e20vf
United States
Securities and Exchange Commission
Washington, D.C. 20549
FORM 20-F
Annual Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the fiscal year ended December 31, 2006
Commission file number 1-32575
Royal Dutch Shell plc
(Exact name of registrant as specified in its charter)
England and Wales
(Jurisdiction of incorporation or organisation)
Carel van Bylandtlaan 30, 2596 HR, The Hague, The Netherlands
Tel. no: (011 31 70) 377 9111
(Address of principal executive offices)
Securities Registered Pursuant to Section 12(b) of the Act
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Title of Each Class |
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Name of Each Exchange on Which Registered |
American
Depositary Receipts representing Class A ordinary shares of the issuer of an aggregate nominal value 0.07 each |
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New York Stock Exchange |
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American
Depositary Receipts representing Class B ordinary shares of the issuer of an aggregate nominal value of 0.07 each |
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New York Stock Exchange |
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5.625% Guaranteed Notes due 2011 |
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New York Stock Exchange |
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Securities Registered Pursuant to Section 12(g) of the Act
None
Securities For Which There is a Reporting Obligation Pursuant to Section 15(d) of the Act
None
Indicate the number of outstanding shares of each of the issuers classes of capital or common
stock as of the close of the period covered by the annual report.
Outstanding as of December 31, 2006:
3,585,194,588 RDS Class A ordinary shares of the nominal value of 0.07 each.
2,713,568,281 RDS Class B ordinary shares of the nominal value of 0.07 each.
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Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. |
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þ Yes |
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o No |
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If this report is an annual or transition report, indicate by check mark if the registrant is not required to file
reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. |
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o Yes |
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þ No |
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Note Checking the box above will not relieve any registrant required to file reports pursuant to
Section 13 or 15(d) of the Securities Exchange Act of 1934 from their obligations under those Sections. |
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Indicate by check mark whether the registrant (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for
such shorter period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days. |
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þ Yes |
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o No |
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Indicate by check mark whether the registrant is a large accelerated filer, an accelerated
filer, or a non-accelerated filer.
See definition of accelerated filer and large accelerated filer in Rule 12b-2 of the Exchange
Act. (Check one): |
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Large accelerated filer þ |
Accelerated filer o |
Non-accelerated filer o |
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Indicate by check mark which financial statement item the registrant has elected to follow.
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Item 17 |
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Item 18 |
þ |
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If this is an annual report, indicate by check mark whether the registrant is a
shell company (as defined in Rule 12b-2 of the Exchange Act).
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o Yes
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þ No |
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Copies of notices and communications from the Securities and Exchange Commission should be sent to:
Royal Dutch Shell plc
Carel van Bylandtlaan 30
2596 HR, The Hague, The Netherlands
Attn: Mr. M. Brandjes
Delivery and growth
Royal Dutch Shell plc
Annual Report and Form 20-F for the year ended December 31, 2006
Royal Dutch Shell
Our purpose
The objectives of the Shell Group are to engage safely, responsibly, efficiently and
profitably in oil, gas, oil products, chemicals and other selected businesses and to participate in
the search for and development of other sources of energy to meet evolving customer needs and the
worlds growing demand for energy.
We believe that oil and gas will be integral to the global energy needs for economic development
for many decades to come. Our role is to ensure that we extract and deliver them in environmentally
and socially responsible ways, safely and profitably.
We seek a high standard of performance, maintaining a strong long-term and growing position in the
competitive environments in which we choose to operate.
We aim to work closely with our stakeholders to advance more efficient and sustainable use of
energy and natural resources.
Cross Reference to Form 20-F
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Part I |
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Pages |
Item 1. |
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Identity of Directors, Senior Management and Advisers |
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N/A |
Item 2. |
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Offer Statistics and Expected Timetable |
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N/A |
Item 3. |
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Key Information |
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A. |
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Selected financial data |
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4-6, 220 |
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B. |
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Capitalisation and indebtedness |
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N/A |
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C. |
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Reasons for the offer and use of proceeds |
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N/A |
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D. |
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Risk factors |
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13-14 |
Item 4. |
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Information on the Company |
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A. |
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History and development of the company |
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4-5, 10, 17, 20, 23, 27-31, 33-37, 39-41, 49-53, 108,184 |
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B. |
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Business overview |
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10-12, 16-55, 62-67, 161-167 |
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C. |
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Organisational structure |
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4, 204-207 |
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D. |
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Property, plant and equipment |
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10-12, 16-53, 62-64 |
Item 4A. |
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Unresolved Staff Comments |
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N/A |
Item 5. |
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Operating and Financial Review and Prospects |
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A. |
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Operating results |
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4-7, 10-12, 16-64, 68-69 |
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B. |
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Liquidity and capital resources |
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56-57 |
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C. |
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Research and development, patents and licences, etc. |
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20, 34, 40, 49, 53, 74, 112 |
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D. |
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Trend information |
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10-14, 16-21, 32-34, 38-41, 48-49, 52-55 |
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E. |
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Off-balance sheet arrangements |
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57 |
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F. |
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Tabular disclosure of contractual obligations |
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59 |
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G. |
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Safe harbour |
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N/A |
Item 6. |
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Directors, Senior Management and Employees |
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A. |
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Directors and senior management |
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72-73, 185 |
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B. |
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Compensation |
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84-99 |
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C. |
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Board practices |
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78-83 |
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D. |
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Employees |
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60-61, 77 |
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E. |
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Share ownership |
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76,183 |
Item 7. |
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Major Shareholders and Related Party Transactions |
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A. |
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Major shareholders |
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76,183,188 |
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B. |
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Related party transactions |
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75, 190, 203, 216 |
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C. |
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Interests of experts and counsel |
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N/A |
Item 8. |
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Financial Information |
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A. |
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Consolidated Statements and Other Financial Information |
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44-46, 57, 74, 100-160, 191-207, 217-219 |
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B. |
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Significant Changes |
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74, 204 |
Item 9. |
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The Offer and Listing |
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A. |
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Offer and listing details |
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183, 217 |
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B. |
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Plan of distribution |
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N/A |
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C. |
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Markets |
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183 |
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D. |
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Selling shareholders |
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N/A |
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E. |
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Dilution |
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N/A |
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F. |
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Expenses of the issue |
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N/A |
Item 10. |
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Additional Information |
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A. |
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Share capital |
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N/A |
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B. |
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Memorandum and articles of association |
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78, 98-99, 184-190 |
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C. |
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Material contracts |
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75, 93-96 |
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D. |
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Exchange controls |
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189 |
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E. |
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Taxation |
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189-190 |
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F. |
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Dividends and paying agents |
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N/A |
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G. |
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Statement by experts |
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N/A |
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H. |
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Documents on display |
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v |
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I. |
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Subsidiary Information |
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N/A |
Item 11. |
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Quantitative and Qualitative Disclosures About Market Risk |
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82, 111, 168-182 |
Item 12. |
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Description of Securities Other than Equity Securities |
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N/A |
Part II |
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Pages |
Item 13. |
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Defaults, Dividend Arrearages and Delinquencies |
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N/A |
Item 14. |
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Material Modifications to the Rights of Security Holders and Use of Proceeds |
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N/A |
Item 15. |
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Controls and Procedures |
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81-83 |
Item 16. |
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[Reserved] |
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Item 16A. |
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Audit committee financial expert |
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79 |
Item 16B. |
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Code of Ethics |
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78 |
Item 16C. |
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Principal Accountant Fees and Services |
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69, 80, 148 |
Item 16D. |
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Exemptions from the Listing Standards for Audit Committees |
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78 |
Item 16E. |
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Purchases of Equity Securities by the Issuer and Affiliated Purchasers |
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58 |
Part III |
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Pages |
Item 17. |
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Financial Statements |
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N/A |
Item 18. |
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Financial Statements |
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100-160, 191-207 |
Item 19. |
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Exhibits |
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221 |
iv
Royal Dutch Shell plc
About this Report
This Report combines the Annual Report and
Accounts and the Annual Report on Form 20-F (Report)
for the year ended December 31, 2006, for Royal Dutch
Shell plc (Royal Dutch Shell) and its subsidiaries. It
presents the Consolidated Financial Statements of Royal
Dutch Shell (pages 103160) and the parent company-only
Financial Statements of Royal Dutch Shell (pages
191207). This Report complies with all applicable UK
regulations. This Report also includes the disclosure
included in the Annual Report on Form 20-F for the year
ended December 31, 2006 as filed with the U.S.
Securities and Exchange Commission (SEC). Cross
references to Form 20-F are set out on the previous page
of this Report.
In this Report Group is defined as Royal Dutch Shell
together with all of its consolidated subsidiaries. The
expressions Shell, Group, Shell Group and Royal
Dutch Shell are sometimes used for convenience where
references are made to the Group or Group companies in
general. Likewise, the words we, us and our are
also used to refer to Group companies in general or to
those who work for them. These expressions are also used
where no useful purpose is served by identifying the
particular company or companies. The expression Group
companies as used in this Report refers to companies in
which Royal Dutch Shell either directly or indirectly has
control, by having either a majority of the voting rights
or the right to exercise a controlling influence. The
companies in which the Group has significant influence
but not control are referred to as associated companies
or associates and companies in which the Group has
joint control are referred to as jointly controlled
entities. In this Report, associates and jointly
controlled entities are also referred to as equity
accounted investments.
The expression operating companies as used in the
Report refers to those Group and equity accounted
investments that are engaged in the exploration for and
extraction of oil and natural gas and delivery of these
hydrocarbons to market, the marketing and trading of
natural gas and electricity, the conversion of natural
gas to liquids and the refining of crude oil into
products including fuels, lubricants, petrochemicals, and
other industry segments such as Hydrogen and Renewables.
The term Group interest is used for convenience to
indicate the direct and/or indirect equity interest held
by the Group in a venture, partnership or company (i.e.,
after exclusion of all third-party interests).
Except as otherwise specified, the figures shown in the
tables in this Report represent those in respect of Group
companies only, without deduction of minority interests.
However, where figures are given specifically for oil
production (net of royalties in kind), natural gas
production available for sale, and both the refinery
processing intake and total oil product sales volumes,
the term Group share is used for convenience to
indicate not only the volumes to which Group companies
are entitled (without deduction in respect of minority
interests in Group companies) but also the portion of the
volumes of equity accounted investments to which Group
companies are entitled or which is proportionate to the
Group interest in those companies.
Except as otherwise stated, the Financial Statements
contained in this Report have been prepared in accordance
with the provisions of the Companies Act 1985, Article 4
of the International Accounting Standards (IAS)
Regulation and with International Financial Reporting
Standards (IFRS) as adopted by the European Union. As
applied to Royal Dutch Shell, there are no material
differences with IFRS as issued by the International
Accounting Standards Board. Prior to the Shell Groups
date of transition to IFRS of January 1, 2004 it prepared
Consolidated Financial Statements in accordance with US
Generally Accepted Accounting Principles (US GAAP).
Tables and disclosure that provide data over a five year
period show 2006, 2005 and 2004 on an IFRS basis and 2003
and 2002 on a US GAAP basis.
The Consolidated Financial Statements of Royal Dutch
Shell and its subsidiaries have been prepared using the
carry-over basis to account for the
Unification (see page 4) and on the basis that the
resulting structure was in place throughout the
periods presented.
Except as otherwise noted, the figures shown in this
Report are stated in US dollars. As used herein all
references to dollars or $ are to the US
currency.
The Operating and Financial Review (OFR) and other
sections of this Report contain forward-looking
statements 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 managements 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
managements expectations, beliefs, estimates, forecasts,
projections and assumptions. These forward-looking
statements are identified by their use of terms and
phrases such as anticipate, believe, could,
estimate, expect, intend, may, plan,
objectives, outlook, probably, project,
will, seek, target, risks, goals,
should 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 Report,
including (without limitation): (a) price fluctuations in
crude oil and natural gas;
(b) changes in demand for the Groups products; (c)
currency fluctuations; (d) drilling and production
results; (e) reserve estimates; (f) loss of market 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 potential litigation
and regulatory effects arising from recategorisation of
reserves; (k) economic and financial market conditions in
various countries and regions; (l) political risks,
project delay or advancement, approvals and cost
estimates; and (m) changes in trading conditions. All
forward-looking statements contained in this Report 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. Each forward-looking
statement speaks only as of the date of this Report.
Neither Royal Dutch Shell 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 Report.
This Report contains references to Shells website.
These references are for the readers convenience only.
Shell is not incorporating by reference any information
posted on www.shell.com.
DOCUMENTS ON DISPLAY
Documents concerning Royal Dutch Shell, or its
predecessors for reporting purposes, which are referred
to in this Report have been filed with the SEC and may be
examined and copied at the public reference facility
maintained by the SEC at 100 F Street, N.E., Room 1580,
Washington, D.C. 20549. For further information on the
operation of the public reference room and the copy
charges, please call the SEC at (800) SEC-0330. All of
the SEC filings made electronically by the Group are
available to the public at the SEC website at www.sec.gov
(commission file number 1-32575). This Report, as well as
the Annual Review, is also available, free of charge, at
www.shell.com/annualreport or at the offices of Royal
Dutch Shell in The Hague, The Netherlands and London, UK.
You may also obtain copies of this Report, free of
charge, by mail.
Royal Dutch Shell plc v
Abbreviations
Listed below are the most common abbreviations used throughout this Report.
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units of measurement |
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acre (approximately 0.4 hectares)
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acre |
barrels of oil equivalent (per day)
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boe(/d) |
billion cubic feet per day
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bcf/d |
British thermal units
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Btu |
megawatts
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MW |
million tonnes per annum
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mtpa |
standard cubic feet
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scf |
(thousand) deadweight tonnes
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(k)dwt |
products |
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Gas to Liquids
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GTL |
liquefied natural gas
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LNG |
liquefied petroleum gas
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LPG |
mono-propylene glycol
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MPG |
natural gas liquids
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NGL |
polytrimethylene terephthalate
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PTT |
propylene oxide derivatives
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POD |
styrene monomer/propylene oxide
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SM/PO |
miscellaneous |
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American Depositary Receipt
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ADR |
Annual General Meeting
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AGM |
carbon dioxide
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CO2 |
corporate social responsibility
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CSR |
engineering, procurement and construction
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EPC |
front-end engineering design
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FEED |
greenhouse gas
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GHG |
health, safety and environment
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HSE |
health, safety, security and environment
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HSSE |
International Financial Reporting Interpretations Committee
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IFRIC |
International Financial Reporting Standards
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IFRS |
non-governmental organisation
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NGO |
Operating and Financial Review
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OFR |
production sharing agreement
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PSA |
production sharing contract
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PSC |
Remuneration Committee
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REMCO |
Research and development
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R&D |
Total Recordable Case Frequency
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TRCF |
United States Generally Accepted Accounting Principles
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US GAAP |
United States Securities and Exchange Commission
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SEC |
United States Gulf Coast
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USGC |
vi
Royal Dutch Shell plc
Chairmans message
As Shell marks its centenary year, I hope shareholders share my
excitement at being part of a
business that is successfully playing its part in meeting the
worlds energy needs.
In this, my first message to shareholders, I would like to share
with you some of the impressions I have gained since I became Chairman
of Royal Dutch Shell plc in 2006.
The energy business, as I am seeing first-hand, is at the heart of some
of the most important economic, environmental and social issues facing the world. Reliable and
affordable supplies of energy are essential for economic growth and for
raising living standards amongst the worlds poorest people. Equally, as
the growing concern over climate change shows, providing those energy
supplies in a way that minimises the impact on the environment is one of
the greatest challenges we all face.
Shell is playing its part in addressing those challenges. Our business
strategy is focused on finding and producing the resources to help meet
the worlds growing demand for energy, and doing so in a responsible
way. This includes researching and developing projects to reduce carbon
dioxide emissions and ensuring that the operations at individual Shell
facilities meet the highest environmental standards. The Boards Social
Responsibility Committee has a very direct role in overseeing the
companys approach to these issues and makes regular visits to Shell
locations to see how environmental and social challenges are being met.
I see the Boards role as providing both support and challenge to the
Chief Executive and his team in their work; and ensuring that Shell
continues to provide shareholders with the returns they expect. I
believe that the structures put in place since our 2005 unification
provide an effective framework for the Board to fulfil that role. I
would like to pay a particular tribute to my predecessor as Chairman,
Aad Jacobs, for his role in seeing the company through a challenging
period.
Across Shell I have met dedicated and committed people working in a
productive corporate culture with very strong values. I have been
particularly impressed with the way they are responding to the pace
of change in the energy industry; how they are delivering strong
results; and how they are putting in place plans to secure the
future growth of Shells business.
As Shell marks its centenary year, I hope shareholders share my
excitement at being part of a business that is successfully playing
its part in meeting the worlds energy needs.
Jorma Ollila
Chairman
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Shell performed well in 2006. Our financial position is strong
and we posted record income of $26.3 billion, returning $16.3 billion
to shareholders. We built on our achievements of 2005 by focusing on
delivery and growth, laying solid foundations for our future.
Our strategy of more upstream, profitable downstream is on track. We
made good progress in rejuvenating our diverse portfolio. Our
upstream exploration efforts are paying off. We invested large stakes
in major integrated long-life projects that will generate cash for
decades to come. Downstream, we added to our growth portfolio,
especially in China.
The
security situation in Nigeria which has shut significant
production in the Delta region remains a serious concern and we do
not know when production will resume. Our deep water projects in
Nigeria really delivered in 2006, partially offsetting lost production
onshore. In Sakhalin, we cleared the way forward by agreeing to partner
with Gazprom on what is the worlds largest integrated oil and gas
project under construction.
Our Exploration & Production business performed well. Earnings were up
7% from 2005 at $15.2 billion. We added approximately 2 billion barrels
of oil equivalent to our proved oil and gas reserves and proven mining
reserves. The bid for the minority shares in Shell Canada and expansion
of the Athabasca Oil Sands Project reaffirm our commitment to
maintaining a leading position in unconventional oil.
Our Gas & Power division delivered particularly strong earnings growth
of 68% at $2.7 billion. We are proceeding with construction of the Pearl Gas to Liquids
(GTL) plant in Qatar, the largest such plant in the world. Sales of
liquefied natural gas (LNG) grew 14%, strengthening our leading position
in the LNG markets of North America, Asia Pacific and Europe.
Downstream we are investing in major manufacturing projects,
particularly in Asia. The expansion of our petrochemicals complex in
Singapore and a successful start-up of the Nanhai complex in China
strengthen our position in Asias dynamic markets. We acquired a 75%
interest in Chinas leading lubricants manufacturer and marketer, making
Shell the leading lubricants company in China. Plans to expand our Port
Arthur facilities would create the largest refinery in the USA.
As we operate in ever more demanding environments, safety becomes a
bigger challenge. We continue to place great emphasis on training to
support safetys role as a key component of operational excellence.
Our safety performance in 2006 was mixed, however, with an increase in
fatalities. We have responded by reinforcing our safety focus through
a dedicated global safety function that will improve compliance with
standards and procedures worldwide.
We remain committed to developing one substantial business in
alternative energy. We launched our first offshore wind farm in the
North Sea off the Netherlands. We continue to make progress on
projects in hydrogen, advanced solar technology and second-generation
biofuels.
I am convinced that technology is key to delivering our business
strategy and the complex projects of the future. In 2006 we appointed a
Chief Technology Officer to head our technology drive with seven Chief
Scientists and thousands of technical staff at our worldwide technology
centres, including our new one in Bangalore, India. We also published
Shells first Technology Report.
Technology is central to managing carbon dioxide
(CO2) emissions. Within Shell we are pursuing a range of
activities to address the challenge of CO2, including
improving efficiency, reducing flaring and exploring opportunities for CO2 capture and storage.
None of this would be possible without the efforts of our
people, who I would like to thank. Our strong performance in 2006
prepares us well for the increasingly fierce competition in the
energy industry and confirms our ability to deliver results to
both shareholders and our partners. In 2007 we will strive to
maintain our momentum by continuing to focus on delivery and
growth.
Jeroen van der Veer
Chief Executive
Our strong performance in 2006
confirms
our ability to deliver
results. This is the basis
for our
growth.
Unification of Royal Dutch and Shell Transport
In 2005, Royal Dutch Shell plc (Royal Dutch
Shell) became the single parent company of Royal
Dutch Petroleum Company (Royal Dutch) and of
The Shell Transport and Trading Company, p.l.c.
(Shell Transport) the two former public parent
companies of the Group (the Unification).
Immediately after the Unification each former
Royal Dutch and Shell Transport shareholder who
participated in the Unification held the same
economic interest in Royal Dutch Shell as the
shareholder held in the Group immediately prior
to implementation of the Unification.
Accordingly, the Unification has been accounted
for using a carry-over basis of the historical
costs of the assets and liabilities of Royal
Dutch, Shell Transport and the other companies
comprising the Group.
4 Royal Dutch Shell plc
Selected financial data
The selected financial data set out below is
derived, in part, from the Consolidated
Financial Statements. The selected data should
be read in conjunction with the Consolidated
Financial Statements and related Notes, as well
as the Operating and Financial Review in this
Report.
The Consolidated Financial Statements have been
prepared in accordance with International
Financial Reporting Standards (IFRS), which
differ in certain respects from US GAAP. For a
summary of the material differences between IFRS
and US GAAP, see Note 38 to the Consolidated
Financial Statements.
Except as otherwise stated, all selected
financial data are prepared in accordance with
IFRS.
|
|
|
|
|
|
|
|
|
|
|
|
|
CONSOLIDATED STATEMENT OF INCOME DATA[A] |
|
|
$ million |
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
Revenue |
|
|
318,845 |
|
|
|
306,731 |
|
|
|
266,386 |
|
Income from continuing operations |
|
|
26,311 |
|
|
|
26,568 |
|
|
|
19,491 |
|
Income/(loss) from discontinued operations |
|
|
|
|
|
|
(307 |
) |
|
|
(234 |
) |
|
Income for the period |
|
|
26,311 |
|
|
|
26,261 |
|
|
|
19,257 |
|
|
Income attributable to minority interest |
|
|
869 |
|
|
|
950 |
|
|
|
717 |
|
|
Income attributable to shareholders of
Royal Dutch Shell plc |
|
|
25,442 |
|
|
|
25,311 |
|
|
|
18,540 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EARNINGS PER SHARE |
|
|
|
|
|
|
|
|
|
|
$ |
|
Basic earnings per 0.07 ordinary share |
|
|
3.97 |
|
|
|
3.79 |
|
|
|
2.74 |
|
from continuing operations |
|
|
3.97 |
|
|
|
3.84 |
|
|
|
2.77 |
|
from discontinued operations |
|
|
|
|
|
|
(0.05 |
) |
|
|
(0.03 |
) |
Diluted earnings per 0.07 ordinary share |
|
|
3.95 |
|
|
|
3.78 |
|
|
|
2.74 |
|
from continuing operations |
|
|
3.95 |
|
|
|
3.83 |
|
|
|
2.77 |
|
from discontinued operations |
|
|
|
|
|
|
(0.05 |
) |
|
|
(0.03 |
) |
|
|
|
[A] |
|
Prior to 2004, financial statements prepared in accordance with IFRS are not
available. Going forward, additional years will be presented until the usual five years of
data is provided. |
|
|
|
|
|
|
|
|
|
|
|
|
|
CONSOLIDATED BALANCE SHEET DATA |
|
$ million |
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
Total assets |
|
|
235,276 |
|
|
|
219,516 |
|
|
|
187,446 |
|
Share capital |
|
|
545 |
|
|
|
571 |
|
|
|
604 |
|
Equity attributable to shareholders of
Royal Dutch Shell plc |
|
|
105,726 |
|
|
|
90,924 |
|
|
|
86,070 |
|
Minority interest |
|
|
9,219 |
|
|
|
7,000 |
|
|
|
5,313 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CAPITAL INVESTMENT |
|
$ million |
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
Capital expenditure[A]: |
|
|
|
|
|
|
|
|
|
|
|
|
Exploration & Production |
|
|
16,638 |
|
|
|
10,858 |
|
|
|
8,699 |
|
Gas & Power |
|
|
1,977 |
|
|
|
1,568 |
|
|
|
1,357 |
|
Oil Products |
|
|
3,363 |
|
|
|
2,810 |
|
|
|
2,761 |
|
Chemicals |
|
|
821 |
|
|
|
387 |
|
|
|
529 |
|
Other industry segments and Corporate |
|
|
297 |
|
|
|
293 |
|
|
|
220 |
|
|
|
|
|
23,096 |
|
|
|
15,916 |
|
|
|
13,566 |
|
Exploration expenses (excluding depreciation
and release of currency translation differences) |
|
|
949 |
|
|
|
815 |
|
|
|
651 |
|
New equity in equity accounted investments |
|
|
598 |
|
|
|
390 |
|
|
|
681 |
|
New loans to equity accounted investments |
|
|
253 |
|
|
|
315 |
|
|
|
377 |
|
|
Total capital investment* |
|
|
24,896 |
|
|
|
17,436 |
|
|
|
15,275 |
|
|
*comprising |
|
|
|
|
|
|
|
|
|
|
|
|
Exploration & Production |
|
|
17,944 |
|
|
|
12,046 |
|
|
|
9,708 |
|
Gas & Power |
|
|
2,200 |
|
|
|
1,602 |
|
|
|
1,633 |
|
Oil Products |
|
|
3,457 |
|
|
|
2,844 |
|
|
|
2,823 |
|
Chemicals |
|
|
877 |
|
|
|
599 |
|
|
|
868 |
|
Other industry segments and Corporate |
|
|
418 |
|
|
|
345 |
|
|
|
243 |
|
|
|
|
|
24,896 |
|
|
|
17,436 |
|
|
|
15,275 |
|
|
[A] |
|
The difference between capital expenditure in this table and capital expenditure
in the adjacent table (other consolidated data) relates to non-cash effects from new
finance leases, the acquisition of assets with non-cash consideration and the pre-funding
of working capital within jointly controlled assets. |
|
|
|
|
|
|
|
|
|
|
|
|
|
OTHER CONSOLIDATED DATA |
|
$ million |
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
Cash flow provided by operating activities |
|
|
31,696 |
|
|
|
30,113 |
|
|
|
26,537 |
|
Capital expenditure |
|
|
22,922 |
|
|
|
15,904 |
|
|
|
13,566 |
|
Cash flow used in investing activities |
|
|
20,861 |
|
|
|
8,761 |
|
|
|
5,964 |
|
Dividends paid |
|
|
8,431 |
|
|
|
10,849 |
|
|
|
7,655 |
|
Cash flow used in financing activities |
|
|
13,741 |
|
|
|
18,573 |
|
|
|
13,592 |
|
Increase/(decrease) in cash and
cash equivalents |
|
|
(2,728 |
) |
|
|
2,529 |
|
|
|
7,094 |
|
|
Income by industry segment |
|
|
|
|
|
|
|
|
|
|
|
|
Exploration & Production |
|
|
15,195 |
|
|
|
14,238 |
|
|
|
9,823 |
|
Gas & Power |
|
|
2,650 |
|
|
|
1,573 |
|
|
|
1,815 |
|
Oil Products |
|
|
7,125 |
|
|
|
9,982 |
|
|
|
7,597 |
|
Chemicals |
|
|
1,064 |
|
|
|
991 |
|
|
|
1,148 |
|
Other industry segments and Corporate |
|
|
277 |
|
|
|
(523 |
) |
|
|
(1,126 |
) |
Minority interest |
|
|
(869 |
) |
|
|
(950 |
) |
|
|
(717 |
) |
|
|
|
|
25,442 |
|
|
|
25,311 |
|
|
|
18,540 |
|
|
Gearing ratio[A] |
|
|
14.8 |
% |
|
|
13.6 |
% |
|
|
17.5 |
% |
|
Dividends declared /share |
|
|
1.00 |
|
|
|
0.92 |
[B] |
|
|
0.86 |
[C] |
Dividends equivalent $/share |
|
|
1.27 |
|
|
|
1.13 |
[B] |
|
|
1.07 |
[C] |
[A] |
|
See Note 19D to Consolidated Financial Statements on page 130. |
[B] |
|
See Note 13 to the Parent Company Financial Statements on page 202. |
[C] |
|
Comprises Royal Dutch interim dividend of 0.75 made payable in September 2004 and
a second interim dividend of 1.04 made payable in March 2005 as well as a Shell Transport
interim dividend of 6.25 pence and a second interim dividend of 10.7 pence that are used
to calculate the equivalent dividend on a Royal Dutch Shell basis. |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
QUARTERLY INCOME DATA (unaudited)
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2005 |
|
|
|
Quarter 1 |
|
|
Quarter 2 |
|
|
Quarter 3 |
|
|
Quarter 4 |
|
|
Year |
|
|
Quarter 1 |
|
|
Quarter 2 |
|
|
Quarter 3 |
|
|
Quarter 4 |
|
|
Year |
|
Revenue |
|
|
75,964 |
|
|
|
83,127 |
|
|
|
84,254 |
|
|
|
75,500 |
|
|
|
318,845 |
|
|
|
72,156 |
|
|
|
82,644 |
|
|
|
76,435 |
|
|
|
75,496 |
|
|
|
306,731 |
|
Cost of sales |
|
|
61,922 |
|
|
|
67,838 |
|
|
|
70,383 |
|
|
|
62,846 |
|
|
|
262,989 |
|
|
|
58,565 |
|
|
|
69,464 |
|
|
|
60,704 |
|
|
|
63,889 |
|
|
|
252,622 |
|
|
Gross profit |
|
|
14,042 |
|
|
|
15,289 |
|
|
|
13,871 |
|
|
|
12,654 |
|
|
|
55,856 |
|
|
|
13,591 |
|
|
|
13,180 |
|
|
|
15,731 |
|
|
|
11,607 |
|
|
|
54,109 |
|
|
Selling, distribution and administrative
expenses |
|
|
3,413 |
|
|
|
4,429 |
|
|
|
4,126 |
|
|
|
4,648 |
|
|
|
16,616 |
|
|
|
3,539 |
|
|
|
3,917 |
|
|
|
3,763 |
|
|
|
4,263 |
|
|
|
15,482 |
|
Exploration |
|
|
281 |
|
|
|
250 |
|
|
|
401 |
|
|
|
630 |
|
|
|
1,562 |
|
|
|
261 |
|
|
|
248 |
|
|
|
275 |
|
|
|
502 |
|
|
|
1,286 |
|
Share of profit of equity accounted investments |
|
|
1,823 |
|
|
|
1,829 |
|
|
|
1,358 |
|
|
|
1,661 |
|
|
|
6,671 |
|
|
|
1,573 |
|
|
|
1,080 |
|
|
|
3,081 |
|
|
|
1,389 |
|
|
|
7,123 |
|
Interest and other income |
|
|
441 |
|
|
|
228 |
|
|
|
346 |
|
|
|
413 |
|
|
|
1,428 |
|
|
|
198 |
|
|
|
247 |
|
|
|
521 |
|
|
|
205 |
|
|
|
1,171 |
|
Interest expense |
|
|
286 |
|
|
|
275 |
|
|
|
286 |
|
|
|
302 |
|
|
|
1,149 |
|
|
|
268 |
|
|
|
286 |
|
|
|
253 |
|
|
|
261 |
|
|
|
1,068 |
|
|
Income before taxation |
|
|
12,326 |
|
|
|
12,392 |
|
|
|
10,762 |
|
|
|
9,148 |
|
|
|
44,628 |
|
|
|
11,294 |
|
|
|
10,056 |
|
|
|
15,042 |
|
|
|
8,175 |
|
|
|
44,567 |
|
Taxation |
|
|
5,310 |
|
|
|
4,865 |
|
|
|
4,507 |
|
|
|
3,635 |
|
|
|
18,317 |
|
|
|
4,274 |
|
|
|
4,595 |
|
|
|
5,558 |
|
|
|
3,572 |
|
|
|
17,999 |
|
|
Income from continuing operations |
|
|
7,016 |
|
|
|
7,527 |
|
|
|
6,255 |
|
|
|
5,513 |
|
|
|
26,311 |
|
|
|
7,020 |
|
|
|
5,461 |
|
|
|
9,484 |
|
|
|
4,603 |
|
|
|
26,568 |
|
Income/(loss) from discontinued operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(214 |
) |
|
|
|
|
|
|
(93 |
) |
|
|
|
|
|
|
(307 |
) |
|
Income for the period |
|
|
7,016 |
|
|
|
7,527 |
|
|
|
6,255 |
|
|
|
5,513 |
|
|
|
26,311 |
|
|
|
6,806 |
|
|
|
5,461 |
|
|
|
9,391 |
|
|
|
4,603 |
|
|
|
26,261 |
|
|
Income attributable to minority interest |
|
|
123 |
|
|
|
203 |
|
|
|
313 |
|
|
|
230 |
|
|
|
869 |
|
|
|
131 |
|
|
|
225 |
|
|
|
359 |
|
|
|
235 |
|
|
|
950 |
|
|
Income attributable to shareholders |
|
|
6,893 |
|
|
|
7,324 |
|
|
|
5,942 |
|
|
|
5,283 |
|
|
|
25,442 |
|
|
|
6,675 |
|
|
|
5,236 |
|
|
|
9,032 |
|
|
|
4,368 |
|
|
|
25,311 |
|
|
Royal
Dutch Shell plc 5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CONSOLIDATED STATEMENT OF INCOME DATA (US GAAP)
|
$ million |
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
2003 |
|
|
2002 |
|
Revenue |
|
|
312,323 |
|
|
|
300,565 |
|
|
|
260,229 |
|
|
|
195,236 |
|
|
|
160,797 |
|
Income attributable to minority interest |
|
|
883 |
|
|
|
1,010 |
|
|
|
626 |
|
|
|
353 |
|
|
|
174 |
|
Income from continuing operations |
|
|
24,692 |
|
|
|
24,443 |
|
|
|
16,440 |
|
|
|
12,055 |
|
|
|
9,549 |
|
Income/(loss) from discontinued operations |
|
|
105 |
|
|
|
691 |
|
|
|
1,742 |
|
|
|
12 |
|
|
|
122 |
|
Cumulative effect of a change in accounting principle, net of tax |
|
|
|
|
|
|
554 |
|
|
|
|
|
|
|
255 |
|
|
|
|
|
|
Income attributable to shareholders of Royal Dutch Shell plc |
|
|
24,797 |
|
|
|
25,688 |
|
|
|
18,182 |
|
|
|
12,322 |
|
|
|
9,671 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EARNINGS PER SHARE (US GAAP)
|
|
|
|
|
|
|
|
|
$ |
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
2003 |
|
|
2002 |
|
Basic
earnings per €0.07 ordinary share [A][B] |
|
|
3.87 |
|
|
|
3.84 |
|
|
|
2.69 |
|
|
|
1.81 |
|
|
|
1.41 |
|
from continuing operations |
|
|
3.85 |
|
|
|
3.66 |
|
|
|
2.43 |
|
|
|
1.77 |
|
|
|
1.39 |
|
from discontinued operations |
|
|
0.02 |
|
|
|
0.10 |
|
|
|
0.26 |
|
|
|
|
|
|
|
0.02 |
|
cumulative effect of a change in accounting principle, net of tax |
|
|
|
|
|
|
0.08 |
|
|
|
|
|
|
|
0.04 |
|
|
|
|
|
Diluted earnings per €0.07 ordinary share [A][B] |
|
|
3.85 |
|
|
|
3.83 |
|
|
|
2.69 |
|
|
|
1.81 |
|
|
|
1.41 |
|
from continuing operations |
|
|
3.83 |
|
|
|
3.65 |
|
|
|
2.43 |
|
|
|
1.77 |
|
|
|
1.39 |
|
from discontinued operations |
|
|
0.02 |
|
|
|
0.10 |
|
|
|
0.26 |
|
|
|
|
|
|
|
0.02 |
|
cumulative effect of a change in accounting principle, net of tax |
|
|
|
|
|
|
0.08 |
|
|
|
|
|
|
|
0.04 |
|
|
|
|
|
[A] |
|
Earnings per Royal Dutch Shell Class A ordinary and Class B ordinary shares are
identical. The historical earnings per share following the Unification have been accounted
for on a carry-over basis using the aggregate weighted average outstanding shares of the
constituent businesses adjusted to the equivalent shares of Royal Dutch Shell for all
periods presented. |
[B] |
|
The basic earnings per share amounts shown relate to income attributable to
shareholders of Royal Dutch Shell. The 2006 calculation uses a weighted-average number of
shares of 6,413,384,207 (2005: 6,674,179,767; 2004: 6,770,458,950; 2003: 6,811,314,175;
2002: 6,876,188,213). For the purpose of the calculation, shares repurchased under the
buyback programme are deemed to have been cancelled on purchase date. The diluted earnings
per share are based on the same income figures. For this calculation, the following
weighted-average number of shares are used.
2006: 6,439,977,316; 2005: 6,694,427,705; 2004: 6,776,396,429; 2003: 6,813,444,740; 2002:
6,878,412,716. The difference between the basic and diluted number of shares relates to
share-based compensation plans. |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CONSOLIDATED BALANCE SHEET DATA (US GAAP)
|
|
|
|
|
|
|
|
$ million |
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
2003 |
|
|
2002 |
|
Total assets |
|
|
240,085 |
|
|
|
223,646 |
|
|
|
193,625 |
|
|
|
169,766 |
|
|
|
153,320 |
|
Equity attributable to shareholders of Royal Dutch Shell plc |
|
|
108,018 |
|
|
|
94,103 |
|
|
|
90,545 |
|
|
|
78,251 |
|
|
|
66,195 |
|
Minority interest |
|
|
9,197 |
|
|
|
7,006 |
|
|
|
5,309 |
|
|
|
3,415 |
|
|
|
3,568 |
|
|
|
|
|
|
|
|
|
|
CAPITALISATION TABLE (US GAAP)
|
$ million |
|
|
|
Dec 31, 2006 |
|
|
Dec 31, 2005 |
|
|
Total equity |
|
|
108,018 |
|
|
|
94,103 |
|
|
Short-term debt |
|
|
6,017 |
|
|
|
5,328 |
|
Long-term debt [A] |
|
|
6,880 |
|
|
|
4,589 |
|
|
Total debt [B] |
|
|
12,897 |
|
|
|
9,917 |
|
|
Total capitalisation |
|
|
120,915 |
|
|
|
104,020 |
|
[A] |
|
Long-term debt excludes $2.7 billion of certain tolling commitments (2005: $2.8
billion). |
[B] |
|
As of December 31, 2006, the Shell Group had outstanding guarantees of $2.8
billion (2005: $2.8 billion), of which $2.0 billion (2005: $1.7 billion) related to
project financing. |
6 Royal Dutch Shell plc
The following table sets forth the consolidated unaudited Ratio of Earnings to Fixed Charges
of Royal Dutch Shell on an IFRS basis for the years ended December 31, 2004, 2005 and 2006 and on a
US GAAP basis for the years ended December 31, 2002, 2003, 2004, 2005 and 2006.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RATIO OF EARNINGS TO FIXED CHARGES (IFRS and US GAAP) |
|
|
% |
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
2003 |
|
|
2002 |
|
Ratio of Earnings to Fixed Charges (IFRS) |
|
|
19.99 |
|
|
|
23.33 |
|
|
|
19.17 |
|
|
|
|
|
|
|
|
|
Ratio of
Earnings to Fixed Charges (US GAAP) |
|
|
23.31 |
|
|
|
26.84 |
|
|
|
17.13 |
|
|
|
15.67 |
|
|
|
11.69 |
|
For the purposes of this table, earnings consists of pre-tax income from continuing
operations before adjustment for minority interest and Group share of profit of equity accounted
investments plus fixed charges (excluding capitalised interest) less undistributed earnings of
equity accounted investments, plus distributed income from equity accounted investments. Fixed
charges consists of expensed and capitalised interest plus interest within rental expenses (for
operating leases) plus preference security dividend requirements of consolidated subsidiaries.
Please
refer to Exhibit 7.1 for details concerning the calculation of the Ratio of Earnings to Fixed
Charges.
Royal Dutch Shell plc 7
Operating and Financial Review
The Operating and Financial Review (OFR) provides a
business, market and strategic overview of the operations and
financial situation of the Group, as seen by management. It
describes the activities, properties and performance and also
discusses the risks and environmental and social challenges
facing the Group.
The
OFR set out on pages 9 to 69 fulfils the requirements of
the Business Review, which forms part of the Report of the
Directors set out on pages 71 to 77 of this Report.
The Nanhai petrochemicals complex
in southern China
Royal Dutch Shell plc 9
OPERATING AND FINANCIAL REVIEW
Royal Dutch Shell consists of the upstream businesses of
Exploration & Production and Gas & Power and the
downstream businesses of Oil Products and Chemicals. We
also have interests in alternative energy sources
including Renewables and Hydrogen.
We are active in more than 130 countries and territories
worldwide. We are exploring for oil and gas in
well-established regions such as the Gulf of Mexico and
in frontier territories such as the Beaufort Sea. Key
producing areas today are the USA, Europe and our
operations in Africa and the Middle East. New supplies
are being brought onstream from major projects in
challenging frontier environments such as Sakhalin and
Athabasca. We are a world leader in liquefied natural
gas (LNG) and are pioneering new uses of gas including
Gas to Liquids (GTL). We have a diverse and well
balanced downstream portfolio and are one of the worlds
largest distributors of biofuels.
10 Royal Dutch Shell plc
ROYAL DUTCH SHELL STRATEGY
A key challenge facing the global oil and gas
industry is to find and develop sufficient resources to
help meet growing world demand for energy. Over time and
across the commodity cycle the Group has achieved higher
earnings and returns on investment in the upstream
compared with its other businesses and sees significant
growth potential for oil and natural gas. Our upstream
business will therefore be the focus for future growth.
In the downstream the emphasis will be on sustained cash
generation and on continuing to reshape our portfolio
with a focus on the growing markets of Asia Pacific.
Our strategy of more upstream and profitable downstream
will reinforce our position as a leader in the industry
and provide investors with a competitive and sustained
total shareholder return. We plan net capital spending
[A] of $22 to $23 billion in 2007, of which
around 80% will be invested in upstream projects. This
investment will help create an upstream portfolio of
assets that will have long, productive lives. These
investments will be in both conventional and
unconventional hydrocarbon projects. Our capital
programme will also maintain and enhance our
competitive position in the downstream by improving the
quality, integrity and competitiveness of our refinery
portfolio and by developing our presence in growth
markets.
Meeting growing world demand for energy in ways that
minimise the impact on the environment is a major
challenge for the global energy industry. We are pursuing
a range of potential opportunities to develop businesses
based on alternative energies. We also recognise the
importance of CO2 management to
our business and the opportunities it
represents. We are playing a key role in developing responsible ways to manage carbon dioxide. These include
CO2 sequestration projects, energy efficiency and investment in
CO2 mitigation technology.
A commitment to technology and innovation continues to
be at the heart of our business strategy. We believe our
technological expertise will be a key factor in the
growth of our business as energy projects become more
complex and more technically demanding. The Groups core
strengths include the development and application of
technology, and the financial and project management
skills that allow us to undertake large oil and gas
projects. We also benefit from having a diverse
international business portfolio and customer-focused
businesses built around the strength of the Shell brand.
Our ability to manage large and challenging projects in
conventional and unconventional oil and gas; to find ways of managing CO2 emissions; and
to provide alternative energy solutions means we are
well placed to be preferred partners for governments
and other resource holders, now and in the future.
MARKET OVERVIEW
The global economy expanded by a robust 5.4% in
2006, up from 4.8% in 2005, supported by strong activity
in China, India and Russia. While growth in the USA also
entered the year on a firm note, the economy slowed in
the course of the year. In contrast, growth in key
developing countries strengthened and surpassed
expectations by the years end.
In the USA, the key development was the sharp slowdown
in the housing sector in the second half of the year.
However, consumer spending and business investment
remained firm and underpinned growth. Employment and
consumer confidence was relatively immune to the
downturn in housing, while business investment was
supported by high corporate profit. For 2007, the
housing downturn is likely to continue to weigh on the
economy, but growth is expected to pick up as the drag
from housing diminishes, according to the Federal
Reserve Bank.
|
|
|
[A] |
|
Net capital spending represents the expected capital expenditure after including cash received from divestments as well as cash utilised in relation to acquisitions. |
The European economy strengthened significantly
in 2006: what was initially an export led recovery
became increasingly driven by domestic demand. Business
investment was particularly robust, buoyed by high
corporate profits and looking ahead, the European
economy is set to grow solidly according to the
European Central Bank.
In contrast to the European economy, the Japanese economy
hit an unexpected soft patch in 2006 as consumer spending
waned. Nevertheless, exports and business investment
remained strong and this points to a stronger 2007,
particularly if employment and wages remain firm.
China and India saw particularly robust growth in 2006.
In China, business investments and exports were the
drivers of growth while in India it was domestic demand
and the services sector. For 2007, growth in these two
countries is expected to ease back from their recent
heights, but to continue apace.
While global growth is likely to slow towards its
longer-term trend rate in 2007, risks to the outlook are
evenly balanced on the upside and downside, in contrast
to 2006 when risks were slanted towards downside by the
impending turn in the US cycle. The main downside risk
remains the potential for a wider slowdown in the US
domestic demand. The main upside potential is in Europe
and in the major developing countries. Both have scope
for above trend growth, as they showed in 2006.
OIL AND NATURAL GAS PRICES
Brent crude oil prices averaged $65.10 per barrel
in 2006 compared with $54.55 in 2005, while West Texas
Intermediate (WTI) averaged $66.04 per barrel compared
with $56.60 a year earlier. Oil prices increased in 2006
due to a combination of strong world economic growth,
supply disruptions in countries including Nigeria and
Alaska, geopolitical tensions in the Middle East, and
limited OPEC spare production capacity. Prices started
the year with Brent and WTI at $58 and $61 a barrel
respectively, reaching highs of just under $79 per barrel
for Brent and $77 per barrel WTI in early August before
declining to around $56 per barrel for Brent and $57 per
barrel WTI in October due to rising oil stocks in the
USA. Prices recovered marginally in late fourth quarter
on OPECs decision to curtail supply, but were tempered
again by a mild winter in the northern hemisphere. Brent
and WTI crude oil prices ended 2006 at $59 and $61 per
barrel respectively.
We expect oil prices, on balance, to remain robust in
2007 with ongoing geopolitical tensions, but in the
absence of major supply disruptions may trend lower
than in 2006 against the prospect of potentially slower
economic growth, stronger non-OPEC supply growth and
higher OPEC spare capacity levels. In the medium to
longer term, the Group anticipates prices to moderate
from present levels, as both supply and demand are
expected to respond to a higher price environment and
OPEC spare capacity is being rebuilt.
Henry Hub gas prices in the USA averaged $6.76 per
million British thermal units (Btu) in 2006 compared
with $8.80 in 2005. Prices moderated as far down as
$4.00 per million Btu in early October, due to high
inventory levels caused by a relatively warm winter and
the absence of weather related supply disruptions during
the hurricane season, before recovering to $8.3 per
million Btu by the end of November with the onset of the
winter season. Henry Hub closed at $5.48 per million Btu
at year-end.
Henry Hub prices are expected to remain at present
levels in 2007, supported by anticipated modest demand
growth, mainly in the electricity generation sector, and
balanced by modest growth in domestic supply and LNG
imports.
The drivers of natural gas prices are more regionalised
than the relatively global nature of crude oil pricing.
While the Henry Hub price is a recognised price benchmark
in North America, the Group also produces and sells
natural gas in other areas that have significantly
different supply, demand, and regulatory circumstances
and therefore pricing structures. Natural gas prices in
continental Europe and Asia Pacific are predominantly
indexed to oil prices. In Europe prices have risen
reflecting higher oil prices and strong demand. In the UK
prices at the National Balancing Point averaged $41.93
pence/therm compared with $40.61 pence/therm in 2005.
OIL AND NATURAL GAS PRICES FOR INVESTMENT EVALUATION
The range of possible future crude oil and natural
gas prices to be used in project and portfolio
evaluations within the Group are determined after
assessment of short, medium and long-term price drivers
under different sets of assumptions. Historical analysis,
trends and statistical volatility are part of this
assessment, as well as analysis of global and regional
economic conditions, geopolitics, OPEC actions, cost of
future supply and the balance of supply and demand.
Sensitivity analyses are used to test the impact of low
price drivers like economic weakness and high investment
levels in new production, and high price drivers like
strong economic growth and low investment levels in new
production. Short-term events, such as relatively warm
winters or cool summers, weather and (geo)political
related supply disruptions and the resulting effects on
demand and inventory levels, contribute to price
volatility.
During 2006, the Group used a grid based on low, medium
and high oil and gas prices to test the economic
performance of long-term projects at different prices or
margin levels. The prices utilised were significantly
lower than the average market industry prices for 2006.
As part of normal business practice, the range of prices
used for this purpose continues to be under review and
may change.
DOWNSTREAM MARKET TRENDS
Refining margins remained well supported in 2006,
with robust product demand and constraints on supply due
to unusually intense industry refinery turnaround
activity on the US Gulf Coast following the extensive
hurricane-related damages in 2005. In the absence of any
major disruptions, refining margins are expected to
trend lower in 2007 than 2006 with new conversion
capacities coming on-stream and the prospect for
potentially slower global economic growth. However, the
eventual levels are uncertain and will be strongly
influenced by the pace of global economic growth, the
effect of persistently high oil prices on product demand
and start-up timing of expected refinery expansions.
The demand for petrochemicals in 2007 is expected to
increase in line with the growth in the global economy,
mainly in Asia Pacific. Globally, new expected industry
capacity additions coupled with the prospect of
continued high feedstock and energy costs may limit the
opportunities for improving margins.
ACTIVITIES, INTERESTS AND PROPERTY
Our various activities are conducted in more than
130 countries and territories. The Group constitutes one
of the largest independent oil and gas enterprises in
the world (by a number of measures, including market
capitalisation, operating cash flow and oil and gas
production). Oil and gas, by far the largest of our
business activities (including the Groups Exploration &
Production, Gas & Power, and Oil Products segments),
accounted for nearly 90% of revenue in 2006. We market
oil products in more countries than any other oil
company and have a strong position not only in the major
industrialised countries but also in the developing
ones. The distinctive Shell pecten (a trademark in use
since the early part of the twentieth century) and
trademarks in which the word Shell appears support this
marketing effort
Royal Dutch Shell plc 11
OPERATING AND FINANCIAL REVIEW
throughout the world. The Group also ranks among the worlds major chemical companies (by
sales); in 2006, the Chemicals segment accounted for just over 10% of the revenue of the Group. In
downstream, we intend to continue to integrate the Oil Products and Chemicals businesses in order
to provide opportunities to achieve cost efficiencies from shared services and common manufacturing
sites, and from improved use of hydrocarbon resources on integrated sites.
A summary of revenue of the Group by business segment and by geographical region for the years
2004, 2005 and 2006 is set out below:
|
|
|
|
|
|
|
|
|
|
|
|
|
REVENUE BY BUSINESS SEGMENT (including intersegment sales) |
|
|
$ million |
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
EXPLORATION & PRODUCTION |
|
|
|
|
|
|
|
|
|
|
|
|
Third parties |
|
|
17,909 |
|
|
|
23,970 |
|
|
|
18,400 |
|
Intersegment |
|
|
37,047 |
|
|
|
21,704 |
|
|
|
18,895 |
|
|
|
|
|
54,956 |
|
|
|
45,674 |
|
|
|
37,295 |
|
|
GAS & POWER |
|
|
|
|
|
|
|
|
|
|
|
|
Third parties |
|
|
15,887 |
|
|
|
13,766 |
|
|
|
9,625 |
|
Intersegment |
|
|
1,303 |
|
|
|
1,858 |
|
|
|
1,210 |
|
|
|
|
|
17,190 |
|
|
|
15,624 |
|
|
|
10,835 |
|
|
OIL PRODUCTS |
|
|
|
|
|
|
|
|
|
|
|
|
Third parties [A] |
|
|
248,581 |
|
|
|
237,210 |
|
|
|
210,424 |
|
Intersegment |
|
|
2,728 |
|
|
|
16,643 |
|
|
|
11,924 |
|
|
|
|
|
251,309 |
|
|
|
253,853 |
|
|
|
222,348 |
|
|
CHEMICALS |
|
|
|
|
|
|
|
|
|
|
|
|
Third parties [B] |
|
|
36,306 |
|
|
|
31,018 |
|
|
|
26,877 |
|
Intersegment |
|
|
4,444 |
|
|
|
3,978 |
|
|
|
2,620 |
|
|
|
|
|
40,750 |
|
|
|
34,996 |
|
|
|
29,497 |
|
|
OTHER INDUSTRY SEGMENTS AND CORPORATE |
|
|
|
|
|
|
|
|
|
|
|
|
Third parties |
|
|
162 |
|
|
|
767 |
|
|
|
1,060 |
|
Intersegment |
|
|
|
|
|
|
|
|
|
|
10 |
|
|
|
|
|
162 |
|
|
|
767 |
|
|
|
1,070 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
REVENUE BY GEOGRAPHICAL AREA (excluding intersegment sales) |
|
|
$ million |
|
|
|
2006 |
|
|
% |
|
|
2005 |
|
|
% |
|
|
2004 |
|
|
% |
|
Europe |
|
|
136,307 |
|
|
|
42.8 |
% |
|
|
122,684 |
|
|
|
40.0 |
% |
|
|
94,206 |
|
|
|
35.4 |
% |
Other Eastern Hemisphere |
|
|
76,898 |
|
|
|
24.1 |
% |
|
|
61,388 |
|
|
|
20.0 |
% |
|
|
50,652 |
|
|
|
19.0 |
% |
USA |
|
|
80,974 |
|
|
|
25.4 |
% |
|
|
101,308 |
|
|
|
33.0 |
% |
|
|
103,429 |
|
|
|
38.8 |
% |
Other Western Hemisphere |
|
|
24,666 |
|
|
|
7.7 |
% |
|
|
21,351 |
|
|
|
7.0 |
% |
|
|
18,099 |
|
|
|
6.8 |
% |
|
|
|
|
318,845 |
|
|
|
100.0 |
% |
|
|
306,731 |
|
|
|
100.0 |
% |
|
|
266,386 |
|
|
|
100.0 |
% |
|
|
|
|
[A] |
|
The figures in this table, which include crude oil sales and non-fuel revenue, are
different from the table shown on page 46, which excludes these sales and revenues. |
|
[B] |
|
The figures in this table, which includes chemical feedstock trading, are
different from the table shown on page 50, which excludes chemical feedstock trading. |
12 Royal Dutch Shell plc
Royal Dutch Shell has a single risk based
control framework the Shell Control Framework
to identify and manage risks (see page 82).
The Groups operations and earnings are subject to
various key risks, described below, involving changing
competitive, economic, political, legal, social,
industry, business and financial conditions. Investors
should carefully consider these risks. These risks could
have a material
adverse effect on the Groups results from operations
and/or financial condition.
FLUCTUATING PRICES FOR OIL, NATURAL GAS, OIL
PRODUCTS AND CHEMICALS
Oil, natural gas, oil products and chemical
prices rise and fall for various reasons involving
supply and demand. These include natural disasters,
weather, political instability or conflicts, economic
conditions or actions by major oil-exporting
countries. Price fluctuations can test our business
assumptions, and can affect the Groups investment
decisions, operational performance and financial
position.
PROJECT DELIVERY AND THE ABILITY TO REPLACE OIL AND GAS RESERVES
The Groups future oil and gas production depends
on the success of very large projects. In developing
these projects we are faced with numerous challenges
such as uncertain geology, frontier conditions,
availability of new technology and engineering
capacity, availability of skilled resources, project
delays and potential cost overruns, as well as
technical, fiscal, regulatory and other conditions.
Such potential obstacles may impair our delivery of
these projects and, in turn, our operational
performance and financial position. Future oil and gas
production will depend on our access to new reserves
through exploration, negotiation with countries and
other owners of known reserves, and acquisitions.
Failures in exploration or in identifying and
finalising transactions to access potential reserves
could slow the Groups oil and gas production and
replacement of reserves. This could weaken the Groups
future operational performance and financial position.
COMPETITION
The Group faces competition within the energy
industry and from other industries for land and
reserves, developing innovative products and solutions,
and developing and applying new technology. Failure to
clearly understand or effectively respond to competition
could affect our financial position. Furthermore, Shell
is increasingly in competition with state run oil
companies with access to significant resources.
LOSS OF BUSINESS REPUTATION
The Shell brand is one of the worlds leading
energy brands. We have a strong corporate reputation,
which is important to maintaining our licence to
operate. The Shell General Business Principles govern
how the Group and our individual companies conduct our
affairs. The Shell Code of Conduct describes how the
Business Principles apply to individual employees of
Shell. Failure real or perceived to follow these
principles could harm our reputation, which could reduce
our licence to operate, damage our brand and affect our
operational performance and financial position.
IMPACT OF CLIMATE CHANGE
Concerns over climate change and any resulting
challenges from society and governments could lead to
project delays and compliance risks for existing
assets. As such, delivery of future projects may be at
risk. There is also a compliance risk if existing
facilities cannot show that they are managing emissions
in line with changing laws and regulations. These
risks, if realised, could affect the Groups
operational performance and financial position.
HEALTH, SAFETY, SECURITY AND ENVIRONMENT
Given the range and complexity of the daily
operations undertaken by the Group, the potential HSSE
risks faced cover a wide spectrum. These risks include
major process safety incidents, failure to comply with
approved policies, effects of natural disasters and
pandemics, social unrest, civil war and terrorism,
exposure to general operational hazards, personal health
and safety and crime. The consequences of such risk
events can be injuries, loss of life, environmental harm
and disruption to business activities and can affect the
Groups reputation, operational performance and
financial position.
POLITICALLY SENSITIVE OR UNSTABLE COUNTRIES
Developments in politics, laws and regulations can
affect the Groups operations and earnings. These include
forced divestment of assets, limits on production,
imports and exports, international conflicts, including
war, civil unrest and local security concerns that
threaten the safe operation of company facilities, price
controls, tax increases and other retroactive tax claims,
expropriation of property, cancellation of contract
rights, and environmental regulations. It is difficult to
predict the timing or severity of these occurrences or
their effect upon the Group and when such risks
materialise they could affect our employees, reputation,
operational performance and financial positions of the
Group and Group companies located in the country
concerned.
PARTNERS AND VENTURES
Many of our major projects and operations are
conducted with partners or in joint ventures. Our
investment with partners and in joint ventures decreases
our ability to manage risks and costs. As a result, the
Group could have limited influence over and control of
the operations, behaviours and performance of these
operations with whom the Group is engaged in business.
This could affect the Groups operational performance and
financial position.
INFORMATION TECHNOLOGY (IT)
Growing standardisation, more reliance on global
systems, relocation of information technology services
and increased regulations lead to a risk that the Groups
IT systems may fail to deliver products, services and
solutions in a compliant, secure and efficient manner.
This could affect the Groups operational performance and
financial position.
TECHNOLOGY AND INNOVATION
Technology and innovation are essential to the
delivery of the Groups strategy. If the Group does not
develop or does not have access to the right technology,
it may affect delivery of the strategy and affect the
Groups operational performance and financial position.
RESOURCING CHALLENGES
Skilled employees are essential to the successful
delivery of the Group strategy. Top quality talent is a
scarce resource and we sometimes experience recruitment
shortfalls. Such shortfalls could affect the Groups
operational performance and financial position.
CHANGES IN LEGISLATION AND FISCAL AND REGULATORY POLICIES
Changes in legislation, taxation (tax rate or
policy), regulation and to policies on renationalisation
and the seizure of property all pose a risk to our
operations and can affect the operational performance
and financial position of the Group or Group companies
concerned. In the upstream these matters affect land
tenure, entitlement to produced hydrocarbons, production
rates, royalties, pricing, environmental protection,
social impact, exports, taxes and foreign exchange.
CURRENCY FLUCTUATIONS AND EXCHANGE CONTROLS
As a global group, changes in currency values
and exchange controls could affect our operational
performance and financial position.
Royal Dutch Shell plc 13
OPERATING AND FINANCIAL REVIEW
ECONOMIC AND FINANCIAL MARKET CONDITIONS
Group companies are subject to differing economic
and financial market conditions throughout the world.
Political or economic instability pose a risk to such
markets. If such a risk materialises it could affect the
operational performance and financial position of the
Group companies operating in the country or region
concerned.
ESTIMATION OF RESERVES
The estimation of oil and gas reserves involves
subjective judgements and determinations based on
available geological, technical, contractual and economic
information. It is not an exact calculation. It may
change because of new information from production or
drilling activities or changes in economic factors. It
may also alter because of acquisitions and dispositions,
new discoveries and extensions of existing fields, as
well as the application of improved recovery techniques.
Published reserves estimates may also be subject to
correction in the application of published rules and
guidance.
LIMITATIONS ON SHAREHOLDER REMEDIES
Our Articles of Association generally require that
all disputes between
our shareholders in such capacity and us or our
subsidiaries (or our directors or former Directors) or
between us and our directors or former directors be
exclusively resolved by arbitration in The Hague, the
Netherlands under the Rules of Arbitration of the
International Chamber of Commerce. Our Articles of
Association also provide that if this provision is for
any reason determined to be invalid or unenforceable, the
dispute may only be brought in the courts of England and
Wales. This provision may affect the ability of
shareholders to obtain monetary or other relief,
including in respect of securities law claims. See
Supplementary information Control of registrant
(unaudited).
ANTITRUST AND COMPETITION LAW
Antitrust and competition law apply to Group
companies in the vast majority of countries in which we
do business. In 2006 the Group was fined over $200
million by the European Commission Directorate-General
for Competition. Due to the European Commission
Directorate-General for Competitions 2006 fining
guidelines any future conviction by Group companies could
result in significant fines. In addition, it is becoming
increasingly more common for plaintiffs to seek payment
of damages for anti-trust violations. Both these factors
could have a material adverse effect on the Groups
results.
US GOVERNMENT SANCTIONS
The Group has investments in Iran and Syria and
certain operations in Sudan. US laws and regulations
identify certain countries, including Iran,
Syria and Sudan, as state sponsors of terrorism and
currently impose economic sanctions against these
countries. Certain activities and transactions in these
countries are banned. Breaking these bans can trigger
penalties including criminal and civil fines and
imprisonment. For Iran, US law sets a limit of $20
million in any 12-month period on certain investments
knowingly made in that country, prohibits the transfer of
goods or services made with the knowledge that they will
contribute materially to that countrys weapons
capabilities and authorises sanctions against any company
violating these rules (including denial of financings by
the US export/import bank, denial of certain export
licences, denial of certain government contracts and
limits of loans or credits from US financial
institutions). However, compliance with this investment
limit by European companies is prohibited by Council
Regulation No. 2271/96 adopted by the Council of the
European Union, which means the statutes conflict with
each other in some respects. The Group has exceeded and
expects to exceed in the future the US imposed investment
limits in Iran. While we seek to comply with legal
requirements in its dealings in these countries, it is
possible that the Group or persons employed by the Group
could be found to be subject to sanctions or other
penalties under this legislation in connection with
their activities in these countries.
PROPERTY AND LIABILITY
The Groups operating companies are exposed to
property and liability risks that could affect its
operational performance and financial position. The Group
insures itself against most of these risks through its
captive insurance companies. These companies reinsure
part of their major catastrophe risks with a variety of
international insurers. The effect of these arrangements
is that uninsured losses for any one incident are
unlikely to exceed $550 million.
TRADING AND TREASURY
In the course of normal business activities the
Group is subject to trading and treasury risks. These
include inter alia exposure to movements in commodity
prices, interest rates, and foreign exchange rates,
counter party default and various operational risks.
PENSION FUNDS
The risk with respect to pensions is the ability
of the pension assets to meet future liabilities and
fund defined benefit plans going forward. Note 21 to
the Consolidated Financial Statements provides further
disclosure on retirement benefits.
Liabilities associated with and cash funding of
pensions can be significant. Should the Group
inappropriately value, provide for and/or fund these
obligations, there could be a significant impact on its
financial performance.
Local trustees manage the pension funds and set the
required contributions from Group companies based on
independent actuarial valuation rather than the IFRS
measures. These valuations are sensitive to changes in
the assumptions made regarding future outcomes, the
principal ones being in respect of increases in
remuneration and pension benefits, demography (including
mortality), the discount rate used to convert future
cash flows to current values and the long-term return on
plan assets. Substantial judgement is required in
determining the assumptions.
For further information regarding the judgement applied
in these assumptions and the relation to the financial
position and performance of the company, see Note 21 to
the Consolidated Financial Statements.
The Groups pension risk response has been developed
based on a comprehensive risk review. The following
framework reflects the key responses to the identified
sponsor risks:
|
|
A Joint HR/Finance Pensions Forum is responsible for the retirement benefit strategy and risk responses. |
|
|
Controls are established over retirement benefit and plan
(re)design. |
|
|
Controls are established over pension plan investments, liabilities and funding. |
|
|
Centres of excellence have been established to deliver support services to Sponsor
Companies and Pension Funds. |
|
|
Controls are established over pension reporting. |
14 Royal Dutch Shell plc
OPERATING AND FINANCIAL REVIEW
OVERVIEW
Our strategy of more upstream and profitable
downstream is well on track to reinforce our position
in the industry while providing competitive and
sustainable shareholder return.
HIGHLIGHTS
|
|
Earnings per share increased 4.7%. |
|
|
Return on average capital employed of 23.4%. |
|
|
Cash flow from operations improved by over 5% reaching $31.7 billion. |
|
|
Cash returned to shareholders of $16.3 billion, representing an increase of 5%,
excluding the minority shareholder buy out in 2005. |
|
|
Dividends to shareholders increased by 9% compared with 2005. |
Our strong cash generation and
capital discipline continued to
support our objectives of making
significant investments to support
long-term growth while increasing
cash returned to
shareholders.
|
|
|
|
|
|
|
|
|
|
|
|
|
EARNINGS |
|
$ million |
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
Income from continuing operations |
|
|
26,311 |
|
|
|
26,568 |
|
|
|
19,491 |
|
Income/(loss) from discontinued operations |
|
|
|
|
|
|
(307 |
) |
|
|
(234 |
) |
|
Income for the period |
|
|
26,311 |
|
|
|
26,261 |
|
|
|
19,257 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SEGMENT EARNINGS [A] |
|
$ million |
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exploration & Production |
|
|
15,195 |
|
|
|
14,238 |
|
|
|
9,823 |
|
Gas & Power |
|
|
2,650 |
|
|
|
1,573 |
|
|
|
1,815 |
|
Oil Products |
|
|
7,125 |
|
|
|
9,982 |
|
|
|
7,597 |
|
Chemicals |
|
|
1,064 |
|
|
|
991 |
|
|
|
1,148 |
|
Other industry segments and Corporate |
|
|
277 |
|
|
|
(523 |
) |
|
|
(1,126 |
) |
|
Total |
|
|
26,311 |
|
|
|
26,261 |
|
|
|
19,257 |
|
|
|
|
|
[A] |
|
Segment earnings as disclosed in the table above differ from the segment results
disclosed in Note 10 beginning on page 117. Segment earnings include share of profit of
equity accounted investments, other income/expense and taxation attributable to the
segment. |
2006 COMPARED TO 2005 AND 2004
EARNINGS
The Groups businesses delivered strong operational
and financial performance in 2006, resulting in earnings
of $26.3 billion. The Groups healthy financial position
allowed it to return $16.3 billion to shareholders,
through dividends and share repurchases, while capital
investment reached $24.9 billion.
The 2006 earnings were in line with 2005 which were up
36% from 2004. The increase in 2005 reflected higher
realised oil and gas prices as well as higher LNG
volumes and prices.
Exploration & Production earnings were $15,195 million in
2006 compared with $14,238 million in 2005, up 7%.
Earnings reflected higher oil prices, partly offset by
lower production volumes, higher
operating costs reflecting industry conditions, increased
pre-development activity levels and lower US gas prices.
In 2005, earnings increased by 45% compared with 2004 as
hydrocarbon prices increased by nearly the same amount
(e.g. Brent increased by 42%) over the same period.
Production in 2006 was 2% higher than 2005, excluding the
impact of security concerns in Nigeria, price effects and
hurricanes in the Gulf of Mexico and one-off contractual
settlements. This represented an improvement over 2005
where volumes had declined by 1% compared with 2004
volumes, when calculated on a similar basis.
Hydrocarbon prices were higher in 2006 compared with 2005
and 2004, Brent crude prices averaged $65.10 per barrel
in 2006 compared with $54.55 in 2005 and $38.30 in 2004.
West Texas Intermediate prices averaged $66.04 per barrel
in 2006 compared with $56.60 in 2005 and $41.50 in 2004.
Gas & Power earnings were up 68% in 2006 reaching $2,650
million, compared with $1,573 million in 2005 and $1,815
million in 2004. The earnings decline in 2005 compared
with 2004 was driven by non-operational gains and losses
related to divestments. Excluding these non-recurring
items, earnings were 21% higher in 2005.
LNG sales volumes in 2006 of 12.1 million tonnes showed
an increase of 14% compared to 2005 due to the capacity
growth in Nigeria and Oman. Income from LNG cargo
optimisation in 2006 increased reflecting market
conditions and success in accessing high value markets.
Marketing and trading earnings reflected gas storage
optimisation in the USA and overall strong marketing
performance across North America and Europe.
Oil Products earnings in 2006 were $7,125 million, 29%
lower than 2005. Refining earnings in 2006 were lower
than 2005 reflecting reduced refining margins. Marketing
earnings in 2006 were higher than 2005, mainly due to
higher earnings in Lubricants offsetting lower earnings
in Retail and Business to Business (B2B). Trading
earnings increased from 2005 to 2006 as a result of
capitalising on the global downstream portfolio and the
attractive trading conditions, which stemmed from high
price volatility and market structure. The impact of
price volatility on inventory had favourable effects on
2006 earnings of approximately $0.1 billion compared
with approximately $2.5 billion in 2005. Earnings in
2005 grew 31% compared with 2004 reflecting high
refining margins, improved operational performance and
increased trading results and higher inventory gains.
Chemicals earnings were $1,064 million compared with $991
million in 2005 and $1,148 million in 2004. Earnings in
2006 included $113
million of net charges, including legal costs and pension
costs partly offset by tax effects. Earnings in 2005
included charges of $565 million mainly from the
divestment of the polyolefins joint venture, Basell, and
legal provisions. Excluding these effects, 2006 earnings
were 24% lower than a year ago reflecting lower margins
partly offset by higher earnings from equity accounted
investments, including Nanhai petrochemicals complex in
China. Earnings in 2005 were 14% lower than 2004 due to
the impact of discontinued operations as well as lower
volumes and higher costs.
BALANCE SHEET AND CAPITAL INVESTMENT
The most significant changes to the balance sheet
in 2006 reflect the Groups strategy to invest in the
development of long-term growth projects, primarily in
the upstream businesses. Property, plant and equipment
and equity accounted investments increased by over $17
billion in 2006 as capital investment increased by over
40% in 2006
compared with 2005 reaching $24.9 billion. This was
partly offset by depreciation, depletion and
amortisation of nearly $13 billion. Over $20 billion of
the capital investment was dedicated to projects in
upstream that will primarily deliver organic growth over
the long term. These projects include several
multi-billion, integrated facilities that should provide
significant cash flow for the coming decades.
The capital investment programme in 2006 was primarily
funded internally, either from cash from operations of
$31.7 billion or with proceeds from divestments of $1.7
billion, with net debt (defined as total debt, including
tolling arrangements, minus cash) increasing by $5.6
billion to a year-end balance of $6.8 billion. Total
equity increased by $17 billion in 2006 resulting in a
year-end balance of $115 billion.
Gearing increased from 13.6% at year-end 2005 to 14.8%
at year-end 2006. See Note 19D to the Consolidated
Financial Statements for a further discussion on
gearing.
PORTFOLIO ACTIONS
In January 2007 the Group made an offer to the
shareholders of Shell Canada Limited to acquire all of
the outstanding common shares not owned by the Group at a
cash price of C$45 per share. The offer would value Shell
Canadas fully diluted minority share capital at
approximately C$8.7 billion (approximately $7.5 billion).
In December 2006 the Group, Gazprom, Mitsui & Co., and
Mitsubishi Corporation signed a protocol to bring Gazprom
into the Sakhalin Energy Investment Company Ltd. (SEIC)
as the leading shareholder. Under the terms of the
protocol, Gazprom will acquire a 50% interest plus one
share in SEIC for a total cash purchase price of $7.45
billion of which Shell is expected to receive
approximately $4.1 billion. The current SEIC partners
will each dilute their interests by 50% to accommodate
this transaction, with a proportionate share of the
purchase price. Shell will retain a 27.5% interest, with
Mitsui and Mitsubishi holding 12.5% and 10% interests,
respectively.
PERFORMANCE AND CAPITAL
Please refer to page 54 and 56 for a discussion
of key performance indicators and liquidity and capital
resources.
Royal Dutch Shell plc 17
OPERATING AND FINANCIAL REVIEW
OVERVIEW
Exploration & Production explores for and extracts oil and gas. Together with Gas & Power it builds
and operates the infrastructure necessary to deliver these hydrocarbons to market.
Most of our Exploration & Production activities are carried out with a wide range of joint venture
partners. Our business is active in 39 countries and we are investing strongly for future growth,
with some $16.5 billion of capital investment in 2006.
HIGHLIGHTS
|
|
Achieved record segment earnings which increased 7% from 2005. |
|
|
|
Production in line with 2005 production of 3.5 million barrels of oil equivalent (boe)
per day, despite security issues in Nigeria. |
|
|
|
Added approximately 2 billion boe of proved oil and gas reserves and proven oil sands mining reserves. |
|
|
|
Added some 45 thousand square kilometres of exploration acreage. |
|
|
|
Commenced execution of several major long-life projects, including Athabasca oil sands
expansion, Pearl Gas to Liquids (GTL) in Qatar and two major ultra-deep water developments
in the USA and Brazil. |
In 2006 we delivered record earnings,
again met our production
targets,
continued our exploration
success and
decided to proceed with new projects
which will
create major new legacy assets.
Our
focus is on delivery and long-term
growth through technology,
integration
and scale.
|
|
|
|
|
|
|
|
|
|
|
|
|
EARNINGS [A]
|
|
$ million |
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
Revenue (including intersegment
sales) |
|
|
54,956 |
|
|
|
45,674 |
|
|
|
37,295 |
|
Purchases (including change in
inventories) |
|
|
(3,451 |
) |
|
|
(1,673 |
) |
|
|
(2,669 |
) |
Exploration |
|
|
(1,562 |
) |
|
|
(1,286 |
) |
|
|
(1,809 |
) |
Depreciation |
|
|
(8,844 |
) |
|
|
(8,152 |
) |
|
|
(7,015 |
) |
Operating expenses |
|
|
(11,722 |
) |
|
|
(9,295 |
) |
|
|
(8,467 |
) |
Share of profit of equity accounted
investments |
|
|
3,075 |
|
|
|
4,112 |
|
|
|
2,463 |
|
Other income/(expense) |
|
|
(317 |
) |
|
|
(272 |
) |
|
|
(95 |
) |
Taxation |
|
|
(16,940 |
) |
|
|
(14,870 |
) |
|
|
(9,880 |
) |
|
Segment earnings from continuing
operations |
|
|
15,195 |
|
|
|
14,238 |
|
|
|
9,823 |
|
Income/(loss) from discontinued
operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
SEGMENT EARNINGS |
|
|
15,195 |
|
|
|
14,238 |
|
|
|
9,823 |
|
|
|
|
[A] |
|
Segment earnings as disclosed in the table above differ from the segment results
disclosed in Note 10 beginning on page 117. Segment earnings include share of profit of
equity accounted investments, other income/expense and taxation attributable to the
segment. |
2006 COMPARED TO 2005 AND 2004
EARNINGS
Segment earnings in 2006 were $15,195 million, 7% higher than in 2005 and 55% higher than in 2004.
The increase in 2006 from 2005 reflected higher realised oil prices, partly offset by the impact of
lower US gas prices, marginally lower production volumes and higher operating costs reflecting
industry conditions, increased pre-development activity levels and higher maintenance costs
(including increased technical integrity spend). Segment earnings in 2005 were $14,238 million, 45%
higher than in 2004 due to the benefits of higher oil and gas prices, which were partly offset by
lower hydrocarbon production and higher costs.
Earnings in 2006 included net gains of $641 million compared with net gains of $1,727 million in
2005 and net charges of $4 million in 2004. The net gains in 2006 mainly related to the
mark-to-market valuation of certain UK gas contracts and divestment gains. The net gains in 2005
were almost entirely related to the divestment of pipeline assets in the Netherlands, as various
taxation credits and other divestments were almost offset by a net charge relating to
mark-to-market gas contracts in the UK. The net charges in 2004
comprised mainly divestment gains of $699 million and impairment reversals of $469 million, offset
by mark-to-market losses and impairments.
OUTLOOK AND STRATEGY
The environment for the exploration and production industry has continued to be characterised by
higher oil prices, high activity levels, tightness in the supply of oilfield goods and services,
cost escalation and strong competition for new opportunities. We anticipate that the environment in
2007 will be similar. We believe that crude oil prices in the near future will continue to be
influenced by OPEC supply policy and the industrys limited ability to generate significant
additional near-term production capacity, the rate of global economic expansion, particularly in
the USA, India and the Asia Pacific region and, to a lesser extent, the severity of the northern
hemisphere winter.
The Exploration & Production strategy pursued consistently for the last three years is unchanged
and delivery remains on track. Our strategy has four portfolio themes: sustaining our heartlands,
focusing on new oil and gas plays where technology is a differentiator, integrated gas
opportunities and unlocking unconventional resources. We will continue to pursue an aggressive
exploration programme to add more acreage in support of these themes. We will also invest in
organic growth, open up new positions and make selective acquisitions, divestments and asset swaps
as a means to expand and high-grade
our asset portfolio. In terms of our existing portfolio, we will focus on production and project
delivery, cost performance and operational excellence.
The Group will seek to sustain long-term production from our existing heartlands, i.e. our core
countries that have the available infrastructure, expertise and remaining growth potential for the
Group to sustain top quartile operations and support continued investment. We will look for further
and stronger integrated gas positions such as onshore USA and through projects like Ormen Lange in
Norway. We will extend our leadership position in LNG, leveraging our presence across the natural
gas value chain from exploration to production and markets to maximise the value from our
integrated gas projects. Examples of key project activity in this area include Sakhalin in Russia,
Nigeria, the North West Shelf in Australia and Qatar. We intend to build on our existing strengths
in unconventional oil and gas technologies. We have taken investment decisions on the Pearl GTL
project in Qatar and are building on the success of the Athabasca Oil Sands Project in Canada where
we have already started to expand. We intend to maintain our emphasis on developing and applying
technology as a key differentiator in securing access to good upstream opportunities and then
delivering more value from them. Such areas of focus include deep water, enhanced oil recovery,
tight gas, contaminated gas and heavy oil. Leveraging technology is central to our strategy. We
have tripled our R&D budget and shifted our emphasis further to subsurface and unconventionals.
Our focus on the reduction of costs will be sustained through optimised management of the supply
chain and standardising processes globally. We will continue to strengthen our capabilities in
project delivery. Having people in place with the requisite skills is vital to the successful
delivery of our strategy: in 2006 we have increased our establishment of technical professionals by
over 1,500 people and we will continue to build our capacity through redeployment and external
recruitment.
PRODUCTION
In 2006, total hydrocarbon production (including oil sands) was 3,473 thousand boe per day. This
was 1% lower than in 2005 and 8% lower than in 2004. Contractual settlements benefited production
by 27 thousand boe per day. The underlying production trend was up 2% (excluding the impacts of
security issues in Nigeria, hurricane damage in the Gulf of Mexico, PSC price impacts and one-off
contractual settlements).
Field declines affecting oil production were seen in the USA, Oman, UK, Norway and Brunei during
2006. Operational shutdowns in the UK and Canada also impacted production levels. Similarly,
natural gas production was impacted by declining fields in the USA and the UK, as well as by lower
seasonal demand in Northwest Europe.
The effect of declining fields was more than offset by production from new fields such as Erha in
Nigeria, E8 in Malaysia, Champion West Phase III in Brunei and Pohokura in New Zealand, and by
increased production from Bonga in Nigeria and West Salym in Russia. Total new production added was
207 thousand boe per day in 2006. Production was boosted by the re-start of operations at the Mars
platform in the Gulf of Mexico which achieved daily production levels over 20% above those prior to
the shut down due to hurricanes.
The Groups production for 2007 is expected to be around 3.3-3.5 million boe per day. Community
disturbances in the Nigeria Western Delta have significantly increased in 2006 and remain an
ongoing risk to our business in Nigeria, not only affecting our current production levels but also
our ability to grow production in the future because of damage to existing facilities and lack
|
|
|
|
|
|
|
|
|
COUNTRIES IN WHICH EXPLORATION & PRODUCTION OPERATE
|
USA
Other Western
Hemisphere
Argentina
Brazil
Canada
Venezuela
|
|
Europe
Austria
Denmark
Germany
Ireland
Italy
The Netherlands
Norway
Ukraine
UK
|
|
Africa
Algeria
Angola
Cameroon
Gabon
Libya
Nigeria
Tunisia
|
|
Middle East,
Russia, CIS[A]
Abu Dhabi
Azerbaijan
Egypt
Iran
Kazakhstan
Oman
Pakistan
Qatar
Russia
Saudi Arabia
Syria
|
|
Asia Pacific
Australia
Brunei
China
Indonesia
Malaysia
New Zealand
Philippines |
|
|
|
[A] |
|
Commonwealth of Independent States |
of drilling and construction activity. This situation will be closely monitored throughout 2007. We
expect production growth for the Group to be modest over the coming years, around 1-2% per annum from 2007 to the end of the decade,
as a result of the impact of the Nigeria security issues and the portfolio management actions we
intend to take. Following this, the Group has a strong resource base with the potential to support
2-3% per annum average growth. Actual growth each year will depend on project start-ups, portfolio
management action and the tightness of the market. Our investment decision making will focus on
value generation rather than specific reserves or volumes targets.
Several new fields came onstream delivering additional production volumes in 2006. In Brunei, oil
production started from the first well of Phase III of the Champion West field (Group interest 50%)
using Shells Smart Fields® technology. This makes use of a network of down-hole and surface
sensors to create a real-time picture of reservoir dynamics and production which integrates with
data from production facilities allowing optimisation of the entire production system. Unique snake
wells were drilled which follow complex trajectories allowing them to pass through multiple
reservoirs. The additional production helped Brunei Shell Petroleum (BSP) achieve a 25-year
production record. Over time almost a quarter of BSPs production is expected to come from Champion
West.
First gas was delivered from the offshore E8 field (Group interest 50%) in Malaysia, which is a key
component of the E11 Hub integrated gas project which aims to rejuvenate existing E11 facilities
and develop several offshore gas fields over the next years. The E11 hub has a design capacity of
1.6 billion cubic feet (bcf) of gas per day.
First gas was also delivered from the Pohokura field (Group interest 48%) in New Zealand, which is
expected to produce around 40 thousand boe a day at its peak.
In Nigeria, the deep water Erha field (Group interest 43.75%) started up in April 2006 and the deep
water Bonga field (Group interest 55%) which started production in late 2005 continued to ramp up.
Both fields achieved their nameplate capacity in 2006 which on a combined basis is some 220
thousand boe per day (Group interest).
PRICES
Oil prices increased in 2006 with Brent and West Texas Intermediate crude prices 19% and 17% higher
than in 2005, respectively. The Groups overall realised oil and natural gas liquids (NGL) prices
were $60.13 a barrel, compared with $50.36 in 2005 and $35.61 in 2004. In the USA, realised oil and
NGL prices averaged $58.53 a barrel, compared with $48.94 in 2005 and $36.15 in 2004. Outside the
USA, realised oil and NGL prices averaged $60.37 a barrel compared with $50.56 in 2005 and $35.53
in 2004. Realised prices differ from published crude oil prices because the quality, and therefore
price, of actual crude oil produced differs from the quoted blends. In general, the Group produces
crude oil of a lower quality than the quoted blends. The Groups overall realised gas prices
(excluding equity accounted investments) in
Royal Dutch Shell plc 19
OPERATING AND FINANCIAL REVIEW
Exploration & Production averaged $5.08 per thousand standard cubic feet (scf) in 2006 compared
with $4.77 in 2005 and $3.59 in 2004. In the USA, realised gas prices averaged $7.74 per thousand
standard cubic feet (scf), compared with $8.43 in 2005 and $6.33 in 2004. Outside the USA, realised
gas prices averaged $4.41 compared with $3.84 in 2005 and $2.81 in 2004.
CAPITAL INVESTMENT AND PORTFOLIO ACTIONS
Capital investment in 2006 increased 53% to $16.5 billion (excluding the contribution of our
minority partners in Sakhalin of $1.4 billion). This included exploration expenditure of $5.1
billion of which $2.4 billion was related to acquisitions. Overall, the costs of the acquisitions
totalled $2.9 billion. In 2005, capital investment was $10.8 billion and was $8.8 billion in 2004
(excluding the contribution of our minority partners in Sakhalin of $1.3 billion and $1.1 billion
respectively).
Decisions were made to proceed with a number of major projects in 2006. We announced the go ahead
of the development of the BC-10 deepwater block offshore Brazil following an earlier declaration of
commerciality. The BC-10 development consists of multiple subsea wells and manifolds, tied back to
a floating production, storage and offloading vessel with a capacity of 100 thousand barrels per
day. First production is expected around the turn of the decade. Earlier in the year, Shell
exercised its pre-emption option for an additional 30% participating interest in the BC-10 block
and subsequently sold half of the additional stake acquired to the Indian National Oil Company,
ONGC Videsh Ltd (OVL) resulting in a 50% interest in this block together with Petrobras (35%) and
OVL (15%).
Shell announced the development of the Great White (Group interest 33.34%), Tobago (Group interest
32.5%) and Silvertip fields (Group interest 40%), via the Perdido development host (Group interest
35%), located in Alaminos Canyon, offshore Gulf of Mexico. The facility will be designed to handle
130 thousand boe per day. Also in the USA, major multi-year investment programmes were approved to
further develop our onshore gas projects at Pinedale in Wyoming and in South Texas.
In 2006, Shell Canada received the regulatory approvals needed to proceed with Athabasca Oil Sands
Project Expansion 1 (Shell Canada interest 60%), a fully integrated 100 thousand barrels per day
expansion of oil sands mining and upgrading facilities. Shell Canada acquired 100% of BlackRock
Ventures Inc (BlackRock). The integration of the acquired assets and operations into Shell Canada
has now been completed.
Also in Canada, the wholly-owned Shell subsidiary, SURE Northern Energy Ltd., acquired 19 parcels
of land in Northern Alberta to evaluate and potentially develop heavy oil resources.
Royal Dutch Shell plc announced in January 2007 that it has reached agreement with and obtained the
recommendation of the Board of Directors of Shell Canada on a revised offer to acquire all of the
outstanding common shares of Shell Canada not owned by Royal Dutch Shell at a cash price of C$45
per share. This offer would value Shell Canadas fully diluted minority share capital at around
C$8.7 billion. Royal Dutch Shell currently owns 78% of the common shares of Shell Canada.
Shell acquired acreage in the Carnarvon Basin in Australia through the offshore block WA-374-P in
the Greater Gorgon Area (Group interest 25%) and in the Browse Basin through the permit area
WA-371-P in the Caswell Sub-basin.
In Russia, Shell, Gazprom, Mitsui and Mitsubishi signed a protocol to bring Gazprom into the
Sakhalin Energy Investment Company Ltd. (SEIC) as the
leading shareholder. Under the terms of the protocol, Gazprom will acquire a 50% interest plus one
share in SEIC for a total cash purchase price of $7.45 billion. The current SEIC partners will each
dilute their interest by 50% to accommodate this transaction, with a proportionate share of the
purchase price. Shell will retain a 27.5% interest, with Mitsui and Mitsubishi holding 12.5% and
10% interest, respectively. Gazprom and existing SEIC shareholders will enter into an Area of
Mutual Interest arrangement, which will cover both future Sakhalin oil and gas exploration and
production opportunities, and building of Sakhalin II into a regional oil and LNG hub. Furthermore,
agreement has been reached with the Ministry of Industry and Energy, regarding the amended budget
of Sakhalin II and cost recovery. The Production Sharing Agreement for the project will continue
and the amended project budget for phase 2 is expected to be approved by the Supervisory Board of
SEIC.
A number of divestments were completed in 2006. In the UK, Shell completed the sale of its 50%
holding in the Auk and 43% holding in the Fulmar fields and associated infrastructure, while in
Norway, the divestment of the Jotun field (Group interest 45%) was also completed. In the
Netherlands, Energie Beheer Nederland B.V. has agreed to take a 40% financial interest from NAM
(Group interest 50%) in the possible redevelopment of a part of the Schoonebeek oilfield.
In Norway, Shell and Statoil signed an agreement to work towards developing the worlds largest
project using carbon dioxide (CO2) for enhanced oil recovery offshore. If technical and economic
challenges can be overcome, the Halten project would involve
capturing CO2 from power generation
and using it to enhance oil recovery initially at the Shell-operated Draugen field and later at the
Statoil-operated Heidrun field.
A Joint Activity Agreement was signed in Ukraine, with Ukrgazvydobuvannya, a subsidiary of Naftogaz
Ukrainy. Shell has farmed into eight licences in the Dniepr Donets Basin and exploration work
commenced in 2006.
EXPLORATION
During 2006, we participated in 198 successful exploratory wells (wells drilled outside proved
area). These included exploration discoveries in Australia, Brunei, Cameroon, Egypt, Malaysia,
Netherlands, Nigeria, Oman, Syria and the USA. Discoveries will be evaluated in order to establish
the extent of the volumes they contain.
The Group made significant additions to its overall acreage position with new exploration licences
in Australia, Canada, Denmark, Ireland, Norway, Philippines, Tunisia, Ukraine and the USA (Gulf of
Mexico and Onshore). In 2006, some 45 thousand square kilometres of additional exploration acreage
was added in the above-mentioned countries. Globally, we maintained our acreage position to the
same level in comparison to last year.
RESEARCH AND DEVELOPMENT
The Shell Exploration & Production Technology organisation is responsible for the research,
development and application of integrated technology solutions for Group operating businesses and
assets around the world. The primary objectives are to select, develop and implement technologies
that enable the Group operating businesses and assets to successfully discover and produce greater
levels of hydrocarbons; to achieve continuous improvement in cost-efficiency and performance; to
increase operational safety and to reduce environmental impact.
Exploration & Production R&D is carried out in two main laboratory locations: Rijswijk (the
Netherlands) and Houston (Texas, USA). Additional technology facilities are in Oman, Qatar,
Stavanger (Norway) and Calgary (Canada). In-house teams and facilities are used in the research and
20 Royal Dutch Shell plc
development of proprietary exploration and production technologies along with service industry
and/or academic capabilities where applicable.
The primary focus of the research and development work is in the following areas: enhanced
subsurface imaging; reservoir surveillance and characterisation; smart reservoir management;
improving hydrocarbon recovery efficiency; reducing the cost of wells and facilities; enabling the
development of ultra-deep water fields; separation and utilisation of contaminated gas; recovery of
unconventional hydrocarbons; upgrading recovered unconventional hydrocarbons; and developing
solutions for capture and sequestration of CO2.
BUSINESS AND PROPERTY
The Group and its equity accounted investments are involved in the exploration for and production
of crude oil and natural gas and operate under a broad range of laws and regulations that change
over time. These cover virtually all aspects of exploration and production activities, including
matters such as land tenure, entitlement to produced hydrocarbons, production rates, royalties,
pricing, environmental protection, social impact, exports, taxes and foreign exchange. The
conditions of the leases, licences and contracts under which oil and gas interests are held vary
from country to country. In almost all cases (outside North America), the legal agreements
generally are granted by or entered into with a government, government entity or state oil company,
and the exploration risk practically always rests with the oil company. In North America, these
agreements may also be with private parties who own mineral interests. Of these agreements, the
following are most relevant to Shells interests:
|
|
Licences (or concessions) which entitle the holder to explore for hydrocarbons and
exploit any commercial discoveries. Under a licence, the holder bears the risk of
exploration, development and production activities and of financing these activities. In
principle, the licence holder is entitled to the totality of production minus any royalties
in kind. The state or state oil company may sometimes enter as a joint venture partner
sharing the rights and obligations of the licence but usually without sharing the
exploration risk. In a few cases, the state oil company or agency has an option to purchase
a certain share of production. The lease agreement, typical in North America, is generally
the same except for treatment of royalties paid in cash. |
|
|
|
PSCs entered into with a state or state oil company oblige the oil company, as
contractor, to provide all the financing generally, and bear the risk of exploration,
development and production activities in exchange for a share of the production. Usually
this share consists of a fixed or variable part, which is reserved for the recovery of
contractors cost (cost oil); the remainder is split with the state or state oil company on
a fixed or volume/revenue-dependent basis. In some cases, the state oil company will
participate in the rights and obligations of the contractor and will share in the costs of
development and production. Such participation can be across the venture or on a per field
basis. Additionally, as the price of oil or gas increases above certain pre-determined
levels, the Groups entitlement share of production would normally decrease. |
Group companies exploration and production interests, including acreage holdings and statistics on
wells drilled and drilling, are shown on pages 22 to 26.
PROVED RESERVES
Details of Group companies and the Group share of equity accounted investments estimated net
proved reserves are summarised in the following table and are set out under the heading
Supplementary information Oil and gas (unaudited) on pages 161 to 167. Oil and gas reserves
cannot be measured exactly since estimation of reserves involves subjective judgement. Estimates
remain subject to revision. It should be noted that totals are further influenced by acquisition
and divestment activities. Proved reserves are shown net of any
quantities of crude oil or natural gas that are expected to be taken by others as royalties in kind
but do not exclude quantities related to royalties expected to be paid in cash (except in North
America and in other situations in which the royalty quantities are owned by others) or those
related to fixed margin contracts. Proved reserves include certain quantities of crude oil or
natural gas that will be produced under arrangements which involve Group companies in upstream
risks and rewards but do not transfer title of the product to those companies.
During 2006, a total of 1,638 million boe was added to proved developed and undeveloped reserves by
Group companies, consisting of 367 million barrels of oil and natural gas liquids and 7,373
thousand million scf of natural gas (in each case before taking account of production). The
addition to proved developed and undeveloped reserves consisted of additions of 7 million boe from
revisions, 27 million boe from improved recovery and 1,539 million boe from extensions and
discoveries, and 65 million boe from acquisitions and divestments. There was a net addition of 463
million boe to proved developed reserves and a net addition of 1,175 million boe to proved
undeveloped reserves (before taking account of production).
During the same period, the Group share of proved developed and undeveloped reserves additions by
equity accounted investments, that are in addition to the additions to the reserves by Group
companies described above, represented a reduction of 59 million boe, consisting of a reduction of
95 million barrels of oil and natural gas liquids and an increase of 208 thousand million scf of
natural gas (in each case before taking account of production). The Group share of changes to proved developed
and undeveloped reserves by equity accounted investments consisted of a reduction of 89 million boe
from revisions and an increase of 30 million boe from extensions and discoveries. There were no
changes to reserves as a result of acquisitions and divestments. There was a net addition of 101
million boe to proved developed reserves and a net reduction of 160 million boe to proved
undeveloped reserves (before taking account of production).
Details of the main proved reserves changes during 2006 are provided in the section entitled
Supplementary information Oil and gas (unaudited).
At December 31, 2006, after taking account of Group companies 2006 net additions to proved
developed and undeveloped reserves and production, total proved reserves for Group companies was 9%
higher than at December 31, 2005. At the same date, after taking into account the Groups share of
equity accounted investments net additions and production, the Groups share of total proved
developed and undeveloped reserves of equity accounted investments was 9% lower than at December
31, 2005.
In December 2006, Shell signed a protocol with Gazprom, which results in a reduction in Shells 55%
interest in Sakhalin II, in Russia, to a 27.5% interest. At the end of 2006, Sakhalin II was
recorded in Shells reserves on a fully consolidated basis, with net reserves of 0.8 billion barrel
of oil equivalent (boe), consisting of approximately 1.5 billion boe for Group companies, partly
offset by 0.7 billion boe attributable to minority interests. On successful completion of this
transaction, Shells net share of these reserves would be reduced by approximately 0.4 billion boe
and the remaining reserves of approximately 0.4 billion boe on a 2006 basis would be reclassified
to Group share of equity accounted investments. This transaction is expected to close in 2007 and
to reduce Shells reserves from 2007.
In addition to proved conventional liquids and natural gas reserves, the Group has significant
interests in proven oil sands reserves in Canada associated with the Athabasca Oil Sands Project.
The Group views these reserves and their development as an integral part of the companys total
upstream operations. However, since SEC regulations define these reserves as mining-related and not
part of conventional oil and gas reserves, these are presented separately to
Royal Dutch Shell plc 21
OPERATING AND FINANCIAL REVIEW
the conventional oil and gas reserves. Net proven oil sands reserves were 1,134 million barrels at
December 31, 2006, a net addition of 418 million barrels compared to 2005 (before taking account of
production). The oil sands reserves are not included in the standardised measure of discounted cash
flows for conventional oil and gas reserves presented on pages 166 to 167.
|
|
|
PROVED DEVELOPED AND UNDEVELOPED RESERVES [A][F] (At December 31)
|
|
million barrels of oil equivalent [B] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
Group companies |
|
|
8,452 |
|
|
|
7,761 |
|
|
|
8,064 |
|
Group share
of equity accounted investments |
|
|
3,355 |
|
|
|
3,705 |
|
|
|
3,818 |
|
|
|
|
PROVED DEVELOPED AND UNDEVELOPED RESERVES 2006
|
|
million barrels of oil equivalent [B] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Eastern Hemisphere |
|
|
|
Western Hemisphere |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Middle East, |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asia |
|
|
Russia, |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Europe |
|
|
Africa[C] |
|
|
Pacific[D] |
|
|
CIS[E] |
|
|
USA |
|
|
Other |
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Proved developed and undeveloped
reserves [A] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Group companies |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At January 1 |
|
|
|
1,848 |
|
|
|
1,257 |
|
|
|
1,142 |
|
|
|
2,240 |
|
|
|
|
878 |
|
|
|
396 |
|
|
|
|
7,761 |
|
At December 31 |
|
|
|
1,565 |
|
|
|
1,135 |
|
|
|
1,102 |
|
|
|
3,424 |
|
|
|
|
851 |
|
|
|
375 |
|
|
|
|
8,452 |
|
Group share
of equity accounted investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At January 1 |
|
|
|
2,078 |
|
|
|
|
|
|
|
709 |
|
|
|
490 |
|
|
|
|
428 |
|
|
|
|
|
|
|
|
3,705 |
|
At December 31 |
|
|
|
2,064 |
|
|
|
|
|
|
|
558 |
|
|
|
387 |
|
|
|
|
313 |
|
|
|
33 |
|
|
|
|
3,355 |
|
|
|
|
|
|
|
|
|
|
|
Proved developed reserves [A] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Group companies |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At January 1 |
|
|
|
1,270 |
|
|
|
667 |
|
|
|
481 |
|
|
|
476 |
|
|
|
|
507 |
|
|
|
242 |
|
|
|
|
3,643 |
|
At December 31 |
|
|
|
1,089 |
|
|
|
478 |
|
|
|
482 |
|
|
|
409 |
|
|
|
|
463 |
|
|
|
238 |
|
|
|
|
3,159 |
|
Group share of equity accounted investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At January 1 |
|
|
|
1,755 |
|
|
|
|
|
|
|
412 |
|
|
|
360 |
|
|
|
|
348 |
|
|
|
|
|
|
|
|
2,875 |
|
At December 31 |
|
|
|
1,705 |
|
|
|
|
|
|
|
349 |
|
|
|
350 |
|
|
|
|
257 |
|
|
|
24 |
|
|
|
|
2,685 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OIL SANDS [F] |
|
2006 |
|
|
2005 |
|
|
2004 |
|
Group companies |
|
|
|
|
|
|
|
|
|
|
|
|
At January 1 |
|
|
746 |
|
|
|
615 |
|
|
|
572 |
|
At December 31 |
|
|
1,134 |
|
|
|
746 |
|
|
|
615 |
|
|
|
[A] |
Petroleum reserves from operations that do not qualify as oil and gas producing
activities, such as our Athabasca Oil Sands Project, are not included in oil and gas
reserves. |
|
[B] |
For this purpose natural gas has been converted to barrels of oil equivalent using a
factor of 5,800 standard cubic feet per barrel. |
|
[C] |
Excludes Egypt. |
|
[D] |
Excludes Sakhalin. |
|
[E] |
Includes Caspian region, Egypt and Sakhalin. |
|
[F] |
Although presented separately, management regards reserves obtained from equity
accounted investments on an equal basis to those obtained from Group companies. Proved
developed and undeveloped reserves of Group companies and Group share of equity accounted
investments equalled 11,807 million boe at December 31, 2006 (2005: 11,466 million boe and
2004: 11,882 million boe). Additionally, management considers proven mining reserves (oil sands) on an equal basis to
oil and gas reserves. |
22 Royal Dutch Shell plc
|
|
|
CAPITAL EXPENDITURE AND EXPLORATION EXPENSE OF GROUP COMPANIES BY GEOGRAPHICAL AREA[A]
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
2005[E] |
|
|
2004[E] |
|
Europe |
|
|
2,684 |
|
|
|
1,991 |
|
|
|
1,625 |
|
Africa [B] |
|
|
1,840 |
|
|
|
1,937 |
|
|
|
1,982 |
|
Asia Pacific [C] |
|
|
1,264 |
|
|
|
1,067 |
|
|
|
525 |
|
Middle East, Russia, CIS [D] |
|
|
4,528 |
|
|
|
3,844 |
|
|
|
3,210 |
|
USA |
|
|
2,306 |
|
|
|
1,486 |
|
|
|
1,282 |
|
Other Western Hemisphere |
|
|
4,100 |
|
|
|
1,074 |
|
|
|
588 |
|
|
Total |
|
|
16,722 |
|
|
|
11,399 |
|
|
|
9,212 |
|
|
|
|
[A] |
Capital expenditure is the cost of acquiring property, plant and equipment, and
following the successful efforts method in accounting for exploration costs includes
exploration drilling costs capitalised pending determination of commercial reserves. In the
case of material capital projects, the related interest cost is included until these are
placed in service. The amounts shown above exclude capital expenditure relating to the
Athabasca Oil Sands Project. |
|
|
Exploration expense is the cost of geological and geophysical surveys and of other
exploratory work charged to income as incurred. Exploration expense excludes depreciation and
release of currency translation differences. |
|
[B] |
Excludes Egypt. |
[C] |
Excludes Sakhalin. |
[D] |
Includes Caspian region, Egypt and Sakhalin. |
|
[E] |
2004 and 2005 comparative figures have been reclassified in line with 2006 to reflect
the move of Pakistan from Asia Pacific to the Middle East, Russia and CIS region for
reporting purposes. |
|
|
|
AVERAGE PRODUCTION COSTS OF GROUP COMPANIES BY GEOGRAPHICAL AREA [A] [B] [G]
|
|
$/barrel of oil equivalent |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
2005[F] |
|
|
2004[F] |
|
Europe |
|
|
7.56 |
|
|
|
6.03 |
|
|
|
4.80 |
|
Africa [C] |
|
|
5.60 |
|
|
|
4.13 |
|
|
|
3.23 |
|
Asia Pacific [D] |
|
|
3.35 |
|
|
|
2.94 |
|
|
|
2.94 |
|
Middle East, Russia, CIS [E] |
|
|
7.83 |
|
|
|
6.21 |
|
|
|
3.19 |
|
USA |
|
|
8.08 |
|
|
|
6.57 |
|
|
|
4.19 |
|
Other Western Hemisphere |
|
|
11.03 |
|
|
|
8.45 |
|
|
|
6.38 |
|
|
Total |
|
|
6.95 |
|
|
|
5.54 |
|
|
|
4.02 |
|
|
|
|
[A] |
Excludes oil sands. |
|
[B] |
Natural gas has been converted to crude oil equivalent using a factor of 5,800 standard cubic feet per barrel. |
|
[C] |
Excludes Egypt. |
|
[D] |
Excludes Sakhalin. |
|
[E] |
Includes Caspian region, Egypt and Sakhalin. |
|
[F] |
2004 and 2005 comparative figures have been reclassified in line with 2006 to reflect
the move of Pakistan from Asia Pacific to the Middle East, Russia and CIS region for
reporting purposes. |
|
[G] |
Production costs exclude royalty payments of $1,569 million in 2006, $1,940 million in
2005 and $2,007 million in 2004. |
Royal Dutch Shell plc 23
OPERATING AND FINANCIAL REVIEW
|
|
|
CRUDE OIL AND NATURAL GAS LIQUIDS PRODUCTION [A]
|
|
thousand barrels/day |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
Europe |
|
|
|
|
|
|
|
|
|
|
|
|
UK |
|
|
223 |
|
|
|
250 |
|
|
|
275 |
|
Norway |
|
|
85 |
|
|
|
107 |
|
|
|
129 |
|
Denmark |
|
|
134 |
|
|
|
143 |
|
|
|
142 |
|
Italy |
|
|
44 |
|
|
|
30 |
|
|
|
21 |
|
Netherlands |
|
|
6 |
|
|
|
7 |
|
|
|
8 |
|
Germany |
|
|
4 |
|
|
|
4 |
|
|
|
5 |
|
Others |
|
|
|
[B] |
|
|
|
[B] |
|
|
|
[B] |
|
Total Europe |
|
|
496 |
|
|
|
541 |
|
|
|
580 |
|
|
Other Eastern Hemisphere |
|
|
|
|
|
|
|
|
|
|
|
|
Africa |
|
|
|
|
|
|
|
|
|
|
|
|
Nigeria |
|
|
293 |
|
|
|
324 |
|
|
|
349 |
|
Gabon |
|
|
32 |
|
|
|
36 |
|
|
|
35 |
|
Cameroon |
|
|
14 |
|
|
|
13 |
|
|
|
15 |
|
|
Total Africa |
|
|
339 |
|
|
|
373 |
|
|
|
399 |
|
|
Asia Pacific |
|
|
|
|
|
|
|
|
|
|
|
|
Brunei |
|
|
104 |
|
|
|
95 |
|
|
|
98 |
|
Australia |
|
|
57 |
|
|
|
53 |
|
|
|
60 |
|
Malaysia |
|
|
42 |
|
|
|
41 |
|
|
|
47 |
|
China |
|
|
20 |
|
|
|
20 |
|
|
|
20 |
|
New Zealand |
|
|
14 |
|
|
|
15 |
|
|
|
15 |
|
Others |
|
|
5 |
|
|
|
4 |
|
|
|
3 |
|
|
Total Asia Pacific |
|
|
242 |
|
|
|
228 |
|
|
|
243 |
|
|
Middle East, Russia, CIS |
|
|
|
|
|
|
|
|
|
|
|
|
Oman |
|
|
202 |
|
|
|
214 |
|
|
|
246 |
|
Abu Dhabi |
|
|
147 |
|
|
|
134 |
|
|
|
133 |
|
Syria |
|
|
30 |
|
|
|
36 |
|
|
|
35 |
|
Russia |
|
|
52 |
|
|
|
35 |
|
|
|
32 |
|
Egypt |
|
|
11 |
|
|
|
14 |
|
|
|
10 |
|
Others |
|
|
13 |
|
|
|
10 |
|
|
|
15 |
|
|
Total Middle East, Russia, CIS |
|
|
455 |
|
|
|
443 |
|
|
|
471 |
|
|
Total Other Eastern Hemisphere |
|
|
1,036 |
|
|
|
1,044 |
|
|
|
1,113 |
|
|
USA |
|
|
322 |
|
|
|
333 |
|
|
|
375 |
|
|
Other Western Hemisphere |
|
|
|
|
|
|
|
|
|
|
|
|
Canada |
|
|
38 |
|
|
|
39 |
|
|
|
40 |
|
Venezuela |
|
|
31 |
|
|
|
14 |
|
|
|
22 |
|
Brazil |
|
|
25 |
|
|
|
26 |
|
|
|
43 |
|
Others |
|
|
|
[B] |
|
|
1 |
|
|
|
|
[B] |
|
Total Other Western Hemisphere |
|
|
94 |
|
|
|
80 |
|
|
|
105 |
|
|
Grand total |
|
|
1,948 |
|
|
|
1,998 |
|
|
|
2,173 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Metric equivalent |
|
|
97 |
|
|
|
100 |
|
|
|
109 |
|
|
|
|
[A] |
|
Of Group companies, plus Group share of equity accounted investments, and including
natural gas liquids (Group share of equity accounted investments is assumed to be
equivalent to Group interest). Oil sands and royalty purchases are excluded. In those
countries where PSCs operate, the figures shown represent the entitlements of the Group
companies concerned under those contracts. |
|
[B] |
|
Fewer than 1,000 barrels daily. |
|
|
|
NATURAL GAS PRODUCTION AVAILABLE FOR SALE [A]
|
|
million standard cubic feet/day |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
2005 [B][C] |
|
|
2004[B][C] |
|
Europe |
|
|
|
|
|
|
|
|
|
|
|
|
Netherlands |
|
|
1,525 |
|
|
|
1,562 |
|
|
|
1,667 |
|
UK |
|
|
775 |
|
|
|
925 |
|
|
|
984 |
|
Germany |
|
|
421 |
|
|
|
428 |
|
|
|
411 |
|
Denmark |
|
|
416 |
|
|
|
410 |
|
|
|
383 |
|
Norway |
|
|
325 |
|
|
|
298 |
|
|
|
260 |
|
Others |
|
|
61 |
|
|
|
36 |
|
|
|
34 |
|
|
Total Europe |
|
|
3,523 |
|
|
|
3,659 |
|
|
|
3,739 |
|
|
Other Eastern Hemisphere |
|
|
|
|
|
|
|
|
|
|
|
|
Africa |
|
|
|
|
|
|
|
|
|
|
|
|
Nigeria |
|
|
455 |
|
|
|
377 |
|
|
|
375 |
|
|
Total Africa |
|
|
455 |
|
|
|
377 |
|
|
|
375 |
|
|
Asia Pacific |
|
|
|
|
|
|
|
|
|
|
|
|
Malaysia |
|
|
956 |
|
|
|
858 |
|
|
|
739 |
|
China |
|
|
36 |
|
|
|
|
|
|
|
|
|
Brunei |
|
|
574 |
|
|
|
544 |
|
|
|
554 |
|
Australia |
|
|
529 |
|
|
|
525 |
|
|
|
436 |
|
|
New Zealand |
|
|
241 |
|
|
|
234 |
|
|
|
258 |
|
Others |
|
|
85 |
|
|
|
89 |
|
|
|
72 |
|
|
Total Asia Pacific |
|
|
2,421 |
|
|
|
2,250 |
|
|
|
2,059 |
|
|
Middle East, Russia, CIS |
|
|
|
|
|
|
|
|
|
|
|
|
Oman |
|
|
|
|
|
|
|
|
|
|
471 |
|
Egypt |
|
|
201 |
|
|
|
238 |
|
|
|
211 |
|
Pakistan |
|
|
79 |
|
|
|
75 |
|
|
|
73 |
|
Syria |
|
|
11 |
|
|
|
15 |
|
|
|
9 |
|
|
Total Middle East, Russia, CIS |
|
|
291 |
|
|
|
328 |
|
|
|
764 |
|
|
Total Other Eastern Hemisphere |
|
|
3,167 |
|
|
|
2,955 |
|
|
|
3,198 |
|
|
USA |
|
|
1,163 |
|
|
|
1,150 |
|
|
|
1,332 |
|
|
Other Western Hemisphere |
|
|
|
|
|
|
|
|
|
|
|
|
Canada |
|
|
425 |
|
|
|
413 |
|
|
|
449 |
|
Others |
|
|
90 |
|
|
|
86 |
|
|
|
90 |
|
|
Total Other Western Hemisphere |
|
|
515 |
|
|
|
499 |
|
|
|
539 |
|
|
Grand total |
|
|
8,368 |
|
|
|
8,263 |
|
|
|
8,808 |
|
|
|
|
|
[A] |
|
By country of origin from gas produced by Group and equity accounted investments (Group
share). In those countries where PSCs operate, the figures shown represent the entitlements
of the Group companies concerned under those contracts. |
|
[B] |
|
2004 and 2005 comparative figures for gas production volumes have been reclassified in
line with 2006 to reflect the move of Pakistan from Asia Pacific to the Middle East Russia,
CIS region for reporting purposes. |
|
[C] |
|
2004 production for the Troll field, Norway was presented on an entitlement basis,
whilst reserves data for this field (pages 164 and 165) were presented on the basis of
actual production. The total difference in 2004 production between the two methodologies
was approximately 45 million standard cubic feet per day. Production data was aligned at
the end of quarter 1 of 2005. |
24 Royal Dutch Shell plc
|
|
|
|
|
|
|
|
|
|
|
|
|
LOCATION OF ACTIVITIES AND DEVELOPMENTS [A][B] (At December 31, 2006) |
Location |
|
Exploration |
|
Development and/or production |
|
Shell Operator [C] |
|
|
|
|
|
|
|
|
|
|
|
|
|
Europe |
|
|
|
|
|
|
|
|
|
|
|
|
|
Austria |
|
|
■ |
|
|
|
■ |
|
|
|
|
|
|
Denmark |
|
|
■ |
|
|
|
■ |
|
|
|
|
|
|
Germany |
|
|
■ |
|
|
|
■ |
|
|
|
|
|
|
Ireland |
|
|
■ |
|
|
|
■ |
|
|
|
■ |
|
|
Italy |
|
|
|
|
|
|
■ |
|
|
|
|
|
|
The Netherlands |
|
|
■ |
|
|
|
■ |
|
|
|
■ |
|
|
Norway |
|
|
■ |
|
|
|
■ |
|
|
|
■ |
|
|
UK |
|
|
■ |
|
|
|
■ |
|
|
|
■ |
|
|
Ukraine |
|
|
■ |
|
|
|
|
|
|
|
■ |
|
|
Africa |
|
|
|
|
|
|
|
|
|
|
|
|
|
Algeria |
|
|
■ |
|
|
|
|
|
|
|
■ |
|
|
Angola |
|
|
■ |
|
|
|
|
|
|
|
|
|
|
Cameroon |
|
|
■ |
|
|
|
■ |
|
|
|
■ |
|
|
Gabon |
|
|
■ |
|
|
|
■ |
|
|
|
■ |
|
|
Libya |
|
|
■ |
|
|
|
|
|
|
|
■ |
|
|
Nigeria |
|
|
■ |
|
|
|
■ |
|
|
|
■ |
|
|
Tunisia |
|
|
■ |
|
|
|
|
|
|
|
|
|
|
Asia Pacific |
|
|
|
|
|
|
|
|
|
|
|
|
|
Australia |
|
|
■ |
|
|
|
■ |
|
|
|
■ |
|
|
Brunei |
|
|
■ |
|
|
|
■ |
|
|
|
■ |
|
|
China |
|
|
|
|
|
|
■ |
|
|
|
■ |
|
|
Indonesia |
|
|
■ |
|
|
|
|
|
|
|
|
|
|
Malaysia |
|
|
■ |
|
|
|
■ |
|
|
|
■ |
|
|
New Zealand |
|
|
■ |
|
|
|
■ |
|
|
|
■ |
|
|
Philippines |
|
|
■ |
|
|
|
■ |
|
|
|
■ |
|
|
Middle East, Russia, CIS |
|
|
|
|
|
|
|
|
|
|
|
|
|
Abu Dhabi |
|
|
■ |
|
|
|
■ |
|
|
|
|
|
|
Azerbaijan |
|
|
■ |
|
|
|
|
|
|
|
|
|
|
Egypt |
|
|
■ |
|
|
|
■ |
|
|
|
■ |
|
|
Iran |
|
|
|
|
|
|
■ |
|
|
|
|
|
|
Kazakhstan |
|
|
■ |
|
|
|
■ |
|
|
|
■ |
|
|
Oman |
|
|
■ |
|
|
|
■ |
|
|
|
■ |
|
|
Pakistan |
|
|
■ |
|
|
|
■ |
|
|
|
■ |
|
|
Qatar |
|
|
|
|
|
|
■ |
|
|
|
■ |
|
|
Russia |
|
|
■ |
|
|
|
■ |
|
|
|
■ |
|
|
Saudi Arabia |
|
|
■ |
|
|
|
|
|
|
|
■ |
|
|
Syria |
|
|
■ |
|
|
|
■ |
|
|
|
■ |
|
|
USA |
|
|
■ |
|
|
|
■ |
|
|
|
■ |
|
|
Other Western Hemisphere |
|
|
|
|
|
|
|
|
|
|
|
|
|
Argentina |
|
|
|
|
|
|
■ |
|
|
|
|
|
|
Brazil |
|
|
■ |
|
|
|
■ |
|
|
|
■ |
|
|
Canada |
|
|
■ |
|
|
|
■ |
|
|
|
■ |
|
|
Venezuela |
|
|
|
|
|
|
■ |
|
|
|
|
|
|
|
|
[A] |
|
Including equity accounted investments. |
|
[B] |
|
Where an equity accounted investment has properties outside its base country, those properties are not shown in this table. |
|
[C] |
|
In several countries where Shell Operator is indicated, a Group company is operator of some but not all exploration and/or production ventures. |
OPERATING AND FINANCIAL REVIEW
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OIL AND GAS ACREAGE [A][B][C][D][H] (At December 31) |
|
|
|
|
|
|
thousand acres |
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
|
Developed |
|
|
Undeveloped |
|
|
Developed |
|
|
Undeveloped |
|
|
Developed |
|
|
Undeveloped |
|
|
|
Gross |
|
|
Net |
|
|
Gross |
|
|
Net |
|
|
Gross |
|
|
Net |
|
|
Gross |
|
|
Net |
|
|
Gross |
|
|
Net |
|
|
Gross |
|
|
Net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Europe |
|
|
9,850 |
|
|
|
3,225 |
|
|
|
12,860 |
|
|
|
4,025 |
|
|
|
9,852 |
|
|
|
3,110 |
|
|
|
14,507 |
|
|
|
4,415 |
|
|
|
8,449 |
|
|
|
3,200 |
|
|
|
14,024 |
|
|
|
4,904 |
|
Africa [E] |
|
|
7,159 |
|
|
|
2,318 |
|
|
|
24,396 |
|
|
|
15,351 |
|
|
|
7,175 |
|
|
|
2,382 |
|
|
|
27,206 |
|
|
|
14,806 |
|
|
|
6,597 |
|
|
|
2,058 |
|
|
|
15,584 |
|
|
|
8,398 |
|
Asia Pacific [F] |
|
|
7,228 |
|
|
|
3,277 |
|
|
|
125,421 |
|
|
|
34,290 |
|
|
|
7,292 |
|
|
|
3,313 |
|
|
|
123,829 |
|
|
|
34,455 |
|
|
|
7,032 |
|
|
|
3,266 |
|
|
|
104,443 |
|
|
|
28,504 |
|
Middle East, Russia, CIS [G] |
|
|
32,238 |
|
|
|
10,284 |
|
|
|
66,579 |
|
|
|
30,321 |
|
|
|
32,125 |
|
|
|
10,302 |
|
|
|
66,839 |
|
|
|
30,467 |
|
|
|
34,815 |
|
|
|
11,169 |
|
|
|
65,352 |
|
|
|
30,766 |
|
USA |
|
|
1,234 |
|
|
|
665 |
|
|
|
3,962 |
|
|
|
3,280 |
|
|
|
1,250 |
|
|
|
563 |
|
|
|
4,359 |
|
|
|
3,069 |
|
|
|
961 |
|
|
|
531 |
|
|
|
3,998 |
|
|
|
2,864 |
|
Other Western Hemisphere |
|
|
945 |
|
|
|
569 |
|
|
|
30,413 |
|
|
|
20,328 |
|
|
|
872 |
|
|
|
551 |
|
|
|
30,097 |
|
|
|
20,314 |
|
|
|
855 |
|
|
|
529 |
|
|
|
27,236 |
|
|
|
20,421 |
|
|
|
|
|
58,654 |
|
|
|
20,338 |
|
|
|
263,631 |
|
|
|
107,595 |
|
|
|
58,566 |
|
|
|
20,221 |
|
|
|
266,837 |
|
|
|
107,526 |
|
|
|
58,709 |
|
|
|
20,753 |
|
|
|
230,637 |
|
|
|
95,857 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NUMBER OF PRODUCTIVE WELLS [A][B][H] (At December 31) |
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
|
Oil |
|
|
Gas |
|
|
Oil |
|
|
Gas |
|
|
Oil |
|
|
Gas |
|
|
|
Gross |
|
|
Net |
|
|
Gross |
|
|
Net |
|
|
Gross |
|
|
Net |
|
|
Gross |
|
|
Net |
|
|
Gross |
|
|
Net |
|
|
Gross |
|
|
Net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Europe |
|
|
1,647 |
|
|
|
475 |
|
|
|
1,487 |
|
|
|
461 |
|
|
|
1,762 |
|
|
|
491 |
|
|
|
1,355 |
|
|
|
448 |
|
|
|
1,786 |
|
|
|
478 |
|
|
|
1,445 |
|
|
|
491 |
|
Africa [E] |
|
|
945 |
|
|
|
333 |
|
|
|
40 |
|
|
|
13 |
|
|
|
1,234 |
|
|
|
413 |
|
|
|
36 |
|
|
|
12 |
|
|
|
1,215 |
|
|
|
396 |
|
|
|
36 |
|
|
|
12 |
|
Asia Pacific [F] |
|
|
1,095 |
|
|
|
520 |
|
|
|
259 |
|
|
|
109 |
|
|
|
1,076 |
|
|
|
480 |
|
|
|
264 |
|
|
|
100 |
|
|
|
1,191 |
|
|
|
551 |
|
|
|
230 |
|
|
|
88 |
|
Middle East, Russia, CIS
[G] |
|
|
4,333 |
|
|
|
1,364 |
|
|
|
50 |
|
|
|
44 |
|
|
|
4,128 |
|
|
|
1,279 |
|
|
|
45 |
|
|
|
40 |
|
|
|
3,795 |
|
|
|
1,198 |
|
|
|
47 |
|
|
|
40 |
|
USA |
|
|
15,977 |
|
|
|
8,077 |
|
|
|
1,069 |
|
|
|
830 |
|
|
|
16,159 |
|
|
|
8,270 |
|
|
|
873 |
|
|
|
636 |
|
|
|
16,131 |
|
|
|
8,163 |
|
|
|
719 |
|
|
|
520 |
|
Other Western Hemisphere |
|
|
355 |
|
|
|
264 |
|
|
|
326 |
|
|
|
250 |
|
|
|
122 |
|
|
|
117 |
|
|
|
303 |
|
|
|
284 |
|
|
|
117 |
|
|
|
112 |
|
|
|
284 |
|
|
|
270 |
|
|
|
|
|
24,352 |
|
|
|
11,033 |
|
|
|
3,231 |
|
|
|
1,707 |
|
|
|
24,481 |
|
|
|
11,050 |
|
|
|
2,876 |
|
|
|
1,520 |
|
|
|
24,235 |
|
|
|
10,898 |
|
|
|
2,761 |
|
|
|
1,421 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NUMBER OF NET PRODUCTIVE WELLS AND DRY HOLES DRILLED [A][B][D][H] (At December
31) |
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
|
Productive |
|
|
Dry |
|
|
Productive |
|
|
Dry |
|
|
Productive |
|
|
Dry |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exploratory |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Europe |
|
|
7 |
|
|
|
7 |
|
|
|
5 |
|
|
|
3 |
|
|
|
6 |
|
|
|
2 |
|
Africa [E] |
|
|
7 |
|
|
|
1 |
|
|
|
9 |
|
|
|
1 |
|
|
|
3 |
|
|
|
1 |
|
Asia Pacific [F] |
|
|
8 |
|
|
|
4 |
|
|
|
6 |
|
|
|
3 |
|
|
|
5 |
|
|
|
5 |
|
Middle East, Russia, CIS
[G] |
|
|
18 |
|
|
|
7 |
|
|
|
5 |
|
|
|
3 |
|
|
|
7 |
|
|
|
2 |
|
USA |
|
|
30 |
|
|
|
3 |
|
|
|
9 |
|
|
|
3 |
|
|
|
2 |
|
|
|
3 |
|
Other Western Hemisphere |
|
|
41 |
|
|
|
3 |
|
|
|
3 |
|
|
|
4 |
|
|
|
1 |
|
|
|
2 |
|
|
|
|
|
111 |
|
|
|
25 |
|
|
|
37 |
|
|
|
17 |
|
|
|
24 |
|
|
|
15 |
|
|
Development |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Europe |
|
|
32 |
|
|
|
1 |
|
|
|
25 |
|
|
|
|
|
|
|
27 |
|
|
|
|
|
Africa [E] |
|
|
15 |
|
|
|
|
|
|
|
13 |
|
|
|
|
|
|
|
11 |
|
|
|
|
|
Asia Pacific [F] |
|
|
27 |
|
|
|
|
|
|
|
20 |
|
|
|
1 |
|
|
|
22 |
|
|
|
1 |
|
Middle East, Russia, CIS
[G] |
|
|
155 |
|
|
|
2 |
|
|
|
173 |
|
|
|
4 |
|
|
|
150 |
|
|
|
6 |
|
USA |
|
|
478 |
|
|
|
|
|
|
|
446 |
|
|
|
|
|
|
|
504 |
|
|
|
1 |
|
Other Western Hemisphere |
|
|
118 |
|
|
|
1 |
|
|
|
26 |
|
|
|
|
|
|
|
10 |
|
|
|
1 |
|
|
|
|
|
825 |
|
|
|
4 |
|
|
|
703 |
|
|
|
5 |
|
|
|
724 |
|
|
|
9 |
|
|
|
|
[A] |
Including equity accounted investments. |
[B] |
The term gross relates to the total activity in which Group companies and equity
accounted investments have an interest, and the term net relates to the sum of the
fractional interests owned by Group companies plus the Group share of equity accounted
investments fractional interests. |
[C] |
One thousand acres equals approximately four square kilometres. |
[D] |
Excludes oil sands. |
[E] |
Excludes Egypt. |
[F] |
Excludes Sakhalin. |
[G] |
Includes Caspian region, Egypt and Sakhalin. |
[H] |
2004 and 2005 comparative figures have been reclassified in line with 2006 to
reflect the move of Pakistan from Asia Pacific to the Middle East, Russia and CIS region
for reporting purposes. |
26 Royal Dutch Shell plc
OIL AND GAS INTERESTS
A selection of oil and gas interests, as well as
recent developments in countries where Group or equity
accounted investments have exploration and production
interests, are summarised on the following pages. The
summary includes aspects of the legislation, regulations
or agreements affecting the activities of significant
companies. None of the below-mentioned properties or
interests is individually significant to the Group.
EUROPE
Denmark A Group company has a 46% non-operator
interest in a producing concession until mid 2012, after
which it will reduce to 36.8% when the state takes a 20%
interest in the concession. In late 2003 this licence was
extended until mid 2042. The Shell company also holds
interests in four (non-operated) exploration licences.
Germany A Group company holds a 50% interest in the
Brigitta & Elwerath Betriebsfuehrungsgesellschaft (BEB)
50:50 joint venture. BEB is involved in some 30
concessions with varying interests and is the main
operator in Germany. Further German interests include the
43.9% Group share in the non-operated Deutsche Offshore
Konsortium. Royalties are determined by the individual
German states each year and differ for the production of
natural gas and oil. Royalty incentives, for example, are
given for the development of tight gas reservoirs.
Activities include production, gas storage, the operation
of two large sour gas treatment plants, numerous
compression stations and some 3,000 kilometres of
pipelines.
Ireland Shell E&P Ireland Ltd. (Group interest 100%) is
the operator for the Corrib Gas Project (Shell equity
45%), currently under development, and has further
exploration interests in five licences in total offshore
Ireland, of which four are operated and one is
non-operated. Two of these licences in the Rockall Basin
were awarded in early 2005. In October 2004, planning
permission was granted for a proposed gas terminal at
Bellanboy Bridge, County Mayo to bring Corrib gas ashore.
Also in 2006, the company gained additional exploration
licences and acreage.
Most construction work onshore was suspended in 2005 and
resumed in October 2006 following an Independent Safety
Review and a mediation process. Shell E&P Ireland have
agreed to modify the route of the onshore pipeline and
community consultation began in late 2006. A new
route is not expected to be identified until the end of
2007. Offshore well completion work was carried out
successfully in 2006 and will continue through 2007.
Italy Shell Italia E&P S.p.A. (Group interest 100%) was
formed following the Groups 2002 acquisition of
Enterprise Oil. The main assets are onshore in southern
Italy and include various interests in producing assets
(Val dAgri, which includes the Monte Alpi, Monte Enoc
and Cerro Falcone highs, operated by Eni on behalf of the
joint venture partners), development projects (including
Tempa Rossa), nearby exploration prospects, as well as an
oil transport and storage company (Società Oleodotti
Meridionali Group interest 30%), jointly owned with
Eni. A unification/unitisation and settlement heads of
agreement was completed in December 2006 with Eni, which
provides for new equity of the Val dAgri accumulation
(Group share 39.23%) and settlement of past costs and
production volumes.
The Netherlands The Group share of natural gas and
crude oil in the Netherlands is produced by Nederlandse
Aardolie Maatschappij B.V. (NAM), (Group interest 50%)
in a 50:50 joint venture. An important part of NAMs
gas production is from its onshore Groningen gas field,
in which the Dutch state has a 40% financial interest
through the wholly state-owned company EBN. NAMs
production of oil and gas is covered by production
licences. Government participation in development and
production is 40% or 50%
mainly depending on the legislation applicable at the
time licences were granted. This applies to all licences
except one offshore and a number of older onshore
production licences.
Norway A/S Norske Shell holds an interest in a number of
production licences, seven of which involve producing
oil and gas fields. A/S Norske Shell also holds an
interest in several potential development assets,
including Ormen Lange and Skarv. The development
decision for the Ormen Lange gas development, discovered
in 1997, was taken by the joint venture in 2003. This
development involves an onshore plant/terminal and
pipelines for transportation to the markets in the UK
and continental Europe. During 2005, Shell swapped its
interest in both Norne and Snorre fields in exchange for
an increased interest in the Kvitebjorn field. Shell
International Pipelines Inc. (Group interest 100%) holds
interests in gas transportation and processing systems,
pipelines and terminals. The licence period for these
fields is due to expire between 2010 and 2020.
Ukraine Ukrgazvydobuvannya (UGV) and Shell Exploration
& Production (Shell) signed a wide-ranging oil and gas
exploration joint activity agreement (JAA) in June
2006.
The agreement covers licences, agreed work programme
levels and the terms of joint activities. UGV is a
subsidiary of NaftogazUkrainy (NAK) and this JAA
represents a further important milestone in
co-operation between NAK and Shell following an
agreement in May 2005 to carry out joint studies in the
Dniepr Donets Basin, in central-eastern Ukraine.
Under the terms of the JAA, Shell has farmed into eight
UGV-held licences in the Dniepr Donets Basin with access
to deep potential reservoirs, which partly lie beneath
large-scale shallower fields already in production. Shell
will acquire a 50% interest in the JAA covering these
licences (excluding the producing fields) in exchange for
a commitment that comprises acquisition of seismic data
and drilling of deep exploration wells over a three-year
period. Work started in 2006.
United Kingdom Shell UK Limited (Group interest 100%) is
one of the largest integrated oil and gas exploration
and production companies operating in the UK (by
production volumes). It operates a significant number of
its interests in the UK Continental Shelf (UKCS) on
behalf of a 50:50 joint venture with ExxonMobil.
Most of Shell UKs production comes from the North Sea.
Natural gas comes from associated gas in mixed oil and
gas fields in the northern sector of the North Sea and
gas fields in the southern sector of the North Sea.
Crude oil comes from the central and northern fields,
which include Brent, Nelson and Cormorant. In the
Atlantic Margin area, Shell also has interests as a
non-operating partner principally in the West of
Shetlands area including the Schiehallion, Clair and
Loyal fields.
The UKCS is a mature area and although Shell has
invested significantly over the past decade to extend
field lives, organic growth has been more of a challenge
with new field discoveries smaller than discoveries
15-20 years ago.
In 2006, Shell completed the sale of its 50% holding
in Auk and 42.9% holding in the Fulmar fields and
associated infrastructure.
As of January 1, 2006, the supplementary change to
corporation tax rate on UK exploration and production
activities was increased from 10% to 20%.
Royal Dutch Shell plc 27
OPERATING AND FINANCIAL REVIEW
AFRICA
Algeria During 2006 Shell Erdgas
Beteiligungsgesellschaft mbH (SEB, Group interest 100%)
assigned its interests in the permits Reggane Djebel
Hirane and Zerafa to Shell Algeria Reggane GmbH and Shell
Algeria Zerafa GmbH (SARG and SAZG, Group interest 100%).
SARG and SAZG are conducting an exploration programme in Algeria under a PSC with Algeria-based Sonatrach. The
first phase of the PSC extends to September 2008. Toward
the end of 2006, a farm out of 20% of Shell interests in
the two blocks had been agreed with Liwa, a subsidiary of
Mubudala Development Company, an Abu Dhabi Investment
Company. Approval of the farm outs is required from
Sonatrach and Competent Authorities, which is expected in
2007. In February 2006, Shell and Sonatrach, the Algerian
national energy company, signed a Memorandum of
Understanding covering multiple business initiatives,
both in Algeria and internationally.
Cameroon Pecten Cameroon Company (PCC) (Group interest
80%) has a 40% working interest in a PCC operated
property (Mokoko-Abana) and a 24.5% interest in a
non-operated property (Rio del Rey). PCC has a 50%
interest in exploration licence Dissoni (PSC), which
can reduce to 37.5% depending on state participation
after a commercial discovery.
Gabon Shell Gabon (Group interest 75%) has interests in
eight onshore mining concessions/exploitation permits,
five of which (Rabi/Kounga, Gamba/Ivinga, Toucan Totou
and Bende) are operated by the company. The Rabi/Kounga
PSC expires in 2022 and includes an option for a
five-year extension. The Gamba/Ivinga concession expires
in 2042. The Toucan PSC expires in 2023 while the
Totou/Bende PSC expires in 2020. The other three
concessions/PSC (Avocette, Coucal and Atora) expire
between 2010 and 2018 and are operated by Total Gabon.
Production in Gabon is dominated by the Rabi field,
operated by Shell Gabon, which holds 42.5% equity in the
field. Shell Gabons portfolio includes two more fields
near the Rabi, Toucan and Avocette (Awoun and Ozigo). A
Group company, Shell Offshore North Gabon BV (SONG),
holds the Igoumou Marin permit in ultra-deep water
offshore Gabon. The same
company relinquished the Ighengue licence in 2005.
Libya In May 2005, a Group company and the National Oil
Corporation of the Great Socialist Peoples Libyan Arab
Jamahiriya (NOC) signed an LNG development agreement for
the rejuvenation and upgrade of the existing LNG plant at
Marsa Al Brega on the Libyan coast, together with
exploration and development of five areas in Libyas
major oil and gas producing Sirte Basin. During 2006, the
Group company continued its exploration activities under
the LNG development agreement in those five areas.
Nigeria The Shell Petroleum Development Company of
Nigeria Ltd. (SPDC) (Group interest 100%) is operator of
a joint venture (Group interest 30%) with the Nigerian
National Petroleum Corporation and two other companies,
Total (10%) and Agip (5%). The ventures onshore oil
mining leases expire in 2019 and the shallow water
offshore leases expire in 2008. Currently SPDC is
operator of the SPDC JV.
Shell Nigeria Exploration and Production Company Ltd.
(SNEPCO) (Group interest 100%) operates under a PSC with
a 55% working interest in deep water blocks OML 118 and
OML 135 in partnership with ExxonMobil, Total and Agip.
SNEPCO also has a 49.81% interest in deep water blocks
OML-125 and Oil Prospecting Licence (OPL)-211 (Agip
operated), a 43.75% interest in deep water block OML 133
(ExxonMobil operated), and a 40% interest in shallow
water block OPL 238 (co-venturer Sunlink with 60%
equity).
Shell Nigeria Offshore Prospecting Limited (SNP, Group
interest 100%) has a 35% working interest in block OPL
250 (PSC, 50% Chevron operated,
8.625%
Petrobras, 6.375% ConocoPhillips) which is in the
process of being relinquished.
Shell Nigeria Ultra Deep Limited (SNUD) (Group
interest 100%) has a 100% interest in block OPL 245
(PSC).
Shell Nigeria Upstream Ventures (SNUV) (Group
interest 100%) has a disputed 40% equity interest in
OML 122 (co-venturer Peak Petroleum).
Shell Nigeria Exploration Properties Alpha Ltd. (SNEPA)
(Group interest 100%) operates under a 100% working
interest in deep water block OPL322 (40% Shell equity,
50% PSC with NNPC, 10% PSC with indigenous operator Dajo
Oil).
Shell Nigeria Exploration Properties Beta Ltd. (SNEPB),
(Group interest 100%) has a 27% working interest in deep
water block OPL318 (PSC, ConocoPhillips operated with
35%, ChevronTexaco with 18%, NPDC with 20%).
ASIA PACIFIC
Australia Shell Development (Australia) Pty Ltd
(SDA), (Group interest 100%) has interests in a number of
offshore production and exploration licences in the
Carnarvon Basin, namely the North West Shelf (NWS) and
Greater Gorgon fields, as well as exploration licences in
the Browse Basin and Timor Sea area. The interests are
held directly and/or indirectly through a shareholding
(34%) in Woodside Petroleum Ltd., which is the operator
on behalf of six joint venture participants of the NWS
gas/condensate and oil fields. Gas and condensate are
produced from the North Rankin and Goodwyn facilities to
an onshore treatment and LNG facility on the Burrup Peninsula. Shell also has
interests in the significant liquids-rich Sunrise gas
field in the Timor Sea, as well as the Browse Basin. SDA
is also a non-operating participant (25%) in the Gorgon
joint venture (operator Chevron Australia Pty Ltd)
covering a number of gas fields in the Greater Gorgon
area of the Carnarvon Basin, situated west of Barrow
Island. In 2006, Shell was awarded 100% interest in Block
WA-371-P in the Browse Basin, marking a return for Shell
as an operator in Australia. Drilling of the first of 12
commitment wells in Block WA-371-P commenced in December
2006.
Brunei A Group company is a 50% shareholder in Brunei
Shell Petroleum Company Sendirian Berhad (BSP) (the
other 50% shareholder being the Brunei government). The
company, which has long-term oil and gas concession
rights both onshore and offshore Brunei, sells most of
its natural gas production to Brunei LNG Sendirian
Berhad (Group interest 25%). A Group company has a 35%
non-operating share in the Block B Joint Venture (BBJV)
concession where gas is produced from the Maharaja Lela
Field, and a 53% operating interest in exploration Block
A. In 2006, oil production started from the first well
from Phase III of the Champion West field (Group
interest 50%) using Shells Smart Fields® technology.
Over time almost a quarter of BSPs production is
expected to come from Champion West.
China Group companies hold some 30% interest in the
offshore South China Sea Xijiang oil producing fields.
Shell holds 100% of the contractors interest in the
Changbei Petroleum Contract with PetroChina Company
Limited, to develop the Changbei gas field in the Ordos
Basin, onshore China. Group companies also hold a 61%
interest in the Jilin Shell Oil Shale Development
Company Limited for minerals exploration, exploitation
and development of oil shale resources.
Malaysia Group companies have 17 PSCs with the state oil
company Petronas. In many of these contracts Petronas
Carigali Sendirian Berhad (PCSB), a 100% Petronas
subsidiary, is the sole joint venture partner. Shell is
the operator, with a 50% working interest, of nine
non-associated producing
28 Royal Dutch Shell plc
gas fields and the operator, with a 37.5% working
interest, of a further two non-associated producing gas
fields. Over 92% of the gas is supplied to Malaysian LNG
Sendirian Berhad (Group interest 15% in MLNG Dua & Tiga
plants) for deliveries of LNG to customers mainly in
Japan, Korea and Taiwan. Regarding oil production and
exploration, Shell has a 40% equity stake in the
non-operated Baram Delta PSC and exploration interests
ranging from 50% to 60% in the deep water SK-E block and
inboard blocks SK-307 and SK-308. Shell operates four
producing fields in Sabah. Group companies also have
PSCs for exploration and development in Blocks SB-301,
SB-G, SB-J, ND-6 and ND-7 offshore Sabah; material oil
discoveries have been announced in Blocks G and J. Shell
also holds a 50% interest in Blocks PM-301 and PM-302,
which are operated by a joint operating company with
PCSB.
New Zealand Group companies have an 83.75% interest in
the production licence for the offshore Maui gas field.
In addition, Group companies have a 50% interest in the
onshore Kapuni gas field and a 48% interest in the
Pohokura gas field. The gas produced is sold
domestically, mainly under long term contracts. Group
companies also have interests in other exploration
licence areas in the Taranaki Basin. The Maui and Kapuni
interests are operated by Shell Todd Oil Services Ltd, a
service company (Group interest 50%), with the Pohokura
field operated by Shell Exploration New Zealand Limited
(Group interest 100%).
Philippines Group companies hold a 45% interest in the
deep water PSC for block SC-38. The SC-38 interest
includes an exploration area and a production licence,
the latter relating to the Malampaya and San Martin
fields. Current production is gas and condensate from the
Malampaya field via a platform north-west of the island
of Palawan. Shell also holds a 55% interest (and is
operator) in SC-60, converted from the geophysical survey
and exploration contract GSEC-99, covering a relatively
unexplored area offshore north-east Palawan.
MIDDLE EAST, RUSSIA AND CIS
Abu Dhabi Crude oil and natural gas liquids are
produced by the Abu Dhabi Company for Onshore Oil
Operations in which a Group companys concessionary share
is 9.5% (licence expiry in 2014), arising from a 23.75%
Group interest in the Abu Dhabi Petroleum Company, which
in turn holds a 40% interest in the concession granted by
the Abu Dhabi government. A Group company has a 15%
interest in Abu Dhabi Gas Industries Limited, which
extracts propane and butane, as well as heavier liquid
hydrocarbons, for export sales from associated wet
natural gas produced by Abu Dhabi Petroleum Company.
Egypt Shell Egypt (Group interest 100%) participates as
operator in five exploration concessions and in four
development leases. All concessions and leases are
granted on the basis of PSCs. Included in Shell Egypts
portfolio is an 84% interest in the north-eastern
Mediterranean deepwater concession. Shell Egypt has a 50%
interest in Badr Petroleum Company (Bapetco), a joint
venture company with the Egyptian General Petroleum
Corporation (the Egyptian national oil company). Bapetco
executes the operations for those producing fields where
Shell is the operator.
Iran In early 2007, Shell and Repsol entered into a
service contract with respect to development of the
South Pars fields for the Persian LNG project. However,
the parties will not reach a final decision on whether
to proceed with the project until the remaining
significant commercial and engineering work is
complete.
A Group company (Group interest 100%) has a 70% interest
in an agreement with the National Iranian Oil Company
(NIOC), who is the operator of the
Soroosh/Nowrooz offshore fields. The term of the
agreement expires when all petroleum costs and the
remuneration fee have been recovered, which is expected
to occur by 2012.
Kazakhstan A Group company (Group interest 100%) holds
an 18.52% interest in the North Caspian PSC in respect
of some 6,000 square kilometres in the Kazakhstan sector
of the Caspian Sea. Development of the giant Kashagan
field is continuing. Oil and gas discoveries at
Kalamkas, Aktote, Kairan and Kashagan SW are being
further appraised. Shell holds a 50% interest in the
Arman joint venture, a small onshore producing company.
Oman A Group company has a 34% interest in Petroleum
Development Oman (PDO), which is the operator of an oil
concession expiring in 2044, or at such later date as
the government and the 40% concession-owning company
Private Oil Holdings Oman Ltd. (in which a Group company
has an 85% shareholding), may agree.
In July 2005 a Group company entered into a production
sharing agreement (17% interest) to develop the
Mukhaizna oil field.
Pakistan A Group company (Group interest 100%) holds a
28% non-operated interest in the Bhit and Badhra
development and production leases. These leases were
excised from the Kirthar exploration licence, which was
relinquished in 2003. Another Group company (Group
interest 100%) holds 25% of an operated deepwater
licence offshore of Pakistan, which was acquired in
April 1998.
Qatar In July 2006, Qatar Petroleum (QP) and the Group
took the final investment decision on the integrated
Pearl GTL project, which is being developed under a
development and production sharing agreement with the
government of the State of Qatar. Shell provides 100% of
project funding. The fully integrated project includes
upstream production of some 1.6 billion cubic feet per
day of wellhead gas from Qatars North Field, transport
and processing of the gas to produce around 120 thousand
boe per day of natural gas liquids and ethane; and the
construction of a new onshore GTL complex to convert the
remaining gas into 140 thousand boe per day of clean
liquid hydrocarbon products.
In February 2005, the Group and Qatar Petroleum signed a
heads of agreement for the development of a large-scale
LNG project (Qatargas 4, Group interest 30%). The project
comprises the integrated development of upstream gas
production facilities to produce 1.4 billion cubic feet
per day of natural gas, including an average of around 70
thousand boe per day of associated natural gas liquids
(NGL) from Qatars North field, a single LNG train
yielding around 7.8mtpa of LNG and shipping of the LNG to
the intended markets. The final investment decision was
taken in December, 2005. At the same time the
engineering, procurement and construction (EPC) contract
for the onshore facilities was awarded.
Russia Shell Sakhalin Holdings, B.V. (Group interest
100%) currently holds a 55% interest in Sakhalin Energy
Investment Company Ltd. (SEIC). However on December 21,
2006 OAO Gazprom (Gazprom), Shell, Mitsui & Co., Ltd
(Mitsui) and Mitsubishi Corporation (Mitsubishi) signed
a protocol to bring Gazprom into SEIC. Under the terms
of this protocol, Gazprom will acquire a 50% interest
plus one share in SEIC. The current SEIC partners will
each dilute their interest by 50% to accommodate this
transaction, with a proportionate share of the purchase
price. When effective Shell will retain a 27.5%
interest, with Mitsui and Mitsubishi holding 12.5% and
10% interest, respectively. SEIC will continue to be the
operator of the Sakhalin II project. Gazprom and
existing SEIC shareholders will enter into an Area of
Mutual Interest arrangement, which will cover both
future Sakhalin area oil and gas
Royal Dutch Shell plc 29
OPERATING AND FINANCIAL REVIEW
exploration and production opportunities, and building of Sakhalin II into a
regional oil and LNG hub. Furthermore, the Sakhalin II shareholders reached
agreement with the Ministry of Industry and Energy as the authorised state
body for the supervision of Production Sharing Agreements of the Government
of the Russian Federation, regarding the amended budget of Sakhalin II and
cost recovery. The Production Sharing Agreement for the Sakhalin II project
will continue. The Sakhalin II amended project budget for phase 2 is expected
to be approved by the SEIC Supervisory Board. Seasonal oil production
continues from the Molikpaq facility on the Piltun-Astokhskoye field, offshore
Sakhalin Island. Full development of the Piltun-Astokhskoye oil field and
Lunskoye gas field, including a LNG plant in the south of Sakhalin Island,
continued during 2006.
Salym Petroleum Development (Group interest 50%) continued to increase
production from its Salym fields in Western Siberia while pursuing their
development.
Saudi Arabia The Group is conducting an exploration programme in the
Rub Al-Khali area in the south of the Kingdom. The Group leads the project
and has a 40% interest, with Total and Saudi Aramco holding 30% each.
Syria A registered branch of Syria Shell Petroleum Development B.V. (Group
interest 100%) holds undivided participating interests ranging from 62.5% to
66.67% in three PSCs that expire between 2008 and 2014 (Deir Ez Zor,
Fourth Annex and Ash Sham). In addition, Group companies are parties to a
gas utilisation agreement for the collection, processing and sharing of natural
gas from designated fields for use in Syrian power generation and other
industrial plants. Operations under these contracts are performed by Al Furat
Petroleum Company, a Syrian joint stock company in which Syria Shell
Petroleum Development B.V. holds a 31.25% interest. A Group company
entered into two production sharing contracts, effective from February 2007,
for Block 13 and 15 in the South of Syria. Work on the first 4-year
exploration period is expected to start in 2007.
USA
Shell Exploration & Production Company (SEPCo, Group interest 100%)
produces crude oil, natural gas and NGL principally in the Gulf of Mexico,
California (AERA), Texas (South Texas and Fort Worth Basin), and Wyoming
(Pinedale). The majority of SEPCos oil and gas production interests are
acquired under leases granted by the owner of the minerals underlying
relevant acreage (including many leases for federal onshore and offshore
tracts). Such leases are currently running on an initial fixed term that is
automatically extended by the establishment of production for so long as
production continues, subject to compliance with the terms of the lease
(including, in the case of federal leases, extensive regulations imposed by
federal law).
In 2006, SEPCo acquired exploration interests in acreage located in Alaska,
North Dakota, Utah, Arkansas, and Washington, where current and future
exploration activities are being pursued. SEPCo acquired additional interests
in the Gulf of Mexico and Texas. In Texas, the acreage is located in the Fort
Worth Basin and in South Texas.
In the Gulf of Mexico, SEPCo took the final investment decision to develop
the Perdido Regional host, where it holds a 35% interest. Moored in 8,000
feet of water, this will be the deepest spar production facility in the world.
First production is expected around the end of the decade.
Affiliates of SEPCo hold a 51.8% interest in a US-based exploration and
production limited liability company, Aera Energy LLC, holding exploration
and production assets in California. This venture is accounted for using the
equity method.
Shell Frontier Oil & Gas Inc (Group interest 100%) was awarded three leases
in 2006 by the US Bureau of Land Management to allow it to conduct oil
shale research, development and demonstration activities in the Piceance Basin
in north-west Colorado.
OTHER WESTERN HEMISPHERE
Argentina Shell Compania Argentina de Petroleo (CAPSA, Group interest
100%) holds a 22.5% interest in the Acambuco concession.
Brazil Shell Brasil Ltda (Group interest 100%) produces oil and gas in the
Bijupirá and Salema fields located in the Campos Basin, offshore Rio de
Janeiro, where the company is the operator with an 80% interest. Shell Brasil
also has interests in 14 offshore exploration blocks (five operated by Shell and
nine non-operated) in the Campos, Santos and Espirito Santo basins. Group
interest in these blocks ranges from 20% to 100%. In 2006 Shell started to
award contracts for the development of the fields Ostra, Abalone and
Argonauta on the BC-10 block, in the Campos Basin.
These heavy oil fields will tie back to an FPSO moored in around 5,000 feet
of water. In 2006 Shell Brasil also increased its interest in the BC-10 project
from 35% to 50% by exercising its pre-emption right. Shell Brasil is the
operator of the development. Production is expected to start by the turn of
the decade. Shell Brasil also declared commerciality of two fields in block BS-4, in the Santos Basin, late 2006.
Through Pecten Victoria Inc (Group interest 100%), the Group retains an
economic interest via a service contract in the producing Merluza gas field,
operated by Petrobras, in the offshore Santos Basin.
Canada Shell Canada Limited (Group interest 78%) is a producer of natural
gas, NGL, bitumen, synthetic crude and sulphur. Around 75% of Shell
Canadas gas production comes from the Foothills region of Alberta. Shell
Canada also owns and operates four natural gas processing and sulphur
extraction plants in southern and south-central Alberta, and is among the
worlds largest producers and marketers of sulphur. In addition, it holds a
31.3% interest in the Sable Offshore Energy Project, a natural gas complex
offshore eastern Canada. In 2006, Shell Canada progressed its unconventional
gas development efforts in central Alberta through continued land acquisition,
its drilling programme, as well as investment in infrastructure facilitating new
production. It has expanded its land inventory with varying interest
percentages in conventional exploration prospects, in Alberta, north-eastern
British Columbia and the Beaufort Sea. It is also the largest landholder
offshore West Coast, which remains under a governmental moratorium.
Exploration rights in Canada are generally granted for varying terms
depending upon the provincial jurisdiction and applicable regulations. Subject
to certain conditions, exploration rights can be converted to production leases,
which may be extended as long as there is commercial production pursuant to
the lease.
Shell Canadas oil sands business has operations in each of Canadas three main
oil sands deposits: Athabasca, Peace River and Cold Lake, Alberta. It holds a
60% interest in the Athabasca Oil Sands Project (AOSP) in Northern Alberta
under a joint venture agreement to develop and produce synthetic crude from
Shells Athabasca oil sands leases and a 100% interest in in-situ bitumen
production from the Peace River and Cold Lake regions. The AOSP
comprises the Muskeg River mine, 75 kilometres north of Fort McMurray,
Alberta, and the Scotford Upgrader, next to Shell Canadas Scotford refinery
north of Fort Saskatchewan, Alberta. In 2006, Shell Canada announced its
30 Royal Dutch Shell plc
EXPLORATION & PRODUCTION
plan to proceed with the AOSP Expansion 1, which
will add 100 thousand boe per day total project
production capacity at the mine and the upgrader. This
is the first of multiple expansion opportunities in the
oil sands mining area.
