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BIL
BIBLT
BIL - BHP Billiton Plc - Notification of Change of Interests of Persons
Discharging Managerial Responsibility
BHP Billiton Plc
Share code: BIL
ISIN: GB0000566504
Company Secretariat
1 April 2011
Notification of Change of Interests of Persons Discharging Managerial
Responsibility
(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 Listing Rules and Disclosure and Transparency Rules of the
United Kingdom Listing Authority and the Group`s Securities Dealing document.
We (the entities) advise the following information under the UK Listing
Authority Disclosure and Transparency Rule 3.1.4 and as agent for the person
discharging managerial responsibilities in accordance with the Group`s
Securities Dealing document.
Name of person discharging Mr M P Randolph
managerial responsibilities
Date of last notice 28 February 2011
Date issuer informed of 1 April 2011
transaction
Date and place of transaction Shareplus employee share plan trust
purchased the shares on the Australian
Securities Exchange on 11 March 2011.
The shares were allocated and the issuer
informed on 1 April 2011.
Nature of transaction Due to the expiry of the Qualification
Period and satisfaction of other
conditions under the terms of the all
employee share plan Shareplus (2008)
the:
acquisition of 172 Matched Shares
(ordinary fully paid shares of BHP
Billiton Limited) (see Part 3), and
transfer of 172 Acquired Shares
(ordinary fully paid shares of BHP
Billiton Limited).
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 interest Indirect/Direct
Nature of indirect interest Mr Randolph has an indirect interest in
(including registered holder) 286* 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
transferred in this transaction
(Acquired Shares) previously held by
the Shareplus Nominee Computershare.
Date of change 1 April 2011
No. of securities held prior to 191,080 (Direct)
change 458 (Indirect)
Class Ordinary Shares in BHP Billiton Limited
Number acquired 172 (Matched Shares)
Number disposed -
Value/Consideration Nil priced Matched Shares (BHP Billiton
Limited)
No. of securities held after change 191,424 (Direct)
286 (Indirect)
Nature of change Allocation and transfer of Matching
Example: on-market trade, off- Shares and transfer of Acquired Shares
market trade, exercise of options, from Computershare Nominees.
issue of securities under dividend
reinvestment plan, participation in
buy-back
Any additional information Shareplus is an all-employee share
purchase plan. Under the plan,
employees contribute monies to purchase
shares (Acquired Shares), up to an
annual contribution limit of US$5,000
in any Plan year. Shares are purchased
on a quarterly basis using the
employees` contributions made each pay
period over the preceding 3 months. Any
Acquired Shares still held by employees
at the end of a 3 year qualification
period will be matched by the company
on a 1:1 basis.
Part 2 - Change of interests in contracts other than as described in Part 3
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 - 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
Part 3 - Change of interests in options or other rights granted by the entities
(cont`d)
Total number of securities over
which options or other rights held 822,676 - maximum number of
at the date of this notice Performance Shares (ordinary shares
of BHP Billiton Limited) under the
LTIP
55,945 - maximum number of
Deferred Shares (ordinary shares of
BHP Billiton Limited) under the GIS
286 - maximum number of
Matched Shares (ordinary shares of
BHP Billiton Limited) under Shareplus
_________
878,907 - Total
Any additional information This notification is in respect of
the vested Matched Shares under
Shareplus where 172 Matched Shares
under the 2008 scheme were purchased
and transferred (see Part 1).
Part 4 - 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 - BHP
entities Billiton Plc
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
Date: 01/04/2011 07:36:19 Produced by the JSE SENS Department.
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