statutes

of the

HOCHDORF Holding AG

(HOCHDORF Holding SA)

(HOCHDORF Holding Ltd.)

I. Company, registered office, duration and purpose 4ft.

Art 1 HOCHDORF Holding AG (HOCHDORF Holding Ltd.) (cHE-102.468.6s6) (hereinafter referred to as

"the Company") has a limited liability company under the provisions of the Swiss Code of Obligations
based in Hochdorf (canton of Lucerne). ,

The Company may establish subsidiaries and branches in Switzerland and abroad.

Art. 2 The purpose of the company is to acquire, hold, manage, sell and finance participations in
companies in Germany and abroad, in particular in the food and beverage sector.

The company can also acquire, manage and sell licenses, patents and trademarks at home and abroad.
The Company is authorized to conduct all transactions which are directly or indirectly related to this
business purpose or which are suitable for promoting it. The Company may acquire, acquire and sell
real estate.

II. Share Capital and Shares

Art.3 The share capital of the Company is CHF L4,347,600.00 (in Woften: fourteen million three
hundred and forty-seven thousand six hundred). It is divided into 1,434,760 registered shares at a
nominal value of CHF 10.00 each.

All shares are registered and fully paid-up By amendment of the Articles of Association, registered
shares can be converted into bearer shares or bearer shares into registered shares at any time and
shares can be split into smaller denominations or merged into larger denominations. Instead of
individual shares certificates can be issued over several shares.

The ownership or usufruct of shares and any exercise of shareholder rights implies recognition of the
Articles of Association. The Company issues its shares in the form of individual certificates,
certificates, global certificates or stock rights. The company is free to convert any shares issued in one
of these forms into another form at any time without the consent of the shareholders. The
shareholder is not entitled to conversion of shares issued in certain form into another form. However,
each shareholder may at any time require the Company to issue a certificate of registered shares held
by him in accordance with the share register. The transfer of accounting effects underlying shares of
the Company and the provision of collateral for such book effects are governed by the provisions of
the German Book Act.

A cession of book effects is excluded. The shares are indivisible to the company. For each share, only
one representative and one voter will be recognized. If the persons entitled to joint ownership of
shares can not agree on their representation, the voting rights of these shares are suspended.
Art.3a

Replaced without compensation (decision of the Board of Directors of 27 October 2016).

Art.3b
1. The share capital of the Company may be increased by a maximum of CHF 2873'800.00 by issuing a
maximum of 287,380 fully paid-up registered shares with a nominal value of CHF 10.00 each, by
voluntary exercise or mandatory exchange of conversion and / or option rights with convertible
bonds, bonds or similar bonds or other financial instruments of the Company or one of its Group
companies. The subscription right of the shareholders is excluded in favor of the holders of the
conversion and / or option rights. The respective holders of conversion and / or option rights are
entitled to subscribe to the new shares. The pre-emptive subscription right of the shareholders
remains directly or indirectly respected. The Board of Directors decides on the assignment of non-
exercised advance subscription rights. The conversion and / or option conditions are to be determined
by the Board of Directors. The acquisition of registered shares through the exercise of conversion and
/ or option rights and any subsequent transfer of registered shares are subject to the restrictions set
out in Art. 6 of the Articles of Incorporation.

2. The share capital of the Company may be increased by a maximum of CHF 4'300'000.00 by the issue
of a maximum of 430'000 fully paid-up registered shares with a nominal value of CHF 10.00 each, by
voluntary exercise or mandatory conversion of conversion rights in connection with a convertible
bond, convertible loan or similar financial instrument (the "financial instrument") of the Company or
one of its Group companies. The subscription right of the shareholders is excluded. The pre-emptive
subscription right of shareholders is excluded with respect to this financial instrument in favor of Mr
Amir Mechria, Domaine des Biens Heureux, Villa 4, Route Royal, Cap Malheureux, Ile Maurice. The
terms of the financial instrument are determined by the Board of Directors. The conversion price for
the new registered shares is CHF 304.67 and is subject to capital market adjustments after the issue of
the financial instrument. The conversion rights may be exercised for a maximum of 3 years from the
date of issue of the financial instrument. The acquisition of registered shares through the exercise of
conversion rights and any subsequent transfer of registered shares are subject to the restrictions set
out in Art. 6 of the Articles of Incorporation.

