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BHP Billiton 2014 AGM Results
BHP Billiton Plc
Registration number 3196209
Registered in England and Wales
Share code: BIL
ISIN: GB0000566504
BHP Billiton Limited BHP Billiton Plc
171 Collins Street Neathouse Place
Melbourne Victoria 3000 Australia London SW1V 1LH UK
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
20 November 2014
To: Australian Securities Exchange cc: New York Stock Exchange
London 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 Adelaide, Australia on 20 November 2014 and BHP Billiton Plc (“Plc”) held in
London, United Kingdom on 23 October 2014.
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.morningstar.co.uk/uk/NSM
Nicole Duncan
Company Secretary
Sponsor: Merrill Lynch South Africa Proprietary Limited
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
The poll results for BHP Billiton Limited and BHP Billiton Plc as follows:
Business Votes For Votes Against Votes Result
Abstained
1 To receive the 2014 Financial 2,902,959,021 22,960,634 32,100,522 CARRIED
Statements and Reports for BHP
Billiton (an ordinary resolution)
2 To reappoint KPMG LLP as the 2,919,625,617 9,425,257 28,924,824 CARRIED
auditor of BHP Billiton Plc (an
ordinary resolution)
3 To authorise the Risk and Audit 2,939,150,945 9,435,020 9,406,389 CARRIED
Committee to agree the
remuneration of the auditor of BHP
Billiton Plc (an ordinary resolution)
4 To renew the general authority to 2,900,805,255 47,819,466 9,393,259 CARRIED
issue shares in BHP Billiton Plc (an
ordinary resolution)
5 To approve the authority to issue 2,893,764,671 54,688,585 9,571,822 CARRIED
shares in BHP Billiton Plc for cash
(a special resolution)
6 To approve the repurchase of 2,943,726,359 5,558,990 8,689,950 CARRIED
shares in BHP Billiton Plc (a special
resolution)
7 To approve the Directors’ 2,844,932,846 82,327,976 29,834,918 CARRIED
remuneration policy (an ordinary
resolution)
8 To approve the 2014 Remuneration 2,891,877,939 52,026,500 13,161,811 CARRIED
Report other than the part
containing the Directors’
remuneration policy (a non-binding
ordinary resolution)
9 To approve the 2014 Remuneration 2,885,635,950 58,370,521 13,127,265 CARRIED
Report (a non-binding ordinary
resolution)
10 To approve leaving entitlements 2,884,580,432 59,809,924 13,213,709 CARRIED
(an ordinary resolution)
11 To approve grants to Andrew 2,840,719,369 87,312,188 29,928,012 CARRIED
Mackenzie (an ordinary resolution)
12 To elect Malcolm Brinded as a 2,939,064,457 9,210,285 9,678,725 CARRIED
Director of BHP Billiton (an ordinary
resolution)
13 To re-elect Malcolm Broomhead as 2,943,309,644 5,308,955 9,403,988 CARRIED
a Director of BHP Billiton (an
ordinary resolution)
14 To re-elect Sir John Buchanan as a 2,918,044,269 30,494,086 9,489,155 CARRIED
Director of BHP Billiton (an ordinary
resolution)
15 To re-elect Carlos Cordeiro as a 2,917,164,367 31,450,764 9,410,732 CARRIED
Director of BHP Billiton (an ordinary
resolution)
16 To re-elect Pat Davies as a Director 2,938,594,474 10,012,883 9,415,231 CARRIED
of BHP Billiton (an ordinary
resolution)
17 To re-elect Carolyn Hewson as a 2,942,760,611 6,034,960 9,208,456 CARRIED
Director of BHP Billiton (an ordinary
resolution)
18 To re-elect Andrew Mackenzie as a 2,944,673,607 4,156,685 9,198,317 CARRIED
Director of BHP Billiton (an ordinary
resolution)
19 To re-elect Lindsay Maxsted as a 2,925,695,728 22,840,896 9,489,179 CARRIED
Director of BHP Billiton (an ordinary
resolution)
20 To re-elect Wayne Murdy as a 2,942,832,781 5,605,027 9,591,060 CARRIED
Director of BHP Billiton (an ordinary
resolution)
21 To re-elect Keith Rumble as a 2,943,722,092 4,967,775 9,339,001 CARRIED
Director of BHP Billiton (an ordinary
resolution)
22 To re-elect John Schubert as a 2,912,231,196 20,116,120 25,681,373 CARRIED
