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Agenda Extraordinary General Meeting of Preference Shareholders 2003

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					Agenda



for the Extraordinary General Meeting of Preference Shareholders of ABN AMRO Holding N.V.,
to be held at the RAI Congress Centre, Europaplein 8, Amsterdam, the Netherlands, at 10:00
a.m on Thursday 29 April 2004.




Sole agenda item

Cancellation of preference shares on repayment of the face value of these shares plus an
additional compensation of 5% of the face value of these shares.


Amsterdam, 12 March 2004


Managing Board




Note

The meeting is requested to approve the cancellation of the preference shares. The aim of the
capital reduction is to realise the definite abolition of the defence mechanism of the preference
shares. The capital reduction will take place by means of a payment in cash equal to the face
value of the preference shares plus an additional compensation of 5% of the face value of these
shares. This additional amount is intended to compensate for the reinvestment loss of the
existing holders of preference shares caused by the lower capital markets rates currently
prevailing in the markets. The holders of preference shares retain full entitlement to the dividend
for the year 2003 and a percentage equal to the dividend percentage from 1 January 2004 until
the day of payment. The date of repayment will be set by the Managing Board, and repayment
will be no later than 30 September 2004, but no earlier than 5 July 2004.




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How to find us

Extraordinary General Meeting of Preference Shareholders of ABN AMRO Holding N.V.,
29 April 2004:
RAI Congress Centre
Europaplein 8
Amsterdam
The Netherlands




Public transport

Tram, metro or bus
Public transport information is available by calling 0900-9292 (Amsterdam RAI Railway Station).
Tram 4 runs every ten minutes between the centre of Amsterdam, Amsterdam CS and the RAI
(alight at Europaplein). From Amsterdam Amstel, the best way to reach the RAI is by metro 51 or
bus 15. Metro 51 also runs to Amsterdam Central Station. From Amsterdam Sloterdijk you can
best reach the RAI by tram 50.


Train
Amsterdam RAI Railway Station is 300 metres from the RAI and offers regular services to the
Amsterdam-Duivendrecht, Amsterdam-Amstel and Schiphol stations, which are all connected to
the international intercity network. The walking distance is about 5 minutes.




By car

As soon as you approach Amsterdam on the A1 (Amersfoort/Amsterdam), A2
(Utrecht/Amsterdam) or A4 (The Hague/Amsterdam) motorways, follow the signs to the RAI on
the ring road around the capital (A10). The signs will direct you to the RAI car parks. The RAI is
located on the ring road (Exit S 109).


Parking
Shareholders attending the meeting can use the P-Congress Car Park on presentation of their
proof of deposit. The P-Congress Car Park is clearly signposted on the way to the RAI.


Information
For information explaining how to deposit your shares, please refer to the notice calling the
shareholders’ meeting as published in the daily newspapers on Friday 2 April 2004. You can also
contact your local branch. For information on the Extraordinary General Meeting of Preference
Shareholders on Thursday, 29 April 2004, please call the ABN AMRO Service Desk:
076-5799455.




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