Change of control and defense measures

An investor who acquires 331⁄3% of all voting rights has to submit a take-over offer for all shares outstanding, according to the Swiss Stock Exchange Law. Barry Callebaut has not elected to change or opt out of this rule.

The employment contracts of one member of the Executive Committee has a fixed minimum duration of three years, ending in 2013, while the employment contracts with the remaining members of the Executive Committee are open-ended and contain notice periods of 6 to 12 months, during which they are entitled to full compensation.