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Annual Report 2017 The Greenery B.V. Investing in a sustainable future
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Page 1: Annual Report 2017 - Amazon Web Servicess3-eu-central-1.amazonaws.com/greenery-platform/uploads/...Annual Report 2017, which is written in Dutch. In the event of any discrepancies

Annual Report 2017The Greenery B.V.

Investing in a sustainable future

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2 2017 Annual Report of The Greenery B.V.4 Footer

About this report This Annual Report presents the financial

results of and most important developments at

The Greenery B.V. in the year 2017.

The 2017 financial statements were signed

on 5 April 2018 by the Supervisory Board and

submitted for adoption to the General Meeting

of Shareholders of The Greenery B.V. on 10

April.

The consolidated financial statements have

been prepared in accordance with Dutch GAAP

and with Part 9, Book 2 of the Dutch Civil Code,

insofar as applicable.

This version is a translation of the original

Annual Report 2017, which is written in Dutch.

In the event of any discrepancies between the

two language versions, the Dutch text shall

prevail.

The annual report of The Greenery B.V. is also

available on the company's website: www.

thegreenery.com.

Concepts used in this annual report include the

following:

• The Greenery (the 'operating company')

• The Greenery as a whole, including all its

operating companies (‘The Greenery B.V.’,

'The Greenery Group', the ‘company’, the

‘enterprise’)

• The General Management of the company

('General Management')

• The Supervisory Board of the company

('Supervisory Board')

• Coöperatie Coforta U.A. (the ‘Cooperative’)

• The Management Board of Coöperatie

Coforta U.A. (the ‘Management Board’)

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AT A GLANCE 4

Key statistics in 2017 4

Key figures 5

Highlights 2017 7

Foreword 9

REPORT OF THE MANAGEMENT BOARD 11

About The Greenery 12

Company profile 12

The context in which we operate 17

Strategy and value creation 20

Management Report 25

Progress on strategy and objectives in 2017 25

Business unit results 27

Corporate Social Responsibility (CSR) 31

Our employees 40

Financial performance 43

Outlook for 2018 47

Risk management 49

Responsibility statement 56

GOVERNANCE 57

Corporate governance 58

Report of the Supervisory Board 61

Composition of governing bodies 64

The Greenery B.V. General Management 65

The Greenery B.V. Supervisory Board 66

2017 FINANCIAL STATEMENTS 70

Contents

32017 Annual Report of The Greenery B.V.

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Key statistics in 2017

50 Footer

45.3%Share of trade clients in revenue

47.2%Share of retail clients in revenue

419members

265products

EUR 1,003million net revenue

Export to

53 countries

Growers participating in GRASP:

100%Suppliers with IDH (Sustainable

Trade Initiative) certification:

70%

approx.1,000domestic and international fruit

& vegetable suppliers

12.5million net profit

39% increase compared to 2016

New strategy for 2017-2022

'Growing Together'

1,062employees (FTEs at year-end)

Sustainable chain optimisation

due to development and

integration of DCs, SAP and more

home-based transhipment

41% of growers hold the PlanetProof

certificate

4 2017 Annual Report of The Greenery B.V.

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Key figures

in millions of euros, unless indicated otherwise

Total Continuing operations

2017 2016 2017 2016

Net revenue 1,003.2 1,024.9 1,002.6 1,006.9Fruit & Vegetable Trade 927.9 950.3 927.9 932.3

Logistical Services 70.5 69.8 70.5 69.8

Exploitation & Development 4.8 4.8 4.2 4.8

Gross contribution1 151.9 153.0 149.6 150.1

Personnel expenses - fixed 67.6 68.2 66.8 66.6

Personnel expenses - variable 27.4 25.3 27.4 25.1

Other operating expenses 40.2 41.5 38.4 39.0

EBITDA 16.7 18.0 17.0 19.4

Amortisation and depreciation 15.6 14.1 15.2 14.1

Impairments (0.3) 1.3 (0.3) 0.4

Operating profit 1.4 2.6 2.1 4.9

Interest income and expenses (3.9) (4.0)

Tax on result 3.7 (0.6)

Share of result of participating interest 11.3 11.0

Net result 12.5 9.0

Cash flowsCash flow from operating activities 10.0 8.1

Cash flow from investing activities 0.2 (8.9)

Cash flow from financing activities (7.3) 3.8

Equity and financingBalance sheet total 300.5 326.9

Invested capital2 193.9 201.3

Return on average invested capital 1.6% 1.6%

Interest-bearing loans (including members' loans) 68.9 79.9

Members' loans 52.5 56.2

Liabilities 194.3 231.9

Solvency (equity in % liabilities) 54.7% 41.0%

Capital baseShareholders' equity 106.2 95.1

Product funds 5.2 5.5

Provision for deferred tax liabilities 17.8 15.9

Mandatory members' loans (long term) 36.9 39.8

Pension provision (RJ271)3 8.4 8.7

Total capital base 174.5 165.0

Capital base as a percentage of total assets 58.1% 50.5%

Number of employeesFull-time equivalents as at 31 December 1,062 1,113 1,002 981

1 Net revenue minus cost of sales and subcontracted work

2 Fixed asserts and working capital

3 The (provisional) commitment to pension providers is included in the capital base. 52017 Annual Report of The Greenery B.V.

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6 7Footer Footer

Highlights 2017

Launch of VersChat 31 August

Introduction of meal boxes at Jumbo6 November

The Greenery launches

operations in online retail

21 September

IntroduIntroduction of four-compartment tray for blueberries at

PLUS RetailDecember

Installation of 4,600 solar panels at the Barendrecht RD1 September

Introduction of the Fruit& Vegetables machine

20 October

Launch of GreenChain2 October

Sustainability

Cooperation

Sustainability

Sustainability

Innovation

Sustainability

Cooperation

Innovation

Innovation

Innovation

Innovation

Innovation

Cooperation

Cooperation

Cooperation

Sustainability

Cooperation

Innovation

Quality

Cooperation

Cooperation

BeeDeals consumer campaign

May

Asparagus promotion on Radio53813 April

Introduction of resealable top-seal packaging for soft fruit 6 February

Promotional campaign for greenhouse

vegetables at EDEKA8 May - 4 June

Sponsoring of King's Day breakfast27 April

Presentation of first PlanetProof certificate to grower Van Luijk28 March

Introduction of Verse Oogst fresh produce packs at PLUS Retail

26 June

Over 100,000 consumers gain inspiration during the Share

A Perfect Day event 30 June - 1 July

Opening of distribution centre for soft fruit in Breda1 April

Greenco wins Tomato Inspiration Award 10 February

Introduction of the Arabella super-

tasty strawberry6 June50th membership

anniversary of Ary van der Waal

30 March

Participation in the Rotterdam Marathon

9 April

The Greenery receives PlanetProof certificate1 June

6 2017 Annual Report of The Greenery B.V.

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6 7Footer Footer

Highlights 2017

Launch of VersChat 31 August

Introduction of meal boxes at Jumbo6 November

The Greenery launches

operations in online retail

21 September

IntroduIntroduction of four-compartment tray for blueberries at

PLUS RetailDecember

Installation of 4,600 solar panels at the Barendrecht RD1 September

Introduction of the Fruit& Vegetables machine

20 October

Launch of GreenChain2 October

Sustainability

Cooperation

Sustainability

Sustainability

Innovation

Sustainability

Cooperation

Innovation

Innovation

Innovation

Innovation

Innovation

Cooperation

Cooperation

Cooperation

Sustainability

Cooperation

Innovation

Quality

Cooperation

Cooperation

BeeDeals consumer campaign

May

Asparagus promotion on Radio53813 April

Introduction of resealable top-seal packaging for soft fruit 6 February

Promotional campaign for greenhouse

vegetables at EDEKA8 May - 4 June

Sponsoring of King's Day breakfast27 April

Presentation of first PlanetProof certificate to grower Van Luijk28 March

Introduction of Verse Oogst fresh produce packs at PLUS Retail

26 June

Over 100,000 consumers gain inspiration during the Share

A Perfect Day event 30 June - 1 July

Opening of distribution centre for soft fruit in Breda1 April

Greenco wins Tomato Inspiration Award 10 February

Introduction of the Arabella super-

tasty strawberry6 June50th membership

anniversary of Ary van der Waal

30 March

Participation in the Rotterdam Marathon

9 April

The Greenery receives PlanetProof certificate1 June

72017 Annual Report of The Greenery B.V.

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8 2017 Annual Report of The Greenery B.V.

Steven Martina, CEO of The Greenery and Gerard Pronk, chair of Coöperatie Coforta

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ForewordBUILDING A SUSTAINABLE FUTURE

2017 saw The Greenery take steps towards a more

sustainable future in various arenas. The associated

costs precede the benefits. Once the groundwork is in

order, the newly formulated strategy for 2017-2022

can be rolled out successfully.

The Greenery aims to remain relevant moving forward.

This is possible by continuing to focus on our clients

and building a dynamic organisation on a stable

foundation, ensuring that tasty fruit and vegetables

remain accessible and affordable. In the process, the

Greenery contributes to a healthier society through

sustainable and safe growing methods, product

innovations, technological developments and

collaboration with supply chain partners.

A focus on the customer

The Greenery aims to grow by intensifying its focus on

clients by offering the right product/market

combinations at the right place and at the right time.

The ability to align our operations with demand more

efficiently, ensure the reliability of deliveries and

produce in a transparent and efficient manner

represents a licence to operate. Our new strategy -

focused on cooperation, quality, sustainability and

innovation - will offer the Greenery more capacity and

opportunities to develop in this direction, ensuring

that our fruit and vegetables become even more

accessible to consumers.

Retailers seek to offer distinctive ranges of fresh

produce. New concepts, products and applications

play a major role in this regard. Market research and

big data allow for better decision-making in The

Greenery's interactions with clients, and a more rapid

response to the latest trends and developments. Our

clients are also interested in building long-lasting

relationships. This benefits both parties - investments

tend to yield better results in the long term - and is

crucial to the growth of a volume business such as The

Greenery.

Collaboration with growers

In addition to increasing revenues and volumes, a

healthy profit margin is also important. This applies to

The Greenery as well as the growers who are members

of our shareholder, Coöperatie Coforta. The sector is

seeing a continuing trend towards the further

expansion of scale. Many growers face a choice

between investment or selling their activities and

discontinuing their business. We must remain

appealing in all areas, ensuring that growers want to

start working with us or maintain their existing

relationships with The Greenery. We are working hard

to ensure that this is the case. The emphasis is on

retaining existing growers and attracting new ones.

We must ensure they are motivated to work with The

Greenery and help us respond to new trends and

developments. Our joint efforts to expand volumes will

strengthen the basis of our operations.

Developments in the sector also necessitate further

adjustment and modernisation of the Cooperative. To

this end, Coöperatie Coforta underwent a major

change in 2017, abolishing its Members' Council and

establishing a General Meeting of Members. All

Coforta members have a voice in this meeting,

ensuring closer ties with and greater involvement of

our members. The following objectives are relevant in

this regard: encouraging entrepreneurship, delivering

more tailored solutions, market-oriented production

and the promotion of ownership. Efforts to make

membership more appealing and remove impediments

will also contribute to The Greenery's longer term

objectives. With this in mind, proposals are currently

being developed, and will be discussed with members

in 2018.

Financial

The reporting year 2017 got off to a difficult start, with

vegetables from Southern Europe in short supply due

to weather conditions. Although The Greenery

managed to keep servicing its clients successfully, this

did put pressure on profit margins. We invested heavily

in new (online) clients and programmes, but also in the

construction of new distribution centres, IT

infrastructures and digitisation. All these efforts will

guarantee that working with The Greenery becomes

more appealing to our growers and to our own

employees. The Greenery is focused on the sustainable

development of the organisation. Despite higher costs

92017 Annual Report of The Greenery B.V.

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and the aforementioned investments, the year under

review saw positive financial results.

2018 and onwards

The past year saw numerous positive developments at

The Greenery. However, there is still much work to be

done. Our new strategy centres on the major

challenges and trends we must anticipate together.

The implementation of this strategy will be crucial,

requiring a different type of leadership and a flexible,

versatile and continually evolving organisation. The

shift from a supply-driven organisation to one capable

of rapidly responding to new opportunities will

necessitate different staff competences and skills,

which The Greenery is currently working to develop. As

of now, willingness to keep learning and remain open

to change will be the new constant. The Greenery

applies a customer-oriented approach in striving to

achieve its mission: adding value to fruit and

vegetables in collaboration with our growers, as we

remain focused on and show respect for the world

around us.

Steven Martina, CEO of The Greenery B.V.

Gerard Pronk, chair, Coöperatie Coforta U.A.

Barendrecht, 5 April 2018

10 2017 Annual Report of The Greenery B.V.

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112017 Annual Report of The Greenery B.V.

The Greenery's Management Board hereby presents its

report for the financial year ending on 31 December 2017.

REPORT OF THEMANAGEMENT BOARD

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About The Greenery

Deijkers - Bolijn partnership, pepper growers in Oud Gastel

The Greenery is an international fruit and vegetables company. Every day,The Greenery works with its growers, employees, clients and suppliers toallow consumers to enjoy natural, healthy and ultra-fresh fruit andvegetables.

COMPANY PROFILE

The Greenery is the international marketing & sales

organisation for fresh fruit and vegetables from the

Coforta growers' cooperative. Originally a Dutch

cooperative, Coöperatie Coforta's membership is also

open to a select group of international growers that

enable us to meet international clients' demand for

local produce and improve our cooperation with

international suppliers.

The Greenery acts as director of the chain, and focuses

on the interests of our clients. In this capacity, we

connect the supply and demand side, adding value to

each link of the chain. This involves a focus on

collaborations. The Greenery makes all the difference

for its clients, applying sustainable growing methods,

big data, continuous innovation and optimising the

quality of both products and services.

Through The Greenery, the members of Coforta supply

a complete and ultra-fresh assortment of fruit and

vegetables to supermarkets, wholesalers, caterers and

the processing industry. We also cooperate intensively

with our growers and partners from the Netherlands

and abroad in order to supply our products to clients

all year round. Our job is to ensure the efficient

management of our extensive product range, in terms

of both quality and quantity - and therein lies our

12 2017 Annual Report of The Greenery B.V.

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expertise, both anticipating and responding to

society's needs.

Through long-term collaborations with our clients,

The Greenery is able to offer its growers prices in line

with the market as well as continuity of sales. We are

continuously on the look-out for innovative products

and packaging and shelf concepts on behalf of our

clients, using both our expertise and market research

in this effort. In addition, we maintain contacts with

end users through consumer panels, we translate

consumers' wishes into projects for seed companies

and we are represented in trade and sector

organisations. Intensive collaboration enables us to

connect all the links in our chain.

ORGANISATIONAL STRUCTURE

The Greenery Group has several business units,

subsidiaries and participating interests which

collectively contribute to the successful marketing of

fruit and vegetables. The interplay of the various

business units owes its strength to the fact that The

Greenery is represented, and makes a real difference,

in all links of the chain. The Greenery's existing

activities can be classified within three pillars: Fruit &

Vegetable Trade, Logistical Services and Exploitation &

Development.

FRUIT & VEGETABLE TRADE

Fruit & Vegetable Trade covers all business units and

subsidiaries whose primary activity is the sale of fruit

and vegetables.

The Greenery

In addition to its 419 members, The Greenery works

with approximately 50 other Dutch and 500

international growers to be able to provide a complete

range all year round, supplementing the Dutch

assortment with imported products. This focus on

continuity in every collaboration enables The Greenery

to supply more than 265 different products that meet

our clients' requirements and specifications every day.

This allows us to deliver and distribute a complete and

ultra-fresh assortment of fruit and vegetables all year

round to national and international supermarket

chains, wholesalers, caterers and the processing

industry. The Greenery offers its clients good quality

products at attractive prices, distinguishing itself in

the market through its wide variety of products and

services, close relationships with growers, knowledge

of the fresh produce market and focus on innovation

and food safety. For example, we help our clients to

optimise their fruit and vegetables shelf presentation.

Due to its excellent supply chain management, The

Organisational structure

53Footer

The Greenery Groep

Shared services

Supply ChainSourcing & Trade

Top fruit

Soft fruit

Greenhouse

vegetables

Rich soil produce

Mushrooms

Import (Hagé,

Dalice, España)

Supply Chain

Management

Retail Subsidiaries

Hollander

Barendrecht

Hoogsteder

Group

Wagenaar

Naturelle

(organic)

Marketing/

E-commerce

Dijco

Distribution

centres

Account

management

Organisatiestructuur

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Greenery can manage all flows of goods effectively

and make sure the right products are linked directly to

the right clients.

The Fruit & Vegetable Trade pillar includes activities by

the following companies and labels, in addition to The

Greenery itself:

Hagé International

Hagé International (Hagé) imports products from

abroad to supplement Dutch seasonal produce on

behalf of The Greenery Group. Hagé also imports fruit

and vegetables that cannot be produced in the

Netherlands. This involves cooperation with growers

from over 50 countries. Hagé International also

includes The Greenery España S.A., which focuses on

the trade of Spanish products, particularly citrus, soft

fruit and stone fruit.

Naturelle

Naturelle specialises in the purchase and sale of

organic fruit and vegetables, and obtains its products

from both Coforta growers and external suppliers.

Naturelle supplies an organic range to the retail

segment all year round. Besides supplying

supermarkets, Naturelle serves organic food shops and

food service wholesalers in the Netherlands and

elsewhere.

Dalice

Dalice Qingdao Trading Company ltd. Dalice is a

trading company established in Qingdao (China) which

mainly focuses on sourcing garlic and ginger for Hagé.

Dalice also offers strategic value in terms of selling

Dutch products on the Chinese market.

Supply Chain Management & Logistics

The Greenery has an automated logistics

infrastructure, combined with expanding

transhipment options. As a result of home-based

transhipment from the growers, our products can

reach the shelf right from the field or greenhouse

within a single day.

The Greenery's logistics companies and chain partners

serve all clients promptly and efficiently, both by truck

and worldwide by air. There is also the possibility to

combine third-party transport flows and those of The

Greenery to reduce the number of client deliveries,

reduce costs and lessen the environmental impact.

Hoogsteder Group

Hoogsteder Groenten en Fruit B.V. and its sister

companies (Hoogsteder Group) specialise in the sale of

fruit and vegetables in Southern Europe, the Middle

East, the USA and Japan. The group supplies almost all

retail chains in France and Italy, while in Spain the

focus has traditionally been on wholesale. In France,

Hoogsteder has the highest sales from the

Netherlands of all Dutch exporters. E.J. van den Berg &

Zonen B.V. (van den Berg) is a specialist company

focused on Switzerland and Austria. Greenery Produce

is focused on the Middle East, the USA and Japan. All

parts of Hoogsteder Group are specialists in their

respective fields and hold a significant market

position. Hoogsteder has its own logistics centre in

Bleiswijk.

Core values

Our employees are motivated by a set of shared basic values. Alongside our agreements with clients,

growers and other stakeholders, our core values help to make us the most trusted supplier of fruit and

vegetables. Our core values are:

ReliabilityWe do what we promise and we deliver high-quality and safe products in a reliable way.

ClarityWe make clear agreements and always operate within the law and our own standards and values.

DrivenWe are always committed to serving our growers and clients.

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JH Wagenaar

JH Wagenaar, a Dutch wholesaler in fresh produce,

occupies a prominent position in the market for fresh

staple products and rich soil products. In addition, the

company supplies products for industrial enterprises.

LOGISTICAL SERVICES

Logistical Services is the pillar for business units and

subsidiaries where commercial services qualify as the

primary activity. This pillar includes the following

companies:

Hollander Barendrecht

As a supply chain partner, Hollander is responsible for

all logistics associated with the entire refrigerated and

fresh assortment for PLUS Retail. Hollander also offers

PLUS and other clients added value through a variety

of improvement programmes, chain projects and

supply chain activities. From the state-of-the-art

distribution centre for fresh produce in Barendrecht

and with a fleet of 110 trucks, Hollander supplies

3,000 different products to 262 PLUS supermarkets

every day.

Dijco

Internationaal Transportbedrijf Dijco B.V. (Dijco)

arranges all inbound and outbound transport activities

on behalf of The Greenery. With its modern fleet of 50

Dijco trucks and around 100 chartered vehicles, the

company transports fresh produce from growers

directly to clients and to distribution centres (DCs) and

from DCs to clients in the Netherlands, Germany, the

United Kingdom, France and other EU Member States.

Dijco also transports packaging materials to growers

and has, for several decades, arranged the transport of

other consumer products and food labels as return

freight for a number of leading international

businesses.

Blue Sky Cargo

Trading under the name Blue Sky Cargo, Disselkoen

Airfreight B.V. is part of Hoogsteder Group. An

independent air-freight carrier, Blue Sky Cargo

specialises in the transportation of perishable goods

such as fruit, vegetables, flowers and plants. It

purchases air-freight space on a daily basis to

transport all shipments sold by Greenery Produce and

other units to overseas areas.

EXPLOITATION & DEVELOPMENT

Exploitation & Development covers all activities that

support the Greenery Group.

Greenery Vastgoed

Greenery Vastgoed operates the real estate owned by

The Greenery. As such, this unit is responsible for

internal leases of real estate and leases to third

parties. Greenery Vastgoed also facilitates all other

real estate activities on behalf of The Greenery. The

Greenery leases the following locations: the Retail DC,

packaging warehouse and head office in Barendrecht,

the Soft Fruit DC and packaging warehouse in Breda,

and the packaging warehouse and Tolpoort Office in

Logistics solutions

Growers Logistics

Import Logistics

Third parties Logistics

Logistics Packaging Retail

Logistics E-commerce

Distribution centre Distribution centre Consumer

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Wervershoof. The premises on most of the Klappolder

in Bleiswijk (including the DC, packaging warehouse,

Hoogsteder and Dijco) and the premises of Hollander

and Naturelle in Barendrecht are currently owned by

The Greenery.

Sweet Sensation

Via three companies - Goeie Peer, Licenced Varieties

Editors BV (LVE) and New Sensations BV - The Greenery

holds the licence for growing and marketing a unique

pear variety called ‘Rode Doyenne van Doorn’ (RDvD),

which is sold under the brand name Sweet Sensation.

Goeie Peer BV controls and operates the intellectual

property associated with the licence for the RDvD pear,

which is comprised of the management of its

cultivation worldwide and the issuance of sub-licences

for the associated brand names Sweet Sensation®

(retail) and Sweet Dored® (trade). LVE is responsible

for management and operational affairs. The RDvD

pear has licensees in ten countries, including the

Netherlands, Argentina and Chile.

PTLA (held for sale)

The Greenery is the owner of PTLA Holding

Participacões LTDA (PTLA), a mango production and

packaging company in Brazil. As mango production

does not qualify as a core activity, The Greenery is

34 Footer

Programme management Coordinator

Heleen van Delft

'A passion for the business is key. As far as I'm

concerned, it's all about quality. I have a real

interest in technology and supply chain

management and its human aspects. We also

devote a lot of attention to my own personal

development. My role here offers a great

opportunity to realise both my own personal

ambitions and those of The Greenery.'

looking for a buyer to take over this part of its

portfolio.

Euro Pool System (EPS)

The Greenery has an indirect interest (26%) in Euro

Pool System (EPS) through its holding company

Verpakkingsbedrijven B.V. EPS is the market leader in

reusable packaging in the European fresh fruit and

vegetables chain. The reusable crates have become

the standard in the chain for fresh and packaged

foodstuffs. In addition to being a shareholder, The

Greenery is also a buyer and supplies staff for

packaging material cleaning facilities in the

Netherlands. This ensures the availability of packaging

at all times, underlining The Greenery's role as director

of the chain.

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THE CONTEXT IN WHICH WE OPERATE

KEY SALES MARKETS

The Greenery is ranked 18th (2016: 15th) in the World

League of international enterprises in the global

horticultural and fresh produce sector, taking 3rd

place behind fellow Dutch companies Royal Flora

Holland and Dutch Flower Group. In the Netherlands,

The Greenery is trailed by Harvest House (28th). The

Greenery exports fruit and vegetables to 53 countries.

With its market share of close to 20%, (source:

Hillenraad 2017), The Greenery is a dominant force in

the Dutch fruit and vegetable market, and one of the

largest players (5th place) in the horticultural and

fresh produce sector (including flowers and seeds). The

Greenery generates over 60% of its revenues in its

domestic market (the Netherlands), with Germany in

second, the United Kingdom in third, and France in

fourth place.

Market share in key markets

Markets

Size of Fruit and

Vegetables market 1

The Greenery's

market share

2017 2016 2017 2016

The

Netherlands

EUR 3.4

billion

EUR 3.3

billion 18.9% 19.9%

Germany2

EUR 4.0

billion

EUR 3.4

billion 3.3% 4.1%

United2Kingdom

EUR 1.1

billion

EUR 1.0

billion 3.7% 5.0%

France2

EUR 0.6

billion

EUR 0.5

billion 7.1% 7.5%

1 For Germany, the United Kingdom and France this concerns the

volume of exports of fruit and vegetables from the

Netherlands.

2 Source: Eurostat − Volume and revenue of exports from the

Netherlands to this destination (including re-export)

Geographic spread

Fruit & Vegetable Trade

The Greenery

Hagé International

Naturelle

Hoogsteder Groep

Greenery Produce

Van den Berg

Wagenaar

TG

HI

N

HG

GP

VB

W

Logistical Services

Hollander

Dijco

Blue Sky Cargo

H

D

BS

Exploitation & Development

Goeie Peer

LVE

New Sensation

Greenery Vastgoed (Real Estate)

GS Greenery España

GI Greenery Italia

Greenery UK

D Dalice

Fruit & Vegetable Trade

Logistical Services

Exploitation & Development

Greenery France GF

Greenery DeutschlandGD

GP

LV

GV

NS

PTLALA

UK

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TRENDS AND DEVELOPMENTS

General

Across the globe, populations are growing and

prosperity is increasing. As a result, demand for food is

rising. However, volumes on the Dutch fruit and

vegetable market are only experiencing mild growth of

between 1-3% per year. This growth rate is mainly

attributable to growing exports to our neighbouring

countries. Prices and margins remain under pressure in

all links of the food production chain due to

overcapacity and competition from retailers, which

seek to buy products as close to the source as possible.

This is one of the factors fuelling ongoing optimisation

of the various production chains. Producers

increasingly supply their retail customers directly. As a

result, current wholesalers/exporters are migrating

towards logistical service providers.

The growing emphasis on greener food supply chains

reflects an important global trend: the reduction of

waste and use of plastic as a packaging material, and

the valorization of residual flows. A focus on food

safety, transparency and reliable deliveries are no

longer distinguishing factors. However, they do

represent a license to operate. The market for organic

products continues to grow globally, especially in

North America and Northern Europe.

The Greenery has clearly charted all these

developments, and addresses them through its

strategy for the coming years. In its role as director of

the chain, The Greenery works with all supply chain

partners to keep sustainably grown fruit and

vegetables accessible and affordable.

Retail

Fruit and vegetables remain an important category for

European retailers. This is due to both the relatively

high profit margins involved, and industry potential for

positioning on the basis of social values. 'Healthy' is

popular. Accessible, easy-to-prepare and tasty fruit

and vegetable products help to reinforce food retailers'

sustainable image. Supermarkets and discounters

continue to wield major purchasing power. Some 80%

of fruit and vegetables are now sold to consumers

through the retail channel. Special offers, promotional

campaigns, innovations and budget lines remained key

to supermarkets' efforts to set themselves apart from

the competition in 2017.

Technological developments have ushered in a new

phase in the retail sector. Although supermarkets, as a

retail sector, have already significantly exceeded pre-

crisis sales volumes and expect further solid growth

figures for 2018, the sector is facing considerable

challenges. Players focused on the aspect of

experience, competition from the non-food sector and

online channels are all raising the competitive bar.

Supermarket groups and consumers expect a full,

broad and comprehensive range of products

throughout the year: these products must be

distinctive and should reflect the trend towards fresh,

sustainably produced food.

The consumption of fruit and vegetables is becoming

increasingly popular, fuelled by the trend towards

conscious nutrition, health and lifestyle. This applies in

particular to prepared or pre-sliced and packaged fruit

and vegetables. With regard to the Dutch market,

added value is set to become more important than

budgetary considerations. Products or concepts that

genuinely add value in terms of innovation, health and

experience will be given more space on the shelves.

Supermarkets are also focusing on online ordering

combined with home delivery and pick-up options.

New market players such as Picnic, HelloFresh and

Amazon cater to consumers' growing demand for

convenience. The use of big data helps them predict

consumer purchasing behaviour with increasing

accuracy, allowing them to tailor their range of

products accordingly.

Fresh Produce Unit Manager at JumboSupermarkten

Klaas de Boer

'Collaboration is key at Jumbo. The age of buying

and developing everything ourselves is long past.

Above all, the fruit and vegetable supply chain

needs to be as efficient as possible. Our motto is:

"harvested today, delivered to the client

tomorrow". The Greenery helps us innovate and

develop solutions, which is of great strategic

value to us.'

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The Greenery expects further growth of the online

retail channel, and has expanded its focus from

traditional retail to new market entrants. The Greenery

itself has also gained experience in the online

distribution and sale of fruit and vegetables over the

past few years. The acquired knowledge and

experience has been applied to build an organisation

aimed at servicing online retailers.

Chain

The prices of unprepared products increasingly

depend on developments on the global market. The

chain is responding through further integration,

increase in scale and consolidation, which is fuelling

competition in areas such as pricing. On the other

hand, consumers and retailers demand specific

standards in terms of quality and sustainability

(organic). This is forcing the sector to intensify its

focus on sourcing and the reliable and adequate

supply of superior products.

To stand out from the competition, supply chain

partners must facilitate all parts of the chain. The

option of ordering via smartphones or tablets,

distribution (24/7 deliveries to the next link in the

chain) and data allowing for targeted responses to

customer needs are becoming determining factors,

while links that add little value will lose their place in

the chain.

