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BHP Billiton 2016 AGM Results
BHP Billiton Plc
Registration number 3196209
Registered in England and Wales
Share code: BIL
ISIN: GB0000566504
Group Governance
17 November 2016
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 held in Brisbane, Australia on 17 November 2016 and BHP Billiton Plc held in London, United
Kingdom on 20 October 2016.
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 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.
Rachel Agnew
Company Secretary
BHP Billiton Limited ABN 49 004 028 077 BHP Billiton Plc Registration number 319620
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 Votes Total Votes Votes Result
For Against Cast Abstained
1 To receive the 2016 2,947,815,753 26,002,077 2,973,817,830 35,582,995 CARRIED
Financial Statements and
Reports for BHP Billiton
(an ordinary resolution)
2 To reappoint KPMG LLP 2,974,814,310 26,624,445 3,001,438,755 7,942,553 CARRIED
as the auditor of BHP
Billiton Plc (an ordinary
resolution)
3 To authorise the Risk and 2,992,984,235 7,587,310 3,000,571,545 8,819,570 CARRIED
Audit Committee to agree
the remuneration of the
auditor of BHP Billiton Plc
(an ordinary resolution)
4 To renew the general 2,956,281,034 44,149,292 3,000,430,326 8,974,331 CARRIED
authority to issue shares in
BHP Billiton Plc (an
ordinary resolution)
5 To approve the authority to 2,946,333,659 53,971,014 3,000,304,673 9,097,950 CARRIED
issue shares in BHP
Billiton Plc for cash (a
special resolution)
6 To approve the repurchase 2,966,477,843 21,546,536 2,988,024,379 21,371,103 CARRIED
of shares in BHP Billiton
Plc (a special resolution)
7 To approve the 2016 2,961,724,687 32,843,292 2,994,567,979 14,415,364 CARRIED
Remuneration Report
other than the part
containing the Directors’
remuneration policy (a
non-binding ordinary
resolution)
8 To approve the 2016 2,918,363,462 78,162,550 2,996,526,012 12,391,694 CARRIED
Remuneration Report (a
non-binding ordinary
resolution)
9 To approve the grant to 2,902,422,882 93,150,408 2,995,573,290 13,803,863 CARRIED
the Executive Director (an
ordinary resolution)
10 To elect Ken MacKenzie 2,991,537,163 8,601,211 3,000,138,374 9,274,206 CARRIED
as a Director of BHP
Billiton (an ordinary
resolution)
11 To re-elect Malcolm 2,806,562,176 191,755,701 2,998,317,877 11,095,281 CARRIED
Brinded as a Director of
BHP Billiton (an ordinary
resolution)
Business Votes Votes Total Votes Votes Result
For Against Cast Abstained
12 To re-elect Malcolm 2,750,465,258 240,530,249 2,990,995,507 19,412,610 CARRIED
Broomhead as a Director
of BHP Billiton (an ordinary
resolution)
13 To re-elect Pat Davies as 2,807,065,728 192,978,297 3,000,044,025 9,362,231 CARRIED
a Director of BHP Billiton
(an ordinary resolution)
14 To re-elect Anita Frew as a 2,981,637,439 18,777,568 3,000,415,007 8,995,337 CARRIED
Director of BHP Billiton (an
ordinary resolution)
15 To re-elect Carolyn 2,931,740,226 68,998,644 3,000,738,870 8,654,182 CARRIED
Hewson as a Director of
BHP Billiton (an ordinary
resolution)
16 To re-elect Andrew 2,983,209,011 17,280,111 3,000,489,122 8,920,286 CARRIED
Mackenzie as a Director of
BHP Billiton (an ordinary
resolution)
17 To re-elect Lindsay 2,902,304,956 89,869,906 2,992,174,862 17,206,211 CARRIED
Maxsted as a Director of
BHP Billiton (an ordinary
resolution)
18 To re-elect Wayne Murdy 2,936,335,821 63,928,810 3,000,264,631 9,115,045 CARRIED
as a Director of BHP
Billiton (an ordinary
resolution)
19 To re-elect Shriti Vadera 2,925,180,891 75,094,793 3,000,275,684 9,133,480 CARRIED
as a Director of BHP
Billiton (an ordinary
resolution)
20 To re-elect Jac Nasser as 2,887,924,683 112,662,969 3,000,587,652 8,814,670 CARRIED
a Director of BHP Billiton
(an ordinary resolution)
Appendix 1
BHP Billiton Limited & BHP Billiton Plc - Final Proxy Position
