Excerpt from the Chairman's report at the Annual General Meeting on 19 August 2010

In Q1 2010/11, Danisco generated organic revenue growth of 5% and an operating
profit that will be higher than last year. This implies that in all likelihood
we will realise our long-term financial ambition of an operating margin of
13.5% before Bio Chemicals Projects in this financial year. In consequence, we
are updating our long-term financial ambitions. The results for Q1 2010/11 and
our updated FY outlook will be announced on 21 September 2010. The Board of
Directors proposes a total dividend payout of DKK 810 million, corresponding to
DKK 17.00 per share, and a removal of the voting right restriction. 
	
In his report at Danisco's Annual General Meeting, Chairman of the Board of
Directors, Jørgen Tandrup, presents among other things: 

The financial year 2009/10 has been a turning point for Danisco. We continued
to take important steps towards meeting our ambitions, and we improved our
results on the previous year. Throughout the year, focus has been on delivering
on the commitments that we made. In May 2010 we announced that we had met our
margin milestone of 12.5% (before Bio Chemicals Projects) in 2009/10 - well
ahead of plan. This is the result of multi-year efforts with very clear
priorities. We certainly met a number of challenges on the way, but they were
overcome. In the financial year 2009/10 we achieved 6% revenue growth adjusted
for currency movements and acquisitions. And we recorded an operating profit
before share-based payments and special items of DKK 1,745 million, equivalent
to a margin of 12.7%. That was DKK 497 million or 3.1 percentage points higher
than last year. 

One driver of this performance was a return to growth in our core markets,
combined with tailwind from lower input costs. Last but not least we introduced
a string of cost containment initiatives, including a pay freeze and extensive
rationalisation measures in the sales organisation, at our plants and in the
administrative functions - in fact, across the entire business. But even if the
markets rebound, you have to be prepared to benefit from it. And we are. Given
our global presence, with sales and development staff, and our strong product
portfolio combined with innovative and sustainable solutions, we are well
positioned to become our customers' First choice - which, as you know, is our
key ambition. In this connection I would like to express my gratitude to all
our employees for their great efforts over the year. 

One year ago Danisco was facing two major challenges: Our Sweeteners division
was impacted by keen competition within xylitol and Genencor's earnings had
dropped significantly. Since then Genencor has regained momentum in line with
our plans, with strong growth and improved earnings thanks to many new and
competitive products combined with extensive restructuring measures. We have
not achieved our targets yet, but we are well underway. 

And Sweeteners, though still challenged, achieved a well above-target cash flow
for the year. However, we felt compelled to make a DKK 700 million goodwill
writedown and to introduce additional restructuring measures. We are starting
to see the results of this and are bringing Sweeteners back on track with
reasonable earnings and cash flow. Meanwhile, both Enablers and Cultures
maintained their strong momentum over the financial year. In fact, both
divisions generated record results. 

Looking ahead, our focus will be on further streamlining our business, and we
will continue to invest into our sustainability offering and innovation
platform to support our long-term growth path. This is necessary if we are to
address unmet customer needs stemming from the global challenges that CEO Tom
Knutzen will touch on later. 

Specifically for our Bio Chemicals Projects - the most important of which deal
with enzymes for the production of second-generation bioethanol and bio-based
materials for the production of synthetic rubber - we are now nearer to
realising these major opportunities. I will come back to this later. 

With these overall reflections I wish, on behalf of the Board of Directors, to
indicate two things: Firstly, we are well on the way to achieving our current
financial ambitions. Our strategic platform and direction are in place and,
secondly, we have ambitions of maintaining momentum as well as generating more
growth and earnings. 

Based on information given to me by the management at a Board meeting just
prior to the Annual General Meeting, I can inform you that Danisco generated
organic revenue growth of 5% in the first quarter and an operating profit that
will be higher than in the same period last year. We are ahead of budget and
with such a good start to the year we will in all likelihood realise our
long-term financial ambition of an operating margin of 13.5% before Bio
Chemicals Projects in this financial year. In connection with the announcement
of our Q1 results on 21 September we will be updating our outlook for FY
2010/11. 