In its capacity as director of the chain, The Greenery

plays an important role in harmonising supply with

market demand. With its client-oriented approach we

connect the necessary links and keep chain length to a

minimum. As a result, The Greenery can supply a full

range of fresh products at any moment throughout

the year.

Consumers

Consumer confidence is increasing as the economy

improves. However, consumers tend to focus on

optimal price-quality ratios when doing their daily

grocery shopping, and are only willing to pay more for

products that offer clear added value.

As certain trends in the fruit and vegetable sector pick

up pace, their influence on revenues is becoming

increasingly clear. For instance, convenience products

such as meal boxes are seeing considerable growth.

Consumers are increasingly aware of the importance

of healthy nutrition. Food is becoming an evermore

important part of our lifestyle: 'You are what you eat'.

Consumers increasingly demand unique and authentic

products that will help them stand out and develop an

individual identity.

Consumers' requirements in terms of shops and

shopping have also fundamentally changed. Today's

consumers have less time and make clear choices

between offline, online, convenience, speed, pleasure

and experience. Catering to their needs effectively will

require a presence on and sales through multiple

channels (omni channel approach). At the same time,

consumers also increasingly value corporate social

responsibility and sustainability. Knowledge of

customers and their specific purchasing behaviour and

taste preferences is crucial, as is the ability to translate

this knowledge into new and relevant tailored

propositions.

The Greenery continually strives to gain insight into

consumer trends and preferences, applying trend

analyses and market and consumer research. The

insights gained through this process are applied to

develop new concepts and innovations that reflect

consumer preferences.

‘Fruit & Vegetable Machine’

In 2017, The Greenery carried out a large-scale

research project in order to provide insight into

the fruit and vegetable purchasing behavior of

Dutch consumers. We found out that, in the

Netherlands, we could use a creative nudge in

the right direction while planning dinner: no

less than 88% of the Dutch consumers

routinely determine at home what they will

purchase at the supermarket. Broccoli, green

beans and cauliflower are by far the most

popular vegetables.

The Greenery has therefore developed the

'Fruit&Vegetable Machine’

(GroenteFruitmachine) in order to inspire and

stimulate consumers to try other fruits and

vegetables for a change. In this playful way, the

weekly menu gets a fresh twist and routines

are broken.

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STRATEGY AND VALUE CREATION

With the help of its growers, The Greenery adds value to fresh fruit andvegetables. Indeed, that is our mission. In the process, The Greenery cancontribute to a healthier society through sustainable and safe growingmethods, product innovations, technological developments andcollaboration with supply chain partners.

POSITIONING

The Greenery Group provides its clients with a fresher

and more extensive range of fruit and vegetables than

any other trade organisation in the industry. We do so

by constantly optimising the chain, innovating our

products and services and ensuring that sustainability

is anchored in our operations.

GROWING TOGETHER; STRATEGY FOR2017–2022

The Greenery aims to grow together with its clients

and growers. We can achieve this by further increasing

our focus on the client, emphasising an integrated

approach to the supply chain, and adding maximum

value to our products and services: 'Growing Together'.

When it comes to fruit and vegetables, most added

value is created in the retail sector. The retail channel

offers The Greenery the greatest opportunities to add

value, partly through logistical and supply chain

solutions. As a result, The Greenery is focused on

optimally servicing this crucial channel. The Greenery

as director of the chain, offering an optimally efficient

process from grower to client.

AMBITIONS AND STRATEGICOBJECTIVES

The Greenery aims to evolve into the partner of choice

for retailers in the Netherlands and abroad. The focus

is on the Netherlands, Germany, the United Kingdom,

France and neighbouring European countries. Long-

term value creation on the basis of an efficient process

- from grower to client - is key (chain management).

This structural collaboration along with our

commercial focus ensure the continuity of sales and

willingness to invest on the growers' side, while

helping us to optimally meet clients' needs and add

value to products and services.

The past few years have seen The Greenery invest in

distribution centres, supplier stock locations and

employees. In order to finance these investments and

safeguard the continuity of its operations, The

Greenery has set itself the target of revenue growth

with the ambition of realising a healthy net profit. The

Greenery achieves growth by striving towards the

following objectives:

1. Demand-based production

Our client focus ensures that production is

increasingly aligned with demand. The Greenery plays

a crucial role in translating clients' wishes into

requirements for our growers. A situation where

growers grow the products that clients want will

ensure effective alignment between supply and

demand, while increasing efficiency throughout the

chain.

2. Focusing on added value for and byCoforta growers and suppliers

The Greenery provides products and services it can

valorize on the marketplace. Our focus on such added

value allows us to ensure the continued sale of The

Greenery's products. The Greenery is also working to

make membership of Coöperatie Coforta (our

shareholder) more attractive to growers. To this end,

The Greenery has reduced the term of new members'

loans from eight to four years. We will also offer our

growers a profit-related variable interest rate on these

loans. A new growers' portal offering new

functionalities and a modern interface was launched in

2017, helping to further improve the quality of our

cooperation.

3. Working together to strengthen our saleschannels

Approximately 80% of all European consumers buy

fruit and vegetables in supermarkets. The retail

channel offers direct access to consumers. It interlinks

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the entire chain of production, innovation, logistics,

marketing and consumers, and is where the majority

of value is added. For this reason, The Greenery applies

a retail-based strategy. In the coming years, The

Greenery will increase its share of retail customers by

delivering a broader and deeper range of products to

existing customers and developing a new home

market. The Greenery is also intensifying its

cooperation with subsidiaries in order to service

existing channels more effectively, capitalise on

opportunities and stay abreast of new developments.

The trade channel is complementary, and provides The

Greenery with sales opportunities for products that are

not sold through the retail channel. The specialised

trade sales teams are structured on the basis of

individual business units.

4. Towards a simpler and more sustainableprimary process

The Greenery strives to ensure modular processes and

differentiated service levels for its clients and growers.

This helps to reduce the complexity of our operations,

and involves the intensive use of IT systems. Effective

management can be facilitated by linking information

and making it accessible at the appropriate moment. A

continual focus on the added value of each process

step helps The Greenery minimise waste and ensure

the appropriate quality levels. The past five years have

seen major steps towards making our primary process

simpler and more sustainable, with growers

increasingly servicing our clients directly. This

contributes to the efficient utilisation of our

distribution centres and dramatically reduces the

number of transport movements. The number of

distribution centres will be reduced from eight to three

(from 105,000 m2 to approx. 60,000 m2).

Environmentally-friendly trucks are now the standard,

and sustainability has been incorporated into all day-

to-day processes.

5. Development of the organisation

The Greenery will invest in talented staff through the

establishment of a talent pool and focus on leadership

development. The shift from a task-oriented

organisation towards a result-oriented one requires

different leadership styles, a sense of responsibility

amongst our staff members and appropriate skills. The

Greenery will train and support its employees in this

process. The Greenery will also work to retain

knowledge for the organisation by applying a

structural approach to the succession of staff in key

positions.

STRATEGIC PILLARS

The Greenery's expansion strategy is based on four

pillars: cooperation, quality, innovation and

sustainability.

Cooperation

The Greenery adds value to fruit and vegetables

through cooperation with its clients, growers,

suppliers, partners and employees. Cooperation

involves the sharing of knowledge, experience and

information. This allows us to keep moving forward,

time and time again. Cooperation is key in an

evermore rapidly changing world.

Quality

Our products and services meet all applicable

requirements and - where possible - exceed our

clients' expectations. Quality is key to all The

Greenery's activities. Indeed, it is the basis for our

success. Quality ensures satisfied clients and lower

costs. To this end, The Greenery focuses on optimising

processes, for example by means of the Lean

methodology. We also minimise operations associated

with processes that do not add value. Furthermore, we

ensure optimal communication with our clients,

growers and suppliers.

Innovation

The Greenery focuses primarily on facilitating retail

customers by pro-actively anticipating their needs,

such as inventory forecasts and orders. The basic

innovation of primary processes through the

digitisation of trading activities and other measures is

also important in this regard. Our product innovations

are designed to get consumers eating more fruit and

vegetables.

Sustainability

Sustainability has been a key part of The Greenery's

strategy for years. Every step we take is based on

growing consideration for people and the

environment, and is aimed at creating a healthier

world, both today and for future generations. Our

sustainability policies are based on four key pillars:

Grower & Product, Logistics chain, Employees and

Society

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OUR STAKEHOLDERS

In building a healthier future, The Greenery is keen to

involve its principal stakeholders in its value creation

and supply chain optimisation strategy:

• Coforta members

• Other fruit and vegetable suppliers

• Retail and trade clients

• Consumers and society at large

• Employees

• Financial institutions

• Local authorities

• Sector organisations

Members

Coforta members are the source of all of The

Greenery's activities. Together with our growers, we

have broad expertise in the fields of cultivation,

products, packaging, food safety, logistics and

marketing. If the growers are successful, The Greenery

is successful. That is why The Greenery supports its

members in their efforts to pursue market-oriented,

innovative and sustainable cultivation and business

practices. The Greenery is working to build a solid pool

of committed Coforta growers by applying an

individual approach. The aim is to retain growers

capable of offering specific added value through

tailored relationship management strategies.

Fruit and vegetable suppliers

In addition to its 419 members, The Greenery also

works with other suppliers in the Netherlands and

abroad in order to provide a complete assortment of

fresh fruit, vegetables and mushrooms all year round.

Retail and trade clients

The Greenery ensures a solid long-term basis by

focusing on retail and supplying wholesalers and

exporters. Supplying trading companies offers

interesting sales opportunities and economies of scale,

allowing us to service the retail segment more

effectively and spread price risks. The company's

policy is to reduce the share of trade relative to retail

and increase efficiency through a digital platform.

Consumers and society at large

The main challenge facing the Dutch fruit and

vegetable sector is to increase fruit and vegetable

consumption in Europe. Organisations such as

Greenpeace and the Dutch Foundation for Nature

Conservation and Environmental Protection, and

consumer sentiment help to improve awareness of the

importance of sustainable fruit and vegetable

production methods. The collective goal is to create a

healthier and more sustainable society. That is one of

the most valuable of The Greenery's contributions to

society. It is crucial, therefore, to know what

consumers want. Based on our own research and

information gleaned from retailers, we develop

attractive new concepts and innovations.

In addition to the retail channel, the online channel is

playing an increasingly significant role. The Greenery is

making pro-active efforts to optimise our approach to

this channel, and is safeguarding its future position by:

• making products and packaging materials ‘online

proof’ based on relevant research;

• further increasing the sustainability of its primary

logistics process;

• securing food safety;

• offering convenience and ready-to-eat products.

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Employees

The Greenery's added value greatly depends on the

expertise, development, safety and health of our

employees. With this in mind, we carefully select our

staff members on the basis of their knowledge and the

skills they will need to carry out their tasks, today and

in the future. In this context, The Greenery nurtures a

corporate culture that encourages employees to feel

responsible for the results of the organisation as a

whole, and in which they collaborate as a matter of

course while fulfilling their duties independently.

Financial institutions

The financial resources and infrastructure made

available by financial institutions enable The Greenery

to make the payments required for its operational

management. In return, these institutions demand a

reasonable fee that is proportionate to the risk they

incur. The Greenery has an effective risk management

framework that allows it to keep its financing costs at

a relatively low level.

Local authorities

Through its activities, The Greenery contributes to the

economy in the regions where it operates. In doing so,

The Greenery complies with all applicable legislation

and regulations.

Sector organisations

The Greenery is affiliated with various industry sector

organisations - including GroentenFruitHuis, Federatie

Nederlandse Levensmiddelenindustrie (FLNI) and

Federatie Vruchtgroente Organisaties (FVO) - working

to promote the interests of businesses in the food

industry. The Greenery employees actively participate

in initiatives (working groups) by sector organisations

aimed at contributing to the development of the

sector and gathering knowledge.

THE VALUE CHAIN

In its capacity as director of the chain, The Greenery

strives to create sustainable value for its immediate

stakeholders and contribute to a healthier world. Our

new value chain - as depicted on the next page -

provides a broader context to The Greenery's long-

term value creation strategy.

External trends, developments, risks and opportunities

all affect our business model. The Greenery adds value

to fruit and vegetables for the consumer market

through the application of safe growing methods. In

the process, we also create value for our members.

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• Growing world population

• Increasing attention for health

• Technological developments

(e-commerce, robotisation and

nano technology)

• Climate trends

• Focus on sustainability

• Increases in scale, both on the

demand and supply sides

• Rise of local-for-local

TRENDS AND DEVELOPMENTS

OPPORTUNITIES AND RISKS

Mission & Vision (WHY)

Strategy (HOW)

Core activities (WHAT)

ProductsTotal volume (in kg) of traded products

Sales• Sales in key sales markets: NL, GE, UK, FR

and Asia, Middle East and USA

• Net revenue EUR 1 billion

Prices for members and suppliers in line with the market

Collaboration• New customers through the online retail

channel

• Development of new grower portal

• Participation in various sector

associations and working groups

Brands• The Greenery

• Naturelle

• Sweet Sensation

• Sweet and Sunny

• Tradizionale

• Everest

• Red Egg

• Zwerge

• Chica

• Dazzling Gold

• Verse Oogst

Innovations• Convenience products such as meal

packages and packaging concepts

• 'VersChat' chat robot and the

Fruit&Vegetable Machine

Logistic services• Opening of Soft Fruit DC

Sustainability• Ongoing PlanetProof certification

• More sustainable logistics chain through

reduction of CO2 emissions of DCs and

logistics activities, and use of solar

energy

By supplying fresh products,

The Greenery and its growers

contribute to a healthy society.

The Greenery strives to pay prices

for growers and suppliers that are

in line with the market.

The Greenery invests in its people

by investing in their health and

development.

The Greenery takes account of

people and the environment in

every step it takes. This is how

we contribute to a healthy world

- for people today and for future

generations.

The Greenery focuses on

innovation to be able to respond

to tomorrow's challenges and

continue adding value for

customers and consumers.

Via www.verseoogst.nl, The

Greenery provides inspiration to

over 850,000 consumers every

month in the form of recipes

and information about specific

products and growers.

OUTPUT OUTCOME

ORGANISATION

Member growers419 grower companies united in

Coöperatie Coforta

Suppliers1,000 grower and trade companies

from the Netherlands and abroad

ProductsOver 265 different types of fruit,

vegetables and mushrooms

Employees1,062 FTEs (at year-end)

DistributionLogistics infrastructure with three

state-of-the-art distribution

centres and in-house logistics for

transport by road and air.

Big dataContinuous chain, market and

consumer data collection and

analysis to ensure process

optimisation and innovation.

Intellectual capitalThrough legal predecessors, over

100 years of experience in the food

and agriculture sectors.

Sustainability

• 41% PlanetProof-certified growth

(formerly Milieukeur).

• Focus on sustainable use of

ground, water, energy, product

and climate.

INPUT

Core activities (WHAT)

• Supply chain management:

ensure a year-round,

complete range of

unprocessed fruit,

vegetables and mushrooms

geared to market demand

• Distribution: maximum

facilitation of transport,

packaging and storage

using our own logistics

facilities and state-of-the-

art DCs

• Quality & Environment:

assurance of the quality

and food safety of all our

products

• Commerce: specialised

market approach for

sales to retail and trade

segments

• Marketing & Innovation:

support through category

management, market

research, innovation and

concept development

Mission & Vision (WHY)

• With the help of its growers,

The Greenery adds value to

fresh fruit and vegetables.

• The Greenery contributes

to a healthy society through

the sustainable and safe

cultivation of tasty fruit

and vegetables, product

innovations, technological

developments and

collaboration within the

chain.

Strategy (HOW)

• Ensure demand-oriented

production

• Gear management

processes to ensure added

value for, and generated

by, Coforta growers and

suppliers

• Jointly strengthen sales

channels

• Streamline the primary

process and make it more

sustainable

• Development of the

organisation

+ Increasing consumption of fruit and vegetables

+ Importance of the fresh segment for retail

+ Know-how and experience of the Dutch horticultural sector

+ Increasing sustainability of the logistical chain

+ New cultivation methods

- Shortening the chain− Decline in demand for Dutch

products− Product availability− Climate trends− Ageing staff/management at

growers− New entrants

Value chain

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PROGRESS ON STRATEGY AND OBJECTIVES IN2017

For The Greenery, the 2017 reporting year was marked by variable marketconditions and a considerable focus on a sustainable future for theorganisation. The new strategy launched in 2017 will create a firmfoundation for the further development of the organisation.

The 2017 objectives included:

• obtaining approval for and (partially) implementing

the new strategy;

• expanding the retail strategy for existing and new

clients;

• retaining and further facilitating members;

• optimising collaboration among the business units;

• investing in the optimisation of logistics with new

distribution centres.

At the beginning of the reporting year, The Greenery

was faced with the poor availability of products from

Southern Europe, mainly Spain and Italy, due to the

changeable weather conditions. The limited supply

especially of leaf vegetables resulting from snowfall in

the region caused considerable price volatility.

Nevertheless, The Greenery was able to continue

serving its retail and other clients, although this did

create some pressure on the margin and partly on the

2017 financial result.

NEW STRATEGY

In 2017 The Greenery worked hard to launch the first

projects under the new strategy, ‘Growing Together’,

for 2017–2022 themed around demand-driven

production for clients. The Supervisory Board and the

General Meeting of Shareholders approved the new

strategy early in the second quarter of the year. In view

of The Greenery's positioning as supply chain director,

themes such as health trends, technology (digitisation,

robotisation, etc.), economies of scale and the rise of

e-commerce, play a prominent role in the

organisation's operations. Ample anticipatory

initiatives centring on those themes were undertaken

in the reporting year.

In 2017, in collaboration with Coforta, The Greenery

undertook various efforts with a view to the strategic

objective of making membership more attractive for

growers. With effect from 2017, the term of new

members' loans was reduced from eight to four years.

In addition, The Greenery will pay a profit-related

variable interest on these new loans. The new growers'

portal that was launched in 2017 will also be

conducive to collaboration. The portal is the central

link in communications and contact between The

Greenery and the growers regarding day-to-day

operations. With a user-friendly interface and a

flexible platform, the growers' portal has been

designed to accommodate the latest communication

devices, such as mobile telephones and tablets, and to

generate interest of new players.

One of the projects included in the strategic plan is to

set up an investment fund that will create new

opportunities, among other things, for more demand-

driven production. The Greenery initiated and

undertook the preparatory work. The aim is to create a

substantial fund together with external financiers.

Economies of scale, supply chain integration and the

need for sustainability and innovation in greenhouse

horticulture are forcing many growers to choose

whether to make significant investments or to

discontinue their business. This offers prime

opportunities for investors.

RETAIL

In 2017 The Greenery invested in collaboration and

projects with retailers across the entire supply chain,

including new product development. Examples include

meal boxes in response to the consumer's desire for

convenience, and individual packets that meet the

need for fruit and vegetables for lunch breaks or a

snack at school, in the office or at home. Consumers

are increasingly ordering online. We devoted

considerable efforts to the online ordering trend to

optimally support our clients. The Greenery aims to

increasingly reach consumers in its focus markets

through the shortest possible route, which requires

both a different organisation and a flexible approach.

The Greenery gained some experience of this

approach with the Verse Oogst (Fresh Produce) box. A

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sustainable relationship with and a feel for the client

are central to The Greenery remaining a relevant

player in the future.

OPTIMAL LOGISTICS

The reporting year saw a clear focus on the further

optimisation of the logistics chain, which is

fundamental to The Greenery's value creation model.

Against this background, the ongoing construction of

new distribution centres, which began in 2015, was a

significant activity in 2017. Completion of the DCs,

scheduled for the first quarter of 2019, will mark the

final stage in creation of a highly efficient logistics

chain.

However, due to the construction of the new

Barendrecht distribution centre in three phases, the

first of which was completed in September 2016, The

Greenery was temporarily faced with additional

logistics costs in 2017, as a number of retail activities

still needed to be carried out in Bleiswijk. This led to

the loss of productivity and to additional transport

movements. The new specialty soft fruit distribution

centre in Breda, which became operational at year-

end 2016, already helped boost productivity

considerably in the reporting year.

The objective is to maximise the use of home-based

transhipment so as to reduce the square metreage of

logistics space needed, and to allow for higher

stacking. In 2019 the total floor space in the

distribution centres will be reduced to around 60,000

m2 (2013: 105,000 m2). A streamlined and efficiently

organised flow of goods is crucial to The Greenery. The

volume of home-based transhipments in the

Netherlands amounted to 61% in 2017 (2016: 61.8%,

and 2013: 40%). At the same time, the number of

transport movements has seen a significant and

structural decrease due to the optimisation of the

goods flow and the reduction of inter-site transport.

This has helped to reduce CO2 emissions as has the

gradual renewal of the truck fleet. The new trucks use

the energy released when braking to cool the trailer. In

the third quarter of 2017 solar panels were installed on

the first 16,500 m2 of the roof the new Barendrecht

distribution centre, contributing to the sustainable

generation of energy. The new logistics premises due

to be constructed in Barendrecht will similarly feature

solar panels.

Fresh Produce Unit Manager at JumboSupermarkten

Klaas de Boer

'We set out Jumbo's sustainability ambitions

together with The Greenery. One example is our

shared ambition to increase the share of Dutch

fresh produce with PlanetProof certification at

Jumbo to 100% by the end of 2019.'

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BUSINESS UNIT RESULTS

The reporting structure of The Greenery Group reflects its various businessunits that focus on the Fruit & Vegetable Trade, Logistical Services andExploitation & Development respectively.

FRUIT & VEGETABLE TRADE

Soft fruit

In 2017 The Greenery recorded a higher volume and a

considerable increase in revenue from soft fruit as a

result of higher prices. The volumes of cherries,

raspberries and asparagus in particular increased

sharply whereas strawberry and blueberry volumes

remained stable. Asparagus crops benefited from the

favourable spring weather. Greenhouse strawberries

recorded normal seasonal production as opposed to

the low production recorded by field-grown

strawberries. The tasty Arabella strawberry from The

Greenery's own variety programme has secured its

position in the market. Programmes for new varieties

have been initiated.

There is a marked increase in soft fruit grown in so-

called cultivation tunnels; a cultivation method that

reduces the need for crop protection and makes crops

less vulnerable to precipitation. Moreover, cultivation

tunnels comply with the more stringent environmental

requirements and enable soft fruit to be sourced from

growers with PlanetProof certification. The number of

PlanetProof-certified soft fruit growers continued to

increase in 2017. The aim is to issue 50% of The

Greenery's soft fruit growers with a Planet Proof

certificate by the end of 2018.

In the years ahead larger volumes and supplies will be

guaranteed as a result of economies of scale and

commercial partnerships. This will also facilitate the

development of new varieties, bringing about an

increase in the number of retail clients. These

partnerships will look specifically at innovations in

smaller resealable as well as larger packaging which

creates less waste and promotes the consumption of

healthy fruit.

Top fruit

The year 2017 proved to be quite challenging for top

fruit growers. The top fruit harvest in autumn 2017

was lower than in previous years due to the spring

frost. Because a considerable share of the top fruit

harvest in 2017 is supplied and sold in 2018, the lower

harvest yield has affected members' supplies in 2018.

The total sales volume is therefore projected to

decrease in 2018.

The top fruit business unit recorded lower revenue in

2017. This was caused by the lower volume while

prices remained unchanged.

Sustainable cultivation (with PlanetProof certification)

is becoming ever more important, with good results

again achieved in this area in 2017. Together with

growers, the sales organisation and retailers we are

working on a sustainable future.

The number of club varieties in the product range is

rising, intensifying the fight for retail shelf space as

retailers increasingly want to stand out from the crowd

by offering a unique product. This opens up

opportunities for club varieties with unique

characteristics in terms of flavour and colour. The

Sweet Sensation pear is prime example that meets the

needs of retailers. The demand for the Sweet

Sensation pear outstrips the available volumes, which

results in good pricing.

Greenhouse vegetables

Greenhouse vegetables recorded a steady year in

2017. Prices were good early on in the season for crops

grown under artificial light. A poor spring and a

reasonable summer and autumn followed. Most

products generated positive returns as a result, with

aubergine and pepper crops as the positive outliers.

Courgette and cucumber growers recorded a good

start to the season which eventually developed

moderately. Although differences were recorded

between the various segments of tomato cultivation,

on the whole the year was good for growers. Bell

pepper cultivation was less favourable in 2017 than in

2016, but overall the year ended with favourable

results.

The retail strategy was further implemented in the

greenhouse vegetable segment by defining focus

clients and by making available the desired volume to

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serve them optimally. The supply chain was further

optimised by loading more direct and larger flows of

goods, organising processes efficiently, also from a

cost perspective, and focusing increasingly on market-

driven production.

In response to sustainable developments, The

Greenery increased the use of bio-based packaging,

issued growers with PlanetProof certification and

involved them in the energy transition project as part

of the new style of cultivation, encompassing the use

of geothermal energy, solar panels and energy

efficiency measures.

Mushrooms

The Mushrooms business unit recorded stable revenue

in 2017 with a slightly higher volume than the

previous year. The results came under some pressure,

mainly due to poor pricing in the summer period.

Local production is increasing in Europe. In addition,

The Greenery is facing international competition from

countries such as Poland,which supplies wholesale to

the United Kingdom and other markets. The

Mushrooms business unit is therefore placing greater

focus on the domestic market, where higher volumes

are being supplied to the retail segment. Therefore,

delivery reliability, optimum logistics and safety are of

crucial importance.

28 Footer

Tomato and organic vegetable grower

Dirk Pieter van der Meer

Meer Camp and Organic Brothers have various

quality marks for sustainable and organic

cultivation, including PlanetProof. 'Sustainability

is crucial for our licence to operate; alongside

care for the environment, sustainably employable

staff are indispensable. On top of that, it's

important to collaborate with mutual respect.

That's why we have chosen The Greenery.'

The Greenery also supplies to a limited number of e-

commerce businesses and is seeing a steady increase

in supplies to such businesses with specific

requirements in terms of content and packaging. The

Greenery responds to trends and preferences among

consumers who expect other mushroom varieties in

the product offering in addition to button mushrooms.

The sustainability efforts undertaken centred on

PlanetProof-certified growers and special packaging,

such as top seal and recyclable carton.

Rich soil produce

The Rich Soil Produce business unit recorded a slightly

lower volume in 2017 with varying and overall slightly

lower prices than in 2016. With higher production

levels at the beginning of the year and a warm

autumn, the produce, including broccoli, was supplied

to the market earlier than usual. The variable weather

conditions therefore affected the total volume.

Rich Soil Produce focuses primarily on the Dutch

market given that more locally grown produce is

available in markets abroad. In the Netherlands the

business unit focuses on supplying the retail segment

and ensuring the reliability and prompt availability of

products. In terms of exports, opportunities for

individual products are examined, again with a strong

focus on the retail segment. In addition, the efficient

organisation of the logistics chain remains a key

priority.

Sustainable cultivation is a marked trend, where the

priority lies on obtaining the PlanetProof quality mark,

zero-emissions cultivation and alternative methods of

cultivation, such as hydroponic lettuce production.

Imports

The start of 2017 was poor mainly due to a lower

product offering as a result of the changeable weather

conditions in Southern Europe. Consequently, The

Greenery was unable to offer balanced programmes in

spring. However, the overall volume achieved was

higher than in 2016. This was largely attributable to a

good summer with high volumes of stone fruit

(peaches and nectarines), melons, grapes, kiwis and

products from China.

The poor start to the season, the relocation of the

physical logistics infrastructure and the modification

of the ERP system more or less coincided. That is why

high priority was given to 'putting our house in order'

in 2017. This programme was successfully completed.

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'Convenience' and 'healthy' are visible trends in the

product range of the Imports business unit. The

avocado is a healthy product reflecting strong growth

and investments were made in marketing ready-to-eat

convenience products.

Biological

In terms of volume, revenue and margin, 2017 was a

difficult year for The Greenery/Naturelle. The year saw

a difficult start with limited product availability at the

beginning of the year due to the variable weather

conditions, which affected the whole of Europe. In

terms of sourcing, especially in the organic segment,

there is less flexibility and room to manoeuvre.

The main markets for Naturelle are the Netherlands,

Germany and Scandinavia. We have noted a favourable

development in the United Kingdom in recent years.

Vegetable fruits again constituted the largest product

category in 2017, followed by field produce, citrus and

exotics. Blueberries recorded strong growth figures;

this is one of the products on which we will intensify

our focus. The citrus category is another product

group that will receive additional attention.

Tomato sales in particular were difficult, which

affected pricing due to the increase in acreage in the

Netherlands and more locally grown crops in our focus

countries.

In the retail segment organic produce has meanwhile

become a 'must have' for retailers that want to stand

out from the crowd. This development means that

Naturelle will need to supply a year-round organic

product range, in which partnerships with growers and

retailers, and demand-driven production play a crucial

role. In order to respond to the needs of retailers and

consumers, other packaging types and varieties are

also being examined for organic produce. Naturelle is

additionally undertaking efforts to gather information

on what consumers want. These insights will be used

to tailor the supply chain more to their preferences.

Dalice

Dalice sales declined by 19%, partly due to to a far

larger supply of garlic from China, bringing fiercer

competition. With negative pricing increasing the

pressure on prices, revenue declined by 23% in 2017.

Deliveries within the group increased.

Hoogsteder Group

Hoogsteder Group recorded good results in the face of

challenging conditions in the various markets.

Both Hoogsteder Groenten en Fruit B.V. and Greenery

France reflected solid revenue growth, despite the

increased pressure on prices. The retail sales channels

in France, Italy and Spain continue to be the most

important sales segment. In 2017 the first steps were

taken to create an online platform for producers and

buyers in France.

Greenery Italia Srl recorded a good year in 2017 with a

substantial increase in volume, partly brought about

by new clients in the retail segment. Due to the fierce

competition on the Italian market the margin is

slightly under pressure.