Limited Plc
1 To receive the 2016 Financial Statements and Reports for BHP Billiton (an ordinary resolution)
* Total number of proxy votes exercisable by all proxies validly 1,544,018,585 1,423,094,745
appointed
* Total number of proxy votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,497,507,196 1,407,838,380
- was to vote against the resolution 10,827,794 15,103,067
- was to abstain on the resolution 31,899,403 3,667,236
- may vote at the proxy's discretion 35,683,595 153,298
2 To reappoint KPMG LLP as the auditor of BHP Billiton Plc (an ordinary resolution)
* Total number of proxy votes exercisable by all proxies validly 1,571,211,062 1,423,521,529
appointed
* Total number of proxy votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,527,407,492 1,404,863,112
- was to vote against the resolution 8,050,852 18,504,591
- was to abstain on the resolution 4,685,408 3,240,453
- may vote at the proxy's discretion 35,752,718 153,826
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 by all proxies validly 1,570,432,707 1,423,455,091
appointed
* Total number of proxy votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,528,722,352 1,421,733,029
- was to vote against the resolution 5,954,228 1,560,276
- was to abstain on the resolution 5,477,689 3,306,391
- may vote at the proxy's discretion 35,756,127 161,786
4 To renew the general authority to issue shares in BHP Billiton Plc (an ordinary resolution)
* Total number of proxy votes exercisable by all proxies validly 1,570,285,097 1,423,469,738
appointed
* Total number of proxy votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,525,324,546 1,389,113,261
Limited Plc
- was to vote against the resolution 9,576,795 34,195,548
- was to abstain on the resolution 5,638,772 3,292,244
- may vote at the proxy's discretion 35,383,756 160,929
5 To approve the authority to issue shares in BHP Billiton Plc for cash (a special resolution)
* Total number of proxy votes exercisable by all proxies validly 1,570,183,066 1,423,447,661
appointed
* Total number of proxy votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,524,340,939 1,379,767,948
- was to vote against the resolution 10,374,198 43,524,762
- was to abstain on the resolution 5,738,770 3,314,320
- may vote at the proxy's discretion 35,467,929 154,951
6 To approve the repurchase of shares in BHP Billiton Plc (a special resolution)
* Total number of proxy votes exercisable by all proxies validly 1,567,778,724 1,413,548,364
appointed
* Total number of proxy votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,527,141,224 1,396,982,575
- was to vote against the resolution 5,065,722 16,404,800
- was to abstain on the resolution 8,135,971 13,213,617
- may vote at the proxy's discretion 35,571,778 160,989
7 To approve the 2016 Remuneration Report other than the part containing the Directors’ remuneration
policy (a non-binding ordinary resolution)
* Total number of proxy votes exercisable by all proxies validly 1,568,209,291 1,420,413,285
appointed
* Total number of proxy votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,514,312,437 1,406,634,932
- was to vote against the resolution 19,038,712 13,624,570
- was to abstain on the resolution 7,701,160 6,348,093
- may vote at the proxy's discretion 34,858,142 153,783
8 To approve the 2016 Remuneration Report (a non-binding ordinary resolution)
* Total number of proxy votes exercisable by all proxies validly 1,567,846,088 1,422,736,358
appointed
* Total number of proxy votes in respect of which the appointments specified that the proxy -
Limited Plc
- was to vote for the resolution 1,506,935,751 1,371,051,632
- was to vote against the resolution 26,208,680 51,534,105
- was to abstain on the resolution 8,006,465 4,025,623
- may vote at the proxy's discretion 34,701,657 150,621
