Notice of Change of Interest - D Malchuk BHP Billiton Plc Registration number 3196209 Registered in England and Wales BHP Billiton Limited BHP Billiton Plc Share code: BIL 171 Collins Street Neathouse Place Melbourne Victoria 3000 Australia London SW1V 1LH UK ISIN: GB0000566504 GPO BOX 86 Tel +44 20 7802 4000 Melbourne Victoria 3001 Australia Fax + 44 20 7802 4111 Tel +61 1300 55 47 57 Fax +61 3 9609 3015 bhpbilliton.com bhpbilliton.com Company Secretariat 25 August 2014 To: Australian Securities Exchange cc: New York Stock Exchange London Stock Exchange JSE Limited Notification of Change of Interests of Persons Discharging Managerial Responsibility (Listing Rules & Disclosure and Transparency Rules of the UK Listing Authority) Name of entities BHP Billiton Limited BHP Billiton Plc ABN 49 004 028 077 REG NO 3196209 As part of a dual listed company structure, the Group voluntarily notifies all stock exchanges on which either BHP Billiton Limited or BHP Billiton Plc have primary or secondary listings, all those interests of directors and persons discharging managerial responsibilities of both entities in the securities of both entities (and changes to those interests) which are required to be disclosed under the Listing Rules and Disclosure and Transparency Rules of the United Kingdom Listing Authority and the Group’s Securities Dealing document. We (the entities) advise the following information under the UK Listing Authority Disclosure and Transparency Rule 3.1.4 and as agent for the person discharging managerial responsibilities in accordance with the Group’s Securities Dealing document. Name of person Mr D Malchuk discharging managerial responsibilities Date of last notice 20 December 2013 Date issuer informed of 22 August 2014 transaction Date and place of 21 August 2014 (Australian Securities Exchange). transaction BHP Billiton Limited ABN 49 004 028 077 BHP Billiton Plc Registration number 3196209 Registered in Australia Registered in England and Wales Registered Office: 171 Collins Street Melbourne Victoria 3000 Registered Office: Neathouse Place, London SW1V 1LH United Kingdom The BHP Billiton Group is headquartered in Australia Nature of transaction The acquisition of: • 6,884 ordinary shares in BHP Billiton Limited following the vesting of Deferred Shares granted under the 2012 Group Short Term Incentive Plan (GSTIP); and • 9,600 ordinary shares in BHP Billiton Limited following the vesting of Restricted Shares under the 2011 Management Award Plan (MAP). In addition, an on-market sale of 2,864 ordinary shares on the Australian Securities Exchange, made in order to meet expected tax obligations. Part 1 – Change of relevant interests in securities Included in this Part are: • in the case of a trust, interests in the trust made available by the responsible entity of the trust; • details of the circumstance giving rise to the relevant interest; • details and estimated valuation if the consideration is non-cash; and • changes in the relevant interest of Connected Persons of the director. Direct or indirect interest Direct Nature of indirect interest __ (including registered holder) Date of change 21 August 2014 No. of securities held prior 52,687 (direct) to change Class Ordinary Shares in BHP Billiton Limited Number acquired 16,484 Number disposed 2,864 Value/Consideration Vesting of 16,484 at nil cost Sale of 2,864 at $38.23 per share (average) No. of securities held after 66,307 (Direct) change Nature of change Please see “Nature of transaction” above. Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back Any additional information 2 Part 2 – Change of interests in contracts other than as described in Part 3 Included in this Part are: • only details of a contract in relation to which the interest has changed; and • details and estimated valuation if the consideration is non-cash. Detail of contract — Nature of interest — Name of registered holder — (if issued securities) No. and class of securities to which interest — related prior to change Interest acquired — Interest disposed — Value/Consideration — Interest after change — Part 3 – Change of interests in options or other rights granted by the entities Included in this Part are only details of options or other rights granted which have changed, save for the total number of securities over which options or other rights are held following this notification. Date of grant — Period during which or date on which — exercisable Total amount paid (if any) for the grant — Description of securities involved: — class; number Exercise price (if fixed at time of grant) or — indication that price is to be fixed at time of exercise 3 Part 3 – Change of interests in options or other rights granted by the entities (cont’d) Total number of securities over which options BHP Billiton Limited: or other rights held at the date of this notice 86,850 – maximum number of Performance Shares (ordinary shares of BHP Billiton Limited) under the LTIP 1,598 – maximum number of Deferred Shares (ordinary shares of BHP Billiton Limited) under the GIS 31,016 – maximum number of Transitional GMC Awards (over ordinary shares of BHP Billiton Limited) 8,577 – maximum number of Deferred Shares (over ordinary shares of BHP Billiton Limited) under the GSTIP 21,900 – maximum number of Restricted Shares (over ordinary shares of BHP Billiton Limited) under the MAP _______ 149,941 – Total Any additional information This notification is in respect of the vesting of Deferred Shares under the 2012 GSTIP, and Restricted Shares under the MAP. 4 Part 4 – Contact details Name of authorised officers responsible for Nicole Duncan – BHP Billiton Limited making this notification on behalf of the entities Geof Stapledon – BHP Billiton Plc Contact details Nicole Duncan Tel: +61 3 9609 2917 Fax: +61 3 9611 1044 Geof Stapledon Tel: +44 20 7802 4176 Fax: +44 20 7802 3054 Sponsor: Merrill Lynch South Africa Proprietary Limited 5 Date: 25/08/2014 07:05:00 Produced by the JSE SENS Department. 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