Company Secretariat
 

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

November 30, 2006

 

 

 

BHP BILLITON LIMITED

(ABN 49 004 028 077)

(Exact name of Registrant as specified in its charter)

 

VICTORIA, AUSTRALIA

(Jurisdiction of incorporation or organisation)

 

180 LONSDALE 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)

 

NEATHOUSE PLACE, VICTORIA, LONDON,

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:  [x] 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    [x] No
 
If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):    n/a 
 

30 November 2006

To:
Australian Stock Exchange
London Stock Exchange

cc:
New York Stock Exchange
Swiss Stock Exchange
JSE Securities Exchange SA
Deutsche Bank
UBS Zurich

For Announcement to the Market

 

I advise the following results of the business conducted at the meetings of shareholders of BHP Billiton Limited ("Limited") held on 29 November 2006 and BHP Billiton Plc ("Plc") held on 26 October 2006.

The final proxy position for each company (excluding the proxy votes carried from one meeting to the other meeting by the Special Voting Shares) is detailed in Appendix 1. As required by the Dual Listed Companies Structure, a poll was conducted on each of the proposed resolutions. Because of the nature of that Structure, the poll results for each company on Joint Electorate Actions are identical.

The poll results were:

 

                     

                            Business                                 Votes                               Votes          Votes                                Result
                                                                               For                                Against     Abstained

1                Receipt of the Financial            2,856,082,420                   7,514,135  153,904,376                     CARRIED
                  Statements and Reports of
                  BHP Billiton Plc (an ordinary
                  resolution and Joint Electorate Action)

2               Receipt of the Financial             2,856,315,353                    7,407,926 153,778,313                     CARRIED    
                 Statements and Reports of 
                 BHP Billiton Limited 
                 (an ordinary resolution and Joint
                 Electorate Action)

3               Election of Mr P M Anderson     2,946,498,215                  14,746,834   56,202,942                     CARRIED
                 as a director of BHP Billiton Plc
                 (an ordinary resolution and Joint
                 Electorate Action)

4             Election of Mr P M Anderson
               as a director of BHP Billiton
               Limited (an ordinary
               resolution and Joint
               Electorate Action)

2,946,686,512

             14,811,562   55,995,750                    CARRIED

5             Election of Mr M J Kloppers
               as a director of BHP Billiton
               Plc (an ordinary resolution
               and Joint Electorate Action)

2,950,556,097

             12,597,758    53,899,222                    CARRIED

6            Election of Mr M J Kloppers
              as a director of BHP Billiton
              Limited (an ordinary
              resolution and Joint
              Electorate Action)

2,950,521,623

12,600,895

53,939,220

CARRIED

7

Election of Mr C J Lynch as a director of BHP Billiton Plc (an ordinary resolution and Joint Electorate Action)

2,948,486,378

14,763,881

54,261,712

CARRIED

8

Election of Mr C J Lynch as a director of BHP Billiton Limited (an ordinary resolution and Joint Electorate Action)

2,948,747,499

14,819,044

53,936,122

CARRIED

9

Election of Mr J Nasser as a director of BHP Billiton Plc (an ordinary resolution and Joint Electorate Action)

2,941,912,180

11,197,709

64,398,133

CARRIED

10

Election of Mr J Nasser as a director of BHP Billiton Limited (an ordinary resolution and Joint Electorate Action)

2,942,128,449

11,211,169

64,167,873

CARRIED

11

Re-election of Mr D A Crawford as a director of BHP Billiton Plc (an ordinary resolution and Joint Electorate Action)

2,929,249,423

16,488,155

71,776,943

CARRIED

12

Re-election of Mr D A Crawford as a director of BHP Billiton Limited (an ordinary resolution and Joint Electorate Action)

2,929,513,074

16,418,219

71,583,628

CARRIED

13

Re-election of Mr D R Argus as a director of BHP Billiton Plc (an ordinary resolution and Joint Electorate Action)

2,963,769,955

14,689,481

39,052,086

CARRIED

14

Re-election of Mr D R Argus as a director of BHP Billiton Limited (an ordinary resolution and Joint Electorate Action)

2,963,882,297

14,715,743

38,913,692

CARRIED

15

Re-election of Dr D C Brink as a director of BHP Billiton Plc (an ordinary resolution and Joint Electorate Action)

