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BHP 2020 AGM Results
BHP Group Plc
Registration number 3196209
Registered in England and Wales
Share code: BHP
ISIN: GB00BH0P3Z91
Group Governance
15 October 2020
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 meeting of shareholders of BHP Group
Limited held virtually in Australia on 14 October 2020 and at the meeting of shareholders of BHP Group Plc
held in London, United Kingdom on 15 October 2020.
As required by the Dual Listed Company Structure, a poll was conducted on each of the proposed
resolutions. Each resolution is a Joint Electorate Action. The poll results for BHP Group Limited and BHP
Group Plc are attached.
The final proxy position for each company is detailed in Appendix 1. The additional information required in
respect of BHP Group Plc by the United Kingdom Companies Act 2006 is provided in Appendix 2.
A copy of the resolutions passed at the closure of the poll today has been submitted the FCA National
Storage Mechanism and will shortly be available for inspection at:
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
Sponsor: UBS South Africa (Pty) Limited
Authorised for lodgement by:
Geof Stapledon
Company Secretary
BHP Group Limited ABN 49 004 028 077 BHP Group plc Registration number 3196209
LEI WZE1WSENV6JSZFK0JC28 LEI 549300C116EOWV835768
Registered in Australia Registered in England and Wales
Registered Office: Level 18, 171 Collins Street Registered Office: Nova South, 160 Victoria Street
Melbourne Victoria 3000 Australia London SW1E 5LB 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 Group which is headquartered in Australia
Business Votes % Votes % Total Votes Cast Abstentions(1) Result
For Against
1 To receive 2,909,809,359 99.95% 1,421,934 0.05% 2,911,231,293 41,872,041 CARRIED
the 2020
Financial
Statements
and Reports
for BHP
2 To reappoint 2,948,062,574 99.96% 1,312,123 0.04% 2,949,374,697 3,721,284 CARRIED
Ernst &
Young LLP as
the auditor of
BHP Group
Plc
3 To authorise 2,946,061,822 99.89% 3,224,567 0.11% 2,949,286,389 3,808,582 CARRIED
the Risk and
Audit
Committee to
agree the
remuneration
of the auditor
of BHP Group
Plc
4 To approve 2,914,047,872 98.80% 35,257,951 1.20% 2,949,305,823 3,797,477 CARRIED
the general
authority to
issue shares
in BHP Group
Plc
5 To approve 2,900,299,189 98.35% 48,755,406 1.65% 2,949,054,595 4,048,497 CARRIED
the authority
to allot equity
securities in
BHP Group
Plc for cash
6 To authorise 2,921,858,555 99.09% 26,930,764 0.91% 2,948,789,319 4,305,752 CARRIED
the
repurchase of
shares in
BHP Group
Plc
7 To approve 2,823,362,081 95.76% 125,102,055 4.24% 2,948,464,136 4,630,094 CARRIED
the 2020
Remuneration
Report other
than the part
containing the
Directors’
remuneration
policy
8 To approve 2,820,426,484 95.67% 127,706,024 4.33% 2,948,132,508 4,961,722 CARRIED
the 2020
Remuneration
Report
9 To approve 2,902,867,398 98.45% 45,600,204 1.55% 2,948,467,602 4,624,916 CARRIED
the grant to
the Executive
Director
Business Votes % Votes % Total Votes Cast Abstentions(1) Result
For Against
10 To approve 2,925,992,274 99.25% 22,070,407 0.75% 2,948,062,681 5,029,752 CARRIED
leaving
entitlements
