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DANONE 2010 Registration Document

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1 2 3 SELECTED FINANCIAL INFORMATION, INFORMATION ABOUT THE ISSUER 1.1 Selected ﬁnancial information 1.2 Information about the issuer 3 4 5 7 SOCIETAL AND ENVIRONMENTAL RESPONSIBILITY 7.1 Group employees 7.2 Employee beneﬁts 7.3 Social responsibility, health and safety, training and development 7.4 Corporate social and societal responsibility 7.5 Environmental responsibility 189 190 191 197 199 203 STRATEGY, RISK FACTORS 2.1 History 2.2 Strategy 2.3 Risk factors 7 8 9 18 8 SHAREHOLDERS’ EQUITY AND STRUCTURE 8.1 Share capital 8.2 Treasury shares held by the Company and its subsidiaries 8.3 Authorizations to issue securities that confer a right to the share capital 8.4 Securities not representing capital 8.5 Employee participation in the Company’s share capital 8.6 Dividends paid by the Company 8.7 Voting rights – Crossing of thresholds 8.8 Shareholding structure as of December 31, 2010 and signiﬁcant changes over the last three ﬁscal years 8.9 Market for the Company’s securities 8.10 Factors that might have an impact in the event of a tender offer 8.11 Change in control 207 208 210 212 215 215 216 217 218 221 222 223 DANONE’S BUSINESS HIGHLIGHTS IN 2010 AND OUTLOOK FOR 2011 3.1 Highlights of 2010 3.2 Business and major markets 3.3 Financial investments in 2010 and a simpliﬁed organization chart as of December 31, 2010 3.4 Danone’s other business activities in 2010 3.5 Net income review 3.6 Free cash ﬂow and change in net debt 3.7 Balance sheet and ﬁnancial security review 3.8 Outlook for 2011 3.9 References and deﬁnitions 29 30 31 36 38 41 44 45 48 50 4 CONSOLIDATED FINANCIAL STATEMENTS 4.1 Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements 4.2 Statutory Auditors’ report on the consolidated ﬁnancial statements 4.3 Fees paid by the Group to the Statutory Auditors and members of their networks 53 54 118 120 9 COMBINED SHAREHOLDERS’ GENERAL MEETING OF 28 APRIL 2011 9.1 Shareholders’ General Meetings 9.2 Draft of resolutions presented at the Combined Shareholders’ General Meeting of April 28, 2011 9.3 Comments on the resolutions submitted to the Shareholders’ General Meeting 9.4 Special reports of the Statutory Auditors presented at the Shareholders’ General Meeting of April 28, 2011 225 226 227 239 246 5 FINANCIAL STATEMENTS OF THE PARENT COMPANY DANONE AND OTHER CORPORATE DOCUMENTS 121 5.1 Financial Statements of the parent company, Danone 122 5.2 Notes to the Financial Statements of the parent company, Danone 124 5.3 Statutory Auditors’ report on the annual ﬁnancial statements 137 5.4 Related Party Transactions 139 5.5 Information originating from third parties, expert opinions and declarations of interest 153 10 INFORMATION ON THE REGISTRATION DOCUMENT 251 10.1 Incorporation by reference 10.2 Persons responsible for the Registration Document 10.3 Cross-Reference Tables 252 253 254 6 CORPORATE GOVERNANCE 6.1 6.2 6.3 6.4 6.5 6.6 6.7 6.8 6.9 6.10 6.11 Board of Directors Audit Committee Nomination and Compensation Committee Social Responsibility Committee Powers of the Chief Executive Ofﬁcer Executive Committee Application of the AFEP-MEDEF Corporate Governance Code for listed companies Other information Information on transactions concluded with members of Administrative, Management and Surveillance bodies Compensation and beneﬁts paid to executive directors and ofﬁcers Internal control 155 156 163 165 168 170 171 171 172 172 172 181 11 APPENDIX 11.1 Documents available to the public 11.2 Positions and responsibilities of the Directors and the nominees to the Board of Directors 259 260 261

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Registration Document 2010 ANNUAL FINANCIAL REPORT This Registration Document includes all the items of the Annual Financial Report The French language version of this Registration Document (Document de Référence) was ﬁled with the French Financial Markets Authority (Autorité des marchés ﬁnanciers, or AMF) on March 25, 2011, pursuant to Article 212-13 of the AMF’s General Regulations. This Registration Document may be used only in support of a ﬁnancial transaction if supplemented by a securities prospectus (note d’opération) authorized by the Autorité des marchés ﬁnanciers. This Registration Document was prepared by the issuer and its signatories are liable for its contents. This is a free translation into English for information purposes only. Copies of this Registration Document are available from Danone at: 17, boulevard Haussmann 75009 Paris, on Danone’s website: www.danone.com and on the website of the Autorité des marchés ﬁnanciers: www.amf-france.org DANONE - Registration Document 2010 1

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2 Registration Document 2010 - DANONE

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1 SELECTED FINANCIAL INFORMATION, INFORMATION ABOUT THE ISSUER 1.1 1.2 Selected ﬁnancial information Information about the issuer 4 5 5 Date of incorporation and term of the Company Registered ofﬁce Legal form and applicable law Corporate purpose Statutory Auditors 5 5 5 6 6 Legal name and trade name Registration number in the Register of commerce and companies 5 DANONE - Registration Document 2010 3

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1 SELECTED FINANCIAL INFORMATION, INFORMATION ABOUT THE ISSUER Selected ﬁnancial information 1.1 Selected ﬁnancial information The ﬁnancial information presented below is extracted from the Danone group’s consolidated ﬁnancial statements (hereafter the “Group” or “Danone”) prepared in accordance with International Financial Reporting Standards (IFRS) and from Section 3 on Danone’s business highlights in 2010 and outlook for 2011. Consolidated ﬁnancial statements are presented in Section 4.1. Fiscal year ended December 31 In € millions (except for per share data, expressed in €) 2009 (1) 2010 Consolidated income statement data Net sales Trading operating income (2) Operating income Net income – Attributable to owners of the Company Net income – Attributable to non-controlling interests Underlying net income (3) Diluted earnings per share – Attributable to owners of the Company Underlying fully diluted EPS (3) Dividend per share (5) 14,982 2,294 2,511 1,361 160 1,412 2.41 2.50 1.20 4,407 19,900 24,307 10,555 54 6,562 2,000 1,427 3,494 17,010 2,578 2,498 1,870 164 1,669 3.04 2.71 1.30 (6) 5,895 22,204 28,099 11,940 47 7,074 2,476 1,713 3,216 Consolidated balance sheet data Current assets Non current assets Total assets Equity – Attributable to owners of the Company Non-controlling interests Net debt (4) Consolidated cash flow data Cash ﬂows provided by operating activities Free cash ﬂow (7) Net ﬁnancial debt (8) (1) Some balance sheet elements were restated as set forth in Note 1 of the Notes to the consolidated financial statements. (2) See Section 3.9 for definition of Trading operating income. (3) Attributable to the owners of the Company. See Section 3.5 for reconciliation between Underlying net income and Net income attributable to the owners of the Company. (4) Net debt corresponds to current and non current financial debt less cash and cash equivalents, marketable securities and other short term investments and less Financial instruments – Assets. (5) Dividend paid to the Company’s shareholders, with respect to the fiscal year and paid the following year. (6) Subject to the approval of the Shareholders’ Meeting of April 28, 2011. (7) See Section 3.9 for definition of Free cash flow. (8) See Section 3.9 for definition of Net financial debt. 4 Registration Document 2010 - DANONE

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SELECTED FINANCIAL INFORMATION, INFORMATION ABOUT THE ISSUER Information about the issuer 1 1.2 Information about the issuer Legal name and trade name The Company’s legal name is “Danone” (hereafter the “Company”), having been changed by the Shareholders’ General Meeting of April 23, 2009 from “Groupe Danone”. Registration number in the Register of commerce and companies The Company is registered in the Paris Register of commerce and companies under number 552 032 534. The Company’s APE Industry Code is 7010Z, which corresponds to the activity of registered ofﬁces. Date of incorporation and term of the Company The Company was incorporated on February 2, 1899. The Extraordinary Shareholders’ General Meeting of December 13, 1941 extended the term of the Company through December 13, 2040. Registered ofﬁce The Company’s registered ofﬁce is located at 17, boulevard Haussmann, in Paris (75009), France. The telephone number of the registered ofﬁce is +33 (0) 1 44 35 20 20. Legal form and applicable law The Company, a French corporation (société anonyme) with a Board of Directors, is subject to the provisions of Book II of the French Commercial Code. DANONE - Registration Document 2010 5

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1 SELECTED FINANCIAL INFORMATION, INFORMATION ABOUT THE ISSUER Information about the issuer Corporate purpose In accordance with Article 2 of Danone’s by-laws, the purpose of the Company, whether directly or indirectly, in France and in any country, shall be: connection whatsoever to the Company in the fulﬁllment of its corporate purpose. It shall be entitled to act and to effect the aforementioned transactions directly or indirectly, in any form whatsoever, on its own behalf or on behalf of third parties, and whether alone or in a joint venture, association, grouping or company involving any other individuals or companies. It shall also be entitled to acquire interests and holdings in any and all French and foreign companies and businesses, regardless of the purpose thereof, by means of the establishment of special companies, through asset contributions or subscriptions, through the acquisition of shares, bonds or other securities and any and all company rights, and, in general, by any means whatsoever. • industry and trade relating to all food products; • the performance of any and all ﬁnancial transactions and the management of any and all property rights and securities, whether listed or unlisted, French or foreign, together with the acquisition and the management of any and all real estate properties and rights. In general, the Company shall be entitled to effect any and all property, real estate, industrial, commercial, and ﬁnancial transactions relating directly or indirectly or possibly useful in any Statutory Auditors PRINCIPAL STATUTORY AUDITORS ERNST & YOUNG ET AUTRES Membre de la Compagnie Régionale des Commissaires aux Comptes de Versailles 41, rue d’Ybry 92576 Neuilly-sur-Seine Cedex Represented by Jeanne BOILLET and Gilles COHEN PRICEWATERHOUSECOOPERS AUDIT Membre de la Compagnie Régionale des Commissaires aux Comptes de Versailles 63, rue de Villiers 92208 Neuilly-sur-Seine Cedex Represented by Étienne BORIS and Philippe VOGT Start date of ﬁrst term of ofﬁce April 22, 2010 May 21, 1992 Expiration date of term of ofﬁce Date of the Shareholders’ General Meeting deliberating on the ﬁnancial statements for the ﬁscal year ended December 31, 2015 Date of the Shareholders’ General Meeting deliberating on the ﬁnancial statements for the ﬁscal year ended December 31, 2015 SUBSTITUTE STATUTORY AUDITORS AUDITEX Tour Ernst & Young Faubourg de l’Arche 92037 La Défense Cedex Yves NICOLAS 63, rue de Villiers 92208 Neuilly-sur-Seine Cedex Start date of ﬁrst term of ofﬁce April 22, 2010 April 22, 2010 Expiration date of term of ofﬁce Date of the Shareholders’ General Meeting deliberating on the ﬁnancial statements for the ﬁscal year ended December 31, 2015 Date of the Shareholders’ General Meeting deliberating on the ﬁnancial statements for the ﬁscal year ended December 31, 2015 6 Registration Document 2010 - DANONE

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2 STRATEGY, RISK FACTORS 2.1 2.2 History Strategy 8 9 9 10 11 11 12 13 13 15 15 15 16 Environment strategy Information technology strategy Financial risk management strategy 17 17 18 Positioning on four Divisions Development strategy of the Divisions Strategy for external growth Customers, distribution and marketing strategy Competition strategy Health and Nutrition strategy Research and Development strategy Strategy for protecting intellectual property rights Plants and equipment strategy Raw materials purchasing strategy Social and environmental responsibility strategy 2.3 Risk factors 18 18 19 21 23 24 25 27 Risk identiﬁcation and control policy Operational risks related to the Group’s business sectors Operational risks speciﬁc to the Group’s activity and organization Legal risks Industrial and environmental risks Financial market risks Insurance and risk coverage DANONE - Registration Document 2010 7

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2 STRATEGY, RISK FACTORS History 2.1 History the shareholders approved the modiﬁcation of the relevant article of the by-laws to change the legal name of the Groupe Danone parent company to “Danone”). In 1997, the Group decided to focus on three worldwide Divisions: Fresh Dairy Products, Beverages, and Biscuits and Cereal Products. The Group accordingly made several major divestitures in its Grocery, Pasta, Prepared Foods, and Confectionery Products operations, primarily in France, Belgium, Italy, Germany, and Spain. In 1999 and 2003, the Group also sold 56% and 44%, respectively, of the capital of BSN Glasspack, the holding company of its Glass Containers business, and in 2000 the Group sold most of its European Beer activities. In 2002, the Group also sold (i) Kro Beer Brands, which held the Kronenbourg and 1664 brands, among others; (ii) its Italian Cheese and Meat activities (Galbani); and (iii) its Brewing operations in China. The Group also sold its Sauces operations (i) in the U.K. and U.S in 2005 and (ii) in Asia in 2006. In 2005 the Group also ﬁnalized its exit from its European Brewing activities, selling its interest in the Spanish company Mahou. The year 2007 marked the end of a 10-year period during which the Group refocused its operations on the health sector. In 2007, the Group sold nearly all of its Biscuits and Cereal Products business (to the Kraft Foods group). That same year, it also acquired Numico, which enabled it to add the Baby Nutrition and Medical Nutrition Divisions to its portfolio. 2010 represented a major new stage in the Group’s development strategy with the acquisition of the Unimilk group companies. This transaction concerns Russia, Ukraine, Kazakhstan and Belarus and covers all dairy products. It makes Danone-Unimilk the leader for dairy products in the CIS area as a whole, and particularly in Russia, where it accounts for around 21% of the total market and hold strong positions in high-value, high-growth segments. Danone-Unimilk draws strength from the tie-up between two fast-growing and highly complementary businesses offering: The Group’s origins date back to 1966 when the French glass manufacturers, Glaces de Boussois and Verrerie Souchon Neuvesel, merged to form Boussois Souchon Neuvesel, or BSN. In 1967, BSN generated sales of around € 150 million in ﬂat glass and glass containers. In 1970, the BSN group began a program of diversiﬁcation in the food and beverage industry and successively purchased Brasseries Kronenbourg, Société Européenne de Brasseries and Société Anonyme des Eaux Minérales d’Evian which were, at the time, major customers of the BSN group for glass containers. These acquisitions made the BSN group France’s market leader in beer, bottled water, and baby food. In 1973, BSN merged with Gervais Danone, a French food and beverage group specialized in dairy and pasta products, becoming the largest food and beverage group in France, with consolidated sales of around € 1.4 billion, 52% out of which in food and beverage. During the 1970s and 1980s, after selling off its ﬂat glass operations, the BSN group focused its growth on food and beverages, primarily in Western Europe. This expansion included (i) the acquisition of major breweries in Belgium, Spain, and Italy; (ii) Dannon (the leading producer of yogurt in the United States); (iii) Generale Biscuit, a French holding company which owned LU and other major European biscuit brands; (iv) the biscuit subsidiaries of Nabisco, Inc. in France, Italy, the United Kingdom and Asia; and (v) Galbani, Italy’s leading cheese maker. With consolidated sales of € 7.4 billion in 1989, the BSN group was the third largest diversiﬁed food and beverage company in Europe, and the largest in France, Italy, and Spain. In the early 1990s, the BSN group started consolidating the positions it had acquired in previous years, developing synergies within Western Europe and expanding into growing markets. This group also laid the ﬁrst milestones of its d

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STRATEGY, RISK FACTORS Strategy 2 • complementary • complementary distribution networks: Danone’s access to modern trade is matched by Unimilk’s strength in proximity distribution; strengths in production, with Danone contributing expertise built up as the global expert in making dairy products since 1919, while Unimilk covers the whole of Russia, Ukraine and Belarus with 26 production sites. These complementary features give the new entity the beneﬁt of signiﬁcant sales and cost synergies. They also position Danone-Unimilk extremely well to take advantage of strong growth momentum in the region’s dairy product market, and to accelerate it in the years ahead. 2.2 Strategy Positioning on four Divisions Since 2007 and the acquisition of Numico, Danone is positioned on four Business Lines: “weaning foods,” account for one-fourth of the business and is concentrated primarily in European countries such as Italy, Poland and France; • Fresh Dairy Products, which accounted for 57% of consolidated sales in 2010, or € 9.7 billion, consists of the production and marketing of yogurts, fermented dairy products and other specialty fresh dairy products; • Medical • Waters, which represented 17% of consolidated sales in 2010, or € 2.9 billion, comprises the natural waters as well as ﬂavored and vitamin-enriched waters products; • Baby Nutrition focuses on specialized nutrition for babies and toddlers to complement breast-feeding. It accounted for 20% of the Group’s consolidated sales in 2010, or € 3.3 billion. The milk formulas represents three-fourths of this business, with a special focus on the development of grown up milk (for children between the ages of 1 and 3). Baby food, also known as Nutrition, which accounted for 6% of consolidated sales in 2010, or € 1.1 billion, targets mainly patients, infants and frail elderly people. The division’s products are aimed at treating malnutrition related to illness by catering to speciﬁc dietary needs. These products are recommended by healthcare professionals (doctors, medical personnel in hospitals and clinics, and pharmacists), and most of them are eligible for insurance reimbursement. The Group beneﬁts from the following market leading positions: No. 1 worldwide for fresh dairy products; No. 2 worldwide for packaged water; No. 2 worldwide for baby food; and No. 3 worldwide in medical nutrition. DANONE - Registration Document 2010 9

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2 STRATEGY, RISK FACTORS Strategy Development strategy of the Divisions The Group’s strategy is based on (i) powerful and unique brands adapted to the local environment (nutritional needs, tastes and affordability, food culture, tradition, etc.), (ii) product categories that provide health and wellness beneﬁts, (iii) a sustained communication support, and (iv) geographic expansion in countries offering strong growth potential, in particular Mexico, Indonesia, China, Russia, the United States and Brazil. Danone deﬁnes “mature” markets as those of Western Europe (including Southern Europe countries such as Spain, Italy, Portugal and Greece), North America, Japan, Australia and New Zealand; “Emerging markets” are identiﬁed as all the other countries where the Group is present. • Vitalinea, also marketed under the Tailleﬁne and Ser brand names, comprises the low-fat product lines; “core business” brands, which are based on the generic nutritional beneﬁts of dairy products at affordable prices, include all basic fresh dairy products such as plain and fruit yogurts; division’s other main brands and product lines include “pleasure” lines such as Fantasia yogurt, young adolescents’ product lines such as Danimals and Dan’Up, and functional brands such as Danacol and Densia. • so-called • the FRESH DAIRY PRODUCTS The division’s strategy consists of (i) developing the consumption of its products (ii) in every region of the world. It is based on: Thanks to its “Reset” strategy implemented in 2009, the division strengthened the competitiveness of its product lines across all regions. It thereby enjoys greater leeway in the management of selling prices, in a context where raw material costs show high volatility. • strengthening its position in the major markets with strong growth potential, especially the United States, Russia and Brazil, where per capita consumption of fresh dairy products is low; Mexico, Argentina, Saudi Arabia and South Africa; WATERS The Group’s strategy is focused on its major natural water brands in mature and emerging countries, as well as the development in some countries of ﬂavored and vitamin-enriched waters: • pursuing its fast-growing pace in emerging countries such as • maintaining growth in mature European countries through product line extensions, diversiﬁcation of formats and a stronger presence in different retail distribution channels. • the main international brands include Evian, Volvic (France, Germany, United Kingdom, Japan), Bonafont (Mexico and Brazil), and Mizone (China, Indonesia); Villavicencio and Villa del Sur in Argentina, Aqua in Indonesia and Zywiec Zdroj in Poland. • the main local brands include Fontvella and Lanjarón in Spain, The division’s dynamism lies in its capacity to further develop its product lines and to continuously introduce new products that reach new customer segments while covering various price points. The focus on a limited number of brands at the global level has enabled it to optimize its allocation of resources for many years. This focus, combined with the Group’s decentralized organization, enables each country to innovate based on the local culture, consumption habits and tastes, while nurturing the vertical innovation strategy applied to all the major brands. These factors result in a broad and rapid worldwide spread of high-potential products. Major brands are: Moreover, given the bipolarization of its markets, the Group adopts different development strategies: • in • Activia, which is positioned on the beneﬁt of digestive comfort, has been developed for more than 20 years and is currently present in 72 countries; the mature countries packaged water is subject to several constraints, including in particular (i) competition from private labels and tap water in terms of pricing and convenience, and (ii) criticism on environmental grounds in response to these constraints, the division has in recent years strengthened its research and communications on the health beneﬁt

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STRATEGY, RISK FACTORS Strategy 2 BABY NUTRITION The Baby Nutrition Division develops its infant formula brands and product lines around two platforms known as Immunity (for example with the Aptamil brand) and Superior Nutrition (for example with the Bebelac brand). The division is also pursuing its development on the axis of affordability, in particular in Indonesia with its SGM and Gizikita brands. The division is pursuing its development in fast-growing emerging countries, always in compliance with the World Health Organization (WHO) Code and with local legislations requirements. Among the division’s priority markets are China and Indonesia, where it currently ranks ﬁrst and third, respectively, in terms of sales. MEDICAL NUTRITION In the Medical Nutrition market, the Group is a market leader in Europe as well as in some countries in Latin America and Asia through its Nutricia brand, which covers a large portfolio of sub-brands. The Group aims at increasing its worldwide development in expanding in new countries as well as distribution channels. The Group estimates that the Medical Nutrition market offers strong growth opportunities due to: (i) the ageing of the population in some countries, (ii) the growing awareness of the role of nutrition in health (notably as a preventive measure), (iii) the emergence of new illnesses and allergies and (iv) the growing number of screening procedures facilitating the early stage treatment of affected patients. In addition, this growth potential could be strengthened through the Research & Development effort to treat other illnesses and allergies if it could successfully result in product development in Medical Nutrition markets. Strategy for external growth In the pursuit of its international development strategy, the Group will continue to make acquisitions, any time suitable opportunities arise, in order to strengthen its various Divisions. To that end, the Group is constantly examining opportunities for external growth. The Group may acquire an initial equity interest of less than 100% in the capital of a target company (including, as the case may be, a non-controlling interest), and concurrently enter into agreements with the other shareholders (options to purchase or sell), allowing the Group to increase its interest over time and then obtain effective control, or even become the sole owner of the Company’s capital. Customers, distribution and marketing strategy Customers. Although the end customers of the Group’s products are individual consumers, the bulk of the Group’s sales are to major retail and grocery chains. This retail sector has become increasingly concentrated over the past several years. In many markets, the Group’s three largest customers represent a signiﬁcant portion of sales. This concentration, mostly advanced in Europe, is expected to increase in North America and in emerging countries. In this environment, the Group has established global partnership agreements with major retailers. These partnership agreements contain, in particular, logistical collaboration or management of food safety. However, they typically exclude pricing terms, which remain within the responsibility of the Group’s subsidiaries. The Group has undertaken several initiatives to work closely with its mass retailers to accelerate the development of its product categories, to optimize the ﬂow of products and DANONE - Registration Document 2010 11

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2 STRATEGY, RISK FACTORS Strategy the inventory levels of its customers. These include efﬁcient consumer response, or ECR, which, in addition to achieving inventory management, automatic inventory replenishments and just-in-time delivery, is used to work with distributors to better manage consumer demand and expectations at the point of sale. In order to accomplish this, the Group, in collaboration with its principal distributor customers, put in place a shared inventory management system that is used to coordinate inventory levels between the stores, the customers’ warehouses and Danone’s warehouses. The Group also works with its customers to develop speciﬁc marketing activities such as joint promotions. In recent years, certain European retail chains have rapidly expanded internationally, enabling the Group to accelerate its own geographic expansion as well as the international development of its brands. In these new areas, most large retail chains indeed seek to sell quality brand name products, as they represent an engine for growth and proﬁtability. In the Medical Nutrition market, the Group works closely with local and regional regulatory authorities, doctors, scientists, hospitals, clinics and pharmacies. In the Baby Nutrition market, customers include major retail or grocery chains, pharmacies, hospitals, and clinics. Distribution. Although distribution policies vary among different countries due to local characteristics, the Group has two major distribution policies: on the one hand, distribution aimed at major retailers, and on the other hand, distribution designated for traditional market outlets. In emerging countries, particularly in Asia, Latin America and Eastern Europe, a large portion of Danone’s sales is made through traditional market outlets or through small traditional business networks that are most often controlled by the Group. A strong distribution structure is a competitive factor in those countries, where traditional businesses and independent supermarkets still represent a signiﬁcant share of food sales. Besides, in Latin America and in Asia, a large part of the distribution of the Waters Division is made directly to the consumers (Home and Ofﬁce Delivery (“HOD”)). The Group follows an active policy of streamlining its logistics ﬂows in order to increase the quality of service whilst reducing costs. This policy is based on an ongoing assessment of the Group’s organizational models, most notably aimed at outsourcing its distribution in collaboration with specialized distributors. In the Baby Nutrition and Medical Nutrition markets, products are commercialized in hospitals, clinics and pharmacies, as well as through mass distribution with respect to the Baby Nutrition Division. Medical visitors meet with general practitioners and specialists (e.g., pediatricians, nutritionists, etc.), as well as with pharmacists. Marketing. The Group’s advertising and promotional policies constitute a key element in the success of its overall strategy based on innovation, brand recognition and market leadership. Danone’s operating companies in each Division and geographic market are responsible for developing their own advertising, promotional and sales strategies adapted to local consumer patterns while based on common foundations deﬁned by dedicated central organizations. In order to ensure the coherence of marketing strategies within the Group, the sharing of marketing know-how and the optimization of costs, the Group has a department in charge of commercial retail strategies and transversal marketing teams. Competition strategy The Group’s competitors in its respective businesses include (i) large international food and beverage groups, such as Nestlé, PepsiCo and Coca-Cola, (ii) large groups in Baby and Medical nutrition such as Abbott, Mead Johnson and Fresenius, (iii) smaller companies that are specialized in certain product lines or certain markets, and (iv) food retailing chains offering generic products or p

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STRATEGY, RISK FACTORS Strategy 2 • In North America, the Group operates mainly in categories which offer strong opportunities for consumption per capita growth (fresh dairy products and medical nutrition), in which it faces the competition of large groups. Danone has based its strategy on developing the size of its categories, in particular through innovation and enhanced distribution. • In emerging countries, the competitive pressure is high due to (i) the presence of local players who develop products at very low prices, and (ii) also due to the efforts of international competitors to penetrate or increase their activities in these high potential markets. The Group’s strategy in these areas is to offer quality products bearing strong health/food safety beneﬁts and affordable to the largest number of people. Health and Nutrition strategy The Group considers that nutrition plays an important role in health and well-being. This conviction has been reafﬁrmed through the Group’s mission of “providing health through food to as many people as possible” and inspired Danone’s Food, Health and Nutrition Charter, which was released in 2009. This charter presents the Group’s convictions and commitments with respect to nutrition and health in order to help provide answers to current food-related public health issues (obesity, diabetes, cardiovascular illnesses, nutritional deﬁciencies). These commitments include: (i) adapting products to the needs of consumers in terms of nutritional quality, taste and affordability; (ii) the development of products that provide health beneﬁts; (iii) consumer information presented in a clear, reliable and responsible manner, especially with respect to nutritional labeling of products, product claims and advertising; (iv) promoting healthy lifestyles; (v) support for nutrition and health research programs; (vi) dialogue with public health authorities, consumer groups and scientists; and ﬁnally (vii) sharing of knowledge with the scientiﬁc community and health professionals. Research and Development strategy The Group’s Research and Development (R&D) activities are consolidated within Danone Research, whose mission is to: The Group’s Research & Development Department has approximately 1,200 people staff, including 500 in France. The R&D talent works in two major scientiﬁc centers: one in Palaiseau, near Paris, and the other in Wageningen, in the Netherlands. Most countries in which the Group is present also have local R&D teams, whose main mission is to adapt products (namely their texture, aroma, size, packaging, etc.) to local consumption habits and to develop speciﬁc products for their market. The Group has developed considerable scientiﬁc expertise in the following areas: Digestive system and microbiology. Along with its research into lactic bacteria, probiotics and prebiotics, Danone has also conducted research for the past several years into the bacteria that make up the intestinal microbiota. This microbiota plays a part in the digestion of certain foods, affects the immune system and protects against certain harmful bacteria. In fact, prebiotics and probiotics can have a positive impact on the composition of the intestinal ﬂora and therefore provide positive health beneﬁts. Consequently, there is a network of interactions between the • develop products whose nutritional qualities are adapted to the needs – and tastes – of the local populations; • develop products with speciﬁc and targeted effects to optimize people’s health capital and quality of life. A signiﬁcant portion of the product portfolio is therefore associated with health beneﬁts in the area of digestive health, a balanced immune system, bone development, weight management and cardiovascular health; • improve dietary practices and promote healthier diets for everyone. Danone therefore promotes nutrition research, educates and trains health professionals on diet-related matters and contributes to the improvement of the local population’s

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2 STRATEGY, RISK FACTORS Strategy human body, its intestinal microbiota, prebiotics and probiotic bacteria. For all their work, teams use the latest techniques in genomics and robotics and collaborate with high-level scientiﬁc partners such as the Pasteur Institute, INRA (the French National Institute for Agricultural Research), Washington University (United States), Wageningen University (Netherlands), and the Lawson Institute (Canada). Nutrition & physiology. Nutrition is a prerequisite for good health. Through collaboration with experts and governmental authorities, Danone has built a nutritional strategy based on two key areas: projects, represents a major challenge and opportunity for Danone. The development of this link between the Company’s R&D and the consumer involves integrating the consumer upstream from product development, understanding the human element in food consumption and identifying consumer expectations in terms of taste, typical use and experience in daily life, targeted beneﬁts, etc. The Group regularly conducts research in collaboration with external entities such as universities and specialized public research centers. The Group beneﬁts from the expertise of external scientiﬁc committees on strategic themes (such as probiotics or water) and its health brands. The Group also maintains permanent contact with the scientiﬁc community to better understand health and nutrition issues and to remain at the forefront of advances in research. This ongoing dialogue with scientists and research support are two of the commitments made by the Group in its Diet, Nutrition and Health Charter. As part of its contribution to nutritional research, 18 Danone Institutes (non-proﬁt organizations) around the world have been created to help further understanding of the links between diet, nutrition and health. Their initiatives support scientiﬁc research, provide information and training for health professionals, and extend into public education. The Danone Institutes bring together independent experts with strong reputations (researchers, doctors, dieticians) covering all areas of food and nutrition (biology, medicine, and human sciences, such as psychology and sociology). Lastly, the Danone International Institute has established a biennial international award to recognize innovative research and concepts that make a major contribution to public health in the area of nutrition. • Nutritional epidemiology, aimed at understanding and analyzing changes in dietary practices and the nutritional status of local populations in order to identify the major food-related public health challenges for each country. For example, Danone’s expertise in this area made it possible to develop a nutritional and public health map in 17 countries, identify the deﬁciencies and excesses, and adapt the formulas of the Group’s products accordingly. As a result, Danonino (known as Petit Gervais aux Fruits in France), a dairy product for children, differs from one country to an other, for example with added vitamins D and E in Brazil, calcium and vitamin D in Poland, zinc and vitamin D in Mexico; • Continuous improvement of the products’ nutritional quality, which applies the recommendations developed by the World Health Organization (WHO) to come up with nutritional targets for each nutrient, product category and consumer group, and to implement gradual action plans to bring these products closer into line with the targets. Sensory analysis and behavioral sciences. Putting the consumer, i.e. the individual, at the heart of the development 14 Registration Document 2010 - DANONE

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STRATEGY, RISK FACTORS Strategy 2 Strategy for protecting intellectual property rights The Group owns rights to brand names, registered designs and patterns, copyrights and domain names throughout the world. The territorial extent of the protection depends on the signiﬁcance of the products and business activities concerned: the protection is global for products intended for the international area, and local or regional for other products. The Group is in constant contact with its subsidiaries in order to update its intellectual property rights portfolio continuously and thereby protect and defend its brand names, decors, forms, packaging, advertisements, websites, etc. that are used by the Group. The Group is also the owner of patents, licenses, proprietary recipes, and substantial expertise related to its products and packaging, as well as to the manufacturing procedures. Finally, the Group has established licensing agreements with its subsidiaries and partners that use these intellectual property rights. Intellectual property represents a signiﬁcant portion of the Group’s assets. In order to monitor its assets and ensure the management and protection of these rights in a coherent and optimized manner, the Group has drawn up an “Intellectual Property” Charter. Through a more proactive intellectual property strategy, the Group is thereby committed to taking all appropriate legal steps to protect and defend its rights at the international and local levels. Plants and equipment strategy The Group’s general policy is to own its production facilities. The Group has many, widely-dispersed production facilities, with the exception of the Baby Nutrition and Medical Nutrition Divisions, whose facilities are relatively tightly concentrated. The production sites are inspected regularly to assess possibilities for improving quality, environmental protection, safety, and productivity. On the basis of these reviews, management establishes plans for the expansion, specialization, upgrading, and modernization (or closing) of speciﬁc sites. Non-strategic assets such as administrative buildings and logistics centers are not systematically owned by the Group and in those cases are leased. Raw materials purchasing strategy The Group’s principal raw material needs consist primarily of: • materials needed to produce Danone’s food and beverage products, primarily milk and fruits (“food raw materials”); and and cardboard (“packaging”). • materials needed for packaging its products, primarily plastics Energy supplies represent a smaller portion of the Group’s purchases. Purchased performed more locally wherever possible, as local markets are less dependant than global markets. In an environment of strong raw materials price volatility, the Group manages this commodity inﬂation through the following measures, in order of importance: implementation of this policy are carried out by the Group’s central purchasing agents for each category of raw materials. The purchasers primarily negotiate forward purchasing agreements with suppliers, since no ﬁnancial markets exist that would make it possible to hedge against the price volatility of the Group’s main raw materials. • productivity improvements and production cost reductions, for example by streamlining packaging; • optimization of ﬁxed costs through concentration and increased sales volumes; • depending on the markets and products, sales price adjustments while maintaining the Group’s competitive position; • to manage price volatility as well as the risk related to the availability of certain raw materials, the establishment of a purchasing policy (“Market Risk Management”), which consists of identifying rules for securing the physical supply and setting of prices with suppliers and/or on ﬁnancial markets where applicable. The monitoring of the risk exposure and These forward purchasing agreements are monitored at the Group level at the end of each year. The information regarding these future purchase c

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2 STRATEGY, RISK FACTORS Strategy purchasing costs (applied simultaneously in all countries where the Group has production activities) is presented in Note 15 of the Notes to the consolidated ﬁnancial statements. Raw materials – Food. Milk represents the largest portion of the Group’s purchases of food raw material in terms of cost. In the countries where the Group uses liquid milk, operating subsidiaries generally sign contracts with individual local milk producers or dairy cooperatives. Thus a large portion of the Group’s purchases, liquid milk essentially and milk powder, is subject to worldwide market ﬂuctuations. The purchase of other food raw materials, mainly fruit mixtures, is managed through global or regional purchasing programs, allowing for synergies. Raw Materials – Packaging. The Group also manages its purchases of packaging raw materials through global or regional programs in order to optimize shared knowledge and volume effects. Factors that inﬂuence the pricing of packaging materials include international and regional supply and demand, economic cycles, production capacities and oil prices. The main packaging materials purchased by the Group are PET, plastics and cardboard. Social and environmental responsibility strategy A direct outcome of Danone’s dual economic and social project, Corporate Social Responsibility (CSR) is deeply anchored in the Group’s strategy. In 1972, Antoine Riboud noted that “corporate responsibility does not stop at the factory gate or the ofﬁce door.” This vision was then formalized into the dual economic and social project that forms the basis for Danone’s development and organizational model. Since 1996, Franck Riboud has lent increasing weight to societal concerns, making corporate social responsibility and sustainability essential levers for strong and lasting growth. 2006 marked a key stage, with the formalization of Danone’s mission: “Bring health through food to as many people as possible.” This mission is reﬂected in the Group’s major social welfare challenges: • environmental challenges: satisfy the needs of an ever-increasing number of consumers while minimizing the environmental impact of this industry’s activities. To satisfy these challenges and grow in accordance with its mission, Danone decided to focus on four key areas to ensure sustained and responsible growth: • Health: strengthening of the Group’s capacity to deliver relevant beneﬁts with respect to nutrition and health challenges; • For All: establishment of new economic models to bring high-quality nutritional solutions to populations with limited purchasing power in a growing number of countries; faster recognition of environmental impact through reductions in the Group’s carbon footprint and water consumption; transformation of the Company as a place for the development of all employees. • Nature: • People: • social challenges: employment, increased employability and professional skills, due consideration for employees’ commitment and well-being, for occupational health and safety standards, and for the local and regional areas where the Company operates; and food into account as basic elements in public health policies; These four areas (Health, For All, Nature, and People) are a guiding principle by which Danone design, produce and market its products. See also Sections 7.1 to 7.5. • challenges linked to products and consumers: taking nutrition 16 Registration Document 2010 - DANONE

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STRATEGY, RISK FACTORS Strategy 2 Environment strategy The Group’s strategy with respect to environmental issues is linked to its businesses and to its corporate mission. The environment and natural raw materials enter into the Group’s nutritional business activities, as it transforms these materials to manufacture products with a strong health/well-being component. For many years, the Group has sought to improve food safety and the quality of the raw materials used. The Group is currently putting in place environmentally-friendly sustainable industrial and farming models, allowing it to reduce the environmental footprint of its operations throughout the production chain. In 2008, the Group identiﬁed ﬁve types of impact across the entire scope of its activities: On this basis, the Group set new objectives. Speciﬁcally, since CO2 is a key indicator from which the bulk of all other environmental indicators are derived, the Group chose to focus on carbon in order to engage the Company transformation. The ambitious target of reducing the Group’s carbon intensity by 30% from 2008 to 2012 was set with the consequent result to force the Company to challenge its business practices and reinvent itself. In 2009, Danone also has set up a Nature Department, which reports to the Group Finance Department. This unit places the minimization of the Group’s environmental footprint at the heart of the Group’s decision-making process, notably with respect to investment decisions, new Research and Development projects and management control. The achievement of environmental goals also determines a portion of the annual variable compensation awarded to the Group’s 1,400 executive and senior managers (including all Executive Committee members). Danone’s Nature strategy, its implementation and results in 2010 are described in Section 7.5. • CO2; • water; • agriculture; • biodiversity; • packaging. Information technology strategy The Group has a policy for developing specialized IT (information technology) systems and deploying them in its subsidiaries in order to optimize and streamline investments in information technology while taking advantage of global synergies. The development and deployment of IT systems are the responsibility of a centralized team within the Group’s IT Systems Department. This IT systems policy covers all of the Group’s functions and activities, in particular: Themis. At its subsidiaries, the Group implements an integrated information system (Themis) based on an SAP architecture. Currently, Themis supports activities accounting for around three-fourths of consolidated sales in the Fresh Dairy Products and Waters businesses. The system is now in the process of being implemented at the subsidiaries of the Medical Nutrition and Baby Nutrition Divisions. Further, the integration plan of the Unimilk companies anticipates the implementation of Themis. Research and Development. In this area, the Artemis (SAP) system was developed in order to consolidate all formulations of products and raw materials used. This application makes it possible to take advantage of and share all nutritional and food safety information related to products and ingredients used by Danone and to accelerate the design phases for new products. Artemis is widely used in the Fresh Dairy Products Division, as well as for the Waters Division in France. It will be deployed at all entities of the Baby Nutrition and Medical Nutrition Divisions by end-2011. For example, the Waters Division initiated a Hydra project for systematic quality measurement of hydrological resources that combines an analysis management application with a GPS application. Following an initial successful pilot program in France, this project will be rolled out to all the water sources managed by the Group. Supply chain. The Group has implemented a Supplier Relationship Management solution, which covers the processes for analyzing expenditure, selecting suppliers, managing contracts, and analyzi

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2 STRATEGY, RISK FACTORS Risk factors This application enables a collaborative approach with suppliers in order to optimize the preparations. As for the supply chain, the Group offers its suppliers and industrial partners a range of EDI (electronic data interchange) messages to automate and digitize information ﬂows from orders to invoices (eSupply Chain). Environment. Through a joint effort with IT systems developer SAP, the Group developed an innovative application to measure the carbon footprint of its products. Based on an analysis of the product’s life cycle and operational monitoring of these various stages, this application makes it possible to measure the carbon footprint of each product. Two pilot entities made it possible to validate the model in 2010, and it will be deployed in 2011 to all subsidiaries equipped with the Themis application. Sales and Marketing. Several major initiatives were launched in order to satisfy our customers’ expectations more precisely, especially in the so-called modern trade sales area as well as to satisfy new consumer expectations: • implementation of a new generation of “Sales force” systems in Modern trade that provide a complete overview of point of sale performance; • implementation • initial of applications for handling our customers’ out-of-stock situations; operational experiences in Digital Marketing, both with respect to Group customers (In Store Digital) as well as consumers of Group products (Customer Relationship Management (CRM) programs). Financial risk management strategy The Group’s policy consists of (i) minimizing the impact that its exposure to ﬁnancial market risks could have on its results and, to a lesser extent, on its balance sheet, (ii) monitoring and managing such exposure centrally, whenever the regulatory and monetary frameworks so allow and (iii) using derivative instruments only for the purpose of economic hedging. Through its Treasury Department, which is part of the Finance function, the Group possesses the expertise and tools (trading room, front and back ofﬁce software) necessary to act on different ﬁnancial markets following standards generally implemented by ﬁrst-tier companies. In addition, the Internal Control and Internal Audit Departments review the organization and procedures applied. Lastly, a monthly treasury report is sent to the Group’s General Management, enabling it to monitor the decisions taken to implement the previously approved management strategies (see Section 2.3 – Risk Factors). 2.3 Risk factors Risk identiﬁcation and control policy Danone maintains an active risk management policy aimed at protecting and developing its assets and reputation and protecting the interests of its shareholders, employees, consumers, customers, suppliers, the environment and other stakeholders. Since 2002, the Group has implemented a global risk identiﬁcation and management system that prioritizes challenges in terms of their probability of occurrence and their estimated impact on the Group. It uses a special risk mapping methodology known as “Vestalis.” 18 Registration Document 2010 - DANONE

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STRATEGY, RISK FACTORS Risk factors 2 In the entities that use it, this mapping is designed to identify the risks related to the various processes and activities, to prioritize them at the local level and to consolidate and contextualize them at the regional or Division levels. This mapping then leads to the deﬁnition of key risk mitigation actions through preventive measures, which may be local or global as appropriate, or through the establishment of crisis management plans. Vestalis has thus been deployed in all companies in the Fresh Dairy Products and Waters Divisions, and since 2009 its use has been steadily and signiﬁcantly extended to the companies in the Medical Nutrition and Baby Nutrition Divisions. As of December 31, 2010, Vestalis was deployed in 109 Group operating subsidiaries, which represent more than 84% of the Group’s consolidated sales. The most signiﬁcant risks are reviewed once a year by the management teams of the Divisions and geographic regions during speciﬁc meetings that also make it possible to discuss their main opportunities. More than 75% of the Zone CEOs and CFOs participated in a risk review meeting focusing on the risks faced by their subsidiaries in 2010 (100% for the Fresh Dairy Products and Waters Divisions). Risk review meetings organized by function or by process may also be held. A general review of the Group’s risks is regularly performed by Danone’s Executive Committee to ensure a more detailed review, a management committee (the Danone Enterprise Risk Committee) was created in 2008 and meets every six months. The Audit Committee is also regularly informed of these risks, and operating managers occasionally attend its meetings in person in order to report on the risks related to their areas of responsibility. The risk management system is described in greater detail in the Chairman’s report on internal control and risk management systems in Section 6.11. The operational risks generally related to the business sectors in which Danone is active and those speciﬁc to the Group’s business activities and organization, legal risks, industrial risks, environmental risks and market risks are presented below by thematic category. Operational risks related to the Group’s business sectors I. RISKS ASSOCIATED WITH THE VOLATILITY OF PRICES AND THE AVAILABILITY OF RAW MATERIALS II. RISKS ASSOCIATED WITH THE CONCENTRATION OF DISTRIBUTION AND THE DEFAULT OF A CUSTOMER The Group’s results may be negatively affected by the availability and price of raw materials, in particular materials needed to produce the Group’s food and beverage products (mainly milk and fruits), and materials needed to package or transport its products (PET, polystyrene, cardboard and petroleum-based products). Variations in supply and demand at global or regional levels, weather conditions, government controls and geopolitical events could substantially impact the price of the raw materials concerned. Moreover, increases in their prices may not be passed on, either in full or in part, in the sales price of the Group’s products and could have in any event a signiﬁcant adverse effect on the Group’s business activities and on its results. The management of these risks is presented in Section 2.2 and in Note 15 of the Notes to the consolidated ﬁnancial statements. While the end customers of Danone products are individual consumers, the Group sells its products mainly to major retail and grocery chains. Overall, the distribution market has become increasingly concentrated. The Group’s ten largest customers worldwide (ﬁve out of ten being French) are listed in Section 4.4. A continuation of the movement to concentrate distribution, which would translate into a smaller number of customers, could affect the Group’s operating margin or represent a counterparty risk in the event of a default by a major customer, in particular given the economic environment in some countries. In some countries, certain subsidiaries of the Baby Nutrition and

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2 STRATEGY, RISK FACTORS Risk factors Additional information is presented in Section 2.2. Moreover, the Group’s exposure to unpaid trade receivables not yet the object of a provision is limited, as indicated in Note 11 of the Notes to the consolidated ﬁnancial statements. The mitigation of this risk involves an action plan focused on the large key accounts as well as Credit Committees or equivalents in Danone subsidiaries. III. RISKS ASSOCIATED WITH COMPETITION However, Danone’s international growth enables a more balanced geographical distribution of these risks. In addition, the Group is preparing action plans and is implementing measures aimed at reducing to the greatest extent possible the impacts of these risks in the areas of human resources, ﬁnancial and legal affairs. Depending on the situation, the Security Department participates in the development and implementation of these plans and measures. However, there can be no assurance that the results of the Group will not be signiﬁcantly affected by a deterioration of economic, political or regulatory conditions or by a crisis in some of the countries where the Group is present. The Group conducts its business in highly competitive markets that include large multinational companies and numerous local players of different sizes. In Western Europe and North America, the Group’s markets tend to be relatively mature, and competition is therefore particularly intense, both in terms of pricing and innovations. With respect to the Group’s activities in the Rest of the World, a few international food and beverage groups also hold strong positions in some emerging markets and seek to expand such positions or enter new markets. In addition, certain retail and grocery chains have developed their own private brands. If the Group cannot differentiate itself relative to its competitors in terms of the range of products, the value (quality/price ratio), and the positionning (which are the main areas for managing this risk), it may no longer be able to effectively compete with the main participants in these markets. V. RISKS ASSOCIATED WITH ECONOMIC CONDITIONS IN THE GROUP’S PRINCIPAL MARKETS As a major player in the food and beverage industry, the Group’s sales are dependent on the overall economic climate in its principal geographic markets. In periods of economic slowdown that may hit some countries, the Group may have to contend with reduced spending by consumers whose purchasing power has declined and changing consumption patterns as a result of economic conditions. These trends may have adverse effects on the Group’s business activities and on its results. Nevertheless, Danone’s diversiﬁed geographic presence makes it less susceptible to the particular challenges in a given country. IV. RISKS ASSOCIATED WITH THE GEOPOLITICAL ENVIRONMENT VI. RISKS ASSOCIATED WITH WEATHER CONDITIONS AND SEASONAL CYCLES Danone’s interests, commercial and industrial activities and employees could be subjected directly or indirectly to the effects of a period of economic, political or social instability in numerous countries susceptible of experiencing or having recently experienced such periods, particularly in Africa, the Near and Middle East, Latin America or Asia. Also, some countries where the Group is present offer legal environments that are not very developed and/or not very protective (in particular with respect to intellectual property rights); some of these countries maintain exchange controls, control the repatriation of proﬁts and invested capital, impose taxes and other payments and impose restrictions, sometimes retroactively, on the activities of multinational groups. Lastly, any economic or political measure whose purpose or result is to limit free trade and that could be implemented in some countries could have an unfavorable impact on the Group’s growth. Some of the Group’s product markets are affected by seasonal consumption cycles and weather conditions, which may have a negative i

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STRATEGY, RISK FACTORS Risk factors 2 VII. RISKS ASSOCIATED WITH THE CONSEQUENCES OF RESTRUCTURING PLANS Danone works continuously to improve its efﬁciency in order to achieve better performance and anticipate adjustments needed to respond to changes in the market, projects, competition and, with respect to its internal organization, jobs and skills. This commitment to blending both short- and medium-term visions may in some cases result in difﬁcult decisions regarding jobs (plant closings, restructuring plans with layoffs, etc.), that may be poorly understood and received by both employees (potential labor disputes) and local constituencies (local elected ofﬁcials, governmental authorities, etc.). Such decisions would therefore be susceptible of having negative effects on the Group’s activities, image and results. At Danone, however, a restructuring decision needs to be made when the Company is performing well and has the time and resources to prevent and responsibly manage the social and human consequences. In order to minimize the various risks associated with this type of decision (labor disputes, increase in local unemployment, loss of reputation), Danone has adopted an employment policy that is based on forward-looking stafﬁng and skills management. The Company’s restructuring decisions are based on economic and social criteria consistent with the international agreement signed on this subject with the International Union of Food Workers (IUF) in 1997, and are implemented with an emphasis on a return to employment and support for employees. VIII. RISKS ASSOCIATED WITH THE GROUP’S REPUTATION The Group’s international expansion and strong reputation expose it to attacks of any nature and origin, or in good or bad faith, and that could affect its reputation via various means of communication. The Group has established crisis management processes designed to anticipate such attacks and limit their effects as much as possible. Operational risks speciﬁc to the Group’s activity and organization I. RISKS RELATED WITH THE CONCENTRATION OF PURCHASES OF SOME PRODUCTS AND SERVICES FROM A LIMITED NUMBER OF SUPPLIERS time period, the Group’s business activities and results could be materially adversely affected. II. In connection with its policy of optimizing its purchasing, the Group centralizes the purchase of certain goods (in particular raw materials such as the ferments used in the Fresh Dairy Products Division or powdered milk for the Baby Nutrition line in some Asian countries) and services (in particular sub-contracted services or information technology services) from a limited number of suppliers. Notwithstanding the measures taken to safeguard these supplies and services and the development of business continuity plans that include the identiﬁcation of backup suppliers, if some of these suppliers were not able to provide the Group with the quantities and qualities of products or goods speciﬁed that the Group needs under the conditions set forth, or if the suppliers are not able to provide services in the required RISKS ASSOCIATED WITH THE GROUP’S DOMINANT POSITION IN CERTAIN MARKETS The Group is market leader in some of its markets. As a consequence, the Group may be accused of abusing a dominant position in these markets by third parties. Such allegations could affect the reputation of the Group, result in legal proceedings or even potential penalties that could have a material adverse effect on the Group’s business activities and results. This topic is addressed with considerable attention through Danone Business Conduct Policy and the issue of a Commercial Code of Ethics. DANONE - Registration Document 2010 21

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2 STRATEGY, RISK FACTORS Risk factors III. RISKS ASSOCIATED WITH THE GROUP’S ACQUISITION AND PARTNERSHIP STRATEGY Acquisitions. The Group’s strategy is to become the leader in each of the markets in which it operates. Within the context of continued concentration in the food and beverage industry, this strategy involves the pursuit of growth opportunities through acquisitions, as was the case in 2010 with the Unimilk transaction in Russia and in other countries with YoCream and ProViva, among others. In order to prevent these acquisitions from having a negative impact on its business, the Group strives to integrate the acquired companies, provide the necessary resources, achieve the anticipated growth and/or achieve all of the expected synergies and cost savings. Partnerships. The relationships with partners of the Group in certain entities are governed by agreements, contracts, or documents that could allow certain decisions to be made either with the agreement of such partners or without the agreement of the Group. Such restrictions could make it difﬁcult for the Group to carry out its strategy in these entities. In addition, certain agreements signed with partners may provide the Group or its partners with call or put options on their stake. Danone therefore carefully reviews the drafting of shareholders’ agreements and maintenance of adequate governance. pollution of the natural water sources that supply the necessary resources for this activity. For all of its activities, disclosures regarding the detection of trace contaminants originating in the product environment, even if they involve inﬁnitesimal amounts, could signiﬁcantly affect the Group’s results. The risk of product contamination is classiﬁed into four categories (microbiological, chemical, physical and allergic) and depends on the nature of the products. This risk of contamination exists at each stage of the production and marketing cycle: at the time of purchase and delivery of raw materials, the production process, the packaging of products, the stocking and delivery of ﬁnished products to distributors and food retailers, and the storage and shelving of ﬁnished products at the points of ﬁnal sale. In the event that certain of the Group’s products (including recipes/formulas or certain active ingredients) are alleged to be contaminated or have harmful short- or long-term health effects or have no health effects, or if in fact the products are contaminated or have such negative or non-existent effects, the Group’s activities could be negatively affected. In addition, reports or allegations of inadequate product quality control relating to certain products of other food manufacturers could negatively impact the Group’s sales. The Group believes that it has put in place measures to limit the risk of contamination, in particular through the completion of multiple controls of the production lines and regular audits of its sites, partnerships with scientiﬁc organizations of international standing and the implementation of zero-tolerance quality management and food safety policies. The Group’s strategy rests on the development of products with a strong nutrition/health component. In this context, the Group is particularly vigilant regarding scientiﬁc fundamentals, the regulatory context and the origin of ingredients used. In addition, the Group is developing more and more complex products made from active elements and organic materials, especially probiotics. The Group also remains vigilant with respect to the followup of issues considered critical by the consumer, of which GMOs (Genetically Modiﬁed Organisms) and obesity constitute some striking examples. To this end, the Group has developed a network of privileged interlocutors (including, in particular, consumer associations) in order to discuss common subjects that preoccupy individuals and to offer elements of clariﬁcation in both a formal and informal manner. Lastly, the Group’s activities are subject to trends

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STRATEGY, RISK FACTORS Risk factors 2 in countries where it is present. The Group’s actions in these areas are focused on compensation, the provision of employee health beneﬁts and the priority given to training and career development programs, as part of its global sustainable development policy called DanoneWay. VIII. RISK OF AN INTERNAL CONTROL FAILURE The Group has implemented an internal control system (see Section 6.11 on the Report on internal controls and risk management procedures established by the Company). This system, regardless of how adequate it may be, can only provide reasonable assurance and not an absolute guarantee with respect to the achievement of the Company’s objectives due to the limits inherent in any control process. Therefore, the Group cannot exclude the risk of an internal control failure. Similarly, the Group cannot exclude any risk of fraud from employees, stakeholders, or third parties which could have an impact on its activities and results. However, given the risk proﬁle of its activities and the existence of an exhaustive anti-fraud and anti-corruption program, covering all aspects of reducing the risk of fraud and the potential impact of any fraud (risk identiﬁcation, prevention, detection, and corrective measures and reporting). Its dissemination (notably via the DANgo internal control system) and the risk proﬁle of the Group’s activities reduce Danone’s exposure to this risk. VII. RISKS ASSOCIATED WITH INFORMATION SYSTEMS The Group is increasingly dependent upon common infrastructures and information technology applications for all its business activities. The main risks are related to the availability of computer services and the conﬁdentiality and integrity of data. Indeed, any failure of these infrastructures, applications or communication networks and any interruption linked to the failure of securitization of data centers or networks may block or slow down production or sales, delay or taint certain decisions and result in ﬁnancial losses for the Group. In addition, most of the former Numico subsidiaries rely on various information systems, as do the recently acquired Unimilk entities. Any accidental or intentional loss of data, if it were to be used by third parties, may have adverse effects on the Group’s business activities and on its results. Legal risks I. RISKS ASSOCIATED WITH BRANDS, INTELLECTUAL PROPERTY AND DATA CONFIDENTIALITY Moreover, the Group’s potential recourse to intellectual property rights protection varies by country. The degree of protection may be different, as may be the Group’s implementation of a defense strategy. If the Group is unable to protect its intellectual proprietary rights against such infringement or misappropriation, its results and growth could be negatively affected. Certain employees have access to conﬁdential documents in the course of their work. The loss or dissemination of sensitive and/or conﬁdential information could signiﬁcantly hurt Danone interests. The Group continues its efforts to develop awareness among staff with access to and/or in possession of this type of information. Given the strategic importance of brands for its business, the Group invests considerable effort in protecting and defending its portfolio of brands and in particular Danone, Activia, Actimel, Danonino, Nutricia, Blédina, Badoit and Evian. The Group also takes measures to protect and defend its other intellectual property rights and in particular its registered designs and patterns, copyright, domain names, patents and its know-how (as indicated in Section 2.2). However, the Group cannot be certain that third parties will not attempt to infringe on its intellectual property rights. DANONE - Registration Document 2010 23

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2 STRATEGY, RISK FACTORS Risk factors II. RISKS ASSOCIATED WITH REGULATIONS As a player in the food and beverage industry present in numerous countries, the Group’s activities are subject to extensive laws and regulations enacted by many national and international authorities and organizations, including regulations with respect to corporate governance, tax and import/export duties, labor law, hygiene and food safety and quality control and use of water sources. The Group’s activities are also subject to good conduct rules such as those of the World Health Organization (WHO) regarding the marketing of breast-milk substitutes and the corresponding rules at the various local regulatory levels. The Group may also be subject to customs duties, trade barriers or sanctions that may be imposed. More particularly, the Group’s activities are subject to various laws and regulations that are always changing and more and more restrictive. These regulations relate in particular to the protection of health and food safety, consumer protection, nutrition and claims about the health beneﬁts of products marketed by the Group, along with environmental claims, the reimbursement of certain products of the Medical Nutrition business and the Group’s advertising and promotional activities. Any change in these laws or regulations, any decision by an authority regarding these laws or regulations or any other event that would challenge the nutritional or health claims related to certain products could have a signiﬁcant impact on the Group’s activities, increase its costs, reduce consumer demand and possibly result in litigation. Major litigations are presented in Note 30 of the Notes to the consolidated ﬁnancial statements and Section 3.4. Industrial and environmental risks I. INDUSTRIAL RISKS The safety of the Group’s employees, subcontractors, people living close to the Group’s industrial sites, and its industrial sites is a key priority for the Group’s industrial policy. The Group’s main industrial sites have limited exposure to major natural hazards (ﬂoods, earthquakes and hurricanes). These risks are assessed prior to each major investment, and the Group’s new industrial installations are designed to satisfy applicable safety standards. However, the Group’s geographical expansion makes it necessary for the Group to set up businesses in areas that are occasionally exposed to the risk of natural hazards, in particular earthquakes. The Group’s main industrial activities do not intrinsically expose it to particular risks. The management of ﬁre, explosion and pollution risks nevertheless remains a major concern of the Group’s Divisions. In order to reinforce its risk management, the Group has put in place procedures to assess safety levels at its industrial sites. These assessments are made by independent experts and enable operational units to deﬁne and implement customized prevention and protection policies. These procedures are based on international standards that typically exceed local standards. Furthermore, they allow an exhaustive inventory of the various potential industrial risks and also apply to partnerships with the Group’s largest suppliers. In 2010, 83 safety audits of the Group’s industrial sites were conducted by independent companies, which assigned a rating from 1 to 5 (with 5 being the best) to each audited industrial site. As of December 31, 2010, 36 sites had a rating of 5, enabling them to obtain an HPR certiﬁcation (Highly Protected Risk). The weighted average rating for Danone’s industrial sites was 3.93 in 2010, compared with 3.90 in 2009. This rating does not take into account the recent acquisition of Unimilk, whose sites will be visited or audited in 2011. II. RISKS ASSOCIATED WITH ENVIRONMENTAL REGULATIONS The Group’s environmental policy aims to respond to the concerns of many different parties in this area, especially consumers, who are increasingly focused on the environmental impact of products, while controlling risks

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STRATEGY, RISK FACTORS Risk factors 2 The Group’s activities are also subject to, on the one hand, the European Directive of 2003 establishing a trading system and, on the other, quotas for greenhouse gas emissions and the transpositions of the National Allocation Plans in the European Union. Four of the Group’s sites in the European Union are thereby subject to quotas (whose impact on the Group’s ﬁnancial situation is not signiﬁcant), while the other sites are currently below the minimum eligibility threshold. If, in the future, the Group is unable to limit the emissions of these ﬁve sites and comply with allocated quotas, it will incur a ﬁne and would have to purchase the shortfall on the market for greenhouse gas quotas. When the Group is unable to reduce its environmental impact through direct action, notably in the agricultural and water preservation areas, it undertakes to help players in various areas, such as research and education, and any other actions that favor reductions in its environmental impact. The environmental action plans are presented in Section 7.5. There is no signiﬁcant provision for environment-related risks and liabilities in the consolidated balance sheet as of December 31, 2010. concerns (in particular greenhouse gas emissions and the preservation of water resources), and such preferences are at times supported by NGOs (Non-Governmental Organizations). Distributors also pay an increasing amount of attention to the communication towards the consumers (in particular the labeling of the carbon footprint of products). If the Group is unable to anticipate changing consumer preferences, in particular through the implementation of measures associated with reductions and communication on environmental consequences, its results could be negatively affected. Consequently, the Group undertakes continuous efforts to reinforce its corporate commitment and improve the management of its business activities with respect to every step of its products’ life cycle. Danone carefully ensures that all environmental claims made in connection with its products are well founded. IV. OTHER ENVIRONMENTAL RISKS III. RISKS ASSOCIATED WITH CONSUMERS’ CHOICES, PREFERENCES OR ENVIRONMENTAL CONSIDERATIONS Consumers’ purchasing preferences, notably in the most developed countries, are increasingly inﬂuenced by environmental The principal potential other risks are water pollution (essentially organic and biodegradable pollution), risks related to cooling installations (ammonia and other cooling liquids), and risks related to the storage of raw materials or products for the cleaning and disinfection of the Group’s plants (acid or basic products), especially when these installations are located in inhabited areas. In the event that the Group’s environmental responsibility is called into question, resulting from a signiﬁcant accident or case of pollution, its results could be adversely affected. Financial market risks As part of its normal business, the Group is more or less exposed to ﬁnancial risks, especially foreign currency, ﬁnancing and liquidity, interest rate, counterparty credit, and security-related risks. The risk management policy and its organization within the Group are described in Section 2.2 “Financial risk management strategy” and additional information and data, in particular with regard to the Group’s residual exposure (after hedging) to these different risks, are described in Note 15 of the Notes to the consolidated ﬁnancial statements. DANONE - Registration Document 2010 25

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2 STRATEGY, RISK FACTORS Risk factors I. CURRENCY RISK Due to its international presence, the Group could be exposed to foreign exchange rate ﬂuctuations in the three following situations: The Group may, however, in the future, increase its indebtedness to ﬁnance acquisitions. Its goal remains to maintain debt at a reasonable level, notably to retain some ﬂexibility with respect to its ﬁnancing sources. • in relation to its operating activities: the sales and operating expenses of the subsidiaries of the Fresh Dairy Products Division and most of the subsidiaries of the Group’s Waters Division are expressed primarily in their country’s domestic currency. Certain imports (especially raw materials and ﬁnished goods) and exports are, however, expressed in other currencies. Also, due to the limited number of production units in the world, the subsidiaries of the Medical Nutrition and Baby Nutrition Divisions and certain Waters subsidiaries frequently use intra-group imports denominated in a currency other than their functional currency. The sales and operating margin of certain Group subsidiaries are therefore exposed to ﬂuctuations in exchange rates against their functional currency. Pursuant to its operational foreign exchange risk hedging policy, the Group’s residual exposure (after hedging) was signiﬁcantly reduced during the ﬁscal year (see Note 15 of the Notes to the consolidated ﬁnancial statements); relation to its ﬁnancing activities: in application of its risk centralization policy, the Group manages multi-currency ﬁnancings and liquidities. Pursuant to its ﬁnancial foreign exchange risk hedging policy, the Group’s residual exposure (after hedging) is not signiﬁcant (see Note 15 of the Notes to the consolidated ﬁnancial statements); translating into euros the ﬁnancial statements of subsidiaries denominated in a foreign currency: sales and the trading operating income may be generated in currencies other than the euro (see Section 3.2 for the respective shares of Group sales generated in euros and in other currencies). Consequently, ﬂuctuations in exchange rates of foreign currencies against the euro may have an impact on the Group’s income statement. These ﬂuctuations also have an impact on the carrying amount in the consolidated balance sheet of assets and liabilities denominated in currencies other than the euro. The Group has implemented a monitoring and hedging policy with regard to the net assets of some subsidiaries. • The Group’s liquidity risk arises mainly from the maturities of its (i) interest-bearing (bonds, bank debt, etc.) and (ii) non interestbearing liabilities (liabilities on put options granted to minority shareholders), and from payments on derivative instruments (see Note 15 of the Notes to the consolidated ﬁnancial statements). • As part of its debt management strategy, the Group regularly seeks new ﬁnancings to reﬁnance its existing debt. The Group manages its exposure to reﬁnancing risk by: (i) borrowing from diversiﬁed ﬁnancing sources, (ii) arranging a signiﬁcant portion of its ﬁnancing as medium term ﬁnancing, (iii) maintaining ﬁnancing sources available at any time, and (iv) ensuring that it is not subject to any covenant relative to maintaining ﬁnancial ratios in connection with ﬁnancing contracts. Exceptionally and temporarily, these rules cannot always be fully applied in countries where centralized or medium-term ﬁnancing are not available or, in some cases, when the existing ﬁnancing agreements at a company predate the control obtained by the Group. In countries in which centralized ﬁnancing is not accessible or where medium-term ﬁnancing is not available, the Group could be exposed to a liquidity crunch, but only in limited amounts. Further information on the ﬁnancing structure and on ﬁnancial security is given in Section 3.7. • in • when III. INTEREST RATE RISK The Group’s interest-bearing debt exposes it to interest rate ﬂuctuations that impact its ﬁnancial expenses. The Group has establ

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STRATEGY, RISK FACTORS Risk factors 2 V. SECURITIES-RELATED RISK Risks related to other shares The Group holds equity interests in listed companies. Any signiﬁcant and/or prolonged decline in the prices of these companies’ stock could have an adverse impact on the Group’s results. Risk related to the Company’s shares Pursuant to its share buyback policy, and pursuant to the authorizations granted by the Shareholders’ Meeting, the Company may choose to repurchase its own shares. Any ﬂuctuations in the price of the Company’s treasury stock repurchased in this manner have no impact on the Group’s results. Any decrease in the Company’s share price could, however, have an impact on the potential amount paid out in shares in connection with the ﬁnancing of acquisitions. Insurance and risk coverage The insurance coverage guidelines are centralized. It relies on stringent technical evolutions and uses insurance products from the world market, depending on availability and local regulations. Thus, this risk coverage is consistent for all companies over which the Company has operational control. The policy is as follows: • special • potentially major traditional risks (property damage, business interruption, commercial general liability): such programs are negotiated at Group level for all subsidiaries, with top international insurers. The “all risks except” policies are based on the broadest guarantees available on the market, coupled with deductibles which, while of varying amounts, are relatively low compared to those extended to groups of comparable size to reﬂect the autonomous management of subsidiaries. The guarantee limits are set based on worst case scenarios and on insurance market availability. The coverage was renewed on January 1, 2007 for a ﬁxed term of three years. They were renewed again on January 1, 2011 for a term of one year; the total cost of these programs was approximately € 22 million in 2010; include coverage of ﬂeets of vehicles, guarantees for the transportation of merchandise, work-related accidents (in countries in which these accidents are covered by private insurance), and insurance speciﬁc to some countries. These insurance policies are negotiated and managed in accordance with local practices and regulations, within the framework of precise directives provided and controlled by the Group. Total premiums came to approximately € 19 million in 2010; risks: these potentially signiﬁcant risks require centralized management. The liability of the Group’s Executive Directors and ofﬁcers (mandataires sociaux), fraudulent acts, and assorted risks (taking products off the market, credit risk, environmental risk, etc.) are covered according to market availability, on the basis of scenarios estimating the probable impact of these claims. The total cost of this category of coverage amounted to approximately € 3 million in 2010. • common risks: these risks, which require local management, In addition, in order to optimize its insurance costs and properly control its risks, the Group has a self-insurance policy through its captive reinsurance subsidiary Danone Ré (a fully consolidated Group entity). The self-insurance policy applies to speciﬁc risks where the costs can be accurately estimated as the Group is aware of their frequency and ﬁnancial impact. This concerns essentially (i) coverage of property damage, business interruption, commercial general liability, and transportation for a large majority of the Group’s companies (these self-insurance programs are limited to frequent claims with a maximum of € 7.5 million per claim) and, for the French subsidiaries, (ii) payments for death, long-term disability, and education. Moreover, stop-loss insurance protects Danone Ré against any increased frequency of claims. These self-insurance programs are managed by professional insurers under Danone’s supervision and the provisions are determined by independent actuaries. DANONE - Registration Document 2010 27

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2 STRATEGY, RISK FACTORS 28 Registration Document 2010 - DANONE

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3 DANONE’S BUSINESS HIGHLIGHTS IN 2010 AND OUTLOOK FOR 2011 3.1 3.2 Waters Baby Nutrition Medical Nutrition Sales breakdown by Geographical area and percentage of sales in currencies other than the euro Major customers Highlights of 2010 Business and major markets 30 31 31 32 33 34 34 35 3.5 Net income review 41 41 42 42 43 Net sales Trading operating income and trading operating margin Financial Income (Expenses) Tax rate Underlying net income attributable to the Group and Underlying diluted earnings per share attributable to the Group Dividend Fresh Dairy products 43 44 3.6 3.3 Financial investments in 2010 and a simpliﬁed organization chart as of December 31, 2010 Free cash ﬂow and change in net debt 44 44 45 Free cash ﬂow 36 36 37 37 Change in net debt in 2010 Financial investments Share buy-back Organization chart 3.7 Balance sheet and ﬁnancial security review 45 45 45 46 47 Simpliﬁed consolidated balance sheet 3.4 Danone’s other business activities in 2010 Shareholders’ equity and indebtedness ratio 38 38 38 39 39 39 40 40 41 Indebtedness structure as of December 31, 2010 Financing structure and ﬁnancial security Capital expenditures in 2010, plant and equipments at December 31, 2010 Research and Development Reducing carbon footprint Social and societal responsibility Main ﬁnancing transactions Change in accounting principle Legal arbitration proceedings Major contracts and related-party transactions 3.8 Outlook for 2011 48 48 48 50 Material change in ﬁnancial or trading position Earnings forecasts and estimates 2011 ﬁnancial communications calendar 3.9 References and deﬁnitions 50 DANONE - Registration Document 2010 29

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3 DANONE’S BUSINESS HIGHLIGHTS IN 2010 AND OUTLOOK FOR 2011 Highlights of 2010 Danone’s consolidated ﬁnancial statements and the Notes to the consolidated ﬁnancial statements are presented in Section 4. Risk identiﬁcation and control policy, as well as the major operational risks relating to the Group’s business sectors or to the Group’s activity and organization, are described in Section 2.3 – Risk factors. The Group reports on ﬁnancial indicators not deﬁned by IFRS. They are deﬁned in Section 3.9: • like-for-like changes in net sales, trading operating income and trading operating margin; • trading operating income and trading operating margin; • underlying net income attributable to the Group; • free cash flow; • net debt. The Group also uses references that are deﬁned in Section 3.9. Finally, competitive positions of Group activities result from external analysis, carried out by Nielsen, IRI and Euromonitor notably. 3.1 Highlights of 2010 stake in this company. On October 28, Danone announced it had completed the deal for $470 million. The highlights below appeared in the principal press releases issued in 2010: • On • On • On March 30, 2010, Danone announced the formation of a joint venture with Chiquita Brands International, Inc. to market fruit-based drinks. June 11, 2010, Danone announced the acquisition of Medical Nutrition USA, Inc. June 18, 2010, Danone announced the signature of an agreement to merge Danone’s Fresh Dairy Product businesses in the CIS area with those of Russian company Unimilk. The new entity will become the leader for dairy products in the CIS area as a whole, and particularly in Russia. On November 30, 2010, Danone and Unimilk announced that they had ﬁnalized the merger of their fresh dairy products businesses in Russia and other CIS member countries, thereby creating the region’s leader in fresh dairy products. shareholding in China Hui Yuan to SAIF Partners. • On November 17, 2010, Danone announced that it had successfully lengthened its debt maturity pursuant to its bond exchange offer relating to two tranches maturating in February 2014 and May 2015, respectively. agreement to acquire Yocream, the leading producer of frozen yogurt in the United States, for about $103 million. • On November 24, 2010, Danone announced that it signed an • On November 25, 2010, Danone announced the appointment of Jordi CONSTANS and Felix MARTIN, respectively, as Executive Vice-President, Fresh Dairy Products, and Executive Vice-President, Baby Nutrition. • On December 8, 2010, Danone announced that EFSA published opinion concluded that the positive elements included in the application ﬁled by Danone in August 2009 were not sufﬁcient to establish a deﬁnite relationship of cause and effect between the consumption of Actimel, containing the L. casei DN114 001, and a reduced risk of diarrhea associated with the bacterium clostridium difﬁcile in a hospital setting. • On July 28, 2010, Danone announced the sale of its 22.98% • On August 12, 2010, Danone announced that it had entered into an agreement with Wimm Bill Dann to sell back its 18.4% 30 Registration Document 2010 - DANONE

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DANONE’S BUSINESS HIGHLIGHTS IN 2010 AND OUTLOOK FOR 2011 Business and major markets 3 3.2 Business and major markets This section describes the business of each division in 2010 as well as the Group’s business by geographical area and by its major clients. The tables below show sales, trading operating income and trading operating margin by division for ﬁscal years 2009 and 2010. Fiscal year ended December 31 Change Like-for-like Volume growth like-for-like (In € millions) Net sales Fresh Dairy Products Waters Baby Nutrition Medical Nutrition TOTAL 2009 2010 8,555 2,578 2,924 925 14,982 9,732 2,868 3,355 1,055 17,010 +6.5% +5.3% +8.9% +9.0% +6.9% 7.50% 7.80% 7.60% 8.70% Fiscal year ended December 31 2009 (In € millions) Fresh Dairy Products Waters Baby Nutrition Medical Nutrition TOTAL 2010 2009 2010 Trading operating income 1,244 1,365 324 371 536 635 190 207 2,294 2,578 Trading operating margin 14.54% 14.03% 12.56% 12.93% 18.32% 18.92% 20.57% 19.65% 15.31% 15.16% Change like-for-like -3 bp +13 bp +17 bp -62 bp +3 BP Fresh Dairy products The division earned sales of € 9.7 billion in 2010, up 6.5% on a comparable basis from 2009. Unimilk has been wholly consolidated since December 1, 2010. This performance illustrates continued momentum from the Reset program implemented in 2009, despite a persistently difﬁcult consumer market in Southern Europe. Prices had a negative impact of 1% on a like-for-like basis on sales growth for the entire 2010 ﬁscal year, mainly concentrated on the ﬁrst half. Indeed, prices had a positive contribution again by the fourth quarter of 2010. This marked the end of the “reset” program’s impact and a return to competitive management of the products and prices portfolio. DANONE FRESH DAIRY PRODUCTS WITHOUT UNIMILK Net sales. Sales of the Fresh Dairy division excluding Unimilk increased by +6.3% on a like-for-like basis from 2009 due to steady volume growth (+7.5% on a like-for-like basis). DANONE - Registration Document 2010 31

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3 DANONE’S BUSINESS HIGHLIGHTS IN 2010 AND OUTLOOK FOR 2011 Business and major markets Like-for-like Net Sales growth Volume growth Price/mix growth 1st quarter 2010 7.6% 12.5% (4.9)% 2nd quarter 2010 6.6% 9.3% (2.7)% 3rd quarter 2010 5.5% 5.6% (0.1)% 4th quarter 2010 5.4% 2.8% 2.6% Main markets The division’s priority markets, among them the US, Russia, Brazil and Mexico, continued to drive growth thanks to double-digit growth. Europe’s performance was more uneven: • stepped-up deployment of existing products in non-mature countries like China. • the United Kingdom and Poland enjoyed rapid growth; • some countries, including France, returned to slightly positive growth in 2010; This strategy was also deployed for the Division’s other leading brands. For example, Danonino generated extensions like Crush Cup and Coolision in the United States, Danonino Ice in Spain and My Funny Yogurt in France. Lastly, the Division pursued an innovative strategy with Densia (product enriched with calcium and vitamin D needed for bone health), and with stewed fruits, which were developed and introduced under the Tailleﬁne brand, thus opening a new market segment for fresh products. • the situation remains difﬁcult in Southern Europe, mainly in Spain and Italy, owing to the economic environment. Lastly, the Group’s expansion continued in the new geographical areas, especially in China, where sales rose by over 100% in 2010, thus ensuring a future growth driver for the Group. As a result, Danone is the world’s largest producer of Fresh Dairy Products with 28% market shares in the 43 main countries where the Division operated in 2010. UNIMILK’S CONTRIBUTION Consolidated since December 1, 2010, Unimilk contributed to the division’s sales only for one month in the 2010 ﬁscal year with an amount of € 121 million. During 2010, Unimilk earned estimated net sales of € 1.292 billion, a 24% like-for-like growth from 2009 despite an inﬂationary environment for raw materials accentuated by exceptional weather conditions in summer 2010. This inflation affected all of the segment’s players. Unimilk could maintain a high growth and earned market shares. But inflation dampened the trading operating margin in the second half of 2010. Trading operating margin is estimated at 2% in 2010, as opposed to 6% in 2009. New products and brands Activia brand remains one of the Division’s growth drivers, accounting for half of overall growth in 2010. This growth was obtained by: • expanding the product range with the introduction of such new items as Activia Intensely Creamy in the United Kingdom and Activia Pouring Yogurt in the United Kingdom and France, where it met with great success in both countries; Waters NET SALES The Waters Division recorded net sales of € 2.9 billion in 2010, a 5.3% like-for-like growth from 2009. This growth stems from the strong rise in sales volume, which rose by 7.8%. This conﬁrms the trend observed for six quarters now, which reﬂects both the double-digit growth in emerging countries and the stabilization of sales volume in the mature countries. 32 Registration Document 2010 - DANONE

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DANONE’S BUSINESS HIGHLIGHTS IN 2010 AND OUTLOOK FOR 2011 Business and major markets 3 1st quarter 2010 Like-for-like Net Sales growth Volume growth Price/mix growth 2.3% 8.5% (6.2)% 2nd quarter 2010 4.8% 7.8% (3.0)% 3rd quarter 2010 8 .7% 7.6% 1.1% 4th quarter 2010 5.2% 7.3% (2.1)% MAIN MARKETS AND NEW PRODUCTS Mature countries. Business picked up in the mature countries in 2010, reﬂecting resumed growth in the bottled water market. Danone largely contributed to this market’s growth in the past few years, largely by explaining the health beneﬁts of natural mineral waters. As a result, the division’s sales volume returned slightly positive, particularly driven by France and Germany, while Spain and Japan remained tough markets. Initiatives supporting this growth include the followings: • reving up brands through original and interactive advertising actions like the roller babies. Emerging countries. Growth in emerging countries remained very strong, with double-digit growth in Indonesia, Mexico, China and Argentina. One of the main growth drivers consisted in stepping up the deployment of the Division’s ﬂagship brands, such as Bonafont in Brazil’s São Paulo region and Mizone in China and Indonesia. The Group has the second worldwide position in bottled water. The average market share for the division’s 11 major countries was 22% in 2010. • reducing the carbon footprint and communicating this to consumers, e.g., by introducing a vegetable PET bottle for Volvic; Baby Nutrition NET SALES The division reported net sales of € 3.4 billion in 2010, with sales up +9.8% like-for-like in the only fourth quarter 2010 and +8.9% like-for-like sales growth in full year 2010. The growth that occurred in 2010 was due to a 7.6% like-for-like volume growth and a 1.3% rise in value. The Asia Paciﬁc region now earns sales in excess of € 1 billion and experienced double-digit growth in 2010. In Europe, the United Kingdom, the Netherlands and Poland also achieved double-digit growth, but Southern Europe remains a tough market, particularly because of the local economy. The milk category continued to deliver double-digit growth, while weaning foods saw a slight rise in the fourth quarter reﬂecting good performances in France, Poland and Russia. As a result, Danone has the second worldwide position in the Baby Nutrition market. It had a 27% market share in the 33 main countries where the division operated in 2010. MAIN MARKETS AND NEW PRODUCTS All regions reported growth, with China, Indonesia, and the United Kingdom still the main contributors to the Division’s growth. DANONE - Registration Document 2010 33

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3 DANONE’S BUSINESS HIGHLIGHTS IN 2010 AND OUTLOOK FOR 2011 Business and major markets Medical Nutrition NET SALES The Division reported net sales of € 1.1 billion in 2010 with a 9% like-for-like sales growth from 2009. This advance stems mainly from a 8.7% rise in volume. • among the new geographical areas, China and Brazil achieved double-digit growth. All product categories made progress, with the pediatrics and gastrointestinal allergies categories growing faster than average once again. The Division continues to develop new products, particularly in fast-growing categories such as Fortimel (enhanced recovery) and Neocate (allergology) product lines. MAIN MARKETS AND NEW PRODUCTS The division’s performance remained geographically balanced, with Western Europe and the new geographic regions contributing equally to the sales growth : • the bulk of the growth in Western Europe was made by France, the United Kingdom, Germany, Italy and Spain. Germany and Austria remained difﬁcult markets although they rose in 2010; Sales breakdown by Geographical area and percentage of sales in currencies other than the euro The tables below show sales, trading operating income and trading operating margin by geographical area, for ﬁscal years 2009 and 2010: Fiscal year ended December 31 Sales Sales Volume breakdown by breakdown by growth geographical geographical like-for-like area in 2009 area in 2010 (In € millions) Net sales Europe Asia Rest of world TOTAL 2009 2010 Change like-for-like 8,960 1,877 4,145 14,982 9,449 2,386 5,175 17,010 +1.9% +14.0% +14.9% +6.9% 3.8% 12.6% 11.8% 60% 13% 28% 56% 14% 30% Fiscal year ended December 31 (In € millions) 2009 2010 2009 2010 Trading operating income Europe Asia Rest of world TOTAL 1,437 333 524 2,294 1,483 445 649 2,578 Trading operating margin 16.04% 17.72% 12.64% 15.31% 15.70% 18.66% 12.55% 15.16% Change like for like -1 bp +63 bp +1 bp +3 BP The Company’s growth strategy is to focus its geographical expansion on high-growth countries like Mexico, Indonesia, China, Russia, the United States and Brazil. With the acquisition of Unimilk and its consolidation into the Group’s ﬁnancial statements over the entire 2010 ﬁscal year, Asia and the Rest of the World accounted for nearly 50% of Danone’s sales, with a like-for-like growth rate of over 14% for each geographical area. France would only represent 11% of the Group’s sales, the same as Russia. 34 Registration Document 2010 - DANONE

