Shell PLC — Capital/Financing Update 2014

May 2, 2014

SUPPLEMENT DATED 1 May 2014

SHELL INTERNATIONAL FINANCE B.V.

(incorporated with limited liability in The Netherlands and having its statutory domicile in The Hague)

as Issuer

ROYAL DUTCH SHELL PLC

(incorporated with limited liability in England)

as Issuer and Guarantor

U.S.\$25,000,000,000 DEBT SECURITIES PROGRAMME

This Supplement (the Supplement) to the Information Memorandum dated 15 August 2013 (the Information Memorandum), which comprises a base prospectus, constitutes a supplementary prospectus for the purposes of Section 87G of the Financial Services and Markets Act 2000 and is prepared in connection with the U.S.\$25,000,000,000 Debt Securities Programme established by Shell International Finance B.V. (Shell Finance) and Royal Dutch Shell plc (RDS). Terms defined in the Information Memorandum have the same meaning when used in this Supplement.

This Supplement is supplemental to, and should be read in conjunction with, the Information Memorandum and any other supplements to the Information Memorandum issued by Shell Finance and RDS.

Each of Shell Finance and RDS (each an Obligor and, together, the Obligors) accepts responsibility for the information contained in this Supplement. To the best of the knowledge of the Obligors (having taken all reasonable care to ensure that such is the case), the information contained in this Supplement is in accordance with the facts and does not omit anything likely to affect the import of such information.

Purpose of the Supplement

The purpose of this Supplement is to: (a) incorporate by reference Shell Finance's Annual Report for the year ended 31 December 2013; (b) incorporate by reference RDS's unaudited consolidated interim financial statements for the three month period ended 31 March 2014; and (c) update the "Significant or Material Change" statement of the Obligors.

Documents Incorporated by Reference

On 14 April 2014, Shell Finance published its Annual Report for the year ended 31 December 2013. A copy of Shell Finance's Annual Report has been filed with the Financial Conduct Authority and, by virtue of this Supplement, Shell Finance's Annual Report is incorporated in, and forms part of, the Information Memorandum including the following pages in particular:

Balance Sheet Page 7

Profit and Loss Account Page 8

Cash Flow Statement	Page 9
Accounting Principles and Notes	Pages 10 to 25

RDS has published its unaudited consolidated interim financial report as at and for the three month period ended 31 March 2014. A copy of the interim financial report has been filed with the Financial Conduct Authority and, by virtue of this Supplement, the interim financial report is incorporated in, and forms part of, the Information Memorandum, including the following pages in particular:

Consolidated Statement of Income Page 10 Consolidated Statement of Comprehensive Income Page 11 Consolidated Balance Sheet Page 12 Consolidated Statement of Changes in Equity Page 13 Consolidated Statement of Cash Flows Page 14 Notes to the Interim Financial Statements Pages 15 to 18

Copies of all documents incorporated by reference in the Information Memorandum can be obtained from the Obligors and the Paying Agent as described on page 89 of the Information Memorandum. Copies of all documents incorporated by reference in the Information Memorandum are available on the National Storage Mechanism, www.Hemscott.com/nsm.do.

If documents which are incorporated by reference themselves incorporate any information or other documents therein, either expressly or implicitly, such information or other documents will not form part of this Supplement for the purposes of the Prospectus Directive (Directive 2003/71/EC (which includes the amendments made by Directive 2010/73/EU to the extent that such amendments have been implemented in a relevant Member State of the European Economic Area)) except where such information or other documents are specifically incorporated by reference or attached to this Supplement.

Any non-incorporated parts of a document referred to in this Supplement are either deemed not relevant for an investor or are otherwise covered elsewhere in the Information Memorandum.

General Information

There has been no material adverse change in the prospects of Royal Dutch Shell or Royal Dutch Shell and its subsidiaries taken as a whole since 31 December 2013 and there has been no material adverse change in the prospects of Shell Finance since 31 December 2013. There has been no significant change in the financial or trading position of Royal Dutch Shell or Royal Dutch Shell and its subsidiaries taken as a whole since 31 March 2014. On 24 March 2014, Shell Finance issued €1,000,000,000 1.625 per cent. Guaranteed Notes due 24 March 2021 and €1,000,000,000 2.500 per cent. Guaranteed Notes due 24 March 2026 under the U.S.\$25,000,000,000 Debt Securities Programme. Except as disclosed in this Supplement, there has been no significant change in the financial or trading position of Shell Finance since 31 December 2013. To the extent that there is any inconsistency between (a) any statement in this Supplement or any statement incorporated by reference in the Information Memorandum by this Supplement and (b) any other statement in, or incorporated by reference in, the Information Memorandum, the statements in (a) above will prevail.

Save as disclosed in this Supplement and any other supplements to the Information Memorandum issued by Shell Finance and RDS, there has been no other significant new factor, material mistake or inaccuracy relating to information included in the Information Memorandum since the publication of the Information Memorandum.