STRATEGIC AUDITOF

HERBALIFE
INTERNATIONAL
PHILIPPINES, INC.
Balmores, Cindy C. | 5BSA
I. CURRENT SITUATION
A. Current Performance
All business are concern about maximizing profit. Profit and profitability are different in since profit is simply
revenues minus expenses whereas profitability shows companys ability to earn profits. And this ability is measured
by comparing the profit figure on the scales of net assets and total worth etc. Profitability ratios are shown in Table
18below.
Table 18
Herbalife International Philippines Incorporated
Profitablity Ratio For the Years Ending 2013; 2014 and 2015

Profitability Ratios Formula 2015 2014 2013

Gross Profit Margin Gross Profit/Net Sales 25.01% 25.20% 27.60%
Return on Average Asset Net Income/Average Total Assets 40.92% 31.98% 13.19%
Return on Equity Net Income/Average Equity 98.69% 77.15% 31.82%

To know every peso of sales that eventually ends up into the gross profit margin, the way to do that is to
divide the gross profit by net sales. For three periods the company is able to manage its cost of sales well despite
the consistent decreased in gross profit margin. The reason of declined in gross profit margin is because there is a
low inventory turnover which indicates that the inventory is sitting on hand for longer periods of time. Keeping fewer
inventories on hand for shorter periods can boost the gross profit margin.
The other tool to measure the companys profitability would be the Return On Average Asset Ratio which
shows the percentage of profit in relation to overall assets. Therefore, this ratio judge the earning capacity in using
the assets. The tableshows that the return on asset has an increasing trend the past three years and that the assets
were fully utilized in generating income.
The Return On Equity also increased for three consecutive years which means the company is efficient in
generating profit for shareholders. A return value of 1 indicates that each peso of equity generated profit of 1 peso
also indicating the finacial effectively of management is utilizing the capital for financing growth of business.

B. Strategic Posture
The mission statement of Herbalife Philippines is to change peoples lives by providing the best business
opportunity in direct selling and the best nutrition and weight-management products in the world.
The strategies of Herbalife Philippines is to work closely with its Members to improve the sustainability of the
business they have created to market their products to consumers. These relationships allow the company to identify
and test successful marketing efforts and programs developed by one or more Members and disseminate those
techniques to other Members.

II. CORPORATE GOVERNANCE

The Board of Directors of Herbalife sets high standards for the Company's employees, officers and
directors. Implicit in this philosophy is the importance of sound corporate governance. It is the duty of the Board of
Directors to serve as a prudent fiduciary for shareholders and to oversee the management of the Company's
business.
A. Board of Directors Members
Michael O. Johnson has a track record of success as a leader. Named chief executive officer (CEO) in 2003
and chairman in 2007, he sets the vision and strategy, and is the voice of Herbalife Nutrition to Independent Herbalife
Members in more than 90 countries. He oversees all aspects of the companys global operations, ensures the
company has the resources necessary to meet its goals and pursues profitability and growth to increase shareholder
value. In June 2017, Johnson will take on the role of executive chairman of Herbalife Nutrition and Rich Goudis,
currently chief operations officer, will transition to CEO. Under Johnsons leadership, the company has grown from
2003 net sales of $1.1 billion to $4.5 billion in 2016; introduced industry-leading standards in consumer protection;
and built a global brand through its sponsorship of more than 200 teams, athletes and fitness events around the
world, including the LA Galaxy and international soccer star Cristiano Ronaldo.
Richard P. Bermingham, currently retired, has over 40 years of business experience. Mr. Bermingham has
been engaged in real estate development and investing activities as a private investor during the past several years.
From 1994 to 1997, Mr. Bermingham was the vice chairman of the board of American Golf. Mr. Bermingham worked
for Collins Food International, which was acquired by Sizzler International, Inc., from 1967 to 1994. He served as the
chief executive officer and a member of the board of directors of the publicly traded company for the period from
1987 to 1994. Mr. Bermingham currently serves on the boards of EaglePicher Corp.; Special Value Expansion Fund,
LLC; Interactive Health Inc.; and Joe's Crab Shack. Additionally, Mr. Bermingham serves on the Advisory Board of
Missouri River Plastics. Mr. Bermingham was a certified public accountant and received his Bachelor of Science from
the University of Colorado.
