Obligation AkzoNobel 8% ( XS0422084698 ) en GBP

AkzoNobel

100 % ▼

Pays-Bas

XS0422084698 ( en GBP )

8% par an ( paiement annuel )

06/04/2016 - Obligation échue

Prospectus brochure de l'obligation Akzo Nobel XS0422084698 en GBP 8%, échue

50 000 GBP

250 000 000 GBP

Akzo Nobel est une entreprise mondiale spécialisée dans les revêtements et les produits chimiques spécialisés, active dans la peinture décorative, les revêtements industriels et les produits chimiques de performance.

L'Obligation émise par AkzoNobel ( Pays-Bas ) , en GBP, avec le code ISIN XS0422084698, paye un coupon de 8% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le 06/04/2016

Prospectus dated 2 April 2009

AKZO NOBEL N.V.

(incorporated in the Netherlands as a public company with limited liability having its corporate seat in
Amsterdam)
£250,000,000 8.00 per cent. Guaranteed Bonds due 2016

guaranteed by
AKZO NOBEL SWEDEN FINANCE AB (PUBL)

(incorporated as a limited company in the Kingdom of Sweden (with registered number 556768-4062))

The £250,000,000 8.00 per cent. Guaranteed Bonds due 2016 (the "Bonds") will be issued by Akzo Nobel N.V. (the "Issuer"). Payment of all amounts payable by the Issuer in
respect of the Bonds will be unconditionally and irrevocably guaranteed by Akzo Nobel Sweden Finance AB (publ) (the "Guarantor"). Interest on the Bonds is payable semi-
annually in arrear on 6 April and 6 October in each year, commencing on 6 October 2009. Payments on the Bonds will be made without deduction for or on account of taxes of
the Kingdom of Sweden or the Netherlands to the extent described under "Taxation" in the terms and conditions of the Bonds.
The issue price of the Bonds will be 99.403 per cent. of their principal amount.
The Bonds mature on 6 April 2016. The Bonds are subject to redemption in whole, but not in part, at their principal amount, together with accrued interest (i) at the option of the
Issuer at any time in the event of certain changes affecting taxes of the Kingdom of Sweden or the Netherlands, and (ii) at the option of the holders if a Put Event (as defined
herein) occurs. See "Redemption and Purchase" in the terms and conditions of the Bonds.
The Bonds will constitute unsecured and unsubordinated obligations of the Issuer. See "Status" in the terms and conditions of the Bonds.
Application has been made to the Commission de Surveillance du Secteur Financier (the "CSSF") in its capacity as competent authority under the Luxembourg Act dated 10 July
2005 relating to prospectuses for securities, for the approval of this Prospectus for the purposes of Directive 2003/71/EC (the "Prospectus Directive"). Application has also been
made to the Luxembourg Stock Exchange for the Bonds to be admitted to the official list of the Luxembourg Stock Exchange (the "Official List") and to be admitted to trading on
the Luxembourg Stock Exchange's regulated market. References in this Prospectus to the Bonds being "listed" (and all related references) shall mean that the Bonds have been
admitted to the Official List and admitted to trading on the Luxembourg Stock Exchange's regulated market. The Luxembourg Stock Exchange's regulated market is a regulated
market for the purposes of Directive 2004/39/EC of the European Parliament and of the Council on markets in financial instruments.
The Bonds will initially be represented by a temporary global bond (the "Temporary Global Bond" ), without interest coupons which will be issued in new global note ("NGN")
form as they are intended to be eligible collateral for Eurosystem monetary policy. The Temporary Global Bond will be delivered on or prior to 6 April 2009 to a common
safekeeper (the "Common Safekeeper") for Euroclear and Clearstream, Luxembourg. The Temporary Global Bond will be exchangeable for interests recorded in the records of
Euroclear and Clearstream, Luxembourg in a global bond (the "Global Bond"), without interest coupons, on or after a date which is expected to be 18 May 2009 upon certification
as to non-U.S. beneficial ownership.
The Global Bond will be exchangeable for definitive Bonds in bearer form in the denominations of £50,000 and integral multiples of £1,000 in excess thereof, up to and including
£99,000, in the limited circumstances set out in the Global Bond, as described herein.
On issue, the Bonds will be rated Baa1 (negative outlook) by Moody's Investors Service Limited ("Moody's") and BBB+ (negative outlook) by Standard & Poor's Rating
Services, a division of The McGraw-Hill Companies, Inc ("S&P"). A rating is not a recommendation to buy, sell or hold securities and may be subject to suspension, reduction or
withdrawal at any time by the assigning rating agency.
Prospective investors should have regard to the factors described under the section headed "Risk Factors" commencing on page 5 of this Prospectus.

