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35 SHELL IN SOUTH AFRICA Copyright of Shell South Africa Refining (Pty) Limited 1

36 Cautionary Note The companies in which Royal Dutch Shell plc directly and indirectly owns investments are separate entities. In this presentation 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. The term Shell interest is used for convenience to indicate the direct and/or indirect (for example, through our 24% shareholding in Woodside Petroleum Ltd.) ownership interest held by Shell in a venture, partnership or company, after exclusion of all third-party interest. This presentation 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 presentation, including (without limitation): (a) price fluctuations in crude oil and natural gas; (b) changes in demand for the Shell s products; (c) currency fluctuations; (d) drilling and production results; (e) reserve 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 presentation 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, 2012 (available at and ). These factors also should be considered by the reader. Each forward-looking statement speaks only as of the date of this presentation, 21/05/2015. 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 presentation. The United States Securities and Exchange Commission (SEC) permits oil and gas companies, in their filings with the SEC, to disclose only proved reserves that a company has demonstrated by actual production or conclusive formation tests to be economically and legally producible under existing economic and operating conditions. We use certain terms in this presentation, such as resources and oil in place, that SEC's guidelines strictly prohibit us from including in filings with the SEC. U.S. Investors are urged to consider closely the disclosure in our Form 20-F, File No , available on the SEC website You can also obtain these forms from the SEC by calling SEC

37 OUR GLOBAL BUSINESS 3

38 About Shell Recognised for technical innovation and megaproject delivery Employs 87,000 people in more than 70 countries Committed to social and environmental sustainability Producing the equivalent of 2,300 barrels of oil every minute Partners in innovation with Ferrari F1 team Active in alternative energies such as biofuels and wind One of the world s bestknown brands Selling transport fuel to some 10 million customers a day 4

39 Company profile We are active in more than 70 countries Worldwide, we employ 87,000 full-time employees Our fuel retail network has around 44,000 service stations Each day we produce 3.3 million barrels of oil equivalent In 2012, we generated earnings* of $27 billion We had $29.8 billion on net capital investment We spent $1.3 billion on R&D Royal Dutch Shell plc is a UK company, with its headquarters in The Netherlands We are listed on the stock exchanges of Amsterdam, London and New York * on a current cost of supplies basis attributable to Royal Dutch Shell plc shareholders Source: 2012 Annual Report and Form 20-F 5

40 Our Business Upstream refers to the ways we find and extract crude oil, natural gas and bitumen Downstream refers to the ways we transform them into finished products Exploring for oil and gas Producing oil and gas Extracting bitumen Mining oil sands Refining oil into fuels and lubricants Producing petrochemicals Developing fields Supply and distribution Shipping and trading Converting gas to liquid products (GTL) Shipping and trading Producing biofuels Liquefying gas by cooling (LNG) Generating wind power B2B sales Regasifying LNG Retail sales B2B sales GAS for cooking, heating, electrical power Retail sales FUELS AND LUBRICANTS for transport CHEMICAL PRODUCTS for plastics, coatings, detergents 6

41 Our Strategy Our strategy seeks to reinforce our position as a leader in the oil and gas industry, while helping to meet global energy demand in a responsible way. We aim to create competitive returns for shareholders. Safety and environmental and social responsibility are at the heart of our activities. We aim to leverage our diverse and global business portfolio and customerfocused businesses built around the strength of the Shell brand. 7

42 Strategic themes Going forward we are using a clear set of strategic themes to drive our choices about investment, people and innovation: - our upstream and downstream engines, mature businesses that generate much of our cash flow; - our growth priorities: integrated gas, deep water and resources plays, such as shale oil and gas; - our future opportunities for the longer term, including the Arctic, Iraq, Kazakhstan, Nigeria, and heavy oil. 8

43 Health, Safety, Security and Environment We have a comprehensive set of business principles and rigorous standards covering HSSE & SP. We work to ensure our facilities are well designed, safely operated and properly inspected and maintained. In the event of a spill, we follow strict emergency response procedures. Our Commitment & Policy on HSSE & SP includes our aims to do no harm to people, to protect the environment and to contribute to local communities. 9

44 Our People and Culture Employee values Honesty, Integrity and Respect for People We also believe in the fundamental importance of trust, openness, teamwork, professionalism and pride in what we do. Diversity and Inclusivity We support efforts to increase the number of women and local nationalities and also focus on supporting disability, sexual orientation and generations. 10

45 OUR BUSINESS IN SOUTH AFRICA 11

46 Shell in South Africa Shell has been in South Africa for 110 years and we employ over 900 people on a full-time basis. Shell is the second largest fuel retailer in the South African market with approximately 676 retail sites across the country. We operate a Durban-based JV refinery Sapref, 50/50 percent ownership by Shell and BP. The refinery manufactures a variety of petroleum products including petrol, diesel, paraffin, aviation fuel, liquid petroleum gas, base oil, solvents and marine fuel oil. 12