11 To elect 2,900,015,830 98.36% 48,326,090 1.64% 2,948,341,920 4,764,141 CARRIED
Xiaoqun
Clever as a
Director of
BHP
12 To elect Gary 2,945,580,970 99.91% 2,677,171 0.09% 2,948,258,141 4,848,095 CARRIED
Goldberg as a
Director of
BHP
13 To elect Mike 2,946,383,840 99.93% 2,139,704 0.07% 2,948,523,544 4,582,917 CARRIED
Henry as a
Director of
BHP
14 To elect 2,940,990,647 99.75% 7,488,042 0.25% 2,948,478,689 4,626,554 CARRIED
Christine
O’Reilly as a
Director of
BHP
15 To elect Dion 2,945,270,161 99.90% 2,929,582 0.10% 2,948,199,743 4,905,100 CARRIED
Weisler as a
Director of
BHP
16 To re-elect 2,906,341,026 98.57% 42,015,847 1.43% 2,948,356,873 4,740,109 CARRIED
Terry Bowen
as a Director
of BHP
17 To re-elect 2,874,872,876 98.07% 56,581,606 1.93% 2,931,454,482 21,647,691 CARRIED
Malcolm
Broomhead
as a Director
of BHP
18 To re-elect 2,943,832,937 99.93% 2,006,980 0.07% 2,945,839,917 7,262,938 CARRIED
Ian Cockerill
as a Director
of BHP
19 To re-elect 2,905,767,623 98.55% 42,839,311 1.45% 2,948,606,934 4,498,309 CARRIED
Anita Frew as
a Director of
BHP
20 To re-elect 2,816,758,682 95.53% 131,858,130 4.47% 2,948,616,812 4,488,431 CARRIED
Susan Kilsby
as a Director
of BHP
21 To re-elect 2,898,399,614 98.56% 42,197,600 1.44% 2,940,597,214 12,499,768 CARRIED
John Mogford
as a Director
of BHP
Business Votes % Votes % Total Votes Cast Abstentions1 Result
For Against
22 To re-elect 2,865,886,555 97.22% 81,832,064 2.78% 2,947,718,619 5,386,661 CARRIED
Ken
MacKenzie as
a Director of
BHP
23 To amend the 267,228,519 9.60% 2,515,261,317 90.40% 2,782,489,836 170,606,496 NOT
Constitution CARRIED
of BHP Group
Limited
Resolution 24 was withdrawn by the requisitioning shareholders prior to the meeting.
24 To adopt WITHDRAWN
interim
cultural
heritage
protection
measures(2)
Resolution 25 was NOT valid as it was conditional on Resolution 23 being approved by the required majority. Poll figures are
provided below for information purposes only and do not constitute a voting result.
25 To suspend 632,527,371 22.40% 2,191,058,715 77.60% 2,823,586,086 129,516,625 NOT VALID
memberships
of Industry
Associations
where
COVID-19
related
advocacy is
inconsistent
with Paris
Agreement
goals(3)
1. In calculating the results of the respective polls under the joint electoral procedure, “withheld” votes at BHP Group Plc’s meeting are
aggregated with “abstained” votes at BHP Group Limited’s meeting. For all relevant purposes “withheld” votes and “abstained” votes
have the same meaning. They are not included in the calculation of the proportion of votes for and against each resolution.
2.Proxy figures for Resolution 24 are included below in Appendix 1 for information.
3. BHP engaged extensively with investors throughout 2020 on the Company’s approach to industry associations. This engagement
directly shaped the package of industry association reforms that BHP announced in August 2020, which was welcomed by Climate
Action 100+ and the Australian Council of Superannuation Investors. BHP also consulted broadly with investors on Resolution 25, and
will undertake further consultations over the next few months with shareholders that voted for and against Resolution 25 to better
understand the reasons for their position.
