| Tue 30 Aug 2011, 7:42 | | BIL - BHP Billiton Plc - Notification of Change of Interests of Directors and |
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BIL
BIBLT
BIL - BHP Billiton Plc - Notification of Change of Interests of Directors and
Connected Persons
BHP Billiton Plc
Share code: BIL
ISIN: GB0000566504
Notification of Change of Interests of Directors and Connected Persons
(Australian Securities Exchange Listing Rules Appendix 3Y)
(Listing Rules & Disclosure and Transparency Rules of the UK Listing Authority)
Name of BHP Billiton BHP Billiton Plc
entities Limited
ABN 49 004 028 077 REG NO 3196209
As part of a dual listed company structure, the Group voluntarily notifies all
stock exchanges on which either BHP Billiton Limited or BHP Billiton Plc have
primary or secondary listings, all those interests of directors and persons
discharging managerial responsibilities of both entities in the securities of
both entities (and changes to those interests) which are required to be
disclosed under the Australian Securities Exchange (ASX) Listing Rules, the
Listing Rules and Disclosure and Transparency Rules of the United Kingdom
Listing Authority, the Australian Corporations Act, the United Kingdom Companies
Acts and the Group`s Securities Dealing document.
We (the entities) advise the following information under ASX Listing Rule
3.19A.2, the UK Listing Authority Disclosure and Transparency Rule 3.1.4 and as
agent for the director for the purposes of section 205G of the Australian
Corporations Act and in accordance with the Group`s Securities Dealing document.
Name of person discharging Mr M J Kloppers
managerial responsibilities
Date of last notice 1 July 2011
Date issuer informed of 29 August 2011
transaction
Date and place of transaction 25 August 2011 (London Stock Exchange)
26 August 2011 (Australian Securities
Exchange)
Nature of transaction 225,000 ordinary shares in BHP Billiton Plc
following the exercise of Performance
Shares under the 2006 Long Term Incentive
Plan.
46,951 ordinary shares in BHP Billiton
Limited following the exercise of Deferred
Shares under the 2009 Group Incentive
Scheme.
In addition, an on-market sale of 144,696
BHP Billiton Plc ordinary shares on the
London Stock Exchange, made in order to
meet expected tax obligations. Also, 620
BHP Billiton Limited shares previously held
directly were transferred to an indirect
account.
Part 1 - Change of relevant interests in securities
Included in this Part are:
* in the case of a trust, interests in the trust made available by the
responsible entity of the trust;
* details of the circumstance giving rise to the relevant interest;
* details and estimated valuation if the consideration is non-cash; and
* changes in the relevant interest of Connected Persons of the director.
Direct or indirect Indirect / Direct
interest
Nature of indirect Mr Kloppers has an indirect interest in 688,895*
interest ordinary shares in BHP Billiton Plc, as follows:
(including registered 363,520 ordinary shares in BHP Billiton Plc
holder) registered in the name of Lynchwood Nominees Limited
of which Mr Kloppers is the beneficial holder;
80,000 ordinary shares in BHP Billiton Plc held by
the Kloppers Family Superannuation Fund and
registered in the name of Lynchwood Nominees
Limited; and
245,375* ordinary shares in BHP Billiton Plc held by
Maricar Pty Ltd as trustee for the Maricar Family
Trust and registered in the name of Lynchwood
Nominees Limited.
Mr Kloppers also has an indirect interest in
171,325* ordinary shares in BHP Billiton Limited, as
follows:
148,000* ordinary shares in BHP Billiton Limited
held by Maricar Pty Ltd as trustee for the Maricar
Family Trust and registered in the name of UBS
Wealth Management Australia Nominees Pty Ltd; and
23,000* ordinary shares in BHP Billiton Limited held
by the Kloppers Family Superannuation Fund and
registered in the name of UBS Wealth Management
Australia Nominees Pty Ltd: and
325 ordinary shares in BHP Billiton Limited held by
Computershare Nominees on behalf of Shareplus
participants as Acquired Shares under the scheme.
Shareplus is an all employee share purchase plan of
the BHP Billiton Group.
* Note - total above reflects shares acquired from
this transaction.
