7. Changes of control and defence measures

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Annual Report 2017

Annual Report 2017

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Annual Report 2017

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Table of contents for the Annual Report 2017 report

Operational review

Key Figures To our shareholdersAbout Precious Woods

Vision Focus on economic, social, and environmental added value Products and markets Global and economic challenges in a dynamic environment A pioneering role – more than simply sustainable certification Strategy: Market orientation and continuous optimization of the value chain Medium term goals: Sustainable growth Management organization with increased market orientation Milestones Precious Woods

Income statement Balance sheet

Higher harvest volume – lower production Precious Woods Amazon in brief Continuous efforts on legacies and exceptional factors Social and environmental sustainability Outlook for 2018

Increase in productivity and profitability In a stronger position for the next phase Report on further progress in social and environmental sustainability Precious Woods Gabon in brief Outlook for 2018

Precious Woods Trading in brief

Carbon & Energy

CERs from Brazilian biomass Emission trading together with myclimate Precious Woods Carbon & Energy

Selective wood utilization is not synonymous with sustainable forest management 4 : 1 330 000 000tC Fauna / Flora Precious Woods Amazon closely connected with the local population Sustainability as our entrepreneurial principle Precious Woods in Gabon – gentle use and wildlife protection Illegal logging threatens certified timber trade and sustainable development Opportunities for FSC certified timber The role of forest management in the climate debate Sustainability Advisory Committee (SAC)

Corporate Governance

1. Group structure and shareholders 2. Capital structure 3. Board of Directors 4. Group Management 5. Compensation, shareholdings, loans 6. Shareholders’ rights of participation 7. Changes of control and defence measures 8. Auditor 9. Information policy

Shareholder information

Share capital Equivalent to 100 shares Stock market listing Share register information Company headquarters Stock price development

Financial Report

Precious Woods Group financial statements

Consolidated statement of financial position Consolidated statement of profit or loss Consolidated statement of comprehensive income Consolidated statement of changes in equity Consolidated statement of cash flowsNotes to the consolidated financial statements

1. Basis of presentation and accounting policies 2. Financial risk management 3. Trade and other receivables 4. Inventories 5. Other current assets 6. Property, plant and equipment 7. Forest, forest improvements 8. Intangible assets 9. Investment in associates 10. Non current financial assets 11. Trade and other payables 12. Financial liabilities 13. Provisions 14. Financial instruments by category 15. Convertible loans 16. Share capital 17. Related party balances and transactions 18. Employee benefits 19. Net sales from trading activities 20. Revenue from carbon emission reduction activities 21. Other production costs 22. Depreciation, amortization and impairment 23. Direct and indirect labour costs 24. Other operating income and expenses 25. Financial income and expenses 26. Leasing 27. Earnings per share 28. Contingencies 29. Financial information by segment 30. Major shareholders 31. Income taxes 32. Currency translation rates 33. Divestments and acquisitions 34. Subsequent events 35. Approval of financial statements and dividends

Report of the statutory auditor on the consolidated financial statements

Precious Woods Holding Ltd financial statements

Balance sheets as of 31 December 2017 and 2016 Statements of income 2017 and 2016Notes to the financial statements of Precious Woods Holding Ltd

Essential accounting and valuation principles 1. General 2. Authorized share capital 3. Conditional share capital 4. Investments in subsidiaries 5. Other short term interest bearing liabilities 6. Long term interest bearing liabilities 7. Board and Executive compensation 8. Depreciation, amortization and impairment 9. Major shareholders 10. Pledged assets / other securities 11. Other note / Full time employment 12. Other note / Residual amount of leasing obligations 13. Other note / Significant events after the reporting date

Report of the statutory auditor on the financial statements

Additional information

Contact addresses

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7. Changes of control and defence measures

The agreements with the members of the BoD and GM contain no statutory “opting-out” or “opting-up” clauses or clauses on changes of control with the following exception: The CEO/CFO Markus Brütsch has a change of control clause in the employment contract defining a half-year salary in addition to the notice period.