Van den Berg, the supplier for the Swiss market, is

largely dependent on the volumes permitted on the

market by law - which were in line with expectations in

2017. Van den Berg has a strong position and a good

reputation in the market and focuses primarily on the

retail chain store segment.

Greenery Produce Overseas B.V. focuses on all overseas

territories and therefore is strongly reliant on cargo

flights. The higher airline charges have put pressure on

the margins.

JH Wagenaar

Wagenaar saw a slight decline in volume in 2017

against 2016. This was caused by lower sales in

Eastern Europe in early 2017 coupled with an

oversupply of field and staple products in the last few

months the year. Good weather conditions in Germany

and Poland resulted in good harvests and

consequently lower prices and sufficient supplies. The

higher volumes of cucumbers for the industry

compensated for part of the decline in volume and

revenue. An expansion of the fresh produce segment

automation system (RPO) was successfully

implemented in 2017; as a result, insight and data

exchange between the various business units will

improve.

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LOGISTICAL SERVICES

Hollander Barendrecht

Hollander recorded a good year in 2017. Growth was

achieved as a result of the above-average growth of

Plus as well as a larger number of Sunday deliveries,

among other factors. Various initiatives aimed at

improving efficiency were completed. Furthermore,

follow-up action was taken to expand capacity to

improve service provision to PLUS and third parties. A

contact was signed with PLUS to expand service

provision regarding a crate sorting system that was

introduced in early 2018.

Blue Sky Cargo

The total revenue and result recorded by Blue Sky

Cargo in 2017 remained unchanged compared with

the previous year.

Dijco

Dijco transported higher volumes in 2017 compared

with the preceding year. Domestic volume increased

both within The Greenery Group and among external

clients. Volume transported abroad decreased slightly

due to The Greenery's lower export volume.

EXPLOITATION & DEVELOPMENT

Greenery Vastgoed B.V.

The new premises in Barendrecht for Crates and

Packaging and the EPS crate washing facility became

operative in 2017. Solar panels were installed on part

of the Retail Distribution Centre after summer.

Furthermore, following the demolition of the second

section of the Barendrecht Retail Distribution Centre,

construction of the new building commenced, which is

scheduled for completion in early 2018.

The land and buildings in De Lier were sold in mid-

2017.

Goeie Peer B.V. Licensed Varieties EditorsB.V./New Sensations B.V.

Goeie Peer B.V. recorded an improved operating result

in 2017, largely on account of the absence of

impairments, as was the case in 2016.

Licensed Varieties Editors B.V. recorded lower revenue

than in the previous year due to lower fruit royalties,

which were caused by disappointing harvest results in

Belgium, Italy and Slovenia. The entry frees for new

country participants had a favourable impact on

revenue. Operating costs remained stable.

New Sensations B.V. recorded lower revenue than 2016

due a decrease in the number of pear trees sold.

Despite the damage caused by frost in the spring of

2017, which brought about disappointing harvest

results in the autumn, and the storm damage suffered

just before harvesting, revenue from fruit royalties was

higher than in 2016 while operating costs were lower.

A programme for intensive supervision in cultivation

was introduced that should lead to improved

production figures in the long term. The aim of the

incentive plan, under which selected growers are

eligible for the partial pre-financing of the purchase of

trees and investments in hail protection nets, is to

boost tree-planting. The harvests in Argentina, Chile

and South Africa facilitate extension of the sales

season in Europe.

PTLA Produce and Trading Latin America(held for sale)

PTLA cultivates mangos in north-eastern Brazil for

export and delivery to The Greenery. For strategic

reasons, the organisation is available for sale. Local

consultants have been engaged to select buyers and

assist with the eventual sale.

PTLA recorded a decline in revenue in 2017 due to a

prolonged water shortage as a result of which not all

plots were able to be used for production. The

operating profit was positive due to a cost reduction

exercise.

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CORPORATE SOCIAL RESPONSIBILITY (CSR)

Consumers are willing to pay for value-added products. Moreover,awareness of the importance of good nutrition is growing, with healthyfood increasingly becoming part of an individual's lifestyle. Consumers areincreasingly demanding unique and authentic products and are attachinggreater importance to corporate social responsibility and sustainability.The organic varieties within the fruit and vegetable segment areflourishing. Together with its growers, suppliers, retail and other clientsThe Greenery is responding to these trends. By giving more considerationto people and the environment in every step we take, we help create ahealthier world, both today and for future generations.

ABOUT THIS REPORT

The auditor did not assess the reliability of the

information that concerns sustainability figures.

ASSURANCE OF SUSTAINABILITYPOLICY

In 2017 The Greenery worked hard on the new

strategy, ‘Growing Together’ for 2017–2022.

Sustainability policy is a key aspect of this strategy. In

2018, this will be set out in greater detail with more

specific objectives. The Greenery's outline objectives in

the area of sustainability for 2022 are as follows:

• 100% sustainable certification (social and

environmental)

• Maximum valorization of product streams (value

creation of waste in the best possible manner)

• Transparent communication with our environment

• Reduction of CO2 emissions

• Promoting the consumption of fruit and vegetables

• Ensuring employee safety, healthy and

development

The key aspects of our sustainability policy are as

follows:

• Sustainably feeding the world's growing population

based on quality, safety (a good working

environment for employees) and with a minimum

impact on nature.

• Good prices for our members and suppliers.

Under the management's guidance, our employees are

already implementing the company's sustainability

policy in everyday practice. Composed of the Sourcing,

CSR statement

'The Greenery's ambition is to make sustainably grown fruit and vegetables accessible and affordable to

everyone. Together with our growers and supply chain partners we contribute to a healthy and responsible

lifestyle among all age groups, while endeavouring to minimise our impact on the environment. We

therefore adhere to the Sustainable Development Goals adopted by the United Nations and the World

Health Organisation aimed at tackling poverty, inequality and climate change by 2030. In our new

sustainability strategy, which we plan to present in 2018, we will set out our plans for contributing to the

Sustainable Development Goals.

Steven Martina, CEO, The Greenery B.V.

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Quality and Environment, Logistics, Retail, Marketing

and HRM departments, the Sustainability steering

group will jointly set out the sustainability policy and

the objectives for 2022 and monitors achievement of

the objectives. Sustainability is a fixed item on the

agenda of management team meetings.

GENERAL DEVELOPMENTS

Our clients can rely on The Greenery to provide them

with fruit and vegetables that meet the highest

feasible quality standards, are safe and produced

within efficient and increasingly sustainable chains.

Substantial efforts were undertaken in this area in

2017 and will continue in 2018 anticipating future

developments.

PROGRESS ON SUSTAINABILITY IN2017 BY PILLAR

In order to enhance transparency we have integrated

the sustainability report into the annual report. Our

sustainability policy is underpinned by four pillars.

Sustainability has been an integrated part of our

business operations for years. At the end of 2015 we

formulated our current sustainability strategy for

2020, which sets out our ambitions in this regard. In

2018, our sustainability policy will be further

tightened and expanded, where necessary and new

sustainability objectives towards 2022 will be set.

Pillar 1: Growers and products

We encourage our growers and suppliers to operate as

sustainably as possible. Our growers' products have

been cultivated with respect for people and the

environment. All our members and suppliers are

certified according to the social responsibility

standards we have formulated, and they also work in

accordance with our food safety and environmental

standards.

The Greenery co-signed the Sustainable Trade

Initiative (Initiatief Duurzame Handel - IDH), with

various industry peers and buyers in the Netherlands.

This covenant is helping to increase the sustainability

of international trade chains. Our objective is to

purchase all our products in social risk countries

sustainably by 2020, and to ensure suppliers'

production methods comply with IDH-approved

standards.

Sustainability policy objectives 2020

52 Footer

Pillar 1:

GROWERS AND PRODUCTS

Our growers’ products are the result of

sustainable cultivation. All our members and

suppliers are certified according to social

responsibility standards selected by us, and

also work in accordance with our food safety

and environmental standards. We encourage

our growers and suppliers to ensure maximum

sustainability in their working practices.

Pillar 3:

EMPLOYEES

The Greenery treats all its employees in a

sustainable manner, promoting their safety,

health and development. We strive to ensure

that all our employees are fit, enjoy their work

and have the knowledge and skills they need to

perform their job.

Pillar 2:

LOGISTICS CHAIN

By 2020, our entire supply chain will be

sustainable. Logistics processes are central

to our business operations. By making

those processes even more efficient, we will

significantly support our sustainability policy,

for example through reduced CO2 emissions

and fuel consumption.

Pillar 4:

SOCIETY

We promote the consumption of fresh fruit and

vegetables in accordance with the standards

issued by the Netherlands Nutrition Centre,

in order to contribute to a healthier and more

sustainable society.

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The Greenery endeavours to provide guidance to its

suppliers abroad on these guidelines and will initiate

programmes with international suppliers to assist

them in meeting an approved standard.

Within The Greenery, various Food Chain Projects are

being established with partners in the chain (suppliers

of crop protection agents, cultivation consultants,

growers, sales companies and retailers) in order to

make the cultivation process more sustainable. Issues

such as the quality of surface waters and biodiversity

play an important role in this context.

We encourage our growers to operate as sustainably

as possible, for instance by publishing all our

sustainability initiatives on the Verse Oogst website to

provide clients and consumers with information on our

sustainable growers. For further details, see Verse

Oogst. In addition, we are working together with our

clients to create awareness for the sustainable working

methods used by our growers.

Pillar 2: Logistics chain

The Greenery continuously seeks to enhance the

sustainability of the supply chain. Logistics processes

are central to our business operations. We gear those

processes to our clients' needs at minimum costs and

with the smallest possible environmental impact. The

drive towards making those processes even more

efficient and investing in sustainable means of

production makes a valuable contribution to our

sustainability policy. This is reflected, for example, in

lower CO2 emissions , lower fuel consumption, less

waste and the smart utilisation of residual flows. The

following targets were achieved in 2017:

Performance indicators for the Logistics ChainTarget for

2020

Achieved

in 2017

Achieved

in 2016

Highest number of

certifications in

warehouses (BRC,

GMP, HACCP)

100% 100% 100%

Transport-related

CO2 emissions

(g/km)

tbd in

2018

868 887

Reduction of CO2

emissions from gas

and electricity at

DCs (kg)

-10%

relative

to 2016

2016

-2.6% -2.3%

Home-based

transhipment for

Dutch products

N/A 61.0% 61.8%

Reduction of CO2 emissions.Within the logistics chain we continuously apply

economically feasible initiatives aimed at reducing CO2

emissions. The new-build programme 'Building for the

future' was initiated in 2016, and we have put three

new distribution centres into operation since then.

Solar panels will be installed on these distribution

centres in phases. This has already been implemented

at the RDC where some 4,600 solar panels were

installed on a 16,500 m2-roof. The energy generated by

these panels will be used for technical installations,

reach trucks, cooling, etc. The projected average

annual production is 1,099,000 kWh, which is equal to

the average consumption of over 300 households.1.

Around 10% of our energy need will be generated by

our own solar panels by 2020.

The next phase will start mid-2018 when the Breda

distribution centre will be equipped with solar panels.

1 2-person household 2,950 KWh.

Performance indicators for growers and products

Target for 2020 Achieved in 2017 Achieved in 2016

GlobalGAP-certified members 2020 100% 100% 100%

GlobalGAP-certified suppliers 2020 100% 100% 100%

GlobalGAP Risk Assessment on Social Practice (GRASP)

certified members

100% 100% 100%

Suppliers in social risk countries certified in accordance with

the Sustainable Trade Initiative (IDH)

100% 70%1 70%1

Number of growers participating in Bee Deals by 2020 30 23 25

PlanetProof (total acreage in the Netherlands) 100% 41% 7%

1 This is the percentage of our suppliers that hold, or have take demonstrable steps to achieve, IDH certification.

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In addition to solar panels, investments will be made in

making operations more sustainable by:

• Investing in energy recovery systems in the Dijco

vehicle fleet;

• investing in modern, sustainable distribution

centres and cooling installations;

• researching whether road transport can be

replaced by more sustainable alternatives such as

train transport and inland shipping;

• further consolidating logistics operations;

• monitoring and minimising inter-site transport

between locations;

• conducting a feasibility study on the valorization of

residual streams.

Home-based transhipmentHome-based transhipment remained stable in 2017 at

61%, which is roughly the maximum feasible level

given our current grower database. We use home-

based transshipment whenever it has a positive effect

on supply chain costs or environment. This represents

a substantial reduction in transport movements, fuel

consumption and CO2 emissions, which implies lower

supply chain costs.

Commuting expenses and lease vehiclesOnly vehicles with an A, B or C label are contracted for

the lease vehicle fleet. We also promote the use of the

mobility budget rather than a lease vehicle so that

employees can individually decide whether to travel by

public transport, potentially combined with their

private car.

WasteIn 2017 the percentage of waste per kilogramme of

products delivered amounted to 1.9% (2016: 1.4%).

This increase was mainly caused by the fact that Hagé

waste flows were included in the reporting starting

2017. A further reduction of supply chain costs and

the volume of waste remains a key focus area. By

offering 'first-time right' training programmes –

derived from the Lean method – we make our

employees more aware of what they can do to help

reduce the waste volume. In this context, The Greenery

works closely with Milgro, a waster broker. In 2017 a

LEAN programme was implemented in Breda in which

employees received training on how to deal with the

various types of waste. The LEAN programme was also

implemented at Naturelle in the course of 2017.

PlanetProof

As from 2019, the PlanetProof quality mark (formerly 'Milieukeur') is expected to be a requirement for

growers who supply fruit and vegetable products to a large percentage of the Dutch retail segment. The

certificate helps growers demonstrate that they grow produce sustainably. There are requirements

relating to water, waste, energy and crop protection. The number of Dutch buyers and retailers who

require this quality mark is likely to increase, given the trend of offering fruit and vegetable products with

a sustainable, honest background, in response to growing demand for these products among consumers.

It is important that we provide our clients a total package of sustainable fresh, safe and healthy fruit,

vegetables and mushrooms every day. The Greenery considers it important to work with a wide range of

growers who already hold this quality mark and can supply products in the required quantities to meet

these client-specific requirements. This focus demonstrates that The Greenery is a trailblazer in supplying

sustainable, honest products to consumers.

The Greenery actively assists its growers in transitioning to PlanetProof. It recognises the added value of

PlanetProof and supports its growers in obtaining the quality mark. It is vital to properly inform growers

and provide them with the tools they need to implement a quality mark such as PlanetProof. The number

of growers within The Greenery who hold the PlanetProof quality mark is rapidly increasing: three-

quarters of Dutch growers who work with The Greenery are expected to hold certification by the end of

2018.

Besides assisting growers and promoting certification, together with industry peers, sector organisations,

interest groups and buyers The Greenery is also actively engaged in revising the PlanetProof guidelines.

This initiative aims to further clarify the guidelines and to achieve environmental gains while safeguarding

product quality and crop returns.

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In the context of the circular economy, in 2017 The

Greenery entered into a partnership with its waste

management supplier Milgro to start reusing and

processing fruit and vegetable waste into food for

insect farming. In addition, The Greenery has a

partnership with Verspillingsfabriek, which processes

rejected products from The Greenery into soups and

sauces. In 2017, 500 kilogrammes of rejected

tomatoes were reused for this purpose.

Another focus area for 2017 was the reduction of

packaging material. To that end, a study was carried

out to determine how a further reduction in packaging

materials can be achieved. This may include the use of

lighter versions of existing materials, or switching to

sustainable raw materials (such as bio-based

cardboard). In addition, we will critically examine the

need for packaging materials, as well as options to

replace them by biodegradable options.

Pillar 3: Employees

The Greenery adopts a sustainable approach towards

all its employees, promoting their safety, health and

development. Since long-term employability is in

everybody's interest, it is a shared responsibility of the

employer and the employee. Promoting awareness of

this fact is an important element of our employability

policy. We strive to ensure that all our employees are

fit, enjoy their work and have the knowledge and skills

they need to perform their job. For further details, see

the section entitled 'Our employees'.

Employee performance indicatorsTarget for

2022

Achieved

in 2017

Achieved

in 2016

Sickness absence 1 < 5.0% 5.7% 4.9%

1 Excluding maternity leave

With a view to reducing sickness absence in labour-

intensive locations within the distribution centres in

the future, the robotisation of production, focusing

mainly on heavy and repetitive work is currently being

trialled, focusing mainly on heavy and repetitive work.

The chapter covering 'Our employees' contains more

information on the various projects relating to the

health and fitness of our employees.

Priorities for 2018• An employee satisfaction survey will be held as part

of our efforts to improve the dialogue with

employees.

• Further promoting our employees' long-term

employability, for instance through initiatives

developed by a special steering group and through

pilot projects in the field of health.

Pillar 4: Society

The Greenery aims to contribute to a healthier society

by making fruit and vegetables accessible and

affordable. It is essential therefore to collect

information on and analyse trends and consumer

preferences and to develop concepts that tie in with

these trends. We also promote the consumption of

fruit and vegetables in accordance with the

Netherlands Nutrition Centre standards. The Greenery

aims to achieve this goal by implementing the

measures and initiatives listed below.

Social responsibility performance indicatorsTarget for

2022

Achieved in

2017

Achieved

in 2016

Promotional

activities

5 3 2

Monthly visitors

to verseoogst.nl

200,000 125,000 90,000

Number of

members of the

Facebook

community

150,000 50,000 42,000

Innovations per

annum

10 5 3

In 2017 The Greenery launched a number of successful

innovations. The resealable top-seal packaging for

soft fruit was developed and produced in early 2017.

This has helped The Greenery reduce the use of plastic

and provided consumers with a practical solution for

carrying soft fruit. A range of fresh produce packages

was also developed. With these meal solutions we help

consumers conveniently prepare delicious meals using

fresh produce. The single-serve packaging for

blueberries responds to the trend towards various

eating moments during the day. Part of the packaging

can be broken off so that it can be taken to school,

work or the beach. The other parts can be stored in the

fridge.

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The Verse Oogst website recorded healthy growth in

2017. Consumers can find a wealth of information

relating to growers and their products on the website.

The number of website visitors and followers on social

media again increased. The reach of the platform

increased to over 850,000 consumers on a monthly

basis. To help consumers eat more fruit and

vegetables, Verse Oogst launched 'VersChat' (First

Produce Chat'), a smart chat robot that provides recipe

suggestions using emojis. The Fruit & Vegetable

Machine was also launched and helps consumers

compose their weekly menu in a playful manner. Every

season bloggers received a Fresh Produce Box packed

with seasonal products. The bloggers share their

experiences and recipes and teach followers about the

seasonal products.

Verse Oogst was represented at the ' Share A Perfect

Day' event and, in an inspiring presentation,

demonstrated to 100,000 visitors how easy it is to eat

more fruit and vegetables. Workshops were hosted

together with Isabel who works for the 'Hippe

Vegetariër' ('Hip Vegetarian'). The Greenery also

contributed to the National Apple Picking Day in 2017.

With monthly in-store demonstrations and give-away

promotional activities, such as the book promotion

with 'Dummy the Mummy', we promote the

consumption of fruit and vegetables through our retail

clients.

In developing new concepts, The Greenery explicitly

focuses on the consumer. The Greenery collects

information on eating patterns, needs and preferences

by conducting consumer surveys and through

trendwatching. The insights collected through Verse

Oogst are also used for this purpose. This information

Verse Oogst website 2017

• Over 125,000 monthly website visitors

• Over 50,000 fans on Facebook

• Reach of over 850,000 monthly consumers

• Third place in the vote for Website of the

year 2017.

Agriterra

In February 2017 Sander Dietvorst, site manager, RDC Retail, travelled to Nepal to provide expert advice to

two agricultural cooperatives. For this purpose, he worked with Agriterra, an organisation engaged in the

professionalisation of farmers and market gardeners worldwide. The cooperatives aim to enable all

growers to sell the produce and, in doing so, to strengthen their position. The cooperative expects to be

able to achieve better prices for growers. They receive assistance from Dutch agricultural experts for this

purpose. Sander is one of those experts. 'At The Greenery the members of the Cooperative operate large,

professional businesses. I visited a large grower in Nepal with one hectare of land; we're looking at a

completely different scale here. It's extremely rewarding to be able to share your knowledge and to

experience that you really make a difference to other people.'

Sander advised two cooperatives. An assessment was performed for the first to determine whether it

meets the requirements for a partnership with Agriterra. A joint action plan was drawn up for the

cooperative setting out specific matters. The second engagement involved developing a business plan for

a field produce cooperative. Their sincere appreciation for taking the time and the effort to help them

develop their business is something Sander will never forget. 'They are extremely grateful and hospitable. I

truly believe that they will starting working with the new ideas.'

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is used to develop concepts which are subsequently

tested by consumer panels.

To contribute to a healthier society, The Greenery

sponsors a variety of projects, such as the Rotterdam

Marathon, Clini Clowns, the Winter Spectacular and a

number of small-scale initiatives.

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64 65Footer Footer

Planet ProofBee DealsAs pollinators of food crops, bees are essential

in our food production system. They help

the growers by pollinating the flowers on the

fruit trees so that each flower can grow into a

delicious piece of fruit.

The brand name Bee Deals refers to

the various measures taken by

23 of The Greenery's growers

to create

an optimum living environment for bees.By changing the layout of their orchards,

the growers can encourage other natural

pollinators such as mason bees and

bumblebees.

In early 2017, The Greenery

introduced its resealable

topseal packaging for

soft fruit. In addition to

the convenience it offers

consumers, this packaging

is also better for the

environment as it uses less

plastic.

Resealable topseal

Via Planet Proof (previously Milieukeur),

gardeners, growers and others involved in the

production process realise goals including

cleaner air, fertile soil, improved water quality,

circular waste processing and recycling. These

joint efforts centre on five focus areas:

• Soil, landscape & biodiversity

• Water

• Energy

• Production & consumption

• Climate

With the Planet Proof quality seal, The

Greenery guarantees that the product in

question has been grown sustainably and with

respect for the environment. The Greenery

provides its growers with active guidance

throughout the Planet Proof certification

process.

The Greenery strives to see each and every one of its Dutch growers obtain the Planet Proof seal by the end of 2019.

In 2013, The Greenery signed

the Sustainable Trade Initiative

(Initiatief Duurzame Handel, or

IDH), a covenant that is helping

to increase the sustainability

of international supply chains.

Sustainable means suppliers'

production methods comply

with IDH-approved standards

70% of our suppliers have already earned IDH certification.

Consumers are always in

search of a convenient way to

eat a healthy diet. In order to

meet this need, The Greenery

has developed a range of soup

and meal boxes.

Delicious, fresh, quick and easy to prepare!

Meal boxes

Pick recipes with the chatbotA technological innovation

to help consumers choose

healthy foods. One emoji is all

it takes to dish up the perfect

recipe to suit any mood.

supply energy to all technical installations in

our retail distribution centre. We will further

expand the number of panels in 2018.

4,600 solar panels

teler keten medewerker samenleving

SUSTAINABILITY

The consumer is looking to enjoy healthy, honest and tasty products, straight from nature. Together with

its growers, suppliers and retail customers, the Greenery meets this demand. Our sustainability policy is

reflected in every link of the chain and is based on four cornerstones:

Renewal of our vehicle fleet is reducing CO2 emissions by 10%

The Greenery offers its employees tools and advice for a healthy lifestyle.

societyemployeeschaingrowers

38 2017 Annual Report of The Greenery B.V.

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64 65Footer Footer

Planet ProofBee DealsAs pollinators of food crops, bees are essential

in our food production system. They help

the growers by pollinating the flowers on the

fruit trees so that each flower can grow into a

delicious piece of fruit.

The brand name Bee Deals refers to

the various measures taken by

23 of The Greenery's growers

to create

an optimum living environment for bees.By changing the layout of their orchards,

the growers can encourage other natural

pollinators such as mason bees and

bumblebees.

In early 2017, The Greenery

introduced its resealable

topseal packaging for

soft fruit. In addition to

the convenience it offers

consumers, this packaging

is also better for the

environment as it uses less

plastic.

Resealable topseal

Via Planet Proof (previously Milieukeur),

gardeners, growers and others involved in the

production process realise goals including

cleaner air, fertile soil, improved water quality,

circular waste processing and recycling. These

joint efforts centre on five focus areas:

• Soil, landscape & biodiversity

• Water

• Energy

• Production & consumption

• Climate

With the Planet Proof quality seal, The

Greenery guarantees that the product in

question has been grown sustainably and with

respect for the environment. The Greenery

provides its growers with active guidance

throughout the Planet Proof certification

process.

The Greenery strives to see each and every one of its Dutch growers obtain the Planet Proof seal by the end of 2019.

In 2013, The Greenery signed

the Sustainable Trade Initiative

(Initiatief Duurzame Handel, or

IDH), a covenant that is helping

to increase the sustainability

of international supply chains.

Sustainable means suppliers'

production methods comply

with IDH-approved standards

70% of our suppliers have already earned IDH certification.

Consumers are always in

search of a convenient way to

eat a healthy diet. In order to

meet this need, The Greenery

has developed a range of soup

and meal boxes.

Delicious, fresh, quick and easy to prepare!

Meal boxes

Pick recipes with the chatbotA technological innovation

to help consumers choose

healthy foods. One emoji is all

it takes to dish up the perfect

recipe to suit any mood.

supply energy to all technical installations in

our retail distribution centre. We will further

expand the number of panels in 2018.

4,600 solar panels

teler keten medewerker samenleving

SUSTAINABILITY

The consumer is looking to enjoy healthy, honest and tasty products, straight from nature. Together with

its growers, suppliers and retail customers, the Greenery meets this demand. Our sustainability policy is

reflected in every link of the chain and is based on four cornerstones:

Renewal of our vehicle fleet is reducing CO2 emissions by 10%

The Greenery offers its employees tools and advice for a healthy lifestyle.

societyemployeeschaingrowers

392017 Annual Report of The Greenery B.V.

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OUR EMPLOYEES

Increasing the value of fruit and vegetables is a challenge that depends onpeople. As such, it requires a joint effort, which explains The Greenery'sambition to play a facilitating role. A great value has been placed oncollaboration, independence and expert knowledge, and we have workedover the course of 2017 to promote HR policy on many fronts within theframework of our new strategy, ‘Growing Together’.

DEVELOPMENTS IN 2017

Following several reorganisations in recent years, in

2017 The Greenery embarked on the path towards

organisational growth and development. We have

ambitious plans. More than in previous years, we

invested in the training, education and development of

our staff, and we will continue to do so in the years

ahead. We expect that thanks in part to these efforts,

we will be able to attract and retain high-quality

individuals to serve on the Board, management and in

other managerial positions under our Strategic Plan

for 2017-2022. We have adjusted our recruitment and

selection plans accordingly, including online

assessments for staff with higher professional

education diplomas who will become our future

leaders. We have also tightened our assessment cycle

in this regard,

with a view to turning The Greenery into a truly agile

and digital organisation which will require a different

set of skills from employees than previously. A

willingness to learn and to embrace change, flexibility

and collaboration are among the spearheads of this

approach. On the one hand, we expect this cultural

shift to provide a solid foundation for our organisation

while, on the other, we need it to support our

development into a more dynamic and effective

enterprise. Employees will increasingly be required to

be proactive and self-managing, and to be able to

respond flexibly to opportunities that arise in the near

and more distant future.

The Greenery intends to realise this cultural shift by

conducting talent development programmes centring

on leadership, for example. The training courses and

programmes are geared to the company's business

objectives, usually with tailored content. We engaged a

renowned training institute to develop a programme

specifically for a number of highly talented individuals.

It will remain crucial for The Greenery to have a highly

skilled workforce and to ensure the long-term

employability of individual staff members.

59Footer

Employees at Dutch businessesyear-end 2017, by business unit

Sourcing

Subsidiaries Staff and service units

Logistics Retail

68

543

250 Total: 1,020 employees

105

54

60 Footer

Employees at foreign businessesyear-end 2017, by country

United Kingdom

China Brazil1

1 Most of the employees in Brazil are flexible hires.

Spain Italy

58

7

4Total: 84

employees

60

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NEW CLA

Towards the end of the third quarter, the sector agreed

a new two-year Collective Labour Agreement (CLA)

with the trade unions, retroactive to 1 January 2017.

Key aspects of that CLA include a 3.75% salary

increase spread across the term of the CLA and a

partial retirement scheme for older employees

applicable from five years prior to state retirement

age. Employees who sign up for the scheme relinquish

their no-work days for older employees in exchange

for a reduction in working hours to 80% while

retaining 92.5% of their salary and 100% of their

pension accrual.

In addition, The Greenery has agreed with the trade

unions and the Works Council (OR) to take part in a

pilot to promote flexibility in work schedules.

Companies are invited to sign up and benefit from the

following scheduling options (subject to conditions):

increasing the number of Saturdays on which

employees are allowed to work from 26 to 35,

expanding the bandwidth for flexible working hours

from 32 to 44 hours and reducing the schedule

announcement period to 14 days. These measures are

proposed in response to the developments towards a

24-hour economy and extended opening hours of

retailers. The result is that work pressure is

increasingly shifting towards the weekends.

ABSENCE DUE TO ILLNESS AND LONG-TERM EMPLOYABILITY

The absence due to illness rate during the reporting

year was 5.7% (2016: 4.9%). We aim to reduce this rate

to below 5% by 2020. The target rate has been

adjusted upward due to our ageing workforce

combined with the incremental rise of the retirement

age and the physical strain of some of the work

involved.

Implementation of the long-term employability action

plan continued in 2017. Since long-term employability

is in everybody's interest, it is a shared responsibility of

the employer and the employee. Following up on the

pilot in 2016, investments were made in individual

coaching on lifestyle and behaviour, focusing on

themes such as coping with work pressure, the

importance of good health and stopping smoking.

Approximately 30 employees joined the coaching

programme, including office staff and people from the

various distribution centres. Their response has been

positive. One further objective is to create

'ambassadors' in the field of long-term employability.