Director of BHP Billiton (an ordinary
resolution)
23 To re-elect Shriti Vadera as a 2,941,870,744 6,695,597 9,449,017 CARRIED
Director of BHP Billiton (an ordinary
resolution)
24 To re-elect Jac Nasser as a 2,938,743,569 10,168,874 9,311,382 CARRIED
Director of BHP Billiton (an ordinary
resolution)
25 To elect Ian Dunlop as a Director of 64,556,647 2,807,519,952 85,735,490 NOT
BHP Billiton (an ordinary resolution) CARRIED
APPENDIX 1
BHP Billiton Limited & BHP Billiton Plc - Final Proxy Position
Limited Plc
1 To receive the 2014 Financial Statements and Reports for BHP Billiton (an ordinary resolution)
- Total number of proxy votes exercisable 1,565,081,923 1,358,481,120
by all proxies validly appointed
- Total number of proxy votes in respect of which the appointments specified that the proxy -
* was to vote for the resolution 1,518,465,180 1,339,270,660
* was to vote against the resolution 4,364,127 18,594,069
* was to abstain on the resolution 27,231,829 4,843,052
* may vote at the proxy's discretion 42,252,616 616,391
2 To reappoint KPMG LLP as the auditor of BHP Billiton Plc (an ordinary resolution)
- Total number of proxy votes exercisable 1,584,820,069 1,341,870,862
by all proxies validly appointed
- Total number of proxy votes in respect of which the appointments specified that the proxy -
* was to vote for the resolution 1,538,550,331 1,335,922,563
* was to vote against the resolution 4,057,579 5,331,952
* was to abstain on the resolution 7,449,202 21,453,312
* may vote at the proxy's discretion 42,212,159 616,347
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 1,586,895,413 1,359,366,593
by all proxies validly appointed
- Total number of proxy votes in respect of which the appointments specified that the proxy -
* was to vote for the resolution 1,537,917,274 1,355,970,727
* was to vote against the resolution 6,618,210 2,779,299
* was to abstain on the resolution 5,390,944 3,957,582
* may vote at the proxy's discretion 42,359,929 616,567
4 To renew the general authority to issue shares in BHP Billiton Plc (an ordinary resolution)
- Total number of proxy votes exercisable 1,587,250,671 1,359,364,142
by all proxies validly appointed
- Total number of proxy votes in respect of which the appointments specified that the proxy -
* was to vote for the resolution 1,535,230,592 1,320,633,748
* was to vote against the resolution 9,696,981 38,113,550
* was to abstain on the resolution 5,061,708 3,960,033
* may vote at the proxy's discretion 42,323,098 616,844
5 To approve the authority to issue shares in BHP Billiton Plc for cash (a special resolution)
- Total number of proxy votes exercisable 1,587,083,239 1,359,372,375
by all proxies validly appointed
- Total number of proxy votes in respect of which the appointments specified that the proxy -
* was to vote for the resolution 1,531,582,048 1,317,264,229
* was to vote against the resolution 13,171,350 41,499,848
* was to abstain on the resolution 5,236,238 3,951,800
* may vote at the proxy's discretion 42,329,841 608,298
6 To approve the repurchase of shares in BHP Billiton Plc (a special resolution)
- Total number of proxy votes exercisable 1,587,563,718 1,359,409,741
by all proxies validly appointed
- Total number of proxy votes in respect of which the appointments specified that the proxy -
* was to vote for the resolution 1,540,486,421 1,357,935,425
* was to vote against the resolution 4,685,955 860,600
* was to abstain on the resolution 4,706,895 3,912,080
* may vote at the proxy's discretion 42,391,342 613,716
7 To approve the Directors’ remuneration policy (an ordinary resolution)
- Total number of proxy votes exercisable 1,574,688,175 1,351,444,280
by all proxies validly appointed
- Total number of proxy votes in respect of which the appointments specified that the proxy -
