Articles of Association of Royal Dutch Shell Plc
ARTICLES OF ASSOCIATION of Royal Dutch Shell plc
(Articles adopted on 18 May 2010)
1. Exclusion of other Constitutional Regulations
The constitutional regulations in any legislation relating to companies do not apply to the company.
2. Definitions
(A) The following table gives the meaning of certain words and expressions as they are used in these articles. However, the meaning given in the table does not apply if it is not consistent with the context in which a word or expression appears. At the end of these articles there is a Glossary which explains various words and expressions which appear in the text. The Glossary also explains some of the words and expressions used in the memorandum. The Glossary is not part of the memorandum or articles and does not affect their meaning.
“address” includes a number or address used for sending or receiving documents or information by electronic means; “affiliate” means any undertaking which is not an associated company of the company, and (i) in which the company or any of its associated companies holds any shares; and (ii) of which a director or employee of the company or of any of its associated companies is a director (or holds an equivalent office) and in such capacity is a nominee of the company or any of its associated companies; “amount” (of a share) this refers to the nominal amount of the share;
“these articles” means these articles of association, including any changes made to them, and the expression “this article” refers to a particular article in these articles of association;
“auditors” means the auditor of the company and, where two or more people are appointed to act jointly, any one of them; 2
“A shares” means the A ordinary shares of €0.07 each in the capital of the company;
“B shares” means the B ordinary shares of €0.07 each in the capital of the company;
“board” means the board of directors from time to time of the company
(Articles adopted on 18 May 2010)
1. Exclusion of other Constitutional Regulations
The constitutional regulations in any legislation relating to companies do not apply to the company.
2. Definitions
(A) The following table gives the meaning of certain words and expressions as they are used in these articles. However, the meaning given in the table does not apply if it is not consistent with the context in which a word or expression appears. At the end of these articles there is a Glossary which explains various words and expressions which appear in the text. The Glossary also explains some of the words and expressions used in the memorandum. The Glossary is not part of the memorandum or articles and does not affect their meaning.
“address” includes a number or address used for sending or receiving documents or information by electronic means; “affiliate” means any undertaking which is not an associated company of the company, and (i) in which the company or any of its associated companies holds any shares; and (ii) of which a director or employee of the company or of any of its associated companies is a director (or holds an equivalent office) and in such capacity is a nominee of the company or any of its associated companies; “amount” (of a share) this refers to the nominal amount of the share;
“these articles” means these articles of association, including any changes made to them, and the expression “this article” refers to a particular article in these articles of association;
“auditors” means the auditor of the company and, where two or more people are appointed to act jointly, any one of them; 2
“A shares” means the A ordinary shares of €0.07 each in the capital of the company;
“B shares” means the B ordinary shares of €0.07 each in the capital of the company;
“board” means the board of directors from time to time of the company