Pedro Cardoso has been an Independent Herbalife Member for 17 years, and a member of the company's
prestigious Chairman's Club since 2005. He has built a successful organization of Independent Independent
HerbalifeMembers in more than 20 countries. Mr. Cardoso has been active in training Herbalife Members around the
world, and is a member of various strategy and planning groups for the company. He is also an active volunteer for
the Herbalife Family Foundation. Prior to joining Herbalife, Mr. Cardoso served as the transportation supervisor of the
Avon Company from 1990 1992. He received his degree in applied mathematics from the Autonomous University of
Lisbon.
Dr. Carmona currently serves as the first Distinguished Professor of Public Health at the University of
Arizona, and the first Distinguished Professor of Health Promotion and Entrepreneurship at The Ohio State
University. He is President of the nonprofit Canyon Ranch Institute Board of Directors in Tucson, Arizona and vice
chairman of Canyon Ranch. He serves on the boards of other public companies including The Clorox Company and
Taser International, and works in leadership and advisory roles helping to create businesses in emerging science and
technology. Trained in general and vascular surgery, Dr. Carmona also completed a National Institutes of Health-
sponsored fellowship in trauma, burns, and critical care. He went on to become the chairman of the State of Arizona
Southern Regional Emergency Medical System, a professor of surgery, public health and family and community
medicine at the University of Arizona, and the Pima County Sheriff's Department surgeon and deputy sheriff. In 2002,
Dr. Carmona was nominated by the President and unanimously confirmed by the United States Senate to become
the 17th Surgeon General of the United States. In 2006, Dr. Carmona successfully completed the statutory four-year
term. Dr. Carmona has published extensively and received numerous awards, decorations, and local and national
recognitions for his achievements. Dr. Carmona received his bachelor of science degree in 1977 and his medical
degree with honors as the top graduate in 1979, both from the University of California, San Francisco. He also
received a master of public health degree from the University of Arizona in 1998.
Jonathan Christodoro has served as a Managing Director of Icahn Capital LP, the entity through which Carl
C. Icahn manages investment funds, since July 2012. Mr. Christodoro is responsible for identifying, analyzing and
monitoring investment opportunities and portfolio companies for Icahn Capital. Prior to joining Icahn Capital, from
2007 to 2012, Mr. Christodoro served in various investment and research roles at P2 Capital Partners, LLC. Prior to
P2 Capital Partners, Mr. Christodoro served in various investment and research roles at Prentice Capital
Management, LP and S.A.C. Capital Advisors, LP. Mr. Christodoro began his career as an investment banking
analyst at Morgan Stanley, where he focused on merger and acquisition transactions across a variety of industries.
Mr. Christodoro has been a director of: PayPal Holdings, Inc., a technology platform company that enables digital and
mobile payments worldwide, since July 2015; American Railcar Industries, Inc., a railcar manufacturing company,
since June 2015; Hologic, Inc., a supplier of diagnostic, medical imaging and surgical products, since December
2013; Enzon Pharmaceuticals, Inc., a biotechnology company, since October 2013 (and has been Chairman of the
Board of Enzon since November 2013); and Herbalife Ltd., a nutrition company, since April 2013. Mr. Christodoro
was previously a director of eBay Inc., a global commerce and payments company, from March 2015 to July 2015
and Talisman Energy Inc., an independent oil and gas exploration and production company, from December 2013 to
May 2015. American Railcar Industries is indirectly controlled by Carl C. Icahn. Mr. Icahn has or previously had
noncontrolling interests in each of PayPal, eBay, Hologic, Talisman, Enzon and Herbalife through the ownership of
securities. Mr. Christodoro received an M.B.A from the University of Pennsylvania's Wharton School of Business with
Distinction, majoring in Finance and Entrepreneurial Management. Mr. Christodoro received a B.S. in Applied
Economics and Management Magna Cum Laude with Honors Distinction in Research from Cornell University. Mr.
Christodoro also served in the United States Marine Corps.
Keith Cozza has been the President and Chief Executive Officer of Icahn Enterprises L.P., a diversified
holding company engaged in a variety of businesses, including investment, automotive, energy, gaming, railcar, food
packaging, metals, real estate and home fashion, since February 2014. Mr. Cozza has served as Chief Operating
Officer of Icahn Capital LP, the subsidiary of Icahn Enterprises through which Carl C. Icahn manages investment
funds, since February 2013. From February 2013 to February 2014, Mr. Cozza served as Executive Vice President of
Icahn Enterprises. Mr. Cozza is also the Chief Financial Officer of Icahn Associates Holding LLC, a position he has
held since 2006. Mr. Cozza served as Controller at Icahn Associates Holding LLC from 2004 to 2006. Prior to that Mr.
