Common use of Annual Business Plan Clause in Contracts

Annual Business Plan. The Company shall develop a detailed proposed annual business plan and budget for each upcoming fiscal year, beginning with January 1, 2016 (“Annual Business Plan”). The CEO shall submit such proposal for the consideration of the Board and the Board shall cooperate to set a schedule with management to approve such proposal. After the Board approves the Annual Business Plan for a given fiscal year, the Company and other members of the Group shall conduct their respective business, including its capital and other expenditure programs, in accordance therewith. After the Board’s approval, for so long as Univar NV or the CD&R Investor (together with its Permitted Transferees), as applicable, owns at least 5% of its Original Shares and for so long as Temasek Investor (together with its Permitted Transferees) owns 10% or more of the outstanding Shares, the Company shall make available to Univar NV, CD&R Investor and Temasek Investor the Annual Business Plan, no later than thirty days before the beginning of the Company’s next fiscal year, in such manner and form as approved by the Board, which shall include at least a projection of income and a projected cash flow statement for each fiscal quarter in such fiscal year and a projected balance sheet as of the end of each fiscal quarter in such fiscal year, in each case prepared in reasonable detail, with appropriate presentation and discussion of the principal assumptions upon which such budgets and projections are based, which shall be accompanied by the statement of the CEO or CFO or equivalent officer of the Company to the effect that such budget and projections are based on reasonable and good faith estimates and assumptions made by the management of the Company for the respective periods covered thereby; it being recognized that such budgets and projections as to future events are not to be viewed as facts and that actual results during the period or periods covered by them may differ from the projected results.

Annual Business Plan. The Company shall develop a detailed proposed annual business plan and budget for each upcoming fiscal year, beginning with January 1, 2016 (“Annual Business Plan”). The CEO shall submit such proposal for the consideration of the Board and the Board shall cooperate to set a schedule with Table of Contents management to approve such proposal. After the Board approves the Annual Business Plan for a given fiscal year, the Company and other members of the Group shall conduct their respective business, including its capital and other expenditure programs, in accordance therewith. After the Board’s approval, for so long as Univar NV or the CD&R Investor (together with its Permitted Transferees), as applicable, owns at least 5% of its Original Shares and for so long as Temasek Investor (together with its Permitted Transferees) owns 10% or more of the outstanding Shares, the Company shall make available to Univar NV, CD&R Investor and Temasek Investor the Annual Business Plan, no later than thirty days before the beginning of the Company’s next fiscal year, in such manner and form as approved by the Board, which shall include at least a projection of income and a projected cash flow statement for each fiscal quarter in such fiscal year and a projected balance sheet as of the end of each fiscal quarter in such fiscal year, in each case prepared in reasonable detail, with appropriate presentation and discussion of the principal assumptions upon which such budgets and projections are based, which shall be accompanied by the statement of the CEO or CFO or equivalent officer of the Company to the effect that such budget and projections are based on reasonable and good faith estimates and assumptions made by the management of the Company for the respective periods covered thereby; it being recognized that such budgets and projections as to future events are not to be viewed as facts and that actual results during the period or periods covered by them may differ from the projected results.