Securities Dealing Policy
Securities
securities means any publicly traded or quoted securities of any entity, including any member of BHP, or any other financial products or
instruments whether quoted or not and any securities that are convertible into or linked to such securities and include:
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shares and other securities equivalent to shares; |
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options or rights to shares or other securities equivalent to shares; |
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bonds and other forms of securitised debt; and |
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securitised debt convertible or exchangeable into shares or into other securities equivalent to shares.
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Other entities’ securities
Legal prohibitions on insider trading are not restricted to dealings in BHP securities. BHP directors, employees and contractors may come into possession of
Inside Information regarding another entity, such as customers or suppliers of BHP or those with which BHP may be negotiating contracts. BHP directors, employees and contractors who have Inside Information relating to any entity must not deal in the
securities of that entity, no matter how they came into possession of the Inside Information. They also must not advise, procure or encourage another person to deal in the securities of that entity or communicate Inside Information to others who may
deal in those securities.
BHP’s reputation
It
is very important that public confidence in BHP is maintained. It could be damaging to BHP’s reputation if the market or the general public perceived that BHP directors, employees or contractors might be taking advantage of their position in
BHP to make financial gains (for example, by dealing in securities on the basis of Inside Information).
As a guiding principle, BHP directors, employees
and contractors should ask themselves:
If the market was aware of all the current circumstances, could the proposed dealing be perceived as taking
advantage of my position in an inappropriate way? How would it look if the transaction were reported on the front page of the newspaper?
If a BHP
director, employee or contractor is unsure, they should consult Group Governance.
Where clearance is required for a dealing under this policy, clearance
will not be granted where the dealing would not satisfy the considerations above.
Confidential information
BHP directors, employees and contractors are bound by a duty of confidentiality in relation to confidential information obtained directly or indirectly in the
course of their duties. BHP directors, employees and contractors must not communicate or pass on any confidential information concerning BHP or use that information in any way, to gain an advantage for themselves or someone else or to cause
detriment to BHP.
4. Do any additional trading restrictions apply to me under this policy?
No dealing in Closed Periods
Persons on insider lists,
Restricted Persons, PDMRs and their PCAs must not deal (or deal on behalf of a third party) in BHP securities during any Closed Period (as defined below).
Closed Periods include:
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the period from the end of BHP’s financial year to the publication of BHP’s full year results
announcement; |
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the period from the end of BHP’s half year to the publication of BHP’s half year results; and
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any other period declared by the Board or the Disclosure Committee. |
People on insider lists
Group Governance will maintain
BHP insider lists and will notify people recorded on any insider list.
Persons on an insider list:
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must request clearance from the Group Company Secretary before dealing in BHP securities by submitting a
Securities Dealing Clearance Request Form. Details on the clearance procedures are in section 5 of this policy; and |
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must not deal (or deal on behalf of a third party) during any Closed Period. |
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