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Royal Dutch Shell merger voting date fixed

Lloyds List: Royal Dutch Shell merger voting date fixed

Martyn Wingrove

May 20, 2005

SHAREHOLDERS of Royal Dutch Petroleum and Shell Transport will finally vote on merging the group into one entity next month and benefit from a $3bn-$5bn share buyback programme.

The Anglo-Dutch group is unifying its management and ownership to form Royal Dutch Shell following last year’s oil reserves scandal and after calls from leading shareholders to improve corporate governance.

The previous company went through a rough period last year as it slashed more than a quarter of its booked oil reserves and sacked chairman Philip Watts and its head of exploration and production.

New chairman Jeroen van der Veer came in and promised reform back in October. It has taken six months to publish details of how the group will be unified.

Mr van der Veer will become chief executive of Royal Dutch Shell, which will have a primary listing in London with secondary listings in Amsterdam and New York.

The unification will reflect the 60% ownership by Royal Dutch Petroleum’s shareholders and the whole group will continue its $3bn-$5bn buyback programme, focusing mostly on the Dutch shares, from July.

Its head office will be in The Hague but the main London offices, outside Waterloo station, will continue to manage global downstream operations, said a spokeswoman.

‘We have been encouraged by the widespread support of shareholders since the unification proposals were initially announced in October last year,’ said Mr van der Veer.

‘We look forward to our shareholders formally voting on the final proposals on June 28.’

The two separate companies will hold their annual meetings in London and The Hague on that date.

The group said: ‘The transaction will result in one parent company with one board, one chairman (Aad Jacobs) and one chief executive.’

It said the unification would deliver benefits including increased clarity and simplicity of governance, increased management efficiency and accountability.

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