CONSECUTIVE WORDING OF THE TRUST CONDITIONS STICHTING ADMINISTRATIEKANTOOR UNILEVER N.V. (after amendment dated 2018)

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1 1/12 NOTE ABOUT TRANSLATION: This document is an English translation of a document prepared in Dutch. In preparing this document, an attempt has been made to translate as literally as possible without jeopardizing the overall continuity of the text. Inevitably, however, differences may occur in translation and if they do, the Dutch text will govern by law. In this translation, Dutch legal concepts are expressed in English terms and not in their original Dutch terms. The concepts concerned may not be identical to concepts described by the English terms as such terms may be understood under the laws of other jurisdictions. CONSECUTIVE WORDING OF THE TRUST CONDITIONS STICHTING ADMINISTRATIEKANTOOR UNILEVER N.V. (after amendment dated 2018) TRUST CONDITIONS REGARDING ORDINARY AND SEVEN-PERCENT CUMULATIVE PREFERENCE SHARES IN THE CAPITAL OF UNILEVER N.V. IN ROTTERDAM 1 Definitions 1.1 In these trust conditions the terms listed below have the following meaning: Share: an ordinary Share or a 7% Cumulative Preference Share or sub-shares of those shares in the Company s capital; Affiliated Institution: an affiliated institution within the meaning of the Wet giraal effectenverkeer ); Foundation 1 : Stichting Administratiekantoor Unilever N.V., incorporated on the thirty-first day of October two thousand and five; General Meeting: the Company s general meeting, including a meeting of holders of Shares of a certain class, or a meeting of that body; Board: the Board of the Foundation; Central Institute: the central institute within the meaning of the Securities Book-Entry Transfer Act; Depositary Receipt: the embodiment of rights and obligations, derived from a Share, of a Depositary Receipt Holder towards the Foundation, the Company and third parties, under these Trust Conditions, the Foundation s Articles of 1 The translation of administratiekantoor is trust office, however for readability and in order to connect as much as possible to the Articles of Association the definition is translated as Foundation instead of trust office.

2 2/12 Association and the law; the term rights includes the rights arising for a Depositary Receipt Holder as a result of an issue of Shares by the Company to the Foundation, possibly by way of a distribution on Shares held in trust by the Foundation; Depositary Receipt Holder: a Holder of one or more Depositary Receipts issued by the Foundation; Joint Owner: a joint owner within the meaning of the Securities Book-Entry Transfer Act; Giro Deposit: the giro deposit within the meaning of the Securities Book-Entry Transfer Act to which Depositary Receipts of one type belong; Intermediary: an intermediary within the meaning of the Securities Book-Entry Transfer Act; Successor: a legal entity designated in accordance with Article 12 to take over the trust from the Foundation; Written/In Writing: by letter, fax or , or by any other readable and reproducible message sent in electronic form, provided that the identity of the sender can be established with sufficient certainty; Scrip: a partial entitlement to Depositary Receipts as referred to in Article 16; Articles of Association: the Foundation s articles of association as they read from time to time; Company: Unilever N.V., a public limited liability company, having its registered office in Rotterdam, the Netherlands, incorporated on the ninth day of November nineteen hundred and twenty-seven; Collective Deposit: a collective deposit within the meaning of the Securities Book-Entry Transfer Act to which Depositary Receipts of one type belong; Securities Book-Entry Transfer Act: the Wet giraal effectenverkeer as it reads from time to time, or legislation that replaces it; and 7% Cumulative Preference Shares: seven percent (7%) Cumulative Preference Shares in the Company s capital. 1.2 References to articles are references to articles of these Trust Conditions, unless otherwise apparent. 1.3 A book-entry Depositary Receipt, meaning a Depositary Receipt that forms part of a Collective Deposit or the Giro Deposit, is registered in the name of the Intermediary in question or the Central Institute, which is therefore formally the Depositary Receipt Holder. In accordance with the provisions of the Securities Book-Entry Transfer Act (including Sections 11(3), 15, 36(3) and 39, or provisions that replace them), however, the voting rights and other rights attached to a Depositary Receipt are exercised by the de facto Depositary Receipt Holder, being the Joint Owner in the Collective Deposit or Giro Deposit in which the Depositary Receipt is included. Where these Trust Conditions relate to rights attached to a book-entry Depositary Receipt, or the exercising of those rights, the term Depositary Receipt Holder must therefore be read as de facto Depositary Receipt Holder. 2 Trust 2.1 The Foundation issues Depositary Receipts for the Shares that it acquires in