9 To approve the grant to the Executive Director (an ordinary resolution)
* Total number of proxy votes exercisable by all proxies validly 1,568,010,704 1,420,899,646
appointed
* Total number of proxy votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,496,465,003 1,365,379,374
- was to vote against the resolution 37,357,775 55,367,822
- was to abstain on the resolution 7,895,298 5,861,149
- may vote at the proxy's discretion 34,187,926 152,450
10 To elect Ken MacKenzie as a Director of BHP Billiton (an ordinary resolution)
* Total number of proxy votes exercisable by all proxies validly 1,570,331,572 1,423,119,365
appointed
* Total number of proxy votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,528,875,333 1,420,106,729
- was to vote against the resolution 5,730,311 2,858,259
- was to abstain on the resolution 5,596,170 3,642,617
- may vote at the proxy's discretion 35,725,928 154,377
11 To re-elect Malcolm Brinded as a Director of BHP Billiton (an ordinary resolution)
* Total number of proxy votes exercisable by all proxies validly 1,569,205,192 1,422,441,793
appointed
* Total number of proxy votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,395,406,341 1,370,024,407
- was to vote against the resolution 138,150,793 52,264,009
- was to abstain on the resolution 6,723,128 4,320,189
- may vote at the proxy's discretion 35,648,058 153,377
12 To re-elect Malcolm Broomhead as a Director of BHP Billiton (an ordinary resolution)
* Total number of proxy votes exercisable by all proxies validly 1,571,487,247 1,412,838,034
appointed
* Total number of proxy votes in respect of which the appointments specified that the proxy -
Limited Plc
- was to vote for the resolution 1,350,235,359 1,359,721,908
- was to vote against the resolution 185,551,969 52,960,589
- was to abstain on the resolution 5,436,032 13,923,948
- may vote at the proxy's discretion 35,699,919 155,537
13 To re-elect Pat Davies as a Director of BHP Billiton (an ordinary resolution)
* Total number of proxy votes exercisable by all proxies validly 1,570,547,432 1,422,827,401
appointed
* Total number of proxy votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,395,171,781 1,370,714,614
- was to vote against the resolution 139,691,187 51,958,510
- was to abstain on the resolution 5,373,986 3,934,581
- may vote at the proxy's discretion 35,684,464 154,277
14 To re-elect Anita Frew as a Director of BHP Billiton (an ordinary resolution)
* Total number of proxy votes exercisable by all proxies validly 1,570,615,012 1,423,132,303
appointed
* Total number of proxy votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,522,281,096 1,416,908,448
- was to vote against the resolution 12,657,264 6,071,128
- was to abstain on the resolution 5,310,494 3,629,679
- may vote at the proxy's discretion 35,676,652 152,727
15 To re-elect Carolyn Hewson as a Director of BHP Billiton (an ordinary resolution)
* Total number of proxy votes exercisable by all proxies validly 1,570,930,725 1,423,135,883
appointed
* Total number of proxy votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,478,331,797 1,411,557,403
- was to vote against the resolution 56,868,521 11,425,803
- was to abstain on the resolution 4,977,489 3,626,099
- may vote at the proxy's discretion 35,730,407 152,677
16 To re-elect Andrew Mackenzie as a Director of BHP Billiton (an ordinary resolution)
* Total number of proxy votes exercisable by all proxies validly 1,570,678,769 1,423,136,026
appointed
* Total number of proxy votes in respect of which the appointments specified that the proxy -
Limited Plc
- was to vote for the resolution 1,524,052,124 1,416,916,224
- was to vote against the resolution 10,971,577 6,064,525
- was to abstain on the resolution 5,245,801 3,625,956
- may vote at the proxy's discretion 35,655,068 155,277