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DANONE’S BUSINESS HIGHLIGHTS IN 2010 AND OUTLOOK FOR 2011 Business and major markets 3 The Group’s 10 principal countries would then be the following: Year ended December 31 France Russia (1) Spain USA Mexico Germany Indonesia United Kingdom China Argentina (1) Including Unimilk sales for the entire 2010 fiscal year. 2010 11% 11% 8% 8% 5% 5% 5% 5% 4% 4% This geographical expansion is reﬂected in the weighting of non-euro currencies on the Group’s consolidated net sales, which rose to 62% in 2010 as against 55% in 2009. It breaks down as follows: Year ended December 31 2010 Euro US dollar Mexican peso Pound sterling Argentine peso Russian ruble Indonesian ruble Chinese yuan Polish zloty Brazilian real Canadian dollar Turkish pound Other currencies 38% 9% 6% 5% 5% 5% 5% 5% 4% 4% 2% 2% 10% Major customers In 2010, the Group’s ten largest worldwide customers (among which ﬁve are of French origin) accounted in aggregate for approximately 23% of total consolidated net sales. The ﬁve largest customers accounted for approximately 16% of consolidated net sales, and Danone’s largest customer, Carrefour, accounts for approximately 6% of consolidated net sales. DANONE - Registration Document 2010 35

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3 DANONE’S BUSINESS HIGHLIGHTS IN 2010 AND OUTLOOK FOR 2011 Financial investments in 2010 and a simpliﬁed organization chart as of December 31, 2010 3.3 Financial investments in 2010 and a simpliﬁed organization chart as of December 31, 2010 Financial investments Financial investments came to € 695 million in 2010, of which € 333 million was in cash, as opposed to € 147 million in 2009 (see details in Note 2 to the consolidated ﬁnancial statements). The main ﬁnancial investments during 2010 related to: € 965 million (of which € 278 million are brands, € 439 million are tangible assets and € 19 million ﬁnancial assets). Furthermore, the deal resulted in the recognition of goodwill corresponding to Danone’s stake, equal to € 308 million. The deal had the following impact on the Group’s debt and shareholders’ equity as of December 1, 2010: • the • the takeover of Unimilk (Fresh Dairy Products – Russia) on November 30, 2010; acquisition of a 51% equity stake in the Chiquita Fruits company (France) on May 25, 2010; capital. (Medical Nutrition – United States) on July 22, 2010; • a € 1.351 billion increase in net debt, of which € 775 million was linked to put options granted to Unimilk’s selling shareholders; • the acquisition of 100% of Medical Nutrition USA Inc.’s share • the acquisition of a 51% equity stake in ProViva, a Fresh Dairy Products company located in Sweden on September 30, 2010; •a € 282 million decline in shareholders’ equity caused by accounting for put options as a reduction to its shareholders’ equity pursuant to IFRS 3 and IAS 27 as revised. • the Also refer to Note 2 and Note 25 to the consolidated ﬁnancial statements. The new entity’s management is already in position and the integration plan is being carried out. The integration costs are estimated to be € 100 million, which will be accounted and paid over the next three years. The following priorities have been assigned to the integration process starting in 2011: acquisition of a 94.67% stake in YoCream (fresh dairy products – United States) on December 23, 2010. All ﬁnancial investments as well as disposals during the 2010 ﬁscal year are described in Note 2 to the consolidated ﬁnancial statements. Unimilk deal. The agreement signed on November 30, 2010 by Danone and Unimilk group covers the pooling of the two companies’ Fresh Dairy Products businesses located in Russia, Ukraine, Kazakhstan and Belarus. Danone will control the new entity through a holding company named Dairy JV CIS Holdings (see Note 2 to the consolidated ﬁnancial statements). The Unimilk group’s companies have been fully consolidated since December 1, 2010. The regrouping has been accounted for on a temporary basis. The amount allocated to identiﬁable assets and liabilities may be modiﬁed within a year starting from November 30, 2010. The identiﬁable assets amount to • merging organizational structures in a pilot region (Siberia); • producing Activia and Danone’s core activities in Unimilk’s factories in Siberia; • managing purchases jointly; • managing major customers jointly; • implementing the Thémis information system (see Section 2.2 on “IT Strategy”); • uniting the consolidation, accounting systems. reporting and management 36 Registration Document 2010 - DANONE

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DANONE’S BUSINESS HIGHLIGHTS IN 2010 AND OUTLOOK FOR 2011 Financial investments in 2010 and a simpliﬁed organization chart as of December 31, 2010 3 Share buy-back After receiving the proceeds from the sale of non-strategic interests in Hui Yuan and Wimm-Bill-Dann, Danone launched in October 2010 a share buy-back for a total amount € 500 million. As of February 4, 2011, Danone purchased 9,180,100 shares for a total amount of € 423 million. The transactions for the 2010 ﬁscal year as well as the amounts of shares held by Danone and its subsidiaries as of December 31, 2010 and February 28, 2011 are described in Section 8.2. Considering robust generation of free cash ﬂow and assuming steady debt ratios, Danone plans to continue to buy back shares in the ﬁrst half of 2011, up to a maximum of an additional € 500 million. Organization chart As of December 31, 2010 the Company consolidated 242 companies, of which 226 were fully consolidated and 16 were associates. The list of all consolidated companies with country of origin, percentage of ownership and control as of December 31, 2010 appears in Note 31 to the consolidated ﬁnancial statements. PUBLICLY TRADED EQUITY INTERESTS The Company holds, directly or indirectly, equity interests in the following companies: • fully consolidated entities: • Aqua (Water – Stock Exchange; Indonesia), listed on the Jakarta • entities consolidated as equity afﬁliates: • Yakult Honsha (Fresh dairy products – Japan), listed on the Tokyo Stock Exchange, • Centrale Laitière du Maroc (Fresh dairy products – Morocco), listed on the Casablanca Stock Exchange. DANONE - Registration Document 2010 37

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3 DANONE’S BUSINESS HIGHLIGHTS IN 2010 AND OUTLOOK FOR 2011 Danone’s other business activities in 2010 3.4 Danone’s other business activities in 2010 Capital expenditures in 2010, plant and equipments at December 31, 2010 CAPITAL EXPENDITURES Capital expenditures reached € 832 million in 2010, compared with € 699 million in 2009, representing 4.9% and 4.7% of net sales respectively. They consist mainly of expanded production capacity in the Company’s priority geographical areas like China, Indonesia, the United States, Brazil and Russia. Signiﬁcant investments were also made in 2010 to boost productivity and to offset the impacts from higher commodity prices. Lastly, expenditures aimed at reducing the Group’s carbon footprint increased in 2010 compared with 2009 (see Section 7.5). As it did in 2009, the Group plans to focus its capital spending effort on emerging countries and those with high growth potential. It plans to commit to an investment level of around 4 to 5% of its consolidated net sales in 2011 in order to encourage growth, increase volume, and achieve geographical expansion. PLANT AND EQUIPMENT As of December 31, 2010, the Company excluding Unimilk owned 158 factories of which: • 54 were in Europe, with 13 of these in France and 10 in Spain; • 49 in the Asia-Paciﬁc region, of which 19 were in Indonesia and 24 in China; and • 55 in the Rest of the World, of which 5 were in the United States, 1 in Canada, and 30 in the area covering Argentina, Brazil and Mexico, and 16 are in Africa and the Middle East. In addition, Unimilk owned 26 manufacturing facilities. Lastly, the Group rents some of its facilities, notably ofﬁces and wharehouses, (see Note 15 to the Notes to the consolidated ﬁnancial statements on outstanding amounts for ﬁnancial leases and Note 28 to the consolidated ﬁnancial statements on off-balance sheet commitments relating to lease agreements). Research and Development FRESH DAIRY PRODUCTS In 2010, the Fresh Dairy Products Division continued with its studies, particularly in the areas of i) bone health, ii) interactions between microbes in the human intestine and their host, and iii) the impact of these microbes on human health. This work has been conducted in collaboration with many scientiﬁc experts and lead to several publications in the specialized press. BABY NUTRITION The Baby Nutrition Division did work on i) children atopic eczema, ii) the metabolic imprint called NUTURIS (a lipidic matrix that imitates the structure of human milk) and iii) on allergies. Nutritional studies were conducted in 16 countries in Europe, Africa, the Middle East and Asia. These provided information on food behaviors, nutritional status and deﬁciencies in each of these countries. Moreover, the Division’s Research and Development team came up with a growth milk containing the probiotic scgos/ lcfos, which is associated with biﬁdobacterium breve. The milk was introduced in Thailand under the name Dumex hi-q1. Finally, the Division has opened a research center in Singapore that will concentrate on global and local projects in the areas of neonatal nutrition, including the mother’s dietary regime during pregnancy and nursing. WATERS In the Waters Division, 2010 saw the introduction of the ﬁrst vegetable PET bottle under the Volvic brand. This bottle, which is made up partly with PET of vegetable origin, was one of many projects to reduce the carbon footprint as well as expanding the use of recycled PET and optimizing the bottle’s weight. The Research and Development teams also continued their investigation on hydration by establishing the negative impact of a minor dehydration episode on cognitive performance. They also established the key biomarkers for hydration. Lastly, the Waters Division introduced new formulas containing Stevia. 38 Registration Document 2010 - DANONE

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DANONE’S BUSINESS HIGHLIGHTS IN 2010 AND OUTLOOK FOR 2011 Danone’s other business activities in 2010 3 MEDICAL NUTRITION The year 2010 was characterized by continued activity in the three following areas: i) memory / neurosciences, ii) mobility / muscular metabolism and iii) managing infections / immunology. In order to strengthen Danone’s global presence, a research center was opened in the United States in 2010. The new Nutrison Tube feeds were also introduced in 2010 with new formulas based on the most recent nutritional information and recommendations, including a new protein and a mix of fats. In addition, a beverage named Fortini Smoothie was developed and circulated in pediatric nutrition circles. Total Research and Development expenses came to € 209 million in 2010, as opposed to € 206 million 2009, or 1.23% of consolidated net sales. Reducing carbon footprint Danone products mainly come from natural ecosystems. Accordingly, it is in the Group’s interest to help preserve the environment as part of its activities. Since the carbon footprint is a global indicator that reﬂects numerous environmental parameters, Danone has made the ambitious commitment to reduce its carbon intensity (gram of CO2/kg of products sold) by 30% from 2008 to 2012. As a result, Danone has reduced its carbon intensity by 22% on a constant scope of activity and on the scope of emissions under Danone’s direct responsibility from 2008 to 2010 (packaging, manufacturing activities, logistics and scrapping). Management conﬁrms its goal to reduce it by 30% by 2012, i.e., over a period of ﬁve years. See also Section 7.5. Social and societal responsibility These activities are described in Sections 7.3 and 7.4 Main ﬁnancing transactions In order to extend the average maturity of its debt and to proﬁt from historically low long-term interest rates, Danone launched the following dual transaction on the euro bond markets in November 2010: At the end of this dual transaction, a net face value of € 344 million in new debt was raised: The Group issued € 500 million maturing in 2020 at a rate of 3.6%. It also issued € 156 million maturing in 2014 to 2015 for an exchange tender offer. Accordingly, the average maturity of the Group’s outstanding bond issues was increased by 1.4 years and the tranche arriving at maturity in May 2011 is in large part pre-ﬁnanced in advance. • exchange tender offer for formerly issued shares, which are to mature in February 2014 and May 2015, in exchange for newly issued shares (these tranches were already used in a share repurchase tender offer in November 2009); • new bond issue maturing in 2020. DANONE - Registration Document 2010 39

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3 DANONE’S BUSINESS HIGHLIGHTS IN 2010 AND OUTLOOK FOR 2011 Danone’s other business activities in 2010 Change in accounting principle In view of changes introduced for ﬁrst-time application of IAS 27 (Revised), the Group has changed its method of accounting for put options granted to minority shareholders. Starting January 1, 2010, the difference between the exercise price of put options granted to minority shareholders and the book value of these options is no longer accounted for by an increase in goodwill, but recognized into equity (Group share). To ensure consistent accounting for all similar transactions, the Group extended the scope of this change in method to cover put options granted prior to January 1, 2010 and not exercised at that date. As a result, goodwill corresponding to put options granted to minorities at December 31, 2009 has been reclassiﬁed, reducing equity by € 2.7 billion. The consolidated balance sheet for 2009 was restated to ensure comparability of ﬁgures for the 2009, 2010 and subsequent ﬁnancial years (in accordance with IAS 8). This change in accounting method has no impact on the amount of net debt, since put options granted to minority shareholders remain classiﬁed as debt. See also Note 1 of the Notes to the consolidated ﬁnancial statements. Legal arbitration proceedings Class actions ﬁled in 2008 in the United States against The Dannon Company Inc., one of the Group’s U.S. subsidiaries, criticizing certain allegations related to Activia and DanActive products were settled out-of-court in 2010. Under the terms of this settlement, the U.S. subsidiary has agreed to create a $35 million fund to compensate consumers and to cover legal and publication fees, the rest being allocated to donations of products to charities. Moreover, in early 2010, Attorney Generals from 39 states initiated investigations into allegations related to Activia and DanActive. These investigations were settled and The Dannon Company Inc. paid a total of $21 million under these settlements. Finally, an investigation conducted by the Federal Trade Commission, the competition regulator in the U.S. market, was also settled, with no ﬁnancial obligation for The Dannon Company Inc. Under these agreements, certain allegations were modiﬁed without changing the positioning of DanActive and Activia in the U.S. The impact of the legal proceedings described above was provided for in the consolidated balance sheet of the Group as of December 31, 2009. In October 2009, a class action against Danone Inc. and The Dannon Company Inc. was ﬁled by an individual plaintiff with the Quebec Superior Court, to obtain restitution for consumers from the alleged false advertising of the health beneﬁts of probiotic cultures in Danone’s Activia and DanActive products. This action is based on the Quebec Civil Code and the Consumer Protection Law. The plaintiff ﬁled a request for authorization to institute a class action lawsuit. No hearing has been held by the court. As of December 31, 2010, the Group cannot obtain a reliable assessment of the scope of this action and its impact on the Group’s earnings and ﬁnancial position. Therefore, no provision has been recognized in the ﬁnancial statements as of December 31, 2010. The Company and its subsidiaries are parties to a variety of legal proceedings arising in the normal course of business. Provisions are recognized when an outﬂow of resources is probable and the amount can be reliably estimated (see Note 17 of the Notes to the consolidated ﬁnancial statements). To the best of the Group’s knowledge, no other state legal or arbitration proceedings are currently underway, which are likely to have or have had over the last twelve months a material impact on the Group’s ﬁnancial position or proﬁtability. 40 Registration Document 2010 - DANONE

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DANONE’S BUSINESS HIGHLIGHTS IN 2010 AND OUTLOOK FOR 2011 Net income review 3 Major contracts and related-party transactions The Group engaged to acquire stakes held by third-party shareholders in certain consolidated companies and associates in the event such shareholders wished to exercise their put options. The exercise price for these options is generally based on the proﬁtability and/or the ﬁnancial position of the entity in question. As of December 31, 2010, the amount of these commitments was approximately € 3.9 billion; they are recognized in ﬁnancial liabilities. The main commitments pertain to Danone Spain, for a sum of € 2.3 billion, and Dairy JV CIS Holdings (the holding company for the Unimilk and Danone CIS group of companies), for a sum of € 0.8 billion. (See Note 15 of the Notes to the consolidated ﬁnancial statements). Related-party transactions are described in Note 24 of the Notes to the consolidated ﬁnancial statements. Also see Section 5.4 on “Regulated agreements”. 3.5 Net income review For the year ended December 31 In € millions (except per-share data in €) Sales Trading operating income Trading operating margin Underlying Net income attributable to the Group Underlying Diluted earnings per share (1) Like-for-like. (2) Adjusted based on a notional price excluding subscription rights (TERP). 2009 14,982 2,294 15.31% 1,412 2.50 (2) 2010 17,010 2,578 15.16% 1,669 2.71 Change +6.9% (1) +7.1% (1) +3 bp (1) +18.2% +8.6% (2) Net sales Consolidated reported net sales increased by 13.5% in 2010, to € 17.01 billion. Excluding the effect of exchange rates (+6.0%) and changes in the scope of consolidation (+0.6%), sales increased 6.9%. This organic growth breaks down into 7.6% higher volumes and a decline in mix/price (0.7%). The effects of ﬂuctuations in exchange rates are mainly imputable to the rise in the Brazilian real, Mexican peso, U.S. dollar and Russian ruble. The change in the scope of consolidation is explained primarily by the inclusion in the scope of consolidation of the Russian company Unimilk as from December 1, 2010 and, to a lesser extent, by the inclusion of two new European fruit beverage subsidiaries (Danone Chiquita and ProViva), which was partially offset by the disposal of the New Zealand company Frucor in February 2009. DANONE - Registration Document 2010 41

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3 DANONE’S BUSINESS HIGHLIGHTS IN 2010 AND OUTLOOK FOR 2011 Net income review Trading operating income and trading operating margin Trading operating income was € 2.578 billion in 2010 versus € 2.294 billion in 2009. Danone’s trading operating margin (EBIT) raised +3 basis points to 15.16% in 2010, which saw a steep rise in raw material prices, particularly milk. The margin evolution was particularly favorable in the second half, with a +78 basis points rise like-for-like compared to 2009. The 10% increase in raw materials was primarily offset by various cost-cutting measures that generated record savings of over € 500 million during the year. The beneﬁts of a call for bids from media-space suppliers made in the end of 2009 for 2010 as a whole ﬁnanced an increase of around 10% in media visibility for Group brands for a like-for-like rise in advertising expenses of only +6.8%. At the same time, promotional levels were gradually scaled back from particularly high levels during the Reset program in 2009, reducing total Advertising and Promotion expenses as a percentage of sales by 93 basis points (like-for-like). These cost-saving measures and the reduction of the levels of promotions have had the following effects: • offset of part of the increase in raw materials on the cost of goods sold. These pertain to production costs and essentially include the cost of raw food materials and packaging, industrial labor and the amortization of production equipment. The increase in 2010 of the cost of goods sold was thus contained at 174 basis points compared to 2009, for a total of € 7.959 billion; • decline in selling expenses, speciﬁcally advertising and promotional expenses, distribution costs and sales force structural costs. Selling expenses as a percentage of sales declined 70 basis points in 2010 compared to 2009, to € 4.663 billion; for a total of € 1.494 billion. • 27 basis point decline in overhead in 2010 compared to 2009 Research and Development costs totaled € 209 millions, 1.23% of consolidated sales, versus € 206 million in 2009 (see Section 3.4). Financial Income (Expenses) The Group implemented a ﬁnancial risk management policy described in Section 2.2 Its 2010 implementation is described for each risk in Note 15 to the consolidated ﬁnancial statements. In 2010, the Group’s ﬁnancial expenses were € 9 million, € 480 million less than in 2009. This decline resulted primarily from the following: • the effect of the debt restructuring transactions executed in 2009 and 2010, which have reduced the Group’s cost of ﬁnancing; • the • the decline in the cost of net ﬁnancial debt to € 143 million in 2010 versus € 264 million in 2009, which derives from the combined effect of the following items: • the decline in the Group’s average net debt following (i) the capital increase carried out in June 2009, (ii) solid generation of free cash ﬂow and (iii) the result of the sale of a number of non-strategic activities, line Other ﬁnancial income and expenses represented income of € 134 million in 2010, versus a € 225 million expense in 2009. The positive balance of Other ﬁnancial income and expenses resulted primarily from the gain from the disposal of the stake in the Russian company Wimm Bill Dann, which was € 237 million. This gain essentially represents € 225 million for non-current items under Other ﬁnancial income and expense recognized in 2010. (See Note 22 of the Notes of the Notes to the consolidated ﬁnancial statements). 42 Registration Document 2010 - DANONE

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DANONE’S BUSINESS HIGHLIGHTS IN 2010 AND OUTLOOK FOR 2011 Net income review 3 Tax rate The current tax rate is 25.2% for 2010. This tax rate excludes the non-current income items and tax assets and liabilities pertaining to these non-current items. Moreover, if we include these non-current items, the Group’s effective tax rate was 23.1% in 2010 (21.0% in 2009) and the differential with the normal tax rate in France (34.43%) in 2010 and 2009 is provided in Note 23 of the Notes to the consolidated ﬁnancial statements. Underlying net income attributable to the Group and Underlying diluted earnings per share attributable to the Group Underlying net income attributable to the Group increased by 18.2% on a reported basis, to € 1.669 billion, an increase of 14.2% on a like-for-like basis. Underlying diluted earnings per share increased by 8.6% compared to 2009 to € 2.71 on a reported basis, and 12.7% on a like-for-like basis. The transition (i) from net income attributable to the Group to underlying net income attributable to the Group and (ii) from net earnings per share attributable to the Group to underlying net earnings per share attributable to the Group is shown in the following table: For the year ended December 31 2009 (In € millions) For the year ended December 31 2010 Underlying Non-current items Total Underlying Non-current items Total Trading Operating income Other operating income and expenses Operating income Cost of net debt Other ﬁnancial income and expenses Income before taxes Income tax Income from fully consolidated companies Income of the associates Net income • Attributable to the Group • Attributable to non-controlling interests 2,294 2,294 (264) (120) 1,910 (448) 1,462 110 1,572 1,412 160 217 217 (105) 112 24 136 (187) (51) (51) 2,294 217 2,511 (264) (225) 2,022 (424) 1,598 (77) 1,521 1,361 160 2,578 2,578 (143) (91) 2,344 (590) 1,754 80 1,834 1,669 165 (80) (80) 225 145 14 159 41 200 201 (1) 2,578 (80) 2,498 (143) 134 2,489 (576) 1,913 121 2,034 1,870 164 (In € per share except the number of shares) Number of shares • before dilution • after dilution Net earnings per share attributable to the Group before dilution Net earnings per share attributable to the Group after dilution Underlying 565,508,159 565,598,476 2.50 2.50 2009 Total 565,508,159 565,598,476 2.41 2.41 Underlying 614,433,216 615,990,584 2.72 2.71 2010 Total 614,433,216 615,990,584 3.04 3.04 DANONE - Registration Document 2010 43

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3 DANONE’S BUSINESS HIGHLIGHTS IN 2010 AND OUTLOOK FOR 2011 Free cash ﬂow and change in net debt Dividend Danone will propose to the Annual General Meeting of Shareholders on Thursday, April 28, 2011, to approve distribution of a € 1.30 dividend per share, to be paid in cash in respect of the 2010 ﬁscal year. This amount represents a +8.3% rise from 2009. The ex-dividend date will be Tuesday, May 10, 2011 and the dividend will be payable as from Friday, May 13, 2011. 3.6 Free cash ﬂow and change in net debt expenditures and investments necessary for its operation, service its debt (including the ﬁnancing during the year of all put options granted to holders of non-controlling interests) and pay dividends. The Group is conﬁdent that the cash ﬂows generated by its operating activities, its cash and equivalents and the funds available under lines of credit will be sufﬁcient to cover the Free cash ﬂow The Group’s free cash ﬂow increased by 20.0%, to € 1.713 billion, or 10.1% of net sales in 2010, versus 9.5% in 2009. Cash ﬂow from operating activities was € 2,476 million in 2010, versus € 2,000 million in 2009. Cash ﬂow from operating activities as a percentage of sales increased to 14.56% in 2010, versus 13.35% in 2009. Cash ﬂow from operating activities equals cash ﬂows provided by operating activities excluding changes in net working capital. In general, ﬁrst-half cash ﬂow from operating activities is less than second-half cash ﬂow from operating activities since working capital requirements are greater at the beginning of the year. The reasons for this are as follows: (i) increase in stockpiled production (in anticipation of a slowdown of activity and the closing of certain plants during summer vacations), (ii) building of beverage inventories (given the increase in consumption during the summer months) and (iii) trade accounts receivable for sales made in May and June (because of seasonal ﬂuctuations). Capital expenditure in 2010 was € 832 million, i.e 4.9% of sales (see Section 3.4). The transition from cash ﬂow from operating activities to free cash ﬂow is shown in the following table: (In € millions) Cash ﬂow from operating activities Capital expenditure Disposal of tangible assets Transactions fees related to business combinations (1) Free cash ﬂow For the year ended December 31 2009 2,000 (699) 126 1,427 2010 2,476 (832) 44 25 1,713 (1) These expenses previously classified as investment flows impact cash flow from operating activities as from January 1, 2010 pursuant to Revised IFRS 3 on Business Combinations. 44 Registration Document 2010 - DANONE

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DANONE’S BUSINESS HIGHLIGHTS IN 2010 AND OUTLOOK FOR 2011 Balance sheet and ﬁnancial security review 3 Change in net debt in 2010 Consolidated net debt was € 7,074 million as of December 31, 2010. The Group’s consolidated net debt increased by € 512 million in 2010. This increase is related primarily to the acquisition of the Unimilk group (for € 1.3 billion) notably to put options granted to the selling shareholders of Unimilk. Consolidated net ﬁnancial debt declined by € 278 million in 2010, thanks to the solid progression of net free cash ﬂow (taking into account dividends and share buybacks, acquisitions including the Unimilk transaction). Consolidated net ﬁnancial debt was € 3,216 million as of December 31, 2010. 3.7 Balance sheet and ﬁnancial security review Simpliﬁed consolidated balance sheet For the year ended December 31 In € millions (except ratios in %) Current assets Non-current assets Total assets Shareholders Equity attributable to the Group Non-controlling interests Net debt (1) Net ﬁnancial debt (2) Indebtedness ratio based on net debt Indebtedness ratio based on net ﬁnancial debt 2009 4,407 19,900 24,307 10,555 54 6,562 3,494 62% 33% 2010 5,895 22,204 28,099 11,940 47 7,074 3,216 59% 27% (1) Net debt pertains to current and non-current financial net of cash and equivalents, marketable securities, other short-term investments and investment derivatives (2) See definition of the net financial debt indicator in Section 3.9. Shareholders’ equity and indebtedness ratio Shareholders’ equity attributable to the Group was € 11,940 million as of December 31, 2010, versus € 10,555 million as of December 31, 2009 (after deduction of € 2,700 million after reclassiﬁcation of goodwill related to put options granted to holders of non-controlling interests – See Section 3.4 and Note 1 of the Notes to the consolidated ﬁnancial statements). The change in shareholders’ equity attributable to the Group during the year is detailed in the statement of changes in equity in the consolidated ﬁnancial statements. It is explained primarily by (i) the positive effect of current earnings and translation adjustments and (ii) the effect of the dividend paid to Company shareholders and the Unimilk transaction (see Section 3.3, Note 2 and Note 25 of the Notes to the consolidated ﬁnancial statements). The Group’s indebtedness ratio based on shareholders equity attributable to the Group and the net ﬁnancial debt was 27% as of December 31, 2010 versus 33% as of December 31, 2009, due to the combined effect of the decline in net ﬁnancial debt and the increase in shareholders’ equity attributable to the Group. DANONE - Registration Document 2010 45

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3 DANONE’S BUSINESS HIGHLIGHTS IN 2010 AND OUTLOOK FOR 2011 Balance sheet and ﬁnancial security review Indebtedness structure as of December 31, 2010 As of December 31, 2010, the Group’s debt broke down as follows by nature and maturity: Carrying amount on consolidated Contractual balance sheet at cash ﬂows December 31, 2010 2011 3,373 147 84 1,296 657 60 (894) (147) (84) (1,296) (657) (15) (In € millions) Bonds (1) Derivative ﬁnancial instruments – liabilities (fair value) (3) (4) Accrued interest Bank ﬁnancing – subsidiaries and others (2) Commercial Paper (1) (5) Finance lease commitments (2) (3) Total financing (before flows of financial instruments other than accrued interest) Liabilities related to put options granted to non-controlling interests (6) Total debt (before flows of financial instruments other than accrued interest) Interest on above-mentioned debt (3) (7) Flows on derivative ﬁnancial instruments (3) (4) (7) (1) (2) (3) (4) (5) (6) Contractual cash ﬂows 2012 (210) Contractual cash ﬂows 2013 (267) – – – – (5) Contractual Contractual Contractual cash ﬂows of cash ﬂows cash ﬂows which the date 2014 2015 and after is unknown (6) (719) – – – – (3) (1,283) – – – – (8) – – – – – – – – – (29) 5,617 (3,093) (239) (272) (722) (1,291) – 3,858 – – – – – (3,858) 9,475 (3,093) (139) (106) (239) (99) (59) (272) (96) (8) (722) (94) (1,291) (91) 1 (3,858) - Contractual nominal flows. Contractual nominal and interest flows. The floating interest rate is calculated on the basis of the rates applicable as of December 31, 2010. Net contractual flows, including premiums payable, net flows payable or receivable relating to the exercise of options in the money at the year-end. The Commercial Paper issuances are backed-up by available confirmed credit lines. See table below. These options can be exercised at dates specified in Note 15 of the Notes to the consolidated financial statements, Section “Financial liabilities linked to put options granted to non-controlling interests”. No significant cash outflow is currently considered probable in the short-term with respect to these options. (7) Interest flows are net of accrued interest taken into account in the subtotals above. The debt related to the put options granted to holders of non-controlling interests are valued based on the exercise price of the options. The main obligations pertain to Danone Spain, for a sum of € 2,309 million as of December 31, 2010 (€ 2,401 million as of December 31, 2009) and Dairy JV CIS Holdings (the holding company for the companies Unimilk and Danone CIS), for a sum € 754 million as of December 31, 2010. (See also Note 15 of the Notes to the consolidated ﬁnancial statements). No signiﬁcant cash outﬂow is considered probable in the short term with respect to all put options granted to non-controlling interests. 46 Registration Document 2010 - DANONE

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DANONE’S BUSINESS HIGHLIGHTS IN 2010 AND OUTLOOK FOR 2011 Balance sheet and ﬁnancial security review 3 Financing structure and ﬁnancial security The Group’s ﬁnancing policy consists of reducing its liquidity risk exposure by (i) borrowing from diversiﬁed ﬁnancing sources, (ii) arranging a signiﬁcant portion of its ﬁnancing as medium-term ﬁnancing, (iii) maintaining ﬁnancing sources available at any time, and (iv) ensuring that it is not subject to any covenants related to the maintenance of ﬁnancial ratios. Exceptionally and temporarily, these rules cannot always be fully applied in countries where centralized or medium-term ﬁnancing are not available or, in some cases, when the existing ﬁnancing agreements at a company predate the control obtained by the Group. The Group’s ﬁnancing structure and ﬁnancial security are mainly comprised of: • debt and capital markets ﬁnancing: • EMTN (Euro Medium Term Note) bond ﬁnancing: a program with a principal amount of maximum € 7 billion (of which € 3.2 billion had been drawn as of December 31, 2010), • French Commercial Paper : a program with a principal amount of maximum € 3 billion (of which € 657 million had been drawn as of December 31, 2010); • cash and marketable securities (mainly negotiable debt instruments) amounting to € 2.2 billion as of December 31, 2010, compared with € 1.1 billion as of December 31, 2009. See Note 15 of the Notes to the consolidated ﬁnancial statements. • bank ﬁnancing: overall, the Group had committed credit facilities totaling € 4.7 billion as of December 31, 2010, which were unused as of that date; • a committed syndicated revolving credit facility entered into in December 2007 in order to ﬁnance the acquisition of Numico, for a principal amount of € 4 billion consisting of two tranches: a ﬁrst tranche, with a principal amount of € 2.3 billion that expired in December 2010 and a second tranche for a principal amount of € 1.7 billion expiring in December 2012. As of December 31, 2010, the Group had not drawn any amount of this remaining tranche, The aforementioned syndicated credit facility, certain bond issues under the EMTN program (as of its renewal in 2007) and certain available unused credit facilities include a change of control provision. None of the ﬁnancing sources are subject to any covenants relating to the maintenance of ﬁnancial ratios. In addition, as of December 31, 2010, debt issues by the Company, with a maturity of more than one year are rated as A3/Stable by Moody’s and A-/Stable by Standard & Poor’s. Issuances of French commercial paper are rated A2 by Standard & Poor’s. • available committed credit facilities: a portfolio of back-up facilities entered into with major credit institutions, with maturity dates between one and ﬁve years, amounting to € 3 billion in principal. As of December 31, 2010 and 2009, the Group had not drawn any amount under these credit facilities, DANONE - Registration Document 2010 47

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3 DANONE’S BUSINESS HIGHLIGHTS IN 2010 AND OUTLOOK FOR 2011 Outlook for 2011 3.8 Outlook for 2011 Material change in ﬁnancial or trading position The Company and its subsidiaries overall did not experience any material changes in their ﬁnancial or trading position after the 2010 close. To the best of the Company’s knowledge, there are no material post-close events between the cut-off date of the ﬁnancial statements and the ﬁling date of this Registration Document. Earnings forecasts and estimates FINANCIAL OUTLOOK FOR 2011 Backed by steady growth at the end of the year, Danone is moving into 2011 with conﬁdence. It expects 2010 trends to continue in the months ahead: consumer spending in both the industrialized world and emerging economies shows no sign of either signiﬁcant improvement or worsening; raw material prices remain on a volatile upward path. More speciﬁcally, in view of developments since the beginning of 2011, the Group expects total raw material and packaging costs to increase by 6 to 9% on average over the year, with a steeper increase in the ﬁrst half reﬂecting the comparison with ﬁgures recorded in 2010. Danone will be drawing on its experience of 2010 to manage these increases through consistently high productivity. The Group will also continue to use pricing to maintain competitive edge, beneﬁting from increased room for maneuver thanks to repositioning in 2009 (Reset program). Another priority for 2011 will be the integration of Unimilk’s operations in Russia and CIS countries, with sales and cost synergies set to boost Unimilk’s operating margin from the second half on. Altogether, targets for the Group for the ﬁscal year 2011 are the following: These forecasts, outlooks, representations and other forward-looking information included in this Registration Document are based mainly on the data, assumptions and estimates detailed below, and are deemed reasonable by the Group. They are not historic data and should not be interpreted as guarantees that actual results will be in line with said forecasts. By their very nature, such data, assumptions and estimates, as well as all other factors taken into account in the preparation of such representations and forward-looking forecasts and other information, may not be realized and are susceptible to change or be amended because of uncertainties primarily related to the Group’s economic, ﬁnancial and competitive environment. In addition, the realization of certain risks described in Section 2.3 could have an impact on the Group’s activities, ﬁnancial condition, earnings and outlook and on the realization of its forecasts, outlooks, representations and forward-looking information provided above. MAIN ASSUMPTIONS UNDERLYING OUR FORECASTS The above forecasts were prepared using accounting methods that are consistent with those applied by the Group for the preparation of historical information. They are based on a number of assumptions, including: • a 6% to 8% rise in sales on a like-for-like basis (see deﬁnition Section 3.9); • the data was prepared based on projected exchange rates and interest rates determined at the Group level; • an increase of around 20 basis points in trading operating margin (see deﬁnition Section 3.9), like-for-like (see deﬁnition Section 3.9). This will be fueled by all the Group’s activities, but especially by Unimilk and synergies from its integration. As a result, the rise will only take shape in the second half, with ﬁrst-half trading operating margin down slightly from the same period of 2010; with the € 2 billion target set for 2012. • forecasts concerning Unimilk were prepared based on historic information, and information related to the period prior to its acquisition by Danone covering the ﬁrst eleven months of 2010 was prepared by Unimilk’s management; • current consumption trends in those countries that are the most important to the Group (including both emerging and mature countries) will continue throughout the year and will not im

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DANONE’S BUSINESS HIGHLIGHTS IN 2010 AND OUTLOOK FOR 2011 Outlook for 2011 3 • raw materials price increases and volatility will continue. More speciﬁcally, in light of the developments after the beginning of this year, the Group anticipates an average 6% to 9% increase in all materials and packaging in 2011, with a sharper increase in the ﬁrst half given the 2010 bases for comparison; • the Group’s revenue growth will continue to be primarily driven by its geographic expansion and by volumes, particularly those of its leading brands, with the clear priority being to increase by all of the Group’s key markets their consumer price-beneﬁt ratio in order to respond to consumption trends. This should enable the Group to gain market shares in its key countries; • the Group will continue to pursue its policy of optimizing operating and general administrative costs in 2011, offsetting in part moderate cost inﬂation. We have carried out the procedures we deemed necessary with regard to the professional standards of the the French Institute of Statutory Auditors (Compagnie nationale des commissaires aux comptes) regarding this assignment. This work has comprised an assessment of the procedures implemented by management for the preparation of the forecasts and the implementation of procedures to verify the consistency of the accounting methods used with those applied for the preparation of Danone’s consolidated ﬁnancial statements for the year ended December 31, 2010. Our procedures have also included gathering such information and explanations that we have considered necessary in order to obtain reasonable assurance that the forecasts were properly prepared on the basis of the assumptions as set out. We remind you that, since forecasts are, by their very nature, subject to uncertainties, actual results sometimes differ signiﬁcantly from the forecasts presented and that we do not express any opinion on the likelihood, or otherwise, of the actual results being in line with these forecasts. In our opinion: STATUTORY AUDITORS’ REPORT ON THE PROFIT FORECASTS To the Chairman of the Board of Directors In our capacity as Statutory Auditors of your Company and in accordance with EC Regulation no. 809/2004, we have prepared this report on Danone’s like for like trading operating margin forecasts for year 2011, included in Section 3.8 of this Registration Document. These forecasts and the significant assumptions on which they are based are your responsibility, in accordance with the provisions of EC Regulation no. 809/2004 and the CESR recommendations on profit forecasts. It is our responsibility, on the basis of our procedures, to express an opinion, in accordance with the terms speciﬁed in appendix I, point 13.2 of EC Regulation no. 809/2004, as to whether such forecasts have been properly prepared. • the forecasts have been properly prepared in accordance with the basis indicated; • the accounting principles used in the preparation of these forecasts are consistent with the accounting policies applied by Danone for the preparation of its consolidated ﬁnancial statements for the year ended December 31, 2010. This report is issued solely for the purposes of ﬁling the 2010 Registration Document with the French securities regulator (Autorité des marchés financiers – AMF) and, where relevant, for a public offering in France and in the other countries of the European Union in which a prospectus containing this Registration Document, authorized by the AMF, would be published, and may not be used in any other context. Neuilly-sur-Seine, March 25, 2011 The Statutory Auditors ERNST & YOUNG ET AUTRES Jeanne BOILLET Gilles COHEN PRICEWATERHOUSECOOPERS AUDIT Étienne BORIS Philippe VOGT DANONE - Registration Document 2010 49

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3 DANONE’S BUSINESS HIGHLIGHTS IN 2010 AND OUTLOOK FOR 2011 References and deﬁnitions 2011 ﬁnancial communications calendar The ﬁnancial communications calendar for 2011 is as follows: April 14, 2011 April 28, 2011 May 24 to 25, 2011 July 28, 2011 October 18, 2011 1st-quarter 2011 revenues Shareholders Meeting Danone Investors’ Seminar 1st-half revenues and earnings 2011 nine-month revenues 3.9 References and deﬁnitions Information published by Danone uses ﬁnancial indicators that are not deﬁned by IFRS. These are calculated as follows: Like-for-like changes in net sales, trading operating income and trading operating margin exclude the impact of changes in (i) exchange rates, with both previous year and current year indicators calculated using the same exchange rates; and (ii) scope of consolidation, with previous year indicators calculated on the basis of current-year scope. Trading operating income and expense is deﬁned as the Group operating income excluding other operating income and expense. Other operating income and expense is deﬁned under Recommendation 2009-R.03 of the French CNC, and comprises signiﬁcant items that, because of their exceptional nature, cannot be viewed as inherent to current activities. These mainly include capital gains and losses on disposals of fully consolidated companies, impairment charges on goodwill, signiﬁcant costs related to strategic restructuring and major acquisitions, and costs related to major litigation. Since application of IFRS 3 (Revised), they have also included acquisition fees related to business combinations. Trading operating margin is deﬁned as the trading operating income over net sales ratio. Underlying net income or net income attributable to the Group measures the Group’s recurring performance and excludes signiﬁcant items that, because of their exceptional nature, cannot be viewed as inherent to the Group’s current performance. Such non-current income and expense mainly include capital gains and losses on disposals and impairments of non fully-consolidated equity interests and tax income, and expense related to non-current income and expense. Non-current net income attributable to the Group is deﬁned as non-current income and expense excluded from Net income attributable to the Group. Unless otherwise noted: • all references herein to “markets” for products in particular, or to market shares, refer to markets for packaged products and exclude products that may be otherwise marketed or sold; • data pertaining to market shares or the Group’s market positions are based on the value of sales; positions are derived from internal evaluations, which may be based on third-party market studies; • all references herein to market shares or to the Group’s market • all • all references herein to “Fresh Dairy Products” and the Fresh Dairy Products business or markets refer to processed dairy products and exclude milk, cream and butter; references to “Packaged Water” refer to bottled water, water sold in large containers (jugs), and water sold in small containers (cups); milk formula, follow-on milk, growing-up milks), milk-and fruit-based desserts, cereals, small pots of baby food and ready-made baby food; • all references to “Baby Nutrition” refer to baby formula (infant • all references to “Medical Nutrition” refer to adult or pediatric clinical nutrition products to be taken orally, or through a catheter in the event of malnutrition related to illness or other causes; references herein to “mature countries” and “emerging countries” relate to countries deﬁned in Section 2.2. • all The policy of identifying and managing risks, as well as the main operational risks associated with the Group’s business sectors or those involving its activity and organization, are presented in Section 2.3 – Risk Factors. 50 Registration Document 2010 - DANONE

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DANONE’S BUSINESS HIGHLIGHTS IN 2010 AND OUTLOOK FOR 2011 References and deﬁnitions 3 Free cash flow represents cash ﬂows provided or used by operating activities less capital expenditure net of disposals and excluding acquisition costs related to business combinations (since the application of IFRS 3 (Revised)). Net financial debt represents the net debt portion bearing interests. It corresponds to current and non current ﬁnancial debt (i) excluding debt related to put options granted to non controlling interests (ii) net of cash and cash equivalents, marketable securities, other short term investments and assets components of ﬁnancial instruments. DANONE - Registration Document 2010 51

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4 CONSOLIDATED FINANCIAL STATEMENTS 4.1 Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements 4.2 54 54 60 Statutory Auditors’ report on the consolidated ﬁnancial statements 118 Fees paid by the Group to the Statutory Auditors and members of their networks 4.3 Consolidated ﬁnancial statements Notes to the consolidated ﬁnancial statements 120 DANONE - Registration Document 2010 53

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4 CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements 4.1 Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements Consolidated ﬁnancial statements CONSOLIDATED INCOME STATEMENT Year ended December 31 (In € millions) Net sales Cost of goods sold Selling expenses General and administrative expenses Research and Development expenses Other income and expenses Trading operating income Other operating income and expenses Operating income Interest income Interest expenses Cost of net debt Other ﬁnancial income and expenses Income before tax Income tax Net income from fully consolidated companies Income (loss) from investments in associates Net income • Attributable to owners of the Company • Attributable to non-controlling interests Notes 2009 14,982 (6,749) (4,212) (1,356) (206) (165) 2,294 217 2,511 76 (340) (264) (225) 2,022 (424) 1,598 (77) 1,521 1,361 160 2010 17,010 (7,959) (4,663) (1,494) (209) (107) 2,578 (80) 2,498 87 (230) (143) 134 2,489 (576) 1,913 121 2,034 1,870 164 20 21 22 22 23 6 EARNINGS PER SHARE (in € per share except for number of shares) Number of shares • before dilution • after dilution Basic earnings per share attributable to owners of the Company Diluted earnings per share attributable to owners of the Company Notes 2009 2010 13 13 565,508,159 565,598,476 2.41 2.41 614,433,216 615,990,584 3.04 3.04 In application of IAS 33, “Earnings per share,” the dilutive effect of the capital increase with preferential subscription rights on June 25, 2009 has been taken into account retrospectively in the 2009 ﬁscal year. 54 Registration Document 2010 - DANONE

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CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements 4 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME Year ended December 31 (In € millions) Net income Translation adjustments Share of other comprehensive income of associates, recognized directly in equity Change in value of derivative instruments, net of tax Change in of available-for-sale ﬁnancial assets, net of tax Total other comprehensive income Total comprehensive income attributable to owners of the Company Total comprehensive income attributable to non-controlling interests TOTAL COMPREHENSIVE INCOME 2009 1,521 297 (37) (158) 248 350 1,703 168 1,871 2010 2,034 920 1 13 (277) 657 2,506 185 2,691 Gains and losses recognized directly in equity during previous ﬁscal years and transferred to the income statement during 2010 include, in particular (i) cumulative translation adjustments relating to the equity of companies that have been sold (see Notes 2 and 3) and (ii) the revaluation of Wimm-Bill-Dann securities recognized in proﬁt or loss following their sale (see Note 7). DANONE - Registration Document 2010 55

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4 CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements CONSOLIDATED BALANCE SHEET As of January 1 (In € millions) As of December 31 2009 Restated 2010 Notes 2009 Restated ASSETS Brands Other intangible assets Goodwill Intangible assets Property, plant and equipment Investments in associates Investments in non-consolidated companies Long-term loans Other long-term ﬁnancial assets Financial instruments – assets (1) Deferred taxes Non-current assets Inventories Trade receivables Other receivables Short-term loans Marketable securities and other short-term investments Cash and cash equivalents Assets held for sale Current assets TOTAL ASSETS 4 4 4 4 5 6 7 8 9 15 23 10 11 11 12 12 3 3,846 380 9,886 14,112 3,083 1,267 237 73 137 639 19,548 795 1,534 950 26 441 591 546 4,883 24,431 3,903 355 10,227 14,485 3,180 805 521 27 127 134 621 19,900 765 1,682 645 41 454 644 176 4,407 24,307 4,255 565 11,213 16,033 4,032 947 125 42 138 236 651 22,204 975 1,924 768 24 1,111 1,054 39 5,895 28,099 (1) Financial instruments – assets are presented as a separate line item under assets and are not offset against non-current financial debt. 56 Registration Document 2010 - DANONE

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CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements 4 As of January 1 (In € millions) As of December 31 2009 Restated 2010 Notes 2009 Restated LIABILITIES AND EQUITY Share capital Additional paid-in capital Retained earnings Cumulative translation adjustments Accumulated other comprehensive income Treasury stock Equity attributable to owners of the Company Non-controlling interests Equity Non-current ﬁnancial debt (1) Provisions for retirement and other post-employment beneﬁts Deferred taxes Other non-current liabilities Non-current liabilities Trade payables Other current liabilities Current ﬁnancial debt Liabilities held for sale Current liabilities TOTAL LIABILITIES AND EQUITY 128 297 7,965 (1,121) 166 (1,225) 6,210 56 6,266 11,435 208 1,109 515 13,267 2,189 2,024 652 33 4,898 24,431 162 3,596 8,437 (869) 256 (1,027) 10,555 54 10,609 6,092 219 937 594 7,842 1,981 2,173 1,702 5,856 24,307 162 3,627 9,344 31 (8) (1,216) 11,940 47 11,987 6,946 248 1,172 543 8,909 2,417 2,239 2,529 18 7,203 28,099 27 16 23 17 18 18 27 3 (1) Financial instruments – assets are presented as a separate line item under assets and are not offset against non-current financial debt. DANONE - Registration Document 2010 57

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4 CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements CONSOLIDATED STATEMENT OF CASH FLOWS Year ended December 31 (In € millions) Net income attributable to owners of the Company Net income attributable to non-controlling interests Income (loss) from investments in associates Depreciation and amortization Dividends received from associates Other components of net income with a cash impact Other components of net income with no cash impact Cash flows provided by operating activities, excluding changes in net working capital (Increase) decrease in inventories (Increase) decrease in trade receivables Increase (decrease) in trade payables Change in other receivables and payables Change in working capital requirements Cash flows provided by (used in) operating activities Capital expenditure Proceeds from disposal of property, plant and equipment Net cash outﬂow on purchases of subsidiaries and ﬁnancial investments (3) Net cash inﬂow on sales of subsidiaries and ﬁnancial investments (Increase) decrease in long-term loans and other long-term assets Cash flows provided by (used in) investing activities Increase in share capital and additional paid-in capital (1) Purchases of treasury stock (net of disposals) (2) Dividends paid to Danone shareholders Transactions with non-controlling interests (3) Net cash ﬂows on hedging ﬁnancial instruments (4) Increase (decrease) in non-current ﬁnancial debt Increase (decrease) in current ﬁnancial debt Increase (decrease) in marketable securities and other short-term investments Cash flows provided by (used in) financing activities Effect of exchange rate changes Increase (decrease) in cash and cash equivalents Cash and cash equivalents at beginning of period Cash and cash equivalents at end of period Additional disclosures Payments during the year of: • net interest • income tax Notes 2009 1,361 160 77 549 174 (157) (72) 2,092 37 (112) (127) 110 (92) 2,000 (699) 126 (40) 899 36 322 2,977 100 (221) (338) (154) (4,154) (427) (60) (2,277) 8 53 591 644 2010 1,870 164 (121) 594 52 (78) (82) 2,399 (63) (54) 275 (81) 77 2,476 (832) 44 (327) 562 1 (552) 36 (233) (737) (155) (47) 436 (285) (601) (1,586) 72 410 644 1,054 26 26 26 26 26 26 27 27 27 272 413 112 433 (1) The amount for the year ended December 31, 2009 includes € 2,961 million of capital issued on June 25, 2009. (2) Includes the purchase of treasury stock of Danone Spain for 48 million euros. (3) Transactions with non-controlling interests were reclassified to this line item as of December 31, 2009. As of December 31, 2010, the line item comprises dividends paid to non-controlling interests for 110 million euros. (4) Financial instruments used to hedge debt and net investments in foreign operations. 58 Registration Document 2010 - DANONE

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CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements 4 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY Number of shares Excluding treasury stock Accumulated Additional Cumulative other compreShare paid-in Retained translation hensive capital capital earnings adjustments income 128 297 10,399 (2,434) (1,121) 166 Equity (In € millions) Attributable to owners NonTreasury of the controlling stock Company interests (1,225) 8,644 (2,434) 56 Issued As of December 31, 2008 Effect of change in accounting principle (1) As of January 1, 2009 – restated Total comprehensive income Increase in issued capital (2) Decrease in issued capital Changes in treasury stock Share purchase options Dividends paid to Danone shareholders Transactions with non-controlling interests (3) As of January 1, 2010 – restated Total comprehensive income Increase in issued capital Decrease in issued capital Changes in treasury stock Share purchase options Dividends paid to Danone shareholders Transactions with non-controlling interests (4) As of December 31, 2010 Total equity 8,700 (2,434) 513,802,144 477,807,616 513,802,144 477,807,616 128 297 7,965 (1,121) 166 (1,225) 6,210 56 6,266 1,361 135,033,148 135,033,148 (1,844,442) 858,746 28 (215,885) (576) (266) 34 3,392 (93) (61) (14) 252 90 1,703 3,365 (107) 198 198 28 (576) (266) 168 18 1,871 3,383 (107) 198 28 (576) (188) (454) 646,990,850 613,483,625 162 3,596 8,437 (869) 256 (1,027) 10,555 54 10,609 1,870 930,990 930,990 31 900 (264) 2,506 31 0 185 5 2,691 36 0 1,815,368 28 (740) (251) (189) (189) 28 (740) (251) 4 (185) 28 3 (204) (737) (455) 647,921,840 616,229,983 162 3,627 9,344 31 (8) (1,216) 11,940 47 11,987 (1) See Note 1. (2) Includes the increase in capital related to 2008 stock dividends paid in 2009. (3) Transactions with non-controlling interests include dividends and change in value of put options granted to non-controlling interests (see Note 25 for information related to 2010). DANONE - Registration Document 2010 59

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4 CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements Notes to the consolidated ﬁnancial statements The consolidated ﬁnancial statements of Danone, its subsidiaries and afﬁliates (together, the “Group”) as of and for the year ended December 31, 2010 were approved by Danone’s Board of Directors on February 14, 2011 and will be submitted for approval to the Shareholders’ General Meeting on April 28, 2011. SOMMAIRE DES NOTES ANNEXES NOTE 1 NOTE 2 NOTE 3 Accounting Principles Changes in the scope of consolidation Discontinued operations and assets and liabilities held for sale Intangible assets Property, plant and equipment Investments in associates Investments in non-consolidated companies Long-term loans Other long-term ﬁnancial assets 61 70 NOTE 17 Other non-current liabilities NOTE 18 Trade payables – Other current liabilities NOTE 19 Personnel and compensation 98 98 99 100 100 101 102 104 104 105 72 NOTE 20 Other income (expenses) 73 NOTE 21 Other operating income (expenses) 76 NOTE 22 Net ﬁnancial expenses 78 NOTE 23 Income tax expenses 80 NOTE 24 Related party transactions 80 NOTE 25 Transactions with non-controlling interests 80 NOTE 26 Information on the statement of cash ﬂows 81 81 NOTE 27 Structure of net debt and non-current ﬁnancial debt NOTE 28 Contractual obligations and off-balance sheet commitments NOTE 29 Operating Segments NOTE 30 Legal and arbitration proceedings NOTE 31 Consolidation scope as of December 31, 2010 106 NOTE 4 NOTE 5 NOTE 6 NOTE 7 NOTE 8 NOTE 9 NOTE 10 Inventories NOTE 11 Trade receivables – other receivables NOTE 12 Marketable securities and other short-term investments NOTE 13 Earnings per share 82 82 107 108 109 110 NOTE 14 Share-based compensation, performance shares and Employee share ownership Plan 83 NOTE 15 Financial market risks and derivatives NOTE 16 Provisions for retirement obligations 86 96 60 Registration Document 2010 - DANONE

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CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements 4 NOTE 1 - Accounting Principles The consolidated ﬁnancial statements of Danone have been prepared in accordance with IFRS (International Financial Reporting Standards) as adopted by the European Union, which are available on the web site of the European Commission (http:// ec.europa.eu/internal_market/accounting/ias_fr.htm#adoptedcommission). • when control is obtained (or lost), the fair value adjustment of the previously held (or residual) interest is recognized in proﬁt or loss, • when control is obtained, non-controlling interests are recognized either proportionally in the fair value of the assets and liabilities of the acquired entity or at fair value. In the latter case, goodwill is increased by the relative amount attributable to these non-controlling interests. This choice is made separately for each acquisition transaction. 1. FIRST APPLICATION OF NEW ACCOUNTING PRINCIPLES The following standards and interpretations became applicable to the Group as from January 1, 2010: • Transactions involving interests in controlled companies: acquisitions or sales of interests that do not result in control being obtained or lost Purchase or sale transactions involving interests in controlled companies that do not result in control being obtained or lost are recognized in other comprehensive income under “Retained earnings” as transfers between equity attributable to owners of the Company and equity attributable to non-controlling interests within consolidated equity, with no impact on proﬁt or loss. Costs related to these transactions follow the same accounting treatment. • amendments to IFRS 3, Business Combinations, and IAS 27, Consolidated and Separate Financial Statements. The application of these amended standards is prospective. The impact of these amended standards on the consolidated ﬁnancial statements as of December 31, 2010 is described below; • the other standards, amendments and interpretations applicable as of January 1, 2010 do not have a material impact on the consolidated ﬁnancial statements as of December 31, 2010. • Put options granted to non-controlling interests Pursuant to IAS 32, when non-controlling shareholders hold options to sell their interest in the Group, a ﬁnancial liability is recognized at the closing date in the amount corresponding to the measurement of the option’s strike price. Up until December 31, 2009, and in the absence of speciﬁc IFRS guideline, the counterpart of this liability was: The Group did not exercise the option to adopt in advance the other standards and interpretations issued by the IASB, whose application is not mandatory as of January 1, 2010. The Group does expect that these standards would have a material impact on its results and ﬁnancial position. The Group is also closely monitoring the work of the IASB and the IFRIC, which could lead to amendments to certain standards, in particular IAS 32, Financial Instruments: Presentation and/or IAS 39, Financial Instruments: Recognition and Measurement regarding the recognition of put options granted to holders of non-controlling interests. • on the one hand, the elimination of the carrying amount of the corresponding non-controlling interests; • on Impact of new standards on the Group’s accounting principles • Business combinations: acquisitions resulting in control being obtained, partial sales resulting in loss of control IFRS 3 R and IAS 27 R, applicable as of January 1, 2010, mainly affect the recognition of transactions in which control is obtained or partial sales resulting with a loss of control, notably: • when control is obtained, transaction costs are recognized under “Other operating income (expenses)” for the year, with price adjustments initially recorded at fair value in the acquisition price and any subsequent changes in value recognized in proﬁt or loss under “Other operating income (expenses)”, the

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4 CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements January 1, 2010, the counterpart of the liability arising from these commitments is: • on the one hand, the elimination of the carrying amount of the corresponding non-controlling interests; • on the other, a reduction in the equity attributable to owners of the Company: the difference between the strike price of the options granted and the carrying amount of the non-controlling interests is offset against “Retained earnings.” This item is adjusted at the end of each reporting period based on the change in the options’ strike price and the carrying amount of the non-controlling interests, in accordance with the recommendations issued by the French Financial Markets Authority (AMF) in November 2009. “Retained earnings – attributable to owners of the Company.” This change makes it possible to apply a common accounting treatment to all similar commitments, notably to the options to sell related to the Danone Spain subsidiary (granted before January 1, 2010) and those granted during the acquisition that resulted in control of Unimilk being obtained in 2010. In accordance with IAS 8, Accounting Policies, Changes in Accounting Estimates and Errors, this change was applied retroactively to all periods presented and provides users of the consolidated ﬁnancial statements with a clearer picture of its impact on the Group’s consolidated ﬁnancial statements. The following restatements were made to the consolidated balance sheet: deletion of the item Goodwill attributable to put options granted to non-controlling interests, with the counterpart entry being to “Retained earnings” in equity. The change in accounting principle has no impact on the income statement or on the statement of comprehensive income. The Group also extended the scope of this change in accounting principle to put options granted before January 1, 2010 and not exercised as of that date, and decided to cancel the goodwill related to these options, with the counterpart entry being to RESTATEMENT OF INTANGIBLE ASSETS Goodwill (In € millions) Brands Other Total Consolidated companies Put options granted to non-controlling interests Total Carrying amount AS OF JANUARY 1, 2009 Effect of change in accounting principle AS OF JANUARY 1, 2009 AS OF DECEMBER 31, 2009 Effect of change in accounting principle AS OF DECEMBER 31, 2009 Published 9,886 2,434 (2,434) 0 2,700 (2,700) 0 12,320 (2,434) 9,886 12,927 (2,700) 10,227 3,846 380 16,546 (2,434) 14,112 17,185 (2,700) 14,485 Restated Published 9,886 10,227 3,846 3,903 380 355 Restated 10,227 3,903 355 62 Registration Document 2010 - DANONE

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CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements 4 RESTATEMENT OF CHANGES IN EQUITY Number of shares Equity (In € millions) AccumuAttribuAddilated other table to Excluding tional Cumulative compreowners Nontreasury Share paid-in Retained translation hensive Treasury of the controlling Total stock capital capital earnings adjustments income stock Company interests equity 128 297 10,399 (2,434) 128 297 7,965 (1,121) 166 (1,225) (1,121) 166 (1,225) 8,644 (2,434) 6,210 56 56 8,700 (2,434) 6,266 Issued As of Published 513,802,144 477,807,616 January 1, 2009 Effect of change in accounting principle As of Restated 513,802,144 477,807,616 January 1, 2009 As of Published 646,990,850 613,483,625 December 31, 2009 Effect of change in accounting principle As of Restated 646,990,850 613,483,625 December 31, 2009 162 3,596 11,137 (869) 256 (1,027) 13,255 54 13,309 (2,700) 162 3,596 8,437 (869) 256 (1,027) (2,700) 10,555 (2,700) 54 10,609 DANONE - Registration Document 2010 63

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4 CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements RESTATEMENT OF CONSOLIDATED BALANCE SHEET As of January 1 (In € millions) As of December 31 2009 Published Restatement 2009 Restated 2009 Published Restatement 2009 Restated ASSETS Brands Other intangible assets Goodwill Intangible assets Property, plant and equipment Investments in associates Investments in non-consolidated companies Long-term loans Other long-term ﬁnancial assets Financial instruments – assets (1) Deferred taxes Non-current assets Current assets TOTAL ASSETS 3,846 380 12,320 16,546 3,083 1,267 237 73 137 639 21,982 4,883 26,865 3,846 380 9,886 14,112 3,083 1,267 237 73 137 0 639 19,548 4,883 24,431 3,903 355 12,927 17,185 3,180 805 521 27 127 134 621 22,600 4,407 27,007 3,903 355 10,227 14,485 3,180 805 521 27 127 134 621 19,900 4,407 24,307 (2,434) (2,434) (2,700) (2,700) (2,434) (2,434) (2,700) (2,700) LIABILITIES AND EQUITY Share capital Additional paid-in capital Retained earnings Cumulative translation adjustments Accumulated other comprehensive income Treasury stock Equity attributable to owners of the Company Non-controlling interests Equity Non-current liabilities Current liabilities TOTAL LIABILITIES AND EQUITY 128 297 10,399 (1,121) 166 (1,225) 8,644 56 8,700 13,267 4,898 26,865 128 297 7,965 (1,121) 166 (1,225) 6,210 56 6,266 13,267 4,898 24,431 162 3,596 11,137 (869) 256 (1,027) 13,255 54 13,309 7,842 5,856 27,007 162 3,596 8,437 (869) 256 (1,027) 10,555 54 10,609 7,842 5,856 24,307 (2,434) (2,700) (2,434) (2,700) (2,434) (2,700) (2,434) (2,700) (1) Financial instruments – assets are presented as a separate line item under assets and are not offset against non-current financial debt. 2. CONSOLIDATION PRINCIPLES All subsidiaries in which the Group holds, directly or indirectly, a controlling interest are fully consolidated. Control over an entity exists when the Group has the capacity to govern the operating and ﬁnancial policies of such entity in order to gain economic beneﬁts and regardless of the percentage of its interest in the entity. All assets, liabilities and income statement items relating to the companies concerned are reﬂected in the Group’s consolidated ﬁnancial statements, after intercompany transactions elimination, the portion of the net income and equity attributable to owners of the Company (“Group share”) being distinguished from the portion relating to other shareholders’ interests (“Non-controlling interests”). Intercompany balances and transactions between consolidated entities (including dividends) are eliminated in the consolidated ﬁnancial statements. All companies in which the Group exercises, directly or indirectly, a signiﬁcant inﬂuence or joint control are accounted for as associates, using the step consolidation method. Under this method, the Group substitutes the acquisition value of its shares in the associate company adjusted by its proportionate share in the company net assets since its acquisition to the accounting value of the owned shares. 64 Registration Document 2010 - DANONE

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CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements 4 Investments in companies that meet the above-mentioned criteria but are not included in the scope of consolidation are recognized as investments in non-consolidated companies (see the principle presented for investments in non-consolidated companies in Note 1.6). The inclusion of such companies in the scope of consolidation would not have a signiﬁcant impact on the consolidated ﬁnancial statements. The net income of companies acquired or disposed of during the year is included in the consolidated income statement as from the acquisition date or up until the disposal date. The scope of consolidation is presented in Note 31. identiﬁed assets, liabilities and contingent liabilities assumed, which are measured at fair value. The difference between the consideration given to the seller and the Group’s share of the fair value of the acquired identiﬁed assets, liabilities and contingent liabilities assumed represents goodwill. When the option of recognizing non-controlling interests at fair value is applied, a corresponding premium is allocated to goodwill. Goodwill is recognized in the consolidated balance sheet as an asset under “Goodwill”. Upon acquisition of investments consolidated using the equity method, the acquisition price of the shares is allocated on a fair value basis to the identiﬁable assets and liabilities acquired. The difference between the acquisition price and the Group’s share in the fair value of the assets and liabilities acquired represents goodwill. It is recognized in the consolidated balance sheet as part of “Investments in associates”. Goodwill is not amortized but is tested for impairment at least annually (see below). It is allocated to the Cash Generating Unit (CGU) or group of CGUs most likely to beneﬁt from the synergies of the business combination. Goodwill arising from the acquisition of a foreign entity is recognized in the functional currency of the entity acquired and translated at the exchange rates prevailing on the closing date. 3. FOREIGN CURRENCY TRANSLATION Transactions denominated in foreign currencies When they are not hedged, transactions denominated in foreign currencies are translated using the exchange rate prevailing on the date of the transaction. At period-end, trade receivables and trade payables denominated in foreign currencies are translated using period-end exchange rates. Foreign exchange gains and losses arising from transactions in foreign currencies are recognized under the line item “Other income (expenses)” in the consolidated income statement, except those arising from (i) transactions representing long-term investments in Group companies and (ii) ﬁnancial liabilities denominated in foreign currencies that are used to hedge long-term investments denominated in the same currencies. Such unrealized gains and losses are recognized in other comprehensive income, under the heading “Cumulative translation adjustments”. When transactions denominated in foreign currencies are hedged, the hedging impact is recognized in proﬁt or loss, in the same item as the underlying element. As a result, such transactions are ﬁnally booked at the spot rate of such hedging. Brands and other intangible assets Acquired brands that are distinguishable, offer signiﬁcant value, are supported by advertising expenses and have an indeﬁnite useful life are recognized under the heading “Brands” in the consolidated balance sheet. The valuation of these brands is generally determined with the assistance of valuation specialists, taking into account various factors, including brand awareness and earnings contribution. These brands, which are legally protected, are not amortized. Brand names that are deemed to have a ﬁnite life are presented under the heading “Other intangible assets” in the consolidated balance sheet. They are amortized on a straight-line basis over their estimated useful

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4 CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements Impairment reviews Intangible assets are reviewed for impairment at least annually and whenever events or circumstances indicate that they may be impaired. An impairment is recognized when the recoverable value of an intangible asset becomes durably lower than its carrying value. The recoverable value of an intangible asset corresponds to the higher of market value and value in use. Depreciation Depreciation of property, plant and equipment is calculated on a straight-line basis over the estimated economical useful lives as follows: • Market value corresponds to the net selling price that could be obtained by the Group in an arm’s-length transaction, which is generally estimated on the basis of earnings multiples. • buildings: 15 to 40 years; • machinery and equipment: 5 to 15 years; • others: 3 to 10 years. Property, plant and equipment impairment reviews Property, plant and equipment are reviewed for impairment when events or circumstances indicate that the recoverable value of the asset (or group of assets to which it belongs) may be impaired. The recoverable value corresponds to the higher of value in use and market value. Value in use is estimated on the basis of the discounted cash ﬂows that the asset (or group of assets to which it belongs) is expected to generate over its estimated useful life. Market value corresponds to the estimated net selling price that could be obtained by the Group in an arm’s-length transaction. An impairment loss is recognized when the recoverable value of a tangible asset is demonstrably lower than its carrying amount. • Value in use is assessed with reference to expected future discounted cash ﬂows of the Cash Generating Unit (“CGU”) to which the asset belongs. The CGUs or groups of CGUs correspond to subsidiaries or groups of subsidiaries that are included in the same reportable segment and that generate cash ﬂows largely independent from those generated by other CGUs or groups of CGUs. Impairment tests on goodwill are performed at the level of the CGU or group of CGUs depending on the expected return on investment. The cash ﬂows used to determine value in use are derived from the business plans of the CGUs or groups of CGUs, which cover a period of three years and are generally extended by two years to cover a ﬁve-year period on the basis of the most recent forecasts. Future cash ﬂows beyond that period are extrapolated using a long-term growth rate that is speciﬁc to each CGU or group of CGUs. Future cash ﬂows are discounted using a weighted average cost of capital that is speciﬁc to the countries where the CGU or group of CGUs operate. Refundable containers Refundable containers are recognized at acquisition cost. They are depreciated on a straight-line basis, based on available statistics for each company, over the shortest of the following lengths of time: • physical useful life, taking into account the internal and external breakage rates and wear and tear; 5. PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment are recognized at cost of acquisition or at construction cost. Leased assets are recognized as property, plant and equipment in the consolidated balance sheet, when, in substance, the terms of the lease transfer to the Group essentially all of the risks and rewards associated with the ownership of the asset. The asset is recognized for an amount that corresponds to the lower of fair value and the discounted value of future lease payments. The assessment of the level of risks and rewards transferred is based on an analysis of the lease agreement. The ﬁnancial debt associated with the leased asset is recognized as a liability in the consolidated balance sheet under “Non-current ﬁnancial debt.” Interest on borrowings to ﬁnance the installation or construction of property, plant and equipment until such time as they become operational is considered to be an

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CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements 4 parties or external appraisals. When such elements do not exist, the fair value of investments in unlisted companies is deemed to be equivalent to the acquisition cost of the investments. Impairment charges and gains or losses on disposal of non-consolidated investments are recognized under the line item “Other ﬁnancial income (expenses)” in the consolidated income statement. Other grants and subsidies are recognized in the line “Other income (expenses)” of the income statement in the year during which they are earned. 13. DEFERRED TAXES Deferred taxes are recognized for all temporary differences between the tax bases of assets and liabilities and their carrying values for ﬁnancial reporting purposes, except for the cases speciﬁed in IAS 12 Income Taxes. Deferred taxes are calculated using the liability method, applying the last enacted income tax rates expected to be applicable when the temporary differences will reverse. Deferred taxes relating to the undistributed retained earnings of subsidiaries and associated companies are recognized when distribution of these retained earnings is expected in the foreseeable future. Deferred tax assets and liabilities are offset when the tax entity has a legal right to offset. Deferred tax assets relating to tax-loss carry forwards and temporary differences are recognized in the consolidated balance sheet when it is more likely than not that these taxes will be recovered. 7. LONG-TERM LOANS AND OTHER LONG-TERM FINANCIAL ASSETS Other long-term ﬁnancial assets mainly comprise bond securities that are treated as available-for-sale. They are stated at fair value in the consolidated balance sheet, with change in fair value recognized directly in other comprehensive income, except for unrealized losses that are considered to be sustained, which are recognized directly in the income statement. Long-term loans are measured at amortized cost using the effective interest rate method. 8. INVENTORIES Inventories and work-in-progress are stated at the lower of cost or net realizable value. Cost is determined using the weighted average cost method. 9. MARKETABLE SECURITIES AND OTHER SHORT-TERM INVESTMENTS Marketable securities comprise highly liquid instruments with short maturities that are easily convertible into a known amount of cash. They are treated as trading securities and are carried at their fair value, with changes in fair value recognized in proﬁt or loss in the line item “Cost of net debt”. “Other short-term investments” consist of highly liquid investments with a maturity of three months or less at the date of purchase. These investments are carried at their fair value. 14. RETIREMENT AND PENSION PLANS AND OTHER POST-EMPLOYMENT BENEFITS Defined contribution plans Contributions due under deﬁned contribution plans are expensed as incurred. These expenses are allocated to different line items in the consolidated income statement. Defined benefit plans The Group’s obligations relating to retirement indemnities and deﬁned beneﬁt retirement plans are calculated using the projected unit credit method and by taking into account several actuarial assumptions, including employee turnover, salary increases and employees’ expected active lives. The obligation is discounted using a discount rate that is speciﬁc to each country (interest rate for investment grade corporate bonds), with the exception of countries in the euro zone, for which a single rate is applied. The carrying amounts of these plans on the consolidated balance sheet correspond to the actuarial value of the commitments, as deﬁned above, less the fair value of the plan assets (retirement funds to which the Group contributes, for example), adjusted by actuarial gains or losses and the cost of prior services not recognized. Actuarial gains and losses resulting from adjustments to actual results and changes in the actuari

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4 CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements The recognized costs of deﬁned beneﬁt plans correspond to the total cost of services provided during the year, the accretion cost relative to the present value of the obligations and the amortization of actuarial gains and losses and cost of prior services, net of the expected return of the plan assets. However, when the fair value risk of a ﬁnancial debt instrument is hedged by a derivative ﬁnancial instrument, the change in fair value of the hedged debt is recognized in the consolidated balance sheet, with the counterpart to the entry being to proﬁt or loss, which thereby offsets the change in fair value of the derivative instrument. 15. PROVISIONS Provisions are recognized when the Group has a present obligation to a third party and it is certain or probable that this obligation will result in a net outﬂow of resources for the Group. The net outﬂow must be at least the equivalent of the provision; the timing or amount of the net outﬂow may be uncertain, but the amount must be estimated in a reliable manner. Provisions are recognized on the consolidated balance sheet under “Other non-current liabilities,” including the portion due in less than one year because it is considered not signiﬁcant. 17. PUT OPTIONS GRANTED TO NONCONTROLLING INTERESTS In accordance with IAS 32 – Financial instruments: Disclosure and Presentation, when non-controlling interests hold put options enabling them to sell their investment in the Group, a ﬁnancial liability is recognized in an amount corresponding to the option strike price, and the counterpart of the liability arising from these obligations is: • on the one hand the elimination of the carrying amount of the corresponding non-controlling interests; 16. FINANCIAL INSTRUMENTS Derivative financial instruments The Group has applied IAS 39, Financial Instruments – Recognition and Measurement, since January 1, 2004. In accordance with IAS 39, all derivative ﬁnancial instruments must be recognized in the consolidated balance sheet at their fair value. When derivatives are designated as fair value hedges, changes in the fair value of both the derivatives and the hedged items are recognized in proﬁt or loss in the same period. When derivatives are designated as net foreign investment hedges, changes in the fair value of the derivatives are recognized in other comprehensive income under “Cumulative translation adjustments.” When derivatives are designated as future cash ﬂow hedges, changes in the value of the effective portion of the derivative are recognized in other comprehensive income under “Net income recognized in other comprehensive income”. This effective portion is recycled in the income statement when the hedged item itself is recognized in the proﬁt or loss. However, changes in the value of the ineffective portions of derivatives are directly recognized in the proﬁt or loss. Changes in the fair value of derivative ﬁnancial instruments that are not classiﬁed as hedging instruments are recognized directly in the proﬁt or loss for the period. • on the other, a reduction in the equity attributable to owners of the Company: the difference between the strike price of the options granted and the carrying amount of non-controlling interests is presented as a reduction of “Retained earnings – attributable to owners of the Company.” This item is adjusted at the end of each reporting period to reﬂect changes in the strike price of the options and the carrying amount of noncontrolling interests, in accordance with the recommendations issued by the French Financial Markets Authority (AMF) in November 2009. 18. SALES AND TRADE RECEIVABLES The Group’s sales mainly comprise sales of ﬁnished products. They are recognized when the risks and beneﬁts incident to ownership are transferred. Sales are stated net of trade discounts and customer allowances, as well as net of costs relating to join

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CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements 4 20. RESEARCH AND DEVELOPMENT COSTS Development costs are only recognized under assets in the consolidated balance sheet if all the recognition criteria set by IAS 38 (Intangible Assets) are met before the products are launched on the market. Research and Development costs are generally expensed as incurred due to the very short time between the date on which technical feasibility is demonstrated and the date on which the products are marketed. Diluted earnings per share are calculated in a similar manner, except that the weighted average number of shares is increased to take into account shares that could potentially be issued following the exercise of share purchase or subscription options and the vesting of performance shares. 24. ASSETS AND LIABILITIES HELD FOR SALE AND DISCONTINUED OPERATIONS Assets held for sale are those assets whose value will be recovered mainly through a sale considered to be highly likely within the next 12 months, rather than as a result of their continued use. Assets and liabilities held for sale are presented as separate line items in the consolidated balance sheet of the period during which the decision to sell is made. Consolidated balance sheets of prior periods are not restated. Discontinued operations are deﬁned in IFRS 5 -Non-current assets held for sale and discontinued operations as a component of an entity that (i) generates cash ﬂows that are largely independent from cash ﬂows generated by other components (ii) is held for sale or has been sold, and (iii) represents a separate major line of business or geographic area of operations. The Group has determined that, given the way it is organized, its Business Lines and geographic areas presented in the segment information correspond to the deﬁnition of components given in IFRS 5. Net income and cash ﬂows from assets held for sale and discontinued operations are presented separately on the income statement and statement of cash ﬂows, respectively, for all periods presented. 21. OTHER OPERATING INCOME (EXPENSES) In accordance with Recommendation 2009-R.03 of the French National Accounting Council (CNC) “relative to the format of ﬁnancial statements of companies adopting international accounting standards”. Other operating income (expenses) consists of signiﬁcant items that, because of their unusual nature, cannot be viewed as inherent to the current activities of the Group. They mainly include capital gains and losses on disposals of consolidated equity interests, impairment charges on goodwill, signiﬁcant costs relating to strategic restructurings and major acquisitions, acquisition-related costs when control is obtained, and estimated or incurred costs linked to major litigations. 22. STOCK PURCHASE OPTIONS, PERFORMANCE SHARES Stock purchase options granted to employees are measured at fair value on the grant date. Fair value is determined using the Black and Scholes valuation model, based on assumptions determined by management. Fair value is accounted for on the “Other income (expense)” line of the income statement and expensed over the vesting period (from two to four years), with a corresponding increase in equity. Expenses incurred in relation to options that are cancelled before they vest are transferred to the income statement during the period in which the options are cancelled. Performance shares granted to employees are measured at fair value as of the grant date. The fair value of performance shares is calculated on the basis of assumptions made by management and recognized in proﬁt or loss under “Other income (expenses),” and spread over the period during which the rights to shares vest, either two or four years, with a corresponding increase in equity as counterpart. Expenses incurred in relation to performance shares that are cancelled before they can be exercised are transferred to the income statement during

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4 CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements NOTE 2 - Changes in the scope of consolidation ACQUISITION OF UNIMILK GROUP • As of November 30, 2010, Danone contributed an approximate 36% equity interest in its Fresh Dairy Products subsidiaries in Russia, Ukraine, Kazakhstan and Belarus with a total value of € 346 million and made a cash payment of € 116 million to obtain the 50.9% equity interest in the activities of Unimilk. The fair value of the assets contributed to the seller totaled € 462 million and were allocated to identiﬁable acquired assets and liabilities for a net amount of € 154 million and residual goodwill of € 308 million. The acquisition costs, which totaled € 22 million, were recognized in proﬁt or loss under “Other operating income (expenses).” Non-controlling interests were recognized proportionately in the fair value of the assets and liabilities of the acquired entity. • On November 30, 2010, Danone and Unimilk signed an agreement to combine the Fresh Dairy Products businesses of the two companies in Russia, Ukraine, Kazakhstan and Belarus. Danone acquired control over the new entity, Dairy JV CIS Holdings, with a 50.9% equity interest. The remaining shares are held by Unimilk seller shareholders (42%) and the EBRD (7.1%). Danone’s equity interest may increase as of 2014 when put options granted to Unimilk shareholders and the EBRD become exercisable. In 2022, Danone may also exercise a call option on all shares that it does not already own at that time. As of November 30, 2010, Unimilk’s net assets acquired were as follows: Fair value of net assets and liabilities Acquired on November 30, 2010 278 458 736 229 965 366 297 663 302 (148) 308 462 Carrying amount Before acquisition on November 30, 2010 Intangible assets Property, plant and equipment and other non-current assets Total non-current assets Current assets Total assets Non-current liabilities Current liabilities Total liabilities Net assets acquired (at 100%) Net assets attributable to non-controlling interests Partial goodwill Fair value of the assets contributed to the seller 86 487 573 227 800 286 294 580 220 • Intangible assets as of November 30, 2010 correspond to the fair value of the Prostokvashino and Tema brands. The ﬁrst is amortizable over 60 years, given the duration of its legal protection; the latter has an indeﬁnite useful life. • The purchase price allocation of this business combination was performed on a provisional basis, as the amounts allocated to assets and liabilities may change during a one-year period as of November 30, 2010. • Non-current liabilities as of November 30, 2010 consist mainly of non-current ﬁnancial liabilities and deferred taxes. • Put options granted to shareholders seller of Unimilk exercisable from 2014 amount to € 775 million. These put options are described in Note 15. Net sales generated by Unimilk over the 12 months of 2010 amounted to € 1,292 million. Its trading operating margin (ie trading operating income over net sales ratio) amounted to 2%. Net sales generated in 2010, since its acquisition, amounted to € 121 million and its trading operating margin amounted to 2.68% over the same period. • Residual goodwill totaling € 308 million represents the expected synergies with respect to the sales and industrial activity along with cost savings. 70 Registration Document 2010 - DANONE

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CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements 4 OTHER ACQUISITIONS Other acquisitions resulting in control being obtained In 2010, the Group carried out the following acquisitions of controlling interests: • acquisition on December 3, 2010 of a 100% equity interest in Womir Spa (Waters – Poland); • acquisition on December 23, 2010 of a 94.67% equity interest in YoCream (Fresh Dairy Products – United States). This company produces and markets frozen yogurt in the United States. The purchase price allocation of these business combinations was performed on a provisional basis, as the amounts allocated to assets and liabilities and goodwill may change during a one-year period from the respective dates of each acquisition. Since these transactions were not individually material, they have been combined for the purpose of preparing the following information. The main characteristics of the acquisitions made in 2010 are as follows: • acquisition on January 5, 2010 of an additional equity interest in Ferminvest (Waters – France), thereby increasing the Group’s equity interest from 57% to 100%. Following this transaction, the Group increased its holding in Damavand (Waters – Iran) from 39.89% to 70%. Damavand is a leading Iranian mineral water company; • acquisition on May 25, 2010 of a 51% equity interest in Chiquita Fruits (France) and acquisition on July 13, 2010 of 100% of the equity of Immédia (France) by Chiquita. These companies market fruit-juice-based beverages. Their management reports to the Fresh Dairy Products Division; • acquisition on July 15, 2010 of a 51% equity interest in Narang Beverages (Waters – India), simultaneously with the acquisition of a 30% equity interest in Narang Access (Waters – India) which is consolidated as an associate under the equity method. These companies package and market mineral water in India; • they did not give rise to a contingent payment (earn-out); • put options were granted to non-controlling interests in these companies, with the options valued at € 78 million as of December 31, 2010 and recognized as non-current ﬁnancial liabilities (see Note 27 “Structure of net debt and non-current ﬁnancial liabilities”); • acquisition on July 22, 2010 of a 100% equity interest in Medical Nutrition USA, Inc. (Medical Nutrition – United States); • equity • acquisition on September 30, 2010 of 51% of ProViva and Lunnarps Mejeri (Sweden). These companies produce and market fruit-juice-based beverages enriched with probiotics. Their managements report to the Fresh Dairy Products business line; interests held prior to control being obtained are measured at fair value as of the date control is obtained, which gives rise to a net loss before taxes of € 0.5 million in 2010, accounted for under “Share of proﬁt of associates”; described in the previous section, totaled € 3 million before tax in 2010; they are recognized under “Other operating income (expenses)”. • transaction costs, other than those attributable to Unimilk and The aggregate net assets acquired, excluding the Unimilk transaction, break down as follows: (In € millions) Net assets acquired at 100% (1) Net assets attributable to non-controlling interests (2) Partial goodwill (3) FAIR VALUE OF THE ASSETS CONTRIBUTED TO THE SELLER (4) (1) (2) (3) (4) As of December 31, 2010 100.0 (27.8) 150.8 223.0 Including fair value adjustments totaling € 44 million, primarily relating to brands and inventories. For each of the acquisitions made in 2010, non-controlling interests are accounted for at their share of the fair value of the assets and liabilities acquired. Residual goodwill primarily represents human capital, the expected synergies in terms of sales and cost reduction, market share and its growth potential. Including € 211 million in cash, the balance representing the fair value of the interests previously held. Net sales generated in 2010 by theses entities since their acquisit

