ROYAL DUTCH SHELL PLC
RESULT OF ANNUAL GENERAL MEETING
Royal Dutch Shell plc announces the poll results on the resolutions at its Annual General Meeting held on Tuesday May 18, 2021 at Carel van Bylandtlaan 16, 2596 HR, The Hague, The Netherlands. Resolutions 1-20 were carried and resolution 21 (Shareholder resolution) was not carried.
In accordance with the Listing Rules, a copy of all resolutions other than resolutions concerning ordinary business at the Annual General Meeting, will be submitted to the National Storage Mechanism and will be available for inspection at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism
| RESOLUTION | VOTES FOR | % | VOTES AGAINST | % | VOTES TOTAL | % of ISC VOTED | VOTES WITHHELD | |
| 1 | Receipt of Annual Report & Accounts | 3,605,564,535 | 97.15 | 105,583,282 | 2.85 | 3,711,147,817 | 47.53% | 64,698,144 |
| 2 | Approval of Directors’ Remuneration Report | 3,567,342,830 | 95.86 | 153,872,670 | 4.14 | 3,721,215,500 | 47.66% | 54,753,918 |
| 3 | Appointment of Jane Holl Lute | 3,714,614,287 | 98.78 | 46,026,888 | 1.22 | 3,760,641,175 | 48.17% | 15,317,015 |
| 4 | Reappointment of Ben van Beurden | 3,580,501,167 | 95.27 | 177,668,796 | 4.73 | 3,758,169,963 | 48.14% | 17,805,039 |
| 5 | Reappointment of Dick Boer | 3,704,197,937 | 98.50 | 56,399,780 | 1.50 | 3,760,597,717 | 48.17% | 15,363,028 |
| 6 | Reappointment of Neil Carson | 3,677,858,288 | 97.80 | 82,758,240 | 2.20 | 3,760,616,528 | 48.17% | 15,347,277 |
| 7 | Reappointment of Ann Godbehere | 3,703,566,054 | 98.48 | 57,170,334 | 1.52 | 3,760,736,388 | 48.17% | 15,225,320 |
| 8 | Reappointment of Euleen Goh | 3,704,748,538 | 98.51 | 55,978,457 | 1.49 | 3,760,726,995 | 48.17% | 15,239,897 |
| 9 | Reappointment of Catherine Hughes | 3,708,123,042 | 98.60 | 52,727,655 | 1.40 | 3,760,850,697 | 48.17% | 15,110,251 |
| 10 | Reappointment of Martina Hund-Mejean | 3,710,108,029 | 98.66 | 50,547,493 | 1.34 | 3,760,655,522 | 48.17% | 15,310,545 |
| 11 | Reappointment of Sir Andrew Mackenzie | 3,746,019,558 | 99.62 | 14,423,962 | 0.38 | 3,760,443,520 | 48.16% | 15,521,406 |
| 12 | Reappointment of Abraham (Bram) Schot | 3,746,988,473 | 99.64 | 13,576,033 | 0.36 | 3,760,564,506 | 48.17% | 15,385,034 |
| 13 | Reappointment of Jessica Uhl | 3,676,744,859 | 97.77 | 83,736,411 | 2.23 | 3,760,481,270 | 48.17% | 15,476,183 |
| 14 | Reappointment of Gerrit Zalm | 3,626,996,073 | 96.46 | 133,084,038 | 3.54 | 3,760,080,111 | 48.16% | 15,872,497 |
| 15 | Reappointment of Auditors | 3,703,139,005 | 98.43 | 58,886,114 | 1.57 | 3,762,025,119 | 48.19% | 13,943,185 |
| 16 | Remuneration of Auditors | 3,752,965,590 | 99.79 | 7,781,604 | 0.21 | 3,760,747,194 | 48.17% | 15,219,574 |
| 17 | Authority to allot shares | 3,652,922,871 | 97.16 | 106,732,145 | 2.84 | 3,759,655,016 | 48.15% | 16,304,272 |
| 18 | Disapplication of pre-emption rights* | 3,732,591,017 | 99.39 | 22,896,665 | 0.61 | 3,755,487,682 | 48.10% | 20,473,873 |
| 19 | Authority to purchase own shares* | 3,653,700,069 | 98.10 | 70,703,324 | 1.90 | 3,724,403,393 | 47.70% | 51,590,866 |
| 20 | Shell’s Energy Transition Strategy | 3,139,870,455 | 88.74 | 398,536,568 | 11.26 | 3,538,407,023 | 45.32% | 237,591,728 |
| 21 | Shareholder resolution* | 1,111,147,799 | 30.47 | 2,535,689,229 | 69.53 | 3,646,837,028 | 46.71% | 129,156,318 |
* Special resolution
Please note that a ‘vote withheld’ is not a vote under English Law and is not counted in the calculation of the proportion of the votes ‘for’ and ‘against’ a resolution.
Shell Chief Executive Officer Ben van Beurden said: “Shareholder support is critical as our business changes and we work towards our target to become a net-zero emissions energy business by 2050, in step with society. This shareholder vote on our Energy Transition Strategy is a first for an energy company and we are pleased shareholders demonstrated their strong endorsement with more than 88% of votes cast in favour of our strategy. We thank shareholders for their support and look forward to our continued engagement with them. We also note the outcome of the vote on Shareholder Resolution number 21. We will seek to fully understand the reason why shareholders voted as they did, particularly those who voted both ‘For’ Shell’s strategy and ‘For’ the Shareholder Resolution, and will formally report back to investors within six months".
May 18, 2021
Linda Coulter
Company Secretary
Royal Dutch Shell plc
ENQUIRIES
Shell Media Relations
International, UK, European Press: +44 20 7934 5550
LEI number of Royal Dutch Shell plc: 21380068P1DRHMJ8KU70
Classification: Additional regulated information required to be disclosed under the laws of a Member State.