2,936,258,344

14,643,995

66,599,907

CARRIED

16

Re-election of Dr D C Brink as a director of BHP Billiton Limited (an ordinary resolution and Joint Electorate Action)

2,936,418,580

14,677,247

66,406,819

CARRIED

17

Re-election of Dr J G S Buchanan as a director of BHP Billiton Plc (an ordinary resolution and Joint Electorate Action)

2,930,409,328

9,182,085

77,915,728

CARRIED

18

Re-election of Dr J G S Buchanan as a director of BHP Billiton Limited (an ordinary resolution and Joint Electorate Action)

2,930,659,118

9,177,984

77,670,439

CARRIED

19

Re-election of Dr J M Schubert as a director of BHP Billiton Plc (an ordinary resolution and Joint Electorate Action)

2,968,469,488

9,203,147

39,838,877

CARRIED

20

Re-election of Dr J M Schubert as a director of BHP Billiton Limited (an ordinary resolution and Joint Electorate Action)

2,968,717,128

9,245,697

39,546,913

CARRIED

21

Re-appointment of KPMG Audit Plc as auditor of BHP Billiton Plc (an ordinary resolution and Joint Electorate Action)

3,005,793,320

7,198,172

4,521,996

CARRIED

22

Renewal of the general authority to allot shares in BHP Billiton Plc (an ordinary resolution and Joint Electorate Action)

2,863,600,154

144,056,509

8,833,696

CARRIED

23

Renewal of the disapplication of pre-emption rights in BHP Billiton Plc (a special resolution and Joint Electorate Action)

2,942,243,288

63,748,313

9,256,764

CARRIED

24

Approval of the repurchase of shares in BHP Billiton Plc (a special resolution and Joint Electorate Action)

3,006,722,410

3,993,908

4,536,710

CARRIED

25

Approval of the cancellation of shares in BHP Billiton Plc held by BHP Billiton Ltd or one of its subsidiaries on each of the following dates (each one a special resolution and Joint Electorate Action):

25(i)

31 December 2006

2,997,314,521

3,595,271

10,725,959

CARRIED

25(ii)

31 March 2007

3,000,991,053

3,637,143

10,607,421

CARRIED

25(iii)

15 May 2007

3,000,979,814

3,588,862

10,666,379

CARRIED

25(iv)

30 June 2007

3,000,993,430

3,564,784

10,677,537

CARRIED

25(v)

30 September 2007

3,000,864,515

3,627,628

10,740,746

CARRIED

25(vi)

15 November 2007

3,000,330,267

4,413,891

10,476,473

CARRIED

26

Approval of the Remuneration Report (an ordinary resolution and Joint Electorate Action)

2,790,499,101

153,825,877

49,399,058

CARRIED

27

Approval of the grant of awards to Mr C W Goodyear under the GIS and the LTIP (an ordinary resolution and Joint Electorate Action)

2,906,640,689

44,416,901

65,050,426

CARRIED

28

Approval of the grant of awards to Mr M J Kloppers under the GIS and the LTIP (an ordinary resolution and Joint Electorate Action)

2,905,047,683

45,225,979

65,533,891

CARRIED

29

Approval of the grant of awards to Mr C J Lynch under the GIS and the LTIP (an ordinary resolution and Joint Electorate Action)

2,905,161,701

45,399,939

65,515,236

CARRIED

30

Approval of the BHP Billiton Global Employee Share Plan (an ordinary resolution and Joint Electorate Action)

2,982,042,781

26,381,655

7,321,891

CARRIED

31

Approval of change to the maximum aggregate remuneration aid by BHP Billiton Plc to the non-executive directors in any year (an ordinary resolution and Joint Electorate Action)

2,824,108,430

125,374,921

36,109,958

CARRIED

32

Approval of change to the maximum aggregate remuneration aid by BHP Billiton Limited to the non-executive directors in any year (an ordinary resolution and Joint Electorate Action)

2,823,886,958

125,823,046

35,980,742

CARRIED

K J Wood
Group Company Secretary

Appendix 1

BHP Billiton Limited & BHP Billiton Plc

Final Proxy Position

Limited

Plc

1

Receipt of the Financial Statements and Reports of BHP Billiton Plc

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,465,271,126

1,395,693,524

Þ Total number of proxy votes in respect of which the appointments specified that the proxy -