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4 CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements Acquisitions that did not result in control being obtained The Group acquired Group’s ownership interest from 55% to 100%. Following this addon acquisition, the equity interest in Mayo Dairy (Proprietary) Ltd., itself a subsidiary of Danone Clover, rose from 38.5% to 70%; • a 50% equity interest in Murray Goulburn (Fresh Dairy Products – Australia), which was accounted for as an associate; • the acquisition of a 26.85% equity interest in Micropharma (Fresh Dairy Products – Canada). • a 30% equity interest in Narang Access (Waters – India) which is consolidated as an associate under the equity method on July 15, 2010, simultaneously with the acquisition a 51% equity interest in Narang Beverages (Waters – India) which is fully consolidated. These companies package and market mineral water in India; DISPOSALS The main disposals in 2010 involved: • the • an additional equity interest in Aqua d’Or (Waters – Denmark), thereby bringing the overall equity interest to 90%, with the company already fully consolidated as a subsidiary. Neither of these three transactions had a material impact on the consolidated ﬁnancial statements as of December 31, 2010. The main acquisitions in 2009 involved: equity interest in China Hui Yuan Juice Group Limited, which is listed on the Hong Kong Stock Exchange, and certain companies in the Waters Division (see Note 3); Wimm-Bill-Dann, a company listed in Moscow and New York (see Note 7). • the non-consolidated 18.36% equity interest in Russia-based • the acquisition of an additional equity interest in Danone Clover (Fresh Dairy Products – South Africa), bringing the The main disposals in 2009 involved the 100% equity interest in Frucor (Waters – New Zealand and Australia), the 100% equity interest in Danone Naya (Waters – Canada) and the 51% equity interest in the Wahaha joint ventures (Waters – China). NOTE 3 - Discontinued operations and assets and liabilities held for sale DISPOSALS DURING THE YEAR In 2010, the Group made the following disposals: 1. On July 28, 2010, the Group announced that it had agreed to sell its 22.98% equity interest in China Hui Yuan Juice Group Limited, a leading fruit-based drinks producer which is listed on the Hong Kong Stock Exchange, and which was presented under assets held for sale as of December 31, 2009. The transaction took effect on September 6, 2010 and generated a net capital gain of € 42 million, which was recognized under “Share of proﬁts of associates” and consisted mainly of cumulative translation adjustments recycled through proﬁt or loss. 2. The Group also sold its equity interests in the following companies belonging to the Waters Division and which were presented as held for sale as of December 31, 2009: Polska Woda (Waters – Poland), Magyarviz (Waters – Hungary), Dasanbe (Waters – Spain). ASSETS AND LIABILITIES HELD FOR SALE As of December 31, 2010, the Group is in the process of selling part or all of its equity interests of certain companies in the Fresh Dairy Products and Waters Divisions. The Group believes that it is highly likely these transactions will be completed within the next 12 months. Consequently, the assets and liabilities of these companies, which amount to € 39 million and € 18 million, respectively, were classiﬁed as assets and liabilities held for sale as of December 31, 2010. As of December 31, 2009, assets held for sale included mainly the Group’s equity interest in China Hui Yuan Juice Group Limited. In neither 2010 nor 2009, no business activity was classiﬁed as a discontinued operation. 72 Registration Document 2010 - DANONE

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CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements 4 NOTE 4 - Intangible assets CHANGE IN THE CARRYING AMOUNT OF INTANGIBLE ASSETS Changes in the carrying amount of intangible assets can be detailed as follows: (In € millions) Goodwill Brands Other Total Gross value AS OF JANUARY 1, 2009 Capital expenditure Disposals Changes in consolidation scope Translation adjustments Other AS OF DECEMBER 31, 2009 9,886 – – 115 226 – 10,227 3,846 – – – 57 – 3,903 – – – – – 10,227 3,903 640 27 (1) – 3 5 674 (260) (72) (2) 15 (319) 355 14,372 27 (1) 115 286 5 14,804 (260) (72) (2) 15 (319) 14,485 Amortization AS OF JANUARY 1, 2009 Charge for the year (net of disposals) Translation adjustments Other AS OF DECEMBER 31, 2009 Carrying amount AS OF DECEMBER 31, 2009 (In € millions) Goodwill Brands Other Total Gross value AS OF JANUARY 1, 2010 Capital expenditure Disposals Changes in consolidation scope Changes in consolidation method Translation adjustments Reclassiﬁcation to assets held for sale Impairment Other AS OF DECEMBER 31, 2010 10,227 – – 459 – 556 (14) (12) (3) 11,213 3,903 – – 131 2 219 – – – 4,255 – – – – – – 11,213 4,255 674 34 (33) 222 – 14 (1) – 28 938 (319) (66) (6) (8) 25 (373) 565 14,804 34 (33) 812 2 789 (15) (12) 25 16,406 (319) (66) (6) (8) 25 (373) 16,033 Amortization AS OF JANUARY 1, 2010 Charge for the year (net of disposals) Changes in consolidation scope Translation adjustments Other AS OF DECEMBER 31, 2010 Carrying amount AS OF DECEMBER 31, 2010 The amortization charge for other intangible assets amounted to € 66 million in 2010 (€ 72 million in 2009). It is allocated to different line items in the income statement consistent with the nature and utilization of the underlying assets. DANONE - Registration Document 2010 73

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4 CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements GOODWILL Net goodwill increased by € 986 million in 2010, an increase driven mainly by: • positive cumulative translation adjustments totaling € 479 million on the goodwill of companies in the Baby Nutrition and Medical Nutrition Divisions; The movements in 2009 involved primarily cumulative translation adjustments on brands held by the Baby Nutrition and Medical Nutrition Divisions following the Numico acquisition, with respective amounts of € 20 million and € 37 million. OTHER INTANGIBLE ASSETS The line “Capital expenditure” amounts to € 34 million and applies to the Medical Nutrition and Fresh Dairy Products Divisions for € 15 million and € 9 million, respectively. The line “Changes in consolidation scope” corresponds to the amortized brand Prostokvashino, which was acquired through the Unimilk transaction (see Note 2). • acquisitions resulting in control being obtained in 2010, notably that of Unimilk for € 308 million. In 2009, the main changes were related to the € 222 million positive cumulative translation adjustments on goodwill for companies in the Baby Nutrition and Medical Nutrition Divisions and the recognition of € 74 million in goodwill from the acquisition of non-controlling interests in Danone Clover (Fresh Dairy Products – South Africa). IMPAIRMENT REVIEWS FOR INTANGIBLE ASSETS The carrying amount of goodwill, brands and other non-amortized intangible assets is reviewed at least annually and when certain events or circumstances indicate that their value may be impaired. These events or circumstances are linked to signiﬁcant, unfavorable and durable changes that have an impact on the economic environment and the assumptions or targets set at the time of acquisition. As of December 31, 2010, the Group reviewed the carrying amount of all its intangible assets with indeﬁnite useful lives. As stated in Note 1.4, the CGUs or groups of CGUs’ value in use is determined based on multiples of earnings or, if applicable, the expected discounted cash ﬂows, for CGUs or groups of CGUs. BRANDS WITH AN INDEFINITE USEFUL LIFE This item corresponds to non-amortized brands recognized in connection with business combinations since 1989. Brand names include, among others, Nutricia, Milupa, Dumex, Cow&Gate, Mellin, SHS, Volvic and Danone in Spain. Aside from movements due to changes in scope (see Note 2 “Changes in the scope of consolidation”), the movement in 2010 can be attributed primarily to cumulative translation adjustments on the brands held by the Baby Nutrition and Medical Nutrition Divisions in the respective amounts of € 178 million and € 35 million. 74 Registration Document 2010 - DANONE

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CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements 4 As of December 31, 2010, the CGUs or groups of CGUs for which the carrying amount of the goodwill or intangible assets with indeﬁnite useful lives is signiﬁcant are as follows: Sector multiples of Carrying amount of operating income goodwill and brands with before amortization and indeﬁnite useful lives impairment (In € millions) Long-term growth rate 2009 2010 2009 Discount rate after tax 2010 2009 2010 Fresh Dairy Products Southern Europe CGU (1) Other CGUs Total Fresh Dairy Products (2) 376 612 988 428 299 727 2,724 5,655 8,379 4,036 14,130 376 1,176 1,552 428 342 770 3,099 5,817 8,916 4,231 15,469 × 11 on average × 11 on average 1.0% 1 to 2.5% 0.5% 0.5% to 2% 8.0% 7 to 17% 7.9% 7 to 11% Waters Danone Eaux France Other CGUs Total Waters (2) 0% 1 to 2.5% 0% 1 to 2.5% 7.9% 7 to 17% 7.9% 8 to 10% Baby Nutrition Baby Nutrition Asia Baby Nutrition Rest of the World Total Baby Nutrition Total Medical Nutrition GROUP TOTAL, EXCLUDING ASSOCIATES 2.5% 2.5% 2.5% 2.5% 2.5% 2.5% 8.5% 8.0% 7.3% 8.1% 8.2% 7.5% (1) Southern Europe CGU includes Spain, Italy, Portugal and Canary Islands. (2) The Fresh Dairy Products and Waters Divisions include about 40 other CGUs. When value in use is determined based on expected discounted cash ﬂows, the long-term growth rate and the discount rate vary depending on the geographical area where the CGU or groups of CGUs operate, and in particular on the maturity of the markets. Following this review, the Group recorded an impairment charge of € 12 million to reﬂect the restructuring at Tikvesli (Fresh Dairy Products – Turkey) as of December 31, 2010. No impairment charge was recorded as of December 31, 2009. As of December 31, 2010, value in use exceeded the carrying amount by € 4.5 billion for the Baby Nutrition Asia CGU, € 0.7 billion for the Baby Nutrition Rest of the World CGU, and € 0.6 billion for the Medical Nutrition CGU. As of December 31, 2010, a sensitivity analysis of the value in use within the three groups of CGUs (Baby Nutrition Asia, Baby Nutrition Rest of the World and Medical Nutrition) shows the following impact: • a 0.5% decrease in the long-term growth rate would lower the aggregate recoverable value of the three CGUs by € 1.3 billion; the recoverable value of each CGU would continue to exceed the carrying amount; The recoverable value would equal the carrying amount for a long-term growth rate of 1.6% for the Medical Nutrition group of CGUs and of 1.6% for the Baby Nutrition Rest of the World group of CGUs, and a negative long-term growth rate for the Baby Nutrition Asia group of CGUs; •a 100-basis-point reduction in the margin would lower the aggregate recoverable value of the three CGUs by € 0.9 billion. The recoverable value would equal the carrying amount for a 280-basis-point margin decrease for the Medical Nutrition group of CGUs, for a 240-basis-point decrease for the Baby Nutrition Rest of the World group of CGUs, and for a 1,450-basis-point decrease for the Baby Nutrition Asia group of CGUs. • a 0.5% increase in the discount rate would lower the aggregate recoverable value of the three CGUs by € 1.6 billion; • the recoverable value would equal the carrying amount for a 1.1% increase in the discount rate for the Medical Nutrition group of CGUs, for a 1.4% increase in the discount rate for the Baby Nutrition Rest of the World group of CGUs, and for a 20.0% increase in the discount rate for the Baby Nutrition Asia group of CGUs; DANONE - Registration Document 2010 75

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4 CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements NOTE 5 - Property, plant and equipment Changes in the carrying amount of property, plant and equipment can be detailed as follows: Machinery and equipment Refundable containers Assets under construction (In € millions) Land Buildings Other Total Gross amount AS OF JANUARY 1, 2009 Capital expenditure (1) Disposals Translation adjustments Other AS OF DECEMBER 31, 2009 237 8 (1) 1 4 249 (29) (3) – – – (32) 217 1,394 47 (16) 2 145 1,572 (618) (75) 12 – – (41) (722) 850 3,817 120 (117) 14 342 4,176 (2,379) (308) 101 1 (8) (28) (2,621) 1,555 175 26 (40) 9 2 172 (110) (25) 37 – (5) – (103) 69 511 38 (43) 6 (8) 504 (317) (67) 37 – (3) 27 (323) 181 404 360 (4) 2 (452) 310 (2) – – – – – (2) 308 6,538 599 (221) 34 33 6,983 (3,455) (478) 187 1 (16) (42) (3,803) 3,180 Depreciation AS OF JANUARY 1, 2009 Charge for the year Disposals Changes in consolidation scope Translation adjustments Other AS OF DECEMBER 31, 2009 Carrying amount AS OF DECEMBER 31, 2009 (1) Includes assets acquired under finance leases. 76 Registration Document 2010 - DANONE

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CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements 4 (In € millions) Land Buildings Machinery and equipment Refundable containers Other Assets under construction Total Gross amount AS OF JANUARY 1, 2010 Capital expenditure (1) Disposals Translation adjustments Reclassiﬁcation to assets held for sale Changes in consolidation scope Other AS OF DECEMBER 31, 2010 249 4 (13) 10 (3) 3 8 258 (32) (3) 4 – – – – (31) 227 1,572 42 (87) 66 (10) 151 74 1,808 (722) (83) 50 (20) 1 (1) (5) (780) 1,028 4,176 164 (185) 186 (9) 265 268 4,865 (2,621) (328) 144 (93) 1 (6) – (2,903) 1,962 172 49 (29) 15 – – 27 234 (103) (41) 27 (9) – – (3) (129) 105 504 37 (42) 33 – 9 66 607 (323) (69) 39 (21) – (1) (40) (415) 192 310 516 (4) 19 – 72 (386) 527 (2) (7) – – – – – (9) 518 6,983 812 (360) 329 (22) 500 57 8,299 (3,803) (531) 264 (143) 2 (8) (48) (4,267) 4,032 Depreciation AS OF JANUARY 1, 2010 Charge for the year Disposals Translation adjustments Reclassiﬁcation of assets held for sale Changes in consolidation scope Other AS OF DECEMBER 31, 2010 Carrying amount AS OF DECEMBER 31, 2010 (1) Includes assets acquired under finance leases. The line “changes in consolidation scope” corresponds mainly to the Unimilk acquisition. As of December 31, 2010, gross and net amounts of assets acquired under ﬁnance leases amounted to € 174 million and € 102 million respectively (€ 25 million and € 14 million respectively as of December 31, 2009). The depreciation charge for property, plant and equipment amounted to € 531 million in 2010 (€ 478 million in 2009). It is allocated to different lines in the income statement consistent with the nature and utilization of the underlying assets. DANONE - Registration Document 2010 77

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4 CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements NOTE 6 - Investments in associates The carrying amount of investments in associates is as follows: Group’s share in net assets Goodwill and results 413 4 (123) – – – (3) (11) 280 10 (10) – – – – 48 328 854 1 (202) (7) 110 (175) 3 (59) 525 4 (3) – 82 (56) (4) 71 619 (In € millions) AS OF JANUARY 1, 2009 Acquisitions Disposals (including Wahaha, see Note 2) and other changes in consolidation scope Reclassiﬁcation to assets held for sale Share of proﬁt of associates Dividends paid Other movements Translation adjustments AS OF DECEMBER 31, 2009 Acquisitions Disposals and other changes in consolidation scope Reclassiﬁcation to assets held for sale Share of proﬁt of associates Dividends paid Other movements Translation adjustments AS OF DECEMBER 31, 2010 Total 1,267 5 (325) (7) 110 (175) – (70) 805 14 (13) – 82 (56) (4) 119 947 As of December 31, 2010, investments in associates mainly comprised the holdings in Yakult. The net assets of associates include the identiﬁable intangible assets and residual goodwill resulting from the consolidation of their own subsidiaries. The change in value of investments in associates in 2010 mainly reﬂects the share of proﬁts attributable to owners of the Company, dividends paid and cumulative translation adjustments on investments in associates retained as of December 31, 2010. Disposals and changes in scope correspond mainly to the sale of the Group’s equity interest in China Hui Yuan Juice Group Limited (see Note 3), which had previously been reclassiﬁed under assets held for sale, as well as the change in consolidation method applied to Damavand following the acquisition of an additional equity interest, which led to the Company’s full consolidation as of January 1, 2010 after it had previously been accounted for as an associate (see Note 2). Acquisitions made during the year correspond to the acquisitions of equity interests in Narang Access and Murray Goulburn (see Note 2). As of December 31, 2009, investments in associates consisted mainly of the equity interest in Yakult, following the disposal of the 51% equity interest in the Wahaha joint ventures in December 2009. The change in their recognized value was mainly due to the disposal of the Group’s equity interest in the Wahaha joint ventures, dividends paid and cumulative translation adjustments. 78 Registration Document 2010 - DANONE

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CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements 4 INCOME (LOSS) FROM INVESTMENTS IN ASSOCIATES The line item “Share of proﬁt of associates” breaks down as follows: Year ended December 31 (In € millions) Share of proﬁt of associates Impairment charges Gains (losses) on disposal and other TOTAL 2009 110 (63) (124) (77) 2010 82 (1) 40 121 The line item “Gains (losses) on disposals and other” includes the capital gain on disposal of shares of China Hui Yuan Juice Group Limited, made up primarily of cumulative translation adjustments recycled through proﬁt or loss. As of December 31, 2009, the line item “Impairment charges” mainly concerned the shares in China Hui Yuan Juice Group Limited, classiﬁed as assets held for sale. The losses on disposal correspond mainly to the € 98 million net capital loss on the sale of Wahaha (Waters – China) shares. SIGNIFICANT FINANCIAL INFORMATION PERTAINING TO ASSOCIATES Signiﬁcant ﬁnancial information, as it relates to the main investments in associates as of December 31, 2010, is as follows (at 100% and for a full year): (In € millions) 2009 Net sales 1,123 2010 Net sales 1,345 Company Yakult (1) (1) Figures in Japanese GAAP. Net Shareholders’ income equity 61 1,650 Balance sheet total 2,869 Net Shareholders’ income equity 83 2,301 Balance sheet total 3,636 As Yakult is a listed company, the amounts shown in the table above correspond to the last ﬁnancial statements published (2009: half-yearly ﬁnancial statements; 2010: half-yearly ﬁnancial statements). The fair value of investments in associates amounted to € 1,234 million as of December 31, 2010 (€ 1,216 million as of December 31, 2009). It was determined as follows: • for • for IMPAIRMENT REVIEWS The Group reviews the carrying value of its investments in associates whenever events or circumstances indicate that they may be impaired. An impairment charge is recognized when their recoverable value becomes durably lower than their net carrying amount. listed companies, according to a multi-criteria approach based on the stock price as of December 31, the ﬁnancial health of the company and analysts’ reports; unlisted companies, by reference where applicable to the value resulting from recent transactions entered into by third parties or put and/or call options negotiated with third parties and/or external appraisals. When such elements do not exist, the fair value is determined to be equivalent to the carrying value. No signiﬁcant impairment charge was recognized in 2010. DANONE - Registration Document 2010 79

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4 CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements NOTE 7 - Investments in non-consolidated companies CARRYING AMOUNT AND CHANGES IN INVESTMENTS IN NON-CONSOLIDATED COMPANIES The following table presents the carrying amount of the main investments in non-consolidated companies held by the Group: % interest in 2009 18.4% 2.7% – (In € millions) Wimm-Bill–Dann ONA/SNI Other TOTAL 2009 406 54 61 521 % interest in 2010 – 2.7% – 2010 – 66 59 125 As indicated in Note 1.6, investments in non-consolidated companies are treated as available-for-sale investments. They are accounted for at fair value, with changes in fair value recognized in other comprehensive income, except for unrealized losses that are considered to be signiﬁcant and/or prolonged, which are recognized directly in proﬁt or loss. The change in investments in non-consolidated companies in 2010 corresponds mainly to the disposal of the Wimm-Bill-Dann shares, which generated a net gain before taxes of € 237 million. The ONA shares became SNI shares as of December 31, 2010. The previously held ONA shares were de-listed from the Rabat Stock Exchange in 2010. ONA then merged with SNI. As of December 31, 2010, the value of the SNI shares is based on the partner’s share purchase commitment. As of December 31, 2010, the unrealized losses recognized in other comprehensive income amounted to € 68 million (gains of € 348 million as of December 31, 2009). NOTE 8 - Long-term loans As of December 31, 2010, long-term loans amounted to € 42 million, compared to € 27 million as of December 31, 2009. This change was mainly due to the Unimilk acquisition. The fair value of long-term loans is considered to be equal to their carrying amount. NOTE 9 - Other long-term ﬁnancial assets As of December 31, 2010, other long-term ﬁnancial assets amounted to € 138 million, compared to € 127 million as of December 31, 2009. As of December 31, 2010, this item included investments held as the counterpart to certain “damage and healthcare” provisions, amounting to € 98 million. These investments are treated as available-for-sale in accordance with IAS 39 and recognized on the consolidated balance sheet at fair value, with fair value adjustments recorded in other comprehensive income. 80 Registration Document 2010 - DANONE

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CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements 4 NOTE 10 - Inventories Inventories can be detailed as follows: (In € millions) Goods purchased for resale Raw materials and supplies Semi-ﬁnished goods and work in progress Finished goods Non-refundable containers Impairment INVENTORIES, NET 2009 25 304 52 439 39 (94) 765 2010 14 433 54 483 47 (57) 975 The increase in inventory in 2010 is mainly due to the increase in the activity of the Group and to the changes in consolidation scope (of which Unimilk for € 125 million). NOTE 11 - Trade receivables – other receivables TRADE RECEIVABLES (In € millions) Trade account receivables Notes receivable Impairment TRADE ACCOUNT RECEIVABLES, NET 2009 1,686 47 (51) 1,682 2010 1,936 51 (63) 1,924 The increase of trade receivables in 2010 is mainly due to the increase in the activity of the Group and to the changes in consolidation scope (of which Unimilk for € 69 million). Changes in the valuation allowance are as follows: (In € millions) AS OF JANUARY 1 Charges (net of reversals) Utilization Translation adjustments and other changes AS OF DECEMBER 31 2009 59 16 (25) 1 51 2010 51 7 (1) 6 63 The Group believes its exposure to concentration of credit risk is limited due to the number of customers located in diverse geographic areas and the fact that its main customers are in the mass retail sector. Despite the current economic environment, the Group believes that it is not exposed to signiﬁcant credit risk, nor is it dependent on one single customer. In 2010, sales to the Group’s largest customer represented approximately 6% of the Group’s total sales (7% in 2009). The fair value of trade receivables is considered to be equivalent to their carrying amount due to their short-term maturity. As of December 31, 2010, the amount of overdue trade receivables for which no impairment charge had been recorded represented 3% and 2% of total trade receivables for the respective overdue periods of less than 90 days and more than 90 days. DANONE - Registration Document 2010 81

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4 CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements OTHER ACCOUNTS RECEIVABLE (In € millions) State and local authorities Social securities and non-operating receivables Prepaid expenses Financial instruments Others TOTAL 2009 381 104 57 103 645 2010 398 176 86 108 768 The fair value of other accounts receivable is considered to be equal to their carrying amount due to the high degree of liquidity of these items. NOTE 12 - Marketable securities and other short-term investments Marketable securities consist of negotiable debt instruments and mutual fund (SICAV) shares. They break down as follows: (In € millions) Money market funds Negotiable debt securities Other short-term instruments TOTAL 2009 166 115 173 454 2010 765 76 270 1,111 Marketable securities are bought from leading ﬁnancial institutions. NOTE 13 - Earnings per share DISTRIBUTABLE RESERVES The distributable reserves of subsidiaries and associated companies may differ from their reported retained earnings as a consequence of consolidation adjustments applied to their separate ﬁnancial statements and laws applicable in the countries where these entities operate. In accordance with French law, dividends can only be paid out of the net income for the year and the accumulated distributable reserves of the parent company. As of December 31, 2010, tax-free distributable earnings amounted to € 1,699 million (€ 1,895 million as of December 31, 2009). 82 Registration Document 2010 - DANONE

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CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements 4 EARNINGS PER SHARE The reconciliation between basic and diluted earnings per share is as follows: Net income attributable to owners of the Company (In €) Earnings per share Weighted average attributable to owners number of shares of the Company (In €) outstanding 2009 Before dilution Stock-based compensation After dilution 1,361 1,361 565,508,159 90,317 565,598,476 2.41 2.41 1,870 1,870 614,433,216 1,557,368 615,990,584 3.04 3.04 2010 Before dilution Stock-based compensation After dilution Pursuant to IAS 33 – Earnings per share, the dilutive effect of the capital increase with preferential subscription rights carried out on June 25, 2009, has been taken into account retrospectively for the 2009 ﬁscal year. NOTE 14 - Share-based compensation, performance shares and Employee share ownership Plan PERFORMANCE SHARES Plan characteristics Since the Shareholders’ Combined Ordinary and Extraordinary General Meeting of April 22, 2010, the Board of Directors is authorized to grant Danone shares to certain Group executives and senior managers. These grants are subject to performance conditions adapted to the speciﬁc nature of the Group’s activity being achieved, namely consolidated sales and free cash ﬂow growth over two consecutive years at constant scope and exchange rates. The share allocations now replace the stock purchase options that the Board of Directors was authorized to grant before. If the performance conditions are satisﬁed, the share allocations become deﬁnitive and are delivered in the form of Company shares following a vesting period of three to four years, to which a holding period of two years may be added during which the acquired shares may not be sold. Under the authorization granted by the Shareholders’ Combined Ordinary and Extraordinary General Meeting of April 22, 2010, the Board of Directors of July 26, 2010, granted 644,565 performance shares. DANONE - Registration Document 2010 83

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4 CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements As of December 31, 2010, the main characteristics of the performance share plans are presented in the table below: Initial grant Number of authorized performance shares (1) 2,587,963 Acquired shares Date of Shareholders’ General Meeting April 22, 2010 Number of Number of Number of performance performance performance Number of shares actually shares lapsed or shares potentially performance acquired as of forfeited as of acquired (2) as of shares granted December 31, 2010 December 31, 2010 December 31, 2010 644,565 (3,359) 641,206 - (1) Authorized as a % of statutory capital. (2) Performance shares not yet vested for which the performance conditions were satisfied on December 31 (their acquisition will only occur after the vesting period expires). As of December 31, 2010, a total of 1,943,398 performance shares were still eligible for allocation under the authorization granted by the Shareholders’ General Meeting of April 22, 2010. CHANGE IN THE NUMBER OF SHARES IN ISSUE Changes during the year were as follows: (Number of shares) Balance as of January 1 Performance shares granted Performance shares vested Performance shares forfeited/lapsed BALANCE AS OF DECEMBER 31 2009 - 2010 644,565 0 (3,359) 641,206 As indicated in Note 1.22, performance shares granted to employees are measured at fair value as of the plan allocation date, based on assumptions determined by management. Performance shares allocated in 2010 were valued on the basis of the following assumptions: French plan Risk-free interest rate Expected life Expected resale restriction period Reﬁnancing rate Expected dividend (increase per year) 2010 1.35% 3 years 2 years 4.8% increase by 10% International plan Risk-free interest rate Expected life Expected resale restriction period Reﬁnancing rate Expected dividend (increase per year) 2010 1.35% 4 years 4.8% increase by 10% The risk-free interest rate corresponds to the iBoxx index for maturities of 1 to 3 years in the euro zone. The reﬁnancing rate corresponds to the employees’ borrowing rate during the period. The weighted average value of the shares allocated in 2010 was € 39.61 per share. 84 Registration Document 2010 - DANONE

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CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements 4 STOCK PURCHASE OPTIONS Plan characteristics Up until the Shareholders’ Combined Ordinary and Extraordinary General Meeting of April 22, 2010, the Board of Directors was authorized to grant Danone stock purchase options to certain Group executives and senior managers. These options were granted with an exercise price that could not be lower than the minimum price authorized under French law, they vested after a period of between two and four years and expired no later than eight years from the grant date. The main characteristics of the option plans as December 31, 2010 are as follows, after taking into account: of • the two-for-one stock splits that occurred in June 2000, June 2004 and June 2007; made (subsequent to the capital increase on June 25, 2009) on the one hand retrospectively, to the number of purchase options, and on the other hand, to the exercise prices of the plans in existence at that date. The adjustment coefﬁcient was determined (in accordance with Article L. 225-149-1 of the French Commercial Code) by comparing Danone’s stock price of € 46.33 before detachment of the preferential subscription rights attached to the capital increase with the price of € 43.71 after detachment of this right. • adjustments Date of Shareholders’ General Meeting May 29, 2001 April 11, 2003 April 22, 2005 April 26, 2007 April 23, 2009 Number of authorized options (1) 8,000,000 8,000,000 6,000,000 6,000,000 6,000,000 Number of options granted 7,850,678 6,612,085 4,772,226 5,854,441 20,400 Adjusted exercise price (In €) 27.9 – 33.4 30.2 – 35.4 39.0 – 57.5 34.9 – 56.6 40.9 Number of options lapsed or forfeited as of December 31, 2010 1,024,716 660,688 455,164 626,253 1,200 Number of options exercised as of December 31, 2010 6,152,828 2,007,334 2,120 - Number of outstanding options as of December 31, 2010 673,134 3,944,063 4,314,942 5,228,188 19,200 (1) The number of options authorized has not been adjusted by the coefficient mentioned above. The capital increase on June 25, 2009 and changes made to the stock option plans in existence at that date had no impact on the expense determined according to IFRS 2 Share-based Payments for these plans. The Shareholders’ General Meeting decided that the authorization to grant performance shares (see above) cancelled, with respect to the currently unused portion, the authorization given by the Shareholders’ General Meeting of April 23, 2009 in its 30th resolution to grant stock purchase and/or subscription options. As of December 31, 2010, outstanding options can be detailed as follows: Outstanding Number of options 2,812,869 4,346,339 1,919,390 5,100,929 14,179,527 Exercisable Number of options 2,812,869 4,346,339 70,009 7,229,217 Range of exercise price € 27 to € 32 € 33 to € 39 € 40 to € 48 € 49 to € 58 Average Weighted average exercise price remaining life (In number of years) (In €) 1.1 4.6 3.4 4.8 30.8 35.1 46.8 55.7 Weighted average exercise price (In €) 30.8 35.1 42.6 - The average price of DANONE shares in 2010 was € 44.09. DANONE - Registration Document 2010 85

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4 CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements CHANGE IN OUTSTANDING OPTIONS Changes in outstanding options were as follows: (Number of options) Balance as of January 1 Options granted New options granted following capital increase Options exercised Options forfeited/lapsed Balance as of December 31 2009 14,939,198 2,571,920 1,049,443 (863,324) (1,134,775) 16,562,462 2010 16,562,462 (1,815,368) (567,567) 14,179,527 VALUATION OF STOCK OPTION PLANS The 2010 expense for stock purchase option plans was € 25 million (€ 28 million in 2009), and the 2010 expense with respect to performance shares was € 3 million. These expenses are recorded on the consolidated income statement under “Other income (expenses)” and as a counterpart of the “Retained earnings” line on the consolidated balance sheet. COMPANY SHARE SAVINGS PLAN Employees of the Group’s French entities can, on an annual basis, purchase new shares of the Company as part of a company share savings plan. The purchase price of the shares corresponds to 80% of the average Danone stock price over the 20 days preceding the meeting of the Board of Directors that approves the plan. The beneﬁt granted to the employees is calculated based on the grant date fair value of the shares, taking into account the restriction on these shares over a 5-year period and the market parameters that are applicable to employees, in particular the borrowing rate. In 2010, 930,990 new shares were issued through a share capital increase, the fair value of the shares was calculated based on a Danone stock price of € 42.11, a 2.47% risk-free interest rate and a 4.8% employees’ 5-year borrowing rate. This accounting treatment is compliant with the notice issued by the French National Accounting Council (Conseil National de la Comptabilité – CNC) on December 21, 2004. NOTE 15 - Financial market risks and derivatives In the course of its business activities, the Group is more or less exposed to foreign exchange risks, ﬁnancing and liquidity risks, and interest rate risks, on certain operations as well as counterparty and credit risks (the nature of the impact of these risks is described in the management report). The Group has set up a risk management policy covering these risks for which the implementation is described below. The Group is also exposed to price volatility and a potential shortage of commodities that it purchases, mainly to produce its ﬁnished products. To manage this exposure, the Group has implemented a commodity purchasing policy, “Market Risk Management”. The impact of a price change in the main category of commodities on the Group’s annual cost of purchases is presented below in the section headed, “Commodities risk.” in the local currency of each subsidiary’s country. However, some imports, notably raw materials and ﬁnished goods, and some exports may be denominated in another currency and are subject to hedging. Moreover, due to the limited number of units of production in the world, the subsidiaries of the Medical Nutrition and Baby Nutrition business lines frequently make use of intra-group imports denominated in currencies other than their functional currencies. These other currencies are also subject to hedging. The Group’s policy consists of signiﬁcantly reducing the foreign currency exposure caused by its commercial operations that are highly probable and denominated in foreign currencies, whose impact is mainly limited to a single ﬁscal year. To reduce its exposure to exchange rate risk related to operations, the Group also makes use of forward currency contracts and plain vanilla options on currencies. As of December 31, 2010, the main currencies involved are the U.S. dollar, British pound, Japanese yen, Mexican peso, Russian ruble and Turkish lira. Based on pending transactions as of December 31, 2010, the Group’s residual exposure (after hedging of exchange risks on its highly probable commercial operating

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CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements 4 Portfolio of foreign exchange derivative financial instruments related to operations The following table shows the net notional amount of the derivative ﬁnancial instruments set up to manage the foreign exchange risk related to operations for the Group’s main currencies outstanding as of the end of 2010 and 2009. As of December 31, 2010 and 2009, the majority of these instruments qualiﬁed as cash ﬂow hedges according to IAS 39. Year ended December 31 (In € millions) 2009 USD (3) 346 – 346 2010 USD (3) 280 (15) 265 (Sales)/Purchases of currencies Net forward contracts Currency options, net (2) TOTAL (1) GBP (224) (185) (409) JPY MXN (3) (5) (288) (293) (118) – (118) RUB (3) (152) – (152) TRY (3) (92) – (92) GBP (189) (263) (453) JPY MXN (3) (7) (179) (186) (140) – (140) RUB (3) (115) – (115) TRY (3) (95) – (95) (1) Notional amount based on closing spot rates. (2) Notional amount based on the strike price. Includes in- and out-of-the-money options. (3) Transactions denominated with the euro or other currencies as counterpart. Sensitivity of equity and net income to changes in the fair value of derivative financial instruments related to operations A change in the fair value of the derivative ﬁnancial instruments hedging the operating foreign exchange risk, induced by a change in foreign exchange rates, could impact the Group’s equity and net income: the impact recognized in proﬁt or loss relate to the time value and swap point variations when they are excluded from the hedging relation, as well as to transactions to which hedge accounting is not applied. A 10% ﬂuctuation of the euro against the following currencies as of the closing date, applied to outstanding transactions, would have resulted in an increase (decrease) in equity and net income of the Group by the following amounts (at constant volatility and interest rates): Equity (In € millions) Gain (loss) 10% increase in euro 10% decrease in euro 10% increase in euro 10% decrease in euro As of December 31, 2010 USD (1) (2) GBP JPY MXN (1) (2) RUB (1) (2) TRY (1) (2) 15 41 12 2 9 8 3 35 23 1 12 7 (15) (29) (17) (2) (11) (9) (3) (29) (25) (1) (15) (9) (1) (5) 2 0 0 0 (1) (2) (0) 0 1 0 (1) (3) 0 (0) (0) (0) 1 (5) (3) (0) (1) (0) As of December 31, 2009 USD (1) (2) GBP JPY MXN (1) (2) RUB (1) (2) TRY (1) (2) (1) In the case of transactions denominated in currencies other than the euro, the increase or decrease in the euro is applied simultaneously to the base currency and the secondary currency. (2) Transactions denominated with the euro or other currencies as counterpart. These instruments and the hedged items typically have maturities of less than 1 year. Consequently the cash ﬂows will for the most part be reﬂected in the income statement in 2011. DANONE - Registration Document 2010 87

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4 CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements Exchange rate risk exposure related to financings The Group’s policy consists of maintaining the debt and/or surplus cash of Danone and its subsidiaries in their respective functional currencies. Furthermore, in compliance with its policy of managing risks centrally, the Group may manage multi-currency borrowings and surplus cash. Certain loans denominated in foreign currencies are therefore hedged through cross-currency swaps. As of December 31, 2010 and 2009, the notional amount of these instruments totaled € 501 million and € 590 million, respectively. The majority of them qualiﬁed as fair value hedges under IAS 39. A change in the fair value of the derivative ﬁnancial instruments hedging the foreign exchange risk related to ﬁnancings, induced by a change in foreign exchange rates, would not have a signiﬁcant impact on the Group’s equity or net income (changes in the fair value of such ﬁnancial instruments are offset by changes in the fair value of the loans in hedged currencies). foreign exchange rates at the closing date, would not have a signiﬁcant impact on the Group’s equity or net income (changes in the foreign exchange rates of the ﬁnancial instruments are offset by changes in the foreign exchange rates on net foreign investments). INTEREST RATE RISK Interest rate risk exposure The interest rate risk is notably induced by the Group’s interest-bearing debt. After the foreign exchange risk has been managed, it is mainly denominated in euros and managed centrally. The interest rate risk management policy is determined by the Group’s General Management based on indicators and expected interest rate trends, with the aim of minimizing volatility of the Group’s ﬁnancial result. The Group uses derivative ﬁnancial instruments in addition to loans occasionally maintained at ﬁxed rates to reduce its exposure to short-term interest rate ﬂuctuations. These derivatives are mainly interest rate swaps and caps and sometimes collars. All these instruments are plain vanilla. Exposure to foreign exchange translation risk and foreign exchange risk on assets Foreign exchange translation risk on assets The Group’s policy consists in hedging the net equity of certain subsidiaries whose functional currency is not the euro. The Group hedges primarily through local borrowings but also through cross-currency swaps. The main currencies are the Chinese yuan and the Japanese yen. The total nominal amounts outstanding as of December 31, 2010 and 2009 were € 585 million and € 665 million, respectively. These outstanding transactions qualiﬁed as net foreign investment hedges under IAS 39. A change in the fair value of the derivative ﬁnancial instruments hedging the net foreign investments, induced by a change in Sensitivity of net income to changes in the cost of net debt resulting from changes in short-term interest rates As of December 31, 2010, 74% of the Group’s consolidated gross debt, or 122% of the consolidated net debt (1) after taking into account interest rate hedges in effect and active (2), is hedged against an increase in short-term interest rates. The impact on the cost of debt, calculated over a full year, of a change in the short-term interest rate applied to the net debt at year-end, after taking into account the interest rate hedges at that date, is presented in the table below: Gain (loss) (In € millions) AS OF DECEMBER 31, 2010 AS OF DECEMBER 31, 2009 Increase of 50 bp 3 Increase of 50 bp (5) Decrease of 50 bp (3) Decrease of 50 bp 5 (1) The net debt used to measure the Group’s exposure to changes in interest rates corresponds to financial debt net of marketable securities and cash and cash equivalents. It excludes financial liabilities linked to put options granted to non-controlling interests. (2) Includes (i) fixed-rate borrowings, (ii) interest rate swaps (net) as well as (iii) active option hedges. An option

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CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements 4 Sensitivity of equity and net income to changes in fair value of interest rate derivatives As of December 31, 2010 and 2009, interest rate derivatives were all contracted for the purpose of managing interest rate risk and either qualify as hedges or not under IAS 39. A change in the fair value of interest rate derivatives induced by a change in the yield curve recognized as of the reporting date would have the following impact on the Group’s equity and net income: • impacts • impacts recognized in other comprehensive income relate to the effective portion of the instruments qualifying as hedges of future cash ﬂows; recognized in proﬁt or loss relate to the ineffective portion of the instruments qualifying as hedges of future cash ﬂows, as well as to the impact of the change in fair value of the instruments not qualifying as hedges. A change of 50 basis points in interest rates applied to the entire yield curve as of the reporting date and applied to outstanding transactions as of December 31, 2010 and 2009 would have resulted in an increase (decrease) in equity and net income of the following amounts (at constant foreign exchange rates and volatility): Equity (In € millions) AS OF DECEMBER 31, 2010 Interest rate options (1) Interest rate swaps (2), other Sensitivity, net (1) Caps and Capspreads. (2) Fixed-rate payer and receiver swaps. Gain (loss) Increase of 50 bp Decrease of 50 bp Increase of 50 bp Decrease of 50 bp – 6 6 – (4) (4) – – – – – – Equity (In € millions) AS OF DECEMBER 31, 2009 (1) Interest rate options (2) Interest rate swaps (3), other Sensitivity, net Gain (loss) Increase of 50 bp Decrease of 50 bp Increase of 50 bp Decrease of 50 bp – 6 6 – (7) (7) – 1 1 – (2) (2) (1) A change of 50 bp in short-term interest rates was applied to the current year because short-term interest rates were below 100 bp. (2) Caps. (3) Fixed-rate payer and receiver swaps. As of December 31, 2010, these derivative ﬁnancial instruments had a negative fair value of € 6 million, compared with a positive fair value of € 42 million as of December 31, 2009. DANONE - Registration Document 2010 89

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4 CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements LIQUIDITY RISK Liquidity risk exposure The Group’s liquidity risk is mainly induced by the maturity of its (i) interest-bearing debt (bonds, bank borrowings, etc.) and (ii) non-interest-bearing debt (liabilities linked to the put options granted to non-controlling interests), as well as by payment ﬂows relating to derivative ﬁnancial instruments. The Group’s ﬁnancing policy consists of reducing its liquidity risk exposure by (i) borrowing from diversiﬁed ﬁnancing sources, (ii) arranging a signiﬁcant portion of its ﬁnancing as medium-term ﬁnancing, (iii) maintaining ﬁnancing sources available at any time, and (iv) ensuring that it is not subject to any covenants related to the maintenance of ﬁnancial ratios. Exceptionally and temporarily, these rules cannot always be fully applied in countries where centralized or medium-term ﬁnancing are not available or, in some cases, when the existing ﬁnancing agreements at a company predate the control obtained by the Group. The Group’s ﬁnancing structure and ﬁnancial security are mainly comprised of: • available committed credit facilities: a portfolio of back-up facilities entered into with major credit institutions, with maturity dates between one and ﬁve years, amounting to € 3 billion in principal. As of December 31, 2010 and 2009, the Group had not drawn any amount under these credit facilities. Overall, the Group had committed credit facilities totaling € 4.7 billion as of December 31, 2010, which were unused as of that date; • debt and capital markets ﬁnancing: • EMTN (Euro Medium Term Note) bond ﬁnancing: a program with a principal amount of € 7 billion (of which € 3,196 million had been drawn as of December 31, 2010), • French Commercial Paper : a program with a principal amount of € 3 billion (of which € 657 million had been drawn as of December 31, 2010); • cash and marketable securities (mainly negotiable debt instruments) amounting to € 2.2 billion as of December 31, 2010, compared with € 1.1 billion as of December 31, 2009. • bank ﬁnancing: • a committed syndicated revolving credit facility entered into in December 2007 in order to ﬁnance the acquisition of Numico, for a principal amount of € 4 billion consisting of two tranches: a ﬁrst tranche, with a principal amount of € 2.3 billion that expired in December 2010 and a second tranche for a principal amount of € 1.7 billion expiring in December 2012. As of December 31, 2010, the Group had not drawn any amount of this remaining tranche, The aforementioned syndicated credit facility, certain bond issues under the EMTN program (as of its renewal in 2007) and certain available unused credit facilities include a change of control provision. None of the ﬁnancing sources are subject to any covenants relating to the maintenance of ﬁnancial ratios. In addition, as of December 31, 2010, debt issues by the Company, with a maturity of more than one year are rated as A3/Stable by Moody’s and A-/Stable by Standard & Poor’s. Issuances of French commercial paper are rated A2 by Standard & Poor’s. 90 Registration Document 2010 - DANONE

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CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements 4 Liquidity risk measurement Projected cash outﬂows linked to the contractual repayment of the principal amount and contractual interest payments on the ﬁnancial assets and liabilities, including premiums to be paid on derivative ﬁnancial instruments, recognized in the Group’s consolidated balance sheet as of December 31, 2010, are presented below with their contractual maturity dates and based on the assumption of non-renewal: Carrying amount on consolidated balance sheet at December 31, 2010 3,373 147 84 1,296 657 60 (In € millions) Bonds (1) Derivative ﬁnancial instruments – liabilities (fair value) (3) (4) Accrued interest Bank ﬁnancing – subsidiaries and others (2) Commercial Paper (1) (5) Finance lease commitments (2) (3) Total financing (before flows of financial instruments other than accrued interest) Liabilities related to put options granted to non-controlling interests (6) Total debt (before flows of financial instruments other than accrued interest) Interest on above-mentioned debt (3) (7) Flows on derivative ﬁnancial instruments (3) (4) (6) (7) (1) (2) (3) (4) (5) (6) (7) Contractual cash ﬂows 2011 (894) (147) (84) (1,296) (657) (15) Contractual cash ﬂows 2012 (210) Contractual cash ﬂows 2013 (267) – – – – (5) Contractual Contractual Contractual cash ﬂows of cash ﬂows cash ﬂows which the date 2014 2015 and after is unknown (6) (719) – – – – (3) (1,283) – – – – (8) – – – – – – – – – (29) 5,617 (3,093) (239) (272) (722) (1,291) – 3,858 – – – – – (3,858) 9,475 (3,093) (139) (106) (239) (99) (59) (272) (96) (8) (722) (94) – (1,291) (91) 1 (3,858) – – Contractual nominal flows. Contractual nominal and interest flows. The floating interest rate is calculated on the basis of the rates applicable as of December 31, 2010. Net contractual flows, including premiums payable, net flows payable or receivable relating to the exercise of options in the money at the year-end. The Commercial Paper issuances are backed-up by available confirmed credit lines. See table below. These options can be exercised at dates specified in section “Financial liabilities linked to put options granted to non-controlling interests”. Interest flows are net of accrued interest taken into account in the subtotals above. The sources of ﬁnancing available at any time established by the Group are mainly composed of back-up facilities. Changes in the amount available on the basis of outstanding transactions as of December 31, 2010 are shown in the table below: Amount Amount Amount Amount Amount Amount available as of available as of available as of available as of available as of available as of December 31, December 31, December 31, December 31, December 31, December 31, 2010 2011 2012 2013 2014 2015 and after 4,724 433 4,350 – 1,600 – 650 – 650 – – – (In € millions) Bank ﬁnancing lines (1) Other bank ﬁnancing lines (2) (1) Nominal amount of the portion of the syndicated facility and back-up credit lines not drawn as of December 31, 2010. (2) Nominal amount of the portion not drawn as of December 31, 2010. DANONE - Registration Document 2010 91

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4 CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements COUNTERPARTY AND CREDIT RISK Exposure to counterparty risk The Group’s overall exposure to counterparty risk has been signiﬁcantly reduced through the centralization of ﬁnancial risks and implementation of centralization applications as well as its cash management policy of minimizing and managing surpluses. The Group’s banking policy aims to give greater importance to its counterparties’ credit rating quality by concentrating its transactions among counterparties that (i) are ﬁrst class: their credit ratings as of December 31, 2010 and 2009 were at least in the Single A category; (ii) possess international networks and (iii) provide ﬁnancing. Nevertheless, in certain countries, the Group may be obliged to conduct transactions with local banks that have lower credit ratings, although the amount concerned is not signiﬁcant in terms of the Group’s limits. The Group’s exposure with regard to its bank counterparties and arising from the interest rate derivatives and cross currency swaps (net exposure, for each of the banks, in relation to the interest rate derivatives and cross currency swaps) as of December 31, 2010 can be broken down by credit rating category as follows: (% of total fair value as of December 31) (1) Counterparty’s rating (Standard & Poor’s) AAA AA A 2009 2010 – 29% 71% – 31% 69% (1) Net amount, when positive, of the positive and negative fair values by counterparty, of the outstanding interest rate derivatives and currency swaps as of December 31. The Group’s exposure with regard to its bank counterparties and arising from the exchange rate derivatives hedging operational foreign exchange risk (net exposure, for each of the banks, in relation to exchange rate derivatives) as of December 31, 2010 can be broken down by credit rating category as follows: (% of total fair value as of December 31) (1) Counterparty’s rating (Standard & Poor’s) AAA AA A 2009 2010 – – 100% – 9% 91% (1) Net amount when positive, of the positive and negative fair values by counterparty, of the outstanding foreign exchange rate derivatives as of December 31. Exposure to credit risk Credit risk represents the risk of ﬁnancial loss for the Group if a customer or counterparty should fail to meet its contractual payment obligations. The customer payment time is generally 30 days and the main customers are essentially in the mass retail sector where the credit risk is considered low. The percentage of overdue trade receivables for which no impairment charge has been recorded is listed in Note 11. RISK ON SHARES Risk on Treasury Shares As of December 31, 2010, the Company held directly or indirectly 35,994,528 treasury shares for a total value of € 1,225 million. The comparable 2009 ﬁgures were 33,507,225 treasury shares and € 1,027 million. The treasury shares are shown as a deduction from consolidated equity for the amount of their cost price. 92 Registration Document 2010 - DANONE

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CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements 4 Risk on other shares As of December 31, 2010, investments in non-consolidated companies included listed shares with a market value reﬂected in the consolidated balance sheet of € 125 million. These shares mainly include the Group’s holdings in SNI (formerly ONA), following the disposal of its 18.4% holding in Wimm-Bill-Dann announced on October 28, 2010 (see Note 7 to the consolidated ﬁnancial statements). COMMODITIES RISK Sensitivity of net income to changes in prices of the main category of commodities: milk and milk-based ingredients. The table below measures the impact of changes in the annual cost of purchases of milk and milk-based ingredients (1) on the Group’s operating income for 2009 and 2010, assuming a 5% increase or decrease in the prices for these items, simultaneously in all countries where the Group has production activities. Gains (losses) (In € millions) Increase of 5% Decrease of 5% As of December 31, 2010 Fluid milk, powdered milk and other milk-based ingredients (107) (90) 107 90 As of December 31, 2009 Fluid milk, powdered milk and other milk-based ingredients (1) Based on the quantities effectively purchased during the fiscal year and average prices during the fiscal year. DANONE - Registration Document 2010 93

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4 CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements RECONCILIATION OF THE CONSOLIDATED BALANCE SHEET BY CLASS AND ACCOUNTING CATEGORY Liabilities Carrying recorded amount in Liabilities at consolidated recorded at amortized balance fair value cost sheet (In € millions) Assets recorded at fair value Assets held for sale Loans and ﬁnancial assets Fair value Fair value level As of December 31, 2010 Equity interests Long-term loans Derivative ﬁnancial instruments – assets Trade receivables (2) Other receivables (2) Short-term loans (2) Marketable securities Cash and cash equivalents Financing Derivative ﬁnancial instruments – liabilities Financial debt (1) Liabilities related to put options granted to non-controlling interests Trade payables (2) Other current liabilities (2) Carrying amount of the categories – – 236 – – – 1,054 – – – – 125 – – – – – 1,111 – – – – – – 42 – 1,924 768 24 – – – – – – – – – – – – – – (678) (147) (825) (3,858) – – – – – – – – (4,792) – (4,792) – 125 42 236 1,924 768 24 1,111 1,054 (5,470) (147) (5,617) (3,858) 125 42 236 1,924 768 24 1,111 1,054 (5,658) (147) (5,805) (3,858) 1 – 2 – – – 1 1 2 2 3 – – 1,290 – – 1,236 – – 2,758 – – (4,683) (2,417) (2,239) (9,448) (2,417) (2,239) (8,847) (2,417) (2,239) (9,035) – – As of December 31, 2009 Equity interests Long-term loans Derivative ﬁnancial instruments – assets Trade receivables (2) Other receivables (2) Short-term loans (2) Marketable securities Cash and cash equivalents Financing Derivative ﬁnancial instruments – liabilities Financial debt (1) Liabilities related to put options granted to non-controlling interests Trade payables (2) Other current liabilities (2) Carrying amount of the categories – – 134 – – – – 644 – – – – 521 – – – – – 454 – – – – – – 27 – 1,682 645 41 – – – – – – – – – – – – – – (1,024) (57) (1,081) (3,068) – – – – – – – – (3,645) – (3,645) – 521 27 134 1,682 645 41 454 644 (4,669) (57) (4,726) (3,068) 521 27 134 1,682 645 41 454 644 (4,669) (57) (4,726) (3,068) 1 – 2 – – – 1 1 2 2 – 3 – – 778 – – 975 – – 2,395 – – (4,149) (1,981) (2,173) (7,799) (1,981) (2,173) (7,800) (1,981) (2,173) (7,800) – – (1) Including finance lease liabilities. (2) Fair value corresponds to book value as those elements are short term. 94 Registration Document 2010 - DANONE

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CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements 4 In accordance with IFRS 7 Financial Instruments: Disclosures, valuation levels shown in this table can be deﬁned as follows : • level 2: fair value based on other data than quotations as per level 1, which is observable for the concerned asset or liability, directly or indirectly; • level 1: fair value based on (non-adjusted) quotations on active markets relating to identical assets and liabilities; • level 3: fair value based on data relating to the asset or liability which is not based on observable data on active markets. INCOME AND EXPENSES RELATING TO DERIVATIVE FINANCIAL INSTRUMENTS HEDGING FUTURE CASH FLOWS The recognition of the fair value of derivative ﬁnancial instruments qualifying as future cash ﬂow hedges has the following impact on the Group’s income statement: Year ended December 31 (In € millions) Change in fair value of instruments classiﬁed as cash ﬂow hedges - ineffective portion (1) (2) Cash ﬂow hedges – effective portion deferred to equity in prior period and recognized in proﬁt or loss during current period (3) (4) 2009 (25) 157 2010 (4) (98) (1) Effect on financial income. (2) Includes changes in (i) the time value of currency options and interest rate options and (ii) the deferral/recognition of currency swaps excluded from hedging. (3) Effect on operating income or financial income. (4) Includes (i) the effective portion of forward foreign exchange transactions and interest rate hedges and (ii) the intrinsic value of currency options and interest rate options. FINANCIAL LIABILITIES LINKED TO PUT OPTIONS GRANTED TO NON-CONTROLLING INTERESTS As stated in Note 1.17, the exercise price of the put options granted to non-controlling interests is reﬂected as a noncurrent ﬁnancial liability in the consolidated balance sheet. As of December 31, 2010, the non-current ﬁnancial liabilities relating to these options amounted to € 3,858 million (€ 3,068 million as of December 31, 2009). These ﬁnancial liabilities do not bear interest. This put option was granted for an initial contractual period of 25 years (expiring between November 2016 and February 2017) and may be tacitly renewed for successive ﬁve-year periods. Those options are exercisable at any time. In July 2010, the beneﬁciaries of these put options representing more than 70% of the shares of this subsidiary covered by the option agreed to amended terms under which they pledged to exercise their options only after a one-year prior notiﬁcation period. • As • The main commitment concerns Danone Spain, for € 2,309 million as of December 31, 2010 (€ 2,401 million as of December 31, 2009). This put option applies to nearly all of the 42.19% equity interest held by the non-controlling interests of Danone Spain. The formula used to calculate the amount of this commitment is ﬁxed contractually, based on an average of the Spanish subsidiary’s earnings over several years, to which a multiple is then applied. In 2010, this commitment decreased by € 48 million due to the purchase of 0.88% of Danone Spain from its non-controlling interests, and by € 44 million following a fair value adjustment as of December 31, 2010, thereby reducing this commitment to € 2,309 million. part of the acquisition of Unimilk, Danone granted put options to former Unimilk shareholders. Contractually, these put options may be exercised during a period that begins in 2014 and expires on December 31, 2022. They are valued based on an earnings multiple. As of December 31, 2010, the commitment relative to these put options totaled € 754 million. put options granted to non-controlling interests are exercisable (i) at any time for a cumulative amount of € 592 million and (ii) from 2013, on different dates, for a cumulative amount of € 203 million. • Other No significant cash outflow is considered probable in the short term with respect to all put options granted to non-controlling

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4 CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements NOTE 16 - Provisions for retirement obligations The Group contributes to retirement beneﬁt schemes in conformity with the laws and usual practices of countries where the subsidiaries operate. As a result of contributions paid under such schemes to private or state sponsored pension funds, the Group has no actuarial liability in that respect. The Group is also responsible for supplementary retirement plans, contractual commitments for termination and retirement indemnities and post-retirement healthcare. The related actuarial commitments are taken into account either through the payment of contributions to externally managed funds or through provisions. ACTUARIAL ASSUMPTIONS To perform the actuarial estimates, basic assumptions have been determined for each country and assumptions speciﬁc to the entities have been taken into account, in particular relating to staff turnover. The main actuarial assumptions adopted for the calculation of the commitments are as follows: Europe (excluding United Kingdom) 2009 Discount rate Expected return on plan assets (1) Salary growth rate Retirement age United Kingdom 2009 5.7% 6.26% North America 2009 6.15% 7% 8.25% 4.5% 6263 years Asia Paciﬁc 2009 1.5% 11% 9% 2% - 9% 5560 years Rest of the World 2009 2010 2010 2010 5.40% 6.23% 2010 5.65% 5.8% 8.25% 4.5% 6263 years 2010 1% 9.25% 9% 3% - 9% 5560 years 1.5% 3.5% 11% 10% 3% - 6.6% 3% - 6.4% 2% - 5% 2.8% - 5% 5767 years 5567 years 6% - 9% 6% - 7.5% 8.75% 8.40% 4.4% - 3% - 3.9% 4.8% 65 years 65 years 4.5% 4% - 4.5% 6065 years 6065 years (1) The expected rate of return on plan assets is determined using the historical rates of return on the investment portfolio. For the subsidiaries located in the euro zone, the 2010 discount rate was determined by reference to the iBoxx euro zone index. The iBoxx index used was 4.75% for long-term commitments and 3.50% for short-term commitments. A 0.50% decrease in the discount rate would increase the Group’s gross commitment by approximately € 87 million and the expense for the year by approximately € 8 million. Conversely, a 0.50% increase in the discount rate would reduce the Group’s gross commitment by approximately € 59 million and would have no material impact on the annual expense. The following table reconciles the funded status of the companies’ plans with the provision recognized in the consolidated balance sheet as of December 31, 2010 and 2009. The commitments relating to the French subsidiaries are presented separately from the foreign subsidiaries due to their materiality. 2009 (In € millions) Deﬁned beneﬁt obligation Fair value of plan assets Defined benefit obligation in excess of plan assets Actuarial gains and losses and past service costs Net accrued obligation 2010 France 374 (222) 152 (105) 47 France 321 (219) 102 (61) 41 Other countries 422 (221) 201 (23) 178 Other countries 488 (242) 246 (46) 200 As of December 31, 2010, the projected beneﬁt obligation relating to partially or fully funded plans amounted to € 678 million (€ 591 million as of December 31, 2009). The projected beneﬁt obligation related to the French subsidiaries took into account the impact of new taxes applicable as of 2010, as provided in the Loi de Financement de la Sécurité Sociale 2010 (LFSS) (2010 Social Security Funding Act). This impact was treated as a change in the actuarial assumptions. 96 Registration Document 2010 - DANONE

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CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements 4 Changes in provisions for deﬁned beneﬁt plans can be detailed as follows: Actuarial gains and losses and past service costs (23) – – – 1 – – (63) – 1 (84) (In € millions) As of January 1, 2009 Net periodic pension cost (1): • Service cost • Interest cost • Return on plan assets • Amortization of actuarial gains and losses and past service costs Payments made to retirees Contributions to plan assets Actuarial gains and losses Translation adjustments Others As of December 31, 2009 Deﬁned beneﬁt obligation 635 18 41 – – (40) – 74 5 10 743 Fair value of plan assets (404) – – (22) – 24 (24) (3) (2) (9) (440) Net accrued obligation 208 18 41 (22) 1 (16) (24) 8 3 2 219 (1) The net periodic cost of retirement plans is recognized under “Other income (expenses)”. (In € millions) As of January 1, 2010 Net periodic pension cost (1): • Service cost • Interest cost • Return on plan assets • Amortization of actuarial gains and losses and past service costs Payments made to retirees Contributions to plan assets Actuarial gains and losses Translation adjustments Other As of December 31, 2010 Deﬁned beneﬁt obligation 743 23 40 – 0 (50) – 91 11 5 863 Fair value of plan assets (440) – – (23) – 32 (18) (7) (4) (4) (464) Actuarial gains and losses and past service costs (84) – – – 6 – – (72) (1) – (151) Net accrued obligation 219 23 40 (23) 6 (18) (18) 12 6 1 248 (1) The net periodic cost of retirement plans is recognized under “Other income (expenses)”. The Group’s investment policy for plan assets depends, for each company, upon the employees’ age structure and the expected return on the different categories of assets. As of December 31, 2010, plan assets comprised of approximately 58% of debt securities and 24% of equity securities. The plan assets do not comprise any ﬁnancial instruments issued by the Group. In addition, the actual average return on plan assets in France was 5.05% in 2010. DANONE - Registration Document 2010 97

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4 CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements Changes in the commitments provisioned on the consolidated balance sheet since 2006 were as follows: December 31, December 31, December 31, December 31, December 31, 2006 2007 2008 2009 2010 552 (339) (66) 147 684 (443) (51) 190 635 (404) (23) 208 743 (440) (84) 219 863 (464) (151) 248 (In € millions) Deﬁned beneﬁt obligation Fair value of plan assets Actuarial gains and losses and past service costs Net accrued obligation The amount of contributions to be made to plan assets in 2011 is estimated to be around € 14 million. Moreover, the total amount of contributions paid into deﬁned contribution plans in 2010 was € 21 million (compared with € 23 million as of December 31, 2009). NOTE 17 - Other non-current liabilities Decrease (utilized) (26) (119) (3) (148) (In € millions) Restructuring provisions Other provisions for risks and charges Investment subsidies TOTAL 2009 34 552 8 594 Increase 22 135 4 161 Decrease (not utilized) (6) (108) – (114) Others – 38 – 38 Translation adjustment 1 11 – 12 2010 25 509 9 543 Other provisions for risks and charges mainly include ﬁnancial and tax liabilities, as well as certain “damage and healthcare” provisions. Provisions are recorded when a loss appears probable and quantiﬁable, in particular when legal proceedings are instituted against the Company or its subsidiaries in the normal course of business. Provisions are reversed when payments are made in respect of them or the risk is deemed to no longer exist. Decrease in provisions not utilized related mainly to re-estimated tax risks or risks that have ceased to exist. The other changes reﬂect changes in scope, including Unimilk for € 30 million. As of December 31, 2010, the short-term portion of other non-current liabilities amounted to € 30 million (compared with € 34 million as of December 31, 2009). NOTE 18 - Trade payables – Other current liabilities TRADE PAYABLES (In € millions) Trade account payables Notes payable TOTAL 2009 1,945 36 1,981 2010 2,372 45 2,417 The fair value of trade payables is considered to be close to their carrying amount given their short-term maturities. The increase in trade payables in 2010 is mainly explained by the increase in activity and by changes in scope (including Unimilk impact of € 52 million). 98 Registration Document 2010 - DANONE

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CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements 4 OTHER CURRENT LIABILITIES (In € millions) Personnel, including social charges Year-end rebates payable to customers State and local authorities Refundable containers Taxes payable Prepayments from customers Financial instruments Others TOTAL 2009 433 831 169 78 180 3 53 426 2,173 2010 471 862 157 86 175 5 44 439 2,239 The line item “Financial instruments” represents derivative ﬁnancial instruments hedging foreign exchange risk. The fair value of other current liabilities is considered to be equal to their carrying amount given their short-term maturities. NOTE 19 - Personnel and compensation Group personnel costs (including payroll taxes and related charges) amounted to € 2,506 million in 2010 (€ 2,253 million in 2009). As of December 31, 2010 and 2009, the number of employees of the consolidated entities could be broken down as follows: 2009 Europe Asia Rest of the World TOTAL 29,710 23,136 28,130 80,976 2010 45,985 24,638 30,371 100,995 The increased number of employees in 2010 is mainly attributable to changes in scope following the integration of Unimilk (15,922 additional employees). DANONE - Registration Document 2010 99

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4 CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements NOTE 20 - Other income (expenses) Other income (expenses) can be broken down as follows: (In € millions) Employee proﬁt-sharing (1) Stock-based compensation Capital gains on disposal of property, plant and equipment and intangible assets Restructuring costs Others TOTAL (1) For French companies only. Various company functions are entitled to such compensation. 2009 (98) (28) 52 (51) (40) (165) 2010 (105) (28) 28 (31) 29 (107) In 2010, capital gains on the disposal of intangible assets and property, plant and equipment resulted mainly from the sale of buildings. In 2009, capital gains on the disposal of intangible assets and property, plant and equipment resulted from the sale of the international brands V and Mizone (except in China and Indonesia) in connection with the sale of Frucor (€ 45 million net). The line “Others” mainly comprises the scrapping of property, plant and equipment, translation adjustments (refer to Note 1.3) and other non-signiﬁcant items. NOTE 21 - Other operating income (expenses) In 2010, other operating expenses of €(80) million corresponded mainly to (i) restructuring costs for Tikvesli (Fresh Dairy Products – Turkey) in the amount of €(50) million and (ii) acquisition- and integration-related expenses for Unimilk in the amount of €(28) million. In 2009, net other operating income totaling € 217 million corresponded mainly to (i) capital gains on the sale of Frucor (Waters – New Zealand and Australia) and Danone Naya (Waters – Canada) for € 325 million and € 3 million respectively and (ii) the payment of the free and irrevocable capital contribution of €(100) million in connection with the creation of the “Danone Ecosystem Fund.” 100 Registration Document 2010 - DANONE

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CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements 4 NOTE 22 - Net ﬁnancial expenses Net ﬁnancial expenses can be detailed as follows: (In € millions) Financial income on net debt Financial expenses on net debt Cost of net debt Other ﬁnancial income Other ﬁnancial expenses TOTAL 2009 76 (340) (264) 69 (294) (489) 2010 87 (230) (143) 252 (118) (9) In 2010, the Group’s net interest expenses decreased relative to 2009 primarily as a result of (i) the full-year impact of the capital increase carried out in June 2009 and the resulting decrease in net debt and (ii) the reduction in the Group’s net debt in 2010 (excluding changes in consolidation scope – see Note 27). The increase in other ﬁnancial income in 2010 was mainly due to the capital gain realized through the sale of the equity interest in Wimm-Bill-Dann. In 2010 other ﬁnancial expenses resulted from hedges on foreign exchange risk related to operations and the ineffective part of such hedges in accordance with IAS 39, as well as other recurring items including banking commissions. The decrease in these other ﬁnancial expenses in 2010 relative to 2009 was due to (i) the lower cost to hedge exchange rate risk and (ii) non-recurring costs in 2009 related to the capital increase (€ 121 million) and the debt restructuring. In 2009, other ﬁnancial expenses arose from: • derivative ﬁnancial instruments hedging foreign exchange risk related to operations and the ineffective part of such hedges in accordance with IAS 39, as well as other recurring items. In 2009, the cost of derivative ﬁnancial instruments hedging foreign exchange risk relating to operations was higher than in 2008 due to (i) the rise in interest rates in certain countries because of the ﬁnancial crisis and the generalization of the use of hedging in all the subsidiaries in the Baby Nutrition and Medical Nutrition Divisions and (ii) the negative effect of the ineffective part of said hedges as compared with 2008; capital increase, for a total of € 121 million and related mainly to the partial redemption of certain of the Company’s bonds. • ﬁnancial transactions carried out following the June 25, 2009 The net amount of interest paid and received in 2010 was € 112 million, compared with € 272 million in 2009. DANONE - Registration Document 2010 101

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4 CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements NOTE 23 - Income tax expenses INCOME TAX EXPENSES In 2010, income before tax and the income tax expenses were as follows: (In € millions) Income before tax: • French companies • Foreign companies Subtotal Income tax expenses (income) Current taxes • French companies • Foreign companies Subtotal Deferred taxes • French companies • Foreign companies Subtotal TOTAL 2009 2010 (284) 2,306 2,022 386 2,103 2,489 (13) (454) (467) 33 10 43 (424) 18 (519) (501) (56) (19) (75) (576) Danone forms a ﬁscal unity with most of its French subsidiaries in which it owns, directly or indirectly, more than 95% of the share capital enabling taxable proﬁts and losses to be offset subject to certain limits and conditions. Some of the subsidiaries that elected to participate in the French tax group have signed a tax sharing agreement with Danone, in conformity with French regulations. Similar tax grouping schemes exist in other countries, in particular in the United States, the Netherlands and Germany. Payments in relation to income taxes amounted to € 433 million in 2010 and € 413 million in 2009. EFFECTIVE INCOME TAX RATE The effective income tax rate was 23.15% in 2010 (20.95% in 2009). The difference between the effective tax rate and the statutory tax rate in France (34.43% in 2010 and 2009) can be detailed as follows: (In € millions) Statutory tax rate in France Effect of foreign tax rate differential Effect of gains/losses on disposal and impairment charges Effect of tax corrections – taxes without basis Effect of permanent differences Effect of other differences, including the recognition of loss carryforwards Effective income tax rate 2009 34.4% (12.9%) (4.7%) 2.3% 1.2% 0.7% 21.0% 2010 34.4% (8.3%) 2.8% (0.2%) 1.3% (6.9%) 23.1% 102 Registration Document 2010 - DANONE

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CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements 4 DEFERRED TAXES As explained in Note 1.13, deferred taxes mainly arise from the differences between the carrying amount and tax bases of assets and liabilities. The signiﬁcant components of deferred tax assets and liabilities are as follows: (In € millions) Retirement beneﬁt provisions Employee proﬁt-sharing provisions Restructuring provisions Tax loss carryforwards Non-current assets Others Net deferred taxes Deferred tax assets Deferred tax liabilities Net deferred taxes 2009 39 13 6 401 (946) 171 (316) 621 (937) (316) 2010 45 19 4 424 (1,167) 154 (521) 651 (1,172) (521) As of December 31, 2010, the deferred taxes recorded in respect of tax losses mainly related to France and to the United States. The change in net deferred taxes recorded in the consolidated balance sheet can be detailed as follows: (In € millions) As of January 1 Changes recognized in other comprehensive income Changes recognized in proﬁt or loss Effect of changes in consolidation scope Translation adjustments and movements TOTAL 2009 (470) 109 43 (1) 3 (316) 2010 (316) 0 (75) (78) (52) (521) Effect of changes in consolidation scope mainly corresponds to Unimilk in the amount of € 59 million and ProViva for € 13 million. The Company and its subsidiaries may be subject to tax audits. A provision is recognized in the ﬁnancial statements whenever it is probable that a tax reassessment will be made. TAX LOSSES CARRIED FORWARD As of December 31, 2010, tax losses carried forward amounted to € 1,545 million (€ 1,947 million as of December 31, 2009) and the corresponding deferred tax assets amounted to € 491 million (€ 648 million as of December 31, 2009). They mainly resulted from the tax deductibility of goodwill amortization in certain countries, losses on disposal, and the losses of the tax ﬁscal unity in France. As of December 31, 2010, based on the expected taxable income of the entities and tax ﬁscal unities that have generated tax losses, the Group believes that it is more likely than not that € 180 million (€ 732 million as of December 31, 2009), will not be used. The Group reviews the unutilized tax losses and the recognized deferred tax assets at each closing date. TERRITORIAL ECONOMIC CONTRIBUTION In accordance with the provisions of the press release issued by the French National Accounting Board (Conseil National de la Comptabilité: CNC) on January 14, 2010, the Group has exercised its judgment regarding the classiﬁcation of the Business Value-Added Contribution (Contribution sur la valeur ajoutée des entreprises: CVAE) component. The Group considered that since the base of the CVAE is the difference between revenue and expenses, it comes within the scope of IAS 12. The CVAE component is therefore recognized within income tax since January 1, 2010. In 2010, the amount totaled € 12 million. As of December 31, 2009, a deferred tax liability with a net amount of € 5.7 million had been recognized in respect of the temporary differences on assets and liabilities representing future deductible expenses or revenue liable to the CVAE. DANONE - Registration Document 2010 103

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4 CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements NOTE 24 - Related party transactions The main related parties are the associated companies, the members of the Executive Committee and the members of the Board of Directors. Associated companies are those companies over which the Group exercises signiﬁcant inﬂuence and that are accounted for using the equity method. Transactions with associated companies are usually performed at arm’s length. The table below analyzes the amount of receivables and payables with associated companies as of December 31, 2009 and 2010: (In € millions) Short-term and long-term loans Operating receivables Operating payables 2009 1 19 – 2010 – 11 – MEMBERS OF THE EXECUTIVE COMMITTEE AND OF THE BOARD OF DIRECTORS Total compensation paid to the members of the Executive Committee and Board of Directors amounted to € 22.7 million in 2010 (€ 21.7 million in 2009), including € 0.5 million of attendence fees (€ 0.4 million in 2009). In addition, as of December 31, 2010, amount related to stock purchase options granted to members of the Executive Committee was 3,461,834. The number of performance shares granted during the year to members of the Executive Committee amounted to 166.750. As of December 31, 2010, the amount of retirement provisions relating to the members of the Executive Committee was € 41.8 million (€ 61.3 million as of December 31, 2009). NOTE 25 - Transactions with non-controlling interests In 2010, transactions with non-controlling interests reduced retained earnings attributable to owners of the Company by € 251 million and non-controlling interests by € 204 million. These variances are analyzed below: Effects of transactions with non-controlling interests recorded in other comprehensive income (In € millions) Acquisition of controlling interests in Unimilk (1) Effects of changes in value of liabilities related to put options granted to non-controlling interests (2) Dividends paid to non-controlling interests Others TOTAL Retained earnings attributable to owners of the Company 256 (506) (1) (251) Noncontrolling interests 239 (336) (110) 3 (204) Total equity 495 (842) (110) 2 (455) (1) The acquisition of a controlling interest in Unimilk is described in Note 2. The effect on equity reflects the contribution to shareholders seller of Unimilk of a share of equity interests in Danone’s subsidiaries in Russia, Ukraine, Kazakhstan and Belarus (about 36%) and recognition of non-controlling interests relating to the acquisition of controlling interests in the Unimilk Group’s companies (representing approximately 49.1% of Unimilk and 36% of Danone’s subsidiaries in Russia, Ukraine, Kazakhstan and Belarus). The accounting principles applied in recording these effects are described in Note 1.1. (2) Liabilities related to put options granted to non-controlling interests increased by € 790 million in 2010 (as indicated in Note 27), of which € 842 million relates to the revaluation of these liabilities. The difference represents payments made during the year. Of the € 842 million, € 754 million relates to the recognition of options granted to former shareholders of Unimilk. The accounting principles applied in recording these effects are described in Note 1.17. 104 Registration Document 2010 - DANONE

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CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements 4 NOTE 26 - Information on the statement of cash ﬂows CASH FLOWS PROVIDED BY (USED IN) OPERATING ACTIVITIES Other components of net income with an impact on cash, which amounted to an outﬂow of (€ 78) million in 2010, represent interest expense accrued as of December 31, 2009 and paid in 2010. Interest expense accrued as of December 31, 2008 and paid in 2009 totaled an outﬂow of (€ 147) million. Other components of net income with no cash impact can be broken down as follows: (In € millions) (Gains) losses on disposal of non-current assets (Gains) losses on disposal of ﬁnancial assets Increase in (reversals of) provisions and deferred taxes Share-based compensation Others TOTAL 2009 (44) (370) (10) 28 324 (72) 2010 20 (239) (7) 28 116 (82) In 2010, the line item “Other” primarily reﬂected the neutralization of the impact of interest not yet paid (€ 105 million) on cash ﬂows provided by operating activities, excluding changes in net working capital. In 2009, the line item “Other” included the neutralization of the impact of interest not yet paid (€ 140 million) and the settlement of debt hedge ﬁnancial instruments (€ 160 million) on cash ﬂows provided by operating activities, excluding changes in net working capital. Amounts paid in the context of settling ﬁnancial instruments are presented under ﬁnancing activities in the line item “Net cash ﬂows on hedging ﬁnancial instruments”. In 2009, the net cash outﬂow on purchases of subsidiaries and ﬁnancial investments mainly included a payment of € 99 million to buy out the non-controlling interests in Danone Clover. The net cash inﬂow on sales of subsidiaries and ﬁnancial investments included the proceeds from the sale of equity interests described in Notes 2.1 and 3 to the consolidated ﬁnancial statements. CASH FLOWS PROVIDED BY (USED IN) FINANCING ACTIVITIES In 2010, cash ﬂows used in ﬁnancing activities primarily include the payment of dividends to Danone shareholders and to non-controlling interests for amounts of € 737 million and € 110 million, respectively, and purchases of marketable securities for an amount of € 601 million. Furthermore, the Group repurchased shares of Danone SA and Danone Spain for € 250 million and € 48 million, respectively. In 2009, cash ﬂows provided by ﬁnancing activities included the proceeds of the € 3 billion capital increase and the subsequent debt repayments. CASH FLOWS PROVIDED BY (USED IN) INVESTING ACTIVITIES In 2010, the net cash outﬂow on purchases of subsidiaries and ﬁnancial investments primarily relates to the acquisition of shares in the joint venture created with Unimilk (€ 116 million) and in several other companies in the Fresh Dairy Products (YoCream in the USA), Medical Nutrition (Medical Nutrition Inc. USA), and fruit drinks (Chiquita and Immédia) divisions. The net cash inﬂow on sales of subsidiaries and ﬁnancial investments essentially relates to sales of shares held in Wimm-Bill-Dann and China Hui Yuan (refer to Note 7 and Note 3). DANONE - Registration Document 2010 105

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4 CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements NOTE 27 - Structure of net debt and non-current ﬁnancial debt The change in the structure of the Group’s net debt from 2009 to 2010 is analyzed below: Reclassiﬁcation of derivative ﬁnancial instruments – As of assets at Restated as December 31, beginning of January 1, Changes 2009 of year 2010 for the year 0 644 454 1,098 134 – – – 134 644 454 1,098 – 317 601 918 (In € millions) Derivative ﬁnancial instruments – assets (I) Cash and cash equivalents Marketable securities and other short-term investments Total cash, marketable securities and other short term investments (II) Current ﬁnancial debt Financing Liabilities related to put options granted to non-controlling interests Total non-current ﬁnancial debt Total (III) NET DEBT (III) – (II) – (I) Transfer to current Translation portion adjustments – – – – – 72 32 104 As of December 31, Others 2010 102 21 24 45 236 1,054 1,111 2,165 1,702 2,890 3,068 – 134 – 1,702 3,024 3,068 (285) 436 – 884 (884) – 107 100 – 121 412 790 2,529 3,088 3,858 5,958 7,660 6,562 134 134 – 6,092 7,794 6,562 436 151 (767) (884) – – 100 207 103 1,202 1,323 1,176 6,946 9,475 7,074 In order to increase the average maturity of its debt and to beneﬁt from historically low long-term interest rates, the Group launched the following two-fold operation in the Euro bond markets in November 2010: the issuance of new bonds maturing in 2020 and the offer to exchange these newly issued securities for previously issued securities maturing in 2014 and 2015. As a result, the Group raised a nominal net amount of € 344 million in new debt, increased the average maturity of its bonds by 1.4 years and reﬁnanced in anticipation the majority of the outstanding bonds maturing in May 2011. In total, the Group’s net debt, which includes liabilities related to put options granted to non-controlling interests (€ 3,858 million as of December 31, 2010), increased by € 512 million, primarily due to: •a reduction in net debt totaling € 767 million, derived mainly from cash ﬂows provided by operating activities and the sale of interests in Wimm-Bill-Dann and China Hui Yuan Juice, net of dividends paid in cash and the acquisition of treasury stock; revaluation of put options granted to non-controlling interests for a negative amount of € 66 million; to the fair value of debt hedging ﬁnancial instruments for a negative amount of € 25 million, respectively; • the • adjustments • translation adjustments of € 103 million. In 2009, the Group repaid all drawings on the syndicated facility – a total of € 2,490 million – and reduced its outstanding commercial paper by € 423 million. In addition, it restructured its bond borrowing by partially repurchasing the outstanding bonds maturing in 2011, 2014, and 2015, for a total nominal amount of € 1,175 million. • changes in the consolidation scope amounting to € 1,308 million, essentially related to the acquisition of Unimilk that generated, on November 30, 2010 (the acquisition date), € 576 million of ﬁnancial debt and € 775 million of debt regarding the put options granted to non-controlling interests; 106 Registration Document 2010 - DANONE

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CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements 4 NOTE 28 - Contractual obligations and off-balance sheet commitments As of December 31, the Group’s contractual obligations arising from its operating, ﬁnancing, and investing activities were as follows: Commitments given Operating lease commitments (1) Commitments to purchase goods and services (1) Capital expenditure commitments (1) Guarantees and pledges given Others TOTAL Total 2011 (568) (1,257) (65) (86) (135) (2,111) (165) (752) (49) (66) (64) (1,096) Amount of ﬁnancial ﬂows for the year 2012 (100) (218) (6) (1) (24) (349) 2013 (83) (122) (5) (1) (12) (223) 2014 2015 and after (61) (85) (5) (2) (7) (160) (159) (80) – (16) (28) (283) Commitments received 2010 Credit lines (2) Other credit lines (3) Guarantees and pledges received Others TOTAL 4,724 433 73 30 5,260 Commitments as of December 31 of each year 2011 4,350 – 67 26 4,443 2012 1,600 – 1 1 1,602 2013 650 – – 1 651 2014 650 – – – 650 2015 – – 5 2 7 (1) Related to the Group’s operations. (2) Related to the Group’s financial investments and to financing the Group’s activities. Nominal amount of the undrawn portion of the syndicated facility and back-up credit lines as of December 31, 2010. (3) Related to the Group’s operational activities. Nominal amount of the undrawn portion of the syndicated facility and back-up credit lines as of December 31, 2010. The Company and its subsidiaries are parties to a variety of legal proceedings arising in the normal course of business, notably as a result of guarantees given on disposals between 1997 and 2010. In some cases, damages are sought. Provisions are recognized when an outﬂow of resources is probable and the amount can be reliably estimated. DANONE - Registration Document 2010 107

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4 CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements NOTE 29 - Operating Segments The Group adopted January 1, 2009. IFRS 8 Operating Segments on Ofﬁcer, Pierre-André Terisse) is based on its four divisions and three geographic areas: Europe (Western Europe, Central Europe, and Eastern Europe), Asia (including the Paciﬁc Region), and Rest of World (North and South America, Africa, and the Middle East). However, geographic data is only available for two key indicators tracked by the primary operational decision-makers internally: sales and trading operating income, as shown below Adoption of this new standard had no impact on the structure of the Group’s operating segments as previously presented by the Group. The internal information reviewed and used by its primary operational decision-makers (Chairman and Chief Executive Ofﬁcer Franck RIBOUD, the two Deputy General Managers, Bernard HOURS and Emmanuel FABER, and the Chief Financial 2010 (In € millions) Sales to third parties Trading operating income Operating income Share of proﬁt of associates Impairment Capital expenditure Financial investments Depreciation and amortization Cash ﬂows provided by operating activities, excluding changes in net working capital Investments in associates Total assets on consolidated balance sheet Fresh Dairy Products 9,732 1,366 1,284 59 (12) 447 263 294 1,178 818 7,355 Waters 2,868 371 369 51 – 228 33 148 401 27 2,759 Baby Nutrition 3,355 634 640 – – 102 – 94 567 – 10,778 Medical Nutrition 1,055 207 191 – – 46 49 41 180 – 5,035 Divisions total 17,010 2,578 2,484 110 (12) 823 345 577 2,326 845 25,927 Other items (1) – – 14 11 – 17 3 17 73 102 2,172 Group total 17,010 2,578 2,498 121 (12) 840 348 594 2,399 947 28,099 (1) Assets reflected in the “Other items” column include assets held for sale and current and deferred tax assets. The income and expenses reflected in the “Other items” column cannot be directly allocated to the divisions. 2009 (In € millions) Sales to third parties Trading operating income Operating income Share of proﬁt of associates Impairment Capital expenditure Financial investments Depreciation and amortization Cash ﬂows provided by operating activities, excluding changes in net working capital Investments in associates Total assets on consolidated balance sheet Fresh Dairy Products 8,555 1,244 1,240 26 – 329 142 272 1,083 670 7,843 Waters 2,578 324 646 (121) – 134 2 131 337 28 2,773 Baby Nutrition 2,924 536 547 – – 99 2 87 454 – 10,203 Medical Nutrition 925 190 190 – – 36 – 41 189 – 4,781 Divisions total 14,982 2,294 2,623 (95) – 598 146 531 2,063 698 25,600 Other items (1) – – (112) 18 – 19 1 18 29 107 1,273 Group total 14,982 2,294 2,511 (77) – 617 147 549 2,092 805 26,873 (1) Assets reflected in the “Other items” column include assets held for sale and current and deferred tax assets. The income and expense reflected in the “Other items” column cannot be directly allocated to the divisions. 108 Registration Document 2010 - DANONE