Date of change 25 August 2011 (on London Stock Exchange)
26 August 2011 (on Australian Securities Exchange)
No. of securities held 608,591 (BHP Billiton Plc) - Indirect
prior to change 123,754 (BHP Billiton Limited) - Indirect
656 (BHP Billiton Limited) - Direct(1)
Class Ordinary Shares in Plc BHP Billiton Plc & BHP
Billiton Limited
Number acquired 225,000 (BHP Billiton Plc)
46,951 (BHP Billiton Limited)
Number disposed 144,696 (BHP Billiton Plc)
Value/Consideration Exercise of 225,000 (BHP Billiton Plc) & 46,951 (BHP
Billiton Limited) at nil cost
Sale of 144,696 (BHP Billiton Plc) at GBP19.40 (ave)
per share
No. of securities held 688,895 (BHP Billiton Plc) - Indirect
after change 171,325 (BHP Billiton Limited) - Indirect
Nature of change The acquisition of 225,000 ordinary shares in BHP
Example: on-market Billiton Plc following the exercise of Performance
trade, off-market trade, Shares under the 2006 Long Term Incentive Plan and
exercise of options, 46,951 Deferred Shares under the BHP Billiton
issue of securities Limited 2009 Group Incentive Scheme. In addition, an
under dividend on-market sale of 144,696 ordinary shares in BHP
reinvestment plan, Billiton Plc on the London Stock Exchange, made in
participation in buy- order to meet expected tax obligations.
back
Any additional Shareplus - correction of administrative oversight
information (see below)
(1) In April 2011 it was reported that 336 BHP Billiton Limited shares were
transferred to Mr Kloppers` direct shareholding under the Group`s all employee
share plan SharePlus. Due to an administrative oversight 36 of these shares
which were held indirectly by Computershare Nominees were sold to satisfy a
tax obligation but were incorrectly reported in the disclosure notice as
having been transferred to Mr Kloppers. The 36 BHP Billiton Limited shares
were sold without Mr Kloppers` knowledge on 4 April 2011 at A$47.00 per share
and the remaining shares were transferred to Mr Kloppers` direct shareholding.
Part 2 - Change of interests in contracts other than as described in Part 4
Included in this Part are:
* only details of a contract in relation to which the interest has changed;
and
* details and estimated valuation if the consideration is non-cash.
Detail of contract -
Nature of interest -
Name of registered holder -
(if issued securities)
No. and class of securities to which interest related prior to -
change
Interest acquired -
Interest disposed -
Value/Consideration -
Interest after change -
Part 3 - Closed period
Were the interests in the securities or contracts detailed above No.
traded during a closed period where prior written clearance was
required?
If so, was prior written clearance provided to allow the trade to -
proceed during this period?
If prior written clearance was provided, on what date was this -
provided?
Part 4 - Change of interests in options or other rights granted by the entities
Included in this Part are only details of options or other rights granted which
have changed, save for the total number of securities over which options or
other rights are held following this notification.
Date of grant -
Period during which or date on which -
exercisable
Total amount paid (if any) for the -
grant
Description of securities involved: -
class; number
Exercise price (if fixed at time of -
grant) or indication that price is to
be fixed at time of exercise
Total number of securities over which
options or other rights held at the BHP Billiton Limited interests:
date of this notice
1,283,327 - maximum number of
Performance Shares (ordinary shares
of BHP Billiton Limited) under the
LTIP
54,831 - maximum number of
Deferred Shares (ordinary shares of
BHP Billiton Limited) under the GIS
325 - maximum number of
Matched Shares (ordinary shares of
BHP Billiton Limited) under
Shareplus
________
1,338,483 - Total
Any additional information This notification is in respect of
an exercise of vested 2006
Performance Shares (225,000) under
the BHP Billiton Plc Long Term
incentive Plan and the exercise of
vested 2009 Deferred Shares (46,951)
under the BHP Billiton Limited Group
Incentive Scheme.
Part 5 - Contact details
Name of authorised officers Libby Joyner - BHP Billiton Limited
responsible for making this
notification on behalf of the Geof Stapledon - BHP Billiton Plc
entities
Contact details Libby Joyner Tel: +61 3 9609 2339
Fax: +61 3 9609 4372
Geof Stapledon Tel: +44 20 7802 4176
Fax: +44 20 7802 3054
Sponsor: Absa Capital (the investment banking division of Absa Bank Limited,
affiliated with Barclays Capital)
Date: 30/08/2011 07:42:03 Produced by the JSE SENS Department.
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