* was to vote for the resolution 1,504,002,241 1,297,675,024
* was to vote against the resolution 28,862,444 53,158,522
* was to abstain on the resolution 17,540,170 11,879,018
* may vote at the proxy's discretion 41,823,490 610,734
8 To approve the 2014 Remuneration Report other than the part containing the Directors’
remuneration policy (a non-binding ordinary resolution)
- Total number of proxy votes exercisable 1,583,784,135 1,359,007,012
by all proxies validly appointed
- Total number of proxy votes in respect of which the appointments specified that the proxy -
* was to vote for the resolution 1,515,409,493 1,333,035,805
* was to vote against the resolution 26,441,622 25,360,149
* was to abstain on the resolution 8,414,588 4,317,161
* may vote at the proxy's discretion 41,933,020 611,058
9 To approve the 2014 Remuneration Report (a non-binding ordinary resolution)
- Total number of proxy votes exercisable 1,583,891,578 1,359,005,177
by all proxies validly appointed
- Total number of proxy votes in respect of which the appointments specified that the proxy -
* was to vote for the resolution 1,513,748,444 1,328,365,054
* was to vote against the resolution 28,092,565 30,028,362
* was to abstain on the resolution 8,381,362 4,318,996
* may vote at the proxy's discretion 42,050,569 611,761
10 To approve leaving entitlements (an ordinary resolution)
* Total number of proxy votes exercisable 1,583,902,486 1,358,904,919
by all proxies validly appointed
- Total number of proxy votes in respect of which the appointments specified that the proxy -
* was to vote for the resolution 1,516,722,676 1,335,906,109
* was to vote against the resolution 25,269,890 22,374,268
* was to abstain on the resolution 8,368,103 4,419,255
* may vote at the proxy's discretion 41,909,920 624,542
11 To approve grants to Andrew Mackenzie (an ordinary resolution)
- Total number of proxy votes exercisable 1,575,055,981 1,351,212,378
by all proxies validly appointed
- Total number of proxy votes in respect of which the appointments specified that the proxy -
* was to vote for the resolution 1,500,173,202 1,296,529,930
* was to vote against the resolution 33,140,404 54,069,377
* was to abstain on the resolution 17,213,770 12,108,722
* may vote at the proxy's discretion 41,742,375 613,071
12 To elect Malcolm Brinded as a Director of BHP Billiton (an ordinary resolution)
- Total number of proxy votes exercisable 1,586,640,518 1,359,294,870
by all proxies validly appointed
- Total number of proxy votes in respect of which the appointments specified that the proxy -
* was to vote for the resolution 1,539,269,956 1,354,190,376
* was to vote against the resolution 4,733,043 4,492,571
* was to abstain on the resolution 5,609,196 4,028,954
* may vote at the proxy's discretion 42,637,519 611,923
13 To re-elect Malcolm Broomhead as a Director of BHP Billiton (an ordinary resolution)
- Total number of proxy votes exercisable 1,587,161,994 1,359,118,436
by all proxies validly appointed
- Total number of proxy votes in respect of which the appointments specified that the proxy -
* was to vote for the resolution 1,539,936,196 1,357,869,046
* was to vote against the resolution 4,663,073 634,532
* was to abstain on the resolution 5,155,297 4,205,738
* may vote at the proxy's discretion 42,562,725 614,858
14 To re-elect Sir John Buchanan as a Director of BHP Billiton (an ordinary resolution)
- Total number of proxy votes exercisable 1,587,069,483 1,359,128,325
by all proxies validly appointed
- Total number of proxy votes in respect of which the appointments specified that the proxy -
* was to vote for the resolution 1,521,441,728 1,351,299,350
* was to vote against the resolution 23,208,117 7,221,970
* was to abstain on the resolution 5,252,731 4,195,849
