Dimensiones de estudio

The following table sets forth certain information concerning the beneficial ownership of our ordinary shares as of May 31, 2006 by:

• each shareholder who is known by us to beneficially own (approximately) 5% or more of our outstanding ordinary shares; and

• our supervisory board members and management board members, each as a group.

Percentage of beneficial ownership is based on an aggregate of 58,907,026 ordinary shares outstanding at May 31, 2006 except as otherwise noted:

(1) Under Rule 13d-3 of the Exchange Act, more than one person may be deemed to beneficially own certain ordinary shares (if, for

example, persons share the power to vote or the power to dispose of the ordinary shares). In addition, a person is deemed to beneficially own ordinary shares if the person has the right to acquire the ordinary shares (for example, upon exercise of an option) within 60 days of the date as of which the information is provided. As a result, the percentage of outstanding ordinary shares of any person as shown in this table does not necessarily reflect the person’s actual ownership or voting power with respect to the number of ordinary shares actually outstanding. In addition, filings with The Netherlands Authority for the Financial Markets (Autoriteit Financiële Markten) with respect to shareholdings in public companies do not specify the number of shares held by the filing party.

(2) Percentage holding is derived from a filing made by Aviva plc. with The Netherlands Authority for the Financial Markets

(Autoriteit Financiële Markten) on February 1, 2005. The number of shares held was not filed.

(3) Percentage holding is derived from a filing made by A. van Herk with The Netherlands Authority for the Financial Markets

(Autoriteit Financiële Markten) on January 10, 2006. The number of shares held was not filed.

(4) Percentage holding is derived from a filing made by FID Growth Company Fund with the Netherlands Authority for the Financial

Markets (Autoriteit Financiële Markten) on March 2, 2006. The number of shares held was not filed.

As of May 31, 2006 there were 10,684,766 ADSs, each representing one ordinary share, all of which were held of record by nine registered holders in the United States (including The Depository Trust Company). The number of ADSs at May 31, 2006 represent 18% of our ordinary shares that were issued and outstanding on that date.

To the best of our knowledge, we are not directly or indirectly controlled by any other corporation, foreign government or other entity.

Ordinary shares held by the members of our management board as

a group 268,801 0.46

Ordinary shares held by our supervisory board members as a group 280,610 0.48

Doc 1 Page 87 EDGAR :Redline:OFF

20-F/A Crucell N.V.

byang c:\fc\178205742665_d10181_1194892\13719-1-EI.pdf

Obligations of Shareholders to Disclose Holdings under Netherlands Law Current situation

The Netherlands’ Act on Disclosure of Holdings in Listed Companies (the “Major Holdings Act”) applies to any person or entity that, directly or indirectly, acquires or disposes of an interest in the voting rights and/or the capital of a public limited company incorporated under the laws of The Netherlands that is officially listed on a stock exchange within the European Union (the “EU”).

Disclosure is required when, as a result of an acquisition or disposal, the percentage of voting rights or capital interest acquired or disposed of by a person or an entity reaches, exceeds or falls below 5, 10, 25, 50 or 66.67 percent. With respect to us, the Major Holdings Act would require any person or entity whose interest in our voting rights and/or capital reached, exceeded or fell below those percentage interests to notify in writing both us and The Netherlands Authority for the Financial Markets (Autoriteit Financiële Markten or AFM) immediately after the acquisition or disposal of the triggering interest in our share capital. Upon receipt of the notification, the AFM will disclose the information, as notified, to the public by means of an advertisement in a newspaper distributed throughout The Netherlands.

In addition, the members of our management and supervisory boards are required to immediately notify the AFM of any change in our shares or options they hold or voting rights in respect of these shares. The AFM will disclose this information in a public register on its website. Noncompliance with the obligations of the Major Holdings Act can lead to criminal prosecution. In addition, a civil court can issue orders against any person who fails to notify or incorrectly notifies in accordance with the Major Holdings Act, including suspension of the voting rights in respect of such person’s ordinary shares.

New developments

A legislative proposal is pending in the Dutch Parliament, entitled the Act on Disclosure of Voting and Capital Interest in Listed Companies (Wet Melding Zeggenschap en Kapitaalbelang in Effectenuitgevende Instellingen) (the “Act on Disclosure”). The Act on Disclosure is expected to come into force in the course of 2006 and will implement part of the Transparency Directive (2004/109/EC).

The proposal currently includes the following material changes with regard to the notification obligations of shareholders in Dutch listed companies:

(a) once in every calendar year, every holder of a capital interest (in terms of capital or voting rights) of 5% or more must renew

its notification to reflect changes in the percentage held in the listed company, including changes as a consequence of changes in the total issued share capital; and

(b) a shareholder will be required to notify the AFM whenever the percentage of its capital interest (in terms of capital or voting

rights) exceeds or falls below the revised threshold of 5%, 10%, 15%, 20%, 25% of our outstanding share capital. A shareholder who holds more than 25% of the voting rights or of our issued capital should notify the AFM upon any acquisition or disposal of voting rights or shares.

Related Party Transactions

Transactions Involving Our Senior Management

The following table describes all loans made to members of our management board and senior management since January 1, 2001. We have not made any loans to any of our supervisory board members. The interest rate on all loans was 4.4% per annum in 2003, 3.5% per annum in 2004, and 3.5% per annum in 2005. We set these interest rates in relation to Dutch income tax law, which changes on an annual basis. These loans become payable at the time shares received on exercise of related options are sold or, if the employee ceases to work for us before this time, immediately. We extended these loans prior to July 30, 2002, the date legislation was passed in the United States, prohibiting the grant of additional loans to

85

Doc 1 Page 88 EDGAR :Redline:OFF

20-F/A Crucell N.V.

byang c:\fc\178205742665_d10181_1194892\13719-1-EI.pdf

company officers, and no loans or our senior management have been extended since that date. The loans to the persons listed below were extended in connection with options granted to them on our ordinary shares, and related taxes.

Loans to Ronald H.P. Brus for an amount of €13 provide that he will not owe us interest with respect to the entire principal of these loans. In each case, we cancel a certain portion of the interest owed to us and the associated income tax, and attribute such cancelled amounts to salary for income tax purposes.

Neither we nor any of our subsidiaries was a party to any material transactions, or proposed transactions, in which any director, any executive officer, any spouse or relative of any of the foregoing, or any relative of any such spouse had or was to have a direct or indirect material interest.

86

Name

Largest amount of loan outstanding since

January 1, 2001

Amount of loan outstanding at May 31, 2006

Current Interest Rate

Ronald H.P. Brus € 132 €111 3.5%

Jaap Goudsmit € 25 € — 3.5%

René K. Beukema € 59 € 52 3.5%

Doc 1 Page 89 EDGAR :Redline:OFF

20-F/A Crucell N.V.

byang c:\fc\178205742665_d10181_1194892\13719-1-EI.pdf

Item 8. Financial Information