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CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements 4 2010 (In € millions) Net sales Trading operating income Europe 9,449 1,484 Asia 2,386 445 Rest of the World 5,175 649 Total 17,010 2,578 2009 (In € millions) Net sales Trading operating income Europe 8,960 1,437 Asia 1,877 333 Rest of the World 4,145 524 Total 14,982 2,294 In 2010, the amount of net sales generated in France was € 2,026 million. NOTE 30 - Legal and arbitration proceedings Class actions ﬁled in 2008 in the United States against The Dannon Company Inc., one of the Group’s U.S. subsidiaries, criticizing certain allegations related to Activia and DanActive products were settled out-of-court in 2010. Under the terms of this settlement, the U.S. subsidiary has agreed to create a $35 million fund to compensate consumers and to cover legal and publication fees, the rest being allocated to donations of products to charities. Moreover, in early 2010, Attorney Generals from 39 states initiated investigations into allegations related to Activia and DanActive. These investigations were settled and The Dannon Company Inc. paid a total of $21 million under these settlements. Finally, an investigation conducted by the Federal Trade Commission, the competition regulator in the U.S. market, was also settled, with no ﬁnancial obligation for The Dannon Company Inc. Under these agreements, certain allegations were modiﬁed without changing the positioning of DanActive and Activia in the U.S. The impact of the legal proceedings described above was provided for in the consolidated balance sheet of the Group as of December 21, 2009. In October 2009, a class action against Danone Inc. and The Dannon Company Inc. was ﬁled by an individual plaintiff with the Quebec Superior Court, to obtain restitution for consumers from the alleged false advertising of the health beneﬁts of probiotic cultures in Danone’s Activia and DanActive products. This action is based on the Quebec Civil Code and the Consumer Protection Law. The plaintiff ﬁled a request for authorization to institute a class action lawsuit. No hearing has been held by the court. As of December 31, 2010, the Group cannot obtain a reliable assessment of the scope of this action and its impact on the Group’s earnings and ﬁnancial position. Therefore, no provision has been recognized in the ﬁnancial statements as of December 31, 2010. The Company and its subsidiaries are parties to a variety of legal proceedings arising in the normal course of business. Provisions are recognized when an outﬂow of resources is probable and the amount can be reliably estimated (see Note 17). To the best of the Group’s knowledge, no other state legal or arbitration proceedings are currently underway, which are likely to have or have had over the last twelve month, a material impact on the Group’s ﬁnancial position or proﬁtability. DANONE - Registration Document 2010 109

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4 CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements NOTE 31 - Consolidation scope as of December 31, 2010 As of December 31, 2010, 242 entities were included in the scope of consolidation (234 in 2009), of which 226 were fully consolidated (214 in 2009) and 16 were consolidated as associates (20 in 2009). ENTITIES CONSOLIDATED AS ASSOCIATES FOR THE FIRST TIME IN 2010 • Danone Murray Goulburn Australia (Fresh Dairy Products – Australia) MAIN ENTITIES FULLY CONSOLIDATED FOR THE FIRST TIME IN 2010 • Narang Access (Waters – India) ENTITIES THAT WERE EXCLUDED FROM THE SCOPE OF CONSOLIDATION AS OF DECEMBER 31, 2010 • ProViva AB (Fresh Dairy Products – Sweden) • Lunnarps AB (Fresh Dairy Products – Sweden) • Unimilk and its subsidiaries (Fresh Dairy Products – Russia) • YoCream (Fresh Dairy Products – United States) • Chiquita JV (Fresh Dairy Products – France) • Immédia (Fresh Dairy Products – France) • Damavand (Waters – Iran) • Womir SPA (Waters – Poland) • Danone Narang Beverages (Waters – India) • Danone Baby Nutrition Colombia (Baby Nutrition – Colombia) • Advanced Medical Nutrition (Medical Nutrition – Argentina) • Medical Nutrition USA, Inc. (Medical Nutrition – United States) • Magyarviz (Waters – Hungary) sold in March 2010 • Polskawoda (Waters – Poland) sold in March 2010 • Dasanbe (Waters – Spain) sold in March 2010 • King Silver Investment Ltd (Asia) sold in May 2010 • China Hui Yuan Juice (Asia – China) sold in August 2010 • HealthSpan Solutions (Medical Nutrition – United States) sold in December 2010 110 Registration Document 2010 - DANONE

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CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements 4 FULLY CONSOLIDATED ENTITIES Percent Main entities fully consolidated DANONE Country France Germany Austria Belgium Bulgaria Croatia Spain Spain Finland France France France France France Greece Hungary Ireland Italy Kazakhstan Kazakhstan Netherlands Poland Portugal Czech Republic Romania United Kingdom Russia Russia Serbia Slovakia Slovenia Sweden Switzerland Turkey Ukraine Ukraine Argentina Brazil Canada Chile Colombia United States United States Guatemala Mexico Mexico Uruguay South Africa Group’s control Parent company 100.00 100.00 100.00 100.00 100.00 57.81 78.51 100.00 100.00 100.00 100.00 51.00 100.00 100.00 100.00 100.00 100.00 100.00 90.00 100.00 100.00 97.61 100.00 100.00 100.00 100.00 90.78 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 99.45 100.00 100.00 90.00 93.00 100.00 85.99 100.00 100.00 60.00 100.00 100.00 Interest FRESH DAIRY PRODUCTS Danone GMBH DANONE GESMBH N.V DANONE SA DANONE SERDIKA DANONE DANONE SA DANONE CANARIES (ILTESA) DANONE FINLAND DANONE PRODUITS FRAIS DANSOURCE STONYFIELD FRANCE DANONE CHIQUITA JV IMMEDIA DANONE GREECE DANONE KFT DANONE LTD DANONE SPA DANONE DANONE BERKUT LLP DANONE NEDERLAND BV DANONE SP Z.O.O DANONE PORTUGAL SA DANONE A.S DANONE SRL DANONE LTD DANONE INDUSTRIA DANONE VOLGA DANONE ADRIATIC DANONE SPOL S.RO DANONE DANONE AB DANONE DANONE TIKVESLI DANONE DANONE DNIPRO (Ex RODICH) DANONE ARGENTINA DANONE LTDA DANONE CANADA DELISLE DANONE CHILE DANONE ALQUERIA DANNON COMPANY STONYFIELD FARM DANONE GUATEMALA DANONE DE MEXICO DERIVADOS LACTEOS DANONE (FORT MASSIS) DANONE SOUTHERN AFRICA LTD 100.00 100.00 100.00 100.00 100.00 57.81 45.38 100.00 100.00 100.00 100.00 51.00 51.00 100.00 100.00 100.00 100.00 50.94 45.85 100.00 100.00 55.80 100.00 100.00 100.00 50.94 46.25 100.00 100.00 100.00 100.00 100.00 100.00 50.94 50.94 99.45 100.00 100.00 90.00 93.00 100.00 84.96 100.00 100.00 60.00 100.00 100.00 DANONE - Registration Document 2010 111

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4 CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements Percent Main entities fully consolidated MAYO DANONE DJURDJURA ALGERIE ALSAFI DANONE COMPANY DANONE DAIRY EGYPT DANONE DAIRY FARM DANONE SAHAR DANONE CHINA DANONE KOREA DANONE INDIA PT DANONE DAIRY INDONESIA DANONE DANONE JAPAN (Ex CALPIS AJINOMOTO DANONE) DANONE DAIRY THAILAND DANONEBEL PROVIVA AB LUNNARPS AB DANONE MOZAMBIQUE LIMITADA SWIRL CO YOCREAM DANONE CIS HOLDINGS BV DAIRY JV (CIS) HOLDINGS (CYPRUS) LIMITED UNIMILK (1) (1) Includes several legal entities. Country South Africa Algeria Saudi Arabia Egypt Egypt Iran China South Korea India Indonesia Indonesia Japan Thailand Belarus Sweden Sweden Mozambique United States United States Netherlands Cyprus Russia Group’s control 70.00 100.00 50.10 100.00 100.00 70.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 99.99 51.00 100.00 100.00 94.67 100.00 87.79 58.03 98.20 Interest 70.00 100.00 50.10 100.00 100.00 70.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 50.94 50.99 50.99 99.00 94.67 94.67 87.79 50.94 50.03 112 Registration Document 2010 - DANONE

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CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements 4 Percent Main entities fully consolidated WATERS DANONE TESSALA BOISSONS AGUAS DANONE DE ARGENTINA DANONE WATER BRESIL (Ex ICOARA) DANONE WATERS OF AMERICA BONAFONT AGA PUREZA (1) CGA SALUS AQUARIUS DANONE PREMIUM BRANDS ROBUST DRINKING WATER (1) ROBUST (1) SHENZHEN HEALTH DRINKS (1) AQUA (PT TIRTA INVESTAMA) (1) DANONE WATERS DEUTSCHLAND DANONE WATER BENELUX AQUA D’OR AGUAS FONT VELLA Y LANJARON SA DES EAUX MINÉRALES D’ÉVIAN SEAT (SOCIETE D’EXPLOITATION D’ACTIVITES TOURISTIQUES) (2) VOLVIC ZYWIEC ZDROJ DANONE WATERS (UK & IRELAND) ÉVIAN VOLVIC SUISSE DANONE HAYAT WOMIR SPA DANONE NARANG BEVERAGES DAMAVAND Algeria Argentina Brazil United States Mexico Mexico Mexico Uruguay China China China China China Indonesia Germany Belgium Denmark Spain France France France Poland United Kingdom Switzerland Turkey Poland India Iran 100.00 100.00 100.00 100.00 100.00 50.00 100.00 94.11 50.00 100.00 92.00 92.00 100.00 74.00 100.00 100.00 90.00 94.42 100.00 100.00 100.00 100.00 100.00 99.67 100.00 100.00 51.00 69.98 100.00 100.00 100.00 100.00 100.00 50.00 100.00 94.11 50.00 100.00 92.00 92.00 100.00 74.00 100.00 100.00 90.00 78.71 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 51.00 70.00 Country Group’s control Interest (1) The consolidated company consists of several legal entities (2) SEAT operates the Evian casino. It is subject to the supervision of the French Ministry of the Interior and the regulations applicable to gaming activities in casinos. DANONE - Registration Document 2010 113

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4 CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements Percent Main entities fully consolidated BABY NUTRITION MILUPA GMBH (1) NUTRICIA GRUNDSTUCKSVERWALTUNGS GMBH CENTRAL LABORATORIES FRIEDRICHSDORF GMBH MILUPA GMBH N.V. NUTRICIA BELGIË (1) NUMIL NUTRICIÓN S.R.L. NUTRICIA BABY OY LTD BLEDINA NUMIL HELLAS S.A. (1) NUMIL HUNGARY TÁPSZERKERESKEDELNI KFT. (1) NUTRICIA IRELAND LTD. (1) MELLIN S.P.A. NUTRICIA KAZAKHSTAN LLP NUTRITIA SIA AMAIJA LATVIA (1) UAB NUTRICIA BALTICS (1) NUTRICIA NEDERLAND B.V. (1) NUTRICIA CUIJK B.V. NUTRICIA EXPORT B.V. DANONE BEHEER B.V. DANONE RESEARCH B.V. DANONE TRADING BV (1) NUTRICIA POLSKA SP. Z.O.O. (1) NUTRICIA ZAKLADY PRODUKCYNE SP. Z.O.O. MILUPA COMERCIAL S.A. (1) NUTRICIA DEVA A.S. NUTRICIA A.S. (1) MILUPA S.R.L. NUTRICIA LTD. (1) OJSC ISTRA NUTRICIA BABY FOOD MILUPA S.A. NUTRICIA SLOVAKIA S.R.O. (1) NUMIL TURKEY TRY (1) NUTRICIA UKRAINE LLC KASDORF SA NUTRICIA BAGO SA (1) SUPPORT PRODUTOS NUTRICIONAIS LTDA. (1) MASHHAD MILK POWDER INDUSTRIES COMPAGNY NUTRICIA AUSTRALIA PTY LTD. (1) NUTRICIA LTD. (NEW ZEALAND) (1) INTERNATIONAL NUTRITION CO. LTD. SHANGHAI PT SARI HUSADA PT NUTRICIA INDONESIA SEJAHTERA PT SUGIZINDO DUMEX (MALAYSIA) SDN. BHD. DUMEX LTD. THAILAND (1) DANONE VIETNAM COMPAGNY LTD DANONE BABY NUTRITION AFRICA & OVERSEAS (ex Heldinvest 4) DANONE FINANCIAL SERVICES SA (1) Belong to the Baby Nutrition and Medical Nutrition Divisions. Germany Germany Germany Austria Belgium Spain Finland France Greece Hungary Ireland Italy Kazakhstan Latvia Lithuania Netherlands Netherlands Netherlands Netherlands Netherlands Netherlands Poland Poland Portugal Czech Republic Czech Republic Romania United Kingdom Russia Switzerland Slovakia Turkey Ukraine Argentina Argentina Brazil Iran Australia New Zeland China Indonesia Indonesia Indonesia Malaysia Thailand Vietnam France Switzerland 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 99.96 100.00 100.00 100.00 100.00 100.00 99.69 100.00 100.00 100.00 100.00 100.00 51.00 100.00 60.00 100.00 100.00 100.00 99.97 100.00 100.00 100.00 98.91 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 50.00 49.98 100.00 100.00 100.00 100.00 100.00 99.69 100.00 100.00 100.00 100.00 100.00 51.00 100.00 60.00 100.00 100.00 100.00 99.97 100.00 99.97 100.00 98.91 100.00 100.00 100.00 Country Group’s control Interest 114 Registration Document 2010 - DANONE

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CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements 4 Percent Main entities fully consolidated LLC NUTRICIA RUSSIA (1) DANONE BABY NUTRITION COLOMBIA Country Russia Colombia Germany Austria Denmark Spain Finland France Italy Norway Netherlands United Kingdom Sweden Switzerland Colombia China United States United States Hong Kong Hong Kong Indonesia Mexico Argentina Group’s control 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 Interest 99.91 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 MEDICAL NUTRITION PFRIMMER NUTRICIA GMBH NUTRICIA NAHRUNGSMITTEL GMBH & CO AG NUTRICIA A/S NUTRICIA SRL NUTRICIA CLINICAL OY LTD. NUTRICIA NUTRITION CLINIQUE S.A.S. NUTRICIA ITALIA S.P.A. NUTRICIA NORGE AS NV NUTRICIA SCIENTIFIC HOSPITAL SUPPLIES INTERNATIONAL LTD NUTRICIA NORDICA AB NUTRICIA SA NUTRICIA COLOMBIA LTDA NUTRICIA PHARMACEUTICAL COMPANY WUXI NUTRICIA NORTH AMERICA INC. DANONE MEDICAL NUTRITION NORTH AMERICA, INC NUTRICIA CLINICAL LIMITED NUTRICIA CLINICAL LIMITED EXPORT PT NUTRICIA MEDICAL NUTRITION DANONE MEDICAL NUTRITION MEXICO S.A. de C.V. ADVANCED MEDICAL NUTRITION (1) Belong to the Baby Nutrition and Medical Nutrition Divisions. DANONE - Registration Document 2010 115

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4 CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements Percent Main entities fully consolidated HOLDING AND FINANCIAL COMPANIES DANONE AND CORPORATE FINANCE SERVICES CIE GERVAIS DANONE DANONE RESEARCH HOLDING INTERNATIONALE DE BOISSONS DANONE DAIRY AMERICAS DANONE DAIRY ASIA PRODUITS LAITIERS FRAIS EST EUROPE PRODUITS LAITIERS FRAIS NORD EUROPE PRODUITS LAITIERS FRAIS SUD EUROPE DANONE PENSIONS MANAGEMENT BIALIM BELGIQUE DANONE SERVICES BENELUX DANONE FINANCE INTERNATIONAL DANONE DANEMARK TRICAMP LACTEOS STONYFIELD EUROPE DANONE RE DANONE FINANCE NETHERLANDS DANONE HOLDINGS UK DANONE FOODS DANONE HOLDINGS DANONE WATER HOLDINGS INC. DANONE HOLDING DE MEXICO ASIA HOST DANONE ASIA PACIFIC MANAGEMENT CALVON DANONE ASIA DANONE ASIA HOLDINGS (Ex FEDDIAN) DANONE DAIRY INVESTMENTS INDONESIA DANONE PROBIOTICS FESTINE JINJA INVESTMENTS MYEN NOVALC INTERNATIONAL NUTRITION CO. LTD. A/S INC SHANGHAI (HOLDING) LTD. A/S COPENHAGEN DUMEX NUTRITION LTD. A/S NUTRICIA INFANT NUTRITION LTD. NUTRICIA INTERNATIONAL B.V. NUTRICIA POLAND B.V. DANONE BABY AND MEDICAL NUTRITION BV DANONE MEDICAL NUTRITION INTERNATIONAL BV DANONE MEDICAL NUTRITION HOLDING BV DANONE BABY AND MEDICAL NUTRITION NEDERLAND BV INFANT NUTRITION MANAGEMENT 1 BV France France France France France France France France France Germany Belgium Belgium Belgium Denmark Spain Ireland Luxemburg Netherlands United Kingdom United States United States United States Mexico China China Singapore Singapore Singapore Singapore Singapore Singapore Singapore Singapore Singapore Denmark Denmark Denmark Ireland Netherlands Netherlands Netherlands Netherlands Netherlands Netherlands Netherlands 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 50.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 96.99 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 50.00 100.00 100.00 100.00 100.00 100.00 Country Group’s control Interest 116 Registration Document 2010 - DANONE

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CONSOLIDATED FINANCIAL STATEMENTS Consolidated ﬁnancial statements and Notes to the consolidated ﬁnancial statements 4 Percent Main entities fully consolidated INFANT NUTRITION MANAGEMENT 2 BV INFANT NUTRITION MANAGEMENT 3 BV UK HOLDINGS CAP LTD. NUTRICIA (COW & GATE, MILUPA) HOLDINGS LTD. INTERNATIONAL NUTRITION CO PTE. LTD. NUTRICIA AMERICAS N.V. HELDINVEST 7 FERMINVEST IG DAIRY LATAM WATER LATAM PLF LICENSING SARL DANONE BABY AND MEDICAL HOLDING WINSTON HOLDINGS Country Netherlands Netherlands United Kingdom United Kingdom Singapore Netherlands Antilles France France Spain Spain Luxemburg France Singapore Group’s control 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 Interest 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 ENTITIES CONSOLIDATED AS ASSOCIATES Percent Entities FRESH DAIRY PRODUCTS GLENISK TOECA INTERNATIONAL COMPANY STRAUSS DAIRY CENTRALE LAITIÈRE STIAL/SOCOGES MICROPHARMA LIMITED GRAMEEN DANONE FOODS WEIGHT WATCHERS JV YAKULT DANONE INDIA YAKULT HONSHA YAKULT VIETNAM DANONE MURRAY GOULBURN PTY LIMITED Ireland Netherlands Israel Morocco Tunisia Canada Bangladesh Hong Kong India Japan Vietnam Australia Morocco Japan India Spain 36.90 49.00 20.00 84.32 50.00 26.85 21.43 49.00 50.00 20.02 20.00 50.00 29.99 25.00 29.99 49.00 35.79 49.00 20.00 30.71 50.00 26.85 21.43 49.00 50.00 20.02 20.00 50.00 29.99 25.00 29.99 49.00 Country Group’s control Interest WATERS SOTHERMA KIRIN MC DANONE WATERS NARANG ACCESS BISCUITS BAGLEY LATINO AMERICA DANONE - Registration Document 2010 117

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4 CONSOLIDATED FINANCIAL STATEMENTS Statutory Auditors’ report on the consolidated ﬁnancial statements 4.2 Statutory Auditors’ report on the consolidated ﬁnancial statements To the Shareholders, In compliance with the assignment entrusted to us by your General Meeting, we hereby report to you, for the year ended December 31, 2010, on: • the audit of the accompanying consolidated ﬁnancial statements of Danone; • the justiﬁcation of our assessments; • the speciﬁc veriﬁcation required by law. These consolidated ﬁnancial statements have been approved by the Board of Directors. Our role is to express an opinion on these consolidated ﬁnancial statements based on our audit. I. OPINION ON THE CONSOLIDATED FINANCIAL STATEMENTS We conducted our audit in accordance with professional standards applicable in France; those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated ﬁnancial statements are free of material misstatement. An audit involves performing procedures, using sampling techniques or other methods of selection, to obtain audit evidence about the amounts and disclosures in the consolidated ﬁnancial statements. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made, as well as the overall presentation of the consolidated ﬁnancial statements. We believe that the audit evidence we have obtained is sufﬁcient and appropriate to provide a basis for our audit opinion. In our opinion, the consolidated ﬁnancial statements give a true and fair view of the assets and liabilities and of the ﬁnancial position of the Group as at December 31, 2010 and of the results of its operations for the year then ended in accordance with International Financial Reporting Standards as adopted by the European Union. Without qualifying our opinion, we draw your attention to the matter set out in the Note 1.1 to the consolidated ﬁnancial statements regarding the change of accounting treatment relating to options granted to non-controlling interests. II. JUSTIFICATION OF ASSESSMENTS In accordance with the requirements of Article L. 823-9 of the French Commercial Code (Code de commerce) relating to the justiﬁcation of our assessments, we bring to your attention the following matters: • your Company is committed to acquiring the shares held by shareholders of certain consolidated subsidiaries, should the latter wish to exercise their put options. As mentioned above, the Note 1.1 to the consolidated ﬁnancial statements sets out the change of accounting treatment that occurred during the year regarding the presentation of these options. In the absence of any speciﬁc provision under IFRS as adopted by the European Union on this subject, we have veriﬁed that the accounting treatment applied was compliant with the general principles of these standards. Balance sheet corresponding information presented has been restated to take into account retrospectively the application of this new treatment. Consequently, corresponding information differs from the consolidated ﬁnancial statements published for the year 2009. As part of our assessment of accounting principles applied by your Company, we have reviewed the proper restatement of opening and closing balance sheets for the year 2009 and related information provided in the Note 1.1 to the consolidated ﬁnancial statements. We also reviewed the methods adopted by your Company for the valuation of the debt recorded in connection with these put options based on the information available to date. We have veriﬁed that Note 15 to the consolidated ﬁnancial statements contains appropriate information on these put options and the assumptions used by your Company; 118 Registration Document 2010 - DANONE

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CONSOLIDATED FINANCIAL STATEMENTS Statutory Auditors’ report on the consolidated ﬁnancial statements 4 • your Company performed at the closing date an impairment test on assets with an indeﬁnite useful life, and also assessed whether there was any indication of impairment of other long-term assets according to the conditions described in Notes 1.4 and 1.5 to the consolidated ﬁnancial statements. We have reviewed the conditions of implementation of this impairment test and of indication of impaired value, and veriﬁed that Notes 4 and 5 to the consolidated ﬁnancial statements give appropriate information, in particular in relation to sensitivity analysis. As indicated in Note 1.25 to the consolidated ﬁnancial statements, this impairment test is based on estimates that are by nature uncertain, and the realization of which is likely to postpone, possibly in a signiﬁcant way, forward-looking data that is used, notably in a context of economic and ﬁnancial volatility. These assessments were made as part of our audit of the consolidated ﬁnancial statements taken as a whole, and therefore contributed to the opinion we formed which is expressed in the ﬁrst part of this report. III. SPECIFIC VERIFICATION As required by law, we have also veriﬁed in accordance with professional standards applicable in France the information presented in the Group’s management report. We have no matters to report as to its fair presentation and its consistency with the consolidated ﬁnancial statements. Neuilly-sur-Seine, March 16, 2011 The Statutory Auditors PricewaterhouseCoopers Audit Étienne BORIS Philippe VOGT Ernst & Young et Autres Jeanne BOILLET Gilles COHEN DANONE - Registration Document 2010 119

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4 CONSOLIDATED FINANCIAL STATEMENTS Fees paid by the Group to the Statutory Auditors and members of their networks 4.3 Fees paid by the Group to the Statutory Auditors and members of their networks Analysis of fees (before tax) paid to the Group’s Statutory Auditors for services performed in 2009 and 2010: 2009 Pricewaterhouse Coopers (in € millions, except %) Audit Statutory audit, certiﬁcation, review of individual and consolidated ﬁnancial statements Issuer Fully-consolidated subsidiaries Other reviews and services directly related to the Statutory Auditors’ assignment (1) Issuer Fully-consolidated subsidiaries Other services rendered by the networks to the fully-consolidated subsidiaries Tax Total fees 2010 Pricewaterhouse Coopers Ernst & Young et Autres Amount % Amount % Mazars Amount % Amount % 4.8 76 2.8 97 3.9 56 2.7 91 0.8 4.0 0.9 13 63 14 0.6 2.2 0.1 21 76 3 0.7 3.2 2.5 10 46 35 0.5 2.2 0.2 17 74 6 0.5 0.4 0.6 8 6 10 0.1 – – 3 – – 1.7 0.8 0.6 24 11 9 0.0 0.2 0.1 0 6 3 0.6 6.3 10 100 – 2.9 – 100 – 7.0 0 100 – 2.9 0 100 (1) These reviews and services include due diligence services related to auditors’ mission related to business combinations for 0.15 million euros for Ernst & Young and 1.9 million euros for Pricewaterhouse Coopers. 120 Registration Document 2010 - DANONE

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5 FINANCIAL STATEMENTS OF THE PARENT COMPANY DANONE AND OTHER CORPORATE DOCUMENTS 5.1 Financial Statements of the parent company, Danone 5.4 122 122 123 Related Party Transactions 139 139 144 145 Related Party Transactions Other transactions Statutory Auditors’ report on related party agreements and commitments Income Statement Balance sheet 5.2 Notes to the Financial Statements of the parent company, Danone 124 Statutory Auditors’ report on the annual ﬁnancial statements 137 5.5 5.3 Information originating from third parties, expert opinions and declarations of interest 153 DANONE - Registration Document 2010 121

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5 FINANCIAL STATEMENTS OF THE PARENT COMPANY DANONE AND OTHER CORPORATE DOCUMENTS Financial Statements of the parent company, Danone 5.1 Financial Statements of the parent company, Danone Income Statement (In € millions) Net sales Other income Total operating income Personnel costs Other operating expenses Total operating expenses Net operating expenses Income from equity interests Interest and similar income Interest and similar expenses Other ﬁnancial income (expenses) Net financial income Income before non-recurring items and tax Net non-recurring income (expenses) Income tax NET INCOME Notes 2009 294 – 294 (181) (355) (536) (242) 1,222 11 (286) (4) 943 701 (250) 113 564 2010 347 1 348 (183) (307) (490) (142) 925 21 (231) 143 858 716 67 127 910 9 11 10 12 12 13 14 122 Registration Document 2010 - DANONE

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FINANCIAL STATEMENTS OF THE PARENT COMPANY DANONE AND OTHER CORPORATE DOCUMENTS Financial Statements of the parent company, Danone 5 Balance sheet ASSETS 2009 Depreciation, amortization and Net amount Gross amount provisions 18 6 16,234 1,037 17,271 17,295 1,065 133 1 1,199 21 18,515 48 24 17,300 1,963 19,263 19,335 140 513 653 66 20,054 (27) (18) (30) (30) (75) 2010 (In € millions) Intangible assets Tangible assets Equity interests Other long-term ﬁnancial assets Financial assets Non-current assets Receivables Marketable securities Cash and cash equivalents Current assets Deferrals and prepaid expenses TOTAL ASSETS Notes Net amount 21 6 17,270 1,963 19,233 19,260 140 513 653 66 19,979 3 4 5 (75) EQUITY AND LIABILITIES 2009 (In € millions) Share capital Additional paid-in capital Revaluation reserve Reserves Retained earnings Net income for the year Regulated provisions Equity Provisions for risks and liabilities Bonds Other ﬁnancial debt Other liabilities Deferrals and prepaid expenses TOTAL EQUITY AND LIABILITIES 2010 (before allocation) 162 3,424 4 3,781 3,745 910 12,026 3,281 2,680 1,963 29 19,979 Notes (after allocation) 162 3,392 4 3,781 3,713 18 11,070 6 2,924 2,006 2,507 2 18,515 (after allocation) 162 3,424 4 3,781 3,812 6 7 7 8 11,183 3,281 2,680 2,806 29 19,979 DANONE - Registration Document 2010 123

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5 FINANCIAL STATEMENTS OF THE PARENT COMPANY DANONE AND OTHER CORPORATE DOCUMENTS Notes to the Financial Statements of the parent company, Danone 5.2 Notes to the Financial Statements of the parent company, Danone SOMMAIRE DES NOTES ANNEXES NOTE 1 NOTE 2 NOTE 3 NOTE 4 NOTE 5 NOTE 6 NOTE 7 NOTE 8 NOTE 9 Highlights of the year Accounting principles Financial assets Receivables Marketable securities Equity Bonds and other ﬁnancial debt Other liabilities Operating income 125 125 127 127 127 128 128 128 129 129 130 NOTE 12 Net ﬁnancial income NOTE 13 Net non-recurring income (expenses) NOTE 14 Income tax NOTE 15 Financial situation and net debt NOTE 16 Off-balance sheet commitments NOTE 17 Related party transactions NOTE 18 Subsidiaries and afﬁliates as of December 31, 2010 NOTE 19 Securities held in portfolio as of December 31, 2010 NOTE 20 Financial results and other signiﬁcant information relating to the last ﬁve years 130 131 131 132 132 133 134 135 NOTE 10 Operating expenses NOTE 11 Compensation and personnel 136 124 Registration Document 2010 - DANONE

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FINANCIAL STATEMENTS OF THE PARENT COMPANY DANONE AND OTHER CORPORATE DOCUMENTS Notes to the Financial Statements of the parent company, Danone 5 NOTE 1 - Highlights of the year In 2010 Danone continued the debt restructuring program it began in 2009: Following this two-fold transaction, a net nominal amount of € 344 million of new debt was raised, the average maturity of the Company’s bonds was increased by 1.4 year and a major portion of the tranche maturing in May 2011 was pre-ﬁnanced. Following its assumption of the bond program in 2009 and the commercial paper program in 2010, both of which were previously undertaken by Danone Finance and guaranteed by the Company, Danone Finance transferred all its assets and liabilities to Danone on December 1, 2010. This global transfer of assets and liabilities was carried out on the basis of the carrying amounts of said assets and liabilities (see Note 12). In addition, under the terms of the authorization given by the Shareholders’ General Meeting of April 22, 2010, the Company repurchased 5,362,100 treasury shares. • the commercial paper program previously carried by Danone Finance and guaranteed by Danone is now carried by Danone; from the current historically low long-term interest rates, Danone carried out the following two-fold transaction on the euro bond markets in November 2010: • an issue of new bonds maturing in 2020, • an exchange offer of these newly-issued bonds for bonds previously issued and maturing in 2014 and 2015 (these tranches had already been the subject of a tender offer in 2009). • in order to extend the average maturity of its debt and beneﬁt NOTE 2 - Accounting principles The Company’s ﬁnancial statements are prepared in accordance with French statutory and regulatory provisions and generally accepted accounting principles. The main methods used are as follows: TANGIBLE AND INTANGIBLE ASSETS Tangible and intangible assets are valued at acquisition cost (including acquisition-related costs) and are amortized or depreciated on a straight-line basis according to their estimated use duration as follows: Buildings Fixtures and ﬁttings Other property, plant and equipment Software 15 to 20 years 8 to 10 years 4 to 10 years 1 to 3 years FINANCIAL ASSETS These are comprised of equity interests, the long-term possession of which is deemed to be useful for the Company’s activity, notably because it enables the Company to exercise an inﬂuence on or control over the issuing company. Investments that do not meet this deﬁnition are classiﬁed as other long-term ﬁnancial assets. Equity interests are recognized at acquisition cost, including acquisition-related costs, which are amortized over ﬁve years as of the date of acquisition. For tax purposes, these assets are subject to accelerated tax amortization rates. An impairment is recognized when the value in use of equity interests falls below their carrying value on a permanent basis. Value in use is determined on the basis of various criterias, including market value, expected proﬁtability and revalued equity. Impairments are recognized as other ﬁnancial income (expenses), with the exception of reversals of impairments in connection with investment disposals, which are recognized as non-recurring items. Results on the disposals of equity interests are recognized as non-recurring income (expenses). Other long-term ﬁnancial assets include the Danone shares held in connection with the authorizations given by the Shareholders’ General Meeting. DANONE - Registration Document 2010 125

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5 FINANCIAL STATEMENTS OF THE PARENT COMPANY DANONE AND OTHER CORPORATE DOCUMENTS Notes to the Financial Statements of the parent company, Danone DANONE TREASURY STOCK Repurchased DANONE shares are recognized at acquisition cost, excluding acquisition-related costs. Repurchased shares are recognized as ﬁnancial assets (when repurchased to be cancelled or in connection with corporate acquisitions) or as marketable securities (when repurchased to provide the shares required under stock option plans). An impairment provision is recorded for shares recognized as ﬁnancial assets that are not to be cancelled when their recoverable amount (assessed at the average rate for the last month of the ﬁscal year) falls below their carrying amount. In the case of treasury stock allocated to stock option plans, a provision for risks is recognized if the exercise price of the option set in the plan is lower than the acquisition price, to reﬂect the expense related to the likely exercise of the option. This provision is recalculated at every balance sheet date, based on the probability of the exercise of the option determined by the market price of Danone shares at that date. BONDS Bonds constitute amounts borrowed by Danone under the terms of its EMTN (Euro medium Term Note) program from the capital markets via public issuances and private placements, denominated in euros or foreign currencies. Bonds denominated in foreign currencies may be maintained in those currencies or swapped into euros. Bonds are recognized at their nominal value. Foreign currency bonds that are not swapped are converted at the closing exchange rate whereas foreign currency bonds that have been swapped continue to be converted at their historical exchange rate. DERIVATIVES Danone hedges part of its bonds denominated in foreign currencies by “cross currency swaps”. For each bond hedged, Danone applies hedge accounting, which involves recognizing at the historical rate (hedged rate resulting from the implementation of the cross currency swap) the interest relating to the bond and the cross currency swap. Since Danone is not ultimately exposed to foreign exchange risk on repayment of the bonds, said bonds are not revalued at the closing rate. Conversely, unhedged bonds are revalued at the closing rate at each balance sheet date. In addition, Danone Corporate Finance Services, a wholly-owned subsidiary, also carries out interest rate hedging transactions in respect of certain borrowings and commercial paper held by Danone SA. RECEIVABLES Receivables are stated at their nominal value. An impairment provision is recorded when the recoverable amount is less than the carrying amount. TRANSACTIONS IN FOREIGN CURRENCIES Expenses and income in foreign currencies are recorded at their exchange value in euros at the date of the transaction. Liabilities, receivables and cash denominated in foreign currencies are recorded in the balance sheet at their exchange value in euros at the year-end rate. The differences resulting from the translation of foreign currency liabilities and receivables at this latter rate are recorded in the balance sheet in the line items “Deferrals and prepaid expenses” and “Deferrals and accrued expenses.” A provision for risk is recognized for non-hedged unrealized exchange losses. PROVISIONS FOR RISKS AND LIABILITIES Provisions are recognized for identiﬁed risks and liabilities of uncertain timing or amount, when the Company has an obligation to a third party and it is certain or probable that this obligation will result in a net outﬂow of resources for the Company. Please refer to the paragraph headed “Danone treasury stock” for information concerning provisions against treasury stock. MARKETABLE SECURITIES The gross value of marketable securities corresponds to the acquisition cost excluding acquisition-related costs. When the market value of each category of securities of the same nature is lower than the acquisition cost, a provision for impairment is reco

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FINANCIAL STATEMENTS OF THE PARENT COMPANY DANONE AND OTHER CORPORATE DOCUMENTS Notes to the Financial Statements of the parent company, Danone 5 NOTE 3 - Financial assets in € millions As of December 31, 2009 16,264 131 900 6 (30) 17,271 Increases Decreases Reclassiﬁcations As of December 31, 2010 17,300 1,241 716 6 (30) 19,233 Equity interests Loans Treasury stock Other Provisions TOTAL (NET) 14,525 1,241 250 (13,489) (131) (434) 16,016 (13,620) (434) Detailed information about equity interests is provided under “Securities held in portfolio as of December 31, 2010” in Note 19. The main increases in equity interests were the acquisition of the Danone Finance International shares for € 2,012 million following the Danone Finance universal transfer of assets and liabilities, and the Danone Baby and Medical Holding shares for € 12,366 million, which represented remuneration for the contribution of the Danone Baby Medical and Nutrition BV shares to that same company. The main decreases in equity interests were the disposal of the Danone Finance shares for € 875 million following the Danone Finance universal transfer of assets and liabilities and the Danone Baby Medical and Nutrition BV shares contributed to Danone Baby and Medical Holdings for € 12,325 million. The main increase in loans relates to loans totaling € 1,013 million resulting from the Danone Finance universal transfer of assets and liabilities. The change in the treasury stock held by the Company corresponds to the repurchase of € 250 million of treasury stock under the terms of the authorization given by the Shareholders’ General Meeting of April 22, 2010 and the reclassiﬁcation as marketable securities of € 434 million of treasury stock covering stock option plans. NOTE 4 - Receivables This item includes mainly € 103 million of receivables (due within less than one year) owed by the Company’s subsidiaries and equity interests. The main change since 2009 corresponds to the cancellation of the € 967 million short-term intercompany loan attributed to Danone Finance in 2009, following the Danone Finance universal transfer of assets and liabilities on December 1, 2010. NOTE 5 - Marketable securities This item comprises 14,747,094 treasury shares with a value of € 493 million covering stock option plans, and investments made by the Company in the danone.communities fund. Danone. communities is an open-ended investment company, the aim of which is to ﬁnance certain social projects through an investment with a return that is very close to the money-market rate. The change in the value of treasury stock classiﬁed as marketable securities was due to the reclassiﬁcation from ﬁnancial assets of € 434 million of treasury stock allocated to stock option plans and a € 53 million reduction following the exercise of stock purchase options. DANONE - Registration Document 2010 127

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5 FINANCIAL STATEMENTS OF THE PARENT COMPANY DANONE AND OTHER CORPORATE DOCUMENTS Notes to the Financial Statements of the parent company, Danone NOTE 6 - Equity As of December 31, 2009 162 3,392 16 3,769 3,713 910 18 11,070 910 (18) 46 (In € millions) Issued capital Additional paid-in capital Legal reserve Other reserves Retained earnings Net income for the year Regulated provisions TOTAL EQUITY 2010 net income As of Other December 31, movements 2010 162 3,424 16 3,769 3,745 910 12,026 32 32 As of December 31, 2010, the Company’s issued capital consisted of 647,921,840 ordinary shares with a par value of € 0.25 NOTE 7 - Bonds and other ﬁnancial debt As of December 31, 2010, following the issues and exchanges carried out in 2010, bonds totaled € 3,281 million compared with € 2,924 million in 2009. Other ﬁnancial debt consisted mainly of a € 2,000 million medium-term loan from Danone Finance International and commercial paper with a nominal value of € 657 million. Of these bonds and other ﬁnancial debt, € 1,635 million matures in less than one year, € 3,587 million in one to ﬁve years, and € 739 million in more than ﬁve years. NOTE 8 - Other liabilities As of December 31, 2010, this item consisted primarily of the Company’s liabilities to subsidiaries and equity interests, including a € 1.7 billion short-term intercompany advance from Danone Finance International. In the balance sheet after allocation, this item also included the € 842 million dividend to be paid in respect of ﬁscal year 2010. It also comprised trade payables, which may be analyzed by due date as follows: < or equal to 30 days 10.4 (In € millions) As of December 31, 2010 Outstandings 25.3 Between 31 and 60 days 14.9 > 60 days – 128 Registration Document 2010 - DANONE

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FINANCIAL STATEMENTS OF THE PARENT COMPANY DANONE AND OTHER CORPORATE DOCUMENTS Notes to the Financial Statements of the parent company, Danone 5 It also comprised the following accrued charges: (In € millions) Services provided Personnel costs Social charges Tax liabilities Financial liabilities TOTAL As of December 31, 2009 As of December 31, 2010 89 58 9 2 2 160 59 64 11 3 2 139 The majority of other liabilities have a maturity of less than one year. NOTE 9 - Operating income Operating income mainly comprises the billing of direct and indirect subsidiaries for services rendered by the Company to those subsidiaries. It totaled € 348 million for the year ended December 31, 2010, compared with € 294 million for the year ended December 31, 2009. NOTE 10 - Operating expenses Operating expenses mainly include personnel costs, rental charges, and fees paid to external service providers, and totaled € 489 million for the year ended December 31, 2010, compared with € 536 million for the year ended December 31, 2009. DANONE - Registration Document 2010 129

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5 FINANCIAL STATEMENTS OF THE PARENT COMPANY DANONE AND OTHER CORPORATE DOCUMENTS Notes to the Financial Statements of the parent company, Danone NOTE 11 - Compensation and personnel COMPENSATION OF EMPLOYEES Gross employee compensation and the related social charges totaled € 183 million in 2010 (€ 181 million in 2009). COMPENSATION OF MEMBERS OF MANAGEMENT BODIES AND OF THE BOARD OF DIRECTORS The compensation of members of management and governance bodies amounted to € 16.7 million in 2010. The attendance fees paid to Directors amounted to € 0.5 million, gross, in 2010 and are recorded in the line item “Other operating expenses.” AVERAGE NUMBER OF EMPLOYEES DURING THE YEAR 2009 Number Executives Supervisors and technicians Clerical staff TOTAL 525 112 31 668 2010 Number 542 111 37 690 Percentage 79 17 4 100 Percentage 79 16 5 100 NOTE 12 - Net ﬁnancial income Financial income mainly comprises the dividends received from the Company’s equity interests. In 2010, these dividends amounted to € 925 million as against € 1,222 million in 2009. As a reminder, in 2009 Danone received non-recurring dividends following the disposals of the Wahaha subsidiaries and Frucor. Financial expenses include primarily interest payments of: • € 95 million on short- and medium-term loans from Danone Finance International; • € 134 million on bonds. Other ﬁnancial income (expenses) consists mainly of a € 144 million merger surplus following the global transfer of the assets and liabilities of Danone Finance to Danone on December 1, 2010. 130 Registration Document 2010 - DANONE

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FINANCIAL STATEMENTS OF THE PARENT COMPANY DANONE AND OTHER CORPORATE DOCUMENTS Notes to the Financial Statements of the parent company, Danone 5 Danone Finance’s balance sheet, consolidated into Danone SA’s ﬁnancial statements as of December 1, 2010, in consideration for the equity interests held by Danone SA in Danone Finance in the amount of € 875 million, was as follows: (In € millions) Assets Equity interests Other long-term ﬁnancial assets Receivables Deferrals and prepaid expense TOTAL ASSETS Liabilities excluding equity Other debts (1) TOTAL LIABILITIES EXCLUDING EQUITY (1) Including € 2,054 million of current account vis a vis Danone SA, which were set off at the time of the transfer. 2,057 2,057 2,012 1,013 42 9 3,076 NOTE 13 - Net non-recurring income (expenses) In 2010, net non-recurring income of € 67 million consisted mainly of € 42 million resulting from the recognition of a receivable arising from the carry back of prior year tax losses and of € 23 million relating to the write-back of accelerated tax amortization recognized in respect of the acquisition costs of Danone Baby and Medical Nutrition BV. The net non-recurring expense in 2009 consisted primarily of € 116 million in charges on the repurchase of bonds and € 100 million for the free and irrevocable capital contribution on creation of the “Danone Ecosystem Fund”. NOTE 14 - Income tax TAX GROUP Danone forms a tax group with the French subsidiaries in which it holds, directly or indirectly, a stake of more than 95%. The Company has signed an agreement covering the application conditions of the tax consolidation, in compliance with the rules set by the French tax authorities, with some of the companies that have opted for this regime. This agreement does not include the repayment by Danone to its consolidated subsidiaries of tax savings made as a result of the subsidiaries’ tax losses, if the latter should subsequently realize a taxable proﬁt or leave the tax group. Within the tax group, the subsidiaries recognize and pay their tax to Danone as if they were taxed separately. The tax saving is recognized by Danone. The tax credit recognized in the proﬁt and loss statement in 2010 mainly resulted from the excess tax paid by the proﬁt-making subsidiaries in relation to the tax charge resulting from the tax consolidation, for € 127 million, and adjustments of the tax charge from prior years. In accordance with the provisions of Article 39.4 of the French Tax Code (Code Général des Impôts – CGI), € 484,131 in respect of car depreciation and rental was disallowed for tax purposes in 2010. The application of Article 39.5 of the CGI did not result in any amounts being disallowed for tax purposes. DANONE - Registration Document 2010 131

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5 FINANCIAL STATEMENTS OF THE PARENT COMPANY DANONE AND OTHER CORPORATE DOCUMENTS Notes to the Financial Statements of the parent company, Danone The companies belonging to the tax group in 2010 were: Danone Corporate Finance Services Arcil Blédina Celaco Compagnie Gervais Danone Danone Produits Frais France Danone Dairy Asia Danone Baby Nutrition Africa and Overseas Danone Research Drinkco Et Votre Corps Sourit DanSource Health at Work Nutricia Nutrition Clinique sas Danone Holding Internationale de Boissons Menervag Danone Baby and Medical Holding Heldinvest 3 Produits Laitiers Frais Est Europe Produits Laitiers Frais Nord Europe Produits Laitiers Frais Sud Europe Société Anonyme des Eaux Minérales d’Evian Société des Eaux de Volvic Step St Just Stonyﬁeld France Nutricia France As of December 31, 2010, tax loss carry-forwards generated within the tax group in France amounted to € 539 million, compared to € 1,033 million as of December 31, 2009. The Company and its subsidiaries may be subject to tax audits. When it becomes apparent that Danone SA risks being the subject of a tax reassessment, the amount of said reassessment is estimated and a provision for risks and liabilities is recognized. Following the notiﬁcation of an audit received in December 2009, the French subsidiaries were audited by the tax authorities for the ﬁscal years 2006, 2007 and 2008. The ﬁndings of the audits ﬁnalized at the balance sheet date did not have a signiﬁcant impact on Danone SA’s ﬁnancial statements. Items likely to result in a reduction of future tax liabilities consist mainly of accrued charges. They totaled € 15 million and would therefore have an impact of € 5.2 million on future tax charges. NOTE 15 - Financial situation and net debt As of December 31, 2010, the Company’s net debt totaled approximately € 7.7 billion, corresponding to € 7.7 billion of ﬁnancial debt. Net debt increased by € 1.3 billion during the 2010 ﬁscal year, due mainly to the € 1.1 billion increase in a short-term loan from Danone Finance. NOTE 16 - Off-balance sheet commitments The Company or certain of its direct or indirect subsidiaries have undertaken to acquire the shares held by third-party shareholders in certain companies in which the Company has a direct or indirect stake, should such shareholders wish to exercise their put option. The exercise price of these options is generally based on the proﬁtability and ﬁnancial position of the company concerned at the exercise date of the put option. As of December 31, 2010, the ﬁnancial commitments given by the Company and all of its consolidated subsidiaries were estimated at € 3.9 billion. No signiﬁcant cash outﬂow is considered probable in the short term in respect of these options. As of December 31, 2010, rental commitments and commitments relating to purchases of services amounted to € 78.2 million and € 12.6 million, respectively. The Company is contractually committed to pay to the Fondation Danone a total of € 6.4 million over two years. Gross commitments relating to guaranteed supplementary retirement beneﬁts, valued using the actuarial method, amounted to approximately € 300 million as of December 31, 2010 and € 95 million after taking into account the funds’ available assets, compared with a net commitment of € 47 million as of December 31, 2009. 132 Registration Document 2010 - DANONE

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FINANCIAL STATEMENTS OF THE PARENT COMPANY DANONE AND OTHER CORPORATE DOCUMENTS Notes to the Financial Statements of the parent company, Danone 5 The € 48 million increase is attributable primarily to the fall in interest rates used for the actuarial calculations. More speciﬁcally, as regards the retirement plan reserved for certain Group executives, the Company’s net commitment amounted to € 76 million, i.e. a gross commitment of € 264 million and available assets of the fund totaling € 188 million. In addition, as of December 31, 2010, the total commitment by the Company in respect of executive directors and ofﬁcers’ (mandataires sociaux) retirement beneﬁts amounted to € 41.8 million. In addition, indemniﬁcation payments to members of the Executive Committee in certain cases where they cease their terms of ofﬁce or functions were set at twice the annual gross compensation (ﬁxed, variable, and in-kind) they received over the 12 months preceding the date on which they cease their functions and, in the case of the Company’s three executive directors and ofﬁcers, the Board of Directors decided on February 10, 2010 that the payment of these indemnities would be subject to the achievement of certain performance objectives. The Company negociated currency swaps to hedge its bonds denominated in foreign currencies, the currency swaps portfolio is broken down as follows: Nominal amount in thousand currency Currency swaps EUR/CHF Currency swaps EUR/CZK Currency swaps EUR/JPY 425,000 1,394,000 31,600,000 Nominal amount in thousand euros 260,736 47,274 192,918 Lastly, commitments received by the Company concern € 5 billion in available committed credit facilities. The Company and certain of its subsidiaries are parties to a variety of legal and arbitration proceedings arising in the ordinary course of business. Some of these proceedings involve claims for damages, and liabilities are provided for when a loss is probable and can be reliably estimated. NOTE 17 - Related party transactions As of December 31 (In € millions) Other receivables Other liabilities Financial liabilities Operating income Financial income TOTAL INCOME Operating expenses Financial expenses TOTAL EXPENSES 2009 1,030 1,515 2,007 280 1,230 1,510 (99) (148) (247) 2010 103 1,801 2,007 337 943 1,280 (80) (95) (175) DANONE - Registration Document 2010 133

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5 FINANCIAL STATEMENTS OF THE PARENT COMPANY DANONE AND OTHER CORPORATE DOCUMENTS Notes to the Financial Statements of the parent company, Danone NOTE 18 - Subsidiaries and afﬁliates as of December 31, 2010 Carrying value of shares held Guarantees and endorsements given by the Net Company Income or (loss) for last ﬁscal year (2) Dividends received by the Company during the ﬁscal year (In € millions) Capital (1) Other Percentage shareholders’ of capital Equity (1) (3) held (In %) Gross Sales for last ﬁscal year (2) Subsidiaries (at least 50% of the share capital held by the Company) French entities DANONE CORPORATE 142 57 100 179 FINANCE SERVICE CIE GERVAIS DANONE 843 1,074 100 510 DANONE BABY AND 12,369 4 100 12,366 MEDICAL HOLDING HOLDING 908 41 100 929 INTERNATIONALE DE BOISSONS Foreign entities DANONE SINGAPORE 218 23 61 159 HOLDINGS DANONE ASIA 741 (108) 71 651 DANONE SERVICES 181 270 100 400 BENELUX DANONE FINANCE 8 36 100 94 NETHERLANDS DANONE FINANCE 836 4,244 38 2,013 INTERNATIONAL Afﬁliates (at least 10% to 50% of the capital held by the Company) None 179 510 12,366 929 (4) 1,389 33 (5) 1 803 121 159 651 400 63 2,013 (2) 14 2 (1) 185 (1) The amounts relating to foreign companies are converted at the year-end rate. (2) The amounts relating to foreign companies are converted at the average rate for the year. (3) Excluding results for the year. 134 Registration Document 2010 - DANONE

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FINANCIAL STATEMENTS OF THE PARENT COMPANY DANONE AND OTHER CORPORATE DOCUMENTS Notes to the Financial Statements of the parent company, Danone 5 NOTE 19 - Securities held in portfolio as of December 31, 2010 Carrying amount as of December 31, 2010 (In € millions) 1. French holdings Danone Corporate Finance Services Compagnie Gervais Danone Danone Baby and Medical Holding Holding Internationale de Boissons Total French holdings 2. Foreign holdings Danone Singapore Holdings Danone Asia Danone Services Benelux Danone Finance Netherlands Danone Finance International Total foreign holdings Total equity interests 3. Long-term investments and other long-term ﬁnancial assets Treasury stock Total long-term investments and other long-term financial assets TOTAL Number of shares 8,874,994 33,440,080 12,369,171,227 57,835,571 179 510 12,366 929 13,984 159 651 400 63 2,013 3,286 17,270 716 716 17,986 144,830,596 701,114,726 72,464 800,000 4,034,154 16,326,858 DANONE - Registration Document 2010 135

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5 FINANCIAL STATEMENTS OF THE PARENT COMPANY DANONE AND OTHER CORPORATE DOCUMENTS Notes to the Financial Statements of the parent company, Danone NOTE 20 - Financial results and other signiﬁcant information relating to the last ﬁve years 2006 Capital at balance sheet date Share capital (in €) Number of shares issued Operations and results for the year (in € millions) Net sales Income before taxes, amortization, depreciation and provisions Income tax (proﬁt) Income after taxes, amortization, depreciation and provisions Earnings distributed Earnings per share (in €) Income after taxes, but before amortization, depreciation and provisions Income after taxes, amortization, depreciation and provisions Dividend paid per share Personnel Average number of employees for the year Payroll expenses (In € millions) Beneﬁts paid (social security, social beneﬁt schemes, etc.) (In € millions) (1) Includes notably the impact of the capital increase of June 25, 2009. (2) The stock underwent a 2:1 split in June 2007. 2007 (2) 2008 2009 2010 130,432,373 260,864,746 228 394 226 874 522 2.38 3.35 2.00 673 99 50 128,212,865 512,851,460 290 3,843 230 4,046 564 7.94 7.89 1.10 692 131 55 128,450,536 161,747,713 (1) 513,802,144 646,990,850 (1) 305 (501) 131 850 617 (0.72) 1.65 1.20 661 114 54 294 472 113 564 776 0.90 0.87 1.20 668 121 60 161,980,460 647,921,840 347 791 126 910 842 1.42 1.40 1.30 690 123 60 136 Registration Document 2010 - DANONE

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FINANCIAL STATEMENTS OF THE PARENT COMPANY DANONE AND OTHER CORPORATE DOCUMENTS Statutory Auditors’ report on the annual ﬁnancial statements 5 5.3 Statutory Auditors’ report on the annual ﬁnancial statements To the Shareholders, In compliance with the assignment entrusted to us by your General Meeting, we hereby report to you, for the year ended December 31, 2010, on: • the audit of the accompanying ﬁnancial statements of Danone SA; • the justiﬁcation of our assessments; • the speciﬁc veriﬁcations and information required by law. These ﬁnancial statements have been approved by the Board of Directors. Our role is to express an opinion on these ﬁnancial statements based on our audit. I. OPINION ON THE FINANCIAL STATEMENTS We conducted our audit in accordance with professional standards applicable in France; those standards require that we plan and perform the audit to obtain reasonable assurance about whether the ﬁnancial statements are free of material misstatement. An audit involves performing procedures, using sampling techniques or other methods of selection, to obtain audit evidence about the amounts and disclosures in the ﬁnancial statements. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made, as well as the overall presentation of the ﬁnancial statements. We believe that the audit evidence we have obtained is sufﬁcient and appropriate to provide a basis for our audit opinion. In our opinion, the ﬁnancial statements give a true and fair view of the assets and liabilities and of the ﬁnancial position of the Company as at December 31, 2010 and of the results of its operations for the year then ended in accordance with French accounting principles. II. JUSTIFICATION OF ASSESSMENTS In accordance with the requirements of Article L. 823-9 of the French Commercial Code (Code de commerce) relating to the justiﬁcation of our assessments, we bring to your attention the following matters: • equity interests are recorded as assets in your Company’s balance sheet for a book value of € 17,270 million. Note 2 to the ﬁnancial statements describes the methods adopted for accounting for these shares as well as the methods used to calculate impairment losses. We performed sample tests to conﬁrm that these methods were applied correctly and we reviewed the methods used to determine the amount of the impairment losses. We have assessed the data and assumptions on which these estimates are based, that are uncertain by nature, and the realization of which is likely to postpone, possibly in a signiﬁcant way, forward-looking data that are used; • as stated in Note 16 to the ﬁnancial statements, your Company or certain of its direct or indirect subsidiaries have undertaken to acquire the shares held by third-party shareholders in certain companies in which your Company has a direct or indirect stake, should such shareholders wish to exercise their put option. We reviewed the methods used by your Company to calculate these ﬁnancial commitments based on the information currently available. We have assessed the data and assumptions on which these estimates are based and the resulting valuations. These assessments were made as part of our audit of the ﬁnancial statements taken as a whole, and therefore contributed to the opinion we formed which is expressed in the ﬁrst part of this report. DANONE - Registration Document 2010 137

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5 FINANCIAL STATEMENTS OF THE PARENT COMPANY DANONE AND OTHER CORPORATE DOCUMENTS Statutory Auditors’ report on the annual ﬁnancial statements III. SPECIFIC VERIFICATIONS AND INFORMATION We have also performed, in accordance with professional standards applicable in France, the speciﬁc veriﬁcations required by French law. We have no matters to report as to the fair presentation and the consistency with the ﬁnancial statements of the information given in the management report of the Board of Directors and in the documents addressed to shareholders with respect to the ﬁnancial position and the ﬁnancial statements. Regarding the information provided in accordance with the requirements of Article L. 225-102-1 of the French Commercial Code (Code de commerce) relating to remunerations and beneﬁts granted to the directors and ofﬁcers (mandataires sociaux) and any other commitments made in their favor, we have veriﬁed its consistency with the ﬁnancial statements, or with the underlying information used to prepare these ﬁnancial statements and, where applicable, with the information obtained by your Company from companies controlling your Company or controlled by it. Based on this work, we attest the accuracy and fair presentation of this information. In accordance with French law, we have veriﬁed that the required information concerning the identity of the shareholders and holders of the voting rights has been properly disclosed in the management report. Neuilly-sur-Seine, March 16, 2011 The Statutory Auditors PricewaterhouseCoopers Audit Ernst & Young et Autres Étienne BORIS Philippe VOGT Jeanne BOILLET Gilles COHEN 138 Registration Document 2010 - DANONE

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FINANCIAL STATEMENTS OF THE PARENT COMPANY DANONE AND OTHER CORPORATE DOCUMENTS Related Party Transactions 5 5.4 Related Party Transactions Related Party Transactions (Pursuant to Article L. 225-38 of the French Commercial Code) The following related party transactions, which the Company entered into during the previous ﬁscal years, continued to apply during 2010. 1. At its July 21, 2004 meeting, the Board of Directors, pursuant to the Nomination and Compensation Committee’s proposal, updated the conditions under which the employment agreements of Franck RIBOUD and Jacques VINCENT would be resumed (it being speciﬁed that such employment agreements were suspended on August 26, 1994 when they were appointed as executive directors and ofﬁcers (mandataires sociaux) of the Company) assuming that their term of ofﬁce had ended, for whatever reason, and established that: • the amount of time during which they have exercised their duties as executive directors and ofﬁcers for the beneﬁt of the Company will be entirely taken into account with respect to seniority and their resulting rights within the framework of their employment agreement; • the Company undertakes to offer them a position involving duties comparable to those currently exercised by the members of the Company’s Executive Committee; • the annual compensation that will be paid out to them cannot be less than the total annual average compensation (gross base salary, beneﬁts in kind, and bonus of any type) allocated to all members of the Executive Committee during the twelve months preceding the resumption of their employment agreement; • they will beneﬁt from the Company’s deﬁned beneﬁt pension plan based on their seniority as a corporate ofﬁcer and their seniority under the employment agreement. Jacques VINCENT exercised his right to receive retirement benefits effective April 1, 2010 as part of his retirement. His employment agreement was therefore terminated as of that date. 2. At its February 14, 2007 meeting, the Board of Directors renewed the € 500 million authorization allowing the Company to act as guarantor for various ﬁnancial transactions conducted by Danone Finance, one of the Group’s specialized ﬁnance companies. Said authorization was amended by the February 10, 2010 Board of Directors’ meeting to include ﬁnancial transactions carried out by its subsidiary Danone Corporate Finance Services (formerly known as Alfabanque). This amendment was approved by the Company’s Shareholders’ General Meeting on April 22, 2010. This guarantee was extinguished on November 30, 2010 with respect to Danone Finance as part of the subsidiary’s dissolution without liquidation (through the global transfer of assets and liabilities to the Company) and it was maintained unchanged with respect to Danone Corporate Finance Services. To date, this guarantee has never been used. 3. At its April 26, 2007 meeting, the Board of Directors of the Company, within the framework of the danone.communities project, authorized the signing of a cooperation agreement established between the Company, the danone.communities open-ended investment company (Société d’Investissement à Capital Variable – SICAV), the danone.communities venture capital fund (Fonds Commun de Placements à Risques – FCPR), and companies of the Crédit Agricole Group (namely Ideam and Crédit Agricole Private Equity, respectively management companies for the SICAV and the FCPR, it being speciﬁed that as of the date of this meeting, Jean LAURENT, Director of the Company, was also the Chairman of the Board of Directors of Calyon, a subsidiary of the Crédit Agricole Group). This agreement governs the relations among the Company and other entities that have taken part in the danone.communities project, and in particular provides for the subscription of shares of the SICAV by the Company for a maximum amount of € 20 million, as well as the annual ﬁnancial contribution by the Company of a maximum amount of € 1.5 million for the ﬁrst ﬁscal

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5 FINANCIAL STATEMENTS OF THE PARENT COMPANY DANONE AND OTHER CORPORATE DOCUMENTS Related Party Transactions 4. At its October 19, 2007 meeting, the Board of Directors authorized the Company to grant a collateral security to the beneﬁt of its subsidiaries Danone Finance, Danone Finance International (and all other direct or indirect subsidiaries that would become additional borrowers to the credit agreement entered into by the Company on December 7, 2007) with respect to all of their ﬁnancial commitments in principal, interest, and accessory payments and, more generally with respect to any payments due in their capacity as additional borrowers, and up to a limit of a maximum principal amount of € 4 billion. This bank credit consists of two tranches, the ﬁrst of € 2.3 billion having expired in December 2010 and the second for € 1.7 billion that expires in December 2012. In 2010, this guarantee was utilized in the average amount of € 11,890,411, which generated interest income for the Company of € 11,890.41. This guarantee was terminated as of October 22, 2010 with respect to Danone Finance (as it was no longer a party to the bank credit) and was maintained unchanged with respect to Danone Finance International. 5. At its February 10, 2010 meeting, the Company’s Board of Directors amended the authorization allowing the Company to guarantee its subsidiary Danone Finance, in connection with the issue of commercial paper, for a total maximum amount of € 3 billion, covering the principal amount and any interest, costs, disbursements and incidental expenses related to said amounts (in 2010, this guarantee was utilized in the average amount of € 918,944,116, providing the Company with interest income totaling € 918,944.12), to include its subsidiary Danone Finance International. On October 22, 2010, Danone Finance ended its commercial paper program, with the program taken over exclusively by the Company as of that date. As this guarantee toward Danone Finance no longer served any purpose, it expired as of the same date. 6. The Board of Directors’ meeting of February 13, 2008 conﬁrmed the commitment the Company undertook with respect to each of the four executive directors and ofﬁcers relative to the payment of a pension under the deﬁned beneﬁt pension plan in the form of an annuity (with a reversion option), calculated based on the following elements: • the basis of calculation for the retirement guarantee corresponds to the average of annual base salaries and bonuses for the last three years of activity within the Group. The length of service taken into account would include the period corresponding to the term of corporate ofﬁce; • in the event of retirement without satisfying the conditions necessary for obtaining the full rate with respect to the social security pension, a reduction of 1.25% per quarter between the age at which the person retired and the age at which he would have received his full rate social security pension will be applied to this annuity; • the amount of the annuity that would be paid to Franck RIBOUD and Jacques VINCENT would correspond to 2% of this calculation basis per year of seniority (this amount will however be subject to a ceiling of 65% of this calculation basis), minus the full amount of pension rights that Franck RIBOUD and Jacques VINCENT are entitled to and have acquired over the course of their professional careers, including the supplementary pension plan fully funded by the Company; • the amount of the annuity that would be paid to Emmanuel FABER and Bernard HOURS would correspond to (i) 1.5% per year of seniority (including the period corresponding to the term of ofﬁce) of this calculation basis, for the tranche located between 3 and 8 French Social Security ceiling levels (3 et 8 plafonds de la Sécurité Sociale), and (ii) 3% per year of seniority (including the period corresponding to the term of ofﬁce) of this calculation basis, for the tranche that is higher than these 8 ceiling levels (th

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FINANCIAL STATEMENTS OF THE PARENT COMPANY DANONE AND OTHER CORPORATE DOCUMENTS Related Party Transactions 5 • the Company undertakes to offer them a position involving duties comparable to those currently exercised by the members of the Company’s Executive Committee; • the annual compensation that will be paid out to them cannot be less than the total annual average compensation (gross base salary, beneﬁts in kind, and bonus of any type) allocated to all members of the Executive Committee during the twelve months preceding the resumption of their employment agreement; • they will beneﬁt from the Company’s deﬁned beneﬁt pension plan based on their seniority as a corporate ofﬁcer and their seniority under the employment agreement; • the contractual indemnity due in the event of a breach in the employment agreement will be cancelled. 8. The Board of Directors’ meeting of February 13, 2008 approved the principle and methods for the rights to an indemnity for each of the Company’s four directors and ofﬁcers. The Board of Directors’ meeting of February 10, 2010 amended the indemniﬁcation rights of Franck RIBOUD, Chairman and Chief Executive Ofﬁcer, Emmanuel FABER, Deputy General Manager, and Bernard HOURS, Deputy General Manager, in certain events involving the termination of their term of ofﬁce, it being specified that Jacques VINCENT exercised his rights to retirement benefits effective April 1, 2010 and that for Bernard HOURS, the renewal of these conditions under strictly identical terms has been decided by the Board of Directors of February 14, 2011 and is submitted to the approval of the Shareholders’ General Meeting of April 28, 2011. These amendments were approved at the Company’s April 22, 2010 Shareholders’ General Meeting in accordance with the following conditions: (i) Amount of the indemnity described in the previous paragraph shall apply on the basis of an estimated amount of Indemnity for Breach of the Employment Agreement on the date the person concerned ceases to hold a corporate ofﬁce, in which case the performance conditions taken into consideration to calculate the estimated amount of the part of the Indemnity for Breach of the Employment Agreement corresponding to length of service shall also be assessed on said date. (ii) In the event of payment of the Indemnity The Indemnity will be due to the person concerned only in the event that his term of ofﬁce is terminated by the Board of Directors, regardless of the form of such termination, including dismissal or the non-renewal of his term of ofﬁce (but excluding serious misconduct (faute grave), i.e. extremely serious misconduct which precludes any continuation of the term of ofﬁce, or gross negligence (faute lourde), i.e. extremely gross negligence committed by the person with the intention of harming the Company), and subject to the performance conditions being met. Termination of a term of ofﬁce in this context includes, in particular, the consequence of a change of strategy or of control (change of control means all changes in the Company’s legal position resulting from any merger, restructuring, disposal, takeover bid or exchange offer, following which a shareholder, whether an individual or corporate body, acting alone or in concert, directly or indirectly holds more than 50% of the Company’s capital or voting rights). In addition, no payment will be due under the Indemnity if the person concerned, as of the date on which his term of ofﬁce ceases, is able to claim his retirement rights in accordance with the terms and conditions stipulated by the pension plans. Given the automatic resumption of the employment agreement of the person concerned in the event of the termination of his term of ofﬁce as an executive director and ofﬁcer, the Indemnity will also be due if the person concerned ceases to carry out his duties under said employment agreement or resigns from his salaried position within the three months following the date on which his term of ofﬁce as an

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5 FINANCIAL STATEMENTS OF THE PARENT COMPANY DANONE AND OTHER CORPORATE DOCUMENTS Related Party Transactions On the basis of a report drawn up by a ﬁnancial adviser, the Board of Directors must speciﬁcally announce its decision as to whether said performance conditions have been met within three months following the date on which the term of ofﬁce of the executive director and ofﬁcer ceases. To ensure the comparability of the CICAs used, it is speciﬁed that: • in the event of the absence or delayed publication of audited accounting or ﬁnancial data for one Panel member, the Board of Directors will, exceptionally, have the option of excluding this member from the Panel; • in the event of the absence or delayed publication of audited accounting or ﬁnancial data for several Panel members, the Board of Directors will make a decision based on the last audited ﬁnancial statements published by the Panel members and by Danone over the last ﬁve ﬁscal years for which ﬁnancial statements have been published for all Panel members and for Danone. In addition, it is speciﬁed that the Board of Directors may exclude a Panel member in the event of the purchase, absorption, dissolution, merger or change of activity of a Panel member, subject to the overall consistency of the sample being maintained. The Board of Directors will determine for the Reference Period the median of the Panel CICAs (i.e. the central value of the CICAs of the Panel separating the CICAs of the Panel into two equal units), as well as the value corresponding to the ﬁrst quartile of the CICAs of the Panel (i.e. the value below which 25% of the CICAs of the Panel are situated). Over the Reference Period: • if the Group’s CICA is equal to or greater than the median Panel CICA, the person concerned will be allocated 100% of the amount of the Indemnity; • if the Group’s CICA is greater than or equal to the ﬁrst quartile and lower than the median of the Panel CICA, the person concerned will be allocated 50% of the Indemnity; • if the Group’s CICA is lower than the ﬁrst quartile of the Panel CICA, no Indemnity will be paid to the person concerned. Each time the term of ofﬁce of the executive director and ofﬁcer concerned is renewed, these performance conditions as well as, where relevant, the composition of the Panel, will be reviewed by the Board of Directors and, where relevant, amended to take into account changes to the Company and its sectors of activity. (iv) Payment of the Indemnity Shareholders’ General Meeting of April 22, 2010. These agreements were therefore amended in order that: • the Indemnity for Breach of the Employment Agreement is (i) subject to a limit of two years’ ﬁxed and variable gross compensation and (ii) in the event of the payment of both the Indemnity for Breach of the Employment Agreement and the indemnity due in certain instances of the termination of the term of ofﬁce of an executive director and ofﬁcer, included in an overall limit, also subject to a limit of two years’ ﬁxed and variable gross compensation, applicable to all termination indemnities paid in respect of a term of ofﬁce or an employment agreement; • the portion of the Indemnity for Breach of the Employment Agreement corresponding to the seniority acquired in respect of the term of ofﬁce of the person concerned is subject to the same performance conditions as the indemnity due in certain instances of the termination of the term of ofﬁce of the executive director and ofﬁcer, and • in the event only of the termination of his term of ofﬁce caused by a change of control, the person concerned may, provided he is not guilty of serious misconduct or gross negligence, request the cancellation of his employment agreement in the form of lay-off within three months from the date of the termination of his term of ofﬁce as a executive director and ofﬁcer (i.e. the date on which his employment agreement is resumed). In the event of the amendment of the performance conditions applicable to the indemni

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FINANCIAL STATEMENTS OF THE PARENT COMPANY DANONE AND OTHER CORPORATE DOCUMENTS Related Party Transactions 5 10. At its April 22, 2010 meeting, the Board of Directors authorized as part of an internal restructuring transaction the contribution in-kind of the ownership interest held by the Company in its subsidiary Danone Baby and Medical Nutrition BV, representing 99.99% of that subsidiary’s capital, to Danone Baby and Medical Holding SAS, based on the net carrying amount of the Danone Baby and Medical Nutrition BV securities as recognized in the Company’s own ﬁnancial statements as of December 31, 2009, i.e. € 12,324,935,533. As consideration for this contribution, Danone Baby and Medical Holding SAS issued and attributed to the Company 12,324,985,533 of its shares with a par value of € 1. 11. At its February 14, 2011 meeting, the Board of Directors decided, concurrent with the renewal of the term of ofﬁce of Bernard HOURS subject to approval by the April 28, 2011 Shareholders’ General Meeting, to renew his right to indemniﬁcation in certain cases involving the termination of his term of ofﬁce (which had been determined by the February 10, 2010 Board of Directors’ meeting and approved by the April 22, 2010 Shareholders’ General Meeting) on terms strictly identical to those currently in effect, namely: (i) Amount of the Indemnity (ii) In the event of payment of the Indemnity The Indemnity will be due to the person concerned only in the event that his term of ofﬁce is terminated by the Board of Directors, regardless of the form of such termination, including dismissal or the non-renewal of his term of ofﬁce (but excluding serious misconduct (faute grave), i.e. extremely serious misconduct which precludes any continuation of the term of ofﬁce, or gross negligence (faute lourde), i.e. extremely gross negligence committed by the person concerned with the intention of harming the Company), and subject to the performance conditions being met. Termination of a term of ofﬁce in this context includes, in particular, the consequence of a change of strategy or of control (change of control means all changes in the Company’s legal position resulting from any merger, restructuring, disposal, takeover bid or exchange offer, following which a shareholder, whether an individual or corporate body, acting alone or in concert, directly or indirectly holds more than 50% of the Company’s capital or voting rights). In addition, no payment will be due under the Indemnity if the person concerned, as of the date on which his term of ofﬁce ceases, is able to claim his retirement rights in accordance with the terms and conditions stipulated by the pension plans. Given the automatic resumption of the employment agreement of the person concerned in the event of the termination of his term of ofﬁce as an executive director and ofﬁcer, the Indemnity will also be due if the person concerned ceases to carry out his duties under said employment agreement or resigns from his salaried position within the three months following the date on which his term of ofﬁce as an executive director and ofﬁcer came to an end due to a change of control. (iii) Performance conditions governing payment of the Indemnity The amount paid under the Indemnity will be based on: a) the average organic growth in the Danone group’s sales (the “Group CICA”) over the ﬁve ﬁscal years preceding the date of termination of the term of ofﬁce of the executive director and ofﬁcer (the “Reference Period”); and the average organic growth in the sales generated by the Panel members (the “Panel CICA”), over the Reference period. The person concerned will receive, by way of indemnity (the “Indemnity”) and subject to performance conditions, an amount equal to twice the gross annual compensation (comprising both ﬁxed and variable compensation) received in respect of his term of ofﬁce for the twelve months preceding the date on which said term of ofﬁce ceased. The total of (i) the Indemnity for Breach of

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5 FINANCIAL STATEMENTS OF THE PARENT COMPANY DANONE AND OTHER CORPORATE DOCUMENTS Related Party Transactions To ensure the comparability of the CICAs used, it is speciﬁed that: • in the event of the absence or delayed publication of audited accounting or ﬁnancial data for one Panel member, the Board of Directors will, exceptionally, have the option of excluding this member from the Panel; • in the event of the absence or delayed publication of audited accounting or ﬁnancial data for several Panel members, the Board of Directors will make a decision based on the last audited ﬁnancial statements published by the Panel members and by Danone over the last ﬁve ﬁscal years for which ﬁnancial statements have been published for all Panel members and for Danone. In addition, it is speciﬁed that the Board of Directors may exclude a Panel member in the event of the purchase, absorption, dissolution, merger or change of activity of a Panel member, subject to the overall consistency of the sample being maintained. The Board of Directors will determine for the Reference Period the median of the Panel CICAs (i.e. the central value of the CICAs of the Panel separating the CICAs of the Panel into two equal units), as well as the value corresponding to the ﬁrst quartile of the CICAs of the Panel (i.e. the value below which 25% of the CICAs of the Panel are situated). Over the Reference Period: • if the Group’s CICA is equal to or greater than the median Panel CICA, the person concerned will be allocated 100% of the amount of the Indemnity; • if the Group’s CICA is greater than or equal to the ﬁrst quartile and lower than the median of the Panel CICA, the person concerned will be allocated 50% of the Indemnity; • if the Group’s CICA is lower than the ﬁrst quartile of the Panel CICA, no Indemnity will be paid to the person concerned. Each time the term of ofﬁce of the executive director and ofﬁcer concerned is renewed, these performance conditions as well as, where relevant, the composition of the Panel, will be reviewed by the Board of Directors and, where relevant, amended to take into account changes to the Company and its sectors of activity. (iv) Payment of the Indemnity The amount of the Indemnity will be paid within 30 days following the date of the Board of Directors’ meeting which will decide whether the performance conditions governing payment of the Indemnity have been met. Under the employment agreement of Bernard HOURS, amended by authorization of the Board of Directors of February 10, 2010, the performance conditions applicable to the portion of the Indemnity for Breach of the Employment Agreement corresponding to the seniority acquired under his term of ofﬁce will be automatically modiﬁed by the approval of this agreement. These transactions are described in the Statutory Auditors’ special report (see below). Other transactions The Company has entered into intra-group agreements with its subsidiaries and afﬁliates relative to transactions in the ordinary course of business. Generally speaking, these agreements relate to the sale and purchase of products, the supply of remunerated administrative services pursuant to agreements on management fees, such as treasury and ﬁnancing management services, as well as on the licensing of intangible rights. These agreements are still in force and were concluded under normal conditions, in accordance with the Company’s commercial practices. No loans or guarantees have been granted or constituted by the Company or its subsidiaries for the beneﬁt of the members of the Executive Committee. 144 Registration Document 2010 - DANONE

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FINANCIAL STATEMENTS OF THE PARENT COMPANY DANONE AND OTHER CORPORATE DOCUMENTS Related Party Transactions 5 Statutory Auditors’ report on related party agreements and commitments To the Shareholders, In our capacity as Statutory Auditors of your Company, we hereby report on certain related party agreements and commitments. We are required to inform you, on the basis of the information provided to us, of the terms and conditions of those agreements and commitments indicated to us, or that we may have identiﬁed in the performance of our engagement. We are not required to comment as to whether they are beneﬁcial or appropriate or to ascertain the existence of any such agreements and commitments. It is your responsibility, in accordance with Article R. 225-31 of the French Commercial Code (Code de commerce), to evaluate the beneﬁts resulting from these agreements and commitments prior to their approval. In addition, we are required, where applicable, to inform you in accordance with Article R. 225-31 of the French Commercial Code concerning the implementation, during the year, of the agreements and commitments already approved by the General Meeting of Shareholders. We performed those procedures which we considered necessary to comply with professional guidance issued by the French Institute of Statutory Auditors (Compagnie nationale des Commissaires aux Comptes) relating to this type of engagement. These procedures consisted in verifying that the information provided to us is consistent with the documentation from which it has been extracted. 1. AGREEMENTS AND COMMITMENTS SUBMITTED FOR APPROVAL BY THE GENERAL MEETING OF SHAREHOLDERS Agreements and commitments authorized during the year In accordance with Article L. 225-40 of the French Commercial Code, we have been advised of the following related party agreements and commitments which received prior authorization from your Board of Directors. 1.1 With Danone Baby and Medical Holding S.A.S., held at 100% by your Company Nature and purpose In-kind contribution, as part of an internal restructuring transaction, of the ownership interest held by your Company in its subsidiary Danone Baby and Medical Nutrition BV to Danone Baby and Medical Holding SAS. Conditions At its April 22, 2010 meeting, the Board of Directors authorized the in-kind contribution of the ownership interest held by your Company in its subsidiary Danone Baby and Medical Nutrition BV, representing 99.99% of that subsidiary’s capital, to Danone Baby and Medical Holding SAS, based on the net carrying amount of the Danone Baby and Medical Nutrition BV securities as recognized in your Company’s own ﬁnancial statements as of December 31, 2009, i.e. € 12,324,935,533. As consideration for this contribution, Danone Baby and Medical Holding S.A.S. issued and attributed to your Company 12,324,985,533 of its shares with a par value of € 1. Agreements and commitments authorized after closing We have been advised of the following related party agreements and commitments which received prior authorization from your Board of Directors after closing. 1.2 With Bernard HOURS, Deputy General Manager of your Company Nature and purpose Renewal of Bernard HOURS’ right to indemnification in certain cases involving the termination of his term of office on terms strictly identical to those currently in effect, as part of the renewal of his term of office subject to approval by the April 28, 2011 Shareholders’ General Meeting. DANONE - Registration Document 2010 145

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5 FINANCIAL STATEMENTS OF THE PARENT COMPANY DANONE AND OTHER CORPORATE DOCUMENTS Related Party Transactions Conditions At its February 14, 2011 meeting, the Board of Directors decided, concurrent with the renewal of Bernard HOURS’ term of ofﬁce subject to approval by the April 28, 2011 Shareholders’ General Meeting, to renew his right to indemniﬁcation in certain cases involving the termination of his term of ofﬁce which had been determined by the February 10, 2010 Board of Directors’ meeting and approved by the April 22, 2010 Shareholders’ General Meeting, on terms strictly identical to those currently in effect, namely: (i) Amount of the Indemnity The person concerned will receive, by way of indemnity (the “Indemnity”) and subject to performance conditions, an amount equal to twice the gross annual compensation (comprising both ﬁxed and variable compensation) received in respect of his term of ofﬁce for the twelve months preceding the date on which said term of ofﬁce ceased. The total of (i) the Indemnity for Breach of the Employment Agreement (the portion of said indemnity corresponding to the length of service acquired in respect of the term of ofﬁce being also subject to performance conditions) and (ii) the Indemnity, must not exceed twice the gross annual compensation (comprising both ﬁxed and variable compensation) received in respect of his term of ofﬁce for the twelve months preceding the date on which said term of ofﬁce ceased. Any amounts exceeding said upper limit will be deducted in priority from the Indemnity and then, where relevant, from the portion of the Indemnity for Breach of the Employment Agreement subject to performance conditions and corresponding to the length of service acquired in respect of the term of ofﬁce. In the event the employment agreement is terminated after the date on which the Board of Directors decides whether the performance conditions have been met, the procedure described in the previous paragraph shall apply on the basis of an estimated amount of Indemnity for Breach of the Employment Agreement on the date the person concerned ceases to hold a corporate ofﬁce, in which case the performance conditions taken into consideration to calculate the estimated amount of the part of the Indemnity for Breach of the Employment Agreement corresponding to length of service shall also be assessed on said date. (ii) In the event of payment of the Indemnity The Indemnity will be due to the person concerned only in the event that his term of ofﬁce as an executive director and ofﬁcer is terminated by the Board of Directors, regardless of the form of such termination, including dismissal or the non-renewal of his term of ofﬁce (but excluding serious misconduct, i.e. extremely serious misconduct which precludes any continuation of the term of ofﬁce, or gross negligence, i.e. extremely gross negligence committed by the person concerned with the intention of harming the Company), and subject to the performance conditions being met. Termination of a term of ofﬁce in this context includes, in particular, the consequence of a change of strategy or of control (change of control means all changes in the Company’s legal position resulting from any merger, restructuring, disposal, takeover bid or exchange offer, following which a shareholder, whether an individual or corporate body, acting alone or in concert, directly or indirectly holds more than 50% of the Company’s capital or voting rights). In addition, no payment will be due under the Indemnity if the person concerned, as of the date on which his term of ofﬁce as an executive director and ofﬁcer ceases, is able to claim his retirement rights in accordance with the terms and conditions stipulated by the pension plans. Given the automatic resumption of the employment agreement of the person concerned in the event of the termination of his term of ofﬁce as an executive director and ofﬁcer, the Indemnity will also be due if the person concerned ceases to carry