Art.4
Share Register
The Company maintains a share register containing the names and addresses of the owners and
holders of registered shares. As a shareholder or as a beneficiary, only those who are registered in the
share register are recognized. The entry is certified on the share certificate / share certificate. The
Company may, after hearing the person concerned, delete entries in the share register if these are the
result of false information provided by the enrollee. The Enryerber must be informed of the deletion
sofoft.
Art.5
share transfer

Admission to the exercise of voting rights and related rights presupposes recognition as a full
shareholder by the Board of Directors.

Art.6
Refusal
The Board of Directors may reject a purchaser of registered shares as a full shareholder:

a) if the number of registered shares held by him exceeds 15% of the total number of registered
shares entered in the commercial register,

b) to the extent necessary to maintain proof of Swiss domination of the company in accordance with
federal law (this authorization is based on Art. 4 Final Provisions CO and on various Federal Courts,
namely the Federal Act on the Acquisition of Real Estate by Persons Abroad),

c) if the acquirer does not expressly declare, at the request of the Company, that it is carrying the
shares in its own name and purchased on your own account. Legal persons and legal communities,
which are connected by capital, voting power, direction or otherwise, as well as all natural or legal
persons and legal communities, which by coordination, syndicate or otherwise proceed in a
coordinated manner with a view to circumventing the registration restriction shall be deemed to an
acquirer.

III. Organization of the company

Art.7

The organs of the company are:

A) The general meeting of shareholders

B) The Board of Directors

C) The management

D) The auditors

A) The General Meeting

Art.8

The General Meeting shall be convened by the Board of Directors, if necessary by the Auditors. The
annual general meeting takes place annually within six months after the end of the financial year.
Extraordinary General Meetings take place when a) the Board of Directors or the Auditors considers it
appropriate;
b) if the General Meeting decides

c) if shareholders who together represent at least 10% of the share capital, jointly and in writing,
specifying the subject matter and the application, in elections of the names of the proposed
candidates, calling for the convening of an Extraordinary General Meeting. In the convocation, the
items to be discussed as well as motions of the board of directors and of the shareholders are to be
announced, which have demanded the execution of a general meeting or the inclusion of an item in
the agenda.

No resolutions may be passed on motions relating to matters not specifically announced: except
requests to convene an Extraordinary General Meeting or to hold a special audit and to elect an
auditor as a result of a request of a shareholder. For the submission of applications in the context of
the negotiating items and negotiations without a resolution, there is no prior announcement.

Art. 9

Powers

The General Assembly is the supreme body of the Company. It has the following non-transferable
powers:

1. Determination and amendment of the Articles of Incorporation;

2. Election and election of the following persons and officers:

a) the individual members of the Board of Directors

b) the Chairman of the Board of Directors

c) the individual members of the Personnel and Remuneration Committee

d) the auditors

e) the independent proxy;

3. Approval of the annual report, the consolidated financial statements, the annual financial
statements and the resolution on the appropriation of the balance sheet profit, in particular the
determination of the dividend;

4. Approval of the respective remuneration of the Board of Directors and the Executive Board;

5. Discharge of the members of the Board of Directors and persons entrusted with the management;

6. Resolution on items reserved for the General Assembly by law or by the Articles of Association or
presented to it by the Board of Directors.

Article 10

The General Assembly shall be chaired by the President or another member of the Venry Council. The
members of the Board of Directors, who are not themselves shareholders of the Company, may
attend the Annual General Meeting and submit motions.
The chairman designates the secretary and the tellers, who must not all be shareholders. The minutes
shall be signed by the chairman and the secretary.

Article 11

Votes and elections

Each share entitles to one vote. A shareholder may be represented at the General Meeting by a proxy
by a co-shareholder or by a written or electronic proxy by the independent proxy.

Unless otherwise required by law and by the Articles of Association, the General Meeting passes
resolutions and conducts its elections by a relative majority of the votes cast, with abstentions not
being taken into account for the purpose of determining the majority, unless the law requires
otherwise.

In case of a tie, the chairman has the casting vote.

Elections and votes are open unless the General Assembly decides to vote or vote in writing, or if the
chairperson decides on written or electronic voting or election.

Art. 12

The term of office of the independent proxy expires upon the conclusion of the next Annual General
Meeting. Re-election is possible. His duties are governed by the applicable provisions.

The Company also allows its shareholders to issue proxies and instructions to the independent proxy
by electronic means. The Board of Directors may lay down rules for the independent proxy who
deviate from the restriction of the voting power of 150% of the share capital.

