Your pension at Shell

Stichting Shell Pensioenfonds Your pension at Shell Regulations VI - 1 January 2016

1 CONTENT 1 DEFINITIONS 4 1.1 General 1.2 Specific 2 PARTICIPATION 8 2.1 Terms and conditions of participation 2.2 End of participation 3 PROVISION OF INFORMATION 8 3.1 Obligations of (Former) Participants, Retirees, (former) Partners and Children 3.2 Provision of information by the Pension Fund 4 FINANCE 10 4.1 Participant's contribution 4.2 Payment of contributions by Participants 4.3 Employers' Contribution 4.4 Reservation of payment 5 RETIREMENT AGE 11 6 PENSION ENTITLEMENTS OF PARTICIPANTS 11 7 INCOMING VALUE TRANSFER 12 8 RETIREMENT PENSION 12 8.1 Retirement pension 8.2 Retirement pension for the Participant who is a Part-time Employee 9 COHABITATION OTHER THAN ON THE BASIS OF MARRIAGE OR REGISTERED PARTNERSHIP 13 9.1 Enrolment of the Partner 9.2 Documents to be submitted upon enrolment 9.3 Conditions for granting a partner's pension as referred to in Article 10.1. or a special partner s pension as referred to Article 11.1 9.4 Commencement date of the joint Household 9.5 Alternative for the documents specified in Article 9.2 9.6 Termination of the joint household or the cohabitation agreement 1

2 10 PENSION RIGHTS ON THE DEATH OF A (FORMER) PARTICIPANT, OR RETIREE 14 10.1 Partner s pension 10.1.1 Elements of the partner s pension 10.1.2. Lifelong partner s pension 10.1.3 Supplementary partner s pension 10.1.4 Reduction of the partner's pension by granted special partner's pension(s) 10.2 Orphan s pension 11 DIVORCE 16 11.1 Special partner's pension 11.2 Settlement of the retirement pension 12 INCAPACITY FOR WORK 18 13 DEDUCTION IN RESPECT OF A STATUTORY DISABILITY BENEFIT 20 14 PENSION ACCRUAL DURING INCAPACITY FOR WORK, PARENTAL LEAVE OR UNPAID LEAVE 20 14.1 Pension accrual during Incapacity for work 14.2 Pension accrual during parental leave or unpaid leave 15 TERMINATION OF PARTICIPATION ON OR BEFORE THE RETIREMENT DATE 22 15.1 Termination of participation on reaching the Retirement Date 15.2 Termination of participation before the Retirement Date 16 OUTGOING VALUE TRANSFER 23 17 INCREASED FLEXIBILITY OPTIONS 23 17.1 Part-time retirement 17.2 Early commencement of pension 17.3 Late commencement of pension 17.4 Choices on the Retirement Date 17.4.1 Conversion 17.4.2 Variable pension 17.5 Restriction of flexibility options 18 PAYMENT OF PENSIONS 28 18.1 Determination in Euros 18.2 Pension payments 18.3 Commutation of small pensions 2

3 19 INDEXATION PENSIONS 29 19.1 Unconditional indexation of deferred pensions and pensions in payment 19.2 Conditional indexation of deferred pensions and pensions in payment of Former Participants and Retirees. 19.3 Discretionary indexation of deferred pensions and pensions in payment of Former Participants and Retirees 19.4 Unconditional indexation of Participants' pension entitlements 20 FORFEITURE AND SURETY 31 21 FINAL PROVISIONS 31 21.1 Special cases 21.2 Payment not effected in the case of crime 21.3 Applicable law and settlement of disputes 21.4 Reduction of pension entitlements and pension rights by Pension Fund 21.5 Amendment of pension agreement 22 SCOPE, ENTRY INTO FORCE AND AMENDMENT 32 22.1 Scope in the period from January 1, 2014 to January 1, 2015 22.2 Scope from 1 January 2015 22.3 Entry into force 22.4 Amendment TRANSITIONAL PROVISIONS 33 1. Maintaining the parallel pensions accrued on December 31, 2005 under Regulations IV as of December 31, 2013 2. Maintaining the compensation for uninsured years and existing defined debt/deduction accrued on December 31, 2005 under Regulations IV as of December 31, 2013 3. Incapacity for work on or before January 1, 2014 4. Incapacity for work from February 4, 2014 to February 1, 2015 3

4 1 DEFINITIONS 1.1 General The terms defined in the Constitution of Stichting Shell Pensioenfonds (Shell Pension Fund Foundation) have the same meaning for the application of these Regulations unless expressly determined otherwise in these Regulations. The present Regulations do not distinguish between gender; wherever he is used or implied in the text, this also refers to she, and vice versa. 1.2 Specific In the present Regulations, the following terms have the following meanings: Board The Board of the Pension Fund. Child - a child who has a family relationship with the Participant, Former Participant or Retiree as parent within the meaning of the Dutch Civil Code; - a child who is maintained by the Participant, Former Participant or Retiree on the basis of a maintenance liability within the meaning of the Dutch Civil Code; - other children who, in the opinion of the Pension Fund, are maintained by the Participant, Former Participant or Retiree as his own children. Constitution The Constitution of Stichting Shell Pensioenfonds. Employee A person who performs labour for an Employer on the basis of a contract of employment under civil law. Employer Any member company. First Limit The 100% pay-scale position of salary group 15, as used in the remuneration system of Shell Nederland B.V. The first Limit is adjusted annually on 1st February. Former Participant A person for whom pension entitlements are no longer accrued according to the provisions of the present Regulations and to whom non-contributory pension entitlements have been granted that are not yet payable. 4

5 Fourth Limit The amount of EUR 92,600 gross, defined as of 1 January 2015. The Fourth Limit is adjusted annually on 1st February by the same percentage as the amount referred to in Article 18ga, paragraph 1 of the Wages and Salaries Tax Act 1964 is adjusted at the start of the calendar year. Grant Date The date on which participation ends in accordance with Article 2.2. Incapacity for work The situation in which a Participant is totally and permanently or partly unfit for work within the meaning of the WIA (Work and Income (Capacity for Work) Act). Participant An Employee or former Employee who has joined the Pension Fund pursuant to Article 2 and for whom pension entitlements are accrued according to the provisions of the present Regulations. Partner The individual who: 1. is married to the (Former) Participant or Retiree before the latter s Retirement Date, or 2. has entered into a registered partnership with the (Former) Participant or Retiree before the latter s Retirement Date, or 3. is cohabiting with the (Former) Participant or Retiree without being married and without entering into a registered partnership with whom the unmarried (Former) Participant or Retiree, who has not already entered into a registered partnership, maintains a joint household, provided that: - they are not directly related by blood or marriage, and - the joint household was set up before the Retirement Date. Only one person is considered as the Partner for the application of the present Regulations. Partnership Marriage, registered partnership or cohabitation under the conditions as referred to in Article 9. Part-time Employee An employee with an employment contract on the basis of which fewer hours are worked than the standard number of hours for that position. Part-time percentage The relationship, expressed as a percentage, between the number of hours that a Part-time Employee works on the basis of his employment contract and the standard number of hours for the position in question. 5

6 Pensionable Supplement This is a supplement of a permanent nature that the Employer has designated as pensionable and of which the Pension Fund has been notified and which is expressed as a percentage of the Pension Base Salary. The Employer indicates the date from which the Pensionable Supplement comes into effect, any changes in the level of the Pensionable Supplement and the date on which the Pensionable Supplement ends. Pension Base Salary The annual salary notified by the Employer to the Pension Fund plus the lump-sum payments in April and December, both equal to one month's salary (in so far as these apply to the Participant in question), but not including any Pensionable Allowance. When notifying the Pension Fund of this, the Employer indicates the date from which the Pension Base Salary is effective. Pension Basis The Pension Base Salary plus any Pensionable Supplements and further increased by 3 per cent over that part of the salary up to the Third Limit. Pension Beneficiary A person who is receiving a pension on the basis of the present Regulations. Pension Fund Stichting Shell Pensioenfonds (Shell Pension Fund Foundation). Pension Years The period of continuous participation, rounded off to a number of days, in the pension scheme as formulated in the present Regulations, for the purpose of which a calendar year is considered to have 360 days when rounding off. In the present Regulations, Pension Years is understood to refer to years obtained from an incoming value transfer of pension entitlements from a different pension scheme to the Fund's pension scheme referred to in Article 7, as well as years obtained from an internal value transfer of pension entitlements to the Fund from previous periods of participation in the Fund. If future Pension Years are taken into consideration when calculating a pension for a Participant who is a Part-time Employee, the most recently applicable Part-time percentage shall apply to that period, unless the employment contract makes provision to change the Part-time percentage at a later date. In that case, the changed Part-time percentage will be used from that time. Regulations Regulations VI. 6

