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BHP Billiton PLC (BLT)

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Thursday 08 November, 2018

BHP Billiton PLC

BHP 2018 AGM Results

RNS Number : 7489G
BHP Billiton PLC
08 November 2018
 

Group Governance

 

 

8 November 2018

 

 

To: Australian Securities Exchange

      London Stock Exchange

cc: New York 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 Billiton Limited held in Adelaide, Australia on 8 November 2018 and at the meeting of shareholders of BHP Billiton Plc held in London, United Kingdom on 17 October 2018.

 

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 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

Registered in Australia                                                                                              Registered in England and Wales

LEI WZE1WSENV6JSZFK0JC28                                                                LEI 549300C116EOWV835768

Registered Office: 171 Collins Street, Melbourne Victoria 3000                        Registered Office: Nova South, 160 Victoria Street, London SW1E 5LB,  United Kingdom

                                                                           

The headquarters of the BHP Group are in Australia

 

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

                                                                                                                                                                                                                                                                                                                                                                                 

 

Business

Votes

For

%

Votes

Against

%

Total Votes Cast

Abstentions

Result

1

To receive the 2018 Financial Statements and Reports for BHP (an ordinary resolution)

3,239,518,707

99.55%

14,644,400

0.45%

3,254,163,107

45,627,327

CARRIED

2

To reappoint KPMG LLP as the auditor of BHP Billiton Plc (an ordinary resolution)

3,197,327,039

97.44%

84,141,942

2.56%

3,281,468,981

18,309,787

CARRIED

3

To authorise the Risk and Audit Committee to agree the remuneration of the auditor of BHP Billiton Plc (an ordinary resolution)

3,280,872,740

99.61%

12,947,404

0.39%

3,293,820,144

5,961,497

CARRIED

4

To approve the general authority to issue shares in BHP Billiton Plc (an ordinary resolution)

3,173,894,313

96.40%

118,570,116

3.60%

3,292,464,429

7,312,636

CARRIED

5

To approve the authority to allot equity securities in BHP Billiton Plc for cash (a special resolution)

3,212,528,606

97.58%

79,551,134

2.42%

3,292,079,740

7,709,593

CARRIED

6

To authorise the repurchase of shares in BHP Billiton Plc (a special resolution)

3,268,516,237

99.23%

25,286,941

0.77%

3,293,803,178

5,961,020

CARRIED

7

To approve the 2018 Remuneration Report other than the part containing the Directors' remuneration policy (a non-binding ordinary resolution)

3,135,868,496

96.61%

109,873,246

3.39%

3,245,741,742

53,711,796

CARRIED

8

To approve the 2018 Remuneration Report (a non-binding ordinary resolution)

3,099,521,262

95.22%

155,645,383

4.78%

3,255,166,645

44,236,128

CARRIED

9

To approve the grant to the Executive Director (an ordinary resolution)

3,195,078,496

97.03%

97,665,002

2.97%

3,292,743,498

7,029,924

CARRIED

10

To approve the change of name of BHP Billiton Limited and BHP Billiton Plc (a special resolution)

3,289,122,463

99.86%

4,533,697

0.14%

3,293,656,160

6,121,397

CARRIED

11

To re-elect Terry Bowen as a Director of BHP (an ordinary resolution)

3,244,690,801

98.50%

49,401,630

1.50%

3,294,092,431

5,694,168

CARRIED

12

To re-elect Malcolm Broomhead as a Director of BHP (an ordinary resolution)

3,181,079,949

99.54%

14,750,397

0.46%

3,195,830,346

103,959,117

CARRIED

13

To re-elect Anita Frew as a Director of BHP (an ordinary resolution)

3,278,860,417

99.54%

15,220,931

0.46%

3,294,081,348

5,685,663

CARRIED

14

To re-elect Carolyn Hewson as a Director of BHP (an ordinary resolution)

3,173,369,935

99.29%

22,538,720

0.71%

3,195,908,655

103,877,127

CARRIED

15

To re-elect Andrew Mackenzie as a Director of BHP (an ordinary resolution)

3,257,787,360

98.89%

36,454,933

1.11%

3,294,242,293

5,548,308

CARRIED

16

To re-elect Lindsay Maxsted as a Director of BHP (an ordinary resolution)

