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Annual General Meeting of Shareholders 2018

The Annual General Meeting of Shareholders (AGM) took place on Wednesday 9 May 2018 at DSM’s head office in Heerlen, the Netherlands.

The shareholders or shareholder representatives attending the meeting represented 65.96% of the issued share capital entitled to vote. Number of votes per share is one.

Summary of the resolutions passed

Summary of the resolutions passed at the AGM and the outcome of the voting (percentages are rounded to two decimal places).

Agenda item 2
The Managing Board explained the Annual Report for 2017.

Agenda item 3
The implementation of the New Dutch Corporate Governance Code was discussed.

Agenda item 4
The implementation in 2017 of the remuneration policy for the Managing Board was discussed.
        
Agenda item 5
The Financial Statements for 2017 were adopted.

  For Against Abstain Total
Votes 143,828,964 447,177 31,499 144,307,640
% 99.69 0.31   100.00

Agenda item 6a
The reserve policy and dividend policy were explained.

Agenda item 6b
The dividend per ordinary share to be paid for 2017 being €1.85 was adopted.

  For Against Abstain Total
Votes 144,254,326 23,001 31,400 144,308,727
% 99.98 0.02   100.00

Agenda item 7a
The members of the Managing Board were released from liability in respect of their managerial activities.

  For Against Abstain Total
Votes 142,045,494 1,347,083 916,155 144,308,732
% 99.06 0.94   100.00

Agenda item 7b
The members of the Supervisory Board were released from liability in respect of their supervisory role.

  For Against Abstain Total
Votes 142,047,419 1,347,183 916,802 144,311,404
% 99.06 0.94   100.00

Agenda item 8
Geraldine Matchett was reappointed as member of the Managing Board.

  For Against Abstain Total
Votes 144,277,839 2,829 31,400 144,312,068
% 100.00 0.00   100.00

Agenda item 9
Rob Routs was reappointed as member of the Supervisory Board.

  For Against Abstain Total
Votes 121,995,304 21,985,937 331,017 144,312,258
% 84.73 15.27   100.00

Agenda item 10
The external auditor was reappointed.

  For Against Abstain Total
Votes 144,162,848 116,132 31,865 144,310,845
% 99.92 0.08   100.00

Agenda item 11a
The period during which the Managing Board is authorized to issue ordinary shares was extended.

  For Against Abstain Total
Votes 126,332,521 17,944,526 31,515 144,308,562
% 87.56 12.44   100.00

Agenda item 11b
The period during which the Managing Board is authorized to limit or exclude the preferential right when issuing ordinary shares was extended.

  For Against Abstain Total
Votes 110,160,728 34,118,663 31,404 144,310,795
% 76.35 23.65   100.00

Agenda item 12
Authorization was granted to the Managing Board to have the company repurchase own shares.

  For Against Abstain Total
Votes 143,384,540 886,343 39,912 144,310,795
% 99.39 0.61   100.00

Agenda item 13
The meeting resolved to reduce the issued capital by cancellation of own shares up to a maximum of the number that is or will be bought by the company.

  For Against Abstain Total
Votes 144,216,774 62,210 31,400 144,310,384
% 99.96 0.04   100.00

Agenda item 14
The amendment of the Articles of Association was adopted.

  For Against Abstain Total
Votes 144,275,392 946 35,162 144,311,500
% 100.00 0.00   100.00