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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 11 August 2021
Release Number 13/21
Resolutions under section 249N of the Corporations Act for consideration at
the AGM
In accordance with ASX Listing Rule 3.17A, the wording of two proposed resolutions
that have been requisitioned under section 249N of the Corporations Act for
consideration at the 2021 Annual General Meeting of BHP Group Limited is set out in
Attachment A.
The proposed resolutions have been requisitioned by shareholders of BHP Group
Limited representing approximately 0.009% 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 include the
requisitioned resolutions and the requisitioners’ 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.
As Resolution 1 overlaps with an equivalent resolution notified to the market on 6
August 2021, the requisitioners have confirmed that Resolution 1 and its supporting
statement will not need to be included in the BHP Group Limited Notice of Annual
General Meeting if the equivalent notified resolution proceeds.
ATTACHMENT A
Resolution 1
Resolution 1 – Amendment to the Constitution
To amend the constitution to insert the following new clause 46: “The company in
general meeting may by ordinary resolution express an opinion or request
information 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 a material risk as identified by the company and cannot either
advocate action that 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
Resolution 2 – Capital Protection
Shareholders note the company’s stated support for the goal of achieving net-zero
emissions globally by 2050, along with the publication of the International Energy
Agency’s Net?Zero Emissions by 2050 Scenario, and the Climate Action 100+
company assessment. Shareholders therefore request the company disclose, in
subsequent annual reporting, the following information pertaining to its thermal coal,
metallurgical coal, oil and gas assets:
• Details of how the company’s capital allocation to thermal coal, metallurgical
coal, oil and gas assets will align with a scenario in which global energy
emissions reach net-zero by 2050, facilitating the efficient managing down of
these assets;
• Production guidance for the lifetime of thermal coal, metallurgical coal, oil and
gas assets;
• Plans and capital expenditure expectations for decommissioning and
rehabilitating sites at the end of asset life;
• Plans for how employees of the company will be informed of asset closures,
and employee transition plans, including any compensation for job losses,
training and support in seeking future employment; and
• Details of how remaining value in the company's thermal coal, metallurgical
coal, oil and gas assets will be redeployed or returned to investors.
Further information on BHP can be found at: bhp.com
Sponsor: UBS South Africa (Pty) Limited
Authorised for lodgement by:
Stefanie Wilkinson
Group Company Secretary
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 James Bell
Tel: +44 20 7802 7484 Mobile: +44 7786 661 683 Tel: +44 20 7802 7144 Mobile: +44 7961 636 432
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
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Date: 11-08-2021 08:50:00
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