7 Retiree A person receiving a retirement pension from the Pension Fund pursuant to the provisions of the present Regulations. Retirement Age The age referred to in Article 5. Retirement Date The last day of the month in which the (Former) Participant reaches Retirement Age. Second Limit The 100% pay-scale position of salary group 6, as used in the remuneration system of Shell Nederland B.V. The Second Limit is adjusted annually on 1st February. Special Partner The Partner of a Participant, Former Participant or Pensioner to whom, within the context of a divorce, dissolution of a marriage following a decree of judicial separation, termination of a registered partnership or termination of the joint household or of the cohabitation agreement as referred to in Article 9.6 (otherwise than through death or being missed or by conversion into a marriage), a special partner's pension is granted pursuant to Article 11.1 or pursuant to the regulations preceding these Regulations. Statutory retirement age For a Participant, Former Participant or Retiree: the Statutory retirement age pursuant to the General Old Age Pensions Act as applicable on the Retirement Date, with a maximum age of 67 years. For a Partner or former Partner: the Statutory retirement age pursuant to the General Old Age Pensions Act on the first day of the month following that in which the Participant, Former Participant or Retiree dies, where the Statutory retirement age is a maximum of 67 years. Third Limit The 100% pay-scale position of salary group 3, as used in the remuneration system of Shell Nederland B.V. The Third Limit is adjusted annually on 1st February. UWV Institute for Employee Benefit Schemes (Uitvoeringsinstituut werknemersverzekeringen) WAO Disablement Benefits Act (Wet op de Arbeidsongeschiktheidsverzekering). WIA Work and Income according to Labour Capacity Act. 7

8 2 PARTICIPATION 2.1 Terms and conditions of participation 2.1.1 Employees falling within an admitted category may join the Pension Fund as Participants. Shell Nederland B.V. shall determine the admitted categories. The Employer then decides which of its Employees belongs to an admitted category. 2.1.2 From 1 July 2013 no more employees will be able to join (or re-join) the Pension Fund as Participant, regardless of whether the employees concerned were, or had already been, in the employment of a Shell Participant company or any other Group company prior to that date. 2.2 End of participation 2.2.1 Participation ends on the date the Participant no longer belongs to an admitted category, and at any rate on his Retirement date. 2.2.2 Notwithstanding the previous paragraph, participation is considered to continue following termination of employment, provided the person is entitled to non-contributory continuation of pension accrual on account of disability as referred to in Article 14.1. 2.2.3 In the case of partial termination of service due to partial Incapacity for work, the terms referred to in Article 2.2.2 shall apply in proportion to the degree of Incapacity for work. For the proportion that the employment continues, the provisions relating to part-time service in Articles 1.2, 4.1.3, 8.2, 12.6, 14.1.7, 14.2.1, 17.1 and 17.2.3 of these Regulations apply. 3 PROVISION OF INFORMATION 3.1 Obligations of (Former) Participants, Retirees, (former) Partners and Children 3.1.1 Those who are entitled to or who are making a claim for any payment of the Fund are obliged to furnish the Fund with all the data and documentation, which, in the judgement of the Fund, are necessary for the correct implementation of the Constitution and these Regulations. 3.1.2 If the (Former) Participant or Pension Beneficiary has provided incorrect information or has omitted to provide information, as a result of which a claim or a pension entitlement has not been determined correctly, the Fund establishes the claim or the pension entitlement on the basis of the correct data, or - in the event that the correct data are missing - data established by the Fund to the best of its knowledge. Any insufficient or excess amounts paid shall be settled with the relevant party accordingly. This provision also applies to the Partner, the Participant's (former) Partner and Children, the Former Participant or Retiree. 3.1.3 No payment or only partial payment shall be effected for as long as the provisions of Article 3.1.1 are not met in the judgement of the Fund. 8

9 3.2 Provision of information by the Pension Fund 3.2.1 The Pension Fund keeps the Participants informed of all amendments to the Constitution and Regulations that are applicable to them. 3.2.2 The Fund gives other interested parties the opportunity to become acquainted with the valid Constitution and Regulations. The Pension Fund makes the information available on its website as referred to in Article 46a. of the Pensions Act, including information about the pension scheme, information about administration costs, the Statement of Investment Principles and the Annual Report. 3.2.3 Each year, the participants receive a statement of the level of their accrued pension entitlements and the pension entitlements they may realise. In addition, information about the granting of supplements is provided each year. A statement is also provided each year of the value increase of the pension entitlements that are imputed to the calendar year in question, in accordance with the Income Tax Act 2001 (Wet Inkomstenbelasting 2001) and the provisions based thereon. 3.2.4 At termination of participation, the Pension Fund provides the Participant with a statement of accrued pension entitlements, information about the granting of supplements, other information specifically related to the termination of participation that is relevant for the Participant and information about circumstances concerning the functioning of the Pension Fund. 3.2.5 The Pension Fund provides the Former Participant with an annual statement of his accrued pension entitlements, and also information about the granting of supplements. In addition, within three months of an amendment to the policy on supplements, the Pension Fund informs the Former Participant about this amendment. 3.2.6 As evidence of pension grant, a declaration shall be issued to the entitled party stating the amount of pension to which he is entitled and the pension commencement date. In the event that the Grant Date is not the commencement date of the pension, this information is provided once again at commencement of the pension. Information about the payment and the granting of supplements is also provided when the pension commences, and also other information that is relevant for the Pension Beneficiary specifically with regard to commencement of the pension. 3.2.7 At the request of a Participant of Former Participant, the Fund shall issue a statement of accrued pension entitlements within three months. 3.2.8 At the request of a (Former) Participant, the Fund shall issue a statement of the administered years of participation within three months as referred to in Section 10ab of the Income Tax Implementation Decree 1965. This shall be accompanied by the issue of all documentation, insofar as the Pension Fund is in possession thereof, that can demonstrate that periods prior to an incoming value transfer effected before 1 January 2005 referred to in Article 7 can be counted as years of participation. This information shall also be provided in the case of a value transfer referred to in Article 16 by the Fund to the pension administrator that is taking over the transferred pension. 9

10 3.2.9 The Pension Fund shall provide the Pension Beneficiary annually with a statement of the amount of pension to which he is entitled pension, and also information regarding the granting of supplements. In addition, within three months of an amendment to the policy on supplements, the Pension Fund shall inform the Pension Beneficiary about this amendment. 3.2.10 At the request of Participants, Former Participants, Retirees and their Partners, former Partners and Children and their representatives, the Fund shall provide: a. all the relevant information about amendments to the rules relating to the pension scheme within a reasonable period; b. clear and essential data about the indicative level of the pension payments and the level of the payments in the event that participations should end; c. the provisions relating to value transfer referred to in Article 16; 3.2.11 The Pension Fund shall provide Entitlement Beneficiaries and Retirees who have moved from the Netherlands to foreign countries or have moved from foreign countries to the Netherlands with information about their pension entitlements and pension rights, and the options available to them pursuant to these Regulations. 3.2.12 The Pension Fund provides the information referred to in this Article, with due observance of the rules set in this regard by and pursuant to the Pensions Act. The Pension Fund may choose to provide this information electronically. The Pension Fund will inform the Participant, Former Participant, Special Partner or Pension Beneficiary in writing of its intention to provide the information electronically. If the Participant, Former Participant, Special Partner or Pension Beneficiary objects to provision of the information electronically, the Pension Fund will provide the information in writing. 4 FINANCE 4.1 Participant's contribution 4.1.1 The Participant is liable to pay contributions during the period of his participation. 4.1.2 From 1 January, 2015 the contributions represent 2 per cent over the Pension basis up to the Fourth Limit. 4.1.3 To determine the contributions payable by Participants in part-time service, the contributions calculated in accordance with Article 4.1.2 on the basis of full-time employment are multiplied by applicable Part-time Percentage. 4.2 Payment of contributions by Participants The contributions referred to in Article 4.1.2 are payable in twelve monthly instalments and are deducted from the Participant's salary by the Employer and transferred to the Fund. 10