3 3/12 trust. 2.2 The Shares that the Foundation acquires in trust are held in trust through an Intermediary designated by the Foundation. 2.3 The Foundation is deemed to have issued the Depositary Receipts with the Company s cooperation. The Depositary Receipt Holders have the rights assigned by law to the holders of Depositary Receipts issued for Shares with the Company s cooperation. 2.4 Depositary Receipt Holders are bound by these Trust Conditions and any amendments made to them as a result of the mere acquisition of Depositary Receipts. 2.5 These Trust Conditions are made available on the Foundation s website. 3 Depositary Receipts and register of Depositary Receipt Holders 3.1 All the Depositary Receipts are registered. 3.2 The Board keeps a register in which the names and addresses of all the Depositary Receipt Holders, not being Joint Owners, are recorded. 3.3 The Board determines the form and content of the register and the data to be recorded in it, subject to the provisions of Article The following applies to the transfer of a Depositary Receipt for inclusion in a Collective Deposit or to the Central Institute for inclusion in a Giro Deposit for the type of Depositary Receipt in question: (a) when a Depositary Receipt is issued, its transfer is effected by or on behalf of the Foundation; (b) an Affiliated Institution may transfer Depositary Receipts for inclusion in the Giro Deposit; (c) the transfer is accepted by the Intermediary in question or by the Central Institute; (d) the transfer and acceptance may take place without the participation of the other Joint Owners of the Collective Deposit or without the cooperation of the other Affiliated Institutions; (e) the following must be recorded in the register: (i) the name and address of the Intermediary or the Central Institute; (ii) the date on which the Depositary Receipt of that type became part of a Collective Deposit or the Giro Deposit for the type of Depositary Receipt in question; and (iii) the date of notification to the Foundation. 3.5 Transmission within the meaning of Section 26 of the Securities Book-Entry Transfer Act is not possible. 4 Dividends and other distributions; preferential subscription right 4.1 The Foundation collects the dividends and all other distributions on the Shares that it holds in trust. Immediately or in any event as soon as possible after receipt, the Foundation releases the dividends and other distributions for payment and notifies the Depositary Receipt Holders accordingly. The Foundation pays the dividend and other distributions without any deduction of costs. 4.2 The Foundation may agree with the Company that dividend and other

4 distributions by the Company will be paid directly to the Depositary Receipt Holders. 4.3 If the Company declares a dividend on the Shares in cash or cash equivalents, at the Shareholder s option, the Foundation must give the Depositary Receipt Holders the opportunity as soon as possible to state their wishes regarding the choice to be made by the Foundation. That opportunity will be given until the fourth day before the day on which the Foundation must make the choice. If the Depositary Receipt Holder s wishes have not been notified to the Foundation within that period, the Foundation decides on the basis of what it considers to be in the Depositary Receipt Holders interest. 4.4 Distributions by the Company in the form of bonus shares, credit on Shares, stock dividends or the like are made available by the Foundation to the Depositary Receipt Holders to the extent possible in the form of new Depositary Receipts. 4.5 If the Company grants a preferential subscription right on the issue of new Shares, the Foundation gives the Depositary Receipt Holders the opportunity to exercise a preferential subscription right in respect of Depositary Receipts on the same basis. The Board decides before what time the Depositary Receipt Holders must exercise the preferential subscription right. 4.6 Article 42 of the Company s Articles of Association, or the provision that replaces that certain Article, applies mutatis mutandis to claims for payment of Depositary Receipt Holders against the Foundation. 5 Cancellation 5.1 Depositary Receipt Holders may request the Foundation In Writing to cancel their Depositary Receipts and to transfer the underlying Shares to them in accordance with the relevant provisions of the Company s Articles of Association. 5.2 The Foundation may charge the person at whose request the exchange takes place a reasonable amount, determined by the Company and the Foundation jointly, for the exchange of Shares for Depositary Receipts and for the exchange of Depositary Receipts for Shares. 