REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 |
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 |
SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Commission file number: |
Commission file number: | |
(ABN 49 004 028 077) |
(REG. NO. 3196209) | |
(Exact name of Registrant as specified in its charter) |
(Exact name of Registrant as specified in its charter) | |
VICTORIA, |
ENGLAND AND WALES | |
(Jurisdiction of incorporation or organisation) |
(Jurisdiction of incorporation or organisation) | |
VICTORIA (Address of principal executive offices) |
||
(Address of principal executive offices) | ||
BHP GROUP LIMITED TELEPHONE AUSTRALIA 1300 55 47 57 TELEPHONE INTERNATIONAL + FACSIMILE + (Name, Telephone, Email and/or Facsimile number and Address of Company Contact Person) |
BHP GROUP PLC TELEPHONE + FACSIMILE + (Name, Telephone, Email and/or Facsimile number and Address of Company Contact Person) |
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered | |||||
value US$0.50 each |
* | Evidenced by American Depositary Receipts. Each American Depositary Receipt represents two ordinary shares of BHP Group Limited or BHP Group Plc, as the case may be. |
** | Not for trading, but only in connection with the listing of the applicable American Depositary Shares. |
BHP Group Limited |
BHP Group Plc | |||
Fully Paid Ordinary Shares |
☒ |
Accelerated filer |
¨ | ||||
Non-accelerated filer |
¨ |
Emerging growth company |
U.S. GAAP ¨ |
International Accounting Standards Board ☒ |
Other ¨ |
(1) |
References in this Annual Report to a ‘joint venture’ are used for convenience to collectively describe assets that are not wholly owned by BHP. Such references are not intended to characterise the legal relationship between the owners of the asset. |
Item Number |
Description |
Report section reference | ||||
1. |
Identity of Directors, Senior Management and Advisors |
Not applicable | ||||
2. |
Offer Statistics and Expected Timetable |
Not applicable | ||||
3. |
Key Information |
|||||
B |
Capitalization and indebtedness |
Not applicable | ||||
C |
Reasons for the offer and use of proceeds |
Not applicable | ||||
D |
Risk factors |
1.16 | ||||
4. |
Information on the Company |
|||||
A |
History and development of the company |
1.2 to 1.6, 1.8 to 1.17, 3.7, 4.3, 4.5 to 4.9, 4.10.1 to 4.10.5 and Corporate directory | ||||
B |
Business overview |
1.4 to 1.6, 1.8 to 1.11, 1.17, 3.7, 4.3, 4.5 to 4.9, 4.10.3, 4.10.4, 4.10.9 and Note 1 to the Financial Statements | ||||
C |
Organizational structure |
4.10.3 and Note 30 to the Financial Statements | ||||
D |
Property, plants and equipment |
1.10.1 to 1.10.4, 1.11, 1.13, 1.15, 1.16, 1.17, 3.7, 4.3, 4.5 to 4.7 and Notes 11, 15 and 21 to the Financial Statements | ||||
4A. |
Unresolved Staff Comments |
None | ||||
5. |
Operating and Financial Review and Prospects |
|||||
A |
Operating results |
1.8, 1.17 and 4.10.9 | ||||
B |
Liquidity and capital resources |
1.8, 3.1.4, Notes 11, 20 to 23, 34 and 39 to the Financial Statements | ||||
C |
Research and development, patents and licenses, etc. |
1.10 to 1.17, 2.3.14, 3.7, 4.3, 4.6, 4.7 and Notes 11 and 15 to the Financial Statements | ||||
D |
Trend information |
1.2 to 1.6, 1.13, 1.16 and 1.17 | ||||
E |
Critical Accounting Estimates |
IFRS is applied in the Financial Statements as issued by the IASB | ||||
6. |
Directors, Senior Management and Employees |
|||||
A |
Directors and senior management |
2.1.1, 2.1.2 and 2.1.5 | ||||
B |
Compensation |
2.2 | ||||
C |
Board practices |
2.1.2, 2.1.9, 2.1.10, 2.1.12 and 2.2 | ||||
D |
Employees |
1.12, 4.8 and Note 28 to the Financial Statements | ||||
E |
Share ownership |
2.2, 2.3.2, 2.3.5, 2.3.18 and Notes 16, 17 and 25 to the Financial Statements | ||||
7. |
Major Shareholders and Related Party Transactions |
|||||
A |
Major shareholders |
4.10.6 | ||||
B |
Related party transactions |
2.2 and Notes 24 and 33 to the Financial Statements | ||||
C |
Interests of experts and counsel |
Not applicable | ||||
8. |
Financial Information |
|||||
A |
Consolidated Statements and Other Financial Information |
1.15, 4.9, 4.10.7, 3.1, 3.2A and the Financial Statements beginning on page F-1 in this Annual Report | ||||
B |
Significant Changes |
Note 35 to the Financial Statements | ||||
9. |
The Offer and Listing |
|||||
A |
Offer and listing details |
4.10.2 | ||||
B |
Plan of distribution |
Not applicable | ||||
C |
Markets |
4.10.2 | ||||
D |
Selling shareholders |
Not applicable | ||||
E |
Dilution |
Not applicable | ||||
F |
Expenses of the issue |
Not applicable | ||||
10. |
Additional Information |
|||||
A |
Share capital |
Not applicable | ||||
B |
Memorandum and articles of association |
4.10.3 and 4.10.5 | ||||
C |
Material contracts |
4.10.4 | ||||
D |
Exchange controls |
4.10.9 | ||||
E |
Taxation |