11 4.3 Employers' Contribution The costs of the pension scheme that are not covered by the Participants' contributions referred to in this Article shall be borne by the Employer on the basis of the pension administration agreements between the Pension Fund and the Employer, including Shell Petroleum. 4.4 Reservation of payment 4.4.1 In the event of a drastic change in circumstances, the Employer is authorised, with the consent of Shell Petroleum, and on notification to the Board in writing, to terminate the payment of contributions in respect of future service for one or more groups of Participants in the service of the company in question, insofar as this concerns the employer s contribution. In that event such obligation in respect of such Participants shall cease on a date to be indicated by the Employer concerned. An Employer which has availed itself of this authority shall, however, continue to be liable to make contributions in respect of service prior to that date. 4.4.2 The Participants, in respect of whom an Employer s obligation to pay employer s contributions for future service has terminated, shall for the purposes of the Articles of Association and the present Regulations be regarded as being transferred, as from the date on which the obligation terminated, to the service of a Group company which is not a member company. They shall be advised of this as soon as possible by the company concerned. 5 RETIREMENT AGE The Retirement Age is 67, or lower or higher as determined with due regard to Articles 17.1, 17.2 and 17.3. 6 PENSION ENTITLEMENTS OF PARTICIPANTS The pension scheme is classified as a pension benefit agreement pursuant to the Pensions Act. With due observance of the provisions of the present Regulations, participation confers an entitlement to: - retirement pension (Articles 8, 14 and 15.1.1); - partner's pension (Article 10.1); - orphan's pension (Article 10.2); - disability pension (Article 12). 11

12 7 INCOMING VALUE TRANSFER If a Participant has acquired non-contributory pension entitlements with the pensions administrator of a previous employer prior to his participation, the Fund shall co-operate with the transfer of these pension entitlements provided the Participant has submitted a request to the Fund for a value transfer and the Fund receives the value of the aforementioned non-contributory entitlements. The received value shall be converted into additional pension entitlements under the present Regulations. Such a value transfer is effected in accordance with the statutory regulations governing value transfer. 8 RETIREMENT PENSION 8.1 Retirement pension 8.1.1 The retirement pension shall commence on the day following the Retirement date and shall be paid up to and including the final day of the month in which the Retiree dies. 8.1.2 From 1 January, 2015, the daily accrual of the retirement pension takes place following the average-pay system and comprises: a. 1.12% over the portion of the Pension Basis up to the First Limit, divided by 360; and b. 2.05% over the portion of the Pension Basis between the First Limit and the Fourth Limit, divided by 360. The total retirement pension comprises the sum of all the daily accrued entitlements, increased by the accrued entitlements according to the applicable final-pay system in these Regulations, up to and including 31 December 2014. For determining the retirement pension a calendar year is considered to have 360 days. 8.2 Retirement pension for the Participant who is a Part-time Employee The following applies to Participants in part-time service: 8.2.1 The Pension Basis is determined with the aid of the Pension Base Salary applicable for the Standard number of hours associated with the position in question. 8.2.2 The Part-time employee accrues retirement pension in proportion to the Part-time percentage applicable to him. 12

13 9 COHABITATION OTHER THAN ON THE BASIS OF MARRIAGE OR REGISTERED PARTNERSHIP 9.1 Enrolment of the Partner An unmarried Participant or Former Participant can enrol a Partner as referred to in Article 1 Partner, under 3. The enrolment must be made before the Retirement Date by means of the relevant form. 9.2 Documents to be submitted upon enrolment The Participant or Former Participant must demonstrate the existence of a joint household. With due regard to the provisions of Article 9.5, the following documents must be submitted for the purpose of enrolment: a. an authenticated copy or extract of a notarial cohabitation agreement, showing that the (Former) Participant has designated that Partner as the beneficiary of any partner s pension arrangement; and b. if the (Former) Participant resides outside the Netherlands, an extract from the Civil Register, showing that the (Former) Participant and Partner are both living at the same address, are unmarried and have not entered into a legally registered partnership. After enrolment the Pension Fund shall inform the (Former) Participant in writing whether such an arrangement is deemed to be a joint household within the meaning of this Article. The enrolment shall not be considered definite until the Pension Fund has stated that such an arrangement is a joint household. 9.3 Conditions for granting a partner's pension as referred to in Article 10.1. or a special partner s pension as referred to Article 11.1 The following conditions apply to the granting of a partner s pension or special partner s pension on the death of a (Former) Participant or Retiree or the termination of a joint household as referred to in the present Regulations: a. the Partner must be definitely enrolled with the Pension Fund before the death of the Participant, Former Participant or Retiree; and b. the Partner must demonstrate to the Pension Fund s satisfaction that there was a joint household on the date of the death of the (Former) Participant or Retiree on the date when said joint household was terminated; and c. the joint household must have been in existence for at least six months on the date of his death or on the date when said joint household was terminated. A joint household is deemed to exist in principle if on the date of death or the date when said joint household was terminated the notarial deed as referred to in Article 9.2 is still in effect and the parties in question are still living at the same address and are unmarried and have not entered into a legally registered partnership. 13

14 9.4 Commencement date of the joint household The date of commencement of the joint household as referred to in the present Regulations shall be deemed to be the date of execution of the notarial deed referred to in Article 9.2, unless it is demonstrated to the satisfaction of the Pension Fund that the joint household was commenced at some earlier time. In that case that date shall apply. 9.5 Alternative for the documents specified in Article 9.2 Demonstrating the existence of a joint household, if not feasible by means of the documents referred to in Article 9.2 for certain reasons such as residence outside the Netherlands, shall be effected by means of documents that the Pension Fund judges to be equivalent. 9.6 Termination of the joint household or the cohabitation agreement In the event that the joint household or the cohabitation agreement is terminated other than by the death of the (Former) Participant or Retiree, the Partner is entitled to a special partner's pension as described in Article 11.1. The (Former) Participant or Retiree notifies the Fund in writing of the termination of the joint household or the cohabitation agreement no later than 30 days from said termination. 10 PENSION RIGHTS ON THE DEATH OF A (FORMER) PARTICIPANT, OR RETIREE In the event of the death of the (Former) Participant of Retiree, the Partner with whom he has a relationship at the time of his death, or his Child(ren) at the time of his death, are entitled to a Partner's or Orphan's pension in accordance with the provisions of Articles 10.1 and 10.2. A special partner s pension on the basis of Article 11 of these Regulations or on the basis of previous regulations shall also be payable at that moment. 10.1 Partner's pension 10.1.1 Elements of the partner s pension A partner s pension comprises a partner s lifelong pension and a partner s supplementary pension. 10.1.2. Lifelong partner's pension 10.1.2.1 A person who was the partner of the (Former) Participant or Retiree at the time of his death and who complies with the criteria of Article 1 and Article 9 is entitled to a lifelong partner's pension. 10.1.2.2 The lifelong partner's pension commences on the first day of the month following that in which the (Former) Participant or Retiree died and is paid until the month in which the Partner dies. 14

15 10.1.2.3 The lifelong partner's pension amounts to 70 per cent of the retirement pension as referred to in Article 8.1.2. In the event of the death of a Participant, in determining the lifelong partner's pension, the fictitious assumption is made that the Participant would have remained a Participant until his Retirement Date. In the event of the death of a Former Participant or Retiree, the lifelong partner s pension is equal to the entitlement to the lifelong partner s pension at the Grant Date, plus any supplements granted on the basis of Article 19. 10.1.3 Supplementary partner s pension 10.1.3.1 If the Partner is entitled to a lifelong partner's pension as referred to in Article 10.1.2 and the Partner has not reached the Statutory retirement age on the date of death of the (Former) Participant or Retiree, he shall be awarded a supplementary partner's pension. 10.1.3.2 The supplementary partner's pension shall commence on the first day of the month following that in which the (Former) Participant or Retiree has died and is paid up to and including the month prior to that in which the Partner reaches the Statutory retirement age. 10.1.3.3 The supplementary partner's pension amounts to 1.6 per cent of the First Limit for each pension year. The calculation shall be based on the First and Second Limits as applicable on the Grant Date. In the event of the death of a Participant, in determining the supplementary partner's pension, the fictitious assumption is made that the Participant would have remained a Participant until his Retirement Date. In the event of the death of a Former Participant or Retiree, the supplementary partner's pension is equal to the entitlement to the supplementary partner's pension at the Grant Date, plus any supplements granted on the basis of Article 19. 10.1.4 Reduction of the partner's pension by granted special partner's pension(s) A partner's pension to be granted is reduced by the sum of the special partner's pension(s) of Special Partner(s). The reduction is not applied at the commencement of the partner s pension if the Special Partner dies before Retirement Age, except in the case of the conversion of a special partner's pension as referred to in Article 11.2.5. 10.2 Orphan's pension 10.2.1 The Children of a deceased (Former) Participant or Retiree are entitled to an orphan's pension. 10.2.2 The orphan s pension shall commence on the first day of the month following that in which the (Former) Participant or Retiree has died, and shall be paid: - up to and including the month in which the Child reaches the age of 18; or, - if the Child is 18 years of age or older, spends most of his time on his studies and would have been paid for by the (Former) Participant or Retiree if he had not died, up to and including the month of August of the academic year in which the Child concludes his studies, but no later than the month of August following the date when the Child reaches the age of 24; or - up to and including the month in which the Child dies. 15

