UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
| BHP
Billiton Plc ----------------------------------- |
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| (Translation of registrant's name into English) | ||||
| Neathouse Place London SW1V 1BH United Kingdom | ||||
| ----------------------------------- (Address of principal executive office) |
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| 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 |
19 May 2006
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To: |
Australian Stock Exchange |
cc: |
New York Stock Exchange |
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Swiss Stock Exchange |
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JSE Securities Exchange SA |
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London Stock Exchange |
Deutsche Bank |
Notification of Change of Interests of Persons Discharging Managerial Responsibilities and Connected Persons
(Listing Rules & Disclosure Rules of the UK Listing Authority)
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Name of entities |
BHP Billiton Limited |
BHP Billiton Plc |
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ABN 49 004 028 077 |
REG NO 3196029 |
As part of a dual listed company structure, the Group voluntarily notifies all stock exchanges on which either BHP Billiton Plc or BHP Billiton Limited have primary or secondary listings, all those interests of persons discharging managerial responsibilities of both entities in the securities of both entities (and changes to those interests) which are required to be disclosed under the Listing Rules and Disclosure Rules of the United Kingdom Listing Authority and the Group's Securities Dealing Code.
We (the entities) advise the following information under the UK Listing Authority Disclosure Rule 3.1.4 and as agent for the person discharging managerial responsibilities in accordance with the Group's Securities Dealing Code.
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Name of person discharging managerial responsibilities |
Mr R W Kirkby |
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Date of last notice |
7 December 2005 |
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Date issuer informed of transaction |
18 May 2006 |
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Date and place of transaction |
18 May 2006 on the Australian Stock Exchange (place of transaction not applicable) |
Part 1 - Change of relevant interests in securities
Included in this Part are:
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Direct or indirect interest |
Direct and Indirect |
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Nature of indirect interest (including registered holder and the identity of a Connected Person if applicable) |
Mr Kirkby previously had an indirect interest in 89,659 ordinary shares in BHP Billiton Limited. The registered holder was BHP Billiton Employee Share Plan Pty Ltd. These shares have been transferred to Mr Kirkby, who now holds them directly. |
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No. of securities held prior to change |
120,209 (Direct) and |
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Class |
Ordinary shares in BHP Billiton Limited |
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Number acquired |
168,422 (as a result of the exercise of 110,391 Group Incentive Scheme (GIS) Performance Shares and 58,031 GIS Deferred Shares) and 89,659 (transferred to Mr Kirkby from BHP Billiton Employee Share Plan Pty Ltd. These were previously held indirectly.) |
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Number disposed |
- |
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Value/Consideration |
Nil |
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No. of securities held after change |
378,290 (Direct) and |
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Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back |
Exercise of GIS Performance Shares and Deferred Shares and shares transferred to Mr Kirkby from BHP Billiton Employee Share Plan Pty Ltd. |
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Any additional information |
This change is the exercise of 168,422 GIS Performance Shares and Deferred Shares, and the transfer to Mr Kirkby of 89,659 ordinary shares which were previously held indirectly by Mr Kirkby. Mr Kirkby now has a direct interest in 378,290 ordinary shares in BHP Billiton Limited. Mr Kirkby also has an indirect interest in 285,871 ordinary shares in BHP Billiton Limited. The registered holder is UBS Private Clients Aust. Pty Limited. Mr Kirkby is the beneficial owner. Mr Kirkby also directly holds 85 000 ESS partly paid ordinary shares in BHP Billiton Limited paid up to A$1.36. Mr Kirkby's spouse also holds 2 066 ordinary shares in BHP Billiton Limited. |
Part 2 - Change of interests in contracts other than as described in Part 3
Included in this Part are:
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Detail of contract |
- |
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Nature of interest (including the identity of a Connected Person if applicable) |
- |
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Name of registered holder (if issued securities) |
- |
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No. and class of securities to which interest related prior to change |
- |
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Interest acquired |
- |
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Interest disposed |
- |
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Value/Consideration |
- |
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Interest after change |
- |
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No. and class of securities to which interest related after the change |
- |
Part 3 - Change
of interests in options or other rights granted by the entitiesIncluded in this Part are only details of options or other rights granted which have changed, save for the total number of securities over which options or other rights are held following this notification.
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Date of grant |
- |
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Period during which or date on which exercisable |
- |
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Total amount paid (if any) for the grant |
- |
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Description of securities involved: class; number |
- |
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Exercise price (if fixed at time of grant) or indication that price is to be fixed at time of exercise |
- |
Part 3 - Change
of interests in options or other rights granted by the entities (cont'd)|
Total number of securities over which options or other rights held at the date of this notice |
58,031 maximum number of GIS 104 898
maximum number of GIS Deferred Shares 450 000
maximum number of Performance Shares ---------- 612,929 Total |
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Any additional information |
This change represents the exercise of vested performance shares and deferred shares. |
Part 4 - Contact details
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Name of authorised officers responsible for making this notification on behalf of the entities |
Mr S A Butcher - BHP Billiton Limited Ms E A Hobley - BHP Billiton Plc - BHP Billiton Plc |
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Contact details
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Mr S A Butcher Tel: +61 3 9609 3323 Ms E A Hobley Tel: +44 20 7802 4054 |
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BHP Billiton Limited ABN 49 004 028 077 |
BHP Billiton Plc Registration number 3196209 |
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The BHP Billiton Group is headquartered in Australia
| 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 Plc | ||
| Date: 19 May 2006 | By: |
Karen Wood |
| Name: | Karen Wood | |
| Title: | Company Secretary |