Royal Schiphol Group N.V. €4,000,000,000

PROSPECTUS DATED 11 May 2020 ROYAL SCHIPHOL GROUP N.V. (INCORPORATED WITH LIMITED LIABILITY IN THE NETHERLANDS UNDER THE NAME ROYAL SCHIPHOL GROUP N.V. WITH CORPORATE SEAT AT SCHIPHOL, MUNICIPALITY OF HAARLEMMERMEER, THE NETHERLANDS) AS AN ISSUER AND AS A GUARANTOR SCHIPHOL NEDERLAND B.V. (INCORPORATED WITH LIMITED LIABILITY IN THE NETHERLANDS UNDER THE NAME SCHIPHOL NEDERLAND B.V. WITH CORPORATE SEAT AT SCHIPHOL, MUNICIPALITY OF HAARLEMMERMEER, THE NETHERLANDS) AS AN ISSUER AND AS A GUARANTOR €4,000,000,000 EURO MEDIUM TERM NOTE PROGRAMME On May 20, 1999 Royal Schiphol Group N.V. (“RSG”) entered into a €500,000,000 Euro Medium Term Note Programme (as supplemented and amended, the “Programme”). On December 28, 2001 Schiphol Nederland B.V. (“Schiphol Nederland”) was substituted in place of RSG in respect of the outstanding Notes issued under the Programme and RSG became a guarantor in respect of such Notes. As from March 8, 2002, each of Schiphol Nederland and RSG (together the “Issuers” and each an “Issuer”) became an issuer under the Programme. This Prospectus supersedes the prospectus dated May 9, 2019. Any Notes (as defined below) issued under the Programme on or after the date of this Prospectus are issued subject to the provisions set out herein. This Prospectus does not affect any Notes already issued or any Notes issued after the date hereof and forming a single Series (as defined below) with Notes issued prior to the date hereof. Under the Programme, each of the Issuers may from time to time issue notes (the “Notes”) denominated in any currency agreed between the relevant Issuer and the relevant Dealer (as defined below). Each Issuer may further, at the time of issue, designate the Notes to be issued as “Green Bonds” in accordance with the Green Finance Framework of RSG as set out in the section entitled “Use of Proceeds” of this Prospectus. The payment of all amounts owing in respect of the Notes issued by RSG will be unconditionally and irrevocably guaranteed by Schiphol Nederland (in its capacity as guarantor, a “Guarantor”) and the payment of all amounts owing in respect of the Notes issued by Schiphol Nederland will be unconditionally and irrevocably guaranteed by RSG (in its capacity as guarantor, a “Guarantor”). The maximum aggregate nominal amount of all Notes from time to time outstanding under the Programme will not exceed €4,000,000,000 (or its equivalent in other currencies calculated as described herein), subject to increase as described herein. The Notes may be issued on a continuing basis to one or more of the Dealers specified under “Overview of the Programme” and any additional Dealer appointed under the Programme from time to time (each a “Dealer” and together the “Dealers”), which appointment may be for a specific issue or on an ongoing basis. References in this Prospectus to the “relevant Dealer” shall, in the case of an issue of Notes being (or intended to be) subscribed by more than one Dealer, be to all Dealers agreeing to subscribe for such Notes. An investment in Notes issued under the Programme involves certain risks. For a discussion of these risks see “Risk Factors”. This Base Prospectus has been approved by the Netherlands Authority for the Financial Markets (the “AFM”), as competent authority under Regulation (EU 2017/1129 (the “Prospectus Regulation”). The AFM only approves this Base Prospectus as meeting the standards of completeness, comprehensibility and consistency imposed by the Prospectus Regulation. Such approval should not be considered as an endorsement of the Issuers which are the subject of this Base Prospectus or of the quality of the securities that are the subject of this Base Prospectus. Investors should make their own assessment as to the suitability of investing in the Notes. Application has been made for the admission to listing on Euronext in Amsterdam (“Euronext Amsterdam”) for Notes issued under the Programme up to the expiry of 12 months from the date of this Prospectus. References in this Prospectus to Notes being “listed” (and all related references) shall mean that such Notes have been admitted to trading and have been listed on Euronext Amsterdam. Euronext Amsterdam is a regulated market for the purposes of Directive 2014/65/EU (the Markets in Financial Instruments Directive II, as amended “MiFID II”). Notice of the aggregate nominal amount of Notes, interest (if any) payable in respect of Notes, the issue price of Notes and certain other information which is applicable to each Tranche (as defined under “Terms and Conditions of the Notes”) of Notes will be set out in a final terms (the “Final Terms”) which, with respect to Notes to be listed on Euronext Amsterdam, will be delivered to Euronext Amsterdam on or before the date of issue of the Notes of such Tranche. In addition, the Programme provides that Notes may be listed or