Shell Canada produces heavy oil through cold (primary)
production and thermal recovery in the Peace River area
of Alberta (Shell Canadas interest is 100%). In 2006,
the company increased its heavy oil production and
acreage through the acquisition of BlackRock Ventures
Inc., Shell Canada also plans the completion and
start-up of a 10 thousand boe per day steam assisted
gravity drainage project (Phase 1) near Cold Lake,
Alberta.
Shell Unconventional Resources Energy Northern Energy
Ltd (SURE Northern Ltd, Group interest 100%) has
acquired 19 land parcels in Alberta in 2006 to evaluate
and potentially develop heavy oil resources. The
parcels represent some 290 thousand acres of land.
Venezuela Shell Exploration and Production Investments
B.V. (Group interest 100%) holds a 40% interest in
Empresa Mixta (Joint Venture) with a state oil company,
Petroleos de Venezuela (PDVSA), to develop and produce
the Urdaneta West Field in Lake Maracaibo. The Empresa
Mixta entity is called Petroregional Del Lago, S.A.
(PERLA). The Empresa Mixta took effect in 2006, and
replaced the existing operating services agreement.
|
OPERATING AND FINANCIAL REVIEW
OVERVIEW
Gas & Power is part of Upstream, which includes
Exploration & Production. Our Gas & Power business
liquefies and transports natural gas and develops
natural gas markets and related infrastructure. It is
also involved in Gas to Liquids (GTL) and coal
conversion technologies. Gas & Power operates in 33
countries around the world and employed on average
2,500 employees including contractors during 2006. Its
revenue was $17 billion with segment earnings of $2.7
billion in 2006.
HIGHLIGHTS
|
|
Segment earnings up 68%. |
|
|
|
Record Liquefied Natural Gas (LNG) equity sales volume, up 14%. |
|
|
|
Strong marketing and trading performance in Europe, North America and in global LNG. |
|
|
|
Progress on major LNG projects under construction or development in which Shell
either holds a direct or indirect interest (Sakhalin II; Qatargas 4; Gorgon, North West
Shelf Train 5 and Pluto in Australia; Nigeria LNG Trains 6 and 7 and Olokola in Nigeria;
and Persian LNG in Iran). |
|
|
|
Altamira (Mexico) LNG regasification terminal commissioned. |
|
|
|
First LNG cargoes delivered to China and Mexico. |
|
|
|
Pearl GTL project construction launched. |
|
|
|
First equity coal gasification plant (China) began operations. |
In 2006, we delivered record earnings, cash
flows and LNG volumes. We also achieved
significant progress on the development of our
major projects. We are on track to grow our
position as one of the largest natural gas
producers and suppliers of LNG.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue (including intersegment sales) |
|
|
17,190 |
|
|
|
15,624 |
|
|
|
10,835 |
|
Purchases (including change in inventories) |
|
|
(12,636 |
) |
|
|
(12,855 |
) |
|
|
(8,680 |
) |
Depreciation |
|
|
(289 |
) |
|
|
(290 |
) |
|
|
(903 |
) |
Operating expenses |
|
|
(3,023 |
) |
|
|
(2,087 |
) |
|
|
(1,452 |
) |
Share of profit of equity accounted investments |
|
|
1,515 |
|
|
|
999 |
|
|
|
1,142 |
|
Other income/(expense) |
|
|
231 |
|
|
|
223 |
|
|
|
733 |
|
Taxation |
|
|
(338 |
) |
|
|
(41 |
) |
|
|
140 |
|
|
Segment earnings from continuing operations |
|
|
2,650 |
|
|
|
1,573 |
|
|
|
1,815 |
|
Income/(loss) from discontinued operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
SEGMENT EARNINGS |
|
|
2,650 |
|
|
|
1,573 |
|
|
|
1,815 |
|
|
|
|
[A] |
|
Segment earnings as disclosed in the table above differ from the segment results
disclosed in Note 10 beginning on page 117. Segment earnings include share of profit of
equity accounted investments, other income/expense and taxation attributable to the
segment. |
2006 COMPARED TO 2005 AND 2004
EARNINGS
Segment earnings in 2006 were $2,650 million, a 68%
increase over $1,573 million in 2005. The earnings in
2005 included net charges of $84 million, mainly related
to the divestment of the joint venture, InterGen.
Excluding these items, earnings increased by 60% from
2005. The earnings increase was mainly due to record LNG
equity sales volumes, product prices reflecting high
crude oil and natural gas prices, LNG supply
optimisation, a strong performance from marketing and
trading
activities in Europe and North America, and higher
dividends from our investments. Although clean coal makes
up only a very limited portion of earnings, its earnings
grew through the granting of new coal gasification
technology licences.
Segment earnings in 2005 ($1,573 million) were lower
than in 2004 ($1,815 million) mainly due to the impact
of asset divestments. Results in 2005 included net
charges of $84 million whereas 2004 included net gains
of $444 million. These items were mainly related to
asset divestments and impairment, without which earnings
in 2005 increased by 21% over 2004. The increase was
driven by higher LNG volumes and prices, and favourable
marketing and trading conditions.
LNG equity sales volumes in 2006 of 12.12 million tonnes
were a record, increasing 14% from 2005 (10.65 million
tonnes). The volume increase was driven mainly by the
start-up of the fourth and fifth trains at Nigeria LNG
(Shell interest 26%), and Qalhat LNG in Oman (Shell
indirect interest 11%). This was complemented by high
LNG plant reliability across all joint ventures.
LNG equity sales volumes in 2005 were up 5% from 2004
driven by the ramp up of the fourth train at the North
West Shelf project (Shell direct and indirect interest
22%) in Australia.
With our joint venture partners, we continue to deliver
LNG into various Asia Pacific, European and North
American markets. Through our European and North American
marketing organisations, we supplied some of this gas, in
addition to local Shell and third party gas production,
to a broad range of customers. LNG volumes to India
increased in 2006, using the Hazira (Shell interest 74%)
regasification terminal completed in 2005. Together with
our joint venture partners we delivered the first LNG
cargo into China. We also delivered the first LNG cargo
into Mexico following the successful commissioning of the
Altamira regasification terminal (Shell ownership 50%,
with rights to 75% of the terminal capacity).
OUTLOOK AND STRATEGY
The business environment for natural gas remains
robust. We expect natural gas demand growth to remain at
around 2-3% per annum over the medium term, reflecting
moderate economic growth. Demand weakness, if it
occurred, would likely be the result of a severe
economic downturn. LNG demand is expected to continue to
grow at around 10% per annum for the next few years with
growth in all major natural gas markets.
We anticipate continued high levels of industry
investment in engineering, design, construction,
materials and services for major natural gas projects.
Competition for access to natural gas resources and
for commercially and technically skilled people will
continue.
Concerns over security and diversity of energy supply
will continue to drive increasing interest in
alternative sources of energy, including clean coal. New
opportunities for applying Shells proprietary coal
gasification technology are expected to continue to
emerge, particularly in countries with high levels of
coal reserves.
Our strategy remains unchanged. We seek to build our
position as one of the worlds largest natural gas
producers and suppliers of LNG, with a significant
presence in the key markets of North America, Asia
Pacific
and Europe. We aim to access and monetise new natural
gas resources by offering competitive value propositions
to our customers and major resource holders. In doing
so, we leverage a diverse natural gas portfolio; global
capabilities including commercial skills, financing,
marketing, trading, shipping and project management
expertise; premium market access (for LNG and GTL); and
leading technology and technical skills. We will also
use these skills to pursue opportunities related to our
clean coal technology.
CAPITAL INVESTMENT AND PORTFOLIO ACTIONS
Capital investment in 2006 of $2.2 billion,
including the minority interest share of capital
investment in Sakhalin II of $400 million, was 37% higher
than the $1.6 billion capital investment in 2005.
Investment continued to focus on integrated gas projects
involving LNG liquefaction plants at Sakhalin II,
Qatargas 4, North West Shelf Train 5, and Nigeria LNG
Train 6, as well as the Altamira, Mexico regasification
terminal and the Qatar Pearl (GTL) project. We also
completed the construction of our first coal gasification
plant located in Dongting, China. The capital investment
increase from 2005 is mainly due to the increased
spending on the Qatar Pearl GTL project following final
investment decision in July 2006.
Capital investment in 2005 of $1,602 million was similar
to $1,633 million in 2004. Increased investment in 2005
mainly related to LNG projects offset by investments in
InterGen power assets in 2004 that are now divested.
There was no major divestment activity in 2006, whereas
2005 saw major divestment activities relating to the
joint venture company InterGens power generation
assets and Gasunies gas transportation assets (gains
recorded in Exploration & Production earnings).
NEW BUSINESS DEVELOPMENT
In Qatar, following approval from Qatar Petroleum,
the integrated Pearl GTL project was launched in July
2006. A number of contracts were subsequently awarded to
begin site preparation and construction. The Pearl GTL
project includes the development of offshore natural gas
resources from Qatars North Field, transporting and
processing the gas onshore to extract liquids, and the
conversion of gas into clean liquid hydrocarbon products
for export through the use of proprietary GTL
technology. The plant, when fully onstream, is expected
to have a daily output of 140,000 barrels of oil
equivalent per day GTL products with a further 120,000
barrels of oil equivalent per day of natural gas liquids
and ethane extracted for sale.
|
|
|
COUNTRIES IN WHICH GAS & POWER OPERATE
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
USA
Canada
Latin/Central
America
Bolivia
Brazil
Mexico
|
|
Europe
Denmark
Germany
Greece
Italy
The Netherlands
Norway
Spain
Turkey
UK
Ukraine
|
|
Africa
Algeria
Ghana
Libya
Nigeria
Middle East
Egypt
Iran
Oman
Qatar
United Arab
Emirates
|
|
Commonwealth of
Independent States
Russia
|
|
Asia Pacific
Australia
Brunei
China
India
Japan
Malaysia
Singapore
South Korea |
Also in Qatar, construction continued during 2006
on the Qatargas 4 LNG project (Shell interest 30%). This
integrated project includes upstream gas and liquids
production and a LNG liquefaction plant with a capacity
of 7.8 million tonnes of LNG per annum.
In Nigeria, construction continued on Nigeria LNG (NLNG)
liquefaction train 6 (Shell interest 26%) which will have
a capacity of 4 million tonnes per annum. In parallel,
NLNG is also progressing development activities for a
seventh (8.5 mtpa) LNG train. In February 2006, Shell
signed a project development agreement with the Nigerian
National Petroleum Corporation and other partners for the
joint development of the new Olokola LNG project (Shell
interest 18.5%).
In Australia, the North West Shelf venture (Shell direct
and indirect interest, 22%) delivered the first LNG
cargo to China in May 2006 at the Guangdong LNG import
terminal under a 25 year, 3.3 million tonnes per annum
sales and purchase agreement.
Also in the North West Shelf venture, construction
continued on LNG train 5 which, when completed, will
increase the overall plant capacity to 16.3 million
tonnes per annum. A number of Japanese customers
renewed their supply contracts from the North West
Shelf venture during the year.
The Greater Gorgon joint venture (Shell interest 25%) is
considering development of an LNG liquefaction plant on
Barrow Island off Western Australia, to be supplied with
natural gas from the offshore Gorgon and Jansz/Io gas
fields. Shell also has an indirect interest in Woodside
Petroleum Ltd.s (Woodside) proposed Pluto LNG project
located in the Carnarvon Basin in Western Australia
through the 34.3% Shell shareholding in Woodside. This
project entered the front-end engineering design phase
during 2006 and progressed with site preparation and
ordering of long lead items in the first quarter of 2007,
ahead of a final investment decision.
In Russia, further contracts were signed with customers
for LNG supply from the Sakhalin II project (Shell
interest 55%). Total firm sales over the plateau period
amount to 9.37 mtpa, representing some 98% of the
nameplate capacity of the plant. In 2006, a protocol was
signed with Gazprom to acquire an interest in Sakhalin
II. Shells interest will reduce to 27.5% when the
protocol becomes effective, which is expected to take
place in 2007.
In Mexico, the Altamira regasification terminal (Shell
ownership 50%, with 75% of the initial capacity of 4.4
million tonnes of LNG per annum) was commissioned in
August 2006 with the first LNG cargo to be delivered to
the country. The State power company in Mexico, Comisión
Federal de Electricidad (CFE), has contracted to
purchase 5.2 billion cubic metres of regasified LNG per
annum from the facility (equivalent to 3.9 million
tonnes of LNG per year).
In the USA, permitting activities are progressing for
the Broadwater LNG regasification terminal (Shell
ownership 50%) in the Long Island Sound
Royal Dutch Shell plc 33
OPERATING AND FINANCIAL REVIEW
region of New York and Connecticut. Shell will
hold 100% of the terminals capacity of 7.7 million tonnes of LNG per
annum.
In Europe, Shell was successful in a gas contract
release tender organised by BOTAS, the Turkish natural
gas and pipeline company, as part of the liberalisation
of the gas market in Turkey. We started natural gas
marketing in Ukraine, entering into a gas supply
contract with JKX and a number of gas sales agreements
with various industrial customers. A licence to use
clean coal technology was granted to Nuon, a Dutch
utility company.
In China, Hubei Shuanghuan Ltd started production of
synthesis gas in May 2006 from the first plant in China
to use Shells coal gasification technology. We
completed the construction of the Dongting coal
gasification plant (Shell equity share 50%), producing
synthesis gas for a Sinopec fertiliser production plant.
We granted two additional licences in China for the use
of our proprietary coal gasification technology, taking
the total number of licences granted globally to date to
17.
Shell and Shenhua Ningxia Coal Industry Ltd announced an
agreement in July 2006 for a multi-year study on the
feasibility of developing a plant to convert coal into
liquids using Shell technology in China. In Australia,
Shell and Anglo American signed a joint development
agreement to further evaluate the Monash Energy
coal-to-liquids project. This potential development
involves the gasification of Anglo Americans brown coal
from Victorias Latrobe Valley for conversion into
transportation fuels, including virtually sulphur-free
synthetic diesel, using Shells proprietary coal
gasification and GTL technologies.
RESEARCH AND DEVELOPMENT
The focus of research and development (R&D) is on
technical, environmental and cost leadership in existing
businesses and the creation of viable new business
opportunities. A key focus is on maintaining our
competitive position in LNG technology, particularly LNG
processing, safety, environmental impact, transport and
storage. Shell is further developing its strong position
in GTL conversion through R&D programmes aimed at
improving catalysts and process technology to reduce
capital costs and improve process efficiency and
environmental performance. GTL product development is
also an important focus of work. In support of its clean
coal energy business Shell has expanded its coal
gasification and coal-to-liquids (CTL) technology
activities, with an emphasis on reducing capital costs,
increasing the scale and efficiency of plants and on
environmental performance.
BUSINESS AND PROPERTY
Our Gas & Power business liquefies, transports and
delivers natural gas to our customers, and develops
natural gas markets and related infrastructure. It also
markets and trades natural gas and electricity, and
converts natural gas to liquids to provide clean fuels.
New opportunities are also emerging for application of
our proprietary coal gasification process. Most of these
activities, in particular involving LNG, are carried out
by equity accounted investments. None of the below
mentioned properties or interests is individually
significant to the Group.
|
|
|
SHELL EQUITY INTEREST, DIRECT AND INDIRECT, IN LNG LIQUEFACTION PLANT CAPACITY (At December 31, 2006)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shell equity interest, |
|
|
100% capacity million |
|
|
|
|
|
direct and indirect (%) |
[A] |
|
tonnes per annum [B] |
|
|
|
|
|
|
|
|
|
|
|
|
Australia NWS |
|
Karratha |
|
|
22 |
|
|
|
11.9 |
|
Brunei LNG |
|
Lumut |
|
|
25 |
|
|
|
7.2 |
|
Malaysia LNG
(Dua and Tiga) |
|
Bintulu |
|
|
15 |
|
|
|
14.6 |
|
Nigeria LNG |
|
Bonny |
|
|
26 |
|
|
|
17.6 |
|
Oman LNG |
|
Sur |
|
|
30 |
|
|
|
7.1 |
|
Qalhat (Oman) |
|
Sur |
|
|
11 |
|
|
|
3.7 |
|
|
|
|
[A] |
|
Percentage rounded to nearest whole percentage point where appropriate. |
|
[B] |
|
As reported by the joint venture partner. |
|
|
|
SHELL EQUITY SHARE OF LNG SALES VOLUME (million tonnes)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
2003 |
|
|
2002 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Australia |
|
|
2.6 |
|
|
|
2.6 |
|
|
|
2.0 |
|
|
|
1.8 |
|
|
|
1.7 |
|
Brunei |
|
|
1.9 |
|
|
|
1.7 |
|
|
|
1.8 |
|
|
|
1.8 |
|
|
|
1.7 |
|
Malaysia [A] |
|
|
2.1 |
|
|
|
2.0 |
|
|
|
1.9 |
|
|
|
1.5 |
|
|
|
2.3 |
|
Nigeria |
|
|
3.3 |
|
|
|
2.3 |
|
|
|
2.4 |
|
|
|
2.1 |
|
|
|
1.5 |
|
Oman |
|
|
2.2 |
|
|
|
2.1 |
|
|
|
2.1 |
|
|
|
2.1 |
|
|
|
1.9 |
|
|
Total |
|
|
12.1 |
|
|
|
10.7 |
|
|
|
10.2 |
|
|
|
9.3 |
|
|
|
9.1 |
|
|
|
|
|
[A] |
|
Malaysia includes Dua and Tiga for all years shown and Satu only in 2002. |
34 Royal Dutch Shell plc
|
|
|
LNG REGASIFICATION TERMINAL CAPACITY (At December 31, 2006)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Regas capacity |
|
|
Capacity rights |
|
Capacity right |
|
|
|
|
|
|
|
Project name |
|
Location |
|
(100% million tonnes per annum) |
|
|
(Shell share %) |
|
period |
|
|
Status |
|
Start-up date |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Huelva |
|
Huelva, Spain |
|
|
8.0 |
|
|
|
3 |
% |
[A] |
|
2001-2008 |
|
|
In operation |
|
|
1988 |
|
Barcelona |
|
Barcelona, Spain |
|
|
8.3 |
|
|
|
11 |
% |
[A] |
|
2005-2020 |
|
|
In operation |
|
|
1969 |
|
Cartagena |
|
Cartagena, Spain |
|
|
8.0 |
|
|
|
4 |
% |
[A] |
|
2002-2034 |
[A] |
|
In operation |
|
|
1989 |
|
Hazira |
|
Gujarat, India |
|
|
2.0 |
|
|
|
74 |
% |
|
2005 open ended |
|
|
In operation |
|
|
2005 |
|
Altamira |
|
Altamira, Mexico |
|
|
4.4 |
|
|
|
75 |
% |
|
2006 open ended |
|
|
In operation |
|
|
2006 |
|
Cove Point |
|
Lusby, MD, USA |
|
|
5.5 |
|
|
|
33 |
% |
|
|
2003-2023 |
|
|
In operation |
|
|
2003 |
|
Elba Island |
|
Elba Island, GA, USA |
|
|
6.2 |
|
|
|
45 |
% |
|
|
2006-2036 |
[B] |
|
In operation |
|
|
2006 |
|
Elba Expansion |
|
Elba Island, GA, USA |
|
|
10.0 |
[C] |
|
|
45 |
% |
[C] |
|
2010-2035 |
|
|
Permitting |
|
|
2010 |
|
Baja |
|
Baja California, Mexico |
|
|
7.5 |
|
|
|
50 |
% |
|
|
2008-2028 |
|
|
In construction |
|
|
2008 |
|
|
|
|
[A] |
|
Capacity right as at end of 2006, which will change over the capacity right period. |
|
[B] |
|
Capacity leased to third party until mid-2007. |
|
[C] |
|
Assumes completion of third party announced Elba expansion. |
|
|
|
LNG GAS CARRIERS (At December 31, 2006)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
number of ships |
|
|
|
thousand cubic metres |
|
Contract |
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
2003 |
|
|
2002 |
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
2003 |
|
|
2002 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Owned/demise-hire (LNG) |
|
|
6 |
|
|
|
6 |
|
|
|
6 |
|
|
|
5 |
|
|
|
4 |
|
|
|
|
797 |
|
|
|
797 |
|
|
|
797 |
|
|
|
662 |
|
|
|
522 |
|
Time-Charter (LNG) |
|
|
4 |
[B] |
|
|
1 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
573 |
|
|
|
145 |
|
|
|
145 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
10 |
|
|
|
7 |
|
|
|
7 |
|
|
|
5 |
|
|
|
4 |
|
|
|
|
1370 |
|
|
|
942 |
|
|
|
942 |
|
|
|
662 |
|
|
|
522 |
|
|
|
|
|
Owned/demise-hire (LNG) under
construction or on order [A] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
135 |
|
|
|
275 |
|
|
|
|
[A] |
|
Excludes LNG ships owned or chartered by LNG joint ventures. |
|
[B] |
|
Three of these were on flexible charter based on market demand. |
|
GTL PLANTS (At December 31, 2006)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Location |
|
|
Group interest % |
|
|
100% capacity bbl/day |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Malaysia |
|
Bintulu |
|
|
72 |
|
|
|
14,700 |
|
Pearl GTL [A] |
|
Qatar |
|
|
100 |
|
|
|
140,000 |
|
EUROPE
Shell Energy Europe B.V., a wholly-owned Shell company located in the
Netherlands, continued to develop gas and power activities throughout
Europe, and provided advice and assistance to wholly-owned Shell affiliates
active in the natural gas sector in Denmark, Germany, Italy, Spain, the
Netherlands, the UK, Ukraine, Turkey and other countries within Europe.
Other specific activities are summarised as follows:
Germany BEB Erdgas und Erdöl GmbH, a joint venture in which a Shell
company holds a 50% economic interest, is a major producer of gas in
Germany and also one of the countrys gas transmission companies. Through
BEB, Shell companies have indirect minority shareholdings in gas
transmission and distribution companies in Germany.
Greece A Shell company holds a 24% interest in Attiki Gas Supply Company
S.A., a local gas distribution company currently with some 42,000 customers
(mainly residential, but also some commercial and small industrial). Attiki Gas
Supply Company S.A. holds a distribution licence to develop the distribution
system infrastructure and to distribute gas to residential, commercial and small
industrial customers in the Athens area.
Italy Work continues to develop the LNG regasification terminal in Italy based on the joint venture
agreement (Shell interest 50%) entered into with ERG Power and Gas S.p.A. in June 2005. The
terminal is planned to have an initial capacity of around 5.8 million tonnes per annum of LNG.
The Netherlands A Shell company holds a 25% interest in GasTerra B.V., a
marketer of Dutch natural gas. GasTerra was previously operating under the
name of Gasunie Trade & Supply.
AFRICA
Algeria Shell and Sonatrach, the Algerian national energy company, signed a
Memorandum of Understanding in February 2006 covering multiple business
initiatives, both in Algeria and internationally. Areas of co-operation will
include investigating the commercial and technical feasibility for joint
developments in Algeria, including upstream development projects, LNG,
products and marketing, and investigating possible asset swap transactions for
upstream exploration, development and appraisal projects.
Libya In May 2005, Shell and National Oil Corporation of the Great
Socialist Peoples Libyan Arab Jamahiriya (NOC) signed an LNG
development agreement for the rejuvenation and upgrade of the existing LNG
plant at Marsa Al Brega on the Libyan coast, together with exploration and
development of five areas located in Libyas major oil and gas producing Sirte
Basin. Options to expand the existing plant and possibly build a new LNG
plant are part of the agreement.
Nigeria Shell has a 26% interest in Nigeria LNG Ltd (NLNG), which had
an LNG capacity at year-end 2005 of 13.6 million tonnes per annum (100%)
from four trains. A fifth train began production in January 2006, increasing
Royal Dutch Shell plc 35
OPERATING AND FINANCIAL REVIEW
capacity by a further 4 million tonnes per annum (100%). A sixth train is under construction
and, when complete, will add an additional 4 million tonnes per annum (100%) of LNG capacity. NLNG
is also progressing development for a seventh (8.5 mtpa; 100%) LNG train. NLNG currently has
operational control of 20 LNG vessels.
In February 2006, Shell signed a project development agreement with the Nigerian National Petroleum
Corporation (NNPC) and other partners for the joint development of a greenfield LNG project
(Olokola, Shell interest 18.5%) in Nigeria. This project, which is expected to include up to four
LNG trains, is currently in the front-end engineering and design phase of maturation.
Shell has an 18% interest in the West Africa Gas Pipeline Project. This project is under
construction and is planned to supply gas from Nigeria to the neighbouring countries of Ghana,
Benin and Togo.
Within Nigeria, we operate a gas sales and distribution company, Shell Nigeria Gas (Shell interest
100%), to supply gas to a number of industrial and commercial customers in the south of the
country.
Also in Nigeria, Shell and its joint venture partners (Shell interest 30%) signed various
agreements with Nigerian state companies for the operation and development of two power plants
(Afam V and VI) in the Niger Delta.
ASIA PACIFIC
Australia Shell has a combined 22% direct and indirect (via Woodside) interest in the LNG
export phase and a 25% interest in the domestic gas phase of a joint venture formed to develop and
produce the gas fields of the North West Shelf (NWS). Current capacity (100%) of the LNG plant at
year-end 2006 was 11.9 million tonnes per annum. The LNG is sold mainly to customers in Japan.
Shell directly and indirectly has a 22% interest in seven LNG vessels used to deliver LNG from the
NWS.
The construction of a fifth NWS LNG train began in 2005. This will raise total capacity of the
plant to 16.3 million tonnes per annum (100%). Shell has a 5% interest in two LNG vessels under
construction in China that will be used to deliver LNG from NWS under a long-term contract.
Shell has a 25% interest in the Greater Gorgon joint venture that is considering development of a
LNG liquefaction plant on Barrow Island off Western Australia, to be supplied with natural gas from
the offshore Gorgon and Jansz/Io gas fields.
Shell has an indirect interest in Woodsides proposed Pluto LNG project located in the Carnavon
Basin in Western Australia through its 34.3% shareholding in Woodside.
A wholly-owned Shell company is also involved in a number of exploration licences in the Browse
Basin and in the Timor Sea which include opportunities for LNG export.
Brunei Shell has a 25% interest in Brunei LNG Sendirian Berhad. This company liquefies and sells
gas to customers in Japan and Korea. Current LNG capacity is 7.2 million tonnes per annum (100%).
The LNG continues to be delivered in a fleet of seven LNG vessels owned by Brunei Shell Tankers
Sendirian Berhad (Shell interest 25%), and an additional LNG vessel owned by Brunei Gas Carriers
Sendirian Berhad (Shell interest 10%).
China In a 50:50 joint venture with China Petroleum and Chemical Corporation (Sinopec), we
developed our first coal gasification plant. The
plant will supply synthesis gas to Sinopec downstream business units in Yueyang (Dongting). The
project completed construction at the end of 2006. Shells proprietary coal gasification technology
had been licensed to a total of 15 projects in China by the end of 2006.
In 2005 we entered into a joint venture with the Hangzhou Gas Group and Hong Kong China Gas for the
supply of natural gas to industrial and commercial customers in Hangzhou, China. Shell companies
interest in the City Ring joint venture, Hangzhou Natural Gas Company Limited, is currently 39%.
India Shell holds 74% interest in three legal entities in Hazira, located in the State of Gujarat,
covering the LNG regasification and storage terminal, port facilities, and marketing activities.
The terminal facilities, commissioned in 2005, are being used to import LNG and market natural gas
to customers in Gujarat and North West India.
Malaysia Shell companies hold a 15% interest in each of the Malaysia LNG Dua Sendirian Berhad and
Malaysia LNG Tiga Sendirian Berhad projects. Current total LNG capacity is 14.6 million tonnes per
annum. Our interest in the Dua plant is due to expire in 2015.
Next to the LNG facilities is a GTL plant, operated by Shell MDS (Malaysia) Sendirian Berhad (Shell
interest 72%). This 14,700 barrels per day capacity plant converts around three million cubic
metres per day of natural gas into high-quality middle distillates and other products using
Shell-developed technology. A full range of liquid and wax products is being sold into markets
around the world.
MIDDLE EAST, RUSSIA AND CIS
Egypt At the end of 2006, Shell held a controlling interest (47%) in Fayum Gas Company and an
18% interest in Natgas, local gas distribution companies in Egypt. In February 2007, Shell divested
its interest (47%) in Fayum Gas Company.
Iran A project framework agreement for the Persian LNG project (Shell interest 25%) was signed in
2004 with Repsol and the National Iranian Oil Co. to take forward the Persian LNG project to the
next stage of design. Under this agreement, it is envisaged that Shell would acquire 50% interest
in an agreement to develop phases of the South Pars fields in the Northern Gulf, as contractor, and
a 25% interest in the midstream liquefaction company. Front-end
engineering design work for the offshore facilities and for the liquefaction plant has commenced
and in early 2007 a service contract with respect to development of the phases of the South Pars
fields by Shell and Repsol as contractor was entered into. However, the parties will not reach a
final decision on whether to proceed with the project until the remaining significant commercial
and engineering work is complete.
Oman Shell has 30% interest in Oman LNG L.L.C. (Oman LNG). This company has an annual capacity of
7.1 million tonnes per annum. The majority of the LNG is sold to Korea and Japan under long-term
contracts with remaining volumes sold to customers on short-term sales agreements.
The Qalhat LNG S.A.O.C. project (in which Oman LNG has a 36.8% equity interest, giving Shell an 11%
indirect interest) was commissioned in 2005.
Qatar In 2006, following approval from Qatar Petroleum, Shell made the final investment decision
and began construction on the integrated Pearl GTL project, which is being developed under a
development and production sharing agreement with the government of the State of Qatar. Shell
provides 100% of project funding. The fully integrated project includes upstream
36 Royal Dutch Shell plc
production of some 1.6 billion cubic feet per day of wellhead gas from Qatars
North Field, transport and processing of the gas to produce around 120,000
barrels of oil equivalent per day of natural gas liquids and ethane and the
construction of a new onshore GTL complex to convert the remaining gas
into 140,000 barrels per day of clean liquid hydrocarbon products.
Construction of the Qatargas 4 LNG project continues (Shell interest 30%).
The project comprises the integrated development of upstream gas production
facilities to produce 1.4 billion cubic feet per day of natural gas, including an
average of approximately 70,000 barrels per day of associated natural gas
liquids from Qatars North field, a single LNG train yielding around 7.8 mtpa
of LNG and shipping of the LNG to the intended markets, primarily North
America. The final investment decision was taken in December 2005. At the
same time the engineering, procurement and construction (EPC) contract for
the onshore facilities was awarded.
Russia Shell has a 55% interest in Sakhalin Energy Investment Company
Ltd. (SEIC). Activities for the Phase 2 development of the offshore fields
continued during 2006. The development includes a two-train LNG
liquefaction plant with a 9.6 million tonnes per annum capacity. Further
LNG supply contracts were signed from the Sakhalin II project in 2006.
Binding contracts amount to 9.37 mtpa and represents some 98% of the
plants capacity. Sales commitments are for deliveries to customers in Asia
Pacific and North American markets.
In December 2006, Shell and its partners, Mitsui & Co., Ltd (Mitsui) and
Mitsubishi Corporation (Mitsubishi), signed a protocol with OAO Gazprom
(Gazprom), for Gazprom to acquire a 50% interest plus one share in SEIC for
a total cash purchase price of $7,450 million. The current SEIC partners will
each dilute their interests by 50% to accommodate this transaction for a
proportionate share of the purchase price. When effective, Shell will retain a
27.5% interest, with Mitsui and Mitsubishi holding 12.5% and 10% interests,
respectively.
USA AND CANADA
During 2006, the Gas & Power business portfolio in North America included
investments in Enterprise Product Partners L.P.; holding of capacity rights in
US LNG import terminals; natural gas and power marketing, trading and
storage; long-term gas transportation contracts; long-term power tolling
contracts and energy management services.
The scope of the business in the USA on LNG has increased, encompassing
existing LNG import capacity rights at the Cove Point and Elba Island
terminals as well as the continued evaluation of various options to expand
LNG import capabilities.
OTHER WESTERN HEMISPHERE
Bolivia Shell has a 25% interest in Transredes Transporte De Hidrocarburos
S.A., an oil and gas pipeline company that owns over 3,500 miles of pipeline
network. The Group also buys and exports natural gas to Brazil through a
pipeline owned by Gas Transboliviano S.A. (combined Shell interests 30%),
and interconnected to Transredes.
On May 1, 2006, the Bolivian Government issued a nationalisation decree for
hydrocarbon natural resources and related processing and transportation
elements. Shell is in discussion with the Government on this decree and its
impact on Shell investments in the country.
Brazil Companhia de Gas de São Paulo (Comgás) is a Brazilian natural gas
distribution company in the state of São Paulo. Shell holds 18% through a
joint venture.
Transportadora Brasileira Bolivia Brasil S.A. (Br), (combined Shell interests
7%), connected to Gas Transboliviano S.A. (Bol), constitutes the Brazilian
side of the Bolivia-Brazil pipeline with around 1,400 miles of pipeline
network covering five Brazilian states.
In the western part of Brazil, Shell has 50% interests across four companies
related to an integrated pipeline and 480 MW power station project in
Cuiabá. The pipeline also crosses through eastern Bolivia.
Mexico Shell has 50% equity interest in an LNG regasification terminal
located in the port of Altamira, Tamaulipas, on Mexicos Gulf coast. The
facility started commercial operations in September 2006 and has
an initial peak capacity of 4.4 million tonnes per annum. A separate marketing
company (Shell interest 75%) holds the capacity rights in the terminal and
will supply up to the equivalent of 3.9 million tonnes per annum natural gas
for 15 years to CFE (state power company). Shell also holds capacity rights
(3.75 million tonnes per annum) to the Costa Azul LNG import terminal
under construction in Baja California on Mexicos west coast.
LNG SUPPLY AND SHIPPING
Three operations, Shell Western LNG (SWLNG), Shell Eastern LNG
(SELNG) and Shell North American LNG (SNALNG), aim to secure LNG
supplies for downstream natural gas markets that we are developing. SWLNG
sources LNG in the West and supplies our outlets in the Atlantic Basin
(currently Spain, Mexico and through SNALNG the USA; SNALNG is the
exclusive buyer for the US terminals). SELNG sources LNG in the East, and
supplies our terminal in India and other potential outlets in the Pacific region,
including China and the west coast of Mexico. These operations primarily use
ships, currently a fleet totalling ten, which have been acquired, leased or
chartered by Shell Tankers Singapore Limited, Shell Tankers (UK) Ltd, Shell
Bermuda (Overseas) Ltd., and SWLNG.
Royal Dutch Shell plc 37
OPERATING AND FINANCIAL REVIEW
OVERVIEW
Oil Products is part of Shells downstream organisation.
The downstream businesses turn crude oil into a range of refined products including fuels,
lubricants and petrochemicals, which they also deliver to market. Oil Products has a presence in
more than a hundred countries and employed on average 67,000 people in 2006, generating in 2006
some $251 billion of revenue and earnings of $7.1 billion.
HIGHLIGHTS
|
|
Segment earnings of $7.1 billion. |
|
|
China Lubricants and Bitumen acquisitions completed. |
|
|
Turkey retail venture established. |
|
|
Disposals generated gross proceeds of $1.4 billion. |
We achieved excellent financial
performance in 2006 and our strategy is
on track. We will continue to ensure that
our operations are safe, reliable and cost
competitive. We have made steady
progress with our portfolio development as
we strengthened our position in key
markets. We will continue to leverage the
Shell brand with strong customer focus and
the development of leading edge technologies.
|
|
|
|
|
|
|
|
|
|
|
|
|
EARNINGS [A]
|
$ million |
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue (including intersegment sales) |
|
|
251,309 |
|
|
|
253,853 |
|
|
|
222,348 |
|
Purchases (including change in inventories) |
|
|
(222,962 |
) |
|
|
(223,482 |
) |
|
|
(195,270 |
) |
Depreciation |
|
|
(2,580 |
) |
|
|
(2,622 |
) |
|
|
(3,357 |
) |
Operating expenses |
|
|
(18,389 |
) |
|
|
(16,141 |
) |
|
|
(15,022 |
) |
Share of profit of equity accounted investments |
|
|
1,712 |
|
|
|
1,713 |
|
|
|
1,277 |
|
Other income/(expense) |
|
|
7 |
|
|
|
69 |
|
|
|
61 |
|
Taxation |
|
|
(1,972 |
) |
|
|
(3,408 |
) |
|
|
(2,440 |
) |
|
Segment earnings from continuing operations |
|
|
7,125 |
|
|
|
9,982 |
|
|
|
7,597 |
|
Income/(loss) from discontinued operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
SEGMENT EARNINGS |
|
|
7,125 |
|
|
|
9,982 |
|
|
|
7,597 |
|
|
|
|
[A] |
|
Segment earnings as disclosed in the table above differ from the segment results
disclosed in Note 10 beginning on page 117. Segment earnings include share of profit of
equity accounted investments, other income/expense and taxation attributable to the
segment. |
2006 COMPARED TO 2005 AND 2004
EARNINGS
Segment earnings in 2006 were $7,125 million, 29% lower than 2005 and 6% lower than 2004.
Refining earnings in 2006 were lower than 2005 reflecting reduced refining margins. Marketing
earnings in 2006 were higher than 2005, mainly due to higher earnings in Lubricants offsetting
lower earnings in Retail and Business to Business (B2B). In 2005, earnings were higher than 2004
mainly due to high refining margins and improved operational performance. Marketing earnings
declined in 2005 compared to 2004. Trading earnings increased from 2004 to 2005 and again from 2005
to 2006 as a result of capitalising on the global downstream portfolio and the attractive trading
conditions, which stemmed from high price volatility and market structure. The impact of price
volatility on inventory had favourable effects on 2004 earnings of approximately $1.0 billion on
2005 earnings of approximately $2.5 billion and of approximately $0.1 billion on 2006 earnings.
Earnings in 2006 included non-operational net gains of $38 million. Benefits relating to reductions
in deferred taxes in the Netherlands and Canada were largely offset by pension and employee
benefits charges in the USA and France. In 2005, earnings included net gains of $427 million mainly
related to divestments; in 2004 earnings were positively affected by gains of $540 million, mainly
relating to the net effect of divestments and impairments. In 2006
revenue declined $2,544 million from 2005. The positive effect of higher average crude prices in
2006 was more than offset by the netting of certain trading sales (effective from the third quarter
2005). In 2005 revenue increased compared to 2004 largely as a result of increased crude prices.
Gross margin (calculated as revenue less purchases) in 2006 declined $2,024 million from 2005
levels. Refining margins in Europe and Asia Pacific were down while refining margins in the USA
increased. In 2005, gross margin increased $3,293 million from 2004 with higher refining margins in
all regions.
Depreciation was $42 million lower in 2006 than 2005 mainly due to divestments partly offset by the
impact of foreign exchange translation. Lower depreciation in 2005 compared to 2004 was due to
divestments and the recognition in 2004 of impairment provisions on certain refining and marketing
assets.
Operating expenses, which include divestment gains, increased during the period 2004 to 2006.
Compared to 2005, 2006 was affected by lower gains
from divestments, increased refinery maintenance costs, higher trading expenses, increased energy
related costs and the effect of a weaker dollar on non-dollar denominated operating expenses. The
increase in 2005 over 2004 was largely due to lower gains from divestments.
Refinery processing intake in 2006 declined 3.0% from 2005, the result of lower utilisation rates
particularly in Europe and Asia Pacific. In 2005 intake volumes were lower in comparison to 2004
due to divestments in the USA and Asia Pacific and hurricane related downtime in the USA. Total
2006 product sales volumes were 8.1% lower than 2005, with 6.0% of this decline resulting from the
net reporting of certain contracts that are held for trading purposes as from the third quarter
2005. Furthermore, volumes in 2006 were affected by divestments, and rationalised volumes in B2B.
In 2005 volumes declined 7.1% compared to 2004. The netting effect of the held for trading volumes
accounted for 5.6% of the decline. Moreover, volumes were affected by divested marketing businesses
in 2005 and 2004.
OUTLOOK AND STRATEGY
Refining margins remained well supported in 2006, with robust product demand growth and
constraints on supply due to unusually intense industry refinery turnaround activity on the US Gulf
Coast following the extensive hurricane-related damage in 2005. In the absence of any major
disruptions, refining margins are expected to trend lower in 2007 than 2006 with new conversion
capacities coming on-stream and the prospect for potentially slower global economic growth.
However, the eventual levels are uncertain and will be strongly influenced by the pace of global
economic growth, the effect of persistently high oil prices on product demand and start-up timing
of expected refinery expansions.
Marketing margins will continue to be influenced by oil price volatility, exchange rates and
intense competition.
We aim to lead in the downstream markets in which we choose to operate. Our strategy supports this.
To improve downstream profitability we focus on six key areas:
|
|
Keeping our operational performance safe, reliable and cost-competitive. |
|
|
Reshaping the portfolio by divesting underperforming assets, making selective
investments in manufacturing and marketing to improve our competitive position and
investing in high growth markets such as China and India. |
|
|
Continuing to seek opportunities to reinforce our position as the leading global
brand across all the downstream businesses, including keeping our focus on differentiated
fuels. |
|
|
Continuing to implement simpler standard global processes supported by a single
common IT system for Oil Products businesses across the world. |
|
|
Continuing to maximise the value of our integrated hydrocarbon supply chain and
work towards a tighter integration of the Oil Products and Chemicals businesses. |
|
|
Continuous focus on human resources, development of leadership and progress in
diversity. |
CAPITAL INVESTMENT AND PORTFOLIO ACTIONS
Capital investment was $3.5 billion in 2006, up from $2.8 billion in 2005. The main areas of
investment were in our manufacturing and retail businesses. They included spending on refinery
maintenance, fuel specification and environmental compliance, upgrading and growing the retail
network and two acquisitions in China. During the period 2004-2006 approximately 65% of our capital
expenditure was allocated to asset integrity and care and maintenance projects.
|
|
|
COUNTRIES IN WHICH OIL PRODUCTS OPERATE
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Canada
USA
Latin America
Argentina
Brazil
Chile
Colombia
Costa Rica
Ecuador
El Salvador
Guatemala
Honduras
Mexico
Nicaragua
Panama
Peru
Surinam
Venezuela
The Caribbean
Antigua &
Barbuda
Bahamas
Barbados
Dominican Republic
|
|
French Antilles &
Guiana
Puerto Rico
St. Kitts & Nevis
St. Lucia
St. Vincent
Trinidad &
Tobago
Europe
Austria
Belgium
Bulgaria
Croatia
Czech
Republic
Denmark
Estonia
Finland
France
Germany
Gibraltar
Greece
Hungary
Ireland
Italy
Latvia
Lithuania
Luxembourg
|
|
Montenegro
The Netherlands
Norway
Poland
Portugal
Romania
Serbia
Slovakia
Slovenia
Spain
Sweden
Switzerland
Turkey
UK
Africa
Algeria
Benin
Botswana
Burkina Faso
Cape Verde
Islands
Cote dIvoire
Democratic
Republic of
Congo
Djibouti
Egypt
|
|
Ethiopia
Gabon
The Gambia
Ghana
Guinea
Kenya
Lesotho
Madagascar
Mali
Morocco
Mozambique
Namibia
Nigeria
La Réunion
Senegal
South Africa
Sudan
Swaziland
Tanzania
Togo
Tunisia
Uganda
Zimbabwe
Middle East
Iran
Oman
Qatar
|
|
Saudi Arabia
United Arab
Emirates
Yemen
Commonwealth
of Independent
States
Russia
Ukraine
Asia Pacific
Australia
Brunei
China (including
Hong Kong)
Fiji
Guam
India
Indonesia
Japan
Laos
Malaysia
Mauritius
New Zealand
Pakistan
Philippines
Singapore
|
|
South Korea
Sri Lanka
Taiwan
Thailand
Vietnam |
We continued to focus on investment in high growth markets in Asia and Turkey, on
consolidation in Africa and retrenchment in Latin America.
Shell completed the sale of its Oil Products businesses in Jamaica, Bahamas, Paraguay and Rwanda in
the first quarter of 2006. An agreement was signed in March 2006 to acquire Koch Materials China
(Hong Kong) Limited, a bitumen manufacturing and marketing business in China. The deal increases
Shells bitumen production more than doubling it in China to 6,600 tonnes per day, which
represents around 20% of Shell Bitumen global volume.
In the second quarter of 2006, Shell announced that Motiva Enterprises (Shell share 50%) was
continuing progress towards a decision to expand the Port Arthur Refinery in the USA, which would
add up to 325 thousand barrels per day crude to the refinerys throughput and take its daily total
to more than 600 thousand barrels. Depending on commercial conditions and regulatory approvals,
Motiva expects to begin construction in 2007 with brownfield expansion to come on line after 2010.
The divestments of marketing and distribution assets in Colombia, Uruguay and Cameroon were
completed in the second quarter of 2006.
In Turkey, the venture between Shell and Turcas Petrol A.S. involving more than 1,200 service
stations (Shell share 70%) began operating on July 1, 2006. In July 2006, we announced the
divestments of our marketing and distribution businesses in various Pacific Islands (completed in
the fourth quarter).
In the third quarter 2006, Shell acquired a 75% share in Beijing Tongyi Petroleum Chemical Company
Limited and Xianyang Tongyi Petroleum Chemical Company Limited, which produce and market Chinas
leading independent lubricants brand. This transaction put Shell ahead of other international
energy companies in Chinas lubricants market and increased Shells global finished lubricants
volume by 8%. Sales of Shells retail and lubricants marketing assets in Puerto Rico and
distribution and marketing assets in Bermuda were completed. In the USA the sale of a residential
and small commercial natural gas marketing business was completed.
In the fourth quarter, agreement was signed for the sale of Shells retail, commercial fuels and
aviation businesses in Cambodia.
Early in 2007, as part of ongoing active investment and portfolio management, Shell announced a
strategic review of a number of refining and
Royal Dutch Shell plc 39
OPERATING AND FINANCIAL REVIEW
petrochemicals feedstock assets. This review will include, amongst other assets,
Petit-Couronne and Reichstett-Vendenheim refineries and the Berre-lEtang
refinery site complex in France, with a combined capacity of around 300,000
barrels per day (Shell share 100%). Shell had previously announced that it is
also reviewing its portfolio in the Dominican Republic, where the Company
has a 30,000 barrels per day interest in the Refidomsa refinery and storage
terminal. At the end of January 2007, Shell signed an agreement to sell its Los
Angeles Refinery, Wilmington Products Terminal and around 250 service
stations and supply agreements in and around Los Angeles and San Diego.
RESEARCH AND DEVELOPMENT
Research and development (R&D) programmes continue to focus on the
improvement of liquid fuels, lubricants, and bitumen products and their
applications together with advancement of process technologies that provide a
competitive advantage.
For the fuels business, top tier differentiated fuels have been launched in more
than 40 countries. Benefits, such as performance and fuel economy together
with environmental performance are key drivers in the development of new
products, while opportunities to reduce costs are pursued in current
formulations. Product stewardship considerations, especially in areas of health
and the environment, continue to be given high priority in all areas.
The need to conserve energy, protect the environment, and meet customer
requirements continues to drive new technology development in lubricants.
Key R&D themes are the development of energy efficient lubricant
technologies, new technologies enabling reduced maintenance and longer
equipment life and formulation technologies compatible with new emission
systems. Programmes focused on novel base oil and additive technologies,
lubricants for advanced coatings and lightweight materials, self-healing
lubricated surfaces and predictive models continue to be central to our
lubricants R&D.
In refinery process research we seek to achieve the highest standards of reliability
and availability, supply chain optimisation, cost reduction, feedstock flexibility,
and continuous reduction in energy consumption and CO2 emissions. Catalyst
development has contributed to increased margins generation. Programmes
focused on health, safety, and environment provide solutions ranging from soil
remediation techniques to explosion hazard assessments.
Additional R&D investments are made to achieve breakthrough options in
sustainable energy and mobility. Shell is partnering several leading companies
to develop second-generation biofuels from non-food sources, such as wood
and straw. The companies include Iogen Corporation of Canada, which uses
enzymes to convert straw into cellulose ethanol that can be blended with
gasolines, and CHOREN Industries of Germany which converts a woody
feedstock to a high-quality synthetic diesel fuel.
BUSINESS AND PROPERTY
The Oil Products organisation is made up of a number of different businesses,
which include Manufacturing, Supply and Distribution, Retail, B2B and
Lubricants. Collectively these businesses refine, supply, trade and ship crude
oil products around the world and market fuels and lubricants for domestic,
industrial and transportation use.
MANUFACTURING
Our global Manufacturing portfolio includes interest in more than 40
refineries with a Shell equity capacity in excess of 4 million barrels per day.
Our presence is truly global, with some 44% of Shells equity capacity in
Europe, 25% in North America, 25% in Asia Pacific, and 6% in Latin
America and Africa. Our refineries make products such as gasoline, diesel,
light heating oil, aviation fuel, heavy heating oil, lubricants and bitumen.
Finished and intermediate products from the manufacturing sites provide a
wide range of quality hydrocarbons required by our downstream partners in
Retail, Lubricants, Chemicals and B2B to fulfil Shell customer requirements.
Manufacturing also works closely with Supply and Distribution, Trading and
Shell Global Solutions to maximise earnings from our manufacturing assets.
As referred to on page 54 our unplanned downtime in 2006 was 4.9%
compared to 4.0% in 2005. This is due to extended turnarounds at some of
our larger refineries.
SUPPLY AND DISTRIBUTION
Supply and Distribution optimises the refineries hydrocarbon margin, drives
cross-business integration, and plays a large role in Shells hydrocarbon supply
chain strategies. The business acquires and delivers feedstock to Shell refineries
and chemical plants, and transports and delivers finished products to Shells
downstream marketing businesses and customers. It handles around 6 million
barrels of inland fuel sales per day. The distribution network includes
5,000 miles (over 8,000 km) of pipeline in the USA. It also includes some
20,000 trucks worldwide making 10,000 deliveries a day.
RETAIL
Shell branded sites constitute the worlds largest single branded retailer with
more than 45,000 service stations. Our research indicates that Shell is the
leading global differential fuels retailer with a portfolio that includes Shell V-Power and Shell V-Power Diesel. These are tailored to meet growing customer
needs for improved engine and environmental performance.
Shell continually seeks to make the most of its innovative and technical
knowledge and its partnerships in technology. In April 2006, using a standard
Volkswagen Golf model, Shell set a new Guinness world record for the most
fuel-efficient circumnavigation of the globe ever undertaken in a standard car.
It was completed using only 24 tanks (1,303 litres) of fuel containing the
innovative Shell Fuel Economy Formula. The end of the journey marked the
launch of our new Formula in several markets. In June, a special blend of
Shell V-Power Diesel and GTL fuel powered an Audi R10 TDI to victory in
the 24 Heures du Mans race (Le Mans), to become the first diesel-powered
winner of the legendary endurance event. The Audi remained unbeaten in its
first season.
LUBRICANTS
Shell Lubricants companies are the global leaders in finished lubricants,
marketing Shell Lubricants products in around 120 countries. Shells product
portfolio comprises some of the most recognised (by market share) lubricants
brands in both global and individual markets, including Shell Helix, Pennzoil,
Shell Rotella, Shell Rimula, Quaker State and the recently-acquired Tongyi in
China. These lubricants are used across the transport sector in passenger cars,
lorries, coaches, aeroplanes and ships. Shell Lubricants also delivers lubrication
solutions to the manufacturing, metal-working, food processing, mining,
power generation and agriculture industries. In addition, through the Jiffy
Lube fast lube network, Shell Lubricants provides oil change and service to
some 27 million customers in North America and is building a presence in
developing markets such as China.
BUSINESS TO BUSINESS (B2B)
B2B sells fuels and special products to a broad range of commercial customers
and comprises five separate businesses:
Shell Aviation is a leader in the marketing of aviation fuels and lubricants,
and in the operation of airport fuelling. It supplies 1,100 airports in
90 countries and fuels some 20,000 aircraft, supplying over 87 million litres of
40 Royal Dutch Shell plc
fuels and lubricants every day. Shell regained the top spot in the Armbrust Award for the Worlds
Best Jet Fuel Marketer in 2006.
Shell Marine Products is a global sales and marketing business supplying marine fuels, lubricants
and related services to the marine industry. The business supplies 20 different types of marine
fuel to power diesel engines, steam and gas turbine vessels, with around 100 different types of
marine lubricants blended to provide optimum protection in the toughest environments. The business
serves more than 15,000 customer vessels from large ocean-going tankers to small fishing boats in
more than 730 ports in around 90 countries.
Shell Gas (LPG) Liquefied petroleum gas (LPG) fits well into Shells range of product offerings as
a cleaner-burning and convenient fuel. Shell Gas (LPG) is one of the largest players in the LPG
market, supplying LPG to over 30 million domestic, commercial and industrial customers. The
business works with 3,500 distributors and has around 100,000 points of sale, in more than 30
countries and territories, around the world.
Commercial Fuels provides high-quality heating, transport and industrial fuels to more than 4
million customers worldwide. The bulk fuels business, in close co-operation with the refineries,
plays a key role in optimising the value for the integrated supply chain. The domestic heating oil
business provides oil to heat more than 1.5 million homes. The Road Transport business provides
fuels and services to transporters around the world through a network of well-located sites with
payment-through-card systems.
Shell Bitumen is a global business. Every day it supplies around 12,000 million tonnes of bitumen
to 1,600 customers, through 250 applications, in 35 countries. Shell Bitumen resurfaces the
equivalent of 450 kilometres of road a day and our market share throughout the world is growing.
Most recently, we doubled our presence in China through Shell Road Solutions and we are now a
market leader in premium binders in that region.
SHELL GLOBAL SOLUTIONS
Shell Global Solutions provides business and operational consultancy, catalysts, technical
services and research and development expertise to Shell and the energy and processing industries
worldwide. It has an extensive network of offices around the world, with primary commercial centres
operating in the USA, Europe and Asia Pacific.
OPERATING AND FINANCIAL REVIEW
REFINING
|
|
|
|
COST OF CRUDE OIL PROCESSED OR CONSUMED
|
|
$ per barrel |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of crude oil processed or consumed
(including upstream margin on crude supplied by Group and equity accounted investment exploration and production companies) |
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
2003 |
[A] |
|
2002 |
[A] |
|
Total |
|
|
60.46 |
|
|
|
48.24 |
|
|
|
37.22 |
|
|
|
26.75 |
|
|
|
24.35 |
|
|
|
|
|
|
OPERABLE CRUDE OIL DISTILLATION CAPACITY [B]
|
|
thousand barrels/calendar day [C][D] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
2003 |
|
|
2002 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Europe |
|
|
1,823 |
|
|
|
1,822 |
|
|
|
1,835 |
|
|
|
1,808 |
|
|
|
1,809 |
|
Other Eastern Hemisphere |
|
|
923 |
|
|
|
899 |
|
|
|
1,050 |
|
|
|
1,072 |
|
|
|
1,108 |
|
USA |
|
|
946 |
|
|
|
955 |
|
|
|
1,032 |
|
|
|
1,073 |
|
|
|
1,075 |
|
Other Western Hemisphere |
|
|
348 |
|
|
|
350 |
|
|
|
350 |
|
|
|
361 |
|
|
|
395 |
|
|
Total |
|
|
4,040 |
|
|
|
4,026 |
|
|
|
4,267 |
|
|
|
4,314 |
|
|
|
4,387 |
|
|
|
|
|
|
CRUDE OIL PROCESSED [E]
|
|
thousand barrels daily [C] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
2003 |
|
|
2002 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Europe |
|
|
1,641 |
|
|
|
1,701 |
|
|
|
1,688 |
|
|
|
1,712 |
|
|
|
1,701 |
|
Other Eastern Hemisphere |
|
|
751 |
|
|
|
802 |
|
|
|
943 |
|
|
|
916 |
|
|
|
870 |
|
USA |
|
|
874 |
|
|
|
855 |
|
|
|
951 |
|
|
|
974 |
|
|
|
996 |
|
Other Western Hemisphere |
|
|
303 |
|
|
|
315 |
|
|
|
319 |
|
|
|
323 |
|
|
|
314 |
|
|
Total |
|
|
3,569 |
|
|
|
3,673 |
|
|
|
3,901 |
|
|
|
3,925 |
|
|
|
3,881 |
|
|
Group share of equity accounted investments |
|
|
417 |
|
|
|
455 |
|
|
|
451 |
|
|
|
515 |
|
|
|
473 |
|
|
|
|
|
|
REFINERY PROCESSING INTAKE [F]
|
|
thousand barrels daily [C] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
2003 |
|
|
2002 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Crude oil |
|
|
3,617 |
|
|
|
3,722 |
|
|
|
3,946 |
|
|
|
3,949 |
|
|
|
3,881 |
|
Feedstocks |
|
|
245 |
|
|
|
259 |
|
|
|
216 |
|
|
|
218 |
|
|
|
203 |
|
|
|
|
|
3,862 |
|
|
|
3,981 |
|
|
|
4,162 |
|
|
|
4,167 |
|
|
|
4,084 |
|
|
Europe |
|
|
1,732 |
|
|
|
1,804 |
|
|
|
1,770 |
|
|
|
1,776 |
|
|
|
1,761 |
|
Other Eastern Hemisphere |
|
|
808 |
|
|
|
849 |
|
|
|
962 |
|
|
|
956 |
|
|
|
941 |
|
USA |
|
|
956 |
|
|
|
953 |
|
|
|
1,055 |
|
|
|
1,079 |
|
|
|
1,064 |
|
Other Western Hemisphere |
|
|
366 |
|
|
|
375 |
|
|
|
375 |
|
|
|
356 |
|
|
|
318 |
|
|
Total |
|
|
3,862 |
|
|
|
3,981 |
|
|
|
4,162 |
|
|
|
4,167 |
|
|
|
4,084 |
|
|
42 Royal Dutch Shell plc
|
|
|
|
REFINERY PROCESSING INTAKE
|
|
million tonnes per year |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
2003 |
|
|
2002 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Metric equivalent |
|
|
189 |
|
|
|
195 |
|
|
|
204 |
|
|
|
204 |
|
|
|
201 |
|
|
|
|
|
REFINERY PROCESSING OUTTURN [G]
|
|
thousand barrels daily [C] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
2003 |
|
|
2002 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gasolines |
|
|
1,444 |
|
|
|
1,492 |
|
|
|
1,542 |
|
|
|
1,575 |
|
|
|
1,537 |
|
Kerosines |
|
|
368 |
|
|
|
382 |
|
|
|
424 |
|
|
|
418 |
|
|
|
400 |
|
Gas/Diesel oils |
|
|
1,215 |
|
|
|
1,256 |
|
|
|
1,297 |
|
|
|
1,312 |
|
|
|
1,287 |
|
Fuel oil |
|
|
346 |
|
|
|
391 |
|
|
|
414 |
|
|
|
378 |
|
|
|
355 |
|
Other products |
|
|
597 |
|
|
|
567 |
|
|
|
557 |
|
|
|
550 |
|
|
|
546 |
|
|
Total |
|
|
3,970 |
|
|
|
4,088 |
|
|
|
4,234 |
|
|
|
4,233 |
|
|
|
4,125 |
|
|
|
|
|
[A] |
|
Figures for 2003 and 2002 are provided on a US GAAP basis. |
|
[B] |
|
Group average operating capacity for the year and excluding mothballed capacity. |
|
[C] |
|
One barrel daily is equivalent to approximately 50 tonnes a year, depending on the specific gravity of the crude oil. |
|
[D] |
|
Operable capacity is the calendar day capacity minus capacity loss due to normal unit downtime. |
|
[E] |
|
Including natural gas liquids; includes processing for others and excludes processing by others. |
|
[F] |
|
Including crude oil and natural gas liquids plus feedstocks processed in crude oil distillation units and in secondary conversion units. |
|
[G] |
|
Excluding own use and products acquired for blending purposes. |
Royal Dutch Shell plc 43
OPERATING AND FINANCIAL REVIEW
|
|
|
|
OIL SALES [A]
|
|
thousand barrels per day |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Product volumes |
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
2003 |
|
|
2002 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Europe |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gasolines |
|
|
563 |
|
|
|
569 |
|
|
|
576 |
|
|
|
616 |
|
|
|
647 |
|
Kerosines |
|
|
207 |
|
|
|
223 |
|
|
|
220 |
|
|
|
194 |
|
|
|
190 |
|
Gas/Diesel oils |
|
|
859 |
|
|
|
920 |
|
|
|
934 |
|
|
|
936 |
|
|
|
950 |
|
Fuel oil |
|
|
153 |
|
|
|
196 |
|
|
|
179 |
|
|
|
184 |
|
|
|
177 |
|
Other products |
|
|
191 |
|
|
|
185 |
|
|
|
203 |
|
|
|
207 |
|
|
|
209 |
|
|
|
|
|
1,973 |
|
|
|
2,093 |
|
|
|
2,112 |
|
|
|
2,137 |
|
|
|
2,173 |
|
|
Other Eastern Hemisphere [B][C] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gasolines |
|
|
356 |
|
|
|
318 |
|
|
|
337 |
|
|
|
315 |
|
|
|
332 |
|
Kerosines |
|
|
167 |
|
|
|
174 |
|
|
|
168 |
|
|
|
166 |
|
|
|
142 |
|
Gas/Diesel oils |
|
|
450 |
|
|
|
470 |
|
|
|
511 |
|
|
|
489 |
|
|
|
476 |
|
Fuel oil |
|
|
140 |
|
|
|
151 |
|
|
|
168 |
|
|
|
180 |
|
|
|
188 |
|
Other products |
|
|
114 |
|
|
|
119 |
|
|
|
136 |
|
|
|
138 |
|
|
|
149 |
|
|
|
|
|
1,227 |
|
|
|
1,232 |
|
|
|
1,320 |
|
|
|
1,288 |
|
|
|
1,287 |
|
|
USA [D] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gasolines |
|
|
845 |
|
|
|
1,068 |
|
|
|
1,372 |
|
|
|
1,343 |
|
|
|
1,239 |
|
Kerosines |
|
|
168 |
|
|
|
236 |
|
|
|
258 |
|
|
|
212 |
|
|
|
221 |
|
Gas/Diesel oils |
|
|
232 |
|
|
|
368 |
|
|
|
430 |
|
|
|
430 |
|
|
|
401 |
|
Fuel oil |
|
|
51 |
|
|
|
107 |
|
|
|
209 |
|
|
|
189 |
|
|
|
105 |
|
Other products |
|
|
175 |
|
|
|
234 |
|
|
|
247 |
|
|
|
218 |
|
|
|
173 |
|
|
|
|
|
1,471 |
|
|
|
2,013 |
|
|
|
2,516 |
|
|
|
2,392 |
|
|
|
2,139 |
|
|
Other Western Hemisphere |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gasolines |
|
|
247 |
|
|
|
263 |
|
|
|
293 |
|
|
|
296 |
|
|
|
317 |
|
Kerosines |
|
|
71 |
|
|
|
74 |
|
|
|
73 |
|
|
|
72 |
|
|
|
74 |
|
Gas/Diesel oils |
|
|
237 |
|
|
|
251 |
|
|
|
249 |
|
|
|
243 |
|
|
|
246 |
|
Fuel oil |
|
|
65 |
|
|
|
77 |
|
|
|
85 |
|
|
|
86 |
|
|
|
92 |
|
Other products |
|
|
37 |
|
|
|
43 |
|
|
|
44 |
|
|
|
52 |
|
|
|
49 |
|
|
|
|
|
657 |
|
|
|
708 |
|
|
|
744 |
|
|
|
749 |
|
|
|
778 |
|
|
Export sales [E] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gasolines |
|
|
195 |
|
|
|
186 |
|
|
|
182 |
|
|
|
193 |
|
|
|
251 |
|
Kerosines |
|
|
136 |
|
|
|
104 |
|
|
|
114 |
|
|
|
154 |
|
|
|
155 |
|
Gas/Diesel oils |
|
|
328 |
|
|
|
287 |
|
|
|
274 |
|
|
|
213 |
|
|
|
222 |
|
Fuel oil |
|
|
338 |
|
|
|
313 |
|
|
|
208 |
|
|
|
181 |
|
|
|
196 |
|
Other products |
|
|
160 |
|
|
|
121 |
|
|
|
130 |
|
|
|
138 |
|
|
|
198 |
|
|
|
|
|
1,157 |
|
|
|
1,011 |
|
|
|
908 |
|
|
|
879 |
|
|
|
1,022 |
|
|
Total product sales |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gasolines |
|
|
2,206 |
|
|
|
2,404 |
|
|
|
2,760 |
|
|
|
2,763 |
|
|
|
2,786 |
|
Kerosines |
|
|
749 |
|
|
|
811 |
|
|
|
833 |
|
|
|
798 |
|
|
|
782 |
|
Gas/Diesel oils |
|
|
2,106 |
|
|
|
2,296 |
|
|
|
2,398 |
|
|
|
2,311 |
|
|
|
2,295 |
|
Fuel oil |
|
|
747 |
|
|
|
844 |
|
|
|
849 |
|
|
|
820 |
|
|
|
758 |
|
Other products |
|
|
677 |
|
|
|
702 |
|
|
|
760 |
|
|
|
753 |
|
|
|
778 |
|
|
|
|
|
6,485 |
|
|
|
7,057 |
|
|
|
7,600 |
|
|
|
7,445 |
|
|
|
7,399 |
|
|
|
|
|
[A] |
|
Sales figures exclude deliveries to other companies under reciprocal purchase and sale arrangements which are in the nature of exchanges. Sales of condensate and natural gas liquids are included. |
|
[B] |
|
In Iran, a Group entity has a 61.55% interest in a joint venture that operates a lubricant oil blending plant and sells lubricants in Iran. |
|
[C] |
|
The Group operates in Sudan through The Shell Company of the Sudan Limited (Shell
Sudan), which is an indirect wholly-owned subsidiary of Royal Dutch Shell. Shell Sudans
activities consist of the sale of fuels and lubricants to retail and commercial customers.
Shell Sudan also sold aviation fuels prior to the disposition of this activity in 2005. The
Shell Group does not hold any oil or gas reserves in Sudan. |
|
[D] |
|
Certain contracts are held for trading purposes and reported net rather than gross
was effect from Q3 2005. The effect in 2006 is a reduction in oil product sales of
approximately 844 thousand b/d and in 2005 424 thousand b/d. |
|
[E] |
|
Export sales as a percentage of total oil sales amount to 17.8% in 2006, 14.3% in
2005, 11.9% in 2004, 11.8% in 2003 and 13.8% in 2002. |
44 Royal Dutch Shell plc
|
|
|
|
SALES BY PRODUCT AS PERCENTAGE OF TOTAL PRODUCT SALES
|
|
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
2003 |
|
|
2002 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gasolines |
|
|
34.0 |
|
|
|
34.1 |
|
|
|
36.3 |
|
|
|
37.1 |
|
|
|
37.7 |
|
Kerosines |
|
|
11.6 |
|
|
|
11.5 |
|
|
|
10.9 |
|
|
|
10.7 |
|
|
|
10.6 |
|
Gas/Diesel oils |
|
|
32.5 |
|
|
|
32.5 |
|
|
|
31.6 |
|
|
|
31.1 |
|
|
|
31.0 |
|
Fuel oil |
|
|
11.5 |
|
|
|
12.0 |
|
|
|
11.2 |
|
|
|
11.0 |
|
|
|
10.2 |
|
Other products |
|
|
10.4 |
|
|
|
9.9 |
|
|
|
10.0 |
|
|
|
10.1 |
|
|
|
10.5 |
|
|
|
|
|
100.0 |
|
|
|
100.0 |
|
|
|
100.0 |
|
|
|
100.0 |
|
|
|
100.0 |
|
|
|
|
|
|
TOTAL OIL SALES VOLUMES [A]
|
|
thousand barrels per day |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Oil products by geographical area |
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
2003 |
|
|
2002 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Europe |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Germany |
|
|
732 |
|
|
|
771 |
|
|
|
772 |
|
|
|
785 |
|
|
|
789 |
|
UK and Republic of Ireland |
|
|
252 |
|
|
|
323 |
|
|
|
311 |
|
|
|
313 |
|
|
|
317 |
|
France |
|
|
280 |
|
|
|
268 |
|
|
|
275 |
|
|
|
283 |
|
|
|
299 |
|
the Netherlands |
|
|
183 |
|
|
|
199 |
|
|
|
191 |
|
|
|
180 |
|
|
|
191 |
|
Others |
|
|
526 |
|
|
|
532 |
|
|
|
563 |
|
|
|
576 |
|
|
|
577 |
|
|
|
|
|
1,973 |
|
|
|
2,093 |
|
|
|
2,112 |
|
|
|
2,137 |
|
|
|
2,173 |
|
|
Other Eastern Hemisphere |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Australia |
|
|
221 |
|
|
|
222 |
|
|
|
215 |
|
|
|
190 |
|
|
|
194 |
|
Others |
|
|
1,006 |
|
|
|
1,010 |
|
|
|
1,105 |
|
|
|
1,098 |
|
|
|
1,093 |
|
|
|
|
|
1,227 |
|
|
|
1,232 |
|
|
|
1,320 |
|
|
|
1,288 |
|
|
|
1,287 |
|
|
USA [A] |
|
|
1,471 |
|
|
|
2,013 |
|
|
|
2,516 |
|
|
|
2,392 |
|
|
|
2,139 |
|
|
Other Western Hemisphere |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Canada |
|
|
288 |
|
|
|
300 |
|
|
|
287 |
|
|
|
276 |
|
|
|
263 |
|
Brazil |
|
|
180 |
|
|
|
179 |
|
|
|
170 |
|
|
|
168 |
|
|
|
191 |
|
Others |
|
|
189 |
|
|
|
229 |
|
|
|
287 |
|
|
|
305 |
|
|
|
324 |
|
|
|
|
|
657 |
|
|
|
708 |
|
|
|
744 |
|
|
|
749 |
|
|
|
778 |
|
|
Export sales [B] |
|
|
1,157 |
|
|
|
1,011 |
|
|
|
908 |
|
|
|
879 |
|
|
|
1,022 |
|
|
Total oil products |
|
|
6,485 |
|
|
|
7,057 |
|
|
|
7,600 |
|
|
|
7,445 |
|
|
|
7,399 |
|
Crude oil [A] |
|
|
2,472 |
|
|
|
3,695 |
|
|
|
5,160 |
|
|
|
4,769 |
|
|
|
5,025 |
|
|
Total oil sales |
|
|
8,957 |
|
|
|
10,752 |
|
|
|
12,760 |
|
|
|
12,214 |
|
|
|
12,424 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Metric equivalent |
|
|
439 |
|
|
|
527 |
|
|
|
627 |
|
|
|
611 |
|
|
|
621 |
|
|
|
|
[A] |
|
Certain contracts are held for trading purposes and reported net rather than gross
with effect from Q3 2005. The effect in 2006 is a reduction in oil product sales of
approximately 844 thousand b/d and a reduction in crude oil sales of approximately 1,943
thousand b/d, in 2005 424 thousand b/d and 879 thousand b/d respectively. |
|
[B] |
|
Export sales as a percentage of total oil sales volumes amount to 12.9% in 2006,
9.4% in 2005, 7.1% in 2004, 7.2% in 2003 and 8.2% in 2002. |
Royal Dutch Shell plc 45
OPERATING AND FINANCIAL REVIEW
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
2003[A] |
|
|
2002[A] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
by product |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gasolines |
|
|
65,910 |
|
|
|
62,189 |
|
|
|
55,594 |
|
|
|
44,830 |
|
|
|
38,861 |
|
Kerosines |
|
|
23,485 |
|
|
|
21,775 |
|
|
|
16,308 |
|
|
|
10,826 |
|
|
|
9,170 |
|
Gas/Diesel oils |
|
|
68,899 |
|
|
|
63,357 |
|
|
|
48,304 |
|
|
|
35,344 |
|
|
|
28,077 |
|
Fuel oil |
|
|
13,948 |
|
|
|
13,218 |
|
|
|
9,688 |
|
|
|
8,424 |
|
|
|
6,591 |
|
Other products |
|
|
20,182 |
|
|
|
17,505 |
|
|
|
15,279 |
|
|
|
13,834 |
|
|
|
11,420 |
|
|
Total oil products |
|
|
192,424 |
|
|
|
178,044 |
|
|
|
145,173 |
|
|
|
113,258 |
|
|
|
94,119 |
|
|
by
geographical area[B] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Europe |
|
|
60,755 |
|
|
|
55,968 |
|
|
|
44,010 |
|
|
|
35,618 |
|
|
|
30,228 |
|
Other Eastern Hemisphere |
|
|
37,869 |
|
|
|
31,705 |
|
|
|
25,725 |
|
|
|
19,957 |
|
|
|
16,801 |
|
USA |
|
|
44,370 |
|
|
|
49,574 |
|
|
|
46,500 |
|
|
|
34,533 |
|
|
|
26,200 |
|
Other Western Hemisphere |
|
|
21,465 |
|
|
|
19,957 |
|
|
|
15,116 |
|
|
|
12,751 |
|
|
|
10,836 |
|
Export sales [B] |
|
|
27,965 |
|
|
|
20,840 |
|
|
|
13,822 |
|
|
|
10,399 |
|
|
|
10,054 |
|
|
Total oil products |
|
|
192,424 |
|
|
|
178,044 |
|
|
|
145,173 |
|
|
|
113,258 |
|
|
|
94,119 |
|
|
|
|
|
[A] |
|
Figures for 2003 and 2002 are provided on a US GAAP basis. |
|
[B] |
|
By country of destination, except where the ultimate destination is not known at the time of sale, in which case the sales are shown as export sales. |
|
|
|
|
AVERAGE PRODUCT REVENUE
|
|
$ per barrel |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
2003[A] |
|
|
2002[A] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
by product |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gasolines |
|
|
81.85 |
|
|
|
70.88 |
|
|
|
55.03 |
|
|
|
44.46 |
|
|
|
38.22 |
|
Kerosines |
|
|
85.97 |
|
|
|
73.52 |
|
|
|
53.52 |
|
|
|
37.18 |
|
|
|
32.12 |
|
Gas/Diesel oils |
|
|
89.61 |
|
|
|
75.61 |
|
|
|
55.04 |
|
|
|
41.90 |
|
|
|
33.52 |
|
Fuel oil |
|
|
51.20 |
|
|
|
42.91 |
|
|
|
31.17 |
|
|
|
28.14 |
|
|
|
23.82 |
|
Other products |
|
|
81.64 |
|
|
|
68.29 |
|
|
|
54.95 |
|
|
|
50.30 |
|
|
|
40.21 |
|
|
Total oil products |
|
|
81.30 |
|
|
|
69.12 |
|
|
|
52.19 |
|
|
|
41.68 |
|
|
|
34.85 |
|
|
by geographical area |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Europe |
|
|
84.36 |
|
|
|
73.21 |
|
|
|
56.93 |
|
|
|
45.67 |
|
|
|
38.11 |
|
Other Eastern Hemisphere |
|
|
84.55 |
|
|
|
70.52 |
|
|
|
53.30 |
|
|
|
42.45 |
|
|
|
35.77 |
|
USA |
|
|
82.65 |
|
|
|
67.48 |
|
|
|
50.48 |
|
|
|
39.56 |
|
|
|
33.55 |
|
Other Western Hemisphere |
|
|
89.47 |
|
|
|
77.28 |
|
|
|
55.51 |
|
|
|
46.64 |
|
|
|
38.18 |
|
Export sales |
|
|
66.25 |
|
|
|
56.48 |
|
|
|
41.57 |
|
|
|
32.41 |
|
|
|
26.95 |
|
|
Total oil products |
|
|
81.30 |
|
|
|
69.12 |
|
|
|
52.19 |
|
|
|
41.68 |
|
|
|
34.85 |
|
|
|
|
|
[A] |
|
Figures for 2003 and 2002 are provided on a US GAAP basis. |
TRADING
Shell Trading is a global network of companies that are engaged in trading and shipping. The
trading portfolio includes natural gas, electrical power, crude oil, refined products, chemical
feedstocks and environmental products. Companies within the Shell Trading network (main locations
include Houston, London, Dubai, Moscow and Singapore) are separate entities responsible for running
their own businesses. Shell Trading trades about 13 million barrels of crude oil equivalent per
day. The Groups trading and shipping activities primarily occur in support of the Groups business
activities.
46 Royal Dutch Shell plc
SHIPPING
During 2006, shipping portfolio changes included the redelivery from bareboat charter of
three large range product tankers (45,000 to 160,000dwt) and the entering into service of one large
range product tanker contracted in 2005. Two very large crude carriers over 160,000dwt (VLCCs) were
redelivered from bareboat charter and two others converted from bareboat charter to time charter. A
further two VLCCs were contracted on time charter. The bareboat charter of one general purpose
tanker (10,000 to 25,000dwt) was extended from 2007 and one additional general purpose product
tanker was contracted on bareboat charter for delivery in 2007. One liquefied petroleum gas (LPG)
carrier (82,500 cubic metres) was contracted on time charter and one LPG carrier (80,600 cubic
metres) redelivered from time charter. These changes together with other new charters, charter
renewals and redeliveries from charter are summarised in the table below.
|
|
|
OIL TANKERS [A] (At December 31)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
number of ships |
|
|
million deadweight tonnes |
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
2003 |
|
|
2002 |
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
2003 |
|
|
2002 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Owned/demise-hired
VLCCs (over 160,000dwt) |
|
|
|
|
|
|
4 |
|
|
|
5 |
|
|
|
7 |
|
|
|
7 |
|
|
|
|
|
|
|
1.2 |
|
|
|
1.5 |
|
|
|
2.1 |
|
|
|
2.1 |
|
Large range (45,000 to 160,000dwt) |
|
|
11 |
|
|
|
13 |
|
|
|
11 |
|
|
|
13 |
|
|
|
16 |
|
|
|
0.9 |
|
|
|
0.8 |
|
|
|
0.7 |
|
|
|
0.9 |
|
|
|
1.3 |
|
Medium range (25,000 to 45,000dwt) |
|
|
5 |
|
|
|
5 |
|
|
|
5 |
|
|
|
5 |
|
|
|
5 |
|
|
|
0.2 |
|
|
|
0.2 |
|
|
|
0.2 |
|
|
|
0.2 |
|
|
|
0.2 |
|
General purpose (10,000 to 25,000dwt)/
Specialist |
|
|
5 |
|
|
|
5 |
|
|
|
2 |
|
|
|
3 |
|
|
|
2 |
|
|
|
0.1 |
|
|
|
0.1 |
|
|
|
0.1 |
|
|
|
0.1 |
|
|
|
0.1 |
|
|
Total |
|
|
21 |
|
|
|
27 |
|
|
|
23 |
|
|
|
28 |
|
|
|
30 |
|
|
|
1.2 |
|
|
|
2.3 |
|
|
|
2.5 |
|
|
|
3.3 |
|
|
|
3.7 |
|
|
Time-chartered [B][C] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
VLCCs (over
160,000dwt) [D] |
|
|
7 |
|
|
|
1 |
|
|
|
1 |
|
|
|
1 |
|
|
|
1 |
|
|
|
2.1 |
|
|
|
0.3 |
|
|
|
0.3 |
|
|
|
0.3 |
|
|
|
0.3 |
|
Large range (45,000 to 160,000dwt) |
|
|
22 |
|
|
|
18 |
|
|
|
19 |
|
|
|
15 |
|
|
|
18 |
|
|
|
1.9 |
|
|
|
1.6 |
|
|
|
1.7 |
|
|
|
1.3 |
|
|
|
1.5 |
|
Medium range (25,000 to 45,000dwt) |
|
|
14 |
|
|
|
14 |
|
|
|
8 |
|
|
|
13 |
|
|
|
15 |
|
|
|
0.5 |
|
|
|
0.5 |
|
|
|
0.3 |
|
|
|
0.5 |
|
|
|
0.6 |
|
General purpose (10,000 to 25,000dwt)/
Specialist |
|
|
24 |
|
|
|
13 |
|
|
|
12 |
|
|
|
10 |
|
|
|
6 |
|
|
|
0.4 |
|
|
|
0.3 |
|
|
|
0.2 |
|
|
|
0.2 |
|
|
|
0.1 |
|
|
Total |
|
|
67 |
|
|
|
46 |
|
|
|
40 |
|
|
|
39 |
|
|
|
40 |
|
|
|
4.9 |
|
|
|
2.7 |
|
|
|
2.5 |
|
|
|
2.3 |
|
|
|
2.5 |
|
|
Total oil tankers |
|
|
88 |
|
|
|
73 |
|
|
|
63 |
|
|
|
67 |
|
|
|
70 |
|
|
|
6.1 |
|
|
|
5.0 |
|
|
|
5.0 |
|
|
|
5.6 |
|
|
|
6.2 |
|
|
Owned/demise-hired under construction
or on order (oil) [E] |
|
|
1 |
|
|
|
1 |
|
|
|
3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0.1 |
|
|
|
0.3 |
|
|
|
|
|
|
|
|
|
|
|
|
GAS CARRIERS [A] (At December 31)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
number of ships |
|
|
thousand cubic metres |
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
2003 |
|
|
2002 |
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
2003 |
|
|
2002 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Owned/demise-hired (LPG) |
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
1 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
60 |
|
|
|
59 |
|
|
|
59 |
|
Time-chartered (LPG) |
|
|
2 |
|
|
|
2 |
|
|
|
2 |
|
|
|
2 |
|
|
|
3 |
|
|
|
166 |
|
|
|
136 |
|
|
|
136 |
|
|
|
136 |
|
|
|
145 |
|
|
Total |
|
|
2 |
|
|
|
2 |
|
|
|
3 |
|
|
|
3 |
|
|
|
4 |
|
|
|
166 |
|
|
|
136 |
|
|
|
196 |
|
|
|
195 |
|
|
|
204 |
|
|
|
|
|
[A] |
|
Oil tankers, ocean going articulated tug barges and gas carriers of 10kdwt and
above which are owned/chartered by Group companies where the Group equity shareholding is
at least 50%. |
|
[B] |
|
Time-chartered oil tankers include Consecutive Voyage Charters. |
|
[C] |
|
Contracts of affreightment are not included. |
|
[D] |
|
Four of the time-chartered VLCCs are directly manned and managed by Group companies. |
|
[E] |
|
Owned/demise hired new building contracts not in service but due for delivery post December 31, 2006. |
Royal Dutch Shell plc 47
OPERATING AND FINANCIAL REVIEW
Chemicals
OVERVIEW
Chemicals is part of Shells downstream organisation.
The downstream businesses turn crude oil into a range of refined products including fuels,
lubricants and petrochemicals, which they also deliver to market. Chemicals produces and sells
petrochemicals to industrial customers worldwide. The products are widely used in plastics,
coatings and detergents found in items such as textiles, medical supplies and computers.
HIGHLIGHTS
|
|
Good financial performance with segment earnings of $1.1 billion and cash flow from
operations of $1.9 billion. |
|
|
Nanhai petrochemical complex successful commercialisation, world class operation. |
|
|
Final investment decision taken on new world scale ethylene cracker and
mono-ethylene glycol plant in Singapore. |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
48 Royal Dutch Shell plc
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
Revenue (including intersegment sales) |
|
|
40,750 |
|
|
|
34,996 |
|
|
|
29,497 |
|
Purchases (including change in inventories) |
|
|
(35,765 |
) |
|
|
(29,565 |
) |
|
|
(24,362 |
) |
Depreciation |
|
|
(668 |
) |
|
|
(599 |
) |
|
|
(695 |
) |
Operating expenses |
|
|
(3,615 |
) |
|
|
(3,613 |
) |
|
|
(3,205 |
) |
Share of profit of equity accounted
investments |
|
|
494 |
|
|
|
423 |
|
|
|
437 |
|
Other income/(expense) |
|
|
(13 |
) |
|
|
(9 |
) |
|
|
(25 |
) |
Taxation |
|
|
(119 |
) |
|
|
(335 |
) |
|
|
(300 |
) |
|
Segment earnings from continuing operations |
|
|
1,064 |
|
|
|
1,298 |
|
|
|
1,347 |
|
Income/(loss) from discontinued operations |
|
|
|
|
|
|
(307 |
) |
|
|
(199 |
) |
|
SEGMENT EARNINGS |
|
|
1,064 |
|
|
|
991 |
|
|
|
1,148 |
|
|
|
|
[A] |
|
Segment earnings as disclosed in the table above differ from the segment results
disclosed in Note 10 beginning on page 117. Segment earnings include share of profit of
equity accounted investments, other income/expense and taxation attributable to the
segment. |
2006 COMPARED TO 2005 AND 2004
EARNINGS
Segment earnings in 2006 were $1,064 million, compared to $991 million in 2005, which
included $307 million of losses from discontinued operations; and 2004 earnings of $1,148 million,
which included $199 million of net losses from discontinued operations. The loss from discontinued
operations in 2005 related to a write-down of the carrying value and charges from the sale of
Basell. In 2004, the loss from discontinued operations comprised an impairment of the investment in
Basell of $353 million partly offset by $154 million share of operating profit from Basell.
Setting aside the effect of discontinued operations, earnings in 2006 were $234 million lower than
2005. This was due to lower margins and higher depreciation, partly offset by better earnings from
equity accounted investments and lower taxation. Earnings from continuing operations in 2005 were
$49 million below those in 2004 as higher margins and lower depreciation were offset by lower
volumes and higher costs (legal provisions, increased portfolio activity and manufacturing plant
expenditure).
In 2006, sales volumes of chemical products grew by 1% from 2005 mainly due to increased aromatics
trading volumes in base chemicals. Unit proceeds increased by 11% from 2005. However the increase
in feedstock prices was greater, resulting in lower margins (proceeds less cost of feedstock and
energy). Asset utilisation declined by 1% and reflected a heavy planned maintenance programme in
2006. This involved scheduled maintenance turnarounds of major production plants in Europe and in
the USA. Depreciation was $69 million higher due to a $50 million increase in charges for asset
impairments. The impairments reflect changes in the assessment of future returns in relation to the
value of our assets. Operating expenses in 2006 were similar to those of 2005. Lower charges for
legal provisions and costs associated with portfolio activity, such as business exits and
divestments, were offset by higher manufacturing plant expenditure. Reduced taxation reflected
benefits from tax rate changes in Canada and in the Netherlands as well as a settlement of tax exposures in
the Netherlands.
Earnings in 2005 benefited from more favourable margins than seen in 2004, as well as improved
trading earnings, which outweighed the impact of lower sales volumes. Trading earnings increased,
reflecting strong fundamentals and increased chemical feedstock trading. Sales volumes of chemical
products decreased by 6% from 2004 mainly due to lower sales in first-line derivatives due to
weaker demand for some products and a decrease in aromatics trading sales in base chemicals. Asset
utilisation declined by some 3% mainly due to
the impact of hurricanes on operations in the USA. Depreciation decreased by $96 million from 2004
due to lower asset impairments. Higher costs reflected charges for legal provisions, costs
associated with increased portfolio activity, such as project development, business exits and
divestments, as well as higher manufacturing plant expenditure.
OUTLOOK AND STRATEGY
The demand for petrochemicals in 2007 is expected to increase in line with the growth in the
global economy, mainly in Asia Pacific. Globally, new expected industry capacity additions coupled
with the prospect of continued high feedstock and energy costs may limit the opportunities for
improving margins.
The Chemicals strategy continues to focus on our portfolio of crackers and selected first-line
derivatives, which supply bulk petrochemicals to large industrial customers. Our strategy is to
strengthen the existing asset base in the Americas and Europe, and to achieve profitable growth in
Asia Pacific/Middle East.
Chemicals will continue to fully commercialise the Nanhai petrochemical complex joint venture in
China and progress a new world scale petrochemical facility in Singapore. Work continues on
developing more advantaged-feedstock investment opportunities in the Middle East.
The emphasis will be on exploiting Oil Products and Chemicals synergies to increase advantaged
cracker feed, on driving global standards and processes, on fully leveraging technology investment
and on optimising global market positions.
CAPITAL INVESTMENT AND PORTFOLIO ACTIONS
In 2006, capital investment was $877 million up from $599 million in 2005. Capital
expenditure increased by $434 million from last year driven by an increase in investment in
portfolio growth projects, particularly a cracker and mono-ethylene glycol (MEG) plant project in
Singapore for which Shell took the final investment decision, along with higher capitalised
expenditure for planned major plant maintenance and asset integrity programmes. The MEG facility
will include a new world-scale 800,000 tonnes per annum ethylene cracker on Bukom Island and a
750,000 tonnes per annum MEG plant on Jurong Island using Shells proprietary technology.
Construction began in the fourth quarter of 2006. Completion and start-up of the new and modified
facilities is expected in 2009/2010. When complete, the cracker and the new MEG plant will create a
site fully integrated with the 464,000 barrels per day Pulau Bukom refinery (Shell share 100%),
providing feedstock and operating benefits. Additions to equity accounted investments were $156
million less than those last year due to the completion of construction and start-up of the Nanhai
petrochemicals complex in southern China at the end of 2005.
The CNOOC and Shell Petrochemicals Company Limited joint venture (Shell share 50%) started
operation of the Nanhai petrochemicals complex in China. Construction of the complex was completed
on time and on budget. By the end of the first quarter of 2006 all plants were manufacturing
product in accordance with specification and commercial operations began. From start-up the joint
venture made excellent progress operationally and commercially. Production and sales volumes
increased in the course of the year and a total of 1.9 million tonnes of chemicals products were
sold to more than 800 customers in more than 20 provinces in China by the end of 2006. When
operating at full capacity the plant is expected to produce 2.3 million tonnes of chemicals a year
to supply Chinas domestic market.
In order to stay competitive in the longer term we actively review our portfolio of businesses and
assets. As part of our ongoing strategy, we are
|
|
|
COUNTRIES IN WHICH CHEMICALS OPERATE
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Canada
|
|
Europe
|
|
Africa
|
|
Middle East
|
|
Asia Pacific |
|
|
Denmark
|
|
Kenya
|
|
Saudi Arabia
|
|
Australia |
USA
|
|
France
|
|
South
|
|
United Arab
|
|
China |
|
|
Germany
|
|
Africa |
|
Emirates |
|
Japan |
Latin
America
|
|
Greece
|
|
|
|
|
|
Malaysia |
Argentina
|
|
Italy
|
|
|
|
|
|
New Zealand |
Brazil
|
|
The Netherlands
|
|
|
|
|
|
Philippines |
Chile
|
|
Poland
|
|
|
|
|
|
Singapore |
Colombia
|
|
Spain
|
|
|
|
|
|
South Korea |
Mexico
|
|
Switzerland
|
|
|
|
|
|
Taiwan |
Venezuela
|
|
Turkey
|
|
|
|
|
|
Thailand |
|
|
UK
|
|
|
|
|
|
Vietnam |
The
Caribbean |
|
|
|
|
|
|
|
|
Puerto Rico |
|
|
|
|
|
|
|
|
reviewing whether to sell the Yabucoa petrochemical feedstock plant in Puerto Rico.
RESEARCH AND DEVELOPMENT
Research and development (R&D) and other technical services continue to improve products and
process technologies that provide Shell with sustainable leadership positions in selected chemical
products and intermediates. Improvements in manufacturing processes
achieved by means of
increased feedstock flexibility, product yield, energy efficiency and
plant throughput are
leading to lower production costs at existing facilities and lower investment cost for new
facilities. Customer relationships and market positions are being enhanced through close technical
links with important industrial customers. Current process technologies and assets benefit from
integration with oil refining operations. Longer term R&D focuses on advantaged chemical process
technologies which integrate with upstream conversion technologies and which leverage the Groups
hydrocarbon positions.
BUSINESS AND PROPERTY
Our chemicals companies produce and sell petrochemicals to industrial customers globally. The
products are widely used in plastics, coatings and detergents, which in turn are used in products
such as fibres and textiles, thermal and electrical insulation, medical equipment and sterile
supplies, computers, lighter and more efficient vehicles, paints, and biodegradable detergents.
Group companies currently produce a range of base and intermediate chemicals. They are major
suppliers of base chemicals such as ethylene, propylene and aromatics, and intermediates such as
styrene monomer, propylene oxide, solvents, detergents alcohols, and ethylene oxide.
The Chemicals portfolio includes several joint ventures: Infineum, Saudi Petrochemical Company
(SADAF), CNOOC and Shell Petrochemicals Company Ltd. (CSPCL) (each as described below).
Infineum, a 50:50 joint venture between Group companies and ExxonMobil with manufacturing locations
in seven countries (USA, Mexico, Brazil, Germany, France, Italy, and Singapore), formulates,
manufactures and markets high-quality additives for use in fuel, lubricants, and specialty
additives and components.
SADAF, a 50:50 joint venture between Group companies and Saudi Basic Industries Corporation (SABIC)
produces base and intermediate chemicals for international markets.
CSPCL, a 50:50 joint venture between Group companies and CNOOC Petrochemicals Investment Ltd.,
produces a range of petrochemicals, intended primarily for the Chinese markets. The construction of
the Nanhai petrochemicals complex in southern China was completed end 2005 and a successful
start-up in early 2006 has brought the joint venture into full commercial operation.
Royal Dutch Shell plc 49
OPERATING AND FINANCIAL REVIEW
|
|
|
|
SALES VOLUMES BY MAIN PRODUCT CATEGORY [A]
|
|
thousand tonnes |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
2003 |
|
|
2002 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Base chemicals |
|
|
14,146 |
|
|
|
13,710 |
|
|
|
14,184 |
|
|
|
13,165 |
|
|
|
10,031 |
|
First-line derivatives |
|
|
8,964 |
|
|
|
8,891 |
|
|
|
9,499 |
|
|
|
9,779 |
|
|
|
9,595 |
|
Other |
|
|
27 |
|
|
|
225 |
|
|
|
477 |
|
|
|
164 |
|
|
|
1,767 |
|
|
Total |
|
|
23,137 |
|
|
|
22,826 |
|
|
|
24,160 |
|
|
|
23,108 |
|
|
|
21,393 |
|
|
|
|
|
|
SALES VOLUMES BY REGION
|
|
thousand tonnes |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
2003 |
|
|
2002 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Europe |
|
|
9,361 |
|
|
|
10,018 |
|
|
|
10,159 |
|
|
|
9,902 |
|
|
|
9,077 |
|
Other Eastern Hemisphere |
|
|
5,673 |
|
|
|
5,252 |
|
|
|
5,526 |
|
|
|
5,397 |
|
|
|
4,672 |
|
USA |
|
|
7,464 |
|
|
|
6,893 |
|
|
|
7,819 |
|
|
|
7,108 |
|
|
|
6,970 |
|
Other Western Hemisphere |
|
|
639 |
|
|
|
663 |
|
|
|
656 |
|
|
|
701 |
|
|
|
674 |
|
|
Total |
|
|
23,137 |
|
|
|
22,826 |
|
|
|
24,160 |
|
|
|
23,108 |
|
|
|
21,393 |
|
|
|
|
|
|
REVENUE BY GEOGRAPHICAL AREA [B]
|
|
$ million |
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
2003 |
|
|
2002 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Europe |
|
|
9,642 |
|
|
|
8,981 |
|
|
|
7,873 |
|
|
|
5,617 |
|
|
|
3,994 |
|
Other Eastern Hemisphere |
|
|
5,538 |
|
|
|
4,640 |
|
|
|
4,530 |
|
|
|
3,092 |
|
|
|
2,324 |
|
USA |
|
|
7,669 |
|
|
|
6,564 |
|
|
|
6,159 |
|
|
|
4,369 |
|
|
|
3,548 |
|
Other Western Hemisphere |
|
|
758 |
|
|
|
735 |
|
|
|
616 |
|
|
|
486 |
|
|
|
379 |
|
|
Total chemical products revenue |
|
|
23,607 |
|
|
|
20,920 |
|
|
|
19,178 |
|
|
|
13,564 |
|
|
|
10,245 |
|
Non-chemical products |
|
|
4,124 |
|
|
|
2,998 |
|
|
|
2,311 |
|
|
|
1,622 |
|
|
|
1,245 |
|
|
Total |
|
|
27,731 |
|
|
|
23,918 |
|
|
|
21,489 |
|
|
|
15,186 |
|
|
|
11,490 |
|
|
|
|
|
|
ETHYLENE CAPACITY GROUP
AND EQUITY ACCOUNTED INVESTMENTS[C]
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
2003 |
|
|
2002 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nominal capacity (thousand tonnes/year) |
|
|
6,178 |
|
|
|
6,414 |
|
|
|
6,701 |
|
|
|
6,203 |
|
|
|
6,023 |
|
Utilisation (%) |
|
|
82 |
|
|
|
86 |
|
|
|
87 |
|
|
|
90 |
|
|
|
92 |
|
|
|
|
[A] |
|
Excluding volumes sold by equity accounted investments, chemical feedstock trading and by-products. |
|
[B] |
|
Excluding revenue from equity accounted investments, chemical feedstock trading and intersegment revenue. |
|
[C] |
|
Data includes Group share of capacity entitlement (offtake rights) that may be different from nominal Group equity interest. |
At December 31, 2006, Group companies had major interests in chemical manufacturing plants,
as described below.
EUROPE
France At Berre lEtang, Shell Pétrochimie Méditerranée S.A.S. (SPM) (Group interest 100%),
owns and operates a refinery as well as petrochemicals units, manufacturing oil products, solvents,
and diisobutylene. SPM also operates at Berre additives units on behalf of Infineum, several
polymer units on behalf of third party companies, and Basells ethylene cracker, logistics assets
and butadiene plant.
Germany Shell Deutschland Oil GmbH (SDO) (Group interest 100%) operates manufacturing plants in
Harburg (hydrocarbon solvents), Godorf (benzene, toluene), Wesseling (ethylene, propylene, benzene,
toluene, xylenes, methanol), and Heide (ethylene, propylene, benzene, toluene, xylenes, hydrocarbon
solvents and chemical solvents). By virtue of the Groups share interest (32.25%) in the relevant
manufacturing company, Shell Chemicals Europe B.V. (SCE) is entitled to a proportion of the
production of propylene and methyl tertiary butyl ether from plants in Karlsruhe. Due to the
Groups share interest (37.5%) in a company in Schwedt, SCE receives propylene, benzene, toluene, and xylenes.
The Netherlands Shell Nederland Chemie B.V. (SNC) (Group interest 100%) manufactures solvents,
methyl tertiary butyl ether, brake fluids, glycol ethers, urethanes (polyols), isoprenes and
butene-1 at the Pernis facility. SNC operates at Pernis a polypropylene plant (Basell) and an
Elastomers (Kraton) plant on behalf of third party companies. SNC manufactures lower olefins,
benzene, butadiene, ethyl benzene, ethylene glycols, ethylene oxide, and styrene monomer/propylene
oxide (MSPO/1 plant) at the Moerdijk facility. SNC operates at Moerdijk a VEOVA (Hexion) plant and
styrene/propylene (MSPO/2, Ellba) plant on behalf of third party companies. SNC also operates a
SM/PO plant owned by Ellba CV, a 50:50 joint venture between Group companies and BASF producing
styrene monomer, primarily used in the production of polystyrene and propylene oxide. Shell
Chemicals Europe B.V. (SCE) is responsible
50 Royal Dutch Shell plc
for all chemicals sales, supply chain management and the procurement of feedstocks and process
chemicals for chemical products across Western Europe other than in respect of chemicals joint
ventures in which Group companies have an interest.
UK Shell U.K. Oil Products Ltd. (as an agent for Shell U.K. Ltd.) operates the plants of Shell
Chemicals U.K. Ltd. (SCUK) (Group interest 100%) at Stanlow, which produce propylene, benzene,
toluene, and higher olefins and derivatives. In Carrington, SCUK owns plants producing derivatives
from ethylene oxide (ethoxylates) and propylene oxide (polyols), which are operated by Basell. SCUK
has announced that these plants will close in 2007. The production of the polyols will then
transfer to SNCs polyols facility at Pernis, Rotterdam, which will be upgraded to take on the
additional capacity. SCUK also owns NEODOL® ethoxylates assets operated by Uniqema at Wilton, to
which the ethoxylates production at Carrington will be transferred in 2007. SCE has indirect rights
to an ethylene oxide supply from Dows Wilton facility. At Fife in Scotland, ExxonMobil owns and
operates an ethylene plant from which, under a processing rights agreement, SCE is entitled to 50%
of the output.
OTHER EASTERN HEMISPHERE
China CNOOC and Shell Petrochemicals Company Ltd. (CSPCL) is a 50:50 joint venture between
Group companies and CNOOC Petrochemicals Investment Ltd. (CPIL). CPIL shareholders are China
National Offshore Oil Corporation (CNOOC) and the Guangdong Investment & Development Company.
Construction of the world scale production facilities designed to produce 2.3 million metric tonnes
of petrochemical products per annum was completed end 2005. The complex is located in the Daya Bay
Economic and Technological Development Zone in the Huizhou Municipality of Guangdong Province.
Following a successful start-up in early 2006, the joint venture is now fully operational. CSPCL
produces and markets a range of petrochemicals, including ethylene, propylene, styrene monomer,
propylene oxide, polyols, propylene glycol, mono-ethylene glycol, polypropylene, high-density
polyethylene, low-density polyethylene, and butadiene. These products are primarily marketed
domestically to meet the demand in the Chinese market for petrochemicals.
Saudi Arabia The Saudi Petrochemical Company (SADAF), a 50:50 joint venture between Group companies
and Saudi Basic Industries Corporation (SABIC), owns and operates a 1 million tonnes per year
ethylene cracker and downstream plants capable of producing 3.6 mtpa of crude industrial ethanol,
ethylene dichloride, caustic soda, styrene, and methyl tertiary butyl ether. The marketing arms of
both partners handle the international marketing of SADAF products, except for MTBE, which is
marketed by SABIC. Our marketing effort is co-ordinated by Shell Trading (M.E.) Private Ltd. (Group
interest 100%) located in Dubai, United Arab Emirates.
Singapore Group companies own a 50% and 30% equity interest in two Sumitomo-managed joint ventures,
Petrochemical Corporation of Singapore (Private) Ltd. (PCS) and The Polyolefin Company (Singapore)
Pte. Ltd. (TPC), respectively. PCS owns and operates two ethylene crackers with a total capacity of
1 million metric tonnes per annum of ethylene and 500,000 metric tonnes per annum of propylene.
Ethylene Glycols (Singapore) Pte. Ltd. (Group interest 70%) owns and operates an ethylene
oxide/glycols plant. Shell Chemicals Seraya Pte. Ltd. (SCSL) (Group interest 100%) owns and
operates a SM/PO plant, and operates a SM/PO plant owned by Ellba Eastern Pte Ltd., a 50:50 joint
venture between the Group and BASF. SCSL also operates two propylene oxide derivatives (POD) plants
and one mono-propylene glycol (MPG) plant owned by Shell
Eastern Petroleum (Pte) Ltd (SEPL). SEPL
received Group approval to build a world-scale ethylene cracker and MEG plant in Singapore in July
2006 with plant production expected to come on-stream in 2009/2010.
USA
Shell Chemical LP (SCLP) and other associated entities have manufacturing facilities located
at Mobile, Alabama; Martinez, California; St. Rose, Geismar and Norco, Louisiana; and Deer Park,
Texas. Chemical products include lower olefins, aromatics, phenol, solvents, ethylene
oxide/glycols, higher olefins and their derivatives, RM17 catalyst, propanediol, and additives.
These chemical products are used in many consumer and industrial products and processes, primarily
in the USA.
Shells major chemicals joint ventures in the USA are: Infineum, a 50:50 joint venture between
Group companies and ExxonMobil, which formulates, manufactures, and markets high-quality additives
for use in fuels, lubricants, and specialty additives and components; and Sabina Petrochemicals
LLC, a joint venture owned by SCLP (62%), BASF Corporation (23%) and Total Petrochemicals USA, Inc.
(15%) which produces butadiene at their facility at Port Arthur, Texas.
OTHER WESTERN HEMISPHERE
Canada Shell Chemicals Canada Ltd. (SCCL) (Group interest 100%) produces styrene, isopropyl
alcohol, and ethylene glycol. Manufacturing locations are at Sarnia, Ontario and near Fort
Saskatchewan, Alberta. SCCL sells its products to Shell Chemicals Americas Inc. (SCAI) (Group
interest 100%). SCAI is the marketing company for (i) all Canadian domestic sales of chemical
products, (ii) all exports of Canadian made chemical products, and (iii) exports of US made
chemical products where a Shell entity arranges transportation. PTT Poly Canada, L.P., a 50:50
joint venture (limited partnership pursuant to the Civil Code of Quebec, Canada) between SCCL and
Investissements Petrochimie (2080) Inc., a subsidiary of the Société Générale de Financement du
Québec, owns and operates a world-scale polytrimethylene terephthalate (PTT) plant near Montreal,
Quebec, Canada. The joint venture markets PTT under the trademark CORTERRA, Polymers, with its main
use in carpet and textile fibres.
A third party, Basell Canada Inc., operates the isopropyl alcohol plant at Sarnia on behalf of
Shell Chemicals Canada Ltd.
Puerto Rico Shell Chemical Yabucoa Inc. (SCYI) (Group interest 100%) owns and operates a
77,000-barrel per day refinery producing feedstock for the Deer Park, Texas chemical plant. The
facility also produces gasoline, diesel, jet fuel and residual fuels, primarily for use in Puerto
Rico.
Royal Dutch Shell plc 51
OPERATING AND FINANCIAL REVIEW
Other industry segments
and Corporate
OVERVIEW
Other
industry segments include Renewables, Hydrogen and
CO2 co-ordination
activities. Renewables develops business opportunities based on renewable sources of energy
including wind and solar while Hydrogen works towards the introduction of hydrogen as a commercial
fuel. The CO2 group co-ordinates efforts to address carbon dioxide emissions across
Shells businesses and our research in technology to capture and store such emissions. Corporate
represents the functional activities supporting the Group.
Shell Renewables aims to develop at least one material alternative energy business for Shell. Its
activities include growth in the more mature wind energy business, and developing emerging
opportunities such as new solar technology and hydrogen. Shell Wind Energy develops and operates
onshore and offshore wind farms with activities in the USA, the UK, Germany, France, Spain, the
Netherlands and China. In 2006, it brought its first significant offshore wind farm into operation.
Shell Solar focuses mainly on advanced solar panel technology and is developing a CIS thin-film
solar plant in Germany with joint venture partner Saint-Gobain. Shell Hydrogen is developing
projects with the aim of introducing hydrogen as a commercial product into the road transportation
and industrial sectors. It has developed demonstration projects in the USA, Japan, Iceland,
Luxembourg, the Netherlands and China.
HIGHLIGHTS
|
|
108 megawatt (MW) Offshore Windpark Egmond aan Zee in operation in the Netherlands. |
|
|
New thin-film solar joint venture established with Saint-Gobain. |
|
|
Partnership initiated with Connexxion and MAN to develop worlds largest hydrogen
public transport operation in Rotterdam, the Netherlands. |
|
|
Halten project: A potential carbon dioxide capture and storage project in Norway
with Statoil. |
52 Royal Dutch Shell plc
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EARNINGS [A]
|
$ million |
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
|
Other |
|
|
|
|
|
|
Other |
|
|
|
|
|
|
Other |
|
|
|
|
|
|
industry |
|
|
|
|
|
|
industry |
|
|
|
|
|
|
industry |
|
|
|
|
|
|
segments |
|
|
Corporate |
|
|
segments |
|
|
Corporate |
|
|
segments |
|
|
Corporate |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment earnings from
continuing operations |
|
|
(37 |
) |
|
|
314 |
|
|
|
(202 |
) |
|
|
(321 |
) |
|
|
(145 |
) |
|
|
(946 |
) |
|
Income/(loss) from discontinued operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(35 |
) |
|
SEGMENT EARNINGS |
|
|
(37 |
) |
|
|
314 |
|
|
|
(202 |
) |
|
|
(321 |
) |
|
|
(145 |
) |
|
|
(981 |
) |
|
|
|
[A] |
|
Segment earnings as disclosed in the table above differ from the segment results
disclosed in Note 10 beginning on page 117. Segment earnings include share of profit of
equity accounted investments, other income/expense and taxation attributable to the
segment. |
2006 COMPARED TO 2005 AND 2004
Other industry segments (OIS) covers the combined results of our Renewables and Hydrogen
businesses and CO2 co-ordination activities. Corporate is a non-operating
segment consisting primarily of interest expense on debt and certain other non-allocated costs.
OIS and Corporate results were a gain of $277 million compared to a loss of $523 million a year
ago. Net interest income, currency exchange results and corporate tax improved during the year
2006. Included in 2006 were net charges of $206 million related to a legal provision partly offset
by corporate tax credits versus net charges of $148 million in 2005 mainly in OIS. While income
from operating assets is improving, the level of business development costs associated with growing
the portfolio increased, contributing to an overall loss in 2006 in OIS.
The 2005 and 2004 earnings of OIS included one-off charges of $151 million and $42 million
respectively. Compared to 2004, corporate charges dropped due to a decrease in net interest expense
and shareholder costs, coupled with an increase in tax recoveries, which were partly offset by
additional insurance costs and exchange losses.
CAPITAL INVESTMENT AND PORTFOLIO ACTIONS
Shell aims to develop at least one alternative energy source such as wind, hydrogen or
advanced solar technology, into a substantial business. To that end, we invested in new projects
across our broad portfolio of activities.
On October 5, 2006, Offshore Windpark Egmond aan Zee delivered its first kilowatt-hours of clean
electricity to households in the Netherlands. This, the first Dutch offshore wind project, has 36
turbines with an overall capacity of 108 MW. It is a 50:50 joint venture between Shell and Nuon. We
also made progress with the London Array wind project in the outer Thames Estuary. If approved,
this project will have up to 271 turbines and could generate up to 1,000 MW of electricity (Shell
share 33%).
We are one of the largest wind energy developers in the USA. We extended our presence in this
market during 2006 by making an investment decision in the fourth quarter on the 164 MW Mount Storm
wind park in Virginia (Shell share 50%).
In solar we have revised our approach to focus on advanced copper indium diselenide (CIS) thin-film
technology. In October 2006, Shell formed a joint venture with Saint-Gobain to develop a 20 MW CIS
thin film technology plant in Germany.
Shell divested its crystalline silicon business activities to SolarWorld AG in mid-2006.
Manufacturing facilities, sales and marketing, and silicon research
and development activities in Germany, Singapore, South Africa and the USA have transferred to
SolarWorld.
Shell Hydrogen continued its work to promote the development of the infrastructure and technology
that will help hydrogen play its part in meeting future energy needs. Towards this goal, Shell
Hydrogen announced its plan to advance hydrogen as a future road transport fuel jointly with Total
France, BMW Group, DaimlerChrysler AG, Ford Motor Company, General Motors Europe AG, MAN
Nutzfahrzeuge AG and Volkswagen AG.
Shell Hydrogen, in partnership with Connexxion Holding N.V. and MAN Truck & Bus Company N.V.,
announced a project to create the worlds largest hydrogen-fuelled public transport operation in
Rotterdam, the Netherlands. Shell Hydrogen continued development of demonstration projects in the
USA, and with Tongji University in China.
Our hydrogen filling stations are present in Asia, Europe and the USA.
Shell CO2 seeks to develop solutions to address Shells CO2 emissions. In the
Halten Project, in agreement with Statoil, Shell is working towards the
potential use of CO2 for enhanced oil recovery offshore. The concept involves capturing
CO2 from power generation, piping it offshore and injecting it in
the Shell-operated Draugen and the Statoil-operated Heidrun fields, resulting
in increased energy production with minimised CO2 impact. In a partnership
with Stanwell Corporation, a project was initiated in Queensland Australia, to produce near
zero-emission electricity from coal by applying Shells coal
gasification technology together with re-injecting the CO2 in saline aquifers
(project ZeroGen). Both of these projects are in the early feasibility study phase.
|
|
|
|
|
COUNTRIES IN WHICH OTHER INDUSTRY SEGMENTS OPERATE
|
USA
|
|
Europe |
|
Asia Pacific |
|
|
France
|
|
China |
Canada |
|
Germany |
|
India |
|
|
Iceland |
|
Indonesia |
|
|
Luxembourg |
|
Japan |
|
|
The Netherlands
|
|
Philippines |
|
|
Spain
|
|
Singapore |
|
|
UK
|
|
Sri Lanka |
BUSINESS AND PROPERTY
Shell WindEnergy continues to focus on developing and operating wind farms, with a focus on
Europe and North America. Shell currently has interest in wind projects around the world with a
capacity of 850 MW (415 MW based on Shell equity interest).
Shell Solar
focuses on advanced solar panel technology, including CIS thin-film. In 2006 we formed a joint
venture with glassmaker Saint-Gobain, AVANCIS, to develop the next generation of this technology.
In November AVANCIS began construction of a 20 MW plant to manufacture CIS solar panels.
Shell Hydrogen is developing projects with the aim of introducing hydrogen as a commercial product
into road transportation and continues to participate in selected demonstration projects in the
USA, Europe and Asia. Shell is also exploring the development of stationary hydrogen power and
integrated manufacturing projects.
Shells research and development (R&D) activities are central to a technology programme
designed to discover, develop, demonstrate and deploy new technology in its upstream and downstream businesses as well as
Renewables, Hydrogen and CO2. In 2006, the Groups R&D costs (including depreciation)
were $885 million. This is up from $588 million in 2005 and $553 million in 2004. If field tests
and involvement in third party technology are included, the total investment in 2006 increases to
approximately $1.2 billion.
Shells R&D programmes focus primarily on creating technological solutions to increase access to
hydrocarbon resources, develop differentiated products and improve capital, operating and health,
safety and environmental performance of all of its businesses and assets. Exploration & Production,
Gas & Power, Oil Products, Chemicals and Renewables, Hydrogen and CO2 share these
objectives as the Group seeks to optimise its R&D investments to meet the energy demands of the
future efficiently and responsibly.
Group R&D programmes operate through a worldwide network of laboratories, with major efforts
concentrated in the Netherlands and the USA. Other laboratories and/or technology centres are
located in the UK, Belgium, Canada, France, Germany, India, Japan, Norway, Oman, Qatar and
Singapore.
Note that the reporting of the Groups R&D activities are included in the OFR sections of the
businesses.
Royal Dutch Shell plc 53
Key performance indicators
OVERALL PERFORMANCE SCORECARD
The Group measures its performance through a number of key performance indicators that intend
to evaluate the overall performance of the Group from a financial, efficiency, social and
sustainable development perspective. In addition to a number of key performance indicators the
Group monitors and manages the businesses by means of detailed parameters.
The Groups future oil and gas production depends on the success of very large projects that
require significant human and capital resources over longer periods of up to 10 to 30 years.
The key performance indicators and parameters do not necessarily reflect the long-term performance
of the Group although these might provide an impression of performance.
The Group Scorecard highlights four key performance factors which together provide a summarised
overview of the Groups performance. The four key performance indicators are measured on a
quarterly basis.
As explained on page 87 of the Directors Remuneration Report the Scorecard is also used to
determine remuneration for staff, Senior Management and Executive Directors.
|
|
|
|
|
|
|
|
|
GROUP SCORECARD |
|
2006 |
|
|
2005 |
|
|
|
|
|
|
|
|
|
|
1) Total Shareholder Return |
|
|
10.9 |
% |
|
|
19.2 |
% |
2) Cash flow from operations ($ billion) |
|
|
31.7 |
|
|
|
30.1 |
|
3) Operational efficiency: |
|
|
|
|
|
|
|
|
Oil and Gas production (thousands boe/day) |
|
|
3,473 |
|
|
|
3,518 |
|
LNG sales (million tonnes) |
|
|
12.12 |
|
|
|
10.65 |
|
Refining unplanned downtime |
|
|
4.9 |
% |
|
|
4.0 |
% |
Chemical plant availability |
|
|
90.2 |
% |
|
|
82.2 |
% |
4) Sustainable development (TRCF) [A] |
|
|
2.3 |
|
|
|
2.5 |
|
|
|
|
[A] |
|
Please see page 67 for a description of TRCF. |
TOTAL SHAREHOLDER RETURN (25% SCORECARD WEIGHTING)
Total Shareholder Return (TSR) is measured as the sum of the difference between the share
price at the start of the year and the share price at the end of the year plus the cash value of
dividends paid during the calendar year (gross and reinvested quarterly). The TSR is compared
against other major integrated oil companies and provides therefore a benchmark of how the company
is performing against its industry peers.
CASH FLOW FROM OPERATING ACTIVITIES (25% SCORECARD WEIGHTING)
Cash flow from operating activities is considered a measure that reflects the Groups ability
to generate funding from operations for its investing and financing activities and is
representative of the realisation of value for shareholders from the
Group operations. The Consolidated Statement of Cash Flows on page 107 shows the components of cash flow.
OPERATIONAL EFFICIENCY (30% SCORECARD WEIGHTING)
Within each of the different businesses, operational performance is measured by means of
detailed parameters that are combined into a business dashboard. Operational excellence of
Exploration & Production, Gas & Power, Oil Products and Chemicals is measured quarterly. The four
key indicators for the businesses are production for Exploration & Production, LNG sales for Gas &
Power, unplanned downtime for Oil Products and technical plant availability for Chemicals.
SUSTAINABLE DEVELOPMENT (20% SCORECARD WEIGHTING)
As well as measuring financial performance and efficiency, the Group uses various indicators
to evaluate the Groups contribution to Sustainable Development. This Report discusses on pages
62-66 the Groups priorities with regards to staff and highlights key performance indicators such
as greenhouse gas emissions, use of flaring and energy use in its businesses and assets.
Safety remains a key topic in the Group and is measured by the number of injuries and fatal
accidents, as discussed on page 67. It is the aim of the Group to work closely with customers, partners and policymakers to advance
more efficient and sustainable use of energy and natural resources.
In addition to the four key performance indicators that determine the Groups Scorecard, additional
financial indicators are used to evaluate the Groups performance including:
|
|
|
|
|
|
|
|
|
|
|
|
|
FINANCIAL INDICATORS |
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income for the period ($ million) |
|
|
26,311 |
|
|
|
26,261 |
|
|
|
19,257 |
|
Return on average capital employed [A] |
|
|
23.4 |
% |
|
|
25.6 |
% |
|
|
20.1 |
% |
Gearing at December 31 |
|
|
14.8 |
% |
|
|
13.6 |
% |
|
|
17.5 |
% |
|
|
|
[A] |
|
Capital employed consists of total equity, current debt and non-current debt. |
INCOME FOR THE PERIOD
The
Consolidated Statement of Income on page 104 provides further information on income for
the period. The Summary of Group results on pages 16-17 of the Operating and Financial Review as
well as the discussion of segment results on pages 18-53 provide further information on the
contribution of the businesses to income.
RETURN ON AVERAGE CAPITAL EMPLOYED (ROACE)
ROACE measures the efficiency of the Groups utilisation of the capital that it employs. In
this calculation, ROACE equals the income attributable to shareholders plus interest expense, less
tax and minority interest share, as a percentage of the average of Royal Dutch Shells share of
closing capital employed [A] and the opening capital employed one year earlier. The tax
rate and the minority interest components are derived from calculations at the published segment
level. Between 2004 and 2006, ROACE has moved within a 20-25% range, mainly caused by strong income
generation. A significant increase in capital employed of 18% between 2005 and 2006 resulted in a
reduction in ROACE compared to 2005.
54 Royal Dutch Shell plc
|
|
|
COMPONENTS OF ROACE CALCULATION
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income attributable to shareholders |
|
|
25,442 |
|
|
|
25,311 |
|
|
|
18,540 |
|
Interest expense after tax and minority interest |
|
|
662 |
|
|
|
602 |
|
|
|
751 |
|
ROACE numerator |
|
|
26,104 |
|
|
|
25,913 |
|
|
|
19,291 |
|
Capital
employed opening [A] |
|
|
102,917 |
|
|
|
99,815 |
|
|
|
92,505 |
|
Capital
employed closing [A] |
|
|
120,235 |
|
|
|
102,917 |
|
|
|
99,815 |
|
Capital
employed average |
|
|
111,576 |
|
|
|
101,366 |
|
|
|
96,160 |
|
|
ROACE |
|
|
23.4 |
% |
|
|
25.6 |
% |
|
|
20.1 |
% |
|
GEARING
The gearing ratio is a measure of the Groups financial leverage reflecting the degree to
which the operations of the Group are financed by debt and certain other off-balance sheet
obligations (see Note 19D on page 130). The amount of debt that the Group will commit to depends on
cash inflow from operations, divestment proceeds and cash outflow in the form of capital
investment[A] (including acquisitions), dividend payments and share repurchases. As
described in the section Liquidity and capital resources
(on pages 56-58), the Group has a
central financing and debt programme currently containing four different debt instruments. The
Group aims to maintain an efficient balance sheet to be able to finance investment and growth,
after the funding of dividends.
During 2005 the gearing ratio decreased from 17.5% to 13.6% and increased in 2006 to 14.8%. Higher
oil prices in 2005 compared with 2004 caused reduced debt levels and as a result a lower gearing
ratio.
|
|
|
[A] |
|
Capital investment consists of capital expenditure plus exploration expense and
new equity in equity accounted investments. Capital expenditure and exploration expense
are further defined on page 23. |
OPERATING AND FINANCIAL REVIEW
2006 COMPARED TO 2005 AND 2004
OVERVIEW
The most significant factors affecting year-to-year comparisons of cash flow provided by
operating activities are changes in realised prices for crude oil and natural gas, crude oil and
natural gas production levels, and refining and marketing margins. These factors are also the most
significant affecting income. Acquisitions, divestments and other portfolio changes can affect the
comparability of cash flows in the year of the transaction.
Because the contribution of Exploration & Production to earnings is larger than our other
businesses, changes affecting Exploration & Production, particularly changes in realised crude oil
and natural gas prices and production levels, have a significant impact on the cash flow of the
Group. While Exploration & Production benefits from higher realised crude oil and natural gas
prices, the extent of such benefit (and the extent of a detriment from a decline in these prices)
is dependent on the extent to which the prices of individual types of crude oil follow the Brent
benchmark, the dynamics of production sharing contracts, the existence of agreements with
governments or national oil companies that have limited sensitivity to crude oil price, tax
impacts, the extent to which changes in crude oil price flow through into operating costs and the
impact of natural gas prices. Changes, therefore, in benchmark prices for crude oil and natural gas
only provide a broad indicator of changes in the earnings experienced in any particular period by
Exploration & Production.
In Oil Products, our second largest business, changes in any one of a range of factors derived from
either within or beyond the industry can influence margins in the short or long term. The precise
impact of any such change at a given point in time is dependent upon other prevailing conditions
and the elasticity of the oil markets. For example, a sudden decrease in crude oil and/or natural
gas prices would in the very short term lead to an increase in combined refining and marketing
margins until responding downward price corrections materialise in the international oil products
markets. The converse arises for sudden crude or natural gas price increases. The duration and
impact of these dynamics is in turn a function of a number of factors determining the market
response, including whether a change in crude price affects all crude types or only a specific
grade; regional and global crude oil and refined products stocks; and the collective speed of
response of the industry refiners and product marketers in adjusting their operations. It should be
noted that commonly agreed benchmarks for refinery and marketing margins do not exist in the way
that Brent crude oil prices and Henry Hub natural gas prices in the USA serve as benchmarks in the
Exploration & Production business.
In the longer term, reserve replacement of conventional oil and gas and unconventional mining
reserves will affect the ability of the Group to continue to maintain or increase production levels
in Exploration & Production, which in turn will affect our cash flow provided by operating
activities and income. We will need to take measures to maintain or increase production levels and
cash flows in future periods, which measures may include developing new fields, continuing to
develop and apply new technologies and recovery processes to existing fields, and making selective
focused acquisitions. Our goal is to offset declines from production and increase reserve
replacements. However, volume increases are subject to a variety of risks and other factors,
including the uncertainties of exploration, project execution, operational interruptions, reservoir
performance and regulatory changes.
The Group has a diverse portfolio of development projects and exploration opportunities, which
helps mitigate the overall political and technical risks of Exploration & Production and the
associated cash flow provided by operating activities.
It is our intention to continue to divest and, where appropriate, make selective focused
acquisitions as part of active portfolio management. The number of divestments will depend on
market opportunities and are recorded as assets held for sale where appropriate.
We manage our portfolio of businesses to balance cash flow provided by operating activities against
uses of cash over time based on conservative assumptions relating to crude oil prices relative to
average historical crude oil prices.
STATEMENT OF CASH FLOWS
Cash flow provided by operating activities reached a record level of $31.7 billion in 2006
compared with $30.1 billion in 2005 and $26.5 billion in 2004. Income in 2006 compared to 2005
remained the same at $26.3 billion up from $19.3 billion in 2004, reflecting continuing high
realised prices in Exploration & Production and high refining margins in Oil Products.
|
|
|
|
|
|
|
|
|
|
|
|
|
EXTRACT FROM CASH FLOW STATEMENT
|
$ billion |
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flow from operations |
|
|
31.7 |
|
|
|
30.1 |
|
|
|
26.5 |
|
Proceeds from sales of assets |
|
|
1.6 |
|
|
|
2.3 |
|
|
|
5.1 |
|
Proceeds from sales of equity
accounted investments |
|
|
0.3 |
|
|
|
4.3 |
|
|
|
1.3 |
|
Cash flow utilised for: |
|
|
|
|
|
|
|
|
|
|
|
|
Capital expenditure |
|
|
22.9 |
|
|
|
15.9 |
|
|
|
13.6 |
|
Debt repayment |
|
|
2.2 |
|
|
|
2.7 |
|
|
|
6.4 |
|
Dividends paid to shareholders |
|
|
8.1 |
|
|
|
10.6 |
[A] |
|
|
7.4 |
[A] |
Repurchases of shares |
|
|
8.2 |
|
|
|
5.0 |
|
|
|
0.8 |
|
|
|
|
[A] |
|
In 2005, Royal Dutch Shell, Royal Dutch and Shell Transport paid dividends of $3.8
billion, $4.0 billion and $2.8 billion respectively (2004:
Royal Dutch $4.6 billion,
Shell Transport $2.8 billion). |
FINANCIAL CONDITION AND LIQUIDITY
The Groups financial position is robust, and we returned over $16 billion to our
shareholders through dividends and buybacks in 2006.
Cash and cash equivalents amounted to $9.0 billion at the end of 2006 (2005: $11.7 billion). Total
short and long-term debt rose $2.9 billion in the year. Total debt at the end of 2006 amounted to
$15.8 billion. The total debt outstanding (excluding leases) at December 31, 2006 will mature as
follows: 51% in 2007, 18% in 2008, 8% in 2009, 9% in 2010 and 14% in 2011 and beyond.
The Group currently satisfies its funding requirements from the substantial cash generated within
its business and through issuance of external debt. Our external debt is principally financed from
the international debt capital markets through two commercial paper programmes (CP
programmes), a euro medium-term note programme (EMTN programme) and a US universal shelf
registration (US shelf), each guaranteed by Royal Dutch Shell plc.
The central debt programmes and facilities now consist of:
|
|
a $10 billion Global Commercial Paper Programme, exempt from registration under
section 3(a)(3) of the U.S. Securities Act 1933, which funds current transactions, with
maturities not exceeding 270 days; |
|
|
a $10 billion section 4(2) Commercial Paper Programme which can be used to finance
non-current transactions. The maximum maturity of commercial paper issued under the
programme is limited to 397 days; |
56 Royal Dutch Shell plc
|
|
a $10 billion euro medium-term note programme; and |
|
|
|
a $10 billion US universal shelf registration statement. |
Under the debt programmes mentioned above, the Group made the following issuances. In 2006 some
$3.7 billion of new term debt was issued with maturities ranging from 18 months to 5.5 years more
than offsetting some $1.2 billion of maturing term debt. Term debt issuance included a 5 year $1
billion inaugural drawdown from the US shelf and some $2.7 billion issued from the EMTN Programme.
All CP, EMTN and US shelf issuance was undertaken by Shell International Finance B.V. (SIF BV), and
guaranteed by Royal Dutch Shell plc. Fuller disclosure on debt issued including maturity profile
and fixed/floating rate characteristics is included in Note 19. Certain joint venture operations
and subsidiary undertakings with minority interests are separately financed.
The Group currently maintains $2.5 billion of committed bank facilities, as well as internally
available liquidity primarily, to provide back-up coverage for commercial paper maturing within 30
days. Aside from this facility and certain borrowing in local subsidiaries, the Group does not have
committed bank facilities as this is not considered to be a necessary or cost-effective form of
financing for the company given its size, credit rating and cash generative nature.
The maturity profile of the Groups outstanding commercial paper is actively managed to ensure that
the amount of commercial paper maturing within 30 days remains consistent with the level of
supporting liquidity. The committed facilities, which are with a number of international banks,
will expire in 2011, with an option to extend to 2012. The Group expects to be able to renew or
increase these facilities on commercially acceptable terms.
While the Group is subject to restrictions, such as foreign withholding taxes, on the ability of
subsidiaries to transfer funds in the form of cash dividends, loans or advances, such restrictions
are not expected to have a material impact on the ability of the Group to meet its cash
obligations.
CREDIT RATINGS
On June 12, 2006, Moodys Investors Services (Moodys) affirmed the Aa1 long term issuer
rating of Royal Dutch Shell plc, and of the guaranteed programmes/outstanding debt securities of
its issuance subsidiaries Shell International Finance B.V., Shell Finance (Netherlands) B.V. and
Shell Finance (U.K.) P.L.C., and changed its outlook on the credit from negative to stable.
Standard & Poors Ratings Services (S&P) continues to rate the Group AA and to maintain a stable
outlook on the credit. Short term credit ratings of the commercial paper programmes remain
unchanged at Prime-1, and A-1+ from Moodys and S&P respectively.
All central debt programmes and facilities continue to operate under the guarantee of Royal Dutch
Shell plc, with all debt issuance in 2006 undertaken by SIF BV.
CAPITAL INVESTMENT AND DIVIDENDS
After servicing outstanding debt, the Groups first priority for applying our cash is the
dividend. Up to and including the fourth quarter 2006 interim dividend, the dividend was declared
in euro, and per share increases in dividend were aligned with European inflation over time.
On February 1, 2007 the Group announced that, effective from the first quarter 2007, dividends will
be declared in US dollars and it expects that the first quarter 2007 interim dividend will be $0.36
per share, an increase of 14% over the US dollar dividend for the same period in 2006. The first
quarter 2007 interim dividend will be declared on May 3, 2007.
Royal Dutch Shells dividend policy of growing dividend at least in line with inflation over a
number of years has not changed. Going forward the inflation level will be based on inflation
levels in global, developed, economies, rather than a blend of European inflation rates. Dividend
growth in future will be measured in US dollars.
Group companies capital expenditure, exploration expense and new investments in equity accounted
investments increased by $7.5 billion to $24.9 billion in 2006.
Exploration & Production expenditures of $17.9 billion (2005: $12.0 billion) accounted for more
than half the total capital investment. Gas & Power accounted for $2.2 billion (2005: $1.6
billion). Oil Products investment amounted to $3.5 billion (2005: $2.8 billion). Chemicals
investment was $0.9 billion (2005: $0.6 billion). Investment in other industry segments was $0.4
billion (2005: $0.3 billion).
After dividends and capital investment, the priority for using cash generated is to maintain a
strong and flexible balance sheet. Both the medium and long-term focus will remain on improving the
underlying operational performance in order to continue
to deliver consistently strong cash flows.
Share buyback plans will be reviewed periodically, and are subject to market conditions and the
capital requirements of the company. A resolution will be submitted to the 2007 AGM to seek
shareholder approval for the company to make such market purchases of its ordinary shares, together
with an explanation that shares so repurchased may, at the companys discretion, be either held in
treasury or cancelled.
The Group announced on February 9, 2007 that it has filed its formal offer to acquire all the
issued and outstanding common shares of Shell Canada Limited other than common shares already held
by the Group or its affiliates, with securities regulators in Canada.
In January 2007 the Group made an offer to the shareholders of Shell Canada Limited to acquire all
of the outstanding common shares not owned by the Group at a cash price of C$45 per share. The
offer would value Shell Canadas fully diluted minority share capital at approximately C$8.7
billion (approximately $7.5 billion).
In December 2006 the Group, Gazprom, Mitsui & Co. and Mitsubishi Corporation signed a protocol to
bring Gazprom into the Sakhalin Energy Investment Company Ltd. (SEIC) as the leading shareholder.
Under the terms of the protocol, Gazprom will acquire a 50% interest plus one share in SEIC for a
total cash purchase price of $7.45 billion of which Shell is expected to receive approximately $4.1
billion. The current SEIC partners will each dilute their interests by 50% to accommodate this
transaction, with a proportionate share of the purchase price. Shell will retain a 27.5% interest,
with Mitsui and Mitsubishi holding 12.5% and 10% interests, respectively.
GUARANTEES AND OTHER OFF-BALANCE SHEET OBLIGATIONS
Guarantees at December 31, 2006 were $2.8 billion (2005: $2.9 billion). At December 31, 2006,
$2.0 billion were guarantees of debt of associated companies, $0.1 billion were guarantees for
customs duties and $0.7 billion were other guarantees. Guarantees of debt of equity accounted
investments mainly related to Nanhai ($1.2 billion) and wind farms in the US and the Netherlands
($0.5 billion).
FINANCIAL FRAMEWORK
The Group manages its business to deliver strong cash flows to fund investment and growth
based on cautious assumptions relating to crude oil prices.
Royal Dutch Shell plc 57
OPERATING AND FINANCIAL REVIEW
Our strong cash position in 2006, with operational cash flow of $31.7 billion, provided us
the financial flexibility both to fund capital investment and to return cash to shareholders.
The dividends paid by Royal Dutch Shell in respect of the financial year ending December 31, 2005
were the basis for determining the dividends for 2006. On a dividend per share basis the 2006
dividend (1.00 per Class A and Class B share) represented an increase of 9% over 2005 (0.92 per
Class A and Class B share). In total, Royal Dutch Shell returned $8.1 billion to shareholders in
quarterly dividends in 2006 (2005: $10.6 billion was paid following the change in 2005 to a
quarterly dividend cycle).
SHARE REPURCHASES
During 2006, Royal Dutch Shell purchased approximately 245 million shares of its common stock
for cancellation at a gross cost of $8.2 billion. These purchases were to reduce the number of
shares outstanding. Shares outstanding have reduced 5.6% since the commencement of share
repurchases following the Unification into Royal Dutch Shell and successful completion of the Royal
Dutch minority tender (August 2005).
The table provides an overview of the share repurchases that occurred in 2006 and the first two
months of 2007. Only Royal Dutch Shell Class A shares have been repurchased. Although the
transactions were executed in different currencies depending on the market involved, all purchases
have been converted to the dollar functional currency of Royal Dutch Shell (based on the average
monthly exchange rate). The table omits certain Royal Dutch Shell Class A and B shares that were
repurchased by ESOP Trusts and trust-like entities holding the shares pending delivery under share
plans and not held as treasury shares.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ISSUER PURCHASES OF EQUITY SECURITIES
|
volume |
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
number of |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
shares |
|
|
Maximum number |
|
|
|
|
|
|
|
|
|
|
|
purchased as |
|
|
of shares that |
|
|
|
|
|
|
|
|
|
|
|
part of publicly |
|
|
may yet be |
|
|
|
Total number |
|
|
Average |
|
|
announced |
|
|
purchased under |
|
|
|
of shares |
|
|
price paid |
|
|
plans or |
|
|
the plans or |
|
|
|
purchased [A] |
|
|
per share |
|
|
programmes |
|
|
programmes[B] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Purchase period |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
January |
|
|
13,645,000 |
|
|
|
$32.88 |
|
|
|
13,645,000 |
|
|
|
|
|
February |
|
|
12,482,974 |
|
|
|
$31.68 |
|
|
|
12,482,974 |
|
|
|
|
|
March |
|
|
21,075,000 |
|
|
|
$31.03 |
|
|
|
21,075,000 |
|
|
|
|
|
April |
|
|
13,100,000 |
|
|
|
$33.72 |
|
|
|
13,100,000 |
|
|
|
|
|
May |
|
|
30,687,000 |
|
|
|
$33.72 |
|
|
|
30,687,000 |
|
|
|
|
|
June |
|
|
32,373,000 |
|
|
|
$32.02 |
|
|
|
32,373,000 |
|
|
|
|
|
July |
|
|
30,145,000 |
|
|
|
$34.20 |
|
|
|
30,145,000 |
|
|
|
|
|
August |
|
|
26,945,000 |
|
|
|
$35.61 |
|
|
|
26,945,000 |
|
|
|
|
|
September |
|
|
24,250,000 |
|
|
|
$33.38 |
|
|
|
24,250,000 |
|
|
|
|
|
October |
|
|
14,390,000 |
|
|
|
$33.39 |
|
|
|
14,390,000 |
|
|
|
|
|
November |
|
|
16,900,000 |
|
|
|
$35.51 |
|
|
|
16,900,000 |
|
|
|
|
|
December |
|
|
8,680,000 |
|
|
|
$35.51 |
|
|
|
8,680,000 |
|
|
|
|
|
|
2006 total |
|
|
244,672,974 |
|
|
|
$33.51 |
|
|
|
244,672,974 |
|
|
|
|
|
|
January |
|
|
13,760,000 |
|
|
|
$34.17 |
|
|
|
13,760,000 |
|
|
|
|
|
February |
|
|
460,000 |
|
|
|
$34.54 |
|
|
|
46,000 |
|
|
|
|
|
|
2007 (year to date) |
14,220,000 |
|
|
|
$34.18 |
|
|
|
14,220,000 |
|
|
|
|
|
|
|
|
|
[A] |
|
All shares purchased were open market transactions. |
|
[B] |
|
At the AGM on the May 15, 2006 authorisation was given to repurchase up to 667
million ordinary shares in the period until the next AGM, or until August 15,
2007. This authorisation is reviewed annually at the AGM. |
58 Royal Dutch Shell plc
CONTRACTUAL OBLIGATIONS
The table below summarises Group companies principal contractual obligations at December 31,
2006, by expected settlement period. The amounts presented have not been offset by any committed
third party revenues in relation to these obligations.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
After |
|
|
|
|
|
|
|
Within |
|
|
2/3 years |
|
|
4/5 years |
|
|
5 years |
|
|
|
|
|
|
|
1 year |
|
|
(2008/ |
|
|
(2010/ |
|
|
(2012 and |
|
|
|
Total |
|
|
(2007) |
|
|
2009) |
|
|
2011) |
|
|
after) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Long-term debt [A] |
|
|
11.6 |
|
|
|
5.9 |
|
|
|
3.0 |
|
|
|
2.3 |
|
|
|
0.4 |
|
Finance leases [B] |
|
|
8.7 |
|
|
|
0.6 |
|
|
|
1.1 |
|
|
|
1.0 |
|
|
|
6.0 |
|
Operating leases [C] |
|
|
13.5 |
|
|
|
3.1 |
|
|
|
4.2 |
|
|
|
2.3 |
|
|
|
3.9 |
|
Purchase obligations [D] |
254.9 |
|
|
|
87.9 |
|
|
|
49.0 |
|
|
|
34.3 |
|
|
|
83.7 |
|
Other long-term contractual
liabilities [E] |
1.2 |
|
|
|
0.2 |
|
|
|
0.7 |
|
|
|
0.3 |
|
|
|
|
|
|
Total |
|
|
289.9 |
|
|
|
97.7 |
|
|
|
58.0 |
|
|
|
40.2 |
|
|
|
94.0 |
|
|
|
|
|
[A] |
|
The total figure is comprised of $5.7 billion of non-current debt (debentures and
other loans, and amounts due to banks and other credit institutions), plus $2.3 billion of
long-term debt due within one year. The total figure excludes $4.2 billion of long-term
finance lease obligations. |
|
|
|
See Note 19C to the Consolidated Financial Statements.
|
|
[B] |
|
Includes executory costs and interest. See Note 19C to the Consolidated Financial Statements. |
|
[C] |
|
See Note 19C to the Consolidated Financial Statements. |
|
[D] |
|
Includes any agreement to purchase goods and services that is enforceable, legally
binding and specifies all significant terms, including: fixed or minimum quantities to be
purchased; fixed, minimum or variable price provisions; and the approximate timing of the
purchase. The amounts include $3.1 billion of purchase obligations associated with
financing arrangements, which are disclosed in Note 33 to the Consolidated Financial
Statements. Raw materials and finished products account for 89% of total purchase
obligations. |
|
[E] |
|
Includes all obligations included in Non-current liabilities Other in the
Consolidated Balance Sheet that are contractually fixed as to timing and amount. In
addition to these amounts, the Group has certain obligations that are not contractually
fixed as to timing and amount, including contributions to defined benefit pension plans
estimated to be $1.3 billion (see Note 21 to the Consolidated Financial Statements) and
obligations associated with asset retirements (see Note 22 to the Consolidated Financial
Statements). |
The table above excludes interest expense related to long-term debt estimated to be $0.5
billion in 2007, $0.4 billion in 2008/2009 and $0.2 billion in 2010/2011 (assuming interest rates
with respect to variable interest rate long-term debt remain constant and there is no change in
aggregate principal amount of long-term debt other than repayment at scheduled maturity as
reflected in the table).
FINANCIAL INFORMATION RELATING TO THE ROYAL DUTCH SHELL GROUP DIVIDEND ACCESS TRUST
The results of operations and financial position of the Dividend Access Trust are included in
the consolidated results of operations and financial position of Royal Dutch Shell. Set out below
is certain condensed financial information in respect of the Dividend Access Trust.
Separate Financial Statements for the Dividend Access Trust are also included in this Report.
For the year 2006 and the period May 19, 2005 to December 31, 2005, the Dividend Access Trust
recorded income before tax of £1,837 million and £869 million respectively. In each period this
reflected the amount of dividends received on the dividend access share less immaterial finance
costs attributable to foreign exchange differences.
At December 31, 2006, the Dividend Access Trust recorded total equity of £ nil, reflecting cash of
£27,465, less unclaimed dividends of £27,465. At December 31, 2005 these amounts were nil
respectively, because all funds distributed were represented by outstanding cheques.
The movements in cash and cash equivalents of the Dividend Access Trust consist primarily of
dividends received of £1,837 million in 2006 (2005: £869 million) and distributions made on behalf
of the Group to shareholders of £1,837 million in 2006 (2005: £869 million) and changes in net
working capital (£ nil). See Supplementary information Control of registrant (unaudited)
Rights attaching to shares for an explanation of the Dividend Access Trust.
Royal Dutch Shell plc 59
OPERATING AND FINANCIAL REVIEW
INTRODUCTION
Shell employs 108,000 people in its companies worldwide. We made progress
on all fronts in our global people strategy in 2006, in support of the Group
strategy of more upstream and profitable downstream. Common policies and
processes, delivered through an improved global information technology
platform, have helped towards faster and better decision-making.
RESOURCING FOR THE FUTURE
Recruiting and retaining the right numbers of skilled people is essential to the
success of the Group strategy. In 2006, using our strengthened global
attraction and recruitment capability, we recruited almost 6,000 people
worldwide. This comprised 1,500 graduates and 4,500 experienced
professionals over half of whom were from technical disciplines from more
than 60 countries.
A global technical marketing campaign helped to generate a significant
number of applicants from around the world, including 150 people via our
employee referral programme. We strengthened our reputation as a good
employer, especially in those recruitment markets most important to us, and
received a number of important awards. For example, we were named
employer of choice by engineering graduates in The Times Graduate
Recruitment Awards in the UK.
Women make up 27% of all our hires, and 28% of recruits for technical roles,
and we continue towards improving these rates helped by a recruitment drive
launched worldwide on International Womens Day in March.
We have also been active in new recruitment markets, hiring more graduates
and experienced professionals in Asia than in any other region in 2006. This
directly supports increased future investment in the region. We are also
building our recruitment capability in the Middle East in support of regional
Group activities, such as the Pearl GTL project with Qatar Petroleum. We
have significantly stepped up recruitment in India and Nigeria. We hired just
under 200 graduates and 75 experienced professionals to support the
establishment of Shell Technology India, while in Nigeria we have recruited
more than 350 graduates and experienced professionals record numbers
which include the highest number in recent years of Nigerian nationals
returning to work in their home country.
LEADING AND DEVELOPING OUR PEOPLE
Building skills, capabilities and organisational effectiveness remain key
priorities for Shell. We have introduced specific programmes to strengthen our
capabilities in project management and business development. The Shell
Project Academy is an integrated development programme for Shell employees
working at all stages of the project lifecycle. The programme includes learning
events, assessment and accreditation, coaching and mentoring services, a
global online knowledge network, project community events and work
experience opportunities. Our Commercial Academy continued in 2006 to
enhance business development skills by spreading knowledge and best practice
across our major businesses. This includes the introduction of a new learning
curriculum framework, as well as identifying key individuals whose
commercial skills will be developed.
We remain committed to the development of leadership through an integrated
cross-business Shell leadership development programme, with around 10,000
leaders and employees with leadership potential taking part in 2006.
A co-ordinated, enterprise-wide approach to learning is being developed. This
includes the online Shell Open University that now serves as a single,
standardised learning resource to maintain and improve the professional skills
of our people.
The manner in which we deliver individual training and development
(technical, functional and personal competences) is also undergoing a marked
change, with a move towards blended learning the combination of
multiple approaches to skills training such as workplace assignments,
traditional classroom events, e-learning and informal coaching.
COMMUNICATION AND INVOLVEMENT
The success of our business depends on the full commitment of all employees.
We encourage the involvement of our employees in the planning and
direction of their work, and provide them with safe and confidential channels
to report concerns.
In 2006 we conducted our biennial Shell People Survey to find out what our
employees think about working for Shell. Questions cover a number of topics.
This year, it was completed by 78% of employees, the same response rate as in
2004. Results are generally positive. For example, results show that employees
have a higher level of trust in leadership than that reflected by the last survey
in 2004.
For the first time the survey included an employee engagement index which
measures broader affiliation and commitment to Shell. The index is based on
a combination of scores from answers to questions on, for example, job
satisfaction and pride in working for Shell. It resulted in an averaged score of
73%, indicating positive engagement among employees.
Action plans to address concerns raised in the survey, while building on the
areas of strength that emerged, were being developed early in 2007.
DIVERSITY AND INCLUSIVENESS
The continuing integration of diversity and inclusiveness into the mainstream
of Shells operations and culture helps attract and retain the best people,
increases creativity and improves decision making. Three targets underpin our
global efforts to embed diversity and inclusiveness in the way we run our
business: increasing the proportion of women in senior leadership positions to
at least 20% in the long term; having a majority of senior leadership positions
filled by local nationals; and receiving increasingly more positive feedback of
inclusiveness in the workplace, as measured in the Shell People Survey.
By the end of 2006, the proportion of women in senior leadership positions
had risen to 11.6%, up from 9.9% in 2005. This result reflects the wider
scope of our attraction and recruitment of staff, targeted development and
mentoring efforts and keener focus on the retention and progression of
talented people.
In 25% of countries, local nationals filled more than half of senior leadership
positions. This was down from 36% of countries in 2005, a drop that reflects
staff changes in countries with relatively few leadership positions. In 2007,
Shell plans to redress this using the same targeted approaches that have
successfully increased the number of women in senior leadership.
The Shell People Survey 2006 showed that 64% of employees perceived
workplace inclusiveness favourably.
We seek to ensure equal opportunity in recruitment, career development,
promotion, training and reward for all employees, including those with
disabilities. All applicants and employees are assessed fairly and objectively.
While good progress has been made, we recognise we must continue to work
towards achieving our targets in diversity and inclusiveness.
60 Royal Dutch Shell plc
|
|
|
|
EMPLOYEES BY SEGMENT (average numbers)
|
|
thousands |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
2003 |
[A] |
|
2002 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exploration & Production |
|
|
19 |
|
|
|
18 |
|
|
|
16 |
|
|
|
17 |
|
|
|
17 |
|
Gas & Power |
|
|
3 |
|
|
|
2 |
|
|
|
2 |
|
|
|
2 |
|
|
|
2 |
|
Oil Products |
|
|
67 |
|
|
|
71 |
|
|
|
78 |
|
|
|
82 |
|
|
|
75 |
|
Chemicals |
|
|
6 |
|
|
|
8 |
|
|
|
8 |
|
|
|
9 |
|
|
|
9 |
|
Other industry segments and Corporate |
|
|
13 |
|
|
|
10 |
|
|
|
9 |
|
|
|
9 |
|
|
|
8 |
|
|
Total |
|
|
108 |
|
|
|
109 |
|
|
|
113 |
|
|
|
119 |
|
|
|
111 |
|
|
|
|
|
|
EMPLOYEES BY GEOGRAPHICAL AREA (average numbers)
|
|
thousands |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
2003 |
[A] |
|
2002 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Europe |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The Netherlands |
|
|
10 |
|
|
|
10 |
|
|
|
10 |
|
|
|
11 |
|
|
|
11 |
|
UK |
|
|
8 |
|
|
|
7 |
|
|
|
8 |
|
|
|
8 |
|
|
|
9 |
|
Others |
|
|
19 |
|
|
|
22 |
|
|
|
25 |
|
|
|
27 |
|
|
|
26 |
|
|
Total Europe |
|
|
37 |
|
|
|
39 |
|
|
|
43 |
|
|
|
46 |
|
|
|
46 |
|
|
Other Eastern Hemisphere |
|
|
35 |
|
|
|
33 |
|
|
|
30 |
|
|
|
28 |
|
|
|
27 |
|
USA |
|
|
24 |
|
|
|
24 |
|
|
|
26 |
|
|
|
30 |
|
|
|
23 |
|
Other Western Hemisphere |
|
|
12 |
|
|
|
13 |
|
|
|
14 |
|
|
|
15 |
|
|
|
15 |
|
|
Total Worldwide |
|
|
108 |
|
|
|
109 |
|
|
|
113 |
|
|
|
119 |
|
|
|
111 |
|
|
|
|
|
|
EMPLOYEE EMOLUMENTS
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
2003 |
[A] |
|
2002 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Remuneration |
|
|
8,827 |
|
|
|
8,286 |
|
|
|
8,037 |
|
|
|
7,477 |
|
|
|
6,096 |
|
Social law taxes |
|
|
712 |
|
|
|
681 |
|
|
|
691 |
|
|
|
660 |
|
|
|
518 |
|
Retirement benefits |
|
|
743 |
|
|
|
768 |
|
|
|
782 |
|
|
|
538 |
|
|
|
(201 |
) |
Share-based compensation |
|
|
462 |
|
|
|
376 |
|
|
|
285 |
|
|
|
|
|
|
|
|
|
|
Total |
|
|
10,744 |
|
|
|
10,111 |
|
|
|
9,795 |
|
|
|
8,675 |
|
|
|
6,413 |
|
|
|
|
|
[A] |
|
In connection with the adoption of IFRS as of January 1, 2004, an entity in Europe
that had previously been accounted for as a Group company on a proportionate basis, has
instead been accounted for as an equity accounted investment. As a result of this change,
information as of December 31, 2003 shown for Group companies is, as of January 1, 2004,
shown as part of the Group share of equity accounted investments. |
Royal Dutch Shell plc 61
OPERATING AND FINANCIAL REVIEW
INTRODUCTION
We recognise that our continuing business success depends on finding environmentally and
socially responsible ways to help meet the worlds growing energy needs. Managing todays business
risks, delivering our strategy and achieving our goals all critically require maintaining the trust
of a wide range of stakeholders. To keep the trust of stakeholders, we must do many things,
including: behaving with integrity at all times, in line with the Shell General Business Principles
(Business Principles); operating our facilities safely; being a good neighbour; contributing to
development in the societies where we operate; and helping to find effective solutions to the
problem of growing CO2 emissions. In this section we discuss our overall approach to
managing environmental and social impacts, how we are addressing our main risks and opportunities
and our performance in this area in 2006.
OUR APPROACH TO MANAGING ENVIRONMENTAL AND SOCIAL IMPACTS
We take a systematic approach to managing environmental and social impacts as part of the
Shell Control Framework, through a combination of Group wide standards and processes, controls,
incentives and our governance. In 2006, we took additional steps to clarify what we expect from
staff, and how to increase their skills, and share our knowledge better around the Group.
STANDARDS AND PROCESSES
Our Business Principles include our commitment to contribute to sustainable development. This
requires balancing short- and long-term interests and integrating economic, environmental and
social considerations into business decision-making.
All companies and joint ventures where we have control over operations for example as majority
shareholder or operator must apply the Business Principles, our new Code of Conduct (Code)
launched in 2006, and the rest of the Shell Control Framework. The Business Principles and Code
require compliance with all applicable laws and support for human rights. They forbid, among other
things, bribery, fraud and anti-competitive behaviour. The commitment to contribute to sustainable
development includes engaging with external stakeholders and being a good neighbour. These
companies and joint ventures must also apply Shell-wide environmental and social standards. These
include the Group Health, Safety and Environment (HSE) policy and commitment, requiring the
systematic management of HSE, as well as our standards for animal testing, biodiversity, climate
change, environmental management, health management, incident reporting, security, ship quality and
our relationship with our people. We require contractors to manage HSE in line with our standards
and expect them to follow our Business Principles or equivalent ones by including these
expectations in our contract terms and conditions. We also encourage suppliers and ventures where
we do not have a controlling interest to adopt and follow equivalent principles and HSE standards.
