| 1 | Receive the BHP Billiton Plc Annual Report | For |
| 2 | Receive the BHP Billiton Ltd Annual Report | For |
| 3 | Re-elect Mr P M Anderson as a Director of BHP Billiton Plc | For |
| 4 | Re-elect Mr P M Anderson as a Director of BHP Billiton Limited | For |
| 5 | Re-elect Mr D R Argus as a Director of BHP Billiton Plc | For |
| 6 | Re-elect Mr D R Argus as a Director of BHP Billiton Limited | For |
| 7 | Re-elect Dr J G S Buchanan as a Director of BHP Billiton Plc | For |
| 8 | Re-elect Dr J G S Buchanan as a Director of BHP Billiton Limited | For |
| 9 | Re-elect Mr D A Crawford as a Director of BHP Billiton Plc | For |
| 10 | Re-elect Mr D A Crawford as a Director of BHP Billiton Limited | For |
| 11 | Re-elect Mr J Nasser as a Director of BHP Billiton Plc | For |
| 12 | Re-elect Mr J Nasser as a Director of BHP Billiton Limited | For |
| 13 | Re-elect Dr J M Schubert as a Director of BHP Billiton Plc | For |
| 14 | Re-elect Dr J M Schubert retires as a Director of BHP Billiton Limited | For |
| 15 | Elect Mr A L Boeckmann as a Director of BHP Billiton Plc | For |
| 16 | Elect Mr A L Boeckmann as a Director of BHP Billiton Limited | For |
| 17 | Elect Mr S Mayne as a Director of BHP Billiton Plc | Oppose |
| 18 | Elect Mr S Mayne as a Director of BHP Billiton Limited | Oppose |
| 19 | Elect Dr D R Morgan as a Director of BHP Billiton Plc | For |
| 20 | Elect Dr D R Morgan as a Director of BHP Billiton Limited | For |
| 21 | Elect Mr K C Rumble as a Director of BHP Billiton Plc | For |
| 22 | Elect Mr K C Rumble as a Director of BHP Billiton Limited | For |
| 23 | Appoint the auditors for BHP Billiton Plc and allow the board to determine their remuneration | For |
| 24 | Allot shares in BHP Billiton Plc | For |
| 25 | Disapply pre-emption rights in BHP Billiton Plc | For |
| 26 | Authorise Share Repurchase in BHP Billiton Plc | For |
| 27 (1) | Cancel shares in BHP Billiton plc held by BHP Billiton Ltd on 30 April 2009 | For |
| 27 (2) | Cancel shares in BHP Billiton plc held by BHP Billiton Ltd on 29 May 2009 | For |
| 27 (3) | Cancel shares in BHP Billiton plc held by BHP Billiton Ltd on 15 June 2009 | For |
| 27 (4) | Cancel shares in BHP Billiton plc held by BHP Billiton Ltd on 31 July 2009 | For |
| 27 (5) | Cancel shares in BHP Billiton plc held by BHP Billiton Ltd on 15 September 2009 | For |
| 27 (6) | Cancel shares in BHP Billiton plc held by BHP Billiton Ltd on 30 November 2009 | For |
| 28 | Approve the Remuneration Report | Abstain |
| 29 | Amend to Rules of Group Incentive Scheme (GIS) | Oppose |
| 30 | Approve grants to Mr M J Kloppers | For |
| 31 | Approve increase in non-executives fees in BHP Billiton Plc | For |
| 32 | Approve increase in non-executives fees in BHP Billiton Limited | For |
| 33 | Amend the Articles of Association of BHP Billiton Plc | For |
| 34 | Amend the Articles of Association of BHP Billiton Limited | For |