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FINANCIAL STATEMENTS OF THE PARENT COMPANY DANONE AND OTHER CORPORATE DOCUMENTS Related Party Transactions 5 To ensure the comparability of the CICAs used, it is speciﬁed that: • in the event of the absence or delayed publication of audited accounting or ﬁnancial data for one Panel member, the Board of Directors will, exceptionally, have the option of excluding this member from the Panel; • in the event of the absence or delayed publication of audited accounting or ﬁnancial data for several Panel members, the Board of Directors will make a decision based on the last audited ﬁnancial statements published by the Panel members and by Danone over the last ﬁve ﬁscal years for which ﬁnancial statements have been published for all Panel members and for Danone. In addition, it is speciﬁed that the Board of Directors may exclude a Panel member in the event of the purchase, absorption, dissolution, merger or change of activity of a Panel member, subject to the overall consistency of the sample being maintained. The Board of Directors will determine for the Reference Period the median of the Panel CICAs (i.e. the central value of the CICAs of the Panel separating the CICAs of the Panel into two equal units), as well as the value corresponding to the ﬁrst quartile of the CICAs of the Panel (i.e. the value below which 25% of the CICAs of the Panel are situated). Over the Reference Period: • if the Group’s CICA is equal to or greater than the median Panel CICA, the person concerned will be allocated 100% of the amount of the Indemnity; • if the Group’s CICA is greater than or equal to the ﬁrst quartile and lower than the median of the Panel CICA, the person concerned will be allocated 50% of the Indemnity; • if the Group’s CICA is lower than the ﬁrst quartile of the Panel CICA, no Indemnity will be paid to the person concerned. Each time the term of ofﬁce of the executive director and ofﬁcer concerned is renewed, these performance conditions as well as, where relevant, the composition of the Panel, will be reviewed by the Board of Directors and, where relevant, amended to take into account changes to the Company and its sectors of activity. (iv) Payment of the Indemnity The amount of the Indemnity will be paid within 30 days following the date of the Board of Directors’ meeting which decides whether the performance conditions governing payment of the Indemnity have been met. Under the employment agreement of Bernard HOURS, amended by authorization of the Board of Directors of February 10, 2010, the performance conditions applicable to the portion of the Indemnity due for Breach of the Employment Agreement corresponding to the seniority acquired under his term of ofﬁce will be automatically modiﬁed by the approval of this agreement (please refer to paragraph 2.2.3). 2. AGREEMENTS AND COMMITMENTS ALREADY APPROVED BY THE GENERAL MEETING OF SHAREHOLDERS 2.1 Agreements and commitments approved in prior years 2.1.1 Whose implementation continued during the year In accordance with Article R. 225-30 of the French Commercial Code, we have been advised that the implementation of the following agreements and commitments which were approved by the General Meeting of Shareholders in prior years continued during the year. 2.1.1.1 Cooperation agreement Companies concerned Danone, SICAV danone.communities, FCPR danone.communities, companies of the Crédit Agricole Group Nature, purpose and conditions At its April 26, 2007 meeting, the Board of Directors, within the framework of the danone.communities project, authorized the signing of a cooperation agreement established between your Company, the danone.communities open-ended investment company (SICAV), the danone.communities venture capital fund (FCPR), and companies of the Crédit Agricole Group (namely Ideam and Crédit Agricole Private Equity, respectively management companies for the SICAV and the FCPR), it being speciﬁed that as of the date of this meeting, Jean LAURENT, Director of your Company, was als

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5 FINANCIAL STATEMENTS OF THE PARENT COMPANY DANONE AND OTHER CORPORATE DOCUMENTS Related Party Transactions The Board of Directors’ meeting of February 10, 2010 thereby authorized your Company’s annual ﬁnancial contribution for 2010 to a maximum of € 4 million. Franck RIBOUD and Emmanuel FABER abstained from voting on this matter, as both are Directors of the danone. communities SICAV. Your Company’s total ﬁnancial contributions toward projects for 2010 reached € 3.96 million. The Board of Directors’ meeting of February 14, 2011 maintained your Company’s annual ﬁnancial contribution at a maximum of € 4 million. Franck RIBOUD and Emmanuel FABER abstained from voting on this matter, as both are Directors of the danone.communities SICAV. 2.1.1.2 Guarantees and securities granted Companies concerned Danone Finance and Danone Finance International. Nature, purpose and conditions At its October 19, 2007 meeting, the Board of Directors authorized your Company to grant a collateral security to the beneﬁt of its subsidiaries Danone Finance, Danone Finance International (and all other direct or indirect subsidiaries that would become additional borrowers to the credit agreement entered into by your Company on December 7, 2007) with respect to all of their ﬁnancial commitments in principal, interests, and accessory payments and, more generally, with respect to any payments due in their capacity as additional borrowers under the credit agreement of December 7, 2007, and up to a limit of a maximum principal amount of € 4 billion. This bank credit consists of two tranches, the ﬁrst of € 2.3 billion having expired in December 2010 and the second for € 1.7 billion that expires in December 2012. In 2010, this guarantee was utilized in the average amount of € 11,890 thousand, which generated interest income for your Company of € 12 thousand. This guarantee was rescinded as of October 22, 2010 with respect to Danone Finance (as it was no longer a party to the bank credit) and was maintained unchanged with respect to Danone Finance International. 2.1.1.3 Commitments with respect to the Chairman and Chief Executive Ofﬁcer and the Deputy General Managers relative to the payment of a pension under the deﬁned beneﬁt pension plan Persons concerned Franck RIBOUD (Chairman and Chief Executive Ofﬁcer), Emmanuel FABER (Deputy General Manager), Bernard HOURS (Deputy General Manager) and Jacques VINCENT (Deputy General Manager) Nature, purpose and conditions The Board of Directors’ meeting of February 13, 2008 conﬁrmed the commitment your Company undertook with respect to each of the four executive directors and ofﬁcers relative to the payment of a pension under the deﬁned beneﬁt pension plan in the form of an annuity (with a reversion option), calculated based on the following elements: • the basis of calculation for the retirement guarantee corresponds to the average of annual base salaries and bonuses for the last three years of activity within the Group. The length of service taken into account would include the period corresponding to the term of corporate ofﬁce; • in the event of retirement without satisfying the conditions necessary for obtaining the full rate with respect to the social security pension, a reduction of 1.25% per quarter between the age at which the person retired and the age at which he would have received his full rate social security pension will be applied to this annuity; • the amount of the annuity that would be paid to Franck RIBOUD and Jacques VINCENT would correspond to 2% of this calculation basis per year of seniority (this amount will however be subject to a ceiling of 65% of this calculation basis), minus the full amount of pension rights that Franck RIBOUD and Jacques VINCENT are entitled to and have acquired over the course of their professional careers, including the supplementary pension plan fully funded by your Company; • the amount of the annuity that would be paid to Emmanuel FABER and Bernard HOURS would corresp

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FINANCIAL STATEMENTS OF THE PARENT COMPANY DANONE AND OTHER CORPORATE DOCUMENTS Related Party Transactions 5 These agreements were maintained in 2010 and were not utilized, with the exception of the one involving Jacques VINCENT, who exercised his rights to retirement beneﬁts effective April 1, 2010. The annuity which has been paid to him during the 2010 ﬁscal year with respect to this agreement is included in the total amount paid by your Company to the members of the Board of Directors for their past functions in the Group for € 1.3 million in 2010. 2.1.2 Which were not implemented during the year In addition, we have been advised that the following agreements and commitments which were approved by the General Meeting of Shareholders in prior years were not implemented during the year. 2.1.2.1 Commitments with respect to the Chairman and Chief Executive Ofﬁcer and the Deputy General Managers relative to the conditions under which their employee agreements would be resumed following the expiration of their term of corporate ofﬁce Persons concerned Franck RIBOUD (Chairman and Chief Executive Ofﬁcer) and Jacques VINCENT (Deputy General Manager) Nature, purpose and conditions At its July 21, 2004 meeting, the Board of Directors, pursuant to the Nomination and Compensation Committee’s proposal, updated the conditions under which the employment agreements of Franck RIBOUD and Jacques VINCENT would be resumed (it being speciﬁed that such employment agreements were suspended on August 26, 1994 when they were appointed as executive directors and ofﬁcers of your Company), assuming that their term of ofﬁce had ended, for whatever reason, and established that: • the amount of time during which they have exercised their duties as executive directors and ofﬁcers for the beneﬁt of your Company will be entirely taken into account with respect to seniority and their resulting rights within the framework of their employment agreement; • your Company undertakes to offer them a position involving duties comparable to those currently exercised by the members of your Company’s Executive Committee; • the annual compensation that will be paid out to them cannot be less than the total annual average compensation (gross base salary, beneﬁts in kind, and bonus of any type) allocated to all members of the Executive Committee during the twelve months preceding the resumption of their employment agreement; • they will beneﬁt from your Company’s deﬁned beneﬁt pension plan based on their seniority as a corporate ofﬁcer and their seniority under the employment agreement. Jacques VINCENT exercised his right to receive retirement beneﬁts effective April 1, 2010 as part of his retirement. His employment agreement was therefore terminated as of that date. Persons concerned Emmanuel FABER (Deputy General Manager) and Bernard HOURS (Deputy General Manager) Nature, purpose and conditions The Board of Directors’ meeting of February 13, 2008 authorized an amendment to the employment agreements concluded with Emmanuel FABER and Bernard HOURS, for the purpose of determining the conditions under which their respective employment agreements would be resumed (it being speciﬁed that such employment agreements were suspended when they were appointed as executive directors and ofﬁcers of your Company), assuming that their term of ofﬁce had ended, for whatever reason. This amendment provides both executives, in an identical way, with the assurance that: • the amount of time during which they have exercised their duties as executive directors and ofﬁcers for the beneﬁt of your Company will be entirely taken into account with respect to seniority and to their resulting rights within the framework of their employment agreement; • your Company undertakes to offer them a position involving duties comparable to those currently exercised by the members of the Company’s Executive Committee; beneﬁts in kind, and bonus of any type) allocated to all members of the Executive Committee d

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5 FINANCIAL STATEMENTS OF THE PARENT COMPANY DANONE AND OTHER CORPORATE DOCUMENTS Related Party Transactions 2.2.1 Guarantees and securities granted Companies concerned Danone Finance and Danone Corporate Finance Services (formerly known as Alfabanque) Nature, purpose and conditions At its February 10, 2010 meeting, the Board of Directors amended the previous agreement authorized by the February 14, 2007 Board of Directors meeting, allowing your Company to act as guarantor for various ﬁnancial transactions conducted by Danone Finance up to a maximum amount of € 500 million, to include ﬁnancial transactions carried out by its subsidiary Danone Corporate Finance Services. This guarantee was extinguished on November 30, 2010 with respect to Danone Finance as part of the subsidiary’s dissolution without liquidation (through the universal transfer of assets and liabilities to your Company) and it was maintained unchanged with respect to Danone Corporate Finance Services. To date, this guarantee has never been used. Companies concerned Danone Finance and Danone Finance International Nature, purpose and conditions At its February 10, 2010 meeting, the Board of Directors amended the authorization allowing your Company to guarantee its subsidiary Danone Finance, in connection with the issue of commercial paper, for a total maximum amount of € 3 billion, covering the principal amount and any interest, costs, disbursements and incidental expenses related to said amounts, to include its subsidiary Danone Finance International. In 2010, this guarantee was utilized in the average amount of € 918,944 thousand, providing your Company with interest income totaling € 919 thousand. On October 22, 2010, Danone Finance ended its commercial paper program, with the program taken over exclusively by your Company as of that date. As this guarantee towards Danone Finance no longer served any purpose, it expired as of the same date. 2.2.2 Commitment with regard to the Chairman and Chief Executive Ofﬁcer and the Deputy General Managers relative to the conditions applicable to indemnities paid to them in certain cases of termination of their respective terms of corporate ofﬁce Persons concerned Franck RIBOUD (Chairman and Chief Executive Ofﬁcer), Emmanuel FABER (Deputy General Manager) and Bernard HOURS (Deputy General Manager), it being speciﬁed that Jacques VINCENT exercised his right to receive retirement beneﬁts effective April 1, 2010 and that for Bernard HOURS, the renewal of these conditions under identical terms has been decided by the Board of Directors of February 14, 2011 and is submitted to the approval of the General Meeting of April 28, 2011 (refer to paragraph 1.2 of this report). Nature, purpose and conditions The Board of Directors’ meeting of February 10, 2010 amended the principle and methods for the right to an indemnity for each of the Company’s three executive ofﬁcers and directors authorized by the Board of Directors’ meeting of February 13, 2008 in accordance with the following conditions: (i) Amount of the Indemnity The person concerned will receive, by way of indemnity (the “Indemnity”) and subject to performance conditions, an amount equal to twice the gross annual compensation (comprising both ﬁxed and variable compensation) received in respect of his term of ofﬁce for the twelve months preceding the date on which said term of ofﬁce ceased. The total of (i) the Indemnity for Breach of the Employment Agreement (the portion of said indemnity corresponding to the length of service acquired in respect of the term of ofﬁce being also subject to performance conditions) and (ii) the Indemnity, must not exceed twice the gross annual compensation (comprising both ﬁxed and variable compensation) received in respect of his term of ofﬁce for the twelve months preceding the date on which said term of ofﬁce ceased. Any amounts exceeding said upper limit will be deducted in priority from the Indemnity and then, where relevant, from the portio

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FINANCIAL STATEMENTS OF THE PARENT COMPANY DANONE AND OTHER CORPORATE DOCUMENTS Related Party Transactions 5 (ii) In the event of payment of the Indemnity The Indemnity will be due to the person concerned only in the event that his term of ofﬁce is terminated by the Board of Directors, regardless of the form of such termination, including dismissal or the non-renewal of his term of ofﬁce (but excluding serious misconduct, i.e. extremely serious misconduct which precludes any continuation of the term of ofﬁce, or gross negligence, i.e. extremely gross negligence committed by the person with the intention of harming the Company), and subject to the performance conditions being met. Termination of a term of ofﬁce in this context includes, in particular, the consequence of a change of strategy or of control (change of control means all changes in the Company’s legal position resulting from any merger, restructuring, disposal, takeover bid or exchange offer, following which a shareholder, whether an individual or corporate body, acting alone or in concert, directly or indirectly, holds more than 50% of your Company’s capital or voting rights). In addition, no payment will be due under the Indemnity if the person concerned, as of the date on which his term of ofﬁce ceases, is able to claim his retirement rights in accordance with the terms and conditions stipulated by the pension plans. Given the automatic resumption of the employment agreement of the person concerned in the event of the termination of his term of ofﬁce as an executive director and ofﬁcer, the Indemnity will also be due if the person concerned ceases to carry out his duties under said employment agreement or resigns from his salaried position within the three months following the date on which his term of ofﬁce as an executive director and ofﬁcer came to an end due to a change of control. (iii) Performance conditions governing payment of the Indemnity The amount paid under the Indemnity will be based on: a) the average organic growth in the Danone group’s sales (the “Group CICA”) over the ﬁve ﬁscal years preceding the date of termination of the term of ofﬁce of the executive director and ofﬁcer (the “Reference Period”); and b) the average organic growth in the sales generated by the Panel members (the “Panel CICA”), over the Reference period. The Group and Panel CICAs are both calculated at constant scope and exchange rates. The Panel consists of seven leading international groups in the food sector: Kellogg Company, Unilever N.V., Nestlé, Kraft Foods Inc., Pepsi Co. Inc., The Coca-Cola Company and General Mills. On the basis of a report drawn up by a ﬁnancial adviser, the Board of Directors must speciﬁcally announce its decision as to whether said performance conditions have been met within three months following the date on which the term of ofﬁce of the executive director and ofﬁcer ceases. To ensure the comparability of the CICAs used, it is speciﬁed that: • in the event of the absence or delayed publication of audited accounting or ﬁnancial data for one Panel member, the Board of Directors will, exceptionally, have the option of excluding this member from the Panel; • in the event of the absence or delayed publication of audited accounting or ﬁnancial data for several Panel members, the Board of Directors will make a decision based on the last audited ﬁnancial statements published by the Panel members and by Danone over the last ﬁve ﬁscal years for which ﬁnancial statements have been published for all Panel members and for Danone. In addition, it is speciﬁed that the Board of Directors may exclude a Panel member in the event of the purchase, absorption, dissolution, merger or change of activity of a Panel member, subject to the overall consistency of the sample being maintained. The Board of Directors will determine for the Reference Period the median of the Panel CICAs (i.e. the central value of the CICAs of the Panel separating the CICAs of the Panel into two

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5 FINANCIAL STATEMENTS OF THE PARENT COMPANY DANONE AND OTHER CORPORATE DOCUMENTS Related Party Transactions 2.2.3 Amendments made to the suspended employment agreements of the Chairman and Chief executive Ofﬁcer and of the Deputy General Managers Persons concerned Franck RIBOUD (Chairman and Chief Executive Ofﬁcer), Emmanuel FABER (Deputy General Manager) and Bernard HOURS (Deputy General Manager). Nature, purpose and conditions The Board of Directors’ meeting of February 10, 2010 amended the suspended employment agreements of aforementioned persons, in order that, for each of them: • the Indemnity for Breach of the Employment Agreement is (i) subject to a limit of two years’ ﬁxed and variable gross compensation and (ii) in the event of the payment of both the Indemnity for Breach of the Employment Agreement and the indemnity due in certain instances of the termination of the term of ofﬁce of an executive director and ofﬁcer, included in an overall limit, also subject to a limit of two years’ ﬁxed and variable gross compensation, applicable to all termination indemnities paid in respect of a term of ofﬁce or an employment agreement; • the portion of the Indemnity for Breach of the Employment Agreement corresponding to the seniority acquired in respect of the term of ofﬁce of the person concerned is subject to the same performance conditions as the indemnity due in certain instances of the termination of the term of ofﬁce of the executive director and ofﬁcer; and • in the event only of the termination of his term of ofﬁce caused by a change of control, the person concerned may, provided he is not guilty of serious misconduct or gross negligence, request the cancellation of his employment agreement in the form of lay-off within three months from the date of the termination of his term of ofﬁce as a executive director and ofﬁcer (i.e. the date on which his employment agreement is resumed). In the event of the amendment of the performance conditions applicable to the indemnity due in certain instances of the termination of the term of ofﬁce of an executive director and ofﬁcer, the performance conditions applicable to the portion of the Indemnity for Breach of the Employment Agreement corresponding to the seniority acquired in respect of the term of ofﬁce will be automatically amended. It is speciﬁed that with respect to Bernard HOURS, the performance conditions applicable to the portion of Indemnity for Breach of the Employment Agreement corresponding to the seniority acquired in respect of the term of ofﬁce will be automatically modiﬁed in case of approval by the General Meeting of April 28, 2011 of the indemnity conditions due in certain instances of the termination of the term of ofﬁce of an executive director and ofﬁcer, these conditions being renewed under identical terms (refer to paragraph 1.2 of this report). The portion of the Indemnity for Breach of the Employment Agreement which is subject to performance conditions and which corresponds to the seniority acquired in respect of the term of ofﬁce will be subject to the agreement of the Board of Directors and the approval of the shareholders on each occasion the term of ofﬁce is renewed. In addition, the non-compete clause included in the suspended employment agreements of Emmanuel FABER and Bernard HOURS was amended such that it can only be exercised by your Company and result in the payment of consideration in the event of the resignation of either of the directors concerned. Neuilly-sur-Seine, March 16, 2011 The Statutory Auditors PricewaterhouseCoopers Audit Ernst & Young et Autres Étienne BORIS Philippe VOGT Jeanne BOILLET Gilles COHEN 152 Registration Document 2010 - DANONE

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FINANCIAL STATEMENTS OF THE PARENT COMPANY DANONE AND OTHER CORPORATE DOCUMENTS Information originating from third parties, expert opinions and declarations of interest 5 5.5 Information originating from third parties, expert opinions and declarations of interest Nil. DANONE - Registration Document 2010 153

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5 FINANCIAL STATEMENTS OF THE PARENT COMPANY DANONE AND OTHER CORPORATE DOCUMENTS 154 Registration Document 2010 - DANONE

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6 CORPORATE GOVERNANCE 6.1 Board of Directors 156 156 157 158 159 6.7 Organization of the Board of Directors Composition of the Board of Directors Rules of independence of the members of the Board of Directors Rules of Procedure of the Board of Directors Conditions of preparation and organization of the work of the Board of Directors Application of the AFEP-MEDEF Corporate Governance Code for listed companies Other information Information on transactions concluded with members of Administrative, Management and Surveillance bodies 171 172 6.8 6.9 160 6.2 Audit Committee 163 163 163 164 172 Composition of the Audit Committee Audit Committee Rules of Procedure Activity of the Audit Committee in 2010 6.10 Compensation and beneﬁts paid to executive directors and ofﬁcers 172 Compensation policy for executive directors and ofﬁcers Compensation for 2010 Compensation for 2009 Stock options, Group Performance Shares granted to Corporate Ofﬁcers Retirement Obligations Transactions performed in 2010 on Company shares by the corporate ofﬁcers and members of the Executive Committee at December 31, 2010 172 175 177 178 179 6.3 Nomination and Compensation Committee 165 Composition of the Nomination and Compensation Committee 165 Rules of procedure of the Nomination and Compensation Committee Activity of the Nomination and Compensation Committee 165 166 180 6.4 Social Responsibility Committee 168 168 168 169 Composition of the Social Responsibility Committee Rules of Procedure of the Social Responsibility Committee Activity of the Social Responsibility Committee 6.11 Internal control General organization of internal control Danone’s overall internal control procedure Internal control procedure for the preparation and processing of Danone’s ﬁnancial and accounting information Statutory Auditors’ report 181 181 183 6.5 Powers of the Chief Executive Ofﬁcer Executive Committee 170 171 186 188 6.6 DANONE - Registration Document 2010 155

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6 CORPORATE GOVERNANCE Board of Directors 6.1 Board of Directors Organization of the Board of Directors The administration of the Company is entrusted to a Board of Directors. Each Director must hold at least 4,000 shares, and such shares must be held in registered form. The term of ofﬁce of the Directors is set in the Company’s by-laws at three years and may be renewed, it being speciﬁed that the current term of ofﬁce of any natural person acting as a Director expires, automatically, following the Shareholders’ Meeting that has deliberated on the ﬁnancial statements of the previous ﬁscal year and held in the year during which this Director has reached or will reach the age of 70 years. However, at the Shareholders’ Meeting’s discretion, this age limit shall not apply to one or more Directors who may remain in ofﬁce or who may be re-appointed, provided the number of Directors concerned by this provision does not exceed one-quarter of the Directors in ofﬁce. With respect to the staggering of all the Directors’ terms of ofﬁce, their regular renewal by the shareholders is facilitated, on the one hand, by a relatively short term set in the by-laws of three years, and, on the other hand, by a staggering of the expiry dates of the various terms of ofﬁce, which enables the Shareholders’ Meeting to decide each year on several terms of ofﬁce (as the current composition of the Board stands, four terms are to be renewed at the Shareholders’ General Meeting called to approve the ﬁnancial statements for 2010, six at the Shareholders’ General Meeting called to approve the ﬁnancial statements for 2011, and two at the Shareholders’ General Meeting called to approve the ﬁnancial statements for 2012). 156 Registration Document 2010 - DANONE

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CORPORATE GOVERNANCE Board of Directors 6 Composition of the Board of Directors The 14 members of the Board of Directors, as of February 28, 2011, are as follows: End date of term Start date (date of Shareholders’ of Director’s term General Meeting) 1992 2002 2005 2002 1970 2003 2010 1985 2005 2003 1981 2003 2009 1997 2013 2013 2014 (4) 2014 (4) 2011 2012 2014 (4) 2012 2012 2012 2011 2012 2012 2014 (4) Name Franck RIBOUD Emmanuel FABER (2) Bernard HOURS (2) Bruno BONNELL (3) Michel DAVID-WEILL (5) Richard GOBLET D’ALVIELLA (3) Yoshihiro KAWABATA (6) Christian LAUBIE (3) Jean LAURENT (3) Hakan MOGREN (3) Jacques NAHMIAS (3) (7) Benoît POTIER (3) Guylaine SAUCIER (3) Jacques VINCENT (8) Age 55 47 54 52 78 62 62 72 66 66 63 53 64 64 Principal occupation (1) Chairman and Chief Executive Ofﬁcer of Danone Deputy General Manager of Danone Deputy General Manager of Danone Chairman of Sorobot SAS Chairman of the Supervisory Board of Eurazeo Vice-Chairman of the Board of Directors and Managing Director of Soﬁna SA Senior Managing Director and Head of International Business Division of Yakult Honsha Co., Ltd. Member of the Board of Auditors (Collège du Haut Conseil du Commissariat aux Comptes) Chairman of the Board of Directors of Foncière des Régions Company Director Chief Executive Ofﬁcer of Pétrofrance SA Chairman and Chief Executive Ofﬁcer of L’Air Liquide SA Company Director Chairman of Compassionart (1) All terms and roles occupied by each Director are detailed in the Notes to the Registration Document (see paragraph 11.2). (2) Emmanuel FABER and Bernard HOURS (for Mr. HOURS, subject to his renewal by the Shareholders’ General Meeting of April 28, 2011) will be appointed Vice-Chairmen of the Board of Directors after the Shareholders’ General Meeting of April 28, 2011. (3) Director recognized as independent by the Board of Directors upon the recommendation of its Nomination and Remuneration Committee, pursuant to the AFEP-MEDEF Code (see paragraph 6.1). (4) Subject to his term of office being renewed by the Shareholders’ General Meeting of April 28, 2011. (5) Michel DAVID-WEILL will be appointed honorary Vice-Chairman of the Board of Directors after the Shareholders’ General Meeting of April 28, 2011. On this date, his roles as Director and as Vice-Chairman of the Board of Directors will come to an end. (6) Yoshihiro KAWABATA was co-opted as Director at the Board of Directors meeting of April 22, 2010 in replacement of Naomasa TSURITANI, subject to ratification of this appointment by the Shareholders’ General Meeting of April 28, 2011. (7) The Director’s term of Jacques NAHMIAS will end after the Shareholders’ General Meeting of April 28, 2011. (8) The Vice-Chairman’s term on the Board of Directors of Jacques VINCENT will end after the Shareholders’ General Meeting of April 28, 2011. At February 28, 2011, the Board of Directors also included two honorary members who have advisory roles: Yves BOËL and Jean-Claude HAAS, whose terms will end after the Shareholders’ General Meeting of April 28, 2011. After the Shareholders’ General Meeting of April 28, 2011, Emmanuel FABER and Bernard HOURS (for Mr. HOURS, subject to renewal of his term of ofﬁce as Director by the Shareholders’ General Meeting of April 28, 2011) will be appointed ViceChairmen of the Board of Directors, and Michel DAVID-WEILL will be appointed honorary Vice-Chairman of the Board of Directors. DANONE - Registration Document 2010 157

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6 CORPORATE GOVERNANCE Board of Directors Rules of independence of the members of the Board of Directors The Board of Directors reviews, on an annual and individual basis and on the recommendation of the Nomination and Compensation Committee, the situation of the Directors with regard to the independence rules of the AFEP-MEDEF Code. Such code considers a Director independent when he or she “has no relationship of any kind with the Company, its Group or its management that may compromise the exercise of his or her free judgment”, and lists the following independence criteria: As part of the continuing improvement of the Group’s governance, and on the recommendation of the Nomination and Compensation Committee, the appointments of Isabelle SEILLIER and Jean-Michel SEVERINO as new Directors will be proposed to the Shareholders’ General Meeting of April 28, 2011. The Board of Directors, upon the recommendation of its Nomination and Compensation Committee, has examined the situation of Isabelle SEILLIER and Jean-Michel SEVERINO with respect to the Group’s Corporate Governance Code (the AFEP-MEDEF Code) and has concluded that: • not to be an employee or Executive Director of the Company, employee or Director of its parent company or of a company that it consolidates, either currently or over the last ﬁve years; • Isabelle • not to be an Executive Director of a company in which the Company holds directly or indirectly a term as Director or in which an employee appointed as such or a Executive Director and ofﬁce of the Company (currently or within the last ﬁve years) holds a term as Director; banker which is: SEILLIER should be treated as a “non-independent” Director of the Board. Mrs. SEILLIER acts as an Executive Director within the JP Morgan Chase banking group, which is one of the bankers used by the Danone group regularly; and Jean-Michel SEVERINO should be treated as an “independent” Director as he meets all of the independence criteria applied by the Board. • Mr. • not to be a client, supplier, investment banker or commercial • material to the Company or to its Group, • or for whom the Company or its Group represents a signiﬁcant part of its business; The Board has also acknowledged the wishes of Michel DAVID-WEILL and Jacques Alexandre NAHMIAS, Company Directors since 1970 and 1981, respectively, not to seek the renewal of their terms as Director. Subject to approval by the Shareholders’ General Meeting of April 28, 2011 of the appointments of Isabelle SEILLIER and Jean-Michel SEVERINO as new Directors, all of these changes in the composition of the Board will improve its independence ratings and its gender balance. The Board has committed, in the future, in its proposals to the Shareholders’ General Meeting, to improving its governance as regards both its independence and gender balance. • have no close family link to an Executive Director; • not to have been an auditor of the Company over the last ﬁve years; • not to have been a company Director for over twelve years. However, the Board of Directors decided not to apply the independence criterion limiting the term of ofﬁce of Directors to twelve years. In accordance with the recommendation of the Nomination and Compensation Committee, the Board considers that, on the one hand, such seniority is a positive element for knowing the Group, its history and its activities, and that, on the other hand, the freedom of judgment is the essential criteria deﬁning one’s independence. 158 Registration Document 2010 - DANONE

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CORPORATE GOVERNANCE Board of Directors 6 Rules of Procedure of the Board of Directors The Board of Directors adopted the rules of procedure specifying the rights and obligations of Directors, as well as the operating practices of the Board of Directors, at its meeting of April 25, 2002. Following the publication of the Bouton report, the Board of Directors evaluated its operating practices in 2003 and decided to change its rules of procedure. Following the evaluation conducted in 2007 and 2008, the rules of procedure were modiﬁed by the Board of Directors on two occasions (see paragraph “Self-assessment of the Board of Directors” below). Finally, the Board of Directors meeting of February 14, 2011 decided to amend its rules of procedure again to take into account the best corporate governance practices (see the paragraph “Code of Ethics Applicable to Members of Board of Directors” below). The main provisions of the rules of procedure of the Board of Directors are summarized below. Responsibilities of the Board of Directors. The Board of Directors is a collective body in which all of the Directors have the same powers and responsibilities and all decisions are made collectively. The Board has a responsibility toward all of the shareholders and meets at least ﬁve times per year. It determines its rules of operation and those of its various committees. The Board of Directors determines the Company’s business orientation and oversees its implementation. It makes major decisions regarding the Company’s strategic, economic, social, ﬁnancial, and technological direction. It ensures the relevancy, comparability, reliability, and accuracy of the information provided to shareholders and to the ﬁnancial market in accordance with applicable accounting standards. At each meeting, the Chairman sets out the transactions concluded since the previous meeting as well as the main projects underway that may be concluded prior to the next meeting. Each year, the Board of Directors examines the essential points of the management report, as well as the resolutions to be submitted at the Shareholders’ Meeting. In addition, General Management reports to the Board of Directors at least once per half-year on the Company’s ﬁnancial position, treasury position, and commitments. Between meetings of the Board, Directors receive any useful information on events or transactions of signiﬁcance for the Group. More generally, they may have the Chairman provide them at any time with such information and documents as they may deem useful in carrying out their responsibilities. Limitations on the powers of the Chief Executive Officer. The list of transactions that, according to the rules of procedure, require the Chief Executive Ofﬁcer to obtain prior authorization from the Board appears in paragraph 6.5 (Powers of the Chief Executive Ofﬁcer). Meetings of the Board of Directors. In accordance with legal and regulatory provisions and the Board’s Internal Regulations, Directors participating in Board meetings by videoconference or any other means of telecommunication are deemed present for the purposes of calculating quorum and majority. However, this means of attendance is not permitted when the Board of Directors meets to approve the Company’s ﬁnancial statements and its consolidated ﬁnancial statements or to prepare the management report including the Group’s management report. Committees of the Board of Directors. The Board of Directors may form one or more special committees, whose composition and powers it determines and which act under the responsibility of the Board. These committees may not interfere in the Company’s management or reduce or limit the powers of the Chairman and Chief Executive Ofﬁcer, the Deputy General Managers or the Board of Directors. In its ﬁeld of competence, each committee submits proposals, recommendations, opinions, and reports to the Board of Directors on its activities. The committees are comprised solely of Directors. Their membe

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6 CORPORATE GOVERNANCE Board of Directors • Directors’ duty of confidentiality: the general conﬁdentiality obligation of the Directors has been extended to all information and documents of which they become aware in the course of their work; to declare conflicts of interest: each Director must provide a sworn statement on the existence of a potential conﬂict of interest: (i) when they ﬁrst become Directors, (ii) each year in response to a request made by the Company, when it prepares its Registration Document, (iii) whenever the Chairman of the Board of Directors so requests, and (iv) within ten business days following the occurrence of any event that makes a Director’s previous declaration incorrect in full or in part. In particular, the Directors may not carry out speculative or shortterm transactions involving the Company’s securities and may not carry out transactions involving the Company’s securities in the following cases: • Obligation • if they have information that, when published, will affect the price of these securities; the periods explicitly indicated by the Company; in particular, the month preceding the preliminary announcement of the Company’s annual and mid-year ﬁnancial results and two weeks preceding the publication of the Company’s quarterly revenues. • during Transactions Involving the Company’s securities. These securities include the Company’s shares as well as any ﬁnancial instruments connected with these shares. In general, the members of the Board of Directors are bound by a duty of care and due diligence as well as by a special precautionary obligation with regard to any personal transaction involving the Company’s securities. In addition, the members of the Board of Directors must refrain from employing hedging instruments in connection with Danone stock any derivative ﬁnancial instruments linked to Danone stock (in particular stock purchase options or rights to free awards of Danone stock). All of these rules also apply to transactions by Directors’ relatives (in the sense of the applicable law). Evaluation of the Board of Directors’ Performance. The Board’s performance shall be evaluated every two years, either through self-assessment or by the Nomination and Compensation Committee or a third party. Conditions of preparation and organization of the work of the Board of Directors WORK OF THE BOARD OF DIRECTORS IN 2010 Ongoing efforts to improve the efﬁciency of the Board of Directors activities continued in 2010. The Board of Directors had seven meetings in 2010 (ten in 2009), which lasted for an average of three hours (one hour thirty minutes in 2009). The Directors’ attendance rate was 91% (86% in 2009). 1. The Board of Directors’ work covered the following ongoing issues in 2010: (i) monitoring day-to-day management and major policies: the detailed review of the Group’s activity, presentation of the annual budgets, approval of the Company and consolidated annual ﬁnancial statements, review of the half-year ﬁnancial statements, ﬁnancial information releases, in particular when the annual and half-year ﬁnancial statements are published, review of the Group’s strategic plans, acquisitions and disposal of assets or equity interests, review of the Group’s ﬁnancial position (debt, off-balance sheet commitments, equity level, liquidity, hedging of ﬁnancial risks, ratings), ﬁnancial commitments (securities and guarantees), the annual delegation to the General Management on the Group’s bond issue program (EMTN), monitoring of corporate governance matters, regular information on Group risk management and internal control systems by the monitoring of the work of the Audit Committee, the annual capital increase reserved for employees, allocations of Group Performance Units and Group Performance Shares (including the annual setting of performance objectives for the following year and the veriﬁcation of their achievement for the preceding year), review of the Company’s share price and of its shareholder base

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CORPORATE GOVERNANCE Board of Directors 6 (ii) functioning of corporate bodies: monitoring of corporate governance issues, reviewing the regular reports from the three Board committees (Audit Committee, Nomination and Compensation Committee and Social Responsibility Committee) presented at the Board meeting following each of these meetings, determining all elements of the compensation of each of the Company’s three Executive directors and ofﬁcers, approving the various reports of the Board as well as the draft resolutions submitted for shareholder approval, and preparation for the Shareholders’ Meeting. 2. The Board of Directors’ work covered the following speciﬁc issues in 2010: (i) the Group’s financial position: review of the closing of the 2010 accounts, including the accounting treatments of the acquisition of Unimilk and of the put options granted to minority Group shareholders; Audit Committee as of the Shareholders’ General Meeting of April 22, 2010, • reviewing the changes in the composition of the Executive Committee, of the Board (see Section “Board of Directors self-evaluation” below), • reviewing the self-evaluation of the Board and the functioning • reviewing the feedback from the assessment of the Social Responsibility Committee, committees, • amendments to the rules of procedure of the Board and of the • the annual and individual examination of the independence of the Directors, • authorizing the related party transactions relating to the Group’s executive ofﬁcers, • the share buyback transactions carried out in 2010, • a review of the Group’s debt restructuring operations: transfer of the Group’s bond issue program (EMTN) from Luxembourg to France, bond exchange offer to holders of two Group bond tranches, • reviewing the role of the Vice-Chairman of the Board and of the honorary system of the Board, • reviewing changes in the composition of the Board and of each of the three committees in view of the renewal of the terms of Directors expiring after the Shareholders’ General Meeting of April 28, 2011, • study of the implementation of Group Performance Shares (in place of the stock option program); (ii) organization of the Group in 2010 and strategy: • changes in the composition of the Board in 2011 and in coming years, especially taking into account gender balance and independence of its members; (iv) restructuring, disposals and acquisitions: • a review of the transformation of the Group (i.e., exposure to emerging countries, prioritization of certain key countries, etc.) and their various impacts on the Group (in terms of organization, human resources, operations, adaptation of Group products to local needs, etc.); • reviewing • as part of the annual review of the Group’s strategic plans, the members of the Executive Committee responsible for Group Divisions presented to the Directors over half a day in December the strategic plans for each of these Divisions (this presentation was followed by exchanges with the Directors); and monitoring the restructuring of the ﬁnancial subsidiaries of the Group, which resulted in the transfer to the Company of the Group’s bond issue program (EMTN) in 2009, followed by the transfer to the Company of the treasury note program in 2010, in kind of the Company’s stake in Blédina to Danone Baby and Medical Holding (related party transaction authorized by the Shareholders’ General Meeting of April 22, 2010) and contribution in kind of the stake held by the Company in its subsidiary Danone Baby and Medical Nutrition BV to the company Danone Baby and Medical Holding SAS (related party transaction subject to the approval of the Shareholders’ General Meeting of April 28, 2011), • reviewing the following intra-group restructurings: contribution (iii) corporate governance and General Management: • reviewing the amendment of the clause in the by-laws limiting voting rights, with the introduction of a threshold of desactivation of this clause for a meeting when its quorum reaches 75% (a

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6 CORPORATE GOVERNANCE Board of Directors (v) corporate responsibility: • Finally, • review of the Group’s “four axes of development” (Health, For All, Nature and People), • review of the project to create a Nature/Livelihoods fund (related to carbon offsetting programs), another self-evaluation of the Board was conducted during the second half of 2010, the results of which were examined at the Board meeting of December 2010. The following changes were decided by the Board of Directors: • information on the activities of danone.communities and of the Danone Fund for the Ecosystem, Finally, the Directors take part every September in the Evian days, which bring together all of the executives of the Group from all over the world. ORGANIZATION OF THE MEETINGS OF THE BOARD OF DIRECTORS Meetings of the Board of Directors are always held in the presence of the executive directors and ofﬁcers. Directors who are external to the Company never holding meetings at which the internal directors are not present, to ensure that all Board members are provided with the same level of information and to reinforce the collegial character of this body. At the Board of Directors’ meeting during which the compensation of executive directors and ofﬁcers is set by the Board, the latter are present, but, in conformity with law, do not vote. However, an executive director and ofﬁcer shall not be present at the Nomination and Compensation Committee meeting during which his or her compensation is discussed. • Functioning of the Board: to improve the interactive nature of the Board, and to ensure that all matters of substance that are material to the Group are duly discussed, the Board decided to implement annual thematic meetings: (i) strategic issues will be dealt with at the annual presentations of the Executive Committee to the Board, (ii) the issues examined by each committee will be examined in depth once a year by the Board and ﬁnally (iii) an update on the results of the activities acquired by the Group will be provided following the authorization of an acquisition given by the Board; • Training/Information provided to the Directors: an integration procedure will be implemented for new Directors; they will be assigned a “reference Director” who will be responsible for facilitating integration on the Board of the new member for one year after their appointment. Also, to improve the training of Directors, theme days (including visits on site and meetings with the operational managers of the various Group divisions or from headquarters management) will be set up for a better understandirg of the operation and activities of the Group. DIRECTORS’ ATTENDANCE FEES (JETONS DE PRÉSENCE) The Shareholders’ Meeting of April 23, 2009 adopted a resolution increasing the annual aggregate amount of Directors’ attendance fees to be allocated by the Board of Directors amongst its members from € 500,000 to € 600,000. Directors who are also either members of the Executive Committee or executive directors and ofﬁcers (mandataires sociaux) do not receive Directors’ fees. The gross amount of Directors’ attendance fees in 2010 amounted to € 472,000 (compared with € 498,000 in 2009). A Director who only attends the meetings of the Board of Directors receives a compensation composed of a ﬁxed portion of € 10,000 per year and a variable portion of € 2,000 per Board meeting attended. In addition, Directors who are also members of one of the three committees created by the Board of Directors receive a compensation of € 4,000 per committee meeting they attend. The compensation of the Chairmen of these committees is € 8,000 per meeting. BOARD OF DIRECTORS’ SELF-EVALUATION The Board of Directors regularly carries out self-evaluation (recently in 2007, 2008 and 2010). • The Board’s self-evaluation conducted in 2007 resulted in the Boarding adopting new internal regulations. Following this evaluation, it was decided, inter alia, to improve the information provided to the Directors o

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CORPORATE GOVERNANCE Audit Committee 6 CONFLICTS OF INTEREST To the knowledge of the Company, there are no family ties between the executive directors and ofﬁcers of the Company and, over the last ﬁve years, no executive directors and ofﬁcers have been convicted of fraud, declared bankrupt, been the subject of a sequestration order, been in liquidation, subject to incrimination and/or ofﬁcial public sanction by the legal or regulatory authorities, or prohibited by a court from acting in their capacity of member of an administrative, management or supervisory body or taking part in the management or the conduct of the affairs of a company. To the knowledge of the Company, there is no potential conﬂict of interest between the duties to the Company of any of the Directors and their private interests and/or other duties. As of the date of this Registration Document, no executive directors and ofﬁcer is linked to the Company or to one of its subsidiaries by a services agreement that stipulates the granting of any beneﬁts. 6.2 Audit Committee Composition of the Audit Committee As of February 28, 2011, the Audit Committee is comprised of the following three Directors, who have all been declared as independent by the Board of Directors: internal control and risk management being a member of the Risk Management Committee of the Banque de Montréal; • Richard • Guylaine SAUCIER, Chairman of the Committee, Independent Director; the Nomination and Compensation Committee decided that Mrs. Guylaine SAUCIER met the criteria for inclusion as one of the Committee “ﬁnancial experts” of the Committee, due to both her training and her accounting and ﬁnancial experience (as she is Co-Chair of the Audit Committee of the Areva group). Mrs. Guylaine SAUCIER also has skills in GOBLET D’ALVIELLA, Independent Director; Richard GOBLET D’ALVIELLA is Vice-Chairman of the Board of Directors and Deputy Director of Soﬁna SA; LAUBIE, Independent Director; Christian LAUBIE is also one of the Audit Committee “ﬁnancial experts”. He is a member of the French Supreme Council of Statutory Auditors (Haut Conseil du Commissariat aux Comptes) and was Chief Financial Ofﬁcer of the Company from 1980 to 2001. • Christian Audit Committee Rules of Procedure In its meeting on December 15, 2006, the Board of Directors adopted new internal regulations for the Audit Committee, which specify its responsibilities. These internal regulations are regularly updated by the Board of Directors: The rules of procedure were revised to reﬂect changes to the relevant legislation and regulations regarding Audit Committees; • at its meeting on December 14, 2010, the Board of Directors approved a revised version of the rules of procedure to take into account a recent legislative change (regarding the liability of Board members concerning the work of this committee) and also to comply with the recommendations of the report, dated July 22, 2010, and issued by the working group created by the AMF on Audit Committees (see paragraph below). • in 2007, the Board of Directors decided to amend the internal regulations in order to clarify the division of responsibilities between it and the Social Responsibility Committee; • at its meeting on December 17, 2009, the Board of Directors approved a new version of this committee’s rules of procedure. DANONE - Registration Document 2010 163

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6 CORPORATE GOVERNANCE Audit Committee Following these amendments, the internal regulations specify that the Audit Committee is primarily responsible for: • ensuring that the Group has a structure and systems designed to identify and evaluate the risks to which it is exposed as well as monitoring the effectiveness of said systems, and verifying that correct account is taken of major risks and action plans are drawn up in respect of them; • reviewing the individual and consolidated ﬁnancial statements of the Company prior to their presentation to the Board of Directors. The Audit Committee (i) is responsible for ensuring the relevance and consistency of the Company’s accounting policies, (ii) reviews the accounting treatment of complex and/or unusual transactions, (iii) reviews the scope of consolidation, (iv) reviews the policy for monitoring off-balance sheet commitments, (v) reports to the Board of Directors on the options for closing the ﬁnancial statements, (vi) reviews the press releases relating to the Group’s results with General Management, and (vii) obtains, twice a year, information about any disputes in which the Group is involved and any accounting provisions made in respect of them; • ensuring the existence of internal control systems, monitoring their effectiveness and reviewing the report of the Chairman of the Board of Directors on the composition of the Board of Directors, the conditions for the preparation and organization of the Board’s activities, and the internal control and risk management procedures implemented by the Company; • approving the Audit plan and monitoring its execution. As part of its responsibilities, the Audit Committee may, on a regular basis, speak to the executive directors and ofﬁcers (mandataires sociaux), the Group’s General Management and, in particular, the VP Risks, Control and Audit, the Statutory Auditors, and the executive managers of the Group (in charge, in particular, of the preparation of the ﬁnancial statements, risk management, and internal control and internal audit, legal, tax, treasury and ﬁnancing affairs, and compliance with professional ethics). These hearings may take place, whenever the committee so decides, without the presence of the Company’s General Management. In addition, the Audit Committee may consult with independent external advisors, in particular regarding legal and accounting matters, and may request that an internal or external audit be performed. • managing the selection process for the Company’s Statutory Auditors by supervising the invitations to tender launched by General Management and, in particular, making all proposals for their appointment, the renewal of their term of ofﬁce and their compensation, examining the results of their works and of their reviews, and ensuring that they remain independent. In accordance with the recommendations of the working group formed by the AMF, the Board meeting of December 14, 2010 supplemented the rules of procedure so that the Audit Committee would examine with the Auditors the protective measures they have taken to minimize the potential risks of damage to their independence and ensure that they comply with the laws and regulations respecting incompatibilities set out in the Code of Conduct for Auditors; Activity of the Audit Committee in 2010 Over the course of 2010, the Audit Committee met six times (as in 2009). The attendance rate at meetings was 90%. In 2010, the committee’s work involved mainly: • reviewing the draft press release on the annual and semi-annual ﬁnancial statements; on this occasion, the committee ensured the consistency of the presentation of ﬁnancial information to the market with the ﬁnancial statements, and also ensured that the process of preparation of the press releases included a review by the Statutory Auditors; • the functioning of the committee, and the setting of its program and its priorities for 2010-2011; • approving the new version of the committee’s rules of procedure;

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CORPORATE GOVERNANCE Nomination and Compensation Committee 6 • receiving a presentation on the internal control systems, and reviewing the part of the Chairman’s report relating to internal control; of the audits conducted during the year; • approving the audit plan and reviewing the principal conclusions • monitoring the call for tenders for the subcontracting of some of the Group’s internal auditing missions; With respect to the review of the annual ﬁnancial statements, the Audit Committee reviews (i) the main options for closing the ﬁnancial statements in December, prior to the actual closing and (ii) the Company’s ﬁnancial statements during a meeting held prior to the meeting of the Board which approves those ﬁnancial statements. A report on each Audit Committee meeting is provided to the next Board of Directors’ meeting. These reports on its activity must be such as to enable the Board to be fully informed, thereby facilitating its deliberations. • reviewing the pre-approval policy for services of the Statutory Auditors (excluding Statutory Audit-related engagements) to ensure their independence. 6.3 Nomination and Compensation Committee Composition of the Nomination and Compensation Committee As of February 28, 2011, the Nomination and Compensation Committee is comprised of the three following Directors, two of whom were recognized as independent by the Board of Directors: The composition of this committee will be changed after the Shareholders’ General Meeting of April 28, 2011, Michel DAVID-WEILL being replaced by Yoshihiro KAWABATA (subject to renewal of his term of ofﬁce as Director), with Jean LAURENT becoming Chairman of the committee. • Michel DAVID-WEILL, Chairman of the committee; • Jean LAURENT, Independent Director; • Hakan MOGREN, Independent Director. Rules of procedure of the Nomination and Compensation Committee In its meeting of December 15, 2006, the Board of Directors adopted new internal regulations for the Nomination and Compensation Committee, which specify its responsibilities. The Nomination and Compensation Committee is notably responsible for: • making proposals related to the grant of stock purchase options or free shares to the executive directors and ofﬁcers; • proposing the allocation of directors’ attendance fees among Directors; • more • making proposals to the Board of Directors for the appointment of Directors; generally, making recommendations related to the Group’s compensation policy upon the request of the Board of Directors. • preparing the review by the Board of Directors of questions relating to the corporate governance; an evaluation of the Board of Directors and the Audit Committee, upon request; criteria for the compensation of the executive directors and ofﬁcers; • conducting • proposing For all subjects related to the appointment of executive ofﬁcers (and excluding any issue relating to their compensation), the Chairman and Chief Executive Ofﬁcer participates in the committee’s activities. DANONE - Registration Document 2010 165

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6 CORPORATE GOVERNANCE Nomination and Compensation Committee Further to the recommendations of the Nomination and Compensation Committee, the Board of Directors meeting of February 10, 2009 amended the internal regulations of the committee, providing for the following: • the Nomination and Compensation Committee’s performance will now be subject to regular assessment. Following the recommendations of the Nomination and Compensation Committee, the Board of Directors meeting of February 14, 2011 changed the rules of procedure of this committee, such that: • the above mentioned preparation by the Committee of the review by the Board of Directors of questions relating to corporate governance shall now be performed annually; policy applicable to members of the Group’s Executive Committee (other than the executive directors and ofﬁcers) shall now be made in the presence of one or more executive directors and ofﬁcers (which was already the case in practice); • the Committee may henceforth also evaluate the functioning of the Social Responsibility Committee, if the latter so requests, as it was already able to do for the Audit Committee and the Board of Directors; • the annual presentation to the committee of the compensation • the conﬁdentiality clause pertaining to this Committee is deleted and replaced with the conﬁdentiality clause of the Rules of Procedure of the Board, which itself was clariﬁed and strengthened and is now applicable to the Board and all its committees. Activity of the Nomination and Compensation Committee Over the course of 2010, the Nomination and Compensation Committee met six times (compared with six times in 2009). The attendance rate at meetings was 100% (compared with 89% in 2009). In 2010, the Committee’s work involved mainly: • the proposals to the Board (i) to renew the terms of Directors subject to the approval of the Shareholders’ General Meeting of April 22, 2010, (ii) to appoint as Chairman of the Audit Committee and (iii) not to split the duties of the Chairman Board from those of the Chief Executive Ofﬁcer of the Company; • an examination of all factors related to the compensation of each of the four executive directors and ofﬁcers (and of the other members of the Executive Committee), in particular an examination of the variable compensation programs, including the (i) short-term (annual variable), (ii) medium-term (Group Performance Units, including an examination of the performance achieved in 2009 and the setting of performance objectives for 2010), and (iii) long-term (stock options, then Group Performance Shares, including a review of the requirement to keep shares for the executive directors and ofﬁcers and the other members of the Executive Committee); of the variable compensation policy of the Group (including the examination of the balance of allotments between the different categories of beneﬁciaries of options) and the weighting between the long-term (stock options) and medium-term (Group Performance Unit) programs, particularly the implementation of a free share allocation plan subject to performance conditions (Group Performance Shares) from 2010, which was approved at the Shareholders’ General Meeting of April 22, 2010, in place of the stock options program, for which the Nomination and Compensation Committee recommended that this program be stopped; • a review of the status of the executive ofﬁcers and the Company’s undertakings related to the conditions of indemniﬁcation applicable to Franck RIBOUD, Emmanuel FABER and Bernard HOURS in certain cases of the termination of their terms of ofﬁce and of the amendments to be made to the previous provisions approved by the 2008 Shareholders’ Meeting as well as to the suspended employment contract of each of these executive directors and ofﬁcers (all of these commitments and agreements were approved by the Shareholders’ General Meeting of April 22, 2010); • the • the • review individual situation of Jacques VINCENT, who wished to exercise

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CORPORATE GOVERNANCE Nomination and Compensation Committee 6 • the annual and individual examination of the independence of each Director; • the renewal of all Director terms expiring at the Shareholders’ General Meeting of April 22, 2010; • the the examination of variable compensation programs that are (i) short-term (yearly variable), (ii) medium-term (Group Performance Unit, including the examination of the achievement of the performance goals for 2010) and (iii) long-term (Group Performance Shares); following proposals to the Board meeting of February 14, 2011, which are subject to the approval of the Shareholders’ General Meeting of April 28, 2011, i.e.: • a review of the process and practices in place in terms of the Group General Management succession plan and of the key positions in the Group companies; • the renewal of the terms of Bruno BONNELL, Bernard HOURS, Yoshihiro KAWABATA and Jacques VINCENT, • the appointment of Isabelle SEILLIER and Jean-Michel SEVERINO as Directors: (i) concerning Isabelle SEILLIER, the Board recommended, for reasons of prudence, that she be considered as a nonindependent Director of the Board. Also, the Board noted, on the one hand, the existence of a potential conﬂict of interest due to her responsibilities toward JP MORGAN, a ﬁnancial institution that may offer ﬁnancial services to the Group, and, on the other hand, that the Board rules of procedure require every director to abstain from voting on any deliberation that may present a conﬂict of interest to him or her; (ii) concerning Jean-Michel SEVERINO, the Board noted that he met all independence criteria applied to the Board, i.e., those of the AFEP-MEDEF Code; • proposals to the Board concerning General Management and more particularly the renewal of the term of ofﬁce of Bernard HOURS as Deputy General Manager (subject to renewal of his term of ofﬁce as Director by the Shareholders’ General Meeting of April 28, 2011). On this occasion, the Committee reviewed the obligations of this Director to hold a number of shares resulting from his Group Performance Shares and recommended to keep these obligations unchanged; • examination of the commitments made by the Company concerning the conditions of indemniﬁcation applicable to Bernard HOURS in certain cases of the termination of his term of ofﬁce, as approved by the Shareholders’ General Meeting of April 22, 2010 and the recommendation (upon renewal of his term of ofﬁce as Director subject to the Shareholders’ General Meeting of April 28, 2011) of maintaining these commitments unchanged; of the honorary Directors’ system in order to simplify the governance of the Board, by reserving eligibility for the position of honorary Directors to only the Chairman and Vice-Chairman (Chairmen) in ofﬁce when they retire from the Board. On this basis, the Board proposed the appointment of Michel DAVID-WEILL as Honorary Vice-Chairman of the Board as the terms of ofﬁce of Messrs. HAAS and BOËL as honorary Directors expire at the end of the meeting of April 28, 2011; it was noted that, subject to the adoption by the Shareholders’ General Meeting of April 28, 2011 of all resolutions relating from the renewal of terms of ofﬁce as Director and the appointment of two new Directors, the composition of the Board would change notably in terms of: (i) independence: the new conﬁguration of the Board would include a majority of independent Directors (in accordance with the independence criteria used by the AFEP-MEDEF Code); and (ii) gender balance: the gender balance on the Board would increase from 7% to 14% (two Directors out of 14). • review • in this context, the Committee noted the wishes of Jacques NAHMIAS (Director since 1981) and Michel DAVID-WEILL (Director since 1970) not to renew their terms as director, which both expire at the Shareholders’ General Meeting of April 28, 2011; examination of the changes to the composition of the Nomination and Compensation Committee, with the proposal to appoint Yoshihiro

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6 CORPORATE GOVERNANCE Social Responsibility Committee 6.4 Social Responsibility Committee At its meeting of December 15, 2006, the Board of Directors decided to create a third speciﬁc governance body, the Social Responsibility Committee. Composition of the Social Responsibility Committee As of February 28, 2011, the Social Responsibility Committee was comprised of the following three Directors, two of whom were recognized as independent by the Board of Directors: • Emmanuel FABER, Director and Executive Vice-President. The composition of this committee will be changed after the Shareholders’ General Meeting of April 28, 2011, as Jean-Michel SEVERINO will be appointed as a member of the committee (subject to his appointment as Director). • Jean LAURENT, Chairman of the committee, Independent director; • Bruno BONNELL, Independent director; Rules of Procedure of the Social Responsibility Committee During its meeting of February 14, 2007, the Board of Directors adopted internal regulations for the Social Responsibility Committee, which specify its responsibilities and procedures. During its meeting of December 17, 2009, the Board of Directors adopted a new version of the committee’s internal regulations, which stipulate, in particular, that the Social Responsibility Committee will in future be the subject of a regular performance evaluation. The Social Responsibility Committee is responsible for: • reviewing all non-ﬁnancial information published by the Group, in particular relating to societal and environmental matters; • reviewing annually the summary of the ratings received by the Company and its subsidiaries by non-ﬁnancial rating agencies; • ensuring the application of the Ethical Codes established by the Group. In addition, in the area of socially responsible investments, the committee is responsible for: • reviewing the main environmental risks and opportunities for the Group in relation to its objectives and activities; • evaluating the impact of these investments for the Group; • reviewing the application of the rules established by the Group concerning investments and social programs in areas related to the Group’s activities; • reviewing the social policies of the Group, its objectives and the results obtained; • reviewing reporting, evaluation and control systems in order to enable the Group to produce reliable information regarding non-ﬁnancial matters; • ensuring that the Company’s interests are preserved, with particular focus on preventing any conﬂict of interest between these investments and the rest of the activities of the Group. 168 Registration Document 2010 - DANONE

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CORPORATE GOVERNANCE Social Responsibility Committee 6 Activity of the Social Responsibility Committee Over the course of 2010, the Social Responsibility Committee met three times (it also met three times in 2009). All members had a 100% attendance rate at meetings was 100% (as in 2009). In 2010, the committee’s work focused mainly on: In addition, during its meeting of June 29, 2009, the committee carried out an initial evaluation of its activity, which resulted in consideration being given to the position of the committee, particularly in relation to the Audit Committee. At its meeting in October 2009, the committee decided to carry out a further evaluation of its activity, the results of which were examined in 2010. This assessment conﬁrmed the committee’s contribution to the Group’s strategy, as the committee makes it possible to better understand the changes affecting the Company, as well as consumer expectations in the face of new issues (especially those linked to the environment, health and social policy). Following this assessment, it was decided in 2009 (i) to improve coordination in reviewing Group risks with the Audit Committee and (ii) deliver the reports on its work to the Board in a more concrete manner. The roles of the committee have also been supplemented so that the committee ensures (i) the implementation of the Group’s aforementioned four societal approach axes mentioned above and the reality of the transformation processes regarding the management of the Company, and (ii) the sincerity and reliability of the extra-ﬁnancial communications of the Group. A report on each Social Responsibility Committee meeting is provided to the next Board of Directors’ meeting. These reports on its activity must be such as to enable the Board to be fully informed, thereby facilitating its deliberations. • the four axes of the Group’s societal approach (Health, For All, Nature and People), and the committee decided to dedicate a point of each meeting to studying one of these four areas; • the Group societal ongoing societal projects; • review of the activities of funds created by Danone, such as the danone.communities Fund and the Danone Ecosystem Fund; • the • the project to create a Nature/Livelihoods Fund (related to carbon offsetting programs); amount borne by the Company in respect of its ﬁnancial contributions to danone.communities and the Danone Ecosystem Fund. See paragraphs 5.4 – Regulated agreements and 7.4 – Information on the danone.communities Fund and the Danone Ecosystem Fund, and the special report by the Statutory Auditors in paragraph 5.4; in terms of human resources; • review of the various challenges of transformation to the Group • the Group’s rating in non-ﬁnancial terms; • review of the main risks within the scope of the committee. DANONE - Registration Document 2010 169

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6 CORPORATE GOVERNANCE Powers of the Chief Executive Ofﬁcer 6.5 Powers of the Chief Executive Ofﬁcer • a majority of Directors were recognized as independent by the Board of Directors on the basis of its application of the terms of the AFEP-MEDEF Code (including all the members of the Audit Committee and two-thirds of the members of the Nomination and Compensation Committee and of the Social Responsibility Committee); The Board of Directors meeting of April 25, 2002 decided not to split the duties of the Chairman of the Board of Directors from those of the Chief Executive Ofﬁcer, in order to promote cohesion between the powers of the Board of Directors and those of the General Management and, in doing so, avoid the dilution of power and responsibility of the Chairman of the Company. This decision was conﬁrmed by the Board of Directors on February 10, 2010, which considered that: • most • this absence of a separation of the duties does not lead to an excessive concentration of power since General Management includes two Deputy General Managers; of the signiﬁcant transactions that the Chief Executive Ofﬁcer is responsible for are subject to the prior approval of the Board of Directors. Limits to the powers of the Chief Executive Officer The Board of Directors approves (i) strategic investment plans and (ii) any transactions, particularly acquisitions or disposals, which may signiﬁcantly impact the Group’s ﬁnancial results, balance sheet, or risk proﬁle. In particular, the Chairman and Chief Executive Ofﬁcer must obtain the prior approval of the Board of Directors for the following transactions. Type of transaction Purchases and sales of securities and/or assets, partnerships or joint ventures (in cash or through a contribution of assets, made in one or more installments) Any off-balance sheet commitment given by the Group Other investments Internal restructuring Authorization limit Limit of € 250 million applicable to: • acquisitions, partnerships, and joint ventures: per investment, for the Group’s portion • disposals: payment received by the Group Limit of € 100 million for the Group’s portion Any signiﬁcant overrun of the amount set in the annual budget Any restructuring where the total cost for the Group’s portion exceeds € 50 million 170 Registration Document 2010 - DANONE

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CORPORATE GOVERNANCE Application of the AFEP-MEDEF Corporate Governance Code for listed companies 6 6.6 Executive Committee execution of the missions of each of the subsidiaries and Business Lines and depending on the results achieved, determines action plans to be implemented. The members of the Executive Committee meet at least once per month. Under the authority of Franck RIBOUD, the Executive Committee is responsible for the Group’s operational management. This committee implements the strategy deﬁned by the Board of Directors, approves the budgets, coordinates the planning and At February 28, 2011, the 10 members of the Executive Committee (1) are the following: In ofﬁce since (2) 1996 2000 2001 2004 2005 2008 2008 2008 2008 2009 Name Franck RIBOUD Emmanuel FABER Bernard HOURS Thomas KUNZ Sven THORMAHLEN Jordi CONSTANS Felix MARTIN GARCIA Muriel PENICAUD Pierre-André TERISSE Flemming MORGAN Age 55 47 54 53 54 46 50 55 44 55 Main occupation within the Group Chairman and Chief Executive Ofﬁcer Deputy General Manager (3) Deputy General Manager (3) General Manager Danone Waters General Manager Danone Research General Manager Fresh Dairy Products (4) General Manager Baby Nutrition (5) General Manager Human Resources Chief Financial Ofﬁcer General Manager Medical Nutrition (1) Christian NEU left the Executive Committee on December 31, 2010. (2) Date of appointment to the Executive Committee. (3) Will be appointed Vice-Chairman of the Board of Directors after the Shareholders’ General Meeting of April 28, 2011 (Bernard HOURS, subject to renewal of his term of office as Director at the Shareholders’ General Meeting of April 28, 2011). (4) Was appointed General Manager Fresh Dairy Products on January 1, 2011. (5) Was appointed General Manager Baby Nutrition on January 1, 2011. 6.7 Application of the AFEP-MEDEF Corporate Governance Code for listed companies The Company is in compliance with the corporate governance regime applicable in France pursuant to the conditions set out in this section. Pursuant to the Law of July 3, 2008, the Board of Directors, at its meeting of December 18, 2008, studied the provisions of the AFEP-MEDEF Code and decided that the Group shall refer to this Code of Governance (such decision has been published in a press release issued on December 19, 2008). This code is available on the MEDEF website (www.medef.fr). DANONE - Registration Document 2010 171

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6 CORPORATE GOVERNANCE Other information 6.8 Other information The rules for the participation of shareholders in the Shareholders’ General Meeting appear in the bylaws of the Company and are summarized in Section 9.1. The information set out in Article L. 225-100-3 of the French Commercial Code is mentioned in Section 8.9. Finally, the report prepared pursuant to Article L. 225-37 of the French Commercial Code was approved at the Board of Directors meeting of February 14, 2011. The restrictions on the sale by Directors and executive directors and ofﬁcers of the Danone shares that they receive from the exercise of options and Group Performance Shares are mentioned in Section 6.10. The principles and rules laid down by the Board of Directors to determine compensation and beneﬁts of any kind granted to corporate ofﬁcers are presented in Section 6.10. 6.9 Information on transactions concluded with members of Administrative, Management and Surveillance bodies See Section 5.4 regarding related party transactions. 6.10 Compensation and beneﬁts paid to executive directors and ofﬁcers Compensation policy for executive directors and ofﬁcers The Nomination and Compensation Committee met several times in 2010 and at the beginning of 2011 to review the compensation policy of executive directors and ofﬁcers (mandataires sociaux) and members of the Executive Committee. This compensation policy was presented to the members of the Nomination and Compensation Committee in a reference ﬁle based on a study produced by a specialized ﬁrm and observing the practices on two main markets (France and Europe). The policy was developed through an approach organized in levels of responsibility corresponding to the job content and relative to market practices. In addition, this policy is based on collective principles that are applicable to all General Managers and to approximately 1,400 managers worldwide. The retained principles can be broken down into two parts: an annual compensation and a pluri-annual compensation. ANNUAL COMPENSATION This annual compensation consists in: • ﬁxed compensation; • short-term variable compensation, granted subject to performance conditions, determined based on economic, societal and managerial objectives and calculated with reference to objective and quantiﬁed criteria: 172 Registration Document 2010 - DANONE

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CORPORATE GOVERNANCE Compensation and beneﬁts paid to executive directors and ofﬁcers 6 • for the Chairman and Chief Executive Ofﬁcer, Franck RIBOUD, as well as for Emmanuel FABER, Deputy General Manager, and Bernard HOURS, Deputy General Manager: the variable economic portion is computed with reference to Group objectives (in terms of sales, trading operating margin, free cash ﬂow and underlying earnings per share), as communicated to the ﬁnancial markets, in addition to the Group’s societal objectives (which are derived from labor parameters such as safety at work, employee training and the development of talents, and from environmental parameters such as carbon footprint reduction) and an assessment of the strategy developed during the year, • for members of the Executive Committee who manage a division: the variable economic portion is based on objectives set in the budget of the relevant division (in terms of sales, trading operating income, operating free cash ﬂow and underlying earnings per share), the societal part of the variable portion is based on the societal objectives set for the division concerned (which are derived from labor parameters such as safety at work, employee training and the development of talents, and from environmental parameters such as carbon footprint reduction), • for the other members of the Executive Committee: the variable economic portion is based on the Group’s objectives, as communicated to the ﬁnancial markets (set in terms of sales, trading operating margin, free cash ﬂow and underlying earnings per share), the societal part of the variable portion is based on the Group’s societal objectives. Board of Directors every year. At the end of a three-year period, the beneﬁciaries receive compensation in the amount of € 30 per unit allocated if the Group has achieved, for each of the three years in question, all of the established objectives. This compensation is decreased to € 20 per GPU if the objectives were achieved only two years out of the three and to € 0 per GPU if the objectives were achieved only one year out of the three or were never achieved; • long-term variable compensation, in the form of GPS (Group Performance Shares described in paragraph 7.2). GPS are Company shares subject to two-year performance conditions. GPS were introduced in 2010, on the proposal of the Danone Board of Directors, after approval by the General Shareholder Meeting, and in place of the stock option program that was consequently closed, for which the new grant authorization was cancelled for the unused part on April 22, 2010, the date of the Shareholders’ General Meeting that approved the GPS program. GPS are valued in the Group’s accounts according to IFRS 2 (see Note 14 of the consolidated ﬁnancial statements). The proportion of medium- and long-term variable compensation increases with on the level of responsibility of the managers concerned. The compensation of Franck RIBOUD, Chairman and Chief Executive Ofﬁcer, Emmanuel FABER, Deputy General Manager, and Bernard HOURS, Deputy General Manager, is determined by the Board of Directors on the basis of recommendations made by the Nomination and Compensation Committee. The compensation of the other members of the Executive Committee of the Group is only presented to the Nomination and Compensation Committee. The Vice-Chairman of the Board of Directors and Deputy General Manager, Jacques VINCENT, exercised his right to receive retirement beneﬁts as part of his retirement effective April 1, 2010. Upon this date, his term of ofﬁce in his position as Deputy General Manager as well as his employment agreement were therefore terminated, in both cases, with no compensation for the termination of his functions. His term as Vice-Chairman of the Board of Directors will end at the conclusion of the General Meeting of April 28, 2011, the same meeting that is to decide on the renewal of his term as Director. PLURI-ANNUAL COMPENSATION This pluri-annual compensation cons

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6 CORPORATE GOVERNANCE Compensation and beneﬁts paid to executive directors and ofﬁcers The table below shows the various agreements, plans and indemnities applicable to the executive directors and ofﬁcers of the Company: Indemnities or beneﬁts owed or that may be owed pursuant Additional to the termination of or retirement plan (2) change in duties (3) Yes X Name Employment agreement suspended (1) Yes No Indemnities relative to a non-compete clause (4) Yes No X No Yes X No Franck RIBOUD Chairman and Chief Executive Ofﬁcer Term of ofﬁce began in: 1992 Term of ofﬁce will end in : 2013 Emmanuel FABER Deputy General Manager Term of ofﬁce began in: 2002 Term of ofﬁce will end in: 2013 Bernard HOURS Deputy General Manager Term of ofﬁce began in: 2005 Term of ofﬁce will end in: 2014 (5) X X X X X X X X X (1) With respect of the employment agreement of Franck RIBOUD, Emmanuel FABER and Bernard HOURS see Section 5.4. (2) A description of these additional retirement plans is provided in Section 5.4. (3) Indemnities paid in certain cases of termination of the term of office are detailed in Section 5.4. In case of termination, no contractual indemnity would be paid. However, indemnities provided for by the Group collective bargaining agreement would still be payable. Refer to Section 5.4. (4) This clause enables the Group, in the sole case of resignation of the Deputy General Manager concerned, either to activate the clause for an 18 months period with a financial consideration equivalent to 50% of his fixed and variable compensation, or to release the person concerned from the clause without financial consideration. See Section 5.4 (5) Subject to his term of office as Director being renewed by the Shareholders’ General Meeting of April 28, 2011. The Board of Directors of February 10, 2010 acknowledged that Franck RIBOUD and Emmanuel FABER’s terms of ofﬁce would come to an end at the Shareholders’ General Meeting called to approve the 2009 ﬁnancial statements, and that therefore, in compliance with the law, their indemniﬁcation conditions would have to be submitted to the approval of shareholders at the General Meeting of April 22, 2010. This meeting approved the new indemniﬁcation conditions for the three corporate ofﬁcers (including Bernard HOURS, although his term of ofﬁce as Director had not expired at this meeting). On this occasion, and in accordance with the law, payment of this indemniﬁcation was subject to performance conditions. In addition, and in compliance with the French corporate governance AFEPMEDEF Code, the amount of these indemniﬁcation is subject to a limit and is to be paid only in certain cases. All information about the indemniﬁcation conditions of the three corporate ofﬁcers of the Company is provided in Section 5.4. The Board of Directors meeting of February 14, 2011 decided to submit once again the indemniﬁcation conditions of Bernard HOURS (whose term of ofﬁce comes to an end after the Shareholders’ General Meeting of April 28, 2011) for the approval of the shareholders at that Meeting. The Board decided to leave these conditions unchanged compared to those conditions approved at the Shareholders’ General Meeting of April 22, 2010. Finally, upon the renewal of Franck RIBOUD’s term of ofﬁce as Chairman and Chief Executive Ofﬁcer and following the publication of the AFEP-MEDEF Code, the Board of Directors meeting of February 10, 2010, pursuant to the recommendation of the Nomination and Compensation Committee, considered that Franck RIBOUD’s employment agreement should be maintained, taking into account his age, personal situation and long period of service as a Group employee. The Board considered this system relevant for directors with at least ten years of seniority within the Group, to encourage internal promotion and the sustainable management that the Company is trying to implement, as terminating the employment agreement could, to the contrary, prevent internal candidates from accepting corporate ofﬁcers p

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CORPORATE GOVERNANCE Compensation and beneﬁts paid to executive directors and ofﬁcers 6 Compensation for 2010 For the 2010 ﬁscal year, the gross aggregate amount of direct and indirect compensation paid out to all of the members of the Board of Directors and members of the Executive Committee amounted to € 22.7 million. This amount includes (i) the compensation paid only to the members of the Executive Committee, for an amount of € 22.2 million (including € 14.6 million with respect to the variable portion) and (ii) € 0.5 million of Directors’ attendance fees (to which the executive directors and ofﬁcers are not entitled). In 2010, the corporate ofﬁcers’ (Franck RIBOUD, Emmanuel FABER and Bernard HOURS) short-term variable compensation represented on average 62% of the annual monetary compensation due, and may not represent an amount which is higher than 65% of this annual monetary compensation. In addition, during that same period, GPS granted annually to the three executive directors and ofﬁcers represented in total less than 0.014% of the Company’s share capital. Details are provided in the following table of the aggregate amount of compensation paid out, GPS and stock options granted to each corporate ofﬁcer over the course of the 2010 and 2009 ﬁscal years: (In €) Valuation of Stock options and GPS on the date of grant according to Compensation owed IFRS 2 (1) (2) 2009 4,397,370 2,300,860 2,273,620 2,273,620 Total 2009 5,970,620 3,087,485 3,060,245 3,060,245 Name Franck RIBOUD Jacques VINCENT Emmanuel FABER Bernard HOURS 2010 4,397,370 1,111,843 2,428,870 2,450,870 2009 1,573,250 786,625 786,625 786,625 2010 1,497,688 966,250 966,250 2010 5,895,058 1,111,843 3,395,120 3,417,120 (1) In 2009 grant of stock options only. See Note 1.22 for the valuation of stock options according to IFRS 2. (2) In 2010 grant of GPS only. See Note 1.22 for the valuation of GPS according to IFRS 2. DANONE - Registration Document 2010 175

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6 CORPORATE GOVERNANCE Compensation and beneﬁts paid to executive directors and ofﬁcers The aggregate amount of annual compensation due and paid out, as well as beneﬁts of any nature awarded over the course of the 2010 ﬁscal year to the members of the Board of Directors is broken down as follows: 2010 (In €) Fixed compensation (1) Amounts owed 1,050,000 1,094,688 665,000 665,000 Variable annual compensation Amounts owed 1,842,750 1,009,250 1,031,250 Beneﬁts of any kind (2) Amounts owed 4,620 1,155 4,620 4,620 Attendance fees (3) Total annual compensation Amounts owed 16,000 36,000 68,000 40,000 44,000 72,000 48,000 22,000 40,000 22,000 64,000 Name Franck RIBOUD Jacques VINCENT (4) Emmanuel FABER Bernard HOURS Bruno BONNELL Michel DAVID-WEILL Richard GOBLET D’ALVIELLA Christian LAUBIE Jean LAURENT Hakan MOGREN Jacques NAHMIAS Benoît POTIER Yoshihiro KAWABATA Guylaine SAUCIER Amounts paid 1,050,000 1,094,688 665,000 665,000 Amounts paid 1,842,750 786,240 875,000 875,000 Amounts paid 4,620 1,155 4,620 4,620 Amounts owed 2,897,370 1,111,843 1,678,870 1,700,870 36,000 68,000 40,000 44,000 72,000 48,000 22,000 40,000 22,000 64,000 Amounts paid 2,897,370 1,882,083 1,544,620 1,544,620 (1) Gross amount. The amounts due correspond to sums attributable to the current fiscal year. The amounts paid correspond to sums effectively paid out during the fiscal year and include amounts that were due with respect to the previous fiscal year. (2) Benefits of any kind correspond to the pool of cars and drivers made available to all members of the Executive Committee. (3) Gross amount due over the course of the fiscal year, withholding at source not yet applied. The corporate officers do not benefit from Directors’ attendance fees. (4) Jacques Vincent decided to retire as of April 1, 2010. On that date, his role as Deputy General Manager and his employment contract both ended. As part of the collective agreement applicable to all employees of Danone SA, he received a retirement indemnity representing 7 months of his fixed and variable remuneration (a gross amount of € 904,688), for his 40 years of seniority within the Group. For the period January 1 until April 1, 2010, he received a gross base salary of € 190,000. The aggregate amount of pluri-annual compensation due and paid out, over the course of the 2010 ﬁscal year to the corporate ofﬁcers is broken down as follows: (In €) Pluri-Annual variable compensation (1) Amounts owed 1,500,000 750,000 750,000 GPS valued at the date of grant according to IFRS 2 Total Pluri-Annual compensation Name Franck RIBOUD Jacques VINCENT (2) Emmanuel FABER Bernard HOURS Amounts paid 1,500,000 2,255,000 405,000 405,000 1,497,688 966,250 966,250 2,997,688 1,716,250 1,716,250 (1) Pluriannual variable compensation owed corresponds to the GPUs granted in 2010. Amounts paid in 2010 were related to the GPUs granted in 2007 for the achievement of the performance conditions for the 2007, 2008 and 2009 fiscal years. (2) Jacques VINCENT wanted to assert his retirement rights on April 1, 2010. Therefore, following the rules for GPUs for 2008 and 2009, he received the sum of € 750,000 for the GPUs awarded in 2008 and the sum of € 500,000 for the GPUs awarded in 2009. He was not allotted any GPS in 2010. 176 Registration Document 2010 - DANONE

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CORPORATE GOVERNANCE Compensation and beneﬁts paid to executive directors and ofﬁcers 6 Compensation for 2009 The aggregate amount of annual compensation due and paid out, as well as beneﬁts of any nature awarded over the course of the 2009 ﬁscal year to the members of the Board of Directors is broken down as follows: Variable annual compensation Amounts owed Amounts paid Attendance fees (3) Amounts owed – – – – 38,000 66,000 52,000 54,000 78,000 34,000 30,000 76,000 24,000 46,000 (In €) Fixed compensation (1) Amounts owed 1,050,000 760,000 644,000 644,000 – – – – – – – – – – Beneﬁts of any kind (2) Amounts owed 4,620 4,620 4,620 4,620 – – – – – – – – – – Total annual compensation Amounts owed 2,897,370 1,550,860 1,523,620 1,523,620 38,000 66,000 52,000 54,000 78,000 34,000 30,000 76,000 24,000 46,000 Name Franck RIBOUD Jacques VINCENT Emmanuel FABER Bernard HOURS Bruno BONNELL Michel DAVID-WEILL Richard GOBLET D’ALVIELLA Christian LAUBIE Jean LAURENT Hakan MOGREN Jacques NAHMIAS Benoît POTIER Naomasa TSURITANI Guylaine SAUCIER Amounts paid 1,050,000 760,000 644,000 644,000 – – – – – – – – – – Amounts paid 4,620 4,620 4,620 4,620 – – – – – – – – – – Amounts paid 2,783,970 1,529,800 1,373,620 2,863,620 – – – – – – – – – – 1,842,750 1,729,350 786,240 765,180 875,000 725,000 875,000 2,215,000 (4) – – – – – – – – – – – – – – – – – – – – (1) Gross amount. The amounts owed correspond to the amounts allotted for the current fiscal year. The amounts paid correspond to the amounts actually paid over the fiscal year and include the amounts that were owed for the previous fiscal year. (2) Benefits of any kind correspond to the pool of cars and chauffeurs made available to all members of the Executive Committee. (3) Gross amount owed over the course of the fiscal year before withholding at source. The four corporate executive officers are not entitled to attendance fees. (4) Bernard HOURS, while he was General Manager of the Fresh Dairy Products business line, received a medium-term exceptional variable portion linked to performance targets for the years 2006, 2007 and 2008. Since he met all these targets for the entire period, he received € 1,500,000 in 2009. This non-renewable program came to an end in 2008 in accordance with the maturity dates laid down at the outset. The aggregate amount of pluri-annual compensation due and paid out, over the course of the 2009 ﬁscal year to the corporate ofﬁcers is broken down as follows: Stock options valued at the date of grant according to Total Pluri-Annual IFRS 2 compensation (In €) Pluri-Annual Variable compensations (1) Amounts owed Amounts paid 1,500,000 750,000 750,000 750,000 1,500,000 1,005,000 405,000 405,000 Name Franck RIBOUD Jacques VINCENT Emmanuel FABER Bernard HOURS 1,573,250 786,625 786,625 786,625 3,073,250 1,536,625 1,536,625 1,536,625 (1) Pluri-annual variable compensation due corresponds to the GPUs allocated in 2009. Amounts paid in 2009 were paid for the GPUs allocated in 2006 for the achievement of the performance conditions for the 2006, 2007 and 2008 fiscal years. Lastly, the conditions under which the corporate ofﬁcers of the Company are paid indemnities in certain cases of termination of their terms of ofﬁce are described in Section 5.4. The other members of the Executive Committee beneﬁt from similar commitments from the Company in certain cases of termination of their duties (see Note 24 of the Notes to the consolidated ﬁnancial statements). DANONE - Registration Document 2010 177