JOINT LEAD MANAGERS

BARCLAYS CAPITAL
HSBC
J.P. MORGAN

CO-MANAGERS

CITI

THE ROYAL BANK OF SCOTLAND

This Prospectus comprises a prospectus for the purposes of Article 5.3 of the Prospectus Directive and for the
purpose of giving information with regard to the Issuer, the Guarantor, the Issuer and its subsidiaries taken as
a whole (the "Group") and the Bonds which according to the particular nature of the Issuer, the Guarantor and
the Bonds, is necessary to enable investors to make an informed assessment of the assets and liabilities,
financial position, profit and losses and prospects of the Issuer and the Guarantor. The Issuer and the
Guarantor accept responsibility for the information contained in this Prospectus. To the best of the knowledge
and belief of each of the Issuer and the Guarantor (each of which has taken all reasonable care to ensure that
such is the case), the information contained in this Prospectus is in accordance with the facts and does not
omit anything likely to affect the import of such information.
This Prospectus is to be read in conjunction with all the documents which are incorporated herein by
reference (see "Documents Incorporated by Reference").
This Prospectus does not constitute an offer of, or an invitation by or on behalf of the Issuer, the Guarantor or
the Managers (as defined in "Subscription and Sale" below) to subscribe or purchase, any of the Bonds. The
distribution of this Prospectus and the offering of the Bonds in certain jurisdictions may be restricted by law.
Persons into whose possession this Prospectus comes are required by the Issuer, the Guarantor and the
Managers to inform themselves about and to observe any such restrictions.
For a description of further restrictions on offers and sales of Bonds and distribution of this Prospectus, see
"Subscription and Sale" below.
No person is authorised to give any information or to make any representation not contained in this
Prospectus and any information or representation not so contained must not be relied upon as having been
authorised by or on behalf of the Issuer, the Guarantor or the Managers. Neither the delivery of this
Prospectus nor any sale made in connection herewith shall, under any circumstances, create any implication
that there has been no change in the affairs of the Issuer or the Guarantor since the date hereof or the date
upon which this Prospectus has been most recently amended or supplemented, or that there has been no
adverse change in the financial position of the Issuer or the Guarantor since the date hereof or the date upon
which this Prospectus has been most recently amended or supplemented, or that the information contained in
it or any other information supplied in connection with the Bonds is correct as of any time subsequent to the
date on which it is supplied or, if different, the date indicated in the document containing the same.
To the fullest extent permitted by law, the Managers accept no responsibility whatsoever for the contents of
this Prospectus or for any other statement made, or purported to be made, by any Manager or on its behalf in
connection with the Issuer, the Guarantor, or the issue and offering of the Bonds. Each Manager accordingly
disclaims all and any liability whether arising in tort or contract or otherwise (save as referred to above)
which it might otherwise have in respect of this Prospectus or any such statement.
The Bonds have not been and will not be registered under the U.S. Securities Act of 1933 (the "Securities
Act") and are subject to U.S. tax law requirements. Subject to certain exceptions, Bonds may not be offered,
sold or delivered within the United States or to U.S. persons.
Unless otherwise specified or the context requires, references to "dollars", "U.S. dollars" and "U.S.$" are to
United States dollars, references to "pounds sterling", "GBP" and "£" are to the lawful currency of the United
Kingdom and references to "EUR" and "" are to Euro, which means the lawful currency of the member
states of the European Union that have adopted the single currency in accordance with the Treaty establishing
the European Community.

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DOCUMENTS INCORPORATED BY REFERENCE
This Prospectus should be read and construed in conjunction with (i) the audited consolidated financial
statements of the Issuer as at, and for the financial years ended, 31 December 2007 and 31 December 2008
respectively, which have been published previously or are published simultaneously with this Prospectus and
which have been filed with the CSSF; (ii) together with, in each case, with the audit report thereon. Such
documents shall be incorporated in, and shall form part of, this Prospectus, save that any statement contained
in a document which is incorporated by reference herein shall be modified or superseded for the purpose of
this Prospectus to the extent that a statement contained herein modifies or supersedes such earlier statement
(whether expressly, by implication or otherwise). Any statement so modified or superseded shall not, except
as so modified or superseded, constitute a part of this Prospectus.
Copies of documents incorporated by reference in this Prospectus may be obtained (without charge) from the
website of the Luxembourg Stock Exchange (www.bourse.lu) and from the website of the Issuer
(www.akzonobel.com).
The table below sets out the relevant page references for the audited consolidated financial statements for the
financial years ended 31 December 2007 and 31 December 2008, respectively, as set out in the Issuer's annual
report for each relevant financial year. Information contained in the documents incorporated by reference
other than information listed in the table below is for information purposes only, and does not form part of
this Prospectus.
Audited consolidated financial statements of the Issuer for the financial year ended

