-----------------------------------
OMB APPROVAL
-----------------------------------
-----------------------------------
OMB NUMBER: 3235-0379
EXPIRES: JANUARY 31, 2007
ESTIMATED AVERAGE BURDEN
HOURS PER RESPONSE....... 2.0
-----------------------------------
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM F-X
APPOINTMENT OF AGENT FOR SERVICE OF PROCESS AND UNDERTAKING
GENERAL INSTRUCTIONS
I. Form F-X shall be filed with the Commission:
(a) by any issuer registering securities on Form F-8, F-9, F-10 or F-80
under the Securities Act of 1933;
(b) by any issuer registering securities on Form 40-F under the Securities
Exchange Act of 1934 (the "Exchange Act");
(c) by any issuer filing a periodic report on Form 40-F, if it has not
previously filed a Form F-X in connection with the class of securities in
relation to which the obligation to file a report on Form 40-F arises;
(d) by any issuer or other non-U.S. person filing tender offer documents on
Schedule 13E-4F, 14D-1F or 14D-9F;
(e) by any non-U.S. person acting as trustee with respect to securities
registered on Form F-7, F-8, F-9, F-10, F-80, or SB-2; and
(f) by a Canadian issuer qualifying an offering statement pursuant to the
provisions of Regulation A, or reg
(g) by any non-U.S. issuer providing Form CB to the Commission in
connection with a tender offer, rights offering or business combination.
A Form F-X filed in connection with any other Commission form should not be
bound together with or be included only as an exhibit to, such other form.
II. Six copies of the Form F-X, one of which must be manually signed, shall be
filed with the Commission as its principal office.
A. Name of issuer or person filing ("Filer"): BHP Billiton Limited and
BHP Billiton Plc
B. (1) This is [check one]
[x] an original filing for the Filer
[ ] an amended filing for the Filer
(2) Check the following box if you are filing the Form F-X in paper
in accordance with Regulation S-T Rule 101(b)(9) [ ]
Note: Regulation S-T Rule 101(b)(9) only permits the filing of the Form F-X in
paper:
(a) if the party filing or submitting the Form CB is not subject to the
reporting requirements of Section 13 or 15(d) of the Exchange Act; or
(b) if filed by a Canadian issuer when qualifying an offering statement
pursuant to the provisions of Regulation A (230.251 - 230.263 of this
chapter).
PERSONS WHO RESPOND TO THE COLLECTION OF INFORMATION
CONTAINED IN THIS FORM ARE NOT REQUIRED TO RESPOND UNLESS THE
FORM DISPLAYS A CURRENTLY VALID OMB CONTROL NUMBER.
(3) A filer may also file the Form F-X in paper under a hardship exemption
provided by Regulation S-T Rule 201 or 202 (17 CFR 232.201 or 232.202).
When submitting the Form F-X in paper under a hardship exemption, a filer
must provide the legend required by Regulation S-T Rule 201(a)(2) or 202(c)
(17 CFR 232.201(a)(2) or 232.202(c)) on the cover page of the Form F-X.
C. Identify the filing in conjunction with which this Form is being filed:
Name of registrant: BHP Billiton Limited and BHP Billiton Plc
Form type: CB
File Number (if known)
-------------------------------
Filed by: BHP Billiton Limited and BHP Billiton Plc
Date Filed (if filed concurrently, so indicate): Concurrently
D. The Filer is incorporated or organized under the laws of Commonwealth of
Australia and has its principal place of business at BHP Billiton Group, 180
Londsdale Street, Melbourne, 3000, Australia, Attention: John Fast, Chief
Legal Counsel (tel: +61 3 9609 3333, fax: + 61 3 9609 3025).