Long-term employability is also linked to the BRAVO

(movement, smoking, alcohol, nutrition and

relaxation) concept, which was further implemented in

the course of the year. Launched in 2016, the pilot

aimed to help people stop smoking was followed up

with training sessions in the first and third quarters of

2017. We also encourage employees to take a

'lunchtime stroll'.

The Greenery promotes long-term employability

overall by stimulating the health and safety of

employees through prevention and research, including

periodic risk assessment and evaluations (RI&E), safety

walk-throughs, workplace studies and advice,

information and exercises. Employees at the various

sites are a particularly vulnerable group due to the

physical demands that their work entails. A job

rotation system has been introduced at a number of

sites to prevent the same employees from having to do

the same or the heaviest work all the time.

In this connection, we conducted a study in 2017 into

the possibilities for using robots in the distribution

centres. Robotisation may offer a solution where

people perform physically demanding tasks, as it

allows for continuous operations while increasing

efficiency (robots allow higher stacking and can be

deployed for repetitive jobs) and reducing costs. This

will enhance the long-term employability of our

people. 2018 will see further efforts to promote this

development within The Greenery.

The measures and efforts aimed to guarantee a

healthy and safe work environment for our people are

described in the Arbo Care System.

61Footer

Gender split within our Dutch companiesyear-end 2017

Male Female

84%

Total: 1,020 employees

16%

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EMPLOYEE PARTICIPATION

The Greenery greatly values the opinions of its

employees. This is reflected in the excellent

relationship with the Works Council, with a

consultation session held every six weeks. The Works

Council represents all sections and layers of the

organisation, covering both our offices and the

distribution centres. The interest in and commitment

to the Works Council were reflected in works council

elections at various sites during the course of 2017.

This resulted in a new Works Council taking up office in

the fourth quarter of the year, including three new

representatives (a total of fifteen members).

The various sites of The Greenery each have their own

local works council, which discusses issues specifically

relevant to the site concerned, such as a proposed

change in the work schedule. Following discussion in

the local works council, proposals are submitted for

approval to the Works Council. The Works Council also

plays a role in matters concerning the company as a

whole, such as employee satisfaction surveys,

schedule adjustments, major investments and long-

term employability. The Works Council approaches

Management from a positive yet critical perspective

and performs its role in a pragmatic way.

30 Footer

Auction Affairs Manager, The Greenery

Ary van der Waal

'I've been working as an auctioneer at The

Greenery for 50 years. Despite the digitization of

the auction process, personal contacts with

buyers and colleagues remain as crucial as ever

for effective collaboration. We'll make further

improvements going forward thanks to a digital

alternative to the traditional auction process and

more opportunities for personal development.'

PARTICIPATION ACT

Within the context of the Participation Act

(Participatiewet), The Greenery employed 21 FTEs with

limited opportunities in the labour market (2016: 11).

Most of these people were employed at the

Barendrecht DC. Structured and regular tasks such as

packaging, sorting, labelling and loading/unloading

fruit and vegetables help these people improve their

chances on the labour market. Most of them are quite

enthusiastic and serve as an example to others.

In this way, The Greenery met the jobs agreement from

the Participation Act with due regard for its own social

responsibility. Our in-house employment agency

Olympia was nominated for the 1st Social Impact

Award in recognition of its efforts in this field. This

resulted from the huge and successful influx of

candidates recruited by Olympia and the Municipal

Social Services department under the Participation Act

and employed at The Greenery. Olympia owed its

nomination to its alignment with the core values

formulated by the Drechtsteden Social Services

Department: People-oriented, Innovative,

Collaborative.

TRAINEESHIPS

Effective 2018, The Greenery offers two-year

traineeships at higher professional education level,

enabling students to gain experience in the fields of

logistics planning and goods flow management, or as

team leaders at one of our operating companies.

CODE OF CONDUCT

The Greenery's employees are required to adhere to

the core values (Reliable, Driven and Clear) and work in

accordance with those values as laid down in the code

of conduct. In the event of any suspected abuse,

employees are free to report the issue anonymously

via the Speak Up reporting system. Their reports are

assessed by an independent investigator and followed

up as required. No reports were received through the

Speak Up system in 2017.

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FINANCIAL PERFORMANCE

• Net result up 38.9% to EUR 12.5 million• Revenue from continuing operations stabilised at EUR 1.0 billion• Gross contribution fell slightly; the gross margin remained virtually stable at 15.1%• Operating expenses and income from associates unchanged compared with 2016• Higher depreciation due to investments in sustainable future• Variable rate of interest paid on members' loans at 16.5%• Further balance sheet contraction through sale of real estate and redemption of members' loans• One-off tax benefit of EUR 2.4 million• The capital base increased from 50.5% to 58.1%

The upward trend in net result continued throughout

2017. The gross margin and operating expenses

stabilised, while the slight decrease in EBITDA caused

by the somewhat lower revenue was amply

compensated by a corporate income tax benefit.

For better insight, we have also prepared an overview

of net revenue, gross contribution, operating expenses

and EBITDA for all continuing operations.

Discontinued operations concern PTLA (held for sale),

several liquidation losses (North America and Poland)

and a number of non-operational one-off revenues

and costs relating to earlier financial years, with a total

negative EBITDA impact of EUR 0.3 million (2016: EUR

1.4 million).

NET REVENUE

In 2017, the share in revenue held by the Netherlands

and Rest of Europe increased at the expense of the

other geographical areas such as Germany and the

United Kingdom.

During the course of the year, weather conditions in

the Netherlands and other production countries

fuelled upward pricing pressures in many product

groups. This partially offset the lower volumes.

Net revenue by geographical area

x EUR million 2017 Share 2016 Share

Index relative

to 2016

The Netherlands 648.7 65% 654.3 63% -1%

Germany 130.6 13% 140.6 14% -7%

United Kingdom 41.5 4% 49.5 5% -16%

Rest of Europe 165.0 16% 154.2 15% 7%

Rest of the world 17.4 2% 26.3 3% -34%

Total net revenue 1,003.2 100% 1,024.9 100% -2%

Net revenue by category

x EUR million

Total Continuing operations

2017 2016 Index 2017 2016 Index

Fruit & Vegetable Trade 927.9 950.3 -2% 927.9 932.3 -1%

Logistical Services 70.5 69.8 1% 70.5 69.8 1%

Exploitation & Development 4.8 4.8 0% 4.2 4.8 -13%

Total net revenue 1,003.2 1,024.9 -2% 1,002.6 1,006.9 -1%

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The 0.4% revenue decrease compared to 2016 (based

on continuing operations) can be mainly attributed to

lower revenue from Exploitation & Development

which, in turn, was caused primarily by one-off

revenues and a decrease rental income due to the sale

of real estate.

EBITDA

In 2017, EBITDA amounted to EUR 16.7 million (2016:

EUR 18.0 million). This slight decrease of EUR 1.3

million compared with 2016 was entirely caused by the

lower gross contribution. This is slightly higher relative

to continuing operations (EUR 2.4 million) because the

balance of one-off and discontinued income and

expenses was slightly higher in 2016.

Overall, operating expenses stabilised at EUR 135.1

million; the operating expenses for continuing

operations likewise remained unchanged (EUR 130

million). The main factor behind the increase in

variable personnel expenses was the additional

staffing levels at the DCs, which can be largely

attributed to inefficiencies in ongoing construction

projects, necessitating work to be carried out at

multiple sites. The productivity figures for the newly

opened DC in Breda were up.

EBITDA

x EUR million

Total

Continuing

operations

2017 2016 2017 2016

Grosscontribution1 151.9 153.0 149.6 150.1

Personnel

expenses - fixed 67.6 68.2 66.8 66.6

Personnel

expenses -

variable 27.4 25.3 27.4 25.1

Other operating

expenses 40.2 41.5 38.4 39.0

EBITDA 16.7 18.0 17.0 19.4

1 Net revenue minus cost of sales and cost of outsourced work

and other external expenses

63Footer

Net revenue by geographical areain EUR million

The Netherlands

Rest of Europe Rest of the world

Germany United Kingdom

2017

1,003.2

2016

1,024.9

41.5 49.5165.0

154.217.4 26.3

130.6 140.6

648.7 654.3

62 Footer

Net revenue by categoryin EUR million

Fruit & Vegetable Trade

Exploitation & Development

Logistical Services

2017

1,003.24.8 4.8

70.5 69,8

927.9 950.3

2016

1,024.9

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OPERATING PROFIT

x EUR million

Total

Continuing

operations

2017 2016 2017 2016

EBITDA 16.7 18.0 17.0 19.4

Amortisation and

depreciation 15.6 14.1 15.2 14.1

Impairments (0.3) 1.3 (0.3) 0.4

Operating profit 1.4 2.6 2.1 4.9

At EUR 15.6 million, amortisation and depreciation

was approximately EUR 1.5 million higher than in

2016. This is a result of heavy investments in the new

sites in Barendrecht and Breda in 2016. Since the

relevant new DCs were taken into use in the second

half of 2016, they will be included for a full year in the

2017 figures.

Based on new insights, a previous write-down of fixed

assets was partly reversed (for EUR 0.3 million) in

2017.

INTEREST INCOME AND EXPENSES

x EUR million 2017 2016

Operating profit 1.4 2.6

Interest income and expenses (3.9) (4.0)

Tax on result 3.7 (0.6)

Share of result of participating

interests 11.3 11.0

Net result 12.5 9.0

Interest income and expenses amounted to EUR 3.9

million in 2017, which is more or less comparable to

the amount in 2016. The interest on members' loans

accounts for a considerable part of the financial

expense.

VARIABLE INTEREST PAYMENTS

For the first time in its history, The Greenery will pay a

variable (profit-related) interest on members' loans for

2017. The variable interest on members' loans in 2017

was approximately 16.5%. The associated interest

payable amounted to some EUR 0.6 million.

SHARE OF RESULTS OF PARTICIPATINGINTERESTS

The result of the non-consolidated share in Euro Pool

Systems (held indirectly via Houdstermaatschappij

Verpakkingsbedrijven B.V.), at EUR 11.3 million, was

virtually the same as in 2016 (EUR 11.0 million).

TAX ON RESULT

The figures for 2017 include a one-off tax gain of EUR

2.4 million.

NET RESULT

Net result amounted to EUR 12.5 million, which

represents an increase of 38.9% relative to 2016 (EUR

9.0 million). The slightly lower operating profit was

amply compensated by the one-off corporate income

tax benefit.

INVESTMENTS AND DISPOSALS

Total investments in 2017 amounted to EUR 8.5

million, compared with EUR 20.3 million in 2016,

which included investments at grower companies of

EUR 5 million. Due to the postponement of CMO grant

applications in 2017, no investments at grower

companies were made in that year.

The Greenery sold real estate in 2017, including its last

building at the former Westerlee (De Lier) action site,

which was sold to WDP in March. The proceeds from

these disposals amounted to EUR 8.2 million, resulting

in a recognised loss of EUR 1.8 million. In addition, The

Greenery sold a small part of its plot in Barendrecht.

BALANCE SHEET POSITION

Compared with 2016, the balance sheet total

decreased by EUR 26 million to EUR 300 million. On

the assets side, this is mainly attributable to a

decrease in fixed assets (owing to the sale of real

estate and depreciation) and in the receivable from

Coforta in connection with the settlement of CMO

grant applications. On the liabilities side, the decrease

was reflected in lower payables and other liabilities.

The decrease in liabilities is connected to the

postponement of CMO grant applications in 2017, as a

result of which no grower projects were added while

the year did see grower projects being settled.

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EQUITY AND FINANCING

Group equity increased by EUR 11.1 million, primarily

as a result of the positive net result (EUR 12.5 million).

During the course of 2017, the company utilised the

three-year financing agreement concluded with

Rabobank, Deutsche Bank and Rabo Factoring at the

end of 2016 and implemented in the first quarter of

2017. This financing agreement consists of a EUR 40

million accounts receivable financing facility, a EUR 20

million credit facility and a EUR 10 million guarantee

facility. On a yearly average, the company did not

utilise the available Supply Chain Finance facilities to

the same extent as in 2016, due to the higher costs

compared with other sources of finance.

Members' loans decreased, on average, in 2017.

Members' loans contracted in 2017 or later are subject

to a term of four years (compared with the eight-year

term that previously applied). The effect of this shorter

term will become evident with effect from 2021.

CAPITAL BASE

x EUR million 2017 2016

Equity capital 106.2 95.1

Product funds 5.2 5.5

Provisions for deferred tax

liabilities 17.8 15.9

Mandatory members' loans 36.9 39.8

Pension provision (RJ271) 8.4 8.7

Total capital base 174.5 165.0Capital base as a percentage of

total assets 58.1% 50.5%

The growth of the capital base (+ EUR 9.5 million) is

driven in particular by the higher equity (+ EUR 11.1

million) and a higher provision for deferred tax

liabilities (+ EUR 1.9 million) due to the creation of a

reinvestment reserve.

SOLVENCY

Solvency equalled 54.7% in 2017 (2016: 41.0%).

CASH FLOW

The cash flow from operating activities amounted to

EUR 10.0 million, compared with EUR 8.1 million in

2016. The most significant differences relative to last

year are in payables and other liabilities.

The cash flow from investing activities was EUR 0.2

million, compared with - EUR 8.9 million in 2016,

mainly on account of lower construction activity in

2017 than in 2016. The proceeds from disposals were

comparable to the amount for 2016.

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OUTLOOK FOR 2018

Due to the investments in recent years, The Greenery has been able toprogressively strengthen its foundations for a sustainable future. Theresults are positive and the company's balance sheet is satisfactory. Thecompany is now devoting much of its attention to the new strategy for2017–2022, 'Growing Together', with its special focus on the customer.

DEVELOPMENTS TO DATE

The new strategy, 'Growing Together', was approved in

2017 and is intended to achieve profitable revenue

growth, both organically and in the form of third-party

partnerships.

The company's initiatives aimed at increasing the

appeal of Coforta membership have led to the

introduction of a profit-related variable interest

payment on (mandatory) members' loans.

The real estate projects entailed one-off costs

(demolition costs and book losses), but despite these

costs the company saw its net result improve further in

2017, boosted in part by a corporate income tax

benefit.

OUTLOOK FOR 2018

The roll-out of the new strategy will require a great

deal of attention in the course of 2018. During this

process the company will focus in particular on the

following initiatives:

• more demand-oriented production;

• management processes aimed at stimulating

added value for Coforta growers;

• a joint effort to strengthen the sales channels;

• simplification and more attention to sustainability

of the primary process;

• and continued development of the organisation,

including efforts to ensure a suitable workforce.

To streamline these initiatives, a programme director

has been appointed who will support the various

project teams, in conjunction with the General

Management, in designing and implementing the

plans.

The strategy is aimed at growing the business by

putting the client centre stage. In 2018 we will

continue initiatives to optimise collaboration between

the various business units so as to safeguard optimum

customer service.

At the beginning of 2018, The Greenery signed an

agreement with the British company APS to intensify

collaboration focused on promoting the sales of Dutch

vegetable fruits on the British retail market. As part of

this partnership, The Greenery acquired a minority

interest in APS.

One of the plans is to set up an investment fund to

achieve sustainable economies of scale in the

greenhouse horticultural sector by providing risk-

bearing capital. The fund is expected to be available by

the end of 2018. However, The Greenery will depend

on external financiers to ensure the fund will have

sufficient financial scope and be able to operate

independently.

Another major challenge in 2018 is the finalisation of

investments in the logistics network, which will be

marked by the realisation of the final phase in new

construction for the DC in Barendrecht. These

investments will reduce the number of distribution

centres to three by early 2019, compared with the five

centres currently in use (2014: eight). This will involve

non-recurring costs, since the company's operations

will have to continue as normal during construction.

2018 will also see projects aimed at expanding the

company's commercial strength and coherence,

strictly within the context of the new strategy. We

expect to be able to reap the fruits of these efforts

from the end of 2018.

The results of a company in the agricultural sector will

always depend on uncertain and unpredictable

weather conditions. For this reason, Management

refrains from making a statement on the projected

results for 2018. In 2018, The Greenery will retain its

focus on generating optimum profitable revenue

growth and controlling costs. Management is aware

that a - modest - net result and associated free cash

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flow is necessary to ensure the continuity of the

company and will continue to highlight this as its

central objective.

FINANCING

The availability of sufficient funding − in the form of

working capital, for instance − is crucial for the

continuity of the enterprise. The facility concluded at

the end of 2016 has enabled The Greenery to finance

its growth plans.

In 2017, the company decided to temporarily

discontinue the EU's Common Market Organisation

(CMO) grant applications once again in 2018. This

means that The Greenery will not be able to apply for

CMO subsidies in 2018. The resulting lower cash inflow

has been factored into the budget for 2018. In 2018, it

will be decided whether to submit a new multi-year

strategy and 2019 annual plan for 2019 and beyond,

or to stop applying for CMO funds altogether.

LABOUR MARKET

Owing to increasing scarcity on the labour market, the

percentage of permanent staff relative to flexible staff

looks set to increase in 2018. However, the overall size

of the workforce is expected to remain more or less the

same. CLA arrangements will cause the total wage

costs to increase.

ROBOTISATION AND DIGITISATION

2018 will see continued efforts to implement

innovation, digitisation and robotisation projects.

While these projects are not expected to yield

immediate and significant staff reductions in 2018,

they do lay a foundation for more effective and

efficient operations in the future.

SUSTAINABILITY

The Greenery will draft a new sustainability strategy in

2018. The existing sustainability initiatives will be

continued in 2018 as part of that new strategy.

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RISK MANAGEMENT

Managing risks is crucial while realizing our strategic ambitions. Weanalyse and control risks that may jeopardise the realisation of ourobjectives in an integral way.

Integral risk management means that risk

management is based on a central vision and top-

down approach, and that there is a high degree of

certainty that material risks are managed

appropriately. 'Integral' also means that all relevant

risk areas are covered. The advantage of such an

integral risk management approach is that it enables

the company to respond fast and flexibly to critical

situations and the view all risk aspects from a variety

of non-central disciplines.

Risks can be classified according to potential impact.

Certain risks can even threaten the continued

existence of the organisation. Those existential risks

are mapped and controlled by mitigating them, or

taking out insurance to cover them, where possible.

RISK MANAGEMENT FRAMEWORK

For all employees within The Greenery, the risk

management framework is the model for organising

their own processes and work activities from the

perspective of risk management in a responsible and

effective way. This is effected through line

management and is primarily the responsibility of The

Greenery's management team.

In consultation with the Audit Committee, the General

Management of The Greenery has formulated a risk

management framework which describes the

integrated way in which The Greenery controls the

risks to which it is exposed. That risk management

framework serves as the basis for the organisation's

risk management structure.

The Greenery's risk management framework is derived

from the best practice COSO ERM model, but its

implementation is tailored to the specific context,

needs and vision of The Greenery.

The General Management are the owners of the risk

management framework and ensure that it is up to

date and communicated to the employees. The risk

management framework has been approved by the

Supervisory Board. In consultation with the

management team, the General Management carries

out a risk management framework review and update

at the central level at least once a year. The company

takes out insurance to cover unacceptable risks that

cannot be controlled through mitigation measures

within the corresponding business processes. The

insurance portfolio and the associated conditions are

evaluated periodically, in consultation with the

General Management.

The management framework test and update are used

as input for the evaluation of non-central guidelines.

Risk assessment is a recurring agenda item at

meetings of the General Management and

Management of The Greenery. In order to manage its

operational risks, The Greenery has taken preventive

measures (including the segregation of duties) and

measures aimed at detecting, recognising and

mitigating potential consequential damage.

RISK CULTURE

The Greenery encourages its employees to remain

alert to the risks typically associated with their tasks

and responsibilities. Every employee and responsible

person is expected to consider the risks and act to

control those risks in the performance of their duties.

Upon their employment, new employees are informed

about the code of conduct and other important

guidelines that make up part of the management

framework, such as the company's competition policy.

This knowledge is periodically updated through

training sessions. These aspects are also included in

management meetings and during evaluations. This

helps to maintain a corporate culture in which

employees are aware of the risks and it is absolutely

clear to everyone that any behaviour that oversteps

moral standards and any failure to observe the

guidelines will not be tolerated.

CONTROL ENVIRONMENT

The Supervisory Board and its Audit Committee are

integral elements of the control environment The

General Management reports on and renders account

for the design and operation of the risk management

framework to the Supervisory Board after preliminary

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discussion in the Audit Committee. Risks and risk

management come within the remit of the Audit

Committee, which meets four times each year in the

presence of the CFO, the internal auditor and the

external auditor. Based on input from the audit

reports, risk management regulations have been

tightened and translated into supplementary

measures.

Due to the integration of risk management into line

management activities, risks and risk management

measures have become a fixed component in the

periodic reporting cycle and have been assimilated

into the planning and control process.

RISK TOLERANCE

The Greenery's risk tolerance is set out in its mission,

vision and core values. To determine and respond to

risks, it is crucial to be able to identify undesirable

events and obstacles in relation to The Greenery's

objectives. First, we identify the risks that would

threaten the continued existence of the organisation.

These risks will have to be mitigated and insured

wherever possible.

The Greenery also faces various strategic, operational

and financial risks that are an inherent part of doing

business, but pose a threat to achieving its objectives.

Acceptance of a specific risk level is a necessary

condition for The Greenery to achieve its strategic,

operational and financial objectives. Risk tolerance

differs among the various risk categories, depending

on their contribution to the company's objectives.

Risk tolerance

Risk category

Risk

tolerance Notes

Strategic Moderate The Greenery is prepared to take moderate risks in striving to fulfil its strategic

ambitions as formulated in its business objectives. We always aim to find a healthy

balance between the sales function for members of Coöperatie Coforta (low risk

tolerance) and the commercial objectives of our trade activities (higher risk

tolerance).

Operational Low The Greenery focuses on preserving the continuity of supplies of fruit and vegetables

to its retail customers. We aim to manage the risks that could jeopardise this

continuity wherever possible. Risk tolerance here is low.

Financial Low Financial risks, including currency risks, interest rate risks and risks associated with

the availability of financial resources, are an inherent part of enterprise. The Greenery

aims to maintain its solid financial position so as to safeguard the continuity of its

commercial activities. Since assuming financial risks is not one of The Greenery's core

activities, the company endeavours to hedge those risks or insure them where

possible.

Compliance None The Greenery aims to comply with all applicable laws and regulations as well as client

requirements in a variety of fields, including (though not limited to) crop protection

agents, food safety, the environment, competition, corporate social responsibility

and sustainable enterprise.

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OVERVIEW OF THE PRINCIPAL RISKSAND THEIR POTENTIAL IMPACT

In consultation with operational management, the

General Management has identified the following

strategic and key operational risks and taken

mitigating measures to cover them. We use a risk

matrix as an aid in the assessment of these risks. The

matrix enables us to weigh up the risks based on an

estimate of the chance that a risk materialises and its

consequences for our ability to achieve our objectives.

The matrix includes all the most important risks, with

due regard for the mitigating measures taken.

55Footer

Risicomatrix

Negligible

Prob

abili

ty/F

requ

ency

Impact

Small Average Large Fatal

Very Large

Large

Average

Small

Very Small

1. Food safety and quality

2. Demand for sustainability

3. Supply continuity

4. Long-term availability of products

5. Newcomers / start-ups

6. Loss of clients

7. Dependence on automation

8. Concentration

9. Qualitative and quantitative staff levels

10. Compliance

11. Costs

1

3

2 6 7 9

4

8 11

10

5

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Strategic and operational risks

Risks Control measures

Food safety and qualityThe risk that cultivated products fail

to meet the required quality

standards, which could result in

stagnation in the sales of our

members' products

We use certification and inspection (in part by our own inspectors) to

safeguard food safety, based on a plan prepared by the Quality &

Environment department. In addition to inspections, the system

provides for the implementation of hygiene and detection measures.

Demand for sustainabilityThe risk of a decline in demand for

The Greenery's products among

buyers due to a lack of attention for

the sustainability of products,

cultivation methods and business

processes.

The Greenery uses certification (GRASP, Milieukeur etc.) to promote the

sustainability of its product range. In addition, the company takes

internal measures to make its own business processes more sustainable.

The results are measured and accounted for in a variety of reports,

including the annual report.

Supply continuityIf The Greenery is no longer able to

supply products of the required

quality and in the required volumes,

this entails risks. It is crucial,

therefore, to ensure that members

continue to meet the applicable

qualitative and quantitative

standards.

Members supply their products in a process known as contracted

purchasing. To safeguard product supplies, membership should offer

sufficient benefits, such as prices in line with the market, access to high-

profile clients, high-quality logistics and streamlined administrative

processes. Various initiatives have been taken to make membership

more attractive. In addition, efforts are being made to recruit new

members and to find suppliers who are prepared to supply on the basis

of a contract rather than market rates.

Long-term availability of productsThe risk that products are not

available, or not available in sufficient

quantities, in the long term will have

adverse consequences for sales,

revenue and profitability.

The control measures to ensure long-term availability of products are in

line with those taken to attract and retain members. Furthermore, we

actively manage opportunities for sourcing from contracted suppliers

alongside the sourcing from our members. By building permanent

relationships with clients, we are able to offer long-term perspectives to

both our members and to contracted suppliers.

Newcomers / start-upsThe risk of disruption of the

horticultural sector (sales market) as

a result of the activities of start-ups

using disruptive technological

innovations, causing stagnation in

supplies and/or sales of The

Greenery's products.

New developments and potential start-ups are monitored. In addition,

The Greenery examines opportunities to incorporate new technologies

in the chain.

Loss of clientsThe risk that the client focus in terms

of price, quantity and/or quality does

not sufficiently respond to client

wishes and requirements, resulting in

the loss of buyers and revenue.

In order to ensure that every client receives the right amount and type

of attention, the decision was made to employ a differentiated approach

to ensure focused client treatment on the basis of revenue, revenue

potential and size. Again, the reorganisation efforts focused on ensuring

optimal service for clients. At the beginning of 2016, a new

organisational structure was implemented with the aim of providing

optimal services for the various client groups. This new structure is

regularly reviewed and improvements are made where necessary.

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Strategic and operational risks (continued)

Risks Control measures

Dependence on automationThe risk of failure and disruption of

the system, potentially resulting in

loss of data and production delays.

The advancing automation of operational processes has resulted in an

increasing dependence on these systems, which means any disruption

will have a greater impact. The company has located its server park with

a specialised external party, and made specific agreements with that

party on system availability. Communication lines are duplicated and

fall-back scenarios are available where possible. Employees are trained

in the correct use of the systems.

ConcentrationThe progressive concentration on

both the supply and demand sides

poses a risk for The Greenery, as this

has a negative impact on its

negotiating position.

The Greenery is open to partnerships that can strengthen its position

and is actively examining possibilities to take steps in that direction. The

company is also developing strategic initiatives to promote growth.

Qualitative and quantitative stafflevelsTo ensure effective business

operations, The Greenery depends on

staff of the right quality and in the

right numbers.

High-quality recruitment and selection and an effective training and

assessment system are in place to ensure staffing levels remain up to

standard. Initiatives aimed at promoting long-term employability help

employees stay fit and productive for longer. In addition, The Greenery

also monitors working conditions to ensure maximum safety in the work

environment.

ComplianceViolation of laws and standards in the

area of crop protection agents and

food safety, but also in the area of

honest and ethical business practices,

forms a key risk for the company. This

is further complicated by the fact that

The Greenery is active in various

countries.

To prevent such violations, a process is in place that begins by ensuring

that all players in the chain are properly informed about the applicable

norms and regulations. Next, the quality assurance department

performs random tests to determine the extent to which the prescribed

standards are met. This involves close collaboration with clients and

reputable testing institutions or independent certifiers. Employees and

suppliers are trained in appropriate conduct and their compliance is

tested. The tracking-and-tracing system enables the company to

respond as soon as any irregularity is identified in the area of crop

protection or food safety, so as to limit the consequences as much as

possible.

CostsThe success of The Greenery depends

on the degree to which it is able to

operate at market-compatible costs.

This means that excessively high

costs form a risk.

In order to monitor the market conformity of costs, tariffs charged are

tested externally where possible. Indications that the costs are excessive

are investigated and, where necessary, the cost structure is adjusted.

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Financial risksThe key financial risks to which The Greenery is

exposed are market risk, liquidity risk and credit risk.

The market risk can be divided further into price risk,

interest rate risk and currency risk. Exposure to these

financial risks is subject to continuous and close

internal monitoring. To manage these risks, The

Greenery uses financial derivatives and other

instruments. Derivative are used only to hedge interest

rate and currency risks. The company does not take

any speculative positions.

Risks Control measures

Price riskThe Greenery runs a price risk on its

economic inventory. In addition, the

company trades in perishable

products whose value decreases over

time.

The Greenery has a well-designed ERP system for the effective management of all

goods flows by a team of Supply Chain staff members. They monitor stock positions

so as to ensure the most efficient and effective dispatch of goods from growers to

customers. This provides maximum safeguards to secure the economic value of

inventories.

Interest rate riskThe variation in interest rates has an

impact on the (direct) result.

The Greenery's interest rate policy is aimed at limiting the risk of interest costs rising

as a result of rising market interest rates. The current financing arrangement

assumes a floor of 0% as the reference interest rate. As long as the market interest

rate remains negative, The Greenery does not hedge any risks but as soon as it turns

positive the company will use an interest rate derivative to hedge the risk.

Currency riskThe Greenery runs the risk of

currency fluctuations with regard to

its purchasing and sales activities

abroad.

Currency risks associated with purchasing and sales activities in foreign currencies

are hedged using forward exchange transactions. The currency risk associated with

long-term commercial contracts is hedged at the moment the contract is signed,

where possible. In practice, currency risks are not always fully hedged due to

changes in delivery dates and volumes relative to the scheduled arrangements.

Liquidity riskThere is a risk that The Greenery

does not have access to the required

liquidity when needed.

The company aims to limit the liquidity risk by guaranteeing adequate availability of

an accounts receivable financing facility and a revolving credit facility with the

banking consortium of Deutsche Bank and Rabobank. This is conditional however

upon compliance with the financial obligations laid down in the documentation

accompanying the financing arrangement, which was able to meet all financing

needs in 2017. The Treasury department periodically determines the availability of

sufficient liquid assets in the medium and long term.

