Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 (6-k)

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

October 15, 2020

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)

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)

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

Group Governance

15 October 2020


To: Australian Securities Exchange		cc: New York Stock Exchange
London Stock Exchange		JSE Limited

FOR ANNOUNCEMENT TO THE MARKET

Please find attached the results of the business conducted at the meeting of shareholders of BHP Group Limited held virtually in Australia on 14 October 2020 and at the meeting of shareholders of BHP Group Plc held in London, United Kingdom on 15 October 2020.

As required by the Dual Listed Company Structure, a poll was conducted on each of the proposed resolutions. Each resolution is a Joint Electorate Action. The poll results for BHP Group Limited and BHP Group Plc are attached.

The final proxy position for each company is detailed in Appendix 1. The additional information required in respect of BHP Group Plc by the United Kingdom Companies Act 2006 is provided in Appendix 2.

A copy of the resolutions passed at the closure of the poll today has been submitted the FCA National Storage Mechanism and will shortly be available for inspection at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism

Authorised for lodgement by:

Geof Stapledon

Company Secretary


BHP Group Limited ABN 49 004 028 077		BHP Group 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 55 4757 Fax +61 3 9609 3015		Tel +44 20 7802 4000 Fax +44 20 7802 4111

Members of the BHP Group which is headquartered in Australia

The poll results for BHP Group Limited and BHP Group Plc as follows:


	Business	Votes For		%			Votes Against		%			Total Votes Cast		Abstentions¹		Result

1	To receive the 2020 Financial Statements and Reports for BHP		2,909,809,359		99.95	%		1,421,934		0.05	%		2,911,231,293		41,872,041	CARRIED
2	To reappoint Ernst & Young LLP as the auditor of BHP Group Plc		2,948,062,574		99.96	%		1,312,123		0.04	%		2,949,374,697		3,721,284	CARRIED
3	To authorise the Risk and Audit Committee to agree the remuneration of the auditor of BHP Group Plc		2,946,061,822		99.89	%		3,224,567		0.11	%		2,949,286,389		3,808,582	CARRIED
4	To approve the general authority to issue shares in BHP Group Plc		2,914,047,872		98.80	%		35,257,951		1.20	%		2,949,305,823		3,797,477	CARRIED
5	To approve the authority to allot equity securities in BHP Group Plc for cash		2,900,299,189		98.35	%		48,755,406		1.65	%		2,949,054,595		4,048,497	CARRIED
6	To authorise the repurchase of shares in BHP Group Plc		2,921,858,555		99.09	%		26,930,764		0.91	%		2,948,789,319		4,305,752	CARRIED
7	To approve the 2020 Remuneration Report other than the part containing the Directors’ remuneration policy		2,823,362,081		95.76	%		125,102,055		4.24	%		2,948,464,136		4,630,094	CARRIED
8	To approve the 2020 Remuneration Report		2,820,426,484		95.67	%		127,706,024		4.33	%		2,948,132,508		4,961,722	CARRIED


	Business	Votes For		%			Votes Against		%			Total Votes Cast		Abstentions¹		Result

9	To approve the grant to the Executive Director		2,902,867,398		98.45	%		45,600,204		1.55	%		2,948,467,602		4,624,916	CARRIED
10	To approve leaving entitlements		2,925,992,274		99.25	%		22,070,407		0.75	%		2,948,062,681		5,029,752	CARRIED
11	To elect Xiaoqun Clever as a Director of BHP		2,900,015,830		98.36	%		48,326,090		1.64	%		2,948,341,920		4,764,141	CARRIED
12	To elect Gary Goldberg as a Director of BHP		2,945,580,970		99.91	%		2,677,171		0.09	%		2,948,258,141		4,848,095	CARRIED
13	To elect Mike Henry as a Director of BHP		2,946,383,840		99.93	%		2,139,704		0.07	%		2,948,523,544		4,582,917	CARRIED
14	To elect Christine O’Reilly as a Director of BHP		2,940,990,647		99.75	%		7,488,042		0.25	%		2,948,478,689		4,626,554	CARRIED
15	To elect Dion Weisler as a Director of BHP		2,945,270,161		99.90	%		2,929,582		0.10	%		2,948,199,743		4,905,100	CARRIED
16	To re-elect Terry Bowen as a Director of BHP		2,906,341,026		98.57	%		42,015,847		1.43	%		2,948,356,873		4,740,109	CARRIED
17	To re-elect Malcolm Broomhead as a Director of BHP		2,874,872,876		98.07	%		56,581,606		1.93	%		2,931,454,482		21,647,691	CARRIED
18	To re-elect Ian Cockerill as a Director of BHP		2,943,832,937		99.93	%		2,006,980		0.07	%		2,945,839,917		7,262,938	CARRIED
19	To re-elect Anita Frew as a Director of BHP		2,905,767,623		98.55	%		42,839,311		1.45	%		2,948,606,934		4,498,309	CARRIED
20	To re-elect Susan Kilsby as a Director of BHP		2,816,758,682		95.53	%		131,858,130		4.47	%		2,948,616,812		4,488,431	CARRIED
21	To re-elect John Mogford as a Director of BHP		2,898,399,614		98.56	%		42,197,600		1.44	%		2,940,597,214		12,499,768	CARRIED


