2016 US Annual Report (Form 20-F/A)

Group Governance

19 July 2017

AMENDMENT TO 2016 FORM 20-F (FORM 20-F/A)

BHP has today filed a Form 2016 20-F/A in accordance with US financial reporting requirements under the US Securities Exchange Act of 1934 (as amended). The Form 2016 20-F/A restates BHP's 2016 report on internal controls over financial reporting.

Through our Sarbanes Oxley (SOX) Internal Control Evaluation Program, deficiencies were identified in the controls and processes that were used to determine the impairments of certain Onshore US assets.

The control issue that was identified was confined to the valuation of the Onshore US assets and does not require any change to the carrying values of the Company's Onshore US assets at 31 December 2016 or any prior period. There is no need for a restatement of any of the Company's consolidated financial statements or any changes to published reserves or taxes paid, however, a Form 20-F/A is required to update the statements from management and the auditor to reflect the identified issue with the internal controls.

The issue with the internal controls is isolated, and involves complex and technical accounting judgements relating to the specific structure of the relevant acquisitions.

A remediation plan has been implemented. We expect to confirm the controls are operating effectively as part of 2017 financial year annual reporting process.

BHP's broader internal control environment was sound for the purposes of the financial statements issued in respect of the December 2016 interim results.

The Form 2016 20-F/A has been submitted to the UK National Storage Mechanism and will shortly be available for inspection at www.morningstar.co.uk/uk/NSM and may also be accessed at: bhp.com.

Rachel Agnew

Company Secretary