If these contractors, suppliers and ventures cannot meet our expectations within a reasonable
timeframe, we are required to review the relationship.
Our Business Principles and standards are reflected in our business processes. For example, they
are included in the criteria used to assess investment proposals and in the planning and design of
major new projects. All major new investments must include the expected future costs of emitting
carbon in their financial calculations. We require an Impact Assessment to be carried out before we
begin significant work on a project or at an existing facility. The actions identified must be part
of the projects design and operation. All our major refining and chemicals facilities, and
upstream operations with potential for high social impact, must also have social performance plans
in line with Group guidance. These plans spell out how the operation will manage its social impacts
and generate benefits for the local community.
In 2006, our Exploration & Production business clarified and tightened its requirements for
identifying and managing environmental and social impacts when developing new projects
particularly at the earliest stages of project design. Experts from the business and central
functions now review the top 70 new Exploration & Production prospects for environmental and social
risks and opportunities. These include projects still in early concept or design phases.
CONTROLS AND INCENTIVES
Following our environmental and social standards is part of the duties of line managers, with
support provided by HSE, social performance, security, human resources and finance specialists.
Each Shell business is responsible for complying with our requirements and achieving its specific
targets in this area.
We monitor compliance through an annual assurance letter process, internal audits and performance
appraisals. The assurance letter process requires the relevant senior manager to report to the
Chief Executive on the performance of their business or function in following our Business
Principles and Group Standards. Results are reported to the Audit Committee of the Board.
Sustainable development performance is an important component of appraisals and compensation, as it
comprises 20% of the Group Scorecard.
GOVERNANCE
The Chief Executive counts sustainable development among his responsibilities. On his behalf,
the Corporate Affairs Director chairs the Group Sustainable Development and HSE Executive
Committee, which reviews performance and sets priorities, key performance indicators (KPIs) and
targets. The Group HSE Function, central Social Performance Management Unit and issues management
staff provide the needed challenge and support to our businesses to develop the necessary skills,
share lessons learned and deal with issues in a consistent way. The Social Responsibility Committee
is one of four committees of the Royal Dutch Shell plc Board. It reviews our policies and
performance with respect to our Business Principles, Code of Conduct, HSE policy, and other
relevant environmental and social standards, and major issues of public concern. It is composed of
three Non-executive Directors, including its chair, Wim Kok, former Prime Minister of the
Netherlands.
MAIN RISKS
We systematically assess and prioritise the many environmental and social risks and
opportunities we face, using our Group Risk and Group Issues Management processes. We describe the
way we manage the most significant ones below.
OPERATING OUR FACILITIES SAFELY
We are committed to preventing incidents such as spills, fires and accidents that place
our people, the environment and our facilities at risk. We are investing to keep our facilities
safe and we are working hard to strengthen our safety culture further. We require that all Shell
companies, contractors and the joint ventures we control operate in line with our Health, Safety
and Environment (HSE) policy and commitment and all its supporting standards. This means managing
HSE risks in a systematic way, including having each site understand all major risks and be able to
show, through regular audits, that they are managing them to a level As Low As Reasonably
Practicable. It also involves having major facilities certified to international environmental
standards, such as ISO14001, and having emergency response plans in place and regularly tested
that minimise damage in the event of an incident. We investigate serious incidents and near misses,
and share the lessons we learn with other parts of our business to help prevent similar incidents
happening again.
We know that processes and systems must be translated into safe behaviour. Our award-winning Hearts
and Minds programme, introduced in 2004,
62 Royal Dutch Shell plc
continues to drive home the need for every employee to stop unsafe behaviour when they spot it. We
added the HSE Golden Rules in 2005 three easy-to-remember prompts (comply, intervene, respect)
to raise awareness and increase peoples feeling of being accountable for their and their
colleagues safe behaviour. We continue to check that the 20,000-plus staff responsible for tasks
with a significant HSE risk have the necessary training and skills. A Safety Week in 2006 in our
downstream business, reinforced that safety is a top priority for senior management and a
responsibility shared by all staff. Using the Seeing Yourself as Others See You tool, leaders in
our Exploration & Production business are now assessed by their staff every two years on how well
they show leadership on safety. Leaders are required to follow up on the feedback they receive.
CLIMATE CHANGE
We were one of the first energy companies to acknowledge the threat of climate change, to
call for action, and to take action ourselves. In 1998, we set ourselves voluntary targets for
reducing greenhouse gas (GHG) emissions from our operations. In 2002, we met our first target
reducing emissions by 10% below 1990 levels mainly by ending continuous venting of natural gas
at oil production facilities. Work is continuing to meet our second target. It requires our GHG
emissions in 2010 to be 5% below 1990 levels, whilst growing our business, mainly through our
efforts to end continuous flaring of natural gas and by improving the energy efficiency of our
facilities. In addition to managing the emissions from our operations, we have invested more than
$1 billion in alternative energy over the last 5 years. We increased the supply of lower carbon
natural gas and lower sulphur transport fuels that enable car manufacturers to improve engine
efficiency.
We have actively promoted an emission trading system in which governments set absolute limits on
the amount of GHGs the industry can release. These systems allow companies to trade to find the
most cost-effective reductions. We have become one of the most active traders in the European Union
Emissions Trading Scheme. We have launched public campaigns to encourage innovation and promote
energy conservation, like the Shell Springboard Awards for new inventions that could help address
climate change, FuelStretch, Shell Fuel Economy World Record Challenge and Shell Eco-marathon.
We see potential business opportunities and competitive advantage from providing cost-effective
solutions for CO2, the most important GHG. We continue feasibility
studies for potential projects to drive down costs and demonstrate the safety of capturing and
storing CO2 emitted from fossil fuels, for example the ZeroGen low CO2 power
project development in Australia and a proposed project to store CO2 and enhance oil recovery
offshore Norway.
SECURITY AND HUMAN RIGHTS
The increase in fatalities from assaults in Nigeria last year underlined the importance of
security measures for protecting staff, contractors and facilities. In 2006, we extended our
regional network of security advisers to provide practical and immediate support to our operations.
We work with a global network of government agencies, commercial security providers and industry
peers so that our information and the advice we give our operations is always up to date.
Our Group Security Standard defines how we protect our people and facilities while respecting
neighbours rights. It only permits armed security when this is required by law or there is no
other acceptable way to manage the risks. When we do rely on armed guards we require them to follow
the Group Guidelines which are based on UN guidelines and conventions on the use of force. Under
our Guidelines armed guards are to be issued with pocket-sized cards describing how force may be
used. They are expected to first attempt to resolve a security incident without using force. If
this fails
then only the minimum force needed can be used and help offered to anyone injured as a
result, including offenders. Regular checks are made on whether armed guards understand these
rules.
By the end of 2006, several operations in countries with high security risks, including Nigeria and
Pakistan, were applying the Voluntary Principles on Security and Human Rights. These Principles
were developed for the energy sector by companies, governments and leading human rights NGOs.
BEHAVING WITH INTEGRITY
Integrity is one of our three core values and a cornerstone of our Business Principles. We
translate this value into action with a clear and simple policy: zero tolerance for bribes,
facilitation payments and fraud. To help us follow this policy, employees are provided with online
and face-to-face training in key areas, including bribery and corruption. In 2006, staff in over
100 countries attended sessions on the proper use of intermediaries in business transactions. We
have had a global help line and website since 2005, available 24 hours a day. It allows employees
and business partners to seek advice and report concerns anonymously (if desired) about suspected
incidents of bribery, facilitation payments and fraud and any other concerns about violations of
our Code of Conduct and Business Principles.
We track our performance of behaving with integrity in two ways. First by tracking the number of
proven incidents of material violations of the Code. Second, we ask staff, confidentially, in the
Shell People Survey, whether their part of the company is dealing with the outside world with
integrity. In 2006, 96 violations were reported and we ended our relationship with 143 staff and
contractors as a result. To help us follow our policy, we provide a whistle-blowing facility for
employees and business partners to seek advice and report concerns anonymously about suspected
incidents of bribery, facilitation payments and fraud.
OTHER ENVIRONMENTAL AND SOCIAL ISSUES
We face a range of other environmental and social issues, including but not limited to:
OPERATING IN ECOLOGICALLY SENSITIVE AREAS
We recognise the importance of protecting biodiversity. We were the first energy company to
adopt a Biodiversity Standard. We have committed to not exploring or drilling for oil or gas in
certain ecologically sensitive locations (natural World Heritage sites), and to following strict
operating practices, including having Biodiversity Action Plans, when operating in others (World
Conservation Union Category I-IV protected areas). Biodiversity checks are also required as part of
project Impact Assessments, so that risks are identified and addressed at an early stage. We work
with more than 100 scientific and conservation organisations to reduce biodiversity impacts around
our projects and to support conservation.
Royal Dutch Shell plc 63
OPERATING AND FINANCIAL REVIEW
OUR NEIGHBOURS AND CONTRIBUTING TO LOCAL DEVELOPMENT
We are committed to being a good neighbour, which means not only running our facilities
cleanly and safely but working in partnership with local people to help them benefit from our
activities, as well as supporting wider development in the country. We use social performance plans
to help us understand what matters to communities and work with them to address concerns and create
local economic opportunities. Plans are in place at major downstream and high impact upstream
facilities. Central and business-level social performance advisers provide expertise and share good
practice across our sites.
We promote the use of local contractors and suppliers and encourage the local contractors we work
with to hire and train more local staff. We also sponsor social investment programmes in many
countries throughout the world ($16.4 million in 2006 in UK). We work closely, wherever we can,
with development experts and the local communities involved. But our biggest economic contribution
to the countries where we operate comes from the taxes and royalties we pay. Governments decide
how, and where these revenues are spent. We actively encourage them to use these funds wisely and
transparently, to bring development and reduce poverty. We try to set an example through our social
investment and local contracting, and by enforcing our policy of zero tolerance for bribes and
facilitation payments. We continue to strongly support the Extractive Industries Transparency
Initiative, which seeks to have energy and mining companies publish the payments they make to
governments.
ENVIRONMENTAL AND DECOMMISSIONING COSTS
Group companies operate in more than 130 countries and are subject to a variety of
environmental laws, regulations and reporting requirements.
The costs of avoiding emissions into the air and water and the safe disposal and handling of waste
from our operations are part of our business and are included in operating expenses. Such estimated
costs incurred in 2006 by Group companies were approximately $1.5 billion (2005: $1.2 billion).
Capital spending to limit or monitor hazardous substances or releases covers both measures at
existing plants and features incorporated into new plants. Some of this spending is readily
identifiable; the remainder is reasonably estimated using technical and financial judgements. On
this basis, environmental capital spending by Group companies with major programmes in 2006 were
approximately $1.0 billion (2005: $0.8 billion).
The effect of this necessary investment in existing facilities on the future earnings of Group
companies is not predictable. Factors affecting our earnings include our ability to recover costs
from consumers and through financial incentives offered by governments. However, it is expected
that there will be no material impact on the Groups total earnings in the long term. These risks
are comparable to those faced by other companies in similar businesses.
At the end of 2006 the total liabilities being carried for environmental clean-up were $967 million
(2005: $878 million). In 2006 there were payments of $275 million and increases in provisions of
$271 million. The estimated present value of the obligations being carried for spending on
decommissioning and site restoration including oil and gas platforms, at December 31, 2006 amounted
to $8,317 million (2005: $5,925 million).
PERFORMANCE
Reporting environmental and social data differs from financial data in a number of important
ways (see our Group Performance Monitoring and Reporting Guide www.shell.com/envandsociety).
There are inherent limitations to the accuracy, precision and completeness of environmental and
social data. These limitations stem from the nature of the data.
Certain parameters rely on human behaviour and are affected by culture and personal perception.
Other parameters rely on complex measurements that require constant tuning. Still others rely on
estimation and modelling. Shell accepts that our published environmental and social data will be
affected by these inherent limitations. We continue to improve data integrity by strengthening
internal controls.
Safety and environmental data are collected from operations where we have operational control
(meaning we can require the Shell Control Framework to be applied) and certain companies to which
we provide operational services. Data are reported on a 100% basis regardless of our equity share
in the company. Data from companies that were disposed of or acquired during the year are included
only for the period that they were under operational control.
We set internal improvement targets for our key safety and environmental parameters and have set
longer-term public targets for energy efficiency in our chemicals plants for eliminating the
disposal of gas by continuous flaring and for reducing greenhouse gas emissions from our
operations.
64 Royal Dutch Shell plc
After achieving our first target of reducing GHG emissions in 2002 (actual of 106 million
tonnes compared with a target of 111 million tonnes of CO2 equivalent), we continued to
work towards meeting our current target of reducing GHG emissions from our operations by 5%
below 1990 levels by 2010, whilst growing our business. We met our first target in 2002 mainly by
ending venting of natural gas at oil production facilities.
In 2006, Shell-operated facilities emitted 98 million tonnes of GHGs,
(measured on a CO2
equivalent basis), about 7 million lower than the previous year and more than 20% below 1990
levels. This reduction in emissions was due primarily to reduced flaring in our Exploration &
Production business. More than two-thirds of the drop was caused by shutting down wells in Nigeria
located near areas affected by unrest.
Longer term and sustained reductions were achieved in 2006 mainly from operational changes to
increase gas recovery to meet demand for gas in Oman and from the new equipment installed in 2005
to reduce flaring in Gabon. Emissions from our refineries and chemical plants, which are about half
our total, were down slightly compared to 2005 due to reduced availability of some plants and
improvements from our Business Improvement Review (BIR) and EnergiseTM efficiency
programmes.
Since 1997, we have been gradually reducing the amount of oil and oil products spilled from
our operations for reasons we can control, like corrosion or operational failures. Spills from
sabotage or extreme weather, like hurricanes, which are harder to prevent, have fluctuated with
events.
In 2006, there were no spills from hurricanes. However, spill volumes from operations were slightly
higher than in 2005. This was because of two spills in Nigeria. In one, a buried pipeline was
damaged while laying another. The second was caused by corrosion. The resulting loss of oil
accounted for nearly a quarter of the total amount we spilled in 2006. At sites in Nigeria shut
down because of the security situation, reliable information about spills will not be available
until we return to repair and restart operations. In areas where we operated in Nigeria, better
inspection and repair efforts continued.
Outside Nigeria, the number and volume of preventable spills continued to drop. In our downstream
business, spills were down again in 2006 to our lowest reported level. This is partly because we
are tracking minor leaks more carefully and fixing their underlying causes earlier at our
refineries and chemical plants. Our distribution network also implemented a programme to
proactively prevent spills through focused inspection and maintenance of pipelines and tanks at
storage depots and through efforts to prevent spills from delivery trucks, particularly in Africa.
In 2006, our total flaring world-wide dropped again mainly as a result of production being
shut-in in Nigeria. Even with normal production in Nigeria, we would have made our 2006 target.
Our programme to collect gas from oil production and bring it to market, which began in 2001, has
helped us cut our flaring in Exploration & Production. Since 2000, Shell Petroleum Development of
Nigeria Ltds joint venture in Nigeria, which on average accounts for two-thirds of our continuous
flaring, has invested more than $3.5 billion in equipment to capture and use gas formerly flared.
Work continued to meet our goal of ending continuous flaring in Nigeria during 2009.
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ENERGY INTENSITY EXPLORATION & PRODUCTION OPERATIONS
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Finding ways to reduce rising emissions from our changing upstream portfolio is getting more
difficult. The energy needed to produce each unit of oil or natural gas is rising as fields age and
we produce more heavier oil and oil from oil sands. This trend in Exploration & Production
continued in 2006, with energy needed to recover each unit of oil and gas more than 40% higher than
in 2001.
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ENERGY INTENSITY REFINERIES
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We use the industry standard Solomon Associates Energy Intensity Index (EII) to measure and
rank the energy efficiency of our refineries. Between 2002 and 2005, our refineries increased their
efficiency by 3%; these gains were made by operating our plants closer to their full production
capacity, by having fewer shutdowns, and by running energy efficiency programs at most sites. In
2006 we missed our EII target partly because more energy was required to produce environmentally
friendly low sulphur fuels and partly because of unplanned equipment shutdowns.
Our EnergiseTM and BIR have reduced our GHG emissions by nearly
1 million tonnes a year
and saved us $70 million annually in total at our refineries and chemical plants. In 2006, we
continued our BIRs and our three-year capital investment programme for energy efficiency.
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ENERGY INTENSITY CHEMICAL PLANTS
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In 2001, we set a target to achieve 10% improvement in energy use by 2007 at our chemical
plants. Lacking a standard way in the industry to measure this, we devised our own. Shells
Chemical Energy Intensity (CEI) which compares the energy used to make a tonne of product to a 2000
baseline of 100.
In 2006, our chemicals plants met their energy efficiency targets despite several energy-intensive
shutdowns. Our chemical plants have boosted efficiency by 9% since 2001 mainly through operating
our plants closer to their full production capacity, having fewer shutdowns, and running our
Energise energy efficiency program at all major sites. We are on track to meet our 2007 efficiency
target.
66 Royal Dutch Shell plc
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SAFETY FATAL ACCIDENT RATE |
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Sadly two employees and 35 contractors lost their lives at work in 2006, one more than in
2005. Seventeen of these deaths happened in Nigeria, with nine the result of kidnappings or
assaults as politically and criminally motivated violence rose sharply.
More fatalities are occurring away from our operations, where we have less oversight and safety
depends even more on the behaviour of individuals. The number of fatal assaults, drownings and road
accidents all rose.
These causes accounted for more than 75% of the staff and contractor lives lost in 2006. Mainly as
a result, our fatal accident rate (number of fatalities over 100 million working hours), which had
improved by more than 50% since 1997, showed no significant change in 2006. It re-confirmed not
only the importance of our security measures in Nigeria, but the importance of our efforts to
change behaviour and strengthen our safety culture.
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INJURIES TRCF (total reportable case frequency) |
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To
help monitor our safety performance, we use a standard safety measure Total Reportable
Case Frequency (TRCF). This is the number of injuries of contractors and staff requiring medical
treatment or time off work, for every million hours worked. Our injury rate has come down over
time, improving approximately 45% since 1997. In 2006, our TRCF was better than our target. TRCF
remained the lead indicator in the Sustainable Development section of our company-wide Scorecard;
underlining the importance we place on improving our safety performance.
OPERATING AND FINANCIAL REVIEW
SHARE-BASED PLANS AND TREASURY SHARES
There are a number of share-based plans for senior staff and other employees of the Shell
Group. Following the Unification, the underlying shares for the continuing share-based plans are
shares of Royal Dutch Shell and awards and rights under the plans in existence at the time of the
Unification were converted into awards and rights over Royal Dutch Shell shares. In 2005, the share
option plans were replaced with an amended Long-Term Incentive Plan. Plans of Shell Canada (Shell
Canada attached stock appreciation rights to the options in the fourth quarter of 2004) have
continued. Details of the principal plans, both old plans with continuing outstanding awards and
the Long-Term Incentive Plan/Performance Share Plan, are given below.
SHARE OPTION PLANS
The options that were granted under the Shell Groups share option plans were share options
over shares of Royal Dutch or Shell Transport (now converted into options over shares of Royal
Dutch Shell), at a price not less than the fair market value of the shares at the date the options
were granted. This was calculated as the average of the stock exchange opening and closing prices
over the five business days ending on the date of grant, except for the US plans where the grant
price was the New York Stock Exchange closing price on the date of grant. Options under the Shell
Group option plans are generally exercisable three years from grant except for those granted under
the separate US plans that vest one-third per year for three years. Share options lapse 10 years
after grant; however, leaving Group employment may cause options to lapse earlier.
Details of the shares under option at February 27, 2007 in connection with these plans (excluding
Shell Canada) are as follows:
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ROYAL DUTCH SHELL |
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Class A Shares |
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Class B Shares |
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Class A ADRs |
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Options outstanding |
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58,269,170 |
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39,858,185 |
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17,478,781 |
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Average price per share |
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25.29 |
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£15.92 |
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$50.98 |
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Total price |
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1,473,883,370 |
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£634,620,874 |
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$891,218,058 |
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Term |
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10/12/2007- |
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10/12/2007- |
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01/03/2010- |
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06/05/2014 |
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06/05/2014 |
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07/05/2014 |
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LONG-TERM INCENTIVE PLAN AND PERFORMANCE SHARE PLAN
In July 2005 Royal Dutch Shell adopted an amended Long-Term Incentive Plan (LTIP). When
awards are made under the LTIP other than to the Executive Directors the plan is called the
Performance Share Plan (PSP). On the award date conditional awards are made of Royal Dutch Shell
shares. Currently, the actual amount of shares that may vest, which
can be between 0 200% of the
conditional award, depends on the Total Shareholder Return of Royal Dutch Shell versus four of its
main competitors over a three year performance period. For the conditional shares awarded in 2006,
the performance measurement period is three years, starting at January 1, 2006 until December 31,
2008. In 2006 the awards under the LTIP were made in February and PSP awards were made in May with
the performance measurement period for both being the full calendar year of award and the two
consecutive calendar years. None of the awards will result in beneficial ownership until the shares
are released.
The total number of outstanding shares of Royal Dutch Shell conditionally awarded under these plans
as at February 27, 2007 is 10,194,959 (Class A), 5,786,737 (Class B) and 3,690,232 (Class A ADRs)
of which 366,547 (Class A), 205,788 (Class B) and 117,894 (Class A ADRs) relate to notional
dividend shares to date.
RESTRICTED SHARE PLAN
Under the restricted share plan, awards are made on a highly selective basis to senior staff.
Executive Directors may not receive awards under the restricted share plan. In 2005 the existing
restricted share plan was replaced with a new restricted share plan consistent with amendment of
the Long-Term Incentive Plan and Performance Share Plan. Shares are awarded subject to a three year
restriction period. The shares, together with additional shares equivalent to the value of the
dividends payable over the restriction period, are released to the individual at the end of the
three year period. The total number of outstanding shares of Royal Dutch Shell under these plans as
at February 27, 2007 is 247,358 (Class A), 187,521. (Class B) and 39,747 (Class A ADRs) of which
12,371 (Class A), 9,568 (Class B) and 1,333 (Class A ADRs) relate to notional dividend shares to
date.
DEFERRED BONUS PLAN
Executive Directors who participate in the Deferred Bonus Plan can elect to defer up to 50%
of their annual bonus for an
award of Royal Dutch Shell Shares (Deferred Bonus Shares) which is released after three years.
From 2006, Executive Directors are required to defer 25% of their annual bonuses. Subject to
remaining in employment with the Shell Group for three years following the year in which the bonus
was earned, the participant may also be granted an additional award of matching Royal Dutch Shell
Shares (Matching Shares) equal to the number of Deferred Bonus Shares awarded together with Royal
Dutch Shell shares representing the value of dividends payable on the Deferred Bonus Shares. A
maximum of four Matching Shares will be awarded for every four Deferred Bonus Shares. Vesting of
three out of every four Matching Shares awarded to Executive Directors will be subject to
satisfaction of a performance target with the remaining Matching Shares vesting over time.
The total number of outstanding shares (excluding Matching Shares) of Royal Dutch Shell under these
plans as at February 27, 2007 is 149,604 (Class A) and 65,304 (Class B) of which 2,578 (Class A)
and 1,459 (Class B) relate to notional dividend shares to date.
GLOBAL EMPLOYEE SHARE PURCHASE PLAN
This plan enables employees to make contributions, which are applied quarterly, to purchase
Royal Dutch Shell Class A shares, Class A ADRs or Class B shares at current market value. If the
acquired shares are retained in the plan until the end of the twelve month savings cycle the
employee receives an additional 15% share allocation. In the US a variant of this plan is operated,
where the main difference is that the purchase price is the lower of the market price on the first
or last trading day of the cycle, reduced by 15%. Executive Directors are not eligible to
participate in the Global Employee Share Purchase Plan.
At February 27, 2007 the number of shares of Royal Dutch Shell which were held in employee benefit
trusts in connection with this plan was 0 Class A, 0 Class B and 611 Class A ADRs.
UK SHARESAVE SCHEME
Employees of participating companies in the UK may participate in the UK Sharesave Scheme.
Options are granted over Royal Dutch Shell Class B shares at prices not less than the market value
on a date not normally more than 30 days before the grant date of the grant of the option. These
options are normally exercisable after completion of a three year or five year contractual savings
period.
68 Royal Dutch Shell plc
At February 27, 2007 there were 2,703,830 issued and outstanding Royal Dutch Shell Class B shares
under option to such employees pursuant to the rules of those schemes at prices between £12.9466
and £18.9000.
No issue of new shares has in the past been involved under any of the plans or schemes mentioned
above.
GROUP SHARE PLANS
Please refer to Note 28 to the Consolidated Financial Statements for a further discussion of
the principal Group share plans.
KEY ACCOUNTING ESTIMATES AND JUDGEMENTS
Please refer to Note 3 to the Consolidated Financial Statements for a discussion of key
accounting estimates and judgements.
LEGAL PROCEEDINGS
Please refer to Note 32 to the Consolidated Financial Statements for a discussion of legal
proceedings.
AUDIT FEES
Please refer to Note 34 to the Consolidated Financial Statements for a discussion of
auditors fees and services.
Report of the Directors
LNG shipment arriving at the Altamira
regasification terminal in Mexico
Royal Dutch Shell plc 71
REPORT OF THE DIRECTORS
Royal Dutch Shell has a single tier Board of Directors chaired by Chairman, Jorma Ollila. The
executive management is led by the Chief Executive, Jeroen van der Veer. The members of the Board
of Royal Dutch Shell meet regularly to discuss performance and plans of the business of Royal Dutch
Shell.
On March 7, 2007 the Nomination and Succession Committee recommended the appointment of Rijkman
Groenink as a Director of the Company to succeed Aarnout Loudon, who will retire from the Board at
the conclusion of the 2007 Annual General Meeting. The Board adopted this recommendation and a
resolution will be submitted to the 2007 Annual General Meeting proposing the election of Mr
Groenink as a Director of the Company with effect from May 16,
2007. Mr Groeninks biographical
details are given in the 2007 Notice of Meeting.
A
Audit Committee
R
Remuneration Committee
S
Social Responsibility Committee
N
Nomination and Succession Committee
72 Royal Dutch Shell plc
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Jorma Ollila |
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Lord Kerr of Kinlochard GCMG |
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Jeroen van der Veer |
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Chairman |
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Deputy Chairman and Senior Independent Non-executive Director |
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Chief Executive |
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Born August 15, 1950. A Finnish
national, appointed Chairman of
Royal Dutch Shell as from June 1,
2006. Previously he was Vice-President
of International Operations of
Nokia in 1985. In 1986 he was
appointed Vice-President Finance
of Nokia and served between 1990
and 1992 as President of Nokia
Mobile Phones. Between 1992 and
1999 he was President and Chief
Executive Officer of Nokia and from
1999 to June 1, 2006 he has been
Chief Executive Officer of Nokia.
Prior to joining Nokia, he
started his career in banking at
Citibank in London and Helsinki.
Currently he is Chairman of the
Board of Nokia and a Non-executive
Director of Ford Motor Company.
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Born February 22, 1942. A British national, appointed a Non-executive Director of Royal Dutch Shell
in October 2004. He was a Non-executive Director of Shell Transport from 2002 to 2005. A member of
the UK Diplomatic Service from 1966 to 2002, he was UK Permanent Representative to the EU, British
Ambassador to the USA, Foreign Office Permanent Under Secretary of State, and Secretary-General of
the European Convention. He is a Non-executive Director of Rio Tinto plc, Rio Tinto Limited and the
Scottish American Investment Company plc, Chairman of Imperial College, and a Trustee of the
National Gallery and of the Rhodes, Fulbright, and Carnegie Trusts.
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Born October 27, 1947. A Dutch national, appointed Chief Executive of Royal Dutch Shell in October
2004. He was appointed President of Royal Dutch in 2000, having been a Managing Director of Royal
Dutch since 1997 and was a Board member of Royal Dutch until the merger of the company on December
21, 2005. He was a Director of Shell Canada Limited from April 24, 2003 until April 29, 2005. He
joined the Group in 1971 in refinery process design and held a number of senior management
positions around the world. He is a Non-executive Director of Unilever (which includes Unilever
N.V., Unilever plc and Unilever Holdings Ltd.). |
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Nina Henderson |
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Sir Peter Job KBE |
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Wim Kok |
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A S |
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Non-executive Director |
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Non-executive Director |
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Non-executive Director |
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Born July 6, 1950. A US
national, appointed a
Non-executive Director of Royal
Dutch Shell in October 2004.
She was a Non-executive Director
of Shell Transport from 2001 to
2005. Previously President of
a major division and Corporate
Vice-President of Bestfoods, a
major US foods company,
responsible for worldwide core
business development. Non-executive
Director of Pactiv Corporation,
AXA Financial Inc., Del Monte
Foods Company and Visiting
Nurse Service of New York.
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Born July 13, 1941. A British national, appointed a Non-executive Director of Royal Dutch Shell in
October 2004. He was a Non-executive Director of Shell Transport from 2001 to 2005. Previously he
was Chief Executive of Reuters Group plc. He is a Non-executive Director of Schroders plc and TIBCO
Software Inc. and a member of the supervisory board of Deutsche Bank AG.
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Born September 29, 1938. A Dutch national, appointed a Non-executive Director of Royal Dutch Shell
in October 2004. He was a member of the Royal Dutch supervisory board from 2003 to July 4, 2005.
Chaired the Confederation of Dutch trade unions (FNV) before becoming a member of the Lower House
of Parliament and parliamentary leader of the Partij van de Arbeid (Labour Party). Appointed
Minister of Finance in 1989 and Prime Minister in 1994, serving for two periods of government up to
July 2002. Member of the supervisory boards of Stork N.V., ING Groep N.V., KLM N.V. and TNT N.V. |
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Peter Voser |
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Malcolm Brinded CBE FREng |
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Linda Cook |
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Rob Routs |
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Maarten van den Bergh |
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S |
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Chief Financial Officer |
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Executive Director, Exploration & Production |
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Executive Director, Gas & Power |
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Executive Director, Oil Products and Chemicals |
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Non-executive Director |
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Born August 29, 1958. A Swiss national, appointed Chief Financial Officer of Royal Dutch Shell in
October 2004. He was appointed a Managing Director of Shell Transport and Chief Financial Officer
(CFO) in October 2004. In 2002 he joined the Asea Brown Boveri (ABB) Group of Companies, based in
Switzerland as CFO and Member of the ABB Group Executive Committee. Also responsible for ABBs
Group IT and the Oil, Gas and Petrochemicals business. Originally joined the Shell Group in 1982
where he held a variety of finance and business roles in Switzerland, UK, Argentina and Chile,
including CFO of Oil Products. He was a member of the supervisory board of Aegon N.V. from 2004
until April 25, 2006. He is a member of the supervisory board of UBS AG and a member of the Swiss
Federal Auditor Oversight Authority.
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Born March 18, 1953. A British national, appointed an Executive Director of Royal Dutch Shell in
October 2004. He was previously a Managing Director of Shell Transport since March 2004 and prior
to that a Managing Director of Royal Dutch since 2002. Joined the Group in 1974 and has held
various positions around the world including Country Chair for Shell in the UK, and Director of
Planning, Environment and External Affairs at Shell International Ltd.
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Born June 4, 1958. A US national, appointed an Executive Director of Royal Dutch Shell in October
2004. She was appointed a Managing Director of Royal Dutch in August 2004 and was a Board member of
Royal Dutch until the merger of the company on December 21, 2005. She was President and Chief
Executive Officer and a member of the Board of Directors of Shell Canada Limited from August 2003
to July 2004. Joined Shell Oil Company in Houston in 1980, and worked for Shell Oil Company in
Houston and California in a variety of technical and managerial positions. Member of the Society of
Petroleum Engineers and a Non-executive director of The Boeing Company.
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Born September 10, 1946. A Dutch national, appointed Executive Director of Royal Dutch Shell in
October 2004. He was a Managing Director of Royal Dutch from 2003 to July 4, 2005. Joined the Group
in 1971. Held various positions in the Netherlands, Canada and the USA. Previously President and
Chief Executive Officer of Shell Oil Products USA, President of Shell Oil Company and Country Chair
for Shell in the USA and Chief Executive of Equilon. He is a member of the Board of Directors of
Shell Canada Limited since April 29, 2005 and a director of INSEAD.
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Born April 19, 1942. A Dutch national, appointed Non-executive Director of Royal Dutch Shell in
October 2004. He was a member of the Royal Dutch supervisory board from 2000 to July 4, 2005.
Managing Director of Royal Dutch from 1992 to 2000 and President from 1998 to 2000. He was Chairman
of the Board of Directors of Lloyds TSB from 2001 to May 11, 2006. He is a member of the Boards of
Directors of BT Group plc and British Airways plc and Chairman of the supervisory board of Akzo
Nobel N.V. |
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Nick Land |
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Jonkheer Aarnout Loudon |
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Christine Morin-Postel |
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Lawrence Ricciardi |
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Michiel Brandjes |
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A |
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R N |
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A |
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A |
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Non-executive Director |
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Non-executive Director |
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Non-executive Director |
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Non-executive Director |
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Company Secretary |
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Born February 6, 1948. A British national, appointed a Non-executive Director of Royal Dutch Shell
as from July 1, 2006. He qualified as an accountant in 1970 and was a partner of Ernst & Young LLP
from 1978 until June 30, 2006. He was Chairman of Ernst & Young LLP and a member of the Global
Executive Board of Ernst & Young Global LLP from 1995 until June 30, 2006. He is a Non-executive
Director of BBA Aviation plc, Ashmore Group plc and Vodafone Group plc, Chairman of the Practice
Advisory Board of the Institute of Chartered Accountants of England and Wales, and a member of the
Advisory Board of the Judge Business School, and the Finance and Audit Committees of the National
Gallery. |
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Born December 10, 1936. A Dutch national, appointed a Non-executive Director of Royal Dutch Shell
in October 2004. He was a member of the Royal Dutch supervisory board from 1997 and was a Board
member of Royal Dutch until the merger of the company on December 21, 2005. He was a member of the
Board of Management of Akzo from 1977 to 1994 (Akzo Nobel as from 1994) and its Chairman from 1982
to 1994. He is former Chairman of the supervisory boards of ABN AMRO Holding N.V. and Akzo Nobel
N.V., a member of the International Advisory Board of Allianz AG, a member of the European Advisory
Board of Lehman Brothers Europe Ltd. and adviser to Cinven Ltd. |
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Born October 6, 1946. A French national, appointed a Non-executive Director of Royal Dutch Shell in
October 2004. She was a member of the Royal Dutch supervisory board from July 2004 and was a Board
member of Royal Dutch until the merger of the company on December 21, 2005. Formerly she was Chief
Executive of Société Générale de Belgique, Executive Vice-President and member of the Executive
Committee of Suez S.A., Chairman and CEO of Credisuez plc from 1996 to 1998 and Non-executive
director of Pilkington plc. She is a Non-executive director of Alcan Inc. and 3i Group plc. |
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Born August 14, 1940. A US national, appointed a Non-executive Director of Royal Dutch Shell in
October 2004. He was appointed a member of the Royal Dutch supervisory board in 2001 and was a
Board member of Royal Dutch until the merger of the company on December 21, 2005. Previously he was
President of RJR Nabisco, Inc. and subsequently Senior Vice-President and General Counsel of IBM.
He is Senior Advisor to the IBM Corporation as well as to Jones Day and to Lazard Frères & Co, a
member of the Board of Directors of The Readers Digest Association, Inc and Trustee of the Andrew
W. Mellon Foundation and the Pierpoint Morgan Library. |
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Born December 14, 1954. A Dutch national, appointed as Company Secretary of Royal Dutch Shell in
February 2005. Previously Company Secretary of Royal Dutch and Group general counsel corporate.
Joined the Group in 1980 as a Legal Adviser. |
Royal Dutch Shell plc 73
REPORT OF THE DIRECTORS
Report of the Directors
PRINCIPAL ACTIVITIES
Royal Dutch Shell is a holding company which owns, directly or indirectly, investments in the
numerous companies constituting the Group. The Group is engaged worldwide in the principal aspects
of the oil and natural gas industry. The Group also has interests in chemicals as well as interests
in power generation and renewable energy.
Details of Royal Dutch Shells subsidiaries can be found in Note 20 to the Parent Company Financial
Statements.
BUSINESS REVIEW
The information that fulfils the requirements of the Business Review can be found in the
Chairmans message on page 2, the Chief Executives review on page 3 and also in the Operating and
Financial Review on pages 9 to 69, all of which are incorporated in this report by way of
reference.
Throughout this report the Board aims to present a balanced and understandable assessment of Royal
Dutch Shells position and prospects in its financial reporting to shareholders and other
interested parties. Our corporate website, www.shell.com/ investor has information for institutional
and retail shareholders alike. Shareholders seeking information may contact the Company directly
throughout the year. They also have an opportunity to ask questions in person at the Annual General
Meeting (AGM).
RESEARCH AND DEVELOPMENT
Group research and development is carried out in a worldwide network of laboratories, with
major centres in the Netherlands, the UK and the USA. Further details of research and development,
including expenditure, can be found on pages 20, 34, 40, 49 and 53 of the Operating and Financial
Review as well as Note 7 to the Consolidated Financial Statements.
RECENT DEVELOPMENTS AND POST BALANCE SHEET EVENTS
Since December 31, 2006 additional purchases of shares have been made under the buyback
programme. As at February 27, 2007, an additional 14,220,000 Class A shares (representing 0.2% of
Royal Dutch Shells entire issued share capital at December 31, 2006) had been purchased for
cancellation at a total cost of $486 million including expenses. In addition, Note 37 to the
Consolidated Financial Statements on page 152 discloses post balance sheet events.
FINANCIAL STATEMENTS AND DIVIDENDS
The Consolidated Statement of Income and Consolidated Balance Sheet are available on pages
104 and 105 of this Report.
The table below sets out the dividends declared by Royal Dutch Shell on each class of share. The
Directors have proposed a fourth quarter interim dividend as set out below, payable on March 14,
2007 to shareholders on the register of members at close of business on February 9, 2007.
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Per share |
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Q1 |
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Q2 |
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Q3 |
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Q4 |
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Royal Dutch Shell Class A shares (euro) |
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0.25 |
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0.25 |
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0.25 |
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0.25 |
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Royal Dutch Shell Class B shares (pence) |
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17.13 |
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17.08 |
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16.77 |
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16.60 |
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ADR |
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Q1 |
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Q2 |
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Q3 |
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Q4 |
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Royal Dutch Shell Class A shares ($) |
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0.6305 |
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0.6308 |
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0.6294 |
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0.6500 |
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Royal Dutch Shell Class B shares ($) |
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0.6305 |
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0.6308 |
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0.6294 |
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0.6500 |
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CREDITOR PAYMENT POLICY AND PRACTICE
Statutory Regulations issued under the Companies Act 1985 require a public company to make a
statement of its policy and practice on the payment of trade creditors. As a holding company whose
principal business is to hold shares in companies of the Shell Group, Royal Dutch Shell has no
trade creditors. Given the international nature of the Groups operations there is no specific
group-wide creditor payment policy. Relationships with suppliers are governed by the Groups
commitment to long-term relations, based on trust and mutually beneficial arrangements.
Shell U.K. Limited, the most significant UK operating company in the Group, complies with the
Better Payment Practice Code and had approximately 31 days purchases outstanding at December 31,
2006 based on the average daily amount invoiced by suppliers during the year (2005: 31 days).
DIRECTORS RESPONSIBILITIES IN RESPECT OF THE PREPARATION OF THE FINANCIAL
STATEMENTS
The Companies Act 1985 requires the directors to prepare financial statements for each
financial year. Under that law the
directors have prepared the Group and Parent Company Financial Statements in accordance with
International Financial Reporting Standards (IFRSs) as adopted by the European Union. In preparing
these financial statements, the directors have also elected to comply with IFRS as issued by the
International Accounting Standards Board (IASB). The financial statements are required by law to
give a true and fair view of the state of affairs of the Group and the Parent Company and of the
profit or loss of the Group and Parent Company for that period.
In preparing these financial statements, the Directors are required to:
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select suitable accounting policies and then apply them consistently, with the
exception of the International Accounting Standards (IAS) 32 and 39, which were adopted
with effect from January 1, 2005, and have continued unchanged; |
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make reasonable and prudent judgements and estimates; |
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state that the financial statements comply with IFRS as adopted by the European
Union and IFRS as issued by the IASB; and |
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prepare the financial statements on the going concern basis, unless it is
inappropriate to presume that Royal Dutch Shell or the Group will continue in business. |
The Directors confirm that they have complied with the above requirements when preparing the
Financial Statements. In addition, as far as each of the Directors is aware, there is no relevant
audit information of which the auditors are unaware and each of the Directors have taken all the
steps that he/she ought to have taken in order to make himself/herself aware of any relevant audit
information and to establish that the auditors are aware of such information.
The Directors are responsible for keeping proper accounting records, which disclose with reasonable
accuracy at any time the financial position of Royal Dutch Shell and the Group and to enable them
to ensure that the Financial Statements comply with the Companies Act 1985 and Article 4 of the IAS
Regulation. They are also responsible for safeguarding the assets of Royal Dutch Shell and the
Group and hence for taking reasonable steps for the prevention and detection of fraud and other
irregularities.
BOARD OF DIRECTORS
The Directors during the year were Maarten van den Bergh, Malcolm Brinded, Sir Peter Burt
(retired May 16, 2006), Linda Cook, Nina Henderson, Aad Jacobs (retired May 31, 2006), Sir Peter
Job, Lord Kerr of Kinlochard, Wim Kok, Nick Land (appointed with effect from July 1, 2006),
74 Royal Dutch Shell plc
Aarnout Loudon, Christine Morin-Postel, Jorma Ollila (appointed with effect from June 1, 2006),
Lawrence Ricciardi, Rob Routs, Jeroen van der Veer and Peter Voser.
Since the year end to the date of this Report there have been no changes in the membership of the
Board of Directors.
ELECTION AND RE-ELECTION OF DIRECTORS
The Directors seeking re-election at the 2007 AGM are Malcolm Brinded, Linda Cook, Maarten
van den Bergh, Nina Henderson and Christine Morin-Postel. Aarnout Loudon will be retiring at the
AGM and will not seek re-election. Shareholders will also be asked to vote on the election of
Rijkman Groenink as a Director of the Company.
The biographies of all Directors are on pages 72 and 73 of this Report and, for those seeking
election or re-election, also in the Notice of the Annual General Meeting. Details of the Executive
Directors service contracts can be found on page 97 and copies are available for inspection from
the Company Secretary. Furthermore, a copy of the form of these contracts is filed with the US
Securities and Exchange Commission as an exhibit.
The terms and conditions of appointment of Non-executive Directors are set out in their letters of
appointment with Royal Dutch Shell which, in accordance with the Combined Code, are available for
inspection from the Company Secretary. No Director is, or was, materially interested in any
contract subsisting during or at the end of the year that was significant in relation to Royal
Dutch Shells business. See also Related Party Transactions on page 190.
SENIOR MANAGEMENT
The biographies of Senior Management as of February 27, 2007 are listed on page 185 of this
Report.
FINANCIAL RISK MANAGEMENT, OBJECTIVES AND POLICIES
Descriptions of the use of financial instruments and the Group financial risk management
objectives and policies are set out in the Operating and
Financial Review Risk factors and
also in Note 26 to the Consolidated Financial Statements.
QUALIFYING THIRD PARTY INDEMNITIES
Royal Dutch Shell has entered into a deed of indemnity with each of the Directors. The terms
of these deeds are identical and reflect the statutory provisions on indemnities introduced by the
Companies (Audit, Investigations and Community Enterprise) Act 2004. Under the terms of each of
these deeds, Royal Dutch Shell has indemnified each of the Directors, to the widest extent
permitted by the applicable laws of England and Wales, against any and all liability, howsoever
caused (including by that Directors own negligence), suffered or incurred by that Director in the
course of that Director acting as a Director or employee of Royal Dutch Shell, any Group member
and/or certain other entities.
Royal Dutch Shell plc 75
REPORT
OF THE DIRECTORS
DIRECTORS INTERESTS
The interests (in shares or calculated equivalents) of the Directors in office at the end of
the financial year, including any interests of a spouse or infant child, are set out below:
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January 1, 2006 |
[A] |
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December 31, 2006 |
[B] |
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Class A |
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Class B |
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Class A |
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Class B |
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Maarten van den Bergh |
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8,000 |
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8,000 |
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Malcolm Brinded |
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22,397 |
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14,432 |
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22,885 |
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Linda Cook |
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27,484 |
[C] |
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27,484 |
[C] |
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Nina Henderson |
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2,585 |
[D] |
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4,584 |
[E] |
Sir Peter Job |
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1,056 |
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1,492 |
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Lord Kerr of Kinlochard |
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2,873 |
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4,000 |
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Wim Kok |
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500 |
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500 |
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Nick Land |
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3,074 |
[F] |
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3,074 |
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Aarnout Loudon |
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150,000 |
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150,000 |
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Christine Morin-Postel |
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1,960 |
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1,960 |
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Jorma Ollila |
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4,000 |
[G] |
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4,000 |
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Lawrence Ricciardi |
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20,000 |
[H] |
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20,000 |
[H] |
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Rob Routs |
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1,000 |
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1,023 |
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Jeroen van der Veer |
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26,836 |
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46,175 |
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Peter Voser |
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2,000 |
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2,000 |
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[A] |
Excludes interests in shares or options awarded under the Long-Term Incentive Plan, the Deferred Bonus Plan and the Share option plans as at January 1, 2006. Interests under these plans as at January 1, 2006 are set out on pages 89
to 91. |
[B] |
Excludes interests in shares or options awarded under the Long-Term Incentive Plan, the Deferred Bonus Plan and the Share option plans as at December 31, 2006 Interests under these plans as at December 31, 2006 are set out on pages
89 to 91. |
[C] |
Held as 13,742 ADRs (RDS.A ADR). One RDS.A ADR represents two RDS A ordinary shares. |
[D] |
Held as 1,292 ADRs (RDS.B ADR). One RDS.B ADR represents two RDS B ordinary shares. |
[E] |
Held as 2,292 ADRs (RDS.B ADR). One RDS.B ADR represents two RDS B ordinary shares. |
[F] |
On date of appointment July 1, 2006. |
[G] |
On date of appointment June 1, 2006. |
[H] |
Held as 10,000 ADRs (RDS.A.ADR). One RDS.A ADR represents two RDS A ordinary shares. |
There were no changes in Directors share interests during the period from December 31, 2006
to March 7, 2007 except that Christine Morin-Postel purchased 3,800 Royal Dutch Shell Class A
shares on February 2, 2007, Wim Kok purchased 1,250 Royal Dutch Shell Class A shares on February 9,
2007, Jorma Ollila purchased 10,000 Royal Dutch Shell Class A shares on February 14, 2007 and
Jeroen van der Veer purchased 3,825 Royal Dutch Shell Class A shares on February 14, 2007.
SHARE CAPITAL
The Companys authorised and issued share capital as at December 31, 2006 is set out in Note
11 to the Parent Company Financial Statements on page 199.
SHARE PURCHASES
On May 16, 2006, shareholders approved an authority, expiring at the end of the next AGM, for
Royal Dutch Shell to purchase its own shares up to a maximum of 5% of the issued share capital
(excluding share purchases for employee share benefit plans). During 2006, 244,672,974 Class A
shares with a nominal value of 17.1 million (representing 3.8% of Royal Dutch Shells entire
issued share capital at December 31, 2006) had been purchased for cancellation for a total cost of
$8,200 million, including expenses, at an average price of $33.51 per Class A share. Since the year
end additional purchases have been made (see Recent developments and post balance sheet events).
At February 27, 2007 a further 14,220,000 Class A shares (representing 0.2% of Royal Dutch Shells
entire issued share capital at December 31, 2006) had been purchased for cancellation for a total
cost of $486 million, including expenses, at an average price of $34.18 per Class A share.
The Board continues to regard the ability to repurchase issued shares in suitable circumstances as
an important part of the financial management of Royal Dutch Shell. A resolution will be proposed
to the forthcoming AGM to
renew the authority for Royal Dutch Shell to purchase its own share
capital up to specified limits for another year. More detail of this proposal is given in the
Notice of the AGM.
SUBSTANTIAL SHAREHOLDINGS
As at February 27, 2007, Royal Dutch Shell had been notified by the following investors of
their interests in 3% or more of the Companys shares. These interests are notified to the Company
pursuant to Disclosure and Transparency Rule 5.
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Investor |
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Class A shares |
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Class B shares |
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Barclays PLC |
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6.45% |
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5.43% |
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Legal and General Group Plc |
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3.49% |
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3.96% |
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The Capital Group Companies Inc |
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7.24% |
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4.58% |
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POLITICAL AND CHARITABLE CONTRIBUTIONS
No political donations were made by any member of the Group to political parties or
organisations during the year.
The Group, through individual Group companies, sponsors social investment programmes in many
countries throughout the world. The Group donated $16.4 million in 2006 to the Shell Foundation, a
UK registered charity.
76 Royal Dutch Shell plc
DIVERSITY AND INCLUSIVENESS
The continuing integration of diversity and inclusiveness into the mainstream of Shells
operations and culture helps attract and retain the best people, increases creativity and improves
decision making. Three targets underpin our global efforts to embed diversity and inclusiveness in
the way we run our business: the proportion of women in senior leadership positions to rise to at
least 20% in the long term; a majority of senior leadership positions to be filled by local
nationals; and increasingly positive perceptions of inclusiveness in the workplace, as measured in
the Shell People Survey.
We seek to ensure equal opportunity in recruitment, career development, promotion, training and
reward for all employees, including those with disabilities. All applicants and employees are
assessed against fair and objective criteria.
By the end of 2006, the proportion of women in senior leadership positions had risen to 11.6%, up
from 9.9% in 2005. This result reflects the wider scope of our attraction and recruitment of staff,
targeted development and mentoring efforts, and keener focus on the retention and progression of
talented people.
Further information can be found in the Operating and Financial Review on Page 60.
COMMUNICATION AND INVOLVEMENT
The success of our business depends on the full commitment of all employees. We encourage the
involvement of employees in the planning and direction of their work, and provide them with safe
and confidential channels to report concerns.
We seek to establish and maintain high-quality, direct and open dialogue with employees and in all
countries where we operate, employees have access to staff forums, grievance procedures or other
support systems. An internal global Group-wide procedure for employees to raise ethics and
compliance concerns has been introduced and replaced a number of national whistle-blowing
procedures which were in operation. An internal global procedure for employees to raise in
confidence accounting, controls and auditing concerns is also in place and can be accessed through
the internet at www.shell.com or www.compliance_helpline.com/shell.
A wide range of methods is employed globally to communicate and consult with employees on matters
of concern to them and to raise their awareness generally about the performance of Shell and the
financial and economic factors affecting it. These methods range from face-to-face communication,
targeted e-mails and intranet sites to focus groups and webcasts. Staff are represented by
collective labour agreements, unions and staff councils in many countries in which the Group has
operations.
The Shell Code of Conduct was launched to make all employees aware of our legal and ethical
obligations and to ensure they know what it means to act with integrity. The Code of Conduct makes
clear that each employee should behave in line with the spirit and letter of its guidelines.
In 2006 we conducted our biennial Shell People Survey to better understand what our employees think
about working for Shell. Questions cover a number of topics. This year, it was completed by 78% of
employees, the same response rate as in 2004. Results are generally positive. For example, results
show that employees have a higher level of trust in leadership than that reflected by the last
survey in 2004.
For the first time the survey included an employee engagement index which measures broader
affiliation and commitment to Shell. The index is based on a combination of scores from answers to
questions on, for example, job satisfaction and pride in working for Shell. It resulted in an
averaged score of 73%, indicating positive engagement among employees.
Employees have direct interest in the Companys performance as all eligible employees receive
annual bonuses based on the Group Scorecard, which contains measures of relative total shareholder
return, operating cash, operational effectiveness and sustainable development.
Further information can be found in the Operating and Financial Review on Page 60.
CORPORATE SOCIAL RESPONSIBILITY
A summary of Royal Dutch Shells approach to corporate social responsibility (CSR) is
contained on pages 62 to 64 of the Operating and Financial Review. Further details will be
available in the Shell Sustainability Report 2007.
AUDITORS
PricewaterhouseCoopers LLP have signified their willingness to continue in office, and a
resolution for their re-appointment will be submitted to the AGM.
ANNUAL GENERAL MEETING
The Annual General Meeting will take place on May 15, 2007 and will be held in the
Circustheater, Circusstraat 4, The Hague, The Netherlands with a satellite link to the Novotel
London-West Hotel and Convention Centre, Hammersmith, London, UK. An audio-visual link will permit
active two-way participation by persons physically present in the UK and The Netherlands. Details
of the business to be put to shareholders at the AGM can be found in the Notice of the Annual
General Meeting.
By Order of the Board
Michiel Brandjes
Company Secretary
March 7, 2007
Royal Dutch Shell plc 77
Corporate governance
CORPORATE GOVERNANCE
Royal Dutch Shell is committed to the highest standards of corporate governance. We believe
that such standards are essential to business integrity and performance. This report sets out the
policies and practices of the Company that have been applied during the year.
The Board confirms that during the year the Company complied with the principles and provisions set
out in Section 1 of the 2003 Combined Code.
In addition to complying with the corporate governance requirements in the UK, the Company must
follow the rules of the Euronext Stock Exchange as well as Dutch securities laws due to its listing
on this exchange. It must also follow US securities laws and the New York Stock Exchange (NYSE)
rules and regulations due to registration of its securities in the USA and the listing of its
securities on the NYSE.
The NYSE corporate governance rules allow foreign private issuers to follow home country practice.
However, foreign private issuers are required to have an audit committee that satisfies the
requirements of US Securities and Exchange Act Rule 10A-3. The NYSE also requires a foreign private
issuer to provide certain written affirmations and notices to the NYSE as well as a summary of the
ways in which their corporate governance practices significantly differ from those followed by
domestic US companies under NYSE listing standards. Our summary is available at:
www.shell.com/investor.
SHELL GENERAL BUSINESS PRINCIPLES
The Shell General Business Principles define how Shell companies are expected to conduct
their affairs. These principles were revised and strengthened in August 2005 with the aim to ensure
that employees both understand them and confirm that they act in line with them. They include,
among other things, the commitment of the Group to support fundamental human rights and to
contribute to sustainable development and can be found on www.shell.com/sgbp.
SHELL CODE OF CONDUCT
During the year, the Board approved a Shell Code of Conduct which is intended to help
individual employees put our Business Principles into practice through the basic rules and
standards we expect them to follow and the behaviour we expect of them. The Shell Code of Conduct,
available on www.shell.com/codeofconduct, was distributed to all staff in December 2006. In 2007,
steps will be taken to ensure that staff understand the Code, the responsibility they have to abide
by it, and how it relates to their daily work.
CODE OF ETHICS
Executive Directors and Senior Financial Officers of the Shell Group must also comply with a
Code of Ethics. This Code is specifically intended to meet the requirements of Section 406 of the
Sarbanes Oxley Act and the listing requirements of the NYSE. The Code of Ethics can be found on the
website www.shell.com/codeofethics.
WHISTLE-BLOWING
An internal global Group-wide procedure for employees to raise ethics and compliance concerns
has replaced a number of national whistle-blowing procedures which were in operation. The Shell
Global Helpline was introduced at the end of 2005 and was rolled out, country-by-country. This
worldwide reporting mechanism, operated by a third party, is open 24 hours a day, seven days a week
through local telephone numbers and through the internet at www.shell.com or
www.compliance-helpline.com/shell. In addition, an internal global procedure for employees to raise
in confidence accounting, controls and auditing concerns was in place throughout the year.
BOARD STRUCTURE AND COMPOSITION
During 2006, the Board comprised the Chairman, Jorma Ollila (appointed with effect from June
1, 2006 and endorsed by shareholders at the 2006 AGM), five Executive Directors, including the
Chief Executive, Jeroen van der Veer, and nine Non-executive Directors, including the Senior
Independent Non-executive Director, Lord Kerr of Kinlochard, who is also the Deputy Chairman. A
list of Directors, with their biographies, is on pages 72 and 73 of this Report.
The Articles of Association require all Directors to be subject to re-election at intervals of not
more than three years. All Directors vacate office at age 70 at the latest but may stand for
re-election by shareholders.
The Board meets eight times a year and has a formal schedule of matters reserved to it. This
includes overall strategy and management, corporate structure and capital structure, financial
reporting and controls, internal controls, approval of the Annual Report and Form 20-F, approval of
interim dividends, significant contracts, succession planning and new Board appointments. The full
list of matters reserved to the Board for decision is available at www.shell.com/investor.
ROLE OF DIRECTORS
The roles of the Chairman, a non-executive role, and the Chief Executive are separate and the
Board has agreed their respective responsibilities.
The Chairman, Jorma Ollila, is responsible for the leadership and management of the Board and for
ensuring that the Board and its committees function effectively.
The Chief Executive, Jeroen van der Veer, bears overall responsibility for the implementation of
the strategy agreed by the Board, the operational management of Royal Dutch Shell and the business
enterprises connected with it. He is supported in this by the Executive Committee, which he chairs
(see page 79).
NON-EXECUTIVE DIRECTORS
The Non-executive Directors bring a wide range of skills and international business
experience to the Group. They also bring independent judgement on issues of strategy, performance
and risk through their contribution to Board meetings and to the Boards committee meetings. They
meet routinely without the Executive Directors to discuss, among other things, the performance of
individual Directors.
All the Non-executive Directors as at the end of 2006 are considered by the Board to be wholly
independent of any personal business connection with the Company or companies of the Group, with
the exception of Maarten van den Bergh who receives a pension from a Shell Group pension fund. The
standard by which Directors independence is determined can be found on the website at
www.shell.com/investor within the Terms of Reference of the Nomination and Succession Committee.
SIGNIFICANT COMMITMENTS OF THE CHAIRMAN
The other significant commitments of the Chairman are given in his biography on page 72.
INDEPENDENT PROFESSIONAL ADVICE
All Directors may seek independent professional advice in connection with their role as a
Director. All Directors have access to the advice of the Company Secretary. Royal Dutch Shell has
provided to the Directors indemnities and directors and officers insurance in connection with the
performance of their responsibilities. Copies of these indemnities and the directors and officers
78 Royal Dutch Shell plc
insurance policies are open to inspection. Copies of these indemnities have also been previously
filed with the US Securities and Exchange Commission and are incorporated by reference as an
exhibit to this Report.
BOARD ACTIVITIES DURING THE YEAR
The Board met eight times during the year and all but one meeting were held in The Hague, the
Netherlands. The agenda for each meeting comprises a number of regular items, including reports
from each of the Board Committees, a report from each of the Chief Executive and the Chief
Financial Officer and business reports from each of the other Executive Directors. At most meetings
the Board also considered a number of investment proposals. In accordance with the matters
specifically reserved for the Board, during the year the Board considered numerous strategic issues
and approved each of the quarterly financial results and dividend announcements. The Board received
regular reports from the various Group functions, including Investor Relations; Health, Safety and
Environment; Corporate Affairs; Human Resources; Legal and Finance.
INDUCTION AND TRAINING
Following appointment to the Board, Directors receive a comprehensive induction tailored to
their individual needs. This includes meetings with senior management to enable them to build up a
detailed understanding of the Groups business and strategy, and the key risks and issues that it
faces. During the year, for example, the new Chairman, Jorma Ollila and Nick Land, a new
Non-executive Director, followed an in-depth induction programme, which involved comprehensive
presentations and site visits to major operations for each of the businesses and functions on four
continents. Additional training is available so that Directors can suitably update their skills and
knowledge as appropriate.
ATTENDANCE AT BOARD AND BOARD COMMITTEE MEETINGS
The attendances of Directors during the year for all Board and Board Committee meetings are
given in the table below.
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Nomination & |
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Social |
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Executive |
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Audit |
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Succession |
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Remuneration |
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Responsibility |
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Board |
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Committee |
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Committee |
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Committee |
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Committee |
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Committee |
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Maarten van den Bergh |
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8/8 |
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4/4 |
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Malcolm Brinded |
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8/8 |
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33/33 |
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Sir Peter Burt |
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2/3 |
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2/3 |
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Linda Cook |
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8/8 |
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33/33 |
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Nina Henderson |
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8/8 |
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5/5 |
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4/4 |
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Aad Jacobs |
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3/3 |
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2/2 |
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Sir Peter Job |
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7/8 |
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5/5 |
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Lord Kerr of Kinlochard |
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8/8 |
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5/5 |
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5/5 |
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Wim Kok |
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8/8 |
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4/4 |
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Nick Land |
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4/4 |
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2/2 |
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Aarnout Loudon |
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8/8 |
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5/5 |
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5/5 |
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Christine Morin-Postel |
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7/8 |
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5/5 |
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Jorma Ollila |
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5/5 |
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3/3 |
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Lawrence Ricciardi |
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8/8 |
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5/5 |
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Rob Routs |
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8/8 |
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33/33 |
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Jeroen van der Veer |
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8/8 |
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33/33 |
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Peter Voser |
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8/8 |
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33/33 |
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Note: |
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The first figure represents attendance and the second figure the possible number of
meetings. For example 6/8 signifies a Director attended six out of a possible eight meetings. Where
a Director was appointed to the Board or to a Board Committee during the year, only meetings after
that date of appointment are shown. |
EXECUTIVE COMMITTEE
The Executive Committee comprises the
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Chief Executive Jeroen van der Veer; |
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Executive Director, Exploration & Production Malcolm Brinded; |
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Executive Director, Gas & Power Linda Cook; |
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Executive Director, Oil Products and Chemicals Rob Routs; and |
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Chief Financial Officer Peter Voser. |
The Executive Committee operates under the direction of the Chief Executive and is responsible for
Royal Dutch Shells overall business and affairs. The Chief Executive has final authority in all
matters of management that are not within the duties and authorities of the Board or of the AGM.
The Executive Committee supports the Chief Executive and implements all Board resolutions and
supervises all management levels in Royal Dutch Shell.
BOARD COMMITTEES
There are four Board committees made up of Non-executive Directors. These are the:
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Audit Committee; |
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Nomination and Succession Committee; |
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Remuneration Committee; and |
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Social Responsibility Committee. |
A copy of each committees terms of reference is available from the Company Secretary and can be
found on the Shell website at: www.shell.com/investor.
AUDIT COMMITTEE
The members of the Audit Committee are Lawrence Ricciardi (Chairman), Nick Land and Christine
Morin-Postel, all of whom are financially literate independent Non-executive Directors. During the
year, Sir Peter Burt retired as a committee member and as a Director at the AGM, Nick Land was
appointed a member on July 1, and Nina Henderson rotated off as a member on October 25. For the
purposes of the Combined Code Christine Morin-Postel qualifies as a person with recent and
relevant financial experience and as an audit committee financial expert for the purposes of US
securities laws.
The Committee met five times during the year and Committee Members attendances are shown on this
page.
The key current responsibilities of the Audit Committee are to assist the Board in fulfilling its
responsibilities in relation to internal control and financial reporting, to carry out certain
oversight functions on behalf of the Board and to monitor compliance with applicable external legal
and regulatory requirements, the Shell General Business Principles, the Shell Code of Conduct, and
the Code of Ethics for Executive Directors and Senior Financial Officers. The Audit Committee
reviews and assesses the remit of the internal audit function. It monitors and discusses whether
our risk management and internal control system is effective, including any significant matters
arising from the audits which are discussed with, as appropriate, the Chief Internal Auditor,
management or the external auditors, PricewaterhouseCoopers LLP. The Audit Committee monitors the
qualifications, expertise, resources and independence of both the internal and external auditors
and assesses each year the auditors performance and effectiveness. The Audit Committee also
establishes and monitors policies related to pre-approval of all services the external auditors
provide. The Committee is responsible for establishing and monitoring the implementation of
procedures for the receipt, retention and treatment of complaints regarding accounting, internal
accounting controls, auditing or other matters, including mechanisms for the confidential or
anonymous submission of related concerns by employees. These include facilities to enable employees
to submit concerns confidentially or anonymously, and to ensure independent investigation with
follow-up action where suitable.
Royal Dutch Shell plc 79
CORPORATE GOVERNANCE
The Audit Committee updates the Board quarterly and annually on its activities and
recommendations. Where the Committee is not satisfied with or wherever it considers action or
improvement is required concerning any aspect of risk management and internal control, financial
reporting or audit-related activities, it promptly reports these concerns to the Board.
At each meeting the Audit Committee received comprehensive reports from management and the internal
and external auditors as appropriate to enable it to discharge its responsibilities. During the
year the Committee discussed with the Chief Financial Officer, the Controller and the external
auditors, as appropriate, issues that arose on accounting policies, practices and reporting. The
Committee reviewed and discussed the integrity of Royal Dutch Shells annual and quarterly
unaudited financial statements with management and the external auditors. During the year the
Committee also monitored the effectiveness of the procedures for internal control over financial
reporting and the Companys preparations to comply with Section 404 of the Sarbanes-Oxley Act.
The Committee also received reports regarding the receipt, retention, investigation and treatment
of complaints regarding accounting, internal accounting controls and auditing or other matters. The
Chief Compliance Officer reported to the Committee on the Groups compliance programme activities,
operations and results.
The Committee has adopted guidelines allowing audit, audit-related and non-audit services to be
contracted with the external auditors without pre-approval so long as the fee value for each
contract does not exceed $500,000. During the year the scope of the permitted non-audit services
contracted with the external auditors, such as tax compliance work, tax advice on proposed
transactions and regulatory compliance work has been reduced.
Any other services must be specifically pre-approved. Under the guidelines, permitted services must
not present a conflict of interest nor compromise the independence of the external auditor. The
Committee has reviewed quarterly all engagements with the external auditors.
The following table sets out the fees paid by Royal Dutch Shell to the external auditors:
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Auditors' remuneration [A] |
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$ million |
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2006 |
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2005 |
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2004 |
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Audit fees |
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52 |
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47 |
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41 |
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Audit-related services [B] |
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5 |
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22 |
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17 |
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Taxation services [C] |
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1 |
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5 |
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9 |
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Other services |
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1 |
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2 |
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2 |
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Total |
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59 |
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76 |
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69 |
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[A] |
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Note 34 to the Consolidated Financial Statements on page 148 provides additional detail on auditors remuneration. |
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[B] |
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Fees for other services provided pursuant to legislation. |
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[C] |
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Fees primarily for tax compliance. |
In 2006 the Audit Committee approved all of the aggregate fees set out in the table above.
NOMINATION AND SUCCESSION COMMITTEE
The members of the Nomination and Succession Committee are Jorma Ollila (Chairman with
effect from June 1, 2006), Lord Kerr of Kinlochard and Aarnout Loudon. Aad Jacobs retired on May
31, 2006. The Committee met five times during the year and Committee Members attendances are shown
on page 79.
The Committee keeps under review the leadership needs of Royal Dutch Shell. It identifies and
nominates suitable candidates for the Boards approval to fill vacancies as and when they arise.
The Committee also makes recommendations on who should be appointed chairman of the Audit
Committee, the Remuneration Committee and the Social Responsibility Committee and, in consultation
with the relevant chairman on the appointment of committee members. It makes recommendations on
corporate governance guidelines for Royal Dutch Shell, monitors compliance with corporate
governance requirements and makes recommendations on disclosures connected to corporate governance
and its appointment processes.
During the year the Committee specifically handled a number of matters, including transition to the
new Chairman, the succession to Sir Peter Burt and succession planning more generally. The
Committee also undertook a review of Board committee terms of reference and supervised the Board,
Board Committee and Director Performance Appraisal process.
REMUNERATION COMMITTEE
The members of the Remuneration Committee are Aarnout Loudon (Chairman), Sir Peter Job and
Lord Kerr of Kinlochard. The Committee met five times during the year. Committee Members
attendances are shown on page 79.
The Committee determines and agrees with the Board the remuneration policy for the Chairman, the
Chief Executive and Executive Directors and within the terms of this policy, determines the
individual remuneration package for the Chairman, the Chief Executive and the Executive Directors.
The Committee also considers and advises on the terms of any contract to be offered to a Director.
It monitors the remuneration for other senior executives and makes recommendations.
During the year, the Committee recommended individual remuneration packages for the Chief
Executive, and, in consultation with the Chairman and the Chief Executive, other Executive
Directors. The Committee also agreed with the Board performance targets for the remuneration of the
Chief Executive and other Executive Directors.
Further information on the work of the Committee and details of the remuneration of all the
Directors for the financial period ended December 31, 2006 are set out in the Directors
Remuneration Report.
SOCIAL RESPONSIBILITY COMMITTEE
The members of the Social Responsibility Committee are Wim Kok (Chairman), Maarten van den
Bergh and Nina Henderson. The Committee met four times during the year, and Committee Members
attendance is shown on page 79.
The main role of the Committee is to review on behalf of the Board the Shell General Business
Principles, the Shell Code of Conduct, the Health, Safety and Environment Policy, the principles
relating to Sustainable Development and other major issues of public concern. The Committee does
this by receiving reports and interviewing management on the Groups overall HSE and social
performance, on the Groups annual performance against the Code of Conduct, on the management of
social and environmental impacts at major projects and operations and on emerging social and
environmental issues. It also provides input on and reviews the Shell Sustainability Report,
including meeting face-to-face with an external report review committee.
In addition to regular meetings, the Committee also visits Shell locations, meeting with local
staff and external stakeholders to understand first-hand the sites operational performance, what
relationships are like with the local
80 Royal Dutch Shell plc
community, with interested NGOs and with governments at the local and national levels, as relevant
to the project. In particular, the Committee observes how the Groups standards are being
implemented in practice and where in its judgement there might be areas for increased focus. In
2006, it visited the Groups natural gas projects in Corrib, Ireland and Pinedale, Wyoming, and the
Motiva joint venture refinery in Port Arthur, Texas. It also visited New Orleans, Louisiana to see
our contribution to the recovery of the city after the 2005 hurricanes. After each visit, the
Committee reports its observations to the Executive Director responsible for that project or site
and to the full Board.
The Committee reports on these topics and on its own conclusions and recommendations to executive
management and the full Board.
Beginning in 2007, the Committee will meet four times a year at regular intervals. This is an
increase from the historical calendar of two meetings a year (though there were two additional
meetings in 2006) to provide sufficient time for thorough review of the broad scope and variety of
topics that fall within the remit of the Committee.
BOARD EVALUATION
Performance evaluations of the Board, the Board Committees, the Chairman and each of the
Directors were undertaken, as set out below:
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Body to be evaluated |
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Method of Evaluation |
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Responsibility |
Board [A]
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Questionnaire completed by all Directors: Board discussion
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Chairman |
Board Committees
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Questionnaire completed by all members: Committee discussion followed
by Board discussion [B]
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Relevant
Committee Chairman |
Chairman
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Questionnaire completed by all Directors (except Chairman) [C]:
Board discussion (without Chairman)
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Deputy Chairman |
Non-executive Directors
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One-to-one interviews with the Chairman
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Chairman |
Chief Executive
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One-to-one interview between the Chairman and the Chief Executive
(following discussion with Non-executive Directors)
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Chairman |
Executive Directors
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Interview between the Chief Executive and each Executive Director
followed by discussion with the Chairman and the Non-executive Directors
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Chief Executive |
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[A] |
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Includes overview of Board Committees. |
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[B] |
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Separate questionnaires were prepared for each of the Board Committees. |
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A separate questionnaire was prepared relating to the evaluation of the Chairman. |
The full Board discussed the results of the evaluation of the Board and the Board Committees.
The results of the evaluation of the Chairman, the Chief Executive and the Executive Directors were
each discussed by the Non-executive Directors and the outcomes reported back to the Chairman, Chief
Executive and Executive Directors respectively. The evaluation process is led by the Nomination and
Succession Committee while the Deputy Chairman leads the evaluation of the Chairman.
SHAREHOLDER COMMUNICATIONS
The Board recognises the importance of two-way communication with its shareholders and, as
well as giving a balanced report of results and progress at each AGM, the Company meets with, and
responds to questions and issues raised by institutions and retail shareholders. Information about
Group companies is available on the Shell website www.shell.com. Shareholders can contact the
Company directly via a dedicated shareholder email address (royaldutchshell.shareholders@shell.com)
or via a dedicated shareholder telephone as given on the inside back cover.
The Companys Registrar, Lloyds TSB Registrars, operates an internet access facility for
shareholders, providing details of their shareholdings at www.shareview.co.uk. Facilities are also
provided for shareholders to lodge proxy appointments electronically. The Royal Dutch Shell
Corporate Nominee provides a facility for investors to hold their shares in Royal Dutch Shell in
paperless form. Shareholders may opt to receive communications from Royal Dutch Shell in electronic
form instead of paper.
RESULTS PRESENTATIONS AND ANALYSTS MEETINGS
The quarterly and annual results presentations and all major analysts meetings are announced
in advance on the Shell website and through a regulatory release. These presentations can be
followed live via webcasting or tele-
conference. Other meetings with analysts or investors are not
normally announced in advance, nor can they be followed by webcast or any other means. Discussions
in such meetings are always limited to information already in the public domain. This is in line
with the requirement to ensure that all shareholders and other parties in the financial market have
equal and simultaneous access to information which may influence the share price of Royal Dutch
Shell. The Chairman, the Deputy Chairman, the Chief Executive, the Chief Financial Officer and the Executive Vice-President Investor Relations of Royal
Dutch Shell report regularly to Directors on the views of major shareholders.
RESPONSIBILITY FOR PREPARING ACCOUNTS
See the Report of the Directors in this Report.
GOING CONCERN
The Directors consider that, taking into account the assets and income of the Group, Royal
Dutch Shell has adequate resources to continue in operational existence for the foreseeable future.
For this reason the Directors adopt the going concern basis for the Financial Statements contained
in this Report.
CONTROLS AND PROCEDURES
The Board is responsible for the Groups system of internal control and for reviewing its
effectiveness and has delegated authority to the Audit Committee to assist it in fulfilling its
responsibilities in relation to internal control and financial reporting.
A single overall control framework is in place which is designed to manage rather than eliminate
the risk of failure to achieve business objectives, and only provides reasonable and not absolute
assurance against material misstatement or loss. The Shell Control Framework applies to all wholly
Royal Dutch Shell plc 81
CORPORATE GOVERNANCE
owned Shell companies and to those ventures and other companies where Royal Dutch Shell,
directly or indirectly, has a controlling interest.
The diagram below illustrates the Control Frameworks key components, Foundations, Organisation and
Processes. In Foundations we state the objectives, principles and rules that underpin and
establish boundaries for the Shell Groups activities. Organisation sets out how the various
legal entities involved relate to each other and how their business activities are organised and
managed. Processes concerns the more material processes, including how authority is delegated,
how strategy is set and plans are made and how performance and compliance are monitored, appraised
and assured. All control activities relate to one or more of these components.
The Board confirms that there is an ongoing process for identifying, evaluating and managing the
significant risks faced by the Group, which has been in place throughout the year and up to the
date of this report, is regularly reviewed by the Board and that it accords with the guidance for
directors published in September 1999 (known as the Turnbull Guidance) and updated in October 2005.
The Group has a variety of processes for obtaining assurance on the adequacy of risk management and
internal control. It has a structured process to identify and review risks to the achievement of
Group objectives. The Executive Committee and the Audit Committee regularly consider Group-level
risks and associated control mechanisms.
TREASURY AND TRADING
Group companies, in the normal course of their business, use financial instruments of various
kinds for the purposes of managing exposure to currency, commodity price and interest rate
movements.
The Group has treasury guidelines applicable to all Group companies and each Group company is
required to adopt a treasury policy consistent with these guidelines. These policies cover
financing structure, foreign exchange and interest rate risk management, insurance, counterparty
risk management and derivative instruments, as well as the treasury control framework. Wherever
possible, treasury operations are operated through Group-level specialist regional organisations,
but without removing from each Group company the responsibility to formulate and implement
appropriate treasury policies.
Debt financing is generally structured centrally on a floating rate basis and, except in special
cases, further interest rate management is discouraged.
Each Group company measures its foreign currency exposures against the underlying currency of its
business (its functional currency), reports foreign exchange gains and losses against its
functional currency and has hedging and treasury policies in place which are designed to manage
foreign exchange exposure so defined. The functional currency for most upstream companies and for
other companies with significant international business is the US dollar, but other companies
usually have their local currency as their functional currency.
Apart from forward foreign exchange contracts to meet known commitments, the use of derivative
financial instruments by most Group companies is not permitted by their treasury policy.
Certain Group companies have a mandate to trade natural gas, electrical power, crude oil, refined
products, chemical feedstocks and environmental products, and to use commodity swaps, options and
futures as a means of managing price and timing risks arising from this trading. In effecting these
transactions, the companies concerned operate within procedures and policies designed to ensure
that risks, including those relating to the default of counterparties, are minimised. The Groups
exposure to substantial trading losses is therefore considered limited.
The Group measures its market risk exposure, i.e. potential loss on fair values, on its
held-for-trading activities using value-at-risk (VAR) techniques. The held-for-trading activities
include derivative instruments for natural gas, electrical power, crude oil, refined products,
chemical feedstocks and environmental products. The VAR techniques are based on variance/covariance
or Monte Carlo simulation models and make a statistical assessment of the market risk arising from
possible future changes in market values over a 24-hour period and within a 95% confidence level.
The calculation of the range of potential changes in fair value takes into account positions, the
history of price movements and the correlation of these price movements.
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|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
Value at risk |
|
High |
|
|
Low |
|
|
Average |
|
|
Year end |
|
Oil Products and Chemicals |
|
|
20.9 |
|
|
|
6.2 |
|
|
|
12.5 |
|
|
|
10.9 |
|
Gas & Power |
|
|
16.4 |
|
|
|
4.4 |
|
|
|
9.1 |
|
|
|
9.2 |
|
Other than in exceptional cases, the use of external derivative instruments is generally
confined to specialist oil and gas trading and central treasury organisations which have
appropriate skills, experience, supervision, control and reporting systems.
Information on derivatives and other financial instruments and derivative commodity instruments is
provided in Note 26 of the Consolidated Financial Statements and on pages 168 to 182 of this
Report.
MANAGEMENTS EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES
As indicated in the certifications in Exhibits 12.1 and 12.2 of this report, the Groups
Chief Executive Officer and Chief Financial Officer have evaluated the Groups disclosure controls
and procedures as of December 31, 2006. Based on that evaluation, these officers have concluded
that the Groups disclosure controls and procedures are effective in ensuring that material
information required to be in this annual report is made known to them on a timely basis.
82 Royal Dutch Shell plc
MANAGEMENTS REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING OF THE GROUP
Management, including the Groups Chief Executive Officer and Chief Financial Officer, is
responsible for establishing and maintaining adequate internal control over the Groups financial
reporting. Management conducted an evaluation of the effectiveness of internal control over
financial reporting with respect to the Group based on the
Internal Control Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this
evaluation, management concluded that Royal Dutch Shells internal control over financial reporting
with respect to the Group was effective as of December 31, 2006.
Managements assessment of the effectiveness of internal control over financial reporting as of
December 31, 2006, was audited by PricewaterhouseCoopers LLP, an independent registered public
accounting firm, as stated in their report beginning on page 101 of this Report.
THE TRUSTEES AND MANAGEMENTS REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING OF THE ROYAL
DUTCH SHELL GROUP DIVIDEND ACCESS TRUST
The Trustee of the Royal Dutch Shell Group Dividend Access Trust is responsible for
establishing and maintaining adequate internal control over the Trusts financial reporting. The
Trustee and the Companys management conducted an evaluation of the effectiveness of internal
control over financial reporting based on the Internal Control
Integrated Framework issued by
the Committee of Sponsoring Organizations of the Treadway Commission. Based on this evaluation, the
Trustee and management concluded that the Trusts internal control over financial reporting was
effective as of December 31, 2006.
The Trustees and managements assessment of the effectiveness of internal control over financial
reporting as of December 31, 2006, was audited by PricewaterhouseCoopers LLP, an independent
registered public accounting firm, as stated in their report on page 209 of this Report.
The Trustees and the Groups Chief Executive Officer and Chief Financial Officer have evaluated the
disclosure controls and procedures in respect of the Dividend Access Trust as of December 31, 2006.
Based on that evaluation, these officers have concluded that the disclosure controls are effective
in ensuring that material information required to be in this annual report in respect of the Trust
is made known to them on a timely basis.
CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING
There has not been any change in the internal controls over financial reporting of the Group
or the Dividend Access Trust that occurred during the period covered by this report that has
materially affected, or is reasonably likely to materially affect, such internal controls over
financial reporting. The daily operations of the Dividend Access Trust are administered on behalf
of the Group by Lloyds TSB Offshore Trust Company Limited, an established trustee services
company. Material financial information of the Dividend Access Trust is included in the
Consolidated Financial Statements of the Group and is therefore, subject to the same disclosure
controls and procedures of the Group. See Supplementary information Control of registrant
(unaudited) and the Royal Dutch Shell Group Dividend Access Trust Financial Statements for
additional information.
FURTHER INFORMATION
The following information is available on the Shell website www.shell.com/investor:
|
|
the Terms of Reference of the Audit Committee, Nomination and Succession
Committee, Remuneration Committee and Social Responsibility Committee explaining their
roles and the authority the Board delegates to them; |
|
|
|
the full list of Matters reserved to the Board for decision; |
|
|
|
Shell General Business Principles; |
|
|
|
Shell Code of Conduct; |
|
|
|
Code of Ethics for Executive Directors and Senior Financial Officers; and |
|
|
|
Memorandum and Articles of Association. |
Royal Dutch Shell plc 83
Directors Remuneration Report
This report outlines the remuneration policies for the Chief Executive, the Chief Financial
Officer, and Executive Directors (collectively referred to as Executive Directors) and for the
Non-executive Directors of Royal Dutch Shell.
It also details the individual remuneration of the Directors of Royal Dutch Shell for the year
ended December 31, 2006.
The report follows Schedule 7A of the Companies Act 1985 and the UK Combined Code corporate
governance requirements on Directors remuneration. [A]
The Board has approved this report and it will be presented to shareholders for approval at the
Annual General Meeting (AGM) on May 15, 2007.
This report contains the following sections:
|
|
The Remuneration Committee (REMCO); |
|
|
|
Executive Directors remuneration; |
|
|
|
Executive Directors contracts of service; and |
|
|
|
Non-executive Directors. |
EXECUTIVE SUMMARY
|
|
Individual salary increases for Executive Directors in 2006 varied by individual
based on a combination of market-related considerations (see page 86). |
|
|
|
2006 bonuses to Executive Directors are 120% of base pay (see page 87). |
|
|
|
2006 conditional awards under the Long-Term Incentive Plan (LTIP) were 2.4 times
base salary for the Chief Executive and 2.2 times base salary for the other Executive
Directors. These levels have been retained for 2007 (see page 88). |
|
|
|
As a result of Shells performance against its peers during 20042006, none of
the performance shares awarded under the 2004 LTIP were released (see
page 88). |
|
|
|
REMCO approved revised target levels for the annual bonuses of the Executive
Committee. From the current position of 100%, 2007 target bonuses for Executive Directors
will be 110% of base salary. The Chief Executives bonus target has been differentiated
from that of the Executive Directors, in line with the market trend, and will be 120% of
base salary (see page 87). |
|
|
|
During 2006 Executive Directors received a total compensation package comprising
of salary, bonus, cash and other benefits (total emoluments) and realised gains on
long-term incentives (through share options exercise and/or release of conditional
performance shares and deferred bonus) as well as the value of the increase in their
retirement entitlements. |
|
|
|
[A] |
|
Royal Dutch Shell relies on the New York Stock Exchange exemption for Foreign Private
Issuers. |
The actual total direct compensation of Executive Directors in office during 2006 is
summarised below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
[A] |
|
|
|
Jeroen van |
|
|
Malcolm |
|
|
Linda |
|
|
Rob |
|
|
Peter |
|
|
|
der Veer |
|
|
Brinded |
|
|
Cook |
|
|
Routs |
|
|
Voser |
|
Total emoluments |
|
|
3,694,211 |
|
|
|
2,411,346 |
|
|
|
2,261,234 |
|
|
|
2,169,168 |
|
|
|
2,048,441 |
|
Share option gains |
|
|
286,843 |
|
|
|
|
|
|
|
584,257 |
|
|
|
287,643 |
|
|
|
|
|
Pension
benefits [B] |
|
|
1,458,000 |
|
|
|
56,162 |
|
|
|
1,087,034 |
|
|
|
276,000 |
|
|
|
498,498 |
|
Total compensation
in euro |
|
|
5,439,054 |
|
|
|
2,467,508 |
|
|
|
3,932,525 |
|
|
|
2,732,811 |
|
|
|
2,546,939 |
|
Total compensation
in US dollar [A] |
|
|
6,879,757 |
|
|
|
3,121,104 |
|
|
|
4,974,176 |
|
|
|
3,456,681 |
|
|
|
3,221,576 |
|
Total compensation
in sterling [A] |
|
|
3,707,551 |
|
|
|
1,681,985 |
|
|
|
2,680,620 |
|
|
|
1,862,830 |
|
|
|
1,736,130 |
|
|
|
|
[A] |
|
Amounts converted at the applicable rate of exchange. |
|
[B] |
|
The value of the retirement benefits is based on transfer values displayed in the
pensions table on page 95 under the heading: Transfer values of accrued benefits
increase in accrued pension over the year (excluding inflation) less Directors
contributions. Where appropriate, employer contributions to defined contribution plans
have been included. |
Details of each of the figures can be found in the following tables: Earnings of Executive
Directors in office during 2006 (page 87), Long-Term Incentive Plan (page 89), Deferred Bonus Plan
(page 90), Share options (page 91) and Pensions (page 95).
Data in all tables is converted from the currency in which it is set to euro, sterling and US
dollar using one of average, year end closing or actual day rate of exchange, as appropriate.
DEAR SHAREHOLDER,
As the Chairman of the Remuneration Committee, I am pleased to present to you the Directors
Remuneration Report of Royal Dutch Shell.
As expected 2006 was a year of consolidation. REMCO concentrated on embedding the remuneration
philosophy developed during the Unification Transaction, with regular market testing and reviews of
performance targets and outcomes. The Remuneration Committee is committed to maintaining a balanced
competitive remuneration package for Executive Directors that is geared to performance in the
longer term and aligned to the interests of shareholders.
During a year that saw renewed focus on the disclosure of executive remuneration, Royal Dutch Shell
has sustained appropriate standards of disclosure. REMCO advocates a high level of transparency in
the Directors Remuneration Report. This report reflects that commitment as demonstrated by our
comments on our share award timing practices.
I look forward to meeting you at our AGM on May 15, 2007.
Aarnout Loudon
Chairman
of the Remuneration Committee
March 6, 2007
84 Royal Dutch Shell plc
DIRECTORS REMUNERATION REPORT
The Remuneration Committee (REMCO)
CONSTITUTION
REMCO is presently made up of the following members, who are all currently independent
Non-executive Directors according to the UK Combined Code Standards (see biographies on pages 72
and 73).
Aarnout Loudon (Chairman of the Committee);
Sir Peter Job; and
Lord Kerr of Kinlochard.
REMCO met five times in 2006 with attendance shown below:
|
|
|
|
|
Director |
|
Attendance |
|
Aarnout Loudon |
|
|
5/5 |
|
Sir Peter Job |
|
|
5/5 |
|
Lord Kerr of Kinlochard |
|
|
5/5 |
|
RESPONSIBILITIES
REMCOs key responsibilities in respect of Executive Directors include:
|
|
agreeing performance frameworks, setting targets and reviewing performance; |
|
|
|
determining their remuneration and benefits; and |
|
|
|
determining contractual terms, including Shells liabilities relating to termination of such contracts. |
REMCO also keeps informed of remuneration issues and employment conditions elsewhere in the Shell
Group. The Committee monitors the structures and levels of remuneration for senior executives and
makes recommendations. Such reviews take place periodically to ensure alignment and consistency
with the Companys remuneration objectives.
REMCOs Terms of Reference are reviewed annually and updated, where necessary. You can find them on
the Shell website www.shell.com/investor or you can ask the Company Secretary for copies. See
inside back cover for details.
ADVISERS TO REMCO
During 2006 REMCO sought advice within Shell from Hugh Mitchell, Human Resources Director and
Secretary to the Committee and from Michael Reiff, Head of Remuneration and Benefits. Jeroen van
der Veer, Chief Executive, was invited by REMCO to provide further information to the Committee on
the Shell Group Scorecard, the remuneration of senior executives, and the performance of the other
Executive Directors.
REMCO appointed no external remuneration consultants during 2006. External market data from Towers
Perrin supported decision making.
Royal Dutch Shell plc 85
DIRECTORS REMUNERATION REPORT
Executive Directors remuneration
OVERALL REMUNERATION PHILOSOPHY
The following principles underpin REMCO remuneration policies and decisions for Executive
Directors:
PAY FOR PERFORMANCE
The remuneration structures for Executive Directors are designed to reward overall
achievement of the Shell Groups objectives, in a way which ensures that outstanding leadership and
results are significantly rewarded.
Our commitment to this principle is clear: more than half an Executive Directors target total
direct compensation (excluding pension) is linked to performance and weighted to the long term.
This proportion is consistent with market practice and the long-term nature of the Shell Groups
business.
2006 Pay mix for Executive Directors
COMPETITIVENESS
REMCO sets competitive total remuneration levels to attract, motivate and retain talented
individuals. These levels are determined by reference to the practices of companies of comparable
size, complexity and global scope. Pensions and other benefits are set in line with local market
practices due to the range of national social security and tax regimes involved.
SHAREHOLDING
REMCO believes that Executive Directors should align their long-term interests with those of
shareholders by holding an appropriate number of shares. Executive Directors can build up personal
shareholdings through performance-related long-term incentive and deferred bonus plans and by
personal funds.
CONSISTENCY
Shells base pay, annual bonus, and long-term incentive plans for Executive Directors are
consistent in structure and performance measures with those for senior managers of the Shell Group.
They make up a remuneration mix suitable to attract, retain and motivate people of the calibre
needed to run an organisation of Royal Dutch Shells standing in the market.
COMPLIANCE
REMCO takes its decisions in the context of the Shell General Business Principles. REMCO
ensures compliance with legal and corporate governance regulations in the UK and US and with
applicable laws when designing and implementing policies and plans.
The remuneration policy and plans for the 2007 financial year and beyond, as well as the actual
remuneration for the Executive Directors for 2006 are described below.
COMPENSATION STRUCTURE
The Executive Directors compensation package is made up of: base pay, annual bonus,
long-term incentives, i.e. Long-Term Incentive Plan and Deferred Bonus Plan awards, pension and
other benefits.
Personal loans or guarantees are not granted to Executive Directors.
BASE PAY
Base pay is set at a competitive level, relevant to the scope and complexity of the roles of
Chief Executive and Executive Director. It also reflects the reporting structure in the Executive
Committee.
Up to and including a review by REMCO in 2006, base pay levels were set with reference to
appropriate market levels as benchmarked against four comparator groups:
|
|
the major integrated oil companies (industry peers); and |
|
|
|
the FTSE 20, the AEX 10 and the top 20 continental European companies in the FTSE
Eurotop 100, based on market capitalisation (home market peers). |
During 2006 a review of the comparator group resulted in a simplification consolidating the target
companies in line with the philosophy to benchmark pay levels against companies of comparable size,
complexity and scope. The revised comparator group has been reduced to a peer group comprising the
oil majors (BP, Chevron, ExxonMobil and Total) and a single grouping of top European-based
companies, including a selection of FTSE and AEX companies.[B] The outcome provides a
balanced mix that retains an appropriate breadth of representation across industry sectors and
geography.
|
|
|
|
|
|
|
[B]
|
|
Allianz
|
|
Diageo
|
|
Rio Tinto |
|
|
Anglo American
|
|
E.ON
|
|
Roche |
|
|
AstraZeneca
|
|
GlaxoSmithKline
|
|
Siemens |
|
|
AXA
|
|
HSBC
|
|
Unilever |
|
|
Barclays
|
|
Nokia
|
|
Vivendi |
|
|
BHP Billiton
Deutsche Bank
|
|
Novartis
Philips
|
|
Vodafone |
Base pay levels are set in euro. REMCO reviews and adjusts these levels in line with market
practice with effect from July 1 each year. In 2006 REMCO endorsed base pay increases to sustain
competitive market positions, recognising normal market movements. The current base pay levels of
the Chief Executive and the Executive Directors are seen below.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BASE PAY LEVELS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As at July 1, 2005 |
|
|
|
|
|
|
|
As at July 1, 2006 |
|
|
|
2006 increase |
[A] |
|
|
|
|
|
|
£ |
|
|
$ |
|
|
|
|
|
|
£ |
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Jeroen van der Veer |
|
|
|
1,550,000 |
|
|
|
1,056,902 |
|
|
|
1,866,683 |
|
|
|
|
1,700,000 |
|
|
|
1,158,811 |
|
|
|
2,150,298 |
|
|
|
|
9.7 |
% |
Malcolm Brinded |
|
|
|
1,050,000 |
|
|
|
715,966 |
|
|
|
1,264,527 |
|
|
|
|
1,075,000 |
|
|
|
732,778 |
|
|
|
1,359,747 |
|
|
|
|
2.4 |
% |
Linda Cook |
|
|
|
850,000 |
|
|
|
579,592 |
|
|
|
1,023,665 |
|
|
|
|
935,000 |
|
|
|
637,346 |
|
|
|
1,182,664 |
|
|
|
|
10.0 |
% |
Rob Routs |
|
|
|
925,000 |
|
|
|
630,732 |
|
|
|
1,113,988 |
|
|
|
|
955,000 |
|
|
|
650,979 |
|
|
|
1,207,962 |
|
|
|
|
3.2 |
% |
Peter Voser |
|
|
|
850,000 |
|
|
|
579,592 |
|
|
|
1,023,665 |
|
|
|
|
935,000 |
|
|
|
637,346 |
|
|
|
1,182,664 |
|
|
|
|
10.0 |
% |
|
|
[A] |
Increase percentages relate to the euro-based pay levels. |
86 Royal Dutch Shell plc
ANNUAL BONUS
Executive Directors are eligible for an annual bonus as reward for achieving results that
further Shells objectives. The annual bonus is determined by performance against the Shell Group
Scorecard. This scorecard has financial, operational and sustainable development targets, all set
as part of Shells annual planning process. The targets are stretching but realistic.
SHELL GROUP SCORECARD COMPONENTS
|
|
|
[A] |
|
Primarily based on number of reported cases of work-related injury, but also
including other Sustainable Development measures, details of which can be found in the
Shell Sustainability Report. |
At the end of the financial year, results are translated into an overall score between a
minimum of zero and a maximum of two. Bonus awards are based on this score multiplied by the target
bonus level. REMCO uses its judgement to make a final determination.
The target level of the 2006 bonus was 100% of base pay for all Executive Directors. Taking into
account the result of the 2006 Shell Group Scorecard process, REMCO determined that the annual
bonuses payable to Executive Directors for 2006 would be 120% of base pay.
The target levels for Executive Director bonuses for 2007 have been revised to 110% of base pay for
Executive Directors, and 120% for the Chief Executive. These adjustments address market trends in
total cash remuneration.
EXECUTIVE DIRECTORS 2006 EARNINGS
The following table shows the earnings of the Executive Directors in office during 2006.
|
|
|
EARNINGS OF EXECUTIVE DIRECTORS IN OFFICE DURING 2006 (The information in this table has been audited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Jeroen van der Veer |
|
|
|
Malcolm Brinded |
|
|
|
Linda Cook |
|
|
|
Rob Routs |
|
|
|
Peter Voser |
|
|
|
2006 |
|
|
2005 |
|
|
|
2006 |
|
|
2005 |
|
|
|
2006 |
|
|
2005 |
|
|
|
2006 |
|
|
2005 |
|
|
|
2006 |
|
|
2005 |
|
Salaries |
|
|
|
1,625,000 |
|
|
|
1,525,000 |
|
|
|
|
1,062,500 |
|
|
|
1,041,454 |
|
|
|
|
885,112 |
|
|
|
834,294 |
|
|
|
|
940,000 |
|
|
|
912,500 |
|
|
|
|
892,500 |
|
|
|
822,099 |
|
Bonus [A] |
|
|
|
2,040,000 |
[B] |
|
|
1,937,500 |
|
|
|
|
1,290,000 |
[B] |
|
|
1,312,500 |
|
|
|
|
1,122,000 |
[B] |
|
|
1,062,500 |
|
|
|
|
1,146,000 |
[C] |
|
|
1,156,250 |
|
|
|
|
1,122,000 |
[B] |
|
|
1,062,500 |
|
Cash benefits |
|
|
|
15,840 |
[D] |
|
|
16,632 |
|
|
|
|
8,340 |
[E] |
|
|
19,674 |
|
|
|
|
173,814 |
[F] |
|
|
290,049 |
[G] |
|
|
|
42,903 |
[H] |
|
|
69,919 |
|
|
|
|
16,428 |
[I] |
|
|
117,285 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total cash |
|
|
|
3,680,840 |
|
|
|
3,479,132 |
|
|
|
|
2,360,840 |
|
|
|
2,373,628 |
|
|
|
|
2,180,926 |
|
|
|
2,186,843 |
|
|
|
|
2,128,903 |
|
|
|
2,138,669 |
|
|
|
|
2,030,928 |
|
|
|
2,001,884 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Car benefit [J] |
|
|
|
|
|
|
|
|
|
|
|
|
22,049 |
|
|
|
21,906 |
|
|
|
|
24,006 |
|
|
|
23,531 |
|
|
|
|
35,108 |
|
|
|
34,454 |
|
|
|
|
|
|
|
|
|
|
Other benefits [K] |
|
|
|
13,371 |
[L] |
|
|
5,114 |
|
|
|
|
28,457 |
|
|
|
2,301 |
|
|
|
|
56,302 |
[L] |
|
|
43,691 |
|
|
|
|
5,157 |
|
|
|
5,114 |
|
|
|
|
17,513 |
|
|
|
3,856 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total emoluments in euro |
|
|
|
3,694,211 |
|
|
|
3,484,246 |
|
|
|
|
2,411,346 |
|
|
|
2,397,835 |
|
|
|
|
2,261,234 |
|
|
|
2,254,065 |
|
|
|
|
2,169,168 |
|
|
|
2,178,237 |
|
|
|
|
2,048,441 |
|
|
|
2,005,740 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total emoluments in US dollar |
|
|
|
4,672,739 |
|
|
|
4,331,484 |
|
|
|
|
3,050,066 |
|
|
|
2,986,152 |
|
|
|
|
2,860,192 |
|
|
|
2,802,170 |
|
|
|
|
2,743,740 |
|
|
|
2,707,903 |
|
|
|
|
2,591,035 |
|
|
|
2,479,632 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total emoluments in sterling |
|
|
|
2,518,173 |
|
|
|
2,383,129 |
|
|
|
|
1,643,703 |
|
|
|
1,637,486 |
|
|
|
|
1,541,378 |
|
|
|
1,541,719 |
|
|
|
|
1,478,621 |
|
|
|
1,489,855 |
|
|
|
|
1,396,327 |
|
|
|
1,368,847 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The aggregate amount of emoluments paid to or receivable by Executive Directors of Royal Dutch
Shell and other Shell Group companies for services in all capacities during the fiscal year ended
December 31, 2006, was 12,584,400 (2005: 12,320,123).
|
|
|
[A] |
|
The annual bonus figures are shown in the table in their related performance year and not in the following year in which they are paid. |
|
[B] |
|
Of which 50% will be deferred under the Deferred Bonus Plan. |
|
[C] |
|
Of which 40% will be deferred under the Deferred Bonus Plan. |
|
[D] |
|
Includes a representation allowance, the employers contribution to a health insurance plan and a car allowance. |
|
[E] |
|
Includes a representation allowance and the employers contribution to a health insurance plan. |
|
[F] |
|
Includes a representation allowance, school fees, the employers contribution to a health insurance plan, and tax compensation and reimbursements. |
|
[G] |
|
The tax compensation amounts reported in 2005 have been revised downwards to reflect actual amounts payable. |
|
[H] |
|
Includes a representation allowance, the employers contribution to a health insurance plan and school fees. |
|
[I] |
|
Includes a representation allowance, the employers contribution to a health insurance plan, a car allowance and the balance of a settling-in allowance. |
|
[J] |
|
The car benefit is stated at the value employed by the Fiscal Authorities in the
Netherlands for company-provided vehicles and based on the original purchase price. |
|
[K] |
|
Comprises social security premiums paid by the employer as well as a provision for company-provided transport for home to office commuting. |
|
[L] |
|
During their tenure with Shell Oil Company in the US, Jeroen van der Veer and Linda Cook received a one-time company-owned life insurance benefit, the
incremental value of which is included. |
Royal Dutch Shell plc 87
DIRECTORS REMUNERATION REPORT
LONG-TERM INCENTIVES
This section covers two programmes currently is use, namely: the Long-Term Incentive Plan
(LTIP) and the Deferred Bonus Plan (DBP). Details are also given of outstanding share options under
a prior share option plan.
Long-term incentives ensure a closer link between Executive Directors pay and the Shell Groups
performance compared to its peers. To this end relative Total Shareholder Return (TSR) is currently
regarded as the performance test that most closely aligns the interests of Executive Directors with
those of shareholders [A]. REMCO will assure itself that the underlying performance of
the Shell Group is satisfactory before releasing any conditional performance shares to Executive
Directors.
Where the oil major comparator group produces TSR results that are tightly clustered, REMCO will
retain discretion to adjust the level of shares released. In so doing, it may also withhold all, or
some, of the award if it considers that the performance of Royal Dutch Shell is inadequate. REMCO
will base such judgements on the achievement of the annual Shell Group Scorecard targets excluding
TSR over the performance period.
Our grant timing practice is that REMCO approves in advance an award date at the beginning of the
next relevant open period [B]. An internal review conducted during 2006 confirmed that
grant prices, including previously issued stock options [C], have at no time been set
retro-actively.
Although the rules of these long-term incentive plans allow for dilution, existing share capital
currently funds these plans.
With effect from January 1, 2007, the Dutch Corporate Income Tax denies deductibility of costs
related to share plans. Plans based on share price but settled in cash are not affected by the law
change. Implications for the existing share plans will be considered during 2007.
LONG-TERM INCENTIVE PLAN (LTIP)
Under the LTIP, an award of performance shares is made conditionally once a year. Awards will
have a face value [D] between zero and two and a half times base pay. Awards are subject
to performance over a period of at least three years after which they are released only if the
performance condition is met and if the participant remains in employment during the performance
period (subject to certain exceptions, including retirement).
The final value delivered to Executive Directors will depend on the TSR performance of Royal Dutch
Shell relative to the other major integrated oil companies. The current schedule is as follows:
|
|
|
TSR rank |
|
Final number of performance shares |
|
|
|
1st
|
|
2 x award |
2nd
|
|
1.5 x award |
3rd
|
|
0.8 x award |
4th or 5th
|
|
Nil |
|
|
|
[A] |
|
TSR is calculated using a 90 calendar day average of share prices around the beginning and end dates of the performance period. |
|
[B] |
|
At its meeting on January 31, 2006 REMCO (as the delegated authority of the RDS
Board) approved an LTIP award to be made on February 3, 2006. The number of shares
comprising the awards were established on February 3, 2006. At the same time in January,
REMCO also endorsed the principle of making DBP awards for an award date of May 5, 2006.
The value of these awards was subsequently confirmed at its meeting of March 7, 2006. For
2007, REMCO set the value for both LTIP and DBP awards on January 30, 2007 for a grant
date of February 2, 2007. |
|
[C] |
|
Option prices were determined at market value using an average price over the five
successive business days ending with and inclusive of the grant date, such averages being
rounded up to the nearest euro, cent or penny as applicable. |
|
[D] |
|
The face value of the conditional performance share award is the number of shares
multiplied by the share price at the time of the award. |
During 2006 the Chief Executive was made a conditional award of performance shares under the
LTIP with a face value of 2.4 times his base pay. The other Executive Directors were made a
conditional award of performance shares with a face value of 2.2 times their base pay. The actual
number of shares Executive Directors will receive in 2009 will depend on Royal Dutch Shells TSR
performance over the period 2006 to 2008.
In 2004, Executive Directors were granted a conditional award of performance shares under the
previous LTIP. The performance period was January 1, 2004 to December 31, 2006. As a result of
Shells performance against its peers, REMCO decided in January 2007, that none of these shares be
released. (For more details see the Long-Term Incentive Plan table on page 89).
For 2007 the level of the conditional performance awards has been retained at 2.4 times base pay
for the Chief Executive and 2.2 times base pay for the Executive Directors.
DEFERRED BONUS PLAN (DBP)
The Deferred Bonus Plan encourages share ownership by allowing Executive Directors to invest
part of their annual bonus in Royal Dutch Shell shares.
Under the Deferred Bonus Plan, Executive Directors can choose to invest up to 50% of their annual
bonus in deferred bonus shares. For the 2006 financial year Executive Directors were required to
defer a minimum of 25% of their bonus into deferred bonus shares.
Any dividends payable on these deferred bonus shares are accrued as dividend shares. Provided the
Executive Director remains employed by Shell for three years following the year in which the bonus
was earned, he or she will receive the value of one matching share for every four deferred bonus
and dividend shares. REMCO determined that an element of guaranteed share-matching remains
appropriate at this point to encourage share ownership. Additional performance-related matching
shares can be earned depending on the performance of the TSR of Royal Dutch Shell against the other
major integrated oil companies as follows:
|
|
|
|
|
TSR rank |
|
Number of performance-related matching shares |
|
|
(per every 4 deferred bonus shares) |
|
|
|
|
|
1st
|
|
|
3 |
|
2nd
|
|
|
2 |
|
3rd
|
|
|
1 |
|
4th or 5th
|
|
Nil |
|
The deferred bonus shares, dividend shares and matching shares are released three years after
the end of the year in which the annual bonus was earned.
In February 2007 DBP awards were made to Executive Directors, including additional matching shares.
(See also the Deferred Bonus Plan table on page 90 for more details).
88 Royal Dutch Shell plc
EXECUTIVE DIRECTORS LONG-TERM INCENTIVE INTERESTS
The tables below show the LTIP, the Deferred Bonus Plan, and the share options interests of
the Executive Directors in office during 2006.
|
|
|
LONG-TERM INCENTIVE PLAN (LTIP) (The information in this table has been audited) [A]
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Performance |
|
|
|
|
|
|
|
|
|
|
At Dec 31, |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
shares |
|
|
Dividend |
|
|
Released/ |
|
|
2006 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
conditionally |
|
|
shares |
|
|
(cancelled/ |
|
|
including |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
awarded |
|
|
accumulated |
|
|
lapsed) |
|
|
accumulated |
|
|
|
|
|
|
Start of |
|
|
End of |
|
Expected value |
|
|
|
|
|
|
At Jan 1, |
|
|
during |
|
|
from grant |
|
|
during |
|
|
dividend |
|
|
Market price at |
|
|
performance |
|
|
performance |
|
of performance |
|
Theoretical gains as at |
|
|
|
2006 |
|
|
the year |
|
|
date |
[B] |
|
the year |
|
|
shares |
|
|
date of award |
[C] |
|
period |
|
|
period |
|
shares award |
[D] |
Dec 31, 2006 |
[E] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Royal Dutch Shell plc Class A shares |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
|
|
|
|
|
|
$ |
|
|
Jeroen van der Veer [F] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
|
|
|
|
137,168 |
|
|
|
5,272 |
|
|
|
|
|
|
|
142,440 |
|
|
|
27.12 |
|
|
|
1/01/06 |
|
|
|
31/12/08 |
|
|
|
3,389,921 |
|
|
|
4,093,367 |
|
|
|
|
|
|
|
|
|
2005 |
|
|
145,199 |
|
|
|
|
|
|
|
6,897 |
|
|
|
|
|
|
|
152,096 |
|
|
|
25.62 |
|
|
|
1/01/05 |
|
|
|
31/12/07 |
|
|
|
|
|
|
|
|
|
|
|
0 |
|
|
|
0 |
|
2004 |
|
|
126,422 |
|
|
|
|
|
|
|
13,804 |
|
|
|
(140,226 |
) [G] |
|
|
|
|
|
|
20.65 |
|
|
|
1/01/04 |
|
|
|
31/12/06 |
|
|
|
|
|
|
|
|
|
|
|
0 |
|
|
|
0 |
|
|
Rob Routs [F] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
|
|
|
|
75,036 |
|
|
|
2,884 |
|
|
|
|
|
|
|
77,920 |
|
|
|
27.12 |
|
|
|
1/01/06 |
|
|
|
31/12/08 |
|
|
|
1,854,413 |
|
|
|
2,239,224 |
|
|
|
|
|
|
|
|
|
2005 |
|
|
79,430 |
|
|
|
|
|
|
|
3,773 |
|
|
|
|
|
|
|
83,203 |
|
|
|
25.62 |
|
|
|
1/01/05 |
|
|
|
31/12/07 |
|
|
|
|
|
|
|
|
|
|
|
0 |
|
|
|
0 |
|
2004 |
|
|
87,188 |
|
|
|
|
|
|
|
9,520 |
|
|
|
(96,708 |
) [G] |
|
|
|
|
|
|
20.65 |
|
|
|
1/01/04 |
|
|
|
31/12/06 |
|
|
|
|
|
|
|
|
|
|
|
0 |
|
|
|
0 |
|
|
Peter Voser [F] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
|
|
|
|
68,952 |
|
|
|
2,650 |
|
|
|
|
|
|
|
71,602 |
|
|
|
27.12 |
|
|
|
1/01/06 |
|
|
|
31/12/08 |
|
|
|
1,704,055 |
|
|
|
2,057,665 |
|
|
|
|
|
|
|
|
|
2005 |
|
|
72,989 |
|
|
|
|
|
|
|
3,467 |
|
|
|
|
|
|
|
76,456 |
|
|
|
25.62 |
|
|
|
1/01/05 |
|
|
|
31/12/07 |
|
|
|
|
|
|
|
|
|
|
|
0 |
|
|
|
0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Royal Dutch Shell plc Class B shares |
£ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
|
|
|
|
|
|
$ |
|
|
Malcolm Brinded [F] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
|
|
|
|
81,191 |
|
|
|
3,038 |
|
|
|
|
|
|
|
84,229 |
|
|
|
19.33 |
|
|
|
1/01/06 |
|
|
|
31/12/08 |
|
|
|
1,430,167 |
|
|
|
2,541,836 |
|
|
|
|
|
|
|
|
|
2005 |
|
|
87,381 |
|
|
|
|
|
|
|
4,033 |
|
|
|
|
|
|
|
91,414 |
|
|
|
18.40 |
|
|
|
1/01/05 |
|
|
|
31/12/07 |
|
|
|
|
|
|
|
|
|
|
|
0 |
|
|
|
0 |
|
2004 |
|
|
101,538 |
|
|
|
|
|
|
|
10,563 |
|
|
|
(112,101 |
) [G] |
|
|
|
|
|
|
13.88 |
|
|
|
1/01/04 |
|
|
|
31/12/06 |
|
|
|
|
|
|
|
|
|
|
|
0 |
|
|
|
0 |
|
|
Peter Voser |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2004 |
|
|
72,498 |
|
|
|
|
|
|
|
6,354 |
|
|
|
(78,852 |
) [H] |
|
|
|
|
|
|
15.03 |
|
|
|
1/01/04 |
|
|
|
31/12/06 |
|
|
|
|
|
|
|
|
|
|
|
0 |
|
|
|
0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Royal Dutch Shell plc Class A ADRs |
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
|
|
|
|
|
|
$ |
|
|
Linda Cook [F] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
|
|
|
|
34,798 |
|
|
|
1,291 |
|
|
|
|
|
|
|
36,089 |
|
|
|
64.89 |
|
|
|
1/01/06 |
|
|
|
31/12/08 |
|
|
|
|
|
|
|
2,057,686 |
|
|
|
|
|
|
|
|
|
2005 |
|
|
36,507 |
|
|
|
|
|
|
|
1,687 |
|
|
|
|
|
|
|
38,194 |
|
|
|
63.46 |
|
|
|
1/01/05 |
|
|
|
31/12/07 |
|
|
|
|
|
|
|
|
|
|
|
0 |
|
|
|
0 |
|
|
|
|
[A] |
|
Except for the values in the Expected value of the performance shares award and
Theoretical gains columns, which are unaudited. |
|
|
|
|
|
100% of the performance shares awarded post 2003 are subject to performance conditions. For
the 2004 award, the performance target was linked to relative TSR over three years. TSR was
measured relative to two separate groups of comparator companies. The first comparator
group consisted of the FTSE 20 together with the AEX 10 as at January 1, 2004. The second
comparator group consisted of the five major integrated oil companies. Half of each
conditional award was tested against the first group and half against the second group.
From 2005 the comparator group is limited to the five oil majors. Details of the 2006 LTIP
conditions can be found on page 88. |
|
|
|
|
|
Grant dates for the 2004, 2005 and 2006 awards were May 17, August 5 and February 2,
respectively. On November 11, 2004 a special award was made to Peter Voser who was appointed
during the year. |
|
|
|
[B] |
|
Dividend shares are performance related and accumulate each year at an assumed
notional LTIP award of 100% and dividend payment at 100%. Where an award is made dividend
shares will be awarded as if shares were held from the original date. |
|
[C] |
|
For awards made prior to 2005, the market price is based on the average share
price over a period of five trading days prior to and including the day on which the share
awards are made. For awards made in 2005 and 2006, the market price is the opening price
at the day of award. The market price of Royal Dutch Shell plc Class A and B shares is
established in euro and sterling, respectively. |
|
[D] |
|
The expected values of the conditional performance shares awards have been
calculated on the basis of a Monte Carlo pricing model provided by Towers Perrin.
Currently, the Monte Carlo model is considered the most appropriate way to value a plan
with a relative market condition and therefore the preferred best practice. This model
involves generating share prices and TSRs for each company in the peer group, based on
dividend yield and volatility, taking into account the correlations between shares and
dividends. It is used to define the probability for the shares to vest and establish share
price growth associated with different ranking positions. The expected value is calculated
as the value of the conditional award, discounted to reflect the probability of achieving
various rankings and adjusted to reflect correlation between share price growth and TSR
rankings. Risk of forfeiture is also taken into account. The expected value of the 2006
awards based on this approach is equal to 91% of the face value of the conditional awards. |
|
[E] |
|
Represents the value of the conditional shares awarded in previous years under the
LTIP at the end of the financial year, which is calculated by multiplying the fair market
value of the shares of Royal Dutch Shell, at December 31, 2006, by the number of shares
under the LTIP that would vest based on the achievement of the performance condition as
determined by TSR up to December 31, 2006. |
|
[F] |
|
On January 30, 2007, REMCO decided that in 2007, the Chief Executive be made a
conditional award of performance shares under the LTIP with a face value of 2.4 times his
base pay and the other Executive Directors be made a conditional award of performance
shares under the LTIP with a face value of 2.2 times their base pay. On February 2, 2007,
Jeroen van der Veer, Rob Routs and Peter Voser were awarded conditionally 156,202; 80,436
and 78,751 Royal Dutch Shell plc Class A shares, respectively. Malcolm Brinded was awarded
conditionally 91,730 Royal Dutch Shell plc Class B shares and Linda Cook was awarded
conditionally 39,378 Royal Dutch Shell plc Class A ADRs. |
|
[G] |
|
These conditional performance shares were awarded on May 7, 2004. The performance
period for these conditional performance shares was January 1, 2004 to December 31, 2006.
As a result of Shells performance against its peers, REMCO determined on January 30,
2007, to release zero shares. |
|
[H] |
|
These conditional performance shares were awarded on November 5, 2004. The
performance period for these conditional performance shares was January 1, 2004 to
December 31, 2006. As a result of Shells performance against its peers, REMCO determined
on January 30, 2007, to release zero shares. |
Royal Dutch Shell plc 89
DIRECTORS REMUNERATION REPORT
|
|
|
DEFERRED BONUS PLAN (DBP) (The information in this table has been audited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deferred |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total number |
|
|
|
Total number |
|
|
bonus |
|
|
|
|
|
|
Market price |
|
|
Dividend |
|
|
Average |
|
|
|
|
|
|
|
|
|
|
of shares |
|
|
|
of shares under |
|
|
shares |
|
|
Matching shares |
|
|
of deferred |
|
|
shares |
|
|
market price |
|
|
|
|
|
|
Released/ |
|
|
under award |
|
|
|
award as at |
|
|
awarded |
|
|
conditionally |
|
|
bonus shares |
|
|
accrued |
|
|
of dividend |
|
|
Share |
|
|
(lapsed) |
|
|
as at |
|
|
|
Jan 1, |
|
|
during |
|
|
awarded |
|
|
and matching |
|
|
during |
|
|
shares paid |
|
|
price at date |
|
|
during |
|
|
Dec 31, |
|
|
|
2006 |
|
|
the year |
[A] |
|
during the year |
|
|
shares at award |
[B] |
|
the year |
[C] |
|
during the year |
[D] |
|
of release |
|
|
the year |
|
|
2006 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Royal Dutch Shell plc Class A shares |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
[E] |
|
|
|
|
|
|
|
[E] |
|
|
|
[E] |
|
|
|
|
|
|
|
|
|
Jeroen van der Veer |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 award |
|
|
|
|
|
|
35,459 |
|
|
|
8,865 |
|
|
|
27.32 |
|
|
|
1,301 |
|
|
|
25.83 |
|
|
|
|
|
|
|
|
|
|
|
45,625 |
|
2005 award |
|
|
33,220 |
|
|
|
|
|
|
|
|
|
|
|
25.62 |
|
|
|
1,277 |
|
|
|
25.88 |
|
|
|
|
|
|
|
|
|
|
|
34,497 |
|
2003 award [F] |
|
|
38,407 |
|
|
|
|
|
|
|
|
|
|
|
18.33 |
|
|
|
|
|
|
|
|
|
|
|
25.95 |
|
|
|
38,407 |
|
|
|
|
|
|
Malcolm Brinded |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2003 award [G] |
|
|
22,062 |
|
|
|
|
|
|
|
|
|
|
|
18.33 |
|
|
|
|
|
|
|
|
|
|
|
25.95 |
|
|
|
22,062 |
|
|
|
|
|
|
Peter Voser |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 award |
|
|
|
|
|
|
9,722 |
|
|
|
2,431 |
|
|
|
27.32 |
|
|
|
356 |
|
|
|
25.83 |
|
|
|
|
|
|
|
|
|
|
|
12,509 |
|
|
Royal Dutch Shell plc Class B shares |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
£ |
[E] |
|
|
|
|
|
|
£ |
[E] |
|
|
£ |
[E] |
|
|
|
|
|
|
|
|
|
Malcolm Brinded |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 award |
|
|
|
|
|
|
23,046 |
|
|
|
5,762 |
|
|
|
19.54 |
|
|
|
829 |
|
|
|
17.90 |
|
|
|
|
|
|
|
|
|
|
|
29,637 |
|
2005 award |
|
|
21,733 |
|
|
|
|
|
|
|
|
|
|
|
18.40 |
|
|
|
813 |
|
|
|
18.07 |
|
|
|
|
|
|
|
|
|
|
|
22,546 |
|
Awards made in 2003, 2005 and 2006 refer to the portion of the 2002, 2004 and 2005 annual
bonus, respectively, which was deferred and the related accrued dividends and matching shares.
Deferred bonus share awards resulting from deferral of the 2006 bonus were awarded in 2007 and
disclosed below. There was no bonus paid with respect to the 2003
performance year, normally paid in 2004.
Deferred bonus share awards resulting from the deferral of their 2006 bonuses were made on February
2, 2007. Jeroen van der Veer, Malcolm Brinded, Linda Cook and Peter Voser elected to defer 50%. Rob
Routs elected to defer 40% of his bonus. These elections resulted in share awards as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deferred |
|
|
Matching |
|
|
Total number |
|
|
|
|
|
|
|
|
shares |
|
|
shares |
|
|
of shares awarded |
|
|
|
|
Jeroen van der Veer |
|
Royal Dutch Shell plc Class A shares |
|
|
39,050 |
|
|
|
9,762 |
|
|
|
48,812 |
|
|
|
|
|
Malcolm Brinded |
|
Royal Dutch Shell plc Class B shares |
|
|
25,017 |
|
|
|
6,254 |
|
|
|
31,271 |
|
|
|
|
|
Linda Cook |
|
Royal Dutch Shell plc Class ADRs |
|
|
10,740 |
|
|
|
2,685 |
|
|
|
13,425 |
|
|
|
|
|
Rob Routs |
|
Royal Dutch Shell plc Class A shares |
|
|
17,550 |
|
|
|
4,387 |
|
|
|
21,937 |
|
|
|
|
|
Peter Voser |
|
Royal Dutch Shell plc Class A shares |
|
|
21,477 |
|
|
|
5,369 |
|
|
|
26,846 |
|
|
|
|
|
|
|
|
[A] |
|
Representing the proportion of the annual bonus that has been deferred and
converted into notional share entitlements (deferred bonus shares), in which there is no
beneficial ownership. The value of these deferred bonus shares is also included in the
annual bonus figures in the Earnings of Executive Directors table on page 87. |
|
[B] |
|
For awards made prior to 2005, the market price was based on the average share
price over a period of five trading days prior to and including the day on which the share
awards are made. For awards made after 2005, the market price is the closing price at the
day of award. |
|
[C] |
|
Representing dividends paid during the year on the number of shares equal to the
deferred bonus shares awarded, and also matching shares on those dividend shares. |
|
[D] |
|
For awards made prior to 2005, the market price shown was the average at the date
of the quarterly dividends paid during the year. For Royal Dutch Shell plc Class A shares,
these were
25.78,24.84,26.20 and 26.73, respectively. For Royal
Dutch Shell plc Class B
shares, these were £18.49, £17.69, £18.33 and £18.24, respectively. For awards made from
2005, the market price was the share price at the day of award of the dividends. For Royal
Dutch Shell plc Class A shares these
were 26.06,
24.73,
26.04 and 26.71.
For Royal Dutch
Shell plc Class B shares these were 18.58,
17.58, 18.03 and 18.08, respectively. |
|
[E] |
|
The market price of Royal Dutch Shell plc Class A and B shares is established in
euro and sterling, respectively. |
|
[F] |
|
The 2003 award of Jeroen van der Veer was awarded on March 4, 2003, and released
on February 6, 2006, including 12,803 additional matching shares. The award was subject to
Dutch withholding tax and the net number of shares delivered to him on February 15, 2006
was 19,339. |
|
[G] |
|
The 2003 award of Malcolm Brinded was awarded on March 4, 2003, and released on
February 16, 2006, including 7,354 additional matching shares. The award
was subject to Dutch and UK withholding tax and the net number of shares delivered to him
on February 16, 2006 was 14,432. |
90 Royal Dutch Shell plc
|
|
|
SHARE OPTIONS (The information in this table has been audited) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
options |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
exercised |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Realised |
|
|
|
At Jan 1, |
|
|
during |
|
|
At Dec 31, |
|
|
|
|
|
|
Exercisable |
|
|
|
|
|
|
Realisable gains, |
|
|
gains on share |
|
|
|
2006 |
|
|
the year |
|
|
2006 |
|
|
Grant price |
[A] |
|
from date |
|
|
Expiry date |
|
|
as at Dec 31, 2006 |
[B] |
|
options exercised |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Options Royal Dutch Shell plc Class A shares |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
|
|
|
|
|
|
$ |
|
|
Jeroen van der Veer |
|
|
81,700 |
|
|
|
40,000 |
|
|
|
41,700 |
|
|
|
20.58 |
|
|
|
22.12.01 |
|
|
|
21.12.08 |
|
|
|
256,083 |
|
|
|
337,061 |
|
|
|
286,843 |
|
|
|
365,731 |
[C] |
|
|
|
67,500 |
|
|
|
|
|
|
|
67,500 |
|
|
|
29.77 |
|
|
|
23.03.03 |
|
|
|
22.03.10 |
|
|
|
0 |
|
|
|
0 |
|
|
|
|
|
|
|
|
|
|
|
|
80,000 |
|
|
|
|
|
|
|
80,000 |
|
|
|
31.30 |
|
|
|
26.03.04 |
|
|
|
25.03.11 |
|
|
|
0 |
|
|
|
0 |
|
|
|
|
|
|
|
|
|
|
|
|
105,000 |
|
|
|
|
|
|
|
105,000 |
|
|
|
31.05 |
|
|
|
21.03.05 |
|
|
|
20.03.12 |
|
|
|
0 |
|
|
|
0 |
|
|
|
|
|
|
|
|
|
|
|
|
300,000 |
|
|
|
|
|
|
|
300,000 |
|
|
|
18.41 |
|
|
|
19.03.06 |
|
|
|
18.03.13 |
|
|
|
2,494,500 |
|
|
|
3,283,316 |
|
|
|
|
|
|
|
|
|
|
|
|
300,000 |
|
|
|
|
|
|
|
300,000 |
|
|
|
20.65 |
|
|
|
07.05.07 |
|
|
|
06.05.14 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Malcolm Brinded |
|
|
50,000 |
|
|
|
|
|
|
|
50,000 |
|
|
|
31.05 |
|
|
|
21.03.05 |
|
|
|
20.03.12 |
|
|
|
0 |
|
|
|
0 |
|
|
|
|
|
|
|
|
|
|
|
|
230,000 |
|
|
|
|
|
|
|
230,000 |
|
|
|
18.41 |
|
|
|
19.03.06 |
|
|
|
18.03.13 |
|
|
|
1,912,450 |
|
|
|
2,517,209 |
|
|
|
|
|
|
|
|
|
|
Linda Cook |
|
|
212,600 |
|
|
|
|
|
|
|
212,600 |
|
|
|
21.34 |
|
|
|
05.11.07 |
|
|
|
04.11.14 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Rob Routs |
|
|
40,000 |
|
|
|
40,000 |
|
|
|
|
|
|
|
20.58 |
|
|
|
22.12.01 |
|
|
|
21.12.08 |
|
|
|
0 |
|
|
|
0 |
|
|
|
287,643 |
|
|
|
366,751 |
[C] |
|
|
|
36,000 |
|
|
|
|
|
|
|
36,000 |
|
|
|
29.77 |
|
|
|
23.03.03 |
|
|
|
22.03.10 |
|
|
|
0 |
|
|
|
0 |
|
|
|
|
|
|
|
|
|
|
|
|
50,000 |
|
|
|
|
|
|
|
50,000 |
|
|
|
31.05 |
|
|
|
21.03.05 |
|
|
|
20.03.12 |
|
|
|
0 |
|
|
|
0 |
|
|
|
|
|
|
|
|
|
|
|
|
98,800 |
|
|
|
|
|
|
|
98,800 |
|
|
|
18.41 |
|
|
|
19.03.06 |
|
|
|
18.03.13 |
|
|
|
821,522 |
|
|
|
1,081,305 |
|
|
|
|
|
|
|
|
|
|
|
|
100,132 |
|
|
|
|
|
|
|
100,132 |
|
|
|
20.48 |
|
|
|
19.08.06 |
|
|
|
18.08.13 |
|
|
|
625,324 |
|
|
|
823,066 |
|
|
|
|
|
|
|
|
|
|
|
|
230,000 |
|
|
|
|
|
|
|
230,000 |
|
|
|
20.65 |
|
|
|
07.05.07 |
|
|
|
06.05.14 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Options Royal Dutch Shell plc Class B shares |
|
|
|
|
|
|
£ |
|
|
|
|
|
|
|
|
|
|
|
£ |
|
|
|
$ |
|
|
|
£ |
|
|
|
$ |
|
|
Malcolm Brinded |
|
|
10,774 |
|
|
|
|
|
|
|
10,774 |
|
|
|
15.28 |
|
|
|
11.12.00 |
|
|
|
10.12.07 |
|
|
|
28,245 |
|
|
|
55,388 |
|
|
|
|
|
|
|
|
|
|
|
|
39,996 |
|
|
|
|
|
|
|
39,996 |
|
|
|
12.63 |
|
|
|
22.12.01 |
|
|
|
21.12.08 |
|
|
|
210,642 |
|
|
|
413,069 |
|
|
|
|
|
|
|
|
|
|
|
|
52,797 |
|
|
|
|
|
|
|
52,797 |
|
|
|
17.58 |
|
|
|
23.03.03 |
|
|
|
22.03.10 |
|
|
|
17,137 |
|
|
|
33,605 |
|
|
|
|
|
|
|
|
|
|
|
|
4,022 |
|
|
|
|
|
|
|
4,022 |
|
|
|
19.59 |
|
|
|
13.11.03 |
|
|
|
12.11.10 |
|
|
|
0 |
|
|
|
0 |
|
|
|
|
|
|
|
|
|
|
|
|
39,968 |
|
|
|
|
|
|
|
39,968 |
|
|
|
19.21 |
|
|
|
26.03.04 |
|
|
|
25.03.11 |
|
|
|
0 |
|
|
|
0 |
|
|
|
|
|
|
|
|
|
|
|
|
229,866 |
|
|
|
|
|
|
|
229,866 |
|
|
|
13.89 |
|
|
|
07.05.07 |
|
|
|
06.05.14 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Peter Voser |
|
|
229,866 |
|
|
|
|
|
|
|
229,866 |
|
|
|
15.04 |
|
|
|
05.11.07 |
|
|
|
04.11.14 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Options Royal Dutch Shell plc Class A ADRs |
|
|
|
|
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
|
|
|
|
|
|
$ |
|
|
Linda Cook |
|
|
13,087 |
|
|
|
13,087 |
|
|
|
|
|
|
|
54.31 |
|
|
|
05.03.99 |
|
|
|
05.03.08 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
163,752 |
[C] |
|
|
|
23,000 |
|
|
|
23,000 |
|
|
|
|
|
|
|
43.50 |
|
|
|
04.03.00 |
|
|
|
04.03.09 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
541,701 |
[C] |
|
|
|
45,000 |
[D] |
|
|
|
|
|
|
45,000 |
|
|
|
52.08 |
|
|
|
01.03.01 |
|
|
|
01.03.10 |
|
|
|
|
|
|
|
841,950 |
|
|
|
|
|
|
|
|
|
|
|
|
2,175 |
[D] |
|
|
|
|
|
|
2,175 |
|
|
|
56.34 |
|
|
|
21.04.01 |
|
|
|
21.04.10 |
|
|
|
|
|
|
|
31,429 |
|
|
|
|
|
|
|
|
|
|
|
|
43,750 |
[D] |
|
|
|
|
|
|
43,750 |
|
|
|
60.75 |
|
|
|
08.03.02 |
|
|
|
07.03.11 |
|
|
|
|
|
|
|
439,250 |
|
|
|
|
|
|
|
|
|
|
|
|
35,000 |
[D] |
|
|
|
|
|
|
35,000 |
|
|
|
54.35 |
|
|
|
21.03.03 |
|
|
|
20.03.12 |
|
|
|
|
|
|
|
575,400 |
|
|
|
|
|
|
|
|
|
|
|
|
70,500 |
[D] |
|
|
|
|
|
|
70,500 |
|
|
|
40.64 |
|
|
|
19.03.04 |
|
|
|
18.03.13 |
|
|
|
|
|
|
|
2,125,575 |
|
|
|
|
|
|
|
|
|
Shell suspended share option grants in 2005 in favour of conditional share awards under the
LTIP and the DBP (see page 88). The share options listed above relate to Royal Dutch Shell shares
and have a 10 year term.
The euro-based options are not exercisable within three years of grant; the US dollar based options
vest in equal tranches over
three years.
The price range of the Royal Dutch Shell plc Class A shares listed at the Euronext Exchange during
the year was 24.32 to 28.53 and the market price at the year end was 26.72. The price range of
the Royal Dutch Shell plc Class B shares listed at the London Stock Exchange during the year was
£16.86 to £20.71 and the market price at year end was £17.90. The price range of the Royal Dutch
Shell plc Class A ADRs listed at the NYSE during the year was $60.17 to $72.38 and the market price
at year end was $70.79.
|
|
|
[A] |
|
The grant price is the average of the opening and closing share prices over a
period of five trading days prior to and including the day on which the options are
granted (not at a discount). The market price of Royal Dutch Shell plc Class A and B
shares is established in euro and sterling, respectively. |
|
[B] |
|
Represents the value of unexercised share options granted in previous years at the
end of the financial year, calculated by taking the difference between the grant price of
the option and the fair market value of the shares of Royal Dutch Shell at December 31,
2006, multiplied by the number of shares under option at December 31, 2006. The actual
gain realised, if any, will depend on the market price of the Royal Dutch Shell shares at
the time of exercise. |
|
[C] |
|
The market prices of share options exercised during 2006 by Jeroen van der Veer,
Rob Routs and Linda Cook were 27.75, 27.77 and $66.19, respectively. |
|
[D] |
|
During her employment with the Shell Group and prior to her appointment as Chief
Executive Officer of Shell Canada Limited, Linda Cook was awarded US dollar-based options
and Stock Appreciation Rights. |
Royal Dutch Shell plc 91
DIRECTORS REMUNERATION REPORT
ALL-EMPLOYEE SHARE SCHEMES
Executive Directors are currently not eligible to participate in the Global Employee Share
Purchase Plan or in any of the all-employee share plans in their home countries.
SHAREHOLDINGS
Executive Directors are expected to build up shareholdings to the value of two times their
base pay over five years. Until the targets are met, they are required to retain 50% of the shares
received through the release of LTIP awards and matching shares under the Deferred Bonus Plan
granted in 2005 onwards. Once the targets have been met, they are required to hold the shares and
maintain that level for the full period of their appointment as Executive Directors.
You can find details of Directors shareholdings on page 76.
PERFORMANCE GRAPHS
The graphs below compare, on the basis required by Schedule 7A of the Companies Act 1985, the
TSR of Royal Dutch Shell and that of the companies comprising the Euronext 100 share index and the
FTSE 100 share index. The first graph provides a comparison of Royal Dutch shares and subsequently
Royal Dutch Shell plc Class A shares as listed at the Euronext Exchange over the five year period
from 2002 to 2006 versus the Euronext 100 share index. The second graph presents a comparison of
Royal Dutch Shell plc Class A shares as listed at the Euronext Exchange from July 20, 2005 to the
Euronext 100 share index. The third graph shows the comparison for the Shell Transport shares and
subsequently Royal Dutch Shell plc Class B shares as listed at the London Stock Exchange over the
five year period from 2002 to 2006 versus the FTSE 100 share index. The fourth graph provides a
comparison of Royal Dutch Shell plc Class B shares as listed at the London Stock Exchange from July
20, 2005 to the FTSE 100 share index. The Board regards the Euronext 100 and the FTSE 100 share
indices as an appropriate broad market equity index for comparison, as they are the leading market
indices in Royal Dutch Shells home markets.
92 Royal Dutch Shell plc
PENSION AND BENEFITS
PENSION POLICY
Retirement benefit arrangements for Executive Directors are based on local market practices
and the overall value of the remuneration package necessary to attract and retain high-calibre
individuals. Cost, affordability, sustainability, sharing of investment risks and local legislation
are taken into account in the design and execution of these arrangements.
EXECUTIVE DIRECTORS PENSION PLANS
The Executive Directors are members of the plans as summarised in the table below. Under
these arrangements only base pay is pensionable except in relation to Linda Cook. In line with
standard US market practice, under the US plans Linda Cooks annual bonus is also pensionable.
Contribution rates for Executive Directors are the same as for other employees under these plans.
Contributions to these funds are based on the advice of actuaries. Under the US defined benefit
plans employee contributions are not required.
|
|
|
EXECUTIVE DIRECTOR |
|
PENSION PLAN |
|
|
|
Jeroen van der Veer |
|
|
Rob Routs
|
|
The Stichting Shell Pensioenfonds (SSPF) |
|
Malcolm Brinded
|
|
The Shell Contributory Pension Fund
(SCPF) for his
past service in the UK
Shell Supplementary Pension Plan (SSPP) for his past
service in the UK
The Shell Overseas Contributory Pension Fund (SOCPF)
for his past and current service outside the UK |
|
Linda Cook
|
|
The Shell Pension Plan (SPP)
The US Senior Staff Pension Plan (US SSPP)
The Shell Provident Fund for US employees (SPF)
The Shell Pay Deferral Investment Fund for US
employees (SPDIF)
The Senior Executive Group Deferral Plan (SEGDP)
The Senior Staff Savings Fund (SSSF) |
|
Peter Voser
|
|
The Shell Swiss Expatriate Pension Fund (SSEPF) is to be
merged with the Pensionsfonds der Shell (Switzerland)
(PFdSS) |
The Board decided to depart from a policy of mandatory retirement at a particular age for Executive
Directors. REMCO will agree retirement schedules with Executive Directors to retire as appropriate
to plan effective executive leadership succession, taking into account applicable legislation and
the individuals preferences.
With effect from January 1, 2006, the SSPF plan was adjusted in line with legal requirements
to make provision for the revised pensionable age of 65. Fiscal regulations no longer provide
facilities for future accrual of pension benefits payable under age 65 except for employees born
before 1950. Pension entitlements already accrued up to December 31, 2005 may be used for payments
before age 65 without actuarial reduction.
In April 2006 the UK introduced new statutory limits on future tax-advantaged pension accrual for
employees with UK pension benefits. The SSPP is an unfunded, employer sponsored retirement benefit
scheme in which Malcolm Brinded participates in respect of growth in his past service entitlements
with the SCPF. His SOCPF benefits remain unaffected by the UK legislation.
The pension plan of the SSEPF will be retroactively merged into the PFdSS backdated to January 1,
2006. The merger will have no impact on the benefits of the member, or on the contributions for the
member or the sponsor. Changes to Swiss pension law introducing a cap on insured benefits from
January 1, 2006 have led to a surplus in accrued rights for Peter Voser to the value of CHF
2,121,537. In order to continue to offer Peter Voser similar retirement benefits as the other
Executive Directors, a supplementary pension plan will be established which will deliver the
balance of pension in retirement.
Royal Dutch Shell plc 93
DIRECTORS REMUNERATION REPORT
These plans offer the following benefits:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Plan retirement date |
|
|
|
Surviving |
|
Death-in-service |
|
2006 employer |
|
2006 employee |
Pension plan |
|
Plan type |
|
for Executive Directors |
|
Maximum pension |
|
dependent benefit |
|
benefit |
|
contribution |
|
contribution |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SSPF |
|
Defined Benefit |
|
Target age 65, but staff may elect to retire from age 55, with actuarial reduction in benefit |
|
Target after 40 years 2/3 of final pensionable salary, fiscal maximum of 100% if serving longer |
|
Provision for 70% of actual or prospective pension |
|
N/A (Lump sum of 2 x annual base pay provided by the company) |
|
20% |
|
2% of pensionable salary up to premium threshold and 8% above premium threshold |
|
SCPF |
|
Defined Benefit |
|
June 30 following 60th birthday |
|
2/3 of final remuneration (from April 6, 2006 limited to the Life-Time Allowance maximum or personal lifetime allowance) |
|
60% of actual or prospective pension |
|
Lump sum of 3 x annual pensionable base pay |
|
17.7% |
|
2% of relevant earnings < £30,000 and 6% of relevant earnings in excess of £30,000 |
|
SSPP |
|
Defined Benefit (unfunded) |
|
June 30 following 60th birthday |
|
Provision of benefits in excess of the legally prescribed maxima that would otherwise be payable from the SCPF |
|
Provision of dependent benefits in excess of the legally prescribed maxima that would otherwise be payable from the SCPF |
|
Provision of death benefits in excess of the legally prescribed maxima that would otherwise be payable from the SCPF |
|
N/A |
|
N/A |
|
SOCPF |
|
Defined Benefit |
|
June 30 following 60th birthday |
|
No maximum; accrual is 1/54 x years of service x pensionable salary |
|
60% of actual or prospective pension |
|
Lump sum of 3 x annual pensionable base salary |
|
55% |
|
2% of relevant earnings ≤
£30,000 and 6% of relevant earning in excess of £30,000 |
|
SPP |
|
Defined Benefit |
|
Provisions allow for retirement at age 60 |
|
No maximum; accrual is 1.6% x years of service x average final compensation with early age discounts before age 60 |
|
Post retirement: 50% of actual. In
service: 100% of prospective (with actuarial reduction) |
|
N/A |
|
Currently no funding required |
|
N/A |
|
US SSPP |
|
Defined Benefit |
|
N/A |
|
No maximum. If eligible, up to a maximum of an additional 5 years
of age and service |
|
Post retirement: 50% of actual. In
service: 100% of prospective
(with actuarial reduction) |
|
N/A |
|
N/A |
|
N/A |
|
SPF |
|
Savings plan |
|
N/A |
|
Dependent on total contributions and earnings in plan |
|
Account balance |
|
N/A |
|
After 1 year of participation: 2.5%; after 6 years: 5%; after 9 years: 10% |
|
Voluntary |
|
SPDIF |
|
Savings plan |
|
N/A |
|
Dependent on total contributions and earnings in plan |
|
Account balance |
|
N/A |
|
N/A |
|
Voluntary contributions up to $15,000 p.a.; higher if employee is 50 years of age or older |
|
SEGDP |
|
Savings plan |
|
N/A |
|
Dependent on total contributions and earnings in plan |
|
Account balance |
|
N/A |
|
10% of pensionable earnings for amounts that exceed US regulation for employer contributions to SPF |
|
Voluntary |
|
SSSF |
|
Savings plan |
|
N/A |
|
Dependent on total contributions and earnings in plan |
|
Account balance |
|
N/A |
|
N/A |
|
N/A |
|
SSEPF |
|
Defined Benefit |
|
June 30 following 60th birthday |
|
63% of final remuneration capped at CHF 774,000 |
|
70% of prospective pension |
|
Lump sum of 2 x annual base pay provided by the company |
|
10% |
|
10% |
94 Royal Dutch Shell plc
EXECUTIVE DIRECTORS PENSION INTERESTS
During 2006, Jeroen van der Veer, Malcolm Brinded, Linda Cook, Rob Routs and Peter Voser
accrued retirement benefits under defined benefit plans. In 2006, Linda Cook also accrued
retirement benefits under defined contribution schemes. Executive Directors accrued pension
benefits during 2006 as detailed in the following table which is stated both in the local currency
in which the interests are accrued and in US dollars. The transfer
values are calculated using the
cash equivalent transfer value method in accordance with Actuarial Guidance Note 11 (GN11).
The assumptions used to calculate transfer values from the relevant schemes under GN11 changed from
January 1, 2006. While these assumptions impacted the 2005 accrued values for Malcolm Brinded this
has no further impact on his subsequent valuations, nor on other Executive Directors.
|
|
|
PENSIONS (The information in this table has been audited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accrued pension |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accrued pension |
|
|
|
|
At Dec 31, 2006 |
|
|
|
Increase over the year [A] |
|
|
|
Increase over the year |
|
|
|
|
|
|
|
|
|
|
|
|
(excluding inflation) [A] |
|
Thousands |
|
|
|
|
|
$ |
|
|
|
|
|
|
$ |
|
|
|
|
|
|
$ |
|
Jeroen van der Veer |
|
|
|
1,064.00 |
|
|
|
1,400.46 |
|
|
|
|
118.00 |
|
|
|
149.26 |
|
|
|
|
104.00 |
|
|
|
131.55 |
|
Rob Routs [B] |
|
|
|
591.00 |
|
|
|
777.89 |
|
|
|
|
55.00 |
|
|
|
69.57 |
|
|
|
|
47.00 |
|
|
|
59.45 |
|
Thousands |
|
|
|
£ |
|
|
|
$ |
|
|
|
|
£ |
|
|
|
$ |
|
|
|
|
£ |
|
|
|
$ |
|
Malcolm Brinded [C] |
|
|
|
462.18 |
|
|
|
906.33 |
|
|
|
|
22.82 |
|
|
|
42.27 |
|
|
|
|
3.49 |
|
|
|
6.46 |
|
Thousands |
|
|
|
|
|
|
|
$ |
|
|
|
|
|
|
|
|
$ |
|
|
|
|
|
|
|
|
$ |
|
Linda Cook [D] |
|
|
|
|
|
|
|
789.43 |
|
|
|
|
|
|
|
|
210.59 |
|
|
|
|
|
|
|
|
195.89 |
|
Thousands |
|
|
CHF |
|
|
|
$ |
|
|
|
CHF |
|
|
|
$ |
|
|
|
CHF |
|
|
|
$ |
|
Peter Voser [E] |
|
|
|
613.20 |
|
|
|
502.39 |
|
|
|
|
86.58 |
|
|
|
69.32 |
|
|
|
|
83.42 |
|
|
|
66.79 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Transfer value of accrued benefits |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Transfer values of accrued benefits |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase in accrued |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase over |
|
|
|
pension over the |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
the year less |
|
|
|
year (excluding inflation) |
|
|
|
|
At Dec 31, 2006 |
|
|
|
At Dec 31, 2005 [A] |
|
|
|
Directors contribution [A] |
|
|
|
less Directors contribution |
|
Thousands |
|
|
|
|
|
$ |
|
|
|
|
|
|
$ |
|
|
|
|
|
|
$ |
|
|
|
|
|
|
$ |
|
Jeroen van der Veer |
|
|
|
15,757.00 |
|
|
|
20,739.71 |
|
|
|
|
13,406.00 |
|
|
|
15,889.53 |
|
|
|
|
2,225.00 |
|
|
|
2,814.36 |
|
|
|
|
1,458.00 |
|
|
|
1,844.20 |
|
Rob Routs [B] |
|
|
|
8,543.00 |
|
|
|
11,244.48 |
|
|
|
|
7,778.00 |
|
|
|
9,218.92 |
|
|
|
|
694.00 |
|
|
|
877.83 |
|
|
|
|
276.00 |
|
|
|
349.11 |
|
Thousands |
|
|
|
£ |
|
|
|
$ |
|
|
|
|
£ |
|
|
|
$ |
|
|
|
|
£ |
|
|
|
$ |
|
|
|
|
£ |
|
|
|
$ |
|
Malcolm Brinded [C] |
|
|
|
10,760.90 |
|
|
|
21,102.12 |
|
|
|
|
7,832.10 |
|
|
|
13,526.94 |
|
|
|
|
2,885.80 |
|
|
|
5,345.08 |
[F] |
|
|
|
38.30 |
|
|
|
70.94 |
[G] |
Thousands |
|
|
|
|
|
|
|
$ |
|
|
|
|
|
|
|
|
$ |
|
|
|
|
|
|
|
|
$ |
|
|
|
|
|
|
|
|
$ |
|
Linda Cook [D] |
|
|
|
|
|
|
|
4,566.08 |
|
|
|
|
|
|
|
|
3,218.87 |
|
|
|
|
|
|
|
|
1,347.21 |
|
|
|
|
|
|
|
|
1,133.01 |
|
Thousands |
|
|
CHF |
|
|
|
$ |
|
|
|
CHF |
|
|
|
$ |
|
|
|
CHF |
|
|
|
$ |
|
|
|
CHF |
|
|
|
$ |
|
Peter Voser [E] |
|
|
|
6,279.78 |
|
|
|
5,145.02 |
|
|
|
|
5,185.10 |
|
|
|
3,948.97 |
|
|
|
|
1,026.50 |
|
|
|
821.96 |
|
|
|
|
786.08 |
|
|
|
629.44 |
|
|
|
|
[A] |
|
Includes an accrued pension increase and a movement in the exchange rate between the euro, sterling, Swiss Franc and the US dollar over the period disclosed. |
|
[B] |
|
The pension values for Rob Routs are based on a planned retirement date of December 31, 2008. |
|
[C] |
|
Malcolm Brinded elected to have his benefits in the SCPF restricted to the
lifetime allowance with any excess provided from an unfunded defined benefit scheme
(SSPP). This promise of delivery is contained within the aggregate values presented in the
table and is therefore not disclosed separately. |
|
[D] |
|
In respect of Linda Cook, the company contributed $238,430 to the Shell Provident
Fund for US employees (SPF) and the Senior Executive Group Deferral Plan
(SEGDP), both of which are defined contribution plans. |
|
[E] |
|
Peter Vosers pension values exclude the Swiss salary cap ruling introduced from
January 1, 2006, the impact of which has reduced his defined benefit pension from CHF
526,625 to CHF 311,148 as at January 1, 2006. The transfer value of the capped pension was
CHF 3,063,563. To offset this reduction his individual savings account was credited with a
lump sum contribution of CHF 2,121,537.
As at December 31, 2006, his capped defined benefit pension is CHF 325,080 and the transfer
value in respect of this benefit is CHF 3,313,280. The balance on his individual savings
account has increased accordingly to CHF 2,206,399. |
|
[F] |
|
The increase in Malcolm Brindeds transfer value over the year is attributed to
changes in the underlying assumptions implemented by the Trustees of the SOCPF and SCPF on
March 1, 2006. Amongst others, a revision to the mortality rates and lowered long-term
discount rates increased his transfer value by approximately 22%. |
|
[G] |
|
The increase in accrued pension over the year is attributable largely to a below
inflation salary increase. |
Royal Dutch Shell plc 95
DIRECTORS REMUNERATION REPORT
BENEFITS AND PERQUISITES POLICY
Executive Directors occupational and other benefits as well as perquisites are established
in line with those for senior executives and regular employees on the basis of local market
practices. Executive Directors are not eligible for the life cycle savings scheme which was
introduced for Shell employees working in the Netherlands on January 1, 2006. Personal loans or
guarantees are not granted to Executive Directors. Executive Directors expenses are audited
internally and reviewed by REMCO on a regular basis. In line with best practice an Expenses Policy
was approved by REMCO during 2006.
2006 TOTAL COMPENSATION
Executive Directors remuneration policy and actual compensation decisions are based on the
levels of target total direct compensation set by REMCO.
TARGET TOTAL DIRECT COMPENSATION
Target total direct compensation comprises base pay plus annual bonus plus the expected value
of long-term incentives, and it excludes pension, benefits and perquisites. REMCO bases its policy
and actual remuneration decisions on target total direct compensation levels that the Executive
Directors are expected to receive if the expected values of each incentive are realised. The 2006
target total direct compensation levels are shown in the table below.
These numbers are used only to assist decision making. The actual amount of total compensation
Executive Directors will realise in any year will depend on the Shell Group scorecard performance
in the year under review. It will also depend on the performance and market price of the Royal
Dutch Shell shares at the time of release of the LTIP and DBP awards at the end of the performance
period of these awards. However, REMCO endorses these on-target levels of total direct compensation
and the underlying expected performance of Executive Directors.
|
|
|
TARGET TOTAL DIRECT COMPENSATION OF EXECUTIVE DIRECTORS IN OFFICE AS AT JULY 1, 2006 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Base pay |
|
|
On-target bonus |
[A][B] |
|
On-target LTIP |
[C] |
|
On-target DBP |
[D] |
|
Total |
|
|
Total $ |
|
|
Total £ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Jeroen van der Veer |
|
|
1,700,000 |
|
|
|
1,700,000 |
|
|
|
3,720,144 |
|
|
|
465,367 |
|
|
|
7,585,511 |
|
|
|
9,594,769 |
|
|
|
5,170,690 |
|
|
Malcolm Brinded |
|
|
1,075,000 |
|
|
|
1,075,000 |
|
|
|
2,156,407 |
|
|
|
294,276 |
|
|
|
4,600,683 |
|
|
|
5,819,317 |
|
|
|
3,136,072 |
|
|
Linda Cook |
|
|
935,000 |
|
|
|
935,000 |
|
|
|
1,875,573 |
|
|
|
255,952 |
|
|
|
4,001,525 |
|
|
|
5,061,453 |
|
|
|
2,727,653 |
|
|
Rob Routs |
|
|
955,000 |
|
|
|
955,000 |
|
|
|
1,915,692 |
|
|
|
261,426 |
|
|
|
4,087,118 |
|
|
|
5,169,719 |
|
|
|
2,785,999 |
|
|
Peter Voser |
|
|
935,000 |
|
|
|
935,000 |
|
|
|
1,875,573 |
|
|
|
255,952 |
|
|
|
4,001,525 |
|
|
|
5,061,453 |
|
|
|
2,727,653 |
|
|
|
|
[A] |
|
Jeroen van der Veer, Malcolm Brinded, Linda Cook and Peter Voser have all chosen
to defer 50% of their 2006 annual bonuses into the DBP. They will therefore expect to
realise the full value in the column On-target DBP as stated above in their 2010 actual
total compensation. |
|
[B] |
|
Rob Routs has chosen to defer 40% of his 2006 annual bonus into the DBP. He is
expected therefore to realise 80% of the value in the column On-target DBP as stated
above in his 2010 actual total compensation. |
|
[C] |
|
The expected values of the conditional performance shares awards under the LTIP
have been calculated on the basis of a Monte Carlo pricing model provided by Towers Perrin
(See footnote D on page 89). The expected value of the 2006 awards based on this approach
is equal to 91% of the face value of the conditional awards. |
|
[D] |
|
The expected values of the conditional performance-related matching shares under
the DBP have been calculated on the basis of a Monte Carlo pricing model provided by
Towers Perrin. The expected value is calculated as the value of the conditional award,
discounted to reflect the probability of achieving various rankings and adjusted to
reflect correlation between share price growth and TSR rankings. Risk of forfeiture is
also taken into account. The full expected value of the 2006 awards under the DBP,
including the conditional performance-related matching shares, is equal to 27% of base
pay. |
96 Royal Dutch Shell plc
DIRECTORS REMUNERATION REPORT
Executive Directors contracts of service
CONTRACTS POLICY
Contracts for Executive Directors are governed by Dutch law. The contracts contain terms and
conditions consistent with those of other Netherlands-based senior executives. The contracts end by
notice of either party or automatically at retirement.