3,084,513,943

96.88%

99,299,395

3.12%

3,183,813,338

115,975,083

CARRIED

17

To re-elect John Mogford as a Director of BHP (an ordinary resolution)

3,281,232,667

99.61%

12,755,223

0.39%

3,293,987,890

5,798,172

CARRIED

18

To re-elect Shriti Vadera as a Director of BHP (an ordinary resolution)

3,178,705,754

99.47%

16,857,172

0.53%

3,195,562,926

104,223,742

CARRIED

19

To re-elect Ken MacKenzie as a Director of BHP (an ordinary resolution)

3,246,719,373

98.56%

47,393,733

1.44%

3,294,113,106

5,669,144

CARRIED

 

 

 

APPENDIX 1

 

BHP Billiton Limited & BHP Billiton Plc - Final Proxy Position

 

 

 

 

Limited

Plc

To receive the 2018 Financial Statements and Reports for BHP (an ordinary resolution)

-

Total number of votes exercisable by all proxies validly appointed

 

1,673,395,849

1,579,521,820

-

Total number of votes in respect of which the appointments specified that the proxy -                     

¨

was to vote for the resolution

1,633,256,132

1,569,550,591

¨

was to vote against the resolution

4,676,054

9,867,295

¨

was to abstain on the resolution

37,333,878

8,292,371

¨

may vote at the proxy's discretion

 

35,463,663

103,934

To reappoint KPMG LLP as the auditor of BHP Billiton Plc (an ordinary resolution)

-

Total number of votes exercisable by all proxies validly appointed

 

1,708,314,658

1,571,913,365

-

Total number of votes in respect of which the appointments specified that the proxy -                     

¨

was to vote for the resolution

1,664,851,568

1,495,663,709

¨

was to vote against the resolution

7,975,162

76,146,148

¨

was to abstain on the resolution

2,403,404

15,900,825

¨

may vote at the proxy's discretion

 

35,487,928

103,508

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

 

1,708,371,775

1,584,204,496

-

Total number of votes in respect of which the appointments specified that the proxy -                     

¨

was to vote for the resolution

1,668,194,992

1,575,983,994

¨

was to vote against the resolution

4,696,322

8,117,882

¨

was to abstain on the resolution

2,350,373

3,609,696

¨

may vote at the proxy's discretion

 

35,480,461

102,620

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

 

1,707,893,350

1,583,336,682

-

Total number of votes in respect of which the appointments specified that the proxy -                     

¨

was to vote for the resolution

1,664,343,559

1,472,624,471

¨

was to vote against the resolution

7,853,389

110,609,444

¨

was to abstain on the resolution

2,823,258

4,477,510

¨

may vote at the proxy's discretion

 

35,696,402

102,767

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

 

1,707,453,540

1,583,390,890

-

Total number of votes in respect of which the appointments specified that the proxy -                     

¨

was to vote for the resolution

1,665,926,665

1,509,705,294

¨

was to vote against the resolution

5,859,409

73,582,600

¨

was to abstain on the resolution

3,277,079

4,423,079

¨

may vote at the proxy's discretion

 

35,667,466

102,996

To authorise the repurchase of shares in BHP Billiton Plc (a special resolution)

-

Total number of votes exercisable by all proxies validly appointed

 

1,708,088,193

1,584,478,510

-

Total number of votes in respect of which the appointments specified that the proxy -                     

¨

was to vote for the resolution

1,665,905,772

1,565,645,597

¨

was to vote against the resolution

6,545,419

18,730,411

¨

was to abstain on the resolution

2,617,019

3,334,211

¨

may vote at the proxy's discretion

 

35,637,002

102,502

To approve the 2018 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

 

1,698,442,771

1,546,383,112

-

Total number of votes in respect of which the appointments specified that the proxy -                     

¨

was to vote for the resolution

1,607,977,778

1,491,834,874

¨

was to vote against the resolution

55,271,084

54,446,623

¨

was to abstain on the resolution

12,264,153

41,422,167

¨

may vote at the proxy's discretion

 

