TIDMBLT

RNS Number : 6805W

BHP Billiton PLC

16 November 2017

Group Governance

16 November 2017

 
 To: Australian Securities   cc: New York Stock Exchange 
  Exchange                    JSE Limited 
  London Stock Exchange 
 

FOR ANNOUNCEMENT TO THE MARKET

Please find attached the results of the business conducted at the meeting of shareholders of BHP Billiton Limited held in Melbourne, Australia on 16 November 2017 and at the meeting of shareholders of BHP Billiton Plc held in London, United Kingdom on 19 October 2017.

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 Billiton Limited and BHP Billiton Plc are attached.

The final proxy position for each company (excluding the 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 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 3196209

LEI WZE1WSENV6JSZFK0JC28 LEI 549300C116EOWV835768

Registered in Australia Registered in England and Wales

Registered Office: 171 Collins Street, Melbourne Victoria 3000 Registered Office: Nova South, 160 Victoria Street, London SW1V 1LH United Kingdom

The headquarters of the BHP Group are in Australia

The poll results for BHP Billiton Limited and BHP Billiton Plc are as follows:

 
                   Business                       Votes           Votes   Total Votes Cast   Abstentions     Result 
                                                    For         Against 
       To receive the 2017 Financial 
        Statements and Reports for BHP 
  1     (an ordinary resolution)          3,097,930,775      19,764,171      3,117,694,946    42,378,709     CARRIED 
  2    To reappoint KPMG LLP as the       3,064,163,241      88,281,931      3,152,445,172     7,621,078     CARRIED 
        auditor of BHP Billiton Plc (an 
        ordinary resolution) 
  3    To authorise the Risk and Audit    3,145,093,883       8,556,549      3,153,650,432     6,424,674     CARRIED 
        Committee to agree the 
        remuneration of the auditor of 
        BHP 
        Billiton Plc (an ordinary 
        resolution) 
  4    To approve the general authority   3,087,218,886      66,843,067      3,154,061,953     6,001,860     CARRIED 
        to issue shares in BHP Billiton 
        Plc (an ordinary resolution) 
  5    To approve the authority to        3,071,357,047      81,392,054      3,152,749,101     7,321,837     CARRIED 
        allot equity securities in BHP 
        Billiton Plc for cash (a 
        special 
        resolution) 
  6    To approve the repurchase of       3,130,150,212      23,227,136      3,153,377,348     6,616,521     CARRIED 
        shares in BHP Billiton Plc (a 
        special resolution) 
  7    To approve the Directors'          3,059,094,279      90,948,519      3,150,042,798     9,658,674     CARRIED 
        remuneration policy (ordinary 
        resolution) 
  8    To approve the 2017 Remuneration   3,080,606,484      70,946,599      3,151,553,083     8,163,117     CARRIED 
        Report other than the part 
        containing the Directors' 
        remuneration 
        policy (a non-binding ordinary 
        resolution) 
  9    To approve the 2017 Remuneration   3,052,369,775      98,906,887      3,151,276,662     8,442,607     CARRIED 
        Report (a non-binding ordinary 
        resolution) 
 10    To approve leaving entitlements    3,100,854,716      50,999,746      3,151,854,462     8,153,740     CARRIED 
        (an ordinary resolution) 
 11    To approve the grant to the        2,953,318,363     132,551,406      3,085,869,769    74,099,923     CARRIED 
        Executive Director (an ordinary 
        resolution) 
 12    To elect Terry Bowen as a          3,148,488,724       6,114,635      3,154,603,359     5,419,630     CARRIED 
        Director of BHP (an ordinary 
        resolution) 
 13    To elect John Mogford as a         3,148,497,170       6,096,091      3,154,593,261     5,430,928     CARRIED 
        Director of BHP (an ordinary 
        resolution) 
 14    To re-elect Malcolm Broomhead as   2,983,547,960     105,360,998      3,088,908,958    71,096,934     CARRIED 
        a Director of BHP (an ordinary 
        resolution) 
 15    To re-elect Anita Frew as a        3,141,101,183      14,113,798      3,155,214,981     4,802,008     CARRIED 
        Director of BHP (an ordinary 
        resolution) 
 16    To re-elect Carolyn Hewson as a    3,031,320,551      58,055,548      3,089,376,099    70,647,518     CARRIED 
        Director of BHP (an ordinary 
        resolution) 
 17    To re-elect Andrew Mackenzie as    3,020,137,241      69,377,684      3,089,514,925    70,500,598     CARRIED 
        a Director of BHP (an ordinary 
        resolution) 
 18    To re-elect Lindsay Maxsted as a   2,979,744,078     109,261,158      3,089,005,236    71,015,119     CARRIED 
        Director of BHP (an ordinary 
        resolution) 
 19    To re-elect Wayne Murdy as a       2,994,065,688      94,848,640      3,088,914,328    71,069,611     CARRIED 
        Director of BHP (an ordinary 
        resolution) 
 20    To re-elect Shriti Vadera as a     3,031,212,083      57,851,267      3,089,063,350    70,954,234     CARRIED 
        Director of BHP (an ordinary 
        resolution) 
 21    To re-elect Ken MacKenzie as a     3,139,340,998      16,888,514      3,156,229,512     4,792,677     CARRIED 
        Director of BHP (an ordinary 
        resolution) 
 22    To amend the constitution of BHP     213,222,254   2,784,913,522      2,998,135,776   161,717,485   NOT CARRIED 
        Billiton Limited (a special 
        resolution) 
 23    To approve member request on         271,863,280   2,724,156,806      2,996,020,086   163,915,773    NOT VALID 
        public policy advocacy on 
        climate change and energy (an 
        ordinary 
        resolution, the validity of 
        which is conditional on Item 22 
        being passed) 
 