Standard Executive Director contracts do not contain predetermined settlements for early
termination. REMCO will recommend terms and conditions for any situation that arises where a
severance payment is appropriate, taking into consideration applicable law and corporate governance
provisions. Temporary severance arrangements may be agreed to help the recruitment process if
Executive Directors are appointed from outside the Shell Group.
EXECUTIVE DIRECTORS SERVICE CONTRACTS
Executive Directors of Royal Dutch Shell do not have a contract of service with Royal Dutch
Shell. Jeroen van der Veer, Malcolm Brinded, Rob Routs and Peter Voser have employment contracts,
effective from July 20, 2005, with Shell Petroleum N.V., Linda Cooks contract, effective August 1,
2005, is with Shell Expatriate Employment US Inc. Under Dutch law, their contracts entitle them to
the statutory notice period that applies for employees in the Netherlands. This is one month for an
employee and up to a maximum of four months for the employer, depending on the duration of the
employment contract concerned at the time of termination.
Jeroen van der Veer and Rob Routs stood for re-election at the Annual General Meeting (AGM) of
2006. To provide stability and continuity to the Downstream business strategy, Rob Routs contract
was extended to December 31, 2008, when he will receive a lump sum payment representing the net
present value of the difference in the pension accrued under the prevailing pension fund rules and
the amount which he would have accrued by December 31, 2008 had he retired as originally scheduled,
at age 60. For the purpose of calculating the transfer of benefits, the planned retirement date
will revert to age 60.
Malcolm Brinded and Linda Cook will stand for re-election at the AGM of 2007 and Peter Voser at the
AGM of 2008.
Peter Vosers contract includes a temporary severance arrangement if before October 4, 2007 the
following occurs: a company-initiated termination for reasons other than gross misconduct; his
reporting relationships or executive finance leadership responsibilities substantially change to
his detriment compared to the position as it was originally offered to him, without his prior
consent; his annual base salary is decreased without agreement. In these circumstances, his
severance pay would be equal to his gross annual base pay plus his most recent bonus, but in no
event less than 1,500,000.
During the year, retiring or past Executive Directors did not receive any payments on termination.
EXTERNAL APPOINTMENTS
The Board considers external appointments to be valuable in broadening Executive Directors
knowledge and experience. The Board also believes they are of benefit to Shell, as long as they do
not involve an excessive commitment or conflict of interest. The number of outside directorships is
therefore generally limited to one. The Board must explicitly approve such appointments. Executive
Directors are required to pass any cash payments they receive from external directorships and
similar sources on to their employing company. Executive Directors may keep payments from external
directorships received in shares.
During 2006 Linda Cook received compensation for her services as a Director of Boeing in the form
of deferred stock units at a value of $190,000. Under the rules of the Deferred Compensation Plan
for Directors of the Boeing Company, these deferred stock units will not be distributed to her as
Boeing shares until after her retirement or other termination of Boeing Board service.
Royal Dutch Shell plc 97
DIRECTORS REMUNERATION REPORT
Non-executive Directors
REMUNERATION POLICY
The Board determines the fees payable to Directors of Royal Dutch Shell, within a limit
specified by the Articles of Association. The annual limit was set at £2,500,000 ($4,630,500). In
2006, the total amount of fees payable to Royal Dutch Shell Non-executive Directors was £1,208,109
($2,241,776). The Board reviews Non-executive Directors remuneration levels periodically to ensure
they are aligned with other major listed companies. Adjustments are made, where appropriate.
Personal loans or guarantees are not granted to Non-executive Directors.
FEES
To date Non-executive Directors fees have been set in sterling. From 2007, the base currency
will change from sterling to euro.
Where the fee level set for the Chairman of the Board was £500,000[A] ($926,100) in
2006, this will be 750,000 for 2007. All Non-executive Directors of Royal Dutch Shell are paid an
annual fee of £70,000 ($129,654). The Senior Independent Director, Lord Kerr of Kinlochard,
receives an additional fee of £30,000 ($55,566). For 2007 these fees will be 105,000 and 45,000,
respectively.
Committee Chairman and Committee fees for 2006 and 2007 are shown in the table below. Non-executive
Directors are paid an additional fee of £3,000 ($5,557) for any Board meeting involving
intercontinental travel, although there will be no payment for one meeting per year requiring
intercontinental travel, held in a location other than The Hague. From 2007 this fee will be 4,500
per trip.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FEES OF NON-EXECUTIVE DIRECTORS OF ROYAL DUTCH SHELL FOR 2006 AND 2007 |
|
|
Additional annual Committee chairman's fee[B] |
|
|
|
Additional annual member's fee |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
|
2007 |
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
|
2007 |
|
Committee name |
|
£ |
|
|
|
|
|
$ |
|
|
|
|
|
|
|
£ |
|
|
|
|
|
$ |
|
|
|
|
|
Audit Committee |
|
|
25,000 |
|
|
|
36,659 |
|
|
|
46,305 |
|
|
|
|
37,500 |
|
|
|
|
15,000 |
|
|
|
21,995 |
|
|
|
27,783 |
|
|
|
|
22,500 |
|
Remuneration Committee |
|
|
20,000 |
|
|
|
29,327 |
|
|
|
37,044 |
|
|
|
|
30,000 |
|
|
|
|
11,500 |
|
|
|
16,863 |
|
|
|
21,300 |
|
|
|
|
17,250 |
|
Social Responsibility Committee[C] |
|
|
15,000 |
|
|
|
21,995 |
|
|
|
27,783 |
|
|
|
|
30,000 |
[C] |
|
|
|
8,000 |
|
|
|
11,731 |
|
|
|
14,818 |
|
|
|
|
17,250 |
[C] |
Nomination and Succession Committee |
|
|
15,000 |
|
|
|
21,995 |
|
|
|
27,783 |
|
|
|
|
22,500 |
[A] |
|
|
|
8,000 |
|
|
|
11,731 |
|
|
|
14,818 |
|
|
|
|
12,000 |
|
[A] |
|
Mr. Ollila has the use of an apartment when on business in The Hague. He receives no additional payments for chairing the Nomination and Succession Committee. |
[B] |
|
The Chairman of a committee of the Board does not receive an additional fee for membership of that committee. |
[C] |
|
In December 2006, the Board approved a proposal to adjust the level of fees paid to members of the Social Responsibility Committee. Effective January 1, 2007, the fees for the Chairman and members will be 30,000 (£20,000) and 17,250 (£11,500), respectively. This adjustment reflects the increasingly demanding role of the Committee. |
Executive Directors of Royal Dutch Shell do not receive any Directors fees.
The table below shows the earnings of the Non-executive Directors in office during 2006, in US
dollar, euro and sterling, as appropriate.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EARNINGS OF NON-EXECUTIVE DIRECTORS OF ROYAL DUTCH SHELL IN OFFICE DURING 2006 (The information in this table has been audited) |
|
|
2006 |
|
|
|
2005 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Royal Dutch Shell Non-executive Directors |
|
£ |
|
|
[A] |
|
|
$ |
|
|
|
£ |
|
|
|
|
|
$ |
|
Maarten van den Bergh |
|
|
77,858 |
|
|
|
114,219 |
|
|
|
144,473 |
|
|
|
|
72,144 |
|
|
|
106,082 |
|
|
|
129,818 |
|
Sir Peter Burt |
|
|
31,716 |
|
|
|
46,528 |
|
|
|
58,852 |
|
|
|
|
70,278 |
|
|
|
103,338 |
|
|
|
127,090 |
|
Nina Henderson [B] |
|
|
117,133 |
|
|
|
171,836 |
|
|
|
217,353 |
|
|
|
|
89,278 |
|
|
|
131,276 |
|
|
|
161,288 |
|
Aad Jacobs |
|
|
61,895 |
|
|
|
90,802 |
|
|
|
114,853 |
|
|
|
|
101,921 |
|
|
|
149,867 |
|
|
|
182,885 |
|
Sir Peter Job |
|
|
81,351 |
|
|
|
119,344 |
|
|
|
150,956 |
|
|
|
|
68,528 |
|
|
|
100,765 |
|
|
|
123,999 |
|
Lord Kerr of Kinlochard |
|
|
119,282 |
|
|
|
174,989 |
|
|
|
221,341 |
|
|
|
|
87,528 |
|
|
|
128,703 |
|
|
|
157,556 |
|
Wim Kok |
|
|
84,845 |
|
|
|
124,469 |
|
|
|
157,439 |
|
|
|
|
63,768 |
|
|
|
93,767 |
|
|
|
114,897 |
|
Nick Land [C] |
|
|
42,725 |
|
|
|
62,679 |
|
|
|
79,281 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Aarnout Loudon |
|
|
97,821 |
|
|
|
143,506 |
|
|
|
181,518 |
|
|
|
|
73,177 |
|
|
|
107,601 |
|
|
|
131,825 |
|
Christine Morin-Postel |
|
|
84,845 |
|
|
|
124,469 |
|
|
|
157,439 |
|
|
|
|
64,275 |
|
|
|
94,512 |
|
|
|
115,847 |
|
Jorma Ollila [D] |
|
|
292,771 |
|
|
|
429,501 |
|
|
|
543,268 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Lawrence Ricciardi |
|
|
115,867 |
|
|
|
169,979 |
|
|
|
215,003 |
|
|
|
|
88,052 |
|
|
|
129,474 |
|
|
|
158,885 |
|
|
|
|
|
Total |
|
|
1,208,109 |
|
|
|
1,772,321 |
|
|
|
2,241,776 |
|
|
|
|
778,949 |
|
|
|
1,145,385 |
|
|
|
1,404,090 |
|
[A] |
|
RDS fees were set in sterling and paid quarterly in euros based on the average rate of exchange. |
[B] |
|
Nina Henderson rotated off of the Audit Committee from October 24, 2006. Her fee was adjusted accordingly. |
[C] |
|
Nick Land was appointed on July 1, 2006. |
[D] |
|
Jorma Ollila was appointed on June 1, 2006. |
2005 values are an aggregate of fees received for the full year and include pre-unification
fees received for services rendered while on the Boards of Royal Dutch and Shell Transport.
Aad Jacobs and Sir Peter Burt retired from the Board of Royal Dutch Shell on May 31, 2006 and May
16, 2006, respectively. During the year retiring or past Non-executive Directors did not receive
any other payments on termination.
98 Royal Dutch Shell plc
DIRECTORS REMUNERATION REPORT
NON-EXECUTIVE DIRECTORS PENSION INTERESTS
Non-executive Directors do not accrue any retirement benefits as a result of their
Non-executive directorships with Royal Dutch Shell. During his service as a Managing Director for
the Shell Group, Maarten van den Bergh accrued retirement benefits under the Shell Petroleum
Company Limited Managing Directors Pension Scheme. This is an unfunded defined benefit plan. The
values of his pension benefits during 2006 are detailed in the following tables which are stated
both in the local currency in which they are accrued and in US dollar. The transfer values are
calculated using the cash equivalent transfer value method in accordance with GN11. Maarten van den
Bergh currently receives a pension from this fund.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
PENSIONS (The information in this table has been audited) |
Accrued pension |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase over the year |
|
|
|
At Dec 31, 2006 |
|
|
Increase over the year[A] |
|
|
(excluding inflation)[A][B] |
Thousands |
|
|
£ |
|
|
$ |
|
|
|
£ |
|
|
$ |
|
|
|
£ |
|
|
$ |
|
|
|
|
|
|
|
|
Maarten van den Bergh |
|
|
|
44.58 |
|
|
|
87.42 |
|
|
|
|
1.30 |
|
|
|
2.40 |
|
|
|
|
(0.61 |
) |
|
|
(1.12 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Transfer values of accrued benefits |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase in |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
accrued pension |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase over |
|
|
over the year |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
the year |
|
|
(excluding inflation) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
less Director's |
|
|
less Director's |
|
|
|
At Dec 31, 2006 |
|
|
At Dec 31, 2005[A] |
|
|
contributions[A][B] |
|
|
contributions[B] |
Thousands |
|
|
£ |
|
|
$ |
|
|
|
£ |
|
|
$ |
|
|
|
£ |
|
|
$ |
|
|
|
£ |
|
|
$ |
|
|
|
|
|
|
|
|
|
|
Maarten van den Bergh |
|
|
|
984.90 |
|
|
|
1,931.39 |
|
|
|
|
987.40 |
|
|
|
1,705.35 |
|
|
|
|
(2.50 |
) |
|
|
(4.63 |
) |
|
|
|
(13.40 |
) |
|
|
(24.82 |
) |
[A] |
|
Includes an accrued pension increase and a movement in the exchange rate between sterling and US dollar over the period disclosed. |
[B] |
|
The net increase in pension and transfer value excluding inflation are negative due to the price inflation for the year being higher than the 3% pension increase granted during the period. |
APPOINTMENTS
In accordance with the Combined Code (see also page 78), Non-executive Directors are
appointed for specified terms of office, subject to the provisions of the Articles of Association
regarding their election and re-election at the Annual General Meetings. Non-executive Directors
appointments are subject to three months notice and there is no compensation provision for early
termination.
Jorma Ollila and Nick Land were appointed to the Board of Directors of Royal Dutch Shell plc with
effect from June 1, 2006 and July 1, 2006, respectively. Their appointments will run until the
close of business of the Annual General Meeting in 2009.
You can obtain a copy of the standard letter of appointment for Non-executive Directors from the
Company Secretary.
COMPENSATION
OF DIRECTORS AND
SENIOR MANAGEMENT
Royal Dutch Shell and companies of the Shell Group paid and/or accrued a total amount of
compensation of $21,472,979 (2005: $19,487,628) for services in all capacities that Directors and
Senior Management of Royal Dutch Shell provided during the fiscal year ended December 31, 2006. In
addition Royal Dutch Shell and companies of the Shell Group accrued a total amount of $5,064,894
(excluding inflation), to provide pension, retirement and similar benefits for Directors and Senior
Management of Royal Dutch Shell during the fiscal year ended December 31, 2006.
You can find biographies of the Directors and Senior Management on pages 72 to 73 and 185,
respectively.
Signed on behalf of the Board
Michiel Brandjes
Company Secretary
March 7, 2007
Royal Dutch Shell plc 99
REPORT ON THE ANNUAL REPORT AND ACCOUNTS
INDEPENDENT AUDITORS REPORT TO THE MEMBERS OF ROYAL DUTCH SHELL PLC
We
have audited the Consolidated and Parent Company financial statements
(the Financial
Statements) of Royal Dutch Shell plc for the year ended December 31, 2006. The Consolidated
Financial Statements comprise the Consolidated Statement of Income, the Consolidated Balance Sheet,
the Consolidated Statement of Changes in Equity, the Consolidated Statement of Cash Flows and the
related Notes to the Consolidated Financial Statements. The Parent Company Financial Statements
comprise the Statement of Income, the Balance Sheet, the Statement of Changes in Equity and the
Statement of Cash Flows and the related Notes to the Parent Company Financial Statements. The
Financial Statements have been prepared under the accounting policies set out in the respective
notes to the Financial Statements. We have also audited the information in the Directors
Remuneration Report that is described as having been audited.
RESPECTIVE RESPONSIBILITIES OF DIRECTORS AND AUDITORS
The directors responsibilities for
preparing the Annual Report, the Directors Remuneration
Report and the Financial Statements in accordance with applicable law and International Financial
Reporting Standards (IFRSs) as adopted by the European Union are set out in the Statement of
Directors Responsibilities.
Our responsibility is to audit the Financial
Statements and the part of the Directors Remuneration
Report to be audited in accordance with relevant legal and regulatory requirements and
International Standards on Auditing (UK and Ireland). This report, including the opinion, has been
prepared for and only for the Companys members as a body in accordance with Section 235 of the
Companies Act 1985 and for no other purpose. We do not, in giving this opinion, accept or assume
responsibility for any other purpose or to any other person to whom this report is shown or into
whose hands it may come save where expressly agreed by our prior consent in writing.
We report to you our opinion as to
whether the Financial Statements give a true and fair view and
whether the Financial Statements and the part of the Directors Remuneration Report to be audited
have been properly prepared in accordance with the Companies Act 1985 and Article 4 of the
International Accounting Standards (IAS) Regulation. We report to you whether in our opinion the
information given in the Directors Report is consistent with the financial statements. We also
report to you if, in our opinion, the Company has not kept proper accounting records, if we have
not received all the information and explanations we require for our audit, or if information
specified by law regarding directors remuneration and other transactions is not disclosed.
We review whether the Corporate Governance
Statement reflects Royal Dutch Shells compliance with
the nine provisions of the 2003 FRC Combined Code specified for our review by the Listing Rules of
the Financial Services Authority, and we report if it does not. We are not required to consider
whether the boards statements on internal control cover all risks and controls, or form an opinion
on the effectiveness of the Groups corporate governance procedures or its risk and control
procedures.
We read other information contained
in the Annual Report and consider whether it is consistent with
the audited Financial Statements. The other information comprises the Review of the year, the
Operating and Financial Review, the Report of the Directors, the Corporate governance report, the
unaudited part of the Directors Remuneration Report, the Supplementary Information, the Additional
Shareholder Information and the Exhibits. We consider the implications for our report if we become
aware of any apparent
misstatements or material inconsistencies with the Financial Statements. Our
responsibilities do not extend to any other information.
BASIS OF AUDIT OPINION
We conducted our audit in accordance with International Standards on Auditing (UK and
Ireland) issued by the Auditing Practices Board. An audit includes examination, on a test basis, of
evidence relevant to the amounts and disclosures in the Financial Statements and the part of the
Directors Remuneration Report to be audited. It also includes an assessment of the significant
estimates and judgments made by the directors in the preparation of the Financial Statements, and
of whether the accounting policies are appropriate to the Groups and Parent Companys
circumstances, consistently applied and adequately disclosed.
We planned and performed our
audit so as to obtain all the information and explanations which we
considered necessary in order to provide us with sufficient evidence to give reasonable assurance
that the Financial Statements and the part of the Directors Remuneration Report to be audited are
free from material misstatement, whether caused by fraud or other irregularity or error. In forming
our opinion we also evaluated the overall adequacy of the presentation of information in the
Financial Statements and the part of the Directors Remuneration Report to be audited.
OPINION
In our opinion:
|
|
the Financial Statements give a true and fair view, in accordance with International
Financial Reporting Standards as adopted by the European Union, of the state of the Groups and
the Parent Companys affairs as at
December 31, 2006 and of the Groups and the Parent Companys income, changes in equity
and cash flows for the year then ended; |
|
|
the Financial Statements and the part of the Directors Remuneration Report to be audited have been
properly prepared in accordance with the Companies Act 1985 and Article 4 of the IAS Regulation; and |
|
|
the information given in the Directors Report is consistent with the Financial Statements. |
PricewaterhouseCoopers LLP
Chartered Accountants and Registered Auditors
London
March 7, 2007
Notes
[A] |
The maintenance and integrity of the Royal Dutch Shell plc website is the responsibility of the directors; the work carried out by the auditors does not involve
consideration of these matters and, accordingly, the auditors accept no
responsibility for any changes that may have occurred to the financial statements since they were
initially presented on the website. |
|
[B] |
Legislation in the United Kingdom governing the preparation and dissemination of financial statements may
differ from legislation in other jurisdictions. |
Note that the report set out above is included
for the purposes of Royal Dutch Shells Annual
Report and Accounts only and does not form part of Royal Dutch Shells Annual Report on Form 20-F
for 2006.
100 Royal Dutch Shell plc
REPORT ON THE ANNUAL REPORT ON FORM 20-F
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
TO THE BOARD OF DIRECTORS AND SHAREHOLDERS OF ROYAL DUTCH SHELL PLC
We have completed an integrated audit of Royal Dutch Shell plcs December 31, 2006
consolidated financial statements and of its internal control over financial reporting as of
December 31, 2006 and audits of its December 31, 2005 and December 31, 2004 consolidated financial
statements in accordance with the standards of the Public Company Accounting Oversight Board
(United States). Our opinions, based on our audits, are presented below.
CONSOLIDATED FINANCIAL STATEMENTS
In our opinion, the accompanying Consolidated Statement of Income and the related
Consolidated Balance Sheet, Consolidated Statement of Changes in Equity and Consolidated Statement
of Cash Flows present fairly, in all material respects, the financial position of Royal Dutch Shell
plc and its subsidiaries at December 31, 2006 and December 31, 2005, and the results of their
operations and their cash flows for each of the three years in the period ended December 31, 2006
in conformity with International Financial Reporting Standards (IFRSs) as adopted by the European
Union. These consolidated financial statements are the responsibility of the Companys management.
Our responsibility is to express an opinion on these consolidated financial statements based on our
audits.
We conducted our audits of these financial statements in accordance with the standards of the
Public Company Accounting Oversight Board (United States). Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the Consolidated Financial
Statements are free of material misstatement. An audit of consolidated financial statements
includes examining, on a test basis, evidence supporting the amounts and disclosures in the
consolidated financial statements, assessing the accounting principles used and significant
estimates made by management, and evaluating the overall consolidated financial statement
presentation. We believe that our audits provide a reasonable basis for our opinion.
IFRSs as adopted by the European Union vary in certain significant respects from accounting
principles generally accepted in the United States of America. Information relating to the nature
and effect of such differences is presented in Note 38 to the Consolidated Financial Statements.
INTERNAL CONTROL OVER FINANCIAL REPORTING
Also, in our opinion, managements assessment, included in the accompanying Corporate
governance report as set out on page 83, that the Company maintained effective internal control
over financial reporting as of December 31, 2006 based on
criteria established in Internal Control
Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway
Commission (COSO), is fairly stated, in all material respects, based on those criteria.
Furthermore, in our opinion, the Company maintained, in all material respects, effective internal
control over financial reporting as of December 31, 2006, based on criteria established in
Internal Control Integrated Framework issued by the COSO.
The Companys management is responsible for maintaining effective internal control over financial
reporting and for its assessment of the effectiveness of internal control over financial reporting.
Our responsibility is to express opinions on managements assessment and on the effectiveness of
the Companys internal control over financial reporting based on our audit.
We conducted our audit of internal control over financial reporting in accordance with the
standards of the Public Company Accounting Oversight Board (United States). Those standards require
that we plan and perform the audit to obtain reasonable assurance about whether effective internal
control over financial reporting was maintained in all material respects. An audit of internal
control over financial reporting includes obtaining an understanding of internal control over
financial reporting, evaluating managements assessment, testing and evaluating the design and
operating effectiveness of internal control, and performing such other procedures as we consider
necessary in the circumstances. We believe that our audit provides a reasonable basis for our
opinion.
A companys internal control over financial reporting is a process designed to provide reasonable
assurance regarding the reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally accepted accounting standards and
principles. A companys internal control over financial reporting includes those policies and
procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately
and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide
reasonable assurance that transactions are recorded as necessary to permit preparation of financial
statements in accordance with generally accepted accounting standards and principles, and that
receipts and expenditures of the company are being made only in accordance with authorizations of
management and directors of the company; and (iii) provide reasonable assurance regarding
prevention or timely detection of unauthorized acquisition, use, or disposition of the companys
assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or
detect misstatements. Also, projections of any evaluation of effectiveness to future periods are
subject to the risk that controls may become inadequate
because of changes in conditions, or that the degree of compliance with the policies or procedures
may deteriorate.
PricewaterhouseCoopers LLP
London
March 7, 2007
Note that the report set out above is included for the purposes of Royal Dutch Shells Annual
Report on Form 20-F for 2006 only and does not form part of Royal Dutch Shells Annual Report and
Accounts for 2006.
Royal Dutch Shell plc 101
Index to the Consolidated Financial Statements
Royal Dutch Shell plc 103
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CONSOLIDATED STATEMENT OF INCOME |
$ million |
|
|
|
NOTES |
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
Revenue |
|
|
4 |
|
|
|
318,845 |
|
|
|
306,731 |
|
|
|
266,386 |
|
Cost of sales |
|
|
|
|
|
|
262,989 |
|
|
|
252,622 |
|
|
|
223,259 |
|
|
Gross profit |
|
|
|
|
|
|
55,856 |
|
|
|
54,109 |
|
|
|
43,127 |
|
Selling, distribution and administrative expenses |
|
|
|
|
|
|
16,616 |
|
|
|
15,482 |
|
|
|
15,098 |
|
Exploration |
|
|
|
|
|
|
1,562 |
|
|
|
1,286 |
|
|
|
1,809 |
|
Share of profit of equity accounted investments |
|
|
13 |
|
|
|
6,671 |
|
|
|
7,123 |
|
|
|
5,015 |
|
Interest and other income |
|
|
5 |
|
|
|
1,428 |
|
|
|
1,171 |
|
|
|
1,483 |
|
Interest expense |
|
|
5 |
|
|
|
1,149 |
|
|
|
1,068 |
|
|
|
1,059 |
|
|
Income before taxation |
|
|
|
|
|
|
44,628 |
|
|
|
44,567 |
|
|
|
31,659 |
|
Taxation |
|
|
20 |
|
|
|
18,317 |
|
|
|
17,999 |
|
|
|
12,168 |
|
|
Income from continuing operations |
|
|
|
|
|
|
26,311 |
|
|
|
26,568 |
|
|
|
19,491 |
|
Income/(loss) from discontinued operations |
|
|
9 |
|
|
|
|
|
|
|
(307 |
) |
|
|
(234 |
) |
|
Income for the period |
|
|
|
|
|
|
26,311 |
|
|
|
26,261 |
|
|
|
19,257 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income attributable to minority interest |
|
|
|
|
|
|
869 |
|
|
|
950 |
|
|
|
717 |
|
|
Income attributable to shareholders of Royal Dutch Shell plc |
|
|
|
|
|
|
25,442 |
|
|
|
25,311 |
|
|
|
18,540 |
|
|
|
|
EARNINGS PER SHARE (See Note 35) |
|
$ |
|
|
|
|
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
Basic earnings per share |
|
|
|
|
|
|
3.97 |
|
|
|
3.79 |
|
|
|
2.74 |
|
Continuing operations |
|
|
|
|
|
|
3.97 |
|
|
|
3.84 |
|
|
|
2.77 |
|
Discontinued operations |
|
|
|
|
|
|
|
|
|
|
(0.05 |
) |
|
|
(0.03 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted earnings per share |
|
|
|
|
|
|
3.95 |
|
|
|
3.78 |
|
|
|
2.74 |
|
Continuing operations |
|
|
|
|
|
|
3.95 |
|
|
|
3.83 |
|
|
|
2.77 |
|
Discontinued operations |
|
|
|
|
|
|
|
|
|
|
(0.05 |
) |
|
|
(0.03 |
) |
|
The Notes on pages 108 to 160 are an integral part of these Consolidated Financial Statements.
104 Royal Dutch Shell plc
|
|
|
|
|
|
|
|
|
|
|
|
|
CONSOLIDATED BALANCE SHEET |
|
$ million |
|
|
|
|
|
|
|
Dec 31, |
|
|
Dec 31, |
|
|
|
NOTES |
|
|
2006 |
|
|
2005 |
|
Assets |
|
|
|
|
|
|
|
|
|
|
|
|
Non-current assets |
|
|
|
|
|
|
|
|
|
|
|
|
Intangible assets |
|
|
11 |
|
|
|
4,808 |
|
|
|
4,350 |
|
Property, plant and equipment |
|
|
12 |
|
|
|
100,988 |
|
|
|
87,558 |
|
Investments: |
|
|
|
|
|
|
|
|
|
|
|
|
equity accounted investments |
|
|
13 |
|
|
|
20,740 |
|
|
|
16,905 |
|
financial assets |
|
|
14 |
|
|
|
4,493 |
|
|
|
3,672 |
|
Deferred tax |
|
|
20 |
|
|
|
2,968 |
|
|
|
2,562 |
|
Pre-paid pension costs |
|
|
21 |
|
|
|
3,926 |
|
|
|
2,486 |
|
Other |
|
|
15 |
|
|
|
5,468 |
|
|
|
4,091 |
|
|
|
|
|
|
|
|
|
143,391 |
|
|
|
121,624 |
|
|
Current assets |
|
|
|
|
|
|
|
|
|
|
|
|
Inventories |
|
|
16 |
|
|
|
23,215 |
|
|
|
19,776 |
|
Accounts receivable |
|
|
17 |
|
|
|
59,668 |
|
|
|
66,386 |
|
Cash and cash equivalents |
|
|
18 |
|
|
|
9,002 |
|
|
|
11,730 |
|
|
|
|
|
|
|
|
|
91,885 |
|
|
|
97,892 |
|
|
Total assets |
|
|
|
|
|
|
235,276 |
|
|
|
219,516 |
|
|
Liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
Non-current liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
Debt |
|
|
19 |
|
|
|
9,713 |
|
|
|
7,578 |
|
Deferred tax |
|
|
20 |
|
|
|
13,094 |
|
|
|
10,763 |
|
Retirement benefit obligations |
|
|
21 |
|
|
|
6,096 |
|
|
|
5,807 |
|
Other provisions |
|
|
22 |
|
|
|
10,355 |
|
|
|
7,385 |
|
Other |
|
|
23 |
|
|
|
4,325 |
|
|
|
5,095 |
|
|
|
|
|
|
|
|
|
43,583 |
|
|
|
36,628 |
|
|
Current liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
Debt |
|
|
19 |
|
|
|
6,060 |
|
|
|
5,338 |
|
Accounts payable and accrued liabilities |
|
|
24 |
|
|
|
62,556 |
|
|
|
69,013 |
|
Taxes payable |
|
|
20 |
|
|
|
6,021 |
|
|
|
8,782 |
|
Retirement benefit obligations |
|
|
21 |
|
|
|
319 |
|
|
|
282 |
|
Other provisions |
|
|
22 |
|
|
|
1,792 |
|
|
|
1,549 |
|
|
|
|
|
|
|
|
|
76,748 |
|
|
|
84,964 |
|
|
Total liabilities |
|
|
|
|
|
|
120,331 |
|
|
|
121,592 |
|
|
Equity |
|
|
|
|
|
|
|
|
|
|
|
|
Ordinary share capital |
|
|
25 |
|
|
|
545 |
|
|
|
571 |
|
Treasury shares |
|
|
28 |
|
|
|
(3,316 |
) |
|
|
(3,809 |
) |
Other reserves |
|
|
29 |
|
|
|
8,820 |
|
|
|
3,584 |
|
Retained earnings |
|
|
|
|
|
|
99,677 |
|
|
|
90,578 |
|
|
Equity attributable to shareholders of Royal Dutch Shell plc |
|
|
|
|
|
|
105,726 |
|
|
|
90,924 |
|
Minority interest |
|
|
|
|
|
|
9,219 |
|
|
|
7,000 |
|
|
Total equity |
|
|
|
|
|
|
114,945 |
|
|
|
97,924 |
|
|
Total liabilities and equity |
|
|
|
|
|
|
235,276 |
|
|
|
219,516 |
|
|
Peter Voser
Chief Financial Officer, for and on behalf of the Board of Directors
March 7, 2007
The Notes on pages 108 to 160 are an integral part of these Consolidated Financial Statements.
Royal Dutch Shell plc 105
CONSOLIDATED FINANCIAL STATEMENTS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY |
|
$ million |
|
|
|
|
Equity attributable to shareholders of Royal Dutch Shell plc |
|
|
|
|
|
|
|
|
|
|
Ordinary |
|
|
Preference |
|
|
Treasury |
|
|
Other |
|
|
Retained |
|
|
|
|
|
|
|
Minority |
|
|
Total |
|
|
|
|
share capital |
|
|
share capital |
|
|
shares |
|
|
reserves[A] |
|
|
earnings |
|
|
Total |
|
|
|
interest |
|
|
equity |
|
At January 1, 2004 |
|
|
|
587 |
|
|
|
20 |
|
|
|
(3,428 |
) |
|
|
5,944 |
|
|
|
70,412 |
|
|
|
73,535 |
|
|
|
|
3,408 |
|
|
|
76,943 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Currency translation differences |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,126 |
|
|
|
|
|
|
|
3,126 |
|
|
|
|
612 |
|
|
|
3,738 |
|
Unrealised gains/(losses) on securities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(350 |
) |
|
|
|
|
|
|
(350 |
) |
|
|
|
|
|
|
|
(350 |
) |
Unrealised gains/(losses) on cash flow hedges |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
31 |
|
|
|
|
|
|
|
31 |
|
|
|
|
(3 |
) |
|
|
28 |
|
|
|
|
|
|
|
|
Income/(expense) recognised directly in equity[A] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,807 |
|
|
|
|
|
|
|
2,807 |
|
|
|
|
609 |
|
|
|
3,416 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income for the period |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
18,540 |
|
|
|
18,540 |
|
|
|
|
717 |
|
|
|
19,257 |
|
|
|
|
|
|
|
|
Total recognised income/(expense) for the period |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,807 |
|
|
|
18,540 |
|
|
|
21,347 |
|
|
|
|
1,326 |
|
|
|
22,673 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital contributions from minority shareholders |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
843 |
|
|
|
843 |
|
Dividends paid[B] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(7,391 |
) |
|
|
(7,391 |
) |
|
|
|
(264 |
) |
|
|
(7,655 |
) |
Treasury shares: net sales/(purchases) and dividends received |
|
|
|
|
|
|
|
|
|
|
|
(759 |
) |
|
|
|
|
|
|
|
|
|
|
(759 |
) |
|
|
|
|
|
|
|
(759 |
) |
Shares repurchased for cancellation |
|
|
|
(3 |
) |
|
|
|
|
|
|
|
|
|
|
(1 |
) |
|
|
(773 |
) |
|
|
(777 |
) |
|
|
|
|
|
|
|
(777 |
) |
Share-based compensation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
115 |
|
|
|
|
|
|
|
115 |
|
|
|
|
|
|
|
|
115 |
|
|
|
|
|
|
|
|
At December 31, 2004 |
|
|
|
584 |
|
|
|
20 |
|
|
|
(4,187 |
) |
|
|
8,865 |
|
|
|
80,788 |
|
|
|
86,070 |
|
|
|
|
5,313 |
|
|
|
91,383 |
|
IAS 32/39 transition[C] |
|
|
|
|
|
|
|
(20 |
) |
|
|
|
|
|
|
823 |
|
|
|
(7 |
) |
|
|
796 |
|
|
|
|
|
|
|
|
796 |
|
|
|
|
|
|
|
|
At January 1, 2005 (after IAS 32/39 transition) |
|
|
|
584 |
|
|
|
|
|
|
|
(4,187 |
) |
|
|
9,688 |
|
|
|
80,781 |
|
|
|
86,866 |
|
|
|
|
5,313 |
|
|
|
92,179 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Currency translation differences |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(4,449 |
) |
|
|
|
|
|
|
(4,449 |
) |
|
|
|
114 |
|
|
|
(4,335 |
) |
Unrealised gains/(losses) on securities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
309 |
|
|
|
|
|
|
|
309 |
|
|
|
|
1 |
|
|
|
310 |
|
Unrealised gains/(losses) on cash flow hedges |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(226 |
) |
|
|
|
|
|
|
(226 |
) |
|
|
|
(9 |
) |
|
|
(235 |
) |
|
|
|
|
|
|
|
Income/(expense) recognised directly in equity[A] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(4,366 |
) |
|
|
|
|
|
|
(4,366 |
) |
|
|
|
106 |
|
|
|
(4,260 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income for the period |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
25,311 |
|
|
|
25,311 |
|
|
|
|
950 |
|
|
|
26,261 |
|
|
|
|
|
|
|
|
Total recognised income/(expense) for the period |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(4,366 |
) |
|
|
25,311 |
|
|
|
20,945 |
|
|
|
|
1,056 |
|
|
|
22,001 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital contributions from minority shareholders |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
954 |
|
|
|
954 |
|
Effect of Unification[D] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1,929 |
) |
|
|
30 |
|
|
|
(1,899 |
) |
|
|
|
(30 |
) |
|
|
(1,929 |
) |
Dividends paid[B] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(10,556 |
) |
|
|
(10,556 |
) |
|
|
|
(293 |
) |
|
|
(10,849 |
) |
Treasury shares: net sales/(purchases) and dividends received |
|
|
|
|
|
|
|
|
|
|
|
378 |
|
|
|
|
|
|
|
|
|
|
|
378 |
|
|
|
|
|
|
|
|
378 |
|
Shares repurchased for cancellation |
|
|
|
(13 |
) |
|
|
|
|
|
|
|
|
|
|
13 |
|
|
|
(4,988 |
) |
|
|
(4,988 |
) |
|
|
|
|
|
|
|
(4,988 |
) |
Share-based compensation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
178 |
|
|
|
|
|
|
|
178 |
|
|
|
|
|
|
|
|
178 |
|
|
|
|
|
|
|
|
At December 31, 2005 |
|
|
|
571 |
|
|
|
|
|
|
|
(3,809 |
) |
|
|
3,584 |
|
|
|
90,578 |
|
|
|
90,924 |
|
|
|
|
7,000 |
|
|
|
97,924 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Currency translation differences |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,715 |
|
|
|
|
|
|
|
3,715 |
|
|
|
|
31 |
|
|
|
3,746 |
|
Unrealised gains/(losses) on securities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
813 |
|
|
|
|
|
|
|
813 |
|
|
|
|
|
|
|
|
813 |
|
Unrealised gains/(losses) on cash flow hedges |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
143 |
|
|
|
|
|
|
|
143 |
|
|
|
|
7 |
|
|
|
150 |
|
|
|
|
|
|
|
|
Income/(expense) recognised directly in equity[A] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4,671 |
|
|
|
|
|
|
|
4,671 |
|
|
|
|
38 |
|
|
|
4,709 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income for the period |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
25,442 |
|
|
|
25,442 |
|
|
|
|
869 |
|
|
|
26,311 |
|
|
|
|
|
|
|
|
Total recognised income/(expense) for the period |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4,671 |
|
|
|
25,442 |
|
|
|
30,113 |
|
|
|
|
907 |
|
|
|
31,020 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital contributions from minority shareholders |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,601 |
|
|
|
1,601 |
|
Effect of Unification[D] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
154 |
|
|
|
|
|
|
|
154 |
|
|
|
|
|
|
|
|
154 |
|
Dividends paid[B] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(8,142 |
) |
|
|
(8,142 |
) |
|
|
|
(289 |
) |
|
|
(8,431 |
) |
Treasury shares: net sales/(purchases) and dividends received |
|
|
|
|
|
|
|
|
|
|
|
493 |
|
|
|
|
|
|
|
|
|
|
|
493 |
|
|
|
|
|
|
|
|
493 |
|
Shares repurchased for cancellation |
|
|
|
(26 |
) |
|
|
|
|
|
|
|
|
|
|
26 |
|
|
|
(8,201 |
) |
|
|
(8,201 |
) |
|
|
|
|
|
|
|
(8,201 |
) |
Share-based compensation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
385 |
|
|
|
|
|
|
|
385 |
|
|
|
|
|
|
|
|
385 |
|
|
|
|
|
|
|
|
At December 31, 2006 |
|
|
|
545 |
|
|
|
|
|
|
|
(3,316 |
) |
|
|
8,820 |
|
|
|
99,677 |
|
|
|
105,726 |
|
|
|
|
9,219 |
|
|
|
114,945 |
|
|
|
|
|
|
|
|
[A] |
|
See Note 29. |
[B] |
|
See Note 30. |
[C] |
|
See Note 27. |
[D] |
|
See Note 29. |
The Notes on pages 108 to 160 are an integral part of these Consolidated Financial Statements.
106 Royal Dutch Shell plc
|
|
|
|
|
|
|
|
|
|
|
|
|
CONSOLIDATED STATEMENT OF CASH FLOWS (See Note 31) |
|
$ million |
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flow from operating activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Income for the period |
|
|
26,311 |
|
|
|
26,261 |
|
|
|
19,257 |
|
Adjustment for: |
|
|
|
|
|
|
|
|
|
|
|
|
Current taxation |
|
|
17,338 |
|
|
|
19,435 |
|
|
|
13,081 |
|
Interest (income)/expense |
|
|
716 |
|
|
|
632 |
|
|
|
803 |
|
Depreciation, depletion and amortisation |
|
|
12,615 |
|
|
|
11,981 |
|
|
|
12,845 |
|
(Profit)/loss on sale of assets |
|
|
(571 |
) |
|
|
(1,313 |
) |
|
|
(3,087 |
) |
Decrease/(increase) in net working capital |
|
|
(4,052 |
) |
|
|
(5,664 |
) |
|
|
(4,062 |
) |
Share of profit of equity accounted investments |
|
|
(6,671 |
) |
|
|
(7,123 |
) |
|
|
(5,015 |
) |
Dividends received from equity accounted investments |
|
|
5,488 |
|
|
|
6,709 |
|
|
|
4,190 |
|
Deferred taxation and other provisions |
|
|
1,833 |
|
|
|
(1,515 |
) |
|
|
(1,007 |
) |
Other |
|
|
(266 |
) |
|
|
(47 |
) |
|
|
292 |
|
|
Cash flow from operating activities (pre-tax) |
|
|
52,741 |
|
|
|
49,356 |
|
|
|
37,297 |
|
Taxation paid |
|
|
(21,045 |
) |
|
|
(19,243 |
) |
|
|
(10,760 |
) |
|
Cash flow from operating activities |
|
|
31,696 |
|
|
|
30,113 |
|
|
|
26,537 |
|
|
Cash flow from investing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Capital expenditure |
|
|
(22,922 |
) |
|
|
(15,904 |
) |
|
|
(13,566 |
) |
Investments in equity accounted investments |
|
|
(851 |
) |
|
|
(705 |
) |
|
|
(1,058 |
) |
Proceeds from sale of assets |
|
|
1,611 |
|
|
|
2,310 |
|
|
|
5,142 |
|
Proceeds from sale of equity accounted investments |
|
|
282 |
|
|
|
4,313 |
|
|
|
1,316 |
|
Proceeds from sale of/(additions to) financial assets |
|
|
22 |
|
|
|
362 |
|
|
|
1,739 |
|
Interest received |
|
|
997 |
|
|
|
863 |
|
|
|
463 |
|
|
Cash flow from investing activities |
|
|
(20,861 |
) |
|
|
(8,761 |
) |
|
|
(5,964 |
) |
|
Cash flow from financing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Net increase/(decrease) in debt with maturity period within three months |
|
|
75 |
|
|
|
(956 |
) |
|
|
8 |
|
Other debt: |
|
|
|
|
|
|
|
|
|
|
|
|
New borrowings |
|
|
4,263 |
|
|
|
2,130 |
|
|
|
2,121 |
|
Repayments |
|
|
(2,232 |
) |
|
|
(2,656 |
) |
|
|
(6,380 |
) |
Interest paid |
|
|
(1,296 |
) |
|
|
(1,124 |
) |
|
|
(962 |
) |
Change in minority interest |
|
|
1,434 |
|
|
|
1,143 |
|
|
|
812 |
|
Net issue/(repurchase) of shares |
|
|
(8,047 |
) |
|
|
(4,988 |
) |
|
|
(777 |
) |
Dividends paid to: |
|
|
|
|
|
|
|
|
|
|
|
|
Shareholders of Royal Dutch Shell plc |
|
|
(8,142 |
) |
|
|
(10,556 |
) |
|
|
(7,391 |
) |
Minority interest |
|
|
(289 |
) |
|
|
(293 |
) |
|
|
(264 |
) |
Payments to former Royal Dutch shareholders |
|
|
|
|
|
|
(1,651 |
) |
|
|
|
|
Treasury shares: net sales/(purchases) and dividends received |
|
|
493 |
|
|
|
378 |
|
|
|
(759 |
) |
|
Cash flow from financing activities |
|
|
(13,741 |
) |
|
|
(18,573 |
) |
|
|
(13,592 |
) |
|
Currency translation differences relating to cash and cash equivalents |
|
|
178 |
|
|
|
(250 |
) |
|
|
113 |
|
|
Increase/(decrease) in cash and cash equivalents |
|
|
(2,728 |
) |
|
|
2,529 |
|
|
|
7,094 |
|
Cash and cash equivalents at January 1 |
|
|
11,730 |
|
|
|
9,201 |
|
|
|
2,107 |
|
|
Cash and cash equivalents at December 31 |
|
|
9,002 |
|
|
|
11,730 |
|
|
|
9,201 |
|
|
The Notes on pages 108 to 160 are an integral part of these Consolidated Financial
Statements.
Royal Dutch Shell plc 107
In 2005, Royal Dutch Shell plc (Royal Dutch Shell) became the single parent company of
Royal Dutch Petroleum Company (Royal Dutch) and of Shell Transport and Trading Company Limited
(previously known as The Shell Transport and Trading Company, p.l.c.) (Shell Transport) the two
former public parent companies of the Group (the Unification).
Immediately after the Unification each former Royal Dutch and Shell Transport shareholder who
participated in the Unification held the same economic interest in Royal Dutch Shell as the
shareholder held in the Group immediately prior to implementation of the Unification. Accordingly,
the Unification has been accounted for using a carry-over basis of the historical costs of the
assets and liabilities of Royal Dutch, Shell Transport and the other companies comprising the
Group.
The Consolidated Financial Statements of Royal Dutch Shell and its subsidiaries (collectively known
as the Shell Group, Group or Group companies) have been prepared using the carry-over basis
to account for the Unification and on the basis that the resulting structure was in place
throughout the periods presented.
The Consolidated Financial Statements have been prepared in accordance with the provisions of the
Companies Act 1985, Article 4 of the International Accounting Standards (IAS) Regulation and with
International Financial Reporting Standards (IFRS) as adopted by the European Union. As applied to
Royal Dutch Shell, there are no material differences with IFRS as issued by the International
Accounting Standards Board.
Prior to the Shell Groups date of transition to IFRS of January 1, 2004 it prepared Consolidated
Financial Statements in accordance with US Generally Accepted Accounting Principles (US GAAP). As
part of the Groups adoption of IFRS, certain elections were made under IFRS 1 First-time Adoption
of International Financial Reporting Standards and, where applicable, these are described within
Note 2 below.
The Consolidated Financial Statements have been prepared in accordance with those IFRS and
International Financial Reporting Interpretations Committee (IFRIC) interpretations issued and
effective, or issued and early adopted, as at December 31, 2006. The accounting policies set out in
Note 2 below have been consistently applied to all periods presented except, as explained in the
Note, for those relating to the classification and measurement of financial instruments to the
extent that IFRS differs from US GAAP. The Shell Group has taken the exemption available under IFRS
1 to apply IAS 32 and IAS 39 from January 1, 2005 and the impact on transition is described in Note
27.
The Consolidated Financial Statements have been prepared under the historical cost convention as
modified by the revaluation of certain financial assets and liabilities and other derivative
contracts.
The preparation of financial information in conformity with IFRS requires the use of certain
accounting estimates. It also requires management to exercise its judgement in the process of
applying the Shell Groups accounting policies. The key accounting estimates and judgements are
explained in Note 3 below. Actual results could differ from those estimates.
The Consolidated Financial Statements were approved and authorised for issue by the Board of
Directors on March 7, 2007.
NATURE OF THE CONSOLIDATED FINANCIAL STATEMENTS
The Consolidated Financial Statements are presented in US dollars (dollars) and include the
accounts of Royal Dutch Shell and of those companies in which it, either directly or indirectly,
has control either through a majority of the voting rights or the right to exercise a controlling
influence or to obtain the majority of the benefits and be exposed to the majority of the risks.
NATURE OF OPERATIONS AND SEGMENTAL REPORTING
The Shell Group is engaged in all principal aspects of the oil and natural gas industry, and
also has interests in chemicals and additional interests in power generation and renewable energy
(chiefly in wind and advanced solar energy). The Group conducts its business through five principal
business segments, Exploration & Production, Gas & Power, Oil Products, Chemicals and Corporate and
Other. These activities are conducted in more than 130 countries and territories.
REVENUE RECOGNITION
Revenue from sales of oil, natural gas, chemicals and all other products is recognised when
the significant risks and rewards of ownership have been transferred, which is when title passes to
the customer. In Exploration & Production and Gas & Power this generally occurs when product is
physically transferred into a vessel, pipe or other delivery mechanism. For sales by
refining companies, it is either when product is placed onboard a vessel or offloaded from the
vessel, depending on the contractually agreed terms. For wholesale sales of oil products and
chemicals it is either at the point of delivery or the point of receipt, depending on contractual
conditions.
Revenue resulting from the production of oil and natural gas properties in which the Shell Group
has an interest with other producers is recognised on the basis of the Shell Groups working
interest (entitlement method). Gains and losses on derivative contracts and the revenue and costs
associated with other contracts which are classified as held for trading purposes are reported on a
net basis in the Consolidated Statement of Income. Purchase and sale of hydrocarbons under exchange
contracts that are necessary to obtain or reposition feedstock utilised in the Shell Groups
refinery operations are shown net in the Consolidated Statement of Income. Sales between Shell
Group companies, as disclosed in the segment information, are based on prices generally equivalent
to commercially available prices.
108 Royal Dutch Shell plc
Revenue is stated after deducting sales taxes, excise duties and similar levies.
PROPERTY, PLANT AND EQUIPMENT AND INTANGIBLE ASSETS
[A] Recognition in the Consolidated Balance Sheet
Property, plant and equipment, including expenditure on major inspections, and intangible assets
are initially recorded in the Consolidated Balance Sheet at cost where it is probable that they
will generate future economic benefits. This includes capitalisation of decommissioning and
restoration costs associated with provisions for asset retirement (see Provisions) and certain
development costs (see Research and development). Accounting for exploration costs is described
separately below (Exploration costs). Intangible assets include goodwill, capitalised software
costs and trademarks. Interest is capitalised, as an increase in property, plant and equipment, on
capital projects during construction.
Property, plant and equipment and intangible assets are subsequently recognised at cost less
accumulated depreciation (including any impairment).
[B] Depreciation, depletion and amortisation
Property, plant and equipment related to oil and natural gas production activities are depreciated
on a unit-of-production basis over the proved developed reserves of the field concerned, except in
the case of assets whose useful life is shorter than the lifetime of the field, in which case the
straight-line method is applied. Rights and concessions are depleted on the unit-of-production
basis over the total proved reserves of the relevant area. Unproved properties are amortised as
required by particular circumstances. Other property, plant and equipment are generally depreciated
on a straight-line basis over their estimated useful lives which is generally 20 years for
refineries and chemicals plants, 15 years for retail service station facilities, and major
inspection costs are amortised over three to five years which represents the estimated period
before the next planned major inspection. Property, plant and equipment held under finance leases
are depreciated over the lease term.
Goodwill is tested for impairment annually. Other intangible assets are amortised on a
straight-line basis over their estimated useful lives (for periods up to 40 years).
[C] Impairment
Other than properties with no proved reserves (where the basis for carrying costs in the
Consolidated Balance Sheet is explained under Exploration costs), the carrying amounts of major
Exploration & Production property, plant and equipment are reviewed for possible impairment
annually, while all assets are reviewed whenever events or changes in circumstances indicate that
the carrying amounts for those assets may not be recoverable. If assets are determined to be
impaired, the carrying amounts of those assets are written down to their recoverable amount, which
is the higher of fair value less costs to sell and value in use determined as the amount of
estimated risk adjusted discounted future cash flows. For this purpose, assets are grouped based on
separately identifiable and largely independent cash flows. Assets held for sale are recognised at
the lower of the carrying amount and fair value less cost to sell. No further provision for
depreciation is charged on such assets.
Estimates of future cash flows used in the evaluation for impairment of assets related to
hydrocarbon production are made using risk assessments on field and reservoir performance and
include outlooks on proved reserves and unproved volumes, which are then risk-weighted utilising
the results from projections of geological, production, recovery and economic factors.
Impairments, except those related to goodwill, are reversed as applicable to the extent that the
events or circumstances that triggered the original impairment have changed.
Impairment charges and reversals are reported within depreciation, depletion and amortisation.
EXPLORATION COSTS
Shell Group companies follow the successful efforts method of accounting for oil and natural
gas exploration costs. Exploration costs are charged to income when incurred, except that
exploratory drilling costs are included in property, plant and equipment, pending determination of
proved reserves. Exploration wells that are more than 12 months old are expensed unless (a) proved
reserves are booked, or (b) (i) they have found commercially producible quantities of reserves, and
(ii) they are subject to further exploration or appraisal activity in that either drilling of
additional exploratory wells is under way or firmly planned for the near future or other activities
are being undertaken to sufficiently progress the assessing of reserves and the economic and
operating viability of the project.
ASSOCIATED COMPANIES AND JOINT VENTURES
Investments in companies over which Shell Group companies have the right to exercise
significant influence but not control are classified as associated companies and are accounted for
on the equity basis. Interests in jointly controlled entities are also recognised on the equity
basis. Interests in jointly controlled assets are recognised by including the Shell Group share of
assets, liabilities, income and expenses on a line-by-line basis.
INVENTORIES
Inventories are stated at cost to the Shell Group or net realisable value, whichever is
lower. Such cost is determined by the first-in first-out (FIFO) method and comprises direct
purchase costs, cost of production, transportation and manufacturing expenses and taxes.
DEFERRED TAXATION
Deferred taxation is provided using the liability method of accounting for income taxes based
on provisions of enacted or substantively enacted laws at the balance sheet date. Recognition is
given to deferred tax assets and liabilities for the expected future tax consequences of events
that have been recognised in the
Royal Dutch Shell plc 109
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTE 2 CONTINUED
Consolidated Financial Statements or in the tax returns (temporary differences); deferred tax
is not generally provided on initial recognition of an asset or liability in a transaction that, at
the time of the transaction, affects neither accounting nor taxable profit.
Deferred tax assets are recognised where future recovery is probable. Deferred tax assets and
liabilities are presented separately in the Consolidated Balance Sheet except where there is a
right of set-off within fiscal jurisdictions.
Deferred tax is not provided for taxes on possible future distributions of retained earnings of
Shell Group companies and equity accounted investments where the timing of the distribution can be
controlled and it is probable that the retained earnings will be reinvested by the companies
concerned.
EMPLOYEE BENEFITS
[A] Employee retirement plans
Retirement plans to which employees contribute and many non-contributory plans are generally funded
by payments to independent trusts. Where, due to local conditions, a plan is not funded, a
provision is made. Valuations of both funded and unfunded plans are carried out annually by
independent actuaries.
For plans which define the amount of pension benefit to be provided, pension cost primarily
represents the increase in actuarial present value of the obligation for pension benefits based on
employee service during the year and the interest on this obligation in respect of employee service
in previous years, net of the expected return on plan assets.
Unrecognised actuarial gains and losses at the date of transition to IFRS have been recognised in
the 2004 opening Consolidated Balance Sheet. The Shell Group recognises actuarial gains and losses
that arise subsequent to January 1, 2004 using the corridor method. Under this method, to the
extent that any cumulative unrecognised actuarial gain or loss exceeds 10% of the greater of the
present value of the defined benefit obligation and the fair value of plan assets, that portion is
recognised in income over the expected average remaining working lives of the employees
participating in the plan. Otherwise, the actuarial gain or loss is not recognised.
For plans where benefits depend solely on the amount contributed to the employees account and the
returns earned on investment of these contributions, pension cost is the amount of contributions
payable by Shell Group companies for the period.
[B] Retirement benefits other than pensions
Some Shell Group companies provide certain retirement healthcare and life insurance benefits to
retirees, the entitlement to which is usually based on the employee remaining in service up to
retirement age and the completion of a minimum service period. These plans are not funded and a
provision is made. Valuations of benefits are carried out by independent actuaries.
The expected costs of retirement benefits other than pensions are accrued over the periods
employees render service to the Shell Group. Unrecognised gains and losses at the date of
transition to IFRS have been recognised in the 2004 opening Consolidated Balance Sheet. The Shell
Group recognises actuarial gains and losses that arise subsequent to January 1, 2004 using the
corridor method.
[C] Share-based compensation plans
The fair value of share-based compensation for equity-settled plans granted to employees after
November 7, 2002, and which had not vested by January 1, 2005, is recognised as an expense from the
date of grant over the vesting period with a corresponding increase directly in equity. The
periodic change in the fair value of share-based compensation for cash-settled plans (which are
those with stock appreciation rights) is recognised as an expense with a corresponding change in
liabilities. The fair value of share-based compensation for options is estimated using a
Black-Scholes option pricing model and for performance shares is estimated using a Monte Carlo
pricing model.
LEASES
Agreements under which Shell Group companies make payments to owners in return for the right
to use an asset for a period are accounted for as leases. Leases that transfer substantially all
the risks and rewards of ownership are recorded at inception as finance leases within property,
plant and equipment and debt. All other leases are recorded as operating leases and the costs are
charged to income on a straight-line basis.
FINANCIAL INSTRUMENTS AND OTHER DERIVATIVE CONTRACTS
The Group adopted IAS 32 and IAS 39 with effect from January 1, 2005. Until the end of 2004,
the Group accounted for
financial instruments and other derivative contracts under US GAAP. Information for 2004 has not
been restated and the resulting change in policy on transition, which is mainly restricted to
unquoted securities with estimable fair values and to certain commodity contracts and embedded
derivatives, is included in the description below. The impact on transition at January 1, 2005 is
shown in Note 27.
[A] Financial assets
Investments: financial assets
Investments: financial assets comprise debt and equity securities.
Securities held to maturity
Securities held to maturity are recognised initially at fair value plus directly attributable
transaction costs and subsequently carried at amortised cost.
110 Royal Dutch Shell plc
Securities of a trading nature
Securities of a trading nature are carried at fair value with unrealised holding gains and losses
being included in income.
Available-for-sale-securities
All other securities are classified as available-for-sale and are carried at fair value, other than
unquoted equity securities with no estimable fair value which are carried at cost, less any
impairment. Unrealised holding gains and losses other than impairments are taken directly to
equity, except for translation differences arising on foreign currency debt securities which are
taken to income. Upon sale or maturity, the net gains and losses are included in income.
Fair value is based on market prices where available, otherwise it is calculated as the net present
value of expected future cash flows.
From January 1, 2005 this has resulted in certain unquoted equity securities being recognised at
fair value. This change in accounting has no impact on the timing of recognition of income arising
from these investments.
Securities
forming part of a portfolio which is required to be held long-term are classified under
investments.
Interest on debt securities is accounted for in income by applying the effective interest method.
Dividends on equity securities are accounted for in income when receivable.
Cash and cash equivalents
Cash and cash equivalents comprise cash at bank and in hand, and bank overdrafts where there is a
right of offset, together with commercial paper notes which have a maturity of three months or less
at date of acquisition.
Receivables
Receivables are recognised initially at fair value based on amounts exchanged and subsequently at
amortised cost less any impairment.
[B] Financial liabilities
Debt and accounts payable are recognised initially at fair value based on amounts exchanged and
subsequently at amortised cost, except for fixed rate debt subject to fair value hedging.
Interest expense, other than interest capitalised, is accounted for in income using the effective
interest method.
[C] Derivative contracts
Shell Group companies use derivatives in the management of interest rate risk, foreign currency
risk and commodity price risk. These derivative contracts are recognised at fair value, using
market prices.
Those derivatives qualifying and designated as hedges are either: (i) a fair value hedge of the
change in fair value of a recognised asset or liability or an unrecognised firm commitment, or (ii)
a cash flow hedge of the change in cash flows to be received or paid relating to a recognised
asset or liability or a highly probable forecasted transaction.
A change in the fair value of a hedging instrument designated as a fair value hedge is taken to
income, together with the consequential adjustment to the carrying amount of the hedged item. The
effective portion of a change in fair value of a derivative designated as a cash flow hedge is
recognised directly in equity until the actual cash flow occurs, at which point it is recognised in
income; any ineffective portion is taken to income.
Group companies document all relationships between hedging instruments and hedged items, as well as
risk management objectives and strategies for undertaking hedge transactions. The effectiveness of
a hedge is also continually assessed and when it ceases, hedge accounting is discontinued.
Certain contracts to purchase and sell commodities are required to be recognised at fair value,
generally based on market prices (with gains and losses taken to income). These are contracts which
can be net settled or sales contracts containing volume optionality.
Certain embedded derivatives within contracts are required to be separated from their host contract
and recognised at fair value, generally based on market prices (with gains and losses taken to
income), if the economic characteristics and risks of the embedded derivative are not closely
related to that of the host contract.
PROVISIONS
Provisions are liabilities where the timing or amount of future expenditure is uncertain.
Provisions are recorded at the balance sheet date at the best estimate, using risk-adjusted future
cash flows, of the present value of the expenditure required to settle the present obligation.
Non-current amounts are discounted using the risk-free rate. Specific details for decommissioning
and restoration costs and environmental remediation are described below. The carrying amount of
provisions is regularly reviewed and adjusted for new facts or changes in law or technology.
Provisions for decommissioning and restoration costs, which are primarily in respect of oil and gas
production facilities, are based on current requirements, technology and price levels and the
present value is calculated using amounts discounted over the useful economic life of the assets.
The liability is recognised (together with a corresponding amount as part of the related property,
plant and equipment) once an obligation (whether legal or constructive) crystallises in the period
when a reasonable estimate can be made. The effects of changes resulting from revisions to the
timing or the amount of the original estimate of the provision are reflected on a prospective
basis.
Royal Dutch Shell plc 111
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTE 2 CONTINUED
Provisions for environmental remediation resulting from ongoing or past operations or events
are recognised in the period in which an obligation, legal or constructive, to a third party arises
and the amount can be reasonably estimated. Measurement of liabilities is based on current legal
requirements and existing technology. Recognition of any joint and several liability is based upon
Shell Group companies best estimate of their final pro rata share of the liability. Liabilities
are determined independently of expected insurance recoveries. Recoveries are recognised and
reported as separate events and brought into account when virtually certain of realisation.
TREASURY SHARES
Shares in Royal Dutch Shell held by Shell Group Employee Share Ownership Trusts are not
included in assets but, after deducting dividends received, are reflected at cost as a deduction
from equity as treasury shares.
RESEARCH AND DEVELOPMENT
Development costs which are expected to generate probable future economic benefits are
capitalised as intangible assets. All other research and development expenditure is charged to
income as incurred, with the exception of that on buildings and major items of equipment which have
alternative use.
DISCONTINUED OPERATIONS
Discontinued operations comprise those activities which have been disposed of during the
period, or remain held for sale at period end, and represent a separate major line of business or
geographical area of operation which can be clearly distinguished, operationally and for financial
reporting purposes, from other activities of the Shell Group.
BUSINESS COMBINATIONS
Assets acquired and liabilities assumed on a business combination are recognised at their
fair value at the date of the acquisition; the amount of the purchase consideration above this
value is reflected as goodwill.
CURRENCY TRANSLATION
Assets and liabilities of non-dollar Shell Group companies are translated to US dollars at
year-end rates of exchange, whilst their statements of income and cash flows are translated at
quarterly average rates. The dollar equivalents of exchange gains and losses arising as a result of
foreign currency transactions (including those in respect of intercompany balances unless related
to transactions of a long-term investment nature) are included in income within interest and other
income or within cost of sales where not related to financing. Translation differences arising on
consolidation are taken directly to a currency translation differences account within equity. As
part of the transition to IFRS, the balance of this account was eliminated at January 1, 2004 and
transferred to retained earnings with no impact on total equity. Upon divestment or liquidation of
an entity, cumulative currency translation differences related to that entity are taken to income.
NEW ACCOUNTING STANDARDS AND INTERPRETATIONS
Certain new accounting standards and interpretations are in issue which are not required to
be adopted until after 2006 and which have not been adopted early by the Group.
IFRS 7 Financial Instruments: Disclosures requires changes in certain disclosures related to the
Groups financial instruments for the year ending December 31, 2007. Adoption will not affect the
Groups accounting policies. The Group already provides certain of the disclosures required and
does not expect that adoption of this standard will have a significant impact on the presentation
of its Consolidated Financial Statements.
IFRS 8 Operating Segments is effective from January 1, 2009, although early adoption by the Group
is under consideration. The standard replaces IAS 14 Segment Reporting and converges with US GAAP.
Adoption will simplify the way in which segment information is disclosed in the Consolidated
Financial Statements as the Group currently complies with both IFRS and US GAAP requirements.
In order to prepare the Consolidated Financial Statements in conformity with IFRS, management
of the Shell Group has to make estimates and judgements. The matters described below are considered
to be the most important in understanding the judgements that are involved in preparing these
statements and the uncertainties that could impact the amounts reported in the results of
operations, financial condition and cash flows. Group accounting policies are described in Note 2.
ESTIMATION OF OIL AND GAS RESERVES
Oil and gas reserves are key elements in the Shell Groups investment decision-making
process. They are also an important element in testing for impairment. Changes in proved oil and
gas reserves will also affect the standardised measure of discounted cash flows and changes in
proved oil and gas reserves, particularly proved developed reserves,
will affect unit-of-production depreciation charges to income.
Proved oil and gas reserves are the estimated quantities of crude oil, natural gas and natural gas
liquids which geological and engineering data demonstrate with reasonable certainty to be
recoverable in future years from known reservoirs under existing economic and operating conditions,
i.e., prices and costs as of the date the estimate is made. Proved developed reserves are reserves
that can be expected to be recovered through existing wells with existing equipment and operating
112 Royal Dutch Shell plc
methods. Estimates of oil and gas reserves are inherently imprecise, require the application of
judgement and are subject to future revision. Accordingly, financial and accounting measures (such
as the standardised measure of discounted cash flows, depreciation, depletion and amortisation
charges, and decommissioning provisions) that are based on proved reserves are also subject to
change.
Proved reserves are estimated by reference to available reservoir and well information, including
production and pressure trends for producing reservoirs and, in some cases, subject to definitional
limits, to similar data from other producing reservoirs. Proved reserves estimates are attributed
to future development projects only where there is a significant commitment to project funding and
execution and for which applicable governmental and regulatory approvals have been secured or are
reasonably certain to be secured. Furthermore, estimates of proved reserves only include volumes
for which access to market is assured with reasonable certainty. All proved reserves estimates are
subject to revision, either upward or downward, based on new information, such as from development
drilling and production activities or from changes in economic factors, including product prices,
contract terms or development plans. In general, changes in the technical maturity of hydrocarbon
reserves resulting from new information becoming available from development and production
activities have tended to be the most significant cause of annual revisions.
In general, estimates of reserves for undeveloped or partially developed fields are subject to
greater uncertainty over their future life than estimates of reserves for fields that are
substantially developed and depleted. As a field goes into production, the amount of proved
reserves will be subject to future revision once additional information becomes available through,
for example, the drilling of additional wells or the observation of long-term reservoir performance
under producing conditions. As those fields are further developed, new information may lead to
revisions.
Changes to the Shell Groups estimates of proved reserves, particularly proved developed reserves,
also affect the amount of depreciation, depletion and amortisation recorded in the Consolidated
Financial Statements for property, plant and equipment related to hydrocarbon production
activities. These changes can for example be the result of production and revisions. A reduction in
proved developed reserves will increase depreciation, depletion and amortisation charges (assuming
constant production) and reduce income.
Although the possibility exists for changes in reserves to have a critical effect on depreciation,
depletion and amortisation charges and, therefore, income, it is expected that in the normal course
of business the diversity of the Shell portfolio will constrain the likelihood of this occurring.
EXPLORATION COSTS
Capitalised exploration drilling costs more than 12 months old are expensed unless (a) proved
reserves are booked, or (b) (i) they have found commercially producible quantities of reserves and
(ii) they are subject to further exploration or appraisal activity in that either drilling of
additional exploratory wells is under way or firmly planned for the near future or other activities
are being undertaken to sufficiently progress the assessing of reserves and the economic and
operating viability of the project. In making decisions about whether to continue to capitalise
exploration drilling costs for a period longer than 12 months, it is necessary to make judgements
about the satisfaction of each of these conditions. If there is a change in one of these judgements
in a subsequent period, then the related capitalised exploration drilling costs would be expensed
in that period, resulting in a charge to income. Information on such costs is given in Note 12.
IMPAIRMENT OF ASSETS
For oil and gas properties with no proved reserves, the capitalisation of exploration costs
and the basis for carrying those costs on the balance sheet are explained above. For properties
with proved reserves, the carrying amounts of major property, plant and equipment are reviewed for
possible impairment annually, while all assets are reviewed whenever events or changes in
circumstances indicate that the carrying amounts for those assets may not be recoverable. If assets
are determined to be impaired the carrying amounts of those assets are written down to their
recoverable amount, which is the higher of fair value less costs to sell and value in use
determined as the amount of estimated discounted future cash flows. For this purpose, assets are
grouped based on separately identifiable and largely independent cash flows. Impairments can also
occur when decisions are taken to dispose of assets. Impairments, except those relating to
goodwill, are reversed as applicable to the extent that the events or circumstances that triggered
the original impairment have changed.
Estimates of future cash flows are based on management estimates of future commodity prices, market
supply and demand, product margins and, in the case of oil and gas properties, the expected future
production volumes. Other factors that can lead to changes in estimates include restructuring plans
and variations in regulatory environments. Expected future production volumes, which include both
proved reserves as well as volumes that are expected to constitute proved reserves in the future,
are used for impairment testing because the Shell Group believes this to be the most appropriate
indicator of expected future cash flows, used as a measure of value in use. Estimates of future
cash flows are risk-weighted to reflect expected cash flows and are consistent with those used in
Group companies business plans. A discount rate based on the Groups marginal cost of debt is used
in impairment testing. Expected cash flows are then risk-adjusted to reflect specific local
circumstances or risks surrounding the cash flows. The Shell Group reviews the discount rate to be
applied on an annual basis although it has been stable in recent years.
Asset impairments or their reversal will impact income, and amounts in 2006, 2005 and 2004 are
given in Note 12.
The Shell Group has a portfolio of assets across a number of business lines and geographic regions.
The factors that influence estimated future cash flows from assets also vary depending on the
nature of the business activity in which those assets are used and geographical market conditions
impacting the businesses in which assets are used. This wide business and geographic spread is such
that it is not practicable to determine the likelihood or magnitude of impairments under different
sets of assumptions. The assumption on future oil prices tends to be stable because the Group does
not consider short-term increases or decreases in prices as being indicative of long-term levels.
At the end of 2006 the estimated oil and gas prices used for impairment testing were lower than
prices prevailing in the market at that time.
Royal Dutch Shell plc 113
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTE 3 CONTINUED
PROVISIONS
Provisions are recognised for the future decommissioning and restoration of oil and gas
production facilities and pipelines at the end of their economic lives. The estimated cost is
charged to income over the life of the proved developed reserves on a unit-of-production basis.
Changes in the estimates of costs to be incurred, proved developed reserves or in the rate of
production will therefore impact income, over the remaining economic life of oil and gas assets.
Other provisions are recognised in the period when it becomes probable that there will be a future
outflow of funds resulting from past operations or events which can be reasonably estimated. The
timing of recognition requires the application of judgement to existing facts and circumstances,
which can be subject to change.
Estimates of the amounts of provisions recognised are based on current legal and constructive
requirements, technology and price levels. Because actual outflows can differ from estimates due to
changes in laws, regulations, public expectations, technology, prices and conditions, and can take
place many years in the future, the carrying amounts of provisions are regularly reviewed and
adjusted to take account of such changes.
In relation to decommissioning and restoration costs, the estimated interest rate used in
discounting the cash flows is reviewed at least annually. The interest rate used to determine the
balance sheet obligation at December 31, 2006 was 6%.
Information on provisions, including changes in 2006, 2005 and 2004 is given in Note 22.
As further described in Note 32, the Shell Group is subject to claims and actions. The facts and
circumstances relating to particular cases are evaluated in determining whether it is probable
that there will be a future outflow of funds and, once established, whether a provision relating to
a specific litigation is sufficient. Accordingly, significant management judgement relating to
contingent liabilities is required since the outcome of litigation is difficult to predict. Despite
this uncertainty, actual payments related to litigation during the three years ended December 31,
2006 have not been material to the Groups financial condition or results of operations.
Notwithstanding the possibility of outcomes outside expected ranges, in recent years the Groups
experience has been that estimates used in determining the appropriate levels of provisions have
been materially adequate in anticipating actual outcomes.
A change in estimate of a recognised provision would result in a charge or credit to income in the
period in which the change occurs (with the exception of decommissioning and restoration costs as
described above).
EMPLOYEE RETIREMENT PLANS
Retirement plans are provided for regular employees of all major Group companies and
generally provide defined benefits based on employees years of service and average/final
pensionable salary. The plans are typically structured as separate legal entities managed by
trustees.
The amounts reported for the Groups employee retirement plans are disclosed in Note 21 and are
calculated in accordance with IFRS. Under the IFRS methodology adopted by the Group (see Note 2),
volatility in reported income is reduced as the methodology provides for unexpected changes in the
amount of plan assets and benefit obligations (actuarial gains and losses) to be amortised over the
average remaining employee work life rather than being immediately recognised in the Consolidated
Financial Statements. The Group disclosures of the year-end marked-to-market values of plan assets
and benefit obligations are subject to significant volatility as market values change.
Local trustees manage the pension funds and set the required contributions from Group companies
based on independent actuarial valuation rather than the IFRS measures.
Pension cost reported by the Group primarily represents the increase in actuarial present value of
the obligation for benefits based on employee service during the year and the interest on the
obligation in respect of employee service in previous years, net of the expected return on plan
assets. The calculations are sensitive to changes in the assumptions made regarding future
outcomes, the principal ones being in respect of changes in pensionable salaries, demography
(including mortality), the discount rate used to convert future cash flows to current values and
the long-term return on plan assets. Substantial judgement is required in determining the
assumptions. The assumptions used vary for the different plans but are determined under a common
process in consultation with independent actuaries and in the light of local conditions. The
weighted-average values used by the Group are given in Note 21. The assumptions are reviewed
annually.
Assumptions for increases in pensionable salaries are based on historic outturns and managements
expectation. A change of
one percentage point in the expected rate of increase for pensionable salaries would result in a
change in the Groups projected benefit obligation of approximately $2 billion and in the Groups
annual pension cost of approximately $300 million (pre-tax). For 2006 there was a small rise in the
assumption for pensionable salary increases in respect of the Bermuda and the UK plans and a
reduction in respect of the Netherlands plan, reflecting changes in the expectation for future
movements in pensionable salary based on experience of actual awards in recent years.
Mortality assumptions are based on the latest available standard mortality tables for the
individual countries concerned, adjusted where appropriate to reflect the experience of the Group.
The assumptions for each country are reviewed each year and are adjusted where necessary to reflect
changes in fund experience and actuarial recommendations. In 2006, mortality assumptions were
upgraded in a number of countries such that the average male life expectancy at normal retirement
age increased from 84 to 85. This resulted in an increase in the Groups projected benefit
obligation of approximately $700 million. The Groups most substantial retirement benefit
obligations are in the Netherlands, UK and USA and an increase of 1 year in the life expectancy
assumed for all plan members in these countries would result in an increase in the Groups
projected benefit obligation of approximately $1 billion and in the Groups annual pension cost of
approximately $100 million (pre-tax).
114 Royal Dutch Shell plc
Discount rates used to calculate year-end benefit obligations are based on prevailing AA long-term
corporate bond yields, chosen to match the duration of the relevant obligations. A change of one
percentage point in the discount rate would result in a change in the Groups projected benefit
obligation of approximately $9 billion and in the Groups annual pension cost of approximately $400
million (pre-tax). AA long-term corporate bond yields can be volatile. In 2006 AA corporate bond
yields increased by 0.5% in the Eurozone and by 0.25% in the UK and the USA; these changes were
reflected in the discount rates used.
Expected rates of return on plan assets are calculated based on a projection of real long-term bond
yields and an equity risk premium which are combined with local inflation assumptions and applied
to the actual asset mix of each plan. The amount of the expected return on plan assets is
calculated using the expected rate of return for the year and the fair value of assets at the
beginning of the year. A change of one percentage point in the expected rate of return on plan
assets would result in a change in the Groups annual pension cost of approximately $600 million
(pre-tax). The actual return on plan assets is significantly dependent on investment performance.
In 2006 expected returns were maintained at previous levels, approximately 7.1% on average. In 2006
the actual return on plan assets significantly exceeded the expected return, principally due to the
strong performance of equity investments globally.
Revenue is stated after deducting sales taxes, excise duties and similar levies of $70,929
million in 2006, $72,277 million in 2005 and $72,370 million in 2004.
[A] INTEREST AND OTHER INCOME
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
Interest income |
|
|
997 |
|
|
|
863 |
|
|
|
463 |
|
Dividend income |
|
|
220 |
|
|
|
171 |
|
|
|
153 |
|
Other income |
|
|
211 |
|
|
|
137 |
|
|
|
867 |
|
|
Total |
|
|
1,428 |
|
|
|
1,171 |
|
|
|
1,483 |
|
|
Other income in 2004 includes gains from the disposal of the Groups interest in Sinopec of $0.3 billion and Fluxys
and Distrigas of $0.5 billion.
[B] INTEREST EXPENSE
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
Interest incurred |
|
|
1,296 |
|
|
|
1,124 |
|
|
|
962 |
|
Accretion expense (see Note 22) |
|
|
417 |
|
|
|
371 |
|
|
|
304 |
|
Less: interest capitalised |
|
|
(564 |
) |
|
|
(427 |
) |
|
|
(207 |
) |
|
Total |
|
|
1,149 |
|
|
|
1,068 |
|
|
|
1,059 |
|
|
The capitalisation rate used to determine the amount of borrowing costs eligible for
capitalisation in 2006 was 4.0% (2005: 3.0%; 2004: 3.0%).
[A] EMPLOYEE EMOLUMENTS
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
Remuneration |
|
|
8,827 |
|
|
|
8,286 |
|
|
|
8,037 |
|
Social law taxes |
|
|
712 |
|
|
|
681 |
|
|
|
691 |
|
Retirement benefits (see Note 21) |
|
|
743 |
|
|
|
768 |
|
|
|
782 |
|
Share-based compensation (see Note 28) |
|
|
462 |
|
|
|
376 |
|
|
|
285 |
|
|
Total |
|
|
10,744 |
|
|
|
10,111 |
|
|
|
9,795 |
|
|
In addition to the above emoluments, there were redundancy costs in 2006 of $66 million
(2005: $109 million; 2004: $491 million).
Royal Dutch Shell plc 115
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTE 6 CONTINUED
[B] AVERAGE EMPLOYEE NUMBERS
Average employee numbers during the year by segment were:
|
|
|
|
|
|
|
|
|
|
|
|
|
thousands |
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
Exploration & Production |
|
|
19 |
|
|
|
18 |
|
|
|
16 |
|
Gas & Power |
|
|
3 |
|
|
|
2 |
|
|
|
2 |
|
Oil Products |
|
|
67 |
|
|
|
71 |
|
|
|
78 |
|
Chemicals |
|
|
6 |
|
|
|
8 |
|
|
|
8 |
|
Corporate and Other |
|
|
13 |
|
|
|
10 |
|
|
|
9 |
|
|
Total |
|
|
108 |
|
|
|
109 |
|
|
|
113 |
|
|
[C] DIRECTORS AND SENIOR MANAGEMENT COMPENSATION
|
|
|
|
|
|
|
|
|
|
|
|
|
$ thousands |
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
Short-term employee benefits[A] |
|
|
15,917 |
|
|
|
14,361 |
|
|
|
10,801 |
|
Post-employment benefits[B] |
|
|
2,125 |
|
|
|
4,278 |
|
|
|
1,034 |
|
Other long-term benefits[C] |
|
|
4,105 |
|
|
|
2,350 |
|
|
|
838 |
|
Share-based payments[D] |
|
|
13,879 |
|
|
|
5,111 |
|
|
|
3,691 |
|
|
Total |
|
|
36,026 |
|
|
|
26,100 |
|
|
|
16,364 |
|
|
|
|
|
[A] |
|
In addition to salaries and fees, this includes annual bonus (shown in the related
performance year and not in the following year in which they are paid), cash benefits, car
benefits, and other benefits such as Medicare contributions and social law taxes. |
|
[B] |
|
The amounts contributed by the Shell Group to pension funds. 2005 includes a
one-off payment of $2.6 million made on behalf of Peter Voser to the Shell Swiss
Expatriate Pension Fund. |
|
[C] |
|
The annual bonus deferred under the Deferred Bonus Plan.
|
|
[D] |
|
Cost to the Group of Directors and Senior Management participation in share-based payment plans and realised gains on exercise of share options. |
In 2004 and 2005, Directors and Senior Management comprised the Executive and Non-executive
Directors of Royal Dutch Shell. In 2006, one member of Senior Management was appointed.
There were no termination benefits in 2006, 2005 and 2004.
Aggregate Directors emoluments in respect of qualifying services to Royal Dutch Shell are $18.2
million (2005: $7.9 million; 2004: nil) of which $11.7 million (2005: $4.6 million; 2004: nil)
relates to emoluments receivable in respect of services to the Parent Company.
In 2006 $885 million (2005: $588 million; 2004: $553 million) was charged to cost of sales in
respect of research and development costs.
Depreciation, depletion and amortisation charges are included within the following expense
headings in the Statement of Income:
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
Cost of sales |
|
|
11,275 |
|
|
|
10,384 |
|
|
|
10,569 |
|
Selling, distribution and administrative expenses |
|
|
1,176 |
|
|
|
1,472 |
|
|
|
1,593 |
|
Exploration |
|
|
164 |
|
|
|
125 |
|
|
|
683 |
|
|
Total |
|
|
12,615 |
|
|
|
11,981 |
|
|
|
12,845 |
|
|
In 2005 discontinued operations comprise Basell, a Chemicals joint venture entity (Group
interest 50%) reported on an equity accounted basis, which was sold in that year.
No Group share of profit was reported in 2005 as the investment was held at estimated fair value
less costs to sell. The loss from discontinued operations of $307 million comprises an additional
impairment to reflect actual proceeds on sale. The impact on the Consolidated Statement of Cash
Flows is included in proceeds from sale of equity accounted investments.
The loss from discontinued operations in 2004 comprises the Group share of profit of $119 million
in respect of Basell, more than offset by an impairment charge of $353 million in order to reflect
the carrying amount of this entity at estimated fair value less costs to sell.
116 Royal Dutch Shell plc
[A] INFORMATION BY BUSINESS SEGMENT
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
|
Exploration & |
|
|
Gas & |
|
|
Oil |
|
|
|
|
|
|
Corporate |
|
|
|
|
|
|
|
|
|
Production |
|
|
Power |
|
|
Products |
|
|
Chemicals |
|
|
and Other |
|
|
Eliminations |
|
|
Total |
|
Revenue |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Third party |
|
|
17,909 |
|
|
|
15,887 |
|
|
|
248,581 |
|
|
|
36,306 |
|
|
|
162 |
|
|
|
|
|
|
|
318,845 |
|
Intersegment |
|
|
37,047 |
|
|
|
1,303 |
|
|
|
2,728 |
|
|
|
4,444 |
|
|
|
|
|
|
|
(45,522 |
) |
|
|
|
|
|
Total |
|
|
54,956 |
|
|
|
17,190 |
|
|
|
251,309 |
|
|
|
40,750 |
|
|
|
162 |
|
|
|
(45,522 |
) |
|
|
318,845 |
|
|
Segment result |
|
|
29,377 |
|
|
|
1,242 |
|
|
|
7,378 |
|
|
|
702 |
|
|
|
(1,021 |
) |
|
|
|
|
|
|
37,678 |
|
Share of profit of equity accounted investments |
|
|
3,075 |
|
|
|
1,515 |
|
|
|
1,712 |
|
|
|
494 |
|
|
|
(125 |
) |
|
|
|
|
|
|
6,671 |
|
Interest and other income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,428 |
|
Interest expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,149 |
|
Taxation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
18,317 |
|
|
Income from continuing operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
26,311 |
|
Income/(loss) from discontinued operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income for the period |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
26,311 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dec 31, 2006 |
|
Segment assets |
|
|
71,551 |
|
|
|
36,716 |
|
|
|
74,561 |
|
|
|
12,394 |
|
|
|
2,851 |
|
|
|
|
|
|
|
198,073 |
|
Equity accounted investments |
|
|
6,595 |
|
|
|
3,949 |
|
|
|
7,242 |
|
|
|
2,454 |
|
|
|
500 |
|
|
|
|
|
|
|
20,740 |
|
Taxation, cash and financial asset investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
16,463 |
|
|
Total assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
235,276 |
|
|
Segment liabilities |
|
|
17,000 |
|
|
|
25,518 |
|
|
|
37,459 |
|
|
|
5,081 |
|
|
|
3,264 |
|
|
|
|
|
|
|
88,322 |
|
Debt and taxation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
32,009 |
|
|
Total liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
120,331 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
Capital expenditure |
|
|
16,638 |
|
|
|
1,977 |
|
|
|
3,363 |
|
|
|
821 |
|
|
|
297 |
|
|
|
|
|
|
|
23,096 |
|
New equity accounted investments |
|
|
357 |
|
|
|
222 |
|
|
|
94 |
|
|
|
56 |
|
|
|
122 |
|
|
|
|
|
|
|
851 |
|
Depreciation, depletion and amortisation charge |
|
|
9,008 |
|
|
|
289 |
|
|
|
2,580 |
|
|
|
668 |
|
|
|
70 |
|
|
|
|
|
|
|
12,615 |
|
of which: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Impairment losses |
|
|
1 |
|
|
|
|
|
|
|
140 |
|
|
|
66 |
|
|
|
5 |
|
|
|
|
|
|
|
212 |
|
Impairment reversals |
|
|
|
|
|
|
|
|
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5 |
|
|
Royal Dutch Shell plc 117
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTE 10 CONTINUED
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2005 |
|
|
|
Exploration & |
|
|
Gas & |
|
|
Oil |
|
|
|
|
|
|
Corporate |
|
|
|
|
|
|
|
|
|
Production |
|
|
Power |
|
|
Products |
|
|
Chemicals |
|
|
and Other |
|
|
Eliminations |
|
|
Total |
|
Revenue |
Third party |
|
|
23,970 |
|
|
|
13,766 |
|
|
|
237,210 |
|
|
|
31,018 |
|
|
|
767 |
|
|
|
|
|
|
|
306,731 |
|
Intersegment |
|
|
21,704 |
|
|
|
1,858 |
|
|
|
16,643 |
|
|
|
3,978 |
|
|
|
|
|
|
|
(44,183 |
) |
|
|
|
|
|
Total |
|
|
45,674 |
|
|
|
15,624 |
|
|
|
253,853 |
|
|
|
34,996 |
|
|
|
767 |
|
|
|
(44,183 |
) |
|
|
306,731 |
|
|
Segment result |
|
|
25,268 |
|
|
|
392 |
|
|
|
11,608 |
|
|
|
1,219 |
|
|
|
(1,146 |
) |
|
|
|
|
|
|
37,341 |
|
Share of profit of equity accounted investments |
|
|
4,112 |
|
|
|
999 |
|
|
|
1,713 |
|
|
|
423 |
|
|
|
(124 |
) |
|
|
|
|
|
|
7,123 |
|
Interest and other income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,171 |
|
Interest expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,068 |
|
Taxation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
17,999 |
|
|
Income from continuing operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
26,568 |
|
Income/(loss) from discontinued operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(307 |
) |
|
|
|
|
|
|
|
|
|
|
(307 |
) |
|
Income for the period |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
26,261 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dec 31, 2005
|
|
Segment assets |
|
|
59,351 |
|
|
|
43,631 |
|
|
|
67,253 |
|
|
|
12,087 |
|
|
|
2,325 |
|
|
|
|
|
|
|
184,647 |
|
Equity accounted investments |
|
|
5,152 |
|
|
|
2,947 |
|
|
|
6,173 |
|
|
|
2,330 |
|
|
|
303 |
|
|
|
|
|
|
|
16,905 |
|
Taxation, cash and financial asset investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
17,964 |
|
|
Total assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
219,516 |
|
|
Segment liabilities |
|
|
14,280 |
|
|
|
34,333 |
|
|
|
36,298 |
|
|
|
4,997 |
|
|
|
2,406 |
|
|
|
|
|
|
|
92,314 |
|
Debt and taxation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
29,278 |
|
|
Total liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
121,592 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2005 |
|
Capital expenditure |
|
|
10,858 |
|
|
|
1,568 |
|
|
|
2,810 |
|
|
|
387 |
|
|
|
293 |
|
|
|
|
|
|
|
15,916 |
|
New equity accounted investments |
|
|
372 |
|
|
|
34 |
|
|
|
34 |
|
|
|
212 |
|
|
|
53 |
|
|
|
|
|
|
|
705 |
|
Depreciation, depletion and amortisation charge |
|
|
8,277 |
|
|
|
290 |
|
|
|
2,622 |
|
|
|
599 |
|
|
|
193 |
|
|
|
|
|
|
|
11,981 |
|
of which: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Impairment losses |
|
|
130 |
|
|
|
|
|
|
|
85 |
|
|
|
20 |
|
|
|
70 |
|
|
|
|
|
|
|
305 |
|
Impairment reversals |
|
|
|
|
|
|
|
|
|
|
5 |
|
|
|
4 |
|
|
|
|
|
|
|
|
|
|
|
9 |
|
|
118 Royal Dutch Shell plc
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2004 |
|
|
|
Exploration & |
|
|
Gas & |
|
|
Oil |
|
|
|
|
|
|
Corporate |
|
|
|
|
|
|
|
|
|
Production |
|
|
Power |
|
|
Products |
|
|
Chemicals |
|
|
and Other |
|
|
Eliminations |
|
|
Total |
|
Revenue |
Third party |
|
|
18,400 |
|
|
|
9,625 |
|
|
|
210,424 |
|
|
|
26,877 |
|
|
|
1,060 |
|
|
|
|
|
|
|
266,386 |
|
Intersegment |
|
|
18,895 |
|
|
|
1,210 |
|
|
|
11,924 |
|
|
|
2,620 |
|
|
|
10 |
|
|
|
(34,659 |
) |
|
|
|
|
|
Total |
|
|
37,295 |
|
|
|
10,835 |
|
|
|
222,348 |
|
|
|
29,497 |
|
|
|
1,070 |
|
|
|
(34,659 |
) |
|
|
266,386 |
|
|
Segment result |
|
|
17,335 |
|
|
|
(200 |
) |
|
|
8,698 |
|
|
|
1,235 |
|
|
|
(848 |
) |
|
|
|
|
|
|
26,220 |
|
Share of profit of equity accounted investments |
|
|
2,463 |
|
|
|
1,142 |
|
|
|
1,277 |
|
|
|
437 |
|
|
|
(304 |
) |
|
|
|
|
|
|
5,015 |
|
Interest and other income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,483 |
|
Interest expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,059 |
|
Taxation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12,168 |
|
|
Income from continuing operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
19,491 |
|
Income/(loss) from discontinued operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(199 |
) |
|
|
(35 |
) |
|
|
|
|
|
|
(234 |
) |
|
Income for the period |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
19,257 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dec 31, 2004 |
|
Segment assets |
|
|
57,452 |
|
|
|
18,611 |
|
|
|
62,101 |
|
|
|
12,820 |
|
|
|
2,582 |
|
|
|
|
|
|
|
153,566 |
|
Equity accounted investments |
|
|
5,120 |
|
|
|
3,619 |
|
|
|
6,177 |
|
|
|
3,952 |
|
|
|
322 |
|
|
|
|
|
|
|
19,190 |
|
Taxation, cash and financial asset investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
14,690 |
|
|
Total assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
187,446 |
|
|
Segment liabilities |
|
|
12,165 |
|
|
|
10,834 |
|
|
|
31,933 |
|
|
|
5,001 |
|
|
|
3,145 |
|
|
|
|
|
|
|
63,078 |
|
Debt and taxation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
32,985 |
|
|
Total liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
96,063 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2004 |
|
Capital expenditure |
|
|
8,699 |
|
|
|
1,357 |
|
|
|
2,761 |
|
|
|
529 |
|
|
|
220 |
|
|
|
|
|
|
|
13,566 |
|
New equity accounted investments |
|
|
358 |
|
|
|
276 |
|
|
|
62 |
|
|
|
339 |
|
|
|
23 |
|
|
|
|
|
|
|
1,058 |
|
Depreciation, depletion and amortisation charge |
|
|
7,698 |
|
|
|
903 |
|
|
|
3,357 |
|
|
|
695 |
|
|
|
192 |
|
|
|
|
|
|
|
12,845 |
|
of which: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Impairment losses |
|
|
7 |
|
|
|
634 |
|
|
|
612 |
|
|
|
105 |
|
|
|
6 |
|
|
|
|
|
|
|
1,364 |
|
Impairment reversals |
|
|
211 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
211 |
|
|
The statement of income information above is provided in accordance with IAS 14 Segment
Reporting. Operating segment results are appraised by management on the basis of income including
share of profit of equity accounted investments, certain interest and other income and interest
expense and income from discontinued operations and after tax. This forms the basis of the
discussion of segment earnings in the Operating and Financial Review (OFR).
The table below reconciles the IAS 14 segment results to the segment results used for management
reporting. Management believes that the Segment earnings OFR provides a more complete overview of
other components that impact the earnings of business segments within the Group as it includes the
share of profit of equity accounted investments as well as interest income/expense and taxes.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
|
|
|
|
|
Exploration & |
|
|
Gas & |
|
|
Oil |
|
|
|
|
|
|
Corporate |
|
|
|
|
|
|
|
|
|
|
Production |
|
|
Power |
|
|
Products |
|
|
Chemicals |
|
|
and Other |
|
|
Total |
|
Segment result IAS 14 |
|
|
|
|
|
|
29,377 |
|
|
|
1,242 |
|
|
|
7,378 |
|
|
|
702 |
|
|
|
(1,021 |
) |
|
|
37,678 |
|
Share of profit of equity accounted investments |
|
|
|
|
|
|
3,075 |
|
|
|
1,515 |
|
|
|
1,712 |
|
|
|
494 |
|
|
|
(125 |
) |
|
|
6,671 |
|
Interest and other income |
|
|
|
|
|
|
32 |
|
|
|
236 |
|
|
|
59 |
|
|
|
(2 |
) |
|
|
1,103 |
|
|
|
1,428 |
|
Interest expense |
|
|
|
|
|
|
349 |
|
|
|
5 |
|
|
|
52 |
|
|
|
11 |
|
|
|
732 |
|
|
|
1,149 |
|
Taxation |
|
|
|
|
|
|
16,940 |
|
|
|
338 |
|
|
|
1,972 |
|
|
|
119 |
|
|
|
(1,052 |
) |
|
|
18,317 |
|
Income/(loss) from discontinued operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment
earnings OFR |
|
|
|
|
|
|
15,195 |
|
|
|
2,650 |
|
|
|
7,125 |
|
|
|
1,064 |
|
|
|
277 |
|
|
|
26,311 |
|
|
Royal Dutch Shell plc 119
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTE 10 CONTINUED
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2005 |
|
|
|
Exploration & |
|
|
Gas & |
|
|
Oil |
|
|
|
|
|
|
Corporate |
|
|
|
|
|
|
Production |
|
|
Power |
|
|
Products |
|
|
Chemicals |
|
|
and Other |
|
|
Total |
|
Segment
result IAS 14 |
|
|
25,268 |
|
|
|
392 |
|
|
|
11,608 |
|
|
|
1,219 |
|
|
|
(1,146 |
) |
|
|
37,341 |
|
Share of profit of equity accounted investments |
|
|
4,112 |
|
|
|
999 |
|
|
|
1,713 |
|
|
|
423 |
|
|
|
(124 |
) |
|
|
7,123 |
|
Interest and other income |
|
|
37 |
|
|
|
228 |
|
|
|
110 |
|
|
|
6 |
|
|
|
790 |
|
|
|
1,171 |
|
Interest expense |
|
|
309 |
|
|
|
5 |
|
|
|
41 |
|
|
|
15 |
|
|
|
698 |
|
|
|
1,068 |
|
Taxation |
|
|
14,870 |
|
|
|
41 |
|
|
|
3,408 |
|
|
|
335 |
|
|
|
(655 |
) |
|
|
17,999 |
|
Income/(loss) from discontinued operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(307 |
) |
|
|
|
|
|
|
(307 |
) |
|
Segment
earnings OFR |
|
|
14,238 |
|
|
|
1,573 |
|
|
|
9,982 |
|
|
|
991 |
|
|
|
(523 |
) |
|
|
26,261 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2004 |
|
|
|
Exploration & |
|
|
Gas & |
|
|
Oil |
|
|
|
|
|
|
Corporate |
|
|
|
|
|
|
Production |
|
|
Power |
|
|
Products |
|
|
Chemicals |
|
|
and Other |
|
|
Total |
|
Segment
result IAS 14 |
|
|
17,335 |
|
|
|
(200 |
) |
|
|
8,698 |
|
|
|
1,235 |
|
|
|
(848 |
) |
|
|
26,220 |
|
Share of profit of equity accounted investments |
|
|
2,463 |
|
|
|
1,142 |
|
|
|
1,277 |
|
|
|
437 |
|
|
|
(304 |
) |
|
|
5,015 |
|
Interest and other income |
|
|
167 |
|
|
|
733 |
|
|
|
89 |
|
|
|
(12 |
) |
|
|
506 |
|
|
|
1,483 |
|
Interest expense |
|
|
262 |
|
|
|
|
|
|
|
28 |
|
|
|
13 |
|
|
|
756 |
|
|
|
1,059 |
|
Taxation |
|
|
9,880 |
|
|
|
(140 |
) |
|
|
2,439 |
|
|
|
300 |
|
|
|
(311 |
) |
|
|
12,168 |
|
Income/(loss) from discontinued operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(199 |
) |
|
|
(35 |
) |
|
|
(234 |
) |
|
Segment
earnings OFR |
|
|
9,823 |
|
|
|
1,815 |
|
|
|
7,597 |
|
|
|
1,148 |
|
|
|
(1,126 |
) |
|
|
19,257 |
|
|
[B] INFORMATION BY GEOGRAPHICAL AREA
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
|
|
|
|
|
Other |
|
|
|
|
|
|
Other |
|
|
|
|
|
|
|
|
|
|
Eastern |
|
|
|
|
|
|
Western |
|
|
|
|
|
|
Europe |
|
|
Hemisphere |
|
|
USA |
|
|
Hemisphere |
|
|
Total |
|
Third party revenue |
|
|
136,307 |
|
|
|
76,898 |
|
|
|
80,974 |
|
|
|
24,666 |
|
|
|
318,845 |
|
Segment assets at December 31: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property, plant and equipment and intangible assets |
|
|
30,138 |
|
|
|
40,679 |
|
|
|
19,603 |
|
|
|
15,376 |
|
|
|
105,796 |
|
Other |
|
|
32,290 |
|
|
|
19,200 |
|
|
|
30,142 |
|
|
|
10,645 |
|
|
|
92,277 |
|
|
Total |
|
|
62,428 |
|
|
|
59,879 |
|
|
|
49,745 |
|
|
|
26,021 |
|
|
|
198,073 |
|
|
Capital expenditure |
|
|
4,481 |
|
|
|
10,099 |
|
|
|
2,926 |
|
|
|
5,590 |
|
|
|
23,096 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2005 |
|
|
|
|
|
|
|
Other |
|
|
|
|
|
|
Other |
|
|
|
|
|
|
|
|
|
|
Eastern |
|
|
|
|
|
|
Western |
|
|
|
|
|
|
Europe |
|
|
Hemisphere |
|
|
USA |
|
|
Hemisphere |
|
|
Total |
|
Third party revenue |
|
|
122,684 |
|
|
|
61,388 |
|
|
|
101,308 |
|
|
|
21,351 |
|
|
|
306,731 |
|
Segment assets at December 31: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property, plant and equipment and intangible assets |
|
|
26,558 |
|
|
|
34,003 |
|
|
|
19,767 |
|
|
|
11,580 |
|
|
|
91,908 |
|
Other |
|
|
30,802 |
|
|
|
15,054 |
|
|
|
35,270 |
|
|
|
11,613 |
|
|
|
92,739 |
|
|
Total |
|
|
57,360 |
|
|
|
49,057 |
|
|
|
55,037 |
|
|
|
23,193 |
|
|
|
184,647 |
|
|
Capital expenditure |
|
|
3,358 |
|
|
|
8,876 |
|
|
|
1,948 |
|
|
|
1,734 |
|
|
|
15,916 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2004 |
|
|
|
|
|
|
|
Other |
|
|
|
|
|
|
Other |
|
|
|
|
|
|
|
|
|
|
Eastern |
|
|
|
|
|
|
Western |
|
|
|
|
|
|
Europe |
|
|
Hemisphere |
|
|
USA |
|
|
Hemisphere |
|
|
Total |
|
Third party revenue |
|
|
94,206 |
|
|
|
50,652 |
|
|
|
103,429 |
|
|
|
18,099 |
|
|
|
266,386 |
|
Segment assets at December 31: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property, plant and equipment and intangible assets |
|
|
32,399 |
|
|
|
27,885 |
|
|
|
20,815 |
|
|
|
11,347 |
|
|
|
92,446 |
|
Other |
|
|
23,982 |
|
|
|
13,572 |
|
|
|
17,272 |
|
|
|
6,294 |
|
|
|
61,120 |
|
|
Total |
|
|
56,381 |
|
|
|
41,457 |
|
|
|
38,087 |
|
|
|
17,641 |
|
|
|
153,566 |
|
|
Capital expenditure |
|
|
3,235 |
|
|
|
7,186 |
|
|
|
1,903 |
|
|
|
1,242 |
|
|
|
13,566 |
|
|
120 Royal Dutch Shell plc
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
|
Goodwill |
|
|
Other |
|
|
Total |
|
Cost |
|
|
|
|
|
|
|
|
|
|
|
|
At January 1, 2006 |
|
|
2,701 |
|
|
|
3,145 |
|
|
|
5,846 |
|
Capital expenditure |
|
|
219 |
|
|
|
319 |
|
|
|
538 |
|
Sales, retirements and other movements |
|
|
15 |
|
|
|
21 |
|
|
|
36 |
|
Currency translation differences |
|
|
18 |
|
|
|
156 |
|
|
|
174 |
|
|
At December 31, 2006 |
|
|
2,953 |
|
|
|
3,641 |
|
|
|
6,594 |
|
|
Depreciation, depletion and amortisation |
|
|
|
|
|
|
|
|
|
|
|
|
At January 1, 2006 |
|
|
17 |
|
|
|
1,479 |
|
|
|
1,496 |
|
Charge for the year |
|
|
3 |
|
|
|
282 |
|
|
|
285 |
|
Sales, retirements and other movements |
|
|
|
|
|
|
(76 |
) |
|
|
(76 |
) |
Currency translation differences |
|
|
|
|
|
|
81 |
|
|
|
81 |
|
|
At December 31, 2006 |
|
|
20 |
|
|
|
1,766 |
|
|
|
1,786 |
|
|
Net book amount at December 31, 2006 |
|
|
2,933 |
|
|
|
1,875 |
|
|
|
4,808 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
2005 |
|
|
|
Goodwill |
|
|
Other |
|
|
Total |
|
Cost |
|
|
|
|
|
|
|
|
|
|
|
|
At January 1, 2005 |
|
|
2,691 |
|
|
|
3,093 |
|
|
|
5,784 |
|
Capital expenditure |
|
|
12 |
|
|
|
267 |
|
|
|
279 |
|
Sales, retirements and other movements |
|
|
27 |
|
|
|
(79 |
) |
|
|
(52 |
) |
Currency translation differences |
|
|
(29 |
) |
|
|
(136 |
) |
|
|
(165 |
) |
|
At December 31, 2005 |
|
|
2,701 |
|
|
|
3,145 |
|
|
|
5,846 |
|
|
Depreciation, depletion and amortisation |
|
|
|
|
|
|
|
|
|
|
|
|
At January 1, 2005 |
|
|
3 |
|
|
|
1,253 |
|
|
|
1,256 |
|
Charge for the year |
|
|
14 |
|
|
|
308 |
|
|
|
322 |
|
Sales, retirements and other movements |
|
|
|
|
|
|
(9 |
) |
|
|
(9 |
) |
Currency translation differences |
|
|
|
|
|
|
(73 |
) |
|
|
(73 |
) |
|
At December 31, 2005 |
|
|
17 |
|
|
|
1,479 |
|
|
|
1,496 |
|
|
Net book amount at December 31, 2005 |
|
|
2,684 |
|
|
|
1,666 |
|
|
|
4,350 |
|
|
Goodwill relates primarily to the acquisition in 2002 of Pennzoil-Quaker State, which is in
the Oil Products segment. In 2006, this goodwill of $2,096 million was tested for impairment on a
value-in-use basis utilising a 6% nominal discount rate, an average 2.4% inflation rate and a
20-year forecast of risk-adjusted cash flow projections based on past experience and future
expectations of volume, margins and cost which had been approved by management covering a five year
period. Cash flows beyond the five year period were assumed to have a growth rate equal to the US
inflation rate. A sensitivity analysis was performed by reducing the risk-adjusted cash flow
projections (decrease in volumes, margins, and increase in costs) by 10% which did not lead to an
impairment of goodwill.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
|
|
|
|
|
Manufacturing |
|
|
Transportation |
|
|
|
|
|
|
|
|
|
Oil and gas |
|
|
and |
|
|
and |
|
|
Marketing |
|
|
|
|
|
|
properties |
|
|
processing |
|
|
storage |
|
|
and other |
|
|
Total |
|
Cost |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At January 1, 2006 |
|
|
117,841 |
|
|
|
40,157 |
|
|
|
4,921 |
|
|
|
27,890 |
|
|
|
190,809 |
|
Capital expenditure |
|
|
17,892 |
|
|
|
2,331 |
|
|
|
86 |
|
|
|
2,249 |
|
|
|
22,558 |
|
Sales, retirements and other movements |
|
|
311 |
|
|
|
(617 |
) |
|
|
(139 |
) |
|
|
(3,763 |
) |
|
|
(4,208 |
) |
Currency translation differences |
|
|
5,608 |
|
|
|
2,386 |
|
|
|
160 |
|
|
|
1,863 |
|
|
|
10,017 |
|
|
At December 31, 2006 |
|
|
141,652 |
|
|
|
44,257 |
|
|
|
5,028 |
|
|
|
28,239 |
|
|
|
219,176 |
|
|
Depreciation, depletion and amortisation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At January 1, 2006 |
|
|
63,297 |
|
|
|
22,760 |
|
|
|
1,967 |
|
|
|
15,227 |
|
|
|
103,251 |
|
Charge for the year |
|
|
9,084 |
|
|
|
1,776 |
|
|
|
211 |
|
|
|
1,259 |
|
|
|
12,330 |
|
Sales, retirements and other movements |
|
|
(1,913 |
) |
|
|
(280 |
) |
|
|
(131 |
) |
|
|
(1,821 |
) |
|
|
(4,145 |
) |
Currency translation differences |
|
|
3,966 |
|
|
|
1,542 |
|
|
|
109 |
|
|
|
1,135 |
|
|
|
6,752 |
|
|
At December 31, 2006 |
|
|
74,434 |
|
|
|
25,798 |
|
|
|
2,156 |
|
|
|
15,800 |
|
|
|
118,188 |
|
|
Net book
amount at December 31, 2006 |
|
|
67,218 |
|
|
|
18,459 |
|
|
|
2,872 |
|
|
|
12,439 |
|
|
|
100,988 |
|
|
Royal Dutch Shell plc 121
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTE 12 CONTINUED
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2005 |
|
|
|
|
|
|
|
Manufacturing |
|
|
Transportation |
|
|
|
|
|
|
|
|
|
Oil and gas |
|
|
and |
|
|
and |
|
|
Marketing |
|
|
|
|
|
|
properties |
|
|
processing |
|
|
storage |
|
|
and other |
|
|
Total |
|
Cost |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At January 1, 2005 |
|
|
112,432 |
|
|
|
41,674 |
|
|
|
5,359 |
|
|
|
29,982 |
|
|
|
189,447 |
|
Capital expenditure |
|
|
11,904 |
|
|
|
1,808 |
|
|
|
68 |
|
|
|
1,857 |
|
|
|
15,637 |
|
Sales, retirements and other movements |
|
|
(1,425 |
) |
|
|
(764 |
) |
|
|
(510 |
) |
|
|
(1,751 |
) |
|
|
(4,450 |
) |
Currency translation differences |
|
|
(5,070 |
) |
|
|
(2,561 |
) |
|
|
4 |
|
|
|
(2,198 |
) |
|
|
(9,825 |
) |
|
At December 31, 2005 |
|
|
117,841 |
|
|
|
40,157 |
|
|
|
4,921 |
|
|
|
27,890 |
|
|
|
190,809 |
|
|
Depreciation, depletion and amortisation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At January 1, 2005 |
|
|
59,739 |
|
|
|
22,544 |
|
|
|
2,075 |
|
|
|
17,171 |
|
|
|
101,529 |
|
Charge for the year |
|
|
8,313 |
|
|
|
1,767 |
|
|
|
221 |
|
|
|
1,358 |
|
|
|
11,659 |
|
Sales, retirements and other movements |
|
|
(1,495 |
) |
|
|
118 |
|
|
|
(314 |
) |
|
|
(1,924 |
) |
|
|
(3,615 |
) |
Currency translation differences |
|
|
(3,260 |
) |
|
|
(1,669 |
) |
|
|
(15 |
) |
|
|
(1,378 |
) |
|
|
(6,322 |
) |
|
At December 31, 2005 |
|
|
63,297 |
|
|
|
22,760 |
|
|
|
1,967 |
|
|
|
15,227 |
|
|
|
103,251 |
|
|
Net book amount at December 31, 2005 |
|
|
54,544 |
|
|
|
17,397 |
|
|
|
2,954 |
|
|
|
12,663 |
|
|
|
87,558 |
|
|
The net book amount at December 31, 2006 includes $25,908 million (2005: $18,757 million) of
assets in the course of construction. Oil and gas properties at December 31, 2006 include rights
and concessions of $13,177 million (2005: $9,865 million). Contractual commitments for capital
expenditure at December 31, 2006 amounted to $11.4 billion (2005: $2.6 billion). Shell Canada
acquired BlackRock Ventures Inc. during 2006 for a total consideration of $2.2 billion. As a
result, the cost of property, plant and equipment within oil and gas properties increased by $2.8
billion. Goodwill of $0.2 billion arose on this acquisition and is included in intangible assets
(Note 11). Oil and gas properties comprises Exploration & Production and Gas & Power activities.
The depreciation, depletion and amortisation charge for the year includes:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
|
|
|
|
|
Manufacturing |
|
|
Transportation |
|
|
|
|
|
|
|
|
|
Oil and gas |
|
|
and |
|
|
and |
|
|
Marketing |
|
|
|
|
|
|
properties |
|
|
processing |
|
|
storage |
|
|
and other |
|
|
Total |
|
Impairment losses |
|
|
3 |
|
|
|
145 |
|
|
|
4 |
|
|
|
57 |
|
|
|
209 |
|
Impairment reversals |
|
|
3 |
|
|
|
|
|
|
|
|
|
|
|
2 |
|
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2005 |
|
|
|
|
|
|
|
Manufacturing |
|
|
Transportation |
|
|
|
|
|
|
|
|
|
Oil and gas |
|
|
and |
|
|
and |
|
|
Marketing |
|
|
|
|
|
|
properties |
|
|
processing |
|
|
storage |
|
|
and other |
|
|
Total |
|
Impairment losses |
|
|
130 |
|
|
|
28 |
|
|
|
2 |
|
|
|
123 |
|
|
|
283 |
|
Impairment reversals |
|
|
|
|
|
|
4 |
|
|
|
|
|
|
|
5 |
|
|
|
9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2004 |
|
|
|
|
|
|
|
Manufacturing |
|
|
Transportation |
|
|
|
|
|
|
|
|
|
Oil and gas |
|
|
and |
|
|
and |
|
|
Marketing |
|
|
|
|
|
|
properties |
|
|
processing |
|
|
storage |
|
|
and other |
|
|
Total |
|
Impairment losses |
|
|
641 |
|
|
|
241 |
|
|
|
76 |
|
|
|
398 |
|
|
|
1,356 |
|
Impairment reversals |
|
|
211 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
211 |
|
|
There were no individually significant impairments in 2006 and 2005. In 2004 there were
impairment charges of $609 million in Oil Products related to the deterioration in the local
operating environment for certain refinery assets and the writing down to expected proceeds of
marketing assets held for sale and $634 million in Gas & Power related to tolling agreements,
mainly because it was considered that the current over-capacity would take longer to be absorbed
than previously envisaged, exacerbated somewhat by slower deregulation. In 2004 there were also
reversals of previous impairments in Exploration & Production of $211 million as a result of an
upward revision in expected long-term prices. All amounts were reported in cost of sales.
The net book amount at December 31 includes assets held under finance leases of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
|
|
|
|
|
Manufacturing |
|
|
Transportation |
|
|
|
|
|
|
|
|
|
Oil and gas |
|
|
and |
|
|
and |
|
|
Marketing |
|
|
|
|
|
|
properties |
|
|
processing |
|
|
storage |
|
|
and other |
|
|
Total |
|
Cost |
|
|
3,631 |
|
|
|
316 |
|
|
|
334 |
|
|
|
581 |
|
|
|
4,862 |
|
Depreciation, depletion and amortisation |
|
|
1,233 |
|
|
|
89 |
|
|
|
33 |
|
|
|
179 |
|
|
|
1,534 |
|
|
Net book amount |
|
|
2,398 |
|
|
|
227 |
|
|
|
301 |
|
|
|
402 |
|
|
|
3,328 |
|
|
122 Royal Dutch Shell plc
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2005 |
|
|
|
|
|
|
|
Manufacturing |
|
|
Transportation |
|
|
|
|
|
|
|
|
|
Oil and gas |
|
|
and |
|
|
and |
|
|
Marketing |
|
|
|
|
|
|
properties |
|
|
processing |
|
|
storage |
|
|
and other |
|
|
Total |
|
Cost |
|
|
3,247 |
|
|
|
227 |
|
|
|
336 |
|
|
|
412 |
|
|
|
4,222 |
|
Depreciation, depletion and amortisation |
|
|
1,099 |
|
|
|
62 |
|
|
|
23 |
|
|
|
170 |
|
|
|
1,354 |
|
|
Net book amount |
|
|
2,148 |
|
|
|
165 |
|
|
|
313 |
|
|
|
242 |
|
|
|
2,868 |
|
|
Exploration and evaluation assets, which mainly comprise unproved properties (rights and
concessions) and capitalised exploration drilling costs, included within the amounts shown above
for oil and gas properties are as follows:
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
2006 |
|
|
2005 |
|
Cost |
|
|
|
|
|
|
|
|
At January 1 |
|
|
4,386 |
|
|
|
4,307 |
|
Capital expenditure |
|
|
4,649 |
|
|
|
1,252 |
|
Sales, retirements, currency translation differences and other movements |
|
|
(72 |
) |
|
|
(1,173 |
) |
|
At December 31 |
|
|
8,963 |
|
|
|
4,386 |
|
|
Depreciation, depletion and amortisation |
|
|
|
|
|
|
|
|
At January 1 |
|
|
1,439 |
|
|
|
1,451 |
|
Charge for the year |
|
|
164 |
|
|
|
128 |
|
Sales, retirements, currency translation differences and other movements |
|
|
30 |
|
|
|
(140 |
) |
|
At December 31 |
|
|
1,633 |
|
|
|
1,439 |
|
|
Net book amount at December 31 |
|
|
7,330 |
|
|
|
2,947 |
|
|
Capitalised exploration drilling costs are as follows:
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
2006 |
|
|
2005 |
|
At January 1 |
|
|
832 |
|
|
|
771 |
|
Capital expenditure (additions pending determination of proved reserves) |
|
|
1,182 |
|
|
|
480 |
|
Amounts charged to expense |
|
|
(72 |
) |
|
|
(220 |
) |
Reclassifications to productive wells on determination of proved reserves |
|
|
(228 |
) |
|
|
(301 |
) |
Other movements, including acquisitions, disposals and currency translation differences |
|
|
(6 |
) |
|
|
102 |
|
|
At December 31 |
|
|
1,708 |
|
|
|
832 |
|
|
There were $540 million exploration drilling costs at December 31, 2006 capitalised for
periods greater than one year, representing 52 wells. Information by year of expenditure is as
follows:
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
Number of wells |
|
2000 |
|
|
21 |
|
|
|
1 |
|
2001 |
|
|
20 |
|
|
|
2 |
|
2002 |
|
|
66 |
|
|
|
6 |
|
2003 |
|
|
97 |
|
|
|
9 |
|
2004 |
|
|
122 |
|
|
|
13 |
|
2005 |
|
|
214 |
|
|
|
21 |
|
|
Total |
|
|
540 |
|
|
|
52 |
|
|
These costs remain capitalised for more than one year because, for the related projects,
either (a) firm exploration/exploratory appraisal wells were executed in 2006 and/or are planned in
the near future, and/or (b) firm development activities are being progressed with a final
investment decision expected in the near future.
Royal Dutch Shell plc 123
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
[A] INFORMATION ON THE GROUP SHARE OF INVESTMENTS ACCOUNTED FOR BY THE EQUITY METHOD
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
|
|
|
|
|
Jointly |
|
|
|
|
|
|
|
|
|
|
Jointly |
|
|
|
|
|
|
|
|
|
|
Jointly |
|
|
|
|
|
|
Associated |
|
|
controlled |
|
|
|
|
|
|
Associated |
|
|
controlled |
|
|
|
|
|
|
Associated |
|
|
controlled |
|
|
|
|
|
|
companies |
|
|
entities |
|
|
Total |
|
|
companies |
|
|
entities |
|
|
Total |
|
|
companies |
|
|
entities |
|
|
Total |
|
Revenue |
|
|
25,532 |
|
|
|
36,201 |
|
|
|
61,733 |
|
|
|
21,393 |
|
|
|
36,172 |
|
|
|
57,565 |
|
|
|
15,320 |
|
|
|
30,726 |
|
|
|
46,046 |
|
Cost of sales |
|
|
22,127 |
|
|
|
23,760 |
|
|
|
45,887 |
|
|
|
18,063 |
|
|
|
22,824 |
|
|
|
40,887 |
|
|
|
11,897 |
|
|
|
21,814 |
|
|
|
33,711 |
|
Gross profit |
|
|
3,405 |
|
|
|
12,441 |
|
|
|
15,846 |
|
|
|
3,330 |
|
|
|
13,348 |
|
|
|
16,678 |
|
|
|
3,423 |
|
|
|
8,912 |
|
|
|
12,335 |
|
Other expenses (including taxation) |
|
|
1,460 |
|
|
|
7,715 |
|
|
|
9,175 |
|
|
|
1,355 |
|
|
|
8,200 |
|
|
|
9,555 |
|
|
|
1,401 |
|
|
|
5,919 |
|
|
|
7,320 |
|
|
Income for the period |
|
|
1,945 |
|
|
|
4,726 |
|
|
|
6,671 |
|
|
|
1,975 |
|
|
|
5,148 |
|
|
|
7,123 |
|
|
|
2,022 |
|
|
|
2,993 |
|
|
|
5,015 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
Dec 31, 2006 |
|
|
Dec 31, 2005 |
|
|
|
|
|
|
|
Jointly |
|
|
|
|
|
|
|
|
|
|
Jointly |
|
|
|
|
|
|
Associated |
|
|
controlled |
|
|
|
|
|
|
Associated |
|
|
controlled |
|
|
|
|
|
|
companies |
|
|
entities |
|
|
Total |
|
|
companies |
|
|
entities |
|
|
Total |
|
Current assets |
|
|
7,661 |
|
|
|
6,348 |
|
|
|
14,009 |
|
|
|
8,263 |
|
|
|
3,262 |
|
|
|
11,525 |
|
Non-current assets |
|
|
18,779 |
|
|
|
9,947 |
|
|
|
28,726 |
|
|
|
14,123 |
|
|
|
9,964 |
|
|
|
24,087 |
|
|
Total assets |
|
|
26,440 |
|
|
|
16,295 |
|
|
|
42,735 |
|
|
|
22,386 |
|
|
|
13,226 |
|
|
|
35,612 |
|
|
Current liabilities |
|
|
5,922 |
|
|
|
4,157 |
|
|
|
10,079 |
|
|
|
5,731 |
|
|
|
1,724 |
|
|
|
7,455 |
|
Non-current liabilities |
|
|
6,718 |
|
|
|
5,198 |
|
|
|
11,916 |
|
|
|
5,270 |
|
|
|
5,982 |
|
|
|
11,252 |
|
|
Total liabilities |
|
|
12,640 |
|
|
|
9,355 |
|
|
|
21,995 |
|
|
|
11,001 |
|
|
|
7,706 |
|
|
|
18,707 |
|
|
Total assets less total liabilities |
|
|
13,800 |
|
|
|
6,940 |
|
|
|
20,740 |
|
|
|
11,385 |
|
|
|
5,520 |
|
|
|
16,905 |
|
|
Shares |
|
|
12,445 |
|
|
|
6,937 |
|
|
|
19,382 |
|
|
|
10,067 |
|
|
|
5,518 |
|
|
|
15,585 |
|
Loans (of a long-term investment nature) |
|
|
1,355 |
|
|
|
3 |
|
|
|
1,358 |
|
|
|
1,318 |
|
|
|
2 |
|
|
|
1,320 |
|
|
Income for 2005 for jointly controlled entities included gains of $1,699 million from the
disposal of certain operations in the Netherlands.
At December 31, 2006 the Group had capital commitments of $5,443 million (2005: $3,666 million;
2004: $1,629 million) in respect of its joint ventures.
[B] THE GROUPS MAJOR INVESTMENTS IN ASSOCIATED COMPANIES AND JOINT VENTURES AT DECEMBER 31, 2006
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair value [A] |
|
Segment |
|
Name |
|
Description |
|
Country of incorporation |
|
Group interest |
|
($ million) |
|
Exploration & Production |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Aera |
|
Jointly controlled entity |
|
USA |
|
|
52 |
% |
|
|
|
|
|
|
Brunei Shell |
|
Jointly controlled entity |
|
Brunei |
|
|
50 |
% |
|
|
|
|
|
|
NAM |
|
Jointly controlled entity |
|
The Netherlands |
|
|
50 |
% |
|
|
|
|
|
|
Woodside |
|
Associated company |
|
Australia |
|
|
34 |
% |
|
|
6,885 |
|
|
Gas & Power |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nigeria LNG |
|
Associated company |
|
Nigeria |
|
|
26 |
% |
|
|
|
|
|
|
Oman LNG |
|
Associated company |
|
Oman |
|
|
30 |
% |
|
|
|
|
|
Oil Products |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Motiva |
|
Jointly controlled entity |
|
USA |
|
|
50 |
% |
|
|
|
|
|
|
Deer Park |
|
Jointly controlled entity |
|
USA |
|
|
50 |
% |
|
|
|
|
|
|
Saudi Arabia Refinery |
|
Associated company |
|
Saudi Arabia |
|
|
50 |
% |
|
|
|
|
|
|
Showa Shell |
|
Associated company |
|
Japan |
|
|
35 |
% |
|
|
1,479 |
|
|
Chemicals |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CNOOC and Shell Petrochemicals (Nanhai) |
|
Jointly controlled entity |
|
China |
|
|
50 |
% |
|
|
|
|
|
|
Infineum |
|
Jointly controlled entity |
|
The Netherlands |
|
|
50 |
% |
|
|
|
|
|
|
Saudi Petrochemical |
|
Jointly controlled entity |
|
Saudi Arabia |
|
|
50 |
% |
|
|
|
|
|
|
|
|
[A] |
|
This represents the unit share price on December 31, 2006, multiplied by the
number of shares held by Group companies, for those associated companies which are listed
on a recognised stock exchange. |
All shareholdings in the above entities are in ordinary shares or the equivalent.
124 Royal Dutch Shell plc
Although the Group has a 52% investment in Aera, the governing agreements and constitutive
documents for this entity do not allow the Group to control this entity as voting control is either
split 50:50 between the shareholders or requires unanimous approval of the shareholders or their
representatives and, therefore, this entity has not been consolidated.
Group companies have other major Exploration & Production joint venture activities which operate as
jointly controlled assets.
[C] TRANSACTIONS BETWEEN GROUP COMPANIES AND EQUITY ACCOUNTED INVESTMENTS
Transactions between Group companies and equity accounted investments mainly comprise sales
and purchases of goods and services in the ordinary course of business and in total amounted to:
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
Charges to equity accounted investments |
|
|
25,815 |
|
|
|
22,122 |
|
|
|
13,979 |
|
Charges from equity accounted investments |
|
|
21,820 |
|
|
|
19,266 |
|
|
|
13,833 |
|
|
Balances outstanding at December 31, 2006 and 2005 in respect of the above transactions are shown in Notes 15, 17 and 24.
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
Dec 31, 2006 |
|
|
Dec 31, 2005 |
|
Available-for-sale |
|
|
4,393 |
|
|
|
3,572 |
|
Held to maturity |
|
|
100 |
|
|
|
100 |
|
|
Total |
|
|
4,493 |
|
|
|
3,672 |
|
|
Available-for-sale securities at December 31, 2006 comprise $3,924 million of equity
securities (2005: $3,109 million) and $469 million of debt securities (2005: $463 million). This
includes a portfolio amounting to $1,344 million (2005:
$1,200 million), required to be held long-term by the Group insurance companies as security for their activities.
Available-for-sale equity securities at December 31, 2006 include $298 million (2005: $353 million)
recognised at cost because their fair value cannot be reliably measured since these are unquoted
securities with no regular dividend flows.
The following tables give details of available-for-sale debt securities held by Group companies at December 31 by year of
maturity.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2012 |
|
|
|
|
|
|
2007 |
|
|
2008 |
|
|
2009 |
|
|
2010 |
|
|
2011 |
|
|
and after |
|
|
Total |
|
Fixed rate dollar debt securities |
|
|
55 |
|
|
|
30 |
|
|
|
12 |
|
|
|
26 |
|
|
|
3 |
|
|
|
54 |
|
|
|
180 |
|
average interest rate |
|
|
3.4% |
|
|
|
6.1% |
|
|
|
3.8% |
|
|
|
4.0% |
|
|
|
4.9% |
|
|
|
6.8% |
|
|
|
|
|
Fixed rate euro debt securities |
|
|
60 |
|
|
|
|
|
|
|
25 |
|
|
|
20 |
|
|
|
|
|
|
|
126 |
|
|
|
231 |
|
average interest rate |
|
|
5.0% |
|
|
|
|
|
|
|
4.0% |
|
|
|
5.8% |
|
|
|
|
|
|
|
5.0% |
|
|
|
|
|
Other fixed rate debt securities |
|
|
1 |
|
|
|
7 |
|
|
|
|
|
|
|
|
|
|
|
3 |
|
|
|
47 |
|
|
|
58 |
|
average interest rate |
|
|
4.5% |
|
|
|
5.0% |
|
|
|
|
|
|
|
|
|
|
|
5.3% |
|
|
|
6.6% |
|
|
|
|
|
|
Total |
|
|
116 |
|
|
|
37 |
|
|
|
37 |
|
|
|
46 |
|
|
|
6 |
|
|
|
227 |
|
|
|
469 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2005 |
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2011 |
|
|
|
|
|
|
2006 |
|
|
2007 |
|
|
2008 |
|
|
2009 |
|
|
2010 |
|
|
and after |
|
|
Total |
|
Fixed rate dollar debt securities |
|
|
74 |
|
|
|
13 |
|
|
|
30 |
|
|
|
11 |
|
|
|
4 |
|
|
|
64 |
|
|
|
196 |
|
average interest rate |
|
|
4.1% |
|
|
|
3.1% |
|
|
|
6.1% |
|
|
|
3.8% |
|
|
|
4.0% |
|
|
|
6.5% |
|
|
|
|
|
Fixed rate euro debt securities |
|
|
36 |
|
|
|
38 |
|
|
|
|
|
|
|
15 |
|
|
|
8 |
|
|
|
114 |
|
|
|
211 |
|
average interest rate |
|
|
3.8% |
|
|
|
5.2% |
|
|
|
|
|
|
|
4.0% |
|
|
|
5.8 |
% |
|
|
5.2% |
|
|
|
|
|
Other fixed rate debt securities |
|
|
10 |
|
|
|
|
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
44 |
|
|
|
56 |
|
average interest rate |
|
|
6.7% |
|
|
|
|
|
|
|
5.0% |
|
|
|
|
|
|
|
|
|
|
|
7.3% |
|
|
|
|
|
|
Total |
|
|
120 |
|
|
|
51 |
|
|
|
32 |
|
|
|
26 |
|
|
|
12 |
|
|
|
222 |
|
|
|
463 |
|
|
Royal Dutch Shell plc 125
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
Dec 31, |
|
|
Dec 31, |
|
|
|
2006 |
|
|
2005 |
|
Loans to equity accounted investments |
|
|
1,616 |
|
|
|
1,702 |
|
Prepayments and deferred charges |
|
|
1,428 |
|
|
|
1,021 |
|
Derivative contracts |
|
|
253 |
|
|
|
123 |
|
Other |
|
|
2,171 |
|
|
|
1,245 |
|
|
Total |
|
|
5,468 |
|
|
|
4,091 |
|
|
The fair value of financial assets included above approximates carrying amount.
Other at December 31, 2006 includes $0.8 billion relating to pre-funding arrangements within jointly controlled assets.
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
Dec 31, |
|
|
Dec 31, |
|
|
|
2006 |
|
|
2005 |
|
Oil and chemicals |
|
|
22,020 |
|
|
|
18,848 |
|
Materials |
|
|
1,195 |
|
|
|
928 |
|
|
Total |
|
|
23,215 |
|
|
|
19,776 |
|
|
The cost of inventories recognised as expense and included in cost of sales amounted to
$229,548 million (2005: $223,654 million; 2004: $197,137 million).
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
Dec 31, |
|
|
Dec 31, |
|
|
|
2006 |
|
|
2005 |
|
Trade receivables |
|
|
30,966 |
|
|
|
29,822 |
|
Derivative contracts |
|
|
20,011 |
|
|
|
28,374 |
|
Amounts owed by equity accounted investments |
|
|
1,908 |
|
|
|
1,410 |
|
Prepayments and deferred charges |
|
|
2,371 |
|
|
|
2,324 |
|
Other |
|
|
4,412 |
|
|
|
4,456 |
|
|
Total |
|
|
59,668 |
|
|
|
66,386 |
|
|
The fair value of financial assets included above approximates carrying amount.
Provisions for impairments deducted from accounts receivable amounted to $519 million at December
31, 2006 (2005: $494 million).
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
Dec 31, |
|
|
Dec 31, |
|
|
|
2006 |
|
|
2005 |
|
Cash at bank and in hand |
|
|
8,861 |
|
|
|
8,829 |
|
Commercial paper notes |
|
|
141 |
|
|
|
2,901 |
|
|
Total |
|
|
9,002 |
|
|
|
11,730 |
|
|
126 Royal Dutch Shell plc
[A] DEBT (INCLUDING FINANCE LEASE OBLIGATIONS) AT DECEMBER 31
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
2006 |
|
|
2005 |
|
|
|
|
|
|
|
Finance lease |
|
|
|
|
|
|
|
|
|
|
Finance lease |
|
|
|
|
|
|
Debt |
|
|
obligations |
|
|
Total |
|
|
Debt |
|
|
obligations |
|
|
Total |
|
Short-term debt |
|
|
3,573 |
|
|
|
|
|
|
|
3,573 |
|
|
|
3,722 |
|
|
|
|
|
|
|
3,722 |
|
Long-term debt due within one year |
|
|
2,282 |
|
|
|
205 |
|
|
|
2,487 |
|
|
|
1,505 |
|
|
|
111 |
|
|
|
1,616 |
|
|
Current debt |
|
|
5,855 |
|
|
|
205 |
|
|
|
6,060 |
|
|
|
5,227 |
|
|
|
111 |
|
|
|
5,338 |
|
Non-current debt |
|
|
5,737 |
|
|
|
3,976 |
|
|
|
9,713 |
|
|
|
3,998 |
|
|
|
3,580 |
|
|
|
7,578 |
|
|
Total |
|
|
11,592 |
|
|
|
4,181 |
|
|
|
15,773 |
|
|
|
9,225 |
|
|
|
3,691 |
|
|
|
12,916 |
|
|
The fair value of debt approximates carrying amount.
The amount of short-term debt due to banks and other credit institutions at December 31, 2006 was
$2,256 million (2005: $1,028 million). Total unused lines of short-term credit at December 31, 2006
amounted to $4,517 million (2005: $3,506 million). Some $2.5 billion of these lines are committed
bank facilities primarily used to provide support for commercial paper maturing within 30 days. The
committed facilities, which are with a core group of highly rated international banks, are
available on same day terms, and incorporate pre-agreed pricing, will expire in 2011, with an
option to extend to 2012. The Group expects to be able to renew or increase these facilities on
commercially acceptable terms.
During 2006, the Groups Euro Medium Term Note (EMTN) Programme, Commercial Paper Programmes and US
universal shelf filing (together totalling some $40 billion) remained in place and fully
operational. As at December 31, 2006, debt outstanding from central borrowing programmes and
facilities totalled $7.1 billion, with the remaining indebtedness raised by Group companies with no
recourse beyond the immediate borrower and/or the local assets.
Bonds issued in 2006 included a $1 billion inaugural 5 year maturity drawdown from the US universal
shelf filing, and $2.7 billion issued from the EMTN Programme. Bonds from the EMTN Programme were
issued in dollar, pound sterling and euro, in fixed and floating format, and in maturities ranging
from 18 months to 5.5 years. All bond proceeds were swapped into floating rate dollars on launch
using interest rate and cross currency swaps where necessary.
Royal Dutch Shell plc 127
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTE 19 CONTINUED
[B] DEBT (EXCLUDING FINANCE LEASE OBLIGATIONS)
The following tables give details of debt owed by Group companies at December 31, by year of maturity:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2012 |
|
|
|
|
|
|
2007 |
|
|
2008 |
|
|
2009 |
|
|
2010 |
|
|
2011 |
|
|
and after |
|
|
Total |
|
Fixed rate dollar debt |
|
|
1,860 |
|
|
|
302 |
|
|
|
509 |
|
|
|
303 |
|
|
|
1,032 |
|
|
|
48 |
|
|
|
4,054 |
|
average interest rate |
|
|
5.8% |
|
|
|
3.3% |
|
|
|
4.9% |
|
|
|
5.1% |
|
|
|
5.6% |
|
|
|
6.8% |
|
|
|
|
|
Variable rate dollar debt |
|
|
470 |
|
|
|
56 |
|
|
|
|
|
|
|
140 |
|
|
|
|
|
|
|
123 |
|
|
|
789 |
|
average interest rate |
|
|
5.4% |
|
|
|
5.1% |
|
|
|
|
|
|
|
5.3% |
|
|
|
|
|
|
|
0% |
|
|
|
|
|
Fixed rate European debt |
|
|
1,068 |
|
|
|
400 |
|
|
|
453 |
|
|
|
582 |
|
|
|
240 |
|
|
|
4 |
|
|
|
2,747 |
|
average interest rate |
|
|
3.4% |
|
|
|
3.3% |
|
|
|
3.3% |
|
|
|
5.2% |
|
|
|
2.0% |
|
|
|
1.0% |
|
|
|
|
|
Variable rate European debt |
|
|
119 |
|
|
|
1,115 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,234 |
|
average interest rate |
|
|
4.8% |
|
|
|
4.5% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other fixed rate debt |
|
|
126 |
|
|
|
7 |
|
|
|
4 |
|
|
|
|
|
|
|
5 |
|
|
|
2 |
|
|
|
144 |
|
average interest rate |
|
|
4.5% |
|
|
|
5.8% |
|
|
|
8.2% |
|
|
|
|
|
|
|
8.4% |
|
|
|
1.9% |
|
|
|
|
|
Other variable rate debt |
|
|
2,212 |
|
|
|
174 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
238 |
|
|
|
2,624 |
|
average interest rate |
|
|
7.1% |
|
|
|
3.3% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3.3% |
|
|
|
|
|
|
Total |
|
|
5,855 |
|
|
|
2,054 |
|
|
|
966 |
|
|
|
1,025 |
|
|
|
1,277 |
|
|
|
415 |
|
|
|
11,592 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2005 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2011 |
|
|
|
|
|
|
2006 |
|
|
2007 |
|
|
2008 |
|
|
2009 |
|
|
2010 |
|
|
and after |
|
|
Total |
|
Fixed rate dollar debt |
|
|
3,054 |
|
|
|
1,015 |
|
|
|
304 |
|
|
|
509 |
|
|
|
3 |
|
|
|
42 |
|
|
|
4,927 |
|
average interest rate |
|
|
7.5% |
|
|
|
5.0% |
|
|
|
3.3% |
|
|
|
4.8% |
|
|
|
6.2% |
|
|
|
7.0% |
|
|
|
|
|
Variable rate dollar debt |
|
|
354 |
|
|
|
98 |
|
|
|
30 |
|
|
|
94 |
|
|
|
156 |
|
|
|
152 |
|
|
|
884 |
|
average interest rate |
|
|
3.6% |
|
|
|
3.3% |
|
|
|
1.0% |
|
|
|
0.3% |
|
|
|
3.3% |
|
|
|
4.9% |
|
|
|
|
|
Fixed rate European debt |
|
|
715 |
|
|
|
891 |
|
|
|
360 |
|
|
|
1 |
|
|
|
1 |
|
|
|
2 |
|
|
|
1,970 |
|
average interest rate |
|
|
4.2% |
|
|
|
3.5% |
|
|
|
3.3% |
|
|
|
4.1% |
|
|
|
4.2% |
|
|
|
2.5% |
|
|
|
|
|
Variable rate European debt |
|
|
341 |
|
|
|
1 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
343 |
|
average interest rate |
|
|
2.7% |
|
|
|
3.5% |
|
|
|
3.1% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other fixed rate debt |
|
|
69 |
|
|
|
|
|
|
|
5 |
|
|
|
1 |
|
|
|
8 |
|
|
|
136 |
|
|
|
219 |
|
average interest rate |
|
|
5.4% |
|
|
|
|
|
|
|
8.1% |
|
|
|
8.4% |
|
|
|
8.4% |
|
|
|
7.9% |
|
|
|
|
|
Other variable rate debt |
|
|
694 |
|
|
|
188 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
882 |
|
average interest rate |
|
|
12.7% |
|
|
|
3.5% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
5,227 |
|
|
|
2,193 |
|
|
|
700 |
|
|
|
605 |
|
|
|
168 |
|
|
|
332 |
|
|
|
9,225 |
|
|
Fixed rate European debt expected to mature in 2007 includes $987 million of euro debt with
an average interest rate of 3.5%. Fixed rate European debt expected to mature in 2008 includes $398
million of euro debt with an average interest rate of 3.3%. Fixed rate European debt expected to
mature in 2009 includes $452 million of euro debt with an average interest rate of 3.3%. Fixed rate
European debt expected to mature in 2010 includes $581 million of UK pound debt with an average
interest rate of 5.3%. Fixed rate European debt expected to mature in 2011 includes $239 million of
Swiss franc debt with an average interest rate of 2.0%.
Variable rate European debt expected to mature in 2008 includes $526 million of euro debt at an
average interest rate of 4.5% and $588 million of UK pound debt at an average interest rate of
4.5%.
Other variable rate debt expected to mature in 2007 includes $1.1 billion of Canadian dollar debt
with an average interest rate of 2.6%. No other variable rate debt in an individual currency
maturing in 2007 exceeded $250 million.
In accordance with risk management policy, Group companies have entered into interest rate swaps
against most of the fixed rate debt due to mature after more than one year, affecting the effective
interest rate on these balances (see Note 26).
The weighted average rate of interest on short-term debt at December 31, 2006 was 7% (2005: 5%).
128 Royal Dutch Shell plc
[C] LEASE ARRANGEMENTS
The future minimum lease payments for finance and operating leases and the present value of
minimum finance lease payments at December 31 by maturity date are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
Total future minimum |
|
|
Executory costs |
|
|
Present value of minimum |
|
|
Total future minimum |
|
|
|
finance lease payments |
|
|
and interest |
|
|
finance lease payments |
|
|
operating lease payments |
|
2007 |
|
|
586 |
|
|
|
381 |
|
|
|
205 |
|
|
|
3,062 |
|
20082011 |
|
|
2,108 |
[A] |
|
|
1,387 |
|
|
|
721 |
|
|
|
6,532 |
[B] |
2012 and after |
|
|
5,967 |
|
|
|
2,712 |
|
|
|
3,255 |
|
|
|
3,894 |
|
|
Total |
|
|
8,661 |
|
|
|
4,480 |
|
|
|
4,181 |
|
|
|
13,488 |
|
|
|
|
|
[A] |
|
2008: $537 million, 2009: $527 million, 2010: $520 million, 2011: $524 million. |
|
[B] |
|
2008: $2,530 million, 2009: $1,730 million, 2010: $1,292 million, 2011: $980 million. |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2005 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
Total future minimum |
|
|
Executory costs |
|
|
Present value of minimum |
|
|
Total future minimum |
|
|
|
finance lease payments |
|
|
and interest |
|
|
finance lease payments |
|
|
operating lease payments |
|
2006 |
|
|
453 |
|
|
|
342 |
|
|
|
111 |
|
|
|
2,220 |
|
20072010 |
|
|
1,780 |
[A] |
|
|
1,247 |
|
|
|
533 |
|
|
|
5,490 |
[B] |
2011 and after |
|
|
5,545 |
|
|
|
2,498 |
|
|
|
3,047 |
|
|
|
3,999 |
|
|
Total |
|
|
7,778 |
|
|
|
4,087 |
|
|
|
3,691 |
|
|
|
11,709 |
|
|
|
|
|
[A] |
|
2007: $448 million, 2008: $448 million, 2009: $444 million and 2010: $440 million. |
|
[B] |
|
2007: $1,835 million, 2008: $1,666 million, 2009: $1,107 million and 2010: $882 million. |
In 2006 and 2005 there were no contingent rents under finance leases recognised as expense.
For finance leases at December 31, 2006 there is a total of $15 million (2005: nil) of future
minimum sub-lease payments expected to be received under non-cancellable sub-leases.
Operating lease expenses were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
Minimum lease payments |
|
|
2,571 |
|
|
|
2,250 |
|
|
|
2,354 |
|
Contingent rentals |
|
|
59 |
|
|
|
56 |
|
|
|
75 |
|
Sub-lease payments |
|
|
(132 |
) |
|
|
(131 |
) |
|
|
(203 |
) |
|
Total |
|
|
2,498 |
|
|
|
2,175 |
|
|
|
2,226 |
|
|
For operating leases at December 31, 2006, there is a total of $321 million (2005: $118
million) of future minimum sub-lease payments expected to be received under non-cancellable
sub-leases.
Group companies have obligations under certain power generation contracts (tolling agreements)
which are recognised as finance leases. The present value of the future minimum lease payments is
$2,708 million at December 31, 2006 (2005: $2,779 million) of which $451 million is denominated in
Canadian dollars and the remainder in US dollars. The carrying amount of related assets, which are
recognised as property, plant and equipment, is $1,831 million at December 31, 2006 (2005: $1,942
million). The leases mature between 2021 and 2024 and the average interest rate for 2006 was 8.1% (2005: 8.1%).
Royal Dutch Shell plc 129
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTE 19 CONTINUED
[D] GEARING
Under its financial framework after fulfilling its debt servicing obligations the Group
prioritises its dividend to shareholders and the funding of investment and growth.
The numerator and denominator in the gearing calculation used by the Group is calculated by adding
to reported debt and equity those obligations for operating leases and unfunded retirement benefits
which it believes to be in the nature of incremental debt, and deducting cash and cash equivalents
held in excess of amounts required for operational purposes.
Dependent upon the Groups view on market conditions and the current gearing level, the Group may
undertake incremental capital investment or return capital to shareholders through share buybacks.
The gearing ratios at December 31 were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
2006 |
|
|
2005 |
|
Non-current debt |
|
|
9,713 |
|
|
|
7,578 |
|
Current debt |
|
|
6,060 |
|
|
|
5,338 |
|
|
Total debt |
|
|
15,773 |
|
|
|
12,916 |
|
Add: |
|
|
|
|
|
|
|
|
Net present value of operating lease obligations [A] |
|
|
11,319 |
|
|
|
9,442 |
|
Unfunded retirement benefit obligations (after tax) [B] |
|
|
|
|
|
|
2,919 |
|
Less: |
|
|
|
|
|
|
|
|
Cash and cash equivalents in excess of operational requirements [C] |
|
|
7,102 |
|
|
|
9,830 |
|
|
Adjusted debt |
|
|
19,990 |
|
|
|
15,447 |
|
Total equity |
|
|
114,945 |
|
|
|
97,924 |
|
|
Total capital |
|
|
134,935 |
|
|
|
113,371 |
|
|
Gearing ratio (adjusted debt as a percentage of total capital) |
|
|
14.8% |
|
|
|
13.6% |
|
|
|
|
|
[A] |
|
Total future minimum operating lease payments at December 31 (see Note 19C)
discounted at 5.25% (2006) and 5.25% (2005). |
|
[B] |
|
The unfunded retirement benefit obligation is defined as that part of the pension
benefit and other post-employment benefit obligation that exceeds the related assets (see
Note 21). An average tax rate of 30% is used. |
|
[C] |
|
Consists of cash and cash equivalents as disclosed in Note 18 less cash required
for operational requirements of $1.9 billion at December 31, 2006 (2005: $1.9 billion).
Included in this amount are cash in transit and restricted cash balances held locally. |
[A] TAXATION CHARGE FOR THE YEAR
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
Charge in respect of current period |
|
|
17,548 |
|
|
|
19,561 |
|
|
|
13,216 |
|
Adjustments in respect of prior periods |
|
|
(210 |
) |
|
|
(126 |
) |
|
|
(135 |
) |
|
Current taxation |
|
|
17,338 |
|
|
|
19,435 |
|
|
|
13,081 |
|
|
Relating to the origination and reversal of temporary differences |
|
|
913 |
|
|
|
(1,444 |
) |
|
|
(908 |
) |
Relating to changes in tax rates |
|
|
(50 |
) |
|
|
(33 |
) |
|
|
(72 |
) |
Adjustments in respect of prior periods |
|
|
116 |
|
|
|
41 |
|
|
|
67 |
|
|
Deferred taxation |
|
|
979 |
|
|
|
(1,436 |
) |
|
|
(913 |
) |
|
Taxation charge |
|
|
18,317 |
|
|
|
17,999 |
|
|
|
12,168 |
|
|
Reconciliations of the expected tax charge to the actual tax charge are as
follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
Income before taxation |
|
|
44,628 |
|
|
|
44,567 |
|
|
|
31,659 |
|
Less: Share of profit of equity accounted investments |
|
|
(6,671 |
) |
|
|
(7,123 |
) |
|
|
(5,015 |
) |
|
Income before taxation and share of profit from equity accounted investments |
|
|
37,957 |
|
|
|
37,444 |
|
|
|
26,644 |
|
Expected tax charge at statutory rates |
|
|
19,219 |
|
|
|
18,802 |
|
|
|
13,212 |
|
Adjustment in respect of prior periods |
|
|
(94 |
) |
|
|
(85 |
) |
|
|
(68 |
) |
Recognition of previously unrecognised/derecognition of previously recognised tax losses |
|
|
(205 |
) |
|
|
(300 |
) |
|
|
(52 |
) |
Income not subject to tax |
|
|
(1,098 |
) |
|
|
(517 |
) |
|
|
(753 |
) |
Expenses not deductible for tax purposes |
|
|
1,037 |
|
|
|
508 |
|
|
|
310 |
|
Taxable items deductible not expensed |
|
|
(1,006 |
) |
|
|
(464 |
) |
|
|
(321 |
) |
Taxable income not booked |
|
|
255 |
|
|
|
220 |
|
|
|
213 |
|
Other reconciling items |
|
|
209 |
|
|
|
(165 |
) |
|
|
(373 |
) |
|
Taxation charge |
|
|
18,317 |
|
|
|
17,999 |
|
|
|
12,168 |
|
|
130 Royal Dutch Shell plc
The weighted average applicable tax rate was 50.6% in 2006 (2005: 50.2%; 2004: 49.6%). The
increase between 2005 and 2006 was because a higher proportion of income arose in the Exploration &
Production segment (more highly taxed than other segments), which was partly offset by a reduction
due to a change in the geographical mix of income. The increase between 2004 and 2005 was because a
higher proportion of income arose in the Exploration & Production segment, which was partly offset
by a general reduction in the statutory tax rates of other segments.
The taxation charge includes not only those of general application but also taxes at special rates
levied on income from Exploration & Production activities and various other taxes to which these
activities are subject.
The adjustment in respect of prior periods relates to events in the current period and reflects the
effects of changes in rules, facts or other factors compared to those used in establishing the
current tax position or deferred tax balance.
The taxation charge above includes UK taxation of $1,916 million in 2006 (2005: $1,209 million;
2004: $646 million).
[B] TAXES PAYABLE
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
Dec 31, |
|
|
Dec 31, |
|
|
|
2006 |
|
|
2005 |
|
Income taxes |
|
|
3,142 |
|
|
|
5,599 |
|
Sales taxes, excise duties and similar levies
and social law taxes |
|
|
2,879 |
|
|
|
3,183 |
|
|
Total |
|
|
6,021 |
|
|
|
8,782 |
|
|
[C] PROVISION FOR DEFERRED TAXATION
Movements in deferred tax liabilities and assets during the year, taking into consideration
the offsetting balances within the same tax jurisdiction, are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
DEFERRED TAX LIABILITIES |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
Property, |
|
|
Retirement |
|
|
|
|
|
|
|
|
|
|
|
|
plant and |
|
|
benefit |
|
|
Other |
|
|
|
|
|
|
|
|
|
equipment |
|
|
obligations |
|
|
provisions |
|
|
Other |
|
|
Total |
|
At January 1, 2005 |
|
|
16,486 |
|
|
|
(765 |
) |
|
|
(2,463 |
) |
|
|
(133 |
) |
|
|
13,125 |
|
Charged/(credited) to income |
|
|
(207 |
) |
|
|
121 |
|
|
|
(500 |
) |
|
|
(783 |
) |
|
|
(1,369 |
) |
Other movements |
|
|
(775 |
) |
|
|
69 |
|
|
|
15 |
|
|
|
374 |
|
|
|
(317 |
) |
Currency translation
differences |
|
|
(822 |
) |
|
|
38 |
|
|
|
123 |
|
|
|
(15 |
) |
|
|
(676 |
) |
|
At December 31, 2005 |
|
|
14,682 |
|
|
|
(537 |
) |
|
|
(2,825 |
) |
|
|
(557 |
) |
|
|
10,763 |
|
Charged/(credited) to income |
|
|
735 |
|
|
|
367 |
|
|
|
(944 |
) |
|
|
854 |
|
|
|
1,012 |
|
Other movements |
|
|
1,528 |
|
|
|
(13 |
) |
|
|
51 |
|
|
|
(768 |
) |
|
|
798 |
|
Currency translation
differences |
|
|
679 |
|
|
|
85 |
|
|
|
(221 |
) |
|
|
(22 |
) |
|
|
521 |
|
|
At December 31, 2006 |
|
|
17,624 |
|
|
|
(98 |
) |
|
|
(3,939 |
) |
|
|
(493 |
) |
|
|
13,094 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
DEFERRED TAX ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
Losses |
|
|
Retirement |
|
|
|
|
|
|
|
|
|
|
|
|
carried |
|
|
benefit |
|
|
Other |
|
|
|
|
|
|
|
|
|
forward |
|
|
obligations |
|
|
provisions |
|
|
Other |
|
|
Total |
|
At January 1, 2005 |
|
|
2,194 |
|
|
|
324 |
|
|
|
118 |
|
|
|
158 |
|
|
|
2,794 |
|
(Charged)/credited to income |
|
|
(363 |
) |
|
|
(55 |
) |
|
|
33 |
|
|
|
452 |
|
|
|
67 |
|
Other movements |
|
|
(205 |
) |
|
|
(65 |
) |
|
|
131 |
|
|
|
(36 |
) |
|
|
(175 |
) |
Currency translation
differences |
|
|
(99 |
) |
|
|
(13 |
) |
|
|
(5 |
) |
|
|
(7 |
) |
|
|
(124 |
) |
|
At December 31, 2005 |
|
|
1,527 |
|
|
|
191 |
|
|
|
277 |
|
|
|
567 |
|
|
|
2,562 |
|
(Charged)/credited to income |
|
|
(154 |
) |
|
|
11 |
|
|
|
88 |
|
|
|
88 |
|
|
|
33 |
|
Other movements |
|
|
(545 |
) |
|
|
176 |
|
|
|
38 |
|
|
|
625 |
|
|
|
294 |
|
Currency translation
differences |
|
|
45 |
|
|
|
22 |
|
|
|
25 |
|
|
|
(13 |
) |
|
|
79 |
|
|
At December 31, 2006 |
|
|
873 |
|
|
|
400 |
|
|
|
428 |
|
|
|
1,267 |
|
|
|
2,968 |
|
|
The other movements in deferred tax assets and liabilities relate mainly to acquisitions and
reclassifications between assets and liabilities.