* may vote at the proxy's discretion 42,419,638 607,005
15 To re-elect Carlos Cordeiro as a Director of BHP Billiton (an ordinary resolution)
- Total number of proxy votes exercisable 1,587,004,664 1,359,269,170
by all proxies validly appointed
- Total number of proxy votes in respect of which the appointments specified that the proxy -
* was to vote for the resolution 1,517,413,299 1,354,317,471
* was to vote against the resolution 27,102,933 4,336,541
* was to abstain on the resolution 5,315,902 4,055,005
* may vote at the proxy's discretion 42,488,432 615,158
16 To re-elect Pat Davies as a Director of BHP Billiton (an ordinary resolution)
- Total number of proxy votes exercisable 1,586,960,169 1,359,306,246
by all proxies validly appointed
- Total number of proxy votes in respect of which the appointments specified that the proxy -
* was to vote for the resolution 1,534,723,434 1,358,383,950
* was to vote against the resolution 9,702,357 307,438
* was to abstain on the resolution 5,357,302 4,017,929
* may vote at the proxy's discretion 42,534,378 614,858
17 To re-elect Carolyn Hewson as a Director of BHP Billiton (an ordinary resolution)
- Total number of proxy votes exercisable 1,587,329,087 1,359,125,937
by all proxies validly appointed
- Total number of proxy votes in respect of which the appointments specified that the proxy -
* was to vote for the resolution 1,539,616,719 1,357,975,657
* was to vote against the resolution 5,481,957 535,422
* was to abstain on the resolution 4,969,643 4,198,238
* may vote at the proxy's discretion 42,230,411 614,858
18 To re-elect Andrew Mackenzie as a Director of BHP Billiton (an ordinary resolution)
- Total number of proxy votes exercisable 1,587,337,529 1,359,131,062
by all proxies validly appointed
- Total number of proxy votes in respect of which the appointments specified that the proxy -
* was to vote for the resolution 1,541,005,935 1,358,180,557
* was to vote against the resolution 3,809,316 342,753
* was to abstain on the resolution 4,985,783 4,193,113
* may vote at the proxy's discretion 42,522,278 607,752
19 To re-elect Lindsay Maxsted as a Director of BHP Billiton (an ordinary resolution)
- Total number of proxy votes exercisable 1,587,074,443 1,359,122,884
by all proxies validly appointed
- Total number of proxy votes in respect of which the appointments specified that the proxy -
* was to vote for the resolution 1,522,987,621 1,357,227,427
* was to vote against the resolution 21,547,988 1,279,902
* was to abstain on the resolution 5,246,368 4,200,986
* may vote at the proxy's discretion 42,538,834 615,555
20 To re-elect Wayne Murdy as a Director of BHP Billiton (an ordinary resolution)
- Total number of proxy votes exercisable 1,586,971,487 1,359,127,948
by all proxies validly appointed
- Total number of proxy votes in respect of which the appointments specified that the proxy -
* was to vote for the resolution 1,539,493,951 1,357,966,662
* was to vote against the resolution 5,033,591 545,253
* was to abstain on the resolution 5,352,084 4,196,227
* may vote at the proxy's discretion 42,443,945 616,033
21 To re-elect Keith Rumble as a Director of BHP Billiton (an ordinary resolution)
- Total number of proxy votes exercisable 1,587,041,948 1,359,309,547
by all proxies validly appointed
- Total number of proxy votes in respect of which the appointments specified that the proxy -
* was to vote for the resolution 1,539,881,974 1,358,375,179
* was to vote against the resolution 4,643,337 319,510
* was to abstain on the resolution 5,281,623 4,014,628
* may vote at the proxy's discretion 42,516,637 614,858
22 To re-elect John Schubert as a Director of BHP Billiton (an ordinary resolution)
- Total number of proxy votes exercisable 1,578,657,107 1,351,353,903
by all proxies validly appointed
