The Board announced a proposal on November 15, 2021 to amend Shell’s Articles of Association (“the Articles”). This will enable a simplification of the company’s share structure (“the Simplification”) and an increase in the speed and flexibility of capital and portfolio actions. The Simplification is designed to strengthen Shell’s competitiveness and accelerate both shareholder distributions and delivery of its strategy to become a net zero emissions energy business.
Shell is currently incorporated in the UK but has Dutch tax residence, and a share structure comprising A and B shares. This structure was established in 2005 when Royal Dutch Shell was formed through the combination of N.V. Koninklijke Nederlandsche Petroleum Maatschappij and The “Shell” Transport and Trading Company, p.l.c. Although the current structure is manageable, it introduces constraints, embeds complexity and slows Shell down compared to our competitors.
The Simplification entails:
- Establishing a single line of shares to eliminate the complexity of Shell’s A / B Share Structure; and
- Aligning Shell’s tax residence with its country of incorporation in the UK by relocating Board and Executive Committee meetings, and the CEO and CFO, to the UK; and consequently changing the Company’s name from Royal Dutch Shell plc to Shell plc.
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