  • was to vote for the resolution

1,391,059,915

1,383,110,330

  •  was to vote against the resolution

1,984,771

5,531,863

  • was to abstain on the resolution

103,972,527

49,931,849

  • may vote at the proxy's discretion

72,226,440

7,051,331

2

Receipt of the Financial Statements and Reports of BHP Billiton Limited

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,465,397,391

1,395,693,583

Þ Total number of proxy votes in respect of which the appointments specified that the proxy -

  • was to vote for the resolution

1,391,248,113

1,383,078,688

  • was to vote against the resolution

1,888,679

5,521,746

  •  was to abstain on the resolution

103,846,523

49,931,790

  • may vote at the proxy's discretion

72,260,599

7,093,149

3

Election of Mr P M Anderson as a director of BHP Billiton Plc

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,564,436,732

1,394,222,661

Þ Total number of proxy votes in respect of which the appointments specified that the proxy -

  • was to vote for the resolution

1,488,035,770

1,376,288,276

  • was to vote against the resolution

3,814,273

10,873,480

  • was to abstain on the resolution

4,800,231

51,402,711

  • may vote at the proxy's discretion

72,586,689

7,060,905

4

Election of Mr P M Anderson as a director of BHP Billiton Limited

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,564,621,269

1,394,233,719

Þ Total number of proxy votes in respect of which the appointments specified that the proxy -

  •  was to vote for the resolution

1,488,200,840

1,376,266,234

  • was to vote against the resolution

3,879,001

10,873,480

  • was to abstain on the resolution

4,604,097

51,391,653

  • may vote at the proxy's discretion

72,541,428

7,094,005

5

Election of Mr M J Kloppers as a director of BHP Billiton Plc

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,565,082,806

1,395,879,046

Þ Total number of proxy votes in respect of which the appointments specified that the proxy -

  •  was to vote for the resolution

1,489,590,523

1,379,043,933

  • was to vote against the resolution

2,814,482

9,774,740

  • was to abstain on the resolution

4,152,896

49,746,326

  •  may vote at the proxy's discretion

72,677,801

7,060,373

6

Election of Mr M J Kloppers as a director of BHP Billiton Limited

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,565,039,971

1,395,890,144

Þ Total number of proxy votes in respect of which the appointments specified that the proxy -

  • was to vote for the resolution

1,489,470,405

1,379,020,926

  • was to vote against the resolution

2,817,749

9,775,059

  •  was to abstain on the resolution

4,203,992

49,735,228

  • may vote at the proxy's discretion

72,751,817

7,094,159

7

Election of Mr C J Lynch as a director of BHP Billiton Plc

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,564,729,517

1,395,878,056

Þ Total number of proxy votes in respect of which the appointments specified that the proxy -

  • was to vote for the resolution

1,486,932,236

1,379,031,201

  • was to vote against the resolution

4,962,627

9,783,384

  • was to abstain on the resolution

4,514,396

49,747,316

  • may vote at the proxy's discretion

72,834,654

7,063,471

8

Election of Mr C J Lynch as a director of BHP Billiton Limited

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,565,034,303

1,395,889,154

Þ Total number of proxy votes in respect of which the appointments specified that the proxy -

  • was to vote for the resolution

1,487,285,984

1,379,005,473

  • was to vote against the resolution

5,014,703

9,786,471

  •  was to abstain on the resolution

4,199,904

49,736,218

  • may vote at the proxy's discretion

72,733,616

7,097,210

9

Election of Mr J Nasser as a director of BHP Billiton Plc

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,554,895,113

1,395,575,920

Þ Total number of proxy votes in respect of which the appointments specified that the proxy -

  • was to vote for the resolution

1,475,983,387

1,383,420,736

  •  was to vote against the resolution

6,108,979

5,084,546

  • was to abstain on the resolution

14,348,681

50,049,452

  • may vote at the proxy's discretion

72,802,747

7,070,638

10

Election of Mr J Nasser as a director of BHP Billiton Limited

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,555,113,954

1,395,586,408

Þ Total number of proxy votes in respect of which the appointments specified that the proxy -

  • was to vote for the resolution

1,476,265,231

1,383,415,058

  •  was to vote against the resolution

6,119,643

5,087,342

  •  was to abstain on the resolution

14,128,909

50,038,964

  • may vote at the proxy's discretion

72,729,080

7,084,008

11

Re-election of Mr D A Crawford as a director of BHP Billiton Plc

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,563,806,673

1,379,285,219

Þ Total number of proxy votes in respect of which the appointments specified that the proxy -

