1. Bunge Global SA 2. Danelo Limited 3. CPPIB Monroe Canada Inc. 4. Venus Investment Limited Partnership

Page 1 of 10 COMPETITION COMMISSION OF INDIA Combination Registration No. C-2024/04/1140 30th July 2024 Notice under Section 6(2) of the Competition Act, 2002 given jointly by Bunge Global SA, Danelo Limited, CPPIB Monroe Canada, Inc., and Venus Investment Limited Partnership CORAM: Ms. Ravneet Kaur Chairperson Mr. Anil Agrawal Member Ms. Sweta Kakkad Member Mr. Deepak Anurag Member Order under Section 31(1) of the Competition Act, 2002 1. On 23rd April 2024, the Competition Commission of India (Commission) received a Notice under Section 6(2) of the Competition Act, 2002 (Act) jointly given by Bunge Global SA (Acquirer/Bunge), Danelo Limited (Danelo), CPPIB Monroe Canada, Inc. (CPPIB Monroe), and Venus Investment Limited Partnership (Venus). Danelo, CPPIB Monroe and Venus are special purpose vehicles wholly owned by Glencore PLC (Glencore), the Canada Pension Plan Investment Board (CPP Investments), and the British Columbia Investment Management Corporation (BCI), respectively (Glencore, CPP Investments and BCI are collectively referred to as the ‘Sellers’; Danelo, CPPIB Monroe and Venus are collectively referred to as the ‘SPVs’; and Bunge and the SPVs are collectively referred to as the ‘Acquirers’). 2. The proposed combination relates to acquisition of 100 percent of the issued and outstanding share capital of Viterra Limited (Viterra/Target) by Bunge pursuant to a Combination Registration Number: C-2024/04/1140 Page 2 of 10 Business Combination Agreement dated 13th June 2023 (BCA) executed, by and between the Acquirer, the Target, the SPVs and Viterra Employee Benefit Trust (VEBT) (Proposed Combination) [hereinafter, Bunge and Viterra are collectively referred to as the ‘Parties’]. Further, as a part of the consideration for the Proposed Combination, Danelo, CPPIB Monroe and Venus will receive Bunge stock and as a result, respectively own minority stakes of 15 percent, 12 percent and 3 percent, in Bunge. 3. In terms of Regulation 14(3) of the Competition Commission of India (Procedure in regard to the transaction of business related to combinations) Regulations, 2011 (Combination Regulations), vide letter dated 9th May 2024 (RFI), certain information and clarifications were sought from the Acquirer. The Acquirer submitted its response on 27th June 2024 after seeking extension of time (Response 1). As the Response 1 was found to be incomplete, another letter was issued to the Acquirer, on 11th July 2024, in continuation of RFI, seeking requisite information and clarifications. The Acquirer submitted its response to the same on 22nd July 2024, after seeking extension of time (Response 2) [Response 1 and Response 2 collectively constitute ‘Response to RFI’]. 4. Bunge, the Acquirer, is the parent entity of the Bunge group. It is an agribusiness and food company listed on the New York Stock Exchange (NYSE) and headquartered in Chesterfield, Missouri, the United States of America (USA). The significant shareholders1 of Bunge include Capital World Investors and The Vanguard Group, with respective holdings of 12.6 percent and 11.45 percent of Bunge’s capital stock. Globally, Bunge is mainly active in the sale of oilseed meals and vegetable oils. Bunge also sells grains and milled products as well as unprocessed oilseeds and other products like sugar. In India, Bunge is engaged in sales of refined vegetable oils (groundnut oil, mustard oil, palm oil, rapeseed oil, soybean oil, sunflower oil, sesame oil, oil blends and other oils), crude vegetable oils (soybean oil, palm oil, palm kernel oil, sunflower oil), soybean meal, glycerine, margarine, lecithin, vanaspati, shortenings, yeast and free fatty acids. 1 That is the beneficial owners of 10 percent or more of Bunge Stock (as of 24th January 2024). Combination Registration Number: C-2024/04/1140 Page 3 of 10 5. Viterra, the Target, is an agribusiness company, which is privately held and limited by shares. It is incorporated under the laws of Jersey, UK and headquartered in Rotterdam, the Netherlands. The significant shareholders of Viterra include Glencore and CPP Investments with respective shareholding of 49.99 percent and 39.99 percent while other shareholders include BCI and VEBT. As submitted, globally, Viterra focuses on the purchase and sale of unprocessed commodity crops, in particular grains. Viterra also sells oilseeds and other unprocessed products like cotton and sugar, as well as milled products and oilseed-based products (e.g., meal and oil). In India, Viterra is engaged in sales of grains (wheat, corn, sorghum and rice), crude vegetable oils (soybean oil and sunflower oil), sunflower meal, sugar, cotton, pulses (peas, lentils, raw chickpeas, raw yellow peas, processed chickpeas, processed yellow peas and beans), and chickpea and yellow pea flours apart from having limited presence in origination activities2. 6. Danelo, which as stated above, is a wholly owned subsidiary of Glencore, is incorporated under the laws of Jersey and does not have any activities in India or worldwide. Glencore (including its group companies) supplies and trades a wide range of commodities and raw materials, including metals, minerals, oil and oil products and coal to industrial customers around the world and is active in the automotive, steel, power generation, and oil sectors. In India, Glencore is primarily engaged in the sale of energy products, metals, and metal products. 7. CPPIB Monroe, which as stated above, is a wholly owned subsidiary of CPP Investments, is incorporated under the laws of Canada and does not have any activities in India or worldwide. CPP Investments is a professional investment management organization that invests the funds not utilised by the Canada Pension Plan (CPP) to pay current benefits in the best interest of its contributors and beneficiaries. 8. Venus, which as stated above, is a subsidiary of BCI, is incorporated under the laws of Canada and does not have any activities in India or worldwide. BCI is a global 2As submitted, Viterra procured agricultural commodities such as domestic channa, wheat, maize, lentils and cotton from farmers and farmer producer organizations in India. Combination Registration Number: C-2024/04/1140 Page 4 of 10 investment manager that works with public sector clients, such as pension funds and endowment funds, to invest their money in different markets around the world. Identification of horizontal overlaps/vertical linkages 9. Bunge and Viterra are both agribusiness companies. As submitted, none of the portfolio entities of CPP Investments, BCI and Glencore are present in any of the agribusinesses in India and accordingly, the horizontal overlaps/vertical linkages for the purpose of competition assessment are identified considering the activities of Bunge and Viterra in India. 10. Considering the activities of Bunge and Viterra in India, it is observed that within the agribusiness sector, the activities of the Parties primarily overlap only in the segment of vegetable oils. Narrowing down further, the activities of Bunge and Viterra overlap specifically in the segments of soyabean oil and sunflower oil. Further, for identification of any horizontal overlaps/vertical linkages etc., it would also be appropriate to note the key stages of supply chain of vegetable oil. For vegetable oils, the agricultural commodities consist of the following key stages: i. Origination – The starting point of the supply chain is the farmer growing the oilseeds. Farmers or cooperatives then sell the oilseeds to agribusiness firms and traders. Origination in this context refers to the sourcing of agricultural produce, i.e. oil seeds, from the farmers. ii. Crushing – The oilseeds obtained after the stage of ‘origination’ are unprocessed and have limited usage in that form, with only limited sales to animal feed manufacturers and end consumers. Oilseeds are generally either processed or sold to oilseed processing firms and traders to produce the intermediate products (such as crude vegetable oils). Oilseeds are processed in crush plants where they are split into crude seed oil and oilseed meal. This stage where oil seeds are crushed to obtain crude vegetable oils is called as crushing.