Appendix 1

BHP Billiton Limited & BHP Billiton Plc - Final Proxy Position

 
                                                                                       Limited             Plc 
 1     To receive the 2017 Financial Statements and Reports for BHP (an ordinary resolution) 
 *     Total number of votes exercisable by all proxies validly appointed        1,647,288,286   1,469,257,843 
 *     Total number of votes in respect of which the appointments specified that the proxy - 
 -     was to vote for the resolution                                            1,609,046,433   1,454,059,932 
 -     was to vote against the resolution                                            4,781,804      14,979,252 
 -     was to abstain on the resolution                                             39,292,569       3,072,504 
 -     may vote at the proxy's discretion                                           33,460,049         218,659 
 2     To reappoint KPMG LLP as the auditor of BHP Billiton Plc (an ordinary resolution) 
 *     Total number of votes exercisable by all proxies validly appointed        1,682,793,155   1,468,516,074 
 *     Total number of votes in respect of which the appointments specified that the proxy - 
 -     was to vote for the resolution                                            1,641,125,559   1,388,339,366 
 -     was to vote against the resolution                                            8,341,692      79,938,191 
 -     was to abstain on the resolution                                              3,784,180       3,814,273 
 -     may vote at the proxy's discretion                                           33,325,904         238,517 
 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 votes exercisable by all proxies validly appointed        1,682,413,348   1,470,084,405 
 *     Total number of votes in respect of which the appointments specified that the proxy - 
 -     was to vote for the resolution                                            1,642,402,774   1,467,754,290 
 -     was to vote against the resolution                                            6,441,036       2,092,818 
 -     was to abstain on the resolution                                              4,167,662       2,245,343 
 -     may vote at the proxy's discretion                                           33,569,538         237,297 
 4     To approve the general authority to issue shares in BHP Billiton Plc (an ordinary resolution) 
 *     Total number of votes exercisable by all proxies validly appointed        1,681,910,008   1,471,005,494 
 *     Total number of votes in respect of which the appointments specified that the proxy - 
 -     was to vote for the resolution                                            1,638,369,629   1,414,023,251 
 -     was to vote against the resolution                                           10,064,573      56,756,199 
 -     was to abstain on the resolution                                              4,671,107       1,324,854 
 -     may vote at the proxy's discretion                                           33,475,806         226,044 
 5     To approve the authority to allot equity securities in BHP Billiton Plc for cash (a special 
        resolution) 
 *     Total number of votes exercisable by all proxies validly appointed        1,681,654,027   1,469,939,037 
 *     Total number of votes in respect of which the appointments specified that the proxy - 
 -     was to vote for the resolution                                            1,638,280,969   1,398,218,238 
 -     was to vote against the resolution                                            9,869,822      71,494,327 
 -     was to abstain on the resolution                                              4,927,073       2,388,451 
 -     may vote at the proxy's discretion                                           33,503,236         226,472 
 6     To approve the repurchase of shares in BHP Billiton Plc (a special resolution) 
 *     Total number of votes exercisable by all proxies validly appointed        1,682,123,174   1,470,100,758 
 *     Total number of votes in respect of which the appointments specified that the proxy - 
 -     was to vote for the resolution                                            1,642,689,615   1,452,572,192 
 -     was to vote against the resolution                                            5,894,810      17,304,757 
 -     was to abstain on the resolution                                              4,376,000       2,229,589 
 -     may vote at the proxy's discretion                                           33,538,749         223,809 
 7     To approve the Directors' remuneration policy (ordinary resolution) 
 *     Total number of votes exercisable by all proxies validly appointed        1,678,890,562   1,470,268,144 
 *     Total number of votes in respect of which the appointments specified that the proxy - 
 -     was to vote for the resolution                                            1,613,993,748   1,411,103,720 
 -     was to vote against the resolution                                           31,847,855      58,940,341 
 -     was to abstain on the resolution                                              7,579,942       2,059,226 
 -     may vote at the proxy's discretion                                           33,048,959         224,083 
 8     To approve the 2017 Remuneration Report other than the part containing the Directors' remuneration 
        policy (a non-binding ordinary resolution) 
 *     Total number of votes exercisable by all proxies validly appointed        1,680,360,581   1,470,307,357 
 *     Total number of votes in respect of which the appointments specified that the proxy - 
 -     was to vote for the resolution                                            1,618,694,341   1,427,997,984 
