SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a -16 or 15d -16 of the Securities Exchange Act of 1934 Report on Form 6-K of August 16, 2006 The BOC Group plc Chertsey Road, Windlesham, Surrey GU20 6HJ England (Name and address of registrant's principal executive office) Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F X Form 40-F ----- ----- Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): Yes: |_| No: |X| Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): Yes: |_| No: |X| Indicate by check mark whether the registrant by furnishing the information contained in this form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes: |_| No: |X| Enclosures: A notification advising of the Results of the Court Meeting and Extraordinary General Meeting of The BOC Group plc held on 16 August 2006. Page 1 of 5 THE BOC GROUP plc ANNOUNCEMENT RELEASED TO A REGULATORY INFORMATION SERVICE ON 16 AUGUST 2006 AT 16.24 HRS UNDER REF: PRNUK-1608061623-3EC7 THE BOC GROUP plc COURT MEETING WEDNESDAY 16 AUGUST 2006 A Court Meeting was held on Wednesday 16 August 2006 at the New Connaught Rooms (the Grand Hall), 61 - 65 Great Queen Street, Covent Garden, London, WC2B 5DA at 2.00 pm to consider and, if thought fit, approve (with or without modification) a Scheme of Arrangement under section 425 of the Companies Act 1985 proposed to be made between The BOC Group plc and the Scheme Shareholders. The resolution was decided on a poll and the resolution proposed at the meeting was passed. The number of votes for and against the resolution put before the Meeting were as follows: ------------------------------------------------------------------------------------------------------------------------------------ % of BOC Resolution Number of BOC % of BOC Shares % of issued BOC Number of BOC Shareholders Shares voted voted Shares Shareholders voting To approve -------------------------------------------------------------------------------------------------------------------- the proposed For 270,875,894 99.58% 52.59% 7092 89.14% Scheme of Arrangement -------------------------------------------------------------------------------------------------------------------- Against 1,131,304 0.42% 0.22% 864 10.86% ------------------------------------------------------------------------------------------------------------------------------------ Number of shares in issue as at 6 pm on Monday 14 August 2006 - 515,042,913 Page 2 of 5 THE BOC GROUP plc EXTRAORDINARY GENERAL MEETING WEDNESDAY 16 AUGUST 2006 An Extraordinary General Meeting was held on Wednesday 16 August 2006 at the New Connaught Rooms (the Grand Hall), 61 - 65 Great Queen Street, Covent Garden, London, WC2B 5DA at 2.15 pm to consider a Special Resolution for the purpose of giving effect to the Scheme of Arrangement dated 22 July 2006. The voting rights conferred by the BOC Shares held by members of the Linde Group were not exercised at the EGM. The resolution was decided on a poll and the resolution proposed at the meeting was passed. The number of votes for and against the resolution put before the Meeting were as follows: ------------------------------------------------------------------------------------------------------------- Resolution Number of BOC % of BOC Shares % of issued BOC Shares voted (note) voted Shares ----------------------------------------------------------------------------------- Special For 285,806,316 99.6% 55.49% Resolution giving effect to the ----------------------------------------------------------------------------------- Scheme Against 1,159,483 0.4% 0.22% ------------------------------------------------------------------------------------------------------------- Number of shares in issue as at 6 pm on Monday 14 August 2006 - 515,042,913 Note The "For" vote includes those giving the Chairman discretion. Page 3 of 5 Capitalised terms in this announcement have the same meaning as in the Scheme Document dated 22 July 2006. Enquiries: BOC +44 1276 477 222 Christopher Marsay Nigel Abbott JPMorgan Cazenove +44 207 588 2828 (Financial adviser and corporate broker to BOC) Mark Breuer Barry Weir Michael Wentworth-Stanley Merrill Lynch +44 207 628 1000 (Financial adviser and corporate broker to BOC) Bob Wigley Kevin Smith Mark Astaire The Maitland Consultancy +44 20 7379 5151 (Public relations adviser to BOC) Neill Bennett Page 4 of 5 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant, The BOC Group plc, has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Date: August 16, 2006 By: /s/ Sarah Larkins ----------------------------------- Name: Sarah Larkins Title: Assitant Company Secretary Page 5 of 5