Shareholder FAQ

Registered shareholders or shareholders in the Shell Nominee Service can visit the Equiniti website at: www.shareview.co.uk

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Shell plc has simplified the way dividends and other distributions are paid, by only making payments directly into a nominated bank account. This is known as Direct Payment. Equiniti Financial Services Limited, as provider of the Shell plc Nominee Service, has aligned its practices and also no longer makes Shell payments, or re-issues Shell payments by cheque.

Please contact Equiniti to provide your bank account details. Unclaimed payments will then be released on the next payment run.

Please contact Equiniti to provide your bank account details and the funds will be transferred to you electronically.

In March 2020, Shell plc (“Shell”) simplified the way its dividends and other distributions are paid, by only making payments (and the re-issuing of payments) directly into a nominated bank account. Equiniti Financial Services Limited, as provider of the Shell Nominee Service, aligned its practices and also no longer makes Shell payments, or re-issues Shell payments by cheque transferred to you electronically on the next payment run.

Dividends are usually paid quarterly in March, June, September and December.

Please visit our financial calendar for further information.

Dividend Reinvestment Programmes (“DRIP”) are available from:

• Equiniti Financial Services Limited (“EFSL”), for those holding shares (a) directly on the register as certificate holder or as CREST Member and (b) via the Nominee Service;
• ABN-AMRO NV (“ABN”) for Financial Intermediaries holding ordinary shares via Euroclear Nederland;
• JP Morgan Chase Bank NA (“JPM”) for holders of American Depository Shares; and
• Other DRIPs may also be available from the intermediary through which investors hold their shares

DRIP Offerors, EFSL, ABN, JPM and other intermediaries, provide their DRIP fully on their account and thus not on behalf of Shell plc. Therefore, interested parties should contact DRIP Offerors directly. The contact details of EFSL, ABN or JPM are available at:www.shell.com/drip.

To be eligible for DRIP, investors must make applicable arrangements prior to the cut-off applied by the respective DRIP Offeror.

Shell plc (the “Company”) operated a Scrip Dividend Programme (the “Programme”) from the first quarter interim dividend for 2015, however the Company announced on November 28, 2017 the cancellation of the Programme with effect from the fourth quarter 2017 interim dividend. The cancellation meant that the fourth quarter 2017 interim dividend and future dividends will be settled entirely in cash, rather than the Company offering a share-based alternative.

Yes, please visit our buying or selling Shell Shares section for further details.

This could be because you have more than one account shown on Shell's share register. If you would like to amalgamate your accounts to ensure this does not happen in the future, please contact Equiniti.

Please contact Equiniti who will be able to arrange a replacement certificate for you. You will need to complete an indemnity which covers Shell for any loss arising from a dispute over ownership of the shares and there may be a charge for this.

If you are a member of the Shell Nominee Service your shares are not held in certificated form.

Please visit our financial calendar for further information.

Please visit our financial calendar for further information.

ADS stands for an American Depositary Share. ADSs are listed on the NYSE under the symbol SHEL. Each ADS represents two ordinary shares. ADS ownership is evidenced by American Depositary Receipts or ADRs.

An ADR is a negotiable U.S. certificate representing ownership of the ADSs in a non-U.S. corporation. ADSs are quoted and traded in U.S. dollars in the U.S. securities market. Also, the dividends are paid to investor in U.S. dollars. ADSs were specifically designed to facilitate the purchase, holding and sale of non-U.S. securities by U.S. investors, and to provide a corporate finance vehicle for non-U.S. companies. ADSs can be held in book-entry form or as a physical certificate.

An ADR is a negotiable certificate issued by a depositary bank representing a specific number of shares of a non-U.S. company traded on a U.S. stock exchange. An ADS is the share issued under the ADR agreement which is actually traded. In many cases the terms ADR and ADS are used interchangeably.

JPMorgan is the depositary bank. The depositary bank plays a key role in the process of issuance and cancellation of ADSs. It also maintains the ADS holder register and distributes the dividends in U.S. dollars. JPMorgan is a DTC (Depository Trust Company) participant as are brokers and dealers, other banks, trust companies and clearing houses.