E. The Filer designates and appoints CT Corporation System ("Agent") located at
111 Eighth Avenue, New York, NY 10011 (212) 894-8400
as the agent of the Filer upon whom may be served any process, pleadings,
subpoenas, or other papers in
(a) any investigation or administrative proceeding conducted by the
Commission; and
(b) any civil suit or action brought against the Filer or to which the
Filer has been joined as defendant or respondent, in any appropriate
court in any place subject to the jurisdiction of any state or of the
United States or of any of its territories or possessions or of the
District of Columbia, where the investigation, proceeding or cause of
action arises out of or relates to or concerns (i) any offering made
or purported to be made in connection with the securities registered
or qualified by the Filer on Form (Name of form) CB on (Date) 11/30/04
or any purchases or sales of any security in connection therewith;
(ii) the securities in relation to which the obligation to file an
annual report on Form 40-F arises, or any purchases or sales of such
securities; (iii) any tender offer for the securities of a Canadian
issuer with respect to which filings are made by the Filer with the
Commission on Schedule 13E-4F, 14D-1F or 14D-9F; or (iv) the
securities in relation to which the Filer acts as trustee pursuant to
an exemption under Rule 10a-5 under the Trust Indenture Act of 1939.
The Filer stipulates and agrees that any such civil suit or action or
administrative proceeding may be commenced by the service of process
upon, and that service of an administrative
-2-
subpoena shall be effected by service upon such agent for service of
process, and that service as aforesaid shall be taken and held in all
courts and administrative tribunals to be valid and binding as if
personal service thereof had been made.
F. Each person filing this Form in connection with:
(a) the use of Form F-9, F-10, 40-F, or SB-2 or Schedule 13E-4F,
14D-1F or 14D-9F stipulates and agrees to appoint a successor agent
for service of process and file an amended Form F-X if the Filer
discharges the Agent or the Agent is unwilling or unable to accept
service on behalf of the Filer at any time until six years have
elapsed from the date the issuer of the securities to which such Forms
and Schedules relate has ceased reporting under the Exchange Act;
(b) the use of Form F-8, Form F-80 or Form CB stipulates and agrees to
appoint a successor agent for service of process and file an amended
Form F-X if the Filer discharges the Agent or the Agent is unwilling
or unable to accept service on behalf of the Filer at any time until
six years have elapsed following the effective date of the latest
amendment to such Form F-8, Form F-80 or Form CB;
(c) its status as trustee with respect to securities registered on
Form F-7, F-8, F-9, F-10, F-80, or SB-2 stipulates and agrees to
appoint a successor agent for service of process and file an amended
Form F-X if the Filer discharges the Agent or the Agent is unwilling
or unable to accept service on behalf of the Filer at any time during
which any of the securities subject to the indenture remain
outstanding; and
(d) the use of Form 1-A or other Commission form for an offering
pursuant to Regulation A stipulates and agrees to appoint a successor
agent for service of process and file an amended Form F-X if the Filer
discharges the Agent or the Agent is unwilling or unable to accept
service on behalf of the Filer at any time until six years have
elapsed from the date of the last sale of securities in reliance upon
the Regulation A exemption.
Each filer further undertakes to advise the Commission promptly of any change to
the Agent's name or address during the applicable period by amendment of this
Form, referencing the file number of the relevant form in conjunction with which
the amendment is being filed.
G. Each person filing this Form, other than a trustee filing in accordance with
General Instruction I.(a) of this Form, undertakes to make available, in person
or by telephone, representatives to respond to inquiries made by the Commission
staff, and to furnish promptly, when requested to do so by the Commission staff,
information relating to: the Forms, Schedules and offering statements described
in General Instructions I.(a), I.(b), I.(c), I.(d) and I.(f) of this Form, as
applicable; the securities to which such Forms, Schedules and offering
statements relate; and the transactions in such securities.
The Filer certifies that it has duly caused this power of attorney, consent,
stipulation and agreement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of __________________________ Country of
_________________________________ this ________________ day of _________,
_________.
_________________________________
Filer:
___________________________
By: (Signature and Title)
This statement has been signed by the following persons in the capacities and on
the dates indicated.
/s/ Karen Wood
________________________________________________________________________________
(Signature)
-3-
Secretary
________________________________________________________________________________
(Title)
March 10, 2005
________________________________________________________________________________
(Date)
-4-