London, April 16, 2020ROYAL DUTCH SHELL PLCNOTICE OF 2020 ANNUAL GENERAL MEETINGAttendance in person at the Annual General Meeting (“AGM”) not allowedLondon Shareholder Presentation cancelledShareholders who want their votes to count must vote in advance of the AGMMeasures taken, in line with government restrictions, to protect those that may have tried to attend the AGM and/or the London Shareholder Presentation, our employees, AGM staff and the publicToday, Royal Dutch Shell plc (“Shell”) posted notice of its AGM (the “Notice”), which can be viewed and downloaded from www.shell.com/agm. The Notice states that the AGM is scheduled to be held at Shell headquarters, at Carel van Bylandtlaan 16, 2596 HR, The Hague, The Netherlands at 10:00 (Dutch time) on Tuesday May 19, 2020.Please note that the Notice emphasises that we are closely monitoring the impact of the COVID-19 virus and how this may affect the AGM arrangements.Unfortunately, since the printing of the Notice, COVID-19 public transmission concerns have only intensified making it more imperative to take all steps we deem necessary to protect the health and safety of our shareholders, employees and AGM staff as well as the public. Additionally, the UK Government has since banned public gatherings of more than two people, and the Dutch Government has severely restricted business-related public gatherings. Taking all of this into account, Shell now confirms that the format of the meeting proposed in the Notice has since needed to be updated.ATTENDING THE MEETING IN PERSON NO LONGER ALLOWED
Given the UK law banning public gatherings of more than two people, neither the AGM nor the London Shareholder Presentation can currently be lawfully held in the UK. Moreover, the stringent social distancing and hygiene requirements for business-related gatherings in the Netherlands make it wholly impracticable for us to ensure full compliance with those requirements if we were to hold the AGM in the Netherlands in the usual format. We have thus determined we cannot allow physical attendance without risking exposure either to the attendees, our employees, AGM staff and the public and have therefore had to take the difficult decision to ask people not to attend the AGM in person this year. As safety is our paramount concern, we have determined that banning physical attendance is the most responsible course of action to protect the health of the public and our people. Thus, please do not travel to the meeting as you will not be permitted to enter the building.ARRANGEMENTS FOR THE 2020 AGM
The AGM will be convened at the address set out in the Notice with the minimum required quorum of two shareholders present in order to conduct the business of the meeting. The results of the poll votes on the proposed resolutions will be announced, in the usual way, as soon as practicable after the conclusion of the AGM. Given the meeting format changes, and the need to keep the people present to a minimum, no webcast will be provided this year. However, the meeting transcript will be posted on the Shell website.Given the continuously evolving COVID-19 situation, shareholders are encouraged to register in the “Keep up to date with Shell” section of the Shell website at www.shell.com/investor to receive AGM information including any further changes and updates.SHAREHOLDER QUESTIONS
Our AGM normally provides an opportunity for shareholders to ask questions about the business set out in the Notice and to raise other matters about the business of the Company. As it will not be possible to ask questions during the AGM this year, we have created a facility for shareholders to register their questions ahead of the AGM. More information can be found at www.shell.com/agm. Subject to the conditions posted on that site regarding received shareholder questions, we will endeavour to post the responses on that site in advance of the AGM.VOTING
It is as important as ever that shareholders cast their votes in respect of the business of the AGM. This year, if you want your vote to count, you must vote ahead of the meeting as it will not be possible to do so during the AGM. Any advance voting must be done by completing a proxy form, submitting proxy instructions electronically or casting your votes through the medium attributable to the way that you hold your shares. We strongly encourage you vote as early as possible.If appointing a proxy, shareholders are strongly encouraged to appoint the “Chair of the meeting” to ensure their appointed proxy is present and can vote on their behalf.SHAREHOLDER PRESENTATION, LONDON
In prior years we have held a Shareholder Presentation in London, two days after the AGM. For the reasons outlined above, we have deemed it necessary to cancel the May event.ENGAGEMENT
The Board values the AGM and the London Shareholder Presentation as an opportunity to engage with shareholders and considers the inability to currently do that as very regrettable. It will therefore continue to monitor the evolving situation and, as soon as the Board determines it is safe and legally compliant to do so, shareholder engagements in both London and The Hague will be scheduled. If not, the Board will explore alternative opportunities for shareholders to engage with the Board. NATIONAL STORAGE MECHANISM
In accordance with the Listing Rules, a copy of each of the documents below have been submitted to the National Storage Mechanism and are/will be available for inspection at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism.Annual Report and the Form 20-F for the year ended December 31, 2019Notice of the 2020 Annual General MeetingNotice of Availability of Shareholder DocumentsProxy Form relating to the 2020 Annual General MeetingThe Annual Report and the Form 20-F for the year ended December 31, 2019 can also be viewed and downloaded from the Company’s website: www.shell.com/annualreport.Printed copies of the Notice and associated documents will be despatched to those shareholders who have elected to receive paper communications.April 16, 2020
Linda M. Coulter
Company SecretaryENQUIRIES
Shell Media Relations
International, UK, European Press: +44 20 7934 5550
Shell Investor Relations
Europe: + 31 70 377 4540
United States: +1 832 337 2034
LEI number of Royal Dutch Shell plc: 21380068P1DRHMJ8KU70
Classification: Additional regulated information required to be disclosed under the laws of a Member State.Cautionary Note
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