Shell plc (Form: 20-F, Received: 03/10/2022 06:51:54)

EXECUTION VERSION 104296247.1 SECOND AMENDED AND RESTATED DEPOSIT AGREEMENT AMONG SHELL PLC, JPMORGAN CHASE BANK, N.A. , AS DEPOS ITARY, AND HOLDERS AND BENEF IC IAL OWNERS OF AMERICAN DEPOS ITARY RECE IPTS

104296247.1 -i- TABLE OF CONTENTS Page PARTIES ........................................................................................................ 1 RECITALS ...................................................................................................... 1 Section 1. Certain Definitions (a) ADR Register ....................................................................... 2 (b) ADRs; Direct Registration ADRs ................................................. 2 (c) ADS .................................................................................. 2 (d) Articles ............................................................................. 2 (e) Beneficial Owner .................................................................. 3 (f) Custodian ........................................................................... 3 (g) Deliver, execute, issue et al. ................................................... 3 (h) Delivery Order ..................................................................... 3 (i) Deposited Securities .............................................................. 3 (j) Direct Registration System ...................................................... 3 (k) Holder ............................................................................... 4 (l) Securities Act of 1933 ............................................................ 4 (m) Securities Exchange Act of 1934 ................................................ 4 (n) Shares ............................................................................... 4 (o) Transfer Office .................................................................... 4 (p) Withdrawal Order ................................................................. 4 Section 2. Form of ADRs ............................................................................... 4 Section 3. Deposit of Shares........................................................................... 5 Section 4. Issue of ADRs ................................................................................ 6 Section 5. Distributions on Deposited Securities ................................................... 6 Section 6. Withdrawal of Deposited Securities ..................................................... 7 Section 7. Substitution of ADRs ....................................................................... 7 Section 8. Cancellation and Destruction of ADRs; Maintenance of Records ................... 7 Section 9. The Custodian .............................................................................. 8 Section 10. Lists of Holders ............................................................................. 9 Section 11. Depositary's Agents ........................................................................ 9 Section 12. Resignation and Removal of the Depositary; Appointment of Successor Depositary ................................................................................... 9 Section 13. Reports .................................................................................... 10 Section 14. Additional Shares ......................................................................... 10 Section 15. Indemnification .......................................................................... 11 Section 16. Notices ..................................................................................... 13 Section 17. Counterparts .............................................................................. 15 Section 18. No Third-Party Beneficiaries; Holders and Beneficial Owners as Parties; Binding Effect ...................................................................................... 15 Section 19. Severability ............................................................................... 15 Section 20. Governing Law; Consent to Jurisdiction .............................................. 15 Section 21. Agent for Service .......................................................................... 20 Section 22. Waiver of Immunities .................................................................... 21 Section 23. Waiver of Jury Trial ..................................................................... 21 Section 24. Amendment and Restatement of Prior Deposit Agreement ....................... 22 TESTIMONIUM ............................................................................................... 23 SIGNATURES ................................................................................................. 23

104296247.1 -ii- EXHIBIT A Page FORM OF FACE OF ADR ................................................................................. A-1 Introductory Paragraph ......................................................................... A-1 (1) Issuance of ADSs ....................................................................... A-2 (2) Withdrawal of Deposited Securities ................................................ A-3 (3) Transfers, Split-Ups and Combinations of ADRs .................................. A-4 (4) Certain Limitations to Registration, Transfer etc. ............................... A-5 (5) Liability of Holder or Beneficial Owner for Taxes, Duties and Other Charges ... A-6 (6) Disclosure of Interests ................................................................ A-7 (7) Charges of Depositary ................................................................ A-9 (8) Available Information ............................................................... A-12 (9) Execution .............................................................................. A-13 Signature of Depositary ........................................................................ A-13 Address of Depositary's Office ................................................................ A-13 FORM OF REVERSE OF ADR ............................................................................ A-14 (10) Distributions on Deposited Securities ............................................. A-14 (11) Record Dates .......................................................................... A-15 (12) Voting of Deposited Securities ..................................................... A-15 (13) Changes Affecting Deposited Securities .......................................... A-17 (14) Exoneration ........................................................................... A-18 (15) Resignation and Removal of Depositary; the Custodian ....................... A-24 (16) Amendment ........................................................................... A-25 (17) Termination ........................................................................... A-26 (18) Appointment; Acknowledgements and Agreements ............................ A-26 (19) Waiver ................................................................................. A-27 (20) Elective Distributions in Cash or Shares .......................................... A-28

104296247.1 1 SECOND AMENDED AND RESTATED DEPOSIT AGREEMENT, dated as of January 31, 2022 (the "Deposit Agreement"), among SHELL PLC (formerly known as Royal Dutch Shell plc), a public limited company incorporated under the laws of England and Wales, and its successors (the "Company"), JPMORGAN CHASE BANK, N.A., a national banking association organized under the laws of the United States of America, as depositary hereunder (the "Depositary"), and all Holders (as defined below) and Beneficial Owners (as defined below) from time to time of American Depositary Receipts issued hereunder evidencing American Depositary Shares ("ADSs") representing deposited Shares (as defined below). The Company hereby appoints the Depositary as depositary for the Deposited Securities (as defined below) and hereby authorizes and directs the Depositary to act in accordance with the terms set forth in this Deposit Agreement. All capitalized terms used herein have the meanings ascribed to them in Section 1 or elsewhere in this Deposit Agreement. WHEREAS, the Company and the Depositary entered into an Amended and Restated Deposit Agreement, dated as of November 1, 2018, as amended by Amendment No. 1, dated as of April 15, 2021 (as previously amended, the "Prior Deposit Agreement"), for the purposes set forth therein, for the creation of (a) ADSs (the “Class A Share ADSs”) representing the Company’s Class A ordinary shares (the “Class A Shares”) so deposited and for the execution and delivery of ADRs in the form attached as Exhibit A to the Prior Deposit Agreement (the “Class A Receipts”) evidencing the Class A Share ADSs and (b) ADSs (the “Class B Share ADSs”) representing the Company’s Class B ordinary shares (the “Class B Shares”) so deposited and for the execution and delivery of ADRs in the form attached as Exhibit B to the Prior Deposit Agreement (the “Class B Receipts” and, together with the Class A Receipts, the “Pre-assimilation Form of Receipts”) evidencing the Class B Share ADSs; WHEREAS, at a General Meeting of the Company on December 10, 2021, the Company’s shareholders approved a Special Resolution to amend the Company’s Articles of Association to, among other things, enable the Simplification (as that term is defined in the Company’s Shareholder Circular and Notice of General Meeting, dated 15 November 2021) of the Company’s capital structure. Subsequent thereto, on 20 December 2021, the Company’s Board of Directors approved a resolution to proceed with the Simplification, pursuant to which, among other things, the Company’s Class A Shares and Class B Shares are being assimilated into a single line of ordinary shares for listing and trading purposes (the “Assimilation”) on January 29, 2022 (the “Assimilation Effective Date”); WHEREAS, the Assimilation constitutes a “unification” and/or “consolidation” of the Class A Shares and Class B Shares as a result of which the Class B Shares form one uniform class with the Class A Shares ranking pari passu in all respects pursuant to article 5(E) of the Company’s Articles; WHEREAS, as provided in the Prior Deposit Agreement, and in particular

104296247.1 2 Paragraph (13) of each of the Pre-assimilation Form of Receipts, from the Assimilation Effective Date, the uniform class of Shares shall immediately after the Assimilation (without any action on the part of the Company, the Depositary or the Holders) constitute the Share class represented by any and all outstanding ADSs (regardless of whether previously designated Class A Share ADSs or Class B Share ADSs) as a result of the Assimilation; WHEREAS, in connection with the Simplification and pursuant to the terms of the Prior Deposit Agreement, the Company and the Depositary wish to amend and restate the Prior Deposit Agreement and the Pre-assimilation Form of Receipts, effective as of the Assimilation Effective Date, to (a) reflect the Assimilation by eliminating the references in the Prior Deposit Agreement to the prior dual class structure of the Company’s Shares, ADSs and ADRs that will not be applicable to the outstanding ADSs and ADRs as a result of the Assimilation so that immediately following the Assimilation the Class A Share ADSs and Class B Share ADSs shall all be known as ADSs and shall all constitute a uniform class of ADSs without further distinction, and (b) make such other changes and amendments as are provided herein; NOW THEREFORE, in consideration of the premises, subject to Section 24 hereof, the parties hereto hereby amend and restate the Prior Deposit Agreement and the Prior Receipts in their entirety as follows: 1. Certain Definitions. (a) "ADR Register" is defined in paragraph (3) of the form of ADR (Transfers, Split-Ups and Combinations of ADRs). (b) "ADRs" mean the American Depositary Receipts executed and delivered hereunder. ADRs may be either in physical certificated form or Direct Registration ADRs (as hereinafter defined). ADRs in physical certificated form, and the terms and conditions governing the Direct Registration ADRs, shall be substantially in the form of Exhibit A annexed hereto (the "form of ADR"). The term "Direct Registration ADR" means an ADR, the ownership of which is recorded on the Direct Registration System. References to "ADRs" shall include certificated ADRs and Direct Registration ADRs, unless the context otherwise requires. The form of ADR is hereby incorporated herein and made a part hereof; the provisions of the form of ADR shall be binding upon the parties hereto. (c) Subject to paragraph (13) of the form of ADR (Changes Affecting Deposited Securities), each "ADS" evidenced by an ADR represents the right to receive, and to exercise the beneficial ownership interests in, the number of Shares specified in the form of ADR attached hereto as Exhibit A (as amended from time to time) that are on deposit with the Depositary and/or the Custodian and a pro rata share in any other Deposited Securities, subject, in each case, to the terms of this Deposit Agreement and the ADSs. The ADS(s)-to-Share(s) ratio is subject to

104296247.1 3 amendment as provided in the form of ADR (which may give rise to fees contemplated in paragraph (7) thereof (Charges of Depositary)). (d) "Articles" means the memorandum and articles of association from time to time of the Company. All cross-references contained herein to sections of the Articles will automatically be updated and amended without the further action of any party hereto in the event the Articles themselves are renumbered. (e) "Beneficial Owner" means as to any ADS, any person or entity having a beneficial ownership interest in such ADS. A Beneficial Owner need not be the Holder of the ADR evidencing such ADS. If a Beneficial Owner of ADSs is not a Holder, it must rely on the Holder of the ADR(s) evidencing such ADSs in order to assert any rights or receive any benefits under this Deposit Agreement. The arrangements between a Beneficial Owner of ADSs and the Holder of the corresponding ADRs may affect the Beneficial Owner’s ability to exercise any rights it may have. (f) "Custodian" means the agent or agents of the Depositary (singly or collectively, as the context requires) and any additional or substitute Custodian appointed pursuant to Section 9. (g) The terms "deliver," "execute," "issue," "register," "surrender," "transfer" or "cancel," when used with respect to (i) Shares refers, where the context requires, to an entry or entries or an electronic transfer or transfers in an account or accounts maintained by institutions authorized under applicable law to effect transfers of securities (which may include CREST and Euroclear Nederland) and not to the physical transfer of certificates representing the Shares and (ii) Direct Registration ADRs, shall refer to an entry or entries or an electronic transfer or transfers in the Direct Registration System, and, when used with respect to ADRs in physical certificated form, shall refer to the physical delivery, execution, issuance, registration, surrender, transfer or cancellation of certificates representing the ADRs. (h) "Delivery Order" is defined in Section 3. (i) "Deposited Securities" as of any time means all Shares at such time deposited under this Deposit Agreement and any and all other Shares, securities, property and cash at such time held by the Depositary or the Custodian in respect or in lieu of such deposited Shares and other Shares, securities, property and cash. Deposited Securities are not intended to, and shall not, constitute proprietary assets of the Depositary, the Custodian or their nominees. Beneficial ownership in Deposited Securities is intended to be, and shall at all times during the term of the Deposit Agreement continue to be, vested in the Beneficial Owners of the ADSs representing such Deposited Securities. (j) "Direct Registration System" means the system for the uncertificated registration of ownership of securities established by The Depository Trust Company

104296247.1 4 ("DTC") and utilized by the Depositary pursuant to which the Depositary may record the ownership of ADRs without the issuance of a certificate, which ownership shall be evidenced by periodic statements issued by the Depositary to the Holders entitled thereto. For purposes hereof, the Direct Registration System shall include access to the Profile Modification System maintained by DTC, which provides for automated transfer of ownership between DTC and the Depositary. (k) "Holder" means the person or persons in whose name an ADR is registered on the ADR Register. For all purposes under the Deposit Agreement and the ADRs, a Holder shall be deemed to have all requisite authority to act on behalf of any and all Beneficial Owners of the ADSs evidenced by the ADR(s) registered in such Holder's name. (l) "Securities Act of 1933" means the United States Securities Act of 1933, as from time to time amended. (m) "Securities Exchange Act of 1934" means the United States Securities Exchange Act of 1934, as from time to time amended. (n) "Shares" mean the single class of ordinary shares of the Company immediately following the Assimilation as a result of the Assimilation from and after the Assimilation Effective Date, and shall include the rights to receive Shares specified in paragraph (1) of the form of ADR (Issuance of ADSs). Subject to the provisions of the forms of ADRs, including, without limitations paragraphs (13) and (14) thereof, should there occur any change in nominal value, a change in par value, a split-up, consolidation, cancellation or any other reclassification or, upon the occurrence of an event described in paragraph (13)(a) of a form of ADR (Changes Affected Deposited Securities), an exchange or conversion in respect of the Shares of the Company, the term “Shares” shall thereafter also mean the successor securities resulting from such change in nominal value, par value, split-up, consolidation, cancellation or such other reclassification or such exchange or conversion. Shares may be certificated or uncertificated. (o) "Transfer Office" is defined in paragraph (3) of the form of ADR (Transfers, Split-Ups and Combinations of ADRs). (p) "Withdrawal Order" is defined in Section 6. 2. Form of ADRs. (a) Direct Registration ADRs. Notwithstanding anything in this Deposit Agreement or in the form of ADR to the contrary, ADSs shall be evidenced by Direct Registration ADRs, unless certificated ADRs are specifically requested by the Holder. (b) Certificated ADRs. ADRs in certificated form shall be printed or

104296247.1 5 otherwise reproduced at the discretion of the Depositary in accordance with its customary practices in its American depositary receipt business, or at the request of the Company typewritten and photocopied on plain or safety paper, and shall be substantially in the form set forth in the form of ADR, with such changes as may be required by the Depositary or the Company to comply with their obligations hereunder, any applicable law, regulation or usage or to indicate any special limitations or restrictions to which any particular ADRs are subject. ADRs may be issued in denominations of any number of ADSs. ADRs in certificated form shall be executed by the Depositary by the manual, electronic or facsimile signature of a duly authorized officer of the Depositary. ADRs in certificated form bearing the facsimile signature of anyone who was at the time of execution a duly authorized officer of the Depositary shall bind the Depositary, notwithstanding that such officer has ceased to hold such office prior to the delivery of such ADRs. (c) Binding Effect. Holders of ADRs, and the Beneficial Owners of the ADSs evidenced by such ADRs, shall each be bound by the terms and conditions of this Deposit Agreement and of the form of ADR, regardless of whether such ADRs are Direct Registration ADRs or certificated ADRs. 3. Deposit of Shares. (a) Requirements. In connection with the deposit of Shares hereunder, the Depositary or the Custodian may require the following in a form satisfactory to it: (i) a written order directing the Depositary to issue to, or upon the written order of, the person or persons designated in such order a Direct Registration ADR or ADRs evidencing the number of ADSs representing such deposited Shares (a "Delivery Order"); (ii) proper endorsements or duly executed instruments of transfer in respect of such deposited Shares; (iii) instruments assigning to the Depositary, the Custodian or a nominee of either any distribution on or in respect of such deposited Shares or indemnity therefor; and (iv) proxies entitling the Custodian to vote such deposited Shares. (b) Registration of Deposited Securities. As soon as practicable after the Custodian receives Deposited Securities pursuant to any such deposit or pursuant to paragraph (10) (Distributions on Deposited Securities) or (13) (Changes Affecting Deposited Securities) of the form of ADR, the Custodian shall present such Deposited Securities for registration of transfer into the name of the Depositary, the Custodian or a nominee of either, in each case for the benefit of Holders, to the extent such registration is practicable, at the cost and expense of the person making such deposit

104296247.1 6 (or for whose benefit such deposit is made) and shall obtain evidence satisfactory to it of such registration. Deposited Securities shall be held by the Custodian for the account and to the order of the Depositary for the benefit of Holders of ADRs (to the extent not prohibited by law) at such place or places and in such manner as the Depositary shall determine. Notwithstanding anything else contained herein, in the form of ADR and/or in any outstanding ADSs, the Depositary, the Custodian and their respective nominees are intended to be, and shall at all times during the term of the Deposit Agreement be, the record holder(s) only of the Deposited Securities represented by the ADSs for the benefit of the Holders. The Depositary, on its own behalf and on behalf of the Custodian and their respective nominees, disclaims any beneficial ownership interest in the Deposited Securities held on behalf of the Holders. (c) Delivery of Deposited Securities. Deposited Securities may be delivered by the Custodian to any person only under the circumstances expressly contemplated in this Deposit Agreement. To the extent that the provisions of or governing the Shares make delivery of certificates therefor impracticable, Shares may be deposited hereunder by such delivery thereof as the Depositary or the Custodian may reasonably accept, including, without limitation, by causing them to be credited to an account maintained by the Custodian for such purpose with the Company or an accredited intermediary, such as a bank, acting as a registrar for the Shares, together with delivery of the documents, payments and Delivery Order referred to herein to the Custodian or the Depositary. 4. Issue of ADRs. After any such deposit of Shares, the Custodian shall notify the Depositary of such deposit and of the information contained in any related Delivery Order by letter, first class airmail postage prepaid, or, at the request, risk and expense of the person making the deposit, by SWIFT, cable, telex or facsimile transmission. After receiving such notice from the Custodian, the Depositary, subject to this Deposit Agreement, shall properly issue at the Transfer Office, to or upon the order of any person named in such notice, an ADR or ADRs registered as requested and evidencing the aggregate ADSs to which such person is entitled. 5. Distributions on Deposited Securities. To the extent that the Depositary determines in its discretion that any distribution pursuant to paragraph (10) of the form of ADR (Distributions on Deposited Securities) is not practicable with respect to any Holder, the Depositary, after consultation with the Company (to the extent reasonably practicable), may make such distribution as it so deems practicable, including the distribution of foreign currency, securities or property (or appropriate documents evidencing the right to receive foreign currency, securities or property) or the retention thereof as Deposited Securities with respect to such Holder's ADRs (without liability for interest thereon or the investment thereof). 6. Withdrawal of Deposited Securities. In connection with any surrender of an ADR for withdrawal of the Deposited Securities represented by the ADSs evidenced

104296247.1 7 thereby, the Depositary may require proper endorsement in blank of such ADR (or duly executed instruments of transfer thereof in blank) and the Holder's written order directing the Depositary to cause the Deposited Securities represented by the ADSs evidenced by such ADR to be withdrawn and delivered to, or upon the written order of, any person designated in such order (a "Withdrawal Order"). Directions from the Depositary to the Custodian to deliver Deposited Securities shall be given by letter, first class airmail postage prepaid, or, at the request, risk and expense of the Holder, by SWIFT, cable, telex or facsimile transmission. Delivery of Deposited Securities may be made by the delivery of certificates (which, if required by law shall be properly endorsed or accompanied by properly executed instruments of transfer or, if such certificates may be registered, registered in the name of such Holder or as ordered by such Holder in any Withdrawal Order) or by such other means as the Depositary may deem practicable, including, without limitation, by transfer of record ownership thereof to an account designated in the Withdrawal Order maintained either by the Company or an accredited intermediary, such as a bank, acting as a registrar for the Deposited Securities. The Company agrees to cooperate with the Depositary and to take all actions, and to instruct and cause any registrar of the Deposited Securities to take all such actions, as may be reasonably requested by the Depositary, or are otherwise necessary or required, to effectuate the withdrawal and transfer of the Deposited Securities upon any cancellation of ADRs by Holders and/or Beneficial Owners thereof. 7. Substitution of ADRs. The Depositary shall execute and deliver a new Direct Registration ADR in exchange and substitution for any mutilated certificated ADR upon cancellation thereof or in lieu of and in substitution for such destroyed, lost or stolen certificated ADR, unless the Depositary has notice that such ADR has been acquired by a bona fide purchaser, upon the Holder thereof filing with the Depositary a request for such execution and delivery and a sufficient indemnity bond and satisfying any other reasonable requirements imposed by the Depositary. 8. Cancellation and Destruction of ADRs; Maintenance of Records. All ADRs surrendered to the Depositary shall be cancelled by the Depositary. The Depositary is authorized to destroy ADRs in certificated form so cancelled in accordance with its customary practices. The Depositary agrees to maintain or cause its agents to maintain records of all ADRs surrendered and Deposited Securities withdrawn under Section 6 hereof and paragraph (2) of the form of ADR (Withdrawal of Deposited Securities), substitute ADRs delivered under Section 7 hereof, and canceled or destroyed ADRs under this Section 8, in keeping with the procedures ordinarily followed by stock transfer agents located in the United States or as required by the laws or regulations governing the Depositary. 9. The Custodian. (a) Rights of the Depositary. Any Custodian in acting hereunder shall be subject to the directions of the Depositary and shall be responsible solely to it. The

104296247.1 8 Depositary reserves the right to add, replace or remove a Custodian. The Depositary will consult with the Company , if practicable, prior to taking any such action, and will give prompt notice of any such action, which will be advance notice if practicable. The Depositary, after consultation with the Company if practicable, may discharge any Custodian at any time upon notice to the Custodian being discharged. (b) Rights of the Custodian. Any Custodian may resign from its duties hereunder by providing at least 30 days' prior written notice to the Depositary. Promptly after the receipt of such written notice the Depositary will endeavor to appoint a substitute custodian or custodians, if and to the extent the Depositary determines, after consultation with the Company, if practicable, that a new and/or separate Custodian is required, each of which shall be a Custodian hereunder upon the effectiveness of such resignation. Any Custodian ceasing to act hereunder as Custodian shall deliver, upon the instruction of the Depositary, all Deposited Securities held by it to a Custodian continuing to act. (c) Notwithstanding anything to the contrary contained in this Deposit Agreement (including the ADRs) and, subject to the further limitations set forth in clause (o) of paragraph (14) of the form of ADR (Exoneration), the Depositary shall not be responsible for, and shall incur no liability in connection with or arising from, any act or omission to act on the part of the Custodian except to the extent that any Holder has incurred liability directly as a result of the Custodian having (i) committed fraud or willful misconduct in the provision of custodial services to the Depositary or (ii) failed to use reasonable care in the provision of custodial services to the Depositary as determined in accordance with the standards prevailing in the jurisdiction in which the Custodian is located. (d) To the extent the Custodian is JPMorgan Chase Bank, N.A.; or any subsidiary of the Depositary, the Depositary shall be responsible for the acts and omissions to act on the part of the Custodian as if the Depositary were acting as Custodian hereunder. 10. Lists of Holders. The Company shall have the right to inspect transfer records of the Depositary and its agents and the ADR Register, take copies thereof and require the Depositary and its agents to supply copies of such portions of such records as the Company may request. The Depositary or its agents shall furnish to the Company promptly upon the written request of the Company, a list of the names, addresses and holdings of ADSs by all Holders as of a date within five (5) business days of the Depositary's receipt of such request. 11. Depositary's Agents. The Depositary may perform its obligations under this Deposit Agreement through any agent appointed by it, provided that the Depositary shall notify the Company of such appointment and shall remain responsible for the performance of such obligations as if no agent were appointed, subject to paragraph (14) of the form of ADR (Exoneration).

104296247.1 9 12. Resignation and Removal of the Depositary; Appointment of Successor Depositary. (a) Resignation of the Depositary. The Depositary may at any time resign as Depositary hereunder by written notice of its election to do so delivered to the Company, such resignation to take effect upon the appointment of a successor depositary and its acceptance of such appointment as hereinafter provided. (b) Removal of the Depositary. The Depositary may at any time be removed by the Company by providing no less than 60 days' prior written notice of such removal to the Depositary, such removal to take effect on the later of (i) the 60th day after such notice of removal is first provided and (ii) the appointment of a successor depositary and its acceptance of such appointment as hereinafter provided. Notwithstanding the foregoing, if upon the resignation or removal of the Depositary a successor depositary is not appointed within the applicable 60-day period as specified in paragraph (17) of the form of ADR (Termination), then the Depositary may elect to terminate this Deposit Agreement and the ADR and the provisions of said paragraph (17) shall thereafter govern the Depositary's obligations hereunder. (c) Appointment of Successor Depositary. In case at any time the Depositary acting hereunder shall resign or be removed, the Company shall use its commercially reasonable efforts to appoint a successor depositary, which shall be a bank or trust company having an office in the Borough of Manhattan, The City of New York. Every successor depositary shall execute and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder, and thereupon such successor depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor. The predecessor depositary, only upon payment of all sums due to it and on the written request of the Company, shall (i) execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder (other than its rights to indemnification and fees owing, each of which shall survive any such removal and/or resignation), (ii) duly assign, transfer and deliver all right, title and interest to the Deposited Securities to such successor, and (iii) deliver to such successor a list of the Holders of all outstanding ADRs. Any such successor depositary shall promptly mail notice of its appointment to such Holders. Any bank or trust company into or with which the Depositary may be merged or consolidated, or to which the Depositary shall transfer substantially all its American depositary receipt business, shall be the successor of the Depositary without the execution or filing of any document or any further act. 13. Reports. On or before the first date on which the Company gives any notice of any meeting of owners of Shares or of taking any action in respect of any cash or other distributions of any rights available to holders of Deposited Securities or makes any communication that reasonably could require the Depositary to take, or

104296247.1 10 plan to take, action under this Deposit Agreement, by publication or otherwise, the Company shall transmit to the Depositary a copy thereof in English or with an English translation or summary. The Company has delivered to the Depositary, the Custodian and any Transfer Office, a copy of all provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company and, promptly upon any change thereto, the Company shall deliver to the Depositary, the Custodian and any Transfer Office, a copy (in English or with an English translation) of such provisions as so changed. The Depositary and its agents may rely upon the Company's delivery of all such communications, information and provisions for all purposes of this Deposit Agreement and the Depositary shall have no liability for the accuracy or completeness of any thereof. If requested by the Company, the Depositary will arrange for the mailing, at the Company’s expense, of copies of notices, reports and communications provided by the Company for such purpose to all Holders. The Company will timely provide the Depositary with the quantity of such notices, reports, and other communications, as reasonably requested by the Depositary from time to time, as are necessary in order for the Depositary to effect such mailings. 14. Additional Shares. The Company agrees with the Depositary that neither the Company nor any company controlling, controlled by or under common control with the Company shall (a) issue (i) additional Shares, (ii) rights to subscribe for Shares, (iii) securities convertible into or exchangeable for Shares or (iv) rights to subscribe for any such securities or (b) deposit any Shares under this Deposit Agreement, except, in each case, under circumstances complying in all respects with the Securities Act of 1933. If the Company or any affiliate of the Company determines at its sole discretion to issue or distribute (i) additional Shares, (ii) rights to subscribe for Shares, (iii) securities convertible into or exchangeable for Shares or (iv) rights to subscribe for any such securities, the Company shall notify the Depositary and at the reasonable request of the Depositary provided in writing, the Company will furnish the Depositary with (i) a written opinion from U.S. counsel for the Company that is reasonably satisfactory to the Depositary, stating whether or not the issuance or distribution requires, or, if made in the United States, would require, registration under the Securities Act of 1933, and dealing with such other issues reasonably requested by the Depositary and (ii) a written opinion from English counsel for the Company dealing with such issues reasonably requested by the Depositary. If, in the opinion of such U.S. counsel, such issuance or distribution requires, or, if made in the United States, would require, registration under the Securities Act of 1933, that counsel shall furnish to the Depositary a written opinion as to whether or not there is a registration statement under the Securities Act of 1933 in effect that will cover that issuance or distribution. Notwithstanding the preceding two sentences, no such written opinion from U.S. counsel regarding the existence of a registration statement with respect to such issuance or distribution under the Securities Act of 1933 need be furnished to the Depositary in the event that the Company provides proof reasonably satisfactory to the Depositary that a registration statement is in effect as to such issuance or distribution under the Securities Act of 1933 and has remained effective

104296247.1 11 through the date of the relevant transaction. The Depositary will not knowingly accept for deposit hereunder any Shares required to be registered under the Securities Act of 1933 unless a registration statement under the Securities Act of 1933 is in effect as to such Shares and will use reasonable efforts to comply with written instructions of the Company not to accept for deposit hereunder any Shares identified in such instructions at such times and under such circumstances as may reasonably be specified in such instructions in order to facilitate the Company's compliance with the requirements of the securities laws, rules and regulations in the United States. 15. Indemnification. (a) Indemnification by the Company. Subject to the limitations provided for in Section 15(c) below, the Company shall indemnify, defend and save harmless each of the Depositary and its directors, officers, employees, agents and affiliates against any direct loss, liability or expense (including reasonable fees and expenses of counsel) which may arise out of acts performed or omitted, in connection with the provisions of this Deposit Agreement and of the ADRs, as the same may be amended, modified or supplemented from time to time in accordance herewith (i) by either the Depositary or its directors, officers, employees, agents and affiliates, except for any loss, liability or expense directly arising out of the negligence, or willful misconduct of the Depositary or its directors, officers, employees, agents or affiliates acting in their capacities as such hereunder or (ii) by the Company or any of its directors, officers, employees, agents and affiliates. The indemnities set forth in the preceding paragraph shall also apply to any liability or expense which may arise out of any misstatement or alleged misstatement or omission or alleged omission in any registration statement, proxy statement, prospectus (or placement memorandum), or preliminary prospectus (or preliminary placement memorandum) of the Company or an affiliate thereof relating to the offer, issuance, withdrawal or sale of ADSs or the deposit of Shares in connection therewith, except to the extent any such liability or expense arises out of (i) information relating to the Depositary or its agents (other than the Company), as applicable, furnished in writing by the Depositary expressly for use in any of the foregoing documents and not changed or altered by the Company or (ii) if such information is provided, the failure to state a material fact necessary to make the information provided, in light of the circumstances under which made or provided, not misleading. The Company agrees that the indemnification provided in this Section 15(a) shall apply to the Depositary’s implementation of the Direct Registration System and that, to the extent the relevant transfer is performed in connection with and in accordance with the arrangements and procedures related to the Direct Registration System generally in effect, reliance by the Depositary upon information, or compliance with directions, it receives from a DTC participant claiming to act on behalf of a Holder of Direct Registration ADRs to register a transfer of ADSs to DTC or its nominee or to deliver ADSs to the DTC account of that DTC participant, without

104296247.1 12 receipt by the Depositary of prior authorization from the Holder to register such transfer or make such delivery (unless such prior authorization is required by the Profile Modification System), shall not be deemed negligence or willful misconduct by the Depositary within the meaning of this Section 15 (a), unless the Depositary had actual knowledge, or had reason to know (despite the absence of any investigation by it), that such directions were not authorized or were otherwise invalid. (b) Indemnification by the Depositary. Subject to the limitations provided for in Sections 9(c) and 15(c) below, the Depositary shall indemnify, defend and save harmless the Company and its directors, officers, employees, agents and affiliates acting on the Company’s behalf hereunder against any direct loss, liability or expense (including reasonable fees and expenses of counsel) incurred by the Company in respect of this Deposit Agreement to the extent such loss, liability or expense is due to the negligence or willful misconduct of the Depositary or its directors, officers, employees, agents or affiliates acting in their capacities as such hereunder on behalf of the Depositary. (c) Damages or Lost Profits. Notwithstanding any other provision of this Deposit Agreement or the ADRs to the contrary, neither the Company nor the Depositary, nor any of their agents, shall be liable to the other for any indirect, special, punitive or consequential damages (collectively “Special Damages”) except (i) to the extent such Special Damages arise from the gross negligence or willful misconduct of the party from whom indemnification is sought or (ii) to the extent Special Damages arise from or out of a claim brought by a third party (including, without limitation, Holders) against the Depositary or its agents, except to the extent such Special Damages arise out of the gross negligence or willful misconduct of the party seeking indemnification hereunder. (d) Notification. Any person seeking indemnification hereunder (an "indemnified person") shall notify the person from whom it is seeking indemnification (the “indemnifying person”) of the commencement of any indemnifiable action or claim as promptly as reasonably practical after such indemnified person becomes aware of such commencement (provided that the failure to make such notification shall not affect such indemnified person’s rights to indemnification under this Section 15 except and only to the limited extent the indemnifying person is materially prejudiced by such failure through the forfeiture of substantive rights or defenses by such failure; and provided, further, that the failure to notify the indemnifying party shall not relieve the indemnifying party from any liability that it may have to an indemnified party otherwise than under this Section 15). No indemnifying person shall be liable for any settlement of any proceeding effected without its written consent (which consent shall not be unreasonably withheld, conditioned or delayed), but if settled with such indemnifying person’s written consent or if there is a final and non-appealable judgment by a court of competent jurisdiction in any such proceeding, the indemnifying person agrees to indemnify and hold harmless each indemnified person from and against any and all losses, claims, damages, liabilities

104296247.1 13 and reasonable legal and other out-of-pocket expenses by reason of such settlement or judgment. No indemnifying person shall, without the prior written consent of any indemnified person (which consent shall not unreasonably be withheld, conditioned or delayed), effect any settlement of any pending or threatened proceedings in respect of which indemnity could have been sought hereunder by such indemnified person unless such settlement (i) includes an unconditional release of such indemnified person in form and substance reasonably satisfactory to such indemnified person from all liability or claims that are the subject matter of such proceedings and (ii) does not include any statement as to or any admission of fault, culpability, wrong doing or a failure to act by or on behalf of any indemnified person. (e) Survival. The obligations set forth in this Section 15 shall survive the termination of this Deposit Agreement and the succession or substitution of any indemnified person. 16. Notices. (a) Notice to Holders. Notice to any Holder shall be deemed given when first mailed, first class postage prepaid, or otherwise disseminated in a manner consented to by such Holder, to the address (physical or electronic or otherwise, as the case may be) of such Holder on the ADR Register or received by such Holder. Failure to notify a Holder or any defect in the notification to a Holder shall not affect the sufficiency of notification to other Holders or to the Beneficial Owners of the ADSs evidenced by the ADRs held by such other Holders. The Depositary's only notification obligations under this Deposit Agreement and the ADRs shall be to Holders. Notice to a Holder shall be deemed, for all purposes of the Deposit Agreement and the ADRs, to constitute notice to any and all Beneficial Owners of the ADSs evidenced by such Holder’s ADRs. (b) Notice to the Depositary or the Company. Notice to the Depositary or the Company shall be deemed given when first received by it at the address or by electronic transmission to the e-mail address set forth in (i) or (ii), respectively, or at such other address or email address provided by the Depositary or the Company to the other, respectively, in the same manner as notices are required to be provided in this Section 16: (i) JPMorgan Chase Bank, N.A. 383 Madison Avenue, Floor 11 New York, New York, 10179 Attention: Depositary Receipts Group E-mail Address: DR_Global_CSM@jpmorgan.com (ii) Shell plc Shell Centre London, SE1 7NA United Kingdom

104296247.1 14 Attention: Linda M. Coulter, Company Secretary E-mail Address: linda.coulter@shell.com With courtesy copies (which shall not be required for any notice hereunder to be effective) to: Shell plc Shell Centre London, SE1 7NA United Kingdom Attention: Company Secretary Office E-mail Address: anthony.clarke@shell.com and Shell Oil Company 150 North Dairy Ashford Road Houston, TX 77079 United States of America Attn: Investor Relations Email address: ir-usa@shell.com Delivery of a notice by means of electronic messaging shall be deemed to be effective at the time of the initiation of the transmission by the sender (as shown on the sender’s records) to the email address set forth above, notwithstanding that the intended recipient retrieves the message at a later date, fails to retrieve such message, or fails to receive such notice on account of its failure to maintain the designated e-mail address, its failure to designate a substitute e-mail address or for any other reason. 17. Counterparts. This Deposit Agreement may be executed in any number of counterparts, each of which shall be deemed an original and all of which shall constitute one instrument. Counterparts may be delivered via facsimile, electronic mail (including any electronic signature covered by the U.S. federal ESIGN Act of 2000, Uniform Electronic Transactions Act, the Electronic Signatures and Records Act or other applicable law, e.g., www.docusign.com) or other transmission method and any counterpart so delivered shall be deemed to have been duly and validly delivered and be valid and effective for all purposes. 18. No Third-Party Beneficiaries; Holders and Beneficial Owners as Parties; Binding Effect. This Deposit Agreement is for the exclusive benefit of the Company, the Depositary and the Holders and their respective successors hereunder, and, except to the extent specifically set forth in Section 15 of this Deposit Agreement, shall not give any legal or equitable right, remedy or claim whatsoever to any other person. The Holders and Beneficial Owners from time to time shall be parties to this Deposit Agreement and shall be bound by all of the provisions hereof. A Beneficial

104296247.1 15 Owner shall only be able to exercise any right or receive any benefit hereunder solely through the Holder of the ADR(s) evidencing the ADSs owned by such Beneficial Owner. 19. Severability. If any provision contained in this Deposit Agreement or in the ADRs is, or becomes, invalid, illegal or unenforceable in any respect, the remaining provisions contained herein and therein shall in no way be affected thereby. 20. Governing Law; Arbitration of Disputes; Consent to Jurisdiction. (a) The Deposit Agreement, the ADSs and the ADRs shall be governed by and construed in accordance with the internal laws of the State of New York without giving effect to the application of the conflict of law principles thereof, except that the provisions of Section 20(b) below and paragraph 14(r) of the Form of ADR and the provisions incorporated by reference into that Section and paragraph of the Form of ADR shall be governed by the laws of England to the limited extent provided in said Section 20(b) and Paragraph 14(r). (b) The Company, the Depositary and each Holder shall be bound by the arbitration and exclusive jurisdiction provisions set forth in this subsection (b) in connection with any Share Dispute, as that term is defined in this Section 20(b): (i) The term “Share Dispute” is defined as any action, dispute, controversy, claim or cause of action (a) between the Company and Holders and/or owners of interests in ADSs or (b) between and directly involving as named parties each of the Company, the Depositary and one or more Holders and/or owners of interests in ADSs, in each case arising out of, or relating to, this Deposit Agreement, the ADSs or the ADRs or the transactions contemplated hereby or thereby (whether in tort, in contract, under statute, including for the avoidance of doubt, any derivative claim thereunder, or otherwise), including any question regarding existence, validity, interpretation, breach or termination of the Deposit Agreement and any alleged violation of the U.S. federal securities laws. (ii) Any and all Share Disputes shall be finally and exclusively resolved by arbitration under the Rules of Arbitration rules of the International Chamber of Commerce (“ICC”) (the "ICC Rules"), as amended from time to time, which ICC Rules are deemed to be incorporated by reference into this Deposit Agreement. (iii) The arbitral tribunal (the "Tribunal") shall consist of three arbitrators, to be appointed in accordance with the ICC Rules. 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

104296247.1 16 constituted on 12 May 2005), and each other arbitrator must have at least 20 years’ experience as a qualified lawyer. (iv) If any Share Dispute raises issues which are substantially the same as or connected with issues raised in a Share Dispute which has already been referred to arbitration (an "Existing Share Dispute") or arises out of substantially the same facts as are the subject of an Existing Share Dispute (a "Related Share Dispute"), then the Tribunal appointed or to be appointed in respect of any such Existing Share Dispute shall also be appointed as the Tribunal in respect of any Related Share Dispute, save where the Tribunal considers such appointment would be inappropriate. (v) Where, pursuant to the above provisions, the same Tribunal has been appointed in relation to two or more Related Share Disputes, the Tribunal may order that the whole or part of the matters at issue shall be heard together upon such terms or conditions as the Tribunal thinks fit. (vi) The Tribunal shall have power to make such directions and any interim, partial or final awards as it considers just and desirable. The Tribunal, upon the request of a party to a Share Dispute, or another party which itself wishes to be joined in any reference to arbitration commenced in accordance with this Clause, may join any party to the reference to arbitration proceedings and may make a single, final award determining all Share Disputes between them. (vii) Each of the parties to this Deposit Agreement hereby agrees to be joined to any reference to arbitration proceedings in relation to any Share Dispute at the request of a party to that Share Dispute, and to accept the joinder of a party requesting to be joined pursuant to this Section 20. (viii) The place of the arbitration shall be The Hague, The Netherlands. The language of the arbitration shall be English. (ix) Each person hereby waives, as far as permitted by law: (a) 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 (b) any right he or she may otherwise have under the laws of any jurisdiction to appeal or otherwise challenge the award, ruling or decision of the tribunal. (x) The governing law applicable to such Share Dispute, including the submission to arbitration and written arbitration agreement contained in or evidenced by the Articles, shall be the substantive law of England. (xi) If any court of competent jurisdiction or other competent authority including for the avoidance of doubt, a court or authority in any

104296247.1 17 jurisdiction which is not a signatory to the New York Convention in any jurisdiction determines that this arbitration provision is invalid or unenforceable in relation to any Share Dispute, the Company and the Holder or owner of interests in ADSs, in each case, irrevocably agree that any related proceeding, suit or action can only be brought in the courts of England and Wales and the governing law applicable to such proceedings shall be the substantive law of England. (c) Nothing in this Deposit Agreement shall be construed to change or alter the Articles. The Company will make a copy of the Articles available to Holders upon request. (d) By holding an ADS or an interest therein, Holders and owners of interests in ADSs each acknowledge and agree that (i) such Holders and owners of interests in ADSs are not shareholders of the Company and have no direct rights of a shareholder against the Company, and that the rights attaching to the Shares represented by the ADSs, and the rights of the Company with respect to the Shares, are governed exclusively by the Articles and the laws of England, (ii) in connection with any matters against the Company, such Holders and owners of interests in ADSs shall be and are bound by the arbitration and exclusive jurisdiction provisions set out in this Section 20, (iii) any legal suit, action or proceeding instituted by Holders or owners of interests in ADSs against or involving the Depositary that does not include the Company as a co-defendant or other party, arising out of or based upon this Deposit Agreement, the ADSs or the transactions contemplated herein or therein including any alleged violation of the U.S. federal securities laws, may only be instituted in a state or federal court in New York, New York, and by holding an ADS or an interest therein each irrevocably waives any objection which it may now or hereafter have to the laying of venue of any such proceeding, and irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action or proceeding, and (iv) the Depositary may institute any legal suit, action or proceeding against the Holders and/or owners of interests in ADSs in any state or federal court in New York, New York or any other court having jurisdiction, provided the Company is not included as a co-defendant or other party to such proceeding, and by holding an ADS or an interest therein each irrevocably waives any objection which it may now or hereafter have to the laying of venue of any such proceeding, and irrevocably submits to the exclusive jurisdiction of any and all such courts in any such suit, action or proceeding. (e) Legal Proceedings between the Depositary and the Company. The Depositary and the Company agree that any action, dispute, controversy, claim or cause of action arising out of, or relating to, this Deposit Agreement or the ADRs (whether in tort, contract, under statute, including for the avoidance of doubt, any derivative claim thereunder, or otherwise), including any question regarding existence, validity, interpretation, breach or termination of the Deposit Agreement and any alleged violation of the U.S. federal securities laws (“Dispute”) between the Company and the Depositary shall be finally and exclusively resolved by arbitration

104296247.1 18 under the arbitration rules of the Commercial Arbitration Rules of the American Arbitration Association (“AAA Rules”), as amended from time to time, which AAA Rules are deemed to be incorporated by reference into this Deposit Agreement. Judgment upon the award rendered by the arbitrators may be entered in any court having jurisdiction thereof. (i) The arbitral tribunal (the "AAA Tribunal") shall consist of three arbitrators appointed in accordance with the AAA Rules and each of whom shall be disinterested in the dispute or controversy and shall have no connection with any party thereto. (ii) Should a vacancy arise because any arbitrator dies, resigns, refuses to act or becomes incapable of performing his functions, the vacancy shall be filled by the method by which the arbitrator was originally appointed. When a vacancy is filled, the newly established AAA Tribunal shall have sole discretion to determine whether any hearings shall be repeated, save that if the chairman is replaced, any hearings held previously shall be repeated. (iii) If any Dispute raises issues which are substantially the same as or connected with issues raised in a Dispute which has already been referred to arbitration under any Related Agreements (an "Existing Dispute") or arises out of substantially the same facts as are the subject of an Existing Dispute (a "Related Dispute"), then the AAA Tribunal appointed or to be appointed in respect of any such Existing Dispute shall also be appointed as the AAA Tribunal in respect of any Related Dispute, save where the AAA Tribunal considers such appointment would be inappropriate. (iv) Where, pursuant to the above provisions, the same AAA Tribunal has been appointed in relation to two or more Related Disputes, the AAA Tribunal may order that the whole or part of the matters at issue shall be heard together upon such terms or conditions as the AAA Tribunal thinks fit. (v) The AAA Tribunal shall have power to make such directions and any interim, partial or final awards as it considers just and desirable. Notwithstanding anything herein to the contrary, the AAA Tribunal shall have no authority to award damages against any party not measured by the prevailing party's actual damages. (vi) Save to the extent required by law or a regulator with jurisdiction over the Depositary’s business, no aspect of the proceedings, documentation, or any (partial or final) award or order or any other matter connected with the arbitration shall be disclosed to any other person by either party or its counsel, agents, corporate parents, affiliates or subsidiaries without the prior written consent of the other party; provided, however, disclosure may be made by the Depositary or the Company to their respective affiliates thereof and to their

104296247.1 19 respective employees, auditors, external counsel, accountants, affiliates and/or agents thereof, who need such information and/or documentation in connection with their provision of services to the Depositary or the Company or their respective affiliates and who shall be bound by appropriate nondisclosure obligations. (vii) The seat of the arbitration shall be in City of New York, State of New York, United States of America. (viii) The language of the arbitration shall be English. (ix) Nothing in this Clause shall be construed as preventing any party from seeking conservatory or similar interim relief from any court of competent jurisdiction or the arbitration panel. (x) Any award of the AAA Tribunal shall be made in writing and shall be final and binding on the parties. The parties undertake to carry out the award without delay. (xi) The International Bar Association (IBA) Rules on the Taking of Evidence in International Arbitration shall apply to the arbitration. 21. Agent for Service. (a) Appointment. The Company has appointed C T Corporation System, 111 Eighth Avenue, New York, New York, as its authorized agent (the "Authorized Agent") upon which process may be served in any such suit, action or proceeding arising out of or based on this Deposit Agreement, the ADSs, the ADRs or the transactions contemplated herein, therein, hereby or thereby which may be instituted in any state or federal court in New York, New York by the Depositary or any Holder, and waives any other requirements of or objections to personal jurisdiction with respect thereto. Subject to the Company’s rights to replace the Authorized Agent with another entity in the manner required were the Authorized Agent to have resigned, such appointment shall be irrevocable. (b) Agent for Service of Process. The Company represents and warrants that the Authorized Agent has agreed to act as said agent for service of process, and the Company agrees to take any and all action, including the filing of any and all documents and instruments, that may be necessary to continue such appointment in full force and effect as aforesaid. The Company further hereby irrevocably consents and agrees to the service of any and all legal process, summons, notices and documents in any suit, action or proceeding against the Company, by service by mail of a copy thereof upon the Authorized Agent (whether or not the appointment of such Authorized Agent shall for any reason prove to be ineffective or such Authorized Agent shall fail to accept or acknowledge such service), with a copy mailed to the

104296247.1 20 Company by registered or certified air mail, postage prepaid, to its address provided in Section 16(b) hereof. The Company agrees that the failure of the Authorized Agent to give any notice of such service to it shall not impair or affect in any way the validity of such service or any judgment or award rendered in any suit, action or proceeding based thereon. If, for any reason, the Authorized Agent named above or its successor shall no longer serve as agent of the Company to receive service of process, notice or papers in New York, the Company shall promptly appoint a successor that is a legal entity with offices in New York, New York, so as to serve and will promptly advise the Depositary thereof. (c) Waiver of Personal Service of Process. In the event the Company fails to continue such designation and appointment in full force and effect, the Company hereby waives personal service of process upon it and consents that any such service of process may be made by certified or registered mail, return receipt requested, directed to the Company at its address last specified for notices hereunder, and service so made shall be deemed completed five (5) days after the same shall have been so mailed. 22. Waiver of Immunities. To the extent that the Company or any of its properties, assets or revenues may have or may hereafter be entitled to, or have attributed to it, any right of immunity, on the grounds of sovereignty or otherwise, from any legal action, suit or proceeding, including any arbitration, from the giving of any relief in any respect thereof, from setoff or counterclaim, from the jurisdiction of any court, from service of process, from attachment upon or prior to judgment, from attachment in aid of execution or judgment, or from execution of judgment, or other legal process or proceeding for the giving of any relief or for the enforcement of any judgment or arbitration award, in any jurisdiction in which proceedings may at any time be commenced, with respect to its obligations, liabilities or other matters under or arising out of or in connection with the Shares or Deposited Securities, the ADSs, the ADRs or this Deposit Agreement, the Company, to the fullest extent permitted by law, hereby irrevocably and unconditionally waives, and agrees not to plead or claim, any such immunity and consents to such relief and enforcement. 23. Waiver of Jury Trial. EACH PARTY TO THIS DEPOSIT AGREEMENT (INCLUDING, FOR AVOIDANCE OF DOUBT, EACH HOLDER AND BENEFICIAL OWNER OF, AND/OR HOLDER OF INTERESTS IN, ADSS OR ADRS) HEREBY IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY SUIT, ACTION OR PROCEEDING AGAINST THE DEPOSITARY AND/OR THE COMPANY DIRECTLY OR INDIRECTLY ARISING OUT OF, BASED ON OR RELATING IN ANY WAY TO THE SHARES OR OTHER DEPOSITED SECURITIES, THE ADSs OR THE ADRs, THE DEPOSIT AGREEMENT OR ANY TRANSACTION CONTEMPLATED HEREIN OR THEREIN, OR THE BREACH HEREOF OR THEREOF (WHETHER BASED ON CONTRACT, TORT, COMMON LAW OR ANY OTHER THEORY), INCLUDING, WITHOUT LIMITATION, ANY SUIT, ACTION, CLAIM OR PROCEEDING UNDER THE UNITED STATES FEDERAL SECURITIES LAWS. No provision of this Deposit Agreement or any ADR is

104296247.1 21 intended to constitute a waiver or limitation of any rights which a Holder or any Beneficial Owner may have under the Securities Act of 1933 or the Securities Exchange Act of 1934, to the extent applicable. 24. Amendment and Restatement of Prior Deposit Agreement. The Deposit Agreement amends and restates the Prior Deposit Agreement in its entirety to consist exclusively of the Deposit Agreement, and each Prior Receipt is hereby deemed amended and restated to substantially conform to the form of ADR set forth in Exhibit A annexed hereto, except that, to the extent any portion of such amendment and restatement impose or increase any fees or charges different from those set forth herein (other than charges in connection with foreign exchange control regulations, and taxes and other governmental charges, delivery and other such expenses), or otherwise materially prejudice any substantial existing right of Holders of Prior Receipts or Beneficial Owners of ADSs evidenced by such Prior Receipt, such portion shall not become effective as to such Holders or Beneficial Owners with respect to such Prior Receipt until 30 days after such Holders or Beneficial Owners shall have received notice thereof, such notice to be conclusively deemed given upon the mailing to such Holders or Beneficial Owners of notice of such amendment and restatement which notice contains a provision whereby such Holders or Beneficial Owners can receive a copy of the form of ADR. [Signature page follows]

103587588.15 [Signature Page to Deposit Agreement] IN WITNESS WHEREOF, SHELL PLC and JPMORGAN CHASE BANK, N.A. have duly executed this Deposit Agreement as of the day and year first above set forth and all Holders and Beneficial Owners shall become parties hereto upon acceptance by them of ADSs issued in accordance with the terms hereof, or upon acquisition of any beneficial interest therein. SHELL PLC By: _____________________________ Name: Jessica Uhl Title: Chief Financial Officer JPMORGAN CHASE BANK, N.A. By: _____________________________ Name: Title:

[Signature Page to Deposit Agreement] IN WITNESS WHEREOF, SHELL PLC and JPMORGAN CHASE BANK, N.A. have duly executed this Deposit Agreement as of the day and year first above set forth and all Holders and Beneficial Owners shall become parties hereto upon acceptance by them of ADSs issued in accordance with the terms hereof, or upon acquisition of any beneficial interest therein. SHELL PLC By: _____________________________ Name: Title: JPMORGAN CHASE BANK, N.A. By: _____________________________ Name: Timothy E. Green Title: Vice President

104296247.1 A-1 EXHIBIT A ANNEXED TO AND INCORPORATED IN DEPOSIT AGREEMENT [FORM OF FACE OF ADR] No. of ADSs: Number Each ADS represents TWO (2) Shares CUSIP: AMERICAN DEPOSITARY RECEIPT evidencing AMERICAN DEPOSITARY SHARES representing ORDINARY SHARES of SHELL PLC (Incorporated under the laws of England and Wales) JPMORGAN CHASE BANK, N.A., a national banking association organized under the laws of the United States of America, as depositary hereunder (the "Depositary"), hereby certifies that is the registered owner (a "Holder") of American Depositary Shares ("ADSs"), each (subject to paragraph (13) (Changes Affecting Deposited Securities)) representing two (2) ordinary shares (including the rights to receive Shares described in paragraph (1) (Issuance of ADSs), "Shares" and, together with any other securities, cash or property from time to time held by the Depositary in respect or in lieu of deposited Shares, the "Deposited Securities"), of Shell PLC, a public limited company incorporated under the laws of England and Wales (the "Company"), deposited under the Second Amended and Restated Deposit Agreement, dated as of January 31, 2022 (as amended from time to time, the "Deposit Agreement"), among the Company, the Depositary and all Holders and Beneficial Owners from time to time of American Depositary

104296247.1 A-2 Receipts issued thereunder ("ADRs"), each of whom by accepting an ADR becomes a party thereto. The Deposit Agreement and this ADR (which includes the provisions set forth on the reverse hereof) shall be governed by and construed in accordance with the internal laws of the State of New York without giving effect to the application of the conflict of law principles thereof. All capitalized terms used herein, and not defined herein, shall have the meanings ascribed to such terms in the Deposit Agreement. (1) Issuance of ADSs. (a) Issuance. This ADR is one of the ADRs issued under the Deposit Agreement. Subject to the other provisions hereof, the Depositary may so issue ADRs for delivery at the Transfer Office (as hereinafter defined) only against deposit of: (i) Shares in a form satisfactory to the Custodian; or (ii) rights to receive Shares from the Company or any registrar, transfer agent, clearing agent or other entity recording Share ownership or transactions. At the request, risk and expense of the person depositing Shares, the Depositary may accept deposits for forwarding to the Custodian and may deliver ADRs at a place other than its office. Shares or evidence of rights to receive Shares may be deposited through (x) electronic transfer of such Shares to the account maintained by the Custodian for such purpose at CREST and/or Euroclear Nederland, (y) evidence satisfactory to the Custodian of irrevocable instructions to cause such Shares to be transferred to such account or (z) delivery of the certificates representing such Shares. If use of the CREST or Euroclear Nederland book-entry system in connection with the Shares is discontinued at any time for any reason, the Company shall make other book-entry arrangements (if any) that it determines, after consultation with the Depositary, are reasonable. (b) Lending. In its capacity as Depositary, the Depositary shall not lend Shares or ADSs. (c) Representations and Warranties of Depositors. Every person depositing Shares under the Deposit Agreement represents and warrants that: (i) such Shares and the certificates therefor are duly authorized, validly issued and outstanding, fully paid, nonassessable and legally obtained by such person, (ii) all pre-emptive and comparable rights, if any, with respect to such Shares have been validly waived or exercised, (iii) the person making such deposit is duly authorized so to do, (iv) the Shares presented for deposit are free and clear of any lien, encumbrance, security interest, charge, mortgage or adverse claim and

104296247.1 A-3 (v) such Shares (A) are not "restricted securities" as such term is defined in Rule 144 under the Securities Act of 1933 ("Restricted Securities") unless at the time of deposit the requirements of paragraphs (c), (e), (f) and (h) of Rule 144 shall not apply and such Shares may be freely transferred and may otherwise be offered and sold freely in the United States or (B) have been registered under the Securities Act of 1933. To the extent the person depositing Shares is an "affiliate" of the Company as such term is defined in Rule 144, the person also represents and warrants that upon the sale of the ADSs, all of the provisions of Rule 144 that enable the Shares to be freely sold (in the form of ADSs) will be fully complied with and, as a result thereof, all of the ADSs issued in respect of such Shares will not be on the sale thereof, Restricted Securities. Such representations and warranties shall survive the deposit and withdrawal of Shares and the issuance and cancellation of ADSs in respect thereof and the transfer of such ADSs. (d) The Depositary may refuse to accept for such deposit any Shares identified by the Company in order to facilitate compliance with the requirements of the securities laws, rules and regulations of the United States, including, without limitation, the Securities Act of 1933 and the rules and regulations made thereunder. (2) Withdrawal of Deposited Securities. Subject to paragraphs (4) (Certain Limitations to Registration, Transfer etc.) and (5) (Liability of Holder or Beneficial Owner for Taxes, Duties and Other Charges), upon surrender of (a) a certificated ADR in a form satisfactory to the Depositary at the Transfer Office or (b) proper instructions and documentation in the case of a Direct Registration ADR, the Holder hereof is entitled to delivery at, or to the extent in dematerialized form from, the Custodian's office of the Deposited Securities at the time represented by the ADSs evidenced by this ADR. At the request, risk and expense of the Holder hereof, the Depositary may deliver such Deposited Securities at such other place as may have been requested by the Holder. Delivery of Deposited Securities may be made by (a) the delivery of certificates (which, if required by law shall be properly endorsed or accompanied by properly executed instruments of transfer or, if such certificates may be registered, registered in the name of such Holder or as ordered by such Holder in any Withdrawal Order), (b) the delivery of any Deposited Securities eligible for settlement through CREST or Euroclear Nederland or its successor (“Euroclear Nederland”) to an account designated by such Holder with CREST or Euroclear Nederland or an institution that maintains accounts with CREST or Euroclear Nederland, or (c) by such other means as the Depositary may deem practicable, including, without limitation, by transfer of record ownership thereof to an account designated in the Withdrawal Order maintained either by the Company or an

104296247.1 A-4 accredited intermediary, such as a bank, acting as a registrar for the Deposited Securities. Notwithstanding any other provision of the Deposit Agreement or this ADR, the withdrawal of Deposited Securities may be restricted only for the reasons set forth in General Instruction I.A.(1) of Form F-6 (as such instructions may be amended from time to time) under the Securities Act of 1933. To the extent applicable, the Holder requesting delivery of Deposited Securities upon surrender of ADRs shall have the sole responsibility for ensuring that such Holder has a valid account with Euroclear Nederland or an institution that maintains accounts with Euroclear Nederland and that the information required for transfer to such account is accurately and promptly provided to the Depositary. (3) Transfers, Split-Ups and Combinations of ADRs. The Depositary or its agent will keep, at a designated transfer office (the "Transfer Office"), (a) a register (the "ADR Register") for the registration, registration of transfer, combination and split-up of ADRs, and, in the case of Direct Registration ADRs, shall include the Direct Registration System, which at all reasonable times will be open for inspection by Holders and the Company for the purpose of communicating with Holders in the interest of the business of the Company or a matter relating to the Deposit Agreement and (b) facilities for the delivery and receipt of ADRs. The term ADR Register includes the Direct Registration System. Title to this ADR (and to the Deposited Securities represented by the ADSs evidenced hereby), when properly endorsed (in the case of ADRs in certificated form) or upon delivery to the Depositary of proper instruments of transfer, is transferable by delivery with the same effect as in the case of negotiable instruments under the laws of the State of New York; provided that the Depositary, notwithstanding any notice to the contrary, may treat the person in whose name this ADR is registered on the ADR Register as the absolute owner hereof for all purposes and neither the Depositary nor the Company will have any obligation or be subject to any liability under the Deposit Agreement or any ADR to any Beneficial Owner, unless such Beneficial Owner is the Holder hereof. Subject to paragraphs (4) and (5), this ADR is transferable on the ADR Register and may be split into other ADRs or combined with other ADRs into one ADR, evidencing the aggregate number of ADSs surrendered for split-up or combination, by the Holder hereof or by duly authorized attorney upon surrender of this ADR at the Transfer Office properly endorsed (in the case of ADRs in certificated form) or upon delivery to the Depositary of proper instruments of transfer and duly stamped as may be required by applicable law; provided that the Depositary may close the ADR Register at any time or from time to time when deemed expedient by it or, in the case of the issuance book portion of the ADR Register, when reasonably requested by the Company solely in order to enable the Company to comply with applicable law. At the request of a Holder, the Depositary shall, for the purpose of substituting a certificated ADR with a Direct Registration ADR, or vice versa, execute and deliver a certificated ADR or a Direct Registration ADR, as the case may be, for any authorized number of ADSs requested, evidencing the same aggregate number of ADSs as those evidenced by the certificated ADR or Direct Registration ADR, as the case may be, substituted.

