0001309014-12-000682.txt : 20121101 0001309014-12-000682.hdr.sgml : 20121101 20121101072602 ACCESSION NUMBER: 0001309014-12-000682 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20121101 FILED AS OF DATE: 20121101 DATE AS OF CHANGE: 20121101 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Royal Dutch Shell plc CENTRAL INDEX KEY: 0001306965 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 000000000 STATE OF INCORPORATION: X0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32575 FILM NUMBER: 121172091 BUSINESS ADDRESS: STREET 1: CAREL VAN BYLANDTLAAN 30 CITY: THE HAGUE STATE: P7 ZIP: 2596 HR BUSINESS PHONE: 31-70-377-9111 MAIL ADDRESS: STREET 1: CAREL VAN BYLANDTLAAN 30 CITY: THE HAGUE STATE: P7 ZIP: 2596 HR FORMER COMPANY: FORMER CONFORMED NAME: Forthdeal LTD DATE OF NAME CHANGE: 20041026 6-K 1 htm_7151.htm LIVE FILING Royal Dutch Shell plc - Form 6-K
 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of November, 2012

Commission File Number: 1-32575

Royal Dutch Shell plc
———————————————————————————————————
(Translation of registrant’s name into English)
 
30, Carel van Bylandtlaan, 2596 HR The Hague
The Netherlands
———————————————————————————————————
(Address of principal executive office)
 
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:  [x] Form 20-F    [ ] Form 40-F
 
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  [ ]
 
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  [ ]
 
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:  [ ] Yes    [x] No
 
If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):    n/a 
 

ROYAL DUTCH SHELL PLC THIRD QUARTER 2012 INTERIM DIVIDEND

The Board of Royal Dutch Shell plc (“RDS”) today announced an interim dividend
in respect of the third quarter of 2012 of US$0.43 per A ordinary share (“A
Share”) and B ordinary share (“B Share”), an increase of US$ 0.01 on the
equivalent US dollar dividend for the same quarter last year.

RDS provides eligible shareholders with a choice to receive dividends in cash or
in shares via a Scrip Dividend Programme (“the Programme”).  For further details
please see below.

Details relating to the third quarter 2012 interim dividend
It is expected that cash dividends on the B Shares will be paid via the Dividend
Access Mechanism from UK-sourced income of the Shell Group.

Per ordinary share	Q3 2012

RDS A Shares (US$)
	0.43
RDS B Shares (US$)
	0.43

Cash dividends on A Shares will be paid, by default, in euro, although holders
of A Shares will be able to elect to receive dividends in pounds sterling.
Cash dividends on B Shares will be paid, by default, in pounds sterling,
although holders of B Shares will be able to elect to receive dividends in euro.

The pounds sterling and euro equivalent dividend payments will be announced on
December 7, 2012.

Per ADS	Q3 2012
RDS A ADSs (US$)	0.86
RDS B ADSs (US$)	0.86

Cash dividends  on American Depository Shares (“ADSs”) will be paid, by default,
in US dollars.
ADS stands for an American Depositary Share. ADR stands for an American
Depositary Receipt. An  ADR is a certificate that evidences ADSs.  ADSs are
listed on the NYSE under the symbols RDS.A and RDS.B.  Each ADS represents two
ordinary shares, two A Shares in the case of RDS.A or two B Shares in the case
of RDS.B.  In many cases the terms ADR and ADS are used interchangeably.


Scrip Dividend Programme
RDS provides shareholders with a choice to receive dividends in cash or in
shares via a Scrip Dividend Programme.
Under the Programme shareholders can increase their shareholding in RDS by
choosing to receive new shares instead of cash dividends, if  approved by the
Board.  Only new A Shares will be issued under the Programme, including to
shareholders who currently hold B Shares.
Joining the Programme may offer a tax advantage in some countries compared with
receiving cash dividends. In particular, dividends paid out as shares will not
be subject to Dutch dividend withholding tax (currently 15 per cent) and will
not generally be taxed on receipt by a UK shareholder or a Dutch corporate
shareholder.
Shareholders who elect to join the Programme will increase the number of shares
held in RDS without having to buy existing shares in the market, thereby
avoiding associated dealing costs.
Shareholders who do not join the Programme will continue to receive in cash any
dividends  approved by the Board.
Shareholders who held only B Shares and joined the Scrip Dividend Programme are
reminded they will need to make a Scrip Dividend Election in respect of their
new A Shares if they wish to join the Programme in respect of such new shares.
However, this is only necessary if the shareholder has not previously made a
Scrip Dividend Election in respect of any new A Shares issued.
For further information on the Programme, including how to join if you are
eligible, please refer to the appropriate publication available on
www.shell.com/scrip.

Dividend timetable for the third quarter 2012 interim dividend

Announcement date						November 1, 	2012

Ex-dividend date						November 14,	2012

Record date							November 16, 	2012

Scrip reference share price announcement date	 	November 21, 	2012

Closing of scrip election and currency election	*		November 30,	2012

Pounds sterling and euro equivalents announcement date	December 7,	2012

Payment date							December 20, 	2012

* 	A different scrip election date may apply to registered and non registered
ADS holders.
Registered ADS holders can contact The Bank of New York Mellon for the election
deadline that applies. Non registered ADS holders can contact their broker,
financial intermediary, bank or financial institution for the election deadline
that applies.

Both a different scrip and currency election date may apply to shareholders
holding shares in a securities account with a bank or financial institution
ultimately holding through Euroclear Nederland.  Please contact your broker,
financial intermediary, bank or financial institution where you hold your
securities account for the election deadline that applies.