Credit riskThe Greenery runs a credit risk when

a counterparty fails to meet its

obligations with regard to a financial

instrument or a contract with a

buyer, causing financial loss. The

Greenery is also exposed to credit

risk in connection with its business

activities (primarily trade

receivables) and in connection with

its financing activities, including

currency transactions and other

financial instruments.

Where possible, trade receivables are placed with a credit insurer. For uninsurable

trade receivables, we apply internal limits which are strictly monitored. The Greenery

also provides harvest advances on a limited scale and in exceptional cases, which are

paid back through the delivery of products. The concentration risk is limited as we

work with many different buyers. Since The Greenery uses supply chain finance

programmes for its major buyers, the concentration risk as a result of significant

customer receivables is less prevalent in this segment.

On the reporting date, the maximum exposure to credit risk amounts to the book

value of the receivables and cash and cash equivalents, as indicated in the respective

notes. The Greenery considers that the credit risk is low because a significant part of

its trade receivables are insured. The credit balances held at banks are all credit

balances at reputable banks. Receivables as a result of harvest advances involve a

higher risk, as these are dependent on weather and market conditions.

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RISKS THAT MATERIALISED IN 2017

In 2017, the following risks materialised:

1. Demand for sustainability: There is increasing

demand among retail customers for products with

specific sustainability certificates. To meet that

demand, in 2017 The greenery devoted a great

deal of attention to PlanetProof (formerly

'Milieukeur') certification of growers' supplies.

2. Qualitative and quantitative staff levels: improved

economic conditions have increased the pressure

on the labour market. As a result, The Greenery

has had to put in a greater effort than in previous

years to maintain the desired qualitative and

quantitative staff levels.

3. Currency risk: due to fluctuations in volume and

price in sales contracts it is not always possible to

make a reliable estimate of currency risks in

advance, and hedge them accordingly. As a result,

currency risk hedges on some contracts may be

incomplete, both in the sense of under and over-

hedging.

EMBEDDING OF RISK MANAGEMENT INTHE ORGANISATION

The Greenery completed the process of identifying

critical success factors in relation to its core processes.

The success factors and the associated risk

management measures have since been assigned to

the relevant line managers. Operational risk

management is focused on the management of the

quality of core processes, in such a way that the quality

requirements for products/services are achieved.

Line management is therefore co-responsible for

implementation of the risk management policy, and

renders account to the General Management on this

on a regular basis. Risk management is an integral part

of the regular reporting cycle and integrated into the

planning and control process.

The General Management reports on and renders

account for the design and operation of the risk

management framework to the Supervisory Board

after preliminary discussion in the Audit Committee.

To support both the General Management and the

Audit Committee in their efforts to assure the risk

management framework, an internal auditor was

appointed at the end of 2016 who is responsible for

ensuring proper, timely and high-quality audit

reporting to the General Management and the Audit

Committee in response to the audits that have been

performed, and for issuing advice on possible

measures to improve the risk management framework.

IMPROVEMENTS TO THE RISKMANAGEMENT FRAMEWORK

In 2018, The Greenery will further strengthen the

planned level of assurance and monitoring of

operational risks by demonstrating that it is in control.

Through the implementation of its audit plan, Internal

Audit monitors the effective operation of the internal

controls. In addition, controls that relate to the Tax

Control Framework will be drawn up by the Finance

department as a separate measure.

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RESPONSIBILITY STATEMENT

The General Management of The Greenery B.V. bears

final responsibility for controlling the risks associated

with the business objectives and the reliability of

external financial reporting. The General Management

also bears final responsibility for assessment of the

effectiveness of the control measures targeting those

risks.

Despite the embedded risk management and control

measures, there is no absolute certainty that errors,

losses, fraud or unlawful actions will be prevented.

Based on its review of the operation of internal

management and control measures of the company,

the General Management is of the opinion that those

measures, as at the end of the reporting year, were

sufficiently effective and provide reasonable assurance

that:

• the General Management is informed in good time

about the extent to which the strategic, operational

and financial goals of the company are achieved,

and

• the financial reporting is free from material

misstatements.

The full set of procedures relating to the internal

control systems and the resulting findings,

recommendations and measures has been discussed

with the Audit Committee, the Supervisory Board and

the independent auditor.

The members of the General Management of The

Greenery B.V. hereby declare, in accordance with

Section 5:25c(2)(c) of the Financial Supervision Act,

that to the best of their knowledge, the financial

statements give a true and fair view of the assets,

liabilities, financial position and profit or loss of The

Greenery B.V. and the companies included in the

consolidation, and that the annual report gives a true

and fair view of the position on 31 December 2017,

developments during the financial year of The

Greenery B.V. and the companies included in the

consolidation and that the material risks with which

The Greenery B.V. is confronted are described in the

annual report.

Barendrecht, 5 April 2018

The Greenery B.V. General Management

Steven Martina (CEO)

Philip Limvers (CFO)

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572017 Annual Report of The Greenery B.V.

GOVERNANCE

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Corporate governanceBASIC PRINCIPLES

The governance structure within Coforta/The

Greenery is of the 'hourglass' model, in which the

Management Board of the Cooperative and the

General Meeting of Members constitute the most

senior body within the Cooperative, and with the

General Management and a Supervisory Board for the

company. A two-tier board structure is in place. The

Greenery’s Articles of Association incorporate a

derogation from law regarding the Supervisory Board

appointments procedure for two-tier board companies

in that the Supervisory Board is appointed by

cooptation. A covenant has been concluded with the

Works Council containing agreements on the

composition of the Supervisory Board, the

recommendation rights of the Works Council and the

appointment of members of the Supervisory Board.

The company's two-tier structure includes a statutory

General Management and a Supervisory Board. At

year-end 2017, the General Management comprised

two members.

At year-end 2017, the Supervisory Board comprised

six members. These are the four members of the

Cooperative’s Management Board and two 'external'

members.

SHAREHOLDING STRUCTURE

All shares in the capital of The Greenery B.V. are held

by Coöperatie Coforta U.A. The management and

supervisory structure of the two legal entities is

represented in the figure on the next page.

MANAGEMENT BOARD OF THECOOPERATIVE

The General Meeting of Members appoints the

Cooperative’s Management Board, which had four

members at the close of 2017, all of whom were

members of the Cooperative. The composition of the

Management Board reflects the best possible mix of

representatives from the Cooperative’s membership

based on product groups. The Management Board is

responsible for serving the interests of the

Cooperative’s members and the business conducted

by the Cooperative through The Greenery and its

subsidiaries.

THE GREENERY B.V. GENERALMANAGEMENT

Under the Articles of Association, the General

Management, which at the end of 2017 comprised two

directors, is responsible for managing The Greenery.

This includes formulating strategy and policy as well

as defining and achieving The Greenery’s objectives.

The General Management is accountable to the

Supervisory Board and to the General Meeting.

Under the Articles of Association, the directors are

appointed by the Supervisory Board for a four-year

term. The Supervisory Board determines the

remuneration and other terms of employment for the

General Management members in accordance with the

remuneration policy approved by the General Meeting.

REMUNERATION POLICY FOR THEGENERAL MANAGEMENT

The purpose of the remuneration policy is to attract,

motivate and retain experienced and qualified

directors for the General Management. The

remuneration structure for the General Management

aims to ensure an optimal balance between the short-

term results of the company and its long-term

objectives.

The total remuneration for statutory General

Management members is comprised of the following

components:

• a fixed basic salary;

• variable remuneration for performance in the short

term (one year);

• variable remuneration for performance in the long

term (three years);

• a pension plan;

• a travel expenses allowance.

Basic salary

Once a year, on the Selection Committee's

recommendation, the Supervisory Board determines

whether and, if so, the extent to which the basic salary

is to de adapted, with due regard for, among other

things, market developments and the company's

results.

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Variable remuneration for the short term

Statutory General Management members qualify for

an annual bonus depending on the extent to which

they achieve pre-determined targets concerning the

operating result, revenue, strategy etc. These targets

are set by the Supervisory Board at the beginning of

the reporting year. This largely performance-related

annual bonus can add a maximum of 30% to the basic

salary of the member concerned.

Variable remuneration for the long term

The remuneration for statutory General Management

members' long-term performance is geared to the

achievement of the targets set out in the Strategic

Plan and value creation over a period of three years.

The long-term bonus can increase the basic salary by a

maximum of 30%.

Pension plan

The General Management takes part in a pension plan

approximately half of the costs of which are borne by

the employer.

Travel expenses allowance

The General Management members are entitled to a

fixed allowance to compensate for the travel expenses

they incur.

Gender split

The Greenery strives for a balanced gender split within

the General Management. However, currently there is

a gender imbalance. In case a general management

vacancy will occur in the future, we will explicitly and

actively search for female candidates.

SUPERVISORY BOARD OFTHE GREENERY B.V.

The Supervisory Board supervises the policy pursued

by the General Management as well as general

developments within The Greenery and its associated

businesses. In performing its tasks, the Supervisory

Board aims to promote the interests of the company

and its stakeholders.

The Greenery is subject to a statutory two-tier regime,

which means that the Supervisory Board has been

accorded the powers specified in Book 2, Title 5, Part 6

of the Dutch Civil Code, including the appointment of

the General Management and the approval of General

Management resolutions defined by law.

Furthermore, certain General Management resolutions

defined in the Articles of Association require prior

Supervisory Board approval.

Composition and appointment

At year-end 2017, the Supervisory Board comprised

six members, including the four members of the

Legal structure

51Footer

Coöperatie Coforta U.A.

Members

Members' meeting

Management Board

General Meeting

Supervisory Board

General Management

The Greenery B.V.

Full ownership

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Cooperative’s Management Board and two Supervisory

Board members who are not members of the

Cooperative. The chair of the Supervisory Board is Mr

B.J. Feijtel; Mr G.W. Pronk is its vice-chair.

Supervisory Board committees

The Supervisory Board has established an Audit

Committee and a Selection Committee from among its

members.

Audit CommitteeAt year-end 2017, the members of the Audit

Committee were Messrs E.D. Drok (chair), G.W. Pronk

and T. van Noord. The Audit Committee is responsible

for advising and helping the Supervisory Board prepare

decisions on financial matters.

Selection CommitteeAt year-end 2017, the members of the Selection

Committee were Ms A.E. Ter Laak (chair) and Messrs

G.W. Pronk and B.J. Feijtel. The Selection Committee is

responsible for advising and helping the Supervisory

Board prepare decisions concerning the selection,

appointment and reappointment of directors and

Supervisory Board members.

GENERAL MEETING OFTHE GREENERY B.V.

In the company’s General Meeting, matters handled

include the adoption of The Greenery’s financial

statements and granting The Greenery’s management

discharge from liability in respect of the performance

of its duties. Furthermore, General Meeting approval is

required for certain resolutions adopted by The

Greenery’s General Management as described in the

Articles of Association, such as the adoption of the

strategic business plan and budget.

SHARE CAPITAL

The company has issued Class A shares and

cumulative Class B preference shares. All Class A and B

shares are held by the Cooperative, which means that

the Cooperative has complete control at the General

Meeting of Shareholders. During a General Meeting of

Shareholders, the Management Board of the

Cooperative exercises the voting rights attached to the

shares on behalf of the Cooperative.

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Report of theSupervisory BoardSUPERVISION AND ADVICE

2017 saw further efforts towards gearing The

Greenery to future challenges, including a new

strategy entitled 'Growing Together', which was

formulated with input from all staff members. The new

strategy sets the course towards success in the years

ahead.

SUPERVISORY BOARD ACTIVITIES

The Supervisory Board met ten times during the

reporting year, of which three times in the form of a

conference call. Meetings were held both in the

presence and in the absence of the General

Management. A number of meetings were held at the

offices of subsidiaries to enable the managing boards

and management of the subsidiary concerned to

inform the Supervisory Board about their activities,

plans and results.

Subjects on the Supervisory Board agenda included

the 'Growing Together' strategy for 2017-2022, the

translation of that strategy into specific OGSMs

(Objectives, Goals, Strategies and Measures), projects

arising from the strategy (investments and partnership

opportunities) and the Supervisory Board's

composition. Other important topics included the

2016 financial statements, the appointment of a new

auditor, developments in the result and the budget for

2018. In 2017, the Supervisory Board discussed its

composition in further detail and decided to reduce its

members to six, four of whom are also members of the

Management Board of Coöperatie Coforta. Under the

guidance of an independent party, the Supervisory

Board evaluated its own performance and held a

team-building session. In addition, the Supervisory

Board regulations and member profile were evaluated,

in response to changed working methods within the

organisation.

The chair and vice-chair represented the Supervisory

Board in meetings with the Works Council. Supervisory

Board members also maintained contacts with

members of the General Management, as well as with

the Works Council and management, outside official

meetings.

THE AUDIT COMMITTEE'S ACTIVITIES

The Audit Committee met four times in 2017 to

prepare for resolutions by the Supervisory Board on

the selection of a new auditor for the Group, the 2016

Annual Report and financial statements, the 2018

budget and other matters. Following the appointment

by the Supervisory Board of KPMG Accountants N.V. as

the new external auditor, the audit for 2017 was

prepared and the management letter was discussed

later in the year. In addition, the internal auditor

submitted the 2018 Audit Plan and the results (and

follow-up) of the internal audits performed in 2017

were discussed. Other important subjects for the Audit

Committee were IT security and risk management.

All Audit Committee meetings were attended by the

CFO and the internal auditor. Due to the change of

audit firm, not all the meetings were attended by the

external auditor.

THE SELECTION COMMITTEE'SACTIVITIES

The Selection Committee met five times during the

reporting year. The Committee's work on determining

the desired composition of the Supervisory Board

eventually resulted in a reduction in the number of

members. Other topics included the salary and bonus

system, succession planning and the talent promotion

programme. In addition, the Selection Committee

prepared the evaluation of the Supervisory Board and

its team-building session. The evaluation also covered

the division of tasks within the Supervisory Board,

which prompted a number of changes in the

composition of its various committees.

CHANGES IN THE COMPOSITION OFTHE SUPERVISORY BOARD

On 10 February 2017, Ms Peeters-Feskens joined the

Supervisory Board. Owing to his resignation as

Management Board member at Coöperatie Coforta

upon reaching the end of his last term of office, Mr

Hop resigned as a member of the Supervisory Board of

The Greenery on 28 March 2017. The Supervisory

Board would like to express its gratitude to Mr Hop for

the considerable involvement and dedication with

which he has served The Greenery.

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Effective 1 April, Mr Van Noord resigned from the

Selection Committee and Ms Ter Laak was appointed

chair as of the same date.

For further details, please see the biographies on page

66.

ANNUAL REPORT

The Supervisory Board has read The Greenery’s 2017

Annual Report, including the financial statements

consisting of the balance sheet as at 31 December

2017, the income statement for the year then ended

and the relevant notes. The financial statements,

audited by KPMG Accountants N.V., who issued an

unqualified audit opinion, were initially discussed by

the Supervisory Board’s Audit Committee and

subsequently by the full Supervisory Board along with

the General Management and the auditor. With due

observance of the report on the financial statements

drawn up by KPMG Accountants N.V. and the

unqualified audit opinion issued, by way of approval

the Supervisory Board members signed the financial

statements. The Supervisory Board also approved the

profit appropriation proposal presented by the General

Management.

The financial statements were submitted to the

General Meeting of Shareholders for consideration

and adoption. The Supervisory Board proposes that

the General Meeting adopt the financial statements,

agree to the intended profit appropriation and grant

the General Management discharge from liability in

respect of the policy conducted over the financial year

as well as the Supervisory Board for the supervision it

has carried out in this regard.

WORD OF THANKS

The Supervisory Board would like to thank General

Management, the management and all The Greenery’s

employees for their commitment and efforts

throughout the past review year.

Barendrecht, 5 April 2018

The Greenery B.V. Supervisory Board

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632017 Annual Report of The Greenery B.V.

Cabbage cultivation at Fa. N.A. van Langen in Heerhugowaard

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64 2017 Annual Report of The Greenery B.V.64 Footer

COMPOSITIONOF GOVERNING BODIES

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THE GREENERY B.V. GENERAL MANAGEMENT

Steven (S.A.) Martina (b. 1976)

Position: Chief Executive Officer (CEO)

Appointed on: 23 February 2016

Background: Economist and lawyer with extensive

experience in a range of commercial roles within

The Greenery.

Responsibilities: Sales, Sourcing, Supply Chain

Management & Logistics, Human Resources,

Marketing & Communication, Coöperatie Affairs,

CMO & Grants, Quality & Environment,

Programme Management, Strategy, Business

Development, Digitisation & Big Data,

Sustainability, Innovation

Ancillary positions: Non-executive Board Member

of Federatie Nederlandse Levensmiddelen

Industrie (FNLI), Member of the Jury for the Agnites

Vrolikprijs, Utrecht University

Philip (P.R.) Limvers (b. 1964)

Position: Chief Financial Officer (CFO)

Appointed on: 09 February 2015

Background: Business economist with over 25

years of experience in managerial positions at

companies in the Netherlands and abroad,

including Randstad, ICTS and G4S.

Responsibilities: Management Control and

Accounting, Financing and Cash Management,

Internal and External Reporting, Planning &

Control, ICT & Information Management, Legal

Affairs, Tax Affairs, Internal Audit, Real Estate &

Internal Support Services

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THE GREENERY B.V. SUPERVISORY BOARDComposition as at 1 March 2018

Bas (B.J.) Feijtel (b. 1967)

Position: Chair of the

Supervisory Board and

member of the Selection

Committee of The Greenery

B.V., and member of the

Management Board of

Coöperatie Coforta U.A.

Appointed to the Supervisory

Board on:

11 February 2009

Appointed as chair on:

17 December 2015

Profession: Fruit grower, 33

ha of pears

Background information: Mr

Feijtel has been active in

provincial politics and at

ZLTO. He has performed

supervisory roles at various

organisations, including

Rabobank, and currently at a

housing corporation. Bas

Feijtel is an agricultural

economist and owns a

modern fruit growing

business that specialises in

the cultivation and cold

storage of pears.

Gerard (G.W.) Pronk (b.

1960)

Position: Vice-chair of the

Supervisory Board and

member of the Audit and

Selection Committees of The

Greenery B.V., and chair of

the Management Board of

Coöperatie Coforta U.A.

Appointed to the Supervisory

Board on:

16 December 2014

Appointed as vice-chair on:

01 April 2015

Profession: Fruit grower, 22

ha of pears

Background information: Mr

Pronk has vast experience in

administrative positions. He

chaired the Product Advisory

Committee (PAC), served as

the local and principal

director of the Dutch Fruit

Growers' Organisation and

as an administrator within

the North Sea Pears alliance.

Mr Pronk grows, stores, sorts

and processes pears at his

own company and for 20

other growers in the same

region.

Theo (T.W.) van Noord (b.

1972)

Position: Member of the

Supervisory Board and the

Audit Committee of The

Greenery B.V., and vice-chair

of the Management Board of

Coöperatie Coforta U.A.

Appointed to the Supervisory

Board on:

28 March 2012

Profession: Tomato grower,

14 ha of greenhouses, partly

with artificial lighting. Also

owns a packing station.

Background information: Mr

Van Noord has vast

administrative experience.

He served as a Board

member of Trospartners

growers' association. In

addition to running his

tomato growing business, Mr

Van Noord runs a business

called Noordhuys Packing,

which provides retail packing

services for all its own

tomatoes and those grown

by third parties. Noordhuys

Packing also serves as an SSL

location that collaborates

closely with The Greenery.

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Eric (E.D.) Drok (b. 1960)

Position: Member of the

Supervisory Board and chair

of the Audit Committee of

The Greenery B.V.

Appointed to the Supervisory

Board on:

04 November 2015

Profession: Supervisory

Board member, non-

executive director and

corporate advisor in the

financial and retail sectors.

Background: Business

economist and corporate

lawyer with over 25 years'

experience in executive

positions in the Dutch and

international financial

sectors.

Nancy (N.) Peeters (b. 1975)

Position: Member of the

Supervisory Board of The

Greenery B.V. and member of

the Management Board of

Coöperatie Coforta U.A.

Appointed to the Supervisory

Board on:

18 February 2017

Profession: Soft-fruit grower,

2 ha of strawberries

Background information: Ms

Peeters gained experience as

a member of the Rabobank

Tilburg Members' Council

and in various roles in

associations. She and her

husband Jeroen have been

running De Goeije Kroon, a

strawberry nursery, since

2005, where they cultivate

strawberries in greenhouses

and as tray plants.

Anouk (A.E.) Ter Laak (b.

1966)

Position: Member of the

Supervisory Board and chair

of the Selection Committee

of The Greenery B.V.

Appointed to the Supervisory

Board on:

28 July 2016

Profession: CEO of SVZ

International, and member

of the Group Executive Board

of Royal Cosun, an agro-

industrial group with a

cooperative basis.

Background information: Ms

Ter Laak has over 25 years'

experience in various

strategic and management

roles in the Netherlands and

abroad in both the retail and

food service sectors.

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14 15Footer Footer

Gerard Pronk, Chairman of Coöperatie Coforta, and Steven Martina, CEO of The Greenery

2017 FINANCIAL STATEMENTSThe Greenery B.V.

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14 15Footer Footer

Gerard Pronk, Chairman of Coöperatie Coforta, and Steven Martina, CEO of The Greenery

2017 FINANCIAL STATEMENTSThe Greenery B.V.

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ContentsCONSOLIDATED FINANCIAL STATEMENTS 71

Consolidated balance sheet as at 31 December 2017 71

Consolidated income statement 2017 72

Consolidated statement of comprehensive income 2017 73

Consolidated cash flow statement 2017 74

GENERAL NOTES 75

Events after the balance sheet date 84

NOTES TO THE CONSOLIDATED BALANCE SHEET 85

NOTES TO THE CONSOLIDATED INCOME STATEMENT 97

COMPANY FINANCIAL STATEMENTS 100

Company balance sheet as at 31 December 2017 100

Company income statement 2017 101

NOTES TO THE COMPANY FINANCIAL STATEMENTS 102

Employees 108

Related-party transactions 108

List of subsidiaries and associates 109

OTHER INFORMATION 110

Articles of Association provisions governing profit appropriation 110

GLOSSARY OF TERMS AND ABBREVIATIONS 115

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CONSOLIDATED BALANCE SHEETAS AT 31 DECEMBER 2017(before profit appropriation)

in thousands of euros Note 2017 2016

Assets

Fixed assetsIntangible fixed assets 13 13,551 15,738

Tangible fixed assets 14 125,912 145,126

Financial fixed assets 15 52,132 52,885

191,595 213,749Current assetsInventories 16 11,244 12,440

Trade and other receivables1 17 79,037 84,976

Cash and cash equivalents 18,574 15,779

108,855 113,195

Total assets 300,450 326,944

Liabilities

Group equity 19

Shareholders' equity 106,336 95,177

Minority interest (174) (129)

106,162 95,048Provisions and liablitiiesProvisions 20 31,088 32,876

Non-current liabilities1 21 58,801 66,413

Current liabilities and accruals1 22 104,399 132,607

194,288 231,896

Total liabilities 300,450 326,944

1 The 2016 figures are restated for comparison purposes only; these are explained under note 5

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CONSOLIDATED INCOME STATEMENT 2017

in thousands of euros Note 2017 2016

Net revenue1 25 1,003,152 1,024,895

Cost of sales1 808,479 827,795

Cost of outsourced work and other external costs 42,772 44,091

Wages and salaries 50,463 51,204

Social security charges 8,009 7,805

Pension costs 6,712 6,376

Amortisation and depreciation on (in)tangible fixed assets 26 15,566 14,119

Impairment/reversal of impairment of (in)tangible fixed assets 27 (320) 1,296

Other operating expenses 28 70,109 69,642

Total operating expenses 1,001,790 1,022,328

Operating profit 1,362 2,567

Interest income and similar income 29 344 144

Interest expenses and similar expenses 29 (4,275) (4,150)

Result before tax (2,569) (1,439)

Tax on result 30 3,663 (550)

Share of result of participating interests 19 11,325 11,000

Result after tax 12,419 9,011

Minority interests 64 (15)

Net result 12,483 8,996

1 The 2016 figures are restated for comparison purposes only; these are explained under note 5

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CONSOLIDATED STATEMENT OFCOMPREHENSIVE INCOME 2017

in thousands of euros Note 2017 2016

Net result 12,483 8,996

Movement in UK pension provision - (222)

Revaluation of property on sale - (1,715)

Translation differences on foreign operations 19 (1,267) 1,967

Other movements 19 (57) (813)

Total of items recognised directly in shareholders'equity (1,324) (783)

Total result of the legal entity 11,159 8,213

All movements are recognised directly in the equity of the legal entity as part of group equity.

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CONSOLIDATED CASH FLOW STATEMENT 2017According to the indirect method

in thousands of euros Note 2017 2016

Operating activitiesOperating result 1,362 2,567

Depreciation/amortisation 26 15,566 14,119

Impairment on (in)tangible fixed assets 27 (320) 1,296

Release of property, plant and equipment related EU grants (2,086) (2,181)

Results on sale of group companies 3 1,526

Book results on sales of fixed assets 1,824 (106)

Changes in provisions1 (4,604) (8,179)

Movement in stocks 1,102 (391)

Movement in trade receivables 1,640 10,796

Movement in other receivables1 13,719 (10,608)

Movement in trade creditors (16,602) 3,998

Movement in other liabilities (8,184) (4,894)

Operational cash flow 3,420 7,943Interest (paid)/received 29 (1,733) (2,122)

Corporate income tax (paid)/received 30 3,992 (3,717)

Dividend received 4,322 6,014

Cash flow from operating activities 10,001 8,118

Investing activitiesInvestments in intangible fixed assets 13 (1,152) (1,131)

Investments in tangible fixed assets 14 (7,122) (19,160)

Disposal of tangible fixed assets 14 8,226 9,120

Sales of group companies - 1,000

Acquisition of group companies (7) -

Repayment of borrowings 400 1,531

Loans granted (121) (266)

Cash flow from investing activities 224 (8,906)

Cash flow from operating and investing activities 10,225 (788)

Financing activitiesIncrease in bank loans and other loans 21 1,006 12,298

Repayment of borrowings 21 (2,716) (1,918)

Increase of borrowings from members 21 3,598 3,814

Repayment of borrowings from members 21 (8,849) (10,169)

Additions product funds 21 1,282 1,360

Withdrawals product funds 21 (1,609) (1,621)

Cash flow from financing activities (7,288) 3,764

Net cash flow 2,937 2,976Exchange and translation differences in cash and cash equivalents (142) (379)

Changes in cash and cash equivalents 2,795 2,597

Cash and cash equivalentsBalance as at 1 January 15,779 13,182

Movements 2,795 2,597

Balance as at 31 December 18,574 15,779

1 The 2016 figures are restated for comparison purposes only; these are explained under note 5

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General notesThe Greenery B.V. ('the company') was incorporated on 31 May 1996, hasits registered office in The Hague and is listed in the Trade Register of theChamber of Commerce in Rotterdam under number 16086757. CoöperatieCoforta U.A. ('the Cooperative'), having its registered office in The Hague,holds 100% of the shares in the company. The actual address of both thecompany and the Cooperative is Spoorwegemplacement 1 in Barendrecht.

The financial data of the company are included in the consolidated financial statements of Coöperatie Coforta

U.A, which are available at the Cooperative's office.

These financial statements relate to the year ended 31 December 2017. The amounts included in the notes are in

thousands of euros, unless stated otherwise.

1 Principal activitiesThe Greenery is a leading, international company

engaged in obtaining a full assortment of fruit,

vegetables and mushrooms from around the world and

supplying these fresh to its clients every day, all year

round. Its clients are mainly wholesalers and

supermarket chains in Europe. The company also

supplies caterers and industry. The Greenery B.V. has

subsidiaries and associates in 11 countries and its

policy and approach focus on market orientation, food

safety, sustainability, innovation and logistics

efficiency.

2 ContinuityThese financial statements have been prepared on a

going concern basis.

Developments in 2017The new strategy, 'Growing Together', was approved in

2017 and is intended to achieve profitable revenue

growth, both organically and in the form of third-party

partnerships.

The initiatives undertaken to make membership of

Coforta more attractive resulted in introducing a

profit-related variable interest rate on the mandatory

members' loans in addition to reducing the term of the

mandatory members' loan from eight to four years.

A new three-year financing agreement was concluded

with Deutsche Bank and Rabobank at the end of 2016.

The financing agreement consists of a EUR 40 million

accounts receivable financing facility, a EUR 20 million

credit facility and a EUR 10 million guarantee facility.

The new financing agreement creates a solid financial

basis not only because it meets The Greenery's current

financing requirements but also enables the company

to realise its growth plans. The Greenery fulfils the

conditions of the loan agreement covenant.

Outlook for 2018 and beyondThe roll-out of the new strategy will be a key theme in

2018. To streamline these initiatives, a programme

director has been appointed who will support the

various project teams, in conjunction with the General

Management, in designing and implementing the

plans. A number of projects aimed at further

improving profitability will also be implemented.

The strategy is based on growing the business by

putting the client centre stage. In 2018 we will

continue initiatives to optimise collaboration between

the various business units so as to safeguard optimum

customer service.

One of the plans includes setting up an investment

fund to achieve sustainable economies of scale in the

greenhouse horticultural sector by making available

risk-bearing capital. The fund is expected to be

launched by the end of 2018. However, The Greenery

will depend on external financiers to ensure the fund

will have sufficient financial scope and be able to

operate independently.

Another major challenge in 2018 is the finalisation of

investments in the logistical network, which will be

marked by the realisation of the final phase in new

construction for the DC in Barendrecht. These

investments will reduce the number of distribution

centres to three by early 2019, compared with the five

centres currently in use (and eight in 2014). This will

involve non-recurring costs, since the company's

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operations will have to continue as normal during

construction. 2018 will also see projects aimed at

expanding the company's commercial strength and

coherence, strictly within the context of the new

strategy. We expect to be able to reap the fruits of

these efforts from the end of 2017.