Royal Dutch Shell plc 131
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTE 20 CONTINUED
Where the realisation of deferred tax assets is dependent on future profits, the Group
recognises losses carried forward only to the extent that business forecasts predict that such
profits will be available. At December 31, 2006 recognised losses carried forward amounted to
$4,759 million.
Unrecognised losses amount to $3,649
million as at December 31, 2006 and
expire in the following years:
|
|
|
|
|
$ million |
|
2007 |
|
|
507 |
|
2008 |
|
|
1 |
|
2009 |
|
|
4 |
|
2010 |
|
|
4 |
|
2011 and after |
|
|
3,133 |
|
|
Earnings retained by the subsidiaries and equity accounted investments of Royal Dutch Shell
amounted to $94,278 million at December 31, 2006 (2005: $86,255 million). Provision has been made for withholding and other taxes which would become
payable on the distribution of these earnings only to the extent that either the Group does not
control the relevant entity or it is expected that these earnings will be remitted in the
foreseeable future.
Retirement plans are provided for permanent employees of all major Group companies. The
nature of such plans varies according to the legal and fiscal requirements and economic conditions
of the country in which the employees are engaged. Generally, the plans provide defined benefits
based on employees years of service and average final remuneration.
Some Group companies have established unfunded defined benefit plans to provide certain retirement
healthcare and life insurance benefits to their retirees, the entitlement to which is usually based
on the employee remaining in service up to retirement age and the completion of a minimum service
period.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
|
|
Pension benefits |
|
|
|
Other benefits |
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
2005 |
|
|
|
|
2006 |
|
|
2005 |
|
|
|
USA |
|
|
Other |
|
|
Total |
|
|
USA |
|
|
Other |
|
|
Total |
|
Change in benefit obligation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Obligations for benefits based on employee service to date at January 1 |
|
|
|
55,677 |
|
|
|
54,822 |
|
|
|
|
2,699 |
|
|
|
444 |
|
|
|
3,143 |
|
|
|
2,509 |
|
|
|
611 |
|
|
|
3,120 |
|
Increase in present value of the obligation for benefits based on
employee service during the year |
|
|
|
1,285 |
|
|
|
1,163 |
|
|
|
|
38 |
|
|
|
15 |
|
|
|
53 |
|
|
|
36 |
|
|
|
29 |
|
|
|
65 |
|
Interest on the obligation for benefits in respect of employee service
in previous years |
|
|
|
2,648 |
|
|
|
2,575 |
|
|
|
|
140 |
|
|
|
20 |
|
|
|
160 |
|
|
|
142 |
|
|
|
26 |
|
|
|
168 |
|
Benefit payments made |
|
|
|
(2,535 |
) |
|
|
(2,456 |
) |
|
|
|
(121 |
) |
|
|
(17 |
) |
|
|
(138 |
) |
|
|
(115 |
) |
|
|
(27 |
) |
|
|
(142 |
) |
Currency translation differences |
|
|
|
5,250 |
|
|
|
(5,448 |
) |
|
|
|
|
|
|
|
24 |
|
|
|
24 |
|
|
|
|
|
|
|
(46 |
) |
|
|
(46 |
) |
Other components [A] |
|
|
|
(2,067 |
) |
|
|
5,021 |
|
|
|
|
(56 |
) |
|
|
(23 |
) |
|
|
(79 |
) |
|
|
127 |
|
|
|
(149 |
) |
|
|
(22 |
) |
|
|
|
|
|
|
|
Obligations for benefits based on employee
service to date at December 31 |
|
|
|
60,258 |
|
|
|
55,677 |
|
|
|
|
2,700 |
|
|
|
463 |
|
|
|
3,163 |
|
|
|
2,699 |
|
|
|
444 |
|
|
|
3,143 |
|
|
|
|
|
|
|
|
Change in plan assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Plan assets held in trust at fair value at January 1 |
|
|
|
54,650 |
|
|
|
51,874 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expected return on plan assets |
|
|
|
4,003 |
|
|
|
3,389 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Actuarial gains/(losses) |
|
|
|
4,130 |
|
|
|
5,901 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Employer contributions |
|
|
|
1,309 |
|
|
|
1,276 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Plan participants contributions |
|
|
|
71 |
|
|
|
61 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Benefit payments made |
|
|
|
(2,535 |
) |
|
|
(2,456 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Currency translation differences |
|
|
|
5,848 |
|
|
|
(5,392 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other components |
|
|
|
3 |
|
|
|
(3 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Plan assets held in trust at fair value at December 31 |
|
|
|
67,479 |
|
|
|
54,650 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Plan assets in excess of/(less than) the present value of obligations
for benefits at December 31 |
|
|
|
7,221 |
|
|
|
(1,027 |
) |
|
|
|
(2,700 |
) |
|
|
(463 |
) |
|
|
(3,163 |
) |
|
|
(2,699 |
) |
|
|
(444 |
) |
|
|
(3,143 |
) |
Unrecognised net actuarial (gains)/losses since adoption |
|
|
|
(6,588 |
) |
|
|
453 |
|
|
|
|
18 |
|
|
|
(4 |
) |
|
|
14 |
|
|
|
79 |
|
|
|
3 |
|
|
|
82 |
|
Unrecognised prior service cost/(credit) |
|
|
|
8 |
|
|
|
10 |
|
|
|
|
19 |
|
|
|
|
|
|
|
19 |
|
|
|
22 |
|
|
|
|
|
|
|
22 |
|
|
|
|
|
|
|
|
Net amount recognised |
|
|
|
641 |
|
|
|
(564 |
) |
|
|
|
(2,663 |
) |
|
|
(467 |
) |
|
|
(3,130 |
) |
|
|
(2,598 |
) |
|
|
(441 |
) |
|
|
(3,039 |
) |
|
|
|
|
|
|
|
Amounts recognised in the Consolidated Balance Sheet: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Prepaid benefit costs |
|
|
|
3,926 |
|
|
|
2,486 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accrued benefit obligations: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current |
|
|
|
(202 |
) |
|
|
(159 |
) |
|
|
|
(100 |
) |
|
|
(17 |
) |
|
|
(117 |
) |
|
|
(107 |
) |
|
|
(16 |
) |
|
|
(123 |
) |
Non-current |
|
|
|
(3,083 |
) |
|
|
(2,891 |
) |
|
|
|
(2,563 |
) |
|
|
(450 |
) |
|
|
(3,013 |
) |
|
|
(2,491 |
) |
|
|
(425 |
) |
|
|
(2,916 |
) |
|
|
|
|
|
|
|
Net amount recognised |
|
|
|
641 |
|
|
|
(564 |
) |
|
|
|
(2,663 |
) |
|
|
(467 |
) |
|
|
(3,130 |
) |
|
|
(2,598 |
) |
|
|
(441 |
) |
|
|
(3,039 |
) |
|
|
|
|
|
|
|
|
|
|
[A] |
|
Other components comprise mainly the effect of changes in actuarial assumptions, most
notably the discount rate. |
132 Royal Dutch Shell plc
ADDITIONAL INFORMATION
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
Pension benefits |
|
|
|
|
|
|
|
|
|
|
|
|
Obligation for pension benefits in respect of unfunded plans |
|
|
1,931 |
|
|
|
1,904 |
|
|
|
2,032 |
|
Obligation for pension benefits in respect of funded plans |
|
|
58,327 |
|
|
|
53,773 |
|
|
|
52,790 |
|
|
Total benefit obligation |
|
|
60,258 |
|
|
|
55,677 |
|
|
|
54,822 |
|
|
Experience adjustments as a percentage of the total benefit
obligation |
|
|
0.7% |
|
|
|
0.2% |
|
|
|
2.1% |
|
Plan assets |
|
|
67,479 |
|
|
|
54,650 |
|
|
|
51,874 |
|
Experience adjustments as a percentage of plan assets |
|
|
6.1% |
|
|
|
10.8% |
|
|
|
3.8% |
|
Plan surplus/(deficit) |
|
|
7,221 |
|
|
|
(1,027 |
) |
|
|
(2,948 |
) |
Actual return on plan assets |
|
|
8,133 |
|
|
|
9,290 |
|
|
|
5,262 |
|
Other benefits |
|
|
|
|
|
|
|
|
|
|
|
|
Total benefit obligation (unfunded) |
|
|
3,163 |
|
|
|
3,143 |
|
|
|
3,120 |
|
Experience adjustments as a percentage of the total benefit
obligation |
|
|
0.72% |
|
|
|
0.03% |
|
|
|
0.26% |
|
|
Employer contributions to defined benefit pension plans during 2007 are estimated to be $1.3
billion. The following benefit payments, which reflect expected future service, as appropriate, are
expected to be paid:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
Pension |
|
|
|
|
|
|
|
|
|
|
Other benefits |
|
Future benefit payments |
|
benefits |
|
|
USA |
|
|
Other |
|
|
Total |
|
2007 |
|
|
2,793 |
|
|
|
149 |
|
|
|
22 |
|
|
|
171 |
|
2008 |
|
|
2,837 |
|
|
|
161 |
|
|
|
25 |
|
|
|
186 |
|
2009 |
|
|
2,903 |
|
|
|
172 |
|
|
|
26 |
|
|
|
198 |
|
2010 |
|
|
2,993 |
|
|
|
182 |
|
|
|
26 |
|
|
|
208 |
|
2011 |
|
|
3,062 |
|
|
|
191 |
|
|
|
27 |
|
|
|
218 |
|
20122016 |
|
|
16,279 |
|
|
|
996 |
|
|
|
149 |
|
|
|
1,145 |
|
|
Benefit costs for the year comprise:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
|
|
|
|
Pension benefits |
|
|
|
Other benefits |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
|
2005 |
|
|
|
2004 |
|
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
|
USA |
|
|
Other |
|
|
Total |
|
|
|
USA |
|
|
Other |
|
|
Total |
|
|
|
USA |
|
|
Other |
|
|
Total |
|
Service cost |
|
|
|
1,285 |
|
|
|
1,163 |
|
|
|
1,086 |
|
|
|
|
38 |
|
|
|
15 |
|
|
|
53 |
|
|
|
|
36 |
|
|
|
29 |
|
|
|
65 |
|
|
|
|
35 |
|
|
|
16 |
|
|
|
51 |
|
Interest cost |
|
|
|
2,648 |
|
|
|
2,575 |
|
|
|
2,529 |
|
|
|
|
140 |
|
|
|
20 |
|
|
|
160 |
|
|
|
|
142 |
|
|
|
26 |
|
|
|
168 |
|
|
|
|
139 |
|
|
|
28 |
|
|
|
167 |
|
Expected return on plan assets |
|
|
|
(4,003 |
) |
|
|
(3,389 |
) |
|
|
(3,318 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other components [A] |
|
|
|
389 |
|
|
|
127 |
|
|
|
9 |
|
|
|
|
5 |
|
|
|
3 |
|
|
|
8 |
|
|
|
|
5 |
|
|
|
(135 |
) |
|
|
(130 |
) |
|
|
|
37 |
|
|
|
|
|
|
|
37 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of defined benefit plans |
|
|
|
319 |
|
|
|
476 |
|
|
|
306 |
|
|
|
|
183 |
|
|
|
38 |
|
|
|
221 |
|
|
|
|
183 |
|
|
|
(80 |
) |
|
|
103 |
|
|
|
|
211 |
|
|
|
44 |
|
|
|
255 |
|
Payments to defined contribution plans |
| |
|
203 |
|
|
|
189 |
|
|
|
221 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
522 |
|
|
|
665 |
|
|
|
527 |
|
|
|
|
183 |
|
|
|
38 |
|
|
|
221 |
|
|
|
|
183 |
|
|
|
(80 |
) |
|
|
103 |
|
|
|
|
211 |
|
|
|
44 |
|
|
|
255 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
[A] |
|
Other components comprise mainly the effect of curtailment of the plan in France and changes in plans in the USA and the UK. |
The cost of defined benefit plans is reported in the Consolidated Statement of Income, principally within cost of sales.
Royal Dutch Shell plc 133
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTE 21 CONTINUED
Discount rates, projected rates of remuneration growth and expected rates of return on plan
assets vary for the different plans as they are determined in the light of local conditions.
Expected rates of return on plan assets are calculated using a common assumption setting process
based on a projection of real long-term bond yields and an equity risk premium which are combined
with local inflation assumptions and applied to each plans actual asset mix. The weighted averages
applicable for the principal plans in the Group are:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pensions benefits |
|
Other benefits |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
|
2005 |
|
|
|
2004 |
|
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
|
USA |
|
|
Other |
|
|
|
USA |
|
|
Other |
|
|
|
USA |
|
|
Other |
|
Assumptions used to determine benefit obligations at
December 31 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Discount rate |
|
|
|
5.0% |
|
|
|
4.7% |
|
|
|
5.1% |
|
|
|
|
5.8% |
|
|
|
5.0% |
|
|
|
|
5.5% |
|
|
|
4.6% |
|
|
|
|
5.8% |
|
|
|
5.0% |
|
Projected rate of remuneration growth |
|
|
|
3.9% |
|
|
|
4.1% |
|
|
|
3.8% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Assumptions used to determine benefit costs for year-ended
December 31 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Discount rate |
|
|
|
4.7% |
|
|
|
5.1% |
|
|
|
5.6% |
|
|
|
|
5.5% |
|
|
|
4.6% |
|
|
|
|
5.8% |
|
|
|
5.0% |
|
|
|
|
6.0% |
|
|
|
5.6% |
|
Expected rate of return on plan assets |
|
|
|
7.1% |
|
|
|
7.1% |
|
|
|
7.6% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Projected rate of remuneration growth |
|
|
|
4.1% |
|
|
|
3.8% |
|
|
|
3.9% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Healthcare cost trend rates |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Healthcare cost trend rate in year after reporting year |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9.0% |
|
|
|
4.1% |
|
|
|
|
9.0% |
|
|
|
4.3% |
|
|
|
|
10.0% |
|
|
|
3.7% |
|
Ultimate healthcare cost trend rate |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5.0% |
|
|
|
2.9% |
|
|
|
|
5.0% |
|
|
|
2.9% |
|
|
|
|
5.0% |
|
|
|
2.9% |
|
Year ultimate healthcare cost trend rate is applicable |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2013 |
|
|
|
2010 |
|
|
|
|
2012 |
|
|
|
2009 |
|
|
|
|
2012 |
|
|
|
2007 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The effect of a one percentage point increase/(decrease) in the annual rate of increase in
the assumed healthcare cost trend rates would be to increase/ (decrease) annual retirement benefit
cost by approximately $27 million/($22 million) and the benefit obligation by approximately $373
million/($309 million).
Demographic (including mortality) assumptions are also determined in the light of local conditions.
Mortality assumptions are based on the latest available standard mortality tables for the
individual countries concerned, adjusted where appropriate to reflect the experience of the Group.
The Groups most substantial post-retirement benefit obligations are in the Netherlands, UK and USA,
where the assumed further life expectancies for males/females are:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Normal retirement |
|
|
Life expectancy |
|
|
|
age |
|
|
males/females |
|
The Netherlands |
|
|
60 |
|
|
|
84.7/86.8 |
|
UK |
|
|
60 |
|
|
|
84.8/87.6 |
|
USA |
|
|
55 |
|
|
|
83.5/85.3 |
|
|
Weighted-average plan asset allocations by asset category for the principal pension plans in
the Group are:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Target |
|
|
|
|
|
|
Percentage of plan assets |
|
|
|
Allocation |
|
|
|
|
|
|
at December 31 |
|
|
|
2006 |
|
|
2006 |
|
|
2005 |
|
Equity
securities |
|
|
71% |
|
|
|
72% |
|
|
|
73% |
|
Debt securities |
|
|
24% |
|
|
|
22% |
|
|
|
20% |
|
Real estate |
|
|
2% |
|
|
|
2% |
|
|
|
2% |
|
Other |
|
|
3% |
|
|
|
4% |
|
|
|
5% |
|
|
|
|
|
100% |
|
|
|
100% |
|
|
|
100% |
|
|
Plan long-term investment strategies are generally determined by the responsible Pension Fund
Trustees using a structured asset liability modelling approach to determine the asset mix, which
best meets the objectives of optimising investment return and maintaining adequate funding levels.
134 Royal Dutch Shell plc
[A] CURRENT
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
Decommissioning |
|
|
Environmental |
|
|
Redundancy |
|
|
Legal |
|
|
|
|
|
|
|
|
|
and restoration costs |
|
|
costs |
|
|
costs |
|
|
costs |
|
|
Other |
|
|
Total |
|
At January 1, 2004 |
|
|
73 |
|
|
|
296 |
|
|
|
293 |
|
|
|
155 |
|
|
|
258 |
|
|
|
1,075 |
|
Additional provisions |
|
|
|
|
|
|
32 |
|
|
|
476 |
|
|
|
74 |
|
|
|
314 |
|
|
|
896 |
|
Amounts charged against provisions |
|
|
(60 |
) |
|
|
(227 |
) |
|
|
(353 |
) |
|
|
(34 |
) |
|
|
(29 |
) |
|
|
(703 |
) |
Reclassifications and other
movements |
|
|
148 |
|
|
|
135 |
|
|
|
26 |
|
|
|
5 |
|
|
|
154 |
|
|
|
468 |
|
Currency translation differences |
|
|
6 |
|
|
|
7 |
|
|
|
18 |
|
|
|
3 |
|
|
|
42 |
|
|
|
76 |
|
|
At December 31, 2004 |
|
|
167 |
|
|
|
243 |
|
|
|
460 |
|
|
|
203 |
|
|
|
739 |
|
|
|
1,812 |
|
Additional provisions |
|
|
34 |
|
|
|
68 |
|
|
|
92 |
|
|
|
45 |
|
|
|
172 |
|
|
|
411 |
|
Amounts charged against provisions |
|
|
(63 |
) |
|
|
(163 |
) |
|
|
(282 |
) |
|
|
(79 |
) |
|
|
(129 |
) |
|
|
(716 |
) |
Reclassifications and other
movements |
|
|
105 |
|
|
|
119 |
|
|
|
16 |
|
|
|
(30 |
) |
|
|
(63 |
) |
|
|
147 |
|
Currency translation differences |
|
|
(10 |
) |
|
|
(8 |
) |
|
|
(22 |
) |
|
|
(4 |
) |
|
|
(61 |
) |
|
|
(105 |
) |
|
At December 31, 2005 |
|
|
233 |
|
|
|
259 |
|
|
|
264 |
|
|
|
135 |
|
|
|
658 |
|
|
|
1,549 |
|
Additional provisions |
|
|
19 |
|
|
|
124 |
|
|
|
18 |
|
|
|
159 |
|
|
|
245 |
|
|
|
565 |
|
Amounts charged against provisions |
|
|
(99 |
) |
|
|
(246 |
) |
|
|
(113 |
) |
|
|
(157 |
) |
|
|
(123 |
) |
|
|
(738 |
) |
Reclassifications and other
movements |
|
|
117 |
|
|
|
167 |
|
|
|
(45 |
) |
|
|
(2 |
) |
|
|
90 |
|
|
|
327 |
|
Currency translation differences |
|
|
19 |
|
|
|
12 |
|
|
|
13 |
|
|
|
3 |
|
|
|
42 |
|
|
|
89 |
|
|
At December 31, 2006 |
|
|
289 |
|
|
|
316 |
|
|
|
137 |
|
|
|
138 |
|
|
|
912 |
|
|
|
1,792 |
|
|
Included in other provisions at December 31, 2006 are $0.2 billion relating to loyalty
schemes, $0.2 billion relating to employee end of service benefits and $0.1 billion relating to
insurance.
Additional provisions for redundancy costs in 2004 relate to 4,000 employees mainly in the Oil
Products segment, primarily due to portfolio restructuring and in the Corporate and Other segment
due to restructuring in information and technology.
[B] NON-CURRENT
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
Decommissioning |
|
|
Environmental |
|
|
Redundancy |
|
|
Legal |
|
|
|
|
|
|
|
|
|
and restoration costs |
|
|
costs |
|
|
costs |
|
|
costs |
|
|
Other |
|
|
Total |
|
At January 1, 2004 |
|
|
3,527 |
|
|
|
573 |
|
|
|
149 |
|
|
|
336 |
|
|
|
356 |
|
|
|
4,941 |
|
Additional provisions |
|
|
277 |
|
|
|
121 |
|
|
|
14 |
|
|
|
145 |
|
|
|
(27 |
) |
|
|
530 |
|
Amounts charged against provisions |
|
|
(18 |
) |
|
|
(18 |
) |
|
|
(4 |
) |
|
|
(113 |
) |
|
|
21 |
|
|
|
(132 |
) |
Accretion expense |
|
|
265 |
|
|
|
22 |
|
|
|
|
|
|
|
|
|
|
|
17 |
|
|
|
304 |
|
Reclassifications and other
movements |
|
|
929 |
|
|
|
(130 |
) |
|
|
(37 |
) |
|
|
(7 |
) |
|
|
130 |
|
|
|
885 |
|
Currency translation differences |
|
|
250 |
|
|
|
6 |
|
|
|
7 |
|
|
|
9 |
|
|
|
28 |
|
|
|
300 |
|
|
At December 31, 2004 |
|
|
5,230 |
|
|
|
574 |
|
|
|
129 |
|
|
|
370 |
|
|
|
525 |
|
|
|
6,828 |
|
Additional provisions |
|
|
385 |
|
|
|
175 |
|
|
|
17 |
|
|
|
269 |
|
|
|
(63 |
) |
|
|
783 |
|
Amounts charged against provisions |
|
|
(21 |
) |
|
|
(27 |
) |
|
|
(6 |
) |
|
|
(116 |
) |
|
|
(3 |
) |
|
|
(173 |
) |
Accretion expense |
|
|
320 |
|
|
|
19 |
|
|
|
|
|
|
|
|
|
|
|
32 |
|
|
|
371 |
|
Reclassifications and other
movements |
|
|
156 |
|
|
|
(114 |
) |
|
|
(33 |
) |
|
|
31 |
|
|
|
(31 |
) |
|
|
9 |
|
Currency translation differences |
|
|
(378 |
) |
|
|
(8 |
) |
|
|
(13 |
) |
|
|
(10 |
) |
|
|
(24 |
) |
|
|
(433 |
) |
|
At December 31, 2005 |
|
|
5,692 |
|
|
|
619 |
|
|
|
94 |
|
|
|
544 |
|
|
|
436 |
|
|
|
7,385 |
|
Additional provisions |
|
|
428 |
|
|
|
147 |
|
|
|
48 |
|
|
|
599 |
|
|
|
93 |
|
|
|
1,315 |
|
Amounts charged against provisions |
|
|
(36 |
) |
|
|
(29 |
) |
|
|
(4 |
) |
|
|
(320 |
) |
|
|
153 |
|
|
|
(236 |
) |
Accretion expense |
|
|
371 |
|
|
|
20 |
|
|
|
|
|
|
|
|
|
|
|
26 |
|
|
|
417 |
|
Reclassifications and other
movements |
|
|
1,079 |
|
|
|
(120 |
) |
|
|
(31 |
) |
|
|
(91 |
) |
|
|
68 |
|
|
|
905 |
|
Currency translation differences |
|
|
494 |
|
|
|
14 |
|
|
|
10 |
|
|
|
10 |
|
|
|
41 |
|
|
|
569 |
|
|
At December 31, 2006 |
|
|
8,028 |
|
|
|
651 |
|
|
|
117 |
|
|
|
742 |
|
|
|
817 |
|
|
|
10,355 |
|
|
The timing of payments related to these provisions is uncertain and is dependent on various
items which are not always within managements control.
Included in legal provisions at December 31, 2006 is $0.5 billion in respect of a class action for
alleged losses relating to the 2004 recategorisation of certain hydrocarbon reserves (see Note 32).
Included in other provisions at December 31, 2006 are $0.1 billion relating to loyalty schemes,
$0.4 billion relating to employee end of service benefits and $0.2 billion relating to onerous
contracts.
A review of the estimated provision for decommissioning and restoration costs was performed during
2006 based on current experience and techniques. This resulted in an increase of $1.1 billion in
both the provision, reported within Reclassifications and other movements, and the corresponding
Property, plant and equipment assets reported within Sales, retirements and other movements in
Note 12.
For the purpose of calculating provisions for decommissioning and restoration costs, estimated
total ultimate liabilities of $15.3 billion at December 31, 2006 (2005: $10.5 billion and 2004:
$9.1 billion) were used. Such estimates are subject to various regulatory and technological
developments.
Royal Dutch Shell plc 135
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
Dec 31, 2006 |
|
|
Dec 31, 2005 |
|
Deferred income |
|
|
1,328 |
|
|
|
1,236 |
|
Derivative contracts |
|
|
646 |
|
|
|
1,113 |
|
Customer deposits |
|
|
116 |
|
|
|
535 |
|
Liabilities under staff benefit plans |
|
|
722 |
|
|
|
686 |
|
Advance payments received under long-term supply contracts |
|
|
273 |
|
|
|
298 |
|
Other payables |
|
|
1,240 |
|
|
|
1,227 |
|
|
Total |
|
|
4,325 |
|
|
|
5,095 |
|
|
The fair value of financial liabilities included above approximates carrying amount.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
Dec 31, 2006 |
|
|
Dec 31, 2005 |
|
Trade payables |
|
|
26,509 |
|
|
|
24,372 |
|
Derivative contracts |
|
|
19,735 |
|
|
|
29,111 |
|
Amounts due to equity accounted investments |
|
|
2,454 |
|
|
|
2,696 |
|
Accruals and deferred income |
|
|
9,625 |
|
|
|
7,897 |
|
Other |
|
|
4,233 |
|
|
|
4,937 |
|
|
Total |
|
|
62,556 |
|
|
|
69,013 |
|
|
The fair value of financial liabilities included above approximates carrying amount.
AUTHORISED
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
million |
|
Dec 31, 2006 |
|
|
Dec 31, 2005 |
|
|
|
|
Dec 31, 2006 |
|
|
Dec 31, 2005 |
|
|
4,077,359,886 |
|
|
|
4,077,359,886 |
|
|
Class A shares of 0.07 each |
|
|
285 |
|
|
|
285 |
|
|
2,759,360,000 |
|
|
|
2,759,360,000 |
|
|
Class B shares of 0.07 each |
|
|
193 |
|
|
|
193 |
|
|
3,101,000,000 |
|
|
|
3,101,000,000 |
|
|
Unclassified shares of 0.07 each |
|
|
217 |
|
|
|
217 |
|
|
|
|
|
|
62,280,114 |
|
|
Euro deferred shares of 0.07 each |
|
|
|
|
|
|
4 |
|
|
50,000 |
|
|
|
50,000 |
|
|
Sterling deferred shares of £1 each |
|
|
£ |
|
|
|
£ |
|
|
ISSUED AND FULLY PAID
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of shares |
|
|
|
|
shares of 0.07 each |
|
|
|
shares of £1 each |
|
|
|
|
Class A |
|
|
Class B |
|
|
Euro deferred |
|
|
|
Sterling deferred |
|
|
Ordinary |
|
At January 1, 2005 |
|
|
|
4,148,800,000 |
|
|
|
2,765,552,027 |
|
|
|
|
|
|
|
|
30,000 |
|
|
|
20,000 |
|
Reclassification of shares |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
20,000 |
|
|
|
(20,000 |
) |
Shares repurchased for
cancellation |
|
|
|
(150,894,886 |
) |
|
|
(6,192,027 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Reallocation to euro
deferred shares |
|
|
|
(62,280,114 |
) |
|
|
|
|
|
|
62,280,114 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At December 31, 2005 |
|
|
|
3,935,625,000 |
|
|
|
2,759,360,000 |
|
|
|
62,280,114 |
|
|
|
|
50,000 |
|
|
|
|
|
Shares issued |
|
|
|
4,827,974 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Redemption of share capital |
|
|
|
|
|
|
|
|
|
|
|
(62,280,114 |
) |
|
|
|
|
|
|
|
|
|
Shares repurchased for
cancellation |
|
|
|
(244,672,974 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At December 31, 2006 |
|
|
|
3,695,780,000 |
|
|
|
2,759,360,000 |
|
|
|
|
|
|
|
|
50,000 |
|
|
|
|
|
|
|
|
|
|
|
|
136 Royal Dutch Shell plc
NOMINAL VALUE
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
shares of 0.07 each |
|
|
shares of £1 each |
|
|
|
|
|
|
Class A |
|
|
Class B |
|
|
Euro deferred |
|
|
Sterling deferred |
|
|
Ordinary |
|
|
Total |
|
At January 1, 2005 |
|
|
350 |
|
|
|
234 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
584 |
|
Reclassification of shares |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
[A] |
|
|
|
[A] |
|
|
|
|
Shares repurchased for cancellation |
|
|
(12 |
) |
|
|
(1 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(13 |
) |
Reallocation to euro deferred shares |
|
|
(5 |
) |
|
|
|
|
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At December 31, 2005 |
|
|
333 |
|
|
|
233 |
|
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
571 |
|
Shares issued |
|
|
|
[A] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Redemption of share capital |
|
|
|
|
|
|
|
|
|
|
(5 |
) |
|
|
|
|
|
|
|
|
|
|
(5 |
) |
Shares repurchased for cancellation |
|
|
(21 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(21 |
) |
|
At December 31, 2006 |
|
|
312 |
|
|
|
233 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
545 |
|
|
|
|
[A] |
Less than $1 million. |
Share capital for the periods prior to July 20, 2005 is based on existing Royal Dutch and
Shell Transport share capital converted into Royal Dutch Shell share equivalents.
26
Financial instruments and other derivative contracts in the Consolidated Balance Sheet
comprise financial assets (see Note 14), cash and cash equivalents (see Note 18), debt (see Note
19) and certain amounts (including derivatives) reported within other non-current assets, accounts
receivable, accounts payable and accrued liabilities and other non-current liabilities.
Group companies, in the normal course of their business, use financial instruments of various kinds
for the purposes of managing exposure to currency, commodity price and interest rate movements.
The Group has treasury guidelines applicable to all Group companies and each Group company is
required to adopt a treasury policy consistent with these guidelines. These policies cover
financing structure, foreign exchange and interest rate risk management, insurance, counterparty
risk management and derivative instruments, as well as the treasury control framework. Wherever
possible, treasury operations are operated through specialist Group regional organisations without
removing from each Group company the responsibility to formulate and implement appropriate treasury
policies.
The use of derivative financial instruments generally remains confined to specialist commodity
trading and central treasury organisations which have appropriate skills, experience, supervision,
control and reporting systems.
Apart from forward foreign exchange contracts to meet known commitments, the use of derivative
financial instruments by most Group companies is not permitted by their treasury policy.
The Groups operations expose it to market, credit and liquidity risk:
Market risk
Market risk is the possibility that changes in currency exchange rates, interest rates or the
prices of natural gas, electrical power, crude oil, refined products, chemical feedstocks and
environmental products will adversely affect the value of the Groups assets, liabilities or
expected future cash flows.
Foreign
exchange risk
The functional currency for most upstream companies and for other companies with significant
international business is the US dollar, but other companies usually have their local currency as
their functional currency. Foreign exchange risk arises when certain transactions are denominated
in a currency that is not the entitys functional currency. Typically these transactions are
income/expense or non-monetary item related.
Each Group company has hedging and treasury policies in place which are designed to measure and
manage its foreign
currency exposures by reference to its functional currency and to report foreign exchange gains and
losses. The Group co-ordinates the management of these currency risks by providing regional
treasury centres to transact with Group companies and facilitate the netting of foreign exchange
positions. These net positions are then managed and transactions undertaken with the external
market. A range of derivatives are also used, the most common being forward foreign exchange
contracts.
Most of the Groups external debt is raised from central borrowing programmes; all such borrowings
are either denominated in US dollars or are hedged back into US dollars.
Royal Dutch Shell plc 137
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTE 26 CONTINUED
Interest
rate risk
The Group has entered into interest rate and cross currency swaps to convert most centrally issued
long-term debt to floating rate US dollar LIBOR (London Inter-Bank Offer Rate), reflecting its
policy to have borrowings mainly denominated in US dollars and to have largely floating interest
rate exposure profile. Consequently the Group is exposed predominantly to US dollar LIBOR interest
rate movements.
The financing of most operating companies is also structured on a floating-rate basis and, except
in special cases, further interest rate risk management is discouraged.
Price
risk
Certain Group companies have a mandate to trade natural gas, electrical power, crude oil, refined
products, chemical feedstocks and environmental products, and to use commodity swaps, options and
futures as a means of managing price and timing risks arising from this trading. In effecting these
transactions, the companies concerned operate within procedures and policies designed to ensure
that risks, including those relating to the default of counterparties, are minimised.
The Group uses risk management systems for recording and valuing instruments, there is regular
review of mandated trading limits by senior management, daily monitoring of risk exposure using
value-at-risk techniques and marking to market of trading exposures with a department independent
of traders reviewing the market values applied to trading exposures. The Groups exposure to
substantial trading losses is therefore considered limited.
Credit
risk
The Group has policies in place to ensure that wholesale sales of products are made to customers
with an appropriate creditworthiness. In addition, the Group has also policies that limit the
amount of credit exposure to any financial institution.
Derivative counterparties and cash transactions are limited to high-credit-quality financial
institutions; all such counterparties must be approved based on an assessment of its financial
soundness and its rating (from major external agencies), which must be of high quality.
In commodity trading, counterparty credit risk is managed within a framework of individual credit
limits with utilisation being regularly reviewed. Credit checks are performed by a department
independent of traders, and are undertaken before contractual commitment. Where appropriate, the
use of netting arrangements, prepayments and/or margining are used to manage specific risks.
Liquidity
risk
Liquidity risk is the risk that suitable sources of funding for the Groups business activities may
not be available. The Group believes that it has access to sufficient external debt funding sources
(bank and capital markets), and to undrawn committed borrowing facilities to meet currently
foreseeable borrowing requirements.
The Group has long-term debt ratings of Aa1 and AA, assigned respectively by Moodys and Standard &
Poors. The Group has access to a wide range of funding alternatives at competitive rates through
the capital markets and banks. It centrally co-ordinates relationships with banks, borrowing and
foreign exchange requirements and cash management activities.
The committed facilities ($2.5 billion at both December 31, 2006 and 2005, to support central
borrowing activities) are arranged with a core group of highly rated, international banks. They are
available on same day terms, incorporate pre-agreed pricing, and will expire in 2011 with an option
to extend to 2012. The terms and availability of these lines of credit are not conditional in any
way on the Group financial ratios, its financial ratings or on the absence of events that could
have a material adverse impact on its financial situation.
The Group expects to be able to renew or increase these facilities as and when required on
commercially acceptable terms.
Surplus cash is invested into a range of short dated money market instruments including commercial
paper, time deposits and money funds, which seek to ensure the security and liquidity of
investments while optimising yield. In all cases investments are only permitted in high credit
quality institutions/funds, with diversification of investment supported by maintaining
counterparty credit limits.
The remainder of this Note relates to the use by Group companies of derivative contracts recognised
at fair value in the Consolidated Balance Sheet.
138 Royal Dutch Shell plc
[A] INTEREST RATE SWAPS/FORWARD RATE AGREEMENTS
Interest rate swaps/forward rate agreements held by Group companies at December 31 by
expected year of maturity are as follows. The variable interest rate component of contracts is
generally linked to inter-bank offer rates. The effective interest rate on certain debt balances
(see Note 19) is affected by such contracts.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total contract/ |
|
|
Estimated |
|
|
|
|
|
2007 |
|
|
2008 |
|
|
2009 |
|
|
2010 |
|
|
2011 |
|
|
notional amount |
|
|
fair value |
|
Dollar |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair value hedge: |
|
contract/notional amount |
|
|
1,000 |
|
|
|
300 |
|
|
|
500 |
|
|
|
300 |
|
|
|
1,000 |
|
|
|
3,100 |
|
|
|
45 |
|
|
|
average pay rate |
|
|
5.0% |
|
|
|
4.9% |
|
|
|
5.0% |
|
|
|
5.3% |
|
|
|
5.4% |
|
|
|
|
|
|
|
|
|
|
|
average receive rate |
|
|
5.0% |
|
|
|
3.3% |
|
|
|
4.8% |
|
|
|
5.1% |
|
|
|
5.6% |
|
|
|
|
|
|
|
|
|
Cash flow hedge: |
|
contract/notional amount |
|
|
80 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
80 |
|
|
|
|
|
|
|
average pay rate |
|
|
7.8% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average receive rate |
|
|
8.3% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Euro |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair value hedge: |
|
contract/notional amount |
|
|
|
|
|
|
395 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
395 |
|
|
|
(6 |
) |
|
|
average pay rate |
|
|
|
|
|
|
3.5% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average receive rate |
|
|
|
|
|
|
3.3% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
1,080 |
|
|
|
695 |
|
|
|
500 |
|
|
|
300 |
|
|
|
1,000 |
|
|
|
3,575 |
|
|
|
39 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total contract/ |
|
|
Estimated |
|
|
|
|
|
2006 |
|
|
2007 |
|
|
2008 |
|
|
2009 |
|
|
notional amount |
|
|
fair value |
|
Dollar |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair value hedge: |
|
contract/notional amount |
|
|
600 |
|
|
|
1,000 |
|
|
|
300 |
|
|
|
500 |
|
|
|
2,400 |
|
|
|
6 |
|
|
|
average pay rate |
|
|
3.2% |
|
|
|
3.2% |
|
|
|
3.1% |
|
|
|
4.2% |
|
|
|
|
|
|
|
|
|
|
|
average receive rate |
|
|
3.1% |
|
|
|
5.0% |
|
|
|
3.3% |
|
|
|
4.8% |
|
|
|
|
|
|
|
|
|
Cash flow hedge: |
|
contract/notional amount |
|
|
|
|
|
|
130 |
|
|
|
80 |
|
|
|
|
|
|
|
210 |
|
|
|
(7 |
) |
|
|
average pay rate |
|
|
|
|
|
|
6.9% |
|
|
|
7.3% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average receive rate |
|
|
|
|
|
|
5.1% |
|
|
|
3.2% |
|
|
|
|
|
|
|
|
|
|
|
|
|
UK pound |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair value hedge: |
|
contract/notional amount |
|
|
647 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
647 |
|
|
|
13 |
|
|
|
average pay rate |
|
|
4.7 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average receive rate |
|
|
4.3% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Euro |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair value hedge: |
|
contract/notional amount |
|
|
|
|
|
|
|
|
|
|
300 |
|
|
|
|
|
|
|
300 |
|
|
|
3 |
|
|
|
average pay rate |
|
|
|
|
|
|
|
|
|
|
3.1% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average receive rate |
|
|
|
|
|
|
|
|
|
|
3.3% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
1,247 |
|
|
|
1,130 |
|
|
|
680 |
|
|
|
500 |
|
|
|
3,557 |
|
|
|
15 |
|
|
[B] FORWARD EXCHANGE CONTRACTS AND CURRENCY SWAPS/OPTIONS
Group companies held forward exchange contracts and currency swaps/options at December 31,
2006 with a total contract/notional amount of $21,479 million (2005: $18,099 million) and an
estimated fair value of $60 million (2005: $(201) million). The forward contracts mature within one
year and the majority of swaps/options contracts mature within 1 to 4 years.
Royal Dutch Shell plc 139
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTE 26 CONTINUED
FOREIGN EXCHANGE CONTRACTS
|
|
|
2006 (all contracts mature in 2007)
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average |
|
|
Contract/ |
|
|
Estimated |
|
|
|
contractual |
|
|
notional |
|
|
fair |
|
|
|
exchange rate |
|
|
amount |
|
|
value |
|
Buy UK pound/sell dollar |
|
|
1.96 |
|
|
|
3,899 |
|
|
|
3 |
|
Buy euro/sell dollar |
|
|
1.31 |
|
|
|
3,744 |
|
|
|
37 |
|
Buy dollar/sell euro |
|
|
0.76 |
|
|
|
722 |
|
|
|
(2 |
) |
Buy
dollar/sell Danish krone |
|
|
5.63 |
|
|
|
621 |
|
|
|
3 |
|
Buy dollar/sell Australian dollar |
|
|
1.28 |
|
|
|
525 |
|
|
|
(4 |
) |
Other contracts |
|
|
|
|
|
|
2,614 |
|
|
|
3 |
|
|
Total |
|
|
|
|
|
|
12,125 |
|
|
|
40 |
|
|
|
|
|
2005 (all contracts mature in 2006)
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average |
|
|
Contract/ |
|
|
Estimated |
|
|
|
contractual |
|
|
notional |
|
|
fair |
|
|
|
exchange rate |
|
|
amount |
|
|
value |
|
Buy UK pound/sell dollar |
|
|
1.76 |
|
|
|
3,205 |
|
|
|
(69 |
) |
Buy dollar/sell euro |
|
|
0.84 |
|
|
|
1,825 |
|
|
|
14 |
|
Buy euro/sell dollar |
|
|
1.21 |
|
|
|
1,781 |
|
|
|
(37 |
) |
Buy dollar/sell Australian dollar |
|
|
1.36 |
|
|
|
843 |
|
|
|
1 |
|
Other contracts |
|
|
|
|
|
|
4,450 |
|
|
|
18 |
|
|
Total |
|
|
|
|
|
|
12,104 |
|
|
|
(73 |
) |
|
CURRENCY SWAPS/OPTIONS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
contractual |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2012 |
|
|
contract/ |
|
|
Estimated |
|
|
|
exchange |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
and |
|
|
notional |
|
|
fair |
|
|
|
rate |
|
|
2007 |
|
|
2008 |
|
|
2009 |
|
|
2010 |
|
|
2011 |
|
|
after |
|
|
amount |
|
|
value |
|
Buy dollar/sell Canadian dollar |
|
|
1.14 |
|
|
|
159 |
|
|
|
30 |
|
|
|
41 |
|
|
|
|
|
|
|
40 |
|
|
|
|
|
|
|
270 |
|
|
|
50 |
|
Buy dollar/sell euro |
|
|
1.25 |
|
|
|
|
|
|
|
522 |
|
|
|
416 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
938 |
|
|
|
52 |
|
Buy dollar/sell UK pound |
|
|
0.52 |
|
|
|
|
|
|
|
594 |
|
|
|
|
|
|
|
568 |
|
|
|
|
|
|
|
|
|
|
|
1,162 |
|
|
|
11 |
|
Buy UK pound/sell dollar |
|
|
1.81 |
|
|
|
861 |
|
|
|
370 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
269 |
|
|
|
1,500 |
|
|
|
137 |
|
Buy euro/sell UK pound |
|
|
0.65 |
|
|
|
940 |
|
|
|
401 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,341 |
|
|
|
53 |
|
Other contracts |
|
|
|
|
|
|
1,987 |
|
|
|
509 |
|
|
|
617 |
|
|
|
232 |
|
|
|
798 |
|
|
|
|
|
|
|
4,143 |
|
|
|
(283 |
) |
|
Total |
|
|
|
|
|
|
3,947 |
|
|
|
2,426 |
|
|
|
1,074 |
|
|
|
800 |
|
|
|
838 |
|
|
|
269 |
|
|
|
9,354 |
|
|
|
20 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
contractual |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2011 |
|
|
contract/ |
|
|
Estimated |
|
|
|
exchange |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
and |
|
|
notional |
|
|
fair |
|
|
|
rate |
|
|
2006 |
|
|
2007 |
|
|
2008 |
|
|
2009 |
|
|
2010 |
|
|
after |
|
|
amount |
|
|
value |
|
Buy UK pound/sell euro |
|
|
1.53 |
|
|
|
|
|
|
|
828 |
|
|
|
354 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,182 |
|
|
|
81 |
|
Buy dollar/sell Canadian dollar |
|
|
1.17 |
|
|
|
267 |
|
|
|
86 |
|
|
|
9 |
|
|
|
42 |
|
|
|
|
|
|
|
|
|
|
|
404 |
|
|
|
(400 |
) |
Buy Canadian dollar/sell dollar |
|
|
0.80 |
|
|
|
236 |
|
|
|
286 |
|
|
|
380 |
|
|
|
454 |
|
|
|
121 |
|
|
|
154 |
|
|
|
1,631 |
|
|
|
250 |
|
Buy dollar/sell UK pound |
|
|
0.56 |
|
|
|
|
|
|
|
861 |
|
|
|
370 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,231 |
|
|
|
(16 |
) |
Other contracts |
|
|
|
|
|
|
264 |
|
|
|
906 |
|
|
|
102 |
|
|
|
62 |
|
|
|
11 |
|
|
|
202 |
|
|
|
1,547 |
|
|
|
(43 |
) |
|
Total |
|
|
|
|
|
|
767 |
|
|
|
2,967 |
|
|
|
1,215 |
|
|
|
558 |
|
|
|
132 |
|
|
|
356 |
|
|
|
5,995 |
|
|
|
(128 |
) |
|
[C] COMMODITY SWAPS, OPTIONS AND FUTURES
Group companies held commodity swaps, options and futures at December 31, 2006 with a total
contract/notional amount of $139,348 million (2005: $97,833 million) and an estimated fair value of
$816 million (2005: $1,052 million). These contracts are generally held for trading with maturity
mainly within one year.
140 Royal Dutch Shell plc
[D] OTHER CONTRACTS
Group companies held certain contracts to purchase or sell commodities, and other contracts
containing embedded derivatives, which are also required to be recognised at fair value because of
pricing or delivery conditions, even though they are only entered into to meet operational
requirements. The total contract/notional amount of these contracts at December 31, 2006 was $6,544
million (2005: $6,525 million), with an estimated fair value of $(68) million (2005: $(1,144)
million). These contracts have expected maturity between 2008 and 2025, with certain contracts
having early termination rights (for either party).
The impact on transition at January 1, 2005 (see Note 2) resulting from recognising at fair value
certain unquoted securities and additional derivative contracts, and recognising preference shares
as debt, was an increase in total equity of $0.8 billion. This was reflected by increases in assets
and liabilities at January 1, 2005 as follows:
|
|
|
|
|
|
|
$ million |
|
Investments: financial assets |
|
|
1,018 |
|
Non-current assets: deferred tax |
|
|
5 |
|
Current assets |
|
|
42 |
|
Non-current liabilities: deferred tax |
|
|
(195 |
) |
Non-current liabilities: debt |
|
|
(20 |
) |
Current liabilities |
|
|
(54 |
) |
|
Total |
|
|
796 |
|
|
|
|
|
|
|
|
[A] SHARE-BASED COMPENSATION PLANS
There are a number of share-based compensation plans for employees of the Shell Group. Following
the Unification (see Note 1), the underlying shares for all the continuing plans which were
previously Royal Dutch or Shell Transport are now shares of Royal Dutch Shell, and awards and
rights under plans in existence at the time of the Unification have been converted into awards and
rights over Royal Dutch Shell shares; all information in the remainder of this note related to the
period prior to the Unification has also been converted. Awards and rights under plans of Shell
Canada continue to be over common shares of Shell Canada.
Information on the principal plans is given below.
Share option plans
The Shell Groups share option plans offer eligible employees options over shares of Royal Dutch
Shell (other than the Shell Canada plan which is over shares of Shell Canada), at a price not less
than the fair market value of the shares at the date the options were granted. The options are
mainly exercisable three years from grant date. The options lapse 10 years after grant or, if
earlier, on resignation from Shell Group employment (subject to certain exceptions). No further
grants will be made under the share option plans (with the exception of the Shell Canada plan). The
Shell Canada plan allows, with effect from 2004, employees the right to choose to receive the
benefits in cash (by attaching stock appreciation rights, whereby an unexercised option can be
surrendered in whole or in part, in exchange for cash representing the excess of the fair market
value of Shell Canada common shares over the exercise price of the option).
The following table shows, for 2005 and 2006, in respect of these plans, the number of shares under
option at the beginning of the year, the number of options granted, exercised and expired/forfeited
during the year and the number of shares under option at the end of the year, together with the
weighted-average exercise price translated at the respective year-end exchange rates.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Royal Dutch
Shell Class A shares |
|
|
|
Royal Dutch Shell Class B shares |
|
|
|
Royal Dutch Shell Class A ADRs |
|
|
|
Shell Canada common shares[A] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average |
|
|
|
|
|
|
Weighted average |
|
|
|
|
|
|
Weighted average |
|
|
|
|
|
|
Weighted average |
|
|
|
|
Number |
|
|
exercise |
|
|
|
Number |
|
|
exercise |
|
|
|
Number |
|
|
exercise |
|
|
|
Number |
|
|
exercise |
|
|
|
|
(thousands) |
|
|
price ($) |
|
|
|
(thousands) |
|
|
price ($) |
|
|
|
(thousands) |
|
|
price ($) |
|
|
|
(thousands) |
|
|
price ($) |
|
Under option at January 1, 2005 |
|
|
|
68,031 |
|
|
|
34.17 |
|
|
|
|
50,559 |
|
|
|
30.40 |
|
|
|
|
26,682 |
|
|
|
50.64 |
|
|
|
|
18,330 |
|
|
|
12.57 |
|
Granted |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5,926 |
|
|
|
21.55 |
|
Exercised |
|
|
|
(1,235 |
) |
|
|
25.17 |
|
|
|
|
(2,005 |
) |
|
|
25.08 |
|
|
|
|
(3,803 |
) |
|
|
50.75 |
|
|
|
|
(3,236 |
) |
|
|
10.34 |
|
Expired/forfeited |
|
|
|
(2,670 |
) |
|
|
35.03 |
|
|
|
|
(1,989 |
) |
|
|
29.96 |
|
|
|
|
(931 |
) |
|
|
53.15 |
|
|
|
|
(54 |
) |
|
|
17.08 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Under option at December 31, 2005[B] |
|
|
|
64,126 |
|
|
|
29.57 |
|
|
|
|
46,565 |
|
|
|
27.20 |
|
|
|
|
21,948 |
|
|
|
50.52 |
|
|
|
|
20,966 |
|
|
|
16.09 |
|
Granted |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4,383 |
|
|
|
37.63 |
|
Exercised |
|
|
|
(4,284 |
) |
|
|
25.75 |
|
|
|
|
(5,924 |
) |
|
|
28.71 |
|
|
|
|
(4,236 |
) |
|
|
48.65 |
|
|
|
|
(3,071 |
) |
|
|
13.48 |
|
Expired/forfeited |
|
|
|
(1,221 |
) |
|
|
36.40 |
|
|
|
|
(690 |
) |
|
|
30.51 |
|
|
|
|
(43 |
) |
|
|
48.30 |
|
|
|
|
(871 |
) |
|
|
16.36 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Under option at December 31, 2006[B] |
|
|
|
58,621 |
|
|
|
33.28 |
|
|
|
|
39,951 |
|
|
|
31.22 |
|
|
|
|
17,669 |
|
|
|
50.97 |
|
|
|
|
21,407 |
|
|
|
21.34 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
[A] |
|
Unissued. |
[B] |
|
The underlying weighted average exercise prices for Royal Dutch Shell Class A and B
shares under option at December 31, 2006 were 25.36 (2005: 24.95) and £15.92 (2005: £15.75) respectively. |
Royal Dutch Shell plc 141
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTE 28 CONTINUED
The weighted average market price for exercises in 2006 was $35.66 (2005: $30.18) for Royal Dutch
Shell Class A shares, $38.08 (2005: $31.60) for Royal Dutch Shell Class B shares, and $68.95 (2005:
$63.59) for Royal Dutch Shell Class A ADRs.
For Shell Canada in 2006 2,511,206 options (2005: 2,655,048) were cash-settled at a weighted
average market price of $38.26 (2005: $27.92) and 559,902 options (2005: 580,767) were
equity-settled at a weighted average exercise price of $36.66 (2005: $25.45).
The following tables provide further information about share options outstanding at December 31,
2006:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Royal Dutch Shell Class A shares |
|
|
|
Options outstanding |
|
|
|
Options exercisable |
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average remaining |
|
|
Weighted average |
|
|
|
|
|
|
|
Weighted average |
|
Range of exercise prices |
|
|
Number (thousands) |
|
|
contractual life (years) |
|
|
exercise price ($) |
|
|
|
Number (thousands) |
|
|
exercise price ($) |
|
$20 to $25 |
|
|
|
6,119 |
|
|
|
5.2 |
|
|
|
24.22 |
|
|
|
|
6,119 |
|
|
|
24.22 |
|
$25 to $30 |
|
|
|
24,700 |
|
|
|
6.3 |
|
|
|
26.43 |
|
|
|
|
8,424 |
|
|
|
25.64 |
|
$30 to $35 |
|
|
|
864 |
|
|
|
0.9 |
|
|
|
32.19 |
|
|
|
|
864 |
|
|
|
32.19 |
|
$35 to $40 |
|
|
|
10,540 |
|
|
|
4.3 |
|
|
|
39.41 |
|
|
|
|
10,540 |
|
|
|
39.41 |
|
$40 to $45 |
|
|
|
10,046 |
|
|
|
4.0 |
|
|
|
41.00 |
|
|
|
|
10,046 |
|
|
|
41.00 |
|
$45 to $50 |
|
|
|
6,352 |
|
|
|
4.1 |
|
|
|
46.42 |
|
|
|
|
6,352 |
|
|
|
46.42 |
|
|
|
|
|
|
|
|
$20 to $50 |
|
|
|
58,621 |
|
|
|
5.1 |
|
|
|
33.28 |
|
|
|
|
42,345 |
|
|
|
35.76 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Royal Dutch Shell Class B shares |
|
|
|
Options outstanding |
|
|
|
Options exercisable |
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average remaining |
|
|
Weighted average |
|
|
|
|
|
|
|
Weighted average |
|
Range of exercise prices |
|
|
Number (thousands) |
|
|
contractual life (years) |
|
|
exercise price ($) |
|
|
|
Number (thousands) |
|
|
exercise price ($) |
|
$24 to $27 |
|
|
|
9,929 |
|
|
|
5.2 |
|
|
|
25.13 |
|
|
|
|
5,909 |
|
|
|
24.95 |
|
$27 to $30 |
|
|
|
12,262 |
|
|
|
6.2 |
|
|
|
27.43 |
|
|
|
|
4,440 |
|
|
|
27.65 |
|
$30 to $33 |
|
|
|
0 |
|
|
|
0.0 |
|
|
|
0.00 |
|
|
|
|
0 |
|
|
|
|
|
$33 to $36 |
|
|
|
7,009 |
|
|
|
3.7 |
|
|
|
35.26 |
|
|
|
|
7,009 |
|
|
|
35.26 |
|
$36 to $39 |
|
|
|
7,310 |
|
|
|
4.3 |
|
|
|
37.01 |
|
|
|
|
7,310 |
|
|
|
37.01 |
|
$39 to $42 |
|
|
|
3,441 |
|
|
|
4.0 |
|
|
|
41.76 |
|
|
|
|
3,441 |
|
|
|
41.76 |
|
|
|
|
|
|
|
|
$24 to $42 |
|
|
|
39,951 |
|
|
|
5.0 |
|
|
|
31.22 |
|
|
|
|
28,109 |
|
|
|
33.14 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Royal Dutch Shell Class A ADRs |
|
|
|
Options outstanding |
|
|
|
Options exercisable |
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average remaining |
|
|
Weighted average |
|
|
|
|
|
|
|
Weighted average |
|
Range of exercise prices |
|
|
Number (thousands) |
|
|
contractual life (years) |
|
|
exercise price ($) |
|
|
|
Number (thousands) |
|
|
exercise price ($) |
|
$40 - $45 |
|
|
|
3,684 |
|
|
|
6.2 |
|
|
|
42.41 |
|
|
|
|
3,684 |
|
|
|
42.42 |
|
$45 - $50 |
|
|
|
5,797 |
|
|
|
7.1 |
|
|
|
48.67 |
|
|
|
|
3,754 |
|
|
|
48.51 |
|
$50 - $55 |
|
|
|
4,870 |
|
|
|
4.6 |
|
|
|
53.91 |
|
|
|
|
4,870 |
|
|
|
53.91 |
|
$55 - $60 |
|
|
|
445 |
|
|
|
3.4 |
|
|
|
56.49 |
|
|
|
|
445 |
|
|
|
56.49 |
|
$60 - $65 |
|
|
|
2,873 |
|
|
|
4.2 |
|
|
|
60.73 |
|
|
|
|
2,873 |
|
|
|
60.76 |
|
|
|
|
|
|
|
|
$40 to $65 |
|
|
|
17,669 |
|
|
|
5.7 |
|
|
|
50.97 |
|
|
|
|
15,626 |
|
|
|
51.24 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shell Canada common shares |
|
|
|
Options outstanding |
|
|
|
Options exercisable |
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average remaining |
|
|
Weighted average |
|
|
|
|
|
|
|
Weighted average |
|
Range of exercise prices |
|
|
Number (thousands) |
|
|
contractual life (years) |
|
|
exercise price ($) |
|
|
|
Number (thousands) |
|
|
exercise price ($) |
|
$6 - $12 |
|
|
|
2,515 |
|
|
|
2.9 |
|
|
|
8.68 |
|
|
|
|
2,515 |
|
|
|
8.68 |
|
$12 - $18 |
|
|
|
8,924 |
|
|
|
6.3 |
|
|
|
15.59 |
|
|
|
|
6,927 |
|
|
|
14.80 |
|
$18 - $25 |
|
|
|
5,604 |
|
|
|
8.1 |
|
|
|
23.19 |
|
|
|
|
946 |
|
|
|
23.19 |
|
$25 - $31 |
|
|
|
69 |
|
|
|
8.5 |
|
|
|
25.99 |
|
|
|
|
11 |
|
|
|
25.93 |
|
$31 - $39 |
|
|
|
4,295 |
|
|
|
9.2 |
|
|
|
38.21 |
|
|
|
|
1 |
|
|
|
31.07 |
|
|
|
|
|
|
|
|
$6 - $39 |
|
|
|
21,407 |
|
|
|
7.0 |
|
|
|
21.34 |
|
|
|
|
10,400 |
|
|
|
14.10 |
|
|
|
|
|
|
|
|
Performance Share Plan
The Shell Group operates a performance share plan replacing the previous share option plans (with
the exception of the Shell Canada plan). Conditional awards of Royal Dutch Shell shares are made
under an amended long-term incentive plan, which is called the performance share plan when making
awards to employees who are not Executive Directors. The actual amount of shares that may vest,
ranging from 0200% of the conditional award, depends on the total shareholder return of Royal
Dutch Shell compared with four of its main competitors over a specific measurement period. For the
shares granted in 2006, the measurement period is three years from January 1, 2006 (for the shares
granted in 2005, the measurement period is three years from January 1, 2005).
142 Royal Dutch Shell plc
The following table provides more information about the performance shares which were conditionally
awarded in 2005 and 2006:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Royal Dutch Shell shares |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average remaining |
|
|
|
|
Class A (thousands) |
|
|
Class B (thousands) |
|
|
Class A ADRs (thousands) |
|
|
|
contractual life (years) |
|
At January 1, 2005 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Granted |
|
|
|
4,546 |
|
|
|
2,695 |
|
|
|
1,708 |
|
|
|
|
|
|
Exercised |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expired/forfeited |
|
|
|
(10 |
) |
|
|
(13 |
) |
|
|
(7 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
At December 31, 2005 |
|
|
|
4,536 |
|
|
|
2,682 |
|
|
|
1,701 |
|
|
|
|
2.0 |
|
Granted |
|
|
|
4,595 |
|
|
|
2,722 |
|
|
|
1,792 |
|
|
|
|
|
|
Exercised |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expired/forfeited |
|
|
|
(175 |
) |
|
|
(84 |
) |
|
|
(32 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
At December 31, 2006 |
|
|
|
8,956 |
|
|
|
5,320 |
|
|
|
3,461 |
|
|
|
|
1.5 |
|
|
|
|
|
|
|
|
Other principal plans
Employees of participating companies in the UK may participate in the UK Sharesave Scheme. Share
options are granted over Royal Dutch Shell shares at a price set at the date specified in the
invitation. Options are granted on a date not more than 30 days after the option price is
determined and are normally exercisable after a three-year or five-year contractual savings period.
The following table shows for 2005 and 2006, in respect of this scheme, the number of Royal Dutch
Shell Class B shares under option at the beginning of the year, the number of options granted,
exercised and expired/forfeited during the year and the number of shares under option at the end of
the year:
|
|
|
|
|
|
|
|
|
thousands |
|
|
|
2006 |
|
|
2005 |
|
Under option at January 1 |
|
|
2,967 |
|
|
|
3,025 |
|
Granted |
|
|
694 |
|
|
|
853 |
|
Exercised |
|
|
(316 |
) |
|
|
(138 |
) |
Expired/forfeited |
|
|
(335 |
) |
|
|
(773 |
) |
|
Under option at December 31 |
|
|
3,010 |
|
|
|
2,967 |
|
|
Certain Group companies have other plans containing stock appreciation rights linked to the value
of Royal Dutch Shell Class A ADRs. During 2006, 2,513,681 of these rights were exercised (2005:
2,456,877) and nil were forfeited (2005: 14,280) leaving a balance at December 31, 2006 of
2,499,941 (2005: 5,013,622).
Valuation assumptions
The valuation assumptions used to estimate the Groups share-based compensation expense for the
share option plans and the performance share plan are summarised below.
In 2004 the fair value of the share option plans was estimated using a Black-Scholes option pricing
model and, other than for the Shell Canada plan, the following assumptions for dollar, euro and
sterling denominated options respectively: risk-free interest rates of 3.5%, 3.1% and 4.9%;
dividend yield of 4.1%, 4.5% and 4.0%; volatility of 28.2%, 30.3% and 31.7% and expected lives of
five to seven years. In 2005 the valuation assumptions for the Shell Canada plan were 3.77% (2004:
3.82%) for risk-free rate, 1.34% (2004: 1.61%) for dividend yield, and 20.2% (2004: 19.4%) for
volatility. A three-year historical volatility of the Shell Canada share price has been used. In
2006 Shell Canada adopted a Monte Carlo pricing model using a risk-free rate of 3.8%, and a
dividend yield of 1.1%. The volatility used was 35% for the first year and 28% per annum
thereafter.
In 2006 the fair value of the performance share plan was estimated using a Monte Carlo pricing
model using a risk-free rate of 5.0% (2005: 4.2%). To reflect the long-term equity characteristics
and the term of the awards the valuation was performed using both 10 and three-year historical
volatility, 24.8% and 19.6%, (2005: 26.3% and 19.4%) and dividend yield, 3.6% and 4.3% (2005: 3.4%
and 4.2%).
The total expense for share-based compensation plans in 2006 was $462 million (2005: $376 million;
2004: $285 million), comprising $302 million relating to equity-settled plans (2005: $162 million;
2004: $142 million) and $160 million relating to
cash-settled plans (2005: $214 million; 2004: $143 million). The fair value of share-based
compensation granted in 2006 was $412 million (2005: $303 million; 2004: $222 million).
The total liability for cash-settled plans at December 31, 2006 is $379 million (2005: $331
million). The intrinsic value of all vested cash-settled plans at December 31, 2006 is $357 million
(2005: $341 million).
[B] TREASURY SHARES
Shell Group Employee Share-Ownership Trusts purchase Royal Dutch Shell shares in the open market to
meet future obligations arising from share-based compensation granted to employees. At December 31,
2006, they held 64.5 million Royal Dutch Shell Class A shares (2005: 66.2 million), 45.8 million
Royal Dutch Shell Class B shares (2005: 51.5 million) and 23.1 million Royal Dutch Shell Class A
ADRs (2005: 26.1 million).
Royal Dutch Shell plc 143
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTE 28 CONTINUED
The total carrying amount of Royal Dutch Shell shares, which are all held in connection with the
share-based compensation plans, at December 31, 2006 is $3,316 million (2005: $3,809 million).
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
|
|
|
Capital |
|
|
Share |
|
|
Share |
|
|
|
|
|
|
|
|
|
Merger |
|
|
redemption |
|
|
premium |
|
|
plan |
|
|
|
|
|
|
|
|
|
reserve[A] |
|
|
reserve |
|
|
reserve |
|
|
reserve |
|
|
Other |
|
|
Total |
|
At January 1, 2004 |
|
|
5,374 |
|
|
|
|
|
|
|
|
|
|
|
58 |
|
|
|
512 |
|
|
|
5,944 |
|
Currency translation differences |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,126 |
|
|
|
3,126 |
|
Unrealised gains/(losses) on securities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(350 |
) |
|
|
(350 |
) |
Unrealised gains/(losses) on cash flow hedges |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
31 |
|
|
|
31 |
|
|
Income/(expense) recognised directly in equity |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,807 |
|
|
|
2,807 |
|
Shares repurchased for cancellation |
|
|
(1 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1 |
) |
Share-based compensation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
115 |
|
|
|
|
|
|
|
115 |
|
|
At December 31, 2004 |
|
|
5,373 |
|
|
|
|
|
|
|
|
|
|
|
173 |
|
|
|
3,319 |
|
|
|
8,865 |
|
IAS 32/39 transition[B] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
823 |
|
|
|
823 |
|
|
At January 1, 2005 (after IAS 32/39 transition) |
|
|
5,373 |
|
|
|
|
|
|
|
|
|
|
|
173 |
|
|
|
4,142 |
|
|
|
9,688 |
|
Currency translation differences |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(4,449 |
) |
|
|
(4,449 |
) |
Unrealised gains/(losses) on securities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
309 |
|
|
|
309 |
|
Unrealised gains/(losses) on cash flow hedges |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(226 |
) |
|
|
(226 |
) |
|
Income/(expense) recognised directly in equity |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(4,366 |
) |
|
|
(4,366 |
) |
Effect of Unification[C] |
|
|
(1,929 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1,929 |
) |
Shares repurchased for cancellation |
|
|
|
|
|
|
13 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
13 |
|
Share-based compensation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
178 |
[D] |
|
|
|
|
|
|
178 |
|
|
At December 31, 2005 |
|
|
3,444 |
|
|
|
13 |
|
|
|
|
|
|
|
351 |
|
|
|
(224 |
) |
|
|
3,584 |
|
Currency translation differences |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,715 |
|
|
|
3,715 |
|
Unrealised gains/(losses) on securities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
813 |
|
|
|
813 |
|
Unrealised gains/(losses) on cash flow hedges |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
143 |
|
|
|
143 |
|
|
Income/(expense) recognised directly in equity |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4,671 |
|
|
|
4,671 |
|
Effect of Unification[C] |
|
|
|
|
|
|
|
|
|
|
154 |
|
|
|
|
|
|
|
|
|
|
|
154 |
|
Share repurchased for cancellation |
|
|
|
|
|
|
26 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
26 |
|
Share-based compensation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
385 |
[D] |
|
|
|
|
|
|
385 |
|
|
At December 31, 2006 |
|
|
3,444 |
|
|
|
39 |
|
|
|
154 |
|
|
|
736 |
|
|
|
4,447 |
|
|
|
8,820 |
|
|
|
|
|
[A] |
|
The merger reserve was established as a consequence of the Unification (see Note 1). It relates primarily to the difference between the nominal value of Royal Dutch Shell plc shares issued and the nominal value of
Royal Dutch Petroleum Company and Shell Transport and Trading Company, p.l.c. shares received. |
[B] |
|
See Note 27. |
[C] |
|
The share premium reserve arose on conversion of loan notes, which were issued consequential to the Unification (see Note 1), into 4,827,974 Royal Dutch Shell Class A shares. |
[D] |
|
Includes related deferred taxation recognised directly in equity of $82 million in 2006 (2005: $16 million). |
Other comprises currency translation differences, unrealised gains and losses on securities and
unrealised gains and losses on cash flow hedges. Further details are given below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
|
|
|
|
Income/(expense) |
|
|
|
|
|
|
|
|
|
|
|
|
recognised directly in equity for 2006 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Jan 1, 2006 |
|
|
|
Pre-tax |
|
|
Tax |
|
|
After tax |
|
|
|
Dec 31, 2006 |
|
Currency translation differences |
|
|
|
|
|
|
|
4,157 |
|
|
|
(417 |
) |
|
|
3,740 |
|
|
|
|
|
|
Reclassifications to income for the period |
|
|
|
|
|
|
|
(25 |
) |
|
|
|
|
|
|
(25 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Currency translation differences net of reclassifications |
|
|
(1,323 |
) |
|
|
|
4,132 |
|
|
|
(417 |
) |
|
|
3,715 |
|
|
|
|
2,392 |
|
|
|
|
|
|
|
|
Unrealised gains/(losses) on securities |
|
|
|
|
|
|
|
997 |
|
|
|
(97 |
) |
|
|
900 |
|
|
|
|
|
|
Reclassifications to income for the period |
|
|
|
|
|
|
|
(120 |
) |
|
|
33 |
|
|
|
(87 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Unrealised gains/(losses) on securities net of
reclassifications |
|
|
1,482 |
|
|
|
|
877 |
|
|
|
(64 |
) |
|
|
813 |
|
|
|
|
2,295 |
|
|
|
|
|
|
|
|
Unrealised gains/(losses) on cash flow hedges |
|
|
|
|
|
|
|
192 |
|
|
|
(52 |
) |
|
|
140 |
|
|
|
|
|
|
Reclassifications to income for the period |
|
|
|
|
|
|
|
3 |
|
|
|
|
|
|
|
3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Unrealised gain/(losses) on cash flow hedges net of
reclassifications |
|
|
(383 |
) |
|
|
|
195 |
|
|
|
(52 |
) |
|
|
143 |
|
|
|
|
(240 |
) |
|
|
|
|
|
|
|
Total |
|
|
(224 |
) |
|
|
|
5,204 |
|
|
|
(533 |
) |
|
|
4,671 |
|
|
|
|
4,447 |
|
|
|
|
|
|
|
|
144 Royal Dutch Shell plc
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
|
|
IAS 32/39 |
|
|
Jan 1, 2005 after IAS 32/39 |
|
|
Income/(expense) recognised directly in equity for 2005 |
|
|
|
|
|
|
Dec 31, 2004 |
|
|
transition |
|
|
transition[A] |
|
|
|
Pre-tax |
|
|
Tax |
|
|
After tax |
|
|
|
Dec 31, 2005 |
|
Currency translation differences |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(4,442 |
) |
|
|
(23 |
) |
|
|
(4,465 |
) |
|
|
|
|
|
Reclassifications to income for the period |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
16 |
|
|
|
|
|
|
|
16 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Currency translation differences net of reclassifications |
|
|
3,126 |
|
|
|
|
|
|
|
3,126 |
|
|
|
|
(4,426 |
) |
|
|
(23 |
) |
|
|
(4,449 |
) |
|
|
|
(1,323 |
) |
|
|
|
|
|
|
|
Unrealised gains/(losses) on securities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
383 |
|
|
|
(1 |
) |
|
|
382 |
|
|
|
|
|
|
Reclassifications to income for the period |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(114 |
) |
|
|
41 |
|
|
|
(73 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Unrealised gains/(losses) on securities net of reclassifications |
|
|
350 |
|
|
|
823 |
|
|
|
1,173 |
|
|
|
|
269 |
|
|
|
40 |
|
|
|
309 |
|
|
|
|
1,482 |
|
|
|
|
|
|
|
|
Unrealised gains/(losses) on cash flow hedges |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(413 |
) |
|
|
192 |
|
|
|
(221 |
) |
|
|
|
|
|
Reclassifications to income for the period |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(5 |
) |
|
|
|
|
|
|
(5 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Unrealised gain/(losses) on cash flow hedges net of reclassifications |
|
|
(157 |
) |
|
|
|
|
|
|
(157 |
) |
|
|
|
(418 |
) |
|
|
192 |
|
|
|
(226 |
) |
|
|
|
(383 |
) |
|
|
|
|
|
|
|
Total |
|
|
3,319 |
|
|
|
823 |
|
|
|
4,142 |
|
|
|
|
(4,575 |
) |
|
|
209 |
|
|
|
(4,366 |
) |
|
|
|
(224 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
|
|
|
|
Income/(expense) |
|
|
|
|
|
|
|
|
|
|
|
|
recognised directly in equity for 2004 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Jan 1, 2004 |
|
|
|
Pre-tax |
|
|
Tax |
|
|
After tax |
|
|
|
Dec 31, 2004 |
|
Currency translation differences |
|
|
|
|
|
|
|
2,986 |
|
|
|
117 |
|
|
|
3,103 |
|
|
|
|
|
|
Reclassifications to income for the period |
|
|
|
|
|
|
|
23 |
|
|
|
|
|
|
|
23 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Currency translation differences net of reclassifications |
|
|
|
|
|
|
|
3,009 |
|
|
|
117 |
|
|
|
3,126 |
|
|
|
|
3,126 |
|
|
|
|
|
|
|
|
Unrealised gains/(losses) on securities |
|
|
|
|
|
|
|
109 |
|
|
|
(3 |
) |
|
|
106 |
|
|
|
|
|
|
Reclassifications to income for the period |
|
|
|
|
|
|
|
(464 |
) |
|
|
8 |
|
|
|
(456 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Unrealised gains/(losses) on securities net of reclassifications |
|
|
700 |
|
|
|
|
(355 |
) |
|
|
5 |
|
|
|
(350 |
) |
|
|
|
350 |
|
|
|
|
|
|
|
|
Unrealised gains/(losses) on cash flow hedges |
|
|
|
|
|
|
|
35 |
|
|
|
(6 |
) |
|
|
29 |
|
|
|
|
|
|
Reclassifications to income for the period |
|
|
|
|
|
|
|
2 |
|
|
|
|
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Unrealised gains/(losses) on cash flow hedges net of reclassifications |
|
|
(188 |
) |
|
|
|
37 |
|
|
|
(6 |
) |
|
|
31 |
|
|
|
|
(157 |
) |
|
|
|
|
|
|
|
Total |
|
|
512 |
|
|
|
|
2,691 |
|
|
|
116 |
|
|
|
2,807 |
|
|
|
|
3,319 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
Interim dividends paid: 0.98 per Class A share (2005: 1.21; 2004: 0.89) |
|
|
4,726 |
|
|
|
6,241 |
|
|
|
4,580 |
|
Interim dividends paid: 0.98 per Class B share (2005: 1.23; 2004: 0.81) |
|
|
3,416 |
|
|
|
4,315 |
|
|
|
2,809 |
|
Shell Transport preference dividends paid per share: Nil (2005: Nil; 2004: 7.00 pence) |
|
|
|
|
|
|
|
|
|
|
2 |
|
|
Total |
|
|
8,142 |
|
|
|
10,556 |
|
|
|
7,391 |
|
|
In addition, on February 1, 2007, the Directors proposed a further interim dividend in respect of
2006 of 0.25 per Class A share and 0.25 per Class B share, payable on March 14, 2007, which will
absorb an estimated $2,125 million of shareholders funds.
This statement reflects the cash flows arising from the activities of Group companies as measured
in their own currencies, translated to dollars at quarterly average rates of exchange.
Accordingly, the cash flows recorded in the Consolidated Statement of Cash Flows exclude both the
currency translation differences which arise as a result of translating the assets and liabilities
of non-dollar Group companies to dollars at year-end rates of exchange (except for those arising on
cash and cash equivalents) and non-cash investing and financing activities. These currency
translation differences and non-cash investing and financing activities must therefore be added to
the cash flow movements at average rates in order to arrive at the movements derived from the
Consolidated Balance Sheet.
Royal Dutch Shell plc 145
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTE 31 CONTINUED
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
$ million |
|
|
|
Movements derived |
|
|
Movements |
|
|
|
|
|
|
Movements |
|
|
|
from Consolidated |
|
|
arising from |
|
|
|
|
|
|
derived from |
|
|
|
Statement |
|
|
currency |
|
|
Non-cash |
|
|
Consolidated |
|
|
|
of Cash Flows |
|
|
translation |
|
|
movements |
|
|
Balance Sheet |
|
Intangible assets and Property, plant and equipment |
|
|
9,034 |
|
|
|
3,358 |
|
|
|
1,496 |
|
|
|
13,888 |
|
Investments |
|
|
1,772 |
|
|
|
1,445 |
|
|
|
1,439 |
|
|
|
4,656 |
|
Deferred tax |
|
|
(654 |
) |
|
|
(442 |
) |
|
|
(829 |
) |
|
|
(1,925 |
) |
Other non-current assets |
|
|
1,315 |
|
|
|
390 |
|
|
|
1,112 |
|
|
|
2,817 |
|
Inventories |
|
|
2,520 |
|
|
|
958 |
|
|
|
(39 |
) |
|
|
3,439 |
|
Accounts receivable |
|
|
(8,475 |
) |
|
|
2,035 |
|
|
|
(278 |
) |
|
|
(6,718 |
) |
Cash and cash equivalents |
|
|
(2,906 |
) |
|
|
178 |
|
|
|
|
|
|
|
(2,728 |
) |
Current debt |
|
|
148 |
|
|
|
(869 |
) |
|
|
(1 |
) |
|
|
(722 |
) |
Accounts payable and accrued liabilities |
|
|
8,536 |
|
|
|
(1,627 |
) |
|
|
(732 |
) |
|
|
6,177 |
|
Taxes payable |
|
|
4,293 |
|
|
|
(691 |
) |
|
|
(841 |
) |
|
|
2,761 |
|
Non-current debt |
|
|
(2,332 |
) |
|
|
805 |
|
|
|
(608 |
) |
|
|
(2,135 |
) |
Other non-current liabilities |
|
|
(559 |
) |
|
|
(1,354 |
) |
|
|
(576 |
) |
|
|
(2,489 |
) |
Minority interest |
|
|
(1,145 |
) |
|
|
(939 |
) |
|
|
(135 |
) |
|
|
(2,219 |
) |
Treasury shares |
|
|
(493 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Other items |
|
|
15,257 |
|
|
|
468 |
|
|
|
(8 |
) |
|
|
|
|
|
Income for the period |
|
|
26,311 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Currency translation differences (see Note 29) |
|
|
|
|
|
|
3,715 |
|
|
|
|
|
|
|
|
|
|
Movement in equity attributable to shareholders of Royal Dutch Shell |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
14,802 |
|
|
Other items include dividends paid to shareholders of Royal Dutch Shell of $8.1 billion and net
repurchase of shares of $8.0 billion.
Non-cash movements mainly relate to the impact on the Consolidated Balance Sheet of new finance
leases, acquisitions and the results of a review of the estimated provision for decommissioning and
restoration costs (see Note 22).
Contingent liabilities of Group companies arising from guarantees related to commitments of
non-consolidated entities amounted to $2.8 billion at December 31, 2006 (2005: $2.9 billion). An
analysis is given in the following table:
|
|
|
|
|
|
|
|
|
$ billion |
|
|
|
2006 |
|
|
2005 |
|
In respect of associated companies |
|
|
2.0 |
|
|
|
1.7 |
|
In respect of customs duties |
|
|
0.1 |
|
|
|
0.3 |
|
Other |
|
|
0.7 |
|
|
|
0.9 |
|
|
Total |
|
|
2.8 |
|
|
|
2.9 |
|
|
Included in the above is $2.0 billion of guarantees at December 31, 2006 (2005: $1.7 billion) in
respect of debt relating to project finance.
Groundwater contamination
Shell Oil Company (including subsidiaries and affiliates, referred to collectively as SOC), along
with numerous other defendants, has been sued by public and quasi-public water purveyors, as well
as governmental entities, alleging responsibility for groundwater contamination caused by releases
of gasoline containing oxygenate additives. Most of these suits assert various theories of
liability, including product liability, and seek to recover actual damages, including clean-up
costs. Some assert claims for punitive damages. As of December 31, 2006, there were approximately
69 pending suits by such plaintiffs
that asserted claims against SOC and many other defendants (including major energy and refining
companies). In 19 of the suits, plaintiffs allege aggregate compensatory damages of approximately
$1.25 billion and aggregate punitive damages of approximately $3.35 billion. No amount of monetary
damages has been claimed in the other 50 suits. Management of the Shell Group considers the amounts
set forth by plaintiffs in these pleadings to be highly speculative and not an appropriate basis on
which to determine a reasonable estimate of the amount of the loss that may be ultimately incurred,
for the reasons described below. Therefore, no financial provisions have been established for this
group of cases. From time to time, individual oxygenate matters are resolved and provisions are
taken when appropriate.
146 Royal Dutch Shell plc
Reasons for the determination that amounts claimed by plaintiffs in their pleadings are not
an appropriate basis on which to ascertain a reasonable estimate of the amount of the loss that may
ultimately may be incurred can be summarised as follows:
|
|
While the majority of the cases have been consolidated for pre-trial proceedings
in the United States District Court for the Southern District of New York, there are
several cases pending in other jurisdictions throughout the USA. The bases for federal
jurisdiction for the consolidated cases have been challenged in the United States Court of
Appeals for the Second Circuit. If the Second Circuit were to reject various grounds for
federal jurisdiction, some of the consolidated cases could be remanded to their state
courts of origin. Most of the cases are at a preliminary stage. In many matters, little
discovery has been taken and many critical substantial legal issues remain unresolved.
Additionally, given the pendency of cases in varying jurisdictions, there may be
inconsistencies in the determinations made in these matters. |
|
|
|
There are significant unresolved legal questions relating to claims asserted in
this litigation, including whether punitive damages are available for products liability
claims or, if available, the manner in which they might be determined. |
|
|
|
There are significant issues relating to the allocation of any liability among the
defendants. |
For these reasons, management of the Shell Group is not currently able to estimate a range of
reasonably possible losses or minimum loss for this litigation relating to oxygenate additives;
however, management of the Shell Group does not currently believe that the outcome of the
oxygenate-related litigation pending as of December 31, 2006 will have a material impact on the
Shell Groups financial condition, although such resolutions could have a significant effect on
results for the period in which they are recognised.
Dibromochloropropane (DBCP) exposure
A $490 million judgement in favour of 466 plaintiffs was rendered in 2002 by a Nicaraguan court
jointly against SOC and three other named defendants (not affiliated with SOC), based upon
Nicaraguan Special Law 364, for claimed personal injuries resulting from alleged exposure to
dibromochloropropane (DBCP), a pesticide manufactured by SOC prior to 1978, but neither shipped nor
sold by SOC to parties in Nicaragua. This law imposes strict liability (in a predetermined amount)
on international manufacturers of DBCP and provides that unless a deposit of an amount denominated
in Nicaraguan cordobas is made into the Nicaraguan courts, the claims will be submitted to the US
courts. The Nicaraguan courts did not, however, give effect to the provision of Special Law 364
that requires submission of the matter to the US courts. Instead, the Nicaraguan court entered
judgement against SOC and the other defendants without allowing the presentation of defences. As of
December 31, 2006, the Company is aware of nine additional Nicaraguan judgements that have been
entered in the collective amount of approximately $1.2 billion in favour of 1,737 plaintiffs
jointly against Shell Chemical Company and three other named defendants (not affiliated with Shell
Chemical Company) under facts and circumstances almost identical to those relating to the judgement
described above. Additional judgements may be entered.
[A] It is the opinion of management of the Shell Group that Nicaraguan DBCP judgements are
unenforceable in a US court based on a United States District Court opinion finding that the
Nicaraguan court did not have jurisdiction to enter judgement against SOC and that the judgement is
unenforceable in the USA.
[B] Several requests for Exequatur were filed in 2004 with the Tribunal Supremo de Justicia (the
Venezuelan Supreme Court) to enforce Nicaraguan judgements. The petitions imply that judgements can
be satisfied with assets of Shell Venezuela, S.A., which was neither a party to the Nicaraguan
judgement nor a subsidiary of SOC, against whom the Exequatur was filed. The petitions are pending
before the Tribunal Supremo de Justicia.
No financial provisions have been established for these judgements or related claims.
Recategorisation of hydrocarbon reserves
A consolidated shareholder class action pending in the US District Court for New Jersey alleges
losses related to the 2004 recategorisations of certain hydrocarbon
reserves. Lead plaintiffs are the
Pennsylvania State Employees Retirement System and the Pennsylvania Public School Employees
Retirement System. Following dismissal of a number of original defendants, the remaining defendants
are: Royal Dutch Petroleum Company (now merged into Shell Petroleum N.V.), The Shell Transport
and Trading Company, plc (the companies are referred to collectively as Shell), Sir Philip Watts,
Judith Boynton, PricewaterhouseCoopers LLP, KPMG Accountants N.V., and KPMG International. On
January 6, 2006, certain Dutch pension funds, and German and Luxembourg institutional shareholders
filed two related actions that have been consolidated with the existing class action for pre-trial
purposes.
The preliminary motion phase of the litigation has been completed, an amended complaint has been
filed and answered by the defendants, and discovery has commenced. The District Court will hold
hearings in June 2007 on plaintiffs motion for class certification, on whether the federal
securities laws apply to the claims of non-US putative class members who purchased Shells
securities on foreign markets, and on various summary judgement motions to be filed by Shell.
The class actions and individual cases are at an early stage and subject to substantial
uncertainties concerning the outcome of material factual and legal issues relating to the
litigation. In addition, potential damages, if any, in a fully litigated securities class action
would depend on the losses caused by the alleged wrongful conduct that would be demonstrated by
individual class members in their purchases and sales of Shell shares during the relevant class
period. During 2006, management of the Shell Group have established a $500 million provision in
respect of this litigation. The provision is included in the Corporate segment.
Nigerian litigation
Various subsidiaries and affiliates of the Shell Group (collectively referred to as Shell Nigeria)
face lawsuits and claims in Nigeria. While it is the opinion of the Shell Group that none meet
financial and legal criteria for disclosure, there have been occasions when cultural and political
factors have played a significant role in unprecedented outcomes in the lower and intermediate
courts. Similarly, certain Nigerian state and federal legislative bodies have, in the opinion of
the Shell
Royal Dutch Shell plc 147
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTE 32 CONTINUED
Group, exceeded their constitutional authority and have ruled on disputes between private
litigants and Shell Nigeria. Included are claims alleging environmental contamination, protection
of the rights of indigenous groups and unfair business dealings with Nigerian companies. While the
Shell Group believes that decisions contrary to Nigerian law will be ultimately corrected by the
Nigerian Supreme Court, these circumstances make the outcome of some litigation difficult to
predict.
Other
Shell Group companies are subject to a number of other loss contingencies arising out of litigation
and claims brought by governmental and private parties, which are handled in the ordinary course of
business. While immaterial to the financial condition or results of the Shell Group, noteworthy in
2006 were various antitrust regulatory investigations, several of which resulted in the imposition
of fines on Shell Group companies, and a civil arbitration brought by BP France (related in part to
antitrust issues) seeking damages against a Shell Group subsidiary and affiliate. The operations
and earnings of Shell Group companies continue, from time to time, to be affected to varying
degrees by political, legislative, fiscal and regulatory developments, including those relating to
the protection of the environment and indigenous groups, in the countries in which they operate.
The industries in which Shell Group companies are engaged are also subject to physical risks of
various types. The nature and frequency of these developments and events, not all of which are
covered by insurance, as well as their effect on future operations and earnings, are unpredictable.
Group companies have unconditional long-term purchase obligations associated with financing
arrangements. The aggregate amount of payments required under such obligations at December 31, 2006
is as follows:
|
|
|
|
|
|
|
$ million |
|
2007 |
|
|
370 |
|
2008 |
|
|
406 |
|
2009 |
|
|
380 |
|
2010 |
|
|
277 |
|
2011 |
|
|
280 |
|
2012 and after |
|
|
1,435 |
|
|
Total |
|
|
3,148 |
|
|
The agreements under which these unconditional purchase obligations arise relate mainly to
manufacturing agreements, the purchase of chemicals feedstock, utilities and to the use of
pipelines.
Payments under these agreements, which include additional sums depending upon actual quantities of
supplies, amounted to $405 million in 2006 (2005: $479 million).
PricewaterhouseCoopers LLP (PwC) became the sole auditors as of November 7, 2005. Prior to
that date the audit was performed jointly with KPMG.
[A] REMUNERATION FOR SUPPLY OF SERVICES TO GROUP COMPANIES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
2006 |
|
|
|
2005 |
|
|
|
2004 |
|
|
|
PwC |
|
|
|
PwC |
|
|
KPMG |
|
|
Total |
|
|
|
PwC |
|
|
KPMG |
|
|
Total |
|
Auditor remuneration[A] |
|
|
4 |
|
|
|
|
3 |
|
|
|
1 |
|
|
|
4 |
|
|
|
2 |
|
|
|
|
1 |
|
|
|
3 |
|
Audit of accounts of Group companies[B] |
|
|
48 |
|
|
|
|
34 |
|
|
|
9 |
|
|
|
43 |
|
|
|
30 |
|
|
|
|
8 |
|
|
|
38 |
|
|
|
|
|
|
|
|
|
|
Total audit fees |
|
|
52 |
|
|
|
|
37 |
|
|
|
10 |
|
|
|
47 |
|
|
|
32 |
|
|
|
|
9 |
|
|
|
41 |
|
|
|
|
|
|
|
|
|
|
Total audit-related services |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(other services provided pursuant to legislation) |
5 |
|
|
|
|
15 |
|
|
|
7 |
|
|
|
22 |
|
|
|
10 |
|
|
|
|
7 |
|
|
|
17 |
|
|
|
|
|
|
|
|
|
|
Taxation services[C] |
|
|
1 |
|
|
|
|
5 |
|
|
|
|
|
|
|
5 |
|
|
|
8 |
|
|
|
|
1 |
|
|
|
9 |
|
|
|
|
|
|
|
|
|
|
Other services |
|
|
1 |
|
|
|
|
2 |
|
|
|
|
|
|
|
2 |
|
|
|
1 |
|
|
|
|
1 |
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
Total |
|
|
59 |
|
|
|
|
|
|
|
|
|
|
|
|
76 |
|
|
|
|
|
|
|
|
|
|
|
|
69 |
|
|
|
|
|
|
|
|
|
|
|
|
|
[A] |
|
Audit of the Parent Company Financial Statements and the Consolidated Financial
Statements of Royal Dutch Shell, including the audit of the Group consolidation returns. |
|
[B] |
|
All other audit fees. |
|
[C] |
|
Fees primarily for tax compliance. |
[B] REMUNERATION FOR SUPPLY OF SERVICES IN RELATION TO RETIREMENT BENEFIT PLANS FOR EMPLOYEES OF GROUP
COMPANIES
During 2004, 2005 and 2006 PwC provided services to retirement benefit plans for employees of
Group companies. Remuneration amounted to $1 million in 2006 (2005: $1 million; 2004: $1 million).
Fees for services rendered by KPMG amounted to less than $0.5 million in 2004 and 2005.
148 Royal Dutch Shell plc
Basic earnings per share amounts are calculated by dividing the income attributable to the
shareholders of Royal Dutch Shell plc for the year by the weighted average number of Class A and B
shares outstanding during the year.
The diluted earnings per share is based on the same income figures. The weighted average number of
shares outstanding during the year is adjusted for the number of shares related to share option
schemes.
Earnings per share are identical for Class A and Class B shares.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income attributable to shareholders of |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Royal Dutch Shell plc |
|
|
|
Basic weighted |
|
|
Diluted weighted |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average number |
|
|
average number |
|
|
|
|
|
|
|
Continuing |
|
|
Discontinued |
|
|
|
of Class A and |
|
|
of Class A and |
|
|
|
Total |
|
|
operations |
|
|
operations |
|
|
|
B shares |
|
|
B shares |
|
2006 |
|
|
25,442 |
|
|
|
25,442 |
|
|
|
|
|
|
|
|
6,413,384,207 |
|
|
|
6,439,977,316 |
|
2005 |
|
|
25,311 |
|
|
|
25,618 |
|
|
|
(307 |
) |
|
|
|
6,674,179,767 |
|
|
|
6,694,427,705 |
|
2004 |
|
|
18,540 |
|
|
|
18,774 |
|
|
|
(234 |
) |
|
|
|
6,770,458,950 |
|
|
|
6,776,396,429 |
|
|
|
|
|
[A] CAPITALISED COSTS
The aggregate amount of property, plant and equipment and intangible assets of Group
companies relating to oil and gas exploration and production activities and the aggregate amount of
the related depreciation, depletion and amortisation at December 31 are shown in the table below:
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
2006 |
|
|
2005 |
|
Cost |
|
|
|
|
|
|
|
|
Proved properties |
|
|
117,496 |
[A] |
|
|
102,373 |
[A] |
Unproved properties |
|
|
8,910 |
|
|
|
4,382 |
|
Support equipment and facilities |
|
|
5,132 |
|
|
|
3,988 |
|
|
|
|
|
131,538 |
|
|
|
110,743 |
|
|
Depreciation |
|
|
|
|
|
|
|
|
Proved properties |
|
|
69,433 |
[A] |
|
|
59,366 |
[A] |
Unproved properties |
|
|
1,633 |
|
|
|
1,439 |
|
Support equipment and facilities |
|
|
2,401 |
|
|
|
1,787 |
|
|
|
|
|
73,467 |
|
|
|
62,592 |
|
|
Net capitalised costs |
|
|
58,071 |
|
|
|
48,151 |
|
|
Oil sands: net capitalised costs |
|
|
4,009 |
|
|
|
3,293 |
|
|
[A] |
|
Includes capitalised asset retirement costs and related depreciation.
|
The Group share of equity accounted investments net capitalised costs was
$8,876 million at December 31, 2006 (2005: $5,277 million).
[B] COSTS INCURRED
Costs incurred by Group companies during the year in oil and gas property acquisition,
exploration and development activities, whether capitalised or charged to income currently, are
shown in the table below. Development costs exclude costs of acquiring support equipment and
facilities, but include depreciation thereon. 2004 and 2005 comparative figures have been
reclassified in line with 2006 to reflect the move of Pakistan and India from Asia Pacific to the
Middle East, Russia and CIS region, and Libya from Middle East, Russia and CIS to the Africa region
for reporting purposes.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
$ million |
|
|
|
|
Eastern Hemisphere |
|
|
|
Western Hemisphere |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Middle |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
East, |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asia |
|
|
Russia, |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Europe |
|
|
Africa[B] |
|
|
Pacific[C] |
|
|
CIS[D] |
|
|
|
USA |
|
Other |
|
|
Total |
|
Acquisition of properties |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Proved |
|
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
21 |
|
|
|
|
3 |
|
|
|
474 |
|
|
|
|
503 |
|
Unproved |
|
|
|
6 |
|
|
|
20 |
|
|
|
48 |
|
|
|
17 |
|
|
|
|
103 |
|
|
|
3,053 |
|
|
|
|
3,247 |
|
Exploration |
|
|
|
327 |
|
|
|
503 |
|
|
|
289 |
|
|
|
242 |
|
|
|
|
730 |
|
|
|
417 |
|
|
|
|
2,508 |
|
Development[A] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Excluding oil sands |
|
|
|
3,254 |
|
|
|
1,758 |
|
|
|
926 |
|
|
|
3,889 |
|
|
|
|
1,719 |
|
|
|
973 |
|
|
|
|
12,519 |
|
Oil sands |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
897 |
|
|
|
|
897 |
|
|
|
|
|
|
|
|
|
|
|
Royal Dutch Shell plc 149
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTE 36 CONTINUED
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2005 |
|
|
$ million |
|
|
|
|
Eastern Hemisphere |
|
|
|
Western Hemisphere |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Middle |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
East, |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asia |
|
|
Russia, |
|
|
|
|
|
|
|
|
|
|
|
|
Europe |
|
|
Africa[A] |
|
|
Pacific[B] |
|
|
CIS[C] |
|
|
|
USA |
|
Other |
|
|
Total |
|
Acquisition of properties |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Proved |
|
|
|
|
|
|
|
5 |
|
|
|
1 |
|
|
|
68 |
|
|
|
|
63 |
|
|
|
29 |
|
|
|
|
166 |
|
Unproved |
|
|
|
1 |
|
|
|
54 |
|
|
|
217 |
|
|
|
17 |
|
|
|
|
130 |
|
|
|
231 |
|
|
|
|
650 |
|
Exploration |
|
|
|
176 |
|
|
|
316 |
|
|
|
121 |
|
|
|
108 |
|
|
|
|
430 |
|
|
|
266 |
|
|
|
|
1,417 |
|
Development[A] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Excluding oil sands |
|
|
|
1,850 |
|
|
|
1,633 |
|
|
|
791 |
|
|
|
3,558 |
|
|
|
|
773 |
|
|
|
554 |
|
|
|
|
9,159 |
|
Oil sands |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
275 |
|
|
|
|
275 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2004 |
|
|
$ million |
|
|
|
|
Eastern Hemisphere |
|
|
|
Western Hemisphere |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Middle |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
East, |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asia |
|
|
Russia, |
|
|
|
|
|
|
|
|
|
|
|
|
Europe |
|
|
Africa[B] |
|
|
Pacific[C] |
|
|
CIS[D] |
|
|
|
USA |
|
Other |
|
|
Total |
|
Acquisition of properties |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Proved |
|
|
|
|
|
|
|
|
|
|
|
(2 |
) |
|
|
193 |
|
|
|
|
18 |
|
|
|
|
|
|
|
|
209 |
|
Unproved |
|
|
|
1 |
|
|
|
51 |
|
|
|
(3 |
) |
|
|
7 |
|
|
|
|
18 |
|
|
|
44 |
|
|
|
|
118 |
|
Exploration |
|
|
|
103 |
|
|
|
185 |
|
|
|
106 |
|
|
|
138 |
|
|
|
|
418 |
|
|
|
214 |
|
|
|
|
1,164 |
|
Development[A] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Excluding oil sands |
|
|
|
2,305 |
|
|
|
1,824 |
|
|
|
372 |
|
|
|
2,650 |
|
|
|
|
898 |
|
|
|
365 |
|
|
|
|
8,414 |
|
Oil sands |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
163 |
|
|
|
|
163 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
[A] |
|
Includes capitalised asset retirement costs. |
[B] |
|
Excludes Egypt. |
[C] |
|
Excludes Sakhalin. |
[D] |
|
Includes the Caspian region, Egypt and Sakhalin. |
The Group share of equity accounted investments costs incurred was $2,426 million in 2006
(2005: $1,901 million; 2004: $1,386 million) mainly in Asia Pacific $909 million (2005: $709
million; 2004: $355 million), Middle East, Russia, CIS $838 million (2005: $710 million; 2004: $632
million), Europe $383 million (2005: $289 million; 2004: $217 million) and USA $283 million (2005:
$193 million; 2004: $182 million).
[C] EARNINGS
Earnings of Group companies from oil and gas exploration and production activities are given
in the table below. Certain purchases of traded product are netted into revenue. 2004 and 2005
comparative figures have been reclassified in line with 2006 to reflect the move of Pakistan and
India from Asia Pacific to the Middle East, Russia and CIS region, and Libya from Middle East,
Russia and CIS to the Africa region for reporting purposes.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
$ million |
|
|
|
|
Eastern Hemisphere |
|
|
|
Western Hemisphere |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Middle |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
East, |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asia |
|
|
Russia, |
|
|
|
|
|
|
|
|
|
|
|
|
Europe |
|
|
Africa[A] |
|
|
Pacific[B] |
|
|
CIS[C] |
|
|
|
USA |
|
Other |
|
|
Total |
|
Revenue: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Third parties |
|
|
|
5,937 |
|
|
|
389 |
|
|
|
2,204 |
|
|
|
2,352 |
|
|
|
|
2,339 |
|
|
|
1,567 |
|
|
|
|
14,788 |
|
Intra-group |
|
|
|
11,287 |
|
|
|
7,393 |
|
|
|
1,606 |
|
|
|
7,764 |
|
|
|
|
6,266 |
|
|
|
1,388 |
|
|
|
|
35,704 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
17,224 |
|
|
|
7,782 |
|
|
|
3,810 |
|
|
|
10,116 |
|
|
|
|
8,605 |
|
|
|
2,955 |
|
|
|
|
50,492 |
|
Production costs |
|
|
|
2,636 |
|
|
|
1,597 |
|
|
|
848 |
|
|
|
1,018 |
|
|
|
|
1,270 |
|
|
|
774 |
|
|
|
|
8,143 |
|
Exploration expense |
|
|
|
214 |
|
|
|
269 |
|
|
|
165 |
|
|
|
100 |
|
|
|
|
471 |
|
|
|
179 |
|
|
|
|
1,398 |
|
Depreciation, depletion and amortisation |
|
|
|
3,498 |
|
|
|
1,508 |
|
|
|
797 |
|
|
|
505 |
|
|
|
|
1,823 |
|
|
|
1,034 |
|
|
|
|
9,165 |
|
Other income/(costs) |
|
|
|
(781 |
) |
|
|
(187 |
) |
|
|
(17 |
) |
|
|
(1,372 |
) |
|
|
|
(649 |
) |
|
|
(494 |
) |
|
|
|
(3,500 |
) |
|
|
|
|
|
|
|
|
|
|
Earnings before taxation |
|
|
|
10,095 |
|
|
|
4,221 |
|
|
|
1,983 |
|
|
|
7,121 |
|
|
|
|
4,392 |
|
|
|
474 |
|
|
|
|
28,286 |
|
Taxation |
|
|
|
6,381 |
|
|
|
2,170 |
|
|
|
740 |
|
|
|
5,857 |
|
|
|
|
1,538 |
|
|
|
131 |
|
|
|
|
16,817 |
|
|
|
|
|
|
|
|
|
|
|
Earnings after taxation |
|
|
|
3,714 |
|
|
|
2,051 |
|
|
|
1,243 |
|
|
|
1,264 |
|
|
|
|
2,854 |
|
|
|
343 |
|
|
|
|
11,469 |
|
|
|
|
|
|
|
|
|
|
|
Earnings after taxation from oil sands |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
651 |
|
|
|
|
651 |
|
|
|
|
|
|
|
|
|
|
|
150 Royal Dutch Shell plc
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2005 |
|
|
$ million |
|
|
|
|
Eastern Hemisphere |
|
|
|
Western Hemisphere |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Middle |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
East, |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asia |
|
|
Russia, |
|
|
|
|
|
|
|
|
|
|
|
|
Europe |
|
|
Africa[A] |
|
|
Pacific[B] |
|
|
CIS[C] |
|
|
|
USA |
|
Other |
|
|
Total |
|
Revenue: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Third parties |
|
|
|
3,399 |
|
|
|
(314 |
) |
|
|
1,288 |
|
|
|
2,255 |
|
|
|
|
2,850 |
|
|
|
1,458 |
|
|
|
|
10,936 |
|
Intra-group |
|
|
|
9,869 |
|
|
|
7,503 |
|
|
|
1,608 |
|
|
|
6,193 |
|
|
|
|
5,050 |
|
|
|
1,356 |
|
|
|
|
31,579 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
13,268 |
|
|
|
7,189 |
|
|
|
2,896 |
|
|
|
8,448 |
|
|
|
|
7,900 |
|
|
|
2,814 |
|
|
|
|
42,515 |
|
Production costs |
|
|
|
2,245 |
|
|
|
1,971 |
|
|
|
660 |
|
|
|
871 |
|
|
|
|
1,040 |
|
|
|
562 |
|
|
|
|
7,349 |
|
Exploration expense |
|
|
|
213 |
|
|
|
193 |
|
|
|
55 |
|
|
|
73 |
|
|
|
|
378 |
|
|
|
246 |
|
|
|
|
1,158 |
|
Depreciation, depletion and amortisation |
|
|
|
3,888 |
|
|
|
844 |
|
|
|
679 |
|
|
|
521 |
|
|
|
|
1,629 |
|
|
|
820 |
|
|
|
|
8,381 |
|
Other income/(costs) |
|
|
|
(413 |
) |
|
|
84 |
|
|
|
257 |
|
|
|
(765 |
) |
|
|
|
(346 |
) |
|
|
(456 |
) |
|
|
|
(1,639 |
) |
|
|
|
|
|
|
|
|
|
|
Earnings before taxation |
|
|
|
6,509 |
|
|
|
4,265 |
|
|
|
1,759 |
|
|
|
6,218 |
|
|
|
|
4,507 |
|
|
|
730 |
|
|
|
|
23,988 |
|
Taxation |
|
|
|
3,767 |
|
|
|
3,526 |
|
|
|
475 |
|
|
|
4,986 |
|
|
|
|
1,533 |
|
|
|
236 |
|
|
|
|
14,523 |
|
|
|
|
|
|
|
|
|
|
|
Earnings after taxation |
|
|
|
2,742 |
|
|
|
739 |
|
|
|
1,284 |
|
|
|
1,232 |
|
|
|
|
2,974 |
|
|
|
494 |
|
|
|
|
9,465 |
|
|
|
|
|
|
|
|
|
|
|
Earnings after taxation from oil sands |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
661 |
|
|
|
|
661 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2004 |
|
|
$ million |
|
|
|
|
Eastern Hemisphere |
|
|
|
Western Hemisphere |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Middle |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
East, |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asia |
|
|
Russia, |
|
|
|
|
|
|
|
|
|
|
|
|
Europe |
|
|
Africa[A] |
|
|
Pacific[B] |
|
|
CIS[C] |
|
|
|
USA |
|
Other |
|
|
Total |
|
Revenue: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Third parties |
|
|
|
3,440 |
|
|
|
(187 |
) |
|
|
891 |
|
|
|
1,916 |
|
|
|
|
2,063 |
|
|
|
1,277 |
|
|
|
|
9,400 |
|
Intra-group |
|
|
|
7,117 |
|
|
|
5,616 |
|
|
|
1,517 |
|
|
|
4,616 |
|
|
|
|
4,754 |
|
|
|
1,187 |
|
|
|
|
24,807 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10,557 |
|
|
|
5,429 |
|
|
|
2,408 |
|
|
|
6,532 |
|
|
|
|
6,817 |
|
|
|
2,464 |
|
|
|
|
34,207 |
|
Production costs |
|
|
|
1,799 |
|
|
|
1,548 |
|
|
|
523 |
|
|
|
1,350 |
|
|
|
|
767 |
|
|
|
510 |
|
|
|
|
6,497 |
|
Exploration expense |
|
|
|
145 |
|
|
|
157 |
|
|
|
122 |
|
|
|
115 |
|
|
|
|
352 |
|
|
|
211 |
|
|
|
|
1,102 |
|
Depreciation, depletion and amortisation |
|
|
|
3,501 |
|
|
|
699 |
|
|
|
550 |
|
|
|
822 |
|
|
|
|
1,625 |
|
|
|
600 |
|
|
|
|
7,797 |
|
Other income/(costs) |
|
|
|
(1,201 |
) |
|
|
198 |
|
|
|
480 |
|
|
|
(808 |
) |
|
|
|
(319 |
) |
|
|
(333 |
) |
|
|
|
(1,983 |
) |
|
|
|
|
|
|
|
|
|
|
Earnings before taxation |
|
|
|
3,911 |
|
|
|
3,223 |
|
|
|
1,693 |
|
|
|
3,437 |
|
|
|
|
3,754 |
|
|
|
810 |
|
|
|
|
16,828 |
|
Taxation |
|
|
|
2,686 |
|
|
|
2,448 |
|
|
|
336 |
|
|
|
2,810 |
|
|
|
|
1,302 |
|
|
|
187 |
|
|
|
|
9,769 |
|
|
|
|
|
|
|
|
|
|
|
Earnings after taxation |
|
|
|
1,225 |
|
|
|
775 |
|
|
|
1,357 |
|
|
|
627 |
|
|
|
|
2,452 |
|
|
|
623 |
|
|
|
|
7,059 |
|
|
|
|
|
|
|
|
|
|
|
Earnings after taxation from oil sands |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
301 |
|
|
|
|
301 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
[A] |
|
Excludes Egypt. |
[B] |
|
Excludes Sakhalin. |
[C] |
|
Includes the Caspian region, Egypt and Sakhalin. |
The Group share of equity accounted investments earnings was $3,075 million in 2006 (2005:
$4,112 million; 2004: $2,463 million) mainly in Europe $1,411 million (2005: $2,854 million; 2004:
$1,102 million), USA $875 million (2005: $723 million; 2004: $861 million) and Asia Pacific $725
million (2005: $588 million; 2004: $523 million).
Royal Dutch Shell plc 151
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
Since December 31, 2006 additional purchases of shares have been made under the Companys
buyback programme. At March 1, 2007 a further 14,220,000 Class A shares (representing 0.2% of Royal
Dutch Shells issued share capital at December 31, 2006) had been purchased for
cancellation at a total cost of $486 million including expenses, at an average price of 26.21 and
1,732.81 pence per Class A share.
RECONCILIATION OF CONSOLIDATED STATEMENT OF INCOME FROM IFRS TO US GAAP FOR THE YEAR ENDED DECEMBER 31, 2006
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Currency |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Discontinued |
|
|
Reclassi- |
|
|
Retirement |
|
|
Share-based |
|
|
translation |
|
|
|
|
|
|
Reversals of |
|
|
|
|
|
|
|
|
|
IFRS |
|
|
operations |
|
|
fications |
|
|
benefits |
|
|
compensation |
|
|
differences |
|
|
Impairments |
|
|
impairments |
|
|
Other |
|
|
US GAAP |
|
Revenue |
|
|
318,845 |
|
|
|
(6,511 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(11 |
) |
|
|
312,323 |
|
Cost of sales |
|
|
262,989 |
|
|
|
(6,082 |
) |
|
|
(514 |
) |
|
|
457 |
|
|
|
4 |
|
|
|
108 |
|
|
|
51 |
|
|
|
(145 |
) |
|
|
(138 |
) |
|
|
256,730 |
|
|
Gross profit |
|
|
55,856 |
|
|
|
(429 |
) |
|
|
514 |
|
|
|
(457 |
) |
|
|
(4 |
) |
|
|
(108 |
) |
|
|
(51 |
) |
|
|
145 |
|
|
|
127 |
|
|
|
55,593 |
|
Selling, distribution and administrative
expenses |
|
|
16,616 |
|
|
|
(246 |
) |
|
|
|
|
|
|
246 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(27 |
) |
|
|
16,589 |
|
Exploration |
|
|
1,562 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,562 |
|
Research and development |
|
|
|
|
|
|
|
|
|
|
885 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
885 |
|
Share of profit of equity accounted
investments |
|
|
6,671 |
|
|
|
(2 |
) |
|
|
|
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
32 |
|
|
|
(2 |
) |
|
|
6,700 |
|
Interest and other income |
|
|
1,428 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(188 |
) |
|
|
|
|
|
|
|
|
|
|
(6 |
) |
|
|
1,234 |
|
Interest expense |
|
|
1,149 |
|
|
|
(2 |
) |
|
|
(371 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(11 |
) |
|
|
765 |
|
|
Income before taxation |
|
|
44,628 |
|
|
|
(183 |
) |
|
|
|
|
|
|
(702 |
) |
|
|
(4 |
) |
|
|
(296 |
) |
|
|
(51 |
) |
|
|
177 |
|
|
|
157 |
|
|
|
43,726 |
|
Taxation |
|
|
18,317 |
|
|
|
(78 |
) |
|
|
|
|
|
|
(300 |
) |
|
|
(3 |
) |
|
|
|
|
|
|
(16 |
) |
|
|
(1 |
) |
|
|
232 |
|
|
|
18,151 |
|
Income attributable to minority interest |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
883 |
|
|
|
883 |
|
|
Income from continuing operations |
|
|
26,311 |
|
|
|
(105 |
) |
|
|
|
|
|
|
(402 |
) |
|
|
(1 |
) |
|
|
(296 |
) |
|
|
(35 |
) |
|
|
178 |
|
|
|
(958 |
) |
|
|
24,692 |
|
Income/(loss) from discontinued operations |
|
|
|
|
|
|
105 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
105 |
|
|
Income for the period |
|
|
26,311 |
|
|
|
|
|
|
|
|
|
|
|
(402 |
) |
|
|
(1 |
) |
|
|
(296 |
) |
|
|
(35 |
) |
|
|
178 |
|
|
|
(958 |
) |
|
|
24,797 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Attributable to minority interest |
|
|
869 |
|
|
|
|
|
|
|
|
|
|
|
19 |
|
|
|
(4 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(884 |
) |
|
|
|
|
|
Income attributable to shareholders
of Royal Dutch Shell plc |
|
|
25,442 |
|
|
|
|
|
|
|
|
|
|
|
(421 |
) |
|
|
3 |
|
|
|
(296 |
) |
|
|
(35 |
) |
|
|
178 |
|
|
|
(74 |
) |
|
|
24,797 |
|
|
RECONCILIATION OF CONSOLIDATED STATEMENT OF INCOME FROM IFRS TO US GAAP FOR THE YEAR ENDED DECEMBER 31, 2005
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Currency |
|
|
|
|
|
|
|
|
|
|
Major |
|
|
|
|
|
|
|
|
|
|
|
|
|
Discontinued |
|
|
Reclassi- |
|
|
Retirement |
|
|
Share-based |
|
|
translation |
|
|
|
|
|
|
Reversals of |
|
|
inspection |
|
|
|
|
|
|
|
|
|
IFRS |
|
|
operations |
|
|
fications |
|
|
benefits |
|
|
compensation |
|
|
differences |
|
|
Impairments |
|
|
impairments |
|
|
costs |
|
|
Other |
|
|
US GAAP |
|
Revenue |
|
|
306,731 |
|
|
|
(6,194 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
28 |
|
|
|
300,565 |
|
Cost of sales |
|
|
252,622 |
|
|
|
(4,894 |
) |
|
|
(275 |
) |
|
|
316 |
|
|
|
31 |
|
|
|
31 |
|
|
|
42 |
|
|
|
(51 |
) |
|
|
|
|
|
|
51 |
|
|
|
247,873 |
|
|
Gross profit |
|
|
54,109 |
|
|
|
(1,300 |
) |
|
|
275 |
|
|
|
(316 |
) |
|
|
(31 |
) |
|
|
(31 |
) |
|
|
(42 |
) |
|
|
51 |
|
|
|
|
|
|
|
(23 |
) |
|
|
52,692 |
|
Selling, distribution and administrative
expenses |
|
|
15,482 |
|
|
|
(282 |
) |
|
|
|
|
|
|
65 |
|
|
|
7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(83 |
) |
|
|
15,189 |
|
Exploration |
|
|
1,286 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,286 |
|
Research and development |
|
|
|
|
|
|
|
|
|
|
588 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(3 |
) |
|
|
585 |
|
Share of profit of equity accounted
investments |
|
|
7,123 |
|
|
|
(224 |
) |
|
|
|
|
|
|
(3 |
) |
|
|
|
|
|
|
(112 |
) |
|
|
212 |
|
|
|
37 |
|
|
|
|
|
|
|
(17 |
) |
|
|
7,016 |
|
Interest and other income |
|
|
1,171 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
16 |
|
|
|
1,188 |
|
Interest expense |
|
|
1,068 |
|
|
|
(2 |
) |
|
|
(313 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(7 |
) |
|
|
746 |
|
|
Income before taxation |
|
|
44,567 |
|
|
|
(1,239 |
) |
|
|
|
|
|
|
(384 |
) |
|
|
(38 |
) |
|
|
(143 |
) |
|
|
170 |
|
|
|
88 |
|
|
|
|
|
|
|
69 |
|
|
|
43,090 |
|
Taxation |
|
|
17,999 |
|
|
|
(241 |
) |
|
|
|
|
|
|
(143 |
) |
|
|
(3 |
) |
|
|
|
|
|
|
(68 |
) |
|
|
(2 |
) |
|
|
|
|
|
|
95 |
|
|
|
17,637 |
|
Income attributable to minority interest |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,010 |
|
|
|
1,010 |
|
|
Income from continuing operations |
|
|
26,568 |
|
|
|
(998 |
) |
|
|
|
|
|
|
(241 |
) |
|
|
(35 |
) |
|
|
(143 |
) |
|
|
238 |
|
|
|
90 |
|
|
|
|
|
|
|
(1,036 |
) |
|
|
24,443 |
|
Income/(loss) from discontinued
operations |
|
|
(307 |
) |
|
|
998 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
691 |
|
Cumulative effect of change in
accounting policy |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
554 |
|
|
|
|
|
|
|
554 |
|
|
Income for the period |
|
|
26,261 |
|
|
|
|
|
|
|
|
|
|
|
(241 |
) |
|
|
(35 |
) |
|
|
(143 |
) |
|
|
238 |
|
|
|
90 |
|
|
|
554 |
|
|
|
(1,036 |
) |
|
|
25,688 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Attributable to minority interest |
|
|
950 |
|
|
|
|
|
|
|
|
|
|
|
(5 |
) |
|
|
|
|
|
|
|
|
|
|
60 |
|
|
|
|
|
|
|
|
|
|
|
(1,005 |
) |
|
|
|
|
|
Income attributable to shareholders
of Royal Dutch Shell plc |
|
|
25,311 |
|
|
|
|
|
|
|
|
|
|
|
(236 |
) |
|
|
(35 |
) |
|
|
(143 |
) |
|
|
178 |
|
|
|
90 |
|
|
|
554 |
|
|
|
(31 |
) |
|
|
25,688 |
|
|
152 Royal Dutch Shell plc
RECONCILIATION OF CONSOLIDATED STATEMENT OF INCOME FROM IFRS TO US GAAP FOR THE YEAR ENDED DECEMBER 31, 2004
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Currency |
|
|
|
|
|
|
|
|
|
|
Major |
|
|
|
|
|
|
|
|
|
|
|
|
|
Discontinued |
|
|
Reclassi- |
|
|
Retirement |
|
|
Share-based |
|
|
translation |
|
|
|
|
|
|
Reversals of |
|
|
inspection |
|
|
|
|
|
|
|
|
|
IFRS |
|
|
operations |
|
|
fications |
|
|
benefits |
|
|
compensation |
|
|
differences |
|
|
Impairments |
|
|
impairments |
|
|
costs |
|
|
Other |
|
|
US GAAP |
|
Revenue |
|
|
266,386 |
|
|
|
(8,468 |
) |
|
|
2,304 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7 |
|
|
|
260,229 |
|
Cost of sales |
|
|
223,259 |
|
|
|
(5,479 |
) |
|
|
134 |
|
|
|
(306 |
) |
|
|
(128 |
) |
|
|
102 |
|
|
|
(730 |
) |
|
|
211 |
|
|
|
223 |
|
|
|
54 |
|
|
|
217,340 |
|
|
Gross profit |
|
|
43,127 |
|
|
|
(2,989 |
) |
|
|
2,170 |
|
|
|
306 |
|
|
|
128 |
|
|
|
(102 |
) |
|
|
730 |
|
|
|
(211 |
) |
|
|
(223 |
) |
|
|
(47 |
) |
|
|
42,889 |
|
Selling, distribution and administrative
expenses |
|
|
15,098 |
|
|
|
(707 |
) |
|
|
3 |
|
|
|
50 |
|
|
|
(14 |
) |
|
|
28 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
86 |
|
|
|
14,544 |
|
Exploration |
|
|
1,809 |
|
|
|
(5 |
) |
|
|
19 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,823 |
|
Research and development |
|
|
|
|
|
|
|
|
|
|
553 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
553 |
|
Share of profit of equity accounted
investments |
|
|
5,015 |
|
|
|
(252 |
) |
|
|
1,420 |
|
|
|
(6 |
) |
|
|
|
|
|
|
|
|
|
|
(212 |
) |
|
|
(258 |
) |
|
|
(50 |
) |
|
|
(4 |
) |
|
|
5,653 |
|
Interest and other income |
|
|
1,483 |
|
|
|
(28 |
) |
|
|
193 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
43 |
|
|
|
1,691 |
|
Interest expense |
|
|
1,059 |
|
|
|
(56 |
) |
|
|
314 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(102 |
) |
|
|
1,215 |
|
|
Income before taxation |
|
|
31,659 |
|
|
|
(2,501 |
) |
|
|
2,894 |
|
|
|
250 |
|
|
|
142 |
|
|
|
(130 |
) |
|
|
518 |
|
|
|
(469 |
) |
|
|
(273 |
) |
|
|
8 |
|
|
|
32,098 |
|
Taxation |
|
|
12,168 |
|
|
|
(437 |
) |
|
|
2,894 |
|
|
|
77 |
|
|
|
27 |
|
|
|
|
|
|
|
258 |
|
|
|
|
|
|
|
(75 |
) |
|
|
120 |
|
|
|
15,032 |
|
Income attributable to minority interest |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
626 |
|
|
|
626 |
|
|
Income from continuing operations |
|
|
19,491 |
|
|
|
(2,064 |
) |
|
|
|
|
|
|
173 |
|
|
|
115 |
|
|
|
(130 |
) |
|
|
260 |
|
|
|
(469 |
) |
|
|
(198 |
) |
|
|
(738 |
) |
|
|
16,440 |
|
Income/(loss) from discontinued
operations |
|
|
(234 |
) |
|
|
1,976 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,742 |
|
|
Income for the period |
|
|
19,257 |
|
|
|
(88 |
) |
|
|
|
|
|
|
173 |
|
|
|
115 |
|
|
|
(130 |
) |
|
|
260 |
|
|
|
(469 |
) |
|
|
(198 |
) |
|
|
(738 |
) |
|
|
18,182 |
|
|
Attributable to minority interest |
|
|
717 |
|
|
|
(88 |
) |
|
|
|
|
|
|
(3 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(2 |
) |
|
|
(624 |
) |
|
|
|
|
|
Income attributable to shareholders
of Royal Dutch Shell plc |
|
|
18,540 |
|
|
|
|
|
|
|
|
|
|
|
176 |
|
|
|
115 |
|
|
|
(130 |
) |
|
|
260 |
|
|
|
(469 |
) |
|
|
(196 |
) |
|
|
(114 |
) |
|
|
18,182 |
|
|
EARNINGS PER SHARE UNDER US GAAP
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
Basic
earnings per share |
|
|
3.87 |
|
|
|
3.84 |
|
|
|
2.69 |
|
Continuing operations |
|
|
3.85 |
|
|
|
3.66 |
|
|
|
2.43 |
|
Discontinued operations |
|
|
0.02 |
|
|
|
0.10 |
|
|
|
0.26 |
|
Cumulative effect of change in accounting policy |
|
|
|
|
|
|
0.08 |
|
|
|
|
|
Diluted
earnings per share |
|
|
3.85 |
|
|
|
3.83 |
|
|
|
2.69 |
|
Continuing operations |
|
|
3.83 |
|
|
|
3.65 |
|
|
|
2.43 |
|
Discontinued operations |
|
|
0.02 |
|
|
|
0.10 |
|
|
|
0.26 |
|
Cumulative effect of change in accounting policy |
|
|
|
|
|
|
0.08 |
|
|
|
|
|
|
The principles of the calculation and the number of shares used are given in Note 35.
Royal Dutch Shell plc 153
NOTES
TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTE 38 CONTINUED
RECONCILIATION OF CONSOLIDATED BALANCE SHEET FROM IFRS TO US GAAP AS AT DECEMBER 31, 2006
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
|
|
|
Retirement |
|
|
|
|
|
|
Reversals of |
|
|
|
|
|
|
|
|
|
|
|
|
IFRS |
|
|
benefits |
|
|
Impairments |
|
|
impairments |
|
|
Investments |
|
|
Other |
|
|
US GAAP |
|
Assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-current assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intangible assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
cost |
|
|
6,594 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,088 |
|
|
|
7,682 |
|
accumulated depreciation |
|
|
(1,786 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1,086 |
) |
|
|
(2,872 |
) |
|
|
|
|
4,808 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2 |
|
|
|
4,810 |
|
|
Property, plant and equipment |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
cost |
|
|
219,176 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(105 |
) |
|
|
219,071 |
|
accumulated depreciation |
|
|
(118,188 |
) |
|
|
|
|
|
|
613 |
|
|
|
|
|
|
|
|
|
|
|
67 |
|
|
|
(117,508 |
) |
|
|
|
|
100,988 |
|
|
|
|
|
|
|
613 |
|
|
|
|
|
|
|
|
|
|
|
(38 |
) |
|
|
101,563 |
|
|
Investments: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
equity accounted investments |
|
|
20,740 |
|
|
|
(80 |
) |
|
|
|
|
|
|
(290 |
) |
|
|
(82 |
) |
|
|
83 |
|
|
|
20,371 |
|
financial assets |
|
|
4,493 |
|
|
|
(8 |
) |
|
|
|
|
|
|
|
|
|
|
(1,232 |
) |
|
|
37 |
|
|
|
3,290 |
|
Deferred tax |
|
|
2,968 |
|
|
|
105 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(264 |
) |
|
|
2,809 |
|
Other |
|
|
9,394 |
|
|
|
6,091 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(128 |
) |
|
|
15,357 |
|
|
|
|
|
143,391 |
|
|
|
6,108 |
|
|
|
613 |
|
|
|
(290 |
) |
|
|
(1,314 |
) |
|
|
(308 |
) |
|
|
148,200 |
|
|
Current assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Inventories |
|
|
23,215 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
23,215 |
|
Accounts receivable |
|
|
59,668 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
59,668 |
|
Cash and cash equivalents |
|
|
9,002 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9,002 |
|
|
|
|
|
91,885 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
91,885 |
|
|
Total assets |
|
|
235,276 |
|
|
|
6,108 |
|
|
|
613 |
|
|
|
(290 |
) |
|
|
(1,314 |
) |
|
|
(308 |
) |
|
|
240,085 |
|
|
Liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-current liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Debt |
|
|
9,713 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(125 |
) |
|
|
9,588 |
|
Deferred tax |
|
|
13,094 |
|
|
|
1,604 |
|
|
|
221 |
|
|
|
(105 |
) |
|
|
|
|
|
|
35 |
|
|
|
14,849 |
|
Provisions |
|
|
16,451 |
|
|
|
1,034 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(234 |
) |
|
|
17,251 |
|
Other |
|
|
4,325 |
|
|
|
46 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
169 |
|
|
|
4,540 |
|
|
|
|
|
43,583 |
|
|
|
2,684 |
|
|
|
221 |
|
|
|
(105 |
) |
|
|
|
|
|
|
(155 |
) |
|
|
46,228 |
|
|
Current liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Debt |
|
|
6,060 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(43 |
) |
|
|
6,017 |
|
Accounts payable, accrued
liabilities and provisions |
64,667 |
|
|
|
(83 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
19 |
|
|
|
64,603 |
|
Taxes payable |
|
|
6,021 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
6,022 |
|
|
|
|
|
76,748 |
|
|
|
(83 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(23 |
) |
|
|
76,642 |
|
|
Total liabilities |
|
|
120,331 |
|
|
|
2,601 |
|
|
|
221 |
|
|
|
(105 |
) |
|
|
|
|
|
|
(178 |
) |
|
|
122,870 |
|
|
Minority interest |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9,197 |
|
|
|
9,197 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity attributable to shareholders of
Royal Dutch Shell plc |
|
|
105,726 |
|
|
|
3,534 |
|
|
|
392 |
|
|
|
(185 |
) |
|
|
(1,313 |
) |
|
|
(136 |
) |
|
|
108,018 |
|
Minority interest |
|
|
9,219 |
|
|
|
(27 |
) |
|
|
|
|
|
|
|
|
|
|
(1 |
) |
|
|
(9,191 |
) |
|
|
|
|
|
Total equity |
|
|
114,945 |
|
|
|
3,507 |
|
|
|
392 |
|
|
|
(185 |
) |
|
|
(1,314 |
) |
|
|
(9,327 |
) |
|
|
108,018 |
|
|
Total liabilities and equity |
|
|
235,276 |
|
|
|
6,108 |
|
|
|
613 |
|
|
|
(290 |
) |
|
|
(1,314 |
) |
|
|
(308 |
) |
|
|
240,085 |
|
|
154 Royal Dutch Shell plc
RECONCILIATION OF CONSOLIDATED BALANCE SHEET FROM IFRS TO US GAAP AS AT DECEMBER 31, 2005
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
|
|
|
Retirement |
|
|
|
|
|
|
Reversals of |
|
|
|
|
|
|
|
|
|
|
|
|
IFRS |
|
|
benefits |
|
|
Impairments |
|
|
impairments |
|
|
Investments |
|
|
Other |
|
|
US GAAP |
|
Assets Non-current assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intangible assets cost |
|
|
5,846 |
|
|
|
304 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,103 |
|
|
|
7,253 |
|
accumulated depreciation |
|
|
(1,496 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1,113 |
) |
|
|
(2,609 |
) |
|
|
|
|
4,350 |
|
|
|
304 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(10 |
) |
|
|
4,644 |
|
|
Property, plant and equipment cost |
|
|
190,809 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(127 |
) |
|
|
190,682 |
|
accumulated depreciation |
|
|
(103,251 |
) |
|
|
|
|
|
|
663 |
|
|
|
(148 |
) |
|
|
|
|
|
|
61 |
|
|
|
(102,675 |
) |
|
|
|
|
87,558 |
|
|
|
|
|
|
|
663 |
|
|
|
(148 |
) |
|
|
|
|
|
|
(66 |
) |
|
|
88,007 |
|
|
Investments: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
equity accounted investments |
|
|
16,905 |
|
|
|
97 |
|
|
|
|
|
|
|
(352 |
) |
|
|
|
|
|
|
35 |
|
|
|
16,685 |
|
financial assets |
|
|
3,672 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(780 |
) |
|
|
42 |
|
|
|
2,934 |
|
Deferred tax |
|
|
2,562 |
|
|
|
(779 |
) |
|
|
(3 |
) |
|
|
|
|
|
|
|
|
|
|
(21 |
) |
|
|
1,759 |
|
Other |
|
|
6,577 |
|
|
|
5,455 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(276 |
) |
|
|
11,756 |
|
|
|
|
|
121,624 |
|
|
|
5,077 |
|
|
|
660 |
|
|
|
(500 |
) |
|
|
(780 |
) |
|
|
(296 |
) |
|
|
125,785 |
|
|
Current assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Inventories |
|
|
19,776 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
19,776 |
|
Accounts receivable |
|
|
66,386 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(31 |
) |
|
|
66,355 |
|
Cash and cash equivalents |
|
|
11,730 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11,730 |
|
|
|
|
|
97,892 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(31 |
) |
|
|
97,861 |
|
|
Total assets |
|
|
219,516 |
|
|
|
5,077 |
|
|
|
660 |
|
|
|
(500 |
) |
|
|
(780 |
) |
|
|
(327 |
) |
|
|
223,646 |
|
|
Liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-current liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Debt |
|
|
7,578 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(210 |
) |
|
|
7,368 |
|
Deferred tax |
|
|
10,763 |
|
|
|
1,240 |
|
|
|
217 |
|
|
|
(121 |
) |
|
|
|
|
|
|
(6 |
) |
|
|
12,093 |
|
Provisions |
|
|
13,192 |
|
|
|
(181 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(160 |
) |
|
|
12,851 |
|
Other |
|
|
5,095 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
251 |
|
|
|
5,346 |
|
|
|
|
|
36,628 |
|
|
|
1,059 |
|
|
|
217 |
|
|
|
(121 |
) |
|
|
|
|
|
|
(125 |
) |
|
|
37,658 |
|
|
Current liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Debt |
|
|
5,338 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(10 |
) |
|
|
5,328 |
|
Accounts payable, accrued
liabilities and provisions |
|
|
70,844 |
|
|
|
(47 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(34 |
) |
|
|
70,763 |
|
Taxes payable |
|
|
8,782 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6 |
|
|
|
8,788 |
|
|
|
|
|
84,964 |
|
|
|
(47 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(38 |
) |
|
|
84,879 |
|
|
Total liabilities |
|
|
121,592 |
|
|
|
1,012 |
|
|
|
217 |
|
|
|
(121 |
) |
|
|
|
|
|
|
(163 |
) |
|
|
122,537 |
|
|
Minority interest |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7,006 |
|
|
|
7,006 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity attributable to shareholders of
Royal Dutch Shell plc |
|
|
90,924 |
|
|
|
4,050 |
|
|
|
443 |
|
|
|
(379 |
) |
|
|
(780 |
) |
|
|
(155 |
) |
|
|
94,103 |
|
Minority interest |
|
|
7,000 |
|
|
|
15 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(7,015 |
) |
|
|
|
|
|
Total equity |
|
|
97,924 |
|
|
|
4,065 |
|
|
|
443 |
|
|
|
(379 |
) |
|
|
(780 |
) |
|
|
(7,170 |
) |
|
|
94,103 |
|
|
Total liabilities and equity |
|
|
219,516 |
|
|
|
5,077 |
|
|
|
660 |
|
|
|
(500 |
) |
|
|
(780 |
) |
|
|
(327 |
) |
|
|
223,646 |
|
|
Royal Dutch Shell plc 155
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTE 38 CONTINUED
The Consolidated Financial Statements of the Shell Group are prepared in accordance with
IFRS, which differs in certain respects from US Generally Accepted Accounting Principles (US GAAP).
DISCONTINUED OPERATIONS
The definition of activities classified as discontinued operations differs from that under
IFRS. Under IFRS the activity must be a separate major line of business or geographical area of
operations and equity accounted or other investments are included in this classification. Under US
GAAP this definition is broadened to include a component of an entity (rather than a separate major
line of business or geographical area of operations) but equity accounted or other investments are
excluded. As a result, all of the items presented as discontinued operations in 2006, 2005 and 2004
under US GAAP are included within continuing operations under IFRS. In 2005 and 2004 the Shell
Groups equity accounted investment in Basell was classified under IFRS as a discontinued operation
and under US GAAP included within continuing operations. In 2006 in Oil Products certain refineries
have been classified as held for sale and are reported under US GAAP as discontinued operations.
RECLASSIFICATIONS
Reclassifications are differences in line item allocation under IFRS which do not affect
equity or income compared with that shown under US GAAP. They mainly comprise:
|
|
Under IFRS the carrying amount of the accumulated amortisation of goodwill was
eliminated against the cost of goodwill. For US GAAP this transition adjustment is
reversed. |
|
|
Incorporated joint ventures, in which the Group has a liability proportionate to
its interest, are presented as equity accounted investments. For US GAAP purposes, the
Shell Group proportionally consolidated these joint ventures until December 31, 2004. As
of January 1, 2005, these joint ventures are presented as equity accounted investments
under US GAAP. |
|
|
The Group share of profit of equity accounted investments is reported on a single
line (net of net finance costs and tax), which differs from the presentation under US GAAP
until December 31, 2004. |
|
|
Research and development costs are included in cost of sales while these are
separately disclosed under US GAAP. |
|
|
Accretion expense for asset retirement obligations is reported as interest expense
under IFRS and as cost of sales under US GAAP. |
RETIREMENT BENEFITS
Under IFRS, all gains and losses related to defined benefit pension arrangements and other
post retirement benefits at the date of transition to IFRS have been recognised in the 2004 opening
balance sheet, with a corresponding reduction in equity of $4,938 million. Under US GAAP these
amounts are deferred and subject to amortisation, therefore equity under US GAAP at December 31,
2006 is higher. Under IFRS, the use of the fair value of pension plan assets (rather than
market-related value under US GAAP) to calculate annual expected investment returns and the changed
approach to amortisation of investment gains/losses can be expected to increase volatility in
income going forward as compared to past IFRS and US GAAP results. The Group adopted FASB Statement
No. 158 Employers Accounting for Defined Benefit Pension and Other Postretirement Plans an
amendment of FASB Statements No. 87, 88, 106, and 132(R) (FAS 158) as of December 31, 2006. FAS
158 requires that on a prospective basis the funded status of the defined benefit pension and other
postretirement benefit plans on the consolidated balance sheet are recognised. The gains or losses
and prior service costs or credits that arise during the period are recognised as a component of
accumulated other comprehensive income/(loss), net of tax, but are not recognised as components of
net periodic benefit cost.
SHARE-BASED COMPENSATION
Under IFRS, share-based compensation awarded after November 7, 2002 and not vested at January
1, 2005 is recognised as an expense based on its fair value. For US GAAP the Group has adopted SFAS
123R as of January 1, 2005 using the modified prospective approach and this will minimise the
difference between US GAAP and IFRS reporting. The remaining difference relates to share-based
compensation not yet vested and granted before November 7, 2002, which under US GAAP is also
recognised as an expense, and the treatment of deferred tax on share-based compensation. Under IFRS
deferred tax is remeasured every reporting period and under US GAAP deferred tax is estimated at
grant date and not subsequently revised.
Under US GAAP until December 31, 2004 share-based compensation expense was recognised based on the
intrinsic value method, which required no recognition of compensation expense for plans where the
exercise price is not at a discount to the market value at the date of the grant, and the number of
options is fixed on the grant date. If the fair value of share options granted would have been
considered as compensation expense this would have resulted in 2004 income attributable to
shareholders of Royal Dutch Shell plc of $17,937 million and basic and diluted earnings per share
of $2.65. In this calculation, the fair value of the Groups 2004 option grants was estimated using
a Black-Scholes option pricing model and the following assumptions for dollar, euro and sterling
denominated options respectively: risk-free interest rates of 3.5%, 3.1% and 4.9%; dividend yield
of 4.1%, 4.5% and 4.0%; volatility of 28.2%, 30.3% and 31.7% and expected lives of five to seven
years.
CUMULATIVE CURRENCY TRANSLATION DIFFERENCES
Under IFRS at January 1, 2004, the balance of cumulative currency translation differences of
$1,208 million was eliminated by increasing retained earnings. For US GAAP there is no change in
the accounting for cumulative currency translation differences and the amount is included in
accumulated other comprehensive income. Equity in total under both IFRS and US GAAP was not
impacted.
Upon divestment or liquidation of an entity, cumulative currency translation differences related to
that entity are taken to income under both IFRS and US GAAP. Due to the elimination of the opening
balance as at January 1, 2004, the amounts of cumulative currency translation differences that are
taken to income may differ between IFRS and US GAAP.
156 Royal Dutch Shell plc
IMPAIRMENTS
Impairments under IFRS are based on discounted cash flows. Under US GAAP, only if an assets
estimated undiscounted future cash flows are below its carrying amount is a determination required
of the amount of any impairment based on discounted cash flows. There is no undiscounted test under
IFRS.
REVERSAL OF IMPAIRMENTS
Under IFRS, a favourable change in the circumstance which resulted in an impairment of an
asset other than goodwill would trigger the requirement for a redetermination of the amount of the
impairment and any reversal is recognised in income. Under US GAAP, impairments are not reversed.
MAJOR INSPECTION COSTS CHANGE IN ACCOUNTING POLICY
On a US GAAP basis prior to January 1, 2005, the Group expensed major inspection costs as
they were incurred. From January 1, 2005 such costs are capitalised and are amortised to income
over the period until the next planned major inspection. Under IFRS these costs are capitalised and
are amortised to income over the period until the next planned major inspection.
The cumulative effect of the change of policy ($554 million) has been included in US GAAP income
attributable to shareholders of Royal Dutch Shell plc for 2005, eliminating the related reconciling
difference between IFRS and US GAAP that existed at December 31, 2004. The impact on income going
forward is reflected in lower operating costs and higher depreciation charges.
FINANCIAL INSTRUMENTS
The Group adopted IAS 32 and IAS 39 as of January 1, 2005, which requires certain unquoted
equity securities to be recognised at fair value. Under US GAAP these are recognised at cost. This
change in accounting has no impact on the timing of recognition of income arising from these
investments. From the same date, certain commodity contracts and embedded derivatives that are not
recognised under US GAAP are recognised under IFRS mainly because of pricing or delivery
conditions.
OTHER
Other reconciling items include differences arising from the accounting for income taxes and
leases.
CASH FLOW STATEMENT
The Group compiles the cash flow statement in accordance with International Accounting
Standards (IAS 7). The SECs rules applicable to Annual Reports on Form 20-F permit the compilation
of the cash flow statement under IAS 7.
REVENUE
EITF Issue no. 04-13 Accounting for Purchases and Sales of Inventory with the Same
Counterparty was ratified in September 2005 and requires buy/sell contractual arrangements
entered into after March 15, 2006, or modifications or renewals of existing arrangements after that
date, to be reported net in the Consolidated Statement of Income and accounted for as non-monetary
transactions; earlier adoption in 2005 was permitted. The Shell Group has implemented EITF 04-13
and implementation does not create a GAAP difference with the Shell Groups IFRS financial
statements. The Group has entered into buy/sell agreements which, if reported net under EITF 04-13,
would lead to a reduction in revenue and cost of sales for 2005 of $15,720 million and $15,749
million respectively (2004: $24,744 million and $24,719 million), without impact on income.
RECENT US GAAP ACCOUNTING PRONOUNCEMENTS
In addition to the new accounting standards and interpretations discussed in Note 2, the
effects of which, if any, on the reconciliation of the Groups Consolidated Financial Statements
from IFRS to US GAAP are discussed above, certain new pronouncements affecting US GAAP are in issue
which are not required to be adopted until after 2006 and which have not been adopted early by the
Group.
FASB Interpretation No. 48 Accounting for Uncertainty in Income Taxes an interpretation of FASB
Statement No. 109 (FIN 48) becomes effective for the Group and will be adopted from January 1,
2007. FIN 48 clarifies how positions taken or expected to be taken by an entity on its tax return
that are subject to varied interpretation are to be reflected in financial statements and
introduces additional related disclosure requirements. Adoption of FIN 48 will not have a
significant impact on the Groups Consolidated Financial Statements, however additional disclosures
will be required.
FASB Statement No. 157 Fair Value Measurement (FAS 157) becomes effective for the Group and will
be adopted from January 1, 2008. FAS 157 aims to achieve consistency of approach whenever assets
and liabilities are required to be measured at fair value, and introduces certain disclosure
requirements. The Group is in the early stages of its implementation of FAS 157 but does not expect
any significant impact on the Groups Consolidated Financial Statements. FAS 157 is also under
consideration by the IASB, which may incorporate its provisions into IFRS; however, at this stage
it is not possible to ascertain the extent to which the two regimes will ultimately converge in
this area.
RETIREMENT BENEFITS UNDER US GAAP
Retirement plans are provided for permanent employees of all major Group companies. The
nature of such plans varies according to the legal and fiscal requirements and economic conditions
of the country in which the employees are engaged. Generally, the plans provide defined benefits
based on employees years of service and average final remuneration.
Some Group companies have established unfunded defined benefit plans to provide certain retirement
healthcare and life insurance benefits to their retirees, the entitlement to which is usually based
on the employee remaining in service up to retirement age and the completion of a minimum service
period.
Royal Dutch Shell plc 157
NOTES
TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTE 38 CONTINUED
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
Pension benefits |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other benefits |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
|
|
|
|
|
|
|
|
|
2005 |
|
|
|
2006 |
|
|
2005 |
|
|
|
USA |
|
|
Other |
|
|
Total |
|
|
|
USA |
|
|
Other |
|
|
Total |
|
Change in benefit obligation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Obligations for benefits based on employee service to date at
January 1 |
|
|
55,677 |
|
|
|
54,822 |
|
|
|
|
2,699 |
|
|
|
444 |
|
|
|
3,143 |
|
|
|
|
2,509 |
|
|
|
611 |
|
|
|
3,120 |
|
Increase in present value of the obligation for benefits
based on employee service during the year |
|
|
1,285 |
|
|
|
1,163 |
|
|
|
|
38 |
|
|
|
15 |
|
|
|
53 |
|
|
|
|
36 |
|
|
|
29 |
|
|
|
65 |
|
Interest on the obligation for benefits in respect of employee
service in previous years |
|
|
2,648 |
|
|
|
2,575 |
|
|
|
|
140 |
|
|
|
20 |
|
|
|
160 |
|
|
|
|
142 |
|
|
|
26 |
|
|
|
168 |
|
Benefit payments made |
|
|
(2,535 |
) |
|
|
(2,456 |
) |
|
|
|
(121 |
) |
|
|
(17 |
) |
|
|
(138 |
) |
|
|
|
(115 |
) |
|
|
(27 |
) |
|
|
(142 |
) |
Currency translation effects |
|
|
5,250 |
|
|
|
(5,448 |
) |
|
|
|
|
|
|
|
24 |
|
|
|
24 |
|
|
|
|
|
|
|
|
(46 |
) |
|
|
(46 |
) |
Other components[A] |
|
|
(2,067 |
) |
|
|
5,021 |
|
|
|
|
(56 |
) |
|
|
(23 |
) |
|
|
(79 |
) |
|
|
|
127 |
|
|
|
(149 |
) |
|
|
(22 |
) |
|
|
|
|
|
|
|
Obligations for benefits based on employee service to date
at December 31 |
|
|
60,258 |
|
|
|
55,677 |
|
|
|
|
2,700 |
|
|
|
463 |
|
|
|
3,163 |
|
|
|
|
2,699 |
|
|
|
444 |
|
|
|
3,143 |
|
|
|
|
|
|
|
|
Change in plan assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Plan assets held in trust at fair value at January 1 |
|
|
54,650 |
|
|
|
51,874 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expected return on plan assets |
|
|
3,668 |
|
|
|
3,550 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Actuarial gains/(losses) |
|
|
4,465 |
|
|
|
5,740 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Employer contributions |
|
|
1,309 |
|
|
|
1,276 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Plan participants contributions |
|
|
71 |
|
|
|
61 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Benefit payments made |
|
|
(2,535 |
) |
|
|
(2,456 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Currency translation effects |
|
|
5,848 |
|
|
|
(5,392 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other components |
|
|
3 |
|
|
|
(3 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Plan assets held in trust at fair value at December 31 |
|
|
67,479 |
|
|
|
54,650 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Plan assets in excess of/(less than) the present value
of obligations for benefits at December 31 |
|
|
7,221 |
|
|
|
(1,027 |
) |
|
|
|
(2,700 |
) |
|
|
(463 |
) |
|
|
(3,163 |
) |
|
|
|
(2,699 |
) |
|
|
(444 |
) |
|
|
(3,143 |
) |
Unrecognised net (gains)/losses remaining from the adoption of
current method of determining pension costs |
|
|
|
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unrecognised net (gains)/losses since adoption |
|
|
|
|
|
|
8,148 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
797 |
|
|
|
215 |
|
|
|
1,012 |
|
Unrecognised prior service cost/(credit) |
|
|
|
|
|
|
967 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(25 |
) |
|
|
(162 |
) |
|
|
(187 |
) |
Share of non-Group companies[B] |
|
|
1,465 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net amount recognised |
|
|
5,756 |
|
|
|
8,089 |
|
|
|
|
(2,700 |
) |
|
|
(463 |
) |
|
|
(3,163 |
) |
|
|
|
(1,927 |
) |
|
|
(391 |
) |
|
|
(2,318 |
) |
|
|
|
|
|
|
|
Amounts recognised in the Consolidated Balance Sheet: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intangible assets |
|
|
|
|
|
|
298 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Minimum pension liability (recognised in Accumulated Other
Comprehensive Income before adoption of FAS 158) |
|
|
|
|
|
|
3,484 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Prepaid pension costs |
|
|
9,800 |
|
|
|
7,903 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accrued benefit obligations: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current |
|
|
(179 |
) |
|
|
(176 |
) |
|
|
|
(100 |
) |
|
|
(17 |
) |
|
|
(117 |
) |
|
|
|
(46 |
) |
|
|
(12 |
) |
|
|
(58 |
) |
Non-current |
|
|
(3,865 |
) |
|
|
(3,420 |
) |
|
|
|
(2,600 |
) |
|
|
(446 |
) |
|
|
(3,046 |
) |
|
|
|
(1,881 |
) |
|
|
(379 |
) |
|
|
(2,260 |
) |
|
|
|
|
|
|
|
Net amount recognised |
|
|
5,756 |
|
|
|
8,089 |
|
|
|
|
(2,700 |
) |
|
|
(463 |
) |
|
|
(3,163 |
) |
|
|
|
(1,927 |
) |
|
|
(391 |
) |
|
|
(2,318 |
) |
|
|
|
|
|
|
|
Amounts recognised in Equity Accumulated Other
Comprehensive Income (after adoption of FAS 158): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Actuarial net (gains)/losses |
|
|
2,423 |
|
|
|
|
|
|
|
|
672 |
|
|
|
247 |
|
|
|
919 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Prior service cost/(credit) |
|
|
1,108 |
|
|
|
|
|
|
|
|
(16 |
) |
|
|
(180 |
) |
|
|
(196 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
3,531 |
|
|
|
|
|
|
|
|
656 |
|
|
|
67 |
|
|
|
723 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
[A] |
|
Other components comprise mainly the effect of changes in actuarial assumptions. |
|
[B] |
|
Non-Group companies participate in the defined benefits plans in the UK and the
Netherlands. The benefit obligation and asset are shown for the total benefit plan while
only the Group interest in the net amount recognised is included in the Consolidated
Balance Sheet. Before the transition to FAS 158 the share of non-Group companies was
included in unrecognised net gains/losses since adoption. |
158 Royal Dutch Shell plc
Additional information
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
2006 |
|
|
2005 |
|
Obligation for pension benefits in respect of unfunded plans |
|
|
1,931 |
|
|
|
1,904 |
|
Accumulated benefit obligation |
|
|
54,336 |
|
|
|
49,381 |
|
For employee retirement plans with projected benefit obligation in excess of plan assets, the respective amounts are: |
|
|
|
|
|
|
|
|
Projected benefit obligation |
|
|
16,253 |
|
|
|
15,291 |
|
Plan assets |
|
|
14,284 |
|
|
|
12,404 |
|
For employee retirement plans with accumulated benefit obligation in excess of plan assets, the respective amounts are: |
|
|
|
|
|
|
|
|
Accumulated benefit obligation |
|
|
12,959 |
|
|
|
13,910 |
|
Plan assets |
|
|
11,896 |
|
|
|
12,151 |
|
Actual return on plan assets |
|
|
8,133 |
|
|
|
9,290 |
|
|
Benefit costs for the year comprise:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
Pension benefits |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other benefits |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
|
2005 |
|
|
|
2004 |
|
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
|
USA |
|
|
Other |
|
|
Total |
|
|
|
USA |
|
|
Other |
|
|
Total |
|
|
|
USA |
|
|
Other |
|
|
Total |
|
Service cost |
|
|
|
1,285 |
|
|
|
1,163 |
|
|
|
1,086 |
|
|
|
|
38 |
|
|
|
15 |
|
|
|
53 |
|
|
|
|
36 |
|
|
|
29 |
|
|
|
65 |
|
|
|
|
35 |
|
|
|
16 |
|
|
|
51 |
|
Interest cost |
|
|
|
2,648 |
|
|
|
2,575 |
|
|
|
2,529 |
|
|
|
|
140 |
|
|
|
20 |
|
|
|
160 |
|
|
|
|
142 |
|
|
|
26 |
|
|
|
168 |
|
|
|
|
139 |
|
|
|
28 |
|
|
|
167 |
|
Expected return on plan assets |
|
|
|
(3,668 |
) |
|
|
(3,550 |
) |
|
|
(3,894 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other components |
|
|
|
720 |
|
|
|
488 |
|
|
|
317 |
|
|
|
|
40 |
|
|
|
5 |
|
|
|
45 |
|
|
|
|
47 |
|
|
|
4 |
|
|
|
51 |
|
|
|
|
41 |
|
|
|
8 |
|
|
|
49 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of defined benefit plans |
|
|
|
985 |
|
|
|
676 |
|
|
|
38 |
|
|
|
|
218 |
|
|
|
40 |
|
|
|
258 |
|
|
|
|
225 |
|
|
|
59 |
|
|
|
284 |
|
|
|
|
215 |
|
|
|
52 |
|
|
|
267 |
|
Payments to defined
contribution plans |
|
|
|
203 |
|
|
|
189 |
|
|
|
221 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,188 |
|
|
|
865 |
|
|
|
259 |
|
|
|
|
218 |
|
|
|
40 |
|
|
|
258 |
|
|
|
|
225 |
|
|
|
59 |
|
|
|
284 |
|
|
|
|
215 |
|
|
|
52 |
|
|
|
267 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The cost of defined benefit plans is reported in the Consolidated Statement of Income,
principally within cost of sales.