17 To re-elect Lindsay Maxsted as a Director of BHP Billiton (an ordinary resolution)
* Total number of proxy votes exercisable by all proxies validly 1,568,236,955 1,417,302,173
appointed
* Total number of proxy votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,462,045,270 1,398,364,347
- was to vote against the resolution 70,389,076 18,784,367
- was to abstain on the resolution 7,691,425 9,459,809
- may vote at the proxy's discretion 35,802,609 153,459
18 To re-elect Wayne Murdy as a Director of BHP Billiton (an ordinary resolution)
* Total number of proxy votes exercisable by all proxies validly 1,570,494,701 1,423,133,368
appointed
* Total number of proxy votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,477,567,616 1,416,899,552
- was to vote against the resolution 57,164,061 6,067,469
- was to abstain on the resolution 5,432,282 3,628,614
- may vote at the proxy's discretion 35,763,024 166,347
19 To re-elect Shriti Vadera as a Director of BHP Billiton (an ordinary resolution)
* Total number of proxy votes exercisable by all proxies validly 1,570,480,591 1,423,125,901
appointed
* Total number of proxy votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,477,531,231 1,405,861,870
- was to vote against the resolution 57,278,482 17,111,538
- was to abstain on the resolution 5,443,735 3,636,081
- may vote at the proxy's discretion 35,670,878 152,493
20 To re-elect Jac Nasser as a Director of BHP Billiton (an ordinary resolution)
* Total number of proxy votes exercisable by all proxies validly 1,570,786,221 1,423,129,250
appointed
* Total number of proxy votes in respect of which the appointments specified that the proxy -
Limited Plc
- was to vote for the resolution 1,457,031,876 1,389,785,592
- was to vote against the resolution 78,123,186 33,185,945
- was to abstain on the resolution 5,131,264 3,632,731
- may vote at the proxy's discretion 35,631,159 157,713
APPENDIX 2
Additional Information
For the purposes of section 341 of the United Kingdom’s Companies Act 2006 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 2016) are:
Item of Business Votes cast
%*
1 To receive the 2016 Financial Statements and Reports for BHP Billiton 67.38%
2 To reappoint KPMG LLP as the auditor of BHP Billiton Plc 67.40%
3 To authorise the Risk and Audit Committee to agree the remuneration of the
auditor of BHP Billiton Plc 67.40%
4 To renew the general authority to issue shares in BHP Billiton Plc 67.40%
5 To approve the authority to issue shares in BHP Billiton Plc for cash 67.40%
6 To approve the repurchase of shares in BHP Billiton Plc 66.93%
7 To approve the 2016 Remuneration Report other than the part containing the
Directors’ remuneration policy 67.25%
8 To approve the 2016 Remuneration Report 67.36%
9 To approve the grant to the Executive Director 67.28%
10 To elect Ken MacKenzie as a Director of BHP Billiton 67.38%
11 To re-elect Malcolm Brinded as a Director of BHP Billiton 67.35%
12 To re-elect Malcolm Broomhead as a Director of BHP Billiton 66.89%
13 To re-elect Pat Davies as a Director of BHP Billiton 67.37%
14 To re-elect Anita Frew as a Director of BHP Billiton 67.38%
15 To re-elect Carolyn Hewson as a Director of BHP Billiton 67.38%
16 To re-elect Andrew Mackenzie as a Director of BHP Billiton 67.38%
17 To re-elect Lindsay Maxsted as a Director of BHP Billiton 67.11%
18 To re-elect Wayne Murdy as a Director of BHP Billiton 67.38%
19 To re-elect Shriti Vadera as a Director of BHP Billiton 67.38%
20 To re-elect Jac Nasser as a Director of BHP Billiton 67.38%
*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.
Sponsor: UBS South Africa (Pty) 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
Date: 17/11/2016 09:05:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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