SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
April 03, 2012
Commission File Number
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Translation of registrant's name into English; Address of principal executive offices
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BHP Billiton Limited (ABN 49 004 028 077)
180 LONSDALE STREET, MELBOURNE, VICTORIA 3000 AUSTRALIA |
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BHP Billiton Plc (REG. NO. 3196209)
NEATHOUSE PLACE, VICTORIA, LONDON, UNITED KINGDOM |
Indicate by check mark whether the registrant files or will
file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F X Form 40-F
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
Indicate by check mark whether the registrant by furnishing the
information contained in this form is also thereby furnishing the
information to the Commission pursuant to Rule 12g3-2(b) under the
Securities Exchange Act of 1934.
Yes No X
If "Yes" is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b): 82-.
Company Secretariat 3 April 2012 To: cc: Notification of Change of Interests of Directors and Connected Persons Name of entities: 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 managerial responsibilities: Date of last notice: Date issuer informed of transaction: Date and place of transaction: Nature of transaction: Part 1 – Change of relevant interests in securities Included in this Part are: Direct or indirect interest: Nature of indirect interest(including registered holder): BHP Billiton Limited Date of change: No. of securities held prior to change: Class: Number acquired: Number disposed: Value/Consideration: Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back: Any additional information: Part 2 –Change of interests in contracts other than as described in Part 4 Included in this Part are: 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 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 date of this notice 1,510,048 119,536 239 Any additional information: Part 5 – Contact details Name of authorised officers responsible for making this notification on behalf of the entities: Nicola Evans – BHP Billiton Limited Contact details: Geof Stapledon Billiton Limited ABN 49 004 028 077 BHP Billiton Plc Registration number 3196209 Members of the BHP Billiton Group which is headquartered in Australia
Australian Securities Exchange
London Stock Exchange
New York Stock Exchange
JSE Limited
(Australian Securities Exchange Listing Rules Appendix 3Y)
(Listing Rules & Disclosure and Transparency Rules of the UK Listing Authority)
BHP Billiton Limited ABN 49 004 028 077
BHP Billiton Plc REG NO 3196209
Mr M J Kloppers
3 January 2012
2 April 2012
Shareplus employee share plan trust purchased the shares on the Australian Securities Exchange on 19 March 2012. The shares were allocated and the issuer informed on 2 April 2012.
Due to the expiry of the Qualification Period and satisfaction of other conditions under the terms of the all employee share plan Shareplus (2009) the:
• acquisition of 194 Matched Shares (ordinary fully paid shares of BHP Billiton Limited) (see Part 3), and
• transfer of 194 Acquired Shares (ordinary fully paid shares of BHP Billiton Limited).
In addition, the acquisition of an indirect interest in 36 ordinary fully paid shares in BHP Billiton Limited under Shareplus 2011.
• 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.
Indirect
BHP Billiton Plc
Mr Kloppers has an indirect interest in 325,375 ordinary shares in BHP Billiton Plc, as follows:
i) 80,000 ordinary shares in BHP Billiton Plc held by the Kloppers Family Superannuation Fund and registered in the name of Kloppers Family Fund Pty Ltd; and
ii) 245,375 ordinary shares in BHP Billiton Plc held by Maricar Pty Ltd as trustee for the Maricar Family Trust.
No change to BHP Billiton Plc interests above
Mr Kloppers also has an indirect interest in 171,627* ordinary shares in BHP Billiton Limited, as follows:
iii) 148,388 ordinary shares in BHP Billiton Limited held by Maricar Pty Ltd as trustee for the Maricar Family Trust;
iv) 23,000 ordinary shares in BHP Billiton Limited held by the Kloppers Family Superannuation Fund and registered in the name of Kloppers Family Fund Pty Ltd; and
v) 239* 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 under Shareplus 2009 and the acquisition of shares under Shareplus 2011.
2 April 2012
325,375 (BHP Billiton Plc) – Indirect
363,520 (BHP Billiton Plc) – Direct
171,397 (BHP Billiton Limited) - Indirect
Ordinary Shares in BHP Billiton Limited
194 (Matched Shares, Shareplus 2009)
36 (Acquired Shares, Shareplus 2011)
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Nil - Matched Shares, Shareplus 2009
A$34.37 per Acquired Shares (Shareplus 2011)
No. of securities held after change:
325,375 (BHP Billiton Plc) – Indirect
363,520 (BHP Billiton Plc) – Direct
171,627 (BHP Billiton Limited) - Indirect
Under Shareplus 2009, the allocation and transfer of Matching Shares and transfer of Acquired Shares from Computershare Nominees.
Under Shareplus 2011, the acquisition of an indirect interest in Acquired Shares.
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.
• only details of a contract in relation to which the interest has changed; and
• details and estimated valuation if the consideration is non-cash.
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No.
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BHP Billiton Limited interests:
maximum number of Performance Shares (ordinary shares of BHP Billiton Limited) under the LTIP
maximum number of Deferred Shares (ordinary shares of BHP Billiton Limited) under the GIS
maximum number of Matched Shares (ordinary shares of BHP Billiton Limited) under Shareplus
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1,629,823
Total
This notification is in respect of the vested Matched Shares under Shareplus where 194 Matched Shares under the 2009 scheme were purchased and of Acquired Shares under Shareplus 2011 (share purchase) scheme (see Part 1).
Geof Stapledon – BHP Billiton Plc
Nicola Evans
Tel: +61 3 9609 4326
Fax: +61 3 9609 4372
Tel: +44 20 7802 4176
Fax: +44 20 7802 3054
Registered in Australia
Registered Office:
180 Lonsdale Street, Melbourne Victoria 3000 Australia
Registered in England and Wales
Registered Office:
Neathouse Place, London SW1V 1BH UK
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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BHP Billiton Limited (ABN 49 004 028 077) BHP Billiton Plc (REG NO 3196209) | ||
Date : April 03, 2012 | By: | /s/ Jane McAloon | |
Name: | Jane McAloon | ||
Title: | Group Company Secretary | ||