Estimated amortisation 2007
The estimated amounts that will be amortised from Accumulated Other Comprehensive Income into
benefit costs during 2007 are:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
Pension benefits |
|
|
|
Other benefits |
|
|
|
|
|
|
|
|
|
USA |
|
|
Other |
|
|
Total |
|
Actuarial net (gains)/losses |
|
|
|
310 |
|
|
|
|
46 |
|
|
|
|
|
|
|
46 |
|
Prior service cost/(credit) |
|
|
|
181 |
|
|
|
|
(9 |
) |
|
|
|
|
|
|
(9 |
) |
|
|
|
|
|
|
|
Royal Dutch Shell plc 159
NOTES
TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTE 38 CONTINUED
Incremental effect of FAS 158
The incremental effect of applying FAS 158 on individual items in the Consolidated Balance Sheet at
December 31, 2006 was as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
Before application |
|
|
Adjustments |
|
|
After application |
|
|
|
of FAS 158 |
|
|
|
|
|
|
of FAS 158 |
|
Assets |
|
|
|
|
|
|
|
|
|
|
|
|
Non-current assets |
|
|
|
|
|
|
|
|
|
|
|
|
Intangible assets |
|
|
5,160 |
|
|
|
(350 |
) |
|
|
4,810 |
|
Property, plant and equipment |
|
|
101,563 |
|
|
|
|
|
|
|
101,563 |
|
Investments: |
|
|
|
|
|
|
|
|
|
|
|
|
equity accounted investments |
|
|
20,505 |
|
|
|
(134 |
) |
|
|
20,371 |
|
financial assets |
|
|
3,290 |
|
|
|
|
|
|
|
3,290 |
|
Deferred tax |
|
|
2,743 |
|
|
|
66 |
|
|
|
2,809 |
|
Other |
|
|
15,015 |
|
|
|
342 |
|
|
|
15,357 |
|
|
|
|
|
148,276 |
|
|
|
(76 |
) |
|
|
148,200 |
|
|
Current assets |
|
|
|
|
|
|
|
|
|
|
|
|
Inventories |
|
|
23,215 |
|
|
|
|
|
|
|
23,215 |
|
Accounts receivable |
|
|
59,668 |
|
|
|
|
|
|
|
59,668 |
|
Cash and cash equivalents |
|
|
9,002 |
|
|
|
|
|
|
|
9,002 |
|
|
|
|
|
91,885 |
|
|
|
|
|
|
|
91,885 |
|
|
Total assets |
|
|
240,161 |
|
|
|
(76 |
) |
|
|
240,085 |
|
|
Liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
Non-current liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
Debt |
|
|
9,588 |
|
|
|
|
|
|
|
9,588 |
|
Deferred tax |
|
|
15,566 |
|
|
|
(717 |
) |
|
|
14,849 |
|
Provisions |
|
|
15,530 |
|
|
|
1,721 |
|
|
|
17,251 |
|
Other |
|
|
4,494 |
|
|
|
46 |
|
|
|
4,540 |
|
|
|
|
|
45,178 |
|
|
|
1,050 |
|
|
|
46,228 |
|
|
Current liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
Debt |
|
|
6,017 |
|
|
|
|
|
|
|
6,017 |
|
Accounts payable, accrued liabilities and provisions |
|
|
64,603 |
|
|
|
|
|
|
|
64,603 |
|
Taxes payable |
|
|
6,022 |
|
|
|
|
|
|
|
6,022 |
|
|
|
|
|
76,642 |
|
|
|
|
|
|
|
76,642 |
|
|
Total liabilities |
|
|
121,820 |
|
|
|
1,050 |
|
|
|
122,870 |
|
|
Minority interest |
|
|
9,268 |
|
|
|
(71 |
) |
|
|
9,197 |
|
|
|
Equity attributable to shareholders of Royal Dutch Shell plc |
|
|
109,073 |
|
|
|
(1,055 |
) |
|
|
108,018 |
|
|
Total equity |
|
|
109,144 |
|
|
|
(1,126 |
) |
|
|
108,018 |
|
|
Total liabilities and equity |
|
|
240,161 |
|
|
|
(76 |
) |
|
|
240,085 |
|
|
160 Royal Dutch Shell plc
SUPPLEMENTARY INFORMATION
Index to the Supplementary
Information
RESERVES
Net quantities (which are unaudited)[A] of proved oil and gas reserves are shown
in the tables on pages 162 to 165[B]. Proved reserves are the estimated quantities of
crude oil, natural gas and natural gas liquids which geological and engineering data demonstrate
with reasonable certainty to be recoverable in future years from known reservoirs under existing
economic and operating conditions, i.e., prices and costs as of the date the estimate is made.
Proved developed oil and gas reserves are reserves that can be expected to be recovered through
existing wells with existing equipment and operating methods. The unaudited reserve volumes
reported exclude volumes attributable to oil and gas discoveries that are not at present considered
proved. Such volumes will be included when technical, fiscal and other conditions allow them to be
economically developed and produced.
Proved reserves are shown net of any quantities of crude oil or natural gas that are expected to be
taken by others as royalties in kind but do not exclude quantities related to royalties expected to
be paid in cash (except in North America and in other situations in which the royalty quantities
are owned by others) or those related to fixed margin contracts. Proved reserves include certain
quantities of crude oil or natural gas that will be produced under arrangements that involve Group
companies in upstream risks and rewards but do not transfer title of the product to those
companies.
Oil and gas reserves cannot be measured exactly since estimation of reserves involves subjective
judgement. These estimates remain subject to revision and are unaudited supplementary information.
In addition to proved conventional liquids and natural gas reserves, the Group has significant
interests in proven oil sands reserves in Canada associated with the Athabasca Oil Sands Project.
The Group views these reserves and their development as an integral part of its total upstream
operations. However, since SEC regulations define these reserves as mining-related and not part of
conventional oil and gas reserves, these are presented separately to the conventional oil and gas
reserves. The oil sands reserves are not included in the standardised measure of discounted cash
flows for conventional oil and gas reserves presented on pages 166 to 167.
|
|
|
[A] |
|
Reserves, reserves volumes and reserves related information and disclosure are
referred to as unaudited as a means of clarifying that this information is not covered
by the audit opinion of the independent registered accounting firm that has audited and
reported on the Financial Statements of the Group or the Parent Company. |
|
[B] |
|
Reserves volumes and Standardised Measure data for 2004 and 2005 have been
reclassified in line with 2006 to reflect the move of Pakistan from Asia Pacific to the
Middle East, Russia and CIS region for reporting purposes. |
Royal Dutch Shell plc 161
SUPPLEMENTARY INFORMATION OIL AND GAS (UNAUDITED)
CRUDE OIL AND NATURAL GAS LIQUIDS
Group companies estimated net proved reserves of crude oil and natural gas liquids at the
end of the year, their share of the net proved reserves of equity accounted investments at the end
of the year, and the changes in such reserves during the year are set out below.
Significant changes in crude oil and natural gas liquids proved developed and undeveloped reserves
are discussed below:
2006 COMPARED TO 2005
Group companies
Africa As a result of the damage to our production facilities due to civil unrest in Nigeria,
the Group has reclassified 127 million barrels from proved developed reserves to proved undeveloped
reserves.
Middle East, Russia, CIS The increase of 186 million barrels in extensions and discoveries was
primarily related to the recognition of NGL reserves for our GTL project in Qatar, which took final
investment decision during 2006.
Other Western Hemisphere The increase of 68 million barrels in purchases of minerals in place
was related to the Shell Canada acquisition of BlackRock.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
PROVED DEVELOPED AND UNDEVELOPED RESERVES |
|
|
million barrels 2006 |
|
|
|
|
|
Eastern Hemisphere |
|
|
|
Western
Hemisphere |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asia |
|
|
Middle East |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Europe |
|
|
Africa[A] |
|
|
Pacific[B] |
|
|
Russia, CIS[C] |
|
|
|
USA |
|
|
Other |
|
|
|
Total |
|
|
Group companies |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At January 1 |
|
|
|
857 |
|
|
|
882 |
|
|
|
173 |
|
|
|
993 |
|
|
|
|
416 |
|
|
|
145 |
|
|
|
|
3,466 |
|
|
Revisions and reclassifications |
|
|
|
30 |
|
|
|
5 |
|
|
|
22 |
|
|
|
7 |
|
|
|
|
33 |
|
|
|
(40 |
) |
|
|
|
57 |
|
|
Improved recovery |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
27 |
|
|
|
|
|
|
|
|
27 |
|
|
Extensions and discoveries |
|
|
|
5 |
|
|
|
12 |
|
|
|
1 |
|
|
|
186 |
|
|
|
|
20 |
|
|
|
9 |
|
|
|
|
233 |
|
|
Purchases of minerals in place |
|
|
|
20 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
68 |
|
|
|
|
89 |
|
|
Sales of minerals in place |
|
|
|
(22 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(15 |
) |
|
|
(2 |
) |
|
|
|
(39 |
) |
|
Production |
|
|
|
(179 |
) |
|
|
(124 |
) |
|
|
(40 |
) |
|
|
(104 |
) |
|
|
|
(84 |
) |
|
|
(32 |
) |
|
|
|
(563 |
) |
|
Transfers to equity accounted investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At December 31 |
|
|
|
711 |
|
|
|
775 |
|
|
|
156 |
|
|
|
1,082 |
|
|
|
|
398 |
|
|
|
148 |
|
|
|
|
3,270 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Group share of equity accounted investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At January 1 |
|
|
|
14 |
|
|
|
|
|
|
|
241 |
|
|
|
490 |
|
|
|
|
425 |
|
|
|
|
|
|
|
|
1,170 |
|
|
Revisions and reclassifications |
|
|
|
|
|
|
|
|
|
|
|
(11 |
) |
|
|
(55 |
) |
|
|
|
(80 |
) |
|
|
34 |
|
|
|
|
(112 |
) |
|
Improved recovery |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Extensions and discoveries |
|
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
14 |
|
|
|
|
|
|
|
|
2 |
|
|
|
|
17 |
|
|
Purchases of minerals in place |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Sales of minerals in place |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Production |
|
|
|
(2 |
) |
|
|
|
|
|
|
(48 |
) |
|
|
(62 |
) |
|
|
|
(33 |
) |
|
|
(3 |
) |
|
|
|
(148 |
) |
|
Transfers to equity accounted investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At December 31 |
|
|
|
12 |
|
|
|
|
|
|
|
183 |
|
|
|
387 |
|
|
|
|
312 |
|
|
|
33 |
|
|
|
|
927 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Minority interests share of Group companies |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At December 31 |
|
|
|
|
|
|
|
13 |
|
|
|
|
|
|
|
118 |
|
|
|
|
|
|
|
|
31 |
|
|
|
|
162 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
PROVED DEVELOPED RESERVES |
|
|
|
|
|
|
million barrels 2006 |
|
|
|
|
|
Eastern Hemisphere |
|
|
|
Western Hemisphere |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asia |
|
|
Middle East |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Europe |
|
|
Africa[A] |
|
|
Pacific[B] |
|
|
Russia, CIS[C] |
|
|
|
USA |
|
|
Other |
|
|
|
Total |
|
|
Group companies |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At January 1 |
|
|
|
639 |
|
|
|
532 |
|
|
|
93 |
|
|
|
437 |
|
|
|
|
230 |
|
|
|
86 |
|
|
|
|
2,017 |
|
|
At December 31 [D] |
|
|
|
533 |
|
|
|
374 |
|
|
|
92 |
|
|
|
386 |
|
|
|
|
204 |
|
|
|
88 |
|
|
|
|
1,677 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Group share of equity accounted investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At January 1 |
|
|
|
12 |
|
|
|
|
|
|
|
163 |
|
|
|
360 |
|
|
|
|
346 |
|
|
|
|
|
|
|
|
881 |
|
|
At December 31 [D] |
|
|
|
11 |
|
|
|
|
|
|
|
132 |
|
|
|
350 |
|
|
|
|
256 |
|
|
|
24 |
|
|
|
|
773 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OIL SANDS [E] |
|
|
million barrels 2006 |
|
|
|
|
|
Eastern Hemisphere |
|
|
|
Western Hemisphere |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asia |
|
|
Middle East |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Europe |
|
|
Africa[A] |
|
|
Pacific[B] |
|
|
Russia, CIS[C] |
|
|
|
USA |
|
|
Other |
|
|
|
Total |
|
|
Group companies |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At January 1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
746 |
|
|
|
|
746 |
|
|
Revisions and reclassifications |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(19 |
) |
|
|
|
(19 |
) |
|
Extensions and discoveries |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
437 |
|
|
|
|
437 |
|
|
Production |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(30 |
) |
|
|
|
(30 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
At December 31 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,134 |
|
|
|
|
1,134 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Minority interests share of oil sands |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At December 31 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
250 |
|
|
|
|
250 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
[A] |
|
Excludes Egypt. |
|
[B] |
|
Excludes Sakhalin. |
|
[C] |
|
Includes Caspian region, Egypt and Sakhalin. |
|
[D] |
|
After accounting for a transfer of developed reserves from Group to equity accounted investments of 360 million barrels at the end of 2004. |
|
[E] |
|
Petroleum reserves from operations that do not qualify as oil and gas producing
activities, such as our Athabasca Oil Sands Project, are not included in oil and gas
reserves and are not considered in the standardised measure of discounted future cash
flows for oil and gas reserves. The petroleum reserves for the Athabasca Oil Sands Project
are presented in this report net of royalty volumes. |
162 Royal Dutch Shell plc
Equity accounted investments
Middle East, Russia, CIS The downward revision of 55 million barrels in revisions and
reclassifications was primarily related to a combination of the acquisition of new well and
performance data and changing economic conditions.
USA The downward revision of 80 million barrels in revisions and reclassifications was primarily
related to the re-evaluation of reserves in a non-operated field as a result of new production
data.
2005 COMPARED TO 2004
Group companies
Africa The largest single factor contributing to the decrease of 206 million barrels in
revisions and reclassifications was a review of ongoing projects which took into account continuing
funding constraints imposed by joint venture partners as well as increasing cost pressures and
resulted in a redefinition and re-prioritisation of a number of large integrated oil and gas
gathering projects to optimise use of available capital and investment opportunities. The remainder
of the reduction is attributable to other factors, primarily including production performance, the
use of revised volumetric analyses, increased cost estimates, re-evaluation of the applicability of
analogues and revisions to development plans.
Middle East, Russia, CIS The increase of 256 million barrels in extensions and discoveries was
primarily due to the recognition of volumes associated with the further development of the Kashagan
field in Kazakhstan.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
million barrels 2005 |
|
|
|
million barrels 2004 |
|
|
|
|
|
|
|
|
Eastern Hemisphere |
|
|
|
Western Hemisphere |
|
|
|
|
|
|
|
|
Eastern Hemisphere |
|
|
|
Western Hemisphere |
|
|
|
|
|
|
|
|
|
|
|
|
Asia |
|
|
Middle East |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asia |
|
|
Middle East |
|
|
|
|
|
|
|
|
|
|
|
|
|
Europe |
|
Africa[A] |
|
|
Pacific[B] |
|
|
Russia, CIS[C] |
|
|
|
USA |
|
|
Other |
|
|
|
Total |
|
|
|
Europe |
|
|
Africa[A] |
|
|
Pacific[B] |
|
|
Russia, CIS[C] |
|
|
|
USA |
|
|
Other |
|
|
|
Total |
|
|
953 |
|
|
1,145 |
|
|
|
245 |
|
|
|
798 |
|
|
|
|
458 |
|
|
|
146 |
|
|
|
|
3,745 |
|
|
|
|
1,179 |
|
|
|
1,379 |
|
|
|
303 |
|
|
|
1,202 |
|
|
|
|
547 |
|
|
|
379 |
|
|
|
|
4,989 |
|
|
82 |
|
|
(206 |
) |
|
|
(27 |
) |
|
|
37 |
|
|
|
|
23 |
|
|
|
28 |
|
|
|
|
(63 |
) |
|
|
|
(26 |
) |
|
|
(46 |
) |
|
|
13 |
|
|
|
80 |
|
|
|
|
(2 |
) |
|
|
(197 |
) |
|
|
|
(178 |
) |
|
2 |
|
|
1 |
|
|
|
|
|
|
|
3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
6 |
|
|
|
|
6 |
|
|
|
2 |
|
|
|
|
|
|
|
4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
12 |
|
|
22 |
|
|
78 |
|
|
|
|
|
|
|
256 |
|
|
|
|
20 |
|
|
|
|
|
|
|
|
376 |
|
|
|
|
5 |
|
|
|
13 |
|
|
|
10 |
|
|
|
68 |
|
|
|
|
12 |
|
|
|
2 |
|
|
|
|
110 |
|
|
3 |
|
|
|
|
|
|
|
|
|
|
10 |
|
|
|
|
1 |
|
|
|
|
|
|
|
|
14 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(10 |
) |
|
|
|
|
|
(3 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(13 |
) |
|
|
|
(2 |
) |
|
|
(57 |
) |
|
|
(35 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(94 |
) |
|
(195 |
) |
|
(136 |
) |
|
|
(42 |
) |
|
|
(111 |
) |
|
|
|
(86 |
) |
|
|
(29 |
) |
|
|
|
(599 |
) |
|
|
|
(209 |
) |
|
|
(146 |
) |
|
|
(46 |
) |
|
|
(172 |
) |
|
|
|
(99 |
) |
|
|
(38 |
) |
|
|
|
(710 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(384 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
(384 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
857 |
|
|
882 |
|
|
|
173 |
|
|
|
993 |
|
|
|
|
416 |
|
|
|
145 |
|
|
|
|
3,466 |
|
|
|
|
953 |
|
|
|
1,145 |
|
|
|
245 |
|
|
|
798 |
|
|
|
|
458 |
|
|
|
146 |
|
|
|
|
3,745 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
18 |
|
|
|
|
|
|
276 |
|
|
|
457 |
|
|
|
|
392 |
|
|
|
|
|
|
|
|
1,143 |
|
|
|
|
21 |
|
|
|
|
|
|
|
304 |
|
|
|
86 |
|
|
|
|
413 |
|
|
|
|
|
|
|
|
824 |
|
|
(2 |
) |
|
|
|
|
|
8 |
|
|
|
84 |
|
|
|
|
65 |
|
|
|
|
|
|
|
|
155 |
|
|
|
|
|
|
|
|
|
|
|
|
(22 |
) |
|
|
(13 |
) |
|
|
|
18 |
|
|
|
|
|
|
|
|
(17 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
38 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
38 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4 |
|
|
|
|
|
|
|
|
4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(2 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(2 |
) |
|
|
|
|
|
|
|
|
|
|
|
(1 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1 |
) |
|
(2 |
) |
|
|
|
|
|
(41 |
) |
|
|
(51 |
) |
|
|
|
(36 |
) |
|
|
|
|
|
|
|
(130 |
) |
|
|
|
(3 |
) |
|
|
|
|
|
|
(43 |
) |
|
|
|
|
|
|
|
(39 |
) |
|
|
|
|
|
|
|
(85 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
384 |
|
|
|
|
|
|
|
|
|
|
|
|
|
384 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
14 |
|
|
|
|
|
|
241 |
|
|
|
490 |
|
|
|
|
425 |
|
|
|
|
|
|
|
|
1,170 |
|
|
|
|
18 |
|
|
|
|
|
|
|
276 |
|
|
|
457 |
|
|
|
|
392 |
|
|
|
|
|
|
|
|
1,143 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
18 |
|
|
|
|
|
|
|
121 |
|
|
|
|
|
|
|
|
18 |
|
|
|
|
157 |
|
|
|
|
|
|
|
|
23 |
|
|
|
1 |
|
|
|
109 |
|
|
|
|
|
|
|
|
14 |
|
|
|
|
147 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
million barrels 2005 |
|
|
|
million barrels 2004 |
|
|
Eastern Hemisphere |
|
|
|
Western Hemisphere |
|
|
|
|
|
|
|
Eastern Hemisphere |
|
|
|
Western Hemisphere |
|
|
|
|
|
|
|
|
|
|
|
|
Asia |
|
|
Middle East |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asia |
|
|
Middle East |
|
|
|
|
|
|
|
|
|
|
|
|
|
Europe |
|
Africa[A] |
|
|
Pacific[B] |
|
|
Russia, CIS[C] |
|
|
|
USA |
|
|
Other |
|
|
|
Total |
|
|
|
Europe |
|
|
Africa[A] |
|
|
Pacific[B] |
|
|
Russia, CIS[C] |
|
|
|
USA |
|
|
Other |
|
|
|
Total |
|
|
740 |
|
|
617 |
|
|
|
134 |
|
|
|
475 |
|
|
|
|
242 |
|
|
|
115 |
|
|
|
|
2,323 |
|
|
|
|
945 |
|
|
|
777 |
|
|
|
184 |
|
|
|
864 |
|
|
|
|
291 |
|
|
|
191 |
|
|
|
|
3,252 |
|
|
639 |
|
|
532 |
|
|
|
93 |
|
|
|
437 |
|
|
|
|
230 |
|
|
|
86 |
|
|
|
|
2,017 |
|
|
|
|
740 |
|
|
|
617 |
|
|
|
134 |
|
|
|
475 |
|
|
|
|
242 |
|
|
|
115 |
|
|
|
|
2,323 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
15 |
|
|
|
|
|
|
187 |
|
|
|
360 |
|
|
|
|
349 |
|
|
|
|
|
|
|
|
911 |
|
|
|
|
17 |
|
|
|
|
|
|
|
224 |
|
|
|
1 |
|
|
|
|
364 |
|
|
|
|
|
|
|
|
606 |
|
|
12 |
|
|
|
|
|
|
163 |
|
|
|
360 |
|
|
|
|
346 |
|
|
|
|
|
|
|
|
881 |
|
|
|
|
15 |
|
|
|
|
|
|
|
187 |
|
|
|
360 |
|
|
|
|
349 |
|
|
|
|
|
|
|
|
911 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
million barrels 2005 |
|
|
|
million barrels 2004 |
|
|
Eastern Hemisphere |
|
|
|
Western Hemisphere |
|
|
|
|
|
|
|
|
Eastern Hemisphere |
|
|
|
Western Hemisphere |
|
|
|
|
|
|
|
|
|
|
|
|
Asia |
|
|
Middle East |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asia |
|
|
Middle East |
|
|
|
|
|
|
|
|
|
|
|
|
|
Europe |
|
Africa[A] |
|
|
Pacific[B] |
|
|
Russia, CIS[C] |
|
|
|
USA |
|
|
Other |
|
|
|
Total |
|
|
|
Europe |
|
|
Africa[A] |
|
|
Pacific[B] |
|
|
Russia, CIS[C] |
|
|
|
USA |
|
|
Other |
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
615 |
|
|
|
|
615 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
572 |
|
|
|
|
572 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
166 |
|
|
|
|
166 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
72 |
|
|
|
|
72 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(35 |
) |
|
|
|
(35 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(29 |
) |
|
|
|
(29 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
746 |
|
|
|
|
746 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
615 |
|
|
|
|
615 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
164 |
|
|
|
|
164 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
135 |
|
|
|
|
135 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Royal Dutch Shell plc 163
SUPPLEMENTARY INFORMATION OIL AND GAS (UNAUDITED)
NATURAL GAS
Group companies estimated net proved reserves of natural gas at the end of the year, their
share of the net proved reserves of equity accounted investments at the end of the year, and the
changes in such reserves during the year are set out below. The volumes in the table below have not
been adjusted to standard heat content. Apart from integrated LNG and GTL projects, volumes of gas
are reported on an as-sold basis and are treated as equivalent without regard to the quality of
the gas (e.g. with respect to the inert gas content thereof or the various hydrocarbon components).
The price used to calculate future revenues and cash flows from proved gas reserves is that
realised at year-end based on as-sold volumes. For integrated LNG and GTL projects the volumes
reported are those measured at a designated transfer point between the upstream and downstream
portions of the integrated project and reflect the composition of the gas stream at this point. As
such, the realised or the applicable integrated project transfer price reflects the quality of the
gas, both in terms of inert components that reduce gas quality and hydrocarbon components with high
molecular weights that enrich the quality of the gas.
Significant changes in natural gas proved developed and undeveloped reserves are discussed below:
2006 COMPARED TO 2005
Group companies
Europe The downward revision of 302 thousand million scf in revisions and reclassifications was
primarily related to year-end price effects and field re-evaluations in a number of fields following
the acquisition of new well and performance data.
Africa The downward revision of 266 thousand million scf in revisions and reclassifications was
primarily related to field re-evaluations in a number of fields following the acquisition of new
performance data, review of the applicability of analogue reservoirs and re-appraisal of future
development plans. This is offset by the increase of 348 thousand million scf in extensions and
discoveries that is primarily related to the maturation of a number of gas projects committed to
LNG and domestic gas.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
PROVED DEVELOPED AND UNDEVELOPED RESERVES [A] |
|
|
thousand million standard cubic feet 2006 |
|
|
|
|
Eastern
Hemisphere |
|
|
|
Western
Hemisphere |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asia |
|
|
Middle East |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Europe |
|
|
Africa[B] |
|
|
Pacific[C] |
|
|
Russia, CIS[D] |
|
|
|
USA |
|
|
Other |
|
|
|
Total |
|
Group companies |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At January 1 |
|
|
|
5,748 |
|
|
|
2,173 |
|
|
|
5,615 |
|
|
|
7,239 |
|
|
|
|
2,680 |
|
|
|
1,457 |
|
|
|
|
24,912 |
|
Revisions and reclassifications |
|
|
|
(302 |
) |
|
|
(266 |
) |
|
|
431 |
|
|
|
(274 |
) |
|
|
|
167 |
|
|
|
(45 |
) |
|
|
|
(289 |
) |
Improved recovery |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Extensions and discoveries |
|
|
|
228 |
|
|
|
348 |
|
|
|
61 |
|
|
|
6,723 |
|
|
|
|
115 |
|
|
|
101 |
|
|
|
|
7,576 |
|
Purchases of minerals in place |
|
|
|
18 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
97 |
|
|
|
|
|
|
|
|
115 |
|
Sales of minerals in place |
|
|
|
(20 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(6 |
) |
|
|
(3 |
) |
|
|
|
(29 |
) |
Production |
|
|
|
(721 |
) |
|
|
(166 |
) |
|
|
(622 |
) |
|
|
(106 |
) |
|
|
|
(424 |
) |
|
|
(188 |
) |
|
|
|
(2,227 |
) |
|
|
|
|
|
|
|
|
|
|
At December 31 |
|
|
|
4,951 |
|
|
|
2,089 |
|
|
|
5,485 |
|
|
|
13,582 |
|
|
|
|
2,629 |
|
|
|
1,322 |
|
|
|
|
30,058 |
|
|
|
|
|
|
|
|
|
|
|
Group share of equity accounted investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At January 1 |
|
|
|
11,974 |
|
|
|
|
|
|
|
2,712 |
|
|
|
|
|
|
|
|
18 |
|
|
|
|
|
|
|
|
14,704 |
|
Revisions and reclassifications |
|
|
|
420 |
|
|
|
|
|
|
|
(276 |
) |
|
|
|
|
|
|
|
(12 |
) |
|
|
1 |
|
|
|
|
133 |
|
Improved recovery |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Extensions and discoveries |
|
|
|
73 |
|
|
|
|
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
75 |
|
Purchases of minerals in place |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Sales of minerals in place |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Production |
|
|
|
(565 |
) |
|
|
|
|
|
|
(262 |
) |
|
|
|
|
|
|
|
(1 |
) |
|
|
|
|
|
|
|
(828 |
) |
|
|
|
|
|
|
|
|
|
|
At December 31 |
|
|
|
11,902 |
|
|
|
|
|
|
|
2,176 |
|
|
|
|
|
|
|
|
5 |
|
|
|
1 |
|
|
|
|
14,084 |
|
|
|
|
|
|
|
|
|
|
|
Minority interests share of proved reserves of Group companies |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At December 31 |
|
|
|
|
|
|
|
|
|
|
|
33 |
|
|
|
3,132 |
|
|
|
|
|
|
|
|
241 |
|
|
|
|
3,406 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
PROVED DEVELOPED RESERVES [A] |
|
|
thousand million standard cubic feet 2006 |
|
|
|
|
Eastern
Hemisphere |
|
|
|
Western
Hemisphere |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asia |
|
|
Middle East |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Europe |
|
|
Africa[B] |
|
|
Pacific[C] |
|
|
Russia, CIS[D] |
|
|
|
USA |
|
|
Other |
|
|
|
Total |
|
Group companies |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At January 1 |
|
|
|
3,662 |
|
|
|
782 |
|
|
|
2,249 |
|
|
|
225 |
|
|
|
|
1,608 |
|
|
|
906 |
|
|
|
|
9,432 |
|
At December 31 |
|
|
|
3,224 |
|
|
|
601 |
|
|
|
2,263 |
|
|
|
134 |
|
|
|
|
1,504 |
|
|
|
871 |
|
|
|
|
8,597 |
|
|
|
|
|
|
|
|
|
|
|
Group share of equity accounted investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At January 1 |
|
|
|
10,109 |
|
|
|
|
|
|
|
1,443 |
|
|
|
|
|
|
|
|
15 |
|
|
|
|
|
|
|
|
11,567 |
|
At December 31 |
|
|
|
9,827 |
|
|
|
|
|
|
|
1,260 |
|
|
|
|
|
|
|
|
4 |
|
|
|
1 |
|
|
|
|
11,092 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
[A] |
|
These quantities have not been adjusted to standard heat content. |
|
[B] |
|
Excludes Egypt. |
|
[C] |
|
Excludes Sakhalin. |
|
[D] |
|
Includes Caspian region, Egypt and Sakhalin. |
164 Royal Dutch Shell plc
Asia Pacific The increase of 431 thousand million scf in revisions and reclassifications
was primarily related to increases in proved gas in place volumes in a number of fields as a result
of additional well data.
Middle East, Russia, CIS The increase of 6,723 thousand million scf in extensions and
discoveries was primarily related to the recognition of gas reserves for our GTL project in Qatar,
which took final investment decision during 2006.
Equity accounted investments
Asia Pacific The downward revision of 276 thousand million scf in revisions and
reclassifications was primarily related to the acquisition of new performance data and the
re-appraisal of future development plans.
2005 COMPARED TO 2004
Group companies
Africa The largest single factor contributing to the decrease of 221 thousand million scf in
revisions and reclassifications was a review of ongoing projects which took into account continuing
funding constraints imposed by joint venture partners as well as increasing cost pressures and
resulted in a redefinition and re-prioritisation of a number of large integrated oil and gas
gathering projects to optimise use of available capital and investment opportunities. The remainder
of the reduction is attributable to other factors, primarily including production performance, the
use of revised volumetric analyses, increased cost estimates, re-evaluation of the applicability of
analogues and revisions to development plans.
Asia Pacific The downward revision of 669 thousand million scf in revisions and
reclassifications was primarily due to development drilling in certain Malaysian properties that
confirmed the presence of structural uncertainties.
Middle East, Russia, CIS The increase of 1,842 thousand million scf in extensions and
discoveries was primarily due to new sales agreements and modifications to development plans
covering gas volumes to be produced from the Sakhalin development in Russia.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
thousand million standard cubic feet 2005 |
|
|
|
thousand million standard cubic feet 2004 |
|
|
Eastern Hemisphere |
|
|
|
Western Hemisphere |
|
|
|
|
|
|
|
|
Eastern Hemisphere |
|
|
|
Western Hemisphere |
|
|
|
|
|
|
|
|
|
|
|
|
Asia |
|
|
Middle East |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asia |
|
|
Middle East |
|
|
|
|
|
|
|
|
|
|
|
|
|
Europe |
|
Africa[B] |
|
|
Pacific[C] |
|
Russia, CIS[D] |
|
|
|
USA |
|
|
Other |
|
|
|
Total |
|
|
|
Europe |
|
|
Africa[B] |
|
|
Pacific[C] |
|
Russia, CIS[D] |
|
|
|
USA |
|
|
Other |
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5,964 |
|
|
2,532 |
|
|
|
6,579 |
|
|
|
5,607 |
|
|
|
|
2,823 |
|
|
|
1,545 |
|
|
|
|
25,050 |
|
|
|
|
6,697 |
|
|
|
2,743 |
|
|
|
7,184 |
|
|
|
3,796 |
|
|
|
|
3,143 |
|
|
|
1,628 |
|
|
|
|
25,191 |
|
|
289 |
|
|
(221 |
) |
|
|
(669 |
) |
|
|
(91 |
) |
|
|
|
116 |
|
|
|
(47 |
) |
|
|
|
(623 |
) |
|
|
|
(172 |
) |
|
|
(74 |
) |
|
|
42 |
|
|
|
221 |
|
|
|
|
(100 |
) |
|
|
(45 |
) |
|
|
|
(128 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4 |
|
|
|
|
13 |
|
|
234 |
|
|
|
|
|
|
213 |
|
|
|
1,842 |
|
|
|
|
148 |
|
|
|
135 |
|
|
|
|
2,572 |
|
|
|
|
213 |
|
|
|
|
|
|
|
171 |
|
|
|
2,128 |
|
|
|
|
257 |
|
|
|
192 |
|
|
|
|
2,961 |
|
|
57 |
|
|
|
|
|
|
61 |
|
|
|
|
|
|
|
|
11 |
|
|
|
6 |
|
|
|
|
135 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9 |
|
|
|
|
|
|
|
|
9 |
|
|
(18 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(18 |
) |
|
|
|
(48 |
) |
|
|
|
|
|
|
(310 |
) |
|
|
(258 |
) |
|
|
|
|
|
|
|
(37 |
) |
|
|
|
(653 |
) |
|
(778 |
) |
|
(138 |
) |
|
|
(569 |
) |
|
|
(119 |
) |
|
|
|
(418 |
) |
|
|
(182 |
) |
|
|
|
(2,204 |
) |
|
|
|
(735 |
) |
|
|
(137 |
) |
|
|
(508 |
) |
|
|
(280 |
) |
|
|
|
(486 |
) |
|
|
(197 |
) |
|
|
|
(2,343 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5,748 |
|
|
2,173 |
|
|
|
5,615 |
|
|
|
7,239 |
|
|
|
|
2,680 |
|
|
|
1,457 |
|
|
|
|
24,912 |
|
|
|
|
5,964 |
|
|
|
2,532 |
|
|
|
6,579 |
|
|
|
5,607 |
|
|
|
|
2,823 |
|
|
|
1,545 |
|
|
|
|
25,050 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12,513 |
|
|
|
|
|
|
2,987 |
|
|
|
|
|
|
|
|
17 |
|
|
|
|
|
|
|
|
15,517 |
|
|
|
|
13,219 |
|
|
|
|
|
|
|
3,122 |
|
|
|
|
|
|
|
|
27 |
|
|
|
|
|
|
|
|
16,368 |
|
|
31 |
|
|
|
|
|
|
(23 |
) |
|
|
|
|
|
|
|
3 |
|
|
|
|
|
|
|
|
11 |
|
|
|
|
(97 |
) |
|
|
|
|
|
|
120 |
|
|
|
|
|
|
|
|
(8 |
) |
|
|
|
|
|
|
|
15 |
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
45 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
45 |
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5 |
|
|
|
|
8 |
|
|
|
|
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(3 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(3 |
) |
|
|
|
|
|
|
|
|
|
|
|
(55 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(55 |
) |
|
(574 |
) |
|
|
|
|
|
(252 |
) |
|
|
|
|
|
|
|
(2 |
) |
|
|
|
|
|
|
|
(828 |
) |
|
|
|
(617 |
) |
|
|
|
|
|
|
(246 |
) |
|
|
|
|
|
|
|
(2 |
) |
|
|
|
|
|
|
|
(865 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11,974 |
|
|
|
|
|
|
2,712 |
|
|
|
|
|
|
|
|
18 |
|
|
|
|
|
|
|
|
14,704 |
|
|
|
|
12,513 |
|
|
|
|
|
|
|
2,987 |
|
|
|
|
|
|
|
|
17 |
|
|
|
|
|
|
|
|
15,517 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
36 |
|
|
|
3,059 |
|
|
|
|
|
|
|
|
261 |
|
|
|
|
3,356 |
|
|
|
|
|
|
|
|
|
|
|
|
56 |
|
|
|
2,231 |
|
|
|
|
|
|
|
|
274 |
|
|
|
|
2,561 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
thousand million standard cubic feet 2005 |
|
|
|
thousand million standard cubic feet 2004 |
|
|
Eastern Hemisphere |
|
|
|
Western Hemisphere |
|
|
|
|
|
|
|
|
Eastern Hemisphere |
|
|
|
Western Hemisphere |
|
|
|
|
|
|
|
|
|
|
|
|
Asia |
|
|
Middle East |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asia |
|
|
Middle East |
|
|
|
|
|
|
|
|
|
|
|
|
|
Europe |
|
Africa[B] |
|
|
Pacific[C] |
|
Russia, CIS[D] |
|
|
|
USA |
|
|
Other |
|
|
|
Total |
|
|
|
Europe |
|
|
Africa[B] |
|
|
Pacific[C] |
|
Russia, CIS[D] |
|
|
|
USA |
|
|
Other |
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,258 |
|
|
919 |
|
|
|
2,553 |
|
|
|
315 |
|
|
|
|
1,875 |
|
|
|
1,080 |
|
|
|
|
10,000 |
|
|
|
|
3,792 |
|
|
|
886 |
|
|
|
3,012 |
|
|
|
562 |
|
|
|
|
1,754 |
|
|
|
1,297 |
|
|
|
|
11,303 |
|
|
3,662 |
|
|
782 |
|
|
|
2,249 |
|
|
|
225 |
|
|
|
|
1,608 |
|
|
|
906 |
|
|
|
|
9,432 |
|
|
|
|
3,258 |
|
|
|
919 |
|
|
|
2,553 |
|
|
|
315 |
|
|
|
|
1,875 |
|
|
|
1,080 |
|
|
|
|
10,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9,731 |
|
|
|
|
|
|
1,606 |
|
|
|
|
|
|
|
|
15 |
|
|
|
|
|
|
|
|
11,352 |
|
|
|
|
7,719 |
|
|
|
|
|
|
|
1,825 |
|
|
|
|
|
|
|
|
22 |
|
|
|
|
|
|
|
|
9,566 |
|
|
10,109 |
|
|
|
|
|
|
1,443 |
|
|
|
|
|
|
|
|
15 |
|
|
|
|
|
|
|
|
11,567 |
|
|
|
|
9,731 |
|
|
|
|
|
|
|
1,606 |
|
|
|
|
|
|
|
|
15 |
|
|
|
|
|
|
|
|
11,352 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Royal Dutch Shell plc 165
SUPPLEMENTARY INFORMATION OIL AND GAS (UNAUDITED)
STANDARDISED MEASURE OF DISCOUNTED FUTURE CASH FLOWS
United States accounting principles require the disclosure of a standardised measure of
discounted future cash flows, relating to proved oil and gas reserve quantities and based on prices
and costs at the end of each year, currently enacted tax rates and a 10% annual discount factor.
The information so calculated does not provide a reliable measure of future cash flows from proved
reserves, nor does it permit a realistic comparison to be made of one entity with another because
the assumptions used cannot reflect the varying circumstances within each entity. In addition a
substantial but unknown proportion of future real cash flows from oil and gas production activities
is expected to derive from reserves which have already been discovered, but which cannot yet be
regarded as proved.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
Eastern Hemisphere |
|
|
|
Western Hemisphere |
|
|
|
2006 |
|
|
|
|
|
|
|
|
|
|
|
|
Asia |
|
|
Middle East |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Europe |
|
|
Africa[A] |
|
|
Pacific[B] |
|
|
Russia, CIS[C] |
|
|
|
USA |
|
|
Other |
|
|
|
Total |
|
Group companies |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Future cash inflows |
|
|
|
75,438 |
|
|
|
49,408 |
|
|
|
23,993 |
|
|
|
101,791 |
|
|
|
|
35,586 |
|
|
|
11,176 |
|
|
|
|
297,392 |
|
Future production costs |
|
|
|
31,321 |
|
|
|
14,410 |
|
|
|
6,414 |
|
|
|
25,498 |
|
|
|
|
16,504 |
|
|
|
4,946 |
|
|
|
|
99,093 |
|
Future development costs |
|
|
|
10,976 |
|
|
|
5,853 |
|
|
|
5,603 |
|
|
|
19,654 |
|
|
|
|
4,952 |
|
|
|
1,115 |
|
|
|
|
48,153 |
|
Future tax expenses |
|
|
|
24,112 |
|
|
|
17,388 |
|
|
|
4,086 |
|
|
|
20,735 |
|
|
|
|
4,946 |
|
|
|
1,340 |
|
|
|
|
72,607 |
|
|
|
|
|
|
|
|
|
|
|
Future net cash flows |
|
|
|
9,029 |
|
|
|
11,757 |
|
|
|
7,890 |
|
|
|
35,904 |
|
|
|
|
9,184 |
|
|
|
3,775 |
|
|
|
|
77,539 |
|
Effect of discounting cash flows at 10% |
|
|
|
808 |
|
|
|
3,324 |
|
|
|
3,371 |
|
|
|
23,531 |
|
|
|
|
2,333 |
|
|
|
1,127 |
|
|
|
|
34,494 |
|
|
|
|
|
|
|
|
|
|
|
Standardised measure of discounted future net cash flows |
|
|
|
8,221 |
|
|
|
8,433 |
|
|
|
4,519 |
|
|
|
12,373 |
|
|
|
|
6,851 |
|
|
|
2,648 |
|
|
|
|
43,045 |
|
|
|
|
|
|
|
|
|
|
|
Group share of equity accounted investments |
|
|
|
8,718 |
|
|
|
|
|
|
|
1,960 |
|
|
|
745 |
|
|
|
|
3,519 |
|
|
|
285 |
|
|
|
|
15,227 |
|
|
|
|
|
|
|
|
|
|
|
Minority interests included |
|
|
|
|
|
|
|
107 |
|
|
|
2 |
|
|
|
3,877 |
|
|
|
|
|
|
|
|
489 |
|
|
|
|
4,475 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
Eastern Hemisphere |
|
|
|
Western Hemisphere |
|
|
|
2005 |
|
|
|
|
|
|
|
|
|
|
|
|
Asia |
|
|
Middle East |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Europe |
|
|
Africa[A] |
|
|
Pacific[B] |
|
|
Russia, CIS[C] |
|
|
|
USA |
|
|
Other |
|
|
|
Total |
|
Group companies |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Future cash inflows |
|
|
|
100,668 |
|
|
|
53,262 |
|
|
|
24,173 |
|
|
|
87,660 |
|
|
|
|
48,640 |
|
|
|
17,144 |
|
|
|
|
331,547 |
|
Future production costs |
|
|
|
31,018 |
|
|
|
14,461 |
|
|
|
5,338 |
|
|
|
23,444 |
|
|
|
|
9,376 |
|
|
|
4,528 |
|
|
|
|
88,165 |
|
Future development costs |
|
|
|
8,986 |
|
|
|
5,052 |
|
|
|
4,756 |
|
|
|
19,618 |
|
|
|
|
2,490 |
|
|
|
974 |
|
|
|
|
41,876 |
|
Future tax expenses |
|
|
|
39,808 |
|
|
|
18,071 |
|
|
|
4,776 |
|
|
|
18,444 |
|
|
|
|
13,743 |
|
|
|
3,215 |
|
|
|
|
98,057 |
|
|
|
|
|
|
|
|
|
|
|
Future net cash flows |
|
|
|
20,856 |
|
|
|
15,678 |
|
|
|
9,303 |
|
|
|
26,154 |
|
|
|
|
23,031 |
|
|
|
8,427 |
|
|
|
|
103,449 |
|
Effect of discounting cash flows at 10% |
|
|
|
6,745 |
|
|
|
4,359 |
|
|
|
3,954 |
|
|
|
19,175 |
|
|
|
|
8,177 |
|
|
|
2,781 |
|
|
|
|
45,191 |
|
|
|
|
|
|
|
|
|
|
|
Standardised measure of discounted future net cash flows |
|
|
|
14,111 |
|
|
|
11,319 |
|
|
|
5,349 |
|
|
|
6,979 |
|
|
|
|
14,854 |
|
|
|
5,646 |
|
|
|
|
58,258 |
|
|
|
|
|
|
|
|
|
|
|
Group share of equity accounted investments |
|
|
|
8,597 |
|
|
|
|
|
|
|
2,887 |
|
|
|
980 |
|
|
|
|
4,339 |
|
|
|
|
|
|
|
|
16,803 |
|
|
|
|
|
|
|
|
|
|
|
Minority interests included |
|
|
|
|
|
|
|
174 |
|
|
|
20 |
|
|
|
1,687 |
|
|
|
|
|
|
|
|
885 |
|
|
|
|
2,766 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
Eastern Hemisphere |
|
|
|
Western Hemisphere |
|
|
|
2004 |
|
|
|
|
|
|
|
|
|
|
|
|
Asia |
|
|
Middle East |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Europe |
|
|
Africa[A] |
|
|
Pacific[B] |
|
|
Russia, CIS[C] |
|
|
|
USA |
|
|
Other |
|
|
|
Total |
|
Group companies |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Future cash inflows |
|
|
|
68,937 |
|
|
|
47,326 |
|
|
|
25,873 |
|
|
|
52,153 |
|
|
|
|
33,525 |
|
|
|
12,578 |
|
|
|
|
240,392 |
|
Future production costs |
|
|
|
24,580 |
|
|
|
13,354 |
|
|
|
4,747 |
|
|
|
10,155 |
|
|
|
|
5,354 |
|
|
|
3,600 |
|
|
|
|
61,790 |
|
Future development costs |
|
|
|
10,246 |
|
|
|
4,928 |
|
|
|
3,647 |
|
|
|
10,238 |
|
|
|
|
1,841 |
|
|
|
834 |
|
|
|
|
31,734 |
|
Future tax expenses |
|
|
|
19,391 |
|
|
|
16,831 |
|
|
|
5,993 |
|
|
|
14,185 |
|
|
|
|
9,860 |
|
|
|
2,074 |
|
|
|
|
68,334 |
|
|
|
|
|
|
|
|
|
|
|
Future net cash flows |
|
|
|
14,720 |
|
|
|
12,213 |
|
|
|
11,486 |
|
|
|
17,575 |
|
|
|
|
16,470 |
|
|
|
6,070 |
|
|
|
|
78,534 |
|
Effect of discounting cash flows at 10% |
|
|
|
4,517 |
|
|
|
4,037 |
|
|
|
5,189 |
|
|
|
11,456 |
|
|
|
|
5,803 |
|
|
|
2,007 |
|
|
|
|
33,009 |
|
|
|
|
|
|
|
|
|
|
|
Standardised measure of discounted future net cash flows |
|
|
|
10,203 |
|
|
|
8,176 |
|
|
|
6,297 |
|
|
|
6,119 |
|
|
|
|
10,667 |
|
|
|
4,063 |
|
|
|
|
45,525 |
|
|
|
|
|
|
|
|
|
|
|
Group share of equity accounted investments |
|
|
|
6,872 |
|
|
|
|
|
|
|
2,814 |
|
|
|
187 |
|
|
|
|
2,429 |
|
|
|
|
|
|
|
|
12,302 |
|
|
|
|
|
|
|
|
|
|
|
Minority interests included |
|
|
|
|
|
|
|
180 |
|
|
|
36 |
|
|
|
1,078 |
|
|
|
|
|
|
|
|
548 |
|
|
|
|
1,842 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
[A] |
|
Excludes Egypt. |
|
[B] |
|
Excludes Sakhalin. |
|
[C] |
|
Includes Caspian region, Egypt and Sakhalin. |
166
Royal Dutch Shell plc
|
|
|
|
|
|
|
|
|
|
|
|
|
Change in standardised measure of Group companies discounted future net cash flows relating to proved oil and gas reserves |
|
|
$ million |
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
At January 1 |
|
|
58,258 |
|
|
|
45,525 |
|
|
|
38,575 |
|
Net changes in prices and production costs |
|
|
(18,339 |
) |
|
|
45,352 |
|
|
|
26,347 |
|
Extensions, discoveries and improved recovery |
|
|
10,540 |
|
|
|
14,467 |
|
|
|
6,248 |
|
Purchases and sales of minerals in place |
|
|
456 |
|
|
|
(236 |
) |
|
|
(564 |
) |
Revisions of previous reserve estimates |
|
|
2,232 |
|
|
|
1,278 |
|
|
|
326 |
|
Development cost related to future production |
|
|
(11,236 |
) |
|
|
(14,030 |
) |
|
|
(6,873 |
) |
Sales and transfers of oil and gas, net of production costs[A] |
|
|
(37,351 |
) |
|
|
(33,646 |
) |
|
|
(25,430 |
) |
Development cost incurred during the year |
|
|
11,323 |
|
|
|
9,154 |
|
|
|
9,224 |
|
Accretion of discount |
|
|
10,958 |
|
|
|
8,259 |
|
|
|
6,413 |
|
Net change in income tax |
|
|
16,204 |
|
|
|
(17,865 |
) |
|
|
(8,741 |
) |
|
At December 31 |
|
|
43,045 |
|
|
|
58,258 |
|
|
|
45,525 |
|
|
|
|
|
[A] |
|
Includes a transfer of proved reserves from Group to equity accounted investments of 384
million barrels in 2004 ($260 million). |
ADDITIONAL INFORMATION CONCERNING PROVED RESERVES
Proved reserves can be either developed or undeveloped. Group companies proved reserves at
December 31, 2006 were divided into 37% developed and 63% undeveloped on a barrel of oil equivalent
basis.
Proved reserves are recognised under various forms of contractual agreements. Group proved reserves
volumes present in agreements such as production sharing contracts (PSCs) or other forms of
economic entitlement contracts where Group share of reserves can vary with actual year-end price
are approximately 1,146 million barrels of crude oil and natural gas liquids, and 17,025 thousand
million standard cubic feet of gas.
Royal Dutch Shell plc 167
SUPPLEMENTARY INFORMATION
Derivatives and other financial instruments and derivative
commodity instruments (unaudited)
The following information is provided in accordance with the Securities and Exchange
Commission rules issued in 1997. The contract/notional amounts of the derivative instruments
outstanding give an indication of the extent of the use of these instruments but not of the
exposure to credit or market risk. Variable interest rates stated are spot rates applying as at
December 31. Amounts denominated in non-US dollar currencies have been translated using spot
exchange rates at December 31. Associated companies data are excluded.
DEBT SECURITIES HELD FOR TRADING PURPOSES
There were no debt securities held for trading purposes by Group companies at December 31,
2006 or at December 31, 2005.
DEBT SECURITIES HELD FOR PURPOSES OTHER THAN TRADING
The following two tables give details of debt securities held for purposes other than trading
by Group companies at December 31 at estimated fair value, by year of maturity.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2012 |
|
|
|
|
|
|
2007 |
|
|
2008 |
|
|
2009 |
|
|
2010 |
|
|
2011 |
|
|
and other |
|
|
Total |
|
Fixed rate dollar debt securities |
|
|
255 |
|
|
|
30 |
|
|
|
12 |
|
|
|
26 |
|
|
|
3 |
|
|
|
54 |
|
|
|
380 |
|
average interest rate |
|
|
5.5% |
|
|
|
6.1% |
|
|
|
3.8% |
|
|
|
4.0% |
|
|
|
5.3% |
|
|
|
6.8% |
|
|
|
|
|
Variable rate dollar debt securities |
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2 |
|
average interest rate |
|
|
3.2% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed rate euro debt securities |
|
|
68 |
|
|
|
|
|
|
|
25 |
|
|
|
20 |
|
|
|
|
|
|
|
126 |
|
|
|
239 |
|
average interest rate |
|
|
4.8% |
|
|
|
|
|
|
|
4.0% |
|
|
|
5.8% |
|
|
|
|
|
|
|
5.0% |
|
|
|
|
|
Fixed rate UK pound debt securities |
|
|
|
|
|
|
7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
27 |
|
|
|
34 |
|
average interest rate |
|
|
|
|
|
|
5.0% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6.5% |
|
|
|
|
|
Fixed rate Canadian dollar debt securities |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10 |
|
|
|
11 |
|
average interest rate |
|
|
4.5% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8.4% |
|
|
|
|
|
Other fixed rate debt securities |
|
|
27 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3 |
|
|
|
10 |
|
|
|
40 |
|
average interest rate |
|
|
6.6% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5.3% |
|
|
|
5.2% |
|
|
|
|
|
|
Total |
|
|
353 |
|
|
|
37 |
|
|
|
37 |
|
|
|
46 |
|
|
|
6 |
|
|
|
227 |
|
|
|
706 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2005 |
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2011 |
|
|
|
|
|
|
2006 |
|
|
2007 |
|
|
2008 |
|
|
2009 |
|
|
2010 |
|
|
and after |
|
|
Total |
|
Fixed rate dollar debt securities |
|
|
1,208 |
|
|
|
113 |
|
|
|
30 |
|
|
|
11 |
|
|
|
4 |
|
|
|
63 |
|
|
|
1,429 |
|
average interest rate |
|
|
4.2% |
|
|
|
6.7% |
|
|
|
6.1% |
|
|
|
3.8% |
|
|
|
4.0% |
|
|
|
6.5% |
|
|
|
|
|
Variable rate dollar debt securities |
|
|
9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9 |
|
average interest rate |
|
|
4.0% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed rate euro debt securities |
|
|
370 |
|
|
|
38 |
|
|
|
|
|
|
|
15 |
|
|
|
8 |
|
|
|
113 |
|
|
|
544 |
|
average interest rate |
|
|
2.4% |
|
|
|
5.2% |
|
|
|
|
|
|
|
4.0% |
|
|
|
5.8% |
|
|
|
5.2% |
|
|
|
|
|
Fixed rate UK pound debt securities |
|
|
282 |
|
|
|
|
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
24 |
|
|
|
308 |
|
average interest rate |
|
|
4.6% |
|
|
|
|
|
|
|
5.0% |
|
|
|
|
|
|
|
|
|
|
|
7.2% |
|
|
|
|
|
Fixed rate Canadian dollar debt securities |
|
|
936 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9 |
|
|
|
945 |
|
average interest rate |
|
|
3.2% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8.5% |
|
|
|
|
|
Other fixed rate debt securities |
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10 |
|
|
|
15 |
|
average interest rate |
|
|
12.1% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6.4% |
|
|
|
|
|
Other variable rate debt securities |
|
|
20 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
20 |
|
average interest rate |
|
|
7.4% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
2,830 |
|
|
|
151 |
|
|
|
32 |
|
|
|
26 |
|
|
|
12 |
|
|
|
219 |
|
|
|
3,270 |
|
|
168 Royal Dutch Shell plc
EQUITY SECURITIES HELD FOR PURPOSES OTHER THAN TRADING
At December 31, 2006, Group companies held equity securities for purposes other than trading
amounting to $7,140 million (2005: $7,049 million). These included shares of Royal Dutch Shell,
amounting to $3,316 million (2005: $3,809 million), held in connection with share-based
compensation plans, and a portfolio amounting to $875 million required to be held long term by the
Group insurance companies as security for their insurance activities. The portfolio tracks the
Morgan Stanley World Index and therefore is spread over 20 of the major stock markets according to
respective market capitalisation, including 49% in the USA, 10% in the UK, 11% in Japan, 4% in
France, 3% in Switzerland, 3% in Canada and 3% in Germany.
DEBT
Note 19 to the Consolidated Financial Statements gives details of debt owed by Group
companies at December 31, 2006 and 2005 by year of maturity.
INTEREST RATE SWAPS/FORWARD RATE AGREEMENTS
Note 26 to the Consolidated Financial Statements gives details of interest rate swaps/forward
rate agreements held by Group companies at December 31, 2006 and 2005 by expected year of maturity.
These are held for purposes other than trading. The variable interest rate component of contracts
is generally linked to inter-bank offer rates.
FOREIGN EXCHANGE CONTRACTS
The following two tables give details of forward exchange contracts held by Group companies
at December 31. These are held for purposes other than trading. Contract categories with a
contract/notional amount exceeding $100 million and/or an estimated fair value exceeding $10
million (gain or loss) are listed separately.
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 (all contracts mature in 2007) |
|
|
$ million |
|
|
|
Average |
|
|
Contract/ |
|
|
|
|
|
|
contractual |
|
|
notional |
|
|
Estimated |
|
|
|
exchange rate |
|
|
amount |
|
|
fair value |
|
Buy UK pound/sell dollar |
|
|
1.96 |
|
|
|
3,899 |
|
|
|
3 |
|
Buy euro/sell dollar |
|
|
1.31 |
|
|
|
3,744 |
|
|
|
37 |
|
Buy dollar/sell euro |
|
|
0.76 |
|
|
|
722 |
|
|
|
(2 |
) |
|
Buy
dollar/sell Danish krone |
|
|
5.63 |
|
|
|
621 |
|
|
|
3 |
|
Buy dollar/sell Australian dollar |
|
|
1.28 |
|
|
|
525 |
|
|
|
(4 |
) |
|
Buy Singapore dollar/sell dollar |
|
|
0.65 |
|
|
|
404 |
|
|
|
2 |
|
Buy New Zealand dollar/sell dollar |
|
|
0.69 |
|
|
|
379 |
|
|
|
5 |
|
Buy dollar/sell Norwegian krone |
|
|
6.22 |
|
|
|
279 |
|
|
|
2 |
|
Buy dollar/sell Swedish krone |
|
|
6.99 |
|
|
|
189 |
|
|
|
(4 |
) |
|
Buy Danish krone/sell dollar |
|
|
0.18 |
|
|
|
184 |
|
|
|
-- |
|
Buy euro/sell Swedish krone |
|
|
9.00 |
|
|
|
154 |
|
|
|
1 |
|
Buy Canadian dollar/sell dollar |
|
|
0.87 |
|
|
|
130 |
|
|
|
(1 |
) |
|
Buy Russian ruble/sell dollar |
|
|
0.04 |
|
|
|
130 |
|
|
|
(1 |
) |
|
Buy Australian dollar/sell dollar |
|
|
0.79 |
|
|
|
109 |
|
|
|
-- |
|
Other contracts |
|
|
|
|
|
|
656 |
|
|
|
(1 |
) |
|
|
Total |
|
|
|
|
|
|
12,125 |
|
|
|
40 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2005 (all contracts mature in 2006) |
|
|
$ million |
|
|
|
Average |
|
|
Contract/ |
|
|
|
|
|
|
contractual |
|
|
notional |
|
|
Estimated |
|
|
|
exchange rate |
|
|
amount |
|
|
fair value |
|
Buy UK pound/sell dollar |
|
|
1.76 |
|
|
|
3,205 |
|
|
|
(69 |
) |
Buy dollar/sell euro |
|
|
0.84 |
|
|
|
1,825 |
|
|
|
14 |
|
Buy euro/sell dollar |
|
|
1.21 |
|
|
|
1,781 |
|
|
|
(37 |
) |
Buy dollar/sell Australian dollar |
|
|
1.36 |
|
|
|
843 |
|
|
|
1 |
|
Buy dollar/sell Norwegian krone |
|
|
6.56 |
|
|
|
548 |
|
|
|
15 |
|
Buy UK pound/sell euro |
|
|
1.46 |
|
|
|
479 |
|
|
|
(1 |
) |
Buy Norwegian krone/sell dollar |
|
|
0.15 |
|
|
|
475 |
|
|
|
(2 |
) |
Buy Singapore dollar/sell dollar |
|
|
0.60 |
|
|
|
443 |
|
|
|
3 |
|
Buy New Zealand dollar/sell dollar |
|
|
0.68 |
|
|
|
351 |
|
|
|
2 |
|
Buy dollar/sell Swedish krone |
|
|
7.92 |
|
|
|
341 |
|
|
|
1 |
|
Buy dollar/sell New Zealand dollar |
|
|
1.46 |
|
|
|
202 |
|
|
|
1 |
|
Buy dollar/sell Philippine peso |
|
|
53.72 |
|
|
|
180 |
|
|
|
(2 |
) |
Buy dollar/sell UK pound |
|
|
0.58 |
|
|
|
161 |
|
|
|
|
|
Buy dollar/sell South Africa rand |
|
|
6.37 |
|
|
|
186 |
|
|
|
(1 |
) |
Buy Danish krone/sell euro |
|
|
0.13 |
|
|
|
114 |
|
|
|
|
|
Buy Swedish krone/sell dollar |
|
|
0.13 |
|
|
|
112 |
|
|
|
|
|
Buy dollar/sell Hong Kong dollar |
|
|
7.75 |
|
|
|
109 |
|
|
|
|
|
Buy dollar/sell Malaysian ringgit |
|
|
3.77 |
|
|
|
100 |
|
|
|
|
|
Buy dollar/sell Danish krone |
|
|
6.26 |
|
|
|
100 |
|
|
|
|
|
Other contracts |
|
|
|
|
|
|
549 |
|
|
|
2 |
|
|
Total |
|
|
|
|
|
|
12,104 |
|
|
|
(73 |
) |
|
|
Royal Dutch Shell plc 169
SUPPLEMENTARY INFORMATION DERIVATIVES AND OTHER FINANCIAL INSTRUMENTS AND DERIVATIVE COMMODITY INSTRUMENTS (UNAUDITED)
CURRENCY SWAPS/OPTIONS
The following two tables give details of currency swaps contracts held by Group companies at
December 31, by expected year of maturity. These are held for purposes other than trading. Contract
categories with a contract/notional amount exceeding $100 million and/or an estimated fair value
exceeding $10 million (gain or loss) are listed separately.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
Average |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/ |
|
|
|
|
|
|
contractual |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2012 |
|
|
notional |
|
|
Estimated |
|
|
|
exchange rate |
|
|
2007 |
|
|
2008 |
|
|
2009 |
|
|
2010 |
|
|
2011 |
|
|
and after |
|
|
amount |
|
|
fair value |
|
Buy UK pound/sell dollar |
|
|
1.81 |
|
|
|
861 |
|
|
|
370 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
269 |
|
|
|
1,500 |
|
|
|
137 |
|
Buy Canadian dollar/sell dollar |
|
|
0.83 |
|
|
|
476 |
|
|
|
416 |
|
|
|
565 |
|
|
|
232 |
|
|
|
172 |
|
|
|
|
|
|
|
1,861 |
|
|
|
(130 |
) |
Buy dollar/sell Brazilian real |
|
|
2.71 |
|
|
|
151 |
|
|
|
82 |
|
|
|
52 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
285 |
|
|
|
(128 |
) |
Buy euro/sell UK pound |
|
|
0.65 |
|
|
|
940 |
|
|
|
401 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,341 |
|
|
|
53 |
|
Buy dollar/sell Norwegian krone |
|
|
6.45 |
|
|
|
1,056 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,056 |
|
|
|
(28 |
) |
Buy Australian dollar/sell dollar |
|
|
0.79 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
395 |
|
|
|
|
|
|
|
395 |
|
|
|
(6 |
) |
Buy dollar/sell Canadian dollar |
|
|
1.14 |
|
|
|
159 |
|
|
|
30 |
|
|
|
41 |
|
|
|
|
|
|
|
40 |
|
|
|
|
|
|
|
270 |
|
|
|
50 |
|
Buy dollar/sell euro |
|
|
1.25 |
|
|
|
|
|
|
|
522 |
|
|
|
416 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
938 |
|
|
|
52 |
|
Buy dollar/sell UK pound |
|
|
0.52 |
|
|
|
|
|
|
|
594 |
|
|
|
|
|
|
|
568 |
|
|
|
|
|
|
|
|
|
|
|
1,162 |
|
|
|
11 |
|
Buy dollar/sell Swiss francs |
|
|
1.30 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
231 |
|
|
|
|
|
|
|
231 |
|
|
|
9 |
|
Buy dollar/sell Thai baht |
|
|
36.04 |
|
|
|
258 |
|
|
|
11 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
269 |
|
|
|
(1 |
) |
Buy Hungarian forint/sell dollar |
|
|
191.00 |
|
|
|
24 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
24 |
|
|
|
1 |
|
Buy Hong Kong dollar/sell dollar |
|
|
7.77 |
|
|
|
22 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
22 |
|
|
|
|
|
|
Total |
|
|
|
|
|
|
3,947 |
|
|
|
2,426 |
|
|
|
1,074 |
|
|
|
800 |
|
|
|
838 |
|
|
|
269 |
|
|
|
9,354 |
|
|
|
20 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2005 |
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
Average |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/ |
|
|
|
|
|
|
contractual |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2011 |
|
|
notional |
|
|
Estimated |
|
|
|
exchange rate |
|
|
2006 |
|
|
2007 |
|
|
2008 |
|
|
2009 |
|
|
2010 |
|
|
and after |
|
|
amount |
|
|
fair value |
|
Buy UK pound/sell euro |
|
|
1.53 |
|
|
|
|
|
|
|
828 |
|
|
|
354 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,182 |
|
|
|
81 |
|
Buy dollar/sell Canadian dollar |
|
|
1.17 |
|
|
|
267 |
|
|
|
86 |
|
|
|
9 |
|
|
|
42 |
|
|
|
|
|
|
|
|
|
|
|
404 |
|
|
|
(400 |
) |
Buy Canadian dollar/sell dollar |
|
|
0.80 |
|
|
|
236 |
|
|
|
286 |
|
|
|
380 |
|
|
|
454 |
|
|
|
121 |
|
|
|
154 |
|
|
|
1,631 |
|
|
|
250 |
|
Buy dollar/sell Brazilian real |
|
|
2.34 |
|
|
|
50 |
|
|
|
108 |
|
|
|
75 |
|
|
|
48 |
|
|
|
|
|
|
|
|
|
|
|
281 |
|
|
|
(70 |
) |
Buy dollar/sell UK pound |
|
|
0.56 |
|
|
|
|
|
|
|
861 |
|
|
|
370 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,231 |
|
|
|
(16 |
) |
Buy UK pound/sell dollar |
|
|
1.74 |
|
|
|
32 |
|
|
|
24 |
|
|
|
18 |
|
|
|
14 |
|
|
|
11 |
|
|
|
202 |
|
|
|
301 |
|
|
|
(6 |
) |
Buy dollar/sell Thai baht |
|
|
41.08 |
|
|
|
182 |
|
|
|
|
|
|
|
9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
191 |
|
|
|
1 |
|
Buy Norwegian krone/sell dollar |
|
|
0.15 |
|
|
|
|
|
|
|
752 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
752 |
|
|
|
28 |
|
Other contracts |
|
|
|
|
|
|
|
|
|
|
22 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
22 |
|
|
|
4 |
|
|
Total |
|
|
|
|
|
|
767 |
|
|
|
2,967 |
|
|
|
1,215 |
|
|
|
558 |
|
|
|
132 |
|
|
|
356 |
|
|
|
5,995 |
|
|
|
(128 |
) |
|
COMMODITY DERIVATIVES
The tables that follow give details of commodity swaps, options and futures contracts held by
Group companies at December 31 by expected year of maturity. Variable prices are linked to indexed
or dated commodities.
170 Royal Dutch Shell plc
COMMODITY SWAPS HELD FOR TRADING PURPOSES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2012 |
|
|
notional |
|
|
Estimated |
|
|
|
|
|
2007 |
|
|
2008 |
|
|
2009 |
|
|
2010 |
|
|
2011 |
|
|
and after |
|
|
amount |
|
|
fair value |
|
Crude oil swaps |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy fixed price/sell variable price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
2,593 |
|
|
|
492 |
|
|
|
11 |
|
|
|
6 |
|
|
|
|
|
|
|
|
|
|
|
3,102 |
|
|
|
(57 |
) |
|
|
volume (million barrels) |
|
|
42 |
|
|
|
7 |
|
|
|
|
[A] |
|
|
|
[A] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/bbl) |
|
|
61.8 |
|
|
|
66.2 |
|
|
|
43.6 |
|
|
|
54.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/bbl) |
|
|
60.4 |
|
|
|
65.0 |
|
|
|
67.2 |
|
|
|
66.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy variable price/sell fixed price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
2,297 |
|
|
|
472 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,769 |
|
|
|
14 |
|
|
|
volume (million barrels) |
|
|
36 |
|
|
|
7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/bbl) |
|
|
62.2 |
|
|
|
66.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/bbl) |
|
|
63.2 |
|
|
|
66.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy variable price/sell variable price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
2,549 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,549 |
|
|
|
10 |
|
|
|
volume (million barrels) |
|
|
40 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/bbl) |
|
|
63.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/bbl) |
|
|
63.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Crude oil basis swaps |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy variable price/sell variable price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
99 |
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
101 |
|
|
|
5 |
|
|
|
volume (million barrels) |
|
|
66 |
|
|
|
9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/bbl) |
|
|
0.8 |
|
|
|
0.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/bbl) |
|
|
0.5 |
|
|
|
0.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
sell variable price/buy variable price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
220 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
220 |
|
|
|
27 |
|
|
|
volume (million barrels) |
|
|
4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/bbl) |
|
|
60.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/bbl) |
|
|
53.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Crude oil freight swaps |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy fixed price/sell variable price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
42 |
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
44 |
|
|
|
(1 |
) |
|
|
volume (million barrels) |
|
|
14 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/bbl) |
|
|
2.9 |
|
|
|
1.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/bbl) |
|
|
2.9 |
|
|
|
1.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy variable price/sell fixed price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
61 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
61 |
|
|
|
1 |
|
|
|
volume (million barrels) |
|
|
39 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/bbl) |
|
|
1.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/bbl) |
|
|
1.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Oil product swaps |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy fixed price/sell variable price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
4,143 |
|
|
|
384 |
|
|
|
66 |
|
|
|
45 |
|
|
|
|
|
|
|
|
|
|
|
4,638 |
|
|
|
(327 |
) |
|
|
volume (million barrels) |
|
|
89 |
|
|
|
7 |
|
|
|
1 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/bbl) |
|
|
46.2 |
|
|
|
52.2 |
|
|
|
57.8 |
|
|
|
58.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/bbl) |
|
|
42.7 |
|
|
|
49.4 |
|
|
|
51.3 |
|
|
|
52.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy variable price/sell fixed price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
4,750 |
|
|
|
297 |
|
|
|
44 |
|
|
|
|
|
|
|
12 |
|
|
|
|
|
|
|
5,103 |
|
|
|
354 |
|
|
|
volume (million barrels) |
|
|
105 |
|
|
|
6 |
|
|
|
1 |
|
|
|
|
|
|
|
|
[A] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/bbl) |
|
|
42.0 |
|
|
|
49.2 |
|
|
|
51.3 |
|
|
|
|
|
|
|
65.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/bbl) |
|
|
45.4 |
|
|
|
52.5 |
|
|
|
57.8 |
|
|
|
|
|
|
|
38.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy variable price/sell variable price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
891 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
891 |
|
|
|
13 |
|
|
|
volume (million barrels) |
|
|
14 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/bbl) |
|
|
67.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/bbl) |
|
|
68.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Oil product basis swaps |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy variable price/sell variable price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
511 |
|
|
|
20 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
531 |
|
|
|
(6 |
) |
|
|
volume (million barrels) |
|
|
97 |
|
|
|
3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/bbl) |
|
|
5.3 |
|
|
|
5.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/bbl) |
|
|
5.3 |
|
|
|
5.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Royal Dutch Shell plc 171
SUPPLEMENTARY INFORMATION DERIVATIVES AND OTHER FINANCIAL INSTRUMENTS AND DERIVATIVE COMMODITY INSTRUMENTS (UNAUDITED)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 (continued) |
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2012 |
|
|
notional |
|
|
Estimated |
|
|
|
|
|
2007 |
|
|
2008 |
|
|
2009 |
|
|
2010 |
|
|
2011 |
|
|
and after |
|
|
amount |
|
|
fair value |
|
Electricity swaps |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy fixed price/sell variable price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
2,607 |
|
|
|
901 |
|
|
|
556 |
|
|
|
412 |
|
|
|
42 |
|
|
|
11 |
|
|
|
4,529 |
|
|
|
(1,035 |
) |
|
|
volume (thousand megawatt hours) |
|
|
139 |
|
|
|
13 |
|
|
|
9 |
|
|
|
6 |
|
|
|
1 |
|
|
|
|
[A] |
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/MWH) |
|
|
71.2 |
|
|
|
71.8 |
|
|
|
62.4 |
|
|
|
73.3 |
|
|
|
64.6 |
|
|
|
51.8 |
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/MWH) |
|
|
67.9 |
|
|
|
67.7 |
|
|
|
60.8 |
|
|
|
66.4 |
|
|
|
61.6 |
|
|
|
54.5 |
|
|
|
|
|
|
|
|
|
|
|
|
buy variable price/sell fixed price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
2,665 |
|
|
|
954 |
|
|
|
535 |
|
|
|
667 |
|
|
|
289 |
|
|
|
15 |
|
|
|
5,125 |
|
|
|
1,088 |
|
|
|
volume (thousand megawatt hours) |
|
|
140 |
|
|
|
13 |
|
|
|
8 |
|
|
|
10 |
|
|
|
3 |
|
|
|
|
[A] |
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/MWH) |
|
|
62.1 |
|
|
|
68.5 |
|
|
|
65.4 |
|
|
|
61.2 |
|
|
|
64.5 |
|
|
|
56.8 |
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/MWH) |
|
|
71.7 |
|
|
|
72.6 |
|
|
|
67.9 |
|
|
|
68.8 |
|
|
|
82.9 |
|
|
|
56.0 |
|
|
|
|
|
|
|
|
|
|
Natural gas swaps |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy fixed price/sell variable price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
13,133 |
|
|
|
4,149 |
|
|
|
1,786 |
|
|
|
1,149 |
|
|
|
156 |
|
|
|
69 |
|
|
|
20,442 |
|
|
|
(2,830 |
) |
|
|
volume (million BTUs) SHORT Ks |
|
|
1,550 |
|
|
|
507 |
|
|
|
238 |
|
|
|
151 |
|
|
|
21 |
|
|
|
12 |
|
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/MMBTU) fixed |
|
|
8.5 |
|
|
|
8.2 |
|
|
|
7.5 |
|
|
|
7.6 |
|
|
|
7.3 |
|
|
|
5.8 |
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/MMBTU) float |
|
|
6.7 |
|
|
|
8.1 |
|
|
|
7.8 |
|
|
|
7.5 |
|
|
|
7.0 |
|
|
|
6.4 |
|
|
|
|
|
|
|
|
|
|
|
|
buy variable price/sell fixed price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
12,937 |
|
|
|
4,131 |
|
|
|
1,435 |
|
|
|
827 |
|
|
|
215 |
|
|
|
68 |
|
|
|
19,613 |
|
|
|
4,027 |
|
|
|
volume (million BTUs) LONG Ks |
|
|
1,512 |
|
|
|
490 |
|
|
|
183 |
|
|
|
100 |
|
|
|
26 |
|
|
|
10 |
|
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/MMBTU) |
|
|
6.7 |
|
|
|
8.1 |
|
|
|
8.0 |
|
|
|
7.8 |
|
|
|
7.5 |
|
|
|
7.2 |
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/MMBTU) |
|
|
8.6 |
|
|
|
8.4 |
|
|
|
7.8 |
|
|
|
8.3 |
|
|
|
8.2 |
|
|
|
6.6 |
|
|
|
|
|
|
|
|
|
|
|
|
buy variable price/sell variable price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
409 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
409 |
|
|
|
25 |
|
|
|
volume (million barrels) |
|
|
64 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/bbl) |
|
|
6.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/bbl) |
|
|
7.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Natural gas basis swaps |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy variable price/sell variable price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
1,743 |
|
|
|
884 |
|
|
|
404 |
|
|
|
122 |
|
|
|
3 |
|
|
|
1 |
|
|
|
3,157 |
|
|
|
631 |
|
|
|
volume (million BTUs) SHORT K's |
|
|
1,850 |
|
|
|
1,032 |
|
|
|
637 |
|
|
|
265 |
|
|
|
14 |
|
|
|
4 |
|
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/MMBTU) |
|
|
0.9 |
|
|
|
0.8 |
|
|
|
0.6 |
|
|
|
0.4 |
|
|
|
0.3 |
|
|
|
0.2 |
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/MMBTU) |
|
|
0.7 |
|
|
|
0.7 |
|
|
|
0.6 |
|
|
|
0.6 |
|
|
|
0.2 |
|
|
|
0.2 |
|
|
|
|
|
|
|
|
|
|
|
|
sell variable price/buy variable price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
1,528 |
|
|
|
763 |
|
|
|
362 |
|
|
|
113 |
|
|
|
5 |
|
|
|
3 |
|
|
|
2,774 |
|
|
|
(599 |
) |
|
|
volume (million BTUs) LONG K's |
|
|
1,664 |
|
|
|
963 |
|
|
|
579 |
|
|
|
222 |
|
|
|
9 |
|
|
|
10 |
|
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/MMBTU) |
|
|
0.6 |
|
|
|
0.7 |
|
|
|
0.5 |
|
|
|
0.4 |
|
|
|
0.4 |
|
|
|
0.2 |
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/MMBTU) |
|
|
0.8 |
|
|
|
0.7 |
|
|
|
0.6 |
|
|
|
0.3 |
|
|
|
0.5 |
|
|
|
0.4 |
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
76,058 |
|
|
|
1,340 |
|
|
|
|
|
[A] |
|
Less than 0.5 million. |
172 Royal Dutch Shell plc
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2005 |
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/ |
|
|
|
|
|
|
|
|
2006 |
|
|
2007 |
|
|
2008 |
|
|
2009 |
|
|
2010 |
|
|
2011 and after |
|
|
notional amount |
|
|
Estimated fair value |
|
Crude oil swaps |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy fixed price/sell variable price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
2,442 |
|
|
|
263 |
|
|
|
47 |
|
|
|
8 |
|
|
|
5 |
|
|
|
|
|
|
|
2,765 |
|
|
|
557 |
|
|
|
volume (million barrels) |
|
|
50 |
|
|
|
6 |
|
|
|
1 |
|
|
|
|
[A] |
|
|
|
[A] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/bbl) |
|
|
47.9 |
|
|
|
46.0 |
|
|
|
43.1 |
|
|
|
34.5 |
|
|
|
43.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/bbl) |
|
|
56.8 |
|
|
|
62.4 |
|
|
|
58.1 |
|
|
|
51.4 |
|
|
|
47.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy variable price/sell fixed price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
2,272 |
|
|
|
185 |
|
|
|
163 |
|
|
|
8 |
|
|
|
5 |
|
|
|
12 |
|
|
|
2,645 |
|
|
|
(507 |
) |
|
|
volume (million barrels) |
|
|
40 |
|
|
|
3 |
|
|
|
2 |
|
|
|
|
[A] |
|
|
|
[A] |
|
|
|
[A] |
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/bbl) |
|
|
59.4 |
|
|
|
53.9 |
|
|
|
61.1 |
|
|
|
51.4 |
|
|
|
47.1 |
|
|
|
60.0 |
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/bbl) |
|
|
56.3 |
|
|
|
45.2 |
|
|
|
55.5 |
|
|
|
34.6 |
|
|
|
43.3 |
|
|
|
38.4 |
|
|
|
|
|
|
|
|
|
|
|
|
buy variable price/sell variable price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
1,562 |
|
|
|
360 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,922 |
|
|
|
1 |
|
|
|
volume (million barrels) |
|
|
26 |
|
|
|
6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/bbl) |
|
|
60.9 |
|
|
|
62.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/bbl) |
|
|
61.0 |
|
|
|
62.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Crude oil basis swaps |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy variable price/sell variable price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
58 |
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
60 |
|
|
|
7 |
|
|
|
volume (million barrels) |
|
|
46 |
|
|
|
4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/bbl) |
|
|
1.0 |
|
|
|
0.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/bbl) |
|
|
0.7 |
|
|
|
0.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Crude oil freight swaps |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy fixed price/sell variable price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
25 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
25 |
|
|
|
(1 |
) |
|
|
volume (million barrels) |
|
|
14 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/bbl) |
|
|
2.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/bbl) |
|
|
2.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy variable price/sell fixed price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
14 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
14 |
|
|
|
|
|
|
|
volume (million barrels) |
|
|
10 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/bbl) |
|
|
1.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/bbl) |
|
|
1.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Oil product swaps |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy fixed price/sell variable price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
2,627 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,627 |
|
|
|
143 |
|
|
|
volume (million barrels) |
|
|
53 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/bbl) |
|
|
50.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/bbl) |
|
|
52.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy variable price/sell fixed price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
2,947 |
|
|
|
47 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,994 |
|
|
|
(197 |
) |
|
|
volume (million barrels) |
|
|
62 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/bbl) |
|
|
50.7 |
|
|
|
74.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/bbl) |
|
|
47.6 |
|
|
|
76.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy variable price/sell variable price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
719 |
|
|
|
176 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
895 |
|
|
|
|
|
|
|
volume (million barrels) |
|
|
10 |
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/bbl) |
|
|
73.8 |
|
|
|
75.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/bbl) |
|
|
73.8 |
|
|
|
75.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Royal Dutch Shell plc 173
SUPPLEMENTARY INFORMATION DERIVATIVES AND OTHER FINANCIAL INSTRUMENTS AND DERIVATIVE COMMODITY INSTRUMENTS (UNAUDITED)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2005 (continued) |
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/ |
|
|
|
|
|
|
|
|
2006 |
|
|
2007 |
|
|
2008 |
|
|
2009 |
|
|
2010 |
|
|
2011 and after |
|
|
notional amount |
|
|
Estimated fair value |
|
Oil product basis swaps |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy variable price/sell variable price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
444 |
|
|
|
12 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
456 |
|
|
|
(24 |
) |
|
|
volume (million barrels) |
|
|
92 |
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/bbl) |
|
|
5.1 |
|
|
|
6.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/bbl) |
|
|
5.2 |
|
|
|
7.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electricity swaps |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy fixed price/sell variable price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
3,077 |
|
|
|
184 |
|
|
|
66 |
|
|
|
14 |
|
|
|
48 |
|
|
|
|
|
|
|
3,389 |
|
|
|
517 |
|
|
|
volume (thousand megawatt hours) |
|
|
62 |
|
|
|
3 |
|
|
|
1 |
|
|
|
|
[B] |
|
|
|
[B] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/MWH) |
|
|
67.6 |
|
|
|
71.7 |
|
|
|
88.2 |
|
|
|
94.5 |
|
|
|
98.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/MWH) |
|
|
76.2 |
|
|
|
89.6 |
|
|
|
94.5 |
|
|
|
87.0 |
|
|
|
92.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy variable price/sell fixed price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
3,035 |
|
|
|
301 |
|
|
|
213 |
|
|
|
47 |
|
|
|
345 |
|
|
|
|
|
|
|
3,941 |
|
|
|
(664 |
) |
|
|
volume (thousand megawatt hours) |
|
|
59 |
|
|
|
5 |
|
|
|
3 |
|
|
|
1 |
|
|
|
4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/MWH) |
|
|
76.7 |
|
|
|
85.5 |
|
|
|
83.9 |
|
|
|
82.1 |
|
|
|
80.5 |
|
|
|
111.2 |
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/MWH) |
|
|
68.3 |
|
|
|
64.5 |
|
|
|
64.6 |
|
|
|
77.6 |
|
|
|
81.1 |
|
|
|
111.6 |
|
|
|
|
|
|
|
|
|
|
Natural gas swaps |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy fixed price/sell variable price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
8,037 |
|
|
|
1,671 |
|
|
|
579 |
|
|
|
220 |
|
|
|
811 |
|
|
|
308 |
|
|
|
11,626 |
|
|
|
6,032 |
|
|
|
volume (million BTUs) SHORT Ks |
|
|
841 |
|
|
|
242 |
|
|
|
116 |
|
|
|
54 |
|
|
|
221 |
|
|
|
138 |
|
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/MMBTU) fixed |
|
|
9.4 |
|
|
|
7.6 |
|
|
|
6.3 |
|
|
|
5.9 |
|
|
|
4.6 |
|
|
|
4.4 |
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/MMBTU) float |
|
|
10.6 |
|
|
|
9.9 |
|
|
|
8.6 |
|
|
|
7.6 |
|
|
|
6.7 |
|
|
|
5.2 |
|
|
|
|
|
|
|
|
|
|
|
|
buy variable price/sell fixed price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
8,105 |
|
|
|
1,612 |
|
|
|
745 |
|
|
|
330 |
|
|
|
197 |
|
|
|
190 |
|
|
|
11,179 |
|
|
|
(4,143 |
) |
|
|
volume (million BTUs) LONG Ks |
|
|
841 |
|
|
|
205 |
|
|
|
127 |
|
|
|
66 |
|
|
|
42 |
|
|
|
45 |
|
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/MMBTU) |
|
|
10.8 |
|
|
|
10.3 |
|
|
|
8.5 |
|
|
|
7.4 |
|
|
|
6.8 |
|
|
|
5.8 |
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/MMBTU) |
|
|
9.6 |
|
|
|
7.9 |
|
|
|
5.9 |
|
|
|
5.0 |
|
|
|
4.7 |
|
|
|
4.3 |
|
|
|
|
|
|
|
|
|
|
|
|
buy variable price/sell variable price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
774 |
|
|
|
105 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
879 |
|
|
|
(5 |
) |
|
|
volume (million barrels) |
|
|
63 |
|
|
|
10 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/bbl) |
|
|
12.3 |
|
|
|
10.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/bbl) |
|
|
12.2 |
|
|
|
10.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Natural gas basis swaps |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy variable price/sell variable price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
104 |
|
|
|
23 |
|
|
|
8 |
|
|
|
7 |
|
|
|
2 |
|
|
|
1 |
|
|
|
145 |
|
|
|
(49 |
) |
|
|
volume (million BTUs) SHORT Ks |
|
|
202 |
|
|
|
54 |
|
|
|
21 |
|
|
|
17 |
|
|
|
7 |
|
|
|
4 |
|
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/MMBTU) |
|
|
0.5 |
|
|
|
0.4 |
|
|
|
0.4 |
|
|
|
0.4 |
|
|
|
0.3 |
|
|
|
0.4 |
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/MMBTU) |
|
|
0.3 |
|
|
|
0.2 |
|
|
|
0.3 |
|
|
|
0.4 |
|
|
|
0.2 |
|
|
|
0.4 |
|
|
|
|
|
|
|
|
|
|
|
|
sell variable price/buy variable price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
103 |
|
|
|
23 |
|
|
|
8 |
|
|
|
7 |
|
|
|
2 |
|
|
|
1 |
|
|
|
144 |
|
|
|
42 |
|
|
|
volume (million BTUs) LONG Ks |
|
|
206 |
|
|
|
54 |
|
|
|
21 |
|
|
|
17 |
|
|
|
7 |
|
|
|
4 |
|
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/MMBTU) |
|
|
0.6 |
|
|
|
0.3 |
|
|
|
0.3 |
|
|
|
0.4 |
|
|
|
0.2 |
|
|
|
0.4 |
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/MMBTU) |
|
|
0.5 |
|
|
|
0.4 |
|
|
|
0.4 |
|
|
|
0.4 |
|
|
|
0.3 |
|
|
|
0.4 |
|
|
|
|
|
|
|
|
|
|
|
|
buy fixed price/sell variable price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
1,544 |
|
|
|
392 |
|
|
|
156 |
|
|
|
60 |
|
|
|
56 |
|
|
|
13 |
|
|
|
2,221 |
|
|
|
(1,912 |
) |
|
|
volume (million BTUs) SHORT Ks |
|
|
2,091 |
|
|
|
693 |
|
|
|
322 |
|
|
|
104 |
|
|
|
136 |
|
|
|
36 |
|
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/MMBTU) |
|
|
0.7 |
|
|
|
0.6 |
|
|
|
0.5 |
|
|
|
0.6 |
|
|
|
0.4 |
|
|
|
0.4 |
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/MMBTU) |
|
|
0.8 |
|
|
|
0.7 |
|
|
|
0.7 |
|
|
|
0.5 |
|
|
|
0.5 |
|
|
|
0.2 |
|
|
|
|
|
|
|
|
|
|
|
|
sell variable price/buy fixed price contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
1,386 |
|
|
|
324 |
|
|
|
130 |
|
|
|
41 |
|
|
|
59 |
|
|
|
|
|
|
|
1,940 |
|
|
|
1,814 |
|
|
|
volume (million BTUs) LONG Ks |
|
|
1,942 |
|
|
|
565 |
|
|
|
289 |
|
|
|
69 |
|
|
|
206 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average buy (pay) price ($/MMBTU) |
|
|
1.4 |
|
|
|
1.1 |
|
|
|
1.1 |
|
|
|
1.0 |
|
|
|
1.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average sell (receive) price ($/MMBTU) |
|
|
0.7 |
|
|
|
0.6 |
|
|
|
0.4 |
|
|
|
0.6 |
|
|
|
0.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
49,867 |
|
|
|
1,611 |
|
|
|
|
|
[A] |
|
Less than $0.5 million. |
|
[B] |
|
Less than $0.5 thousand. |
At December 31, 2006 the Group held swap contracts with purpose other than trading with a
contract/notional amount of $1,855 million (2005: $1,166 million) and an estimated fair value of $(457) million (2005: $(604) million) with
expected maturity of 2008-2012. At December 31, 2006 Group companies also held natural gas liquids
swaps with a contract/notional amount of $44 million (2005: $46 million) and an estimated fair
value of $1 million (2005: $1 million).
174 Royal Dutch Shell plc
COMMODITY OPTIONS HELD FOR TRADING PURPOSES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
notional |
|
|
Estimated |
|
|
|
|
|
2007 |
|
|
2008 |
|
|
2009 |
|
|
2010 |
|
|
2011 |
|
|
amount |
|
|
fair value |
|
Crude oil |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy call options |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
1,287 |
|
|
|
284 |
|
|
|
20 |
|
|
|
|
|
|
|
|
|
|
|
1,591 |
|
|
|
(10 |
) |
|
|
volume (million barrels) |
|
|
18 |
|
|
|
4 |
|
|
|
|
[A] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average strike price ($/bbl) |
|
|
70.4 |
|
|
|
69.7 |
|
|
|
68.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
sell call options |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
571 |
|
|
|
194 |
|
|
|
16 |
|
|
|
|
|
|
|
|
|
|
|
781 |
|
|
|
50 |
|
|
|
volume (million barrels) |
|
|
9 |
|
|
|
3 |
|
|
|
|
[A] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average strike price ($/bbl) |
|
|
65.7 |
|
|
|
72.3 |
|
|
|
66.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy put options |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
524 |
|
|
|
125 |
|
|
|
12 |
|
|
|
|
|
|
|
|
|
|
|
661 |
|
|
|
(20 |
) |
|
|
volume (million barrels) |
|
|
10 |
|
|
|
2 |
|
|
|
|
[A] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average strike price ($/bbl) |
|
|
54.0 |
|
|
|
62.0 |
|
|
|
50.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
sell put options |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
1,315 |
|
|
|
379 |
|
|
|
16 |
|
|
|
|
|
|
|
|
|
|
|
1,710 |
|
|
|
8 |
|
|
|
volume (million barrels) |
|
|
24 |
|
|
|
7 |
|
|
|
|
[A] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average strike price ($/bbl) |
|
|
54.4 |
|
|
|
57.8 |
|
|
|
53.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Oil products |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy put options |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6 |
|
|
|
|
|
|
|
volume (million barrels) |
|
|
|
[A] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average strike price ($/bbl) |
|
|
91.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
sell put options |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
93 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
93 |
|
|
|
9 |
|
|
|
volume (million barrels) |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average strike price ($/bbl) |
|
|
64.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy call options |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
75 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
75 |
|
|
|
(2 |
) |
|
|
volume (million barrels) |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average strike price ($/bbl) |
|
|
82.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
sell call options |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
42 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
42 |
|
|
|
1 |
|
|
|
volume (million barrels) |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average strike price ($/bbl) |
|
|
82.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Natural gas |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy put options |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
6,576 |
|
|
|
1,463 |
|
|
|
189 |
|
|
|
53 |
|
|
|
|
[A] |
|
|
8,281 |
|
|
|
1,581 |
|
|
|
volume (million BTU) |
|
|
900 |
|
|
|
191 |
|
|
|
28 |
|
|
|
8 |
|
|
|
|
[A] |
|
|
|
|
|
|
|
|
|
|
average strike price ($/MMBTU) |
|
|
7.3 |
|
|
|
7.6 |
|
|
|
6.6 |
|
|
|
7.0 |
|
|
|
8.7 |
|
|
|
|
|
|
|
|
|
|
|
|
sell put options |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
7,304 |
|
|
|
1,779 |
|
|
|
156 |
|
|
|
63 |
|
|
|
33 |
|
|
|
9,335 |
|
|
|
(1,806 |
) |
|
|
volume (million BTU) |
|
|
996 |
|
|
|
246 |
|
|
|
22 |
|
|
|
8 |
|
|
|
4 |
|
|
|
|
|
|
|
|
|
|
|
average strike price ($/MMBTU) |
|
|
7.3 |
|
|
|
7.2 |
|
|
|
7.0 |
|
|
|
7.7 |
|
|
|
8.5 |
|
|
|
|
|
|
|
|
|
|
|
|
buy call options |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
13,574 |
|
|
|
2,807 |
|
|
|
196 |
|
|
|
53 |
|
|
|
|
[A] |
|
|
16,630 |
|
|
|
435 |
|
|
|
volume (million BTU) |
|
|
1,123 |
|
|
|
238 |
|
|
|
22 |
|
|
|
5 |
|
|
|
|
[A] |
|
|
|
|
|
|
|
|
|
|
average strike price ($/MMBTU) |
|
|
12.1 |
|
|
|
11.8 |
|
|
|
9.1 |
|
|
|
9.7 |
|
|
|
8.7 |
|
|
|
|
|
|
|
|
|
|
|
|
sell call options |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
12,001 |
|
|
|
2,480 |
|
|
|
222 |
|
|
|
76 |
|
|
|
79 |
|
|
|
14,858 |
|
|
|
(341 |
) |
|
|
volume (million BTU) |
|
|
971 |
|
|
|
204 |
|
|
|
25 |
|
|
|
9 |
|
|
|
8 |
|
|
|
|
|
|
|
|
|
|
|
average strike price ($/MMBTU) |
|
|
12.4 |
|
|
|
12.2 |
|
|
|
8.9 |
|
|
|
8.6 |
|
|
|
9.3 |
|
|
|
|
|
|
|
|
|
|
|
|
buy exchange put options |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
113 |
|
|
|
12 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
125 |
|
|
|
17 |
|
|
|
volume (million BTU) |
|
|
16 |
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average strike price ($/MMBTU) |
|
|
7.0 |
|
|
|
8.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Royal Dutch Shell plc 175
SUPPLEMENTARY INFORMATION DERIVATIVES AND OTHER FINANCIAL INSTRUMENTS AND DERIVATIVE COMMODITY INSTRUMENTS (UNAUDITED)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 (continued) |
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
notional |
|
|
Estimated |
|
|
|
|
|
2007 |
|
|
2008 |
|
|
2009 |
|
|
2010 |
|
|
2011 |
|
|
amount |
|
|
fair value |
|
|
|
sell exchange put options |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
142 |
|
|
|
18 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
160 |
|
|
|
(32 |
) |
|
|
volume (million BTU) |
|
|
19 |
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average strike price ($/MMBTU) |
|
|
7.3 |
|
|
|
8.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy exchange call options |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
452 |
|
|
|
39 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
491 |
|
|
|
6 |
|
|
|
volume (million BTU) |
|
|
33 |
|
|
|
3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average strike price ($/MMBTU) |
|
|
13.6 |
|
|
|
15.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
sell exchange call options |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
204 |
|
|
|
75 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
279 |
|
|
|
(14 |
) |
|
|
volume (million BTU) |
|
|
19 |
|
|
|
8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average strike price ($/MMBTU) |
|
|
10.8 |
|
|
|
9.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
55,118 |
|
|
|
(118 |
) |
|
|
|
|
[A] |
|
Less than 0.5 million. |
176 Royal Dutch Shell plc
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2005 |
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
notional |
|
|
Estimated |
|
|
|
|
|
2006 |
|
|
2007 |
|
|
2008 |
|
|
2009 |
|
|
amount |
|
|
fair value |
|
Crude oil |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy call options |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
1,220 |
|
|
|
426 |
|
|
|
186 |
|
|
|
16 |
|
|
|
1,848 |
|
|
|
(67 |
) |
|
|
volume (million barrels) |
|
|
21 |
|
|
|
7 |
|
|
|
3 |
|
|
|
|
[A] |
|
|
|
|
|
|
|
|
|
|
average strike price ($/bbl) |
|
|
58 |
|
|
|
58 |
|
|
|
63 |
|
|
|
66 |
|
|
|
|
|
|
|
|
|
|
|
|
cell call options |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
773 |
|
|
|
256 |
|
|
|
56 |
|
|
|
16 |
|
|
|
1,101 |
|
|
|
130 |
|
|
|
volume (million barrels) |
|
|
13 |
|
|
|
5 |
|
|
|
1 |
|
|
|
|
[A] |
|
|
|
|
|
|
|
|
|
|
average strike price ($/bbl) |
|
|
57 |
|
|
|
56 |
|
|
|
70 |
|
|
|
66 |
|
|
|
|
|
|
|
|
|
|
|
|
buy put options |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
520 |
|
|
|
127 |
|
|
|
18 |
|
|
|
12 |
|
|
|
677 |
|
|
|
(3 |
) |
|
|
volume (million barrels) |
|
|
12 |
|
|
|
3 |
|
|
|
|
[A] |
|
|
|
[A] |
|
|
|
|
|
|
|
|
|
|
average strike price ($/bbl) |
|
|
46 |
|
|
|
43 |
|
|
|
48 |
|
|
|
50 |
|
|
|
|
|
|
|
|
|
|
|
|
sell put options |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
939 |
|
|
|
295 |
|
|
|
122 |
|
|
|
12 |
|
|
|
1,368 |
|
|
|
1 |
|
|
|
volume (million barrels) |
|
|
20 |
|
|
|
7 |
|
|
|
3 |
|
|
|
|
[A] |
|
|
|
|
|
|
|
|
|
|
average strike price ($/bbl) |
|
|
46 |
|
|
|
45 |
|
|
|
48 |
|
|
|
50 |
|
|
|
|
|
|
|
|
|
|
Oil products |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy put options |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
53 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
53 |
|
|
|
(2 |
) |
|
|
volume (million barrels) |
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average strike price ($/bbl) |
|
|
11 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
sell put options |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
99 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
99 |
|
|
|
4 |
|
|
|
volume (million barrels) |
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average strike price ($/bbl) |
|
|
18 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy call options |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
93 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
93 |
|
|
|
(5 |
) |
|
|
volume (million barrels) |
|
|
3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average strike price ($/bbl) |
|
|
31 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
sell call options |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
106 |
|
|
|
9 |
|
|
|
|
|
|
|
|
|
|
|
115 |
|
|
|
3 |
|
|
|
volume (million barrels) |
|
|
3 |
|
|
|
|
[A] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average strike price ($/bbl) |
|
|
34 |
|
|
|
75 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Natural gas |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy call options |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
8,817 |
|
|
|
1,348 |
|
|
|
138 |
|
|
|
|
|
|
|
10,303 |
|
|
|
1,857 |
|
|
|
volume (million BTU) |
|
|
840 |
|
|
|
105 |
|
|
|
14 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average strike price ($/MMBTU) |
|
|
10 |
|
|
|
13 |
|
|
|
10 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
sell call options |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
8,112 |
|
|
|
1,299 |
|
|
|
226 |
|
|
|
77 |
|
|
|
9,714 |
|
|
|
(1,701 |
) |
|
|
volume (million BTU) |
|
|
764 |
|
|
|
95 |
|
|
|
24 |
|
|
|
10 |
|
|
|
|
|
|
|
|
|
|
|
average strike price ($/MMBTU) |
|
|
11 |
|
|
|
14 |
|
|
|
9 |
|
|
|
25 |
|
|
|
|
|
|
|
|
|
|
|
|
buy put options |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
6,599 |
|
|
|
1,083 |
|
|
|
206 |
|
|
|
81 |
|
|
|
7,969 |
|
|
|
438 |
|
|
|
volume (million BTU) |
|
|
925 |
|
|
|
141 |
|
|
|
32 |
|
|
|
14 |
|
|
|
|
|
|
|
|
|
|
|
average strike price ($/MMBTU) |
|
|
7 |
|
|
|
8 |
|
|
|
7 |
|
|
|
12 |
|
|
|
|
|
|
|
|
|
|
|
|
sell put options |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
7,184 |
|
|
|
1,090 |
|
|
|
277 |
|
|
|
62 |
|
|
|
8,613 |
|
|
|
(523 |
) |
|
|
volume (million BTU) |
|
|
1,003 |
|
|
|
135 |
|
|
|
46 |
|
|
|
9 |
|
|
|
|
|
|
|
|
|
|
|
average strike price ($/MMBTU) |
|
|
7 |
|
|
|
8 |
|
|
|
6 |
|
|
|
21 |
|
|
|
|
|
|
|
|
|
|
Royal Dutch Shell plc 177
SUPPLEMENTARY INFORMATION DERIVATIVES AND OTHER FINANCIAL INSTRUMENTS AND DERIVATIVE COMMODITY INSTRUMENTS (UNAUDITED)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2005 (continued) |
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
notional |
|
|
Estimated |
|
|
|
|
|
2006 |
|
|
2007 |
|
|
2008 |
|
|
2009 |
|
|
amount |
|
|
fair value |
|
Electricity |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy call |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
180 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
180 |
|
|
|
14 |
|
|
|
volume (thousand MWH) |
|
|
3,373 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average strike price ($/MWH) |
|
|
54 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
sell call |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
143 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
143 |
|
|
|
(11 |
) |
|
|
volume (thousand MWH) |
|
|
(2,759 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average strike price ($/MWH) |
|
|
(52 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
buy put |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
72 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
72 |
|
|
|
2 |
|
|
|
volume (thousand MWH) |
|
|
1,533 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average strike price ($/MWH) |
|
|
|
|
|
|
47 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
sell put |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
100 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
100 |
|
|
|
(1 |
) |
|
|
volume (thousand MWH) |
|
|
(2,234 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average strike price ($/MWH) |
|
|
|
|
|
|
(45 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
42,448 |
|
|
|
136 |
|
|
|
|
|
[A] |
|
Less than 0.5 million. |
178 Royal Dutch Shell plc
COMMODITY FUTURES HELD FOR TRADING PURPOSES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
notional |
|
|
Estimated |
|
|
|
|
|
2007 |
|
|
2008 |
|
|
2009 |
|
|
2010 |
|
|
amount |
|
|
fair value |
|
IPE Brent futures |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
806 |
|
|
|
18 |
|
|
|
|
|
|
|
|
|
|
|
824 |
|
|
|
(1 |
) |
|
|
volume (million barrels) |
|
|
13 |
|
|
|
|
[A] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
weighted average price ($/bbl) |
|
|
65.6 |
|
|
|
70.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Long contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
599 |
|
|
|
435 |
|
|
|
|
|
|
|
|
|
|
|
1,034 |
|
|
|
(61 |
) |
|
|
volume (million bbl) |
|
|
10 |
|
|
|
7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
weighted average price ($/bbl) |
|
|
62.7 |
|
|
|
69.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
IPE gasoil futures |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
1,183 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,183 |
|
|
|
63 |
|
|
|
volume (million barrels) |
|
|
16 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
weighted average price ($/bbl) |
|
|
76.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Long contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
144 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
144 |
|
|
|
(2 |
) |
|
|
volume (million bbl) |
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
weighted average price ($/bbl) |
|
|
74.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
IPE natural gas futures |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5 |
|
|
|
4 |
|
|
|
volume (million Therms) 1 Therm = 100,000 BTU |
|
|
8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
weighted average price |
|
|
0.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Long contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
13 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
14 |
|
|
|
(4 |
) |
|
|
volume (million Therms) 1 Therm = 100,000 BTU |
|
|
20 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
weighted average price |
|
|
0.6 |
|
|
|
1.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nymex crude oil futures |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
597 |
|
|
|
284 |
|
|
|
20 |
|
|
|
10 |
|
|
|
911 |
|
|
|
(41 |
) |
|
|
volume (million barrels) |
|
|
10 |
|
|
|
4 |
|
|
|
|
[A] |
|
|
|
[A] |
|
|
|
|
|
|
|
|
|
|
weighted average price ($/bbl) |
|
|
64.1 |
|
|
|
65.8 |
|
|
|
58.8 |
|
|
|
62.6 |
|
|
|
|
|
|
|
|
|
|
|
Long contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
333 |
|
|
|
36 |
|
|
|
|
|
|
|
|
|
|
|
369 |
|
|
|
(43 |
) |
|
|
volume (million bbl) |
|
|
5 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
weighted average price ($/bbl) |
|
|
66.3 |
|
|
|
67.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nymex oil products futures |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
480 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
480 |
|
|
|
11 |
|
|
|
volume (million barrels) |
|
|
6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
weighted average price ($/bbl) |
|
|
79.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Long contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
202 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
203 |
|
|
|
(7 |
) |
|
|
volume (million bbl) |
|
|
2 |
|
|
|
|
[A] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
weighted average price ($/bbl) |
|
|
74.7 |
|
|
|
83.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nymex natural gas futures |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
524 |
|
|
|
168 |
|
|
|
60 |
|
|
|
|
|
|
|
752 |
|
|
|
156 |
|
|
|
volume (million BTUs) |
|
|
76 |
|
|
|
20 |
|
|
|
7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
weighted average price ($/MMBTU) |
|
|
7 |
|
|
|
9 |
|
|
|
9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Long contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
132 |
|
|
|
86 |
|
|
|
6 |
|
|
|
|
|
|
|
224 |
|
|
|
(26 |
) |
|
|
volume (million BTUs) |
|
|
19 |
|
|
|
11 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
weighted average price ($/MMBTU) |
|
|
7 |
|
|
|
8 |
|
|
|
8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Royal Dutch Shell plc 179
SUPPLEMENTARY INFORMATION DERIVATIVES AND OTHER FINANCIAL INSTRUMENTS AND DERIVATIVE COMMODITY INSTRUMENTS (UNAUDITED)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 (continued) |
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
notional |
|
|
Estimated |
|
|
|
|
|
2007 |
|
|
2008 |
|
|
2009 |
|
|
2010 |
|
|
amount |
|
|
fair value |
|
Imarex freight futures |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
21 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
21 |
|
|
|
[A] |
|
|
|
volume (million barrels) |
|
|
20 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
weighted average price ($/bbl) |
|
|
1.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Long contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5 |
|
|
|
[A] |
|
|
|
volume (million barrels) |
|
|
3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
weighted average price ($/bbl) |
|
|
1.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nord Pool electricity futures |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Long contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
30 |
|
|
|
42 |
|
|
|
32 |
|
|
|
|
|
|
|
104 |
|
|
|
1 |
|
|
|
volume (thousand MWH) |
|
|
617 |
|
|
|
762 |
|
|
|
569 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
weighted average price ($/MWH) |
|
|
49.2 |
|
|
|
55.7 |
|
|
|
56.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6,273 |
|
|
|
50 |
|
|
|
|
|
[A] |
|
Less than 0.5 million. |
180 Royal Dutch Shell plc
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2005 |
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
notional |
|
|
Estimated |
|
|
|
|
|
2006 |
|
|
2007 |
|
|
2008 |
|
|
amount |
|
|
fair value |
|
IPE Brent futures |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short contracts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
903 |
|
|
|
23 |
|
|
|
|
|
|
|
926 |
|
|
|
122 |
|
|
|
volume (million barrels) |
|
|
15 |
|
|
|
|
[A] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
weighted average price ($/bbl) |
|
|
58.3 |
|
|
|
55.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Long contracts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
490 |
|
|
|
8 |
|
|
|
6 |
|
|
|
504 |
|
|
|
2 |
|
|
|
volume (million barrels) |
|
|
8 |
|
|
|
|
[A] |
|
|
|
[A] |
|
|
|
|
|
|
|
|
|
|
weighted average price ($/bbl) |
|
|
55.7 |
|
|
|
52.8 |
|
|
|
55.8 |
|
|
|
|
|
|
|
|
|
|
IPE gasoil futures |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short contracts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
454 |
|
|
|
|
|
|
|
|
|
|
|
454 |
|
|
|
11 |
|
|
|
volume (million barrels) |
|
|
6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
weighted average price ($/bbl) |
|
|
73.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Long contracts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
7 |
|
|
|
6 |
|
|
|
|
|
|
|
13 |
|
|
|
(15 |
) |
|
|
volume (million barrels) |
|
|
|
[A] |
|
|
|
[A] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
weighted average price ($/bbl) |
|
|
73.2 |
|
|
|
80.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
IPE natural gas futures |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Long contracts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
9 |
|
|
|
|
|
|
|
|
|
|
|
9 |
|
|
|
|
|
|
|
volume (million Therms) 1 Therm = 100,000 BTU |
|
|
8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
weighted average price |
|
|
1.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nymex crude oil futures |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short contracts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
112 |
|
|
|
228 |
|
|
|
54 |
|
|
|
394 |
|
|
|
(104 |
) |
|
|
volume (million barrels) |
|
|
2 |
|
|
|
4 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
weighted average price ($/bbl) |
|
|
51.5 |
|
|
|
49.0 |
|
|
|
49.9 |
|
|
|
|
|
|
|
|
|
|
|
Long contracts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
501 |
|
|
|
13 |
|
|
|
|
|
|
|
514 |
|
|
|
(41 |
) |
|
|
volume (million barrels) |
|
|
8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
weighted average price ($/bbl) |
|
|
61.9 |
|
|
|
58.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nymex oil product futures |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short contracts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
653 |
|
|
|
1 |
|
|
|
|
|
|
|
654 |
|
|
|
(21 |
) |
|
|
volume (million barrels) |
|
|
9 |
|
|
|
|
[A] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
weighted average price ($/bbl) |
|
|
72.3 |
|
|
|
79.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Long contracts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
202 |
|
|
|
|
|
|
|
|
|
|
|
202 |
|
|
|
5 |
|
|
|
volume (million barrels) |
|
|
3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
weighted average price ($/bbl) |
|
|
73.9 |
|
|
|
65.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nymex natural gas futures |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short contracts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
415 |
|
|
|
72 |
|
|
|
7 |
|
|
|
494 |
|
|
|
(264 |
) |
|
|
volume (million BTUs) |
|
|
38 |
|
|
|
7 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
weighted average price ($/MMBTU) |
|
|
11.2 |
|
|
|
10.4 |
|
|
|
10.9 |
|
|
|
|
|
|
|
|
|
|
|
Long contracts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
56 |
|
|
|
24 |
|
|
|
8 |
|
|
|
88 |
|
|
|
209 |
|
|
|
volume (million BTUs) |
|
|
12 |
|
|
|
2 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
weighted average price ($/MMBTU) |
|
|
4.7 |
|
|
|
10.2 |
|
|
|
9.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
[A] |
|
Less than 0.5 million. |
Royal Dutch Shell plc 181
SUPPLEMENTARY INFORMATION DERIVATIVES AND OTHER FINANCIAL INSTRUMENTS AND DERIVATIVE COMMODITY INSTRUMENTS (UNAUDITED)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2005 (continued) |
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
notional |
|
|
Estimated |
|
|
|
|
|
2006 |
|
|
2007 |
|
|
2008 |
|
|
amount |
|
|
fair value |
|
Imarex freight futures |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short contracts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
8 |
|
|
|
|
|
|
|
|
|
|
|
8 |
|
|
|
|
|
|
|
volume (million barrels) |
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
weighted average price ($/bbl) |
|
|
2.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Long contracts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
5 |
|
|
|
|
|
|
|
volume (million barrels) |
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
weighted average price ($/bbl) |
|
|
2.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nord Pool electricity futures |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Long contracts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
contract/notional amount ($ million) |
|
|
12 |
|
|
|
14 |
|
|
|
15 |
|
|
|
41 |
|
|
|
4 |
|
|
|
volume (thousand MWHs) |
|
|
276 |
|
|
|
315 |
|
|
|
351 |
|
|
|
|
|
|
|
|
|
|
|
weighted average price ($/MWH) |
|
|
43.7 |
|
|
|
43.5 |
|
|
|
41.7 |
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4,306 |
|
|
|
(92 |
) |
|
Futures contracts shown above represent unmatched positions. The total contract/notional amount of
short contracts represents an aggregation of Group companies positions where, at December 31,
sales contracts exceed the purchase contracts with the same maturity date. The total
contract/notional amount of long contracts represents an aggregation of Group companies positions
where, at December 31, purchase contracts exceed the sales contracts with the same maturity date.
182 Royal Dutch Shell plc
SUPPLEMENTARY INFORMATION
Control of registrant (unaudited)
Royal Dutch Shell is not directly or indirectly owned or controlled by another corporation or by
any government. The company does not know of any arrangements that may, at a subsequent date,
result in a change of control of the company. As of February 27, 2007, there were the following
interests in more than 3% of the issued Class A and Class B ordinary share capital of Royal Dutch
Shell.
|
|
|
|
|
|
|
|
|
Investor |
|
Class A shares |
|
|
Class B shares |
|
Barclays PLC |
|
|
6.45% |
|
|
|
5.43% |
|
Legal and General Group Plc |
|
|
3.49% |
|
|
|
3.96% |
|
The Capital Group Companies Inc |
|
|
7.24% |
|
|
|
4.58% |
|
|
As of February 27, 2007 the Directors and Senior management of Royal Dutch Shell beneficially owned
individually and in aggregate (including shares under option) less than 1% of the total shares of
each class of Royal Dutch Shell shares outstanding.
NATURE OF TRADING MARKET
The principal trading market for the Class A ordinary shares of Royal Dutch Shell is Euronext
Amsterdam. The principal trading market for the Class B ordinary shares of Royal Dutch Shell is the
London Stock Exchange. Ordinary shares are traded in registered form.
American Depositary Receipts representing Class A ADRs and Class B ADRs outstanding are listed on
the New York Stock Exchange. The depositary
receipts are issued, cancelled and exchanged at the
office of The Bank of New York, 101 Barclay Street, New York, NY 10286, as depositary (the
Depositary) under a deposit agreement between Royal Dutch Shell, the Depositary and the holders
of ADRs.
Each American Depositary Receipt represents two 0.07 shares of Royal Dutch Shell deposited under
the agreement. At February 27, 2007 there were outstanding 463,554,563 Class A ADRs and 70,235,045
Class B ADRs representing approximately 12.60% and 2.25% of the respective share capital class of
Royal Dutch Shell plc, held by 9,240 and 1,129 holders of record, with an address in the US,
respectively.
At February 27, 2007 there were 46,566 Class A shares and 849,314 Class B shares of 0.07 each
representing less than 0.1% of the share capital of Royal Dutch Shell held by 883 holders of record
registered with an address in the United States.
The following tables set forth the high and low intra-day prices for Royal Dutch Shells registered
ordinary shares on the principal trading markets:
|
|
of 0.07 nominal value on the London Stock Exchange; |
|
|
of 0.07 nominal value on Euronext Amsterdam; and |
|
|
of the ADRs on the New York Stock Exchange for the periods specified (ADRs do not have a nominal value): |
The shares and ADRs were listed on July 20, 2005:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Euronext Amsterdam |
|
|
London Stock Exchange |
|
|
New York Stock Exchange |
|
|
New York Stock Exchange |
|
|
|
Class A shares |
|
|
Class B shares |
|
|
Class A ADRs |
|
|
Class B ADRs |
|
|
|
High |
|
|
Low |
|
|
High |
|
|
Low |
|
|
High |
|
|
Low |
|
|
High |
|
|
Low |
|
|
|
|
|
|
|
|
|
pence |
|
|
pence |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
2005 (July 20 Dec 31) |
|
|
27.67 |
|
|
|
24.12 |
|
|
|
1968 |
|
|
|
1717 |
|
|
|
68.08 |
|
|
|
57.79 |
|
|
|
70.94 |
|
|
|
60.69 |
|
2006 (Jan 01 Dec 31) |
|
|
28.53 |
|
|
|
24.92 |
|
|
|
2071 |
|
|
|
1764 |
|
|
|
72.38 |
|
|
|
60.58 |
|
|
|
74.93 |
|
|
|
63.29 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Euronext Amsterdam |
|
|
London Stock Exchange |
|
|
New York Stock Exchange |
|
|
New York Stock Exchange |
|
|
|
Class A shares |
|
|
Class B shares |
|
|
Class A ADRs |
|
|
Class B ADRs |
|
|
|
High |
|
|
Low |
|
|
High |
|
|
Low |
|
|
High |
|
|
Low |
|
|
High |
|
|
Low |
|
|
|
|
|
|
|
|
|
pence |
|
|
pence |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
2005 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3rd Quarter |
|
|
27.67 |
|
|
|
24.61 |
|
|
|
1966 |
|
|
|
1753 |
|
|
|
68.08 |
|
|
|
59.50 |
|
|
|
70.94 |
|
|
|
61.77 |
|
4th Quarter |
|
|
27.66 |
|
|
|
24.12 |
|
|
|
1968 |
|
|
|
1717 |
|
|
|
65.93 |
|
|
|
57.79 |
|
|
|
69.04 |
|
|
|
60.69 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1st Quarter |
|
|
28.49 |
|
|
|
25.19 |
|
|
|
2046 |
|
|
|
1813 |
|
|
|
68.45 |
|
|
|
60.58 |
|
|
|
72.09 |
|
|
|
63.29 |
|
2nd Quarter |
|
|
28.53 |
|
|
|
24.92 |
|
|
|
2071 |
|
|
|
1773 |
|
|
|
70.39 |
|
|
|
62.61 |
|
|
|
73.77 |
|
|
|
65.30 |
|
3rd Quarter |
|
|
28.19 |
|
|
|
25.58 |
|
|
|
2005 |
|
|
|
1764 |
|
|
|
72.38 |
|
|
|
65.32 |
|
|
|
74.93 |
|
|
|
67.27 |
|
4th Quarter |
|
|
27.97 |
|
|
|
25.70 |
|
|
|
1938 |
|
|
|
1780 |
|
|
|
71.89 |
|
|
|
64.93 |
|
|
|
74.14 |
|
|
|
66.90 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Euronext Amsterdam |
|
|
London Stock Exchange |
|
|
New York Stock Exchange |
|
|
New York Stock Exchange |
|
|
|
Class A shares |
|
|
Class B shares |
|
|
Class A ADRs |
|
|
Class B ADRs |
|
|
|
High |
|
|
Low |
|
|
High |
|
|
Low |
|
|
High |
|
|
Low |
|
|
High |
|
|
Low |
|
|
|
|
|
|
|
|
|
pence |
|
|
pence |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
2006 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September |
|
|
27.25 |
|
|
|
25.58 |
|
|
|
1903 |
|
|
|
1764 |
|
|
|
69.54 |
|
|
|
65.32 |
|
|
|
72.06 |
|
|
|
67.27 |
|
October |
|
|
27.67 |
|
|
|
25.70 |
|
|
|
1918 |
|
|
|
1780 |
|
|
|
69.85 |
|
|
|
64.93 |
|
|
|
72.21 |
|
|
|
66.90 |
|
November |
|
|
27.97 |
|
|
|
26.90 |
|
|
|
1938 |
|
|
|
1846 |
|
|
|
71.89 |
|
|
|
68.99 |
|
|
|
74.14 |
|
|
|
71.10 |
|
December |
|
|
27.30 |
|
|
|
26.71 |
|
|
|
1846 |
|
|
|
1799 |
|
|
|
71.72 |
|
|
|
70.17 |
|
|
|
72.81 |
|
|
|
70.51 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2007 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
January |
|
|
26.91 |
|
|
|
25.51 |
|
|
|
1813 |
|
|
|
1701 |
|
|
|
69.77 |
|
|
|
65.97 |
|
|
|
70.44 |
|
|
|
65.82 |
|
February |
|
|
26.50 |
|
|
|
24.61 |
|
|
|
1746 |
|
|
|
1652 |
|
|
|
69.48 |
|
|
|
65.01 |
|
|
|
69.48 |
|
|
|
65.07 |
|
|
Royal Dutch Shell plc 183
SUPPLEMENTARY INFORMATION CONTROL OF REGISTRANT (UNAUDITED)
Ordinary shares
The following is a summary of the material terms of Royal Dutch Shells ordinary shares, including
brief descriptions of the provisions contained in our
Memorandum and Articles of Association and
applicable laws of England in effect on the date of this document. This summary does not purport to
include complete statements of these provisions.
Share capital
As of February 27, 2007 the authorised, issued and fully paid share capital of Royal Dutch Shell
was as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Authorised |
|
|
Authorised |
|
|
Issued |
|
|
Issued |
|
|
|
(number) |
|
|
(amount) |
|
|
(number) |
|
|
(amount) |
|
Class A ordinary shares of 0.07 each |
|
|
4,077,359,886 |
|
|
|
285,415,192 |
|
|
|
3,681,560,000 |
|
|
|
257,709,200 |
|
Class B ordinary shares of 0.07 each |
|
|
2,759,360,000 |
|
|
|
193,155,200 |
|
|
|
2,759,360,000 |
|
|
|
193,155,200 |
|
Sterling deferred shares of £1 each |
|
|
50,000 |
|
|
|
50,000 |
|
|
|
50,000 |
|
|
|
50,000 |
|
Unclassified shares of 0.07 each |
|
|
3,101,000,000 |
|
|
|
217,070,000 |
|
|
Nil |
|
|
Nil |
|
|
On February 27, 2007, trusts and trust-like entities holding shares for the benefit of employee
plans of the Group held 156.9 million shares of Royal Dutch Shell with a book amount of $10.98
million and a face amount of $5,244 million.
The unclassified shares can be issued as Class A ordinary shares or Class B ordinary shares at the
discretion of the Board of Directors.
All Class A ordinary shares and Class B ordinary shares will be fully paid and free from all liens,
equities, charges, encumbrances and other interest and not subject to calls of any kind. All Class
A ordinary shares and Class B ordinary shares will rank equally for all dividends and distributions
on our ordinary share capital declared. Our Class A ordinary shares and Class B ordinary shares are
admitted to the Official List of the UK Listing Authority and to trading on the market for listed
securities of the London Stock Exchange. Our Class A ordinary shares and Class B ordinary shares
are also admitted to listing on Eurolist by Euronext Amsterdam. A ADRs and B ADRs are listed at the
New York Stock Exchange.
As of February 27, 2007, the authorised share capital consisted of (i) 50,000 sterling deferred
shares of £1 each and (ii) 700,000,000 divided into 4,077,359,886 Class A ordinary shares,
2,759,360,000 Class B ordinary shares, 3,101,000,000 unclassified shares of 0.07 each to be
classified as Class A ordinary shares or Class B ordinary shares upon issue at the discretion of
our Directors. As of February 27, 2007, the issued share capital consisted of 50,000 sterling
deferred shares of £1 each and 3,681,560,000 Class A ordinary shares of 0.07 each and
2,759,360,000 Class B ordinary shares of 0.07 each. All Class A and Class B ordinary shares and
sterling deferred shares are fully paid and not subject to calls for additional payments of any
kind.
MEMORANDUM AND ARTICLES OF ASSOCIATION
The following summarises certain provisions of Royal Dutch Shells Memorandum and Articles of
Association and of the applicable laws of England and Wales. This summary is qualified in its
entirety by reference to the UK Companies Act of 1985, (as amended) and Royal Dutch Shells
Memorandum and Articles of Association.
Copies of Royal Dutch Shells Memorandum and Articles of Association have been previously filed
with the SEC and are incorporated by reference as exhibits to this Report.
GENERAL
Royal Dutch Shell was incorporated in England and Wales on February 5, 2002, as a private company
under the Companies Act of England and Wales 1985, as amended. On October 27, 2004, Royal Dutch
Shell was re-registered as a public company limited by shares and changed its name from Forthdeal
Limited to Royal Dutch Shell. Royal Dutch Shell is registered at Companies House, Cardiff with
company number 4366849, and the Chamber of Commerce, The Hague under number 34179503.
Royal Dutch Shells registered office is at:
Shell Centre
London
SE1 7NA, UK
Tel: +44 (0)20 7934 1234
Royal Dutch Shells headquarters are at:
Carel van Bylandtlaan 30
2596 HR The Hague
The Netherlands
Tel: +31 (0)70 377 4540
Royal Dutch Shell is resident in the Netherlands for Dutch and UK tax purposes. Royal Dutch Shells
Memorandum of Association provides that its primary objective is to carry on the business of a
holding company.
DIRECTORS
Under Royal Dutch Shells Articles of Association:
|
|
a Director may not vote or be counted in the quorum in respect of any matter in which he is
materially interested including any matter related to his own compensation; |
|
|
the Directors may
exercise Royal Dutch Shells power to borrow money provided that the borrowings of the Shell Group
shall not, without the consent of an ordinary resolution of shareholders of Royal Dutch Shell,
exceed two times Royal Dutch Shells adjusted capital and reserves (these powers relating to
borrowing may only be varied by special resolution of shareholders); |
|
|
Directors over age 70 must retire at each Annual General Meeting, but are eligible for
re-election; and |
|
|
Directors are not required to hold shares of Royal Dutch Shell to be qualified to be a
director. |
184 Royal Dutch Shell plc
The Executive and Non-executive Directors of Royal Dutch Shell plc are:
Jorma
Ollila, Chairman
Lord Kerr of Kinlochard GCMG, Deputy Chairman and
Senior Independent Non-executive Director
Jeroen van der Veer, Chief Executive
Peter Voser, Chief Financial Officer
Malcolm Brinded CBE FREng, Executive Director, Exploration &
Production
Linda Cook,
Executive
Director, Gas & Power
Rob Routs, Executive Director, Oil Products and Chemicals
Maarten van den Bergh, Non-executive Director
Nina Henderson, Non-executive Director
Sir Peter Job KBE, Non-executive Director
Wim Kok, Non-executive Director
Nick Land, Non-executive Director
Jonkheer Aarnout Loudon, Non-executive Director
Christine Morin-Postel, Non-executive Director
Lawrence Ricciardi, Non-executive Director
SENIOR MANAGEMENT OF ROYAL DUTCH SHELL PLC
In addition to the Executive and Non-executive Directors listed above, Royal Dutch Shell has
appointed the following Senior Management. Except for Beat Hess, who was appointed in 2006, all
other senior managers were appointed by the Board on January 31, 2007.
Roxanne
J. Decyk [A]
Born November 5, 1952. A US national, appointed Corporate Affairs Director in July 2005.
Previously, she was Senior Vice President for Corporate Affairs/Human Resources for Shell Oil and
Vice President of Corporate Strategy. She is also a Non-executive board member of Snap-On Inc.
Beat
Hess [A]
Born July 6, 1949. A Swiss national, appointed as Legal Director in June 2003. Previously he was
General Counsel of ABB Group from 1988 to 2003. He is also a Non-executive board member of Ciba
Specialty Chemicals.
W.
Adrian Loader [A]
Born June 3, 1948. A British national, appointed Strategy and Business Development Director in
August 2005. Previously, he was Director of Strategic Planning, Sustainable Development and
External Affairs and President of Shell Oil Products Europe. He is a Non-executive board member of
Alliance-Boots plc and Holcim Ltd.
Alan
D. Matula [A]
Born November 11, 1960. A US national, appointed Chief Information Officer in January 2006.
Previously, he was General Manager Strategy and Projects & Solutions for Shell International B.V.
He is a Non-executive board member of Airbiquity.
Hugh
S. Mitchell [A]
Born February 13, 1957. A British national, appointed Human Resource Director in March 2005.
Previously he was Director International for Royal Dutch Shell Group and Human Resource Director of
Oil Products.
[A]
Beneficially owns less than one percent of outstanding classes of
securities.
METHOD OF HOLDING SHARES OR AN INTEREST IN SHARE
There are several ways in which Royal Dutch Shell registered shares or an interest in these shares
can be held, including:
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directly as registered shares in uncertificated form or in certificated form in a shareholders own name; |
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indirectly through Euroclear Nederland (in respect of which the Dutch Securities Giro Act is applicable); |
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through the Royal Dutch Shell Corporate Nominee; and |
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as a direct or indirect holder of either an Class A or a Class B ADR with the Depositary. |
RIGHTS ATTACHING TO SHARES
Dividend rights and rights to share in the companys profit.
Under the applicable laws of England and Wales, dividends are payable on Class A ordinary shares
and Class B ordinary shares only out of profits available for distribution, as determined in
accordance with the Companies Act 1985 and under International Financial Reporting Standards.
Subject to the Companies Act 1985, if Royal Dutch Shells Directors consider that Royal Dutch
Shells financial position justifies the declaration of a dividend, Royal Dutch Shell can pay an
interim dividend.
Royal Dutch Shells shareholders can declare dividends by passing an ordinary resolution. Dividends
cannot exceed the amount recommended by Royal Dutch Shells Directors.
It is the intention that dividends will be declared and paid on a quarterly basis. Dividends are
payable to persons registered as shareholders on the record date relating to the relevant dividend.
All dividends will be divided and paid in proportions based on the amounts paid upon Royal Dutch
Shells shares during any period for which that dividend is paid.
Any dividend payable in cash relating to a share can be paid by sending a cheque, warrant or
similar financial instrument payable to the shareholder entitled to the dividend by post addressed
to the shareholders registered address or it can be made payable to someone else named in a
written instruction from the shareholder and sent by post to the address specified in that
instruction. A dividend can also be paid by interbank transfer or by other electronic means
directly to an account with a bank or other financial institution named in a written instruction
from the person entitled to receive the payment. Such bank or other financial institution must be
in the UK other than in respect of Royal Dutch Shells ordinary shares which are held within
Euroclear Nederland and to which the Securities Giro Act (Wet giraal effectenverkeer) applies.
Alternatively, a dividend can be paid in some other way requested in writing by a shareholder and
agreed to by Royal Dutch Shell. Royal Dutch Shell will not be responsible for a payment which is
lost or delayed.
Where any dividends or other amounts payable on a share have not been claimed, the directors can
invest them or use them in any other way for Royal Dutch Shells benefit until they are claimed.
Royal Dutch Shell will not be a trustee of the money and will not be liable to pay interest on it.
If a dividend has not been claimed for 12 years after being declared or becoming due for payment,
it will be forfeited and go back to Royal Dutch Shell, unless the Directors decide otherwise.
Royal Dutch Shell expects that dividends on Royal Dutch Shells outstanding Class B ordinary shares
will be paid under the dividend access mechanism described below. Royal Dutch Shells Articles of
Association provide that if any
Royal Dutch Shell plc 185
SUPPLEMENTARY INFORMATION CONTROL OF REGISTRANT (UNAUDITED)
amount is paid by the issuer of the dividend access share by way of dividend on the dividend access
share and paid by the dividend access trustee to any holder of Class B ordinary shares, the
dividend that Royal Dutch Shell would otherwise pay to such holder of Class B ordinary shares will
be reduced by an amount equal to the amount paid to such holder of Class B ordinary shares by the
dividend access trustee.
DIVIDEND ACCESS MECHANISM FOR CLASS B ORDINARY SHARES
General
Class A ordinary shares and Class B ordinary shares have identical rights, except related to the
dividend access mechanism, which applies only to the Class B ordinary shares.
Dividends paid on Class A ordinary shares have a Dutch source for tax purposes and are subject to
Dutch withholding tax. (See section below Taxation.)
It is the expectation and the intention, although there can be no certainty, that holders of Class
B ordinary shares will receive dividends via the dividend access mechanism. Any dividends paid on
the dividend access share will have a UK source for Dutch and UK tax purposes; there will be no UK
or Dutch withholding tax on such dividends and certain holders (not including US holders) of Class
B ordinary shares or Class B ADRs will be entitled to a UK tax credit in respect of their
proportional share of such dividends.
Description of dividend access mechanism
A dividend access share has been issued by Shell Transport to Lloyds TSB Offshore Trust Company
Limited (formerly Hill Samuel Offshore Trust Company Limited) as dividend access trustee. Pursuant
to a declaration of trust, Lloyds TSB Offshore Trust Company Limited will hold any dividends paid
in respect of the dividend access share on trust for the holders of Class B ordinary shares from
time to time and will arrange for prompt disbursement of such dividends to holders of Class B
ordinary shares. Interest and other income earned on unclaimed dividends will be for the account of
Shell Transport and any dividends which are unclaimed after 12 years will revert to Shell
Transport. Holders of Class B ordinary shares will not have any interest in the dividend access
share and will not have any rights against Shell Transport as issuer of the dividend access share.
The only assets held on trust for the benefit of the holders of Class B ordinary shares will be
dividends paid to the dividend access trustee in respect of the dividend access share.
The declaration and payment of dividends on the dividend access share will require board action by
Shell Transport and will be subject to any applicable legal or articles limitations in effect from
time to time. In no event will the aggregate amount of the dividend paid by Shell Transport under
the dividend access mechanism for a particular period exceed the aggregate amount of the dividend
declared by the Royal Dutch Shell Board on the Class B ordinary shares in respect of the same
period.
Operation of the dividend access mechanism
Following the declaration of a dividend by Royal Dutch Shell on the Class B ordinary shares, Shell
Transport may declare a dividend on the dividend access share. Shell Transport will not declare a
dividend on the dividend access share before Royal Dutch Shell declares a dividend on the Class B
ordinary shares, as Shell Transport will need to know what dividend Royal Dutch Shell has declared
on the Class B ordinary shares. This is to ensure that the dividend declared on the dividend access
share does not exceed an amount equal to the total dividend declared by Royal Dutch Shell on the
Class B ordinary shares.
To the extent that a dividend is declared and paid on the dividend access share by Shell Transport,
the holders of the Class B ordinary shares will be beneficially entitled to receive their share of
that dividend pursuant to the
declaration of trust (and arrangements will be made to ensure that
the dividend is paid in the same currency in which they would have received a dividend from Royal
Dutch Shell).
If any amount is paid by Shell Transport by way of a dividend on the dividend access share and paid
by the dividend access trustee to any holder of Class B ordinary shares, the dividend which Royal
Dutch Shell would otherwise pay on the Class B ordinary shares will be reduced by an amount equal
to the amount paid to such holders of Class B ordinary shares by the dividend access trustee.
Royal Dutch Shell will have a full and unconditional obligation, in the event that the dividend
access trustee does not pay an amount to holders of Class B ordinary shares on a cash dividend
payment date (even if that amount has been paid to the dividend access trustee), to pay immediately
the dividend declared on the Class B ordinary shares. The right of holders of Class B ordinary
shares to receive distributions from the dividend access trustee will be reduced by an amount equal
to the amount of any payment actually made by Royal Dutch Shell on account of any dividend on Class
B ordinary shares.
The dividend access mechanism may be suspended or terminated at any time by Royal Dutch Shells
Directors or the Directors of Shell Transport, for any reason and without financial recompense.
This might, for instance, occur in response to changes in relevant tax legislation.
The daily operations of the Dividend Access Trust is administered on behalf of the Group by Lloyds
TSB Offshore Trust Company Limited, an established trustee services company. Material financial
information of the Dividend Access Trust is included in the Consolidated Financial Statements of
the Group and is therefore, subject to the same disclosure controls and procedures of the Group.
DISPUTES BETWEEN A SHAREHOLDER OR ADR HOLDER AND ROYAL DUTCH SHELL, ANY SUBSIDIARY, DIRECTOR OR
PROFESSIONAL SERVICE PROVIDER
Except as noted below, all disputes between (a) a shareholder in its capacity as such and Royal
Dutch Shell or any of its subsidiaries (or any of Royal Dutch Shells or its subsidiaries
Directors or former Directors) arising out of or in connection with Royal Dutch Shells Articles of
Association or otherwise, (b) Royal Dutch Shell or its subsidiaries and any of Royal Dutch Shells
or its subsidiaries Directors or former Directors (including all claims made by Royal Dutch Shell
or any of its subsidiaries on Royal Dutch Shells behalf or on behalf of any of its subsidiaries
against any such Director), (c) a shareholder in its capacity as such and any of Royal Dutch
Shells professional service providers (which could include auditors, legal counsel, bankers and
ADR depositaries) that have agreed with Royal Dutch Shell to be bound by the arbitration and
exclusive jurisdiction provisions of Royal Dutch Shells Articles of Association, and (d) Royal
Dutch Shell and its professional service providers arising in connection with any such dispute
between a shareholder and a professional service provider, shall be exclusively and finally
resolved by arbitration in The Hague, the Netherlands under the Rules of Arbitration of the
International Chamber of Commerce (ICC). This would include all disputes arising under UK, Dutch
or US law (including securities laws), or under any other law, between parties covered by the
arbitration provision.
The tribunal shall consist of three arbitrators to be appointed in accordance with the rules of the
ICC. The chairman must have at least 20 years experience as a lawyer qualified to practise in a
common law jurisdiction which is within the Commonwealth and each other arbitrator must have at
least 20 years experience as a qualified lawyer.
If a court or other competent authority in any jurisdiction determines that the arbitration
requirement described above is invalid or unenforceable in any
186 Royal Dutch Shell plc
particular dispute in that jurisdiction, that dispute may only be brought in the courts of
England and Wales.
The governing law of Royal Dutch Shells Articles of Association is the substantive law of England.
Disputes relating to Royal Dutch Shells failure or alleged failure to pay all or part of a
dividend which has been declared and which has fallen due for payment will not be the subject of
the arbitration and exclusive jurisdiction provisions of Royal Dutch Shells Articles of
Association.
Pursuant to the relevant Depositary agreement, each holder of ADRs is bound by the arbitration and
exclusive jurisdiction provisions of the Articles of Association as described in this section as if
that holder were a shareholder.
VOTING RIGHTS AND GENERAL MEETINGS OF SHAREHOLDERS
Shareholders meetings
Under the applicable laws of England and Wales, Royal Dutch Shell is required in each year to hold
an Annual General Meeting of shareholders in addition to any other meeting of shareholders that may
be held. Not more than 15 months may elapse between the date of one Annual General Meeting of
shareholders and that of the next. Additionally, shareholders may submit resolutions in accordance
with section 376 of the Companies Act 1985.
Royal Dutch Shells Directors have the power to convene a general meeting of shareholders at any
time. In addition, Royal Dutch Shells Directors must convene a meeting upon the request of
shareholders holding not less than 10% of Royal Dutch Shells paid-up capital carrying voting
rights at general meetings of shareholders and 5% voting rights at an Annual General Meeting
pursuant to the Companies Act 1985 section 376. A request for a general meeting of shareholders
must state the objects of the meeting, and must be signed by the requesting shareholders and
deposited at Royal Dutch Shells registered office. If Royal Dutch Shells Directors fail to give
notice of such meeting to shareholders within 21 days from receipt of notice, the shareholders that
requested the general meeting, or any of them representing more than one-half of the total voting
rights of all shareholders that requested the meeting, may themselves convene a meeting, but any
meeting so convened shall not be held after the expiration of three months. Any such meeting must
be convened in the same manner, as readily as possible, as that in which meetings are to be
convened by Royal Dutch Shells Directors.
Royal Dutch Shell is required to provide at least 21 clear days notice of any Annual General
Meeting, any general meeting where a special resolution is to be voted upon, or to pass a
resolution of which special notice under the Companies Act 1985, as amended has been given.
Special resolutions generally involve proposals to:
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change the name of a company; |
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alter a companys capital structure; |
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change or amend the rights of shareholders; |
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permit a company to issue new shares for cash without applying shareholders pre-emptive rights; |
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amend a companys objects clause in its Memorandum of Association; |
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amend a companys Articles of Association; and |
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carry out other matters for which a companys Articles of Association or the
Companies Act 1985 prescribe that a special resolution is required. |
At least 14 clear days notice is required for all other general meetings.
Royal Dutch Shells Articles of Association require that any notice of general meetings must be in
writing and must specify where the meeting is to be held, the date and time of the meeting and the
general nature of the business of the
meeting. The listing rules (the Listing Rules) of the UKLA
(and the Euronext rules and the rules of the NYSE) require Royal Dutch Shell to inform holders of
Royal Dutch Shells securities of the holding of meetings which they are entitled to attend.
A shareholder is entitled to appoint a proxy (which is not required to be another shareholder) to
represent and vote on behalf of the shareholder at any general meeting of shareholders, including
the Annual General Meeting.
Business may not be transacted at any general meeting, including the Annual General Meeting, unless
a quorum is present. A quorum is two people who are entitled to vote at that general meeting. They
can be shareholders who are personally present or proxies for shareholders entitled to vote at that
general meeting or a combination of both.
If a quorum is not present within five minutes of the time fixed for a general meeting to start or
within any longer period not exceeding one hour (as decided by the Chairman of the meeting), (i) if the meeting was called by
shareholders it will be cancelled and (ii) any other meeting will be adjourned to any day (being
not less than three nor more than 28 days later), time and place stated in the notice of the
meeting. If the notice does not provide for this, the meeting shall be adjourned to a day, time and
place decided upon by the Chairman of the meeting. One shareholder present in person or by proxy
and entitled to vote will constitute a quorum at any adjourned general meeting.
Record dates
In relation to ordinary shares in uncertificated form, the holders of those shares that are on the
register of members on the record date have the right to attend and vote at meetings. In relation
to ordinary shares in certificated form, holders of those shares that are on the register of
members at the time of a meeting of shareholders are entitled to attend and vote at meetings.
Voting rights
The Class A ordinary shares and Class B ordinary shares have identical voting rights and vote
together as a single class on all matters including the election of directors unless a matter
affects the rights of one class as a separate class. If a resolution affects the rights attached to
either class of shares as a separate class, it must be approved either in writing by shareholders
holding at least three-quarters of the issued shares of that class by amount, excluding any shares
of that class held as treasury shares, or by an extraordinary resolution passed at a separate
meeting of the registered holders of the relevant class of shares.
Extraordinary resolutions are confined to matters out of the ordinary course of business, such as
a proposal to wind up the affairs of a company.
It is the intention that all voting at Royal Dutch Shell general meetings will take place on a
poll. On a poll, every holder of Class A ordinary shares or Class B ordinary shares present in
person or by proxy has one vote for every share he holds.
This is subject to any rights or restrictions which are given to any class of shares. No
shareholder is entitled to vote if he has been served with a restriction notice after failure to
provide Royal Dutch Shell with information concerning interests in his or her shares required to be
provided under the Companies Act 1985.
A poll is voting by means of a ballot where the number of shares held by each voting shareholder
is counted, as opposed to voting by way of a show of hands where the actual number of shares held
by voting shareholders is not taken into account.
Royal Dutch Shell plc 187
SUPPLEMENTARY INFORMATION CONTROL OF REGISTRANT (UNAUDITED)
Under the Companies Act 1985, if a poll is demanded, the resolution conducted on a poll must
be approved by holders of at least a majority of the votes cast at the meeting. Both special and
extraordinary resolutions require the affirmative vote of at least 75% of the votes cast at the
meeting to be approved.
Major shareholders have no differing voting rights.
Rights in a winding up
If Royal Dutch Shell is wound up (whether the liquidation is voluntary, under supervision of the
court or by the court), the liquidator can, with the authority of an extraordinary resolution
passed by Royal Dutch Shell shareholders and any other sanction required by legislation, divide
among the shareholders (excluding any shareholder holding shares as treasury shares) the whole or
any part of Royal Dutch Shells assets. For this purpose, the liquidator can set the value that the
liquidator considers fair upon any property and decide how such division is carried out as between
shareholders or different groups of shareholders.
Redemption provisions
Ordinary shares are not subject to any redemption provisions.
Sinking fund provisions
Ordinary shares are not subject to any sinking fund provision under Royal Dutch Shells Memorandum
and Articles of Association or as a matter of the laws of England and Wales.
Liability to further calls
No holder of Royal Dutch Shells ordinary shares will be required to make additional contributions
of capital in respect of Royal Dutch Shells ordinary shares in the future.
Discriminating provisions
There are no provisions discriminating against a shareholder because of his ownership of a
particular number of shares.
Variation of rights
Under the Companies Act 1985, Royal Dutch Shells shareholders have power to amend the objects, or
purpose, clause in Royal Dutch Shells Memorandum of Association and any provision of Royal Dutch
Shells Articles of Association by special resolution, subject to, in the case of amendments to the
objects clause of the Memorandum of Association, the right of dissenting shareholders to apply to
the courts to cancel the amendments.
Under the Companies Act 1985, Royal Dutch Shells Board of Directors is not authorised to change
the Memorandum of Association or the Articles of Association. Royal Dutch Shells Articles of
Association provide that, if permitted by legislation, the rights attached to any class of Royal
Dutch Shells shares can be changed if this is approved either in writing by shareholders holding
at least three-quarters of the issued shares of that class by amount (excluding any shares of that
class held as treasury shares) or by an extraordinary resolution passed at a separate meeting of
the holders of the relevant class of shares. At every such separate meeting, all of the provisions
of the Articles of Association relating to proceedings at a general meeting apply, except that the
quorum is to be the number of persons who hold or represent by proxy not less than one-third in
nominal value of the issued shares of the class. These provisions are not more stringent than
required by law in England.
Limitations on rights to own shares
There are no limitations imposed by the applicable laws of England and Wales or Royal Dutch Shells
Memorandum or Articles of Association on the rights to own shares, including the right of
non-residents or foreign persons to hold
or vote Royal Dutch Shells shares, other than limitations
that would generally apply to all of Royal Dutch Shells shareholders.
CHANGE OF CONTROL
There are no provisions in the Memorandum or Articles of Association of Royal Dutch Shell or
of corporate legislation in England and Wales that would delay, defer or prevent a change of
control.
THRESHOLD FOR DISCLOSURE OF SHARE OWNERSHIP
The Companies Act 2006 imposes an obligation upon a person who acquires or ceases to have
notifiable interest in the relevant share capital of a public company to notify the company of that
fact within two days (excluding weekends and bank holidays) of his or her knowing of its
occurrence. The disclosure threshold is 3%.
The Act provides a public company with the statutory means to ascertain the persons who are or have
within the last three years been interested in its relevant share capital and the nature of such
interests.
The Royal Dutch Shell Articles of Association provide that in any statutory notice under the Act,
Royal Dutch Shell will ask for details of those who have an interest and the extent of their
interest in a particular holding. The Royal Dutch Shell Articles of Association also provide that
when a person receives a statutory notice, he has 14 days to comply with it. If he does not do so
or if he makes a statement in response to the notice which is false or inadequate in some important
way, Royal Dutch Shell may restrict the rights relating to the identified shares, following notice.
The restriction notice will state that the identified shares no longer give the shareholder any
right to attend or vote either personally or by proxy at a shareholders meeting or to exercise any
right in relation to the shareholders meetings. Where the identified shares make up 0.25% or more
(in amount or in number) of the existing shares of a class at the date of delivery of the
restriction notice, the restriction notice can also contain the following further restrictions: (i)
the Directors can withhold any dividend or part of a dividend or other money otherwise payable in
respect of the identified shares without any liability to pay interest when such money is finally
paid to the shareholder; and (ii) the Directors can refuse to register a transfer of any of the
identified shares which are certificated shares unless the Directors are satisfied that they have
been sold outright to an independent third party. Once a restriction notice has been given, the
Directors are free to cancel it or exclude any shares from it at any time they think fit. In
addition, they must cancel the restriction notice within seven days of being satisfied that all
information requested in the statutory notice has been given. Also, where any of the identified
shares are sold and the Directors are satisfied that they were sold outright to an independent
third party, they must cancel the restriction notice within seven days of receipt of the
notification of the sale. The Royal Dutch Shell Articles of Association do not restrict in any way
the provision of the Act.
The UK City Code on Takeovers and Mergers imposes rigorous disclosure requirements affecting
parties to a proposed takeover, their associates and persons acting in concert in relation to
the shares of a company. These requirements also extend to dealings by persons who directly or
indirectly own or control (either before or as a result of the dealing) 1% or more of the equity
shares in an offeror or offeree company or of any other class of shares relevant to the offer in
question.
The UK Rules Governing Substantial Acquisitions of Shares require accelerated disclosure of
acquisitions of shares or rights over shares where a person holds, or as a result of an
acquisition, comes to hold shares or rights over shares representing 15% or more of the voting
rights of a company whose shares are listed on the London Stock Exchange.
188 Royal Dutch Shell plc
Rule 13d-1 of the US Securities Exchange Act of 1934 requires that a person or group acquiring
beneficial ownership of more than 5% of equity securities registered under the US Securities Act
discloses such information to the SEC within 10 days after the acquisition.
CAPITAL CHANGES
The conditions imposed by Royal Dutch Shells Memorandum and Articles of Association for
changes in capital are not more stringent than required by the applicable laws of England and
Wales.
AMERICAN DEPOSITARY RECEIPTS
One Class A ADR represents two Class A ordinary shares of 0.07 each. One Class B ADR
represents two Class B ordinary shares of 0.07 each. The Depositary is the registered shareholder
of the shares underlying the Class A or Class B ADRs and enjoys the rights of a shareholder under
the Memorandum and Articles of Association. Holders of ADRs will not have shareholder rights. The
rights of the holder of a Class A ADR or Class B ADR are specified in the respective Depositary
agreements with the Depositary and are summarised below.
The Depositary will receive all cash dividends and other cash distributions made on the deposited
shares underlying the ADRs and, where possible and on a reasonable basis, will distribute such
dividends and distributions to holders of ADRs. Rights to purchase additional shares will also be
made available to the Depository who may make such rights available to holders of ADRs. All other
distributions made on Royal Dutch Shell shares will be distributed by the Depositary in any means
that the Depositary thinks is equitable and practical. The Depositary may deduct its fees and
expenses and the amount of any taxes owed from any payments to holders and it may sell a holders
deposited shares to pay any taxes owed. The Depositary is not responsible if it decides that it is
unlawful or impractical to make a distribution available to holders of ADRs.
The Depositary will notify holders of ADRs of shareholders meetings of Royal Dutch Shell and will
arrange to deliver voting materials to such holders of ADRs if requested by Royal Dutch Shell. Upon
request by a holder, the Depositary will endeavour to appoint such holder as proxy in respect of
such holders deposited shares entitling such holder to attend and vote at shareholders meetings.
Holders of ADRs may also instruct the Depositary to vote their deposited securities and the
Depositary will try, as far as practical and lawful, to vote deposited shares in accordance with
such instructions. Royal Dutch Shell cannot ensure that holders will receive voting materials or
otherwise learn of an upcoming shareholders meeting in time to ensure that holders can instruct
the Depositary to vote their shares.
Upon payment of appropriate fees, expenses and taxes (a) Royal Dutch Shell shareholders may deposit
their shares with the Depository and receive the corresponding class and amount of ADRs and (b)
holders of ADRs may surrender their ADRs to the Depositary and have the corresponding class and
amount of Royal Dutch Shell shares credited to their account. Further, subject to certain
limitations, holders may, at any time, cancel ADRs and withdraw their underlying shares or have the
corresponding class and amount of shares credited to their account. The Depositary may also deliver
ADRs prior to deposit of the underlying securities subject to certain conditions, including,
without limitation, that such pre-released ADRs are fully collateralised and that the underlying
securities are assigned to and held for the account of the Depositary.
EXCHANGE CONTROLS AND OTHER LIMITATIONS AFFECTING SECURITY HOLDERS
There is no legislative or other legal provision currently in force in England or arising
under Royal Dutch Shells Memorandum or Articles of Association restricting remittances to
non-resident holders of Royal Dutch Shells ordinary shares or affecting the import or export of
capital for use by Royal Dutch Shell.
The Dutch External Financial Relations Act of 1994 enables
the Minister of Finance or the Central Bank of the Netherlands, as the case may be, to issue
regulations with regard to a number of financial transactions relating to the import and export of
capital. The regulations as issued and applied to date have not restricted the activities and
operations of the Group.
There is no legislative or other legal provision currently in force in the Netherlands restricting
remittances to non-resident holders of Royal Dutch Shells ordinary shares.
TAXATION
General
Royal Dutch Shell is incorporated in England and Wales and tax-resident in the Netherlands. As a
tax resident of the Netherlands, it is generally required by Dutch law to withhold tax at a rate of
15% on dividends with effect from January 1, 2007 (in 2006 the withholding tax rate was 25%) on its
ordinary shares and ADRs, subject to the provisions of any applicable tax convention or domestic
law. The following sets forth the operation of the provisions on dividends on Royal Dutch Shells
various ordinary shares and ADRs to US and UK holders, as well as certain other tax rules pertinent
to holders. Each holder should consult their tax advisor.
Dividends paid on the Dividend Access Share
There is no Dutch withholding tax on dividends on Royal Dutch Shell Class B ordinary shares or
Class B ADRs provided that such dividends are paid on the Dividend Access Share pursuant to the
Dividend Access Mechanism (see above section dividend access mechanism for Class B ordinary
shares). Dividends paid on the Dividend Access Share are treated as UK-source for tax purposes and there is no UK withholding tax on them. Also, under UK law, individual
shareholders resident in the UK are entitled to a UK tax credit with dividends paid on the Dividend
Access Share. The amount of the UK tax credit is 10/90ths of the cash dividend and the credit is
not repayable when it exceeds the individuals UK tax liability. In 2006 all dividends with respect
to Class B ordinary shares and Class B ADRs were paid on the Dividend Access Share pursuant to the
Dividend Access Mechanism.
Dutch withholding tax
When Dutch withholding tax applies, a United States holder will be subject to Dutch withholding tax
at a rate of 15% from January 1, 2007. A United States holder who is entitled to the benefits of
the 1992 Double Taxation Convention between the United States and the Netherlands and as amended by
the protocol signed March 8, 2004 (the convention) will be entitled to a reduction in the Dutch
withholding tax, either by way of a full or a partial exemption at source or by way of a partial
refund or a credit as follows:
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If the US holder is an exempt pension trust as described in article 35 of the
Convention, or an exempt organisation as described in article 36 thereof, the US holder
will be exempt from Dutch withholding tax. |
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If the US holder is a company that holds directly at least 10% of the voting power
in Royal Dutch Shell, the US holder will be subject to Dutch withholding tax at a rate not
exceeding 5%. |
In general, the entire dividend (including any amount withheld) will be dividend income to the US
holder, and the withholding tax will be treated as a foreign income tax that is eligible for credit
against the US holders income tax liability or a deduction subject to certain limitations. A US
holder includes, but is not limited to, a citizen or resident of the United States, or a
corporation or other entity organized under the laws of the United States or any of its political
subdivisions.