31 December 2007

Issuer Annual Report 2007
Statement of Income for the financial year ended 31 December
2007 .................................................................................................. Page
102
Balance Sheet as at 31 December 2007 ............................................ Page
103
Statement of Cash Flows for the financial year ended 31
December 2007 ................................................................................. Page
104
Accounting Principles ....................................................................... Pages
107-114
Notes .................................................................................................
Pages 105-106 and 115-139
Auditor's Report ............................................................................... Page
150
Audited consolidated financial statements of the Issuer for the financial year ended 31 December
2008

Issuer Annual Report 2008
Statement of Income for the financial year ended 31 December
2008 .................................................................................................. Page
134
Balance Sheet as at 31 December 2008 ............................................ Page
135
Statement of Cash Flows for the financial year ended 31
December 2008 ................................................................................. Page
136
Accounting Principles ....................................................................... Pages
139-144
Notes .................................................................................................
Pages 137-138 and 145-175
Auditor's Report ............................................................................... Page
180

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Table of Contents
Page
RISK FACTORS ................................................................................................................................................ 5
TERMS AND CONDITIONS OF THE BONDS............................................................................................. 14
SUMMARY OF PROVISIONS RELATING TO THE BONDS WHILE IN GLOBAL FORM ..................... 26
DESCRIPTION OF THE ISSUER................................................................................................................... 28
DESCRIPTION OF THE GUARANTOR ....................................................................................................... 42
USE OF PROCEEDS....................................................................................................................................... 44
TAXATION ...................................................................................................................................................... 45
SUBSCRIPTION AND SALE ......................................................................................................................... 49
GENERAL INFORMATION ........................................................................................................................... 52

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RISK FACTORS
The Issuer and the Guarantor believe that the following factors may affect their ability to fulfil their
obligations under the Bonds and the Guarantee, respectively. Most of these factors are contingencies which
may or may not occur and neither the Issuer nor the Guarantor is in a position to express a view on the
likelihood of any such contingency occurring. Risk factors which are specific to the Bonds are also described
below.
The Issuer and Guarantor believe that the factors described below represent the principal risks inherent in
investing in the Bonds, but each of the Issuer and the Guarantor may be unable to pay interest, principal or
other amounts on or in connection with any Bonds for other reasons and neither the Issuer nor the Guarantor
represents that the statements below regarding the risks of holding any Bonds are exhaustive. Prospective
investors should also read the detailed information set out elsewhere in this Prospectus and reach their own
views prior to making any investment decision.
Words and expressions defined elsewhere in this Prospectus have the same meanings in this section. In this
Prospectus, references to "we" or "our" refer to the Group.
Risk Factor relating to the Guarantor and its Business
Assets and Revenue of the Guarantor

At the date of this Prospectus, the Guarantor is a wholly-owned finance subsidiary of the Issuer and has
acquired certain Group entities in Sweden from certain holding companies in the Group. The Guarantor relies
on a combination of interest and principal payments under intercompany loan agreements and dividends and
other payments from the entities in Sweden acquired by it in each case to make any payment under the
Guarantee. Accordingly, the Guarantor's ability to make any payments under the Guarantee depends upon the
ability of members of the Group to service such intercompany loans and the performance of these
subsidiaries. Therefore, in meeting its payment obligations under the Guarantee, the Guarantor is dependent
on the business and results of operations of members of the Group and the entities in Sweden acquired by it.
Risk Factors relating to the Issuer and its Businesses
The most significant risks that our business faces, and which therefore are the focus for risk management,
were identified in the AkzoNobel Annual Report 2008. Unless otherwise specified by reference to the Issuer
or AkzoNobel, the risks apply in the Group context.
Strategic Risks
Economic Downturn
The Group operates in over 80 countries and is affected by the prevailing economic conditions in each.
Macroeconomic factors that have an impact on expenditure by customers, demand for the Group's products
and the availability and cost of credit will have an effect on the Group's business and results of operations.
One of the principal uncertainties facing the Group is the extent of the economic downturn currently being
experienced in many markets around the world and how this will affect the Group's business and results of
operations and the timing of that impact.
We believe that the Group's geographic spread, extending from Europe to the Americas and Asia, offers a
certain degree of protection against economic downturn in specified geographical markets but a prolonged
downturn whether on a global basis or in regional or national markets is likely to adversely affect the Group's
business and results of operations.

