Stichting Shell Pensioenfonds mei 2010VERTROUWELIJK

Shell Pension Fund Netherlands

19th May 2010

Relationship: Employer - Employees – Pension Fund

Stichting Shell Pensioenfonds

Employer / admitted companies

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Employee

Pension agreement in (collective) employment contractExecution agreement

Trust deed / Regulations

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Pension Fund organization

Shell Pension Fund Foundation (SSPF)Pension arrangements of Group companies in the NetherlandsBoard of AdministratorsParticipants’ Council

Shell Pension Fund Management (SPN) - 20 staffSPN has been appointed as Director, administers the pension arrangements and advises the board of SSPF and the employer Supervisory Board

Shell Asset Management Company (SAMCo) - 120 staff SAMCo has been appointed as the asset manager for SSPFSupervisory Board

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SSPF Board of administrators (BoA)

Parity representation of employees and employers

Four representatives of the member companies

Four representatives of the employees

Members BoA appointed by SPNV (employee representatives on recommendation of the Central Staff Council)

The BoA shall address the interests of all Pension Fund members and all other interested parties and ensure that they can feel represented in a balanced manner.

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Participants Council (PC)

The PC advises the BoA on important matters with regard to the Fund, either on request or on their own initiative.

Twelve members, appointed by Shell Petroleum NV

Representatives of fund members in active service are nominated by the Central Staff Council of Shell in the Netherlands

Representatives of retired fund members (including fund members with an early deferred pension) are nominated by the Shell Pensioners Club (VOEKS)

Composition as per 1/5/2007: 4 active participants, 8 pensioners

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Additional governance requirements from 1st January 2008

Based on principles of good Pension Fund Governance agreed between social partners and the pensions sector

Transparency and accountability key issues

2 additional bodies were instituted: - Tripartite Accountability council: employees, employer and pensioners - Internal Supervisory committee: independent experts

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SSPF key data

Participantsactive 11.226(15% outside Netherlands)deferred 7.010(13% outside Netherlands)pensioners 19.300( 7% outside Netherlands)

Admitted companiesNetherlands 23Abroad 170 in 57 countries

Pension schemesShell 12Billiton 8

Liabilities € 12,500 billionAssets € 15,400 billion

Data ultimo 2009

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Funding principles and asset management

Based on Dutch Solvency regime

High commitment from Employer/sponsor

Sponsor provides high level Pension fund management guidelines and risk and funding targets

Guarantee from sponsor in case of insolvency

Advanced ALM model and strategic asset allocation

High equity ratio and international diversification in portfolio

In company professional asset management

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Pension as important benefit

Shell differentiates pay for performance, ‘benefits’ and so called ‘facilities’

Shell focuses more and more on reward for achievement (performance based pay)

‘Benefits’ are part of Employee Value Propostion: “to recruit and retain staff”. Retirement benefits are included in this EVP.

‘Facilities’ provide the employee comfort, but are not included in the employee’s decision on joining, staying or leaving the company.

Stichting Shell Pensioenfonds 10MEI 2010VERTROUWELIJK

The Shell scheme in brief

Target retirement age 65

Actual retirement age: choice of any age between 55 and 65 and between 65 and 70 with employer consent

Old age pension based on final salary

Partner pension is 70% of old age pension

Orphan pension is 14% of total partner pension

Incapacity pension: percentage of salary

Flexibility in benefits

Benefit indexation ambition conditional on financial condition fund

Employee contribution: minimum 2% of salary, 8% on salary above € 75.000

Employer contribution for 2007: 31,6 % of total salary bill

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Old age pension (OAP)

Pension formula: OAP = pension years x pension base x accrual percentage

Accrual percentage:

1.1 % of pension base up to € 28,506

2 .0 % of pension base between € 28,506 and € 63,659

1,75 % of pension base between € 63,659 and € 106,578

1,5 % of pension base above € 106,578

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Partner pension

Life long partner pension: 70% of old age pension

In case of death in service, projected years between death and age 65 are included in calculation

Applies to:- married partners- legally registered partners - cohabitating partners registered with the pension fund

Supplementary partner pension for partners under age 65 of 1.6% of € 28,506 for each pension accrual year: compensation for not qualifying for State widow benefit and not yet receiving State old age benefit:

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Orphan pension

Orphan pension: 14% of total partner pension

Children under age 18 qualify

If in full time education up to age 24

If both parents have died: orphans pension is doubled

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Incapacity pension

Granted if earning capacity is less than 20%

Assessment is made by medical doctor appointed by the Board of Administrators

Benefit: 100% of salary up to € 63,659 70% of salary above € 63,659

Benefit is paid until reaching age 65

Pension accrual continues

At reaching age 65 old age pension is based on number of years in active service + number of years in receipt of incapacity pension