| 1 | Receive the report and accounts of BHP Billiton Limited | For |
| 2 | Receive the report and accounts of BHP Billiton Plc | For |
| 3 | Re-elect Mr D R Argus to the board of BHP Billiton Limited | For |
| 4 | Re-elect Mr D R Argus to the board of BHP Billiton Plc | For |
| 5 | Re-elect Mr D A Crawford the board of BHP Billiton Limited | For |
| 6 | Re-elect Mr D A Crawford the board of BHP Billiton Plc | For |
| 7 | Re-elect Mr C W Goodyear to the board of BHP Billiton Limited | For |
| 8 | Re-elect Mr C W Goodyear to the board of BHP Billiton Plc | For |
| 9 | Re-elect Dr J M Schubert to the board of BHP Billiton Limited | For |
| 10 | Re-elect Dr J M Schubert to the board of BHP Billiton Plc | For |
| 11 | Re-appoint the auditors of BHP Billiton Plc | For |
| 12 | Allot shares with pre-emption right with respect to BHP Billiton Plc | For |
| 13 | Issue shares for cash with respect to BHP Billiton Plc | For |
| 14 | Authorise the repurchase of shares with respect to BHP Billiton Plc | For |
| 15 | Approve the Remuneration Report | Abstain |
| 16 | Approve the amendments to the Group Incentive Plan | For |
| 17 | Approve the Long Term Incentive Plan | Abstain |
| 18 | Approve the grant of awards to Mr C W Goodyear | For |
| 19 | Approve the grant of awards to Mr M Salamon | For |
