BHP Billiton Limited
4 January 2002
BHP Billiton Limited is issuing this announcement to fulfil disclosure
obligations arising from its secondary listing on the London Stock Exchange.
The text of this release is identical to that issued by BHP Billiton Plc
earlier.
Company Secretariat
4 January 2002
To: Australian Stock Exchange cc: New York Stock Exchange
Companies Announcements Office Swiss Stock Exchange
New Zealand Stock Exchange
London Stock Exchange Johannesburg Stock Exchange
Companies Announcements Office Paris Bourse
Deutsche Bank
Australian Stock Exchange Limited (ASX)
Appendix 3X of the Listing Rules
Initial Notification of Interests of Directors and Connected Persons
Name of entities BHP Billiton Limited BHP Billiton Plc
ABN 49 004 028 077 REG NO 3196029
As part of a dual listed company structure, the BHP Billiton Group has agreed
to adopt the better of the existing governance practices between BHP Billiton
Plc and BHP Billiton Limited. As a result, the Group voluntarily notifies all
stock exchanges on which either BHP Billiton Plc or BHP Billiton Limited have
primary or secondary listings, all those interest of directors of both
entities in the securities of both entities (and changes to those interests)
which are required to be disclosed under the ASX Listing Rules, the Listing
Rules of the United Kingdom Listing Authority, the Australian Corporations
Act, the United Kingdom Companies Act and the Group's Securities Dealing Code.
This Initial Notification is filed in consequence of new Listing Rules of the
ASX effective 1 January 2002, and the details are as at that date.
We (the entities) advise the following information under ASX Listing Rule
3.19A.1 and as agent for the director for the purposes of section 205G of the
Australian Corporations Act and otherwise in accordance with the foregoing
policy -
Name of director Mr B P Gilbertson
Date of appointment BHP Billiton Limited - 29.6.2001
BHP Billiton Plc - 26.6.1997
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
389 994 ordinary shares in BHP Billiton Plc
Part 2 - Director's relevant interests in securities of which the director is
not the registered holder
Included in this Part is:
* in the case of a trust, interests in the trust made available by the
responsible entity of the trust;
* details of the circumstance giving rise to the relevant interest; and
* the relevant interest of Connected Persons as defined in the United
Kingdom Companies Act, their identity and relationship to the director. The
definition includes spouses and children under 18 years of age.
Name of holder & nature of interest Number &
class of
securities
Billiton ESOP Trustees Limited as
trustee of the Billiton Employee Share Ownership Trust. Under the
Trust, 521 411
all employees of BHP Billiton Plc, including its executive directors ordinary
(of which Mr Gilbertson is one) are potential beneficiaries of the shares in
Trust under provisions allowing the Trustee discretion to distribute BHP
excess Trust assets, either on winding up of the Trust or before. Billiton
The executive directors therefore have an interest in the balance of Plc
the shares in BHP Billiton Plc held in the Trust at any one time.
Vidacos Nominees Limited as trustee of a family trust of which the 519 091
director is a potential beneficiary. ordinary
shares in
BHP
Billiton
Plc
Billiton ESOP Trustees Limited a/c GILB, held on trust for the 244 167
director ordinary
shares in
BHP
Billiton
Plc
Part 3 - Director's interests in contracts other than as described in Part 4
Detail of contract -
Nature of interest -
Name of registered holder -
(if issued securities)
No. and class of securities to which interest relates -
Part 4 - Director's interests in options or other rights granted by the
entities
Date of grant * Restricted Share Awards under the BHP Billiton Plc
Restricted Share Scheme (RSS)
- 274 914 on 8.11.01
* Shares in BHP Billiton Plc under the BHP Billiton Plc
Co-Investment Plan (CIP)
- 23 420 committed shares and 71 431 matching shares
on 8.11.01
Period during * Restricted Share Awards under the RSS
which or date on
which exercisable - 3 years from date of grant dependant upon company
performance with the potential of three performance periods
* Shares under the CIP
- subject to performance conditions, 80% of the
committed shares are exercisable 2 years from the date of
grant and 125% of the committed and matching shares are
exercisable 4 years from date of grant
Part 4 - Director's interests in options or other rights granted by the
entities
(cont'd)
Total amount paid (if * Restricted Share Awards under the RSS
any) for the grant
- Nil
* Shares under the CIP
- £3.0375 for each committed share
- Nil for each matching share
Exercise price (if Nil
fixed at time of grant)
or indication that
price is to be fixed at
time of exercise
Total number of 369 765 (RSS 274 914 and CIP 23 420 + 71 431) ordinary
securities over which shares in BHP Billiton Plc (maximum)
options or other rights
held at the date of
this notice
Any additional These ordinary shares in BHP Billiton Plc will be held
information by Billiton ESOP Trustees Limited on behalf of the
director until they vest, the number vesting being
dependent upon the extent to which performance
conditions have been satisfied and certain timing
choices to be made by the director. The shares are
purchased by Billiton ESOP Trustees Limited on an
opportunistic basis, with the balance being held by it
at any one time being sufficient to meet its
obligations to a number of employees of BHP Billiton
Plc under the Billiton Employee Ownership Trust.
Part 5 - Contact details
Name of authorised officers responsible for making Mr R V Taylor - BHP
this notification on behalf of the entities Billiton Limited
Mrs M Taylor - BHP
Billiton Plc
Contact details Mr R V Taylor Tel:
+61 3 9609 3265
Fax: +61 3 9609 4372
Mrs M Taylor Tel:
+44 20 7747 3854
Fax: +44 20 7747 3852
BHP Billiton Limited ABN 49 004 028 077 BHP Billiton Plc Registration
number 3196209
Registered in Australia Registered in England and Wales
Registered Office: 600 Bourke Street Melbourne Registered Office: 1-3 Strand
Victoria 3000 London WC2N 5HA
United Kingdom
Telephone +61 3 9609 3333 Facsimile +61 3 9609 Telephone +44 20 7747 3800
3015 Facsimile +44 20 7747 3900
The BHP Billiton Group is headquartered in Australia
*A Private Investor is a recipient of the information who meets all of the conditions set out below, the recipient:
Obtains access to the information in a personal capacity;
Is not required to be regulated or supervised by a body concerned with the regulation or supervision of investment or financial services;
Is not currently registered or qualified as a professional securities trader or investment adviser with any national or state exchange, regulatory authority, professional association or recognised professional body;
Does not currently act in any capacity as an investment adviser, whether or not they have at some time been qualified to do so;
Uses the information solely in relation to the management of their personal funds and not as a trader to the public or for the investment of corporate funds;
Does not distribute, republish or otherwise provide any information or derived works to any third party in any manner or use or process information or derived works for any commercial purposes.
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