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By way of examples:
(a)
the Decorative Paints business area, which, as at 31 December 2008, accounted for approximately 34
per cent. of our revenue, is susceptible to downturns in housing markets and has been impacted by
recent downturns in the housing markets in the United States and the United Kingdom; and
(b)
the Performance Coating and Speciality Chemicals business areas, which currently account for
approximately 66 per cent. of our revenue, are susceptible to downturns in industrial markets
generally. A prolonged downturn could adversely affect the Group's business and results of operations.
Current capital market conditions
The current problems that are impacting the domestic and international debt and equity markets generally for
all companies have resulted in the cost of capital increasing significantly over the period since the summer of
2007 and, in particular, made issuance of new debt capital more expensive and difficult.
Adverse and continued constraints in the supply of liquidity may adversely affect the cost of funding the
Group and extreme liquidity constraints may limit growth possibilities.
The Group continually monitors developments in domestic and international capital markets and endeavours
to raise capital at appropriate times and in a cost effective manner. However, if the current problems persist or
the current market conditions deteriorate further, the Group's ability to raise capital in a timely and cost
effective manner could be adversely affected.
International Operations
We are an international business with operations in over 80 countries and we conduct business in many
currencies. These operations are subject to risks associated with international operations which include:
(a)
slowdown or recession in global, regional or national economic growth (as described further in
"Economic Downturn" above);
(b)
tariffs and trade barriers;
(c) exchange
controls;
(d)
fluctuations in national currencies (as described further in "Exchange Rate Fluctuations" below);
(e)
social and political risks;
(f)
national and regional labour disputes;
(g)
required compliance with a variety of foreign laws, regulations and standards; and
(h)
the difficulty of enforcing legal claims and agreements through some foreign legal systems.
Unfavourable developments in one or more of these areas could adversely affect the Group's business and
results of operations.
Stakeholder support
We endeavour to define and implement a clear strategy and seek dialogue with stakeholders, being amongst
others, our customers, shareholders, and employees. Failure to obtain the support of our stakeholders for our
strategy and its execution could adversely affect the Group and its business.
Acquisitions and Disposals
From time to time the Group makes acquisitions and disposals of businesses and brands. Whilst we aim to
plan these carefully, the rationale for them may be based on incorrect assumptions or conclusions and they
may not realise the anticipated benefits or there may be other unanticipated or unintended effects. In addition,

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whilst, where applicable, the Group seeks protection, for example through warranties and indemnities in the
case of acquisitions, significant liabilities may not be identified in due diligence or may come to light after the
expiry of warranty or indemnity periods, or it may not prove practicable to secure or enforce warranty or
indemnity protection. (See "Description of the Issuer Litigation Other Investigations and Litigation").
These factors may adversely affect the Group's business and results of operations.
Competition
We have a wide portfolio of business units competing across a diverse range of geographical and product
markets and we compete with other multinational corporations which have significant financial resources. We
may be unable to compete effectively if our competitors' resources are applied to change their areas of focus,
enter new markets, reduce prices, or to increase investments in marketing or the development and launch of
new products. Increased competition in the markets in which we operate may adversely affect the Group's
business and results of operations.
Technology
Our success depends upon sustainable growth of our business through research and development, production
and sale of new products. If we are not able to identify or exploit transforming technologies, this may
adversely affect the Group's business and results of operations.
Operational Risks
Loss of major customers
The future of our customers is an important consideration for the Group. We endeavour to keep in touch with
our customers and markets and focus our efforts on constantly delivering high quality, cost effective,
sustainable and innovative products. Loss of major customers, however, could adversely affect our businesses
and results of operations.
The Price and Supply of Chemicals and Raw Materials
We use significant amounts of various chemicals and raw materials in manufacturing our products. Prices for
some of these chemicals and raw materials can be volatile and are affected by cyclical movements in
commodity prices, availability of such chemicals and raw materials, demand for a variety of products which
are produced using these chemicals and raw materials, levels of price competition among local and global
suppliers and general economic conditions. We are, to some extent, able to pass on higher input prices to our
customers, but this ability is, to a large extent, dependent on market conditions. However, there may be times
when we are not able to recover increases in the cost of chemicals and raw materials for some products due to
weakness in demand for such products or the actions of our competitors. Our inability to access chemicals and
raw materials or increases in costs and expenses for chemicals and raw materials may adversely affect our
business and results of operations.
The Price and Supply of Energy
The Group's Specialty Chemicals business operates two energy-intensive businesses, Pulp & Paper Chemicals
and Industrial Chemicals. Although we have several hedging policies in place which seek to mitigate the
effects of price increases from natural gas and electricity, we are particularly sensitive to energy price
movements which may adversely affect our business and results of operations.
Seasonality
Seasonality may adversely affect our business and results of operations. A portion of our business is seasonal
due to weather conditions. In particular, the Decorative Paints business area is sensitive to seasonality, with
business often stronger in the second and third quarters of the calendar year than in the first or fourth quarters.

