TIDMRDSA TIDMRDSB 
 
 
   London, April 16, 2020 
 
   ROYAL DUTCH SHELL PLC 
 
   NOTICE OF 2020 ANNUAL GENERAL MEETING 
 
 
   -- Attendance in person at the Annual General Meeting ("AGM") not allowed 
 
   -- London Shareholder Presentation cancelled 
 
   -- Shareholders who want their votes to count must vote in advance of the 
      AGM 
 
   -- Measures taken, in line with government restrictions, to protect those 
      that may have tried to attend the AGM and/or the London Shareholder 
      Presentation, our employees, AGM staff and the public 
 
 
   Today, Royal Dutch Shell plc ("Shell") posted notice of its AGM (the 
"Notice"), which can be viewed and downloaded from www.shell.com/agm. 
The Notice states that the AGM is scheduled to be held at Shell 
headquarters, at Carel van Bylandtlaan 16, 2596 HR, The Hague, The 
Netherlands at 10:00 (Dutch time) on Tuesday May 19, 2020. 
 
   Please note that the Notice emphasises that we are closely monitoring 
the impact of the COVID-19 virus and how this may affect the AGM 
arrangements. 
 
   Unfortunately, since the printing of the Notice, COVID-19 public 
transmission concerns have only intensified making it more imperative to 
take all steps we deem necessary to protect the health and safety of our 
shareholders, employees and AGM staff as well as the public. 
Additionally, the UK Government has since banned public gatherings of 
more than two people, and the Dutch Government has severely restricted 
business-related public gatherings.  Taking all of this into account, 
Shell now confirms that the format of the meeting proposed in the Notice 
has since needed to be updated. 
 
   ATTING THE MEETING IN PERSON NO LONGER ALLOWED 
 
   Given the UK law banning public gatherings of more than two people, 
neither the AGM nor the London Shareholder Presentation can currently be 
lawfully held in the UK. Moreover, the stringent social distancing and 
hygiene requirements for business-related gatherings in the Netherlands 
make it wholly impracticable for us to ensure full compliance with those 
requirements if we were to hold the AGM in the Netherlands in the usual 
format.  We have thus determined we cannot allow physical attendance 
without risking exposure either to the attendees, our employees, AGM 
staff and the public and have therefore had to take the difficult 
decision to ask people not to attend the AGM in person this year. 
 
   As safety is our paramount concern, we have determined that banning 
physical attendance is the most responsible course of action to protect 
the health of the public and our people.  Thus, please do not travel to 
the meeting as you will not be permitted to enter the building. 
 
   ARRANGEMENTS FOR THE 2020 AGM 
 
   The AGM will be convened at the address set out in the Notice with the 
minimum required quorum of two shareholders present in order to conduct 
the business of the meeting. The results of the poll votes on the 
proposed resolutions will be announced, in the usual way, as soon as 
practicable after the conclusion of the AGM.  Given the meeting format 
changes, and the need to keep the people present to a minimum, no 
webcast will be provided this year. However, the meeting transcript will 
be posted on the Shell website. 
 
   Given the continuously evolving COVID-19 situation, shareholders are 
encouraged to register in the "Keep up to date with Shell" section of 
the Shell website at www.shell.com/investor to receive AGM information 
including any further changes and updates. 
 
   SHAREHOLDER QUESTIONS 
 
   Our AGM normally provides an opportunity for shareholders to ask 
questions about the business set out in the Notice and to raise other 
matters about the business of the Company. As it will not be possible to 
ask questions during the AGM this year, we have created a facility for 
shareholders to register their questions ahead of the AGM. More 
information can be found at www.shell.com/agm.  Subject to the 
conditions posted on that site regarding received shareholder questions, 
we will endeavour to post the responses on that site in advance of the 
AGM. 
 
   VOTING 
 
   It is as important as ever that shareholders cast their votes in respect 
of the business of the AGM.  This year, if you want your vote to count, 
you must vote ahead of the meeting as it will not be possible to do so 
during the AGM.  Any advance voting must be done by completing a proxy 
form, submitting proxy instructions electronically or casting your votes 
through the medium attributable to the way that you hold your shares. We 
strongly encourage you vote as early as possible. 
 
   If appointing a proxy, shareholders are strongly encouraged to appoint 
the "Chair of the meeting" to ensure their appointed proxy is present 
and can vote on their behalf. 
 
   SHAREHOLDER PRESENTATION, LONDON 
 
   In prior years we have held a Shareholder Presentation in London, two 
days after the AGM. For the reasons outlined above, we have deemed it 
necessary to cancel the May event. 
 
   ENGAGEMENT 
 
   The Board values the AGM and the London Shareholder Presentation as an 
opportunity to engage with shareholders and considers the inability to 
currently do that as very regrettable. It will therefore continue to 
monitor the evolving situation and, as soon as the Board determines it 
is safe and legally compliant to do so, shareholder engagements in both 
London and The Hague will be scheduled.  If not, the Board will explore 
alternative opportunities for shareholders to engage with the Board. 
 
   NATIONAL STORAGE MECHANISM 
 
   In accordance with the Listing Rules, a copy of each of the documents 
below have been submitted to the National Storage Mechanism and are/will 
be available for inspection at: 
https://data.fca.org.uk/#/nsm/nationalstoragemechanism. 
 
