Risk factors
Ahold is a Dutch company and a foreign private issuer
and is subject to different principles of law, disclosure
standards and corporate governance standards than a U.S.
domestic issuer that may limit the rights of shareholders,
the information available to holders of its ADSs and the
transparency and independence of the Company.
As a consequence of Ahold's incorporation in the
Netherlands, its corporate affairs are governed by Dutch
corporate law. Principles of Dutch law relating to certain
matters, including the fiduciary duties of management and
the rights of shareholders, may differ from those that would
apply if the Company were incorporated in a jurisdiction
within the United States. For example, there are no statutory
dissenters' rights of appraisal under Dutch law with respect
to share exchanges, mergers and other similar transactions.
As a foreign private issuer, although the Company is subject
to the periodic reporting requirements under the Exchange
Act, the disclosure required of foreign private issuers under
the Exchange Act is more limited than disclosure required
of U.S. domestic issuers. As a result, there may be less
publicly available information about Ahold than is regularly
published by or about other public companies in the United
States and such information may be made available later
than that of U.S. domestic issuers. As a foreign private
issuer, Ahold is also exempt from some of the corporate
governance requirements of the NYSE that are applicable
to U.S. domestic companies listed on the NYSE. For more
information related to the corporate governance requirements
that apply to Ahold, see "Corporate governance" in this
Annual Report.
36 Ahold Annual Report 2006
