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On 20 April 2005, the Annual General Meeting
of Shareholders authorised the Executive
Board (which authorisation was last renewed on
19 April 2007 for the statutory maximum period
of 18 months), to acquire own shares subject to
the following conditions and with due observance
of the law and the Articles of Association (which
require the approval of the Supervisory Board):
a the maximum number of shares which may be
acquired is the statutory maximum of 10 per
cent of the issued share capital of Heineken N.V.;
b transactions must be executed at a price
between the nominal value of the shares and
110 per cent of the opening price quoted for
the shares in the Official Price List (Officiële
Prijscourant) of Euronext Amsterdam on the
date of the transaction or, in the absence of
such a price, the latest price quoted therein;
c transactions may be executed on the stock
exchange or otherwise.
T ie authorisation to acquire own shares may
13 used in connection with the share-based long-
t rm incentive plans for both the Executive Board
r embers and senior management, but may
a so serve other purposes, such as acquisitions.
further renewal of the authorisation will be
s bmitted for approval to the Annual General
f eeting of Shareholders of 17 April 2008.
C 20 April 2005, the Annual General Meeting
c Shareholders also authorised the Executive
E ard (which authorisation was last renewed
c 119 April 2007 for a period of 18 months) to
i ;ue (rights) to shares and to restrict or exclude
s areholders' pre-emption rights, with due
c servance of the law and Articles of Association
hich require the approval of the Supervisory
E jard). The authorisation is limited to 10 per
c nt of Heineken N.V.'s issued share capital, as per
t e date of issue. The authorisation may be used
connection with the share-based long-term
incentive plans for both the Executive Board
members and senior management, but may
also serve other purposes, such as acquisitions.
A further renewal of the authorisation will be
submitted for approval to the Annual General
Meeting of Shareholders of 17 April 2008.
Executive Board
J.F.M.L. van Boxmeer
D.R. Hooft Graafland
Amsterdam, 19 February 2008
Heineken N.V. Annual Report 2007
