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Ahold Delhaize April 10th, 2019

In general, Ahold Delhaize is in compliance with the Dutch regulations relating to the organisation and procedures of the Annual General Meeting.

Under ITEM 9, it is proposed to newly appoint Ms. Katie Doyle as Member of the supervisory board. Although she is considered independent, ECGS has concerns over her aggregate time commitments. Ms. Doyle is currently already serving as CEO of Swanson Health Products (substantial non-listed company) and non-executive director of Bernis Company Inc. (listed). Taking into account her proposed appointment at Ahold Delhaize (listed), the number of mandates held would exceed ECGS' guidelines. In view of concerns over aggregate time commitments, ECGS recommends to vote OPPOSE.

Under ITEM 12, the supervisory board seeks approval to amend the Company's remuneration policy. Although ECGS has no (major) concerns over the proposed amendments, the maximum variable salary, corresponding to 503% of annual base salary, exceeds the threshold of 300% of annual base salary under ECGS' guidelines. Accordingly, ECGS recommends to vote OPPOSE. There are no further peculiarities.

Ahold Delhaize

Koninklijke Ahold Delhaize is an international group of supermarket and foodservice operators based in Europe and the U.S. Co. operates supermarkets and convenience stores. In addition, Co. provides online food retailing services. Co. also finances, develops and manages store sites and shopping centers. Ahold Europe comprises Albert Heijn in the Netherlands and Belgium; Etos, Gall & Gall, and in the Netherlands; and Albert / Hypernova in the Czech Republic and Slovakia. Ahold USA is organized into four retail divisions: Giant Carlisle, Giant Landover, Stop & Shop New England, and Stop & Shop New York Metro. The Peapod online business is also part of Ahold USA.


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