Cozza was a senior assurance associate at Grant Thornton LLP. Mr. Cozza has been a director of: Tropicana
Entertainment Inc., a company that is primarily engaged in the business of owning and operating casinos and resorts,
since February 2014; PSC Metals Inc., a metal recycling company, since February 2014; Herbalife Ltd., a nutrition
company, since April 2013; Icahn Enterprises L.P., since September 2012; and XO Holdings, a competitive provider
of telecom services, since August 2011. Mr. Cozza was previously a director of CVR Refining, LP, an independent
downstream energy limited partnership, from January 2013 to February 2014; and MGM Holdings Inc., an
entertainment company focused on the production and distribution of film and television content, from April 2012 to
August 2012. CVR Refining, Icahn Enterprises, PSC Metals, Tropicana and XO Holdings are indirectly controlled by
Carl C. Icahn. Mr. Icahn also has or previously had a noncontrolling interest in Herbalife and MGM Holdings through
the ownership of securities. Mr. Cozza holds a B.S. in Accounting from the University of Dayton.
Jeff Dunn is CEO of Juicero, the company that recently launched the first professional-quality, connected,
countertop cold-press juicing system. Prior to joining Juicero, Mr. Dunn was president and CEO of Bolthouse Farms,
a division of Campbell Soup Company, where he led the launch of the companys premium juice and salad dressing
businesses. Before he joined Bolthouse Farms, Mr. Dunn was president and CEO of Ubiquity Brands, a rollup of
several regional snack food businesses. He has been a director of Herbalife Ltd., a nutrition company, since
November 2009. Mr. Dunn also spent 22 years in leadership roles within The Coca-Cola Company, including serving
as president of Coca-Cola North America. He earned a bachelor's degree in business from the University of Georgia
and an MBA in management from Pepperdine University. Mr. Dunn serves as a member of the Goizueta Business
School Advisory Board at Emory University and on the Board of Trustees of Morehouse College.
Hunter C. Gary has served as Senior Vice President of Icahn Enterprises L.P. (a diversified holding
company engaged in a variety of businesses, including investment, automotive, energy, gaming, railcar, food
packaging, metals, real estate and home fashion) since November 2010. Prior to that time, Mr. Gary has been
employed by Icahn Associates Corporation, an affiliate of Icahn Enterprises L.P., in various roles since June 2003,
most recently as the Chief Operating Officer of Icahn Sourcing LLC. Mr. Gary has been a director of: Ferrous
Resources Limited, an iron ore mining company with operations in Brazil, since June 2015; Herbalife Ltd., a nutrition
company, since April 2014; Cadus Corporation, a company engaged in the acquisition of real estate for renovation or
construction and resale, since February 2014, and President and Chief Executive Officer of Cadus since March 2014;
Federal-Mogul Holdings Corporation, a supplier of automotive powertrain and safety components, since October
2012; PSC Metals Inc., a metal recycling company, since May 2012; XO Holdings, a competitive provider of telecom
services, since September 2011; Tropicana Entertainment Inc., a company that is primarily engaged in the business
of owning and operating casinos and resorts, since March 2010; Tropicana Entertainment Cayman Holdings Co. Ltd.
since January 2011 and WestPoint Home LLC, a home textiles manufacturer, since June 2007. Mr. Gary has also
been a member of the Executive Committee of ACF Industries LLC, a railcar manufacturing company, since July
2015. Mr. Gary was previously a director of: Voltari Corporation, a mobile data services provider, from October 2007
to September 2015; American Railcar Industries, Inc., a railcar manufacturing company, from January 2008 to June
2015; and Viskase Companies Inc., a meat casing company, from August 2012 to June 2015. ACF Industries,
Ferrous Resources Limited, Cadus, Federal-Mogul, Viskase Companies, PSC Metals, XO Holdings, Tropicana
Entertainment, Voltari, American Railcar Industries and WestPoint Home each are indirectly controlled by Carl C.
Icahn. Mr. Icahn also has a noncontrolling interest in Herbalife through the ownership of securities. Mr. Gary is
married to Mr. Carl Icahn's wife's daughter. Mr. Gary received his B.S. with senior honors from Georgetown University
as well as a certificate of executive development from Columbia Graduate School of Business.
 Jesse A. Lynn, age 43, has been Assistant General Counsel of Icahn Enterprises L.P. (a diversified holding
company engaged in a variety of businesses, including investment, automotive, energy, gaming, railcar, food
packaging, metals, real estate and home fashion) since September 2004. From February 2000 until September 2004,
Mr. Lynn worked as an associate in the New York office of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. in its
business and finance department. From September 1996 until February 2000, Mr. Lynn was an associate in the
corporate group at Gordon Altman Butowsky Weitzen Shalov & Wein. Mr. Lynn received a B.A. in 1992 from the
University of Michigan and a J.D. in 1996 from the Boston University School of Law.