  •  was to vote for the resolution

1,483,601,726

1,363,112,702

  • was to vote against the resolution

7,378,539

9,099,613

  • was to abstain on the resolution

5,437,290

66,339,653

  •  may vote at the proxy's discretion

72,826,408

7,072,904

12

Re-election of Mr D A Crawford as a director of BHP Billiton Limited

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,563,988,890

1,379,296,317

Þ Total number of proxy votes in respect of which the appointments specified that the proxy -

  • was to vote for the resolution

1,483,871,920

1,363,179,485

  •  was to vote against the resolution

7,377,658

9,030,558

  •  was to abstain on the resolution

5,255,073

66,328,555

  •  may vote at the proxy's discretion

72,739,312

7,086,274

13

Re-election of Mr D R Argus as a director of BHP Billiton Plc

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,565,916,625

1,409,900,125

Þ Total number of proxy votes in respect of which the appointments specified that the proxy -

  •  was to vote for the resolution

1,486,644,744

1,394,781,038

  • was to vote against the resolution

6,633,950

8,052,019

  •  was to abstain on the resolution

3,327,338

35,724,748

  • may vote at the proxy's discretion

72,637,931

7,067,068

14

Re-election of Mr D R Argus as a director of BHP Billiton Limited

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,566,043,731

1,409,911,223

Þ Total number of proxy votes in respect of which the appointments secified that the proxy -

  • was to vote for the resolution

1,486,864,642

1,394,777,181

  • was to vote against the resolution

6,660,212

8,052,019

  •  was to abstain on the resolution

3,200,042

35,713,650

  • may vote at the proxy's discretion

72,518,877

7,082,023

15

Re-election of Dr D C Brink as a director of BHP Billiton Plc

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,554,046,570

1,394,222,358

Þ Total number of proxy votes in respect of which the appointments specified that the proxy -

  •  was to vote for the resolution

1,475,627,217

1,378,072,826

  •  was to vote against the resolution

5,547,555

9,081,464

  •  was to abstain on the resolution

15,197,393

51,402,514

  • may vote at the proxy's discretion

72,871,798

7,068,068

16

Re-election of Dr D C Brink as a director of BHP Billiton Limited

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,554,229,624

1,394,232,392

Þ Total number of proxy votes in respect of which the appointments specified that the proxy -

  • was to vote for the resolution

1,475,868,983

1,378,069,171

  • was to vote against the resolution

5,580,488

9,081,783

  • was to abstain on the resolution

15,014,339

51,392,480

  •  may vote at the proxy's discretion

72,780,153

7,081,438

17

Re-election of Dr J G S Buchanan as a director of BHP Billiton Plc

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,565,063,500

1,371,889,608

Þ Total number of proxy votes in respect of which the appointments specified that the proxy -

  •  was to vote for the resolution

1,487,699,704

1,360,137,620

  • was to vote against the resolution

4,492,914

4,681,450

  • was to abstain on the resolution

4,180,463

73,735,265

  • may vote at the proxy's discretion

72,870,882

7,070,538

18

Re-election of Dr J G S Buchanan as a director of BHP Billiton Limited

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,565,297,691

1,371,900,706

Þ Total number of proxy votes in respect of which the appointments specified that the proxy -

  • was to vote for the resolution

1,488,022,727

1,360,131,570

  • was to vote against the resolution

4,488,813

4,681,450

  • was to abstain on the resolution

3,946,272

73,724,167

  • may vote at the proxy's discretion

72,786,151

7,087,686

19

Re-election of Dr J M Schubert as a director of BHP Billiton Plc

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,565,131,724

1,409,898,225

Þ Total number of proxy votes in respect of which the appointments specified that the proxy -

  • was to vote for the resolution

1,487,306,099

1,398,582,543

  • was to vote against the resolution

4,949,703

4,244,144

  • was to abstain on the resolution

4,112,229

  35,726,648

  •  may vote at the proxy's discretion

72,875,922

7,071,538

20

Re-election of Dr J M Schubert as a director of BHP Billiton Limited

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,565,410,416

1,409,909,323

Þ Total number of proxy votes in respect of which the appointments specified that the proxy -