16 10.2.3 For each Child, the orphan s pension amounts to 14 per cent of the lifelong and supplementary partner's pension. In the event of the death of a Participant, in determining the orphan s pension, the fictitious assumption is made that the Participant would have remained a Participant until his Retirement Date. In the event of the death of a Former Participant or Retiree, the calculation takes the entitlement to partner's pension at the Grant Date, plus any supplements granted on the basis of Article 19. When determining the orphan s pension, the level of the partner's pension that forms the basis of this takes account of the consequences of conversion as described in Article 17.4.1 and/or the consequences of a reduction with special partner's pension(s) as indicated in Article 10.1.4. 10.2.4 If the Child is a full orphan, the orphan s pension referred to in Article 10.2.3 shall be doubled. This shall occur when the orphan s pension is granted or with effect from the first date of the month following that in which the Child becomes a full orphan. A Child is a full orphan if there is no other person who maintains the Child at the time when the orphan s pension is granted, or becomes a full orphan at the time when said other person dies after the orphan s pension has been granted. 11 DIVORCE 11.1 Special partner's pension 11.1.1 In the event of divorce (which for the purposes of this Article 11.1 shall be taken to mean divorce, dissolution of the marriage following the granting of a judicial separation or termination of the registered partnership or termination of the joint household or the cohabitation agreement as referred to in Article 9.6 (otherwise than through death or disappearance or by conversion of a registered partnership into marriage)), the former Partner of the (Former) Participant or Retiree is granted an entitlement to a special partner's pension. 11.1.2 The special partner's pension commences on the first day of the month following that in which the (Former) Participant or Retiree has died and is paid until the month in which the Special Partner dies. In this connection, Former Participant also refers to the person who has become a Former Participant under these Regulations and for whom a value transfer has been effected as referred to in Article 16. 11.1.3 If the divorce takes effect before participation ends, the special partner's pension is equal to the non-contributory entitlement to partner's pension, which would have been acquired if partnership would have ended on the date of the divorce. If the divorce takes effect after participation ends, the special partner s pension is equal to the entitlement on the Grant Date, plus any supplements granted pursuant to Article 19. 16

17 11.1.4 The provisions of Article 11.1.1 shall not apply if the (Former) Participant or Retiree and the former Partner agree otherwise by means of the provisions of the partnership or a written agreement in consideration of the divorce. Such provisions or agreement shall only be valid if the Pension Fund has issued a written statement declaring that it is in agreement with such provisions and that it is prepared to cover the pension risk ensuing therefrom or adjust the level of the benefit. 11.1.5 The parties shall inform the Fund of their divorce by means of an extract from the civil register. 11.1.6 The Pension Fund shall notify the Special Partner in writing of any entitlement thus granted, provide information regarding the granting of supplements and other specific information relevant for the Special Partner with regard to the divorce. The Pension Fund will also issue subsequent annual statements regarding pension entitlement. and information regarding the granting of supplements. In addition, within three months of an amendment to the policy on supplements, the Pension Fund shall inform the Special Partner about the amendment. 11.2 Settlement of the retirement pension 11.2.1 In the event of divorce (including for the purposes of this Article 11.2 is understood to mean divorce, dissolution of the marriage following the granting of a judicial separation or termination of the registered partnership otherwise than through death or being missed or by conversion of the registered partnership into a marriage) after 30th April 1995, the (former) Partner in question of the (Former) Participant or Retiree has a right to payment of part of the retirement pension vis-à-vis the Fund pursuant to the Pension Settlement (Divorce) Act (Wet verevening pensioenrechten bij scheiding), provided the (Former) Participant or Retiree or the (former) Partner in question has notified the Fund of this by means of a statutorily described form to that end within two years from the date of the divorce. 11.2.2 Notwithstanding the provisions of the Pension Settlement (Divorce) Act, payment in respect of the right stated in Article 11.2.1 shall commence on the Retirement date but not before one month after the date on which the Fund has received the form as referred to in Article 11.2.1. The entitlement to payment shall end on the date when the entitlement to retirement pension ends or at the end of the month in which the (former) Partner dies. 11.2.3 The provisions of Article 11.2.1 shall not apply if the (Former) Participant, or Retiree and the (former) Partner have excluded the applicability of the Pension Settlement (Divorce) Act by means of a marriage settlement or in the conditions of the registered partnership or by private written agreement in consideration of the divorce. 11.2.4 Without prejudice to the provisions of Article 11.2.1, the pension settlement as referred to in that Article shall not apply if the relevant payment entitlement at the time of divorce does not exceed the amount as referred to in Section 66 of the Pensions Act. 11.2.5 On the basis of the Pension Settlement (Divorce) Act, it is possible, exclusively in the case of divorce or termination of the registered partnership otherwise than through death or being missed or by conversion of the registered partnership into a marriage, for the spouses or registered partners by means of a marriage settlement or in the conditions of the registered 17

18 partnership or by private written agreement in consideration of the divorce, agree that the right to payment as referred to in para. 1 of this Article 11.2 together with the right to a special partner's pension described in Article 11.1 of these Regulations, may be converted into a right to a right to pension of the former Partner. This conversion is subject to the following conditions: - an amount shall be deducted from the retirement pension of the (Former) Participant or Retiree in connection with the conversion; this deduction does not depend on the (former) Partner still being alive; - the Pension Fund may impose further conditions with respect to the conversion. 11.2.6 The Fund shall notify the (former) Partner in writing of the entitlement on which the settlement is to be based. The (Former) Participant or Retiree shall receive a copy of this notification. 12 INCAPACITY FOR WORK 12.1 A Participant is entitled to a disability pension if he is unfit for work. 12.2 For Participants working in the Netherlands, the degree of Incapacity for work is determined by the UWV. For Participants working outside the Netherlands, the degree of Incapacity for work is determined by an independent physician and an occupational health expert under or pursuant to the regulations and guidelines of the WIA. A Participant who makes a claim for a disability pension is required to fully co-operate with the Pension Fund and the persons acting on its behalf in order to obtain the information, which in the Pension Fund s judgement is necessary for establishing the Incapacity for work. The same obligations shall apply each time the Pension Fund requires a medical investigation or the acquisition of information to establish whether a Participant receiving disability pension still meets the criteria for Incapacity for work. 12.3 The disability pension commences on the first day of the month following that in which the Participant becomes unfit for work, but not earlier than the day on which the person in question is dismissed or partially dismissed by the Employer, and is paid until the Retirement Date, or up to and including the last day of the month of the earlier termination of Incapacity for work, or up to and including the last day of the month in which the Participant dies, should the Participant die before the Retirement Date. 12.4 If at any time the Participant no longer meets the criteria for Incapacity for work, he shall no longer be entitled to the disability pension. Participations ends on that date and the Former Participant is granted a non-contributory entitlement to a deferred pension as referred to in Article 15.2. If this Former Participant should again meet the criteria for disability before his Retirement Date owing to the original illness or ailments, the Fund may decide to revive the disability pension. The Pension Fund may determine the recommencement date and may impose further rules and conditions. 18

19 12.5 The disability pension amounts to: a. 100 per cent over the portion of the Pension Basis up to the Second Limit; and b. 70 per cent over the portion of the Pension Basis above the Second Limit. On February 1 each year the disability pension is recalculated on the basis of an amended Pension Base Salary. This amended Pension Base Salary is determined in accordance with the development in the majority of the 100% pay-scale positions of Salary Groups 1 to 15 as employed within the remuneration system of Shell Nederland B.V. For determining the disability pension as referred to above for the Participant in part-time service, the disability pension is calculated on the basis of full-time employment multiplied by the most recently applicable Part-time percentage, unless the employment contract makes provision to change the Part-time percentage at a later date. In that case, the changed Part-time percentage will be used from that time. 12.6 In the case of partial Incapacity for work, the disability pension is multiplied by a benefit percentage corresponding to the degree of Incapacity for work, on the basis of the following table: Degree of Incapacity for work Benefit percentage disability pension 80% or more 100% 65% to 80% 72.5% 55% to 65% 60% 45% to 55% 50% 35% to 45% 40% less than 35% 0% 12.7 In the event of an increase or decrease in the Participant's degree of Incapacity for work, the Pension Fund will determine an increased or decreased benefit percentage for the disability pension on the basis of the table in Article 12.6. Any increase or decrease in the benefit percentage will take place regardless of whether the Participant will enjoy more or less income from work than may be expected on the basis of the established remaining earning capacity. 12.8 Without prejudice to the provisions of Article 12.7, an increase in the degree of Incapacity for work of a Participant who is no longer an Employee of the Employer will not lead to an increased benefit percentage for the disability pension, unless this increase is a direct consequence of the illness or disability on the basis of which the disability pension was calculated. 12.9 If a Participant, in the judgement of the Fund, in connection with his disability may be entitled to payments under the WAO, WIA or any other (statutory) disability benefits payment, the Participant is obliged to apply immediately for such a benefit on the instruction of the Fund and to take all other measures that are necessary to obtain said benefit and to notify the Fund as soon as he receives that benefit. 19