 -     was to vote against the resolution                                           28,731,863      42,084,445 
 -     was to abstain on the resolution                                              6,117,766       2,022,585 
 -     may vote at the proxy's discretion                                           32,934,377         224,928 
 9     To approve the 2017 Remuneration Report (a non-binding ordinary resolution) 
 *     Total number of votes exercisable by all proxies validly appointed        1,680,158,411   1,470,283,405 
 *     Total number of votes in respect of which the appointments specified that the proxy - 
 -     was to vote for the resolution                                            1,615,090,490   1,403,411,145 
 -     was to vote against the resolution                                           32,179,853      66,644,333 
 -     was to abstain on the resolution                                              6,315,400       2,046,942 
 -     may vote at the proxy's discretion                                           32,888,068         227,927 
 10    To approve leaving entitlements (an ordinary resolution) 
 *     Total number of votes exercisable by all proxies validly appointed        1,680,750,500   1,470,057,485 
 *     Total number of votes in respect of which the appointments specified that the proxy - 
 -     was to vote for the resolution                                            1,623,092,766   1,443,637,569 
 -     was to vote against the resolution                                           24,735,133      26,192,813 
 -     was to abstain on the resolution                                              5,815,484       2,271,583 
 -     may vote at the proxy's discretion                                           32,922,601         227,103 
 11    To approve the grant to the Executive Director (an ordinary resolution) 
 *     Total number of votes exercisable by all proxies validly appointed        1,681,114,563   1,403,600,603 
 *     Total number of votes in respect of which the appointments specified that the proxy - 
 -     was to vote for the resolution                                            1,614,885,588   1,304,235,658 
 -     was to vote against the resolution                                           33,319,641      99,131,847 
 -     was to abstain on the resolution                                              5,361,960      68,729,394 
 -     may vote at the proxy's discretion                                           32,909,334         233,098 
 12    To elect Terry Bowen as a Director of BHP (an ordinary resolution) 
 *     Total number of votes exercisable by all proxies validly appointed        1,682,936,702   1,470,503,211 
 *     Total number of votes in respect of which the appointments specified that the proxy - 
 -     was to vote for the resolution                                            1,644,277,514   1,469,091,887 
 -     was to vote against the resolution                                            4,931,029       1,180,305 
 -     was to abstain on the resolution                                              3,589,413       1,825,937 
 -     may vote at the proxy's discretion                                           33,728,159         231,019 
 13    To elect John Mogford as a Director of BHP (an ordinary resolution) 
 *     Total number of votes exercisable by all proxies validly appointed        1,682,921,749   1,470,508,066 
 *     Total number of votes in respect of which the appointments specified that the proxy - 
 -     was to vote for the resolution                                            1,644,248,168   1,469,112,741 
 -     was to vote against the resolution                                            4,921,549       1,164,606 
 -     was to abstain on the resolution                                              3,604,366       1,822,282 
 -     may vote at the proxy's discretion                                           33,752,032         230,719 
 14    To re-elect Malcolm Broomhead as a Director of BHP (an ordinary resolution) 
 *     Total number of votes exercisable by all proxies validly appointed        1,683,298,636   1,404,460,845 
 *     Total number of votes in respect of which the appointments specified that the proxy - 
 -     was to vote for the resolution                                            1,600,487,820   1,348,037,914 
 -     was to vote against the resolution                                           49,159,077      56,189,405 
 -     was to abstain on the resolution                                              3,217,382      67,869,503 
 -     may vote at the proxy's discretion                                           33,651,739         233,526 
 15    To re-elect Anita Frew as a Director of BHP (an ordinary resolution) 
 *     Total number of votes exercisable by all proxies validly appointed        1,683,548,981   1,470,512,335 
 *     Total number of votes in respect of which the appointments specified that the proxy - 
 -     was to vote for the resolution                                            1,640,758,230   1,465,341,608 
 -     was to vote against the resolution                                            9,159,571       4,941,736 
 -     was to abstain on the resolution                                              2,976,134       1,818,013 
 -     may vote at the proxy's discretion                                           33,631,180         228,991 
 16    To re-elect Carolyn Hewson as a Director of BHP (an ordinary resolution) 
 *     Total number of votes exercisable by all proxies validly appointed        1,683,687,901   1,404,526,280 
 *     Total number of votes in respect of which the appointments specified that the proxy - 
