Resolutions Annual General Meeting of Shareholders ForFarmers N.V.

26 April 2017

During the Annual General Meeting of Shareholders of ForFarmers N.V. (hereafter: the ‘General Meeting’ and ‘ForFarmers’ respectively), which was held today in Laren (Gelderland, the Netherlands), the shareholders have adopted the ForFarmers annual accounts over the 2016 financial year and have approved the appropriation of the profits for the financial year 2016. Furthermore, the General Meeting has authorised the Executive Board of ForFarmers to buy back shares, in ForFarmers’ own share capital, for a total amount between €40 million and €60 million in the period until October 2018 at the latest.

The dividend has been fixed at €0.24218 per ordinary share and will be paid entirely in cash to the shareholders of ForFarmers, after deducting 15% dividend tax. The ex-dividend date is 28 April 2017. Payment will take place on 9 May 2017.

Other resolutions

  • All members of the Executive Board have been discharged from performing their duties during the financial year 2016.
  • All members of the Supervisory Board have been discharged from performing their duties during the financial year 2016.
  • KPMG Accountants N.V. has been appointed as auditor of ForFarmers for auditing the 2017 financial statements and board report.
  • The remuneration policy, effective as of the financial year 2017, for the Executive Board of ForFarmers has been adopted.
  • Approval has been granted to the (modified) scheme as referred to in Section 135 of Book 2 of the Dutch Civil Code regarding rights to subscribe for depositary receipts for ordinary shares.
  • With effect from the financial year 2017 the members of the Supervisory Board will be awarded a remuneration for a period of three years in conformity with the summary that has been placed on the website of the Company (www.forfarmersgroup.eu under Investors/General Meeting of Shareholders).
  • Mr C. de Jong has been appointed as member of the Supervisory Board as successor to Mr. H. Mulder who stepped down according to schedule.
  • The Executive Board has been designated as the competent body, upon approval of the Supervisory Board, to issue ordinary shares and grant rights to subscribe for ordinary shares with a limitation up to 10% of the issued ordinary shares, increased up to 20% in the event of mergers, acquisitions or strategic partnerships, for the duration of 18 months.
  • The Executive Board has been designated as the competent body, upon approval of the Supervisory Board, to restrict or exclude the pre-emptive right of shareholders for the duration of 18 months.
  • The Executive Board has been authorised, upon approval of the Supervisory Board, to have ForFarmers acquire (other than without consideration) shares in its own share capital (irrespective of the type) up to a maximum of 10% of the issued capital of ForFarmers. In order to make the balance sheet of ForFarmers more efficient, the Executive Board has the intention to repurchase shares in ForFarmers’ own capital shares during a period of at most 18 months (the period for which authorisation has been given) for (a) an amount between €40 million and €60 million and (b) for the implementation of employee participation plans in 2017 (cf.: the employee participation plan 2016 involved 483,000 shares). The start of the purchase programme will be announced by means of a separate press release. After this, the progress of the purchase programme will be announced per week by means of a press release.

Following the General Meeting, the Executive Board resolved, with approval of the Supervisory Board, to initiate the purchase programme (the ‘share buy-back programme’) of own shares on 2 May 2017.

This press release contains information which qualifies as inside information within the meaning of article 7, paragraph 1 of the EU Market Abuse Regulation.

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