244 OTHER INFORMATION MAJOR SHAREHOLDERS  VERENIGING AEGON Vereniging AEGON is the continuation of the former mutual  insurer AGO. In 1978, AGO demutualized and Vereniging AGO  became the only shareholder of AGO Holding N.V., which was  the holding company for its insurance operations. In 1983,  AGO Holding N.V. and Ennia N.V. merged into AEGON N.V.  Vereniging AGO initially received approximately 49% of the  common shares (which was reduced gradually to less than  40%) and all of the preferred shares in AEGON N.V., giving  it voting majority in AEGON N.V. At that time, Vereniging AGO  changed its name into Vereniging AEGON. The objective of  Vereniging AEGON is the balanced representation of the  interests of AEGON N.V. and all of its stakeholders, including  shareholders, AEGON Group companies, insured parties,  employees and other relations of the companies. The 440,000,000 preferred shares with nominal value of  EUR 0.12 held by Vereniging AEGON were converted into  211,680,000 new class A preferred shares with nominal value  of EUR 0.25 and the paid-in capital on the preferred shares was  increased by EUR 120,000 to EUR 52,920,000. The voting rights  pertaining to the new preferred shares (the class A preferred  shares as well as the class B preferred shares which may be  issued to Vereniging AEGON under the option agreement as  described in the following sections) were adjusted accordingly  to 25/12 vote per preferred share. In accordance with the 1983 Merger Agreement, Vereniging  AEGON had certain option rights on preferred shares to prevent  dilution of voting power as a result of share issuances by  AEGON N.V. This enabled Vereniging AEGON to maintain voting  control at the General Meeting of Shareholders of AEGON N.V.  In September 2002, AEGON N.V. effected a non-dilutive capital  restructuring whereby Vereniging AEGON sold 350,000,000  of its common shares, of which 143,600,000 common shares  were sold directly by Vereniging AEGON in a secondary offering  outside the United States and 206,400,000 common shares  were purchased by AEGON N.V. from Vereniging AEGON.  AEGON N.V. subsequently sold these common shares in a  global offering. The purchase price for the 206,400,000  common shares sold by Vereniging AEGON to AEGON N.V.  was EUR 2,064,000,000, which amount (less EUR 12,000,000  related costs) Vereniging AEGON contributed as additional  paid-in capital on the existing AEGON N.V. preferred shares,  all held by Vereniging AEGON. As a result of these transactions,  Vereniging AEGON’s beneficial ownership interest in AEGON N.V.’s  common shares decreased from approximately 37% to  approximately 12% and its beneficial ownership interest in  AEGON N.V.’s voting shares (excluding issued common shares  held in treasury by AEGON N.V.) decreased from approximately  52% to approximately 33%. On May 9, 2003, AEGON’s shareholders approved certain  changes to AEGON’s corporate governance structure  and AEGON’s relationship with Vereniging AEGON in an  extraordinary General Meeting of Shareholders. AEGON’s  Articles of Association were subsequently amended on May 26,  2003. The relationship between Vereniging AEGON  and AEGON N.V. was changed as follows: AEGON N.V. and Vereniging AEGON have amended the option  arrangements under the 1983 Merger Agreement. Under the  amended option arrangements Vereniging AEGON, in case of  an issuance of shares by AEGON N.V., may purchase as many  class B preferred shares as would enable Vereniging AEGON  to prevent or correct dilution to below its actual percentage  of voting shares, unless Vereniging AEGON as a result of  exercising these option rights would increase its voting power  to more than 33%. Class B preferred shares will then be issued  at par value (EUR 0.25), unless a higher issue price is agreed. In  the years 2003 through 2008, 35,170,000 class B preferred  shares were issued under these option rights. In 2009,  Vereniging AEGON exercised its option rights to purchase an  additional 33,860,000 class B preferred shares to prevent  dilution caused by AEGON’s share issuance in August 2009.  In 2010, no option rights were excercised. AEGON N.V. and Vereniging AEGON have entered into a  preferred shares voting rights agreement, pursuant to which  Vereniging AEGON has voluntarily waived its right to cast 25/12  vote per class A or class B preferred share. Instead, Vereniging  AEGON has agreed to exercise one vote only per preferred  share, except in the event of a ‘special cause’, such as the  acquisition of a 15% interest in AEGON N.V., a tender offer for  AEGON N.V. shares or a proposed business combination by any  person or group of persons whether individually or as a group,  other than in a transaction approved by the Executive Board  and the Supervisory Board. If, in its sole discretion, Vereniging  AEGON determines that a ‘special cause’ has occurred,  Vereniging AEGON will notify the General Meeting of  Shareholders and retain its right to exercise the full voting  power of 25/12 vote per preferred share for a limited period  of six months.