Articles of Association of Unilever N.V.

Section II
Reduction of capital
Article 5
5.1 Subject as hereinafter provided the Company may at any time repay the nominal value
of the 4% cumprefs, either in whole or in part, subject to the statutory regulations
applicable to reduction of the issued capital.
In the event of a repayment in full a payment will also be made of an amount equal
to the difference between (a) the original nominal value of the preference shares
concerned in Dutch guilder at the time of issue of those shares and (b) the nominal
value set at the euro conversion of those shares, which difference has been added to
the non-distributable reserve as meant in section 2:67a, paragraph 3 of the Civil Code
at the occasion of the euro conversion. For the purposes of this calculation, the
nominal value originally in Dutch guilder will be converted into euro at the official
conversion rate.
5.2 If repayment in part be resolved upon, the shares to be repaid shall be ascertained
by drawings.
5.3 Repayment shall not take place so long as any dividend on any preference shares
is in arrear.
Repurchase of shares
Article 6
6.1 The Company may acquire fully paid ordinary and preference shares in its capital
as well as depositary receipts for shares also otherwise than for no consideration,
subject to the statutory regulations applicable thereto.
6.2 The Company may, without authorisation of the General Meeting, acquire shares
in its capital or depositary receipts for shares for the purpose of transferring such
to employees in the service of the Company or of a group company by virtue of an
arrangement applicable to them. These shares and depositary receipts have to be
included in the price list of a stock exchange.
8 Unilever N.V. Articles of Association 2009