Page 143 - Annual Report 2020

Section 3 In this section

3.1 Annual statement by the Remuneration
Committee Chair
3.2 Remuneration policy report
Remuneration 3.3 Annual report on remuneration
Remuneration policy for the Executive Director
Remuneration policy for Non-executive Directors
Report Remuneration for the Executive Directors (the CEOs)
Remuneration for other Executive KMP
(excluding the CEOs)
Remuneration for Non-executive Directors
Remuneration governance
Other statutory disclosures

This Remuneration Report describes the remuneration policies, Abbreviation Item
practices, outcomes and governance for the KMP of BHP. AGM Annual General Meeting
BHP’s DLC structure means that we are subject to remuneration CDP Cash and Deferred Plan
disclosure requirements in the United Kingdom and Australia. CEO Chief Executive Officer
DEP
Dividend Equivalent Payment
This results in some complexity in our disclosures, as there are DLC Dual Listed Company
some key differences in the requirements and the information ELT Executive Leadership Team
that must be disclosed. For example, UK requirements give GHG Greenhouse Gas
shareholders the right to a binding vote on the remuneration GSTIP Group Short-Term Incentive Plan
policy every three years and as a result, the remuneration policy HPIF High Potential Injury Frequency
needs to be described in a separate section in the Remuneration HSEC Health, Safety, Environment
Report. Our remuneration policy is set out in section 3.2. In and Community
Australia, BHP is required to make certain disclosures for KMP IFRS International Financial
Reporting Standards
as defined by the Australian Corporations Act 2001, Australian KMP Key Management Personnel
Accounting Standards and IFRS. KPI Key Performance Indicator
The UK requirements focus on the remuneration of Executive LTIP Long-Term Incentive Plan
Management Award Plan
MAP
and Non-executive Directors. At BHP, this is our Board, including MSR Minimum Shareholding Requirement
the CEO, who is our sole Executive Director. In contrast, the OIF Occupational Illness Frequency
Australian requirements focus on the remuneration of KMP, ROCE Return on Capital Employed
defined as those who have authority and responsibility for STIP Short-Term Incentive Plan
planning, directing and controlling the activities of the Group TRIF Total Recordable Injury Frequency
directly or indirectly. KMP includes the Board, as well as certain TSR Total Shareholder Return
members of our senior executive team.
After due consideration, the Committee has determined the
KMP for FY2020 comprised the following roles: all Non-executive
Directors, the CEO, the Chief Financial Officer, the President
Minerals Australia, the President Minerals Americas, and the
President Petroleum.
The following individuals have held their positions and were
KMP for the whole of FY2020, unless stated otherwise:
• Mike Henry, CEO and Executive Director (from 1 January 2020)
and President Minerals Australia (to 31 December 2019)
• Andrew Mackenzie, CEO and Executive Director
(to 31 December 2019)
• Peter Beaven, Chief Financial Officer
• Daniel Malchuk, President Minerals Americas
• Geraldine Slattery, President Petroleum
• Non-executive Directors - see section 3.3.14 for details of the
Non-executive Directors, including dates of appointment or
cessation (where relevant)

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