Michael Montelongo, a former presidential appointee and Senate-confirmed official, is president and chief
executive officer of GRC Advisory Services, LLC, a private firm specializing in board governance, risk management,
and compliance matters. He is also a senior advisor at leadershipForward, a premier leadership performance firm
serving Fortune 500 and small business clients and serves on the boards of the Larry H. Miller Management
Corporation, Exostar LLC, and Aerospace Corporation. A frequent National Association of Corporate Directors
(NACD) and Inside Americas Boardrooms speaker and panelist, Mr. Montelongo is an experienced c-level executive
and board governance leader who has led commercial, public sector, and non-profit organizations and brings a
unique and broad service industry and customer experience skill set in facilities and food service management,
banking and financial services, automotive, professional sports, entertainment and retail services, outsourced
technical services, telecommunications, professional services, and aerospace/defense, including tours in the U.S.
Senate and the Pentagon. Focusing on strategy, financial and risk management (including cyber-risk), policymaking,
and operations excellence for global commercial and public sector enterprises, he is recognized for leading change in
large organizations.
James L. Nelson has served as a director and member of the audit committee of Herbalife Ltd. since April
2014 and as a director and member of the audit committee of Icahn Enterprises GP (IEP) since June 2001. Mr.
Nelson has served as a director and member of audit committees of the Viskase Companies, Inc. from April 2003
through April 2010, American Entertainment Properties Corp. from May 2005 until November 2007, and Atlantic
Coast Entertainment Holdings, Inc. from May 2005 until November 2007. He was a director of Tropicana
Entertainment Inc. from March 2010 until May 2014 and was a member of its audit committee from March 2010 until
December 2013 and a member of its nominating and governance committee until his resignation in May 2014. Mr.
Nelson was Chairman and Chief Executive Officer of Eaglescliff Corporation, a specialty investment banking,
consulting and wealth management company from 1986 until 2009. From March 1998 through 2003, he was
Chairman and Chief Executive Officer of Orbit Aviation, Inc., a company engaged in the acquisition and completion of
Boeing Business Jets for private and corporate clients. From August 1995 until July 1999, Mr. Nelson was Chief
Executive Officer and Co-Chairman of Orbitex Management, Inc., a financial services company the mutual fund
sector. From August 1995 until March 2001, he was on the Board of Orbitex Financial Services Group. From January
2008 through June 2008, Mr. Nelson served as a director and member of the audit committee of Shuffle Master, Inc.,
a gaming manufacturing company. From March 2008 until March 2010, he was a director and served on the audit
committee of Pacific Energy Resources Ltd., an energy producer. From April 2008 to November 2012, Mr. Nelson
served as a director and as Chairman of the audit committee of the board of directors of Cequel Communications, an
owner and operator of a large cable television system. From April 2010 through November 2013, he served as a
director and member of the audit committee of Take Two Interactive Software, Inc. a publisher, developer, and
Member of video games and video game peripherals. From June 2011 to September 2015, Mr. Nelson served as a
director and member of the compensation, governance and strategic alternatives committees of Voltari Corporation
(f/k/a Motricity Inc.). From January 2012 to September 2015, he served as Chairman of Voltaris board of
directors. From November 2013 until August 2014, Mr. Nelson served as a director of VII Peaks Co- Optivist Income
BDC II, Inc., an externally managed, closed-end management investment company and from April 2014 until August
2014 as a director of Ubiquity Corp.
Maria Otero currently serves on the Council on Foreign Relations and on the boards of Kresge Foundation,
Public Welfare Foundation and Development Alternatives Inc. She has chaired the board of Bread for the World, and
also served on the boards of the Calvert Foundation, U.S. Institute for Peace, the Inter-American
Foundation and BRAC in Bangladesh.Otero spent her early career at the Inter-American Foundation and the Center
for Population and Development Activities. Otero also worked as an economist in the Women in Development Office
of USAID. Oteros awards and recognition include selection by Newsweek in 2005 as one of the United States 20
most influential women; Hispanic Business Magazines Elite Women of 2007; Notre Dame Universitys Distinguished
Service in Latin America Award; National Council of la Raza Graciela Olivarez Award; and the Ellis Island Medal of
Honor. Otero holds an M.A. in literature from the University of Maryland; an M.A. in international relations from
the Paul H. Nitze School of Advanced International Studies (SAIS), at the Johns Hopkins University; and an honorary
Doctorate of Humane Letters from Dartmouth College.
