Statement of Significant Differences Between Vtti Energy Partners LP’s Corporate Governance Practices and the New York Stock Exchange, inc. (the “NYSE”) Corporate Governance Standards

Overview

Pursuant to an exception under the NYSE listing standards for foreign private issuers, VTTI Energy Partners LP, a Marshall Islands limited partnership, is not required to comply with the corporate governance practices followed by U.S. companies under the NYSE listing standards. However, pursuant to Section 303A.11 of the NYSE Listed Company Manual, we are required to state any significant differences between our corporate governance practices and the practices required by the NYSE for U.S. companies. We believe that our established practices in the area of corporate governance are in line with the spirit of the NYSE standards and provide adequate protection to our unitholders. The significant differences between our corporate governance practices and the NYSE standards applicable to listed U.S. companies are set forth below.

Independence of Directors

The NYSE rules do not require a listed company that is a foreign private issuer like us to have a board of directors that is comprised of a majority of independent directors. The NYSE rules also do not require limited partnerships like us to have a board of directors comprised of a majority of independent directors. Further, under Marshall Islands law, we are also not required to have a board of directors comprised of a majority of independent directors. However, our board of directors has determined that each of Paul Govaart, Ian Farmer and Thomas Leaver satisfy the independence standards established by the NYSE as applicable to us.

Executive Sessions

The NYSE requires that non-management directors meet regularly in executive sessions without management. The NYSE also requires that all independent directors meet in an executive session at least once a year. As permitted under Marshall Islands law and our First Amended and Restated Agreement of Limited Partnership (our “Partnership Agreement”), our non-management directors do not regularly hold executive sessions without management and we do not expect them to do so in the future.

Nominating/Corporate Governance Committee

The NYSE requires that a listed U.S. company have a nominating/corporate governance committee of independent directors and a committee charter specifying the purpose, duties and evaluation procedures of the committee. As permitted under Marshall Islands law and our Partnership Agreement, we do not currently have a nominating or corporate governance committee.

Compensation Committee

The NYSE requires that a listed U.S. company have a compensation committee of independent directors and a committee charter specifying the purpose, duties and evaluation procedures of the committee. As permitted under Marshall Islands law and our Partnership Agreement, we do not currently have a compensation committee.

We do encourage our unitholders that wish to learn more about our governance practices to review our Annual Report on Form 20-F, which has been publicly filed with the SEC.