20 12.10 If the Participant receives income from present or past employment during his disability period, said income is deducted from the disability pension in so far as this income together with the disability pension exceeds the salary as referred to in Article 12.5. The Participant is obliged to notify the Pension Fund of this income. 12.11 A Former Participant is entitled to a disability pension if there has been no outgoing value transfer in respect of said Former Participant as referred to in Article 16, and if he has received a benefit under the WAO, WIA or any other (statutory) disability benefit within 104 weeks after (part) termination of employment, providing that this Incapacity for work is the result of an illness or disability which existed at the time when the participation was terminated as referred to in Article 2.2. The provisions of Article 12.2 up to and including Article 12.10 apply mutatis mutandis. 13 DEDUCTION IN RESPECT OF A STATUTORY DISABILITY BENEFIT 13.1 A statutory disability benefit under the WAO, WIA or any other (statutory) disability benefit to which the Participant is entitled is deducted from a disability pension that has entered into effect. 13.2 A statutory disability benefit under the WAO, WIA or any other (statutory) disability benefit to which the Retiree is entitled is deducted from a retirement pension that has entered into effect. The amount to be deducted is determined by multiplying the statutory disablement benefit by the number of Pension Years on which the retirement pension is based and by dividing the result by 42. 13.3 The Fund may decide to disregard the deduction entirely or in part. 13.4 The sum of the deduction as referred to in Article 13.1 or 13.2 over one year shall not exceed the amount of the statutory disablement benefit to which the (Former) Participant or Retiree is entitled, calculated over that same year. No account is taken of any voluntary surrender of a statutory disablement benefit, unless the Pension Fund decides otherwise. 14 PENSION ACCRUAL DURING INCAPACITY FOR WORK, PARENTAL LEAVE OR UNPAID LEAVE 14.1 Pension accrual during Incapacity for work 14.1.1 A Participant who is entitled to a disability pension as referred to in Article 12 is entitled, during his period of Incapacity for work, to continue to accrue retirement pension, partner s pension and orphan s pension in accordance with the provisions of these Regulations, until a maximum has been realised. This maximum is equal to the lower of the Pension Basis and the Fourth Threshold, after deduction of AOW benefits, and multiplied by the benefit percentage for the disability pension on the basis of the table in Article 12.6. The maximum is determined, on one occasion only, at the moment that the Participant in question 20

21 becomes entitled to an (amended) disability pension as referred to in Article 12, and is increased annually as specified in Article 19.4. AOW benefit is understood to mean the full entitlement (including holiday allowance) of a married AOW beneficiary with a Partner who is AOW-entitled, as provided for by the General Old Age Pensions Act on 1st July prior to the determination of the Pension Basis. 14.1.2 Contrary to the provisions of Article 14.1.1, for a Participant who becomes entitled to a disability pension from 1 February 2015 as referred to in Article 12, and who has a Pension Basis on 31 December 2014 that exceeds the sum of EUR 92,600 gross, a higher maximum shall be determined. The amount of the higher maximum lies between the Fourth Threshold applicable at the moment that the Participant in question becomes entitled to a disability pension as referred to Article 12, and the Pension Basis as of 31 December 2014. The Board sets further calculation rules for this situation and may make adjustments to these rules from time to time. 14.1.3 The maximum referred to in Article 14.1.1 and 14.1.2 shall not apply if and in so far as the accrual of the retirement pension based on the date when the disability pension was granted is higher than the maximum. In that case the higher accrued retirement pension shall be the maximum. 14.1.4 The accrual as referred to in Article 14.1.1 takes place on the basis of the portion of the (adjusted) Pension Basis as referred to in Article 12.5 up to the Fourth Limit. 14.1.5 For as long as the Participant receives a disability pension on the basis of Article 12, he shall be exempt from paying contributions as referred to in Article 4. 14.1.6 The continuation of pension accrual as referred to in Article 14.1.1 commences on the first day of the month following that in which the Participant becomes unfit for work, but not earlier than the day on which the person in question is dismissed or partially dismissed by the Employer. Continuation ends as soon as and insofar as the Participant is no longer unfit for work, but no later than the Retirement Date. 14.1.7 Continuation of pension accrual as referred to in Article 14.1.1 takes place in proportion to the degree of Incapacity for work. The percentage of the continued accrual is equal to the established benefit percentage disability pension as referred to in Article 12.6. By continuation of the accrual of pension of a Part-time Employee, the Part-time Percentage will be used as applicable immediately preceding the commencement of Incapacity for work. 14.1.8 In the event of an increase or decrease in the Participant's degree of Incapacity for work, the Pension Fund will set an increased or decreased benefit percentage for the continued pension accrual on the basis of the table in Article 12.6. Any increase or decrease in the percentage for the continued accrual will take place regardless of whether the Participant will enjoy more or less income from work than may be expected on the basis of the established remaining earning capacity. 14.1.9 Without prejudice to the provisions of Article 14.1.8, an increase in the degree of Incapacity for work of a Participant who is no longer an Employee of the Employer will not lead to an increased percentage for the continued pension accrual, unless this increase is a direct 21

22 consequence of the illness or disability on the basis of which the disability pension was calculated. 14.1.10 A Former Participant is entitled to continuation of pension accrual as referred to in Article 14.1.1 if there has been no outgoing value transfer in respect of said Former Participant, and if he has received a benefit under the WAO, WIA or any other (statutory) disability benefit within 104 weeks after (part) termination of employment, providing that this Incapacity for work is the result of an illness or disability which existed at the time when the participation was terminated as referred to in Article 2.2. The provisions of Article 14.1.2 up to and including Article 14.1.9 apply mutatis mutandis. 14.2 Pension accrual during parental leave or unpaid leave 14.2.1 Participation is continued during a period of parental leave or unpaid leave, but pension entitlements are not accrued unless the Employer establishes otherwise with the permission of the Fund. However, during such a period the partner s pension, orphan s pension and disability pension are protected by a risk coverage arrangement. This risk coverage is aligned with the end date of the leave and the Part-time Percentage that will apply when the leave ends. The Participant is not liable to pay any contributions for the risk coverage referred to in this paragraph. 14.2.2 In the event of a period of partial parental leave, the provisions of 14.2.1 shall apply mutatis mutandis to that partial leave. 15 TERMINATION OF PARTICIPATION ON OR BEFORE THE RETIREMENT DATE 15.1 Termination of participation on reaching the Retirement Date 15.1.1 On termination of participation on reaching the Retirement Date, a retirement pension is granted in accordance with Article 8 as well as an entitlement to partner's pension and orphan's pension in accordance with Article 10.1 and 10.2. 15.2 Termination of participation before the Retirement Date 15.2.1 On termination of participation, other than owing to death or reaching the Retirement Date and on termination of the disability pension as referred to in Article 12.5, a non-contributory entitlement to a deferred retirement pension is granted to the Former Participant as well as a non-contributory entitlement to partner's pension and orphan's pension. These noncontributory entitlements are equal to the entitlements accrued up to the Grant Date, calculated in accordance with the provisions of these Regulations. 15.2.2 The non-contributory entitlement to a deferred retirement pension, plus any supplements granted on the basis of Article 19 shall commence on the day following the Retirement Date and shall be paid up to and including the final day of the month in which the Retiree dies. 22