John Tartol has been an Independent Herbalife Member for 27 years, and a member of the companys
prestigious Chairman's Club since 2000. He is active in training other Herbalife Members all over the world and has
served on various strategy and planning groups for Herbalife. Mr. Tartol is also active on behalf of various charities in
his community and worldwide on behalf of the Herbalife Family Foundation. He has a bachelor's degree in finance
from the University of Illinois.
B. Top Management
Michael O. Jonhson has a track record of success as a leader. Named chief executive officer (CEO) in 2003
and chairman in 2007, he sets the vision and strategy, and is the voice of Herbalife Nutrition to Independent Herbalife
Members in more than 90 countries. He oversees all aspects of the companys global operations, ensures the
company has the resources necessary to meet its goals and pursues profitability and growth to increase shareholder
value. In June 2017, Johnson will take on the role of executive chairman of Herbalife Nutrition and Rich Goudis,
currently chief operations officer, will transition to CEO.
Des Walsh is responsible for the growth of our business by working closely with Members to achieve greater
access and deeper penetration of Herbalife products throughout the world. Reporting to him are the managing
directors of each of our regions, and he has overall responsibility for Member-facing functions throughout the world,
including marketing, promotions, sponsorships, business methods support, events, Member ethics and Member
communications. Walsh joined the company in 2004 as senior vice president, worldwide Member sales, where he
was responsible for sales strategy, business development, corporate events, worldwide promotions and Member
services. Later, he became executive vice president of worldwide operations and sales, and had overall responsibility
for the company's business operations in all Herbalife markets around the world. Walsh has extensive international
business experience gained during his 20-year career in sales, marketing and executive management. Walsh's
previous experience includes key management positions at MovieQuik Systems, a division of The Southland
Corporation (now 7 Eleven), and Commtron Corporation, a leading consumer electronics and video distribution
company.
As chief operating officer (COO), Richard P. Goudis is responsible for building and sustaining a global
infrastructure that allows the company to achieve its growth goals. His responsibilities include overseeing Worldwide
Manufacturing Operations, Product Development, Quality, Supply Chain, Human Resources, Information Technology,
Security and regional Finance and Operations functions. In June 2017, Goudis will take on the role of chief executive
officer (CEO) of Herbalife Nutrition, succeeding current CEO Michael O. Johnson, who will transition to the role of
executive chairman. Goudis has more than 30 years of finance & operations management experience and senior
executive experience as vice president finance and chief operating officer of Rexall Sundown. While at Rexall
Sundown, Goudis was a member of the executive management team. After the acquisition by Royal Numico, Goudis
had operations responsibility for all of Numico's North American assets including GNC, Rexall Sundown and Unicity.
As chief financial officer of Herbalife, John DeSimone has global responsibility for all financial departments
including accounting, tax, treasury, strategic planning, and investor relations for the company's business around the
world as well heading the companys Member compliance and insights groups. Having joined Herbalife in November
2007, DeSimone first served as SVP, finance and has served as the companys CFO since January 2010. DeSimone
has over 25 of experience in the corporate finance sector. He served as the controller, vice president of finance and
chief financial officer of Rexall Sundown, Inc., a multinational manufacturer of nutritional supplements and sports
nutrition products that was publicly traded while DeSimone served as its controller and vice president. Prior to joining
Herbalife, he was chief executive officer and an investor of Mobile Ventures, LLC, an automotive aftermarket
accessory retailer.
Alan Hoffman is the Executive Vice President for Global Corporate Affairs at Herbalife Nutrition. In this
position, he is responsible for the companys public policy, corporate communications, government affairs, community
relations and philanthropy. Hoffman brings more than 20 years of public policy, communications and government
affairs experience to the corporate affairs role. Most recently, he served as senior vice president for global public
policy at PepsiCo, where he oversaw policy development, external relations and government relations. Before joining
PepsiCo, Hoffman served as Deputy Chief of Staff to Vice President of the United States Joe Biden and Deputy
Assistant to President Barack Obama, where he was responsible for the long-term planning and day-to-day
operations of the vice president's office. This was the third time he worked for the Vice President having served as
Chief of Staff to Senator Biden from 1998 to 2003 and again from 2006 to 2008. He was also senior presidential
campaign advisor and chief operating officer to Vice President Biden during the transition following the 2008
presidential election.