104296247.1 A-5 (4) Certain Limitations to Registration, Transfer, etc. Prior to the issue, registration, registration of transfer, split-up or combination of any ADR, the delivery of any distribution in respect thereof, or, subject to the last sentence of paragraph (2) (Withdrawal of Deposited Securities), the withdrawal of any Deposited Securities, and from time to time in the case of clause (b)(ii) of this paragraph (4), the Company, the Depositary or the Custodian may require: (a) payment with respect thereto of (i) any stock transfer or other tax or other governmental charge, (ii) any stock transfer or registration fees in effect for the registration of transfers of Shares or other Deposited Securities upon any applicable register and (iii) any applicable charges as provided in paragraph (7) (Charges of Depositary) of this ADR; (b) the production of proof satisfactory to it of (i) the identity of any signatory and genuineness of any signature and (ii) such other information, including without limitation, information as to citizenship, residence, exchange control approval, beneficial or other ownership of, or interest in, any securities, compliance with applicable law, regulations, provisions of or governing Deposited Securities and terms of the Deposit Agreement and this ADR, as it may deem necessary or proper; and (c) compliance with such regulations as the Depositary may establish consistent with the Deposit Agreement. The issuance of ADRs, the acceptance of deposits of Shares, the registration, registration of transfer, split-up or combination of ADRs or, subject to the last sentence of paragraph (2) (Withdrawal of Deposited Securities), the withdrawal of Deposited Securities may be suspended, generally or in particular instances, when the ADR Register or any register for Deposited Securities is closed or when any such action is deemed advisable by the Depositary. (5) Liability of Holder or Beneficial Owner for Taxes, Duties and Other Charges. (a) Liability for Taxes. If any tax or other governmental charges (including any penalties and/or interest) shall become payable by or on behalf of the Custodian or the Depositary with respect to this ADR, any Deposited Securities represented by the ADSs evidenced hereby or any distribution thereon, such tax or other governmental charge shall be paid by the Holder hereof to the Depositary and by holding or owning, or having held or owned, this ADR or any ADSs evidenced hereby, the Holder and all Beneficial Owners hereof and thereof, and all prior Holders and Beneficial Owners hereof and thereof, jointly and severally, agree to indemnify, defend and save harmless each of the Depositary and its agents in respect of such tax or other governmental charge. Neither the Company nor the Depositary, nor any of their

104296247.1 A-6 respective agents, shall be liable to Holders or Beneficial Owners of the ADSs and ADRs for failure of any of them to comply with applicable tax laws, rules and/or regulations. Notwithstanding the Depositary's right to seek payment from current and former Beneficial Owners, by holding or owning, or having held or owned, an ADR, the Holder hereof (and prior Holder hereof) acknowledges and agrees that the Depositary has no obligation to seek payment of amounts owing under this paragraph (5) from any current or former Beneficial Owner. The Depositary may refuse to effect any registration, registration of transfer, split-up or combination hereof or, subject to the last sentence of paragraph (2) (Withdrawal of Deposited Securities), any withdrawal of such Deposited Securities until such payment is made. The Depositary may also deduct from any distributions on or in respect of Deposited Securities, or may sell by public or private sale for the account of the Holder hereof any part or all of such Deposited Securities, and may apply such deduction or the proceeds of any such sale in payment of such tax or other governmental charge, the Holder hereof remaining liable for any deficiency, and shall reduce the number of ADSs evidenced hereby to reflect any such sales of Shares. In connection with any distribution to Holders, the Company or its agents will remit to the appropriate governmental authority or agency all amounts (if any) required to be withheld and owing to such authority or agency by the Company; and the Depositary and the Custodian will remit to the appropriate governmental authority or agency all amounts (if any) required to be withheld and owing to such authority or agency by the Depositary or the Custodian. If the Depositary determines that any distribution in property other than cash (including Shares or rights) on Deposited Securities is subject to any tax that the Depositary or the Custodian is obligated to withhold, the Depositary may dispose of all or a portion of such property in such amounts and in such manner as the Depositary deems necessary and practicable to pay such taxes, by public or private sale, and the Depositary shall distribute the net proceeds of any such sale or the balance of any such property after deduction of such taxes to the Holders entitled thereto. (b) Indemnifications Related to Taxes. Each Holder and Beneficial Owner agrees to indemnify the Depositary, the Company, the Custodian and any of their respective officers, directors, employees, agents and affiliates against, and hold each of them harmless from, any claims by any governmental authority with respect to taxes, additions to tax, penalties or interest arising out of any refund of taxes, reduced rate of withholding at source or other tax benefit obtained which obligations shall survive any transfer or surrender of ADSs or the termination of the Deposit Agreement. (6) Disclosure of Interests. (a) General. To the extent that the provisions of or governing any Deposited Securities (including the Articles and applicable English law) may require disclosure of or impose limits on beneficial or other ownership of, or interest in, Deposited Securities, other Shares and other securities and may provide for blocking transfer, voting or other rights to enforce such disclosure or limits, Holders and Beneficial Owners agree to comply with all such disclosure requirements and

104296247.1 A-7 ownership limitations and to comply with any reasonable Company instructions in respect thereof. The Company reserves the right to instruct Holders to (i) provide information (a) as to the capacity in which such Holders own or owned ADSs, (b) regarding the identity of any other persons then or previously owning interests in such ADSs and (c) regarding the nature of such interest and various other matters pursuant to applicable law or the Articles or such other corporate document of the Company, all as if such ADSs were to the extent practicable the underlying Shares. Each Holder agrees to provide any information requested by or on behalf of the Company pursuant to this paragraph 6 (a) whether or not such person is still a Holder at the time of the request, and (ii) deliver their ADSs for cancellation and withdrawal of the Deposited Securities so as to permit the Company to deal directly with the Holder thereof as a holder of Shares and Holders agree to comply with such instructions. The Depositary agrees to (i) cooperate with the Company in its efforts to inform Holders of the Company’s exercise of its rights under this paragraph and agrees to forward to the Company any responses to such requests received by the Depositary and (ii) consult with, and provide reasonable assistance without risk, liability or expense on the part of the Depositary, to the Company on the manner or manners in which the Company may implement such requirements with respect to any Holder. (b) Jurisdiction Specific. Notwithstanding any provision of the Deposit Agreement or of the ADRs and without limiting the foregoing, by being a Holder, each such Holder agrees to provide such information as the Company may request in a disclosure notice (a "Disclosure Notice") given pursuant to the United Kingdom Companies Act 2006 (as amended from time to time and including any statutory modification or re-enactment thereof, the "Companies Act") or the Articles. By accepting or holding an ADR, each Holder acknowledges that it understands that failure to comply with a Disclosure Notice may result in the imposition of sanctions against the holder of the Shares in respect of which the non-complying person is or was, or appears to be or has been, interested as provided in the Companies Act and the Articles which currently include, the withdrawal of the voting rights of such Shares and the imposition of restrictions on the rights to receive dividends on and to transfer such Shares. In addition, by accepting or holding an ADR, each Holder agrees to comply with the provisions of the United Kingdom Disclosure and Transparency Rules (as amended from time to time, the "DTRs") with regard to the notification to the Company of interests in Shares and certain financial instruments, which currently provide, inter alia, that a Holder must notify the Company of the percentage of its voting rights he holds as shareholder or holds or is deemed to hold through his direct or indirect holding of certain financial instruments (or a combination of such holdings) if the percentage of those voting rights (i) reaches, exceeds or falls below 3%, 4%, 5%, 6%, 7%, 8%, 9%, 10% and each 1% threshold thereafter up to 100% as a result of an acquisition or disposal of Shares or certain financial instruments, or (ii) reaches, exceeds or falls below such applicable thresholds as a result of events changing the breakdown of voting rights and on the basis of information disclosed by the Company in accordance with the DTRs. The

104296247.1 A-8 notification must be effected as soon as possible, but not later than two trading days after the Holder (a) learns of the acquisition or disposal or of the possibility of exercising voting rights, or on which, having regard to the circumstances, should have learned of it, regardless of the date on which the acquisition, disposal or possibility of exercising voting rights takes effect, or (b) is informed of the event mentioned in (ii) above. Any summary of the laws and regulations of the United Kingdom and of the terms of the Company's constituent documents has been provided by the Company solely for the convenience of Holders, Beneficial Owners and the Depositary. While such summaries are believed by the Company to be accurate as of the date of the Deposit Agreement, they are (i) summaries and as such may not include all aspects of the materials summarized as applicable to a Holder or Beneficial Owner, and (ii) provided by the Company as of the date of the Deposit Agreement. The Holder or Beneficial Owner acknowledges that these laws and regulations and the Company's constituent documents may change after the date of the Deposit Agreement. Neither the Depositary nor the Company has any obligation to update any such summaries. (7) Charges of Depositary. (a) Rights of the Depositary. The Depositary may charge, and collect from, (i) each person to whom ADSs are issued, including, without limitation, issuances against deposits of Shares, issuances in respect of Share Distributions, Rights and Other Distributions (as such terms are defined in paragraph (10) (Distributions on Deposited Securities)), issuances pursuant to a stock dividend or stock split declared by the Company, or issuances pursuant to a merger, exchange of securities or any other transaction or event affecting the ADSs or the Deposited Securities, and (ii) each person surrendering ADSs for withdrawal of Deposited Securities or whose ADSs are cancelled or reduced for any other reason, U.S.$5.00 for each 100 ADSs (or portion thereof) issued, exchanged, delivered, reduced, cancelled or surrendered, or upon which a Share Distribution or elective distribution is made or offered (as the case may be). The Depositary may sell (by public or private sale) sufficient securities and property received in respect of Share Distributions, Rights and Other Distributions prior to such deposit to pay such charge. (b) Additional fees, charges and expenses by the Depositary. The following additional fees, charges and expenses shall also be incurred by the Holders, the Beneficial Owners, by any party depositing or withdrawing Shares or by any party surrendering ADSs and/or to whom ADSs are issued (including, without limitation, issuances pursuant to a stock dividend or stock split declared by the Company or an exchange of stock regarding the ADSs or the Deposited Securities or a distribution of ADSs pursuant to paragraph (10) (Distributions on Deposited Securities)), whichever is applicable: (i) a fee of U.S.$0.05 or less per ADS held for any Cash distribution

104296247.1 A-9 made, or for any elective cash/stock dividend offered, pursuant to the Deposit Agreement, (ii) a fee for the distribution or sale of securities pursuant to paragraph (10) hereof, such fee being in an amount equal to the fee for the execution and delivery of ADSs referred to above which would have been charged as a result of the deposit of such securities (for purposes of this paragraph (7) treating all such securities as if they were Shares) but which securities or the net cash proceeds from the sale thereof are instead distributed by the Depositary to Holders entitled thereto, (iii) an aggregate fee of U.S.$0.05 or less per ADS per calendar year (or portion thereof) for services performed by the Depositary in administering the ADRs (which fee may be charged on a periodic basis during each calendar year and shall be assessed against Holders as of the record date or record dates set by the Depositary during each calendar year and shall be payable at the sole discretion of the Depositary by billing such Holders or by deducting such charge from one or more cash dividends or other cash distributions), and (iv) an amount for the reimbursement of such charges and expenses as are incurred by the Depositary and/or any of its agents (including, without limitation, the Custodian and charges and expenses incurred on behalf of Holders in connection with compliance with foreign exchange control regulations or any law or regulation relating to foreign investment) in connection with the servicing of the Shares or other Deposited Securities, the sale of securities (including, without limitation, Deposited Securities), the delivery of Deposited Securities or otherwise in connection with the Depositary's or its Custodian's compliance with applicable law, rule or regulation (which charges and expenses may be assessed on a proportionate basis against Holders as of the record date or dates set by the Depositary and shall be payable at the sole discretion of the Depositary by billing such Holders or by deducting such charge or expense from one or more cash dividends or other cash distributions). (c) Other Obligations, Fees, Charges and Expenses. The Company will pay all other fees, charges and expenses of the Depositary and any agent of the Depositary (except the Custodian) pursuant to agreements from time to time between the Company and the Depositary, except: (i) stock transfer or other taxes and other governmental charges

104296247.1 A-10 (which are payable by Holders or persons depositing Shares); (ii) cable (including SWIFT, telex and facsimile transmission) fees and delivery expenses incurred at the request of persons depositing, or Holders delivering Shares, ADRs or Deposited Securities as disclosed on the "Disclosures" page (or successor page) of www.adr.com (as updated by the Depositary from time to time, "ADR.com") (which are payable by such persons or Holders); and (iii) transfer or registration expenses for the registration or transfer of Deposited Securities on any applicable register in connection with the deposit or withdrawal of Deposited Securities (which are payable by persons depositing Shares or Holders withdrawing Deposited Securities). (d) Foreign Exchange Related Matters. To facilitate the administration of various depositary receipt transactions, including disbursement of dividends or other cash distributions and other corporate actions, the Depositary may engage the foreign exchange desk within JPMorgan Chase Bank, N.A. (the "Bank") and/or its affiliates in order to enter into spot foreign exchange transactions to convert foreign currency into U.S. dollars ("FX Transactions"). For certain currencies, FX Transactions are entered into with the Bank or an affiliate, as the case may be, acting in a principal capacity. For other currencies, FX Transactions are routed directly to and managed by an unaffiliated local custodian (or other third-party local liquidity provider), and neither the Bank nor any of its affiliates is a party to such FX Transactions. The foreign exchange rate applied to an FX Transaction will be either (i) a published benchmark rate, or (ii) a rate determined by a third-party local liquidity provider, in each case plus or minus a spread, as applicable. The Depositary will disclose which foreign exchange rate and spread, if any, apply to such currency on the "Disclosures" page (or successor page) of ADR.com. Such applicable foreign exchange rate and spread may (and neither the Depositary, the Bank nor any of their affiliates is under any obligation to ensure that such rate does not) differ from rates and spreads at which comparable transactions are entered into with other customers or the range of foreign exchange rates and spreads at which the Bank or any of its affiliates enters into foreign exchange transactions in the relevant currency pair on the date of the FX Transaction. Additionally, the timing of execution of an FX Transaction varies according to local market dynamics, which may include regulatory requirements, market hours and liquidity in the foreign exchange market or other factors. Furthermore, the Bank and its affiliates may manage the associated risks of their position in the market in a manner they deem appropriate without regard to the impact of such activities on the Company, the Depositary, Holders or Beneficial Owners. The spread applied does not reflect any gains or losses that may be earned

104296247.1 A-11 or incurred by the Bank and its affiliates as a result of risk management or other hedging related activity. Notwithstanding the foregoing, to the extent the Company provides U.S. dollars to the Depositary, neither the Bank nor any of its affiliates will execute an FX Transaction as set forth herein. In such case, the Depositary will distribute the U.S. dollars received from the Company. Further details relating to the applicable foreign exchange rate, the applicable spread and the execution of FX Transactions will be provided by the Depositary on ADR.com. The Company, Holders and Beneficial Owners each acknowledge and agree that the terms applicable to FX Transactions disclosed from time to time on ADR.com will apply to any FX Transaction executed pursuant to the Deposit Agreement. (e) The right of the Depositary to receive payment of fees, charges and expenses as provided above shall survive the termination of the Deposit Agreement. As to any Depositary, upon the resignation or removal of such Depositary, such right shall extend for those fees, charges and expenses incurred prior to the effectiveness of such resignation or removal. (f) Disclosure of Potential Depositary Payments. The Depositary anticipates reimbursing the Company for certain expenses incurred by the Company that are related to the establishment and maintenance of the ADR program upon such terms and conditions as the Company and the Depositary may agree from time to time. The Depositary may make available to the Company a set amount or a portion of the Depositary fees charged in respect of the ADR program or otherwise upon such terms and conditions as the Company and the Depositary may agree from time to time. (8) Available Information. The Deposit Agreement, the provisions of or governing Deposited Securities and any written communications from the Company, which are both received by the Custodian or its nominee as a holder of Deposited Securities and made generally available to the holders of Deposited Securities, are available for inspection by Holders at the offices of the Depositary and the Custodian, at the Transfer Office, on the Internet Website of the Securities and Exchange Commission (“Commission”) (www.sec.gov), or upon request from the Depositary (which request may be refused by the Depositary at its discretion). The Company is subject to the periodic reporting requirements of the Securities Exchange Act of 1934 and accordingly files certain reports with the Commission. These reports can be inspected and retrieved by Holders and Beneficial Owners through the EDGAR system on the Commission’s Internet Website at www.sec.gov and can be inspected and copied at the public reference facilities maintained by the Commission, currently located at 100 F Street, N.E., Washington,

104296247.1 A-12 D.C. 20549. (9) Execution. This ADR shall not be valid for any purpose unless executed by the Depositary by the manual or facsimile signature of a duly authorized officer of the Depositary. Dated: JPMORGAN CHASE BANK, N.A., as Depositary By .................................................. Authorized Officer The Depositary's office is located at 383 Madison Avenue, Floor 11, New York, New York 10179.

104296247.1 A-13 [FORM OF REVERSE OF ADR] (10) Distributions on Deposited Securities. Subject to paragraphs (4) (Certain Limitations to Registration, Transfer etc.) and (5) (Liability of Holder or Beneficial Owner for Taxes, Duties and other Charges), to the extent practicable, the Depositary will distribute to each Holder entitled thereto on the record date set by the Depositary therefor at such Holder's address shown on the ADR Register, in proportion to the number of Deposited Securities (on which the following distributions on Deposited Securities are received by the Custodian) represented by ADSs evidenced by such Holder's ADRs: (a) Cash. Any U.S. dollars available to the Depositary resulting from a cash dividend or other cash distribution or the net proceeds of sales of any other distribution or portion thereof authorized in this paragraph (10) ("Cash"), on an averaged or other practicable basis, subject to (i) appropriate adjustments for taxes withheld, (ii) such distribution being impermissible or impracticable with respect to certain Holders, and (iii) deduction of the Depositary's and/or its agents' fees and expenses in (1) converting any foreign currency to U.S. dollars by sale or in such other manner as the Depositary may determine to the extent that it determines that such conversion may be made on a reasonable basis, (2) transferring foreign currency or U.S. dollars to the United States by such means as the Depositary may determine to the extent that it determines that such transfer may be made on a reasonable basis, (3) obtaining any approval or license of any governmental authority required for such conversion or transfer, which is obtainable at a reasonable cost and within a reasonable time and (4) making any sale by public or private means in any commercially reasonable manner. (b) Shares. (i) Additional ADRs evidencing whole ADSs representing any Shares available to the Depositary resulting from a dividend or free distribution on Deposited Securities consisting of Shares (a "Share Distribution") and (ii) U.S. dollars available to it resulting from the net proceeds of sales of Shares received in a Share Distribution, which Shares would give rise to fractional ADSs if additional ADRs were issued therefor, as in the case of Cash. (c) Rights. (i) Warrants or other instruments in the discretion of the Depositary representing rights to acquire additional ADRs in respect of any rights to subscribe for additional Shares or rights of any nature available to the Depositary as a result of a distribution on Deposited Securities ("Rights"), to the extent that the Company timely furnishes to the Depositary evidence satisfactory to the Depositary that the Depositary may lawfully distribute the same (the Company has no obligation to so furnish such evidence), or (ii) to the extent the Company does not so furnish such evidence and sales of Rights are practicable, any U.S. dollars available to the Depositary from the net proceeds of sales of Rights as in the case of Cash, or (iii) to the extent the Company does not so furnish such evidence and such sales cannot practicably be accomplished by reason of the nontransferability of the Rights, limited

104296247.1 A-14 markets therefor, their short duration or otherwise, nothing (and any Rights may lapse). (d) Other Distributions. (i) Securities or property available to the Depositary resulting from any distribution on Deposited Securities other than Cash, Share Distributions and Rights ("Other Distributions"), by any means that the Depositary may deem equitable and practicable, or (ii) to the extent the Depositary deems distribution of such securities or property not to be equitable and practicable, any U.S. dollars available to the Depositary from the net proceeds of sales of Other Distributions as in the case of Cash. The Depositary reserves the right to utilize a division, branch or affiliate of JPMorgan Chase Bank, N.A. to direct, manage and/or execute any public and/or private sale of securities hereunder. Such division, branch and/or affiliate may charge the Depositary a fee in connection with such sales, which fee is considered an expense of the Depositary contemplated above and/or under paragraph (7) (Charges of Depositary). Any U.S. dollars available will be distributed by checks drawn on a bank in the United States for whole dollars and cents. Fractional cents will be withheld without liability and dealt with by the Depositary in accordance with its then current practices. All purchases and sales of securities will be handled by the Depositary in accordance with its then current policies, which are currently set forth on the "Disclosures" page (or successor page) of ADR.com, the location and contents of which the Depositary shall be solely responsible for. (11) Record Dates. The Depositary may, after consultation with the Company if practicable, fix a record date (which, to the extent applicable, shall be as near as practicable to any corresponding record date set by the Company) for the determination of the Holders who shall be responsible for the fee assessed by the Depositary for administration of the ADR program and for any expenses provided for in paragraph (7) hereof as well as for the determination of the Holders who shall be entitled to receive any distribution on or in respect of Deposited Securities, to give instructions for the exercise of any voting rights, to receive any notice or to act in respect of other matters and only such Holders shall be so entitled or obligated. (12) Voting of Deposited Securities. (a) Notice of any Meeting or Solicitation. Subject to the next sentence, as soon as practicable after receipt of notice of any meeting at which the holders of Shares are entitled to vote, or of solicitation of consents or proxies from holders of Shares or other Deposited Securities, the Depositary shall fix the ADS record date in accordance with paragraph (11) above in respect of such meeting or solicitation of consent or proxy. The Depositary shall, if requested by the Company in writing in a timely manner (the Depositary having no obligation to take any further action if the request shall not have been received by the Depositary at least 30 days prior to the date of such vote or meeting) and at the Company’s expense and provided no legal

104296247.1 A-15 prohibitions exist, distribute to Holders a notice, after consulting the Company as to the form of such notice to the extent practicable, stating (i) such information as is contained in such notice and any solicitation materials, (ii) that each Holder on the record date set by the Depositary therefor will, subject to any applicable provisions of English law, the Articles and the provisions of or governing Deposited Securities, be entitled to either (A) use the voting instruction card prepared by the Depositary, after consulting the Company as to the form of such card to the extent practicable, to request the Depositary, its Custodian or nominee (as appropriate) to appoint the Holder its proxy to attend at that meeting and vote with respect to the number of Shares or other Deposited Securities represented by ADSs evidenced by such Holder’s ADRs or (B) instruct the Depositary as to the exercise of the voting rights, if any, pertaining to the Deposited Securities represented by the ADSs evidenced by such Holder’s ADRs and (iii) the manner in which such instructions may be given, including instructions to give a discretionary proxy to a person designated by the Company. There is no guarantee that Holders generally or any Holder in particular will receive the notice described above with sufficient time to enable such Holder to return any voting instructions to the Depositary in a timely manner. (b) Voting of Deposited Securities. Upon actual receipt by the ADR department of the Depositary of instructions of a Holder on such record date in the manner and on or before the time established by the Depositary for such purpose, the Depositary shall endeavor insofar as practicable and permitted under the provisions of or governing Deposited Securities to cause the appointment (or, if the Deposited Securities are registered in the name of or held by its Custodian or a nominee, the Depositary shall endeavor to procure that the Custodian or its nominee shall cause the appointment), subject to the Articles, of that Holder as a proxy in respect of that meeting (including any adjournment of that meeting) to attend and vote the number of Deposited Securities represented by the ADSs evidenced by that ADR or, if the Holder has not requested a proxy to attend the meeting in person, vote or cause to be voted the Deposited Securities represented by the ADSs evidenced by such Holder’s ADRs in accordance with such instructions. The Depositary will not itself exercise any voting discretion in respect of any Deposited Securities. (c) Alternative Methods of Distributing Materials. Notwithstanding anything contained in the Deposit Agreement or any ADR, the Depositary may, to the extent not prohibited by any law, rule or regulation or by the rules, regulations or requirements of the stock exchange on which the ADSs are listed, in lieu of distribution of the materials provided to the Depositary in connection with any meeting of or solicitation of consents or proxies from holders of Deposited Securities, distribute to the Holders a notice, after consulting the Company as to the form of such notice to the extent practicable, that provides Holders with or otherwise publicizes to Holders instructions on how to retrieve such materials or receive such materials upon request (i.e., by reference to a website containing the materials for retrieval or a contact for requesting copies of the materials). Holders are strongly encouraged to forward their voting instructions as soon as possible. Voting

104296247.1 A-16 instructions will not be deemed received until such time as the ADR department responsible for proxies and voting has received such instructions, notwithstanding that such instructions may have been physically received by JPMorgan Chase Bank, N.A., as Depositary, prior to such time. (13) Changes Affecting Deposited Securities. (a) Subject to paragraphs (4) (Certain Limitations to Registration, Transfer etc.) and (5) (Liability of Holder or Beneficial Owner for Taxes, Duties and Other Charges), the Depositary may, in its discretion, and shall if reasonably requested by the Company, amend this ADR or distribute additional or amended ADRs (with or without calling this ADR for exchange) or cash, securities or property on the record date set by the Depositary therefor to reflect any change in par value, split-up, consolidation, cancellation or other reclassification of Deposited Securities, any Share Distribution or Other Distribution not distributed to Holders or any cash, securities or property available to the Depositary in respect of Deposited Securities from (and the Depositary is hereby authorized to surrender any Deposited Securities to any person and, irrespective of whether such Deposited Securities are surrendered or otherwise cancelled by operation of law, rule, regulation or otherwise, to sell by public or private sale any property received in connection with) any recapitalization, reorganization, merger, consolidation, liquidation, receivership, bankruptcy or sale of all or substantially all the assets of the Company. (b) To the extent the Depositary does not so amend this ADR or make a distribution to Holders to reflect any of the foregoing, or the net proceeds thereof, whatever cash, securities or property results from any of the foregoing shall constitute Deposited Securities and each ADS evidenced by this ADR shall automatically represent its pro rata interest in the Deposited Securities as then constituted. (c) Promptly upon the occurrence of any of the aforementioned changes affecting Deposited Securities, the Company shall notify the Depositary in writing of such occurrence and as soon as practicable after receipt of such notice from the Company, may instruct the Depositary to give notice thereof, at the Company's expense, to Holders in accordance with the provisions hereof. Upon receipt of such instruction, the Depositary shall give notice to the Holders in accordance with the terms thereof, as soon as reasonably practicable. (14) Exoneration. (a) The Depositary, the Company, and each of their respective directors, officers, employees, agents and affiliates and each of them shall: (i) incur or assume no liability (including, without limitation, to Holders or Beneficial Owners) (A) if any present or future law, rule, regulation, fiat, order or decree of the United Kingdom, the United States or any other country or jurisdiction, or of any

104296247.1 A-17 governmental or regulatory authority or any securities exchange or market or automated quotation system, the provisions of or governing any Deposited Securities or any securities issued or distributed by the Company or any offering or distribution thereof, any present or future provision of the Articles, any act of God, war, terrorism, epidemic, pandemic, nationalization, expropriation, currency restrictions, work stoppage, strike, civil unrest, revolutions, rebellions, explosions, cyber, ransomware or malware attack, computer failure or circumstance beyond its direct and immediate control shall prevent, forbid or delay, or shall cause any of them to be subject to any civil or criminal penalty in connection with, any act which the Deposit Agreement or this ADR provides shall be done or performed by it or them (including, without limitation, voting pursuant to paragraph (12) hereof), or (B) by reason of any non-performance or delay, caused as aforesaid, in the performance of any act or things which by the terms of the Deposit Agreement it is provided shall or may be done or performed or any exercise or failure to exercise any discretion given it in the Deposit Agreement or this ADR (including, without limitation, any failure to determine that any distribution or action may be lawful or reasonably practicable); (ii) incur or assume no liability (including, without limitation, to Holders or Beneficial Owners) except to perform its obligations to the extent they are specifically set forth in this ADR and the Deposit Agreement without gross negligence or willful misconduct and the Depositary shall not be a fiduciary or have any fiduciary duty to Holders or Beneficial Owners; (iii) in the case of the Depositary and its agents, be under no obligation to appear in, prosecute or defend any action, suit or other proceeding in respect of any Deposited Securities, the ADSs or this ADR; (iv) in the case of the Company and its agents hereunder be under no obligation to appear in, prosecute or defend any action, suit or other proceeding in respect of any Deposited Securities, the ADSs or this ADR, which in its opinion may involve it in expense or liability, unless indemnity satisfactory to it against all expense (including fees and disbursements of counsel) and liability be furnished as often as may be required; and (v) not be liable (including, without limitation, to Holders or Beneficial Owners) for any action or inaction by it in reliance upon the advice of or information from any legal counsel, any accountant, any person presenting Shares for deposit, any Holder, or any other person believed by it to be competent to give such advice or information and/or, in the case of the Depositary, the Company, and/or in the case of the Company, the Depositary. The Depositary shall not be liable for the acts or omissions made by, or the insolvency of, any securities depository, clearing agency or settlement system. (b) The Depositary. The Depositary shall not be responsible for, and shall incur no liability in connection with or arising from, the insolvency of any Custodian that is not a branch or affiliate of JPMorgan Chase Bank, N.A. The Depositary shall not have any liability for the price received in connection with any sale of securities, the timing thereof or any delay in action or omission to act nor shall it be responsible for any error or delay in action, omission to act, default or negligence on the part of the party so retained in connection with any such sale or proposed sale. Notwithstanding anything to the contrary contained in the Deposit Agreement (including the ADRs) and, subject to the further limitations set forth in

104296247.1 A-18 clause (o) of this paragraph (14), the Depositary shall not be responsible for, and shall incur no liability in connection with or arising from, any act or omission to act on the part of the Custodian except to the extent that any Holder has incurred liability directly as a result of the Custodian having (i) committed fraud or willful misconduct in the provision of custodial services to the Depositary or (ii) failed to use reasonable care in the provision of custodial services to the Depositary as determined in accordance with the standards prevailing in the jurisdiction in which the Custodian is located. (c) The Depositary, its agents and the Company may rely and shall be protected in acting upon any written notice, request, direction, instruction or document believed by them to be genuine and to have been signed, presented or given by the proper party or parties. (d) The Depositary shall be under no obligation to inform Holders or Beneficial Owners about the requirements of the laws, rules or regulations or any changes therein or thereto of the United Kingdom, the United States or any other country or jurisdiction or of any governmental or regulatory authority or any securities exchange or market or automated quotation system. (e) The Depositary and its agents will not be responsible for any failure to carry out any instructions to vote any of the Deposited Securities, for the manner in which any voting instructions are given, including instructions to give a discretionary proxy to a person designated by the Company, for the manner in which any vote is cast, including, without limitation, any vote cast by a person to whom the Depositary is instructed to grant a discretionary proxy pursuant to paragraph (12) hereof, or for the effect of any such vote. (f) The Depositary may rely upon instructions from the Company or its counsel in respect of any approval or license required for any currency conversion, transfer or distribution. (g) The Depositary and its agents may own and deal in any class of securities of the Company and its affiliates and in ADRs. (h) Notwithstanding anything to the contrary set forth in the Deposit Agreement or an ADR, the Depositary and its agents may fully respond to any and all demands or requests for information maintained by or on its behalf in connection with the Deposit Agreement, any Holder or Holders, any ADR or ADRs or otherwise related hereto or thereto to the extent such information is requested or required by or pursuant to any lawful authority, including without limitation laws, rules, regulations, administrative or judicial process, banking, securities or other regulators. (i) None of the Depositary, the Custodian or the Company, or any of their respective directors, officers, employees, agents or affiliates shall be liable for

104296247.1 A-19 the failure by any Holder or Beneficial Owner to obtain the benefits of credits or refunds of non-U.S. tax paid against such Holder's or Beneficial Owner's income tax liability. (j) The Depositary is under no obligation to provide the Holders and Beneficial Owners, or any of them, with any information about the tax status of the Company. None of the Depositary, the Custodian or the Company, or any of their respective directors, officers, employees, agents and affiliates, shall incur any liability for any tax or tax consequences that may be incurred by Holders or Beneficial Owners on account of their ownership or disposition of the ADRs or ADSs. (k) The Depositary shall not incur any liability for the content of any information submitted to it by or on behalf of the Company for distribution to the Holders or for any inaccuracy of any translation thereof, for any investment risk associated with acquiring an interest in the Deposited Securities, for the validity or worth of the Deposited Securities, for the credit-worthiness of any third party, for allowing any rights to lapse upon the terms of the Deposit Agreement or for the failure or timeliness of any notice from the Company. (l) Notwithstanding anything herein or in the Deposit Agreement to the contrary, the Depositary and the Custodian(s) may use third-party delivery services and providers of information regarding matters such as, but not limited to, pricing, proxy voting, corporate actions, class action litigation and other services in connection herewith and the Deposit Agreement, and use local agents to provide services such as, but not limited to, attendance at any meetings of security holders. Although the Depositary and the Custodian will use reasonable care (and cause their agents to use reasonable care) in the selection and retention of such third-party providers and local agents, they will not be responsible for any errors or omissions made by them in providing the relevant information or services. (m) The Depositary shall not be liable for any acts or omissions made by a successor depositary whether in connection with a previous act or omission of the Depositary or in connection with any matter arising wholly after the removal or resignation of the Depositary. (n) By holding an ADS or an interest therein, Holders and Beneficial Owners each acknowledge and agree that (i) such Holders and Beneficial Owners are not shareholders of the Company and have no direct rights of a shareholder against the Company, and that the rights attaching to the Shares represented by the ADSs, and the rights of the Company with respect to the Shares, are governed exclusively by the Articles and the laws of England, (ii) in connection with any matters against the Company, such Holders and Beneficial Owners shall be and are bound by the arbitration and exclusive jurisdiction provisions set out in Section 20 of the Deposit Agreement (as summarized in subparagraph (s) below), (iii) any legal suit, action or proceeding instituted by Holders or Beneficial Owners against or involving the

104296247.1 A-20 Depositary that does not include the Company as a codefendant or other party, arising out of or based upon this Deposit Agreement, the ADSs or the transactions contemplated herein or therein including any alleged violation of the U.S. federal securities laws, may only be instituted in a state or federal court in New York, New York, and by holding an ADS or an interest therein each irrevocably waives any objection which it may now or hereafter have to the laying of venue of any such proceeding, and irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action or proceeding, and (iv) the Depositary may institute any legal suit, action or proceeding against the Holders and/or Beneficial Owners in any state or federal court in New York, New York or any other court having jurisdiction, provided the Company is not included as a co-defendant or other party to such proceeding, and by holding an ADS or an interest therein each irrevocably waives any objection which it may now or hereafter have to the laying of venue of any such proceeding, and irrevocably submits to the exclusive jurisdiction of any and all such courts in any such suit, action or proceeding. (o) The Company has agreed to indemnify the Depositary and its agents under certain circumstances and the Depositary has agreed to indemnify the Company under certain circumstances. (p) Neither the Company, the Depositary nor any of their respective agents shall be liable to Holders or beneficial owners of interests in ADSs for any indirect, special, punitive or consequential damages (including, without limitation, legal fees and expenses) or lost profits, in each case of any form incurred by any person or entity, whether or not foreseeable and regardless of the type of action in which such a claim may be brought. (q) No provision of the Deposit Agreement or this ADR is intended to constitute a waiver or limitation of any rights which Holders or Beneficial Owners may have under the Securities Act of 1933 or the Securities Exchange Act of 1934, to the extent applicable. (r) Arbitration. The Company, the Depositary and each Holder shall be bound by the arbitration and exclusive jurisdiction provisions set forth in this subsection (b) in connection with any Share Dispute, as that term is defined in this paragraph 14(s): (i) The term “Share Dispute” is defined as any action, dispute, controversy, claim or cause of action (a) between the Company and Holders and/or owners of interests in ADSs or (b) between and directly involving as named parties each of the Company, the Depositary and one or more Holders and/or owners of interests in ADSs, in each case arising out of, or relating to, this Deposit Agreement, the ADSs or the ADRs or the transactions contemplated hereby

104296247.1 A-21 or thereby (whether in tort, in contract, under statute, including for the avoidance of doubt, any derivative claim thereunder, or otherwise), including any question regarding existence, validity, interpretation, breach or termination of the Deposit Agreement and any alleged violation of the U.S. federal securities laws. (ii) Any and all Share Disputes shall be finally and exclusively resolved by arbitration under the Rules of Arbitration rules of the International Chamber of Commerce (“ICC”) (the “ICC Rules”), as amended from time to time, which ICC Rules are deemed to be incorporated by reference into this Deposit Agreement. (iii) The arbitral tribunal (the “Tribunal”) shall consist of three arbitrators, to be appointed in accordance with the ICC Rules. 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. (iv) If any Share Dispute raises issues which are substantially the same as or connected with issues raised in a Share Dispute which has already been referred to arbitration (an “Existing Share Dispute”) or arises out of substantially the same facts as are the subject of an Existing Share Dispute (a “Related Share Dispute”), then the Tribunal appointed or to be appointed in respect of any such Existing Share Dispute shall also be appointed as the Tribunal in respect of any Related Share Dispute, save where the Tribunal considers such appointment would be inappropriate. (v) Where, pursuant to the above provisions, the same Tribunal has been appointed in relation to two or more Related Share Disputes, the Tribunal may order that the whole or part of the matters at issue shall be heard together upon such terms or conditions as the Tribunal thinks fit. (vi) The Tribunal shall have power to make such directions and any interim, partial or final awards as it considers just and desirable. The Tribunal, upon the request of a party to a Share Dispute, or another party which itself wishes to be joined in any reference to arbitration commenced in

104296247.1 A-22 accordance with this Clause, may join any party to the reference to arbitration proceedings and may make a single, final award determining all Share Disputes between them. (vii) Each of the parties to the Deposit Agreement hereby agrees to be joined to any reference to arbitration proceedings in relation to any Share Dispute at the request of a party to that Share Dispute, and to accept the joinder of a party requesting to be joined pursuant to this paragraph (14). (viii) The place of the arbitration shall be The Hague, The Netherlands. The language of the arbitration shall be English. (ix) Each person hereby waives, as far as permitted by law: (a) 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 (b) any right he or she may otherwise have under the laws of any jurisdiction to appeal or otherwise challenge the award, ruling or decision of the tribunal. (x) The governing law applicable to such Share Dispute, including the submission to arbitration and written arbitration agreement contained in or evidenced by the Articles, shall be the substantive law of England. (xi) If 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 in any jurisdiction determines that this arbitration provision is invalid or unenforceable in relation to any Share Dispute, the Company and the Holder or owner of interests in ADSs, in each case, irrevocably agree that any related proceeding, suit or action can only be brought in the courts of England and Wales and the governing law applicable to such proceedings shall be the substantive law of England. (t) Nothing in the Deposit Agreement or any ADR shall be construed to change or alter the Articles. The Company will make a copy of the Articles available to Holders upon request. (15) Resignation and Removal of Depositary; the Custodian.

104296247.1 A-23 (a) Resignation. The Depositary may resign as Depositary by written notice of its election to do so delivered to the Company, such resignation to take effect upon the appointment of a successor depositary and its acceptance of such appointment as provided in the Deposit Agreement. (b) Removal. The Depositary may at any time be removed by the Company by no less than 60 days' prior written notice of such removal, to become effective upon the later of (i) the 60th day after delivery of the notice to the Depositary and (ii) the appointment of a successor depositary and its acceptance of such appointment as provided in the Deposit Agreement. (c) The Custodian. The Depositary may appoint substitute or additional Custodians and the term "Custodian" refers to each Custodian or all Custodians as the context requires. (16) Amendment. Subject to the last sentence of paragraph (2) (Withdrawal of Deposited Securities), the ADRs and the Deposit Agreement may be amended by the Company and the Depositary, provided that any amendment that imposes or increases any fees, charges or expenses (other than stock transfer or other taxes and other governmental charges, transfer or registration fees, cable (including SWIFT, telex or facsimile transmission) costs, delivery costs or other such fees, charges or expenses), or that shall otherwise prejudice any substantial existing right of Holders or Beneficial Owners, shall become effective 30 days after notice of such amendment shall have been given to the Holders. Every Holder and Beneficial Owner at the time any amendment to the Deposit Agreement so becomes effective shall be deemed, by continuing to hold such ADR, to consent and agree to such amendment and to be bound by the Deposit Agreement as amended thereby. In no event shall any amendment impair the right of the Holder of any ADR to surrender such ADR and receive the Deposited Securities represented thereby, except in order to comply with mandatory provisions of applicable law. Any amendments or supplements that (i) are reasonably necessary (as agreed by the Company and the Depositary) in order for (a) the ADSs to be registered on Form F-6 under the Securities Act of 1933 or (b) the ADSs or Shares to be traded solely in electronic book-entry form and (ii) do not in either such case impose or increase any fees or charges to be borne by Holders, shall be deemed not to prejudice any substantial rights of Holders or Beneficial Owners. Notwithstanding the foregoing, if any governmental body or regulatory body should adopt new laws, rules or regulations or should there be changes to the Articles which would require amendment or supplement of the Deposit Agreement or the form of ADR to ensure compliance therewith, the Company and the Depositary may amend or supplement the Deposit Agreement and the ADR at any time in accordance with such changed laws, rules or regulations. Such amendment or supplement to the Deposit Agreement in such circumstances may become effective before a notice of such amendment or supplement is given to Holders or within any other period of time as required for compliance. Notice of any amendment to the Deposit Agreement or form

104296247.1 A-24 of ADRs shall not need to describe in detail the specific amendments effectuated thereby, and failure to describe the specific amendments in any such notice shall not render such notice invalid, provided, however, that, in each such case, the notice given to the Holders identifies a means for Holders and Beneficial Owners to retrieve or receive the text of such amendment (i.e., upon retrieval from the Commission's, the Depositary's or the Company's website or upon request from the Depositary). (17) Termination. The Depositary may, and shall at the written direction of the Company, terminate the Deposit Agreement and this ADR by mailing notice of such termination to the Holders at least 30 days prior to the date fixed in such notice for such termination; provided, however, if the Depositary shall have (i) resigned as Depositary hereunder, notice of such termination by the Depositary shall not be provided to Holders unless a successor depositary shall not be operating hereunder within 60 days of the date of such resignation, or (ii) been removed as Depositary hereunder, notice of such termination by the Depositary shall not be provided to Holders unless a successor depositary shall not be operating hereunder on the 60th day after the Company's notice of removal was first provided to the Depositary. Notwithstanding anything to the contrary herein, the Depositary may terminate the Deposit Agreement without notice to the Company, but subject to giving 30 days’ notice to the Holders, under the following circumstances: (i) in the event of the Company’s bankruptcy or insolvency, (ii) if the Shares cease to be listed on an internationally recognized stock exchange, (iii) if the Company effects (or will effect) a redemption of all or substantially all of the Deposited Securities, or a cash or share distribution representing a return of all or substantially all of the value of the Deposited Securities, or (iv) there occurs a merger, consolidation, sale of assets or other transaction as a result of which securities or other property are delivered in exchange for or in lieu of Deposited Securities. After the date so fixed for termination, the Depositary and its agents will perform no further acts under the Deposit Agreement and this ADR, except to receive and hold (or sell) distributions on Deposited Securities and deliver Deposited Securities being withdrawn. As soon as practicable after the date so fixed for termination, the Depositary shall use its reasonable efforts to sell the Deposited Securities and shall thereafter (as long as it may lawfully do so) hold in an account (which may be a segregated or unsegregated account) the net proceeds of such sales, together with any other cash then held by it under the Deposit Agreement, without liability for interest, in trust for the pro rata benefit of the Holders of ADRs not theretofore surrendered. After making such sale, the Depositary shall be discharged from all obligations in respect of the Deposit Agreement and this ADR, except to account for such net proceeds and other cash. After the date so fixed for termination, the Company shall be discharged from all obligations under the Deposit Agreement except for its obligations to the Depositary and its agents. (18) Appointment; Acknowledgements and Agreements. Each Holder and each Beneficial Owner, upon acceptance of any ADSs or ADRs (or any interest in any

104296247.1 A-25 of them) issued in accordance with the terms and conditions of the Deposit Agreement shall be deemed for all purposes to (a) be a party to and bound by the terms of the Deposit Agreement and the applicable ADR(s), (b) appoint the Depositary its attorney-in-fact, with full power to delegate, to act on its behalf and to take any and all actions contemplated in the Deposit Agreement and the applicable ADR(s), to adopt any and all procedures necessary to comply with applicable law and to take such action as the Depositary in its sole discretion may deem necessary or appropriate to carry out the purposes of the Deposit Agreement and the applicable ADR(s), the taking of such actions to be the conclusive determinant of the necessity and appropriateness thereof, and (c) acknowledge and agree that (i) nothing in the Deposit Agreement or any ADR shall give rise to a partnership or joint venture among the parties thereto nor establish a fiduciary or similar relationship among such parties, (ii) the Depositary, its divisions, branches and affiliates, and their respective agents, may from time to time be in the possession of non-public information about the Company, Holders, Beneficial Owners and/or their respective affiliates, (iii) the Depositary and its divisions, branches and affiliates may at any time have multiple banking relationships with the Company, Holders, Beneficial Owners and/or the affiliates of any of them, (iv) the Depositary and its divisions, branches and affiliates may, from time to time, be engaged in transactions in which parties adverse to the Company or the Holders or Beneficial Owners and/or their respective affiliates may have interests, (v) nothing contained in the Deposit Agreement or any ADR(s) shall (A) preclude the Depositary or any of its divisions, branches or affiliates from engaging in such transactions or establishing or maintaining such relationships, or (B) obligate the Depositary or any of its divisions, branches or affiliates to disclose such transactions or relationships or to account for any profit made or payment received in such transactions or relationships, (vi) the Depositary shall not be deemed to have knowledge of any information held by any branch, division or affiliate of the Depositary, and (vii) notice to a Holder shall be deemed, for all purposes of the Deposit Agreement and this ADR, to constitute notice to any and all Beneficial Owners of the ADSs evidenced by such Holder’s ADRs. For all purposes under the Deposit Agreement and this ADR, the Holder hereof shall be deemed to have all requisite authority to act on behalf of any and all Beneficial Owners of the ADSs evidenced by this ADR. (19) Waiver. EACH PARTY TO THE DEPOSIT AGREEMENT (INCLUDING, FOR AVOIDANCE OF DOUBT, EACH HOLDER AND BENEFICIAL OWNER OF, AND/OR HOLDER OF INTERESTS IN, ADSS OR ADRS) HEREBY IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY SUIT, ACTION OR PROCEEDING AGAINST THE DEPOSITARY AND/OR THE COMPANY DIRECTLY OR INDIRECTLY ARISING OUT OF, BASED ON OR RELATING IN ANY WAY TO THE SHARES OR OTHER DEPOSITED SECURITIES, THE ADSs OR THE ADRs, THE DEPOSIT AGREEMENT OR ANY TRANSACTION CONTEMPLATED HEREIN OR THEREIN, OR THE BREACH HEREOF OR THEREOF (WHETHER BASED ON CONTRACT, TORT, COMMON LAW OR ANY OTHER THEORY), INCLUDING, WITHOUT LIMITATION, ANY SUIT, ACTION, CLAIM OR PROCEEDING UNDER THE UNITED STATES FEDERAL SECURITIES LAWS. No

104296247.1 A-26 provision of the Deposit Agreement or this ADR is intended to constitute a waiver or limitation of any rights which a Holder or any Beneficial Owner may have under the Securities Act of 1933 or the Securities Exchange Act of 1934, to the extent applicable. (20) Elective Distributions in Cash or Shares. Whenever the Company shall declare a dividend to be payable at the election of the holders of Shares in cash or in additional Shares (each an “Elective Distribution”), the Company and the Depositary agree to consult with each other to determine if it is reasonably practicable to extend such Elective Distribution to Holders and on the terms and procedures thereof. In connection with each Elective Distribution, the Company shall furnish an opinion of U.S. counsel to the Company, which counsel and opinion shall be reasonably acceptable to the Depositary, to the effect that the Company may make the Elective Distribution available to Holders and the Depositary may extend such Elective Distribution to Holders in each case without registration under the Securities Act of 1933 of the Shares issued pursuant to such Elective Distribution, or, if such opinion has been previously furnished, a letter from such counsel stating that the opinion previously provided may be relied upon by the Depositary as if such opinion were dated and delivered to the Depositary as of the date of such letter. If the Company and the Depositary have agreed that it is reasonably practicable to extend the Elective Distribution to Holders and on the terms and procedures thereof, the Depositary shall, if the Company shall request in writing, make such Elective Distribution available to Holders on the terms and following such procedures as agreed with the Company. If an Elective Distribution is not extended to Holders, the Depositary shall, to the extent permitted by law, distribute to the Holders, on the basis of the same determination as is made in the local market in respect of the Shares for which no election is made, either (x) cash or (y) additional ADSs representing such additional Shares, in each case upon the terms described in paragraph (10) hereof. If an Elective Distribution is extended to Holders, the Depositary shall establish a record date in the manner described in paragraph (11) hereof and inform Holders of the procedures necessary to permit them to participate in such Elective Distribution. Unless otherwise agreed in writing by the Company and the Depositary, to the extent a Holder shall make an election with respect to an Elective Distribution, such election shall remain in full force and effect until such time as a notice revoking such election is received from such Holder (in which case the Holder will be treated as having elected to receive the default consideration) or a further election is received from such Holder or the Depositary notifies such Holder that the election previously received from such Holder ceases to be valid for further Elective Distributions. The Company shall assist the Depositary in establishing such procedures to the extent reasonably necessary. Subject to paragraph (7) hereof, if a Holder elects to receive the proposed dividend in cash or ADSs, the dividend shall be distributed upon the terms described in paragraph (10) hereof. If, at any time after an Elective Distribution, a Holder’s account is solely comprised of a fraction of an ADS, the Company may instruct the Depositary to sell or

104296247.1 A-27 dispose of such fractional ADS (or the Deposited Securities represented thereby) and to handle the net proceeds from such disposition and/or sale (after deduction of the costs and expenses of such sale) in the manner instructed by the Company, which may involve not delivering such net proceeds to the Holder. Holders are strongly encouraged to review the terms of the Elective Distribution and to consult with their tax advisors prior to taking any action which may result in their account solely comprising of a fractional ADS.