23 16 OUTGOING VALUE TRANSFER In accordance with the statutory provisions governing value transfer, the Pension Fund shall co-operate with the transfer of the value of the non-contributory entitlements referred to in Article 15.2 to the pensions administrator of a new employer of the Former Participant. The value transfer also comprises that portion of the retirement pension to which any former Partner is entitled by virtue of a divorce referred to in Article 11.2, unless a conversion has been applied as referred to in Article 11.2.5. 17 INCREASED FLEXIBILITY OPTIONS 17.1 Part-time retirement 17.1.1 The Participant and the Employer can reach agreement to enable the Employee to take parttime retirement with a simultaneous commensurate reduction of the working hours, starting on the first day of a month that lies within the period from the Participant's 55th birthday until his Retirement Age of 67. Such part-time retirement shall not affect his Retirement Age. 17.1.2 The Participant and the Employer can reach agreement to increase the Employee's Retirement Age, granting part-time retirement with immediate effect and a simultaneous commensurate reduction of the working hours. The Retirement Age on the basis of this Article may not exceed 70. A higher Retirement Age shall not take effect until the original Retirement Age has been reached. 17.1.3 The Employer must notify the Pension Fund, at least two months prior to the commencement of a Participant's part-time retirement, of the agreement referred to in Article 17.1.1 or 17.1.2, by submitting a copy of said agreement to the Pension Fund. 17.1.4 The reduction in working hours is such that the remaining working hours are a minimum of 40 and a maximum of 90 per cent, rounded up to a whole number. With respect to the remaining working hours, the Participant is a Part-time Employee and the provisions of Article 8.2 (part-time employment) shall apply in full force. 17.1.5 Part-time retirement comprises a lifelong retirement pension. In the case of part-time retirement as referred to in Article 17.1.1, part of that retirement pension can be converted into a temporary retirement pension at the Participant s request. The lifelong retirement pension commences on the first day of the month in which the working hours are reduced in accordance with Article 17.1.4 and is paid up to and including the month in which the Participant or Retiree dies. The temporary retirement pension commences on the first day of the month in which the working hours are reduced in accordance with Article 17.1.4 and is paid up to and including the month in which the Participant reaches the AOW age, or up to and including the last day of the month in which the Participant dies, should that occur earlier. 23

24 17.1.6 The part-time pension shall be calculated in accordance with Article 8 on the day before part-time retirement commences. In the case of part-time retirement as referred to in Article 17.1.1, an early commencement deduction as described in Article 17.2.2 is calculated for the part-time retirement. The temporary retirement pension shall not exceed the temporary retirement pension as referred to in Article 17.2.3 multiplied by the percentage by which the working hours are reduced. 17.1.7 On the Retirement Date, the remaining retirement pension is calculated in accordance with Article 8, and a part-time pension in payment is taken into consideration as referred to in Article 17.1.1. In the case of part-time retirement as referred to in Article 17.1.2, a late commencement supplement as described in Article 17.3.3 is calculated for the remaining retirement pension. In that case, the remaining retirement pension shall be paid on the day following the Retirement Date or the first day of the month following the date on which the retirement pension is 100 per cent of the Pension Basis, if that is earlier. In this connection, retirement pension is taken to mean the part-time retirement pension as at the abovementioned date together with the remaining retirement pension as of that date plus a supplement calculated until that date. The day preceding the commencement date is taken as the Retirement Date and no more pension accrual takes place. 17.1.8 A part-time retirement pension that has entered into effect cannot be changed in the event of a subsequent change in the number of working hours. If this change involves a further reduction of working hours, a new part-time retirement pension may be granted in line with this additional reduction with due observance of the provisions of this Article. 17.1.9 The Former Participant may take part-time retirement from the first day of any month that falls in the period between his 55th birthday and the Retirement Age of 67. Such part-time retirement shall not affect his Retirement Age. 17.1.10 The Former Participant may raise his Retirement Age, by the granting of a part-time pension that commences immediately. The Retirement Age on the basis of this Article may not exceed 70. A higher Retirement Age shall not take effect until the original Retirement Age has been reached. 17.1.11 Former Participants must inform the Pension Fund about this at least two months before the part-time pension commences. 17.1.12 The Former Participant may have 20, 40 or 50 per cent of paid up pension entitlements to a deferred retirement pension commence payment as referred to in Article 15.2. 17.1.13 Part-time retirement comprises a lifelong retirement pension. In the case of part-time retirement as referred to in Article 17.1.9, part of that retirement pension can be converted into a temporary retirement pension at the Former Participant s request. Lifelong retirement pensions are paid up to and including the month in which the Former Participant or Retiree dies. The temporary retirement pension is paid up to and including the last day of the month in which the Former Participant reaches AOW age, or up to and including the last day of the month in which the Former Participant or Retiree dies, should this be earlier. 24

25 17.1.14 Part-time pensions are calculated on the day preceding the commencement date of the part-time pension. In the case of part-time retirement as referred to in Article 17.1.9, an early commencement deduction as described in Article 17.2.2 is calculated for the part-time retirement. The maximum temporary retirement pension corresponds to the temporary retirement pension as referred to in Article 17.2.3 multiplied by the percentage chosen by the Former Participant as referred to in Article 17.1.12. 17.1.15 Part-time pensions in payment cannot be modified. 17.1.16 The (Former) Participant who takes part-time retirement as referred to in Article 17.1, may opt for conversion and/or a variable pension upon commencement of the part-time pension, with due observance of the provisions of Articles 17.4 and 17.5. 17.2 Early commencement of pension 17.2.1 A (Former) Participant who has been a Former Participant for at least six months may, on one occasion only, opt for a lower Retirement Age than that of 67 as indicated in Article 5, provided the chosen Retirement Age does not occur before the age of 55. The Retirement Age can only be lowered before reaching the age of 60 if and insofar as an employment contract with the Employer is being terminated and additionally that the fiscal laws and regulations regarding lowering of the Retirement Age are complied with. If the (Former) Participant wishes to avail himself of the right to lower Retirement Age, the Participant must notify the Pension Fund of this in writing no later than six months and the Former Participant must notify the Pension Fund of this in writing no later than two months, but no earlier than twelve months, before his intended Retirement Age by means of the relevant form. The Participant is required to submit a copy of the form to the Employer at the same time. The set period of no later than six months does not apply to the Participant whose employment is terminated on or after 1 August, 2009 under the Nationwide Redundancy Scheme of Shell in the Netherlands. The chosen Retirement Age applies to the Participant on the basis of this Article 17.2 on the condition that he does not die before reaching this chosen Retirement Age and that a disability pension as referred to in Article 12 is not granted to the Participant before reaching this Retirement Age. 17.2.2 If a (Former) Participant avails himself of the facility as referred to in Article 17.2.1, the retirement pension as referred to in Article 15.1 or 15.2 shall be reduced by an early commencement deduction depending on the chosen Retirement Age. The amount of the early commencement deduction is calculated with the aid of the factors described in the Attachment to the present Regulations. These factors are established by the Pension Fund on the recommendation of the actuary. From time to time, the Fund determines on the recommendation of the actuary whether these factors are to be adjusted. 17.2.3 Part of the retirement pension can at the request of the (Former) Participant be converted into a temporary retirement pension. The temporary retirement pension commences on the day following the (adjusted) Retirement Date and is paid up to and including the last day of the month in which the Participant reaches AOW age, or up to and including the last day of the month in which the Participant dies, should that occur earlier. 25

26 The (Former) Participant may determine the level of the temporary retirement pension up to a maximum annual amount. This maximum is equal to two times the full amount (including holiday allowance) of a married person entitled to General Old Age Pension (AOW) with a Partner who is AOW-entitled, as referred to on the basis of the General Old Age Pensions Act on 1st July prior to the determination of the Pension Basis. If the Retiree enjoys a temporary retirement pension pursuant to any other regulations administered by the Pension Fund than the present Regulations and/or in connection with part-time pension, the sum of all the temporary retirement pensions may not exceed the above-mentioned maximum. The conversion is made by making use of the factors indicated in the Attachment to these Regulations. These factors are established by the Pension Fund on the recommendation of the actuary. From time to time, the Fund determines on the recommendation of the actuary whether these factors are to be adjusted. 17.2.4 When establishing the level of the partner s pension, no account is taken of the reduction of the retirement pension pursuant to Article 17.2. 17.3 Late commencement of pension 17.3.1 The Participant and the Employer may agree to raise the Employee s Retirement Age. The Retirement Age on the basis of this Article may not exceed 70. A higher Retirement Age shall not take effect until the original Retirement Age has been reached. 17.3.2 The Employer must notify the Fund about the agreement as referred to in Article 17.3.1 at least two months before the commencement of the higher Retirement Age, by submitting a copy of said agreement. 17.3.3 If the Retirement Age as referred to in Article 17.3.1 is raised, the retirement pension referred to in Article 15.1 will be increased by a late commencement supplement depending on the chosen Retirement Age. The amount of the late commencement supplement is calculated with the aid of the factors indicated in the Attachment to these Regulations. These factors are established by the Pension Fund on the recommendation of the actuary. From time to time, the Fund determines on the recommendation of the actuary whether these factors are to be adjusted. Notwithstanding the above, the retirement pension shall be paid on the day following the Retirement Date or, if that is earlier, the first day of the month following the date on which the retirement pension is 100 per cent of the Pension Basis. In this connection, retirement pension is taken to mean the retirement pension as at the above-mentioned date plus a late commencement supplement calculated until that date. The day preceding the commencement date is taken as the Retirement Date and no more pension accrual takes place. 17.3.4 When establishing the level of the partner s pension, no account is taken of the increase to the retirement pension pursuant to Article 17.3. 26