As executive vice president and general counsel for Herbalife, Mark Friedman has responsibility
for companys worldwide legal affairs and serves as the companys corporate secretary. Prior to Herbalife, Friedman
was general counsel and corporate secretary for the global retail brand, Pinkberry Ventures, Inc., where he led their
worldwide intellectual property program, responsible for franchise compliance and expansion into more than 40 new
US and global markets. Friedman was also the legal lead on cross-functional teams that advised on vendor selection,
crisis management and food safety. He collaborated closely with product development groups to ensure regulatory
compliance with agencies such as the US FDA. He has significant experience working with marketing teams on the
adherence of promotions and sales materials to regulation and law.
Rob Levy has responsibility for all Member-facing business, sales and marketing functions across a region
that includes Europe, Middle East, Africa, Asia, China, Australia and New Zealand. He is also responsible for
worldwide sales strategy and planning, product and brand marketing, events and promotions, Member technology
and strategy, and Member nutrition training. Prior to this role, Levy was executive vice president worldwide sales and
marketing and Member operations. Levy has been with Herbalife for more than 20 years and has held a number of
senior roles within the company. As managing director of South America, Levy had responsibility for all of Herbalifes
activities in South America, including sales, marketing and operations. He has also had regional responsibilities for
North America, Mexico, Southeast Asia and India. Before joining Herbalife, Levy was with Lear Astronics, Corp., a
leading aviation company, where he was responsible for the contract and pricing groups.
Miguel Angel Fernandez is the executive vice president and managing director for the Americas and
worldwide Member operations, Fernandez is responsible for Member-facing business, sales and marketing functions
across a region that includes North America, Canada, South America, Central America and Mexico. He is also
responsible for all global Member operations, including call centers and sales analysis. Prior to this position,
Fernandez served as senior vice president and managing director of Mexico, Herbalifes second largest market,
having previously served as vice president, finance for Mexico and Central America and vice president, finance and
Member operations. Fernandez has a solid financial background as well as extensive mergers, acquisitions and
business development experience. He brings a 15-year track record of multinational business experience at
companies such as Microsoft, JP Morgan and Procter & Gamble. A native of Mexico City, Fernandez holds a
Bachelor of Science in industrial engineering, with honors, from the Monterrey Institute of Technology in Mexico. He
also holds a Master of Business Administration from Darden School of Business, University of Virginia, where he
served as president of the Latin American Students Association.
David Pezzullo has worldwide responsibility for all aspects of developing products and bringing them to
market, including supply chain, R&D, scientific affairs, quality, manufacturing, distribution and logistics. From 2010 to
the present, Pezzullo has led the implementation of Herbalifes seed to feed strategy. This includes the building of
four additional manufacturing facilities to take the companys in-house manufacturing from approximately 5 percent to
65 percent of all products; the expansion of the worldwide operations team; the introduction of new product
introduction processes; and the upgrade of laboratories and distribution centers, all in support of Herbalifes
sustained growth worldwide and establishing Herbalife as an industry leader in product quality. Pezzullo has a broad
background of finance leadership roles with an emphasis on operational disciplines. He joined the company in 2004
as senior vice president, finance and chief accounting officer, overseeing accounting, tax and treasury functions in
over 70 countries. He helped guide the company through its initial public offering in 2004, as well as the early
adoption of the SOX 404 regulations. Prior to joining Herbalife, Pezzullo was divisional vice president of finance for
Royal Numico, NV, responsible for the financial integration of its U.S. subsidiaries, including Rexall Sundown, Inc.
(NASDAQ:RXSD) and GNC. He served as the corporate controller of Rexall prior to its acquisition by Numico.
Additionally, Pezzullo served in financial executive and management roles in accounting, tax and M&A for several
large multi-nationals, including Smithfield Foods, (NYSE:SFI), Cookson America, and Sunbeam Corp. He started his
career in the audit and tax departments of Ernst & Young LLP in Providence, RI. Pezzullo holds a Bachelor of
Science degree in accounting from Bryant University (summa cum laude) and is a certified public accountant
(inactive).
Jean Marie Cacciatore is the Senior Vice President for Worldwide Human Resources. She has responsibility
for the development and implementation of human resources strategy in support of the overall business plan and
strategic direction of Herbalife. This includes succession planning, executive recruitment, performance management,
talent development, compensation and benefits. Jean Marie joined the company in December 2006 as vice
president, human resources, South America and Southeast Asia. In 2007 she assumed responsibility for international
human resources, adding global responsibility for compensation in 2008, and taking on her current worldwide role in
2011. Prior to joining Herbalife, Jean Marie worked with Warner Bros, Mast Industries/The Limited Corporation, DMX
Music Inc. and the Walt Disney Company. Jean Marie holds a Bachelor of Arts degree in Psychology from West
Virginia University.