PROV 20-1 Restatement FINAL SHELL PROVIDENT FUND REGULATIONS AND TRUST AGREEMENT Dated as of September 1, 1939 REGULATIONS Reflects All Amendments Adopted Through September 25, 2020 TRUST AGREEMENT Reflects All Amendments Adopted Through September 25, 2020 Includes Amendments: PROV 20-1

PROV 20-1 Restatement FINAL i SHELL PROVIDENT FUND Index REGULATIONS Page PREAMBLE 1 REGULATIONS 2 ARTICLE 1 2 GENERAL PROVISIONS 2 1.1 Fund Name. 2 1.2 Object of Fund. 2 1.3 Section 404(c) Plan. 2 1.4 Due Diligence Responsibility. 2 1.5 Administration. 2 1.6 Remuneration. 2 1.7 Derivation of Assets of the Fund. 2 ARTICLE 2 2 DEFINITIONS AND CONSTRUCTION 2 2.1 Definitions. 2 2.2 Affiliated Company Defined. 21 2.3 Headings and References. 22 2.4 Number and Gender. 22 2.5 Construction. 22 ARTICLE 3 22 MEMBERSHIP PROVISIONS 22 3.1 Admission to Membership in General. 22 3.2 Termination of Employment; Reemployment. 22 3.3 Member as a Beneficiary. 22 3.4 No Contract of Employment. 22 ARTICLE 4 22 SERVICE CREDITING 22 4.1 General Service Crediting Rules. 22 4.2 Service Records; Certain Predecessor Employers. 23 4.3 Service with 1% and 25% Affiliated Companies. 24 4.4 Participation Service Credit for Service with 80% Affiliated Companies. 24 4.5 Service Credit Related to Certain Business Transactions. 24 4.6 Provisions Applicable to Former Leased Employees. 25 ARTICLE 5 25 MEMBER CONTRIBUTIONS 25 5.1 Member Contributions in General; Changes to Contributions. 25 5.2 Automatic Contribution Arrangement. 26 5.3 Testing Limitations on Contributions. 26 5.4 Limitations Related to Hardship Withdrawals. 26 5.5 Annual Limits on Member Elective Deferrals and Member After-Tax Contributions. 26 5.6 Timing of Member Contributions; Correction of Delayed Member Contributions and Repayments. 27 5.7 Catch-Up Contributions. 27

PROV 20-1 Restatement FINAL ii ARTICLE 6 27 COMPANY CONTRIBUTIONS 27 6.1 Company Contributions in General. 27 6.2 Contribution Additions for Administration Expenses. 27 6.3 No Earnings or Profits Required. 28 6.4 Deductibility of Contributions. 28 6.5 Use of Certain Forfeitures. 28 6.6 Contributions to Satisfy Nondiscrimination Requirements. 28 6.7 Correction of Delayed Company Contributions. 29 ARTICLE 7 29 LIMITATION ON CONTRIBUTIONS 29 7.1 Excess Deferral Limit. 29 7.2 Distribution of Excess Deferral Amounts. 29 7.3 Annual Additions Limit. 30 7.4 Excess Annual Additions. 30 7.5 Notice of Limitation issue. 30 7.6 Aggregation of Plans. 30 ARTICLE 8 31 INVESTMENT FUNDS 31 8.1 Authority to Establish Investment Offerings. 31 8.2 Investment Funds. 31 8.4 Valuation and Accounting. 31 8.5 Investment Manager. 32 8.6 Distributions In-Kind. 32 8.7 Managed Accounts. 32 8.8 Brokerage Window. 33 ARTICLE 9 33 MEMBER DIRECTIONS 33 9.1 Investment Directions. 33 9.2 Investment Transfers; Default Funds. 34 9.3 Conditions. 35 9.4 Responsibility for Following-up on Investment Direction Execution. 35 ARTICLE 10 35 MEMBER WITHDRAWALS 35 10.1 General Withdrawal Restrictions and Provisions. 35 10.2 Withdrawals of Member After-Tax Contributions. 36 10.3 Age 59½ Withdrawals. 36 10.4 Withdrawals of Prior Plan Vested Match. 36 10.5 Withdrawals of Prior Plan Employer Contributions. 36 10.6 Hardship Withdrawals. 36 ARTICLE 11 38 LOANS 38 11.1 Eligible Borrowers. 38 11.2 Requests for Loans to the Plan Administrator. 38 11.3 Administration of the Loan Program. 38 11.4 Late or missed payments. 41 11.5 Status. 42 11.6 Discontinued Payroll Deduction Due to Hardship. 42 ARTICLE 12 42 DISTRIBUTIONS AND DESIGNATION OF BENEFICIARY 42

PROV 20-1 Restatement FINAL iii 12.1 Beneficiary Designation. 42 12.2 Effective Date of Beneficiary Designation. 43 12.3 Beneficiary Designation and Spousal Consent. 43 12.4 Distribution after Termination of Service. 44 12.5 Normal Form of Benefit. 44 12.6 Deferrals and VPOs. 44 12.7 QDROs. 46 12.8 Legal Disability. 46 ARTICLE 13 46 DIRECT ROLLOVERS 46 13.1 Rollovers from the Fund. 46 13.2 Rollovers to the Fund. 46 13.3 Representations. 47 ARTICLE 14 47 TRANSFERRED ASSETS 47 14.1 Right to Transfer Assets to this Fund. 47 14.2 Transferred Asset Accounts. 47 ARTICLE 15 48 STATEMENT OF ACCOUNT 48 15.1 Periodic Statements. 48 15.2 Amounts Standing to the Credit of a Participant. 48 ARTICLE 16 48 COMMUNICATIONS 48 ARTICLE 17 49 CESSATION OF MEMBER COMPANY PARTICIPATION 49 ARTICLE 18 49 AMENDMENTS TO TRUST AGREEMENT AND REGULATIONS 49 ARTICLE 19 49 MEMBER’S NONFORFEITABLE INTEREST 49 ARTICLE 20 49 CLAIMS PROCEDURE 49 20.1 Claim for Benefits. 49 20.2 Appeals. 50 20.3 Review Board. 50 20.4 Extension for Providing Necessary Information. 50 20.5 Validating Representative of Claimant. 51 20.6 Mandatory Use of Claims Procedure; Waiver of Claims; Forum and Venue. 51 20.7 Plan Administrator. 51 ARTICLE 21 51 PLAN ADMINISTRATOR - APPOINTMENT & DUTIES 51 21.1 Trustees and Plan Administrator. 51 21.2 Allocation of Fiduciary Responsibilities. 51 21.3 Powers and Duties of the Plan Administrator. 52 21.4 No Bond Required. 52 21.5 Delegation of Authorities. 52 21.6 Authorities and Responsibilities of Shell Oil Company. 53 21.7 Authorities and Responsibilities of the Trustees. 53

PROV 20-1 Restatement FINAL iv 21.8 Discretion with Respect to Awards and Settlements. 53 21.9 Scrivener’s Error. 53 ARTICLE 22 53 TOP-HEAVY RULES 53 22.1 Operation of Article. 53 22.2 Determination of Top-Heavy Status. 53 22.3 Annual Compensation Limit. 54 22.4 Top-Heavy Contribution. 54 22.5 Modification of Top-Heavy Rules. 54 ARTICLE 23 54 NONDISCRIMINATION TEST FOR MEMBER CONTRIBUTIONS 54 23.1 ADP Limit. 54 23.2 Reduction of Member Elective Deferrals to Comply with ADP Limit. 55 23.3 Distribution of Excess Contributions. 55 23.4 ACP Limit. 56 23.5 Reduction of Member After-Tax Contributions to Comply with ACP Limit. 57 23.6 Distribution of Excess Aggregate Contributions. 57 23.7 General 401(a)(4) Test. 58 ARTICLE 24 58 MILITARY SERVICE AND HEART ACT REQUIREMENTS 58 ARTICLE 25 59 MINIMUM DISTRIBUTION REQUIREMENTS 59 25.1 General Rules. 59 25.2 Time and Manner of Distribution. 59 25.3 Required Minimum Distributions During Participant’s Lifetime. 60 25.4 Required Minimum Distributions After Participant’s Death. 60 25.5 Required Minimum Distributions during Distribution Calendar Years. 61 25.6 Election to Allow Designated Beneficiaries to Elect 5-Year Rule. 61 25.7 Election to Allow Designated Beneficiary Receiving Distributions Under the 5-Year Rule to Elect Life Expectancy Distributions. 61 25.8 Special Rules for MRD Suspension in 2009. 61 ARTICLE 26 62 RECOUPMENT 62 26.1 Mistakes in Calculation and/or Payment. 62 26.2 Obligation to Cooperate Fully. 62 26.3 Offset Authority. 62 26.4 Exceptions to Recoupment Efforts. 62 ARTICLE 27 62 ROTH ELECTIVE DEFERRALS 62 27.1 General Application. 62 27.2 Separate Accounting. 63 ARTICLE 28 63 ROTH IN-PLAN CONVERSION 63 28.1 Roth-In Plan Conversion in General. 63 28.2 Crediting of Roth-In Plan Conversion Amounts. 63 28.3 Separate Accounting. 64 28.4 Withdrawal Rights. 64 28.5 Investment of Roth In-Plan Conversion Amounts. 64

PROV 20-1 Restatement FINAL v SCHEDULE A 65 CONTRIBUTING COMPANIES 65 SCHEDULE B 66 SPECIAL RULES APPLICABLE TO CERTAIN GROUPS OF PARTICIPANTS 66 SCHEDULE B-1 67 TRANSFER OF FUNDS FROM THE SHELL EMPLOYEE STOCK OWNERSHIP PLAN 67 SCHEDULE B-2 68 ROLLOVER OF DISTRIBUTED FUNDS FROM KERNRIDGE SAVINGS PLAN 68 SCHEDULE B-3 69 ASSETS TRANSFERRED FROM THE SIEMENS SAVINGS PLAN 69 SCHEDULE B-4 70 MERGER OF CRI GROUP SAVINGS AND PROFIT SHARING PLANS 70 SCHEDULE B-5 71 GRANT OF PAST SERVICE CREDIT TO WILLOW ISLAND EMPLOYEES 71 SCHEDULE B-6 72 GRANT OF PAST SERVICE CREDIT TO ALLIANCE COMPANY EMPLOYEES 72 SCHEDULE B-7 73 ASSETS TRANSFERRED FROM THE PENNZOIL-QUAKER STATE COMPANY SAVINGS AND INVESTMENT PLAN AND THE PENNZOIL-QUAKER STATE COMPANY SAVINGS AND INVESTMENT PLAN FOR HOURLY EMPLOYEES 73 SCHEDULE B-8 74 MERGER OF SHELL TRADING SAVINGS PLAN 74 SCHEDULE B-9 75 GRANT OF PAST SERVICE CREDIT TO PQS COMPANY EMPLOYEES AND JLI COMPANY EMPLOYEES 75 SCHEDULE B-10 76 MERGER OF SHELL PAY DEFERRAL INVESTMENT FUND 76 SCHEDULE B-11 77 MERGER OF THE PENNZOIL-QUAKER STATE COMPANY SAVINGS AND INVESTMENT PLAN 77 SCHEDULE B-12 78 GRANT OF PAST SERVICE CREDIT TO EAST RESOURCES MANAGEMENT, LLC EMPLOYEES 78 SCHEDULE B-13 79 MERGER OF THE EAST RESOURCES RETIREMENT SAVINGS PLAN 79 SCHEDULE B-14 80 GRANT OF PAST SERVICE CREDIT TO CHESAPEAKE EXPLORATION, L.L.C. EMPLOYEES 80 SCHEDULE B-15 81 BG Group plc Acquisition and Merger of the BG US Services, Inc. Savings and Investment Plan 81 SCHEDULE B-16 82

PROV 20-1 Restatement FINAL vi Motiva Joint Venture Separation and Trust-to-Trust Transfer 82 SCHEDULE C 83 [RESERVED] 83 SCHEDULE D 84 SPECIAL VESTING PROVISIONS 84 SCHEDULE E 87 SPECIAL COMPENSATION RULES 87 SCHEDULE F 88 Part One 88 Part Two 88 SCHEDULE G 89 Part One 89 Part Two 89 SHELL PROVIDENT FUND 90 TRUST AGREEMENT 90 SECTION I 90 ADOPTION OF THE PLAN, CREATION OF THE TRUST, AND DESIGNATION OF THE TRUSTEES 90 SECTION II 91 ACCEPTANCE OF THE TRUST 91 SECTION III 91 ADMINISTRATION 91 SECTION IV 91 CONTRIBUTIONS TO THE FUND 91 SECTION V 91 DISPOSITION OF FUNDS 91 SECTION VI 92 INVESTMENT OF FUNDS 92 SECTION VII 93 DELEGATION OF POWERS 93 SECTION VIII 93 BORROWING MONEY 93 SECTION IX 94 COMPENSATION AND EXPENSES 94 SECTION X 94 DISCHARGE OF DUTIES BY TRUSTEES 94 SECTION XI 95 COMPROMISE OF CLAIMS 95

PROV 20-1 Restatement FINAL vii SECTION XII 96 INTERPRETATION OF PROVISIONS: DETERMINATION OF CONTROVERSIES 96 SECTION XIII 96 ADDITIONAL COMPANIES 96 SECTION XIV 96 RESIGNATION OR REMOVAL OF TRUSTEES 96 SECTION XV 97 TERMINATION OF PARTICIPATION IN THE FUND 97 SECTION XVI 97 DISPOSITION OF CORPUS OR INCOME: DURATION 97 SECTION XVII 97 AMENDMENT OF TRUST AGREEMENT AND REGULATIONS 97 SECTION XVIII 97 NON-ALIENATION OF RIGHTS 97 SECTION XIX 98 MERGER OR CONSOLIDATION OF FUND 98 SECTION XX 98 EXECUTION, DELIVERY, AND INVALIDITY 98

PROV 20-1 Restatement FINAL 1 SHELL PROVIDENT FUND PREAMBLE The Shell Provident Fund was established by a Trust Agreement dated as of September 1, 1939, and as amended through September 25, 2020, between the Contributing Companies listed in Schedule A to the Regulations and the Trustees designated in the Trust Agreement. Except as otherwise noted, the effective date of the Fund is the date recited in this Preamble, that being the date on which the provisions of these amended Regulations are effective. The provisions of the amended Regulations shall apply to any Participants and Beneficiaries, and to any benefits accruing, on or after such effective date. Benefits which accrued prior to the effective date are as reflected in prior versions of the Regulations, but they shall continue to be subject to the limits contained herein.

PROV 20-1 Restatement FINAL 2 REGULATIONS ARTICLE 1 GENERAL PROVISIONS 1.1 Fund Name. The Fund bears the name SHELL PROVIDENT FUND. 1.2 Object of Fund. The object of the Fund is to accumulate for the benefit of the Employees who become Members, as hereinafter provided, certain sums primarily as a provision for themselves after retirement from service. 1.3 Section 404(c) Plan. The Fund is intended to constitute a plan described in section 404(c) of the Employee Retirement Income Security Act of 1974, as amended, and Title 29 of the Code of Federal Regulations Section 2550.404c-1. The Fiduciaries of the Fund may be relieved of liability for any losses which are the direct and necessary result of investment instructions given by Participants and Beneficiaries. 1.4 Due Diligence Responsibility. The Contributing Companies shall have no responsibility for overseeing or monitoring the Investment Offerings. The Trustees shall have responsibility for overseeing and monitoring the Investment Offerings which are “designated investment alternatives” under the Plan, within the meaning of Section 404(c) of ERISA and the applicable regulations and other guidance of general applicability issued thereunder. The Trustees shall have no responsibility for overseeing or monitoring investments that are available through a brokerage window or similar structure or that are otherwise not such “designated investment alternatives.” Each Participant and each Beneficiary shall have the sole responsibility for deciding to buy, sell, or hold Investment Offerings for his or her Account and the sole responsibility for determining whether any Investment Offerings in said Account provide acceptable risk and return characteristics and are otherwise consistent with his or her investment objectives. Participants and Beneficiaries who fail to give timely investment directions may be deemed to have given directions to invest in the Default Fund in accordance with the further provisions of these Regulations. 1.5 Administration. The Fund is a trust administered by Trustees designated by Shell Oil Company and the Plan Administrator designated by the Trustees of the Fund, but the Trustees may act through an Investment Manager when action by an Investment Manager is permitted or specified by these Regulations or by the Trust Agreement. 1.6 Remuneration. The Trustees and the Plan Administrator shall not receive any remuneration from the Fund. 1.7 Derivation of Assets of the Fund. The assets of the Fund shall be derived from: (a) the contributions of the Contributing Companies and the payments of the Participants (including rollovers and trust-to- trust transfers) in accordance with the Regulations; and (b) interest, dividends, and other income. ARTICLE 2 DEFINITIONS AND CONSTRUCTION 2.1 Definitions. The following terms, as used in the Regulations and Trust Agreement, shall have the meanings set forth below, except that terms used in the Schedules to the Regulations shall have the meanings set forth in the respective Schedules unless the context clearly indicates otherwise. “1% Affiliated Company” shall mean the same as Affiliated Company in Section 2.2 of the Regulations, except that the phrase “more than 1 percent” shall be substituted for the phrase “more than 50 percent.”

PROV 20-1 Restatement FINAL 3 “25% Affiliated Company” shall mean the same as Affiliated Company in Section 2.2 of the Regulations, except that the phrase “more than 25 percent” shall be substituted for the phrase “more than 50 percent.” “415 Compensation” (a) shall include: (1) The Member’s wages, salaries, fees for professional services and other amounts received for personal services actually rendered in the course of employment with an Employing Company or Affiliated Company to the extent that the amounts are includible in gross income (or to the extent amounts would have been received and includible in gross income but for an election under Sections 125(a), 132(f)(4), 402(e)(3), 402(h)(1)(B), 402(k), or 457(b) of the Code (including, but not limited to, commissions paid to salespersons, compensation for services on the basis of a percentage of profits, commissions on insurance premiums, tips, and bonuses); (2) For purposes of (1) above, earned income from sources outside the United States (as defined in Section 911(b) of the Code), whether or not excludable from gross income under Section 911 of the Code or deductible under Section 913 of the Code; (3) Amounts described in Sections 104(a)(3), 105(a), and 105(h) of the Code, but only to the extent that these amounts are includable in the gross income of the Member; (4) Amounts paid or reimbursed by an Employing Company or Affiliated Company for moving expenses incurred by a Member, but only to the extent that these amounts are not deductible by the Member under Section 217 of the Code; (5) The value of a non-qualified stock option (which is an option other than a statutory option as defined in Section 1.421-1(b) of the Treasury Regulations) granted to a Member by the Employing Company or Affiliated Company, but only to the extent that the value of the option is includable in the gross income of the Member for the taxable year in which granted; (6) The amount includable in the gross income of an Member upon making the election described in Section 83(b) of the Code; and (7) Amounts that are includible in the gross income of the Member under the rules of Section 409A of the Code or because the amounts are constructively received by the Member. (b) 415 Compensation shall not include items such as: (1) Contributions (other than elective contributions described in Sections 402(e)(3), 408(k)(6), 408(p)(2)(A)(i), or 457(b) of the Code) made by an Employing Company or Affiliated Company to a plan of deferred compensation to the extent that, before the application of the limitations of Section 415 of the Code to that plan, the contributions are not includable in the gross income of the Member for the taxable year in which contributed; (2) Any distributions from a plan of deferred compensation, regardless of whether such amounts are includable in the gross income of the Member when distributed,

PROV 20-1 Restatement FINAL 4 with the exception of any amounts received by a Member pursuant to an unfunded non-qualified plan, which amounts may be considered as compensation in the year such amounts are includable in the gross income of the Member; (3) Amounts realized from the exercise of a nonstatutory option (which is an option other than statutory option as defined in Section 1.421-1(b) of the Treasury Regulations), or when restricted stock (or property) held by a Member either becomes freely transferable or is no longer subject to a substantial risk of forfeiture as defined within the meaning of Section 83 of the Code and the regulations thereunder; (4) Amounts realized from the sale, exchange or other disposition of stock acquired under a qualified stock option; (5) Other amounts which receive special tax benefits, such as premiums for group term life insurance (but only to the extent that the premiums are not includable in the gross income of the Member and are not salary reduction amounts that are described in Section 125 of the Code); and (6) Other items of remuneration that are similar to items 1 through 4 listed directly above. (c) 415 Compensation shall not include amounts otherwise includible pursuant to the above but paid after the Member’s severance from employment with the Employing Company or Affiliated Company. Notwithstanding the above, 415 Compensation does not exclude amounts paid to a Member that does not currently perform services for the Employing Company or Affiliated Company because of qualified military service, nor amounts paid as compensation to a Member that is permanently and totally disabled provided that such compensation is continued for a determinable or fixed period for all such disabled Members. Moreover, 415 Compensation shall include payments made after the Member’s severance from employment with the Employing Company or Affiliated Company but by the later of 2½ months after the Member’s severance from employment with the Employing Company or Affiliated Company, or the end of the year that includes the date of the Member’s severance from employment with the Employing Company or Affiliated Company, which are attributable to any of the following: (1) payments for services during or outside of the Member’s regular working hours (such as overtime pay, commissions, bonuses, or other similar payments) that would have been paid to the Member prior to a severance from employment if the Member had continued in employment with the Employing Company or Affiliated Company; (2) payments of unused accrued bona fide sick, vacation, or other leave, that the Member would have been able to use if employment had continued with the Employing Company or Affiliated Company; or (3) payments received by a Member pursuant to a nonqualified unfunded deferred compensation plan, but only if the payment would have been paid to the Member at the same time if the Member had continued employment with the Employing Company or Affiliated Company and only to the extent that the payment is includible in the Member’s gross income. (d) 415 Compensation for a year shall not exceed the limit under Section 401(a)(17) of the Code that applies to such year.

PROV 20-1 Restatement FINAL 5 “Account” shall mean the sum of assets credited to a Participant or an Alternate Payee or other Present Interest Beneficiary in Investment Offerings held in the Fund under the terms of the Regulations. “Accountholder,” with respect to an Account, shall mean a Participant or an Alternate Payee or other Present Interest Beneficiary with rights of possession over assets in the Account. “Accredited Service” shall mean the period of service described in Article 4 of the Regulations. “Active Employee” shall mean an active Employee of a Contributing Company. “Actual Contribution Percentage,” for each Plan Year for a given Eligible Employee, shall mean the ratio (expressed as a percentage) of (a) the amount of Member After-Tax Contributions (excluding amounts as determined under Treasury Regulation 1.401(m)-2(a)(5)) by the Eligible Employee for the Plan Year, to (b) the Eligible Employee’s Testing Compensation for such Plan Year. “Actual Deferral Percentage,” for each Plan Year for a given Eligible Employee, shall mean the ratio (expressed as a percentage) of (a) the amount of Member Elective Deferrals (excluding amounts as determined under Treasury Regulation 1.401(k)-2(a)(5)) paid to the Fund on behalf of the Eligible Employee for the Plan Year, to (b) the Eligible Employee’s Testing Compensation for such Plan Year. “ACP Limit” shall mean the Average Actual Contribution Percentage limitation under Section 23.4 of the Regulations. “ADP Limit” shall mean the Average Actual Deferral Percentage limitation under Section 23.1 of the Regulations. “Affiliated Company” shall have the meaning set out in Section 2.2 of the Regulations. “After-Tax Rollover Subaccount” shall mean that portion of an Account consisting of: (a)(1) after-tax contributions transferred to the Fund in a rollover transaction from one or more Eligible Retirement Plans (other than individual retirement accounts); and (2) after-tax rollover contributions under one or more qualified Eligible Retirement Plans (other than individual retirement accounts) merged into the Fund; and (b) such Subaccount’s allocable portion of net gains and losses. “Alternate Payee” shall mean: (a) an “alternate payee,” within the meaning of Section 206(d)(3)(K) of ERISA, who is the spouse or former spouse of a Participant; or (b) an individual (1) who would be an “alternate payee,” within the meaning of Section 206(d)(3)(K) of ERISA, of a Beneficiary if the Beneficiary were a Participant, and (2) who is the spouse or former spouse of that Beneficiary. “Annual Additions” shall mean the sum for any Plan Year of Contributions to the Fund and employer contributions and employee contributions to other defined contribution plans of the Affiliated Companies; however, it shall not include Restorative Payments allocated to a Member’s account. “Annual Compensation Limit” for Plan Years beginning after December 31, 2014, shall mean $265,000 as adjusted for cost-of-living increases in accordance with Section 401(a)(17)(B) of the Code. “Automatic Enrollment Date” shall mean the 45th day following the Member’s date of hire or rehire, or such later day that is at least 40 days from the date that the notice for newly hired and rehired Members described in Section 5.2 of the Regulations is generated to such Member. “Average Actual Contribution Percentage” shall mean for a specified group of Eligible Employees, for each Plan Year, the average of the Actual Contribution Percentages calculated separately for each Eligible Employee in such group.

PROV 20-1 Restatement FINAL 6 “Average Actual Deferral Percentage” shall mean for a specified group of Eligible Employees, for each Plan Year, the average of the Actual Deferral Percentages calculated separately for each Eligible Employee in such group. “Base Pay” shall mean that portion of a Member’s Compensation that is not attributable to a variable pay program or an incentive compensation program established and maintained by a Contributing Company. “Beneficiary” shall mean a person who is or may become entitled to all or a portion of an Account by virtue of being (a) designated by the Participant, Alternate Payee, or Present Interest Beneficiary who is the Accountholder and who, in the case of a Participant’s designating a non-spousal beneficiary, has obtained the consent of the surviving spouse; (b) the surviving spouse of the Accountholder if there is no person designated by the Participant, Alternate Payee, or Present Interest Beneficiary who is the Accountholder, or if the surviving spouse of a Participant fails to consent to the Participant’s designation of a non-spousal beneficiary in the manner provided in Article 12; (c) the estate if there is no person designated by, and no surviving spouse of, the Participant, Alternate Payee, or Present Interest Beneficiary who is the Accountholder; or (d) Alternate Payee of a Participant, Alternate Payee, or Present Interest Beneficiary who is the Accountholder; provided, however, that the only Beneficiaries entitled to give investment directions during the life of an Accountholder are Alternate Payees of that Accountholder. “Beneficiary Borrower” shall have the meaning set out in Section 11.4 of the Regulations. “Borrowers” shall mean Participants and Present Interest Beneficiaries eligible to make a loan under the terms of Article 11 of the Regulations. “Brokerage Window” shall mean the self-directed brokerage window or similar structure Investment Offering selected by the Trustees, if any. “Code” shall mean the Internal Revenue Code of 1986, as amended. “Company Contributions” shall mean contributions made to the Fund by the Employing Companies pursuant to Article 6 of the Regulations. “Company Contribution Subaccount” shall mean that portion of a Member’s Account consisting of: (a)(1) Company Contributions; (2) company contributions transferred to the Fund in a trust-to-trust transfer from one or more qualified plans that do not allow for in-service distribution of such assets before the Member attains age 59½; (3) company contributions under one or more qualified plans merged into the Fund which plans do not allow for in-service distributions of such assets before the Member attains age 59½; and (b) such Subaccount’s allocable portion of net gains and losses. “Compensation” shall mean, with respect to a Member, his net compensation (without taking into account: overtime; extended work week; premium remuneration, including premiums that a Member may receive, if any, as a result of a temporary assignment to a foreign work location; any amounts of host country base salary a Member receives while on an assignment to a foreign work location that are in excess of the Member’s U.S./pensionable base salary maintained in the records of the Member’s Employing Company; bonuses; special allowances for living expenses, dwelling, medical assistance, or the like; or any transition payment made in connection with the Contributing Companies’ 1994-1995 salary programs) and, compensation shall include contributions made by a Contributing Company (or on its behalf by an affiliated corporation as defined within the meaning of Section 1504 of the Code), to a Member’s account pursuant to such Member’s designation or salary deferral election, with a plan which satisfies the requirements of Section 125, Section 132(f), or Section 401(k) of the Code which plan the Contributing Company may adopt, to the extent such amounts, if not so designated or elected by the Member, would be included in his compensation. Compensation shall not include:

PROV 20-1 Restatement FINAL 7 (a) any amount paid under the Pennzoil-Quaker State Company Change in Control Retention/Severance Plan; (b) any amount of severance pay or payments for accrued vacation received after a Member separates from service from the Employer (and any Affiliated Company); or (c) any amount of severance pay or payments for accrued vacation received as, or before, a Member separates from service from the Employer (and any Affiliated Company) if such amount is not paid for a period of approved absence from work; and any such amounts shall be disregarded for all purposes under this Plan. Notwithstanding anything in this Article to the contrary, Compensation of a Member shall include amounts for certain groups of Members as set forth in Schedule E, payments made after December 31, 1994, and prior to January 1, 2003, under the incentive compensation plans as listed in Part One of Schedule G and payments made on or after January 1, 2003, under a variable pay program (sometimes also referred to as an incentive compensation program) established and maintained by a Contributing Company and not listed on Part Two of Schedule G, provided the payments were either received before termination of service from all Affiliated Companies or, in the case of payments made on or after September 30, 2003, recorded as soon as administratively feasible following such termination of service, and provided, further the payments were not deferred from a prior year. For purposes of the preceding sentence, “Affiliated Company” shall be as defined in Section 2.2 of the Regulations without regard to the second sentence of that definition. Compensation shall also include payments for hours in excess of forty hours per week, which payments are related to the 2002 plan year incentive compensation programs of Equilon Enterprises LLC d/b/a Shell Oil Products US (SOPUS), including Equilon Pipeline Company LLC, and Motiva Enterprises LLC, paid in March 2003 to hourly Employees employed by SOPUS, Shell Pipeline Company LP, or Motiva Company, but only to the extent such payments are not otherwise already included as Compensation. Compensation shall also include payments for hours in excess of forty hours per week where such hours are part of an established normal work schedule of more than forty hours per week, paid in March 2004 to hourly Employees then employed at the Port Arthur, Texas and Delaware City, Delaware refineries and related to the 2003 plan year incentive compensation program of Motiva Company, but only to the extent such payments are not otherwise already included in Compensation. Commissions shall be considered a part of a Member’s compensation when paid in addition to a fixed basic wage or salary. The compensation of a Member shall also include payments made to him under a disability benefit plan of a Contributing Company, and Contributions shall be based on an amount equivalent to the disability benefit payments the Member would have received had there been no reduction for amounts received under a worker’s compensation, or similar law (which, under the terms of any such disability benefit plan, are deducted from the benefit payments under such plan) to the extent permitted by law. Compensation shall not exceed the following: the sum of 415 Compensation and any amount which is contributed by the Contributing Company pursuant to a salary reduction agreement and which is not includable in a Member’s gross income by reason of the application of Section 125 of the Code relating to cafeteria plans, Section 132(f)(4) of the Code relating to qualified transportation fringe benefits, or Section 402(e)(3) of the Code relating to cash or deferred arrange- ments. Compensation, for purposes of determining contributions by or on behalf of a Member whose hourly rate of pay is established at a specified rate solely by reason of being assigned to an established normal work schedule that includes hours in excess of eight (8) hours per workday, shall be determined by application of a factor that will result in such Member’s compensation (for such purposes) being the same as if his hourly rate had not been so established. In addition to other applicable limitations set forth in the Fund, and notwithstanding any other provision of the Fund to the contrary, for Plan Years beginning on or after January 1, 1994, the Compensation of each Member taken into account under the Fund for a Plan Year shall not exceed the Annual Compensation Limit for that Plan Year. For purposes of applying the Annual Compensation Limit, payments of Compensation made to a Member during the portion of the Plan Year that such Member was qualified to participate in the Fund are accumulated beginning with the earliest payments of Compensation made, and Member Contributions and Employer Contributions into the Fund will cease at the time that the Annual Compensation Limit is reached for the remainder of the Plan Year.

PROV 20-1 Restatement FINAL 8 “Conduit IRA” shall mean an individual retirement account described in Section 408(a) of the Code, provided that all amounts in said individual retirement account (including earnings) are attributable to rollover contributions received from the Fund or another qualified plan sponsored by an employer that also sponsored the Fund or the Coral Energy Services, LLC Savings Plan at the time the rollover contributions were received by the individual retirement account. “Contributing Company” shall mean Shell Oil Company and the other Contributing Companies that have joined the Fund in accordance with the provisions of the Trust Agreement and the Regulations and, subject to the approval of the Trustees, other Affiliated Companies that may join the Fund. “Contribution Addition” shall mean a contribution to reimburse the Fund for administration expenses where the Plan Administrator, based on all relevant facts and circumstances, requests reimbursement, and the Contributing Company determines the administration expenses are not appropriate for recovery from certain Accounts. “Contributions” shall mean Company Contributions and Member Contributions. “Controlled Group Company” shall mean: (a) a corporation, with the exception of the Contributing Company, which is a member of a controlled group of corporations (within the meaning of Section 1563(a) of the Code, determined without regard to Sections 1563(a)(4) and (e)(3)(C) thereof) which includes the Contributing Company; (b) any trade or business (whether or not incorporated), with the exception of the Contributing Company, which is under common control (as defined in Section 414(c), as modified by Section 415(h), of the Code and regulations thereunder) with such Contributing Company; (c) any organization (whether or not incorporated), with the exception of the Contributing Company, which is a member of an affiliated service group (as defined in Section 414(m) of the Code) which includes the Contributing Company; and (d) any other entity required to be aggregated with the Contributing Company pursuant to regulations under Section 414(o) of the Code. “Cure Period” shall have the meaning set out in Section 11.4 of the Regulations. “Default Fund,” with respect to each Participant who fails to make a valid investment direction or who has no valid investment direction on file, shall mean, except as provided hereinbelow, the Investment Offering in which Contributions, rollovers to the Fund, loan repayments, and restored forfeitures shall be invested based on the Participant’s date of birth as designated by the Trustees; provided, however, that (a) the Trustees shall designate an Investment Offering as the Default Fund in the event that a Participant’s date of birth is not reflected in the records of the Plan Administrator or is not a credible date of birth and (b) with respect to a Participant with investments in an Investment Offering that merges with a successor fund that is an Investment Offering, the Participant shall be deemed to have a valid investment direction to such successor fund. Notwithstanding the foregoing, where a court of law or governmental body directs that proceeds from the prosecution or settlement of class action, ERISA, shareholder, or securities litigation or enforcement activities be invested in a certain Investment Offering, that Investment Offering shall be the Default Fund. Solely for purposes of this definition and the application of the default rules, in the absence of any such direction from a court of law or governmental body, any litigation or enforcement proceeds which are allocated to an Impacted Person (y) who has taken a total distribution of his account, or (z) who is a Beneficiary entitled to immediate possession of an account shall be invested in the Default Fund that corresponds to the Impacted Person’s date of birth, unless the Impacted Person is not an individual in which case the proceeds shall be invested in the Default Fund that corresponds to the Participant’s date of birth.

PROV 20-1 Restatement FINAL 9 “Derivative Account” shall mean an Account such as an Alternate Payee’s Account or a Beneficiary’s Account that is derived from a Participant’s Account. “Designated Beneficiary” shall mean the individual who is designated as a Qualified Beneficiary pursuant to Article 12 of the Regulations and is the designated beneficiary under Section 401(a)(9) of the Code and Section 1.401(a)(9)-1, Q&A-4, of the Treasury Regulations. “Designated Roth Subaccounts” shall mean the Member Roth 401(k) Subaccount, Roth Conversion Member Pre-Tax Sources Subaccount, Roth Conversion Restricted Sources Subaccount, Roth Conversion Unrestricted Sources Subaccount, and Roth Rollover Subaccount. “Determination Date” shall mean with respect to any Plan Year, the last day of the preceding Plan Year. “Disability Leave” shall mean a period consisting of a number of consecutive days beginning on the first day of an employer-authorized unpaid leave of absence by reason of disability, as defined by Shell Oil Company. “Distributee” shall mean a Participant; the Participant’s surviving spouse; or the Participant’s spouse or former spouse who is the Alternate Payee with regard to the interest of the spouse or former spouse, respectively. “Distribution Calendar Year” shall mean a calendar year for which a minimum distribution is required. For distributions beginning before the Member’s death, the first Distribution Calendar Year is the calendar year immediately preceding the calendar year which contains the Member’s required beginning date. For distributions beginning after the Member’s death, the first Distribution Calendar Year is the calendar year in which distributions are required to begin under Section 25.2 of the Regulations. “Eligible Employee” shall mean an Employee who satisfies the eligibility requirements of Section 3.1 of the Regulations, whether or not he participates in the Fund. “Eligible Retirement Plan” shall mean: (a) an individual retirement account described in section 408(a) of the Code; (b) an individual retirement annuity described in section 408(b) of the Code (other than an endowment contract); (c) a qualified trust described in section 401(a) of the Code; (d) an annuity plan described in section 403(a) of the Code; (e) an annuity contract described in Section 403(b) of the Code; or (f) an eligible plan under section 457(b) of the Code which is maintained by a state, political subdivision of a state, or any agency or instrumentality of a state or political subdivision of a state and which agrees to separately account for amounts transferred into such plan. The definition of Eligible Retirement Plan shall also apply in the case of a distribution to a surviving spouse, or to a spouse or former spouse who is the Alternate Payee under a qualified domestic relation order, as defined in Section 414(p) of the Code. For calendar years beginning on and after January 1, 2008, the definition of Eligible Retirement Plan shall also include a Roth IRA. If any portion of an Eligible Rollover Distribution is attributable to withdrawals or distributions from a designated Roth account as defined in Section 402A of the Code, an Eligible Retirement Plan with respect to such portion shall include only another designated Roth account and/or a Roth IRA. “Eligible Rollover Distribution” shall mean any distribution or withdrawal of all or any portion of the balance to the credit of the Distributee or Non-Spousal Beneficiary, except that an Eligible Rollover Distribution does not include: (a) any distribution or withdrawal that is one of a series of substantially equal periodic payments (not less frequently than annually) either made for the life (or life expectancy) of the Distributee or the joint lives (or joint life expectancies) of the Distributee and the Distributee’s designated beneficiary, or for a specified period of ten years or more; (b) any distribution or withdrawal to the extent such distribution or withdrawal is required under section 401(a)(9) of the Code; (c) any distribution or withdrawal which is made upon the hardship of the Distributee; (d) the portion of any distribution or withdrawal that is not includable in gross income for federal income tax purposes (determined without regard to the exclusion for net unrealized appreciation with respect to employer

PROV 20-1 Restatement FINAL 10 securities); or (e) any other portion of a distribution or withdrawal to the extent so identified by section 1.402(c)-2 of the Treasury Regulations. Notwithstanding the above, a portion of a distribution or withdrawal shall not fail to be an Eligible Rollover Distribution merely because the portion consists of after-tax employee contributions that are not includible in gross income; however, such portion may be transferred only to an individual retirement account or annuity described in section 408(a) or (b) of the Code (including a Roth IRA), or to a qualified trust described in Section 401(a) of the Code or an annuity contract described 403(b) of the Code, that agrees to separately account for amounts so transferred, including separately accounting for the portion of such distribution or withdrawal which is includible in gross income and the portion of such distribution or withdrawal which is not so includible. Notwithstanding the above, a portion of a distribution or withdrawal from a Designated Roth Subaccount shall be considered an Eligible Rollover Distribution if made to a designated Roth account under an applicable retirement plan described in Section 402A(e)(1) of the Code or to a Roth IRA described in Section 408A of the Code, and only to the extent that the rollover is permitted under the rules of Section 402(c) of the Code. “Employee,” except as set forth hereinbelow, shall mean any person in the service of any of the Contributing Companies who receives a regular and stated compensation (other than a retainer) directly from such Contributing Company, provided, however, that, Employees shall not include any person employed by any corporation or business entity that is not a Contributing Company hereunder which is merged or liquidated into, or whose assets are acquired by any Contributing Company, unless the Contributing Company, with the consent of Shell Oil Company, designates the employees of such corporation or other business entity, as the case may be, as Employees under the Fund pursuant to written resolutions adopted by such Contributing Company at any time prior to or after such liquidation, merger, or asset acquisition. The term “Employee” shall not include: (a) a person whose compensation is paid solely in the form of commissions; (b) a non-resident alien; (c) a person who is temporarily employed by a Contributing Company because of a transfer from a foreign Affiliated Company which is not a Contributing Company; (d) a person who is a Leased Employee; (e) a person whose contract of employment or engagement letter or contract for services explicitly states or implicitly provides that the person is not entitled to participate in this Fund, in particular, or the employee benefit plans of one or more Contributing Companies, in general; or (f) a person designated by the relevant Contributing Company as an independent contractor. In addition to the foregoing, and notwithstanding anything herein to the contrary, a person shall not be treated as an Employee eligible to, among other things, make Member Contributions and receive Company Contributions under the Fund (even if such person is determined to be a common law employee of the Employing Company entitled to service credits for eligibility purposes under the Fund) before the date the Employing Company is required to withhold federal income taxes from the person’s pay. “Affiliated Company” for purposes of this paragraph shall be as defined in Section 2.2, except that the phrase “more than 25 percent” shall be substituted for the phrase “more than 50 percent.” In addition to the foregoing, and notwithstanding anything herein to the contrary, the term “Employee” shall not mean any person during any period or periods of time that such person does, or may, actively participate in the Shell Chemical Company Employee Savings Plan for Bargaining Unit Employees (the “Pt Pleasant Plan”); provided, however, that the term “Employee” shall include such person from the date his employing Contributing Company reclassifies him as a staff employee up to and including June 1, 2000, so long as he no longer participates actively in such Pt Pleasant Plan during that time, and otherwise meets the definition of Employee. In addition to the foregoing, and notwithstanding anything herein to the contrary, the term “Employee” shall not mean any person during any period or periods of time that such person is represented by one of those certain bargaining units commonly known as: the Brotherhood of Teamsters, Auto Truck Drivers, Line Drivers, Car Haulers and Helpers, Local No. 70 of Alameda County, Affiliated with the International Brotherhood of Teamsters, Chauffeurs, Warehousemen and Helpers of America; the International Brotherhood of Teamsters, Chauffeurs, Warehousemen and Helpers of America, Local No. 397 (North East, PA Distribution Center Drivers); Teamsters Local Union #416, Affiliated with the International Brotherhood of Teamsters, Chauffeurs, Warehousemen and Helpers of America (Blue Coral, Cleveland); or Truck Drivers & Chauffeurs Union, Local No. 478, International

PROV 20-1 Restatement FINAL 11 Brotherhood of Teamsters, Chauffeurs, Warehousemen and Helpers of America, AFL (Whippany, NY); or any successors to any of these unions under a collective bargaining agreement with Pennzoil-Quaker State Company d/b/a SOPUS Products or a successor. An Employee shall cease to be such under this Fund upon termination of his service for any cause whatsoever, provided, however, that an Employee shall continue to be treated as such under this Fund during all periods of leave of absence (u) with pay (1) not exceeding one year or (2) in excess of one year where such leave is granted in connection with the Pennzoil-Quaker State Company Change in Control Retention/Severance Plan, (v) without pay due to sickness or disability, (x) due to war or national emergency, (y) in accordance with the military leave policy of his Employing Company, and (z) other Contributing Company authorized leaves of absence. “Employer” shall mean the group of companies comprising an Employing Company and each company which would be a Controlled Group Company with respect to that Employing Company. “Employing Company” shall mean, with respect to a Member, the Contributing Company that employs such Member. “Employment Commencement Date” shall mean the date an individual first performs an Hour of Service for one of the Contributing Companies. “ERISA” shall mean the Employee Retirement Income Security Act of 1974, as amended. “Excess Aggregate Contributions” shall mean, with respect to any Plan Year, the excess of (a) the aggregate amount of Member After-Tax Contributions actually made by Highly Compensated Employees for such Plan Year, over (b) the maximum amount of such Member After-Tax Contributions permitted under the ACP Limit. “Excess Contributions” shall mean, with respect to any Plan Year, the excess of (a) the aggregate amount of Member Elective Deferrals (excluding Member Catch-Up Contributions) actually made by Highly Compensated Employees for such Plan Year, over (b) the maximum amount of such Member Elective Deferrals permitted under the ADP Limit. “Excess Deferral Amount” shall mean the amount of Member Elective Deferrals that the Participant allocated to the Fund that exceeds the annual limit imposed on the Participant by Section 5.5(a) of the Regulations. “Fiduciary” shall mean each Trustee, the Plan Administrator, and other Employees (except for Members and Beneficiaries to the extent they direct investments in their own Accounts) deemed to be fiduciaries as to this Fund. “First Service Spanning Rule” shall mean the Service Spanning Rule set forth in Section 4.1(e)(1) of the Regulations. “Former Member” shall mean a former Employee who was a Member of the Fund before he terminated his employment and who is still a participant; or, where the context permits, a former Employee who becomes a Participant by electing to have a Valid Direct Rollover Contribution contributed directly to the Fund. “Fund” shall mean the Shell Provident Fund. “Hardship Withdrawal” shall mean a distribution from the Member Roth 401(k) Subaccount, Roth Conversion Member Pre-Tax Sources Subaccount, Member Pre-Tax Subaccount, or Member Catch- Up Subaccount of a Member in accordance with Section 10.6 made on account of an immediate and heavy financial need of the Member that is necessary to satisfy the financial need.

PROV 20-1 Restatement FINAL 12 “Highly Compensated Employee” shall mean an employee of the Employing Company who was a five-percent owner, as defined in Section 416(i)(1) of the Code, at any time during the “determination year” or the “look-back year;” or had “compensation” from an Employing Company during the look-back year in excess of $120,000 (as adjusted pursuant to Section 415(d) of the Code) and, if the Employing Company so elects, was in the top-paid group of employees for the look-back year. The determination of who is a Highly Compensated Employee hereunder, including determinations as to the number and identity of employees in the top-paid group and the compensation considered, shall be made in accordance with the provisions of Section 414(q) of the Code and regulations issued thereunder. An employee is in the top-paid group of employees for any year if such employee is in the group consisting of the top 20 percent of the employees when ranked on the basis of compensation paid during such year. For purposes of determining the number of employees in the top-paid group, employees described in Section 414(q)(5) of the Code and Q&A 9(b) of Section 1.414(q)-1T of the Treasury Regulations are excluded. Employers aggregated under Section 414(b), (c), (m), or (o) of the Code are treated as a single employer. For purposes of this definition, the following terms have the following meanings: (a) The “determination year” means the Plan Year for which the determination of who is a Highly Compensated Employee is being made. (b) The “look-back year” means the 12-month period immediately preceding the determination year or, if the Employer so elects in the Plan, the calendar year beginning with or within such 12-month period. (c) For purposes of this definition, the term “compensation” has the meaning set forth in Section 415(c)(3) of the Code. The identification of Highly Compensated Employees is subject to further provisions of Section 414(q) of the Code and applicable Department of Treasury regulations. The term “Highly Compensated Employee” shall not include any employee who is a nonresident alien and who receives no earned U.S. source income from the Employer. “Hour of Service” shall mean an hour for which an individual is paid or entitled to payment by the Contributing Companies for the performance of duties (or for which back pay is awarded) provided such hour has not previously been taken into account, except an hour for which a premium rate is paid because such hour is in excess of the maximum workweek applicable to an employee under Section 7(a) of the Fair Labor Standards Act of 1938, as amended, or because such hour is in excess of a bona fide standard workweek or workday. An Hour of Service is performed on the day an Employee Terminates, but not on the first day of a leave of absence. “Impacted Persons,” with respect to Investment Offerings or securities in the Royal Dutch Shell Stock Fund which are the subject of class action, ERISA, shareholder, or securities litigation or enforcement activities, shall mean persons who are class members impacted by the allegations giving rise to the litigation or enforcement activity. “Inherited IRA” shall mean an individual retirement plan described in Section 408(a) or (b) of the Code that is established for the purpose of receiving a direct rollover on behalf of a Non-Spousal Beneficiary pursuant to Section 402(c)(11) of the Code. For calendar years beginning on and after January 1, 2009, the definition of Inherited IRA shall also include a Roth IRA that is established for the purpose of receiving a direct rollover on behalf of a Non-Spousal Beneficiary pursuant to Section 402(c)(11) of the Code. “Investment Manager” shall mean a fiduciary (a) who has the power to manage, acquire, or dispose of any assets of the Fund or a portion thereof; (b) who (1) is registered as an investment adviser under the

PROV 20-1 Restatement FINAL 13 Investment Advisers Act of 1940, as amended, or under state law, (2) is a bank as defined in that Act, or (3) is an insurance company qualified to perform services described in (a) above under the laws of more than one state; and (c) who acknowledges in writing that he is a fiduciary with respect to this Fund. An Investment Manager shall qualify as such by delivering a written acceptance to the Trustees, and shall be subject to the further conditions of Section VII of the Trust Agreement. “Investment Offerings” shall mean the investment alternatives in which assets of the Fund may be invested. “Key Employee” shall mean shall mean an Employee or former Employee (including any deceased employee) who at any time during the Plan Year that includes the determination date was an officer of the Employer having annual compensation greater than $130,000 (as adjusted under Section 416(i)(1) of the Code for Plan Years beginning after December 31, 2001), a 5-percent owner of the Employer, or a 1-percent owner of the Employer having annual compensation of more than $150,000. For this purpose, annual compensation means compensation within the meaning of Section 415(c)(3) of the Code. The determination of who is a key employee will be made in accordance with Section 416(i)(1) of the Code and the applicable regulations and other guidance of general applicability issued thereunder. “Labor Dispute Period” shall mean a number of consecutive days beginning on the first day, as determined by Shell Oil Company, of a strike, a lockout, or any other similar labor dispute, and ending on the date that the strike, lockout, or any other similar labor dispute is resolved as determined by Shell Oil Company. “Leased Employee” shall mean an individual who satisfies the definition of a leased employee in Section 414(n)(2) of the Code. For this purpose, an individual who has performed services for an Affiliated Company for at least 750 hours during a 12-consecutive-month period which begins on the date the leased employee first completes an Hour of Service with a Contributing Company will be considered to have performed services on a substantially full-time basis for a period of at least one year. “Life Expectancy” shall mean the life expectancy as computed by use of the Single Life Table in Section 1.401(a)(9)-9 of the Treasury Regulations. “Member” shall mean an Employee qualified to participate in the Fund pursuant to Section 3.1 or 3.2. “Member’s Account Balance,” for purposes of the minimum required distribution rules, shall mean the Account balance as of the last valuation date in the calendar year immediately preceding the Distribution Calendar Year (valuation calendar year) increased by the amount of any contributions made and allocated or forfeitures allocated to the Account balance as of dates in the valuation calendar year after the valuation date and decreased by distributions made in the valuation calendar year after the valuation date. The Account balance for the valuation calendar year includes any amounts rolled over or transferred to the Fund either in the valuation calendar year or in the Distribution Calendar Year if distributed or transferred in the valuation calendar year. “Member After-Tax Base Pay Election” shall mean an election to contribute 1% to 25% of Base Pay, in ½% increments, as a Member After-Tax Contribution. “Member After-Tax Contributions” shall mean after-tax contributions other than Roth Elective Deferrals made to the Fund at the election of a Member which contributions represent a percentage of the Compensation the Member earns as a Member in the employ of a Contributing Company during a payroll period; or, where the context so suggests, the accumulated contributions so made to the Fund. “Member After-Tax Subaccount” shall mean that portion of an Account consisting of: (a)(1) Member After-Tax Contributions; (2) participant after-tax contributions transferred to the Fund in a trust-to- trust transfer from one or more qualified plans; and (3) participant after-tax contributions under one

PROV 20-1 Restatement FINAL 14 or more qualified plans merged into the Fund; and (b) such Subaccount’s allocable portion of net gains and losses. “Member After-Tax Variable Pay Election” shall mean an election to contribute from 1% to 25% of Variable Pay, in ½% increments, as a Member After-Tax Contribution. “Member Catch-Up Contributions” shall mean Member Elective Deferrals --- in accordance with, and subject to the limitations of, Section 414(v) of the Code --- made to the Fund at the election of a Member who is eligible to make Member Elective Deferrals hereunder and who will attain at least age 50 before the close of the Plan Year. Such contributions shall not be taken into account for purposes of the provisions of the Regulations implementing the required limitations of Sections 402(g) and 415 of the Code. “Member Catch-Up Election” shall mean an election to contribute from 1% to 50% of Base Pay and Variable Pay, in ½% increments, as a Member Catch-Up Contribution; provided, however, this election shall only be available to a Member who will attain at least age 50 before the close of the Plan Year. A Member Catch-Up Election will no longer be available as an election under the Fund for any pay period that begins on or after January 1, 2015. “Member Catch-Up Subaccount” shall mean that portion of an Account consisting of: (a)(1) Member Catch-Up Contributions made to the Fund pursuant to a Member Catch-Up Election, (2) catch-up contributions transferred to the Fund in a trust-to-trust transfer from one or more qualified plans, and (3) catch-up contributions under one or more qualified plans merged into the Fund; and (b) such Subaccount’s allocable portion of net gains and losses. “Member Contributions” shall mean Member Elective Deferrals and Member After-Tax Contributions. “Member Elective Deferrals” shall mean Member Pre-Tax Contributions and Member Roth 401(k) Contributions. “Member Pre-Tax Base Pay Election” shall mean an election to contribute from 1% to 50% of Base Pay, in ½% increments, as a Member Pre-Tax Contribution. “Member Pre-Tax Contributions” shall mean pre-tax elective deferrals made to the Fund at the election of a Member which elective deferrals represent a percentage of the Compensation the Member earns as a Member in the employ of a Contributing Company during a payroll period; or, where the context so suggests, the accumulated pre-tax elective deferrals so made to the Fund. “Member Pre-Tax Subaccount” shall mean that portion of an Account consisting of: (a)(1) Member Pre- Tax Contributions; (2) qualified non-elective contributions made to the Fund before June 26, 2009; (3) elective deferrals transferred to the Fund in a trust-to-trust transfer from one or more qualified plans; and (4) elective deferrals under one or more qualified plans merged into the Fund; and (b) such Subaccount’s allocable portion of net gains and losses. “Member Pre-Tax Variable Pay Election” shall mean an election to contribute from 1% to 50% of Variable Pay, in ½% increments, as a Member Pre-Tax Contribution. “Member Roth 401(k) Base Pay Election” shall mean an election to contribute from 1% to 50% of Base Pay, in ½% increments, as a Member Roth 401(k) Contribution. “Member Roth 401(k) Contributions” shall mean Roth Elective Deferrals made to the Fund at the election of a Member which Roth Elective Deferrals represent a percentage of the Compensation the Member earns as a Member in the employ of a Contributing Company during a payroll period; or, where the context so suggests, the accumulated Roth Elective Deferrals so made to the Fund.