On the advice of The Greenery's General Management,

the Management Board of Coöperatie Coforta decided

to postpone CMO grant applications yet again in 2018

given that aspects of the new national strategy were

still unclear. The lack of CMO funds has been taken

into consideration in the 2018 budget. Whether a new

operational plan will be prepared and submitted for

2019 and subsequent years will be reviewed in 2018.

Management has prepared a liquidity forecast to

assess whether the company will be able to meet its

commitments in and after 2018. To that end, it has

prepared assumptions regarding volume and price

developments, operating expenses, working capital

and potential risks. These assumptions are updated on

an ongoing basis. Based on the outlook for 2018,

Management believes that the covenants of the loan

agreement will be fulfilled in 2018.

Based on the liquidity forecast, Management expects

to have sufficient financial resources to continue to

meet its obligations. Hence, it has applied the 'going

concern' assumption in preparing the financial

statements.

3 DisposalsTwo non-active companies were dissolved in the

course of the reporting year.

4 Basis of consolidation

Consolidation methodThe items in the consolidated financial statements

have been prepared in accordance with the group's

uniform accounting policies. The mutual

shareholdings, liabilities, receivables and transactions

have been eliminated from the consolidated financial

statements. The results on mutual transactions

between group companies have also been eliminated.

In a transaction in which the selling group company is

not wholly owned by the equity holder, elimination

from the group net income is allocated pro rata to the

minority interest based on the share of the minority

interest in the selling company. The group companies

are fully consolidated, with minority interests

disclosed separately in group equity. If the losses

attributable to the minority interest exceed the

minority interest in shareholders' equity of the

consolidated company, the difference as well as any

further losses are charged in full to the majority

shareholder, unless and to the extent that the majority

shareholding has an obligation and is in a position to

absorb the losses. Minority shares are deducted from

group net income and stated separately as the final

item in the consolidated income statement.

Consolidation baseThe consolidated financial statements comprise the

financial statements of the company and its group

subsidiaries, other group companies and other legal

entities over which dominant control is exercised or

over which central leadership exists.

Subsidiaries are participating interests in which the

company (and/or one or more of its subsidiaries) can

exercise more than half of the voting rights at the

General Meeting, or can appoint or dismiss more than

half of the General Management members or

Supervisory Board members.

Group companies are participating interests in which

the company has a majority interest, or over which it

can exercise controlling influence in another manner.

To determine whether controlling influence exists,

financial instruments containing potential voting

rights that can be exercised such that the company will

have more or less influence are taken into account.

Newly acquired associates are included in the

consolidation from the time at which controlling

influence can be exercised. Divested associates are

included in the consolidation until the time at which

such influence has ended.

For a list of the consolidated group companies, please

refer to the List of subsidiaries and associates(see

page 109).

5 Basis of preparation of thefinancial statements

The consolidated financial statements of the company

form part of the financial statements drawn up

pursuant to the company's Articles of Association and

have been prepared in accordance with the statutory

provisions of Part 9 of Book 2 of the Dutch Civil Code.

The financial data of the company are included in the

consolidated financial statements and, in accordance

with Section 402 of Book 2 of the Dutch Civil Code, the

company income statement has therefore been drawn

up in an abridged form. It only states the share in the

results of associates after tax and other income after

tax.

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The figures for 2016 have been reclassified to enable

comparison with the 2017 figures. The reclassified

figures are as follows:

• Product funds amounting to EUR 5.5 million at

year-end 2016 are stated under non-current

liabilities and are not recognised as a separate item.

• The corporate income tax stated under current

assets amounting to EUR 235,000 at year-end

2016 had been previously been stated on a net

basis together with turnover tax under current

liabilities. On the company balance sheet, this

reclassification amounts to EUR 6,1 million.

• The provision for anniversaries amounting to EUR

2.0 million at year-end 2016 is stated under other

provisions instead of under the pension provision.

• At year-end 2016 a provision amounting to EUR

13.6 million was formed in the company financial

statements for associates with a negative net asset

value, which had previously been stated as a

negative amount under the item associates under

financial fixed assets.

• The long-term component of the operating

contributions to growers amounting to EUR 9.2

million has been reclassified from other current

liabilities to accruals under long-term liabilities in

the comparative figures.

• The commission charged on purchases amounting

to EUR 4.8 million has been reclassified from net

revenue to cost of sales in the comparative figures.

• The movement in provisions in the cash flow

statement comprises a reclassification of EUR 2.1

million that had previously been recognised under

movement in working capital.

An asset is recognised in the balance sheet when it is

probable that the future economic benefits will flow to

the entity and the asset has a cost or value that can be

measured reliably. Assets that do not meet this

accounting definition are not recognised in the

balance sheet but are classified as off-balance sheet

assets.

A liability is recognised in the balance sheet when it is

probable that an outflow of resources embodying

economic benefits will result from the settlement of a

present obligation and the amount at which the

settlement will take place can be measured reliably.

Liabilities are also understood to include provisions.

Liabilities that do not meet this accounting definition

are not recognised in the balance sheet but are

recognised as off-balance sheet liabilities.

An asset or liability included in the balance sheet

remains on the balance sheet if a transaction does not

lead to a material change in the economic reality of

the asset or the liability. Nor do such transactions lead

to the recognition of results. The assessment of

whether there is a material change in the economic

reality is based on the economic benefits and risks that

are likely to occur in practice, and not on the benefits

and risks that are not reasonably expected to occur.

An asset or liability is derecognised if a transaction

leads to all or almost all rights to the economic

benefits and all or almost all risks relating to the asset

or the liability being transferred to a third party. The

results of the transaction are in that case taken

directly to the income statement, with due regard for

any provisions that should be formed in connection

with the transaction.

If the representation of the economic reality leads to

the inclusion of assets of which the legal entity is not

the legal owner, this fact is stated.

Income is recognised in the income statement when

an increase in the economic potential, related to an

increase in an asset or a decrease in a liability has

taken place, the amount of which can be measured

reliably. Expenditure is recognised when a decrease in

the economic potential, related to a decrease in an

asset or an increase in a liability has taken place, the

amount of which can be measured reliably.

Use of estimatesIn line with generally accepted accounting principles,

the preparation of the financial statements requires

that Management forms opinions and makes

estimates and assumptions that have an impact on the

amounts stated in the financial statements. The actual

figures may differ from these estimates. The estimates

and the underlying assumptions are regularly

reviewed. Revisions of estimates are recognised in the

period in which the estimate was revised if the revision

only has consequences for that period, and in future

periods if the revision also has consequences for

future periods

Impairment of assetsA regular review is carried out (at least at each balance

sheet date) to determine whether there are any

indications that the book value of the qualifying assets

is subject to impairment losses. If there are any such

indications, an estimate is made of the realisable value

of the asset. The realisable value is the higher of the

value in use and the net realisable value. If it is not

possible to estimate the realisable value of an

individual asset, the realisable value is measured of the

cash-generating unit to which the asset belongs.

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If the book value is higher than the realisable value, an

impairment loss is taken to the result. If a cash-

generating unit has an impairment loss, the loss is

initially allocated to the goodwill that is allocated to

the cash-generating unit. Any residual loss is allocated

to the unit's other assets in proportion to their book

values.

Furthermore, a review is carried out at every balance

sheet date to determine whether there is any

indication that an impairment loss recognised in prior

years has decreased. If there is any such indication, the

realisable value of the particular asset (or cash-

generating unit) is estimated.

An impairment loss recognised earlier is reversed only

if the estimates used to determine the realisable value

have changed since the recognition of the latest

impairment loss. In that case the book value of the

asset (or cash-generating unit) is increased to the

estimated realisable value, but no higher than the

book value that would have been determined (after

depreciation) if in prior years no impairment for the

asset (or cash-generating unit) had been recognised.

A goodwill impairment loss is not reversed in a

subsequent period.

6 Changes in accounting policies andchanges in accounting estimates

There were no changes in accounting policies nor in

accounting estimates in the 2017 financial year.

7 Financial instrumentsFinancial instruments refer to both primary financial

instruments, such as receivables and liabilities, and to

financial derivatives. Please refer to the treatment per

balance sheet item for the accounting policies relating

to the primary financial instruments.

The company's policy is aimed at reducing the risks to

an acceptable level, where possible. This includes

managing credit risks (mainly debtor risks), liquidity

risks and cash flow risks (foreign exchange and interest

rate risk). The credit risk is largely insured with a credit

insurer. Foreign exchange positions are largely covered

by forward exchange transactions.

Hedging instruments at costFinancial instruments that serve to hedge risks and

whose underlying securities are not publicly listed, or

for which no hedge accounting is applied, are stated at

cost or market value, whichever is the lowest.

Netting of financial instrumentsA financial asset and a financial liability are netted if

the entity has a reliable legal instrument for settling

the financial asset and the financial liability on a net

basis and firmly intends to realise the asset and settle

the liability simultaneously.

In the event of a transfer of a financial asset that does

not qualify for elimination from the balance sheet, the

asset transferred and the associated liability are not

set off against each other.

8 Accounting policies for foreigncurrency translation

Receivables, liabilities and commitments in foreign

currencies are translated at the exchange rates

prevailing at the balance sheet date. The exchange

differences resulting from translation at the balance

sheet date are taken to the balance sheet and income

statement in the period in which they occur. This

excludes exchange differences on monetary items that

are included in a net investment in a foreign operation

(see below).

Foreign currency transactions in the reporting period

are recognised in the financial statements at the

exchange rate prevailing at the transaction date.

The assets and liabilities included in the net

investment in a foreign operation are translated to the

functional currency at the exchange rate prevailing at

the balance sheet date. The revenues and costs of

such foreign operations are translated to the

functional currency at the exchange rate prevailing on

the transaction date. Translation differences are

recognised in the currency translation differences

reserve in equity.

If a foreign activity is sold, wholly or in part, the

cumulative amount relating to the sale is transferred

from the currency translation differences reserve to

the general reserves.

9 Accounting policies for assets andliabilities

Intangible fixed assetsIntangible fixed assets are included in the balance

sheet when it is probable that the future benefits

embodied in the asset will accrue to the entity and the

costs of the asset can be measured reliably.

Intangible fixed assets are stated at the cost of

acquisition or production, less accumulated

amortisation and impairments.

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The subsequent expenditures for an intangible fixed

asset either purchased or self-produced are added to

the cost of acquisition or production if it is probable

that the expenditures will lead to an increase in the

expected future economic benefits, and the

expenditures and the allocation of the asset can be

reliably measured. If the capitalisation conditions have

not been met, the expenditures are recognised as

costs in the income statement.

The accounting policies relating to the determination

and recognition of impairments are included under

Impairments of fixed assets.

Goodwill is defined as the positive difference between

the acquisition price of the associates (including the

transactions costs relating directly to the acquisition)

and the group's interest in the net fair value of the

identifiable assets and liabilities of the associate

acquired, less the accumulated amortisation and

impairments. Goodwill generated internally is not

capitalised.

Capitalised positive goodwill is amortised according to

the straight line method over the estimated useful life,

which is 20 years.

In the event of the entire or partial sale of an associate,

the positive goodwill allocated to the part sold is

proportionally written down (if the event of capitalised

goodwill) and taken to the book result.

Intangible fixed assets other than goodwill, such as

licences, concessions and permits, are stated at

purchase price, less accumulated amortisation and

impairments. They are capitalised upon being taken

into use and amortised based on the expected useful

life (in most cases 20 years). Intangible fixed assets

relating to the purchase and implementation of

software are amortised over an expected useful life of

five years. An impairment analysis is carried out in the

event of any indications that could lead to possible

readjustment of the valuation. Prepayments on

intangible fixed assets are stated at acquisition or

production cost. Prepayments on intangible fixed

assets are not amortised.

Tangible fixed assetsTangible fixed assets are included in the balance sheet

if it is probable that the future performance units

related to the asset will be attributed to the entity and

the costs of the asset can be measured reliably.

Buildings and landThe depreciation of buildings is based on the expected

useful life of the building. Land is not depreciated. In

2016, the replacement value was changed to current

cost for the valuation of buildings and land.

A further refinement of RJ Statement 2 2017 'Current

Cost' offers the option of applying historical cost. Due

to this change in the rules, The Greenery has chosen to

state buildings and land at historical cost rather than

current cost. The book value at the end of the 2015

financial year is taken as the basis, and historical cost

is subsequently assumed.

This change in accounting policy has no impact on

equity at the beginning of the financial year in which it

was applied. The effect on the result is additional

depreciation of EUR 0.4 million net in 2016. The

depreciation of buildings is based on the expected

useful life of the building.

Land is not depreciated.

Other tangible fixed assetsMachinery and equipment, other property, plant and

equipment and fixed assets under construction and

prepayments on tangible fixed assets are stated at

cost, less accumulated depreciation and impairments.

The cost of the assets described comprises the

acquisition or production cost and other necessary

costs for delivering the assets to their location in the

required condition for the envisaged use. The cost of

the assets produced for the entity's own account

comprises the acquisition costs of the raw and

auxiliary materials and other costs that can be

allocated directly to production.

The production cost is a reasonable part of the indirect

costs and the interest on liabilities for the period that

can be allocated to the production of the assets.

The asset is depreciated from the moment it is made

available and the EUR grants received (CMO) are

deducted from the value. Depreciation is calculated as

a percentage of the purchase price including any

residual value using the straight line method based on

useful life. Tangible fixed operating assets under

construction as well as prepayments on tangible fixed

asses are not depreciated. Depreciation ends upon the

decommissioning or disposal of assets.

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The following percentages are used:

Industrial buildings 3-10

Machinery and equipment 10-20

Other property, plant and equipment 10-20

Maintenance expenditure is only capitalised if it

extends the useful of the object and/or leads to future

object-related performance units. If this expenditure

does not meet the capitalisation conditions, it is taken

directly to the income statement.

Decommissioned assets are valued at book value or

the net realisable value, whichever is lower.

Financial fixed assetsAssociates in which significant influence can be

exercised over commercial and financial policy are

valued at net asset value according to the equity

method. If valuation at net asset value is not

practicable because the information required for this

purpose cannot be obtained, the associate is valued

according to disclosed net equity. In determining

whether there is an associate in which the company

exercises significant influence on the commercial and

financial policy, all the actual circumstances and

contractual relationships (including any potential

voting rights) are taken into account.

The net asset value is determined in accordance with

the company's accounting policies.

Associates with a negative net asset value are valued

at nil. This valuation includes long-term receivables

from associates that should in fact be regarded as part

of the net investment. This mainly concerns loans

settlement of which is neither scheduled nor probable

in the near future.

A share in the profit of the associate in later years is

recognised only if and to the extent that the

accumulated share not recognised in the loss has been

recovered. Where the company has either wholly or

partially guaranteed debts payable by the relevant

associate, a provision has been formed which is

primarily charged to receivables from this associate

and the remainder to the other provisions. The amount

of the provision equals the remaining share in the

losses incurred by the associate or the expected

payments to be made by the company on behalf of

these associates.

The receivables from and loans to associates as well as

other receivables are initially recognised at fair value,

plus the directly allocable transactions costs. The

receivables are subsequently recognised at amortised

cost based on the effective interest method, less the

provisions deemed necessary.

StocksInventories are carried at the lower of cost or net

realisable value, less any provisions for obsolescence.

The cost comprises the cost of acquisition or

production, plus other costs for bringing the

inventories into their present condition. The net

realisable value of the inventory is based on the fair

market value. The cost price method applied to the

inventory is the average purchase price method.

The packaging inventory is stated at the refundable

amount, unless held on consignment.

ReceivablesReceivables are initially recognised at fair value and

subsequently at amortised cost, less any provisions for

doubtful debts deemed necessary. These provisions

are determined on the basis of an individual

assessment of the receivable. If there are no

premiums, discounts and transaction costs, the

amortised cost is taken as equal to the nominal value

of the receivable.

Liquid assetsCash and cash equivalents are valued at nominal

value. The portion of cash and cash equivalents not

freely disposable is specified in greater detail in note

18.

Equity capitalFinancial instruments regarded as equity instruments

based on the economic reality are stated under

shareholders' equity. Distributions to holders of these

instruments are deducted from equity net of any

related benefits arising from profits tax.

Financial instruments regarded as a financial liability

based on the economic reality are stated under

liabilities. Interest, dividends, income and expenses

relating to these financial instruments are recognised

as income or expenses in the income statement.

Share premiumThe amounts higher than the nominal share capital

contributed by the shareholders are recognised as

share premium. The share premium reserve was

created in 1996 upon contribution in kind against the

issuance of Class A shares.

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Revaluation reserveThe revaluation reserve that was formed in the past

was based on the individual asset and is no higher

than the difference between the book value based on

historical cost and the book value based on current

cost. The realised revaluation (relating to depreciation

of the asset) is deducted from the revaluation reserve.

Value adjustments to the particular asset, not being

normal depreciation, are deducted from the

revaluation reserve.

If an asset is sold, any existing revaluation reserve

relating to the asset is released to the other reserves. A

deduction for deferred tax liabilities, calculated at the

current tax rate, has been taken into account in

determining the revaluation reserve.

Minority interestsMinority interests are valued at the proportional share

of third parties in the net value of the assets and

liabilities, based on the company's accounting policies.

Provisions

GeneralA provision is included in the balance sheet when there

is:

• a legally enforceable or constructive obligation

arising from a past event

• which can be reliably estimated, and

• it is probable that an outflow of resources will be

required to settle the obligation.

Rights and obligations arising from the same

agreement are not included in the balance sheet if and

insofar as neither the company nor the other party has

delivered performance. Inclusion in the balance sheet

occurs when the performance and consideration to be

received or delivered are not, or no longer, in

equilibrium and this has negative consequences for

the entity.

Provisions are recognised at the nominal value of the

best estimate of the expected expenditure required to

settle the liabilities and losses.

Pension provisionsPension provisions are valued in accordance with the

Dutch Guidelines for Annual Reporting, Guideline

271.3 'Employee Benefits - Pensions'.

Pension plans in the NetherlandsPension commitments arising from the Dutch pension

plans are valued according to the 'liability towards the

pension administrator' principle. This approach

recognises the contributions payable to the pension

administrator as an expense in the income statement

in the relevant period.

If the contributions due have not yet been paid at the

balance sheet date, a liability is recognised. If the

contributions already paid exceed the payable

contributions at the balance sheet date, an accrual is

recognised (under current assets) to account for any

repayment by the fund or set-off against contributions

payable in the future.

The administration agreement specifies circumstances

in which other liabilities may arise in addition to the

payment of the annual contributions payable to the

pension administrator. These additional liabilities,

including liabilities arising from recovery plans of the

pension administrator, will lead to charges for the

group and will be recognised in the balance sheet as a

provision.

The pension provision included in the balance sheet

only covers the unconditional liabilities regarding

entitlements accrued as at the balance sheet date

arising from expected future salary increases and

payable by the company.

The valuation of this liability is the best estimate of the

amounts needed to settle the liability at the balance

sheet date. If the effect of the time value of money is

material, the liability will be valued at its present value.

Discounting will be applied based on interest rates

applicable to premium corporate bonds.

Additions to and releases from the liabilities are taken

to the income statement.

Pension plans outside the NetherlandsPension plans in countries outside the Netherlands

that are comparable to the way in which the pension

system in the Netherlands is organised and operates

are treated in the same way as pension plans in the

Netherlands.

Liabilities arising under pension plans outside the

Netherlands that are not comparable to the way the

pension system in the Netherlands is organised are

valued on the basis of a generally accepted actuarial

valuation method in the Netherlands which is in line

with the ‘commitment to the employee’ principle. This

means that the liability is valued based on the best

estimate of the amounts needed to settle the liabilities

in question at the balance sheet date.

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Other long-term employee benefitsOther long-term employee benefits comprise

emoluments that form part of the remuneration

package, such as work anniversary bonuses,

temporary leave, etc. with a long-term character.

Entitlement to these benefits is earned. The liability is

valued based on the best estimate of the amounts

needed to settle the liabilities in question at the

balance sheet date.

Deferred tax liabilitiesA provision is formed for future tax liabilities resulting

from timing differences between the valuation of

assets and liabilities for financial reporting and for tax

purposes.

This provision is reduced by the tax amounts that may

be carried forward for future set-off, to the extent that

is probable that future taxable profits will be available

for set-off.

Deferred tax assets are reviewed at every reporting

date and reduced to the extent that it is no longer

probable that the related tax benefit will be realised.

A deferred tax liability is recognised for taxable

temporary differences relating to group companies

unless the entity is in a position to determine the date

at which the temporary difference will reverse and it is

probable that the temporary difference will not be

settled in the foreseeable future.

Where temporary differences relating to group

companies can be set off, a deferred tax asset is only

recognised to the extent that it is probable that the

temporary difference will reverse in the foreseeable

future and that taxable profit will be available against

which the temporary difference will be utilised.

The provision is carried at its non-discounted value on

the basis of the prevailing tax rate, with the exception

of land held for strategic purposes, to which a rate of

20% applies.

Restructuring provisionA restructuring provision is formed if a detailed

restructuring plan has been formalised at the balance

sheet date and has given rise to the legitimate

expectation among those who will be affected by the

reorganisation no later than at the preparation date of

the financial statements that the plan will be

implemented. A legitimate expectation exists if

implementation of the reorganisation has

commenced, or if the main aspects have been

announced to those who will be affected.

The necessary costs unrelated to the continuing

operations of the entity are included in the

restructuring provision. The provision is valued at

nominal value.

Other provisionsExcept where stated otherwise, any other provisions

are valued at the nominal value of the expenditure

expected to be necessary to settle the obligations in

question.

Provisions on account of claims, disputes and legalproceedingsThis provision is formed if it is probable that a court

will rule against the company in legal proceedings. The

provision is the best estimate of the amount required

to settle the obligation, and includes the costs of the

legal proceedings.

Provision for onerous contractsThe provision for onerous contracts comprises the

negative difference between the expected benefits to

be derived by the entity from the performance to be

delivered after the balance sheet date and the

unavoidable costs of fulfilling the obligations. The

unavoidable costs are the costs that must at least be

incurred to get out of the agreement, being the lower

of the costs of fulfilling the obligations, on the one

hand, and the payments or penalties for not fulfilling

the obligations, on the other.

Earn-out provisionAn earn-out obligation arises from an agreement to

acquire pear varieties, including trademark rights,

related contracts and other activities. The earn-out

obligation is based on the projected income from fruit

and tree royalties. A provision has been formed for this

purpose, which is reviewed on an annual basis.

Long-term liabilitiesThe long-term liabilities are initially recognised at fair

value. At that moment the fair value is equal to the

amortised cost. The subsequent non-current liabilities

are recognised at amortised cost. If there are no

premiums, discounts or transaction costs, the

amortised cost is taken as equal to the nominal value

of the liability.

Product funds consist of levies raised on growers.

Product funds are carried at nominal value and may

only be used to defray the cost of commercial

activities such as promotions, product research and

care systems, after consultation with growers'

representatives.

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10 Accounting policies fordetermining the result

Net revenue

Sale of goodsProceeds from the sale of goods are recognised in the

net revenue at the fair value of the payment received

or receivable, net of goods returned and

compensation, trade and volume discounts. Proceeds

from the sale of goods are recognised in the income

statement when the principal risks and benefits of

ownership have been transferred to the buyer, the

amount of the proceeds can be reliably measured,

collection of the amount owed is probable, the related

costs or any goods returned can be reliably estimated

and there is no continuing involvement with the

goods.

The transfer of risks and benefits varies according to

the terms and conditions of the sales contract

concerned. For general sales of fruit and vegetables,

transfer takes place upon delivery and upon invoicing.

For commission-based sales, transfer takes place upon

selling all the products and invoicing. In the event of

transportation, transfer takes place upon

transportation of the shipment and invoicing

accordingly.

Commission on sales having the nature of commission

business, for which The Greenery receives a fixed

percentage as income, is treated in the same manner

as net revenue. Operating grants (CMO) are taken to

the income statement in the year in which the

subsidised expenditure is recognised under the Fruit &

Vegetables Trade segment (see note 25).

Cost of subcontracted work and otherexternal costsThis item includes the costs incurred for operating

income, to the extent that these costs have been

charged by third parties and do not qualify as costs of

raw and auxiliary materials. All costs are determined in

accordance with the above accounting policies and are

allocated to the reporting year to which they relate.

Employee benefitsEmployee benefits are recognised as an expense in the

income statement in the period in which the work is

performed, and to the extent not yet paid, as a liability

in the balance sheet. If the amounts already paid

exceed the benefits payable, the excess amount is

recognised as an accrual (under current assets) to

account for any repayment by employees or

settlement with future payments by the company.

The expected expenses associated with benefits

involving the accrual of rights and bonuses are taken

into account during employment. An expected

allowance arising from bonus payments is recognised

if the obligation to pay the allowance arose at or prior

to the balance sheet date and the liabilities can be

reliably estimated. Additions to and releases from

liabilities are taken to the income statement.

LeasingThe entity may conclude financial and operating

leases. A lease, where the benefits and risks attached

to ownership of the leased object are transferred in full

or almost in full to the lessee, are classified as a

financial lease. All other leases are classified as

operating leases. The substance rather than the legal

form of the transaction determines the lease

classification. Classification of the lease takes place at

the time it is entered into.

Financial leasesIf the entity acts as the lessee in a financial lease, the

object leased (and the associated debt) is recognised

at fair value in the balance sheet upon

commencement of the lease period, or at the present

value of the minimum lease payments, if this lower.

Both values are determined at the time the lease is

entered into. The implicit interest rate is used to

calculate the present value. If the implicit interest rate

cannot be practicably determined, the incremental

borrowing rate is used. The initial direct costs are

included upon initial recognition of the object lease.

The lease payments are subsequently required to be

divided into interest expenses and repayment of the

outstanding liability. The interest expenses must be

allocated to each period during the lease period so as

to achieve a constant periodic interest rate for the

remaining net liability relating to the financial lease.

Operating leasesIf the entity acts as the lessee in an operating lease,

the object leased is not capitalised. Lease payments

and fees regarding operating leases are taken or

charged to the income statement evenly over the lease

period, unless another imputation system is more

representative of the pattern of the benefits to be

derived from the object leased.

Government subsidiesOperating subsidies are taken to the income

statement of the year to which the subsidised

expenditure is charged, or the year in which the yield

was lost or the operating deficit occurred. The

amounts received in advance (both short and long

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term) are recognised under accruals and deferred

income. Investment subsidies are deducted from the

invested amount. The amounts received in advance

(both short and long-term) are recognised under

accruals and deferred income and are systematically

recognised in the income statement during the useful

life of the assets.

Interest receivable and similar income andinterest payable and similar chargesInterest income is recognised in the period to which it

relates, taking account of the effective interest rate of

the particular asset item. Interest payable and similar

charges are recognised in the period to which they

relate.

The additional costs attached to the use of more than

the usual supplier credit are recognised as an interest

expense.

TaxesTaxes are included in the income statement, except to

the extent that they relate to items recognised directly

in equity, in which case tax is recognised in equity.

The current tax for the financial year is the tax that is

expected to be paid on the taxable profit for the

financial year, based on the tax rates set at the

reporting date or on which a firm decision has been

taken at the reporting date, and any adjustments of

the tax payable for prior years.

Share of results of associatesThe results of associates in which the company

exercises significant influence over the commercial

and financial policy are recognised in proportion to the

company's share of the results of these associates. The

results are determined on the basis of the company's

applicable accounting policies.

The results of associates acquired or divested in the

course of the financial year are recognised in group net

income from the time of acquisition or until the time

of disposal.

Determination of fair valueThe fair value of a financial instrument is the amount

for which an asset could be exchanged or a liability

settled between knowledgeable parties in an arm's

length transaction.

The fair value of unlisted financial instruments is

determined by discounting the expected cash flows at

a discount rate which is the same as the applicable

risk-free interest rate for the residual life plus credit

and liquidity margins.

Related partiesRelated-party transactions (seenotes 24 and 45 for

the identified related parties) are disclosed if they have

not been entered into under usual market conditions.

The nature and size of these transactions and other

information that is needed to provide insight are

disclosed.

11 Basis of preparation of theconsolidated cash flow statement

The cash flow statement has been prepared using the

indirect method. In general, the cash flow statement

reflects the movements in the consolidated balance

sheet, with separate presentation under cash flow

from investing activities in the case of the acquisition

or sale of consolidated associates, of the acquired net

asset value, less cash and cash equivalents, and

increased by any goodwill paid. Exchange rate

movements are eliminated from balance sheet

movements, as they do not represent cash flows. Partly

for the above two reasons, the movements in the cash

flow statement cannot always be directly derived from

the movements in the related balance sheet items.

Cash flows in foreign currency are translated at an

average exchange rate. Currency exchange differences

on cash are recognised separately in the cash flow

statement. Profits tax and interest are stated under

cash flow from operating activities. Dividends received

are stated under cash flow from operating activities.

12 Events after the balance sheet dateNo events are stated in the financial statements that

provide further information on the actual situation as

at the balance sheet.

