1.6.7.1

The following remuneration report of the Supervisory Board contains an account of the way in which the remuneration policy (still to be adopted) was put into practice for the past financial year.

Remuneration

The remuneration committee is a permanent committee of the Supervisory Board, consisting of two Supervisory Board members. In the financial year, the remuneration committee relied on the services of an external remuneration advisor. During the year, an independent organisation conducted a market survey amongst two peer groups as described in the remuneration policy. The composition of the groups of companies against which the remuneration policy of executive board members (peer groups) is compared was determined by the remuneration committee in consultation with the external advisor. The first peer group consists of companies that are active in the agricultural sector in Europe. The second peer group consists of small- and mid-cap funds. When determining the peer groups, their comparability in scope, complexity, importance and result was examined. The peer groups are comparable to the previous survey conducted in 2012. The outcome of the survey was used to determine the remuneration effective from 1 January 2016.
Prior to the preparation of the remuneration policy and the adoption of the remuneration of individual members of the Executive Board, the Supervisory Board analysed the potential outcome of the variable remuneration components and the consequences thereof for the remuneration of the members of the Executive Board.

Annual salary of the members of the board under the articles of association (hereinafter referred to as: the "Executive Board")

The fixed salaries of the members of the Executive Board were indexed on 1 January 2015 by a percentage ranging between 1.1% and 2.5%. Taking into account the said indexation, the Supervisory Board made an estimate of the expected inflation development and the comparison with the salary margin in the peer group. The salaries of the members of the board of directors were not increased in 2014. The salaries as per 1 January 2016 amounted to:

Yoram Knoop              € 448,399
Arnout Traas               € 354,792
Jan Potijk                    € 375,954

An overview of the costs incurred by the company in the financial year in relation to Executive Board remuneration is included in notes to the consolidated financial statements at note 35. Related Parties.
This overview provides a summery of the remuneration of the individual members of the Executive Board. No fees other than those shown in the overview were paid to members of the Executive Board in the financial year.

Short- and long-term performance bonus of members of the executive board

The objectives for the short-term performance bonus are 70% related to financial targets and 30% to qualitative targets (as determined at the discretion of the Supervisory Board). The range of the short-term performance bonus has been elaborated further in the remuneration policy submitted to the Annual General Meeting for adoption on 15 April 2016. In addition, the CEO receives a fixed short term bonus of € 100,000 per year during the term of his current contract by way of compensation for acquired rights with his previous employer.

The objectives for the long-term performance bonus are for 60% related to financial targets and for 40% to qualitative targets (as determined at the discretion of the Supervisory Board). The range of the long-term performance bonus is elaborated in the aforementioned remuneration policy. The long-term performance bonus is determined over a period of 3 years. At the beginning of 2015 the long term performance bonus was paid which was established in 2013.

                           Short-term %    Long-term % 
                           of maximum      of maximum

Yoram Knoop          98.6%                n.a.
Arnout Traas           97.1%                100%
Jan Potijk                 95.4%                100%

With regard to the short-term performance bonus 2015, the financial targets were realised for 100% and the qualitative targets arrived at a range between 84.7% and 95.3% of the previously stipulated level.

The long-term performance bonus 2012-2014 was established at the time on the basis of targets which were equal to the short term bonus taking into account that payment would take place after 3 years.

The variable remuneration targets are not disclosed as they are (may be) commercially confidential and potentially price-sensitive. On the occasion of establishing the bonus amounts, the report of the accountant relating to the remuneration of the Board of Directors was used.

In addition to financial targets, qualitative targets applied during the financial year including among other things, strategy and sustainability.

The members of the Executive Board used the following percentages of the short-term bonus for the employee participation scheme for senior management, which resulted in the acquisition of 63,011 depositary receipts for shares by Yoram Knoop, 14,987 depositary receipts for shares by Arnout Traas and 21,007 depositary receipts for shares by Jan Potijk. A lock-up period of three years and a discount of 20% on the regular acquisition price, which was granted in the form of allocation of additional depositary receipts for shares, apply to the depositary receipts that were acquired based on this scheme.

As per 31 December 2015 the following depositary receipts were held by members of the Executive Board:

• Yoram Knoop: 164,662 (of which 102,162 depositary receipts are in lock-up)
• Arnout Traas: 85,211 (of which 50,206 depositary receipts are in lock-up)
• Jan Potijk: 831,198 (of which 53,472 depositary receipts are in lock-up)

The company did not allocate remuneration in the form of options or (depositary receipts for) shares to members of the Executive Board, the Board of Directors, members of the Supervisory Board and/or employees. The remuneration of the members of the Executive Board did not depend on a change of control in the company. No loans were granted to members of the Executive Board.

During the financial year the Supervisory Board did not see reason to rely on its special authorities to adjust or claim back allocated variable or long-term remunerations.

During the financial year severance payments or other special payments were not made to (former) Executive Board members, barring the following correction payment in connection with an incorrect processing of the life-cycle savings scheme for the years 2010 up to and including 2013: in January 2016 an amount of € 340,047 was paid for this.

Remuneration of members of the Supervisory Board

The annual remuneration of the members of the Supervisory Board amounts, in line with the policy adopted at the shareholders’ meeting of 15 April 2014, to € 50,000 for the chairman, € 35,000 for the deputy chairman and € 30,000 for the other members of the Supervisory Board with a surcharge of € 5,000 for each Supervisory Board member who is a member of a committee established by the Supervisory Board and € 7,500 for each Supervisory Board member who is a chairman of one of these committees. The said amounts are excluding VAT. The members of the Supervisory Board receive a fixed annual expenses allowance of € 500.

During the year under review the Supervisory Board did not allocate additional remuneration to members of the Supervisory Board in connection with the fulfilment of additional duties.

1.6.7.2

The Supervisory Board is of the opinion that the remuneration of the members of the Supervisory Board is at the level that is currently well in line with other companies that are, in terms of nature and scope, comparable to ForFarmers.

The company did not allocate options or shares to members of the Supervisory Board. The remuneration of the members of the Supervisory Board does not depend on the results of the company or on a change of control in the company. Loans were not provided to members of the Supervisory Board.

Remuneration of non-statutory directors of the Executive Board

The remunerations of non-statutory directors of the Executive Board are determined by the CEO after previous consultation of the Supervisory Board.

Lochem, 21 March 2016

Supervisory Board