PROV 20-1 Restatement FINAL 15 “Member Roth 401(k) Subaccount” shall mean that portion of an Account consisting of: (a)(1) Member Roth 401(k) Contributions; (2) Roth Elective Deferrals transferred to the Fund in a trust to trust transfer from one or more qualified plans; and (3) Roth Elective Deferrals under one or more qualified plans merged into the Fund including assets transferred into the Fund in connection with the merger of the East Resources Retirement Savings Plan into the Fund on or about November 30, 2012, that were attributable to the “Roth Deferral Account” in the East Resources Retirement Savings Plan; and (b) such Subaccount’s allocable portion of net gains and losses. Prior to January 1, 2015, the Member Roth 401(k) Subaccount was known as Prior Plan ROTH 401(k) Subaccount and meant that portion of the Account consisting of: assets transferred into the Fund in connection with the merger of the East Resources Retirement Savings Plan into the Fund on or about November 30, 2012, that were attributable to the “Roth Deferral Account” in the East Resources Retirement Savings Plan; and such Subaccount’s allocable portion of net gains and losses. “Member Roth 401(k) Variable Pay Election” shall mean an election to contribute from 1% to 50% of Variable Pay, in ½% increments, as a Member Roth 401(k) Contribution. “Member Secondary Election” shall mean an election to contribute from 1% to 25% of Base Pay, in ½% increments, or a deemed election of 0% that will apply as provided in Section 5.5(b). A Member Secondary Election will no longer be available as an election under the Fund for any pay period that begins on or after January 1, 2015. “Non-Contributing Company” shall mean any corporation, trade, or business that is not a Contributing Company. “Nonhighly Compensated Employee” shall mean an employee of a Controlled Group Company who is not a Highly Compensated Employee. The identification of Nonhighly Compensated Employees is subject to further provisions of Section 414(q) of the Code and applicable Department of Treasury regulations. The term “Nonhighly Compensated Employee” shall not include any employee who is a nonresident alien and who receives no earned U.S. source income from the employing Controlled Group Company. “Non-Key Employee” shall mean an Employee who is not a Key Employee. “Non-Spousal Beneficiary” shall mean a Qualified Beneficiary, other than an Alternate Payee or the surviving spouse of the Participant, except that a Non-Spousal Beneficiary shall also mean an individual that has not attained 18 years of age but would otherwise meet the requirements of a Qualified Beneficiary. “Participant” shall mean a Member or Former Member. “Participation Service” shall mean a period of service generally used for determining eligibility to receive a Company Contribution of 2.5% (or of 3% for former members of The Alliance Savings Plan) for periods prior to January 1, 2015. After December 31, 2014, Participation Service shall be used for purposes of Schedule D and such other limited purposes as may be described herein. “Payroll Closing Date” shall mean the last business day of that pay period on which changes that affect the amount of the Employee’s paycheck for that pay period, or the credits and debits appearing on the Employee’s pay advice for that pay period, can be accepted for processing. “Period of Absence” shall mean a number of consecutive days beginning on the first day of an absence from service from the Contributing Companies (with or without pay) for any reason other than Termination or disability, such as leave of absence (other than disability), vacation, or holiday. “Period of Service” shall mean each period of an individual’s Service commencing on his Employment Commencement Date or a Reemployment Commencement Date, if any, and ending on a Severance

PROV 20-1 Restatement FINAL 16 from Service Date. For the sole purpose of Participation Service, the Period of Severance shall be treated as a Period of Service if the Service Spanning Rules apply. A Period of Service shall also include any period required to be credited as a Period of Service by federal law, but only under the conditions and to the extent so required by such federal law. Moreover, for purposes of determining the Period of Service, the following applies: (a) Except as provided in paragraph (b) below, an individual shall be credited with one month of Service for each calendar month in which he is credited with one or more Hours of Service. (b) The crediting method described in paragraph (a) above shall not apply in determining whether or not the Service Spanning Rules apply, and it shall not apply in determining Participation Service. “Period of Severance” shall mean each period of time commencing on an individual’s Severance from Service Date and ending on a Reemployment Commencement Date. “Permissive Aggregation Group” shall mean the Required Aggregation Group of plans plus any other qualified plan or plans of the Employer which, when considered as a group with the Required Aggregation Group, would continue to satisfy the requirements of Sections 401(a) and 410 of the Code. “Plan” shall mean the Regulations of the Shell Provident Fund. “Plan Administrator” shall mean the “administrator,” within the meaning of Section 3(16)(A)(i) of ERISA, designated by the Trustees pursuant to the Regulations and Trust Agreement. “Plan Year” shall be the calendar year. “Preceding Employee” shall mean an Employee whose most recent prior employer during the Qualifying Period is a 25% Affiliated Company at the time he becomes an Employee of a Contributing Company. “Present Interest Beneficiary” is a surviving spouse, an individual beneficiary at least 18 years of age, or an Alternate Payee, in each case, entitled to immediate possession of all or a part of a Participant’s Account as a consequence of the death or divorce of the Member, or entitled to immediate possession of all or a part of a Derivative Account as a consequence of the death or divorce of an individual (other than a Participant) who at the time of such event had a present interest in the Derivative Account. “Pre-Tax Rollover Subaccount” shall mean that portion of an Account consisting of: (a)(1) pre-tax contributions transferred to the Fund in a rollover transaction from one or more Eligible Retirement Plans; and (2) pre-tax rollover contributions under one or more Eligible Retirement Plans merged into the Fund; and (b) such Subaccount’s allocable portion of net gains and losses. “Previously Distributed Subaccount” shall mean that portion of an Account consisting of assets transferred into the Fund in connection with the merger of the Pennzoil-Quaker State Company Savings and Investment Plan into the Fund on or about June 26, 2009, that were attributable to the “Uncashed Checks Account” in the Pennzoil-Quaker State Company Savings and Investment Plan. “Prior Plan Company Contribution Subaccount” shall mean that portion of an Account consisting of: (a)(1) company contributions transferred to the Fund in a trust-to-trust transfer from one or more qualified plans that allow for in-service distributions of such company contributions before the Member attains age 59½; and (2) company contributions under one or more qualified plans merged

PROV 20-1 Restatement FINAL 17 into the Fund which plans allow for in-service distributions of such company contributions before the Member attains age 59½ ; and (b) such Subaccount’s allocable portion of net gains and losses. “Prior Plan Fully Vested Match Subaccount” shall mean that portion of an Account consisting of: (a)(1) employer matching contributions not subject to a vesting schedule which employer matching contributions were transferred to the Fund in a trust-to-trust transfer from one or more qualified plans; and (2) employer matching contributions not subject to a vesting schedule under one or more qualified plans merged into the Fund; and (b) such Subaccount’s allocable portion of net gains and losses. “Prior Plan Scheduled Vesting Match Subaccount” shall mean that portion of an Account consisting of: (a)(1) employer matching contributions subject to a vesting schedule which employer matching contributions were transferred to the Fund in a trust-to-trust transfer from one or more qualified plans; and (2) employer matching contributions subject to a vesting schedule under one or more qualified plans merged into the Fund; and (b) such Subaccount’s allocable portion of net gains and losses. “QNEC Subaccount” shall mean that portion of an Account consisting of: (a)(1) qualified non-elective contributions made to the Fund on or after June 26, 2009; (2) qualified non-elective contributions transferred to the Fund in a trust-to-trust transfer on or after June 26, 2009, from one or more qualified plans; and (3) qualified non-elective contributions under one or more qualified plans merged into the Fund on or after June 26, 2009; and (b) such Subaccount’s allocable portion of net gains and losses. “Qualified Beneficiary” shall mean: (a) an individual who: (1) is named by a Participant as his beneficiary pursuant to Article 12 and is at least 18 years of age (or will attain at least 18 years of age before said beneficiary’s respective share of the Participant’s account is distributed from the Fund), and is entitled to receive distribution of all or any part of the amount standing to the credit of the Participant upon the death of the Participant; or (2) is the surviving spouse of a deceased Participant; or (3) is an alternate payee, within the meaning of Section 206(d)(3)(K) of ERISA, who is the spouse or former spouse of a Participant; or (b) a private trust that meets all of the following requirements: (1) is valid under state law, or would be but for the fact that there is no corpus; (2) is irrevocable or will, by its terms, become irrevocable upon the death of the Participant; (3) the beneficiary or beneficiaries of the trust are identifiable individuals from the trust instrument; and (4) the beneficiary designation made by the Participant is made in such form as the Plan Administrator may require and the Participant provides such additional information as the Plan Administrator may require, provided that, (A) for any calendar year up to and including the calendar year of the Participant’s death, in order to establish that the Participant’s spouse is

PROV 20-1 Restatement FINAL 18 the sole beneficiary under the trust for purposes of Article 25, the Participant must: (i) provide to the Plan Administrator a list of all of the beneficiaries of the trust (including contingent and remainderman beneficiaries with a description of the conditions of their entitlement) sufficient to establish that the Participant’s spouse is the sole beneficiary); (ii) certify that, to the best of the Participant’s knowledge, the list of beneficiaries is correct and complete and that the requirements of paragraphs (b)(1), (2) and (3) above are satisfied; (iii) agree to provide corrected certifications to the extent that an amendment changes any information previously certified; and (iv) agree to provide a copy of the trust instrument to the Plan Administrator upon demand; (B) for calendar years following the calendar year of the Participant’s death, the trustee of the trust instrument, no later than October 31 of the calendar year immediately following the calendar year of the Participant’s death, must (i) provide the Plan Administrator with a final list of all of the beneficiaries of the trust (including contingent and remainderman beneficiaries with a description of the conditions on their entitlement) as of September 30 of the calendar year immediately following the calendar year of the Participant’s death; (ii) certify that, to the best of the trustee’s knowledge, the list of beneficiaries is correct and complete and that the requirements of paragraphs (b)(1), (2), and (3) above are satisfied and (iii) agree to provide a copy of the trust instrument to the Plan Administrator upon demand. When applying the requirements of paragraph (b)(3) above, the trust instrument need not name the individuals by name so long as the individuals who are to be the beneficiaries are identifiable under the trust instrument. The members of a class of beneficiaries capable of expansion or contraction will be treated as being identifiable if it is possible to identify the class member with the shortest life expectancy. Nothing in this provision shall be construed to mean that a Qualified Charitable Organization can be a Qualified Beneficiary. “Qualified Charitable Organization” shall have the meaning set forth in Section 12.1 of the Regulations. “Qualified Plan” shall mean a plan other than this Fund that is qualified under section 401(a) of the Code based on the opinion of tax counsel. “Qualifying Period” shall mean the period of time before the Employee became an Employee of a Contributing Company when the Employee was an employee of a 1% Affiliated Company. “RDS ADRs” shall mean Class A American Depositary Receipts of Royal Dutch Shell plc. “Reemployment Commencement Date” shall mean the first date an individual performs an Hour of Service following a Severance from Service Date. “Regulations” shall mean the plan instrument of the Fund. “Relevant Rate Group” shall mean an applicable rate group under Treasury Regulations Section 1.401(a)(4)-8 with the closest rate lower than the rate group for which an adjustment is needed under such regulations.

PROV 20-1 Restatement FINAL 19 “Required Aggregation Group” shall mean (a) each qualified plan of the Employer in which at least one Key Employee participates, and (b) any other qualified plan of the Employer which enables a plan described in (a) above to meet the requirements of Sections 401(a)(4) or 410 of the Code. “Required Beginning Date,” for any Member, shall mean April 1 of the calendar year following the later of: (a) the calendar year in which the Member attains age 70-1/2; or (b) the calendar year in which the Member retires provided that the Member is not a 5-percent owner with respect to the Plan Year ending in the calendar year in which the Member attains age 70-1/2. “Restorative Payment” shall mean payments allocated to a Member’s account to restore losses resulting from action (or a failure to act) by a fiduciary that creates a reasonable risk of liability for breach of fiduciary duty under Title I of ERISA or other applicable federal or state law. “Roth Conversion Member Pre-Tax Sources Subaccount” shall mean that portion of an Account consisting of amounts that were part of a Roth In-Plan Conversion pursuant to Article 28 of the Regulations and attributable to amounts distributed from the Subaccounts identified under Section 28.2(c) of the Regulations. “Roth Conversion Restricted Sources Subaccount” shall mean that portion of an Account consisting of amounts that were part of a Roth In-Plan Conversion pursuant to Article 28 of the Regulations and attributable to amounts distributed from the Subaccounts identified under Section 28.2(b) of the Regulations. “Roth Conversion Unrestricted Sources Subaccount” shall mean that portion of an Account consisting of amounts that were part of a Roth In-Plan Conversion pursuant to Article 28 of the Regulations and attributable to amounts distributed from the Subaccounts identified under Section 28.2(a) of the Regulations. “Roth Elective Deferral” shall mean an elective deferral that is (a) designated irrevocably by a participant at the time of the cash or deferred election as a Roth elective deferral that is being made in lieu of all or a portion of the pre-tax elective deferrals the participant is otherwise eligible to make to a qualified retirement plan; and (b) treated by the participant’s employer as includible in the participant’s income at the time the participant would have received that amount in cash if the participant had not made a cash or deferred election. “Roth In-Plan Conversion” shall mean a distribution from the Distributee’s Account (except from the Distributee’s Designated Roth Subaccounts) that is directly rolled over to one or more of the Distributee’s Designated Roth Subaccounts in the Fund pursuant to Section 402A(c)(4) of the Code and as provided under Article 28 of the Regulations. “Roth IRA” shall mean an individual retirement account that has been designated as a “Roth IRA” as described in Section 408A(b) of the Code. “Roth Rollover Subaccount” shall mean that portion of an Account consisting of: (a)(1) amounts from a designated Roth account as defined in Section 402A of the Code transferred to the Fund in a rollover transaction from one or more Eligible Retirement Plans; and (2) rollover amounts from a designated Roth account as defined in Section 402A of the Code merged into the Fund; and (b) such Subaccount’s allocable portion of net gains and losses. “Royal Dutch Shell Stock Fund” shall mean a non-diversified, unitized fund consisting primarily of RDS ADRs and short-term instruments. “Second Service Spanning Rule” shall mean the Service Spanning Rule set forth in Section 4.1(e)(2) of the Regulations.

PROV 20-1 Restatement FINAL 20 “Service” shall mean the period of an individual’s employment as an Employee with a Contributing Company. “Service Spanning Rules” shall mean the First Service Spanning Rule or the Second Service Spanning Rule, whichever is applicable, used for determining when a Period of Severance is treated as a Period of Service, solely for purposes of calculating Participation Service. “Severance from Service Date” shall mean the earliest of the following dates: (a) The first date an individual Terminates his Service following his Employment Commencement Date or following his most recent Reemployment Commencement Date, if any. (b) The 31st day of a number of days (whether or not consecutive) of one or more Labor Dispute Periods during which Period or Periods an individual, who has not incurred a Termination, is absent from service from the Contributing Companies (with or without pay) due to his participation in such labor dispute or disputes. (c) The last day of the first 12 months of a Period of Absence during which period an individual, who has not incurred a Termination, remains absent from service from the Contributing Companies (with or without pay). (d) The last day of the first 12 months of Disability Leave during which Disability Leave an individual who has not incurred a Termination, remains absent from service from the Contributing Companies without pay. “Shell Pay Deferral Investment Fund” shall mean the tax-qualified cash-or-deferred arrangement established on August 1, 1984, and merged into this Fund on or about June 18, 2007. “Shell Savings Group Trust” shall mean the master trust, if any, in which the assets of the Fund are invested. “Shell Trading Savings Plan” shall mean the tax-qualified defined contribution plan established on January 1, 1996, by Affiliated Companies of Shell Oil Company and merged on December 29, 2004, into both this Fund and the Shell Pay Deferral Investment Fund, which plan was formerly known as the “Coral Energy Services, LLC Savings Plan” and the “Coral Energy Resources Services Company Savings Plan.” “Subaccounts” shall mean the subaccounts described in Section 8.3 of the Regulations. “Terminates” shall mean resigns, retires, or is discharged from all Contributing Companies, or dies. “Termination” shall mean resignation, retirement, or discharge from all Contributing Companies, or death. “Tested Plan Year” shall mean the Plan Year for which the requirements of Code Section 401(a)(4) are being tested. “Testing Compensation” shall mean 415 Compensation, but excluding any amount in excess of the Annual Compensation Limit. “Thrift Fund” shall mean a fund that invests in high quality, short-term, U.S. dollar-denominated money market securities of domestic and foreign issuers and repurchase agreements. “Transferred Assets” shall mean those assets which are transferred from a Qualified Plan directly to the Fund by the trustee or trustees of the Qualified Plan on behalf of a Member, provided that the Qualified Plan from which the assets are transferred provides benefits protected under Section

PROV 20-1 Restatement FINAL 21 411(d)(6) of the Code which are also protected by this Fund, or the transfer satisfies one of the exceptions set forth in the Treasury Regulations under Section 411(d)(6) of the Code. “Trust Agreement” shall mean the Trust Agreement between the Trustees and Shell Oil Company and the other Contributing Companies, dated as of the 1st day of September 1939, and as amended from time to time. “Trustees” shall mean the individuals whose names are listed in the Trust Agreement and their successors. “Valid Direct Rollover Contribution” shall mean a direct rollover of an Eligible Rollover Contribution within the meaning of Treasury Regulation Section 1.402(c)-2 and from: (a) a qualified plan described in Section 401(a) or 403(a) of the Code, including after-tax employee contributions; (b) an annuity contract described in Section 403(b) of the Code, including after-tax employee contributions; (c) an eligible plan under Section 457(b) of the Code which is maintained by a state, political subdivision of a state, or any agency or instrumentality of a state or political subdivision of a state; and (d) the portion of a distribution from an individual retirement account or annuity described in Section 408(a) or 408(b) of the Code that is eligible to be rolled over and would otherwise be includible in gross income. A Valid Direct Rollover Contribution shall exclude amounts from a Roth IRA account described in Section 408A of the Code; and from a SIMPLE IRA, a Coverdell Education IRA, or a Simplified Employee Pension Plan (SEPP), as described in Section 408 of the Code. “Valuation Date” (a) for purposes of the Top-Heavy rules, shall mean the most recent Valuation Date occurring within a 12-month period ending on the applicable Determination Date; and (b) for all other purposes, shall mean a date on which Accounts under the Fund are valued. On and after June 1, 1996, a Valuation Date shall be any day, other than a Saturday, a Sunday, or a legal holiday, on which the New York Stock Exchange is open for trading, and/or such other dates as may be required by the Trustees. In the case of purchases, redemptions, and/or valuations during periods of extreme market conditions, market closures, or illiquidity, the Valuation Date may be delayed until the later of the day all securities markets resume normal trading or the day sufficient liquidity returns, in the judgment of the Investment Manager. “Valuation Period,” on and after June 1, 1996, shall mean each calendar month with Participants’ or Beneficiaries’ Thrift Accounts to be credited or debited, as the case may be, as of the last Valuation Date of each such month or, if there is no Valuation Date during such month, the last Valuation Date in the month or months immediately prior to such month. “Variable Pay” shall mean that portion of a Member’s Compensation that is attributable to a variable pay program or incentive compensation program established and maintained by a Contributing Company. 2.2 Affiliated Company Defined. “Affiliated Company” shall mean (a) a corporation which is a member of a controlled group of corporations (within the meaning of Section 1563(a) of the Code or any successor statute, determined without regard to Sections 1563(a)(4) and (e)(3)(C) thereof) which includes the Contributing Company, and (b) any trade or business (whether or not incorporated) which is under common control (as defined in Section 414(c)) with such Contributing Company. However, for purposes of (a) and (b) in the preceding sentence,

PROV 20-1 Restatement FINAL 22 the phrase “more than 50 percent” shall be substituted for the phrase “at least 80 percent” in Section 1563(a)(1) of the Code, including where Section 1563(a) is incorporated in Sections 414(b) and (c) of the Code. 2.3 Headings and References. The headings of Articles and Sections herein are included solely for convenience. If there is any conflict between such headings and the text of these Regulations, the text shall control. Unless the context suggest otherwise, Article and Section references are references to these Regulations. 2.4 Number and Gender. Wherever appropriate, words used in the singular shall be considered to include the plural, and words used in the plural shall be considered to include the singular. Where appearing in the Regulations and Trust Agreement, the masculine gender shall be deemed to include the feminine gender, and the feminine gender shall be deemed to include the masculine gender. 2.5 Construction. It is intended that the Regulations be qualified within the meaning of Sections 401(a), 401(k), and 401(m) of the Code and that the Fund be tax-exempt under Section 501(a) of the Code. All provisions in the Regulations and Trust Agreement shall be construed in accordance with such intent. ARTICLE 3 MEMBERSHIP PROVISIONS 3.1 Admission to Membership in General. An Employee shall be admitted as a Member on the first day on which the Employee completes his first Hour of Service with a Contributing Company. 3.2 Termination of Employment; Reemployment. An individual who has been admitted as a Member shall, except as otherwise provided, remain a Member until Termination. Upon reemployment as an Employee, an individual shall be readmitted as a Member on the day on which he completes his first Hour of Service of reemployment with a Contributing Company. 3.3 Member as a Beneficiary. A Participant may also be a Beneficiary. In such an event, the account the Participant holds as a Beneficiary shall be governed by the rules that apply to Beneficiary accounts. 3.4 No Contract of Employment. The adoption and maintenance of the Fund shall not be deemed to constitute a contract between any of the Contributing Companies and any Member or to be a consideration for, or an inducement or condition of, the employment of any Member. Nothing herein contained shall be deemed to give any Member the right to be retained in the Service of any of the Contributing Companies or to interfere with the rights of any Employing Company to discharge any Member at any time. ARTICLE 4 SERVICE CREDITING 4.1 General Service Crediting Rules. Subject to the transition rules described below in this Section 4.1, Service after December 31, 2002, will be credited under this Article 4 for purposes of determining Participation Service and Accredited Service except as otherwise expressly provided. The following rules shall apply: (a) For purposes of determining Participation Service and Accredited Service, an individual shall be credited in an amount equal to his aggregate Periods of Service whether or not such Periods of Service are completed consecutively. (b) If a fractional year within a Period of Service occurs, credit for such fractional year is based as follows:

PROV 20-1 Restatement FINAL 23 (1) for Accredited Service, on the number of calendar months of Service in such fractional year, taking into account paragraph (a) of the definition of Period of Service, unless such method would result in duplication of service credit or the absence of otherwise allowable service credit, in which case such fractional year is based on the number of full calendar months and any additional days of Service in such fractional year; (2) for Participation Service, only on the number of full calendar months and any additional days of Service in such fractional year, (3) for purposes of this Section 4.1(b), additional days totaling 30 or more shall constitute a full calendar month. (c) There is credit for a one-year Period of Service for each 12-month segment of Period of Service, which begins on the Employment Commencement Date or the most recent Reemployment Commencement Date, if any. A one-year Period of Service shall have the same effect as one year of service with respect to applicable benefits. (d) Except as specifically provided herein, a Member shall not be credited with a year of Accredited Service (or fractions thereof) for service prior to his becoming an Employee of a Contributing Company. (e) For purposes of determining Participation Service, a Period of Severance shall be treated as a Period of Service if either the First Service Spanning Rule or the Second Service Spanning Rule applies. (1) The First Service Spanning Rule applies if an individual Terminates his Service (at a time other than during an absence for any reason other than Termination) and then returns to Service, and his Reemployment Commencement Date is within 12 months of his Severance from Service Date. (2) The Second Service Spanning Rule applies if: (A) an individual is absent from Service for 12 months or less for any reason other than Termination; (B) during such absence the individual Terminates; (C) the individual subsequently returns to Service; and (D) his Reemployment Commencement Date is within 12 months from the day he was first absent from Service for such reason other than Termination, referred to in Section 4.1(e)(2)(A) above. 4.2 Service Records; Certain Predecessor Employers. In case of an Employee who is an Employee of a Contributing Company after December 31, 1975, service (whether Accredited or Participation) shall be determined under the rules herein from available Affiliated Company or Contributing Company records. In any case in which a Contributing Company maintains a plan of a predecessor employer, service for such predecessor shall be treated as service for the Contributing Company. In any case in which the Contributing Company maintains a plan which is not the plan maintained by a predecessor employer, service for such predecessor shall, to the extent required

PROV 20-1 Restatement FINAL 24 by regulations prescribed by the Secretary of the Treasury, Secretary of Labor, or their delegates, be treated as service for the Contributing Company. 4.3 Service with 1% and 25% Affiliated Companies. In addition to the service crediting rules set out above, the service crediting rules of this Section 4.3 shall apply. (a) If an Employee is a Preceding Employee, prior service with a 1% Affiliated Company shall be credited to an Employee as Participation Service and Accredited Service, provided that a Contributing Company has employed the Employee pursuant to an agreement with the Affiliated Company, and such grant of prior service as Participation Service and as Accredited Service meets the requirements of Treasury Regulation section 1.401(a)(4)- 11(d). (b) If an Employee is not a Preceding Employee, prior service with a 25% Affiliated Company shall be credited to an Employee as Participation Service and Accredited Service, provided that a Contributing Company has employed the Employee pursuant to an agreement with the Affiliated Company, and such grant of prior service as Participation Service and as Accredited Service meets the requirements of Treasury Regulation section 1.401(a)(4)-11(d). (c) For purposes of this Section 4.3, unless otherwise provided, the ownership level to determine a 25% Affiliated Company and 1% Affiliated Company is based on the time services are provided. (d) This Section 4.3 shall not apply to service performed as a Leased Employee. 4.4 Participation Service Credit for Service with 80% Affiliated Companies. Service with an Affiliated Company shall be accredited to an Employee as Participation Service; provided, however, that for purposes of this Section 4.4, “Affiliated Company” shall be as defined in Section 2.2 without regard to the second sentence thereof which substitutes the phrase “more than 50 percent” for the phrase “at least 80 percent.” 4.5 Service Credit Related to Certain Business Transactions. (a) Where an employee of a Non-Contributing Company becomes an Employee of a Contributing Company after December 31, 1990, as a result of an asset or stock acquisition, merger, reorganization or other similar transaction, prior service credit may be granted pursuant to an agreement between one or more Contributing Companies and the Non-Contributing Company, as follows: (1) a maximum of five (5) years prior service with the Non-Contributing Company shall be credited to an Employee as Participation Service and Accredited Service only where the following conditions are satisfied: (A) a Contributing Company has employed the Employee pursuant to an agreement with the Non-Contributing Company; (B) with respect to each separate acquisition, merger, reorganization or other similar transaction, prior service credit is uniformly granted to all individuals becoming Employees pursuant to this sentence; and (C) the prior service credit granted is otherwise allowed by law; or (2) pursuant to an amendment to these Regulations adopted after 1990. (b) If a business entity listed on Part One of Schedule F becomes a Contributing Company in connection with a stock or asset divestiture, then each person who is an employee of the business entity on the day as of which it adopts this Plan, shall be granted

PROV 20-1 Restatement FINAL 25 (1) the lesser of two years of service, or the actual number of years of service, with the business entity as Participation Service; and (2) the lesser of five years of service, or the actual number of years of service, with the business entity as Accredited Service, provided such grant of past service credit is otherwise allowed by law. (c) If a Contributing Company acquires the stock or assets of a business entity listed on Part Two of Schedule F and, in connection with that acquisition, agrees or resolves to grant past service credit hereunder to an employee of the entity who, within a period of time specified in the agreement or resolution, becomes an Employee of the Contributing Company, then the lesser of two years of service, or the actual number of years of service, with the acquired entity shall be credited to the Employee as Participation Service and as Accredited Service, provided such grant of past service credit is otherwise allowed by law. 4.6 Provisions Applicable to Former Leased Employees. Notwithstanding anything in this Article to the contrary, in the event an individual performs hours of service as a Leased Employee, such individual becomes an Employee under the terms of the Plan, and, within the one-year period beginning when such individual becomes an Employee, such individual requests service credit to, and presents the service records required by, the Plan Administrator, such individual shall be credited with one year of Participation Service for each period of service that would be a one-year Period of Service if his service performed as a Leased Employee had been Service performed as an Employee of a Contributing Company. ARTICLE 5 MEMBER CONTRIBUTIONS 5.1 Member Contributions in General; Changes to Contributions. (a) Only Active Employees may make Member Contributions. (1) Each Active Employee who is a Member may elect to contribute to the Fund by making: a Member Pre-Tax Base Pay Election; a Member Pre-Tax Variable Pay Election; a Member After-Tax Base Pay Election; a Member After-Tax Variable Pay Election; a Member Roth 401(k) Base Pay Election; and/or a Member Roth 401(k) Variable Pay Election. In the event that a Member does not have sufficient Compensation to effect in full these elections after payroll deductions (including deductions pursuant to such elections), the Plan Administrator shall reduce such elections in accordance with the payroll deduction hierarchy established pursuant to the Regulations. (2) To establish annual increases to his Member Pre-Tax Contributions, any Member may automatically change his Member Pre-Tax Base Pay Election by enrolling in the employee pre-approved annual increase program and electing an annual increase amount. Such enrollment and the amount elected for annual increases shall be made in the manner prescribed by the Plan Administrator. Enrollment in the program, the elected annual increase amount, and any election changes shall become effective as of the first day of the first payroll period following the first Payroll Closing Date after the Plan Administrator receives the applicable election or shall become effective as of such other date as may be required by the Plan Administrator. (b) Any Member may elect to cease making any or all Member Contributions into the Fund and may thereafter elect to resume making any or all of such contributions. Any election to make or resume making Member Contributions shall be effective until the Member’s termination of employment or until changed by the Member’s giving notice of such change to the Plan Administrator. Any election or change thereto shall become effective as of the first day of a payroll period provided the Plan Administrator receives the election or change on or before the Payroll Closing Date for such payroll period or on or before such other date as may be required by the Plan Administrator. The Member shall be un-enrolled from the employee pre-approved annual increase program and future annual increases shall cease if (1) the Member affirmatively un-enrolls from the program, (2) the Member

PROV 20-1 Restatement FINAL 26 affirmatively elects to cease all Member Pre-Tax Base Pay Elections, or (3) the Member Terminates. In the event the Member’s Pre-Tax Contributions are suspended pursuant to Section 5.4 or Section 24.4, the Member Pre-Tax Base Pay Election shall be set to zero, and any future annual increases elected under the pre-approved annual increase program will recommence once the Member resumes Member Contributions by making a new Member Pre-Tax Base Pay Election. (c) No benefits provided by the Employing Company or a Controlled Group Company shall be conditioned directly or indirectly upon the Member’s making or not making Member Elective Deferrals hereunder. 5.2 Automatic Contribution Arrangement. The Fund shall implement an automatic contribution arrangement for individuals who are hired or rehired by a Contributing Company and become Members on or after June 18, 2007. Under the arrangement, such Members shall be deemed to have made, as of the Automatic Enrollment Date, a Member Pre-Tax Base Pay Election of 3%. The Plan Administrator shall provide notice of the arrangement to Members who may be covered by the arrangement at such time as shall afford such Members a reasonable opportunity to elect out of the arrangement before the Automatic Enrollment Date. A Member may elect out of the arrangement before the Automatic Enrollment Date by electing to make no Member Pre-Tax Contributions or by making any affirmative election available to the Member under Section 5.1. A Member may also prospectively elect out of the arrangement any time after the Automatic Enrollment Date in the same fashion. Elections under this Section 5.2 (including the deemed election, if applicable) shall become effective as provided in Section 5.1(b). The Plan Administrator shall, within a reasonable period before each Plan Year, provide to each Member to whom the arrangement applies for such Plan Year, notice of such Member’s rights and obligations under the arrangement. 5.3 Testing Limitations on Contributions. Member Contributions, other than Member Catch-Up Contributions, are subject to the limitations and provisions of Article 23 of the Regulations and are subject to reduction by the Plan Administrator as provided in Article 23 of the Regulations. 5.4 Limitations Related to Hardship Withdrawals. If a Member receives a Hardship Withdrawal or any other hardship withdrawal from another qualified plan of a Controlled Group Company, such Member shall not be entitled to make any Member Contributions under this Plan for a period of at least 6 months after receipt of such hardship withdrawal; provided, however, that effective January 1, 2019, this Section 5.4 shall cease to apply and any suspension imposed pursuant to this Section 5.4 attributable to a hardship withdrawal prior to January 1, 2019, shall be removed and cease to apply. 5.5 Annual Limits on Member Elective Deferrals and Member After-Tax Contributions. (a) Except to the extent permitted under Section 5.7 of the Regulations, a Member shall not be permitted to make Member Elective Deferrals during any taxable year of such Member in excess of $18,000 or such other amount as may be prescribed by Section 402(g) of the Code and as adjusted by the Secretary of the Treasury pursuant thereto. Unless a different operational practice is established by the Plan Administrator, if Member Elective Deferrals would be curtailed by this limitation, Member Roth 401(k) Contributions shall be reduced prior to reducing Member Pre-Tax Contributions for the pay period in which this limitation of Section 5.5(a) is reached. (b) If the Member does not make a Member Secondary Election as provided in Section 5.1(a), the Member will be deemed to have made a Member Secondary Election of 0%. In the pay period in which the limit described in Section 5.5(a) is reached, the lesser of the curtailed Member Pre-Tax Contributions of the Member that would have been made for that pay period or the Member After-Tax Contributions elected in the Member Secondary Election of the Member will be contributed to the Fund. Following such pay period, such Member Secondary Election shall supersede any Member After-Tax Base Pay Election of the Member for the remainder of the Plan Year. This Section 5.5(b) shall no longer be applicable for any pay period that begins on or after January 1, 2015. (c) A Member shall not be permitted to make Member After-Tax Contributions during any taxable year of such Member in excess of $8,500 or such other amount calculated for each Plan Year as the Annual Additions Limit under Section 7.3 minus both the maximum Company Contributions as described in Section 6.1(c) ($26,500 for 2015) and the annual limit on Member Elective Deferrals as may be prescribed by Section 402(g) of the Code and as adjusted by the Secretary of the Treasury pursuant thereto.

PROV 20-1 Restatement FINAL 27 5.6 Timing of Member Contributions; Correction of Delayed Member Contributions and Repayments. (a) Member Contributions shall be paid into the Fund as of the first Valuation Date on or after the date the Compensation is due the Member; provided, however, where a regulatory body closes a principal securities exchange on which securities are traded, the posting of Member Contributions may be delayed until normal trading resumes in all securities markets. (b) To the maximum extent permitted by applicable law, the Plan Administrator shall cause the Employing Company to correct Member Contributions and repayments that are not made as of the earliest date on which contributions can reasonably be segregated from the Employing Company’s general assets. 5.7 Catch-Up Contributions. The Fund shall not be treated as failing to satisfy the provisions of the Fund implementing the requirements of Sections 401(k)(3), 401(k)(11), 401(k)(12), 410(b), or 416 of the Code, as applicable, by reason of the making of Member Catch-Up Contributions. Member Catch-Up Contributions will not be made to the Fund pursuant to a Member Catch-Up Election for any pay period that begins on or after January 1, 2015. For any pay period that begins on or after January 1, 2015, Member Catch-Up Contributions will be made to the Fund pursuant to Member Elective Deferrals. ARTICLE 6 COMPANY CONTRIBUTIONS 6.1 Company Contributions in General. Effective for pay periods commencing on and after January 1, 2015, except as otherwise provided, each Employing Company shall pay into the Fund on behalf of each Member in its employ a percentage of such Member’s Compensation, determined in accordance with the following schedule: (a) During the first, second, third, fourth, fifth, and sixth years of the Member’s Accredited Service – 2½%, provided, however, the Employing Company shall make contributions of 3% of such Member’s Compensation during the remaining period of such Member’s second, third, fourth, fifth, and sixth years of Accredited Service if such Member was eligible to participate in the Alliance Savings Plan on December 31, 2002, and on that date was eligible to receive company contributions of 3% thereunder; and (b) During the seventh, eighth and ninth years of Accredited Service - 5%, and (c) During the tenth and succeeding years of Accredited Service - 10%, as of the first Valuation Date after such compensation is due the Member. Unless an Employee becomes a Member on the first day of a pay period, Company Contributions shall commence as of the first day of the next full pay period. For the purpose of determining when increases in the percentage of Company Contributions should occur, an Employee whose service date (or adjusted service date, if applicable) coincides with the first day of any pay period which is applicable to such Employee’s job classification shall be eligible for increases in the percentage of Company Contributions as of the first day of the full pay period in which such Employee completes the required period of Accredited Service for any such percentage increase. All other Employees shall be eligible for increases in the percentage of Company Contributions as of the first day of the first full pay period following such Employee’s completion of the required period of Accredited Service for any such percentage increase. 6.2 Contribution Additions for Administration Expenses. Any Contributing Company may make a Contribution Addition to the Fund for a Plan Year that it may determine is appropriate. Each Contribution Addition shall be with respect to the Plan Year and shall be allocated to the Accounts of Members that are affected by the administration expenses for which the Fund is being reimbursed by the contribution. Consistent with the preceding sentence, the Plan Administrator shall periodically notify the Trustees of the Contribution Additions which shall be paid to the Fund no later than the time prescribed by law for filing the federal income tax return of the Contribution Company, including extensions thereof. For purposes of the limitations under Article 7, each Contribution Addition

PROV 20-1 Restatement FINAL 28 shall be allocated to the Accounts of Members that are affected by the administration expenses for which the Trust is being reimbursed by the contribution. 6.3 No Earnings or Profits Required. If any Contributing Company forming, together with one or more other Contributing Companies, an affiliated group within the meaning of Section 1504 of the Code is prevented from making a contribution which it would otherwise have made under this Article 6 by reason of having no current or accumulated earnings or profits or because such earnings or profits are less than the contributions which it would otherwise have made, then so much of the contribution which such Contributing Company was so prevented from making may be made, for the benefit of the employees of such Contributing Company, by the other Contributing Companies forming such affiliated group, to the extent of current or accumulated earnings or profits, except that such contribution by each such other Contributing Company shall be limited, where such group does not file a consolidated return, to that proportion of its total current and accumulated earnings or profits remaining after adjustment for its contribution made without regard to this sentence which the total prevented contribution bears to the total current and accumulated earnings or profits of all the Members of such group remaining after adjustment for all contributions made without regard to this sentence. On and after January 1, 1988, payment into the Fund by each Contributing Company shall be made without regard to current or accumulated earnings or profits, unless a Contributing Company elects otherwise with respect to its Members. Notwithstanding the elimination of the profits requirement, this Fund is designed to be a profit-sharing plan. 6.4 Deductibility of Contributions. Unless a Contributing Company directs otherwise, a Contributing Company’s contributions to the Fund are conditioned upon their being deductible for such Contributing Company’s taxable year under Section 404 of the Code, and such Contributing Company contributions shall not exceed such deductible amounts. 6.5 Use of Certain Forfeitures. Forfeitures resulting from Section 19.2, Schedule D, or any other provision, including as a result of another plan with a forfeiture account being merged with this Fund, may be used to reduce Contributing Company contributions as well as pay for administrative expenses that may be paid from assets of the Fund as provided in Section IX of the Trust Agreement. Restored forfeitures shall be invested in accordance with the Default Fund rules. 6.6 Contributions to Satisfy Nondiscrimination Requirements. Where it has been determined by Shell Oil Company that Contributions do not satisfy the nondiscrimination requirements of Section 401(a)(4) of the Code and regulations issued thereunder for a Tested Plan Year, additional Contributions may be made until Contributions satisfy such requirements. Where additional Contributions are credited to a Member’s Account pursuant to this Section 6.6, earnings shall be credited at the greater of zero percent or the actual positive rate of return on the Member’s Account for each of the Tested Plan Years and any subsequent Plan Year or any portion thereof in which the additional Contribution is made. Any such additional Contributions, and any earnings thereon, shall be provided only for individuals who: (a) are Nonhighly Compensated Employees for such Tested Plan Year; (b) are Employees at the time such additional Contributions are made; (c) are in a Relevant Rate Group; (d) have the highest equivalent accrual rates of Nonhighly Compensated Employees, as determined by Shell Oil Company when testing the Plan for such Tested Plan Year under Treasury Regulations Section 1.401(a)(4)-8, in the order of such rates beginning with the highest; and (e) also have the highest performance code in such Relevant Rate Group at the time such additional Contributions are made, in order of such performance codes beginning with the highest, effective for a Tested Plan Year commencing on or after January 1, 2001, where the conditions set forth in subparagraphs (a) through (d) hereinabove result in an over- inclusion of employees eligible for any additional Contributions.

PROV 20-1 Restatement FINAL 29 6.7 Correction of Delayed Company Contributions. To the maximum extent permitted by applicable law, the Plan Administrator shall cause the employing Contributing Company to correct delayed contributions in accordance with this Section 6.7. For delayed Company Contributions that are corrected within two payroll periods, the Contributing Company shall restore to the Member’s Account only the principal amount. For delayed Company Contributions that are not corrected within two payroll periods, the Contributing Company shall restore to the Member’s Account the principal amount adjusted to reflect the actual rate of return that would have been credited to the Member’s Account but for the error; provided, however, for the sake of administrative convenience, the Plan Administrator shall have the option of using, in lieu of the actual rate, such rate of return as shall be reasonably prudent under the circumstances. ARTICLE 7 LIMITATION ON CONTRIBUTIONS 7.1 Excess Deferral Limit. A Participant shall not be permitted to have Member Elective Deferrals made under this Fund, or any other qualified plan maintained by the Employer, during any taxable year in excess of the limit set out in Section 5.5(a), except that to the extent permitted under Section 414(v) of the Code Participants may make Member Catch-up Contributions. 7.2 Distribution of Excess Deferral Amounts. (a) Notwithstanding any other provision of these Regulations, the Excess Deferral Amount made by a Participant and any income allocable thereto, shall be distributed to the Participant claiming such Excess Deferral Amount under this Fund no later than the first April 15 following the close of the Participant’s taxable year in which the Excess Deferral Amount arose or as soon as administratively feasible after an Excess Deferral Amount is detected by any monitoring system maintained by a Contributing Company. For the 2007 year, the income allocable to any Excess Deferral Amount must include the allocable income for the Participant’s taxable year in which the Excess Deferral Amount arose and the allocable income for the period between the end of the Participant’s taxable year in which the Excess Deferral Amount arose and the date of the distribution of the Excess Deferral Amount. For years after 2007, the income allocable to any Excess Deferral Amount is determined only through the end of Participant’s taxable year in which the Excess Deferral Amount arose. (b) The Participant’s claim shall be in writing, shall be submitted to the Plan Administrator no later than the first April 1 following the close of the Participant’s taxable year in which the Excess Deferral Amount arose, shall specify the Participant’s Excess Deferral Amount for such taxable year, and shall be accompanied by the Participant’s written statement that if such amounts are not distributed, then such Member Elective Deferrals --- together with amounts deferred pursuant to other qualified cash or deferred arrangements under Section 401(k) of the Code, simplified employee pension plans under Section 408(k) of the Code, and tax-sheltered annuity contracts under Section 403(b) of the Code --- exceed the limit imposed on the Participant by Section 7.1 for the taxable year in which the Member Elective Deferrals occurred. (c) In the case of any Excess Deferral Amounts which arise under this Fund by virtue of the failure of any monitoring system maintained by a Contributing Company, the Plan Administrator shall be empowered to submit a claim on behalf of, and in the name of, the Participant, and such claim shall be deemed to be the claim of such Participant for all intents and purposes. The Plan Administrator shall be entitled to assume that a Participant’s taxable year is the calendar year unless the Participant has previously advised the Plan Administrator otherwise, in writing. (d) The Excess Deferral Amount for the taxable year which would otherwise be distributed to the Participant shall be reduced, in accordance with Department of Treasury Regulations, by the Excess Contributions previously distributed to the Participant for the Plan Year beginning in that taxable year. Also, corrective distribution of any Excess Deferral Amount shall be satisfied from Member Roth 401(k) Contributions before any Member Pre- Tax Contributions.

PROV 20-1 Restatement FINAL 30 7.3 Annual Additions Limit. (a) Except to the extent permitted with respect to Member Catch-up Contributions and Section 414(v) of the Code, the Annual Additions that may be contributed or allocated to a Member’s Account under the Fund for any limitation year shall not exceed the lesser of: (1) $53,000, as adjusted for increases in the cost-of- living under section 415(d) of the Code, or (2) 100 percent of the Member’s 415 Compensation, for the limitation year. (b) To the extent the Annual Additions with respect to the Fund and other defined contribution plans of the Contributing Companies or Affiliated Companies would otherwise exceed the limitations of Section 7.3(a), amounts permitted to be credited to a Member’s Account shall be reduced in the following order: (1) Contributions by or on behalf of a Member to other defined contribution plans of the Contributing Companies or Affiliated Companies; (2) Company Contributions of any Contributing Company on behalf of a Member to the Fund; (3) Member After-Tax Contributions by a Member to the Fund; (4) Member Roth 401(k) Contributions on behalf of a Member to the Fund; and (5) Member Pre-Tax Contributions on behalf of a Member to the Fund. 7.4 Excess Annual Additions. (a) If and to the extent it is determined that any contribution of any Contributing Company is in excess of the limitations imposed by Section 7.3, and provided that such contribution was made by a good faith mistake of fact, then such excess shall be returned to the Contributing Company within one year after payment of the contribution. (b) If, due to a reasonable error in estimating a Member’s annual Compensation, a reasonable error in determining the amount of Member Elective Deferrals that may be made with respect to any individual under the limits of Section 415 of the Code, or due to such other facts and circumstances as may justify the availability of this special rule, the Annual Additions to the Member’s Account under this Fund and under any other defined contribution plans of the Contributing and Affiliated Companies exceed the limitations set forth in Section 7.3(a), then the excess Annual Additions in a Member’s account, if any, shall be treated in accordance with a correction method permitted under the Employee Plan Compliance Resolution System as set forth in Revenue Procedure 2013-12 and any subsequent update thereto. If the treatment described in this Section 7.4(b) is necessary, such treatment shall be performed on other defined contribution plans of the Contributing Companies or Affiliated Companies before applying to this Fund. 7.5 Notice of Limitation issue. The Employing Company shall notify a Member and the Plan Administrator if the limitation on contributions or allocation or reallocation of Contributions to his Account for any calendar year is affected by the limitations set forth in this Article. 7.6 Aggregation of Plans. For purposes of Section 7.3 and Section 7.4, all defined contribution plans (whether or not terminated) of the Contributing and Affiliated Companies shall be treated as one defined contribution plan.

