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Former Chief Executive Officer, Peter Voser: remuneration disclosure
The information required to be made available pursuant to section 430 (2B) of the Companies Act 2006 (to the extent it has been finally determined) is set out below. This information will be updated in the 2013 Directors’ Remuneration Report (DRR), to reflect further determinations which will be made in accordance with the existing directors’ remuneration policy.
1. Payment for loss of office
No payment for loss of office is made or will be made to Peter Voser.
2. Remuneration Payments
(i) 2013 Annual Bonus: An annual bonus in relation to performance year 2013 will be determined at the end of January. This information will be updated in the 2013 Directors’ Remuneration Report.
(ii) Long Term Incentives:
- Outstanding LTIP awards will not vest early and will be pro-rated for service, in line with the company’s pro-rating policy.
- Mr Voser has elected to defer 50% of his 2013 annual bonus, for which a Deferred Bonus Plan (DBP) award will be made in early 2014. Outstanding DBP awards will not vest early and are not pro-rated.
- Outstanding share options awarded in 2004 can be exercised in accordance with their terms until they expire on 4 November 2014.
Reporting: The value of 2011 LTIP and DBP awards which will vest in March 2014 will be reported in the 2013 Directors’ Remuneration Report (DRR). The value of awards which vest in future years will be disclosed in the relevant year’s Directors’ Remuneration Reports.
(iii) Pension: Accrued pension benefits for 2013 will be reported in the 2013 Director’s Remuneration Report.
(iv) Benefits: Standard company provisions apply in respect of relocation support: moving household goods, temporary accommodation and transportation.
3. Shell group employment 1 January 2014 to 31 March 2014
(i) Base salary: There will be no change to his base salary in respect of 2014.
(ii) 2014 Annual Bonus: The annual bonus in respect of 2014 will be determined by REMCO, pro-rated for service and settled upon end of employment.
(iii) Long Term Incentives: No 2014 LTIP award will be made.
(iv) Pension: Whilst employed in 2014, he will continue to participate in the company’s pension arrangements as normal.
(v) Benefits: Whilst employed in 2014, relevant normal benefits are continued.
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The companies in which Royal Dutch Shell plc directly and indirectly owns investments are separate entities. In this announcement "Shell", "Shell Group" and "Royal Dutch Shell" are sometimes used for convenience where references are made to Royal Dutch Shell plc and its subsidiaries in general. Likewise, the words "we", "us" and "our" are also used to refer to subsidiaries 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. "Subsidiaries", "Shell subsidiaries" and "Shell companies" as used in this announcement refer to companies in which 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 Shell has significant influence but not control are referred to as "associated companies" or "associates" and companies in which Shell has joint control are referred to as "jointly controlled entities". In this announcement, associates and jointly controlled entities are also referred to as "equity-accounted investments". The term "Shell interest" is used for convenience to indicate the direct and/or indirect (for example, through our 23 per cent shareholding in Woodside Petroleum Ltd.) ownership interest held by Shell in a venture, partnership or company, after exclusion of all third-party interest.
This announcement contains forward looking statements concerning the financial condition, results of operations and businesses of Shell and the Shell Group. All statements other than statements of historical fact are, or may be deemed to be, forward-looking statements. Forward-looking statements are statements of future expectations that are based on management's current expectations and assumptions and involve known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those expressed or implied in these statements. Forward-looking statements include, among other things, statements concerning the potential exposure of Shell and the Shell Group to market risks and statements expressing management’s expectations, beliefs, estimates, forecasts, projections and assumptions. These forward looking statements are identified by their use of terms and phrases such as "anticipate", "believe", "could", "estimate", "expect", "goals", "intend", "may", "objectives", "outlook", "plan", "probably", "project", "risks", "seek", "should", "target", "will" and similar terms and phrases. There are a number of factors that could affect the future operations of Shell and the Shell Group and could cause those results to differ materially from those expressed in the forward looking statements included in this announcement, including (without limitation): (a) price fluctuations in crude oil and natural gas; (b) changes in demand for Shell's products; (c) currency fluctuations; (d) drilling and production results; (e) reserves estimates; (f) loss of market share and industry competition; (g) environmental and physical risks; (h) risks associated with the identification of suitable potential acquisition properties and targets, and successful negotiation and completion of such transactions; (i) the risk of doing business in developing countries and countries subject to international sanctions; (j) legislative, fiscal and regulatory developments including regulatory measures addressing climate change; (k) economic and financial market conditions in various countries and regions; (l) political risks, including the risks of expropriation and renegotiation of the terms of contracts with governmental entities, delays or advancements in the approval of projects and delays in the reimbursement for shared costs; and (m) changes in trading conditions. All forward looking statements contained in this announcement are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. Readers should not place undue reliance on forward looking statements. Additional factors that may affect future results are contained in Shell's 20-F for the year ended 31 December 2012 (available at www.shell.com/investor and www.sec.gov ). These factors also should be considered by the reader. Each forward looking statement speaks only as of the date of this announcement, 2 January 2014. Neither Shell nor any of its subsidiaries nor the Shell Group undertake any obligation to publicly update or revise any forward looking statement as a result of new information, future events or other information. In light of these risks, results could differ materially from those stated, implied or inferred from the forward looking statements contained in this announcement.