The Yara Share

Yara aims to be an attractive investment for shareholders, and to provide competitive returns compared with other investment alternatives. The Yara share shall be liquid and an attractive investment opportunity.

Yara is committed to serving all its shareholders and potential investors by providing consistent, open and prompt disclosure of relevant information. Yara’s policy is equal treatment of all stakeholders, including analysts, banks, institutional investors and private shareholders. All information that may be important and relevant to Norwegian and international markets is provided in the form of notices to the Oslo Stock Exchange (OSE) and through press releases. Yara presents quarterly results as live webcasts and at its headquarters at Bygdøy allé 2, in Oslo. In addition, Yara holds regular meetings with investors, both in Europe and in North America.

In 2009, a total of 876 million Yara shares were traded on the OSE, at a total value of NOK 159.9 billion. The average daily trading volume for Yara shares on the OSE during 2009 was 3.49 million.

The highest closing price during the year was NOK 271.30 and the lowest was NOK 138.25. The year-end closing price was NOK 263.70, representing an increase of 77 percent from the 2008 year-end close. Yara’s market value as of 31 December 2009 was NOK 76.16 billion, making Yara the fourth-largest company listed on the Oslo Stock Exchange.

At year-end 2009, Yara had 40,773 shareholders. Non-Norwegian investors owned approximately 41 percent of the total stock, of which 15 percent were from the United States and eight percent from the United Kingdom. The Norwegian State, through the Ministry of Trade and Industry, is the largest single owner with 36.21 percent of the shares. Norwegian private ownership of Yara shares was approximately 23 percent.

Shareholding distribution, end 2009

Yara's 20 largest shareholders

ADR performance and voting rights

Yara has a sponsored level 1 ADR (American Depositary Receipt) program in the United States. The ADRs are not listed, but are bought and sold OTC, i.e. through any broker licensed to buy and sell US securities. One ADR represents one ordinary Yara share.

On 31 December 2008, the Yara ADR was quoted at USD 22.03. On 31 December 2009, the ADR was quoted at USD 45.55, a 67 percent increase for the year. To find a recent price quote for Yara ADRs, please go to JPMorgan’s website www.adr.com. The ticker symbol is YARIY.

The physical presence of shareholders or their authorized representatives is required in order to vote at the shareholders, meeting. Shares must be registered with the Norwegian Registry of Securities in the name of the real owner, if the holders want to vote for their shares at the shareholders’ meeting. Holders of Yara ADRs should check their voting rights with JPMorgan, which is the depository bank for Yara ADRs. The contact details are given on the next page.

Cash distribution policy

Yara expects to return an average of 40–45 percent of net income to shareholders over a business cycle. Dividends should be a minimum 30 percent of average net income, with share buy-backs making up the balance. Total cash returned to shareholders in 2009 was NOK 1,544 million or roughly 19 percent of 2008 net income.

Yara expects to pay out somewhat more than 30 percent of net income in years with weaker than average cash flow from operations, and less than 30 percent in years with stronger than average cash flow. The dividend pertaining to a fiscal year will be declared at Yara’s Annual General Meeting in the following year.

The Board of Directors will propose a dividend payment of NOK 4.50 per share for 2009 to the Annual General Meeting.

The General Meeting on 7 May 2009 authorized Yara’s Board to buy back up to five percent of total shares (14,441,595 shares) before 7 May 2010 at a purchase price not less than NOK 10 and not more than NOK 1000. A precondition for the program was entry into an agreement with the Norwegian State, wherein the State committed to selling a proportional share of its holdings in order to leave the State’s ownership (36.21 percent) unchanged.

As of 31 December 2009, Yara had not bought any shares under the existing authorization.

2010 Annual General Meeting

Yara’s shareholder meeting will take place on Tuesday 11 May 2010 at 18:00 (CET) at Yara headquarters in Bygdøy allé 2, Oslo. Shareholders who wish to attend the Annual General Meeting are asked to inform Yara’s registrar by 12:00 (CET) on Friday 7 May 2010.

Shareholders may also register electronically on the Yara webpage, www.yara.com/register, or at the Verdipapirservice investor services site at www.vps.no.

For more information on how to vote, consult our proxy voting form or visit our website.

Analyst coverage

30 financial analysts provide market updates and estimates for Yara’s financial results. This includes 13 analysts located in the UK and North America.

Rating

Rating agencies Moody’s and Standard & Poor’s have rated Yara as solid investment grade. Reflecting its strong market position and cost leadership, Yara is rated investment grade “Baa2” with Moody’s and “BBB” with Standard & Poor’s.

Change of address

Shareholders registered in the Norwegian Registry of Securities should send information on changes of address to their registrars and not directly to the company.

Continuously updated information on shareholder-related matters can be found on Yara’s website, www.yara.com/en/investor_relations.

Registrar information

Registered shareholders may contact Yara’s Registrar in Norway regarding share transfers, address change and other issues related to their holding of Yara shares. The contact details are shown on the following page.

Common share data

Share facts
Symbol: YAR
Listing: Oslo Stock Exchange (OSE)

Yara’s registrar in Norway
DnB Nor ASA
Verdipapirservice
Stranden 21
N-0021 Oslo
Phone: +47 22 48 35 90
Fax: +47 22 48 11 71
www.dnbnor.com

Yara’s ADR depositary bank
JPMorgan is the depositary bank for Yara ADRs:
JPMorgan ADR Group
4 New York Plaza, 13th Fl.
New York, NY 10004
USA
Phone (US): 800-990-1135
Phone (outside US):  +1-201-680-6630
E-mail: adr@jpmorgan.com