 -     was to vote for the resolution                                            1,638,851,425   1,357,526,054 
 -     was to vote against the resolution                                           11,264,932      46,770,700 
 -     was to abstain on the resolution                                              2,837,842      67,803,868 
 -     may vote at the proxy's discretion                                           33,571,544         229,526 
 17    To re-elect Andrew Mackenzie as a Director of BHP (an ordinary resolution) 
 *     Total number of votes exercisable by all proxies validly appointed        1,683,590,025   1,404,757,865 
 *     Total number of votes in respect of which the appointments specified that the proxy - 
 -     was to vote for the resolution                                            1,633,948,707   1,351,243,819 
 -     was to vote against the resolution                                           16,083,200      53,289,705 
 -     was to abstain on the resolution                                              2,935,625      67,572,483 
 -     may vote at the proxy's discretion                                           33,558,118         224,341 
 18    To re-elect Lindsay Maxsted as a Director of BHP (an ordinary resolution) 
 *     Total number of votes exercisable by all proxies validly appointed        1,683,352,781   1,404,523,742 
 *     Total number of votes in respect of which the appointments specified that the proxy - 
 -     was to vote for the resolution                                            1,607,630,871   1,337,221,635 
 -     was to vote against the resolution                                           42,132,253      67,073,066 
 -     was to abstain on the resolution                                              3,172,034      67,806,072 
 -     may vote at the proxy's discretion                                           33,589,657         229,041 
 19    To re-elect Wayne Murdy as a Director of BHP (an ordinary resolution) 
 *     Total number of votes exercisable by all proxies validly appointed        1,683,236,231   1,404,523,519 
 *     Total number of votes in respect of which the appointments specified that the proxy - 
 -     was to vote for the resolution                                            1,600,505,517   1,358,333,860 
 -     was to vote against the resolution                                           48,861,287      45,960,408 
 -     was to abstain on the resolution                                              3,257,834      67,806,829 
 -     may vote at the proxy's discretion                                           33,869,427         229,251 
 20    To re-elect Shriti Vadera as a Director of BHP (an ordinary resolution) 
 *     Total number of votes exercisable by all proxies validly appointed        1,683,388,237   1,404,519,400 
 *     Total number of votes in respect of which the appointments specified that the proxy - 
 -     was to vote for the resolution                                            1,637,628,743   1,358,452,760 
 -     was to vote against the resolution                                           11,998,865      45,840,458 
 -     was to abstain on the resolution                                              3,137,578      67,810,948 
 -     may vote at the proxy's discretion                                           33,760,629         226,182 
 21    To re-elect Ken MacKenzie as a Director of BHP (an ordinary resolution) 
 *     Total number of votes exercisable by all proxies validly appointed        1,683,559,654   1,471,508,274 
 *     Total number of votes in respect of which the appointments specified that the proxy - 
 -     was to vote for the resolution                                            1,644,364,255   1,459,570,003 
 -     was to vote against the resolution                                            5,176,467      11,708,842 
 -     was to abstain on the resolution                                              2,966,461       1,822,074 
 -     may vote at the proxy's discretion                                           34,018,932         229,429 
 22    To amend the constitution of BHP Billiton Limited (a special resolution) 
 *     Total number of votes exercisable by all proxies validly appointed        1,653,870,405   1,353,028,992 
 *     Total number of votes in respect of which the appointments specified that the proxy - 
 -     was to vote for the resolution                                              116,370,837      96,573,354 
 -     was to vote against the resolution                                        1,504,887,072   1,256,252,089 
 -     was to abstain on the resolution                                             32,667,698     119,117,019 
 -     may vote at the proxy's discretion                                           32,612,496         203,549 
       This Item was not passed. 
 23    To approve member request on public policy advocacy on climate change and energy (an ordinary 
        resolution, the validity of which was conditional on Item 22 being passed) 
 *     Total number of votes exercisable by all proxies validly appointed        1,643,595,587   1,361,146,182 
 *     Total number of votes in respect of which the appointments specified that the proxy - 
 -     was to vote for the resolution                                              165,224,876     106,362,396 
 -     was to vote against the resolution                                        1,445,863,990   1,254,576,244 
 -     was to abstain on the resolution                                             42,971,017     111,054,236 
 -     may vote at the proxy's discretion                                           32,506,721         207,542 
  As Item 22 was not passed, Item 23 was not valid. 
 