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6 CORPORATE GOVERNANCE Compensation and beneﬁts paid to executive directors and ofﬁcers Stock options, Group Performance Shares granted to Corporate Ofﬁcers POLICY FOR GRANTING STOCK OPTIONS AND GROUP PERFORMANCE SHARES Since the Shareholders’ General Meeting of April 22, 2010, grants of Group Performance Shares (“GPS”) replaced grants of stock options. The GPS and the stock options granted to members of the Executive Committee are described in paragraph 7.2.The Board of Directors grants GPS annually on the basis of an amount determined globally, as recommended by the Group’s Nomination and Compensation Committee. As of December 31, 2010, the members of the Executive Committee beneﬁted from exercisable options for an aggregate of 3,461,834 shares. The ﬁrst GPS related shares will actually be delivered as of July 27, 2013 (for the “3+2” plan) and as of July 28, 2014 (for the “4+0” plan), provided continued employment and performance conditions are met. Accordingly, the Board of Directors has (i) decided that this commitment to hold a portion of the shares would apply to a number of shares corresponding to 35% of the capital gains upon acquisition, net of tax and social security contributions realized on all of the shares resulting from an exercise of options carried out by the executive concerned under this plan; and (ii) decided to subject all other members of the Executive Committee to this obligation to hold shares under the same conditions. Also, the Board of Directors has reexamined and conﬁrmed these obligations to hold shares derived from the exercise of stock options by Messrs. RIBOUD, FABER and HOURS, upon the renewal of their respective terms as Director at the Shareholders’ General Meetings of April 22, 2010 and April 28, 2011. Concerning shares derived from the Group Performance Shares, the Board of Directors meeting of July 26, 2010 decided that all directors and corporate ofﬁcers had to hold (in registered form) a number of shares derived from each GPS plan granted as of July 26, 2010 (until the end of their corporate functions) corresponding to 35% of the capital gains upon acquisition, net of tax and social security contributions, which would be realized if all shares resulting from each GPS plan granted were sold. Also, this same Board of Directors meeting decided to extend this obligation to hold shares to all members of the Company’s Executive Committee. The Board meeting of February 14, 2011 conﬁrmed this obligation to hold shares for Bernard HOURS upon the renewal of his term. Finally, the amounts reported as compensation and other beneﬁts for all Directors and members of the Executive Committee are detailed in Note 24 of the Notes to the consolidated ﬁnancial statements) and in Notes 10 and 11 of the Notes to the parent company ﬁnancial statements. POLICY TO HOLD SHARES RESULTING FROM STOCK OPTIONS AND GROUP PERFORMANCE SHARES Concerning the Company shares resulting from the exercise of stock options: all corporate executive ofﬁcers and other Executive Committee members are subject to an obligation to hold a portion of their shares from the exercise of options since 2007. In accordance with Article L. 225-185 of the French Commercial Code, the Chairman and Chief Executive Ofﬁcer and the Deputy General Managers must hold (in registered form) a certain number of shares resulting from the exercises of each stock option plan they were granted since January 1, 2007 onwards until such time as the cease of their functions. 178 Registration Document 2010 - DANONE

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CORPORATE GOVERNANCE Compensation and beneﬁts paid to executive directors and ofﬁcers 6 STOCK OPTIONS AND GROUP PERFORMANCE SHARES In accordance with Article L. 225-184 of the French Commercial Code, the exercises of options on Company shares of the executive directors and ofﬁcers of the Company during the 2010 ﬁscal year are detailed in the following table: (In €) Options exercised Date of the Board meeting granting the options exercised 04/11/2003 04/22/2005 04/11/2003 Name Franck RIBOUD Jacques VINCENT Emmanuel FABER Bernard HOURS Number of options 141,330 38,000 84,800 Exercise price (In €) 27.87 35.43 27.87 In accordance with Article L. 225-197-4 of the French Commercial Code, Group Performance shares granted during the 2010 ﬁscal year to the three directors and corporate ofﬁcers are detailed in the following table: Date of the Board meeting granting the GPS 07/26/2010 07/26/2010 07/26/2010 Name Franck RIBOUD Emmanuel FABER Bernard HOURS Valuation (1) 1,497,688 966,250 966,250 Number of GPS (2) 38,750 25,000 25,000 Vesting Date 07/27/2013 07/27/2013 07/27/2013 (1) Value on the grant date of the GPS according to IFRS 2 (see Note 14 of the Notes to the consolidated accounts), i.e. on July 26, 2010. (2) As a percentage of the share capital on December 31, 2010, these grants represented 0.006% for Franck RIBOUD and 0.004% for the two following directors and corporate officers: Emmanuel FABER and Bernard HOURS. Retirement Obligations Corporate ofﬁcers are eligible to a deﬁned beneﬁt pension plan which was provided to certain executive and directors of the Group. (See paragraph 7.2). As of December 31, 2010, the portion of the total amount of the Group’s obligation which relates to the Company’s executive directors and ofﬁcers under this pension plan amounted to € 40.2 million, which takes into account the impact of new charges applicable as of 2010, as provided in the Loi de Financement de la Sécurité Sociale 2010 (LFSS) (2010 Social Security Funding Act). Refer to Note 16 of the consolidated ﬁnancial statements. The total amount paid out by the Company with respect to this pension plan for the beneﬁt of the members of the Board of Directors (based on the duties they have completed within the Group, currently Mr. Christian LAUBIE and since the beginning of his retirement on April 1st 2010, Mr. Jacques VINCENT) amounted to € 1.3 million in 2010. With respect to the eligibility of each of the three executive directors and ofﬁcers of the Company to this pension plan, see Section 5.4 (Related party transactions). DANONE - Registration Document 2010 179

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6 CORPORATE GOVERNANCE Compensation and beneﬁts paid to executive directors and ofﬁcers Transactions performed in 2010 on Company shares by the corporate ofﬁcers and members of the Executive Committee at December 31, 2010 Gross unit price Number of (In €) shares 27.87 48.0497 48.0497 27.87 141,330 20,200 21,500 84,800 Name Franck RIBOUD A person linked to Mr. RIBOUD A person linked to Mr. RIBOUD Bernard HOURS Function Type of shares CEO Shares Shares Shares Shares Type of transaction Exercise of stock options Sale Sale Exercise of stock options Sale Purchase Exercise of stock options Sale Exercise of stock options Sale Purchase Subscription Date of transaction 12/22/2010 12/29/2010 12/29/2010 03/11/2010 Total gross amount (In €) 3,938,867.10 970,603.94 1,033,068.55 2,363,376.00 Co-Chief Operating Ofﬁcer Jordi CONSTANS FERNANDEZ Member of the Executive Committee Shares Shares Shares 03/11/2010 05/25/2010 02/12/2010 44.050 39.50 32.74 84,800 253 2,968 3,735,440.00 9,993.50 97,172.32 Shares Shares Shares Shares Other* 02/12/2010 11/09/2010 11/09/2010 04/20/2010 05/06/2010 41.84 27.87 47.00 45.21 10.00 2,968 17,000 17,000 4,000 2,000 124,181.12 473,790.00 799,000.00 180,840.00 20,000.00 Yoshihiro KAWABATA Thomas KUNZ Felix MARTIN GARCIA Director Member of the Executive Committee Member of the Executive Committee Shares Exercise of stock options Sale Exercise of stock options Sale Exercise of stock options Sale Exercise of stock options Sale Exercise of stock options Sale Subscription 11/05/2010 27.87 6,038 168,279.06 Shares Shares Shares Shares 11/05/2010 11/09/2010 11/09/2010 10/22/2010 46.4443 27.87 47.67 27.87 6,038 2,600 2,600 10,000 280,430.68 72,462.00 123,942.00 278,700.00 Christian NEU Member of the Executive Committee Shares Shares Shares Shares Shares Other* 10/22/2010 11/22/2010 11/22/2010 12/28/2010 12/28/2010 05/062010 45.6288 27.87 47.1686 27.87 47.8898 10.00 10,000 10,000 10,000 5,440 5,440 2,000 456,288.00 278,700.00 471,686.00 151,612.80 260,520.51 20,000.00 Muriel PENICAUD Pierre-André TERISSE Sven THORMAHLEN Member of the Executive Committee Member of the Executive Committee Member of the Executive Committee Other* Subscription 05/06/2010 10.00 2,000 20,000.00 Other* Subscription 05/06/2010 10.00 2,000 20,000.00 180 Registration Document 2010 - DANONE

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CORPORATE GOVERNANCE Internal control 6 Name Jacques VINCENT Function Type of shares Co-Chief Operating Ofﬁcer Shares Type of transaction Exercise of stock options Sale Date of transaction 03/30/2010 Gross unit price Number of (In €) shares 35.43 38,000 Total gross amount (In €) 1,346,340.00 Shares 03/30/2010 44.60 38,000 1,694,800.00 * These transactions correspond to subscriptions to a share capital increase reserved for Group employees which has been carried out through a special purpose vehicle called FCPE - See paragraph 7.2. Corporate ofﬁcers of the Company must hold a certain number of shares from the exercise of options granted under each option grant plan as of January 1, 2007 until their corporate function ends. This obligation to hold shares was extended by the Board of Directors to the other members of the Executive Committee (see paragraph above). 6.11 Internal control (Article L. 225-37 paragraph 6 of the French Commercial Code) General organization of internal control INTERNAL CONTROL OBJECTIVES AND GUIDELINES USED Internal control is a process put in place by Danone’s top management, management and employees that is designed to provide reasonable assurance, albeit not absolute certainty, that the following main objectives are being met: Danone’s internal control system is adapted to the Group’s strategic orientations and consistent with its international and decentralized organization. SCOPE OF INTERNAL CONTROL Danone’s internal control system applies to subsidiaries controlled by the Group. As of December 31, 2010, 145 Group-owned entities located in 53 countries and accounting for more than 98% of Danone’s consolidated net sales were evaluated under Danone’s internal control system (DANgo – “Danone Governing and Operating Processes”), thus representing 30 more entities than the previous year. The subsidiaries of the Baby Nutrition and Medical Nutrition Divisions, acquired at the end of 2007, continued to roll out Danone’s risk management and internal control referentials, in line with the medium term original integration plan. 2010 marked a major step in this integration regarding the internal control system because the Baby Nutrition and Medical Nutrition subsidiaries were integrated into the scope monitored directly by the internal control on the same basis as the subsidiaries of the Fresh Dairy Products and Waters business lines. • accuracy of ﬁnancial information; • compliance with applicable laws, policies; regulations, and internal • effectiveness and efﬁciency of internal processes, including those related to the protection of the Group’s assets. Danone uses internal guidelines based on the reference framework implementation guidelines suggested in 2007 by the French Financial Markets Authority (Autorité des marchés financiers), completed by its guide, and updated in mid 2010. This framework relates to reference risk management and internal control systems, and touches on monitoring processes and the elaboration of the accounting and ﬁnancial information, as well as risk management processes. This reference framework is in turn coherent with the COSO I and II guidelines, which have also inspired the Danone internal guidelines. DANONE - Registration Document 2010 181

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6 CORPORATE GOVERNANCE Internal control In 2010, among the 145 organizational entities covered by DANgo, 28 small or newly acquired entities used simpliﬁed guidelines focused on the DANgo Fundamentals speciﬁcally selected for these smaller entities in order to facilitate their integration and development while ensuring adequate control of their ﬁnancial and accounting processes. INTERNAL CONTROL PARTICIPANTS Danone’s General Management is responsible for the Group’s internal control system, while the Audit Committee is responsible for monitoring the effectiveness of the Group’s internal control and risk management systems. In order to accomplish this, General Management relies on operational (Business Lines, geographical zones, subsidiaries) and functional reporting lines, and especially the Group Finance Department and the Risk, Control and Audit Department, both of which report to the same Deputy General Manager. The Group Finance Department (DGF) is responsible for the ﬁnance function throughout the entire Group, directly through centralized functions (Business Control, Consolidation, Treasury and Financing, Tax, Strategy, Financial Communications, Acquisitions, Corporate Legal), and, through functional ties, by relying on the Chief Financial Ofﬁcers of the respective Business Lines. The Chief Financial Ofﬁcer, who reports to one of the two Deputy General Managers, is a member of the Group’s Executive Committee. The main heads of departments and Business Lines meet in a monthly Executive Finance Committee. The Risk, Control and Audit Department (DGRCA) was established in early 2009 to strengthen the impact of the three functions that are now reporting to it (risk management, internal control, and internal audit) and to create synergies around certain corporate governance and compliance-related topics. The RCA General Manager reports directly to one of the two Deputy General Managers, who is a member of the Executive Committee, and reports functionally to the Chairman of the Audit Committee of the Board. He is also a permanent member of the above-mentioned Executive Finance Committee. Reporting to the Risk, Control and Audit Department, the Risk Management Department (DGR) – which consists of a central team of three people supported by one coordinator for the Americas region and another for the Asia-Paciﬁc region – is responsible for the risk management system, known internally as “Vestalis.” The Risk Management Department is supported by other participants, notably Group operational managers through various internal committees, including the Danone Enterprise Risk Committee (DERC). The approach used is described in Section 2.3 “Risk factors” and below in the two sections labeled “Risk identiﬁcation and assessment.” Reporting to the Risk, Control and Audit Department, the Internal Control Department (DCI) is composed of a three-member central team, supported by three regional or Business Line coordinators and by the network of local internal controllers, who typically report to the Chief Financial Ofﬁcers of the subsidiaries. This department reports directly to the Risk, Control and Audit Department and functionally to the Group Finance Department, the latter being jointly responsible for the quality of the Group’s internal control. The internal controllers of the subsidiaries, working together with the other members of the Risk, Control and Audit Department, ensure that the procedures deﬁned by the Group are properly applied in the subsidiaries and the central departments. Speciﬁcally, the Internal Control Department deﬁnes and coordinates the internal control priorities at the central level and deploys them in the operating entities. It prepares the Group’s internal control guidelines, deﬁnes the methodology used to document processes, manages the analysis of results from the assessments and monitors the set-up of the action plans through the community of internal controllers. It provides support and guidance for this inte

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CORPORATE GOVERNANCE Internal control 6 Danone’s overall internal control procedure Internal control consists of ﬁve closely-related components, which, at Danone, are implemented as follows: Control environment. The control environment establishes the level of staff awareness of the usefulness and necessity of internal control and is the foundation on which the other components of internal control are built, notably through ethics, discipline and an organizational setup. Danone’s control environment is based on the following: global internal ethics survey. In 2010, 27 actionable ethics alerts were received. In all of the demonstrated cases of fraud related to internal control, appropriate sanctions were imposed; • the • Danone’s values, which are widely communicated across all of the subsidiaries, the dual economic and social project; the existence of a “Business conduct policy,” which was updated and communicated in 2009; a human resource and social policy, particularly with regard to employee development and training; the impetus given by the Board of Directors; the willingness to achieve continuous improvements in all operating procedures, as expressed by the Group’s General Management; and the “DanoneWay” program, established in nearly all of the Group’s subsidiaries and promoting a favorable internal control environment; 2010, a major survey on business ethics was conducted at more than 160 Group subsidiaries. Some 97% of the subsidiaries responded to this comprehensive survey, which made it possible to identify the subsidiaries’ strengths and areas in need of improvement with respect to raising awareness of documents and their circulation, as well as best practices in the area of compliance and business ethics. The discussions that took place also made it possible to raise awareness among operating personnel on this topic; the ﬁndings of the survey were discussed at the highest levels of Danone’s organization. Action plans were prepared and are currently being implemented; several years, the Group has deployed and operated an antifraud program that informs the subsidiaries’ Management Committees and all employees of internal fraud and corruption risks. This antifraud program is based on seven stages, which include information, prevention, detection, investigation, penalties, reporting and continuous improvement to the internal control system; which focuses on internal control matters and is also available to Group suppliers and potential suppliers in the context of requests for proposals; the system’s visibility was enhanced in 2010 through the progressive deployment of “Danone Inside Pack,” an introductory guide that highlights the Business Conduct Policy, the ethics hotline and the above-mentioned standardization of operating processes through the implementation of DANgo referential managed in an eponymous software application accessible worldwide, and the regular use of Themis, an integrated information system, contribute to the strength of the control environment. The Group’s internal control guidelines were created in their present form in 2003, and greatly enriched in 2005 and 2006, as Danone, being a publicly listed corporation in the United States at the time, was subject to the Sarbanes-Oxley Act. DANgo now includes operating procedures (“Danone Operating Models”), internal control items per se (“Danone Internal Control Assessments”), and the practices promoted by the “DanoneWay” program. Coordination of the central functions covered by DANgo is ensured by holding a periodic, ad-hoc, transversal coordination committee; 2006, the Group has ensured that the DANgo internal control and best practices referential are continuously up-to-date by systematically revising them every year. Major steps have been taken to improve DANgo and to incorporate the Baby Nutrition and Medical Nutrition subsidiaries into the process. DANgo is kept up to date by a network of internal control experts and operations staff from various b

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6 CORPORATE GOVERNANCE Internal control format and within an appropriate time frame that enables each person to carry out his or her responsibilities. To accomplish this, Danone relies on: in 2010. These meetings are also the occasion to discuss the opportunities, which are often the counterpart of the identiﬁed risks. A review of all the most signiﬁcant risks is performed regularly by the Danone Enterprise Risk Committee (DERC), comprised of Danone’s two Deputy General Managers, Chief Financial Ofﬁcer, Head of Human Resources, Head of Risk, Control and Audit, and Head of Risk Management. A mapping of Danone’s major risks is assessed during the committee, “risk owners” are systematically designated, and risk mitigation plans are reviewed and assessed. This work serves as the basis for the presentations made to Danone’s Executive Committee and to the Audit Committee. In addition, the existence of procedures – regarding the monitoring of competition, training, risk prevention and protection, etc. – and the initiatives taken by specialized departments – such as the Environment Department and the Quality and Food Safety Department – all contribute to the identiﬁcation and analysis of risks. The Safety Department helps to identify threats against Group employees or assets. The Crisis Management Department uses information made available by the Vestalis risk maps to identify potential crises and prepare the affected entities, while also ensuring that an appropriate response is provided for all crises, even if the risk was not identiﬁed beforehand. Moreover, the identiﬁcation and reporting of risks is also facilitated by the relatively low number of reporting levels, short decisionmaking channels and input from the operating units in strategic discussions. Two group-wide committees headed up by Head of Risk, Control and Audit have also been created to deal with major risks against which the Group must protect itself: a groupwide Health, Safety and Environment Committee (HSE), created in 2008, and a quarterly group-wide Compliance Committee, attended – since 2006 – by the various central departments that collaborate on the quality of the control environment. Control activities. The control activities are intended to ensure the application of the standards, procedures, and recommendations that contribute to implementation of the main strategic decisions made by the Group’s General Management. All DANgo operating procedures and guidelines, which are improved continuously, are disseminated and put into practice within the operating units. Certain items in DANgo are identiﬁed as contributing to the prevention of fraud and corruption. The use of the integrated information system Themis by the majority of the operating units also contributes greatly to the reliability of operating control activities. In addition to these rules and procedures, the Group has also set in place a body of practices and procedures that allow it to carry out its control activities. These practices and procedures include regular monitoring of the performances of each operating unit – notably during performance reviews – and attendance at the units’ Board of Directors and Management Committee meetings. • its values, culture, organization, and information systems, all elements that facilitate the dissemination of information necessary to the decision-making process; documentation databases and various intranet sites that enable information to be shared within the Group. These include not only ﬁnancial information but also non-ﬁnancial information that meets the needs of the various operating and administrative departments; in 2010, a social networking tool form for the subsidiaries’ internal controllers was launched. It includes a directory, blog and documentary database; distribution of the DANgo referential, the methodological coordination and support provided to the internal controllers of the subsidiaries by the Internal Control Department: training sessions for

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CORPORATE GOVERNANCE Internal control 6 The subsidiaries’ internal controllers oversee the implementation of these practices and procedures. All the subsidiaries integrated into DANgo use this self-assessment process, and the largest of them follow a more detailed internal control methodology that includes information ﬂows, control points and tests conducted by management. Continuous monitoring. The internal control systems are reviewed periodically so that their performances and effectiveness may be qualitatively evaluated. The permanent monitoring of control procedures is part of the ongoing activities of the Company and its subsidiaries. The IT application that hosts DANgo allows subsidiaries to document their operating processes, especially those used to prepare ﬁnancial information; to perform self-assessments; to determine whether they are compliant with the Group’s internal control guidelines; and to monitor any necessary action plans. The results of the annual self-assessments by the subsidiaries are sent to the Internal Control Department (ICD), which analyzes them and communicates relevant summaries to the different interested parties. Appropriate action plans are put in place by the entities with a view to continuous improvement; the Internal Control Department (ICD) veriﬁes that the action plans have been created for each reported deﬁciency, and independent internal audits are subsequently carried out to validate that corrective measures have indeed been taken. The quality of the internal control system’s steering and monitoring is ensured by two committees – headed up by the Internal Control Department – which meet regularly: the DANgo Steering Committee (which meets twice a year and consists of the operational executive managers designated to represent the Group’s key functions: R&D, Purchasing, Operations, Sales, Finance, HR, IS, etc.), and the quarterly internal control Steering Committee (which includes primarily the heads of the Finance function at headquarters and in the Business Lines). Beginning in 2009, internal control performance indicators (coverage rate, expectation intensity rate and deﬁciency rates for control points) were established to facilitate the analysis and communication of results as well as assess the effectiveness of internal control at the level of the various regions and the four Business Lines. The targets for these performance indicators are discussed in the internal control Steering Committee and in the DANgo Steering Committee, and are then presented to the Audit Committee before being sent to the subsidiaries, which assists in harmonizing the internal control priorities and developing a shared vision. In 2010, Danone’s internal control key indicators again showed signs of improvement: the coverage rate for subsidiaries increased by 13 points relative to 2009, while the deﬁciency rate continued to fall thanks to continuous monitoring of the improvements to DANgo and internal control throughout the organization. The bi-annual internal fraud reporting has now been operational for ﬁve years. Some 163 Group entities, i.e. nearly all, participate in the program. The number of reported suspected or conﬁrmed fraud cases has remained stable for two years. In 2010, approximately 130 suspected cases were reported per six-month period, which represented approximately 80 demonstrated cases over the same period. The majority of these proven cases involved minor incidents (thefts of products or equipment, minor embezzlement). In 2010, none of these fraud cases had a signiﬁcant impact on Danone’s ﬁnancial statements. In the vast majority of the identiﬁed cases, the employment agreements of the corresponding employees were terminated following investigations into these frauds. A fraud case monitoring meeting is held monthly at the Group headquarters level in order to ensure the effective monitoring of fraud cases and their appropriate management with respect to compliance and internal control. To t

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6 CORPORATE GOVERNANCE Internal control Internal control procedure for the preparation and processing of Danone’s ﬁnancial and accounting information Control environment. The ﬁnance function’s organization is based on: Preparation of six-month and annual ﬁnancial statements. The operating units use consolidation packages to report ﬁnancial statements presented in compliance with the International Financial Reporting Standards used by the Group and the analytical tables presented by balances and by movements that are used to prepare the consolidated ﬁnancial statements and the Notes to the consolidated ﬁnancial statements. These consolidation packages are veriﬁed by a central team, which: throughout the year checks the accounting options used; is responsible for all elimination and consolidation entries; and validates those line items that present the highest degree of risk (intangible assets, ﬁnancial assets, taxes, provisions and debt). The information is produced and disseminated using the following applications: • centralized functional departments: Treasury and Financing, Acquisitions, Strategy, Management Control, Consolidation and Standards and Procedures, Financial Communication, Corporate Legal; Finance Department of each Business Line. These departments are organized by geographical zones supervising business units and, in some countries, the accounting, treasury and certain specialized functions are shared. • the In all cases, the operating units are responsible for the production and content of their ﬁnancial statements as well as their internal control. The roles and the skills required at the different levels of the organization are clearly deﬁned and the internal training programs are tailored accordingly. The Group has a single set of guidelines covering accounting procedures and principles, which are consistent with its internal control principles. Available on the DAFnet intranet, these guidelines are accessible to all managers in the ﬁnance function. Also, the control practices and procedures mentioned in DANgo help to ensure the reliability of the processes for preparing the ﬁnancial statements. Indeed, the DANgo guidelines include many points that address the quality of the ﬁnancial and accounting information. Production and dissemination of financial information. Financial information is generated by a rigorous and comprehensive ﬁnancial planning process. This process integrates a strategic plan, a budget process, preceded by the preparation of a framework deﬁning key targets, comprehensive re-estimates at regular intervals, monthly reports, monthly updated forecasts of certain indicators as well as monthly performance review meetings attended by the ﬁnance teams and the General Managers of the Business Lines. In this context, each operating unit prepares a monthly, detailed ﬁnancial report, and a twice-yearly exhaustive consolidation package for use in preparation of the Group’s consolidated ﬁnancial statements. The relevance of the selected performance review indicators is reviewed on a regular basis. Monthly ﬁnancial information. reports and published quarterly • the management and optimization of information ﬂows for the ﬁnancial functions as well as purchasing, industrial functions, quality, supply chain and sales functions, both within the subsidiaries and between them, is performed primarily through the SAP/Themis integrated information system. This application is being regularly deployed in all Group subsidiaries and its features are constantly being improved. Presently, the activities supported by Themis account for approximately 75% of consolidated sales in the Fresh Dairy Products and Waters business lines, and the integrated software is currently being rolled out in the Baby Nutrition and Medical Nutrition business lines following the Numico acquisition; • monthly ﬁnancial reports, and more generally the ﬁnancial information used to manage and control the activities of the operating units, are

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CORPORATE GOVERNANCE Internal control 6 To disseminate ﬁnancial information within the Group, each quarter the Group’s entire ﬁnance function can log onto a site where the Chief Financial Ofﬁcer comments the activity for the quarter, the year-to-date ﬁnancial results and the main challenges for the Group. Identification and assessment of risks. The monitoring and management of the main identiﬁed risks is organized as follows: the Group’s applicable procedures and with all of the standards applicable to the ﬁnancial information sent to the central teams. This conﬁrmation is provided in a certiﬁcation letter that covers the interim and year-end closings of the ﬁnancial statements, including all subjects involving risk management and internal control. Since 2010, a balance sheet items checklist, which is prepared by the Finance Department and the Risk, Control and Audit Department, is sent to the regional chief ﬁnancial ofﬁcers in order to assist them in the periodic review of their subsidiaries’ activities. The control activities are therefore conducted at all of the Group’s hierarchical and functional levels and include a variety of steps such as approving and authorizing, verifying and comparing, assessing operational performances, ensuring the protection of assets and monitoring the segregation of duties. The audits administered and conducted independently by the Internal Audit Department provide appropriate validation. Continuous monitoring. One of the responsibilities of each Business Line Chief Financial Ofﬁcer and Function Manager is to improve the procedures used to prepare and process ﬁnancial information. Detailed audits are conducted on the key control procedures in the preparation of ﬁnancial information (particularly published disclosures) in the subsidiaries and in the Group’s headquarters and on their effective application. Moreover, the internal audits conducted in the operating units are aimed primarily at verifying the quality of the accounting and ﬁnancial information. The Business Lines’ Finance Departments ensure that the action plans established subsequent to the above-mentioned internal and external audits have been carried out correctly. Assessment. The procedures intended to control the accounting and ﬁnancial information provided by the consolidated subsidiaries, as well as the internal control procedures used to prepare the consolidated ﬁnancial statements, are adequate to provide reliable accounting and ﬁnancial information. The Audit Committee examined the report of the Chairman of the Board of Directors on the internal control and risk management procedures put in place by the Group. This report was then reviewed and approved by the Company’s Board of Directors on February 14, 2011, in accordance with the French Law of July 3, 2008. • the • the identiﬁed risks and results obtained through the various established approaches (DANgo, DanoneWay and Vestalis) are used; budgeting and strategic planning process, performance monitoring, regularly scheduled meetings that involve ﬁnance functions to a signiﬁcant degree (Management Control, Treasury and Financing, Consolidation, Development) as well as the meetings of the Danone Enterprise Risk Committee (DERC) and the Group’s Executive Committee make it possible to monitor and manage the most important risks identiﬁed; risks related to the processes used to prepare and disseminate ﬁnancial information are also reviewed and the internal control system is adapted based on the identiﬁed risks. • speciﬁc Control activities. Each Business Line has a Finance Department, which is responsible for monitoring performance, capital expenditure and operating cash ﬂow, primarily through the rigorous ﬁnancial planning and reporting process. The Business Lines’ Finance Departments are supported by the Finance Departments in the regions and operating units, with the overall management control process administered by the central Management Control Department. Members of the ce

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6 CORPORATE GOVERNANCE Internal control Statutory Auditors’ report (prepared in accordance with Article L. 225-235 of the French Commercial Code (Code de commerce) on the report prepared by the Chairman of the Board of Directors of Danone) To the Shareholders, In our capacity as Statutory Auditors of Danone, and in accordance with Article L. 225 235 of the French Commercial Code (Code de commerce), we hereby report to you on the report prepared by the Chairman of your company in accordance with Article L. 225-37 of the French Commercial Code for the year ended December 31, 2010. It is the Chairman’s responsibility to prepare, and submit to the Board of Directors for approval, a report describing the internal control and risk management procedures implemented by the Company and providing the other information required by Article L. 225-37 of the French Commercial Code in particular relating to corporate governance. It is our responsibility: • to report to you on the information set out in the Chairman’s report on internal control and risk management procedures relating to the preparation and processing of ﬁnancial and accounting information; and • to attest that the report sets out the other information required by Article L. 225-37 of the French Commercial Code, it being speciﬁed that it is not our responsibility to assess the fairness of this information. We conducted our work in accordance with professional standards applicable in France. INFORMATION CONCERNING THE INTERNAL CONTROL AND RISK MANAGEMENT PROCEDURES RELATING TO THE PREPARATION AND PROCESSING OF FINANCIAL AND ACCOUNTING INFORMATION The professional standards require that we perform procedures to assess the fairness of the information on internal control and risk management procedures relating to the preparation and processing of ﬁnancial and accounting information set out in the Chairman’s report. These procedures mainly consisted of: • obtaining an understanding of the internal control and risk management procedures relating to the preparation and processing of ﬁnancial and accounting information on which the information presented in the Chairman’s report is based, and of the existing documentation; • obtaining an understanding of the work performed to support the information given in the report and of the existing documentation; • determining if any material weaknesses in the internal control procedures relating to the preparation and processing of ﬁnancial and accounting information that we may have identiﬁed in the course of our work are properly described in the Chairman’s report. On the basis of our work, we have no matters to report on the information given on internal control and risk management procedures relating to the preparation and processing of ﬁnancial and accounting information, set out in the Chairman of the Board’s report, prepared in accordance with Article L. 225-37 of the French Commercial Code. OTHER INFORMATION We attest that the Chairman’s report sets out the other information required by Article L. 225-37 of the French Commercial Code. Neuilly-sur-Seine, March 16, 2011 The Statutory Auditors PricewaterhouseCoopers Audit Étienne BORIS Philippe VOGT Ernst & Young et Autres Jeanne BOILLET Gilles COHEN 188 Registration Document 2010 - DANONE

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7 SOCIETAL AND ENVIRONMENTAL RESPONSIBILITY 7.1 7.2 Group employees Employee beneﬁts 190 191 191 191 196 7.4 Corporate social and societal responsibility 199 199 199 200 201 General policy Danone’s CSR policy in detail Danone Ecosystem Fund Danone.communities Employee proﬁt-sharing Medium and long-term incentive plan policy Retirement obligations 7.3 Social responsibility, health and safety, training and development 197 197 197 198 7.5 Environmental responsibility 203 203 203 204 205 Control over fundamentals Focus on the ﬁve areas where the Group’s environmental impact is signiﬁcant 2010 environmental expenses and investments Environmental impact of the business: key indicators Employee dialogue Health and safety Training and development DANONE - Registration Document 2010 189

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7 SOCIETAL AND ENVIRONMENTAL RESPONSIBILITY Group employees 7.1 Group employees As of December 31, 2010, the Group’s fully-consolidated companies employed 100,995 staff, compared with 80,976 in 2009. This ﬁgure includes the staff of Unimilk, which was ﬁrst-time consolidated on December 1, 2010. The tables below provide details of the total number of employees and a breakdown by geographical area and Business Line as of December 31, 2009 and 2010, with and without the Unimilk employees for each year: GROUP EMPLOYEES INCLUDING UNIMILK STAFF As of December 31 Total number of employees By geographic area France Rest of Europe China Rest of Asia-Paciﬁc North and South America Africa and Middle East TOTAL By Business Line Fresh Dairy Products Waters Baby Nutrition Medical Nutrition Corporate functions TOTAL 2009 80,976 10.6% 26.2% 10.8% 17.9% 29.1% 5.4% 100.0% 38.7% 41.1% 13.7% 5.0% 1.5% 100.0% 2010 100,995 8.7% 36.9% 9.1% 15.3% 24.9% 5.1% 100.0% 48.2% 35.0% 11.0% 4.5% 1.2% 100.0% GROUP EMPLOYEES EXCLUDING UNIMILK STAFF As of December 31 Total number of employees By geographic area France Rest of Europe China Rest of Asia-Paciﬁc North and South America Africa and Middle East TOTAL By Business Line Fresh Dairy Products Waters Baby Nutrition Medical Nutrition Corporate functions TOTAL 2009 80,976 10.6% 26.2% 10.8% 17.9% 29.1% 5.4% 100.0% 38.7% 41.1% 13.7% 5.0% 1.5% 100.0% 2010 85,073 10.3% 25.1.% 10.8% 18.2% 29.6% 6.0% 100.0% 38.5% 41.6% 13.1% 5.3% 1.5% 100.0% 190 Registration Document 2010 - DANONE

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SOCIETAL AND ENVIRONMENTAL RESPONSIBILITY Employee beneﬁts 7 7.2 Employee beneﬁts Employee proﬁt-sharing PROFIT-SHARING OF THE EMPLOYEES OF THE PARENT COMPANY The Company’s employees beneﬁt from a three-year proﬁt sharing plan, which was renewed in 2009, and which is primarily based on the Group’s results. EMPLOYEE SHAREHOLDERS The Shareholders’ General Meeting of April 23, 2009 authorized the Board of Directors to carry out capital increases reserved for employees who were members of a French company savings plan Plan d’Epargne Entreprise or (PEE), within the limit of a nominal amount of € 3 million. This authorization will remain valid until June 2011. In connection with this authorization, in May 2010 the Company implemented a capital increase reserved for Group employees participating in a company savings plan (through a temporary vehicle called FCPE, which was later merged into the “Fonds Danone” FCPE) in the nominal amount of € 232,747.50, representing the issue of 930,990 new shares. Also in connection with this authorization, the February 14, 2011 Board of Directors meeting decided to issue shares in favour of Group employees participating in a company savings plan for a maximum subscription amount of € 65 million, representing a maximum of 1,816,149 new shares based on a discounted price for Danone shares of € 35.79. The ﬁnal amount that will be subscribed will be known in May 2011. The Board noted that, as in each year, if the share’s market price, costs included, at the end of the subscription period is lower than the subscription price, the management company for the Company investment fund would be authorized to acquire shares directly on the stock market, within the limit of the employees’ subscriptions. OTHER PROFIT-SHARING AGREEMENTS The French subsidiaries and certain foreign subsidiaries of the Group have proﬁt sharing plans in place for their employees based on their own results. All of the proﬁt-sharing agreements, which cover all of the Group’s French subsidiaries were renegotiated in order to pay out a greater share of the proﬁts for a given level of Group earnings. These improvements were made in 2009 and 2010, depending on the renewal schedule. In 2010, the expense recognized by the Group in connection with proﬁt sharing plans amounted to € 105 million (€ 98 million in 2009). Medium and long-term incentive plan policy MEDIUM-TERM VARIABLE COMPENSATION IN THE FORM OF GROUP PERFORMANCE UNITS In 2005, the Group put in place a new system of variable compensation, in the form of Danone Group Performance Units (“GPUs”), for which members of the Executive Committee, and the General Managers and their colleagues are eligible, totaling approximately 1,400 people worldwide. This three-year variable compensation program, based on medium-term performance objectives, increases the unity and commitment of the members of the Executive Committee and of the General Managers and their colleagues, with the objective of strengthening the Group’s positions in its markets and improving its operational performance. DANONE - Registration Document 2010 191

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7 SOCIETAL AND ENVIRONMENTAL RESPONSIBILITY Employee beneﬁts The value of the GPUs, which can vary between € 0 and € 30, is calculated over a sliding period of three years based on the Group’s overall economic performance in the medium term. Each year, the Board of Directors of the Company, based on recommendations by the Nomination and Compensation Committee, sets the performance objectives for the next year and evaluates the achievement of the previous year’s objective for each GPU plan. In the event of a successful tender offer for shares of the Company, the performance objectives of all of the GPU plans will be considered to have been met and the GPUs will be paid in the month following the completion of the offer. In the event of a disposal of all or part of a business, the performance objectives for the year in which the disposal takes place will be considered to have been met for the beneﬁciaries in the business considered and all of the GPU plans concerned will be paid in the month following completion of the disposal. The regulations of the GPU plans stipulate that the conditions regarding continuing employment and performance are partially waived in the event that the beneﬁciary dies, leaves the Group or retires, or the business employing him is discontinued. The performance objectives set under the 2007 GPU program were achieved in connection with the 2007, 2008 and 2009 periods. Consequently, a payment to all beneﬁciaries was made in May 2010. The performance conditions applied to the GPS grants made in 2010 consist of two complementary criteria, representative of the Group’s performance and adapted to the speciﬁc nature of its activity, namely growth of consolidated sales and of consolidated free cash ﬂow. The two conditions set for the ﬁrst two vesting years of the program (2010 and 2011) are as follows: 5% annual sales growth and 10% annual free cash ﬂow growth during this period (arithmetic average, on a consolidated basis and on a like for like basis, ie excluding changes on consolidation scope and foreign exchange rates). These performance conditions are those described in the April 22, 2010 report of the Board of Directors to the Shareholders’ General Meeting presenting the resolution on GPS. The total number of GPS granted to executive ofﬁcers and directors (mandataires sociaux) and Executive Committee members is subject to these two performance conditions in equal measure. For other beneﬁciaries, i.e. senior managers and managers of the Group, two-thirds of the number of GPS granted individually are subject to these same performance conditions, with the remaining third subject only to the condition of continuous employment during the vesting period. Consequently, for 2010 the GPS granted under performance conditions accounted for 75.3% of the total number of GPS granted. As a reminder, the 15th resolution adopted by the Shareholders’ General Meeting of April 22, 2010 speciﬁed that shares could be granted without performance conditions within the following limits: (i) these shares may not represent more than 25% of the total number of shares and (ii) these shares may not represent more than 33% of the total number of shares granted to an employee (excluding executive ofﬁcers and directors, and members of the Executive Committee). The share grant approved on July 26, 2010 is therefore consistent with the limits set by the authorization approved by the Shareholders’ General Meeting. The continuous employment condition is applied to all GPS beneﬁciaries until the delivery date for the Company’s shares at the end of the vesting period. In the event of a voluntary departure, the granted GPS are canceled. As of December 31, 2010, the aggregate number of canceled GPS amounted to 3,359 out of a total of 644,565 GPS granted (see table below). However, the plan regulations for the GPS granted by the Board of Directors as of July 26, 2010 leave open the possibility, for GPS beneﬁciaries, of waiving the continuous empl

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SOCIETAL AND ENVIRONMENTAL RESPONSIBILITY Employee beneﬁts 7 The GPS grants become deﬁnitive and are delivered in the form of Company shares at the conclusion of a vesting period. The GPS vesting period is three years for beneﬁciaries subject to the French social security (“3+2” plan) and four years for other beneﬁciaries (“4+0” plan). Beneﬁciaries of the “3+2” plan must also satisfy a two-year holding period during which they may not sell or transfer their GPS-issued shares. Beneﬁciaries of the “4+0” plan are not subject to any holding period. The plan regulations prohibit GPS beneﬁciaries from hedging in any manner their position with respect to their rights to receive GPS or their rights with respect to shares that they have already received and are still subject to a holding period. Moreover, for the Group’s executive ofﬁcers and directors, the ban on hedging extends to all Danone shares or ﬁnancial instruments related to these shares that they own or may be in a position to own (see Section 6.10). As of the date of this Registration Document, the Group’s policy is not to amend the initial conditions of the plan regulations. The main characteristics of these GPS plans as of December 31, 2010 are described in the table below: Of which : GPS which Of which could be Number of delivered to Executive members of Committee the Executive member Committee concerned Number of GPS authorised by the Shareholders meeting 04/22/2010 Plan “3+2” Plan “4+0” 2,587,963 Date of Board Meeting Granting GPS Number of GPS granted Number of Number of Number GPS cancelled GPS delivered of active as of as of GPS as of Delivery December 31, December 31, December 31, Date 2010 2010 2010 07/26/2010 07/26/2010 266,900 07/27/2013 377,665 07/27/2014 644,565 1,225 2,134 3,359 - 265,675 375,531 641,206 130,750 36,000 166,750 7 4 Grants of GPS to the 10 Group employees (excluding executive ofﬁcers and directors) who received the largest number of shares in 2010 In 2010, pursuant to the authorization granted by the April 22, 2010 Shareholders’ General Meeting, 85,150 GPS were granted to the ten employees who received the largest number of shares in 2010 (including 78,000 GPS to eight members of the Executive Committee, excluding executive ofﬁcers and directors). Until December 31, 2009, only options to purchase shares were granted to eligible employees as part of stock option plans (the Company had not issued options to subscribe shares since 1997). Options to purchase shares were granted annually to members of the Executive Committee (including the executive ofﬁcers and directors), the General Managers and certain employees based on a grant by thirds for each of the three groups. The options to purchase shares were generally granted twice a year: (i) a principal grant (generally in April) for the beneﬁt of members of the Executive Committee (including the executive ofﬁcers and directors), the General Managers and certain employees, and (ii) a second grant (generally in October) intended for certain newly hired employees as well as, if applicable, certain employees of recently acquired companies (as was the case in December 2007 with the acquisition of Numico). The exercise price of the options was the equivalent of the average stock market price of Danone shares during the 20 trading days leading up to the Board of Directors’ meeting held to grant them, with no discount offered. The term of the existing plans is eight years. Since 2006, the options may be exercised following a four-year holding period from the date of grant (with the exception of the ﬁrst two plans offered following the Numico acquisition). However the regulations of the stock option plans authorized by the Board of Directors beginning April 11, 2003 give beneﬁciaries the right to exercise part or all of the options granted to them in the event of a successful public offer targeting the Company’s shares (see Section 8.10). COMPANY STOCK OPTIONS In its 15th resolution, the April 22, 2010 Shar

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7 SOCIETAL AND ENVIRONMENTAL RESPONSIBILITY Employee beneﬁts In the event of voluntary departures, the granted options are canceled. Thus, for example, as of December 31, 2010, the aggregate number of canceled options represented 2,768,021 of the 25,109,830 total options granted (see table below). As of the date of this Registration Document, the Group’s policy is not to amend the initial conditions of the plan regulations. As of December 31, 2010, the main characteristics of the stock option purchase plans that remain open are described in the table below and take into account: • the two-for-one splits of the shares that occurred in June 2000, June 2004 and June 2007; • the adjustment following the June 25, 2009 capital increase, made retroactively to the numbers of purchase options granted and to the exercise prices in respect of the plans in existence as of that date. The maximum number of purchase options authorized by the various Shareholders’ General Meetings was not changed. 194 Registration Document 2010 - DANONE

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SOCIETAL AND ENVIRONMENTAL RESPONSIBILITY Employee beneﬁts 7 The main characteristics of these option plans that remain open as of December 31, 2010 are as follows: Of which: Of which: options number of exercisable members by memof the Number of bers of the Executive exercisable Executive Committee options Committee concerned Number of options authorized by the Shareholders’ Meeting May 29, 2001 8,000,000 (1) Date of the Board Meeting granting options Number of options granted Number Number of options of options cancelled or exercised Exercise expired as of as of Expiration price per December 31, December 31, date share 2010 2010 10/08/2001 04/25/2002 10/17/2002 04/11/2003 April 11, 2003 8,000,000 (2) 10/15/2003 04/15/2004 10/13/2004 04/22/2005 April 22, 2005 6,000,000 (3) 07/20/2005 (4) 10/18/2005 04/27/2006 10/16/2006 04/26/2007 April 26, 2007 6,000,000 (5) 10/19/2007 12/17/2007 04/29/2008 10/21/2008 04/23/2009 April 23, 2009 6,000,000 (6) 10/20/2009 TOTAL 659,956 2,784,832 497,352 3,908,538 7,850,678 129,744 3,976,442 93,916 2,411,983 6,612,085 29,680 27,136 2,045,853 36,040 2,633,517 4,772,226 28,408 327,078 2,762,403 31,941 2,704,611 5,854,441 10/08/2009 04/25/2010 10/17/2010 04/11/2011 33.41 32.74 28.66 27.87 140,356 350,550 100,487 433,323 1,024,716 36,464 433,324 8,480 182,420 660,688 3,392 196,471 4,664 250,637 455,164 7,844 64,302 359,070 2,756 192,281 626,253 1,200 1,200 2,768,021 519,600 2,434,282 396,865 2,802,081 6,152,828 64,408 1,510,013 7,678 425,235 2,007,334 2,120 2,120 673,134 673,134 28,872 2,033,105 77,758 1,804,328 3,944,063 29,680 21,624 1,849,382 31,376 2,382,880 4,314,942 20,564 262,776 2,403,333 29,185 2,512,330 5,228,188 48,348 48,348 480,286 55,120 418,350 953,756 428,240 677,340 1,105,580 710,730 643,420 1,354,150 3 10/15/2011 04/15/2012 10/13/2012 04/22/2013 31.04 31.80 30.22 35.43 8 2 8 07/20/2013 10/18/2013 04/26/2014 10/15/2014 04/25/2015 38.95 42.53 46.92 52.40 57.54 8 8 10/18/2015 12/16/2015 04/28/2016 10/20/2016 04/22/2017 52.33 56.57 53.90 43.71 34.85 - 11 11 20,400 10/19/2017 20,400 25,109,830 – 40.90 – 19,200 19,200 8,162,282 14,179,527 3,461,834 (1) Of a total of 8,000,000 options authorized by the Shareholders’ Meeting of May 2001, 593,700 options were not granted and expired on April 11, 2003. (2) Of a total of 8,000,000 options authorized by the Shareholders’ Meeting of April 2003, 1,762,184 options were not granted and expired on April 22, 2005. (3) Of a total of 6,000,000 options authorized by the Shareholders’ Meeting of April 2005, 1,497,900 options were not granted and expired on April 26, 2007. (4) On July 20, 2005, the Board of Directors authorized the grant of 28,000 options and this grant was made by delegation on August 5, 2005. (5) Of a total of 6,000,000 options authorized by the Shareholders’ Meeting of April 2007, 476,942 options have not been granted and expired on April 23, 2009. (6) Of a total of 6,000,000 options authorized by the Shareholders’ Meeting of April 2009, 5,979,600 options have not been granted as of December 31, 2009 and expired on April 22nd 2010 following the vote of the resolution authorising the grant of GPS, and cancelling the as-then-unused portion of the previous authorization given by April 23rd 2009. DANONE - Registration Document 2010 195

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7 SOCIETAL AND ENVIRONMENTAL RESPONSIBILITY Employee beneﬁts Exercise of options by the 10 Group employees (excluding executive ofﬁcers and directors) having purchased the greatest number of shares in 2010 In 2010, 245,020 options were exercised at a weighted average price of € 29.88 by the ten Group employees having purchased the greatest number of shares in 2010 (including 45,408 options by two members of the Executive Committee, excluding executive ofﬁcers and directors). See also Section 6.10 for a breakdown of the options exercised during the year by the Company’s executive ofﬁcers and directors. Regarding the GPS program: The GPS grants have a limited ownership/dilution impact on the share capital. As of December 31, 2010, the total number of GPS granted to all Company beneﬁciaries represented approximately 0.1% of the shares making up the share capital. The total number of GPS granted to the three executive ofﬁcers and directors, about 14% of the total grants in 2010, represented in 2010 nearly 0.014% of the shares making up the share capital. As a reminder, the 15th resolution adopted by the Shareholders’ General Meeting of April 22, 2010 speciﬁed that share grants could not represent a number of shares greater than 0.4% of the Company’s share capital outstanding as of the end of the Shareholders’ General Meeting. This resolution also set a secondary ceiling of 0.1% of the share capital to be granted to executive ofﬁcers and directors. Overall impact of GPS and stock options in terms of dilution/ownership of the Company’s share capital The Group’s policy with respect to authorizations for granting stock options and GPS has always had a limited impact in terms of the dilution/ownership of the share capital. Regarding both the stock option and the GPS program, as of December 31, 2010: • the balance of stock purchase options not yet exercised totaled Regarding the stock purchase options program: Up until the most recent options grant in October 2009, the option plans had a limited ownership/dilution impact on the share capital. As of December 31, 2009, the total number of options granted to all Company stock option holders represented approximately 0.4% of the shares making up the share capital. The total number of options granted to the four executive ofﬁcers and directors, about 16% of the total grants in 2009, represented in 2009 nearly 0.1% of the shares making up the share capital. 14,179,527 options, or 2.19% of the share capital; • the number of shares that could be allocated under GPS grants totaled 641,206 shares, or 0.10% of the share capital. The combined total for these two categories represented 2.29% of the share capital. Retirement obligations Approximately 200 executives who hold the status of Senior Manager in the Group and who were covered by French pension schemes as of December 31, 2003 are, under certain conditions (particularly seniority and continuing employment conditions), eligible for a deﬁned beneﬁt pension plan. This plan provides for a pension based on years of service and the amount of ﬁnal salary, under the condition that the beneﬁciary is still in the Group’s employment at the time of retirement. The pension is paid after deducting certain pensions (corresponding, with respect to a ﬁrst category of Senior Managers in the Group, to the full amount of retirement beneﬁts they acquired over the course of their professional career and, with respect to a second category of Senior Managers in the Group, to the full amount of retirement beneﬁts that they acquired due to the implementation of an additional retirement plan paid for entirely by the Company), and may reach a maximum of 65% of ﬁnal salary. In the event of leaving the Group before the age of 55 or in the event of death before retirement, the employee loses all beneﬁts under this plan, it being speciﬁed that if the employee is laid off after the age of 55, the plan beneﬁts are preserved, subject to the employee not taking any salaried pos

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SOCIETAL AND ENVIRONMENTAL RESPONSIBILITY Social responsibility, health and safety, training and development 7 7.3 Social responsibility, health and safety, training and development Employee dialogue A forerunner since 1972 in the area of international employee dialogue, Danone sought in 2009 to expand and intensify various aspects of these policies: The experience has been rolled out in 2010, with the establishment of a half day dedicated to the in-depth review of a speciﬁc topic in the area of employee dialogue and the sharing of best practices among the various countries. In 2010, the topic covered focused on working conditions and safety. In addition, the Baby & Medical European Works Council (previously the Numico European Works Council until 2008), was dissolved at end-2010, as the Medical Nutrition and Baby Nutrition business lines joined a single international employee dialogue body, the Danone Information and Consultation Committee (Comité d’Information et de Consultation Danone). • expansion of the Information and Consultation Committee (Comité d’Information et de Consultation – CIC) to representatives from non-European countries (Asia, North and South America, Africa); up employee dialogue with the creation of Business Line Committees (Fresh Dairy Products, Waters, Baby Nutrition and Medical Nutrition) between General Management and representatives of the corresponding employees to discuss the Business Line’s strategy, organization, human resources policy and major Group-wide projects. • stepped Health and safety WORKING CONDITIONS AND SAFETY The WISE program enabled the Group to reduce of 50% its workplace accident rate from 2004 to 2008. The program continues to bear fruit, as Danone reduced this rate by 24% in 2009 and by another 23% in 2010. For the ﬁrst time, the rate of accidents fell to three per million man hours worked. 2010 was marked in particular by the establishment of speciﬁc action plans for six countries (Saudi Arabia, Russia, China, Indonesia, Mexico, Argentina), which are exposed to major risks in terms of road travel safety. These action plans made it possible to reduce the number of accidents with time off in these countries (58 fewer accidents relative to 2009) and reduce the frequency rate of accidents resulting in time off by 29%. The countries involved adopted innovative measures, notably with training programs for subcontractors, the implementation of vehicle speed limiter and GPS systems, the enactment of a special driver’s license, the reconﬁguration of road maps and itineraries to limit trip durations and the renewal of the trucking ﬂeet. In addition, the safety policy toward subcontractors is systematically audited by the 137 Group Safety Department internal auditors as well as by outside experts, who perform more than 100 audits each year at various Group sites. Danone’s objective is to continue to improve and become a leading company in the area of workplace safety and ﬁrmly establish a lasting safety culture, with the goal of lowering the accident frequency rate to 2 per million man hours worked by 2012. EMPLOYEE HEALTH Danone’s efforts in the area of employee health are based on the following two areas: • the Dan’Cares program, which aims to provide Danone employees with basic health insurance; and employee well-being and working conditions. • the prevention of stress in the workplace and improvements in Danone believes that its Group Health mission must ﬁrst and foremost be achieved within the Company. Danone launched the Dan’Cares program, which aims to ensure that all group employees have access to health coverage offering quality healthcare, with satisfactory accessibility and limited expense for the patient. DANONE - Registration Document 2010 197

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7 SOCIETAL AND ENVIRONMENTAL RESPONSIBILITY Social responsibility, health and safety, training and development Dan’Cares covers basic care such as hospitalization, surgery, maternity care, basic checkups and drug prescription beneﬁts. The ﬁrst phase of the program consisted of performing an audit conducted in 15 countries representing 69,000 employees (or 85% of all Group employees, before the acquisition of Unimilk) and 56 subsidiaries. This audit made it possible to identify 10 countries – Argentina, Saudi Arabia, Brazil, China, Spain, Indonesia, Mexico, Poland, Russia and Turkey – that will implement Dan’Cares beginning in 2011, with a goal of improving healthcare coverage by 2013. In addition to strictly healthcare issues, Dan’Cares also supports Danone’s dual economic and social program to the extent that this program aims to share value created among all employees, to innovate and develop fundamental employee beneﬁts within the Group and to improve workplace efﬁciency and well being, notably through an increased employee commitment and lower turnover. Also, in France a Group-level agreement was signed with the trade unions on March 11, 2010. This ambitious agreement follows closed collaboration with the unions since 2008. Negotiations have started in all of the French companies in order to implement concrete measures at the companies themselves in conjunction with the management and employee representative and involving all of the respective parties. Four types of actions have been undertaken: • systematic approaches to measure stress at all sites; • establishment of an employee feedback system at several sites; • initiatives to raise awareness and train management and all employees in order to develop collective vigilance; • the use of human feasibility studies prior to major organizational changes (this methodology is still under construction). All these actions need to be implemented over the long term in order to become engrained in the Company’s processes and must involve all key participants with a stake in these complex challenges. Training and development TRAINING Among Danone’s priorities are ensuring that its employees remain employable. To that end, the Group supports signiﬁcant training budgets, ensures that all employees receive regular training, implements efﬁcient joint working units that do not impede working conditions and develops the autonomy of its employees. Training initiatives in 2010 are summarized in the following indicators, which show improvement relative to 2009: CODE and the Danone Leadership College Danone continued to roll out its “Danone Leadership College” program, which aims to develop leadership within the Group and has the following goals: • develop the leadership of all team leaders, based on the “CODE” concept (formalization of leadership attitudes in connection with the Group’s values: Committed, Open, Doer & Empowered/Empowering); • the average number of training hours per employee was 31 (up from 28 in 2009); • the total number of training hours offered increased by 17% at constant scope (an increase of 382,689 hours relative to 2009). Of this increase, 296,970 hours beneﬁted manual workers, clerical staff, technical and supervisory clerical staff; • contribute to improving the Group’s performances; • continue to develop the professional skills and accountability of all the Group’s employees. Since mid-2009, nearly 110 Group subsidiaries have participated in this program by following a step roll-out process (starting with the participation of Executive Committee members and successively working its way through to all team leaders). As of end-2010, nearly 8,400 team leaders had received training. In 2011, the Group’s goal is (i) to train all 15,000 team leaders and (ii) to extend the training to other Danone personnel, in particular the industrial and sales functions. • the number of trained employees increased by 7% to reach 99% in 2010 (excluding Unimilk employees). 198 Registrat

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SOCIETAL AND ENVIRONMENTAL RESPONSIBILITY Corporate social and societal responsibility 7 7.4 Corporate social and societal responsibility General policy A direct outgrowth of Danone’s dual economic and social project, Corporate Social Responsibility (CSR) is deeply anchored in the Group’s business activity (see Section 2.2). 2006 marked a key stage with the formalization of Danone’s mission: “Bring health through food to the greatest number of people.” This mission requires that the Company take concrete steps with regard to the major challenges facing society today: To satisfy these challenges and grow in accordance with its mission, Danone decided to focus on four key areas to ensure sustained and responsible growth: • Health: strengthening of the Group’s capacity to deliver relevant beneﬁts with respect to nutrition and health challenges; • For • social challenges: employment, increased employability and professional skills, consideration for the local and regional areas where the Company operates and employee commitment; and food into account as basic elements in public health policies; All: establishment of new economic models to bring high-quality nutritional solutions to populations with limited purchasing power in a growing number of countries; faster recognition of environmental impacts through reductions in the Group’s carbon footprint and water consumption; transformation of the Company as a place for the development of all employees and promoting their commitment to socially responsible programs. • Nature: • challenges linked to products and consumers: taking nutrition • environmental • People: challenges: address the dilemma facing agribusiness, namely satisfying the needs of an ever-increasing number of consumers while minimizing the Group’s environmental impact. These four areas (Health, For All, Nature, People) are a guiding principle by which Danone can design, produce and market its products. Danone’s CSR policy in detail INTEGRATION OF CSR IN THE GROUP’S ACTIVITY Danone’s CSR policy is marked by the high degree to which it is integrated in the business activities and the systematic search for creating value for shareholders and all constituent groups. Danone ensures that its actions help to develop economic and social beneﬁts. Thus for each of its four strategic areas (Health, For All, Nature, People), Danone offers: • products manufactured and marketed using processes and methods that make it possible to develop local employment, and making sure that the plants are safe, healthy and pleasant workplaces. INTEGRATION OF CSR WITHIN THE FUNCTIONS Responsible supply chain. As Danone works with thousands of suppliers worldwide, the vast majority of its environmental and social impact is located within companies that work alongside the Group. Consistent with the Group’s “dual economic and social project,” the RESPECT approach initiated in 2005 aims to extend this vision to the Group’s entire supply chain (excluding milk producers), by adhering to the following process: • products adapted to the nutritional and health needs of the populations without sacrifycing fundamental marketing principles whereby companies must appeal to consumers’ tastes, emotions or even their subconscious; aimed at protecting the environment; • products designed, produced and distributed based on policies • contractualization of the suppliers’ CSR performance through the signature of the Sustainable Development Principles and their integration into the general purchasing conditions; DANONE - Registration Document 2010 199

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7 • sharing SOCIETAL AND ENVIRONMENTAL RESPONSIBILITY Corporate social and societal responsibility of information through Internal Quality audits or selfreported CSR performance disclosures by suppliers on the Sedex platform, which is open to all agribusiness market participants; in order to implement an action plan. Health governance integrates principles, mechanisms, commitments and assessment methods that enable the Group to satisfy the commitments made in 2009 in the Food, Nutrition and Health Charter. The Danone Way approach since 2001 has made it possible to disseminate the Group’s sustainable development culture and fundamental principles by measuring the subsidiaries’ CSR performance. Each subsidiary performs an annual self-assessment on 16 “Fundamentals” covering ﬁve sections (human rights, human relations, environment, consumers and governance) with respect to both its policies and indicator levels. This tiered assessment generates a certain number of points that determine the number of stars obtained (from 0 to 5), which reﬂect progress in the area of CSR performance. The goal is to reach the level of three stars. Entities that remain below this level after three successive assessments receive priority treatment on progress to be made and individualized monitoring. Each year, 15 to 20 subsidiaries, accounting for 20% of Group sales, are subjected to a Danone Way audit performed by KPMG and the audit and CSR teams in order to validate the self-assessments. In 2010, 112 subsidiaries accounting for more than 93% of Group sales performed self-assessments as part of Danone Way. The bonus system has integrated since 2008 CSR performance by introducing criteria to assess the performance of the 1,400 executive and senior managers. This system is based on achieving three-part objectives: economic, social and environmental, and individual performance. Dedicated funds, such as danone.communities, the Danone Ecosystem Fund, the Nature fund (currently being established). See below. • audit of suppliers deemed at risk after this information sharing Human Resources policy integrating CSR in its processes. This integration is formalized through eight fundamental principles speciﬁcally focused on Human Rights and Human Resources assessed in Danone Way each year. Variable compensation also integrates CSR criteria. Finally, the signature of international framework agreements with the International Union of Food Workers (IUF) along with their promotion among Group subsidiaries and joint audit by Danone with the IUF all help to promote CSR among the subsidiaries. Direct participation in the CSR of the production functions, both upstream and downstream of Group activities. Linus project, helps to reduce bovine methane emissions, support for small-scale farms and unique distribution methods in Bangladesh and France. Synergies between CSR and the sales and marketing functions. The elimination of cardboard packaging on yogurt packs in France went hand-in-hand with increased sales. Volvic also launched the ﬁrst bottle made not from traditional plastic materials but from plant-based plastics, while Stonyﬁeld is marketing the ﬁrst yogourt containers made from corn-based plastic in the United States. SPECIAL GOVERNANCE SYSTEM A Social Responsibility Committee, created by the Board of Directors and whose membership is two-thirds ﬁlled by independent Directors, reviews non-ﬁnancial information and ratings and prevents conﬂicts of interest between socially responsible investments and the rest of Danone’s activities (see Section 6.4). Danone Ecosystem Fund At the Shareholders’ Meeting of April 23, 2009, the shareholders approved the proposed creation of an endowment fund, the “Danone Ecosystem Fund” (the Fund). Under the terms of the resolution approved by that Shareholders’ Meeting, in 2009 the Company made a free and irrevocable capital endowment of € 100 million into the Fund. In addition to this capital endowment, every year, for a period of ﬁv

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SOCIETAL AND ENVIRONMENTAL RESPONSIBILITY Corporate social and societal responsibility 7 net income from continuing operations). On February 14, 2011, again acting on the recommendation of the Social Responsibility Committee, the Board of Directors of Danone authorized a second overall Group contribution of € 1.4 million in respect of the 2010 ﬁscal year. The purpose of the Fund is to expand the Group’s dual economic and social project to strengthen and grow the businesses of the partners that comprise the Danone group’s ecosystem, including: agricultural producers, suppliers and subcontractors, transportation and logistics operators, and distributors. Each project is selected using a process that takes several criteria into account, including the public interest nature of the activities, the relevance of the choice of partnership (with a non-proﬁt organization), access to employment for distressed individuals, employment and micro-entrepreneurship, the creation of economic and social values, sustainability and, ﬁnally, project replicability. As of December 31, 2010, 20 projects had been approved by the Fund’s Board of Directors using a special process that aims to measure the project’s footprint based on ﬁve criteria (economic viability of the activity being funded, creation of social value, the possibility of developing or replicating the initiative, innovative character, differentiation opportunities). Initiated by the Group’s subsidiaries – consistent with the Fund’s vision – the projects are carried out around the world, both in developed and emerging market countries. The Fund supports initiatives that fall into ﬁve main thematic categories: • Supply: diversifying and localizing Danone’s supply by developing partnerships with small-scale producers; seven projects currently receive support from the Fund (in Ukraine, Egypt and France); collecting PET and helping to organize the work of associations providing support to distressed individuals (chiffoniers) and by improving their quality of life; four projects have been approved and are operational (in Indonesia and Mexico); services: with respect to nutrition, develop the professional skills of participants in the personal services sector; two projects are currently funded in this area (in Brazil and France); in the job market by creating new distribution channels for mass market consumer products; four projects were launched thanks to the Fund’s ﬁnancing (in France and Brazil); • Recycle: • Personal • Distribution: provide job insertion for people who are struggling • Local and regional development: contribute to social development at the local and regional levels where the plants of the Group are located through local economic initiatives; the Fund is supporting three projects in this area (in France and Indonesia). Danone.communities During the Company’s Shareholders’ Meeting of April 26, 2007, a substantial majority of the shareholders approved the implementation of a socially and economically innovative project called danone.communities. Following the creation in May 2007 of the danone.communities SICAV (open-ended investment company) and the establishment of the danone.communities FCPR (venture capital fund), the Company subscribed € 20 million in danone.communities. By the end of December 2010 the ﬁve sub-funds of the danone. communities fund had reached a total value of approximately € 78 million. The fund’s investment strategy consists in investing at least 90% of its assets in a selection of ﬁxed income instruments in the euro zone, while favoring a “Socially Responsible Investment” (SRI) approach, and at most 10% of its assets in the danone. communities FCPR. The sub-funds are differentiated by their investment term and their risk/return ratio. Offered since 2008, through a Fonds Commun de Placement d’Entreprise (FCPE, a French employee savings mutual fund) created for the Company’s French employees in the framework of the Plan d’Épargne Groupe (PEG, the French g

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7 SOCIETAL AND ENVIRONMENTAL RESPONSIBILITY Corporate social and societal responsibility 2. 1001 FONTAINS, CAMBODIA 5. NAANDI, INDIA 1001 Fountains makes it possible for isolated villages in Cambodia to access clean drinking water, in order to prevent their inhabitants from drinking the water found in ponds (which is the cause of a high infant mortality rate and diarrhea-related illnesses). 1001 Fountains uses an ultraviolet treatment process powered by solar energy to purify the water in these ponds. Danone.communities supports this project through an investment in the UV+Solaire company. This investment took the form of a € 51,000 (33%) subscription to a capital increase and a € 99,000 short-term current account advance. Also ﬁnanced by the FCPR danone.communities in 2010, Naandi Community Water Services (Naandi) seeks to provide healthy drinking water to village communities in India. The water treatment and distribution systems are managed directly by the villages. Naandi distributes 30 million liters per month, at a cost of about 0.3 USD cents per liter, to some 600,000 beneﬁciaries, and has created 500 direct and indirect jobs. The FCPR participated in the creation of the company through an equity investment totaling some USD 288,000 and the subscription of convertible bonds for the amount of USD 1,909,000, bringing the total investment amount to approximately € 1.6 million. In accordance with the Governance Charter of danone. communities, the Social Responsibility Committee of the Company’s Board of Directors was consulted and issued a favorable opinion on the compliance of each of these investments with the charter. Lastly, in accordance with the commitments undertaken by the Board of Directors, the total amount of the Company’s ﬁnancial contributions toward danone.communities projects in 2010 reached € 3.96 million, which was below the ceiling of € 4.0 million set by Danone’s Board of Directors. The € 4 million ceiling was maintained for 2011. The amount will be reviewed each year by the Company’s Board of Directors to take into account the growth of danone.communities. 3. LA LAITERIE DU BERGER, SENEGAL The Senegalese company known as “La Laiterie du Berger” is a dairy company that processes and distributes fresh milk produced by Peuls farmers (and not imported milk, which accounts for the larger portion of consumption in Senegal, while a signiﬁcant portion of the population survives through farming). Quality products made from this milk are sold at competitive prices on the Senegalese market. The FCPR invested 541 million FCFAs (approximately € 825,000) by subscribing to two capital increases. 4. ISOMIR, FRANCE Financed by the FCPR danone.communities in 2010, this project is aimed at helping farmers in France develop their businesses, through direct farm marketing, using modular processing units (meat cutting, canning). The FCPR participated in the establishment of a company through an equity investment of € 100,000. 202 Registration Document 2010 - DANONE

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SOCIETAL AND ENVIRONMENTAL RESPONSIBILITY Environmental responsibility 7 7.5 Environmental responsibility Danone’s Environmental strategy is based on control over fundamentals and a focus on ﬁve areas deemed critical with respect to environmental impact. Control over fundamentals As early as 1995, the Group deﬁned environmental production standards for the manufacture of its products (“Green Plants Program”). These standards have also been subject to internal audit since 1997. In 1999, the Group received its ﬁrst ISO 14001 certiﬁcations for 16 of its sites. In 2010, 55% of the sites are now ISO certiﬁed, compared with 50% in 2009. In 2006, the Group rolled out its GREEN (Global Risk Evaluation for Environment) project at the global level. This application summarizes all of the environmental risks (actual risks, reputation risks and administrative impacts based on European regulations) of the Group’s industrial sites into a standardized rating that is audited by an independent partner (ERM). As of December 31, 2010, more than 60% of the Group’s industrial sites (excluding Unimilk) had completed an independent GREEN audit, up from more than 55% in 2009. A special plan involving € 1.3 million in investments was identiﬁed to improve the 13 sites identiﬁed as having the Group’s lowest environmental performance. The “GREEN Light” application was also developed to enable audits of our smallerscale sites, notably in the Waters business line (“Home Delivery” sites). This application will be rolled out beginning in 2011. Focus on the ﬁve areas where the Group’s environmental impact is signiﬁcant The Group (excluding Unimilk) has set itself environmental objectives according to the following ﬁve areas: WATER Water is at the heart of Danone’s mineral water business. The Group’s strategy is based on four areas aimed at protecting this resource: CO2 Priority objectives and results. As of December 31, 2010, the Group has measured the global footprint of its products (on an annual basis) at 14 million metric tons equivalent of CO2 over the entire life cycle (upstream agriculture, packaging, transportation, storage, industrial sites and end of life). In 2008, the Group set a target of reducing its carbon intensity by 30% through 2012 across the entire supply chain for which Danone is directly responsible (i.e. including industrial sites, product packaging and end of life, transportation and storage, but excluding upstream agriculture, for which responsibility lies with third parties). In 2010, the carbon intensity was reduced by 9%, yielding a 22% aggregate reduction from 2008 to 2010. • protect our sources and ensure that any wastewater generated by our activities is clean; • reduce water consumption; • help restore the water production cycle around the world; • enable access to water for sites located in water-scarce areas. Priority objectives and results. The Group’s objective set in 2000 is to reduce water consumption at its industrial sites by 30% by 2010 and to protect our sources. As of December 31, 2010, this reduced consumption target was exceeded by -41%, compared with -33% in 2009. Also, as of December 31, 2010, almost all of the sites were in compliance with the Group’s “Ground Water Policy” a series of measures aimed at protecting water resources in collaboration with the local communities. DANONE - Registration Document 2010 203

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7 SOCIETAL AND ENVIRONMENTAL RESPONSIBILITY Environmental responsibility PACKAGING The Group has always focused on minimizing the environmental impact of its packaging by integrating a global vision that extends from upstream to downstream of the Group’s activities. Beginning in 1971, it established the “Clean Vacations” initiative to combat littering and raise consumer awareness. In 1992, the Group contributed to the creation in France of the Eco Emballage organization, which deﬁned the principle of the Producer’s extended responsibility and which is now used in 29 countries. In 2000, the Group developed a manual for environmentally friendly packaging design, and since 2008 Danone has measured C02 emissions and the quantity of packaging used across the entire production chain. Priority objectives and results: The 2000/2010 plan’s goal was to achieve a 10% reduction in the ratio of packaging weight to the weight of products sold. Despite the development of single use products, whose packaging weight relative to product quantity sold is greater, this objective has been achieved. Outlook. Since 2009, Danone has actively participated in carbon sink programs through soil restoration and biomethanators (tests in Indonesia and Evian, France). These projects could help to develop farm sustainability while helping the local farmers get out of poverty. BIODIVERSITY Protecting biodiversity and the water resource are at the heart of the Waters business line’s strategy. The policy of watershed protection in connection with the development of pesticide-free agriculture in Evian has promoted ﬂora and fauna biodiversity and enabled the site to be named a wetland of international importance by the RAMSAR convention concluded in 2009. In Indonesia, efforts to channel rainwater in the Klaten watershed have made it possible to reconstitute a forest of native plants. In Argentina, a 12,000-hectare natural park was created around the Villavicencio watershed. In France, the Molay Littry plant of the Fresh Dairy Products business line was restored into a Natura 2000 site. AGRICULTURE In this area, where the Group’s decisions are shared with its upstream dairy network, and where it is not a major market player (less than 1% of global dairy procurement, less than 5% in the largest countries), Danone implements initiatives with farmers and cooperatives to reduce the environmental impact of the dairy business. 2010 environmental expenses and investments In 2010, the Group invested approximately € 30.5 million in environmental protection measures, or around 3.7% of its total industrial investments. The three major categories of investment are: Operating expenses related to the environment amounted to approximately € 103.5 million in 2010. They include € 41.9 million for the management of water, energy and waste and for environmental taxes other than those on packaging. The latter amounted to € 61.6 million in 2010. In addition, ﬁnes, penalties and damages paid to third parties in respect of the environment totaled less than € 0.1 million in 2010. No signiﬁcant provisions for environment-related risks and liabilities were recorded in the consolidated balance sheet for the ﬁscal year ended December 31, 2010. • waste, water and air, accounting for 28% (in particular the improvement of collection, storage, and sorting, water treatment and treatment plants, savings in amounts consumed, and the treatment of emissions); packaging); • eco-design, accounting for 11% (reduction in and recycling of • energy, accounting for 61% (savings in amounts consumed, transitioning toward renewable sources of energy). 204 Registration Document 2010 - DANONE

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SOCIETAL AND ENVIRONMENTAL RESPONSIBILITY Environmental responsibility 7 Environmental impact of the business: key indicators Analysis of quantiﬁed indicators associated with the environmental impact of Company’s subsidiaries operations in all the Divisions: Units Energy Thermal energy (1) Electrical energy Total energy Solid waste Total waste (3) Recovered waste (4) Recovery rate Water Consumption (5) Net CDO discharge (6) Number of signiﬁcant accidental discharges (chemical products and hydrocarbons) Gas contributing to the greenhouse gas effect (direct) (11) Gas contributing to the greenhouse gas effect (direct) Sulfur oxide Nitrogen oxide Gas with an impact on the ozone layer (12) 2010 GWh (2) GWh (2) GWh (2) Thousands of tons Thousands of tons % millions of m3 Tons Thousands of tons equivalent CO2 (7) Tons equivalent SO2 (8) Tons equivalent NO2 (9) Kg equivalent CFC (10) 2,386 1,823 4,209 279 235 84 35 5,338 2 531 2,998 1,335 1,041 (1) Energy consumed by factories, derived from gas, oil, coal or other sources of thermal energy. (2) Gigawatt hour. (3) Waste generated by factories. (4) Waste recovered via recycling of matter or via incineration with energy recuperation. (5) Water consumed by factories, excluding water placed in containers. (6) CDO (chemical oxygen demand) is a measure of water pollution; net CDO discharges are measured after treatment of used water. (7) Carbon dioxide (CO2) is essentially produced by the combustion of matter; only primary CO2 emissions are indicated. (8) SO2: sulfur dioxide. (9) NO2: nitrogen dioxide. (10) CFC: chlorofluorocarbons. (11) Includes: CO2, CH4, N2O, CFC, HCFC, HFC and Halons (according to IPCC 2001). (12) Includes: CFC, HCFC, and Halons (according to Montreal Protocol). DANONE - Registration Document 2010 205

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8 SHAREHOLDERS’ EQUITY AND STRUCTURE 8.1 Share capital 208 208 209 210 8.6 Dividends paid by the Company 216 216 216 Share capital at February 28, 2011 Changes in the share capital over the last ﬁve ﬁscal years Shares not representing share capital Dividend payout policy Dividends paid over the three previous ﬁscal years 8.7 8.2 Treasury shares held by the Company and its subsidiaries 210 210 Voting rights – Crossing of thresholds 217 217 217 Voting rights Crossing of thresholds Purchase by the Company of its own shares 8.3 Authorizations to issue securities that confer a right to the share capital 212 212 214 214 215 8.8 Valid authorizations to issue shares and other securities as of December 31, 2010 New ﬁnancial authorizations Other securities giving access to the share capital Changes in share capital and in the rights associated with the shares Shareholding structure as of December 31, 2010 and signiﬁcant changes over the last three ﬁscal years 218 218 219 220 Shareholding structure as of December 31, 2010 Signiﬁcant changes in share ownership over the last three ﬁscal years Survey of the Company’s identiﬁable shareholders 8.9 8.4 8.5 Securities not representing capital 215 Employee participation in the Company’s share capital Market for the Company’s securities 221 221 Market prices and trading volumes 215 8.10 Factors that might have an impact in the event of a tender offer 8.11 Change in control 222 223 DANONE - Registration Document 2010 207

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8 SHAREHOLDERS’ EQUITY AND STRUCTURE Share capital 8.1 Share capital Share capital at February 28, 2011 As of February 28, 2011, the Company’s share capital amounted to € 161,980,460, fully paid in, and divided into 647,921,840 shares of the same class with a par value of € 0.25 per share. Each share gives a right to ownership of a proportion of the Company’s assets, proﬁts and liquidation surplus, based on the percentage of share capital that it represents. A comparison between the number of shares outstanding at December 31, 2009 and the number of shares outstanding at December 31, 2010 is listed in the table below. 208 Registration Document 2010 - DANONE

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SHAREHOLDERS’ EQUITY AND STRUCTURE Share capital 8 Changes in the share capital over the last ﬁve ﬁscal years Change in share capital Number of shares issued or cancelled 143,750 shares 332,861 shares Par value Type of transaction Exercise of options Capital increase reserved for employees who are members of a company savings plan Decrease in share capital through share cancellations Decrease in share capital through share cancellations Exercise of options Decrease in share capital through share cancellations Capital increase reserved for employees who are members of a company savings plan Exercise of options Two-for-one stock split Exercise of options Decrease in share capital through share cancellations Capital increase reserved for employees who are members of a company savings plan Exercise of options Capital increase reserved for employees who are members of a company savings plan Decrease in share capital through share cancellations Decrease in share capital through share cancellations Capital increase reserved for employees who are members of a company savings plan Two-for-one stock split Decrease in share capital through share cancellations Capital increase reserved for employees who are members of a company savings plan Decrease in share capital through share cancellations Capital increase reserved for employees who are members of a company savings plan Capital increase for payment of dividend in shares Capital increase Capital increase reserved for employees who are members of a company savings plan (In €) 143,750 332,861 Additional paidin capital (In €) 7,586,252.60 31,042,616.86 Date January 17, 2003 April 24, 2003 Total share capital 137,335,122 137,667,983 Total number of shares 137,335,122 shares 137,667,983 shares July 22, 2003 December 22, 2003 January 20, 2004 February 10, 2004 April 26, 2004 (1,000,000) shares (1,700,000) shares 7,510 shares (1,300,000) shares 352,232 shares (1,000,000) (128,529,669.74) (1,700,000) (216,882,782.43) 7,510 473,881.00 (1,300,000) (155,926,934.77) 352,232 37,572,587.44 136,667,983 134,967,983 134,975,493 133,675,493 134,027,725 136,667,983 shares 134,967,983 shares 134,975,493 shares 133,675,493 shares 134,027,725 shares June 15, 2004 June 15, 2004 January 20, 2005 April 22, 2005 May 2, 2005 2,265 shares 134,029,990 shares 35,540 shares (4,600,000) shares 704,730 shares 2,265 – 17,770 (2,300,000) 352,365 142,921.50 – 1,121,287.00 (56,206,484.93) 39,246,413.7 134,029,990 134,029,990 134,047,760 131,747,760 132,100,125 134,029,990 shares 268,059,980 shares 268,095,520 shares 263,495,520 shares 264,200,250 shares January 23, 2006 May 3, 2006 34,940 shares 629,556 shares 17,470 314,778 1,102,357.0 44,345,924.64 132,117,595 132,432,373 264,235,190 shares 264,864,746 shares August 1, 2006 December 15, 2006 May 2, 2007 (1,400,000) shares (2,600,000) shares 560,984 shares (700,000) (1,300,000) 280,492 (84,694,695.3) – 52,177,121.84 131,732,373 130,432,373 130,712,865 263,464,746 shares 260,864,746 shares 261,425,730 shares June 1, 2007 July 9, 2007 May 5, 2008 261,425,730 shares (10,000,000) shares 950,684 shares – – (2,500,000) (580,397,463.00) 237,671 41,164,617.20 130,712,865 128,212,865 128,450,536 522,851,460 shares 512,851,460 shares 513,802,144 shares April 23, 2009 May 7, 2009 (1,844,442) shares 580,040 shares (461,111) 145,010 (93,341,739) 19,083,316 127,989,426 128,134,436 511,957,702 shares 512,537,742 shares May 25, 2009 June 25, 2009 May 6, 2010 11,216,756 shares 123,236,352 shares 930,990 shares 2,804,189 30,809,088 232,747.50 356,580,673 3,016,825,897 31,132,305.60 130,938,625 161,747,713 161,980,460 523,754,498 shares 646,990,850 shares 647,921,840 shares DANONE - Registration Document 2010 209

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8 SHAREHOLDERS’ EQUITY AND STRUCTURE Treasury shares held by the Company and its subsidiaries Shares not representing share capital The Company has not issued shares not representing share capital. 8.2 Treasury shares held by the Company and its subsidiaries Purchase by the Company of its own shares AUTHORIZATION GRANTED TO THE COMPANY TO BUY BACK ITS OWN SHARES The Board of Directors may, pursuant to legal provisions, purchase the Company’s shares on the market. The Shareholders’ General Meeting of April 22, 2010 authorized the Board of Directors, for an eighteen-month period, to repurchase an amount of the Company’s shares representing a maximum of 10% of the share capital of the Company at a maximum purchase price of € 60 per share. This authorization cancelled and replaced the authorization previously granted by the Shareholders’ General Meeting of April 23, 2009. In addition, the Board of Directors will submit to the Shareholders’ General Meeting to be held on April 28, 2011, a resolution valid for eighteen months, which will cancel and replace the authorization granted by the Shareholders’ General Meeting of April 22, 2010, to repurchase an amount of the Company’s shares representing a maximum of 10% of the share capital of the Company (i.e., approximately 64,792,184 shares as of December 31, 2010, representing a maximum potential purchase amount of € 4,211,491,960) at a maximum purchase price of € 65 per share. The purchase of the Company’s shares may be executed for the purposes of: • the delivery of shares upon the exercise of rights attached to securities giving access to the Company’s share capital; • the subsequent delivery of shares as payment or for exchange in the context of acquisitions; • the cancellation of shares, within the maximum legal limit; • boosting the market for the shares pursuant to a liquidity contract concluded with an investment service provider in accordance with the Ethical Charter recognized by the French Financial Markets Authority. Within the limits allowed by the regulations in force, shares, in whole or in part, depending on the context, may be acquired, sold, exchanged or transferred, once or on multiple occasions, by any means on any stock market, including on multilateral trading facilities (MTF), through a systematic internalizer, or over-the-counter, including by acquisition or disposal of blocks of shares. These means include the use of any ﬁnancial contract or forward ﬁnancial instrument, within the limits of regulations currently in force. These transactions may be carried out at any time for a period of eighteen months beginning April 28, 2011, with the exception of periods during which a public tender offer for the Company’s securities has been made, within the limits indicated in the applicable regulations. • the allocation of shares with respect to the exercise of stock purchase options by the Company’s employees and corporate ofﬁcers, as well as by employees and corporate ofﬁcers of companies or economic interest groups in which the Company holds, directly or indirectly, at least 10% of the share capital or voting rights; to eligible employees and corporate ofﬁcers, or to some among them; AUTHORIZATION TO CANCEL SHARES AND TO REDUCE CAPITAL FOLLOWING SHARE REPURCHASES The Shareholders’ General Meeting of April 23, 2009 granted an authorization to the Board of Directors for 24 months to cancel shares repurchased in the context of a share repurchase program subject to a limit of 10% of the existing share capital as of the day of the meeting. This authorization has not been used during the 2010 ﬁscal year. • the implementation of any plan for the allocation of free shares • the sale of shares to employees (either directly or through an employee savings mutual fund) within the framework of employee stock ownership programs or company savings plans; 210 Registration Document 2010 - DANONE

