Mr. Marcus P. Randolph is no longer a Group Executive and Chief Executive - Ferrous and Coal of BHP Billiton Ltd., effective May 10, 2013. He was previously Chief Organisation Development Officer, President Diamonds and Specialty Products, Chief Development Officer Minerals and Chief Strategic Officer Minerals for BHP Billiton. Mr Randolph’s prior career includes Chief Executive Officer, First Dynasty Mines, Mining and Minerals Executive, Rio Tinto Plc, Director of Acquisitions and Strategy, Kennecott Inc, and various mine operating positions in the United States and Peru with Asarco Inc. Mr Randolph has been in his current position as Chief Executive – Ferrous & Coal since July 2007.

Mr. J. Michael Yeager is no longer a Group Executive, Chief Executive - Petroleum of BHP Billiton Ltd., effective July 1, 2013. He joined the Group in April 2006 as Chief Executive Petroleum after 25 years with Mobil and later ExxonMobil. Mr Yeager was previously Vice President, ExxonMobil Development Company, and held the roles of Senior Vice President, Imperial Oil Ltd and Chief Executive Officer, Imperial Oil Resources, Vice President Africa, ExxonMobil Production Company, Vice President Europe, ExxonMobil Production Company and President, Mobil Exploration and Production in the United States.

Mr. Mike Henry is the Group Executive, Chief Marketing Officer, President - HSEC, Marketing and Technology of BHP Billiton Ltd. He has been appointed as President - HSEC, Marketing and Technology of the Company effective May 10, 2013. Prior to this, he was President Marketing. Mr Henry’s earlier career with BHP Billiton included various business development and marketing roles, including Marketing Director for Petroleum, Marketing Director for Energy Coal & Freight and Vice President Business Development for the Energy Coal Customer Sector Group. Prior to joining BHP Billiton, Mr Henry worked for Mitsubishi Corporation, where he held a number of commercial roles.

Ms. Nicola Evans is Deputy Company Secretary of BHP Billiton Ltd. She has held this post since December 16, 2011. She is also Deputy Company Secretary of BHP Billiton Plc.

Ms. Karen J. Wood has been appointed as President - People and Public Affairs of BHP Billiton Ltd., effective May 10, 2013. She joined BHP Billiton in 2001. Ms Wood’s previous positions were Chief Governance Officer, Special Adviser and Head of Group Secretariat and Group Company Secretary. Ms Wood was appointed Chief People Officer in 2007 and in 2010 assumed responsibility for Public Affairs. Before joining BHP Billiton, she was General Counsel and Company Secretary for Bonlac Foods Limited. Ms Wood is a Fellow of the Institute of Chartered Secretaries.

Ms. Jane F. McAloon is President - Governance, Group Company Secretary of BHP Billiton Ltd. She has been appointed as President - Governance of the Company effective May 10, 2013. Jane joined BHP Billiton in 2006 as Company Secretary, BHP Billiton Limited. Prior to joining BHP Billiton, Jane held the position of Company Secretary and Group Manager External and Regulatory Services in the Australian Gas Light Company. She previously held various State and Commonwealth government positions, including Director General of the NSW Ministry of Energy and Utilities and Deputy Director General for the NSW Cabinet Office, as well as working in private legal practice. Jane has a Bachelor of Economics with Honours and a Bachelor of Laws from Monash University, and a Graduate Diploma in Applied Corporate Governance.

Mr. Malcolm W. Broomhead has been Non-Executive Independent Director of BHP Billiton Limited since March 31, 2010. Mr. Broomhead was Managing Director and Chief Executive Officer of Orica Limited from 2001 until September 2005, where he oversaw a global business that controlled interests in more than 45 countries. Prior to joining Orica, Mr Broomhead held a number of senior positions at North Limited, including Managing Director and Chief Executive Officer and prior to that, held senior management positions with Halcrow (UK), MIM Holdings, Peko Wallsend and Industrial Equity. Mr Broomhead has experience in running industrial and mining companies with a global footprint and broad global experience in project development in many of the countries in which BHP Billiton operates. Mr Broomhead is currently non-executive Chairman of Asciano Limited and a non-executive Director of Coates Group Holdings Pty Ltd. Other directorships and offices (current and recent): Chairman of Asciano Limited (since October 2009), Director of Coates Group Holdings Pty Ltd (since January 2008). Presently he is a Member of the Sustainability Committee and Finance Committee of the Company.

