Comply or Explain

AGRANA does not abide by the following "Comply or Explain" rules as contained in the Austrian Corporate Governance Code for the reasons stated:

Rule 38
The Articles of Association do not lay down an age limit for the nomination of Managing Board members.  AGRANA would not consider it necessary or appropriate for the Articles of Association to lay down a special age limit for Managing Board members.

Rule 49
Contracts, including in particular consultancy contracts, between the company and individual members of the Supervisory Board or companies with which they have a close relationship are concluded by agreement with the Supervisory Board.  For business policy and competition law reasons, the details of these contracts cannot be disclosed.

Rule 54
AGRANA would not consider either the limitation of the number of supervisory board seats held by Supervisory Board members or an age limit for the nomination of Supervisory Board members to be appropriate, and they are currently not laid down in the Articles of Association.

Rule 57
AGRANA does not consider a limit on the number of additional supervisory board positions or a maximum age for the nomination of persons to the supervisory board to be reasonable and, for this reason, the articles of association do not contain such provisions at the current time.