- Total number of proxy votes in respect of which the appointments specified that the proxy -
* was to vote for the resolution 1,522,427,039 1,344,322,351
* was to vote against the resolution 13,695,723 6,415,798
* was to abstain on the resolution 13,666,285 11,970,272
* may vote at the proxy's discretion 42,534,345 615,754
23 To re-elect Shriti Vadera as a Director of BHP Billiton (an ordinary resolution)
- Total number of proxy votes exercisable 1,587,102,266 1,359,125,077
by all proxies validly appointed
- Total number of proxy votes in respect of which the appointments specified that the proxy -
* was to vote for the resolution 1,538,863,954 1,357,499,955
* was to vote against the resolution 5,668,290 1,013,642
* was to abstain on the resolution 5,207,664 4,199,098
* may vote at the proxy's discretion 42,570,022 611,480
24 To re-elect Jac Nasser as a Director of BHP Billiton (an ordinary resolution)
- Total number of proxy votes exercisable 1,587,443,691 1,359,130,662
by all proxies validly appointed
- Total number of proxy votes in respect of which the appointments specified that the proxy -
* was to vote for the resolution 1,537,984,564 1,354,989,740
* was to vote against the resolution 6,628,840 3,519,046
* was to abstain on the resolution 5,076,540 4,191,810
* may vote at the proxy's discretion 42,830,287 621,876
25 To elect Ian Dunlop as a Director of BHP Billiton (an ordinary resolution)
- Total number of proxy votes exercisable 1,568,783,066 1,301,050,044
by all proxies validly appointed
- Total number of proxy votes in respect of which the appointments specified that the proxy -
* was to vote for the resolution 48,199,098 15,999,963
* was to vote against the resolution 1,478,053,446 1,284,379,353
* was to abstain on the resolution 23,333,921 62,271,733
* may vote at the proxy's discretion 42,530,522 670,728
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 23 October 2014) are:
Item of Business Votes cast
%*
1 To receive the 2014 Financial Statements and Reports for BHP Billiton 64.32%
2 To reppoint KPMG LLP as the auditor of BHP Billiton Plc 63.53%
3 To authorise the Risk and Audit Committee to agree the remuneration
of the auditor of BHP Billiton Plc 64.36%
4 To renew the general authority to issue shares in BHP Billiton Plc 64.36%
5 To approve the authority to issue shares in BHP Billiton Plc for cash 64.36%
6 To approve the repurchase of shares in BHP Billiton Plc 64.37%
7 To approve the Directors’ remuneration policy 63.99%
8 To approve the 2014 Remuneration Report other than the part
containing the Directors’ remuneration policy 64.35%
9 To approve the 2014 Remuneration Report 64.35%
10 To approve leaving entitlements 64.34%
11 To approve grants to Andrew Mackenzie 63.98%
12 To elect Malcolm Brinded as a Director of BHP Billiton 64.36%
13 To re-elect Malcolm Broomhead as a Director of BHP Billiton 64.35%
14 To re-elect Sir John Buchanan as a Director of BHP Billiton 64.35%
15 To re-elect Carlos Cordeiro as a Director of BHP Billiton 64.36%
16 To re-elect Pat Davies as a Director of BHP Billiton 64.36%
17 To re-elect Carolyn Hewson as a Director of BHP Billiton 64.35%
18 To re-elect Andrew Mackenzie as a Director of BHP Billiton 64.35%
19 To re-elect Lindsay Maxsted as a Director of BHP Billiton 64.35%
20 To re-elect Wayne Murdy as a Director of BHP Billiton 64.35%
21 To re-elect Keith Rumble as a Director of BHP Billiton 64.36%
22 To re-elect John Schubert as a Director of BHP Billiton 63.98%
23 To re-elect Shriti Vadera as a Director of BHP Billiton 64.35%
24 To re-elect Jac Nasser as a Director of BHP Billiton 64.35%
25 To elect Ian Dunlop as a Director of BHP Billiton 61.60%
*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 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
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