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SHAREHOLDERS’ EQUITY AND STRUCTURE Treasury shares held by the Company and its subsidiaries 8 The Board of Directors will submit a new 24-month authorization to the Shareholders’ General Meeting of April 28, 2011, which will cancel and replace the one previously granted by the Shareholders’ General Meeting of April 23, 2009, to reduce the share capital by cancelling, on one or more occasions and over 24-month periods, all or part of the Company’s shares that it holds or could acquire through share repurchase plans authorized by the Shareholders’ General Meeting. TRANSACTIONS DURING THE 2010 FISCAL YEAR During the 2010 ﬁscal year, the Company repurchased 5,362,100 of its own shares at an average price of € 46.62 per share. During the 2009 ﬁscal year, the Company did not repurchase any of its own shares. During the 2010 ﬁscal year, the Company made the following use of its own shares purchased in 2010 and in previous ﬁscal years: • 1,815,368 shares were transferred to beneﬁciaries of stock purchase options in the context of the exercise of such options; to the coverage of acquisition transactions. • all of the 5,362,100 shares repurchased in 2010 were allocated USE OF THE AUTHORIZATIONS GRANTED BY THE SHAREHOLDERS’ GENERAL MEETING IN FORCE AS OF DECEMBER 31, 2010 Total value of the shares repurchased (In €) 249,998,933 Date of Shareholders’ General Meeting that authorized the share repurchase program April 23, 2009 April 22, 2010 Purpose of repurchase Acquisitions Number of repurchased shares - 5,362,100 TREASURY SHARES HELD BY THE COMPANY AND ITS SUBSIDIARIES ON DECEMBER 31, 2010 On December 31, 2010, the Company held 31,073,952 treasury shares, representing 4.8% of its share capital and which book value amounts to € 1,209 millions. Number of shares at December 31, 2010 Acquisitions Coverage of stock purchase options Cancellation of shares Shares held by the Company Shares held by Danone Espagne TOTAL SHARES HELD BY THE GROUP 16,077,177 14,996,775 31,073,952 5,780,005 36,853,957 TREASURY SHARES HELD BY THE COMPANY AND ITS SUBSIDIARIES ON FEBRUARY 28, 2011 Number of shares at February 28, 2011 20,683,677 14,890,618 35,574,295 5,780,005 41,354,300 Acquisitions Coverage of stock purchase options Cancellation of shares Shares held by the Company Shares held by Danone Espagne TOTAL SHARES HELD BY THE GROUP Based on the closing price of the Company’s share on February 28, 2011 (i.e. € 45.43 per share), the market value of the treasury shares held as of that date by the Group amounted to € 1,879 million. A 10% rise or fall in the Company’s share price would result in a € 188 million change, increase or decrease, in the market value of the Company’s shares held by the Group. DANONE - Registration Document 2010 211

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8 SHAREHOLDERS’ EQUITY AND STRUCTURE Authorizations to issue securities that confer a right to the share capital 8.3 Authorizations to issue securities that confer a right to the share capital Valid authorizations to issue shares and other securities as of December 31, 2010 The Shareholders’ General Meeting regularly authorizes the Board of Directors to carry out a share capital increase through the issuance of ordinary shares or other securities giving access to the Company’s share capital. This authorization was implemented in 2009 for a total amount of € 30,809,088, representing 930,990 new shares (see Section 8.1). • The • The maximum nominal amount for the issuance of ordinary shares and securities giving access to the share capital, with preferential subscription rights, is € 45 million, following the renewal of the authorization by the Shareholders’ General Meeting of April 23, 2009, representing a maximum of 180 million new shares to be issued. maximum nominal amount for the issuance of ordinary shares and securities giving access to the share capital, without preferential subscription rights (but with the obligation for the Board of Directors to grant a priority right to the shareholders of the Company) is € 30 million, representing a maximum of 120 million new shares to be issued. 212 Registration Document 2010 - DANONE

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SHAREHOLDERS’ EQUITY AND STRUCTURE Authorizations to issue securities that confer a right to the share capital 8 The existing authorizations for the issuance of ordinary shares and securities giving access to the share capital, with or without preferential subscription rights, approved by the Shareholders’ General Meetings of April 23, 2009 and April 22, 2010, are summarized in the following table: Authorized thresholds Securities giving access to the Use in 2009 share (nominal capital amount) Available balance as of December 31, 2010 (nominal amount) € 14,190,912 € 30 million Type of authorization Non-dilutive issuances (with preferential subscription rights) Dilutive issuances (without preferential subscription rights, but with the obligation to grant a priority period) Authorization date Ordinary shares Expiration (nominal amount date of the issuance) € 45 million (1) Use in 2010 (nominal amount) – – Dilutive issuance (public exchange offer initiated by the Company) Dilutive issuance (contributionsin-kind made to the Company) Capital increase by capitalization of reserves, earnings or additional paid-in capital Capital increase reserved for members of a French employee Authorization savings for the plan and/or beneﬁts of the sale of employees reserved shares and/or Grant of ofﬁcers of performance the Group shares (GPS) (3) € 30 million (1) , to be applied to the € 45 million threshold for nondilutive issuances above 04/23/2009 06/23/2011 € 25 million, to (26 months) be applied to the € 30 million aggregate threshold for dilutive issuances above 04/23/2009 06/23/2011 10% of the capital, (26 months) to be applied to the € 30 million aggregate threshold for dilutive issuances above 04/23/2009 06/23/2011 € 33 million (26 months) 04/23/2009 06/23/2011 (26 months) € 3 million 04/23/2009 23/06/2011 (26 months) 04/23/2009 06/23/2011 (26 months) } € 30,809,088 – – Common threshold of € 2 billion – € 25 million – – 10% of share capital – – – € 33 million – – (2) € 232,747.50 € 2,767,252.50 { 04/22/2010 06/22/2012 (26 months) 0.4% of the share capital as noted at the close of the Shareholders’ General Meeting – – 644,565 shares granted 0.3% of share capital (1) For issuances resulting from cash subscriptions, the Board of Directors may increase the number of securities to be issued by a maximum of 15% of the initial issuances and at the same price as for those issuances. The Board under this delegation must comply with the respective thresholds provided in these two authorizations. (2) The capital increase reserved for Group employees approved by the Board of Directors of February 10, 2009 and carried out in May 2009 made use of the authorization granted by the Shareholders’ General Meeting of April 26, 2007 (and not the authorization granted by the Shareholders’ General Meeting of April 23, 2009). (3) The approval of this authorization by the Shareholders’ General Meeting of April 22, 2010 terminated the resolution authorizing the granting of stock purchase or subscription options approved by the Shareholders’ General Meeting of April 23, 2009. DANONE - Registration Document 2010 213

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8 SHAREHOLDERS’ EQUITY AND STRUCTURE Authorizations to issue securities that confer a right to the share capital New ﬁnancial authorizations The Shareholders’ General Meeting of April 28, 2011 is called to renew the authorizations for the issuance of ordinary shares and securities giving access to the share capital, with or without preferential subscription rights, under the following terms and conditions: Authorized thresholds Authorization Date Non-dilutive issuances (with preferential subscription rights) Dilutive issuances (without preferential subscription rights, but with the obligation to grant a priority period) Dilutive issuances (public exchange offer initiated by the Company) 04/28/2011 (26 months) 04/28/2011 (26 months) Expiration date 06/28/2013 06/28/2013 Ordinary shares (nominal amount of the issuance) € 56.5 million (1) (34.9% of share capital) € 37.8 million (1) (23.3% of share capital) to be applied to the € 56.5 million threshold for non-dilutive issuances above € 24 million (14.8% of share capital) to be applied to the € 37.8 million threshold (23.3% of share capital) common to all dilutive issuances above 10% of share capital, to be applied to the € 37.8 million (23.3% of share capital) common to all dilutive issuances above € 41.6 million (25.68% of share capital) € 3.7 million (2.28% of share capital) to be applied to the € 37.8 million threshold (23.3% of share capital) common to all dilutive issuances above Securities giving access to the share capital 04/28/2011 (26 months) 06/28/2013 } Common threshold of € 2 billion Dilutive issuances (contributions-in-kind made to the Company) 04/28/2011 (26 months) 06/28/2013 – Capital increase by capitalization of reserves, earnings or additional paid-in capital Capital increase reserved for members of a French employee savings plan and/or the sale of reserved shares 04/28/2011 (26 months) 04/28/2011 (26 months) 06/28/2013 06/28/2013 – – (1) For issuances resulting from cash subscriptions, the Board of Directors may increase the number of securities to be issued by a maximum of 15% of the initial issuances and at the same price as for those issuances. The Board under this delegation must comply with the respective thresholds provided for in these two authorizations. Other securities giving access to the share capital STOCK PURCHASE AND SUBSCRIPTION OPTION PLANS The Shareholders’ General Meeting authorized the Board of Directors, through successive authorizations, to grant, on one or more occasions over a maximum period of 26 months, stock purchase options for up to 8 million shares for the plan approved by the Shareholders’ General Meetings of May 1999, May 2001, and April 2003, and 6 million shares for the plan approved by the Shareholders’ General Meetings of April 2005, April 2007 and April 2009 (after taking into account the stock-splits in 2000, 2004 and 2007). As of December 31, 2010, 14,179,527 of these options could still be exercised by their beneﬁciaries, and the Board of Directors did no longer have the authority to grant the remaining 5,979,600 stock purchase options out of a total amount of six million shares authorized by the Shareholders’ General Meeting of April 23, 2009 (see Section 7.2). Indeed, the Shareholders’ General Meeting of April 22, 2010 decided that the authorization to grant performance shares (see paragraph below) cancelled, for the portion not yet used by such date, the authorization granted by the Shareholders’ General Meeting of April 23, 2009 in its thirtieth resolution granting future stock purchase and/or subscription options. 214 Registration Document 2010 - DANONE

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SHAREHOLDERS’ EQUITY AND STRUCTURE Employee participation in the Company’s share capital 8 PLAN FOR THE GRANT OF FREE SHARES The Shareholders’ General Meeting of April 22, 2010, in its ﬁfteenth resolution, authorized the Board of Directors to grant, on one or more occasions, existing shares or shares to be issued by the Company. The number of existing or new shares allocated may not exceed 0.4% of the Company’s share capital (as of the close of such Meeting), i.e. 2,587,963 shares. The Board of Directors at its meeting of July 26, 2010 decided, based on this authorization, to grant a total of 644,565 shares subject to performance criteria (Group Performance Shares – GPS). As of December 31, 2010, 641,206 of these GPS could still be acquired by their beneﬁciaries. The performance conditions are described in Section 7.2. Changes in share capital and in the rights associated with the shares Any changes in the share capital or the rights attached to the securities comprising the share capital are subject to applicable legal provisions, as the by-laws do not contain any speciﬁc provisions related thereto. 8.4 Securities not representing capital issued under its EMTN (Euro Medium Term Note) program. Thus the Company is now the sole issuer of the Group’s bonds. As of December 31, 2010, the total outstanding principal amount on the Company’s bonds was € 3,373 million. Lastly, at its meeting of October 19, 2010, the Board of Directors decided to renew, for a period of one year, the delegation granted to the General Management to issue bonds, for up to a maximum outstanding principal amount at any time of € 7 billion, or the equivalent amount in any other currency or accounting unit. At the Combined Shareholders’ General Meeting of April 23, 2009, it was decided to delete Article 27.1.9 of the Company’s by-laws (which reserved the jurisdiction to decide on or authorize bond issuances to the Shareholders’ General Meeting), in order to recognize the Board of Directors’ jurisdiction in principle in this area, pursuant to the ﬁrst paragraph of Article L. 228-40 of the French Commercial Code. Furthermore, in accordance with a substitution agreement entered into on November 16, 2009 by the Company and Danone Finance, the Company replaced Danone Finance in its debt securities 8.5 Employee participation in the Company’s share capital Plan d’Épargne Entreprise (company savings plan), or via a French FCPE (employee savings mutual fund) (the “Fonds Danone” FCPE and the FCPEs of other Group subsidiaries), amounted to 8,984,242 shares, or 1.4% of the Company’s share capital. The number of Company shares held directly or indirectly by its employees and by employees of companies related to it, and which are notably subject to collective management or lock-up conditions, either within the framework of a French DANONE - Registration Document 2010 215

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8 SHAREHOLDERS’ EQUITY AND STRUCTURE Dividends paid by the Company 8.6 Dividends paid by the Company Dividend payout policy The following is withheld from earnings (from which, if applicable, past losses have already been deducted): (i) at least 5% for the creation of the legal reserve, a deduction that will cease to be mandatory when the legal reserve will have reached one tenth of the share capital, but that will be reinstituted if, for any reason whatsoever, this amount is no longer reached; and (ii) any sums to be allocated to reserves in accordance with the law. The balance, to which are added retained earnings, represents an amount of distributable earnings from which an amount is allocated to shareholders, as a ﬁrst dividend payment, which corresponds to interest of 6% per annum on the amount of their shares that has been paid up and not reimbursed, it being speciﬁed that if in a given ﬁscal year earnings are not sufﬁcient to make this payment, the shortfall may be paid by deduction from the earnings of future ﬁscal years. Any remaining balance is available for allocation by the annual Shareholders’ General Meeting, in accordance with a proposal by the Board of Directors, to shares as dividends or, in full or in part, to any reserve accounts or to retained earnings. The reserves available to the Shareholders’ General Meeting can be used, if it so decides, to pay stock dividend. In this case, the decision will expressly indicate those accounting items from which withdrawals are made. Dividends paid over the three previous ﬁscal years A dividend payment of € 1.30 will be proposed at the Shareholders’ General Meeting of April 28, 2011 with respect to shares for which the dividend entitlement date is January 1, 2010. If this dividend is approved, the shares will be declared ex-dividend on May 10, 2011 and the dividend will be payable beginning May 13, 2011. The following dividends were paid out over the three ﬁscal years prior to the 2010 ﬁscal year: Dividend per share Dividend for the ﬁscal year (1) 2007 2008 2009 (In € per share) 1.10 1.20 1.20 Dividend approved (2) (In € millions) 564 617 776 Dividend paid (2) (In € millions) 530 221 (3) 745 (1) Paid the following year. (2) The shares held directly by the Company do not carry dividend rights. Conversely, shares held by Danone Espagne carry dividend rights. (3) The Shareholders’ General Meeting of April 23, 2009 offered each shareholder the possibility of opting for the full dividend payment in respect of 2008 fiscal year to be made in new shares of the Company, which resulted in (i) the delivery of 11,216,756 new shares of the Company to those shareholders who opted for such stock dividend and (ii) the payment of € 221 million to those shareholders who opted for a payment in cash. The payment of the dividend is carried out by Euroclear France. The net future dividends will depend on the Company’s ability to generate a proﬁt, on its ﬁnancial position, and on any other factor that the Board of Directors shall deem pertinent. Dividends that have not been claimed within a ﬁve-year period revert to the French State. 216 Registration Document 2010 - DANONE

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SHAREHOLDERS’ EQUITY AND STRUCTURE Voting rights – Crossing of thresholds 8 8.7 Voting rights – Crossing of thresholds Voting rights The Extraordinary Shareholders’ General Meeting of October 18, 1935 decided to grant double voting rights, in accordance with the law and in relation to the portion of the Company’s share capital that they represent, to all fully paid up shares for which evidence is provided that they have been registered in the name of the same shareholder for at least two years, as well as – in the event of a share capital increase through capitalization of reserves, earnings or additional paid-in capital – to registered shares granted free-of-charge to a shareholder in consideration of existing shares in respect of which he enjoys said rights. Double voting rights cease in the event of a transfer or conversion into bearer shares. A merger with another company shall not affect double voting rights, which can be exercised within the absorbing company if its by-laws have instituted this procedure. The Extraordinary Shareholders’ General Meeting of September 30, 1992 decided that at Shareholders’ General Meetings, no shareholder may cast more than 6% of the total number of voting rights attached to the Company’s shares in his or her own right and through his or her agents (mandataires), in respect of single voting rights attached to shares which he or she holds directly and indirectly and of powers which have been granted to him or her. Nevertheless, if, additionally, he or she enjoys double voting rights in a personal capacity and/or in the capacity of agent, the limit set above may be exceeded by taking into account only the extra voting rights resulting therefrom. In such a case, the total voting rights that he or she represents shall not exceed 12% of the total number of voting rights attached to the Company’s shares. The aforementioned limitations shall become null and void if any individual or corporate body, acting alone or in concert with one or more individuals or corporate bodies, were to come into possession of at least two-thirds of the total shares of the Company as a result of a public bid for all the Company’s shares. The Board of Directors shall formally acknowledge that the limitations have become null and void and shall complete the corresponding modiﬁcations to the by-laws. In addition, in accordance with the General Regulations of the French Financial Markets Authority, the effects of the limitations provided for in the preceding paragraphs shall be suspended at the ﬁrst Shareholders’ General Meeting following the close of the offer if the initiator, acting alone or in concert, were to come into possession of at least two-thirds of the total shares or total voting rights of the company concerned. Following the adoption of the sixteenth resolution by the Shareholders’ General Meeting of April 22, 2010, the aforementioned limitations shall be suspended for a Shareholders’ General Meeting if the number of shares present or represented reaches or exceeds 75% of the total number of shares carrying voting rights. In such event, the Chairman of the Board of Directors (or any other person who is presiding over the meeting in his absence) shall formally acknowledge the suspension of said limitation when the Shareholders’ General Meeting is called to order. Shareholders may vote by mail or by proxy, voting or giving their proxy by any means in accordance with the applicable laws and regulations. In particular, shareholders may send their voting papers or proxy forms to the Company by remote data transmission or electronic means prior to the Shareholders’ General Meeting, in accordance with the applicable laws. If used, the electronic signature of voting papers or proxy forms shall be in the form meeting the conditions set out in Article 1316-4, second paragraph, ﬁrst sentence of the French Civil Code. The Board of Directors may decide that any vote cast during a Shareholders’ Genera Meeting may be expres

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8 SHAREHOLDERS’ EQUITY AND STRUCTURE Shareholding structure as of December 31, 2010 and signiﬁcant changes over the last three ﬁscal years 8.8 Shareholding structure as of December 31, 2010 and signiﬁcant changes over the last three ﬁscal years Shareholding structure as of December 31, 2010 Double voting rights are granted to all fully paid-up shares held in registered form in the name of the same shareholder for a period of at least two years. Selected information regarding the principal shareholders of the Company as of December 31, 2010 is set out below: Number of Percentage of gross voting gross voting Number of net rights rights (2) voting rights 22,051,312 31,902,983 24,184,541 16,670,235 31,073,952 5,780,005 560,410,744 692,073,772 3.2% 4.6% 3.5% 2.4% 4.5% 0.8% 81% 100.0% 22,051,312 31,902,983 24,184,541 16,670,235 560,410,744 655,219,815 Shareholders Number Percentage of of shares held share capital 3.4% 2.5% 2.1% 1.4% 4.8% 0.9% 84.9% 100.0% Percentage of net voting rights (3) 3.4% 4.9% 3.7% 2.5% 85.6% 100.0% Caisse des Dépôts et Consignations group 22,051,312 Eurazeo group (1) 16,433,370 Soﬁna & Henex group 13,584,541 FCPE “Fonds Danone” (employee savings mutual 8,858,900 fund) The Company 31,073,952 Subsidiaries of the Company (Spanish subsidiary 5,780,005 Danone SA ) Public 550,139,760 TOTAL 647,921,840 (1) See below. (2) The percentage of gross voting rights includes the shares held by the Company and its subsidiaries, which hold no voting rights. (3) The number of net voting rights (or voting rights that are “exercisable in the Shareholders’ General Meeting”) excludes the shares that hold no voting rights. As of December 31, 2010, the total number of shares owned by the Company’s Directors and the members of the Executive Committee (21 persons) was 636,475 shares, representing 0.10% of the Company’s share capital. As of December 31, 2010, under the authorizations granted by the Shareholders’ General Meeting of April 28, 2010 and prior authorizations, the Group owned, directly and through Danone SA, its Spanish subsidiary, 36,853,957 shares of the Company, representing 5.69% of its share capital. There is no clause in the Company’s by-laws giving preferential rights for the acquisition or sale of Company shares. Lastly, as of December 31, 2010, existing pledges on Company shares held in registered form on the Company books (nominatif pur) and in registered form on the books of a ﬁnancial intermediary (nominatif administré), accounted for, respectively, 960 shares held by 1 shareholder and 64,684 shares held by 10 shareholders. 218 Registration Document 2010 - DANONE

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SHAREHOLDERS’ EQUITY AND STRUCTURE Shareholding structure as of December 31, 2010 and signiﬁcant changes over the last three ﬁscal years 8 Signiﬁcant changes in share ownership over the last three ﬁscal years The following table shows an analysis of share ownership and voting rights of the Company’s principal shareholders over the last three ﬁscal years: December 31, 2008 Number % of total of shares shares 25,951,990 20,283,654 10,600,000 7,192,120 8,149,914 5.1% 3.9% 2.1% 1.4% 1.6% December 31, 2009 Number % of total of shares shares 26,915,746 23,271,322 13,584,541 11,178,709 8,740,760 4.2% 3.6% 2.1% 1.7% 1.4% December 31, 2010 Number % of total of shares shares 16,433,370 22,051,312 13,584,541 2,455,102 8,858,900 2.5% 3.4% 2.1% 0.4% 1.4% Shareholders Eurazeo group Caisse des Dépôts et Consignations group Soﬁna & Henex group Crédit Agricole Assurances group FCPE “Fonds Danone” (employee savings mutual fund) The Company and its subsidiary Public TOTAL % of net voting rights (1) 5.2% 4.0% 3.2% 1.4% 3.1% % of net voting rights (1) 4.2% 3.6% 3.8% 1.7% 2.5% % of net voting rights (1) 4.9% 3.4% 3.7% 0.4% 2.5% 35,994,528 405,629,938 513,802,144 7.0% 78.9% 100.0% – 33,507,225 5.2% 81.8% 100.0% – 36,853,957 5.7% 84.5% 100.0% 85.2% 100.0% 83.1% 529,792,547 100.0% 646,990,850 84.2% 547,684,658 100.0% 647,921,840 (1) This percentage excludes the shares held by the Company and all treasury stock, which hold no voting rights. On May 28, 2009, Eurazeo announced the launch of an issue of ﬁve-year bonds convertible into existing DANONE shares, in an initial offering totaling € 500 million, an amount which could be increased to a maximum of approximately € 700 million, at a rate of one DANONE share per bond issued (this ratio being subject to adjustments in the event of certain ﬁnancial transactions being carried out by the Company, such as a share capital increase with preferential subscription rights). As part of this issue, 16,433,370 DANONE shares were pledged by Eurazeo in favor of bearers of these convertible bonds. Eurazeo’s entire equity stake in the Company, except for the 16,433,370 shares pledged as described above, was sold in 2009 and 2010. In this context, Eurazeo stated that it had fallen below the 5% legal threshold for voting rights on July 13, 2010, and that it held, at such date, 2.71% of the Company’s share capital and 4.78% of its voting rights. As of December 31, 2010, the Eurazeo group holds 2.5% of the share capital (corresponding to these 16,433,370 shares) and 4.6% of the voting rights of the Company. To the best of the Company’s knowledge, no other signiﬁcant changes in the shareholding structure have taken place during the past three ﬁscal years. DANONE - Registration Document 2010 219

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8 SHAREHOLDERS’ EQUITY AND STRUCTURE Shareholding structure as of December 31, 2010 and signiﬁcant changes over the last three ﬁscal years Survey of the Company’s identiﬁable shareholders The Company may, in accordance with applicable regulations, at any time, ask any entity responsible for clearing shares for the name (or legal name), nationality, and address of the holders of shares or other securities conferring immediate or future voting rights at its Shareholders’ General Meetings, along with the number of securities held by each of them and, if applicable, any restrictions placed upon such securities. At the request of the Company, the above information may be limited to those individuals holding a number of securities as determined by the Company. The Company conducted a study of shareholders identiﬁable in July 2010: Institutional investors France United Kingdom Germany Benelux Rest of Europe United States Rest of World Individual shareholders and FCPE “Fonds Danone” (employee savings mutual fund) Treasury shares and shares held by its subsidiaries TOTAL % of share capital 83% 27% 9% 5% 6% 7% 22% 7% 12% 5% 100% 220 Registration Document 2010 - DANONE

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SHAREHOLDERS’ EQUITY AND STRUCTURE Market for the Company’s securities 8 8.9 Market for the Company’s securities The Group nevertheless maintains a sponsored Level 1 program of American Depositary Receipts (ADR), which are traded over the counter. The Company’s shares are included in the CAC 40 Index, the principal Stock Exchange index published by Euronext Paris, and are included in the Dow Jones Eurostoxx and Dow Jones Stoxx indices. Finally, since September 2000, the Company’s shares have been included in the Eurostoxx 50 index, which lists the ﬁfty largest market capitalizations in the euro zone. In addition, the Company’s shares have also been included in the Dow Jones Sustainability Index World, which comprises selected companies based on strict criteria such as the quality of corporate governance, social responsibility policy, their criteria relating to innovation, and their economic performance. The Company’s shares are listed on Euronext Paris (Compartment A – Deferred Settlement Department; ISIN Code: FR 0000120644) and on the Swiss Stock Exchange (SWX Suisse Exchange). From November 1997, the Company’s shares were also listed on the New York Stock Exchange in the form of American Depositary shares (“ADS”), each ADS representing one ﬁfth of one Company share. In April 2007, the Group announced the delisting of its ADS from the New York Stock Exchange, due to the low trading volume on this Stock Exchange. The delisting took effect on July 5, 2007 and the deregistration with regards to the Securities and Exchange Commission, pursuant to the U.S. Securities Exchange Act of 1934, took effect on October 5, 2007. Market prices and trading volumes Volume (1) Shares Daily average Capital traded Monthly average (€ per share) 42.660 42.010 43.780 45.290 41.870 43.715 45.218 42.679 43.793 44.296 46.174 47.293 45.622 45.000 Price (1) Cumulative Cumulative (In € millions) 1,789 2,496 2,259 2,693 4,225 2,787 2,658 2,007 1,927 2,153 2,048 1,614 2,231 2,228 High (€ per share) 43.730 43.890 45.060 46.880 44.470 45.675 46.750 44.335 44.780 46.250 47.950 48.500 48.070 45.990 Low (€ per share) 40.905 40.100 42.850 42.555 39.345 41.165 42.705 41.000 42.340 42.555 44.880 45.045 43.780 43.040 (In number of shares) (In number of shares) 2010 January February March April May June July August September October November December 2011 January February 42,028,310 59,453,312 51,662,671 59,565,541 100,616,339 63,748,368 59,167,138 47,111,727 44,023,187 48,530,036 44,296,590 34,462,796 49,192,091 49,614,064 2,101,416 2,972,666 2,246,203 2,978,277 4,791,254 2,897,653 2,689,415 2,141,442 2,001,054 2,310,954 2,013,481 1,498,382 2,342,481 2,480,703 (1) Source Euronext Paris – Includes over-the-counter transactions. DANONE - Registration Document 2010 221

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8 SHAREHOLDERS’ EQUITY AND STRUCTURE Factors that might have an impact in the event of a tender offer 8.10 Factors that might have an impact in the event of a tender offer (iv) Holders of securities providing special control rights over the Company and description of such rights Nil. In accordance with Article L. 225-100-3 of the French Commercial Code resulting from Act 2006-387 dated March 31, 2006, the factors that might have an impact in the event of a tender offer are set out below: (i) Structure of the Company’s share capital (v) A table describing the structure of the Company’s share capital is presented in Section 8.8. Control mechanisms provided for any employee shareholding program, when such control rights are not exercised by employees (ii) By-laws restrictions to the exercise of voting rights The Company’s by-laws provide for a system of capping voting rights. This mechanism is described in Section 8.7. The Shareholders’ General Meeting of April 22, 2010 has decided to include a mechanism for suspending this limitation if the number of shares present or represented reaches or exceeds 75% of the total number of shares carrying voting rights. The Company’s by-laws provide for a reporting obligation for anyone who would hold or cease to hold a fraction equal to 0.5% of voting rights or a multiple thereof, beginning when one of the thresholds is crossed. This mechanism is described in Section 8.7. In the event of failure to comply with this notiﬁcation requirement, upon the request of any holder or holders of 5% or more of the voting rights, the voting rights in excess of the fraction that should have been declared may not be exercised or delegated by the non-complying shareholder for a period of two years beginning the date on which the shareholder comes into compliance with the notiﬁcation requirement. Only the Supervisory Board of the “Fonds Danone” employee savings mutual fund (which on December 31, 2010 held 1.4% of the share capital and 2.5% of the net voting rights) has the authority to decide how to respond to a possible tender offer. As an exception to this principle, employees may be consulted directly by referendum if the Supervisory Board were to have a split vote. (vi) Agreements between shareholders of which the Company is aware and that could impose restrictions on the transfer of shares and the exercise of voting rights To the best of the Company’s knowledge, no agreement exists between shareholders that could impose restrictions on the transfer of the Company’s shares and the exercise of voting rights. (vii) Rules applicable to the nomination and replacement of members of the Company’s Board of Directors Under the terms of an agreement concluded between the Company and Yakult Honsha on March 4, 2004, the Company has undertaken to make every effort to ensure that the candidate proposed by Yakult Honsha be appointed as a member of the Company’s Board of Directors by the Shareholders’ General Meeting, for such period as two Company representatives sit on the Board of Directors of Yakult Honsha. (iii) Direct or indirect holdings in its share capital of which the Company is aware Eurazeo declared that, on July 8, 2009, through its subsidiary Legendre Holding 22, it had fallen below the 5% legal threshold of share capital, and that, on that date, it held, through its subsidiary Legendre Holding 22, 4.99% of the Company’s share capital and 4.77% of its voting rights. As of December 31, 2010, Eurazeo declared that it held 2.5% of the share capital and 4.9% of the voting rights of the Company. A detailed analysis of the Company’s shareholder structure is presented in Section 8.8. (viii) Powers of the Board of Directors in the event of a tender offer The Shareholders’ General Meeting of April 29, 2008 ended the authorization granted to the Board of Directors to make use of the Company share buyback program at the time of a tender offer. The Shareholders’ General Meeting of April 23, 2009 and April 22, 2010 expl

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SHAREHOLDERS’ EQUITY AND STRUCTURE Change in control 8 (ix) Agreements signed by the Company that are amended or terminated in the event of a change of control of the Company • In December 2007, as part of the reﬁnancing of the acquisition of the Numico group, the Company signed a syndicated facility agreement (described in Note 15 of the Notes to the consolidated ﬁnancial statements) that included a change of control clause. This syndicated facility agreement (€ 4 billion of principal divided among (i) a tranche A of € 2.3 billion with a three-year term (which expired in December 2010) and (ii) a tranche B of € 1.7 billion with a ﬁve-year term (expiring in December 2012)) offers to the creditors an advanced repayment right should there be a change of control of the Company, if it is accompanied by a signiﬁcant deterioration of its credit rating by the rating agencies to sub-investment grade. • The Group granted put options that may be exercised at any moment and, in particular, during a tender offer, to minority shareholders of its Spanish subsidiary, Danone SA. The description and amount of such options is presented in Note 15 of the Notes to the consolidated ﬁnancial statements. • In 2005, the Company and the Arcor group signed an agreement governing the relations between the Group and Arcor within the joint venture named Bagley Latino America, a leader in biscuits in Latin America, in which the Company holds a 49% equity interest. In the event of a change of control of the Company, the Arcor group will have the right to have the Company repurchase all of its interest held in Bagley Latino America, for an amount equal to its fair value. the terms of contracts regarding the use of mineral springs, in particular Volvic and Evian in France, the Group has very old and privileged relations with local municipalities in which these springs are located. It is difﬁcult for the Company to assess with certainty the impact on these contracts of any change in its control. stock purchase option plans, as well as Group Performance Units and Group Performance Shares plans, that were put in place by the Company for the beneﬁt of its executive directors and ofﬁcers (mandataires sociaux) and certain employees, include speciﬁc provisions in the event of a change of control of the Company resulting from a tender offer on the Company’s securities, described in Section 7.2. • The Group’s EMTN program and certain bank credit lines also include a similar feature in the event of a change of control of the Company (see Note 15 of the Notes to the consolidated ﬁnancial statements). • Under • Certain (x) Agreements providing for indemnities to be paid to employees and executives of the Company in the event that they resign, or their employment is terminated in the absence of a real and serious cause, or if their employment expires due to a tender offer The indemnities that would be paid to the Company’s executive directors and ofﬁcers (mandataires sociaux) in certain circumstances are described in Section 6.10. 8.11 Change in control To the best of the Company’s knowledge, no agreement exists which, if implemented, could, at a future date, lead to a change of control of the Company. DANONE - Registration Document 2010 223

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9 COMBINED SHAREHOLDERS’ GENERAL MEETING OF 28 APRIL 2011 9.1 9.2 Shareholders’ General Meetings 226 9.3 Comments on the resolutions submitted to the Shareholders’ General Meeting Special reports of the Statutory Auditors presented at the Shareholders’ General Meeting of April 28, 2011 Draft of resolutions presented at the Combined Shareholders’ General Meeting of April 28, 2011 227 239 9.4 246 DANONE - Registration Document 2010 225

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9 COMBINED SHAREHOLDERS’ GENERAL MEETING OF 28 APRIL 2011 Shareholders’ General Meetings 9.1 Shareholders’ General Meetings The Board of Directors convenes Shareholders’ General Meetings in accordance with French law. Meetings shall be held in the town in which the registered ofﬁce is located or in any other locality, depending on the decision made in such regard by the person calling the meeting, and at the venue speciﬁed in the notice of meeting. All shareholders may attend Shareholders’ General Meetings, regardless of the number of shares held, subject to the loss of rights incurred under any applicable laws or regulations. When properly convened and constituted, the Shareholders’ General Meeting represents all the shareholders. Its resolutions are binding on all, even dissenting, incompetent, or absent shareholders. Any shareholder may be represented by his or her spouse, by another shareholder or by any other person or corporate entity of his or her choice, by virtue of a proxy statement which form is determined by the Board of Directors. Minors and incompetent persons shall be represented by their legal guardians and trustees, who need not be shareholders themselves. A corporate entity shall be legitimately represented by any legal representative so entitled or by a person specially empowered for said purpose. Participation in Shareholders’ General Meetings by any means shall be contingent on the registration or recording of stock ownership, according to the terms and within the time-limits stipulated by the regulations in force. At the Shareholders’ General Meeting of April 23, 2009, the Company’s by-laws were amended (i) to facilitate the implementation of electronic voting for the vote prior to Shareholders’ General Meetings and (ii) to allow the Board of Directors to decide that votes during the Shareholders’ General Meeting may be cast by videoconference or any other means of telecommunication by which shareholders may be identiﬁed in accordance with regulatory conditions. 226 Registration Document 2010 - DANONE

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COMBINED SHAREHOLDERS’ GENERAL MEETING OF 28 APRIL 2011 Draft of resolutions presented at the Combined Shareholders’ General Meeting of April 28, 2011 9 9.2 Draft of resolutions presented at the Combined Shareholders’ General Meeting of April 28, 2011 Resolutions within the authority of the Ordinary Shareholders’ General Meeting First resolution (Approval of the statutory financial statements for the fiscal year ended December 31, 2010) The Shareholders’ General Meeting, acting under the conditions of quorum and majority required for Shareholders’ Ordinary General Meetings, having reviewed the reports of the Board of Directors and of the Statutory Auditors, hereby approves the statutory ﬁnancial statements of the Company for the ﬁscal year ended December 31, 2010, which include the balance sheet, the income statement and the notes, as presented, which show earnings of € 909,853,144.01, as well as the transactions reﬂected in the statutory ﬁnancial statements and summarized in the reports. Second resolution (Approval of the consolidated financial statements for the fiscal year ended December 31, 2010) The Shareholders’ General Meeting, acting under the conditions of quorum and majority required for Shareholders’ Ordinary General Meetings, having reviewed the reports of the Board of Directors and of the Statutory Auditors, hereby approves the consolidated ﬁnancial statements of the Company for the ﬁscal year ended December 31, 2010, as presented, as well as the transactions reﬂected in the consolidated ﬁnancial statements and summarized in the reports. Third resolution (Allocation of the earnings for the fiscal year ended December 31, 2010 and setting of the dividend at € 1.30 per share) The Shareholders’ General Meeting, acting under the conditions of quorum and majority required for Shareholders’ Ordinary General Meetings, having reviewed the reports of the Board of Directors and of the Statutory Auditors: • decides to allocate the total earnings as follows: • to the legal reserve in the amount of • to dividends in the amount of • to retained earnings in the amount of € 23,274.75, € 842,298,392.00, € 3,811,993,214.09. • acknowledges that the earnings for the ﬁscal year 2010 amount to € 909,853,144.01; € 3,744,461,736.83; € 4,654,314,880.84; • acknowledges that retained earnings amount to • totaling earnings available for allocation of The Shareholders’ General Meeting therefore decides to distribute a dividend of € 1.30 per share. The amount distributed among the shareholders is fully eligible for the 40% allowance provided for in Article 158-3.2 of the French Tax Code (Code général des impôts) for those shareholders who may beneﬁt from it, unless they opt for the ﬂat-rate withholding tax provided for in Article 117 quater of the French Tax Code. The ex dividend date is May 10, 2011 and the dividend will be payable as from May 13, 2011. DANONE - Registration Document 2010 227

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9 COMBINED SHAREHOLDERS’ GENERAL MEETING OF 28 APRIL 2011 Draft of resolutions presented at the Combined Shareholders’ General Meeting of April 28, 2011 In accordance with the provisions of Article L. 225-210 of the French Commercial Code (Code de commerce), the Shareholders’ General Meeting decides that the amount of the dividend corresponding to the shares held by the Company on the payment date will be allocated to the “retained earnings” account. The dividends distributed for the three previous ﬁscal years were as follows: Number of shares 512,851,460 513,802,144 646,990,850 Fiscal year 2007 2008 2009 (1) Distribution fully eligible for the 40% allowance. (2) With an option to receive payment of the dividend in shares. Dividends distributed per share (1) 1.1 1.2 (2) 1.2 Fourth resolution (Ratification of the co-opting of Mr. Yoshihiro KAWABATA as Director) The Shareholders’ General Meeting, acting under the conditions of quorum and majority required for Shareholders’ Ordinary General Meetings, having reviewed the report of the Board of Directors, ratiﬁes the co-opting of Mr. Yoshihiro KAWABATA as Director decided by the Board of Directors meeting of April 22, 2010 to replace Mr. Naomasa TSURITANI, resigning Director, to serve for the remainder of his predecessor’s term of ofﬁce, i.e. until the Shareholders’ General Meeting convened to approve the ﬁnancial statements for the ﬁscal year 2010. Fifth resolution (Renewal of the tenure of Mr. Bruno BONNELL as Director) The Shareholders’ General Meeting, acting under the conditions of quorum and majority required for Shareholders’ Ordinary General Meetings, having reviewed the report of the Board of Directors, renews the tenure of Mr. Bruno BONNELL as a Director for the period of three years as set in the by-laws. Mr. Bruno BONNELL’s term of ofﬁce will expire at the end of the Shareholders’ Ordinary General Meeting convened to approve the ﬁnancial statements for the ﬁscal year 2013. Sixth resolution (Renewal of the tenure of Mr. Bernard HOURS as Director) The Shareholders’ General Meeting, acting under the conditions of quorum and majority required for Shareholders’ Ordinary General Meetings, having reviewed the report of the Board of Directors, renews the tenure of Mr. Bernard HOURS as a Director for the period of three years as set in the by-laws. Mr. Bernard HOURS’s term of ofﬁce will expire at the end of the Shareholders’ Ordinary General Meeting convened to approve the ﬁnancial statements for the ﬁscal year 2013. 228 Registration Document 2010 - DANONE

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COMBINED SHAREHOLDERS’ GENERAL MEETING OF 28 APRIL 2011 Draft of resolutions presented at the Combined Shareholders’ General Meeting of April 28, 2011 9 Seventh resolution (Renewal of the tenure of Mr. Yoshihiro KAWABATA as Director) The Shareholders’ General Meeting, acting under the conditions of quorum and majority required for Shareholders’ Ordinary General Meetings, having reviewed the report of the Board of Directors, renews the tenure of Mr. Yoshihiro KAWABATA as a Director for the period of three years as set in the by-laws. Mr. Yoshihiro KAWABATA’s term of ofﬁce will expire at the end of the Shareholders’ Ordinary General Meeting convened to approve the ﬁnancial statements for the ﬁscal year 2013. Eighth resolution (Renewal of the tenure of Mr. Jacques VINCENT as Director) The Shareholders’ General Meeting, acting under the conditions of quorum and majority required for Shareholders’ Ordinary General Meetings, having reviewed the report of the Board of Directors, renews the tenure of Mr. Jacques VINCENT as a Director for the period of three years as set in the by-laws. Mr. Jacques VINCENT’s term of ofﬁce will expire at the end of the Shareholders’ Ordinary General Meeting convened to approve the ﬁnancial statements for the ﬁscal year 2013. Ninth resolution (Appointment of Mrs. Isabelle SEILLIER as Director) The Shareholders’ General Meeting, acting under the conditions of quorum and majority required for Shareholders’ Ordinary General Meetings, having reviewed the report of the Board of Directors, appoints Mrs. Isabelle SEILLIER as Director for the period of three years as set in the by-laws. Mrs. Isabelle SEILLIER’s term of ofﬁce will expire at the end of the Shareholders’ Ordinary General Meeting convened to approve the ﬁnancial statements for the ﬁscal year 2013. Tenth resolution (Appointment of Mr. Jean-Michel SEVERINO as Director) The Shareholders’ General Meeting, acting under the conditions of quorum and majority required for Shareholders’ Ordinary General Meetings, having reviewed the report of the Board of Directors, appoints Mr. Jean-Michel SEVERINO as Director for the period of three years as set in the by-laws. Mr. Jean-Michel SEVERINO’s term of ofﬁce will expire at the end of the Shareholders’ Ordinary General Meeting convened to approve the ﬁnancial statements for the ﬁscal year 2013. DANONE - Registration Document 2010 229

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9 COMBINED SHAREHOLDERS’ GENERAL MEETING OF 28 APRIL 2011 Draft of resolutions presented at the Combined Shareholders’ General Meeting of April 28, 2011 Eleventh resolution (Approval of the agreements referred to in the special report of the Statutory Auditors) The Shareholders’ General Meeting, acting under the conditions of quorum and majority required for Shareholders’ Ordinary General Meetings, having reviewed the special report of the Statutory Auditors concerning the agreements referred to in Article L. 225-38 et seq. of the French Commercial Code, acknowledges the conclusions of this report and approves the agreements referred to therein, other than this the subject of the twelfth resolution. Twelfth resolution (Approval of the agreements and undertakings referred to in Articles L. 225-38 and L. 225-42-1 of the French Commercial Code regarding Mr. Bernard HOURS) The Shareholders’ General Meeting, acting under the conditions of quorum and majority required for Shareholders’ Ordinary General Meetings, having reviewed the special report of the Statutory Auditors, acknowledges the conclusions of said report and approves the agreements and undertakings referred to in Articles L. 225-38 and L. 225-42-1 of the French Commercial Code accepted in favor of Mr. Bernard HOURS as described in said report. Thirteenth resolution (Authorization granted to the Board of Directors to purchase, retain or transfer the Company’s shares) The Shareholders’ General Meeting, acting under the conditions of quorum and majority required for Shareholders’ Ordinary General Meetings, having reviewed the report of the Board of Directors and the description of the program established in accordance with Articles 241-1 et seq. of the General Regulations of the French Financial Markets Authority (Autorité des marchés financiers): 1. Authorizes the Board of Directors to purchase, retain or transfer, on one or more occasions, the Company’s shares, within the context of a share buy-back program, pursuant to the provisions of Articles L. 225-209 et seq. of the French Commercial Code and European Regulation 2273/2003 of December 22, 2003 implementing European Directive 2003/6/ EC of January 28, 2003. The purchase of the Company’s shares may be executed for the purpose of: • the sale of shares to employees (directly or through an employee savings mutual fund (in French, a “FCPE”)) within the context of employee shareholding plans or savings plans; • the delivery of shares upon the exercise of rights attached to securities giving access to the Company’s share capital; • the later delivery of shares as payment or for exchange in the context of acquisitions; • the cancellation of shares, within the maximum legal limit; • boosting the market for the shares pursuant to a liquidity contract concluded with an investment service provider in accordance with the Ethical Charter recognized by the French Financial Markets Authority. Within the limits permitted by the regulations in force, the shares may be acquired, sold, exchanged or transferred, in whole or in part, depending on the case, on one or more occasions, by any means on any stock market, including multilateral trading facilities (MTF), via a systematic internalizer, or over-the-counter, including by acquisition or disposal of blocks of shares. These means may include the use of any ﬁnancial contract or ﬁnancial futures, provided that the means so used comply with the regulations in force. 2. Decides that these transactions may be executed at any time, except during the period of a public tender offer for the Company’s securities, within the limits allowed by applicable regulations. • the allocation of shares with respect to the exercise of stock purchase options by the Company’s employees and executive directors and ofﬁcers (mandataires sociaux) as well as by employees, directors and ofﬁcers of companies or economic interest groups in which the Company holds, directly or indirectly, at least 10% of the share cap

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COMBINED SHAREHOLDERS’ GENERAL MEETING OF 28 APRIL 2011 Draft of resolutions presented at the Combined Shareholders’ General Meeting of April 28, 2011 9 3. Decides that the maximum purchase price may not be greater than € 65 per share. In the event of a capital increase by the incorporation of issue premiums, reserves or earnings by allocating free shares or through a stock split or a reverse stock split or any other transaction concerning the share capital, the price indicated above will be adjusted by a coefﬁcient equal to the ratio between the number of shares comprising the share capital before the transaction and the number of shares comprising the share capital after the transaction. 4. Acknowledges that the maximum number of shares that may be purchased under this authorization may not, at any time, exceed 10% of the total number of shares comprising the share capital (i.e., 64,792,184 shares as of December 31, 2010, without taking into account the shares already held by the Company, representing a maximum theoretical purchase amount of € 4,211,491,960), it being speciﬁed that this limit applies to an amount of the Company’s capital that will be, if necessary, adjusted to take into account the operations affecting the share capital following this Shareholders’ General Meeting. The acquisitions made by the Company may not, under any circumstances, result in the Company holding more than 10% of its share capital, either directly or indirectly through subsidiaries. Notwithstanding the above, the number of shares acquired by the Company to be retained and later delivered for payment or exchange in the context of an acquisition may not exceed 5% of its share capital. 5. Delegates full powers to the Board of Directors to implement this authorization, with the right to sub-delegate, to: • place all orders on any market or carry out any operation off the market; the maintenance of the share purchase and sale registries; • conclude all agreements, for purposes of, among other things, • allocate or re-allocate the shares acquired to the various objectives under the applicable legal or regulatory conditions; ofﬁcial statements and carry out all necessary formalities with the French Financial Markets Authority or any other authority regarding the operations carried out pursuant to this resolution; • prepare all documents, ﬁle all necessary declarations, issue all • deﬁne the terms and conditions under which, where applicable, the rights of holders of securities giving access to the Company’s share capital will be preserved in accordance with the regulatory provisions; and • carry out all other formalities and, generally, take any necessary measures. The Board of Directors shall notify the Shareholders’ General Meeting of the transactions carried out in application of this resolution. This resolution cancels and replaces the authorization granted by the Shareholders’ General Meeting of April 22, 2010 in its fourteenth resolution and is granted for an 18-month period as from the date of this Shareholders’ General Meeting. Resolutions within the authority of the Extraordinary Shareholders’ General Meeting Fourteenth resolution (Delegation of authority to the Board of Directors to issue ordinary shares and securities giving access to the Company’s share capital, with preferential subscription right of the shareholders) The Shareholders’ General Meeting, acting under the conditions of quorum and majority required for Shareholders’ Extraordinary General Meetings, having reviewed the Board of Directors’ report and the Special Report of the Statutory Auditors and acknowledged that the share capital is fully paid up, and acting in accordance with Articles L. 225-129 to L. 225-129-6, L. 22891 and L. 228-92 of the French Commercial Code, delegates to the Board of Directors the authority to decide on the issuance of, on one or more occasions, in the proportions and periods that it deems favorable, in France and abroad, either in euros or any f

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9 COMBINED SHAREHOLDERS’ GENERAL MEETING OF 28 APRIL 2011 Draft of resolutions presented at the Combined Shareholders’ General Meeting of April 28, 2011 The Board of Directors may, within legal limits, delegate to the Chief Executive Ofﬁcer, or with his approval, to one or more CoChief Operating Ofﬁcers, the power to decide to carry out or to postpone the share capital increase. The securities giving access to the Company’s share capital thereby issued may consist of debt securities or be combined with the issuance of such securities or allow their issuance as intermediate securities. They may take on the form of subordinated or unsubordinated securities, with or without a ﬁxed term, and issued in either euros or a foreign currency. a) The maximum nominal amount of the increase in the Company’s share capital resulting from all issuances realized either immediately and/or in the future pursuant to this delegation is ﬁxed at an amount of € 56.5 million, it being speciﬁed that the nominal amount of ordinary shares issued under the 15th, 16th, 17th, 18th and 20th resolutions of this Meeting will be applied to this maximum amount. It is noted that the limit indicated in paragraph (a) above is determined without having taken into account the nominal value of the ordinary shares of the Company to be issued, if applicable, pursuant to the adjustments made in order to protect the interests of the holders of rights attached to securities giving access to the Company’s share capital, in accordance with applicable legal and regulatory provisions and contractual stipulations. To this end, the Shareholders’ General Meeting authorizes the Board of Directors, when necessary, to increase the share capital proportionately. b) All issuances of debt securities giving access to the Company’s share capital carried out by virtue of this delegation shall not exceed a limit of € 2 billion in nominal value (or the exchange value of this amount for an issuance in a foreign currency or monetary unit determined by reference to several currencies); this limit is the same for all of the issuances of debt securities giving access to the Company’s share capital, which may be carried out by virtue of the delegations granted in the 15th, 16th and 17th resolutions submitted to this Shareholders’ General Meeting. In calculating the limit set forth in paragraph (b) above, the exchange value in euros of the nominal value of debt securities giving access to the Company’s share capital issued in foreign currencies shall be determined on the date of the issuance. Shareholders may exercise, in accordance with the provisions provided for by law, their preferential subscription right by irrevocable entitlement (à titre irréductible). The Board of Directors may furthermore grant to shareholders a preferential subscription right subject to pro rata reduction (à titre réductible), in proportion to their subscription rights and, in any case, limited to the number of securities requested. According to Article L. 225-134 of the French Commercial Code, if the amount of subscriptions exercised by irrevocable entitlement (à titre irréductible) or subject to pro rata reduction (à titre réductible), if applicable, by request as described above, does not attain the amount of the entire issuance of ordinary shares or of securities giving access to the Company’s share capital, the Board of Directors may use, at its option and in the order it ﬁnds most favorable, one or more of the following options: • limit the issuance to the amount of subscriptions received, provided this amounts to at least three quarters of the approved issuance; • allocate at its discretion all or part of the unsubscribed securities; • offer to the public, on the French or international market, all or part of the unsubscribed securities. The Shareholders’ General Meeting acknowledges that this delegation entails ipso jure the waiver by the shareholders of their preferential subscription right to the Company’s ord

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COMBINED SHAREHOLDERS’ GENERAL MEETING OF 28 APRIL 2011 Draft of resolutions presented at the Combined Shareholders’ General Meeting of April 28, 2011 9 Fifteenth resolution (Delegation of authority to the Board of Directors to issue ordinary shares and securities giving access to the Company’s share capital, without preferential subscription right of the shareholders, but with the obligation to grant a priority period) The Shareholders’ General Meeting, acting under the conditions of quorum and majority required for Shareholders’ Extraordinary General Meetings, having reviewed the Board of Directors’ report and the Special Report of the Statutory Auditors and acknowledged that the share capital is fully paid up, and acting in accordance with Articles L. 225-129 to L. 225-129-6, L. 225-135, L. 225-136, L. 228-91 and L. 228-92 of the French Commercial Code, delegates to the Board of Directors the authority to decide on the issuance, on one or more occasions, in the proportions and periods that it deems favorable, in France and abroad, either in euros or any foreign currency, through a public offering of (i) ordinary shares of the Company and (ii) securities giving access by any means, immediately and/or in the future, to the Company’s share capital. The Shareholders’ General Meeting decides to waive the preferential subscription right of the shareholders to these ordinary shares and securities giving access to the Company’s share capital to be issued with the understanding that the Board of Directors will be required to grant shareholders a right of priority to the totality of the issuance, depending on the timing and under the conditions ﬁxed by the Board of Directors pursuant to the legal and regulatory provisions. This subscription priority will not create negotiable rights but may be exercised, by irrevocable entitlement (à titre irréductible) or subject to pro rata reduction (à titre réductible), if the Board of Directors decides that it is opportune. The securities giving access to the Company’s share capital so issued may consist of debt securities or be combined with the issuance of such securities or allow their issuance as intermediate securities. They may take on the form of subordinated or unsubordinated securities, with or without a ﬁxed term, and issued in either euros or a foreign currency. The Board of Directors may, in accordance with legal limits, delegate to the Chief Executive Ofﬁcer, or with his approval, to one or more Co-Chief Operating Ofﬁcers , the authority that is delegated to it pursuant to this resolution. a) The maximum nominal amount of the increase in the Company’s share capital resulting from all issuances realized either immediately and/or in the future pursuant to this delegation is ﬁxed at € 37.8 million; this limit is the same for the capital increases by virtue of the delegations granted in the 16th, 17th, 18th and 20th resolutions submitted to this Shareholders’ General Meeting. The capital increases carried out pursuant to this delegation will be applied to the global maximum amount mentioned in paragraph (a) of the 14th resolution of this meeting. It is noted that the limit indicated in paragraph (a) above is determined without having taken into account the nominal value of the ordinary shares of the Company to be issued, if applicable, pursuant to the adjustments made in order to preserve the interests of the holders of rights attached to securities giving access to the Company’s share capital, in accordance with applicable legal and regulatory provisions and contractual stipulations. To this end, the Shareholders’ General Meeting authorizes the Board of Directors, when necessary, to increase the share capital proportionately. b) All issuances of debt securities giving access to the Company’s share capital carried out by virtue of this delegation shall not exceed a limit of € 2 billion in nominal value (or the exchange value of this amount for an issuance in a foreign currency or moneta

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9 • the COMBINED SHAREHOLDERS’ GENERAL MEETING OF 28 APRIL 2011 Draft of resolutions presented at the Combined Shareholders’ General Meeting of April 28, 2011 issuance price of the securities giving access to the Company’s share capital shall be such that the sum received immediately by the Company increased, if applicable, by the sum that may be received at a later date by the Company for each ordinary share issued as a result of the issuance of securities shall be at least equal to the amount set forth in the preceding paragraph after adjustment, if necessary, of this amount to take into account the difference in the ex dividend date of the shares. to set their interest rate, duration, the ﬁxed or variable redemption price with or without a premium, the terms and conditions for their redemption in accordance with market conditions and the conditions according to which these securities shall give access to the Company’s share capital. This delegation is granted for a 26-month period as from the date of this Shareholders’ General Meeting and voids and replaces the delegation granted by the Shareholders’ General Meeting of April 23, 2009 in its 24th resolution. In the event of an issuance of bonds, the Board of Directors shall have all powers to decide whether or not they are subordinated, Sixteenth resolution (Delegation of authority to the Board of Directors to increase the number of securities to be issued in the event of a capital increase with or without preferential subscription right of the shareholders) The Shareholders’ General Meeting, acting under the conditions of quorum and majority required for Shareholders’ Extraordinary General Meetings, having reviewed the Board of Directors’ report and the Special Report of the Statutory Auditors, and acting in accordance with Article L. 225-135-1 of the French Commercial Code, delegates to the Board of Directors its authority to increase the number of securities to be issued, for any issuance approved by virtue of the above 14th and 15th resolutions, in accordance with the conditions of the abovementioned Article L. 225-135-1, up to a maximum of 15% of the initial issue and at the same price as that used for the initial issue. The Shareholders’ General Meeting decides that the amount of the capital increases that may be carried out pursuant to this delegation will be applied to the capital increase limits stipulated in the 14th and 15th resolutions of this Shareholders’ General Meeting. The Board of Directors may delegate, in accordance with legal provisions, the power granted to it pursuant to this resolution to the Chief Executive Ofﬁcer or, with his approval, to one or more Co-Chief Operating Ofﬁcers. This delegation is granted for a 26-month period as from the date of this Shareholders’ General Meeting and voids and replaces the delegation granted by the Shareholders’ General Meeting of April 23, 2009 in its 25th resolution. Seventeenth resolution (Delegation of authority to the Board of Directors to issue ordinary shares and securities giving access to the Company’s share capital in the event of a public exchange offer initiated by the Company) The Shareholders’ General Meeting, acting under the conditions of quorum and majority required for Shareholders’ Extraordinary General Meetings, having reviewed the Board of Directors’ report and the Special Report of the Statutory Auditors, and acting in accordance with Articles L. 225-129 to L. 225-129-6, L. 225148, L. 228-91 and L. 228-92 of the French Commercial Code, delegates to the Board of Directors the authority to decide on the issuance of the Company’s ordinary shares or securities giving access, by any means, immediately and/or in the future, to existing ordinary shares or shares to be issued by the Company, in consideration for securities tendered in a public exchange offer initiated by the Company in France or outside of France, according to local law, for another company’s securities which are listed on one of the r

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COMBINED SHAREHOLDERS’ GENERAL MEETING OF 28 APRIL 2011 Draft of resolutions presented at the Combined Shareholders’ General Meeting of April 28, 2011 9 a) The maximum nominal amount of the increase in the Company’s share capital resulting from all issuances realized either immediately and/or in the future pursuant to this delegation is ﬁxed at an amount of € 24 million, it being speciﬁed that the share capital increases that may be carried out as a result of this delegation must comply with the limits provided for in the 14th and 15th resolutions submitted to this Shareholders’ General Meeting. b) All issuances of debt securities giving access to the Company’s share capital carried out by virtue of this delegation shall not exceed a limit of € 2 billion in nominal value (or the exchange value of this amount for an issuance in a foreign currency or monetary unit determined by reference to several currencies); this limit is the same for all issuances of debt securities giving access to the Company’s share capital, which may be carried out by virtue of the delegations granted in the 14th, 15th and 16th resolutions submitted to this Shareholders’ General Meeting. The Shareholders’ General Meeting grants to the Board of Directors all necessary powers to carry out the issuances of ordinary shares and/or securities in consideration for the tendered shares pursuant to the abovementioned public exchange offers, in particular for: conditions of the issuance, the exchange parity as well as, if applicable, the amount of cash and determine the terms of the issuance in the context of an exchange offer, or an alternative tender or exchange offer, either a single tender or exchange offer for securities in exchange for shares and cash, or a principal public tender offer or exchange offer, together with a subsidiary exchange offer or tender offer, or an exchange offer carried out in France or outside of France according to local law (for example, in connection with a reverse merger in the United States) relating to securities meeting the conditions provided for in Article L. 225-148 of the French Commercial Code, or any other form of public offer in conformity with the laws and regulations applicable to the such public offer; • determine the dates, conditions of issuance, notably the price and dividend entitlement date of new ordinary shares or, if need be, of securities giving access to the Company’s capital; • record as liabilities in the balance sheet in an “additional paidin capital” account, to which all shareholders have rights, the difference between the issue price of new ordinary shares and their nominal value; • charge, if the need arises, all expenses and rights incurred by such transaction to the “additional paid-in capital” account. This delegation is granted for a 26-month period as from the date of this Shareholders’ General Meeting and voids and replaces the delegation granted by the Shareholders’ General Meeting of April 23, 2009 in its 26th resolution. • in the case of an issuance of securities as consideration for securities in an exchange offer (offre publique d’échange (OPE)), determine the list of securities to be exchanged, determine the Eighteenth resolution (Delegation of powers to the Board of Directors to issue ordinary shares in consideration for the contributions-in-kind granted to the Company and comprised of equity securities or securities giving access to share capital) The Shareholders’ General Meeting, acting under the conditions of quorum and majority required for Shareholders’ Extraordinary General Meetings, having reviewed the Board of Directors’ report and the Special Report of the Statutory Auditors, and acting in accordance with Articles L. 225-147 of the French Commercial Code, delegates to the Board of Directors the powers necessary to decide on, within the limit of 10% of the Company’s share capital, according to the report of the special auditor(s) as provided in the 1st and 2nd paragraphs of the abo

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9 COMBINED SHAREHOLDERS’ GENERAL MEETING OF 28 APRIL 2011 Draft of resolutions presented at the Combined Shareholders’ General Meeting of April 28, 2011 Nineteenth resolution (Delegation of authority to the Board of Directors to increase the Company’s share capital through incorporation of reserves, profits, premiums or any other amounts that may be capitalized) The Shareholders’ General Meeting, acting under the conditions of quorum and majority required for Shareholders’ Extraordinary General Meetings, having reviewed the Board of Directors’ report, and acting in accordance with Articles L. 225-129 to L. 225-1296 and L. 225-130 of the French Commercial Code, delegates to the Board of Directors the authority to decide on increasing the share capital, on one or more occasions, at the times and under the conditions that it deems favorable, through the incorporation of reserves, proﬁts, premiums or any other amounts that may be capitalized, followed by the issuance and the free allocation of shares or the increase of the nominal value of the existing ordinary shares, or any combination of these two methods. The Board of Directors may delegate, in accordance with legal provisions, the authority granted to it pursuant to this resolution to the Chief Executive Ofﬁcer or, with his approval, to one or more Co-Chief Operating Ofﬁcers, to decide to issue shares and to allocate shares free of charge, as well as to postpone such action. The Shareholders’ General Meeting decides that rights corresponding to fractional shares may neither be negotiable nor transferable and that the corresponding shares shall be sold. The amounts from the sale shall be distributed to the holders of the rights within the applicable legal time period. The maximum nominal amount of the increase of share capital that may be achieved, immediately or in the future, pursuant to this resolution is ﬁxed at € 41.6 million. This limit is set (i) without taking into account the nominal value of the Company’s ordinary shares to be issued, if applicable, in relation to the adjustments carried out in order to protect the interests of holders of rights attached to the securities that shall be issued on the basis of this delegation, in accordance with legal and regulatory requirements as well as applicable contractual provisions and (ii) independently from the limits on the share capital increases resulting from the issuances of the ordinary shares or securities giving access to the Company’s share capital as authorized in the 14th, 15th, 16th, 17th, 18th and 20th resolutions submitted to this Shareholders’ General Meeting. The Shareholders’ General Meeting grants full authorization to the Board of Directors to implement this resolution, particularly with respect to: • determining the terms and conditions of the authorized transactions and particularly deciding on the amount and the nature of the reserves and premiums to incorporate into the share capital, determining the number of new shares to issue or the amount to which the nominal value of the existing shares comprising the share capital will be increased, deciding on the ex dividend date (even retroactive) of the new shares or the date on which the increase in their nominal value will take effect; all necessary measures to protect the rights of the holders of securities giving access to the Company’s share capital on the day of the capital increase; of shares; amending the by-laws accordingly and carrying out all necessary publicity formalities; • taking • acknowledging the capital increase resulting from the issuance • and generally taking all measures and completing all formalities required to ensure the success of each capital increase. This delegation is granted for a 26-month period as from the date of this Shareholders’ General Meeting and voids and replaces the delegation granted by the Shareholders’ General Meeting of April 23, 2009 in its 28th resolution. 236 Registration Document 2010 - DANONE

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COMBINED SHAREHOLDERS’ GENERAL MEETING OF 28 APRIL 2011 Draft of resolutions presented at the Combined Shareholders’ General Meeting of April 28, 2011 9 Twentieth resolution (Delegation of authority to the Board of Directors to increase the share capital in favor of employees who are members of a company’s savings plan and/or to carry out reserved sales of securities) The Shareholders’ General Meeting, acting under the conditions of quorum and majority required for Shareholders’ Extraordinary General Meetings, having reviewed the report of the Board of Directors as well as the Special Report from the Statutory Auditors, and acting in accordance with Articles L. 225-129-2, L. 225-129-6 and L. 225-138-1 of the French Commercial Code and Articles L. 3332-1 et seq. of the French Labor Code (Code du travail), delegates to the Board of Directors the authority to decide to increase the Company’s share capital, on one or more occasions, at the times and under the conditions that it deems favorable, through the issuance of ordinary shares or securities giving access to ordinary shares reserved for the members subscribing to a company savings plan of the Company or of companies, French or foreign, related to the Company according to Articles L. 225-180 of the French Commercial Code and L. 3344-1 of the French Labor Code. The maximum nominal amount of the increase of the Company’s share capital that may be achieved pursuant to this resolution may not exceed the nominal amount of € 3.7 million, with the stipulation that the issues carried out pursuant to this delegation must comply with the limits stipulated in paragraph (a) of the 14th and 15th resolutions submitted to this Shareholders’ General Meeting. The Shareholders’ General Meeting decides to waive in favor of the beneﬁciaries, as deﬁned above, the shareholders’ preferential subscription right to the ordinary shares or securities giving access to ordinary shares to be issued according to this resolution and to waive any right to the shares or other securities allocated free of charge on the basis of this delegation. The Shareholders’ General Meeting decides to set the discount offered under the Company’s savings plan at 20% of the average of the Company’s opening share prices listed on Euronext during the twenty trading sessions preceding the date of the decision setting the opening date for subscription. While this delegation is being implemented, the Board of Directors may decrease the amount of the discount on a case-by-case basis only for reasons of legal, tax or social constraints that may be applicable outside of France, in any of the countries in which the Group’s entities employing the employees participating in the share capital increases are located. The Board of Directors may also decide to substitute the discount with a grant of bonus shares for subscribers of new shares. The Shareholders’ General Meeting grants the Board of Directors full power in implementing this resolution, particularly in regards to: • determining the characteristics, the amount and terms of each issuance of shares or securities giving access to ordinary shares; • determining if the subscriptions may be made directly by the beneﬁciaries or through a collective investment undertaking, and in particular through an employee savings plan (an “FCPE”); securities; • determining the terms and conditions of paying up the issued • setting the ex dividend date of the shares; • setting the opening and closing dates of the subscriptions, and deciding in general on all other conditions of each issuance; • at its sole discretion and if it deems necessary, charging the expenses of capital increases to the amount of the premiums associated to these increases, and deducting from this amount the sums needed to bring the legal reserve to one-tenth of the new capital after each share capital increase; issuance of ordinary shares up to the amount of ordinary shares that shall be subscribed, taking all measures necessar

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9 COMBINED SHAREHOLDERS’ GENERAL MEETING OF 28 APRIL 2011 Draft of resolutions presented at the Combined Shareholders’ General Meeting of April 28, 2011 Twenty-ﬁrst resolution (Authorization granted to the Board of Directors to reduce the share capital by canceling shares) The Shareholders’ General Meeting, acting under the conditions of quorum and majority required for Shareholders’ Extraordinary General Meetings, having reviewed the report of the Board of Directors as well as the Special Report of the Statutory Auditors, and acting in accordance with Articles L. 225-209 et seq. of the French Commercial Code: 1. authorizes the Board of Directors to reduce the Company’s share capital by canceling, on one or more occasions, within the limit of 10% of the Company’s share capital on the date of this Shareholders’ General Meeting and by 24-month periods, all or part of the Company’s shares that the Company holds or may acquire within the framework of share buy-back programs authorized by the Shareholders’ General Meeting; 2. decides that the excess of the repurchase price of the shares over their par value shall be charged to the “Additional paidin capital” account or to any other available reserve account, including the legal reserve, within the limit of 10% of the reduction of share capital achieved; and 3. delegates full power to the Board of Directors, with the ability to subdelegate in accordance with legal provisions, to carry out, on its sole decision, the cancellation of shares thus acquired, to proceed with the resulting reduction of share capital, and the aforementioned deduction, as well as to modify Article 6 of the by-laws accordingly. This authorization is granted for a 24-month period as from the date of this Shareholders’ General Meeting and voids and replaces any previous authorization granted by the Shareholders’ General Meeting of April 23, 2009 in its 32nd resolution. Twenty-second resolution (Powers to effect formalities) The Shareholders’ General Meeting gives full authorization to any bearer of an original, a copy or an excerpt of these minutes to make all legal and administrative formalities and carry out all ﬁlings and any publicity required by law. 238 Registration Document 2010 - DANONE

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COMBINED SHAREHOLDERS’ GENERAL MEETING OF 28 APRIL 2011 Comments on the resolutions submitted to the Shareholders’ General Meeting 9 9.3 Comments on the resolutions submitted to the Shareholders’ General Meeting Approval of the Company and consolidated ﬁnancial statements for the year ended December 31, 2010 (1st and 2nd resolutions) We request that you approve the Company and consolidated ﬁnancial statements for the year ended December 31, 2010. Allocation of income (3rd resolution) We request that you: • and retained earnings in the amount of € 3,811,993,214.09. € 909,853,144.01; € 3,744,461,736.83; € 4,654,314,880.84; The sum of € 842,298,392.00 divided among the shareholders will be eligible for the 40% tax reduction provided for in Article 158-3 2 of the French Tax Code, in payment of a dividend of € 1.30 per share. The shares will be declared ex-dividend on May 10, 2011, with the dividend relative to ﬁscal year 2010 payable as of May 13, 2011. In accordance with Article L. 225-210 of the French Commercial Code, dividends on any treasury stock held on the payment date will be allocated to retained earnings. • note that the net income for the 2010 ﬁscal year amounts to • note that retained earnings are equal to for the distribution of income of • therefore corresponding to an available amount • decide to allocate the total thus calculated between: • the legal reserve in the amount of • a dividend in the amount of € 23,274.75, € 842,298,392.00, DIVIDENDS PAID IN RESPECT OF THE LAST THREE FISCAL YEARS Fiscal year 2007 2008 2009 (1) Distribution fully eligible for the 40% reduction. (2) With the option of payment of the dividend in shares. Number of shares 512,851,460 513,802,144 646,990,850 Dividend paid (1) 1.1 1.2 (2) 1.2 Ratiﬁcation and renewal of the tenure of Directors (4th, 5th, 6th, 7th and 8th resolutions) We request that you ratify the appointment of Mr. Yoshihiro KAWABATA, which was approved by the Board of Directors’ meeting of April 22, 2010, to replace Mr. Naomasa TSURITANI, who is stepping down as a Director, for the remainder of his term, i.e. until the close of the Shareholders’ General Meeting called to approve the 2010 ﬁnancial statements. We are also asking you to renew the tenures of Mr. Bruno BONNELL, Mr. Bernard HOURS, Mr. Yoshihiro KAWABATA and Mr. Jacques VINCENT as Directors for the standard terms of three years. Their terms would expire at the close of the Shareholders’ General Meeting called to approve the 2013 ﬁnancial statements. DANONE - Registration Document 2010 239

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9 COMBINED SHAREHOLDERS’ GENERAL MEETING OF 28 APRIL 2011 Comments on the resolutions submitted to the Shareholders’ General Meeting Appointment of two new Directors (9th and 10th resolutions) We request that you appoint Mrs. Isabelle SEILLIER and Mr. Jean-Michel SEVERINO as Directors for the standard term of three years. Their terms would expire at the close of the Shareholders’ General Meeting called to approve the 2013 ﬁnancial statements. The Board of Directors, acting on the advice of its Nomination and Compensation Committee, reviewed the situation of Mrs. Isabelle SEILLIER and Mr. Jean-Michel SEVERINO with respect to the Group’s Corporate Governance Code (the AFEP-MEDEF Code) and concluded that: Mrs. Isabelle SEILLIER holds an executive position in JP Morgan Chase banking group, which is among the banks which provide regular services to the Danone group; and • Mr. Jean-Michel SEVERINO should be considered an “independent“ Director as he satisﬁes to all of the independence criteria applied by the Board. • Mrs. Isabelle SEILLIER should be considered a “non-independent” Director of the Board. Indeed, This list of positions and responsibilities held by Mrs. Isabelle SEILLIER and Mr. Jean-Michel SEVERINO as of December 31, 2010, as well as during the past ﬁve years, appears in Appendix 11.2 – Positions and responsibilities held by Directors. Approval of the agreements referred to in the special report of the Statutory Auditors (11th resolution) We are asking you to approve the agreements described in the special report of the Statutory Auditors on the agreements referred to in Articles L. 228-38 et seq. of the French Commercial Code, with the exception of the agreement addressed in resolution 12. We would like to point out that only one new agreement (other than the one addressed in resolution 12) was entered into during the 2010 ﬁscal year and until the date at which the 2010 ﬁnancial statements were closed: a contribution-in-kind transaction authorized by the Board of Directors as part of an internal reorganization, by which the Company contributes its stake in Danone Baby and Medical Nutrition BV to Danone Baby and Medical Holding. This agreement is described in the special report of the Statutory Auditors on related party transactions and undertakings, in Section 5.4. Approval of related party transactions and undertakings involving an executive director and ofﬁcer (mandataire social) of the Company (12th resolution) Upon recommendation of the Nomination and Compensation Committee, your Board of Directors has decided to renew the rights to compensation for termination of ofﬁce of Mr. Bernard HOURS in a manner strictly identical to that set by the Board of Directors’ meeting of February 10, 2010 and approved by the Shareholders’ General Meeting of April 22, 2010. These agreements and undertakings are described in the special report of the Statutory Auditors (see Section 5.4). 240 Registration Document 2010 - DANONE

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COMBINED SHAREHOLDERS’ GENERAL MEETING OF 28 APRIL 2011 Comments on the resolutions submitted to the Shareholders’ General Meeting 9 Purchase by the Company of its own shares (13th resolution) It appears appropriate for your Board to continue to have the authority to purchase shares of the Company. We are therefore asking you to authorize your Board to purchase, retain or transfer the Company’s shares, within the context of a share repurchase program, pursuant to the provisions of Articles L. 225-209 et seq. of the French Commercial Code and European Regulation 2273/2003 of December 22, 2003 implementing European Directive 2003/6/EC of January 28, 2003. The purchase of the Company’s shares may be executed for the purpose of: • the delivery of shares upon the exercise of rights attached to securities giving access to the Company’s share capital; • the subsequent delivery of shares as payment or for exchange in the context of acquisitions; • the cancellation of shares, within the maximum legal limit; or • supporting the market for the shares pursuant to a liquidity contract concluded with an investment service provider in accordance with the Ethical Charter recognized by the French Financial Markets Authority. These transactions may be carried out at any time other than during periods of tender offers on the Company’s stock. The maximum number of shares that could be repurchased would represent 10% of the share capital, or 64,792,184 shares as of December 31, 2010, at a maximum purchase price of € 65, resulting in a maximum theoretical total purchase amount of € 4,211,491,960. The latter ﬁgure is for information purposes only, as it does not include shares already held by the Company. This authorization is given for a period of 18 months as from the present Shareholders’ General Meeting. • the allocation of share purchase options to the Group’s employees and to executive directors and ofﬁcers (mandataires sociaux); directors and ofﬁcers (mandataires sociaux); • the allocation of bonus shares to employees and to executive • the sale of shares to employees (either directly or through an employee savings mutual fund (FCPE)) within the context of employee shareholding plans or savings plans; Delegation of authority to the Board of Directors to issue ordinary shares and securities giving access to the Company’s share capital, with preferential subscription right of the shareholders (14th resolution) We request that you renew the delegation of authority to your Board of Directors, for a 26-month period, to decide on the issuance of, with preferential subscription right of the shareholders, ordinary shares of the Company or securities giving access, immediately and/or in the future, to the Company’s share capital. In comparison with the preceding authorization which had been granted by the Shareholders’ General Meeting in 2009 and that is soon to expire, the maximum amounts of this new authorization are as follows: (i) for the ordinary shares to be issued by the Company: a nominal amount of € 56.5 million (representing approximately 34.9% of the share capital, nearly unchanged from the 35% threshold authorized by the Shareholders’ General Meeting of April 23, 2009), it being speciﬁed that the nominal amount of ordinary shares issued under the 15th resolution (dilutive issuance without preferential subscription right of the shareholders, but with the obligation to grant a priority period), 16th resolution (authorization to increase the number of securities to be issued), 17th resolution (dilutive issuance in the event of a public exchange offer), 18th resolution (dilutive issuance in consideration for contributions in kind) and 20th resolution (dilutive issuance in order to carry out capital increases reserved for employees) will be applied to this maximum amount; and (ii) for securities giving access to the Company’s share capital: an amount of € 2 billion (unchanged from the amount authorized by the Shareholders’ General Meeting of Ap

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9 COMBINED SHAREHOLDERS’ GENERAL MEETING OF 28 APRIL 2011 Comments on the resolutions submitted to the Shareholders’ General Meeting Authorization granted to the Board of Directors to issue ordinary shares and securities giving access to the Company’s share capital, without preferential subscription right of the shareholders, but with the obligation to grant a priority period (15th resolution) We also request that you renew the authorization granted to the Board of Directors, for a 26-month period, in order to issue ordinary shares of the Company or securities giving access, immediately and/or in the future, to the Company’s share capital, without preferential subscription right of the shareholders, and by public offering, both in France and outside of France. When using this authorization, a right of priority to the totality of the issuance must be granted to existing shareholders (this right of priority will not create negotiable rights). In comparison with the preceding authorization which had been granted by the Shareholders’ General Meeting in 2009 and that is soon to expire, the maximum amounts of this new authorization are as follows: (i) for the ordinary shares to be issued by the Company: a nominal amount of € 37.8 million (representing approximately 23.3% of the share capital, nearly unchanged from the 23.4% threshold authorized by the Shareholders’ General Meeting of April 23, 2009), it being speciﬁed that (i) the nominal amount of ordinary shares issued under the 16th resolution (authorization to increase the number of securities to be issued), 17th resolution (dilutive issuance in the event of a public exchange offer), 18th resolution (dilutive issuance in consideration for contributions in kind) and 20th resolution (dilutive issuance in order to carry out capital increases reserved for employees) will be applied to this maximum amount and (ii) this maximum amount will be applied to the global threshold of € 56.5 million set forth in the 14th resolution (non dilutive issuances with preferential subscription right of the shareholders); and (ii) for securities giving access to the Company’s share capital: an amount of € 2 billion (unchanged from the amount authorized by the Shareholders’ General Meeting of April 23, 2009) (maximum amount shared with the 14th, 16th and 17th resolutions). Pursuant to the applicable legal and regulatory provisions, the issuance price of the ordinary shares and securities giving access to the Company’s share capital shall be at least equal to the weighted average price of the Company share during the last three trading sessions on Euronext preceding the ﬁxing of the issuance price, possibly subject to a 5% reduction. No amount was used for the preceding authorization granted by your Shareholders’ General Meeting in 2009. This new authorization voids and replaces the authorization granted by the Shareholders’ General Meeting of April 23, 2009 in its 24th resolution. Authorization granted to the Board of Directors to increase the number of securities to be issued in the event of a capital increase with or without preferential subscription right of the shareholders (16th resolution) Due to the volatile current market conditions, it appeared advisable to your Board to renew, for a 26-month period, the authorization granted to the Board of Directors to increase the number of securities to be issued, for each of the issuances decided in application of the preceding 14th resolution (non dilutive issuances with preferential subscription right of the shareholders) and 15th resolution (dilutive issuances without preferential subscription right of the shareholders, but with the obligation to grant a priority period), in accordance with the conditions set in Article L. 225135-1 of the French Commercial Code, and within a limit of 15% of the initial issuance and at the same price as that used for that issuance. Please note that this authorization will not result in the increase of the respective max

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COMBINED SHAREHOLDERS’ GENERAL MEETING OF 28 APRIL 2011 Comments on the resolutions submitted to the Shareholders’ General Meeting 9 Delegation of authority to the Board of Directors to issue ordinary shares and securities giving access to the Company’s share capital in the event of a public exchange offer initiated by the Company (17th resolution) We request that you renew the delegation of authority to your Board of Directors, for a 26-month period, in order to issue ordinary shares or securities giving access to the Company’s share capital, in the event of a public exchange offer initiated by the Company for another company’s securities which are listed on a regulated market. Maintaining this authorization appeared necessary to your Board as it allows your Company to maintain its capacity to acquire medium-sized holdings in companies listed on a regulated market and to ﬁnance these acquisitions in shares (rather than through indebtedness). The issuance of ordinary shares or corresponding securities would be carried out without preferential subscription right of the shareholders. In comparison with the preceding authorization which had been granted by the Shareholders’ General Meeting in 2009 and that is soon to expire, the maximum amounts of this new authorization are as follows: (i) for the ordinary shares to be issued by the Company: a nominal amount of € 24 million (representing approximately 14.8% of the share capital, reduced relative to the 19.46% threshold authorized by the Shareholders’ General Meeting of April 23, 2009), it being speciﬁed that issuances made pursuant to this authorization must comply with the thresholds set forth in the 14th resolution (non dilutive issuances with preferential subscription right of the shareholders) and 15th resolution (dilutive issuances without preferential subscription rights but with the obligation to grant a priority period); and (ii) for securities giving access to the Company’s share capital: an amount of € 2 billion (unchanged from the amount authorized by the Shareholders’ General Meeting of April 23, 2009) (shared amount with the 14th resolution (non-dilutive issuances with preferred subscription rights), 15th resolution (dilutive issuances without preferential subscription right of the shareholders, but with the obligation to grant a priority period) and 16th resolution (authorization to increase the number of securities to be issued). No amount was used for the preceding delegation authorized by your Shareholders’ General Meeting in 2009. Your Board of Directors will be responsible for determining, for each offer, the nature and characteristics of the securities to be issued, the amount of the capital increase depending on the result of the offer and on the number of securities of the target company presented to the exchange, taking into consideration the ﬁxed rates of exchange and the shares or issued securities giving access to the share capital. This new delegation voids and replaces the delegation granted by the Shareholders’ General Meeting of April 23, 2009 in its 26th resolution. Delegation of powers to the Board of Directors to issue ordinary shares, in consideration for the contributions-in-kind granted to the Company and comprised of equity securities or securities giving access to share capital (18th resolution) It is proposed to your Shareholders’ General Meeting to renew, for a 26-month period, the authorization granted to the Board of Directors to decide on the issuance of ordinary shares or securities giving access to the Company’s share capital, within the limit of 10% of the Company’s capital, in consideration for the contributions-in-kind granted to the Company and comprised of equity securities or securities giving access to share capital. Maintaining this authorization appeared necessary to your Board as it allows your Company to maintain its capacity to acquire holdings in non listed companies and to ﬁnance these acquisitions in shares (rather than

