General Meeting of Shareholders

A General Meeting of Shareholders is held at least once a year. Its main function is to decide matters such as the adoption of annual accounts, the approval of dividend payments and appointments to AEGON's Supervisory and Executive Boards.

When deemed necessary, the Supervisory or Executive Board has the authority to convene an extraordinary General Meeting of Shareholders.

• Every shareholder is entitled to attend the General Meeting, to speak and vote, either in person or by proxy granted in writing.
• AEGON encourages shareholder participation in these meetings. As part of this approach, AEGON is a member of the Stichting Communicatiekanaal Aandeelhouders, a Dutch foundation dedicated to improving communication between listed companies in the Netherlands and their shareholders. AEGON also solicits proxies from New York registry shareholders in line with common practice in the United States.
• Those shareholders who alone, or jointly, represent at least 0.1% of AEGON's issued capital or a block of shares worth at least EUR 50 million may request items be added to the agenda of these meetings.
• At the General Meeting, each share carries one vote. However, under certain circumstances[1], AEGON's largest shareholder - Vereniging AEGON - may cast 25/12 votes for each of its preferred shares.
• All resolutions are adopted by an absolute majority of votes cast, unless Dutch law or AEGON's Articles of Incorporation stipulate otherwise.

[1] For further details, please see AEGON's 2009 Annual Report, available at www.aegon.com