When Dutch withholding tax applies on dividends paid to UK-resident holders (that is, dividends on
Class A ordinary shares or Class A ADRs, or on Class B ordinary shares or Class B ADRs that are not
paid on the Dividend
Royal Dutch Shell plc 189
SUPPLEMENTARY INFORMATION CONTROL OF REGISTRANT (UNAUDITED)
Access Share pursuant to the dividend access mechanism), the dividend will typically be
subject to withholding tax at a rate of 15% with effect from January 1, 2007. Pension funds,
meeting certain defined criteria, can however, claim a full refund of the dividend tax withheld
effective January 1, 2007. Also, resident corporate shareholders holding at least a 5% shareholding
are exempted at source from dividend tax. For 2006 the 25% withholding tax rate applied, unless the
UK holder was entitled to the benefits of the main tax convention between the Netherlands and the
UK, and submitted an appropriate claim with the Dutch Revenue, in which case the reduced
withholding tax rate of 15% was applicable. Such UK holder will be entitled to a credit (not
repayable) for withholding tax against their UK tax liability.
For shareholders who are resident in any other country, the availability of a whole or partial
exemption or refund of Dutch withholding tax is governed by Dutch tax law and/or the tax
convention, if any, between the Netherlands and the country of the shareholders residence.
Dutch capital gains taxation
Capital gains on the sale of shares of a Dutch tax-resident company by a US holder are generally
not subject to taxation by the Netherlands unless the US shareholder has a permanent establishment
therein and the capital gain is derived from the sale of shares that are part of the business
property of the permanent establishment.
Dutch succession duty and gift taxes
Shares of a Dutch tax-resident company held by an individual who is not a resident or a deemed
resident of the Netherlands will generally not be subject to succession duty in The Netherlands on
the individuals death unless the shares are part of the business property of a permanent
establishment situated in the Netherlands.
A gift of shares of a Dutch tax-resident company by an individual, who is not a resident or deemed
resident of the Netherlands, is generally not subject to Dutch gift tax.
UK stamp duty and Stamp Duty Reserve Tax (SDRT)
Sales or transfers of Royal Dutch Shell ordinary shares within a clearance system (such as
Euroclear Nederland) or of Royal Dutch Shell ADRs within the ADR depositary receipts system will
not give rise to a SDRT liability and should not in practice require the payment of UK stamp duty.
The transfer of Royal Dutch Shell ordinary shares to a clearance service (such as Euroclear
Nederland) or to an issuer of depositary receipts (such as ADRs) will generally give rise to a UK
stamp duty or SDRT liability at the rate of 1.5% of consideration given, or if none, of the value
of the shares. A sale of Royal Dutch Shell ordinary shares that are not held within a clearance
service (for example, settled through the UKs CREST system of paperless transfers) will be subject
to UK stamp duty or SDRT at the rate of 0.5% of amount of the consideration, normally paid by the
purchaser.
MANAGEMENT
Royal Dutch Shells Articles of Association provide that Royal Dutch Shells Board of
Directors must consist of not less than three members nor more than 20 members at any time. Royal
Dutch Shell has a single tier Board of Directors headed by a Chairman, with management led by a
Chief Executive. Royal Dutch Shells Board comprises 10 Non-executive Directors (including the
Chairman) and five Executive Directors (including the Chief Executive and the Chief Financial
Officer).
Royal Dutch Shells Articles of Association provide that at every Annual General Meeting any
Director who was in office at the time of the two previous Annual General Meetings and who did not
retire at either of them must retire. Additional provisions in respect of retirement apply to Royal
Dutch Shells 2007 and 2008 Annual General Meetings. At the Annual General Meeting at which a
Director retires, shareholders can pass an ordinary resolution to re-elect the Director or to elect
another eligible person in his or her place. Five of the 10 Non-executive Directors who were
appointed in October 2004 are expected to be replaced by the end of 2008 the Chairman and a
Non-executive Director were replaced in 2006 and it is expected that three more Non-executive
Directors will be replaced by 2008. The retiring Non-executive Directors will be replaced by
candidates with the appropriate experience and qualifications to ensure the continued effectiveness
of our Boards supervision of Royal Dutch Shell and Shell Group companies.
A Director who would not otherwise be required to retire must also retire if he is aged 70 or more
at the date of the meeting or if he has been in office, other than as a Director holding an
executive position, for a continuous period of nine years or more at the date of the meeting. Any
such Director will be eligible to stand for re-election.
The business address for all of the Directors is Carel van Bylandtlaan 30, 2596 HR, The Hague, the
Netherlands. Save for Mr Jorma Ollila and Mr Nick Land (appointed with effect from June 1, 2006 and
July 1, 2006 respectively), all of the Directors were appointed in 2004.
RELATED PARTY TRANSACTIONS
There were no transactions or proposed transactions that were material to either the Company
or any related party. Nor were there any transactions that were unusual in their nature or
conditions with any related party.
190 Royal Dutch Shell plc
Index to the Parent Company Financial Statements
The Parent Company Financial Statements have not been audited in accordance with
the standards of the Public Company Accounting Oversight Board (United States).
Royal Dutch Shell plc 191
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
NOTES |
|
|
2006 |
|
|
2005 |
|
Dividend income |
|
|
12 |
|
|
|
17,174 |
|
|
|
|
|
Administrative expenses |
|
|
|
|
|
|
(31 |
) |
|
|
(14 |
) |
Finance income |
|
|
3 |
|
|
|
478 |
|
|
|
16 |
|
Finance expense |
|
|
3 |
|
|
|
(25 |
) |
|
|
(60 |
) |
|
Income/(loss) before taxation |
|
|
|
|
|
|
17,596 |
|
|
|
(58 |
) |
|
Taxation |
|
|
5 |
|
|
|
42 |
|
|
|
4 |
|
|
Income/(loss) for the period attributable to
shareholders of Royal Dutch Shell plc |
|
|
|
|
|
|
17,638 |
|
|
|
(54 |
) |
|
All results are from continuing activities.
The Notes on pages 196 to 207 are an integral part of these Parent Company Financial Statements.
192 Royal Dutch Shell plc
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
NOTES |
|
|
Dec 31, 2006 |
|
|
Dec 31, 2005 |
|
Assets |
|
|
|
|
|
|
|
|
|
|
|
|
Non-current assets |
|
|
|
|
|
|
|
|
|
|
|
|
Investments in subsidiaries |
|
|
6 |
|
|
|
200,613 |
|
|
|
200,612 |
|
Deferred tax |
|
|
5 |
|
|
|
10 |
|
|
|
2 |
|
|
|
|
|
|
|
|
|
200,623 |
|
|
|
200,614 |
|
|
Current assets |
|
|
|
|
|
|
|
|
|
|
|
|
Amounts due from subsidiaries |
|
|
|
|
|
|
6,606 |
|
|
|
3,032 |
|
Other receivables |
|
|
7 |
|
|
|
27 |
|
|
|
|
|
Cash and cash equivalents |
|
|
8 |
|
|
|
649 |
|
|
|
2,108 |
|
|
|
|
|
|
|
|
|
7,282 |
|
|
|
5,140 |
|
|
Total assets |
|
|
|
|
|
|
207,905 |
|
|
|
205,754 |
|
|
Liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
Accounts payable and accrued liabilities |
|
|
10 |
|
|
|
918 |
|
|
|
440 |
|
|
|
|
|
|
|
|
|
918 |
|
|
|
440 |
|
|
Total liabilities |
|
|
|
|
|
|
918 |
|
|
|
440 |
|
|
Equity |
|
|
|
|
|
|
|
|
|
|
|
|
Share capital |
|
|
11 |
|
|
|
545 |
|
|
|
571 |
|
Other reserves |
|
|
12 |
|
|
|
200,824 |
|
|
|
200,420 |
|
Retained earnings |
|
|
|
|
|
|
5,618 |
|
|
|
4,323 |
|
|
Equity attributable to shareholders of Royal Dutch Shell plc |
|
|
|
|
|
|
206,987 |
|
|
|
205,314 |
|
|
Total liabilities and equity |
|
|
|
|
|
|
207,905 |
|
|
|
205,754 |
|
|
/s/ Peter Voser
Peter Voser
Chief Financial Officer, for and on behalf of the Board of Directors
March 7, 2007
The Notes on pages 196 to 207 are an integral part of these Parent Company Financial Statements.
Royal Dutch Shell plc 193
PARENT COMPANY FINANCIAL STATEMENTS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
|
|
|
Share |
|
|
Other |
|
|
Retained |
|
|
Total |
|
|
|
NOTES |
|
|
capital |
|
|
reserves |
|
|
earnings |
|
|
equity |
|
At January 1, 2005 |
|
|
|
|
|
|
366 |
|
|
|
30 |
|
|
|
1 |
|
|
|
397 |
|
Income for the period |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(54 |
) |
|
|
(54 |
) |
Currency translation differences |
|
|
|
|
|
|
|
|
|
|
(45 |
) |
|
|
|
|
|
|
(45 |
) |
Effect of functional currency change |
|
|
12 |
|
|
|
(15 |
) |
|
|
15 |
|
|
|
|
|
|
|
-- |
|
|
Total recognised income/(expense) for the period |
|
|
|
|
|
|
(15 |
) |
|
|
(30 |
) |
|
|
(54 |
) |
|
|
(99 |
) |
Share-based compensation |
|
|
12 |
|
|
|
|
|
|
|
30 |
|
|
|
|
|
|
|
30 |
|
Dividends paid |
|
|
13 |
|
|
|
|
|
|
|
|
|
|
|
(3,770 |
) |
|
|
(3,770 |
) |
Issue of share capital |
|
|
11 |
|
|
|
233 |
|
|
|
|
|
|
|
|
|
|
|
233 |
|
Acquisition of Shell Transport and Royal Dutch |
|
|
11 |
|
|
|
|
|
|
|
213,011 |
|
|
|
|
|
|
|
213,011 |
|
Transfers in respect of pre-acquisition dividends |
|
|
12 |
|
|
|
|
|
|
|
(12,634 |
) |
|
|
12,634 |
|
|
|
-- |
|
Redemption of share capital |
|
|
11 |
|
|
|
(1 |
) |
|
|
1 |
|
|
|
|
|
|
|
-- |
|
Shares repurchased for cancellation |
|
|
11 |
|
|
|
(12 |
) |
|
|
12 |
|
|
|
(4,488 |
) |
|
|
(4,488 |
) |
|
At December 31, 2005 |
|
|
|
|
|
|
571 |
|
|
|
200,420 |
|
|
|
4,323 |
|
|
|
205,314 |
|
Income for the period |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
17,638 |
|
|
|
17,638 |
|
Share-based compensation |
|
|
12 |
|
|
|
|
|
|
|
224 |
|
|
|
|
|
|
|
224 |
|
Dividends paid |
|
|
13 |
|
|
|
|
|
|
|
|
|
|
|
(8,142 |
) |
|
|
(8,142 |
) |
Issue of share capital |
|
|
11 |
|
|
|
|
|
|
|
154 |
|
|
|
|
|
|
|
154 |
|
Redemption of share capital |
|
|
11 |
|
|
|
(5 |
) |
|
|
5 |
|
|
|
|
|
|
|
-- |
|
Shares repurchased for cancellation |
|
|
11 |
|
|
|
(21 |
) |
|
|
21 |
|
|
|
(8,201 |
) |
|
|
(8,201 |
) |
|
At December 31, 2006 |
|
|
|
|
|
|
545 |
|
|
|
200,824 |
|
|
|
5,618 |
|
|
|
206,987 |
|
|
ANALYSIS OF OTHER RESERVES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
|
|
|
|
|
|
|
Cumulative |
|
|
|
|
|
|
|
|
|
|
|
|
Share |
|
|
Capital |
|
|
currency |
|
|
|
|
|
|
|
|
|
|
|
|
premium |
|
|
redemption |
|
|
translation |
|
|
Share plan |
|
|
Other |
|
|
Other |
|
|
|
reserve |
|
|
reserve |
|
|
differences |
|
|
reserve |
|
|
reserve |
|
|
reserves |
|
At January 1, 2005 |
|
|
|
|
|
|
|
|
|
|
30 |
|
|
|
|
|
|
|
|
|
|
|
30 |
|
Currency translation differences |
|
|
|
|
|
|
|
|
|
|
(45 |
) |
|
|
|
|
|
|
|
|
|
|
(45 |
) |
Effect of functional currency change |
|
|
|
|
|
|
|
|
|
|
15 |
|
|
|
|
|
|
|
|
|
|
|
15 |
|
|
Total recognised income/(expense) for the period |
|
|
|
|
|
|
|
|
|
|
(30 |
) |
|
|
|
|
|
|
|
|
|
|
(30 |
) |
Share-based compensation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
30 |
|
|
|
|
|
|
|
30 |
|
Acquisition of Shell Transport and Royal Dutch |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
213,011 |
|
|
|
213,011 |
|
Transfers in respect of pre-acquisition dividends |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(12,634 |
) |
|
|
(12,634 |
) |
Redemption of share capital |
|
|
|
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
|
Shares repurchased for cancellation |
|
|
|
|
|
|
12 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12 |
|
|
At December 31, 2005 |
|
|
|
|
|
|
13 |
|
|
|
|
|
|
|
30 |
|
|
|
200,377 |
|
|
|
200,420 |
|
Issue of share capital |
|
|
154 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
154 |
|
Share-based compensation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
224 |
|
|
|
|
|
|
|
224 |
|
Redemption of share capital |
|
|
|
|
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5 |
|
Shares repurchased for cancellation |
|
|
|
|
|
|
21 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
21 |
|
|
At December 31, 2006 |
|
|
154 |
|
|
|
39 |
|
|
|
|
|
|
|
254 |
|
|
|
200,377 |
|
|
|
200,824 |
|
|
The Notes on pages 196 to 207 are an integral part of these Parent Company Financial
Statements.
194 Royal Dutch Shell plc
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
NOTES |
|
|
2006 |
|
|
2005 |
|
Cash flow from operating activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Income/(loss) for the period |
|
|
|
|
|
|
17,638 |
|
|
|
(54 |
) |
Adjustment for: |
|
|
|
|
|
|
|
|
|
|
|
|
Dividend income |
|
|
|
|
|
|
(17,174 |
) |
|
|
|
|
Taxation |
|
|
|
|
|
|
(42 |
) |
|
|
(4 |
) |
Currency exchange (gain)/loss (unrealised) |
|
|
|
|
|
|
(318 |
) |
|
|
57 |
|
Interest income |
|
|
|
|
|
|
(51 |
) |
|
|
(16 |
) |
Interest expense |
|
|
|
|
|
|
25 |
|
|
|
|
|
Decrease in net working capital |
|
|
|
|
|
|
69 |
|
|
|
229 |
|
|
Cash flow from operating activities |
|
|
|
|
|
|
147 |
|
|
|
212 |
|
|
Cash flow from investing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Acquisition of a subsidiary |
|
|
|
|
|
|
|
|
|
|
(2 |
) |
Interest received |
|
|
|
|
|
|
51 |
|
|
|
16 |
|
Dividends received |
|
|
|
|
|
|
14,663 |
|
|
|
9,634 |
|
|
Cash flow from investing activities |
|
|
|
|
|
|
14,714 |
|
|
|
9,648 |
|
|
Cash flow from financing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Proceeds for loan notes cancelled and shares issued |
|
|
|
|
|
|
166 |
|
|
|
|
|
Short-term financing from a Group company |
|
|
|
|
|
|
|
|
|
|
(6 |
) |
Repurchase of share capital, including expenses |
|
|
|
|
|
|
(8,201 |
) |
|
|
(4,488 |
) |
Dividends paid |
|
|
13 |
|
|
|
(8,142 |
) |
|
|
(3,770 |
) |
Interest paid |
|
|
|
|
|
|
(25 |
) |
|
|
|
|
|
Cash flow from financing activities |
|
|
|
|
|
|
(16,202 |
) |
|
|
(8,264 |
) |
|
Currency translation differences relating to cash and cash equivalents |
|
|
|
|
|
|
90 |
|
|
|
(100 |
) |
|
(Decrease)/increase in cash and cash equivalents |
|
|
|
|
|
|
(1,251 |
) |
|
|
1,496 |
|
Cash and cash equivalents at beginning of period |
|
|
8 |
|
|
|
1,899 |
|
|
|
403 |
|
|
Cash and cash equivalents at end of period |
|
|
8 |
|
|
|
648 |
|
|
|
1,899 |
|
|
The Notes on pages 196 to 207 are an integral part of these Parent Company Financial
Statements.
Royal Dutch Shell plc 195
Notes to the Parent Company Financial Statements
1
BASIS OF PREPARATION
In 2005, Royal Dutch Shell plc (Royal Dutch Shell, the Company) incorporated in England and
Wales, became the single parent company of Royal Dutch Petroleum Company (Royal Dutch) and of
Shell Transport and Trading Company Limited (previously known as The Shell Transport and Trading
Company, p.l.c.) (Shell Transport) the two former public parent companies of the Group (the
Unification). After the Unification, a series of restructuring transactions of the Group occurred
in December 2005 which included the contribution of Shell Transport to Royal Dutch and the merger
under Dutch law of Royal Dutch with its wholly owned subsidiary, Shell Petroleum N.V. (Shell
Petroleum). As a result of the merger, Royal Dutch and the Royal Dutch shares ceased to exist and
Shell Petroleum, the surviving company in the merger, became a 100% owned subsidiary of Royal Dutch
Shell and Shell Transport a 100% subsidiary of Shell Petroleum.
The Financial Statements of the
Company have been prepared in accordance with the provisions of the Companies Act 1985, Article 4
of the IAS Regulation and with International Financial Reporting Standards (IFRS) as adopted by the
European Union. As applied to Royal Dutch Shell, there are no material differences with IFRS as
issued by the International Accounting Standards Board.
The Financial Statements have been prepared in accordance with those IFRS and International
Financial Reporting Interpretation Committee (IFRIC) interpretations issued and effective, or
issued and early adopted, as at December 31, 2006. The accounting policies set out in Note 2 below
have been consistently applied to all periods presented.
The Financial Statements have been prepared under the historical cost convention.
The preparation of Financial Statements in conformity with IFRS requires the use of certain
accounting estimates. It also requires management to exercise its judgement in the process of
applying the Companys accounting policies. Actual results could differ from those estimates.
The financial results of the Company are included in the Consolidated Financial Statements of the
Group on pages 104 to 160. The financial results of the Company incorporate the results of the
Dividend Access Trust.
The Companys principal activity is being the parent company for the Group. It conducts itself
wholly within the Corporate business segment.
The Financial Statements were approved and authorised for issue by the Board of Directors on March
7, 2007.
2
ACCOUNTING POLICIES
Accounting policies follow those of the Shell Group as set out in Note 2 to the Consolidated
Financial Statements on pages 108 to 112. The following are the principal accounting policies of
Royal Dutch Shell.
CURRENCY TRANSLATION
Income and expense items denominated in currencies other than the functional currency are
translated into the functional currency at the rate ruling on their transaction date. Monetary
assets and liabilities recorded in currencies other than the functional currency have been
expressed in the functional currency at the rates of exchange ruling at the respective balance
sheet dates. Differences on translation are included in the Statement of Income.
Share capital issued in currencies other than in the functional currency is translated into the
functional currency at the exchange rate as at the date of issue.
PRESENTATION CURRENCY
The Companys presentation and functional currency is US dollars.
CHANGE IN FUNCTIONAL CURRENCY IN 2005
Following Royal Dutch Shell becoming the parent company of Royal Dutch and Shell Transport on
July 20, 2005 and through Royal Dutch and Shell Transport, of the rest of the Shell Group, the
Directors concluded that the most appropriate functional currency of the Company is US dollars.
This reflects the fact that the majority of the Shell Groups business is influenced by pricing in
international commodity markets, with a dollar economic environment. The previous functional
currency of the Company was the euro.
On the date of the change of functional currency all assets, liabilities, issued capital and other
components of equity and income statement items were translated into dollars at the exchange rate
on that date. As a result the cumulative currency translation differences which had arisen up to the date of the change of functional currency were
reallocated to other components within equity (refer to Note 12).
Share capital was recorded at the historical rate on the date of issue and was not re-translated at
each subsequent balance sheet date.
As a result of the change in functional currency the Companys functional and presentation currency
are the same.
TAXATION
The Company is tax resident in the Netherlands.
For the assessment of Netherlands corporate income tax, the Company and certain of its subsidiaries
form a fiscal unit. In 2005 the fiscal unit consisted of the Company and Shell International
Finance B.V.. As from January 1, 2006 Shell Petroleum and its fiscal unit subsidiaries have become
part of the fiscal unit of which the Company is the parent. Consequently, as from 2006 onwards, the
Company will record the deferred tax balances of the fiscal unit. The deferred tax balances related
to the Shell Petroleum fiscal unit prior to January 1, 2006, remain accounted for in Shell
Petroleum until these have been utilised.
196 Royal Dutch Shell plc
The Company records a tax charge or credit in the Statement of Income calculated at the
statutory tax rate prevailing in the Netherlands. In 2006, the enacted tax rate of 29.1% was
applied. By the end of 2006 the tax rate changed to 25.5% effective from January 1, 2007. The
Company has applied this rate to recalculate its deferred tax balances, as it is expected these
balances will be settled based on this tax rate.
INVESTMENTS
Investments in subsidiaries are stated at cost, net of pre-acquisition dividends receivable
(refer to Note 12).
The cost of the Companys investment in Royal Dutch is based on the fair value of the Royal Dutch
shares, transferred to Royal Dutch Shell by the former shareholders of Royal Dutch in exchange for
Class A shares in Royal Dutch Shell during the public exchange offer (the Royal Dutch Offer). For
shares of Royal Dutch tendered in the acceptance period, the fair value is calculated based on the
closing price of Royal Dutchs shares on July 19, 2005. For shares of Royal Dutch tendered in the
subsequent acceptance period, the fair value is calculated based on the quoted bid price of Royal
Dutch Shells Class A shares on the specified date.
The cost of the Companys investment in Shell Transport is the fair value of the Shell Transport
shares held by the former shareholders of Shell Transport, which were transferred in consideration
for the issuance of Class B shares as part of the Scheme of Arrangement. The fair value is
calculated based on the closing price of Shell Transports shares on July 19, 2005.
As a result of the Unification (see Note 1), the Companys investments in Royal Dutch and Shell
Transport now represents an investment in Shell Petroleum. The Restructuring had no impact on the
cost of investments in subsidiaries.
SHARE-BASED COMPENSATION PLANS
The fair value of share-based compensation granted to employees of the Group under the
Companys schemes is to be charged to the relevant employing Group company from the date of grant
with a corresponding increase shown in equity. The fair value of the Shell Groups share-based
compensation for performance shares was estimated using a Monte Carlo pricing model.
DIVIDEND INCOME
Interim dividends declared are recognised on a paid basis unless the dividend has been
confirmed by a general meeting of Shell Transport or of Shell Petroleum, in which case income is
recognised on declaration date.
3
FINANCE INCOME/(EXPENSE)
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
2006 |
|
|
2005 |
|
Finance
income |
|
|
|
|
|
|
|
|
Interest income |
|
|
51 |
|
|
|
16 |
|
Currency exchange gains |
|
|
427 |
|
|
|
|
|
|
Total |
|
|
478 |
|
|
|
16 |
|
|
Finance
expense |
|
|
|
|
|
|
|
|
Interest expense |
|
|
(25 |
) |
|
|
|
|
Currency exchange losses |
|
|
|
|
|
|
(60 |
) |
|
Total |
|
|
(25 |
) |
|
|
(60 |
) |
|
|
|
|
|
|
|
|
|
|
$ thousand |
|
|
|
2006[A] |
|
|
2005[A] |
|
Short-term employee benefits[B] |
|
|
11,005 |
|
|
|
3,864 |
|
Post-employment benefits[C] |
|
|
1,196 |
|
|
|
1,625 |
|
Other long-term benefits[D] |
|
|
2,526 |
|
|
|
781 |
|
Share-based payments[E] |
|
|
6,020 |
|
|
|
941 |
|
|
Total |
|
|
20,747 |
|
|
|
7,211 |
|
|
|
|
|
[A] |
|
The 2005 figures comprise the Directors compensation for the period after the
Unification, i.e. July 20, 2005 until December 31, 2005. The 2006 figures comprise the
compensation for the full year. |
[B] |
|
In addition to salaries and fees, this includes annual bonus (shown in the related
performance year and not in the following year in which they are paid), cash benefits, car
benefits, and other benefits such as Medicare contributions and social law taxes. |
[C] |
|
The amounts contributed by the Company to pension funds. 2005 includes a one-off
payment made on behalf of Peter Voser to the Shell Swiss Expatriate Pension Fund. |
[D] |
|
The annual bonus deferred under the Deferred Bonus Plan. |
[E] |
|
Cost to the Company of Directors and Senior Management participation in share-based payment plans and realised gains on the exercise of share options. |
In 2005, Directors and Senior Management comprised the Executive and Non-executive Directors
of Royal Dutch Shell. In 2006, one member of Senior Management was appointed.
There were no termination benefits in 2006 and 2005.
Aggregate Directors emoluments in respect of qualifying services to the Company are $11.7 million
(2005: $4.6 million).
Royal Dutch Shell plc 197
NOTES TO THE PARENT COMPANY FINANCIAL STATEMENTS
5
TAXATION
[A] Taxation credit for the period
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
2006 |
|
|
2005 |
|
Tax credit |
|
|
42 |
|
|
|
4 |
|
|
Reconciliation of the expected tax charge to the actual tax charge is as follows:
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
2006 |
|
|
2005 |
|
Income/(loss) before taxation |
|
|
17,596 |
|
|
|
(58 |
) |
Expected tax charge at 29.1% |
|
|
(5,120 |
) |
|
|
17 |
|
Income/(expenses) not taxable |
|
|
5,131 |
|
|
|
(13 |
) |
Tax credit on UK dividends |
|
|
23 |
|
|
|
|
|
Other |
|
|
8 |
|
|
|
|
|
|
Taxation credit |
|
|
42 |
|
|
|
4 |
|
|
[B] Deferred taxation
|
|
|
|
|
$ million |
|
At January 1, 2005 |
|
|
|
|
Credited to income |
|
|
2 |
|
|
At December 31, 2005 |
|
|
2 |
|
Credited to income |
|
|
8 |
|
|
At December 31, 2006 |
|
|
10 |
|
|
The Company has tax losses carried forward amounting to $10 million (2005: $2 million), which
can be carried forward for 8 years as of December 31, 2006.
A deferred tax asset has been recognised in respect of all tax losses as it is probable that these
assets will be recovered.
6
INVESTMENTS IN SUBSIDIARIES
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
2006 |
|
|
2005 |
|
At January 1 |
|
|
200,612 |
|
|
|
|
|
Additions in the year |
|
|
1 |
|
|
|
213,246 |
|
Adjustment for pre-acquisition dividends receivable |
|
|
|
|
|
|
(12,634 |
) |
|
At December 31 |
|
|
200,613 |
|
|
|
200,612 |
|
|
In 2006, Shell Transport transferred the 4 remaining B shares which it held in Shell
Petroleum to the Company. As a result the Company holds 100% of the issued share capital of Shell
Petroleum. There are no changes to the existing governance structure.
Other receivables mainly include an amount relating to a UK tax credit of $25 million (2005:
nil). The fair value of other receivables approximates carrying amount.
8
CASH AND CASH EQUIVALENTS
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
2006 |
|
|
2005 |
|
Cash and cash equivalents |
|
|
649 |
|
|
|
2,108 |
|
Overdraft with a Group company |
|
|
(1 |
) |
|
|
(209 |
) |
|
Cash and cash equivalents in the statement of cash flows |
|
|
648 |
|
|
|
1,899 |
|
|
Cash and cash equivalents comprise call deposits with a Group company. |
|
|
|
|
|
|
|
|
198 Royal Dutch Shell plc
9
FINANCIAL INSTRUMENTS AND OTHER DERIVATIVE CONTRACTS
Financial instruments in the Companys Balance Sheet comprise cash and cash equivalents,
amounts due from subsidiary companies, other receivables and accounts payable and accrued
liabilities.
Foreign exchange derivatives (forward exchange contracts) are used by the Company to manage foreign
exchange risk.
The Company held no forward exchange contracts at December 31, 2006 (2005: nil).
The fair value of financial instruments at December 31, 2006 and 2005 approximates carrying amount.
10
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
2006 |
|
|
2005 |
|
Amounts owed to Group companies |
|
|
669 |
|
|
|
214 |
|
Withholding tax payable |
|
|
242 |
|
|
|
224 |
|
Accruals |
|
|
7 |
|
|
|
2 |
|
|
Total |
|
|
918 |
|
|
|
440 |
|
|
The fair value of accounts payable and accrued liabilities approximates carrying amount.
AUTHORISED
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
million |
|
Dec 31, 2006 |
|
|
Dec 31, 2005 |
|
|
|
|
Dec 31, 2006 |
|
|
Dec 31, 2005 |
|
|
4,077,359,886 |
|
|
|
4,077,359,886 |
|
|
Class A shares of 0.07 each |
|
|
285 |
|
|
|
285 |
|
|
2,759,360,000 |
|
|
|
2,759,360,000 |
|
|
Class B shares of 0.07 each |
|
|
193 |
|
|
|
193 |
|
|
3,101,000,000 |
|
|
|
3,101,000,000 |
|
|
Unclassified shares of 0.07 each |
|
|
217 |
|
|
|
217 |
|
|
|
|
|
|
62,280,114 |
|
|
Euro deferred shares of 0.07 each |
|
|
|
|
|
|
4 |
|
|
50,000 |
|
|
|
50,000 |
|
|
Sterling deferred shares of £1 each |
|
|
£ |
|
|
|
£ |
|
|
ISSUED AND FULLY PAID
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of shares |
|
|
|
|
Shares of 0.07 each |
|
|
|
Shares of £1 each |
|
|
|
|
Class A |
|
|
Class B |
|
|
Euro deferred |
|
|
|
Sterling deferred |
|
|
Ordinary |
|
At January 1, 2005 |
|
|
|
|
|
|
|
|
|
|
|
4,148,800,000 |
|
|
|
|
30,000 |
|
|
|
20,000 |
|
Redemption of share capital |
|
|
|
|
|
|
|
|
|
|
|
(9,760,000 |
) |
|
|
|
|
|
|
|
|
|
Allotted on acquisition of Shell Transport |
|
|
|
|
|
|
|
2,759,360,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Transferred in respect of acquisition of Royal Dutch |
|
|
|
4,076,759,886 |
|
|
|
|
|
|
|
(4,076,759,886 |
) |
|
|
|
|
|
|
|
|
|
Reclassification of shares |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
20,000 |
|
|
|
(20,000 |
) |
Shares repurchased for cancellation |
|
|
|
(141,134,886 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At December 31, 2005 |
|
|
|
3,935,625,000 |
|
|
|
2,759,360,000 |
|
|
|
62,280,114 |
|
|
|
|
50,000 |
|
|
|
|
|
|
|
|
|
|
|
|
Shares issued |
|
|
|
4,827,974 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Redemption of share capital |
|
|
|
|
|
|
|
|
|
|
|
(62,280,114 |
) |
|
|
|
|
|
|
|
|
|
Shares repurchased for cancellation |
|
|
|
(244,672,974 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At December 31, 2006 |
|
|
|
3,695,780,000 |
|
|
|
2,759,360,000 |
|
|
|
|
|
|
|
|
50,000 |
|
|
|
|
|
|
|
|
|
|
|
|
Royal Dutch Shell plc 199
NOTES
TO THE PARENT COMPANY FINANCIAL STATEMENTS NOTE 11 CONTINUED
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ million |
|
|
|
|
Shares of 0.07 each |
|
|
|
Shares of £1 each |
|
|
|
|
|
|
|
|
Class A |
|
|
Class B |
|
|
Euro deferred |
|
|
|
Sterling deferred |
|
|
Ordinary |
|
|
|
Total |
|
At January 1, 2005 |
|
|
|
|
|
|
|
|
|
|
|
366 |
|
|
|
|
|
|
|
|
|
|
|
|
|
366 |
|
Redemption of share capital |
|
|
|
|
|
|
|
|
|
|
|
(1 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
(1 |
) |
Allotted on acquisition of Shell Transport |
|
|
|
|
|
|
|
233 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
233 |
|
Effect of functional currency change |
|
|
|
|
|
|
|
|
|
|
|
(15 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
(15 |
) |
Transferred in respect of acquisition of Royal Dutch |
|
|
|
345 |
|
|
|
|
|
|
|
(345 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reclassification of shares |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares repurchased for cancellation |
|
|
|
(12 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(12 |
) |
|
|
|
|
|
|
|
|
|
|
At December 31, 2005 |
|
|
|
333 |
|
|
|
233 |
|
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
571 |
|
|
|
|
|
|
|
|
|
|
|
Shares issued |
|
|
|
|
[A] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Redemption of share capital |
|
|
|
|
|
|
|
|
|
|
|
(5 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
(5 |
) |
Shares repurchased for cancellation |
|
|
|
(21 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(21 |
) |
|
|
|
|
|
|
|
|
|
|
At December 31, 2006 |
|
|
|
312 |
|
|
|
233 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
545 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
[A] |
|
Less than $1 million. |
On April 27, 2005, the Directors resolved to redeem, with immediate effect, 9,760,000 euro
deferred shares for 0.01 in total, in accordance with the rights attaching to those shares.
On May 12, 2005, the authorised share capital of the Company was increased to £50,000 and
700,000,000 by the creation of 600,000 Class A shares of 0.07 each, 2,759,360,000 Class B shares
of 0.07 each and 2,740,040,000 unclassified shares of 0.07 each (to be classified as Class A
shares or Class B shares upon allotment at the discretion of the directors) and an ordinary
resolution was passed authorising the Directors to allot relevant securities (as defined in Section
80 of the Companies Act 1985) up to an aggregate nominal amount of 193,155,200 in connection with
the Scheme. In addition, 360,960,000 unissued euro deferred shares were reclassified as
unclassified shares (to be classified as Class A shares or Class B shares upon allotment at the
discretion of the Royal Dutch Shell Directors).
On May 13, 2005, the Directors resolved to allot, conditional upon the Scheme becoming effective,
Class B shares up to an aggregate nominal value of 193,155,200 to Relevant Holders (as that term
is defined in the Scheme) in accordance with the terms of the Scheme.
Also on May 13, 2005:
|
|
a special resolution was passed conditional on the Royal Dutch Offer being
declared unconditional in all respects: |
|
|
re-classifying as Class A shares, immediately upon the Royal Dutch Offer being
declared unconditional in all respects, such number of issued euro deferred shares as is
equal to the number of Royal Dutch shares validly tendered in the Royal Dutch Offer
acceptance period multiplied by two; |
|
|
re-classifying as Class A shares, on each occasion that Royal Dutch shares are
validly tendered to the Royal Dutch Offer in the subsequent acceptance period, such number
of issued euro-deferred shares as is equal to the number of Royal Dutch shares validly
tendered in any subsequent acceptance period multiplied by two; and |
|
|
re-classifying as Class A shares, on each occasion that Royal Dutch shares are
offered to Royal Dutch Shell for exchange into Class A shares after the later of the
expiry of the Royal Dutch Offer acceptance period and the expiry of the subsequent
acceptance period but at the absolute discretion of the Royal Dutch Shell Directors (and
subject to applicable law), such number of issued euro deferred shares as is equal to that
number of Royal Dutch shares so offered multiplied by two; and |
|
|
a special resolution was passed, conditional on the Royal Dutch Offer being
declared unconditional in all respects and the Scheme becoming effective, re-classifying
the sterling ordinary shares of Royal Dutch Shell as sterling deferred shares. |
On July 20, 2005 all conditions of the Royal Dutch Offer and the Scheme of Shell Transport were
satisfied and the following occurred:
|
|
2,759,360,000 Class B shares were allotted, called-up and fully paid up at par, in
exchange for shares in Shell Transport; |
|
|
2,562,949,336 euro deferred shares were re-classified as Class A shares in respect
of Royal Dutch shares validly tendered in the Royal Dutch Offer; and |
|
|
20,000 sterling ordinary shares were re-classified as sterling deferred shares. |
From July 21, 2005 1,513,810,550 euro deferred shares were re-classified as Class A shares in
respect of Royal Dutch shares validly tendered in the Royal Dutch Offer and subsequent acceptance
period.
In the period August 10 to December 19, 2005 141,134,886 Class A shares were repurchased under the
Companys share buyback programme and cancelled.
In the period from January 1, 2006 to December 20, 2006, 244,672,974 Class A shares were
repurchased under the Companys share buyback programme and cancelled.
On January 6, 2006 the Company issued 4,827,974 Class A shares at nominal value of 0.07 in
exchange for loan notes issued to the remaining public shareholders of Royal Dutch on December 21,
2005 as part of the Unification (refer to Note 1).
On March 8, 2006, 62,280,114 euro deferred shares were redeemed for 0.01, in total, in accordance
with the rights attached to those shares.
200 Royal Dutch Shell plc
The Class B shares rank pari passu in all respects with the Class A shares except for the dividend
access mechanism described below. Royal Dutch Shell and Shell Transport can procure the termination
of the dividend access mechanism at any time. Upon such termination, the Class B shares will form
one class with the Class A shares ranking pari passu in all respects and the Class A shares and
Class B shares will be known as ordinary shares without further distinction.
The sterling deferred shares are redeemable only at the option of the Company at £1 for all the
sterling deferred shares redeemed at any one time and carry no voting rights. There are no further
rights to participate in profits or assets, including the right to receive dividends. Upon winding
up or liquidation, the shares carry a right to repayment of paid up nominal value, ranking ahead of
the ordinary shares and Class A and Class B shares, but behind the euro deferred shares.
The euro-deferred shares are redeemable only at the option of the Company at a price not exceeding
0.01 for all the euro-deferred shares redeemed at any one time and carry no voting rights. The
shares carry a right to receive a non-cumulative preference dividend of 1% of nominal value out of
the profits of the Company available for distribution in each financial year, subject to a
resolution under the Articles approving the distribution. No such resolution has been passed to
date. Upon winding up or liquidation, the shares carry a preferred right to repayment of paid up
nominal value.
For information on the number of shares in the Company held by Shell Group Employee Share Ownership
Trusts and in connection with share-based compensation plans, refer to Note 28 of the Consolidated
Financial Statements on pages 141 to 144.
DIVIDEND ACCESS MECHANISM FOR CLASS B ORDINARY SHARES
General
Dividends paid on Class A shares have a Dutch source for tax purposes and are subject to Dutch
withholding tax.
It is the expectation and the intention, although there can be no certainty, that holders of Class
B shares will receive dividends via the dividend access mechanism. Any dividends paid on the
dividend access share will have a UK source for Dutch and UK tax purposes; there will be no UK or
Dutch withholding tax on such dividends and certain holders (not including US holders) of Class B
shares or Class B ADRs will be entitled to a UK tax credit in respect of their proportional share
of such dividends.
DESCRIPTION OF DIVIDEND ACCESS MECHANISM
A dividend access share has been issued by Shell Transport to Lloyds TSB Offshore Trust
Company Limited (Lloyds) as dividend access trustee. Pursuant to a declaration of trust, Lloyds
will hold any dividends paid in respect of the dividend access share on trust for the holders of
Class B shares from time to time and will arrange for prompt disbursement of such dividends to
holders of Class B shares. Interest and other income earned on unclaimed dividends will be for the
account of Shell Transport and any dividends which are unclaimed after 12 years will revert to
Shell Transport. Holders of Class B shares will not have any interest in the dividend access share
and will not have any rights against Shell Transport as issuer of the dividend access share. The
only assets held on trust for the benefit of the holders of Class B shares will be dividends paid
to the dividend access trustee in respect of the dividend access share.
The declaration and payment of dividends on the dividend access share will require board action by
Shell Transport and will be subject to any applicable legal or articles limitations in effect from
time to time. In no event will the aggregate amount of the dividend paid by Shell Transport under
the dividend access mechanism for a particular period exceed the aggregate amount of the dividend
declared by the Royal Dutch Shell Board on the Class B shares in respect of the same period.
OPERATION OF THE DIVIDEND ACCESS MECHANISM
Following the declaration of a dividend by Royal Dutch Shell on the Class B shares, Shell
Transport may declare a dividend on the dividend access share. Shell Transport will not declare a
dividend on the dividend access share before Royal Dutch Shell declares a dividend on the Class B
shares, as Shell Transport will need to know what dividend Royal Dutch Shell has declared on the
Class B shares. This is to ensure that the dividend declared on the dividend access share does not
exceed an amount equal to the total dividend declared by Royal Dutch Shell on the Class B shares.
To the extent that a dividend is declared by Shell Transport on the dividend access share and paid
to the dividend access trustee, the holders of the Class B shares will be beneficially entitled to
receive their share of that dividend pursuant to the declaration of trust (and arrangements will be
made to ensure that the dividend is paid in the same currency in which they would have received a
dividend from Royal Dutch Shell).
If any amount is paid by Shell Transport by way of a dividend on the dividend access share and paid
by the dividend access trustee to any holder of Class B shares, the dividend which Royal Dutch
Shell would otherwise pay on the Class B shares will be reduced by an amount equal to the amount
paid to such holders of Class B shares by the dividend access trustee.
Royal Dutch Shell will have a full and unconditional obligation, in the event that the dividend
access trustee does not pay an amount to holders of Class B shares on a cash dividend payment date
(even if that amount has been paid to the dividend access
trustee), to pay immediately the dividend declared on the Class B shares. The right of holders of
Class B shares to receive distributions from the dividend access trustee will be reduced by an
amount equal to the amount of any payment actually made by Royal Dutch Shell on account of any
dividend on Class B shares.
The dividend access mechanism may be suspended or terminated at any time by Royal Dutch Shells
directors or the directors of Shell Transport, for any reason and without financial recompense.
This might, for instance, occur in response to changes in relevant tax legislation.
Royal Dutch Shell plc 201
NOTES TO THE PARENT COMPANY FINANCIAL STATEMENTS
12
OTHER RESERVES
Other reserves comprise a share premium reserve, capital redemption reserve, cumulative
currency translation differences, share plan reserve and a reserve arising from the Unification.
SHARE PREMIUM RESERVE
On January 6, 2006 the loan notes were converted into 4,827,974 Class A shares. The
difference between the value of the loan notes and the value of the new shares issued was credited
to the share premium reserve.
CAPITAL REDEMPTION RESERVE
As required by the Companies Act 1985, the equivalent of the nominal value of shares
cancelled is transferred to a capital redemption reserve.
CUMULATIVE CURRENCY TRANSLATION DIFFERENCES
The cumulative currency translation differences comprised the currency differences which
arose in previous years as a result of translating the financial statements from the Companys
previous functional currency of euro to the reporting currency of dollars. The impact of the change
in functional currency in 2005 was the reallocation at that date of the cumulative currency
translation differences of $15 million to share capital.
SHARE PLAN RESERVE
Share plan reserve represents an amount of $254 million (2005: $30 million) in respect of the
fair value of share-based compensation granted to employees under the Companys schemes which is to
be charged to the relevant employing Group company with a corresponding increase shown in equity.
OTHER RESERVE
The other reserve was created as a result of the Unification and represents the difference
between the cost of the investment in Shell Transport and Royal Dutch and the nominal value of
shares issued in exchange for those investments as required by section 131 of the Companies Act
1985.
In 2005, an amount of $12,634 million was transferred from other reserve to retained earnings in
respect of dividends receivable from subsidiaries. IFRS requires dividends received from
subsidiaries, which were paid out of their profits earned prior to it becoming a subsidiary of an
entity (pre-acquisition dividends) to be treated as a reduction of the cost of the investment as
opposed to income. However, the receipt of the dividend results in the realisation of the
unrealised profit recorded in other reserve from the acquisition of the investment in Royal Dutch
and Shell Transport (prior to the Unification), and therefore, the amount of the dividend has been
transferred from other reserve to retained earnings.
In 2006, all dividends ($17,174 million) received by the Company have been considered to be from
post-acquisition profits and are therefore accounted for as income.
|
|
|
|
|
$ million |
|
Interim paid
on Sept 15, 2005: 0.23 per Class A share |
|
|
1,108 |
|
Interim paid on Sept 15, 2005: 0.23 per Class B share |
|
|
794 |
|
Interim paid on Dec 15, 2005: 0.23 per Class A share |
|
|
1,104 |
|
Interim paid on Dec 15, 2005: 0.23 per Class B share |
|
|
764 |
|
|
Total paid in 2005 |
|
|
3,770 |
|
|
Interim paid on March 15, 2006: 0.23 per Class A share |
|
|
1,085 |
|
Interim paid on March 15, 2006: 0.23 per Class B share |
|
|
755 |
|
Interim paid on Jun 14, 2006: 0.25 per Class A share |
|
|
1,220 |
|
Interim paid on Jun 14, 2006: 0.25 per Class B share |
|
|
870 |
|
Interim paid on Sept 13, 2006: 0.25 per Class A share |
|
|
1,200 |
|
Interim paid on Sept 13, 2006: 0.25 per Class B share |
|
|
882 |
|
Interim paid on Dec 13, 2006: 0.25 per Class A share |
|
|
1,221 |
|
Interim paid on Dec 13, 2006: 0.25 per Class B share |
|
|
909 |
|
|
Total paid in 2006 |
|
|
8,142 |
|
|
In addition, on February 1, 2007, the Directors proposed a further interim dividend in
respect of 2006 of 0.25 per Class A share and 0.25 per Class B share, payable on March 14, 2007,
which will absorb an estimated $2,125 million of shareholders funds.
202 Royal Dutch Shell plc
14
SIGNIFICANT NON-CASH TRANSACTIONS
Significant non-cash transactions in 2005 primarily relate to the exchange of shares when the
Company became the parent of Shell Transport and Royal Dutch as part of the Unification detailed in
Note 1.
There were no significant non-cash transactions in 2006.
15
AUDITORS REMUNERATION
PricewaterhouseCoopers LLP (PwC) became the sole auditors of the Company as of November 7, 2005.
Prior to that the audit was jointly performed with KPMG.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ thousand |
|
|
|
2006 |
|
|
|
2005 |
|
|
|
PwC |
|
|
|
PwC |
|
|
KPMG |
|
|
Total |
|
Auditor remuneration |
|
|
196 |
|
|
|
|
173 |
|
|
|
|
|
|
|
173 |
|
Audit-related services |
|
|
34 |
|
|
|
|
21 |
|
|
|
|
|
|
|
21 |
|
|
|
|
|
Total |
|
|
230 |
|
|
|
|
194 |
|
|
|
|
|
|
|
194 |
|
|
|
|
|
16
RELATED PARTY TRANSACTIONS
The Company deposited cash balances with Shell Treasury Centre Limited, a Group company. The
Company earned interest on these balances of $35 million in 2006 (2005: $16 million).
At December 31, 2006 the balance deposited with Shell Treasury Centre Limited was $648 million
(2005: $1,899 million; consisting of sterling, euro and dollar). These balances are shown within
cash and cash equivalents.
Interest on the euro balance is calculated at Euribor less 0.0625%, on the sterling balance at
LIBOR and on the dollar balance at US LIBOR less 0.125%.
The Company has a payable to Shell Treasury Luxembourg, a Group company. The Company paid interest
on these balances of $10 million in the year ended December 31, 2006 (2005: nil). At December 31,
2006 the balance payable to Shell Treasury Luxembourg was $3 million (2005: nil), consisting of
sterling, euro and dollar balances. The balances are shown within accounts payable and accrued
liabilities respectively. Interest on the euro balance is calculated at Euribor less 0.0625%, on
the sterling balance at LIBOR and on the dollar balance at US LIBOR.
The Company is recharged certain administrative expenses from Group companies, which amounted to
$24 million in 2006 (2005: $4 million). The Company recharged certain administrative expenses to
Group companies, which amounted to $3 million in 2006 (2005: $1 million). Invoices from third party
suppliers were paid by Shell International B.V., a Group company, on behalf of the Company
amounting to $4 million (2005: $2 million). At December 31, 2006 a balance of $21 million (2005: $5
million) was owed to Group companies in respect of these transactions.
The Company enters into forward foreign exchange contracts or spot foreign exchange contracts with
Treasury companies within the Shell Group. At December 31, 2006, there were no open contracts with
Treasury companies in respect of foreign exchange contracts.
Dividends of $17,174 million in 2006 (2005: $12,634 million) were receivable from Group companies.
At December 31, 2006 an amount of $5,709 million was outstanding (2005: $3,000 million).
The Company has guaranteed listed debt issued by Group companies amounting to $7,115 million (2005:
$6,953 million).
At December 31, 2006 an amount of $254 million (2005: $30 million) was receivable from Group
companies in respect of the fair value of share-based compensation granted to employees under the
Companys schemes.
17
CONTINGENT LIABILITIES AND LEGAL PROCEEDINGS
Please refer to Note 32 of the Consolidated Financial Statements.
Royal Dutch Shell plc 203
NOTES TO THE PARENT COMPANY FINANCIAL STATEMENTS
18
POST BALANCE SHEET EVENTS
Since December 31, 2006 additional purchases of shares have been made under the Companys
buyback programme. At March 1, 2007 a further 14,220,000 Class A shares (representing 0.2% of Royal
Dutch Shells issued ordinary share capital at December 31, 2006) had been purchased for
cancellation at a total cost of $486 million including expenses, at an average price of 26.21 and
1,732.81 pence per Class A share.
19
ASSOCIATED COMPANIES AND JOINTLY CONTROLLED ENTITIES
The Company has no direct interest in associated companies and jointly controlled entities.
The Groups major investments in associated companies and jointly controlled entities at December
31, 2006 and the Group percentage of share capital (to the nearest whole number) are set out below.
A complete list of investments in subsidiary and associated companies and jointly controlled
entities will be attached to the Companys annual return made to the Registrar of Companies.
|
|
|
|
|
|
|
|
|
|
|
Segment |
|
Name |
|
Description |
|
Country of incorporation |
|
Group interest |
Exploration & Production |
|
|
|
|
|
|
|
|
|
|
|
|
Aera
|
|
Jointly controlled entity
|
|
USA
|
|
|
52 |
% |
|
|
Brunei Shell
|
|
Jointly controlled entity
|
|
Brunei
|
|
|
50 |
% |
|
|
NAM
|
|
Jointly controlled entity
|
|
The Netherlands
|
|
|
50 |
% |
|
|
Woodside
|
|
Associated company
|
|
Australia
|
|
|
34 |
% |
|
Gas & Power |
|
|
|
|
|
|
|
|
|
|
|
|
Nigeria LNG
|
|
Associated company
|
|
Nigeria
|
|
|
26 |
% |
|
|
Oman LNG
|
|
Associated company
|
|
Oman
|
|
|
30 |
% |
|
Oil Products |
|
|
|
|
|
|
|
|
|
|
|
|
Motiva
|
|
Jointly controlled entity
|
|
USA
|
|
|
50 |
% |
|
|
Deer Park
|
|
Jointly controlled entity
|
|
USA
|
|
|
50 |
% |
|
|
Saudi Arabia Refinery
|
|
Associated company
|
|
Saudi Arabia
|
|
|
50 |
% |
|
|
Showa Shell
|
|
Associated company
|
|
Japan
|
|
|
35 |
% |
|
Chemicals |
|
|
|
|
|
|
|
|
|
|
|
|
CNOOC and Shell Petrochemicals (Nanhai)
|
|
Jointly controlled entity
|
|
China
|
|
|
50 |
% |
|
|
Infineum
|
|
Jointly controlled entity
|
|
The Netherlands
|
|
|
50 |
% |
|
|
Saudi Petrochemical
|
|
Jointly controlled entity
|
|
Saudi Arabia
|
|
|
50 |
% |
|
All shareholdings in the above entities are in ordinary shares or the equivalent.
The significant subsidiary undertakings of the Company at December 31, 2006 and the Group
percentage of share capital (to the nearest whole number) are set out below. All of these
subsidiaries have been included in the Consolidated Financial
Statements of the Group on pages 104
to 160. Those held directly by the Company are marked with an asterisk (*). A complete list of
investments in subsidiary and associated companies and jointly controlled entities will be attached
to the Companys annual return made to the Registrar of Companies.
|
|
|
|
|
|
|
|
|
|
|
Subsidiary undertaking |
|
% |
|
Country of incorporation |
|
Principal activities |
|
Class of shares held |
Shell Compania Argentina de Petroleo S.A.
|
|
|
100 |
|
|
Argentina
|
|
Exploration & Production
|
|
Nominative |
Shell Development (Australia) Pty Ltd
|
|
|
100 |
|
|
Australia
|
|
Exploration & Production,
Gas & Power
|
|
Ordinary |
Shell Energy Holdings Australia Ltd
|
|
|
100 |
|
|
Australia
|
|
Exploration & Production
|
|
Ordinary, Redeemable
Preference |
Shell Oman Trading Ltd
|
|
|
100 |
|
|
Bermuda
|
|
Exploration & Production
|
|
Common |
Tacoma Company Ltd
|
|
|
100 |
|
|
Bermuda
|
|
Exploration & Production
|
|
Ordinary |
Sakhalin Energy Investment Company Ltd
|
|
|
55 |
|
|
Bermuda
|
|
Exploration & Production,
Gas & Power
|
|
Ordinary, Preference |
Shell Brasil Ltda
|
|
|
100 |
|
|
Brazil
|
|
Exploration & Production
|
|
Quotas |
Shell Canada Ltd
|
|
|
78 |
|
|
Canada
|
|
Exploration & Production
|
|
Common, Preference |
Sure Northern Energy Ltd
|
|
|
100 |
|
|
Canada
|
|
Exploration & Production
|
|
Common, Preference |
Shell Gabon
|
|
|
75 |
|
|
Gabon
|
|
Exploration & Production
|
|
Ordinary |
Shell Algeria Reggane GmbH
|
|
|
100 |
|
|
Germany
|
|
Exploration & Production
|
|
Ordinary |
Shell Algeria Zerafa GmbH
|
|
|
100 |
|
|
Germany
|
|
Exploration & Production
|
|
Ordinary |
Shell Deepwater Exploration Morocco GmbH
|
|
|
100 |
|
|
Germany
|
|
Exploration & Production
|
|
Ordinary |
Shell Erdgas Beteiligungsgesellschaft mbH
|
|
|
100 |
|
|
Germany
|
|
Exploration & Production
|
|
Ordinary |
Shell Exploration et Production du Maroc GmbH
|
|
|
100 |
|
|
Germany
|
|
Exploration & Production
|
|
Ordinary |
Shell Verwaltungsgesellschaft fur Erdgasbeteiligungen mbH
|
|
|
100 |
|
|
Germany
|
|
Exploration & Production
|
|
Ordinary |
Shell E&P Ireland Ltd
|
|
|
100 |
|
|
Ireland
|
|
Exploration & Production
|
|
Ordinary |
Shell Italia E&P S.p.A.
|
|
|
100 |
|
|
Italy
|
|
Exploration & Production
|
|
Ordinary |
Shell Nigeria Exploration and Production Company Ltd
|
|
|
100 |
|
|
Nigeria
|
|
Exploration & Production
|
|
Ordinary |
Shell Nigeria Exploration Properties Alpha Ltd
|
|
|
100 |
|
|
Nigeria
|
|
Exploration & Production
|
|
Ordinary |
204 Royal Dutch Shell plc
|
|
|
|
|
|
|
|
|
|
|
Subsidiary undertaking |
|
% |
|
Country of incorporation |
|
Principal activities |
|
Class of shares held |
Shell Nigeria Exploration Properties Beta Ltd
|
|
|
100 |
|
|
Nigeria
|
|
Exploration & Production
|
|
Ordinary |
Shell Nigeria Offshore Prospecting Ltd
|
|
|
100 |
|
|
Nigeria
|
|
Exploration & Production
|
|
Ordinary |
Shell Nigeria Ultra Deep Ltd
|
|
|
100 |
|
|
Nigeria
|
|
Exploration & Production
|
|
Ordinary |
Shell Nigeria Upstream Ventures Ltd
|
|
|
100 |
|
|
Nigeria
|
|
Exploration & Production
|
|
Ordinary |
The Shell Petroleum Development Company of Nigeria Ltd
|
|
|
100 |
|
|
Nigeria
|
|
Exploration & Production
|
|
Ordinary |
A/S Norske Shell
|
|
|
100 |
|
|
Norway
|
|
Exploration & Production
|
|
Ordinary |
Enterprise Oil Norge AS
|
|
|
100 |
|
|
Norway
|
|
Exploration & Production
|
|
Ordinary |
Shell Abu Dhabi B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Exploration & Production
|
|
Common |
Shell Egypt Deepwater N.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Exploration & Production
|
|
Ordinary |
Shell Egypt N.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Exploration & Production
|
|
Ordinary, Redeemable |
Shell EP Middle East Holdings B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Exploration & Production
|
|
Ordinary |
Shell EP Somalia B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Exploration & Production
|
|
Ordinary |
Shell International Exploration and Production B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Exploration & Production
|
|
Ordinary |
Shell Kazakhstan Development B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Exploration & Production
|
|
Redeemable,
Non-Redeemable |
Shell Olie OG Gasudvinding Danmark B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Exploration & Production
|
|
Ordinary |
Shell Philippines Exploration B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Exploration & Production
|
|
Redeemable,
Non-Redeemable |
Shell Sakhalin Holdings B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Exploration & Production
|
|
Common |
Shell Salym Development B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Exploration & Production
|
|
Redeemable,
Non-Redeemable |
Syria Shell Petroleum Development B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Exploration & Production
|
|
Redeemable,
Non-Redeemable |
Enterprise Oil Ltd
|
|
|
100 |
|
|
UK
|
|
Exploration & Production
|
|
Ordinary, Preference |
Enterprise Oil Middle East Ltd
|
|
|
100 |
|
|
UK
|
|
Exploration & Production
|
|
Ordinary |
Enterprise Oil U.K. Ltd
|
|
|
100 |
|
|
UK
|
|
Exploration & Production
|
|
Ordinary |
Private Oil Holdings Oman Ltd
|
|
|
85 |
|
|
UK
|
|
Exploration & Production
|
|
Ordinary |
Saxon Oil Miller Ltd
|
|
|
100 |
|
|
UK
|
|
Exploration & Production
|
|
Ordinary |
Shell EP Offshore Ventures Ltd
|
|
|
100 |
|
|
UK
|
|
Exploration & Production
|
|
Ordinary |
Shell UK North Atlantic Ltd
|
|
|
100 |
|
|
UK
|
|
Exploration & Production
|
|
Ordinary, Preference |
Shell U.K. Ltd
|
|
|
100 |
|
|
UK
|
|
Exploration & Production,
Chemicals, Oil Products
|
|
Ordinary |
Pecten Cameroon Company LLC
|
|
|
80 |
|
|
USA
|
|
Exploration & Production
|
|
Ordinary |
Pecten Victoria Inc
|
|
|
100 |
|
|
USA
|
|
Exploration & Production
|
|
Common |
Shell Exploration & Production Company
|
|
|
100 |
|
|
USA
|
|
Exploration & Production
|
|
Common |
Shell Frontier Oil & Gas Inc
|
|
|
100 |
|
|
USA
|
|
Exploration & Production
|
|
Common |
Shell International Pipelines Inc
|
|
|
100 |
|
|
USA
|
|
Exploration & Production
|
|
Ordinary |
Shell Oil Company
|
|
|
100 |
|
|
USA
|
|
Exploration & Production
|
|
Common |
SWEPI LP
|
|
|
100 |
|
|
USA
|
|
Exploration & Production
|
|
Equity |
Shell Venezuela S.A.
|
|
|
100 |
|
|
Venezuela
|
|
Exploration & Production
|
|
Ordinary
|
Qatar Shell GTL Ltd
|
|
|
100 |
|
|
Bermuda
|
|
Gas & Power
|
|
Ordinary |
Shell Bermuda (Overseas) Ltd
|
|
|
100 |
|
|
Bermuda
|
|
Gas & Power
|
|
Ordinary |
Coral Cibola Canada Inc
|
|
|
100 |
|
|
Canada
|
|
Gas & Power
|
|
Common |
Coral Energy Canada Inc
|
|
|
100 |
|
|
Canada
|
|
Gas & Power
|
|
Common, Preference |
Shell Energy Deutschland GmbH
|
|
|
100 |
|
|
Germany
|
|
Gas & Power
|
|
Equity |
Shell Ferngasbeteiligungsgesellschaft mbH
|
|
|
100 |
|
|
Germany
|
|
Gas & Power
|
|
Ordinary |
Hazira Gas Private Ltd
|
|
|
74 |
|
|
India
|
|
Gas & Power
|
|
Equity |
Hazira LNG Private Ltd
|
|
|
74 |
|
|
India
|
|
Gas & Power
|
|
Equity |
Hazira Port Private Ltd
|
|
|
74 |
|
|
India
|
|
Gas & Power
|
|
Equity |
Shell MDS (Malaysia) Sendirian Berhad
|
|
|
72 |
|
|
Malaysia
|
|
Gas & Power
|
|
Ordinary, Redeemable,
Preference |
Shell Nigeria Gas (SNG) Ltd
|
|
|
100 |
|
|
Nigeria
|
|
Gas & Power
|
|
Ordinary |
Shell Tankers Singapore (Private) Ltd
|
|
|
100 |
|
|
Singapore
|
|
Gas & Power
|
|
Ordinary |
Shell Energy Europe B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Gas & Power
|
|
Ordinary |
Shell Gas & Power International B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Gas & Power
|
|
Ordinary |
Shell
Gas B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Gas & Power
|
|
Common |
Shell Western LNG B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Gas & Power
|
|
Ordinary |
Shell Tankers (U.K.) Ltd
|
|
|
100 |
|
|
UK
|
|
Gas & Power
|
|
Ordinary |
Coral Energy Holding, L.P.
|
|
|
100 |
|
|
USA
|
|
Gas & Power
|
|
Partnership Capital |
Coral Energy Resources, L.P.
|
|
|
100 |
|
|
USA
|
|
Gas & Power
|
|
Partnership Capital |
Coral Power, L.L.C.
|
|
|
100 |
|
|
USA
|
|
Gas & Power
|
|
Equity |
Shell US Gas & Power LLC
|
|
|
100 |
|
|
USA
|
|
Gas & Power
|
|
Equity |
Shell Australia Limited
|
|
|
100 |
|
|
Australia
|
|
Oil Products
|
|
Ordinary |
Shell Refining (Australia) Proprietary Limited
|
|
|
100 |
|
|
Australia
|
|
Oil Products
|
|
Ordinary |
The Shell Company of Australia Ltd
|
|
|
100 |
|
|
Australia
|
|
Oil Products
|
|
Ordinary |
Shell Western Supply & Trading Ltd
|
|
|
100 |
|
|
Barbados
|
|
Oil Products
|
|
Ordinary |
Shell EP International Ltd
|
|
|
100 |
|
|
Bermuda
|
|
Oil Products
|
|
Ordinary |
Shell International Trading Middle East Ltd
|
|
|
100 |
|
|
Bermuda
|
|
Oil Products
|
|
Ordinary |
Shell Tongyi (Beijing) Petroleum Chemical Co. Ltd
|
|
|
75 |
|
|
China
|
|
Oil Products
|
|
Ordinary |
Royal Dutch Shell plc 205
PARENT COMPANY FINANCIAL STATEMENTS NOTE 20 CONTINUED
|
|
|
|
|
|
|
|
|
|
|
Subsidiary undertaking |
|
% |
|
Country of incorporation |
|
Principal activities |
|
Class of shares held |
Shell Tongyi (Xianyang) Petroleum Chemical Co. Ltd
|
|
|
75 |
|
|
China
|
|
Oil Products
|
|
Ordinary |
Europe Service Restauration S.A.
|
|
|
100 |
|
|
France
|
|
Oil Products
|
|
Ordinary |
J.P. Industrie SAS
|
|
|
100 |
|
|
France
|
|
Oil Products
|
|
Ordinary |
STE d Exploitation de Stations-Service d Autoroutes
|
|
|
100 |
|
|
France
|
|
Oil Products
|
|
Ordinary |
STE des Petroles Shell S.A.S.
|
|
|
100 |
|
|
France
|
|
Oil Products
|
|
Ordinary |
Deutsche Shell Holding Gmbh
|
|
|
100 |
|
|
Germany
|
|
Oil Products
|
|
Ordinary |
Shell Direct GmbH
|
|
|
100 |
|
|
Germany
|
|
Oil Products
|
|
Ordinary |
Shell Direct Services GmbH
|
|
|
100 |
|
|
Germany
|
|
Oil Products
|
|
Ordinary |
Shell Italia S.P.A.
|
|
|
100 |
|
|
Italy
|
|
Oil Products
|
|
Ordinary |
Sarawak Shell Berhad
|
|
|
100 |
|
|
Malaysia
|
|
Oil Products
|
|
Ordinary |
Shell Malaysia Trading Sendirian Berhad
|
|
|
100 |
|
|
Malaysia
|
|
Oil Products
|
|
Ordinary |
Pilipinas Shell Petroleum Corporation
|
|
|
67 |
|
|
Philippines
|
|
Oil Products
|
|
Common |
Shell Eastern Petroleum (PTE) Ltd
|
|
|
100 |
|
|
Singapore
|
|
Oil Products
|
|
Ordinary, Redeemable
Preference |
Shell Eastern Trading (Pte) Ltd
|
|
|
100 |
|
|
Singapore
|
|
Oil Products
|
|
Ordinary, Redeemable
Preference |
Shell South Africa Marketing (Pty) Ltd
|
|
|
75 |
|
|
South Africa
|
|
Oil Products
|
|
Ordinary |
AB Svenska Shell
|
|
|
100 |
|
|
Sweden
|
|
Oil Products
|
|
Ordinary |
Shell Raffinaderi A.B.
|
|
|
100 |
|
|
Sweden
|
|
Oil Products
|
|
Ordinary |
Oliecentrale Nederland B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Oil Products
|
|
Ordinary |
Shell Global Solutions International B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Oil Products
|
|
Ordinary |
Shell Nederland Raffinaderij B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Oil Products
|
|
Ordinary |
Tankstation Exploitatie Maatschappij Holding B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Oil Products
|
|
Ordinary, Preference |
Shell Nederland B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Oil Products
|
|
Ordinary |
Shell Energy Trading Ltd
|
|
|
100 |
|
|
UK
|
|
Oil Products
|
|
Ordinary |
Shell Holdings (U.K.) Limited
|
|
|
100 |
|
|
UK
|
|
Oil Products
|
|
Ordinary |
Shell Trading International Ltd
|
|
|
100 |
|
|
UK
|
|
Oil Products
|
|
Ordinary |
The Shell Company of the Sudan Ltd
|
|
|
100 |
|
|
UK
|
|
Oil Products
|
|
Ordinary |
Equilon Enterprises LLC
|
|
|
100 |
|
|
USA
|
|
Oil Products
|
|
Equity |
Jiffy Lube International, Inc
|
|
|
100 |
|
|
USA
|
|
Oil Products
|
|
Common |
Pennzoil-Quaker State Company
|
|
|
100 |
|
|
USA
|
|
Oil Products
|
|
Common |
Shell Pipeline Company LP
|
|
|
100 |
|
|
USA
|
|
Oil Products
|
|
Equity |
Shell Trading (US) Company
|
|
|
100 |
|
|
USA
|
|
Oil Products
|
|
Common |
SOPC Holdings East LLC
|
|
|
100 |
|
|
USA
|
|
Oil Products
|
|
Equity |
SOPC Holdings West LLC
|
|
|
100 |
|
|
USA
|
|
Oil Products
|
|
Common |
TMR Company
|
|
|
100 |
|
|
USA
|
|
Oil Products
|
|
Ordinary |
Shell Trading (M.E.) Private Ltd
|
|
|
100 |
|
|
Bermuda
|
|
Chemicals
|
|
Ordinary, Redeemable
Preference |
Shell Chemicals Americas Inc
|
|
|
100 |
|
|
Canada
|
|
Chemicals
|
|
Common |
Shell Chemicals Canada Ltd
|
|
|
100 |
|
|
Canada
|
|
Chemicals
|
|
Common, Preference |
Shell Petrochimie Mediterannee
|
|
|
100 |
|
|
France
|
|
Chemicals, Oil Products
|
|
Ordinary |
Shell Deutschland Oil GmbH
|
|
|
100 |
|
|
Germany
|
|
Chemicals
|
|
Ordinary |
Shell Chemical Yabucoa Inc
|
|
|
100 |
|
|
Puerto Rico
|
|
Chemicals
|
|
Common |
Ethylene Glycols (Singapore) Pte Ltd
|
|
|
70 |
|
|
Singapore
|
|
Chemicals
|
|
Ordinary |
Shell Chemicals Seraya Pte Ltd
|
|
|
100 |
|
|
Singapore
|
|
Chemicals
|
|
Ordinary |
Shell Chemicals Europe B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Chemicals
|
|
Ordinary |
Shell Nederland Chemie B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Chemicals
|
|
Ordinary, Redeemable |
Shell Chemicals U.K. Ltd
|
|
|
100 |
|
|
UK
|
|
Chemicals
|
|
Ordinary |
Shell U.K. Oil Products Ltd
|
|
|
100 |
|
|
UK
|
|
Chemicals
|
|
Ordinary |
SCOGI Louisiana Holdings LLC
|
|
|
100 |
|
|
USA
|
|
Chemicals
|
|
Equity |
Shell Chemical Capital Company
|
|
|
100 |
|
|
USA
|
|
Chemicals
|
|
Common |
Shell Chemical LP
|
|
|
100 |
|
|
USA
|
|
Chemicals
|
|
Partnership Capital |
Shell Chemicals Arabia LLC
|
|
|
100 |
|
|
USA
|
|
Chemicals
|
|
Ordinary |
International Energy Bank Ltd
|
|
|
100 |
|
|
Barbados
|
|
Treasury
|
|
Ordinary |
Solen Insurance Ltd
|
|
|
100 |
|
|
Bermuda
|
|
Insurance
|
|
Ordinary |
Shell Holdings (Bermuda) Limited
|
|
|
100 |
|
|
Bermuda
|
|
Treasury
|
|
Ordinary |
Shell Overseas Holdings (Oman) Limited
|
|
|
100 |
|
|
Bermuda
|
|
Treasury
|
|
Ordinary |
Shell Shared Service Centre Hellas A.E.
|
|
|
100 |
|
|
Greece
|
|
Service
|
|
Ordinary |
Shell Finance Luxembourg SARL
|
|
|
100 |
|
|
Luxembourg
|
|
Treasury
|
|
Ordinary |
Shell Treasury Luxembourg SARL
|
|
|
100 |
|
|
Luxembourg
|
|
Treasury
|
|
Ordinary |
Shell Shared Service Centre Kuala Lumpur SDN BHD
|
|
|
100 |
|
|
Malaysia
|
|
Service
|
|
Ordinary, Preference |
Shell Shared Services (Asia) B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Service
|
|
Ordinary |
Shell Polska SP. ZO.O. Oddzial W Zabierzowie
|
|
|
100 |
|
|
Poland
|
|
Service
|
|
Ordinary |
Shell Treasury Centre East (Pte) Ltd
|
|
|
100 |
|
|
Singapore
|
|
Treasury
|
|
Ordinary |
Solen Versicherungen AG
|
|
|
100 |
|
|
Switzerland
|
|
Insurance
|
|
Registered, Voting |
206 Royal Dutch Shell plc
PARENT COMPANY FINANCIAL STATEMENTS NOTE 20 CONTINUED
|
|
|
|
|
|
|
|
|
|
|
Subsidiary undertaking |
|
% |
|
Country of incorporation |
|
Principal activities |
|
Class of shares held |
Shell Finance Switzerland AG
|
|
|
100 |
|
|
Switzerland
|
|
Treasury
|
|
Ordinary |
Shell Petroleum N.V. *
|
|
|
100 |
|
|
the Netherlands
|
|
Holding Company
|
|
Ordinary |
Shell International B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Service
|
|
Ordinary |
Shell Finance (Netherlands) B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Treasury
|
|
Ordinary |
Shell International Finance B.V.*
|
|
|
100 |
|
|
the Netherlands
|
|
Treasury
|
|
Ordinary |
Shell Treasury Netherlands B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Treasury
|
|
Common |
Shell Overseas Holdings Ltd
|
|
|
100 |
|
|
UK
|
|
Holding Company
|
|
Ordinary |
The Shell Petroleum Company Ltd
|
|
|
100 |
|
|
UK
|
|
Holding Company
|
|
Ordinary |
The Shell Transport and Trading Company Ltd
|
|
|
100 |
|
|
UK
|
|
Holding Company
|
|
Ordinary, Preference |
Shell Energy Investments Limited
|
|
|
100 |
|
|
UK
|
|
Service
|
|
Ordinary, Redeemable |
Shell International Ltd
|
|
|
100 |
|
|
UK
|
|
Service
|
|
Ordinary |
Shell Shared Service Centre Glasgow Ltd
|
|
|
100 |
|
|
UK
|
|
Service
|
|
Ordinary |
Shell Finance (U.K.) Plc
|
|
|
100 |
|
|
UK
|
|
Treasury
|
|
Ordinary |
Shell Treasury Centre Ltd
|
|
|
100 |
|
|
UK
|
|
Treasury
|
|
Ordinary |
Shell Treasury Dollar Company Ltd
|
|
|
100 |
|
|
UK
|
|
Treasury
|
|
Ordinary, Redeemable |
Shell Treasury Euro Company Ltd
|
|
|
100 |
|
|
UK
|
|
Treasury
|
|
Ordinary, Redeemable |
Shell Treasury U.K. Limited
|
|
|
100 |
|
|
UK
|
|
Treasury
|
|
Ordinary |
Shell Petroleum Inc
|
|
|
100 |
|
|
USA
|
|
Holding Company
|
|
Ordinary |
Shell Treasury Center (West) Inc
|
|
|
100 |
|
|
USA
|
|
Treasury
|
|
Common |
Royal Dutch Shell plc 207
ROYAL DUTCH SHELL GROUP DIVIDEND ACCESS TRUST FINANCIAL STATEMENTS
Reports of the Independent Auditors
REPORT ON THE ANNUAL REPORT AND ACCOUNTS
INDEPENDENT AUDITORS REPORT TO LLOYDS TSB OFFSHORE TRUST COMPANY LIMITED, TRUSTEE OF THE
ROYAL DUTCH SHELL GROUP DIVIDEND ACCESS TRUST
We have audited the financial statements of the Royal Dutch Shell Group Dividend Access Trust for
the year ended December 31, 2006 which comprise the Statement of Income, the Balance Sheet, the
Statement of Changes in Equity, the Statement of Cash Flows and the related notes. These financial
statements have been prepared under the accounting policies set out therein.
RESPECTIVE RESPONSIBILITIES OF THE TRUSTEE AND AUDITORS
The Trustee is responsible for preparing the financial statements in accordance with
applicable law and International Financial Reporting Standards (IFRSs) as adopted by the European
Union.
Our responsibility is to audit the financial statements in accordance with relevant legal and
regulatory requirements and International Standards on Auditing (UK and Ireland). This report,
including the opinion, has been prepared for the Trustee and the Royal Dutch Shell plc Class B
shareholders as a group, in accordance with clause 9.4 of the Trust Deed, and for no other purpose.
We do not, in giving this opinion, accept or assume responsibility for any other purpose or to any
other person to whom this report is shown or into whose hands it may come save where expressly
agreed by our prior consent in writing.
We report to you our opinion as to whether the financial statements give a true and fair view.
We read the other information contained in the Royal Dutch Shell Annual Report, and consider
whether it is consistent with the audited financial statements. This other information comprises
the other sections of the Royal Dutch Shell Annual Report and Accounts, and Annual Report on Form
20-F. We consider the implications for our report if we become aware of any apparent misstatements
or material inconsistencies with the financial statements. Our responsibilities do not extend to
any other information.
BASIS OF AUDIT OPINION
We conducted our audit in accordance with International Standards on Auditing (UK and
Ireland) issued by the Auditing Practices Board. An audit includes examination, on a test basis, of
evidence relevant to the amounts and disclosures in the financial statements. It also includes an
assessment of the significant estimates and judgements made by the Trustee in the preparation of
the financial statements, and of whether the accounting policies are in accordance with the
requirements of the Trust Deed, consistently applied and adequately disclosed.
We planned and performed our audit so as to obtain all the information and explanations which we
considered necessary in order to provide us with sufficient evidence to give reasonable assurance
that the financial statements are free from material misstatement, whether caused by fraud or other
irregularity or error. In forming our opinion we also evaluated the overall adequacy of the
presentation of information in the financial statements.
OPINION
In our opinion the financial statements of the Trust give a true and fair view, in accordance
with IFRSs as adopted by the European Union, of the state of the Trusts affairs as at December 31,
2006 and of its result and cash flows for the year then ended.
PricewaterhouseCoopers LLP
Chartered Accountants and Registered Auditors
London
March 7, 2007
Notes:
|
|
|
[A] |
|
The maintenance and integrity of the Royal Dutch Shell plc website is the
responsibility of the directors; the work carried out by the auditors does not involve
consideration of these matters and, accordingly, the auditors accept no responsibility for
any changes that may have occurred to the financial statements since they were initially
presented on the website. |
|
[B] |
|
Legislation in the United Kingdom governing the preparation and dissemination of
financial statements may differ from legislation in other jurisdictions. |
Note that the report set out above is included for the purposes of Royal Dutch Shells Annual
Report and Accounts only and does not form part of Royal Dutch Shells Annual Report on Form 20-F
for 2006.
208 Royal Dutch Shell plc
ROYAL DUTCH SHELL GROUP DIVIDEND ACCESS TRUST FINANCIAL STATEMENTS
REPORT ON THE ANNUAL REPORT ON FORM 20-F
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.
TO LLOYDS TSB OFFSHORE TRUST COMPANY LIMITED, TRUSTEE OF THE ROYAL DUTCH SHELL GROUP DIVIDEND
ACCESS TRUST AND THE BOARD OF DIRECTORS AND SHAREHOLDERS OF ROYAL DUTCH SHELL PLC
We have completed an integrated audit of the Royal Dutch Shell Group Dividend Access Trusts
December 31, 2006 financial statements and of its internal control over financial reporting as of
December 31, 2006 and an audit of its December 31, 2005 financial statements in accordance with the
standards of the Public Company Accounting Oversight Board (United States). Our opinions, based on
our audits, are presented below.
FINANCIAL STATEMENTS
In our opinion, the accompanying Statement of Income and the related Balance Sheet, Statement
of Changes in Equity and Statement of Cash Flows present fairly, in all material respects, the
financial position of the Royal Dutch Shell Group Dividend Access Trust at December 31, 2006 and
December 31, 2005, and the results of its operations and cash flows for each of the two periods
ended December 31, 2006 in conformity with International Financial Reporting Standards (IFRSs) as
adopted by the European Union. These financial statements are the responsibility of the Trustee.
Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits of these financial statements in accordance with the standards of the
Public Company Accounting Oversight Board (United States). Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit of financial statements includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements, assessing the
accounting principles used and significant estimates made by management, and evaluating the overall
financial statement presentation. We believe that our audits present a reasonable basis for our
opinion.
IFRSs as adopted by the European Union vary in certain significant respects from accounting
principles generally accepted in the United States of America. Information relating to the nature
and effect of such differences is presented in Note 10 to the financial statements.
INTERNAL CONTROL OVER FINANCIAL REPORTING
Also, in our opinion, managements and the Trustees assessment, included in the accompanying
Corporate governance report as set out on page 83, that the Trust maintained effective internal
control over financial reporting as of December 31, 2006 based
on criteria established in Internal
Control Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway
Commission (COSO), is fairly stated, in all material respects, based on those criteria.
Furthermore, in our opinion, the Trust maintained, in all material respects, effective internal
control over financial reporting as of December 31, 2006, based on criteria established in
Internal Control Integrated Framework issued by the COSO.
The Trustee and the management of Royal Dutch Shell plc are responsible for maintaining effective
internal control over financial reporting of the Trust and for the assessment of the effectiveness
of internal control over financial reporting. Our responsibility is to express opinions on
managements assessment and on the effectiveness of the Trusts internal control over financial
reporting based on our audit.
We conducted our audit of internal control over financial reporting in accordance with the
standards of the Public Company Accounting Oversight Board (United States). Those standards require
that we plan and perform the audit to obtain reasonable assurance about whether effective internal
control over financial reporting was maintained in all material respects. An audit of internal
control over financial reporting includes obtaining an understanding of internal control over
financial reporting, evaluating managements assessment, testing and evaluating the design and
operating effectiveness of internal control, and performing such other procedures as we consider
necessary in the circumstances. We believe that our audit provides a reasonable basis for our
opinions.
A companys internal control over financial reporting is a process designed to provide reasonable
assurance regarding the reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally accepted accounting standards and
principles. A companys internal control over financial reporting includes those policies and
procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately
and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide
reasonable assurance that transactions are recorded as necessary to permit preparation of financial
statements in accordance with generally accepted accounting standards and principles, and that
receipts and expenditures of the company are being made only in accordance with authorisations of
management and the Trustee; and (iii) provide reasonable assurance regarding prevention or timely
detection of unauthorised acquisition, use, or disposition of the companys assets that could have
a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or
detect misstatements. Also, projections of any evaluation of effectiveness to future periods are
subject to the risk that controls may become inadequate because of changes in conditions, or that
the degree of compliance with the policies or procedures may deteriorate.
PricewaterhouseCoopers LLP
London
March 7, 2007
Note that the report set out above is included for the purposes of Royal Dutch Shells Annual
Report on Form 20-F for 2006 only and does not form part of Royal Dutch Shells Annual Report and
Accounts for 2006.
Royal Dutch Shell plc 209
ROYAL DUTCH SHELL GROUP DIVIDEND ACCESS TRUST FINANCIAL STATEMENTS
Index to the Royal Dutch Shell Group Dividend Access Trust Financial Statements
210 Royal Dutch Shell plc
ROYAL DUTCH SHELL GROUP DIVIDEND ACCESS TRUST FINANCIAL STATEMENTS
Royal Dutch Shell Group
Dividend Access Trust Financial Statements
|
|
|
|
|
|
|
|
|
|
|
|
|
STATEMENT OF INCOME |
|
|
|
|
|
£ million |
|
|
|
|
|
|
|
|
|
|
|
Period May 19 to |
|
|
|
NOTES |
|
|
2006 |
|
|
Dec 31, 2005 |
|
Dividend income |
|
|
|
|
|
|
1,837 |
|
|
|
870 |
|
Finance costs |
|
|
4 |
|
|
|
|
|
|
|
(1 |
) |
|
Income before taxation and for the period |
|
|
|
|
|
|
1,837 |
|
|
|
869 |
|
|
All results are from continuing activities.
The Notes on pages 215 and 216 are an integral part of these Financial Statements.
Royal Dutch Shell plc 211
ROYAL DUTCH SHELL GROUP DIVIDEND ACCESS TRUST FINANCIAL STATEMENTS
|
|
|
|
|
|
|
|
|
|
|
|
|
BALANCE SHEET |
|
|
|
|
|
£ million |
|
|
|
NOTES |
|
|
Dec 31, 2006 |
|
|
Dec 31, 2005 |
|
Current assets |
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
Other liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity |
|
|
|
|
|
|
|
|
|
|
|
|
Capital account |
|
|
5 |
|
|
|
|
|
|
|
|
|
Revenue account |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total equity |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and equity |
|
|
|
|
|
|
|
|
|
|
|
|
|
/s/ Jeremy Le Maistre
Jeremy Le Maistre
Director
For and on behalf of Lloyds TSB Offshore Trust Company Limited
/s/ Michael Richards
Michael Richards
Director
For and on behalf of Lloyds TSB Offshore Trust Company Limited
March 7, 2007
The Notes on pages 215 and 216 are an integral part of these Financial Statements.
212 Royal Dutch Shell plc
ROYAL DUTCH SHELL GROUP DIVIDEND ACCESS TRUST FINANCIAL STATEMENTS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
STATEMENT OF CHANGES IN
EQUITY |
|
|
|
|
|
|
|
|
|
£ million |
|
|
|
NOTES |
|
|
Capital account |
|
|
Revenue account |
|
|
Total equity |
|
At May 19, 2005 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income for the period |
|
|
|
|
|
|
|
|
|
|
869 |
|
|
|
869 |
|
|
Total recognised income for the period |
|
|
|
|
|
|
|
|
|
|
869 |
|
|
|
869 |
|
Distributions made |
|
|
6 |
|
|
|
|
|
|
|
(869 |
) |
|
|
(869 |
) |
|
At December 31, 2005 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income for the period |
|
|
|
|
|
|
|
|
|
|
1,837 |
|
|
|
1,837 |
|
|
Total recognised income for the period |
|
|
|
|
|
|
|
|
|
|
1,837 |
|
|
|
1,837 |
|
Distributions made |
|
|
6 |
|
|
|
|
|
|
|
(1,837 |
) |
|
|
(1,837 |
) |
|
At December 31, 2006 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The Notes on pages 215 and 216 are an integral part of these Financial Statements.
Royal Dutch Shell plc 213
ROYAL DUTCH SHELL GROUP DIVIDEND ACCESS TRUST FINANCIAL STATEMENTS
|
|
|
|
|
|
|
|
|
STATEMENT OF CASH
FLOWS |
|
£ million |
|
|
|
|
|
|
|
Period May 19 to |
|
|
|
2006 |
|
|
Dec 31, 2005 |
|
Cash flow from operating activities: |
|
|
|
|
|
|
|
|
Income for the period |
|
|
1,837 |
|
|
|
869 |
|
Adjustment for: |
|
|
|
|
|
|
|
|
Dividends received |
|
|
(1,837 |
) |
|
|
(869 |
) |
|
Cash flow from operating activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flow from investing activities: |
|
|
|
|
|
|
|
|
Dividends received |
|
|
1,837 |
|
|
|
869 |
|
|
Cash flow from investing activities |
|
|
1,837 |
|
|
|
869 |
|
|
|
|
|
|
|
|
|
|
|
Cash flow from financing activities: |
|
|
|
|
|
|
|
|
Distributions made |
|
|
(1,837 |
) |
|
|
(869 |
) |
|
Cash flow from financing activities |
|
|
(1,837 |
) |
|
|
(869 |
) |
|
|
|
|
|
|
|
|
|
|
Increase in cash and cash equivalents |
|
|
|
|
|
|
|
|
Cash and cash equivalents at beginning of period |
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at end of period |
|
|
|
|
|
|
|
|
|
The Notes on pages 215 and 216 are an integral part of these Financial Statements.
214 Royal Dutch Shell plc
ROYAL DUTCH SHELL GROUP DIVIDEND ACCESS TRUST FINANCIAL STATEMENTS
Notes to the Royal Dutch Shell Group Dividend Access Trust Financial Statements
1
THE TRUST
The Royal Dutch Shell Group Dividend Access Trust (the Trust) was established on May 19,
2005 by The Shell Transport and Trading Company Limited (previously known as The Shell Transport
and Trading Company, plc (Shell Transport)) and Royal Dutch Shell plc (Royal Dutch Shell). The
Trust is governed by the applicable laws of England and Wales and resident in Jersey. The Trustee
of the Trust was Hill Samuel Offshore Trust Company Limited, 7 Bond Street, St Helier, Jersey, JE4
8PH. On January 1, 2007 the Trustee changed its name and registered office to Lloyds TSB Offshore
Trust Company Limited, 25 New Street, St Helier, Jersey, JE4 8RG.
The Trust was established as part of a dividend access mechanism.
A Dividend Access Share was issued by Shell Transport, a company in the Royal Dutch Shell Group, to
the Trustee of the Dividend Access Trust. Following the declaration of a dividend by Royal Dutch
Shell on the Class B Shares, Shell Transport may declare a dividend on the Dividend Access Share.
The primary purpose of the Trust is for the Trustee to receive, as Trustee for the Class B
Shareholders of Royal Dutch Shell and in accordance with their respective holdings of Class B
Shares in Royal Dutch Shell, any amounts paid by way of dividend on the Dividend Access Share and
to pay such amounts to the Class B Shareholders on the same pro rata basis.
The Trust shall not endure for a period in excess of 80 years from May 19, 2005, being the date on
which the Trust Deed was executed.
The Financial Statements of the Trust have been prepared in accordance with International
Financial Reporting Standards (IFRS) as adopted by the European Union. As applied to the Royal
Dutch Shell Group Dividend Access Trust, there are no material differences with IFRS as issued by
the International Accounting Standards Board. The accounting policies are set out in Note 3.
The Financial Statements have been prepared under the historical cost convention.
The preparation of Financial Statements in conformity with IFRS requires the use of certain
accounting estimates. It also requires management to exercise its judgement in the process of
applying the Trusts accounting policies. Actual results may differ from these estimates.
The financial results of the Trust are included in the Consolidated and Parent Company Financial
Statements of Royal Dutch Shell.
The Financial Statements were approved and authorised for issue on March 7, 2007 by the Directors
of Lloyds TSB Offshore Trust Company Limited, as Trustee.
FUNCTIONAL CURRENCY
The functional currency of the Trust is sterling. The Trust dividend income and dividends
paid are principally in sterling.
FOREIGN CURRENCY TRANSLATION
Income and expense items denominated in currencies other than the functional currency are
translated into the functional currency at the rate ruling on their transaction date. Monetary
assets and liabilities recorded in currencies other than the functional currency have been
expressed in the functional currency at the rates of exchange ruling at the respective balance
sheet dates. Differences on translation are included in the Statement of Income.
TAXATION
The Trust is not subject to taxation.
DIVIDEND INCOME
Interim dividends declared on the Dividend Access Share are recognised on a paid basis unless
the dividend has been confirmed by a general meeting of Shell Transport, in which case income is
recognised based on the record date of the dividend by Royal Dutch Shell on its Class B shares.
Finance costs relate to foreign exchange differences.
The Capital account is represented by the Dividend Access Share of 25 pence settled in the
Trust by Shell Transport.
Royal Dutch Shell plc 215
ROYAL DUTCH SHELL GROUP DIVIDEND ACCESS TRUST FINANCIAL STATEMENTS
6
DISTRIBUTIONS MADE
Distributions are made to the Class B shareholders of Royal Dutch Shell in accordance with
the Trust Deed.
Unclaimed dividends amounted to £27,465 as at December 31, 2006 (2005: nil), which are not included
in distributions made. Amounts are recorded as distributed once a wire transfer or cheque is
issued. All cheques are valid for one year from the date of issue. Any wire transfers that are not
completed are replaced by cheques. To the extent that cheques expire or are returned unpresented,
the Trust records a liability for unclaimed dividends and a corresponding amount of cash.
Auditors remuneration for audit services during the year was £35,000 (2005: £35,000).
The Trust, in its normal course of business, is not subject to market risk, credit risk or
liquidity risk. The Trustees do not consider that any foreign exchange exposures will materially
affect the operations of the Trust.
9
RELATED PARTY TRANSACTIONS
Shell Transport, a signatory to the Trust Deed, issued a Dividend Access Share to the Trustee
of the Trust. The Trust received dividend income of £1,837 million (2005: £870 million) in respect
of the Dividend Access Share.
The Trust made distributions of £1,837 million (2005: £869 million) to the Class B shareholders of
Royal Dutch Shell, a signatory to the Trust Deed.
10
INFORMATION ON US GAAP
There are no differences between Income for the period and total assets less total
liabilities as prepared under IFRS as adopted by the European Union and US GAAP.
216 Royal Dutch Shell plc
ADDITIONAL SHAREHOLDER INFORMATION (UNAUDITED)
Additional Shareholder Information (unaudited)
ANNUAL GENERAL MEETING
The Annual General Meeting of Royal Dutch Shell plc will be held at the Circustheater,
Circusstraat 4 in The Hague, The Netherlands at 11 a.m. (Dutch time) on May 15, 2007, with an
audio-visual link to a satellite meeting place at Novotel London-West Hotel and Convention Centre,
Hammersmith, London UK at 10 a.m. (UK time).
CLASS A AND CLASS B SHARES
Royal Dutch Shell has two classes of shares Class A shares and Class B shares. The Class A
shares and Class B shares have identical rights except in relation to the dividend source.
Dividends having a Dutch source are intended to be paid to holders of Class A shares and dividends
having a UK source are intended to be paid to holders of Class B shares.
ROYAL DUTCH SHELL LISTING INFORMATION
|
|
|
|
|
|
|
|
|
|
|
Class A shares |
|
|
Class B shares |
|
Ticker symbol London |
|
RDSA |
|
|
RDSB |
|
|
Ticker symbol Amsterdam |
|
RDSA |
|
|
RDSB |
|
|
Ticker symbol New York (ADR[A]) |
|
RDS.A |
|
|
RDS.B |
|
|
ISIN Code |
|
|
GB00B03MLX29 |
|
|
|
GB00B03MM408 |
|
|
CUSIP |
|
|
G7690A100 |
|
|
|
G7690A118 |
|
|
SEDOL Number London |
|
|
B03MLX2 |
|
|
|
B03MM40 |
|
SEDOL Number Euronext |
|
|
B09CBL4 |
|
|
|
B09CBN6 |
|
Weighting on FTSE as at 29/12/06 |
|
|
4.396% |
|
|
|
3.269% |
|
Weighting on AEX as at 29/12/06 |
|
|
14.62% |
|
|
not included |
|
|
|
|
|
[A] |
|
One ADR is equal to two underlying shares |
SHARE PRICES
RDSA and Royal Dutch ordinary shares Amsterdam[A]
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RDSA |
|
Royal Dutch ordinary shares |
|
|
|
|
2006 |
|
|
2005 |
|
|
|
2005[B] |
|
|
2004 |
|
|
2003 |
|
|
2002 |
|
|
|
|
|
|
|
|
(Jul 20 to |
|
|
|
(Jan 1 to |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dec 31) |
|
|
|
Sep 30) |
|
|
|
|
|
|
|
|
|
|
|
|
|
High |
|
|
|
28.53 |
|
|
|
27.67 |
|
|
|
|
28.38 |
|
|
|
22.02 |
|
|
|
22.29 |
|
|
|
31.60 |
|
Low |
|
|
|
24.92 |
|
|
|
24.12 |
|
|
|
|
20.92 |
|
|
|
18.30 |
|
|
|
16.68 |
|
|
|
19.61 |
|
Year end |
|
|
|
26.72 |
|
|
|
25.78 |
|
|
|
|
25.80 |
|
|
|
21.18 |
|
|
|
20.90 |
|
|
|
20.98 |
|
|
|
|
|
|
|
|
RDSA London
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
pence |
|
|
|
|
2006 |
|
|
2005 |
|
|
|
2004 |
|
|
2003 |
|
|
2002 |
|
|
|
|
|
|
|
|
(July 20 to |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dec 31) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
High |
|
|
|
1,880 |
|
|
|
1,894 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Low |
|
|
|
1,671 |
|
|
|
1,633 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year end |
|
|
|
1,785 |
|
|
|
1,771 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RDS Class A ADRs and Royal Dutch New York Shares New York[C]
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
|
|
RDS Class A ADRs |
|
|
Royal Dutch ordinary shares |
|
|
|
|
2006 |
|
|
2005 |
|
|
|
2005[D] |
|
|
2004 |
|
|
2003 |
|
|
2002 |
|
|
|
|
|
|
|
|
(Jul 20 to |
|
|
|
(Jan 1 to |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dec 31) |
|
|
|
Sep 30) |
|
|
|
|
|
|
|
|
|
|
|
|
|
High |
|
|
|
72.38 |
|
|
|
68.08 |
|
|
|
|
67.45 |
|
|
|
57.79 |
|
|
|
52.70 |
|
|
|
57.30 |
|
Low |
|
|
|
60.58 |
|
|
|
57.79 |
|
|
|
|
55.37 |
|
|
|
45.79 |
|
|
|
36.69 |
|
|
|
38.60 |
|
Year end |
|
|
|
70.79 |
|
|
|
61.49 |
|
|
|
|
62.80 |
|
|
|
57.38 |
|
|
|
52.39 |
|
|
|
44.02 |
|
|
|
|
|
|
|
|
RDSB Amsterdam
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
2003 |
|
|
2002 |
|
|
|
|
|
|
|
(July 20 to |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31) |
|
|
|
|
|
|
|
|
|
|
|
|
|
High |
|
|
29.60 |
|
|
|
28.90 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Low |
|
|
25.51 |
|
|
|
25.41 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Year end |
|
|
26.66 |
|
|
|
27.08 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RDSB and Shell Transport Ordinary Shares London[E]
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
pence |
|
|
|
|
|
RDSB |
|
|
|
Shell Transport Ordinary shares |
|
|
|
|
|
2006 |
|
|
2005 |
|
|
|
2005 |
|
|
2004 |
|
|
2003 |
|
|
2002 |
|
|
|
|
|
|
|
|
(Jul 20 to |
|
|
|
(Jan 1 to |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dec 31) |
|
|
|
July 19) |
|
|
|
|
|
|
|
|
|
|
|
|
|
High |
|
|
|
2,071 |
|
|
|
1,968 |
|
|
|
|
1,991 |
|
|
|
1,570 |
|
|
|
1,531 |
|
|
|
1,888 |
|
Low |
|
|
|
1,764 |
|
|
|
1,717 |
|
|
|
|
1,528 |
|
|
|
1,205 |
|
|
|
1,154 |
|
|
|
1,256 |
|
Year end |
|
|
|
1,790 |
|
|
|
1,858 |
|
|
|
|
1,838 |
|
|
|
1,545 |
|
|
|
1,446 |
|
|
|
1,423 |
|
|
|
|
|
|
|
|
RDS Class B ADRs and Shell Transport ADRs New York[F]
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
|
|
|
|
RDS Class B ADRs |
|
|
|
Shell Transport ADRs |
|
|
|
|
|
2006 |
|
|
2005 |
|
|
|
2005 |
|
|
2004 |
|
|
2003 |
|
|
2002 |
|
|
|
|
|
|
|
|
(Jul 20 to |
|
|
|
(Jan 1 to |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dec 31) |
|
|
|
July 19) |
|
|
|
|
|
|
|
|
|
|
|
|
|
High |
|
|
|
74.93 |
|
|
|
70.94 |
|
|
|
|
69.86 |
|
|
|
59.98 |
|
|
|
52.42 |
|
|
|
54.91 |
|
Low |
|
|
|
63.29 |
|
|
|
60.69 |
|
|
|
|
57.75 |
|
|
|
45.38 |
|
|
|
37.45 |
|
|
|
39.47 |
|
Year end |
|
|
|
71.15 |
|
|
|
64.53 |
|
|
|
|
64.56 |
|
|
|
59.63 |
|
|
|
52.24 |
|
|
|
45.15 |
|
|
|
|
|
|
|
|
|
|
|
[A] |
|
Pursuant to the terms of the Unification, holders of Royal Dutch ordinary shares
received two Royal Dutch Shell plc Class A ordinary shares for each Royal Dutch ordinary
share. To assist comparison, the historical prices of the Royal Dutch ordinary shares have
been divided by 2 to reflect such exchange ratio. |
|
[B] |
|
Royal Dutch ordinary shares continued to trade on Euronext Amsterdam following the
completion of the Unification until such shares were delisted on September 30, 2005. |
|
[C] |
|
Pursuant to the terms of the Unification, holders of Royal Dutch New York Shares
received one Royal Dutch Shell plc Class A ADR for each Royal Dutch New York Share. Each
Royal Dutch Shell plc Class A ADR represents two Royal Dutch Shell plc Class A ordinary
shares. |
|
[D] |
|
The New York Stock Exchange halted trading in the Royal Dutch New York Shares on
October 3, 2005, following delisting in Amsterdam, and resumed trading in the Royal Dutch
New York Shares on October 31, 2005, following the joint public announcement by Royal
Dutch Shell and Royal Dutch of the definitive terms of the legal merger between Royal
Dutch and its wholly owned subsidiary Shell Petroleum N.V., in which all outstanding Royal
Dutch shares were exchanged for 52.21 (or the equivalent in loan notes). The table
excludes trading in Royal Dutch New York Shares for the period from October 3, 2005
through their delisting on November 21, 2005. |
|
[E] |
|
Pursuant to the terms of the Unification, holders of Shell Transport Ordinary
Shares (including Shell Transport Ordinary Shares to which holders of Shell Transport
bearer warrants were entitled) received 0.287333066 Royal Dutch Shell plc Class B ordinary
shares for each Shell Transport Ordinary Share. To assist comparison, the historical
prices of the Shell Transport Ordinary Shares have been divided by 0.287333066 to reflect
such exchange ratio. |
|
[F] |
|
Pursuant to the terms of the Unification, holders of Shell Transport ADRs received
0.861999198 Royal Dutch Shell plc Class B ADRs for each Shell Transport
ADR. To assist comparison, the historical prices of the Shell Transport ADRs have been
divided by 0.861999198 to reflect such exchange ratio. Each Royal Dutch Shell plc Class B
ADR represents two Royal Dutch Shell plc Class B ordinary shares. |
Royal Dutch Shell plc 217
ADDITIONAL SHAREHOLDER INFORMATION (UNAUDITED)
CAPITAL GAINS TAX
For the purposes of UK capital gains tax, the market values of the Companys shares were:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
£ |
|
|
|
March 31, |
|
|
July 20, |
|
|
|
|
1982 |
|
|
|
2005 |
|
Historical information relating to: |
|
|
|
|
|
|
|
|
Royal Dutch Petroleum Company |
|
|
1.1349 |
|
|
|
17.6625 |
|
(N.V. Koninklijke Nederlandsche Petroleum Maatschappij)
which ceased to exist on December 21, 2005. |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Share prices have been restated where necessary to reflect all
capitalisation issues since the relevant date. This includes the
change in the capital structure following the Unification
of Royal Dutch and Shell Transport where 1 Royal
Dutch share was exchanged for 2 Royal Dutch Shell plc
Class A ordinary shares. |
|
|
|
|
|
|
|
|
|
Historical information relating to: |
|
|
|
|
|
|
|
|
The Shell Transport and Trading Company, p.l.c. |
|
|
1.4502 |
|
|
Not |
|
which delisted on July 19, 2005. |
|
|
|
|
|
applicable |
|
|
|
|
|
|
|
|
|
|
Share prices have been restated where necessary to reflect
all capitalisation issues since the relevant date. This includes
the change in the capital structure following the Unification
of Royal Dutch and Shell Transport where 1 Shell
Transport share was exchanged for 0.287333066 Royal
Dutch Shell plc Class B ordinary shares. |
|
|
|
|
|
|
|
|
|
DIVIDENDS
|
|
|
|
|
|
|
|
|
|
|
|
|
Class A shares |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
|
2005 |
|
|
|
2004 |
|
Q1 |
|
|
0.25 |
|
|
|
0.23 |
[A] |
|
|
|
|
Q2 |
|
|
0.25 |
|
|
|
0.23 |
|
|
|
|
|
Q3 |
|
|
0.25 |
|
|
|
0.23 |
|
|
|
|
|
Q4 |
|
|
0.25 |
|
|
|
0.23 |
|
|
|
|
|
Interim |
|
|
|
|
|
|
|
|
|
|
0.38 |
[A] |
Final/second interim |
|
|
|
|
|
|
|
|
|
|
0.52 |
[A] |
|
Total |
|
|
1.00 |
|
|
|
0.92 |
|
|
|
0.90 |
|
|
Amount paid during the year |
|
|
0.98 |
|
|
|
1.21 |
|
|
|
0.89 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class B shares |
|
|
|
|
|
|
|
|
|
pence |
|
|
|
|
2006 |
|
|
|
2005 |
|
|
|
2004 |
|
Q1 |
|
|
17.13 |
|
|
|
15.84 |
[A] |
|
|
|
|
Q2 |
|
|
17.08 |
|
|
|
15.89 |
|
|
|
|
|
Q3 |
|
|
16.77 |
|
|
|
15.64 |
|
|
|
|
|
Q4 |
|
|
16.60 |
|
|
|
15.64 |
|
|
|
|
|
Interim |
|
|
|
|
|
|
|
|
|
|
21.75 |
[A] |
Final/second interim |
|
|
|
|
|
|
|
|
|
|
37.24 |
[A] |
|
Total |
|
|
67.58 |
|
|
|
63.01 |
|
|
|
58.99 |
|
|
Amount paid during the year |
|
|
66.62 |
|
|
|
84.61 |
|
|
|
55.33 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class A ADRs |
|
|
|
|
|
|
|
|
|
$ |
|
|
|
|
2006 |
|
|
|
2005 |
|
|
|
2004 |
|
Q1 |
|
|
0.63 |
|
|
|
0.59 |
[A] |
|
|
|
|
Q2 |
|
|
0.63 |
|
|
|
0.55 |
|
|
|
|
|
Q3 |
|
|
0.63 |
|
|
|
0.56 |
|
|
|
|
|
Q4 |
|
|
0.65 |
|
|
|
0.56 |
|
|
|
|
|
Interim |
|
|
|
|
|
|
|
|
|
|
0.90 |
[A] |
Final/second interim |
|
|
|
|
|
|
|
|
|
|
1.33 |
[A] |
|
Total |
|
|
2.54 |
|
|
|
2.26 |
|
|
|
2.24 |
|
|
Amount paid during the year |
|
|
2.45 |
|
|
|
3.04 |
|
|
|
2.12 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class B ADRs |
|
|
|
|
|
|
|
|
|
$ |
|
|
|
|
2006 |
|
|
|
2005 |
|
|
|
2004 |
|
Q1 |
|
|
0.63 |
|
|
|
0.57 |
[A] |
|
|
|
|
Q2 |
|
|
0.63 |
|
|
|
0.55 |
|
|
|
|
|
Q3 |
|
|
0.63 |
|
|
|
0.56 |
|
|
|
|
|
Q4 |
|
|
0.65 |
|
|
|
0.56 |
|
|
|
|
|
Interim |
|
|
|
|
|
|
|
|
|
|
0.78 |
[A] |
Final/second interim |
|
|
|
|
|
|
|
|
|
|
1.43 |
[A] |
|
Total |
|
|
2.54 |
|
|
|
2.24 |
|
|
|
2.21 |
|
|
Amount paid during the year |
|
|
2.45 |
|
|
|
3.10 |
|
|
|
1.99 |
|
|
|
|
|
[A] |
|
Historical data converted to Royal Dutch Shell equivalents. |
DIVIDENDS
Royal Dutch Shell intends to pay quarterly dividends and to grow the dividend at least in
line with inflation over a number of years. On February 1, 2007 the Board announced that going
forward the inflation level will be based on inflation levels in global developed economies, rather
than a blend of European inflation rates. Dividend growth going forward will be measured in US
dollars.
On February 1, 2007 the Board also announced that effective from the first quarter 2007, dividends
will be declared in dollars rather than euro. The Company will announce the euro and pound sterling
equivalent amounts at the same time as the US dollar declaration, using an exchange rate from the
day before the declaration date.
Dividends declared on A shares are paid by default in euros, although holders of A shares are able
to elect to receive dividend in pounds sterling. Dividends declared on B shares are paid by default
in pound sterling, although holders of B shares are able to elect to receive dividend in euros.
Dividends declared on ADRs are paid in dollars. Eligible shareholders must make currency elections
the day before the declaration date.
It is expected that holders of Class B ordinary shares will receive dividends through the dividend
access mechanism applicable to such shares. The dividend access mechanism is described more fully
in Supplementary information Control of registrant (unaudited) Rights attaching to shares.
DIVIDEND REINVESTMENT PLAN (DRIP)
A DRIP is offered on both classes of shares and, depending on how an investor holds shares,
is offered by either Lloyds TSB Registrars or ABN Amro. DRIPs for ADRs traded on the NYSE are
offered by The Bank of New York.
Lloyds TSB Registrars
The DRIP operated by Lloyds TSB Registrars is available to investors in respect of shares held
directly in the Royal Dutch
Shell Nominee or on the Royal Dutch Shell plc share register. You will be liable for tax on
dividends reinvested on the same basis as if you had received the cash and arranged the purchase of
shares yourself.
ABN Amro
The DRIP operated by ABN Amro is available to shareholders who hold their shares via Euroclear
Nederland through an admitted institution of Euroclear Nederland and are expecting to receive the
dividend in the default currency for Class A ordinary and Class B ordinary shares.
The Bank of New York
The Bank of New York maintains a (Global BuyDIRECTsm) plan for the Royal Dutch Shell
Class A ADRs, available to registered holders and first time
218 Royal Dutch Shell plc
ADDITIONAL SHAREHOLDER INFORMATION (UNAUDITED)
investors and a DRIP for the Class B ADRs available to registered ADR holders.
Tax consequences of participation in the plan may vary depending upon the tax residence of the
shareholder and the class of shares held. Holders of Class A ordinary shares should note that it is
the net dividend that will be reinvested.
To participate, or if you have any further questions, please call your bank or broker if your
shareholding is through Euroclear Nederland, The Bank of New York if enquiries relate to ADRs and
Lloyds TSB Registrar for all other shareholders.
|
|
|
|
|
FINANCIAL CALENDAR |
|
|
Financial year ends |
|
December 31, 2006 |
|
|
|
|
|
Announcement |
|
|
|
|
Full year results for 2006 |
|
February 1, 2007 |
First quarter results for 2007 |
|
May 3, 2007 |
Second quarter results for 2007 |
|
July 26, 2007 |
Third quarter results for 2007 |
|
October 25, 2007 |
|
|
|
|
|
Dividends ordinary shares Class A and Class B including ADRS |
2006 Fourth quarter interim[A] |
|
Announced |
|
February 1, 2007 |
Ex-dividend date |
|
February 7, 2007 |
Record date |
|
February 9, 2007 |
Payment date |
|
March 14, 2007 |
|
|
|
|
|
2007 First quarter interim |
|
|
|
|
|
Announced |
|
May 3, 2007 |
Ex-dividend date |
|
May 9, 2007 |
Record date |
|
May 11, 2007 |
Payment date |
|
June 13, 2007 |
|
|
|
|
|
2007 Second quarter interim |
|
|
|
|
|
Announced |
|
July 26, 2007 |
Ex-dividend date |
|
August 1, 2007 |
Record date |
|
August 3, 2007 |
Payment date |
|
September 12, 2007 |
|
|
|
|
|
2007 Third quarter interim |
|
|
|
|
|
Announced |
|
October 25, 2007 |
Ex-dividend date |
|
October 31, 2007 |
Record date |
|
November 2, 2007 |
Payment date |
|
December 12, 2007 |
|
|
|
|
|
|
Annual General Meeting |
|
May 15, 2007 |
|
|
|
[A] |
|
The Directors do not propose to recommend any further distribution in respect of 2006. |
Royal Dutch Shell plc 219
ADDITIONAL SHAREHOLDER INFORMATION (UNAUDITED)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
DOLLAR EXCHANGE RATES[A] |
|
|
|
|
|
|
|
|
|
|
|
|
|
1 = $ |
|
|
|
Average[A] |
|
High |
|
Low |
|
Period end |
Year: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2001 |
|
|
0.8909 |
|
|
|
|
|
|
|
|
|
|
|
|
|
2002 |
|
|
0.9495 |
|
|
|
|
|
|
|
|
|
|
|
|
|
2003 |
|
|
1.1411 |
|
|
|
|
|
|
|
|
|
|
|
|
|
2004 |
|
|
1.2478 |
|
|
|
|
|
|
|
|
|
|
|
|
|
2005 |
|
|
1.2400 |
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
1.2661 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Month: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
January |
|
|
|
|
|
|
1.2287 |
|
|
|
1.1980 |
|
|
|
|
|
February |
|
|
|
|
|
|
1.2100 |
|
|
|
1.1860 |
|
|
|
|
|
March |
|
|
|
|
|
|
1.2197 |
|
|
|
1.1886 |
|
|
|
|
|
April |
|
|
|
|
|
|
1.2624 |
|
|
|
1.2091 |
|
|
|
|
|
May |
|
|
|
|
|
|
1.2888 |
|
|
|
1.2607 |
|
|
|
|
|
June |
|
|
|
|
|
|
1.2953 |
|
|
|
1.2522 |
|
|
|
|
|
July |
|
|
|
|
|
|
1.2822 |
|
|
|
1.2500 |
|
|
|
|
|
August |
|
|
|
|
|
|
1.2914 |
|
|
|
1.2735 |
|
|
|
|
|
September |
|
|
|
|
|
|
1.2833 |
|
|
|
1.2648 |
|
|
|
|
|
October |
|
|
|
|
|
|
1.2773 |
|
|
|
1.2502 |
|
|
|
|
|
November |
|
|
|
|
|
|
1.3261 |
|
|
|
1.2771 |
|
|
|
|
|
December |
|
|
|
|
|
|
1.3327 |
|
|
|
1.3073 |
|
|
|
|
|
2007 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
January |
|
|
|
|
|
|
1.3286 |
|
|
|
1.2904 |
|
|
|
|
|
February |
|
|
|
|
|
|
1.3246 |
|
|
|
1.2933 |
|
|
|
|
|
|
As at March 1, 2007 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1.3173 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
£ 1 = $ |
|
|
|
Average[B] |
|
High |
|
Low |
|
Period end |
Year: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2001 |
|
|
1.4382 |
|
|
|
|
|
|
|
|
|
|
|
|
|
2002 |
|
|
1.5084 |
|
|
|
|
|
|
|
|
|
|
|
|
|
2003 |
|
|
1.6450 |
|
|
|
|
|
|
|
|
|
|
|
|
|
2004 |
|
|
1.8356 |
|
|
|
|
|
|
|
|
|
|
|
|
|
2005 |
|
|
1.8154 |
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
1.8582 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Month: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
January |
|
|
|
|
|
|
1.7885 |
|
|
|
1.7404 |
|
|
|
|
|
February |
|
|
|
|
|
|
1.7807 |
|
|
|
1.7343 |
|
|
|
|
|
March |
|
|
|
|
|
|
1.7567 |
|
|
|
1.7256 |
|
|
|
|
|
April |
|
|
|
|
|
|
1.8220 |
|
|
|
1.7389 |
|
|
|
|
|
May |
|
|
|
|
|
|
1.8911 |
|
|
|
1.8286 |
|
|
|
|
|
June |
|
|
|
|
|
|
1.8817 |
|
|
|
1.8108 |
|
|
|
|
|
July |
|
|
|
|
|
|
1.8685 |
|
|
|
1.8203 |
|
|
|
|
|
August |
|
|
|
|
|
|
1.9102 |
|
|
|
1.8711 |
|
|
|
|
|
September |
|
|
|
|
|
|
1.9050 |
|
|
|
1.8630 |
|
|
|
|
|
October |
|
|
|
|
|
|
1.9084 |
|
|
|
1.8548 |
|
|
|
|
|
November |
|
|
|
|
|
|
1.9693 |
|
|
|
1.8883 |
|
|
|
|
|
December |
|
|
|
|
|
|
1.9794 |
|
|
|
1.9458 |
|
|
|
|
|
2007 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
January |
|
|
|
|
|
|
1.9847 |
|
|
|
1.9305 |
|
|
|
|
|
February |
|
|
|
|
|
|
1.9699 |
|
|
|
1.9443 |
|
|
|
|
|
|
As at March 1, 2007 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1.9579 |
|
|
|
|
|
[A] |
|
Exchange rates are based upon the noon buying rate in New York City for cable
transfers in foreign currencies as certified for customs purposes by the Federal Reserve
Bank of New York. |
|
[B] |
|
Calculated by using the average of the exchange rates on the last business day of
each month during the year. |
220 Royal Dutch Shell plc
Exhibits
EXHIBIT INDEX
|
|
|
|
|
Exhibit No. |
|
Description |
|
Page No. |
1.1
|
|
Memorandum of Association of Royal Dutch Shell plc (incorporated by reference to Exhibit 3.1
to the Registration Statement on Form F-4 (Registration No. 333-125037) of Royal
Dutch Shell plc filed with the Securities and Exchange Commission on May 18, 2005. |
|
|
1.2
|
|
Articles of Association of Royal
Dutch Shell plc (incorporated by reference to Exhibit 99.3) to the Report on Form 6-K of Royal Dutch Shell plc furnished to the Securities and Exchange Commission on August 26, 2005. |
|
|
2.
|
|
Dividend Access Trust Deed |
|
|
4.1
|
|
Shell Pay Deferral Investment Fund Plan Instrument and Trust Agreement (incorporated
by reference to Exhibit 4.7 to the Registration Statement on Form S-8
(Registration No. 333-126715) of Royal Dutch Shell plc filed with the
Securities and Exchange Commission on July 20, 2005). |
|
|
4.2
|
|
Shell Provident Fund Regulations and Trust Agreement (incorporated
by reference to Exhibit 4.8 to the Registration Statement on Form S-8
(Registration No. 333-126715) of Royal Dutch Shell plc filed with the
Securities and Exchange Commission on July 20, 2005). |
|
|
4.3
|
|
Form of Director Indemnity Agreement (incorporated by reference to Exhibit 4.3 to the Annual Report for the fiscal year ended December 31, 2005 on Form 20-F (File No.
001-32575) of Royal Dutch Shell plc filed with the Securities and Exchange Commission on March 13, 2006). |
|
|
4.4
|
|
Senior Debt Securities Indenture
dated June 27, 2006 among Shell International Finance B.V. as issuer, Royal Dutch Shell plc, as guarantor, and Deutsche Bank Trust
Company Americas, as trustee (incorporated by reference to Exhibit 4.1 to the Registration Statement on Form F-3 (Registration No. 333-126726) of Royal Dutch Shell plc
filed with the Securities and Exchange Commission on July 20, 2005, amended from then to be dated as of June 27, 2006 and with the parties signatures). |
|
|
4.5
|
|
Form of Letter of appointment for Jorma Ollila. |
|
|
4.6
|
|
Form of Letter of appointment for Jeroen van der Veer, as Executive Director. |
|
|
4.7
|
|
Form of Letter of appointment for Peter Voser, as Executive Director. |
|
|
4.8
|
|
Form of Letter of appointment for Malcolm Brinded, as Executive Director. |
|
|
4.9
|
|
Form of Letter of appointment for Linda Cook, as Executive Director. |
|
|
4.10
|
|
Form of Letter of appointment for Rob Routs, as Executive Director. |
|
|
4.11
|
|
Form of Letter of appointment for Non-executive Directors. |
|
|
7.1
|
|
Calculation of Ratio of Earnings to Fixed Charges.
|
|
E1 |
7.2
|
|
Calculation of Return on Average Capital Employed (ROACE) (incorporated by reference to pages 54 and 55 herein). |
|
|
7.3
|
|
Calculation of gearing ratio (incorporated by reference to page 55 and Note 19D to the Consolidated Financial
Statements on page 130 herein). |
|
|
8
|
|
Significant Group companies as at December 31, 2006.
|
|
E2 |
12.1
|
|
Section 302 Certification of Royal Dutch Shell plc.
|
|
E5 |
12.2
|
|
Section 302 Certification of Royal Dutch Shell plc.
|
|
E6 |
13.1
|
|
Section 906 Certification of Royal Dutch Shell plc.
|
|
E7 |
99.1
|
|
Consent of PricewaterhouseCoopers LLP, London.
|
|
E8 |
99.2
|
|
Consent of PricewaterhouseCoopers LLP, London relating to the Royal Dutch Shell Group Dividend Access Trust.
|
|
E9 |
|
Royal Dutch Shell plc 221
Signatures
The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F
and that it has duly caused and authorised the undersigned to sign this Annual Report on Form 20-F
on its behalf.
|
|
|
Royal Dutch Shell plc
|
|
|
|
|
|
/s/ Jeroen van der Veer |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Jeroen van der Veer |
|
|
Chief Executive |
|
|
|
|
|
March 7, 2007 |
|
|
222 Royal Dutch Shell plc
Contact information
REGISTERED OFFICE
Royal Dutch Shell plc
Shell Centre
London SE1 7NA
United Kingdom
Registered in England and Wales
Company number 4366849
Registered with the Dutch Trade Register under
number 34179503
HEADQUARTERS
Royal Dutch Shell plc
Carel van Bylandtlaan 30
2596 HR The Hague
The Netherlands
SHARE REGISTRAR
Lloyds TSB Registrars
The Causeway, Worthing
West Sussex BN99 6DA
United Kingdom
Freephone 0800 169 1679 (UK only)
Tel +44 (0)121 415 7073
Fax +44 (0)870 600 3980
www.shareview.co.uk for online information about your holding. Shareholder reference number will be required shown on your share certificates, tax vouchers or your Shell Nominee Statement.
AMERICAN DEPOSITARY RECEIPTS
(ADRS)
The Bank of New York
Shareholder Relations
PO Box 11258
Church Street Station,
New York, NY 10286-1258
USA
Tel 1 800 524 4458 (USA only)
Tel +1 212 815 3700 (international)
E-mail shareowners@bankofny.com
www.stockbny.com
CORPORATE ISA/PEP
BNP Paribas Securities Services
Block C, Western House
Lynchwood Business Park
Peterborough PE2 6BP
United Kingdom
Tel +44 (0)845 358 1102
RETAIL SHAREHOLDERS
For access to shareholder information,
visit www.shell.com/shareholder
Enquiries from retail shareholders
may be addressed to:
Shareholder Relations
Royal Dutch Shell plc
Carel van Bylandtlaan 30
2596 HR The Hague
The Netherlands
Tel +31 (0)70 377 1365/4088
Fax +31 (0)70 377 3953
E-mail: royaldutchshell.shareholders@shell.com
or
Shareholder Relations
Royal Dutch Shell plc
Shell Centre
London SE1 7NA
United Kingdom
Tel +44 (0)20 7934 3363
Fax +44 (0)20 7934 7515
E-mail: royaldutchshell.shareholders@shell.com
For any other private shareholder enquiries
please write to:
Company Secretary
Royal Dutch Shell plc
Carel van Bylandtlaan 30
2596 HR The Hague
The Netherlands
INVESTOR RELATIONS
For access to investor relations information,
visit www.shell.com/investor
Enquiries from institutional shareholders
may be addressed to:
Investor Relations
Royal Dutch Shell plc
PO Box 162
2501 AN The Hague
The Netherlands
Tel +31 (0)70 377 4540
Fax +31 (0)70 377 3115
E-mail: ir-hague@shell.com
or
Investor Relations
Royal Dutch Shell plc
Shell Centre
London SE1 7NA
United Kingdom
Tel +44 (0)20 7934 3856
Fax +44 (0)20 7934 3702
E-mail: ir-london@shell.com
or
Investor Relations
Shell Oil Company
630, Fifth Avenue Suite 3166
New York, NY 10111
USA
Tel +1 212 218 3112
Fax +1 212 218 3114
E-mail: ir-newyork@shell.com
Designed by Flag
Typeset by Bowne
Cover photography by Adrian Burke
Board photography by Jaap van den Beukel
Printed by Taylor Bloxham under ISO 14001
The paper used has Forest Stewardship Council
certification.
PUBLICATION REQUESTS
Copies of all publications of the Group are
available from:
Royal Dutch Shell plc
c/o Bankside
Tel: +44 (0)1635 232700
E-mail: bbs@shellbankside.co.uk
Annual Report/20-F Service for US residents:
Tel: (888) 400 7789
More information about the Group
is available at www.shell.com
PUBLICATIONS
Annual Report and Form 20-F for the year
ended December 31, 2006
A comprehensive overview of the Group.
Available at www.shell.com/annualreport
Annual Review and Summary Financial
Statements 2006
A summarised overview and the operational and
financial performance of the business.
Available at www.shell.com/annualreport
Jaaroverzicht en verkorte jaarrekening 2006
Dutch language version.
Available at www.shell.com/annualreport
Financial and Operational Information
2002-2006 (available May 2007)
Five years financial and operational information,
including maps of exploration and production
activities.
Available at www.shell.com/faoi
Shell Sustainability Report 2006
(available May 2007)
Report on progress in contributing to sustainable
development.
Available at www.shell.com/envandsociety
Shell Technology Report
An overview of 27 advanced technologies.
Available at www.shell.com/technology
Shell General Business Principles
Fundamental principles that govern how each
Shell company conducts its affairs.
Available at www.shell.com/sgbp
Shell Code of Conduct
Provides standards of behaviour expected
from employees.
Available at www.shell.com/codeofconduct
exv2
Exhibit 2
THIS TRUST DEED is made on 19 May 2005
BETWEEN
(1) |
|
THE SHELL TRANSPORT AND TRADING COMPANY, PUBLIC LIMITED COMPANY having its registered
office at Shell Centre, London SE1 7NA (registered in England under number 54485) (the
Company); |
|
(2) |
|
THE TRUSTEE; and |
|
(3) |
|
ROYAL DUTCH SHELL PLC having its principal place of business at Carel van Bylandtlaan 30,
2596 HR The Hague and its registered office at Shell Centre, London SE1 7NA (registered in
England under number 4366849) (Royal Dutch Shell). |
WHEREAS
(A) |
|
The Company proposes to issue the Dividend Access Share to the Trustee pursuant to the
Scheme. |
(B) |
|
The Trustee has agreed to declare a trust over the Dividend Access Share, any amounts paid to
it by way of dividend on the Dividend Access Share and any interest or other income earned by
it on such dividend amounts on the terms set out herein. |
(C) |
|
The Parties accordingly wish to enter into this Trust Deed. |
1. |
|
INTERPRETATION |
|
1.1 |
|
Definitions |
|
|
|
In this Trust Deed: |
|
|
|
Class B Shares
|
|
means the issued Class B Shares in the capital of
Royal Dutch Shell from time to time; |
|
|
|
Class B Shareholders
|
|
means the person or persons identified in the
register of members of Royal Dutch Shell from time
to time as the legal owner(s) of Class B Shares; |
|
|
|
DAS Beneficiary
|
|
means STT (DAS beneficiary) Limited, having its
registered office at Shell Centre, London SE1 7NA
(registered in England under number 5416740); |
|
|
|
Dividend Access Share
|
|
means the redeemable share in the capital of the
Company classified as a dividend access share, to be
issued to the Trustee pursuant to the Scheme; |
|
|
|
Forfeited Dividend
|
|
has the meaning set out in clause 4.3; |
|
|
|
High Court
|
|
means the High Court of Justice in England and Wales; |
|
|
|
Income
|
|
means any interest or other income earned on any amount held in the Trust which represents a dividend paid |
2
|
|
|
|
|
on the Dividend Access Share; |
|
|
|
Parties
|
|
means the parties to this Trust Deed; |
|
|
|
RDS Dividend
Equivalent Amount |
|
has the meaning set out in clause 4.4; |
|
|
|
Scheme
|
|
means the proposed scheme of arrangement of the
Company which is expected to become effective on 20
July 2005; |
|
|
|
Trust
|
|
means the trust created under this Trust Deed; |
|
|
|
Trust Deed
|
|
means this trust deed as amended from time to time; |
|
|
|
Trustee
|
|
means the signatory to this Trust Deed as trustee
and any other person appointed from time to time as
trustee under the terms of this Trust Deed; and |
|
|
|
Trust Property
|
|
means: |
|
|
|
|
|
(i) the Dividend Access Share; |
|
|
|
|
|
(ii) any
and all amounts paid to the Trustee by way
of dividend on the Dividend Access Share; and |
|
|
|
|
|
(iii) any Income. |
1.2 |
|
Interpretation |
|
|
|
In construing this Trust Deed, unless otherwise specified: |
|
(A) |
|
references to clauses and paragraphs are to clauses and paragraphs of this
Trust Deed; |
|
|
(B) |
|
words denoting the singular shall include the plural and vice versa; |
|
|
(C) |
|
use of any gender includes the other genders; |
|
|
(D) |
|
references to a person shall be construed so as to include any individual,
firm, company or other body corporate, government, state or agency of a state, local
or municipal authority or government body or any joint venture, association or
partnership (whether or not having separate legal personality) and references to a
company shall be construed to include any company, corporation or other body
corporate, wherever and however incorporated or established; |
|
|
(E) |
|
a reference to any statute or statutory provision shall be construed as a
reference to the same as it may have been, or may from time to time be, amended,
modified or re-enacted; |
3
|
(F) |
|
a reference to any other document referred to in this Trust Deed is a
reference to that other document as amended, varied, novated or supplemented (other
than in breach of the provisions of this Trust Deed) from time to time; |
|
|
(G) |
|
headings and titles are for convenience only and do not affect the
interpretation of this Trust Deed; |
|
|
(H) |
|
the rule known as the ejusdem generis rule shall not apply and accordingly
general words introduced by the word other shall not be given a restrictive meaning
by reason of the fact that they are preceded by words indicating a particular class of
acts, matters or things; and |
|
|
(I) |
|
general words shall not be given a restrictive meaning by reason of the fact
that they are followed by particular examples intended to be embraced by the general
words. |
2. |
|
CONDITION |
|
2.1 |
|
This Trust Deed is subject to satisfaction of the condition that the Scheme becomes
effective. |
|
2.2 |
|
If the Scheme does not become effective on or before 31 December 2005, this Trust Deed shall
terminate and no person shall have any rights or obligations under its provisions. |
|
3. |
|
ESTABLISHMENT OF THE TRUST |
|
3.1 |
|
Subject to satisfaction of the condition set out in clause 2.1 and to the provisions of
clause 3.2, the Trustee hereby irrevocably declares that it holds and will hold the Dividend
Access Share on trust for the DAS Beneficiary. |
|
3.2 |
|
In the event that dividends are declared on the Dividend Access Share, the Trustee shall
hold: |
|
(A) |
|
subject to paragraphs (C) and (D) below, any and all amounts paid to it by
way of dividend on the Dividend Access Share on trust for the Class B Shareholders in
accordance with their respective holdings of Class B Shares (save to the extent that
any Class B Shareholder has agreed to waive its right to payment of any dividend or
dividends declared on the Class B Shares); |
|
|
(B) |
|
any and all Income on trust for the Company; |
|
|
(C) |
|
any and all Forfeited Dividends on trust for the Company; and |
|
|
(D) |
|
any and all RDS Dividend Equivalent Amounts on trust for the Company. |
3.3 |
|
The Trustee undertakes that it will, in accordance with any advance directions given to it by
the Company and in accordance with clause 13.2, pay: |
4
|
(A) |
|
the amounts paid to it by way of dividend on the Dividend Access Share to the
Class B Shareholders in accordance with their respective holdings of Class B Shares
(save to the extent that any Class B Shareholder has agreed to waive its right to
payment of any dividend or dividends declared on the Class B Shares); |
|
|
(B) |
|
any Income to the Company; |
|
|
(C) |
|
any Forfeited Dividends to the Company; and |
|
|
(D) |
|
any RDS Dividend Equivalent Amounts to the Company. |
|
|
The Trustee further undertakes that it will carry out the Trust and administer the Trust
Property subject to the terms and conditions herein set out and subject to the provisions
of any applicable law. |
3.4 |
|
The Trust constituted in accordance with clauses 3.1 and 3.2 shall be known as the Royal
Dutch Shell Group Dividend Access Trust. |
|
3.5 |
|
The Company shall, forthwith upon being requested to do so by Royal Dutch Shell, take all
steps necessary to redeem the Dividend Access Share in accordance with the rights attaching to
it. |
|
4. |
|
OBJECT AND PURPOSE |
|
4.1 |
|
The primary object and purpose of the Trust is for the Trustee to receive, as trustee for the
Class B Shareholders and in accordance with their respective holdings of Class B Shares, any
amounts paid by way of dividend on the Dividend Access Share and to pay any such amounts to
the Class B Shareholders on the same pro rata basis. |
|
4.2 |
|
Notwithstanding any provision to the contrary contained in this Trust Deed, no Class B
Shareholder shall acquire any right to or in respect of any benefits from the Trust, whether
actual or conditional, other than the rights and benefits in respect of dividends paid on the
Dividend Access Share expressly conferred on such Class B Shareholders by this Trust Deed.
Without limiting the generality of the foregoing: |
|
(A) |
|
no Class B Shareholder shall acquire any right to enforce the payment of a
dividend declared by the Company on the Dividend Access Share, such right being
reserved solely for the Trustee as holder of the legal title to the Dividend Access
Share, or any other rights against the Company; and |
|
|
(B) |
|
no Class B Shareholder shall acquire any right to, or interest (whether legal
or beneficial) in, the Dividend Access Share or any Income. |
4.3 |
|
Unless the Company determines otherwise, if any amounts paid by way of dividend on the
Dividend Access Share have not been claimed by a Class B Shareholder for 12 years after the
date of payment of the relevant dividend, such amounts (each a Forfeited Dividend) will be
forfeited and the beneficial interest in such amounts shall pass to the Company. |
5
4.4 |
|
If Royal Dutch Shell pays any amount to a Class B Shareholder by way of dividend on the Class
B Shares held by that Class B Shareholder, the beneficial interest in any amount: |
|
(A) |
|
held on trust for that Class B Shareholder pursuant to clause 3.2(A) of this
Trust Deed; and |
|
|
(B) |
|
which corresponds to the amount paid by Royal Dutch Shell to that Class B
Shareholder by way of dividend on the Class B Shares held by that Class B Shareholder
(which amount shall for this purpose be deemed to include the amount of any tax
required to be withheld or deducted by Royal Dutch Shell in relation to the payment of
that amount), |
|
|
(an RDS Dividend Equivalent Amount) will be forfeited by that Class B Shareholder and
will pass to the Company. |
|
4.5 |
|
For the purposes of clause 4.4, where the dividend payment made by Royal Dutch Shell is made
in one currency and the corresponding amount held on trust for that Class B Shareholder is
held in another currency, the RDS Dividend Equivalent Amount will be calculated by converting
the amount paid by Royal Dutch Shell into that other currency at such rate as Royal Dutch
Shell shall consider appropriate. |
|
4.6 |
|
Notwithstanding any provisions to the contrary contained in this Trust Deed, no Class B
Shareholder shall acquire any right to or in respect of any benefits under the Trust in
respect of a particular dividend paid on the Dividend Access Share, whether actual or
conditional, to the extent that such Class B Shareholder has elected, pursuant to a proposed
scrip dividend issue to be implemented by Royal Dutch Shell in accordance with its articles of
association, to receive further shares of Royal Dutch Shell, credited as fully paid, instead
of such benefits. |
|
5. |
|
APPOINTMENT OF TRUSTEE |
|
5.1 |
|
The boards of directors of the Company and of Royal Dutch Shell, acting jointly, shall be
entitled to appoint the Trustee from time to time and shall equally be entitled to terminate
the appointment of any Trustee. |
|
5.2 |
|
The person who is signatory to this Deed as Trustee is hereby appointed as the initial
Trustee. |
|
6. |
|
VACATION OF OFFICE BY TRUSTEE |
|
6.1 |
|
A Trustee shall be entitled at any time to resign as a Trustee by notice in writing to that
effect given to Royal Dutch Shell. |
|
6.2 |
|
A Trustee shall cease to be a Trustee upon the appointment of a replacement Trustee following
the happening of any of the following events: |
|
(A) |
|
if the existing Trustee is removed from office by the boards of directors of
the Company and Royal Dutch Shell, acting jointly; |
6
|
(B) |
|
if the existing Trustee resigns as provided in clause 6.1. |
7. |
|
DUTIES OF TRUSTEE |
|
|
|
The Trustee shall - |
|
7.1 |
|
promote the primary object and purpose of the Trust and comply generally with the provisions
of clauses 3 and 4; |
|
7.2 |
|
comply with such directions as may be given to it by Royal Dutch Shell and the Company from
time to time in relation to the issue of tax vouchers and certificates to Class B Shareholders
who become entitled, under the terms of the Trust, to amounts paid by way of dividend on the
Dividend Access Share; |
|
7.3 |
|
maintain proper accounting and other records of all transactions it concludes in its capacity
as Trustee; |
|
7.4 |
|
procure that the books and records of the Trust shall be written up regularly; |
|
7.5 |
|
instruct the auditors of the Trust to disclose such information regarding the affairs of the
Trust to any competent authority entitled to such information as such competent authority may
from time to time legally require; |
|
7.6 |
|
keep all books of account and financial records of the Trust at such place in England or the
Channel Islands as may be determined by Royal Dutch Shell and the Company and the same shall
at all times be accessible to the Trustee, Royal Dutch Shell, the Company and the auditors of
the Trust; |
|
7.7 |
|
subject in all cases to clause 13, forthwith pay all dividends paid on the Dividend Access
Share into one or more banking accounts to be maintained by the Trustee with such branch or
branches of such bank or banks as Royal Dutch Shell may determine, and all payments to be made
on behalf of the Trust shall, if the Trust has any such account, and, insofar as it is
practical, be made by cheque or BACS transfer drawn on such banking account or on one of such
banking accounts; |
|
7.8 |
|
from time to time furnish Royal Dutch Shell and the Company with such information regarding
the affairs of the Trust as Royal Dutch Shell or the Company may require; |
|
7.9 |
|
not transfer the Dividend Access Share otherwise than on the instructions of Royal Dutch
Shell to a replacement Trustee. |
|
8. |
|
POWERS OF TRUSTEE |
|
|
|
The Trustee shall be empowered to deal with the Trust Property for the purposes and to
achieve the objects of the Trust in terms of this Trust Deed and shall possess all such
powers necessary or desirable for such purpose and for purposes ancillary thereto
including, but without limitation, the powers, discretions and duties set out below, namely
- - |
7
8.1 |
|
to open and operate any banking account and to draw and issue cheques and receive cheques,
promissory notes and/or bills of exchange and to endorse any of the same for collection by the
bank at which the said account was opened and to determine the manner in which and the
signatures on the basis of which such banking account shall be operated; |
|
8.2 |
|
to pay the dividends paid on the Dividend Access Share to the Class B Shareholders on the
basis contemplated in clause 3.3; |
|
8.3 |
|
to pay any Income to the Company on the basis contemplated in clause 3.3; |
|
8.4 |
|
to pay any Forfeited Dividends to the Company on the basis contemplated in clause 3.3; |
|
8.5 |
|
to pay any RDS Dividend Equivalent Amount to the Company on the basis contemplated in clause
3.3; |
|
8.6 |
|
to sue for, recover and receive all debts, all sums of money, goods, effects and other things
whatsoever, which may become due, owing, payable or which may belong to the Trust; |
|
8.7 |
|
to defend, oppose, adjust, settle, compromise or submit to arbitration all accounts, debts,
claims, demands, disputes, legal proceedings and matters which may subsist or arise between
the Trust and any other person whatsoever and for the purposes aforesaid to do and execute all
necessary acts and documents; |
|
8.8 |
|
to attend all meetings of creditors of any person whatsoever indebted to the Trust, whether
in provisional or final insolvency, liquidation, judicial management or otherwise and to vote
for the election of liquidators and/or judicial managers and also to vote on all questions
submitted to any such meeting of creditors and generally to exercise all rights accruing to a
creditor; |
|
8.9 |
|
to give receipts, releases or other effectual discharges for any sum of money or thing
recovered by the Trust; |
|
8.10 |
|
to delegate any of the powers or duties of the Trustee to any person, representative or agent
of the Trustee; and |
|
8.11 |
|
to employ accountants, attorneys, agents or brokers to transact all or any business of
whatsoever nature required to be done pursuant to this Trust Deed, without thereby being
responsible for the default of any such accountants, attorneys, agents or brokers or for any
loss occasioned by such employment. |
|
9. |
|
BOOKS AND RECORDS |
|
9.1 |
|
The auditors of the Trust shall be appointed by the Trustee from time to time with the prior
approval of the Company and Royal Dutch Shell and once appointed, shall not be removed without
prior approval of the Company and Royal Dutch Shell. |
|
9.2 |
|
The Trustee shall ensure that the Trust Property is at all times clearly identified as
property that is subject to the Trust and kept separate from any of the Trustees own assets
whether of a similar nature or not. |
8
9.3 |
|
The Trustee will from time to time determine the date on which the financial year of the
Trust will end. Until otherwise determined, the financial year of the Trust will end on the
last day of December in every year. |
|
9.4 |
|
The Trustee shall procure the preparation of such audited financial statements in respect of
the affairs of the Trust by the auditors as may be required by law or regulation applicable to
the Trustee or the Trust or as may be requested by the Company or Royal Dutch Shell. |
|
10. |
|
DISCRETION OF TRUSTEE |
|
|
|
Where reference is made in this Trust Deed to a discretion of the Trustee, such discretion
shall mean the exclusive and absolute discretion of the Trustee as it deems fit. |
|
11. |
|
LIABILITY OF TRUSTEE |
|
11.1 |
|
The Trustee shall not be held responsible, nor shall it in any way be liable, for any loss of
the Trust Property or part thereof which may be sustained by anybody whatsoever as a result of
any exercise of any power or discretion herein conferred, or as a result of endeavours made by
it in good faith to give effect to its duties in terms hereof, or in consequence of the
depreciation in value of the Trust Property, unless the Trustee shall have acted fraudulently
or failed to perform its duties and exercise its powers with the care, diligence and skill
which could reasonably be expected of a person who manages the affairs of another. |
|
11.2 |
|
The Company and Royal Dutch Shell hereby jointly and severally indemnify the Trustee against
all claims and demands of whatever nature that may be made against the Trustee arising out of
the exercise or purported exercise in good faith of any of the powers hereby conferred upon
it, provided that the Trustee shall have performed its duties and exercised its powers with
the care, diligence and skill which could reasonably be expected of a person who manages the
affairs of another. |
|
12. |
|
REMUNERATION |
|
12.1 |
|
All costs and expenses lawfully incurred by the Trustee in connection with the administration
of the Trust Property including, but not limited to, the costs of legal proceedings brought by
or against it in its capacity as such, shall be paid by the Company. |
|
12.2 |
|
The Trustee shall be entitled to such remuneration for its services as Trustee as the Company
and Royal Dutch Shell may, from time to time, determine, which amounts shall be paid by the
Company. |
|
12.3 |
|
Royal Dutch Shell irrevocably guarantees the payment by the Company of all sums payable by
the Company under this clause 12. If the Company fails to pay on the due date any sum payable
by the Company under clause 12, and that sum remains unpaid for fourteen days thereafter,
Royal Dutch Shell shall within five business days of demand by the Trustee unconditionally pay
that sum to the Trustee. |
|
12.4 |
|
Royal Dutch Shells liability under clause 12.3 shall not be discharged in whole or in part
or otherwise affected in any way by reason of the Trustee giving the Company time or any |
9
|
|
other concession or taking, holding, varying, releasing or not enforcing any other security
for any sum payable by the Company under clause 12 or by reason of any other act or
omission of the Trustee or any other circumstances (other than performance) which, but for
this paragraph, would discharge the guarantee provided for in clause 12.3. |
|
12.5 |
|
The guarantee provided for in clause 12.3 shall continue in effect until all sums payable by
the Company under this clause 12 have been finally paid in full. |
|
12.6 |
|
This clause 12.6 applies in the event of liquidation of the Company if any sum has become or
becomes payable by Royal Dutch Shell under the guarantee provided for in clause 12.3. In this
case Royal Dutch Shell shall not prove in competition with the Trustee in the liquidation of
the Company until all sums payable by the Company under this clause 12 have been finally paid
in full. The Trustee may, however, request that Royal Dutch Shell submit a proof, in which
case Royal Dutch Shell agrees to hold the benefit of that proof, and all amounts received in
respect of that proof, on trust for the Trustee, to the extent of all amounts due under the
guarantee provided for in clause 12.3. |
|
13. |
|
APPLICATION OF TRUST PROPERTY |
|
13.1 |
|
The Trustee shall be obliged to apply the Trust Property for the purposes of the Trust and
for no other purpose. For the avoidance of doubt, the Trustee shall not be permitted to apply
the Trust Property to satisfy expenses. |
|
13.2 |
|
All amounts payable to the Class B Shareholders pursuant to the provisions of this Trust Deed
shall be paid mutatis mutandis in accordance with the provisions of the articles of
association of Royal Dutch Shell as if a payment out of the Trust to a Class B Shareholder
were a dividend payable on the Class B Shares. |
|
13.3 |
|
Each payment by the Trustee to a Class B Shareholder shall be made after making such
deductions or withholdings as are necessary to meet the requirements of any legislation that
may from time to time compel the Trustee to withhold any amounts, whether in respect of
taxation or otherwise. |
|
13.4 |
|
The Trustee may appoint, and maintain the appointment of, a paying agent for the purposes of
administering payments to Class B Shareholders. The identity of the paying agent and the terms
on which the paying agent is appointed shall be agreed with the Company and Royal Dutch Shell
in advance of any appointment. The Trustee shall, upon the request of the Company or Royal
Dutch Shell to do so, terminate the appointment of any such paying agent. |
|
14. |
|
INVESTMENT RESTRICTIONS |
|
|
|
The dividend amounts forming part of the Trust Property, or any part thereof, shall only be
held in one or more bank accounts and such amounts must be held in cash. |
|
15. |
|
AMENDMENTS OF TRUST DEED |
|
15.1 |
|
The terms and conditions of this Trust Deed may be varied or supplemented, provided that: |
10
|
(A) |
|
no variation or supplementary provision shall have any force or effect unless
it has been approved by the boards of directors of the Company and of Royal Dutch
Shell, acting jointly; and |
|
|
(B) |
|
no variation or supplementary provision shall have the effect that the
purpose and object of the Trust are altered. |
15.2 |
|
Should the Company and Royal Dutch Shell wish to have the Trust Deed amended, the Company and
Royal Dutch Shell will be entitled jointly to notify the Trustee in writing of the amendment
so required and the Trustee shall do all things within its power to bring about such amendment
unless so doing would be in breach of its fiduciary duties and/or its duties of care and
skill. |
|
15.3 |
|
Should the High Court at any time approve a modification of the Scheme which necessitates the
amendment of this Trust Deed so as to render it consistent with the provisions of the Scheme
as amended, the Trustee shall, notwithstanding any other provisions hereof, do all such things
and take all such steps as may be necessary to amend the Trust Deed accordingly. |
|
16. |
|
ENTIRE AGREEMENT |
|
16.1 |
|
This Trust Deed constitutes the whole and only agreement between the parties relating to the
Trust. |
|
16.2 |
|
Each party acknowledges that in entering into this Trust Deed it is not relying upon any
pre-contractual statement which is not set out in this Trust Deed. |
|
16.3 |
|
Except in the case of fraud, no party shall have any right of action against any other party
to this Trust Deed arising out of or in connection with any pre-contractual statement except
to the extent that it is repeated in this Trust Deed. |
|
16.4 |
|
For the purposes of this clause, pre-contractual statement means any draft, agreement,
undertaking, representation, warranty, promise, assurance or arrangement of any nature
whatsoever, whether or not in writing, relating to the subject matter of this Trust Deed made
or given by any person at any time prior to the date of this Trust Deed. |
|
17. |
|
DISSOLUTION OF THE TRUST |
|
17.1 |
|
The Trustee shall, at the request of Royal Dutch Shell and the Company, acting jointly,
dissolve the Trust provided that, subject to clause 17.2, dissolution shall not occur for so
long as there remains Trust Property in respect of which the time period in clause 17.2 has
not expired. |
|
17.2 |
|
The Trust shall not endure for a period in excess of 80 (eighty) years from the date of
execution of this Trust Deed. |
|
17.3 |
|
Upon the dissolution of the Trust, the assets of the Trust, if any, shall be liquidated and
distributed in accordance with the directions given by Royal Dutch Shell. |
11
18. |
|
COUNTERPARTS |
|
|
|
This deed may be executed in any number of counterparts, and by the parties on separate
counterparts, but shall not be effective until each party has executed at least one
counterpart. Each counterpart shall constitute an original of this deed, but all the
counterparts shall together constitute but one and the same instrument. |
|
19. |
|
GOVERNING LAW |
|
|
|
This Trust Deed is governed by and shall be construed in accordance with English law. |
IN WITNESS WHEREOF this Trust Deed has been executed and delivered as a deed on the date first
above written.
|
|
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|
|
|
Executed as a deed by THE SHELL TRANSPORT
|
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) |
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AND TRADING COMPANY, PUBLIC LIMITED
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) |
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COMPANY acting by one director and the secretary
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) |
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............................................... |
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Director |
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............................................... |
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Secretary |
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The common seal of HILL SAMUEL OFFSHORE
|
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) |
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TRUST COMPANY LIMITED (AS TRUSTEE) was
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) |
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|
affixed in the presence of
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) |
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............................................... |
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Director |
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............................................... |
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Authorised Signatory |
12
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Executed as a deed by ROYAL DUTCH SHELL PLC
|
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) |
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acting by one director and the secretary
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) |
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............................................... |
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Director |
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............................................... |
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Secretary |
CONTENTS
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Page |
1. |
|
INTERPRETATION |
|
1 |
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2. |
|
CONDITION |
|
3 |
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|
3. |
|
ESTABLISHMENT OF THE TRUST |
|
3 |
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4. |
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OBJECT AND PURPOSE |
|
4 |
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5. |
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APPOINTMENT OF TRUSTEE |
|
5 |
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6. |
|
VACATION OF OFFICE BY TRUSTEE |
|
5 |
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7. |
|
DUTIES OF TRUSTEE |
|
6 |
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8. |
|
POWERS OF TRUSTEE |
|
6 |
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9. |
|
BOOKS AND RECORDS |
|
7 |
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10. |
|
DISCRETION OF TRUSTEE |
|
8 |
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|
11. |
|
LIABILITY OF TRUSTEE |
|
8 |
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|
|
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12. |
|
REMUNERATION |
|
8 |
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|
13. |
|
APPLICATION OF TRUST PROPERTY |
|
9 |
|
|
|
|
|
14. |
|
INVESTMENT RESTRICTIONS |
|
9 |
|
|
|
|
|
15. |
|
AMENDMENTS OF TRUST DEED |
|
9 |
|
|
|
|
|
16. |
|
ENTIRE AGREEMENT |
|
10 |
|
|
|
|
|
17. |
|
DISSOLUTION OF THE TRUST |
|
10 |
|
|
|
|
|
18. |
|
COUNTERPARTS |
|
11 |
|
|
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|
19. |
|
GOVERNING LAW |
|
11 |
DATED 19 May 2005
TRUST DEED FOR
THE ROYAL DUTCH SHELL
DIVIDEND ACCESS TRUST
Slaughter and May
One Bunhill Row
London EC1Y 8YY
(RJYT/JMUM)
CD050660091
exv4w5
Exhibit 4.5
COMPANY LETTERHEAD
J. Ollila
[ ] February 2007
Dear [ ]
Role as Chairman
Further to the letter dated 9 May 2006 describing your role as Chairman of Royal Dutch Shell plc, I
am writing to amend certain clauses set out therein and in particular the currency of the fees in
which you are paid. This letter replaces in its entirety the aforementioned letter dated 9 May
2006.
1. Term of Appointment
|
(A) |
|
Your term as Chairman will be until the close of business at the Annual General
Meeting in 2009. |
|
|
(B) |
|
Your appointment is subject to: |
|
(i) |
|
The requirements of the Combined Code in respect of performance
evaluation; |
|
|
(ii) |
|
Your re-election as a Director of the Company at any Annual General
Meeting at which, pursuant to the Articles, you are required to retire; |
|
|
(iii) |
|
The provisions of the Articles and any amendment duly made
thereof; and |
|
|
(iv) |
|
Not less than three months notice of termination in writing. |
2. Powers and Duties
|
(A) |
|
You will exercise such powers and perform such duties as are appropriate to your
role as Non-executive Chairman and as described in the 2006 Combined Code on Corporate
Governance and Related Guidance and Good Practice Suggestions (as attached to the 2003
Combined Code on Corporate Governance) and with the relevant provisions of the Companies Act
2006, as and when any such provisions become effective. As Chairman you will continue to serve
as Chairman of the Nomination and Succession Committee, except where the business of the
committee concerns you or the appointment of your successor. The Company Secretary is
available to provide you with full details of the Companys Corporate Governance |
|
|
|
arrangements and details of the procedures if you should think it necessary to take
independent professional advice at the Companys expense. |
|
(B) |
|
You will continue to comply with the Shell General Business Principles and the
Shell Code of Conduct and all other reasonable directions from, and all regulations of,
the Company including, without limitation, regulations with respect to confidentiality,
dealings in shares and notifications required to be made by a director to the Company or
any regulatory body under the Companies Acts, the Articles or any other regulations of
the Company. You will also continue to observe the terms and conditions of The City
Code on Take-Overs and Mergers and Financial Service Authority and Stock Exchange
regulations |
|
|
(C) |
|
You will advise the Deputy Chairman immediately if you become aware of any
conflict between your own interests and those of the Company. |
|
|
(D) |
|
It is expected that you will spend on average 2.5 days per week on Company
business (including travelling time). By accepting this appointment, you confirm that
you are able to allocate sufficient time to meet the expectations of your role. |
|
|
(E) |
|
Your principal office is located in The Hague, however it you will spend some
time in London as necessary e.g. meeting shareholders. |
3. Remuneration
With effect from 1 January 2007, you will be paid the sum of 750,000 per annum, fixed for
the term of office described in clause 1(A). This sum is paid quarterly in arrears at the
rate of 187,500 per quarter or such higher amount as the Company may from time to time
determine and notify to you in writing.
