Page 161 - Annual Report 2020

Remuneration for Non-executive Directors

The remuneration outcomes described below have been provided in accordance with the remuneration policy approved by shareholders
at the 2019 AGMs. The maximum aggregate fees payable to Non-executive Directors (including the Chair) were approved by Strategic Report
shareholders at the 2008 AGMs at US$3.800 million per annum. This sum includes base fees, Committee fees and pension contributions.
Travel allowances and non-monetary benefits are not included in this limit.
3.3.14 Single total figure of remuneration
This section shows a single total figure of remuneration as prescribed under UK requirements. It is a measure of actual remuneration.
Fees include the annual base fee, plus additional fees as applicable for the Senior Independent Director, Committee Chair and
Committee memberships. Non-executive Directors do not have any performance-based at-risk remuneration or receive any equity awards
as part of their remuneration, therefore the totals shown below are total remuneration and total fixed fees. This table also meets the
requirements of the Australian Corporations Act 2001 and relevant accounting standards.

US$(‘000) Financial year Fees Benefits (1) Pensions (2) Total Governance at BHP
Terry Bowen FY2020 187 40 10 237
FY2019 183 30 10 223
Malcolm Broomhead FY2020 201 19 11 231
FY2019 212 40 11 263
Ian Cockerill (3) FY2020 220 90 – 310 3
FY2019 55 30 – 85
Anita Frew FY2020 220 47 – 267
FY2019 220 48 – 268
Gary Goldberg (4) FY2020 90 15 – 105
Carolyn Hewson (5) FY2020 75 18 4 97 Remuneration Report
FY2019 212 32 11 255
Susan Kilsby (3) FY2020 205 83 – 288
FY2019 47 22 – 69
Ken MacKenzie FY2020 866 40 14 920
FY2019 865 32 15 912
Lindsay Maxsted FY2020 205 18 11 234 Directors’ Report
FY2019 209 32 11 252
John Mogford FY2020 199 69 – 268
FY2019 187 61 – 248
Wayne Murdy (6) FY2019 75 35 – 110
Shriti Vadera FY2020 253 48 – 301
FY2019 253 48 – 301
Dion Weisler (4) FY2020 15 – 1 16
(1) The majority of the amounts disclosed for benefits are travel allowances for each Non-executive Director: amounts of between US$ nil and US$90,000. In addition,
amounts of between US$ nil and US$3,500 are included in respect of tax return preparation; and amounts of between US$ nil and US$1,500 are included in respect Financial Statements
of the reimbursement of the tax cost associated with the provision of taxable benefits.
(2) BHP Group Limited made minimum superannuation contributions of up to 9.5 per cent of fees for FY2020 in accordance with Australian superannuation legislation.
No other pension contributions are paid.
(3) The FY2019 remuneration for Ian Cockerill and Susan Kilsby relates to part of the year only, as they both joined the Board on 1 April 2019.
(4) The FY2020 remuneration for Gary Goldberg and Dion Weisler relates to part of the year only, as they joined the Board on 1 February 2020 and 1 June 2020 respectively.
(5) The FY2020 remuneration for Carolyn Hewson relates to part of the year only, as she retired from the Board on 7 November 2019.
(6) The FY2019 remuneration for Wayne Murdy relates to part of the year only, as he retired from the Board on 2 November 2018.
3.3.15 Non-executive Directors’ remuneration in FY2021

In FY2021, the remuneration for the Non-executive Directors will Levels of fees and travel allowances From 1 July
be paid in accordance with the remuneration policy approved for Non-executive Directors (in US$) 2020 Additional information
by shareholders at the 2019 AGMs (which is unchanged from the
remuneration policy for Non-executive Directors approved by Base annual fee 160,000
shareholders at the 2017 AGMs). Fee levels for the Non-executive Plus additional fees for:
Directors and the Chair are reviewed annually. The review includes Senior Independent Director 48,000
benchmarking against peer companies, with the assistance of BHP Group Plc
of external advisers. Committee Chair:
From 1 July 2017, the Chair’s annual fee was reduced by Risk and Audit 60,000
approximately 8 per cent from US$0.960 million to Remuneration 45,000
45,000
US$0.880 million and will remain at that level for FY2021. This Sustainability No additional fee
Nomination and Governance
fee reduction was in addition to the reduction of approximately
13 per cent from US$1.100 million to US$0.960 million effective Committee membership: Shareholder information
1 July 2015. Base fee levels for Non-executive Directors will remain Risk and Audit 32,500
at the reduced levels that took effect from 1 July 2015, at which Remuneration 27,500
27,500
Sustainability
time they were reduced by approximately 6 per cent from Nomination and Governance 18,000
US$0.170 million to US$0.160 million per annum. Travel allowance: (1)
The below table sets out the annualised fee levels for FY2021. Greater than 3 but less than 10 hours 7,000
10 hours or more 15,000
Chair’s fee 880,000
(1) In relation to travel for Board business, the time thresholds relate to the flight
time to travel to the meeting location (i.e. one way flight time). Only one travel
allowance is paid per round trip.
BHP Annual Report 2020 159