Shell PLC — Regulatory Filings 2013

Aug 12, 2013

8-A12B 1 d581686d8a12b.htm 8-A12B 8-A12B

Form 8-A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington D.C. 20549

FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES

Pursuant to Section 12(b) or (g) of the

Securities Exchange Act of 1934

ROYAL DUTCH SHELL PLC	SHELL INTERNATIONAL FINANCE B.V.
(Exact name of registrant as specified in its charter)	(Exact name of registrant as specified in its charter)

England and Wales	The Netherlands
(State of incorporation or organization)	(State of incorporation or organization)
N/A	N/A
(I.R.S. Employer Identification No.)	(I.R.S. Employer Identification No.)

Carel van Bylandtlaan 30

2596 HR The Hague

The Netherlands

(011 31 70) 377 9111

(Address of principal executive offices)

N/A

(Zip Code)

Securities to be registered pursuant to Section 12(b) of the Act:

Title of each class to be so registered	Name of each exchange on which each class is to be registered
1.900% Guaranteed Notes due 2018	New York Stock Exchange, Inc.
3.400% Guaranteed Notes due 2023	New York Stock Exchange, Inc.
4.550% Guaranteed Notes due 2043	New York Stock Exchange, Inc.

If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), please check the following box. x

If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), please check the following box. ¨

Securities Act registration statement file number to which this form relates: 333-177588, 333-177588-01

Securities to be registered pursuant to Section 12(g) of the Act:

None

(Title of Class)

Item 1. Description of Registrants’ Securities to be Registered.

The description of the securities to be registered is contained in the Prospectus Supplement dated August 7, 2013, and the Prospectus dated October 28, 2011, copies of which were electronically transmitted for filing with the Securities and Exchange Commission pursuant to Rule 424(b) on August 8, 2013, and each of which form a part of the Registrants’ Registration Statement on Form F-3 (Nos. 333-177588, 333-177588-01), and are incorporated herein by reference.

Item 2. Exhibits.

The following exhibits are filed herewith and are incorporated herein by reference:

99.1 — Form of Senior Debt Securities of Shell International Finance B.V. (incorporated by reference to the Registration Statement on Form F-3 of the Registrants (Registration Numbers 333-126726, 333-126726-01) filed on July 20, 2005).

99.2 — Form of Senior Indenture among the Registrants and Deutsche Bank Trust Company Americas, as trustee (incorporated by reference to the Registration Statement on Form F-3 of the Registrants (Registration Numbers 333-126726, 333-126726-01) filed on July 20, 2005).

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, each of the Registrants has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereto duly authorized.

Date: August 12, 2013

	Royal Dutch Shell plc (Registrant)
By:	/s/ Andrew Longden
	Name: Andrew Longden
	Title: Executive Vice President Treasury and Corporate Finance
	Shell International Finance B.V. (Registrant)
By:	/s/ Michael Ashworth
	Name: Michael Ashworth
	Title: Attorney-in-fact
By:	/s/ Ian Chisholm
	Name: Ian Chisholm
	Title: Attorney-in-fact