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BHP BILLITON PLC - Appointment of South32 Non-Executive Directors

Release Date: 07/04/2015 07:05
Code(s): BIL     PDF:  
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Appointment of South32 Non-Executive Directors

BHP Billiton Plc
Registration number 3196209
Registered in England and Wales
Share code: BIL
ISIN: GB0000566504


NEWS RELEASE
Release Time IMMEDIATE
Date            7 April 2015
Number          06/15



  THIS IS NOT A PROSPECTUS. YOUR ATTENTION IS DRAWN TO THE IMPORTANT
                         INFORMATION ON PAGE 5.


           APPOINTMENT OF SOUTH32 NON-EXECUTIVE DIRECTORS
BHP Billiton has announced four additional appointments to the Board of Directors of
South32. These Non-executive Director appointments are subject to shareholder approval
for its proposed demerger of global metals and mining company South32.

The new Non-executive Director appointments are Frank Cooper, Peter Kukielski, Futhi
Mtoba and Wayne Osborn. They will join the Chairman Elect, David Crawford and the three
previously announced Board members, Graham Kerr (Chief Executive Officer Elect and
Executive Director), Keith Rumble (Independent Non-executive Director) and Xolani
Mkhwanazi (Non-executive Director).

The initial composition of the South32 Board following the proposed demerger will reflect a
range of geographical backgrounds including Australia, South Africa and the United
Kingdom.

South32 Chairman Elect, David Crawford said “The addition of these four individuals to the
future South32 Board further enhances the extensive mining, exploration, commercial and
financial experience of our Board. The appointments bring broad international business
experience across multiple industries with a particular focus on finance, processing and
mining.”

Frank Cooper has more than 35 years’ experience in the accounting profession,
specialising in the mining, energy and utilities sector, including most recently as a partner of
PricewaterhouseCoopers. Mr Cooper has served as a Director for Woodside Petroleum
Limited since February 2013. (Location: Australia).

Peter Kukielski was Executive-in-Residence at Warburg Pincus following a long career in
the mining industry establishing an exceptionally broad commodity understanding, most
recently as Chief Executive Mining at ArcelorMittal. (Location: United Kingdom).

Ntombifuthi (Futhi) Mtoba was Chairman of the Board at Deloitte Southern Africa, where
her industry specialisation was in financial services. Dr Mtoba is a past President of
Business Unity South Africa (BUSA) and a past member of the Board of United Global
Compact. Dr Mtoba’s numerous awards include Business Woman of the Year (Nedbank 
and Business Women’s Association, 2004) and International Woman of the Year
(Organisation of Women in International Trade, 2005). (Location: South Africa).

Wayne Osborn is currently a Director of Wesfarmers Limited, Iluka Resources Limited and
Alinta Holdings Limited and has 35 years of experience in the Australian mining, resources
and manufacturing sectors. Mr Osborn joined Alcoa in 1979 and worked in a variety of roles
and locations across the Australian business, prior to being appointed Managing Director,
Alcoa of Australia in 2001. (Location: Australia).

The BHP Billiton Board on 17 March 2015 recommended shareholders approve the
proposed demerger of South32 at the shareholder meetings to be held on 6 May 2015. If
shareholder approval is received, these Director appointments for South32 will take effect
from 7 May 2015.


Further information on BHP Billiton can be found at: www.bhpbilliton.com.


Biographies of Non-executive Directors
Frank Cooper AO
Age: 59
Education/Qualifications/Professional Affiliations
Bachelor of Commerce, University of Western Australia, FCA, FAICD
Non-executive Roles
2013–Present: Director, Woodside Petroleum Limited
2015 – Present: Director, St John of God Australia Limited
2005-2006: Director, Alinta Infrastructure Limited
Other Appointments:
Commissioner and Chairman, Insurance Commission of Western Australia
Member, Senate of the University of Western Australia
Chairman, University of Western Australia Strategic Resources Committee
Commissioner and Chairman, West Australian Football Commission
Trustee St John of God Health Care
Member, State Health Research Advisory Council
Professional Experience
2006-2012: Partner, PricewaterhouseCoopers
2002-2005: Partner, Ernst & Young
1991–2002 Office Managing Partner, Arthur Andersen
1987-2002: Partner, Arthur Andersen


