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Social, societal and environmental responsibility

5.3 Funds sponsored by Danone

DANONE

REGISTRATION DOCUMENT 2015

202

Danone's Contributions

Under the terms of the resolution approved by the April 23, 2009

Shareholders' Meeting, Danone made a free and irrevocable capital

endowment of €100 million into the fund in 2009 and then made

additional annual contributions: €1.4 million for each of the 2009

and 2010 fiscal years and €0.9 million for fiscal year 2011.

Management of the fund's administrative,

accounting, financial and legal activities

The fund has no employees and the management of the fund's ac-

tivities (administrative, accounting, financial and legal) is handled

by dedicated Danone employees in accordance with the terms of

a services agreement between Danone and the fund. The salaries

and travel expenses of these employees, which in 2015 totaled

€1.8 million, are fully rebilled by Danone to the fund. This rebilling

is done in accordance with a rebilling procedure implemented by

the fund after all supporting documents have been submitted by

Danone to the fund.

Projects supported by the fund

Since its creation, the fund's board of directors has approved 63

projects (excluding feasibility studies), including seven new proj-

ects in 2015; in addition, eight extensions of existing projects were

approved in 2015.

The fund's board of directors decided to terminate two projects

(one in 2011 and the other in 2013) as a result of their non-viability.

Of the 61 projects in the portfolio, 11 projects have been removed

from the fund's scope since its creation, particularly at the end of

the initial phase of financing by the fund.

Consequently, 50 projects remained active as of December 31, 2015.

These projects are selected in accordance with the fund Governance

Charter and after a review on the basis of the following five criteria:

•

economic viability of the activity funded;

•

creation of social value;

•

possibility of developing or replicating the initiative;

•

innovative character;

•

differentiation opportunities.

The projects are initiated by Danone subsidiaries around the world,

both in developed and emerging countries.

Of the 50 active projects, 11 were located in Western Europe, 11 in

America, 11 in Central and Eastern Europe, eight in Asia and nine

in Africa and the Middle East.

Projects supported by the fund are implemented primarily through

non-profit organizations selected by the fund (associations, inter-

national organizations, etc.) and are subject to contracts between

the fund and the selected partner, which define detailed rules for

their implementation (description, timetable, subsidy payment

schedule, partner's responsibility, performance indicators, project

governance, etc.). Moreover, since 2013, some projects have been

carried out directly by the fund.

Since its creation the fund has supported initiatives that fall into

five main categories:

•

supplies: supporting the dairy and fruit industries in the regions

where Danone operates by developing small producers in par-

ticular (reinforcement or acquisition of new skills, technical

solutions, access to credit, etc.) (25 projects originally in the

portfolio representing €27 million committed by the fund as of

December 31, 2015);

•

micro-distribution: integrating socially disadvantaged individuals

by creating new distribution channels for consumer products

and/or local products with high nutritional value (nine projects

originally in the portfolio representing €9 million committed by

the fund as of December 31, 2015 for these projects);

•

recycling: collecting PET by helping to organize the work of

communities of rag pickers and by improving their quality of life

and that of their families (five projects originally in the portfolio

representing €7million committed by the fund as of December 31,

2015);

•

services to individuals: in connection with nutrition, develop

the professional skills of those providing personal services

(15 projects originally in the portfolio representing €9 million

committed by the fund as of December 31, 2015);

•

local development: contribute to social development in the areas

surrounding Danone's plants through local economic initiatives

(seven projects originally in the portfolio representing €6 million

committed by the fund as of December 31, 2015).

These projects are also subject to audits, impact studies and

monitoring by a coordination team (these overheads costs totaled

€2 million in 2015).

As of December 31, 2015, the total amount committed by the fund to

projects implemented by non-profit organizations (corresponding

to the amounts actually paid by the fund to partners as well as the

amounts that the fund has agreed to pay under contracts entered

into with partners) and to public-interest initiatives carried out

directly by the fund, audits, impact studies and monitoring by a

coordination team was €69 million.

Livelihoods Fund

Creation

The Livelihoods Fund is an investment fund dedicated to ecosystem

and carbon assets restoration and created at Danone's initiative.

It is a Luxembourg-registered mutual fund (société d'investisse-

ment à capital variable – specialized investment fund) created on

December 15, 2011.

The Livelihoods Fund seeks to invest in three types of projects that

fulfill both environmental and social criteria in Africa, Asia and Latin

America: (i) the restoration and preservation of natural ecosystems,

(ii) agroforestry and soil restoration through sustainable agricultural

practices, and (iii) access to rural energy to reduce deforestation.

The Livelihoods Fund also seeks to have a significant impact on

local communities (food safety, development of new revenue, etc.)

and on the environment.

The initial term of the fund is 24 years, the life span of a project

being around 20 years.

The creation of the Livelihoods Fund is in line with Danone's goal

of reducing its carbon and environmental footprint through the de-

velopment of offset actions that enable carbon credits to be earned

through projects with a high environmental and social impact.