As senior vice president and managing director for North America, Ibi Fleming is responsible for all
business, strategic, sales and marketing functions across the region, which includes the U.S., Canada, Jamaica and
the Caribbean. Fleming, an 18-year Herbalife veteran, joined the company in 1998. She began her Herbalife career
as an assistant to the vice president of personal care training. Subsequently, she became a global product marketing
manager before joining the North America regional team. During her tenure with the North America region, Fleming
served in multiple capacities; first as manager of the West Coast and then director, senior director, and most recently
served as vice president of sales and marketing for the U.S. Latin market. In 2011, Poder Hispanic magazine
included her in the prestigious annual list of the Nations 100 Most Influential Hispanics in the U.S. Originally from
Cuba, Fleming is bilingual in English and Spanish, and holds a Bachelors in Business Administration from National
University.
Pamela Jones Harbour leads a compliance team across more than 90 markets, developing and enhancing
policies and infrastructure to ensure the effective education, training and mentoring programs for independent
Herbalife Members worldwide. She also coordinates the company's global privacy and cyber security efforts.Pamela
was a litigation partner in three American law firms, with a specialty area in antitrust, consumer protection and data
security law, where she chaired and co-chaired privacy practices at two of the firms. Pamela is well recognized for
her knowledge of evolving areas of competition and consumer protection law, including privacy and data security
issues. Pamela served as a commissioner on the United States Federal Trade Commission from 2003 until April
2010 and as a Deputy Attorney General of the New York State Attorney Generals Office in the 1990s. As Deputy
Attorney General, her duties included oversight of the Attorney Generals civil litigation division, which employed over
350 Assistant Attorneys General in seven substantive areas of law (Antitrust, Civil Rights, Charities, Consumer
Frauds, Environmental Protection, Investor Protection and Real Estate Finance). Pamelas career experience has
included frequent speaking engagements, Congressional testimony and publications relating to a wide range of
industries and subject areas. She has a breadth and depth of knowledge in the energy, health care and privacy fields,
as well as her understanding of global antitrust and consumer protection law. During her nearly seven years as an
FTC Commissioner, Pamela was instrumental in shaping an ambitious agenda that encompassed a wide variety of
competition and consumer protection issues affecting virtually every economic sector. Pamela is recognized
internationally for her leadership in the field of privacy and data security. She was the 2010 recipient of the Electronic
Privacy Information Centers (EPICs) Champion of Freedom Award for her defense of consumer privacy as an FTC
Commissioner.
Edi Hienrich is senior vice president and managing director for the EMEA Region (Europe, Middle East and
Africa) and India. He is responsible for all strategic, sales and marketing functions across the regions markets.
Hienrich has extensive experience at Herbalife, developed over 25 years with the company. He has worked around
the globe, with leadership positions in South America, Asia, and Eastern Europe. Hienrich started with Herbalife in
finance and quickly rose to country and regional management, where he led operations for Eastern Europe. After
serving as vice president of South America, he then moved into international development, where he was
responsible for the opening of new markets including Brazil, India, Colombia and Singapore. His focus was then
directed to Southeast Asia, where he developed and implemented long- and medium-term strategies to drive the
regions profitable expansion and growth. Most recently, Hienrich served as vice president of sales for the U.S.
market. Hienrich holds a Bachelor of Arts degree in economics and a Master of Business Administration.
 As senior vice president and managing director, North Asia, Frank Lamberti is responsible for working with
the market teams in Hong Kong, Taiwan, Korea, Japan, Macau and local Member leaders to drive sustainable growth
in the region. Prior to this role, Lamberti had worldwide responsibility for all aspects of financial planning and analysis
and strategic planning including forecasting, budgeting, pricing, capital investments, new business development and
real estate. Lamberti joined Herbalife in 2005 as vice president, investor relations where he established the function
for the company, which is listed on the NYSE. He has held various regional finance and operations leadership roles
for Southeast Asia, Central America and South America. Globally, he has led the Member ethics and compliance
function supporting best practices for Member operations in more than 90 markets. Prior to joining Herbalife,
Lamberti held various management roles in finance, consumer services and accounting at Sunbeam Corporation,
DHL, Rexall Sundown (subsidiary of Royal Numico, NV), Precision Response Corporation and Blockbuster
Entertainment Corporation.
