schreef:
4. Rights of the A Shares and the B Shares
The A shares and the B shares will be separate classes of shares but will rank pari passu in all
respects except as set out in these articles.
5. Dividend Access Arrangements relating to the B Shares
(A) Where any amount paid by way of dividend by a subsidiary of the company is received by the
dividend access trustee on behalf of any holder of B shares and paid by the dividend access
trustee to such holder of B shares, the entitlement of such holder of B shares to be paid any
dividend declared pursuant to these articles will be reduced by the corresponding amount that
has been paid by the dividend access trustee to such holder of B shares.
(B) Without altering the continuing effect of paragraph (A), if a dividend is declared pursuant to these
articles and the entitlement of any holder of B shares to be paid its pro rata share of such
dividend is not fully extinguished on the relevant payment date by virtue of a payment made by
the dividend access trustee, the company has a full and unconditional obligation to make
payment in respect of the outstanding part of such dividend entitlement immediately.
(C) Where amounts are paid by the dividend access trustee in one currency and a dividend is
declared by the company in another currency, the amounts so paid by the dividend access
trustee will, for the purposes of the comparison required by paragraphs (A) and (B) above, be
converted into the currency in which the company has declared the dividend at such rate as the
board shall consider appropriate.
(D) For the purposes of paragraphs (A) and (B), the amount that the dividend access trustee has
paid to any holder of B shares in respect of any particular dividend paid by a subsidiary of the
company (a “specified dividend”) will be deemed to include:
(i) any amount that the dividend access trustee may be compelled by law to withhold;
(ii) a pro rata share of any tax that the company paying the specified dividend is obliged to
withhold or to deduct from the same; and
(iii) a pro rata share of any tax that is payable by the dividend access trustee in respect of
the specified dividend.
(E) The arrangements outlined in paragraphs (A) to (D) above are terminable by the board at any
time and upon any such termination occurring, :
(i) the B shares will form one uniform class with the A shares ranking pari passu in all
respects; and
(ii) the A shares and the B shares will thereafter be known as ordinary shares without
further distinction. and any reference to A shares and/or B shares in the company
(including in these articles or on any share certificate) shall, unless the context requires
otherwise, be deemed to be a reference to such ordinary shares in the company.
Notwithstanding any other provision of these articles, no shareholder shall be entitled to
a new or replacement share certificate by virtue solely of the fact that any share
certificate held by that shareholder refers to A shares or B shares.
(F) For the purposes of this article, the dividend access trustee is to be treated as having paid an
amount to a holder of B shares if a cheque, warrant or similar financial instrument in respect of
that amount is properly despatched to that holder of B shares or if a payment is made through
CREST, bank transfer or other electronic means.
5A. Change of name
The company may change its name by resolution of the board
79.Headquarters of the Company
The headquarters of the company shall be in The Netherlands. The meaning of “headquarters”
for the purposes of this article shall be established by the board and can only be amended by
resolution of the board in respect of which two-thirds of the directors present and voting
vote in favour.79. [Not used]