For additional general information, please visit JPMorgan’s website at

DR Profile: Shell - Ordinary Shares

Registered holders wishing to access their account with JPMorgan (JPMorgan acts as both ADS depositary bank and registrar):

JPMorgan Chase Bank, N.A.
P.O. Box 64504
St. Paul, MN 55164-0504

Overnight Mail:
JPMorgan Chase Bank, N.A.
1110 Centre Pointe Curve, Suite 101
Mendota Heights, MN 55120-4100

Tel: +1 888-737-2377 (USA only)
Tel: +1 651-453-2128 (International)

Email: jpmorgan.adr@equiniti.com

Website: www.adr.com/shareholder

Yes.

No.

A registered holder is one whose name appears on the books of the depositary. The registered holder is considered the owner of the record. A beneficial holder is one whose holdings are registered in a name other than his or her own, such as the name of a broker, bank or nominee.

For registered owners, ownership is registered by the depositary bank and is evidenced by an account statement, provided by the depositary. Registered owners may request a physical certificate issued by the Depositary Bank and receive dividends, and proxy materials directly from JPMorgan. To have a physical certificate issued, complete, sign and return the tear-off portion of the account statement or contact JPMorgan as indicated above.

Owners of Shell ADSs that are registered in the "nominee name" or "street name" of a bank, broker or other institution that holds such securities for the accounts of others are considered beneficial owners. ADSs held in this form are book-entry securities, where the beneficial owner’s interest is recorded in an account held by the institution rather than by registration with the ADS depositary.

Major benefits of book-entry ownership are the elimination of problems associated with paper certificates such as storage, safety of securities or cost and inconvenience of replacement. Book-entry ADSs eliminate the requirement for physical movement of certificates at the time of sale or transfer of ownership. Investors purchasing ADSs through a broker who wish to become registered owners must specifically direct the broker to register the shares with the ADS depositary. If you choose to have a certificate issued, please contact JPMorgan.

For those holders who are not registered because their shares are held through a nominee account, please contact your nominee for information on your ADS holdings.

Your Shell ADSs represent your ownership of shares in the company and can be held in certificate or book-entry form. The term "Direct Registration Receipts" means American Depositary Shares not evidenced by Receipts that are evidenced by book entry notations recorded on the Direct Registration System and by periodic statements from the Depositary.

If you hold your ADSs in certificate form, these should be kept in a safe-deposit box or secure place. Certificates are negotiable documents and should be signed only in the event of a sale or transfer of ownership. If you hold your ADSs through a nominee account these will be in book-entry form and therefore you will not have an ADS certificate.

The term "Direct Registration Receipts" means American Depositary Shares not evidenced by Receipts that are evidenced by book entry notations recorded on the Direct Registration System and by periodic statements from the Depositary.

If your certificate is lost, stolen, or destroyed, notify JPMorgan's investor hotline +1 888 737 2377. Please ensure you have your account number or Social Security Taxpayer Identification number ready when calling.

Dividends are paid in U.S. dollars, just like dividends on U.S. shares.

You can request the replacement of a lost dividend check by visiting www.adr.com/shareholder

 or by calling JPMorgan as indicated above. Upon authorization from you, a stop payment order will be placed against the original check and a replacement check will be issued to you. Please have your account number or Social Security Number ready when calling.

For the most current Shell ADS dividend information you can call JPMorgan. Please have your account number, exact address, and exact name(s) on the account ready when you call. You can also refer to JPMorgan website at www.adr.com

All or a portion of your cash dividend can be wired directly to your bank account. In order to take advantage of this option your bank or financial institution must be part of Automatic Clearing House (ACH). If you are interested in this option please visit www.adr.com/shareholder

 or call JPMorgan as indicated above.

On 11 July 2023, the UK Digitization Taskforce, led by Sir Douglas Flint, released an interim report making various recommendations on how to elevate the ways in which investors hold the shares of UK listed companies (UK plc’s). Shell plc broadly supports and welcomes the Taskforce’s interim recommendations as it believes that they are in the best interests of Shell, its shareholders as a whole (including those who currently hold share certificates) and the UK market generally.

What is being recommended by the Taskforce?