35,193,909

101,615

To approve the 2018 Remuneration Report (a non-binding ordinary resolution)

-

Total number of votes exercisable by all proxies validly appointed

 

1,699,464,417

1,554,790,275

-

Total number of votes in respect of which the appointments specified that the proxy -                     

¨

was to vote for the resolution

1,577,613,214

1,478,048,924

¨

was to vote against the resolution

78,849,110

76,640,636

¨

was to abstain on the resolution

11,240,749

32,965,997

¨

may vote at the proxy's discretion

 

43,002,093

100,715

To approve the grant to the Executive Director (an ordinary resolution)

-

Total number of votes exercisable by all proxies validly appointed

 

1,706,642,318

1,584,890,625

-

Total number of votes in respect of which the appointments specified that the proxy -                     

¨

was to vote for the resolution

1,641,589,149

1,517,372,002

¨

was to vote against the resolution

30,096,062

67,414,265

¨

was to abstain on the resolution

4,072,022

2,922,892

¨

may vote at the proxy's discretion

 

34,957,107

104,358

10 

To approve the change of name of BHP Billiton Limited and BHP Billiton Plc (a special resolution)

-

Total number of votes exercisable by all proxies validly appointed

 

1,707,668,016

1,584,751,460

-

Total number of votes in respect of which the appointments specified that the proxy -                     

¨

was to vote for the resolution

1,668,354,003

1,584,023,029

¨

was to vote against the resolution

3,892,398

627,385

¨

was to abstain on the resolution

3,051,938

3,062,822

¨

may vote at the proxy's discretion

 

35,421,615

101,046

11 

To re-elect Terry Bowen as a Director of BHP (an ordinary resolution)

-

Total number of votes exercisable by all proxies validly appointed

 

1,708,332,353

1,584,537,899

-

Total number of votes in respect of which the appointments specified that the proxy -                     

¨

was to vote for the resolution

1,632,102,314

1,575,611,821

¨

was to vote against the resolution

40,575,466

8,820,894

¨

was to abstain on the resolution

2,394,582

3,276,383

¨

may vote at the proxy's discretion

 

35,654,573

105,184

12 

To re-elect Malcolm Broomhead as a Director of BHP (an ordinary resolution)

-

Total number of votes exercisable by all proxies validly appointed

 

1,708,390,371

1,486,219,015

-

Total number of votes in respect of which the appointments specified that the proxy -                     

¨

was to vote for the resolution

1,667,297,061

1,476,995,736

¨

was to vote against the resolution

5,625,860

9,119,075

¨

was to abstain on the resolution

2,339,383

101,595,267

¨

may vote at the proxy's discretion

 

35,467,450

104,204

13 

To re-elect Anita Frew as a Director of BHP (an ordinary resolution)

-

Total number of votes exercisable by all proxies validly appointed

 

1,708,298,342

1,584,554,239

-

Total number of votes in respect of which the appointments specified that the proxy -                     

¨

was to vote for the resolution

1,666,542,182

1,575,432,760

¨

was to vote against the resolution

6,199,981

9,017,990

¨

was to abstain on the resolution

2,409,172

3,259,993

¨

may vote at the proxy's discretion

 

35,556,179

103,489

14 

To re-elect Carolyn Hewson as a Director of BHP (an ordinary resolution)

-

Total number of votes exercisable by all proxies validly appointed

 

1,708,447,750

1,486,232,030

-

Total number of votes in respect of which the appointments specified that the proxy -                     

¨

was to vote for the resolution

1,663,226,415

1,473,342,281

¨

was to vote against the resolution

9,747,944

12,786,260

¨

was to abstain on the resolution

2,277,623

101,582,252

¨

may vote at the proxy's discretion

 

35,473,391

103,489

15 

To re-elect Andrew Mackenzie as a Director of BHP (an ordinary resolution)

-

Total number of votes exercisable by all proxies validly appointed

 

1,708,466,138

1,584,544,438

-

Total number of votes in respect of which the appointments specified that the proxy -                     

¨

was to vote for the resolution

1,664,569,619

1,556,149,047

¨

was to vote against the resolution

8,160,321

28,291,783

¨

was to abstain on the resolution

2,264,616

3,269,844

¨

may vote at the proxy's discretion

 