CEO Tom Knutzen added the following to the Chairman's report:
I will mostly deal with the correlation between the current global megatrends,
our strategy and the products and solutions that we develop. The purpose is to
illustrate Danisco's huge business potential provided by our global presence,
human resources and, not least, our technology. But first to our financial
ambitions. 

The positive challenge is that given our outlook for the current financial year
we will meet our long-term financial ambitions. As you can see from the slide
behind me, three of the criteria were met last year. Our business generated 6%
organic growth - or in the middle of our target range of 5-7% organic growth
over an economic cycle. The return on net operating assets was 19% versus a
target of 18%, and our gearing - that is, net debt to earnings before
depreciation - was 1.2 times. In the current financial year we expect to fulfil
the last ambition: an operating margin of 13.5% before Bio Chemicals Projects.
And this plan will be supported by a strong first quarter. This is the reason
why we are updating our targets - that is, setting new and ambitious targets.
As to the timing, we want to fulfil our current ambitions before setting up new
ones. So we will come back to that in the course of the year. 

As the Chairman has already said, our progress is the result of many factors -
internal as well as external. Last year I told you about a number of internal
areas with potential for improvement. Over the year we have achieved extensive
cost savings and procedures have been improved. And that is part of the
explanation for our profit growth. But we are not finished yet - far from.
Going forward, our initiatives will result in further improvements and at the
same time we will improve the service we provide to our customers to become
their First choice supplier. As an example I can mention that after we had
mapped out our logistics functions we saw potential for savings as well as
improved customer services. In consequence, we established the organisational
unit LOGFI - Logistics Food Ingredients - as of 1 May 2010. LOGFI undertakes
all the logistics related to finished goods and customer supplies. Over the
past year we have reduced the number of warehouses from 160 to 128, and going
forward we can achieve additional economies of scale through our regional
distribution centres while at the same time improving our supply reliability.
Longer out we expect LOGFI to act as a link between our sales force and our
customers to communicate the customers' future needs. That will enable the
divisions to optimise their production planning and, as a result, reduce the
number of warehouses further. 

Another example is the creation of financial service centres. In Europe we have
successfully established a central accounts department in Bratislava to serve
the entire region. Similarly, we have just established centres in Kunshan,
China, and in Mexico City to serve Asia and the Far East as well as North and
South America. In this way we will achieve economies of scale while reducing
costs. 

As already mentioned, we are introducing many other initiatives to focus and
strengthen our competitive power going forward. 

Humanity is faced with drastic global challenges. The climate is changing and
the world population is increasing. Today, there are more people on earth than
the accumulated number of people in the history of mankind. This is difficult
to relate to, but it gives an idea of the magnitude. In 2050 - only 40 years
from now - the global population is projected to reach nine billion. That is
close to 30% more than today. So we have to act in a sustainable way, but the
development also offers significant business opportunities. Our strategy is
therefore focused on the production and development of products and solutions
based on natural raw materials and biotechnology. Both production and products
must be sustainable, but even more important: our products must contribute to
fighting global warming and the use of scarce resources such as oil and water. 

Chairman of the Board, Jørgen Tandrup, also said:

Update on Grindstedværket
On 17 April 2009, we announced in a press release that we would make a plan
once all the claims have been considered. We also announced that we would offer
some additional compensation for claims where medical experts and the National
Board of Industrial Injuries recognised work-related injuries resulting in a
loss. To be recognised, claims have to be related to mercury and must have
occurred as a consequence of employment at Grindstedværket during the period in
which Grindstedværket was engaged in vitamin production. 