27 17.3.5 A Former Participant may raise the Retirement Age if it is demonstrated to the Pension Fund that said Participant has a contract of employment with a different Employer or is carrying out salaried work as an entrepreneur and the applicable fiscal requirements are being met. Provisions 17.3.1 up to and including 17.3.4 are applicable mutatis mutandis. 17.4 Choices on the Retirement Date 17.4.1 Conversion 17.4.1.1 The (Former) Participant may submit a request to the Fund, on one occasion only, to, with effect from the retirement date: a. change the relation between the level of the retirement pension applicable on the Retirement Date and the level of entitlement to partner's pension applicable on the Retirement Date in such a way that the lifelong partner's pension amounts to 0, 30, 50, 70 or 100 per cent of the lifelong retirement pension. If the retirement pension is converted into 0 per cent, the supplementary partner's pension shall be decreased accordingly; or b. change the relation between the level of the retirement pension applicable on the Retirement Date and the level of partner's pension applicable on the Retirement Date in such a way that a pension is created that is paid as long as the Retiree and his Partner are alive, and on the death of the Retiree or his Partner is reduced to either 30 or 50 per cent. The relevant request must be submitted on a form (provided by the Pension Fund) to the Pension Fund no later than two months before the Retirement Date, and must be accompanied by the written consent of the Partner. 17.4.1.2 If the (Former) Participant does not have a Partner on the Retirement Date, the lifelong and supplementary partner's pension is converted in full into an increase of the retirement pension. 17.4.1.3 The conversion as referred to in this Article 17.4.1 is made with the aid of the factors indicated in the Attachment to these Regulations. These factors are established by the Pension Fund on the recommendation of the actuary. From time to time, the Fund determines on the recommendation of the actuary whether these factors are to be adjusted. 17.4.2 Variable pension 17.4.2.1 After application of the flexibility options as referred to Articles 17.1 up to and including 17.3 and 17.4.1, the (Former) Participant may submit a request to the Fund, on one occasion only, to increase or decrease his entitlement to the lifelong retirement pension with effect from the Retirement Date and during a period to be specified by him, expressed either as a number of years with a minimum of one year and a maximum of ten years, or up until the month in which the (Former) Participant reaches the AOW age. The request must be submitted to the Pension Fund a minimum of two months before the Retirement Date. 27

28 17.4.2.2 In the case of a temporary increase in the retirement pension as referred to in Article 17.4.2.1, a temporary supplement shall be applied during the period of the increase, which shall be followed by a deduction. In the case of a temporary decrease in the retirement pension as referred to Article 17.4.2.1, a temporary reduction shall be applied during the period of the decrease, which shall be followed by a supplement. The supplement or the deduction is calculated with the aid of the factors described in the Attachment to the present Regulations. These factors are established by the Pension Fund on the recommendation of the actuary. From time to time, the Fund determines on the recommendation of the actuary whether these factors are to be adjusted. 17.4.2.3 The difference between the highest and lowest level of payment as referred to in Article 17.4.2.1 may amount to 15, 20, 25, 30 or 33 1/3 per cent of the lowest level of payment. 17.4.2.4 When establishing the level of the partner s pension, no account is taken of the increase or decrease of the pension referred to in this Article. 17.5 Restriction of flexibility options The flexibility options described in this Article 17 cannot be exercised if and insofar as this means it is no longer possible to deduct a previously granted special partner's pension from the partner s pension and/or if the granted payment entitlement of a divorce settlement beneficiary as referred to in Article 11.2 can no longer be deducted from the retirement pension. 18 PAYMENT OF PENSIONS 18.1 Determination in Euros All pensions pursuant to the present Regulations are expressed in Euros. Amounts in a different currency shall be converted into Euros in order to calculate the pensions on the basis of exchange rates to be determined by the Pension Fund. 18.2 Pension payments 18.2.1 Pensions are paid to the rightful claimant or to his legal representative. In the case of an orphan s pension, the Pension Fund may determine that payment shall be made to the actual carer. 18.2.2 Payment of a pension shall only be effected if the Fund is requested so to do in writing. Such a request may be submitted from one year prior to the pension commencement date. 18.2.3 Activated pensions may be paid in any member state of the European Union and are paid each month no later than the fifth working day of the month to which the payment relates. The Pension Fund shall deduct transaction costs from the pension payment for payments outside the Netherlands. Pensions in payment will not be paid in separate parts, unless otherwise provided for by law. 28

29 18.3 Commutation of small pensions 18.3.1 The Pension Fund will commute the Former Participant's entitlement to retirement pension as well as any other entitlements for the benefit of the Former Participant or his dependants two years after termination of participation or by earlier commencement of pension, if, when the retirement pension commences on the standard Retirement Date, the annual amount of that pension is less than the amount determined in accordance with Section 66 of the Pensions Act, unless the Former Participant has informed the Pension Fund within two years from the termination of participation that he has initiated a value transfer procedure. The pension is commuted pursuant to the provisions of the Pensions Act. 18.3.2 The Pension Fund will commute the entitlement to partner's pension and any other pension rights in respect of the dependants of the same (Former) Participant or Retiree, if, when the partner's pension commences, the annual amount of that pension is no more than the amount determined in accordance with Article 66 of the Pensions Act. The pension is commuted pursuant to the provisions of the Pensions Act. 18.3.3 The Pension Fund will commute any entitlement to a special partner's pension, if, when the partner's pension commences, the annual amount of that pension is no more than the amount determined in accordance with Article 66 of the Pensions Act. The pension is commuted pursuant to the provisions of the Pensions Act. 18.3.4 Small retirement, Partner's or special partner's pensions referred to in this Article are commuted on the basis of the conversion factors described in the Attachment to the present Regulations. These factors are established by the Pension Fund on the recommendation of the actuary. From time to time, the Fund determines on the recommendation of the actuary whether these factors are to be adjusted. 19 INDEXATION PENSIONS 19.1 Unconditional indexation of deferred pensions and pensions in payment On February 1 each year, an adjustment shall be made to a partner's lifelong pension or orphan's pension that has been granted and has entered into effect, in so far as the Retirement Date of the deceased (Former) Participant has not yet been reached, and to a supplementary partner's pension that has been granted and has entered into effect, in accordance with the development in the majority of the 100% pay-scale positions of Salary Groups 1 to 15 as employed within the remuneration system of Shell Nederland B.V. 19.2 Conditional indexation of deferred pensions and pensions in payment of Former Participants and Retirees. On February 1 each year, pension rights and entitlements are indexed by no more than any increase in the derived consumer price index for all households as published by Statistics Netherlands for the reference period from November of the year before the previous year to November of the previous year.* Nevertheless, each year the Board shall decide on the extent to which pension rights and entitlements are to be adjusted. No reserve is set aside for such conditional indexation, nor are any contributions paid. The indexation provision is 29

30 funded from the return on investment. Indexation is applied to pension rights and pension entitlements, other than the pensions referred to in Article 19.1, which are allocated before February 1 of the relevant year. If financial resources so permit, the Pension Fund may decide to fully or partly catch up costof-living increments (i.e. indexation) not granted or only partially granted in the past. Such catch-up indexation only pertains to future payments. In the event of a decline in the derived consumer price index for all households published by Statistics Netherlands derived consumer price index for all households Statistics Netherlands during the reference period from November of the year before the previous year to November of the previous year*, the pension rights and pension entitlements as referred to in Article 19.2 will not be reduced. Should the Board subsequently decide to allow conditional and catch-up indexation in accordance with this Article 19.2, such indexation or catch-up indexation will first be employed to (fully) compensate the decrease(s) in the derived consumer price index for all households. 19.3 Discretionary indexation of deferred pensions and pensions in payment of Former Participants and Retirees The Pension Fund may decide to allow indexation in addition to the conditional indexation referred to in Article 19.2, based on factors other than the derived consumer price index for all households published by Statistics Netherlands for the reference period from November of the year before the previous year to November of the previous year*. No criterion has been agreed to for this purpose. The authority to allow additional indexation as referred to in Article 19.3 is and remains at the discretion of the Pension Fund. The indexation can only be allowed in so far as the financial position of the Pension Fund permits. 19.4 Unconditional indexation of Participants' pension entitlements On February 1 each year, on the basis of Article 8, the Participants' accrued pension entitlements are adjusted in accordance with any change in the majority of the 100% payscale positions of Salary Groups 1 to 15 as employed in the remuneration system of Shell Nederland B.V. * As of 1 January 2016, the timing of the annual indexation by SSPF shifts from 1 July to 1 February. For the conditional and discretionary indexation as of 1 February 2016, as a transitional measure, the development of the "derived consumer price index for all households" published by Statistics Netherlands will be used over the reference period from March 2015 up to November 2015. 30

