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Summary of the resolutions passed at the Annual General Meeting of Shareholders 2009

  The Annual General Meeting of Shareholders (AGM) took place on Wednesday 25 March 2009 at DSM’s head office in Heerlen, the Netherlands.

210 shareholders or shareholder representatives attended the meeting. Circa 48.0% of the voting capital was present or represented.

Summary of the resolutions passed at the AGM and the outcome of the votings (percentages have been rounded).

Agenda item 2
The Managing Board elucidated the Annual Report for 2008.

Agenda item 3
The Financial Statements for 2008 were adopted.

  For Against Abstain Total
Votes 4,757,037,500 175,960,850 18,391,950 4,951,390,300
% 96.4 3.6   100.00

Agenda item 4a
The reserve policy and dividend policy was elucidated.

Agenda item 4b
The dividend per ordinary share to be paid for 2008 being €1.20 was declared.

  For Against Abstain Total
Votes 4,950,957,300 434,850 113,950 4,951,506,100
% 100.0 0.0   100.00

Agenda item 5a
The members of the Managing Board were released from liability in respect of their managerial activities; the release relates to the data revealed by the annual accounts and/or otherwise communicated to the General Meeting before the annual accounts were approved.

  For Against Abstain Total
Votes 4,918,959,350 24,330,150 7,773,350 4,951,062,850
% 99.5 0.5   100.00

Agenda item 5b
The members of the Supervisory Board were released from liability in respect of their supervisory role; the release relates to the data revealed by the annual accounts and/or otherwise communicated to the General Meeting before the annual accounts were approved.

  For Against Abstain Total
Votes 4,918,442,550 24,362,400 7,788,400 4,950,593,350
% 99.5 0.5   100.00

Agenda item 6a
Mr Pierre Hochuli was re-appointed as member of the Supervisory Board.

  For Against Abstain Total
Votes 4,948,311,100 2,965,050 192,850 4,951,469,000
% 99.9 0.1   100.00

Agenda item 6b
Mr Claudio Sonder was appointed as member of the Supervisory Board.

  For Against Abstain Total
Votes 4,947,101,200 4,342,300 191,850 4,951,635,350
% 99.9 0.1   100.00

Agenda item 7
Withdrawn.

Agenda item 8a
The period during which the Managing Board is authorized to issue ordinary shares was extended.

  For Against Abstain Total
Votes 4,916,425,900 35,025,200 83,300 4,951,534,400
% 99.3 0.7   100.00

Agenda item 8b
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 4,850,551,000 95,125,250 5,818,550 4,951,494,800
% 98.1 1.9   100.00

Agenda item 9
Authorization was granted to the Managing Board to have the company repurchase own shares.

  For Against Abstain Total
Votes 4,942,470,550 9,033,250 29,350 4,951,533,150
% 99.8
0.2   100.00

Agenda item 10
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 (the number of shares to be cancelled shall be determined by the Managing Board) and
- by cancellation of all cumulative preference shares C.

  For Against Abstain Total
Votes 4,950,817,800 423,300 126,450 4,951,367,550
% 100.0 0.0   100.00

Agenda item 11
The meeting resolved to amend the Articles of Association.

  For Against Abstain Total
Votes 4,947,404,150 2,566,700 267,800 4,950,238,650
% 100.0 0.0   100.00

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