Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 (6-k)
August 11 2021 - 6:18AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
August 11, 2021
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BHP GROUP LIMITED
(ABN 49 004 028 077)
(Exact name of Registrant as specified in its charter)
VICTORIA, AUSTRALIA
(Jurisdiction of incorporation or organisation)
171 COLLINS STREET, MELBOURNE,
VICTORIA 3000 AUSTRALIA
(Address of principal executive offices)
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BHP GROUP PLC
(REG. NO. 3196209)
(Exact
name of Registrant as specified in its charter)
ENGLAND AND WALES
(Jurisdiction of incorporation or organisation)
NOVA SOUTH, 160 VICTORIA STREET
LONDON, SW1E 5LB
UNITED
KINGDOM
(Address of principal executive offices)
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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 ☐ 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
If Yes is marked, indicate below the file number assigned to the registrant in connection with Rule
12g3-2(b): n/a
NEWS RELEASE
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Release Time
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IMMEDIATE
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Date
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11 August 2021
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Release Number
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13/21
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Resolutions under section 249N of the Corporations Act for consideration at the AGM
In accordance with ASX Listing Rule 3.17A, the wording of two proposed resolutions that have been requisitioned under section 249N of the Corporations Act for
consideration at the 2021 Annual General Meeting of BHP Group Limited is set out in Attachment A.
The proposed resolutions have been requisitioned by
shareholders of BHP Group Limited representing approximately 0.009% of the shares on issue in BHP Group Limited (and approximately 0.006% of the shares on issue in the combined BHP Group).
The BHP Group Limited Notice of Annual General Meeting will include the requisitioned resolutions and the requisitioners statements of support as well
as the Boards response and voting recommendations. Consistent with the BHP Dual Listed Company framework, the proposed resolutions will also be included on the BHP Group Plc Annual General Meeting agenda.
As Resolution 1 overlaps with an equivalent resolution notified to the market on 6 August 2021, the requisitioners have confirmed that Resolution 1 and its
supporting statement will not need to be included in the BHP Group Limited Notice of Annual General Meeting if the equivalent notified resolution proceeds.
ATTACHMENT A
Resolution 1
Resolution 1 Amendment to the
Constitution
To amend the constitution to insert the following new clause 46: The company in general meeting may by ordinary resolution express an
opinion or request information about the way in which a power of the company partially or exclusively vested in the directors has been or should be exercised. However, such a resolution must relate to a material risk as identified by the company and
cannot either advocate action that would violate any law or relate to any personal claim or grievance. Such a resolution is advisory only and does not bind the directors or the company.
Resolution 2
Resolution 2 Capital
Protection
Shareholders note the companys stated support for the goal of achieving net-zero emissions globally by 2050, along with the publication
of the International Energy Agencys Net-Zero Emissions by 2050 Scenario, and the Climate Action 100+ company assessment. Shareholders therefore request the company disclose, in subsequent annual reporting, the following information pertaining
to its thermal coal, metallurgical coal, oil and gas assets:
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Details of how the companys capital allocation to thermal coal, metallurgical coal, oil and gas assets will
align with a scenario in which global energy emissions reach net-zero by 2050, facilitating the efficient managing down of these assets;
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Production guidance for the lifetime of thermal coal, metallurgical coal, oil and gas assets;
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Plans and capital expenditure expectations for decommissioning and rehabilitating sites at the end of asset life;
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Plans for how employees of the company will be informed of asset closures, and employee transition plans,
including any compensation for job losses, training and support in seeking future employment; and
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Details of how remaining value in the companys thermal coal, metallurgical coal, oil and gas assets will be
redeployed or returned to investors.
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Further information on BHP can be found at: bhp.com
Authorised for lodgement by:
Stefanie Wilkinson
Group Company Secretary
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Media Relations
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Investor Relations
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Email: media.relations@bhp.com
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Email: investor.relations@bhp.com
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Australia and Asia
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Australia and Asia
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Gabrielle Notley
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Tara Dines
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Tel: +61 3 9609 3830 Mobile: +61 411 071 715
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Tel: +61 3 9609 2222 Mobile: + 61 499 249 005
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Europe, Middle East and Africa
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Europe, Middle East and Africa
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Neil Burrows
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James Bell
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Tel: +44 20 7802 7484 Mobile: +44 7786 661 683
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Tel: +44 20 7802 7144 Mobile: +44 7961 636 432
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Americas
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Americas
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Judy Dane
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Brian Massey
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Tel: +1 713 961 8283 Mobile: +1 713 299 5342
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Tel: +1 713 296 7919 Mobile: +1 832 870 7677
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BHP Group Limited ABN 49 004 028 077
LEI
WZE1WSENV6JSZFK0JC28
Registered in Australia
Registered
Office: Level 18, 171 Collins Street
Melbourne Victoria 3000 Australia
Tel +61 1300 55 4757 Fax +61 3 9609 3015
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BHP Group plc Registration number 3196209
LEI
549300C116EOWV835768
Registered in England and Wales
Registered Office: Nova South, 160 Victoria Street
London SW1E
5LB United Kingdom
Tel +44 20 7802 4000 Fax +44 20 7802 4111
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Members of the BHP Group which is
headquartered
in Australia
Follow us on social media
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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 Group Limited and BHP Group Plc
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Date: August 11, 2021
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By:
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/s/ Stefanie Wilkinson
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Name:
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Stefanie Wilkinson
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Title:
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Group Company Secretary
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