4.10.10 | ||||
F |
Dividends and paying agents |
Not applicable | ||||
G |
Statement by experts |
Not applicable | ||||
H |
Documents on display |
4.10.5 | ||||
I |
Subsidiary information |
Note 30 to the Financial Statements and Exhibit 8.1 | ||||
11. |
Quantitative and Qualitative Disclosures About Market Risk |
Note 23 to the Financial Statements | ||||
12. |
Description of Securities Other than Equity Securities |
|||||
A |
Debt Securities |
Not applicable | ||||
B |
Warrants and Rights |
Not applicable | ||||
C |
Other Securities |
Not applicable | ||||
D |
American Depositary Shares |
4.10.8 and Exhibit 2.1 | ||||
13. |
Defaults, Dividend Arrearages and Delinquencies |
There have been no defaults, dividend arrearages or delinquencies | ||||
14. |
Material Modifications to the Rights of Security Holders and Use of Proceeds |
There have been no material modifications to the rights of security holders and use of proceeds since our last Annual Report | ||||
15. |
Controls and Procedures |
2.1.10 and 3.2A | ||||
16A. |
Audit committee financial expert |
2.1.10 | ||||
16B. |
Code of Ethics |
2.1.15 | ||||
16C. |
Principal Accountant Fees and Services |
2.1.10 and Note 36 to the Financial Statements | ||||
16D. |
Exemptions from the Listing Standards for Audit Committees |
Not applicable | ||||
16E. |
Purchases of Equity Securities by the Issuer and Affiliated Purchasers |
2.3.2 | ||||
16F. |
Change in Registrant’s Certifying Accountant |
Not applicable | ||||
16G. |
Corporate Governance |
2 | ||||
16H. |
Mine Safety Disclosure |
Not applicable | ||||
16I. |
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections |
Not applicable | ||||
17. |
Financial Statements |
Not applicable as Item 18 complied with | ||||
18. |
Financial Statements |
The Financial Statements begin on page F-1 in this Annual Report | ||||
19. |
Exhibits |
5 |
Our Purpose |
Our Values |
|||
Our purpose is to bring people and resources together to build a better world. |
Sustainability Putting health and safety first, being environmentally responsible and supporting our communities. | |||
Integrity Doing what is right and doing what we say we will do. | ||||
Respect Embracing openness, trust, teamwork, diversity and relationships that are mutually beneficial. | ||||
Performance Achieving superior business results by stretching our capabilities. | ||||
Simplicity Focusing our efforts on the things that matter most. | ||||
Accountability Defining and accepting responsibility and delivering on our commitments. | ||||
We are successful when: | ||||
• Our people start each day with a sense of purpose and end the day with a sense of accomplishment. | ||||
• Our teams are inclusive and diverse. | ||||
• Our communities, customers and suppliers value their relationships with us and are better off for our presence. | ||||
• Our asset portfolio is world class and sustainably developed. | ||||
• Our operational discipline and financial strength enables our future growth. | ||||
• Our shareholders receive a superior return on their investment. | ||||
• Our commodities support continued economic growth and decarbonisation. |
• | the commodities to create the steel that goes into the infrastructure needed for growing cities around the world, including to support the energy transition |
• | the copper and nickel required for electrification, such as copper-intensive electric vehicles and nickel-intensive batteries that can reduce the need for fossil fuels and support decarbonisation |
• | the energy that heats homes, enables transport and powers many of the household products we use every day |
Future facing commodities |
Steelmaking commodities |
Oil & Gas | ||||||||
Product |
Copper |
Nickel |
Iron ore |
Metallurgical coal* |
Petroleum | |||||
FY2021 production |
1,635.7 kt |
89.0 kt |
253.5 Mt |
40.6 Mt |
102.8 MMboe | |||||
Traditional usage |
Wiring, power cables, cars, smartphones, televisions, laptops, air conditioners | Stainless steel, refrigerators, cookware, homeware, medical equipment | Cities, hospitals, schools, houses, bridges, trains, cars, smartphones * Metallurgical coal is also known as steelmaking coal. |
Driving, air travel, heating, generating electricity, cleaning products, medical and hygiene products, roads | ||||||
Emerging usage |
Electrification mega trends |
Supporting development and clean energy transition |
Supporting mobility and modern life | |||||||
Wind turbines, electric vehicles, solar panels, battery charging, electric vehicle batteries, grid storage solutions | Wind turbines, carbon capture infrastructure and climate adaption to adjust to current or expected climate change and its effects | Low-emissions shipping, technology-related materials, pairing with renewables, and the transportation impacts of the e-commerce revolution |