|
Resolutions under section 249N of the Corporations Act
BHP Group Plc
Registration number 3196209
Registered in England and Wales
Share code: BHP
ISIN: GB00BH0P3Z91
NEWS RELEASE
Release Time IMMEDIATE
Date 17 August 2020
Release Number 08/20
Resolutions under section 249N of the Corporations Act for consideration at
the AGM
In accordance with ASX Listing Rule 3.17A, the wording of three proposed
resolutions that have been requisitioned under section 249N of the Corporations Act
for consideration at the Annual General Meeting of BHP Group Limited, to be held
virtually on 14 October 2020, is set out in Attachment A.
The proposed resolutions have been requisitioned by shareholders of BHP Group
Limited representing approximately 0.01% of the shares on issue in BHP Group
Limited (and approximately 0.006% of the shares on issue in the combined BHP
Group).
The BHP Group Limited Notice of Annual General Meeting will be published in
September, and will include the requisitioned resolutions and the requisitioning
shareholders’ statements of support as well as the Board’s response and voting
recommendations. Consistent with the BHP Dual Listed Company framework, the
proposed resolutions will also be included on the BHP Group Plc Annual General
Meeting agenda.
ATTACHMENT A
Resolution 1
Special resolution to amend our company’s constitution
To amend the constitution to insert a new clause 46:
Member resolutions at general meeting
The shareholders in general meeting may by ordinary resolution express an opinion,
ask for information, or make a request, about the way in which a power of the
company partially or exclusively vested in the directors has been or should be
exercised. However, such a resolution must relate to an issue of material relevance
to the company or the company's business as identified by the company, and cannot
either advocate action which would violate any law or relate to any personal claim or
grievance. Such a resolution is advisory only and does not bind the directors or the
company.
Resolution 2
Ordinary resolution on cultural heritage protection
Recognising that legislative review processes are underway in relation to the extent
of Indigenous cultural heritage protections in Australia, in order to manage immediate
risks to cultural heritage and shareholder value, shareholders recommend that our
company take the following interim steps, until such time that relevant laws are
strengthened:
a. adopt a moratorium on undertaking activities which would disturb, destroy or
desecrate cultural heritage sites in Australia, to be reviewed annually by the
Board;
b. commit to non-enforcement of any relevant contractual or other provisions that
limit the ability of Aboriginal and Torres Strait Islander Traditional Owners to
speak publicly about cultural heritage concerns on their land; and
c. disclose its expectations in relation to any lobbying on cultural heritage issues
by any industry association of which it is a member.
Nothing in this resolution should be read as limiting the Board’s discretion to take
decisions in the best interests of our company.
Resolution 3
Ordinary resolution on lobbying relating to COVID-19 recovery
Shareholders request that the Board undertake, as soon as practicable, a review of
advocacy activities undertaken by our company’s Industry Associations relating to
economic stimulus measures in response to COVID-19.
Shareholders recommend that our company suspend, for a period deemed suitable
by the Board, membership of Industry Associations where the review demonstrates,
on balance, a record of advocacy inconsistent with the Paris Agreement’s goals.
Nothing in this resolution should be read as limiting the Board’s discretion to take
decisions in the best interests of our company.
Further information on BHP can be found at: bhp.com
Authorised for lodgement by:
Caroline Cox
Group General Counsel & Company Secretary
Sponsor: UBS South Africa (Pty) Limited
Media Relations Investor Relations
Email: media.relations@bhp.com Email: investor.relations@bhp.com
Australia and Asia Australia and Asia
Gabrielle Notley Tara Dines
Tel: +61 3 9609 3830 Mobile: +61 411 071 715 Tel: +61 3 9609 2222 Mobile: + 61 499 249 005
Europe, Middle East and Africa Europe, Middle East and Africa
Neil Burrows Elisa Morniroli
Tel: +44 20 7802 7484 Mobile: +44 7786 661 683 Tel: +44 20 7802 7611 Mobile: +44 7825 926 646
Americas Americas
Judy Dane Brian Massey
Tel: +1 713 961 8283 Mobile: +1 713 299 5342 Tel: +1 713 296 7919 Mobile: +1 832 870 7677
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
Follow us on social media
Date: 17-08-2020 09:17:00
Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS. |
|
