The Selection and Remuneration Committee of the ARCADIS NV Supervisory Board prepared this remuneration report. For more information on the membership of this committee and activities performed in 2007, please refer to the Report by the Supervisory Board.

Remuneration Executive Board
The Supervisory Board determines compensation for members of the Executive Board based on recommendations by the Selection and Remuneration Committee, and within the boundaries of the remuneration policy as accepted by the General Meeting of Shareholders. In the General Meeting of Shareholders on May 7, 2008, the following remuneration policy for the Executive Board was accepted.

Remuneration policy
The policy continues to aim at providing a compensation package to attract, motivate and retain qualified management. In addition, there has to be a direct correlation between remuneration and value creation for all of those involved, whereby the policy supports short-term operational achievements, as well as the long-term goals of the Company.The starting points for the remuneration package are:

• A total compensation package generally commensurate with the average remuneration packages of a selected labor market reference group.
• Variable remuneration is an important component of the total package. Performance criteria are aimed at increasing shareholder value in the short and long term; a direct correlation exists between creating value and remuneration.
• When evaluating individual remuneration packages for Executive Board members, due consideration is given to the differing responsibilities of the various positions.
• In the case of a foreign board member, the remuneration package is also commensurate with the package offered in the member's native country.

On the instructions of the Supervisory Board, the ARCADIS Selection and Remuneration Committee has re-evaluated the remuneration policy for the Executive Board, the principle being that this policy need not, by definition, be radically overhauled, but should be brought into line with what is customary in the market. An external advisor performed a benchmark analysis in this regard, considering remuneration at comparable Dutch and other European companies. This new labour market reference group consists of the following companies: USG People (NL), Heijmans (NL), Draka (NL), Fugro (NL), Boskalis (NL), Grontmij (NL), Ordina (NL), Atkins (UK), Pöyry (Fin), WSP (UK), RPS (UK), Sweco (S) and White Young Green (UK).

Fixed annual salary
To reach a level consistent with the current average salary of the reference group, the General Meeting of Shareholders decided in May 2008 that the fixed annual salary will be increased with 10% in two increments (on July 1, 2008 and on July 1, 2009).

Short-term variable remuneration: bonus
The bonus can vary from 0% to 60% of the fixed annual salary, with 40% (the target bonus) indicating that goals were met. Financial goals determine 75% of the bonus; non-financial goals, the remaining 25%. The goals are annually preset by the Supervisory Board.

Targets for 2007 and performance against these targets were as follows:
– Net income from operations per share (EPS) excluding currency impacts; weight: 45%.
The EPS target was based on the 2007 budget. With actual EPS growth (excluding currency impact) at 28%, the maximum of 30% of base salary was achieved for this target.
– Return on capital invested (ROCI), weight: 30%. The target is in principle 15% but is annually reviewed based on the budget. With actual ROCI of 20.1%, the maximum of 20% of base salary was achieved for this target.
– Non-financial targets are tuned to the specific responsibilities of individual Executive Board members. Based on performance, the bonus varied from 7% to 10% of base salary.
This resulted in bonuses varying between 57% and 60% of annual base salary.

Long-term variable remuneration
In the interests of long-term value creation, it is important that the members of the Executive Board qualify for long-term variable remuneration in the form of performance-related (rights to acquire) ARCADIS shares. These (rights to acquire) shares are conditionally granted. The definitive number of shares that vest after 3 years depends on achieving the pre-set goals set by our Supervisory Board which includes: Total Shareholder Return (TSR), accounted for a period of 3 years. The following modifications were agreed upon by the annual General Meeting of Shareholders in May 2008:

- Change of the Peer Group
Each year, a 3 year cycle starts, whereby the achievements of ARCADIS are measured at the end of the period against a peer group of companies. As per the new 3 year period that starts in 2008, a new peer group has been agreed upon, which consists of the following 11 companies, including ARCADIS: Grontmij (NL), Pöyry (FIN), Sweco (S), Atkins (UK), WSP (UK), Tetra Tech (US), White Young Green (UK), AECOM (US), Jacobs Engineering (US), and URS (US). The position of ARCADIS within the peer group eventually determines whether the (conditional) options and shares granted earlier become unconditional according to the following table:

Position against peer group	Number of conditional options and shares that become unconditional
1st	150%
4th	100%
7th	50%
Below 7th	0%
Between 1st and 7th	Determined by interpolation

- Change of the number of conditional options and shares
During the annual General Meeting of Shareholders in May 2008 it was decided upon to set the number of conditional shares and options to be granted annually to the Executive Board at 18,000 shares and 36,000 options for the Chairman and 10,800 shares and 21,600 options for the other members of the Board (numbers after the share split of 15 May 2008). These numbers are eligible for three years (2008, 2009 and 2010) and could rise to 150% in the event of achieving the first position within the peer group.
These long-term incentives should have an expected value of 50% of base salary of the Chairman and 40% of base salary of the other members of the Board. This calculation is made on the basis of the value of ARCADIS' common shares in the first quarter of each year.

The average TSR is being measured during the three-year period, as this gives a stable picture, independent from incidents like public offers or take-over rumors, which could have a substantial influence on the (relative) TSR performance criterion.

In the event of a take-over of ARCADIS, the treatment of the shares and options granted to the Executive Board will be determined by the Supervisory Board, based upon the advice of the ARCADIS Selection and Remuneration Committee who will determine the price of the ARCADIS share. In determining the price of the ARCADIS share, the price level of ARCADIS shares in the period preceding the publication of such a public offer and other relevant information will be taken into account. This means that vested options can be exercised against the share price as defined by the Supervisory Board; and conditional options and shares vest accelerated in accordance with the current policy as defined in the ARCADIS 2005 Long Term Incentive Plan, which means that they will vest proportionally, but the number of options and shares will be prorated, based upon the number of months that elapsed since the grant date divided by 36 months. The number of shares is corrected for the value increase with respect to the price level as determined by the Supervisory Board.

The exercise price of options granted is the closing price of the ARCADIS share on the Euronext exchange on the first day of trading after the General Meeting of Shareholders in which Company shares are traded ex-dividend. Options are valid for a 10-year period. Unconditional shares that are received by Executive Board members must be retained for a period of at least two years.

Members of the Executive Board can participate in the ARCADIS NV 2002 Employee Share Purchase Plan, under which a maximum of € 400 per month of shares in ARCADIS NV can be bought from the Lovinklaan Foundation at a discount.

Compensation and other fringe benefits
Members of the Executive Board receive reimbursement for expenses, as well as other customary fringe benefits such as a company car. The Company has not pledged any loans, guarantees or other benefits to members of the Executive Board. In 2005, at the proposal of the Supervisory Board, indemnification was granted to Executive Board members for costs related to their positions.

Pensions and early retirement
The current members of the Executive Board participate in the pension plan of the Dutch ARCADIS Pension Fund. On January 1, 2004, this plan was changed to a defined contribution plan. The premium is based on the goal of having a pension that, under selective criteria, is comparable to average pay. The recommended retirement age is 63 years. Contribution by the employee in this plan is 6% of the salary at which the pension is calculated.
Mr Schneider gets compensation for the limited fiscal deductibility due to the fact that he lives in Germany.

Employment contracts and severance pay
Mr. Noy and Mr. Jaski have been appointed for an indefinite period. Their contracts do not contain details regarding fixed severance pay. For new members of the Executive Board, a four-year term limit will be applied, while a maximum will be established for severance pay.

There are no agreements in place between management and ARCADIS NV determining severance payments at the termination of a labor contract resulting from a public bid on the firm.

Click on the links below to view their contracts:
- employment contract Mr Noy (in Dutch)
- employment contract Mr Jaski (in Dutch)
- employment contract Mr Van der Klift
- employment contract Mr Schneider

In 2007, an amount of € 2,019,000 (2006: € 1,442,000) was charged to the Company for remuneration of Executive Board members including pension charges. As variable remuneration, 27,000 performance shares and 65,000 performance options were granted. In the schedule below, the different components of the remuneration for each present Executive Board member are provided (amounts in thousands of euros). The number of options and shares mentioned below are based on the old nominal value of the ARCADIS share. On May 15, 2008 the ARCADIS share was split on a 3:1 ratio.