  • was to vote for the resolution

1,487,538,745

1,398,576,228

  • was to vote against the resolution

4,995,659

4,240,738

  • was to abstain on the resolution

3,831,363

35,715,550

  • may vote at the proxy's discretion

72,876,012

7,092,357

21

Re-appointment of KPMG Audit Plc as auditor of BHP Billiton Plc

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,566,234,313

1,444,112,117

Þ Total number of proxy votes in respect of which the appointments specified that the proxy -

  • was to vote for the resolution

1,492,241,007

1,431,382,507

  • was to vote against the resolution

1,542,474

5,652,743

  • was to abstain on the resolution

3,008,740

1,513,256

  • may vote at the proxy's discretion

72,450,832

7,076,867

22

Renewal of the general authority to allot shares in BHP Billiton Plc

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,560,347,499

1,444,693,361

Þ Total number of proxy votes in respect of which the appointments specified that the proxy -

  • was to vote for the resolution

1,468,474,779

1,312,508,157

  • was to vote against the resolution

18,946,723

125,101,631

  • was to abstain on the resolution

7,901,684

932,012

  •  may vote at the proxy's discretion

72,925,997

7,083,573

23

Renewal of the disapplication of pre-emption rights in BHP Billiton Plc

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,558,699,178

1,444,676,620

Þ Total number of proxy votes in respect of which the appointments specified that the proxy -

  • was to vote for the resolution

1,473,543,144

1,386,020,509

  • was to vote against the resolution

12,153,191

51,573,525

  • was to abstain on the resolution

8,308,011

948,753

  •  may vote at the proxy's discretion

73,002,843

7,082,586

24

Approval of the repurchase of shares in BHP Billiton Plc

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,562,915,393

1,445,181,459

Þ Total number of proxy votes in respect of which the appointments specified that the proxy -

  •  was to vote for the resolution

1,485,844,528

1,437,941,975

  • was to vote against the resolution

3,763,421

158,007

  •  was to abstain on the resolution

4,092,796

443,914

  • may vote at the proxy's discretion

73,307,444

7,081,477

25

Approval of the cancellation of shares in BHP Billiton Plc held by BHP Billiton Ltd or one of its subsidiaries on each of the following dates:

25(i)

31 December 2006

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,554,514,239

1,443,793,364

Þ Total number of proxy votes in respect of which the appointments specified that the proxy -

  • was to vote for the resolution

1,477,246,371

1,436,628,319

  • was to vote against the resolution

3,508,959

40,747

  • was to abstain on the resolution

8,893,950

1,832,009

  •  may vote at the proxy's discretion

73,758,909

7,124,298

25(ii)

31 March 2007

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,558,233,047

1,443,792,960

Þ Total number of proxy votes in respect of which the appointments specified that the proxy -

  • was to vote for the resolution

1,480,456,422

1,436,619,710

  • was to vote against the resolution

3,550,856

40,722

  • was to abstain on the resolution

8,775,008

1,832,413

  •  may vote at the proxy's discretion

74,225,769

7,132,528

25(iii)

15 May 2007

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,558,177,085

1,443,789,964

Þ Total number of proxy votes in respect of which the appointments specified that the proxy -

  •  was to vote for the resolution

1,480,443,114

1,436,619,708

  • was to vote against the resolution

3,506,851

37,684

  • was to abstain on the resolution

8,830,970

1,835,409

  • may vote at the proxy's discretion

74,227,120

7,132,572

25(iv)

30 June 2007

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,558,164,861

1,443,791,164

Þ Total number of proxy votes in respect of which the appointments specified that the proxy -

  • was to vote for the resolution

1,480,541,392

1,436,620,908

  •  was to vote against the resolution

3,476,256

37,728

  • was to abstain on the resolution

8,843,328

1,834,209

  • may vote at the proxy's discretion

74,147,213

7,132,528

25(v)

30 September 2007

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,558,098,990

1,443,793,164

Þ Total number of proxy votes in respect of which the appointments specified that the proxy -

  • was to vote for the resolution

1,480,279,369

1,436,621,077

  • was to vote against the resolution

3,544,817

40,684

  • was to abstain on the resolution

8,908,537

1,832,209

  • may vote at the proxy's discretion

74,274,804

7,131,403

25(vi)

15 November 2007

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,558,364,525

1,443,792,564

Þ Total number of proxy votes in respect of which the appointments specified that the proxy -