	Business	Votes For		%			Votes Against		%			Total Votes Cast		Abstentions¹		Result

22	To re-elect Ken MacKenzie as a Director of BHP		2,865,886,555		97.22	%		81,832,064		2.78	%		2,947,718,619		5,386,661	CARRIED
23	To amend the Constitution of BHP Group Limited		267,228,519		9.60	%		2,515,261,317		90.40	%		2,782,489,836		170,606,496	NOT CARRIED
	Resolution 24 was withdrawn by the requisitioning shareholders prior to the meeting.
24	To adopt interim cultural heritage protection measures²															WITHDRAWN
	Resolution 25 was NOT valid as it was conditional on Resolution 23 being approved by the required majority. Poll figures are provided below for information purposes only and do not constitute a voting result.
25	To suspend memberships of Industry Associations where COVID-19 related advocacy is inconsistent with Paris Agreement goals³		632,527,371		22.40	%		2,191,058,715		77.60	%		2,823,586,086		129,516,625	NOT VALID

^1. In calculating the results of the respective polls under the joint electoral procedure, “withheld” votes at BHP Group Plc’s meeting are aggregated with “abstained” votes at BHP Group Limited’s meeting. For all relevant purposes “withheld” votes and “abstained” votes have the same meaning. They are not included in the calculation of the proportion of votes for and against each resolution.

^2. Proxy figures for Resolution 24 are included below in Appendix 1 for information.

^3. BHP engaged extensively with investors throughout 2020 on the Company’s approach to industry associations. This engagement directly shaped the package of industry association reforms that BHP announced in August 2020, which was welcomed by Climate Action 100+ and the Australian Council of Superannuation Investors. BHP also consulted broadly with investors on Resolution 25, and will undertake further consultations over the next few months with shareholders that voted for and against Resolution 25 to better understand the reasons for their position.

APPENDIX 1

BHP Group Limited & BHP Group Plc - Final Proxy Position


		Limited		Plc

1	To receive the 2020 Financial Statements and Reports for BHP
*	Total number of votes exercisable by all proxies validly appointed		1,417,846,295		1,492,732,604

*	Total number of votes in respect of which the appointments specified that the proxy -
–	was to vote for the resolution		1,406,155,154		1,492,584,941
–	was to vote against the resolution		1,344,439		70,863
–	was to abstain on the resolution		26,531,171		15,331,597
–	may vote at the proxy’s discretion		10,346,702		76,800

2	To reappoint Ernst & Young LLP as the auditor of BHP Group Plc
*	Total number of votes exercisable by all proxies validly appointed		1,442,772,343		1,505,960,101

*	Total number of votes in respect of which the appointments specified that the proxy -
–	was to vote for the resolution		1,431,536,908		1,505,342,693
–	was to vote against the resolution		764,314		539,882
–	was to abstain on the resolution		1,605,123		2,104,100
–	may vote at the proxy’s discretion		10,471,121		77,526

3	To authorise the Risk and Audit Committee to agree the remuneration of the auditor of BHP Group Plc
*	Total number of votes exercisable by all proxies validly appointed		1,442,768,783		1,505,881,369

*	Total number of votes in respect of which the appointments specified that the proxy -
–	was to vote for the resolution		1,430,294,647		1,504,581,524
–	was to vote against the resolution		1,987,478		1,221,061
–	was to abstain on the resolution		1,608,683		2,181,822
–	may vote at the proxy’s discretion		10,486,658		78,784

4	To approve the general authority to issue shares in BHP Group Plc
*	Total number of votes exercisable by all proxies validly appointed		1,442,814,638		1,505,874,179

