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Letter to shareholders
South32 Limited
(Incorporated in Australia under the Corporations Act, 2001)
(ACN 093 732 597)
JSE Share Code: S32
ISIN: AU000000S320
(“South32” or “the Company”)
LETTER TO SHAREHOLDERS
South32 Limited (ASX, LSE, JSE: S32) (South32): Enclosed is a copy of a letter being sent
today to shareholders who hold South32 shares on the Johannesburg Stock Exchange
(Annexure A).
Similar letters will be sent to shareholders who will hold South32 securities on either the
Australian Securities Exchange or the London Stock Exchange.
Nicole Duncan
Chief Legal Officer and Company Secretary
+61 8 9324 9000
Nicole.A.Duncan@South32.net
Further information on South32 Limited can be found at: www.South32.net.
Registered Office: Level 35, 108 St Georges Terrace Perth Western Australia 6000 Australia
ABN 84 093 732 597 Registered in Australia
Annexure A
Shareholder Reference Number (SRN)
Dear Shareholder,
Demerger of South32 Limited (“South32”) by BHP Billiton Limited and BHP Billiton Plc
(collectively “BHP Billiton”)
On behalf of the Board of South32, I am pleased to welcome you as a shareholder. This letter
contains information about the recently completed Demerger of South32 from BHP Billiton and
your interest in South32.
South32 is a globally diversified metals and mining company with a portfolio of high quality
assets producing bauxite, alumina, aluminium, thermal and metallurgical coal, manganese,
nickel, silver, lead and zinc.
With operations spread across five countries and 27,000 employees and contractors, South32’s
focus is to maximise value for our shareholders by being a safe, lean, responsible and
predictable operator of our portfolio of high quality assets through a disciplined capital
management approach.
South32 will start life with a strong balance sheet, along with high quality, well maintained, cash
generative assets and highly talented people. We will work hard to maintain the trust of our
owners and partners as we seek to unlock the potential of our assets and grow value for our
shareholders and the communities in which we operate. We believe that our regional model will
enable us to improve our productivity and performance in a sustainable way. We will aim to
combine strong operational performance with financial discipline as we seek to increase
shareholder value.
Please note: Capitalised terms used in this letter have the meaning given to them in the
Shareholder Circular relating to the Demerger dated 16 March 2015, unless the context requires
otherwise.
Distribution Ratio and Timetable
The Demerger was effected through the distribution of one South32 Share for each BHP Billiton
Share held by Eligible Shareholders at the Record Date (in addition to retaining their existing
shares in BHP Billiton). A summary of the timetable is below:
Record Date Distribution Date
BHP Billiton Limited 20 May 2015 24 May 2015
BHP Billiton Plc 19 May 2015 25 May 2015
Confirmation of your South32 holding
Your certificate for the distribution of the new South32 Shares is enclosed. Please note the
Shareholder Reference Number (“SRN”) shown on your certificate should be regarded as
confidential and you should avoid disclosing it to anyone other than Computershare or your
stockbroker. Your certificate should be kept in a safe place.
South32 Shares held in certificated form will be required to be dematerialised in order to trade
such South32 Shares on the Johannesburg Stock Exchange. It is noted there are risks
associated with holding shares in certificated form, including the risk of loss or tainted scrip,
which are no longer covered by the JSE Guarantee Fund.
Tax Implications
Some information relating to the tax implications of the Demerger Dividend is contained within
Section 8 of the Shareholder Circular. In addition, information is available on the BHP Billiton
website at www.bhpbilliton.com/demerger.
It should be noted that the information provided does not take into account the individual
circumstances of particular shareholders and does not constitute tax advice. It is intended as a
general guide only and shareholders should seek independent professional advice on the tax
implications of the Demerger distribution based on their individual circumstances.
Your Shareholder Information
Some personal information recorded on the BHP Billiton Plc register at the distribution Record
Date has been applied to your South32 Shares which you have received from the Demerger.
This information includes, but is not limited to, direct credit banking instructions (for use in
connection with dividends) and email addresses, including communication elections.
Tax File Numbers for BHP Billiton Limited and dividend currency elections for the BHP Billiton
Plc UK Share Register (for CREST and Certificated Shareholders) have not been carried over to
the respective South32 register (and will not be used post the Demerger on the South32 register)
- these will need to be updated.
The personal information applied to your account can be viewed online at
www.computershare.com. You will need your SRN, located at the top of this letter, to access or
update any details by contacting Computershare or provide your updated details in writing.
Holder Enquiries
If you have any enquiry with respect to the above or your holding, please contact our share
registry, Computershare, on 011 373 0033 (within South Africa) or +27 11 373 0033 (outside
South Africa).
In closing, let me once again welcome you as a shareholder in South32. You can be assured
that the Board and senior executive team, and indeed everyone working within South32, are
focused on delivering value to our shareholders, and we will keep you informed of our progress.
Yours faithfully
David Crawford
Chairman
South32 Limited
26 May 2015
JSE sponsor: UBS South Africa (Pty) Limited
Date: 26/05/2015 09:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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