Third Supplement to the Base Prospectus dated 10 March 2014
The following materials relating to N.V Bank Nederlandse Gemeenten’s Euro 90,000,000,000 debt issuance programme (the “Programme Materials”) shall not constitute an offer to sell or the solicitation of an offer to buy securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any such jurisdiction. These materials are not directed at or accessible by persons located in any jurisdiction where the offer for sale of securities is not permitted.
The Programme Materials are not an offer for sale of securities in the United States. Securities may not be sold in the United States absent registration with the United States Securities and Exchange Commission or an exemption from registration under the U.S. Securities Act of 1933, as amended (the "Securities Act"). In particular, any securities that may be referred to in the Programme Materials have not been and will not be registered under the Securities Act and may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. There will be no public offering of any such securities in the United States. If you are in the United States, or a U.S. Person (as defined in Regulation S under the Securities Act) (a “U.S. Person”), and wish to access the following materials, you must be a qualified institutional buyer (“QIB”) within the meaning of Rule 144A under the Securities Act. If you are in the United States, or a U.S. Person, but you are not a QIB, you may not access the Programme Materials. If you are in the United States, or a U.S. Person, by clicking on the link below, you will be deemed to represent that you are a QIB.
Non-U.S. Persons outside of the United States may access the Programme Materials. The Programme Materials are published in reliance on article 14 of Directive 2003/71/EEC of the European Parliament and of the Council of 4 November 2003.
N.V Bank Nederlandse Gemeenten, any Dealers (as defined in the Programme Materials) or any other intermediaries do not represent that the following materials may be lawfully distributed, or that any securities may be lawfully offered, in compliance with any applicable registration or other requirements in any such jurisdiction, or pursuant to an exemption available thereunder, or assume any responsibility for facilitating any such distribution or offering. Accordingly, no securities may be offered or sold, directly or indirectly, and the following materials may not be distributed or published in any jurisdiction, except under circumstances that will result in compliance with any applicable laws and regulations. Persons who wish to access the following materials must inform themselves about, and observe, any such restrictions on the distribution of such materials.