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Notes to the consolidated balance sheet(in thousands of euros)

13 Intangible fixed assets

in thousands of euros 2017 2016

Goodwill 5,769 7,034

Other intangible fixed assets 7,782 8,704

Net book value as at 31 December 13,551 15,738

Goodwill

in thousands of euros 2017 2016

Net book value as at 1 January 7,034 8,625Depreciation (1,282) (1,658)

Other movements 17 67

Net book value as at 31 December 5,769 7,034

Accumulated cost 34,722 34,722

Accumulated depreciation and impairments (28,953) (27,688)

Net book value as at 31 December 5,769 7,034

Other intangible fixed assets

in thousands of euros 2017 2016

Net book value as at 1 January 8,704 9,627Investments 1,254 1,131

Depreciation (2,910) (2,140)

Impairments/reversal of impairments 320 (416)

Other movements 414 502

Net book value as at 31 December 7,782 8,704

Accumulated cost 21,963 19,757

Accumulated depreciation and impairments (14,181) (11,053)

Net book value as at 31 December 7,782 8,704

Mainly pear-growing rights and associated licensing rights are capitalised under other intangible fixed assets. In

January 2012, the company acquired the shares of New Sensations B.V. and Goeie Peer B.V., a company that holds

the cultivation rights to the Rode Doyenne Van Doorn pear variety, as well as the licensing rights to the Uta pear

variety. An impairment in 2016 pertains to the pear-growing companies. It is based on the future sales of trees,

and gross/net harvest figures. In 2017 the assumptions for determining the WACC were changed and part of the

impairment was reversed. The investments mainly relate to external costs for the purchase, development and

implementation of SAP 6.0 for the import organisation. The book value of the purchase, development and

implementation of software at the balance sheet date stated under other intangible fixed assets amount to EUR

5.1 million (2016: EUR 5.9 million).

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The other movements comprise transfers of tangible fixed assets.

14 Tangible fixed assetsThe cost, accumulated revaluation, accumulated depreciation and net book values as at 31 December 2017 were

as follows:

in thousands of euros

Land and

buildings

Machinery and

equipment

Other fixed

operating assets

Operating assets

under construction Idle assets Total

Balance as at 1 January 2017Purchase price 80,633 33,830 36,705 3,126 6,176 160,470

Accumulated depreciation (35,713) (21,277) (29,596) - - (86,586)

Accumulated revaluation 79,370 - - - - 79,370

Accumulated depreciation

revaluation (8,128) - - - - (8,128)

Carrying amount 116,162 12,553 7,109 3,126 6,176 145,126

Movements -Investments 271 684 4,621 1,651 - 7,227

Disposals (9,542) (255) (252) - (6,012) (16,061)

Depreciation (4,041) (5,267) (2,066) - - (11,374)

Transfers (6,477) 8,836 236 (2,595) - -

Other changes (180) 1,379 (123) (82) - 994

Total movements (19,969) 5,377 2,416 (1,026) (6,012) (19,214)

Balance as at 31 December2017Purchase price 69,351 42,908 39,777 2,100 164 154,300

Accumulated depreciation (32,462) (24,978) (30,252) - - (87,692)

Accumulated revaluation 67,175 - - - - 67,175

Accumulated depreciation

revaluation (7,871) - - - - (7,871)

Carrying amount 96,193 17,930 9,525 2,100 164 125,912

In 2017, the company finalised a number of transactions concerning the sale of land and buildings in Barendrecht

which are recognised under disposals. Part of the Retail DC was completed in 2017. In 2017 EUR 6.0 million of the

assets decommissioned at the end of 2016 were disinvested. Buildings and machinery include assets not used in

the production process rented out to third parties and therefore qualify for classification as investment property.

However, in view of their limited number, they are included under buildings and land.

All the real estate in Bleiswijk was pledged as mortgage collateral for the new financing agreement at the end of

2016. For more information on the financing arrangement, see note 22 Current Liabilities, Collateral.

Of the investments, EUR 0.7 million was effected through financial lease commitments recognised under other

equipment. The financial lease commitments are recognised under long-term liabilities.

The book value as at 31 December 2017 includes EUR 9.2 million relating to investments at the grower companies

of members of the Cooperative. Other movements include the release of EU grants received.

The accumulated unrealised revaluation amounted to EUR 59 million as at 31 December 2017 (2016: EUR 71

million). A provision was formed for deferred tax on this amount. Realisation of the revaluation is recognised in

equity.

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15 Financial fixed assets

in thousands of euros 2017 2016

Participating interests 49,543 42,532

Other long-term receivables 2,573 2,852

Amounts receivable from shareholders 16 7,501

Total 52,132 52,885

Associates

in thousands of euros 2017 2016

Carrying value as at 1 January 42,532 37,544Share in result of participating interests 11,325 11,000

Dividends received (4,322) (6,011)

Other movements 8 (1)

Carrying value as at 31 December 49,543 42,532

For more details on associates, see note 47 List of subsidiaries and associates.

Other long-term receivables

in thousands of euros 2017 2016

Carrying value as at 1 January 2,852 4,117Impairments (46) (430)

Loans granted 9 193

Release of provision 112 73

Loan redemption (354) (478)

Transfers - (623)

Carrying value as at 31 December 2,573 2,852

In connection with the sale of real estate in Bleiswijk, Houweling Klappolder B.V. was granted a suspension of

payment in 2015 regarding a part of the purchase price, which was converted into a loan of EUR 2.5 million, with a

3.5% interest rate and a term of 10 years and 2.5 months.

In 2013, a loan was granted to the minority holding Inova Fruit B.V. In view of the negative net asset value of Inova

Fruit B.V. a provision of EUR 1.0 million was formed for the possibility of impairment. A repayment of EUR 112,000

was made on this subordinated loan in 2017. The interest on the loan is 2.543%.

Receivable from shareholdersFor more information on the receivable from the shareholder concerning the financing of the repurchase of

depositary receipts of the Cooperative, please refer to the disclosures under current assets.

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16 Stocks

in thousands of euros 2017 2016

Goods for sale 6,849 6,887

Packaging 4,395 5,553

Total 11,244 12,440

The inventories include a provision for obsolescence of EUR 1.1 million (2016: EUR 1.3 million). mainly for

unsaleable packaging.

17 Receivables and accruals

in thousands of euros 2017 2016

Trade receivables 53,859 55,533

Amounts receivable from shareholders 12,768 14,499

Corporate income tax receivable 1,568 235

Other receivables 3,450 3,010

Prepayments and accrued income 7,392 11,699

Total 79,037 84,976

Trade receivablesTrade receivables include a provision for impairment of EUR 0.8 million (2016: EUR 0.9 million). Trade receivables

serve as collateral for the financing agreement.

Receivable from shareholderThe Cooperative holds the entire share capital of the company. The Cooperative has issued depositary receipts for

Class B shares to its members, all of which were repurchased in 2016.

To finance the repurchase of depositary receipts, Hagé International granted a loan of EUR 8.2 million (2016: EUR

7.5 million) at a profit-related interest rate of 8%. The loan was issued for an indefinite period from 1 January

2009. The shareholder has expressed the intention to redeem the loan in 2018 and it has therefore been included

under current assets.

The remaining amount of the receivable from the shareholder comprises the EU grant received (EUR 0.5 million)

and other advances.

Other receivablesOther receivables mainly comprise amounts receivable from suppliers, advances provided and prepayments. All

receivables fall due within one year.

Prepayments and accrued incomePrepayments and accrued income mainly comprise sales to be invoiced, packaging bonuses and deposits.

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18 Liquid assets

in duizenden euro's 2017 2016

Cash at banks 16,610 15,738

Petty cash 8 15

Other cash equivalents 1,956 26

Totaal 18,574 15,779

Cash and cash equivalents are valued at nominal value. Cash and cash equivalents denominated in foreign

currency are converted into the functional currency at the exchange rate prevailing at the balance sheet date

based on the closing rate published by De Nederlandsche Bank (DNB). This item includes cash and cash

equivalents that are not freely disposable. This concerns a short-term deposit to guarantee rental commitments

that will be released in January 2018. These are recognised under other receivables.

In 2017 the company banks where cash pools within the group have been arranged changed from ABN AMRO and

ING to Deutsche Bank and Rabobank. Due to the change in company banks, the netting methodology was

changed from notional pooling to zero balancing. Debit bank balances within the cash pools are recognised under

Amounts owed to bank and are financed through revolving credit facilities and an asset-based finance facility.

Current account debit balances under the asset-based finance system are guaranteed by accounts receivable

pledging. The current account balance on the asset-based finance system was positive as at 31 December 2017.

Cash and cash equivalents that have not been credited to the current account statement of the asset-based

finance system at the balance sheet date but are at the disposal of The Greenery are stated separately under

Other cash and cash equivalents.

There are no cash and cash equivalents in the entity which are not expected to be freely disposable for a period

exceeding 12 months and therefore no cash and cash equivalents are classified as financial fixed assets.

The bank accounts serve as collateral for the financing agreement.

19 Group equityThe movements in group equity are as follows:

in thousands of euros

Shareholders'

equity Minority interest Group equity

Book value as at 1 January 2017 95,177 (129) 95,048

Result for the year 12,483 (64) 12,419

Currency exchange differences (1,267) - (1,267)

Other movements (57) 19 (38)

Comprehensive income for 2017 11,159 (45) 11,114

Book value as at 31 December 2017 106,336 (174) 106,162

The minority interest is the consolidated subsidiary Dalice Qingdao Trading Company Ltd., 30% of the shares of

which are held by a company outside the Group.

Please see note 38 Shareholders' equity, to the company balance sheet for a breakdown of Shareholders' equity.

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20 ProvisionsThe provisions are as follows:

in thousands of euros 2017 2016

Pension provision 8,502 8,935

Deferred tax liabilities 17,763 15,903

Other provisions 4,823 8,038

Book value as at 31 December 31,088 32,876

The breakdown of provisions into short-term (less than one year), long-term (more than one year) and more than

five years is as follows:

in thousands of euros < 1 year

1 year > < 5

year > 5 year

Total

2017

Pension provision 305 960 7,237 8,502

Deferred tax liabilities 2,107 5,620 10,036 17,763

Other provisions 966 2,153 1,704 4,823

Total provisions 3,378 8,733 18,977 31,088

The movements in provisions are as follows:

in thousands of euros

Pension

provision

Deferred tax

liabilities

Other

provisions Total

Balance as at 1 January 2016 6,885 17,527 16,223 40,635Provisions used during the year (19) (1,981) (5,877) (7,877)

Provisions made during the year 2,661 357 1,635 4,653

Provisions reversed during the year (504) - (3,235) (3,739)

Other movements (88) - (708) (796)

Balance as at 1 January 2017 8,935 15,903 8,038 32,876Provisions used during the year (19) (4,343) (2,236) (6,598)

Provisions made during the year 340 6,203 2,554 9,097

Provisions reversed during the year (391) - (3,051) (3,442)

Other movements (363) - (482) (845)

Balance as at 31 December 2017 8,502 17,763 4,823 31,088

Pension provisionThe group contributes to a number of defined benefit pension plans in the Netherlands and the UK, as well as to a

number of defined contribution plans in the Netherlands and other countries.

Dutch pension provisionThe basic pension plan for Dutch employees is administered either by Stichting Bedrijfspensioenfonds voor de

Agrarische en Voedselvoorzieningshandel (Bpf AVH) or Pensioenfonds Vervoer. Aegon administers a

supplementary pension plan for employees in the Netherlands, which is a defined contribution plan. The

employee pension plan administered by the two above industry-wide pension funds is a defined average earnings

benefit plan with conditional indexation. The indexation of pension benefits depends on the financial position of

the pension funds. The contribution payable to the pension administrator is recognised as an expense in the

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income statement, and where the payable contribution has not yet been paid to the pension administrator, it is

included as a liability on the balance sheet. The employer has no obligation to make additional contributions in

the case of underfunding of the industry-wide pension funds other than paying any future higher contributions.

For this reason, the contributions made during the pension input period are taken to the result in that period.

The pension plan rules of the old pension plans administered by Aegon and Centraal Beheer include an

unconditional obligation to grant indexation to members. A provision for this commitment of EUR 1.6 million

(2016: EUR 1.3 million) is included in the balance sheet. The main assumptions on which the calculation of these

provisions is based are stated in the table below.

2017 2016

Inflation rate 1.6% 1.5%

Discount rate 2.1% 2.0%

Future life expectancy CBS2014 CBS2014

The old pension plans administered by Aegon include an obligation to pay warranty expenses for the deposit. This

obligation is calculated based on the value of the deposit and a capital cost fee. A provision for this obligation of

EUR 1.8 million (2016: EUR 1.7 million) is included in the balance sheet.

At 31 December 2017, the provisional coverage ratio amounts to 97.4% for the Stichting Bedrijfspensioenfonds

voor de Agrarische en Voedselvoorzieningshandel (Bpf AVH) and to 107.3% for Pensioenfonds Vervoer. At

31 December 2016, the coverage ratio of the Aegon deposit for old pension plans amounted to 111.4%.

Foreign pension provisionThe pension plan for employees in the UK administered under the Personal Pension Plan is a defined contribution

plan where 7% of the basic salary is transferred to a pension insurer chosen by the employee.

In addition, there is a pension fund for former employees. This is a closed pension scheme under own

management in which The Greenery UK Ltd. is responsible for any underfunding.

The calculations for the UK pension fund are based on actuarial assumptions in which future liabilities are

discounted to present value using a discount rate, including inflation. Based on the present value of the assets in

the UK pension fund versus the present value of the liability, the net amount of underfunding in the pension fund

is EUR 5.1 million (2016: EUR 5.7 million), a provision for which is included in the balance sheet. This provision

relates to a Greenery UK Ltd. liability. A recovery plan provides for monthly contributions to the pension fund to

strengthen its position. The expected pension costs in 2018 comprise the contributions under the recovery plan

amounting to EUR 0.4 million.

The calculation of the pension provision for the UK pension fund is based on the following main assumptions:

2017 2016

Inflation rate 3.4% 3.5%

Discount rate 2.5% 2.7%

Future life expectancy S2NXA

CMI2016

S2NXA

CMI2015

Provision for deferred tax liabilitiesThe provision for deferred tax liabilities relates chiefly to the revaluation of property, plant and equipment, the

revaluation reserve and a pension-related deferred tax asset.

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The deferral increased due to the reinvestment reserve formed for the assets sold in 2015. The decrease in the

course of the year is mainly attributable to use of the reinvestment reserve.

Other provisionsThe other provisions are as follows:

in thousands of euros 2017 2016

Restructuring provision - 405

Provision for legal claims - 302

Provision for work anniversaries 1,365 2,003

Provision for conditional earn-out obligation 1,083 971

Other provisions 2,375 4,357

Book value as at 31 December 4,823 8,038

In 2012 NFG Holding B.V. and Goeie Peer B.V. concluded a transaction in which NFG sold pear varieties, including

trademark rights, related contracts and activities, to Goeie Peer. An earn-out provision was calculated based on

the projected income from fruit and tree royalties. A provision was formed for this purpose amounting to EUR 1.1

million at year-end 2017.

The other provisions mainly comprise an onerous lease amounting to EUR 1.7 million (2016: EUR 0.8 million) and

a provision for EU grant-related claims amounting to EUR 0.5 million (2016: EUR 3.2 million). The decrease in the

provision for EU grant-related claims in 2017 is mainly due to the final decisions received on the current objection

procedures. This resulted in the repayment of a grant to the Netherlands Enterprise Agency (RVO) and in the

release of amounts reserved for these projects.

21 Non-current liabilities

in thousands of euros 2017 2016

Mandatory members' loans 36,855 39,829

Product funds 5,209 5,536

Financial lease obligations 1,994 2,032

Other loans 8,372 9,791

Accrued liabilities 6,371 9,225

Total 58,801 66,413

Mandatory members' loansThe mandatory members’ loan is based on the liquidity levy, which is calculated in proportion to the value of the

goods supplied. At the end of the year, the levy is converted into a mandatory members' loan with a four-year

term (2016: (eight years and one day) with a commencement date of 31 December and an expiry date of

1 January. The short-term component of the mandatory members' loans amounting to EUR 6.8 million (2016: EUR

8.6 million). The interest on mandatory members' loans is added to the principal amount unless a request for

payment of the interest is received by 31 March. The interest rate on mandatory members' loans is fixed annually

based on EURIBOR plus a mark-up. In 2017, the rates on the various loans ranged from 2.10% to 3.85%.

In addition, voluntary members' loans totalled EUR 8.8 million as at 31 December 2017 (2016: (EUR 7.7 million)

bearing interest rates from 2.10% to 3.50%. Voluntary members' loans, which are due every year between

1 January and 31 March, are recognised as current liabilities.

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The members' loans maturing on 1 January 2018 amounting to EUR 6.8 million are recognised under current

liabilities. The interest paid on the short-term component of these loans ranged between 3.30% and 4.70% in

2017. Mandatory members' loans maturing within one year are recognised as current liabilities, including the

accrued interest. The portion of these members' loans due after five years is EUR 8.3 million (2016: EUR 11.9

million). The interest accrued and payable on the mandatory and voluntary members' loans is classified as

subordinated capital as at 31 December of the financial year. The members' loans are subordinated to the bank

loans.

Product funds

in thousands of euros 2017 2016

Book value as at 1 January 5,536 5,797Withdrawals (1,609) (1,622)

Additions 1,255 1,332

Interest 27 29

Book value as at 31 December 5,209 5,536

By their nature, product funds are subordinated.

The interest rate is based on the one-month EURIBOR rate plus a 0.5% mark-up.

Financial leaseIn 2017, the company entered into financial lease commitments for vehicles, which are recognised under tangible

fixed assets. The leases have a term of five years and the interest rate included in the lease ranges from 2.79% to

3.75%. The lease instalments due within one year amount to EUR 0.5 million and are recognised under current

liabilities.

Other loansThese loans are granted mostly by members of the Cooperative to finance capital expenditure by the company on

their behalf. In 2017 the interest on these loans amounted to 0.00% (2016: 0.06%), depending on the effective

date and term. The debt due and payable after five years is EUR 1.1 million (2016: EUR 1.7 million).

Financial risks

Price riskThe Greenery runs a price risk on its economic inventory. In addition, the company trades in perishable products

whose value, in principle, decreases over time. The Greenery has a well-designed ERP system for the effective

management of inventories and price risks.

Interest rate riskThe variation in interest rates has an impact on the (direct) result. The interest rate policy is aimed at reducing the

risk entails periodically assessing hedge effectiveness and using hedge accounting for hedges.

Currency riskThe Greenery runs the risk of currency fluctuations with regard to its purchasing and sales activities abroad. The

net currency position, which is determined on the basis of the accounts receivable position, the accounts payable

position and bank balances, is hedged periodically.

Liquidity riskThere is a risk that The Greenery does not have access to the required liquidity when needed. The company aims

to limit liquidity risk by guaranteeing availability of an accounts receivable financing facility to support

operational activities and to meet its financial obligations. Accounts receivable financing in 2017 met the full

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financing requirement, also because The Greenery sold real estate in that year so as to build up a financial buffer

to absorb shortfalls. This buffer can also be used if, due to higher market prices or volume, the working capital

increases.

Credit riskThe Greenery runs a credit risk when a counterparty fails to meet its obligations with regard to a financial

instrument or a contract with a buyer, causing financial loss. The Greenery is also exposed to credit risk in

connection with its business activities (primarily trade receivables) and in connection with its financing activities,

including currency transactions and other financial instruments.

Where possible, the trade receivables are placed with a credit insurer. For uninsurable trade receivables, we apply

internal limits which are strictly monitored. The Greenery also provides harvest advances on a limited scale and in

exceptional cases, which are paid back through the delivery of products. The concentration risk is limited as we

work with many different buyers. For the largest of them, we apply supply chain finance programmes to rule out

concentration risk in these relationships.

On the reporting date, the maximum exposure to credit risk amounts to the book value of the receivables and

cash and cash equivalents, as indicated in the respective notes. The Greenery considers that the credit risk is low

because a significant part of its trade receivables are insured. The credit balances held at banks are all credit

balances at reputable banks. Receivables as a result of harvest advances involve a higher risk, as these are

dependent on weather and market conditions.

22 Current liabilities

in thousands of euros 2017 2016

Debts to credit institutions 183 -

Financial lease obligations 557 312

Trade creditors 46,105 62,949

Accounts payable to Growers 11,601 11,178

Mandatory members' loans 6,813 8,670

Voluntary members' loans 8,867 7,690

Other loans < 1 year - 6,013

Taxes and social security contributions 3,652 2,595

Pension liabilities 1,011 1,691

Personnel related liabilities 5,002 6,058

Turnover bonusses 3,938 4,193

Other liabilities 9,051 8,581

Accruals and deferred income 7,619 12,677

Total 104,399 132,607

The other liabilities mainly comprise operating allowances to be paid to growers and other costs to be paid.

All current liabilities fall due within one year.

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Taxes and social security contributions to be paid

in duizenden euro's 2017 2016

Wage tax 2,112 1,024

Value-added tax 275 794

Social security contributions 1,146 562

Other 119 215

Totaal 3,652 2,595

CollateralThe new financing arrangement with Deutsche Bank and Rabobank was implemented in the first quarter of 2017.

This financing arrangement consists of an accounts receivable financing facility totalling EUR 40 million with an

interest mark-up at the EURIBOR rate plus an availability commission of 0.30% a revolving EUR 20 million credit

facility with an interest mark-up at the EURIBOR rate and an unused line fee of 0.50%. In addition, a EUR 10

million guarantee facility was arranged. The credit agreement expires on 22 December 2019, with the option of

extension by one year for no more than two times.

Real estate in Bleiswijk and the related insurances were provided as mortgage collateral for the financing

agreement. Furthermore, bank accounts, accounts receivable and credit insurance were pledged as collateral.

23 Off-balance sheet commitments

in thousands of euros 2017 2016

Guarantees and securities 3,675 4,602

Capital expenditure commitments 4,642 716

Lease and rental commitments 71,067 77,641

Other commitments 5,223 5,302

Total 84,607 88,261

The breakdown of off-balance sheet commitments into short-term (less than one year), long-term (more than

one year) and more than five years is as follows:

in thousands of euros < 1 year

1 year > < 5

year > 5 year

Total

2017

Guarantees and securities - - 3,675 3,675

Capital expenditure commitments 4,642 - - 4,642

Lease and rental commitments 7,799 18,575 44,693 71,067

Other commitments 5,223 - - 5,223

Total 17,664 18,575 48,368 84,607

The guarantees and security/collateral issued to secure the guarantee facility are mainly for real estate, trailers

and payment guarantees. The probability of calling on the guarantee depends on the fulfilment of the obligations

by the entity. In view of the solvency level and the scope of the financing arrangement, a claim under the

guarantees described is unlikely to be submitted by the beneficiaries of the guarantees in 2018.

The amount included in the capital expenditure commitments comprises EUR 0.4 million in ICT-related

investments and EUR 1.8 million in moveable property.

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Of the amount of lease and rental commitments, EUR 65.7 million comprises real estate rentals (2016: EUR 70.4

million) and EUR 5.3 million rolling stock (2016: EUR 7.2 million).

All lease commitments are operating lease commitments. The costs recognised in the income statement for the

current financial year relating to the lease and rental commitments included in the above table amount to EUR 5.7

million.

The amount stated under other commitments primarily comprises ICT-related contractual commitments.

24 Related-party transactionsRelated-party transactions are those where a relationship exists between the company and a natural person or an

entity associated with the company, such as relationships between the company and its associates, the

shareholders, the board members and officers serving in key positions. Transactions are taken to mean a transfer

of resources, services or obligations, irrespective of whether an amount is charged.

In 2017, the company entered into transactions with its associates Europool System B.V. and Inova Fruit B.V. These

transactions were conducted at arm's length.

In 2013, a subordinated finance facility was provided to Inova Fruit B.V., an associate, at a fair market interest rate.

In 2017, EUR 112,000 was repaid.

In accordance with Dutch accounting guideline RJ 330, the members of the company's Supervisory Board qualify

as related parties. Please see note 45 to the company financial statements for details of the remuneration of

these Supervisory Board members

In the course of the financial year, transactions were concluded with companies whose Supervisory Boards

included members that are either a board members and/or shareholders. The terms and conditions under which

these transactions were conducted do not vary from similar transactions with other companies. In the course of

the financial year, a company of which a Supervisory Board member is a board member and/or a shareholder was

granted an advance for cultivation purposes in the form of a short-term EUR 0.5 million loan, which is stated

under current assets. The interest on the loan is 3.5%.

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Notes to the consolidated income statement

25 Net revenue

Geographic spread

in thousands of euros 2017 2016

Geographic spreadThe Netherlands 648,679 654,206

Germany 130,641 140,648

United Kingdom 41,514 49,498

Rest of Europe 165,017 154,246

Rest of the world 17,301 26,297

Total 1,003,152 1,024,895

Segmentation by category

in thousands of euros 2017 2016

Segmentation by categoryFruit and vegetables 927,916 950,236

Logistical services 70,450 69,817

Exploitation & trade development 4,786 4,842

Total 1,003,152 1,024,895

Logistical services and Exploitation & DevelopmentThis item covers income from logistics services, transport, rental and other operating income that includes an

amount of EUR 4.8 million (2016: EUR 3.1 million) in EU grants and a loss on the sale of real estate of EUR 1.8

million.

26 Depreciation and amortisation of tangible and intangible fixed assets

in thousands of euros 2017 2016

Intangible fixed assets (4,192) (3,798)

Tangible fixed assets (11,374) (10,321)

Total (15,566) (14,119)

27 Impairments of tangible fixed assetsNo impairments occurred in 2017.

An impairment that occurred in 2016 was partially recovered in 2017. For further details, see note 13 Intangible

fixed assets.

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28 Other operating expenses

Fees for the procedures performed by the external auditorPlease refer to the Coöperatie Coforta U.A. financial statements for the fees for the external auditor's procedures

taken to the result for the financial year.

29 Financial income and expensesFinancial income and expenses mainly relate to interest income and expenses. The balance of interest paid to and

interest received from related parties is EUR 23,000 (2016: EUR 25,000).

30 TaxesThe company and most of its wholly-owned subsidiaries in the Netherlands constitute a tax group. Corporate

income tax is recognised for each of the companies for the amount that would be payable by the company

concerned as an independent tax-paying enterprise, taking account of the tax facilities applicable to that

company.

The weighted average applicable tax rate is 25%, which is based on the income before tax in the various tax

jurisdictions. The tax gain in the 2017 income statement amounts to EUR 3.7 million, or 142.6% of the income

before tax. The 2017 tax gain is mainly caused by the untaxed gain regarding the termination of the activities of a

North American subsidiary.

The amount of non-activated losses whereby no tax liability is determined at the balance sheet date is equal to

EUR 3.1 million ( 2016: EUR 3.3 million).

The numerical reconciliation between the applicable and the effective rate is shown below:

Corporate tax

in thousands of euros Gross profit in EUR in %

2017Result before tax (2,569) 642 25.0%

Permanent differences 1,124 (281) -10.9%

(1,445) 361 14.1%

Non-capitalised losses of foreign group companies 6 0.2%

Non-taxable result 2,422 94.3%

Adjustments to tax returns in previous years 608 23.7%

Miscellaneous 266 10.4%

Taxes on income as shown in the income statement 2017 3,663 142.6%

2016Result before tax (1,439) 359 25.0%

Permanent differences 1,248 (312) -21.7%

(191) 47 3.3%

Non-capitalised losses of foreign group companies (570) -39.6%

Adjustments to tax returns in previous years (19) -1.3%

Miscellaneous (8) -0.6%

Taxes on income as shown in the income statement 2016 (550) -38.2%

The permanent differences mostly comprise non-deductible amortisation of goodwill.

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31 Employees

number of FTEs employed at year-end 2017 2016

Board/MT/offices 317 322

Logistics services 588 644

Transportation and other 157 146

Total 1,062 1,113

The average number of FTEs with permanent employment contracts during 2017 amounted to 1,085 (2016:

1,165).

The average number of temporary staff in FTEs amounted to 649 (2016: 623).

The number of employees in the Netherlands amounted to 978 (2016: 955) and there were 84 employees abroad

(2016: 158) based on FTEs at year-end, excluding trainees, temporary workers and interim staff.

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Company financial statements

COMPANY BALANCE SHEET AS AT 31 DECEMBER2017(before profit appropriation)

in thousands of euros Note 2017 2016

Assets

Fixed assetsIntangible fixed assets 33 6,996 8,321

Tangible fixed assets 34 22,230 22,575

Financial fixed assets1 35 161,278 161,103

190,504 191,999Current assetsInventories 36 10,341 11,050

Trade and other receivables1 37 82,564 110,131

Cash and cash equivalents 8,144 8,035

101,049 129,216

Total assets 291,553 321,215

Liabilities

Shareholders' equity 38

Share capital 61,262 61,262

Share premium 834 834

Revaluation reserve 44,478 54,752

Other legal reserves 46,461 39,241

Other reserves (59,182) (69,908)

Unappropriated profit 12,483 8,996

106,336 95,177Provisions and liabilitiesProvisions 39 32,297 39,696

Non-current liabilities 40 55,706 63,798

Current liabilities 41 97,214 122,544

185,217 226,038

Total liabilities 291,553 321,215

1 The 2016 figures are restated for comparison purposes only; these are explained under note 5

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COMPANY INCOME STATEMENT 2017

in thousands of euros 2017 2016

Share of result of participating interests, after tax 28,044 24,169

Other income and expenses, after tax (15,561) (15,173)

Net result 12,483 8,996

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Notes to the company financial statements

32 GeneralThe company financial statements form an integral part of the 2017 financial statements drawn up pursuant to

the company's Articles of Association. The financial data of the company are included in the consolidated

financial statements.

The financial statements have been prepared in accordance with the provisions of Part 9 of Book 2 of the Dutch

Civil Code.

The accounting policies applied in the company financial statements are the same as those applied in the

consolidated financial statements. Please see the notes to the consolidated financial statements for these

accounting policies, excluding the accounting policies stated below.

Financial instruments are stated in the company financial statements on the basis of their legal form.

Participating interests in group companies where significant influence is exercised on the commercial and

financial policy are carried at net asset value, but no lower than nil. The net asset value is determined in

accordance with the company's accounting policies. For further information, see the accounting policy for

financial fixed assets in the consolidated financial statements.

The income from associates represents the company's share in the profit or loss for the financial year of the

company concerned from the time it became part of the group.

