Form 6-K

BHP Billiton Limited and BHP Billiton Plc

October 30, 2018

/s/ Rachel Agnew

Rachel Agnew

Company Secretary

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 30, 2018

BHP BILLITON 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 BILLITON 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

LOGO


		BHP Billiton Limited		BHP Billiton Plc
		171 Collins Street		Nova South,
		Melbourne Victoria 3000 Australia		160 Victoria St
		GPO BOX 86		London SW1E 5LB UK
		Melbourne Victoria 3001 Australia		Tel +44 20 7802 4000
		Tel +61 1300 55 47 57 Fax +61 3 9609 3015		Fax + 44 20 7802 4111
		bhp.com		bhp.com

30 October 2018¹

ASX Listing Rules Appendix 3Y – Updated

Change of 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.2 and as agent for the director for the purposes of section 205G of the Corporations Act.


Name of Director		Ken MacKenzie

Date of last notice		30 August 2017

In relation to this Appendix 3Y, we advise the ASX of the following:

•

This Appendix 3Y relates to a change in Ken MacKenzie’s indirect interest: a purchase of 4,495 ordinary shares that occurred on 25 August 2017.

•

Ken MacKenzie’s Appendix 3Y lodged on 30 August 2017 detailed a purchase of 14,221 ordinary shares on 25 August 2017 and a purchase of 18,635 ordinary shares on 28 August 2017. Due to an administrative oversight, the separate 4,495 parcel of ordinary shares also purchased on 25 August 2017 was not disclosed in the Appendix 3Y lodged on 30 August 2017.

•

BHP is satisfied that it has the necessary reporting and notification policies in place to ensure compliance with its disclosure obligations under ASX Listing Rules 3.19A and 3.19B. Directors are aware of their obligations to notify the Group Company Secretary of any changes in securities holdings.

•

BHP believes its current notification practices are adequate and that this updated Appendix 3Y lodgement was an administrative oversight and is an isolated occurrence.

Part 1 – Change of director’s relevant interests in securities

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

Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.


Direct or indirect interest		Indirect

Nature of indirect interest (including registered holder)		Ken MacKenzie has an indirect interest in 52,351 ordinary shares in BHP Billiton Limited: 15,000 of those shares are held by the MacKenzie Family Trust in which Ken MacKenzie is a beneficiary; and 37,351 of those shares are held by the MacKenzie Family S/F Trust in which Ken MacKenzie is a beneficiary.

¹	This release was made outside the hours of operation of the ASX market announcements office.



Date of change		25 August 2017

No. of securities held prior to change		47,856 BHP Billiton Limited shares held indirectly.

Class		Ordinary shares in BHP Billiton Limited.

Number acquired		4,495

Number disposed		-

Value/Consideration		Purchase of 4,495 shares at AUD$26.73 per share (average) on 25 August 2017.

No. of securities held after change		52,351 BHP Billiton Limited shares held indirectly.

Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back		On-market purchase of 4,495 BHP Billiton Limited shares on the Australian Securities Exchange on 25 August 2017.

Part 2 – Change of director’s interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.


Detail of contract		-

Nature of interest		-

Name of registered holder (if issued securities)		-

Date of change		-

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 contacts detailed above traded during a closed period where prior written consent was required?		No.

If so, was prior written clearance provided to allow the trade to proceed during this period?		Under BHP’s Securities Dealing Policy a Director cannot deal in BHP Billiton Securities without prior written clearance. This requirement applies to all dealings, including those that occur outside of a Closed Period.

If prior written clearance was provided, on what date was this provided?		N/A



Part 4 - Contact details

Name of authorised officers responsible for making this notification on behalf of the entities	Rachel Agnew

Contact details	Rachel Agnew	Tel: +61 3 9609 3730

		Fax: +61 3 9611 1044

BHP Billiton 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

BHP Billiton 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

Members of the BHP Group which is headquartered in Australia

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.