Pursuant to Dutch law provision Article 9 of the 1965 Wage Tax Implementation Decree, if and
in so far as you may receive a tax free reimbursement of extraterritorial costs, your fee
shall be reduced by 30% and, in and so far as such provision is applied, you shall receive a
reimbursement for extraterritorial costs equal to 30% of the fee.
4. Expenses and company accommodation
Subject to the Articles, the Company will reimburse you for all
reasonable travelling, hotel and incidental expenses which you may
incur in performing your duties.
The Company will continue to provide for the use of an apartment in
The Hague in lieu of hotel accommodation.
5. Confidential Information
|
(A) |
|
You will not, either during the term of your appointment or thereafter: |
|
(i) |
|
use to the detriment or prejudice of the Group or divulge or communicate to
any person any trade secret or any other confidential information concerning the business or
affairs of the Group (except to employees or directors of the Group whose province it is to
know the same) which may have come to your knowledge during the term of your appointment; or |
|
|
(ii) |
|
use for your own purpose or for any purposes other than those of
the Group any information or knowledge of a confidential nature which you may
from time to time acquire in relation to any member of the Group. This
restriction shall cease to apply to any information or knowledge which may come
into the public domain (except through your default). |
|
(B) |
|
During the term of your appointment, you will not be or become a director or
employee or agent of any enterprise, or have or acquire any material financial interest in any
enterprise, which competes or is likely to compete or has a significant business relationship
with any member of the Group without the prior consent of the Deputy Chairman in writing (such
consent not to be unreasonably withheld or delayed). |
6. Return of Papers
You will promptly whenever requested by the Company, and in any event upon the termination of
your appointment, either (i) deliver up to the Company all correspondence and all other
documents, papers and records which may have been prepared by you or have come into your
possession during your period of appointment or (ii) certify to the Company in writing that
such correspondence, documents, papers and records have been destroyed. You will not retain
copies in paper or electronic form. Title and copyright therein shall vest in the Company.
7. Termination of Appointment
Your appointment will terminate on the earliest of:-
|
(i) |
|
the date of expiry of the period specified in clause 1(A); |
|
|
(ii) |
|
the date of expiry of the period specified in Clause 1(B); |
|
|
(iii) |
|
your ceasing to be a director for any reason pursuant to the Articles or any
applicable law. |
Your signature on the duplicate copy of this letter constitutes your irrevocable resignation
as a director of the Company with effect from either:-
|
(a) |
|
the date of expiry of the period specified in clause 1(A); or |
|
|
|
(b) the date of the expiry of the period specified in clause 1(B). |
|
|
|
|
If the Company agrees with you in writing that you will serve as Non-executive Chairman until
a later date than the date referred to in (a), your resignation will be effective from that
later date or any extension to it agreed in writing. |
|
|
8. |
|
Directors and Officers Insurance |
|
|
|
|
The Company has taken out insurance cover for directors and officers liabilities and
agreed to indemnify you in accordance with the terms and conditions described in a Deed on
Indemnity dated 1 June 2006. Full details of such cover are available from the Company
Secretary. |
|
|
9. |
|
Arbitration |
|
|
9.1 |
|
All disputes between the Company and you shall be resolved exclusively according to the
arbitration and exclusive jurisdiction provisions set out in articles 152, 153 and 154 of the
Articles and articles 152, 153 and 154 shall accordingly be incorporated, mutatis mutandis,
into the terms of this letter of appointment. |
|
|
9.2 |
|
In respect of any disputes between a shareholder and you (whether in your capacity as
director of the Company or a subsidiary undertaking of the Company), the Company shall, upon
your request, take all reasonable steps to enforce the shareholders submission to arbitration
or to the exclusive jurisdiction of the courts of England and Wales as provided in article 154
(C). |
|
|
9.3 |
|
A copy of articles 152, 153 and 154 of the Articles in the form in which they exist as at the
date of this letter of appointment is attached as Annex 1. |
|
|
9.4 |
|
References to dispute in this clause shall have the same meaning as set out in article 154
of the Articles. |
|
|
9.5 |
|
All cross-references to the Articles in this clause will be updated and amended without
further action of either party in the event the Articles themselves are renumbered. |
|
|
10. |
|
Definitions |
Any reference in this letter to:-
|
|
|
|
|
|
|
the Articles
|
|
means the Articles of Association from
time to time of the Company; |
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|
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|
|
the Board
|
|
means the board of Directors from time
to time of the Company; |
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|
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|
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|
|
the Company
|
|
means Royal Dutch Shell plc;
|
|
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|
the Companies Acts
|
|
means every statute from time to
time in force concerning companies insofar as it applies to the Company; and |
|
|
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|
|
|
|
the Group
|
|
means the Company and any other company
directly or indirectly controlled by the
Company. |
Please sign and return the duplicate copy of this letter by way of acceptance of its terms.
Yours sincerely,
Lord Kerr of Kinlochard
Deputy Chairman and Senior Independent Non-executive Director
|
|
|
I accept the terms of appointment as set out above. |
|
|
|
|
|
(Signature) |
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|
|
|
(Date) |
|
|
ANNEX 1
The following is an extract from the Articles, as at the date of this letter of appointment:
152. Arbitration
Unless article 153 applies:
|
(i) |
|
between a shareholder in that shareholders capacity as
such and the company and/or its directors arising out of or in connection
with these articles or otherwise; and/or |
|
|
(ii) |
|
to the fullest extent permitted by law, between the company
and any of its directors in their capacities as such or as employees of the
company, including all claims made by or on behalf of the company against its
directors; and/or |
|
|
(iii) |
|
between a shareholder in that shareholders capacity as such and
the companys professional service providers; and/or |
|
|
(iv) |
|
between the company and the companys professional
service providers arising in connection with any claim within the scope of
article 152(A)(iii), |
|
|
shall be exclusively and finally resolved under the Rules of Arbitration of the
International Chamber of Commerce (ICC) (the ICC Rules), as amended from time
to time. |
|
(B) |
|
The tribunal shall consist of three arbitrators to be appointed in accordance
with the ICC Rules. |
|
|
(C) |
|
The chairman of the tribunal must have at least 20 years experience as a
solicitor or barrister qualified to practise in England and Wales and each other
arbitrator must have at least 20 years experience as a qualified lawyer. |
|
|
(D) |
|
The seat and also the geographical location of the arbitration shall be The
Hague, The Netherlands. |
|
|
(E) |
|
The language of the arbitration shall be English. |
|
|
(F) |
|
These articles constitute a contract between the company and its shareholders
and between the companys shareholders inter se. This article 152 (as supplemented
from time to time by any agreement to a similar effect between the company and its
directors or professional service providers) also contains or evidences an express
submission to arbitration by each shareholder, the company, its directors and
professional service providers and such submissions shall be treated as a written
arbitration |
|
|
|
agreement under the Netherlands Arbitration Act, the Arbitration Act 1996 of
England and Wales and Article II of the United Nations Convention on the
Recognition and Enforcement of Foreign Arbitral Awards (1958). |
|
|
|
|
|
(G) |
|
Each person to whom this article 152 applies hereby waives, to the fullest
extent permitted by law: (i) any right under the laws of any jurisdiction to apply to
any court of law or other judicial authority to determine any preliminary point of
law, and/or (ii) any right it may otherwise have under the laws of any jurisdiction to
appeal or otherwise challenge the award, ruling or decision of the tribunal. |
153. Exclusive Jurisdiction
|
(A) |
|
This article 153 shall apply to a dispute (which would otherwise be subject
to article 152) in any jurisdiction if a court in that jurisdiction determines that
article 152 is invalid or unenforceable in relation to that dispute in that
jurisdiction. |
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For the purposes of article 153(A), court shall mean any court of competent
jurisdiction or other competent authority including for the avoidance of doubt, a
court or authority in any jurisdiction which is not a signatory to the New York
Convention. |
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(C) |
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Any proceeding, suit or action: |
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(i) |
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between a shareholder in that shareholders capacity as
such and the company and/or its directors arising out of or in connection
with these articles or otherwise; and/or |
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(ii) |
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to the fullest extent permitted by law, between the company
and any of its directors in their capacities as such or as employees of the
company, including all claims made by or on behalf of the company against its
directors; and/or |
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(iii) |
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between a shareholder in that shareholders capacity as
such and the companys professional service providers; and/or |
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(iv) |
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between the company and the companys professional service
providers arising in connection with any claim within the scope of article
153(C)(iii), |
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may only be brought in the courts of
England and Wales. |
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(D) |
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Damages alone may not be an adequate remedy for any breach of this article
153, so that in the event of a breach or anticipated breach, the remedies of
injunction and/or an order for specific performance would in appropriate circumstances
be available. |
154 General Dispute Resolution Provisions
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For the purposes of articles 152 and 153, a dispute shall mean any dispute,
controversy or claim, other than any dispute, controversy or claim relating to any
failure or alleged failure by the company to pay all or part of a dividend which has
been declared and which has fallen due for payment. |
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The governing law of these articles, including the submissions to arbitration
and written arbitration agreement contained in or evidenced by article 152, shall be
the substantive law of England. |
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The company shall be entitled to enforce articles 152 and 153 for its own
benefit, and that of its directors, subsidiary undertakings and professional service
providers. |
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References in articles 152 and 153 to: |
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company shall be read so as to include each and any of
the companys subsidiary undertakings from time to time; and |
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(ii) |
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director shall be read so as to include each and any
director of the company from time to time in its capacity as such or as
employee of the company and shall include any former director of the company;
and |
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(iii) |
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professional service providers shall be read so as to include the
companys auditors, legal counsel, bankers, ADR depositaries and any other
similar professional service providers in their capacity as such from time to time but only if
and to the extent such person has agreed with the company in writing to be bound by article
152 and/or 153 (or has otherwise agreed to submit disputes to arbitration and/or exclusive
jurisdiction in a materially similar way). |
exv4w6
Exhibit
4.6
TERMS OF EMPLOYMENT
Annex to letter dated 17 June 2005
The undersigned,
1. Shell Petroleum N.V.,
established at The Hague, hereinafter called the employer, for these purposes represented by the
Chairman of the Supervisory Board of N.V. Koninklijke Nederlandsche Petroleum Maatschappij (Royal
Dutch) in accordance with a resolution of the General Meeting of Shareholders of the employer, and
2. Mr. van der Veer
born in Utrecht, The Netherlands on 27 October 1947, hereinafter called the employee,
hereby declare that they have agreed that the following terms and conditions shall form part of,
and be applicable to, the Contract of Employment entered into by them with effect from 20 July
2005.
When used in this document, the term Contract of Employment shall have the meaning ascribed
thereto in the letter dated 17 June 2005, to which these Terms of Employment are annexed.
Article 1
The employee is employed as a Principal Director (member of the Praesidium of the Board of
Directors) of the employer and is an Executive Director of Royal Dutch Shell plc. In connection
with his latter function, the employee will be loan assigned to Royal Dutch Shell plc in accordance
with the terms of the loan assignment agreement enclosed with the above referenced letter dated 17
June 2005. For the avoidance of doubt, the parties record that it is not the intention to create
any contract of employment between Royal Dutch Shell plc on the one hand, and the employee on the
other.
The employees place of work will be The Hague, the Netherlands. However, it is a condition of the
Contract of Employment that the employee is prepared to work at other locations in the Netherlands
and elsewhere overseas at a future date if required to do so, in each case possibly for other
companies in the Royal Dutch Shell Group (the Group). In addition, in performing his duties, the
employee will be required to travel both within the Netherlands, the UK and elsewhere abroad,
depending on business requirements.
Article 2
The employees annual pensionable base salary is 1,550,000 gross, including vakantietoeslag
(statutory holiday allowance). 1/12th of this amount will be paid as monthly salary, in
arrears.
Article 3
The employee will remain a member of the Shell Pension Fund (Stichting Shell Pensioenfonds) if he
belongs to one of the admitted categories within the meaning of the regulations of that Pension
Fund. The employees pertinent rights and obligations (including those relating to payment of
contribution) will be governed by the applicable regulations of the Shell Pension Fund (Stichting
Shell Pensioenfonds) as amended from time to time.
Article 4
The employee will, both during the period of service and after termination thereof, keep secret all
matters which may come to his knowledge in connection with his employment by the employer
(including, without limitation, any information which comes into his possession in connection with
his loan assignment to Royal Dutch Shell plc) of which the employee knows or should reasonably
assume that communication thereof to third parties may damage the interests of the employer, the
latters employees or business associates, or the interests of another company forming part of, or
associated with, the Group.
On termination of service the employee will immediately surrender to the employer all computer
programs, drawings and other documents in his keeping which relate to the aforementioned matters or
which are the property of the employer or any other Group company.
Article 5
The employee declares that on the termination of his service he will be prepared, at the written
request of the employer, not to enter the service, or work on behalf of, his own or another
company, enterprise or institution active in the same field as the employer or a company or
enterprise for which, or on whose behalf, the employee has worked regularly or for a long period on
the employers or Royal Dutch Shell plcs instructions, for a period to be determined by the
employer, but in any case not exceeding twelve months.
If and for so long as the employee is subject to the aforementioned restriction and is thereby
largely prevented from taking up employment other than with the employer, the employer will pay the
employee each month an indemnification equal to the monthly salary last received by the employee.
Reasonable compensation will also be paid in respect of those expenses for which full or partial
reimbursement would have been granted under the employers arrangements if the employee were still
in service.
Article 6
The employee will as soon as possible notify the employer (or a third party nominated by the
employer) of any invention made by him during his employment. Section 12 of the Netherlands Patent
Act (Rijksoctrooiwet) 1995 will be applicable in this respect.
If the nature of the employment does not require the employee to apply his specialized knowledge to
making inventions of the same kind as that covered by the notification of the invention, the
following will be applicable:
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If the invention has a demonstrable connection with the activities
of the employer or of another company forming part of, or
associated with, the Group, the patent rights will fall to the
employer (or to a third party nominated by the employer). |
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If the employer does not consider that there is any such
demonstrable connection, or if the employer (or the said third
party) does not wish to avail itself of its entitlement to patent
rights, the employer will so inform the employee in writing within
six months at most after being notified of the invention. The
employee will then have the right to dispose freely of the
invention. At the same time the secrecy obligation referred to in
Article 4 will cease to apply, but only in respect of the
invention itself. |
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If the employer (or the said third party) wishes to avail itself
of the said entitlement to patent rights, the employer will pay
the employee a fair amount commensurate with the financial
importance of the invention and the circumstances in which it was
made. |
The employee undertakes, if so requested, to lend all co-operation and fulfill all formalities,
even after termination of service, in order to enable the employer to apply for and uphold patent
rights in the Netherlands and abroad and, in so far as is necessary, to assign to the employer all
rights pertaining to the invention. The expenses incurred in lending such co-operation will be for
the employers account. The employer is not obliged to apply for patent rights falling or assigned
to the employer.
All other intellectual property rights pertaining to writings, computer programs, trade marks,
drawings, models and the like that have arisen through the employees creative efforts within the
context of his employment will fall to the employer.
Article 7
The employer will ensure that all measures are taken that can reasonably be required of an employer
for the safety and health of the employee during his work.
The employee will observe the care that can reasonably be required of him to avoid endangering his
own safety and health and those of other employees and to prevent damage to the employers property
or that of other Group companies. He will adhere to the employers and/or Royal Dutch Shell plcs
instructions in those respects.
Article 8
Without the prior consent of his employer or any other relevant company of the Group, as may be
required, the employee will not, directly or indirectly:
a. |
|
have any financial interest in works of, or contracts awarded by, a company forming part of,
or associated with, the Group, or in supplies effected or services rendered to or by such a
company; |
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b. |
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in connection with his duties in the employers service, seek or accept from third parties to
his own advantage any favor in whatsoever form or howsoever described; and/or |
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c. |
|
make use for his own benefit of personnel or property of a company forming part of, or
associated with, the Group. |
Article 9
The employee declares that he is prepared to make use, for the purposes of his work, of such means
of transport as the employer may indicate.
Article 10
If the employee becomes totally unfit for work, provided he remains in the employers service and
abides by the employers instructions, any statutory injury or disablement benefits received by him
will for a maximum of two years from the commencement of the unfitness for work be made up by the
employer to the level of the employees pensionable base salary less the usual deductions, all to
the extent permitted by and in accordance with the employers pertinent policies in force from time
to time.
Article 11
Without prejudice to applicable statutory provisions, the employees service with the employer will
terminate:
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a. |
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by notice given in writing by either party with effect from the last day of a
calendar month, with due observance of the statutory period of notice; |
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b. |
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automatically on the employees retirement date which will be on the 30th
June following the employees 60th birthday. |
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c. |
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on the day on which the employee enters the service of another company forming part
of, or associated with, the Group. |
Article 12
The Contract of Employment between the employee and the employer (including, without limitation,
the loan assignment agreement enclosed with the letter dated 17 June 2005) shall be governed solely
by Netherlands law, even where the employee is working outside the Netherlands.
All disputes arising out of or in connection with the said Contract of Employment (including,
without limitation, those arising under the loan assignment agreement enclosed with the letter
dated 17 June 2005) shall be exclusively and finally resolved under the Rules of Arbitration of the
International Chamber of Commerce (ICC) (the ICC Rules), as amended from time to time. The
tribunal shall consist of three arbitrators to be appointed in accordance with the ICC Rules.
Except as otherwise agreed by the parties, the chairman of the tribunal must have at least 20 years
experience as a lawyer qualified to practise in a common law jurisdiction within the Commonwealth
(as constituted on 12 May 2005) and each other arbitrator must have at least 20 years experience as
a qualified lawyer. The place of arbitration shall be The Hague, The Netherlands. The
language of the arbitration shall be English.
Each party hereby waives, to the fullest extent permitted by law:
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(i) |
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any right under the laws of any jurisdiction to apply to any court of law or other
judicial authority to determine any preliminary point of law, and/or |
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(ii) |
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any right it may otherwise have under the laws of any jurisdiction to appeal or
otherwise challenge the award, ruling or decision of the tribunal. |
For the purposes of Article 12, the term dispute shall mean any dispute, controversy or claim.
Drawn up and signed in duplicate.
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Employer
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Employee |
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SUMMARY OF REMUNERATION AND BENEFITS
Jeroen van der Veer
This summary sets out various components of your remuneration under and benefits related to
the Contract of Employment dated 17 June 2005.
When used in this document, the term Contract of Employment shall have the meaning ascribed
thereto in the letter dated 17 June 2005.
Please note that this summary serves information purposes only, and that no rights can be derived
from it. Actual entitlements, if any, under the various plans and arrangements referenced below
will be determined by applicable policies and the relevant plan rules and arrangements in force
from time to time.
General
The Remuneration Committee (REMCO) of the Board of Royal Dutch Shell plc determines and agrees with
the Board the remuneration policy for Executive Directors and, within that policy, determines
individual remuneration packages.
Their current guiding principles in relation to remuneration are that:
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Remuneration should have a strong performance focus. There should be an emphasis on
performance based variable compensation, primarily focused around annual and long term
incentives. |
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Overall remuneration levels should be competitive against a peer group of the other
integrated oil majors and major UK and Dutch global companies. |
Details of your remuneration and benefits will be disclosed in the N.V. Koninklijke Nederlandsche
Petroleum Maatschappij (Royal Dutch), The Shell Transport and Trading Company, Plc. (ST&T)
and/or Royal Dutch Shell plc (RDS) Annual Reports and certain related publications, as
applicable, as part of the Boards Remuneration Report, and may be disclosed in other publications
as required by law or applicable codes.
1. Base Pay
Your
Pensionable Base Salary will be 1,550,000. This amount is fully pensionable. Base pay levels are normally reviewed on July 1 each year.
2. Discretionary Items
Bonus
Bonus payments are discretionary. The on-target bonus level for 2005 is 100% of base pay. As for
all Executive Directors, the level of any bonus payable for each year is based on REMCOs
recommendation, which amongst other things, is based on an assessment
of the Groups performance against the Group Scorecard. There is currently no individual
performance component in the bonus payable to each Executive Director.
Annual bonuses awarded are normally paid in April following the end of the performance year to
which they relate.
Share Based Plans
As of 20 July 2005, you will be eligible to be considered for awards under two plans, the Long-Term
Incentive Plan and the Deferred Bonus plan, subject to shareholder approval of these plans at the
AGMs of Royal Dutch and ST&T in June 2005. If approved by shareholders, these plans will replace
the current Long-Term Incentive Plan and the Stock Option plan.
These plans will be operated at the discretion of RDS and may be amended, varied or withdrawn at
any time. Participation in these plans and awards granted will be discretionary and subject to the
relevant plan rules. Awards, if any, are usually granted in March.
Revised Long-Term Incentive Plan (subject to shareholder approval)
The Long-Term Incentive Plan provides for the conditional award of shares in RDS. The level of any
award will be determined annually.
Shares will be released after three years in accordance with the rules of the Plan, subject to
satisfaction of a performance target over a three year performance period.
Under the plan submitted to Shareholders for approval in June, 2005, the number of shares received
will amongst other things depend on the performance of the Royal Dutch Shell Group as measured by
Total Shareholder Return (TSR), against BP, ChevronTexaco, ExxonMobil and Total as follows:
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1. |
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up to 200% of an award may be released if the Group is in first place; |
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2. |
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up to 150% of an award may be released if the Group is in second place; |
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3. |
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up to 80% of an award may be released if the Group is in third place; and |
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4. |
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no shares may be released if the Group is in fourth or fifth place. |
REMCO will additionally assure itself that the underlying performance of the Group over the
performance period is satisfactory before recommending the proportion of an award that may be
released. In reaching these recommendations, it will consider the Group Scorecard results,
excluding TSR, over the performance period, as the Scorecard measures the Groups financial
performance and operational excellence. REMCO may also exercise its discretion in recommending
vesting levels if TSR results are tightly clustered.
Further information and details about the Plan can be found in the plan rules.
Revised Deferred Bonus Plan (subject to shareholder approval)
Under the revised Deferred Bonus Plan, you may be invited to defer up to one half of any gross
bonus awarded into Royal Dutch Shell plc shares (deferred bonus shares).
You would
then be awarded one matching share for every four deferred bonus shares. Up to three further performance-based matching shares may be awarded, depending on the
Total Shareholder Return (TSR) of the Group against BP, ChevronTexaco, ExxonMobil and Total as
follows:
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1. |
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TSR ranked 1st: three performance-based matching shares; |
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2. |
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TSR ranked 2nd: two performance-based matching shares; |
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3. |
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TSR ranked 3rd: one performance-based matching share; |
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4. |
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TSR ranked 4th or 5th: no performance-based matching shares. |
Subject to the rules of the revised Deferred Bonus Plan (which will include requirements around
continued service) deferred bonus shares and matching shares are released three years after
deferral, along with dividend shares equivalent to the value of the dividends on the vested
shares.
The next opportunity for you to elect to defer your bonus is in respect of your 2005 performance
bonus. We will send you further details later this year.
From the 2006 performance year, 25% of your bonus will be compulsorily deferred under the terms of
this plan.
For further information about the Plan, please refer to the Plan rules.
Awards and elections under share based plans in force before 20 July 2005
You will be informed separately of your continuing awards and entitlements, if any, under the
(versions of the) Deferred Bonus Plan, Stock Option Plan and the Long Term Incentive Plan in force
before 20 July 2005.
3. Benefits
Employee Share Purchase Plans
As an Executive Director of Royal Dutch Shell plc, you are not currently eligible to participate in
the Global Employee Share Purchase Plan or any other share plan that has not been approved by
shareholders.
Vacation
You are entitled to 30 working days of holiday leave per year. Your employing company may designate
up to two bridging days (collective days off) per year.
Pension
Your pension arrangements follow the same principles as for other employees. You are a member of
the Stichting Shell Pensioenfonds. As such, your rights and obligations in relation to your pension
(including those relating to payment of contribution) will be
governed by the applicable regulations of the Shell Pension Fund (Stichting Shell Pensioenfonds) as
amended from time to time.
Additional Discretionary Benefits
The following additional discretionary benefits are also currently available to you:
Company provided limousine and chauffeur
A dedicated vehicle and driver will be available to you to provide transport for business related
purposes. This will generally cover travel:
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from home to work (and vice versa); |
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to business meetings and representations within the Netherlands; and |
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to and from the Airport. |
The facility is not available for private purposes, such as holidays. It is not available for use
by your family unless they are accompanying you on official company business or to attend a
function in an official Shell capacity or another business reason.
Company Car
You are entitled to a company lease car or car allowance. Further information about the company car
can be found in the Netherlands company car lease scheme, of which a copy will be provided to you
upon request.
Corporate Aircraft
As an A Priority authorized user you may use and schedule short haul, medium range and
intercontinental flights from the Corporate Fleet as you require for business purposes. The same
restrictions for private and family use apply as for the use of the Company provided limousine.
You may also be called upon to authorize flights initiated by B and C Priority users and others.
Ebury Street Flat
You are entitled to the use of an Ebury Street flat when you are visiting London for business
purposes. Your spouse and family may also use the flat when you use it on business visits. The flat
is not available for non-business related visits.
Representation Allowance
You will receive a monthly representation allowance of 625 ( 7,500 per annum). The allowance,
which is tax-free, is intended to cover:
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i) |
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Costs relating to home entertainment, business receptions, gifts and flowers to
employees and third parties; |
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ii) |
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Membership fees (both professional bodies and clubs); |
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Professional literature; and |
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The use of private telephone, PC and other equipment for business purposes. |
Items i), ii) and iii) should therefore not be claimed as business expenses unless your expenditure
exceeds 450 per item. Business expenses under item iv) can be claimed if they exceed 135 per
month. Memberships and related costs of industry clubs where this is a requirement for Shell
representation are for company account.
Typical expenses covered by an expense claim and additional to the Representation allowance
include: accommodation, travel (flights), meals, business phone calls and transportation (taxis).
It is worth noting that the expense claims procedure in the Netherlands requires you to submit
regular claims for actual expenses incurred in the pursuit of your duties. The current process is
manual and claims are submitted to and authorized by the Senior Financial Officer in The Hague,
currently Bart van der Steenstraten (SI-FH).
The tax authorities may require proof of actual expenses to substantiate the tax-free nature of the
Allowance.
Home Security
An audit of the security arrangements is provided in respect of your home. This audit covers such
items as: perimeter protection, lighting, physical protection of the building, intrusion detection
and alarm response systems. Only necessary costs for security as detailed in the audit, that are
not cosmetic home improvements, are for company account.
Petrol Discount
As per current policies, you are entitled to a petrol discount with a maximum of 475 per annum.
Other Benefits
Other discretionary items like health care, savings schemes, insurances are provided in accordance
with the policies and practices for Netherlands staff, which may be changed from time to time.
17 June 2005
exv4w7
Exhibit 4.7
TERMS OF EMPLOYMENT
Annex to letter dated 1 July 2005
The undersigned,
1. Shell Petroleum N.V.,
established at The Hague, hereinafter called the employer, for these purposes represented by the
Chairman of the Supervisory Board of N.V. Koninklijke Nederlandsche Petroleum Maatschappij (Royal
Dutch) in accordance with a resolution of the General Meeting of Shareholders of the employer, and
2. Mr. Voser
born in Neuenhof, Switzerland on 29 August 1958, hereinafter called the employee,
hereby declare that they have agreed that the following terms and conditions shall form part of,
and be applicable to, the Contract of Employment entered into by them with effect from 20 July
2005.
When used in this document, the term Contract of Employment shall have the meaning ascribed
thereto in the letter dated 1 July 2005, to which these Terms of Employment are annexed.
Article 1
The employee is employed as a Principal Director (member of the Praesidium of the Board of
Directors) of the employer and is an Executive Director of Royal Dutch Shell plc. In connection
with his latter function, the employee will be loan assigned to Royal Dutch Shell plc in accordance
with the terms of the loan assignment agreement enclosed with the above referenced letter dated 1
July 2005. For the avoidance of doubt, the parties record that it is not the intention to create
any contract of employment between Royal Dutch Shell plc on the one hand, and the employee on the
other.
The employees place of work will be The Hague, the Netherlands. However, it is a condition of the
Contract of Employment that the employee is prepared to work at other locations in the Netherlands
and elsewhere overseas at a future date if required to do so, in each case possibly for other
companies in the Royal Dutch Shell Group (the Group). In addition, in performing his duties, the
employee will be required to travel both within the Netherlands, the UK and elsewhere abroad,
depending on business requirements.
Article 2
The employees annual base salary is 850,000 gross, including vakantietoeslag (statutory
holiday allowance). 1/12th of this amount will be paid as monthly salary, in arrears.
Article 3
The employee will remain a member of the Shell Swiss Expatriate Pension Fund. The employees
pertinent rights and obligations (including those relating to payment of contribution) will be
governed by the applicable regulations of the fund as amended from time to time.
Article 4
The employee will, both during the period of service and after termination thereof, keep secret all
matters which may come to his knowledge in connection with his employment by the employer
(including, without limitation, any information which comes into his possession in connection with
his loan assignment to Royal Dutch Shell plc) of which the employee knows or should reasonably
assume that communication thereof to third parties may damage the interests of the employer, the
latters employees or business associates, or the interests of another company forming part of, or
associated with, the Group.
On termination of service the employee will immediately surrender to the employer all computer
programs, drawings and other documents in his keeping which relate to the aforementioned matters or
which are the property of the employer or any other Group company.
Article 5
The employee declares that on the termination of his service he will be prepared, at the written
request of the employer, not to enter the service, or work on behalf of, his own or another
company, enterprise or institution active in the same field as the employer or a company or
enterprise for which, or on whose behalf, the employee has worked regularly or for a long period on
the employers or Royal Dutch Shell plcs instructions, for a period to be determined by the
employer, but in any case not exceeding twelve months.
If and for so long as the employee is subject to the aforementioned restriction and is thereby
largely prevented from taking up employment other than with the employer, the employer will pay the
employee each month an indemnification equal to the monthly salary last received by the employee.
Reasonable compensation will also be paid in respect of those expenses for which full or partial
reimbursement would have been granted under the employers arrangements if the employee were still
in service.
Article 6
The employee will as soon as possible notify the employer (or a third party nominated by the
employer) of any invention made by him during his employment. Section 12 of the Netherlands Patent
Act (Rijksoctrooiwet) 1995 will be applicable in this respect.
If the nature of the employment does not require the employee to apply his specialized knowledge to
making inventions of the same kind as that covered by the notification of the invention, the
following will be applicable:
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If the invention has a demonstrable connection with the activities
of the employer or of another company forming part of, or
associated with, the Group, the patent rights will fall to the
employer (or to a third party nominated by the employer). |
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If the employer does not consider that there is any such
demonstrable connection, or if the employer (or the said third
party) does not wish to avail itself of its entitlement to patent
rights, the employer will so inform the employee in writing within six months
at most after being notified of the invention. The employee will then have the
right to dispose freely of the invention. At the same time the secrecy
obligation referred to in Article 4 will cease to apply, but only in respect of
the invention itself. |
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If the employer (or the said third party) wishes to
avail itself of the said entitlement to patent
rights, the employer will pay the employee a fair
amount commensurate with the financial importance of
the invention and the circumstances in which it was
made. |
The employee undertakes, if so requested, to lend all co-operation and fulfill all formalities,
even after termination of service, in order to enable the employer to apply for and uphold patent
rights in the Netherlands and abroad and, in so far as is necessary, to assign to the employer all
rights pertaining to the invention. The expenses incurred in lending such co-operation will be for
the employers account. The employer is not obliged to apply for patent rights falling or assigned
to the employer.
All other intellectual property rights pertaining to writings, computer programs, trade marks,
drawings, models and the like that have arisen through the employees creative efforts within the
context of his employment will fall to the employer.
Article 7
The employer will ensure that all measures are taken that can reasonably be required of an employer
for the safety and health of the employee during his work.
The employee will observe the care that can reasonably be required of him to avoid endangering his
own safety and health and those of other employees and to prevent damage to the employers property
or that of other Group companies. He will adhere to the employers and/or Royal Dutch Shell plcs
instructions in those respects.
Article 8
Without the prior consent of his employer or any other relevant company of the Group, as may be
required, the employee will not, directly or indirectly:
a. |
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have any financial interest in works of, or contracts awarded by, a company forming part of,
or associated with, the Group, or in supplies effected or services rendered to or by such a
company; |
b. |
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in connection with his duties in the employers service, seek or accept from third parties to
his own advantage any favor in whatsoever form or howsoever described; and/or |
c. |
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make use for his own benefit of personnel or property of a company forming part of, or
associated with, the Group. |
Article 9
The employee declares that he is prepared to make use, for the purposes of his work, of such means
of transport as the employer may indicate.
Article 10
If the employee becomes totally unfit for work, provided he remains in the employers service and
abides by the employers instructions, any statutory injury or disablement benefits received by him
will for a maximum of two years from the commencement of the unfitness for work be made up by the
employer to the level of the employees pensionable base salary less the usual deductions, all to
the extent permitted by and in accordance with the employers pertinent policies in force from time
to time.
Article 11
Without prejudice to applicable statutory provisions, the employees service with the employer will
terminate:
a. |
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by notice given in writing by either party with effect from the last day of a calendar month,
with due observance of the statutory period of notice; |
b. |
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automatically on the employees retirement date which will be on the 30th June
following the employees 60th birthday. |
c. |
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on the day on which the employee enters the service of another company forming part of, or
associated with, the Group. |
Article 12
The Contract of Employment between the employee and the employer (including, without limitation,
the loan assignment agreement enclosed with the letter dated 1 July 2005) shall be governed solely
by Netherlands law, even where the employee is working outside the Netherlands.
All disputes arising out of or in connection with the said Contract of Employment (including,
without limitation, those arising under the loan assignment agreement enclosed with the letter
dated 1 July 2005) shall be exclusively and finally resolved under the Rules of Arbitration of the
International Chamber of Commerce (ICC) (the ICC Rules), as amended from time to time. The
tribunal shall consist of three arbitrators to be appointed in accordance with the ICC Rules.
Except as otherwise agreed by the parties, the chairman of the tribunal must have at least 20 years
experience as a lawyer qualified to practise in a common law jurisdiction within the Commonwealth
(as constituted on 12 May 2005) and each other arbitrator must have at least 20 years experience as
a qualified lawyer. The place of arbitration shall be The Hague, The Netherlands. The language of the arbitration shall be English.
Each party hereby waives, to the fullest extent permitted by law:
(i) |
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any right under the laws of any jurisdiction to apply to any court of law or other judicial
authority to determine any preliminary point of law, and/or |
(ii) |
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any right it may otherwise have under the laws of any jurisdiction to appeal or otherwise
challenge the award, ruling or decision of the tribunal. |
For the purposes of Article 12, the term dispute shall mean any dispute, controversy or claim.
Article 13
If at any time before 4 October 2007
(i) |
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the employer terminates the employees employment contract for reasons other than gross
misconduct; or |
(ii) |
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the employees reporting relationships or executive finance leadership responsibilities
substantially change to the employees detriment compared to the position as it was originally
offered to the employee, without the employees prior consent, such consent not be withheld
unreasonably; or |
(iii) |
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the employees annual base salary is decreased by the employer without agreement between
employer and employee, such consent not be withheld unreasonably, |
and in either case (ii) or (iii) the employee terminates the contract of employment with the
employer directly in response to such change, then the employer will pay a severance payment
calculated as follows.
Should a severance payment from the employer be payable pursuant to this Article 13 then such
severance payment will be a gross sum equal to the aggregate of:
(a) |
|
one years gross annual base salary, at the rate payable on the date of termination of
employment or, in case of termination for the reason specified under (ii) above, the rate
payable prior to any unilateral decrease in such base salary in response to which the employee
terminates the employment contract; and |
(b) |
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the employees gross annual bonus award (if any) in respect of the most recent full
performance year, |
but in no event will such severance amount be less than 1,500,000 (one and a half million euros)
gross, subject to witholding of applicable taxes and social security premiums, if any.
Any severance payment due under the terms of this Article 13:
(i) |
|
will only become payable after the employment contract has terminated and the employee has
granted the employer and its affiliates (including, without limitation, Royal Dutch Shell plc)
full and final discharge with regard to any and all claims arising out of or in relation to
the employment contract and its termination; and |
(ii) |
|
is subject to deduction of other compensation, if any, that at the time of payment has been
paid, or that subsequently may become payable, to the employee by the employer or any
affiliate of the employer (including, without limitation, Royal Dutch Shell plc) in connection
with the termination of this contract of employment or the events leading up to such
termination (including, without limitation, any amounts that may be or may become due in
respect of claims for loss of office as a director of Royal Dutch Shell plc). |
At the request of the employer, the employee and the employer will ahead of payment sign an
agreement recording the fact that the employee waives any and all claims the employee may have in
relation to or in connection with the employment contract and its termination (including, without
limitation, any amounts that may be or may become due in respect of claims for loss of office as a
director of Royal Dutch Shell Plc).
For the avoidance of doubt, the payment of any severance payment under this Article 13 will not be
triggered in the event that for whatever reasons (including but not limited to Group
reorganization and operation of law) the employees employing company in the Group changes or his
employment with that company terminates but the employee is offered employment by another company
in the Group on substantively similar terms and conditions of employment.
For the purposes of this Article 13 annual base salary shall have the meaning ascribed thereto in
Article 2.
Drawn up and signed in duplicate.
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Employer
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Employee |
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SUMMARY OF REMUNERATION AND BENEFITS
Peter Voser
This summary sets out various components of your remuneration under and benefits related to
the Contract of Employment dated 1 July 2005.
When used in this document, the term Contract of Employment shall have the meaning ascribed
thereto in the letter dated 1 July 2005.
Please note that this summary serves information purposes only, and that no rights can be derived
from it. Actual entitlements, if any, under the various plans and arrangements referenced below
will be determined by applicable policies and the relevant plan rules and arrangements in force
from time to time.
General
The Remuneration Committee (REMCO) of the Board of Royal Dutch Shell plc determines and agrees with
the Board the remuneration policy for Executive Directors and, within that policy, determines
individual remuneration packages.
Their current guiding principles in relation to remuneration are that:
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Remuneration should have a strong performance focus. There should be an emphasis on
performance based variable compensation, primarily focused around annual and long term
incentives. |
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Overall remuneration levels should be competitive against a peer group of the other
integrated oil majors and major UK and Dutch global companies. |
Details of your remuneration and benefits will be disclosed in the N.V. Koninklijke Nederlandsche
Petroleum Maatschappij (Royal Dutch), The Shell Transport and Trading Company, Plc. (ST&T)
and/or Royal Dutch Shell plc (RDS) Annual Reports and certain related publications, as
applicable, as part of the Boards Remuneration Report, and may be disclosed in other publications
as required by law or applicable codes.
1. Base Pay
Your Base Salary will be 850,000. Base pay levels are normally reviewed on July 1 each year.
Applicability of the 30 % rule
Pursuant to the pertinent resolution of the Dutch State Secretary of Finance the 30% arrangement
will be applied to you from 20 July 2005 inclusive. The main features of this arrangement can be
summarized as follows:
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You will be paid a tax-free allowance that does not exceed 30% of your total
remuneration. The resulting tax benefit will fall to the Company (with some exceptions,
see below); |
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Application of the 30% rule will result in a reduced gross salary plus a tax-free
supplement, with the net result being equal to the pay you would have received if the rule
had not been applied. Consequently, there will not be any adverse effects on the total
remuneration payable to you under your Contract of Employment; |
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The resulting tax benefit from deferred bonus awards, stock options, LTIP and the new
Long-Term Incentive Plan will accrue to you rather than to the Company. |
2. Discretionary Items
Bonus
Bonus payments are discretionary. The on-target bonus level for 2005 is 100% of base pay. As for
all Executive Directors, the level of any bonus payable for each year is based on REMCOs
recommendation, which amongst other things, is based on an assessment of the Groups performance
against the Group Scorecard. There is currently no individual performance component in the bonus
payable to each Executive Director.
Annual bonuses awarded are normally paid in April following the end of the performance year to
which they relate.
Share Based Plans
As of 20 July 2005, you will be eligible to be considered for awards under two plans, the Long-Term
Incentive Plan and the Deferred Bonus plan, as approved by shareholders at the AGMs of Royal Dutch
and ST&T in June 2005. These plans replace the current Long-Term Incentive Plan and the Stock
Option plan.
These plans will be operated at the discretion of RDS and may be amended, varied or withdrawn at
any time. Participation in these plans and awards granted will be discretionary and subject to the
relevant plan rules. Awards, if any, are usually granted in March.
Revised Long-Term Incentive Plan
The Long-Term Incentive Plan provides for the conditional award of shares in RDS. The level of any
award will be determined annually.
Shares will be released after three years in accordance with the rules of the Plan, subject to
satisfaction of a performance target over a three year performance period.
Under the plan submitted to Shareholders for approval in June, 2005, the number of shares received
will amongst other things depend on the performance of the Royal Dutch Shell Group as measured by
Total Shareholder Return (TSR), against BP, ChevronTexaco, ExxonMobil and Total as follows:
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1. |
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up to 200% of an award may be released if the Group is in first place; |
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2. |
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up to 150% of an award may be released if the Group is in second place; |
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3. |
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up to 80% of an award may be released if the Group is in third place; and |
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4. |
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no shares may be released if the Group is in fourth or fifth place. |
REMCO will additionally assure itself that the underlying performance of the Group over the
performance period is satisfactory before recommending the proportion of an award that may be
released. In reaching these recommendations, it will consider the Group Scorecard results,
excluding TSR, over the performance period, as the Scorecard measures the Groups financial
performance and operational excellence. REMCO may also exercise its discretion in recommending
vesting levels if TSR results are tightly clustered.
Further information and details about the Plan can be found in the plan rules.
Revised Deferred Bonus Plan
Under the revised Deferred Bonus Plan, you may be invited to defer up to one half of any gross
bonus awarded into Royal Dutch Shell plc shares (deferred bonus shares).
You would then be awarded one matching share for every four deferred bonus
shares. Up to three further performance-based matching shares may be awarded, depending on the
Total Shareholder Return (TSR) of the Group against BP, ChevronTexaco, ExxonMobil and Total as
follows:
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1. |
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TSR ranked 1st: three performance-based matching shares; |
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2. |
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TSR ranked 2nd: two performance-based matching shares; |
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3. |
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TSR ranked 3rd: one performance-based matching share; |
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4. |
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TSR ranked 4th or 5th: no performance-based matching shares. |
Subject to the rules of the revised Deferred Bonus Plan (which will include requirements around
continued service) deferred bonus shares and matching shares are released three years after
deferral, along with dividend shares equivalent to the value of the dividends on the vested
shares.
The next opportunity for you to elect to defer your bonus is in respect of your 2005 performance
bonus. We will send you further details later this year.
From the 2006 performance year, 25% of your bonus will be compulsorily deferred under the terms of
this plan.
For further information about the Plan, please refer to the Plan rules.
Awards and elections under share based plans in force before 20 July 2005
You will be informed separately of your continuing awards and entitlements, if any, under the
(versions of the) Deferred Bonus Plan, Stock Option Plan and the Long Term Incentive Plan
previously in force.
3. Benefits
Employee Share Purchase Plans
As an Executive Director of Royal Dutch Shell plc, you are not currently eligible to participate in
the Global Employee Share Purchase Plan or any other share plan that has not been approved by
shareholders.
Vacation
You are entitled to 30 working days of holiday leave per year. Your employing company may designate
up to two bridging days (collective days off) per year.
Pension
Your pension arrangements follow the same principles as for other employees. You are a member of
the Shell Swiss Expatriate Pension Fund (SSEPF). As such, your rights and obligations in relation
to your pension (including those relating to payment of contribution) will be governed by the
applicable regulations of fund as amended from time to time. Your insured salary to be used in
determining your pension will be CHF 1,310,000 and will be reviewed annually.
Your pension arrangements will be reviewed following any change to Swiss pension law introducing a
cap on insured benefits, in line with the principles adopted for capped Executive Directors in the
UK.
Loans
Executive Directors of RDS are prohibited from holding company loans.
Additional Discretionary Benefits
The following additional discretionary benefits are also currently available to you:
Company provided limousine and chauffeur
A dedicated vehicle and driver will be available to you to provide transport for business related
purposes. This will generally cover travel:
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from home to work (and vice versa); |
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to business meetings and representations within the Netherlands; and |
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to and from the Airport. |
The facility is not available for private purposes, such as holidays. It is not available for use
by your family unless they are accompanying you on official company business or to attend a
function in an official Shell capacity or another business reason.
Company Car
You are entitled to a company lease car or car allowance. Further information about the company car
can be found in the Netherlands company car lease scheme, of which a copy will be provided to you
upon request.
Corporate Aircraft
As an A Priority authorized user you may use and schedule short haul, medium range and
intercontinental flights from the Corporate Fleet as you require for business purposes. The same
restrictions for private and family use apply as for the use of the Company provided limousine.
You may also be called upon to authorize flights initiated by B and C Priority users and others.
Housing
To support your transition to The Hague, you will be provided with transit accommodation until 30
September 2005 or until you find personal housing in the area. If you have not vacated this
property after 30 September 2005 a monthly deduction from your net basic salary will be made to
reflect the market rental. Any utility charges related to the transit housing at any time are also
for personal account.
Ebury Street Flat
You are entitled to the use of an Ebury Street flat when you are visiting London for business
purposes. Your spouse and family may also use the flat when you use it on business visits. The flat
is not available for non-business related visits.
Representation Allowance
You will receive a monthly representation allowance of 625 ( 7,500 per annum). The allowance,
which is tax-free, is intended to cover:
|
i) |
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Costs relating to home entertainment, business receptions, gifts and flowers to
employees and third parties; |
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ii) |
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Membership fees (both professional bodies and clubs); |
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iii) |
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Professional literature; and |
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iv) |
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The use of private telephone, PC and other equipment for business purposes. |
Items i), ii) and iii) should therefore not be claimed as business expenses unless your expenditure
exceeds 450 per item. Business expenses under item iv) can be claimed if they exceed 135 per
month. Memberships and related costs of industry clubs where this is a requirement for Shell
representation are for company account.
Typical expenses covered by an expense claim and additional to the Representation allowance
include: accommodation, travel (flights), meals, business phone calls and transportation (taxis).
It is worth noting that the expense claims procedure in the Netherlands requires you to submit
regular claims for actual expenses incurred in the pursuit of your duties. The current process is
manual and claims are submitted to and authorized by the Senior Financial Officer in The Hague,
currently Bart van der Steenstraten (SI-FH).
The tax authorities may require proof of actual expenses to substantiate the tax-free nature of the
Allowance.
Home Security
An audit of the security arrangements is provided in respect of your home. This audit covers such
items as: perimeter protection, lighting, physical protection of the building, intrusion detection
and alarm response systems. Only necessary costs for security as detailed in the audit, that are
not cosmetic home improvements, are for company account.
Petrol Discount
As per current policies, you are entitled to a petrol discount with a maximum of 475 per annum.
Healthcare
The Company will pay for health care benefits in the Aquilana Plan, while Aquilana agree to cover
you.
Other Benefits
Other discretionary items like savings schemes and insurances are provided in accordance with the
policies and practices for Netherlands staff, which may be changed from time to time.
1 July 2005
exv4w8
Exhibit 4.8
TERMS OF EMPLOYMENT
Annex to letter dated 17 June 2005
The undersigned,
1. Shell Petroleum N.V.,
established at The Hague, hereinafter called the employer, for these purposes represented by the
Chairman of the Supervisory Board of N.V. Koninklijke Nederlandsche Petroleum Maatschappij (Royal
Dutch) in accordance with a resolution of the General Meeting of Shareholders of the employer, and
2. Mr. Brinded
born in Bromley, the United Kingdom on 18 March 1953, hereinafter called the employee,
hereby declare that they have agreed that the following terms and conditions shall form part of,
and be applicable to, the Contract of Employment entered into by them with effect from 20 July
2005.
When used in this document, the term Contract of Employment shall have the meaning ascribed
thereto in the letter dated 17 June 2005, to which these Terms of Employment are annexed.
Article 1
The employee is employed as a Principal Director (member of the Praesidium of the Board of
Directors) of the employer and is an Executive Director of Royal Dutch Shell plc. In connection
with his latter function, the employee will be loan assigned to Royal Dutch Shell plc in accordance
with the terms of the loan assignment agreement enclosed with the above referenced letter dated 17
June 2005. For the avoidance of doubt, the parties record that it is not the intention to create
any contract of employment between Royal Dutch Shell plc on the one hand, and the employee on the
other.
The employees place of work will be The Hague, the Netherlands. However, it is a condition of the
Contract of Employment that the employee is prepared to work at other locations in the Netherlands
and elsewhere overseas at a future date if required to do so, in each case possibly for other
companies in the Royal Dutch Shell Group (the Group). In addition, in performing his duties, the
employee will be required to travel both within the Netherlands, the UK and elsewhere abroad,
depending on business requirements.
Article 2
The employees annual base salary is 1,050,000 gross, including vakantietoeslag (statutory
holiday allowance). 1/12th of this amount will be paid as monthly salary, in arrears.
Article 3
The employee will be a member of the Shell Overseas Contributory Pension Fund (SOCPF).
The employees pertinent rights and obligations (including those relating to payment of
contribution) will be governed by the applicable regulations of the fund as amended from time to
time.
Article 4
The employee will, both during the period of service and after termination thereof, keep secret all
matters which may come to his knowledge in connection with his employment by the employer
(including, without limitation, any information which comes into his possession in connection with
his loan assignment to Royal Dutch Shell plc) of which the employee knows or should reasonably
assume that communication thereof to third parties may damage the interests of the employer, the
latters employees or business associates, or the interests of another company forming part of, or
associated with, the Group.
On termination of service the employee will immediately surrender to the employer all computer
programs, drawings and other documents in his keeping which relate to the aforementioned matters or
which are the property of the employer or any other Group company.
Article 5
The employee declares that on the termination of his service he will be prepared, at the written
request of the employer, not to enter the service, or work on behalf of, his own or another
company, enterprise or institution active in the same field as the employer or a company or
enterprise for which, or on whose behalf, the employee has worked regularly or for a long period on
the employers or Royal Dutch Shell plcs instructions, for a period to be determined by the
employer, but in any case not exceeding twelve months.
If and for so long as the employee is subject to the aforementioned restriction and is thereby
largely prevented from taking up employment other than with the employer, the employer will pay the
employee each month an indemnification equal to the monthly salary last received by the employee.
Reasonable compensation will also be paid in respect of those expenses for which full or partial
reimbursement would have been granted under the employers arrangements if the employee were still
in service.
Article 6
The employee will as soon as possible notify the employer (or a third party nominated by the
employer) of any invention made by him during his employment. Section 12 of the Netherlands Patent
Act (Rijksoctrooiwet) 1995 will be applicable in this respect.
If the nature of the employment does not require the employee to apply his specialized knowledge to
making inventions of the same kind as that covered by the notification of the invention, the
following will be applicable:
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If the invention has a demonstrable connection with the activities
of the employer or of another company forming part of, or
associated with, the Group, the patent rights will fall to the
employer (or to a third party nominated by the employer). |
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If the employer does not consider that there is any such
demonstrable connection, or if the employer (or the said third
party) does not wish to avail itself of its entitlement to patent
rights, the employer will so inform the employee in writing within six months
at most after being notified of the invention. The employee will then have the
right to dispose freely of the invention. At the same time the secrecy
obligation referred to in Article 4 will cease to apply, but only in respect of
the invention itself. |
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If the employer (or the said third party) wishes to
avail itself of the said entitlement to patent
rights, the employer will pay the employee a fair
amount commensurate with the financial importance of
the invention and the circumstances in which it was
made. |
The employee undertakes, if so requested, to lend all co-operation and fulfill all formalities,
even after termination of service, in order to enable the employer to apply for and uphold patent
rights in the Netherlands and abroad and, in so far as is necessary, to assign to the employer all
rights pertaining to the invention. The expenses incurred in lending such co-operation will be for
the employers account. The employer is not obliged to apply for patent rights falling or assigned
to the employer.
All other intellectual property rights pertaining to writings, computer programs, trade marks,
drawings, models and the like that have arisen through the employees creative efforts within the
context of his employment will fall to the employer.
Article 7
The employer will ensure that all measures are taken that can reasonably be required of an employer
for the safety and health of the employee during his work.
The employee will observe the care that can reasonably be required of him to avoid endangering his
own safety and health and those of other employees and to prevent damage to the employers property
or that of other Group companies. He will adhere to the employers and/or Royal Dutch Shell plcs
instructions in those respects.
Article 8
Without the prior consent of his employer or any other relevant company of the Group, as may be
required, the employee will not, directly or indirectly:
a. |
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have any financial interest in works of, or contracts awarded by, a company forming part of,
or associated with, the Group, or in supplies effected or services rendered to or by such a
company; |
b. |
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in connection with his duties in the employers service, seek or accept from third parties to
his own advantage any favor in whatsoever form or howsoever described; and/or |
c. |
|
make use for his own benefit of personnel or property of a company forming part of, or
associated with, the Group. |
Article 9
The employee declares that he is prepared to make use, for the purposes of his work, of such means
of transport as the employer may indicate.
Article 10
If the employee becomes totally unfit for work, provided he remains in the employers service and
abides by the employers instructions, any statutory injury or disablement benefits received by him
will for a maximum of two years from the commencement of the unfitness for work be made up by the
employer to the level of the employees pensionable base salary less the usual deductions, all to
the extent permitted by and in accordance with the employers pertinent policies in force from time
to time.
Article 11
Without prejudice to applicable statutory provisions, the employees service with the employer will
terminate:
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by notice given in writing by either party with effect from the last day of a
calendar month, with due observance of the statutory period of notice; |
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b. |
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automatically on the employees retirement date which will be on the 30th
June following the employees 60th birthday. |
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on the day on which the employee enters the service of another company forming part
of, or associated with, the Group. |
Article 12
The Contract of Employment between the employee and the employer (including, without limitation,
the loan assignment agreement enclosed with the letter dated 17 June 2005) shall be governed solely
by Netherlands law, even where the employee is working outside the Netherlands.
All disputes arising out of or in connection with the said Contract of Employment (including,
without limitation, those arising under the loan assignment agreement enclosed with the letter
dated 17 June 2005) shall be exclusively and finally resolved under the Rules of Arbitration of the
International Chamber of Commerce (ICC) (the ICC Rules), as amended from time to time. The
tribunal shall consist of three arbitrators to be appointed in accordance with the ICC Rules.
Except as otherwise agreed by the parties, the chairman of the tribunal must have at least 20 years
experience as a lawyer qualified to practise in a common law jurisdiction within the Commonwealth
(as constituted on 12 May 2005) and each other arbitrator must have at least 20 years experience as
a qualified lawyer. The place of arbitration shall be The Hague, The Netherlands. The
language of the arbitration shall be English.
Each party hereby waives, to the fullest extent permitted by law:
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(i) |
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any right under the laws of any jurisdiction to apply to any court of law or other
judicial authority to determine any preliminary point of law, and/or |
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(ii) |
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any right it may otherwise have under the laws of any jurisdiction to appeal or
otherwise challenge the award, ruling or decision of the tribunal. |
For the purposes of Article 12, the term dispute shall mean any dispute, controversy or claim.
Drawn up and signed in duplicate.
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Employer
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SUMMARY OF REMUNERATION AND BENEFITS
Malcolm Brinded
This summary sets out various components of your remuneration under and benefits related to
the Contract of Employment dated 17 June 2005.
When used in this document, the term Contract of Employment shall have the meaning ascribed
thereto in the letter dated 17 June 2005.
Please note that this summary serves information purposes only, and that no rights can be derived
from it. Actual entitlements, if any, under the various plans and arrangements referenced below
will be determined by applicable policies and the relevant plan rules and arrangements in force
from time to time.
General
The Remuneration Committee (REMCO) of the Board of Royal Dutch Shell plc determines and agrees with
the Board the remuneration policy for Executive Directors and, within that policy, determines
individual remuneration packages.
Their current guiding principles in relation to remuneration are that:
|
|
Remuneration should have a strong performance focus. There should be an emphasis on
performance based variable compensation, primarily focused around annual and long term
incentives. |
|
|
Overall remuneration levels should be competitive against a peer group of the other
integrated oil majors and major UK and Dutch global companies. |
Details of your remuneration and benefits will be disclosed in the N.V. Koninklijke Nederlandsche
Petroleum Maatschappij (Royal Dutch), The Shell Transport and Trading Company, Plc. (ST&T)
and/or Royal Dutch Shell plc (RDS) Annual Reports and certain related publications, as
applicable, as part of the Boards Remuneration Report, and may be disclosed in other publications
as required by law or applicable codes.
1. Base Pay
Your Base Salary will be 1,050,000. Base pay levels are normally reviewed on July 1 each year.
Applicability of the 30% rule
Pursuant to the pertinent resolution of the Dutch State Secretary of Finance the 30% arrangement
will be applied to you from 20 July 2005 inclusive. The main features of this arrangement can be
summarized as follows:
|
|
You will be paid a tax-free allowance that does not exceed 30% of your total
remuneration. The resulting tax benefit will fall to the Company (with some exceptions,
see below); |
|
|
Application of the 30% rule will result in a reduced gross salary plus a tax-free
supplement, with the net result being equal to the pay you would have received if the rule
had not been applied. Consequently, there will not be any adverse effects on the total
remuneration payable to you under your Contract of Employment; |
|
|
The resulting tax benefit from deferred bonus awards, stock options, LTIP and the new
Long-Term Incentive Plan (subject to shareholder approval) will accrue to you rather than
to the Company. |
2. Discretionary Items
Bonus
Bonus payments are discretionary. The on-target bonus level for 2005 is 100% of base pay. As for
all Executive Directors, the level of any bonus payable for each year is based on REMCOs
recommendation, which amongst other things, is based on an assessment of the Groups performance
against the Group Scorecard. There is currently no individual performance component in the bonus
payable to each Executive Director.
Annual bonuses awarded are normally paid in April following the end of the performance year to
which they relate.
Share Based Plans
As of 20 July 2005, you will be eligible to be considered for awards under two plans, the Long-Term
Incentive Plan and the Deferred Bonus plan, subject to shareholder approval of these plans at the
AGMs of Royal Dutch and ST&T in June 2005. If approved by shareholders, these plans will replace
the current Long-Term Incentive Plan and the Stock Option plan.
These plans will be operated at the discretion of RDS and may be amended, varied or withdrawn at
any time. Participation in these plans and awards granted will be discretionary and subject to the
relevant plan rules. Awards, if any, are usually granted in March.
Revised Long-Term Incentive Plan (subject to shareholder approval)
The Long-Term Incentive Plan provides for the conditional award of shares in RDS. The level of any
award will be determined annually.
Shares will be released after three years in accordance with the rules of the Plan, subject to
satisfaction of a performance target over a three year performance period.
Under the plan submitted to Shareholders for approval in June, 2005, the number of shares received
will amongst other things depend on the performance of the Royal Dutch Shell Group as measured by
Total Shareholder Return (TSR), against BP, ChevronTexaco, ExxonMobil and Total as follows:
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1. |
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up to 200% of an award may be released if the Group is in first place; |
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2. |
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up to 150% of an award may be released if the Group is in second place; |
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3. |
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up to 80% of an award may be released if the Group is in third place; and |
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4. |
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no shares may be released if the Group is in fourth or fifth place. |
REMCO will additionally assure itself that the underlying performance of the Group over the
performance period is satisfactory before recommending the proportion of an award that may be
released. In reaching these recommendations, it will consider the Group Scorecard results,
excluding TSR, over the performance period, as the Scorecard measures the Groups financial
performance and operational excellence. REMCO may also exercise its discretion in recommending
vesting levels if TSR results are tightly clustered.
Further information and details about the Plan can be found in the plan rules.
Revised Deferred Bonus Plan (subject to shareholder approval)
Under the revised Deferred Bonus Plan, you may be invited to defer up to one half of any gross
bonus awarded into Royal Dutch Shell plc shares (deferred bonus shares).
You would
then be awarded one matching share for every four deferred bonus shares. Up to three further performance-based matching shares may be awarded, depending on the
Total Shareholder Return (TSR) of the Group against BP, ChevronTexaco, ExxonMobil and Total as
follows:
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1. |
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TSR ranked 1st: three performance-based matching shares; |
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2. |
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TSR ranked 2nd: two performance-based matching shares; |
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3. |
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TSR ranked 3rd: one performance-based matching share; |
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4. |
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TSR ranked 4th or 5th: no performance-based matching shares. |
Subject to the rules of the revised Deferred Bonus Plan (which will include requirements around
continued service) deferred bonus shares and matching shares are released three years after
deferral, along with dividend shares equivalent to the value of the dividends on the vested
shares.
The next opportunity for you to elect to defer your bonus is in respect of your 2005 performance
bonus. We will send you further details later this year.
From the 2006 performance year, 25% of your bonus will be compulsorily deferred under the terms of
this plan.
For further information about the Plan, please refer to the Plan rules.
Awards and elections under share based plans in force before 20 July 2005
You will be informed separately of your continuing awards and entitlements, if any, under the
(versions of the) Deferred Bonus Plan, Stock Option Plan and the Long Term Incentive Plan in force
before 20 July 2005.
3. Benefits
Employee Share Purchase Plans
As an Executive Director of Royal Dutch Shell plc, you are not currently eligible to participate in
the Global Employee Share Purchase Plan or any other share plan that has not been approved by
shareholders.
Vacation
You are entitled to 30 working days of holiday leave per year. Your employing company may designate
up to two bridging days (collective days off) per year.
Pension
Your pension arrangements follow the same principles as for other employees. You will be invite to
rejoin the UK SOCPF pension fund. As such, your rights and obligations in relation to your pension
(including those relating to payment of contribution) will be governed by the applicable
regulations of the fund as amended from time to time. Your pensionable salary will be £730,000 and
will be reviewed annually.
Additional Discretionary Benefits
The following additional discretionary benefits are also currently available to you:
Company provided limousine and chauffeur
A dedicated vehicle and driver will be available to you to provide transport for business related
purposes. This will generally cover travel:
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from home to work (and vice versa); |
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to business meetings and representations within the Netherlands; and |
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to and from the Airport. |
The facility is not available for private purposes, such as holidays. It is not available for use
by your family unless they are accompanying you on official company business or to attend a
function in an official Shell capacity or another business reason.
Company Car
You are entitled to a company lease car or car allowance. Further information about the company car
can be found in the Netherlands company car lease scheme, of which a copy will be provided to you
upon request.
Corporate Aircraft
As an A Priority authorized user you may use and schedule short haul, medium range and
intercontinental flights from the Corporate Fleet as you require for business purposes. The same
restrictions for private and family use apply as for the use of the Company provided limousine.
You may also be called upon to authorize flights initiated by B and C Priority users and others.
Ebury Street Flat
You are entitled to the use of an Ebury Street flat when you are visiting London for business
purposes. Your spouse and family may also use the flat when you use it on business visits. The flat
is not available for non-business related visits.
Representation Allowance
You will receive a monthly representation allowance of 625 ( 7,500 per annum). The allowance,
which is tax-free, is intended to cover:
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i) |
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Costs relating to home entertainment, business receptions, gifts and flowers to
employees and third parties; |
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ii) |
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Membership fees (both professional bodies and clubs); |
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iii) |
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Professional literature; and |
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iv) |
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The use of private telephone, PC and other equipment for business purposes. |
Items i), ii) and iii) should therefore not be claimed as business expenses unless your expenditure
exceeds 450 per item. Business expenses under item iv) can be claimed if they exceed 135 per
month. Memberships and related costs of industry clubs where this is a requirement for Shell
representation are for company account.
Typical expenses covered by an expense claim and additional to the Representation allowance
include: accommodation, travel (flights), meals, business phone calls and transportation (taxis).
It is worth noting that the expense claims procedure in the Netherlands requires you to submit
regular claims for actual expenses incurred in the pursuit of your duties. The current process is
manual and claims are submitted to and authorized by the Senior Financial Officer in The Hague,
currently Bart van der Steenstraten (SI-FH).
The tax authorities may require proof of actual expenses to substantiate the tax-free nature of the
Allowance.
Home Security
An audit of the security arrangements is provided in respect of your home. This audit covers such
items as: perimeter protection, lighting, physical protection of the building, intrusion detection
and alarm response systems. Only necessary costs for security as detailed in the audit, that are
not cosmetic home improvements, are for company account.
Petrol Discount
As per current policies, you are entitled to a petrol discount with a maximum of 475 per annum.
Other Benefits
Other discretionary items like health care, savings schemes, insurances are provided in accordance
with the policies and practices for Netherlands staff, which may be changed from time to time.
17 June 2005
exv4w9
Exhibit
4.9
Shell Expatriate Employment US Inc
One Shell Plaza
910 Louisiana
Houston, TX 77210-4704
Tel: 713-241-9272
Fax: 713-241-1612
e-mail: pam.braun@shell.com
Internet http://www.shell.com
RE: TERMS OF EMPLOYMENT
22 July 2005
Mrs. L.Z. Cook
Dear Linda,
Introduction, effective date
As you are aware, on 28 October 2004 the Boards of N.V. Koninklijke Nederlandsche Petroleum
Maatschappij (Royal Dutch) and The Shell Transport and Trading Company, p.l.c. (ST&T)
announced their intention to propose to the shareholders of Royal Dutch and ST&T the unification of
ST&T and Royal Dutch under a single new parent company called Royal Dutch Shell plc (the
Transaction). The Transaction is effectuated, for Royal Dutch, by means of a public offer by
Royal Dutch Shell plc to acquire Royal Dutch shares in exchange for shares in Royal Dutch Shell
plc, and in the case of ST&T, through a scheme of arrangement under section 425 of the U.K.
Companies Act between ST&T and ST&T Ordinary Shareholders (including holders of ST&T Bearer
Warrants).
We hereby confirm that with effect from 1 August 2005, you will be employed by Shell Expatriate
Employment US Inc (hereinafter referred to as SEEUS) on the terms specified in:
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the enclosed Confidentiality & Intellectual Property Agreement for Employees; |
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the enclosed document entitled Waiver of Eligibility for Certain SEEUS Benefits and |
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the enclosed loan assignment agreement, |
which documents collectively constitute, and in this letter and the aforementioned enclosures will
be collectively referred to as the Contract of Employment.
The terms and conditions laid down in the Contract of Employment together define the contractual
relationship between you and SEEUS. By accepting the terms and conditions of the Contract of
Employment in the manner indicated below you agree that your present employment contract(s) and
related (loan) assignment agreement(s), if any, with any company of the Shell Group (including,
without limitation, the arrangements with SEEUS documented in the letter of July 28, 2004, with
appendices) will come to an end as and when the Contract of Employment takes effect in accordance
with the foregoing.
Employing Company
You will be employed by SEEUS. Companies in the Shell Group operate worldwide. While you will be
employed by SEEUS in The Hague, the Netherlands, it is a condition of your Contract of Employment
that you are prepared to work at other locations in the Netherlands and elsewhere overseas in the
future if required to do so, in either case possibly for other companies in the Shell Group. In
addition, in performing your duties, you will be required to travel both within the Netherlands,
the U.K. and elsewhere abroad, depending on business requirements.
You will be employed as an employee of SEEUS to provide management services to SEEUS and, as such,
will be properly appointed as a Director of SEEUS, and you are an Executive Director of Royal Dutch
Shell plc. In connection with this latter function, you will be loan assigned to Royal Dutch Shell
plc in accordance with the terms of the loan assignment agreement enclosed with this letter. For
the avoidance of doubt, the parties record that it is not the intention to create any contract of
employment between you and Royal Dutch Shell plc.
Remuneration Package
Your base salary will be 850,000 gross per annum.
Your base salary will be fully pensionable and will be converted into a US-dollar amount for SEEUS
pension and benefit plan purposes on a quarterly basis (or more frequently as advised by U.S. Tax
Counsel) to account for future exchange rate fluctuations.
Part of your salary instalments will be paid out in US dollars in the US and part in Euros in the
Netherlands. Please indicate the number of Euros you would like to receive in your Netherlands
account. You may change this amount during your assignment if required. Your Euro salary
instalments will be paid on a monthly basis. Your dollar instalments will be paid semi-monthly in
arrears.
You will be responsible for meeting your Dutch tax liability on all elements of your income;
consequently you are not paid under the standard US balance sheet expatriate pay program. Please
refer to the enclosed Summary of Remuneration and Benefits for additional details on taxation.
Your base salary will be reviewed periodically, typically on 1 July of each year. Details of this
process will be advised to you separately.
Standard Benefits
As an employee of SEEUS, you will continue to to participate in SEEUS retirementand savings
plans, and be eligible to continue participation in other benefits available to all SEEUS employees
in
accordance with their terms. In addition, you maintain your eligibility to participate in other US
benefits plans, except to the extent you are ineligible as described in the Summary of Remuneration
and Benefits and the Waiver of Eligibility for Certain SEEUS Benefits.
Vacation
You will be eligible to take 30 working days leave per annum.
Education
SEEUS will pay, or will arrange for the payment of, the costs of your childrens secondary
education in the Netherlands while attending an international school (or equivalent), or, if
applicable, the costs of appropriate secondary education in the U.S., such as through boarding
schools or equivalent. Please refer to the Summary of Remuneration and Benefits for additional
details.
Further Benefits
Apart from your pensionable base salary, which may be revised annually, you may be eligible for an
annual bonus as well as for awards under certain (discretionary) Shell Group share plans. These and
other applicable benefits are described in outline in the enclosed Summary of Remuneration and
Benefits. This Summary is for information purposes only, and no rights can be derived from it.
Throughout the term of your employment with SEEUS we will periodically furnish you with an update
of the Summary of Remuneration and Benefits.
Your remuneration and benefits are determined individually, and you will be individually informed
about any changes in them. General announcements concerning changes in remuneration and benefits
will not apply to you unless stated otherwise.
Please note that your personal particulars will be entered in our records and that we are obliged
by law to release certain data to the tax and social security authorities in the Netherlands, the
United Kingdom and/or the United States of America, as the case may be.
Confidentiality and Intellectual Property
Throughout your employment with SEEUS and, as stipulated therein, at any time thereafter, you will
maintain the secrecy of all matters which may come to your knowledge in connection with your
employment by SEEUS (including, without limitation, any information which comes into your
possession in connection with your loan assignment to Royal Dutch Shell plc) in accordance with the
enclosed Confidentiality & Intellectual Property Agreement for Employees.
Intellectual property rights will accrue to SEEUS and/or any other Shell company, as the case may
be, as set out in the enclosed Confidentiality & Intellectual Property Agreement for Employees.
Conflict of Interest and Business Integrity
Shell companies have a rigorous policy regarding outside employment and interests, financial or
other participation in businesses, ownership of mineral and other interests, contractor and
supplier relations, and gifts and entertainment. In adherence to this policy, without our prior
consent or that of any other relevant company of the Shell Group, as may be required, you will not,
directly or indirectly:
a. |
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have any financial interest in works of, or contracts awarded by, a company forming part of,
or associated with, the Shell Group, or in supplies effected or services rendered to or by
such a company; |
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b. |
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in connection with your duties in our service, seek or accept from third parties to your own
advantage any favour in whatsoever form or howsoever described; and/or |
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c. |
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make use for your own benefit of personnel or property of a company forming part of, or
associated with, the Shell Group. |
Without prejudice to the foregoing, monetary payments received from external appointments (i.e.
outside directorships and similar sources) must be paid over to and retained by your employer. Fees
paid in stock and/or stock entitlements are for your account, including the related taxation
thereon. Disclosure of the latter is subject to applicable corporate governance regulations.
We would ask you to carefully read the enclosed Statement of General Business Principles. During
your employment with one of the companies of the Shell Group you should abide by these principles
at all times.
Non Compete
You hereby declare that on the termination of service you will be prepared, at the written request
of SEEUS, not to enter the service, or work on behalf of, your own or another company, enterprise
or institution active in the same field as SEEUS or a company or enterprise for which, or on whose
behalf, you have worked regularly or for a long period on SEEUS or Royal Dutch Shell plcs
instructions, for a period to be determined by SEEUS, but in any case not exceeding twelve months.
If and for so long as you are subject to and abide by the aforementioned restriction and are
thereby largely prevented from taking up employment other than with SEEUS, SEEUS will pay you each
month an indemnification equal to your monthly Average Final Compensation as calculated for pension
purposes. Reasonable compensation will also be paid in respect of those expenses for which full or
partial reimbursement would have been granted under SEEUS arrangements if you were still in SEEUS
service.
Health and Safety
SEEUS will ensure that all measures are taken that can reasonably be required of an employer for
your safety and health during your work. You will observe the care that can reasonably be required
of you to avoid endangering your own safety and health and those of other employees and to prevent
damage to SEEUS property or that of other Shell Group companies. You will adhere to SEEUS and/or
Royal Dutch Shell plcs instructions in those respects.
Designated Means of Transportation
You declare that you are prepared to make use, for the purposes of your work, of such means of
transport as SEEUS may indicate.
Termination of Contract of Employment
Without prejudice to applicable statutory provisions, your service with SEEUS will terminate:
a. |
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by notice given in writing by either party with effect from the last day of a calendar month,
with due observance of the statutory period of notice; |
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b. |
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automatically on your retirement; or |
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c. |
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on the day on which you enter the service of another company forming part of, or associated
with, the Shell Group; |
on the earlier of these occasions.
Applicable Law and Arbitration
This Contract of Employment (including, without limitation, the loan assignment agreement which
forms part of this Contract of Employment) shall be governed solely by Netherlands law, even where
you are working outside the Netherlands. For the avoidance of any doubt we note that the
retirement, benefits and saving plans will remain governed by the laws that are applicable to the
plans.
All disputes arising out of or in connection with the said Contract of Employment (including,
without limitation, those arising under the aforementioned loan assignment agreement) shall be
exclusively and finally resolved under the Rules of Arbitration of the International Chamber of
Commerce (ICC) (the ICC Rules), as amended from time to time. The tribunal shall consist of
three arbitrators to be appointed in accordance with the ICC Rules. Except as otherwise agreed by
the parties, the chairman of the tribunal must have at least 20 years experience as a lawyer
qualified to practise in a common law jurisdiction within the Commonwealth (as constituted on 12
May 2005) and each other arbitrator must have at least 20 years experience as a qualified lawyer.
The place of arbitration shall be The Hague, The Netherlands. The language of the arbitration shall
be English.
Each party hereby waives, to the fullest extent permitted by law:
a. |
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any right under the laws of any jurisdiction to apply to any court of law or other judicial
authority to determine any preliminary point of law, and/or |
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b. |
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any right it may otherwise have under the laws of any jurisdiction to appeal or otherwise
challenge the award, ruling or decision of the tribunal. |
For the purposes of this clause, the term dispute shall mean any dispute, controversy or claim.
We hope you will find this offer acceptable. We would appreciate it if you could, at your earliest
convenience, but in any event before 1 August 2005, complete, sign and return the following
documents as confirmation of your acceptance of the terms of the Contract of Employment:
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The duplicate copy of this letter; |
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The duplicate copy of the loan assignment agreement; |
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The Waiver of Eligibility for Certain SEEUS Benefits; and |
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The duplicate copy of the Confidentiality & Intellectual Property Agreement for Employees. |
We look forward to hearing from you soon.
Yours sincerely,
Pamela A. Braun
President & CEO
Shell Expatriate Employment US Inc
I confirm that I have read this letter, the enclosed loan assignment agreement, the Waiver of
Eligibility for Certain SEEUS Benefits and the Confidentiality & Intellectual Property Agreement
for Employees, and that I agree to be bound by these documents, which together constitute my
Contract of Employment. I also confirm that I have read the Statement of General Business
Principles and I undertake to abide by the letter and spirit of those Principles accordingly in the
execution of my duties.
Enclosures:
A copy of this letter
Two copies of the loan assignment agreement
A copy of the Waiver of Eligibility for Certain SEEUS Benefits
Two copies of the Confidentiality & Intellectual Property Agreement for Employees
The Summary of Remuneration and Benefits
A copy of the Statement of General Business Principles
SUMMARY OF REMUNERATION AND BENEFITS
Linda Z. Cook
This summary sets out various components of your remuneration under and benefits related to
the Contract of Employment dated 22 July 2005.
When used in this document, the term Contract of Employment shall have the meaning ascribed
thereto in the letter dated 22 July 2005.
Please note that this summary serves information purposes only, and that no rights can be derived
from it. Actual entitlements, if any, under the various plans and arrangements referenced below
will be determined by applicable policies and the relevant plan rules and arrangements in force
from time to time.
General
The Remuneration Committee (REMCO) of the Board of Royal Dutch Shell plc determines and agrees with
the Board the remuneration policy for Executive Directors and, within that policy, determines
individual remuneration packages.
Their current guiding principles in relation to remuneration are that:
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Remuneration should have a strong performance focus. There should be an emphasis on
performance based variable compensation, primarily focused around annual and long term
incentives. |
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Overall remuneration levels should be competitive against a peer group of the other
integrated oil majors and major UK and Dutch global companies. |
Details of your remuneration and benefits will be disclosed in the N.V. Koninklijke Nederlandsche
Petroleum Maatschappij (Royal Dutch), The Shell Transport and Trading Company, Plc. (ST&T)
and/or Royal Dutch Shell plc (RDS) Annual Reports and certain related publications, as
applicable, as part of the Boards Remuneration Report, and may be disclosed in other publications
as required by law or applicable codes.
1. Base Pay
Your base salary will be 850,000 gross per annum.
Your base salary will be fully pensionable and will be converted into a US-dollar amount for SEEUS
pension and benefit plan purposes on a quarterly basis (or more frequently as advised by U.S. Tax
Counsel) to account for future exchange rate fluctuations.
Part of your salary instalments will be paid out in US dollars in the US and part in Euros in the
Netherlands. Please indicate the number of Euros you would like to receive in your Netherlands
account. You may change this amount during your assignment if required. Your Euro salary
instalments will be paid on a monthly basis. Your dollar instalments will be paid semi-monthly in
arrears.
Applicability of the 30% rule
Pursuant to the pertinent resolution of the Dutch State Secretary of Finance the 30% arrangement
will be applied to you. The main features of this arrangement can be summarized as follows:
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You will be paid a tax-free allowance that does not exceed 30% of
your total remuneration. The resulting tax benefit will fall to
the Company (with some exceptions, see below); |
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Application of the 30% rule will result in a reduced gross salary
plus a tax-free supplement, with the net result being equal to the
pay you would have received if the rule had not been applied.
Consequently, there will not be any adverse effects on the total
remuneration payable to you under your Contract of Employment; |
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The resulting tax benefit from deferred bonus awards, stock
options, LTIP and the new Long-Term Incentive Plan will accrue to
you rather than to the Company. |
2. Discretionary Items
Bonus
Bonus payments are discretionary. The on-target bonus level for 2005 is 100% of base pay. As for
all Executive Directors, the level of any bonus payable for each year is based on REMCOs
recommendation, which amongst other things, is based on an assessment of the Shell Groups
performance against the Shell Group Scorecard. There is currently no individual performance
component in the bonus payable to each Executive Director.
Annual bonuses awarded are normally paid in April following the end of the performance year to
which they relate.
Under the SEEUS retirement plans your bonus actually received or deferred is taken into account in
determining your pensionable earnings.
Share Based Plans
You will be eligible to be considered for awards under two plans, the Long-Term Incentive Plan and
the Deferred Bonus plan. These plans will replace the current Long-Term Incentive Plan and the
Stock Option Plan.
These plans will be operated at the discretion of RDS and may be amended, varied or withdrawn at
any time. Participation in these plans and awards granted will be discretionary and subject to the
relevant plan rules. Awards, if any, are usually granted in March.
Revised Long-Term Incentive Plan
The Long-Term Incentive Plan provides for the conditional award of shares in RDS. The level of any
award will be determined annually.
Shares will be released after three years in accordance with the rules of the Plan, subject to
satisfaction of a performance target over a three year performance period.
Under the plan submitted to Shareholders for approval in June 2005, the number of shares received
will amongst other things depend on the performance of RDS as measured by Total Shareholder Return
(TSR), against BP, ChevronTexaco, ExxonMobil and Total as follows:
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1. |
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up to 200% of an award may be released if RDS is in first place; |
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2. |
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up to 150% of an award may be released if RDS is in second place; |
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3. |
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up to 80% of an award may be released if RDS is in third place; and |
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4. |
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no shares may be released if RDS is in fourth or fifth place. |
REMCO will additionally assure itself that the underlying performance of RDS over the performance
period is satisfactory before recommending the proportion of an award that may be released. In
reaching these recommendations, it will consider the Shell Group Scorecard results, excluding TSR,
over the performance period, as the Scorecard measures financial performance and operational
excellence. REMCO may also exercise its discretion in recommending vesting levels if TSR results
are tightly clustered.
Further information and details about the Plan can be found in the plan rules.
Revised Deferred Bonus Plan
Under the revised Deferred Bonus Plan, you may be invited to defer up to one half of any gross
bonus awarded into Royal Dutch Shell plc shares (deferred bonus shares).
You would then be awarded one matching share for every four deferred bonus shares. Up to three further performance-based matching shares may be awarded, depending on the
Total Shareholder Return (TSR) of RDS against BP, ChevronTexaco, ExxonMobil and Total as follows:
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1. |
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TSR ranked 1st: three performance-based matching shares; |
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2. |
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TSR ranked 2nd: two performance-based matching shares; |
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3. |
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TSR ranked 3rd: one performance-based matching share; |
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4. |
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TSR ranked 4th or 5th: no performance-based matching shares. |
Subject to the rules of the revised Deferred Bonus Plan (which will include requirements around
continued service) deferred bonus shares and matching shares are released three years after
deferral, along with dividend shares equivalent to the value of the dividends on the vested
shares.
The next opportunity for you to elect to defer your bonus is in respect of your 2006 performance
year bonus. We will send you further details later this year.
From the 2006 performance year, 25% of your bonus will be compulsorily deferred under the terms of
this plan.
For further information about the Plan, please refer to the Plan rules.
You are not eligible to participate in the US SEG Benefits Plan for deferral of base salary and
bonus provided you have signed the Waiver of Eligibility for Certain SEEUS Benefits.
Awards and elections under share based plans in force before 1 August 2005
You will be informed separately of your continuing awards and entitlements, if any, under the
(versions of the) Deferred Bonus Plan, Stock Option Plan and the Long Term Incentive Plan
previously in force before.
Taxation
You will be responsible for meeting your Dutch and US tax liabilities on all your elements of your
income. However, in the unexpected situation where you are subject to both double tax, without an
offsetting credit, deduction, or exemption, in the US and the Netherlands on the same employment
income, the Shell Group will reimburse that portion of the tax liability in excess of Dutch
liability. Such reimbursement shall be paid within 60 days after a determination by Deloitte &
Touche that such reimbursement is payable.
The Shell Group will also meet any tax liabilities, Dutch and/or US, on any item in this note which
is marked net of tax.
External appointments
Monetary payments received by you from external appointments (i.e. outside directorships and
similar sources) are required to be paid over to and retained by the employer. Fees paid in stock
and / or stock entitlements are for your account, including the related taxation thereon.
Disclosure of the latter is subject to applicable corporate governance regulations.
3. Benefits
Employee Share Purchase Plans
You are not currently eligible to participate in the Global Employee Share Purchase Plan or the
Global Employee Share Purchase Plan (US).
Vacation
You are entitled to 30 working days of holiday leave per year. Local policy and practice may
designate up to two bridging days (collective days off) per year.
Pension
You will continue to participate in the SEEUS retirement plans in accordance with their terms.
Although the US does not have a normal retirement date at age 60, as an Executive Director of RDS
you are expected to retire on 30 June following your 60th birthday. In your case this is 30 June
2018. Early retirement by mutual consent at age 60 is facilitated under US benefit programs
through a supplemental pension benefit with enhanced age and service credit for members who elect
to retire at age 60.
Standard Benefits
Unless otherwise stated in your Contract of Employment, as an employee of SEEUS, you will be
eligible to participate in SEEUS benefits and savings plans. These benefits are provided in
accordance with the SEEUS policies and practices which may be changed from time to time.
In addition to the benefits identified in this note for which you are not eligible, you will not be
eligible for:
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A Commodities & Services allowance; |
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An expatriate premium allowance; |
You may be asked to sign a waiver of eligibility for certain of these benefits.
Health Insurance
You will maintain participation in the Shell Global Expatriate Medical Scheme.
Government Programmes
You will continue to participate in US FICA, Workers Compensation and Unemployment for the first
five years of your employment in the Netherlands. After 1 August 2009, this is subject to revision
on the basis of the US NL social security treaty.
You will continue to participate in US FICA, Workers Compensation and Unemployment for the first
five years of your employment in the Netherlands. After five years this is subject to revision on
the basis of the US NL social security treaty.
Housing
For so long as you continue to make use of the transit housing originally provided for you, the
rental charge at market value will be for your personal account. Any utility charges related
to the transit housing at any time are also for personal account.
If you purchase a new property prior to 1 August 2005 you will be eligible for a home purchase
allowance (Kosten koper) intended to cover conveyance tax, notary fees, estate agents fees,
etc. charged when a property is purchased. The allowance is maximized at 31% of 850,000 (i.e. your
base salary) (net of tax).
If you purchase a new property prior to 1 August 2005, you will also be eligible for equity loss
protection experienced due to market value declines outside of your control (loss on home sale
benefit). The loss on sale is calculated by the difference between the original purchase price of
the home (as stated in the home purchase contract) and the sales price you negotiate with a buyer.
Your employer or another designated Shell company will cover for the full loss on sale (net of
tax).
Any capital improvements to the property you may wish to undertake will not be taken into account
in the loss on sale calculation.
Education
Your employer will pay the costs of your childrens secondary education in the Netherlands while
they attend an international school (or equivalent), or, if applicable,
the costs of appropriate secondary education in the US, such as through boarding schools (or
equivalent) (net of tax).
Tax Return Preparation
Your employer or another designated Shell company will provide for any tax return preparation
assistance required to meet your Dutch tax liabilities. With regard to your US tax return
preparation, your employer or another designated Shell company will seek external advice for you
and pay for the fees concerned in line with general SEEUS policy (net of tax).
Loans
Executive Directors of RDS are prohibited from holding company loans.
Additional Discretionary Benefits
The following additional discretionary benefits are also currently available to you:
Company provided limousine and chauffeur
A dedicated vehicle and driver will be available to you to provide transport for business related
purposes. This will generally cover travel:
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from home to work (and vice versa); |
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to business meetings and representations within the Netherlands; and |
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to and from the airport. |
The facility is not available for private purposes, such as holidays. It is not available for use
by your family unless they are accompanying you on official company business or to attend a
function in an official Shell capacity or another business reason.
Company Car
You are entitled to a company lease car or car allowance. Further information about the company car
can be found in the Netherlands company car lease scheme, of which a copy will be provided to you
upon request.
Corporate Aircraft
As an A Priority authorized user you may use and schedule short haul, medium range and
intercontinental flights from the Corporate Fleet as you require for business purposes. The same
restrictions for private and family use apply as for the use of the Company provided limousine.
You may also be called upon to authorize flights initiated by B and C Priority users and others.
Ebury Street Flat
You are entitled to the use of an Ebury Street flat when you are visiting London for business
purposes. Your spouse and family may also use the flat when you use it on business visits. The flat
is not available for non-business related visits.
Representation Allowance
You will receive a monthly representation allowance of 625 ( 7,500 per annum). The allowance,
which is tax-free, is intended to cover:
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i) |
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Costs relating to home entertainment, business receptions, gifts and flowers to
employees and third parties; |
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Membership fees (both professional bodies and clubs); |
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Professional literature; and |
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The use of private telephone, PC and other equipment for business purposes. |
Items i), ii) and iii) should therefore not be claimed as business expenses unless your expenditure
exceeds 450 per item. Business expenses under item iv) can be claimed if they exceed 135 per
month. Memberships and related costs of industry clubs where this is a requirement for Shell
representation are for company account.
Typical expenses covered by an expense claim and additional to the representation allowance
include: accommodation, travel (flights), meals, business phone calls and transportation (taxis).
It is worth noting that the expense claims procedure in the Netherlands requires you to submit
regular claims for actual expenses incurred in the pursuit of your duties. The current process is
manual and claims are submitted to and authorized by the Senior Financial Officer in The Hague,
currently Bart van der Steenstraten (SI-FH).
The tax authorities may require proof of actual expenses to substantiate the tax-free nature of the
allowance.
Home Security
An audit of the security arrangements is provided in respect of your home. This audit covers such
items as: perimeter protection, lighting, physical protection of the building, intrusion detection
and alarm response systems. Only necessary costs for security as detailed in the audit, that are
not cosmetic home improvements, are for company account.
Petrol Discount
As per current policies, you are entitled to a petrol discount with a maximum of 475 per annum
(net of tax).
Other Benefits
Other discretionary items like savings schemes, insurances are provided in accordance with the
policies and practices for Netherlands staff, which may be changed from time to time.
22 July 2005
exv4w10
Exhibit 4.10
TERMS OF EMPLOYMENT
Annex to letter dated 17 June 2005
The undersigned,
1. Shell Petroleum N.V.,
established at The Hague, hereinafter called the employer, for these purposes represented by the
Chairman of the Supervisory Board of N.V. Koninklijke Nederlandsche Petroleum Maatschappij (Royal
Dutch) in accordance with a resolution of the General Meeting of Shareholders of the employer, and
2. Mr. Routs
born in Brisbane, Australia on 10 September 1946, hereinafter called the employee,
hereby declare that they have agreed that the following terms and conditions shall form part of,
and be applicable to, the Contract of Employment entered into by them with effect from 20 July
2005.
When used in this document, the term Contract of Employment shall have the meaning ascribed
thereto in the letter dated 17 June 2005, to which these Terms of Employment are annexed.
Article 1
The employee is employed as a Principal Director (member of the Praesidium of the Board of
Directors) of the employer and is an Executive Director of Royal Dutch Shell plc. In connection
with his latter function, the employee will be loan assigned to Royal Dutch Shell plc in accordance
with the terms of the loan assignment agreement enclosed with the above referenced letter dated 17
June 2005. For the avoidance of doubt, the parties record that it is not the intention to create
any contract of employment between Royal Dutch Shell plc on the one hand, and the employee on the
other.
The employees place of work will be The Hague, the Netherlands. However, it is a condition of the
Contract of Employment that the employee is prepared to work at other locations in the Netherlands
and elsewhere overseas at a future date if required to do so, in each case possibly for other
companies in the Royal Dutch Shell Group (the Group). In addition, in performing his duties, the
employee will be required to travel both within the Netherlands, the UK and elsewhere abroad,
depending on business requirements.
Article 2
The employees annual pensionable base salary is 925,000 gross, including vakantietoeslag
(statutory holiday allowance). 1/12th of this amount will be paid as monthly salary, in
arrears.
Article 3
The employee will remain a member of the Shell Pension Fund (Stichting Shell Pensioenfonds) if he
belongs to one of the admitted categories within the meaning of the regulations of that Pension
Fund. The employees pertinent rights and obligations (including those relating to payment of
contribution) will be governed by the applicable regulations of the Shell Pension Fund (Stichting
Shell Pensioenfonds) as amended from time to time.
Article 4
The employee will, both during the period of service and after termination thereof, keep secret all
matters which may come to his knowledge in connection with his employment by the employer
(including, without limitation, any information which comes into his possession in connection with
his loan assignment to Royal Dutch Shell plc) of which the employee knows or should reasonably
assume that communication thereof to third parties may damage the interests of the employer, the
latters employees or business associates, or the interests of another company forming part of, or
associated with, the Group.
On termination of service the employee will immediately surrender to the employer all computer
programs, drawings and other documents in his keeping which relate to the aforementioned matters or
which are the property of the employer or any other Group company.
Article 5
The employee declares that on the termination of his service he will be prepared, at the written
request of the employer, not to enter the service, or work on behalf of, his own or another
company, enterprise or institution active in the same field as the employer or a company or
enterprise for which, or on whose behalf, the employee has worked regularly or for a long period on
the employers or Royal Dutch Shell plcs instructions, for a period to be determined by the
employer, but in any case not exceeding twelve months.
If and for so long as the employee is subject to the aforementioned restriction and is thereby
largely prevented from taking up employment other than with the employer, the employer will pay the
employee each month an indemnification equal to the monthly salary last received by the employee.
Reasonable compensation will also be paid in respect of those expenses for which full or partial
reimbursement would have been granted under the employers arrangements if the employee were still
in service.
Article 6
The employee will as soon as possible notify the employer (or a third party nominated by the
employer) of any invention made by him during his employment. Section 12 of the Netherlands Patent
Act (Rijksoctrooiwet) 1995 will be applicable in this respect.
If the nature of the employment does not require the employee to apply his specialized knowledge to
making inventions of the same kind as that covered by the notification of the invention, the
following will be applicable:
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If the invention has a demonstrable connection with the activities
of the employer or of another company forming part of, or
associated with, the Group, the patent rights will fall to the
employer (or to a third party nominated by the employer). |
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If the employer does not consider that there is any such
demonstrable connection, or if the employer (or the said third
party) does not wish to avail itself of its entitlement to patent
rights, the employer will so inform the employee in writing within
six months at most after being notified of the invention. The
employee will then have the right to dispose freely of the
invention. At the same time the secrecy obligation referred to in
Article 4 will cease to apply, but only in respect of the
invention itself. |
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If the employer (or the said third party) wishes to avail itself
of the said entitlement to patent rights, the employer will pay
the employee a fair amount commensurate with the financial
importance of the invention and the circumstances in which it was
made. |
The employee undertakes, if so requested, to lend all co-operation and fulfill all formalities,
even after termination of service, in order to enable the employer to apply for and uphold patent
rights in the Netherlands and abroad and, in so far as is necessary, to assign to the employer all
rights pertaining to the invention. The expenses incurred in lending such co-operation will be for
the employers account. The employer is not obliged to apply for patent rights falling or assigned
to the employer.
All other intellectual property rights pertaining to writings, computer programs, trade marks,
drawings, models and the like that have arisen through the employees creative efforts within the
context of his employment will fall to the employer.
Article 7
The employer will ensure that all measures are taken that can reasonably be required of an employer
for the safety and health of the employee during his work.
The employee will observe the care that can reasonably be required of him to avoid endangering his
own safety and health and those of other employees and to prevent damage to the employers property
or that of other Group companies. He will adhere to the employers and/or Royal Dutch Shell plcs
instructions in those respects.
Article 8
Without the prior consent of his employer or any other relevant company of the Group, as may be
required, the employee will not, directly or indirectly:
a. |
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have any financial interest in works of, or contracts awarded by, a company forming part of,
or associated with, the Group, or in supplies effected or services rendered to or by such a
company; |
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in connection with his duties in the employers service, seek or accept from third parties to
his own advantage any favor in whatsoever form or howsoever described; and/or |
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c. |
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make use for his own benefit of personnel or property of a company forming part of, or
associated with, the Group. |
Article 9
The employee declares that he is prepared to make use, for the purposes of his work, of such means
of transport as the employer may indicate.
Article 10
If the employee becomes totally unfit for work, provided he remains in the employers service and
abides by the employers instructions, any statutory injury or disablement benefits received by him
will for a maximum of two years from the commencement of the unfitness for work be made up by the
employer to the level of the employees pensionable base salary less the usual deductions, all to
the extent permitted by and in accordance with the employers pertinent policies in force from time
to time.
Article 11
Without prejudice to applicable statutory provisions, the employees service with the employer will
terminate:
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by notice given in writing by either party with effect from the last day of a
calendar month, with due observance of the statutory period of notice; |
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b. |
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automatically on the employees retirement date which will be on the 30th
June following the employees 60th birthday. |
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on the day on which the employee enters the service of another company forming part
of, or associated with, the Group. |
Article 12
The Contract of Employment between the employee and the employer (including, without limitation,
the loan assignment agreement enclosed with the letter dated 17 June 2005) shall be governed solely
by Netherlands law, even where the employee is working outside the Netherlands.
All disputes arising out of or in connection with the said Contract of Employment (including,
without limitation, those arising under the loan assignment agreement enclosed with the letter
dated 17 June 2005) shall be exclusively and finally resolved under the Rules of Arbitration of the
International Chamber of Commerce (ICC) (the ICC Rules), as amended from time to time. The
tribunal shall consist of three arbitrators to be appointed in accordance with the ICC Rules.
Except as otherwise agreed by the parties, the chairman of the tribunal must have at least 20 years
experience as a lawyer qualified to practise in a common law jurisdiction within the Commonwealth
(as constituted on 12 May 2005) and each other arbitrator must have at least 20 years experience as
a qualified lawyer. The place of arbitration shall be The Hague, The Netherlands. The
language of the arbitration shall be English.
Each party hereby waives, to the fullest extent permitted by law:
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any right under the laws of any jurisdiction to apply to any court of law or other
judicial authority to determine any preliminary point of law, and/or |
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any right it may otherwise have under the laws of any jurisdiction to appeal or
otherwise challenge the award, ruling or decision of the tribunal. |
For the purposes of Article 12, the term dispute shall mean any dispute, controversy or claim.
Drawn up and signed in duplicate.
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Employer
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Employee |
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SUMMARY OF REMUNERATION AND BENEFITS
Rob Routs
This summary sets out various components of your remuneration under and benefits related to
the Contract of Employment dated 17 June 2005.
When used in this document, the term Contract of Employment shall have the meaning ascribed
thereto in the letter dated 17 June 2005.
Please note that this summary serves information purposes only, and that no rights can be derived
from it. Actual entitlements, if any, under the various plans and arrangements referenced below
will be determined by applicable policies and the relevant plan rules and arrangements in force
from time to time.
General
The Remuneration Committee (REMCO) of the Board of Royal Dutch Shell plc determines and agrees with
the Board the remuneration policy for Executive Directors and, within that policy, determines
individual remuneration packages.
Their current guiding principles in relation to remuneration are that:
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Remuneration should have a strong performance focus. There should be an emphasis on
performance based variable compensation, primarily focused around annual and long term
incentives. |
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Overall remuneration levels should be competitive against a peer group of the other
integrated oil majors and major UK and Dutch global companies. |
Details of your remuneration and benefits will be disclosed in the N.V. Koninklijke Nederlandsche
Petroleum Maatschappij (Royal Dutch), The Shell Transport and Trading Company, Plc. (ST&T)
and/or Royal Dutch Shell plc (RDS) Annual Reports and certain related publications, as
applicable, as part of the Boards Remuneration Report, and may be disclosed in other publications
as required by law or applicable codes.
1. Base Pay
Your Pensionable Base Salary will be 925,000. This amount is fully pensionable.
Base pay levels are normally reviewed on July 1 each year.
Applicability of the 30% rule
Pursuant to the pertinent resolution of the Dutch State Secretary of Finance the 30% arrangement
will be applied to you from 20 July 2005 inclusive. The main features of this arrangement can be
summarized as follows:
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You will be paid a tax-free allowance that does not exceed 30% of your total
remuneration. The resulting tax benefit will fall to the Company (with some exceptions,
see below); |
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Application of the 30% rule will result in a reduced gross salary plus a tax-free
supplement, with the net result being equal to the pay you would have received if the rule
had not been applied. Consequently, there will not be any adverse effects on the total
remuneration payable to you under your Contract of Employment; |
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The resulting tax benefit from deferred bonus awards, stock options, LTIP and the new
Long-Term Incentive Plan (subject to shareholder approval) will accrue to you rather than
to the Company. |
2. Discretionary Items
Bonus
Bonus payments are discretionary. The on-target bonus level for 2005 is 100% of base pay. As for
all Executive Directors, the level of any bonus payable for each year is based on REMCOs
recommendation, which amongst other things, is based on an assessment of the Groups performance
against the Group Scorecard. There is currently no individual performance component in the bonus
payable to each Executive Director.
Annual bonuses awarded are normally paid in April following the end of the performance year to
which they relate.
Share Based Plans
As of 20 July 2005, you will be eligible to be considered for awards under two plans, the Long-Term
Incentive Plan and the Deferred Bonus plan, subject to shareholder approval of these plans at the
AGMs of Royal Dutch and ST&T in June 2005. If approved by shareholders, these plans will replace
the current Long-Term Incentive Plan and the Stock Option plan.
These plans will be operated at the discretion of RDS and may be amended, varied or withdrawn at
any time. Participation in these plans and awards granted will be discretionary and subject to the
relevant plan rules. Awards, if any, are usually granted in March.
Revised Long-Term Incentive Plan (subject to shareholder approval)
The Long-Term Incentive Plan provides for the conditional award of shares in RDS. The level of any
award will be determined annually.
Shares will be released after three years in accordance with the rules of the Plan, subject to
satisfaction of a performance target over a three year performance period.
Under the plan submitted to Shareholders for approval in June, 2005, the number of shares received
will amongst other things depend on the performance of the Royal Dutch Shell Group as measured by
Total Shareholder Return (TSR), against BP, ChevronTexaco, ExxonMobil and Total as follows:
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up to 200% of an award may be released if the Group is in first place; |
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up to 150% of an award may be released if the Group is in second place; |
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up to 80% of an award may be released if the Group is in third place; and |
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no shares may be released if the Group is in fourth or fifth place. |
REMCO will additionally assure itself that the underlying performance of the Group over the
performance period is satisfactory before recommending the proportion of an award that may be
released. In reaching these recommendations, it will consider the Group Scorecard results,
excluding TSR, over the performance period, as the Scorecard measures the Groups financial
performance and operational excellence. REMCO may also exercise its discretion in recommending
vesting levels if TSR results are tightly clustered.
Further information and details about the Plan can be found in the plan rules.
Revised Deferred Bonus Plan (subject to shareholder approval)
Under the revised Deferred Bonus Plan, you may be invited to defer up to one half of any gross
bonus awarded into Royal Dutch Shell plc shares (deferred bonus shares).
You would
then be awarded one matching share for every four deferred bonus shares. Up to three further performance-based matching shares may be awarded, depending on the
Total Shareholder Return (TSR) of the Group against BP, ChevronTexaco, ExxonMobil and Total as
follows:
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TSR ranked 1st: three performance-based matching shares; |
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TSR ranked 2nd: two performance-based matching shares; |
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TSR ranked 3rd: one performance-based matching share; |
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TSR ranked 4th or 5th: no performance-based matching shares. |
Subject to the rules of the revised Deferred Bonus Plan (which will include requirements around
continued service) deferred bonus shares and matching shares are released three years after
deferral, along with dividend shares equivalent to the value of the dividends on the vested
shares.
The next opportunity for you to elect to defer your bonus is in respect of your 2006 performance
bonus. We will send you further details later this year.
From the 2006 performance year, 25% of your bonus will be compulsorily deferred under the terms of
this plan.
For further information about the Plan, please refer to the Plan rules.
Awards and elections under share based plans in force before 20 July 2005
You will be informed separately of your continuing awards and entitlements, if any, under the
(versions of the) Deferred Bonus Plan, Stock Option Plan and the Long Term Incentive Plan in force
before 20 July 2005.
3. Benefits
Employee Share Purchase Plans
As an Executive Director of Royal Dutch Shell plc, you are not currently eligible to participate in
the Global Employee Share Purchase Plan or any other share plan that has not been approved by
shareholders.
Vacation
You are entitled to 30 working days of holiday leave per year. Your employing company may designate
up to two bridging days (collective days off) per year.
Pension
Your pension arrangements follow the same principles as for other employees. You are a member of
the Stichting Shell Pensioenfonds. As such, your rights and obligations in relation to your pension
(including those relating to payment of contribution) will be governed by the applicable
regulations of the Shell Pension Fund (Stichting Shell Pensioenfonds) as amended from time to time.
Additional Discretionary Benefits
The following additional discretionary benefits are also currently available to you:
Company provided limousine and chauffeur
A dedicated vehicle and driver will be available to you to provide transport for business related
purposes. This will generally cover travel:
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from home to work (and vice versa); |
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to business meetings and representations within the Netherlands; and |
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to and from the Airport. |
The facility is not available for private purposes, such as holidays. It is not available for use
by your family unless they are accompanying you on official company business or to attend a
function in an official Shell capacity or another business reason.
Company Car
You are entitled to a company lease car or car allowance. Further information about the company car
can be found in the Netherlands company car lease scheme, of which a copy will be provided to you
upon request.
Corporate Aircraft
As an A Priority authorized user you may use and schedule short haul, medium range and
intercontinental flights from the Corporate Fleet as you require for business purposes. The same
restrictions for private and family use apply as for the use of the Company provided limousine.
You may also be called upon to authorize flights initiated by B and C Priority users and others.
Ebury Street Flat
You are entitled to the use of an Ebury Street flat when you are visiting London for business
purposes. Your spouse and family may also use the flat when you use it on business visits. The flat
is not available for non-business related visits.
Representation Allowance
You will receive a monthly representation allowance of 625 ( 7,500 per annum). The allowance,
which is tax-free, is intended to cover:
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i) |
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Costs relating to home entertainment, business receptions, gifts and flowers to
employees and third parties; |
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ii) |
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Membership fees (both professional bodies and clubs); |
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iii) |
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Professional literature; and |
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iv) |
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The use of private telephone, PC and other equipment for business purposes. |
Items i), ii) and iii) should therefore not be claimed as business expenses unless your expenditure
exceeds 450 per item. Business expenses under item iv) can be claimed if they exceed 135 per
month. Memberships and related costs of industry clubs where this is a requirement for Shell
representation are for company account.
Typical expenses covered by an expense claim and additional to the Representation allowance
include: accommodation, travel (flights), meals, business phone calls and transportation (taxis).
It is worth noting that the expense claims procedure in the Netherlands requires you to submit
regular claims for actual expenses incurred in the pursuit of your duties. The current process is
manual and claims are submitted to and authorized by the Senior Financial Officer in The Hague,
currently Bart van der Steenstraten (SI-FH).
The tax authorities may require proof of actual expenses to substantiate the tax-free nature of the
Allowance.
Home Security
An audit of the security arrangements is provided in respect of your home. This audit covers such
items as: perimeter protection, lighting, physical protection of the building, intrusion detection
and alarm response systems. Only necessary costs for security as detailed in the audit, that are
not cosmetic home improvements, are for company account.
Petrol Discount
As per current policies, you are entitled to a petrol discount with a maximum of 475 per annum.
Other Benefits
Other discretionary items like health care, savings schemes, insurances are provided in accordance
with the policies and practices for Netherlands staff, which may be changed from time to time.
17 June 2005
exv4w11
Exhibit 4.11
COMPANY LETTERHEAD
[ ] February 2007
Dear [ ]
Role as Non-executive Director
Further to the letters dated 13 May 2005 and 31 March 2006 describing your role as a Non-executive
Director of Royal Dutch Shell plc, I am writing to amend certain clauses set out therein, including
your term of appointment as a Director of the Company and the currency of the fees in which you are
paid. This letter replaces in their entirety the aforementioned letters dated 13 May 2005 and 31
March 2006.
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Your term as a Non-executive Director will be until the close of business at
the Annual General Meeting in 2009. |
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(B) |
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Your appointment is subject to: |
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The requirements of the Combined Code in respect of performance
evaluation; |
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Your re-election at any Annual General Meeting at which, pursuant to the
Articles, you are required to retire; |
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The provisions of the Articles and any amendment duly made
thereof; and |
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Not less than three months notice of termination in writing. |
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You will exercise such powers and perform such duties as are appropriate to your
role as a non-executive director of the Company and in accordance with the relevant provisions
of the Companies Act 2006, as and when any such provisions become effective, and continue to
serve as a member of at least one of the Committees established by the Board. The Company
Secretary is available to provide you with full details of the Companys Corporate Governance
arrangements and details of the procedures if you should think it necessary to take
independent professional advice at the Companys expense. |
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You will continue to comply with the Shell General Business Principles and the
Shell Code of Conduct and all other reasonable directions from, and all regulations of,
the Company including, without limitation, regulations with respect to confidentiality,
dealings in shares and notifications required to be made by a director to the Company or
any regulatory body under the Companies Acts, the Articles or any other regulations of
the Company. You will also continue to observe the terms and conditions of The City
Code on Take-Overs and Mergers and Financial Service Authority and Stock Exchange
regulations. |
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You will advise the Chairman immediately if you become aware of any conflict
between your own interests and those of the Company. |
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It is expected that the time commitment necessary to fulfil your duties as a
Non-executive Director will be approximately 30 days a year on average. This includes
attendance at the Annual General Meeting, approximately eight meetings of the Board per year
(including the annual off site Board meeting and travel to that off site Board meeting),
meetings of any Committees of the Board on which you may be invited to serve as a member and
appropriate preparation time ahead of all meetings. Further time commitment may be required
if you are invited to serve as chairman to a Committee of the Board. These meetings may be
held in The Hague or elsewhere. Additional site visits, educational briefings and contact
with executive directors and staff may involve further time commitment of up to 5 days per
year. Travelling time (except for the annual off site Board meeting) is not included. On
occasion, more time may be needed to deal with particular issues. By accepting this
appointment, you have confirmed that you are able to allocate sufficient time to meet the
expectations of your role. |
3. |
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Remuneration |
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With effect from 1 January 2007, you will be paid directors fees quarterly in arrears at the
rate of 105,000 per annum or such higher amount as the Company may from time to time
determine and notify to you in writing. In addition you will be entitled to an additional fee
of 5,557 per meeting if you undertake intercontinental travel to attend that meeting. This
additional fee is not payable for the annual off site Board meeting. |
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|
With effect from 1 January 2007, the following additional fee(s) are payable per annum to any
director who is appointed as: |
|
|
|
|
|
Senior Independent Director/deputy chairman |
|
|
45,000 |
|
Audit Committee chairman |
|
|
37,500 |
|
Remuneration Committee chairman |
|
|
30,000 |
|
Social Responsibility Committee chairman |
|
|
30,000 |
|
Nomination and Succession Committee chairman |
|
|
22,500 |
|
|
|
|
|
|
Audit Committee membership |
|
|
22,500 |
|
Remuneration Committee membership |
|
|
17,250 |
|
Social Responsibility Committee membership |
|
|
17,250 |
|
Nomination and Succession Committee membership |
|
|
12,000 |
|
|
|
Pursuant to Dutch law provision Article 9 of the 1965 Wage Tax Implementation Decree, if and
in so far as you may receive a tax free reimbursement of extraterritorial costs, your fee
shall be reduced by 30% and, in and so far as such provision is applied, you shall receive a
reimbursement for extraterritorial costs equal to 30% of the fee. |
|
4. |
|
Expenses |
|
|
|
Subject to the Articles, the Company will reimburse you for all reasonable travelling,
hotel and incidental expenses which you may incur in performing your duties. |
|
5. |
|
Confidential Information |
|
(A) |
|
You will not, either during the term of your appointment as a director or
thereafter: |
|
(i) |
|
use to the detriment or prejudice of the Group or divulge or communicate to
any person any trade secret or any other confidential information concerning the business or
affairs of the Group (except to employees or directors of the Group whose province it is to
know the same) which may have come to your knowledge during the term of your appointment; or |
|
|
(ii) |
|
use for your own purpose or for any purposes other than those of
the Group any information or knowledge of a confidential nature which you may
from time to time acquire in relation to any member of the Group. This
restriction shall cease to apply to any information or knowledge which may come
into the public domain (except through your default). |
|
(B) |
|
During the term of your appointment as a director, you will not be or become a
director or employee or agent of any enterprise, or have or acquire any material financial
interest in any enterprise, which competes or is likely to compete or has a significant
business relationship with any member of the Group without the prior consent of the Chairman
in writing (such consent not to be unreasonably withheld or delayed). |
6. |
|
Return of Papers |
|
|
|
You will promptly whenever requested by the Company and in any event upon your ceasing to be
a director of the Company either (i) deliver up to the Company |
|
|
all correspondence and all other documents, papers and records which may have been prepared
by you or have come into your possession as a director of the Company or (ii) certify to the
Company in writing that such correspondence, documents, papers and records have been
destroyed. You will not retain copies in paper or electronic form. Title and copyright
therein shall vest in the Company. |
|
7. |
|
Termination of Appointment |
|
|
|
Your appointment will terminate on the earliest of:- |
|
(i) |
|
the date of expiry of the period specified in clause 1(A); |
|
|
(ii) |
|
the date of expiry of the period specified in Clause 1(B); |
|
|
(iii) |
|
your ceasing to be a director for any reason pursuant to the Articles or any
applicable law. |
|
|
Your signature on the duplicate copy of this letter constitutes your irrevocable resignation
as a director of the Company with effect from either:- |
|
(a) |
|
the date of expiry of the period specified in clause 1(A); or |
|
|
(b) |
|
the date of the expiry of the period specified in clause 1(B). |
|
|
If the Company agrees with you in writing that you will serve as a director until a later
date than the date referred to in (a), your resignation will be effective from that later
date or any extension to it agreed in writing. |
|
8. |
|
Directors and Officers Insurance |
|
|
|
The Company has taken out insurance cover for directors and officers liabilities and
agreed to indemnify you in accordance with the terms and conditions described in a Deed on
Indemnity dated 18 May 2005. Full details of such cover are available from the Company
Secretary. |
|
9. |
|
Arbitration |
|
9.1 |
|
All disputes between the Company and you shall be resolved exclusively according to the
arbitration and exclusive jurisdiction provisions set out in articles 152, 153 and 154 of the
Articles and articles 152, 153 and 154 shall accordingly be incorporated, mutatis mutandis,
into the terms of this letter of appointment. |
|
9.2 |
|
In respect of any disputes between a shareholder and you (whether in your capacity as
director of the Company or a subsidiary undertaking of the Company), the Company shall, upon
your request, take all reasonable steps to enforce the shareholders submission to arbitration
or to the exclusive jurisdiction of the courts of England and Wales as provided in article 154
(C). |
9.3 |
|
A copy of articles 152, 153 and 154 of the Articles in the form in which they exist as at the
date of this letter of appointment is attached as Annex 1. |
|
9.4 |
|
References to dispute in this clause shall have the same meaning as set out in article 154
of the Articles. |
|
9.5 |
|
All cross-references to the Articles in this clause will be updated and amended without
further action of either party in the event the Articles themselves are renumbered. |
|
10. |
|
Definitions |
|
|
|
Any reference in this letter to:- |
|
|
|
the Articles
|
|
means the Articles of Association from
time to time of the Company; |
the Board
|
|
means the board of Directors from time
to time of the Company; |
the Company
|
|
means Royal Dutch Shell plc; |
the Companies Acts
|
|
means every statute from time to
time in force concerning companies insofar as it applies to the Company; and |
the Group
|
|
means the Company and any other company
directly or indirectly controlled by the
Company. |
Please sign and return the duplicate copy of this letter by way of acceptance of its terms.
Yours sincerely,
Jorma Ollila
Chairman
|
|
|
I accept the terms of appointment as set out above. |
|
|
|
|
|
|
|
|
(Signature) |
|
|
|
|
|
|
|
|
(Date) |
|
|
ANNEX 1
The following is an extract from the Articles, as at the date of this letter of appointment:
152. |
|
Arbitration |
|
|
|
Unless article 153 applies: |
|
(i) |
|
between a shareholder in that shareholders capacity as
such and the company and/or its directors arising out of or in connection
with these articles or otherwise; and/or |
|
|
(ii) |
|
to the fullest extent permitted by law, between the company
and any of its directors in their capacities as such or as employees of the
company, including all claims made by or on behalf of the company against its
directors; and/or |
|
|
(iii) |
|
between a shareholder in that shareholders capacity as such and
the companys professional service providers; and/or |
|
|
(iv) |
|
between the company and the companys professional service
providers arising in connection with any claim within the scope of
article 152(A)(iii), |
|
|
|
shall be exclusively and finally resolved under the Rules of Arbitration of the
International Chamber of Commerce (ICC) (the ICC Rules), as amended from time
to time. |
|
(B) |
|
The tribunal shall consist of three arbitrators to be appointed in accordance
with the ICC Rules. |
|
|
(C) |
|
The chairman of the tribunal must have at least 20 years experience as a
solicitor or barrister qualified to practise in England and Wales and each other
arbitrator must have at least 20 years experience as a qualified lawyer. |
|
|
(D) |
|
The seat and also the geographical location of the arbitration shall be The
Hague, The Netherlands. |
|
|
(E) |
|
The language of the arbitration shall be English. |
|
|
(F) |
|
These articles constitute a contract between the company and its shareholders
and between the companys shareholders inter se. This article 152 (as supplemented
from time to time by any agreement to a similar effect between the company and its
directors or professional service providers) also contains or evidences an express
submission to arbitration by each shareholder, the company, its directors and
professional service providers and such submissions shall be treated as a written
arbitration |
|
|
|
agreement under the Netherlands Arbitration Act, the Arbitration Act 1996 of
England and Wales and Article II of the United Nations Convention on the
Recognition and Enforcement of Foreign Arbitral Awards (1958). |
|
|
(G) |
|
Each person to whom this article 152 applies hereby waives, to the fullest
extent permitted by law: (i) any right under the laws of any jurisdiction to apply to
any court of law or other judicial authority to determine any preliminary point of
law, and/or (ii) any right it may otherwise have under the laws of any jurisdiction to
appeal or otherwise challenge the award, ruling or decision of the tribunal. |
153. |
|
Exclusive Jurisdiction |
|
(A) |
|
This article 153 shall apply to a dispute (which would otherwise be subject
to article 152) in any jurisdiction if a court in that jurisdiction determines that
article 152 is invalid or unenforceable in relation to that dispute in that
jurisdiction. |
|
|
(B) |
|
For the purposes of article 153(A), court shall mean any court of competent
jurisdiction or other competent authority including for the avoidance of doubt, a
court or authority in any jurisdiction which is not a signatory to the New York
Convention. |
|
|
(C) |
|
Any proceeding, suit or action: |
|
(i) |
|
between a shareholder in that shareholders capacity as
such and the company and/or its directors arising out of or in connection
with these articles or otherwise; and/or |
|
|
(ii) |
|
to the fullest extent permitted by law, between the company
and any of its directors in their capacities as such or as employees of the
company, including all claims made by or on behalf of the company against its
directors; and/or |
|
|
(iii) |
|
between a shareholder in that shareholders capacity as
such and the companys professional service providers; and/or |
|
|
(iv) |
|
between the company and the companys professional service
providers arising in connection with any claim within the scope of article
153(C)(iii), |
|
|
|
may only be brought in the courts of England and Wales. |
|
|
(D) |
|
Damages alone may not be an adequate remedy for any breach of this article
153, so that in the event of a breach or anticipated breach, the remedies of
injunction and/or an order for specific performance would in appropriate circumstances
be available. |
154 |
|
General Dispute Resolution Provisions |
|
(A) |
|
For the purposes of articles 152 and 153, a dispute shall mean any dispute,
controversy or claim, other than any dispute, controversy or claim relating to any
failure or alleged failure by the company to pay all or part of a dividend which has
been declared and which has fallen due for payment. |
|
|
(B) |
|
The governing law of these articles, including the submissions to arbitration
and written arbitration agreement contained in or evidenced by article 152, shall be
the substantive law of England. |
|
|
(C) |
|
The company shall be entitled to enforce articles 152 and 153 for its own
benefit, and that of its directors, subsidiary undertakings and professional service
providers. |
|
|
(D) |
|
References in articles 152 and 153 to: |
|
(i) |
|
company shall be read so as to include each and any of
the companys subsidiary undertakings from time to time; and |
|
|
(ii) |
|
director shall be read so as to include each and any
director of the company from time to time in its capacity as such or as
employee of the company and shall include any former director of the company;
and |
|
|
(iii) |
|
professional service providers shall be read so as to include the
companys auditors, legal counsel, bankers, ADR depositaries and any other
similar professional service providers in their capacity as such from time to time but only if
and to the extent such person has agreed with the company in writing to be bound by article
152 and/or 153 (or has otherwise agreed to submit disputes to arbitration and/or exclusive
jurisdiction in a materially similar way). |
exv7w1
EXHIBITS
EXHIBIT
7.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Calculation of Ratio of Earnings to Fixed Charges (US GAAP) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings |
|
|
2006 |
|
|
|
2005 |
|
|
|
2004 |
|
|
|
2003 |
|
|
|
2002 |
|
Pre-tax income from continuing operations before adjustments for minority interest
and income from equity investees |
|
|
37,026 |
|
|
|
36,074 |
|
|
|
26,445 |
|
|
|
18,742 |
|
|
|
15,239 |
|
Total fixed charges |
|
|
1,880 |
|
|
|
1,639 |
|
|
|
1,841 |
|
|
|
1,424 |
|
|
|
1,568 |
|
Distributed income from equity investees |
|
|
5,488 |
|
|
|
6,709 |
|
|
|
3,472 |
|
|
|
2,192 |
|
|
|
1,571 |
|
Less: interest capitalised |
|
|
564 |
|
|
|
427 |
|
|
|
207 |
|
|
|
44 |
|
|
|
43 |
|
Less: preference security dividend requirements of consolidated subsidiaries |
|
|
|
|
|
|
7 |
|
|
|
9 |
|
|
|
5 |
|
|
|
8 |
|
|
Total earnings |
|
|
43,830 |
|
|
|
43,988 |
|
|
|
31,542 |
|
|
|
22,309 |
|
|
|
18,327 |
|
|
Interest expensed and capitalised |
|
|
1,335 |
|
|
|
1,175 |
|
|
|
1,423 |
|
|
|
828 |
|
|
|
883 |
|
Interest within rental expense |
|
|
545 |
|
|
|
457 |
|
|
|
409 |
|
|
|
591 |
|
|
|
677 |
|
Less: preference security dividend requirements of consolidated subsidiaries |
|
|
|
|
|
|
7 |
|
|
|
9 |
|
|
|
5 |
|
|
|
8 |
|
|
Total fixed charges |
|
|
1,880 |
|
|
|
1,639 |
|
|
|
1,841 |
|
|
|
1,424 |
|
|
|
1,568 |
|
|
Ratio earnings/fixed charges |
|
|
23.31 |
|
|
|
26.84 |
|
|
|
17.13 |
|
|
|
15.67 |
|
|
|
11.69 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Calculation of Ratio of Earnings to Fixed Charges (IFRS) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings |
|
|
2006 |
|
|
|
2005 |
|
|
|
2004 |
|
|
|
|
|
|
|
|
|
Pre-tax income from continuing operations before income from equity investees |
|
|
37,957 |
|
|
|
37,444 |
|
|
|
26,644 |
|
|
|
|
|
|
|
|
|
Total fixed charges |
|
|
2,258 |
|
|
|
1,958 |
|
|
|
1,685 |
|
|
|
|
|
|
|
|
|
Distributed income from equity investees |
|
|
5,488 |
|
|
|
6,709 |
|
|
|
4,190 |
|
|
|
|
|
|
|
|
|
Less: interest capitalised |
|
|
564 |
|
|
|
427 |
|
|
|
207 |
|
|
|
|
|
|
|
|
|
Less: preference security dividend requirements of consolidated subsidiaries |
|
|
|
|
|
|
7 |
|
|
|
9 |
|
|
|
|
|
|
|
|
|
|
Total earnings |
|
|
45,139 |
|
|
|
45,677 |
|
|
|
32,303 |
|
|
|
|
|
|
|
|
|
|
Interest expensed and capitalised |
|
|
1,713 |
|
|
|
1,494 |
|
|
|
1,267 |
|
|
|
|
|
|
|
|
|
Interest within rental expense |
|
|
545 |
|
|
|
457 |
|
|
|
409 |
|
|
|
|
|
|
|
|
|
Less: preference security dividend requirements of consolidated subsidiaries |
|
|
|
|
|
|
7 |
|
|
|
9 |
|
|
|
|
|
|
|
|
|
|
Total fixed charges |
|
|
2,258 |
|
|
|
1,958 |
|
|
|
1,685 |
|
|
|
|
|
|
|
|
|
|
Ratio earnings/fixed charges |
|
|
19.99 |
|
|
|
23.33 |
|
|
|
19.17 |
|
|
|
|
|
|
|
|
|
|
Royal Dutch Shell plc E1
exv8
EXHIBITS
EXHIBIT 8
Significant Group companies
Significant Group companies at December 31, 2006 and the Group percentage of share capital (to the
nearest whole number) are set out below. All of these subsidiaries have been included in the
Consolidated Financial Statements of the Group on pages 105 to 155. Those held directly by the
Company are marked with an asterisk(*). A complete list of investments in subsidiary and associated
companies and jointly controlled entities will be attached to the Companys annual return made to
the Registrar of Companies.
|
|
|
|
|
|
|
|
|
|
|
Subsidiary undertaking |
|
|
% |
|
|
Country of incorporation |
|
Principal activities |
|
Class of shares held |
Shell Compania Argentina de Petroleo S.A.
|
|
|
100 |
|
|
Argentina
|
|
Exploration & Production
|
|
Nominative |
Shell Development (Australia) Pty Ltd
|
|
|
100 |
|
|
Australia
|
|
Exploration & Production,
|
|
Ordinary |
|
|
|
|
|
|
|
|
Gas & Power |
|
|
Shell Energy Holdings Australia Ltd
|
|
|
100 |
|
|
Australia
|
|
Exploration & Production
|
|
Ordinary, Redeemable |
|
|
|
|
|
|
|
|
|
|
Preference |
Shell Oman Trading Ltd
|
|
|
100 |
|
|
Bermuda
|
|
Exploration & Production
|
|
Common |
Tacoma Company Ltd
|
|
|
100 |
|
|
Bermuda
|
|
Exploration & Production
|
|
Ordinary |
Sakhalin Energy Investment Company Ltd
|
|
|
55 |
|
|
Bermuda
|
|
Exploration & Production, |
|
|
|
|
|
|
|
|
|
|
Gas & Power
|
|
Ordinary, Preference |
Shell Brasil Ltda
|
|
|
100 |
|
|
Brazil
|
|
Exploration & Production
|
|
Quotas |
Shell Canada Ltd
|
|
|
78 |
|
|
Canada
|
|
Exploration & Production
|
|
Common, Preference |
Sure Northern Energy Ltd
|
|
|
100 |
|
|
Canada
|
|
Exploration & Production
|
|
Common, Preference |
Shell Gabon
|
|
|
75 |
|
|
Gabon
|
|
Exploration & Production
|
|
Ordinary |
Shell Algeria Reggane GmbH
|
|
|
100 |
|
|
Germany
|
|
Exploration & Production
|
|
Ordinary |
Shell Algeria Zerafa GmbH
|
|
|
100 |
|
|
Germany
|
|
Exploration & Production
|
|
Ordinary |
Shell Deepwater Exploration Morocco GmbH
|
|
|
100 |
|
|
Germany
|
|
Exploration & Production
|
|
Ordinary |
Shell Erdgas Beteiligungsgesellschaft mbH
|
|
|
100 |
|
|
Germany
|
|
Exploration & Production
|
|
Ordinary |
Shell Exploration et Production du Maroc GmbH
|
|
|
100 |
|
|
Germany
|
|
Exploration & Production
|
|
Ordinary |
Shell Verwaltungsgesellschaft fur |
|
|
|
|
|
|
|
|
|
|
Erdgasbeteiligungen mbH
|
|
|
100 |
|
|
Germany
|
|
Exploration & Production
|
|
Ordinary |
Shell E&P Ireland Ltd
|
|
|
100 |
|
|
Ireland
|
|
Exploration & Production
|
|
Ordinary |
Shell Italia E&P S.p.A.
|
|
|
100 |
|
|
Italy
|
|
Exploration & Production
|
|
Ordinary |
Shell Nigeria Exploration and Production Company Ltd
|
|
|
100 |
|
|
Nigeria
|
|
Exploration & Production
|
|
Ordinary |
Shell Nigeria Exploration Properties Alpha Ltd
|
|
|
100 |
|
|
Nigeria
|
|
Exploration & Production
|
|
Ordinary |
Shell Nigeria Exploration Properties Beta Ltd
|
|
|
100 |
|
|
Nigeria
|
|
Exploration & Production
|
|
Ordinary |
Shell Nigeria Offshore Prospecting Ltd
|
|
|
100 |
|
|
Nigeria
|
|
Exploration & Production
|
|
Ordinary |
Shell Nigeria Ultra Deep Ltd
|
|
|
100 |
|
|
Nigeria
|
|
Exploration & Production
|
|
Ordinary |
Shell Nigeria Upstream Ventures Ltd
|
|
|
100 |
|
|
Nigeria
|
|
Exploration & Production
|
|
Ordinary |
The Shell Petroleum Development Company of Nigeria
Ltd
|
|
|
100 |
|
|
Nigeria
|
|
Exploration & Production
|
|
Ordinary |
A/S Norske Shell
|
|
|
100 |
|
|
Norway
|
|
Exploration & Production
|
|
Ordinary |
Enterprise Oil Norge AS
|
|
|
100 |
|
|
Norway
|
|
Exploration & Production
|
|
Ordinary |
Shell Abu Dhabi B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Exploration & Production
|
|
Common |
Shell Egypt Deepwater N.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Exploration & Production
|
|
Ordinary |
Shell Egypt N.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Exploration & Production
|
|
Ordinary, Redeemable |
Shell EP Middle East Holdings B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Exploration & Production
|
|
Ordinary |
Shell EP Somalia B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Exploration & Production
|
|
Ordinary |
Shell International Exploration and Production B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Exploration & Production
|
|
Ordinary |
Shell Kazakhstan Development B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Exploration & Production
|
|
Redeemable, |
|
|
|
|
|
|
|
|
|
|
Non-Redeemable |
Shell Olie OG Gasudvinding Danmark B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Exploration & Production
|
|
Ordinary |
Shell Philippines Exploration B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Exploration & Production
|
|
Redeemable, |
|
|
|
|
|
|
|
|
|
|
Non-Redeemable |
Shell Sakhalin Holdings B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Exploration & Production
|
|
Common |
Shell Salym Development B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Exploration & Production
|
|
Redeemable, |
|
|
|
|
|
|
|
|
|
|
Non-Redeemable |
Syria Shell Petroleum Development B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Exploration & Production
|
|
Redeemable, |
|
|
|
|
|
|
|
|
|
|
Non-Redeemable |
Enterprise Oil Ltd
|
|
|
100 |
|
|
UK
|
|
Exploration & Production
|
|
Ordinary, Preference |
Enterprise Oil Middle East Ltd
|
|
|
100 |
|
|
UK
|
|
Exploration & Production
|
|
Ordinary |
Enterprise Oil U.K. Ltd
|
|
|
100 |
|
|
UK
|
|
Exploration & Production
|
|
Ordinary |
Private Oil Holdings Oman Ltd
|
|
|
85 |
|
|
UK
|
|
Exploration & Production
|
|
Ordinary |
Saxon Oil Miller Ltd
|
|
|
100 |
|
|
UK
|
|
Exploration & Production
|
|
Ordinary |
Shell EP Offshore Ventures Ltd
|
|
|
100 |
|
|
UK
|
|
Exploration & Production
|
|
Ordinary |
Shell UK North Atlantic Ltd
|
|
|
100 |
|
|
UK
|
|
Exploration & Production
|
|
Ordinary, Preference |
E2 Royal Dutch Shell plc
EXHIBITS
|
|
|
|
|
|
|
|
|
|
|
Subsidiary undertaking |
|
|
% |
|
|
Country of incorporation |
|
Principal activities |
|
Class of shares held |
Shell U.K. Ltd
|
|
|
100 |
|
|
UK
|
|
Exploration & Production, |
|
|
|
|
|
|
|
|
|
|
Chemicals, Oil Products
|
|
Ordinary |
Pecten Cameroon Company LLC
|
|
|
80 |
|
|
USA
|
|
Exploration & Production
|
|
Ordinary |
Pecten Victoria Inc
|
|
|
100 |
|
|
USA
|
|
Exploration & Production
|
|
Common |
Shell Exploration & Production Company
|
|
|
100 |
|
|
USA
|
|
Exploration & Production
|
|
Common |
Shell Frontier Oil & Gas Inc
|
|
|
100 |
|
|
USA
|
|
Exploration & Production
|
|
Common |
Shell International Pipelines Inc
|
|
|
100 |
|
|
USA
|
|
Exploration & Production
|
|
Ordinary |
Shell Oil Company
|
|
|
100 |
|
|
USA
|
|
Exploration & Production
|
|
Common |
SWEPI LP
|
|
|
100 |
|
|
USA
|
|
Exploration & Production
|
|
Equity |
Shell Venezuela S.A.
|
|
|
100 |
|
|
Venezuela
|
|
Exploration & Production
|
|
Ordinary |
Qatar Shell GTL Ltd
|
|
|
100 |
|
|
Bermuda
|
|
Gas & Power
|
|
Ordinary |
Shell Bermuda (Overseas) Ltd
|
|
|
100 |
|
|
Bermuda
|
|
Gas & Power
|
|
Ordinary |
Coral Cibola Canada Inc
|
|
|
100 |
|
|
Canada
|
|
Gas & Power
|
|
Common |
Coral Energy Canada Inc
|
|
|
100 |
|
|
Canada
|
|
Gas & Power
|
|
Common, Preference |
Shell Energy Deutschland GmbH
|
|
|
100 |
|
|
Germany
|
|
Gas & Power
|
|
Equity |
Shell Ferngasbeteiligungsgesellschaft mbH
|
|
|
100 |
|
|
Germany
|
|
Gas & Power
|
|
Ordinary |
Hazira Gas Private Ltd
|
|
|
74 |
|
|
India
|
|
Gas & Power
|
|
Equity |
Hazira LNG Private Ltd
|
|
|
74 |
|
|
India
|
|
Gas & Power
|
|
Equity |
Hazira Port Private Ltd
|
|
|
74 |
|
|
India
|
|
Gas & Power
|
|
Equity |
Shell MDS (Malaysia) Sendirian Berhad
|
|
|
72 |
|
|
Malaysia
|
|
Gas & Power
|
|
Ordinary,
Redeemable, |
|
|
|
|
|
|
|
|
|
|
Preference |
Shell Nigeria Gas (SNG) Ltd
|
|
|
100 |
|
|
Nigeria
|
|
Gas & Power
|
|
Ordinary |
Shell Tankers Singapore (Private) Ltd
|
|
|
100 |
|
|
Singapore
|
|
Gas & Power
|
|
Ordinary |
Shell Energy Europe B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Gas & Power
|
|
Ordinary |
Shell Gas & Power International B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Gas & Power
|
|
Ordinary |
Shell
Gas B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Gas & Power
|
|
Common |
Shell Western LNG B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Gas & Power
|
|
Ordinary |
Shell Tankers (U.K.) Ltd
|
|
|
100 |
|
|
UK
|
|
Gas & Power
|
|
Ordinary |
Coral Energy Holding, L.P.
|
|
|
100 |
|
|
USA
|
|
Gas & Power
|
|
Partnership Capital |
Coral Energy Resources, L.P.
|
|
|
100 |
|
|
USA
|
|
Gas & Power
|
|
Partnership Capital |
Coral Power, L.L.C.
|
|
|
100 |
|
|
USA
|
|
Gas & Power
|
|
Equity |
Shell US Gas & Power LLC
|
|
|
100 |
|
|
USA
|
|
Gas & Power
|
|
Equity |
Shell Australia Limited
|
|
|
100 |
|
|
Australia
|
|
Oil Products
|
|
Ordinary |
Shell Refining (Australia) Proprietary Limited
|
|
|
100 |
|
|
Australia
|
|
Oil Products
|
|
Ordinary |
The Shell Company of Australia Ltd
|
|
|
100 |
|
|
Australia
|
|
Oil Products
|
|
Ordinary |
Shell Western Supply & Trading Ltd
|
|
|
100 |
|
|
Barbados
|
|
Oil Products
|
|
Ordinary |
Shell EP International Ltd
|
|
|
100 |
|
|
Bermuda
|
|
Oil Products
|
|
Ordinary |
Shell International Trading Middle East Ltd
|
|
|
100 |
|
|
Bermuda
|
|
Oil Products
|
|
Ordinary |
Shell Tongyi (Beijing) Petroleum Chemical Co. Ltd
|
|
|
75 |
|
|
China
|
|
Oil Products
|
|
Ordinary |
Shell Tongyi (Xianyang) Petroleum Chemical Co. Ltd
|
|
|
75 |
|
|
China
|
|
Oil Products
|
|
Ordinary |
Europe Service Restauration S.A.
|
|
|
100 |
|
|
France
|
|
Oil Products
|
|
Ordinary |
J.P. Industrie SAS
|
|
|
100 |
|
|
France
|
|
Oil Products
|
|
Ordinary |
STE d Exploitation de Stations-Service d Autoroutes
|
|
|
100 |
|
|
France
|
|
Oil Products
|
|
Ordinary |
STE des Petroles Shell S.A.S.
|
|
|
100 |
|
|
France
|
|
Oil Products
|
|
Ordinary |
Deutsche Shell Holding Gmbh
|
|
|
100 |
|
|
Germany
|
|
Oil Products
|
|
Ordinary |
Shell Direct GmbH
|
|
|
100 |
|
|
Germany
|
|
Oil Products
|
|
Ordinary |
Shell Direct Services GmbH
|
|
|
100 |
|
|
Germany
|
|
Oil Products
|
|
Ordinary |
Shell Italia S.P.A.
|
|
|
100 |
|
|
Italy
|
|
Oil Products
|
|
Ordinary |
Sarawak Shell Berhad
|
|
|
100 |
|
|
Malaysia
|
|
Oil Products
|
|
Ordinary |
Shell Malaysia Trading Sendirian Berhad
|
|
|
100 |
|
|
Malaysia
|
|
Oil Products
|
|
Ordinary |
Pilipinas Shell Petroleum Corporation
|
|
|
67 |
|
|
Philippines
|
|
Oil Products
|
|
Common |
Shell Eastern Petroleum (PTE) Ltd
|
|
|
100 |
|
|
Singapore
|
|
Oil Products
|
|
Ordinary, Redeemable |
|
|
|
|
|
|
|
|
|
|
Preference |
Shell Eastern Trading (Pte) Ltd
|
|
|
100 |
|
|
Singapore
|
|
Oil Products
|
|
Ordinary, Redeemable |
|
|
|
|
|
|
|
|
|
|
Preference |
Shell South Africa Marketing (Pty) Ltd
|
|
|
75 |
|
|
South Africa
|
|
Oil Products
|
|
Ordinary |
AB Svenska Shell
|
|
|
100 |
|
|
Sweden
|
|
Oil Products
|
|
Ordinary |
Shell Raffinaderi A.B.
|
|
|
100 |
|
|
Sweden
|
|
Oil Products
|
|
Ordinary |
Oliecentrale Nederland B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Oil Products
|
|
Ordinary |
Shell Global Solutions International B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Oil Products
|
|
Ordinary |
Shell Nederland Raffinaderij B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Oil Products
|
|
Ordinary |
Royal Dutch Shell plc E3
EXHIBITS
|
|
|
|
|
|
|
|
|
|
|
Subsidiary undertaking |
|
|
% |
|
|
Country of incorporation |
|
Principal activities |
|
Class of shares held |
Tankstation Exploitatie Maatschappij Holding B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Oil Products
|
|
Ordinary, Preference |
Shell Nederland B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Oil Products
|
|
Ordinary |
Shell Energy Trading Ltd
|
|
|
100 |
|
|
UK
|
|
Oil Products
|
|
Ordinary |
Shell Holdings (U.K.) Limited
|
|
|
100 |
|
|
UK
|
|
Oil Products
|
|
Ordinary |
Shell Trading International Ltd
|
|
|
100 |
|
|
UK
|
|
Oil Products
|
|
Ordinary |
The Shell Company of the Sudan Ltd
|
|
|
100 |
|
|
UK
|
|
Oil Products
|
|
Ordinary |
Equilon Enterprises LLC
|
|
|
100 |
|
|
USA
|
|
Oil Products
|
|
Equity |
Jiffy Lube International, Inc
|
|
|
100 |
|
|
USA
|
|
Oil Products
|
|
Common |
Pennzoil-Quaker State Company
|
|
|
100 |
|
|
USA
|
|
Oil Products
|
|
Common |
Shell Pipeline Company LP
|
|
|
100 |
|
|
USA
|
|
Oil Products
|
|
Equity |
Shell Trading (US) Company
|
|
|
100 |
|
|
USA
|
|
Oil Products
|
|
Common |
SOPC Holdings East LLC
|
|
|
100 |
|
|
USA
|
|
Oil Products
|
|
Equity |
SOPC Holdings West LLC
|
|
|
100 |
|
|
USA
|
|
Oil Products
|
|
Common |
TMR Company
|
|
|
100 |
|
|
USA
|
|
Oil Products
|
|
Ordinary |
Shell Trading (M.E.) Private Ltd
|
|
|
100 |
|
|
Bermuda
|
|
Chemicals
|
|
Ordinary, Redeemable |
|
|
|
|
|
|
|
|
|
|
Preference |
Shell Chemicals Americas Inc
|
|
|
100 |
|
|
Canada
|
|
Chemicals
|
|
Common |
Shell Chemicals Canada Ltd
|
|
|
100 |
|
|
Canada
|
|
Chemicals
|
|
Common, Preference |
Shell Petrochimie Mediterannee
|
|
|
100 |
|
|
France
|
|
Chemicals, Oil Products
|
|
Ordinary |
Shell Deutschland Oil GmbH
|
|
|
100 |
|
|
Germany
|
|
Chemicals
|
|
Ordinary |
Shell Chemical Yabucoa Inc
|
|
|
100 |
|
|
Puerto Rico
|
|
Chemicals
|
|
Common |
Ethylene Glycols (Singapore) Pte Ltd
|
|
|
70 |
|
|
Singapore
|
|
Chemicals
|
|
Ordinary |
Shell Chemicals Seraya Pte Ltd
|
|
|
100 |
|
|
Singapore
|
|
Chemicals
|
|
Ordinary |
Shell Chemicals Europe B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Chemicals
|
|
Ordinary |
Shell Nederland Chemie B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Chemicals
|
|
Ordinary, Redeemable |
Shell Chemicals U.K. Ltd
|
|
|
100 |
|
|
UK
|
|
Chemicals
|
|
Ordinary |
Shell U.K. Oil Products Ltd
|
|
|
100 |
|
|
UK
|
|
Chemicals
|
|
Ordinary |
SCOGI Louisiana Holdings LLC
|
|
|
100 |
|
|
USA
|
|
Chemicals
|
|
Equity |
Shell Chemical Capital Company
|
|
|
100 |
|
|
USA
|
|
Chemicals
|
|
Common |
Shell Chemical LP
|
|
|
100 |
|
|
USA
|
|
Chemicals
|
|
Partnership Capital |
Shell Chemicals Arabia LLC
|
|
|
100 |
|
|
USA
|
|
Chemicals
|
|
Ordinary |
International Energy Bank Ltd
|
|
|
100 |
|
|
Barbados
|
|
Treasury
|
|
Ordinary |
Solen Insurance Ltd
|
|
|
100 |
|
|
Bermuda
|
|
Insurance
|
|
Ordinary |
Shell Holdings (Bermuda) Limited
|
|
|
100 |
|
|
Bermuda
|
|
Treasury
|
|
Ordinary |
Shell Overseas Holdings (Oman) Limited
|
|
|
100 |
|
|
Bermuda
|
|
Treasury
|
|
Ordinary |
Shell Shared Service Centre Hellas A.E.
|
|
|
100 |
|
|
Greece
|
|
Service
|
|
Ordinary |
Shell Finance Luxembourg SARL
|
|
|
100 |
|
|
Luxembourg
|
|
Treasury
|
|
Ordinary |
Shell Treasury Luxembourg SARL
|
|
|
100 |
|
|
Luxembourg
|
|
Treasury
|
|
Ordinary |
Shell Shared Service Centre Kuala Lumpur SDN BHD
|
|
|
100 |
|
|
Malaysia
|
|
Service
|
|
Ordinary, Preference |
Shell Shared Services (Asia) B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Service
|
|
Ordinary |
Shell Polska SP. ZO.O. Oddzial W Zabierzowie
|
|
|
100 |
|
|
Poland
|
|
Service
|
|
Ordinary |
Shell Treasury Centre East (Pte) Ltd
|
|
|
100 |
|
|
Singapore
|
|
Treasury
|
|
Ordinary |
Solen Versicherungen AG
|
|
|
100 |
|
|
Switzerland
|
|
Insurance
|
|
Registered, Voting |
Shell Finance Switzerland AG
|
|
|
100 |
|
|
Switzerland
|
|
Treasury
|
|
Ordinary |
Shell Petroleum N.V. *
|
|
|
100 |
|
|
the Netherlands
|
|
Holding Company
|
|
Ordinary |
Shell International B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Service
|
|
Ordinary |
Shell Finance (Netherlands) B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Treasury
|
|
Ordinary |
Shell International Finance B.V.*
|
|
|
100 |
|
|
the Netherlands
|
|
Treasury
|
|
Ordinary |
Shell Treasury Netherlands B.V.
|
|
|
100 |
|
|
the Netherlands
|
|
Treasury
|
|
Common |
Shell Overseas Holdings Ltd
|
|
|
100 |
|
|
UK
|
|
Holding Company
|
|
Ordinary |
The Shell Petroleum Company Ltd
|
|
|
100 |
|
|
UK
|
|
Holding Company
|
|
Ordinary |
The Shell Transport and Trading Company Ltd
|
|
|
100 |
|
|
UK
|
|
Holding Company
|
|
Ordinary, Preference |
Shell Energy Investments Limited
|
|
|
100 |
|
|
UK
|
|
Service
|
|
Ordinary, Redeemable |
Shell International Ltd
|
|
|
100 |
|
|
UK
|
|
Service
|
|
Ordinary |
Shell Shared Service Centre Glasgow Ltd
|
|
|
100 |
|
|
UK
|
|
Service
|
|
Ordinary |
Shell Finance (U.K.) Plc
|
|
|
100 |
|
|
UK
|
|
Treasury
|
|
Ordinary |
Shell Treasury Centre Ltd
|
|
|
100 |
|
|
UK
|
|
Treasury
|
|
Ordinary |
Shell Treasury Dollar Company Ltd
|
|
|
100 |
|
|
UK
|
|
Treasury
|
|
Ordinary, Redeemable |
Shell Treasury Euro Company Ltd
|
|
|
100 |
|
|
UK
|
|
Treasury
|
|
Ordinary, Redeemable |
Shell Treasury U.K. Limited
|
|
|
100 |
|
|
UK
|
|
Treasury
|
|
Ordinary |
Shell Petroleum Inc
|
|
|
100 |
|
|
USA
|
|
Holding Company
|
|
Ordinary |
Shell Treasury Center (West) Inc
|
|
|
100 |
|
|
USA
|
|
Treasury
|
|
Common |
E4 Royal Dutch Shell plc
exv12w1
EXHIBITS
EXHIBIT 12.1
I, Jeroen van der Veer, certify that:
1. |
|
I have reviewed this Annual Report on Form 20-F of Royal Dutch Shell plc; |
|
2. |
|
Based on my knowledge, this report does not contain any untrue statement of a
material fact or omit to state a material fact necessary to make the statements made, in
light of the circumstances under which such statements were made, not misleading with
respect to the period covered by this report; |
|
3. |
|
Based on my knowledge, the financial statements, and other financial information
included in this report, fairly present in all material respects the financial condition,
results of operations and cash flows of the company as of, and for, the periods presented
in this report; |
|
4. |
|
The companys other certifying officer and I are responsible for establishing and
maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e)
and 15d-15(e)) for the company and have: |
|
|
|
Designed such disclosure controls and procedures, or caused such
disclosure controls and procedures to be designed under our supervision, to ensure
that material information relating to the company, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly
during the period in which this report is being prepared; |
|
|
|
|
Designed such internal control over financial reporting, or caused such
internal control over financial reporting to be designed under our supervision, to
provide reasonable assurance regarding the reliability of financial reporting and
the preparation of financial statements for external purposes in accordance with
generally accepted accounting principles; |
|
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Evaluated the effectiveness of the companys disclosure controls and
procedures and presented in this report our conclusions about the effectiveness of
the disclosure controls and procedures, as of the end of the period covered by
this report based on such evaluation; and |
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Disclosed in this report any change in the companys internal control over
financial reporting that occurred during the period covered by the annual report
that has materially affected, or is reasonably likely to materially affect, the
companys internal control over financial reporting; |
5. |
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The companys other certifying officer and I have disclosed, based on our most
recent evaluation of internal control over financial reporting, to the companys auditors
and the audit committee of the companys board of directors (or persons performing the
equivalent functions): |
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All significant deficiencies and material weaknesses in the design or
operation of internal control over financial reporting which are reasonably likely
to adversely affect the companys ability to record, process, summarise and report
financial information; and |
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Any fraud, whether or not material, that involves management or other
employees who have a significant role in the companys internal control over
financial reporting. |
/s/ Jeroen van der Veer
Jeroen van der Veer
Chief Executive
March 7, 2007
Royal Dutch Shell plc E5
exv12w2
EXHIBITS
EXHIBIT 12.2
I, Peter Voser, certify that:
1. |
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I have reviewed this Annual Report on Form 20-F of Royal Dutch Shell plc; |
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2. |
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Based on my knowledge, this report does not contain any untrue statement of a material fact
or omit to state a material fact necessary to make the statements made, in light of the
circumstances under which such statements were made, not misleading with respect to the period
covered by this report; |
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3. |
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Based on my knowledge, the financial statements, and other financial information included in
this report, fairly present in all material respects the financial condition, results of
operations and cash flows of the company as of, and for, the periods presented in this report; |
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4. |
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The companys other certifying officer and I are responsible for establishing and maintaining
disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e))
for the company and have: |
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Designed such disclosure controls and procedures, or caused such disclosure controls and
procedures to be designed under our supervision, to ensure that material information
relating to the company, including its consolidated subsidiaries, is made known to us by
others within those entities, particularly during the period in which this report is being
prepared; |
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Designed such internal control over financial reporting, or caused such internal control
over financial reporting to be designed under our supervision, to provide reasonable
assurance regarding the reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally accepted accounting
principles; |
|
|
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Evaluated the effectiveness of the companys disclosure controls and procedures and
presented in this report our conclusions about the effectiveness of the disclosure controls
and procedures, as of the end of the period covered by this report based on such evaluation;
and |
|
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|
|
Disclosed in this report any change in the companys internal control over financial
reporting that occurred during the period covered by the annual report that has materially
affected, or is reasonably likely to materially affect, the companys internal control over
financial reporting; |
5. |
|
The companys other certifying officer and I have disclosed, based on our most recent
evaluation of internal control over financial reporting, to the companys auditors and the
audit committee of the companys Board of Directors (or persons performing the equivalent
functions): |
|
|
|
All significant deficiencies and material weaknesses in the design or operation of
internal control over financial reporting which are reasonably likely to adversely affect
the companys ability to record, process, summarise and report financial information; and |
|
|
|
|
Any fraud, whether or not material, that involves management or other employees who have
a significant role in the companys internal control over financial reporting. |
/s/ Peter Voser
Peter Voser
Chief Financial Officer
March 7, 2007
E6 Royal Dutch Shell plc
exv13w1
EXHIBITS
EXHIBIT 13.1
In connection with the Annual Report on Form 20-F of Royal Dutch Shell plc (the Company)
2006, a corporation organised under the laws of England and Wales for the period ending December
31, 2006 as filed with the Securities and Exchange Commission on the date hereof (the Report),
each of the undersigned officers of the Company certify pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, to such officers knowledge,
that:
1.) |
|
the Report fully complies, in all material respects, with the requirements of
Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and |
|
2.) |
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the information contained in the Report fairly presents, in all material
respects, the financial condition and results of operations of the Company as of, and for,
the periods presented in the Report. |
The foregoing certification is provided solely for purposes of complying with the provisions of
Section 906 of the Sarbanes-Oxley Act of 2002 and is not intended to be used or relied upon for any
other purpose.
/s/ Jeroen van der Veer
Jeroen van der Veer
Chief Executive
/s/ Peter Voser
Peter Voser
Chief Financial Officer
March 7, 2007
Royal Dutch Shell plc E7
exv99w1
EXHIBITS
EXHIBIT 99.1
Consent of Registered Independent Public Accounting Firm
We hereby consent to the incorporation by reference in the Registration Statements on Form F-3
(333-126726, 333-126726-01) and the Registration Statement on Form S-8 (333-126715) of Royal Dutch
Shell plc of our report dated March 7, 2007 relating to the Consolidated Financial Statements and
managements assessment of the effectiveness of internal control over financial reporting and the
effectiveness of internal control over financial reporting, which are incorporated in this Annual
Report on Form 20-F.
/s/ PricewaterhouseCoopers LLP
PricewaterhouseCoopers LLP
London UK
March 7, 2007
E8 Royal Dutch Shell plc
exv99w2
EXHIBITS
EXHIBIT 99.2
Consent of Registered Independent Accounting Firm
We hereby consent to the incorporation by reference in the Registration Statements on Form F-3
(333-126726, 333-126726-01) and the Registration Statement on Form S-8 (333-126715) of the Royal
Dutch Shell Group Dividend Access Trust of our report dated March 7, 2007 relating to the Royal
Dutch Shell Group Dividend Access Trust Financial Statements, and the Trustees and managements
assessments of the effectiveness of internal control over financial reporting and the effectiveness
of internal control over financial reporting, which are included in this Annual Report on Form
20-F.
/s/ PricewaterhouseCoopers LLP
PricewaterhouseCoopers LLP
London UK
March 7, 2007
Royal Dutch Shell plc E9