35,736,198

103,608

16 

To re-elect Lindsay Maxsted as a Director of BHP (an ordinary resolution)

-

Total number of votes exercisable by all proxies validly appointed

 

1,708,267,259

1,474,323,890

-

Total number of votes in respect of which the appointments specified that the proxy -                     

¨

was to vote for the resolution

1,630,213,326

1,417,448,433

¨

was to vote against the resolution

42,407,457

56,771,253

¨

was to abstain on the resolution

2,461,455

113,490,390

¨

may vote at the proxy's discretion

 

35,646,476

104,204

17 

To re-elect John Mogford as a Director of BHP (an ordinary resolution)

-

Total number of votes exercisable by all proxies validly appointed

 

1,708,224,462

1,584,542,946

-

Total number of votes in respect of which the appointments specified that the proxy -                     

¨

was to vote for the resolution

1,668,924,254

1,575,333,224

¨

was to vote against the resolution

3,646,275

9,104,468

¨

was to abstain on the resolution

2,505,253

3,271,336

¨

may vote at the proxy's discretion

 

35,653,933

105,254

18 

To re-elect Shriti Vadera as a Director of BHP (an ordinary resolution)

-

Total number of votes exercisable by all proxies validly appointed

 

1,708,133,906

1,486,205,042

-

Total number of votes in respect of which the appointments specified that the proxy -                     

¨

was to vote for the resolution

1,664,851,719

1,477,045,923

¨

was to vote against the resolution

7,799,730

9,051,356

¨

was to abstain on the resolution

2,593,196

101,608,959

¨

may vote at the proxy's discretion

 

35,482,457

107,763

19 

To re-elect Ken MacKenzie as a Director of BHP (an ordinary resolution)

-

Total number of votes exercisable by all proxies validly appointed

 

1,708,337,113

1,584,545,026

-

Total number of votes in respect of which the appointments specified that the proxy -                     

¨

was to vote for the resolution

1,654,926,320

1,554,890,925

¨

was to vote against the resolution

17,840,569

29,549,697

¨

was to abstain on the resolution

2,393,641

3,269,166

¨

may vote at the proxy's discretion

 

35,570,224

104,404

 

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 17 October 2018) are:

 

 

Item of Business

Votes cast %*

 

 

 

1

To receive the 2018 Financial Statements and Reports for BHP

74.79%

 

 

 

 

2

To reappoint KPMG LLP as the auditor of BHP Billiton Plc

74.43%

 

 

 

 

3

To authorise the Risk and Audit Committee to agree the remuneration of the auditor of BHP Billiton Plc

75.01%

 

 

 

4

To approve the general authority to issue shares in BHP Billiton Plc

74.97%

 

 

 

5

To approve the authority to allot equity securities in BHP Billiton Plc for cash

74.97%

 

 

 

6

To authorise the repurchase of shares in BHP Billiton Plc

75.02%

 

 

 

7

To approve the 2018 Remuneration Report other than the part containing the Directors' remuneration policy

73.22%

 

 

 

8

To approve the 2018 Remuneration Report

73.62%

 

 

 

9

To approve the grant to the Executive Director

75.04%

 

 

 

10

To approve the change of name of BHP Billiton Limited and BHP Billiton Plc

75.03%

 

 

 

11

To re-elect Terry Bowen as a Director of BHP

75.02%

 

 

 

12

To re-elect Malcolm Broomhead as a Director of BHP

70.37%

 

 

 

13

To re-elect Anita Frew as a Director of BHP

75.02%

 

 

 

14

To re-elect Carolyn Hewson as a Director of BHP

70.37%

 

 

 

15

To re-elect Andrew Mackenzie as a Director of BHP

75.02%

 

 

 

16

To re-elect Lindsay Maxsted as a Director of BHP 

69.81%

 

 

 

17

To re-elect John Mogford as a Director of BHP 

75.02%

 

 

 

18

To re-elect Shriti Vadera as a Director of BHP

70.37%

 

 

 

19

To re-elect Ken MacKenzie as a Director of BHP

75.02%

 

 

 

 

*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.

 

 


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