PROV 20-1 Restatement FINAL 31 ARTICLE 8 INVESTMENT FUNDS 8.1 Authority to Establish Investment Offerings. (a) Selecting Investment Offerings is a fiduciary act that is the responsibility of the Trustees. Except as set forth in this Section 8.1, the Trustees shall have the discretionary authority to establish Investment Offerings and investment tiers and to allot Investment Offerings among any such tiers. (b) The Royal Dutch Shell Stock Fund shall be a permanent Investment Offering under these Regulations. Members and Beneficiaries---and not the Trustees nor the Investment Manager of the Royal Dutch Shell Stock Fund---shall have discretionary authority and control with respect to buying, selling, and holding units in the Royal Dutch Shell Stock Fund. In the absence of any Member or Beneficiary direction to buy, sell, or hold units of the Royal Dutch Shell Stock Fund for his Account, the Trustees and the Investment Manager of the Royal Dutch Shell Stock Fund shall not buy, sell, or hold shares of RDS ADRs for that Account; provided, however, that the Trustees shall liquidate, or cause the Investment Manager of the Royal Dutch Shell Stock Fund to liquidate, RDS ADRs in the Royal Dutch Shell Stock Fund only in the event of the imminent bankruptcy of Royal Dutch Shell plc. In the event of any such liquidation, the Trustees shall invest the resulting cash in the Thrift Fund. 8.2 Investment Funds. At the direction of a Member or a Beneficiary, the assets of such person’s Account shall be invested in one or more Investment Offerings. 8.3 Separate Subaccounts. In general, each Account shall be divided between Company Contribution Subaccount, Member After-Tax Subaccount, Member Catch-Up Subaccount, Member Pre-Tax Subaccount, QNEC Subaccount, Previously Distributed Subaccount, After-Tax Rollover Subaccount, Prior Plan Company Contribution Subaccount, Prior Plan Fully Vested Match Subaccount, Prior Plan Scheduled Vesting Match Subaccount, the Pre-Tax Rollover Subaccount, Member Roth 401(k) Subaccount, Roth Conversion Member Pre-Tax Sources Subaccount, Roth Conversion Restricted Sources Subaccount, Roth Conversion Unrestricted Sources Subaccount, and the Roth Rollover Subaccount. 8.4 Valuation and Accounting. (a) The assets of each Investment Offering or associated underlying investments shall be valued in accordance with applicable prospectus and/or governing documents and applicable law. Generally and where applicable, any Investment Manager shall value assets in good faith in accordance with the best available information, accepted accounting practices, and applicable laws and regulations so as to provide uniform and consistent methods of valuation. (b) The Thrift Fund shall be valued consistent with the investment management agreement or other governing document. In the event any such investment management agreement or governing document is silent, the Thrift Fund shall be valued as follows: All interest, dividends, and other income accrued during each Valuation Period and any profits realized during each Valuation Period by the Thrift Fund shall be credited to an income account for the Thrift Fund, and certain expenses incurred (in accordance with Section IX of the Trust Agreement) and any losses realized by the Thrift Fund during each Valuation Period shall be debited to that account for the Thrift Fund. As of the end of each Valuation Period, the balance of the account shall be allocated among the Members and Present Interest Beneficiaries in proportion to their balances in the Thrift Fund during the Valuation Period. If the income account shows a net deficit for the Valuation Period, such deficiency shall be provided for to the extent necessary from the Members’ and Present Interest Beneficiaries’ Thrift Fund balance, debits shall be in proportion to their balances during the Valuation Period. (c) The Royal Dutch Shell Stock Fund shall be valued consistent with the investment management agreement. In the event any such investment management agreement is silent, the Royal Dutch Shell Stock Fund shall be valued as follows: Valuation of RDS ADRs held in the Royal Dutch Shell Stock Fund shall be based upon the closing price of the ordinary shares of RDS ADRs on the principal national domestic securities exchange on which the RDS ADRs are traded or, if unavailable, the latest available price as reported by the principal national domestic securities exchange on which the RDS ADRs are traded or, if neither is available, the price determined in good faith by the Investment Manager

PROV 20-1 Restatement FINAL 32 of the Royal Dutch Shell Stock Fund. The net asset value of the Royal Dutch Shell Stock Fund will be calculated by (1) adding the market value of the RDS ADRs, the market value of any money market fund or other mutual fund or commingled money market pool contained in the Royal Dutch Shell Stock Fund, any payables including the cost of RDS ADRs purchased, principal and interest obligations, if any, and other expenses that the Investment Manager accrues or pays from the Royal Dutch Shell Stock Fund and any receivables including the proceeds of RDS ADRs sold, interest, and dividends and (2) dividing the sum by the total number of units in the Royal Dutch Shell Stock Fund outstanding at the end of the day in issue. (d) Dividends in the form of cash, RDS ADRs, or RDS class “A” ordinary share dividends, and the proceeds of any other distributions received by the Investment Manager in respect of RDS ADRs shall be credited to such Accounts on the date of payment thereof if received on a Valuation Date before the New York Stock Exchange closes for trading or on the Valuation Date next succeeding the date on which the payment is received, if it is not received on a Valuation Date or if it is received on a Valuation Date after the New York Stock Exchange closes for trading; provided, however, that if a person entitled to provide Account investment directions under the Plan affirmatively elects to have amounts representing such dividends and other proceeds invested in accordance with such person’s investment election in effect for contributions and loan repayments to the Fund, such amounts shall be so invested. An election under this Section 8.4(d) shall be made subject to the conditions of Section 9.3 and Article 16, shall become effective as provided under Section 9.1(a), and shall remain effective until canceled. (e) Charges and expenses of an Investment Offering or associated underlying investments shall be charged to the same in accordance with applicable prospectus and/or governing documents and applicable law, including brokerage commissions, transfer taxes, or other charges and expenses. Other taxes, charges, and expenses of the Shell Provident Fund shall be charged to the Accounts of Accountholders in accordance with Section IX of the Trust Agreement. 8.5 Investment Manager. (a) To the extent the Shell Provident Fund shall invest its assets with the Shell Savings Group Trust, the Trust Agreement of the Shell Savings Group Trust, rather than these Regulations, shall determine the rights, powers, duties, and responsibilities of the investment managers thereof. (b) An Investment Option may be under the management and control of one or more Investment Managers appointed by the Trustees. Each Investment Manager in its discretion shall individually invest and reinvest principal and income in accordance with applicable governing documents and applicable law. (c) The Investment Manager of the Royal Dutch Shell Stock Fund may, in its discretion, retain in cash, including investment in any short-term collective or common trust funds as provided in Section VI of the Trust Agreement, such part of the assets of the Royal Dutch Shell Stock Fund as it shall deem necessary or desirable for the proper administration thereof, including for purposes of the payment of expenses or other anticipated distributions or pending the purchase of longer term investments suitable therefor. (d) The Investment Manager of the Royal Dutch Shell Stock Fund shall have the right to close the Royal Dutch Shell Stock Fund to purchases and redemptions whenever trading in RDS ADRs is suspended or whenever, in the judgment of the Investment Manager, substantial purchase and sales orders for RDS ADRs are pending but not executed. 8.6 Distributions In-Kind. Distributions shall normally be made in cash. After the commencement of trading of RDS ADRs on the New York Stock Exchange, when a Member’s Account is paid out pursuant to Sections 12.3, 12.4, and 12.6 upon his termination of service or pursuant to Section 10.3 upon his age 59½ withdrawal, the value of a Member’s Royal Dutch Shell Stock Fund Account shall be distributed in cash, unless the Member shall affirmatively elect to take a distribution in the form of whole RDS ADRs and residual cash. 8.7 Managed Accounts. The Trustees may appoint an Investment Manager to provide discretionary and non-discretionary investment management services to Accountholders. If an Accountholder affirmatively elects to use any such discretionary services, then during the term of the arrangement for such services, such Investment

PROV 20-1 Restatement FINAL 33 Manager rather than the Accountholder shall have the full authority of the Accountholder to invest Contributions and to invest and reinvest assets of the Account. The fees arising from the discretionary investment management services of the Investment Manager shall be deducted from the Account of the Accountholder electing to use such discretionary services. 8.8 Brokerage Window. (a) A Participant or Present Interest Beneficiary may invest up to 100% of his vested Account in the Brokerage Window, if any, and may direct Contributions and loan repayments to such Brokerage Window in accordance with procedures established by the Plan Administrator. (b) Withdrawals, minimum required distributions, installment payments under Section 12.6(c), and de minimis distributions will be processed from the Participant’s or Present Interest Beneficiary’s balances in the Investment Offerings in accordance with procedures established by the Plan Administrator which may contain rules specific to the Brokerage Window. (c) If the Accountholder dies leaving a balance in a Brokerage Window, his Present Interest Beneficiary shall have the right to continue the Brokerage Window provided the Present Interest Beneficiary satisfies such administrative procedures as may be then in effect; otherwise the Brokerage Window assets payable to such Present Interest Beneficiary will be liquidated and transferred out of the Brokerage Window to the Thrift Fund. (d) The Brokerage Window, if any, shall be subject to such minimum investment, trading and investments restrictions, and settlement periods as the service provider of such Brokerage Window shall impose. ARTICLE 9 MEMBER DIRECTIONS 9.1 Investment Directions. Each Member shall direct the investment of his Account among one or more of the Investment Offerings offered under the Plan in multiples of one percent (1%) as follows: (a) On and after June 1, 1996, a direction shall be effective: (1) on the day it is actually received provided it is received on a Valuation Date before the New York Stock Exchange closes for trading; or (2) on the Valuation Date next succeeding the day on which it is actually received, if it is not received on a Valuation Date or if it is received on a Valuation Date after the New York Stock Exchange closes for trading. An investment direction, once given, shall remain effective until changed by a subsequent direction. (b) Notwithstanding anything to the contrary contained herein, Shell Oil Company in its discretion may, at any time, fix a uniform upper percent limitation on the part of Company Contributions which Members and Beneficiaries may direct be invested in the Royal Dutch Shell Stock Fund. While any such limitation is effective, all directions, whether made prior or subsequent thereto, shall be effective only to the extent permissible under the limitation. (c) Company Contributions, rollover amounts, Member Contributions, loan repayments, and restored forfeitures as to which no valid investment direction is in effect shall be placed in the Default Fund. To the extent that a Participant or a Beneficiary entitled to immediate possession of an account has a valid investment direction to an Investment Offering that terminates or withdraws from the Fund or merges with a successor fund that is not an Investment Offering, he shall be treated as having no valid investment direction from the time the Investment Offering terminates or withdraws from the Fund or merges into a successor fund that is not an Investment Offering. Where by virtue of the summary plan description or otherwise, the Participant or such Beneficiary is informed or otherwise aware that he has a right to direct Company Contributions, rollovers, Member Contributions, loan repayments, and restored forfeitures, as applicable, to Investment Offerings and otherwise allocate his Account among Investment Offerings and, moreover, that his failure to make a valid investment direction shall be treated as a direction to invest in the Default Fund, then the Participant’s or Beneficiary’s failure to direct shall be deemed an exercise of the Participant’s or Beneficiary’s control and discretion to invest in the Default Fund. Where a Participant attempts to allocate to the Investment Offerings more than

PROV 20-1 Restatement FINAL 34 100 percent of the amount the Participant rolls over into the Fund, the entire rollover amount shall be returned to the Participant. 9.2 Investment Transfers; Default Funds. Each Participant and each Beneficiary may direct that any portion of his Account shall be transferred between Investment Offerings by giving directions to the Plan Administrator as follows: (a) Each direction shall indicate the amount or percentage to be transferred, the Investment Offering from which the transfer is to be made, and each Investment Offering to which the amount or percentage is to be transferred. (b) Directions as to a transfer to any Investment Offering shall be effective on the first Valuation Date on or after July 12, 1996, on which the Plan Administrator receives such direction. For purposes of this Section 9.2, the Plan Administrator shall be deemed to have received a transfer direction: (1) on the day it is actually received provided it is received on a Valuation Date before the New York Stock Exchange closes for trading; or (2) on the Valuation Date next succeeding the day on which it is actually received, if it is not received on a Valuation Date or if it is received on a Valuation Date after the New York Stock Exchange closes for trading. A transfer direction, once given, shall remain effective unless canceled in a timely manner; provided, however, that no such transfer direction may be canceled or modified, and no proceeds from any such exchange can be redirected, after the close of the Valuation Date on which the exchange direction takes effect. (c) Notwithstanding anything to the contrary contained herein, Shell Oil Company in its discretion may, at any time, fix a uniform upper percent limitation on the part of Company Contributions which Participants and Beneficiaries may direct be transferred to the Royal Dutch Shell Stock Fund. While any such limitation is effective, all directions, whether made prior or subsequent thereto, shall be effective only to the extent permissible under the limitation. (d) A Participant or Beneficiary may lose exchange privileges under an Investment Offering, consistent with the prospectus or governing document thereof, for trading that the Investment Manager determines is excessive or that adversely impacts effective management of an Investment Offering in accordance with its stated investment objectives and policies or that would otherwise potentially be adverse to the interests of Participants and Beneficiaries who are long-term investors. (e) Where an Investment Offering terminates or withdraws from the Fund or merges with a successor fund that is not an Investment Offering, a Participant (or Present Interest Beneficiary) who has a balance in such Investment Offering shall redirect that balance among the remaining Investment Offerings. Where the Participant (or Present Interest Beneficiary) fails to make a valid investment redirection, such balance shall be placed in the Default Fund. Where by virtue of the summary plan description or otherwise, the Participant ( or Present Interest Beneficiary) is informed or otherwise aware that he has a right to redirect a balance from a terminated or withdrawn or merged Investment Offering among the remaining Investment Offerings and, moreover, that his failure to make a valid investment redirection shall be treated as a direction to reinvest such balance in the Default Fund, then any failure to redirect the balance from a terminated or withdrawn or merged Investment Offering shall be deemed an exercise of the Participant’s (or Present Interest Beneficiary’s) control and discretion to invest such balance in the Default Fund. (f) The Member may specify an Investment Offering within the relevant Subaccounts from which the transfer shall be made. If the Member does not specify an Investment Offering or if further allocation of the amount of the transfer is necessary, the amount or remaining amount, as the case may be, shall be distributed from the Member’s Investment Offerings in accordance with procedures established by the Plan Administrator which may contain rules specific to the Brokerage Window. Where by virtue of the summary plan description or otherwise, the Member is informed or otherwise aware that a Member has a right to allocate transfers to the Member’s Investment Offerings and moreover, that the failure to make a valid allocation shall be treated as a direction to allocate the transfers in accordance with procedures established by the Plan Administrator, then the Member’s failure to allocate transfers properly shall be deemed an exercise of the Member’s control and discretion to allocate the transfer to the Member’s Investment Offerings in accordance with such procedures.

PROV 20-1 Restatement FINAL 35 9.3 Conditions. Investment directions and redirections shall be made subject to the conditions of Article 16. In order to facilitate compliance with securities laws, investment directions and redirections to the Royal Dutch Shell Stock Fund shall be made subject to compliance with the Royal Dutch Shell plc Securities Dealing Code. 9.4 Responsibility for Following-up on Investment Direction Execution. A Participant or Beneficiary shall be responsible for following up in order to ensure that his or her investment directions and redirections were acted upon and were carried out in accordance with his or her express instructions, and that, in the case of a Participant, any contributions related to a suspended direction were redirected in accordance with the Participant’s standing investment direction once the conditions that precipitated the suspension were resolved. ARTICLE 10 MEMBER WITHDRAWALS 10.1 General Withdrawal Restrictions and Provisions. (a) A Member shall have no right to receive the amounts standing to his credit in his Account, or any part thereof, except as may be permitted by this Article 10, Article 11, Section 12.4, Section 13.2(c), and Article 17 of the Regulations. (b) Whenever a Member shall direct a withdrawal from any of his Investment Offerings, there shall be redeemed (as of the next succeeding Valuation Date following receipt of such direction by the Fund or on the receipt date of such direction if such direction is received on a Valuation Date prior to the time the New York Stock Exchange closes for trading) so much of such Member’s interest as may be necessary to provide the cash to be withdrawn. (c) Notwithstanding the foregoing provision, however, no withdrawal shall be permitted from a Member’s Account in excess of the value (as of the next succeeding Valuation Date following receipt of such direction by the Fund or on the receipt date of such direction if such direction is received on a Valuation Date prior to the time the New York Stock Exchange closes for trading) of all amounts standing to his credit in his Investment Offerings. The value of the Account or relevant Subaccounts will be determined as of the next succeeding Valuation Date following receipt of such direction by the Fund or on the receipt date of such direction if such direction is received on a Valuation Date prior to the time the New York Stock Exchange closes for trading. (d) During periods of extreme market conditions or market closures, a withdrawal direction may not become effective until normal trading resumes in all securities markets. Similarly whenever the Investment Manager closes the Royal Dutch Shell Stock Fund to redemptions or whenever, in the judgment of the Investment Manager, liquidity in the Royal Dutch Shell Stock Fund is insufficient to honor in the aggregate all loan, withdrawal, and distribution requests involving redemptions from the Royal Dutch Shell Stock Fund, then withdrawal directions to redeem units of the Royal Dutch Shell Stock Fund and/or withdrawal directions to redeem other Investment Offerings units which redemptions are dependent in whole or in part upon redemptions of Royal Dutch Shell Stock Fund units shall not become effective until the Royal Dutch Shell Stock Fund reopens and/or, in the judgment of the Investment Manager, liquidity in the Royal Dutch Shell Stock Fund is sufficient to honor in the aggregate all loans, withdrawals, and distributions involving redemptions from the Royal Dutch Shell Stock Fund. In such event, the Valuation Date shall be likewise delayed. In order to facilitate compliance with securities laws, withdrawals from the Royal Dutch Shell Stock Fund shall be made subject to compliance with the Royal Dutch Shell plc Securities Dealing Code. (e) Notwithstanding any other provision of this Article 10, a Member shall not be permitted to withdraw any amount subject to a qualified domestic relations order as defined under ERISA and the Code. (f) The Member may specify an Investment Offering within the relevant Subaccounts from which the withdrawal shall be made. If the Member does not specify an Investment Offering or if further allocation of the amount of the withdrawal is necessary, the amount or remaining amount, as the case may be, shall be distributed from the Member’s Investment Offerings in accordance with procedures established by the Plan Administrator which

PROV 20-1 Restatement FINAL 36 may contain rules specific to the Brokerage Window. Where by virtue of the summary plan description or otherwise, the Member is informed or otherwise aware that a Member has a right to allocate withdrawals to the Member’s Investment Offerings and moreover, that the failure to make a valid allocation shall be treated as a direction to allocate the withdrawals to the Investment Offerings in accordance with procedures established by the Plan Administrator which may contain rules specific to the Brokerage Window, then the Member’s failure to allocate withdrawals properly shall be deemed an exercise of the Member’s control and discretion to allocate the withdrawal to the Member’s Investment Offerings in accordance with such procedures. 10.2 Withdrawals of Member After-Tax Contributions. Any Member may by written direction to the Fund withdraw up to one hundred percent (100%) of the value of his Member After-Tax Subaccount. The right to make such a withdrawal is personal to such Member and cannot be transferred or pledged, whether by voluntary act or by operation of law, and any such attempted transfer or pledge shall be void. 10.3 Age 59½ Withdrawals. Notwithstanding anything in these Regulations to the contrary, any Member who attains age 59½ even though he has not terminated service and is still in the service of an Employer may, by direction to the Plan Administrator, withdraw all or a portion of the amount standing to his credit. 10.4 Withdrawals of Prior Plan Vested Match. Any Member who has amounts credited to a Prior Plan Fully Vested Match Subaccount may, by direction to the Plan Administrator, withdraw all or a portion of the amount standing to his credit in such Prior Plan Fully Vested Match Subaccount. 10.5 Withdrawals of Prior Plan Employer Contributions. Any Member who has amounts credited to the Prior Plan Company Contribution Subaccount may, by direction to the Plan Administrator, withdraw once in every twelve-month period all or a portion of the amount standing to his or her credit in his or her Prior Plan Company Contribution Subaccount. Except as may be permitted by Section 10.3, this Section 10.5 shall not apply to a Member until the Member has at least five years of participation in the Fund. For purposes of this Section 10.5, “participation in the Fund” shall include, in addition to participation in this Fund, participation in the Alliance Savings Plan, the Star Enterprise Thrift Plan, the Star Enterprise Savings Plan, and any other plan from which a Member’s Account was transferred in a direct trust-to-trust transfer to the Alliance Savings Plan. For purposes of this paragraph, “participation in the Fund” shall also include, in addition to participation in this Fund, participation in the Pennzoil-Quaker State Company Savings and Investment Plan and the Pennzoil-Quaker State Company Savings and Investment Plan for Hourly Employees. 10.6 Hardship Withdrawals. (a) Hardship Withdrawals will be available under the terms of these Regulations for Members. (b) Applications for Hardship Withdrawals must be submitted to the Plan Administrator. The Plan Administrator will consider such applications and requests at least once a month. Members shall pre-qualify for Hardship Withdrawals in accordance with the procedures established by the Plan Administrator. Hardship Withdrawals, when the Plan Administrator has pre-qualified the Member, will be made effective (unless denied): on the date the Hardship Withdrawal applications actually received provided it is received on a Valuation Date before the New York Stock Exchange closes for trading; or on the Valuation Date next succeeding the day on which it is actually received, if it is not received on a Valuation Date or if it is received on a Valuation Date after the New York Stock Exchange closes for trading. (c) A Member may withdraw such amounts as are needed to satisfy such Member’s immediate and heavy financial need, in accordance with and subject to the following conditions: (1) A distribution will be deemed to be made on account of an immediate and heavy financial need if the distribution is on account of: (A) Payment of tuition and related educational fees as specified by the Commissioner of the Internal Revenue Service for the next 12 months or portion thereof of post-secondary education for the Member, such Member’s spouse, child or children, or dependents (as defined in Section

PROV 20-1 Restatement FINAL 37 152 of the Code, and, for taxable years beginning on or after January 1, 2005, without regard to Section 152(b)(1), (b)(2) and (d)(1)(B) of the Code); (B) Purchase (excluding mortgage payments) of a principal residence of the Member; (C) Medical and dental expenses described in Section 213(d) of the Code previously incurred by the Member, such Member’s spouse, or any dependents of the Member, within the meaning of Section 152 of the Code (consistent with the definition of dependent as used in the application of Sections 105 and 106 of the Code), or necessary for these persons to obtain medical or dental care described in Section 213(d) of the Code; (D) The need to prevent the eviction of the Member from such Member’s principal residence or foreclosure on the mortgage of the Member’s principal residence; (E) Payments for burial or funeral expenses for the Member’s deceased parent or parents, spouse, child or children, or dependents (as defined in Section 152 of the Code, and, for taxable years beginning on or after January 1, 2005, without regard to Section 152(d)(1)(B) of the Code); (F) Expenses for the repair of damage to the Member’s principal residence that would qualify for the casualty deduction under Section 165 of the Code (determined without regard to Section 165(h)(5) and whether the loss exceeds 10% of the Member’s adjusted gross income); or (G) Such other reason as the Commissioner of the Internal Revenue Service shall approve through communications of general applicability; provided such reason is expressly included by the Plan Administrator as a certifiable reason for the Hardship Withdrawal. (d) Hardship Withdrawals shall be considered only to the extent that the amount requested is not in excess of the amount required to relieve the hardship, or to the extent that such need may not be satisfied from other resources that are reasonably available to the Member, including assets of such Member’s spouse and minor dependents. The amount requested may include amounts necessary to pay any federal, state, or local income taxes or penalties reasonably anticipated to result from the Hardship Withdrawal. The Member shall certify in his application for a Hardship Withdrawal: (1) the amount needed to meet the hardship, (2) that the hardship is of an immediate and heavy financial nature, (3) the amount of funds reasonably available to him, his spouse, and minor dependents, and (4) that he will in fact use such funds and the Hardship Withdrawal to meet the hardship. The Member shall also represent in writing (or by electronic medium, if allowed by the Plan Administrator), and the Plan Administrator shall be entitled to rely upon the Member’s representation unless the Plan Administrator has actual knowledge to the contrary, that the Member has insufficient cash or other liquid assets reasonably available to satisfy the financial need and the need cannot be relieved: (5) through reimbursement or compensation by insurance or otherwise;

PROV 20-1 Restatement FINAL 38 (6) by reasonable liquidation of the Member’s assets, to the extent such liquidation would not itself cause an immediate and heavy financial need; or (7) by (A) other distributions under this Fund and any other plans maintained by the Employer, or (B) borrowing from commercial sources on reasonable commercial terms. Notwithstanding the foregoing, the Plan Administrator shall require Members to first obtain all other distributions (other than hardship distributions) under this Fund and all other plans of deferred compensation of the Employer unless such distribution would itself increase the immediate and heavy financial need. (e) A Member may be denied a Hardship Withdrawal if he has a loan outstanding under the Fund and the Plan Administrator determines such a Hardship Withdrawal would impair the security for such loan. (f) Hardship Withdrawals will be distributions under the Fund. (g) (Intentionally left blank) (h) The amount of a Member’s Hardship Withdrawal shall not exceed the sum of such Member’s account balance in the following sources: (1) Member Roth 401(k) Subaccount; (2) Roth Conversion Member Pre-Tax Sources Subaccount; (3) Member Pre-Tax Subaccount; and (4) Member Catch-Up Subaccount. The amount of a Member’s Hardship Withdrawal shall be satisfied from such sources in the Member’s Account in the order listed above. (i) If a Member’s application for a Hardship Withdrawal is denied in whole or in part, the claims procedure of Article 20 shall apply. ARTICLE 11 LOANS 11.1 Eligible Borrowers. Participants and Present Interest Beneficiaries who have an Account under this Fund shall be eligible to make a loan under the terms of these Regulations; provided, however, that loans to parties in interest may not discriminate in favor of Highly Compensated Employees. 11.2 Requests for Loans to the Plan Administrator. The Plan Administrator will consider loan requests submitted in accordance with this Article 11. Unless denied, a loan will be made effective on the date the loan request is actually received provided it is received on a Valuation Date before the New York Stock Exchange closes for trading; or on the Valuation Date next succeeding the day on which it is actually received, if it is not received on a Valuation Date or if it is received on a Valuation Date after the New York Stock Exchange closes for trading. During periods of extreme market conditions or market closures, a loan request shall be treated the way a withdrawal direction is treated under Section 10.1(d). 11.3 Administration of the Loan Program. To ensure, among other things, that a Borrower’s loan repayment is not reversed by a financial institution for non-sufficiency of funds, the Plan Administrator shall be entitled to

PROV 20-1 Restatement FINAL 39 establish a time period during which a Borrower who has just repaid a loan may not apply for another loan. Otherwise, Borrowers may apply for loans under these Regulations subject to the following terms and conditions: (a) With respect to each Account, the total amount of outstanding loans, including loans from other qualified plans of the Employer, shall not exceed the lesser of: (1) Fifty Thousand Dollars ($50,000) reduced by the excess, if any, of (A) the highest outstanding balance of loans from the Fund (and all other qualified plans maintained by the Employer) during the one-year period ending on the day before the date on which such loan was made, over (B) the outstanding balance of loans from the Fund on the date on which such loan was made, or (2) one-half the value of the Account, determined as of the last Valuation Date preceding the Borrower’s request for a loan. For any loan, including loans from other qualified plans of the Employer, that is deemed distributed as a result of a default that has not been repaid (such as by a plan loan offset), the unpaid amount of such loan including accrued interest will be considered outstanding for purposes of Section 11.3(a). (b) Loans shall not be made for less than Five Hundred Dollars ($500.00). (c) Loans shall meet the requirements of Section 4975(d)(1) of the Code. (d) Loans shall be adequately secured by the value of the Member’s Account. (e) The rate of interest for loans shall be set by the Plan Administrator based on an annual rate equal to the prime index as quoted by Bloomberg L.P., The Wall Street Journal, or any other widely available, easily accessible source. The Plan Administrator shall be entitled to select a rate which discourages arbitrage and reflects the fact that payments generally are made via payroll deduction. The Plan Administrator shall not be required to charge different rates for different parts of the country and need not consider the creditworthiness of the Borrower nor the usury laws of any particular jurisdiction. The Plan Administrator will periodically review the loan rate and make adjustments when appropriate. However, the rate set for each loan shall remain the same during the term of the loan, except that the rate of interest may not exceed 6% per year during periods that the Borrower is on “military service,” within the meaning of, and as required under, the Servicemembers Civil Relief Act. Principal and interest paid on a loan shall be credited and allocated in accordance with the current or last Contribution allocation. (f) Loans, by their terms, shall be amortized in substantially level monthly or semi-monthly payments with the final payment or balance due upon the expiration of a fixed term of not more than five (5) years and of not less than six (6) months; provided, however, the Plan Administrator, to the extent permitted under applicable law, may approve a loan for up to a twenty-five-year term in the case of a loan used to acquire any dwelling unit which within a reasonable period of time is to be used (determined at the time the loan is made) as the principal residence of the Borrower based upon a certification made by the Borrower, and consistent with such certification. (g) Loans shall be made pursuant to a loan agreement between the Borrower and the Fund, utilizing such methods and provisions as the Plan Administrator shall approve. Loan payments will be made in installments by payroll deductions, in the case of an Active Employee actively at work, and by direct payment (including payments through the use of the automatic clearing house method of debiting his account with a financial institution) in the case of any other Borrower, with minimum payments of Twenty-Five Dollars ($25) per month. (h) A Borrower may not have more than two (2) loans under this Fund and any other qualified plan of the Employer outstanding at one time; provided, however, that a Borrower’s loans under this Fund outstanding as of December 31, 2014, shall continue in accordance with their terms. (i) The Plan Administrator shall be entitled to deny any loan where he has reasonable cause to believe that the Borrower is not making a bona fide loan as, for example, when the Borrower has no intention to repay it.

PROV 20-1 Restatement FINAL 40 (j) Loans shall meet such other requirements as the Plan Administrator may determine advisable or necessary to provide adequate security and to comply with all applicable laws. (k) A loan will be funded from a Borrower’s Investment Offerings in accordance with procedures established by the Plan Administrator which may contain rules specific to the Brokerage Window. Subject to such procedures as established by the Plan Administrator, a Borrower may specify an Investment Offering from which the loan is to be made. Where by virtue of the summary plan description or otherwise, the Borrower is informed or otherwise aware that the Borrower has a right to specify an Investment Offering from which the loan is to be made subject to any hierarchy or other procedures established by the Plan Administrator and moreover, that failure to specify an Investment Offering shall result in the loan being funded in accordance with procedures established by the Plan Administrator which may contain rules specific to the Brokerage Window, then the Borrower’s failure to specify properly an Investment Offering from which the loan is to be made shall be deemed an exercise of the Borrower’s control and discretion to fund the loan in accordance with such procedures. (l) The entire unpaid principal balance and accrued interest of a loan shall become immediately due and payable upon the death of the Borrower. Notwithstanding the above, the preceding sentence shall not apply if a Beneficiary that is 18 years or older is the sole Beneficiary of a deceased Borrower’s Account or Derivative Account, and such Beneficiary affirmatively elects to continue to repay the loan under its original terms, where such election is received by the Fund no later than the last day that a Borrower would have to cure a failure to pay an installment payment under Section 11.4(a), and the unpaid principal balance and accrued interest, together with the Account or Derivative Account balance equals more than One Thousand Dollars ($1,000). (m) A loan may be prepaid by a Borrower at any time without a penalty fee or charge. Such prepayments shall be applied towards the principal payment amounts due at the end of the term of the loan. Such prepayments will not relieve the Borrower from making subsequent installment payments under the terms of the loan, except to the extent that the outstanding principal balance is reduced to less than the amount of an installment payment. (n) Installment payments required under the terms of a loan may be suspended under these Regulations as permitted under Section 414(u)(4) of the Code for an Active Employee during periods of qualified military service; however, consistent with administrative practices, payroll deductions for installment payments will continue based upon the original installment amount during the period of qualified military service if the Active Employee receives sufficient compensation for this purpose and the Active Employee does not affirmatively elect to discontinue payroll deductions during the period of qualified military service. At the end of the suspension period permitted under this Section 11.3(n) and if a balance exists, the installment payments will resume at an amount required to pay the entire unpaid principal balance of the loan, including the interest that accrued during the suspension period and the interest that will accrue, by the end of the original term of the loan extended by the length of the suspension period permitted under this Section 11.3(n). Notwithstanding the preceding sentence, the amount of an installment payment due after the end of the suspension period under this Section 11.3(n) must not be less than the amount required under the terms of the original loan. (o) Installment payments required under the terms of a loan may be suspended not longer than one year under these Regulations as permitted under the applicable Department of Treasury regulations for an Active Employee that is on a bona fide leave of absence (other than a qualified military service leave under Section 11.3(n)), provided that such Member is not receiving Compensation. At the end of the suspension period permitted under this Section 11.3(o), the installment payments will resume at an amount required to pay the entire unpaid principal balance of the loan, including the interest that accrued during the suspension period and the interest that will accrue, by the end of the original term of the loan extended by the length of the suspension period permitted under this Section 11.3(o). Notwithstanding the preceding sentence, the amount of an installment payment due after the end of the suspension period under this Section 11.3(o) must not be less than the amount required under the terms of the original loan; and the term of the loan may not be extended beyond five years from the date the loan was issued for loans that were not used to acquire a principal residence. (p) Notwithstanding Sections 11.3(n), 11.3(o), and Section 11.4, if plan loans are to be transferred to the Fund for a Participant or Beneficiary in connection with a merger or asset transfer, then the terms and conditions of Sections 11.3 and 11.4 may be modified by the Plan Administrator to the extent necessary to

PROV 20-1 Restatement FINAL 41 accommodate the administration of such loans, provided such loans meet the applicable requirements of ERISA and the Code. (q) Notwithstanding the foregoing requirements of this Section 11.3, the installment obligations for any loan requested on or after January 1, 2004, must be paid by payroll deduction if, at the time the loan is requested, the Borrower has a previous loan (including any loan from other qualified plans of the Employer) that resulted in a deemed distribution that has not been repaid (such as by plan loan offset); moreover, if at a later time, the installment obligations of such loan cannot be made by payroll deduction (other than during the periods permitted by Sections 11.3(n) or 11.3(o)), the amount then outstanding on the loan will be treated as a deemed distribution under Section 72(p) of the Code. (r) Installment payments required under the terms of a loan may be suspended as permitted under Section 103 of the Katrina Emergency Relief Act of 2005 provided that the Borrower is a qualified individual and makes a request to the Plan Administrator for such relief no later than December 27, 2005. For purposes of this Section 11.3(r), a qualified individual is an individual whose principal place of abode on August 28, 2005, was located in the state of Louisiana, Mississippi, Alabama, or Florida and such individual sustained an economic loss by reason of Hurricane Katrina. At the end of the suspension period permitted under this Section 11.3(r), the installment payments will resume at an increased amount required to pay the entire unpaid principal balance of the loan, including the interest that accrued during the suspension period, and the interest that will accrue, by the end of the original term of the loan extended by the length of the suspension period permitted under this Section 11.3(r). (s) Installment payments required under the terms of a loan may be suspended as permitted under Title II of the Gulf Opportunity Zone Act of 2005 provided that the Borrower is a qualified individual and makes a request to the Plan Administrator for such relief no later than February 28, 2006. For purposes of this Section 11.3(s), a qualified individual is an individual whose principal place of abode on September 23, 2005, was located in an area with respect to which a major disaster has been declared by the President before October 6, 2005, under Section 401 of the Robert T. Stafford Disaster Relief and Emergency Assistance Act by reason of Hurricane Rita (or such other area that the Internal Revenue Service may specify), and such individual sustained an economic loss by reason of Hurricane Rita. At the end of the suspension period permitted under this Section 11.3(s), the installment payments will resume at an increased amount required to pay the entire unpaid principal balance of the loan, including the interest that accrued during the suspension period, and the interest that will accrue, by the end of the original term of the loan extended by the length of the suspension period permitted under this Section 11.3(s). 11.4 Late or missed payments. (a) If a Borrower fails to repay any loan granted to him pursuant to this Article 11 in accordance with its terms and such failure continues for a period of at least thirty (30) days, the Plan Administrator shall notify the Borrower in writing in a timely manner that he has thirty (30) days from the date of the notice to cure the failure (the “Cure Period”), and that if the failure is not cured within the Cure Period, the Plan Administrator shall, without further notice to the Borrower, accelerate the balance due on the loan and treat the loan as in default. If the Borrower is deceased, such notice may be given to the person who would be entitled to receive distribution of his Account under the terms of the Plan and who has elected to continue to repay the loan under its original terms as provided for in Section 11.3(l) above (hereinafter in this Article 11, referred to as “Beneficiary Borrower”). If the failure is not cured within the Cure Period, and: (1) to the extent that one of the distributable events under these Regulations has occurred, then the Plan Administrator shall reduce the Account by the balance due on the loan and record and report the transaction as an offset distribution; or (2) to the extent that a distributable event under these Regulations has not occurred and the Borrower is not eligible for, or does not consent to, a distribution or withdrawal, then the Plan Administrator: (A) shall record and report the unpaid loan balance and any accrued but unpaid interest as a taxable deemed distribution; and (B) at the earliest time the Account can be distributed under these Regulations, may reduce the Account by the balance due on the loan, including any accrued but unpaid interest.

PROV 20-1 Restatement FINAL 42 In any such event, the Fund will be completely discharged of all liability under the Fund for the balance of the Account up to the balance (including interest) due on any such loan. (b) Written notice to the Borrower (or to the Beneficiary Borrower if the Borrower is deceased) will conclusively be presumed to have been given under the terms of Section 11.4(a) when mailed (postage prepaid) to the last known address for the Borrower or the Beneficiary Borrower according to the Plan Administrator’s records. If the Plan Administrator has no address for the Beneficiary Borrower to be notified if the Borrower is deceased, the written notice may be mailed to the Beneficiary Borrower at the Borrower’s last known address and, in such event, such notice will conclusively be presumed to have been properly given to the Beneficiary Borrower. (c) Notwithstanding the above, the Plan Administrator may extend the Cure Period provided that the following conditions are met: (1) the Cure Period is not extended by more than 30 days; (2) it is demonstrated that the Borrower made a good faith effort to cure the failure by the end of the Cure Period; and (3) the criteria above is applied by the Plan Administrator on a consistent basis for all Borrowers similarly situated. In no event may the Cure Period for the failure to pay an installment payment when due continue beyond the last day of the calendar quarter following the calendar quarter in which the required installment payment was due. 11.5 Status. If a Member receives a loan under this Article 11, his status as a Member in the Fund and his rights with respect to his benefits under these Regulations shall not be affected, except to the extent that the Member has used his Account as security for the loan, pursuant to this Article 11. 11.6 Discontinued Payroll Deduction Due to Hardship. Notwithstanding the above, at the written request of a Borrower and upon the demonstration by such Borrower that continuation of loan payments via payroll deductions would cause undue financial hardship, the Plan Administrator may cease all future loan payments by payroll deduction and accelerate the entire unpaid principal balance due on the loan with accrued interest. In this event, the Borrower will be treated as having defaulted on the loan as of the day payroll deductions are terminated; in addition, such Borrower will be restricted from obtaining a new loan under these Regulations for a period extending at least through the due date of the last installment payment that would have been payable under the original terms of the loan which was declared in default. ARTICLE 12 DISTRIBUTIONS AND DESIGNATION OF BENEFICIARY 12.1 Beneficiary Designation. Subject to the provisions pertaining to certain married Members set out below, a Member may name an individual, estate, trust, or Qualified Charitable Organization as a beneficiary, or multiple or combination of individuals, trusts, and Qualified Charitable Organizations as beneficiaries (hereinafter referred to as “beneficiary,” whether one or more) to receive all or any part of the amount standing to the Member’s credit with the Fund in the event the Member dies before such amount is distributed. Subject to the provisions pertaining to certain married beneficiaries set out below, a Present Interest Beneficiary may name an individual, estate, trust or Qualified Charitable Organization to receive all or any part of the Derivative Account standing to his credit with the Fund in the event the Present Interest Beneficiary dies before all of such amount is distributed. A “Qualified Charitable Organization” for these purposes shall mean a charitable organization in existence at the time of the distribution that is either: (a) an organization described in Section 170(c) of the Code and listed in the IRS Cumulative List of Organizations described in Section 170(c) of the Internal Revenue Code as

PROV 20-1 Restatement FINAL 43 published by the Internal Revenue Service (currently published as Publication 78) at the time of distribution; (b) an organization which is a church or other church organization which qualifies as a charitable organization under Section 501(c)(3) of the Code; or (c) an educational organization which either qualifies as a charitable organization under Section 501(c)(3) of the Code or which otherwise constitutes an educational organization to which charitable contributions may be deducted under section 170 of the Code. In order to be recognized as a Qualified Charitable Organization any organization designated hereunder must present clear and convincing evidence to the Plan Administrator that it meets the requirements described above. The Plan Administrator may rely on a listing of the designated organization in the current IRS Cumulative List of Organizations described in Section 170(c) of the Internal Revenue Code as published by the Internal Revenue Service (currently published as Publication 78) at the time of distribution in order to treat such organization as a Qualified Charitable Organization. In the event that an organization described in (b) or (c) is not listed in such publication and is otherwise unable to produce documentation to the satisfaction of the Plan Administrator that it is an organization described in Section 170(c) of the Code, or, if the Plan Administrator cannot locate such organization within a reasonable period of time, such designation will be of no force and effect and distribution of such interest which was to pass to the designated organization shall instead be paid in as provided in Section 12.3. Such determination shall be at the Plan Administrator’s discretion and any decision by the Plan Administrator shall be final and binding. 12.2 Effective Date of Beneficiary Designation. No designation or change of beneficiary shall be effective until it is properly accepted by the Plan Administrator or by its duly authorized agent, but when so accepted it shall be effective retroactively to the date of the instrument making the designation or change. A Member or Present Interest Beneficiary may from time to time cancel the designation of a beneficiary, but no such cancellation shall be effective until it is filed with the Trustees; provided, that if the Member or the Present Interest Beneficiary, respectively, dies after forwarding a cancellation to the Trustees, and if it is actually received by the Trustees prior to the time that the amount standing to his credit in the Fund is paid out, it shall be effective retroactively to the date of the instrument making the cancellation. 12.3 Beneficiary Designation and Spousal Consent. (a) After termination of service, amounts standing to the credit of a Member shall be payable to the Member, if he is living. Should any Participant or Present Interest Beneficiary die prior to the distribution of his Account or any portion thereof, the balance of his Account shall be payable to his surviving spouse unless he has a designation of beneficiary in effect which names a non-spouse beneficiary and such surviving spouse has properly consented to such designation, if applicable. Consent is proper if the designation is in writing and may not be changed without spousal consent and if the spouse acknowledges the effect of the designation in a notarized writing. Such spousal consent shall be irrevocable. Spousal consent shall not be required if it is established to the satisfaction of the Plan Administrator that there is no spouse, that the spouse cannot be located, or that other circumstances exist as set forth in regulations issued by the Secretary of the Treasury. Consent by a spouse shall be effective only with respect to such spouse. (b) Spousal consent is also not required for a Derivative Account of a Present Interest Beneficiary; however, for the sake of administrative convenience, the Plan Administrator, at his sole discretion, may require a Present Interest Beneficiary who is designating a non-spouse beneficiary to obtain spousal consent on electronic submissions or otherwise even when such consent is not legally required. No person shall have the discretion to change a Participant’s or Present Interest Beneficiary’s designation of beneficiary after his death; provided, however, any disclaimer by his surviving spouse or other beneficiary which is valid under applicable federal and state laws shall be recognized by the Plan Administrator and shall not be deemed to change a Participant’s or Present Interest Beneficiary’s designation of beneficiary after his death. Should any Participant or Present Interest Beneficiary die prior to the distribution of his Account or any portion thereof without a valid designation of beneficiary in effect, the balance of his Account shall be payable to his surviving spouse or, if none, to the estate of the Participant or Present Interest Beneficiary, respectively. Where a Derivative Account or a Member’s Account, together with any unpaid principal balance and accrued interest from one or more Member Loans, is One Thousand Dollars ($1,000) or

PROV 20-1 Restatement FINAL 44 less, distribution of the Account, together with any unpaid principal and accrued interest, shall be made with or without the recipient’s consent. 12.4 Distribution after Termination of Service. After a Member’s termination of service, his Account shall be distributed subject to the following conditions: (a) Except as provided in Sections 12.4(b) and 12.6, Accounts shall be distributed to the proper person or persons under the provisions of these Regulations as soon as administratively feasible after the Member terminates service, but not later than the sixtieth (60th) day after the close of the Plan Year in which occurs the latest of the following events: (1) the date the Member attains age 65, or (2) the date the Member terminates service with all Contributing Companies or (3) the date beyond age 65 specified in a valid deferral election. Where a Member does not make a valid deferral election, the date under clause (3) above shall be the date the Member attains age 65. Notwithstanding the preceding provisions of this Section 12.4(a), consistent with the provisions of Treasury Regulation section 1.401(a)-14(a), and subject to the provisions of Section 12.4(e), a Member must file a claim for benefits before payment of benefits will commence. (b) No distribution of any part of a Member’s Account shall be made, without the Member’s written consent, to a Member prior to age 65; provided, however, where a Former Member’s Account, together with any unpaid principal balance and accrued interest from one or more Member Loans, is One Thousand Dollars ($1,000) or less, distribution of the Former Member’s Account, together with any unpaid principal balance and accrued interest, shall be made to the Former Member with or without his written consent. An automatic deferral effected under this provision shall be a “deferral” under the Fund. (c) Any deferral under the above provisions and the Account during such a deferral shall be subject to the terms and conditions set forth from Section 12.6(c) through Section 12.6(g). (d) If (1) a question should exist as to the person or persons entitled to any amounts, (2) the amount payable cannot be ascertained by the date distribution is scheduled to be made pursuant to the Regulations, or (3) the payee cannot be located by such date, distribution may be delayed not later than sixty (60) days after the earliest date such question is resolved, such amount is ascertained, or the payee is located. (e) Notwithstanding anything in these Regulations to the contrary, on and after January 1, 2003, a Member’s Account shall be distributed consistent with Article 25. 12.5 Normal Form of Benefit. The normal form of benefit shall be a single sum. 12.6 Deferrals and VPOs. As an optional alternative means of deferring distributions to that provided under Section 12.4(b), and subject to the minimum distribution requirements of Section 12.4(e), distributions of all or a portion of an Account may be deferred by a Member who is terminating service, or, if there is no deferral in effect for the Account, by a deceased Member’s Qualified Beneficiary (but not by a Present Interest Beneficiary who is not a Qualified Beneficiary), consistent with such administrative procedures as may be prescribed by the Plan Administrator and in accordance with the following terms and conditions: (a) An election to defer distribution of an Account, subject to the minimum distribution requirements of Section 12.4(e), shall be made by giving notice to the Plan Administrator: (1) at any time prior to the Participant’s attainment of age 65, if made by a Participant or a Qualified Beneficiary who is an alternate payee, within the meaning of section 206(d)(3)(K) of ERISA, or, (2) within three (3) calendar months after the death of the Member (provided there is no deferral in effect), if made by any other Qualified Beneficiary. (b) If a Member’s termination of service occurs by reason of death and such a Member is survived by a Qualified Beneficiary, such Qualified Beneficiary shall have the right to defer distribution to a date which could have been selected by the Member had termination of service occurred by reason other than the Member’s death.

PROV 20-1 Restatement FINAL 45 (c) After December 31, 1990, a Former Member or a Qualified Beneficiary shall be entitled to request in writing a distribution of all or a part of his deferred Account balance—and a Present Interest Beneficiary shall be entitled to request in writing, a distribution of all or a part of his Derivative Account derived from a deferred Account—as of the Valuation Date coincident with or next following the receipt of such request. Payments shall be made as soon as administratively feasible following the applicable Valuation Date. Subject to the minimum distribution rules of section 401(a)(9) of the Code in the case of a non-spouse Qualified Beneficiary, on and after July 16, 1996, a Former Member or a Qualified Beneficiary shall be entitled to request a distribution of all or a part of his deferred Account balance: (1) in single sum form; or (2) in the form of a series of substantially equal monthly, quarterly, semi-annual, or annual payments (x) for a term of years, or (y) for the life or life expectancy of the Former Member or of the Qualified Beneficiary, as the case may be, or, (z) in the case of a Former Member, for the joint lives of the Former Member and the Former Member’s designated beneficiary; and any such distribution shall be made or shall commence, as the case may be, on the day on which it is actually received provided it is received on a Valuation Date before the New York Stock Exchange closes for trading; or on the Valuation Date next succeeding the day on which it is actually received, if it is not received on a Valuation Date or if it is received on a Valuation Date after the New York Stock Exchange closes for trading. During periods of extreme market conditions or market closures, a withdrawal direction shall be treated the way a withdrawal direction is treated under Section 10.1(d). In the case of a distribution in single sum form, a Former Member or Qualified Beneficiary may specify an Investment Offering from which the distribution is to be made. If the Participant or Qualified Beneficiary does not specify an Investment Offering or if a further allocation of the dollar amount of a distribution request is necessary, the amount or remaining amount, as the case may be, shall be distributed from the Investment Offerings in accordance with procedures established by the Plan Administrator which may contain rules specific to the Brokerage Window. In the case of any distribution other than a distribution in single sum form, allocation of the dollar amount of such a distribution request shall be made in accordance with procedures established by the Plan Administrator which may contain rules specific to the Brokerage Window. Where by virtue of the summary plan description or otherwise, the Participant or Qualified Beneficiary is informed or otherwise aware that he or she has a right to specify an Investment Offering from which the withdrawal is to be made and moreover, that failure to specify an Investment Offering shall result in the withdrawal being funded in accordance with procedures established by the Plan Administrator which may contain rules specific to the Brokerage Window, then the Participant’s or Qualified Beneficiary’s failure to specify properly an Investment Offering from which the withdrawal is to be made shall be deemed an exercise of the Participant’s or Qualified Beneficiary’s control and discretion to fund the withdrawal in accordance with such procedures. A Former Member or Qualified Beneficiary may direct at any time a total distribution of the deferred Account balance—and a Present Interest Beneficiary may direct at any time a total distribution of the Derivative Account derived from a deferred Account—as of the Valuation Date coincident with or next following the receipt of such request. (d) Any deferral shall be subject and subordinate to any conflicting terms of a qualified domestic relations order or valid property settlement agreement, but the fact that a portion of a Participant’s Account has been partitioned under a qualified domestic relations order or valid property settlement agreement shall not prevent a Participant or a Qualified Beneficiary from exercising rights of deferral as to the Participant’s portion of the Account. (e) If a Former Member whose Account has been deferred is reemployed by a Contributing Company, such deferral will be canceled, except as to distributions already made, and distribution of the remainder of the Account will be made under the terms of these Regulations as if the Former Member had not previously terminated service. (f) In the event distribution of the Account of a Former Member or a Qualified Beneficiary has been deferred under the provisions of these Regulations, and the Former Member or Qualified Beneficiary dies, distribution of the Account will be accelerated and the Account distributed to the person(s) entitled to the proceeds; provided, in the case of the death of a Former Member leaving a Qualified Beneficiary or a Present Interest Beneficiary who is at least 18 years of age, the deferral shall remain effective, but the Qualified Beneficiary will have the same rights of acceleration which the Former Member had at the time of death. (g) The rights and restrictions under the Fund applicable to a Member shall, during a period of deferral, be applicable to a Former Member or a Qualified Beneficiary or a Present Interest Beneficiary, except for rights under Articles 5, 6 and 7. Further, as an exception, a Qualified Beneficiary who is not a Present Interest Beneficiary shall under no circumstances have the right given a Member under this Article 12 to name or change a beneficiary.

PROV 20-1 Restatement FINAL 46 12.7 QDROs. Notwithstanding any other provisions in these Regulations to the contrary, the Fund shall make distributions to an alternate payee (as defined by ERISA and the Code) pursuant to any final judgment, decree or order (including judicial approval of a property settlement agreement) which the Plan Administrator has determined to be a qualified domestic relations order as defined under ERISA and the Code. Such distributions shall be made, if authorized by the qualified domestic relations order, within a reasonable time after the Plan Administrator has made the determination that the requirements for a qualified domestic relations order have been satisfied, notwithstanding the Member’s continuing employment by a Contributing Company. 12.8 Legal Disability. Whenever a Participant or Beneficiary entitled to receive any payment hereunder is under a legal disability or is legally incapacitated so as to be unable to manage his financial affairs, the Plan Administrator may direct that payments be held or made to such person or to his legal representative or to a relative of such person for the benefit of the Participant or Beneficiary, respectively, or the Plan Administrator may direct that the payment be applied for the benefit of such Participant or Beneficiary in such manner as the Plan Administrator, in the exercise of his fiduciary duty under ERISA, considers prudent. Any payment in accordance with these provisions shall be a complete discharge of any liability for the making of such payment under the provisions of the Regulations. ARTICLE 13 DIRECT ROLLOVERS 13.1 Rollovers from the Fund. (a) A Distributee may elect, at the time and in the manner prescribed by the Plan Administrator, to have any portion of an Eligible Rollover Distribution from the Fund paid directly to an Eligible Retirement Plan specified by the Distributee in a direct rollover. (b) A Non-Spousal Beneficiary may elect, at the time and in the manner prescribed by the Plan Administrator, to have any portion of an Eligible Rollover Distribution from the Fund paid directly to an Inherited IRA specified by the Non-Spousal Beneficiary in a direct rollover. (c) A Distributee may elect, at the time and in the manner prescribed by the Plan Administrator, to have any portion of an Eligible Rollover Distribution from the Fund paid directly to a Roth IRA specified by the Distributee in a direct rollover, as permitted by Section 408A of the Code, provided that such amount is included in the gross income of the Distributee to the extent that such amount would have been includible if the distribution was not part of a qualified rollover contribution pursuant to Section 408A(d)(3)(A) of the Code. However, for calendar years before 2010, the Distributee may not make this type of rollover if, for the calendar year the Eligible Rollover Distribution is made, he or she has modified adjusted gross income exceeding $100,000 (as adjusted by Section 408A(c)(3) of the Code) or is a married individual filing a separate federal income tax return. (d) For calendar year beginning on and after January 1, 2009, a Non-Spousal Beneficiary may elect, at the time and in the manner prescribed by the Plan Administrator, to have any portion of an Eligible Rollover Distribution from the Fund paid directly to a Roth IRA that is also considered an Inherited IRA specified by the Non- Spousal Beneficiary in a direct rollover, as permitted by Section 408A of the Code, provided that such amount is included in the gross income of the Non-Spousal Beneficiary to the extent that such amount would have been includible if the distribution was not part of a qualified rollover contribution pursuant to Section 408A(d)(3)(A) of the Code. However, for calendar years before 2010, the Non-Spousal Beneficiary may not make this type of rollover if, for the calendar year the Eligible Rollover Distribution is made, he or she has modified adjusted gross income exceeding $100,000 (as adjusted by Section 408A(c)(3) of the Code) or is a married individual filing a separate federal income tax return. 13.2 Rollovers to the Fund. (a) An Active Employee or former Employee who previously participated in the Fund may elect to have a Valid Direct Rollover Contribution made to the Fund in a direct rollover. Any Valid Direct Rollover

PROV 20-1 Restatement FINAL 47 Contribution made to the Fund that is attributable to a designated Roth account shall be credited to the Member’s Roth Rollover Subaccount. (b) Members may at any time, notwithstanding the restrictions on Member withdrawals set forth in Article 10, withdraw any Valid Direct Rollover Contributions made directly to the Fund and any interest and earnings attributable thereon. (c) If the Plan Administrator determines at any time that a rollover contribution to the Fund was not a Valid Direct Rollover Contribution at the time it was made, the Plan Administrator shall distribute to the Participant as soon as practicable, the amount of the contribution, together with interest and earnings attributable thereto. 13.3 Representations. (a) The Participant shall represent, and the Plan Administrator shall be entitled to reasonably rely upon the Participant’s representation, that the direct rollover to the Fund was a Valid Direct Rollover Contribution. The Participant must also provide any documentation that the Plan Administrator may require to substantiate that the direct rollover to the Fund was a Valid Direct Rollover Contribution. (b) The Plan Administrator may also rely upon the representation of the Distributee (or Non- Spousal Beneficiary) that any direct rollover made pursuant to Section 13.1 of the Regulations is to an Eligible Retirement Plan (or an Inherited IRA in the case of a direct rollover by a Non-Spousal Beneficiary). (c) The Plan Administrator is not responsible for assuring that the Distributee (or Non-Spouse Beneficiary) is eligible to make a rollover to a Roth IRA pursuant to either Section 13.1(c) or Section 13.1(d). ARTICLE 14 TRANSFERRED ASSETS 14.1 Right to Transfer Assets to this Fund. In the event of, a transfer of assets from, or a merger or consolidation of, a Qualified Plan into this Fund, the Trustees may direct the Plan Administrator to accept Transferred Assets on behalf of a Member. 14.2 Transferred Asset Accounts. Except as otherwise provided in these Regulations, assets transferred from a Qualified Plan to this Fund shall be accounted for as follows: (a) pre-tax elective deferrals (and earnings thereon) shall be credited to the Member Pre-Tax Subaccount; (b) catch-up contributions derived from pre-tax elective deferrals (and earnings thereon) shall be credited to the Member Catch-Up Subaccount; (c) participant after-tax contributions (and earnings thereon) shall be credited to the Member After-Tax Subaccount; (d) company contributions (and earnings thereon) that are not eligible for in-service distributions before the participant attains 59½ years of age shall be credited to the Company Contribution Subaccount; (e) company contributions (and earnings thereon) that are eligible for in-service distributions before the participant attains 59½ years of age shall be credited to the Prior Plan Company Contribution Subaccount;

PROV 20-1 Restatement FINAL 48 (f) employer matching contributions (and earnings thereon) that are subject to a vesting schedule shall be credited to the Prior Plan Scheduled Vesting Match Subaccount; (g) employer matching contributions (and earnings thereon) that are not subject to a vesting schedule shall be credited to the Prior Plan Fully Vested Match Subaccount; (h) after-tax rollover contributions (and earnings thereon) shall be credited to the After-tax Rollover Subaccount; (i) pre-tax rollover contributions (and earnings thereon) shall be credited to the Pre-Tax Rollover Subaccount; (j) qualified non-elective contributions (and earnings thereon) shall be credited to the QNEC Subaccount; (k) Roth Elective Deferrals and catch-up contributions derived from Roth Elective Deferrals (and earnings thereon) shall be credited to the Member Roth 401(k) Subaccount; and (l) rollover amounts from a designated Roth account as defined in Section 402A of the Code (and earnings thereon) shall be credited to the Roth Rollover Subaccount. ARTICLE 15 STATEMENT OF ACCOUNT 15.1 Periodic Statements. Each Accountholder shall receive a statement periodically, but not less frequently than annually, showing the value of his interest in each Investment Offering in which he is invested as of the end of the preceding period. Such statements shall be deemed to be accepted as correct if no written objection shall have been made to the Trustees within sixty (60) days after the date of rendering. 15.2 Amounts Standing to the Credit of a Participant. Whenever reference is herein made to the amounts standing to the credit of a Participant or Beneficiary, or to the amounts standing to his credit in the Fund, each such reference shall, unless otherwise specified, be deemed to include the value of his interest in each Investment Offering in which he is invested. ARTICLE 16 COMMUNICATIONS The Plan Administrator, or his designated agent, shall prescribe the appropriate methods of communication as he may deem expedient in the administration of the Shell Provident Fund. No application, designation of beneficiary, notice, direction, request or other communication by the Participant or Beneficiary that is provided for under the terms of the Regulations shall be valid unless performed in the prescribed manner. Except for such communications specifically directed to be sent to other persons or entities under the Regulations, no communications concerning the Shell Provident Fund shall be effective for any purpose unless provided in the manner prescribed by the Plan Administrator and received by the Plan Administrator or his designated agent at the time and place he may designate.