47 Shell in South Africa Shell operates ten depots across the country Shell is market leader in South Africa s lubricants and bitumen sector Shell Aviation has a presence at all four major airports across the country Shell is establishing a new upstream business in South Africa We have applied for shale gas exploration rights in the Karoo area; and we have been granted exploration rights in the Orange Basin area situated off the Northwest Coast of South Africa 13

48 Key Locations Johannesburg: Head office is in Bryanston Cape Town: A secondary office, and location for one of Shell s six global business service centres Durban: Home to the SAPREF Refinery and lubricants oil blending plant Blendcor Alberton Depot: Located in Gauteng, this site is the largest inland depot in the country

49 Downstream in South Africa A number of businesses make up our downstream operations. Collectively, they turn crude oil into a range of refined products that are moved and marketed around the country for domestic, industrial and transport use. These businesses include: Manufacturing Trading and Supply Retail Aviation Marine Bitumen Commercial Fuels and Lubricants diesel, petrol, paraffin, heavy furnace fuel 15

50 Upstream in South Africa At Shell, we believe South Africa has untapped oil and gas potential that will play an increasingly important role in meeting the energy challenge in the future With any great opportunity comes great responsibility. Our global experience with exploration and production of oil and gas means that we are qualified to do the job right to explore for oil and gas in South Africa, in a safe and careful way In February 2013 we completed a seismic survey of the Orange Basin, which is off-shore exploration in deep water more than 250km from the west coast of South Africa. In December 2010 Shell submitted three separate applications to explore for shale gas in the Karoo region. Each application covered approximately 30,000 sq km incorporating land in the Western Cape, Eastern Cape and Northern Cape provinces. We await government s decision on when the licences will be awarded. 16

51 Shale gas exploration in the Karoo Exploraton Phase Shell investment estimated at US$ 200mln+ Exploration 6-24 wells, after Environmental Social Health Impact Assessment (ESHIA) Jobs supported tend to include trucking, steel fabrication, aggregates, heavy equipment manufacturing, retailers, hotels and restaurants Development Scenario Investment levels would increase to multiple billions of US$ Development of a local service industry would result in significant amount of jobs (multiple1000s) 17

52 Shale gas transformation and sustainability Local economic benefits: Fair compensation for landowners: rent, loss of crops, etc... Job opportunities for local communities Access roads, infrastructure Potentially early connection to gas grid Training and development People Supplier Development Enterprise Development Corporate Social Investment

53 Transformation In 2010 Shell became the first international oil company operating in South Africa to achieve Level 3 B-BBEE status. In October 2012, we were awarded Level 2 B-BBEE contributor status. Shell s B-BBEE partner in its marketing and refining businesses is Thebe Investment Corporation This relationship goes back to 1998 Thebe is one of the oldest and leading B-BBEE companies in the country In 2011 Shell South Africa Marketing sold a further three percent of its shares to Thebe, which now owns 28 percent of this business. 19

54 Sustainable Social Investment Corporate Social Investment Locally we focus our activities on education, environmental sustainability and community development We also include activities against Shell s three global CSI themes: Road safety Enterprise development Access to energy Integrated Energy Centres Plans are progressing to open our first IEC in Limpopo HR and Talent Management Focus on personal development and career progression 20

55 FINANCIAL ABILITIES

56 15. List all applicable: (a) legislation; (b) operating and technical standards; and (c) codes and specifications (including those relating to safety) to be used in the activities for which this application is made, for example: (i) South African National Standards (SANS) (ii) the American Society of Mechanical Engineers (ASME) Standards; (iii) American Petroleum Institute (API) Standards; and The latest revisions of the following standards and regulations, as imposed by South African Bureau of Standards (SABS) or SANS and National Legislation, apply in the development and operation of above and underground fuel storage facilities, but not limited to : i. Occupational Health and Safety Act, 1993 (Act 85 of 1993) ii. Major Hazardous Installation Regulations as contained in the OSHACT iii. National Environmental Management: Waste Act, 2008 (Act No. 59 of 2008) iv. Environmental Impact Assessment Regulations 2010 v. Trade Metrology Act, 1973 (Act 77 of 1973) vi. Water Act, 1998 (Act 36 of 1998) vii. Shell HSSE & SP Control Framework and associated standards. viii. Shell Global Design Standards ix. Shell Commercial Asset Management Policy x. SANS National Building Regulations xi. SANS 1200 SET Standardised Specification for Civil Engineering Construction xii. SANS The Petroleum Industry Part 1 : Storage and distribution of petroleum products in above-ground bulk installations. xiii. SANS The petroleum industry Part 2 : Electrical and other installations in the distribution and marketing sector