6 Costs 6.1 All the Foundation s costs are payable by the Company, notwithstanding the provisions of Article 5.2 and Article All charges or costs imposed in any form on the Foundation as the holder of one or more Shares may be passed on by the Foundation to the holders of the Depositary Receipts issued in exchange for those Shares or may be recovered from them. 7 Consultation of Depositary Receipt Holders 7.1 As often as the Board considers necessary or desirable, but at least once a year, the Board must call the Depositary Receipt Holders to a meeting of Depositary Receipt Holders for consultation. The Board may furthermore call holders of Depositary Receipts of a specific class to a meeting of holders of Depositary Receipts of that class for consultation. The provisions of this article also apply to such a meeting of 4/12

5 5/12 Depositary Receipts of a specific class, except insofar as otherwise provided in Article 8.2. Depositary Receipt Holders may not adopt resolutions without a meeting being held. 7.2 Meetings of Depositary Receipt Holders are held at the time and place determined by or on behalf of the Board. 7.3 One or more Depositary Receipt Holders, solely or jointly representing at least one tenth of the Company s issued capital in the form of Depositary Receipts may request the Board In Writing, stating the reasons, to convene a meeting of Depositary Receipt Holders. The Board must comply with that request within eight weeks after receiving it, unless a compelling interest of the Foundation so opposes. 7.4 A meeting of Depositary Receipt Holders must be convened no later than fifteen days before the day of the meeting, in the manner stipulated in this Article 7.4 and in Article The following must be stated in the convening notices: (a) the time and place of the meeting; (b) the items to be addressed, including, if applicable, the discussion of the financial statements and the annual report referred to in Article 10.2; (c) the time of registration referred to in Article 7.7; (d) the manner of registration for the meeting; and (e) the conditions that Depositary Receipt Holders must meet in order to attend the meeting of Depositary Receipt Holders or to be represented there and have their rights exercised there by proxy, as well as the other information required under the Articles of Association or these Trust Conditions. The agenda of the meeting and all documents that are relevant to the Depositary Receipt Holders with regard to the discussion of the agenda items must be made available on the Foundation s website at the time when the meeting is convened. 7.5 One or more Depositary Receipt Holders, solely or jointly representing at least one hundredth part of the Company s issued capital in the form of Depositary Receipts, may request the Board In Writing, stating the reason, to discuss a subject at a meeting of Depositary Receipt Holders. A subject whose discussion has been requested In Writing, stating the reasons, no later than on the sixtieth day before the day of the meeting of Depositary Receipt Holders must be placed on the agenda of the meeting of Depositary Receipt Holders, unless a compelling interest of the Foundation so opposes. 7.6 Depositary Receipt Holders and their Written proxies, Board members and other delegates of the Foundation and delegates of the Company have access to meetings of Depositary Receipt Holders. The chair of the meeting decides on the admission of other persons. 7.7 At a meeting of Depositary Receipt Holders the voting right and the right to attend meetings may be exercised by Depositary Receipt Holders who: (a) have registered for the meeting;

6 6/12 (b) have those rights at a time of registration stated in the notices convening the meeting of Depositary Receipt Holders; and (c) are registered as such in a register designated by the Board, regardless of who hold the Depositary Receipts at the time of the meeting of Depositary Receipt Holders. 7.8 Every Depositary Receipt Holder may attend, address and vote at the meeting, either in person or by Written proxy. A Written proxy must state the name of the proxy holder. The requirement of a Written proxy has been met if the proxy is recorded in electronic form. 7.9 Before being admitted to a meeting, a Depositary Receipt Holder or his proxy must sign an attendance list, stating his name and the number of votes that he or she may cast. In the case of a proxy, the names of the parties whom the proxy holder represents must also be stated Meetings of Depositary Receipt Holders are chaired by the chair of the Board or, if he or she is unable to attend, by the Board member designated for that purpose by the Foundation s Board members who are present at the meeting The person who is authorised under these Trust Conditions to exercise the voting right in respect of one or more Depositary Receipts at a meeting of Depositary Receipt