APPENDIX 1
BHP Group Limited & BHP Group Plc - Final Proxy Position
Limited Plc
1 To receive the 2020 Financial Statements and Reports for BHP
- Total number of votes exercisable by all proxies validly appointed 1,417,846,295 1,492,732,604
- Total number of votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,406,155,154 1,492,584,941
- was to vote against the resolution 1,344,439 70,863
- was to abstain on the resolution 26,531,171 15,331,597
- may vote at the proxy's discretion 10,346,702 76,800
2 To reappoint Ernst & Young LLP as the auditor of BHP Group Plc
- Total number of votes exercisable by all proxies validly appointed 1,442,772,343 1,505,960,101
- Total number of votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,431,536,908 1,505,342,693
- was to vote against the resolution 764,314 539,882
- was to abstain on the resolution 1,605,123 2,104,100
- may vote at the proxy's discretion 10,471,121 77,526
3 To authorise the Risk and Audit Committee to agree the remuneration of the auditor of BHP Group Plc
- Total number of votes exercisable by all proxies validly appointed 1,442,768,783 1,505,881,369
- Total number of votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,430,294,647 1,504,581,524
- was to vote against the resolution 1,987,478 1,221,061
- was to abstain on the resolution 1,608,683 2,181,822
- may vote at the proxy's discretion 10,486,658 78,784
4 To approve the general authority to issue shares in BHP Group Plc
- Total number of votes exercisable by all proxies validly appointed 1,442,814,638 1,505,874,179
- Total number of votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,430,127,522 1,472,743,276
- was to vote against the resolution 2,176,551 33,052,263
- was to abstain on the resolution 1,562,828 2,189,222
- may vote at the proxy's discretion 10,510,565 78,640
5 To approve the authority to allot equity securities in BHP Group Plc for cash
Limited Plc
- Total number of votes exercisable by all proxies validly appointed 1,442,592,737 1,505,844,329
- Total number of votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,424,859,649 1,464,232,282
- was to vote against the resolution 7,193,747 41,532,682
- was to abstain on the resolution 1,784,729 2,219,872
- may vote at the proxy's discretion 10,539,341 79,365
6 To authorise the repurchase of shares in BHP Group Plc
- Total number of votes exercisable by all proxies validly appointed 1,442,605,893 1,505,544,242
- Total number of votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,428,791,544 1,481,840,347
- was to vote against the resolution 3,294,171 23,625,180
- was to abstain on the resolution 1,771,572 2,519,958
- may vote at the proxy's discretion 10,520,178 78,715
7 To approve the 2020 Remuneration Report other than the part containing the Directors’ remuneration policy
- Total number of votes exercisable by all proxies validly appointed 1,442,066,912 1,505,757,155
- Total number of votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,409,403,130 1,402,918,814
- was to vote against the resolution 22,216,794 102,758,345
- was to abstain on the resolution 2,310,554 2,306,445
- may vote at the proxy's discretion 10,446,988 79,996
8 To approve the 2020 Remuneration Report
- Total number of votes exercisable by all proxies validly appointed 1,441,784,438 1,505,711,908
- Total number of votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,408,717,567 1,400,783,807
- was to vote against the resolution 22,729,314 104,850,725
- was to abstain on the resolution 2,593,028 2,351,692
- may vote at the proxy's discretion 10,337,557 77,376
9 To approve the grant to the Executive Director
- Total number of votes exercisable by all proxies validly appointed 1,442,124,487 1,505,730,939
- Total number of votes in respect of which the appointments specified that the proxy -
Limited Plc
- was to vote for the resolution 1,422,027,372 1,469,919,749
- was to vote against the resolution 9,740,221 35,730,384
- was to abstain on the resolution 2,252,979 2,330,949
- may vote at the proxy's discretion 10,356,894 80,806
10 To approve leaving entitlements
- Total number of votes exercisable by all proxies validly appointed 1,441,771,906 1,505,689,738
- Total number of votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,424,104,052 1,490,884,529
- was to vote against the resolution 7,314,625 14,725,631
- was to abstain on the resolution 2,605,560 2,373,283
- may vote at the proxy's discretion 10,353,229 79,578
11 To elect Xiaoqun Clever as a Director of BHP
- Total number of votes exercisable by all proxies validly appointed 1,442,337,538 1,505,352,389
- Total number of votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,405,030,221 1,483,774,656
- was to vote against the resolution 26,796,849 21,498,245
- was to abstain on the resolution 2,039,928 2,711,785
- may vote at the proxy's discretion 10,510,468 79,488
12 To elect Gary Goldberg as a Director of BHP
- Total number of votes exercisable by all proxies validly appointed 1,442,248,710 1,505,356,480
- Total number of votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,429,651,528 1,504,694,718