We will keep our promise and hope the general public will understand that the
claims must be assessed by the right experts - both medical experts and the
National Board of Industrial Injuries. The situation right now is that out of
150 claims, in 111 cases of which Danisco was the employer, 97 claims have been
rejected and four claims, two of which relate to the same person, have been
recognised as work-related injuries. 62 cases have been appealed. In a number
of cases, the National Board of Industrial Injuries is awaiting the results of
medical examinations and further information. The National Board of Industrial
Injuries hopes to be able to consider all the remaining cases by Christmas this
year. 

The Board of Directors proposes to the Annual General Meeting
•The following amendments to the Articles of Association: 
oRemoval of the 7 1/2% voting right restriction 
oElection of all Board members every year 
oRevision of the Articles of Association in consequence of the new Danish
Companies Act 
oCorporate language changed to English 
•That a dividend of DKK 8.50 per share be paid, an increase of DKK 1.00 or 13%
on 2008/09, and an extraordinary dividend of DKK 8.50, corresponding to a total
of DKK 17.00 per share. 
•Re-election of Board members 
•That in the period until next year's Annual General Meeting the Board of
Directors be authorised to allow the Company to purchase treasury shares up to
the amount of 10% of the share capital at market price at the time of purchase
with a deviation of up to 10% 
•A share option scheme for the Executive Board and senior managers 

Chairman of the Board, Jørgen Tandrup, continued:

Important amendments to the Articles of Association
In connection with the release of our Q1 results in September 2009 we announced
that the Board would propose to the Annual General Meeting that the Articles of
Association be amended in two areas. 

Firstly, the Board proposes to the Annual General Meeting that the election
period for all Board members be changed from two years to one year. The Board
motivates the proposal by a wish to update the Company's Articles of
Association to ensure that they comply with current corporate governance
recommendations in a Danish as well as an international perspective. 

Secondly, the Board has once again discussed whether the voting right
restriction of 7 1/2% serves its purpose of ensuring the Board a better
negotiating position in case of a takeover bid. The Board has concluded that
the value of the voting right restriction does not offset the negative impact
on the share price. The Board therefore proposes to the Annual General Meeting
to remove the voting right restriction laid down in the Articles of
Association. 

Granting of share option scheme of up to 600,000 share options to the Executive
Board and senior managers 
Over a long period of time, we have granted share option schemes to the
Executive Board and senior managers. In the opinion of the Board of Directors,
the effect of these schemes is that the Executive Board and senior managers
share a common objective with our shareholders, that is, to create value for
the company. As of 30 April, the combined option schemes, excluding the
proposed scheme, accounted for 5.4% of the total share capital. 

The Board of Directors is convinced that share option and bonus schemes are
among the key factors for being an attractive employer who can retain and
attract qualified staff in a global market. And let me add that we use external
market data to ensure that the parameters of the schemes and the individual
allocations are made on market terms. I can inform you that in connection with
the payout of extraordinary dividend we adjust the strike prices in the option
schemes, that is, the prices at which the employees can acquire the shares, are
adjusted in accordance with standard practise. 

The Board of Directors proposes to the Annual General Meeting that the Board be
authorised to grant 600,000 share options on the terms and conditions stated in
the material to the Executive Board and senior managers, comprising some 375
persons. 

In conclusion, I can inform you that the price at which Danisco shares can be
bought in the period from 2013 to 2016 is expected to be fixed at DKK 480; at
this price the total value of the scheme is calculated at about DKK 67 million,
which is somewhat higher than at the time of the release of the Annual Report
at the end of June. 

I would like to add that the Board has also been looking at a compensation
model that takes a larger group of employees into account. As a result, we have
introduced a bonus scheme with effect from the current financial year for those
of our employees who are not comprised by collective agreements. Under the new
scheme, the employees will be paid an annual bonus if the Group's earnings
expectations are met. 

In addition, senior managers in Genencor are comprised by a bonus scheme as
described in our Annual Report. 

The Annual General Meeting will be webcast live on www.danisco.com. After the
event, the Chairman's report can be read in its entirety at the same website. 

Yours faithfully


Jørgen Tandrup
Chairman