For information on the role of the BHP Board in overseeing our approach to and delivery on sustainability refer to the Sustainability approach webpage. 

We know consistent ethical behaviour cultivates a culture of inclusion, care and trust, which ultimately results in improved performance by BHP. It also strengthens our relationships with the communities where we work and helps protect the social value we deliver.  

How we work is guided by the core values in Our Charter. These values are: Doing what is right, seeking better ways and making a difference. Our Code of Conduct (Our Code) brings our core values to life, reminds us why they are important and helps us understand what it means to work with those values as our guiding principle. Our Code is available in five languages and available at bhp.com. 

Acting in accordance with Our Code is a requirement for all BHP employees. Our Code is available to all our people and external stakeholders. We deliver regular training to help our workforce understand Our Code and the standards of behaviour that are acceptable at BHP.

We believe sustainable, positive change in society is increasingly dependent on having effective platforms for conversation across non-government organisations and other forms of civil society, governments and corporations to find solutions to common challenges.  

We contribute to the global transparency and anti-corruption agenda. BHP was a founding signatory in FY2018 to the Responsible Tax Principles of the B Team, a not-for-profit initiative formed by a global group of business leaders to establish the principles and an approach to taxation that companies can endorse to demonstrate responsibility and play their part in creating a stable, secure and sustainable society. 

We are represented on the Board of the Extractive Industries Transparency Initiative (EITI). The EITI requires its over 50 implementing countries to disclose beneficial ownership information for extractive companies from 1 January 2020. We also support and participate in Open Ownership, the first public global database of group ownership information and look for opportunities to encourage our suppliers and partners to do the same. Disclosure of beneficial ownership seeks to reduce opportunities for corruption (via secret ownership interests) and helps ensure assets and income are fully disclosed to relevant regulatory bodies, such as revenue authorities, to promote compliance with taxation laws. 

The BHP Foundation, a charitable foundation established and funded by BHP, complements our support of global transparency initiatives. The Foundation’s Natural Resource Governance Global Signature Program aims to improve governance across the resources value chain, from consultation and consent processes before licences and contracts are awarded, to citizen services and infrastructure funded by the payment of taxes and royalties. The Foundation’s projects help to improve the visibility of funds associated with natural resources in the respective country. 

BHP’s approach to transparency and tax is detailed in our Economic Contribution Report.  

We live in a world where public trust in institutions is declining. The absence of trust undermines social cohesion and creates social and economic instability. It is incumbent on socially responsible corporations to contribute to rebuilding trust. A key means of doing this is through transparency and disclosure, including making it clear how an organisation contributes to society, enabling people to have access to accurate information to inform their own views on issues.  

Transparency principles of responsibility, openness, fairness and accountability underpinned our decision to become one of the first in our sector to disclose payments to governments on a project-by-project basis in 2015. We continue to disclose our profit, number of employees and adjusted effective tax rates on a country-by-country basis.  

Economic transparency is not our only focus. We have a strong record of supporting robust public reporting on climate change issues. We were one of the first companies to report in accordance with the recommendations of the Financial Stability Board’s Task Force on Climate-related Financial Disclosures in our Annual Reports.  

In FY2018, we released our inaugural report on our water exposure and usage. Water stewardship is not only critical to our operated assets but is central to the resilience of the communities where we operate and the environment. Greater transparency around water requirements and usage will help governments, industry and communities work together to safeguard our water supplies for future generations.  

Beneficial ownership transparency 

BHP supports beneficial ownership transparency, including the development of government mandated and administered public beneficial ownership registers and enabling reforms covering all types of entities. We support and encourage voluntary disclosures by entities to build support and give confidence to stakeholders as an interim measure while public registers are being developed. We support the EITI and the objective of the EITI Association to make the EITI Principles and the EITI Standard the internationally accepted standard for transparency in the oil, gas and mining sectors.  

How we use beneficial ownership information  

Beneficial ownership transparency allows stakeholders to understand and perform due diligence on ownership structures to identify the real owners, giving confidence that the mining industry competes for the award of licences and permits fairly and with integrity.  

We use beneficial ownership data obtained directly from counterparties and third-party sources as part of our anti-corruption due diligence on investments, partners, contractors and suppliers. Due diligence is designed to be proportionate to the potential for corruption risk and considers the jurisdictions involved, type of entity, nature of intended activities, type of relationship, the identification of any adverse information relating to entities or owners as appropriate and other factors that may indicate the potential for corruption risk. These due diligence processes are undertaken by the relevant functions within BHP with oversight as appropriate by our Compliance team.  

In accordance with Our Code of Conduct, we do not partner or contract with entities assessed as presenting a high corruption risk that decline to provide beneficial ownership information to BHP as part of our due diligence process. We commend the efforts of other organisations that support beneficial ownership transparency and companies, including our joint venture partners, contractors and suppliers that publicly disclose their beneficial owners. We support ongoing efforts by governments and multilateral organisations to promote and implement beneficial ownership transparency measures globally. 

BHP stock exchange listings and disclosures  

BHP Group Limited has a primary listing on the Australian Securities Exchange (ASX) (ticker BHP) in Australia, a standard listing on the London Stock Exchange (LSE) (ticker BHP), a secondary listing on the Johannesburg Stock Exchange (JSE) (ticker BHG) and is listed on the New York Stock Exchange (NYSE).