- was to vote against the resolution 2,079,451 582,939
- was to abstain on the resolution 2,128,756 2,707,469
- may vote at the proxy's discretion 10,517,731 78,823
13 To elect Mike Henry as a Director of BHP
- Total number of votes exercisable by all proxies validly appointed 1,442,515,107 1,505,357,780
- Total number of votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,430,027,158 1,505,136,163
- was to vote against the resolution 1,989,836 141,904
- was to abstain on the resolution 1,862,359 2,706,394
Limited Plc
- may vote at the proxy's discretion 10,498,113 79,713
14 To elect Christine O’Reilly as a Director of BHP
- Total number of votes exercisable by all proxies validly appointed 1,442,467,131 1,505,365,742
- Total number of votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,425,295,662 1,504,477,582
- was to vote against the resolution 6,662,661 808,572
- was to abstain on the resolution 1,910,335 2,698,432
- may vote at the proxy's discretion 10,508,808 79,588
15 To elect Dion Weisler as a Director of BHP
- Total number of votes exercisable by all proxies validly appointed 1,442,210,668 1,505,361,215
- Total number of votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,429,280,874 1,504,702,971
- was to vote against the resolution 2,328,551 579,421
- was to abstain on the resolution 2,166,798 2,702,959
- may vote at the proxy's discretion 10,601,243 78,823
16 To re-elect Terry Bowen as a Director of BHP
- Total number of votes exercisable by all proxies validly appointed 1,442,358,347 1,505,362,363
- Total number of votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,427,186,131 1,467,883,084
- was to vote against the resolution 4,608,047 37,399,791
- was to abstain on the resolution 2,019,119 2,701,811
- may vote at the proxy's discretion 10,564,169 79,488
17 To re-elect Malcolm Broomhead as a Director of BHP
- Total number of votes exercisable by all proxies validly appointed 1,442,452,835 1,488,359,114
- Total number of votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,421,420,013 1,442,231,719
- was to vote against the resolution 10,518,428 46,047,907
- was to abstain on the resolution 1,924,631 19,705,060
- may vote at the proxy's discretion 10,514,394 79,488
18 To re-elect Ian Cockerill as a Director of BHP
- Total number of votes exercisable by all proxies validly appointed 1,442,403,063 1,502,794,818
Limited Plc
- Total number of votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,430,100,569 1,502,441,023
- was to vote against the resolution 1,723,168 273,112
- was to abstain on the resolution 1,974,403 5,269,356
- may vote at the proxy's discretion 10,579,326 80,683
19 To re-elect Anita Frew as a Director of BHP
- Total number of votes exercisable by all proxies validly appointed 1,442,590,662 1,505,370,190
- Total number of votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,427,139,655 1,467,339,801
- was to vote against the resolution 4,880,233 37,951,257
- was to abstain on the resolution 1,786,804 2,693,984
- may vote at the proxy's discretion 10,570,774 79,132
20 To re-elect Susan Kilsby as a Director of BHP
- Total number of votes exercisable by all proxies validly appointed 1,442,599,739 1,505,371,501
- Total number of votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,387,375,105 1,418,077,265
- was to vote against the resolution 44,633,376 87,215,231
- was to abstain on the resolution 1,777,727 2,692,673
- may vote at the proxy's discretion 10,591,258 79,005
21 To re-elect John Mogford as a Director of BHP
- Total number of votes exercisable by all proxies validly appointed 1,442,340,753 1,497,619,133
- Total number of votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,426,832,123 1,460,254,703
- was to vote against the resolution 4,904,495 37,284,342
- was to abstain on the resolution 2,036,713 10,445,041
- may vote at the proxy's discretion 10,604,135 80,088
22 To re-elect Ken MacKenzie as a Director of BHP
- Total number of votes exercisable by all proxies validly appointed 1,442,439,390 1,504,628,788
- Total number of votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 1,414,617,682 1,439,829,115
- was to vote against the resolution 17,104,080 64,718,547
- was to abstain on the resolution 1,938,076 3,435,385
Limited Plc
- may vote at the proxy's discretion 10,717,628 81,126
23 To amend the Constitution of BHP Group Limited
- Total number of votes exercisable by all proxies validly appointed 1,358,904,710 1,422,938,592
- Total number of votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 73,900,810 193,281,070
- was to vote against the resolution 1,274,632,259 1,229,578,216
- was to abstain on the resolution 85,472,755 85,119,189
- may vote at the proxy's discretion 10,371,641 79,306
Resolution 24 was withdrawn by the requisitioning shareholders prior to the meeting. Resolution 25 was NOT valid as it was
conditional on Resolution 23 being approved by the required majority. Proxy figures for both Resolutions 24 and 25 are
provided below for information purposes only.