33 Intangible fixed assets

in duizenden euro's 2017 2016

Goodwill 2,753 3,180

Other intangible fixed assets 4,243 5,141

Boekwaarde 31 december 6,996 8,321

Goodwill

in thousands of euros 2017 2016

Carrying value as at 1 January 3,180 3,557Adjustment of capitalised goodwill 16 66

Depreciation and impairments (443) (443)

Carrying value as at 31 December 2,753 3,180

Accumulated cost 8,200 8,200

Accumulated depreciation and impairments (5,447) (5,020)

Carrying value as at 31 December 2,753 3,180

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Other intangible fixed assets

in thousands of euros 2017 2016

Carrying value as at 1 January 5,141 5,643Investments 1,051 730

Depreciation (2,363) (1,734)

Other movements 414 502

Carrying value as at 31 December 4,243 5,141

Accumulated cost 12,817 10,813

Accumulated depreciation and impairments (8,574) (5,672)

Carrying value as at 31 December 4,243 5,141

The other intangible fixed assets comprise external costs for the purchase, development and implementation of

software.

34 Tangible fixed assetsCost, accumulated revaluation, accumulated depreciation and net book values as at 31 December 2017 are

shown below:

in thousands of euros Buildings and land

Machinery and

equipment

Other tangible fixed

assets

Tangible fixed assets

in progress Total

Balance as at 1 January 2017Purchase price (7,101) 17,048 11,260 2,684 23,891

Accumulated depreciation 17,433 (8,633) (10,116) - (1,316)

Carrying value 10,332 8,415 1,144 2,684 22,575

MovementsInvestments 196 501 601 2,067 3,365

Disposals (202) (255) (35) - (492)

Transfers (6,477) 8,836 234 (2,593) -

Depreciation (710) (3,592) (571) - (4,873)

Other movements 441 1,407 (111) (82) 1,655

Movements 2017 (6,752) 6,897 118 (608) (345)

Balance as at 31 December 2017Purchase price (12,788) 26,138 12,585 2,076 28,011

Accumulated depreciation 16,368 (10,826) (11,323) - (5,781)

Carrying value 3,580 15,312 1,262 2,076 22,230

The EU grants received corresponding to the investments recognised under other group companies are included

under buildings and land.

The investments mainly comprise the new Retail DC and are recognised under tangible fixed assets in progress.

The other movements comprise a transfer to intangible fixed assets and a release from the EU grants received.

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35 Financial fixed assets

in thousands of euros

Minority

interests

Receivables from

group

companies Associates

Other

receivables Total

Carrying value as at 1 January 2017 73,858 44,564 42,623 58 161,103Loans granted - 16 112 - 128

Redemption - (12,674) (24) (58) (12,756)

Share of result of participating interests 16,710 - 11,334 - 28,044

Dividend received (2,890) - (4,322) - (7,212)

Provision (5,337) - - - (5,337)

Other movements (2,692) - - - (2,692)

Carrying value as at 31 December 2017 79,649 31,906 49,723 - 161,278

For more details on non-consolidated participating interests, see note 47 List of subsidiaries and associates.

SubsidiariesThe amount stated under other movements mainly comprises the currency translation differences reserve for

associates in connection with PTLA.

Receivables from group companiesThe amount recognised under redemption relates mainly to the sale of real estate by Greenery Vastgoed B.V. The

interest on this receivable is 0%.

Non-consolidated participating interestsOver the course of 2017, an amount of EUR 4.3 million in dividend was received from EPS through

Houdstermaatschappij Verpakkingsbedrijven B.V.

36 Stocks

in thousands of euros 2017 2016

Goods for sale 6,186 5,743

Packaging 4,155 5,307

Total 10,341 11,050

The inventories include a provision for obsolescence of EUR 1.1 million (2016: EUR 1.3 million). mainly for

unsaleable packaging.

37 Receivables and accruals

in thousands of euros 2017 2016

Trade receivables 38,536 42,610

Amounts receivable from group companies 31,559 40,780

Amounts receivable from shareholders 4,595 14,499

Corporate income tax receivable 3,946 6,063

Other receivables, prepayments and accrued income 3,928 6,179

Total 82,564 110,131

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Trade receivables include a provision for doubtful debts of EUR 0.3 million (2016: EUR 0.2 million).

The interest on amounts receivable from group companies is based on one-month EURIBOR plus a mark-up. The

interest on amounts receivable from shareholders is set at 0%.

All receivables fall due within one year.

38 Shareholders' equity

in thousands of euros

Share

capital

Share

premium

Revaluation

reserve

Other legal

reserves

Other

reserves

Unapropria

ted profit Total

Net value as at 1 January 2017 61,262 834 54,752 39,241 (69,908) 8,996 95,177Revaluation realised with regard to

disposals and depreciation - - - - 8,996 (8,996) -

Movements in legal reserves for

associates - - (10,274) - 10,274 - -

Result appropriation of previous

financial year - - - (4,322) 4,322 - -

Addition to the reserve of

associates - - - 11,334 (11,334) - -

Result for the year - - - - - 12,483 12,483

Other movements - - - 1,475 (1,532) - (57)

Currency exchange differences - - - (1,267) - - (1,267)

Net value as at 31 December 2017 61,262 834 44,478 46,461 (59,182) 12,483 106,336

Paid-up and called-up capitalThe authorised share capital amounts to EUR 90,769,000 and consists of 400,000 Class A and 400,000 Class B

shares, both with a nominal value of EUR 113.45.

The paid-up and called up share capital consists of 281,000 Class A shares and 259,000 cumulative preference

Class B shares both with a nominal value of EUR 113.45.

Share premiumThe amounts contributed by the shareholders in excess of the nominal share capital are recognised as share

premium. The share premium reserve was created in 1996 upon the contribution in kind against the issuance of

Class A shares.

Revaluation reserveThe revaluation reserve records changes in the value of tangible fixed assets of Greenery Vastgoed B.V. previously

carried at current value. Realisation of the revaluation reserve is recognised through equity.

Other legal reservesThe legal reserve includes a reserve for associates which relates to the net asset value of unconsolidated

investments. Translation differences arising from the conversion of the functional currency used by foreign

operations to the presentation currency used by the parent company are also recognised in the legal reserve. If an

associate is sold, the cumulative translation differences relating to the associate are transferred to the general

reserve and recognised under other movements.

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The movements in these reserves are as follows:

in thousands of euros

Reserve of

associates

Currency

translation

reserve

Other legal

reserves

Net book value as at 1 January 2017 42,528 (3,287) 39,241Movement of legal reserve for associates (4,322) - (4,322)

Grants to the reserve of associates 11,334 - 11,334

Other movements - 1,475 1,475

Currency exchange differences - (1,267) (1,267)

Net book value as at 31 December 2017 49,540 (3,079) 46,461

Proposed profit appropriationA proposal has been made to the General Meeting to add the profit of EUR 12,483,000 recorded in 2017 to equity.

This proposal has not yet been incorporated in the financial statements.

39 ProvisionsThe provisions are as follows:

in thousands of euros 2017 2016

Pension provision 3,372 3,051

Deferred tax liabilities 18,768 17,047

Provision subsidiaries 8,251 13,588

Other provisions 1,906 6,010

Balance as at 31 December 32,297 39,696

Movements in pensions, deferred tax liabilities and other provisions were as follows:

in thousands of euros

Pension

provision

Deferred tax

liabilities

Provision

subsidiaries

Other

provisions Total

Balance as at 1 January 2016 2,976 18,279 10,359 13,197 44,811Provisions used during the year (19) (1,589) - (4,170) (5,778)

Provisions made during the year 557 357 3,229 467 4,610

Provisions reversed during the year (464) - - (2,860) (3,324)

Other movements 1 - - (624) (623)

Balance as at 1 January 2017 3,051 17,047 13,588 6,010 39,696Provisions used during the year (19) (4,343) (5,337) (1,279) (10,978)

Provisions made during the year 340 6,064 - 685 7,089

Provisions reversed during the year - - - (2,866) (2,866)

Other movements - - - (644) (644)

Net value as at 31 December 2017 3,372 18,768 8,251 1,906 32,297

The provision for associates relates to associates with a negative net asset value.

The provision for anniversaries accounts for EUR 1.4 million of the other provisions.

For further information, please see the notes to the consolidated balance sheet.

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40 Non-current liabilitiesNon-current liabilities consist of mandatory members' loans totalling EUR 36.9 million (2016: EUR 39.8 million),

growers' loans totalling EUR 7.3 million (2016: EUR 9.2 million), accruals relating to the operating budget for

growers totalling EUR 6.4 million (2016: EUR 9.3 million) and the product funds totalling EUR 5.2 million (2016:

EUR 5.5 million). For further information, please refer to note 21 to the consolidated balance sheet.

Information on financial instrumentsFor further information on financial instruments, please refer to the notes to the consolidated balance sheet.

41 Current liabilities

in thousands of euros 2017 2016

Debts to credit institutions - 6,750

Trade creditors 34,928 50,913

Accounts payable to Growers 11,601 11,178

Group companies 13,392 14,644

Mandatory members' loans 6,813 8,670

Voluntary members' loans 8,867 7,690

Taxes and social security contributions 3,664 1,586

Pension liabilities 951 1,629

Personnel related liabilities 3,573 4,579

Turnover bonusses 3,315 3,485

Other liabilities 6,772 7,305

Accruals and deferred income 3,338 4,115

Total 97,214 122,544

All current liabilities fall due within one year.

The other liabilities mainly comprise operating allowances to be paid to growers and other costs due.

42 Off-balance sheet liabilitiesOn behalf of the majority of the Dutch group companies included in the consolidation, the equity holder issued

guarantees as referred to in Book 2, Section 403 of the Dutch Civil Code. Pursuant to those guarantees, the equity

holder is jointly and severally liable for debts arising from legal acts performed by those group companies

amounting to EUR 4.5 million at the balance sheet date.

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The Greenery B.V. has issued a 403 statement for the subsidiaries below:

Subsidiaries

Disselkoen Airfreight B.V.

E. van den Berg & Zonen B.V.

Greenery Holding B.V.

Greenery OG Barendrecht I B.V.

Greenery Produce B.V.

Greenery Specials Groep B.V.

Greenery Vastgoed B.V.

Hagé International B.V.

Hollander Barendrecht B.V.

Hoogsteder Groenten en Fruit B.V.

Internationaal Transportbedrijf Dijco B.V.

J.H. Wagenaar B.V.

Jover Beheer B.V.

43 Fiscal unitThe shareholder constitutes a fiscal unit for corporate income tax and turnover tax purposes with the vast

majority of its Dutch subsidiaries and, as such, is jointly and severally liable for the tax liability of the tax group as

a whole. The other companies that form part of the tax group are charged corporate income tax as though they

were independent taxpayers.

The corporate income tax is recharged or allocated within the fiscal unit.

44 EmployeesA specification of personnel expenses is shown below:

in duizenden euro's 2017 2016

Wages and salaries 31,644 32,713

Social security premiums 4,990 4,886

Pension costs 4,688 4,647

Other personnel costs 1,796 2,466

Totaal 43,118 44,712

The average number of FTEs with permanent employment contracts during 2017 amounted to 633 (2016: 646).

The average number of temporary staff in FTEs at year-end 2017 amounted to 380 (2016: 348).

45 Related-party transactionsSee note 24 Related party transactions in the consolidated financial statements for details.

46 Remuneration of the members of the Board and Supervisory BoardThe total amount charged to the company for the remuneration of current and former General Management

members, including pensions, in 2017 was EUR 0.8 million (2016: EUR 0.8 million), and for the Supervisory Board

in 2017: EUR 0.2 million (2016: EUR 0.2 million).

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47 List of subsidiaries and associatesAs at 31 December 2017 the most significant subsidiaries and associates included the companies listed below. A

full list of subsidiaries and associates has been filed with the Chamber of Commerce in Rotterdam.

Subsidiaries Registered office Share in capital (%)

Hollander Barendrecht B.V.1 Barendrecht 100

Disselkoen Airfreight B.V.1 De Lier 100

Greenery Produce B.V.1 Barendrecht 100

E. van den Berg&Zonen B.V.1 Barendrecht 100

Hagé International B.V.1 Barendrecht 100

Dalice Qingdao Trading Company Ltd. Hong Kong 70

Hoogsteder Groenten en Fruit B.V.1 Utrecht 100

Greenery UK Ltd. Huntingdon (GBR) 100

Greenery España S.A. Carlet Valencia (ESP) 100

Internationaal Transportbedrijf Dijco B.V.1 Delft 100

J.H. Wagenaar B.V.1 Zwaagdijk 100

Greenery Italia Srl. Verona (ITA) 100

Greenery Vastgoed B.V.1 Den Haag 100

Greenery Produce Holding B.V.1 Barendrecht 100

PTLA Holding Participacões LTDA Beberibe (BRA) 100

AssociatesHoudstermaatschappij Verpakkingen B.V. Zoetermeer 78.572

Inova Fruit B.V. Geldermalsen 49.50

Branches Location CountryThe Greenery B.V. Breda Nederland

Bleiswijk Nederland

1 Part of the fiscal unit of The Greenery B.V.

2 There is no dominant control on the basis of the provisions of the articles of association.

Barendrecht, 5 April 2018

General Management Supervisory BoardS.A. Martina (CEO) B.J. Feijtel (chair)

P.R. Philip Limvers (CFO) G.W. Pronk (vice-chair)

E.D. Drok

T.W. van Noord

A.E. Ter Laak

N. Peeters

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Other information

Articles of Association provisions governing profit appropriationUnder Article 38 of the Articles of Association, the profit is appropriated as follows:

Article 38 Profit1. With respect to each class of Shares, a dividend reserve is held for the benefit of the holders of those Shares,

which reserve shall be identified by the same letter as the associated Shares.

2. From the profit generated in the most recent full financial year, the dividend reserve maintained on behalf of

the holders of Class B cumulative preference Shares shall, if possible, be increased by the percentage stated

below of the nominal amount paid up on the Class B cumulative preference Shares. If, in any year, the profit

does not allow the addition referred to in the previous sentence to be effected, or only in part, the deficit shall

be added to the dividend reserve maintained on behalf of the holders of Class B cumulative preference

Shares and taken off the profit of subsequent years.

3. From the profit that remains after application of Article 38.2, if and to the extent permitted by such

remaining profit, each of the dividend reserves shall be increased by an amount that equals the percentage

stated below of the relevant dividend reserve as at the end of the financial year. If the amount of a dividend

reserve has varied over the course of a financial year, the addition from the profit shall be calculated over the

average reserve for that year. To determine the amount of the addition from the profit, the dividend reserve is

increased by the amount by which it is to be supplemented pursuant to the second sentence of Article 38.8.

The percentage referred to in Article 38.2 and in this paragraph equals the interest rate percentage

applicable at the end of the financial year concerned to a government loan with a term to be determined by

the General Meeting, plus one per cent.

4. Any profit that remains following the addition from the profit in accordance with Article 38.3 shall be at the

disposal of the meeting of holders of ordinary Class A Shares, which shall be free to add all or part of the

remaining profit to the Distributable Reserves.

5. Any profit not reserved in accordance with Article 38.4 by the meeting of holders of ordinary Class A Shares

shall be added to the dividend reserve which is maintained on behalf of the holders of ordinary Class A

Shares.

6. The General Meeting shall only be able to cancel all or part of a dividend reserve on behalf of the holders of a

particular class of Shares upon a proposal to that effect by the Holders of that class of Shares, subject to the

provisions of Article 38.9. In that case, the amount cancelled shall be distributed to the holders of shares of

that particular class in proportion to the paid-up nominal amount of their Shares of that class.

7. The General Meeting shall be free at all times to make additions to the dividend reserves of a particular class

at the expense of the Distributable Reserves. The addition shall be effected in such a way that each of the

dividend reserves shall benefit from it in proportion to the nominal amounts paid up on the Shares of that

class, without prejudice to the provisions of Article 38.8, second sentence.

8. The General Meeting shall cancel all or part of a dividend reserve for the purpose of offsetting incurred

losses. If a dividend reserve has been used to offset a loss, no dividend shall be distributed other than

through cancellation of a dividend reserve in the manner referred to in Article 38.6, nor shall any reservation

or addition to another dividend reserve be effected, as long as the amount withdrawn in order to offset the

loss has not been added to that dividend reserve. Exceptions to this rule are possible if unanimously endorsed

by the General Meeting. If the amount used to offset a loss was withdrawn from more than one dividend

reserve, an addition to the relevant reserves shall be made as referred to in the second sentence of Article

38.7, in proportion to the withdrawals.

9. Additions or distributions from the profit shall not exceed the amount of the Distributable Reserves. A

decision seeking to make distributions will have no consequences until such time as the General

Management has granted approval. The General Management refuses to grant approval only if it is aware or

is expected to foresee that the Company will be unable to continue to pay its due and payable debts following

distribution. The provisions of Book 2, Section 261 of the Dutch Civil Code apply if the Company is unable to

pay its due and payable debts following distribution.

10. Additions or distributions from the profit shall not be effected until after adoption of the financial statements

that demonstrate their justification.

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11. The General Meeting may decide to provide an interim addition or distribution from the profit, with due

regard for the provisions of Article 38.9.

12. Subject to the provisions, mutatis mutandis, of Article 38.9, the General Meeting may decide to effect

distributions from a non-statutory reserve.

13. The Shareholder's distribution claim shall lapse after five years.

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Independent auditor’s reportTo: the General Meeting and the Supervisory Board of The Greenery B.V.

REPORT ON THE ACCOMPANYING FINANCIAL STATEMENTS

Our opinionWe have audited the financial statements 2017 of the The Greenery B.V., based in Barendrecht.

In our opinion the accompanying financial statements give a true and fair view of the financial position of The

Greenery B.V. as at 31 December 2017 and of its result for 2017 in accordance with Part 9 of Book 2 of the Dutch

Civil Code.

The financial statements comprise:

1. the consolidated and company balance sheet as at 31 December 2017;

2. the consolidated and company income statement for 2017;

3. the notes comprising a summary of the accounting policies and other explanatory information.

Basis for our opinionWe conducted our audit in accordance with Dutch law, including the Dutch Standards on Auditing. Our

responsibilities under those standards are further described in the ‘Our responsibilities for the audit of the

financial statements’ section of our report.

We are independent of The Greenery B.V. in accordance with the Wet toezicht accountantsorganisaties (Wta,

Audit firms supervision act), the ‘Verordening inzake de onafhankelijkheid van accountants bij assurance-

opdrachten’ (ViO, Code of Ethics for Professional Accountants, a regulation with respect to independence) and

other relevant independence regulations in the Netherlands. Furthermore, we have complied with the

‘Verordening gedrags- en beroepsregels accountants’ (VGBA, Dutch Code of Ethics).

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our

opinion.

REPORT ON THE OTHER INFORMATION INCLUDED IN THE ANNUAL REPORT

In addition to the financial statements and our auditor’s report thereon, the annual report contains other

information that consists of:

• key statistics in 2017, key figures, highlights 2017 and foreword;

• report of the management board;

• governance, including the report of the Supervisory Board;

• other information pursuant to Part 9 of Book 2 of the Dutch Civil Code.

Based on the following procedures performed, we conclude that the other information:

• is consistent with the financial statements and does not contain material misstatements;

• contains the information as required by Part 9 of Book 2 of the Dutch Civil Code.

We have read the other information. Based on our knowledge and understanding obtained through our audit of

the financial statements or otherwise, we have considered whether the other information contains material

misstatements.

By performing these procedures, we comply with the requirements of Part 9 of Book 2 of the Dutch Civil Code and

the Dutch Standard 720. The scope of the procedures performed is less than the scope of those performed in our

audit of the financial statements.

The management board is responsible for the preparation of the other information, including the report of the

management board and other information in accordance with Part 9 of Book 2 of the Dutch Civil Code.

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DESCRIPTION OF RESPONSIBILITIES FOR THE FINANCIAL STATEMENTS

Responsibilities of management board and the Supervisory Board for the financial statementsThe management board is responsible for the preparation and fair presentation of the financial statements in

accordance with Part 9 of Book 2 of the Dutch Civil Code. Furthermore, the management board is responsible for

such internal control as the management board determine is necessary to enable the preparation of the financial

statements that are free from material misstatement, whether due to errors or fraud.

As part of the preparation of the financial statements, the management board is responsible for assessing the

company’s ability to continue as a going concern. Based on the financial reporting framework mentioned, the

management board should prepare the financial statements using the going concern basis of accounting unless

the management board either intend to liquidate the Company or to cease operations, or has no realistic

alternative but to do so. the management board should disclose events and circumstances that may cast

significant doubt on the company’s ability to continue as a going concern in the financial statements.

The Supervisory Board is responsible for overseeing the company’s financial reporting process.

Our responsibilities for the audit of the financial statementsOur objective is to plan and perform the audit assignment in a manner that allows us to obtain sufficient and

appropriate audit evidence for our opinion.

Our audit has been performed with a high, but not absolute, level of assurance, which means we may not have

detected all material errors and fraud during our audit.

Misstatements can arise from fraud or errors and are considered material if, individually or in the aggregate, they

could reasonably be expected to influence the economic decisions of users taken on the basis of the financial

statements. The materiality affects the nature, timing and extent of our audit procedures and the evaluation of

the effect of identified misstatements on our opinion.

We have exercised professional judgement and have maintained professional scepticism throughout the audit, in

accordance with Dutch Standards on Auditing, ethical requirements and independence requirements. Our audit

included e.g.:

• identifying and assessing the risks of material misstatement of the financial statements, whether due to errors

or fraud, designing and performing audit procedures responsive to those risks, and obtaining audit evidence

that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material

misstatement resulting from fraud is higher than for one resulting from errors, as fraud may involve collusion,

forgery, intentional omissions, misrepresentations, or the override of internal control;

• obtaining an understanding of internal control relevant to the audit in order to design audit procedures that

are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of

the Company’s internal control;

• evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates

and related disclosures made by the management board;

• concluding on the appropriateness of management’s use of the going concern basis of accounting and based

on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may

cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material

uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the

financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based

on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions

may cause the company ceasing to continue as a going concern;

• evaluating the overall presentation, structure and content of the financial statements, including the

disclosures; and

• evaluating whether the financial statements represent the underlying transactions and events in a manner

that achieves fair presentation.

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Because we are ultimately responsible for the opinion, we are also responsible for directing, supervising and

performing the group audit. In this respect we have determined the nature and extent of the audit procedures to

be carried out for group entities. Decisive were the size and/or the risk profile of the group entities or operations.

On this basis, we selected group entities for which an audit or review had to be carried out on the complete set of

financial information or specific items.

We communicate with those charged with governance regarding, among other matters, the planned scope and

timing of the audit and significant audit findings, including any significant findings in internal control that we

identify during our audit.

Eindhoven, 5 April 2018

KPMG Accountants N.V.

M.H.C.J. Regouw RA

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Glossary of Terms and AbbreviationsAGFThe Dutch abbreviation for potatoes, fruit and

vegetables or fresh produce.

Bee DealsThe brand name Bee Deals refers to the various

measures taken by The Greenery's growers to create

an optimum living environment for bees.

BiodiversityBiodiversity is the balance in the variety of plant and

animal life. Organic cultivation and a wide variety of

fruit and vegetables offer insects, including bees, a

wide range of food to choose from.

BiologicalThe cultivation of crops in soil using only natural and

auxiliary materials and organic crop protection. The

product specialists of the Naturelle product unit offer

organic fruit, vegetables and mushrooms from the

Netherlands and abroad. The main products within

this product unit are tomatoes, cucumbers, peppers,

aubergines, cauliflower, broccoli and mushrooms, but

our entire range of fruit and vegetables is available as

organic produce.

Gross contributionNet revenue minus cost of sales and subcontracted

work

Category managementThe strategic management of product groups on a

cooperative basis aimed at determining the optimum

composition of the category to maximise consumer

value.

PackagesIndividual packaging units.

CO2

The chemical formula for carbon dioxide. CO2

emissions are mainly generated by burning fossil fuels.

Examples are heating, gas and electricity.

DCDistribution centre.

Sustainable development goalsThe sustainable development goals (SDGs) are 17

global goals for sustainable development for the

2015-2030 period adopted by the 193 United Nations

Member States. The sustainable development goals

aim to end extreme poverty, fight inequality and

injustice and stop climate change. They apply to all

countries and to all people.

Sustainable cultivationHealthy cultivation is sustainable cultivation. What is

good for the natural environment, is good for

mankind.

EBITDAEarnings Before Interest, Taxes, Depreciation and

Amortisation.

FTEFull-time equivalent; an FTE represents one full-time

job in an organisation.

Fruit royaltyA payment made for club varieties for the use of

intellectual property rights for the fruit trees and their

products to which grower's and/or trademark rights

are attached.

Packaging warehouseA warehouse where all packaging material and crates

in which fruit and vegetables are packed and

transported are stored and, where relevant, washed

(packaging washing plant).

Greenhouse vegetablesGreenhouse vegetables refer to all vegetables grown in

greenhouses, ranging from volume produce to

exclusive specialty produce, such as tomatoes,

cucumbers, peppers, courgettes, aubergines and

chillies. In cooperation with our growers, we also

produce special varieties based on consumer demand.

Snack vegetables, such as small tomatoes, cucumbers

and peppers in handy packaging are a prime example.

GlobalG.A.P.Global Good Agricultural Practice, an international

scheme which sets standards for food safety, hygiene,

working conditions, tracking & tracing and

sustainability for fruit and vegetable producers.

CMO (Common Market Organisation)The European Union Member States promote the

development of agriculture and horticulture based on

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a common EU policy. There is a Common Market

Organisation for the fruit and vegetables sector (Fruit

and Vegetables CMO). Recognised producer

organisations in the fruit and vegetables sector are

eligible for CMO grants.

GRASP (GlobalG.A.P. Risk Assessment onSocial Practice)A voluntary assessment in addition to the GlobalG.A.P.

audit concerning social and ethical circumstances at

the Global G.A.P. certified company.

GRIThe Global Reporting Initiative is the international

guideline for sustainability reporting.

Growing TogetherThe new strategy adopted by The Greenery for

2017-2020. The Greenery aims to grow together with

its clients and growers. We can achieve this by further

increasing our focus on the client, emphasising an

integrated approach to the supply chain, and adding

maximum value to our products and services: 'Growing

Together'. This strategy is underpinned by four pillars:

collaboration, quality, innovation and sustainability.

Top fruitAll varieties of apples and pears are classified as top

fruit. The Greenery invests in the Junami apple club

variety and in Sweet Sensation pears.

IDHThe Dutch abbreviation for the Sustainable Trade

Initiative of Dutch supermarkets and trading

companies.

ImportsThe Greenery imports exotic fruit, citrus fruit and

subtropical fruit all year round just as all other

products that do not grow in the Netherlands in

certain periods. Under the Hagé International brand

name we source produce directly from growers and

producers across the globe.

Supply chain managerAs the supply chain manager, The Greenery manages

its logistics chain. The supply chain manager's primary

task is to ensure optimum synchronisation of the

various links in the supply chain.

LEANA management method aimed at improving the

efficiency of working methods. The LEAN method is

used primarily to develop a customer-focused, flexible

way of working and to eliminate wastage as far as

possible.

CSR (corporate social responsibility)Business practice aimed at economic performance

(profit) with respect for social aspects (people) within

ecological parameters (planet).

Participation ActThe aim of the Participation Act (Participatiewet) is to

enable as many people as possible with or without an

occupational impairment to find work. The act

replaces the Work and Social Assistance Act (Wwb),

the Sheltered Employment Act (WSW) and a large part

of the Work and Employment Support (Young Disabled

Persons) Act (Wajong).

PlanetProof (formerly 'Milieukeur')PlanetProof is a quality mark for fruit, vegetables,

flowers, plants, trees and flower bulbs grown on the

basis of more sustainable cultivation methods.

PlanetProof requires farmers and market gardeners to

go the extra mile to achieve cleaner air, fertile soil,

good water quality and boost nature in agriculture.

Re-exportProduce which is imported from an overseas territory

and subsequently re-exported.

RJDutch Annual Reporting Guidelines

SAPSysteme, Anwendungen und Produkte in der

Datenverarbeitung, an integrated information and

control system in which business processes are

documented and managed.

SolvencyThe debt to equity ratio.

SourcingPurchasing activities aimed a securing the supply of

products to be purchased, with a focus on the longer

term. Sourcing involves conducting market research

on purchasing and seeking alternative sources.

Staple productsProducts that are usually lifted and cut in large

volumes at the end of the season and subsequently

stored in a cool storage facility.

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Supply Chain Management (SCM)Integrated supply chain management, based on

process improvement and collaboration with supply

chain partners to create improved and more efficient

functionality.

Home-based transhipmentLoading and transporting produce directly from the

grower to the customer without the intervention of

one of The Greenery's distribution centres.

Verse Oogstwww.verseoogst.nl is the online platform of The

Greenery's growers where consumers can find

extensive information about fruit, vegetables and

mushrooms. Verse Oogst provides complete product

information and the most delicious recipes for

preparing products offered.

Rich soil produceOur rich soil produce includes all lettuce varieties as

well as leafy vegetables, cabbages, root vegetables,

tuber vegetables and stem vegetables. Staple products

such as white and red cabbage are included in the

product range.

Seed companiesThe parties that process or refine seeds to influence

certain characteristics of fruit and vegetables.

Soft fruitSoft includes strawberries and a full range of stone

fruit and woody small fruit such as cherries, rhubarb,

peaches, plums, red currants, blueberries, blackberries

and raspberries. Asparagus also falls into the Soft Fruit

product category.

Sickness absenceAbsence from work due to sickness or another

disorder.

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68 Footer

MORE INFORMATIONWe would be pleased to receive any questions, comments or suggestions at the following address:

[email protected]

The Greenery B.V.

Spoorwegemplacement 1, Barendrecht, The Netherlands

P.O. Box 79, 2990 AB Barendrecht, The Netherlands

Telephone: +31 (0)180 65 59 11

E-mail: [email protected]

www.thegreenery.com

This Annual Report is a translation of the Dutch Annual Report, which is the official version.

Please note that in case of discrepancies, the Dutch version will prevail.


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