*	Total number of votes in respect of which the appointments specified that the proxy -
–	was to vote for the resolution		1,430,127,522		1,472,743,276
–	was to vote against the resolution		2,176,551		33,052,263
–	was to abstain on the resolution		1,562,828		2,189,222
–	may vote at the proxy’s discretion		10,510,565		78,640


		Limited		Plc

5	To approve the authority to allot equity securities in BHP Group Plc for cash
*	Total number of votes exercisable by all proxies validly appointed		1,442,592,737		1,505,844,329

*	Total number of votes in respect of which the appointments specified that the proxy -
–	was to vote for the resolution		1,424,859,649		1,464,232,282
–	was to vote against the resolution		7,193,747		41,532,682
–	was to abstain on the resolution		1,784,729		2,219,872
–	may vote at the proxy’s discretion		10,539,341		79,365

6	To authorise the repurchase of shares in BHP Group Plc
*	Total number of votes exercisable by all proxies validly appointed		1,442,605,893		1,505,544,242

*	Total number of votes in respect of which the appointments specified that the proxy -
–	was to vote for the resolution		1,428,791,544		1,481,840,347
–	was to vote against the resolution		3,294,171		23,625,180
–	was to abstain on the resolution		1,771,572		2,519,958
–	may vote at the proxy’s discretion		10,520,178		78,715

7	To approve the 2020 Remuneration Report other than the part containing the Directors’ remuneration policy
*	Total number of votes exercisable by all proxies validly appointed		1,442,066,912		1,505,757,155

*	Total number of votes in respect of which the appointments specified that the proxy -
–	was to vote for the resolution		1,409,403,130		1,402,918,814
–	was to vote against the resolution		22,216,794		102,758,345
–	was to abstain on the resolution		2,310,554		2,306,445
–	may vote at the proxy’s discretion		10,446,988		79,996

8	To approve the 2020 Remuneration Report
*	Total number of votes exercisable by all proxies validly appointed		1,441,784,438		1,505,711,908

*	Total number of votes in respect of which the appointments specified that the proxy -
–	was to vote for the resolution		1,408,717,567		1,400,783,807
–	was to vote against the resolution		22,729,314		104,850,725
–	was to abstain on the resolution		2,593,028		2,351,692
–	may vote at the proxy’s discretion		10,337,557		77,376


		Limited		Plc

9	To approve the grant to the Executive Director
*	Total number of votes exercisable by all proxies validly appointed		1,442,124,487		1,505,730,939

*	Total number of votes in respect of which the appointments specified that the proxy -
–	was to vote for the resolution		1,422,027,372		1,469,919,749
–	was to vote against the resolution		9,740,221		35,730,384
–	was to abstain on the resolution		2,252,979		2,330,949
–	may vote at the proxy’s discretion		10,356,894		80,806

10	To approve leaving entitlements
*	Total number of votes exercisable by all proxies validly appointed		1,441,771,906		1,505,689,738

*	Total number of votes in respect of which the appointments specified that the proxy -
–	was to vote for the resolution		1,424,104,052		1,490,884,529
–	was to vote against the resolution		7,314,625		14,725,631
–	was to abstain on the resolution		2,605,560		2,373,283
–	may vote at the proxy’s discretion		10,353,229		79,578

11	To elect Xiaoqun Clever as a Director of BHP
*	Total number of votes exercisable by all proxies validly appointed		1,442,337,538		1,505,352,389

*	Total number of votes in respect of which the appointments specified that the proxy -
–	was to vote for the resolution		1,405,030,221		1,483,774,656
–	was to vote against the resolution		26,796,849		21,498,245
–	was to abstain on the resolution		2,039,928		2,711,785
–	may vote at the proxy’s discretion		10,510,468		79,488

12	To elect Gary Goldberg as a Director of BHP
*	Total number of votes exercisable by all proxies validly appointed		1,442,248,710		1,505,356,480

*	Total number of votes in respect of which the appointments specified that the proxy -
–	was to vote for the resolution		1,429,651,528		1,504,694,718
–	was to vote against the resolution		2,079,451		582,939
–	was to abstain on the resolution		2,128,756		2,707,469
–	may vote at the proxy’s discretion		10,517,731		78,823


		Limited		Plc

13	To elect Mike Henry as a Director of BHP
*	Total number of votes exercisable by all proxies validly appointed		1,442,515,107		1,505,357,780

