SHEL 20-F DEF-14A Report Dec. 31, 2023 | Alphaminr
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SHEL 20-F Report ended Dec. 31, 2023

Balance Sheet
Cash Flow
Income Statement
Name: Shell plc CIK: 1306965 Filing Type: 20-F/A Report Date: 2023-12-31 Download URL: https://www.sec.gov/Archives/edgar/data/1306965/000130696525000025/shel-20231231.htm
TABLE OF CONTENTS
Part IItem 1. Identity Of Directors, Senior Management and Advisersn/aItem 2. Offer Statistics and Expected Timetablen/aItem 3. Key InformationItem 4. Information on The CompanyItem 4A. Unresolved Staff Commentsn/aItem 5. Operating and Financial Review and ProspectsItem 6. Directors, Senior Management and EmployeesItem 7. Major Shareholders and Related Party TransactionsItem 8. Financial InformationItem 9. The Offer and ListingItem 10. Additional InformationItem 11. Quantitative and Qualitative Disclosures About Market Risk32, 228-230, 259, 276-282Item 12. Description Of Securities Other Than Equity SecuritiesPart IIItem 13. Defaults, Dividend Arrearages and Delinquenciesn/aItem 14. Material Modifications To The Rights Of Security Holders and Use Of Proceedsn/aItem 15. Controls and Procedures202, 216Item 16. [reserved]Item 16A. Audit Committee Financial Expert164Item 16B. Code Of Ethics204Item 16C. Principal Accountant Fees and Services173Item 16D. Exemptions From The Listing Standards For Audit Committees204-205Item 16E. Purchases Of Equity Securities By The Issuer and Affiliated Purchasers34-35, 202Item 16F. Change in Registrant's Certifying Accountantn/aItem 16G. Corporate Governance204-212Item 16H. Mine Safety Disclosuren/aItem 16I. Disclosure Regarding Foreign Jurisdictions That Prevent Inspectionsn/aItem 16J. Insider Trading Policiesn/aItem 16K. Cybersecurity22, 79Part IIIItem 17. Financial Statementsn/aItem 18. Financial Statements213-290Item 19. Exhibits335

Exhibits

1.1 Memorandum of Association of Royal Dutch Shell plc, together with a special resolution of Royal Dutch Shell plc dated May 18, 2010, (incorporated by reference to Exhibit 4.12 to the Registration Statement on Form F-3 (File No. 333-177588) of Royal Dutch Shell plc filed with the US Securities and Exchange Commission on October 28, 2011). 1.2 Articles of Association of Shell plc, dated May 23, 2023 (incorporated by reference to Exhibit 4.2 to the Registration Statement on Form S-8 (No. 001-272192) of Shell plc filed with the SEC on May 25, 2023). 2.1 Amended and Restated Dividend Access Trust Deed, dated March 12, 2020 between Royal Dutch Shell plc, BG Group Limited, Computershare Trustees (Jersey) Limited and the Shell Transport and Trading Company Limited (incorporated by reference to Exhibit 2.1 to the Annual Report for the fiscal year ended December 31, 2020, on Form 20-F (File No. 001-32575) of Royal Dutch Shell plc filed with the US Securities and Exchange Commission on March 11, 2021). 2.3 Second Amended and Restated Deposit Agreement among Shell plc, JPMorgan Chase Bank, N.A., as depositary, and Holders and Beneficial Owners of American Depositary Receipts, dated as of January 31, 2022 (incorporated by reference to Exhibit 2.3 to the Annual Report for the fiscal year ended December 31, 2021, on Form 20-F (File No. 001-32575) of Shell plc filed with the US Securities and Exchange Commission on March 10, 2022). 2.4 Amendment No. 1, dated as of October 13, 2023, to Second Amended and Restated Deposit Agreement among Shell plc, JPMorgan Chase Bank, N.A., as depositary, and Holders and Beneficial Owners of American Depositary Receipts (incorporated by reference to Exhibit 4.18 to the Registration Statement on Form F-3 (File No. 333-276068) of Shell plc filed with the US Securities and Exchange Commission on December 15, 2023). 2.6 Description of the Registrant's Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934. 2.7 Senior Indenture, among Shell International Finance B.V., Shell plc (f/k/a Royal Dutch Shell plc) and Deutsche Bank Trust Company Americas dated as of June 27, 2006 (incorporated by reference to Exhibit 4.3 to the Registration Statement on Form F-3 (No. 333-222005), of Shell plc filed with the U.S. Securities and Exchange Commission on December 12, 2017). 4.1 Shell Provident Fund Regulations and Trust Agreement, as amended to reflect all amendments through September 25, 2020 (incorporated by reference to Exhibit 4.1 to the Annual Report for fiscal year ended December 31, 2021, on Form 20-F (File No. 001-32575) of Shell plc filed with the US Securities and Exchange Commission on March 10, 2022). 4.2 Form of Director Indemnity Agreement 4.3 Form of contract of employment for Executive Directors 4.4 Form of Letter of appointment for Non-executive Directors 4.5 Amendment to form of letter of appointment for Non-executive Directors 4.6 Rules of the Global Employee Share Purchase Plan, amended on January 29, 2022(incorporated by reference to Exhibit 4.6 to the Annual Report for the fiscal year ended December 31, 2021, on Form 20-F (File No. 001-32575) of Shell plc filed with the US Securities and Exchange Commission on March 10, 2022). 4.7 Rules of the Shell Share Plan2023. 4.8 Free Share Schedule (incorporated by reference to Exhibit 4.8 to the Annual Report for fiscal year ended December 31, 2021, on Form 20-F (File No. 001-32575) of Shell plc filed with the US Securities and Exchange Commission on March 10, 2022). 8.1 Significant Shell subsidiaries at December 31, 2023. 12.1 Section 302CertificationofShell plc. 12.2 Section 302 Certification of Shell plc. 13.1 Section 906 Certification of Shell plc. 17.1 Subsidiary Guarantorsand Issuers of Guaranteed Securities 97.1 Malus andclawbackpolicy for Executive Directors and other Executive Committee members. 99.1 Consent of Ernst Young LLP, London, United Kingdom.