 

APPENDIX 2

Additional Information

For the purposes of section 341 of the United Kingdom 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 19 October 2017) are:

 
      Item of Business                            Votes 
                                                   cast 
                                                    %* 
 
      To receive the 2017 Financial Statements 
 1     and Reports for BHP                        69.57% 
 
      To reappoint KPMG LLP as the auditor 
 2     of BHP Billiton Plc                        69.53% 
 
 3    To authorise the Risk and Audit Committee 
       to agree the remuneration of the auditor 
       of BHP Billiton Plc                        69.60% 
 
      To approve the general authority to 
 4     issue shares in BHP Billiton Plc           69.65% 
 
      To approve the authority to allot 
       equity securities in BHP Billiton 
 5     Plc for cash                               69.60% 
 
      To approve the repurchase of shares 
 6     in BHP Billiton Plc                        69.61% 
 
      To approve the Directors' remuneration 
 7     policy                                     69.61% 
 
      To approve the 2017 Remuneration Report 
       other than the part containing the 
 8     Directors' remuneration policy             69.62% 
 
 9    To approve the 2017 Remuneration Report     69.61% 
 
 10   To approve leaving entitlements             69.60% 
 
      To approve the grant to the Executive 
 11    Director                                   66.46% 
 
      To elect Terry Bowen as a Director 
 12    of BHP                                     69.62% 
 
      To elect John Mogford as a Director 
 13    of BHP                                     69.62% 
 
      To re-elect Malcolm Broomhead as a 
 14    Director of BHP                            66.50% 
 
      To re-elect Anita Frew as a Director 
 15    of BHP                                     69.62% 
 
 16   To re-elect Carolyn Hewson as a Director 
       of BHP                                     66.50% 
 
      To re-elect Andrew Mackenzie as a 
 17    Director of BHP                            66.51% 
 
 18   To re-elect Lindsay Maxsted as a Director 
       of BHP                                     66.50% 
 
      To re-elect Wayne Murdy as a Director 
 19    of BHP                                     66.50% 
 
      To re-elect Shriti Vadera as a Director 
 20    of BHP                                     66.50% 
 
      To re-elect Ken MacKenzie as a Director 
 21    of BHP                                     69.67% 
 
 22   To amend the constitution of BHP Billiton 
       Limited                                    64.06% 
 
      To approve member request on public 
       policy advocacy on climate change 
 23    and energy                                 64.45% 
 

*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.

This information is provided by RNS

The company news service from the London Stock Exchange

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