admitted to trading, as the case may be, on such other or further stock exchange(s) or market(s) as may be agreed between the relevant Issuer and the relevant Dealer, provided that, in case of a listing on a regulated market, a prospectus supplement or individual (drawdown or base) prospectus is published. Each Issuer may also issue unlisted Notes and/or Notes not admitted to trading on any market. In the case of any Notes which are to be admitted to trading on a regulated market within the European Economic Area (“EEA”) or in the United Kingdom (the “UK”) or offered to the public in a Member State of the EEA or in the UK in circumstances which require the publication of a prospectus under the Prospectus Regulation, the minimum denomination shall be €100,000 (or its equivalent in any other currency as at the date of issue of the relevant Notes). The Issuers have been rated A1 (negative outlook) by Moody’s Investors Service Ltd. (“Moody’s”) and A+ (negative credit watch) by S&P Global Ratings Europe Limited (“S&P”). The Programme has been rated (P)A1 (Senior Unsecured) by Moody’s and A+ by S&P. Moody’s is established in the UK and S&P is established in the European Union (the “EU”) and are both registered under Regulation (EC) No. 1060/2009 on credit rating agencies, as amended (the “CRA Regulation”). Further information relating to the registration of rating agencies under the CRA Regulation can be found on the website of the European Securities and Markets Authority. Notes issued under the Programme may be rated by either of the rating agencies referred to above or by any other rating agency as specified in the Final Terms or unrated. Where a Tranche of Notes is rated, such rating will be disclosed in the Final Terms and will not necessarily be the same as the rating assigned to the Programme by the relevant rating agency. Whether or not a rating in relation to any Notes will be treated as having been issued by a credit rating agency established in the EU or the UK and registered under the CRA Regulation will be disclosed in the Final Terms. A security rating is not a recommendation to buy, sell or hold securities and may be subject to suspension, reduction or withdrawal at any time by the assigning rating agency. A suspension, reduction or withdrawal of the rating assigned to any Tranche of Notes may adversely affect the market price of the Notes of such Tranche. Arranger ING Dealers ABN AMRO BNP PARIBAS ING J.P. MORGAN RABOBANK NATWEST MARKETS This Prospectus comprises a base prospectus for the purposes of Article 8 of the Prospectus Regulation. As used herein, the expression “Prospectus Regulation” means Regulation (EU) 2017/1129. Each of RSG and Schiphol Nederland accepts responsibility for the information contained in this Prospectus and to the best of their knowledge of each of RSG and Schiphol Nederland the information contained in this Prospectus is in accordance with the facts and does not omit anything likely to affect the import of such information. None of RSG, Schiphol Nederland or the Dealers make any representation as to the suitability of the Green Bonds to fulfil environmental and sustainability criteria required by prospective investors. The Dealers have not undertaken, nor are responsible for, any assessment of the eligibility criteria, any verification of whether the Eligible Projects (as defined below) meet the eligibility criteria, or the monitoring of the use of proceeds. MiFID II product governance / target market – The Final Terms in respect of any Notes may include a legend entitled “MiFID II Product Governance” which will outline the target market assessment in respect of the Notes and which channels for distribution of the Notes are appropriate. Any person subsequently offering, selling or recommending the Notes (a “distributor”) should take into consideration the target market assessment; however, a distributor subject to MiFID II is responsible for undertaking its own target market assessment in respect of the Notes (by either adopting or refining the target market assessment) and determining appropriate distribution channels. A determination will be made in relation to each issue about whether, for the purpose of the MiFID Product Governance rules under EU Delegated Directive 2017/593 (the “MiFID Product Governance Rules”), any Dealer subscribing for any Notes is a manufacturer in respect of such Notes, but otherwise neither the Arranger nor the Dealers nor any of their respective affiliates will be a manufacturer for the purpose of the MiFID Product Governance Rules. IMPORTANT – EEA AND UK RETAIL INVESTORS – If the Final Terms in respect of any Notes includes a legend entitled “Prohibition of Sales to EEA and UK Retail Investors”, the Notes are not intended to be offered, sold or otherwise made available to any retail investor in the EEA or in the UK.

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