PROV 20-1 Restatement FINAL 49 ARTICLE 17 CESSATION OF MEMBER COMPANY PARTICIPATION 17.1 Any Contributing Company which has joined the Fund may cease to be a participant in the Fund as provided in the Trust Agreement and thereupon its right and obligation to make further contributions to the Fund with respect to periods subsequent to the cessation of its participation shall terminate. 17.2 In such case, each Member then in the employ of such Contributing Company shall be relieved of the right and the obligation to make further Member Contributions to the Fund; but the amount standing to the credit of such Member shall be paid to him or his Beneficiary after the termination of service as provided in these Regulations, or earlier, as determined by the Trustees in accordance with the Trust Agreement. ARTICLE 18 AMENDMENTS TO TRUST AGREEMENT AND REGULATIONS 18.1 Subject to limitations therein, the Trust Agreement and these Regulations may be amended by Shell Oil Company upon notification in writing to the Trustees. Such an amendment may be substantial and may be retroactive in effect but shall not reduce the amount then standing to the credit of any Member nor, except as permitted by Treasury Regulations, shall any such amendment eliminate an optional form of benefit with respect to benefits attributable to service before any such amendment. In amending the Trust Agreement and the Regulations, Shell Oil Company shall act through its Board of Directors or such person or persons as have been directly or indirectly delegated the authority of the Board to so act on behalf of Shell Oil Company. Notice to the chairman of the Trustees or to the secretary shall constitute notification to all of the Trustees. 18.2 Written notice of any material amendment shall be provided to all Members. ARTICLE 19 MEMBER’S NONFORFEITABLE INTEREST 19.1 Except as set forth in Schedule D to the Regulations, each Member and each Beneficiary shall have, at all times, a nonforfeitable interest in the amount standing to his credit in the Fund. No Member or Beneficiary shall have any right to receipt of the amount standing to his credit in the Fund, except according to the provisions of the Trust Agreement and these Regulations. 19.2 If the Plan Administrator cannot ascertain the whereabouts of any Member or Beneficiary to whom a payment is due, the Plan Administrator may, after reasonable efforts have been exercised to locate such Participant or Beneficiary, direct that the payment and all remaining payments otherwise due to the payee be canceled on the records of the Fund and the amount thereof applied as a forfeiture in accordance with Section 6.5 of the Regulations. If the Participant or Beneficiary later notifies the Plan Administrator of his whereabouts, Shell Oil Company or such other Contributing Company as the Plan Administrator shall designate shall contribute to the Fund an amount equal to the payment to be paid to the payee as soon as administratively feasible. ARTICLE 20 CLAIMS PROCEDURE 20.1 Claim for Benefits. Any claim for benefits under the Fund shall be made in writing and submitted to the Plan Administrator. The Plan Administrator shall reach a decision as soon as reasonable under the circumstances and notify the claimant, or his duly authorized representative, thereof promptly in writing by mail addressed to the last known address of the claimant or such representative, as the case may be, appearing on the records of the Plan Administrator. Such notice shall be furnished within 90 days after the Plan Administrator receives the claim, unless the Plan Administrator

PROV 20-1 Restatement FINAL 50 determines that special circumstances require an extension of time for processing the claim, in which case the Plan Administrator shall have up to an additional 90 days to respond provided he gives notice of the extension, the reasons therefor, and the expected date of response to the claimant prior to the end of the initial 90-day period. If the claim is denied, in whole or part, the notice thereof shall be by certified mail, return receipt requested, and shall set forth, in a manner reasonably calculated to be understood by the claimant: (a) the specific reason or reasons for the denial; (b) specific reference to pertinent Fund provisions on which the denial is based; (c) a description of any additional material or information to be submitted by the claimant in order to perfect his claim and an explanation of why such material or information is necessary; and (d) an explanation of the Fund’s claim review procedure and the time limits applicable thereto, including a statement of the claimant’s right to bring a civil lawsuit under ERISA if the claim is denied on review. 20.2 Appeals. In the event of the denial of a claim by the Plan Administrator, in whole or in part, the claimant or his duly authorized representative may, within the period ending ninety (90) days from the date of receipt of the denial: (a) request a review of the claim, by filing a written application with the Trustees or a committee thereof; (b) upon request, review pertinent documents, records, and other information and obtain copies free of charge; and (c) submit comments, documents, records, and other information relating to the claim in writing. For this purpose, documents, records, and other information are “pertinent” if they were relied upon in making the determination on the claim or if they were submitted, considered, or generated in the course of making the benefit determination. 20.3 Review Board. The Trustees or a committee thereof shall constitute the review board, which shall fully review such request, review all comments, documents, records, and other information submitted by the claimant relating to the claim, without regard to whether such information was submitted or considered in the initial benefit determination, hold any hearing deemed appropriate by such review board, and notify the claimant or his duly authorized representative, of the decision in writing as soon as practicable, but in no event later than sixty (60) days after receipt of the written request for review; provided, however, if a hearing is requested or if the Trustees determine that special circumstances exist, the Trustees shall have up to an additional sixty (60) days to respond provided that they give notice of the extension, the reasons therefor, and the expected date of response to the claimant prior to the end of the initial 60-day period. Notwithstanding the foregoing, if the Trustees have regularly scheduled quarterly meetings, their response date shall be up to five (5) days after the next regularly scheduled meeting which comes at least thirty (30) days after their receipt of the request for review. This response date may be extended if required by special circumstances, but in no event shall the Trustees respond later than five (5) days following the third regularly scheduled meeting after the receipt of the request for review. In the event the review board confirms the denial of the claim for benefits, in whole or in part, the notice of denial shall set forth, in a manner reasonably calculated to be understood by the claimant, the specific reasons for the decision; reference to the specific Plan provisions on which the decision is based; the claimant’s right to receive, upon request and without charge, reasonable access to, and copies of, all documents, records and other information pertinent to the claim; and the claimant’s right to bring a civil action under ERISA. 20.4 Extension for Providing Necessary Information. In the event the Plan Administrator or the Trustees extend the time for response to a claim due to the claimant’s failure to provide information necessary to decide the claim, the period for the benefit determination shall be tolled from the date notice of the extension is sent to the claimant until the claimant responds to the request for additional information.

PROV 20-1 Restatement FINAL 51 20.5 Validating Representative of Claimant. The Plan Administrator may implement reasonable procedures for ensuring that an individual has been authorized to act on behalf of a claimant. 20.6 Mandatory Use of Claims Procedure; Waiver of Claims; Forum and Venue. (a) The use of the claims procedure of this Article is mandatory in pursuing claims for benefits. Except as otherwise provided, failure to file a claim by the end of the Plan Year following the Plan Year in which the individual knew or should have known of the claim shall constitute an irrevocable waiver of the claim unless it shall be shown not to have been reasonably possible to furnish proof of the claim within the specified time period, and that proof was furnished as soon as was reasonably possible, in which case failure to furnish proof within the time specified shall not invalidate nor reduce the claim. Failure to raise issues or present evidence at any stage in the claims procedure shall preclude those issues or evidence from being presented in a judicial review of the claim. (b) A claimant may not bring an action in law or equity unless the claimant timely files claims and appeals in accordance with the claims procedure and otherwise follows the requirements of the claims procedure. Claimants who do not comply with each step of the claims procedure shall not be deemed to have exhausted their administrative remedies. The claimant shall have two years from the date the Trustees deny all or part of the claimant’s appeal to bring an action at law or in equity with respect to the portion of the claim that was denied. (c) The exclusive forum and venue for any legal or equitable action arising under or relating to the Fund (an “Action”) shall be the United States District Court for the Southern District of Texas, Houston Division, so long as the federal courts may assert subject matter jurisdiction over the claims asserted in the Action, and unless the parties to the Action have expressly agreed in writing to a different forum or venue. In the event the claims asserted in an Action are not subject to the subject matter jurisdiction of the federal courts, the exclusive forum and venue for such Action shall be the district courts of Harris County, Texas, unless the parties to the Action have expressly agreed in writing to another forum or venue. By becoming a Participant, Accountholder or Beneficiary under the Fund, a Participant, Accountholder or Beneficiary consents to the personal jurisdiction of the United States District Court for the Southern District of Texas, Houston Division, and district courts of Harris County, as applicable, and waives any objections to personal jurisdiction or inconvenience of the forum and venue dictated by this provision. 20.7 Plan Administrator. For purposes of this Article 20, the term Plan Administrator shall not include agents of the Plan Administrator. ARTICLE 21 PLAN ADMINISTRATOR - APPOINTMENT & DUTIES 21.1 Trustees and Plan Administrator. The Fund shall be administered by the Trustees and a Plan Administrator. The Plan Administrator may be such entity or entities or person or persons as may be appointed by the Trustees. The Plan Administrator may or may not be the Company, or a Member, or an Employee of Shell Oil Company and may or may not be a member of a group of individuals serving as Trustees under the Fund. The Trustees may at any time remove or replace the Plan Administrator. The Plan Administrator shall serve without compensation from the Fund. However, the expenses of the Plan Administrator, including attorneys’ fees and other costs incurred by it in the prosecution or defense of any legal action or proceeding regarding the Fund or the administration thereof to which the Plan Administrator may be a party in interest, shall be paid from the Fund unless the Plan Administrator shall be finally adjudged in such action, suit, or proceeding to have been guilty of fraud or willful misconduct in the performance of his duties. Notwithstanding the preceding sentence, Shell Oil Company shall be responsible for the aforementioned expenses where Shell Oil Company has entered into a contractual obligation prior to the incursion of those expenses. 21.2 Allocation of Fiduciary Responsibilities. If more than one individual or entity is appointed Plan Administrator, the Trustees may allocate some or all of the responsibilities of the Plan Administrator to each individual or entity so appointed, and each such individual or entity shall be responsible only for the duties allocated to it and any duties of the Plan Administrator which are not allocated. If more than one individual or entity is appointed Plan Administrator and the Trustees do not allocate Plan Administrator responsibilities to the individuals or entities so appointed, the individuals or entities appointed Plan Administrator may, by executing a written instrument, allocate some or all of the responsibilities of the Plan Administrator among themselves as indicated in such written instrument

PROV 20-1 Restatement FINAL 52 and each individual or entity shall be responsible only for the duties allocated to it and any duties which are not allocated. To the extent the responsibilities of the Plan Administrator are not allocated pursuant to this Section 21.2 to the individuals or entities appointed as Plan Administrator, the action of the Plan Administrator shall be taken by majority vote, or if less than three individuals or entities are appointed Plan Administrator, by unanimous consent. The Plan Administrator may designate persons or entities other than the Plan Administrator to perform some or all of the responsibilities of the Plan Administrator. 21.3 Powers and Duties of the Plan Administrator. The Plan Administrator shall have the following powers and duties in addition to those stated elsewhere in the Regulations: (a) To prescribe such procedures, rules, and regulations as it shall deem necessary or proper for the efficient administration of the Fund; (b) To determine all questions arising in its administration of the Fund, including the power to determine the rights of any Participants or Beneficiaries and to determine, without limitation, all questions of eligibility pursuant to the claims procedure stated herein; (c) To enforce the Fund in accordance with its terms and with the rules, regulations, and procedures prescribed by the Plan Administrator, and to consider and interpret the Regulations and Trust Agreement and settle and discharge disputes arising thereunder; (d) To determine the fair market value of assets of the Fund as often as required by these Regulations and at least annually; to keep the books and records of the Fund and to do all the clerical, bookkeeping, and accounting work in connection with the management and administration of the Fund; and to furnish to each Participant and Beneficiary, who is an Accountholder, within a reasonable time after the close of each Fund Year a statement of the amount standing to his credit in the Fund; (e) To prepare and distribute all reports required by law or the Fund; (f) To prepare and distribute, as required by law and in such manner as the Plan Administrator may determine to be appropriate, information concerning the Fund; and (g) To employ such agents, attorneys, accountants, and other individuals as deemed necessary or advisable for the administration of the Fund. The Plan Administrator shall consider the records of the Contributing Companies and Affiliated Companies as conclusive evidence in making determinations concerning eligibility or benefits under the Fund except in unusual circumstances. 21.4 No Bond Required. No bond or other security shall be required of the Plan Administrator for the faithful performance of its duties hereunder, except as may be required by ERISA and the Code or by any other state or federal law or regulations. 21.5 Delegation of Authorities. Further, it is the intent of these Regulations that the Plan Administrator be able to delegate certain ministerial functions within the framework of policies, interpretations, rules, practices, and procedures set by such Plan Administrator without delegating any power to the appointee to make any decisions as to such. Following are the types of administrative functions intended to be covered by this delegation: (a) Application of rules determining eligibility for participation or benefits; (b) Calculation of service for participation and Compensation for benefits; (c) Preparation of Participant and Beneficiary communications material; (d) Maintenance of Employees’ service and employment records;

PROV 20-1 Restatement FINAL 53 (e) Preparation of reports required by government agencies; (f) Calculation of benefits; (g) Orientation of new Employees and advising Participants and Beneficiaries of their rights and options under the Fund; (h) Collection of Member Contributions and Company Contributions and applications of such Contributions as provided in the Fund (if any); (i) Preparation of reports concerning benefits of Members and Beneficiaries; (j) Processing of claims; and (k) Making recommendations to others for decisions with respect to plan administration. 21.6 Authorities and Responsibilities of Shell Oil Company. Shell Oil Company shall have the authority and responsibility for: (a) amending the Fund in accordance with Article 18 hereof; (b) designating the Trustees; and (c) the exercise of all non-delegable, non-allocable, fiduciary functions provided in the Fund or Trust Agreement required by law and necessary to the operation of the Fund. 21.7 Authorities and Responsibilities of the Trustees. For a statement of the powers and responsibilities of the Trustees, reference is made to the Trust Agreement. In case of any conflict or inconsistency between the Trust Agreement and these Regulations, the former shall govern as to everything except as to ministerial functions set forth above. 21.8 Discretion with Respect to Awards and Settlements. Unless a court of law or governmental body shall direct otherwise, nothing contained herein shall require the Plan Administrator to allocate proceeds from the prosecution or settlement of class action, ERISA, shareholder, or securities litigation or enforcement activities among some or all Accountholders (including, for this purpose, Impacted Persons) where the costs and complexities of allocating proceeds among Accountholders outweighs the benefits. 21.9 Scrivener’s Error. If, due to errors in drafting, any provision of the Regulations does not accurately reflect its intended meaning, as demonstrated by consistent interpretations or other evidence of intent (including evidence in the records of the Contributing Companies), the provision shall be considered ambiguous and shall be interpreted by the Plan Administrator in the exercise of his discretion and authority under Section 21.3 and the Trustees in the exercise of their discretion and authority under Section XII of the Trust Agreement in a fashion consistent with its intended meaning. The Company shall amend the Regulations to cure any such ambiguity, and any such amendment may be retroactive. This Section 21.9 may not be invoked by any person to require the Regulations to be interpreted in a manner that is inconsistent with its interpretation by the Plan Administrator and the Trustees. ARTICLE 22 TOP-HEAVY RULES 22.1 Operation of Article. The requirements of this Article shall become operative only during a Plan Year beginning after December 31, 1983, for which the Plan should become Top-Heavy. In addition, for Plan Years beginning after December 31, 2001, the provisions of Section 22.5 shall apply. 22.2 Determination of Top-Heavy Status. (a) The Plan is Top-Heavy with respect to any Plan Year if, as of the Determination Date applicable to such year, (1) the ratio of the aggregate of Accounts of Members who are Key Employees to the aggregate of Accounts of all Members exceeds 60%, or (2) the Plan is part of a Required Aggregation Group which is Top-Heavy.

PROV 20-1 Restatement FINAL 54 Notwithstanding anything to the contrary, the Plan shall not be considered Top-Heavy for any Plan Year in which the Plan is a part of a Permissive Aggregation Group which is not Top-Heavy. (b) For purposes of testing for Top-Heavy status, (1) the Accounts and the present value of cumulative accrued benefits shall be determined as of the Valuation Date applicable to the Determination Date; (2) individuals who have not been employed by a Contributing Company at any time within the last five years shall not be included; and (3) the provisions of Section 416 of the Code and the Treasury Regulations thereunder shall be applied. 22.3 Annual Compensation Limit. Compensation of any Member in excess of the Annual Compensation Limit shall not be taken into account. 22.4 Top-Heavy Contribution. In the event that contributions by a Contributing Company to the Fund during the Plan Year on behalf of a Member who is a Non-Key Employee are less than three percent (3%) of such Member’s 415 Compensation and provided that such Member has not separated from the service of the Employing Company on the last day of such Plan Year, the Employing Company shall contribute an amount equal to the difference between three percent (3%) of such Member’s 415 Compensation, and the contributions by a Contributing Company which have been paid to the Fund on behalf of such Member for the Plan Year. 22.5 Modification of Top-Heavy Rules. (a) This Section 22.5 shall apply for purposes of determining whether the Plan is a Top-Heavy plan under Section 416(g) of the Code for Plan Years beginning after December 31, 2001, and whether the Plan satisfies the minimum benefits requirements of Section 416(c) of the Code for such Plan Years. This Section 22.5 amends the preceding provisions of this Article. (b) This Section 22.5(b) shall apply for purposes of determining the present values of accrued benefits and the amounts of Account balances of Employees as of the Determination Date. (1) The present values of accrued benefits and the amounts of Account balances of an Employee as of the Determination Date shall be increased by the distributions made with respect to the Employee under the Fund and any plan aggregated with the Fund under Section 416(g)(2) of the Code during the one-year period ending on the Determination Date. The preceding sentence shall also apply to distributions under a terminated plan which, had it not been terminated, would have been aggregated with the Fund under Section 416(g)(2)(A)(i) of the Code. In the case of a distribution made for a reason other than severance from employment, death, or disability, this provision shall be applied by substituting 5-year period for 1-year period. (2) Employees not performing services during the Plan Year ending on the Determination Date. The accrued benefits and accounts of any individual who has not performed services for the Employer during the 1-year period ending on the Determination Date shall not be taken into account. ARTICLE 23 NONDISCRIMINATION TEST FOR MEMBER CONTRIBUTIONS 23.1 ADP Limit. (a) The Average Actual Deferral Percentage for Eligible Employees who are Highly Compensated Employees for the Plan Year shall not exceed the greater of: (1) the Average Actual Deferral Percentage for Eligible Employees who are Nonhighly Compensated Employees for the Plan Year multiplied by 1.25; or (2) the lesser of: (A) the Average Actual Deferral Percentage for Eligible Employees who are Nonhighly Compensated Employees for the Plan Year multiplied by 2.00; or (B) the Average Actual Deferral Percentage for Eligible Employees who

PROV 20-1 Restatement FINAL 55 are Nonhighly Compensated Employees for the Plan Year plus 2 percentage points. (b) The Actual Deferral Percentage for any Eligible Employee who is a Highly Compensated Employee for the Plan Year and who is eligible to participate in two or more plans of the Employer to which elective deferrals are made, shall be determined by aggregating all such elective deferrals on behalf of such Highly Compensated Employee. If two or more plans of the Employer are permissively aggregated for purposes of Section 401(k) of the Code, the aggregated plans must also satisfy Section 401(a)(4) and 410(b) of the Code as though they were a single plan. If one or more plans of an Employer are aggregated with the Fund for purposes of satisfying the requirements of Section 401(a)(4) or 410(b) of the Code, the Actual Deferral Percentages under the Fund shall be calculated as if the Fund and such one or more other plans were a single plan. (c) For purposes of applying the ADP Limit, Testing Compensation shall be computed on an entire Plan Year basis and with reference to the current Plan Year at the time the ADP Limit is applied. Reductions and increases made to satisfy such limit shall not affect persons who are not then Eligible Employees. Where limits are computed prior to the end of a Plan Year, the Plan Administrator may estimate or project Testing Compensation. The Plan Administrator may elect to include in a person’s Testing Compensation only Compensation received while such person was an Eligible Employee, provided the election is applied uniformly to all Eligible Employees for the Plan Year. (d) Except for purposes of determining Highly Compensated Employees and Nonhighly Compensated Employees, the portion of the Fund that benefits Employees who are included in a unit of employees covered by a collective bargaining agreement is treated as a separate plan from the portion of the Fund that benefits Employees who are not so covered. 23.2 Reduction of Member Elective Deferrals to Comply with ADP Limit. (a) The Plan Administrator shall monitor the amount of Member Elective Deferrals and shall effect whatever prospective reductions to the Actual Deferral Percentages of the Highly Compensated Employees are necessary or advisable to comply with the ADP Limit. (b) If the Plan Administrator prospectively reduces the Actual Deferral Percentages of Highly Compensated Employees, he shall do so in the order of their Actual Deferral Percentages beginning with the highest of such percentages. If the Plan Administrator determines that the reduction in effect is no longer necessary or advisable, he may increase the Actual Deferral Percentages of all Highly Compensated Employees who had their Actual Deferral Percentages reduced, in the reverse order of their Actual Deferral Percentages beginning with the lowest of such percentages and continuing until the original Actual Deferral Percentages of all such Highly Compensated Employees have been restored or until he determines that no further increases are advisable, whichever occurs first. All reductions or increases of Actual Deferral Percentages hereunder shall be in multiples of 1%, and such reductions may result in Member Elective Deferrals of such Highly Compensated Employees being reduced to zero. (c) When reducing or increasing the Actual Deferral Percentages of Highly Compensated Employees, the Plan Administrator shall treat all such Highly Compensated Employees having the same Actual Deferral Percentages in effect in the same manner. (d) Any action taken by the Plan Administrator under this Section 23.2 may be taken without the consent of, or prior notice to, the affected Members, but such Members shall be promptly informed in writing of the Plan Administrator’s action. 23.3 Distribution of Excess Contributions. (a) The determination of whether or not Excess Contributions exist shall be made after reductions, if any, under Section 23.2.

PROV 20-1 Restatement FINAL 56 (b) Excess Contributions, and any income allocable thereto, shall be distributed after the Plan Year in which the Excess Contributions arose and no later than March 15 of the following Plan Year to Highly Compensated Employees to whose Accounts Excess Contributions were made. (c) A distribution of Excess Contributions and income shall be made without the consent of the Participant or the spouse of the Participant. (d) The total amount of Excess Contributions for the Highly Compensated Employees for a Plan Year is determined as follows: Highly Compensated Employees with the largest Actual Deferral Percentage shall be identified and a determination shall be made as to how much their Actual Deferral Percentage must be reduced so that the Fund would satisfy the ADP Limit or such Highly Compensated Employees’ Actual Deferral Percentage will be reduced to equal the Actual Deferral Percentage of the Highly Compensated Employees with the next highest Actual Deferral Percentage. The procedure described in the preceding sentence shall be repeated until the Fund would satisfy the ADP Limit. (e) The total amount of Excess Contributions for the Highly Compensated Employees for a Plan Year shall be distributed as follows: The Member Elective Deferrals of the Highly Compensated Employees with the highest dollar amount shall be reduced by the amount required to cause their Member Elective Deferrals to equal the lesser of (1) the dollar amount of the Member Elective Deferrals of the Highly Compensated Employees with the next highest dollar amount of Member Elective Deferrals, or (2) the amount that, when added to the total dollar amount already distributed under this process, would equal the total amount of Excess Contributions. This amount along with allocable income determined under Section 23.3(f) shall be distributed to the Highly Compensated Employees for which a reduction was applied. The procedure described in the preceding sentence shall be repeated until the Fund distributes the total Excess Contributions of the Highly Compensated Employees, thereby satisfying the ADP Limit. (f) The income allocable to Excess Contributions for the Plan Year in which such Excess Contributions arose and for the period between the end of such Plan Year and the date of distribution, shall be determined in accordance with Department of Treasury Regulations 1.401(k)-2. (g) The Excess Contributions for the Plan Year which would otherwise be distributed to the Participant shall be reduced, in accordance with Department of Treasury Regulations, by the Excess Deferral Amounts previously distributed to the Participant for the taxable year ending in that Plan Year. Also, the correction shall be satisfied from Member Roth 401(k) Contributions before any Member Pre-Tax Contributions. 23.4 ACP Limit. (a) The Average Actual Contribution Percentage for Eligible Employees who are Highly Compensated Employees for the Plan Year shall not exceed the greater of: (1) the Average Actual Contribution Percentage for Eligible Employees who are Nonhighly Compensated Employees for the Plan Year multiplied by 1.25; or (2) the lesser of: (A) the Average Actual Contribution Percentage for Eligible Employees who are Nonhighly Compensated Employees for the Plan Year multiplied by 2.00; or (B) the Average Actual Contribution Percentage for Eligible Employees who are Nonhighly Compensated Employees for the Plan Year plus 2 percentage points. (b) The Actual Contribution Percentage for any Eligible Employee who is a Highly Compensated Employee for the Plan Year and who is eligible to participate in two or more plans of the Employer to which matching employer contributions, employee after-tax contributions, or both, are made, shall be determined by aggregating all such contributions on behalf of such Highly Compensated Employee. If two or more plans of the Employer are permissively aggregated for purposes of Section 401(m) of the Code, the aggregated plans must also satisfy Section 401(a)(4) and 410(b) of the Code as though they were a single plan. If one or more plans of an

PROV 20-1 Restatement FINAL 57 Employer are aggregated with the Fund for purposes of satisfying the requirements of Section 401(a)(4) or 410(b) of the Code, the Actual Contribution Percentages under the Fund shall be calculated as if the Fund and such one or more other plans were a single plan. (c) For purposes of applying the ACP Limit, Testing Compensation shall be computed on an entire Plan Year basis and Testing Compensation shall be with reference to the current Plan Year at the time the ACP Limit is applied. Reductions and increases made to satisfy such limits shall not affect persons who are not then Eligible Employees. Where limits are computed prior to the end of a Plan Year, the Plan Administrator may estimate or project Testing Compensation. The Plan Administrator may elect to include in a person’s Testing Compensation only compensation received while such person was an Eligible Employee, provided the election is applied uniformly to all Eligible Employees for the Plan Year. (d) Except for purposes of determining Highly Compensated Employees and Nonhighly Compensated Employees, the portion of the Fund that benefits Employees who are included in a unit of employees covered by a collective bargaining agreement is treated as a separate plan from the portion of the Fund that benefits Employees who are not so covered. 23.5 Reduction of Member After-Tax Contributions to Comply with ACP Limit. (a) The Plan Administrator shall monitor the amount of Member After-Tax Contributions and shall effect whatever prospective reductions to the Actual Contribution Percentages of the Highly Compensated Employees are necessary or advisable to comply with the ACP Limit. (b) If the Plan Administrator prospectively reduces the Actual Contribution Percentages of Highly Compensated Employees, he shall do so in the order of their Actual Contribution Percentages beginning with the highest of such percentages. If the Plan Administrator determines that the reduction in effect is no longer necessary or advisable, he may increase the Actual Contribution Percentages of all Highly Compensated Employees who had their Actual Contribution Percentages reduced, in the reverse order of their Actual Contribution Percentages beginning with the lowest of such percentages and continuing until the original Actual Contribution Percentages of all such Highly Compensated Employees have been restored or until he determines that no further increases are advisable, whichever occurs first. All reductions or increases of Actual Contribution Percentages hereunder shall be in multiples of 1%. Member After-Tax Contributions of such Highly Compensated Employees may be reduced to zero. (c) When reducing or increasing the Actual Contribution Percentages of Highly Compensated Employees, the Plan Administrator shall treat all Highly Compensated Employees having the same Actual Contribution Percentages in effect in the same manner. (d) Any action taken by the Plan Administrator under this Section 23.5 may be taken without the consent of, or prior notice to, the affected Members, but such Members shall be promptly informed in writing of the Plan Administrator’s action. 23.6 Distribution of Excess Aggregate Contributions. (a) The determination of whether or not Excess Aggregate Contributions exist shall be made after reductions, if any, under Section 23.5. (b) Excess Aggregate Contributions, and any income allocable thereto, shall be distributed after the Plan Year in which the Excess Aggregate Contributions arose and no later than March 15 of the following Plan Year to Highly Compensated Employees to whose Accounts Excess Aggregate Contributions were made. (c) A distribution of Excess Aggregate Contributions and income shall be made without the consent of the Participant or the spouse of the Participant. (d) The total amount of Excess Aggregate Contributions for the Highly Compensated Employees for a Plan Year is determined as follows: Highly Compensated Employees with the largest Actual

PROV 20-1 Restatement FINAL 58 Contribution Percentage shall be identified and a determination shall be made as to how much their Actual Contribution Percentage must be reduced so that the Fund would satisfy the ACP Limit or such Highly Compensated Employees’ Actual Contribution Percentage will be reduced to equal the Actual Contribution Percentage of the Highly Compensated Employees with the next highest Actual Contribution Percentage. The procedure described in the preceding sentence shall be repeated until the Fund would satisfy the ACP Limit. (e) The total amount of Excess Aggregate Contributions for the Highly Compensated Employees for a Plan Year shall be distributed as follows: The Member After-Tax Contributions of the Highly Compensated Employees with the highest dollar amount shall be reduced by the amount required to cause their Member After-Tax Contributions to equal the lesser of (1) the dollar amount of the Member After-Tax Contributions of the Highly Compensated Employees with the next highest dollar amount of Member After-Tax Contributions, or (2) the amount that, when added to the total dollar amount already distributed under this process, would equal the total amount of Excess Aggregate Contributions. This amount along with allocable income determined under Section 23.6(f) shall be distributed to the Highly Compensated Employees for which a reduction was applied. The procedure described in the preceding sentence shall be repeated until the Fund distributes the total Excess Aggregate Contributions of the Highly Compensated Employees, thereby satisfying the ACP Limit. (f) The income allocable to Excess Aggregate Contributions for the Plan Year in which such Excess Aggregate Contributions arose and for the period between the end of such Plan Year and the date of distribution, shall be determined in accordance with Department of Treasury Regulation Section 1.401(m)-2. 23.7 General 401(a)(4) Test. Where it has been determined by Shell Oil Company that Company Contributions do not satisfy the nondiscrimination requirements of Section 401(a)(4) of the Code and regulations issued thereunder for a Tested Plan Year, additional Company Contributions may be made until Company Contributions satisfy such requirements. Where additional Company Contributions are credited to a Member’s Account pursuant to this Section 23.7, earnings shall be credited at the greater of zero percent or the actual positive rate of return on the Member’s Account for each of the Tested Plan Year and any subsequent Plan Year or any portion thereof in which the additional Company Contribution is made. Any such additional Company Contributions, and any earnings thereon, shall be provided only for individuals who: (a) are Nonhighly Compensated Employees for such Tested Plan Year, (b) are Employees at the time such additional Company Contributions are made, (c) are in a Relevant Rate Group, (d) have the highest equivalent accrual rates of Nonhighly Compensated Employees, as determined by Shell Oil Company when testing the Fund for such Tested Plan Year under Treasury Regulations Section 1.401(a)(4)-8, in the order of such rates beginning with the highest, and (e) also have the highest performance code in such Relevant Rate Group at the time such additional Company Contributions are made, in order of such performance codes beginning with the highest, effective for a Tested Plan Year commencing on or after January 1, 2001, where the conditions set forth in subparagraphs (a) through (d) above result in an over- inclusion of Employees eligible for any additional Company Contributions. ARTICLE 24 MILITARY SERVICE AND HEART ACT REQUIREMENTS 24.1 Notwithstanding any provision of these Regulations to the contrary, contributions, benefits and service credit with respect to qualified military service will be provided in accordance with Section 414(u) of the Code, except for the optional provisions of Section 414(u)(9) of the Code.

PROV 20-1 Restatement FINAL 59 24.2 Notwithstanding any provision of these Regulations to the contrary, in the case of a Member who dies while performing qualified military service as defined in Section 414(u) of the Code, the survivors of such Member shall be entitled to any additional benefits (other than benefit accruals relating to the period of qualified military service) provided for under these Regulations (if any) had the Member resumed employment and then terminated employment on account of death, as required by Section 401(a)(37) of the Code. 24.3 Notwithstanding any provision of these Regulations to the contrary, effective for plan years beginning on or after January 1, 2009, any “differential wage payment” as defined in Section 3401(h)(2) of the Code received by an Employee from an Employing Company shall be treated as Compensation and 415 Compensation (to the extent that the Plan does not already provide), and the Plan shall not be treated as failing to meet the requirements of any provision described in Section 414(u)(1)(A) of the Code by reason of any contribution or benefit which is based upon such “differential wage payment”. 24.4 Notwithstanding any provision of these Regulations to the contrary, effective for plan years beginning on or after January 1, 2009, for purposes of Section 401(k)(2)(B)(i)(I) of the Code, a Member shall be treated as having severed from employment during any period the Member is performing service in the uniformed services described in Section 3401(h)(2)(A) of the Code. However, in the event that the Member elects to receive a distribution by reason of the treatment afforded by this Section 24.4, such Member may not make any Member Contributions to the Fund for a period of at least 6 months beginning on the date of such distribution. ARTICLE 25 MINIMUM DISTRIBUTION REQUIREMENTS 25.1 General Rules. (a) The provisions of this Article will apply for purposes of making required minimum distributions on and after January 1, 2003. (b) The requirements of this Article will take precedence over any inconsistent provisions of these Regulations. (c) All distributions required under this Article will be determined and made in accordance with the Treasury Regulations under Section 401(a)(9) of the Code. (d) Notwithstanding the other provisions of this Article , distributions may be made under a designation made before January 1, 1984, in accordance with Section 242(b)(2) of the Tax Equity and Fiscal Responsibility Act (TEFRA) and the provisions of the Regulations that relate to Section 242(b)(2) of TEFRA. 25.2 Time and Manner of Distribution. (a) A Participant’s entire interest will be distributed, or begin to be distributed, to such Participant no later than the Participant’s Required Beginning Date. (b) If the Participant dies before distributions begin, the Participant’s entire interest will be distributed, or begin to be distributed, no later than as follows: (1) If the Participant’s surviving spouse is the Participant’s sole Designated Beneficiary, then, except as provided in Section 25.6, distributions to the surviving spouse will begin by December 31 of the calendar year immediately following the calendar year in which the Participant died, or by December 31 of the calendar year in which the Participant would have attained age 70 1/2, if later. (2) If the Participant’s surviving spouse is not the Participant’s sole Designated Beneficiary, then, except as provided in Section 25.6, distributions to the Designated Beneficiary will begin by December 31 of the calendar year immediately following the calendar year in which the Participant died.

PROV 20-1 Restatement FINAL 60 (3) If there is no Designated Beneficiary as of September 30 of the year following the year of the Participant’s death, the Participant’s entire interest will be distributed by December 31 of the calendar year containing the fifth anniversary of the Participant’s death. (4) If the Participant’s surviving spouse is the Participant’s sole Designated Beneficiary and the surviving spouse dies after the Participant but before distributions to the surviving spouse begin, Section 25.2(b), other than Section 25.2(b)(1), will apply as if the surviving spouse were the Participant. For purposes of this Section 25.2(b) and Section 25.4, unless Section 25.2(b)(4) applies, distributions are considered to begin on the Participant’s Required Beginning Date. If Section 25.2(b)(4) applies, distributions are considered to begin on the date distributions are required to begin to the surviving spouse under Section 25.2(b)(1). (c) Unless the Participant’s interest is distributed in a single sum on or before the Required Beginning Date, as of the first Distribution Calendar Year, distributions will be made in accordance with Section 25.3 and Section 25.4. 25.3 Required Minimum Distributions During Participant’s Lifetime. (a) During the Participant’s lifetime, the minimum amount that will be distributed for each Distribution Calendar Year is the lesser of: (1) the quotient obtained by dividing the Participant’s Account Balance by the distribution period in the Uniform Lifetime Table set forth in Section 1.401(a)(9)- 9 of the Treasury Regulations, using the Participant’s age as of the Participant’s birthday in the Distribution Calendar Year; or (2) if the Participant’s sole Designated Beneficiary for the Distribution Calendar Year is the Participant’s spouse, the quotient obtained by dividing the Participant’s Account Balance by the number in the Joint and Last Survivor Table set forth in Section 1.401(a)(9)-9 of the Treasury Regulations, using the Participant’s and spouse’s attained ages as of the Participant’s and spouse’s birthdays in the Distribution Calendar Year. (b) Required minimum distributions will be determined under this Section 25.3 beginning with the first Distribution Calendar Year and up to and including the Distribution Calendar Year that includes the Participant’s date of death. 25.4 Required Minimum Distributions After Participant’s Death. (a) The following rules apply in the event death occurs on or after the date distributions begin. (1) If the Participant dies on or after the date distributions begin and there is a Designated Beneficiary, the minimum amount that will be distributed for each Distribution Calendar Year after the year of the Participant’s death is the quotient obtained by dividing the Participant’s Account balance by the longer of the remaining Life Expectancy of the Participant or the remaining Life Expectancy of the Participant’s Designated Beneficiary, determined as follows: (A) The Participant’s remaining Life Expectancy is calculated using the age of the Participant in the year of death, reduced by one for each subsequent year. (B) If the Participant’s surviving spouse is the Participant’s sole Designated Beneficiary, the remaining Life Expectancy of the surviving spouse is calculated for each Distribution Calendar Year after the year of the Participant’s death using the surviving spouse’s age as of the spouse’s birthday in that year. For Distribution Calendar Years after the year of the surviving spouse’s death, the remaining Life Expectancy of the

PROV 20-1 Restatement FINAL 61 surviving spouse is calculated using the age of the surviving spouse as of the spouse’s birthday in the calendar year of the spouse’s death, reduced by one for each subsequent calendar year. (C) If the Participant’s surviving spouse is not the Participant’s sole Designated Beneficiary, the Designated Beneficiary’s remaining Life Expectancy is calculated using the age of the beneficiary in the year following the year of the Participant’s death, reduced by one for each subsequent year. (2) No Designated Beneficiary. If the Participant dies on or after the date distributions begin and there is no Designated Beneficiary as of September 30 of the year after the year of the Participant’s death, the minimum amount that will be distributed for each Distribution Calendar Year after the year of the Participant’s death is the quotient obtained by dividing the Participant’s Account Balance by the Participant’s remaining Life Expectancy calculated using the age of the Participant in the year of death, reduced by one for each subsequent year. (b) The following rules apply in the event death occurs before the date distributions begin. (1) If the Participant dies before the date distributions begin and there is a Designated Beneficiary, the minimum amount that will be distributed for each Distribution Calendar Year after the year of the Participant’s death is the quotient obtained by dividing the Participant’s Account Balance by the remaining Life Expectancy of the Participant’s Designated Beneficiary, determined as provided in Section 25.4(a). (2) If the Participant dies before the date distributions begin and there is no Designated Beneficiary as of September 30 of the year following the year of the Participant’s death, distribution of the Participant’s entire interest will be completed by December 31 of the calendar year containing the fifth anniversary of the Participant’s death. (3) If the Participant dies before the date distributions begin, the Participant’s surviving spouse is the Participant’s sole Designated Beneficiary, and the surviving spouse dies before distributions are required to begin to the surviving spouse under Section 25.2(b)(1), this Section 25.4(b) will apply as if the surviving spouse were the Participant. 25.5 Required Minimum Distributions during Distribution Calendar Years. The required minimum distribution for the Participant’s first Distribution Calendar Year will be made on or before the Participant’s Required Beginning Date. The required minimum distribution for other Distribution Calendar Years, including the required minimum distribution for the Distribution Calendar Year in which the Participant’s Required Beginning Date occurs, will be made on or before December 31 of that Distribution Calendar Year. 25.6 Election to Allow Designated Beneficiaries to Elect 5-Year Rule. Designated Beneficiaries may elect on an individual basis whether the 5-year rule or the life expectancy rule in Section 25.2(b) and Section 25.4(b) applies to distributions after the death of a Participant who has a Designated Beneficiary. The election must be made no later than September 30 of the calendar year in which distribution would be required to begin under Section 25.2(b). If the Designated Beneficiary does not make an election under this Section 25.6, distributions will be made in accordance with Section 25.2(b) and Section 25.4(b). 25.7 Election to Allow Designated Beneficiary Receiving Distributions Under the 5-Year Rule to Elect Life Expectancy Distributions. A Designated Beneficiary may make a new election to receive payments under the life expectancy rule until November 1, 2003, provided that all amounts that would have been required to be distributed under the life expectancy rule for all Distribution Calendar Years before 2004 are distributed by December 31, 2003. 25.8 Special Rules for MRD Suspension in 2009. Notwithstanding any provision to the contrary, a Participant or Designated Beneficiary who would have been required to receive required minimum distributions for 2009 but for the enactment of section 401(a)(9)(H) of the Code will not receive those distributions for 2009 unless the Participant or Designated Beneficiary chooses to receive such distributions. Participants and Designated Beneficiaries described in the preceding sentence will be given the opportunity to elect to receive the distributions described in the preceding sentence, and such distributions will be

PROV 20-1 Restatement FINAL 62 treated as eligible rollover distributions in 2009 for purposes of applying the direct rollover rules of Section 13.1 of the Regulations. ARTICLE 26 RECOUPMENT 26.1 Mistakes in Calculation and/or Payment. If a mistake is made in the calculation or payment of a benefit under the Regulations or the data on which such benefit is based, benefits shall be adjusted to correct such mistake, and the amount of any overpayment (or underpayment) made to, on behalf of, or with respect to the Participant or Present Interest Beneficiary shall be restored promptly or, to the extent of an overpayment that is not promptly restored, shall be deducted from such futures payments as the Trustees and the Plan Administrator shall direct or shall be otherwise recouped from money and assets in the hands of, or under the control of, any such direct or indirect recipient. 26.2 Obligation to Cooperate Fully. If a mistake is made, the Participant, Present Interest Beneficiary, and/or such estate, legal representative, or other person as shall have directly or indirectly received any overpayment shall cooperate fully with the Trustees and Plan Administrator to correct any mistakes by, among other things, promptly restoring overpayments to the Fund and making arrangements to restore as soon as possible any overpayments which, in the judgment of the Trustees and Plan Administrator, cannot be restored right away. 26.3 Offset Authority. The Plan Administrator may correct overpayments due to calculation, payment, and other mistakes by offsetting all or a part of the Account or one or more future payments by up to 100 percent of the future payment amount. Where the Plan Administrator takes extraordinary steps to recover overpayments, the Participant, Present Interest Beneficiary, and/or other persons who directly or indirectly received the overpayment may also be required to restore to the Fund expenses incurred in connection with the Plan Administrator’s recoupment efforts, including but not limited to costs of investigation, filing fees, court costs, and attorneys’ fees. 26.4 Exceptions to Recoupment Efforts. The Trustees and Plan Administrator need not pursue recoupment efforts to the extent an overpayment is small and not required to be recovered under the correction principles of the Employee Plans Compliance Resolution System (or similar subsequent guidance) or to the extent an overpayment is timely repaid or otherwise restored to the Fund. ARTICLE 27 ROTH ELECTIVE DEFERRALS 27.1 General Application. (a) This Article will apply to assets transferred into the Fund in connection with the merger of the East Resources Retirement Savings Plan into the Fund on or about November 30, 2012, that were attributable to the “Roth Deferral Account” in the East Resources Retirement Savings Plan and credited to the Member Roth 401(k) Subaccount established under the Fund, and such Subaccount’s allocable portion of net gains and losses. Effective on and after January 1, 2015, this Article will also apply to Member Roth 401(k) Contributions which shall be credited to the Member Roth 401(k) Subaccount established under the Fund, and such Subaccount’s allocable portion of net gains and losses. (b) Prior to January 1, 2015, the Fund will not accept Roth Elective Deferrals except for the amounts transferred into the Fund as indicated in Section 27.1(a) above. Effective on and after January 1, 2015, the

PROV 20-1 Restatement FINAL 63 Fund will accept Roth 401(k) Contributions. The Member Roth 401(k) Subaccount will be maintained as a separate account as described in Section 27.2 below. (c) Unless specifically stated otherwise, amounts in the Member Roth 401(k) Subaccount will be treated as elective deferrals for all purposes under the Fund. 27.2 Separate Accounting. (a) Withdrawals of Roth Elective Deferrals will be debited to the Member Roth 401(k) Subaccount maintained for each Participant. (b) The Fund will maintain a record of the amount of Roth Elective Deferrals in each Participant’s Account. (c) Gains, losses, and other credits or charges must be separately allocated on a reasonable and consistent basis to each Participant’s Member Roth 401(k) Subaccount and the Participant’s other Subaccounts under the Fund. (d) No contributions (other than Roth Elective Deferrals and properly attributable earnings) will be credited to each Participant’s Member Roth 401(k) Subaccount. ARTICLE 28 ROTH IN-PLAN CONVERSION 28.1 Roth-In Plan Conversion in General. Effective on and after January 1, 2015, a Distributee shall be eligible to make a Roth In-Plan Conversion. 28.2 Crediting of Roth-In Plan Conversion Amounts. Roth In-Plan Conversion amounts shall be credited pursuant to the following: (a) A Roth In-Plan Conversion from the following Subaccounts will be directly rolled into the Distributee’s Roth Conversion Unrestricted Sources Subaccount: (1) Member After-Tax Subaccount; (2) Prior Plan Fully Vested Match Subaccount; (3) Prior Plan Company Contribution Subaccount; (4) After-Tax Rollover Subaccount; and (5) Pre-Tax Rollover Subaccount. (b) A Roth In-Plan Conversion from the following Subaccounts will be directly rolled into the Distributee’s Roth Conversion Restricted Sources Subaccount: (1) Company Contribution Subaccount; (2) QNEC Subaccount; and (3) Prior Plan Scheduled Vesting Match Subaccount.

PROV 20-1 Restatement FINAL 64 (c) A Roth In-Plan Conversion from the following Subaccounts will be directly rolled into the Distributee’s Roth Conversion Member Pre-Tax Sources Subaccount: (1) Member Pre-Tax Subaccount; and (2) Member Catch-Up Subaccount. 28.3 Separate Accounting. (a) Gains, losses, and other credits or charges must be separately allocated on a reasonable and consistent basis to each Distributee’s Designated Roth Subaccounts under the Fund. (b) No contributions will be credited to a Distributee’s Designated Roth Subaccounts (other than the Member Roth 401(k) Subaccount and the Roth Rollover Subaccount) except as provided by this Article 28. 28.4 Withdrawal Rights. (a) A Distributee may at any time, notwithstanding the restrictions on withdrawals set forth in Article 10, withdraw any Roth In-Plan Conversion amounts directly rolled into the Roth Conversion Unrestricted Sources Subaccount pursuant to this Article 28 and attributable to amounts from the Subaccounts identified under Section 28.2(a) of the Regulations. (b) Upon completion of a Roth In-Plan Conversion, a Distributee shall retain any optional forms of benefit as required under Section 411(d)(6) of the Code. Such distribution rights are not eliminated solely as a result of a Roth In-Plan Conversion. 28.5 Investment of Roth In-Plan Conversion Amounts. Roth In-Plan Conversion amounts shall be invested in the same Investment Offerings in which such amounts were invested immediately prior to the Roth In-Plan Conversion.

PROV 20-1 Restatement FINAL Sched.A--65 SCHEDULE A CONTRIBUTING COMPANIES SHELL OIL COMPANY EQUILON ENTERPRISES LLC d/b/a SHELL OIL PRODUCTS US PECTEN MIDDLE EAST SERVICES COMPANY LIMITED PECTEN PRODUCING COMPANY PENNZOIL-QUAKER STATE COMPANY d/b/a SOPUS PRODUCTS SHELL CATALYSTS & TECHNOLOGIES US LP SHELL CHEMICAL LP SHELL DOWNSTREAM INC. SHELL ENERGY RESOURCES COMPANY SHELL EXPATRIATE EMPLOYMENT US INC. SHELL EXPLORATION & PRODUCTION COMPANY SHELL GLOBAL SOLUTIONS (US) INC. SHELL INFORMATION TECHNOLOGY INTERNATIONAL INC. SHELL INTERNATIONAL EXPLORATION AND PRODUCTION INC. SHELL MARINE PRODUCTS (US) COMPANY SHELL NORTH AMERICA GAS & POWER SERVICES COMPANY SHELL OFFSHORE INC. SHELL OIL PRODUCTS COMPANY LLC SHELL PIPELINE COMPANY LP SHELL TRADEMARK MANAGEMENT INC. SHELL TRADING NORTH AMERICA COMPANY SHELL TRADING RISK MANAGEMENT, LLC SHELL TRADING SERVICES COMPANY SHELL TRADING (US) COMPANY SHELL US GAS & POWER LLC SHELL WINDENERGY SERVICES INC. SOPC SOUTHEAST INC. SWEPI LP

PROV 20-1 Restatement FINAL Sched.B--66 SCHEDULE B SPECIAL RULES APPLICABLE TO CERTAIN GROUPS OF PARTICIPANTS This Schedule sets forth special benefit and service rules applicable to certain groups of Participants and shall apply notwithstanding anything in the Plan to the contrary. This Schedule includes the following parts: B-1 Transfer of Funds from the Shell Employee Stock Ownership Plan B-2 Rollover of Distributed Funds from Kernridge Savings Plan B-3 Assets Transferred from the Siemens Savings Plan B-4 Merger of CRI Group Savings and Profit Sharing Plans B-5 Grant of Past Service Credit to Willow Island Employees B-6 Grant of Past Service Credit to Alliance Company Employees B-7 Assets Transferred from the Pennzoil-Quaker State Company Savings and Investment Plan and the Pennzoil-Quaker State Company Savings and Investment Plan for Hourly Employees B-8 Merger of Shell Trading Savings Plan B-9 Grant of Past Service Credit to PQS Company Employees and JLI Company Employees B-10 Merger of Shell Pay Deferral Investment Fund B-11 Merger of the Pennzoil-Quaker State Company Savings and Investment Plan B-12 Grant of Past Service Credit to East Resources Management, LLC Employees B-13 Merger of the East Resources Retirement Savings Plan B-14 Grant of Past Service Credit to Chesapeake Exploration, L.L.C. Employees B-15 BG Group plc Acquisition and Merger of the BG US Services, Inc. Savings and Investment Plan B-16 Motiva Joint Venture Separation and Trust-to-Trust Transfer

PROV 20-1 Restatement FINAL Sched.B--67 SCHEDULE B-1 TRANSFER OF FUNDS FROM THE SHELL EMPLOYEE STOCK OWNERSHIP PLAN Section 1. Transfer of Undistributed Accounts. In connection with the termination of the Shell Employee Stock Ownership Plan (the “SESOP”), the undistributed accounts thereunder of Members and former Members shall be transferred directly to the Fund, consistent with Article 11.9 of the SESOP regulations, including the six-month provision of such Article 11.9. Section 2. Mapping of Company and Member Contributions. Cash and ordinary shares of Royal Dutch Petroleum Company attributable to contributing company contributions under the SESOP shall be initially transferred to the Royal Dutch Stock Fund hereunder and shall thereafter be subject to transfer to the other Optional Funds in accordance with the terms of the Regulations. Ordinary shares of Royal Dutch Petroleum Company attributable to member contributions under the SESOP shall be converted to cash and, together with all other amounts attributable to member contributions thereunder, shall be initially transferred to the Thrift Fund, and shall thereafter be subject to transfer to the other Optional Funds (with the exception of the Royal Dutch Stock Fund) in accordance with the terms of the Regulations. Section 3. Treatment of SESOP Member Contributions. For purposes of Section 10.2 concerning the right to withdraw Member contributions, SESOP member contributions which are transferred to this Fund shall be treated as amounts paid into this Fund by the Member. Section 4. Governing Rules. Amounts transferred to this Fund from the SESOP shall be governed by the terms of the Regulations and Trust Agreement and shall not be subject to the requirements of Sections 409 and 401(a)(28) of the Code or of the SESOP regulations and trust agreement.