Holders may cast the number of votes in respect of the Depositary Receipts that corresponds with the arrangement in the Company s Articles of Association regarding the General Meeting as if he or she were a Shareholder At a meeting of Depositary Receipt Holders all subjects on which Depositary Receipt Holders may decide under these Trust Conditions are adopted by a majority of the votes cast, unless these Trust Conditions provide otherwise. The validity of resolutions adopted at a meeting of Depositary Receipt Holders is not dependent on the number of Depositary Receipts represented at the meeting. Blank votes and invalid votes are regarded as not having been cast Minutes are kept of the business transacted at a meeting by a person designated by the chair of the meeting. The minutes are adopted by the Board and signed in evidence of that adoption by the chair of the meeting and by the secretary. The minutes then constitute evidence in relation to the Depositary Receipt Holders of the information they contain, save for evidence to the contrary The Board may decide that a notarial report will be drawn up of the business transacted at the meeting Notwithstanding the provisions of Section 2:13(3) and (4) of the Dutch Civil Code, which apply mutatis mutandis, the chair of the meeting decides on all matters regarding the admission to the meeting of Depositary Receipt Holders, the exercising of the voting right and the outcome of a vote, and all other matters related to the course of events at the meeting. 8 Meetings of holders of Preference Shares in the Company 8.1 Each time a meeting of holders of 7% Cumulative Preference Shares or a meeting of holders of Preference Shares is convened by or on behalf of the

7 Company s management board, the Board must immediately convene a meeting of holders of Depositary Receipts issued for 7% Cumulative Preference Shares. 8.2 The provisions of Article 7.4 and Article 7.6 through 7.15 apply mutatis mutandis to the meetings of holders of Depositary Receipts issued for 7% Cumulative Preference Shares referred to in this article. 8.3 At the meeting of holders of Depositary Receipts issued for 7% Cumulative Preference Shares the holders of Depositary Receipts issued for 7% Cumulative Preference Shares who are present or represented decide by a majority of the votes cast in what manner the Foundation will vote in respect of the 7% Cumulative Preference Shares held by the Foundation for which a proxy has not been given to Depositary Receipt Holders under Article 9.3 at the meeting of holders of 7% Cumulative Preference Shares or at the meeting of holders of preference Shares of the Company. 8.4 If a meeting of holders of 7% Cumulative Preference Shares of the Company has been convened, among other things to resolve as referred to in Article 43.2 of the Company s Articles of Association (a resolution to approve a resolution to amend the Articles of Association that would jeopardize adversely affects the rights vested in the holders of 7% Cumulative Preference Shares under the Company s Articles of Association) or a provision that replaces that article, the Foundation may vote in favour of granting the requested approval at the Company s meeting in question only if that was decided at the meeting of holders of Depositary Receipts issued for 7% Cumulative Preference Shares with a majority of three-fourths of the votes cast. 9 Exercising of the voting right 9.1 The Foundation exercises the voting right in respect of the Shares held by it in the manner that the Board believes to be in the interest of Depositary Receipt Holders, notwithstanding the provisions of Article 8, Article 9.3 and Article If the agenda of a General Meeting contains a proposal that, if adopted, will jeopardize adversely affects the rights of the Company s shareholders (and therefore the rights of the Depositary Receipt Holders), the Board must inform the Depositary Receipt Holders, if possible fourteen (14) days before the day of the General Meeting, in the manner set out in Article 10.1, whether it intends to vote in favour of or against the proposal in question, or whether it will refrain from voting. The Board may decide, after a reconsideration, to vote at the General Meeting otherwise than in accordance with its stated intention. 9.3 A Depositary Receipt Holder may himself vote at a General Meeting in respect of the Shares for which Depositary Receipts have been issued to him by the Foundation. For that purpose the Foundation will give a Written proxy prior to each General Meeting to all the Depositary Receipt Holders who have registered for the General Meeting in question and who have registered at the start of the General Meeting as Depositary Receipt Holders present (possibly represented by Written proxy or sub-proxy). 7/12