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9 COMBINED SHAREHOLDERS’ GENERAL MEETING OF 28 APRIL 2011 Comments on the resolutions submitted to the Shareholders’ General Meeting In addition to the legal limit of 10% of the share capital, the issuances carried out by virtue of this authorization must comply with the limits set forth in paragraphs (a) of the 14th resolution (non-dilutive issuances with preferred subscription rights) and the 15th resolution (dilutive issuances without preferential subscription right of the shareholders, but with the obligation to grant a priority period). No amount was used pursuant to the preceding authorization granted by your Shareholders’ General Meeting in 2009. This new authorization voids and replaces the authorization granted by the Shareholders’ General Meeting of April 23, 2009 in its 27th resolution. Delegation of authority to the Board of Directors to increase the Company’s share capital through incorporation of reserves, proﬁts, premiums or any other amounts that may be capitalized (19th resolution) It is proposed to your Shareholders’ General Meeting to delegate, for a 26-month period, to the Board of Directors the authority to decide to increase the share capital, on one or more occasions, at the times and under the conditions that it deems favorable, through the incorporation of reserves, proﬁts, premiums or any other amounts that may be capitalized, followed by the issuance and the free allocation of shares and/or the increase of the nominal value of the existing ordinary shares. The maximum nominal amount of issuances under this authorization is € 41.6 million, representing approximately 25.68% of the share capital, nearly unchanged from the 25.69% threshold authorized by the Shareholders’ General Meeting of April 23, 2009, it being speciﬁed that this maximum amount is independent of the limits set by the preceding 14th resolution (non-dilutive issuances with preferred subscription rights), 15th resolution (dilutive issuances without preferential subscription right of the shareholders, but with the obligation to grant a priority period), 16th resolution (authorization to increase the number of securities to be issued), 17th resolution (dilutive issuance in the event of a public exchange offer), 18th resolution (dilutive issuance in consideration for contributions in kind) and 20th resolution (dilutive issuance in order to carry out capital increases reserved for employees) submitted to the present Shareholders’ General Meeting. No amount was used for the preceding delegation granted by your Shareholders’ General Meeting in 2009. This new delegation voids and replaces the delegation granted by the Shareholders’ General Meeting of April 23, 2009 in its 28th resolution. Delegation of authority to the Board of Directors to increase the share capital in favor of employees who are members of a company savings plan and/or to carry out reserved sales of securities (20th resolution) It is requested that you renew the delegation of authority granted to the Board of Directors, for a 26-month period, to decide to increase the Company’s share capital through the issuance of ordinary shares, or securities giving access to ordinary shares, of your Company and reserved for the members subscribing to a company savings plan of the Company or of companies, French or foreign, related to the Company according to Articles L. 225180 of the French Commercial Code and L. 3344-1 of the French Labor Code. 244 Registration Document 2010 - DANONE

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COMBINED SHAREHOLDERS’ GENERAL MEETING OF 28 APRIL 2011 Comments on the resolutions submitted to the Shareholders’ General Meeting 9 The maximum nominal amount of the increase of the Company’s share capital that may be achieved pursuant to this new authorization is € 3.7 million. This limit represents approximately 2.28% of the share capital as of December 31, 2010, nearly unchanged from the 2.3% threshold authorized by the Shareholders’ General Meeting of April 23, 2009, it being speciﬁed that the issuances carried out under this authorization must comply with the thresholds set forth in paragraphs (a) of the 14th resolution (non-dilutive issuances with preferred subscription rights) and the 15th resolution (dilutive issuances without preferential subscription right of the shareholders, but with the obligation to grant a priority period). Furthermore, as of December 31, 2010, employees held 8,984,242 shares, mainly through the “Fonds Danone” FCPE, representing approximately 1.39% of the Company’s share capital. The issuance of ordinary shares would be carried out without shareholder preferential subscription rights. The discount offered within the framework of the company’s savings plan would be set at 20% of the average of the opening prices of the Danone share listed on Euronext Paris during the 20 trading sessions preceding the date of the decision setting the opening date for subscription. It is speciﬁed that, while this delegation is being implemented, the Board of Directors may only lower the amount of the discount on a case-by-case basis for reasons of legal, tax or social constraints that may be applicable outside of France, in any of the countries in which the Group’s entities who employ the employees participating in the share capital increases are located. The Board of Directors may also decide to grant bonus shares to subscribers of new shares instead of a discount. Pursuant to applicable legal provisions, the transactions planned in this resolution may also take the form of the selling of shares to members of a company savings plan. Under the previous delegation of authority granted by your Shareholders’ General Meeting in 2009, a capital increase in the nominal amount of € 232,747.50 was executed in 2010 upon the decision of the Board of Directors of February 10, 2010 (representing approximately 7.76% of the authorized total nominal amount), leaving an available balance of € 2,767,252.5 as of December 31, 2010, which will be drawn down by a new share capital increase contemplated in May 2011 reserved for employees participating in a company savings plan and decided by the Board of Directors of February 14, 2011. This new authorization voids and replaces the 29th resolution approved by the Shareholders’ General Meeting of April 23, 2009. Authorization granted to the Board of Directors to reduce the share capital by cancelling shares (21st resolution) We request that you renew the delegation of authority to your Board of Directors, for a 24-month period, to reduce the share capital by cancelling, on one or more occasions, within the limit of 10% of the share capital and by 24-month periods, all or part of the Company’s shares that the Company holds or may acquire within the framework of share repurchase programs authorized by the Shareholders’ General Meeting. Under the previous authorization granted by your Shareholders’ General Meeting in 2009, the Company did not implement any share cancellations. This new authorization voids and replaces the 32nd resolution approved by the Shareholders’ General Meeting of April 23, 2009. DANONE - Registration Document 2010 245

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9 COMBINED SHAREHOLDERS’ GENERAL MEETING OF 28 APRIL 2011 Special reports of the Statutory Auditors presented at the Shareholders’ General Meeting of April 28, 2011 9.4 Special reports of the Statutory Auditors presented at the Shareholders’ General Meeting of April 28, 2011 Statutory Auditors’ special report on the authorizations to issue shares and marketable securities with or without cancellation of preferential subscription rights SHAREHOLDERS’ GENERAL MEETING OF APRIL 28, 2011 (14th, 15th, 16th, 17th and 18th resolutions) To the Shareholders, In our capacity as Statutory Auditor of your Company and pursuant to the provisions of the French Commercial Code (Code de commerce) and notably Articles L. 225-135, L. 225-136 and L. 228-92, we hereby present our report on the proposed delegations to the Board of Directors of different issuances of ordinary shares and marketable securities, as presented in the 14th, 15th, 16th, 17th and 18th resolutions, upon which you are called to vote. Your Board of Directors requests, on the basis of its report: • that it be delegated the authority, for a 26-month period, to decide on the following transactions and set the ﬁnal terms and conditions of these issuances, and also proposes, if applicable, to cancel your preferential subscription rights: • issuance of ordinary shares and marketable securities giving access to the share capital, and/or giving right to the allocation of debt securities, without cancellation of preferential subscription right; these marketable securities may consist of debt securities or be combined with the issuance of such securities or allow their issuance as intermediate securities (14th resolution), • issuance of ordinary shares and marketable securities giving access to the share capital, and/or giving right to the allocation of debt securities, with cancellation of preferential subscription right, but with the obligation to grant a priority right, through a public offering; these marketable securities may consist of debt securities or be combined with the issuance of such securities or allow their issuance as intermediate securities (15th resolution), • issuance of ordinary shares and marketable securities giving access to ordinary shares in the event of a public exchange offer initiated by the Company (17th resolution); • that it be empowered, for a 26-month period, to determine the terms and conditions of an issuance of ordinary shares, in consideration for the contributions in-kind granted to the Company and comprised of equity securities or marketable securities giving access to the share capital (18th resolution), within the limit of 10% of the share capital. The maximum nominal amount of the increases of the share capital resulting from all issuances that can be implemented immediately or at a later date may not exceed: - € 56.5 million, pursuant to the 14th resolution, - € 37.8 million pursuant to the 15th resolution, it being speciﬁed that this limit is the same for the capital increases by virtue of the delegations granted in the 16th, 17th, 18th and 20th resolutions, - € 24 million pursuant to the 17th resolution, it being speciﬁed that this amount must comply with the limits provided for in the 14th and 15th resolutions. These amounts will all be applied to the global maximum amount of € 56.5 million pursuant to the 14th resolution. The total nominal amount of debt securities that may be issued shall not exceed € 2 billion for the 14th, 15th, 16th and 17th resolutions. The number of securities to be issued for any issuance approved by virtue of the 14th and 15th resolutions can be increased in the conditions provided for in Article L. 225-135-1 of the French Commercial Code, if you adopt the 16th resolution. It is the responsibility of the Board of Directors to prepare a report in accordance with Articles R. 225-113, R. 225-114 and R. 225-117 of the French Commercial Code. Our role is to report on the fairness of the ﬁnancial information taken from th

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COMBINED SHAREHOLDERS’ GENERAL MEETING OF 28 APRIL 2011 Special reports of the Statutory Auditors presented at the Shareholders’ General Meeting of April 28, 2011 9 We have performed the procedures that we deemed necessary in accordance with the professional guidance issued by the French Institute of Statutory Auditors (Compagnie nationale des commissaires aux comptes) for this type of assignment. Those procedures consisted in verifying the information provided in the Board of Directors’ report in respect of these transactions and the terms and conditions governing the determination of the issue price of securities to be issued. Subject to a subsequent review of the terms and conditions for the issuances that may be decided, we have no matters to report on the terms and conditions governing the determination of the issue price of securities to be issued provided in the Board of Directors’ report pursuant to the 15th resolution. Besides, in the absence of information on the terms and conditions governing the determination of the issue price of securities to be issued pursuant to the 14th, 17th and 18th resolutions, we cannot express our opinion regarding the choice of ﬁgures used to determine the issue price. As the issue price of securities to be issued has not been set yet, we do not express a conclusion on the ﬁnal terms and conditions under which the issuances would be performed. As a result, we do not express a conclusion on the cancellation of preferential share subscription rights which the Board of Directors has proposed in the 15th resolution. In accordance with Article R. 225-116 of the French Commercial Code, we will issue an additional report, if applicable, when your Board of Directors uses these authorizations in the case of the issuance of ordinary shares with cancellation of preferential subscription right or the issuance of marketable securities giving access to the share capital, and/or giving right to the allocation of debt securities. Neuilly-sur-Seine, March 16, 2011 The Statutory Auditors PricewaterhouseCoopers Audit Etienne Boris Philippe Vogt Ernst & Young et Autres Jeanne Boillet Gilles Cohen DANONE - Registration Document 2010 247

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9 COMBINED SHAREHOLDERS’ GENERAL MEETING OF 28 APRIL 2011 Special reports of the Statutory Auditors presented at the Shareholders’ General Meeting of April 28, 2011 Statutory Auditors’ report on the increase in capital with cancellation of preferential subscription rights reserved for members of a company savings scheme To the Shareholders, In our capacity as Statutory Auditors of your Company and pursuant to Articles L. 225-135 et seq. of the French Commercial Code (Code de commerce), we hereby report on the proposal to delegate to the Board of Directors the authority to decide whether to proceed with one or several increases in capital by issuing ordinary shares with cancellation of preferential subscription rights, reserved for members of a company savings scheme of the Company or companies, French or foreign, related to Danone in accordance with Articles L. 225-180 of the French Commercial Code, a transaction submitted to you for approval. The maximum nominal amount of the increase of the Company’s share capital that may be achieved pursuant to this resolution may not exceed the nominal amount of € 3.7 millions, it being speciﬁed that the share capital increases that may be carried out must comply with the limits provided for in the 14th and 15th resolutions. This increase in capital is submitted for your approval in accordance with Articles L. 225-129-6 of the French Commercial Code and L. 3332-18 et seq. of the French Labour Code (Code du travail). Your Board of Directors requests, on the basis of its report, that you delegate to it, for a 26-month period, the authority to decide to increase the Company’s share capital on one or more occasions, and proposes that you waive your preferential subscription rights to the securities to be issued. If applicable, it shall determine the ﬁnal conditions of this operation. It is the responsibility of the Board of Directors to prepare a report in accordance with Articles R. 225-113 and R. 225-114 of the French Commercial Code. Our role is to report on the fairness of the ﬁnancial information taken from the ﬁnancial statements, on the proposed cancellation of preferential subscription rights and on certain other information relating to the transaction provided in the report. We have performed the procedures that we deemed necessary in accordance with the professional guidance issued by the French Institute of Statutory Auditors (Compagnie nationale des commissaries aux comptes) for this type of assignment. These procedures consisted in verifying the information provided in the Board of Directors’ report in respect of this transaction and the terms and conditions governing the determination of the issue price of securities to be issued. Subject to a subsequent review of the terms and conditions of the capital increases that may be decided, we have no matters to report on the terms and conditions governing the determination of the issue price of securities to be issued provided in the Board of Directors’ report. As the issue price has not been determined yet, we do not express an opinion on the ﬁnal conditions under which the share capital increases would be carried out and nor, consequently, on the proposed cancellation of preferential subscription rights. In accordance with Article R. 225-116 of the French Commercial Code, we will issue an additional report, as necessary, when your Board of Directors exercises this authorisation. Neuilly-sur-Seine, March 16, 2011 The Statutory Auditors PricewaterhouseCoopers Audit Etienne Boris Philippe Vogt Ernst & Young et Autres Jeanne Boillet Gilles Cohen 248 Registration Document 2010 - DANONE

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COMBINED SHAREHOLDERS’ GENERAL MEETING OF 28 APRIL 2011 Special reports of the Statutory Auditors presented at the Shareholders’ General Meeting of April 28, 2011 9 Statutory Auditors’ report on the reduction in capital To the Shareholders, In our capacity as Statutory Auditors of your Company and pursuant to Article L. 225-209 of the French Commercial Code (Code de commerce) on the decrease in share capital by the cancellation of repurchased shares, we hereby report on our assessment of the reasons and conditions of the proposed decrease in share capital. Your Board of Directors requests the delegation of all powers, for a 24-month period starting from the date of this Shareholders’ Meeting, to cancel the shares purchased following the granting of authority by your Company to purchase its own shares in accordance with the aforementioned article of the French Commercial Code, up to a maximum of 10% of its share capital. We have performed the procedures that we deemed necessary in accordance with the professional guidance issued by the French Institute of Statutory Auditors (Compagnie nationale des commissaries aux comptes) for this type of assignment. These procedures consisted in reviewing the fairness of the reasons for and conditions of the proposed decrease in share capital. We have no matters to report on the reasons for and conditions of the proposed decrease in share capital. Neuilly-sur-Seine, March 16, 2011 The Statutory Auditors PricewaterhouseCoopers Audit Etienne Boris Philippe Vogt Ernst & Young et Autres Jeanne Boillet Gilles Cohen DANONE - Registration Document 2010 249

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9 COMBINED SHAREHOLDERS’ GENERAL MEETING OF 28 APRIL 2011 250 Registration Document 2010 - DANONE

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10 INFORMATION ON THE REGISTRATION DOCUMENT 10.1 Incorporation by reference 10.2 Persons responsible for the Registration Document Person responsible for the Registration Document Statement by the person responsible for the Registration Document 252 10.3 Cross-Reference Tables Cross-reference table to the annual ﬁnancial report Cross-reference table to the provisions of Annex 1 of the 809/2004 Regulation of the European Commission Cross-reference table with the management report – mother company Danone Cross-reference table with the management report – Danone group 254 254 255 257 258 253 253 253 DANONE - Registration Document 2010 251

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10 INFORMATION ON THE REGISTRATION DOCUMENT Incorporation by reference 10.1 Incorporation by reference • the • the Update to the 2008 Registration Document ﬁled with the AMF on May 28, 2009 under ﬁling number D.09-0143-A01; consolidated ﬁnancial statements and the Statutory Auditors’ report relative to the ﬁscal year ended December 31, 2009 on pages 104 to 157 of the Registration Document that was ﬁled with the AMF on March 19, 2010 under ﬁling number D.10-0127; report relative to the ﬁscal year ended December 31, 2009 on pages 169 to 182 of the Registration Document that was ﬁled with the AMF on March 19, 2009; Pursuant to Article 28 of Regulation (EC) No. 809/2004 of the European Commission dated April 29, 2004 and to Section 36 of IAS 1, Presentation of Financial Statements, requiring that at least one-year comparative information be presented, this Registration Document incorporates by reference the following information: • the consolidated ﬁnancial statements and the Statutory Auditors’ report relative to the ﬁscal year ended December 31, 2008 on pages 88 to 141 of the Registration Document that was ﬁled with the AMF on March 20, 2009 under ﬁling number D.09-0143; Company ﬁnancial statements and the Statutory Auditors’ report relative to the ﬁscal year ended December 31, 2008 on pages 156 to 168 of the Registration Document that was ﬁled with the AMF on March 20, 2009; review, and all of the non-ﬁnancial information pertaining to the ﬁscal year ended December 31, 2008 on pages 5, 17 to 18, and 37 to 48 of the Registration Document that was ﬁled with the AMF on March 20, 2009; • the Company ﬁnancial statements and the Statutory Auditors’ • the • the key ﬁnancial information, the Group operating and ﬁnancial review, and all of the non-ﬁnancial information pertaining to the ﬁscal year ended December 31, 2009 on pages 5, 18 to 19, 39 to 52 of the Registration Document that was ﬁled with the AMF on March 19, 2010. • the key ﬁnancial information, the Group operating and ﬁnancial 252 Registration Document 2010 - DANONE

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INFORMATION ON THE REGISTRATION DOCUMENT Persons responsible for the Registration Document 10 10.2 Persons responsible for the Registration Document Person responsible for the Registration Document Franck RIBOUD Chairman and Chief Executive Ofﬁcer Danone Statement by the person responsible for the Registration Document This is a free translation into English of the Chairman and Chief Executive Ofﬁcer’s statement issued in French, and is provided solely for the convenience of English-speaking readers. Paris, on March 25, 2011 “We hereby certify, after having taken all reasonable measures, that to the best of our knowledge all of the information in this Registration Document is accurate, and that no information liable to alter its scope has been omitted. We certify that, to our knowledge, the ﬁnancial statements in this document have been prepared in accordance with applicable accounting standards and provide a faithful representation of the assets, the ﬁnancial situation, and the results of the Company and of all companies within its scope of consolidation, and that the management report referred to in the cross-reference table in Section 10.3 presents a faithful representation of the business trends, results, and ﬁnancial position of the Company and of all companies within its scope of consolidation, as well as a description of the principal risks and uncertainties that they face. The consolidated ﬁnancial statements for the ﬁscal year ended December 31, 2010 have been the subject of a report from the Statutory Auditors, set forth in Section 4.2 of this Registration Document, which contains an observation. The Statutory Auditors have provided us with a letter (lettre de fin de travaux, or auditors’ completion lettre) stating that their work has been completed, and in which they indicate that they have veriﬁed the information included in this registration document relative to the ﬁnancial situation and the ﬁnancial statements, and have read this registration document in its entirety.” The Chairman and Chief Executive Ofﬁcer Franck RIBOUD DANONE - Registration Document 2010 253

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10 INFORMATION ON THE REGISTRATION DOCUMENT Cross-Reference Tables 10.3 Cross-Reference Tables Cross-reference table to the annual ﬁnancial report In order to facilitate the reading of this Registration Document, the cross-reference table below enables to identify the main information required in accordance with Article L. 451-1-2 of the French Monetary and Financial Code. ANNUAL FINANCIAL REPORT 1. COMPANY FINANCIAL STATEMENTS 2. CONSOLIDATED FINANCIAL STATEMENTS 3. MANAGEMENT REPORT (WITHIN THE MEANING OF THE FRENCH MONETARY AND FINANCIAL CODE) 3.1 INFORMATION REQUIRED BY ARTICLE L. 225-100 OF THE FRENCH COMMERCIAL CODE • Analysis of the business trends • Analysis of the results • Analysis of the ﬁnancial position • Major risk factors and uncertainties • Table of the capital increases delegations 3.2 INFORMATION REQUIRED BY ARTICLE L. 225-100-3 OF THE FRENCH COMMERCIAL CODE • Elements that might have an impact in the event of a tender offer 3.3 INFORMATION REQUIRED BY ARTICLE L. 225-211 OF THE FRENCH COMMERCIAL CODE • Share buyback programs of the Company 4. STATEMENTS OF THE PERSONS RESPONSIBLE FOR THE ANNUAL FINANCIAL REPORT 5. STATUTORY AUDITORS’ REPORT ON THE COMPANY’S FINANCIAL STATEMENTS AND THE CONSOLIDATED FINANCIAL STATEMENTS 6. INFORMATION ON THE FEES OF THE STATUTORY AUDITORS 7. REPORT OF THE CHAIMAN OF THE BOARD OF DIRECTORS ON THE CORPORATE GOVERNANCE AND THE INTERNAL CONTROL PROCEDURES (ARTICLE L. 225-37 OF THE FRENCH COMMERCIAL CODE) 8. STATUTORY AUDITORS’ REPORT ON THE REPORT OF THE CHAIRMAN ON THE INTERNAL CONTROL PROCEDURES 9. LIST OF ALL INFORMATION PUBLISHED BY THE COMPANY OR MADE PUBLICLY AVAILABLE DURING THE LAST 12 MONTHS SECTIONS OF THE REGISTRATION DOCUMENT 5 4 3.1 to 3.8 3.2, 3.4 3.6, 3.7 2.3 8.3 8.9 3.3, 8.2 10.2 4.2, 5.3 4.3 6.11 6.11 11.1 254 Registration Document 2010 - DANONE

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INFORMATION ON THE REGISTRATION DOCUMENT Cross-Reference Tables 10 Cross-reference table to the provisions of Annex 1 of the 809/2004 Regulation of the European Commission This cross-reference table identiﬁes the main information required by Annex 1 of the 809/2004 Regulation of the European Commission dated April 29, 2004. This table refers to the pages of this Registration Document on which the information related to each item is indicated. SECTIONS OF THE REGISTRATION DOCUMENT DOCUMENT OF REGISTRATION RELATING TO SHARES 1. PERSONS RESPONSIBLE 1.1 Identity 1.2 Statement 2. STATUTORY AUDITORS 2.1 Identity 2.2 Potential change 3. SELECTED FINANCIAL INFORMATION 3.1 Historical ﬁnancial information 3.2 Financial information for interim periods 4. RISK FACTORS 5. INFORMATION ABOUT THE ISSUER 5.1 History and development of the Company 5.2 Investments 6. BUSINESS OVERVIEW 6.1 Principal activities 6.2 Principal markets 6.3 Exceptional events 6.4 Dependence of the issuer 6.5 Competitive position of the issuer 7. ORGANIZATIONAL STRUCTURE 7.1 Brief description of the Group 7.2 List of the signiﬁcant subsidiaries 8. PROPERTY, PLANTS AND EQUIPMENT 8.1 Material tangible ﬁxed assets 8.2 Environmental issues 9. OPERATING AND FINANCIAL REVIEW 9.1 Financial position 9.2 Operating results 10. CAPITAL RESOURCES 10.1 Issuer’s capital resources 10.2 Cash ﬂows 10.3 Information on the borrowing requirements and funding structure of the issuer 10.4 Restrictions on the use of capital resources 10.5 Anticipated sources of funds 11. RESEARCH AND DEVELOPMENT, PATENTS AND LICENCES 12. TREND INFORMATION 12.1 Most signiﬁcant recent trends since the end of the last ﬁscal year 12.2 Events that are reasonably likely to have a material effect on the issuer’s prospects 13. PROFIT FORECASTS OR ESTIMATES 10.2 10.2 1.2 1.2 1.1 N/A 2.3 2.1 3.3, 3.4 3.2 3.2 N/A N/A 3.2 3.3, 4.1 3.3, 4.1 2.2, 3.4, 4.1, 7.5 2.2, 7.5 3.6 to 3.7, 4.1 3.2 to 3.5, 4.1 3.7, 4.1, 8.1 3.6, 4.1 3.7, 4.1 3.7, 4.1 3.7, 4.1 2.2, 3.4 3.8, 3.9 3.8, 3.9 3.8, 3.9 DANONE - Registration Document 2010 255

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10 INFORMATION ON THE REGISTRATION DOCUMENT Cross-Reference Tables DOCUMENT OF REGISTRATION RELATING TO SHARES 14. ADMINISTRATIVE AND SENIOR MANAGEMENT 14.1. Information on the members 14.2. Conﬂicts of interests 15. REMUNERATION AND BENEFITS 15.1. Remuneration and beneﬁts in kind 15.2. Provisions for retirement obligations 16. FUNCTIONING OF THE BOARD AND MANAGEMENT 16.1. Expiration date of the terms of ofﬁce 16.2. Services agreements relating to the members of the Board and of the management 16.3. Information about the Audit Committee, the Nomination and Compensation Committee and the Social Responsibility Committee 16.4. Corporate governance 17. EMPLOYEES 17.1. Number of employees 17.2. Shareholdings and stock options 17.3. Arrangements involving the employees in the capital of the issuer 18. MAJOR SHAREHOLDERS 18.1. Shareholding of the issuer 18.2. Voting rights 18.3. Control of the issuer 18.4. Change of control 19. RELATED PARTY TRANSACTIONS 20. FINANCIAL INFORMATION CONCERNING THE ISSUER’S ASSETS AND LIABILITIES, FINANCIAL POSITION AND PROFITS AND LOSSES 20.1. Historical Financial Information 20.2. Pro forma ﬁnancial information 20.3. Financial statements 20.4. Auditing of historical annual ﬁnancial information 20.5. Date of latest ﬁnancial information 20.6. Interim and other ﬁnancial information 20.7. Dividend policy 20.8. Legal and arbitration proceedings 20.9. Signiﬁcant change in the issuer’s ﬁnancial or commercial position 21. ADDITIONAL INFORMATION 21.1. Share Capital 21.2. Incorporation documents and by-laws 22. MATERIAL CONTRACTS 23. THIRD PARTY INFORMATION AND STATEMENT BY EXPERTS AND DECLARATIONS OF ANY INTEREST 23.1. Identity 23.2. Statement 24. DOCUMENTS AVAILABLE TO THE PUBLIC 25. INFORMATION ON HOLDINGS SECTIONS OF THE REGISTRATION DOCUMENT 6.1 to 6.6, 11.2 6.1 6.10, 7.2 6.10, 7.2 6.1 to 6.6, 11.2 6.9 6.2 to 6.4 6.7 7.1 6.10, 7.2 7.2 8.7 8.6 8.7 8.10 3.4 5.1, 5.2, 10.1 N/A 4.1, 5.1, 5.2, 10.1 4.2, 5.3, 10.1 December 31, 2010 N/A 8.5 3.4 3.8 8.1 1.2, 6.1, 8.6, 9.1, 11.1 3.4 5.5 5.5 11.1 3.3, 4.1 256 Registration Document 2010 - DANONE

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INFORMATION ON THE REGISTRATION DOCUMENT Cross-Reference Tables 10 Cross-reference table with the management report – mother company Danone This Registration Document includes all the items of the management report as required pursuant to Article L. 225-100 and subsequent, L. 232-1, II and R. 225-102 and subsequent of the French Commercial Code. SECTIONS OF THE REGISTRATION DOCUMENT 5.2 3.8 3.8 N/A 3.1 to 3.7 N/A 8.5 N/A N/A 5.2 11.2 5.2 5.2 2.3 5.2 8.7 8.2 8.4 6.10 8.3 6.10 5.2 8.2 8.9 MANAGEMENT REPORT Financial position and activity of the Company during the ﬁscal year Information on trends and outlook Material events occurred since the end of the ﬁscal year Research and Development activities Activities of the Company’s subsidiaries Acquisition of signiﬁcant equity interests or control in companies headquartered in France Amount of dividends distributed during the last three ﬁscal years Changes to the presentation of the Company’s ﬁnancial statements Injunctions or ﬁnancial penalties for antitrust practices Information relating to suppliers and clients’ terms of payment Directorship and ofﬁces held by each corporate ofﬁcers Indication on the use of ﬁnancial instruments by the Company Analysis of the business performance, results and ﬁnancial position of the Company during the ﬁscal year Description of the major risk factors and uncertainties Company’s exposure to price, credit, liquidity and cash ﬂows risks Information relating to the breakdown of the share capital Shares held by the subsidiaries of the Company Employee shareholding on the last day of the ﬁscal year Summary statement of the transactions relating to shares carried out by executives Table and report on the share capital increase delegations Compensation and beneﬁts of any kind paid to each corporate ofﬁcer Table of the Company’s ﬁnancial results over the last ﬁve years Information required by Article L. 225-211 of the French Commercial Code in case of transactions carried out by the Company on its own shares Information required by Article L. 225-100-3 of the French Commercial Code that may have an impact regarding a tender offer DANONE - Registration Document 2010 257

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10 INFORMATION ON THE REGISTRATION DOCUMENT Cross-reference table with the management report – Danone group This Registration Document includes all the items of the management report as required pursuant to Articles L. 233-26 and L. 225-100-2 of the French Commercial Code. MANAGEMENT REPORT Financial position and activity of the Group during the ﬁscal year Information on trends and outlook Material events occurred since the end of the ﬁscal year Research and Development activities SECTIONS OF THE REGISTRATION DOCUMENT 3.1 to 3.7 3.8 3.8 3.4 2.3, 3.5, 4.1 3.1 to 3.7 2.3, 3.8 Indication on the use of ﬁnancial instruments by the Group Analysis of the business performance, results and ﬁnancial position of the Group during the ﬁscal year Description of the major risk factors and uncertainties 258 Registration Document 2010 - DANONE

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11 APPENDIX 11.1 Documents available to the public 260 11.2 Positions and responsibilities of the Directors and the nominees to the Board of Directors 261 Nominations Renewal of terms of ofﬁce Current Directors 262 265 273 DANONE - Registration Document 2010 259

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11 APPENDIX Documents available to the public 11.1 Documents available to the public The by-laws, the minutes of Shareholders’ General Meetings, reports of the Statutory Auditors, and other corporate documents may be consulted at the Company’s registered ofﬁce. Moreover, historical ﬁnancial information and certain information regarding the organization and businesses of the Company and its subsidiaries are available on the Group’s website in the section pertaining to regulated information. The table below lists all of the regulated information published between January 1, 2010 and February 28, 2011: Subject Voting Rights Declaration (December 2009) Six months after its creation, the Danone Ecosystem Fund is assessing around thirty projects and has commenced ﬁnancing its ﬁrst two initiatives Voting Rights Declaration (January 2010) Full Year Results 2009 Voting Rights Declaration (February 2010) Danone publishes its Registration Document 2009 Danone and Chiquita start joint-venture to market fruit-based drinks First Quarter Sales 2010 Danone’s shareholders vote in favor of all resolutions at the AGM 2010 Voting Rights Declaration (March 2010) Voting Rights Declaration (April 2010) Danone to acquire Medical Nutrition USA, Inc. Danone and Unimilk join complementary strengths to found a high-proﬁle dairy leader in Russia and the CIS Voting Rights Declaration (May 2010) Voting Rights Declaration (June 2010) First Half Year Results 2010 Voting Rights Declaration (July 2010) Voting Rights Declaration (August 2010) Voting Rights Declaration (September 2010) Sales in the third quarter and the ﬁrst nine months of 2010 Danone ﬁnalises the sale of its 18.4% stake in Wimm Bill Dann Voting Rights Declaration (October 2010) Danone has successfully lengthened its debt maturity pursuant to its bond exchange offer Danone signs an agreement to acquire YoCream Executive Committee appointments: Jordi Constans, Executive Vice-President, Fresh Dairy Products and Felix Martin, Executive Vice-President, Baby Nutrition Danone and Unimilk ﬁnalize merger creating the new leader for dairy products in the CIS area Voting Rights Declaration (November 2010) EFSA opinion on the link between the consumption of Actimel and reduced risk of diarrhoea associated with the presence of Clostridium difﬁcile (1) in hospital environments Voting Rights Declaration (December 2010) 2010 Full-Year Results Changes for Danone Board of Directors Voting Rights Declaration (February 2011) Date 01/08/2010 01/08/2010 02/10/2010 02/11/2010 03/19/2010 03/22/2010 03/30/2010 04/15/2010 04/22/2010 04/23/2010 05/12/2010 06/11/2010 06/18/2010 06/18/2010 07/01/2010 07/27/2010 08/17/2010 09/08/2010 10/04/2010 10/21/2010 10/28/2010 11/03/2010 11/17/2010 11/24/2010 11/25/2010 11/30/2010 12/03/2010 12/08/2010 01/04/2011 02/15/2011 02/15/2011 03/02/2011 Place of consultation wwww.danone.com, AMF wwww.danone.com, AMF wwww.danone.com, AMF wwww.danone.com, AMF wwww.danone.com, AMF wwww.danone.com, AMF wwww.danone.com, AMF wwww.danone.com, AMF wwww.danone.com, AMF wwww.danone.com, AMF wwww.danone.com, AMF wwww.danone.com, AMF wwww.danone.com, AMF wwww.danone.com, AMF wwww.danone.com, AMF wwww.danone.com, AMF wwww.danone.com, AMF wwww.danone.com, AMF wwww.danone.com, AMF wwww.danone.com, AMF wwww.danone.com, AMF wwww.danone.com, AMF wwww.danone.com, AMF wwww.danone.com, AMF wwww.danone.com, AMF wwww.danone.com, AMF wwww.danone.com, AMF wwww.danone.com, AMF wwww.danone.com, AMF wwww.danone.com, AMF wwww.danone.com, AMF wwww.danone.com, AMF 260 Registration Document 2010 - DANONE

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APPENDIX Positions and responsibilities of the Directors and the nominees to the Board of Directors 11 11.2 Positions and responsibilities of the Directors and the nominees to the Board of Directors (Article R. 225-83 of the French Commercial Code) Information relating to the Directors and the nominees to the Board of Directors NOMINATIONS Isabelle SEILLIER Jean-Michel SEVERINO CURRENT DIRECTORS Emmanuel FABER Richard GOBLET D’ALVIELLA Christian LAUBIE RENEWAL OF TERMS OF OFFICE Bruno BONNELL Bernard HOURS Jacques VINCENT Yoshihiro KAWABATA Jean LAURENT Hakan MOGREN Benoît POTIER Franck RIBOUD Guylaine SAUCIER Michel DAVID-WEILL Jacques Alexandre NAHMIAS DANONE - Registration Document 2010 261

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11 APPENDIX Positions and responsibilities of the Directors and the nominees to the Board of Directors Nominations ISABELLE SEILLIER Born on January 4, 1960 – Age: 51 Business address: 14, place Vendôme – 75001 Paris – France Number of Danone shares held as of December 31, 2010: 0 Non-independent Director French nationality Principal function: Chairman of JP Morgan for France Personal background – experience and expertise Isabelle SEILLIER is a graduate of Sciences-Po Paris (Economics-Finance, 1985) and holds a master’s degree in business law. In 1987, she began her professional career in the options division of Société Générale in Paris, where she headed the Sales Department for options products in Europe until 1993. Isabelle SEILLIER joined J.P. Morgan in Paris in 1993 as the head of the Sales Department for derivative products in France for industrial companies. In 1997, she became an investment banker at JPMorgan & Cie SA as a banking advisor providing coverage for large industrial clients. In March 2005, she was appointed the joint head of investment banking before being named sole head of this activity beginning in June 2006. In September 2008, she was named Chairman of J.P. Morgan for France while still remaining in charge of investment banking for France and North Africa. She is a member of the management team and decision-making committee for credit authorizations at the European level. Isabelle SEILLIER is actively involved in philanthropic activities, in particular children’s support associations. Under her direction, JP Morgan France has developed a philanthropic program by helping these associations. POSITIONS AND RESPONSIBILITIES AS OF DECEMBER 31, 2010 Position Director Company CLUB MÉDITERRANÉE (1) Country France Position (1) Listed company. Associations/Foundations/Other Country France Member of Board of Directors EUROPLACE POSITIONS AND RESPONSIBILITIES HELD DURING THE PAST FIVE YEARS Position None Associations/Foundations/Other Country 262 Registration Document 2010 - DANONE

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APPENDIX Positions and responsibilities of the Directors and the nominees to the Board of Directors 11 JEAN-MICHEL SEVERINO Born on September 6, 1957 – Age: 53 Business address: 37, rue de Vouillé – 75015 Paris – France Number of Danone shares held as of December 31, 2010: 0 Independent Director French nationality Principal responsibility: Head of Research of the “Fondation pour les Études et Recherches sur le Développement International” Personal background – experience and expertise Jean-Michel SEVERINO was born on September 6, 1957 in Abidjan, Ivory Coast. He is a graduate of the École Nationale d’Administration, ESCP, IEP Paris and holds a postgraduate degree (DEA) in economics and a “licence” degree in law. After four years working at the French General Inspection of Finance (1984-1988), he was named technical advisor for economic and ﬁnancial affairs at the French Ministry of Cooperation (1988-1989) and later became the head of that ministry’s Department of Economic and Financial Affairs and then its Development Director. In all these positions, he was very active in the conduct of macroeconomic and ﬁnancial relations, as well as the management of political and humanitarian crises, with sub-Saharan Africa. In 1996, he was recruited by the World Bank as the Director for Central Europe at a time when this region was marked by the end of the Balkans conﬂict and reconstruction. He became the World Bank’s Vice-President in charge of Far East Asia from 1997 to 2001 and focused on the management of the major macroeconomic and ﬁnancial crisis that shook these countries. After a brief stint working once again for the French government as Inspector General of Finance, he was named Chief Executive Ofﬁcer of the Agence Française de Développement (AFD), where from 2001 to 2010 he led the expansion efforts to cover the entire emerging and developing world, notably in the Mediterranean region, Asia and Latin America while still maintaining its strong roots in sub-Saharan Africa. He signiﬁcantly expanded the bank’s development activities and expanded its areas of responsibility to a large number of new countries as well as contemporary global subjects: climate, biodiversity, poverty, growth, etc. He also implemented a fundamental restructuring of the AFD by entering into close partnerships with the local and international industrial and ﬁnancial private sector. In 2010, he returned once again to the French General Inspection of Finance, where he is responsible for the French partnership for water. In addition to his professional duties, he has signiﬁcant experience in the educational and research areas, notably as an associate professor at CERDI (Centre d’Études et de Recherches sur le Développement International). He was elected as a member of the Académie des Technologies (2010); he is currently a senior fellow of the Fondation pour la Recherche sur le Développement International (FERDI) and of the German Marshall Fund (GMF). He has published numerous articles and books, including, in 2010, “Idées Reçues sur le Développement” and “Le Temps de l’Afrique”. POSITIONS AND RESPONSIBILITIES AS OF DECEMBER 31, 2010 Position Director Company danone.communities (SICAV) Country France Position Chairman Vice-President Director Associations/Foundations/Other Institut d’Étude du Développement Économique et Social French Partnership for Water Comité National Français Centre de coopération international en recherche agronomique pour le développement (Public-sector institution with industrial and commercial activities) Fondation Chirac Fondation Sanoﬁ Espoir Conservation International (Foundation) The German Marshall Fund of the United States (Foundation) Fondation pour les Études et Recherches sur le Développement International Scientiﬁc steering committee, Fondation Jean-Jaurès Independent assessment committee on sustainable development, Veolia Environnement Académie des technologies (Public-sector institution with administrative activities) Countr

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11 APPENDIX Positions and responsibilities of the Directors and the nominees to the Board of Directors POSITIONS AND RESPONSIBILITIES HELD DURING THE PAST FIVE YEARS Position Chief Executive Ofﬁcer Chairman Director Associations/Foundations/Other Agence Française de Développement (Public-sector institution with industrial and commercial activities) Société de Promotion et de Participation pour la Coopération Économique European Investment Bank Institut de Recherche pour le Développement (French public-sector institution with scientiﬁc and technological activities) Country France France Luxembourg France 264 Registration Document 2010 - DANONE

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APPENDIX Positions and responsibilities of the Directors and the nominees to the Board of Directors 11 Renewal of terms of ofﬁce BRUNO BONNELL Born on October 6, 1958 – Age: 52 Business address: 11, avenue Albert Einstein – 69100 Villeurbanne – France Number of Danone shares held as of December 31, 2010: 4,000 Independent Director French nationality Principal responsibility: Chairman of Sorobot SAS Personal background – experience and expertise Bruno BONNELL was born in Algiers, Algeria in 1958. He received a degree in chemical engineering at CPE (Chimie Physique Electronique de Lyon) and another in applied economics from the University of Paris-Dauphine (class of 1982). He began his career at Thomson SDRM as a business engineer responsible for launching and marketing the company’s ﬁrst computer, the T07. In June 1983, Bruno BONNELL founded Infogrames, which in 2000 merged with Atari (listed on the NYSE Euronext). In 1995, he cofounded Infonie, the ﬁrst Internet service provider in France. He left Infogrames in April 2007 and headed Robopolis, which he purchased in 2006 to specialize the company in service robotics. Robopolis develops and distributes robots aimed at the household, educational and healthcare markets. In 2010, the company began to diversify internationally by entering the Spanish and South Korean markets. Bruno BONNELL has written two books on new technologies: “Pratique de l’Ordinateur Familial” (1983); and “Viva La Robolution” (2010). He is a member of the Management Board of Pathé SAS and of the Board of Directors of ANF Immobilier. POSITIONS AND RESPONSIBILITIES AS OF DECEMBER 31, 2010 Position Company Country France Director (term of ofﬁce from February 18, 2002 to the close of the DANONE SA (1) Shareholders’ General Meeting to approve the 2013 ﬁnancial statements) (2) Member of the Social Responsibility Committee (since February 14, 2007) Chairman I-VOLUTION SAS SOROBOT SAS Member of the Supervisory Board ANF IMMOBILIER (1) Member of the Management Board PATHÉ SAS (1) Listed company. (2) Subject to renewal of his term of office by the Shareholders’ General Meeting of April 28, 2011. France France France France DANONE - Registration Document 2010 265

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11 APPENDIX Positions and responsibilities of the Directors and the nominees to the Board of Directors POSITIONS AND RESPONSIBILITIES HELD DURING THE PAST FIVE YEARS Position Chairman of the Board of Directors Chairman Chairman of the Board and Chief Executive Ofﬁcer Director Director Company INFOGRAMES ENTERTAINMENT SA I-VOLUTION SA ROBOPOLIS ATARI, INC. CALIFORNIA U.S. HOLDINGS, INC. ATARI INTERACTIVE, INC. CALIFORNIA US HOLDINGS, INC. INFOGRAMES FRANCE SA INFOGRAMES EUROPE SA EURAZEO SA ZSLIDE SA ATARI EUROPE SAS EDEN STUDIO SAS ATARI FRANCE SAS Country France France France United States United States United States United States France France France France France France France Member of the Supervisory Board Permanent representative of Infogrames Entertainment SA Permanent representative of Atari Europe SAS 266 Registration Document 2010 - DANONE

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APPENDIX Positions and responsibilities of the Directors and the nominees to the Board of Directors 11 BERNARD HOURS Born on May 5, 1956 – Age: 54 Business address: 17, boulevard Haussmann – 75009 Paris – France Number of Danone shares held as of December 31, 2010: 6,435 French nationality Principal responsibility: Co-Chief Operating Ofﬁcer of Danone (*) Seniority in Danone group: March 1985 Personal background – experience and expertise A graduate of HEC, Bernard HOURS began his career at Unilever as a product manager. He joined Danone in 1985 as Evian’s Head of Marketing in France. He later became Kronenbourg’s Head of Marketing and in 1990 Head of Marketing for Danone France. In 1994, he was named Chairman of Danone Hungary, and then Chairman of Danone Germany in 1996. He then returned to France as the Chairman of LU France in 1998. In November 2001, he was named Vice-President of the Fresh Dairy Products business line. In March 2002, he was named Chairman of the Global Fresh Dairy Products business line, then Head of the Group’s Research and Development division and joined the Group’s Executive Committee. Since January 1, 2008, he has been a Co-Chief Operating Ofﬁcer of Danone, responsible for the Group’s four operating Business Lines: Fresh Dairy Products, Waters, Baby Nutrition and Medical Nutrition. POSITIONS AND RESPONSIBILITIES AS OF DECEMBER 31, 2010 Position Co-Chief Operating Ofﬁcer (since January 1, 2008) Director (term of ofﬁce from April 22, 2005 to the close of the Shareholders’ General Meeting to approve the 2013 ﬁnancial statements) (3) Member of the Executive Committee (since November 1, 2001) Director Permanent representative of Danone on the Board of Directors and the Executive Board Non-voting advisor (“Censeur”) Company DANONE SA (1) Country France ESSILOR INTERNATIONAL (1) FLAM DANONE SA (2) CEPRODI SA France France Spain France Position Director Member of the Fund Steering Committee Associations/Foundations/Other FONDATION D’ENTREPRISE DANONE Fonds Danone pour l’Écosystème (Endowment fund – Law of August 4, 2008) Country France France (1) Listed company. (2) Company consolidated by Danone. (3) Subject to renewal of his term of office by the Shareholders’ General Meeting of April 28, 2011. (*) Subject to renewal of his term of office, Bernard HOURS will be appointed as Vice-Chairman of the Board of Directors at the close of the Shareholders’ General Meeting of April 28, 2011. DANONE - Registration Document 2010 267

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11 APPENDIX Positions and responsibilities of the Directors and the nominees to the Board of Directors POSITIONS AND RESPONSIBILITIES HELD DURING THE PAST FIVE YEARS Position Vice-Chairman and Director Chairman of the Supervisory Board Company DANONE SA TIKVESLI SÜT ÜRÜNLERI SANAYI VE TICARET A.S. DANONE BABY AND MEDICAL NUTRITION BV DANON BABY AND MEDICAL NUTRITION NEDERLAND B.V. DANONE GmbH DANONE HOLDING AG COLOMBUS CAFÉ GRUPO LANDON STONYFIELD FARM, INC. THE DANNON COMPANY CEPRODI SA Country Turkey Netherlands Netherlands Germany Germany France Spain United States United States France Director Member of the Supervisory Board 268 Registration Document 2010 - DANONE

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APPENDIX Positions and responsibilities of the Directors and the nominees to the Board of Directors 11 JACQUES VINCENT Born on April 9, 1946 – Age: 64 Business address: 28, quai du Louvre – 75001 Paris – France Number of Danone shares held as of December 31, 2010: 5,123 French nationality Principal responsibility: Chairman of Compassionart Personal background – experience and expertise Jacques VINCENT is a graduate of École Centrale de Paris, Faculté de Sciences Économiques of Panthéon-Assas in Paris and Stanford University in the United States. He joined the Group in 1970 and held positions in Management Control, Sales and Distribution. He was appointed General Manager of Stenval in 1979 and was later, in succession, General Manager of Danone Italy, Danone Germany, Italaquae, Dannon USA and the Group’s Fresh Dairy Products business line. In 1996, he was named Co-Chief Operating Ofﬁcer of Danone. In 1998, he was named Vice-Chairman of the Board of Directors of Danone. In 2007, he became the Chairman’s Advisor for Strategy and stepped down from his position as Co-Chief Operating Ofﬁcer in April 2010 in the context of his retirement. Jacques VINCENT manages the UnMétierVocation foundation and Art For Smile gallery. He is also a Director of Yakult, Syngenta, Biophytis, Cereplast and Mediaperformances. Positions and responsibilities as of December 31, 2010 Position Company Country France Director (term of ofﬁce from March 17, 1997 to close of the Shareholders’ DANONE SA (1) General Meeting to approve the 2013 ﬁnancial statements) (3) Vice-Chairman of the Board of Directors (term of ofﬁce from September 15, 1998 to the close of the Shareholders’ General Meeting to approve the 2010 ﬁnancial statements) Chairman COMPASSIONART SAS Director AVESTHAGEN Ltd. CEREPLAST, INC. (1) MEDIAPERFORMANCES PUBLIC’AD SA SYNGENTA AG (1) WEIGHT WATCHERS DANONE CHINA LTD. (2) YAKULT HONSHA (1) (2) YAKULT DANONE INDIA PVT LTD. INSTITUT BIOPHYTIS SAS France India United States France Switzerland China Japan India France Position Founding member and manager Associations/Foundations/Other UnMétierVocation foundation Country France (1) Listed company. (2) Company consolidated by Danone. (3) Subject to renewal of his term of office by the Shareholders’ General Meeting of April 28, 2011. DANONE - Registration Document 2010 269

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11 APPENDIX Positions and responsibilities of the Directors and the nominees to the Board of Directors POSITIONS AND RESPONSIBILITIES HELD DURING THE PAST FIVE YEARS Position Chairman Chairman of the Board of Directors General Manager Deputy General Manager Permanent representative of Danone on the Board of Directors Director and Member of the Executive Committee Director Company DANONE RESEARCH COMPAGNIE GERVAIS DANONE GÉNÉRALE BISCUIT SA DANONE SA CENTRALE LAITIÈRE DANONE WATERS OF CANADA INC DASANBE AGUA MINERAL NATURAL SA THE DANONE SPRINGS OF EDEN BV WIMM-BILL-DANN FOODS OJSC DANONE BABY AND MEDICAL NUTRITION B.V. DANONE BABY AND MEDICAL NUTRITION NEDERLAND B.V. DS WATER GENERAL PARTNER, LLP DANONE FINANCE SA DANONE SA Country France France France Spain Morocco Canada Spain Netherlands Russia Netherlands Netherlands United States France France Member of the Supervisory Board Board representative Permanent representative of Danone on the Board of Directors Member of the Executive Committee Deputy General Manager Position Chairman of the Board of Directors Associations/Foundations/Other ÉCOLE NORMALE SUPÉRIEURE DE LYON (ENS) Country France 270 Registration Document 2010 - DANONE

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APPENDIX Positions and responsibilities of the Directors and the nominees to the Board of Directors 11 YOSHIHIRO KAWABATA Born on January 5, 1949 – Age: 62 Business address: 1-19, Higashi-Shinbashi, 1-Chome, Minato-Ku, Tokyo, 105-8660 Japan Number of Danone shares held as of December 31, 2010: 4,000 Japanese nationality Principal responsibility: Senior Managing Director and Head of International Business Division of Yakult Honsha Co., Ltd. Personal background – experience and expertise Yoshihiro KAWABATA is a graduate of the University of Meiji in Tokyo, Japan. He joined Yakult Honsha in 1971 and worked in the delivery business (Yakult Ladies) within the sales division. He was appointed Director of Yakult Philippines, Inc. in 1981 and made a signiﬁcant contribution to that company’s expansion. In 1987, he returned to Japan and worked for the delivery business of the Kyushu branch (southern Japan). In 1990, he was named Director of Yakult Indonesia and helped to found the company. In 1992, Yoshihiro KAWABATA was named Manager of the International Department of Yakult Honsha and helped with the expansion of Yakult’s activities in Australia. In 2003, he was appointed Director of Yakult Honsha and was responsible for the International Affairs Department and the Liaison Ofﬁce between Yakult Honsha and Danone. Since 2009, he has been a Senior Managing Director of Yakult Honsha as the Head of the International Affairs Department. He is also a Yakult representative at the liaison ofﬁce between Yakult and Danone and is responsible for this cooperation. DANONE - Registration Document 2010 271

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11 APPENDIX Positions and responsibilities of the Directors and the nominees to the Board of Directors POSITIONS AND RESPONSIBILITIES AS OF DECEMBER 31, 2010 Position Director (term of ofﬁce from April 22, 2010 to the close of the Shareholders’ General Meeting to approve the 2013 ﬁnancial statements) (2) Senior Managing Director Chairman Company DANONE SA (1) Country France Representative Chairman Vice-President Director Chairman of the Audit Committee YAKULT HONSHA CO., LTD (1) YAKULT (SINGAPORE) PTE. LTD. YAKULT (MALAYSIA) SDN BHD YAKULT S.A. DE C.V. CORPORACION VERMEX, S.A. DE C.V. YAKULT EUROPE B.V. YAKULT UK LTD. SHANGAI YAKULT CO., LTD. YAKULT (CHINA) CORPORATION GUANGZHOU YAKULT CO., LTD. TIANJIN YAKULT CO., LTD YAKULT USA INC. YAKULT DEUTSCHLAND GMBH YAKULT OESTERREICH GMBH HONG KONG YAKULT CO., LTD KOREA YAKULT CO., LTD YAKULT PHILIPPINS, INC. YAKULT NEDERLAND BV YAKULT ESPANA, SA YAKULT CO., LTD. SHANGHAI YAKULT MARKETING CO., LTD. YAKULT (THAILAND) CO., LTD. YAKULT AUSTRALIA PTY. LTD. YAKULT DANONE INDIA PVT. LTD. YAKULT VIETNAM CO., LTD. DISTRIBUIDORA YAKULT GUADALAJARA SA DE CV YAKULT ARGENTINA SA YAKULT BELGIUM S.A./N.V. YAKULT ITALIA SRL P.T. YAKULT INDONESIA PERSADA Japan Singapore Malaysia Mexico Mexico Netherlands U.K. China China China China United States Germany Austria China Korea Philippines Netherlands Spain Taiwan China Thailand Australia India Vietnam Mexico Argentina Belgium Italy Indonesia (1) Listed company. (2) Yoshihiro KAWABATA was co-opted as a Director by the Board of Directors on April 22, 2010 to replace Naomasa TSURITANI (who was himself co-opted as a Director on February 14, 2007 to replace Mr. HIRANO and whose appointment was ratified by the Shareholders’ General Meeting of April 26, 2007) subject to ratification of this appointment by the Shareholders’ General Meeting of April 28, 2011. POSITIONS AND RESPONSIBILITIES HELD DURING THE PAST FIVE YEARS Position Vice-Chairman Managing Director Director Company SHANGHAI YAKULT CO., LTD. YAKULT (CHINA) CORPORATION YAKULT HONSHA CO., LTD. YAKULT HONSHA CO., LTD. HONG KONG YAKULT CO., LTD. KOREA YAKULT CO., LTD. YAKULT (SINGAPORE) PTE. LTD. YAKULT (MALAYSIA) SDN. BHD. YAKULT EUROPE BV YAKULT SA DE CV CORPORACION VERMEX, S.A. DE C.V. TIANJIN YAKULT CO., LTD. YAKULT UK LTD. P.T. YAKULT INDONESIA PERSADA Country China China Japan Japan China Korea Singapore Malaysia Netherlands Mexico Mexico China U.K. Indonesia Representative Director Auditor 272 Registration Document 2010 - DANONE

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APPENDIX Positions and responsibilities of the Directors and the nominees to the Board of Directors 11 Current Directors EMMANUEL FABER Born on January 22, 1964 – Age: 47 Business address: 17, boulevard Haussmann – 75009 Paris – France Number of Danone shares held as of December 31, 2010: 4,940 French nationality Principal responsibility: Co-Chief Operating Ofﬁcer (*) Seniority in Danone group: October 1997 Personal background – experience and expertise After graduating from HEC, Emmanuel FABER began his career as a consultant at Bain & Company and later Baring Brothers. In 1993, he joined Legris Industries as Chief Administrative and Financial Ofﬁcer before being named Chief Executive Ofﬁcer in 1996. He joined Danone in 1997 as Head of Finance, Strategies and Information Systems. He became a member of the Executive Committee in 2000. In 2005, while Danone was strengthening its management structure in the Asia-Paciﬁc region, Emmanuel FABER was named Vice-President for the Asia-Paciﬁc region in charge of the Group’s operational activities. Since January 1, 2008, he has been a Co-Chief Operating Ofﬁcer of Danone, responsible for major corporate functions (Finance, Human Resources, etc.). Since 2008, he has served as a Director of the danone.communities mutual fund (SICAV) and since 2009 as a member of the Steering Committee of the Fonds Danone pour l’Écosystème. POSITIONS AND RESPONSIBILITIES AS OF DECEMBER 31, 2010 Position Company Country France Co-Chief Operating Ofﬁcer (since January 1, 2008) DANONE SA (1) Director (term of ofﬁce from April 25, 2002 to the close of the Shareholders’ General Meeting to approve the 2012 ﬁnancial statements) Member of the Board of Directors’ Social Responsibility Committee (since February 14, 2007) Member of the Executive Committee (since January 1, 2000) Director GRAMEEN DANONE FOODS LIMITED (2) danone.communities (SICAV) Member of the Supervisory Board LEGRIS INDUSTRIES SA (1) Bangladesh France France Position Member of the Fund Steering Committee (1) Listed company. (2) Company consolidated by Danone. Associations/Foundations/Other Fonds Danone pour l’Écosystème (Endowment fund – Law of August 4, 2008) Country France (*) Emmanuel FABER will be appointed as Vice-Chairman of the Board of Directors at the close of the Shareholders’ General Meetings of April 28, 2011. DANONE - Registration Document 2010 273

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11 APPENDIX Positions and responsibilities of the Directors and the nominees to the Board of Directors POSITIONS AND RESPONSIBILITIES HELD DURING THE PAST FIVE YEARS Position Chairman of the Board of Directors Chairman and Chief Executive Ofﬁcer, Director President Commissioner Managing Director – Director Chairman Vice-Chairman and Director Director Member of the Audit Committee Director Company MECANIVER SA DANONE WATERS HOLDINGS, INC. PT DANONE BISCUITS INDONESIA PT DANONE DAIRY INDONESIA DANONE ASIA Pte Ltd. JINJA INVESTMENTS Pte Ltd. PARTNERSHIP COMPANIES WAHAHA/DANONE RYANAIR HOLDINGS Plc ABI HOLDINGS LTD. (ABIH) ASSOCIATED BISCUITS LTD. (ABIL) BRITANNIA INDUSTRIES LTD. (BIL) CONTINENTAL BISCUITS LTD. FESTINE Pte LTD. MYEN Pte LTD. NOVALC Pte LTD. RYANAIR LTD. WADIA BSN INDIA LTD. YAKULT DANONE INDIA PVT LTD. YAKULT HONSHA CO, LTD. DANONE BABY AND MEDICAL NUTRITION BV DS WATERS GENERAL PARTNER, LLC P.T. TIRTA INVESTAMA ALFABANQUE SA Country Belgium United States Indonesia Indonesia Singapore Singapore China Ireland U.K. U.K. India Pakistan Singapore Singapore Singapore Ireland India India Japan Netherlands United States Indonesia France Member of the Supervisory Board Board representative of Danone Waters Holdings, Inc. (Chairman) President, Board of Commissioners Permanent representative of Danone on the Board of Directors 274 Registration Document 2010 - DANONE

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APPENDIX Positions and responsibilities of the Directors and the nominees to the Board of Directors 11 RICHARD GOBLET D’ALVIELLA Born on July 6, 1948 – Age: 62 Business address: Rue de l’Industrie 31 – 1040 Brussels – Belgium Number of Danone shares held as of December 31, 2010: 4,394 Independent Director Belgian nationality Principal responsibility: Vice-Chairman of the Board of Directors and Deputy Director of Soﬁna SA Personal background – experience and expertise Richard GOBLET D’ALVIELLA was born on July 6, 1948 in Brussels, Belgium and is of Belgian nationality. He received a commercial engineering degree from the Free University of Brussels and an MBA from Harvard Business School. For 15 years, Richard GOBLET D’ALVIELLA was an investment banker specializing in international ﬁnance in London and New York. He was a Managing Director of Paine Webber group before joining Soﬁna, where he has been Vice-Chairman of the Board of Directors and Deputy Director since 1989. POSITIONS AND RESPONSIBILITIES AS OF DECEMBER 31, 2010 Position Director (term of ofﬁce from April 11, 2003 to the close of the Shareholders’ General Meeting to approve the 2011 ﬁnancial statements) Member of the Board of Directors’ Audit Committee (since April 11, 2003) Vice-Chairman of the Board of Directors and Deputy Director Deputy Director Director – Member of the Compensation Committee Director – Member of the Audit Committee Director Member of the Supervisory Board Member of the Accounts Committee Member of the Compensation Committee Non-voting advisor (“Censeur”) (1) Listed company. Company DANONE SA (1) Country France SOFINA SA (1) UNION FINANCIÈRE BOËL SA DELHAIZE GROUP (1) CALEDONIA INVESTMENTS (1) HENEX SA (1) SOCIÉTÉ DE PARTICIPATIONS INDUSTRIELLES SA EURAZEO SA (1) Belgium Belgium Belgium U.K. Belgium Belgium France GDF SUEZ (1) France POSITIONS AND RESPONSIBILITIES HELD DURING THE PAST FIVE YEARS Position Chairman Director Company SIDRO SA DANONE ASIA PTE LTD. FINASUCRE SA GLACES DE MOUSTIER-SUR-SAMBRE SES GLOBAL SUEZ-TRACTEBEL SUEZ SA Country Belgium Singapore Belgium Belgium Luxembourg Belgium France Director and Member of the Audit Committee DANONE - Registration Document 2010 275

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11 APPENDIX Positions and responsibilities of the Directors and the nominees to the Board of Directors CHRISTIAN LAUBIE Born on August 19, 1938 – Age: 72 Business address: 8, rue Guynemer – 75006 Paris – France Number of Danone shares held as of December 31, 2010: 188,768 Independent Director French nationality Principal responsibility: Member of the Collège du Haut Conseil du Commissariat aux Comptes Personal background – experience and expertise Christian LAUBIE has a degree in Economics from the Faculté de Droit de Paris and is a graduate of the Institut d’Études Politiques de Paris. He also has an MBA from the University of Kansas (USA). He joined Danone in 1961, and from then through 2011 was, in succession, a Finance Department manager, Chief Financial Ofﬁcer of Evian and Kronenbourg, Head of Group Strategy and Development (1971/1980), General Manager for Financial Affairs (1980/1998) and Chief Executive Ofﬁcer (1998/2001). He has been a Director of Danone since 1985 and a member of the Audit Committee since 2001. He is a former judge at the Paris Commercial Court (Tribunal de Commerce de Paris) and since 2003 has been a member of the Haut Conseil du Commissariat aux Comptes. POSITIONS AND RESPONSIBILITIES AS OF DECEMBER 31, 2010 Position Director (term of ofﬁce from December 19, 1985 to the close of the Shareholders’ General Meeting to approve the 2011 ﬁnancial statements) Member of the Board of Directors’ Audit Committee (since January 30, 2001) Company DANONE SA (1) Country France Position Member (1) Listed company. Associations/Foundations/Other Haut Conseil du Commissariat aux Comptes Country France POSITIONS AND RESPONSIBILITIES HELD DURING THE PAST FIVE YEARS Position None Company Country 276 Registration Document 2010 - DANONE

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APPENDIX Positions and responsibilities of the Directors and the nominees to the Board of Directors 11 JEAN LAURENT Born on July 31, 1944 – Age: 66 Business address: 9, quai du Président Paul Doumer – 92920 Paris La Défense Cedex – France Number of Danone shares held as of December 31, 2010: 5,000 Independent Director French nationality Principal responsibility: Chairman of the Board of Directors of Foncière des Régions Personal background – experience and expertise Jean LAURENT is a graduate of the École Nationale Supérieure de l’Aéronautique (1967) and has a Master of Sciences degree from Wichita State University. He spent his entire career at Crédit Agricole group, ﬁrst with Crédit Agricole de Toulouse, and later with Crédit Agricole du Loiret and then Crédit Agricole de l’Ile de France, where he exercised or supervised various retail banking business activities. He then joined Caisse Nationale du Crédit Agricole, ﬁrst as Deputy General Manager (1993-1999) and later as Chief Executive Ofﬁcer (19992005). In that capacity, he was responsible for the public offering of Crédit Agricole S.A. (2001) and the acquisition and integration of Crédit Lyonnais in Crédit Agricole group. A company Director, he was recently named Chairman of the Board of Directors of Foncière des Régions. POSITIONS AND RESPONSIBILITIES AS OF DECEMBER 31, 2010 Position Company Country France Director (term of ofﬁce from February 10, 2005 to the close DANONE SA (1) of the Shareholders’ General Meeting to approve the 2011 ﬁnancial statements) Member of the Board of Directors’ Nomination and Compensation Committee (since April 22, 2005) Chairman of the Board of Directors’ Social Responsibility Committee (since February 14, 2007) Chairman of the Board of Directors FONCIÈRE DES REGIONS SA (1) Director CRÉDIT AGRICOLE EGYPT SAE UNIGRAINS SA Vice-Chairman and Member of the Supervisory Board EURAZEO SA (1) Member of the Audit Committee Member of the Supervisory Board M6 SA (1) France Egypt France France France Position Chairman of the Board of Directors (1) Listed company. Associations/Foundations/Other INSTITUT EUROPLACE DE FINANCE (Foundation) Country France POSITIONS AND RESPONSIBILITIES HELD DURING THE PAST FIVE YEARS Position Chairman Chairman of the Board of Directors Vice-Chairman Member of the Board Companies/Associations/Foundations/Other “FINANCE INNOVATION” COMPETITIVE CLUSTER (Association) CALYON BANCA INTESA SpA BANCO ESPIRITO SANTO SGPS ASSOCIATION FRANÇAISE DES BANQUES CONSEIL NATIONAL DU CRÉDIT ET DU TITRE PARIS EUROPLACE A.F.E.C.E.I. Country France France Italy Portugal France France France France Member of the Board DANONE - Registration Document 2010 277

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11 APPENDIX Positions and responsibilities of the Directors and the nominees to the Board of Directors HAKAN MOGREN Born on September 17, 1944 – Age: 66 Business address: Investor AB, Arsenalsgatan 8 C, SE-103 32 Stockholm – Sweden Number of Danone shares held as of December 31, 2010: 4,000 Independent Director Swedish nationality Principal responsibility: Company Director Personal background – experience and expertise Hakan MOGREN is a graduate of the Royal Institute of Technology of Stockholm, where he received a Ph.D in biotechnology in 1974. In 1969 he joined Marabou group, where he held various positions in the laboratories. From 1977 to 1988, he was the Chairman and Chief Executive Ofﬁcer of Marabou group. In 1988 he was named Chairman and Chief Executive Ofﬁcer of Astra, the international pharmaceutical company, a position he held until 1999. He then initiated the merger between Astra and the U.K. pharmaceutical company Zeneca. The new company, AstraZeneca, was based in London. Hakan MOGREN was named its Vice-Chairman, a position he held until his retirement in 2008. Hakan MOGREN has also held several positions as Director, notably at Investor AB and Stora in Sweden, Reckitt Benckiser plc in the United Kingdom and Norsk Hydro ASA in Norway. He is active in various organizations such as the Sweden-Japan Foundation, the Marianne and Marcus Wallenberg Foundation and the Sweden-America Foundation. He is the Chairman of the Swedish-British Society. From 1993 to 2003, he was Chairman of the Research Institute of Industrial Economics (Sweden). He was made a Knight of the Légion d’Honneur in 1995 (France), received the King’s Medal of the Order of the Seraphims in 1998 (Sweden), made a Knight Commander of the Order of the British Empire in 2005 and received the Order of the Rising Sun in 2007 (Japan). He was named an Honorary Doctor of Science, Leicester University in 1998 (United Kingdom) and an Honorary Doctor of Medecine, Karolinska Institute in 2009 (Sweden). He has also been a member of the Swedish Gastronomic Academy since 1984 and of the Royal Technical Institute since 1988. POSITIONS AND RESPONSIBILITIES AS OF DECEMBER 31, 2010 Position Company Country France Director (term of ofﬁce from April 11, 2003 to the close DANONE SA (1) of the Shareholders’ General Meeting to approve the 2011 ﬁnancial statements) Member of the Board of Directors’ Nomination and Compensation Committee (since April 22, 2005) Position Director Academy Member Associations/Foundations/Other MARIANNE AND MARCUS WALLENBERG FOUNDATION THE ROYAL SWEDISH ACADEMY OF ENGINEERING SCIENCES (IVA) (Association) GASTRONOMIC ACADEMY (Association) Country Sweden Sweden Sweden (1) Listed company. POSITIONS AND RESPONSIBILITIES HELD DURING THE PAST FIVE YEARS Position Chairman Deputy Chairman Director Companies/Associations/Foundations/Other AFFIBODY AB ASTRA ZENECA INVESTOR AB (1) NORSK HYDRO ASA RÉMY COINTREAU SA GAMBRO AB Country Sweden United Kingdom Sweden Norway France Sweden Vice-Chairman 278 Registration Document 2010 - DANONE

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APPENDIX Positions and responsibilities of the Directors and the nominees to the Board of Directors 11 BENOÎT POTIER Born on September 3, 1957 – Age: 53 Business address: 75, quai d’Orsay – 75007 Paris – France Number of Danone shares held as of December 31, 2010: 8,178 Independent Director French nationality Principal responsibility: Chairman and Chief Executive Ofﬁcer of L’Air Liquide SA Personal background – experience and expertise A graduate of the École Centrale de Paris, Benoît POTIER joined the Air Liquide group in 1981 as a Research and Development engineer. He then held positions as Project Manager in the Engineering and Construction Department and Head of Energy Development within the Large Industry segment. In 1993 he was named Head of Strategy-Organization and in 1994 he was appointed Head of Chemicals, Steel, Reﬁning and Energy Markets. He became Deputy General Manager in 1995, and added to the aforementioned responsibilities that of Head of Construction Engineering and Large Industry for Europe. Benoît POTIER was appointed Chief Executive Ofﬁcer in 1997, a Director of Air Liquide in 2000 and Chairman of the Management Board in November 2001. In 2006, he was named Chairman and Chief Executive Ofﬁcer of Air Liquide SA. In 2002, Air Liquide acquired the assets of Messer Griesheim in Germany, the United Kingdom and the United States. In 2007, the Company expanded its technology portfolio by acquiring the Lurgi engineering company and in 2008 launched the Alma company project aimed at accelerating its growth. The Group is continuing to diversify internationally, notably through its growing presence in developing economies: Asia, Russia, Central and Eastern Europe, the Middle East and Latin America. In 2008, Benoît POTIER initiated the creation of Fondation Air Liquide and has served as its Chairman since inception. Fondation Air Liquide supports research projects in the environmental and healthcare ﬁelds and contributes to local development by encouraging micro-initiatives in those areas of the world where the Company is present. Benoît POTIER is also a member of the Michelin Supervisory Board. Since October 2010, he has also been the Vice-Chairman of the European Roundtable of Industrialists (ERT). POSITIONS AND RESPONSIBILITIES AS OF DECEMBER 31, 2010 Position Director (term of ofﬁce from April 11, 2003 to the close of the Shareholders’ General Meeting to approve the 2011 ﬁnancial statements) Chairman and Chief Executive Ofﬁcer Chairman, President & Chief Executive Ofﬁcer Director Member of the Supervisory Board Member of the Audit Committee Company DANONE SA (1) Country France L’AIR LIQUIDE SA (1) AIR LIQUIDE INTERNATIONAL AIR LIQUIDE INTERNATIONAL CORPORATION (ALIC) AMERICAN AIR LIQUIDE HOLDINGS, INC. MICHELIN (1) France France United States United States France Position Vice-Chairman Chairman Director Associations/Foundations/Other EUROPEAN ROUNDTABLE OF INDUSTRIALISTS (ERT) FONDATION D’ENTREPRISE AIR LIQUIDE ASSOCIATION FRANÇAISE DES ENTREPRISES PRIVÉES (AFEP) CERCLE DE L’INDUSTRIE ASSOCIATION NATIONALE DES SOCIÉTÉS PAR ACTIONS (ANSA) ÉCOLE CENTRALE DES ARTS ET MANUFACTURES INSEAD Country Europe France France France France France France Member of Conseil France (1) Listed company. DANONE - Registration Document 2010 279

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11 APPENDIX Positions and responsibilities of the Directors and the nominees to the Board of Directors POSITIONS AND RESPONSIBILITIES HELD DURING THE PAST FIVE YEARS Position Chairman of the Executive Board Director Company L’AIR LIQUIDE SA SOAEO AIR LIQUIDE ITALIA SRL AL AIR LIQUIDE ESPAÑA SA AMERICAN AIR LIQUIDE Holdings, Inc. DANONE Country France France Italy Spain United States France Chairman Member and Chairman of the Audit Committee 280 Registration Document 2010 - DANONE

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APPENDIX Positions and responsibilities of the Directors and the nominees to the Board of Directors 11 FRANCK RIBOUD Born on November 7, 1955 – Age: 55 Business address: 17, boulevard Haussmann – 75009 Paris – France Number of Danone shares held as of December 31, 2010: 183,132 French nationality Principal responsibility: Chairman and Chief Executive Ofﬁcer of Danone Seniority in Danone group: October 1981 Personal background – experience and expertise Franck RIBOUD is a graduate of the École Polytechnique Fédérale de Lausanne. He joined the Group in 1981, where he held successive positions through 1989 in management control, sales and marketing. After serving as Head of Sales at Heudebert, in September 1989 he was appointed to head up the department responsible for the integration and development of new companies in the Biscuits branch. He then participated in the largest acquisition made by a French company in the United States, namely that of Nabisco’s European activities by BSN. In July 1990, he was appointed General Manager of Société des Eaux Minérales d’Evian. In 1992, Franck RIBOUD became Head of the Group Development Department. The Group then launched its international diversiﬁcation marked by increased development in Asia and Latin America and through the creation of an Export Department. In 1994, BSN changed its name to Danone in order to become a global brand. Since May 2, 1996, he has been Chairman and Chief Executive Ofﬁcer of Danone. Since 2007, he has been the Chairman of the Board of Directors of the danone.communities mutual fund (SICAV), a ﬁnancing entity aimed at promoting the development of proﬁtable companies whose primary goal is to maximize socially responsible objectives as opposed to proﬁt. Since 2009, he has also served as the Chairman of the Steering Committee of Fonds Danone pour l’Écosystème. POSITIONS AND RESPONSIBILITIES AS OF DECEMBER 31, 2010 Position Chairman and Chief Executive Ofﬁcer (since May 2, 1996) to the close of the Shareholders’ General Meeting to approve the 2012 ﬁnancial statements) Director (term of ofﬁce from September 30, 1992) Chairman of the Executive Committee (since July 4, 1997) Director Chairman of the Compensation Committee Chairman of the Board of Directors Director Company DANONE SA (1) Country France RENAULT SA (1) danone.communities (SICAV) ACCOR SA (1) BAGLEY LATINOAMERICA, SA (2) DANONE SA (2) LACOSTE FRANCE SA RENAULT SAS ROLEX SA ROLEX HOLDING SA France France France Spain Spain France France Switzerland Switzerland Position Chairman of the Fund Steering Committee Member representing Danone Director Associations/Foundations/Other Fonds Danone pour l’Écosystème (Endowment fund – Law of August 4, 2008) CONSEIL NATIONAL DU DEVELOPPEMENT DURABLE (Association) ASSOCIATION NATIONALE DES INDUSTRIES AGROALIMENTAIRES INTERNATIONAL ADVISORY BOARD HEC FONDATION ELA Country France France France France France Member of the Supervisory Board (1) Listed company. (2) Company consolidated by Danone. DANONE - Registration Document 2010 281

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11 APPENDIX Positions and responsibilities of the Directors and the nominees to the Board of Directors POSITIONS AND RESPONSIBILITIES HELD DURING THE PAST FIVE YEARS Position Chairman of the Board of Directors Chairman and Director Director Companies/Associations/Foundations/Other COMPAGNIE GERVAIS DANONE SA GÉNÉRALE BISCUIT SA DANONE ASIA PTE LTD. L’ORÉAL SA OMNIUM NORD AFRICAIN (ONA) QUIKSILVER SOFINA WADIA BSN INDIA LTD. ACCOR FONDATION GAIN (GLOBAL ALLIANCE FOR IMPROVED NUTRITION) Country France France Singapore France Morocco United States Belgium India France Switzerland Member of the Supervisory Board Director 282 Registration Document 2010 - DANONE

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APPENDIX Positions and responsibilities of the Directors and the nominees to the Board of Directors 11 GUYLAINE SAUCIER Born June 10, 1946 – Age: 64 Business address: 1000 rue de la Gauchetière Ouest – Bureau 2500 – Montréal QC H3B 0A2 – Canada Number of Danone shares held as of December 31, 2010: 5,130 Independent Director Canadian nationality Principal responsibility: Company Director Personal background – experience and expertise Guylaine SAUCIER has a Bachelor of Arts degree from Collège Marguerite-Bourgeois and a graduate business degree from HEC Montreal. A Fellow de l’Ordre des Comptables Agréés du Québec, Guylaine SAUCIER was Chairman and Chief Executive Ofﬁcer of Gérard SAUCIER Ltée, a leading company specializing in forest products from 1975 to 1989. She is also a Director of the Institute of Corporate Directors. She was the Chairman of the Board of CBC/Radio-Canada (1995 to 2000), Chairman of the Board of the Canadian Institute of Chartered Accountants (1999 to 2000) and a member of the Board of Directors of the Bank of Canada (1987 to 1991). She was the ﬁrst woman to be appointed to chair the Quebec Chamber of Commerce. She was named a Member of the Order of Canada in 1989 for her exemplary civic-mindedness and signiﬁcant contribution to the business world. In 2004, she was named a Fellow of the Institute of Corporate Directors; in 2005 she received the 25th Management Prize from McGill University; in 2010 she was named an Emeritus Company Director of the Institute of Corporate Directors College. POSITIONS AND RESPONSIBILITIES AS OF DECEMBER 31, 2010 Position Director (term of ofﬁce from April 23, 2009 to the close of the Shareholders’ General Meeting to approve the 2011 ﬁnancial statements) Member of the Board of Directors’ Audit Committee (since April 2009) and Chairman of this Committee (since April 2010) Member of the Supervisory Board Co-Chairman of the Audit Committee Member of the Board of Directors Member of the Veriﬁcation Committee Member of the Risk Management Committee Member of the Board of Directors Member of the Veriﬁcation Committee Chairman Company DANONE SA (1) Country France AREVA GROUP (1) BANK OF MONTRÉAL (1) France Canada AXA ASSURANCES INC. 2158-4933 Québec Inc. 9155-4676 Québec Inc. Canada Canada Canada Position Member of the Board of Directors Associations/Foundations/Other MONTREAL MUSEUM OF FINE ARTS FOUNDATION MONTREAL SYMPHONY ORCHESTRA FOUNDATION INSTITUTE FOR GOVERNANCE OF PRIVATE AND PUBLIC ORGANIZATIONS INSTITUTE OF CORPORATE DIRECTORS Country Canada Canada Canada Canada (1) Listed company. DANONE - Registration Document 2010 283

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11 APPENDIX Positions and responsibilities of the Directors and the nominees to the Board of Directors POSITIONS AND RESPONSIBILITIES HELD DURING THE PAST FIVE YEARS Position Member of the Board of Directors Chairman of the Governance Committee Member of the Management Succession and Compensation Committee Member of the Board of Directors Member of the Veriﬁcation Committee Member of the Supervisory Board Member of the Veriﬁcation Committee Member of the Compensation Committee Company PETRO-CANADA Country Canada CHC HELICOPTER CORPORATION ALTRAN TECHNOLOGIES Canada France Position Member of the Board of Directors Associations/Foundations/Other FONDATION DES CANARDS ILLIMITÉS - QUÉBEC FOUNDATION OF THE MONTREAL MUSEUM OF ARCHAEOLOGY AND HISTORY, POINTE-À-CALLIÈRE PUBLIC POLICY FORUM Country Canada Canada Canada 284 Registration Document 2010 - DANONE

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APPENDIX Positions and responsibilities of the Directors and the nominees to the Board of Directors 11 MICHEL DAVID-WEILL Born on November 23, 1932 – Age: 78 Business address: 32, rue de Monceau – 75008 Paris – France Number of Danone shares held as of December 31, 2010: 207,455 French nationality Principal responsibility: Chairman of the Supervisory Board of Eurazeo Personal background – experience and expertise Until May 2005, Chairman of Lazard LLC, Michel DAVID-WEILL was the Chairman and Chief Executive Ofﬁcer of Lazard Frères Banque, and Chairman and Managing Partner of Maison Lazard SAS. Michel DAVID-WEILL has developed a worldwide reputation as a leading investment banker. In the United States, he is a member of the Board of Directors of the Metropolitan Museum of Art and a Director of the New York Hospital. In France, he is a member of the Institute (Academy of Fine Arts), Chairman of the Conseil Artistique des Musées Nationaux and exercises various responsibilities at several artistic and cultural institutions. Michel DAVID-WEILL is a graduate of the Lycée Français of New York and the Institut des Sciences Politiques. After 41 years on the Board of Directors of Danone, Michel DAVID-WEILL does not wish to renew his term of ofﬁce. In order for the Group to continue to beneﬁt from his assistance, the Board of Directors of Danone has decided to appoint him as honorary Vice-Chairman of the Board. POSITIONS AND RESPONSIBILITIES AS OF DECEMBER 31, 2010 Position Director (term of ofﬁce from June 26, 1970 to the close of the Shareholders’ General Meeting to approve the 2010 ﬁnancial statements) Vice-Chairman of the Board of Directors (from July 10, 1987 to the close of the Shareholders’ General Meeting to approve the 2010 ﬁnancial statements) Chairman of the Board of Directors’ Nomination and Compensation Committee (since April 22, 2005) Chairman of the Supervisory Board Manager Director (1) Listed company. Company DANONE SA (1) Country France EURAZEO SA (1) PARTEMAN SNC GROUPO BANCA LEONARDO S.p.A. France France Italy POSITIONS AND RESPONSIBILITIES HELD DURING THE PAST FIVE YEARS Position General partner and manager Manager Member of the Audit Committee Member of the Supervisory Board Company PARTENA BCNA SNC PUBLICIS PUBLICIS GROUPE SA Country France France France France DANONE - Registration Document 2010 285

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11 APPENDIX Positions and responsibilities of the Directors and the nominees to the Board of Directors JACQUES ALEXANDRE NAHMIAS Born on September 23, 1947 – Age: 63 Business address: 42 Avenue Raymond Poincaré – 75116 Paris – France Number of Danone shares held as of December 31, 2010: 4,536 Independent Director French nationality Principal responsibility: Chief Executive Ofﬁcer of Pétrofrance SA Personal background – experience and expertise Jacques NAHMIAS is a graduate of the Institut d’Études Politiques de Paris and the Massachusetts Institute of Technology. After ﬁve years at the Institut de Recherche des Transports (currently I.N.R.E.T.S.), Jacques NAHMIAS joined his family’s company Pétrofrance in 1978. At the time Pétrofrance was present in three business lines – oil and gas research and production (Canada, France, Italy, United States); petrochemical services (France, Spain); real estate development (France). There he held positions in management control for the Spanish subsidiaries and was later Chairman and Chief Executive Ofﬁcer of the French oil and chemicals storage subsidiary. Appointed to the Group’s Executive Board in 1982, he assumed responsibility for the entire industrial logistics activity. From 1999 to 2002, Jacques NAHMIAS actively participated in refocusing Pétrofrance on three countries (France, Spain, Italy) and two business segments. He then became Chief Executive Ofﬁcer of the company and Chairman of its largest subsidiary, TEPSA (now wholly owned), Spain’s leading independent company for storing oil and chemical products and biofuels. Jacques NAHMIAS became a Director of Danone (at the time BSN Gervais Danone) in 1981. After 30 years on the Board, he does not wish to renew his term of ofﬁce. He nevertheless remains a Director of the Spanish subsidiary (Danone’s historical company). He has also been the Vice-Chairman of the Carasso Foundation since its inception in late 2009. POSITIONS AND RESPONSIBILITIES AS OF DECEMBER 31, 2010 Position Director (term of ofﬁce from June 12, 1981 to the close of the Shareholders’ General Meeting to approve the 2010 ﬁnancial statements) Chief Executive Ofﬁcer and Director Chairman Company DANONE SA (1) Country France Director PETROFRANCE SA PETROFRANCE CHIMIE SA CASAS ALTAS S.A. PETROFRANCE CHIMIE SA TERMINALES PORTUARIAS S.L. PETROREP SA PETROPEP ITALIANA SPa TERMINALES PORTUARIAS S.L. DANONE SA France France Spain France Spain France Italy Spain Spain (1) Listed company. POSITIONS AND RESPONSIBILITIES HELD DURING THE PAST FIVE YEARS Position None Company Country 286 Registration Document 2010 - DANONE

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DANONE - 15, rue du Helder - 75 439 Paris Cedex 09 - Visitors: 17, boulevard Haussmann - 75 009 Paris - Tel: + 33 (0) 1 44 35 20 20 Investor Relations: + 33 1 44 35 20 76 - Free shareholders number: 0800 320 323 (free from land lines in continental France) Financial information: www.ﬁnance.danone.com - www.danone.com