Shell PLC — Capital/Financing Update 2014

Mar 24, 2014

FINAL TERMS

Final Terms dated 20 March 2014

Shell International Finance B.V., with corporate seat in The Hague

Guaranteed by

Royal Dutch Shell plc

Issue of £1,000,000,000 2,500 per cent. Guaranteed Notes due 2026 under a U.S.\$25,000,000,000 Debt Securities Programme (the Programme)

PART A - CONTRACTUAL TERMS

Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set forth in the Information Memorandum dated 15 August 2013 and the supplement to it dated 13 March 2014 which together constitute a base prospectus for the purposes of the Prospectus Directive (the Information Memorandum). This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with the Information Memorandum. Full information on the Issuer, the Guarantor and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Information Memorandum. The Information Memorandum has been published on the London Stock Exchange website at http://www.londonstockexchange.com/exchange/news/market-news/market-news-home.html.

Principal Operational Information

1.	(a)	Issuer:	Shell International Finance B.V.
	(b)	Guarantor:	Royal Dutch Shell
2.	(a)	Series Number:	13
	(b)	Tranche Number:	1
	$\rm(c)$	Date on which the Notes will be consolidated and form a single Series:	Not Applicable
3.		Specified Currency or Currencies:	Euro $(\epsilon)$
4.	Aggregate Nominal Amount:
		(a) Series:	e1,000,000,000
	(b)	Tranche:	E1,000,000,000
5.		Issue Date:	24 March 2014
6.		Maturity Date:	24 March 2026
7.		Form of Notes:	Temporary Global Note exchangeable for Permanent Global Note and further exchangeable into Definitive Notes at the request of the Issuer and only in the limited circumstances set out therein
8.		New Global Note:	Yes
9.		Specified Denomination(s):	$E100,000$ and integral multiples of $E1,000$ in excess thereof up to and including £199,000. No Notes in definitive form will be issued with a denomination above €199,000
		10. Calculation Amount:	C1,000
		11. Interest/Payment Basis:	Fixed Rate (further particulars specified below)
		12. Talons for future Coupons to be attached to Definitive	No

Notes (and dates on which such Talons mature):

Issue of Notes

99.550 per cent. of the Aggregate Nominal Amount 13. Issue Price: Issue Date 14. Interest Commencement Date: Provisions Relating to Interest (if any) Payable Not Applicable 15. Effective yield: Applicable 16. Fixed Rate Note Provisions 2.500 per cent. per annum (a) Fixed Rate of Interest: 24 March in each year up to and including the Maturity (b) Fixed Interest Date(s): Date €25.00 per Calculation Amount (c) Fixed Amount: Not Applicable Initial Broken Amount: $(d)$ Not Applicable $(e)$ Final Broken Amount: Actual/Actual (ICMA) Fixed Day Count Fraction: $(f)$ For the purposes of the definition of 'Actual/Actual-ICMA' in Condition 3, the Determination Date shall be 24 March in each year Not Applicable 17. Floating Rate Note Provisions Not Applicable 18. Zero Coupon Notes Provisions Relating to Redemption Not Applicable 19. Issuer call option: Put Option Not Applicable 20. Noteholders' put option: Final Redemption Amount €1,000 per Calculation Amount 21. Final Redemption Amount: Early Redemption Amount 22. Early Redemption Amount payable on redemption for e1,000 per Calculation Amount taxation reasons or on an Event of Default: Provisions Regarding Payments 23. Definition of "Payment Day" if different to that set Not Applicable out in Condition 5(c): General Provisions Applicable to the Notes Not Applicable 24. Additional Financial Centre(s): Not Applicable 25. Renminbi Currency Event:

Signed on behalf of Royal Dutch Shell plc

$By:$ ..

(Duly authorised)

Signed on behalf of Shell International Finance B.V.
By: ....................................

(Duly authorised)

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PART B - OTHER INFORMATION

Listing

• 1. Listing and admission to trading:
• 1. Estimate of total expenses related to admission to trading:

Ratings

1. Ratings:

Application has been made by the Issuer (or on its behalf) for the Notes to be admitted to trading on the London Stock Exchange's regulated market and for the Official List of the UK Listing Authority with effect from the Issue Date,

£3,650.00

The Notes to be issued are expected to be rated:

Standard & Poor's Credit Market Services Europe Limited: AA (Stable)

Moody's Investors Service Ltd: Aa1 (Stable).

Interests of Natural and Legal Persons Involved in the Issue

1. Save for any fees payable to the Managers, so far as the Issuer is aware, no person involved in the issue of the Notes has an interest material to the offer.

Yield (Fixed Rate Notes only)

1. Indication of yield:

The yield on the Notes is 2.544 per cent. calculated on an annual basis.

The vield is calculated at the Issue Date on the basis of the Issue Price. It is not an indication of future yield.

Operational Information

1. (a) ISIN Code:

2. (b) Common Code:

3. (c) Any clearing system(s) other than Euroclear Bank SA/NV and Clearstream Banking, relevant société anonyme and the identification number(s):
4. (d) Delivery:
5. (e) Names and addresses of additional Paying Agent(s) (if any):
6. Intended to be held in a manner which would $(f)$ allow Eurosystem eligibility:
7. (g) Trustee:

(h) Agent:

(i) Paying Agent:

XS1048529041

104852904

Not Applicable

Delivery against payment

Not Applicable

Yes. Note that the designation "yes" simply means that the Notes are intended upon issue to be deposited with one of the ICSDs as common safekeeper and does not necessarily mean that the Notes will be recognised as eligible collateral for Eurosystem monetary policy and intra-day credit operations by the Eurosystem either upon issue or at any or all times during their life. Such recognition will depend upon the ECB being satisfied that the Eurosystem eligibility criteria have been met.

Citicorp Trustee Company Limited

• Citibank, N.A., London Branch, Citigroup Centre, Canada Square, Canary Wharf, London E14 5LB
• Banque Internationale à Luxembourg S.A., 69 route d'Esch, L-2953 Luxembourg

Distribution

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(a)	Method of distribution:	Syndicated
(b)	If syndicated, names of Managers:	BNP Paribas
		Deutsche Bank AG, London Branch
		HSBC Bank plc
(c)	If non-syndicated, name of Dealer:	Not Applicable
(d)	Applicable TEFRA rules:	D Rules
(e)	Certificate of Non-U.S. Beneficial Ownership:	Yes

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