Peter Kukielski
Age: 58
Education/Qualifications/Professional Affiliations
Master of Science (Construction Engineering and Management), Stanford University
Undergraduate Research Fellow, Massachusetts Institute of Technology
Bachelor of Science (Civil Engineering), University of Rhode Island
Professional Experience
2015-Present: Chief Executive, Anemka Resources (a Warburg Pincus portfolio company)
2014-2015: Executive-in-Residence, Warburg Pincus
2008–2013: Chief Executive Mining, ArcelorMittal
2006–2008: Executive Vice President and Chief Operating Officer, Teck Cominco Ltd
2005–2006: Executive Vice President and Chief Operating Officer, Falconbridge Limited (now
Glencore Canada Corporation)
2003–2005: Executive Vice President, Projects and Aluminium, Noranda Inc.
2001–2003: Senior Vice President, Projects, Noranda Inc.
1999–2001: Engineering and Commissioning Manager, Antamina Project, Rio Algom Ltd (now
BHP Billiton PLC)
1997–1999: Deputy Project Manager, Antamina Project and Engineering, Rio Algom Ltd (now
BHP Billiton PLC)


Futhi Mtoba
Age: 59
Education/Qualifications/Professional Affiliations
Chartered Accountant, South African Institute of Chartered Accountants (CA(SA))
Doctor of Commerce (Honoris Causa), University of Limpopo
Higher Diploma in Banking Law, Rand Afrikaans University
Baccalaureus Computationis, (Hons), UNISA
Bachelor of Arts (Economics) (Hons), UNISA
Bachelor of Arts, (Economics), University of Botswana & Swaziland
Non-executive Roles
Chair of Council, University of Pretoria
Trustee, Nelson Mandela Foundation
Trustee, National Education Collaboration Trust
Trustee, Allan Gray Orbis Foundation
Council Member, African Union Foundation
Director, NEPAD Business Foundation
Advisory Board Member, LeapFrog Investments Limited
Past appointments
President, Business Unity South Africa
National President, The Association for the Advancement of Black Accountants of Southern
Africa
Director, Public Investment Corporation Limited
Director, South Africa Institute of Chartered Accountants
Director, Independent Regulatory Board for Auditors
Chair and Trustee, WDB Trust
Professional Experience
2013 - 2014: Partner, Executive Office, Deloitte
2011-2013: Executive Chair, Deloitte Africa Board
2005- 2011: Executive Chair, Deloitte Southern Africa
2004-2005: Executive Deputy Chair, Deloitte Southern Africa
1998–2014: Partner, Financial Institutions Services Team, Deloitte & Touche South Africa
1992-1998: Various roles, Deloitte & Touche South Africa
1991-1992: Manager, Jeff Van Rooyen & Co (Accountants & Auditors)
1988-1991: Various roles, Deloitte & Touche South Africa
1982-1988: Various roles, Hoek & Wiehelm - W.L. Nkuhlu & Co (Accountants & Auditors)


Wayne Osborn
Age: 63
Education/Qualifications/Professional Affiliations
Master of Business Administration, Deakin University
Diploma Engineering (Electrical), Gordon Institute of Technology
Fellow of Australian Academy of Technological Sciences & Engineering
Fellow of the Explorers Club – New York
Member of the Institution of Engineers Australia
Fellow of the Australian Institute of Company Directors
Non-executive Roles
2010-Present: Director, Wesfarmers Limited
2010- Present: Director, Iluka Resources Limited
2011-Present: Director, Alinta Holdings Limited
2008- 2013: Director, Leighton Holdings Limited
2008-2012: Chairman, Thiess Pty Limited
Professional Experience
2001-2008: Managing Director, Alcoa of Australia
2006-2008: Vice President, Alcoa Inc.
2000-2001: Director Asia Pacific Region, Alcoa Inc.
1997-2000: Managing Director, Kaal Australia (JV Alcoa Inc. and Kobe Steel)
1994-1997: Works Manager, Wagerup Alumina Refinery, Alcoa of Australia
1993-1994: General Manager, Alcoa Rolled Products, Alcoa of Australia
1990-1993: Manufacturing Manager, Alcoa Rolled Products, Alcoa of Australia
1987-1990: Administration Manager, Portland Aluminium Smelter, Alcoa of Australia
1979-1987: Various roles, Alcoa of Australia
IMPORTANT INFORMATION

This announcement is not a prospectus or listing document in any jurisdiction but constitutes an
advertisement in relation to South32 Limited (“South32”) for the purposes of the UK Prospectus Rules.