8 8/ The following applies only if and when the Board so decides and that decision has been notified to the Depositary Receipt Holders in the manner stated in Article 10.1: Depositary Receipt Holders who have registered for a General Meeting may instruct the Foundation In Writing regarding the manner in which the Foundation as the proxy or sub-proxy of the Depositary Receipt Holder must exercise the voting right at the General Meeting in respect of the Shares for which Depositary Receipts have been issued to the Depositary Receipt Holder in question. The Foundation must comply with those voting instructions. The Board may stipulate further conditions regarding the manner in which voting instructions may be given. 10 Announcements and annual report 10.1 All announcements, notices, statements, convening notices and notifications to Depositary Receipt Holders are given on the Foundation s website and, if the Board so decides, furthermore in any other manner determined by the Board Each year, at the time as the publication of the Foundation s annual accounts, the Board must report to the Depositary Receipt Holders on its activities in the previous financial year in the form of an annual report as referred to in Guideline 640 Non-Profit Organisations of the Nederlandse Raad voor de Jaarverslaggeving (Dutch Accounting Standards Board). The annual accounts and the annual report are made available on the Foundation s website and are discussed at a meeting of Depositary Receipt Holders. 11 Foundation s liability 11.1 The Foundation is not liable for loss or harm incurred in respect of any acts performed with regard to these Trust Conditions or for any persons or institutions whose services the Foundation has engaged in good faith while performing its work, except in the event of fraud, intentional misleading or gross negligence. Except for the aforesaid limitations, the Foundation is therefore also not liable for any loss or adverse effect incurred because a Depositary Receipt Holder acts as proxy for the Foundation as referred to in Article Every proxy of a Depositary Receipt Holder indemnifies the Foundation against any third-party claim related to the proxy granted or to acts performed in that regard by the proxy of the Depositary Receipt Holder. This indemnity also applies to any loss and costs incurred by the Foundation in respect of such a claim. 12 Transfer of trust 12.1 The Board may decide, whether or not at the Company s request, to transfer the trust to a Successor. The Board must consult with the Company with regard to the Successor to be designated. A Successor must take over all of the Foundation s obligations towards the Depositary Receipt Holders and the Company A resolution of the Board to transfer the trust to a Successor may be adopted only: (a) by a majority of at least two-thirds of the votes cast at a meeting at which

9 9/12 all the Board members are present or represented; (b) with the Company s prior Written consent; and (c) after the Depositary Receipt Holders have given their consent by resolution adopted at a meeting of Depositary Receipt Holders A decision of the Board to transfer the trust to a Successor is notified to the Depositary Receipt Holders in the manner set out in Article For a period of three (3) months after that notification the Depositary Receipt Holders may cancel their Depositary Receipts free of charge, subject to Article 5.1. Only after that period may the Foundation transfer the Shares to the Successor, whereby Depositary Receipt Holders who have not made use of the opportunity to cancel their Depositary Receipts are required to cooperate in the transfer of the trust by the Foundation to the Successor. The Depositary Receipt Holders are notified of the transfer of the trust in the manner stated in Article Termination of the trust 13.1 The Board may decide to terminate the trust A resolution of the Board to terminate the trust may be adopted only: (a) by a majority of at least two-thirds of the votes cast at a meeting at which all the Board members are present or represented; (b) with the Company s prior Written consent; and (c) after the Depositary Receipt Holders have given their consent by resolution adopted at a meeting of Depositary Receipt Holders A resolution of the Board to terminate the trust must be notified to the Depositary Receipt Holders in the manner stated in Article After this notification, the Foundation will cancel the Depositary Receipts with due observance of the provisions of Articles 13.4 and Cancellation of Depositary Receipts that are held by an Affiliated Institution or the Central Institute will take place by the cancellation of such Depositary Receipts and the simultaneous transfer, by title of terminating the trust, by the Foundation of the Shares held for those Depositary Receipts (whether or not through the Intermediary of the Foundation as referred to in Article 2.2) to the Central Institute for the benefit of