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Arcadis is committed to the principles of good governance: integrity, transparency, accountability and proper supervision. It has complied with the Dutch Corporate Governance Code since it was first introduced in 2003. Currently we deviate from one provision. Compliance with the principles and best practices of this Code - including an explanation of deviations, was fully discussed in the General Meeting of Shareholders in May 2004 and accepted by the shareholders. Since that date, no material changes have been made to the corporate governance structure.

In December 2008, the Dutch Corporate Governance Code Monitoring Committee (the “Frijns Committee”) presented an update of the Dutch Corporate Governance Code, which became effective by decree on 10 December 2009 (the “Code”). In the Annual Report 2009, an overview was given of the actions taken to comply with the Code, as updated. At the Annual Meeting of Shareholders that was held on 12 May 2010, the compliance of Arcadis with the Code was on the agenda for discussion and shareholders concurred with the way compliance with the Code was being handled. Any future material changes in the Company’s corporate governance structure and its compliance with the Code will be submitted to shareholders for their consideration.

An overview of the corporate governance structure of Arcadis and an explanation of its deviation from the principles and best practices of the Code is provided on the page 'Compliance with Dutch Corporate Governance Code.' In addition, various paragraphs indicate how Arcadis is applying the Code relating to specific topics.

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