*	Total number of votes in respect of which the appointments specified that the proxy -
–	was to vote for the resolution		1,430,027,158		1,505,136,163
–	was to vote against the resolution		1,989,836		141,904
–	was to abstain on the resolution		1,862,359		2,706,394
–	may vote at the proxy’s discretion		10,498,113		79,713

14	To elect Christine O’Reilly as a Director of BHP
*	Total number of votes exercisable by all proxies validly appointed		1,442,467,131		1,505,365,742

*	Total number of votes in respect of which the appointments specified that the proxy -
–	was to vote for the resolution		1,425,295,662		1,504,477,582
–	was to vote against the resolution		6,662,661		808,572
–	was to abstain on the resolution		1,910,335		2,698,432
–	may vote at the proxy’s discretion		10,508,808		79,588

15	To elect Dion Weisler as a Director of BHP
*	Total number of votes exercisable by all proxies validly appointed		1,442,210,668		1,505,361,215

*	Total number of votes in respect of which the appointments specified that the proxy -
–	was to vote for the resolution		1,429,280,874		1,504,702,971
–	was to vote against the resolution		2,328,551		579,421
–	was to abstain on the resolution		2,166,798		2,702,959
–	may vote at the proxy’s discretion		10,601,243		78,823

16	To re-elect Terry Bowen as a Director of BHP
*	Total number of votes exercisable by all proxies validly appointed		1,442,358,347		1,505,362,363

*	Total number of votes in respect of which the appointments specified that the proxy -
–	was to vote for the resolution		1,427,186,131		1,467,883,084
–	was to vote against the resolution		4,608,047		37,399,791
–	was to abstain on the resolution		2,019,119		2,701,811
–	may vote at the proxy’s discretion		10,564,169		79,488

17	To re-elect Malcolm Broomhead as a Director of BHP
*	Total number of votes exercisable by all proxies validly appointed		1,442,452,835		1,488,359,114

*	Total number of votes in respect of which the appointments specified that the proxy -
–	was to vote for the resolution		1,421,420,013		1,442,231,719
–	was to vote against the resolution		10,518,428		46,047,907
–	was to abstain on the resolution		1,924,631		19,705,060
–	may vote at the proxy’s discretion		10,514,394		79,488


		Limited		Plc

18	To re-elect Ian Cockerill as a Director of BHP
*	Total number of votes exercisable by all proxies validly appointed		1,442,403,063		1,502,794,818

*	Total number of votes in respect of which the appointments specified that the proxy -
–	was to vote for the resolution		1,430,100,569		1,502,441,023
–	was to vote against the resolution		1,723,168		273,112
–	was to abstain on the resolution		1,974,403		5,269,356
–	may vote at the proxy’s discretion		10,579,326		80,683

19	To re-elect Anita Frew as a Director of BHP
*	Total number of votes exercisable by all proxies validly appointed		1,442,590,662		1,505,370,190

*	Total number of votes in respect of which the appointments specified that the proxy -
–	was to vote for the resolution		1,427,139,655		1,467,339,801
–	was to vote against the resolution		4,880,233		37,951,257
–	was to abstain on the resolution		1,786,804		2,693,984
–	may vote at the proxy’s discretion		10,570,774		79,132

20	To re-elect Susan Kilsby as a Director of BHP
*	Total number of votes exercisable by all proxies validly appointed		1,442,599,739		1,505,371,501

*	Total number of votes in respect of which the appointments specified that the proxy -
–	was to vote for the resolution		1,387,375,105		1,418,077,265
–	was to vote against the resolution		44,633,376		87,215,231
–	was to abstain on the resolution		1,777,727		2,692,673
–	may vote at the proxy’s discretion		10,591,258		79,005

21	To re-elect John Mogford as a Director of BHP
*	Total number of votes exercisable by all proxies validly appointed		1,442,340,753		1,497,619,133

*	Total number of votes in respect of which the appointments specified that the proxy -
–	was to vote for the resolution		1,426,832,123		1,460,254,703
–	was to vote against the resolution		4,904,495		37,284,342
–	was to abstain on the resolution		2,036,713		10,445,041
–	may vote at the proxy’s discretion		10,604,135		80,088

22	To re-elect Ken MacKenzie as a Director of BHP
*	Total number of votes exercisable by all proxies validly appointed		1,442,439,390		1,504,628,788

*	Total number of votes in respect of which the appointments specified that the proxy -
–	was to vote for the resolution		1,414,617,682		1,439,829,115
–	was to vote against the resolution		17,104,080		64,718,547
–	was to abstain on the resolution		1,938,076		3,435,385
–	may vote at the proxy’s discretion		10,717,628		81,126


		Limited		Plc

23	To amend the Constitution of BHP Group Limited
*	Total number of votes exercisable by all proxies validly appointed		1,358,904,710		1,422,938,592

*	Total number of votes in respect of which the appointments specified that the proxy -
–	was to vote for the resolution		73,900,810		193,281,070
–	was to vote against the resolution		1,274,632,259		1,229,578,216
–	was to abstain on the resolution		85,472,755		85,119,189
–	may vote at the proxy’s discretion		10,371,641		79,306

	Resolution 24 was withdrawn by the requisitioning shareholders prior to the meeting. Resolution 25 was NOT valid as it was conditional on Resolution 23 being approved by the required majority. Proxy figures for both Resolutions 24 and 25 are provided below for information purposes only.

24	To adopt interim cultural heritage protection measures
*	Total number of votes exercisable by all proxies validly appointed		1,428,318,772		1,389,799,856

*	Total number of votes in respect of which the appointments specified that the proxy -
–	was to vote for the resolution		101,930,450		146,143,690
–	was to vote against the resolution		1,316,233,394		1,243,577,138
–	was to abstain on the resolution		16,058,693		118,264,155
–	may vote at the proxy’s discretion		10,154,928		79,028

25	To suspend memberships of Industry Associations where COVID-19 related advocacy is inconsistent with Paris Agreement goals
*	Total number of votes exercisable by all proxies validly appointed		1,392,051,529		1,430,890,306

*	Total number of votes in respect of which the appointments specified that the proxy -
–	was to vote for the resolution		289,334,988		343,148,134
–	was to vote against the resolution		1,092,540,921		1,087,663,144
–	was to abstain on the resolution		52,325,936		77,173,854
–	may vote at the proxy’s discretion		10,175,620		79,028

APPENDIX 2

Additional Information

For the purposes of section 341 of the United Kingdom’s Companies Act 2006 and in respect of BHP Group Plc, the votes validly cast1 as a percentage of the company’s total issued share capital (as at 6pm on 14 October 2020) are:


	Item of Business	Votes cast %¹
1	To receive the 2020 Financial Statements and Reports for BHP	70.68%
2	To reappoint Ernst & Young LLP as the auditor of BHP Group Plc.	71.30%
3	To authorise the Risk and Audit Committee to agree the remuneration of the auditor of BHP Group Plc	71.30%
4	To approve the general authority to issue shares in BHP Group Plc	71.30%
5	To approve the authority to allot equity securities in BHP Group Plc for cash	71.30%
6	To authorise the repurchase of shares in BHP Group Plc	71.28%
7	To approve the 2020 Remuneration Report other than the part containing the Directors’ remuneration policy	71.29%
8	To approve the 2020 Remuneration Report	71.29%
9	To approve the grant to the Executive Director	71.29%
10	To approve leaving entitlements	71.29%
11	To elect Xiaoqun Clever as a Director of BHP	71.27%
12	To elect Gary Goldberg as a Director of BHP	71.27%
13	To elect Mike Henry as a Director of BHP	71.27%
14	To elect Christine O’Reilly as a Director of BHP	71.27%
15	To elect Dion Weisler as a Director of BHP	71.27%


16	To re-elect Terry Bowen as a Director of BHP	71.27%
17	To re-elect Malcolm Broomhead as a Director of BHP	70.47%
18	To re-elect Ian Cockerill as a Director of BHP	71.15%
19	To re-elect Anita Frew as a Director of BHP	71.27%
20	To re-elect Susan Kilsby as a Director of BHP	71.27%
21	To re-elect John Mogford	70.91%
22	To re-elect Ken MacKenzie as a Director of BHP	71.24%
23	To amend the Constitution of BHP Group Limited	67.37%
24	Resolution withdrawn
25	To suspend memberships of Industry Associations where COVID-19 related advocacy is inconsistent with Paris Agreement goals²	67.75%

^1. This calculation does not include the votes cast at the BHP Group Limited Annual General Meeting which are added to the votes cast at the BHP Group Plc Annual General Meeting to give the final result in relation to each resolution. Final poll results for BHP Group Plc and BHP Group Limited can be found on pages 2 to 4 of this announcement.

^2. Resolution 25 was not valid as it was conditional on Resolution 23 being approved by the required majority. The information contained above is for information purposes only.

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.