1. Opening
2. Discussion of the Report of the Executive Board on the 2005 financial year
3. Deliberations on and adoption of the financial statements for the 2005 financial year
4. Accounting of the reserves and dividend policy
5. Proposed distribution of dividend for the 2005 financial year
6. Corporate Governance
7. Endorsement of the conduct of the company’s affairs by the members of the Executive Board for the 2005 financial year
8. Endorsement of the supervision exercised by the members of the Supervisory Board for the 2005 financial year
9. Appointment and re-appointment of members of the Supervisory Board
10. Purchasing authorisation
11. Re-appointment of the external auditor for the 2006 financial year
12. Any other business
13. Close

An explanation of the agenda items 4, 5, 6, 9, 10 and 11 follows hereafter in the Shareholders’ Circular.

Items 2, 4, 6 and 12 are for discussion purposes. Items 3, 5, 7, 8, 9, 10 and 11 will be put to the vote.

Rotterdam, 6 April 2006.

Executive Board

For the record, the procedure for registration and representation at the forthcoming Annual General Meeting of Shareholders is given below.

Record Date
Admission to the Meeting is for holders of shares in Royal Vopak (and other holders of rights to attend the Meeting) on Thursday, 20 April 2006 (‘Record Date’), following the processing of all sales and purchases of shares until that date, whose names are recorded in one of the registers or subregisters mentioned below and who have expressed the wish to attend the Meeting, in accordance with the conditions set out below. The designated registers and subregisters are the records of the institutions affiliated to Nederlands Instituut voor Giraal Effectenverkeer B.V. and the shareholders’ register kept by Royal Vopak in Rotterdam. 

Holders of Bearer Shares
If you wish to attend the Meeting as the holder of bearer shares, you must notify ABN AMRO Bank N.V., Kemelstede 2, Breda, of this via the bank or agent where your shares are recorded, including confirmation of the number of shares registered in your name. The notification and confirmation must be received in writing by ABN AMRO Bank N.V. no later than the Record Date. Your shares are and will remain registered in your name until the Record Date. The blocking of your shares will be lifted on Friday, 21 April 2006. You will receive a certificate of deposit from ABN AMRO Bank N.V. that you should exchange for an admission card at the registration desk.

Holders of registered shares
If you wish to attend the Meeting as a holder of registered shares or of right of usufruct or pledge on shares, you should notify Royal Vopak of this in writing (Corporate Communication & Investor Relations, Westerlaan 10, 3016 CK Rotterdam) no later than the Record Date. You can obtain an admission card when you present yourself at the registration desk. 

Voting by proxy
If you wish to be represented at the Meeting, a legally valid power of attorney signed by you must be received by Royal Vopak (Corporate Communication & Investor Relations, Westerlaan 10, 3016 CK Rotterdam) no later than the Record Date, and your proxy has to submit the certificate of deposit (if applicable) and a copy of the power of attorney to the registration desk before the Meeting opens.