According to Article 32 of the Royal DSM N.V. Articles of Association and with the approval of the Supervisory Board, every year the Managing Board determines the portion of the net profit to be appropriated to the reserves. For the year 2008 the net profit is €577 million and the amount to be appropriated to the reserves has been established at €373 million. From the subsequent balance of the net profit (€204 million), dividend is first distributed on the cumulative preference shares B. At the end of 2008 no cumprefs B were in issue. Subsequently, a 4.348% dividend is distributed on the cumulative preference shares A, based on a share price of €5.29 per cumulative preference share A. For 2008 this distribution amounts to €0.23 per share, which is €10 million in total. An interim dividend of €0.08 per cumulative preference share A having been paid in August 2008, the final dividend will then amount to €0.15 per cumulative preference share A.

The profits remaining after distribution of these dividends (€194 million) will be put at the disposal of the Annual General Meeting of Shareholders in accordance with the provisions of Article 32, section 6 of the Articles of Association.

In view of the above, the proposed dividend on ordinary shares outstanding for the year 2008 would amount to €1.20 per share. An interim dividend of €0.40 per ordinary share having been paid in August 2008, the final dividend would then amount to €0.80 per ordinary share.

If the Annual General Meeting of Shareholders makes a decision in accordance with the proposal, the net profit will be appropriated as follows: