General Motors Company

Certain Beneficial Owners
The beneficial ownership as of March 15, 2011 of Common Stock by each person or group of persons who
is known to be the beneficial owner of 5% or more of our outstanding shares of Common Stock is shown in the
following table.
Name and Address of Beneficial Owner of Common Stock
The United States Department of the Treasury
1500 Pennsylvania Avenue, NW
Washington, D.C. 20220
Canada GEN Investment Corporation
1235 Bay Street, Suite 400
Toronto, Ontario, Canada M5R 3K4
UAW Retiree Medical Benefits Trust
P.O. Box 14309
Detroit, MI 48214
Motors Liquidation Company
41 S. Old Woodward
Suite 370
Birmingham, MI 48009
Number of
Shares
Percent of
Outstanding Shares
500,065,254 32.04%
140,084,746 8.98%
205,605,545(1) 12.80%
422,727,270(2) 23.06%
(1) Includes 45,454,545 shares of Common Stock issuable upon exercise of a warrant issued to the VEBA Trust
in connection with the 363 Sale. The warrant is exercisable at any time before December 31, 2015, with an
exercise price of $42.31 per share.
(2) Includes 272,727,270 shares of Common Stock issuable upon exercise of two warrants issued to MLC in
connection with the 363 Sale, each to acquire 136,363,635 shares. One warrant is exercisable at any time
before July 10, 2016, with an exercise price of $10.00 per share, and the other warrant is exercisable at any
time before July 10, 2019, with an exercise price of $18.33 per share. After the reporting date for this table,
MLC reported that on March 30, 2011 it entered into a trust agreement under which MLC shares dispositive
power over the Common Stock reported in the table and the two warrants with Motors Liquidation
Company GUC Trust and Wilmington Trust Company as trust administrator.
Stockholders Agreement
Three of our stockholders—the UST, Canada Holdings, and the VEBA Trust—have entered into a
Stockholders Agreement with us (the “Stockholders Agreement”) under which at least two-thirds of the directors
are required to be determined by our Board of Directors to be independent within the meaning of NYSE rules.
As long as the VEBA Trust holds at least 50% of the shares of Common Stock it held at the date of the
Stockholders Agreement, it has the right under the Stockholders Agreement to designate one nominee to our
Board of Directors. The VEBA Trust’s choice is subject to the consent of the International Union, United
Automobile Aerospace and Agricultural Implement Workers of America (“UAW”) and, if its designee is not
independent, to the consent of the UST. Under this provision, the VEBA Trust designated Mr. Girsky, who was
nominated by the Board as part of the slate of candidates it recommends for election at the annual meeting.
The Stockholders Agreement provides that the UST and Canada Holdings (the “Government Holders”) will
not vote their shares of Common Stock, with certain exceptions. With regard to the election of directors, the
Government Holders will vote for any nominee designated by the VEBA Trust as described above and otherwise
will vote at their discretion with respect to any candidates nominated by the Board of Directors or third parties.
With regard to the other matters to be presented to the stockholders at the annual meeting, if the vote of the
Government Holders is required for stockholder action, they will vote in the same proportionate manner as the
holders of Common Stock other than the VEBA Trust and its affiliates and the directors and executive officers of
the Company. Similarly, the Stockholders Agreement further provides that the VEBA Trust will vote its shares of
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