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Consequently, seasonal lags in earnings may not be offset during the corresponding financial year and this
may affect results of operations.
Reputation
Negative publicity could damage our brands. We have created a strong reputation over many years and many
of the businesses have a high local profile. Our diverse portfolio, brand approach and response management
system promote a certain degree of protection against damage to our brands by adverse publicity. However,
any negative publicity could adversely affect our business and results of operations.
Product Liability
Our operations in consumer markets expose us to legal risks, regulation and potential liabilities from product
liability claims asserted by consumers. We are currently involved in a number of product liability cases,
although we believe that any accrued costs and liabilities in relation to these existing claims should not
adversely affect our business. However, there can be no assurance that we will not in future be exposed to
liabilities and claims which could adversely affect our business and results of operations.
Other Operational Risks
Our revenues are dependent on the continued operation of our various manufacturing facilities. Operational
risks include:
(a)
equipment and systems failures;
(b)
failure to comply with applicable regulations and standards and to maintain necessary permits and
approvals;
(c)
raw material and chemical supply disruptions;
(d)
labour force shortages or work stoppages;
(e)
events impeding or increasing the cost of transporting products;
(f)
natural disasters; and
(g) terrorist
attacks.
While we maintain insurance at levels that we believe are appropriate, some of these operational risks could
result in losses and liabilities in excess of our insurance coverage or in uninsured losses or liabilities, which
could adversely affect our business and results of operations.
Environmental, Health and Safety Legislation
Our businesses use hazardous materials, chemicals and biological and toxic compounds in several product
development programmes and manufacturing processes. We have been, and can be, exposed to risks of
accidental contamination. We are subject to a broad range of laws, regulations and standards in each of the
jurisdictions where we operate, including those relating to pollution, the health and safety of employees,
protection of the public, protection of the environment and the generation, storage handling, transportation,
treatment, disposal and remediation of hazardous substances and waste materials. These regulations and
standards are becoming increasingly stringent, and increasingly expose us to liability including in respect of
damage to property and personal injury. Compliance and contingency plans and assignment arrangements are
in place to seek to mitigate these risks. In addition, it is our policy to accrue and charge against earnings
environmental clean-up costs when it is probable that a liability has materialised and an amount is reasonably
estimable. While it is not feasible to predict the outcome of all pending environmental exposures, it is possible
that there will be a need for future provisions for environmental costs. Based on information currently
available, AkzoNobel does not expect provisions of this sort to have a material effect on the Group's financial
position but they could be material to the Group results of operations in any one accounting period. Moreover,

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there can be no assurance that we will not be exposed to additional environmental liabilities in future which
could adversely affect our business and results of operations.
Change Initiatives
We may undertake significant projects including in areas of sourcing, IT, human resources and various
business areas all of which require significant project management. Failure to manage such projects
appropriately, or to implement such projects, may lead to loss of key staff, knowledge or other business
disruption, which could have a negative effect on our productivity and thereby adversely affect our business
and results of operations.
Cost Structure
Rapid changes in macroeconomic conditions (as described further in "Economic Downturn" above) may
require adjustments to the local cost structures of the Group. To the extent that these cost structures are fixed
in nature, such changes in macroeconomic conditions may adversely affect our business and results of
operations.
People
The Group depends on the continued contribution of its executive officers and employees. While we review
our staff policies on a regular basis and invest significant resources in training and development and
recognising and encouraging individuals with high potential, there can be no guarantee that we will be able to
attract, develop and retain these individuals at an appropriate cost and ensure that the capabilities of the
Group's employees meet its business needs. Any failure to do so may adversely affect our business and results
of operations.
Financial Risks
Exchange Rate Fluctuations

