ARCADIS NV is a Dutch naamloze vennootschap (public limited company) under Dutch law and, since the amendment of its Articles of Association in 2003, an international holding company according to Dutch regulations. This means that there are no limitations on the influence of shareholders as there are under the statutory structure regime and that members of the Executive and Supervisory Boards are appointed and dismissed by the General Meeting of Shareholders. The management of the Company is the responsibility of the Executive Board, under the supervision of the Supervisory Board.

Based on a proposal by the Executive Board, the General Meeting of Shareholders can with Supervisory Board and Stichting Prioriteit ARCADIS N.V. (Priority Foundation) approval amend the Articles of Association. Such a decision requires a majority of at least three-fourths of the votes in a meeting where at least three-fourths of the outstanding capital is represented.

Related party transactions
From time to time the Company entered into related party transactions with associates. These transactions are conducted on an arm's length basis with terms comparable to transactions with third parties. Intercompany transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation and are not disclosed in this Note. In 2006, ARCADIS was no party to any transaction or loan with other parties who hold at least 10% of the shares in ARCADIS. In 2005 the transaction with the Lovinklaan Foundation was the only related party transaction.