31 20 FORFEITURE AND SURETY Pension rights or entitlements acquired pursuant to the present Regulations shall be strictly personal and may not be assigned, pledged or in any other way alienated or encumbered without the consent in writing of the Pension Fund. 21 FINAL PROVISIONS 21.1 Special cases 21.1.1 The Pension Fund is authorised to deviate from the provisions of the present Regulations if in individual cases or for one or more groups of (Former) Participants and/or Retirees the strict application of the present Regulations would in the judgement of the Pension Fund lead to grave inequities and the rights or entitlements of the person(s) involved would not be impaired as a result of such deviation. The provisions of the previous sentence shall apply on the condition that the varying arrangement shall not conflict with any statutory regulation and that varying arrangement is recorded in writing. 21.1.2 The Board of the Pension Fund shall decide on all other cases not provided for by the present Regulations. 21.2 Payment not effected in the case of crime No entitlement to a (special) partner s pension or an orphan s pension shall exist if the commencement of that pension is a consequence of any crime that has resulted in the beneficiary being convicted as a perpetrator or accomplice. 21.3 Applicable law and settlement of disputes All legal relationships with respect to these Regulations existing between the Pension Fund, an Employer and/or a (Former) Participant or Retiree, as well as other persons having a right or entitlement to any payment by the Pension Fund shall be subject to the Laws of the Kingdom of the Netherlands. All disputes ensuing from or connected with this shall, with due observance of the provisions of the Complaints Procedure established by the Pension Fund, be submitted to the competent court at The Hague. 21.4 Reduction of pension entitlements and pension rights by Pension Fund Following consultations with the certifying actuary and on the amendment of the present Regulations, the Board may only reduce the accrued pension entitlements and pension rights in a situation as referred to in Section 134(1) of the Pensions Act. The Board shall notify the (Former) Participants, Retirees and the Employers in writing regarding its resolution to reduce pension entitlements and pension rights. The aforementioned reduction shall not take effect until at least one month after the (Former) Participants, Retirees, the Employers and De Nederlandsche Bank have been notified of this. 31

32 21.5 Amendment of pension agreement The Employer may amend the pension agreement without the consent of the Employee if the Employer's reasons are so compelling that such an amendment outweighs the interests of the Employee in accordance with the standards of reasonableness and fairness. 22 SCOPE, ENTRY INTO FORCE AND AMENDMENT 22.1 Scope in the period from January 1, 2014 to January 1, 2015 22.1.1 The provisions in the present Regulations apply to Employees who were accruing years of service as Participants on 31 December 2013 under Regulations V or were on that date on unpaid leave or parental leave under Regulations V. The provisions of the present Regulations shall not apply to Employees who had accrued years of service as Participants on 31 December 2013 pursuant to Article 2.3.2 or Transitional provision 9 of Regulations V. 22.1.2 For Employees to whom these Regulations are applicable, all entitlements deriving from Regulations V which preceded these Regulations shall be replaced by entitlements pursuant to these Regulations, unless an Employee has been granted a non-contributory entitlement to a deferred pension at his request on the basis of the entitlements accrued under Regulations V as of 31 December 2013. In that case, the pension years accrued under Regulations V shall not be included in any Pension Years accrued under the present Regulations. 22.2 Scope from 1 January 2015 22.2.1 From 1 January 2015 the provisions of the present Regulations shall apply to Employees as referred to in the first sentence of Article 22.1.1, and also to Employees who were accruing years of service as Participant on 31 December 2014 pursuant to Article 2.2.2 Regulations V. 22.2.1 For Employees who were accruing years of service as Participant on 31 December 2014 pursuant to Article 2.2.2 of Regulations V, all entitlements deriving from Regulations V which preceded these Regulations shall be replaced with entitlements pursuant to these Regulations. 22.2.3 For Employees to whom these Regulations were applicable as of 1 January 2015, the accrued entitlements according to the final-pay system in these Regulations applicable up to and including 31 December 2014, or in Regulations V which preceded these Regulations, shall be replaced with entitlements according to the average-pay system in these Regulations applicable from 1 January 2015. 22.3 Entry into force The present Regulations entered into force on 1 January 2014 under the name Regulations VI and were last amended as per 25 January 2016 with retroactive effect to 1 January 2016. 22.4 Amendment These Regulations may be amended in accordance with the provisions in Article 11 paragraphs 3 and 4 and Articles 12 and 28 of the Constitution. 32

33 TRANSITIONAL PROVISIONS 1. Maintaining the parallel pensions accrued on December 31, 2005 under Regulations IV as of December 31, 2013 For Participants who joined the Pension Fund before January 1, 2006 and - whose pension entitlements accrued as of December 31, 2005 under Regulations IV in effect at that time have been converted into pension entitlements under Regulations V; and - whose pension entitlements accrued as of December 31, 2013 under Regulations V in effect at that time have been converted into pension entitlements under the present Regulations; and - who had accrued an entitlement to parallel pensions as referred to in Article 18 of Regulations IV as of December 31, 2005; the provisions applicable to this from Regulations IV shall continue to apply unimpaired. No future accrual of the aforementioned pension entitlements shall be made. 2. Maintaining the compensation for uninsured years and existing defined debt/deduction accrued on December 31, 2005 under Regulations IV as of December 31, 2013 For Participants who joined the Pension Fund before January 1, 2006 and - whose pension entitlements accrued as of December 31, 2005 under Regulations IV in effect at that time have been converted into pension entitlements under Regulations V; and - whose pension entitlements accrued as of December 31, 2013 under Regulations V in effect at that time have been converted into pension entitlements under the present Regulations; and - who had accrued an entitlement to compensation for uninsured years under Regulations IV as of December 31, 2005 as referred to in Article 14 of Regulations IV, and/or for whom a deduction pursuant to a defined debt was applicable as referred to in Article 15 of Regulations IV; the existing rights as of December 31, 2013 to the Retirement Age of 65 in Regulations V shall be converted, on an actuarially neutral basis, into rights to the Retirement Age of 67 pursuant to these Regulations. If the Participant opts for a lower Retirement Age on the basis of Article 17.2 of these Regulations, the Retirement Age for the pensions referred to in these Transitional provisions 2 shall also be lowered. The age at which the pensions as referred to in these Transitional provisions 2 shall commence is equal to the lower Retirement Age, but in respect of the compensation for uninsured years this shall not be lower than the age on the first day of the month following the one in which the Participant reaches the Statutory retirement age. The pensions referred to in these Transitional provisions 2 shall then be reduced by an early commencement deduction for the relevant lower Retirement Age. No future accrual of the aforementioned pension entitlements shall be made. 33

34 The entitlement to compensation accrued for uninsured years as of December 31, 2013 is adjusted on February 1 each year in accordance with the development of the State retirement pension. The State retirement pension is taken to mean payments under the General Old Age Pensions Act, AOW as referred to in Article 14.1.1. 3. Incapacity for work on or before January 1, 2014 For Participants who are participating in Regulations V on December 31, 2014 and who obtained a right to a disability pension on or before January 1, 2014, the pension entitlements accrued as of December 31, 2014 to the Retirement Age of 65 under Regulations V in effect at that time shall be converted, on an actuarially neutral basis, into rights under these Regulations to the Retirement Age of 67 applicable in these Regulations. Contrary to the provisions of Article 12.3 of these Regulations, for Participants as referred to in these Transitional provisions 3, the disability pension shall be paid until the first day of the month following the one in which the Participant reaches the age of 65, or if the Participant should die before that date, up to and including the last day of the month in which the Participant died. Contrary to the provisions of Article 1.2 of these Regulations, for Participants as referred to in these Transitional provisions 3, Pension Basis is taken to mean: the Pension Base Salary plus any Pensionable Supplements. Contrary to the provisions of Article 14.1.1 of these Regulations, for Participants as referred to in these Transitional provisions 3, the maximum referred to in that Article is based on the Pension Basis for the Participant in question as of December 31, 2014, without taking the Fourth Limit into account. If the retirement pension accrued as of December 31, 2014 is higher than the maximum referred to in the previous sentence, the maximum shall be the Retirement pension accrued as at December 31, 2014. 4. Incapacity for work from February 4, 2014 to February 1, 2015 Contrary to the provisions of Article 14.1.1 of these Regulations, for Participants who have obtained a right to a disability pension from February 1, 2014 to February 1, 2015 as referred to in Article 12 of these Regulations, the maximum as referred to in that Article shall be based on the Pension Basis for the Participant in question as of December 31, 2014, without taking the Fourth Limit into account. If the retirement pension accrued as of December 31, 2014 is higher than the maximum referred to in the previous sentence, the maximum shall be the Retirement pension accrued as at December 31, 2014. 34