We have operations in more than 80 countries and report in Euros. Although we have a hedging policy which
seeks to mitigate certain currency exchange rate risks, our results of operations are sensitive to the
relationships between the Euro and U.S. dollar, pound sterling, Swedish krona and Latin American and Asian
currencies. Fluctuations in currency prices which are not successfully mitigated by our hedging policy could
adversely affect our business and results of operations.
Credit Rating
AkzoNobel is currently rated BBB+ by S&P and Baa1 by Moody's. The outlook in relation to such ratings is
negative. A decision by the rating agencies to downgrade AkzoNobel's credit rating could reduce our funding
options, increase our cost of borrowings and adversely affect our business and results of operations.
Risk of Losses in Treasury Operations
We have a centralised treasury function to manage the liquidity and debt financing of the Group and the
financial risks associated with exposure to foreign currencies, interest rates and counterparty credit. The
treasury department works within a robust framework of internal control procedures to seek to minimise
losses due to error or fraud, and to protect the Group against unforeseen events. However losses in relation to
treasury activities could be caused, amongst other things, by the occurrence of one or more of the following
events:
(a)
unexpected extraordinary movements in money or foreign exchange markets could make short-term or
long-term funding more difficult and/or more expensive to obtain (as described further in "Economic
Downturn" above), and an appropriate currency mix of funding difficult to achieve;

9

(b)
human error could result in inappropriate activity being undertaken in the markets which will incur a
cost to be reversed;
(c)
incorrect settlement of a third party payment could lead to unexpected losses and/or claims; and
(d)
a default by an external counterparty could cause losses through lost deposit monies, derivatives
positions needing to be closed out and/or settlement default.
Our business and results of operations could be adversely affected if we do not successfully mitigate these
risks.
Retirement and Healthcare Benefits
The Group is at risk from potential shortfalls in the funding of its various retirement and healthcare benefit
schemes. The liabilities of these schemes reflect the Group's latest best estimate of life expectancy, inflation,
discount rates and salary growth, which may change. These schemes are generally funded externally under
trust through investments in equities, bonds and other external assets, the values of which are dependent on,
among other things, the performance of equity and debt markets, which can be volatile. Changes in the value
of the assets or liabilities of these schemes and therefore their funding status may require additional funding
from the employing entities and may adversely impact the Group's financial condition. Additional funding
may, in the case of the ICI Pension Fund in the U.K. (in respect of which AkzoNobel has guaranteed the
obligations of ICI plc), also result from a determination by the U.K. Pensions Regulator or, in certain
situations, by the scheme actuary and the trustee, subject to the powers of the U.K. Pensions Regulator. In
each case such additional funding may adversely affect our business and results of operations.
Impairments
In current financial market conditions, a decline in asset values can offer opportunities whilst at the same,
disadvantaging the Group. We are actively participating in industry consolidation, and in so doing, we may
look to carry out selective acquisitions and we may hold assets for sale. Acquisition and divestment
opportunities and the management of assets held for sale are kept under review by the Board of Management.
We perform impairment tests for intangibles with indefinite lives (goodwill and certain brands) every year as
well as whenever a certain impairment trigger occurs. For tangible and other fixed assets, with a finite life, we
perform impairment tests only when an impairment trigger occurs. Impairments and book losses could
adversely affect our financial results.
Legal and Regulatory Risks
The Group is at risk from significant and rapid change in the legal systems, regulatory controls, and customs
and practices in the countries in which it operates. These affect a wide range of areas including the
composition, production, packaging, labelling, distribution and sale of the Group's products; the Group's
property rights; its ability to transfer funds and assets within the Group or externally; employment practices;
data protection; environment, health and safety issues; and accounting, taxation and stock exchange
regulation. Accordingly, changes to, or violation of, these systems, controls or practices could increase costs,
involve actions such as product recalls, seizure of products and other sanctions and adversely affect our
business and results of operations.
Liability may also arise from non-compliance with laws and regulations. For example, we are involved in
investigations by the antitrust authorities in the European Union, the United States and other countries into
alleged violations of the respective antitrust laws in these jurisdictions and we are engaged in civil litigation
in this respect. AkzoNobel has received a statement of objections from the European Commission with regard
to possible violations of the antitrust rules of the European Union by its former heat stabilisers business
regarding allegations for possible conduct before the year 2001. This statement may or may not lead to a
decision by the European Commission to impose a fine for such violations. AkzoNobel is analysing the

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