Jerry Li is responsible for all business, strategy, sales and marketing functions across the China. Li joined
Herbalife in 2004, and was a key member of the team that established Herbalife in China. Li has held a number of
management positions in China, including director, East and Central China; senior director, North China; and most
recently vice president, sales, during which time he successfully led the rapid development of this key market. Before
joining Herbalife, Li worked for six years at Amway, in charge of sales and operations for the Shandong Area. He
also worked with Tiens and CP Group. A Chinese citizen, Li holds an EMBA from Peking University.
As vice president and managing director for Mexico, Jesus Alvarez is responsible for all business, strategic,
sales and marketing functions across the region. Alvarez began is career at Herbalife in 2011 as ethics & compliance
director, responsible for the implementation and enforcement of Member rules and guidelines. Subsequently, Alvarez
took on the additional responsibility of corporate communications, government relations and scientific affairs. Being
promoted two years later to Sr. Director, led Ethics & Compliance, Corp. Comms, Government & Scientific Affairs and
social responsibility. Immediately prior to his current role, Alvarez was vice president, sales and events. Alvarez has
over 20 years of experience in the direct selling industry, having held a number of senior roles with major companies,
such as Amway, where, as general manager for Mexico, he successfully implemented an ambitious transformation
initiative resulting in significant growth in the market. Alvarez is bilingual in English and Spanish and fluent in
Portuguese and studied several courses at Thunderbird University and other institutes.
Jossie Aspauza is responsible for all business, strategic, sales and marketing functions across the south
and central America region, which consists of 18 markets. Since joining Herbalife in 2006 as sales and marketing
manager, Jossie has held various leadership roles, most recently as vice president, sales and marketing for
SAM/CAM and Brazil. She has played a vital role in the development of this region and its new business strategies
through such initiatives as the creation of a regional sales and marketing team; development of a daily consumption
culture; the introduction of a sales regionalization project. Immediately prior to joining Herbalife, Aspauza worked in
Spain in Creade, a Spanish outplacement company. Previous to that, she worked at GMD (Graa y Montero
company) in the marketing function. Aspauza, who is based in Lima, Peru, has a masters degree in international
business (MIB) from the Groupe ESC Grenoble-France, a post-graduate degree in business administration from
ESAN, Lima-Peru and a Specialization in Advertising (IPP, Lima-Peru).
Stephen Conchie is senior vice president and managing director of Asia Pacific, responsible for the
Herbalife business in Australia, Cambodia, Hong Kong, Indonesia, Japan, Korea, Malaysia, New Zealand, The
Philippines, Singapore, Taiwan, Thailand and Vietnam. Stephen joined Herbalife in 2009 as regional head of
Russian-speaking markets. In July 2012, the Baltics and Israel were added to his responsibilities. He oversees the
development of regional strategy, marketing, sales, management of all aspects of day-to-day operations, including
Member services and sales centers, supply chain management, ethics and business compliance, human resources
and information technology. Prior to joining Herbalife, Stephen held a variety of sales and marketing roles for
GlaxoSmithKline from 2000 2009. From 2005-2007, he managed the companys business in Ukraine, and in 2007
he became general manager for Russia and CIS. Stephen also worked for more than nine years in category
marketing, NPD, purchasing, and retail and logistics for companies including Sainsburys, Safeway and Grand Met in
the United Kingdom. Conchie has a BA degree in Retail Marketing from Manchester Metropolitan University and a
Diploma in Marketing from the UKs Chartered Institute of Marketing. He is currently based in Singapore.
As vice president and managing director for Brazil, Gioji Okuhara is responsible for all business, strategic,
sales and marketing functions across the region. Since joining Herbalife as managing director for Brazil in 2011,
Okuhara has overseen an increase in sales of 100 percent, led actions for improved service levels to Herbalife
Members and expanded product access points across the country. Okuhara also plays a prominent role within the
direct selling industry, currently serving as 2nd vice president of the Brazilian Direct Selling Association. He also
currently serves on the Advisory Board for Melitta Brazil, a leading multinational consumer goods company. Okuhara
began his career at Colgate-Palmolive, where he spent 17 years, including four years at the companys headquarters
in New York, USA. Subsequently, he occupied leading positions with a number of consumer goods (FMCG)
companies, such as Quaker Oats, Danone and Faber-Castell, prior to joining Herbalife. Okuhara is a graduate of
Fundao Getulio Vargas Business School in Brazil, and has attended various executive development programs at
the Wharton School of the University of Pennsylvania and Harvard Business School in the United States.

III. EXTERNAL ENVIRONMENT: OPPORTUNITIES AND THREATS (SWOT)

A. Natural Physical Environment: Sustainability Issues