the Depositary Receipt Holders as joint holders of a deposit of an Affiliated Institution or the Central Institute in the same proportion they were entitled to the deposit for the Depositary Receipts Cancellation of Depositary Receipts with respect to which bearer certificates have been issued by a legal predecessor of the Foundation that are in the possession of others than an Affiliated Institution or the Central Institute will take place by the cancellation of such Depositary Receipts and the simultaneous transfer by the Foundation of the ordinary Shares held for those Depositary Receipts to the Company or a group company of the Company ( Acquiring Company ). By accepting the Shares, the Acquiring Company undertakes to: (a) hold the ordinary Shares for a period of seven (7) years after the transfer for the benefit of the holders of the bearer certificates; (b) if, during the period referred to under (a), a holder of a bearer certificate

10 10/12 hands in his bearer certificate (together with all associated dividend sheets or talons and dividend vouchers) to the Acquiring Company, the Acquiring Company shall to the holder of such bearer certificate (as if he were still a Depositary Receipt Holder): (i) transfer: one (1) ordinary Share that will be included in a Giro Deposit or a Collective Deposit, respectively, or anything that has replaced such ordinary Share (e.g. as a result of a merger, demerger, conversion or change to the authorised share capital of the Company or its legal successor, et cetera); and (ii) pay: an amount equal to the distributions made in the five (5) years prior to the handing in of the bearer certificate on the Share referred to under (b)(i), including, but not limited to, dividend (irrespective of whether such distributions have actually been received by the Foundation or the Acquiring Company, as applicable). With the cancellation of the Depositary Receipts with respect to which bearer certificates have been issued, all associated rights will lapse and the holders of the bearer certificates may only exercise the above rights vis-à-vis the Acquiring Company. After the expiry of the period referred to under (a), bearer certificates may no longer be handed in and the aforesaid rights will also lapse. The provisions of Article 12 do not apply mutatis mutandis to the transfer to the Acquiring Company as referred to in this Article Amendment of these Trust Conditions 14.1 The Board may amend these Trust Conditions. A resolution of the Board to amend these Trust Conditions may be adopted only: (a) by a majority of at least two-thirds of the votes cast at a meeting at which all the Board members are present or represented; (b) with the Company s prior Written consent; (c) one (1) month after the Depositary Receipt Holders have been notified in the manner stated in Article 10.1 that the Board intends to amend these Trust Conditions, whereby at the same time (i) the verbatim text of these Trust Conditions as they will read after the amendment and (ii) a document from which the amendments are apparent or in which an explanation is provided of the changes, must be made available An amendment to these Trust Conditions does not enter into force until it is recorded in a notarial deed. The Board must notify the Depositary Receipt Holders of the amendment to these Trust Conditions in the manner stated in Article If an amendment to these Trust Conditions reduces rights or security interests of Depositary Receipt Holders or imposes obligations on Depositary Receipt Holders: (a) that must be stated in the notification given to the Depositary Receipt Holders referred to in Article 14.2; and

11 11/12 (b) Depositary Receipt Holders may cancel their Depositary Receipts subject to Article 5.1 free of charge for a period of three (3) months after that notification. The reduced rights and security interests or the obligations imposed do not apply to Depositary Receipt Holders who exercise the right of cancellation referred to in the preceding sentence. 15 Choice of law and choice of forum 15.1 The legal relationship between the Depositary Receipt Holders on the one hand and the Foundation in that capacity on the other hand is governed by Dutch law Any dispute that arises in respect of or in relation to these Trust Conditions must be submitted in the first instance to the competent court of Amsterdam. 