  • was to vote for the resolution

1,480,019,532

1,435,776,102

  •  was to vote against the resolution

3,488,579

883,184

  •  was to abstain on the resolution

8,643,664

1,832,809

  •  may vote at the proxy's discretion

74,856,414

7,133,278

26

Approval of the Remuneration Report

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,540,262,793

1,416,231,400

Þ Total number of proxy votes in respect of which the appointments specified that the proxy -

  • was to vote for the resolution

1,446,567,137

1,266,851,960

  • was to vote against the resolution

21,063,896

147,816,810

  • was to abstain on the resolution

20,005,086

29,393,972

  • may vote at the proxy's discretion

72,631,760

1,562,630

27

Approval of the grant of awards to Mr C W Goodyear under the GIS and the LTIP

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,558,927,985

1,390,877,214

Þ Total number of proxy votes in respect of which the appointments specified that the proxy -

  •  was to vote for the resolution

1,451,037,917

1,382,062,072

  • was to vote against the resolution

37,041,026

7,230,794

  • was to abstain on the resolution

10,302,267

54,748,159

  •  may vote at the proxy's discretion

70,849,042

1,584,348

28

Approval of the grant of awards to Mr M J Kloppers under the GIS and the LTIP

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,558,151,495

1,390,872,837

Þ Total number of proxy votes in respect of which the appointments specified that the proxy -

  • was to vote for the resolution

1,449,361,283

1,382,058,843

  • was to vote against the resolution

37,834,487

7,229,646

  • was to abstain on the resolution

10,781,355

54,752,536

  • may vote at the proxy's discretion

70,955,725

1,584,348

29

Approval of the grant of awards to Mr C J Lynch under the GIS and the LTIP

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,558,439,913

1,390,872,847

Þ Total number of proxy votes in respect of which the appointments specified that the proxy -

  • was to vote for the resolution

1,449,403,671

1,382,058,319

  • was to vote against the resolution

38,010,598

7,230,180

  • was to abstain on the resolution

10,762,710

54,752,526

  • may vote at the proxy's discretion

71,025,644

1,584,348

30

Approval of the BHP Billiton Global Employee Share Plan

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,563,083,564

1,444,075,799

Þ Total number of proxy votes in respect of which the appointments specified that the proxy -

  •  was to vote for the resolution

1,469,717,003

1,438,190,190

  •  was to vote against the resolution

21,994,216

4,320,525

  • was to abstain on the resolution

5,772,636

1,549,255

  •  may vote at the proxy's discretion

71,372,345

1,565,084

31

Approval of a change to the maximum aggregate remuneration paid by BHP Billiton Plc to non-executive directors in any year

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,526,797,215

1,421,691,249

Þ Total number of proxy votes in respect of which the appointments specified that the proxy -

  • was to vote for the resolution

1,404,223,059

1,381,767,538

  • was to vote against the resolution

86,894,355

38,364,291

  • was to abstain on the resolution

12,175,834

23,934,124

  • may vote at the proxy's discretion

35,679,801

1,559,420

32

Approval of a change to the maximum aggregate remuneration paid by BHP Billiton Ltd to non-executive directors in any year

Þ Total number of proxy votes exercisable by all proxies validly appointed

1,527,024,504

1,421,688,481

Þ Total number of proxy votes in respect of which the appointments specified that the proxy -

  • was to vote for the resolution

1,404,007,683

1,381,758,986

  • was to vote against the resolution

87,357,707

38,349,164

  • was to abstain on the resolution

12,049,168

23,931,574

  • may vote at the proxy's discretion

35,659,114

1,580,331

 

 

BHP Billiton Limited ABN 49 004 028 077
Registered in Australia
Registered Office: Level 27, 180 Lonsdale Street Melbourne Victoria 3000
Telephone +61 1300 554 757 Facsimile +61 3 9609 3015

BHP Billiton Plc Registration number 3196209
Registered in England and Wales
Registered Office: Neathouse Place London SW1V 1BH United Kingdom
Telephone +44 20 7802 4000 Facsimile +44 20 7802 4111

                                                                  The BHP Billiton Group 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.
 
    BHP Billiton Limited and BHP Billiton Plc
     
Date: 30 November 2006 By:

Karen Wood
  Name:  Karen Wood
  Title: Group Company Secretary