24 To adopt interim cultural heritage protection measures
- Total number of votes exercisable by all proxies validly appointed 1,428,318,772 1,389,799,856
- Total number of votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 101,930,450 146,143,690
- was to vote against the resolution 1,316,233,394 1,243,577,138
- was to abstain on the resolution 16,058,693 118,264,155
- may vote at the proxy's discretion 10,154,928 79,028
25 To suspend memberships of Industry Associations where COVID-19 related advocacy is inconsistent with Paris Agreement
goals
- Total number of votes exercisable by all proxies validly appointed 1,392,051,529 1,430,890,306
- Total number of votes in respect of which the appointments specified that the proxy -
- was to vote for the resolution 289,334,988 343,148,134
- was to vote against the resolution 1,092,540,921 1,087,663,144
- was to abstain on the resolution 52,325,936 77,173,854
- may vote at the proxy's discretion 10,175,620 79,028
APPENDIX 2
Additional Information
For the purposes of section 341 of the United Kingdom’s Companies Act 2006 and in respect of BHP Group Plc, the
votes validly cast1 as a percentage of the company’s total issued share capital (as at 6pm on 14 October 2020) are:
Item of Business Votes cast
%(1)
1 To receive the 2020 Financial Statements and Reports for BHP 70.68%
2 To reappoint Ernst & Young LLP as the auditor of BHP Group Plc. 71.30%
3 To authorise the Risk and Audit Committee to agree the remuneration of the 71.30%
auditor of BHP Group Plc
4 To approve the general authority to issue shares in BHP Group Plc 71.30%
5 To approve the authority to allot equity securities in BHP Group Plc for cash 71.30%
6 To authorise the repurchase of shares in BHP Group Plc 71.28%
7 To approve the 2020 Remuneration Report other than the part containing the 71.29%
Directors’ remuneration policy
8 To approve the 2020 Remuneration Report 71.29%
9 To approve the grant to the Executive Director 71.29%
10 To approve leaving entitlements 71.29%
11 To elect Xiaoqun Clever as a Director of BHP 71.27%
12 To elect Gary Goldberg as a Director of BHP 71.27%
13 To elect Mike Henry as a Director of BHP 71.27%
14 To elect Christine O’Reilly as a Director of BHP 71.27%
15 To elect Dion Weisler as a Director of BHP 71.27%
16 To re-elect Terry Bowen as a Director of BHP 71.27%
17 To re-elect Malcolm Broomhead as a Director of BHP 70.47%
18 To re-elect Ian Cockerill as a Director of BHP 71.15%
19 To re-elect Anita Frew as a Director of BHP 71.27%
20 To re-elect Susan Kilsby as a Director of BHP 71.27%
21 To re-elect John Mogford 70.91%
22 To re-elect Ken MacKenzie as a Director of BHP 71.24%
23 To amend the Constitution of BHP Group Limited 67.37%
24 Resolution withdrawn
25 To suspend memberships of Industry Associations where COVID-19 related 67.75%
advocacy is inconsistent with Paris Agreement goals (2)
1).This calculation does not include the votes cast at the BHP Group Limited Annual General Meeting which are added to
the votes cast at the BHP Group Plc Annual General Meeting to give the final result in relation to each resolution. Final
poll results for BHP Group Plc and BHP Group Limited can be found on pages 2 to 4 of this announcement.
2). Resolution 25 was not valid as it was conditional on Resolution 23 being approved by the required majority. The
information contained above is for information purposes only.
Date: 16-10-2020 07:05:00
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