Combined Shareholders' Meeting of April 28, 2016
8.2 Draft resolutions presented at the Shareholders' Meeting
DANONE
REGISTRATION DOCUMENT 2015
329
of the categories provided in Article L.341-4 of the French social
security code, the shares will be definitively allocated to the
beneficiary before the end of the remaining vesting period. Said
shares will be freely transferable from delivery.
8.
Acknowledges that this authorization entails ipso jure the waiver
by the shareholders of their preferential subscription right to the
shares that would be issued as a result of this resolution, to the
benefit of the beneficiaries.
9.
Grants full powers to the Board of Directors, with the ability
to sub-delegate in accordance with the conditions set out by
law, to implement this resolution, within the conditions set forth
above and within the limits authorized by applicable laws and
regulations, and in particular to determine, if applicable, the
terms and conditions of the issuances that will be completed as
a result of this authorization, as well as the dividend entitlement
dates of the newly issued shares, acknowledge the share capital
increases, amend the Company's by-laws accordingly, and more
generally complete all formalities useful for the issuance, listing
and financial servicing of securities issued as a result of this
resolution and take all useful and necessary steps in accordance
with applicable laws and regulations.
This authorization is granted until December 31, 2016.
Each year, theBoardof Directorswill informtheOrdinary Shareholders'
Meeting, in accordance with legal and regulatory requirements, and
in particular Article L.225-197-4 of the French commercial code, of
the transactions completed pursuant to this resolution.
Eighteenth resolution
(Powers to carry out formalities)
The Shareholders' Meeting gives full powers to any bearer of an
original, a copy or an excerpt of these minutes to make all legal and
administrative formalities and carry out all filings and any publicity
required by applicable laws and regulations.