16 First transitional provision The provisions of this article have been taken from the Trust Conditions of the sixth day of May nineteen hundred and ninety-nine, which entered into force on the tenth day of May nineteen hundred and ninety-nine, of N.V. Nederlandsch Administratie- en Trustkantoor, amended within the framework of the amendment to the Company s Articles of Association of the twenty-second day of May two thousand and six and declared applicable by the Foundation: III. Consolidation 1. Within the framework of the amendment to the trust conditions of N.V. Nederlandsch Administratie- en Trustkantoor, which entered into force on the tenth day of May nineteen hundred and ninety-nine, the Depositary Receipts issued for ordinary Shares, held by each Depositary Receipt Holder, which had a nominal value at the time of one Dutch guilder (NLG 1), have each been converted into a number of Depositary Receipts for ordinary Shares with a nominal value at the time of one Dutch guilder and twelve cents (NLG 1.12) each, which number was determined by multiplying the total number of the Depositary Receipts for ordinary Shares held by the Depositary Receipt Holder in question with a value of one Dutch guilders (NLG 1) by one hundred/one hundred and twelfth (100/112). Any fraction of a Depositary Receipt for one ordinary Share with a value of one Dutch guilder and twelve cents (NLG 1.12) resulting from that multiplication was converted into one or more Depositary Receipts for sub-shares of an ordinary Share with a value of one Dutch guilder and twelve cents (NLG 1.12), referred to below as Scrips, with a value at the time of one Dutch cent (NLG 0.01), rounded off upwards to a full Scrip if necessary. Within the framework of the amendment to the Company s Articles of Association of the twenty-second of May two thousand and six, a Scrip is a Depositary Receipt for a sub-share of an ordinary Share of three/one hundred and twelfth of one ordinary Share with a nominal value of sixteen cents (EUR 0.16). 2. For as long as Scrips are outstanding as a result of the conversion of Depositary Receipts on ordinary Shares, as stated in this article, the following provisions apply.

12 12/12 3. If necessary, the Foundation may issue a temporary certificate, a recipis, for the Scrips. 4. All Scrips are bearer Scripts. Only bearer Scrip certificates are issued, accompanied by a dividend sheet, not consisting of separate dividend coupons. 5. Notwithstanding the provisions of paragraphs 4 and 6 of this article, the provisions of Part 4, Book 2, of the Dutch Civil Code and the provisions of the Company s Articles of Association regarding Depositary Receipts issued for Shares and the holders of Depositary Receipts issued for Shares, as well as these Trust Conditions, apply mutatis mutandis to Scrips and the holders of Scrips, except insofar as otherwise apparent from those provisions. 6. The holder of a Scrip may not decide that a Scrip will be registered. 7. Every holder of a Scrip is entitled to three/one hundred and twelfth part of the dividend or interim dividend and any other distribution to which the holder of a Depositary Receipt for an ordinary Share is entitled. 8. If the holder of a Scrip acquires so many Scrips that he holds a total of one hundred and twelve (112) or more Scrips, one hundred and twelve (112) Scrips held by him are each time converted by operation of law into three Depositary Receipts for an ordinary Share with a nominal value of sixteen cents (EUR 0.16) each, for which the Foundation will register the holder of those Depositary Receipts in the register of Depositary Receipt Holders, unless that Depositary Receipt Holder wishes to transfer them to be included in a Collective Deposit. 17 Second transitional provision 17.1 The holder of a certificate for one or more bearer Depositary Receipts and a usufructuary or pledgee who derives their rights from a certificate for one or more bearer Depositary Receipts may exercise the rights attached to those Depositary Receipts in relation to the Foundation, or cause those rights to be exercised, only after they have transferred those Depositary Receipts for inclusion in a Collective Deposit The transfer referred to in Article 17.1 may take place only on the presentation of the Depositary Receipt certificates in question, which must be accompanied by all the related dividend sheets or talons and dividend coupons. The provisions of Article 3.4 apply to the transfer. The Foundation may charge costs for a transfer as referred to here to the holders, usufructuaries and pledgees in question With regard to bearer Depositary Receipts whose certificates are held by the Central Institute, the Foundation will register the Central Institute in the register of Depositary Receipt Holders referred to in Article 3.2, stating the number of Depositary Receipts registered in its name, on the presentation to the Foundation of the Depositary Receipt certificates in question, which must be accompanied by all the related dividend sheets or talons and dividend coupons Without consultation with the Central Institute, holders of specific certificates of one or more bearer Depositary Receipts may not be denied any right based on those Depositary Receipts, unless the Depositary Receipts in question are included in investigation lists of stolen and lost securities, issued by the Dutch police.