PROV 20-1 Restatement FINAL Sched.B--68 SCHEDULE B-2 ROLLOVER OF DISTRIBUTED FUNDS FROM KERNRIDGE SAVINGS PLAN Section 1. Investment of Rollover Amounts. The Fund may receive on behalf of participants in the Savings Plan for Covered Former Employees of Kernridge Oil Company (the “Kernridge Savings Plan”) the entire amount of the December 31, 1990 distribution (excluding participant contributions) to such participants from such plan. This amount initially shall be deposited to the Thrift Fund and thereafter shall be available for transfer to the other Optional Funds (with the exception of the Royal Dutch Stock Fund prior to November 24, 1997) in accordance with the terms of the Regulations. Section 2. Investment Restrictions. (a) Prior to November 24, 1997, each such participant can transfer to his Royal Dutch Stock Account from any other Optional Fund Accounts only when the combined value of the company contributions to his other Optional Fund Accounts plus the earnings thereon is at least equal to the value of such participant’s rolled- over amount plus all earnings thereon as calculated in accordance with this paragraph. Prior to November 24, 1997, only that amount in the participant’s other Optional Fund Accounts which is in excess of the value of the rolled-over amount plus earnings thereon (as calculated in accordance with this paragraph) may be transferred to the Royal Dutch Stock Fund. For the purpose of determining the amount which cannot be transferred by such a participant from his other Optional Funds, earnings on the rolled-over amount shall be calculated prospectively, at least annually, as if the rolled-over amount were invested in the Thrift Fund. (b) The restriction on transfer described in Section 2(a) of this Schedule B-2 is to be used only to determine the amounts which may be transferred from a participant’s other Optional Fund Accounts to his Royal Dutch Stock Account and is not intended to require the participant to maintain a minimum balance in his other Optional Fund Accounts. Section 3. Governing Rules. Amounts rolled over to this Fund from the Kernridge Savings Plan shall be governed by the applicable terms of the Regulations and Trust Agreement for the Fund.

PROV 20-1 Restatement FINAL Sched.B--69 SCHEDULE B-3 ASSETS TRANSFERRED FROM THE SIEMENS SAVINGS PLAN Section 1. Definitions. For purposes of this Schedule B-3, the following terms shall have the meanings given below: (a) “Former Siemens Solar Employee” shall mean any participant in the Siemens Savings Plan as of January 1, 2002, who was: (1) an active employee of Siemens Solar Industries L.P. (“SSI”) as of December 31, 2001, (2) an employee of SSI as of the Closing Date of the Siemens Solar Transaction, including an employee on an employer authorized leave of absence or receiving short-term or long-term disability benefits, or (3) a retired or vested terminated employee of SSI as of the Closing Date, and with respect to whom assets were transferred from the Siemens Savings Plan to the Fund. (b) “Siemens Savings Plan” shall mean the Siemens Savings Plan as sponsored by the Siemens Corporation as of the Closing Date. (c) “Siemens Solar Transaction” shall mean that transaction described in that Framework Agreement dated February 20, 2001, by and between Siemens Aktiengesellschaft, Shell Erneuerbare Energien GmbH, and E.ON Energie Ag. (d) “Closing Date” shall mean April 3, 2001. Section 2. Account Crediting. (a) Account balances transferred from the Siemens Savings Plan pursuant to the Siemens Solar Transaction, other than amounts attributable to salary reduction contributions made under such plan, shall be credited to the respective accounts established hereunder for the benefit of Former Siemens Solar Employees. Such Former Siemens Solar Employees or their beneficiaries thereunder shall be fully vested in all amounts credited to their accounts in connection with such transfer. The Plan Administrator may establish such special transitional rules as he deems appropriate in connection with such transfer of assets. (b) That portion of a Former Siemens Solar Employee’s account balance under the Siemens Savings Plan as of December 31, 2001, attributable to employer matching contributions under the Siemens Savings Plan shall be credited to his Prior Plan Fully Vested Match Subaccount separate account hereunder on behalf of such Former Siemens Solar Employee (sometimes referred to herein as “Prior Plan Fully Vested Match Subaccount”). A Former Siemens Solar Employee’s investment directions for his employer contributions account shall also be applicable to such special account. Section 3. Service Crediting. Each Former Siemens Solar Employee shall be credited as of January 1, 2002, with Participation Service and Accredited Service equal to the amount of service credited to such Former Siemens Solar Employee for vesting purposes under the terms of the Siemens Savings Plan as of December 31, 2001.

PROV 20-1 Restatement FINAL Sched.B--70 SCHEDULE B-4 MERGER OF CRI GROUP SAVINGS AND PROFIT SHARING PLANS Section 1. Definitions. For purposes of this Schedule B-4, the following terms shall have the meanings given below: (a) “CRI Profit Sharing Account” shall mean, for a given CRI Profit Sharing Participant, the amount, if any, accrued as of July 31, 2003, in his account in the CRI Group Profit Sharing Plan. (b) “CRI Profit Sharing Participant” shall mean a person participating in the CRI Group Profit Sharing Plan as of July 31, 2003. (c) “CRI Savings Accounts” shall mean, for a given CRI Savings Participant, the amount, if any, accrued as of December 31, 2002, in his matching, rollover, and post-tax accounts in the CRI Group Savings Plan. (d) “CRI Savings Participant” shall mean a person participating in the CRI Group Savings Plan as of December 31, 2002. Section 2. Transfer of Accounts. (a) A CRI Savings Participant shall have his CRI Savings Account transferred to the Fund as of January 1, 2003, by virtue of the merger of the accounts of all CRI Savings Participants into the Fund as of January 1, 2003. (b) A CRI Profit Sharing Participant shall have his CRI Profit Sharing Account transferred to the Fund as of August 1, 2003, by virtue of the merger of the accounts of all CRI Profit Sharing Participants into the Fund as of August 1, 2003. Section 3. Vesting of Matching Subaccount. A CRI Savings Participant shall be fully vested in all amounts credited to the matching subaccount of his CRI Savings Account as of December 31, 2002, in connection with the plan merger.

PROV 20-1 Restatement FINAL Sched.B--71 SCHEDULE B-5 GRANT OF PAST SERVICE CREDIT TO WILLOW ISLAND EMPLOYEES Section 1. Definitions. For purposes of this Schedule B-5, the following terms shall have the meanings given below: (a) “Cytec Savings Plan” shall mean the Cytec Employees’ Savings and Profit Sharing Plan established and maintained by Cytec Industries Inc. for, among others, employees of its Willow Island Plant. (b) “Option” shall mean the option granted to CRI International, Inc. to acquire the Willow Island Plant from Cytec Industries Inc. (c) “Willow Island Employee” shall mean a person formerly employed by Cytec Industries Inc. at its Willow Island Plant who became an employee of a Contributing Company in connection with the exercise of the Option. (d) “Willow Island Plant” shall mean the manufacturing facility at Willow Island, West Virginia. Section 2. Grant of Past Service Credit. As of September 1, 2003, each Willow Island Employee shall be credited with Participation Service and Accredited Service equal to the amount of service credited to such employee for purposes of vesting and eligibility to participate under the Cytec Savings Plan.

PROV 20-1 Restatement FINAL Sched.B--72 SCHEDULE B-6 GRANT OF PAST SERVICE CREDIT TO ALLIANCE COMPANY EMPLOYEES Section 1. Definitions. For purposes of this Schedule B-6, the following terms shall have the meanings given below: (a) “Alliance Companies” shall mean Equilon Enterprises LLC, Motiva Enterprises LLC, Equiva Services LLC, Equiva Trading Company, or Shell Pipeline Company LP (formerly doing business as Equilon Pipeline Company LLC). (b) “Alliance Savings Plan” shall mean that certain defined contribution pension plan sponsored by the Alliance Companies for their employees from April 1, 1999, to July 11, 2003. (c) “Alliance Company Employee” means an employee of an Alliance Company for all or any part of the period between April 1, 1999, and December 31, 2002, (1) who was an employee of Equilon Enterprises LLC or Shell Pipeline Company LP on and immediately before January 1, 2003, the date on which each such company became a Contributing Company; or (2) who became an Employee of a Contributing Company immediately following such employee’s termination of employment with an Alliance Company and on or before January 1, 2003. Section 2. Grant of Past Service Credit. As of January 1, 2003 (or as of such earlier date that an Alliance Company Employee became an Employee of a Contributing Company), each Alliance Company Employee shall be credited with Participation Service and Accredited Service equal to the benefit service credited to such employee under the Alliance Savings Plan, but only to the extent such benefit service has not already been credited for such purposes under the Regulations.

PROV 20-1 Restatement FINAL Sched.B--73 SCHEDULE B-7 ASSETS TRANSFERRED FROM THE PENNZOIL-QUAKER STATE COMPANY SAVINGS AND INVESTMENT PLAN AND THE PENNZOIL-QUAKER STATE COMPANY SAVINGS AND INVESTMENT PLAN FOR HOURLY EMPLOYEES Section 1. Definitions. For purposes of this Schedule B-7, the following terms shall have the meanings given below: (a) “Former PQS Participant” shall mean any individual who met each of the following characteristics: (1) transferred employment directly from a company participating in one of the Relevant Plans to a Contributing Company during the period October 1, 2002, to November 1, 2004, or was an employee of Pennzoil-Quaker State Company on and immediately before January 1, 2004, the day in which such company became a Contributing Company, and (2) as of November 2, 2004, was not employed by Jiffy Lube International, Inc., Q Lube, Inc., or Pennzoil-Quaker State International Corporation. (b) “Relevant Plans” means the Pennzoil-Quaker State Company Savings and Investment Plan and the Pennzoil-Quaker State Company Savings and Investment Plan for Hourly Employees. Section 2. Subaccounts Credited. (a) In connection with the transfer of assets from the Relevant Plans on or about December 23, 2004, account balances---other than amounts attributable to salary reduction contributions including catch-up contributions made under the Relevant Plans and other than assets in the form of loans transferred to the Shell Pay Deferral Investment Fund---shall be credited to the respective subaccounts established herein for the benefit of Former PQS Participants. The Plan Administrator may establish such special transitional rules as he deems appropriate in connection with such transfer of assets. (b) Notwithstanding the above, assets transferred from the Relevant Plans that were separately accounted for in sources designated: (1) as either the “Company Match Account” or the “Company Match Vested Account” in the PQS Administrative Manual as of November 2004, shall be credited to the Prior Plan Company Contribution Subaccount established under the Fund; (2) as the “Prior Employer Match Account,” the “Prior Plan Match Account,” the “Prior Plan P/S Account,” or the “Prior Plan ESOP Account” in the PQS Administrative Manual as of November 2004, shall be credited to the Pre-Tax Rollover Subaccount established under the Fund; or (3) as either the “Safe Harbor Match Account” or the “Prior Company Match Account” in the PQS Administrative Manual as of November 2004, shall be credited to the Company Contribution Subaccount established under the Fund.

PROV 20-1 Restatement FINAL Sched.B--74 SCHEDULE B-8 MERGER OF SHELL TRADING SAVINGS PLAN Section 1. Subaccounts Credited. (a) In connection with the merger and transfer of assets from the Shell Trading Savings Plan into the Fund on or about December 29, 2004, account balances---other than amounts attributable to salary reduction contributions including catch-up contributions made under the Shell Trading Savings Plan and other than assets in the form of loans transferred to the Shell Pay Deferral Investment Fund---shall be credited to the respective subaccounts established herein. The Plan Administrator may establish such special transitional rules as he deems appropriate in connection with such transfer of assets. (b) Notwithstanding the above, assets transferred from the Shell Trading Savings Plan that were credited to (1) the “Alliance Company Contribution Account” in such plan shall be credited to the Prior Plan Company Contribution Subaccount established under the Fund; (2) the “Matching Account” in such plan shall be credited to the Company Match Account and shall be subject to the vesting schedule as described in Schedule D; (3) the “LEDCO Account” in such plan shall be credited to the Company Contribution Subaccount established under the Fund.

PROV 20-1 Restatement FINAL Sched.B--75 SCHEDULE B-9 GRANT OF PAST SERVICE CREDIT TO PQS COMPANY EMPLOYEES AND JLI COMPANY EMPLOYEES Section 1. Definitions. For purposes of this Schedule B-9, the following terms shall have the meanings given below: (a) “JLI” means Jiffy Lube International, Inc. (b) “JLI Company Employee” means an employee of JLI, PQS International, or QLube who becomes an Employee of Pennzoil-Quaker State Company or another Contributing Company immediately following such employee’s termination of employment with JLI, PQS International, or QLube after January 1, 2004. (c) “PQS Company Employee” means (1) an employee of Pennzoil-Quaker State Company on and immediately before January 1, 2004, the date on which such company became a Contributing Company; or (2) an employee of Pennzoil-Quaker State Company who, on or before January 1, 2004, became an Employee of a Contributing Company immediately following such employee’s termination of employment with Pennzoil-Quaker State Company on or after October 1, 2002. (d) “PQS International” means Pennzoil-Quaker State International Corporation. (e) “PQS Savings Plans” means the Pennzoil-Quaker State Company Savings and Investment Plan (as amended and restated effective January 1, 2001, and as subsequently amended) and the Pennzoil-Quaker State Company Savings and Investment Plan for Hourly Employees (as amended and restated effective January 1, 2001, and as subsequently amended). Such term shall include any tax-qualified employee benefit plan into which any of the foregoing is merged or any other tax-qualified successor plan. (f) “QLube” means Q Lube, Inc. Section 2. Service Credited. Effective January 1, 2004, the date on which Pennzoil-Quaker State Company became a Contributing Company, (or as of such earlier date that a PQS Company Employee became an Employee of a Contributing Company), each PQS Company Employee shall be credited with Participation Service and Accredited Service equal to the service credited to such employee under the PQS Savings Plans, but only to the extent such service has not already been credited to him for such purposes under the Regulations of this Fund. Effective as of the date on or after January 2, 2004, that a JLI Company Employee became an Employee of a Contributing Company, such JLI Company Employee shall be credited with Participation Service and Accredited Service equal to the service credited to such employee under the PQS Savings Plans, but only to the extent such service has not already been credited to him for such purposes under the Regulations.

PROV 20-1 Restatement FINAL Sched.B – 76 SCHEDULE B-10 MERGER OF SHELL PAY DEFERRAL INVESTMENT FUND Section 1. Subaccounts Credited. In connection with the merger of the Shell Pay Deferral Investment Fund into the Fund on or about June 18, 2007, account balances attributable to elective deferrals and qualified non-elective contributions and to catch-up contributions made under the Shell Pay Deferral Investment Fund shall be credited to the respective subaccounts in accordance with Section 14 of the Regulations. The Plan Administrator may establish such special transitional rules as he deems appropriate in connection with such transfer of assets. Section 2. Interpretation of Amended and Restated Regulations and Trust Agreement. Effective June 18, 2007, upon the merger of the Shell Pay Deferral Investment Fund into this Fund, the Regulations and Trust Agreement have been amended and restated to reflect: the merger; the addition of an automatic enrollment feature, Member Pre-Tax Contributions, Member Catch-Up Contributions, Hardship Withdrawals, new Tier III Investment Offerings, managed account, and the self-directed brokerage feature known as BrokerageLink; and the new Default Funds. Except with respect to these changes, Shell Oil Company does not intend to alter the Contributions and benefits available hereunder, the rights and entitlements thereto, or the limitations thereon. The Plan Administrator and the Trustees shall interpret the Regulations and Trust Agreement accordingly. Shell Oil Company reserves the right to correct any scrivener’s errors as permitted by applicable law.

PROV 20-1 Restatement FINAL Sched.B – 77 SCHEDULE B-11 MERGER OF THE PENNZOIL-QUAKER STATE COMPANY SAVINGS AND INVESTMENT PLAN Section 1. Subaccounts Credited. (a) In connection with the merger and transfer of assets from the Pennzoil-Quaker State Company Savings and Investment Plan into the Fund on or about June 26, 2009, account balances shall be credited to the respective subaccounts in accordance with Section 14 of the Regulations. The Plan Administrator may establish such special transitional rules as he deems appropriate in connection with such transfer of assets. (b) Notwithstanding the above, assets transferred from the Pennzoil-Quaker State Company Savings and Investment Plan that were credited to (1) the “QNEC Account” in such plan shall be credited to the QNEC Subaccount established under the Fund; (2) the “Company Match Account” in such plan shall be credited to the Prior Plan Company Contribution Subaccount established under the Fund; (3) the “Employer Match Account” in such plan shall be credited to the Company Contribution Subaccount established under the Fund; (4) the “Prior Plan ESOP Account” in such plan shall be credited to the Prior Plan Fully Vested Subaccount established under the Fund; (5) the “Prior Plan Profit Sharing Account” in such plan shall be credited to the Prior Plan Fully Vested Subaccount established under the Fund; (6) the “Hourly Match Account” in such plan shall be credited to the Prior Plan Company Contribution Subaccount established under the Fund; and (7) the “Uncashed Checks Account” in such plan shall be credited to the Previously Distributed Subaccount established under the Fund.

PROV 20-1 Restatement FINAL Sched.B – 78 SCHEDULE B-12 GRANT OF PAST SERVICE CREDIT TO EAST RESOURCES MANAGEMENT, LLC EMPLOYEES Section 1. Definitions. For purposes of this Schedule B-12, the following terms shall have the meanings given below: (a) “East Resources Retirement Savings Plan” shall mean that certain defined contribution pension plan sponsored by the East Resources Management, LLC for their employees. (b) “East Resources Management, LLC Employee” means an employee of East Resources Management, LLC between July 29, 2010, and December 31, 2010, inclusive, who became an Employee of a Contributing Company on or before January 1, 2011, immediately following such employee’s termination of employment with East Resources Management, LLC. Section 2. Grant of Past Service Credit. As of January 1, 2011, each East Resources Management, LLC Employee shall be credited with Participation Service and Accredited Service equal to the benefit service credited to such employee under the East Resources Retirement Savings Plan between July 29, 2010, and December 31, 2010, inclusive, but only to the extent such benefit service has not already been credited for such purposes under the Regulations. In addition, as of January 1, 2011, each East Resources Management, LLC Employee shall be credited with Participation Service equal to the benefit service credited to such employee under the East Resources Retirement Savings Plan before July 29, 2010, but only to the extent such benefit service has not already been credited for such purposes under the Regulations.

PROV 20-1 Restatement FINAL Sched.B – 79 SCHEDULE B-13 MERGER OF THE EAST RESOURCES RETIREMENT SAVINGS PLAN Section 1. Subaccounts Credited. (a) In connection with the merger and transfer of assets from the East Resources Retirement Savings Plan into the Fund on or about November 30, 2012, account balances shall be credited to the respective Subaccounts in accordance with Article 14 of the Regulations. The Plan Administrator may establish such special transitional rules as he deems appropriate in connection with such transfer of assets. (b) Notwithstanding the above, assets transferred from the East Resources Retirement Savings Plan that were credited to: (1) the “Employer Match Account” in such plan shall be credited to the Prior Plan Scheduled Vested Match Subaccount established under the Fund; and (2) the “Roth Deferral Account” in such plan shall be credited to the Member Roth 401(k) Subaccount established under the Fund.

PROV 20-1 Restatement FINAL Sched.B – 80 SCHEDULE B-14 GRANT OF PAST SERVICE CREDIT TO CHESAPEAKE EXPLORATION, L.L.C. EMPLOYEES Section 1. Definitions. For purposes of this Schedule B-14, the following terms shall have the meanings given below: (a) “Chesapeake Energy Corporation Savings and Incentive Stock Bonus Plan” shall mean that certain defined contribution pension plan sponsored by Chesapeake Exploration, L.L.C. and its affiliates for their employees. (b) “Chesapeake Exploration, L.L.C. Employee” means an employee of Chesapeake Exploration, L.L.C. on or before January 31, 2013, who becomes an Employee of a Contributing Company on February 1, 2013, following such employee’s termination of employment with Chesapeake Exploration, L.L.C. Section 2. Grant of Past Service Credit. As of February 1, 2013, each Chesapeake Exploration, L.L.C. Employee shall be credited with Participation Service equal to the benefit service credited to such employee under the Chesapeake Energy Corporation Savings and Incentive Stock Bonus Plan before February 1, 2013, up to a maximum of one year of Participation Service, but only to the extent such benefit service has not already been credited for such purposes under the Regulations.

PROV 20-1 Restatement FINAL Sched.B – 81 SCHEDULE B-15 BG Group plc Acquisition and Merger of the BG US Services, Inc. Savings and Investment Plan 1. Acquisition. On February 15, 2016, Royal Dutch Shell plc completed its acquisition of BG Group plc. No prior service credit is granted hereunder in connection with such acquisition. 2. Plan Merger. a. Balance Crediting. In connection with the merger and transfer of assets from the BG US Services, Inc. Savings and Investment Plan (for purposes of this Schedule B-15, the “BG Savings Plan”) into the Fund on or about May 1, 2018, account balances shall be credited to the respective Subaccounts in accordance with Article 14 of the Regulations. The Plan Administrator may establish such special transitional rules as he deems appropriate in connection with such transfer of assets. Notwithstanding the above, assets transferred from the BG Savings Plan that were credited to: (i) the “Employer Profit Sharing Contributions” subaccount in such plan shall be credited to the Prior Plan Scheduled Vesting Match Subaccount established under the Fund, and such assets and any subsequent earnings thereon shall remain subject to the service crediting, vesting, forfeiture, restoration, and break-in-service rules of the BG Savings Plan as in effect on April 30, 2018 (subject to such modifications as may be required by law thereafter); and (ii) the “Matching Contributions” subaccount in such plan shall be credited to the Company Contribution Subaccount. b. Qualified Reservist Distributions. A former participant in the BG Savings Plan shall be entitled to request a qualified reservist distribution. A qualified reservist distribution means any distribution to such an individual where (i) such distribution is of amounts attributable to “Elective Deferrals” originally credited to such individual under the BG Savings Plan (which could include “Pre-Tax Elective Deferrals,” “Roth Elective Deferrals,” and “Catch- up Contributions” under the BG Savings Plan), (ii) such individual was ordered or called to active duty for a period in excess of 179 days or for an indefinite period, and (iii) such distribution is made during the period beginning on the date of such order or call and ending at the close of the active duty period. Such an individual must have been ordered or called to active duty after September 11, 2001. c. BG Savings Plan Loans. A loan outstanding under the BG Savings Plan on April 30, 2018, shall continue following the merger of the BG Savings Plan into the Fund, even if continuance of such a loan would cause the Borrower to have more than two (2) loans under the Fund upon the merger of the BG Savings Plan into the Fund on May 1, 2018. In addition, for clarity, from and after May 1, 2018, a continued BG Savings Plan loan shall be counted in determining if a new loan under the Fund would cause the Borrower to exceed the two (2) loan limit set forth in Section 11.3(h) of the Regulations.

PROV 20-1 Restatement FINAL Sched.B – 82 SCHEDULE B-16 Motiva Joint Venture Separation and Trust-to-Trust Transfer SOPC Holdings East LLC, Saudi Refining, Inc. (“SRI”), and Aramco Financial Services Company, being all of the members of Motiva Enterprises LLC, entered into that certain Separation and Distribution Agreement (the “SDA”), pursuant to which a joint venture separation will occur. In connection with the SDA, Equilon Enterprises LLC (d/b/a Shell Oil Products US) and SRI, as the shareholders of Motiva Company, entered into that certain Employee Matters Agreement (the “EMA”). Pursuant to the EMA, certain employees of Motiva Company, a contributing company in the Shell Provident Fund, will transfer employment directly to a wholly-owned subsidiary of Motiva Company, and full ownership of that subsidiary will transfer to SRI. Upon the closing of the joint venture separation contemplated by the SDA on May 1, 2017 (the “Closing Date”), and pursuant to the provisions of the EMA, the following assets shall be transferred from the Shell Provident Fund trust to the trust of the Motiva 401(k) and Savings Plan sponsored by Motiva Enterprises LLC: the assets underlying the Account balances (including any unvested balances, outstanding loan balances and forfeitures) held in the trust of the Shell Provident Fund with respect to employees of Motiva Company who transfer employment directly to a wholly-owned subsidiary of Motiva Company on the date of the Closing and who participate in the Shell Provident Fund (the “Motiva Transferred Employees”). Such transfer shall be in the form of cash or cash equivalents, except that (a) assets in the Royal Dutch Shell Stock Fund shall be transferred in- kind, (b) outstanding participant loan balances shall be transferred in-kind, and (c) reasonable efforts shall be taken to have Tier IV Fund assets transferred in-kind. Each Motiva Transferred Employee shall cease active participation hereunder on the Closing Date, and upon the completion of such transfer of assets with respect to a Motiva Transferred Employee, the Fund shall have no liability to such Motiva Transferred Employee with respect to his or her prior participation in the Fund. This transfer shall be implemented in accordance with the terms of the Fund, including Section XIX of the Trust Agreement, and applicable law. Notwithstanding any provision hereof to the contrary, (a) consistent with past practice, a Motiva Transferred Employee may elect to have a Valid Direct Rollover Contribution made to the Fund in a direct rollover as provided in Section 13.2, and (b) in the event that a Motiva Transferred Employee is later reemployed as an Employee of a Contributing Company, the Fund shall recognize all Accredited Service credited to the Motiva Transferred Employee prior to the transfer of assets contemplated by this Schedule B-16.

PROV 20-1 Restatement FINAL Sched.C – 83 SCHEDULE C [RESERVED]

PROV 20-1 Restatement FINAL Sched.D – 84 SCHEDULE D SPECIAL VESTING PROVISIONS 1. Vesting in Prior Plan Scheduled Vesting Match Subaccount. A Member shall have a nonforfeitable right to his Prior Plan Scheduled Vesting Match Subaccount in accordance with the vesting schedule below, except that a Member who dies or who terminates his employment after attaining age 65 or qualifying for a disability pension under the Shell Pension Plan (but disregarding the condition that an employee have at least 15 years of accredited service) shall be 100% vested on such event: Completed Years of Participation Service Nonforfeitable Percentage Less than 1 year 0% 1 year 20% 2 years 40% 3 years 60% 4 years 80% 5 years 100% A Member who terminates employment prior to attaining a 100% nonforfeitable percentage shall forfeit the non-vested portion of his Prior Plan Scheduled Vesting Match Subaccount. The amount forfeited shall be allocated as a forfeiture in accordance with Paragraph 2 below. If a Member’s account is restored as provided in Paragraph 3 below, and if such Member had received a distribution of his vested Prior Plan Scheduled Vesting Match Subaccount, and if such Member subsequently terminates employment prior to attaining a 100% nonforfeitable percentage in his Prior Plan Scheduled Vesting Match Subaccount, the vested portion of the Member’s Prior Plan Scheduled Vesting Match Subaccount shall be determined in the following manner: At any relevant time the Member’s vested portion is not less than an amount (“X”) determined by the formula: X = P(AB + D) – D where P is the nonforfeitable percentage at the relevant time; AB is the account balance at the relevant time; and D is the amount of the nonforfeitable percentage. 2. Allocation of Forfeitures. Any amounts forfeited by a Member from his Prior Plan Scheduled Vesting Match Subaccount shall be applied in the following order: (a) to restore forfeited amounts to individuals reemployed as an Employee; (b) to restore unclaimed benefits pursuant to Article 19; and (c) to reduce the Contributing Company Contribution under Article 6 to the extent of such contributions. 3. Restoration of Forfeitures Upon Reemployment. If a “Former Member,” within the meaning of the Shell Trading Savings Plan, who has forfeited an amount under Paragraph 1 above is re-employed, a Contributing Company contribution of the amount forfeited shall be made and credited to the Member’s Prior Plan Scheduled Vesting Match Subaccount on behalf of such Member. Notwithstanding Paragraph 1 above, a Former Member that

PROV 20-1 Restatement FINAL Sched.D – 85 is re-employed by a Contributing Company with Service after December 31, 2007, shall be 100% vested in his Prior Plan Scheduled Vesting Match Subaccount after completing 3 years of Participation Service. 4. Special Vesting Provisions. Notwithstanding Paragraph 1 above, the following special vesting provisions shall apply: (a) Each Member who is an Enterprise Transferred Employee shall be fully vested, effective as of September 17, 1999, in his Prior Plan Scheduled Vesting Match Subaccount balance attributable to matching contributions made prior to his transfer to Enterprise Products Company. For purposes of this sub-paragraph, an “Enterprise Transferred Employee” means an individual who is employed by Enterprise Products Company under the terms of that Contribution Agreement, dated effective September 17, 1999, between Tejas Energy, LLC and others, including Enterprise Products Company, and who was an employee of a participating company under the Shell Trading Savings Plan immediately preceding his employment with Enterprise Products Company. (b) Each Member who is employed by InterGen Services, Inc. on January 1, 2001, in connection with the formation of InterGen North America, LP, a joint venture by and between Shell Power GP Holding and Bechtel Enterprises Holdings, Inc., and who was an employee of a participating company under the Shell Trading Savings Plan immediately preceding his employment with InterGen Services, Inc., shall be fully vested, effective as of January 1, 2001, in his Prior Plan Scheduled Vesting Match Subaccount balance attributable to matching contributions made prior to January 1, 2001. (c) Each Member who is employed by Enterprise Products Operating L.P. on April 1, 2001, in connection with that Purchase and Sale Agreement between Coral Energy, LLC and Enterprises Products Operating L.P. for the sale of Coral Energy, LLC’s membership interests in Acadian Gas, LLC to Enterprise Products Operating L.P., and who is an employee of a participating company under the Shell Trading Savings Plan immediately preceding his employment with Enterprise Products Operating L.P. shall be fully vested in his Prior Plan Scheduled Vesting Match Subaccount balance attributable to matching contributions made prior to April 1, 2001. (d) Special vesting rules in connection with the sale by InterGen (North America) Inc. of its equity interests in Tejas Gas, LLC and its subsidiaries to Kinder Morgan Energy Partners, L.P. as of February 28, 2002: (i) An individual who on February 28, 2002, is either an employee under the Shell Trading Savings Plan or an employee of a “25% Affiliated Entity,” within the meaning of the Shell Trading Savings Plan, who has an application for employment offer accepted by Kinder Morgan Energy Partners, L.P. and who performs services with Kinder Morgan Energy Partners, L.P. as an employee of Kinder Morgan Energy Partners, L.P. on March 1, 2002, shall be vested as of February 28, 2002 in his accrued benefit under the Shell Trading Savings Plan earned through February 28, 2002. (ii) An individual who on March 14, 2002, is either an employee under the Shell Trading Savings Plan or an employee of a “25% Affiliated Entity,” within the meaning of the Shell Trading Savings Plan, who has an application for employment offer accepted by Kinder Morgan Energy Partners, L.P., and who performs services with Kinder Morgan Energy Partners, L.P. as an employee of Kinder Morgan Energy Partners, L.P. on March 15, 2002, shall be vested as of March 14, 2002, in his accrued benefit under the Shell Trading Savings Plan earned through March 14, 2002.

PROV 20-1 Restatement FINAL Sched.D – 86 5. Notwithstanding any foregoing provision of this Schedule D to the contrary, amounts in a Prior Plan Scheduled Vesting Match Subaccount derived from an “Employer Profit Sharing Contributions” subaccount under the BG US Services, Inc. Savings and Investment Plan shall be subject to the service crediting, vesting, forfeiture, restoration, and break-in-service rules referenced in Schedule B-15.

PROV 20-1 Restatement FINAL Sched.E – 87 SCHEDULE E SPECIAL COMPENSATION RULES In addition to the amounts described in the definition of “Compensation” in Article 2 of the Plan, such term shall also include the following for certain specified groups of individuals to the extent provided below: (a) The amount of the reduction of a Member’s Base Pay and Variable Pay solely as a result of a portion of such Member’s base salary and variable pay not being subject to The Netherlands income and social insurance tax, if any; (b) The amount of U.S./pensionable base salary maintained in the records of a Member’s Employing Company that is attributed to the Member for the period during which such Member is compensated under the International Mobility Policies, to the extent such amount is not otherwise included as Compensation; and (c) The amount of the U.S. hypothetical tax reduction a Contributing Company makes to a Member’s variable pay solely as a result of such Member being compensated under the Long Term International Assignment Policies.

PROV 20-1 Restatement FINAL Sched.F – 88 SCHEDULE F Part One Business Entity Date of Adoption Billiton Metals Inc. January 1, 1993 Part Two Business Entity Date of Acquisition The Goodyear Tire & Rubber Company December 18, 1992 Hi-Tek Polymers, Inc. April 1, 1993 Schering Berlin Polymers, Inc. April 2, 1993

PROV 20-1 Restatement FINAL Sched.G – 89 SCHEDULE G Part One Incentive Compensation Plans Incentive Compensation Plan (as adopted by Shell Oil Company and certain of its subsidiaries with effect from 1/1/94) Shell Polypropylene Company 1995 Incentive Compensation Plan Success Shares - CalResources Incentive Compensation Plan Part Two (Intentionally left blank)

PROV 20-1 Restatement FINAL Tr.Agmt. – 90 SHELL PROVIDENT FUND TRUST AGREEMENT TRUST AGREEMENT, dated as of the 1st day of September 1939, and as amended through September 25, 2020, between the Contributing Companies listed on Schedule A to the Regulations and such other Affiliated Companies as may become parties hereto from time to time as hereinafter provided, and the individuals identified at the end of this instrument, as Trustees, and such other persons as may become Trustees hereunder from time to time as hereinafter provided, W I T N E S S E T H: WHEREAS, each of the Contributing Companies named in Schedule A desired to adopt, for the exclusive benefit of its Employees and their Beneficiaries who become Beneficiaries of the Fund hereinafter described, a contributory plan to provide for such Employees upon their retirement from employment and, as part of the plan, to join in the creation of a trust of personal property to be known as the “Shell Provident Fund” to which contributions are to be made by said Employing Company and payments are to be made by said Employees for the purpose of distributing to said Employees the principal and earnings of the funds to be accumulated in the Fund arising from said Company Contributions and Member Contributions in accordance with the provisions of the Regulations; WHEREAS, the plan and the trust fund to be created, are to be administered by Trustees as hereinafter and in the Regulations provided; and WHEREAS, by the execution of this instrument, each of the Contributing Companies desires to evidence its adoption of the plan and its joining in the creation of such Fund, and the Trustees desire to evidence their acceptance of the Fund, NOW, THEREFORE, in consideration of the premises and of the covenants hereinafter set forth, the Contributing Companies which are or become parties hereto and the Trustees hereby agree each with the other as follows: SECTION I ADOPTION OF THE PLAN, CREATION OF THE TRUST, AND DESIGNATION OF THE TRUSTEES A. Each of the Contributing Companies hereby adopts the plan as set forth herein and in the Regulations for the exclusive benefit of its Employees and their Beneficiaries and, as part of the plan, hereby joins in the creation of the Fund as a trust of personal property to which Contributions are to be made for the purpose of distributing to the Members the principal and earnings of the funds to be accumulated in the Fund arising from the Contributions in accordance with the Regulations and hereby designates the Trustees named above as the Trustees of the Fund. The Regulations hereto annexed are incorporated herein and made a part of the Trust Agreement. B. The signature of any of the Contributing Companies to any counterpart or copy of the Trust Agreement shall be sufficient evidence of its adoption of the Regulations and Trust Agreement and of its joining in the creation of the Fund and of its designation of the Trustees named above.

PROV 20-1 Restatement FINAL Tr.Agmt. – 91 SECTION II ACCEPTANCE OF THE TRUST The Trustees hereby accept the trust and agree to hold, administer, and disburse all of the principal and earnings of the funds to be accumulated in the Fund in accordance with all the terms and provisions of the Trust Agreement including the Regulations. The signature of any Trustee to any counterpart or copy of the Trust Agreement shall be sufficient evidence of his acceptance and agreement as aforesaid. SECTION III ADMINISTRATION A. The Trustees may act by a majority of their number then in office either by vote at a meeting or in writing without a meeting. B. The Trustees may appoint a chairman and vice-chairman from among their number and a secretary and such other officers as they may deem advisable who need not be Trustees; may appoint an executive committee consisting of three or more Trustees with full authority to exercise any of the powers of the Trustees; may appoint such other committees, whose members need not be Trustees, with such powers as they may deem expedient; may provide that any such committee may act by a majority of its number then in office (but in no event less than two) either by a vote at a meeting or in writing without a meeting; may designate alternates for any members of any such committee; may adopt by- laws governing the transaction of their business and the duties of such officers; may remove any such officers, abolish any such committees, and alter or repeal any such by-laws; and may transact their business under the name “Shell Provident Fund.” C. Any act of the Trustees or any such committee shall be sufficiently evidenced if certified by the secretary appointed by the Trustees or any Trustee or in accordance with the by-laws. SECTION IV CONTRIBUTIONS TO THE FUND A. Contributions to the Fund by each of the Contributing Companies and payments by the Members shall be made in accordance with the Regulations. B. Notwithstanding anything herein to the contrary, upon the Employing Company’s request, a Company Contribution which was made by a mistake of fact or conditioned upon the initial qualification of the Fund or upon the deductibility of any Company Contribution to the Fund shall be returned to the contributor within one year after payment of the Company Contribution, the denial of the initial qualification or the disallowance of the deduction (to the extent disallowed), whichever is applicable. SECTION V DISPOSITION OF FUNDS All funds received by the Trustees hereunder shall be held, managed, deposited, invested, reinvested, disbursed, and distributed to or for the benefit of the Members and Beneficiaries in accordance with the provisions hereof and of the Regulations.

PROV 20-1 Restatement FINAL Tr.Agmt. – 92 SECTION VI INVESTMENT OF FUNDS A. All funds received by the Trustees which, pursuant to the provisions of Article 9 of the Regulations, are subject to a direction to be invested in an Investment Offering, other than assets in a Brokerage Window, if any, shall be invested and reinvested by the Trustees and/or one or more Investment Managers or investment advisers in the classes and types of investments designated by the prospectus and/or other governing document for such Investment Offering. The Trustees’ sole responsibility with respect to a Brokerage Window, if any, shall be the responsibility for depositing in such Brokerage Window such portion of an Account as the Member or Beneficiary who is the Accountholder for that Account shall direct in accordance with the Regulations. B. All funds received by the Trustees which, pursuant to the provisions of Article 9 of the Regulations, are subject to a direction to be invested in an Investment Offering (other than assets in a Brokerage Window, if any) shall be invested and reinvested by the Trustees and/or one or more Investment Managers or investment advisers in: (1) any “security,” the same being any note, stock, treasury stock, security future, bond, debenture, evidence of indebtedness, certificate of interest or participation in any profit-sharing agreement, collateral-trust certificate, pre-organization certificate or subscription, transferable share, investment contract, voting-trust certificate, certificate of deposit for a security, fractional undivided interest in oil, gas, or other mineral rights, any put, call, straddle, option, or privilege on any security, certificate of deposit, or group or index of securities (including any interest therein or based on the value thereof), or any put, call, straddle, option, or privilege entered into on a national securities exchange relating to foreign currency, or, in general, any interest or instrument commonly known as a “security,” or any certificate of interest or participation in, temporary or interim certificate for, receipt for, guarantee of, or warrant or right to subscribe to or purchase, any of the foregoing, and any other obligations or real or personal properties or participations or interests therein; (2) any insurance company group annuity investment contracts and agreements; and (3) any private equities or participations or interests therein, as they may deem advisable in their discretion as though they were the beneficial owners thereof and as otherwise set forth in accordance with applicable governing documents. The Trustees shall have power to sell, transfer, or exchange assets held hereunder from time to time at such prices and upon such terms and conditions and in such manner as they may deem proper. The Trustees may lend securities held hereunder consistent with the fiduciary duty and prohibited transaction requirements of ERISA. The Trustees may exercise any voting powers appurtenant to any securities at the time held by them and may execute any proxies or powers of attorney (as to either discretionary or ministerial matters) and any agreements which they may deem necessary or advisable in connection with the investment, holding, or management of the assets in their custody and control, it being the intention hereof that the Trustees shall have full power, within the limitations of this Trust Agreement, to manage all assets held by them hereunder, as though the absolute owners thereof. The purchaser of any assets from the Trustees need not inquire into the application of the purchase money by the Trustees nor into the expediency or propriety of the Trustees to negotiate or make the same. Securities held by the Trustees may be registered in the name of the Fund, the Trustees or their agents or nominees, or other persons; or they may be unregistered. C. Each Investment Manager may invest in any single, collective, or common trust fund for employee benefit plans qualified under Section 401(a) of the Internal Revenue Code of 1986, as amended, or any successor statute, maintained by a trust company. An investment in any collective or common trust fund shall not be prohibited even though such collective or common trust fund may hold securities issued by any of the Contributing or Affiliated Companies. Without limiting the generality of the foregoing, the agreement with the bank or trust company may authorize the bank or trust company to invest and reinvest the assets transferred to it in interests in any trust fund that has been or shall be created and maintained by the bank or trust company as trustee for the collective investment of funds of trusts for employee benefit plans qualified under Section 401(a) of the Internal Revenue Code of 1986, as amended, or any successor statute, as amended, and to the extent required by Revenue Ruling 81-100 and further to the extent consistent with this Trust

PROV 20-1 Restatement FINAL Tr.Agmt. – 93 Agreement the instrument creating such trust fund, together with any amendments is hereby incorporated in and made part of this Trust Agreement. D. In addition to any other investments proper under the Fund, the Trustees shall have the power to invest in one or more collective investment funds now existing or hereinafter established (including, without limitation, the Shell Savings Group Trust established effective January 1, 1996 between Shell Oil Company and the then Trustees) which contemplate the commingling for investment purposes of the funds therein with trust assets of other pension plans which are qualified under Section 401 of the Code. To the extent required by Revenue Ruling 81-100 and to the extent consistent with this Trust Agreement, the instrument creating any collective investment fund in which any part of the Fund is invested, as in force and effect at the time of the investment and as thereafter amended, is hereby incorporated in and made part of this Trust Agreement. Such collective investment fund shall be invested and reinvested by its trustees and/or investment managers in the classes and types of investments designated by the appropriate provisions of the Fund. SECTION VII DELEGATION OF POWERS A. The Trustees may appoint one or more Investment Managers and may delegate to one or more Investment Managers, all or any of the authority, powers, or duties conferred upon them by Paragraph B of Section VI hereof. In accordance with the directions of the Members or the Beneficiaries, the Trustees shall delegate to the investment advisors of the Investment Offerings (other than a Brokerage Window, if any), all or any of the authority, powers or duties conferred upon them by Paragraph B of Section VI hereof. The Trustees may deliver to such Investment Manager or Investment Managers any funds or securities held by the Trustees hereunder. Each Investment Manager shall be a bank, trust company, insurance company, investment company, investment advisor, or investment banker, satisfying the requirements of section 3(38) of ERISA. The bank or trust company or custodian of the Trust’s funds and securities shall have a capital stock and surplus of not less than Fifty Million Dollars ($50,000,000) and be adequately insured or bonded. Each Investment Manager shall exercise all the authority, powers, and duties of an Investment Manager as provided in this Trust Agreement and in the Regulations. As to certain Plan assets, the Trustees may select a bank or trust company to act as custodian for same if the Investment Manager or other fiduciary managing such assets either does not perform such services or the Trustees believe it to be advantageous to have another party act as custodian. Subject to the provisions of the Regulations and this Trust Agreement, the appointment of an Investment Manager shall be upon such terms as the Trustees shall determine. The Trustees may remove an Investment Manager at any time, with or without cause, or an Investment Manager may resign at any time in such manner as the Trustees shall determine. In the event of such removal or in the event that an Investment Manager shall resign or cease to act, the Trustees may exercise the authority, powers, and duties previously exercised by such Investment Manager, pending delegation of such powers to another Investment Manager. B. No Trustee shall be liable for the acts or omissions of such Investment Manager or be under an obligation to invest or otherwise manage any asset of the Fund which is subject to the management of the Investment Manager. C. An Investment Manager shall keep such books of account and shall submit to such audits as the Trustees shall prescribe. SECTION VIII BORROWING MONEY The Trustees may borrow money from time to time upon such terms and conditions as they may deem expedient, and for the loans thus made or in renewal thereof they may issue their promissory note or notes as Trustees and may secure the repayment thereof by pledging any of the assets then in their control.

PROV 20-1 Restatement FINAL Tr.Agmt. – 94 SECTION IX COMPENSATION AND EXPENSES A. The Trustees shall not receive any remuneration from the Fund for their services. B. Reasonable costs and expenses incurred for necessary services in the administration of the Fund and the investment of Fund assets, including those described in Article 8 of the Regulations, may be paid out of the assets of the Fund, including, but not limited to, payment of reasonable costs and expenses of the Plan from the Accounts of Accountholders or deduction of reasonable costs and expenses from the investment returns of Investment Offerings in which the Accounts are invested. Further, the Plan Administrator may establish procedures providing that certain costs and expenses incurred by an individual Accountholder for services related to his or her Account (including, for example, fees for loans or domestic relations order processing) may be deducted from the Account of such Accountholder. In the absence of directions from Investment Managers and service providers or guidance from prospectuses and other governing documents, the Plan Administrator shall establish procedures for the timing of payments and charges. C. The Contributing Companies shall pay such expenses and costs of the Fund as are not permitted by ERISA to be charged against assets of the Fund and may also share other expenses and costs incurred in the administration of the Fund. D. Forfeitures may be used to pay reasonable costs and expenses for necessary services incurred in the administration of the Fund, as directed by the Plan Administrator. E. Amounts, if any, derived from revenue sharing credits may be used to pay administrative expenses of the Fund that are otherwise eligible to be paid from assets of the Fund as provided in this Section IX of the Trust Agreement in accordance with such procedures as may be established by the Plan Administrator. SECTION X DISCHARGE OF DUTIES BY TRUSTEES A. The Trustees shall be the named Fiduciary under the Fund. The Trustees shall appoint a Plan Adminis- trator who shall also be a named Fiduciary under the Fund. Solely for purposes of directing investments in their own Accounts and not for purposes of the operation or administration of the Fund, Members and Beneficiaries entitled under the terms of the Regulations to direct investments in their own Accounts, shall be named Fiduciaries under the Fund. The Trustees or the Plan Administrator may employ one or more persons to render advice with regard to any responsibility the Trustees have under the Plan and may employ counsel and agents and engage such clerical, financial, and accounting services as they or he deems expedient. The Trustees shall not be deemed imprudent by reason of their taking or refraining from taking action in accordance with the opinion of counsel. The Trustees or the Plan Administrator, as the case may be, shall have the power to remove and replace anyone they or he shall have appointed or employed. The Trustees shall discharge their respective duties set forth in the Fund: (1) solely in the interest of Members and Beneficiaries; (2) for the exclusive purpose of providing benefits to Members and Beneficiaries (and defraying reasonable expenses of administering the Fund); (3) with the care, skill, prudence, and diligence under the circumstances then prevailing that a prudent man acting in a like capacity and familiar with such matters would use in the conduct of an enterprise of a like character and with like aims; (4) by diversifying the investments of the Fund so as to minimize the risk of large losses, unless under the circumstances it is clearly prudent not to do so, or unless the Members or

PROV 20-1 Restatement FINAL Tr.Agmt. – 95 Beneficiaries entitled under the terms of the Regulations to direct investments in their own Accounts, have otherwise directed; and (5) in accordance with the documents and instruments governing the Fund insofar as such documents and instruments are consistent with ERISA. B. The Trustees may rely upon any investment direction of a Member or Beneficiary entitled under the terms of the Regulations to direct investments in their own accounts, as long as any such direction is proper on its face and consistent with the Regulations and this Trust Agreement. Furthermore, each Trustee may rely upon any direction, information, or action of another Trustee as being proper under this Fund and is not required under this Fund to inquire into the propriety of any such direction, information or action. It is intended under this Fund that each Trustee shall be responsible for the proper exercise of his own powers, duties, responsibilities, and obligations under this Fund and shall not be responsible for any act or failure to act of another Trustee, except in the following circumstances: (a) the Trustee knowingly participates in or knowingly attempts to conceal the act or omission of another Fiduciary, and the Trustee knows the act or omission is a breach of a Fiduciary responsibility by the other Fiduciary; or (b) the Trustee has knowledge of a breach by the other Fiduciary and does not make reasonable efforts to remedy the breach; or (c) the Trustee’s breach of his own Fiduciary responsibility permits the other Fiduciary to commit a breach. No Trustee guarantees the Fund in any manner against investment loss or depreciation in asset value. C. The Trustees shall jointly manage and control the assets of the Fund unless there is a specific allocation or delegation of specific responsibilities, obligations, and duties among the Trustees or the other Fiduciaries. There may be an allocation and delegation of Fiduciary responsibilities other than Trustees’ responsibilities to other Fiduciaries. If such an allocation or delegation shall be made, the specified Trustee or Fiduciary shall then be responsible for the duties allocated or delegated, and the other Trustees or Fiduciaries shall not be liable for any breach of Fiduciary responsibility for the duties allocated or delegated except as set forth above. D. The Trustees shall have such due diligence responsibility as set forth in Section 1.4 of the Regulations. E. Notwithstanding anything in the Regulations or this Trust Agreement to the contrary, the Trustees shall have the right to resolve conflicting rights and claims in such a manner as is in the best interests of all participants and beneficiaries. F. The Contributing Companies, jointly and severally, shall indemnify each Fiduciary against all or any portion of any liability or costs and expenses reasonably incurred by him in connection with, arising out of, or resulting from any claim, action, suit or proceeding in which he may be involved by reason of his having been a Fiduciary, provided, however, that the Contributing Companies shall not be obligated to indemnify a Fiduciary against any such liability, costs, or expenses in connection with any action or omission to act in respect of which such Fiduciary shall be finally adjudged in any such action, suit, or proceeding to have been guilty of fraud or willful misconduct in the performance of his duties. SECTION XI COMPROMISE OF CLAIMS The Trustees shall have power to settle or compromise any claims which they may have as Trustees or which may be made against them as Trustees.

PROV 20-1 Restatement FINAL Tr.Agmt. – 96 SECTION XII INTERPRETATION OF PROVISIONS: DETERMINATION OF CONTROVERSIES Except in those cases in which the power of determination is expressly reserved to Shell Oil Company, the Trustees shall have full power and authority to determine all matters arising in the interpretation and application of the Fund or the interpretation and application of the Trust Agreement and the Regulations, and the determination of any such matter by the Trustees shall be conclusive on all persons. Whenever under the Regulations or the provisions of this Trust Agreement discretion is granted to the Trustees, which shall affect the benefits, rights, and privileges of a Participant, such discretion shall be exercised uniformly so that all individuals similarly situated shall be similarly treated. SECTION XIII ADDITIONAL COMPANIES A. Any Affiliated Company may, subject to the approval of the Trustees, become a party hereto at any time with like effect from such time as if it were one of the Contributing Companies hereinbefore named. B. The signature of any such Affiliated Company to any counterpart or copy of the Trust Agreement shall be sufficient evidence of its election to become a party hereto. SECTION XIV RESIGNATION OR REMOVAL OF TRUSTEES A. Any Trustee may resign at any time by giving written notice to the other Trustees or in accordance with the by-laws adopted by the Trustees. B. Any Trustee may be removed and the number of Trustees may be increased or decreased at any time by an instrument executed by Shell Oil Company. C. In case there shall be any vacancy among the Trustees, whether on account of an increase in the number thereof, resignation, removal, death, or otherwise, the vacancy shall be filled by appointment by Shell Oil Company. If by reason of the discontinuance of the Plan or otherwise Shell Oil Company shall cease to be a Contributing Company, then vacancies shall be filled by appointment by a majority of the Trustees then in office. D. A Trustee shall not be liable or responsible in any way for any acts or omissions in the administration of the Fund prior to the date he became a Trustee or after the date he shall cease to be a Trustee. A successor Trustee shall not have any duty to review the actions or accounts of any prior Trustee. E. The signature of any successor or additional Trustee on any counterpart or copy of the Trust Agreement shall be sufficient evidence of his acceptance of the trust. F. A certificate, executed by any Trustee or in accordance with the by-laws adopted by the Trustees, certifying who are or were Trustees hereunder or the number thereof at any given time shall be sufficient evidence thereof.