1) On July 1, 2007 the salaries of the members of the Executive Board were raised by 2% (2006: 5%).
2) The bonus is based on the results achieved in 2007 respectively 2006. This bonus is paid in 2008 respectively 2007.
3) This amount is charged over a 3-year period to the Company's profit and loss account.
4) The salaries mentioned are the amounts as of the date of appointment as members of the Executive Board (May 17, 2006).

Shares and options held by members of the Executive Board
The interests held in the share capital of ARCADIS NV by those who during 2007 were members of the Executive Board are noted in the table below. The number of shares mentioned below are based on the old nominal value of the ARCADIS share. On May 15, 2008 the ARCADIS share was split on a 3:1 ratio.

Shares ARCADIS NV	December 31, 2007	December 31, 2006
Harrie Noy	41,167	37,305
Michiel Jaski	3,017	1,870
Ben van der Klift 1)	810	699
Friedrich Schneider 1)	26	-
Conditional shares ARCADIS NV 2)
Harrie Noy	30,000	12,000
Michiel Jaski	21,000	14,000
Ben van der Klift	10,000	5,000
Friedrich Schneider	10,000	5,000

1) Ben A. van der Klift and Friedrich M.T. Schneider were appointed members of the Executive Board on May 17, 2006.
2) Amounts based on granting of 100% of the reference numbers, with maximal extension to 150%.

Overview of options outstanding to the members of the Executive Board at December 31, 2007
The number of options mentioned below are based on the old nominal value of the ARCADIS share. On May 15, 2008 the ARCADIS share was split on a 3:1 ratio.

	Option plan from year	Granted  in year	Granted	Exerciseprice	Exercised	Outstanding	Expiration date
Harrie Noy	2001	2002	15,000	€ 10.79	15,000	-	05-15-2012
		2003	17,500	€ 8.93	-	17,500	05-13-2013
	2005	2005	25,000*	€ 17.94	-	25,000	05-10-2015
		2006	25,000*	€ 37.13	-	25,000	05-18-2016
		2007	25,000*	€ 59.68	-	25,000	05-18-2016
Michiel Jaski	2001	2003	14,000	€ 8.93	7,000	7,000	05-13-2013
	2005	2005	15,000*	€ 17.94	-	15,000	05-10-2015
		2006	15,000*	€ 37.13	-	15,000	05-18-2016
		2007	15,000*	€ 59.68	-	25,000	05-18-2017
Ben van der Klift	2001	2003	12,285	€ 8.50	4,000	8,285	10-16-2013
		2005	9,000	€ 17.94	-	9,000	05-10-2015
	2005	2006	12,500*	€ 37.13	-	12,500	05-18-2016
		2007	12,500*	€ 59.68	-	12,500	05-18-2017
Friedrich Schneider	2005	2006	12,500*	€ 37.13	-	12,500	05-18-2016
		2007	12,500*	€ 59.68	-	12,500	05-18-2017

* Amounts based on granting of 100% of the referenced numbers, with maximal extension to 150%.

Remuneration Supervisory Board
The remuneration of the individual members of the Supervisory Board is determined by the General Meeting of Shareholders.
In 2008, the General Meeting of Shareholders changed the compensation for Supervisory Board members. Compensation for a Supervisory Board member is not dependent on Company results. A Supervisory Board member is not eligible to receive (rights to) ARCADIS shares. Possible share ownership of ARCADIS shares by a Supervisory Board member is a long-term investment.

The Company has not pledged any loans, guarantees or other benefits to members of the Supervisory Board. In 2005, ARCADIS NV granted Supervisory Board members indemnification for costs related to their positions. This was approved by the General Meeting of Shareholders in May 2004.

Currently, the Supervisory Board consists of six members. The joint fixed remuneration for 2007 totaled € 197,500 (2006: € 213,000), specified as follows (amounts in thousands of euros).

Remuneration	2007	2006
Rijnhard W.F. van Tets	48	49
Thomas M. Cohn	30	30
Carlos Espinosa de los Monteros	30	30
George R. Nethercutt	30	28
Jan Peelen	30	30
Ross A. Webber (until May 17, 2006)	-	15
Gerrit Ybema	30	31

Shares and options held by members of the Supervisory Board
Members of the Supervisory Board hold no ARCADIS options or shares.