Dr. Sir John G. Buchanan, Ph.D., has been Senior Non-Executive Independent of BHP Billiton Limited since February 2003. Dr Buchanan has been designated as the Senior Independent Director of BHP Billiton Plc since his appointment. Educated at Auckland, Oxford and Harvard, John Buchanan has broad international business experience gained in international businesses. He has substantial experience in the petroleum industry and knowledge of the international investor community. He has held various leadership roles in strategic, financial, operational and marketing positions, including executive experience in different countries. He is a former executive Director and Group Chief Financial Officer of BP, serving on the BP Board for six years. Other directorships and offices (current and recent): Chairman of Smith & Nephew Plc (since April 2006) and former Deputy Chairman (from February 2005 to April 2006), Chairman of the International Chamber of Commerce (UK) (since May 2008), Senior Independent Director and Deputy Chairman of Vodafone Group Plc (since July 2006) and Director (since April 2003), Member of Advisory Board of Ondra Bank (since June 2009), Former Director of AstraZeneca Plc (from April 2002 to April 2010). Presently he is a Chairman of the Remuneration Committee and Member of the Nomination Committee of the Company.

Mr. Carlos Cordeiro has been Non-Executive Independent Director of BHP Billiton Limited since February 2005. Mr. Cordeiro brings to the Board more than 30 years’ experience in providing strategic and financial advice to corporations, financial institutions and governments around the world. He was previously Partner and Managing Director of Goldman Sachs Group Inc. Other directorships and offices (current and recent): Non-executive Advisory Director of The Goldman Sachs Group Inc (since December 2001), Non-executive Vice Chairman of Goldman Sachs (Asia) (since December 2001). Presently, he is a Member of the Remuneration Committee of the Company.

Mr. David Alexander Crawford has been Non-Executive Independent Director of BHP Billiton Ltd since June 2001. He has experience in risk management and business reorganization. He has acted as a consultant, scheme manager, receiver and manager and liquidator to groups of companies. He was previously Australian National Chairman of KPMG, Chartered Accountants. Other directorships and offices (current and recent): Chairman of Lend Lease Corporation Limited (since May 2003) and Director (since July 2001), Chairman of Foster’s Group Limited (since November 2007) and Director of Foster’s Group Limited (since August 2001), Former Director of Westpac Banking Corporation (from May 2002 to December 2007), Former Chairman of National Foods Limited (Director from November 2001 to June 2005). He is Chairman of the Finance Committee of the Company.

Mr. Pat Davies has been Independent Non-Executive Director of BHP Billiton Ltd since June 1, 2012. He has experience in the natural resources sector across a number of geographies, commodities and markets. From July 2005 until June 2011, Mr Davies was Chief Executive of Sasol Limited, an international energy, chemical and mining company with operations in 38 countries and listings on the Johannesburg and New York stock exchanges. He began his career at Sasol in 1975 and held a number of diverse roles, including managing the group’s oil and gas businesses, before becoming Chief Executive in July 2005. Mr Davies is a former Director of various Sasol Group companies and joint ventures. He is Member of the Remuneration Committee of the Company.

Ms. Carolyn Judith Hewson, AO, has been appointed as Non-Executive Independent Director of BHP Billiton Ltd.with effect from March 31, 2010. Ms. Hewson is a former investment banker and has over 25 years’ experience in the finance sector. Ms Hewson was previously an Executive Director of Schroders Australia Limited and has financial markets, risk management and investment management experience. Ms Hewson is a non-executive director of Stockland Corporation Limited, Westpac Banking Corporation, BT Investment Management Limited and previously served as a director on the boards of AMP Limited, CSR Limited, AGL Energy Limited, the Australian Gas Light Company, South Australia Water and the Economic Development Board of South Australia. She has current board or advisory roles with Nanosonics Limited, the Australian Charities Fund and the Neurosurgical Research Foundation. Other directorships and offices (current and recent): Director of Stockland Corporation Limited (since March 2009), Director of BT Investment Management Limited (since December 2007), Director of Westpac Banking Corporation (since February 2003), Member of the Advisory Board of Nanosonics Limited (since June 2007), Member of the Advisory Board of Nanosonics Limited (since June 2007), Director of Australian Charities Fund (since March 2001), Member and Patron of the Neurosurgical Research Foundation Council (since April 1993), Member and Patron of the Neurosurgical Research Foundation Council (since April 1993), Former Director of AGL Energy Limited (from February 2006 to February 2009). Presently she is a Member of the Risk and Audit Committee of the Company.