The Company ensures that the shareholders have the opportunity to inform the independent proxy
about unannounced motions for items of negotiation as well as new items of discussion according to
Aft. 700 para. 3 OR general instructions.

B) The Board of Directors

Art. 13

The Board of Directors consists of at least five members. The General Meeting elects the members of
the Board of Directors and the Chairman of the Board of Directors individually.

The term of office ends with the conclusion of the next Annual General Meeting. Re-election is
possible 'With the exception of the election of the Chairman and members of the Personnel and
Remuneration Committee, the Board constitutes itself. It designates one or more Vice-Presidents as
required.

Art. 14
The Board of Directors shall conduct the business of the Company insofar as it has not delegated the
management. He may pass resolutions in all matters that are not allocated to the law or statutes of
the General Assembly. The Board has the following non - transferable and inalienable duties:

1. The overall direction of the company and the enactment of the necessary regulations and the
provision of the necessary instructions;

2.The determination of the organization;

3. The structure of accounting, financial control and financial planning, if necessary for the
management of the company;

4. The appointment and removal of persons entrusted with the management and representation;

5. Supervision of the persons entrusted with the management, in particular with regard to the
observance of laws, statutes, regulations and instructions;

6 The preparation of the Annual Report and the Compensation Report as well as the preparation of
the General Meeting and the execution of its resolutions;

7. Notification of the Judge in the event of over-indebtedness

The Board of Directors may assign the preparation and execution of its resolutions or the supervision
of transactions subject to Art. 20 committees or individual members. He has to ensure adequate
reporting to his members. If the office of Chairman of the Board of Directors is vacant, if the Personnel
and Remuneration Committee is not fully filled or if the Company has no independent proxy, the
Board of Directors appoints a replacement for the duration until the conclusion of the next Annual
General Meeting, which - with the exception of the Independent Proxy - must be a member of the
Board of Directors.

Art.15

1. The maximum number of additional mandates of the members of the Board of Directors is as
follows:

a) 3 mandates as a member of the Board of Directors or as a member of other supreme governing or

administrative bodies of companies which are public corporations in accordance with ArL.727 Abs, 1
no. L OR apply; and additionally

b) 5 mandates as member of the Board of Directors or as member of other senior management or

administrative bodies of companies within the meaning of Art. 727 para. t no. 2 CO; and additionally

c) 10 mandates as a director or as member of other supreme governing or administrative bodies of

other legal entities which do not fulfill the above criteria.

2. Mandates are mandates in the supreme governing or executive body of a legal entity which is
required to be entered in the commercial register or in a corresponding foreign register. Mandates in
different legal entities that are under uniform control or equal economic authority are considered as
one mandate.
3. There are no restrictions on the number of mandates in legal entities controlled by the Company or
the occupational benefits institutions which employees of the Company insure.

Art.16

The Board of Directors is authorized to delegate all or part of the management to individual members
or other natural persons in accordance with organizational regulations. Insofar as the management
has not been appointed, it is entitled to all members of the Board of Directors as a whole.

The governing council may, under the conditions set out in paragraph 1, also delegate asset
management to legal persons.

Art.17

The Board of Directors is called by the President. Each member may request the President in writing
to convene a meeting. Negotiations and decisions will be followed by a protocol signed by the
President and the Secretary.

Art.18

The Board of Directors has a quorum if the majority of its members are present. For resolutions and
votes, the majority of the represented Board of Directors applies. The chairman agreed; he has the
casting vote. Resolutions of the Board of Directors may also be passed by telephone or video
conference and, unless a member requests verbal consultation, in writing by circular resolution.
Transactions which are not announced in the list of TraCanden may be passed if all members are
present and no member objects.

Art.19

Compensation

The members of the Board of Directors receive a non-performance-related base salary as well as
allowances for functions and membership of committees. The expenses are reimbursed on a flat-rate
basis. The Board of Directors may set special compensation for special tasks. At the request of the
Board of Directors, the Annual General Meeting approves the total amount of the remuneration of
the Board of Directors for the period until the next Annual General Meeting. Severance payments,
remunerations paid in the. Advance provision, as well as commissions for the transfer or acquisition
of companies or parts thereof, which are directly or indirectly controlled by the Company. No loans or
credits are granted to members of the Board of Directors. No collateral, such as guarantees or
guarantees, is also granted. The remuneration may be paid by the Company or by companies
controlled by it.