Taxation cash dividends
Cash dividends on A Shares will be subject to the deduction of Netherlands
dividend withholding tax at the rate of 15%, which may be reduced in certain
circumstances. Provided certain conditions are met, shareholders in receipt of A
Share cash dividends may also be entitled to a non-payable dividend tax credit
in the United Kingdom.
Shareholders resident in the United Kingdom, receiving cash dividends on B
Shares through the Dividend Access Mechanism, are entitled to a tax credit. This
tax credit is not repayable. Non-residents may also be entitled to a tax credit,
if double tax arrangements between the United Kingdom and their country of
residence so provide, or if they are eligible for relief given to non-residents
with certain special connections with the United Kingdom or to nationals of
states in the European Economic Area.
The amount of tax credit is 10/90ths of the cash dividend, the tax credit
referable to the third quarter 2012 interim dividend of US$0.43 is US$0.05 per
ordinary share and the dividend and tax credit together amount to US$0.48. The
pounds sterling and euro equivalents will be announced on December 7, 2012.


Royal Dutch Shell plc
The Hague, November 1, 2012

Contacts:
Investor Relations: 	Europe: 	+ 31 (0)70 377 4540; 	USA: +1 713 241 1042
Media: 				+44 207 934 5550


CAUTIONARY NOTE:

The companies in which Royal Dutch Shell plc directly and indirectly owns
investments are separate entities. In this release “Shell”, “Shell group” and
“Royal Dutch Shell” are sometimes used for convenience where references are made
to Royal Dutch Shell plc and its subsidiaries in general. Likewise, the words
“we”, “us” and “our” are also used to refer to subsidiaries in general or to
those who work for them. These expressions are also used where no useful purpose
is served by identifying the particular company or companies. ‘‘Subsidiaries’’,
“Shell subsidiaries” and “Shell companies” as used in this release refer to
companies in which Royal Dutch Shell either directly or indirectly has control,
by having either a majority of the voting rights or the right to exercise a
controlling influence. The companies in which Shell has significant influence
but not control are referred to as “associated companies” or “associates” and
companies in which Shell has joint control are referred to as “jointly
controlled entities”. In this release, associates and jointly controlled
entities are also referred to as “equity-accounted investments”. The term “Shell
interest” is used for convenience to indicate the direct and/or indirect (for
example, through our 23% shareholding in Woodside Petroleum Ltd.) ownership
interest held by Shell in a venture, partnership or company, after exclusion of
all third-party interest.

This release contains forward-looking statements concerning the financial
condition, results of operations and businesses of Royal Dutch Shell. All
statements other than statements of historical fact are, or may be deemed to be,
forward-looking statements. Forward-looking statements are statements of future
expectations that are based on management’s current expectations and assumptions
and involve known and unknown risks and uncertainties that could cause actual
results, performance or events to differ materially from those expressed or
implied in these statements. Forward-looking statements include, among other
things, statements concerning the potential exposure of Royal Dutch Shell to
market risks and statements expressing management’s expectations, beliefs,
estimates, forecasts, projections and assumptions. These forward-looking
statements are identified by their use of terms and phrases such as
‘‘anticipate’’, ‘‘believe’’, ‘‘could’’, ‘‘estimate’’, ‘‘expect’’, ‘‘intend’’,
‘‘may’’, ‘‘plan’’, ‘‘objectives’’, ‘‘outlook’’, ‘‘probably’’, ‘‘project’’,
‘‘will’’, ‘‘seek’’, ‘‘target’’, ‘‘risks’’, ‘‘goals’’, ‘‘should’’ and similar
terms and phrases. There are a number of factors that could affect the future
operations of Royal Dutch Shell and could cause those results to differ
materially from those expressed in the forward-looking statements included in
this release, including (without limitation): (a) price fluctuations in crude
oil and natural gas; (b) changes in demand for Shell’s products; (c) currency
fluctuations; (d) drilling and production results; (e) reserves estimates; (f)
loss of market share and industry competition; (g) environmental and physical
risks; (h) risks associated with the identification of suitable potential
acquisition properties and targets, and successful negotiation and completion of
such transactions; (i) the risk of doing business in developing countries and
countries subject to international sanctions; (j) legislative, fiscal and
regulatory developments including potential litigation and regulatory measures
as a result of climate changes; (k) economic and financial market conditions in
various countries and regions; (l) political risks, including the risks of
expropriation and renegotiation of the terms of contracts with governmental
entities, delays or advancements in the approval of projects and delays in the
reimbursement for shared costs; and (m) changes in trading conditions. All
forward-looking statements contained in this release are expressly qualified in
their entirety by the cautionary statements contained or referred to in this
section. Readers should not place undue reliance on forward-looking statements.
Additional factors that may affect future results are contained in Royal Dutch
Shell’s 20-F for the year ended 31 December, 2011 (available at
www.shell.com/investor and www.sec.gov ). These factors also should be
considered by the reader.  Each forward-looking statement speaks only as of the
date of this release, 1 November 2012. Neither Royal Dutch Shell nor any of its
subsidiaries undertake any obligation to publicly update or revise any
forward-looking statement as a result of new information, future events or other
information. In light of these risks, results could differ materially from those
stated, implied or inferred from the forward-looking statements contained in
this release. There can be no assurance that dividend payments will match or
exceed those set out in this release in the future, or that they will be made at
all.

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This Report on Form 6-K is incorporated by reference into:

a) the Registration Statement on Form F-3 of Royal Dutch Shell plc and Shell
International Finance B.V. (Registration Numbers 333-177588 and 333-177588-01);
and

b) the Registration Statements on Forms S-8 of Royal Dutch Shell plc
(Registration Numbers 333-126715, 333-141397 and 333-171206).


SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
    Royal Dutch Shell plc
     
Date: 1 November 2012 By: /s/ M.C.M. Brandjes

  Name:  M.C.M. Brandjes
  Title: Company Secretary