Any investment decision in relation to South32 should be made only on the basis of the information
contained in the Listing Document for the relevant jurisdiction. The “Listing Documents”, which are
available, subject to applicable securities laws, on the BHP Billiton website at
www.bhpbilliton.com/demerger, comprise a prospectus which has been approved by the UK Listing
Authority in connection with the proposed admission of South32’s ordinary shares to the standard
listing segment of the Official List of the UK Financial Conduct Authority and to trading on the Main
Market for listed securities of London Stock Exchange plc, an information memorandum in connection
with South32’s application for the admission of its ordinary shares to listing on the Australian
Securities Exchange and a pre-listing statement in connection with South32’s application for the
admission of its ordinary shares to listing on the Johannesburg Stock Exchange. Subject to applicable
securities laws, shareholders may obtain printed copies of the Listing Document applicable to their
jurisdiction free of charge by calling the Shareholder Information Line (details set out in section 3.9 of
the Listing Documents).

Nothing in this announcement should be construed as either an offer to sell or a solicitation of an offer
to buy or sell BHP Billiton securities or securities in South32 in any jurisdiction, or be treated or relied
upon as a recommendation (other than the recommendation of the Board to vote in favour of the
resolution to approve the demerger at the shareholder meetings scheduled for 6 May 2015) or advice
by BHP Billiton.


Transaction sponsor: UBS South Africa (Pty) Limited

Media Relations                                                        Investor Relations

Australia                                                              Australia

Emily Perry                                                            Tara Dines
Tel: +61 3 9609 2800 Mobile: +61 477 325 803                           Tel: +61 3 9609 2222 Mobile: +61 499 249 005
email: Emily.Perry@bhpbilliton.com                                     email: Tara.Dines@bhpbilliton.com

Paul Hitchins                                                          Andrew Gunn
Tel: + 61 3 9609 2592 Mobile: + 61 419 315 001                         Tel: +61 3 9609 3575 Mobile: +61 402 087 354
email: Paul.Hitchins@bhpbilliton.com                                   email: Andrew.Gunn@bhpbilliton.com

Eleanor Nichols                                                        Peter Harris (South32)
Tel: +61 3 9609 2360 Mobile: +61 407 064 748                           Tel: +61 8 6321 9954 Mobile: +61 476 559 190
email: Eleanor.Nichols@bhpbilliton.com                                 email: peter.harris3@bhpbilliton.com

United Kingdom                                                         United Kingdom and South Africa

Ruban Yogarajah                                                        Jonathan Price
Tel: +44 20 7802 4033 Mobile: +44 7827 082 022                         Tel: +44 20 7802 4131 Mobile: +44 7990 527 726
email: Ruban.Yogarajah@bhpbilliton.com                                 email: Jonathan.H.Price@bhpbilliton.com

Jennifer White                                                         Dean Simon
Tel: +44 20 7802 7462 Mobile: +44 7827 253 764                         Tel: +44 20 7802 7461 Mobile: +44 7717 511 193
email: Jennifer.White@bhpbilliton.com                                  email: Dean.Simon@bhpbilliton.com

Americas                                                               Americas

Ruban Yogarajah                                                        James Agar
Tel: +44 20 7802 4033 Mobile: +44 7827 082 022                         Tel: +1 212 310 1421 Mobile: +1 347 882 3011
email: Ruban.Yogarajah@bhpbilliton.com                                 email: James.Agar@bhpbilliton.com

                                                                       Joseph Suarez
                                                                       Tel: +1 212 310 1422 Mobile: +1 646 400 3803
                                                                       email: Joseph.Suarez@bhpbilliton.com
BHP Billiton Limited ABN 49 004 028 077                                BHP Billiton Plc Registration number 3196209
Registered in Australia                                                Registered in England and Wales
Registered Office: Level 16, 171 Collins Street                        Registered Office: Neathouse Place
Melbourne Victoria 3000 Australia                                      London SW1V 1LH United Kingdom
Tel +61 1300 55 4757 Fax +61 3 9609 3015                               Tel +44 20 7802 4000 Fax +44 20 7802 4111
                                   Members of the BHP Billiton Group which is headquartered in Australia

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