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DANONE

REGISTRATION DOCUMENT 2015

Corporate Governance

6.3 Compensation and benefits of corporate officers and governance bodies

279

It therefore set Mr. Emmanuel FABER's annual variable compensation for 2015 at 124% of the compensation target, i.e. €1,240,000. The

details of this calculation are presented hereafter:

Indicators

Weighting

Percentage of

fulfillment

Percentage after

weighting

Fulfillment as amount

(in €)

Economic

60%

115%

69%

€690,000

Social and societal

20%

150%

30%

€300,000

Managerial

20%

125%

25%

€250,000

2015 total variable compensation

100%

124%

€1,240,000

The details of the percentage of attainment of the economic component are described hereafter:

Indicators

Weighting

Percentage of

fulfillment

Percentage after

weighting

Net sales

25%

90%

22.5%

Margin

25%

130%

32.5%

FCF

10%

140%

14%

Total

60%

115%

69%

Annual variable compensation target for 2016

The target amount of the Chief Executive Officer's annual variable

compensation for 2016, its components and the maximum compen-

sation percentage are the same as the previous year. As in 2015,

it will consist of three portions: an economic portion, calculated

based on Danone's objectives communicated to the financial mar-

ket, a social and societal portion, and a managerial portion with

the same weightings.

In accordance with the French Financial Markets Authority recom-

mendation no. 2012-02 of February 9, 2012, the expected level of

fulfillment for each of these criteria was specifically predefined by

the Board of Directors, at the recommendation of the Nomination

and Compensation Committee, but cannot be disclosed publicly for

reasons of confidentiality.

In accordance with the recommendations of the AFEP-MEDEF Code,

the payment of this variable compensation, subject to performance

conditions, will be the subject of a specific disclosure at the end of

2016. It will also be detailed in the 2016 Registration Document.

Details of Group performance units granted to the corporate officers

The Board of Directors, at the recommendation of the Nomination

and Compensation Committee, grants Group performance units to

the corporate officers each year (for more information, see section

General principles of Group performance units

above).

Grants during the year and history of Group performance unit

grants to the corporate officers

It should be noted that, as part of the overall assessment of the

Chairman of the Board's compensation, the Board of Directors de-

cided that no Group performance units will be granted to him in 2016.