57 xiv. SANS The Installation of Underground Storage Tanks, Pumps/Dispensers and Pipe work at Service Stations and Consumer Installations xv. SANS 1020 The Electrical Components of Free-standing Poweroperated Dispensing Devices for Flammable Liquids (The electrical specification published under separate cover) xvi. SANS The Classification of Hazardous Locations and the Selection of Apparatus for use in such Locations xvii. SANS The Installation, Inspection and Maintenance of Equipment used in Explosive Atmospheres. xviii. SANS 1535 Glass-reinforced Polyester Coated Steel Tanks for Underground storage of Hydrocarbons and Oxygenated solvents and intended for burial Horizontally xix. SANS Above-ground storage tanks for petroleum products (< 200m3) xx. SANS Identification colour markings xxi. SANS Symbolic safety signs

58 Mpho Riba From: Sent: To: Subject: Attachments: 25 April :53 PM Mpho Riba FW: F3/247/1-2/ FW: Adequacy Reports PEH51A T.PDF Hi Mpho Kindly see below information requested Shareholder information for the Joint Industry 2 x 250 mm Tanker Discharge Pipelines Shell 40% Engen 20% Chevron 20% Total SA 20% Dom Pedro Jetty Loading Facility # 3 Details of proposed pipeline: Diameter: 250 mm Length: 844 meters Route Map: See attached Transnet drawing; PEH 51 A 6511 Receipt & deliver points: Pipeline leads to the Oil Industry Tank Farm supplying Shell Sites 1 & 2, Engen Site, Chevron Site & Total SA Site. The pipeline is not bidirectional; it is mainly used for product discharge from Oil Tankers at the Tanker Discharge Berth to replenish Oil Industry bulk storage tanks with various hydrocarbons. Note: No pipeline flow diagrams available. Dom Pedro Jetty Loading Facility # 4 Details of proposed pipeline: Diameter: 250 mm Length: 844 meters Route Map: See attached Transnet drawing; PEH 51 A 6511 Receipt & deliver points: Pipeline leads to the Oil Industry Tank Farm supplying Shell Sites 1 & 2, Engen Site, Chevron Site & Total SA Site. The pipeline is not bidirectional; it is mainly used for product discharge from Oil Tankers at the Tanker Discharge Berth to replenish Oil Industry bulk storage tanks with various hydrocarbons. Note: No pipeline flow diagrams available. And Shell does not have a loading facility tariff and no the all companies do not charge each other for utilising the loading arms Thanks Busi From: Khan, Mohamed M SSA-STO/181 Sent: 25 April :47 PM To: Monegi, Busisiwe P SSA-STO/181 Cc: Mkonto, Luvo SSA-STO/181; Njomane, Linda SSA-STO/831 Subject: FW: F3/247/1-2/ FW: Adequacy Reports 1

59 Hi Monegi Herewith info as requested: Shareholder information for the Joint Industry 2 x 250 mm Tanker Discharge Pipelines Shell 40% Engen 20% Chevron 20% Total SA 20% Dom Pedro Jetty Loading Facility # 3 Details of proposed pipeline: Diameter: 250 mm Length: 844 meters Route Map: See attached Transnet drawing; PEH 51 A 6511 Receipt & deliver points: Pipeline leads to the Oil Industry Tank Farm supplying Shell Sites 1 & 2, Engen Site, Chevron Site & Total SA Site. The pipeline is not bidirectional; it is mainly used for product discharge from Oil Tankers at the Tanker Discharge Berth to replenish Oil Industry bulk storage tanks with various hydrocarbons. Note: No pipeline flow diagrams available. Dom Pedro Jetty Loading Facility # 4 Details of proposed pipeline: Diameter: 250 mm Length: 844 meters Route Map: See attached Transnet drawing; PEH 51 A 6511 Receipt & deliver points: Pipeline leads to the Oil Industry Tank Farm supplying Shell Sites 1 & 2, Engen Site, Chevron Site & Total SA Site. The pipeline is not bidirectional; it is mainly used for product discharge from Oil Tankers at the Tanker Discharge Berth to replenish Oil Industry bulk storage tanks with various hydrocarbons. Note: No pipeline flow diagrams available. *** Action for you Mo: Forward Terminal Operator Licence Regards Mike From: Agherdien, Suad SSA-STP/961 Sent: Friday, April 22, :08 AM To: Monegi, Busisiwe P SSA-STO/181 Cc: Khan, Mohamed M SSA-STO/181; Njomane, Linda SSA-STO/831 Subject: RE: F3/247/1-2/ FW: Adequacy Reports Hello Busi, As discussed. Shell does not have a loading facility tariff and no the all companies do not charge each other for utilising the loading arms. Regards Suad From: Monegi, Busisiwe P SSA-STO/181 Sent: 20 April :43 AM 2

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