NTRU Natur International Corporation (CE)

Item 5.02 - Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers, Compensation Arrangements of Certain Officers

On August 20, 2019, Mr. Mark Simmonds accepted a director position on the Board of Directors of Natur International Corp. (“Company”), pursuant to a proposal to appoint him as a director approved by the Board of Directors on July 8, 2019. Mr. Simmonds will fill an existing vacancy on the Board of Directors.

Mr. Simmonds was a Conservative Party politician and Member of Parliament from 2001 to March 2015. He was also a Minister in the UK Foreign and Commonwealth Office from September 2012 to August 2014. Between 2015-2018, Mr. Simmonds has been a Senior Advisor to Kroll Inc, since April 2015 he has been the Chairman of the Advisory Board of the Global Investment platform Invest Africa, from 2015 to 2016 he has been the Chairman of Fincomeco, a company providing business and technological solutions aimed at food security and economic diversity for Africa and a non-exec director of Bloc Commodities since November 2014 an Advisory Board Member of the Commonwealth Investment Council, and since 2017 a Board Member of Engender Health, a women’s health organization. Since 2018 he has also been chairman of GIG technology He became an associate of the Royal Institution of Chartered Surveyors in 1987. He worked as a surveyor for Savills from 1986 to 1988 and was a partner in Strutt & Parker from 1988 to 1996. He was a director of Hillier Parker from 1997 to 1999 and a chairman of Mortlock Simmonds Brown from 1999 until becoming an MP.

Mr. Simmonds will be compensated through an agreement with Mortlock Securities Ltd. under which he will be paid an annual fee of €24,000, payable monthly, and an additional €1,000 per day for every day that he devotes to preparation for his board duties, up to a maximum of €15,000 per month. The per diem includes compensation for services as a committee member and working on other projects or services for the board of directors and Company. The Company has offered to Mr. Simmonds an option grant for the right to purchase up to 5,816,273 shares of the common stock of the Company, at a purchase price per share of $0.038, vesting in equal quarterly installments in advance, up to one-third of the total grant per year. This offer is in consideration with Mr. Simmonds which he may accept at his sole discretion. The agreement provides for Mortlock Securities Ltd. to enter into a shareholder’s agreement that will provide for transfer restrictions which will include board pre-approval of transfer, automatic dilution, and tag and drag rights. The agreement provides for Mr. Simmonds not to engage in any business that competes with that of the Company or own a greater than 5% interest in any competing company.