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2015 Shell Annual Report and Form 20-F

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ANNUAL REPORT Royal Dutch Shell plc Annual Report and Form 20-F for the year ended December 31, 2015 01 106 CONTENTS INTRODUCTION FINANCIAL STATEMENTS 01 Form 20-F AND SUPPLEMENTS 02 Cross reference to Form 20-F 106 Consolidated Financial Statements 04 Terms and abbreviations 153 Supplementary information – oil and 05 About this Report gas (unaudited) 173 Parent Company Financial Statements 06 185 Royal Dutch Shell Dividend Access Trust STRATEGIC REPORT Financial Statements 06 Chairman’s message 07 Chief Executive Officer’s review 190 08 Risk factors ADDITIONAL 13 Business overview INFORMATION 15 Strategy and outlook 190 Shareholder information 16 Market overview 197 Section 13(r) of the US Securities 18 Summary of results Exchange Act of 1934 disclosure 20 Performance indicators 198 Non-GAAP measures reconciliations 22 Selected financial data and other definitions 23 Upstream 200 Exhibits 41 Downstream 48 Corporate 49 Liquidity and capital resources Cover images 53 Environment and society 60 Our people The cover shows some of the ways that Shell helps to meet the world’s diverse energy needs – from supplying gas for cooking, heating, 62 and generating electricity for GOVERNANCE homes and businesses, to liquefied natural gas (LNG) to fuel trucks 62 The Board of Royal Dutch Shell plc and ships. Pearl, the world’s largest 65 Senior Management gas-to-liquids (GTL) plant, makes 66 Directors’ Report lubricants, fuels and products for 69 Corporate governance plastics. Prelude, the world’s largest floating LNG facility, will produce 83 Audit Committee Report LNG off the coast of Australia. 86 Directors’ Remuneration Report Designed by Conran Design Group carbon neutral natureOffice.com | NL-215-168617 Typeset by RR Donnelley print production Printed by Tuijtel under ISO 14001 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 20-F ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2015 Commission file number 001-32575 Royal Dutch Shell plc (Exact name of registrant as specified in its charter) England and Wales (Jurisdiction of incorporation or organisation) Carel van Bylandtlaan 30, 2596 HR, The Hague, The Netherlands Tel. no: 011 31 70 377 9111 [email protected] (Address of principal executive offices) Securities registered pursuant to Section 12(b) of the Act Title of Each Class Name of Each Exchange on Which Registered American Depositary Shares representing two A ordinary shares New York Stock Exchange of the issuer with a nominal value of €0.07 each American Depositary Shares representing two B ordinary shares New York Stock Exchange of the issuer with a nominal value of €0.07 each Floating Rate Guaranteed Notes due 2016 New York Stock Exchange 0.9% Guaranteed Notes due 2016 New York Stock Exchange 1.125% Guaranteed Notes due 2017 New York Stock Exchange 5.2% Guaranteed Notes due 2017 New York Stock Exchange Floating Rate Guaranteed Notes due 2017 New York Stock Exchange 1.25% Guaranteed Notes due 2017 New York Stock Exchange 1.9% Guaranteed Notes due 2018 New York Stock Exchange 2.0% Guaranteed Notes due 2018 New York Stock Exchange Floating Rate Guaranteed Notes due 2018 New York Stock Exchange 1.625% Guaranteed Notes due 2018 New York Stock Exchange 4.3% Guaranteed Notes due 2019 New York Stock Exchange 4.375% Guaranteed Notes due 2020 New York Stock Exchange 2.125% Guaranteed Notes due 2020 New York Stock Exchange 2.25% Guaranteed Notes due 2020 New York Stock Exchange Floating Rate Guaranteed Notes due 2020 New York Stock Exchange 2.375% Guaranteed Notes due 2022 New York Stock Exchange 2.25% Guaranteed Notes due 2023 New York Stock Exchange 3.4% Guaranteed Notes due 2023 New York Stock Exchange 3.25% Guaranteed Notes due 2025 New York Stock Exchange 4.125% Guaranteed Notes due 2035 New York Stock Exchange 6.375% Guaranteed Notes due 2038 New York Stock Exchange 5.5% Guaranteed Notes due 2040 New York Stock Exchange 3.625% Guaranteed Notes due 2042 New York Stock Exchange 4.55% Guaranteed Notes due 2043 New York Stock Exchange 4.375% Guaranteed Notes due 2045 New York Stock Exchange Securities registered pursuant to Section 12(g) of the Act: none Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: none Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report. Outstanding as of December 31, 2015: 3,965,989,512 A ordinary shares with a nominal value of €0.07 each. 2,431,531,014 B ordinary shares with a nominal value of €0.07 each. Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Í Yes ‘ No If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. ‘ Yes Í No Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Í Yes ‘ No Indicate by check mark whether the registrant has submitted electronicallyandpostedonitscorporatewebsite,ifany,every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Í Yes ‘ No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one): Large accelerated filer Í Accelerated filer ‘ Non-accelerated filer ‘ Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing: U.S. GAAP ‘ International Financial Reporting Standards as issued by the International Accounting Standards Board. Í Other ‘ If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow. Item 17 ‘ Item 18 ‘ If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ‘ Yes Í No Copies of notices and communications from the Securities and Exchange Commission should be sent to: Royal Dutch Shell plc Carel van Bylandtlaan 30 2596 HR, The Hague, The Netherlands Attn: Michiel Brandjes 02 INTRODUCTION CROSS REFERENCE TO FORM 20-F SHELL ANNUAL REPORT AND FORM 20-F 2015 CROSS REFERENCE TO FORM 20-F 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. Selected financial data 22, 192 B. Capitalisation and indebtedness 50, 52 C. Reasons for the offer and use of proceeds N/A D. Risk factors 8-12 Item 4. Information on the Company A. History and development of the company 13, 15, 18, 23-32, 41-44, 52, 190, 198 B. Business overview 8-19, 23-48, 53-59, 153-161, 169-170, 197 C. Organisational structure 13, E2-E18 D. Property, plant and equipment 8-10, 15, 18-19, 23-47, 53-59, 153-170 Item 4A. Unresolved Staff Comments N/A Item 5. Operating and Financial Review and Prospects A. Operating results 8-11, 18-48, 142-147 B. Liquidity and capital resources 15, 18-19, 23-24, 32, 41-42, 49-52, 124-125, 133-136, 142-147, 178 C. Research and development, patents and licences, etc. 14 D. Trend information 8-10, 15-21, 23-26, 41-44 E. Off-balance sheet arrangements 52 F. Tabular disclosure of contractual obligations 52 G. Safe harbour 52 Item 6. Directors, Senior Management and Employees A. Directors and senior management 62-65, 70-73 B. Compensation 88-97 C. Board practices 62-64, 69-75, 83-85, 88, 97, 104 D. Employees 60, 151 E. Share ownership 60-61, 88-105, 147-148, 190 Item 7. Major Shareholders and Related Party Transactions A. Major shareholders 190-191 B. Related party transactions 67, 122, 132, 151-152, 180-181, 189 C. Interests of experts and counsel N/A Item 8. Financial Information A. Consolidated Statements and Other Financial Information 49-52, 106-152, 171-189 B. Significant changes 14, 67-68, 152 Item 9. The Offer and Listing A. Offer and listing details 193 B. Plan of distribution N/A C. Markets 190 D. Selling shareholders N/A E. Dilution N/A F. Expenses of the issue N/A Item 10. Additional Information A. Share capital 50, 60-61, 68, 93-95, 118, 147-148, 175, 178-180, 187, 190 B. Memorandum and articles of association 75-82 C. Material contracts N/A D. Exchange controls 195 E. Taxation 195-196 F. Dividends and paying agents 66, 77-79, 190, 194, back cover G. Statement by experts N/A H. Documents on display 5 I. Subsidiary information N/A Item 11. Quantitative and Qualitative Disclosures About Market Risk 50, 132, 142-147, 178 Item 12. Description of Securities Other than Equity Securities 190, 194-195 INTRODUCTION 03 SHELL ANNUAL REPORT AND FORM 20-F 2015 CROSS REFERENCE TO FORM 20-F Part II Pages Item 13.
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