Art.20

The General Meeting elects at least two members from the members of the Board of Directors to the
Personnel and Remuneration Committee. The term of office of the members of the Personnel and
Remuneration Committee is one year and ends with the conclusion of the next Annual General
Meeting. Re-election is possible.
The Personnel and Compensation Committee constitutes itself. The Board of Directors designates the
Chairman. The Board of Directors regulates the tasks, the organization and the resolution of the
Personnel and Compensation Committee in a regulation. The Personnel and Remuneration Committee
supports the Board of Directors in determining and reviewing the remuneration and personnel policy
of the HOCHDORF Group and the remuneration system for the Board of Directors and the Executive
Board. He prepares the proposals of the Board of Directors to the General Meeting on the
remuneration of the Board of Directors and the Executive Board.

C) The management

Art. 21 The management is responsible for the overall management of the business and the
representation of the company externally, subject to the powers of representation of the board of
directors and its committees. The duties and powers of the management are laid down in the
organizational regulations.

Art 22 The employment contracts of the members of the Executive Committee are usually concluded
for an indefinite period, with a notice period of no more than 6 months. Temporary employment
contracts have a maximum duration of one year. A renewal is permitted. No loans or credits are
granted to the members of the Executive Committee. No collateral, such as guarantees or guarantees,
is also granted.

Art. 23 The total compensation of the members of the Executive Board consists of a fixed and a
variable remuneration, which depends on the function, the business result and the individual
performance. Total remuneration also includes benefits, services and benefits in kind. The Board of
Directors regulates the details in the remuneration regulations. At the request of the Board of
Directors, the General Meeting approves the total amount of compensation paid to the Executive
Board for the current year.

In the event of rejection by the General Meeting, the Board of Directors determines the compensation
of the Executive Board and proposes the approval of the total compensation of the Executive Board at
the next ordinary General Meeting.

The Company or companies controlled by it are authorized to allocate an additional amount to each
Member who joins the Executive Committee or is promoted within the Executive Board after the
approval of the total amount of the fixed compensation by the General Meeting, if the already
approved remuneration is not sufficient for its remuneration.

The additional amount daft per compensation period does not exceed 30% of the last approved
maximum amount of the fixed compensation of the executive management. Severance payments,
compensation paid in advance and commissions for the transfer or takeover of companies or parts
thereof that are directly or indirectly controlled by the Company are not permitted. The remuneration
may be paid by the Company or by companies controlled by it.

Art. 24

The maximum number of additional mandates of the members of the Executive Board is as follows:
a) 1 mandate as a member of the Board of Directors or as a member of other supreme governing or
administrative bodies of companies listed as public limited companies in accordance with article 727
(1) no. L OR apply; and additionally

b) 3 mandates as a member of the Board of Directors or as member of other senior management or

administrative bodies of companies within the meaning of Art. 727 (7) (2) CO; and additionally

c) 5 mandates as a director or as member of other supreme governing or administrative bodies of

other legal entities which do not meet the above criteria. Mandates are mandates in the highest
executive or governing body of a legal entity which is required to be entered in the commercial
register or in a corresponding foreign register.

Mandates in different legal entities that are under uniform control or equal economic authority are
considered as one mandate. The mandates must be approved in advance by the Board of Directors.

There are no restrictions on the number of legal entity mandates audited by the Company or
occupational pension schemes that employees of the Company insure.

D) The auditors

Art. 25

For the term of office until the conclusion of the next Annual General Meeting, the Annual General
Meeting annually elects a state-regulated auditing company as statutory auditors in the sense of the
Auditing Oversight Commission (RAG). The auditors are responsible for the powers and duties
assigned to them by law.

IV. Accounting

Art. 26 The financial year is determined by the Board of Directors.

Art. 27 The Board of Directors prepares an annual report for each financial year, which is made up of
the annual financial statements, the consolidated financial statements and the annual report
including the management report.

The Annual Report presents the course of business and the company's financial and financial
situation. The Annual General Meeting decides on the appropriation of the balance sheet profit at the
request of the Board of Directors in accordance with the legal requirements.

V Dissolution and liquidation

Art. 28 The General Meeting may at any time decide to dissolve the Company in accordance with
statutory and statutory provisions. The liquidation is carried out by the Board of Directors, unless the
General Meeting elects other liquidators.

The liquidators are authorized to sell the assets by private treaty.

Art. 29 Publication organ of the company is the Swiss Official Gazette of Commerce.

Art. 30 Notices and invitations to shareholders shall be made in writing to the addresses listed in the
share register.