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Change and Final Directors Interest Notice
BHP Group Plc
Registration number 3196209
Registered in England and Wales
Share code: BHP
ISIN: GB00BH0P3Z91
BHP GROUP PLC
Retirement of Carolyn Hewson as independent Non-executive Director
Carolyn Hewson retired as an independent Non-executive Director of BHP Group Limited
and BHP Group Plc on 7 November 2019.
SECTION 430 (2B) COMPANIES ACT 2006 STATEMENT
BHP Group Limited and BHP Group Plc (collectively, “BHP”) confirm that Carolyn Hewson
retired as a Non-executive Director of the Company on 7 November 2019. The following
information is provided in accordance with section 430 (2B) of the UK Companies Act 2006:
BHP's Remuneration Report for the financial year ending 30 June 2020 will include the
remuneration earned by Ms Hewson during her appointment as a Non-executive Director of
BHP for the financial year ending 30 June 2020. The reported remuneration will include
BHP’s normal fees for an independent Non-executive Director and fees for membership on
the Remuneration Committee and Nomination and Governance Committee payable for the
period from 1 July 2019 to 7 November 2019. Ms Hewson has not received, and will not
receive, any other remuneration or payments upon ceasing to be a Director of BHP.
Australian Securities Exchange (ASX) Listing Rules Appendix 3Z
Final Director’s Interest Notice
Name of entities BHP Group Limited BHP Group Plc
ABN 49 004 028 077 REG NO 3196209
We (the entities) give the ASX the following information under listing rule 3.19A.3 and as
agent for the Director for the purposes of section 205G of the Australian Corporations Act.
Name of director Carolyn J Hewson
Date of last notice 8 March 2016
Date that director ceased to be
director 7 November 2019
Part 1 – Director’s relevant interests in securities of which the director is the
registered holder
In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust
Number & class of securities
3,500 ordinary shares in BHP Group Limited
Part 2 – Director’s relevant interests in securities of which the director is not the
registered holder
In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust
Name of holder & nature of interest Number & class of securities
(1) Zanlyn Pty Ltd as trustee for the (1) 15,500 ordinary shares in BHP Group
Zanadu Investment Trust in which Limited.
Carolyn Hewson has a beneficial
interest.
(2) Held by C and J Somerville Pty Ltd, (2) 16,913 ordinary shares in BHP Group
in which Carolyn Hewson has a one Limited.
third beneficial interest, with her two
siblings holding the remaining
beneficial interests.
Part 3 – Director’s interests in contracts
Detail of contract Nil
Nature of interest N/A
Name of registered holder N/A
(if issued securities)
No. and class of securities to which N/A
interest relates
Part 4 – Contact details
Name of authorised officers Rachel Agnew
responsible for making this
notification on behalf of the entities
Contact details Rachel Agnew Tel: +61 3 9609 3730
Fax: +61 3 9611 1044
Notification and public disclosure of transactions by
Persons Discharging Managerial Responsibilities
- This notification relates to a change in Carolyn Hewson’s indirect interest: Carolyn
Hewson was transferred a one third beneficial interest in 16,913 ordinary shares in
BHP Group Limited held by C and J Somerville Pty Ltd, which was transferred on 18
September 2018 through the distribution of an estate. Her two siblings hold the
remaining beneficial interests.
- BHP is satisfied that it has the necessary reporting and notification policies in place to
ensure compliance with its disclosure obligations under ASX Listing Rules 3.19A and
3.19B and Article 19 of the Market Abuse Regulation. Directors are aware of their
obligations to notify the General Counsel & Company Secretary of any changes in
BHP securities holdings.
- BHP believes its current notification practices are adequate and that this notification
pursuant to Article 19 of the Market Abuse Regulation is an isolated occurrence.
1 Details of the person discharging managerial responsibilities / persons
closely associated
a) Name Carolyn Hewson
2 Reason for the notification
a) Position/status PDMR (Non-executive Director)
b) Initial Initial notification
notification/Amendment
3 Details of the issuer, emission allowance market participant, auction platform,
auctioneer or auction monitor
a) Name BHP Group Plc
b) LEI 549300C116EOWV835768
4 Details of the transaction(s): section to be repeated for (i) each type of
instrument; (ii) each type of transaction; (iii) each date; and (iv) each place
where transactions have been conducted.
a) Description of the BHP Group Limited ordinary shares
financial instrument, ISIN: AU000000BHP4
type of instrument
Identification code
b) Nature of the Carolyn Hewson was transferred a one third beneficial
transaction interest in 16,913 ordinary shares in BHP Group Limited
held by C and J Somerville Pty Ltd. Her two siblings hold
the remaining beneficial interests.
c) Price(s) and volume(s) Price Volume
Nil 16,913
d) Aggregated information
- Aggregated volume 16,913 ordinary shares in BHP Group Limited
- Price N/A
e) Date of the transaction 18 September 2018
f) Place of the transaction Outside of a trading venue
Sponsor: UBS South Africa (Pty) Limited
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
Date: 14/11/2019 01:50:00
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