Mr. Lindsay Philip Maxsted has been Independent Non-Executive Director of BHP Billiton Ltd since March 23, 2011. He is a corporate recovery specialist who has managed a number of Australia’s corporate insolvency and restructuring engagements and, until recently, continued to undertake consultancy work in the restructuring advisory field. Mr Maxsted was the Chief Executive Officer of KPMG Australia between 2001 and 2007. Mr Maxsted is currently Chairman of Westpac Banking Corporation and of Transurban Group. Mr Maxsted was on the Board of the Public Transport Corporation from 1995 to 2001 and in his capacity as Chairman from 1997 to 2001 had the responsibility of guiding the Public Transport Corporation through the final stages of a reform process. He is Chairman of the Risk and Audit Committee and Member of the Finance Committee of the Company.

Mr. Wayne W. Murdy CPA., has been Non-Executive Independent Director of BHP Billiton Limited June 18, 2009. He has a background in finance and accounting, where he gained comprehensive experience in the financial management of mining, oil and gas companies during his career with Getty Oil, Apache Corporation and Newmont Mining Corporation. Mr Murdy served as the Chief Executive Officer of Newmont Mining Corporation from 2001 to 2007 and Chairman of Newmont from 2002 to 2007. Mr Murdy is also a former Chairman of the International Council on Mining and Metals, a former Director of the United States National Mining Association and a former member of the Manufacturing Council of the United States Department of Commerce. He has been Director of Weyerhaeuser Company (since January 2009), Former Director of Qwest Communications International Inc (from September 2005 to April 2011), Former Chief Executive Officer (from January 2001 to June 2007) and Chairman (from January 2002 to December 2007) of Newmont Mining Corporation., Former Chairman of the International Council on Mining and Metals (from January 2004 to December 2006), and Former Director of the United States National Mining Association (from January 2002 to December 2007). He is Member of the Risk and Audit Committee and Member of the Finance Committee of the Company.

Mr. Keith Christopher Rumble has been Non-Executive Independent Director of BHP Billiton Limited since September 1, 2008. He was previously Chief Executive Officer of SUN Mining, a wholly owned entity of the SUN Group, a principal investor and private equity fund manager in Russia, India and other emerging and transforming markets. Mr Rumble has over 30 years’ experience in the resources industry, specifically in titanium and platinum mining, and is a former Chief Executive Officer of Impala Platinum (Pty) Ltd and former Chief Executive Officer of Rio Tinto Iron and Titanium Inc in Canada. He began his career at Richards Bay Minerals in 1980 and held various management positions before becoming Chief Executive Officer in 1996. Presently, he is a Member of the Sustainability Committee of the Company.

Dr. John M. Schubert, Ph.D., has been Non-Executive Independent Director of BHP Billiton Ltd., since June 2000. He has experience in the international oil industry, including at Chief Executive Officer level. Dr. Schubert has had executive mining and financial responsibilities and was Chief Executive Officer of Pioneer International Limited for six years, where he operated in the building materials industry in 16 countries. Dr. Schubert has experience in mergers, acquisitions and divestments, project analysis and management. Dr. Schubert was previously Chairman and Managing Director of Esso Australia Limited and President of the Business Council of Australia. He has been Director of Qantas Airways Limited (since October 2000); Chairman of G2 Therapies Pty Limited (since November 2000); Former Chairman (from November 2004 to February 2010) and Director (from October 1991 to February 2010) of Commonwealth Bank of Australia; and Former Chairman and Director of Worley Parsons Limited (from November 2002 until February 2005). Presently, he is a Chairman of the Sustainability Committee, Member of the Remuneration Committee and Member of the Nomination Committee of the Company.

The Rt. Hon. Brnss. Shriti Vadera has been Non-Executive Independent Director of BHP Billiton Ltd since January 1, 2011. She is a former Minister for Economic Competitiveness & Enterprise and former Minister for International Development in the British Government. Prior to her Ministerial role she spent 8 years on the Council of Economic Advisers, HM Treasury. She was responsible for advising on international financial and development policy, business and city issues, productivity, enterprise, PPPs, public enterprises and amongst other things, was responsible for the creation of the Shareholder Executive and the Better Regulation Executive. Before joining the Council of Economic Advisers she spent 14 years in investment banking at UBS Warburg, advising on banking, capital markets, project finance and corporate finance internationally. She also advised governments of developing countries on a range of issues such as debt restructuring. Since leaving the UK Government in October 2009, she has undertaken senior policy and advisory assignments for the G20 Chair, the Dubai Government in relation to the Dubai World debt restructuring, and for Temasek Holdings, Singapore. She was a trustee of Oxfam between 2000 and 2005 and when in government worked on development and Africa policy. She studied Philosophy, Politics & Economics at Oxford. She is Member of the Risk and Audit Committee of the Company.

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