PROV 20-1 Restatement FINAL Tr.Agmt. – 97 SECTION XV TERMINATION OF PARTICIPATION IN THE FUND A. The participation of any of the Contributing Companies in the Fund (including the obligation to make further contributions to the Fund for the account of its employees who are Participants, with respect to periods subsequent to the cessation of its participation) shall terminate whenever (1) such Contributing Company is dissolved or liquidated or ceases for any reason to be an Affiliated Company of Shell Oil Company, (2) it withdraws from the Fund, or (3) its participation is terminated by Shell Oil Company. For purposes of the preceding sentence, “Affiliated Company” shall be as defined in the first sentence of Section 2.2 of the Regulations. The Contributing Company shall provide written notice of its cessation of participation to all of its Employees who are Members of the Fund. B. In the event of termination of participation in the Fund by any one or more of the Contributing Companies, the right and obligation of Members who are then in its or their employ to make further contributions to the Fund, with respect to periods subsequent to the cessation of the Contributing Company’s or Companies’ participation, shall cease. In such event, the Trustees, upon advice of counsel, shall for the purposes of Article 12 of the Regulations, treat the service of such Members as having terminated at the time of such termination of participation. C. If, after the termination of participation in the Plan by all Contributing Companies and after the payment to the Participants and Beneficiaries of amounts standing to their credit as provided in the Regulations, any assets then remaining in the Fund, such assets shall be distributed by the Trustees to or for the exclusive benefit of such Participants and Beneficiaries in such equitable and nondiscriminatory manner as the Trustees may determine in the exercise of their fiduciary duty. In no event shall the Contributing Companies receive any amounts from the Fund. SECTION XVI DISPOSITION OF CORPUS OR INCOME: DURATION No part of the corpus or income of the Fund shall, prior to the satisfaction of all liabilities with respect to Members under the Regulations, be used for or diverted to purposes other than the exclusive benefit of Members or Beneficiaries, and the Fund shall continue for such time as may be necessary to accomplish the purpose for which it is created. SECTION XVII AMENDMENT OF TRUST AGREEMENT AND REGULATIONS Subject to the provisions of Section XVI, the Trust Agreement and the Regulations may be amended in accordance with the provisions of the Regulations. SECTION XVIII NON-ALIENATION OF RIGHTS No sums or shares or any other securities standing to the credit of any Member under the provisions of the Plan shall be subject in any manner to anticipation, alienation, sale, transfer, assignment, pledge, encumbrance, or charge; and any attempt so to anticipate, alienate, sell, transfer, assign, pledge, encumber, or charge the same shall be void; nor shall any such sums, shares or securities be in any manner liable for or subject to the debts, contracts, liabilities, engagements, or torts of any Member. This provision shall not be applicable to a qualified domestic relations order as defined in Section 206(d) of ERISA and Section 414(p) of the Code which may direct payment or distribution of all or part of such sums, shares or securities to an Alternate Payee. Any accrued benefit of a Participant or Beneficiary may be

PROV 20-1 Restatement FINAL Tr.Agmt. – 98 apportioned between the Participant or Beneficiary and the Alternate Payee either through separate accounts or by providing the Alternate Payee a severable portion of the Participant’s or Beneficiary’s Account. SECTION XIX MERGER OR CONSOLIDATION OF FUND A. In the event of the dissolution, merger, consolidation, or reorganization of a Contributing Company, provision may be made by which the Fund will be continued by the successor; and, in that event, such successor shall be substituted for such Contributing Company under the Fund. The substitution of the successor shall constitute an assumption of liabilities to the Fund by the successor and the successor shall have all the powers, duties, and responsibilities of such Contributing Company under the Fund. B. In the event of any merger or consolidation of the Fund, or transfer in whole or in part of the assets and liabilities of the Fund to another trust fund, or to any other plan of deferred compensation maintained or to be established by an employer for the exclusive benefit of all or some of its employees, the assets of the Fund applicable to such Members shall be transferred to the other trust fund or plan only if: (1) each Participant would (if either this Fund or the other plan then terminated) receive a benefit immediately after the merger, consolidation, or transfer which is equal to or greater than the benefit he would have been entitled to receive immediately before the merger, consolidation or transfer (if this Fund had then terminated); (2) the Trustees shall authorize such transfer of assets and, in the case of the new or successor employer of the affected Participants, its resolutions shall include an assumption of liabilities with respect to such Participants’ inclusion in the new employer’s plan; and (3) such other plan and trust are qualified under Sections 401(a) and 501(a) of the Internal Revenue Code of 1986, as amended, or any successor statute. SECTION XX EXECUTION, DELIVERY, AND INVALIDITY A. To the extent not preempted by the Employee Retirement Income Security Act of 1974, as amended, the Trust Agreement (including the Regulations) shall be governed by the laws of the state of Texas. B. If any provision of this Agreement shall be held invalid or unenforceable, such invalidity or unenforceability shall not affect any other provisions hereof and this Agreement shall be construed and enforced as if such provisions had not been included. IN WITNESS WHEREOF, the respective Companies have caused their names to be signed and their corporate seals to be affixed by their proper officers, thereunto duly authorized, and the Trustees have hereunto set their respective hands and seals. SHELL OIL COMPANY EQUILON ENTERPRISES LLC d/b/a SHELL OIL PRODUCTS US PECTEN MIDDLE EAST SERVICES COMPANY LIMITED PECTEN PRODUCING COMPANY PENNZOIL-QUAKER STATE COMPANY d/b/a SOPUS PRODUCTS SHELL CATALYSTS & TECHNOLOGIES US LP SHELL CHEMICAL LP

PROV 20-1 Restatement FINAL Tr.Agmt. – 99 SHELL DOWNSTREAM INC. SHELL ENERGY RESOURCES COMPANY SHELL EXPATRIATE EMPLOYMENT US INC. SHELL EXPLORATION & PRODUCTION COMPANY SHELL GLOBAL SOLUTIONS (US) INC. SHELL INFORMATION TECHNOLOGY INTERNATIONAL INC. SHELL INTERNATIONAL EXPLORATION AND PRODUCTION INC. SHELL MARINE PRODUCTS (US) COMPANY SHELL NORTH AMERICA GAS & POWER SERVICES COMPANY SHELL OFFSHORE INC. SHELL OIL PRODUCTS COMPANY LLC SHELL PIPELINE COMPANY LP SHELL TRADEMARK MANAGEMENT INC. SHELL TRADING NORTH AMERICA COMPANY SHELL TRADING RISK MANAGEMENT, LLC SHELL TRADING SERVICES COMPANY SHELL TRADING (US) COMPANY SHELL US GAS & POWER LLC SHELL WINDENERGY SERVICES INC. SOPC SOUTHEAST INC. SWEPI LP Trustees: Scott G. Ballard Paul Goodfellow Rhoman J. Hardy Eileen M. Perillo Christopher B. Rice Glenn T. Wright


Title of Each Class	Trading Symbols	Name of Each Exchange on Which Registered
American Depositary Shares representing two ordinary shares of the issuer with a nominal value of €0.07 each	SHEL	New York Stock Exchange
0.375% Guaranteed Notes due 2023	SHEL/23B	New York Stock Exchange
3.5% Guaranteed Notes due 2023	SHEL/23	New York Stock Exchange
Floating Rate Guaranteed Notes due 2023	SHEL/23A	New York Stock Exchange
2% Guaranteed Notes due 2024	SHEL/24	New York Stock Exchange
3.25% Guaranteed Notes due 2025	SHEL/25	New York Stock Exchange
2.5% Guaranteed Notes due 2026	SHEL/26	New York Stock Exchange
2.875% Guaranteed Notes due 2026	SHEL/26A	New York Stock Exchange
3.875% Guaranteed Notes due 2028	SHEL/28	New York Stock Exchange
2.375% Guaranteed Notes due 2029	SHEL/29	New York Stock Exchange
2.75% Guaranteed Notes due 2030	SHEL/30	New York Stock Exchange
4.125% Guaranteed Notes due 2035	SHEL/35	New York Stock Exchange
6.375% Guaranteed Notes due 2038	SHEL/38	New York Stock Exchange
5.5% Guaranteed Notes due 2040	SHEL/40	New York Stock Exchange
2.875% Guaranteed Notes due 2041	SHEL/41	New York Stock Exchange
3.625% Guaranteed Notes due 2042	SHEL/42	New York Stock Exchange
4.55% Guaranteed Notes due 2043	SHEL/43	New York Stock Exchange
4.375% Guaranteed Notes due 2045	SHEL/45	New York Stock Exchange
3.75% Guaranteed Notes due 2046	SHEL/46	New York Stock Exchange
4.00% Guaranteed Notes due 2046	SHEL/46A	New York Stock Exchange
3.125% Guaranteed Notes due 2049	SHEL/49	New York Stock Exchange
3.25% Guaranteed Notes due 2050	SHEL/50	New York Stock Exchange
3.00% Guaranteed Notes due 2051	SHEL/51	New York Stock Exchange


Cover			1
Cross reference to Form 20-F			7
Terms and abbreviations			9
About this Report			10
Shell Powering Progress			12
Strategy and outlook			18
Risk factors			23
Summary of results			41
Performance indicators			35
Liquidity and capital resources			37
Market overview			41
Integrated gas			44
Upstream			49
Oil and gas information			56
Oil Products			64
Chemicals			70
Corporate			73
Climate change and energy transition			74
Environment and society			98
Our people			113
The Board of Shell plc			119
Senior Management			126
Governance			128
Governance framework			129
Governance			131
Nomination and Succession Committee			136
Safety, Environment and Sustainability Committee			140
Audit Committee Report			142
Directors' Remuneration Report			156
Annual Report on Remuneration			161
Directors' Remuneration Policy			179
Governance			188
Report of Independent Registered Public Accounting Firm (ID: 13020134)			197
Consolidated Statement of Income			204
Consolidated Statement of Comprehensive Income			204
Consolidated Balance Sheet			205
Consolidated Statement of Changes in Equity			206
Consolidated Statement of Cash Flows			207
Notes to the Consolidated Financial Statements			208
1.Basis of preparation			208
2.Significant accounting policies, judgements and estimates			208
3.Changes to IFRS not yet adopted			217
4.Climate change and energy transition			219


5.Segment information			223
6.Interest and other income			227
7.Interest expense			227
8.Intangible assets			227
9.Property, plant and equipment			228
10.Joint ventures and associates			232
11.Investments in securities			232
12.Trade and other receivables			233
13.Inventories			234
14.Cash and cash equivalents			234
15.Debt and lease arrangements			234
16.Trade and other payables			237
17.Taxation			237
18.Retirement benefits			239
19.Decommissioning and other provisions			245
20.Financial instruments			246
21.Share capital			252
22.Share-based compensation plans and shares held in trust			252
23.Other reserves			253
24.Dividends			255
25.Earnings per share			255
26.Legal proceedings and other contingencies			255
27.Employees			258
28.Directors and Senior Management			258
29.Auditor's remuneration			259
30.Non-current assets held for sale			259
31.Emission schemes and related environmental plans			260
32.Post-balance sheet events			261
Supplementary information - oil and gas (unaudited)			262
Supplementary information - EU Taxonomy disclosure			280
Report of Independent Registered Public Accounting Firm (ID: 13020134)			283
Statement of Income			284
Statement of Comprehensive Income			284
Balance Sheet			284
Statement of Changes in Equity			285
Statement of Cash Flows			285
Notes to the RDS Dividend Access Trust Financial Statements			286
1.The Trust			286
2.Basis of preparation			286
3.Significant accounting policies			286
4.Unclaimed dividends			286
5.Capital account			286
6.Distributions made			286
7.Related parties			286
8.Auditor's remuneration			286


9.Subsequent events			286
Shareholder information			287
Section 13(r) of the US Securities Exchange Act of 1934 disclosure			293
Non-GAAP measures reconciliations			294
Index to the exhibits			298
Signatures			300
Financial calendar			301


Part I			Pages
Item 1.	Identity of Directors, Senior Management and Advisers		N/A
Item 2.	Offer Statistics and Expected Timetable		N/A
Item 3.	Key Information
	A.	[Reserved]
	B.	Capitalization and indebtedness	N/A
	C.	Reasons for the offer and use of proceeds	N/A
	D.	Risk factors	22-31
Item 4.	Information on the Company
	A.	History and development of the company	11,12-13, 16-21, 32-33, 36-39, 43-54, 63-72, 285, 292-296
	B.	Business overview	12-33, 43-72, 97-111, 261-281, 286
	C.	Organizational structure	15-17, Exhibit 8.1
	D.	Property, plants and equipment	15-17, 22-33, 43-72, 97-111, 261-278
Item 4A.	Unresolved Staff Comments		N/A
Item 5.	Operating and Financial Review and Prospects
	A.	Operating results	22-39, 43-72, 245-250
	B.	Liquidity and capital resources	25, 32-33, 36-39, 43-44, 48-49, 63-64, 69-70, 72, 213-214, 231-236, 238-243
	C.	Research and development, patents and licences, etc.	203, 208
	D.	Trend information	22-54, 63-67, 69-71, 73-111
	E.	Critical Accounting Estimates	N/A
Item 6.	Directors, Senior Management and Employees
	A.	Directors and senior management	118-126, 189-191
	B.	Compensation	161-167, 173, 177, 185-186, 257
	C.	Board practices	118-177, 188-195
	D.	Employees	112-117, 257
	E.	Share ownership	117, 170, 189, 251, 286
Item 7.	Major Shareholders and Related Party Transactions
	A.	Major shareholders	287
	B.	Related party transactions	188, 211, 231, 257, 285
	C.	Interests of experts and counsel	N/A
Item 8.	Financial Information
	A.	Consolidated Statements and Other Financial Information	36-39, 196-260, 282-285
	B.	Significant Changes	260, 285
Item 9.	The Offer and Listing
	A.	Offer and listing details	188-194, 283-285
	B.	Plan of distribution	N/A
	C.	Markets	286
	D.	Selling shareholders	N/A
	E.	Dilution	N/A


	F.	Expenses of the issue	N/A
Item 10.	Additional Information
	A.	Share capital	N/A
	B.	Memorandum and articles of association	190-195
	C.	Material contracts	N/A
	D.	Exchange controls	290
	E.	Taxation	290-291
	F.	Dividends and paying agents	N/A
	G.	Statement by experts	N/A
	H.	Documents on display	11
	I.	Subsidiary Information	N/A
Item 11.	Quantitative and Qualitative Disclosures About Market Risk		36, 231, 245-250
Item 12.	Description of Securities Other than Equity Securities
	A.	Debt Securities	Exhibit 2.5
	B.	Warrants and Rights	N/A
	C.	Other Securities	N/A
	D.	American Depositary Shares	286, 289-290, Exhibit 2.5

Part II
Item 13.		Defaults, Dividend Arrearages and Delinquencies	N/A
Item 14.		Material Modifications to the Rights of Security Holders and Use of Proceeds	N/A
Item 15.		Controls and Procedures	187, 202, 282
Item 16.		[Reserved]
Item 16A.		Audit committee financial expert	124, 143, 189
Item 16B.		Code of Ethics	189
Item 16C.		Principal Accountant Fees and Services	154, 258, 285
Item 16D.		Exemptions from the Listing Standards for Audit Committees	189
Item 16E.		Purchases of Equity Securities by the Issuer and Affiliated Purchasers	39, 187
Item 16F.		Change in Registrant’s Certifying Accountant	N/A
Item 16G.		Corporate Governance	189-195
Item 16H.		Mine Safety Disclosure	N/A
Item 16I.		Disclosure Regarding Foreign Jurisdictions that Prevent Inspections	N/A

Part III
Item 17.		Financial Statements	N/A
Item 18.		Financial Statements	196-260, 282-285
Item 19.		Exhibits	297-298


acre			approximately 0.004 square kilometres
b(/d)			barrels (per day)
boe(/d)			barrels of oil equivalent (per day); natural gas volumes are converted into oil equivalent using a factor of 5,800 scf per barrel
kboe(/d)			thousand barrels of oil equivalent (per day); natural gas volumes are converted into oil equivalent using a factor of 5,800 scf per barrel
MMBtu			million British thermal units
megajoule			a unit of energy equal to one million joules
mtpa			million tonnes per annum
per day			volumes are converted into a daily basis using a calendar year
scf(/d)			standard cubic feet (per day)


GTL			gas-to-liquids
LNG			liquefied natural gas
LPG			liquefied petroleum gas
NGL			natural gas liquids


ADS			American Depositary Share
AGM			Annual General Meeting
API			American Petroleum Institute
CCS			carbon capture and storage
CCS earnings			earnings on a current cost of supplies basis
CO2			carbon dioxide
EMTN			Euro medium-term note
EPS			earnings per share
FCF			free cash flow
FID			final investment decision
GAAP			generally accepted accounting principles
GHG			greenhouse gas
HSSE			health, safety, security and environment
IAS			International Accounting Standards
IEA			International Energy Agency
IFRS			International Financial Reporting Standard(s)
IOGP			International Association of Oil & Gas Producers
IPIECA			International Petroleum Industry Environmental Conservation Association
LTIP			Long-term Incentive Plan
OECD			Organisation for Economic Co-operation and Development
OML			oil mining lease
OPEC			Organization of the Petroleum Exporting Countries
OPL			oil prospecting licence
PSC			production-sharing contract
PSP			Performance Share Plan
REMCO			Remuneration Committee
SEC			US Securities and Exchange Commission
TRCF			total recordable case frequency
TSR			total shareholder return
WTI			West Texas Intermediate


We are exposed to macroeconomic risks including fluctuating prices of crude oil, natural gas, oil products and chemicals.
Risk description The prices of crude oil, natural gas, oil products and chemicals are affected by supply and demand, both globally and regionally. Macroeconomic, geopolitical and technological uncertainties can also affect production costs and demand for our products. Government actions may also affect the prices of crude oil, natural gas, oil products and chemicals. This could happen, for example, if governments promote the sale of lower-carbon electric vehicles or even prohibit future sales of new diesel or gasoline vehicles, such as the phasing out in the UK that will come into force in 2030. Oil and gas prices can also move independently of each other. Factors that influence supply and demand include operational issues, natural disasters, weather, pandemics such as COVID-19, political instability, conflicts, such as the recent Russian invasion of Ukraine, economic conditions, including inflation, and actions by major oil- and gas-producing countries. In a low oil and gas price environment, we would generate less revenue from our Upstream and Integrated Gas businesses, and parts of those businesses could become less profitable or incur losses. Low oil and gas prices have also resulted and could continue to result in the debooking of proved oil or gas reserves, if they become uneconomic in this type of price environment. Prolonged periods of low oil and gas prices, or rising costs, have resulted and could continue to result in projects being delayed or cancelled. Assets have been impaired in the past, and there could be impairments in the future. Low oil and gas prices have affected and could continue to affect our ability to maintain our long-term capital investment and shareholder distribution programmes. Prolonged periods of low oil and gas prices could adversely affect the financial, fiscal, legal, political and social stability of countries that rely significantly on oil and gas revenue. In a high oil and gas price environment, we could experience sharp increases in costs, and under some production-sharing contracts, our entitlement to proved reserves would be reduced. Higher prices could also reduce demand for our products, which could result in lower profitability, particularly in our Oil Products and Chemicals business. Higher prices can also lead to more capacity being built, potentially resulting in an oversupplied market which would negatively affect our Upstream, Integrated Gas, Oil Products and Chemicals businesses. Accordingly, price fluctuations could have a material adverse effect on our earnings, cash flows and financial condition.
Further information: See “Market overview”on page 41.

Our ability to deliver competitive returns and pursue commercial opportunities depends in part on the accuracy of our price assumptions.
Risk description We use a range of oil and gas price assumptions, which we review on a periodic basis. These ranges help us to evaluate the robustness of our capital allocation for our evaluation of projects and commercial opportunities. If our assumptions prove to be incorrect, this could have a material adverse effect on our earnings, cash flows and financial condition.
Further information: See “Market overview” on page 42.

Our ability to achieve our strategic objectives depends on how we react to competitive forces.
Risk description We face competition in all our businesses. We seek to differentiate our services and products, though many of our products are competing in commodity-type markets. Accordingly, failure to manage our costs and our operational performance could result in a material adverse effect on our earnings, cash flows and financial condition. We also compete with state-owned hydrocarbon entities and state-backed utility entities with access to financial resources and local markets. Such entities could be motivated by political or other factors in making their business decisions. Accordingly, when bidding on new leases or projects, we could find ourselves at a competitive disadvantage because these state-owned entities may not require a competitive return. If we are unable to obtain competitive returns when bidding on new leases or projects, this could have a material adverse effect on our earnings, cash flows and financial condition.
Further information: See “Strategy and outlook” on page 20.


Rising concerns about climate change and effects of the energy transition could continue to lead to a fall in demand and potentially lower prices for fossil fuels. Climate change could also have a physical impact on our assets and supply chains. This risk may also lead to additional legal and/or regulatory measures, resulting in project delays or cancellations, potential additional litigation, operational restrictions and additional compliance obligations.
Risk description Societal demand for urgent action has increased, especially since the Intergovernmental Panel on Climate Change (IPCC) Special Report of 2018 on 1.5°C effectively made the aspirational goal of the Paris Agreement to limit the rise in global average temperature this century to 1.5 degrees Celsius the default target. This increasing focus on climate change and drive for an energy transition have created a risk environment that is changing rapidly, resulting in a wide range of stakeholder actions at global, local and business levels. The potential impact and likelihood of the associated exposure for Shell could vary across different time horizons, depending on the specific components of the risk. We expect that a growing share of our GHG emissions will be subject to regulation, resulting in increased compliance costs and operational restrictions. Regulators may seek to limit certain oil and gas projects or make it more difficult to obtain required permits. Additionally, climate activists are challenging the grant of new and existing regulatory permits. We expect that these challenges are likely to continue and could delay or prohibit operations in certain cases. Achieving our target of becoming net zero on all emissions from our operations could result in additional costs. We also expect that actions by customers to reduce their emissions will continue to lower demand and potentially affect prices for fossil fuels, as will GHG emissions regulation through taxes, fees and/or other incentives. This could be a factor contributing to additional provisions for our assets and result in lower earnings, cancelled projects and potential impairment of certain assets. The physical effects of climate change such as, but not limited to, increases in temperature and sea levels and fluctuations in water levels could also adversely affect our operations and supply chains. Certain investors have decided to divest their investments in fossil fuel companies. If this were to continue, it could have a material adverse effect on the price of our securities and our ability to access capital markets. Stakeholder groups are also putting pressure on commercial and investment banks to stop financing fossil fuel companies. According to press reports, some financial institutions have started to limit their exposure to fossil fuel projects. Accordingly, our ability to use financing for these types of future projects may be adversely affected. This could also adversely affect our potential partners’ ability to finance their portion of costs, either through equity or debt. In some countries, governments, regulators, organisations and individuals have filed lawsuits seeking to hold fossil fuel companies liable for costs associated with climate change. While we believe these lawsuits to be without merit, losing could have a material adverse effect on our earnings, cash flows and financial condition. For example, in May 2021, the District Court in The Hague, Netherlands, ruled that, by 2030, Shell must reduce, from its consolidated subsidiaries, its Scope 1 net emissions by 45% from its 2019 levels and use its best efforts to reduce its Scope 2 and Scope 3 net emissions by 45% from its 2019 levels. In 2019, our Scope 1 emissions from our consolidated subsidiaries were 86 million tonnes carbon dioxide equivalent (CO2e), rounded. We expect to see additional regulatory requirements to provide disclosures related to climate risks and their impact on business performance. In summary, rising climate change concerns and effects of the energy transition have led and could lead to a decrease in demand and potentially affect prices for fossil fuels. If we are unable to find economically viable, publicly acceptable solutions that reduce our GHG emissions and/or GHG intensity for new and existing projects and for the products we sell, we could experience financial penalties or extra costs, delayed or cancelled projects, potential impairments of our assets, additional provisions and/or reduced production and product sales. This could have a material adverse effect on our earnings, cash flows and financial condition.
Further information: For further explanations of our climate change governance, risk management approach, climate ambition and strategy and our portfolio and performance, please refer to the section “Climate change and energy transition” on pages 74 to 96.


If we fail to stay in step with the pace and extent of society’s changing demands for energy as it transitions to a low-carbon future, we could fail in sustaining and developing our business.
Risk description The pace and extent of the energy transition could pose a risk to Shell if our own actions to decarbonise our operations and the energy we sell move at a different speed relative to society. If we are slower than society, customers may prefer a different supplier, which would reduce demand for our products and adversely affect our reputation besides materially affecting our earnings and financial results. If we move much faster than society, we risk investing in technologies, markets or low-carbon products that are unsuccessful because there is limited demand for them. This could also have a material adverse effect on our earnings, cash flows and financial condition.
Further information: See "Strategy and outlook" on page 18 and “Climate change and energy transition” on page 78.

We seek to execute divestments in pursuing our strategy. We may be unable to divest these assets successfully in line with our strategy.
Risk description We may be unable to divest assets at acceptable prices or within the timeline envisaged because of market conditions or credit risk. This would result in increased pressure on our cash position and potential impairments. In some cases, we have also retained certain liabilities following a divestment. Even in cases where we have not expressly retained certain liabilities, we may still be held liable for past acts, failures to act or liabilities that are different from those foreseen. We may also face liabilities if a buyer fails to honour their commitments. Accordingly, if any of the above circumstances arise, this could have a material adverse effect on our earnings, cash flows and financial condition.
Further information: See “Strategy and outlook” on page 21.


We operate in more than 70 countries that have differing degrees of political, legal and fiscal stability. This exposes us to a wide range of political developments that could result in changes to contractual terms, laws and regulations. We and our joint arrangements and associates also face the risk of litigation and disputes worldwide.
Risk description Developments in politics, laws and regulations can and do affect our operations. Potential impacts include: forced divestment of assets; expropriation of property; cancellation or forced renegotiation of contract rights; additional taxes including windfall taxes, restrictions on deductions and retroactive tax claims; antitrust claims; changes to trade compliance regulations; price controls; local content requirements; foreign exchange controls; changes to environmental regulations; changes to regulatory interpretations and enforcement; and changes to disclosure requirements. Tensions between nation states, such as Russia's recent invasion of Ukraine, can also affect our business. Any of these, individually or in aggregate, could have a material adverse effect on our earnings, cash flows and financial condition. Since 2020, many governments have run deficits to deal with the economic impacts of the COVID-19 pandemic. Given the ongoing nature of the pandemic, there will be uncertain long-term fiscal consequences, with possible subsequent effects on government policies that affect Shell’s business interests. From time to time, social and political factors play a role in unprecedented and unanticipated judicial outcomes that could adversely affect Shell. Non‑compliance with policies and regulations could result in regulatory investigations, litigation and, ultimately, sanctions. Certain governments and regulatory bodies have, in Shell’s opinion, exceeded their constitutional authority by: attempting unilaterally to amend or cancel existing agreements or arrangements; failing to honour existing contractual commitments; and seeking to adjudicate disputes between private litigants. Certain governments have also adopted laws and regulations that could potentially conflict with other countries’ laws and regulations, potentially subjecting us to criminal and civil sanctions. Such developments and outcomes could have a material adverse effect on our earnings, cash flows and financial condition.
Further information: See "Governance" on page 189.


Russia’s invasion of Ukraine has affected the safety and security of our people and operations in these and neighbouring countries. The sanctions and export controls and the evolving geopolitical situation have caused wide-ranging challenges to our operations which could continue in the medium to longer-term.
Risk description Russia’s recent invasion of Ukraine poses wide-ranging challenges to our operations. The immediate impacts include the safety and security of our people and operations in these and neighbouring countries. The subsequent sanctions and export controls imposed by countries around the world could have a material impact on a number of our activities, including supply, trading and treasury activities. More sanctions and export controls are expected. Given the evolving situation, there are many other unknown factors and events that could materially impact our operations, which may be temporary or more permanent in nature. These risks and future events could impact our supply chain, commodity prices, credit, commodity trading, treasury and legal risks. The tensions also create heightened cyber-security threats to our information technology infrastructure. The geopolitical situation may influence our future investment and financial decisions. Any of these factors, individually or in aggregate, could have a material adverse effect on our earnings, cash flows and financial condition.
Further information: See “Post-Balance Sheet Events” on page 261.


The estimation of proved oil and gas reserves involves subjective judgements based on available information and the application of complex rules. This means subsequent downward adjustments are possible.
Risk description The estimation of proved oil and gas reserves involves subjective judgements and determinations based on available geological, technical, contractual and economic information. Estimates can change over time because of new information from production or drilling activities, changes in economic factors, such as oil and gas prices, alterations in the regulatory policies of host governments, or other events. Estimates also change to reflect acquisitions, divestments, new discoveries, extensions of existing fields and mines, and improved recovery techniques. Published proved oil and gas reserves estimates could also be subject to correction because of errors in the application of published rules and changes in guidance. Downward adjustments could indicate lower future production volumes and could also lead to impairment of assets. This could have a material adverse effect on our earnings, cash flows and financial condition.
Further information: See “Supplementary information - oil and gas (unaudited)” on page 262.


CROSS REFERENCE TO FORM 20-F


$			US dollar
€			euro
£			sterling


		Million boe [C]
	Dec 31, 2021	Dec 31, 2020	Dec 31, 2019
Shell subsidiaries	8,456	8,222	9,980
Shell share of joint ventures and associates	909	902	1,116
Total	9,365	9,124	11,096
Attributable to non-controlling interest of Shell subsidiaries	267	322	304


		$ million, except where indicated
	2021	2020	2019
Income/(loss) attributable to Shell plc shareholders	20,101	(21,680)	15,842
Income attributable to non-controlling interest	529	146	590
Income/(loss) for the period	20,630	(21,534)	16,432
Current cost of supplies adjustment	(3,148)	1,833	(605)
Total segment earnings [A][B], of which:	17,482	(19,701)	15,827
Integrated Gas	6,340	(6,278)	8,628
Upstream	9,694	(10,785)	3,855
Oil Products	2,664	(494)	6,139
Chemicals	1,390	808	478
Corporate	(2,606)	(2,952)	(3,273)
Identified Items [B]	(2,216)	(24,767)	(1,192)
Adjusted Earnings [B]	19,289	4,846	16,462
Adjusted EBITDA (CCS basis) [B]	55,004	36,533	56,644
Capital expenditure	19,000	16,585	22,971
Cash capital expenditure [B]	19,698	17,827	23,919
Operating expenses [B]	35,964	34,789	37,893
Underlying operating expenses [B]	35,309	32,502	37,000
Return on average capital employed [B]	8.8%	(6.8)%	6.7%
Net Debt at December 31 [C]	52,556	75,386	79,093
Gearing at December 31 [C]	23.1%	32.2%	29.3%
Oil and gas production (thousand boe/d)	3,237	3,386	3,665
Proved oil and gas reserves at December 31 (million boe)	9,365	9,124	11,096


Our future hydrocarbon production depends on the delivery of large and integrated projects and our ability to replace proved oil and gas reserves.
Risk description We face numerous challenges in developing capital projects, especially those which are large and integrated. Challenges include: uncertain geology; frontier conditions; the existence and availability of necessary technology and engineering resources; the availability of skilled labour; the existence of transport infrastructure; project delays; the expiration of licences; delays in obtaining required permits; potential cost overruns; and technical, fiscal, regulatory, political and other conditions. These challenges are particularly relevant in certain developing and emerging-market countries, in frontier areas and in deep-water fields, such as off the coast of Mexico. We may fail to assess or manage these and other risks properly. Such potential obstacles could impair our delivery of these projects, our ability to fulfil the full potential value of the project as assessed when the investment was approved, and our ability to fulfil related contractual commitments. This could lead to impairments and could have a material adverse effect on our earnings, cash flows and financial condition. Future oil and gas production will depend on our access to new proved reserves through exploration, negotiations with governments and other owners of proved reserves and acquisitions, and through developing and applying new technologies and recovery processes to existing fields. Failure to replace proved reserves could result in an accelerated decrease of future production, potentially having a material adverse effect on our earnings, cash flows and financial condition.
Further information: See “Shell Powering Progress” on page 15.


		Million boe [A]
	2021	2020	2019
Shell subsidiaries	1,047	1,104	1,182
Shell share of joint ventures and associates	134	135	156
Total	1,181	1,239	1,338


The nature of our operations exposes us, and the communities in which we work, to a wide range of health, safety, security and environment risks.
Risk description The health, safety, security and environment (HSSE) risks to which we and the communities in which we work are potentially exposed cover a wide spectrum, given the geographical range, operational diversity and technical complexity of our operations. These risks include the effects of natural disasters (including weather events), earthquakes, social unrest, pandemic diseases, criminal actions by external parties, and safety lapses. If a major risk materialises, such as an explosion or hydrocarbon leak or spill, this could result in injuries, loss of life, environmental harm, disruption of business activities, loss or suspension of permits, loss of our licence to operate and loss of our ability to bid on mineral rights. Accordingly, this could have a material adverse effect on our earnings, cash flows and financial condition. Our operations are subject to extensive HSSE regulatory requirements that often change and are likely to become more stringent over time. Governments could require operators to adjust their future production plans, as has occurred in the Netherlands, affecting production and costs. We could incur significant extra costs in the future because of the need to comply with such requirements. We could also incur significant extra costs due to violations of or liabilities under laws and regulations that involve elements such as fines, penalties, clean-up costs and third-party claims. If HSSE risks materialise, they could have a material adverse effect on our earnings, cash flows and financial condition.
Further information: See “Environment and society” on page 98.

A further erosion of the business and operating environment in Nigeria could have a material adverse effect on us.
Risk description In our Nigerian operations, we face various risks and adverse conditions. These include: security issues affecting the safety of our people, host communities and operations; sabotage and theft; issues affecting our ability to enforce existing contractual rights; litigation; limited infrastructure; potential legislation that could increase our taxes or operating costs; the challenges presented by limited government and state oil company budgets; and regional instability created by militant activities. Some of these risks and adverse conditions, such as security issues affecting the safety of our people and sabotage and theft have occurred in the past and are likely to continue in the future. These risks or adverse conditions could have a material adverse effect on our earnings, cash flows and financial condition.
Further information: See “Upstream” on page 53.

An erosion of our business reputation could have a material adverse effect on our brand, our ability to secure new resources or access capital markets, and on our licence to operate.
Risk description Our reputation is an important asset. The Shell General Business Principles (Principles) govern how Shell and its individual companies conduct their affairs, and the Shell Code of Conduct tells employees and contract staff how to behave in line with the Principles. Our challenge is to ensure that all employees and contract staff comply with the Principles and the Code of Conduct. Real or perceived failures of governance or regulatory compliance or a perceived lack of understanding of how our operations affect surrounding communities could harm our reputation. Societal expectations of businesses are increasing, with a focus on business ethics, quality of products, contribution to society, safety and minimising damage to the environment. There is increasing focus on the role of oil and gas in the context of climate change and energy transition. This could negatively affect our brand, reputation and licence to operate, which could limit our ability to deliver our strategy, reduce consumer demand for our branded and non-branded products, harm our ability to secure new resources and contracts, and restrict our ability to access capital markets or attract staff. Many other factors, including the materialisation of other risks discussed in this section, could negatively affect our reputation and could have a material adverse effect on our earnings, cash flows and financial condition.
Further information: See "Governance" on page 189 and "Our people" on page 115.


We rely heavily on information technology systems in our operations.
Risk description The operation of many of our business processes depends on reliable information technology (IT) systems. Our IT systems are evolving because of changing business models, our increasing focus on customers, ongoing digitalisation of business processes and migration to the cloud. Our IT systems are increasingly dependent on contractors supporting the delivery of IT services. The COVID-19 pandemic and geopolitical tensions altered the nature of the IT threat, increasing the frequency and ingenuity of malware attacks and increasing the temptation to attack targets for financial gain. In 2021, Shell was impacted by data security breaches, including one involving a third-party supplier who gained unauthorised access to various files during a limited window of time, some of which contained personal data. Shell contacted the impacted individuals and stakeholders and worked with them to address possible risks. We also informed relevant regulators and authorities. The factors described above continue to contribute to potential breaches and disruptions of critical IT services. If breaches are not detected early and responded to effectively, they could harm our reputation and have a material adverse effect on our earnings, cash flows and financial condition.
Further information: See “Corporate” on page 73.

Our business exposes us to risks of social instability, criminality, civil unrest, terrorism, piracy, cyber disruption and acts of war that could have a material adverse effect on our operations.
Risk description As seen in recent years, these risks can manifest themselves in the countries where we operate and elsewhere. These risks affect people and assets. Potential risks include: acts of terrorism; acts of criminality including maritime piracy; cyber espionage or disruptive cyber attacks; conflicts including war - such as Russia's recent invasion of Ukraine - malicious acts carried out by individuals within Shell, civil unrest and environmental and climate activism (including disruptions by non-governmental and political organisations). The above risks can threaten the safe operation of our facilities and the transport of our products. They can harm the well-being of our people, inflict loss of life and injuries, damage the environment and disrupt our operational activities. These risks could have a material adverse effect on our earnings, cash flows and financial condition.
Further information: See “Environment and society” on pages 110.


Production from the Groningen field in the Netherlands causes earthquakes that affect local communities.
Risk description Shell and ExxonMobil are 50:50 shareholders in Nederlandse Aardolie Maatschappij B.V. (NAM). An important part of NAM’s gas production comes from the onshore Groningen gas field, in which EBN, a Dutch government entity, has a 40% interest and NAM a 60% interest. The gas field is in the process of being closed down owing to earthquakes induced by gas production. Some of these earthquakes have damaged houses and other structures in the region, resulting in complaints and lawsuits from the local community. The government has announced it intends to accelerate the close-down, bringing the end of production forward from 2030 to possibly mid-2022. The exact close-down date depends on security of supply considerations and is still to be decided. While we expect the earlier close-down of the Groningen gas field to further reduce the number and strength of earthquakes in the region, any additional earthquakes could have further adverse effects on our earnings, cash flows and financial condition.
Further information: See “Upstream” on page 51.


We are exposed to treasury and trading risks, including liquidity risk, interest rate risk, foreign exchange risk and credit risk. We are affected by the global macroeconomic environment and the conditions of financial and commodity markets.
Risk description Our subsidiaries, joint arrangements and associates are subject to differing economic and financial market conditions around the world. Political or economic instability affects such markets. We use debt instruments, such as bonds and commercial paper, to raise significant amounts of capital. Should our access to debt markets become more difficult, the potential impact on our liquidity could have a material adverse effect on our operations. Our financing costs could also be affected by interest rate fluctuations or any credit rating deterioration. We are exposed to changes in currency values and to exchange controls as a result of our substantial international operations. Our reporting currency is the US dollar, although, to a material extent, we also hold assets and are exposed to liabilities in other currencies. While we undertake some foreign exchange hedging, we do not do so for all our activities. Even where hedging is in place, it may not function as expected. Commodity trading is an important component of our Upstream, Integrated Gas, Oil Products and Chemicals businesses. Processing, managing and monitoring many trading transactions across the world, some of them complex, exposes us to operational and market risks, including commodity price risks. We use derivative instruments such as futures and contracts for difference to hedge market risks. We do not hedge all our activities and even where hedging is in place, it may not function as expected. We are exposed to credit risk; our counterparties could fail or be unable to meet their payment and/or performance obligations under contractual arrangements. Although we do not have significant direct exposure to sovereign debt, it is possible that our partners and customers may have exposure which could impair their ability to meet their obligations. Our pension plans invest in government bonds, so they could be affected by a sovereign debt downgrade or other default. If any of the above risks materialise, they could have a material adverse effect on our earnings, cash flows and financial condition.
Further information: See “Liquidity and capital resources” on page 36 and Note 20 to the “Consolidated Financial Statements” on pages 246 to 251.

Our future performance depends on the successful development and deployment of new technologies and new products.
Risk description Technology and innovation are essential to our efforts to help meet the world’s energy demands competitively. If we fail to effectively develop or deploy new technology and products and services, or fail to make full, effective use of our data in a timely and cost-effective manner, there could be a material adverse effect on the delivery of our strategy and our licence to operate. We operate in environments where advanced technologies are used. In developing new technologies and new products, unknown or unforeseeable technological failures or environmental and health effects could harm our reputation and licence to operate or expose us to litigation or sanctions. The associated costs of new technology are sometimes underestimated. Sometimes the development of new technology is subject to delays. If we are unable to develop the right technology and products in a timely and cost-effective manner, or if we develop technologies and products that harm the environment or people's health, there could be a material adverse effect on our earnings, cash flows and financial condition.
Further information: See “Shell Powering Progress” on page 16.

We have substantial pension commitments, the funding of which is subject to capital market risks and other factors.
Risk description Liabilities associated with defined benefit pension plans are significant, and the cash funding requirement of such plans can also involve significant liabilities. They both depend on various assumptions. Volatility in capital markets or government policies could affect investment performance and interest rates, causing significant changes to the funding level of future liabilities. Changes in assumptions for mortality, retirement age or pensionable remuneration at retirement could also cause significant changes to the funding level of future liabilities. We operate a number of defined benefit pension plans and, in case of a shortfall, we could be required to make substantial cash contributions (depending on the applicable local regulations). This could result in a material adverse effect on our earnings, cash flows and financial condition.
Further information: See “Liquidity and capital resources” on page 37.


We mainly self-insure our hazard risk exposures. Consequently, we could incur significant financial losses from different types of risks that are not insured with third-party insurers.
Risk description Our Group insurance companies (wholly owned subsidiaries) provide insurance coverage to Shell subsidiaries and entities in which Shell has an interest. These subsidiaries and entities may also insure a portion of their risk exposures with third parties, but such external insurance would not provide any material coverage in the event of a large-scale safety or environmental incident. Accordingly, in the event of a material incident, we would have to meet our obligations without access to material proceeds from third-party insurers. We have incurred adverse impacts from events, such as Hurricane Ida in 2021. We may, in the future, incur significant losses from different types of hazard risks that are not insured with third-party insurers, potentially resulting in a material adverse effect on our earnings, cash flows and financial condition.
Further information: See “Corporate” on page 73.

Many of our major projects and operations are conducted in joint arrangements or with associates. This could reduce our degree of control and our ability to identify and manage risks.
Risk description When we are not the operator, we have less influence and control over the behaviour, performance and operating costs of joint arrangements or associates. Despite having less control, we could still be exposed to the risks associated with these operations, including reputational, litigation (where joint and several liability could apply) and government sanction risks. For example, our partners or members of a joint arrangement or an associate, (particularly local partners in developing countries), may be unable to meet their financial or other obligations to projects, threatening the viability of a given project. Where we are the operator of a joint arrangement, the other partner(s) could still be able to veto or block certain decisions, which could be to our overall detriment. Accordingly, where we have limited influence, we are exposed to operational risks that could have a material adverse effect on our earnings, cash flows and financial condition.
Further information: See "Governance" on page 191.


We are exposed to conduct risk in our trading operations.
Risk description Commodity trading is an important component of our Upstream, Integrated Gas, Renewables & Energy Solutions, Oil Products and Chemicals businesses. Our commodity trading entities are subject to many regulations including requirements for standards of conduct. The risk of ineffective controls, poor oversight of trading activities, and the risk that traders could deliberately operate outside compliance limits and controls, either individually or as a group, has occurred. This has resulted in losses in the past and may result in further losses in the future. This could have material adverse effects on our earnings, cash flows and financial condition.
Further information: See "Governance" on page 190 and Note 20 to the “Consolidated Financial Statements” on pages 245 to 250.


Violations of antitrust and competition laws carry fines and expose us and/or our employees to criminal sanctions and civil suits.
Risk description Antitrust and competition laws apply to Shell and its joint arrangements and associates in the vast majority of countries where we do business. Shell and its joint arrangements and associates have been fined for violations of antitrust and competition laws in the past. This includes a number of fines by the European Commission Directorate-General for Competition (DG COMP). Because of DG COMP’s fining guidelines, any future conviction of Shell or any of its joint arrangements or associates for violation of EU competition law could potentially result in significantly larger fines and have a material adverse effect on us. Violation of antitrust laws is a criminal offence in many countries, and individuals can be imprisoned or fined. In certain circumstances, directors may receive director disqualification orders. It is also now common for persons or corporations allegedly injured by antitrust violations to sue for damages. Any violation of these laws can harm our reputation and could have a material adverse effect on our earnings, cash flows and financial condition.
Further information: See "Governance" on page 190.

Violations of anti-bribery, tax-evasion and anti-money laundering laws carry fines and expose us and/or our employees to criminal sanctions and civil suits.
Risk description Anti-bribery, tax-evasion and anti-money laundering laws apply to Shell, its joint arrangements and associates in all countries where we do business. Shell and its joint arrangements and associates have in the past settled with the US Securities and Exchange Commission regarding violations of the US Foreign Corrupt Practices Act. Any violation of anti-bribery, tax-evasion or anti-money laundering laws, including potential violations associated with Shell Nigeria Exploration and Production Company Limited's investment in Nigerian oil block OPL 245 and the 2011 settlement of litigation pertaining to that block, could harm our reputation or have a material adverse effect on our earnings, cash flows and financial condition. Violations of such laws also could expose us and/or our employees to criminal sanctions, civil suits and other consequences, such as debarment and the revocation of licences.
Further information: See “Our people” on pages 246 to 251, "Governance" on page 190 and Note 26 to the “Consolidated Financial Statements” on pages 255 to 257.


Violations of data protection laws carry fines and expose us and/or our employees to criminal sanctions and civil suits.
Risk description Data protection laws apply to Shell and its joint arrangements and associates in the vast majority of countries where we do business. Since many countries in which we operate have data protection laws and regulations, Shell has adopted Binding Corporate Rules. This means we apply one consistent standard to data protection, across the Group and globally. The EU General Data Protection Regulation (GDPR) forms the basis of our Binding Corporate Rules. With data privacy legislation now in force in the USA, the risk of class actions is increased. Class actions after large-scale data breaches are increasingly common. Shell companies are increasingly processing large volumes of personal data as we continue to acquire small companies with relatively large amounts of customer data during the energy transition. The COVID-19 pandemic has increased the level of processing of sensitive personal data, for example to confirm the health or vaccination status of our employees and visitors. Some governments require immediate disclosure of information, including sensitive personal data. We must be able to update our guidance to employees quickly, so it includes the relevant points of country legislation on COVID-19. In some countries that are key to Shell’s business operations, such as China, relevant legislation continues to be amended or introduced. Shell must be able to adapt dynamically to such legislative changes and be capable of updating our internal programmes if necessary. Many countries require mandatory notification of data breaches in certain situations. In these circumstances we might be required to report to affected individuals and regulators in the relevant countries. Non-compliance with data protection laws could harm individuals and expose us to regulatory investigations. This could result in: fines, which could be up to 4% of global annual turnover if under GDPR; orders to stop processing certain data; harm to our reputation; and loss of the trust of existing and potential customers, stakeholders, governments, and employees. With regard to data breaches, we notified a number of data privacy regulators in 2021 of personal data breaches, and some investigations are still ongoing. To date, no material fines have been imposed, but no assurance can be provided that future breaches would have similar outcomes. In addition to imposing fines, regulators may also issue orders to stop processing personal data, which could disrupt operations. We could also be subject to litigation from persons or entities allegedly affected by data protection violations. Violation of data protection laws is a criminal offence in some countries, and individuals can be imprisoned or fined. Any violation of these laws or harm to our reputation could have a material adverse effect on our earnings, cash flows and financial condition.
Further information: See "Governance" on page 190.

Violations of trade compliance laws and regulations, including sanctions, carry fines and expose us and our employees to criminal proceedings and civil suits.
Risk description We use “trade compliance” as an umbrella term for various national and international laws designed to regulate the movement of items across national boundaries and restrict or prohibit trade and other dealings with certain parties. For example, the EU and the USA continue to impose comprehensive sanctions on countries and territories such as Syria, North Korea and Crimea, and continue to adopt targeted restrictions and prohibitions on certain transactions in countries such as Venezuela and Russia. The USA continues to have comprehensive sanctions against Iran and Cuba. The EU and some nations continue to maintain targeted sanctions against Iran. The EU and the USA introduced sectoral sanctions against Venezuela in 2017, which the USA expanded in 2018 and 2019. The US sanctions primarily target the government of Venezuela and the oil industry. In 2014, the EU and the USA imposed additional restrictions and controls directed at defined oil and gas activities in Russia. These remain in force. The USA introduced further restrictions regarding Russia in 2017, expanding them in 2018. In February 2022, countries around the world began imposing additional sanctions and export controls against Russia over its invasion of Ukraine including, regional trade bans, designations of entities (including Russian banks and state-owned entities) and individuals as Specially Designated Nationals and Blocked Parties (SDNs), and restrictions on access by Russia to financial systems. Export controls have also been introduced targeting Russian defence, aerospace, and maritime sectors. More sanctions and export controls are expected. A number of countries have also implemented new sanctions against Belarus for its role in the Russian invasion. Many other nations are also adopting trade compliance programmes similar to those administered by the EU and the USA. Since January 2021, the UK has maintained a legal framework for trade compliance that is separate and distinct from those of the EU and USA. Abiding by all the laws and regulations on trade compliance and sanctions can sometimes be complex and challenging because of factors such as: the expansion of sanctions; the frequent addition of prohibited parties; the number of markets in which we operate; the risk of differences in how jurisdictions apply sanctions; and the large number of transactions we process. Shell has voluntarily self-disclosed potential violations of sanctions in the past. The COVID-19 pandemic has increased trade compliance risks, because of factors such as growing state involvement in business dealings, the need to maintain and develop business opportunities and cross-border movement of goods and technologies, and the increasing likelihood that counterparties will change ownership as the economic crisis continues. Any violation of sanctions could lead to loss of import or export privileges and significant penalties on or prosecution of Shell or its employees. This could harm our reputation and have a material adverse effect on our earnings, cash flows and financial condition.
Further information: See "Governance" on page 190.


The Company’s Articles of Association determine the jurisdiction for shareholder disputes. This could limit shareholder remedies.
Risk description Our Articles of Association generally require that all disputes between our shareholders in such capacity and the Company or our subsidiaries (or our Directors or former Directors), or between the Company 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 to be determined invalid or unenforceable for any reason, the dispute could only be brought before the courts of England and Wales. Accordingly, the ability of shareholders to obtain monetary or other relief, including in respect of securities law claims, could be determined in accordance with these provisions.


		Thousand boe/d
	2021	2020	2019
Crude oil and natural gas liquids	1,685	1,752	1,823
Synthetic crude oil	54	51	52
Natural gas [B]	1,498	1,583	1,790
Total	3,237	3,386	3,665
Of which:
Integrated Gas	942	911	922
Upstream	2,240	2,424	2,691
Oil sands (part of Oil Products)	54	51	52


	$ million
	December 31, 2021	December 31, 2020
Equity attributable to Shell plc shareholders	171,966	155,310
Current debt	8,218	16,899
Non-current debt	80,868	91,115
Total debt [A]	89,086	108,014
Total capitalisation	261,052	263,324


			$ billion
	2021	2020	2019
Cash flow from operating activities excluding working capital movements
Integrated Gas	18.3	10.8	14.8
Upstream	22.6	9.8	19.9
Oil Products	12.0	7.0	10.7
Chemicals	3.3	1.8	1.7
Corporate	(0.7)	0.1	(0.3)
Total	55.5	29.5	47.0
(Increase)/decrease in inventories	(7.3)	4.5	(2.6)
(Increase)/decrease in current receivables	(20.6)	9.6	(0.9)
Increase/(decrease) in current payables	17.5	(9.5)	(1.2)
(Increase)/decrease in working capital	(10.4)	4.6	(4.8)
Cash flow from operating activities	45.1	34.1	42.2
Cash flow from investing activities	(4.8)	(13.3)	(15.8)
Cash flow from financing activities	(34.7)	(7.2)	(35.2)
Currency translation differences relating to cash and cash equivalents	(0.5)	0.2	0.1
Increase/(decrease) in cash and cash equivalents	5.1	13.8	(8.7)
Cash and cash equivalents at the beginning of the year	31.8	18.1	26.7
Cash and cash equivalents at the end of the year	37.0	31.8	18.1


					$ billion
	Less than 1 year	Between 1 and 3 years	Between 3 and 5 years	5 years and later	Total
Debt [A]	4.1	8.2	10.3	38.4	61.0
Leases	5.8	9.1	6.8	18.3	40.0
Purchase obligations [B]	28.8	29.2	21.9	64.1	144.0
Other long-term contractual liabilities [C]	0.4	0.7	0.2	1.1	2.4
Total	39.1	47.2	39.2	121.9	247.4


	A shares			B shares			A ADSs [B]
Purchase period	Number purchased for employee share plans	Number purchased for cancellation [C]	Weighted average price ($)[D]	Number purchased for employee share plans	Number purchased for cancellation [C]	Weighted average price ($)[D]	Number purchased for employee share plans	Weighted average price ($)[D]
January	—	—	—	—	—	—	1,525,265	37.23
February	—	—	—	—	—	—	—	—
March	—	—	—	—	—	—	34,140	40.17
April	—	—	—	—	—	—	—	—
May	—	—	—	—	—	—	—	—
June	156,668	—	20.61	91,523	—	19.70	23,603	40.74
July	—	—	—	—	1,474,422	19.95	—	—
August	—	—	—	—	25,134,113	19.81	—	—
September	—	—	—	—	23,807,741	20.27	32,670	41.01
October	—	—	—	—	25,200,000	23.82	—	—
November	960,000	—	20.93	120,000	17,217,286	22.6	233,300	41.88
December	7,185,000	—	22.03	911,200	33,393,418	21.75	975,299	43.66
Total 2021	8,301,668	—	21.88	1,122,723	126,226,980	21.59	2,824,277	39.94
January	—	—	—	—	31,678,192	24.43	1,106,045	46.31
Total 2022	—	—	—	—	31,678,192	24.43	1,106,045	46.31


			$/tonne
	2021	2020	2019
North East/South East Asia naphtha	229	362	302
Western Europe naphtha	597	513	528
US ethane	692	433	440


	Million tonnes
	2021	2020	2019
Australia	13.1	11.8	12.5
Brunei	1.4	1.6	1.6
Egypt	0.3	0.2	0.4
Nigeria	4.3	5.3	5.3
Oman	2.5	2.5	2.6
Peru	0.6	0.9	0.9
Qatar	2.4	2.4	2.5
Russia	2.8	3.1	3.0
Trinidad and Tobago	3.6	5.4	6.7
Other	—	0.2	0.2
Total	31.0	33.2	35.6


	In operation		In development
Location	100% capacity (MW)	Shell interest (MW)	100% capacity (MW)	Shell interest (MW)
Asia	398	123	1,488	1,064
Europe	923	337	929	756
North America	1,442	764	7,510	3,684
Australia			120	120


	Crude oil and natural gas liquids (million barrels)	Synthetic crude oil (million barrels)	Bitumen (million barrels)	Natural gas (thousand million scf)	Total (million boe)[A]
Shell subsidiaries
Increase/(decrease) in 2021:
Revisions and reclassifications	597	(90)	—	3,391	1,091
Improved recovery	30	—	—	9	31
Extensions and discoveries	175	—	—	1,477	430
Purchases and sales of minerals in place	(165)	—	—	(383)	(230)
Total before taking production into account	637	(90)	—	4,494	1,322
Production [B]	(578)	(21)	—	(2,831)	(1,088)
Total	59	(111)	—	1,663	234
At January 1, 2021	3,761	644	—	22,132	8,222
At December 31, 2021	3,820	533	—	23,795	8,456
Shell share of joint ventures and associates
Increase/(decrease) in 2021:
Revisions and reclassifications	46	—	—	577	146
Improved recovery	—	—	—	—	—
Extensions and discoveries	2	—	—	2	2
Purchases and sales of minerals in place	—	—	—	—	—
Total before taking production into account	48	—	—	579	148
Production [C]	(36)	—	—	(612)	(141)
Total	12	—	—	(33)	7
At January 1, 2021	216	—	—	3,982	902
At December 31, 2021	228	—	—	3,949	909
Total
Increase/(decrease) before taking production into account	685	(90)	—	5,073	1,470
Production	(614)	(21)	—	(3,443)	(1,229)
Increase/(decrease)	71	(111)	—	1,630	241
At January 1, 2021	3,977	644	—	26,114	9,124
At December 31, 2021	4,048	533	—	27,744	9,365
Reserves attributable to non-controlling interest in Shell subsidiaries at December 31, 2021	—	267	—	—	267