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COMPANY REPORT

Nestle AGM attended by 2,706 shareholders, representing 55% of capital
Saturday, 08 April, 2017, 08 : 00 AM [IST]
Lausanne
About 2,706 shareholders attended Nestlé SA’s annual general meeting (AGM) in Lausanne. They represented 55.60 percent of the capital and 76.80 percent of the shares entitled to vote. The annual review and the accounts were approved and the shareholders agreed to the discharge of the board of directors and the management. The shareholders also approved the proposed dividend of CHF 2.30 per share.

All proposals of the board of directors were approved with strong majorities.The shareholders elected the members of the board of directors individually, for a term of office until the end of the next annual general meeting.

After serving Nestléfor almost 50 years, including 11 years as chief executive officer and 12 years as chairman, Peter Brabeck-Letmathe did not stand for reelection, having reached the mandatory retirement age.The board of directors thanked him warmly for his decades of service to the company and appointed him as chairman emeritus. As such, he will be available for advice upon request.

The board of directors thanked Paul Bulcke for his nine years of service as Nestlé’s chief executive officer. The shareholders elected him as chairman of the board of directors. The company’s chief executive officer, Ulf Mark Schneider, and Ursula M Burns, chairman of the board, Xerox Corporation, were elected as new members of the board.

The shareholders approved prospectively the total compensation of the board of directors and the executive board in binding votes. They also accepted the Nestlé Compensation Report 2016 in a separate advisory vote.

The board decided to appoint Henri de Castries as lead independent director. He will chair board meetings and in-camerasessions when the chairman is not present or conflicted.

Addressing the meeting, Brabeck-Letmathe said, “At a time when we are seeing more and more consolidation and drastic cost cuts in our industry, it is important to reaffirm Nestlé’s drive to create value through growth.Growth that is sustainable and profitable.”

“In order to be able to invest for growth, particularly through innovation and renovation, we will have to increase our operational efficiency to free up the resources we need,” he added.

Brabeck-Letmatheconcluded, “I would like to thank the board of directors for their commitment, their expertise and their support. I would also like to thank you, the shareholders, for your loyalty and commitment to Nestlé.”

“Over the past20 years, I have had the honour and the pleasure to lead and then to chair our wonderful company. Throughout all these years, you have given me your support and your trust. I sincerely appreciate that,” he added.

On his election as chairman,Bulcke said, “I would like to thank you for the trust you have put in me by electing me as chairman, a great responsibility and even greater motivation. I will continue to put my experience and knowledge at the service of Nestlé, leading the board and supportingSchneider as he takes the company forward as chief executive officer.”

After reviewing the group’s 2016 results,Schneider said, “Continuity and change. These two words describe the way forward for Nestlé. Continuity - building on the strong nutrition, health and wellness strategy of our company. Change- increasing our speed and simplifying the way we work.”

He added, “We, at Nestlé, believe that sustained value creation is the result of both growth and operating efficiency. These are my two priorities for the company. Together with a healthy sense of urgency, they will ensure the continued success of Nestlé.”

“I am confident that Nestlé has what it takes to be successful: a robust strategy, unparalleled global reach, industry-leading expertise and, above all, our people - the thousands of colleagues around the world who make Nestlé,” Schneider stated.

After reviewing the long and successful career of Brabeck-Letmathe at Nestlé, Andreas Koopmann, vice-chairman of the board, said, “For all of these achievements, Mr Chairman, allow me on behalf of the board of directors, the executive board, the employees, and – I am sure – the vast majority of shareholders present, to simply saythank you very much.”

For the year to come, the board and its different committees will be composed as follows:

Board of directors: Bulcke,Schneider,Koopmann, De Castries, Beat WHess, Renato Fassbind, Steven GHoch, Naïna Lal Kidwai, Jean-Pierre Roth, Ann M Veneman, Eva Cheng, Ruth K Oniang’o, Patrick Aebischer and Burns.

Chairman’s and corporate governance committee:Bulcke,Schneider,Koopmann, De Castries,Hess and Fassbind.

Compensation committee: Hess,Koopmann, Roth and Aebischer.

Nomination and sustainability committee: De Castries,Bulcke,Hoch and Veneman.

Audit committee: Fassbind, Kidwai, De Castries and Cheng.
 
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