Links to the relevant stock exchange company announcements/filings/news websites:  

• ASX 
• LSE 
• JSE 
• NYSE  

BHP makes the following disclosures on shareholders and entities in which BHP has an interest in line with laws and regulations and voluntary commitments:  

• BHP Group Limited shareholder information is disclosed as required by applicable regulations and listing requirements as follows:  
  • Substantial shareholders in BHP Group Limited - holdings of 5 per cent or more of voting rights in BHP Group Limited’s shares as notified to BHP Group Limited under the Australian Corporations Act 2001, Section 671B
  • 20 largest shareholders (as named on the Register of Shareholders)  
• Entities in which BHP Group Limited’s effective interest is 100 per cent  
• Entities in which BHP Group Limited's effective interest is less than 100 per cent. We adopt the following approach to entities where our effective interest is less than 100 per cent:  
  • We disclose all controlled subsidiaries operating in the oil, gas, or mining sectors.  
  • We disclose all mining operations joint ventures that generate material revenue for BHP and also disclose available information in relation to the other legal owners in these joint ventures (information about other parties is subject to change without our knowledge).  
  • We disclose other entities in which we hold a partial interest, however we may exclude some entities in which we hold an interest of less than 20 per cent where disclosure might put at risk a legitimate competitive advantage associated with our investment and/or where disclosure would be contrary to an obligation of confidentiality.  

Information contained within BHP’s disclosure spreadsheets (linked in this section) is current at the date specified in each spreadsheet. Some of this information is also contained and/or expanded on in BHP’s annual reporting and information in relation to BHP Ventures’ current public investments can be found on our BHP Ventures webpage. 

We have standards around ethical conduct, including a focus on harassment and bullying, sexual harassment, racism and racial harassment, bribery and corruption, trade sanctions, competition, data privacy, conflicts of interest, fraud and theft, and working with governments and communities. Our Code provides guidance on how we should conduct our business, no matter where we work or where we are from. We seek to reinforce these standards with ongoing training, investigations into alleged unethical behaviours and where necessary, apply disciplinary actions. 
 
Integrity@BHP or the BHP Protected Disclosure Reporting Channel is our central, confidential reporting tool that is accessible to all, including external partners and stakeholders, to report conduct that may be unethical, illegal or inconsistent with Our Code. Reports received are required to be triaged for response or investigation as appropriate, in accordance with our mandatory minimum performance requirements for business conduct. The most serious report types are triaged to the Response and Investigations team or relevant subject matter experts. Reports relating to regulatory breaches, such as bribery and corruption, are investigated by lawyers in the Compliance team. 
 
Reports raised via BHP’s channels to raise misconduct concerns provide valuable insight into culture and organisational learning. Trends across reports and investigation summaries of serious breaches of Our Code are reported quarterly to the BHP Risk and Audit Committee by the Vice President Ethics and Investigations.  
 
Our channels to raise misconduct concerns are intended to be used as a central repository for all Our Code concerns that are raised by employees, contractors or community members. For this reason, we actively encourage employees and contractors to raise concerns either directly in the system or with line leaders. Line leaders are required to log all concerns relating to Our Code that are raised with them to Integrity@BHP or the BHP Protected Disclosure Reporting Channel. Capturing this data in a central system helps to ensure the correct allocation of cases for the appropriate support and response, including investigations conducted by the Response and Investigations team for the most serious matters. The system also provides improved visibility to our Ethics and Investigations team and management to empower them to address concerns appropriately and work proactively to enhance our ethical business culture. 

In FY2024, 5087 reports regarding business conduct were received directly into BHP’s channels to raise misconduct concerns.¹ Out of the total misconduct reports, 25 per cent were raised by leaders on behalf of someone else. There continues to be a great focus on health and wellbeing in the workplace, and we have seen a 6 per cent decrease of bullying and harassment cases from 3067 in FY2023 to 2870 in FY2024.
 
Of the business conduct reports received, 41 per cent were made anonymously.¹ Of the total business conduct reports closed during FY2024, 41 per cent contained one or more established allegations.^2,3

* Other: This includes issues such as  Retaliation for speaking up; Deficiencies in a business conduct investigation; Failure to Report Code of Conduct Breach; Attempting to identify an anonymous reporter; Improper political or governmental conduct; Human rights or modern slavery; Ask a question; Trade control breach; Inappropriate investigator conduct in business conduct investigation; Consensual relationship with power imbalance.  

1 This excludes reports not containing a business conduct concern and excludes reports logged by leaders on behalf of others.

2 The calculation is based on reports closed in FY2024, containing one or more established allegations. Not all reports resulted in a finding. This can occur if there is insufficient information, the respondent is not able to be identified, was previously terminated, or the impacted person did not wish to proceed. This figure includes cases opened in FY2024 and prior to FY2024 that were closed during the reporting period. When referring to cases closed during FY2024, it excludes cases that were still open at the end of the reporting period.

3 As the established rate reflects the number of cases established out of all business conduct concerns closed during the reporting period, the parameter has been updated to better reflect the cases that are considered business conduct concerns at closure (i.e. the investigation category). Additionally, calculating the established rate based on investigation category provides a more stable measure since case attributes can vary whilst the investigation is underway and unlikely to change once the investigation has concluded and case is closed.

4 FY2024 data includes all former OZ Minerals assets in Australia and Brazil.