The key recommendation is that all UK plc shares should be held in “paperless form”. A few different ways of facilitating this were tabled by the Taskforce. The Taskforce’s preference, which is supported by Shell, is that all shares are held via third party intermediaries acting as nominee for, and contracted and paid for (where fees apply) by the investor base.

It should be noted that the vast majority of both Shell and the 350 largest UK plc’s is already held in this way (99.3% and 99% respectively). Zooming in on private individuals holding Shell shares (also called retail investors): 97% of all retail investors, and 89% of UK resident retail investors, hold their shares in such way too. Therefore, this key recommendation simply extends this prevailing model to a very small minority of shareholders that are not already holding their shares in this way.

Why does Shell support the Taskforce’s recommendation to phase out share certificates?

On the surface the handling of share certificates may not appear to be problematic. However, not much has changed to the processes underpinning this medium for more than a century, whereas many other areas of society have moved on, and became more digital.

Share certificates are administered in a superfluous, secondary register overlaying the primary share register, which is digital and kept by the so-called Central Security Depository of the UK. It is the existence of this superfluous, secondary register that induces material inefficiencies and hindrances to UK plc’s and their investor base.

In addition, in the view of many, this superfluous, secondary register is holding up the UK market in levelling up towards other developed markets (including adjacent European markets) that by and large removed share certificates (and the associated secondary register) many years ago. Putting the UK market on equal footing facilitates the compatibility and interoperability with these other markets. Doing this is important, because a large and growing majority of the ownership of UK plc’s (e.g., for FTSE100 63% and for Shell 73%) comes from investors residing outside the UK.

How will the recommendations benefit those holding share certificates?

The number of companies offering services to sell, transfer or buy certificated shareholdings has become far more limited and increasingly more expensive. Those holding share certificates outside the UK may even struggle to find a party to sell their certificated shareholding. Executors of overseas (deceased) estates face very complex administration processes, including the UK Probate process, which increases their costs further. Moving certificated shares into a nominee in the country in which a shareholder resides can reduce both dealing fees and the time it takes to trade shares, and simultaneously simplify the associated administration.

Holding shares electronically allows a shareholder to choose a nominee that suits their requirements. Some nominees will provide services to attend and vote the shares at shareholders’ meetings, re-invest dividends, or buy and sell shares, much like the current benefits of holding a share certificate. Others provide a lighter service of custody only. Some nominees provide these services free of charge, others charge for them. In any case, a nominee enables their clients to consolidate their investment portfolio (e.g., shares or bonds of listed UK and non-UK companies or Exchange Traded Funds) with one single provider.

Interestingly, Shell experiences a materially higher voting participation and attendance at shareholder meetings from retail investors holding through these nominees than from its certificated base. In addition, we see hardly any new investors asking to hold their shares in certificated form. In fact, the number of Shell share certificates is steadily declining, currently at a rate of 5% per year. Demographics dictate that this decline will only increase.

Fully digital share model represents an equitable outcome for all investors

Some, but not all, nominees may levy a base fee to their investor clients. At first glance, this may appear to be a deterioration for certificate holders who may perceive that they hold their certificate “free of charge”. However, this perception ignores the relatively captive nature of these certificate holders when it comes to ancillary services (such as dealing fees, the ability of choosing when to deal, certificate replacement if lost and deceased estate management) resulting in less favourable outcomes.

It also ignores that the residual certificates inflict the cost of administering the superfluous, secondary register, requiring the employment of an agent, the so-called registrar. This cost is carried by the UK plc and thus its shareholder base at large. We must recognise that retail investors as the ultimate beneficiary investor of any holding model will always carry the whole associated cost, regardless of the way in which they hold their shares. This makes it key for companies to minimise any inefficiencies across its beneficiary investor base at large. Removing the superfluous, secondary register would do exactly that.

One must also note that some parties, including the companies that administer share registers for UK plc’s currently benefit from the inefficiencies that this superfluous, secondary register represents, along with the associated ancillary services they sell to the certificated base. Therefore, this group, and some others, have a vested interest in maintaining the status quo. As noted above, we don’t agree with their claims as the proposed fully digital share model represents an equitable outcome across all investors and benefits the UK market generally.