 
   -- Annual Report and the Form 20-F for the year ended December 31, 2019 
 
   -- Notice of the 2020 Annual General Meeting 
 
   -- Notice of Availability of Shareholder Documents 
 
   -- Proxy Form relating to the 2020 Annual General Meeting 
 
 
   The Annual Report and the Form 20-F for the year ended December 31, 2019 
can also be viewed and downloaded from the Company's website: 
www.shell.com/annualreport. 
 
   Printed copies of the Notice and associated documents will be despatched 
to those shareholders who have elected to receive paper communications. 
 
   April 16, 2020 
 
   Linda M. Coulter 
 
   Company Secretary 
 
   ENQUIRIES 
 
   Shell Media Relations 
 
   International, UK, European Press: +44 20 7934 5550 
 
   Shell Investor Relations 
 
   Europe: + 31 70 377 4540 
 
   United States: +1 832 337 2034 
 
   LEI number of Royal Dutch Shell plc: 21380068P1DRHMJ8KU70 
 
   Classification: Additional regulated information required to be 
disclosed under the laws of a Member State. 
 
   Cautionary Note 
 
 
 
   The companies in which Royal Dutch Shell plc directly and indirectly 
owns investments are separate legal entities. In this announcement 
"Shell", "Shell Group" and "Royal Dutch Shell" are sometimes used for 
convenience where references are made to Royal Dutch Shell plc and its 
subsidiaries in general. Likewise, the words "we", "us" and "our" are 
also used to refer to Royal Dutch Shell plc and its subsidiaries in 
general or to those who work for them. These terms are also used where 
no useful purpose is served by identifying the particular entity or 
entities. "Subsidiaries", "Shell subsidiaries" and "Shell companies" 
as used in this announcement refer to entities over which Royal Dutch 
Shell plc either directly or indirectly has control. Entities and 
unincorporated arrangements over which Shell has joint control are 
generally referred to as "joint ventures" and "joint operations", 
respectively.  Entities over which Shell has significant influence but 
neither control nor joint control are referred to as "associates". The 
term "Shell interest" is used for convenience to indicate the direct 
and/or indirect ownership interest held by Shell in an entity or 
unincorporated joint arrangement, after exclusion of all third-party 
interest. 
 
   This announcement contains forward-looking statements (within the 
meaning of the U.S. Private Securities Litigation Reform Act of 1995) 
concerning the financial condition, results of operations and businesses 
of Royal Dutch Shell. All statements other than statements of historical 
fact are, or may be deemed to be, forward-looking statements. 
Forward-looking statements are statements of future expectations that 
are based on management's current expectations and assumptions and 
involve known and unknown risks and uncertainties that could cause 
actual results, performance or events to differ materially from those 
expressed or implied in these statements. Forward-looking statements 
include, among other things, statements concerning the potential 
exposure of Royal Dutch Shell to market risks and statements expressing 
management's expectations, beliefs, estimates, forecasts, projections 
and assumptions. These forward-looking statements are identified by 
their use of terms and phrases such as "aim", "ambition", "anticipate", 
"believe", "could", "estimate", "expect", "goals", "intend", 
"may", "objectives", "outlook", "plan", "probably", 
"project", "risks", "schedule", "seek", "should", "target", 
"will" and similar terms and phrases. There are a number of factors 
that could affect the future operations of Royal Dutch Shell and could 
cause those results to differ materially from those expressed in the 
forward-looking statements included in this announcement, including 
(without limitation): (a) price fluctuations in crude oil and natural 
gas; (b) changes in demand for Shell's products; (c) currency 
fluctuations; (d) drilling and production results; (e) reserves 
estimates; (f) loss of market share and industry competition; (g) 
environmental and physical risks; (h) risks associated with the 
identification of suitable potential acquisition properties and targets, 
and successful negotiation and completion of such transactions; (i) the 
risk of doing business in developing countries and countries subject to 
international sanctions; (j) legislative, fiscal and regulatory 
developments including regulatory measures addressing climate change; 
(k) economic and financial market conditions in various countries and 
regions; (l) political risks, including the risks of expropriation and 
renegotiation of the terms of contracts with governmental entities, 
delays or advancements in the approval of projects and delays in the 
reimbursement for shared costs; (m) risks associated with the impact of 
pandemics, such as the COVID-19 (coronavirus) outbreak; and (n) changes 
in trading conditions. No assurance is provided that future dividend 
payments will match or exceed previous dividend payments. All 
forward-looking statements contained in this announcement are expressly 
qualified in their entirety by the cautionary statements contained or 
referred to in this section. Readers should not place undue reliance on 
forward-looking statements. Additional risk factors that may affect 
future results are contained in Royal Dutch Shell's Form 20-F for the 
year ended December 31, 2019 (available at www.shell.com/investor and 
www.sec.gov). These risk factors also expressly qualify all 
forward-looking statements contained in this announcement and should be 
considered by the reader.  Each forward-looking statement speaks only as 
of the date of this announcement, April 16, 2020. Neither Royal Dutch 
Shell plc nor any of its subsidiaries undertake any obligation to 
publicly update or revise any forward-looking statement as a result of 
new information, future events or other information. In light of these 
risks, results could differ materially from those stated, implied or 
inferred from the forward-looking statements contained in this 
announcement. 
 
   We may have used certain terms, such as resources, in this announcement 
that the United States Securities and Exchange Commission (SEC) strictly 
prohibits us from including in our filings with the SEC.  Investors are 
urged to consider closely the disclosure in our Form 20-F, File No 
1-32575, available on the SEC website www.sec.gov. 
 
 
 
 

(END) Dow Jones Newswires

April 16, 2020 02:15 ET (06:15 GMT)

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