¨ | may vote at the proxy's discretion | 47,760,168 | 151,534 | |
13 | To re-elect Jacques Nasser as a Director of BHP Billiton Limited and BHP Billiton Plc (an ordinary resolution) | |||
Þ | Total number of proxy votes exercisable by all proxies validly appointed | 1,479,133,169 | 1,359,856,494 | |
Þ | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
¨ | was to vote for the resolution | 1,426,879,265 | 1,356,812,626 | |
¨ | was to vote against the resolution | 4,764,226 | 2,895,729 | |
¨ | was to abstain on the resolution | 3,515,497 | 640,254 | |
¨ | may vote at the proxy's discretion | 47,489,678 | 148,139 | |
14 | To reappoint KPMG Audit Plc as the auditor of BHP Billiton Plc (an ordinary resolution) | |||
Þ | Total number of proxy votes exercisable by all proxies validly appointed | 1,479,128,140 | 1,356,539,990 | |
Þ | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
¨ | was to vote for the resolution | 1,427,260,014 | 1,354,260,936 | |
¨ | was to vote against the resolution | 4,209,640 | 2,127,745 | |
¨ | was to abstain on the resolution | 3,520,112 | 3,957,439 | |
¨ | may vote at the proxy's discretion | 47,658,486 | 151,309 | |
15 | To renew the general authority to issue shares in BHP Billiton Plc (an ordinary resolution) | |||
Þ | Total number of proxy votes exercisable by all proxies validly appointed | 1,478,386,054 | 1,359,897,852 | |
Þ | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
¨ | was to vote for the resolution | 1,411,917,635 | 1,268,070,486 | |
¨ | was to vote against the resolution | 18,738,733 | 91,681,082 | |
¨ | was to abstain on the resolution | 4,251,906 | 599,996 | |
¨ | may vote at the proxy's discretion | 47,729,686 | 146,284 | |
16 | To approve the authority to issue shares in BHP Billiton Plc for cash (a special resolution) | |||
Þ | Total number of proxy votes exercisable by all proxies validly appointed | 1,478,137,703 | 1,359,335,575 | |
Þ | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
¨ | was to vote for the resolution | 1,416,042,628 | 1,280,119,203 | |
¨ | was to vote against the resolution | 14,442,071 | 79,071,253 | |
¨ | was to abstain on the resolution | 4,506,986 | 1,162,273 | |
¨ | may vote at the proxy's discretion | 47,653,004 | 145,119 | |
17 | To approve the repurchase of shares in BHP Billiton Plc (a special resolution) | |||
Þ | Total number of proxy votes exercisable by all proxies validly appointed | 1,476,566,623 | 1,359,925,527 | |
Þ | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
¨ | was to vote for the resolution | 1,418,413,361 | 1,354,045,646 | |
¨ | was to vote against the resolution | 10,443,790 | 5,735,301 | |
¨ | was to abstain on the resolution | 6,089,285 | 572,181 | |
¨ | may vote at the proxy's discretion | 47,709,472 | 144,580 | |
18 | To approve the 2011 Remuneration Report (a non-binding ordinary resolution) | |||
Þ | Total number of proxy votes exercisable by all proxies validly appointed | 1,454,065,767 | 1,352,340,024 | |
Þ | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
¨ | was to vote for the resolution | 1,391,541,410 | 1,307,431,542 | |
¨ | was to vote against the resolution | 49,997,283 | 44,833,275 | |
¨ | was to abstain on the resolution | 9,613,468 | 8,056,415 | |
¨ | may vote at the proxy's discretion | 12,527,074 | 75,207 | |
19 | To approve termination benefits for Group Management Committee members (an ordinary resolution) | |||
Þ | Total number of proxy votes exercisable by all proxies validly appointed | 1,456,935,516 | 1,359,332,779 | |
Þ | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
¨ | was to vote for the resolution | 1,407,195,254 | 1,354,779,676 | |
¨ | was to vote against the resolution | 37,120,525 | 4,475,896 | |
¨ | was to abstain on the resolution | 7,444,414 | 1,073,315 | |
¨ | may vote at the proxy's discretion | 12,619,737 | 77,207 | |
20 | To approve the grant of awards to Marius Kloppers under the GIS and the LTIP (an ordinary resolution) | |||
Þ | Total number of proxy votes exercisable by all proxies validly appointed | 1,457,293,462 | 1,359,286,731 | |
Þ | Total number of proxy votes in respect of which the appointments specified that the proxy - | |||
¨ | was to vote for the resolution | 1,392,569,094 | 1,346,781,532 | |
¨ | was to vote against the resolution | 52,182,169 | 12,429,992 | |
¨ | was to abstain on the resolution | 7,217,713 | 1,075,867 | |
¨ | may vote at the proxy's discretion | 12,542,199 | 75,207 | |
APPENDIX 2
Additional Information
For the purposes of section 341 of the United Kingdom 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 20 October 2011) are:
Item of Business | Votes cast %* | |
1 | Receipt of the Financial Statements and Reports for BHP Billiton Plc and BHP Billiton Limited for the year ended 30 June 2011 | 63.66 |
2 | Election of Lindsay Maxsted as a Director of each of BHP Billiton Plc and BHP Billiton Limited | 63.67 |
3 | Election of Shriti Vadera as a Director of each of BHP Billiton Plc and BHP Billiton Limited | 63.67 |
4 | Re-election of Malcolm Broomhead as a Director of each of BHP Billiton Plc and BHP Billiton Limited | 63.67 |
5 | Re-election of John Buchanan as a Director of each of BHP Billiton Plc and BHP Billiton Limited | 63.67 |
6 | Re-election of Carlos Cordeiro as a Director of each of BHP Billiton Plc and BHP Billiton Limited | 63.67 |
7 | Re-election of David Crawford as a Director of each of BHP Billiton Plc and BHP Billiton Limited | 63.67 |
8 | Re-election of Carolyn Hewson as a Director of each of BHP Billiton Plc and BHP Billiton Limited | 63.67 |
9 | Re-election of Marius Kloppers as a Director of each of BHP Billiton Plc and BHP Billiton Limited | 63.67 |
10 | Re-election of Wayne Murdy as a Director of each of BHP Billiton Plc and BHP Billiton Limited | 63.13 |
11 | Re-election of Keith Rumble as a Director of each of BHP Billiton Plc and BHP Billiton Limited | 63.49 |
12 | Re-election of John Schubert as a Director of each of BHP Billiton Plc and BHP Billiton Limited | 63.67 |
13 | Re-election of Jacques Nasser as a Director of each of BHP Billiton Plc and BHP Billiton Limited | 63.67 |
14 | Re-appointment of KPMG Audit Plc as auditor of BHP Billiton Plc | 63.51 |
15 | Renewal of the general authority to issue shares in BHP Billiton Plc | 63.67 |
16 | Renewal of the right to issue shares in BHP Billiton Plc for cash | 63.64 |
17 | Approval of the repurchase of shares in BHP Billiton Plc | 63.67 |
18 | Approval of the 2011 Remuneration Report | 63.31 |
19 | Approval of termination benefits for Group Management Committee Members | 63.63 |
20 | Approval of the grant of awards to Marius Kloppers under the Group Incentive Scheme and Long Term Incentive Scheme | 63.64 |
\* 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 thefinal 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: 180 Lonsdale 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
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