BHP Group Limited — Board/Management Information 2017

Oct 24, 2017

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Group Governance

25 October 2017

BHP Billiton Limited BHP Billiton Plc 171 Collins Street Nova South Melbourne Victoria 3000 Australia 160 Victoria Street GPO BOX 86 London SW1E 5LB UK Melbourne Victoria 3001 Australia Tel +44 20 7802 4000 Tel +61 1300 554 757 Fax + 44 20 7802 4111 Fax +61 3 9609 3015 bhp.com bhp.com

Retirement of Malcolm Brinded as independent Non-executive Director

Malcolm Brinded retired as an independent Non-executive Director of BHP Billiton Limited and BHP Billiton Plc on 18 October 2017.

ASX Listing Rules Appendix 3Z Final Director’s Interest Notice

Name of entities	BHP Billiton Limited	BHP Billiton Plc
	ABN 49 004 028 077	REG NO 3196209

We (the entities) give the ASX the following information under listing rule 3.19A.3 and as agent for the Director for the purposes of section 205G of the Australian Corporations Act.

**Name of director **	Malcolm Brinded
Date of last notice	11 March 2016
Date that director ceased to be**director **	18 October 2017

Part 1 – Director’s relevant interests in securities of which the director is the registered holder

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Number & class of securities

N/A

Part 2 – Director’s relevant interests in securities of which the director is not the registered holder

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Name of holder & nature of interest

Number & class of securities

Investment Funds Direct Nominees 60,000 ordinary shares in BHP Billiton Plc. Limited holds the shares on behalf of Malcolm Brinded who has a beneficial interest.

Part 3 – Director’s interests in contracts

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----- Start of picture text ----- Detail of contract NilNature of interest N/AName of registered holder N/A(if issued securities)No. and class of securities to which N/Ainterest relates----- End of picture text -----

Part 4 – Contact details

Name of authorised officers Rachel Agnew responsible for making this notification on behalf of the entities Contact details Rachel Agnew Tel: +61 3 9609 3730 Fax: +61 3 9611 1044 BHP Billiton Limited ABN 49 004 028 077 BHP Billiton 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 554 757 Fax +61 3 9609 3015 Tel +44 20 7802 4000 Fax +44 20 7802 4111

Members of the BHP Billiton Group which is headquartered in Australia

MALCOLM BRINDED: SECTION 430 (2B) COMPANIES ACT 2006 STATEMENT

BHP Billiton Limited and BHP Billiton Plc (collectively, “BHP”) confirm that Malcolm Brinded retired as a Non-executive Director of the Company on 18 October 2017. The following information is provided in accordance with section 430 (2B) of the UK Companies Act 2006:

BHP's Remuneration Report for the financial year ending 30 June 2018 will include the remuneration earned by Mr Brinded during his appointment as a Non-executive Director of BHP for the financial year ending 30 June 2018.

Mr Brinded has not and will not receive any remuneration payments upon ceasing to be a Director of BHP other than BHP’s normal fees for an independent Non-executive Director payable for the period from 1 July 2017 up to and including 18 October 2017.